A global investment bank uses the real-time events capability in the Sybase Data Integration Suite to proactively push time-critical data from heterogeneous enterprise databases to messaging architectures. The firm has eliminated the information lags created by batch updates or intermittent polling processes. The real-time solution enables the organization to focus on its risk assessment using real-time events to send a report to the risk management department each time a trade crosses a pre-determined risk limit

Exhibit 10.47

Amendment No. 1
to the
SYBASE, INC. 401(k) PLAN
(October 15, 2004 Restatement)

     Sybase, Inc. (the “Company”), having established the Sybase, Inc. 401(k) Plan (the “Plan”) effective as of January 1, 1987, and amended and restated the Plan on several prior occasions, most recently effective (generally) as of October 15, 2004, hereby again amends the Plan effective March 28, 2005, as follows:

          Section 8.3 of the Plan is amended in its entirety to read as follows:

     8.3 Consent Requirement. If the balance credited to a Member’s Account (to the extent vested) exceeded the Limit as of the Valuation Date that next preceded the date of the distribution, no portion of the Member’s Account shall be distributed before the Member attains (or in the event of his or her death would have attained) Normal Retirement Age, unless the Member or (if the Member is deceased and the Beneficiary is his or her surviving spouse) the Member’s Beneficiary has consented in writing to receive an earlier distribution. For purposes of applying this Section 8.3 and Section 8.6.4, the term “Limit” means $1,000.

     In Witness Whereof, Sybase, Inc., by the officer identified below, has executed this Amendment No. 1 the Sybase, Inc. 401(k) Plan on the date indicated below.

SYBASE, INC.

By: /s/ Dan Carl

Title: Vice President and General Counsel

Dated: March 18, 2005