8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 ---------------

                                    FORM 8-K

                                 CURRENT REPORT
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


 Date of Report (Date of earliest event reported):  FEBRUARY 16, 2000



                               CISCO SYSTEMS, INC.
               (Exact name of registrant as specified in charter)

                                                                        
       CALIFORNIA                               0-18225                           77-0059951
(State or other jurisdiction                 (Commission                       (IRS Employer
      of incorporation)                      File Number)                     Identification No.)



                                                                   
170 WEST TASMAN DRIVE, SAN JOSE, CALIFORNIA                           95134-1706
     (Address of principal executive offices)                         (Zip Code)




Registrant's telephone number, including area code:  (408) 526-4000

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ITEM 5. OTHER EVENTS

On February 16, 2000 Cisco Systems, Inc. ("Cisco") announced it had completed
the acquisition of the optical systems business of Pirelli S.p.A ("Pirelli") of
Milan, Italy, pursuant to a Share Purchase Agreement, dated as of December 20,
1999 (the "Agreement"), as amended, by and among Cisco, Pirelli and certain
affiliates of Cisco and Pirelli.


Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (a)  Exhibits.



Exhibit No.       Description
               
99.1              Press Release of Registrant, dated February 16, 2000, announcing the
                  completion of the acquisition of optical systems business of Pirelli S.p.A.


                  [Remainder of page intentionally left blank]



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                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.



                                      CISCO SYSTEMS, INC.



Dated:  February 16, 2000             By: /s/ LARRY R. CARTER
                                         ---------------------------------------
                                         Larry R. Carter, Senior Vice President,
                                         Finance and Administration,
                                         Chief Financial Officer and Secretary


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                                  EXHIBIT INDEX




Exhibit
Number            Description
- -------           -----------
               
99.1              Press Release of Registrant, dated February 16, 2000, announcing the
                  completion of the acquisition of optical systems business of Pirelli S.p.A.

EX-99.1

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                                                                    Exhibit 99.1

Cisco Systems Completes the Acquisition of Pirelli Optical Systems

SAN JOSE, Calif., February 16, 2000 -- Cisco Systems, Inc., today announced it
has completed the acquisition of the optical systems business of Pirelli S.p.A
of Milan, Italy.

On December 20, 1999, Cisco announced a definitive agreement to acquire the
optical systems business of privately-held Pirelli, a recognized leader in both
optical component technology and optical systems for service providers. Under
the terms of this agreement, Cisco acquired Pirelli Optical Systems for an
aggregate consideration in Cisco common stock of up to $2.15 billion of which a
portion is contingent on revenue targets and other performance milestones. This
transaction is being accounted for using purchase accounting.

Cisco Systems

Cisco Systems, Inc. (NASDAQ:CSCO) is the worldwide leader in networking for the
Internet. News and information are available at the Cisco Press Room.

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Cisco, Cisco Systems, and the Cisco Systems logo are registered 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.