Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
DOW STEPHEN M
  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)
(Last)
(First)
(Middle)
C/O SEVIN ROSEN FUNDS, 13455 NOEL ROAD, SUITE 1670
3. Date of Earliest Transaction (Month/Day/Year)
02/15/2012
(Street)

DALLAS, TX 75240
4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 02/15/2012   M   5,337 A $ 10.26 5,337 D  
Common Stock 02/15/2012   M   30,843 A $ 8.7 36,180 D  
Common Stock 02/15/2012   M   7,630 A $ 42.62 43,810 D  
Common Stock 02/15/2012   S   30,843 D $ 75 12,960 D (1)  
Common Stock 02/15/2012   S   7,630 D $ 75 5,337 D (1)  
Common Stock 02/15/2012   S   5,337 D $ 75 0 D (1)  
Common Stock               317,750 I (2) See Footnote
Common Stock               20,665 D (3)  

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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right To Buy) $ 10.26 02/15/2012   M   5,337   07/04/2002(4) 06/04/2012 Common Stock 5,337 $ 10.26 5,337 D  
Stock Option (Right To Buy) $ 42.62 02/15/2012   M   7,630   12/07/2002(4) 11/01/2012 Common Stock 7,630 $ 42.62 43,810 D  
Stock Option (Right To Buy) $ 8.7 02/15/2012   M   30,843   12/01/2007(4) 11/07/2012 Common Stock 30,843 $ 8.7 36,180 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
DOW STEPHEN M
C/O SEVIN ROSEN FUNDS
13455 NOEL ROAD, SUITE 1670
DALLAS, TX 75240
  X      

Signatures

 John V. Jaggers, As Attorney-In-Fact   02/17/2012
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) This sale was made pursuant to a Rule 10b50-1 plan adopted by the Reporting Person.
(2) Total common shares of 317,750 represents 260,250 common shares held by the Dow Family Trust ("Dow Trust"), 50,000 shares held by Dow Investments II L.P. ("Dow Investments") and 7,500 shares held by Dow Investments L.P. ("Dow L.P."). The Dow Trust is the General Partner of Dow Investments. Steve Dow ("Dow") is a trustee and beneficiary of the Dow Trust. Dow is a general partner of Dow L.P. and is deemed to have sold dispositive power over the shares with no pecuniary interest.
(3) Stock options vest in equal monthly installments over a period of one year.
(4) Options have a graded vesting schedule. Date exercisable will vary for each vesting tranche.

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