Gregg Lampf, VP, Investor Relations Gary Smith – President and CEO Jim Moylan – SVP, Finance and CFO Tom Mock - SVP, Corporate Marketing and Communications

John Marchetti - Cowen & Company Nikos Theodosopoulos – UBS Rod Hall – JPMorgan Paul Silverstein – Credit Suisse George Notter – Jefferies Mark Sue – RBC Capital Cobb Sadler - Catamount Advisors Alex Henderson - Miller Tabak Kevin Dennean - Citi Subu Subrahmanyan – Sanders Morris Ehud Gelblum - Morgan Stanley Tal Liani – Bank of America Good day ladies and gentlemen, and welcome to the Ciena's fiscal fourth quarter 2010 results conference call. [Operator Instructions.] I'd now like to turn the conference over to your host, Mr. Gregg Lampf, VP of investor relations. Please go ahead.

Thanks, operator. Good morning and welcome, everyone. I’m pleased to have with me Gary Smith, Ciena’s CEO and president, and Jim Moylan, CFO. In addition, Tom Mock, senior vice president, corporate marketing and communications will be with us for the Q&A portion of today’s call. This morning’s prepared remarks will be presented in three segments. Gary will briefly look back at the year, provide a high-level review of the financial performance in the fourth quarter, and then discuss our view of the market environment. Jim will then detail our Q4 financial results and provide our guidance for Q1 2011. We’ll then open the call to questions from the sell-side analysts. This morning’s press release is available on National Business Wire and on Ciena’s website at ciena.com. Before I turn the call over to Gary, I’ll remind you that during this call, we will be making certain forward-looking statements. Such statements are based on current expectations, forecasts, and assumptions regarding the company that include risks and uncertainties that could cause actual results to differ materially from the statements discussed today. These statements should be viewed in the context of the risk factors detailed in our 10-Q filed with the SEC on September 8, 2010. Our 10-K is required to be filed with the SEC by December 29, and we expect to file on or before that date. Ciena assumes no obligation to update the information discussed in this conference call, whether as a result of new information, future events, or otherwise. Today’s discussion includes certain adjusted or non-GAAP measures of Ciena’s results of operations. A detailed reconciliation of these non-GAAP measures to our GAAP results is included in today’s press release available on our website at ciena.com. Lastly, as a reminder, this call is being recorded and will be available for replay from the Investors’ portion of our Web site. Gary?

Thanks Gregg, and good morning everyone. Since 2010 was such a transformative year for Ciena, I will start by spending a few moments recapping our progress. The company's come a long way in 2010, and I am extremely proud of our employees and grateful for the support of our customers, our investors, and our partners. In acquiring the Nortel MEN assets, we took a bold strategic move that significantly improved the market position of the company. Today, as a result, Ciena is a focused player with both global scale and industry-leading solutions that are well-aligned to high-growth markets and customer network priorities. And we've moved quickly and decisively to bring Ciena and the Nortel MEN business together and begin to realize the strategic value of the combination. This has resulted in several significant achievements during the year. Our rationalized portfolio is being positively received by the market, we've finalized our combined organization with strong leadership, we've migrated off certain MBS transition services, and we're on track to come off all critical TSAs during the second fiscal quarter of 2011. We're experiencing strong customer reengagement from historical MEN customers and have already had a number of early successes with respect to cross-selling. And finally, we've strengthened our balance sheet and are on track to achieve additional operating synergies. Realizing that more work lies ahead, I am pleased with the speed and the quality of the integration so far. In 2011, we will be focused on leveraging the solid foundation that has been built by delivering on the value of the combination. We are on track to get the company entirely on its own business systems, complete the integration of our portfolio, exploit our market position and technology leadership to take share, and maximize our operating leverage as we move to profitability. We're in a good position to do this because of the strategic investments we've made, and we're bringing new industry-leading platforms to market and beginning to penetrate new geographies and market verticals. So we have much to be optimistic about as we head into 2011. Looking at how we performed during the fourth quarter, overall we're pleased with our progress, particularly given that it is only the second full quarter of the combined business following the acquisition of the Nortel MEN assets. There are many moving parts, but we're growing more confident as we gain experience with the dynamics of the combined business. And one of the clearest barometers of the value of the combination is how customers view the integration is our revenue performance. Ciena's fourth quarter revenue came in strong at $417.6 million, representing about a 7% sequential growth. Notably, this quarter the portion of our business outside the U.S. has grown to 50%, and while this percentage can obviously fluctuate, we believe this quarter's composition speaks to our expanded global reach and customer diversity. Our Q4 adjusted gross margin was 43.7%, and while we're pleased with our margin this quarter, we expect customer and product mix, specifically within our