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Tuesday, December 12, 2006

ORCL: Oracle Assumes Ownership of Stellent, Inc.

Oracle Corporation today announced that Stellent, Inc. shareholders tendered approximately 28.8 million shares (including shares tendered by notice of guaranteed delivery), representing approximately 92 percent of Stellent's outstanding common stock, pursuant to Oracle's tender offer for all of the outstanding common stock of Stellent which expired at 12:00 midnight, New York City time, on Monday, December 11, 2006. Oracle has accepted for payment all shares tendered in the offer.

Additionally, Oracle will designate seven representatives to serve on Stellent's board of directors, giving Oracle majority board representation. One of the current Stellent board members will remain on the Stellent board until the merger between the companies is completed.

The completion of the tender offer is the first step in Oracle's two-step acquisition of Stellent. The second and final step, the merger of Stellent with an Oracle subsidiary, is expected to occur within the next several days. All remaining outstanding Stellent shares, other than those held by shareholders who properly perfect dissenters' rights under Minnesota law, will be converted into the right to receive $13.50 per share, net to the seller in cash without interest, less any required withholding taxes.Following the merger, Stellent will be a wholly-owned subsidiary of Oracle.

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