8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 16, 2009

Oracle Corporation

(Exact name of registrant as specified in its charter)

Delaware	000-51788	54-2185193
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

500 Oracle Parkway, Redwood City, California 94065

(Address of principal executive offices) (Zip Code)

(650) 506-7000

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EXHIBIT 99.1

Section 2—Financial Information

Item 2.02  Results of Operations and Financial Condition

On September 16, 2009, Oracle Corporation issued a press release announcing financial results for its fiscal first quarter ended August 31, 2009. A copy of this press release is furnished as Exhibit 99.1 to this report.

Section 8—Other Events

Item 8.01  Other Events

Oracle is hereby furnishing the following information:

Oracle announced that its Board of Directors has declared a cash dividend of $0.05 per share of outstanding common stock payable on November 4, 2009, to stockholders of record as of the close of business on October 14, 2009.

Oracle’s press release dated September 16, 2009, announcing this cash dividend is furnished as Exhibit 99.1 to this report and is incorporated by reference herein.

Section 9—Financial Statements and Exhibits

Item 9.01  Financial Statements and Exhibits

(d)   Exhibits

Exhibit No.	Description of Exhibit
99.1	Press Release dated September 16, 2009

SIGNATURE

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

	ORACLE CORPORATION
Dated: September 16, 2009	By:	/s/ WILLIAM COREY WEST
		William Corey West Senior Vice President, Corporate Controller and Chief Accounting Officer

EXHIBIT LIST

Exhibit No.	Description of Exhibit
99.1	Press Release dated September 16, 2009

EX-99.1

Exhibit 99.1

For Immediate Release

Contact:	Ken Bond	Karen Tillman
	Oracle Investor Relations	Oracle Corporate Communications
	1.650.607.0349	1.650.607.0326
	ken.bond@oracle.com	karen.tillman@oracle.com

ORACLE REPORTS Q1 GAAP EPS OF 22 CENTS UP 8%, NON-GAAP EPS OF 30 CENTS UP 3%

Operating Margins Up Over 500 Basis Points

REDWOOD SHORES, Calif., September 16, 2009 — Oracle Corporation (NASDAQ: ORCL) today announced fiscal 2010 Q1 GAAP earnings per share were $0.22 up 8% compared to last year. First quarter GAAP total revenues were down 5% to $5.1 billion, while quarterly GAAP net income was up 4% to $1.1 billion. GAAP new software license revenues were down 17% to $1.0 billion. GAAP software license updates and product support revenues were up 6% to $3.1 billion. GAAP operating income was up 14% to $1.7 billion and GAAP operating margin was up 590 basis points to 34%. GAAP operating cash flow on a trailing twelve-month basis was $8.8 billion, up 10%.

First quarter non-GAAP earnings per share were up 3% to $0.30. Non-GAAP total revenues were down 7% to $5.1 billion, while non-GAAP net income was flat at $1.5 billion, compared to the same quarter last year. Non-GAAP operating income was up 7% to $2.3 billion and non-GAAP operating margin was up 570 basis points to 46%.

Oracle’s results were impacted by the reduced value of foreign currencies when compared to US dollars, reducing Q1 GAAP earnings by $0.02 per share. Without this impact, Oracle’s Q1 GAAP and non-GAAP earnings per share would have been $0.24 and $0.32, respectively. GAAP and non-GAAP new software license revenues would have been down 14%, and our software license updates and product support revenues would have been up 11% on a GAAP basis and up 8% on a non-GAAP basis. GAAP and non-GAAP operating income would have been up 21% and 11%, respectively.

In addition, Oracle’s Board of Directors declared a cash dividend of $0.05 per share of outstanding common stock to be paid to stockholders of record as of the close of business on October 14, 2009, with a payment date of November 4, 2009. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to the final determination of Oracle’s Board of Directors.

“Yesterday, Sun and Oracle announced Exadata Version 2, which is twice as fast as Exadata Version 1 for data warehousing, and the first and only database machine that runs online transaction processing – OLTP – applications,” said Oracle CEO Larry Ellison. “This new combination of Sun hardware and Oracle software is now the world’s fastest computer system for both OLTP and data warehousing.”

