As filed with the Securities and Exchange Commission on June 28, 201327, 2014

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 20-F

OR

For the fiscal year ended March 31, 20132014

OR

OR

Date of event requiring this shell company report

Commission file number: 1-31221

Kabushiki KaishaNTTDOCOMO

(Exact name of registrant as specified in its charter)

NTT DOCOMO, INC.

(Translation of registrant’s name into English)

Shintaro Akimoto or Ayano Tamada, Investor Relations

TEL: +81-3-5156-1111 / FAX: +81-3-5156-0271

Sanno Park Tower, 2-11-1 Nagata-cho, Chiyoda-ku, Tokyo 100-6150 Japan

(Name, Telephone, E-mail and /or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Securities registered or to be registered pursuant to Section 12(g) of the Act.

None

(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.

None

(Title of Class)

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

As of March 31, 2013, 41,467,6012014, 4,146,760,100 shares of common stock were outstanding, comprised of 41,251,0244,122,090,551 shares and 21,657,700 ADSs (equivalent to 216,577 shares).24,669,549 ADSs.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  x    No  ¨

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934.    Yes  ¨    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer    x            Accelerated filer    ¨            Non-accelerated filer    ¨

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP  x    International Financial Reporting Standards as issued by the International Accounting Standards Board    ¨    Other    ¨

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17  ¨             Item 18  ¨

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

TABLE OF CONTENTS

Special Note Regarding Forward-looking Statements

This annual report contains forward-looking statements such as forecasts of results of operations, management strategies, objectives and plans, forecasts of operational data such as the expected number of subscriptions, and the expected dividend payments. All forward-looking statements that are not historical facts are based on management’s current plans, expectations, assumptions and estimates based on the information currently available. Some of the projected numbers in this report were derived using certain assumptions that were indispensable for making such projections in addition to historical facts. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from those contained in or suggested by any forward-looking statement. Potential risks and uncertainties include, without limitation, the following:

distribution channels, and/or other factors necessary for the provision of service, disrupting our ability to offer services to our subscribers and such incidents may adversely affect our credibility or corporate image, or lead to a reduction of revenues and/or increase of costs.

Our actual results could be materially different from and worse than as described in the forward-looking statements. Important risks and factors that could have a material impact on our actual results are set forth in Item 3.D. and elsewhere in this annual report.

PART I

As used in this annual report, references to “DOCOMO,” “the Company,” “we,” “our,” “our group” and “us” are to NTT DOCOMO, INC. and its subsidiaries except as the context otherwise requires.

Fiscal year 20122013 refers to our fiscal year ended March 31, 2013,2014, and other fiscal years are referred to in a corresponding manner.

Item 1. Identity of Directors, Senior Management and Advisers

Not applicable.

Item 2. Offer Statistics and Expected Timetable

Not applicable.

Item 3. Key Information

The following tables include selected historical financial data as of and for each of the years ended March 31, 20092010 through 2013.2014. The data in the table is derived from our audited consolidated financial statements prepared in accordance with U.S. generally accepted accounting principlesGenerally Accepted Accounting Principles (“U.S. GAAP”). The consolidated balance sheets for the years ended March 31, 20122013 and 2013,2014, the related consolidated statements of income, comprehensive income, changes in equity and cash flows for each of the years ended March 31, 20112012 through 2013,2014, and Notesnotes thereto appear elsewhere in this annual report.

Selected Financial Data

(3)(4)

NetAs we conducted a 1:100 stock split with an effective date of applicable taxes of ¥567 million, ¥1,270 million, ¥5,031 million, ¥10,736 million and ¥11,943 million inOctober 1, 2013, “Per Share Data” for the fiscal years ended March 31, 2009, 2010 2011, 2012 and 2013to 2014 are based on the number of shares after the stock split, respectively.

(4)(5)

The dividends per share were translated into U.S. dollars at the relevant record date.

(5)(6)

Working capital was computed by subtracting total current liabilities from total current assets.

(6)(7)

Total debt includes total short-term debt (including commercial paper and current portion of long-term debt) and long-term debt.

Exchange Rate Data

The following table shows the exchange rates for Japanese yen per $1.00 based upon the noon buying rate in New York City for cash transfers in foreign currencies as certified for customs purposes by the Federal Reserve Bank of New York:

Not applicable.

Not applicable.

D.	Risk Factors

Risks Relating to Our Business

This annual report contains forward-looking statements such as forecasts of operating results, management strategies, objectives and plans, forecasts of operational data such as the expected number of subscription, and the expected dividend payments. All forward-looking statements that are not historical facts are based on management’s current plans, expectations, assumptions and estimates based on the information currently available. Some of the projected numbers in this report were derived using certain assumptions that are indispensable for making such projections in addition to historical facts. These forward-looking statements are subject to various known and unknown risks, uncertainties and other factors that could cause our actual results to differ materially from those contained in or suggested by any forward-looking statement. Potential risks and uncertainties include, without limitation, the following:

Changes in the market environment in the telecommunications industry, such as intensifying competition from other businesses or other technologies caused by Mobile Number Portability, development of appealing new handsets, new market entrants, mergers among other service providers and other factors, or the expansion of the areas of competition could limit the acquisition of new subscriptions and retention of existing subscriptions by our corporate group, or it may lead to ARPU diminishing at a greater than expected rate, an increase in our costs, or an inability to reduce expenses as expected.

Mobile Number Portability (“MNP”), the development of appealing handsets, the entry of new service providers, mergers among other service providers and other factors are intensifying competition for our corporate group from other service providers in the telecommunications industry. For example, other mobile service providers have introduced handsets that keep up with the needs and desires of customers, including handsets that support high-speed services and music/video playback, new services such as music and video distribution services, and flat-rate services for voice communications and e-mail, as well as installment sales methods for devices. There are also providers that offer services related to the convergence of fixed and mobile services, such as aggregated point programs, services offering free calls between fixed-line and mobile phones and discounts for combining fixed line and mobile services, and if services that are highly convenient for customers are offered in the future, the Company, which is subject to regulatory constraints, may be limited in its ability to respond in a timely and suitable manner. Furthermore, if other providers offer handsets that are more appealing than our own handset lineup, we may be unable to respond in a timely and suitable manner. If we are unable to build a network having a certain area and quality within the anticipated period of time, while other service providers build mobile communications networks with an area and quality that exceeds ours, customer satisfaction with our network may decline.

At the same time, competition is intensifying as a result of the introduction of other new services and technologies, especially low-priced and flat-rate services, such as fixed-line or mobile IP phones (including services that use applications that run on our smartphones and tablets), high-speed broadband Internet service, digital broadcasting, public wireless LAN using Wi-Fi, other free or low-priced services of OTT*¹ service providers, and so on, or a combination of these services.

In addition to competition from other service providers and technologies in the telecommunications industry, there are other factors increasing competition among mobile network operators, such as saturation in the Japanese mobile communications market, changes to business and market structures due to the expansion of the areas of competition arising from the entry of competitors in the market, including MVNOs*² and competitors from other industries, changes in the regulatory environment, and increased rate competition. With the use of open platform devices like smartphones and tablets becoming increasingly widespread, many businesses and others have entered the competition in service offerings on mobile phones, and it is possible that those businesses, etc. may eventually launch services that are more convenient for customers, and further intensify rate competition.

In this market environment, the decline in the number of net new subscriptions we acquire may accelerate in the future and the number of net new subscriptions we acquire may not reach the number we expect. Also, we may not be able to maintain existing subscriptions as customers migrate to other service providers due to increased competition. Furthermore, in order to capture new subscriptions and maintain existing subscriptions, there could be a greater-than-expected decline in ARPU and/or greater-than-expected costs. In this fierce market environment, in order to provide advanced services and increase convenience to our customers, we have made various revisions, such as in rates and the provision of discounted services. For example, we introduced the “Xi Kake-hodai” flat-rate domestic voice service to our subscribers and the “Xi Pake-hodai FLAT,” “Xi Pake-hodai double” and “Xi Pake-hodai light” packet flat-rate services for “Xi”Xi subscribers. Also, weWe also introduced “monthly support,” which is a fixed amount discounted from monthly usage rates set for each equipment type.

As additional new fee plans for flat-rate domestic voice services, on June 1, 2014 we also introduced “Kake-hodai & Pake-aeru,” which allows for the sharing of packet telecommunications data volume among family members or the same company or organization, “Zutto DOCOMO Discount,” a discount service for long-term customers, and “U25 Ouen Discount” a discount plan for customers 25 up to years of age. However, we cannot be certain that these rate revisions and discounted services will enable us to acquire new and maintain existing subscriptions. Also, although we forecast some decline in ARPU as a result of these rate revisions and discounts, if the subscription ratio for various discount services or the trend in migration to flat-rate services aremay not be in line with the expectations of our corporate group, and our ARPU may decrease more than projected. Furthermore, if market growth slows or the market shrinks, ARPU may decrease even more than our forecast and we may not be able to capture new subscriptions or maintain the existing number of subscriptions at the level we expect. In addition, in order to reinforce our managerial structure, we are promoting increased efficiency related to our network, sales and services, research and development and narrowing our product line-up to concentrate resources. The push toward greater efficiency, however, may not proceed as expected, and costs may not be reduced as anticipated due to intense competition from other service providers and changes in the market environment.

These foregoing factors may have a material adverse effect on our financial condition and operating results.

If current and new services, usage patterns, and sales schemes proposed and introduced by our corporate group cannot be developed as planned, or if unanticipated expenses arise, the financial condition of our corporate group could be affected and our growth could be limited.

We view increases in revenue as an important factor in our future growth,growth. We aim to increase revenue by, for instance, the increasing of revenues by promoting the more widespread use of i-mode services, of smartphone services such as sp-mode, dmenu and dmarket, and of Xi services, as well as the expansion of theirthe use of packet communications and other data communications in relation to such services and crowd services like “Shabette-Concier” and the like. Moreover, it is also an important factorwe look to increase the returns through initiatives that createin new value by integratingbusiness areas based on the convergence of various businesses and services, such as media/content, finance/payment, commerce, medical/healthcare, Machine-to-Machine (“M2M”), environment/ecology and environment/ecologylearning with the aim of “realizing a smart life.”life” as another important factor in future growth. However, a number of uncertainties may arise to prevent the development of these services and constrain our growth.

Furthermore, if market growth slows or the market shrinks, the services, forms of usage, and sales methods provided by us may not develop sufficiently which could affect our financial conditions and limit our growth. In particular, we cannot be certain as to whether or not the following can be achieved:

If the development of our corporate group’s new services or forms of use is limited or if development costs are more than anticipated, it may have a material adverse effect on our financial condition and results of operations.

The introduction or change of various laws or regulations inside and outside of Japan, or the application of such laws and regulations to our corporate group, could restrict our business operations, which may adversely affect our financial condition and results of operations.

The Japanese telecommunications industry has been undergoing regulatory reform in many areas, including rate regulation. Because we operate on radio spectrum allocated by the Japanese government, the mobile telecommunications industry in which we operate is particularly affected by the regulatory environment. Furthermore, in some cases, our group is subject to special regulations that are not imposed on other providers. Various governmental bodies have been recommending or considering changes that could affect the mobile telecommunications industry, and there may be continued reforms, including the introduction or revision of laws, regulations, or systems that could have an adverse effect on us. These include:

In addition to the above proposed changes that may impact the mobile communications business, we may be impacted by a variety of laws, regulations, and systems inside and outside of Japan. For example, in response to an increase in the number of subscriptions or in the traffic volumevolume*² per subscriber, we have proceeded with the enhancement of our telecommunications facilities in order to ensure and improve our service quality. As a result, we are using an increasing amount of electricity. Moreover, we are implementing measures directed towards reducing greenhouse gas emissions, including deployment of low-power consumption devices and efficient power generators. However, with the implementation of regulations and other measures aimed at reducing greenhouse gas emissions, our cost burdens may increase, and this may have an adverse effect on our financial condition and results of operations. Also, the financial condition and operating results of our corporate group may be adversely affected by the increased cost of maintaining and operating the facilities we require for providing our services on account of electricity cost increases due to high fuel prices. In July 2010 the Dodd–Frank Wall Street Reform and Consumer Protection Act was signed into law in the U.S. Based on this, the US Securities and Exchange Commission established rules in August 2012 requiring listed companies that use designated minerals in their products to disclose whether such minerals come from the Democratic Republic of the Congo and adjoining countries. The implementation of these rules could have an adverse effect on our financial condition and operating results in the form of higher costs arising from expense of conducting the research needed for regulatory compliance or from an increase in the prices of materials that use such minerals.