packet optical transport segment, to cause near-term results to be more consistent with our guidance of a low-forties range. Moving on, our non-GAAP operating expense was $195 million, and op ex in the fourth quarter came in higher than anticipated, which I'll remind you followed a better-than-planned third quarter. Jim will discuss this in more detail, but I'll highlight that the spend in Q4 was largely driven by a couple of positive items. First, with strong acceptance of our combined portfolio, we had a solid quarter with respect to orders. As a result, variable compensation for our sales force was higher than anticipated. Secondly, we made some deliberate decisions to accelerate certain R&D activities on key platforms, namely to address customer requirements and ensure we maintain our market leadership. We view each of these op ex items positively, as they all were the result of our growing success in the market, either with respect to orders or customer engagement. However, this quarter's op ex does not, we believe, reflect our expected underlying op ex rate and Jim will discuss this in detail. And, I would emphasize that we expect, and are already seeing, leverage in our operating model. In fact, if one considers the average op ex of our third and fourth quarters, it has declined almost 15%, while revenue has increased substantially since just prior to the close of the acquisition. We remain fully committed to achieving our target operating model, and continue to take steps to leverage additional synergies across the company. Turning now to the market environment, we believe we're still in the early stages of a broad, multi-year cycle of network transition and optimization. The fundamental demand drivers of our business remain strong, not the least of which is the growing demand for bandwidth. An interesting illustration of this dynamic is Neflix, with its new streaming video service. This recently introduced service is already consuming an estimated 20% of total internet bandwidth during peak time in the U.S. alone. Obviously, as the popularity of this and other video and data services continues to proliferate, it is clear that networks will need to be updated with additional capacity and automation to ensure quality of service for the end user. Of course, we're mindful that general market conditions, particularly in the near-term, are still causing some caution in customer spending. However, we see clear evidence of strong alignment between our product portfolio and customer network priorities. Next-gen high capacity transport, wireless backhaul, and carrier Ethernet have all been identified as key markets that are targeted for greater investment by carriers in 2011 and beyond, and Ciena is leader in each of these areas. In fact, in a recent independent global survey of Tier 1 operators around the world, Ciena was clearly recognized as having cemented a technology leadership position in 40G and 100G technology as well as packet optical and OTN switching. We believe these positive customer viewpoints help explain many of the results across our portfolio. In packet optical transport, we experienced a strong fourth quarter, with ActivFlex 6500 and ActivSpan 4200 both doing well. Specific to 40G, activity remains high, with another strong quarter in which we added multiple new customers and experienced more than 50% sequential growth in shipments. We also marked an important achievement during the quarter with the deployment of our first internetworking of 40G between ActivFlex 6500 and an installed base of CoreStream. Looking at 100G, we continue to enhance our capabilities and our 100G remains the only commercially-available solution that is truly shipping and deployed today. And during Q4 specifically, we added multiple new customers and began several new trials around the world. With respect to packet optical switching, we clearly are in a transitional period between CoreDirector and the ActivFlex 5400, and we continue to see strong interest ramping from carriers globally for this next generation series of platforms. In fact, I'm pleased to report that we've received our first orders for 5400 from a Tier 1 North American carrier during Q4, and we are focused on bringing to market additional features to 5400 that we believe will drive greater customer adoption and lead to meaningful revenue beginning in the second half of 2011. As an aside, when combined with our 40G and 100G expertise, we're also seeing more interest in this product family for submarine applications and solutions, a potential growth market for Ciena. On carrier Ethernet service delivery, or CESD, North American activity remains strong, while the portfolio is gaining appeal in international markets. And as we mentioned last quarter, CESD revenue is inherently uneven given the success-based nature of business Ethernet rollouts and somewhat the logistical challenges for carriers associated with volume backhaul deployments. That said, we believe the fourth quarter represented a low point for this segment, and that CESD will be on a growth trajectory from this level in 2011. We also had a strong quarter in our software and services business, where we launched multiple new advanced services to complement our market-leading infrastructure platforms. Overall, we're seeing strong end-user demand that will drive carrier infrastructure investment. The shift to 40G, and ultimately to 100G, is well underway, and we're seeing a shift to technologies such as OTN and Ethernet to drive network efficiency. All of these trends play to our strengths, and we believe that bodes very well for Ciena in 2011. With that, I'd like to hand it over to Jim, who will take you through the details of our Q4 results and provide guidance going forward. Thanks.

