<PAGE>   1

    As filed with the Securities and Exchange Commission on December 5, 2000
                                                   Registration No. 333-________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933


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

<TABLE>
<S>                                           <C>
            CALIFORNIA                                    77-0059951
   (State or other jurisdiction                (IRS Employer Identification No.)
 of incorporation or organization)
</TABLE>

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

                      VOVIDA NETWORKS, INC. 1999 STOCK PLAN


      CAIS SOFTWARE SOLUTIONS, INC. 2000 STOCK OPTION/STOCK ISSUANCE PLAN
                           (Full title of the Plan(s))


                                JOHN T. CHAMBERS
                 PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR
                               CISCO SYSTEMS, INC.
                              300 EAST TASMAN DRIVE
                         SAN JOSE, CALIFORNIA 95134-1706
                     (Name and address of agent for service)
                                 (408) 526-4000
          (Telephone Number, including area code, of agent for service)


                         CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
========================================================================================================================
                                                    Proposed Maximum              Proposed Maximum           Amount of
Title of Securities to be         Amount to be     Offering Price per            Aggregate Offering         Registration
Registered                       Registered(1)          Share(2)                       Price(2)                 Fee
------------------------------------------------------------------------------------------------------------------------
<S>                             <C>                <C>                        <C>                           <C>
Vovida Networks, Inc. 1999
Stock Plan
Common Stock, $0.001 par value    11,678 shares          $15.90                        $185,680.20          $   49.02

CAIS Software Solutions, Inc.
2000 Stock Option/Stock
Issuance Plan
Common Stock, $0.001 par value   445,901 shares          $25.98                     $11,584,507.98          $3,058.31

                                 Total: 457,579                               Aggregate Registration Fee    $3,107.33
========================================================================================================================
</TABLE>

(1)     This Registration Statement shall also cover any additional shares of
        Common Stock which become issuable under the CAIS Software Solutions,
        Inc. 2000 Stock Option/Stock Issuance Plan and the Vovida Networks, Inc.
        1999 Stock Plan by reason of any stock dividend, stock split,
        recapitalization or other similar transaction effected without the
        Registrant's receipt of consideration which results in an increase in
        the number of the outstanding shares of Registrant's Common Stock.

(2)     Calculated solely for purposes of this offering under Rule 457(h) of the
        Securities Act of 1933, as amended, on the basis of the weighted average
        exercise price of the outstanding options.


<PAGE>   2

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference

             Cisco Systems, Inc. (the "Registrant") hereby incorporates by
reference into this Registration Statement the following documents previously
filed with the Securities and Exchange Commission (the "Commission"):

        (a)     The Registrant's Annual Report on Form 10-K for the fiscal year
                ended July 29, 2000 filed with the Commission on September 29,
                2000, pursuant to Section 13 of the Securities Exchange Act of
                1934, as amended (the " 1934 Act");

        (b)     The Registrant's Current Reports on Form 8-K filed with the
                Commission on December 15, 1999 (as amended on Form 8-K/A filed
                with the Commission on February 3, 2000 and on Form 8-K/A-1
                filed with the Commission on August 4, 2000), August 15, 2000,
                September 7, 2000, September 15, 2000, September 26, 2000,
                September 28, 2000, September 29, 2000, November 6, 2000,
                November 7, 2000, November 13, 2000 and November 15, 2000;

        (c)     The Registrant's Registration Statement No. 000-18225 on Form
                8-A filed with the Commission on January 11, 1990, together with
                Amendment No. 1 on Form 8-A/A filed with the Commission on
                February 15, 1990, and including any other amendments or reports
                filed for the purpose of updating such description, in which
                there is described the terms, rights and provisions applicable
                to the Registrant's Common Stock, and;

        (d)     The Registrant's Registration Statement No. 000-18225 on Form
                8-A filed with the Commission on June 11, 1998, including any
                amendments or reports filed for the purpose of updating such
                description, in which there is described the terms, rights and
                provisions applicable to the Registrant's Preferred Stock
                Purchase Rights.

             All reports and definitive proxy or information statements filed
pursuant to Section 13(a), 13(c), 14 or 15(d) of the 1934 Act after the date of
this Registration Statement and prior to the filing of a post-effective
amendment which indicates that all securities offered hereby have been sold or
which de-registers all securities then remaining unsold shall be deemed to be
incorporated by reference into this Registration Statement and to be a part
hereof from the date of filing of such documents. Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this Registration Statement
to the extent that a statement contained herein or in any subsequently filed
document which also is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.

