SecProbe.io

November 2 5, 2014

Via E -mail
Safra A. Catz
Chief Executive Officer and Director
Oracle Corporation
500 Oracle Parkway
Redwood City, California 94065

Re: Oracle Corporation
 Form 10-K for the Fiscal Year Ended May 31, 2014
Filed June 26, 2014
File No. 001 -35992

Dear Ms. Catz :

We have reviewed your filing  and have the following comments.  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 ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply t o your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these comment s, we may have  additional comment s.

Form 10 -K for the Fiscal Year Ended May 31, 2014

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Critical Accounting Policies  and Estimates

Goodwill and Intangible Assets – Impairment Assessments , pag e 47
1. We note  you disclose that the consulting and hardware systems products reporting units
have experienced revenues and operating margin declines in fiscal 2014 as compared to
prior years.  You also note that as a result, these reporting units may be at  greater risk for
goodwill impairment than your other reporting units if your actual results for these
reporting units differ from your projections.   Please tell us the percentage by which the
fair value of these reporting units exceeded their carrying val ue.  To the extent that either

Safra A. Catz
Oracle Corporation
November 2 5, 2014
Page 2

 has estimated fair values that are not substantially in excess of the carrying values and are
at potential risk of failing step one of your goodwill impairm ent analysis, please confirm
that you will disclose the following  in future filings :

 the percentage by which the fair value of the reporting unit exceeded the carrying
value as of the date of the most recent test; and
 describe the potential events and/or changes in circumstances that could reasonably
be expected to negati vely affect the key assumptions used in determining fair value

If you have determined that the estimated fair value substantially exceeds the carrying
value for any of your reporting units, please disclose this determination. Please provide a
draft of you r revised disclosure in your response.  R efer to Item 303(a)(3)(ii) of
Regulation S -K and Section V of SEC Release No. 33 -8350.

Notes to Consolidated Financial Statements

Note 1: Organization and Significant Accounting Policies

Revenue Recognition

Revenue Recognition for Multiple -Element Arrangements – Cloud SaaS, PaaS, and IaaS
Offerings, Hardware Systems Products, Hardware Systems Support and Related Services
(Nonsoftware Elements), page 92
2. We note you disclose that for cloud offerings in multiple  element arrangements, where
units of accounting include more than one deliverable but are treated as a single unit of
accounting, you recognize revenue generally over the estimated customer relationship
period.  Please tell us what deliverables are typica lly included in these types of
arrangements and considered one unit of accounting.  Further, tell us why you believe it
is appropriate to recognize these arrangements  over the customer relationship period,
citing the accounting guidance followed, as it app ears you are otherwise recognizing
revenue from your cloud offerings over the related contract term.  Lastly, tell us how
much revenue these arrangements generated in the periods presented.

We urge all persons who are responsible for the accuracy and ade quacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   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 provide  a written statement from the company
acknowledging that:

Safra A. Catz
Oracle Corporation
November 2 5, 2014
Page 3

  the company is responsible for the ad equacy and accuracy of the disclosure in the filing;

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

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

You may contact Eiko Yaoita Pyles, Staff Accountant , at (202) 551 -3587 , or Melissa
Kindelan , Staff Accountant , at (202) 551 -3564 , if you have questions regarding comments on the
financial statements and re lated matters.  If you require further assistance, do not hesitate  to
contact me at (202) 551 -3406 .

Sincerely,

 /s/ Patrick Gilmore

Patrick Gilmore
Accounting Branch Chief