Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Lyle Christopher
2. Date of Event Requiring Statement (Month/Day/Year)
07/19/2012
3. Issuer Name and Ticker or Trading Symbol
Palo Alto Networks Inc [PANW]
(Last)
(First)
(Middle)
3000 SAND HILL ROAD, 4-250
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Member of 10% Owner Group
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MENLO PARK, CA 94025
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, $0.0001 par value per share 110,677
I
By SCGE Fund, L.P. (1) (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lyle Christopher
3000 SAND HILL ROAD
4-250
MENLO PARK, CA 94025
      Member of 10% Owner Group
SCGE GenPar, Ltd.
3000 SAND HILL ROAD
4-250
MENLO PARK, CA 94025
      Member of 10% Owner Group
SCGE (LTGP), L.P.
3000 SAND HILL ROAD
4-250
MENLO PARK, CA 94025
      Member of 10% Owner Group
SCGE Fund, L.P.
3000 SAND HILL ROAD
4-250
MENLO PARK, CA 94025
      Member of 10% Owner Group
SCGE MANAGEMENT, L.P.
3000 SAND HILL ROAD
4-250
MENLO PARK, CA 94025
      Member of 10% Owner Group

Signatures

/s/ Christopher Lyle, Christopher Lyle 07/19/2012
**Signature of Reporting Person Date

/s/ Christopher Lyle, Christopher Lyle, a Director of SCGE GenPar 07/19/2012
**Signature of Reporting Person Date

/s/ Christopher Lyle, Christopher Lyle, a Director of SCGE GenPar, the General Partner of SCGE LTGP 07/19/2012
**Signature of Reporting Person Date

/s/ Christopher Lyle, Christopher Lyle, a Director of SCGE GenPar, the General Partner of SCGE LTGP, the General Partner of SCGE Fund 07/19/2012
**Signature of Reporting Person Date

/s/ Christopher Lyle, Christopher Lyle, a Director of SCGE GenPar, the General Partner of SCGE Management 07/19/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Christopher Lyle is a Director and President of SCGE GenPar, Ltd. ("SCGE GenPar"). SCGE GenPar is the sole general partner of each of (i) SCGE (LTGP), L.P. ("SCGE LTGP"), which is the sole general partner of SCGE Fund, L.P. ("SCGE Fund"), and (ii) SCGE Management, L.P., a registered investment advisor under the Investment Company Act of 1940, as amended, which acts as investment adviser to SCGE Fund (collectively, the "SCGE Entities"). Mr. Lyle is the sole person with voting and investment power on behalf of the SCGE Entities. By virtue of these relationships, each of the SCGE Entities and Mr. Lyle may be deemed to share beneficial ownership of the shares held by SCGE Fund. (Continued in Footnote 2)
(2) (Continued from Footnote 1) Each of the Reporting Persons disclaims beneficial ownership of these securities except to the extent of his or its pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.
 
Remarks:
Each of the Reporting Persons may be deemed to be a member of a 10% owner "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, with respect to their beneficial ownership of shares of the Issuer.

Exhibit 24 - Power of Attorney

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