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): March 25, 2010

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 March 25, 2010, Oracle Corporation issued a press release announcing financial results for its fiscal third quarter ended February 28, 2010. 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 May 5, 2010, to stockholders of record as of the close of business on April 14, 2010.

Oracle’s press release dated March 25, 2010, 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 March 25, 2010

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: March 25, 2010	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 March 25, 2010

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 GAAP EPS OF $0.23,  NON-GAAP EPS OF $0.38

New Software Licenses Up 13%, Applications New Licenses Up 21%

REDWOOD SHORES, Calif., March 25, 2010 — Oracle Corporation (NASDAQ: ORCL) today announced fiscal 2010 Q3 GAAP total revenues were up 17% to $6.4 billion, while non-GAAP total revenues were up 18% to $6.5 billion. Excluding the impact of Sun Microsystems, Inc., which Oracle acquired on January 26, 2010, GAAP total revenue grew 7%. GAAP new software license revenues were up 13% to $1.7 billion, and up 10% to $1.7 billion excluding Sun. GAAP software license updates and product support revenues were up 13% to $3.3 billion, while non-GAAP software license updates and product support revenues were up 12% to $3.3 billion. GAAP operating income was down 5% to $1.8 billion, and GAAP operating margin was 29%. Non-GAAP operating income was up 13% to $2.9 billion, and non-GAAP operating margin was 45%. GAAP net income was down 10% to $1.2 billion, while non-GAAP net income was up 9% to $1.9 billion. GAAP earnings per share were $0.23, down 11% compared to last year while non-GAAP earnings per share were up 9% to $0.38. GAAP operating cash flow on a trailing twelve-month basis was $8.2 billion.

“Our solid top line growth, coupled with disciplined expense management, was key in generating $8.0 billion of free cash flow over the last twelve months,” said Oracle CFO Jeff Epstein.

“The Sun integration is going even better than we expected,” said Oracle President, Safra Catz. “We believe that Sun will make a significant contribution to our fourth quarter earnings per share as well as meet the profitability goals we set for next year.”

“Exadata is the fastest growing product in Oracle’s history,” said Oracle President, Charles Phillips. “Introduced a little over a year ago, the Exadata pipeline is now approaching $400 million with Q4 bookings forecast at nearly $100 million. This strengthens both sales growth and profitability in our Sun server and storage businesses.”

“Every quarter we grab huge chunks of market share from SAP,” said Oracle CEO, Larry Ellison. “SAP’s most recent quarter was the best quarter of their year, only down 15%, while Oracle’s application sales were up 21%. But SAP is well ahead of us in the number of CEOs for this year, announcing their third and fourth, while we only had one.”

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 April 14, 2010, with a payment date of May 5, 2010. 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.

Q3 Earnings Conference Call and Webcast

Oracle will hold a conference call and web broadcast today to discuss these results at 2:00 p.m. Pacific. You may listen to the call by dialing (800) 214-0694 or (719) 955-1425, Passcode: 567035. 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 (NASDAQ: ORCL) is the world’s most complete, open, and integrated business software and hardware systems company. For more information about Oracle, please visit our website at http://www.oracle.com or call Investor Relations at (650) 506-4073.

# # #

Trademarks

Oracle and Java are registered trademarks of Oracle 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, expectations, beliefs, 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) Our entrance into the hardware systems business may not be successful, and we may fail to achieve our financial forecasts with respect to this new business. (4) We have an active acquisition program and our acquisitions, including our acquisition of Sun Microsystems, 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. (7) We cannot assure market acceptance of new products or services or new versions of existing or acquired products or services. 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 press release is current as of March 25, 2010. Oracle undertakes no duty to update any statement in light of new information or future events.

ORACLE CORPORATION

Q3 FISCAL 2010 FINANCIAL RESULTS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

($ in millions, except per share data)

