1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A-1 Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 1997 (Amending Report dated February 19, 1997) CIENA CORPORATION ------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-21969 23-2725311 - - -------------------------------------------------------------------------------------------------------- (State or other jurisdiction of (Commission File (I.R.S. Employer incorporation or organization) Number) Identification No.) 920 Elkridge Landing Road, Linthicum, Maryland ----------------------------------------------------- (Address of principal executive offices) 21090 (Zip Code) (410) 865-8500 Registrant's telephone number, including area code: 8530 Corridor Road, Savage, Maryland ------------------------------------ (Former name or former address, if changed since last report) ================================================================================ Exhibit Index is on page 5 . --- 2 CIENA CORPORATION ITEM 5. OTHER EVENTS. On August 6, 1997, the Company announced certain financial results for the third fiscal quarter ended August 2, 1997. The text of this announcement is included as an exhibit to this Form 8-K/A. In addition, in connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, and because of the large volume of shares first becoming eligible for secondary trading on August 7, 1997, CIENA Corporation ("CIENA") is hereby amending and restating in their entirety the previously filed cautionary statements identifying important factors that could cause CIENA's actual results to differ materially from those projected in forward-looking statements made by or on behalf of CIENA. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (99) Additional Exhibits 99.1 Press Release dated August 6, 1997 99.2 Cautionary Statements for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995. - 2 - 3 EXHIBITS: Exhibit Number Exhibit Description - - -------- ------------------- 99.1 Press Release dated August 6, 1997. 99.2 Cautionary Statements for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995. - 3 - 4 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 hereunto duly authorized. CIENA CORPORATION Date: August 6, 1997 By: G. Eric Georgatos ------------------------------------------------ G. Eric Georgatos Vice President, General Counsel and Secretary - 4 - 5 INDEX TO EXHIBITS EXHIBIT - - ------- NUMBER EXHIBIT DESCRIPTION PAGE - - ------------- ------------------- ---- 99.1 Press Release dated August 6, 1997 6 99.2 Cautionary Statements for Purposes of the "Safe Harbor" 9 Provisions of the Private Securities Litigation Reform Act of 1995 - 5 -