Item 4. Description of Securities

             Not applicable.

Item 5. Interests of Named Experts and Counsel

             Not applicable.

Item 6. Indemnification of Directors and Officers

             Section 317 of the California Corporations Code authorizes a court
to award, or a corporation's Board of Directors to grant indemnity to directors
and officers in terms sufficiently broad to permit indemnification (including
reimbursement of expenses incurred) under certain circumstances for liabilities
arising under the



                                      II-1
<PAGE>   3

Securities Act of 1933, as amended, (the "1993 Act"). The Registrant's Restated
Articles of Incorporation, as amended, and Amended and Restated Bylaws provide
for indemnification of its directors, officers, employees and other agents to
the maximum extent permitted by the California Corporations Code. In addition,
the Registrant has entered into Indemnification Agreements with each of its
directors and officers.

Item 7. Exemption from Registration Claimed

             Not applicable.

Item 8. Exhibits

<TABLE>
<CAPTION>
 Exhibit
  Number       Exhibit
 ---------     -------
<S>            <C>
   4           Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-18225 on Form
               8-A, together with the amendments and exhibits thereto, which are
               incorporated herein by reference pursuant to Items 3(c) and 3(d).

   5           Opinion and consent of Brobeck, Phleger & Harrison LLP.

   23.1        Consent of PricewaterhouseCoopers LLP, Independent Accountants.

   23.2        Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.

   24          Power of Attorney. Reference is made to page II-4 of this
               Registration Statement.

   99.1        Vovida Networks, Inc. 1999 Stock Plan.

   99.2        Form of Stock Option Agreement -- Early Exercise.

   99.3        Form of Option Assumption Agreement for Vovida Networks, Inc.

   99.4        CAIS Software Solutions, Inc. 2000 Stock Option/Stock Issuance
               Plan.

   99.5        Form of Stock Option Agreement.

   99.6        Form of Option Assumption Agreement for CAIS Software Solutions,
               Inc.
</TABLE>

Item 9. Undertakings

             A. The undersigned Registrant hereby undertakes: (1) to file,
during any period in which offers or sales are being made, a post-effective
amendment to this Registration Statement: (i) to include any prospectus required
by Section 10(a)(3) of the 1933 Act, (ii) to reflect in the prospectus any facts
or events arising after the effective date of this Registration Statement (or
the most recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in this
Registration Statement and (iii) to include any material information with
respect to the plan of distribution not previously disclosed in this
Registration Statement or any material change to such information in this
Registration Statement; provided, however, that clauses (1)(i) and (1)(ii) shall
not apply if the information required to be included in a post-effective
amendment by those clauses is contained in periodic reports filed by the
Registrant pursuant to Section 13 or Section 15(d) of the 1934 Act that are
incorporated by reference into this Registration Statement; (2) that for the
purpose of determining any liability under the 1933 Act each such post-effective
amendment shall be deemed to be a new registration statement relating to the
securities offered therein and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof; and (3) to remove
from registration by means of a post-effective amendment any of the securities
being registered which remain unsold at the termination of the CAIS Software
Solutions, Inc. 2000 Stock Option/Stock Issuance Plan and the Vovida Networks,
Inc. 1999 Stock Plan.

             B. The undersigned Registrant hereby undertakes that, for purposes
of determining any liability under the 1933 Act, each filing of the Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that is
incorporated by reference into this Registration Statement shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

             C. Insofar as indemnification for liabilities arising under the
1933 Act may be permitted to directors, officers or controlling persons of the
Registrant pursuant to the indemnification provisions summarized in Item 6 or
otherwise, the Registrant has been advised that, in the opinion of the
Commission, such indemnification is against public policy as expressed in the
1933 Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer, or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the



                                      II-2
<PAGE>   4

Registrant will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate jurisdiction
the question whether such indemnification by it is against public policy as
expressed in the 1933 Act and will be governed by the final adjudication of such
issue.



                                      II-3
<PAGE>   5

                                   SIGNATURES

             Pursuant to the requirements of the Securities Act of 1933, as
amended, the Registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8, and has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Jose, State of California on this
5th day of December, 2000.

                                      CISCO SYSTEMS, INC.