	Three Months Ended February 28,										% Increase		% Increase (Decrease)
	2010			% of Revenues		2009			% of Revenues		(Decrease) in US $		in Constant Currency (1)
REVENUES
New software licenses	$	1,718		27%		$	1,516		28%		13%		8%
Software license updates and product support		3,297		51%			2,917		53%		13%		8%
Software Revenues		5,015		78%			4,433		81%		13%		8%
Hardware systems products		273		4%			—		0%		*		*
Hardware systems support		185		3%			—		0%		*		*
Hardware Systems Revenues		458		7%			—		0%		*		*
Services		931		15%			1,020		19%		(9%	)	(13%	)
Total Revenues		6,404		100%			5,453		100%		17%		12%
OPERATING EXPENSES
Sales and marketing		1,241		19%			1,054		19%		18%		13%
Software license updates and product support		281		4%			256		5%		10%		5%
Hardware systems products		206		3%			—		0%		*		*
Hardware systems support		116		2%			—		0%		*		*
Services		816		13%			855		16%		(5%	)	(9%	)
Research and development		823		13%			677		12%		22%		20%
General and administrative		236		4%			192		4%		23%		20%
Amortization of intangible assets		502		8%			437		8%		15%		15%
Acquisition related and other		34		0%			27		0%		28%		28%
Restructuring		306		5%			15		0%		1,968%		1,867%
Total Operating Expenses		4,561		71%			3,513		64%		30%		26%
OPERATING INCOME		1,843		29%			1,940		36%		(5%	)	(12%	)
Interest expense		(186	)	(3%	)		(154	)	(3%	)	20%		20%
Non-operating income (expense), net		(75	)	(1%	)		24		0%		(413%	)	(367%	)
INCOME BEFORE PROVISION FOR INCOME TAXES		1,582		25%			1,810		33%		(13%	)	(20%	)
Provision for income taxes		393		6%			481		9%		(18%	)	(25%	)
NET INCOME	$	1,189		19%		$	1,329		24%		(10%	)	(18%	)
EARNINGS PER SHARE:
Basic	$	0.24				$	0.27
Diluted	$	0.23				$	0.26
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic		5,015					5,005
Diluted		5,076					5,056

(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 weakened relative to most major international currencies in the three months ended February 28, 2010 compared with the corresponding prior year period, increasing revenues by 5 percentage points, operating expenses by 4 percentage points and operating income by 7 percentage points.

* Not meaningful

1

ORACLE CORPORATION

Q3 FISCAL 2010 FINANCIAL RESULTS

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

($ in millions, except per share data)

	Three Months Ended February 28,												% Increase (Decrease) in US $		% Increase (Decrease) in Constant Currency (2)
	2010   GAAP		Adj.		2010 Non-GAAP		2009   GAAP		Adj.		2009 Non-GAAP		GAAP	Non-GAAP	GAAP	Non-GAAP
TOTAL REVENUES (3) (4)	$	6,404	$	65	$	6,469	$	5,453	$	51	$	5,504	17%	18%	12%	12%
TOTAL SOFTWARE REVENUES (3)	$	5,015	$	26	$	5,041	$	4,433	$	51	$	4,484	13%	12%	8%	7%
New software licenses		1,718		—		1,718		1,516		—		1,516	13%	13%	8%	8%
Software license updates and product support (3)		3,297		26		3,323		2,917		51		2,968	13%	12%	8%	7%
TOTAL HARDWARE SYSTEMS REVENUES (4)	$	458	$	39	$	497	$	—	$	—	$	—	*	*	*	*
Hardware systems products		273		—		273		—		—		—	*	*	*	*
Hardware systems support (4)		185		39		224		—		—		—	*	*	*	*
TOTAL OPERATING EXPENSES	$	4,561	$	(978)	$	3,583	$	3,513	$	(564)	$	2,949	30%	21%	26%	17%
Hardware systems products		206		(24)		182		—		—		—	*	*	*	*
Stock-based compensation (5)		112		(112)		—		85		(85)		—	33%	*	33%	*
Amortization of intangible assets (6)		502		(502)		—		437		(437)		—	15%	*	15%	*
Acquisition related and other		34		(34)		—		27		(27)		—	28%	*	28%	*
Restructuring		306		(306)		—		15		(15)		—	1,968%	*	1,867%	*
OPERATING INCOME	$	1,843	$	1,043	$	2,886	$	1,940	$	615	$	2,555	(5%)	13%	(12%)	7%
OPERATING MARGIN %		29%				45%		36%				46%	(680) bp	(180) bp	(779) bp	(224) bp
INCOME TAX EFFECTS (7)	$	393	$	287	$	680	$	481	$	164	$	645	(18%)	5%	(25%)	(1%)
NET INCOME	$	1,189	$	756	$	1,945	$	1,329	$	451	$	1,780	(10%)	9%	(18%)	3%
DILUTED EARNINGS PER SHARE	$	0.23			$	0.38	$	0.26			$	0.35	(11%)	9%	(18%)	2%
DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING		5,076		—		5,076		5,056		—		5,056	0%	0%	0%	0%

(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 February 28, 2010, approximately $35 million, $60 million and $25 million in estimated revenues related to assumed software support contracts will not be recognized for the remainder of fiscal 2010, fiscal 2011 and fiscal 2012, respectively, due to business combination accounting rules.