“By substantially improving operating margins we were able to increase Q1 earnings per share even though revenues decreased slightly,” said Safra Catz, Oracle’s President. “We grew non-GAAP operating margins by 570 basis points to 46 percent in our seasonally smallest quarter. Our operating model continues to drive earnings for our stockholders.”

“Software license updates and product support revenues grew 11%, to $3.1 billion, for the quarter when adjusted for the change in the US dollar since last year,” said Oracle Executive Vice President and CFO, Jeff Epstein. “This growth, coupled with our disciplined expense management, was key to our ability to generate a record $8.5 billion in free cash flow over the last twelve months.”

“We grew faster than SAP in every region around the world, including Europe, where our applications business grew 3 percent in constant currency versus negative 39 percent for SAP’s most recent quarter,” said Oracle President Charles Phillips. “Our applications team also executed especially well in North America, where our applications business grew 8 percent in constant currency versus negative 50 percent for SAP.”

Q1 Earnings Conference Call and Webcast

Oracle will hold a conference call and web broadcast today to discuss these results at 2:00 p.m. (PDT) / 5:00 p.m. (EDT). You may listen to the call by dialing (866) 423-8620 or (719) 387-4093, Passcode: 745867. To access the live web broadcast of this event, please visit the Oracle Investor Relations website at http://www.oracle.com/investor.

About Oracle

Oracle is the world’s largest enterprise software company. For more information about Oracle, please visit our web site at oracle.com or call Investor Relations at (650) 506-4073.

# # #

Trademarks

Oracle is a registered trademark of Oracle Corporation and/or its affiliates. Other names may be trademarks of their respective owners.

“Safe Harbor” Statement: Statements in this press release relating to Oracle’s or its Board of Directors’ future plans, intentions and prospects are “forward-looking statements” and are subject to material risks and uncertainties. Many factors could affect our current expectations and our actual results, and could cause actual results to differ materially. We presently consider the following to be among the important factors that could cause actual results to differ materially from expectations: (1) Economic, political and market conditions, including the recent global economic and financial crisis, could adversely affect our business, operating results or financial condition, including our revenue growth and profitability, through reductions in customer IT budgets and expenditures and through the general tightening of access to credit. (2) We may fail to achieve our financial forecasts due to such factors as delays or size reductions in transactions, fewer large transactions in a particular quarter, unanticipated fluctuations in currency exchange rates, delays in delivery of new products or releases or a decline in our renewal rates for software license updates and product support. (3) We cannot assure market acceptance of new products or services or new versions of existing or acquired products or services. (4) We have an active acquisition program and our acquisitions may not be successful, may involve unanticipated costs or other integration issues or may disrupt our existing operations. (5) Our international sales and operations subject us to additional risks that can adversely affect our operating results, including risks relating to foreign currency gains and losses and risks relating to compliance with international and U.S. laws that apply to our international operations. (6) Intense competitive forces demand rapid technological advances and frequent new product introductions and could require us to reduce prices or cause us to lose customers. A detailed discussion of these factors and other risks that affect our business is contained in our SEC filings, including our most recent reports on Form 10-K and Form 10-Q, particularly under the heading “Risk Factors.” Copies of these filings are available online from the SEC or by contacting Oracle Corporation’s Investor Relations Department at (650) 506-4073 or by clicking on SEC Filings on Oracle’s Investor Relations website at http://www.oracle.com/investor. All information set forth in this release is current as of September 16, 2009. Oracle undertakes no duty to update any statement in light of new information or future events.

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

($ in millions, except per share data)