Thanks Gary. Good morning everyone. As Gary mentioned, this is our second full quarter as a combined company and the financial results demonstrate that our customers believe in the combination and the strategic value it provides. I also would like to echo Gary's sentiments and express my gratitude for the hard work of Ciena's employees during this process. The positive progress on our integration efforts is a tribute to their diligence. Now, on to the results. In discussing today's results, we will again break out revenue between the MEN business and Ciena's pre-acquisition portfolio. Keep in mind that we are now managing the business as a combined company. Customers are increasingly considering and making buying decisions across the combined portfolio, and we're now delivering services that span both Ciena and MEN products. This ability to leverage the combined portfolio will enable revenue growth going forward. As such, we do not intend to distinguish between MEN and Ciena revenue in future conference calls, and will instead focus on the segment results, or where relevant the solutions that our customers are selecting. We reported fourth quarter revenue of $417.6 million, representing a 7% sequential increase from fiscal Q3. Revenue from Ciena's pre-acquisition portfolio totaled $162 million. $255.6 million of revenue came from the acquired assets of the MEN business. For fiscal year 2010, our revenue totaled $1.2 billion. We had one 10%-plus customer in the fourth quarter, which represented 15% of total sales, which shows that we now have a less concentrated customer base. As for other evidence, AT&T was our only 10%-plus customer for the fiscal year. Our diversification is also illustrated by the fact that sales from international customers represented 50% of total revenue in the quarter, and 40% for the year. We'll continue to leverage our global reach and intend to grow our international revenue over time. I'll focus the majority of my remaining comments on our fiscal fourth quarter results. Our fiscal year-end results are described in our press release. With respect to the detail on revenue contribution, I'll remind you that the segments we have been reporting since the acquisition include packet optical transport, packet optical switching, carrier Ethernet service delivery, and software and services. Our packet optical transport segment includes all of our optical transport platforms and associated operating system software and embedded software features. This segment accounted for $282 million in revenue in Q4, representing 68% of total sales. With $203 million in revenue from the MEN transport products, it is clear that customer reengagement with that portfolio is strong. The MEN products are being viewed as industry-leading solutions. Our packet optical switching segment includes CoreDirector, CoreDirector FS, and our 5400 family of reconfigurable switching systems as well as associated operating system software and embedded software features. This segment accounted for $21 million in revenue in Q4, or 5% of total sales. Q4 revenue for this segment was down from fiscal Q3, due largely to the transition from CoreDirector to our next-gen 5400 family of switches that Gary mentioned. With the first orders secured for those platforms during the fourth quarter, and growing customer interest for this product family, we remain confident about their growth prospects and expect meaningful revenue in the second half of fiscal 2011. Our third segment, carrier Ethernet service delivery, or CESD, includes our service delivery and aggregation switches, broadband access products, and related operating system software and embedded software features. Sales of CESD were down in Q4, contributing $30 million, or 7% of total revenue. This is another segment with strong growth prospects, but where technology adoption is still in the early stages. As Gary noted, we do feel the Q4 revenue for our carrier Ethernet switching and aggregation products represents the low point for this segment. And finally, our software and services segment, which includes our integrated network and service management software as well as all of our services related offerings, was up to $84 million in Q4, reflecting increased software revenue. In the remainder of my comments today, I'll speak only to non-GAAP results. Please refer to the press release on our website for reconciliations to our GAAP results. On gross margin, as we expected, Q4's overall non-GAAP gross margin was down slightly from the third quarter to 43.7%. We did experience another favorable quarter on margin due to mix, including a higher volume of software revenue, so we are slightly above our target of the low forties. Moving on to op ex, Q4's operating expenses totaled $195.3 million. After a better-than-planned op ex result in Q3, our fourth quarter op ex was higher than anticipated, largely as a result of the items Gary discussed around strong customer demand as well as decisions we made to accelerate product development. As he said, we view these items positively, given that they were the result of increased orders and strong customer engagement with new platforms. To a lesser extent, op ex also reflects steps that we took to further ensure a smooth and timely transition to operational independence in Q2 of 2011. We believe everything is moving in the right direction. Our op ex results reflect certain occasional items and opportunities that arise, which we cannot always predict with precision, particularly given the number of moving parts and where we are with the integration. Specifically, our reliance on NBS for transition services, and the need to ramp internal resources in anticipation of the exit from these services, has contributed in part to the fluctuation in operating expense in the past two quarters. As we approach operational independence for key services in the second quarter of 2011, which is the next important milestone in our integration, we expect to have less volatility in operating expense. Again, we have only two full quarters under our belt operating as a combined company. We are moving aggressively to complete the integration in a timely fashion. We're taking steps to achieve the synergies associated with the acquisition, and remain fully committed to achieving our target operating model. I will provide more specific guidance and comments later in my remarks. Moving to the other income and expense line, this line includes a $3.6 million gain from foreign currency transactions and interest expense of $6.7 million. Our as-adjusted Q4 net loss was $17 million, or a loss of $0.18 per common share. Also, during the fourth quarter we completed the sale of $350 million in 3.7% convertible senior notes due in 2018. Simultaneously, we repurchased $82 million of our notes due in 2013. We decided to move forward with this offering and buyback in order to proactively address our capital structure and pre-fund, as well as repurchase, a portion of the 2013 notes. We also wanted to position the company with supplemental liquidity through cash flow breakeven, and we lengthened the average debt maturity. With the doubling in size from the original proposed offering, we are very pleased with the response from the capital markets, and we view this as yet another indicator that the investment community is positive about the company's strategy and the opportunities in front of us. Now on to cash flow and the balance sheet. At October 31, 2010 we had approximately $689 million in cash and cash equivalents. We used a total of $25.8 million in cash from operations during the fourth quarter. This includes $2 million provided from a reduction in working capital and $27.8 million in net losses adjusted for non-cash items. Absent the working capital decrease and integration costs, which totaled $18.1 million, the operations of the business actually used cash of $9.7 million. As we said last quarter, we are tracking this metric closely and we expect to move into positive territory over the next few quarters. At the end of Q4, our accounts receivable balance was $343.6 million, up from Q3. Days sales outstanding were 74, up from 60 days in Q3. Inventories totaled $262 million in Q4, up from $222 million in Q3. Product inventory turns were 3.1 times in the quarter, down from 3.6 times in Q3. The inventory breakdown for the quarter included raw materials of $31 million, work in progress inventory of $7 million, and finished goods at $255 million, reduced by an accrued reserve for excess and obsolescence of $31 million. Finally, on headcount, as of October 31, 2010, our worldwide headcount was 4,201. I'll close our prepared remarks today by talking to guidance for the fiscal first quarter of 2011. We expect revenue to be in the range of $410-$430 million. We expect adjusted gross margin to be in the low forties range. With respect to adjusted operating expenses, we believe this will be at or below $190 million, which matches the level we projected at our analysts day last April for this timeframe. It bears highlighting that in the past nine months we have taken out approximately $30 million in costs on a quarterly basis while revenue has increased meaningfully. And I want to emphasize that a key design point of our target operating model is that op ex will not increase proportionately with revenue as we expect to gain additional operating leverage in the business as our revenue grows. Moving on to other income and expense, we expect other income and expense net in the first quarter will be an expense of roughly $9.5 million relating to the interest on our notes. As for taxes, we expect our tax obligation for Q1 will continue to be related purely to non-U.S. taxes. Depending upon your assumptions, you may need either our diluted share count or our basic share count. After the recent convertible offering, we estimate Q1's diluted share count at approximately 150 million total shares. We estimate Q1's basic share count at approximately 94 million total shares. Operator, we'll now take questions from the sales-side analysts.

