Optical Communication Products Receives Action by Written Consent from Furukawa Electric Co. to Expand Board of Directors

  
    
  
  
    
      Optical Communication Products, Inc. (NASDAQ: OCPI) (“OCP”) 
      today announced that it has received an action by written consent of the 
      majority stockholder from The Furukawa Electric Co., Ltd. (“Furukawa”). 
      The action will amend OCP’s bylaws to expand 
      its Board of Directors to twelve with the appointment of four new 
      Furukawa directors. Following the appointment of the new directors, the 
      seven Furukawa directors would constitute a majority of the expanded OCP 
      Board.
    
    
      Furukawa, which has a 58.1% ownership interest in OCP, has sufficient 
      voting power to take this action unilaterally under OCP’s 
      bylaws and Delaware law. The effective date of this action is the 
      earlier of July 4, 2007 or 20 days following the mailing of an 
      Information Statement to shareholders from OCP. Furukawa informed the 
      Company on May 25, 2007 that its directors intend to amend the Company’s 
      recently adopted shareholder rights plan (“Rights 
      Plan”) for purposes of consummating the sale 
      of Furukawa’s 66,000,000 shares of OCP Class 
      B Common Stock to Oplink Communications, Inc. (“Oplink”).
    
    
      On April 23, 2007, Oplink informed OCP that it had entered into a stock 
      purchase agreement with Furukawa to acquire Furukawa’s 
      interest in OCP’s outstanding common stock 
      for $1.50 per share, payable in cash and stock of Oplink. In addition, 
      Oplink has proposed to purchase OCP’s 
      remaining outstanding common stock not owned by Furukawa for $1.50 per 
      share. The Special Committee of the OCP Board of Directors is presently 
      evaluating Oplink’s unsolicited offer.
    
    
      On May 3, 2007, the Special Committee adopted the limited Rights Plan as 
      a precautionary measure to protect the interests of OCP’s 
      minority shareholders while the Committee evaluates the Oplink offer.
    
    
      The Record Date for this action is May 25, 2007. OCP is not seeking 
      consent or soliciting proxies from shareholders on this action.
    
    
      About Optical Communication Products, Inc. (OCP)
    
    
      Founded in 1991, OCP designs, manufactures and sells a comprehensive 
      line of fiber optic components for metropolitan, local area and 
      fiber-to-the-home networks. Its global speed-to-market strategy calls 
      for increased international market penetration, fast-paced product 
      development and flexible, turnkey manufacturing capacity. The Company’s 
      product lines include optical transceivers, transmitters and receivers. 
      For more information, visit OCP's web site at www.OCP-inc.com 
      or Investor Digest at www.globalprovince.com/ocpiindex.htm.
    
    
      Safe Harbor Statement under the Private Securities Litigation Reform 
      Act of 1995.
    
    
      This release contains forward-looking statements that involve risks and 
      uncertainties. Actual results may differ materially from the results 
      predicted. Important factors which could cause actual results to differ 
      materially from those expressed or implied in the forward-looking 
      statements include those detailed under "Risk Factors" and elsewhere in 
      filings with the Securities and Exchange Commission made from time to 
      time by OCP, including its periodic filings on Forms 10-K, 10-Q and 8-K. 
      Other factors that could cause our actual results to differ materially 
      from those expressed or implied in the forward-looking statements 
      include (A) factors relating to the Company and the fiber optic 
      communications industry, such as (i) the risk that our customers are 
      unable to reduce their inventory levels in the near-term and (ii) the 
      risk that we are unable to diversify and increase our customer base; (B) 
      factors relating to the acquisition of GigaComm, such as (i) the 
      possibility that the anticipated benefits from the acquisition cannot be 
      fully realized, (ii) our ability to successfully integrate the 
      operations of GigaComm with those of OCP, and the possibility that costs 
      or difficulties related to the integration will be greater than 
      expected, (iii) our ability to implement future business and acquisition 
      strategies, and (iv) our ability to retain personnel of GigaComm; (C) 
      factors relating to our manufacturing contract with SAE Magnetics, such 
      as the possibility that the expected benefits from that contract will 
      not be fully realized or will be delayed; (D) factors relating to doing 
      business in Taiwan and The People's Republic of China, such as, but not 
      limited to (i) risks relating to political and diplomatic issues between 
      Taiwan and The People's Republic of China, (ii) difficulty of managing 
      global operations, including staffing and managing foreign operations, 
      (iii) differing labor regulations, and (iv) foreign currency risk; and 
      (E) factors relating to Oplink's pending acquisition of the shares of 
      OCP capital stock beneficially owned by Furukawa and Oplink's proposal 
      to acquire the remaining outstanding capital stock of OCP by means of a 
      merger. OCP undertakes no obligation to release publicly any revisions 
      to any forward-looking statements to reflect events or circumstances 
      after the date hereof or to reflect the occurrence of unanticipated 
      events.