	Three Months Ended August 31,										% Increase		% Increase (Decrease)
	2009			% of Revenues		2008			% of Revenues		(Decrease) in US $		in Constant Currency (1)
REVENUES
New software licenses	$	1,028		20%		$	1,237		23%		(17%	)	(14%	)
Software license updates and product support		3,117		62%			2,935		55%		6%		11%
Software Revenues		4,145		82%			4,172		78%		(1%	)	4%
Services		909		18%			1,159		22%		(22%	)	(18%	)
Total Revenues		5,054		100%			5,331		100%		(5%	)	(1%	)
OPERATING EXPENSES
Sales and marketing		960		19%			1,112		21%		(14%	)	(10%	)
Software license updates and product support		226		4%			282		5%		(20%	)	(16%	)
Cost of services		782		16%			1,026		19%		(24%	)	(19%	)
Research and development		660		13%			708		13%		(7%	)	(5%	)
General and administrative		201		4%			206		4%		(3%	)	1%
Amortization of intangible assets		431		9%			413		8%		4%		4%
Acquisition related and other		6		0%			49		1%		(88%	)	(87%	)
Restructuring		48		1%			14		0%		255%		284%
Total Operating Expenses		3,314		66%			3,810		71%		(13%	)	(9%	)
OPERATING INCOME		1,740		34%			1,521		29%		14%		21%
Interest expense		(179	)	(3%	)		(159	)	(3%	)	12%		12%
Non-operating income, net		1		0%			82		1%		(98%	)	(99%	)
INCOME BEFORE PROVISION FOR INCOME TAXES		1,562		31%			1,444		27%		8%		15%
Provision for income taxes		438		9%			367		7%		19%		27%
NET INCOME	$	1,124		22%		$	1,077		20%		4%		11%
EARNINGS PER SHARE:
Basic	$	0.22				$	0.21
Diluted	$	0.22				$	0.21
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic		5,009					5,152
Diluted		5,063					5,235

(1) We compare the percent change in the results from one period to another period using constant currency disclosure. We present constant currency information to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars at the exchange rate in effect on May 31, 2009, which was the last day of our prior fiscal year, rather than the actual exchange rates in effect during the respective periods. The United States dollar strengthened relative to most major international currencies in the three months ended August 31, 2009 compared with the corresponding prior year period, reducing revenues by 4 percentage points, operating expenses by 4 percentage points and operating income by 7 percentage points.

1

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

RECONCILIATION OF SELECTED GAAP MEASURES TO NON-GAAP MEASURES (1)

($ in millions, except per share data)

	Three Months Ended August 31,												% Increase (Decrease) in US $		% Increase (Decrease) in Constant Currency (2)
	2009   GAAP		Adj.		2009 Non-GAAP		2008   GAAP		Adj.		2008 Non-GAAP		GAAP	Non-GAAP	GAAP	Non-GAAP
TOTAL REVENUES (3)	$	5,054	$	9	$	5,063	$	5,331	$	91	$	5,422	(5%)	(7%)	(1%)	(2%)
TOTAL SOFTWARE REVENUES (3)	$	4,145	$	9	$	4,154	$	4,172	$	91	$	4,263	(1%)	(3%)	4%	2%
New software licenses		1,028		—		1,028		1,237		—		1,237	(17%)	(17%)	(14%)	(14%)
Software license updates and product support (3)		3,117		9		3,126		2,935		91		3,026	6%	3%	11%	8%
TOTAL OPERATING EXPENSES	$	3,314	$	(569)	$	2,745	$	3,810	$	(562)	$	3,248	(13%)	(15%)	(9%)	(12%)
Stock-based compensation (4)		84		(84)		—		86		(86)		—	(3%)	*	(3%)	*
Amortization of intangible assets (5)		431		(431)		—		413		(413)		—	4%	*	4%	*
Acquisition related and other		6		(6)		—		49		(49)		—	(88%)	*	(87%)	*
Restructuring		48		(48)		—		14		(14)		—	255%	*	284%	*
OPERATING INCOME	$	1,740	$	578	$	2,318	$	1,521	$	653	$	2,174	14%	7%	21%	11%
OPERATING MARGIN %		34%				46%		29%				40%	590 bp	568 bp	623 bp	558 bp
INCOME TAX EFFECTS (6)	$	438	$	162	$	600	$	367	$	186	$	553	19%	8%	27%	13%
NET INCOME	$	1,124	$	416	$	1,540	$	1,077	$	467	$	1,544	4%	0%	11%	4%
DILUTED EARNINGS PER SHARE	$	0.22			$	0.30	$	0.21			$	0.29	8%	3%	15%	8%
DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING		5,063		—		5,063		5,235		—		5,235	(3%)	(3%)	(3%)	(3%)

(1) This presentation includes non-GAAP measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. For a detailed explanation of the adjustments made to comparable GAAP measures, the reasons why management uses these measures, the usefulness of these measures and the material limitations on the usefulness of these measures, please see Appendix A.

