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/ Aneel Bhusri
Aneel Bhusri

Dated:   November 15, 2004


Witness:

/s/ Lily Benavides
Signature

Dated:   November 15, 2004