FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of ....        March............................    , 2008..

CANON INC.
(Translation of registrant’s name into English)

30-2, Shimomaruko 3-Chome, Ohta-ku, Tokyo 146-8501, Japan
(Address of principal executive offices)

     [Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F          X         Form 40-F                   

     [Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes                   No                   

     [If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):82-                     

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

*Print the name and title of the signing officer under his signature.

The following materials are included.

1.

NOTICE OF RESOLUTIONS OF THE ORDINARY GENERAL MEETING OF SHAREHOLDERS FOR THE 107TH BUSINESS TERM

     

March 28, 2008

TO OUR SHAREHOLDERS

Canon Inc.
30-2, Shimomaruko 3-chome,
Ohta-ku, Tokyo

Fujio Mitarai
Chairman & CEO

NOTICE OF RESOLUTIONS
OF
THE ORDINARY GENERAL MEETING OF SHAREHOLDERS
FOR THE 107TH BUSINESS TERM

Notice is hereby given that, at the Ordinary General Meeting of Shareholders for the 107th Business Term of Canon Inc. (the “Company”) held today, reports were made and resolutions were passed as mentioned below.

Matters Reported:

1.		Reports on the contents of the Business Report and the Consolidated Financial Statements for the 107th Business Term (from January 1, 2007 to December 31, 2007), and reports on the Auditing Results of Accounting Auditor and Board of Corporate Auditors regarding the Consolidated Financial Statements.
2.		Reports on the content of the Non-Consolidated Financial Statements for the 107th Business Term (from January 1, 2007 to December 31, 2007).

The contents of items 1 and 2 above were reported.

				based upon certain standards stipulated by the Company, and that the determination of the actual amount and the time and method of granting, etc. should be entrusted to the Board of Directors for the retired Directors, and to the consultation of Corporate Auditors for the retired Corporate Auditor.
		Item No. 5		Grant of Bonus to Directors
				It was approved and adopted in all respects as proposed. Thus, it was decided that bonus should be granted to twenty-seven Directors as of the end of the term, which totals 360,000,000 yen.
		Item No. 6		Issuance of Share Options as Stock Options Without Compensation
				It was approved and adopted in all respects as proposed that pursuant to the provisions of Articles 236, 238 and 239 of the Corporation Law (kaisha-ho), share options (shinkabu yoyaku-ken) should be issued as stock options without compensation to the Company’s directors, executive officers and senior employees, and the details of offering should be delegated to the Company’s Board of Directors.
				Also approved and adopted were the specific method for calculating the amount of remuneration for Directors as specified in Item 2, Paragraph 1 of Article 361 of the Corporation Law and the specific contents of remuneration that are not monetary as specified in Item 3 of the same Paragraph since share options to be allocated to Directors are considered as remunerations to Directors as stipulated in Paragraph 1 of Article 361 of the Corporation Law.

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Appointment of Representative Directors and Directors with Specific Titles

As a result of the resolution passed at the meeting of the Board of Directors which was held after the Ordinary General Meeting of Shareholders for the 107th Business Term, each of the following persons were appointed as Representative Directors and/or Directors with specific titles. All of them assumed their offices.

Chairman & CEO		Fujio Mitarai
President & COO		Tsuneji Uchida
Executive Vice President and Representative Director		Toshizo Tanaka
Senior Managing Director		Nobuyoshi Tanaka
Senior Managing Director		Junji Ichikawa
Senior Managing Director		Akiyoshi Moroe
Senior Managing Director		Kunio Watanabe
Managing Director		Yoroku Adachi
Managing Director		Yasuo Mitsuhashi
Managing Director		Tomonori Iwashita
Managing Director		Masahiro Osawa
Managing Director		Shigeyuki Matsumoto
Managing Director		Katsuichi Shimizu
Managing Director		Ryoichi Bamba
Managing Director		Toshio Homma
Managing Director		Masaki Nakaoka
Managing Director		Haruhisa Honda

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Appointment of Full-Time Corporate Auditors

As a result of the internal election of Corporate Auditors after the Ordinary General Meeting of Shareholders for the 107th Business Term, Mr. Keijiro Yamazaki and Mr. Kunihiro Nagata were appointed as full-time Corporate Auditors. Both of them assumed their offices.

PAYMENT OF THE YEAR-END DIVIDEND

The year-end dividend due for the 107th Business Term shall be paid by either of the following methods.

n		If you are receiving the dividend with the “Receipt of Dividend”:

Please receive the dividend in accordance with the instructions stated on the enclosed “Receipt of Year-end Dividend of the 107th Business Term” at a nearby head office, branch office, or subbranch office of Japan Post Bank, or post office (banking agency) during the payment period (from March 31, 2008 through April 30, 2008). You can also make your dividend be remitted to your bank account or Japan Post Bank account or postal giro account with this “Receipt of Year-end Dividend of the 107th Business Term.”

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If you have requested to have the dividend transferred to your bank account including Japan Post Bank account:

Please confirm the enclosed “Statement of Year-end Dividend of the 107th Business Term” and “Year-end Dividend Transfer Notice.”