Exhibit 5.1
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 | | Oracle Corporation | | 500 Oracle Parkway Redwood Shores California 94065 | | phone 650.506.7000 |
April 25, 2014
Oracle Corporation
500 Oracle Parkway
Redwood City, California 94065
Ladies and Gentlemen:
I am Vice President, Associate General Counsel and Assistant Secretary of Oracle Corporation (the “Company”), and I offer this opinion in connection with the Registration Statement on Form S-8 (the “Registration Statement”) to be filed with the Securities and Exchange Commission on or about April 25, 2014, in connection with the registration under the Securities Act of 1933, as amended, of 673,033 shares of the Common Stock of the Company, par value $0.01 (the “Shares”) issuable pursuant to equity awards assumed by the Company pursuant to the terms of the Agreement and Plan of Merger dated as of February 20, 2014 (the “Merger Agreement”), by and among the Company, OC Acquisition LLC, Blue Kai, Inc. (“Blue Kai”) and certain other parties thereto. Pursuant to the Merger Agreement, the Company assumed outstanding equity awards of Blue Kai under the Blue Kai, Inc. 2007 Stock Plan and the TrackSimple, Inc. 2008 Equity Incentive Plan (each, a “Plan”).
I have examined such documents and such matters of fact and law as I have deemed necessary to examine relating to the issuance of the Shares. It is my opinion that the Shares, when delivered pursuant to the terms of the applicable Plan, will be validly issued, fully paid and nonassessable.
I consent to the use of this opinion as an exhibit to the Registration Statement and further consent to all references to myself in the Registration Statement and any amendments thereto.
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| Sincerely, |
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/s/ Brian S. Higgins |
| Brian S. Higgins |
| Vice President, Associate General Counsel and Assistant Secretary |
