May 9, 2006

Cisco announced third quarter fiscal year 2006 financial results. John Chambers, president and CEO had the following to say regarding the company's results and business outlook.

How would you characterize this quarter?

John Chambers: I would characterize the quarter as strong, with record revenues and strong results in orders and earnings per share.

There were a number of major highlights in Q3, but at the very top of the highlights was our balanced performance from a geographic perspective, especially in the U.S. and emerging markets, strong product order growth, our continued strength in the commercial market segment and the advanced technologies, balanced performance across almost all of our key product categories, and continued strong financial results.

Cisco's total revenue of $7.3B resulted in 18% growth year over year and was up 10% relative to Q2. Cisco's revenue growth without Scientific Atlanta was 12% year over year and up 4% sequentially.

Product book to bill was greater than one. Product orders, not including Scientific Atlanta, also grew at the high end of our guidance for the quarter of 10-15%.

It was a record quarter for Cisco from a non-GAAP net income and earnings per share perspective, with non-GAAP net income of $1.8B and earnings per share of $0.29. These non-GAAP results included a favorable foreign tax settlement that was equivalent to approximately $.02 per share. We are pleased with our cash flow from operations which was a solid $2.3B.

And lastly, we are also very pleased with the progress of the combination of Cisco and Scientific Atlanta from an internal, financial, and a customer perspective.

This is the first quarter Cisco's financials included Scientific Atlanta's results. Are you tracking against expectations with Scientific Atlanta, both financially and in terms of overall integration?

John Chambers: During the first two months since the acquisition closed, we are seeing initial success from a customer, industry leadership, and integration perspective with Scientific Atlanta. We are also starting to develop opportunities that neither Scientific Atlanta nor Cisco in its prior form had the opportunity to address both in North America, and especially throughout the rest of the world.

The feedback from many of our global customers continues to be very positive regarding the Scientific Atlanta-Cisco combination, with many of these customers saying that Cisco is very well positioned in data, voice, and mobility convergence, and now we bring the final piece of the quadruple play of video leadership. Scientific Atlanta is one of the few companies in the world that has both the track record and the skill set that we believe make the promise of IP video work in these large implementations.

In a quarter when many of your peers and competitors have struggled, Cisco's results are particularly noteworthy. What are you seeing and experiencing that is unique?

John Chambers: Our vision, strategy and execution are clearly working. Cisco's balanced approach to the market in terms of our four customer segments, core and advanced technologies, business and technology architecture, combined with our five key geographic theaters continues to work very well. These strong results indicate that both our vision of how the industry is going to evolve as well as our strategy has positioned Cisco for continued leadership in the industry.

In very general terms as intelligence moves throughout the network, the network is becoming the primary driver of not only IT, but also all forms of communications. If this is the way the market evolves, and we believe it will, Cisco is very uniquely positioned to lead in both communications and IT enabled by the network.

The momentum we are seeing makes us comfortable that not only are we winning versus most of our competitors in the marketplace, but anticipating and positioning our customers effectively for market transitions. Whether it's convergence of data, voice, video, and mobility, architectural evolutions, or intelligence throughout the network, we believe Cisco is uniquely positioned to enable the future of IT and communications.

That said, we will continue to monitor our peers and the overall market to better understand the concerns they are experiencing.

Cisco experienced very strong growth in the U.S. and Emerging Markets. What trends are you seeing that have spurred this growth?

John Chambers: From a geography perspective, it was probably the quarter of the positive extremes between our largest theater, the U.S. and Canada, and our new Emerging Markets theater.

Our U.S. and Canada theater represented 52% of our business. The following points relating to the U.S. exclude Scientific Atlanta's contribution and are in terms of year over year product order growth.

From a commercial market segment perspective, balance was good among the four U.S. commercial areas. Year over year growth was in the high teens, with good balance among all four commercial areas growing in the range of 15-25% year over year.

