News Release

Cisco Systems Reports Fourth Quarter Earnings

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SAN JOSE, California - August 5, 1997 - Cisco Systems, Inc., the worldwideleader in networking for the Internet, today reported its fourth quarter results for the periodending July 26, 1997. Cisco closed its fiscal year with revenue of $6.44 billion, an increaseof 57% over the previous year.

Net sales for the fourth quarter were $1,765.1 million, compared with $1,292.1 million for thesame period last year, an increase of 37%. Pro forma net income, which excludes the write-offof purchased in-process R&D and the realized gain on the sale of an investment discussed below,was $383.2 million or $0.55 per share, compared with pro forma net income of $286.2 million or$0.42 per share for the fourth quarter of 1996, increases of 34% and 31%, respectively.

During July 1997, Cisco completed the acquisitions of Ardent Communications Corp., GlobalInternet Software Group, and Skystone Systems Corp. for a combined purchase price of $305.2million and took a one-time charge of $290.6 million, or $.35 per share on an after-tax basis,as a write-off of in-process R&D. The company also realized a pretax gain of $18.0 millionfrom the sale of a portion of one minority stock investment which, on an after-tax basis,contributed $0.02 per share to net income for the quarter.

Actual net income for the fourth quarter, including the above-mentioned write-off of purchasedin-process R&D and the gain from the sale of the minority stock investment, was $151.0 millionor $0.22 per share, compared with $276.6 million or $0.41 per share in the same period lastyear.

Net sales for fiscal 1997 were $6,440.2 million, compared with $4,096.0 million for the sameperiod last year, an increase of 57%. Pro forma net income, which excludes the write-offs ofin-process R&D from the Netsys, Telebit, Ardent, Global Internet Software, and Skystoneacquisitions and the gain from the sale of the minority stock investment, was $1,413.9 millionor $2.05 per share, versus pro forma net income of $923.0 million or $1.38 per share duringfiscal 1996, increases of 53% and 49%, respectively.

Actual net income for fiscal 1997 was $1,048.7 million or $1.52 per share, versus actual netincome of $913.3 million or $1.37 per share for the same period last year.

The net income per share and number of shares used in per-share calculations for all periodspresented reflect the two-for-one stock split that was effective February 16, 1996.

'We are pleased to report the 30th consecutive quarter of revenue and earnings growth. Weclosed our fiscal year with a 57% increase in revenue over the prior fiscal year and goodmarket share gains in each of our sectors,' said John Chambers, president and CEO of CiscoSystems.

Cisco continues to make strides in providing end-to-end solutions for each of its keymarkets--Enterprise, Service Provider and Small/Medium Business--through internal development,strategic alliances, minority investments and acquisitions.

Cisco emphasized its commitment to strategic alliances by broadening its Microsoft relationshipand announcing a key alliance with Alcatel. This quarter Cisco and Microsoft began additionaljoint development of security standards that will allow users to create secure virtual privatenetworks over public networks, including the Internet. The two companies also announced aco-development effort on Microsofts directory technology.

Ciscos alliance with Alcatel is aimed at offering complete networking solutions totelecommunications carriers and other Internet service providers worldwide. Alcatel willcontribute expertise in public switched networking, high-speed access and voice communications,while Cisco will provide expertise in data communications and Internet technology.

In the enterprise marketplace, Ciscos Catalyst. 5000 family of products continues to gain wideacceptance in the backbone and wiring closet. A notable achievement in this line of businesswas the announcement of the Route Switch Module (RSM) for the Catalyst 5000 series, whichbrings multiprotocol Layer 3 capabilities to the Catalyst family. The RSM allows customers tointegrate Layer 2 and Layer 3 switching while providing full Cisco IOS Software capabilities for essential network services.

Highlights in the service provider area included the announcement of AccessPath, acarrier-class dial access architecture that delivers a complete point-of-presence solution in asingle, integrated system, as well as acquisitions in synchronous optical networking (SONET),voice/data/video integration and asymmetric digital subscriber line (ADSL) technologies.Additionally, Cisco launched its Cisco Powered Network program for service providers.

Cisco continues to gain share in the growing small to medium-sized business space. Key fourthquarter announcements in this area included an acquisition in security and new software toolsdesigned specifically for small office/home office (SOHO) end users that simplify routerinstallation and configuration.

'We continue to see an increasing acceptance of end-to-end networking solutions in all of ourmarkets. Customers are realizing the enhanced productivity, cost of ownership savings andtime-to-market advantages gained through partnering with a single networking vendor and itspartners. This trend, combined with Ciscos leadership in almost all product segments,positions us well as the preferred end-to-end network provider,' concluded Chambers.

Cisco Systems, Inc. (NASDAQ: CSCO) is the worldwide leader in networking for the Internet. Newsand information are available at http://www.cisco.com.

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This release may contain forward-looking statements that involve risks and uncertainties. These statements may differ materially from actual future events or results. Readers arereferred to the documents filed by Cisco with the SEC, specifically the most recent reports onForm 10-K and 10-Q, which identify important risk factors that could cause actual results todiffer from those contained in the forward-looking statements, including potential fluctuationsin quarterly results, dependence on new product development, rapid technological and marketchange, acquisition strategy, manufacturing risks, risks associated with the Internetinfrastructure, volatility of stock price, financial risk management and future growth subjectto risks.

