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PeopleSoft pulls out of Quest events

January 7, 2004

This is the letter to all Quest members from Barbara L. Schmit, the President of Quest.

Dear Quest Members:

Quest recently received notification that PeopleSoft has withdrawn from participating in next week's Quest Midwest Conference and other Quest activities. PeopleSoft had previously committed to participate in Quest's regional and international conferences throughout January and February. Of course, the door is always open for PeopleSoft to be part of Quest's customer-driven, customer-led events.

Quest will continue to sustain our commitments, regardless of PeopleSoft's level of participation. Lack of participation by PeopleSoft will not diminish the quality of education and networking resources that Quest provides. In fact, with a growing network of more than 15,000 members worldwide, Quest is well positioned to provide value.

I am sure you are wondering why PeopleSoft made this decision. In mid-December, PeopleSoft issued a letter outlining certain conditions for its participation. Quest's Board of Directors -- made up of volunteers from the customer community -- declined. The Quest board believes that the conditions would not serve the best interests of members. At the same time, the board reiterated our request that PeopleSoft participate in the scheduled user events.

PeopleSoft's decision not to participate in these user conferences is extremely disappointing. However, Quest is an independent organization whose role is to provide enhanced value that complements vendor-provided services. Customers indicate that Quest's services are highly valued, appropriate and necessary; thus, Quest user conferences will go on, as will other Quest services that create additional value for PeopleSoft World and EnterpriseOne users.

Quest Midwest (January 12-14 in Chicago) will take place as scheduled, as will Quest SIG Forum, Quest West, Quest Australia & New Zealand and Quest Global Conference. These are just the list of the most current activities -- visit QuestDirect.org for future updates.

During the recent period of change and throughout our more than seven years of existence, Quest has been a solid support and information system for PeopleSoft World and EnterpriseOne users. Quest has been able to achieve these results because of our status as an independent user group, a position that has many benefits and one we wish to maintain.

If you have any questions or comments, please feel free to email questions@questnetx.org. I look forward to seeing you at an upcoming Quest event.

Sincerely,
Barbara L. Schmit
President, Quest
Chief Information Officer, CNT

PeopleSoft, Inc. (Nasdaq: PSFT) today announced that, following its July 18 acquisition of J.D. Edwards & Company, it has purchased all remaining shares not tendered in PeopleSoft's exchange offer. PeopleSoft initially purchased approximately 105 million of J.D. Edwards outstanding shares through PeopleSoft's exchange offer for J.D. Edwards common stock on July 17, 2003. The consideration to be paid for each remaining J.D. Edwards share will be $7.05 in cash plus 0.43 of a share of PeopleSoft common stock. Any fractional shares will be paid in cash.

"Over the last month we have moved rapidly to integrate the two companies," said PeopleSoft President and CEO Craig Conway. "During that time, customer response has been outstanding and employees have been energized. I am more confident than ever that this combination will result in enhanced value for shareholders."

PeopleSoft acquired a controlling stake in J.D. Edwards this month and expects to acquire the remaining shares not tendered in the offer by the end of August.

PeopleSoft said that under the final proration, J.D. Edwards shareholders who elected to receive cash will receive $12.48 cash plus 0.1262 PeopleSoft share for each of their shares.

J.D. Edwards shareholders who chose stock will receive 0.8243 PeopleSoft share for each of their shares.

PeopleSoft is the target of a hostile takeover bid by rival Oracle Corp. Oracle said last week its offer would cost about $1 billion more due to the J.D. Edwards acquisition.

Combination Creates World’s Second Largest Enterprise Application Software Company

PeopleSoft, Inc. (Nasdaq: PSFT) and J.D. Edwards & Company (Nasdaq: JDEC) today announced that PeopleSoft has purchased approximately 110 million shares, or 88% of the outstanding shares of J.D. Edwards pursuant to its exchange offer to acquire all of the outstanding shares of J.D. Edwards that expired at 12:00 midnight EDT, Thursday, July 17, 2003. PeopleSoft expects to acquire the remaining shares of J.D. Edwards before the end of August 2003. The companies also announced that Michael Maples, a member of J.D. Edwards’ board of directors, was elected to the board of directors of PeopleSoft.

“Today marks an important milestone in the history of PeopleSoft,” said PeopleSoft President and CEO Craig Conway. “The powerful combination of PeopleSoft and J.D. Edwards creates the second largest enterprise applications software company in the world. The combination expands not only our customer base, product offerings and markets, but also our talent. Our two companies share a high-performance, customer-focused culture and we look forward to welcoming our colleagues at J.D. Edwards to the PeopleSoft team.”