                                      By: /s/ JOHN T. CHAMBERS
                                          -----------------------------------
                                          John T. Chambers
                                          President, Chief Executive Officer and
                                          Director



                                POWER OF ATTORNEY

             KNOW ALL PERSONS BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints John T. Chambers and Larry R.
Carter, and each of them, as such person's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for such person and
in such person's name, place and stead, in any and all capacities, to sign any
and all amendments (including post-effective amendments) to this Registration
Statement, and to file same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
do and perform each and every act and thing requisite and necessary to be done
in connection therewith, as fully to all intents and purposes as such person
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, or their or his or her
substitutes, may lawfully do or cause to be done by virtue thereof.

             Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed below by the following
persons on behalf of the Registrant and in the capacities and on the dates
indicated:

<TABLE>
<CAPTION>
           SIGNATURE                               TITLE                           DATE
           ---------                               -----                           ----
<S>                                <C>                                       <C>
/s/ JOHN T. CHAMBERS               President, Chief Executive Officer        December 5, 2000
--------------------------------   and Director (Principal Executive
John T. Chambers                   Officer)



/s/ LARRY R. CARTER                Senior Vice President, Finance and        December 5, 2000
--------------------------------   Administration, Chief Financial
Larry R. Carter                    Officer, Secretary and Director
                                   (Principal Financial and Accounting
                                   Officer)


/s/ JOHN P. MORGRIDGE              Chairman of the Board and Director        December 5, 2000
--------------------------------
John P. Morgridge
</TABLE>



                                      II-4
<PAGE>   6

<TABLE>
<CAPTION>
           SIGNATURE                               TITLE                           DATE
           ---------                               -----                           ----
<S>                                <C>                                       <C>
/s/ DONALD T. VALENTINE            Vice Chairman of the Board and            December 5, 2000
--------------------------------   Director
Donald T. Valentine


/s/ JAMES F. GIBBONS               Director                                  December 5, 2000
--------------------------------
James F. Gibbons


/s/ STEVEN M. WEST                 Director                                  December 5, 2000
--------------------------------
Steven M. West


/s/ EDWARD R. KOZEL                Director                                  December 5, 2000
--------------------------------
Edward R. Kozel


/s/ CAROL A. BARTZ                 Director                                  December 5, 2000
--------------------------------
Carol A. Bartz


/s/ JAMES C. MORGAN                Director                                  December 5, 2000
--------------------------------
James C. Morgan


/s/ MARY CIRILLO                   Director                                  December 5, 2000
--------------------------------
Mary Cirillo


/s/ ARUN SARIN                     Director                                  December 5, 2000
--------------------------------
Arun Sarin


                                   Director                                            ,
--------------------------------                                             ----------  ----
Jerry Yang
</TABLE>



                                      II-5
<PAGE>   7




                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
 Exhibit
  Number       Exhibit
 ---------     -------
<S>            <C>
   4           Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-18225 on Form
               8-A, together with the amendments and exhibits thereto, which are
               incorporated herein by reference pursuant to Items 3(c) and 3(d).

   5           Opinion and consent of Brobeck, Phleger & Harrison LLP.

   23.1        Consent of PricewaterhouseCoopers LLP, Independent Accountants.

   23.2        Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.

   24          Power of Attorney. Reference is made to page II-4 of this
               Registration Statement.

   99.1        Vovida Networks, Inc. 1999 Stock Plan.

   99.2        Form of Stock Option Agreement -- Early Exercise.

   99.3        Form of Option Assumption Agreement for Vovida Networks, Inc.

   99.4        CAIS Software Solutions, Inc. 2000 Stock Option/Stock Issuance
               Plan.

   99.5        Form of Stock Option Agreement.

   99.6        Form of Option Assumption Agreement for CAIS Software Solutions,
               Inc.
</TABLE>
[{"type": "S-8", "sequence": "1", "filename": "f67723s-8.txt", "description": "FORM S-8", "secsgml_size_bytes": 19192}]
{"company-data": {"conformed-name": "CISCO SYSTEMS INC", "cik": "0000858877", "assigned-sic": "3576", "irs-number": "770059951", "state-of-incorporation": "CA", "fiscal-year-end": "0731"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-51280", "film-number": "783719"}, "business-address": {"street1": "170 W TASMAN DR", "city": "SAN JOSE", "state": "CA", "zip": "95134-1706", "phone": "4085264000"}, "mail-address": {"street1": "225 WEST TASMAN DR", "city": "SAN JOSE", "state": "CA", "zip": "95134-1706"}}
1

