SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)

Equinix, Inc.

Common Stock, par value $0.001 per share

2944U106

John R. Freeman
Vice President and General Counsel
Pihana Pacific, Inc.
1901-02, 19/F Li Po Chun Chambers
189 Des Voeux Road
Central Hong Kong SAR, People’s Republic of China
Telephone +852.2970.7788
Facsimile +852.2970.5884

Copy to:
Richard S.O. Chernicoff
Brobeck, Phleger & Harrison LLP
550 South Hope Street
Los Angeles, California 90071
Telephone (213) 489-4060
Facsimile (213) 745-3345
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

October 2, 2002

     If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(c), 13d-1(f) or 13d-1(g), check the following box o.

     Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

     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 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).

*SEE INSTRUCTIONS BEFORE FILLING OUT!

Item 1. Security and Issuer

     The class of equity securities to which this statement on Schedule 13D (this “Statement”) relates is the common stock, par value $0.001 per share (the “Common Stock”), of Equinix, Inc., a Delaware corporation (the “Issuer”), with its principal executive offices located at 2450 Bayshore Parkway, Mountain View, California 94043.

Item 2. Identity and Background

     This Statement is being filed by Pihana Pacific, Inc., a Delaware corporation (“Pihana”). The principal business of Pihana consists of establishing and managing Internet data centers. The address of Pihana’s principal executive office is 1100 Alakea Street, Honolulu, Hawaii 96813.

     Information regarding the directors and executive officers of Pihana is set forth on Schedule I attached to this Statement. All of the directors and executive officers of Pihana are United States citizens, except for Mr. Frank Tang, who is a citizen of the People’s Republic of China.

     During the last five years, to the knowledge of Pihana, no person named on Schedule I has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding is or was subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration

     On October 2, 2002, Pihana, the Issuer, Eagle Panther Acquisition Corp., a Delaware corporation, Eagle Jaguar Acquisition Corp., a Delaware corporation, STT Communications Ltd, a corporation organized under the laws of the Republic of Singapore (“STT Communications”), and i-STT Pte Ltd, a corporation organized under the laws of the Republic of Singapore (“i-STT”), and Jane Dietze, as representative of the stockholders of Pihana (the “Pihana Stockholders”), entered into a Combination Agreement (the “Combination Agreement”), pursuant to which the Issuer, Pihana and STT Communications will effect a business combination, upon the terms and subject to the conditions set forth in the Combination Agreement (the “Combination”) resulting in each of Pihana and i-STT becoming an indirect wholly owned subsidiary of the Issuer.

     In connection with the Combination Agreement, Pihana and STT Communications entered into voting agreements, dated as of October 2, 2002 (collectively, the “Voting Agreements”), with each of Peter Van Camp, chairman of the board of directors of the Issuer and chief executive officer of the Issuer, Philip Koen, president and chief operating officer of the Issuer, Albert Avery, IV, vice chairman of the Issuer, Renee Lanam, chief financial officer and general counsel of the Issuer, Peter Ferris, vice president, worldwide sales, of the Issuer, Marjorie Backaus, vice president of the Issuer, Keith Taylor, vice president of the Issuer, Jay Adelson, chief technology officer of the Issuer, Scott Kriens, a director of the Issuer, Andrew Rachleff, a director of the Issuer, Benchmark Capital Partners II, L.P., Benchmark Capital Partners IV, L.P. and Cisco Systems, Inc. (collectively, the “Stockholders”). Pursuant to the Voting Agreements, each Stockholder agreed that from October 2, 2002 until the earlier of the closing of the Combination or the termination of the Combination Agreement, such Stockholder will vote or cause to be voted the shares of Common Stock over which such Stockholder has voting power to adopt the Combination Agreement (as more fully described in Item 6).

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Item 4. Purpose of Transaction

     The purpose of entering into the Voting Agreements was to obligate the Stockholders’ to vote in favor of the adoption of the Combination Agreement by the Stockholders and thereby facilitate the receipt by the Issuer of the stockholder approval which is a condition to the closing of the Combination.

     Other than as described above and in Item 6, Pihana currently has no plans or proposals which relate to, or may result in, any of the matters listed in Items 4(a)-(j) of Schedule 13D (although Pihana reserves the right to develop such plans).

Item 5. Interest in Securities of the Issuer

     Pihana has the shared power to vote 29,079,482 shares of Common Stock, representing 26.2% of the outstanding shares of Common Stock. The Voting Agreement gives Pihana and STT Communications limited rights that may only be excised jointly by Pihana and STT Communications. The calculation of the foregoing percentage is based on the number of shares of Common Stock disclosed to Pihana by the Issuer as outstanding as of October 1, 2002. Except as set forth in this Statement, to the knowledge of Pihana, no director or executive officer of Pihana beneficially owns any other securities of the Issuer.

