U.S. Securities and Exchange Commission
Washington, D.C.

Litigation Release No. 17860 / November 25, 2002

, Civil Action No. 1 02CV02330 (JDB), (D.D.C.) (November 25, 2002)

, Administrative Proceeding File No. 3-10949 and Securities Exchange Act
Release No. 46896

SEC Files Settled Cease-and-Desist Order Against Siebel Systems, Inc.
Finding that It Violated Regulation FD; Siebel Systems, Inc. Also Agrees to
Pay a $250,000 Civil Penalty

   The Securities and Exchange Commission announced today the filing of a
   civil action against Siebel Systems, Inc. in the U.S. District Court
   for the District of Columbia. The company consented, without admitting
   or denying the Commission's allegations, to pay a $250,000 civil
   penalty. The Commission also announced the filing of a settled
   cease-and-desist order against the company. The Commission's Order
   finds that the company violated Section 13(a) of the Exchange Act and
   Regulation FD and orders the company to cease and desist from
   committing or causing violations of these provisions.

   Regulation FD prohibits issuers from selectively disclosing material,
   nonpublic information to certain persons -- securities analysts,
   broker-dealers, investment advisers and institutional investors --
   before disclosing the same information to the public. The Commission's
   Order finds that, on November 5, 2001, the company's Chief Executive
   Officer disclosed material, nonpublic information to the attendees of
   an invitation-only technology conference in California. At the
   conference, the company's CEO made positive comments about the
   company's business that were based on material, nonpublic information
   and that contrasted with negative statements that he had made about
   the company's business in a public conference call three weeks
   earlier. The public did not have access to the technology conference
   and was unable to benefit from the information that was disclosed at
   the conference.

   Immediately following the disclosures, certain attendees at the
   conference purchased the company's stock or communicated the
   disclosures to others who purchased the stock. On the day of the
   conference, the company's stock price closed approximately 20% higher
   than the prior day's close and the trading volume was more than twice
   the average daily volume. The Order finds that the company's CEO was
   aware that his comments at the conference were based on material,
   nonpublic information. The Order further finds that the company's
   Director of Investor Relations knew that the technology conference

UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934
Release No. 46896 / November 25, 2002

   ADMINISTRATIVE PROCEEDING
   File No. 3-10949
     _________________________________________________________________

   In the Matter of

   SIEBEL SYSTEMS, INC.,

                                Respondent.
     _________________________________________________________________

   ORDER INSTITUTING PROCEEDINGS PURSUANT TO SECTION 21C OF THE
   SECURITIES EXCHANGE ACT OF 1934, MAKING FINDINGS, AND IMPOSING A
   CEASE-AND-DESIST ORDER

                                     I.

   The Securities and Exchange Commission ("Commission") deems it
   appropriate that public administrative proceedings be, and hereby are,
   instituted pursuant to Section 21C of the Securities Exchange Act of
   1934 ("Exchange Act") against Siebel Systems, Inc. (the "Company" or
   "Respondent").

                                    II.

   In anticipation of the institution of these proceedings, Respondent
   has submitted an Offer of Settlement (the "Offer") which the
   Commission has determined to accept. Solely for the purpose of these
   proceedings and any other proceedings brought by or on behalf of the
   Commission, or to which the Commission is a party, and without
   admitting or denying the findings herein, except as to the
   Commission's jurisdiction over it and the subject matter of these
   proceedings, which Respondent admits, Respondent consents to the entry
   of this Order Instituting Proceedings Pursuant to Section 21C of the
   Securities Exchange Act of 1934, Making Findings, and Imposing A
   Cease-and-Desist Order ("Order").

                                    III.

   On the basis of this Order and Respondent's Offer, the Commission
   finds that

                                UNITED STATES DISTRICT COURT
                                  FOR THE DISTRICT OF COLUMBIA


       Securities and Exchange Commission, :
       450 Fifth Street, N.W.                      :
       Washington, D.C. 20549,                     :
                                                   :
                                     Plaintiff,    :
                                                   : Civil Action No. 1:02CV02330 (JDB)
                         v.                        :
                                                   :
       SIEBEL SYSTEMS, INC.,                       :
                                                   :
                                   Defendant.    :



                                                 COMPLAINT
 Plaintiff Securities and Exchange Commission ("Commission") alleges as follows:

                                               JURISDICTION
 I. The Commission brings this action pursuant to the authority conferred upon it by Section
 21(d) of the Securities Exchange Act of 1934 (the "Exchange Act") [15.U.S.C. § 78u(d)].

 II. This Court has jurisdiction pursuant to Sections 21(d)(3) and 27 of the Exchange Act [15
 U.S.C. §§ 78u(d)(3) and 78aa]. Defendant, directly or indirectly, used the means and
 instrumentalities of interstate commerce, or of the mails, or the facilities of a national
 securities exchange, in connection with the acts, practices and courses of conduct alleged
 herein.

 III. Venue is proper in this district pursuant to Sections 21(d)(1) and 27 of the Exchange Act
 [15 U.S.C. §§ 78u(d)(1) and 78aa].

                                                 DEFENDANT

 IV. Siebel Systems, Inc. ("Defendant" or the "Company") is a Delaware corporation with its
 headquarters in San Mateo, California. At all relevant times, the Company's common stock
 was registered with the Commission pursuant to Section 12(g) of the Exchange Act and
 traded on the NASDAQ National Market under the symbol SEBL. The Company is a provider of
 customer relationship management (CRM) software and other business applications.

                                      FACTUAL ALLEGATIONS


V. This matter arises under Regulation FD, 17 C.F.R. § 243.100, et seq., which became
effective on October 23, 2000. Regulation FD prohibits issuers from selectively disclosing
material, nonpublic information to certain persons - securities analysts, broker-dealers,