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<TITLE>S-8 doc</TITLE>
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<p align="right"><font size="3" color="FF0000"><strong>
As filed with the Securities and Exchange Commission on May 2, 2000<br>
                                               Registration No. 333-________
</strong></font></p>

<DIV align=left>
<HR align=left SIZE=2 width="100%">
</DIV>
<DIV align=left>
<HR align=left SIZE=2 width="100%">
</DIV>

<p align="center"><font size="3"><strong>UNITED STATES</br>
SECURITIES AND EXCHANGE COMMISSION</br>
Washington, D.C. 20549</strong></font></p>

<HR align=center SIZE=2 width="25%">
<br>
<p align="center"><font size="5"><strong>FORM S-8</strong></center></font></p>
<HR align=center SIZE=2 width="25%">

<p align="center"><font size="3"><strong>
          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933


</strong></font></p>

<p align="center"><font size="5" color="#0000FF"><strong>
                           <u>JDS Uniphase Corporation</u>
</strong></font></br>
<font size="2">
      (Exact Name of Registrant as Specified in its Charter)

</font>

<P>&nbsp;
<TABLE COLS=2 WIDTH="100%" >
<TR>
<TD>
<font size="3"><strong>
<CENTER><u>Delaware</u></CENTER>
</font></strong>
</TD>
<TD>
<font size="3"><strong>
<CENTER><u>94-2579683</u></CENTER>
</font></strong>
</TD>
</TR>
<TR>
<TD>
<font size="2">
<CENTER>&nbsp; (State or Other Jurisdiction of Incorporation or Organization)&nbsp;</CENTER>
</font>
</TD>
<TD>
<font size="2">
<CENTER>(IRS Employer Identification Number)</CENTER>
</font>
</TD>
</TR>
</TABLE>
<BR>

<p align="center"><font size="3"><strong>
                               163 Baypointe Parkway<br>
                           San Jose, CA &nbsp;&nbsp;95134<br>
                                  <u>(408) 434-1800
</strong></font></u><br>

<font size="2">
       (Address, Including Zip Code, and Telephone Number, Including Area Code<br>
                       of Registrar's Principal Executive Offices)</P>
</font></p>

<p align="center"><font size="5" color="#0000FF"><strong>
                           Cronos Integrated Microsystems, Inc.<br>

                           1999 Stock Plan
</strong></font></br>
<font size="2">
      (Full Title of the Plans)
</font></p>




<p align="center"><font size="3"><strong>
                                 Kevin N. Kalkhoven<br>
     Co-Chairman of the Board of Directors and Chief Executive Officer<br>
                             JDS Uniphase Corporation<br>
                               163 Baypointe Parkway<br>
                           San Jose, California 95134<br>
                              <u>(408) 434-1800<br>
</strong></font></u><br>

<font size="2">
          (Name, Address, Including Zip Code, and Telephone Number,<br>
                  Including Area Code, of Agent for Service)
</font></p>

<p align="center"><font size="3"><strong>
                                      COPIES TO:
                           John W. Campbell III, Esq.<br>

                           Morrison &amp; Foerster LLP<br>
                              755 Page Mill Road<br>
                          Palo Alto, California 94304<br>
                                 (650) 813-5600<br>

</strong></font></p>


<p align="center"><font size="3"><strong>
                         CALCULATION OF REGISTRATION FEE
</strong></p>
<HR align=left SIZE=2 width="100%">

<pre>

                                     Proposed      Proposed
                                      Maximum       Maximum
                                     Offering      Aggregate      Amount of
 Title of Securities   Amount to be  Price Per     Offering      Registration
   to be Registered     Registered   Share(1)      Price(1)          Fee
---------------------- ------------ ----------- --------------- --------------

Common Stock, $0.001
  par value...........     181,190    $92.0000     $16,669,480      $4,634.12

</pre>





<font size="2">

<P>(1)  Estimated solely for the purpose of calculating the registration fee in accordance with Rule
457(h) and Rule 457(c) under the Securities Act of 1933, based on the average of the high and
low reported sales prices of JDS Uniphase Corporation common stock reported on the Nasdaq
National Market on April 26 , 2000. </P>
<P> In addition, pursuant to Rule 416(c) under the Securities Act, this Registration Statement
also covers an indeterminate amount of interests to be offered or sold pursuant to the
employee benefit plans described herein. </P>
</font>







