Revision of the Remuneration System for Directors and Corporate Auditors

Yamaha Motor Co., Ltd. reviewed its remuneration system for directors and corporate auditors, and, at the Board of Directors Meeting held on February 8, 2005, resolved to abolish the retirement benefits system for directors and corporate auditors, in order to further link the remuneration system to the Company's business performance.

The current retirement benefits system for directors and corporate auditors will be abolished as a separate entity and the benefits instead incorporated into the monthly remuneration package for directors and corporate auditors, effective at the conclusion of the 70th Ordinary General Meeting of Shareholders, to be held on March 29, 2005. The retirement benefits for directors and corporate auditors in office and directors and corporate auditors reappointed prior to the date of abolition will be paid for the period from the date of assumption of office to the date of abolition. Payment will be made when the respective directors and corporate auditors retire, subject to the approval of the Ordinary General Meeting of Shareholders.

The Company has resolved to formulate guidelines for directors acquiring and holding its shares, and to introduce a system for director shareholding based on the guidelines, to take effect April 1, 2005. The system will allow the Company’s directors (excluding outside directors) to acquire a certain amount of its own shares monthly through the Directors’ Shareholding Association and to hold the shares while in office, in order to foster a shared sense of the Company’s value with its shareholders.