    As filed with the Securities and Exchange Commission on December 5, 2000
                                                   Registration No. 333-________
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                               CISCO SYSTEMS, INC.
             (Exact name of registrant as specified in its charter)
CALIFORNIA                                    77-0059951
   (State or other jurisdiction                (IRS Employer Identification No.)
 of incorporation or organization)
170 WEST TASMAN DRIVE,
                         SAN JOSE, CALIFORNIA 95134-1706
               (Address of principal executive offices) (Zip Code)

                      VOVIDA NETWORKS, INC. 1999 STOCK PLAN

      CAIS SOFTWARE SOLUTIONS, INC. 2000 STOCK OPTION/STOCK ISSUANCE PLAN
                           (Full title of the Plan(s))

                                JOHN T. CHAMBERS
                 PRESIDENT, CHIEF EXECUTIVE OFFICER AND DIRECTOR
                               CISCO SYSTEMS, INC.
                              300 EAST TASMAN DRIVE
                         SAN JOSE, CALIFORNIA 95134-1706
                     (Name and address of agent for service)
                                 (408) 526-4000
          (Telephone Number, including area code, of agent for service)

                         CALCULATION OF REGISTRATION FEE
========================================================================================================================
                                                    Proposed Maximum              Proposed Maximum           Amount of
Title of Securities to be         Amount to be     Offering Price per            Aggregate Offering         Registration
Registered                       Registered(1)          Share(2)                       Price(2)                 Fee
------------------------------------------------------------------------------------------------------------------------
Vovida Networks, Inc. 1999
Stock Plan
Common Stock, $0.001 par value    11,678 shares          $15.90                        $185,680.20          $   49.02

CAIS Software Solutions, Inc.
2000 Stock Option/Stock
Issuance Plan
Common Stock, $0.001 par value   445,901 shares          $25.98                     $11,584,507.98          $3,058.31

                                 Total: 457,579                               Aggregate Registration Fee    $3,107.33
========================================================================================================================
(1)     This Registration Statement shall also cover any additional shares of
        Common Stock which become issuable under the CAIS Software Solutions,
        Inc. 2000 Stock Option/Stock Issuance Plan and the Vovida Networks, Inc.
        1999 Stock Plan by reason of any stock dividend, stock split,
        recapitalization or other similar transaction effected without the
        Registrant's receipt of consideration which results in an increase in
        the number of the outstanding shares of Registrant's Common Stock.

(2)     Calculated solely for purposes of this offering under Rule 457(h) of the
        Securities Act of 1933, as amended, on the basis of the weighted average
        exercise price of the outstanding options.
2

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference

             Cisco Systems, Inc. (the "Registrant") hereby incorporates by
reference into this Registration Statement the following documents previously
filed with the Securities and Exchange Commission (the "Commission"):

        (a)     The Registrant's Annual Report on Form 10-K for the fiscal year
                ended July 29, 2000 filed with the Commission on September 29,
                2000, pursuant to Section 13 of the Securities Exchange Act of
                1934, as amended (the " 1934 Act");

        (b)     The Registrant's Current Reports on Form 8-K filed with the
                Commission on December 15, 1999 (as amended on Form 8-K/A filed
                with the Commission on February 3, 2000 and on Form 8-K/A-1
                filed with the Commission on August 4, 2000), August 15, 2000,
                September 7, 2000, September 15, 2000, September 26, 2000,
                September 28, 2000, September 29, 2000, November 6, 2000,
                November 7, 2000, November 13, 2000 and November 15, 2000;

        (c)     The Registrant's Registration Statement No. 000-18225 on Form
                8-A filed with the Commission on January 11, 1990, together with
                Amendment No. 1 on Form 8-A/A filed with the Commission on
                February 15, 1990, and including any other amendments or reports
                filed for the purpose of updating such description, in which
                there is described the terms, rights and provisions applicable
                to the Registrant's Common Stock, and;

        (d)     The Registrant's Registration Statement No. 000-18225 on Form
                8-A filed with the Commission on June 11, 1998, including any
                amendments or reports filed for the purpose of updating such
                description, in which there is described the terms, rights and
                provisions applicable to the Registrant's Preferred Stock
                Purchase Rights.