(4) As of February 28, 2010, approximately $89 million, $148 million, $35 million and $11 million in estimated revenues related to hardware systems support contracts will not be recognized for the remainder of fiscal 2010, fiscal 2011, fiscal 2012 and fiscal 2013, respectively, due to business combination accounting rules.

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

	Three Months Ended February 28, 2010							Three Months Ended February 28, 2009
	GAAP		Adj.			Non-GAAP		GAAP		Adj.			Non-GAAP
Sales and marketing	$	21	$	(21	)	$	—	$	16	$	(16	)	$	—
Software license updates and product support		4		(4	)		—		3		(3	)		—
Hardware systems products		2		(2	)		—		—		—			—
Hardware systems support		1		(1	)		—		—		—			—
Services		4		(4	)		—		3		(3	)		—
Research and development		46		(46	)		—		39		(39	)		—
General and administrative		34		(34	)		—		24		(24	)		—
Subtotal		112		(112	)		—		85		(85	)		—
Acquisition related and other		10		(10	)		—		3		(3	)		—
Total stock-based compensation	$	122	$	(122	)	$	—	$	88	$	(88	)	$	—

(6) Estimated future annual amortization expense related to intangible assets as of February 28, 2010 is as follows:

Remainder of Fiscal 2010	$	609
Fiscal 2011		2,259
Fiscal 2012		1,988
Fiscal 2013		1,620
Fiscal 2014		1,340
Fiscal 2015		1,006
Thereafter		631
Total intangible assets subject to amortization		9,453
In-process research and development		415
Total	$	9,868

(7) Income tax effects were calculated reflecting an effective GAAP tax rate of 24.8% and 26.6% in the third quarter of fiscal 2010 and 2009, respectively, and an effective non-GAAP tax rate of 25.9% and 26.6% in the third quarter of fiscal 2010 and 2009, respectively. The differences between our GAAP and non-GAAP tax rates in the third quarter of fiscal 2010 were due to differences in jurisdictional tax rates and the related tax benefits attributable to our restructuring expenses in this period.

* Not meaningful

2

ORACLE CORPORATION

Q3 FISCAL 2010 YEAR TO DATE FINANCIAL RESULTS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

($ in millions, except per share data)

	Nine Months Ended February 28,										% Increase		% Increase (Decrease)
	2010			% of Revenues		2009			% of Revenues		(Decrease) in US $		in Constant Currency (1)
REVENUES
New software licenses	$	4,399		25%		$	4,379		27%		0%		(3%	)
Software license updates and product support		9,661		56%			8,702		53%		11%		10%
Software Revenues		14,060		81%			13,081		80%		7%		5%
Hardware systems products		273		2%			—		0%		*		*
Hardware systems support		185		1%			—		0%		*		*
Hardware Systems Revenues		458		3%			—		0%		*		*
Services		2,797		16%			3,310		20%		(15%	)	(17%	)
Total Revenues		17,315		100%			16,391		100%		6%		4%
OPERATING EXPENSES
Sales and marketing		3,335		19%			3,312		20%		1%		(1%	)
Software license updates and product support		771		5%			795		5%		(3%	)	(4%	)
Hardware systems products		206		1%			—		0%		*		*
Hardware systems support		116		1%			—		0%		*		*
Services		2,429		14%			2,820		17%		(14%	)	(15%	)
Research and development		2,191		12%			2,037		12%		8%		8%
General and administrative		619		4%			571		4%		8%		8%
Amortization of intangible assets		1,369		8%			1,276		8%		7%		7%
Acquisition related and other		50		0%			98		1%		(48%	)	(46%	)
Restructuring		467		3%			46		0%		926%		906%
Total Operating Expenses		11,553		67%			10,955		67%		5%		5%
OPERATING INCOME		5,762		33%			5,436		33%		6%		2%
Interest expense		(553	)	(3%	)		(471	)	(3%	)	17%		17%
Non-operating income (expense), net		(41	)	0%			114		1%		(136%	)	(136%	)
INCOME BEFORE PROVISION FOR INCOME TAXES		5,168		30%			5,079		31%		2%		(3%	)
Provision for income taxes		1,396		8%			1,377		8%		1%		(3%	)
NET INCOME	$	3,772		22%		$	3,702		23%		2%		(3%	)
EARNINGS PER SHARE:
Basic	$	0.75				$	0.73
Diluted	$	0.74				$	0.72
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
Basic		5,012					5,095
Diluted		5,067					5,159

(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 slightly weakened relative to most major international currencies in the nine months ended February 28, 2010 compared with the corresponding prior year period, increasing revenues by 2 percentage points and operating income by 4 percentage points.