“The combination of J.D. Edwards and PeopleSoft is the culmination of the J.D. Edwards strategic plan to create significant value for all of our stakeholders,” said J.D. Edwards Chairman, President and CEO Bob Dutkowsky. “With the resources of the combined company, we will continue to make our customers stronger and solve their most pressing business problems. We’re combining two extraordinary and highly complementary companies that together will set a new standard in serving the needs of enterprise application software customers.”

The transaction is expected to be significantly accretive to PeopleSoft's 2004 earnings per share on an adjusted basis excluding amortization associated with acquired intangibles, the write-down of deferred revenue and other purchase accounting adjustments.

As previously announced, J.D. Edwards stockholders who tendered into the exchange offer will receive the value of $14.7384 in cash, PeopleSoft stock or a combina tion of cash and stock for each share of J.D. Edwards common stock. J.D. Edwards stockholders who did not tender their shares will receive $7.05 in cash plus 0.43 of a PeopleSoft common share for each J.D. Edwards share.

Payment for shares properly tendered and accepted will be made as promptly as practical and, in the case of shares tendered by guaranteed delivery procedures, promptly after delivery of shares and required documentation. PeopleSoft does not expect to determine preliminary proration factors until guaranteed deliveries have been completed and tenders have been checked for accuracy and completeness, a process that is expected to be completed by July 25, 2003.

PeopleSoft (Nasdaq: PSFT) is the world's leading provider of application software for the real-time enterprise. PeopleSoft pure internet software enables organizations to reduce costs and increase productivity by directly connecting customers, suppliers, partners and employees to business processes on- line, in real time. PeopleSoft's integrated, best- in-class applications include Customer Relationship Management, Supply Chain Management, Human Capital Management, Financial Management and Application Integration. Today more than 5,200 organizations in 140 countries run on PeopleSoft software. For more information, visit us at www.peoplesoft.com.

J.D. Edwards (Nasdaq: JDEC) makes customers stronger, enabling them to solve their most important business challenges. The company offers collaborative enterprise software as well as consulting, education and support services. J.D. Edwards' offerings are differentiated by a deeply ingrained attitude of listening to customers, innovating on their behalf, and delivering solutions as part of a results-oriented relationship. Founded in 1977 and headquartered in Denver, J.D. Edwards focuses on long-term business partnerships and helping its 6,700 customers in more than 110 countries collaborate electronically to manage their business processes, supply chains, enterprise assets, and supplier and customer relationships. For more information: www.jdedwards.com or 1-800-727-5333.

This press release was issued by PeopleSoft, Inc. and J.D. Edwards & Company on July 18, 2003. PeopleSoft commenced an exchange offer and filed a Schedule TO and a registration statement on Form S-4 with the SEC on June 19, 2003 with respect to the proposed acquisition of J.D.Edwards by PeopleSoft. Solicitations and exchanges of J.D. Edwards stock in connection with that acquisition will only be made pursuant to the Offer to Exchange or other materials filed by PeopleSoft with the SEC. PeopleSoft also filed a Solicitation/Recommendation Statement on Schedule 14D-9 containing its recommendation regarding Oracle's tender offer for all
outstanding shares of PeopleSoft common stock.

J.D. Edwards filed a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC on June 19, 2003 containing its recommendation regarding PeopleSoft's tender offer for all outstanding shares of J.D. Edwards common stock.

Documents filed by PeopleSoft with the SEC may be obtained without charge at the SEC’s website at www.sec.gov and at PeopleSoft's website at www.peoplesoft.com. Documents filed by J.D. Edwards with the SEC may be obtained without charge at the SEC’s website and at J.D. Edwards' website at www.jdedwards.com. Stockholders should read these documents and any amendments thereto because they contain important information.

Forward-Looking Statement This press release may contain forward- looking statements. These statements reflect PeopleSoft’s and J.D. Edwards' current beliefs and are based on information currently available to PeopleSoft and J.D. Edwards. These statements are only predictions and actual results may differ materially. For a more detailed discussion of information regarding risks that may affect PeopleSoft’s or J.D. Edwards' operating results, please refer to the respective companies' most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Additional risks, assumptions and uncertainties relating to the proposed acquisition of J.D. Edwards and to Oracle’s tender offer are set forth in the companies' most recent filings with the SEC. All forward-looking statements are qualified by these cautionary statements and are made only as of the date they are made. Neither PeopleSoft nor J.D. Edwards undertakes any obligation to update or revise these forward- looking statements.

PeopleSoft® and the PeopleSoft logo are registered trademarks of PeopleSoft, Inc. J.D. Edwards® and the J.D. Edwards logo are registered trademarks of J.D. Edwards & Company.