ASCENTIAL SOFTWARE CORPORATION
         PRO FORMA UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS (1)
                    (In thousands, except per share data)

                                  Three Months Ended September 30, 2003

                            Total      Transaction    Other Pro
                        Consolidated  & Transition      Forma      Pro Forma
                             GAAP       Expense (2)  Adjustments  Adjusted (4)
                                                         (3)
    NET REVENUES
     Licenses               $22,353           $--          $--       $22,353
     Services                23,536            --           --        23,536
                             45,889            --           --        45,889

    COSTS AND EXPENSES
     Cost of licenses         3,874            --       (1,210)        2,664
     Cost of services        10,331           (53)        (160)       10,118
     Sales and marketing     19,531          (732)         (97)       18,702
     Research and development 6,834          (349)          --         6,485
     General and
      administrative          6,472          (451)         (88)        5,933
     Merger, realignment and
      other charges           1,654        (1,654)          --            --
     In-process research and
      development             2,000            --       (2,000)           --
                             50,696        (3,239)      (3,555)       43,902

    Operating income (loss)  (4,807)        3,239        3,555         1,987

    OTHER INCOME (EXPENSE)
     Interest income          2,719            --           --         2,719
     Interest expense           (58)           --           --           (58)
     Other, net                 576            --           --           576

     INCOME (LOSS) BEFORE
      INCOME TAXES           (1,570)        3,239        3,555         5,224
      Income tax expense
       (benefit)                129           972          467         1,568

     NET INCOME (LOSS)      $(1,699)       $2,267       $3,088        $3,656

     NET INCOME (LOSS) PER
      COMMON SHARE
       Basic                 $(0.03)                                   $0.06
       Diluted               $(0.03)                                   $0.06

     SHARES USED IN PER
      SHARE CALCULATIONS
       Basic                 58,195                                   58,195
       Diluted               58,195                                   59,946

    (1) See Unaudited Consolidated Statements of Operations on a following
        page of this release. Pro forma presentation is not intended to
        replace GAAP presentation.  Pro forma measures are calculated in the
        manner described in this release.

    (2) Pro forma adjustments in this column include a) $1.7 million of
        merger, realignment and other charges consisting of severance and
        adjustments to reserves for vacated real estate for the consolidation
        of Ascential offices associated with the Mercator Acquisition, b)
        $1.2 million of transition expenses related to the Mercator
        Acquisition, and c) legacy expenses associated with divested business
        operations.  The adjustments in this column also include the effect of
        an estimated associated tax benefit based on the effective tax rate.

    (3) Other pro forma adjustments consist of a) the write off of in process
        research and development costs related to the Mercator Acquisition,
        and b) $1.2 million, $0.2 million, $0.1 million, and $0.1 million of
        purchased intangible amortization recorded to cost of licenses, cost
        of services, selling and marketing, and general and administrative
        costs, respectively, and the estimated associated tax benefit of these
        adjustments based on the effective tax rate.

    (4) On September 12, 2003, we acquired Mercator Software.  During the
        third quarter, subsequent to the acquisition date, Mercator
        contributed $2.2 million of license revenue, $2.7 million of services
        revenue, $4.1 million of costs and expenses, resulting in $0.8 million
        of operating income, $0.4 million of net income, and $0.01 of net
        income per common share, diluted. These results are included in this
        column.

                        ASCENTIAL SOFTWARE CORPORATION
          UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS (GAAP)(1)
                    (In thousands, except per share data)

                            Three Months Ended          Nine Months Ended
                               September 30,               September 30,
                             2003          2002         2003          2002
    NET REVENUES
     Licenses               $22,353       $14,897      $62,539       $40,764
     Services                23,536        15,315       58,575        38,203
                             45,889        30,212      121,114        78,967

    COSTS AND EXPENSES
     Cost of licenses         3,874         3,675       10,828        14,745
     Cost of services        10,331         9,064       26,406        25,641
     Sales and marketing     19,531        18,298       53,075        57,229
     Research and development 6,834         6,170       17,714        19,277
     General and
      administrative          6,472         8,773       19,843        31,307
     Merger, realignment and
      other charges (2)       1,654         7,704        2,086        19,370
     Write-off of acquired
      in-process research
      and development         2,000            --        2,000         1,170
                             50,696        53,684      131,952       168,739

    Operating loss           (4,807)      (23,472)     (10,838)      (89,772)

    OTHER INCOME (EXPENSE)
     Interest income          2,719         4,100        8,934        15,561
     Interest expense           (58)          (39)         (88)          (78)
     Adjustment to gain on
      sale of database
      business                   --        (1,394)          --         6,240
     Litigation settlement
      income                     --            --           --         3,127
     Other, net                 576          (872)         652        (3,070)

    INCOME (LOSS) BEFORE
     INCOME TAXES            (1,570)      (21,677)      (1,340)      (67,992)
     Income tax expense
      (benefit)                 129        (5,420)         198       (14,587)