Further still, in order to ensure new sources of revenue, we are pursuing initiatives to create new value through the convergence of mobile services with various services and industries, including media/content, finance/payment, commerce, medical/healthcare, M2M, environment/ecology, learning and other fields through equity participation and partnerships. Therefore, we are vulnerable to impacts fromthe impact of laws, regulations and systems specific to new services, operations and areas of business, in addition to the laws, regulations and systems applicable to the mobile communications business. If such laws, regulations, or systems are implemented, they may work as constraints on our group’s business operations, and this may have an adverse effect on our group’s financial condition and corporate performance.

It is difficult to predict with certainty if any proposed changes impacting the mobile telecommunications business, or if any other relevant laws, regulations or systems will be drafted, and if they are implemented, the extent to which our business will be affected. However, if any one or more of the above proposed changes impacting the mobile telecommunications business occurs, or if laws, regulations or systems are introduced, reformed, or become applicable to us, we may experience constraints on the provision of our mobile communication services, which may have an adverse effect on our financial condition and results of operations.

*2	The total volume of transmissions.

Limitations in the amount of frequency spectrum or facilities made available to us could negatively affect our ability to maintain and improve our service quality and level of customer satisfaction and could increase our costs.

One of the principal limitations on a mobile communication network’s capacity is the available radio frequency spectrum we can use. There are limitations in the spectrum and facilities available to us to provide our services. As a result, in certain parts of metropolitan Tokyo and Osaka, such as areas near major train stations, our mobile communication network operates at or near the maximum capacity of its available spectrum during peak periods, which may cause reduced service quality.

Furthermore, with the number of subscriptions and traffic volume per subscriber increasing, our service quality may decline if we cannot obtain the necessary allocation of spectrum from the Japanese government for the smooth operation of our business.

Even though our corporate group plans to establish specified base stations to use the newly allocated 700MHz band, if measures for acceleration (acceleration measures for termination) of the transfer of existing FPU* and specified radio microphones that are currently using this spectrum do not proceed as anticipated, our corporate group may not be able to operate the mobile communication network smoothly, service quality may decline, and additional expenses may arise.

Although we are working to improve the efficiency of our spectrum use through technology such as LTE,LTE/LTE-Advanced, including migration to LTE and other measures and to acquire additional spectrum, we may be unable to avoid a reduced quality of services.

In addition, due to the limited processing capacity of our base stations, switching facilities, and other equipment necessary for providing services, the quality of the services we provide may also decrease during peak usage periods if our subscription base dramatically increases or the volume of content such as images and music provided through our networks significantly expands. Also, in relation to our FOMA and Xi services, the growth in the number of service subscribers and traffic volume per subscriber could significantly exceed our expectations due to the proliferation of smartphones and tablets as well as data communication devices for PCs. Furthermore, some of the software that runs on smartphones and tablets could result in greater use of control signals (the signals exchanged between devices and the network) in order to establish and terminate communications, and could therefore put a greater-than-anticipated burden on our facilities. If it becomes impossible to process such traffic using our existing equipment, service quality may deteriorate, communication interruptions may arise and the cost of investing in equipment to address these issues could increase.

We are endeavoring to reinforce the network foundation in order to cope with future increases in smartphone traffic. If unforeseen circumstances should arise, such as communication interruptions due to an increase in the number of subscribers and traffic volume and/or control signals per subscriber, and we are not able to address such problems sufficiently and in a timely manner, our ability to provide mobile communication services could be constrained or we could lose customers’ trust, and as a result, we could lose subscribers to our competitors. At the same time, the cost of investing in equipment to address these issues could increase, and this could materially affect our financial condition and results of operations.

Other mobile service providers in the world may not adopt the technologies and the frequency bands that are compatible with those used by our corporate group’s mobile communications system on a continuing basis, which could affect our ability to sufficiently offer international services.

We are able to offer global roaming services on a worldwide basis on the condition that a sufficient number of other mobile service providers have adopted technologies and frequency bands that are compatible with those we use on our mobile communications systems. We expect that our overseas affiliates, strategic partners and many other mobile service providers will continue to use the technologies and the frequency bands that are compatible with ours, but there is no guarantee of this in the future.

If a sufficient number of mobile service providers do not adopt the technologies and the frequency bands that are compatible with ours, if mobile service providers switch to other technologies or frequency bands, or if there is a delay in the introduction and expansion of compatible technologies and frequency bands, we may not be able to offer international roaming or other services as expected, and we may not be able to offer our subscribers the convenience of overseas services.

Also, we cannot be sure that handset manufacturers or manufacturers of network equipment will be able to appropriately and promptly adjust their products if we need to change the handsets or network we currently use due to a change in the standard technology we adopt, resulting from the activities of standards organizations.

If such technologies and frequency bands compatible with those we have adopted do not develop as we expect and if we are not able to maintain or improve the quality of our overseas services, our financial condition and results of operations may be adversely affected.

Our domestic and international investments, alliances and collaborations, as well as investments in new business fields, may not produce the returns or provide the opportunities we expect.

One of the major components of our strategy is to increase our corporate value through domestic and overseas investments, alliances and collaborations. We have entered into alliances and collaborations with other companies and organizations overseas which we believe can assist us in achieving this objective. We are also promoting this strategy by investing in, entering into alliances with, and collaborating with domestic companies and investing in new business fields.

However, there can be no assurance that we will be able to maintain or enhance the value or performance of the past or future investments or joint ventures established, or that we will receive the returns or benefits we expect from these investments, alliances and collaborations. OurIn our investments in new business fields outside of the mobile telecommunication business, such as media/content, finance/payment, commerce, medical/healthcare, M2M, (Machine-to-Machine), environment/ecology, learning and the like, anticipated synergies may not be accompanied byrealized due to uncertain and unforeseeable ancillary factors, as we have little experience in such new areasfields of business.business, and these factors may have an impact on our strategy. Furthermore, losses may arise due to dissolution or divestiture of investments, alliances and collaborations.

In recent years, the companies in which we have invested have experienced a variety of negative impacts, including severe competition, increased debt burdens, worldwide economic recession, significant change in share prices and financial difficulties. To the extent that these investments are accounted for by the equity method and to the extent that the investee companies have net losses, our financial results will be adversely affected by ourpro rata portion of these losses. If there is a loss in the value of our investment in any investee company and it is not regarded as a temporary decline, our corporate group may be required to adjust the book value and recognize an impairment loss for such investment. Also, a business combination or other similar transaction involving any of our investee companies could require us to realize impairment loss for any decline in the value of investment in such investee company. In either event, our financial condition or results of operations could be materially adversely affected.

Malfunctions, defects or imperfectionimperfections in our products and services or those of other parties may give rise to problems.

Various functions are mounted on the mobile handsets we provide. Additionally, a large number of vendors, including our partners and other companies, provide services via the mobile handsets that we provide. If any problems arise due to the imperfection in a product or service provided by the Company or by another vendor such as technological problems in the handsets provided by us or by outside vendors or in software or systems, or if any other failures, defects, or losses arise, such problems could diminish our credibility or corporate image, lead to an increase in cancellations of subscriptions, or result in an increase in expenses for indemnity payments to subscribers, and our financial condition or results of operations may be affected. Furthermore in an effort to ensure new sources of revenue, we are pursuing initiatives to createtoward the expansion of new valuebusinesses through the convergence of mobile service with various other services and industries, including media/content, finance/payment, commerce,

medical/healthcare, M2M, environment/ecology and environment/ecology.learning. Should problems arise due to the imperfection in such products or services, they could diminish our credibility or corporate image and our financial condition or results of operations may be affected. Certain events may lead to a decrease in our credibility and corporate image, an increase in cancellations of subscriptions or increased costs. The following are possible examples of such events:

Social problems that could be caused by misuse or misunderstanding of our products and services may adversely affect our credibility or corporate image.

We may face an increase in cancellations of subscriber contracts and difficulty in acquiring new subscriptions due to decreased credibility of our products and services and damaged corporate image caused by inappropriate use of our products and services by subscribers.

For example, there are cases of unsolicited bulk e-mails being sent through our e-mail services, including docomo mail, sp-mode mail, i-mode mail, SMS and sp-mode mail.SMS. Despite our extensive efforts to address this issue caused by unsolicited bulk e-mails, including notifying our subscribers via various brochures, providing unsolicited bulke-mail filtering functions with our handsets and suspending our services to companies which distribute large

amounts of such unsolicited bulk e-mails, the problem has not yet been rooted out. If our subscribers receive a large amount of unsolicited e-mail, it may cause a decrease in customer satisfaction and may damage our corporate image, leading to a reduction in the number of i-modesp-mode or sp-modei-mode subscriptions.

MobileThe mobile phones have been used in connection with crimes such as billing fraud.fraud are most often rental mobile phones. To combat these misuses of our services, and because voice-enabled pre-paid mobile phones are easier to use in criminal activities, we have introduced various measures such as stricter identification confirmationrefusing to provide services to unscrupulous mobile phone rental companies that violate the Mobile Phone Improper Use Prevention Act, such as by not confirming the identity of the individual at pointsthe time of purchase and terminated service for voice-enabled pre-paid mobile phones as of March 31, 2012.rental. However, in the event that criminal usage increases, mobile phones may be regarded by society as a societal problem, which may lead to an increase in the cancellation of contracts.

In addition, problems arosehave arisen from the fact that subscribers were charged fees for packet communication at higher levels than they were aware ofanticipated as a result of using mobile phones without fully recognizing the increased volume and frequency of the use of packet communications as our handsets and services became more

sophisticated. There have also been problems with high charges due to excessive use of paid content services, and problems withdue to an increasing amount of trouble and number of accidents being caused by the use of mobile phones while operating automobiles and bicycles.driving, riding a bicycles or walking. Further, there are currently a variety of discussions concerning such issues concerningas the possessionpros and cons of mobile phones by children in elementary and junior high schools students having mobile phones, the sufficiency and discussions concerning whetheraccuracy of our access restriction service to screen harmful web sites (“filtering service”), which applies generally to subscribers under 20 years of age in accordance with the enactment of the Act on Establishment of Enhanced Environment for Youth’s Safe and Secure Internet Use, is sufficient and accurate.the increase in harm caused by the use of CGM* by young people, as they increasingly have access to the Internet from their mobile phones. These issues may similarly damage our corporate image.

We believe that we have properly addressed the social issues involving mobile phones by providing various services such as a filtering service and access restriction services with user age authentication and cell phones specifically designed for young people. However, it is uncertain whether we will be able to continue to respond appropriately to those issues in the future. Should we fail to do so, we may experience an increase in the cancellation of existing subscriber contracts or fail to acquire new subscribers as expected, and this may affect our financial condition and results of operations.

Inadequate handling of confidential business information including personal information by our corporate group, contractors and others, may adversely affect our credibility or corporate image.

We possess information on numerous subscribers in telecommunications, credit, catalog sales and other businesses, and to appropriately and promptly address the Law Concerning the Protection of Personal Information, we have put in place comprehensive company-wide security management that includes thorough management of confidential information such as personal information, employee education, supervision of subcontractors and the strengthening technological security.

