UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) February 4, 2005
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Ciena Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-21969 23-2725311
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(Commission File Number) (IRS Employer Identification No.)
1201 Winterson Road, Linthicum, MD 21090
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(Address of Principal Executive Offices) (Zip Code)
(410) 865-8500
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 - DEPARTURE OF DIRECTOR
(b) On February 4, 2005, Ciena Corporation issued a press release
announcing the resignation of John R. Dillon from the company's Board of
Directors effective as of February 16, 2005. A copy of the press release
reporting Mr. Dillon's resignation is attached hereto as Exhibit 99.1.
Item 9.01 - FINANANCIAL STATEMENTS AND EXHIBITS
(c) The following exhibit is being filed herewith:
Exhibit Number Description of Document
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Exhibit 99.1 Text of Press Release dated February 4,
2005, issued by Ciena Corporation, reporting
the resignation of John R. Dillon.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CIENA CORPORATION
Date: February 4, 2005 By: /S/ Russell B. Stevenson, Jr.
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Russell B. Stevenson, Jr.
Senior Vice President, General Counsel and
Secretary
EXHIBIT 99.1
John Dillon to Step Down as Ciena Director
LINTHICUM, Md.--(BUSINESS WIRE)--Feb. 4, 2005--Ciena(R)
Corporation (NASDAQ:CIEN), the network specialist, today announced
that John Dillon, a member of its Board of Directors since 1999, will
be stepping down for personal reasons following the Company's next
scheduled Board meeting in February, 2005.
"We are fortunate to have such a diverse and well-rounded Board of
Directors, with a wealth of real business experience and financial
acumen," said Gary Smith, Ciena director, president and CEO. "In the
last five years, John's been an important part of that mix, and the
Board is grateful for his contribution."
Following Mr. Dillon's departure, Ciena's Board will consist of
nine members, seven of whom are independent directors.
About Ciena
Ciena Corporation is the network specialist, focused on expanding
the possibilities for its customers' networks while reducing their
cost of ownership. The company's systems, software and services target
and cure specific network pain points so that telcos, cable operators,
governments and enterprises can best exploit the new applications that
are driving their businesses forward. For more information, visit
www.ciena.com.
CONTACT: Ciena Corporation
Investor Contacts:
Jessica Towns
(888) 243-6223
email: ir@ciena.com
or
Press Contacts:
Nicole Anderson
(410) 694-5786
email: pr@ciena.com