Summary of CITRIX SYSTEMS INC

Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Financial Sta

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On February 13, 2009, the Board of Directors of Citrix Systems, Inc. (the "Company") approved Amendment No. 1 to the Amended and Restated By-laws of Citrix Systems, Inc. (the "Amendment"), which Amendment became effective immediately. The Amendment amends Section 1.10 of the Company's Amended and Restated By-laws by:

Х clarifying that all stockholder proposals and nominations must be made in accordance with the advance notice provisions in the Company's by-laws, except as otherwise required under the proxy rules promulgated under the Securities Exchange Act of 1934;

Х requiring that any stockholder making a proposal or nomination be present at the meeting (or have a representative be present at the meeting);

Х requiring that any stockholder making a proposal or nomination state in its advance notice whether such stockholder will solicit the Company's stockholders and whether such stockholder is party to any voting or other arrangement regarding the proposal or nomination;

Х requiring that any stockholder making a proposal or nomination provide a statement of the equity holdings of such stockholder and its affiliates, including all "synthetic equity instruments" (e.g., derivatives, swaps, hedges, etc.), voting rights, rights to fees, dividends, or other material rights, and update such statement prior to the meeting;

Х requiring that any stockholder making a proposal or nomination provide updates and supplements to its advance notice, as necessary; and

Х clarifying that the deadline for stockholder proposals and nominations is calculated from the Company's receipt of the appropriate notice.

The description of the changes effected by the Amendment are qualified in their entirety by reference to the copy of the Amendment filed as Exhibit 3.1 to this Current Report on Form 8-K, which is incorporated herein by reference.