~~Table~~SECURITIES ofAND ~~Contents~~EXCHANGE COMMISSION

~~SECURITIES~~Washington, ~~AND~~D.C. ~~EXCHANGE COMMISSION~~20549

~~Washington,~~FORM ~~D.C. 20549~~8-K

~~FORM~~CURRENT ~~8-K~~REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

~~CURRENT~~April 6, ~~REPORT~~2005 ~~PURSUANT TO SECTION 13 OR 15(d) OF THE~~ ~~SECURITIES EXCHANGE ACT OF 1934~~

~~February 28, 2005~~ Date of report (Date of earliest event reported)

RETEK INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	0-28121	51-0392671
(State of Incorporation)	(Commission File Number)	(I.R.S. Employer ~~Identification No.)~~
		Identification No.)

Retek on the Mall 950 Nicollet Mall Minneapolis, Minnesota		55403
Retek on the Mall
950 Nicollet Mall
Minneapolis, Minnesota		55403
(Address of Principal Executive Offices)		(Zip Code)

(612) 587-5000 ~~(Registrant’s Telephone Number, Including Area Code)~~

~~Check~~(Registrant’s ~~the~~Telephone ~~appropriate~~Number, ~~box~~Including ~~below~~Area ~~if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below~~Code):

o Check ~~Written~~the ~~communications~~appropriate ~~pursuant~~box tobelow ~~Rule~~if ~~425 under~~ the ~~Securities~~Form ~~Act~~8-K ~~(17~~filing ~~CFR~~is ~~230.425)~~intended ~~o Soliciting material pursuant~~ to ~~Rule~~simultaneously satisfy ~~14a-12 under~~ the ~~Exchange~~filing ~~Act~~obligation ~~(17~~of ~~CFR~~the ~~240.14a-12)~~registrant ounder ~~Pre-commencement~~any ~~communications~~of ~~pursuant to Rule 14d-2(b) under~~ the ~~Exchange~~following ~~Act~~provisions (17see ~~CFR~~General Instruction ~~240~~A.~~14d-~~2~~(b))~~. ~~o Pre-commencement communications pursuant to Rule 13e-4(c~~below) ~~under the Exchange Act (17 CFR 240.13e-4(c))~~:

~~TABLE~~o Written OFcommunications ~~CONTENTS~~pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

~~Item~~o Soliciting ~~1.01.~~material ~~Entry~~pursuant ~~Into~~to ARule 14a-12 ~~Material~~under ~~Definitive~~the ~~Agreement.~~Exchange ~~Item~~Act ~~9.01.~~(17 ~~Financial~~CFR ~~Statements and Exhibits~~240. ~~SIGNATURES EXHIBIT INDEX Amendment and Plan of Merger Joint Press Release~~14a-12)

~~Table~~o Pre-commencement ofcommunications ~~Contents~~pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

~~Item~~o ~~1.01. Entry~~Pre-commencement ~~Into~~communications Apursuant ~~Material~~to ~~Definitive~~Rule 13e-4(c) ~~Agreement~~under the Exchange Act (17 CFR 240.13e-4(c))

~~On February~~Item ~~28, 2005, Retek Inc~~5. ~~(“Retek”) entered into an Agreement and Plan of Merger with SAP America, Inc~~01. ~~(“SAP~~Changes ~~America”),~~in ~~and~~Control ~~a wholly owned subsidiary~~ of ~~SAP America, providing for the merger of that subsidiary with and into Retek~~Registrant. ~~Following consummation of the merger, Retek will be~~ ~~a wholly owned subsidiary of SAP America.~~