* Not meaningful

3

ORACLE CORPORATION

Q3 FISCAL 2010 YEAR TO DATE FINANCIAL RESULTS

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

($ in millions, except per share data)

	Nine Months Ended February 28,												% Increase (Decrease) in US $		% Increase (Decrease) in Constant Currency (2)
	2010   GAAP		Adj.		2010 Non-GAAP		2009   GAAP		Adj.		2009 Non-GAAP		GAAP	Non-GAAP	GAAP	Non-GAAP
TOTAL REVENUES (3) (4)	$	17,315	$	88	$	17,403	$	16,391	$	222	$	16,613	6%	5%	4%	3%
TOTAL SOFTWARE REVENUES (3)	$	14,060	$	49	$	14,109	$	13,081	$	222	$	13,303	7%	6%	5%	4%
New software licenses		4,399		—		4,399		4,379		—		4,379	0%	0%	(3%)	(3%)
Software license updates and product support (3)		9,661		49		9,710		8,702		222		8,924	11%	9%	10%	7%
TOTAL HARDWARE SYSTEMS REVENUES (4)	$	458	$	39	$	497	$	—	$	—	$	—	*	*	*	*
Hardware systems products		273		—		273		—		—		—	*	*	*	*
Hardware systems support (4)		185		39		224		—		—		—	*	*	*	*
TOTAL OPERATING EXPENSES	$	11,553	$	(2,210)	$	9,343	$	10,955	$	(1,680)	$	9,275	5%	1%	5%	0%
Hardware systems products		206		(24)		182		—		—		—	*	*	*	*
Stock-based compensation (5)		300		(300)		—		260		(260)		—	15%	*	15%	*
Amortization of intangible assets (6)		1,369		(1,369)		—		1,276		(1,276)		—	7%	*	7%	*
Acquisition related and other		50		(50)		—		98		(98)		—	(48%)	*	(46%)	*
Restructuring		467		(467)		—		46		(46)		—	926%	*	906%	*
OPERATING INCOME	$	5,762	$	2,298	$	8,060	$	5,436	$	1,902	$	7,338	6%	10%	2%	7%
OPERATING MARGIN %		33%				46%		33%				44%	11 bp	214 bp	(63) bp	163 bp
INCOME TAX EFFECTS (7)	$	1,396	$	624	$	2,020	$	1,377	$	535	$	1,912	1%	6%	(3%)	2%
NET INCOME	$	3,772	$	1,674	$	5,446	$	3,702	$	1,367	$	5,069	2%	7%	(3%)	4%
DILUTED EARNINGS PER SHARE	$	0.74			$	1.07	$	0.72			$	0.98	4%	9%	(1%)	6%
DILUTED WEIGHTED AVERAGE COMMON SHARES OUTSTANDING		5,067		—		5,067		5,159		—		5,159	(2%)	(2%)	(2%)	(2%)

(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 February 28, 2010, approximately $35 million, $60 million and $25 million in estimated revenues related to assumed software support contracts will not be recognized for the remainder of fiscal 2010, fiscal 2011 and fiscal 2012, respectively, due to business combination accounting rules.

(4) As of February 28, 2010, approximately $89 million, $148 million, $35 million and $11 million in estimated revenues related to hardware systems support contracts will not be recognized for the remainder of fiscal 2010, fiscal 2011, fiscal 2012 and fiscal 2013, respectively, due to business combination accounting rules.

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

	Nine Months Ended February 28, 2010							Nine Months Ended February 28, 2009
	GAAP		Adj.			Non-GAAP		GAAP		Adj.			Non-GAAP
Sales and marketing	$	57	$	(57	)	$	—	$	51	$	(51	)	$	—
Software license updates and product support		12		(12	)		—		10		(10	)		—
Hardware systems products		2		(2	)		—		—		—			—
Hardware systems support		1		(1	)		—		—		—			—
Services		10		(10	)		—		9		(9	)		—
Research and development		122		(122	)		—		121		(121	)		—
General and administrative		96		(96	)		—		69		(69	)		—
Subtotal		300		(300	)		—		260		(260	)		—
Acquisition related and other		10		(10	)		—		14		(14	)		—
Total stock-based compensation	$	310	$	(310	)	$	—	$	274	$	(274	)	$	—

(6) Estimated future annual amortization expense related to intangible assets as of February 28, 2010 is as follows:

Remainder of Fiscal 2010	$	609
Fiscal 2011		2,259
Fiscal 2012		1,988
Fiscal 2013		1,620
Fiscal 2014		1,340
Fiscal 2015		1,006
Thereafter		631
Total intangible assets subject to amortization		9,453
In-process research and development		415
Total	$	9,868

(7) Income tax effects were calculated reflecting an effective GAAP tax rate of 27.0% and 27.1% in the first nine months of fiscal 2010 and 2009, respectively, and an effective non-GAAP tax rate of 27.1% and 27.4% in the first nine months of fiscal 2010 and 2009, respectively. The differences between our GAAP and non-GAAP tax rates in the first nine months of fiscal 2010 were due to differences in jurisdictional tax rates and the related tax benefits attributable to our restructuring expenses in this period. In addition, our non-GAAP tax rate in the first nine months of fiscal 2009 excludes the effect of an adjustment to our non-current deferred tax liability associated with acquired intangible assets.