             All reports and definitive proxy or information statements filed
pursuant to Section 13(a), 13(c), 14 or 15(d) of the 1934 Act after the date of
this Registration Statement and prior to the filing of a post-effective
amendment which indicates that all securities offered hereby have been sold or
which de-registers all securities then remaining unsold shall be deemed to be
incorporated by reference into this Registration Statement and to be a part
hereof from the date of filing of such documents. Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this Registration Statement
to the extent that a statement contained herein or in any subsequently filed
document which also is deemed to be incorporated by reference herein modifies or
supersedes such statement. Any such statement so modified or superseded shall
not be deemed, except as so modified or superseded, to constitute a part of this
Registration Statement.

Item 4. Description of Securities

             Not applicable.

Item 5. Interests of Named Experts and Counsel

             Not applicable.

Item 6. Indemnification of Directors and Officers

             Section 317 of the California Corporations Code authorizes a court
to award, or a corporation's Board of Directors to grant indemnity to directors
and officers in terms sufficiently broad to permit indemnification (including
reimbursement of expenses incurred) under certain circumstances for liabilities
arising under the

                                      II-1
3

Securities Act of 1933, as amended, (the "1993 Act"). The Registrant's Restated
Articles of Incorporation, as amended, and Amended and Restated Bylaws provide
for indemnification of its directors, officers, employees and other agents to
the maximum extent permitted by the California Corporations Code. In addition,
the Registrant has entered into Indemnification Agreements with each of its
directors and officers.

Item 7. Exemption from Registration Claimed

             Not applicable.

Item 8. Exhibits
Exhibit
  Number       Exhibit
 ---------     -------
4           Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-18225 on Form
               8-A, together with the amendments and exhibits thereto, which are
               incorporated herein by reference pursuant to Items 3(c) and 3(d).

   5           Opinion and consent of Brobeck, Phleger & Harrison LLP.

   23.1        Consent of PricewaterhouseCoopers LLP, Independent Accountants.

   23.2        Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.

   24          Power of Attorney. Reference is made to page II-4 of this
               Registration Statement.

   99.1        Vovida Networks, Inc. 1999 Stock Plan.

   99.2        Form of Stock Option Agreement -- Early Exercise.

   99.3        Form of Option Assumption Agreement for Vovida Networks, Inc.

   99.4        CAIS Software Solutions, Inc. 2000 Stock Option/Stock Issuance
               Plan.

   99.5        Form of Stock Option Agreement.

   99.6        Form of Option Assumption Agreement for CAIS Software Solutions,
               Inc.
Item 9. Undertakings

             A. The undersigned Registrant hereby undertakes: (1) to file,
during any period in which offers or sales are being made, a post-effective
amendment to this Registration Statement: (i) to include any prospectus required
by Section 10(a)(3) of the 1933 Act, (ii) to reflect in the prospectus any facts
or events arising after the effective date of this Registration Statement (or
the most recent post-effective amendment thereof) which, individually or in the
aggregate, represent a fundamental change in the information set forth in this
Registration Statement and (iii) to include any material information with
respect to the plan of distribution not previously disclosed in this
Registration Statement or any material change to such information in this
Registration Statement; provided, however, that clauses (1)(i) and (1)(ii) shall
not apply if the information required to be included in a post-effective
amendment by those clauses is contained in periodic reports filed by the
Registrant pursuant to Section 13 or Section 15(d) of the 1934 Act that are
incorporated by reference into this Registration Statement; (2) that for the
purpose of determining any liability under the 1933 Act each such post-effective
amendment shall be deemed to be a new registration statement relating to the
securities offered therein and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof; and (3) to remove
from registration by means of a post-effective amendment any of the securities
being registered which remain unsold at the termination of the CAIS Software
Solutions, Inc. 2000 Stock Option/Stock Issuance Plan and the Vovida Networks,
Inc. 1999 Stock Plan.

             B. The undersigned Registrant hereby undertakes that, for purposes
of determining any liability under the 1933 Act, each filing of the Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that is
incorporated by reference into this Registration Statement shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

             C. Insofar as indemnification for liabilities arising under the
1933 Act may be permitted to directors, officers or controlling persons of the
Registrant pursuant to the indemnification provisions summarized in Item 6 or
otherwise, the Registrant has been advised that, in the opinion of the
Commission, such indemnification is against public policy as expressed in the
1933 Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer, or controlling
person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the

                                      II-2
4

Registrant will, unless in the opinion of its counsel the matter has been
settled by controlling precedent, submit to a court of appropriate jurisdiction
the question whether such indemnification by it is against public policy as
expressed in the 1933 Act and will be governed by the final adjudication of such
issue.