    NET INCOME (LOSS)       $(1,699)     $(16,257)     $(1,538)     $(53,405)

    NET INCOME (LOSS) PER
     COMMON SHARE (3)
     Basic                   $(0.03)       $(0.27)      $(0.03)       $(0.85)
     Diluted                 $(0.03)       $(0.27)      $(0.03)       $(0.85)

    SHARES USED IN PER SHARE
     CALCULATIONS (3)
     Basic                   58,195        61,330       58,028        62,842
     Diluted                 58,195        61,330       58,028        62,842

    (1) See pro forma results of operations and related reconciliations to
        GAAP results for the three months ended September 30, 2003 on a prior
        page of this release and reconciliation between GAAP and pro forma
        results for the three months ended September 30, 2002 on a subsequent
        page of this release

    (2) Merger, realignment and other charges principally include severance
        and real estate costs related to the consolidation or elimination of
        offices.  These costs are the result of a realignment of the business
        due to business combinations, a sale of a business or the termination
        of a product line.

    (3) On June 17, 2003 the Company effected a 1-for-4 reverse stock split.
        Accordingly, all share and earnings per share figures have been
        restated as though the reverse split was in effect for all periods
        presented.

                        ASCENTIAL SOFTWARE CORPORATION
               UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
                                (In thousands)

                                                  September 30,   December 31,
                                                       2003           2002
    ASSETS
    CURRENT ASSETS
     Cash and cash equivalents                       $303,344       $216,551
     Short-term investments                           221,383        288,199
     Accounts receivable, net                          38,767         27,112
     Receivable on sale of database business               --        109,200
     Other current assets                              13,596         31,136

    Total current assets                              577,090        672,198

     Property and equipment net                        11,358          5,427
     Software costs, net                               14,502         14,124
     Long-term investments                              2,031            966
     Goodwill and intangible assets, net              350,853        173,740
     Deferred income taxes                             29,789         28,515
     Other assets                                      10,527         11,280

    Total Assets                                     $996,150       $906,250

    LIABILITIES AND STOCKHOLDERS' EQUITY

    CURRENT LIABILITIES
     Accounts payable                                 $12,930         $8,136
     Accrued expenses                                  69,379         23,137
     Accrued employee compensation                     19,904         14,861
     Income taxes payable                              79,313         98,916
     Accrued merger, realignment and other charges     10,023         15,698
     Deferred income taxes                             32,235         33,171
     Deferred revenue                                  43,021         17,666
     Other current liabilities                         14,483            479

    Total current liabilities                         281,288        212,064

    Lease Obligations                                     665             --

    Total Liabilities                                 281,953        212,064

    Total Stockholders' Equity                        714,197        694,186

    Total Liabilities and Stockholders' Equity       $996,150       $906,250

                        ASCENTIAL SOFTWARE CORPORATION
                      SELECTED UNAUDITED REVENUE HISTORY
                                (In millions)

                      Q1    Q2     Q3     Q4   Total    Q1     Q2   (1)Q3
                     2002  2002   2002   2002   2002   2003   2003   2003
    LICENSE
     REVENUE:
     Data
      Integration   $10.7 $15.1  $14.9  $18.8  $59.5  $19.2  $21.0  $22.3
     Content
      Management      0.1    --     --    0.1    0.1     --     --     --
    Total            10.8  15.1   14.9   18.9   59.6   19.2   21.0   22.3

    SERVICES REVENUE:
     Data
      Integration     9.3  12.5   15.1   15.1   52.0   16.0   18.8   23.6
     Content
      Management      0.7   0.4    0.2    0.1    1.4    0.1    0.1     --
    Total            10.0  12.9   15.3   15.2   53.4   16.1   18.9   23.6

    TOTAL:
     Data
      Integration    20.0  27.6   30.0   33.9  111.5   35.2   39.8   45.9
    Content
     Management       0.8   0.4    0.2    0.2    1.5    0.1    0.1     --
    Total           $20.8 $28.0  $30.2  $34.1 $113.0  $35.3  $39.9  $45.9

    % of revenue
     from 10%
     customers in
     the period       11%    --    11%    16%    11%     --    13%     --

    (1) Includes Mercator license revenue of $2.2 million, and services
        revenue of $2.7 million for the period from the date of acquisition,
        September 12, 2003, through September 30, 2003.

