Obligation OraCorp 0% ( US68389XAY13 ) en USD

OraCorp

100.002 % ⇌

Etats-unis

US68389XAY13 ( en USD )

08/10/2019 - Obligation échue

Prospectus brochure de l'obligation Oracle Corp US68389XAY13 en USD 0%, échue

2 000 USD

750 000 000 USD

68389XAY1

Oracle Corporation est une multinationale américaine spécialisée dans les systèmes de gestion de bases de données, les logiciels d'entreprise, les systèmes cloud et les services informatiques.

L'obligation Oracle Corp (ISIN : US68389XAY13, CUSIP : 68389XAY1), émise aux États-Unis pour un montant total de 750 000 000 USD, avec un prix actuel au marché de 100,002%, un taux d'intérêt de 0%, une taille minimale d'achat de 2000 unités, une maturité le 08/10/2019 et une fréquence de paiement de 2, est arrivée à maturité et a été remboursée.

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Table of Contents
Filed Pursuant to Rule 424(b)(2)
Registration No. 333-187919
CALCULATION OF REGISTRATION FEE

Proposed
Maximum
Title of Each Class of
Aggregate
Amount of
Securities to be Registered

Offering Price
Registration Fee(1)
Floating Rate Notes due 2017
$ 1,000,000,000
$ 128,800
Floating Rate Notes due 2019
$ 750,000,000
$ 96,600
2.250% Notes due 2019
$ 2,000,000,000
$ 257,600
2.800% Notes due 2021
$ 1,500,000,000
$ 193,200
3.400% Notes due 2024
$ 2,000,000,000
$ 257,600
4.300% Notes due 2034
$ 1,750,000,000
$ 225,400
4.500% Notes due 2044
$ 1,000,000,000
$ 128,800
Total
$10,000,000,000
$1,288,000

(1) Calculated in accordance with Rule 457(r) of the Securities Act of 1933, as amended.

Prospectus Supplement
(To Prospectus dated April 15, 2013)

$10,000,000,000
$1,000,000,000 Floating Rate Notes due 2017
$750,000,000 Floating Rate Notes due 2019
$2,000,000,000 2.250% Notes due 2019
$1,500,000,000 2.800% Notes due 2021
$2,000,000,000 3.400% Notes due 2024
$1,750,000,000 4.300% Notes due 2034
$1,000,000,000 4.500% Notes due 2044

Oracle Corporation is offering $1,000,000,000 aggregate principal amount of Floating Rate Notes due 2017 (the "2017 Floating Rate Notes"), $750,000,000 aggregate principal
amount of Floating Rate Notes due 2019 (the "2019 Floating Rate Notes" and, together with the 2017 Floating Rate Notes, the "Floating Rate Notes"), $2,000,000,000 aggregate
principal amount of 2.250% notes due 2019 (the "2019 Fixed Rate Notes"), $1,500,000,000 aggregate principal amount of 2.800% notes due 2021 (the "2021 Fixed Rate Notes"),
$2,000,000,000 aggregate principal amount of 3.400% notes due 2024 (the "2024 Fixed Rate Notes"), $1,750,000,000 aggregate principal amount of 4.300% notes due 2034 (the
"2034 Fixed Rate Notes") and $1,000,000,000 aggregate principal amount of 4.500% notes due 2044 (the "2044 Fixed Rate Notes" and, together with the 2019 Fixed Rate Notes,
the 2021 Fixed Rate Notes, the 2024 Fixed Rate Notes and the 2034 Fixed Rate Notes, the "Fixed Rate Notes") (col ectively, the "Notes").
The 2017 Floating Rate Notes will bear interest at a floating rate equal to three-month LIBOR plus 0.20% per year, the 2019 Floating Rate Notes will bear interest at a
floating rate equal to three-month LIBOR plus 0.51% per year, the 2019 Fixed Rate Notes will bear interest at the rate of 2.250% per year, the 2021 Fixed Rate Notes will bear
interest at the rate of 2.800% per year, the 2024 Fixed Rate Notes will bear interest at the rate of 3.400% per year, the 2034 Fixed Rate Notes will bear interest at the rate of
4.300% per year and the 2044 Fixed Rate Notes will bear interest at the rate of 4.500% per year. Interest on the 2017 Floating Rate Notes will be payable quarterly on
January 7, April 7, July 7 and October 7, commencing October 7, 2014. Interest on the 2019 Floating Rate Notes will be payable quarterly on January 8, April 8, July 8 and
October 8, commencing October 8, 2014. Interest on the 2019 Fixed Rate Notes will be payable semi-annually on April 8 and October 8, commencing October 8, 2014. Interest on
the 2021 Fixed Rate Notes, 2024 Fixed Rate Notes, 2034 Fixed Rate Notes and 2044 Fixed Rate Notes will be payable semi-annually on January 8 and July 8, commencing
January 8, 2015.
The 2017 Floating Rate Notes will mature on July 7, 2017, the 2019 Floating Rate Notes will mature on October 8, 2019, the 2019 Fixed Rate Notes will mature on October 8,
2019, the 2021 Fixed Rate Notes will mature on July 8, 2021, the 2024 Fixed Rate Notes will mature on July 8, 2024, the 2034 Fixed Rate Notes will mature on July 8, 2034 and the
2044 Fixed Rate Notes will mature on July 8, 2044.
We may not redeem the Floating Rate Notes prior to maturity. We may redeem some or al of the Fixed Rate Notes at any time, each at the applicable redemption prices
indicated under the heading "Description of the Notes--Optional Redemption" beginning on page S-16 of this prospectus supplement.
The Notes will rank equally with all of our other existing and future unsecured and unsubordinated indebtedness from time to time outstanding.