However, in the event an information leak occurs despite these security measures, our credibility and corporate image may be significantly damaged and we may experience an increase in cancellation of subscriber contracts, an increase in indemnity costs and slower increase in additional subscriptions, and our financial condition and results of operations may be adversely affected.

Owners of intellectual property rights that are essential for our business execution may not grant us a license or other use of such intellectual property rights, which may result in our inability to offer certain technologies, products and/or services, and our corporate group may also be held liable for damage compensation if we infringe the intellectual property rights of others. In addition, the illicit use by a third party of the intellectual property rights owned by our corporate group could reduce our license revenues actually obtained and may inhibit our competitive superiority.

For us and our business partners to carry out our business, it is necessary to obtain licenses and other rights to use the intellectual property rights of third parties. Currently, we are obtaining licenses from the holders of the rights concerned by concluding license agreements. We will obtain the licenses from the holders of the rights concerned if others have the rights to intellectual property necessary for us to operate our business in the future. However, if we cannot come to an agreement with the holders of the rights concerned or a mutual agreement concerning the granted rights cannot be maintained afterwards, there is a possibility that we or our business partners might not be able to provide our specific technologies, products or services. Also, if we receive claims of violation of intellectual property rights from others, we may be required to expend considerable time and expense to reach a resolution. If such claims are acknowledged, we may be liable to pay damages for infringement of the rights concerned, which may adversely affect our financial condition and results of operations.

Furthermore, the illicit use by a third party of the intellectual property rights owned by our corporate group could reduce our license revenues actually obtained and may inhibit our competitive superiority.

Events and incidents caused by natural disasters, social infrastructure paralysis such as power shortages, the proliferation of harmful substances, terror or other destructive acts, the malfunctioning of equipment, software bugs, deliberate incidents induced by computer viruses, cyber attacks,cyberattacks, equipment misconfiguration, hacking, unauthorized access and other problems could cause failure in our networks, distribution channels, and/or other factors necessary for the provision of service, disrupting our ability to offer services to our subscribers, and such incidents may adversely affect our credibility or corporate image, or lead to a reduction of revenues and/or increase of costs.

We have built a nationwide network, including base stations, antennas, switching centers and transmission lines, and provide mobile communication service using this network. In order to operate our network systems in a safe and stable manner, we have various measures in place, such as duplicative systems. However, despite these measures, our system could fail for various reasons, including malfunctioning of system hardware and software, natural disasters such as earthquakes, tsunamis, typhoons and floods, paralysis of social infrastructure, such as power shortages, terrorism, and similar events and incidents, and the inability to sufficiently operate and maintain network facilities due to, for example, the proliferation of harmful substances or the spread of an epidemic. These system failures can require an extended time for repair and, as a result, may lead to decreased revenues and significant cost burdens, and our financial condition and results of operations may be adversely affected.

There have been instances in which tens of millions of computers worldwide were infected by viruses through fixed line Internet connections. As smartphones become more widespread, however, a growing number of viruses are also targeting mobile handsets. Similar incidents could occur on our networks, handsets, or other equipment. If such a virus entered our network or handsets or other equipment through such means as hacking, unauthorized access, or otherwise, or if there was a cyber attack,-attack, our system could fail, the services we provide could become unusable service quality could be impacted and/or confidential information could be leaked. In such an instance, the credibility of our network, handsets and other equipment and customer satisfaction could decrease significantly. Although we have enhanced security measures including systems to block unauthorized access, remote downloading for mobile phones, and the provision of “Anshin Net Security,” an antivirus solution for smartphones in order to provide for unexpected events, such precautions may not make our system fully prepared for every contingency. Moreover, software bugs, incorrect equipment settings, and human errors that are not the result of malfeasance could also result in system failures, diminished service quality, or leaks of confidential information.

In addition, events or incidents caused by natural disasters, social infrastructure paralysis, the proliferation of harmful substances, the spread of an epidemic, or any other event could force our offices or critical business partners, including sales agencies, to suffer constraints on business operations or to temporarily close their offices or stores. In such a case, we would lose the opportunity to sell or provide goods and services and also may not be able to respond appropriately to subscription applications and requests from subscribers, such asafter-sales service requests.

If we are unable to properly respond to any such events, our credibility or corporate image may decrease, and we may experience a decrease in revenues as well as significant cost burdens, and if market growth slows or the market shrinks due to any such event, ARPU may decrease below our forecast, or we may not be able to gain new subscriptions or maintain the existing number of subscriptions at the level we expect. All of these factors may affect our financial condition and results of operations.

Concerns about adverse health effects arising from wireless telecommunications may spread and consequently adversely affect our financial condition and results of operations.

Reports by the World Health Organization (WHO), other organizations and various media sources have suggested that radio wave emissions from mobile handsets and other wireless telecommunications devices may interfere with various electronic medical devices including hearing aids and pacemakers or may adversely affect the health of their users and others by causing cancer or other diseases. The concernsConcerns about the risk of wireless telecommunication devices toadversely affecting the health of users could adversely affect our corporate image, financial condition

and results of operations through increased cancellationcancellations by existing subscribers, reduced subscriber growth, reduced usage per subscriber and the introduction of new regulations or restrictions or litigation. The radio emissions from our cellular handsets and base stations comply with the electromagnetic safety guidelines of Japan and guidelines by the International Commission on Non-Ionizing Radiation Protection, which are endorsed by the WHO. The WHO has also stated that if the level of the radio emission from mobile devices is lower than the international guidelines, it would not affect the health of their users and others. Research and studies are ongoing and we are actively attempting to confirm the safety of wireless telecommunication, but there can be no assurance that further research and studies will demonstrate that there is no interrelation between radio wave emissions and health problems.

Furthermore, the Ministry of Internal Affairs and Communications and the Electromagnetic Compatibility Conference Japan have confirmed that some electronic medical devices are affected by the electromagnetic interference from cellular phones as well as other portable radio transmitters. We are working to ensure that our subscribers are sufficiently aware of these precautions when using cellular phones. There is a possibility that modifications to regulations and new regulations or restrictions could limit our ability to expand our market or our subscription base or otherwise adversely affect us.

Our parent company, NIPPON TELEGRAPH AND TELEPHONE CORPORATION (NTT), could exercise influence that may not be in the interests of our other shareholders.

As of March 31, 2013,2014, NTT owned 66.65% of our outstanding voting shares. While being subject to the conditions for fair competition established by the Ministry of Posts and Telecommunications (“MPT,” currently the Ministry of Internal Affairs and Communications, or “MIC”) in April 1992, NTT retains the right to control our management as a majority shareholder, including the right to appoint directors. Currently, although we conduct our day-to-day operations independently of NTT and its other subsidiaries, certain important matters are discussed with, or reported to, NTT. As such, NTT could take actions that are in its best interests but may not be in the interests of our other shareholders.

Risks Relating to the Shares and the ADSs

Future sales of our shares by NTT or by us may adversely affect the trading price of our shares and ADSs.

As of March 31, 2013,2014, NTT owned 66.65% of our outstanding voting shares. Under Japanese law, NTT, like any other shareholder, generally is able to dispose of our shares freely on the Tokyo Stock Exchange or otherwise. Additionally, our board of directors is authorized to issue 144,480,00013,095,000,000 additional shares generally without any shareholder approval. The sale or issuance or the potential for sale or issuance of such shares could have an adverse impact on the market price of our shares.

There are restrictions on your ability to withdraw shares from the depositary receipt facility.

Each ADS represents the right to receive 1/100th of aone share of common stock. Therefore, pursuant to the terms of the deposit agreement with our depositary, The Bank of New York Mellon, in order to withdraw any shares, a holder of ADSs must surrender for cancellation and withdrawal of shares using ADRs evidencing 100 ADSs or any integral multiple thereof. Each ADR will bear a legend to that effect.(each of which evidences 1ADSs). As a result, holders of ADSs will be unable to withdraw fractions of shares from the depositary or receive any cash settlement in lieu of withdrawal of fractions of shares. In addition, although the ADSs themselves may be transferred in any lots pursuant to the deposit agreement, the ability to trade the underlying shares may be limited. However, we intend to change the ratio of ADSs to underlying shares in accordance with our upcoming stock split, pursuant to which, effective October 1, 2013, each of our common shares will be split at a ratio of 1:100. Accordingly, we intend that, on and after October 1, 2013 (U.S. EST), each ADS will represent the right to receive one share of common stock.

Holders of ADRs have fewer rights than shareholders and have to act through the depositary to exercise those rights.

Holders of ADRs do not have the same rights as shareholders and accordingly cannot exercise rights of shareholders against us. The Bank of New York Mellon, as depositary, through its custodian agent, is the registered shareholder of the deposited shares underlying the ADSs, and therefore only it can exercise the rights of shareholders in connection with the deposited shares. In certain cases, we may not ask The Bank of New York Mellon to ask holders of ADSs for instructions as to how they wish their shares voted. Even if we ask The Bank of New York Mellon to ask holders of ADSs for such instructions, it may not be possible for The Bank of New York Mellon to obtain these instructions from ADS holders in time for The Bank of New York Mellon to vote in accordance with such instructions. The Bank of New York Mellon is only obliged to try, as far as practical, and subject to Japanese law and our Articles of Incorporation, to vote or have its agents vote the deposited shares as holders of ADSs instruct. In your capacity as an ADS holder, you will not be able to bring a derivative action, examine the accounting books and records of the Company, or exercise appraisal rights.

U.S. investors may have difficulty in serving process or enforcing a judgment against us or our directors, executive officers or audit & supervisory board members.

We are a limited liability, joint stock corporation incorporated under the laws of Japan. Most of our directors, executive officers and audit & supervisory board members reside in Japan. All or substantially all of our assets and the assets of these persons are located in Japan and elsewhere outside the United States. It may not be possible, therefore, for U.S. investors to effect service of process within the United States upon us or these persons or to enforce against us or these persons judgments obtained in U.S. Courtscourts predicated upon the civil liability provisions of the Federal securities laws of the United States. There is doubt as to the enforceability in Japan, in original actions or in actions for enforcement of judgment of U.S. courts, of liabilities predicated solely upon the federal securities laws of the United States.

Rights of shareholders under Japanese law may be different from rights of shareholders in jurisdictions within the United States.

Our Articles of Incorporation, Regulations of the Board of Directors and the Companies Act of Japan (Kaishaho) govern our corporate affairs. Legal principles relating to such matters as the validity of corporate procedures, directors’ and officers’ fiduciary duties and liabilities, and shareholders’ rights under Japanese law

may be different from those that would apply to a company incorporated in a jurisdiction within the United States. You may have more difficulty in asserting your rights as a shareholder than you would as a shareholder of a corporation organized in a jurisdiction within the United States.

Our shareholders of record on a record date may not receive the dividend they anticipate.

The customary dividend payout practice and relevant regulatory regime of publicly listed companies in Japan may differ from that followed in foreign markets. While we may announce forecasts of year-end and interim dividends prior to the record date, these forecasts are not legally binding. The actual payment of year-end dividends requires a resolution of our shareholders. If the shareholders adopt such a resolution, the year-end dividend payment is made to shareholders as of the applicable record date, which is currently specified as March 31 by our Articles of Incorporation. However, such a resolution of our shareholders is usually made at an ordinary general meeting of shareholders held in June. The payment of interim dividends requires a resolution of our board of directors. If the board adopts such a resolution, the dividend payment is made to shareholders as of the applicable record date, which is currently specified as September 30 by our Articles of Incorporation. However, the board usually does not adopt a resolution with respect to an interim dividend until September 30.

