8-K

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) October 14, 2003

C-COR.net Corp.

(Exact name of Registrant as specified in its charter)

Pennsylvania	0-10726	24-0811591
(State or other jurisdiction of	(Commission File	(I.R.S. Employer
incorporation or organization)	Number)	Identification No.)

60 Decibel Road, State College, Pennsylvania	16801
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (814) 238-2461

(Former name or former address, if changed since last report.)

Item 7.    Financial Statements and Exhibits.

(c) Exhibits

Number	Description of Document
99	Press Release issued October 14, 2003

Item 12.    Results of Operations and Financial Condition

On October 14, 2003, C-COR.net Corp. issued a press release announcing certain financial results for the first quarter of fiscal year 2004. A copy of the press release is furnished as Exhibit 99 to this Form 8-K.

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

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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.

	C-COR.net Corp.
	(Registrant)
October 15, 2003	By:	/S/    WILLIAM T. HANELLY
	Name:	William T. Hanelly
	Title:	Chief Financial Officer

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EX-99

Exhibit 99

C-COR PROVIDES BUSINESS UPDATE

State College, PA (October 14, 2003) – C-COR.net Corp. (Nasdaq: CCBL) will provide a business update for the current quarter at today’s scheduled annual Shareholders’ Meeting at the Company’s State College headquarters.

At the meeting, C-COR will announce that its financial results for the first quarter of fiscal year 2004, ended September 26, 2003, will exceed the Company’s previous guidance issued on August 21, 2003. Net sales for the first quarter were approximately $56 million, and the Company achieved profitability and generated cash from operations. The First Call consensus for the first quarter was a loss per share of $.05.

C-COR will issue a press release with detailed fiscal year 2004 first quarter results on Thursday, October 23, 2003, before the opening of the Market. At 9:45 AM (ET) on that date, the Company will also hold its quarterly conference call. Information on how to access the quarterly conference call is provided in C-COR’s September 25, 2003, press release posted on the Company’s web site (www.c-cor.net).

About C-COR

C-COR is a leading provider of premium quality, globally-oriented optical, digital video transport, and RF telecommunication products; network and resource management software solutions; and high-end technical field services—all enabling cost-effective delivery of voice, video, and high-speed data over advanced HFC (Hybrid Fiber Coax) broadband networks. Headquartered in the U.S. with facilities worldwide, C-COR’s mission is to provide our customers with second-to-none network integrity throughout the full network life cycle. During 2003, C-COR is celebrating its 50^th anniversary with activities focused on linking its rich tradition of innovation, entrepreneurship, leadership, and commitment to the cable industry with its vision for the future. C-COR’s common stock is listed on the Nasdaq National Market (Symbol: CCBL) and is a component of the Russell 2000 Stock Index.

Some of the information presented in this announcement constitutes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements represent the Company’s judgment regarding future events, and are based on currently available information. Although the Company believes it has a reasonable basis for these forward-looking statements, the Company cannot guarantee their accuracy and actual results may differ materially from those the Company anticipated due to a number of uncertainties, many of which the Company is not aware. Factors which could cause actual results to differ from expectations include, among others, capital spending patterns of the communications industry, changes in regard to significant customers, the demand for network integrity, the trend toward more fiber in the network, the Company’s ability to develop new and enhanced products, the Company’s ability to provide complete network solutions, continued industry consolidation, the development of competing technology, the global demand for the Company’s products and services, and the Company’s ability to integrate acquisitions and achieve its strategic objectives. For additional information concerning these and other important factors that may cause the Company’s actual results to differ materially from expectations and underlying assumptions, please refer to the reports filed by the Company with the Securities and Exchange Commission.