Investing in the Notes involves risks. See "Risk Factors" beginning on page S-9 of this prospectus supplement and see
Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended May 31, 2014, which is
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incorporated by reference herein, for a discussion of certain risks that should be considered in connection with an investment
in the Notes.
Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved of the Notes or determined if this
prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

Public offering
Underwriting
Proceeds, before

price(1)

discount
expenses, to us
2017 Floating Rate Notes

100.000%
0.150%
99.850%
Total
$ 1,000,000,000 $
1,500,000 $
998,500,000
2019 Floating Rate Notes

100.000%
0.250%
99.750%
Total
$
750,000,000 $
1,875,000 $
748,125,000
2019 Fixed Rate Notes

99.888%
0.250%
99.638%
Total
$ 1,997,760,000 $
5,000,000 $
1,992,760,000
2021 Fixed Rate Notes

99.855%
0.300%
99.555%
Total
$ 1,497,825,000 $
4,500,000 $
1,493,325,000
2024 Fixed Rate Notes

99.773%
0.400%
99.373%
Total
$ 1,995,460,000 $
8,000,000 $
1,987,460,000
2034 Fixed Rate Notes

99.960%
0.700%
99.260%
Total
$ 1,749,300,000 $ 12,250,000 $
1,737,050,000
2044 Fixed Rate Notes

99.951%
0.750%
99.201%
Total
$
999,510,000 $
7,500,000 $
992,010,000
Total
$ 9,989,855,000 $ 40,625,000 $ 9,949,230,000
(1) Plus accrued interest, if any, from July 8, 2014, if settlement occurs after that date.
The Notes will be issued in book-entry form only, in denominations of $2,000 and multiples of $1,000 thereafter. The Notes are new issues of securities with no established
trading markets. We do not intend to apply for listing of the Notes on any securities exchange.

The underwriters expect to deliver the Notes to purchasers through the book-entry delivery system of The Depository Trust Company and its participants, including Euroclear
Bank S.A./N.V. and Clearstream Banking, S.A. on or about July 8, 2014, which is the fifth business day fol owing the date of this prospectus supplement.

