Amendment No. 2 to SC 13G

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G/A

 

(Rule 13d-102)

 

Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c) and (d) and Amendments Thereto

Filed Pursuant to Rule 13d-2(b)

 

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

Tibco Software Inc.


(Name of Issuer)

 

Common stock, $0.001 par value per share


(Title of Class of Securities)

 

88632Q103


(CUSIP Number)

 

December 31, 2003


(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨ Rule 13d-1(b)

 

¨ Rule 13d-1(c)

 

x Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes).

 



     
CUSIP No. 88632Q103   SCHEDULE 13G/A   Page 2 of 5 Pages

     

 


  1.  

NAMES OF REPORTING PERSONS/I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS

(ENTITIES ONLY)

 

Cisco Systems, Inc.

Tax ID Number: 77-0059951

 

   

  2.  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ¨

(b)  ¨

   

  3.  

SEC USE ONLY

 

   

  4.  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

State of California

 

   

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH

 

  5.    SOLE VOTING POWER

 

         9,236,000


  6.    SHARED VOTING POWER

 

         0        


  7.    SOLE DISPOSITIVE POWER

 

         9,236,000


  8.    SHARED DISPOSITIVE POWER

 

         0        


  9.  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

9,236,000

   

10.  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

¨

   

11.  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

4.70%            

   

12.  

TYPE OF REPORTING PERSON

 

CO            

   

 



     
CUSIP No. 88632Q103   SCHEDULE 13G/A   Page 3 of 5 Pages

     

 

Item 1(a) Name of Issuer:

 

Tibco Software Inc.

 

Item 1(b) Address of Issuer’s Principal Executive Offices:

 

3303 Hillview Avenue, Palo Alto, CA 94304

 

Item 2(a) Name of Person Filing:

 

Cisco Systems, Inc.

 

Item 2(b) Address of Principal Business Office or, If None, Residence

 

170 West Tasman Drive, San Jose, California 95134

 

Item 2(c) Citizenship:

 

State of California

 

Item 2(d) Title of Class of Securities:

 

Common stock, $0.001 par value per share

 

Item 2(e) CUSIP Number:

 

88632Q103

 

Item 3. Statement Filed Pursuant to Rule 13d-1(b) or 13d-2(b) or (c):

 

Not applicable.

 

Item 4. Ownership

 

The following information with respect to the ownership of the Common Stock of the Issuer by the Person filing this Statement is provided as of December 31, 2003

 

  (a) Amount Beneficially Owned: 9,236,000.

 

  (b) Percent of Class: 4.70%

 

  (c) Number of shares as to which such person has:

 

  (i) sole power to vote or direct the vote: 9,236,000

 

  (ii) shared power to vote or direct the vote: 0

 

  (iii) sole power to dispose or to direct the disposition of: 9,236,000

 

  (iv) shared power to dispose or to direct the disposition of: 0

 

Item 5. Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

 



     
CUSIP No. 88632Q103   SCHEDULE 13G/A   Page 4 of 5 Pages

     

 

Item 6. Ownership of More Than Five Percent on Behalf of Another Person

 

Not applicable.

 

Item 7. Identification and Classification of Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

 

Not applicable.

 

Item 8. Identification and Classification of Members of the Group

 

Not applicable.

 

Item 9. Notice of Dissolution of Group

 

Not applicable.

 

Item 10. Certifications

 

Not applicable.



     
CUSIP No. 88632Q103   SCHEDULE 13G/A   Page 5 of 5 Pages

     

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: February 12, 2004

      CISCO SYSTEMS, INC.
            By:   /s/ Dennis D. Powell
               
            Name:   Dennis D. Powell
            Title:   Senior Vice President and Chief Financial Officer