Oracle Corporation

Supplemental Conflict of Interest Policy for Senior Officers

 (As amended on March 27, 2007)

ARTICLE I

PURPOSE

The purpose of this Supplemental Policy is to help Oracle Corporation (the "Corporation"), and each of Oracle's senior officers to identify and properly address potential conflicts of interest involving the Corporation. This Supplemental Policy supplements the provisions of the Oracle Code of Ethics and Business Conduct applicable to all Oracle employees. Although it is impossible to describe every situation that might give rise to a potential conflict of interest, this Supplemental Policy addresses the following common situations that may give rise to a conflict of interest:

(1) situations where a senior officer has a personal financial interest, whether direct or indirect, in a transaction or arrangement entered into by the Corporation or in an entity doing business with the Corporation; and

(2) situations where a senior officer intends to exploit a corporate opportunity that rightfully belongs to the Corporation.

ARTICLE II

DEFINITIONS

The following terms used in this Supplemental Policy are defined as provided in this Article II.

A. INTERESTED PERSON

Any senior officer who has a financial interest (as defined below), or whose related party (as defined below) has a financial interest, or who, or whose related party, is presented a potential corporate opportunity (as defined below).

B. RELATED PARTY

(1) any immediate family member of a senior officer of the Corporation, which means any child, stepchild, parent, stepparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law or sister-in-law of such senior officer and any person (other than a tenant or employee) sharing the household of such senior officer; and

(2) any entity (whether non-profit or for-profit):

(a) which is directly or indirectly owned or controlled by the senior officer, individually or together with persons related to such senior officer pursuant to (1) above; or

(b) of which the senior officer is an officer, director, partner, employee or trustee, provided, however, that an entity shall not constitute a Related Party of a senior officer of the Corporation under the following circumstances:

(i) a senior officer's position with such entity is solely as a non-employee director, advisory board member or limited partner; or

(ii) a senior officer's position with such entity is as an officer, partner or trustee who does not have management-level decision-making authority or have material input into management-level decisions of such entity with respect to actual or potential transactions (including acquisitions and investments) between such entity and third parties. For this purpose, "owned" means controlling or holding, directly or indirectly, 10 percent or more of the voting or economic interests in the entity, if it is not a public company, or 5 percent or more of the voting or economic interests in the entity, if it is a public company, in either case as a stockholder, partner or member;" controlled" means having the right to appoint any of the director, trustee or other positions on the governing body of the entity.

C. FINANCIAL INTEREST

A senior officer has a financial interest if such person or, to the knowledge of such person, a related party of such person has, directly or indirectly, whether through any business, investment or family relationship, any of the following:

(1) a significant investment (as defined below), existing or potential, in any entity;

(2) a compensation arrangement or right, existing or potential, with any entity or individual with which the Corporation has, or is negotiating, a material (as defined below) transaction or arrangement.

Compensation includes direct and indirect remuneration, as well as gifts or favors, that are substantial in nature (i. e. with a value of $10,000 or more). Favors include the right to purchase stock in other companies. No payment of compensation for services rendered, on a one-time basis, at a rate or a charge substantially similar to the rate or charge then generally quoted or offered for substantially similar services, shall be deemed to constitute compensation for purposes of this Subsection C, so long as it is not in excess of $120,000. In addition, no payment or reimbursement of expenses or costs incurred in providing any services, to the extent the amount of such payment or reimbursement is reasonable in the circumstances, shall be deemed to constitute compensation for purposes of this Subsection C.

The existence of a financial interest is not, in all cases, a conflict of interest. Under Article III, Section B, a person who has a financial interest will be deemed to have a conflict of interest only if the Board of Directors (the "Board") or appropriate committee or officer determines that such financial interest creates a conflict of interest.

D. SIGNIFICANT INVESTMENT

A significant investment in a company, whether private or public, is the beneficial ownership, whether direct or indirect through any other person or entity, of the securities of such company representing 5% or more of the voting power of such company's outstanding securities (i. e. the aggregate votes to which its outstanding securities are entitled). For purposes of such ownership calculation, the investment of such senior officer, and any investment, of which such senior officer is aware, of each of his or her related parties, shall be aggregated.

E. MATERIAL

A transaction or arrangement with another organization, whether for-profit or non-profit, is material if it involves, or is reasonably likely to involve, aggregate payments to, or aggregate payments by the Corporation, in any fiscal year of the recipient or the paying party, exceeding the greater of (1) $200,000, and (2) an amount equal to 5% of the consolidated gross revenues of the recipient or the paying party, respectively, for that party's most recently completed fiscal year.

F. CORPORATE OPPORTUNITY

A corporate opportunity is a business opportunity that a senior officer, or, to his or her knowledge, a related party of such person, intends to pursue, whether through investment or participation in the business, and that the Corporation might reasonably be interested in pursuing, which (1) has a direct or close relationship to a business or line of business in which the Corporation is currently engaged, or (2) with respect to which (a) the Corporation has publicly announced it intends to engage or (b) the senior officer is aware the Corporation has determined it intends to engage or is in the process of considering whether it will engage. However, the possible exploitation by a senior officer, or any of their related parties, of a corporate opportunity is not, in all cases, a......

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