Joint Book-Running Managers

BofA Merrill Lynch

J.P. Morgan

Wells Fargo Securities
Senior Co-Managers

BNP PARIBAS

Citigroup

Deutsche Bank Securities

RBS
Co-Managers

Barclays

Credit Suisse

HSBC
Mizuho Securities

Morgan Stanley

RBC Capital Markets
Mitsubishi UFJ Securities

Santander

Standard Chartered Bank
SunTrust Robinson Humphrey
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We have not, and the underwriters have not, authorized anyone to provide any information other than that contained or
incorporated by reference in this prospectus supplement, the accompanying prospectus and any free writing prospectus
prepared by or on behalf of us or to which we have referred you. We and the underwriters take no responsibility for, and can
provide no assurance as to the reliability of, any other information that others may give you. We are not, and the underwriters
are not, making an offer of these securities in any jurisdiction where the offer or sale of such securities is not permitted. You
should assume that the information contained in this prospectus supplement, the accompanying prospectus and the documents
incorporated by reference herein or therein is accurate only as of their respective dates. Our business, financial condition,
results of operations and prospects may have changed since those dates.
We expect to deliver the Notes against payment for the Notes on or about the date specified in the last paragraph of the
cover page of this prospectus supplement, which will be the fifth business day following the date of the pricing of the Notes
("T+5"). Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), trades in the
secondary market generally are required to settle in three business days, unless the parties to a trade expressly agree
otherwise. Accordingly, purchasers who wish to trade Notes on the date of pricing or the next succeeding business day will be
required, by virtue of the fact that the Notes initially will settle in T+5, to specify alternative settlement arrangements to
prevent a failed settlement.

TABLE OF CONTENTS

Prospectus Supplement

Page
Cautionary Note on Forward-Looking Statements
ii

About This Prospectus Supplement
iv

Summary
S-1

Risk Factors
S-9

Use of Proceeds
S-12
Capitalization
S-13
Description of the Notes
S-14
Material U.S. Federal Income Tax Consequences
S-21
Underwriting
S-24
Validity of Securities
S-28
Experts
S-28
Where You Can Find More Information
S-28
Prospectus

Oracle Corporation
2

Where You Can Find More Information
3

Cautionary Note on Forward-Looking Statements
4

Use of Proceeds
5

Ratio of Earnings to Fixed Charges
6

Description of Capital Stock
7

Description of Debt Securities
9

Description of Warrants
19
Description of Purchase Contracts
19
Description of Units
19
Forms of Securities
20
Plan of Distribution
22
Validity of Securities
24
Experts
24

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CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS
This prospectus supplement, the accompanying prospectus and documents that are incorporated by reference in this prospectus
supplement contain statements that are not historical in nature, are predictive in nature, or that depend upon or refer to future events or
conditions or otherwise contain forward-looking statements within the meaning of Section 21 of the Exchange Act and the Private
Securities Litigation Reform Act of 1995. These include, among other things, statements regarding:

· our expectation to continue to acquire companies, products, services and technologies;

· our intention that our direct sales force will sell proportionately more of our hardware systems products in the future;

· continued realization of gains or losses with respect to our foreign currency exposures;

· our expectation that our software and cloud business' total revenues generally will continue to increase;

· our belief that software license updates and product support revenues and margins will grow;

· our expectation that our hardware business will have lower operating margins as a percentage of revenues than our

software and cloud business;

· our international operations providing a significant portion of our total revenues and expenses;

· our expectation to continue to make significant investments in research and development and related product opportunities,

including those related to hardware products and services;

· our expectation that future devaluations of the Venezuelan currency will not have a significant impact on our consolidated

financial statements;

· the sufficiency of our sources of funding for acquisitions or other matters;

· our expectation to continue paying comparable cash dividends on a quarterly basis;

· our belief that we have adequately provided for any reasonably foreseeable outcomes related to our tax audits and that any

tax settlement will not have a material adverse effect on our consolidated financial position or results of operations;

· our belief that the outcome of certain legal proceedings and claims to which we are a party will not, individually or in the

aggregate, result in losses that are materially in excess of amounts already recognized, if any;

· our expectation to incur the majority of the remaining expenses pursuant to the Fiscal 2013 Oracle Restructuring Plan

through the end of fiscal 2015 and our expectation to improve efficiencies in our operations that will impact our Fiscal
2013 Oracle Restructuring Plan;

· our expectation that seasonal trends will continue in fiscal 2015;

· our expectation to continue to depend on third party manufacturers to build certain hardware systems products and third

party logistics providers to deliver our products;

· our expectation that to the extent customers renew support contracts or cloud software-as-a-service and platform-

as-a-service contracts, we will recognize revenues for the full contracts' values over the respective renewal periods;