From an enterprise perspective our U.S. enterprise areas grew approximately 20% year over year. From a U.S. service provider perspective, Q3 year over year growth was excellent, growing in the high 20s. And Canada had another excellent quarter with year over year order growth in the low 20s.

Our Emerging Markets theater, which represented 10% of our business in terms of product orders, includes four major geographies. 1) Eastern Europe, 2) Latin America, 3) Middle East and Africa, and fourth, Russia and CIS. Q3 continued our stream of seven sequential quarters with order growth of above 30% year over year, with very strong Q3 growth of approximately 40%.

We are off to a good start with the emerging markets concept and commonality of opportunities and issues. The Latin American and Russian areas grew orders approximately 40% each year over year, Eastern Europe grew in the upper teens year over year, while the Middle East and Africa grew over 70% year over year.

Our success in the emerging markets is exceeding even our own optimistic expectations. Our strategy and vision in terms of how these markets are evolving appears to be very effective.

---

Cisco Systems, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per-share amounts)
(Unaudited)

	Three Months Ended		Nine Months Ended
	April 29, 2006	April 30, 2005	April 29, 2006	April 30, 2005
NET SALES:
Product	$ 6,155	$ 5,189	$ 17,183	$ 15,328
Service	1,167	998	3,317	2,892
Total net sales	7,322	6,187	20,500	18,220
COST OF SALES:
Product	2,193	1,697	5,718	5,012
Service	403	355	1,180	1,005
Total cost of sales	2,596	2,052	6,898	6,017
GROSS MARGIN	4,726	4,135	13,602	12,203
OPERATING EXPENSES:
Research and development	1,041	823	3,003	2,439
Sales and marketing	1,547	1,190	4,431	3,452
General and administrative	298	244	858	702
Amortization of purchased intangible assets	99	54	214	171
In-process research and development	88	6	90	20
Total operating expenses	3,073	2,317	8,596	6,784
OPERATING INCOME	1,653	1,818	5,006	5,419
Interest income, net	142	142	464	399
Other income, net	17	8	17	65
Interest and other income, net	159	150	481	464
INCOME BEFORE PROVISION FOR INCOME TAXES	1,812	1,968	5,487	5,883
Provision for income taxes	412	563	1,451	1,682
NET INCOME	$ 1,400	$ 1,405	$ 4,036	$ 4,201
Net income per share:
Basic	$ 0.23	$ 0.22	$ 0.65	$ 0.64
Diluted	$ 0.22	$ 0.21	$ 0.64	$ 0.63
Shares used in per-share calculation:
Basic	6,160	6,435	6,184	6,529
Diluted	6,289	6,541	6,300	6,656

Net income for the third quarter and the first nine months of fiscal 2006 included stock-based compensation expense related to employee stock options and employee stock purchases, net of tax, of $188 and $604, respectively, under SFAS 123(R). There was no stock-based compensation expense related to employee stock options and employee stock purchases under SFAS 123 in fiscal 2005 because the Company did not adopt the recognition provisions of SFAS 123.

ALLOCATION OF STOCK-BASED COMPENSATION EXPENSE RELATED TO EMPLOYEE STOCK OPTIONS AND EMPLOYEE STOCK PURCHASES

The following table summarizes stock-based compensation expense related to employee stock options and employee stock purchases which was allocated as follows (in millions):

	Three Months Ended		Nine Months Ended
	April 29, 2006	April 30, 2005	April 29, 2006	April 30, 2005
Cost of sales - product	$ 11	$ -	$ 41	$ -
Cost of sales - service	28	-	90	-
Stock-based compensation expense included in cost of sales	39	-	131	-
Research and development	86	-	279	-
Sales and marketing	107	-	340	-
General and administrative	29	-	89	-
Stock-based compensation expense included in operating expenses	222	-	708	-
Total stock-based compensation expense related to employee stock options and employee stock purchases	261	-	839	-
Tax benefit	(73)	-	(235 )	-
Stock-based compensation expense related to employee stock options and employee stock purchases, net of tax	$ 188	-	$ 604	-

Net income including pro forma stock-based compensation expense as previously disclosed in Cisco's financial statements footnotes for the third quarter and the first nine months of fiscal 2005 was $1.2 billion or $0.18 per diluted share and $3.4 billion or $0.52 per diluted share, respectively. Please refer to the table on page 9 for a comparison of net income including the effect of stock-based compensation expense. Cisco Systems, Inc.

