8-K, 2001-01-19
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                             WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                        DATE OF REPORT: JANUARY 19, 2001
                        (Date of earliest event reported)

                       ALLIANCE FIBER OPTIC PRODUCTS, INC.
             (Exact name of registrant as specified in its charter)

          DELAWARE                      0-31857                 77-0554122
(State or other jurisdiction          (Commission              (IRS Employer
      of incorporation)              File Number)           Identification No.)

                 735 NORTH PASTORIA AVENUE, SUNNYVALE, CA 94304
             (Address of principal executive offices)     (Zip Code)

       Registrant's telephone number, including area code: (408) 736-6900


Item 5.       OTHER EVENTS.

              The 2001 Annual Meeting of Alliance Fiber Optic Products, Inc.
              (the "Company") will be held on May 18, 2001 at such place and
              time as will be set forth in the Company's proxy statement
              relating to that meeting. A stockholder proposal not included in
              the proxy statement for the Company's 2001 Annual Meeting will be
              ineligible for presentation at the meeting unless the stockholder
              gives timely notice of the proposal in writing to the Secretary of
              the Company at the principal executive offices of the Company and
              otherwise complies with the provisions of the Company's Bylaws. To
              be timely, the Company's Bylaws provide that the Company must have
              received the stockholder's notice not less than 60 days nor more
              than 90 days prior to the scheduled date of such meeting. However,
              if notice or prior public disclosure of the date of the annual
              meeting is given or made to stockholders less than 75 days prior
              to the meeting date, the Company must receive the stockholder's
              notice by the earlier of (i) the close of business on the 15th day
              after the earlier of the day the Company mailed notice of the
              annual meeting date or provided such public disclosure of the
              meeting date and (ii) two days prior to the scheduled date of the
              annual meeting. For the Company's 2001 Annual Meeting of
              Stockholders, stockholders must submit written notice to the
              Secretary in accordance with the foregoing Bylaw provisions no
              later than March 19, 2001.



        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.

        Dated:  January 19, 2001

                                      ALLIANCE FIBER OPTIC PRODUCTS, INC.

                                      By   /s/ John M. Harland
                                      Name:    John M. Harland
                                      Title:   Chief Financial Officer

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