· our ability to predict quarterly hardware systems revenues;

· the timing of customer orders and delays in our ability to manufacture or deliver a few large transactions substantially

affecting the amount of hardware systems products revenues, expenses and operating margins that we will report;
as well as other statements regarding our future operations, financial condition and prospects, and business strategies. Forward-
looking statements may be preceded by, followed by or include the words "expects,"

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"anticipates," "intends," "plans," "believes," "seeks," "estimates," "will," "is designed to" and similar expressions. We claim the
protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 for all
forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future
events. These forward-looking statements are subject to risks, uncertainties, and assumptions about our business that could affect our
future results and could cause those results or other outcomes to differ materially from those expressed or implied in the forward-
looking statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in this
prospectus supplement under the caption "Risk Factors" and in the section entitled "Risk Factors" in our Annual Report on Form
10-K for the fiscal year ended May 31, 2014 (incorporated by reference herein) and as may be updated in filings we make from time
to time with the U.S. Securities and Exchange Commission (the "SEC"), including the Quarterly Reports on Form 10-Q to be filed by
us in our fiscal year 2015, which runs from June 1, 2014 to May 31, 2015.
We have no obligation to publicly update or revise any forward-looking statements set forth in this prospectus supplement, the
accompanying prospectus or the documents incorporated herein by reference, whether as a result of new information, future events or
risks, except to the extent required by applicable securities laws. If we do update one or more forward-looking statements, no
inference should be drawn that we will make additional updates with respect to those or other forward-looking statements. New
information, future events or risks could cause the forward-looking events we discuss in this prospectus supplement, the
accompanying prospectus or the documents incorporated herein by reference not to occur. You should not place undue reliance on
these forward-looking statements, which reflect our expectations only as of the date of this prospectus supplement or the
accompanying prospectus or as of the date of the documents incorporated by reference herein or therein, as applicable.

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ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first is this prospectus supplement, which describes the specific terms of this offering. This
prospectus supplement also incorporates by reference the information described under "Where You Can Find More Information." The
second part is the accompanying prospectus dated April 15, 2013. The accompanying prospectus contains a description of our debt
securities and gives more general information, some of which may not apply to this offering.
If the description of this offering varies between this prospectus supplement and the accompanying prospectus, you should rely
on the information in this prospectus supplement.
Unless otherwise indicated or unless the context requires otherwise, references in this prospectus supplement to
"Oracle," "we," "us" and "our" or similar terms are to Oracle Corporation and its consolidated subsidiaries.

