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FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LLOYD ROBERT WAYNE

(Last)(First)(Middle)
170 WEST TASMAN DRIVE

(Street)
SAN JOSECA95134

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
CISCO SYSTEMS INC [CSCO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, Worldwide Operations
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock 09/10/2009 M(1)  60,000 A$ 19.59 575,136 D  
Common Stock 09/10/2009 S(1)  60,000 D$ 23 515,136 D  
Common Stock 09/11/2009 F  11,410 (2) D$ 23.01 503,726 D  
Common Stock         1,649 I by Child
Common Stock         1,649 I by Child

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 19.59 09/10/2009 M(1)  60,000  09/02/2004(3)09/02/2012 Common Stock 60,000 $ 0 0 D  
Explanation of Responses:
1. This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on March 17, 2009.
2. Represents shares withheld for payment of tax liability arising as a result of the partial settlement of two (2) restricted stock unit awards originally reported by the reporting person in a Form 3 filed with the Commission on May 1, 2009.
3. The option vested as to twenty percent (20%) of the shares originally granted on the one (1) year anniversary of the grant date, and as to the remaining eighty percent (80%) of the shares thereafter in forty-eight (48) successive equal monthly installments.
/s/ Robert Wayne Lloyd by Evan Sloves, Attorney-in-Fact09/14/2009
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that the undersigned
hereby constitutes and appoints Prat Bhatt, Frank Calderoni, 
Mark Chandler and Evan Sloves, and each of them, his or her 
true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in 
the undersigned's capacity as an officer of Cisco Systems, 
Inc. (the "Company"), any and all Form ID, or Form 3, 4 or 5 
reports required to be filed by the undersigned in accordance 
with Section 16(a) of the Securities Exchange Act of 1934 and 
the rules thereunder with respect to transactions in Cisco 
securities;

(2) do and perform any and all acts for and on behalf 
of the undersigned which may be necessary or desirable to 
complete and execute any such Form ID, or Form 3, 4 or 5 
report and timely file such report with the United States 
Securities and Exchange Commission and any stock exchange or
similar authority; and

(3) take any other action of any type whatsoever in 
connection with the foregoing which, in the opinion of such 
attorney-in-fact, may be of benefit to, in the best interest 
of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf 
of the undersigned, pursuant to this Power of Attorney, shall 
be in such form and shall contain such terms and conditions as 
such attorney-in-fact may approve in his discretion.

The undersigned hereby grants to each such attorney-
in-fact full power and authority to do and perform each and 
every act and thing whatsoever requisite, necessary, and proper 
to be done in the exercise of any of the rights and powers 
herein granted, as fully to all intents and purposes as the 
undersigned might or could do if personally present, with full 
power of substitution or revocation, hereby ratifying and
confirming all that such attorney-in-fact, or his or her 
substitute or substitutes, shall lawfully do or cause to be 
done by virtue of this Power of Attorney and the rights and 
powers herein granted.  The undersigned acknowledges that no 
such attorney-in-fact, in serving in such capacity at the 
request of the undersigned, is hereby assuming, nor is the 
Company hereby assuming, any of the undersigned's responsibilities 
to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and 
effect until the undersigned is no longer required to file Form 3, 
4 or 5 reports with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless earlier 
revoked by the undersigned in a signed writing delivered to the 
foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power 
of Attorney to be executed as of this 14th day of September, 2009.


Signature:     /s/ Robert W. Lloyd
Printed Name:  Robert W. Lloyd

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