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Technology Stocks : Cisco Systems, Inc. (CSCO)
CSCO 77.95+0.2%Dec 5 9:30 AM EST

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To: Eric who wrote (11183)12/23/1997 3:50:00 PM
From: Sonki  Read Replies (1) of 77400
 
eric, what does this mean? would this cause the stock to be diluted 424B1 for CISCO SYSTEMS INC filed on

Filed Pursuant to Rule 424(b)
File No. 333-17839

1,088,784 SHARES

CISCO SYSTEMS, INC.
COMMON STOCK

-----------------------

This Prospectus relates to the public offering, which is not being
underwritten, of 1,088,784 shares of Common Stock, no par value per share, of
Cisco Systems, Inc. ("Cisco", the "Company" or the "Registrant"). All 1,088,784
shares (the "Shares") may be offered 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"). All of the Shares were originally issued
by the Company in connection with the acquisition by statutory merger of NETSYS
Technologies, Inc. ("Netsys"), by and through a merger of Netsys with and into
the Company. The Shares were issued pursuant to an exemption from the
registration requirements of the Securities Act of 1933, as amended (the
"Securities Act"), provided by Section 4(2) thereof. The Shares are being
registered by the Company pursuant to section 1.10 of the Agreement and Plan of
Reorganization between Cisco and Netsys.

The Shares may be offered by the Selling Shareholders from time to time
in transactions in the over-the-counter market, in negotiated transactions, or a
combination of such methods of sale, at fixed prices which may be changed, at
market prices prevailing at the time of sale, at prices related to prevailing
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