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^*

DOW STEPHEN M

(Last)

(First)

(Middle)

C/O SEVIN ROSEN FUNDS

13455 NOEL ROAD, SUITE 1670

(Street)

DALLAS

75240

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CITRIX SYSTEMS INC [ CTXS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
10/19/2007

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	10/19/2007		A		1,690,211	A	⁽¹⁾	1,690,211⁽¹⁾	I	See Footnote 1
Common Stock	10/19/2007		A		33,613	A	⁽²⁾	33,613⁽²⁾	I	See Footnote 2
Common Stock								259,016⁽³⁾	I	See Footnote 3
Common Stock								2,500	D

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)

Explanation of Responses:

1. Represents 1,690,211 of such common shares held by Sevin Rosen Fund IX L.P.("SRF IX"). Received in exchange for 4,160,536 shares of XenSource, Inc. ("XenSource") common stock in connection with the merger of XenSource into Citrix Systems, Inc. ("Citrix"). On the effective date of the acquisition, the closing price of Citrix's common stock was $39.65. The issuance of such shares was approved by the Board of Directors of Citrix pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended. Dow is a managing member of SRB Associates IX L.L.C.the general partner of SRB Associates IX L.P., the general partner of SRF IX, and may be deemed to beneficially own the Citrix shares held by SRFIX. Dow disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

2. Represents 33,613 of such common shares held by Sevin Rosen IX Affiliates Fund L.P.("SRIX AFF"). Received in exchange for 82,744 shares of XenSource, Inc. ("XenSource") common stock in connection with the merger of XenSource into Citrix Systems, Inc. ("Citrix"). On the effective date of the acquisition, the closing price of Citrix's common stock was $39.65. The issuance of such shares was approved by the Board of Directors of Citrix pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended. Dow is a managing member of SRB Associates IX L.L.C.the general partner of SRB Associates IX L.P., the general partner of SRIX AFF, and may be deemed to beneficially own the Citrix shares held by SRIX AFF. Dow disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

3. Shares held by the Dow Family Trust. Stephen L. Dow ("Dow") is a trustee and beneficiary of the Dow Trust.

	John V. Jaggers, As Attorney-In-Fact	10/23/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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