(2) We compare the percent change in the results from one period to another period using constant currency disclosure. We present constant currency information to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars at the exchange rate in effect on May 31, 2009, which was the last day of our prior fiscal year, rather than the actual exchange rates in effect during the respective periods.

(3) As of August 31, 2009, approximately $15 million in estimated revenues related to assumed support contracts will not be recognized for fiscal 2010 due to business combination accounting rules.

(4) Stock-based compensation is included in the following GAAP operating expense categories:

	Three Months Ended August 31, 2009							Three Months Ended August 31, 2008
	GAAP		Adj.			Non-GAAP		GAAP		Adj.			Non-GAAP
Sales and marketing	$	16	$	(16	)	$	—	$	19	$	(19	)	$	—
Software license updates and product support		4		(4	)		—		3		(3	)		—
Cost of services		3		(3	)		—		3		(3	)		—
Research and development		32		(32	)		—		37		(37	)		—
General and administrative		29		(29	)		—		24		(24	)		—
Subtotal		84		(84	)		—		86		(86	)		—
Acquisition related and other		—		—			—		5		(5	)		—
Total stock-based compensation	$	84	$	(84	)	$	—	$	91	$	(91	)	$	—

(5) Estimated future annual amortization expense related to intangible assets as of August 31, 2009 is as follows:

Remainder of Fiscal 2010	$	1,204
Fiscal 2011		1,388
Fiscal 2012		1,239
Fiscal 2013		1,090
Fiscal 2014		890
Fiscal 2015		703
Thereafter		372
Total	$	6,886

(6) Income tax effects were calculated reflecting an effective GAAP tax rate of 28.0% and 25.4% in the first quarter of fiscal 2010 and 2009, respectively, and an effective non-GAAP tax rate of 28.0% and 26.4% in the first quarter of fiscal 2010 and 2009, respectively. Our non-GAAP tax rate in the first quarter of fiscal 2009 excludes the effect of an adjustment to our non-current deferred tax liability associated with acquired intangible assets.

* Not meaningful

2

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

CONDENSED CONSOLIDATED BALANCE SHEETS

($ in millions)

	August 31, 2009		May 31, 2009
ASSETS
Current Assets:
Cash and cash equivalents	$	16,098	$	8,995
Marketable securities		4,467		3,629
Trade receivables, net		2,584		4,430
Deferred tax assets		710		661
Prepaid expenses and other current assets		586		866
Total Current Assets		24,445		18,581
Non-Current Assets:
Property, net		1,924		1,922
Intangible assets, net		6,886		7,269
Goodwill		18,867		18,842
Other assets		876		802
Total Non-Current Assets		28,553		28,835
TOTAL ASSETS	$	52,998	$	47,416
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Notes payable, current and other current borrowings	$	1,001	$	1,001
Accounts payable		260		271
Accrued compensation and related benefits		1,033		1,409
Deferred revenues		5,283		4,592
Other current liabilities		1,583		1,876
Total Current Liabilities		9,160		9,149
Non-Current Liabilities:
Notes payable and other non-current borrowings		13,723		9,237
Income taxes payable		2,485		2,423
Deferred tax liabilities		465		480
Other non-current liabilities		678		682
Total Non-Current Liabilities		17,351		12,822
Stockholders’ Equity		26,487		25,445
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	52,998	$	47,416

3

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

($ in millions)

	Three Months Ended August 31,
	2009		2008
Cash Flows From Operating Activities:
Net income	$	1,124	$	1,077
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		61		64
Amortization of intangible assets		431		413
Deferred income taxes		(75)		(53)
Stock-based compensation		84		91
Tax benefits on the exercise of stock options		51		101
Excess tax benefits on the exercise of stock options		(30)		(65)
Other, net		40		19
Changes in operating assets and liabilities, net of effects from acquisitions:
Decrease in trade receivables, net		1,870		1,812
Decrease in prepaid expenses and other assets		251		397
Decrease in accounts payable and other liabilities		(642)		(906)
Decrease in income taxes payable		(9)		(361)
Increase in deferred revenues		582		651
Net cash provided by operating activities		3,738		3,240
Cash Flows From Investing Activities:
Purchases of marketable securities and other investments		(2,760)		(3,188)
Proceeds from maturities and sales of marketable securities and other investments		1,947		1,420
Acquisitions, net of cash acquired		(79)		(395)
Capital expenditures		(55)		(323)
Net cash used for investing activities		(947)		(2,486)
Cash Flows From Financing Activities:
Payments for repurchases of common stock		(244)		(500)
Proceeds from issuances of common stock		247		280
Payment of dividends to stockholders		(251)		—
Proceeds from borrowings, net of issuance costs		4,461		—
Repayments of borrowings		—		(4)
Excess tax benefits on the exercise of stock options		30		65
Distributions to noncontrolling interests		(34)		(30)
Net cash provided by (used for) financing activities		4,209		(189)
Effect of exchange rate changes on cash and cash equivalents		103		(274)
Net increase in cash and cash equivalents		7,103		291
Cash and cash equivalents at beginning of period		8,995		8,262
Cash and cash equivalents at end of period	$	16,098	$	8,553