NON-GAAP CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per-share amounts)
(Unaudited)

	Three Months Ended		Nine Months Ended
	April 29, 2006	April 30, 2005	April 29, 2006	April 30, 2005
NET SALES:
Product	$ 6,155	$ 5,189	$ 17,183	$ 15,328
Service	1,167	998	3,317	2,892
Total net sales	7,322	6,187	20,500	18,220
COST OF SALES:
Product (a),(b),(f)	2,136	1,697	5,631	5,012
Service (a)	375	355	1,090	1,005
Total cost of sales (a),(b),(f)	2,511	2,052	6,721	6,017
GROSS MARGIN (a),(b),(f)	4,811	4,135	13,779	12,203
OPERATING EXPENSES:
Research and development (a),(c),(d)	925	790	2,634	2,362
Sales and marketing (a),(c),(d)	1,431	1,180	4,070	3,414
General and administrative (a),(c),(d)	268	237	765	684
Total operating expenses (a),(c)-(f)	2,624	2,207	7,469	6,460
OPERATING INCOME (a)-(f)	2,187	1,928	6,310	5,743
Interest income, net	142	142	464	399
Other income, net (g)	17	8	17	12
Interest and other income, net (g)	159	150	481	411
INCOME BEFORE PROVISION FOR INCOME TAXES (a)-(g)	2,346	2,078	6,791	6,154
Provision for income taxes (h)	533	582	1,777	1,723
NET INCOME (a)-(h)	$ 1,813	$ 1,496	$ 5,014	$ 4,431
Net income per share:
Basic (a)-(h)	$ 0.29	$ 0.23	$ 0.81	$ 0.68
Diluted (a)-(h)	$ 0.29	$ 0.23	$ 0.80	$ 0.67
Shares used in per-share calculation:
Basic	6,160	6,435	6,184	6,529
Diluted	6,291	6,541	6,287	6,656

Cisco's non-GAAP measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, the above Non-GAAP Consolidated Statements of Operations are not based on a comprehensive set of accounting rules or principles.

A reconciliation between net income on a GAAP basis and non-GAAP net income including items (a) - (h) is provided in a table on page 8.

RECONCILIATION OF GAAP TO NON-GAAP NET INCOME

	Three Months Ended		Nine Months Ended
	April 29, 2006	April 30, 2005	April 29, 2006	April 30, 2005
GAAP net income	$ 1,400	$ 1,405	$ 4,036	$ 4,201
(a) Stock-based compensation expense related to employee stock options and employee stock purchases*	261	-	839	-
(b) Impact to cost of sales from purchase accounting adjustments to inventory	22	-	22	-
(c) Payroll tax on stock option exercises*	8	3	13	7
(d) Compensation expense related to acquisitions and investments*	32	47	102	126
(e) In-process research and development	88	6	90	20
(f) Amortization of purchased intangible assets*	123	54	238	171
(g) (Gain) on publicly traded equity securities	-	-	-	(53)
(h) Income tax effect	(121)	(19)	(326)	(41)
Non-GAAP net income	$ 1,813	$ 1,496	$ 5,014	$ 4,431

For the three month period ended January 28, 2006, non-GAAP net income and non-GAAP net income per share excluded the following items: stock-based compensation expense related to employee stock options and employee stock purchases of $261; payroll tax on stock option exercises of $3; compensation expense related to acquisitions and investments of $30; amortization of purchased intangible assets of $56 million; and income tax effect of ($93).