[Operator Instructions.] Our first question comes from John Marchetti of Cowen & Company. Please go ahead. John Marchetti - Cowen & Company: Just had a quick question for you on the revenue outlook next quarter. You talked a little bit about the fact that you thought you hit the low point in your CESD business. Just curious as you look out there if we look at the midpoint do you expect all three of your segments on a sequential basis to be up? How should we think of that as we look at the January quarter?

Clearly there's a balance between it. I would actually expect them all overall to be up. I think CESD particularly will be up as we go forward. I think the switching, certainly by the time we get to the second half, and maybe even into Q1-Q2, but the mix is going to move around, but I would expect improvements in both specifically in CESD and switching. John Marchetti - Cowen & Company: Thanks, and then just a real quick question. You mentioned that you're still in line with your operating model. Just want to make sure that we're on track to exit the fiscal year with that operating margin in the 7-10% range.

I would confirm that that's exactly what we're focused on, and we think we're on track for it.

Our next question comes from Nikos Theodosopoulos of UBS. Please go ahead. Nikos Theodosopoulos – UBS: I had two questions. The first question is you mentioned in the second quarter there would be a transition off the Nortel systems. Can you elaborate what if anything that does to the operating expenses or gross margins once that's done versus what you reported this quarter? And then the second question, can you give some color on the bookings? You said they were strong, yet when I look at the revenue guidance for the next quarter the mid-range of the guidance is consistent with consensus. So I'm trying to get a sense of if you can give a book-to-bill or some elaboration on the bookings.

As we've said, we expect to exit the transition services. We've already exited a few and we will be hopefully completely off them in our fiscal second quarter. We are now running a fair amount of duplicative expense because we built up organizations in a couple of areas to catch those transactions when we move off of the TSAs. So we expect sometime after the second quarter or perhaps during the second quarter we do expect a downward movement in op ex. We're not at the point of quantifying that yet, but we do expect op ex to be coming down sometime mid-second quarter. Nikos Theodosopoulos – UBS: Okay, so all else being equal, outside of any other initiatives, puts and takes, we would see the op ex come down in the third quarter from the second quarter?

Yes. Nikos Theodosopoulos – UBS: And on the bookings, can you elaborate a little bit more on that?

We wouldn't provide specific metrics, because I think these things can move around and might not be a real indicator. But we had strong order flows in our Q4. Relative to Q1, I think that's still good growth. We had better-than-anticipated revenues in Q4 as well, and some of that meant that we had higher book to bill than anticipated, so we got to the additional revenues. I would also say that when we put the two businesses together we also had to rebuild essentially the backlog, particularly on the MEN side, because of some of the accounting treatments around this sort of disappearing revenue concept. So we also had to replenish that as well. So that's also where some of the strong orders went. Nikos Theodosopoulos – UBS: And would you say they're broad-based, the orders? Or specific to certain products or geographies?

I would say they're broad-based. I would also say that we're encouraged by the international global reach and diversity of the customer base, and I think that's reflected in the 50% revenue number in Q4 as well. But I would say it was broadly based across the 6500 and the 4200 range.

Our next question comes from Rod Hall of JP Morgan. Please go ahead. Rod Hall – JPMorgan: I've got just a couple. One question I've got is just on the op ex. I think, Jim, you had said at the analyst day that you were expecting to exit the year at $190 [million] or below, and you're a little bit ahead of that, not a lot. I just wondered when you think now you've dropped below that $190 million level in op ex. And then a follow up question on that is it's where do we actually start to see the operational gearing kicking in? You're talking about exiting the year at the target level of margins. Where do we see the inflection point? Is it coming in the next quarter? Couple quarters? Can you give us any idea on what the timing on that might be? And I've got one follow up to that as well.

We should see operating leverage as our revenue grows. Now, it's going to accelerate, frankly, in our Q3, because as I said we have still a lot of money that we're paying for transition services in addition to the fact that we've built organizations in a couple areas. But as we've said, we expect op ex will come down in Q1. We think the direction of that number is down as we move through the year. So essentially, as revenue grows we will see operating leverage. Just to point out, we did have a better than expected op ex result in Q3, a little higher than we planned in Q4, but when you average those two, we're well within our targets that we talked about at analysts day. Rod Hall – JPMorgan: Okay. And then on the restructuring, we noticed a couple of quarters now you guys have been running quite a bit below what we were expecting, and I just wanted to double check. I think you guys had originally said you had about $180 million of restructuring charges in total, and I think you've taken something like $100. So is there still $80 million to go? Can you give us any idea what the trajectory of that restructuring unwind might be over the next couple quarters?

Yes. We've actually spent more like $120 million or so, because the restructuring costs, as we've said, included some capital expenditures that we were going to make, particularly in our IT infrastructure. So we're at roughly $120 million or so. Q1 will be a heavy acquisition and integration cost quarter, because we hope to be essentially complete with all those costs by the end of Q1. There might be some dribbling into Q2, but we expect that we're going to be right at the $180 million we've been talking about now for quite a while.

Our next question comes from Paul Silverstein of Credit Suisse. Please go ahead. Paul Silverstein – Credit Suisse: Gary, maybe I missed it. Did you give a dollar number for the 40G and the 100G, the base of business currently?

No, but we did say it was up 50% sequentially in terms of shipments. Paul Silverstein – Credit Suisse: Would it be possible to get a dollar number?

It's tough to split it out. In terms of sum of the shipments we really just look at the actual cards that go out of 40G. Paul Silverstein – Credit Suisse: Just for frame of reference, is that business today as a percentage of transport? And I appreciate that it's tough to split out, but is that 10% of revenue? Greater than 10%?

I think it's greater than 10%. We've talked about this internally around framing this, and we'll look at providing some numbers around this as we move forward, because I think it would be helpful. But it's certainly becoming way more than 10%. Paul Silverstein – Credit Suisse: So it's way more than 10%, and you said the order book was up 50%?

The actual shipments for 40G were up 50% sequentially quarter-on-quarter. Paul Silverstein – Credit Suisse: I apologize. When you say shipments, that translates into future revenue, or that's in the revenue numbers this quarter?

Some we would have taken for revenue, and some we wouldn't. It's just an indicator that - some of it's a bit of forward-indicator as well. Paul Silverstein – Credit Suisse: Can you tell us how many 40G and 100G customers you have total at this point?

For all of transport it's got to be - I think the number, Paul, I will check it for you. I think it's between 60 and 70. Paul Silverstein – Credit Suisse: How would that compare to 90 days ago?

It would be up substantially. At least 10-15 in the quarter. Paul Silverstein – Credit Suisse: So again, going back to that comment about the 50% increase in shipments, it sounds like it's smoothing out. Or is it still lumpy? In terms of trying to predict the flow going forward, is there reason to believe that this was extraordinary, one-time? It sounds more like you're thinking this is an ongoing trend.

I think this is an ongoing trend. I think we're seeing now, finally, this move to 40G and then in some cases to 100G, I think that's gathering momentum. If I look at the engagements and the platforms that we've got with various customers, they're all looking at high capacity transport, be it 40G and some at 100G, we're seeing increased engagements in both.

