SecProbe.io

January 26, 2012

Via E-mail
Ms. Safra A. Catz  President and Chief Financial Officer Oracle Corporation 500 Oracle Parkway Redwood City, CA 94065
Re: Oracle Corporation
 Form 10-K for the Fiscal Year Ended May 31, 2011  Filed June 28, 2011
Form 10-Q for the Quarterly Period Ended November 30, 2011
Filed December 23, 2011 File No. 000-51788

Dear Ms. Catz:
 We have reviewed your filings and have th e following comments.  Please note that we
have limited our review to only your financial statements and related disclosures.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
 Please respond to this letter within te n business days by amending your filings, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.
 After reviewing any amendment to your f ilings and the information you provide in
response to these comments, we ma y have additional comments.
             Form 10-K for the Fiscal Year Ended May 31, 2011

 Consolidated Financial Statements

 Note 18. Legal Proceedings, page 130

 1. Your statement on page 133 that you do not beli eve the “outcome” of any claims or legal
matters will have a materially adverse e ffect on your consolidated financial position,
results of operations or cash flows is unclear.  For example,  it is unclear whether this
phrase suggests that the accrued amount is im material, the range of reasonably possible

 Safra A. Catz Oracle Corporation January 26, 2012 Page 2
 loss in excess of amounts accrued is immaterial, or something else.  In future filings,
please clarify this phrase for consistency w ith the terminology as defined in ASC 450-20-
50 and provide us with your proposed future disclosure.
 Form 10-Q for the Quarterly Period Ended November 30, 2011

 Condensed Consolidated Financial Statements

 Note 14. Legal Proceedings, page 22

 2. We note numerous news articles regarding th e lawsuit Hewlett-Packard filed against the
company due to the company’s decision to di scontinue software development on the Intel
Itanium microprocessor.  We also note various news article s indicating that the company
has been subject to investigations regard ing possible Foreign Corrupt Practices Act
violations for more than a year.  Please tell us how you consider ed the guidance in
paragraphs 50-3 though 50-5 of ASC 450-20-50 in evaluating the need to disclose these
pending matters.
We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filings includ e the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.
 In responding to our comments, please provi de a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure in the filings;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filings; and

 the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

 Safra A. Catz Oracle Corporation January 26, 2012 Page 3
 You may contact Joyce Sweene y, Staff Accountant at (202) 551-3449 or Christine Davis,
Assistant Chief Accountant, at  (202) 551-3408 if you have questi ons regarding comments on the
financial statements and related matters.  If you require further assistan ce, do not hesitate to
contact me at (202) 551-3406.
Sincerely,
   /s/ Patrick Gilmore   Patrick Gilmore
Accounting Branch Chief