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SUMMARY
The following summary highlights information contained in or incorporated by reference in this prospectus supplement
and the accompanying prospectus. It may not contain all of the information that you should consider before investing in the
Notes. You should carefully read this entire prospectus supplement, as well as the accompanying prospectus and the
documents incorporated by reference herein that are described under "Where You Can Find More Information."
Oracle Corporation
We are the world's largest provider of enterprise software and a leading provider of computer hardware products and
services that are engineered to work together in the cloud and in the data center. Our offerings include Oracle database and
middleware software, application software, cloud infrastructure, hardware systems--including computer server, storage and
networking products--and related services. We develop and maintain our products and services to be enterprise-grade, reliable,
secure and interoperable while offering customers a choice in deployment models that best meet their information technology (IT)
needs. Our customers can subscribe to use many Oracle software and hardware products through our Oracle Cloud offerings, or
purchase our software and hardware products and related services to build their own internal clouds or on-premise IT
environments.
Cloud computing IT environments, including those offered through our Oracle Cloud Software-as-a-Service (SaaS),
Platform-as-a-Service (PaaS) and Infrastructure-as-a-Service (IaaS) offerings, are designed to be attractive and cost-effective
options for our customers as we integrate the software and hardware on the customers' behalf in IT environments that we deploy,
support and manage. We are a leader in the core technologies of cloud computing, including database and middleware software
as well as web-based applications, virtualization, clustering, large-scale systems management and related infrastructure. Our
products and services are the building blocks of our own cloud services, our partners' cloud services and our customers' cloud
IT environments. An important element of our corporate strategy is to deliver reliable, secure and scalable products and services
that are built upon industry standards and are engineered to work both together or independently, regardless of the deployment
model selected.
We believe that our investments in, and continued innovation with respect to, our software and cloud, hardware, and
services businesses are the foundation of our long-term strategic plans. In fiscal 2014, 2013, and 2012 we invested $5.2 billion,
$4.9 billion and $4.5 billion, respectively, in research and development to enhance our existing portfolio of products and services
and to develop new products and services. We have expanded our enterprise-grade cloud computing offerings through our
continued investments in research and development and through targeted acquisitions in order to broaden our Oracle Cloud
offerings. For example, our Oracle Cloud Software-as-a-Service offerings, including our sales, marketing, customer service,
financials, project management, human capital and talent management cloud solutions, among others, enable us to provide IT
functionality that customers can use to manage critical business functions in a rapidly deployable delivery model with lower
upfront customer investment. Certain of our enterprise-grade cloud computing offerings include infrastructure based upon our
Oracle Engineered Systems, including our Oracle Exadata Database Machine, Oracle Exalogic Elastic Cloud and Oracle
SuperCluster products, among others. We designed our Oracle Engineered Systems to combine certain of our hardware and
software offerings to increase computing performance relative to our competitors' products, creating cost efficiencies, time
savings and operational cost advantages for our customers. Our Oracle Engineered Systems provide the core infrastructure for
our own on-premise IT data centers and those of our customers, and for cloud IT environments, including our own Oracle Cloud
services, our partners' cloud services and our customers' cloud environments. We also continue to demonstrate our commitment
to customer choice through ongoing enhancements to our Oracle E-Business Suite, Siebel, PeopleSoft and JD Edwards
application software products and services, amongst others.

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We believe that an active acquisition program is another important element of our corporate strategy as it enhances the
products and services that we can offer to customers, expands our customer base, provides greater scale to accelerate innovation,
grows our revenues and earnings and increases stockholder value. In recent years, we have invested billions of dollars to acquire
a number of companies, products, services and technologies that add to, are complementary to, or have otherwise enhanced our
existing offerings. We expect to continue to acquire companies, products, services and technologies to further our corporate
strategy.
Our software and cloud, hardware systems, and services businesses are divided into certain operating segments. Our
software and cloud business is comprised of three operating segments: (1) new software licenses and cloud software
subscriptions, which includes our SaaS and PaaS offerings, (2) cloud infrastructure-as-a-service and (3) software license updates
and product support. Our hardware systems business is comprised of two operating segments: (1) hardware systems products and
(2) hardware systems support. Our services business is comprised of the remainder of our operating segments and offers
consulting services, enhanced support services and education services. Our software and cloud, hardware systems and services
businesses represented 76%, 14% and 10% of our total revenues, respectively, in fiscal 2014; 75%, 14% and 11% of our total
revenues, respectively, in fiscal 2013; and 72%, 17% and 11% of our total revenues, respectively, in fiscal 2012.
Oracle Corporation was incorporated in 2005 as a Delaware corporation and is the successor to operations originally begun
in June 1977.

Our principal executive offices are located at 500 Oracle Parkway, Redwood City, California 94065, and our telephone
number is (650) 506-7000. We maintain a website at www.oracle.com where general information about us is available. We are
not incorporating the contents of, or the information accessible through, the website into this prospectus supplement or the
accompanying prospectus.

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The Offering
The summary below describes the principal terms of the Notes. Certain of the terms and conditions described below are
subject to important limitations and exceptions. The "Description of the Notes" section of this prospectus supplement and the
"Description of Debt Securities" section of the accompanying prospectus contain a more detailed description of the terms and
conditions of the Notes.