                                      II-3
5

                                   SIGNATURES

             Pursuant to the requirements of the Securities Act of 1933, as
amended, the Registrant certifies that it has reasonable grounds to believe that
it meets all of the requirements for filing on Form S-8, and has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of San Jose, State of California on this
5th day of December, 2000.

                                      CISCO SYSTEMS, INC.

                                      By: /s/ JOHN T. CHAMBERS
                                          -----------------------------------
                                          John T. Chambers
                                          President, Chief Executive Officer and
                                          Director

                                POWER OF ATTORNEY

             KNOW ALL PERSONS BY THESE PRESENTS, that each person whose
signature appears below constitutes and appoints John T. Chambers and Larry R.
Carter, and each of them, as such person's true and lawful attorneys-in-fact and
agents, with full power of substitution and resubstitution, for such person and
in such person's name, place and stead, in any and all capacities, to sign any
and all amendments (including post-effective amendments) to this Registration
Statement, and to file same, with all exhibits thereto, and other documents in
connection therewith, with the Securities and Exchange Commission, granting unto
said attorneys-in-fact and agents, and each of them, full power and authority to
do and perform each and every act and thing requisite and necessary to be done
in connection therewith, as fully to all intents and purposes as such person
might or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, or any of them, or their or his or her
substitutes, may lawfully do or cause to be done by virtue thereof.

             Pursuant to the requirements of the Securities Act of 1933, as
amended, this Registration Statement has been signed below by the following
persons on behalf of the Registrant and in the capacities and on the dates
indicated:
SIGNATURE                               TITLE                           DATE
           ---------                               -----                           ----
/s/ JOHN T. CHAMBERS               President, Chief Executive Officer        December 5, 2000
--------------------------------   and Director (Principal Executive
John T. Chambers                   Officer)

/s/ LARRY R. CARTER                Senior Vice President, Finance and        December 5, 2000
--------------------------------   Administration, Chief Financial
Larry R. Carter                    Officer, Secretary and Director
                                   (Principal Financial and Accounting
                                   Officer)

/s/ JOHN P. MORGRIDGE              Chairman of the Board and Director        December 5, 2000
--------------------------------
John P. Morgridge
II-4
6
SIGNATURE                               TITLE                           DATE
           ---------                               -----                           ----
/s/ DONALD T. VALENTINE            Vice Chairman of the Board and            December 5, 2000
--------------------------------   Director
Donald T. Valentine

/s/ JAMES F. GIBBONS               Director                                  December 5, 2000
--------------------------------
James F. Gibbons

/s/ STEVEN M. WEST                 Director                                  December 5, 2000
--------------------------------
Steven M. West

/s/ EDWARD R. KOZEL                Director                                  December 5, 2000
--------------------------------
Edward R. Kozel

/s/ CAROL A. BARTZ                 Director                                  December 5, 2000
--------------------------------
Carol A. Bartz

/s/ JAMES C. MORGAN                Director                                  December 5, 2000
--------------------------------
James C. Morgan

/s/ MARY CIRILLO                   Director                                  December 5, 2000
--------------------------------
Mary Cirillo

/s/ ARUN SARIN                     Director                                  December 5, 2000
--------------------------------
Arun Sarin

                                   Director                                            ,
--------------------------------                                             ----------  ----
Jerry Yang
II-5
7

                                  EXHIBIT INDEX
Exhibit
  Number       Exhibit
 ---------     -------
4           Instruments Defining the Rights of Stockholders. Reference is
               made to Registrant's Registration Statement No. 000-18225 on Form
               8-A, together with the amendments and exhibits thereto, which are
               incorporated herein by reference pursuant to Items 3(c) and 3(d).

   5           Opinion and consent of Brobeck, Phleger & Harrison LLP.

   23.1        Consent of PricewaterhouseCoopers LLP, Independent Accountants.

   23.2        Consent of Brobeck, Phleger & Harrison LLP is contained in
               Exhibit 5.

   24          Power of Attorney. Reference is made to page II-4 of this
               Registration Statement.

   99.1        Vovida Networks, Inc. 1999 Stock Plan.

   99.2        Form of Stock Option Agreement -- Early Exercise.

   99.3        Form of Option Assumption Agreement for Vovida Networks, Inc.

   99.4        CAIS Software Solutions, Inc. 2000 Stock Option/Stock Issuance
               Plan.

   99.5        Form of Stock Option Agreement.

   99.6        Form of Option Assumption Agreement for CAIS Software Solutions,
               Inc.