SEC FORM 4

SEC Form 4

FORM 4

UNITED 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
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^*

WOODLE DAVID A

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
C COR NET CORP [ ccbl ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CEO and Chairman

3. Date of Earliest Transaction (Month/Day/Year)
01/09/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/14/2003	07/15/2003	J⁽¹⁾	V	272.665	A	6.1926	9,287.634⁽³⁾	I	By Trust

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 Security	3. 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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock Unit	3.15	01/09/2003	01/14/2003	J⁽⁴⁾	V	870.5362		08/08/1988	08/08/1988	Common Stock	870.5362	$3.15	34,367.9272⁽⁵⁾	I	By Trust
Phantom Stock Unit	4.43	01/24/2003	01/29/2003	J⁽⁴⁾	V	580.8179		08/08/1988	08/08/1988	Common Stock	580.8179	$4.43	34,948.745⁽⁶⁾	I	By Trust
Phantom Stock Unit	4.27	02/05/2003	02/10/2003	J⁽⁴⁾	V	602.6323		08/08/1988	08/08/1988	Common Stock	602.6323	$4.27	35,551.377⁽⁶⁾	I	By Trust
Phantom Stock Unit	3.49	02/20/2003	02/25/2003	J⁽⁴⁾	V	786.4419		08/08/1988	08/08/1988	Common Stock	786.4419	$3.49	$36,337.819⁽⁶⁾	I	By Trust
Phantom Stock Unit	2.87	03/05/2003	03/10/2003	J⁽⁴⁾	V	892.1443		08/08/1988	08/08/1988	Common Stock	892.1443	$2.87	37,229.964⁽⁶⁾	I	By Trust
Phantom Stock Unit	3.21	03/19/2003	03/24/2003	J⁽⁴⁾	V	569.4646		08/08/1988	08/08/1988	Common Stock	569.4646	$3.21	37,799.428⁽⁶⁾	I	By Trust
Phantom Stock Unit	3.35	04/03/2003	04/08/2003	J⁽⁴⁾	V	510.5487		08/08/1988	08/08/1988	Common Stock	510.5487	$3.35	38,309.977⁽⁶⁾	I	By Trust
Phantom Stock Unit	3.54	04/17/2003	04/22/2003	J⁽⁴⁾	V	483.4525		08/08/1988	08/08/1988	Common Stock	483.4525	$3.54	38,793.43⁽⁶⁾	I	By Trust
Phantom Stock Unit	3.5	05/02/2003	05/07/2003	J⁽⁴⁾	V	685.7881		08/08/1988	08/08/1988	Common Stock	685.7881	$3.5	39,479.218⁽⁶⁾	I	By Trust
Phantom Stock Unit	3.18	05/16/2003	05/20/2003	J⁽⁴⁾	V	753.941		08/08/1988	08/08/1988	Common Stock	753.941	$3.18	40,233.159⁽⁶⁾	I	By Trust
Phantom Stock Unit	4.47	05/29/2003	06/03/2003	J⁽⁴⁾	V	511.6829		08/08/1988	08/08/1988	Common Stock	511.6829	$4.47	40,744.842⁽⁶⁾	I	By Trust
Phantom Stock Unit	4.56	06/11/2003	06/16/2003	J⁽⁴⁾	V	527.7587		08/08/1988	08/08/1988	Common Stock	527.7587	$4.56	41,272.6⁽⁶⁾	I	By Trust
Phantom Stock Unit	4.87	06/30/2003	07/03/2003	J⁽⁴⁾	V	469.998		08/08/1988	08/08/1988	Common Stock	469.998	$4.87	41,742.598⁽⁶⁾	I	By Trust
Phantom Stock Unit	6.07	07/16/2003	07/21/2003	J⁽⁴⁾	V	397.331		08/08/1988	08/08/1988	Common Stock	397.331	$6.07	42,139.929⁽⁶⁾	I	By Trust

Explanation of Responses:

1. Shares acquired under C-COR.net Corp.'s qualified (401K) retirement plan.

3. Since the last filing and prior to this reported transaction, indirect beneficial ownership by Trust decreased by 31,998.128 shares because phantom stock units acquired on various dates and at various prices under C-COR.net Corp.'s non-qualified retirement savings and profit sharing plan through 9/30/02 were incorrectly classified and previously reported as stock beneficially owned indirectly by Trust. Also, since the last filing and prior to this reported transaction,indirect beneficial ownership by trust increased by 6,743.194 shares because shares were acquired on various dates and at various prices between 10/01/02 and 6/30/03 under C-COR.net Corp.'s qualified (401K) retirement plan. Direct beneficial ownership totals 33,965 and is unchanged following this transaction.

4. Phantom stock unit acquired under C-COR.net Corp.'s non-qualified retirement savings and profit sharing plan. Due to a change in the nature of the plan effective 1/1/03, and to ensure full disclosure, the Company will consider acquisitions through this plan after 1/31/03 to be mandatory reporting events and will report transactions following each incremental investment going forward.

5. Since the last filing and prior to this reported transaction, indirect beneficial ownership by Trust increased by 33,497.256 due to the corrected reporting of 31,998.128 phantom stock units indicated in Note 1 and the acquisition of 1,499.263 additional phantom stock units on various dates and at various prices between 10/01/02 and 12/31/02 under C-COR.net Corp.'s non-qualified retirement savings and profit sharing plan. Direct beneficial ownership (options)is 852,566 and is unchanged following this transaction.

6. Direct beneficial ownership (options)is 852,566 and is unchanged following this transaction.

	David A. Woodle	07/25/2003
	** Signature of Reporting Person	Date
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