Issuer
Oracle Corporation

Securities Offered
$1,000,000,000 principal amount of Floating Rate Notes due 2017

$750,000,000 principal amount of Floating Rate Notes due 2019

$2,000,000,000 principal amount of 2.250% Notes due 2019

$1,500,000,000 principal amount of 2.800% Notes due 2021

$2,000,000,000 principal amount of 3.400% Notes due 2024

$1,750,000,000 principal amount of 4.300% Notes due 2034

$1,000,000,000 principal amount of 4.500% Notes due 2044

Maturity Dates
July 7, 2017 for the 2017 Floating Rate Notes

October 8, 2019 for the 2019 Floating Rate Notes

October 8, 2019 for the 2019 Fixed Rate Notes

July 8, 2021 for the 2021 Fixed Rate Notes

July 8, 2024 for the 2024 Fixed Rate Notes

July 8, 2034 for the 2034 Fixed Rate Notes

July 8, 2044 for the 2044 Fixed Rate Notes

Original Issue Date
July 8, 2014

Interest Rates
Floating rate equal to three-month LIBOR plus 0.20% for the 2017 Floating Rate
Notes

Floating rate equal to three-month LIBOR plus 0.51% for the 2019 Floating Rate
Notes

Fixed rate of 2.250% for the 2019 Fixed Rate Notes

Fixed rate of 2.800% for the 2021 Fixed Rate Notes

Fixed rate of 3.400% for the 2024 Fixed Rate Notes

Fixed rate of 4.300% for the 2034 Fixed Rate Notes

Fixed rate of 4.500% for the 2044 Fixed Rate Notes

Interest Payment Dates
Each January 7, April 7, July 7 and October 7, beginning on October 7, 2014 for
the 2017 Floating Rate Notes.
Each January 8, April 8, July 8 and October 8, beginning on October 8, 2014 for
the 2019 Floating Rate Notes.
Each April 8 and October 8, beginning on October 8, 2014 for the 2019 Fixed
Rate Notes.
Each January 8 and July 8, beginning on January 8, 2015 for the 2021 Fixed
Rate Notes, 2024 Fixed Rate Notes, 2034 Fixed Rate Notes and 2044 Fixed
Rate Notes.

Ranking
The Notes will be the unsecured senior obligations of Oracle Corporation and
will rank equally with all of its existing and future unsecured senior and
unsubordinated indebtedness from time to time outstanding. All existing and
future liabilities of subsidiaries of Oracle Corporation will be effectively senior
to the Notes.

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As of May 31, 2014, we had approximately $42.9 billion of total liabilities on a
consolidated basis, including $24.2 billion of senior notes outstanding. Of this

amount, subsidiaries of Oracle Corporation had approximately $18.3 billion of
liabilities (including trade payables) to which the Notes will be effectively
subordinated.

Form and Denomination
The Notes of each series will be issued in the form of one or more fully
registered global securities, without coupons, in denominations of $2,000 in
principal amount and multiples of $1,000 in excess thereof. These global notes
will be deposited with the trustee as custodian for, and registered in the name
of, a nominee of The Depository Trust Company, or DTC. Except in the limited
circumstances described under "Description of the Notes--Book-Entry;
Delivery and Form; Global Note," Notes in certificated form will not be issued
or exchanged for interests in global securities.

Governing Law
New York

Use of Proceeds
The net proceeds of this offering will be used for general corporate purposes,
which may include stock repurchases, payment of cash dividends on our
common stock, future acquisitions, including our pending acquisition of
MICROS Systems, Inc., and repayment of indebtedness, including repayment of
the 3.75% senior notes due July 2014 ($1.50 billion principal amount
outstanding). See "Use of Proceeds" in this prospectus supplement.

Further Issuances
Oracle Corporation may create and issue further notes of a series ranking
equally and ratably with the applicable series of Notes offered by this
prospectus supplement in all respects, so that such further notes of each series
will be consolidated and form a single series with the applicable series of
Notes offered by this prospectus supplement.

Sinking Fund
None

Optional Redemption
Oracle Corporation may not redeem the Floating Rate Notes prior to maturity.
Oracle Corporation may redeem some or all of the Fixed Rate Notes at any time
at the applicable redemption prices indicated under the heading "Description of
the NotesOptional Redemption."

Trading
The Notes are new issues of securities with no established trading markets. We
do not intend to apply for listing of the Notes on any securities exchange. The
underwriters have advised us that they intend to make a market in each series of
the Notes, but they are not obligated to do so and may discontinue market-
making at any time without notice. See "Underwriting" in this prospectus
supplement for more information about possible market-making by the
underwriters.

Trustee
The Bank of New York Mellon Trust Company, N.A. is the trustee.

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