Exhibit 99.3


COMPUTER ASSOCIATES CLOSES SALE OF $460 MILLION CONVERTIBLE SENIOR NOTES

ISLANDIA, N.Y., December 11, 2002 - Computer Associates International, Inc.
(NYSE: CA) today announced that it has completed a private placement of $460
million aggregate principal amount of 1 5/8 percent Convertible Senior Notes due
2009, issued pursuant to SEC Rule 144A and offshore under SEC Regulation S.

CA expects to use the net proceeds generated from the offering to refinance
existing indebtedness and for general corporate purposes. In addition, CA used
approximately $73 million of the proceeds to enter into a call spread repurchase
transaction on its common stock to limit potential dilution from conversion of
the Notes. The call spread effectively provides full protection from dilution up
to $30 per share, or just over 100% of the price of the stock on the pricing
date.

"Over the past year, we have taken significant steps to reduce our debt load and
strengthen our cash position," said Sanjay Kumar, CA chairman and CEO. "While we
were prepared to retire debt due over the next six months through existing
cash-on-hand and cash flow generation, we have taken advantage of favorable
market conditions to build cash and to position CA to invest aggressively in its
businesses and to better serve customers, grow revenue and increase market
share."

The securities to be offered have not been registered under the Securities Act
of 1933, as amended, or any state securities laws, and unless so registered, may
not be offered or sold in the United States except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements of the
Securities Act and applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of
an offer to buy any security and shall not constitute an offer, solicitation or
sale in any sale in any jurisdiction in which such offer, solicitation or sale
is unlawful.

About Computer Associates

Computer Associates International, Inc. (NYSE: CA) delivers The Software That
Manages eBusiness. CA's world-class solutions address all aspects of eBusiness
management through industry-leading brands: Unicenter for infrastructure
management, eTrust for security management, BrightStor for storage management,
CleverPath for portal and business intelligence, AllFusion for application life
cycle management, Advantage for data management and application development, and
Jasmine for object-oriented database technology. Founded in 1976, CA serves
organizations in more than 100 countries, including 99 percent of the Fortune
500 companies. For more information, visit http://ca.com.

Cautionary Statement: CA's statements in this press release that are not
historical facts and that relate to future plans or events are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements include CA's intention to raise proceeds
through the offering and sale of convertible senior notes, the intended use of
proceeds and the anticipated terms of such notes. There can be no assurance that
CA will complete the offering on the anticipated terms or at all. CA's ability
to complete the offering will depend, among other things, on market conditions.
CA's actual results could differ materially from those projected or forecasted
in the forward-looking statements. Important factors that could cause actual
results to differ materially include: risks and instability associated with
changes in the company's business model; risks associated with changes in the
way in which the company accounts for license revenue; the difficulty of making
financial projections resulting from the significant percentage of CA's
quarterly contracts consummated in the last few days of the quarter; the
emergence of new competitive initiatives resulting from rapid technological
advances or changes in pricing in the market; market acceptance of new products
and services and continued acceptance of existing products and services; risks
associated with the entry into new markets; the risks associated with
integrating acquired businesses and technologies; the effects of war or acts of
terrorism; dependency on large dollar licensing transactions; the outcome of
pending or future governmental inquiries; delays in product delivery; reliance
on mainframe capacity growth; the ability to recruit and retain qualified
personnel; business conditions in the distributed






systems and mainframe software and hardware markets; uncertainty and volatility
associated with Internet and eBusiness related activities; use of software
patent rights to attempt to limit competition; adverse results of litigation;
fluctuations in foreign currency exchange rates and interest rates; the
volatility of the international marketplace; uncertainties relative to global
economic conditions; and other risks described in filings with the Securities
and Exchange Commission, which are available at www.sec.gov. CA assumes no
obligation to update the information in this press release.




(C)2002 Computer Associates International, Inc. One Computer Associates Plaza,
Islandia, N.Y. 11749. All trademarks, trade names, service marks, and logos
referenced herein belong to their respective companies.