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 and Exchange Act of 1934

Date of report (Date of earliest event reported): May 30, 2007 (May 29, 2007)

JDS UNIPHASE CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware	000-22874	94-2579683
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

430 North McCarthy Boulevard, Milpitas, CA	95035
(Address of Principal Executive Offices)	(Zip Code)

(408) 546-5000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Reporting)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 3.02. Unregistered Sales of Equity Securities.

On May 29, 2007, JDS Uniphase Corporation (the “Company”) announced via press release that it completed its acquisition, by way of merger (the “Merger”), of privately held Picolight Incorporated (“Picolight”) on a cash-free, debt-free basis for approximately 8,148,703 shares of JDS Uniphase common stock (the “Shares”) plus an additional $10,000,000 in cash subject to the achievement of certain revenue targets during calendar year 2007. As a result of the Merger, Picolight became a wholly-owned subsidiary of the Company.

The Shares issued in the transaction were issued in reliance on an exemption from registration under Section 3(a)(10) of the Securities Act of 1933, as amended, pursuant to a permit issued to the Company by the California Department of Corporations (the “DOC”) in connection with a qualification by permit application filed by the Company with the DOC for the offer and sale of the Shares. The DOC issued said permit after determining, pursuant to a hearing held before the DOC, that the terms and conditions of the offer and sale of the Shares were fair.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description of Document
99.1	Press release entitled “JDSU Completes Acquisition of Picolight” dated May 29, 2007.

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.

		JDS Uniphase Corporation
	By:	/s/ Christopher S. Dewees
		Christopher S. Dewees Senior Vice President, Corporate Development and Chief Legal Officer
May 30, 2007

EX-99.1

Exhibit 99.1

For Immediate Release

JDSU COMPLETES ACQUISITION OF PICOLIGHT

MILPITAS, Calif., May 29, 2007 – JDSU, a leading enabler of broadband and optical innovation, today announced the completion of its acquisition of Picolight, a leading designer and manufacturer of optical pluggable transceivers.

The acquisition significantly strengthens JDSU’s position in high-growth pluggable optics for the enterprise market and adds an established, vertically integrated manufacturing model.

“Demand for reliable data management and delivery continues to grow, particularly among enterprises,” said David Gudmundson, president of JDSU’s Optical Communications business segment. “With this acquistion, we are able to serve market demand for 8 and 10 Gigabit data networks, and provide a clear path to 100 Gigabits in the future. We are encouraged by the feedback from customers and are confident that our combined companies have the scale and strength to compete in today’s enterprise and service provider markets.”

With over 1 million small form-factor pluggable products shipped, Picolight has been a pioneer in developing the vertical cavity surface-emitting laser (VCSEL), a key technology used in high-speed and short-to-medium distance optical interconnects. The addition of Picolight’s 850 nanometer (nm) and 1310 nm VCSEL-based transceiver products to JDSU’s current data communications product portfolio brings innovative technology with the performance, reliability and manufacturability needed to address a wide range of markets.

About JDSU

JDSU (NASDAQ: JDSU; and TSX: JDU) is committed to enabling broadband & optical innovation in the communications, commercial and consumer markets. JDSU is the leading provider of communications test and measurement solutions and optical products for telecommunications service providers, cable operators, and network equipment manufacturers. Furthermore, JDSU is the leading provider of innovative optical solutions for medical/environmental instrumentation, semiconductor processing, display, brand authentication, aerospace and defense, and decorative applications. More information is available at www.jdsu.com.

The statements contained in this press release that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934. Such forward-looking statements include, but are not limited to any statement or implication that the datacenter, enterprise, storage area and metro markets will grow, or grow at the rate predicted by third parties; that Picolight’s operations, sales channels and business will be successfully integrated into JDSU, or that Picolight’s products described in this press release (i) will be successfully introduced or marketed, (ii) will be qualified and purchased by our customers, or (iii) will perform to any particular specifications or performance or reliability standards. Such forward-looking statements involve risks and uncertainties that, if realized, could materially impair the Company’s results of operations, business, and financial condition. These risks and uncertainties include the following, among other things: (a) our current visibility as to customer demand levels, future market growth and the timing, extent, location, requirements and nature of network and datacenter build-outs and technology transitions, is extremely limited; (b) the timing, extent, location, requirements and nature of network, datacenter, enterprise and storage area technology transitions is extremely unpredictable and development cycles are generally very long; and (c) the products may not (i) perform as expected without material defects, (ii) be manufactured at acceptable volumes, yields, and cost, (iii) be qualified and accepted by our customers, and (iv) successfully compete with products offered by our competitors, and (d) factors discussed from time to time in reports filed by the Company with the Securities and Exchange Commission. The forward-looking statements contained in this news release are made as of the date hereof, and the Company does not assume any obligation to update or qualify any of the statements made herein. Source: JDS Uniphase Corporation.

Contacts

Media: Noel Bilodeau, Public Relations, 408-546-4567 or

noel.bilodeau@jdsu.com

Investors: Jacquie Ross, Investor Relations, 408-546-4445 or

investor.relations@jdsu.com