Note:
* In Q3 FY'06, stock-based compensation expense of $261 was allocated as follows: $39 to cost of sales ($11 to product cost of sales and $28 to service cost of sales), $86 to R&D, $107 to S&M and $29 to G&A. In Q3 FY'06, payroll tax on stock option exercises of $8 and compensation expense related to acquisitions and investments of $32 was allocated as follows: $30 to R&D, $9 to S&M and $1 to G&A. In Q3 FY'05, payroll tax on stock option exercises of $3 and compensation expense related to acquisitions and investments of $47 was allocated as follows: $33 to R&D, $10 to S&M and $7 to G&A. In the first nine months of FY'06, stock-based compensation expense of $839 was allocated as follows: $131 to cost of sales ($41 to product cost of sales and $90 to service cost of sales), $279 to R&D, $340 to S&M and $89 to G&A. In the first nine months of FY'06, payroll tax on stock option exercises of $13 and compensation expense related to acquisitions and investments of $102 was allocated as follows: $90 to R&D, $21 to S&M and $4 to G&A. In the first nine months of FY'05, payroll tax on stock option exercises of $7 and compensation expense related to acquisitions and investments of $126 was allocated as follows: $77 to R&D, $38 to S&M and $18 to G&A. In Q3 of FY'06, amortization of purchased intangible assets of $123 was allocated as follows: $24 to product cost of sales and $99 to operating expenses. In the first nine months of FY'06, amortization of purchased intangible assets of $238 was allocated as follows: $24 to product cost of sales and $214 to operating expenses.

In calculating non-GAAP inventory turns for the third quarter of fiscal 2006 stock-based compensation expense of $39, amortization of purchased intangible assets of $24 and impact to cost of sales from purchase accounting adjustments to inventory of $22 were excluded from cost of sales. In calculating non-GAAP inventory turns for the second quarter of fiscal 2006 stock-based compensation expense of $39 was excluded from cost of sales. In calculating non-GAAP gross margins for the third quarter of fiscal 2006, stock-based compensation expense of $39 was excluded from cost of sales ($11 from product cost of sales and $28 from service cost of sales), and amortization of purchased intangible assets of $24 and impact to cost of sales from purchase accounting adjustments to inventory of $22 were excluded from product cost of sales. In calculating non-GAAP gross margins for the first nine months of fiscal 2006, stock-based compensation expense of $131 was excluded from cost of sales ($41 from product cost of sales and $90 from service cost of sales), and amortization of purchased intangible assets of $24 and impact to cost of sales from purchase accounting adjustments to inventory of $22 were excluded from product cost of sales.

RECONCILIATION OF SHARES USED IN THE CALCULATION OF GAAP TO NON-GAAP DILUTED NET INCOME PER SHARE

	Three Months Ended		Nine Months Ended
	April 29, 2006	April 30, 2005	April 29, 2006	April 30, 2005
Diluted shares used in per-share calculation - GAAP	6,289	6,541	6,300	6,656
Effect of SFAS 123(R)	2	-	(13)	-
Diluted shares used in per-share calculation -- Non-GAAP	6,291	6,541	6,287	6,656

COMPARISON OF NET INCOME INCLUDING THE EFFECT OF STOCK-BASED COMPENSATION EXPENSE RELATED TO EMPLOYEE STOCK OPTIONS AND EMPLOYEE STOCK PURCHASES UNDER SFAS 123(R) and SFAS 123

	Three Months Ended		Nine Months Ended
	April 29, 2006	April 30, 2005	April 29, 2006	April 30, 2005
Net income - as reported for prior periods (1)	N/A	$ 1,405	N/A	$ 4,201
Stock-based compensation expense related to employee stock options and employee stock purchases	(261)	(377)	(839)	(1,265)
Tax benefit	73	151	235	506
Stock-based compensation expense related to employee stock options and employee stock purchases, net of tax (2)	(188)	(226)	(604)	( 759)
Net income, including the effect of stock-based compensation expense (3)	1,400	1,179	4,036	3,442
Diluted net income per share - as reported for prior periods (1)	N/A	$ 0.21	N/A	$ 0.63
Stock-based compensation expense related to employee stock options and employee stock purchases, net of tax, per share (2)	$ (0.03)	$ (0.03)	$ (0.10)	$ (0.11)
Diluted net income per share, including the effect of stock-based compensation expense (3)	$ 0.22	$ 0.18	$ 0.64	$ 0.52