     There have been no transactions by Pihana in securities of the Issuer during the past sixty days. To the knowledge of Pihana, there have been no transactions by any director or executive officer of Pihana in securities of the Issuer during the past sixty days.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer

     Pursuant to the Voting Agreements, each of the Stockholders agreed that from October 2, 2002 until the earlier of the closing of the Combination or the termination of the Combination Agreement, at any meeting of the stockholders of the Issuer or any adjournment thereof, and in any action by written consent of the stockholders of the Issuer, such Stockholder will vote or cause to be voted all shares of Common Stock beneficially owned by such Stockholder (i) in favor of the approval of the Combination Agreement, (ii) against any matter which could be expected to delay or prevent the consummation of the transaction contemplated by the Combination Agreement (including, but not limited to, any matter submitted to stockholders which could cause a breach of the Issuer’s representations, warranties or covenants in the Combination Agreement) and (iii) in favor of any other matter relating to consummation of the transactions contemplated by the Combination Agreement. In connection with the Voting Agreements, the Stockholders also have granted proxies to Pihana and STT Communications to vote their Common Stock in the manner described above.

     In connection with the Combination Agreement, the Issuer and STT Communications executed a securities purchase agreement (the “Securities Purchase Agreement”) providing for the issuance of convertible secured promissory notes of the Issuer and warrants to purchase shares of Common Stock of the Issuer. Pihana Stockholders may (although none of them are obligated to) purchase convertible secured promissory notes of the Issuer and warrants to purchase shares of Common Stock under the Securities Purchase Agreement.

     In connection with the execution of the Securities Purchase Agreement, the Issuer and STT Communications agreed to execute a registration rights agreement (the “Registration Rights Agreement”) whereby the Issuer would grant purchasers of securities under the Securities Purchase Agreement rights to

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cause the Issuer to register under the Securities Act of 1933, as amended (the “Securities Act”), the Common Stock underlying the notes and warrants sold under the Securities Purchase Agreement.

     In connection with execution of the Combination Agreement, the Issuer, STT Communications and the Pihana Stockholders agreed to execute a governance agreement (the “Governance Agreement”) setting forth covenants and restrictions with respect to STT Communications and granting i-STT and the Pihana Stockholders rights to cause the Issuer to register, under the Securities Act, the Common Stock issued to STT Communications and the Pihana Stockholders in connection with the Combination.

     In connection with the execution of the Governance Agreement, the Issuer is required to amend and restate its bylaws (the “Bylaws”) to provide to the holders of Series A Preferred Stock, par value $0.001 per share, of the Issuer, rights to appoint members of the Issuer’s board of directors and the right to have those members of the Issuer’s board of directors appointed to committees of the Issuer’s board of directors.

     The descriptions of the Combination Agreement, the Securities Purchase Agreement, the Registration Rights Agreement, the Voting Agreements, the Governance Agreement and the Bylaws contained in this Statement are qualified in their entirety by reference to such agreements, a copy or form of which appear as Exhibits 1, 2, 3, 4, and 5 to this Statement, respectively.

Item 7. Material to be Filed as Exhibits

	1.		Combination Agreement, dated as of October 2, 2002, among Equinix, Inc., Eagle Panther Acquisition Corp., Eagle Jaguar Acquisition Corp., STT Communications Ltd, i-STT Pte Ltd, Pihana Pacific, Inc. and Jane Dietze. (1)
	2.		Form of Voting Agreement, dated as of October 2, 2002, among Pihana Pacific, Inc., i-STT Pte Ltd, STT Communications Ltd and certain stockholders of Equinix, Inc. (2)
	3.		Securities Purchase Agreement, dated as of October 2, 2002, among Equinix, Inc., the subsidiaries of Equinix, Inc. that from time to time become Guarantors of Equinix, Inc.’s obligations under that Agreement, and the Purchasers named in Schedule 1 and Schedule 2 thereto. (3)
	4.		Form of Registration Rights Agreement, by and among Equinix, Inc. and the Initial Purchasers named therein. (4)
	5.		Form of Governance Agreement, by and among Equinix, Inc., STT Communications Ltd and the stockholders of Pihana Pacific, Inc. named in the signature pages thereto. (5)
	6.		Form of Amended and Restated Bylaws of Equinix, Inc. (6)

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(5)		Incorporated by reference to Exhibit 2.1 to the Form 8-K.
(6)		Incorporated by reference to Exhibit 2.1 to the Form 8-K.

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     After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: October 11, 2002

PIHANA PACIFIC, INC.

 

	By:	/s/ JOHN FREEMAN
		Name:	John Freeman
		Title:	Vice President & General Counsel

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SCHEDULE I

     The name, present principal occupation and business address of each director and executive officer of Pihana Pacific, Inc. is set forth below. Each person, unless otherwise noted, is a citizen of the United States of America.

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