* Not meaningful

4

ORACLE CORPORATION

Q3 FISCAL 2010 FINANCIAL RESULTS

CONDENSED CONSOLIDATED BALANCE SHEETS

($ in millions)

	February 28, 2010		May 31, 2009
ASSETS
Current Assets:
Cash and cash equivalents	$	9,331	$	8,995
Marketable securities		8,158		3,629
Trade receivables, net		3,898		4,430
Inventories, net		315		—
Deferred tax assets		978		661
Prepaid expenses and other current assets		1,299		866
Total Current Assets		23,979		18,581
Non-Current Assets:
Property, plant and equipment, net		2,869		1,922
Intangible assets, net		9,868		7,269
Goodwill		20,415		18,842
Other assets		2,255		802
Total Non-Current Assets		35,407		28,835
TOTAL ASSETS	$	59,386	$	47,416
LIABILITIES AND EQUITY
Current Liabilities:
Notes payable, current and other current borrowings	$	4,220	$	1,001
Accounts payable		616		271
Accrued compensation and related benefits		1,452		1,409
Deferred revenues		5,389		4,592
Other current liabilities		2,574		1,876
Total Current Liabilities		14,251		9,149
Non-Current Liabilities:
Notes payable and other non-current borrowings		11,498		9,237
Income taxes payable		3,275		2,423
Deferred tax liabilities		339		480
Other non-current liabilities		1,172		682
Total Non-Current Liabilities		16,284		12,822
Equity		28,851		25,445
TOTAL LIABILITIES AND EQUITY	$	59,386	$	47,416

5

ORACLE CORPORATION

Q3 FISCAL 2010 FINANCIAL RESULTS

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

($ in millions)

	Nine Months Ended February 28,
	2010		2009
Cash Flows From Operating Activities:
Net income	$	3,772	$	3,702
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		196		198
Amortization of intangible assets		1,369		1,276
Deferred income taxes		(362)		(302)
Stock-based compensation		310		274
Tax benefits on the exercise of stock options and vesting of restricted stock-based awards		117		141
Excess tax benefits on the exercise of stock options and vesting of restricted stock-based awards		(71)		(92)
Other, net		79		68
Changes in operating assets and liabilities, net of effects from acquisitions:
Decrease in trade receivables, net		1,614		1,848
Decrease in inventories, net		18		—
Decrease in prepaid expenses and other assets		375		336
Decrease in accounts payable and other liabilities		(842)		(1,097)
Decrease in income taxes payable		(269)		(51)
Decrease in deferred revenues		(136)		(54)
Net cash provided by operating activities		6,170		6,247
Cash Flows From Investing Activities:
Purchases of marketable securities and other investments		(11,162)		(6,906)
Proceeds from maturities and sales of marketable securities and other investments		7,121		6,397
Acquisitions, net of cash acquired		(5,567)		(1,165)
Capital expenditures		(161)		(491)
Net cash used for investing activities		(9,769)		(2,165)
Cash Flows From Financing Activities:
Payments for repurchases of common stock		(738)		(3,704)
Proceeds from issuances of common stock		602		448
Payment of dividends to stockholders		(753)		—
Proceeds from borrowings, net of issuance costs		6,420		—
Repayments of borrowings		(1,708)		(4)
Excess tax benefits on the exercise of stock options and vesting of restricted stock-based awards		71		92
Distributions to noncontrolling interests		(59)		(53)
Net cash provided by (used for) financing activities		3,835		(3,221)
Effect of exchange rate changes on cash and cash equivalents		100		(912)
Net increase (decrease) in cash and cash equivalents		336		(51)
Cash and cash equivalents at beginning of period		8,995		8,262
Cash and cash equivalents at end of period	$	9,331	$	8,211

6

ORACLE CORPORATION

Q3 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		$	8,654		$	8,178
Capital Expenditures (2)		(479	)		(486	)		(539	)		(529	)		(261	)		(230	)		(199	)
Free Cash Flow	$	7,462		$	7,603		$	8,003		$	7,726		$	8,492		$	8,424		$	7,979
% Growth over prior year		20	%		15	%		14	%		8	%		14	%		11	%		0	%
GAAP Net Income	$	5,758		$	5,750		$	5,739		$	5,593		$	5,640		$	5,802		$	5,663
Free Cash Flow as a % of Net Income		130	%		132	%		139	%		138	%		151	%		145	%		141	%

(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.