One data point I'll add to what Gary said is if you just look across the market broadly the consensus today is that about 30% of the ports being shipped are 40G ports and in some cases in low haul networks it's actually higher than that. Paul Silverstein – Credit Suisse: So those numbers that you're citing, both on the port shipments and your customer base, it sounds like it's beyond the Tier 1s in terms of the demand you're seeing.

Yeah, I would say so. Tier 1s tend to get most of the analysis and talked about. We're also seeing pretty substantive uptick in what I guess you'd classify as Tier 2s.

And I'd just remind you, our first 100G shipment was actually in the enterprise space.

New York Stock Exchange, yeah. Paul Silverstein – Credit Suisse: Right. From a competitive standpoint, is it possible to characterize your win rate at this point in 40G and 100G?

You can see it in the overall transport stuff. It's a significant factor in taking our overall transport numbers up, and we report that as a segment. Paul Silverstein – Credit Suisse: Gary, different question. I'm trying to understand - I recognize it's still a limited landscape in terms of number of suppliers shipping 100G, or shipping 40G, but who are you seeing out there and what's been your success competitively?

I think in terms of 100G we still think we're the only real player that's able to ship and install, and we're seeing further evidence of that from some customer engagements that we've had. We're not really seeing any - but we've seen plenty of press releases, but we're not seeing real deployments being out there. I'd be happy to take that offline with you as well. Paul Silverstein – Credit Suisse: One last question if I may. On the optical switching side, that meaningful revenue reference you made for the second half of fiscal '11, is it possible to characterize what meaningful means for you?

Certainly more than it is now. [Laughter.] I think we're certainly on CESD at the low point and I think on the switching side, given we think that's beginning to move now as we transition over to 5400.

Our next question comes from George Notter of Jeffries. Please go ahead. George Notter – Jefferies: Just continuing on the 5400 discussion, I just want to be sure there's been no push outs in terms of the timing for your expectations on revenues. I think before you were characterizing revenues as being initial revenues in the first half of 2011, now I think you're saying meaningful in the second half of '11. I just want to make sure we're not seeing any changes there.

No, I think we're on track. I think overall it's fair to say, if you had asked me this 18 months ago, I'd say it's taken longer than we would have thought. But that is the nature of the strategic decisions by the major carriers. I would expect that we would take some revenues for the 5400 in the first half of the year. We got our first orders in Q4, so I would expect us to recognize that during the first half and then ramp up from there. George Notter – Jefferies: And then just so I understand the interplay between the CoreDirector platform and then the 5400, I guess I'm trying to understand how that transition works. Would you expect the CoreDirector revenue run rate to continue to drift down for a period of time while operators are commercializing the 5400, yet you still can't take revenue for it? I guess I'm just trying to understand the interplay there.

I wouldn't characterize it initially as CoreDirector revenues going down. What I think you would see, particularly in cases where people are looking for the new feature set that 5400 provides, things like OTN, and in cases where they're looking for higher capacity than CoreDirector, they'd go quickly to that platform. I think you'd also begin to see them transition to that platform over time, and over time is measured in months and years not weeks, to the next generation platform, because of its feature set. That said, we put OTN features on the CoreDirector platform today, and we continue to put new CoreDirectors in networks as we speak. George Notter – Jefferies: So it's fair to say that on a sequential basis you expect the switching business to just continue to drift up, and then drift up more meaningfully in the second half as the 5400 really becomes more substantial.

That's a reasonable characterization, yeah.

Our next question comes from Mark Sue of RBC Capital Markets. Please go ahead. Mark Sue – RBC Capital: Jim, should $190 million, plus or minus a little bit, should that be the new op ex run rate going forward? I mean we have offsets with variable expenses, but we also have declining costs to Nortel. Is that how we should think about the number for the next several quarters, $190 million?

I think you should think of that as sort of the Q1 number. As we've said, we're still spending a lot of money on TSA and we have a fair amount of duplicative costs going on, though the TSAs will begin to drop off Q1 and hopefully by the end of Q2 we will be completely off of TSAs. So the direction of our op ex is going to be down, really throughout the year. We're not prepared at this point to quantify it. But again, I'd say that we expect operating leverage from this point going forward - as our revenue grows we're going to see leverage. Mark Sue – RBC Capital: And Gary, do you feel that the MEN performance so far is related to some catch up from depressed levels, which implies a slowdown in the future? Or should we not look at it that way? And then separately, just on the new products, the 5400 in particular, is there a way we can quantify that? For example, should we look at the original installed base of CoreDirector and say that's kind of the size of the opportunity that you could sell into? Or can it actually be larger?

I would say on the MEN side, there might be a little bit of that perhaps in the Q2 and Q3. I think that's washed out right now. In terms of the catch up I would say it is reengagement with some MEN customers, but I think they're comfortable about the portfolio going forward and I think that's forward traction. So I would not expect it to slow, given the level of activity we're seeing around 40G and 100G. I would think that's not the dynamic that we're dealing with now. On the 5400, I think there are some parallels clearly to CoreDirector, but I would say it's a much broader application set that we're seeing, and we have much bigger global reach than we have when we launched CoreDirector. And it's also a broader family of products and capabilities around high capacity switching, OTN. And so I think the applications are much broader to it as well. So I'd encourage us to think about it in broader terms. Mark Sue – RBC Capital: Does that mean 21 quarters of sequential revenue growth from now on?

Let's hope so. [Laughter.]

Our next question comes from Cobb Sadler of Catamount Advisors. Please go ahead. Cobb Sadler - Catamount Advisors: Had a question on the CoreDirector-5400. You mentioned one major North American customer and I was just wondering where you are with that customer. Is it a lab trial, first office application? Would you charge for a lab trial even if it was a lab trial?

I'd love to charge for lab trial, but the reality of that is not really there. I would say first office application, and the customer is paying for it. That's why I highlighted it as an order. So it is a commercial deployment. We've got a number of other trials at various stages with various carriers around the world, but this is the first real commercial order and that's getting deployed in the early part of 2011.