 ASCENTIAL SOFTWARE CORPORATION PRO FORMA UNAUDITED CONSOLIDATED STATEMENT OF
             OPERATIONS (1) (In thousands, except per share data)

                                           Three months ended June 30, 2003

                                Total          Pro Forma      Pro Forma
                                 GAAP         Consolidated     Adjusted
                             Adjustments (2)
    NET REVENUES
     Licenses                   $21,016           $  --       $21,016
     Services                    18,913             (81)       18,832
                                 39,929             (81)       39,848
    COSTS AND EXPENSES
     Cost of licenses             3,353           (1,113)       2,240
     Cost of services             8,828             (243)       8,585
     Sales and marketing         16,849               --       16,849
     Research and development     5,510               --        5,510
     General and administrative   6,962           (1,583)       5,379
     Merger, realignment and
      other costs                   432             (432)          --
                                 41,934           (3,371)      38,563
     Operating income (loss)     (2,005)           3,290        1,285
     OTHER INCOME (EXPENSE)
      Interest income             2,903               --        2,903
      Interest expense               (7)              --           (7)
      Other, net                    102               --          102
     INCOME BEFORE INCOME TAXES     993            3,290        4,283
      Income tax expense            298              987        1,285
     NET INCOME                    $695           $2,303       $2,998
     NET INCOME PER COMMON
      SHARE (3)
       Basic                      $0.01                         $0.05
       Diluted                    $0.01                         $0.05

     SHARES USED IN PER SHARE
      CALCULATIONS (3)
        Basic                    58,009                        58,009
        Diluted                  59,059                        59,059

    (1) Pro forma presentation is not intended to replace GAAP presentation.
        Pro forma measures are calculated in the manner described in this
        release.

    (2) Pro forma adjustments represent:
        - revenue and expenses associated with the remaining service
          obligations under content management customer contracts including
          $81 in services revenue, $83 in cost of services and $24 of general
          and administrative costs. The content management product line was
          terminated during the second quarter of 2002.
        - amortization of purchased intangibles including technology and
          customer lists consisting of $1,113 in cost of software and $160 in
          cost of services.
        - general and administrative costs totaling $434 associated with the
          Informix database business sold to IBM in the third quarter of 2001;
          comprised primarily of dispute resolution costs and administrative
          costs associated with the closure of idle database operations.
        - general and administrative costs totaling $1,125 related to the
          settlement of litigation during the quarter.
        - merger, realignment and other costs totaling $432 for adjustments to
          reserves for vacated real estate.
        - the estimated tax benefit of $987 associated with the above
          adjustments based upon the effective tax rate.

    (3) On June 17, 2003 the Company effected a 1-for-4 reverse stock split.
        Accordingly, all share and earnings per share figures have been
        restated as though the reverse split was in effect for all periods
        presented.

                        ASCENTIAL SOFTWARE CORPORATION
         PRO FORMA UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS (1)
                    (In thousands, except per share data)

                             Three Months Ended September 30, 2002
                              Results of
                                Content      Database    Adjustments
                    Total     Management    Transaction   for GAAP   Pro Forma
                Consolidated  Product Line & Transition  Reporting  Continuing
                   GAAP          (2)            (3)       Purposes  Operations
                                                             (4)
    NET REVENUES
     Licenses      $14,897        $(34)           $-          $-     $14,863
     Services       15,315        (175)            -           -      15,140
                    30,212        (209)            -           -      30,003

    COSTS AND EXPENSES
     Cost of
      software       3,675          (7)            -      (1,113)      2,555
     Cost of
      services       9,064        (725)            -        (160)      8,179
     Sales and
       marketing    18,298           -             -           -      18,298
     Research and
      development    6,170        (178)            -           -       5,992
     General and
      administrative 8,773        (370)       (2,503)        (72)      5,828
     Merger,
      realignment
      and other
      charges (5)    7,704           -            -        (7,704)         -
                    53,684      (1,280)       (2,503)      (9,049)    40,852

    Operating loss (23,472)      1,071         2,503        9,049    (10,849)

    OTHER INCOME (EXPENSE)
     Interest income 4,100            -            -           -       4,100
     Interest expense  (39)           -            -           -         (39)
     Adjustment to gain on
      sale of
      database
      business      (1,394)           -        1,394           -           -
     Other, net       (872)           -            -           -        (872)

    INCOME (LOSS) FROM OPERATIONS BEFORE INCOME TAXES,
     excluding charges, related
     tax benefit and
     amortization of
     purchased
     intangibles   (21,677)       1,071        3,897        9,049     (7,660)
        Income tax
        expense
        (benefit)   (5,420)         268          974        2,263     (1,915)

    INCOME (LOSS) FROM OPERATIONS,
     excluding charges and related tax benefit
     and amortization of
     purchased
     intangibles  $(16,257)        $803       $2,923       $6,786    $(5,745)

    LOSS PER COMMON SHARE: (6)
     Excluding charges and
     related tax benefit and
     amortization of purchased
     intangibles   $(0.27)                                            $(0.09)

    NET LOSS PER COMMON SHARE (6)
     Basic and Diluted
                   $(0.27)                                            $(0.17)

    SHARES USED IN
     PER SHARE CALCULATIONS
      Excluding
       charges     61,330                                             61,330
      Basic and
       diluted     61,330                                             61,330