PEOPLESOFT, INC.

Limited Power of Attorney - Securities Law Compliance


The undersigned, as an officer or director of PeopleSoft, Inc.
 (the "Company"), hereby constitutes and appoints Terry Piccolo,
 Kevin Parker and Martin Eng, and each of them, the undersigned's
true and lawful attorney-in-fact and agent to complete and
execute such Forms 144, Forms 3, 4 and 5 and other forms as
such attorney shall in his discretion determine to be required
or advisable pursuant to Rule 144 promulgated under the
 Securities Act of 1933 (as amended), Section 16 of the
Securities Exchange Act of 1934 (as amended) and the respective
 rules and regulations promulgated thereunder, or any successor
laws and regulations, as a consequence of the undersigned's
 ownership, acquisition or disposition of securities of the
 Corporation, and to do all acts necessary in order to file
 such forms with the Securities and Exchange Commission, any
securities exchange or national association, the Corporation
and such other person or agency as the attorney shall deem
appropriate.  The undersigned hereby ratifies and confirms all
 that said attorneys-in-fact and agents shall do or cause to be
done by virtue hereof.

This Power of Attorney shall remain in full force and effect
 until the undersigned is no longer required to file Forms 3, 4,
 and 5 with respect to the undersigned's holdings of and
 transactions in securities issued by the Company, unless earlier
 revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

This Limited Power of Attorney is executed at Pleasanton,
California as of the date set forth below.


/s/ Nanci Caldwell
Signature

Dated:  August 16, 2004


Witness:


/s/ Loan Leblo
Signature

Dated:  August 16, 2004
Exhibit 24