Shareholders of record as of an applicable record date may sell shares after the record date in anticipation of receiving a certain dividend payment based on the previously announced forecasts. However, since these

forecasts are not legally binding and resolutions to pay dividends are usually not adopted until after the record date, our shareholders of record on record dates for year-end or interim dividends may not receive the dividend they anticipate.

Item 4. Information on the Company

We are a joint stock corporation organized under the Companies Act of Japan. We were incorporated and registered in August 1991 under the name of NTT Mobile Communications Planning Co., Ltd., and, in April 1992, we were renamed NTT Mobile Communications Network, Inc. We changed our name to NTT DoCoMo, Inc. on April 1, 2000 (NTT DOCOMO, INC. since June 2010). Our corporate head office is at Sanno Park Tower,11-1, Nagata-cho2-chome,Chiyoda-ku, Tokyo100-6150, Japan. Our telephone number is81-3-5156-1111. We have no agent in the United States in connection with this annual report.

Our parent company is NIPPON TELEGRAPH AND TELEPHONE CORPORATION (“NTT”), the holding company of NTT group. NTT group is one of the world’s leading telecommunications operators. We were incorporated as a subsidiary of NTT in August 1991 and took over NTT’s wireless telecommunication operations in July 1992. In July 1993, in accordance with the agreement between NTT and the Ministry of Posts and Telecommunications (“MPT”) (currently the Ministry of Internal Affairs and Communications, “MIC,”) we transferred wireless telecommunication operations (other than those in theKanto-Koshinetsu region which remained with us) to our 8 regional subsidiaries. However, the other 8 regional subsidiaries were merged into our company as the surviving company in July 2008.

For a discussion of recent and current capital expenditures, please see “Capital Expenditures” in Item 5.B. We have had no recent significant divestitures or any significant divestitures currently being made.

1. Business Overview

We are a mobile telecommunications carrier belonging to the NTT group, for which NIPPON TELEGRAPH AND TELEPHONE CORPORATION (“NTT”) serves as the holding company. We currently provide mobile telephone services over our LTE and W-CDMA networks. We have approximately 61,53663,105 thousand subscribers and a domestic market share of 45.2%43.8%.

Together with our 180194 subsidiaries and 3035 affiliates, we conduct business as the NTT DOCOMO group. Our major subsidiaries and affiliates as of March 31, 20132014 are listed below.

Name		Percentage Voting Interest
DOCOMO I Kyushu Inc.			100%
DOCOMO Mobile Inc.			100%
DOCOMO Mobile Media Kansai Inc.			100%
DOCOMO Service Chugoku Inc.			100%
DOCOMO Service Hokkaido Inc.			100%
DOCOMO Service Hokuriku Inc.			100%
DOCOMO Service Inc.			100%
DOCOMO Service Kansai Inc.			100%
DOCOMO Service Kyushu Inc.			100%
DOCOMO Service Shikoku Inc.			100%
DOCOMO Service Tohoku Inc.			100%
DOCOMO Service Tokai Inc.			100%
DOCOMO Support Inc.			100%
DOCOMO Systems, Inc.			100%
DOCOMO Technology, Inc.			100%
Other Subsidiaries: 155169
ABC HOLDINGS Co., Ltd.			51.0%
Buongiorno S.p.A.			100%
DOCOMO ANIME STORE, INC.			60.0%
DOCOMO Capital, Inc.			100%
DOCOMO.COM, INC.			100%
DOCOMO Communications Laboratories Europe GmbH			100%
docomo Healthcare, Inc.			66.0%
DOCOMO Innovations, Inc.			100%
DOCOMO interTouch Pte. Ltd.			100%
DOCOMO PACIFIC, INC.			100%
D2C Inc.			51.0%
MAGASeek Corporation			71.3%75.0%
MCV Guam Holding Corp.			100%
mmbi, Inc.			60.5%
net mobile AG			87.4%
Nihon Ultmarc Inc.			77.5%
NTT DOCOMO USA, Inc.			100%
OAK LAWN MARKETING, INC.			51.0%
PacketVideo Corporation			100%81.8%

Name		Percentage Voting Interest
Radishbo-ya Co., Ltd.			90.0%
Tower Records Japan Inc.			50.3%
and other subsidiaries
Affiliates: 3035
Avex Broadcasting & Communications Inc.			30.0%
FeliCa Networks, Inc.			38.0%
Hutchison Telephone Company Limited.			24.1%
Nippon Telecommunications Network Co., Ltd.			37.4%
NTT Resonant Inc.			33.3%
Philippine Long Distance Telephone Company			8.6%
Robi Axiata Limited			8.4%
Sumitomo Mitsui Card Company, Limited.			34.0%
Robi Axiata Limited			30.0%
Tata Teleservices Limited (3)			26.5%
ZENRIN DataCom Co., Ltd.			18.1%
and other affiliates

(2)	In efforts to further improve customer services provided locally, operational services which until now were provided by 25 subsidiaries with specific functions across Japan will be concentrated in 12 subsidiaries including DOCOMO CS, Inc. as of July 1, 2014.

(3)	On April 25, 2014, DOCOMO’s board of directors resolved to exercise its option to sell DOCOMO’s entire stake (1,248,974,378 shares, or about 26.5% of outstanding shares) in Tata Teleservices Limited (TTSL) as soon as the conditions for such exercise are met.

Our reportable business segment is the “mobile phone business” and we also disclose result for “all other businesses,” which combines quantitatively insignificant operating segments together for disclosure. Operating revenues from the mobile phone business include those from mobile communications services, those from equipment sales for mobile devices and other operating revenues. Combined, this accounted for the greater part of our operating revenues for the fiscal year ended March 31, 2013.2014. With regard to all other businesses, major examples of operating revenues sources are credit services, as well as sales by our subsidiaries, including home shopping services, music software sales, Internet access services for hotel facilities, and mobile advertising. We operate our business mainly in Japan, and do not generally experience significant seasonality.

Breakdown of Operating Revenues

For more details of our business segment information, please see “Operating and Financial Review and Prospects” in Item 5.

Amid a major transition driven mainly byIn the rapid proliferation of smartphones, the competition in Japanese mobile telecommunications market, remainsbesides the intense competition that we engage in with other Japanese telecommunications carriers due to the active movement of subscribers using the Mobile Number Portability (MNP) system, and other factors. we are also facing competition with new players offering a wide variety ofInternet-based services that transcend the scope of traditional telecommunications businesses.

There are presently 43 mobile network operators in Japan: DOCOMO, KDDI CORPORATION and its subsidiaries (“KDDI group”), SOFTBANK MOBILE and SoftBank Corp. and its subsidiaries (“SOFTBANK MOBILE”), and EMOBILE Ltd. (“EMOBILE”group”). As of March 31, 2013,2014, we had a market share of 45.2%43.8%, the KDDI group had a market share of 27.7%,28.1% and SOFTBANK MOBILEgroup had a market share of 23.9% and EMOBILE had a market share of 3.2%28.1%.

As of March 31, 20132014 we had approximately 61,53663,105 thousand cellular subscribers, an increase of 1,4071,569 thousand from the end of the previous fiscal year. Also, our cellular churn rate for March 20132014 was 0.82%0.87%.

Although future growth of new subscribers for conventional voice use is expected to be limited as the penetration rate rises and the population declines, increases in the number of subscribers due torecent years, the development of new markets for products such as smartphones, tablets, data cards and embedded communication modules, have contributedand rising numbers of subscribers due to an increase in the number ofcorporate subscriptions, have helped drive growth in new subscribers.subscriptions.

The number of cellular subscriptions for the fiscal years ended March 31, 2011, 2012, 2013 and 20132014 are as follows:

		Thousands
		Year ended March 31,
		2012				2013				2014
Cellular subscriptions (1)			60,129				61,536				63,105
Xi (LTE) subscriptions			2,225				11,566				21,965
FOMA (W-CDMA) subscriptions (1)			57,905				49,970				41,140
sp-mode subscriptions			9,586				18,285				23,781
i-mode subscriptions			42,321				32,688				26,415
Estimated market share of total subscriptions			46.9	%			45.2	%			43.8	%
Subscription growth rate			3.7	%			2.3	%			2.6	%
Average monthly churn rate (1) (2)			0.60	%			0.82	%			0.87	%

*active cellular subscriptions = (number of subscriptions at the end of previous month + number of subscriptions at the end of current month) / 2

In the Japanese mobile communication market, new market opportunities, such as content and applications for mobile phones, are emerging while the usage of data communications is increasing in line with the increased use of smartphones and penetration of high-speed data communication services. Mobile network operators, including DOCOMO, are competing to maintain and obtain subscribers and to create new revenue sources, endeavoring to expand area coverage and increase the speed of their LTE networks, provide devices with special features such as various user interfaces and functions, implementing new billing measures, promoting handset sales, and provide added-value services.

In recent years, as smartphones and tablets have become more popular, there has been a growing movement among competitors to bundle mobile phone services with fixed-line communication services and to discount those charges. However, due to government regulations, we are prohibited from partnering exclusively within the NTT group, and similar services cannot be implemented. Meanwhile, we also plan to move ahead to offer attractive services combining fixed-line services and our mobile communications services in response to the announcement of “Hikari Collaboration Model”, which provides wholesaling fiber access services to other companies from NIPPON TELEGRAPH AND TELEPHONE EAST CORPORATION and NIPPON TELEGRAPH AND TELEPHONE WEST CORPORATION in the future. Moreover, currently, the Ministry of Internal Affairs and Communications is undertaking a review of the government’s data communications policy with a view to considering reform in competition policy, and intends to prepare a report by the end of 2014.

Furthermore, competition in the network layer has intensified due to the increasing number of new MVNOs, with foreign companies also among them, in addition to existing mobile phone network operators. The arrival of global players, including Apple Inc., Google Inc., and Amazon.com, Inc., and Facebook, Inc. has also accelerated the shift from the vertical integration model led by existing mobile phone network operators to a model of horizontal division and has given vigor to a new vertical integration model in which the key is the terminal layerplatform as well as operation system, terminal, content, application, platform and other upper layers.

As stated above, although our business environment is severe due to the market environment, regulations and changes in business model, we are endeavoring to strengthen our competitiveness based on the business strategy described below.

BasedWe have been taking steps to reinforce our competitiveness in the mobile business by thoroughly improving our offerings and developing attractive services in our new business fields, based on our Medium-Termmedium-term business plan: “Medium-Term Vision 2015: “ShapingShaping a Smart Life” that defines our medium-term management policies, we have taken steps for the reinforcement of our mobile business and worked on the expansion of new businesses to create new value, thereby supporting the everyday lives of our customers and businesses to impart a sense of safety, security, convenience and efficiency as a “Partner for a Smart Life”.Life.”

In the fiscal year ended March 31, 2013,2014, we strived to boost our comprehensive strengths by focusing on the four key areas of “devices (handsets),” “network,” “services” and “billing plans and sales channel,” with the goal of being chosen by a large number of customers and garnering their usage over a long period of time.

Furthermore, in order to reinforce our mobile business, we endeavored to meetpropel the needs of more customers with enrichment of our product lineup including smartphones, expansion of our Xi LTE service coveragenew businesses going forward, we pursued collaboration and improvement of our billing plans and after-sales support. Additionally, we aggressively promoted the convergence of our mobile business with various other industries and services in collaborationalliances with external partners in 8 new business fields^*which were set up with the aim of expanding new businesses.

In addition, we have also strived to provide customers with greater convenience by blendingnew services in various sectors such as “healthcare” and “learning.”

Meanwhile, to add momentum to the initiatives undertaken in new business fields and those in our mobile phone business through enrichment of the capabilities and content provided through the “docomo cloud,” which comprise the “dmarket” portal and other components.