The other thing I would add to the previous question, kind of following on to Gary's point about the fact that 5400 addresses a broader audience, is the fact that some of the places what we're seeing interest in and trials on 5400 are actually customers who aren't currently CoreDirector customers. So the new customers we're adding is stable. Cobb Sadler - Catamount Advisors: The next question is is the new customer an old CoreDirector customer?

It is an existing CoreDirector customer. Cobb Sadler - Catamount Advisors: Moving on to CESD, you mentioned it's at the low point. The growth comes from your existing customer base for CESD, or new customers going forward? Or both?

The answer to that is both. We launched it initially in North America. We got good traction, particularly on two large accounts in North America. For various different reasons, that's paused over the last couple of quarters. We're optimistic on both of those carriers going forward picking up. Also in North America we've secured a number of new accounts as well. We launched it in both backhaul and business services in North America. We launched it internationally, and that pickup is going well as well, including both backhaul and business services. So really we're looking to leverage our global scale and reach now and so we think that it's both existing customers and the broader operating leverage that we have. Cobb Sadler - Catamount Advisors: And then last question on the international growth, regions and products. Where was the growth on a regional basis, and which products were the higher-growth products internationally?

I think it was the high capacity transport. Asia was particularly strong for us, both in India and a couple of other countries in Asia as well. Europe was solid, which based on our perspective a couple of quarters ago around what we were seeing in Europe, I think the sentiment in Europe is certainly better than we'd anticipated from an overall infrastructure spend perspective.

Our next question comes from Alex Henderson of Miller Tabak. Please go ahead. Alex Henderson - Miller Tabak: Couple of quick questions. First of all, on component availability and pricing, usually you get price cuts from the component vendors in the first weeks of January. I assume that by now you've negotiated that. Can you give us some sense of what degree it is? Is it more or less than normal price declines? And availability, particularly on the way they select the switches in tunable XFP?

I would say that from a supply chain point of view one point I would make - and being in the industry for a while your comment's highly pertinent - I think it's less seasonable-based than it used to be around the overall negotiations with the component and supply chain. So I think now we're able to, certainly in a much larger entity, leverage that scale that we've got around volume, etc. So we started those discussions pretty quickly after we put the companies together and so it's tough for me to comment on a sort of seasonal aspect to it. But clearly we're seeing some good shifts in terms of our ability to get improved pricing from the component base. Alex Henderson - Miller Tabak: So if you were to look at the normalized pricing declines that you would see on an annual basis, given the tightness in the component space, is it a little bit less than normal, but you're getting a benefit from the increased scale that's offsetting that?

It's tough to separate them out. I would say we're getting better leverage now across the board, across the component space, and we are getting better pricing. Whether that's a function of the overall market, I think it's more to do with our size and scale now. Alex Henderson - Miller Tabak: Given the tight conditions around [the way they] select the switches and the shift to multidirectional [inaudible], can you talk a little bit about the implications that that has for availability of those parts and the availability to go to 8-dimensional [inaudible] or more in your product line?

As usual we spend a good bit of time working with our vendors to make sure that we've got the best solution for those products and one of the things that I point out also is that while WSSs and multidirectional capability are key things that are needed to differentiate ourselves in the marketplace, they don't represent the majority of the installations we do. So they're an important component, but not one that is the lion's share of the business. Alex Henderson - Miller Tabak: What I was getting at is that those areas that generally have been associated with that seemed a little bit weaker than normal, looks like what might have been supply constraints as well as the product transition. Is that a factor?

With any new component constraints are going to be a bit of an issue, but I wouldn't say it's been one that has slowed us down. Alex Henderson - Miller Tabak: Second question, obviously the buzz in the markets are on 40G and 100G, particularly Coherent. There's some talk about the important Coherent components being capacity constrained, particularly in terms of chipsets for dispersion adjustments into the February timeframe, and then opening up nicely after that. Can you talk a little bit about where you are in terms of seeing big RFIs and big RFQs coming down the pike? We've heard about potentially half billion-type contracts coming down the pike in this space. These are game-changing transitions here. You haven't seen a transition like this in 10 years. Where are we in terms of really hitting the steep part of that ramp? I realize most people talk about that 100G is 2012, but everything I'm hearing seems like it's getting pulled forward. You guys are certainly well available with what, over 20 installations already running 100G? Where are we here on this?

I think that this whole high-capacity demand is clearly growing, it is materializing. I think it's been stalled a little bit, clearly by the global economy, and that seems to be settling down. I think the market for 40G and 100G, we're seeing very large, broad engagements. There are some large opportunities, both for 40G and 100G, that we're seeing. And I understand folks saying 2012 will be widespread deployment of 100G. I actually think we'll see more than we think in 2011. So I would concur with your hypothesis. We remain cautious, and we've got first mover advantage in 100G, and we're continuing to develop the various evolution for that platform to make sure that we're staying ahead and we think that first move advantage is incredibly important. Alex Henderson - Miller Tabak: One last question and I'll cede the floor. It looks like the competitive advantage that you've got on 100G - while it loosely looks like it's done a pretty good job of catching up, but other players, particularly the ones that have been dogging the transport space, i.e. Huawei, looks like it's well behind. Am I characterizing that accurately?

I would say that Lucent's probably at the head of the pack of our competitors, but I'd also point out that, as Gary did in the prepared remarks, that we're still the only company really shipping 100G at this point. And I think one of the reasons that we've been able to get that into the market quickly is some of the technologies we've deployed that allow this new technology to operate on a wide variety of different fiber clients. And that's also feeding into your point around the fact that people seem to be a bit more comfortable making the transition to 40G and 100G. Alex Henderson - Miller Tabak: I've heard the spectral performance of your 40G and 100G is actually better than 10. That also seems like a big positive for it. But just going back to the question I just asked, is Huawei well behind? Do you have a nice time to market advantage there beyond what you would normally expect?

We've said that we have a 12- to 18-month time to market advantage, but it's probably best for us to take that offline.