Notes:
(1) Net income and net income per share prior to fiscal 2006 did not include stock-based compensation expense related to employee stock options and employee stock purchases under SFAS 123 because Cisco did not adopt the recognition provisions of SFAS 123.

(2) Stock-based compensation expense and stock-based compensation expense per share prior to fiscal 2006 is calculated based on the pro forma application of SFAS 123 as previously disclosed in Cisco's financial statements footnotes.

(3) Net income and net income per share prior to fiscal 2006 represents pro forma information based on SFAS 123 as previously disclosed in Cisco's financial statements footnotes.

Cisco Systems, Inc.

CONSOLIDATED BALANCE SHEETS

(In millions)
(Unaudited)

	April 29, 2006	July 30, 2005
ASSETS
Current assets:
Cash and cash equivalents	$ 4,237	$ 4,742
Investments	13,946	11,313
Accounts receivable, net of allowance for doubtful accounts of $180 at April 29, 2006 and $162 at July 30, 2005	2,980	2,216
Inventories	1,313	1,297
Deferred tax assets	1,484	1,475
Prepaid expenses and other current assets	1,527	967
Total current assets	25,487	22,010
Property and equipment, net	3,479	3,320
Goodwill	9,186	5,295
Purchased intangible assets, net	2,356	549
Other assets	2,574	2,709
TOTAL ASSETS	43,082	$ 33,883
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$ 837	$ 735
Income taxes payable	1,346	1,511
Accrued compensation	1,431	1,317
Deferred revenue	4,300	3,854
Other accrued liabilities	2,516	2,094
Total current liabilities	10,430	9,511
Long-term debt, less current maturities	6,346	-
Deferred revenue	1,188	1,188
Other long term liabilities	495	-
Total liabilities	18,459	10,699
Minority interest	8	10
Shareholders' equity	24,615	23,174
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$ 43,082	$ 33,883

Note: Long-term investments and the related deferred taxes on unrealized gains and losses on investments as of July 30, 2005 have been reclassified to current assets in order to conform to the current period's presentation

Cisco Systems, Inc.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)
(Unaudited)

	Nine Months Ended
	April 29, 2006	April 30, 2005
Cash flows from operating activities:
Net income	$ 4,036	$ 4,201
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	856	757
Stock-based compensation expense related to employee stock options and employee stock purchases	839	-
Stock-based compensation expense related to acquisitions and investments	75	120
Provision for doubtful accounts	22	3
Provision for inventory	125	161
Deferred income taxes	(79)	216
Tax benefits from employee stock option plans	-	196
Excess tax benefits from stock-based compensation	(385)	-
In-process research and development	90	20
Net (gains) losses and impairment charges on investments	(74)	(83)
Other	31	-
Change in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable	(588)	(407)
Inventories	54	(229)
Prepaid expenses and other current assets	(228)	24
Lease receivables, net	(98)	(123)
Accounts payable	(86)	41
Income taxes payable	273	277
Accrued compensation	65	(213)
Deferred revenue	414	315
Other accrued liabilities	240	(144)
Net cash provided by operating activities	5,582	5,132
Cash flows from investing activities:
Purchases of investments	(17,154)	(15,088)
Proceeds from sales and maturities of investments	14,539	17,147
Acquisition of property and equipment	(595)	(470)
Acquisition of businesses, net of cash and cash equivalents	(5,347)	(611)
Change in investments in privately held companies	(158)	(160)
Purchase of minority interest of Cisco Systems, K.K. (Japan)	(25)	(9)
Other	(31)	92
Net cash (used in) provided by investing activities	(8,771)	901
Cash flows from financing activities:
Issuance of common stock	1,282	592
Repurchase of common stock	(5,478)	(7,743)
Issuance of debt	6,481	-
Excess tax benefits from stock-based compensation	385	-
Other	14	37
Net cash provided by (used in) financing activities	2,684	(7,114)
Net decrease in cash and cash equivalents	(505)	(1,081)
Cash and cash equivalents, beginning of period	4,742	3,722
Cash and cash equivalents, end of period	$ 4,237	$ 2,641