~~Under~~On ~~the~~March 9, ~~terms~~2005, ofRuby ~~the~~Merger ~~merger agreement~~Corp., ~~SAP~~a ~~America~~Delaware ~~has~~corporation ~~agreed~~(“Ruby toMerger ~~make~~Corp.”) and wholly-owned subsidiary of Oracle Corporation, a ~~cash~~Delaware corporation (“Oracle”), commenced a cash tender offer ~~for~~ to acquire all ~~outstanding~~of the shares of ~~Retek~~ common stock atof Retek Inc., a Delaware corporation (“Retek”), par value $80.5001 per share (the “Common Stock”). AsOn ~~soon~~March 22, as2005, ~~practicable~~Ruby Merger Corp. ~~following~~amended the ~~completion~~offer ofto increase the ~~offer~~purchase price to $11.25 per share of Common Stock in cash (the “Offer”), ~~SAP~~upon ~~America~~the ~~has~~terms ~~agreed~~and subject to ~~effect~~the conditions disclosed in the ~~merger~~Offer ~~described~~to ~~above.~~Purchase on ~~Upon~~Schedule TO ~~the~~filed ~~consummation~~by ofOracle and Ruby Merger Corp. with the ~~merger~~United States Securities and Exchange Commission on March 9, ~~each~~2005, ~~share~~as ofamended ~~Retek~~or ~~common~~supplemented ~~stock~~from ~~not~~time ~~purchased~~to intime. ~~the~~On ~~offer~~March 22, 2005, ~~will~~Retek beentered ~~converted~~ into ~~the~~an ~~right~~Agreement toand ~~receive~~Plan ~~$8.50~~of ~~per~~Merger ~~share~~(the in“Merger ~~cash~~Agreement”) with Oracle and Ruby Merger Corp.

The Offer expired at 12:00 midnight, New York City time, on April 5, 2005. As of the expiration of the initial offer period, approximately 47,691,776 shares of Common Stock (approximately 83% of Retek’s ~~Board~~outstanding shares of ~~Directors~~Common ~~has~~Stock) ~~approved~~were validly tendered and not withdrawn pursuant to the ~~merger~~Offer ~~agreement~~(including shares tendered by notice of guaranteed delivery) and Ruby ~~unanimously~~Merger ~~recommends~~Corp. ~~that~~has accepted such shares for payment. Together with the 5,500,000 shares of ~~its~~Retek’s ~~stockholders~~outstanding ~~accept~~Common ~~SAP~~Stock ~~America~~previously acquired by Oracle, Oracle now controls approximately 92.6 percent of Retek’s ~~offer~~outstanding stock.

~~The~~Based ~~consummation~~on ofthe ~~each~~per ofshare ~~the~~consideration ~~tender~~of ~~offer~~$11.25 and the ~~merger~~number isof ~~subject~~outstanding toshares ~~customary~~tendered ~~conditions,~~and ~~including~~accepted ~~regulatory~~for ~~approvals.~~purchase, Athe ~~copy~~value of the ~~merger~~shares ~~agreement~~purchased isby ~~filed~~Ruby Merger Corp. as anof ~~exhibit~~April 6, to2005 ~~this~~in ~~report.~~connection ~~Reference~~with the Offer is ~~made~~approximately to$536.5 million. ~~the~~Oracle ~~merger~~and ~~agreement~~Ruby ~~for~~Merger aCorp. used ~~full~~cash ~~statement~~and ofcash equivalents and short-term investments to pay the ~~terms~~offer ~~and~~price for all shares ~~conditions~~tendered ofin the ~~tender~~Offer. ~~offer~~The ~~and~~Offer ~~the~~is ~~merger~~not conditioned upon any financing arrangements.

AnOn ~~additional~~April 6, ~~discussion~~2005, ofOracle issued a press release (the ~~merger~~“Press ~~agreement~~Release”) announcing a subsequent offering period commencing on Wednesday, April 6, 2005 and expiring on Monday, April 11, 2005 at 5:00 p.m., New York City time. During the ~~tender~~subsequent ~~offer~~offering period, Ruby Merger Corp. will accept for payment and promptly pay for Retek shares as they are tendered. Stockholders who tender shares during such period will be paid the ~~merger~~same is$11.25 ~~provided~~per share cash consideration paid during the ininitial offering period. Shares tendered during the ~~parties’~~subsequent ~~joint~~offering ~~press~~period ~~release~~may ofnot ~~February 28,~~be withdrawn. ~~2005,~~Ruby ~~which~~Merger Corp. may extend the subsequent offering period. If the subsequent offering period is ~~attached~~extended, asRuby anMerger ~~exhibit~~Corp. will notify the depositary for the offer and issue a press release prior to ~~this~~9:00 a.m. New York City time on the first business day following the date ~~report~~the subsequent offering period was scheduled to expire.