AccessPath and Cisco IOS are trademarks, and Catalyst, Cisco, Cisco Systems, the Cisco Systemslogo and StrataCom are registered trademarks of Cisco Systems, Inc. in the U.S. and certainother countries. All other trademarks mentioned in this document are the property of theirrespective owners.



Pro Forma Statement of Operations Excluding
Purchased R&D, RealizedGain and Merger Related Costs

In thousands, except for per-share amounts

839,499 1,269,839 18,843 458,215 $ 286,216 695,475
Quarters Ended July 26,
1997
Quarters Ended July 28,
1996
Years Ended
July 26,
1997
Years Ended
July 28,
1996
(Unaudited)
Net sales $ 1,765,097 $ 1,292,150 $ 6,440,171 $ 4,096,007
Cost of sales 616,040 452,651 2,241,378 1,409,862
Gross margin 1,149,057 4,198,793 2,686,145
Operating expenses
Research and development 202,095 124,184 698,172 399,291
Sales and marketing 313,479 229,550 1,160,269 726,278
General and administrative 56,425 46,393 204,661 144,270
Total operating expenses 571,999 400,127 2,063,102
Operating income 577,058 439,372 2,135,691 1,416,306
Interest and other income, net 31,254 108,889 64,019
Income before provision for income taxes 608,312 2,244,580 1,480,325
Provision for income taxes 225,075 171,999 830,687 557,336
Net income $ 383,237 $ 1,413,893 $ 922,989
Net income per-share $ .55 $ .42 $ 2.05 $1.38
Shares used in per-share calculations 676,138 689,319 666,586
PRO FORMA ONLY

1 The above pro-forma amounts for the quarter and twelve months ended 7/26/97 have been adjusted to eliminate the quarter one $174,589, the quarter two $43,203 and the quarter four $290,605 charges for the write off of purchased in-process R&D, and the quarter one $55,108, the quarter two $47,299, the quarter three $32,288 and the quarter four $17,994 gain from the sale of a minority stock investment, net of incometax expense (benefit) of $20,390, $17,500, $11,947, and ($40,331) respectively. The pro-forma amounts for the quarter and twelve months ended 7/28/96 exclude $15,500 in merger related costs from the acquisition of StrataCom, Inc.




Condensed Consolidated Statement of Operations

2,686,145 508,397


18,843 442,715 $276,551 $ .41
Quarters Ended July 26,
1997
Quarters Ended July 28,
1996
Years Ended
July 26,
1997
Years Ended
July 28,
1996
(Unaudited)
Net Sales $ 1,765,097 $ 1,292,150 $ 6,440,171 $ 4,096,007
Cost of Sales 616,040 452,651 2,241,378 1,409,862
Gross Margin 1,149,057 839,499 4,198,793
Operating expenses
Research and development 202,095 124,184 698,172 399,291
Sales and marketing 313,479 229,550 1,160,269 726,278
General and administrative 56,425 46,393 204,661 144,270
Merger related costs $ 15,500 $ 15,500
Purchased R and D 290,605
Total operating expenses 862,604 415,627 2,571,499 1,285,339
Operating income 286,453 423,872 1,627,294 1,400,806
Realized gain on sale of investment 17,994 152,689
Interest and other income, net 31,254 108,889 64,019
Income before provision for income taxes 335,701 1,888,872 1,464,825
Provision for income taxes 184,744 166,164 840,193 551,501
Net income 150,957 $1,048,679 $913,324
Net income per-share $ .22 $ 1.52 $1.37
Shares used in per-share calculations 695,475 676,138 689,319 666,586

The net income per share and number of shares used in the per-share calculation for allperiods presented reflect the two-for-one stock split which was effective February 16, 1996.


Condensed Consolidated Balance Sheets

(In thousands)



$ 3,630,232


July 26,
1997
July 28,
1996
Assets
CurrentAssets:
------------
Cash and equivalents $ 269,608 $279,695
Short-term investments 1,005,977 758,489
Accounts receivable, net 1,170,401 622,859
Inventories, net 254,677 301,188
Deferred income taxes 312,132 101,827
Other current assets 88,471 95,582
Total current assets 3,101,266 2,159,640
Investments 1,267,174 832,114
Restricted investments 363,216 228,644
Property and equipment, net 466,352 331,315
Other assets 253,976 78,519
Total assets $ 5,451,984
Liabilities and Shareholder's Equity:
Current Liabilities:
Accounts payable and other accrued expenses $ 863,885 $ 599,459
Income taxes payable 256,224 169,894
Total current liabilities 1,120,109 769,353
Minority interest 42,253 41,257
Shareholder's equity 4,289,622 2,819,622
Total liabilities and shareholder's equity $ 5,451,984 $ 3,630,232


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Cisco IOS is a trademark, and Cisco, Cisco Systems, and the Cisco Systems logo areregistered trademarks of Cisco Systems, Inc. in the U.S. and certain other countries. All othertrademarks mentioned in this document are the property of their respective owners.