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CIEN > SEC Filings for CIEN > Form 8-K on 11-Dec-2008All Recent SEC Filings

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Form 8-K for CIENA CORP


11-Dec-2008

Results of Operations and Financial Condition, Change in Directors or Principal Office


ITEM 2.02 - RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On December 11, 2008, Ciena Corporation (the "Company") issued a press release announcing its financial results for its fourth fiscal quarter and fiscal year ended October 31, 2008. The text of the press release is furnished as Exhibit 99.1 to this Report. The information in this Report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement pursuant to the Securities Act of 1933, as amended.



ITEM 5.02 - DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(b) On December 9, 2008, Gerald H. Taylor, a member of the Company's Board of Directors and the Compensation Committee thereof, informed the Board of Directors that he will not stand for re-election at the 2009 Annual Meeting of Shareholders (the "Annual Meeting"). Mr. Taylor intends to retire from the Board of Directors upon the completion of his current term at the Annual Meeting, and his decision not to stand for re-election at the Annual Meeting was not due to any disagreement with Ciena. In connection with Mr. Taylor's retirement, the Board of Directors, by resolution in accordance with the Company's Amended and Restated Bylaws, has reduced its size from nine members to eight, effective immediately prior to the Annual Meeting. This reduction will have the effect of reducing the number of directors in Class III of the Board of Directors, which will stand for election at the Annual Meeting, from three members to two. Ciena's other Board classes will continue to have three directors each, with Class I standing for election in 2010 and Class II standing for election in 2011.



ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS

(c) The following exhibit is being filed herewith:

Exhibit Number Description of Document

Exhibit 99.1   Text of Press Release dated December 11, 2008, issued by Ciena
               Corporation, reporting its results of operations for its fourth
               fiscal quarter and fiscal year ended October 31, 2008.


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