Our next question comes from Kevin Dennean of Citi. Please go ahead. Kevin Dennean - Citi: Quick question on the competitive environment. Obviously you had a nice quarter here on revenues. Looks like you're gaining traction internationally. When we look at the transport market, it's really overly fragmented, with 14-15 players. But yourselves, Huawei, and Alcatel are really distinguished by your market share. Can you give us a sense for what you think happens in this market over the next 12 to 18 months? Do you think that we see either forced strategic exits by some of your competitors? And what will that mean for Ciena?

I would say that compared to the two large players that you mentioned, we're a very focused player on the convergence of optical and Ethernet, and I think that gives us an advantage. I think that we've got clear technology leadership there when combined with the switching and the Ethernet. That puts us in an incredibly strong position, and I think we see the opportunity to take market share going forward both in terms of some of the other more fragmented smaller players that don't have scale, so we can leverage our global scale. And then also against the larger competitors, we think we've got the better technology and we've got the scale to go get into the customer base now that we didn't have before. We really do think that we're pretty well placed.

And Kevin, I would just add, as we've talked about in the past, that the movement on the part of the major service providers around the globe is to rationalize their supply chain and get fewer suppliers. The scale that we now have, along with the technology advantages that we have, really put is in a great position to leverage our positions in these large customers. And it's hard for us to talk about what other competitors are going to do, but I like our position in the market right now. Kevin Dennean - Citi: Jim, I'd like to follow up with you in one minute on the idea of rationalization, but just going back to Gary, the share gains that you think you're getting now, or that you envision getting over the next, call it 12 to 18 months, or through the cycle, at whose expense do you think they really come from? There's a lot of players that are very low single-digit, and then there's market share, and then there's a handful of players at 7, 8, or 9. Do you think that we're going to see, maybe, this industry consolidate down to 10-12 players at some point over the next two years?

I think you'll see some consolidation, and I think from a share gain from our perspective we're focused on taking share from the larger guys and from the fragmented smaller group as well. And I think clearly that there'll probably be some fallout over time of that. Kevin Dennean - Citi: And then Jim, just going back to your comment on rationalization, how about your own rationalization? You've talked a little bit in the past, and I think you answered some questions around this earlier, but when do you think we'll see the benefits of Ciena rationalizing its supply chain, whether it's consolidating component suppliers, or in the past I think you've talked about consolidating your EMS partners?

When we combined the two companies, we started with five EMS companies. We had three distribution centers. We have already taken the distribution center count down by one. Further rationalization of the supply chain, really it's critical that we get into the one Oracle system. As we said, that's going to happen sometime around the end of our first quarter or the middle of the second quarter. Once we have one system, all of our supply chain and [inaudible] in one system, really it enables us to start moving aggressively down a supply chain rationalization. So my guess is you're not going to see any - by the way we've already done some things, as I've said, but the next significant move to leverage our supply chain will come about in the second half of 2011.

Our next question comes from Subu Subrahmanyan, from Sanders Morris. Please go ahead. Subu Subrahmanyan – Sanders Morris: First, on the gross margin side, you had mentioned that you're expecting to move down to the lower 40s based on packet optical switching mix, and just wondering, given your expectation that CoreDirector and 5400 start ticking up over the next couple of quarters, what would cause gross margins to tick down? The other question was on DSO. Can you just touch on why the DSOs were higher this quarter?

Why don't I take the gross margin question first? I think we've had a good mix so far within the transport arena, and the point that I would make is that going forward, certainly as we look at next quarter, that mix might not be as good from a margin point of view, and that will take it down. I think we will see CESD and 5400 improve, but I don't think that will be enough within the Q1 to make a significant contribution to that. Now, clearly over time, the target operating model would look to leverage both the CESD and the 5400 increasing and the software applications to improve the margin, but I think in the short-term that's why we gave the guidance that we did, which has been pretty consistent with what we've talked about.

And on the DSO question, the mix of our revenue through the quarter really has a lot to do with what our DSO position is at the end of any quarter. So it turns out that in this most recent quarter we had a pretty high percentage of our revenue and shipments in the final month of the quarter, so I wouldn't take any great concern about the step up in our DSOs this quarter. We're managing that process very carefully, and as our mix of revenue moves around in the quarter you'll see DSOs move around as well. Subu Subrahmanyan – Sanders Morris: Got it. And if I could, one followup on the operating expenses. I know you're not talking about the level of downtick we could see in Q2, Q3, but to exit the year at that 7-10% operating margin level, what kind of op ex absolute numbers should we be thinking about?

I don't think we're in a position to give you that number specifically, but let me tell you what has to happen in order for us to get to our planned operating leverage and operating model. And what has to happen there is that we have to see an increase - not a major increase, but some increase - in our margin, and we think that comes about as the percentage of our revenue in CESD and switching goes up. We have to see continued, over time, reduction in our operating expenses, and we have to start seeing some dollars taken out of our supply chain. Those are the three things that we plan to do over the next nine months, and that will get us to the 7-10%.

Our next question comes from Ehud Gelblum from Morgan Stanley. Please go ahead. Ehud Gelblum - Morgan Stanley: If I could just drill down a little bit more into the reasons behind the evidence that you're seeing behind the bounce back in CoreDirector and the category, and basically in the 5400. Can you give us a sense of what orders look like in switching [out], or is it that you have better confidence in the progress of those trials? So is there any way we can quantitatively look at [inaudible] in the process of rationalizing that. And I understand that you've got the first 5400 orders now, and is that what's giving you the confidence that that bounces back in the back half of the fiscal year? And the same with CESD. Just give us some of the data points that you're looking at giving confidence that it bounces back from here. In CESD are we looking at the same two customers that we had in the past, one of whom obviously is in more trouble than it used to be? Or are we looking at a wider range of customers as that grows from here?