4

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

FREE CASH FLOW — TRAILING 4-QUARTERS (1)

($ in millions)

	Fiscal 2009												Fiscal 2010
	Q1			Q2			Q3			Q4			Q1			Q2	Q3	Q4
GAAP Operating Cash Flow	$	7,941		$	8,089		$	8,542		$	8,255		$	8,753
Capital Expenditures (2)		(479	)		(486	)		(539	)		(529	)		(261	)
Free Cash Flow	$	7,462		$	7,603		$	8,003		$	7,726		$	8,492
% Growth over prior year		20	%		15	%		14	%		8	%		14	%
GAAP Net Income	$	5,758		$	5,750		$	5,739		$	5,593		$	5,640
Free Cash Flow as a % of Net Income		130	%		132	%		139	%		138	%		151	%

(1) To supplement our statements of cash flows presented on a GAAP basis, we use non-GAAP measures of cash flows on a trailing 4-quarter basis to analyze cash flow generated from operations. We believe free cash flow is also useful as one of the bases for comparing our performance with our competitors. The presentation of non-GAAP free cash flow is not meant to be considered in isolation or as an alternative to net income as an indicator of our performance, or as an alternative to cash flows from operating activities as a measure of liquidity.

(2) Represents capital expenditures as reported in cash flows from investing activities on our cash flow statements presented in accordance with GAAP.

5

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

SUPPLEMENTAL ANALYSIS OF GAAP REVENUES AND HEADCOUNT (1)

($ in millions)

	Fiscal 2009															Fiscal 2010
	Q1			Q2			Q3			Q4			TOTAL			Q1			Q2	Q3	Q4	TOTAL
REVENUES
New software licenses	$	1,237		$	1,626		$	1,516		$	2,744		$	7,123		$	1,028					$	1,028
Software license updates and product support		2,935			2,850			2,917			3,052			11,754			3,117						3,117
Software Revenues		4,172			4,476			4,433			5,796			18,877			4,145						4,145
Consulting		865			842			758			782			3,247			663						663
On Demand		195			189			191			204			779			180						180
Education		99			100			71			79			349			66						66
Services Revenues		1,159			1,131			1,020			1,065			4,375			909						909
Total Revenues	$	5,331		$	5,607		$	5,453		$	6,861		$	23,252		$	5,054					$	5,054
AS REPORTED REVENUE GROWTH RATES
New software licenses		14	%		(3	%)		(6	%)		(13	%)		(5	%)		(17	%)					(17	%)
Software license updates and product support		23	%		14	%		11	%		8	%		14	%		6	%					6	%
Software Revenues		20	%		8	%		5	%		(3	%)		6	%		(1	%)					(1	%)
Consulting		8	%		(4	%)		(10	%)		(18	%)		(7	%)		(23	%)					(23	%)
On Demand		23	%		13	%		10	%		5	%		12	%		(8	%)					(8	%)
Education		(2	%)		(9	%)		(23	%)		(30	%)		(16	%)		(34	%)					(34	%)
Services Revenues		9	%		(2	%)		(8	%)		(16	%)		(5	%)		(22	%)					(22	%)
Total Revenues		18	%		6	%		2	%		(5	%)		4	%		(5	%)					(5	%)
CONSTANT CURRENCY GROWTH RATES (2)
New software licenses		10	%		5	%		3	%		(4	%)		1	%		(14	%)					(14	%)
Software license updates and product support		18	%		20	%		20	%		18	%		19	%		11	%					11	%
Software Revenues		16	%		14	%		14	%		6	%		12	%		4	%					4	%
Consulting		5	%		4	%		0	%		(10	%)		(1	%)		(19	%)					(19	%)
On Demand		19	%		19	%		19	%		15	%		18	%		(3	%)					(3	%)
Education		(6	%)		(3	%)		(16	%)		(23	%)		(12	%)		(30	%)					(30	%)
Services Revenues		6	%		5	%		2	%		(7	%)		1	%		(18	%)					(18	%)
Total Revenues		14	%		12	%		11	%		4	%		10	%		(1	%)					(1	%)
GEOGRAPHIC REVENUES
REVENUES
Americas	$	2,687		$	2,904		$	2,846		$	3,463		$	11,900		$	2,671					$	2,671
Europe, Middle East & Africa		1,830			1,881			1,824			2,413			7,948			1,642						1,642
Asia Pacific		814			822			783			985			3,404			741						741
Total Revenues	$	5,331		$	5,607		$	5,453		$	6,861		$	23,252		$	5,054					$	5,054
HEADCOUNT
GEOGRAPHIC AREA
Americas		32,993			33,526			32,919			32,347						32,034						32,034
Europe, Middle East & Africa		17,096			17,184			17,348			17,129						16,839						16,839
Asia Pacific		35,099			35,947			36,321			36,086						35,766						35,766
Total Company		85,188			86,657			86,588			85,562						84,639						84,639

