(Translation)
May 13, 2009
Dear Sirs,
Name of Company:
SEGA SAMMY HOLDINGS INC.
Name of Representative:
Hajime Satomi, Chairman, President and Representative Director (CEO)
(Code No. 6460, Tokyo Stock Exchange 1st Section)
Further Inquiry:

Koichiro Ueda, General Manager, Group Executive Office and General Manager, Group Communications Office (TEL: 03-6215-9955)
Notice of Amendment to the Articles of Incorporation

Notice is hereby given that SEGA SAMMY HOLDINGS INC. (the "Company"), at
the meeting of its Board of Directors held on May 13, 2009, determined to submit a "Proposition for Amendment to the Articles of Incorporation" to its 5th Ordinary General Meeting of Shareholders to be held on June 18, 2009, as described below:

Description

1.
Reasons for the amendment:

In accordance with the enforcement of the "Law to Amend Part of the Law
Concerning Book-Entry Transfer of Bonds, Etc. to Streamline Settlements for Trading in Stocks, Etc." (2004 Law No. 88; hereinafter the "Settlement Streamlining Law"), the Company intends to make amendment to its Articles of Incorporation, as described below: (1)
Pursuant to the provisions of Article 6 of the Supplementary Provisions to the Settlement Streamlining Law, the Company is deemed to have adopted a resolution to amend its Articles of Incorporation to abolish the provision therein for the issuance of share certificates as of the date of the implementation of a share certificate computerized management system (January 5, 2009). Accordingly, the Company intends to delete Article 8 (Issuance of Share Certificates) of the Articles of Incorporation of the Company and simultaneously delete and modify the words and/or phrases related to its share certificates.
(2) As a result of the abolition of the "Law Concerning Depository and Book-Entry
Transfer of Share Certificates, Etc.", the Company intends to delete and modify the

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words and/or phrases related to beneficial shareholders and the register of beneficial shareholders in the Articles of Incorporation of the Company.
(3)
The register of loss of share certificates must be prepared and kept until the expiration of one year after the day next following the date of the enforcement of the Settlement Streamlining Law. Hence, the Company intends to establish the relevant provisions in the Supplementary Provisions.
(4)
In addition, the Company intends to make required adjustments, including addition, deletion and modification of the provisions and words and/or phrases.
2.
The particulars of the proposed amendment:

The particulars of the proposed amendment are as set forth in the Attachment
herewith.

3. Schedule:

Date of the General Meeting of Shareholders for the
amendment to the Articles of Incorporation:
June 18 (Thursday), 2009

Effective date of the amendment to the Articles of
Incorporation:
June 18 (Thursday), 2009

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Attachment
(The underlines show the portions to be amended.)
Existing Articles of Incorporation
Proposed amendment
CHAPTER I. General Provisions
CHAPTER I. General Provisions
Article 1 to Article 7 (Descriptions omitted)
Article 1 to Article 7 (Same as existing)
(Issuance of Share Certificates)
Article 8.
In respect of the shares
of the Company, the Company shall issue share certificates.

(To be deleted)
(Certificates Representing Shares Falling Short of the Number of Shares Constituting One Unit)
Article 9.
The Company may opt
not to issue share certificates representing any shares falling short of the number of shares constituting one unit ("less-than-one-unit shares").

(To be deleted)
(Request for Additional Purchase of Less-than-One-Unit Shares)
Article 10. Any shareholder
(including beneficial shareholder; the same applies hereinafter) who holds less-than-one-unit shares of the Company shall be entitled to request the Company to sell the number of shares that will, together with such less-than-one-unit shares, constitute the number of shares constituting one unit ("additional purchase request").

(Request for Additional Purchase of Less-than-One-Unit Shares)
Article 8. Any shareholder who
holds less-than-one-unit shares of the Company shall be entitled to request the Company to sell the number of shares that will, together with such less-than-one-unit shares, constitute the number of shares constituting one unit ("additional purchase request").
2. (Descriptions
omitted)

2.
(Same as existing)
(Restrictions of Rights of Shareholders Holding Less-than-One-Unit Shares)
Article 11. (Descriptions
omitted)

(Restrictions of Rights of Shareholders Holding Less-than-One-Unit Shares)
Article 9.
(Same as existing)

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Existing Articles of Incorporation
Proposed amendment
(Share registrar)
Article 12. (Descriptions
omitted)

(Share registrar)
Article 10.
(Same as existing)

2. (Descriptions
omitted)
2.
(Same as existing)
3.
The register of shareholders
(including the register of beneficial shareholders; the same applies hereinafter), the register of loss of share certificates and the register of stock acquisition rights of the Company shall be kept at the share registrar's place of business and the registration of a transfer of shares and stock acquisition rights, acceptance of notices of beneficial shareholders, registration of a pledge and cancellation thereof, indication of trust property and cancellation thereof, non-possession of share certificates, reports to be made by shareholders, reissue of share certificates, registration of loss of share certificates, purchase and sale of less-than-one-unit shares and other affairs relating to shares and stock acquisition rights shall be handled by the share registrar and not by the Company.

(To be deleted)
(Share Handling Regulations)
Article 13. The
denominations of
share certificates of the Company, registration of a transfer of shares and stock acquisition rights, acceptance of notices of beneficial shareholders, registration of a pledge and cancellation thereof, indication of trust property and cancellation thereof, non-possession of share certificates, reports to be made by shareholders, reissue of share certificates, registration of loss of share certificates, purchase and sale of less-than-one-unit shares, other handling of shares and stock acquisition rights and procedures upon exercise of the rights of shareholders, and the fees therefor shall be governed by the Share Handling Regulations to be established by the Board of Directors.

(Share Handling Regulations)
Article 11. The entries or
recordation in the register of shareholders and the register of stock acquisition rights of the Company, purchase and additional purchase of less-than-one-unit shares, other handling of shares or stock acquisition rights and the fees therefor, and procedures upon exercise of the rights of shareholders shall be governed by the Share Handling Regulations to be established by the Board of Directors in addition as provided for in laws or ordinances.
Article 14 to Article 56 (Descriptions Article
12 to Article 54 (Same as existing)

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Existing Articles of Incorporation
Proposed amendment
omitted)
(To be established)
Supplementary Provisions
Article 1.
The register of loss of
share certificates of the Company shall be kept at the share registrar's place of business and the affairs relating to the entries and recordation in the register of loss of share certificates shall be handled by the share registrar and not by the Company.
(To be established)
Article 2.
The entries and
recordation in the register of loss of share certificates of the Company shall be governed by the Share Handling Regulations to be established by the Board of Directors in addition as provided for in laws or ordinances.
(To be established)
Article 3.
Articles 1 through 3 of
these Supplementary Provisions shall be deleted as of January 6, 2010.
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