~~Item 9~~ Pursuant to the terms of the Merger Agreement, Oracle will complete a short-form merger now that it has obtained control of over 90% of Retek’s outstanding shares.01 Ruby Merger Corp. ~~Financial~~ ~~Statements~~will be merged with and ~~Exhibits~~into Retek with Retek as the surviving corporation and a wholly-owned subsidiary of Oracle. Oracle announced in the Press Release that it expects to complete the short-form merger shortly after expiration of the subsequent offering period.

~~(c)~~ The ~~Exhibits~~Press Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

	2	Agreement and Plan of Merger, dated as of February 28, 2005, by and among SAP America, Inc., Sapphire Expansion Corporation, and Retek Inc.
		Retek hereby agrees to furnish supplementally a copy of any omitted schedule or exhibit to the Commission upon request.
	99	Joint Press Release dated February 28, 2005

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

2 On April 6, 2005, John Buchanan, N. Ross Buckenham, Ward Carey, Glen A. Terbeek, and Martin J. Leestma resigned as directors of Retek. Retek’s Board of Directors appointed Safra Catz,

~~Table~~Daniel Cooperman, Lawrence J. Ellison, Jeffrey O. Henley, and Charles E. Phillips, Jr. as directors effective as of ~~Contents~~April 6, 2005. Each of the five new directors was appointed to the audit, nominating and compensation committees of the board of directors.

~~SIGNATURES~~ Pursuant to the Merger Agreement and effective upon acceptance for payment by Ruby Merger Corp. of shares of Retek’s Common Stock pursuant to the Offer, Ruby Merger Corp. was entitled to designate the number of directors on Retek’s Board of Directors that equals the product of the number of directors on Retek’s Board of Directors and the ratio that the number of shares owned by Oracle and Ruby Merger Sub for bears to the total number of shares then outstanding. On April 6, 2005, Ruby Merger Corp. and Oracle owned approximately 92.6% of the outstanding shares of Common Stock.

~~Pursuant~~There toare ~~the~~no ~~requirements~~transactions, ofor ~~the~~proposed ~~Securities~~transactions, ~~Exchange~~during ~~Act~~the oflast ~~1934,~~two ~~the~~years ~~registrant~~to ~~has~~which ~~duly~~Retek ~~caused~~was ~~this~~or ~~report~~is to be ~~signed~~a onparty, ~~its~~in ~~behalf~~which by the ~~undersigned~~new ~~hereunto~~directors ~~duly~~have ~~authorized~~a direct or indirect material interest.

	RETEK INC.
Date: February 28, 2005	/s/ Gregory A. Effertz
	Gregory A. Effertz
	Senior Vice President, Finance & Administration, Chief Financial Officer, Treasurer and Secretary

The Company had entered into Change in Control Agreements with each of Martin J. Leestma, President and Chief Executive Officer of Retek, Gregory Effertz, Chief Financial Officer, Treasurer and Secretary of Retek, Jerome Dolinsky, Senior Vice President, Worldwide Sales, and Thomas F. Carretta, General Counsel (each an “Executive”). Pursuant to each Change in Control Agreement, each Executive’s employment was terminated effective upon the change in control of Retek on April 6, 2005.

3Item 9.01. Financial Statements and Exhibits.

~~Table of Contents~~ (c) Exhibits

~~EXHIBIT~~99.1 ~~INDEX~~ Press Release issued by Oracle Corporation, dated April 6, 2005 (incorporated by reference to Exhibit (a)(5)(x) to Amendment 6 to Schedule TO filed by Oracle Corporation on April 6, 2005)

No.	Description	Manner of Filing
2	Agreement and Plan of Merger, dated as of February 28, 2005, by and among SAP America, Inc., Sapphire Expansion Corporation, and Retek Inc.	Filed Electronically
99	Joint Press Release dated February 28, 2005.	Filed Electronically

SIGNATURES

4 Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


		RETEK INC.

Date: April 8, 2005		/s/ James B. Murdy
		James B. Murdy
		Corporate Controller

EXHIBIT INDEX


No.	Description	Manner of Filing

99.1	Press Release issued by Oracle	Incorporated by Reference
	Corporation, dated April 6,
	2005 (incorporated by reference
	to Exhibit (a)(5)(x) to
	Amendment 6 to Schedule TO
	filed by Oracle Corporation on
	April 6, 2005)

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