(1) The sum of the quarterly financial information may vary from year-to-date financial information due to rounding.

(2) We compare the percent change in the results from one period to another period using constant currency disclosure. We present constant currency information to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars at the exchange rates in effect on May 31, 2009 and 2008 for the fiscal 2010 and fiscal 2009 constant currency growth rate calculations presented, respectively, rather than the actual exchange rates in effect during the respective periods.

6

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

SUPPLEMENTAL TOTAL SOFTWARE PRODUCT REVENUE ANALYSIS (1)

($ in millions)

	Fiscal 2009															Fiscal 2010
	Q1			Q2			Q3			Q4			TOTAL			Q1			Q2	Q3	Q4	TOTAL
APPLICATIONS REVENUES
New software licenses	$	331		$	469		$	396		$	805		$	2,000		$	317					$	317
Software license updates and product support		1,043			1,015			1,003			1,044			4,105			1,052						1,052
Software Revenues	$	1,374		$	1,484		$	1,399		$	1,849		$	6,105		$	1,369					$	1,369
AS REPORTED GROWTH RATES
New software licenses		(12	%)		(15	%)		(12	%)		(19	%)		(16	%)		(4	%)					(4	%)
Software license updates and product support		18	%		9	%		3	%		0	%		7	%		1	%					1	%
Software Revenues		9	%		0	%		(2	%)		(9	%)		(2	%)		0	%					0	%
CONSTANT CURRENCY GROWTH RATES (2)
New software licenses		(14	%)		(9	%)		(4	%)		(11	%)		(10	%)		0	%					0	%
Software license updates and product support		13	%		15	%		11	%		9	%		12	%		6	%					6	%
Software Revenues		5	%		6	%		7	%		(1	%)		4	%		4	%					4	%
DATABASE & MIDDLEWARE REVENUES
New software licenses	$	906		$	1,157		$	1,120		$	1,939		$	5,123		$	711					$	711
Software license updates and product support		1,892			1,835			1,914			2,008			7,649			2,065						2,065
Software Revenues	$	2,798		$	2,992		$	3,034		$	3,947		$	12,772		$	2,776					$	2,776
AS REPORTED GROWTH RATES
New software licenses		27	%		4	%		(4	%)		(10	%)		0	%		(22	%)					(22	%)
Software license updates and product support		26	%		17	%		16	%		12	%		18	%		9	%					9	%
Software Revenues		27	%		12	%		8	%		0	%		10	%		(1	%)					(1	%)
CONSTANT CURRENCY GROWTH RATES (2)
New software licenses		23	%		12	%		6	%		(1	%)		7	%		(19	%)					(19	%)
Software license updates and product support		22	%		24	%		25	%		23	%		23	%		14	%					14	%
Software Revenues		22	%		19	%		17	%		10	%		16	%		4	%					4	%

(1) The sum of the quarterly financial information may vary from year-to-date financial information due to rounding.

