<PAGE> 1
PROSPECTUS SUPPLEMENT DATED AUGUST 23, 2000
(TO PROSPECTUS DATED MAY 12, 2000)
169,006 SHARES
[CISCO SYSTEMS LOGO]
COMMON STOCK
This Prospectus Supplement supplements the Prospectus dated May 12, 2000
(the "Prospectus") of Cisco Systems, Inc. ("Cisco" or the "Company") relating to
the public offering, which is not being underwritten, and sale by certain
shareholders of the Company or by pledgees, donees, transferees or other
successors in interest that receive such shares as a gift, partnership
distribution or other non-sale related transfer (the "Selling Shareholders") of
up to 169,006 shares of Cisco's Common Stock, par value $0.001 per share (the
"Common Stock"), who received such shares in connection with the acquisition by
statutory merger of Compatible Systems Corporation. ("Compatible"), by and
through a merger of Compatible with and into the Company. This Prospectus
Supplement should be read in conjunction with the Prospectus, and this
Prospectus Supplement is qualified by reference to the Prospectus except to the
extent that information herein contained supersedes the information contained in
the Prospectus. Capitalized terms used in this Prospectus Supplement and not
otherwise defined herein have the meanings specified in the Prospectus.
SELLING SHAREHOLDER
Recently Matthew L. McConnell transferred 169,006 shares of Common Stock to
Matthew Lee McConnell Charitable Remainder Trust, which transferee was not
specifically named in the Prospectus. The following table provides certain
information with respect to the number of shares of Common Stock beneficially
owned by a shareholder of the Company who was not specifically identified in the
Prospectus as a Selling Shareholder, the percentage of outstanding shares of
Common Stock of the Company this represents and the number of shares of Common
Stock to be registered for sale hereby. The table of Selling Shareholders in the
Prospectus is hereby amended to include Matthew Lee McConnell Charitable
Remainder Trust as a Selling Shareholder.
<TABLE>
<CAPTION>
Number of Number of
Shares Percent of Shares
Beneficially Outstanding Registered for
Name of Selling Shareholder Owned(1) Shares Sale Hereby(1)
--------------------------- ---------- -------------- ----------------
<S> <C> <C> <C>
Matthew Lee McConnell Charitable Remainder Trust 169,006 * 169,006
</TABLE>
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* Represents beneficial ownership of less than 1%.
(1) The registration statement to which the Prospectus and this Prospectus
Supplement relate shall also cover any additional shares of Common Stock
which become issuable in connection with the Shares registered for sale
hereby by reason of any stock dividend, stock split, recapitalization or
other similar transaction effected without the receipt of consideration
which results in an increase in the number of the Company's outstanding
shares of Common Stock.
