Ciena Corporation
Ticker:CIEN 8530 Corridor Road
Exchange:NASDAQ-National Market Savage, MD 20763
Industry:Manufacturing (SIC Code 3661) (301) 317-5800

Offering Information
Type of Shares:Common Shares Filing Date:12/12/96
U.S. Shares:4,000,000 Offer Date:2/7/97
Non-U.S. Shares:1,000,000 Filing Range:$22.00 - $23.00
Primary Shares:5,000,000 Offer Price:$23.00
Secondary Shares:0 Gross Spread:$1.61
Offering Amount: $112,500,000 Selling:$0.95
Expenses:$1,100,000 Reallowance:$0.10
Shares Out After:93,007,325

Primary Underwriting Group
ManagerTierPhone
Goldman, Sachs & Co.Lead Manager (212) 902-5959
Alex. Brown & Sons IncorporatedCo-manager (410) 895-2700
Wessels, Arnold & HendersonCo-manager (612) 373-6105
William K. Woodruff & CompanyCo-manager (214) 987-2990

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Hogan & Hartson
Bank's Law Firm: Hale and Dorr

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
10/31/96 10/31/96
Revenue:$54.84Assets:$67.30
Net Income:$14.72Curr Assets:
EPS:$0.15Liabilities:$21.93
Prior EPS:Curr Liabilities:
Cash Flow/Oper:Equity:$45.37
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company designs, manufactures and sells dense wavelength division multiplexing systems for long distance fiber optic telecommunications networks. The company's DWDM solution, the MultiWave 1600 system, alleviates capacity, or bandwidth, constraints in high traffic fiberoptic routes without requiring the installation of new fiber. In addition, the MultiWave 1600 system enables flexible provisioning of additional bandwidth without requiring an upgrade of existing network transmission equipment. The MultiWave 1600 system can increase the carrying capacity of a single optical fiber 16 fold by allowing simultaneous transmission of up to 16 optical channels per fiber. The company believes it is a worldwide market leader in field deployment of open architecture DWDM systems. The company's MultiWave 1600 system was introduced into field trials in the long distance network of Sprint Corporation in May 1996 and LDDS WorldCom in August 1996.

Competition
The market for increased bandwidth is highly competitive, and the company expects the level of competition to increase in the future. In addition, competition in the telecommunications equipment industry generally is intense, particularly in that portion of the industry devoted to delivering higher and more cost effective bandwidth throughout the telecommunications network. However, the company believes that its position as a leading supplier of open architecture DWDM systems and the field-tested design and technology of its product give it a current competitive advantage.

Business Plan
The company's strategy is to maintain and build upon its market leadership in the development of DWDM systems. Important elements of the company's strategy include: 1) maintain leadership in deployment of DWDM in long distance networks; 2) continue to emphasize technical support and customer service; 3) continue to develop world class manufacturing capability; 4) expand sales and marketing efforts; 5) leverage core competencies in fiberoptic communications.

Use of Proceeds
The proceeds from the proposed offering will be used for general corporate purposes.

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