Biographies * Operating Executives * Senior Executives * Board of Directors Operating Executives * Patrick H. Nettles, Ph.D. Executive Chairman of the Board of Directors * Gary B. Smith President, Chief Executive Officer and Director * Stephen B. Alexander Chief Technology Officer; Senior Vice President…

…worldwide research and development, product and brand management, as well as president of IBM PC Company Americas. Mr. Claflin also serves on the board of directors of Advances Micro Devices (AMD). Mr. Claflin received his B.A. degree in political science from Pennsylvania State University.

…boards of public companies in addition to the Corporation's Board. Current positions in excess of these limits may be maintained unless the Board of Directors determines that doing so would impair the director's service on the Corporation's Board. In the event that a director wishes to join the Board…

…. . . . . 7 Committees of the Board of Directors and Meetings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 Compensation Committee Interlocks and Insider Participation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 Director Compensation . . . . . . . . .…

…service as directors or members of committees of the Board and make recommendations to the Board of Directors concerning the fixing of such compensation. Conduct and Ethics Establish policies regarding business arrangements (other than compensation for services in the capacity of officer or Director) between…

Communications with Board of Directors Ciena's Board of Directors has adopted a procedure for receiving and addressing communications from stockholders. Stockholders may send written communications to the entire Board of Directors or to any of its committees, addressing them to Ciena Corporation, 1201…

…purposes: 1. To elect three members of the Board of Directors to serve as Class I directors for three-year terms ending in 2010, or until their respective successors are elected and qualified; 2. To ratify the Board of Directors' election of a Class III director in accordance with Ciena's Principles of…

…eligibility of such proposed nominee to serve as a director of the Corporation. (5) Notwithstanding anything in the second sentence of paragraph (A)(2) of this Section 4 to the contrary, in the event that the number of directors to be elected to the Board of Directors at an annual meeting is increased effective…

…board of directors since May 2001. Dr. Nettles previously served as the Company's chairman of the board of directors and chief executive officer since October 2000. From April 1994 until October 2000, Dr. Nettles served as president, chief executive officer and director of the Company, and as director…

…CCHHAARRTTEERR OOFF TTHHEE AAUUDDIITT CCOOMMMMIITTTTEEEE MMIISSSSIIOONN The Audit Committee is a standing committee of the Company's Board of Directors. Its mission is to assist the Board in fulfilling its oversight responsibilities by assessing and monitoring the Company's financial information, potential financial…