Going forward, while continuing our endeavors to operate a safe, secure and high-quality network and thus to improve customer satisfaction,mentioned above, we will further accelerate the initiatives in both our mobile phone business and

new businesses. At the same time, for the steadfast implementation of these measures, we will also steadily promote structural reformstrived to strengthen our managerial structure.foundation through structural reforms, stepping up cost-cutting efforts and shifting management resources to new business fields.

Furthermore, in April 2014, we unveiled a new billing plan called “Kake-hodai & Pake-aeru” which offers unlimited domestic voice calls for a flat monthly rate and enables users to share their packet-data quota among family members, and introduced a new discount for young customers up to the age of 25 and discounts according to the number of years of use, with the goal of enabling customers to utilize our services at affordable rates for a long period of time by selecting a plan appropriate for their individual needs in different stages of life.

Going forward, we will continue our efforts to bring greater happiness to the lives of our customers and their families, and to society, with the goal of becoming a “Partner for a Smart Life,” chosen and patronized by customers for a long period of time.

2. Networks

We currently provide our services mainly on LTE and W-CDMA networks.

In December 2010, we launched LTE (Long Term Evolution) service for data communications devices. In November 2011, we expanded the service to smartphones. We aimare utilizing our experience and expertise as a LTE service pioneer and expanding “Quad-Band LTE^*1,” which makes maximum use of the four different spectrum bands we own. We are endeavoring to provide a high quality service over acommunications environment offering faster speeds and broader area utilizing the experience and expertise of a LTE service pioneer.

reach in future. In terms of expanding theour service area, we achieved 24,400had increased our base stations and 77% population coverage at the end of this fiscal year. We are targeting 50,000 base stations and 97% population coverage for the fiscal year ending March 31, 2014.

In addition, we are steadily expanding the area in which services is available at 75Mbps service, the maximum reception speed, and have begun to provide 112.5Mbps service, the highest-speed within Japan55,300 nationwide as of March 2013. The31,2014 (an increase of 30,900 stations compared to the number a year ago) surpassing our initial target of 50,000.

In addition, to improve the communication quality in urban centers and other areas of high usage, we moved ahead with the installation of “6-sector base stations^*2” that can handle the same capacity as six regular base stations with a single site.

We commenced high-speed service that offers a maximum download speed of 150Mbps*³ in Tokyo, Nagoya and Osaka metropolitan areas, while expanding the service areas of our maximum 112.5Mbps area is being expanded, and in Junedownlink speed service to all 47 prefectures of 2013 it has included 100 cities nationwide. Furthermore, during theJapan.

During fiscal year ending March 31, 2014, we plan to provide the maximum reception speed of 150Mbps.

Also, during 2015, the plan isalso intend to provide high speed transmission services with a maximum reception speed of 225Mbps using LTE-Advanced carrier aggregation.

The Ministry of Internal Affairs and Communications (“MIC”) has allocated a total bandwidth of approximately 400MHz as radio frequencies available for use for LTE/W-CDMA networks (2GHz, 1.7GHz, 1.5GHz, 900MHz, 800MHz, 700MHz and 2GHzTDD). Of this, we use 4 frequency bands—2GHz, 1.7GHz, 1.5GHz and 800MHz—to operate our networks.

2GHz Band:

The 20MHz×20MHz x 2 allocated in the 2GHz band is jointly used by our LTE and W-CDMA networks. A maximum 10MHz15MHz x 2 is used for our LTE network in all major cities nationwide.network.

1.7GHx Band:

The 20MHz×20MHz x 2 in the 1.7GHz band is jointly used by our LTE and W-CDMA networknetworks in the Kanto, Kansai and Tokai areas. We also intend to expand use for the LTE network in the future.

1.5GHz Band:

The 15MHz x 2 allocated in the 1.5GHz band is used by our LTE network in all major cities nationwide.network.

800MHz Band:

The 15MHz x 2 allocated in the 800MHz band is jointly used by our LTE network and W-CDMA networks. The maximum 10MHz15MHz x 2 is used for our LTE network.

700MHz Band:

With regard to our plan to open specified base stations to be used for the 700MHz band, approval was received from the Minister of MIC in May 2012. In addition, the Association of 700MHz Frequency Promotion was established by 4 operators (NTT DOCOMO, Inc., KDDI Corporation, eAccess Ltd., and Okinawa Cellular Telephone Company) that were approved at the same time. Together with the appropriate transfer of new frequency bands to existing licensees currently using the frequencies, receiver measures for overland digital TV broadcasts are being implemented. We plan to start providing LTE services as of January 2015 for the 10MHz x 2 allocated in the 700MHz band.

In addition, in order to respond to increased traffic we are seeking to allocate additional bands of spectrum such as 3.5GHz and 1.7GHz. As for the 3.5GHz band, at the public hearings on fourth-generation mobile communications systems that started in January 2014, besides explaining the usage methods for 3.5GHz if the band is allocated for us, we expressed the opinion that as many frequency bands as possible should be allocated to our company from the perspective of ensuring an equitable competitive environment.

•

Strengthening of Network Foundation

For providing customers with a stable and comfortable communication environment, we moved ahead with the reinforcement of our network facilities to respond to the increase in data traffic resulting from the expanded adoption of smartphones. For example, we expanded the LTE Networknetwork capacity, utilized transmission speed controls for data communication by especially heavy users for data communications and offloaded data to “docomo WiFi”.

We also completed the implementation of all measures aimed at preventing the recurrence of a series of service interruptions reported during the period between June 2011 and January 2012.

In response to the service interruption incidents that occurred during the fiscal year ended March 31, 2013, we completed the implementation of countermeasures such as the reinforcement of our communication facilities, the enhancement of processing capability and correction of the errors of other carriers’ operating the facilities that caused the problem. Furthermore, we will continuously endeavor to ensure stable operation of our communications network, employing additional measures including those aimed at improving the quality of our construction works and software.Wi-Fi.”

In addition, to prepare for possible large-scale disasters, in the future, such as an earthquake directly striking the Metropolis of Tokyo metropolitan area, we have moved ahead withtaken various measures such as the dispersion of important communications facilities previously concentrated in the Metropolitan area.metropolitan area, securing emergency power sources, and making it possible to switch to power saving mode via remote control.

We are moving ahead with utilizing common antennas and transmission lines for our LTE and W-CDMA networks in our efforts to reduce network costs. Furthermore, in order to establish and maintain our high-quality network economically and efficiently, we provide fair competitive opportunities, foster mutual understanding and build trusting relationships with suppliers, and purchase high-quality network equipment at low cost from suppliers inside and outside Japan in accordance with our procurement policies, which emphasize opennesscompliance with CSR and fairness.various laws.

3. Products

We purchase products from vendors and then sell them to mainly our sales agency who sell these products to our subscribers.

As the market for smartphones has expanded rapidly and the needs of our customers forincrease further with the spreading popularity of smartphones, has increased, we have listened to our customers and steadily developedimproved operability and convenience. In the fiscal year ended March 31, 2013,2014, we introduced 3527 smartphone models, 62 tablet models, 43 feature phone models and 32 data communication device models, and sold approximately 23,55022,514 thousand units. Sales of each type of device are discussed below.

In the fiscal year ended March 31, 2013,2014, we aggressively engaged in improvingworked to improve operability and convenience by expanding our lineup of handsets installed with quad core CPU and large capacity batteries. This was in addition to offering features especially popular with Japanese consumers, such as Osaifu-Keitai^® (Mobile Wallet),Full-Seg, One-Seg, waterproof and infrared capabilities, mainly for our Xi (LTE) compatible smartphone handsets and tablets.

As for smartphone handsets, in addition to the global models popular overseas, such as the Xperia^™TM series and GALAXY series, where we havefocused on promoting a complete lineup of smartphoneshandsets with the catch phrases “easy to use and easy to choose,” we offered a range of attractive handsets with special features, such as the AQUOS series and ARROWS series. Along with handsets that are easy to operate, we also offered a diverse lineup of handsets that can be used with confidence, safety and safelyconvenience by a broad spectrum of customers. These include the “Raku-Raku SMARTPHONE 2,” a smartphone for seniors that supports applications like dmarket, the “Smartphone for Juniors”,Junior 2,” a smartphone for youngsters with various built-in functions that has various features that giveoffer safety for children and peace of mind to children andfor their guardians, such as a filterfilters that blocksblock harmful sites and restrict late night use and excessive use. We also offered business smartphones with advanced security features for corporate use. In addition to handsets that are convenient to use, we expanded the “RakuRaku Smartphone”, a smartphone for seniors with a user interface that is simple and easylineup of handsets to understand.meet the diverse needs of customers, including commencement of sales of the popular iPhone in September 2013.

As for tablets, our effortwe made efforts to expand into this new market continues asthrough sales of the 7-inch lightweight waterproof AQUOS PAD and the ARROWS Tab capable of a 150Mbps maximum download speed. In addition, we startedbegan to sell Xperia^™ series tablets, a popular brand in March 2013.offer the iPad from June 2014.

As a result of the above, the number of smartphonesmartphones and tablets sold was 13.2913.78 million units, an increase of 4.470.49 million units over the number sold last term, reaching approximately 60% of total sales for the fiscal year ended March 31, 2013,2014, significantly contributing to the expansion of the smartphone user base.

We offer a wide range of data communication devices for selection, depending on usage, including mobile Wi-Fi routers, USB data cards, and the like.

In addition, besides data communication devices, our communication modules can be used in various situations in everyday life and business situations, such as for managing taxi and bus operations, monitoring and controlling power and gas facility devices, distributing content to information posting systems, managing inventory for vending machines and managing payment with mobile devices, and as digital photo frames. Also, in response to increased traffic that has accompanied the expansion of enriched content for smartphones, we launched “Home Wi-Fi” in March 2013, which provides rental service of a wireless LAN routers necessary for using Wi-Fi at home.

We started “docomo Smart Home,” an all-new initiative for sharing videos, music, shopping and other content between smartphones and home electronics, realizing a convenient new way to enjoy high-definition digital content both at home and on the move.

As part of this initiative, we offer the “dtab,” a Wi-Fi-dedicated tablet with special features for DOCOMO services such as the “dmarket” portal, and the “SmartTV dstick 01,” a small flash drive-like HDMI device for enjoying movies, animation and music from “dmarket”, etc. on large-screen televisions without additional charges.devices.

4. Services

In order to secure medium term growth in earnings by increasing the revenues from packet communications, we are endeavoring to increase the convenience of Xi (LTE) service, which is the basic service for smartphone users, and also enriched our “dmarket” portal that offers a wide variety of convenient content, and pursued collaboration and alliances with external partners to provide new services based on “docomo cloud”in various sectors such as “healthcare” and to expand our new business fields through cooperative businesses with alliance partners, with the aim for further increase in the smartphone user base.“learning.”

We currently offer voice, data, and other value-added services through our Xi (LTE) and FOMA (W-CDMA) services.

Along withAs a result of our efforts to improve the increase in the volume of data usage due to customer migration tocontents and services for smartphones accompanying the rapid expansion ofas well as expand the smartphone market, more users are seeking a comfortable network environment. As a result, Xi service subscribers have increased significantly, and the number of subscriptions has reached 11.57 millionrose to approximately 21,965 thousand as of March 31, 2013.2014.

In addition, other main services among cell phone services include international services such as international calling service and international roaming service, public wireless LAN service “docomo Wi-Fi”,Wi-Fi,” services for corporate customers such as “Office Link,” a service that allows mobile phones to be used as intrnalinternal lines, “Business Mopera Anshin Manager,” which enables the unified control of corporate mobile phones, “Mobile groupware” that allows the management of email or documents using a smartphones/PCs, and a satellite cell phone service.

