Mail Stop 4561

      April 25, 2006

Dennis D. Powell
Senior Vice President and
Chief Financial Officer
Cisco Systems, Inc.
170 West Tasman Drive
San Jose, CA 95134-1706

	Re:	Cisco Systems, Inc.
   Form 10-K for the Fiscal Year Ended
   July 30, 2005
		Filed September 19, 2005
Forms 8-K filed August 9, 2005, November 11, 2005, February 7,
2006
and February 24, 2006
		File No. 000-18225

Dear Mr. Powell:

	We have reviewed your response to our letter dated March 7,
2006
in connection with our review of the above referenced filings and
have the following comments.  Please note that we have limited our
review to the matters addressed in the comments below.  We may ask
you to provide us with supplemental information so we may better
understand your disclosure.  Please be as detailed as necessary in
your explanation.  After reviewing this information, we may raise
additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.   Feel free to call us at the telephone numbers listed
at
the end of this letter.

Forms 8-K filed August 9, 2005, November 11, 2005, February 7,
2006
and February 24, 2006

1. Please refer to comment 2 in our letter dated March 7, 2006.
We
have reviewed your response and we continue to believe that your
current presentation of a full non-GAAP Statement of Operations
creates a number of unique non-GAAP measures.  In this regard, we
note in your response that you believe it is appropriate to
describe
the reasons for the usefulness of each of these non-GAAP measures
collectively in a single income statement presentation.  In doing
so,
this income statement would be considered a comprehensive basis of
accounting that is not in accordance with GAAP.  Please revise
your
presentation in future filings to eliminate this presentation or
provide disclosures for each unique non-GAAP measure included in
this
presentation as noted in Question 8 of the Frequently Asked
Questions
Regarding the Use of Non-GAAP Financial Measures.  Further discuss
the nature of each expense excluded from your non-GAAP measures
(stock compensation expense, amortization of intangibles, in
process
research and development etc.) their recurring or non-recurring
nature, their significance to an investor in evaluating the
Company`s
financial condition and/or results of operations and whether they
related to material known trends, events or uncertainties that
must
be disclosed.

      * * * * *

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  Please submit all correspondence and
supplemental
materials on EDGAR as required by Rule 101 of Regulation S-T.  You
may wish to provide us with marked copies of any amendment to
expedite our review.  Please furnish a cover letter with any
amendment that keys your responses to our comments and provides
any
requested information.  Detailed cover letters greatly facilitate
our
review.  Please understand that we may have additional comments
after
reviewing any amendment and your responses to our comments.

	You may contact Patrick Gilmore at (202) 551-3406, Thomas
Ferraro at (202) 551-3225 or me at (202) 551-3730 if you have
questions regarding comments on the financial statements and
related
matters.

							Sincerely,


							Kathleen Collins
							Accounting Branch Chief

Dennis D. Powell
Cisco Systems, Inc.
April 25, 2006
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