Sec Form 4 Filing - PAYNE JOHN GORDON @ CITRIX SYSTEMS INC - 2012-05-04

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 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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1. Name and Address of Reporting Person PAYNE JOHN GORDON 2. Issuer Name and Ticker or Trading Symbol CITRIX SYSTEMS INC [ CTXS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, Desktop & Cloud Division (Last) (First) (Middle) C/O CITRIX SYSTEMS, INC., 851 WEST CYPRESS CREEK ROAD 3. Date of Earliest Transaction (MM/DD/YY) 05/04/2012 (Street) FORT LAUDERDALE, FL33309 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/04/2012 S 6,204 ( 1 ) D $ 82.557 ( 2 ) 81,784 ( 3 ) D Common Stock 05/04/2012 S 4,300 ( 1 ) D $ 83.803 ( 4 ) 21,574 ( 3 ) I The 2007 John G. Payne Family Trust u/d/t March 29, 2007 ( 5 ) Common Stock 05/04/2012 S 2,013 ( 1 ) D $ 85.02 ( 6 ) 19,561 I The 2007 John G. Payne Family Trust u/d/t March 29, 2007 ( 5 ) Common Stock 05/04/2012 S 19,561 ( 1 ) D $ 83.487 ( 7 ) 0 I The 2007 John G. Payne Family Trust u/d/t March 29, 2007 ( 5 ) Common Stock 05/04/2012 M 1,041 A $ 36.83 82,825 D Common Stock 05/04/2012 S 1,041 ( 1 ) D $ 82.401 ( 8 ) 81,784 D Common Stock 05/04/2012 M 2,082 A $ 32.75 83,866 D Common Stock 05/04/2012 S 2,082 ( 1 ) D $ 82.441 ( 9 ) 81,784 D Common Stock 05/04/2012 M 3,123 A $ 26.64 84,907 D Common Stock 05/04/2012 S 3,123 ( 1 ) D $ 82.636 ( 10 ) 81,784 D Common Stock 05/04/2012 M 27,500 A $ 20.09 109,284 D Common Stock 05/04/2012 S 26,033 ( 1 ) D $ 82.734 ( 11 ) 83,251 D Common Stock 05/04/2012 S 1,467 ( 1 ) D $ 83.182 ( 12 ) 81,784 D Common Stock 05/04/2012 M 20,835 A $ 47.03 102,619 D Common Stock 05/04/2012 S 20,835 ( 1 ) D $ 83.318 ( 13 ) 81,784 D Common Stock 05/04/2012 M 18,231 A $ 55.02 100,015 D Common Stock 05/04/2012 S 16,300 ( 1 ) D $ 83.666 ( 14 ) 83,715 D Common Stock 05/04/2012 S 1,931 ( 1 ) D $ 84.989 ( 15 ) 81,784 D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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) $ 36.83 05/04/2012 M 1,041 12/03/2008( 16 ) 12/03/2012 Common Stock 1,041 $ 0 0 D Stock Option (Right to Buy) $ 32.75 05/04/2012 M 2,082 04/30/2009( 16 ) 04/30/2013 Common Stock 2,082 $ 0 0 D Stock Option (Right to Buy) $ 26.64 05/04/2012 M 3,123 07/31/2009( 16 ) 07/31/2013 Common Stock 3,123 $ 0 0 D Stock Option (Right to Buy) $ 20.09 05/04/2012 M 27,500 03/02/2010( 16 ) 03/02/2014 Common Stock 27,500 $ 0 0 D Stock Option (Right to Buy) $ 47.03 05/04/2012 M 20,835 04/30/2011( 16 ) 04/30/2015 Common Stock 20,835 $ 0 10,415 D Stock Option (Right to Buy) $ 55.02 05/04/2012 M 18,231 07/30/2011( 16 ) 07/30/2015 Common Stock 18,231 $ 0 13,019 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other PAYNE JOHN GORDON C/O CITRIX SYSTEMS, INC. 851 WEST CYPRESS CREEK ROAD FORT LAUDERDALE, FL33309 SVP, Desktop & Cloud Division Signatures /s/Antonio G. Gomes, Attorney-in-Fact for John Gordon Payne 05/08/2012 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The sales reported in this Form 4 were made pursuant to a Rule 10b5-1 plan adopted by the Reporting Person. ( 2 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $82.29-$82.75. ( 3 )The Reporting Person's previous Forms 4 incorrectly allocated the number of shares directly held by the Reporting Person and those shares indirectly held by the Reporting Person in the 2007 John G. Payne Family Trust u/d/t March 29, 2007 (the "Payne Family Trust"). Because of transfers from the Reporting Person's individual account to the Payne Family Trust, the Reporting Person's Form 4 filed on December 6, 2010 and subsequent Forms 4 filed through April 3, 2012 (the "April Form 4") understated the Reporting Person's indirect holdings in the Payne Family Trust and overstated the Reporting Person's direct holdings. In the April Form 4, the indirect holdings were understated by 6,313 shares and the direct holdings were overstated by 6,313 shares. ( 4 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $83.58-84.25. ( 5 )These shares are held by the Payne Family Trust. The Reporting Person and the Reporting Person's spouse are the trustees of the Payne Family Trust. The Reporting Person disclaims beneficial ownership with respect to shares held by The Payne Family Trust, except to the extent of his pecuniary interest therein. ( 6 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $84.68-$85.10. ( 7 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $83.13-83.98. ( 8 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $82.33-$82.48. ( 9 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $82.27-82.58. ( 10 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $82.54-82.75. ( 11 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $82.17-$83.16. ( 12 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $83.17-$83.20. ( 13 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $83.03-$83.67. ( 14 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $83.35-$84.25. ( 15 )The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $84.68-$85.11. ( 16 )These stock options vest at a rate of 1/3 of the shares underlying the stock option one year from the date of grant and at a rate of 1/36 monthly thereafter.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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