•

docomo cloud

Summarized below are A summary of the principal initiatives in other main services among cell phone services implemented forduring the promotion of “docomo cloud,” which allows customers to receive convenient services that are uniquely available from us by accessing our network servers through their smartphones or tablets:

Three key service components of “docomo cloud”:

dmarketfiscal year ended March 31, 2014, is provided below:

Intelligent Service

Storage

•

New Initiatives to Expand in New Business Fields

dmarket

Other Initiatives

Progress in Collaborations and Alliances

We aim to drive innovation and create new value through the convergence of mobile devices with various industries and services by collaborating with alliance partners, especially in fields that offer great synergy with our mobile business. The principal services in the eight new business fields are as described below.

In addition, please refer to Item 4.B-7 “Investments and Alliances,” which contains details of collaborations with alliance partnersinvestments in new business fields.

5. Tariffs

Our cellular services revenues are generated primarily from fixed basic monthly charges, voice usage charges for outgoing calls (in Japan the caller is usually charged), revenues from incoming calls, charges for data communication services and charges for optional value-added services and features. We set our own rates in accordance with the Telecommunications Business Act and guidelines set by the Japanese government, which currently allow mobile network operators to set their own tariffs without approval.

Currently, monthly charges paid by our cellular subscribers who usesuse our handsets with voice communication subscriptions consist mainly of (i) a basic monthly charge for telephone service, (ii) voice call charges (iii) data communication charges, (iv) a mobile ISP charge, and (v) other additional monthly service charges for miscellaneous value-added services. Monthly charges paid by our subscribers who use data communication dedicated plans, including tablets users, consist mainly of (iii) data communication charges, (iv) a mobile ISP charge, and (v) other additional monthly service charges for miscellaneous value-added services.

The details of the charges in connection with items (i) to (iii) are discussed below.

WhenSince we introduced smartphones that handled Xi (LTE) service in November 2011, in additionwe have offered an optional service that allows our Xi subscribers to basic monthly charge plans for Xi service, we beganmake unlimited domestic telephone calls to offer a flat-rate telephone service for domestic calling to

DOCOMO subscription lines 24 hours a day. Subscribers to Xi service can select a contract for this flat-rate service as a option, in addition to the ordinary fee plans that combine a monthly basic monthly chargerate and telephone usage fee combination.fee. In addition, since June 2014, we have offered a new billing plan, “Kake-hodai,” which enables all Kake-hodai plan subscribers to make nationwide voice calls for a flat monthly rate.

The customers with FOMA (W-CDMA) service subscribers contract for basic monthly rate plans, most of which include certain free communications. The telephone pay-as-you-go charge differs depending on the rate plan selected by the customer. In addition, as with Xi, we began to offer a new billing plan, “Kake-hodai.”

We have two types of rate plans for our data services: pay-as-you-go services with no maximum charges and flat-rate services. As of March 31, 2013, 73.2%2014, 75.8% of total subscribers (excluding prepaid data plans) were on flat-rate plans. Under our

Our Xi flat-rate plan, in addition to the existing plan with aplans are fixed limit data communications services and have data usage threshold of 7GB, we began to offer a plan for light users with a thresholdthresholds of 3GB in communication data volume in October 2012.or 7GB. If the threshold for data usage is exceeded, users can either pay an additional set fee for each 2GB of data or transmission speed is lowered to 128kbps until the end of that month.

Furthermore, we have createdintroduced flat-rate plans with lower than usual rates exclusively for smartphones used by seniors and youngsters, and in September 2013 we began to provide flat-rate data plans exclusively for the iPhone, thereby creating an environment in whichwhere smartphones can be used by a broadbroader range of customers.

In addition to these plans, from June 2014, we began to offer a new flat-rate data service called “Pake-aeru,” that enables Xi and FOMA customers to set and share monthly data quotas with family members and corporate users. By choosing one type of basic plans corresponding to “Pake-aeru” based on an estimate of monthly data quantity to be used by creating flat-rate plans with much lower rates than usual, which are limited to customers that use smartphones for seniors and smartphones for kids/juniors.a family or the corporate users, the service enables division of the total data quantity among multiple contract lines.

Also,Besides this, we are promoting the useoffering “Zutto docomo Discount,” a usage fee discount for long-term customers, and “U25 Ouen Discount,” a discount aimed at customers of multiple devices. In May 2012, we began setting discounts for fixed monthly data charges if a contract is signed for more than one device, such as when a tablet is added to a handsetage 25 or the like.younger.

6. Sales and Marketing

We sell our products and services through a vast sales network covering the entire country.country of Japan. The shops that deal with our products and services are operated by various distributors, and as of March 31, 2013,2014, there were 2,3942,406 docomo Shops nationwide. In addition to docomo Shops, there are general distributors that handle the products and services of multiple operators such as mass merchandisers of consumer electronics and other stores that also sell our products. As of March 31, 2013,2014, the number of such shops was approximately 5,8004,300 (excluding docomo Shops). In addition to the face-to-face channel, we have established online shopping and 10 call centers nationwide, and consider these channels to be important to improving convenience for our customers. For smartphones, which have rapidly gained in popularity, we have established exclusive call centers in three cities—Tokyo, Osaka and Sendai—and are enhancing the system for customer care.

We purchase mobile devices from manufacturers and then wholesale these to our sales agents. With the aims of gaining and keeping customers and encouraging the spread of our services through new contracts and handset upgrades, we pay these sales agents commissions that are linked to their sales.

We offer a “Monthly Support” program under which monthly usage charges are discounted by a fixed amount which is established for each device, if a smartphone or tablet is purchased. This is in addition to the discounted price of the device for customers that sign a new contract or when customers migrate from other companies. In addition, besides a lump sum payment of the price of the device, it is possible to make installment payments over 12 months or 24 months. Providing measures that hold down the initial expense or usage charge allows us to expeditiously create an environment in which customers can easily obtain smartphones.

•

Customer Support

Customer Loyalty Program

As part of our efforts to provide enhanced customer services, we offer a customer loyalty program called “docomo Premier Club.” This reward program consists of a point accumulation service, complimentary services and after-sales services; depending on their monthly mobile phone usage, subscribers earn points, which can be applied to purchasing handsets, or exchanged for travel tickets, restaurant vouchers, etc.

By joining this program, members are entitled to services such as:

After-sales support

As described below, we have continually worked to strengthen our after-sales support with the aim of further improving customer satisfaction:

7. Investments and Alliances

We are making strategic investments in which we basically hold a majority share mainly in business fields with synergistic effects in the mobile business where we can anticipate further growth and an increase inadded-value by taking advantage of the strengths and know-how of our company. In the fiscal year ended March 31, 2013,2014, we aggressively promoted cooperative business with alliance corporationsmade investments to increase the sales revenueoperating revenues from new business fields to ¥1,000 billion by fiscal year 2015. TheIn the fiscal year ended March 31, 2014, our main projects and investments made in the new business fields arewere as follows.

In addition, please refer the list in Item 4.B-1 “Business Overview,” which contains the name and voting interest of our subsidiaries and affiliates as of March 31, 2013.2014.

We are developing businesses that bring together a variety of media content with mobile communications. We will accelerate these efforts by expanding the content market through the development of services for smartphones and by teaming up with companies in new business fields.

We are developing finance and payment businesses, utilizing the unique properties of mobile communications and credit functionality. As the market for mobile e-commerce expands, we are investing in this area with the aim of spreading the use of iD and DCMX.

We are pursuing e-commerce businesses that take advantage of the characteristics of mobile communications, and as one step toward full-scale development, in December 2012, we started dshopping, an ecommerce service for physical merchandise on the smartphone. In addition to existing sales channels of our subsidiaries, we will increase the variety of merchandise we sell by promoting alliances with partners who have attractive merchandise.

We are developing medical/healthcare businesses, utilizing the unique properties of mobile communications.

We are involved in businesses that combine various types of equipment (machines) with mobile communications. This includes putting communications modules into automobiles and information services for car navigation devices.

We are engaged in various services aggregation businesses mainly in overseas markets.

We are developing energy/ecology related businesses that take advantage of mobile communications.

This includes pollen count, temperature, humidity, wind direction, wind speed, precipitation amount, etc., In July 2012, we began to provide docomo Environment Live, a portal site primarily for providing meteorological data and weather forecasts.

We are developing safety/security related businesses in order for our customers to use mobile phones with safety and greater security.

We make investments in and form partnerships with mobile operators and various players in different business domains with the long-term aim of strengthening our global competitiveness.

In regards to investments in mobile operators, we aim to achieve financial returns by strengthening the business foundations of our investment partners through supporting their businesses and to achieve synergies with our partners, such as through the joint deployment of new services and the joint development and procurement of handsets, joint procurementhandsets. In addition, through investment in various overseas companies in recent years, we have been making efforts to build a global open platform and generatingpromote various services that fully take into consideration the special characteristics of new services. countries and regions. In the fiscal year ended March 2014, our main overseas investment projects were as follows.

In November 2012, we entered into a business collaboration agreement with Microsoft Japan Co., Ltd. For joint promotion of tablet devices in the enterprise market with the aim to offer a flexible and diverse working style for corporate customers.

8. Research and Development

In our base located in the Yokosuka Research Park, we engage in research and development of basic technology, mobile communication systems and a wide variety of new products and services. As part of our ongoing research and development and in order to continue to improve our products, networks and services, each of our research and development departments collaborates with product development staff at other operating divisions. We are also working with major manufacturers of our products and network equipment.

In order to address technology innovations overseas, we have established research centers in the U.S., Germany and China. Together with DOCOMO Capital, Inc. and DOCOMO Innovations, Inc., we are also aligned with venture companies in North America for the purpose of investing in ventures that develop advanced

and innovative technologies that can be applied to mobile communication services. In February 2013, we established a venture fund, a fund operating company and a support program for starting the company DOCOMO Innovation Village and are strengthening service development through tie-ups with venture companies.

Furthermore, we also conduct collaborative research with various universities insidewithin and outside of Japan. In the collaborative research field, we have been involved in technological exchangeexchanges in connection with not only 3G research4G and development but also 4G5G mobile communication systems and other advanced technology research.

Recent development results are as follows:

•

Future Technology Initiatives

As a result of the above, the total research and development costs for this term were ¥111.3the fiscal year ended March 31, 2014, decreased by 8.3% from the previous fiscal year to ¥102.0 billion.

9. Regulations

The MIC is the primary regulatory body with responsibility for the telecommunications industry in Japan. We and other mobile telecommunication service providers are regulated by the MIC primarily under the Telecommunications Business Act. We and other mobile telecommunication service providers are also subject to the Radio Act. We, however, are not subject to regulation under the Act on Nippon Telegraph and Telephone Corporation. etc.

Under the Telecommunications Business Act, we are subject to a registration requirement as telecommunications operators.

The following table summarizes some of the major current regulatory requirements applicable to telecommunications carriers under the Telecommunications Business Act:

The Radio Act was established to promote public welfare by ensuring the equitable and efficient utilization of radio waves. There are certain important provisions of the Radio Act applicable to us and other mobile phone service providers.

The Act states that the MIC must, in order to ensure convenience for those planning to build base station equipment, draw up and make available to the public a list of the frequencies that are available for allocation. Anyone who wishes to build base station equipment must submit an application form to the Minister of MIC together with documents in which required matters are stated, including the purpose of and reason for building base station equipment, the location of the facilities and its frequencies, and acquire a license. The Act also states that any telecommunications carrier who has obtained a license should obtain approval from the Minister of MIC in advance of any operational changes, such as a change in recipients of communications or the location of the facilities, or the intention to start any construction to modify the facilities.

•

Major Regulations and Guidelines

Category II-designated telecommunications facility system

Our telecommunications facilities have been designated as Category II-designated telecommunications facilities. Consequently, in interconnection with other telecommunications carriers, we are obligated to specify in advance fees to be obtained and terms of connection, etc. in the form of articles of agreement, and report these to the Minister of MIC and make them public. No agreements pertaining to the interconnection between Category II-designated telecommunications facilities and other telecommunications carriers may be entered into or amended without complying with those articles of agreement.