The CoreDirector and the 5400, I'd say it's a combination of things. It's not a single metric. Clearly getting our first orders is a milestone, but it's not a particular predictor of the future, but it's a good start. It's a combination of all of the engagements from a customer point of view. Where we think they'll be from a deployment perspective, some of the ongoing activities and forecasting and our engagement with that customer. That's largely our read on the 5400. CESD is a little easier to point to metrics. We think our orders are forecast to be up in Q1 that we're in, and it's a broader customer base as well than we've had from those two customers before. So the work that we've done we had about 33 new customers we secured during 2010, so we've got a much broader customer base and I think that's why we've got confidence that that will increase. And we've got one particular customer that we've just won that's now buying CESD and 5400 and CoreDirector combined. And that's a new customer for us as well. Ehud Gelblum - Morgan Stanley: Is that customer in North America?

No, it is not in North America. It's outside, and it's a new customer for us. So again, we're able to leverage our global reach to give us more confidence around a broader set of customers. Ehud Gelblum - Morgan Stanley: So to summarize, would it be safe to say that you have the [EFP] orders in hand and the 5400 you do not have orders in hand but you're watching the progress of the trials, and they're looking -

That's probably simplifying it a little bit. We've still got orders to get for CESD. It's a forecast, but we know where they're coming from in Q1, and we have reasonable confidence around that with a much broader engagement. I would say the 5400 is much more around judgment, if you want to sort of distill it down as a compare and contrast. Ehud Gelblum - Morgan Stanley: Okay. Two other things if I could. One is the extra R&D that you added for features that presumably [inaudible] around the 5400 as you triangulated around the final product that people would be buying. Can you quantify how much of the extra op ex this quarter was due to that? And is that just one more quarter's worth of that much, or was this the only quarter you need to spend that? Or are we going to see that for a couple more quarters until those features are added?

I don't think you'll see that going forward, and I think it was predominantly on the 5400. Not exclusively, but predominantly on the 5400. One of the challenges we've got, and it's a nice problem to have, is we've got some very expensive platforms coming to market, not least of which is the 5400 platforms and the prototypes are expensive, etc., and the NMS, and the integration, and also the 100G. They're expensive cards. But we do not, apropos the guidance that Jim gave on the operating expenses, we don't see the need to have to go do that going forward. Ehud Gelblum - Morgan Stanley: Can you give us a sense of how much this quarter? Was it $4-5 million this quarter?

It was certainly in that ballpark. Ehud Gelblum - Morgan Stanley: And finally, it sounds like, and correct me if I'm wrong, some of the boost to gross margin giving you slightly above the lower 40s came in the extra software content in your services business? It seems to have gone up nicely. Is that a sustainable boost in software? Should we be modeling software and services at that level going forward, or is that kind of lumpy?

What I would say is that we have begun to offer some additional advanced services and some additional software offerings, so that we hope to see that, over time, the software percentage of our revenue will increase. But it is going to be somewhat uneven as we move through time. Ehud Gelblum - Morgan Stanley: So the assumption in your next quarter's guidance is that it goes back down to what it was?

Yes, that's basically the assumption. Ehud Gelblum - Morgan Stanley: And since there's a little bit of a mix shift in the gross margin, more towards product -

As we've said, we have a range of products, and even within something like the transport space, we can see differences in margin, because of the applications, the customers, the location, and so it's not a simple case that if transport is up our margins go down. Ehud Gelblum - Morgan Stanley: And it never was, even before Nortel. One last thing. You actually called out last quarter that Nortel had a disproportionately high percentage of cards, and therefore was a high gross margin content in the Nortel MEN business did that come back then normal this quarter? Or was that still somewhat elevated?

It's moving downward to a more sustainable level. That does impact gross margin downward. On the other hand, it's a positive sign that we're able to place complete systems out in the market.

Our next question comes from Tal Liani of Bank of America. Please go ahead. Tal Liani – Bank of America: I have two questions. The first one is it seems like this quarter, again, revenues from Nortel contributed the upside. They went up nicely from $222 million to $256 million, and revenues from classic Ciena, legacy Ciena went down again, $168 million to $162 million. And the question I have is first, if you can discuss a little bit about the dynamics between Nortel and Ciena, what causes it. And second, are you concerned that what we are seeing now with Nortel is maybe some catch up spending because their customers didn't buy anything under bankruptcy and now they're slowly buying and maybe it will slow down in the future? So my first question is about the breakdown Nortel versus Ciena. My second question is about the expenses. I heard all your explanations about the expenses, but I still don't understand why everything you said is a one-off in the sense that if you have extra expenses because of the migration from Nortel systems to your systems, it's still an ongoing expense, and if you invest in R&D of 5400, it's still an ongoing engineer that is there to have the - so what I don't understand is why this is going to be a 4Q and 1Q phenomenon and then coming down. Why isn't it going to go forward?

Let me take the second part of that. There's more in our R&D expense than just the fact that we have a lot of engineers on staff. There's a lot of third-party services. There are licenses that we have to buy in order to achieve commercial grade on some of our equipment. And so it's not the case that - and also the amount of prototypes that we have to build as we're introducing big new expensive platforms. So it's just not the case that our R&D expense is going to be consistent over time. It does have some lumpiness in it because of all the things that we've talked about. So we do expect, as we've said, that our op ex will be down in Q1, and we do expect that we'll start to generate operating leverage as our revenue grows.

On the first question, I answered this a little bit earlier, and we're running out of time a little bit here, so on the concept of an MEN catch-up, we don't think that's the dynamic that we're seeing. There might have been a little bit of that in earlier quarters. Given the traction with 40G and 100G deployments and new deployments around that, we don't think that's the dynamic that we're seeing. In terms of the classic Ciena piece, it's really around the investments that we've made in CESD and switching that are not yet leveraged out into the marketplace and so we do think that as we move forward, CESD will improve and switching will also improve as we get to the second half of the year. So you'll get a better balance of the actual business.

That's all the time we have for questions today. I'd now like to turn the call back over to Mr. Gary Smith.

Thank you operator, and I appreciate everybody's interest this morning and wish everybody a safe and happy new year.