(2) We compare the percent change in the results from one period to another period using constant currency disclosure. We present constant currency information to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars at the exchange rates in effect on May 31, 2009 and 2008 for the fiscal 2010 and fiscal 2009 constant currency growth rate calculations presented, respectively, rather than the actual exchange rates in effect during the respective periods.

7

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

SUPPLEMENTAL GEOGRAPHIC NEW SOFTWARE LICENSE REVENUE ANALYSIS (1)

($ in millions)

	Fiscal 2009															Fiscal 2010
	Q1			Q2			Q3			Q4			TOTAL			Q1			Q2	Q3	Q4	TOTAL
AMERICAS
Database & Middleware	$	354		$	471		$	449		$	840		$	2,114		$	310					$	310
Applications		182			280			224			416			1,102			185						185
New Software License Revenues	$	536		$	751		$	673		$	1,256		$	3,216		$	495					$	495
AS REPORTED GROWTH RATES
Database & Middleware		18	%		5	%		(7	%)		(9	%)		(2	%)		(12	%)					(12	%)
Applications		(9	%)		(9	%)		(11	%)		(25	%)		(16	%)		2	%					2	%
New Software License Revenues		7	%		0	%		(9	%)		(15	%)		(7	%)		(7	%)					(7	%)
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		17	%		10	%		(1	%)		(6	%)		2	%		(11	%)					(11	%)
Applications		(10	%)		(6	%)		(8	%)		(22	%)		(14	%)		6	%					6	%
New Software License Revenues		6	%		3	%		(4	%)		(12	%)		(4	%)		(5	%)					(5	%)
EUROPE / MIDDLE EAST / AFRICA
Database & Middleware	$	326		$	431		$	446		$	759		$	1,962		$	224					$	224
Applications		94			126			125			282			627			90						90
New Software License Revenues	$	420		$	557		$	571		$	1,041		$	2,589		$	314					$	314
AS REPORTED GROWTH RATES
Database & Middleware		28	%		2	%		0	%		(14	%)		(2	%)		(31	%)					(31	%)
Applications		(23	%)		(28	%)		(12	%)		(11	%)		(17	%)		(5	%)					(5	%)
New Software License Revenues		11	%		(7	%)		(3	%)		(13	%)		(6	%)		(25	%)					(25	%)
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		20	%		16	%		15	%		1	%		10	%		(26	%)					(26	%)
Applications		(26	%)		(16	%)		2	%		5	%		(6	%)		3	%					3	%
New Software License Revenues		5	%		7	%		12	%		2	%		6	%		(20	%)					(20	%)
ASIA PACIFIC
Database & Middleware	$	226		$	255		$	225		$	340		$	1,047		$	177					$	177
Applications		55			63			47			107			271			42						42
New Software License Revenues	$	281		$	318		$	272		$	447		$	1,318		$	219					$	219
AS REPORTED GROWTH RATES
Database & Middleware		45	%		4	%		(3	%)		(1	%)		7	%		(22	%)					(22	%)
Applications		1	%		(13	%)		(18	%)		(11	%)		(11	%)		(24	%)					(24	%)
New Software License Revenues		34	%		0	%		(6	%)		(3	%)		3	%		(22	%)					(22	%)
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		38	%		8	%		1	%		5	%		11	%		(22	%)					(22	%)
Applications		(1	%)		(2	%)		(2	%)		(4	%)		(3	%)		(23	%)					(23	%)
New Software License Revenues		28	%		5	%		1	%		3	%		7	%		(22	%)					(22	%)
TOTAL COMPANY
Database & Middleware	$	906		$	1,157		$	1,120		$	1,939		$	5,123		$	711					$	711
Applications		331			469			396			805			2,000			317						317
New Software License Revenues	$	1,237		$	1,626		$	1,516		$	2,744		$	7,123		$	1,028					$	1,028
AS REPORTED GROWTH RATES
Database & Middleware		27	%		4	%		(4	%)		(10	%)		0	%		(22	%)					(22	%)
Applications		(12	%)		(15	%)		(12	%)		(19	%)		(16	%)		(4	%)					(4	%)
New Software License Revenues		14	%		(3	%)		(6	%)		(13	%)		(5	%)		(17	%)					(17	%)
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		23	%		12	%		6	%		(1	%)		7	%		(19	%)					(19	%)
Applications		(14	%)		(9	%)		(4	%)		(11	%)		(10	%)		0	%					0	%
New Software License Revenues		10	%		5	%		3	%		(4	%)		1	%		(14	%)					(14	%)

(1) The sum of the quarterly financial information may vary from year-to-date financial information due to rounding.