In June 2012, the Ordinance for Enforcement of the Telecommunications BussinessBusiness was revised. By this revision, the criteria for designating Category II telecommunications facilities were expanded to include those of carriers with a share of more than 10% (formerly 25%), and as a result SOFTBANK MOBILE was designated by the public notice of the MIC as a carrier of a Category II telecommunications facility in addition to KDDI and Okinawa Cellular in December 2012.

Method of Connection Charges Calculation

To ensure a fair environment for competition in the telecommunications market, the MIC has, for quite some time, taken the initiative to reconsider the nature of the connection rules. In March 2010, the MIC announced the “Guideline relating to operation of the Category II-designated telecommunications facility system” to clearly define a connection charges calculation method and other matters.

The Guideline applies to telecommunications carriers that have Category II-designated telecommunications facilities (Category II-designated carriers) and to connection charges applicable in the fiscal year ended March 31, 2011 and later, and clearly defines a connection charges calculation method, including the requirement that carriers exclude, in principle, sales costs as well as a certain amount of capital expenses from costs of connection charges. Regarding fees charged to the connecting carrier as a result of interconnection (connection charges), we are obligated to charge an amount consisting of appropriate costs plus a reasonable margin and accordingly need to calculate such an amount by the method specified in the aforementioned Guideline,“Guideline relating to operation of the CategoryII-designated telecommunications facility system” issued by the MIC, and submit the basis of the calculation to the MIC. We are also under an obligation to assemble and make public accounting information about the connection in accordance with the MIC Ordinance. The aforementioned Guideline was amended in March 2014, under which it is recommended to determine a provisional amount for packet connection charges payable by MVNOs by reference to reasonable and provisional amounts in lieu of the connection charges applicable in the previous year for the purpose of the improvement of MVNOs’ cash flows in the case where a substantial decrease in such amount is expected.

Regulations on the Prohibition of Anti-competitive Behavior

We are designated as a telecommunications carrier subject to the prohibition of anti-competitive behavior on the grounds that it is necessary to do so in consideration of the fact that our market share in terms of profits exceeds 25 percent, changes in this market share and other circumstances; and also, for the purpose of ensuring a fair environment of competition with other telecommunications carriers, we are accordingly prohibited from engaging in anti-competitive behavior such as:

Note thatCurrently, a discussion is open at the MIC in the courserespect of the comprehensive verifications thatmodality of the MIC aims to implement by 2014, it is planed to study amendmentstelecommunications policies with a view to the regulations as required.“reform of the competition policies”. Where appropriate, the reform of the prohibition ofanti-competitive behavior will be considered and the report will be submitted by or around the end of 2014.

Obligation to provide MVNOs with telecommunications services

With a view toward a more dynamic mobile telecommunication market achieved by promoting new entry by MVNOs, the MIC has formulated “Guidelines regarding the application of the Telecommunications Business Act and the Radio Act to MVNO.” Under the Guidelines, whether wholesale telecommunications services are to be provided by a Mobile Network Operator (“MNO”) to an MVNO, or whether there will be an interconnection between an MNO and MVNO are matters, in principle, to be decided by consultations between the parties, and when an MNO has had a request for connection from an MVNO, unless it has grounds to refuse, it must comply with such request.

Spectrum AuctionIntroduction of BodySAR regulations

InBearing in mind the penetration of wireless devices used for purposes other than voice communications, such as smart phones, among others, and the penetration of devices with multiple forms of wireless mechanisms that transmit radio waves at the same time, the MIC introduced a system that provides for expansion of the permissible limit of the Specific Absorption Rate (SAR), which had previously been set mainly for the head area, to include almost the entire body in order to ensure the transparencysafety of the frequency allocation process, the MIC considered implementing the kindthese devices according to standardized international assessment methods (effective as of spectrum auction that is used in various other countries. The bill to amend the Radio Act to make it possible to use auctions to allocate frequencies was submitted to the Diet for deliberation in March 2012. However, this bill was not passed and was subsequently withdrawn by the government.April 2014).

10. Relationship with NTT

NTT is our parent company and owned 66.65% of our voting rights as of March 31, 2013.2014. The government of Japan, in the name of the Minister of Finance, owned 36.43%36.56% of the voting rights of NTT as of the same date. The government of Japan, acting through the MIC, also regulates the activities of NTT.

The NTT group is the largest provider of fixed-line and wireless voice, data, Internet and related telecommunications services in Japan and operates one of the largest telecommunications networks in the world. The NTT group’s main business is providing nationwide telecommunications services including voice communication services, data communication services, leased circuit services, system integration services and other services. As a holding company, NTT is directly responsible for the overall strategy of the NTT group. NTT is also responsible for basic research and development for its group companies.

Although NTT owned 66.65% of our voting rights as of March 31, 2013,2014, we conduct our day-to-day business operations independently of NTT and its other subsidiaries. All transactions between us and each of NTT and its subsidiaries and affiliates are conducted with fair and appropriate distance. In the year ended March 31, 2013,2014, we had sales of ¥42,777¥43,872 million to NTT and its subsidiaries and had cost of services, selling, general and administrative expenses and capital expenditures of ¥211,137¥215,968 million, ¥198,935¥198,288 million and ¥93,207¥75,768 million, respectively, to NTT and its other subsidiaries, compared to sales of ¥34,596¥42,777 million and cost of services, selling, general and administrative expenses and capital expenditures of ¥212,913¥211,137 million, ¥121,389¥198,935 million and ¥91,416¥93,207 million, respectively, in the year ended March 31, 2012.2013. We also had accounts receivable of ¥9,164¥5,058 million from NTT and its subsidiaries and payables of ¥78,073¥79,077 million to NTT and its subsidiaries as of March 31, 2013,2014, compared to ¥9,947¥9,164 million and ¥78,595¥78,073 million as of March 31, 2012.2013.

In order to ensure fair competition in the mobile telecommunication business, the MPT (currently the MIC) in April 1992 established the following conditions of separation on NTT, which was then operating fixed line telephone services, and us, which remain applicable:

At the time of separation from NTT, all trademarks and service marks for our products developed by NTT, other than the “NTT DoCoMo” trademark, the “DoCoMo” trademark and the “NTT DoCoMo” service mark, were assigned to us. If NTT’s ownership of our shares is substantially reduced, we may not be able to continue to use the trademarks and service marks that include “NTT.” Patents, utility model rights and design rights are shared equally with NTT. While certain rights to programs concerning wireless telecommunication systems were assigned by NTT to us, NTT owns the rights to other programs concerning wireless telecommunication systems and grants us licenses to use such rights. Since the separation, NTT and we have each retained rights resulting from our own research and development. When we desire to use NTT’s technology, we are required to pay royalties equal to those other wireless telecommunication companies would pay for the use of such technology, and such technology is available equally to us and our competitors. We are also required to pay NTT certain basic research and development fees.

Although we operate independently of NTT, the following matters, among other things, relating to us are discussed directly with or reported to NTT: matters that are required to be voted on at shareholders’ meetings, including amendments to the Articles of Incorporation, mergers and consolidations, assignments and transfers of business, election and removal of directors and audit & supervisory board members, and appropriation of dividends from retained earnings; increases in share capital; investments, including international investments; loans and guarantees; and establishment of businesses plans. In addition, Mr. Takashi Nakamura, a full-time employee of NTT, serves part-time on our board of directors.

To date, with respect to the stake in us held by NTT, such documents as the Deregulation Committee 1998 report, the 2000 opinion of the Regulatory Reform Committee, and the government’s “Three-year Program for Promoting Regulatory Reform” of 2001 have concluded that, from the perspective of promoting completion among NTT group companies, efforts should be made to further lower the stake. NTT has declared its view that its ownership of our shares does not have any adverse effects on fair competition and that it intends to maintain its ownership stake in us at 51% or above. Further, the Japanese government has not decided what action, if any, it will take with respect to NTT’s ownership of our shares.

NTT has entered into agreements with each of DOCOMO, NTT East and NTT West and certain other subsidiaries that provide for NTT to receive compensation for performing basic research and development and for providing management and administrative services. NTT also receives dividends when dividends are declared by its subsidiaries, including DOCOMO.

For information regarding certain transactions with NTT FINANCE CORPORATION, in which NTT and its subsidiaries collectively own 99.3%99.9% of the voting interest, see Item 7.B. “Related Party Transactions” and Note 13 of “Notes to Consolidated Financial Statements—Related Party Transactions.”

11. Legal Proceedings

We have initiated normal actions relating to the collection of telecommunications charges and other legal proceedings in the ordinary course of business and are not involved in any litigation and have not been involved in other legal proceedings in the preceding 12 months from the date of this document that, if determined adversely to us, would individually or in the aggregate have a material adverse effect on our financial position or profitability.

C.A.    Organizational Structure

As of March 31, 2013,2014, NTT, our parent company, was our largest shareholder and owned 66.65% of our outstanding voting shares. We are the largest wireless telecommunication services provider in Japan based on the number of subscriptions.

There are no subsidiaries that are considered to be significant as of March 31, 2013.2014.

D.B.    Property, Plant and Equipment

Our property includes buildings which contain wireless telecommunication equipment. As of March 31, 2013,2014, we and our regional offices owned 3,695,1513,731,032 square meters of land and 1,553,7641,555,390 square meters of office space, buildings containing switching centers, company dormitories and warehouses throughout Japan. In addition, as of March 31, 2013,2014, we leased 8,745,3189,564,367 square meters of land mainly for base stations and transmission facilities.

We do not, directly or indirectly through a subsidiary, operate a coal or other mine subject to the U.S. Federal Mine Safety and Health Act of 1977.

Item 4A. Unresolved Staff Comments

Not applicable.

Item 5. Operating and Financial Review and Prospects

You should read the following discussion of our financial condition, and results of operations and cash flow conditions together with our consolidated financial statements and the notes thereto included in this annual report.

This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors, including, but not limited to, those set forth under “Risk Factors” and elsewhere in this report.

We will discuss the following matters in this Item 5:

A. Operating Results

B. Liquidity and Capital Resources

C. Research and Development

D. Prospects for Business Trends and Financial PerformanceTrend Information

E. Off-Balance Sheet Arrangements

F. Tabular Disclosure of Contractual Obligations

G. Critical Accounting Policies and Estimates, and Recently issued Accounting Standards

A. Operating Results

Overview

We are the largest cellular network operator in Japan with a total subscription of 61.5463.11 million, which represented 45.2%43.8% of all cellular subscriptions in Japan as of March 31, 2013.2014. We earn revenues and generate cash primarily by offering a variety of mobile voice and data communicationcommunications services and products.mobile handset sales. In mobile communications services, which account for the majority of our revenues, we provide voice communication services as well as data communication services via our nationwide packet communications network. In addition to mobile communications services, we presently provideour present business activities are credit services, home shopping services, music software sales, internet access services for hotels, mobile advertisement business and various other services.

DuringIn the mobile communications market, besides the intense competition that we engage in with other Japanese telecommunications carriers due to active movement of subscribers using the Mobile Number Portability (MNP) system, we are also facing competition with new players offering a wide variety ofinternet-based services that transcend the scope of traditional telecommunications business.

In this new competitive landscape, we have been taking steps to reinforce our competitiveness in the mobile business by thoroughly improving our offerings and developing attractive services in our new business fields based on our medium-term business plan: “Medium-Term Vision 2015: Shaping a Smart Life.”

In the fiscal year ended March 31, 2013, based2014, we strived to boost our comprehensive strengths by focusing on the four key areas of “devices (handsets),” “network,” “services” and “billing plans and sales channels,” with the goal of being chosen by a large number of customers and garnering their usage over a long period of time.