7

ORACLE CORPORATION

Q3 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		$	1,653		$	1,718			$	4,399
Software license updates and product support		2,935			2,850			2,917			3,052			11,754			3,117			3,247			3,297				9,661
Software Revenues		4,172			4,476			4,433			5,796			18,877			4,145			4,900			5,015				14,060
Hardware systems products		—			—			—			—			—			—			—			273				273
Hardware systems support		—			—			—			—			—			—			—			185				185
Hardware Systems Revenues		—			—			—			—			—			—			—			458				458
Consulting		865			842			758			782			3,247			663			692			651				2,006
On Demand		195			189			191			204			779			180			188			211				579
Education		99			100			71			79			349			66			78			69				212
Services Revenues		1,159			1,131			1,020			1,065			4,375			909			958			931				2,797
Total Revenues	$	5,331		$	5,607		$	5,453		$	6,861		$	23,252		$	5,054		$	5,858		$	6,404			$	17,315
AS REPORTED REVENUE GROWTH RATES
New software licenses		14%			(3%	)		(6%	)		(13%	)		(5%	)		(17%	)		2%			13%				0%
Software license updates and product support		23%			14%			11%			8%			14%			6%			14%			13%				11%
Software Revenues		20%			8%			5%			(3%	)		6%			(1%	)		9%			13%				7%
Hardware systems products		*			*			*			*			*			*			*			*				*
Hardware systems support		*			*			*			*			*			*			*			*				*
Hardware Systems Revenues		*			*			*			*			*			*			*			*				*
Consulting		8%			(4%	)		(10%	)		(18%	)		(7%	)		(23%	)		(18%	)		(14%	)			(19%	)
On Demand		23%			13%			10%			5%			12%			(8%	)		(1%	)		10%				1%
Education		(2%	)		(9%	)		(23%	)		(30%	)		(16%	)		(34%	)		(22%	)		(4%	)			(22%	)
Services Revenues		9%			(2%	)		(8%	)		(16%	)		(5%	)		(22%	)		(15%	)		(9%	)			(15%	)
Total Revenues		18%			6%			2%			(5%	)		4%			(5%	)		4%			17%				6%
CONSTANT CURRENCY GROWTH RATES (2)
New software licenses		10%			5%			3%			(4%	)		1%			(14%	)		(5%	)		8%				(3%	)
Software license updates and product support		18%			20%			20%			18%			19%			11%			9%			8%				10%
Software Revenues		16%			14%			14%			6%			12%			4%			4%			8%				5%
Hardware systems products		*			*			*			*			*			*			*			*				*
Hardware systems support		*			*			*			*			*			*			*			*				*
Hardware Systems Revenues		*			*			*			*			*			*			*			*				*
Consulting		5%			4%			0%			(10%	)		(1%	)		(19%	)		(22%	)		(18%	)			(20%	)
On Demand		19%			19%			19%			15%			18%			(3%	)		(4%	)		6%				(1%	)
Education		(6%	)		(3%	)		(16%	)		(23%	)		(12%	)		(30%	)		(26%	)		(8%	)			(23%	)
Services Revenues		6%			5%			2%			(7%	)		1%			(18%	)		(19%	)		(13%	)			(17%	)
Total Revenues		14%			12%			11%			4%			10%			(1%	)		0%			12%				4%
GEOGRAPHIC REVENUES
REVENUES
Americas	$	2,687		$	2,904		$	2,846		$	3,463		$	11,900		$	2,671		$	2,979		$	3,284			$	8,934
Europe, Middle East & Africa		1,830			1,881			1,824			2,413			7,948			1,642			1,976			2,167				5,785
Asia Pacific		814			822			783			985			3,404			741			903			953				2,596
Total Revenues	$	5,331		$	5,607		$	5,453		$	6,861		$	23,252		$	5,054		$	5,858		$	6,404			$	17,315
HEADCOUNT
GEOGRAPHIC AREA
Americas		32,993			33,526			32,919			32,347						32,034			31,849			44,554
Europe, Middle East & Africa		17,096			17,184			17,348			17,129						16,839			16,491			23,566
Asia Pacific		35,099			35,947			36,321			36,086						35,766			35,026			38,372
Total Company		85,188			86,657			86,588			85,562						84,639			83,366			106,492

(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.