Note: Certain reclassifications have been made to prior period balances in order to conform to the current period's presentation.

Cisco Systems, Inc.

ADDITIONAL FINANCIAL INFORMATION

(In millions)
(Unaudited)

	April 29, 2006	July 30, 2005
CASH AND CASH EQUIVALENTS AND INVESTMENTS
Cash and cash equivalents	$ 4,237	$ 4,742
Fixed income securities	12,860	10,372
Publicly traded equity securities	1,086	941
Total	$ 18,183	$ 16,055
INVENTORIES
Raw materials	$ 164	$ 82
Work in process	336	431
Finished goods:
Distributor inventory and deferred cost of sales	411	385
Manufacturing finished goods	208	184
Total finished goods	619	569
Service-related spares	158	180
Demonstration systems	36	35
Total	$ 1,313	$ 1,297
PROPERTY AND EQUIPMENT, NET
Land, buildings, and leasehold improvements	$ 3,625	$ 3,492
Computer equipment and related software	1,336	1,244
Production, engineering, and other equipment	3,589	3,095
Operating lease assets	143	136
Furniture and fixtures	360	355
	9,053	8,322
Less, accumulated depreciation and amortization	(5,574)	(5,002)
Total	$ 3,479	$ 3,320
LEASE RECEIVABLES, NET (a)
Current	$ 301	$ 248
Noncurrent	398	353
Total	$ 699	$ 601
OTHER ASSETS
Deferred tax assets	$ 856	$ 1,308
Investments in privately held companies	548	421
Income tax receivable	279	277
Lease receivables, net	398	353
Other	493	350
Total	$ 2,574	$ 2,709
DEFERRED REVENUE
Service	$ 3,938	$ 3,618
Product
Unrecognized revenue on product shipments and other deferred revenue	1,145	1,201
Cash receipts related to unrecognized revenue from two-tier distributors	405	223
	1,550	1,424
Total	$ 5,488	$ 5,042
Reported as:
Current	$ 4,300	$ 3,854
Noncurrent	1,188	1,188
Total	$ 5,488	$ 5,042

This executive question and answer document may be deemed to contain forward-looking statements, which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, among other things, statements regarding future events and the future financial performance of Cisco that involve risks and uncertainties. Readers are cautioned that these forward-looking statements are only predictions and may differ materially from actual future events or results due to a variety of factors, including: business and economic conditions and growth trends in the networking industry and in various geographic regions; global economic conditions and uncertainties in the geopolitical environment; overall information technology spending; the growth of the Internet and levels of capital spending on Internet-based systems; variations in customer demand for products and services, including sales to the service provider market; the timing of orders and manufacturing and customer lead times; changes in customer order patterns or customer mix; insufficient, excess or obsolete inventory; variability of component costs; variations in sales channels, product costs or mix of products sold; our ability to successfully acquire businesses and technologies and to successfully integrate and operate these acquired businesses and technologies including the businesses and technologies of Scientific-Atlanta, Inc.; increased competition in the networking industry; dependence on the introduction and market acceptance of new product offerings and standards; rapid technological and market change; manufacturing and sourcing risks, including risks relating to our transition to a new manufacturing model; product defects and returns; litigation involving patents, intellectual property, antitrust, shareholder and other matters; natural catastrophic events; a pandemic or epidemic; achievement of the benefits anticipated from our investments in sales and engineering activities; our ability to recruit and retain key personnel; our ability to manage financial risk; currency fluctuations and other international factors; potential volatility in operating results and other factors listed in Cisco's most recent reports on Form 10-K, 10-Q and 8-K. The financial information contained in this executive question and answer document should be read in conjunction with the consolidated financial statements and notes thereto included in Cisco's most recent report on Form 10-Q and report on Form 8-K filed on February 10, 2006, each as it may be amended from time to time. Cisco's results of operations for the three and nine months ended April 29, 2006 are not necessarily indicative of Cisco's operating results for any future periods. Any projections in this executive question and answer document are based on limited information currently available to Cisco, which is subject to change. Although any such projections and the factors influencing them will likely change, Cisco will not necessarily update the information, since Cisco will only provide guidance at certain points during the year. Such information speaks only as of the date of this executive question and answer document

