SYCAMORE NETWORKS INC
425, 2000-07-06
TELEPHONE & TELEGRAPH APPARATUS
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                                               Filed by Sycamore Networks, Inc.
                                                 Pursuant to Rule 425 under the
                                                         Securities Act of 1933
                                              Commission File Number: 333-25853
                                       Subject Company: Sycamore Networks, Inc.

The following communications contain forward-looking statements based on
current expectations, forecasts and assumptions that involve risk and
uncertainties that could cause actual outcomes and results to differ
materially. These forward-looking statements include, but are not limited
to, future product, market and technology development, future benefits of
the merger, estimated date to complete the transaction, and the expected
impact of the transaction on future earnings. These risks and uncertainties
include difficulties in the assimilation of operations, technologies and
products of Sirocco, diversion of management's attention from other
business concerns and risks of entering new markets.

For a further list and description of such risks and uncertainties that
could cause actual results to differ materially from such forward-looking
statements, see the reports filed by Sycamore with the SEC.

Investors and security holders are advised to read the documents filed by
Sycamore with the SEC regarding the business combination transaction
referenced in the foregoing information when they become available because
they will contain important information. Investors and security holders may
obtain a free copy of the documents regarding the referenced business
combination transaction (when available) and other documents filed by
Sycamore at the SEC's web site at www.sec.gov. The documents regarding the
referenced business combination transaction and such other documents may
also be obtained from Sycamore by directing such request to Sycamore
Networks, Inc., Attn: Terry Adams, Investors Relations, 10 Elizabeth Drive,
Chelmsford, MA, 01824.

THE FOLLOWING IS THE PRESS RELEASE DISSEMINATED BY SYCAMORE ON JULY 6, 2000

For more information, contact:
Press Inquiries                             Investor Inquiries
Rich Williams                               Terry Adams
978-250-2909                                978-250-3410
[email protected]            [email protected]

   SYCAMORE NETWORKS, INC. RECEIVES EARLY TERMINATION OF HART-SCOTT-RODINO
               WAITING PERIOD FOR SIROCCO SYSTEMS, INC. MERGER

CHELMSFORD, MASS., July 5, 2000 - Sycamore Networks, Inc. (NASDAQ: SCMR)
today announced that it received early termination of all waiting periods
under the Hart-Scott-Rodino Antitrust Improvements Act relating to its
merger with Sirocco Systems, Inc. The closing of the merger is subject to
various closing conditions, including approval by the shareholders of
Sirocco. A sufficient number of Sirocco shareholders have signed a voting
agreement to ensure the required approval for the transaction.

ABOUT SYCAMORE NETWORKS
Sycamore Networks develops and markets intelligent optical networking
products that transport voice and data traffic over wavelengths of light.
The Company combines significant experience in data networking with
expertise in optics to develop intelligent optical networking solutions for
network service providers. Sycamore's products are based on a common
software foundation, enabling concentration on the delivery of services and
end-to-end optical networking. Sycamore's products and product plans
include optical transport, access and switching systems and end-to-end
optical network management solutions. Contact Sycamore Networks at
www.sycamorenet.com. The information on this website is not incorporated
into this press release.

Investors are urged to read the registration statement and proxy
statement/prospectus regarding acquisition described in this announcement
that are filed with the Securities and Exchange Commission because they
contain relevant information about the acquisition. You can obtain the
relevant documents that are filed with the Commission for free on the
Securities & Exchange website at Http://www.sec.gov or from Sycamore.

Except for the historical information contained herein, we wish to caution
you that certain matters, including statements about the value of the
agreement, discussed in this news release constitute forward- looking
statements that involve risks and uncertainties. The Company's actual
results could differ materially from those stated or implied in
forward-looking statements due to the a number of factors, including risks
associated with the transaction, such as difficulties in the assimilation
of operations, technologies and products of Sirocco, diversion of
management's attention from other business concerns, risks of entering new
markets and those risks and uncertainties discussed under the heading `Risk
Factors' contained in the Company's Registration Statement on Form S-1
(file no. 333- 30630) and the other reports filed by the Company from time
to time with the Securities and Exchange Commission. Forward looking
statements include statements regarding the Company's expectations,
beliefs, intentions or strategies regarding the future and can be
identified by forward-looking words such as "anticipate," "believe,"
"could," "estimate," "expect," "intend," "may, "should," "will," and
"would" or similar words. The Company assumes no obligations to update the
information included in this press release.




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