(2) We compare the percent change in the results from one period to another period using constant currency disclosure. We present constant currency information to provide a framework for assessing how our underlying businesses performed excluding the effect of foreign currency rate fluctuations. To present this information, current and comparative prior period results for entities reporting in currencies other than United States dollars are converted into United States dollars at the exchange rates in effect on May 31, 2009 and 2008 for the fiscal 2010 and fiscal 2009 constant currency growth rate calculations presented, respectively, rather than the actual exchange rates in effect during the respective periods.

8

APPENDIX A

ORACLE CORPORATION

Q1 FISCAL 2010 FINANCIAL RESULTS

EXPLANATION OF NON-GAAP MEASURES

To supplement our financial results presented on a GAAP basis, we use the non-GAAP measures indicated in the tables, which exclude certain business combination accounting entries and expenses related to acquisitions, as well as other significant expenses including stock-based compensation, that we believe are helpful in understanding our past financial performance and our future results. Our non-GAAP financial measures are not meant to be considered in isolation or as a substitute for comparable GAAP measures and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. Our management regularly uses our supplemental non-GAAP financial measures internally to understand, manage and evaluate our business and make operating decisions. These non-GAAP measures are among the primary factors management uses in planning for and forecasting future periods. Compensation of our executives is based in part on the performance of our business based on these non-GAAP measures. Our non-GAAP financial measures reflect adjustments based on the following items, as well as the related income tax effects:

• Support deferred revenue: Business combination accounting rules require us to account for the fair value of support contracts assumed in connection with our acquisitions. Because these are typically one-year contracts, our GAAP revenues for the one year period subsequent to our acquisition of a business do not reflect the full amount of software license updates and product support revenues on assumed support contracts that would have otherwise been recorded by the acquired entity. The non-GAAP adjustment is intended to reflect the full amount of such revenues. We believe this adjustment is useful to investors as a measure of the ongoing performance of our business because we have historically experienced high renewal rates on support contracts, although we cannot be certain that customers will renew these contracts.

• Stock-based compensation expenses: We have excluded the effect of stock-based compensation expenses from our non-GAAP operating expenses and net income measures. Although stock-based compensation is a key incentive offered to our employees, and we believe such compensation contributed to the revenues earned during the periods presented and also believe it will contribute to the generation of future period revenues, we continue to evaluate our business performance excluding stock-based compensation expenses. Stock-based compensation expenses will recur in future periods.

• Amortization of intangible assets: We have excluded the effect of amortization of intangible assets from our non-GAAP operating expenses and net income measures. Amortization of intangible assets is inconsistent in amount and frequency and is significantly affected by the timing and size of our acquisitions. Investors should note that the use of intangible assets contributed to revenues earned during the periods presented and will contribute to future period revenues as well. Amortization of intangible assets will recur in future periods.

• Acquisition related and other expenses, and restructuring expenses: We incurred significant expenses in connection with our acquisitions and also incurred certain other operating expenses or income, which we generally would not have otherwise incurred in the periods presented as a part of our continuing operations. Acquisition related and other expenses consist of personnel related costs for transitional employees, other acquired employee related costs, stock-based compensation expenses (in addition to the stock-based compensation expenses described above), integration related professional services, certain business combination adjustments after the measurement period or purchase price allocation period has ended and certain other operating expenses, net. Substantially all of the stock-based compensation expenses included in acquisition related and other expenses resulted from unvested options assumed in acquisitions whose vesting was fully accelerated upon termination of the employees pursuant to the original terms of those options. Restructuring expenses consist of employee severance and other exit costs. We believe it is useful for investors to understand the effects of these items on our total operating expenses. Although acquisition related expenses and restructuring expenses are not recurring with respect to past acquisitions, we generally will incur these expenses in connection with any future acquisitions.

9