Occam in Reverse Stock Split

SANTA BARBARA, Calif. -- Occam Networks® Inc. (OTCBB: OCCM - News), a supplier of innovative Ethernet- and IP-based loop carrier equipment to telecommunications companies, today announced that its board of directors has approved a 1-for-40 reverse split of its common stock.

At the annual meeting of stockholders of Occam held on June 21, 2005, the stockholders of Occam authorized its board of directors to effect a reverse split of Occam's outstanding common stock at any time prior to the date of Occam's 2006 annual meeting of stockholders, based on any of the following ratios: 1-for-10; 1-for-15; 1-for-20; 1-for-25; 1-for-30; 1-for-35; and 1-for-40. The record date for the reverse split will be March 10, 2006, and the reverse split will be effective after market close on Friday, March 10, 2006. Occam's stock will begin trading on the NASD Electronic Bulletin Board (OTCBB) on a split-adjusted basis on Monday, March 13, 2006.

As of Feb. 17, 2006, Occam had 275,401,540 shares of common stock issued and outstanding. Including 356,265,536 shares of common stock to be issued upon conversion of outstanding series A-2 preferred stock and warrants, the company had a total of 631,667,076 shares of common stock outstanding, on an as-converted basis. Post reverse split, the company will have approximately 6,885,039 common shares issued and outstanding, and a total of 15,791,677 shares outstanding on an as-converted basis. As a result of the reverse split, the conversion ratio of our Series A-2 preferred stock will be proportionately adjusted, which will decrease the number of shares of common stock issuable upon conversion of each share of Series A-2 preferred stock from approximately 90.9 shares of common stock to approximately 2.27 shares of common stock.

"We recently achieved our first profitable quarter and believe that reverse splitting our shares will not only enhance our earnings-per-share visibility, but will also allow our stock to be traded by a wider shareholder base," said Bob Howard-Anderson, CEO of Occam Networks.

Occam Networks Inc. (Nasdaq: OCNW)