* Not meaningful

8

ORACLE CORPORATION

Q3 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
SOFTWARE REVENUES
DATABASE & MIDDLEWARE REVENUES
New software licenses	$	906		$	1,157		$	1,120		$	1,939		$	5,123		$	711		$	1,175		$	1,241			$	3,127
Software license updates and product support		1,892			1,835			1,914			2,008			7,649			2,065			2,131			2,191				6,387
Database and Middleware Revenues	$	2,798		$	2,992		$	3,034		$	3,947		$	12,772		$	2,776		$	3,306		$	3,432			$	9,514
AS REPORTED GROWTH RATES
New software licenses		27	%		4	%		(4	%)		(10	%)		0	%		(22	%)		1	%		11	%			(2%)
Software license updates and product support		26	%		17	%		16	%		12	%		18	%		9	%		16	%		14	%			13%
Database and Middleware Revenues		27	%		12	%		8	%		0	%		10	%		(1	%)		10	%		13	%			8%
CONSTANT CURRENCY GROWTH RATES (2)
New software licenses		23	%		12	%		6	%		(1	%)		7	%		(19	%)		(5	%)		5	%			(5%)
Software license updates and product support		22	%		24	%		25	%		23	%		23	%		14	%		12	%		9	%			12%
Database and Middleware Revenues		22	%		19	%		17	%		10	%		16	%		4	%		5	%		8	%			6%
APPLICATIONS REVENUES
New software licenses	$	331		$	469		$	396		$	805		$	2,000		$	317		$	478		$	477			$	1,272
Software license updates and product support		1,043			1,015			1,003			1,044			4,105			1,052			1,116			1,106				3,274
Applications Revenues	$	1,374		$	1,484		$	1,399		$	1,849		$	6,105		$	1,369		$	1,594		$	1,583			$	4,546
AS REPORTED GROWTH RATES
New software licenses		(12	%)		(15	%)		(12	%)		(19	%)		(16	%)		(4	%)		2	%		21	%			6%
Software license updates and product support		18	%		9	%		3	%		0	%		7	%		1	%		10	%		10	%			7%
Applications Revenues		9	%		0	%		(2	%)		(9	%)		(2	%)		0	%		7	%		13	%			7%
CONSTANT CURRENCY GROWTH RATES (2)
New software licenses		(14	%)		(9	%)		(4	%)		(11	%)		(10	%)		0	%		(3	%)		15	%			4%
Software license updates and product support		13	%		15	%		11	%		9	%		12	%		6	%		6	%		5	%			6%
Applications Revenues		5	%		6	%		7	%		(1	%)		4	%		4	%		3	%		8	%			5%

(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.