This executive question and answer document includes non-GAAP net income, non-GAAP net income per share data, non-GAAP shares used in net income per share calculation, non-GAAP inventory turns and other non-GAAP line items from the Non-GAAP Consolidated Statements of Operations, including cost of sales, gross margin, operating expenses (including research and development, sales and marketing, and general and administrative expenses), operating income, other income, net, interest and other income, net, income before provision for income taxes, and provision for income taxes.

These non-GAAP measures are not in accordance with, or an alternative for, generally accepted accounting principles and may be different from non-GAAP measures used by other companies. In addition, these non-GAAP measures and the Non-GAAP Consolidated Statements of Operations are not based on any comprehensive set of accounting rules or principles. Cisco believes that non-GAAP measures have limitations in that they do not reflect all of the amounts associated with Cisco's results of operations as determined in accordance with GAAP and that these measures should only be used to evaluate Cisco's results of operations in conjunction with the corresponding GAAP measures.

Cisco believes that the presentation of non-GAAP net income, non-GAAP net income per share data and non-GAAP shares used in net income per share calculation, when shown in conjunction with the corresponding GAAP measures, provides useful information to investors and management regarding financial and business trends relating to its financial condition and results of operations. In addition, Cisco believes that the presentation of non-GAAP inventory turns provides useful information to investors and management regarding financial and business trends relating to inventory management based on the operating activities of the period presented.

For its internal budgeting process, Cisco's management uses financial statements that do not include stock-based compensation expense related to employee stock options and employee stock purchases, impact to cost of sales from purchase accounting adjustments to inventory, payroll tax on stock option exercises, compensation expense related to acquisitions and investments, in-process research and development, amortization of purchased intangible assets, (gain) loss on publicly traded equity securities and the income tax effects of the foregoing. Cisco's management also uses the foregoing non-GAAP measures, in addition to the corresponding GAAP measures, in reviewing the financial results of Cisco.

Cisco further believes that where the adjustments used in calculating non-GAAP net income and non-GAAP net income per share are based on specific, identified amounts that impact different line items in the Consolidated Statements of Operations (including cost of sales, gross margin, operating expenses (including research and development, sales and marketing, and general and administrative expenses), operating income, other income, net, interest and other income, net, income before provision for income taxes, and provision for income taxes) that it is useful to investors to understand how these specific line items in the Consolidated Statements of Operations are affected by these adjustments. For additional information on the items excluded by Cisco from one or more of its non-GAAP financial measures, and for additional information regarding these non-GAAP measures, we refer you to the Form 8-K regarding the related earnings release furnished May 9, 2006 with the Securities and Exchange Commission.

Copyright© 2006 Cisco Systems, Inc. All rights reserved. Cisco, Cisco Systems and the Cisco Systems logo are registered trademarks or trademarks of Cisco Systems, Inc. and/or its affiliates in the U.S. and certain other countries. All other trademarks mentioned in this document are the property of their respective owners. The use of the word partner does not imply a partnership relationship between Cisco and any other company.