Further, in order to propel the expansion of our Medium-Term Vision 2015: “Shapingnew businesses, we pursued collaboration and alliances with external partners to provide new services in such fields as “healthcare” and “learning.”

Meanwhile, to accelerate the initiatives mentioned above, we endeavored to strengthen our managerial foundation through structural reforms, stepping up cost-cutting efforts and shifting management resources to new business fields.

Furthermore, in April 2014, we unveiled a Smart Life”new billing structure that definesoffers unlimited domestic voice calls for a flat monthly rate and enables users to share packet-data quota among family members, and introduced new discount packages that offer privileges to long-term users and young users of up to age 25, with the goal of allowing customers to utilize our medium-term management policies, we took stepsservices at affordable rates for a long period of time by selecting a plan appropriate for their individual needs in different stages of life.

For the fiscal year ended March 31, 2014, operating revenues decreased by ¥8.9 billion from the previous fiscal year to reinforce¥4,461.2 billion due mainly to a decrease in mobile communications services revenues of ¥212.7 billion as a result of the impacts of penetration of the “Monthly Support” discount program, despite increases in equipment sales and other operating revenues of ¥113.9 billion and ¥89.9 billion, respectively, driven by our mobileactive sales promotion of smartphones and the expansion of profit in our new business fields.

Operating expenses increased by ¥9.1 billion from the previous fiscal year to ¥3,642.0 billion due mainly to an increase in depreciation and worked onamortization expense related to the upgrade of equipment for the Xi LTE(Long-Term Evolution) network and an increase in cost related to the expansion of new businesses to create new value. In order to reinforce our mobile business we endeavored to meet the needs of more customers by enriching our product lineup including smartphones, expansion of our Xi LTE network service coverage, improvement of billing plans and after-sales support. With the aim of expanding new businesses, we also aggressively promoted the convergence of mobile with various other industries and services in collaboration with alliance partners in eight new business fields comprising “media/content,” “finance/payment,” “commerce,” “medical/healthcare,” “M2M,” “service base (aggregation/platform),” “environment/ecology” and “safety/security.”

In addition, we have strived to provide customers with greater convenience by blending the initiatives undertaken in new business areas and those in our mobile phone business by enriching capabilities and contents provided through the “docomo cloud,” which comprise the “dmarket” portal and other components. Also, for the purpose of further improving the services offered on smartphones in cooperation with venture companies, and reinforcing our service development capabilities in new business fields toward the future, in February 2013, we established a venture fund operating company and launched an incubation program, “DOCOMO Innovation Village,” to support startups and ventures.

For the year ended March 31, 2013, our operating revenues, were ¥4,470.1 billion, an increase of ¥230.1 billion from the prior year due primarily to the increase in packet communications revenues, equipment sales revenues and the expansion of new businesses. However, despite our promotion ofefforts to promote cost efficiency improvement towardreduction with the goal of further strengthening our management structure, operating expenses increased mainly due to an increase in costs associated with the expansion of new businesses and the increase in cost of equipment sold resulting from a rise in the handset procurement cost per unit and expanded sales to agent resellers. structure.

As a consequence, we recorded ¥837.2 billion in operating income down ¥37.3for the fiscal year ended March 31, 2014 was ¥819.2 billion, decreasing by ¥18.0 billion from the prior year.previous fiscal year and falling short of our earnings forecast of ¥840.0 billion. Net income attributable to NTT DOCOMO, INC., increased by ¥31.7 was ¥464.7 billion, posting a decrease of ¥26.3 billion from the priorprevious fiscal year to ¥495.6 billion owing mainly to the elimination of the one-time impact from the decrease of net deferred tax assets caused by the enactment of lower future corporate income tax rates in the prior year. Cash flows from operating activities were ¥932.4 billion, decreasing by ¥178.2 billion from the prior year, mainly due to a ¥39.5 billion-decline of equity in net income (losses) of affiliates.

Going forward, we will continue to take measures that will further enrich the increase of cash needed to pay agent resellers to provide funds under the installment payment scheme resulting from a growth in the number of subscribers purchasing new handsets in installments. Capital expenditures were ¥753.7 billion, up ¥26.8 billion from the prior year, mainly due to outlays required for the construction of base stations to improve the service coveragelives of our Xi networkcustomers so we can be chosen by customers as their “Partner for a Smart Life” and the additional outlays requiredreceive their patronage for the spreading outa long period of important facilities for improved disaster preparedness.time.

Trends in the Mobile Communications Industry in Japan

In the section below, trends in the mobile communication industry in Japan are analyzed from the perspectives of the trends in the market, technical developments/services and regulatory environment.

Market

According to an announcement by the Telecommunications Carriers Association and cellular network operators, the mobile communications market in Japan saw a 7.847.97 million net increase in cellular subscriptions for the fiscal year ended March 31, 2013.2014. The total number of cellular subscriptions in Japan grew to 136.04144.02 million as of March 31, 2013,2014, which represented a market penetration rate of approximately 107%113%.

The annual growth rate of cellular subscriptions was 6.6%, 7.3% and 6.1% for the years ended March 31, 2011, 2012 and 2013, respectively. The growth prospect of new subscriptions to voice-enabled devices is expected to be limited given the rise in the penetration rate and decrease in future population. The recent increase in the total number of new subscriptions has been driven mainly by the increase of subscriptions achieved through the development of new markets such as smartphones, tablet devices, PC data cards, portable gaming consoles and embedded communication modules. Consequently, the annual growth rate of cellular subscriptions was 7.3%, 6.1% and 5.9% for the years ended March 31, 2012, 2013 and 2014, respectively.

As of March 31, 2013,2014, cellular services were provided in Japan by fourthree network operators and their group companies. In addition to providing cellular services, the network operators also developprocure mobile phones and other communications devices compatible with their communications services jointly withfrom manufacturers, and subsequently sell them to agent resellers and other retailers for sale to subscribers. As for cellular services, third-generation mobile communications (3G) services have already been introduced by all network operators in Japan and arehave introduced the mainstream service for all operator groups. In December 2010, we launched Japan’s first commercial service using LTE (Long-Term Evolution),system, a technicalmobile communications standard developed as an extension to the third-generation mobile communications (3G) system and LTE subscribers including users shifting from the 3G system under a new service brand called “Xi.” As of March 31, 2013, thehave been increasing rapidly. The total number of subscriptions to Xiour LTE service, was 11.57 million, increasing sharply from 2.22which is provided under a service brand called “Xi”, reached 21.97 million as of March 31, 2012. Driven2014, increasing sharply from 11.57 million as of March 31, 2013. In addition, driven by thean increase in subscribers to Xi services, the sales of smartphones have recorded a remarkable increase in recent years. During the fiscal year ended March 31, 2013,2014, we sold a total of 13.2913.78 million smartphone units, which accounted for over 50%60% of the total number of our annual device sales.sales and approximately 80% of smartphone users enjoy Xi services. We expect this trend of expanded smartphone sales will continue going forward.

While the growth prospects for Japan’s mobile phone market may be limited in terms of the number of subscriptions to devices used primarily for voice communication, data usage has been increasing owing to the expanded uptake of smartphones and growing adoption of flat-rate billing plans for unlimited packet access and high-speed data services, and new market opportunities are beginning to emerge in such areas as contentscontent and applications for mobile devices. Meanwhile, competition among network operators has intensified in recent years due to an increase in the number of subscriptions to MVNO^*1 services and the increase in the number of users switching operators using MNP system commenced in 2006. In addition, with the use of open platform devices like smartphones and tablets becoming increasingly widespread, OTT^*2 players, offer competitive services and thus the competition in the Japan’s mobile communications market is expected to remain fierce. On the other hand, the societal demands on network operators to secure sufficient network capacity to accommodate the growing data traffic and construct a reliable network capable of providing stable communication services even in disasters have been mounting. Meanwhile, competition among network operators has intensified with the recent increase in the number of users switching operators using the Mobile Number Portability (MNP) system introduced in 2006.

The network operators in Japan have been competing against one another to retain existing subscriptions, to acquire new subscriptions and to capture revenues from new markets by addressing the following issues:

*1	capabilities, devices furnished with stylish designs, slimAbbreviation of Mobile Virtual Network Operator. A business that borrows the wireless communication infrastructure of other companies to provide services.

*2	Abbreviation of Over The Top. A business that does not own the communications infrastructure required for delivering their services and light-weight devices, and devices with long battery hours, etc.; that delivers content services using the communication infrastructure of other companies,

We and other cellular network operators in Japan receive the allocation of radio spectrum from government entities and are subject to regulations under the Japanese Telecommunications Business Act, Radio Act and other applicable laws. While Japan’s mobile communications industry, in recent years, has seen significant progress in deregulation on many fronts including tariff-related regulations, further changes in the regulatory environment could significantly affect the revenue structures and business models of incumbent cellular network operators including ourselves.Technical developments/Services

Innovations in internet technology may have a material impact on the mobile communications industry including ourselves. IP (Internet Protocol) telephony, which is a form of voice communications based on IP technology, has already become a popular means of communications in fixed-line services as a result of the broad penetration of local broadband access. If the application of IP telephony technology to mobile communications becomes widely accepted, it could cause a significant change in the revenue structure of the mobile communications industry. In recent years,access, and the use of applications that enable voice communication over IP technology (VoIP) on smartphones has also become popular.prevalent. In addition, there are moves by some major cellular operators in overseas markets to introduce voice IP service over LTE networks (VoLTE). Hence, there is a possibility that and we also launched VoLTE service and released VoLTE convertible handsets for the usefiscal year ending March 31, 2015. Because VoLTE offers greater spectral efficiency and superior voice quality, the adoption of IP-based voice communication servicesVoLTE may expand more extensively in full scale in the mobile phones.communications industry in the future.

Meanwhile, progress has been made in the development of convergence services, combining fixed-line and mobile communications with rise in the penetration of mobile phones and broadband services. This concept of fixed-mobile convergence was previously limited only to the provision of single-bill service for both fixed and mobile services or content/e-mail address sharing between the two networks. In recent years, however, our competitors have been stepping up their efforts to offer converged fixed and mobile services as smartphone penetration rises. We also plan to move ahead to offer attractive services combining fixed-line services and our mobile communications services in response to the announcement of “Hikari Collaboration Model”, which provides wholesaling fiber access services to other companies from NIPPON TELEGRAPH AND TELEPHONE EAST CORPORATION and NIPPON TELEGRAPH AND TELEPHONE WEST CORPORATION in the future. The use of such convergence services may accelerate more extensively in line with further proliferation of smartphones.

Regulatory environment

We and other cellular network operators in Japan receive the allocation of radio spectrum from government entities and are subject to regulations under the Japanese Telecommunications Business Act, Radio Act and other applicable laws. While Japan’s mobile communications industry, in recent years, has seen significant progress in deregulation on many fronts including tariff-related regulations, further changes in the regulatory environment could significantly affect the revenue structures and business models of incumbent cellular network operators including ourselves.

Thus, from the perspective of a saturated mobile communication market and change of business/market structure and regulatory environment caused by the expansion of smartphone penetration,a layer of competition including MVNO and the demand for seamless connectivity between fixed and mobile networks or composite devices supporting access to both fixed and mobile networks may increase in the future.

In the field of high-speed wireless networks, WiMAX was approved as a standard of the Institute of Electrical and Electronics Engineers in the United States. In Japan, WiMAX operators have successfully expanded their number of subscriptions to a certain size by March 31, 2013, following their launch of commercial services in July 2009.

Thus,new entrants from outside our industry, we expect that the competitive environment for the mobile communications market will remain intenseintense.

Operating Results for the fiscal year ended March 31, 2014

The following discussion includes analysis of our operating results for the fiscal year ended March 31, 2014. The tables below describe selected data from our consolidated statements of income for the fiscal years ended March 31, 2014 and 2013:

Breakdown of Financial Information