9

ORACLE CORPORATION

Q3 FISCAL 2010 FINANCIAL RESULTS

SUPPLEMENTAL GEOGRAPHIC NEW SOFTWARE LICENSE AND HARDWARE SYSTEMS PRODUCTS REVENUES 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		$	492		$	540			$	1,342
Applications		182			280			224			416			1,102			185			286			283				754
New Software License Revenues	$	536		$	751		$	673		$	1,256		$	3,216		$	495		$	778		$	823			$	2,096
Hardware Systems Products Revenues	$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	131			$	131
AS REPORTED GROWTH RATES
Database & Middleware		18	%		5	%		(7	%)		(9	%)		(2	%)		(12	%)		4	%		20	%			5%
Applications		(9	%)		(9	%)		(11	%)		(25	%)		(16	%)		2	%		2	%		26	%			10%
New Software License Revenues		7	%		0	%		(9	%)		(15	%)		(7	%)		(7	%)		4	%		22	%			7%
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		17	%		10	%		(1	%)		(6	%)		2	%		(11	%)		2	%		16	%			3%
Applications		(10	%)		(6	%)		(8	%)		(22	%)		(14	%)		6	%		1	%		23	%			9%
New Software License Revenues		6	%		3	%		(4	%)		(12	%)		(4	%)		(5	%)		1	%		18	%			5%
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*
EUROPE / MIDDLE EAST / AFRICA
Database & Middleware	$	326		$	431		$	446		$	759		$	1,962		$	224		$	429		$	456			$	1,109
Applications		94			126			125			282			627			90			119			134				343
New Software License Revenues	$	420		$	557		$	571		$	1,041		$	2,589		$	314		$	548		$	590			$	1,452
Hardware Systems Products Revenues	$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	95			$	95
AS REPORTED GROWTH RATES
Database & Middleware		28	%		2	%		0	%		(14	%)		(2	%)		(31	%)		(1	%)		2	%			(8%)
Applications		(23	%)		(28	%)		(12	%)		(11	%)		(17	%)		(5	%)		(6	%)		7	%			(1%)
New Software License Revenues		11	%		(7	%)		(3	%)		(13	%)		(6	%)		(25	%)		(2	%)		3	%			(6%)
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		20	%		16	%		15	%		1	%		10	%		(26	%)		(10	%)		(3	%)			(11%)
Applications		(26	%)		(16	%)		2	%		5	%		(6	%)		3	%		(14	%)		1	%			(4%)
New Software License Revenues		5	%		7	%		12	%		2	%		6	%		(20	%)		(11	%)		(2	%)			(10%)
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*
ASIA PACIFIC
Database & Middleware	$	226		$	255		$	225		$	340		$	1,047		$	177		$	254		$	245			$	676
Applications		55			63			47			107			271			42			73			60				175
New Software License Revenues	$	281		$	318		$	272		$	447		$	1,318		$	219		$	327		$	305			$	851
Hardware Systems Products Revenues	$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	47			$	47
AS REPORTED GROWTH RATES
Database & Middleware		45	%		4	%		(3	%)		(1	%)		7	%		(22	%)		0	%		9	%			(4%)
Applications		1	%		(13	%)		(18	%)		(11	%)		(11	%)		(24	%)		17	%		29	%			7%
New Software License Revenues		34	%		0	%		(6	%)		(3	%)		3	%		(22	%)		3	%		12	%			(2%)
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		38	%		8	%		1	%		5	%		11	%		(22	%)		(10	%)		1	%			(10%)
Applications		(1	%)		(2	%)		(2	%)		(4	%)		(3	%)		(23	%)		2	%		16	%			(2%)
New Software License Revenues		28	%		5	%		1	%		3	%		7	%		(22	%)		(8	%)		4	%			(9%)
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*
TOTAL COMPANY
Database & Middleware	$	906		$	1,157		$	1,120		$	1,939		$	5,123		$	711		$	1,175		$	1,241			$	3,127
Applications		331			469			396			805			2,000			317			478			477				1,272
New Software License Revenues	$	1,237		$	1,626		$	1,516		$	2,744		$	7,123		$	1,028		$	1,653		$	1,718			$	4,399
Hardware Systems Products Revenues	$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	273			$	273
AS REPORTED GROWTH RATES
Database & Middleware		27	%		4	%		(4	%)		(10	%)		0	%		(22	%)		1	%		11	%			(2%)
Applications		(12	%)		(15	%)		(12	%)		(19	%)		(16	%)		(4	%)		2	%		21	%			6%
New Software License Revenues		14	%		(3	%)		(6	%)		(13	%)		(5	%)		(17	%)		2	%		13	%			0%
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*
CONSTANT CURRENCY GROWTH RATES (2)
Database & Middleware		23	%		12	%		6	%		(1	%)		7	%		(19	%)		(5	%)		5	%			(5%)
Applications		(14	%)		(9	%)		(4	%)		(11	%)		(10	%)		0	%		(3	%)		15	%			4%
New Software License Revenues		10	%		5	%		3	%		(4	%)		1	%		(14	%)		(5	%)		8	%			(3%)
Hardware Systems Products Revenues		*			*			*			*			*			*			*			*				*

(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.

* Not meaningful

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APPENDIX A

ORACLE CORPORATION

Q3 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:

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

• Hardware systems products expenses: We have excluded the effects of the fair value adjustments to our inventories acquired from Sun that were sold to customers in the periods presented, which resulted in the exclusion of these adjustments from our hardware systems products expenses and net income measures. Business combination accounting rules require us to account for inventories assumed from our acquisitions at their fair values. The non-GAAP adjustment to our hardware systems products expenses is intended to reflect the hardware systems products expenses that would have been otherwise recorded by Sun as a standalone entity upon the sale of these inventories. We believe this adjustment is useful to investors as a measure of the ongoing performance of our business because we do not expect the fair value adjustments to our inventories to recur in future periods with respect to the Sun acquisition and, therefore, we expect that these adjustments will not impact our future operating expenses. Investors should note that other factors may affect the future values of our inventories and hardware systems products expenses. If we assume inventories in future acquisitions, we will be required to assess their fair values, which may result in fair value adjustments to those inventories.

• 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 our revenues earned during the periods presented and will contribute to our future period revenues as well. Amortization of intangible assets will recur in future periods.

• Acquisition related and other expenses; and restructuring expenses: We have excluded the effect of acquisition related and other expenses and the effect of restructuring expenses from our non-GAAP operating expenses and net income measures. 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 generally diminish over time with respect to past acquisitions, we generally will incur these expenses in connection with any future acquisitions.

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