<STRONG><FONT SIZE=3><P ALIGN="CENTER">PART I</P>
<P ALIGN="CENTER"></P>
<P ALIGN="CENTER">INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS</P>
</STRONG><P ALIGN="CENTER"></P>
<P>&#9;&#9;The documents containing the information specified in Part 1 of Form
S-8 (plan information and registrant information and employee plan annual
information) will be sent or given to employees as specified by Securities and
Exchange Commission Rule 428(b)(1).  Such documents need not be filed with the
Securities and Exchange Commission either as part of this Registration Statement
or as prospectuses or prospectus supplements pursuant to Rule 424.  These
documents and the documents incorporated by reference in this Registration
Statement pursuant to Item 3 of Form S-8 (Part II hereof), taken together,
constitute a prospectus that meets the requirements of Section 10(a) of the
Securities Act of 1933.</P>
<P ALIGN="CENTER"></P>
<P ALIGN="CENTER">&nbsp;</P>
<B><P ALIGN="CENTER">PART II</P>
<P ALIGN="CENTER">INFORMATION REQUIRED IN THE REGISTRATION STATEMENT</P>
<P>Item 3.&#9;Incorporation of Documents by Reference.</P>
</B><P ALIGN="JUSTIFY">The following documents filed by JDS Uniphase
Corporation. (the &quot;Registrant&quot;) with the Securities and Exchange
Commission (the &quot;Commission&quot;) are incorporated by reference
herein:</P>
<P ALIGN="JUSTIFY">(a)&#9;The Registrant's Annual Report on Form&nbsp;10-K and
Form 10-K/A (the &quot;Annual Report&quot;), which includes audited financial
statements for the Registrant's latest fiscal year ending June 30, 1999.</P>
<P ALIGN="JUSTIFY">(b)&#9;The Registrant's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1999.</P>
<P ALIGN="JUSTIFY">(c)&#9;The Registrant's Quarterly Report on Form 10-Q for the
quarter ended December 31, 1999.</P>
<P ALIGN="JUSTIFY">(d)&#9;The Registrant's Current Reports on Form 8-K dated as
of July 12, 1999, October 4, 1999, November 5, 1999, January 18, 2000, January 28, 2000, and
February 17, 2000.</P>
<P ALIGN="JUSTIFY">(e)&#9;The Registrant's Current Reports on Form 8-K/A dated
as of November 3, 1999, November 30, 1999, and February 10, 2000.  </P>
<P ALIGN="JUSTIFY">(f)&#9;The description of the Registrant's Common Stock which
is contained in its Registration Statement on Form 8-A dated November 15, 1993,
including any amendment or report filed for the purpose of updating such
description.</P>
<P ALIGN="JUSTIFY">All documents filed by the Registrant with the Commission
pursuant to Section&nbsp;13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference into this Registration
Statement and to be a part hereof from the date of filing of such documents.
Any statement contained in a document incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this Registration Statement
to the extent that a statement contained herein or in any other subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement.  Any statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Registration Statement.</P>
<B><P>Item 4.&#9;Description of Securities.</P>
</B><P ALIGN="JUSTIFY">Not applicable.</P>
<B><P>Item 5.&#9;Interests of Named Experts and Counsel.</P>
</B><P ALIGN="JUSTIFY">Not applicable.</P>
<B><P>Item 6.&#9;Indemnification of Directors and Officers.</P>
</B><P ALIGN="JUSTIFY">The indemnification and liability of the Registrant's
directors and officers are governed by Delaware law.</P>
<P ALIGN="JUSTIFY">Under Section 145 of the General Corporation Law of the State
of Delaware, the Registrant has broad powers to indemnify its directors and
officers against liabilities that may incur in such capacities, including
liabilities under the Securities Act of 1933, as amended (the &quot;Securities
Act&quot;).  The Registrant's Bylaws also provide for mandatory indemnification
of its directors and executive officers, and permissive indemnification of its
employees and agents, to the fullest extent permissible under Delaware law.</P>
<P ALIGN="JUSTIFY">The Registrant's Certificate of Incorporation provides that
the liability of its directors for monetary damages shall be eliminated to the
fullest extent permissible under Delaware law.  Pursuant to Delaware law, this
includes elimination of liability for  monetary damages for breach of the
directors' fiduciary duty of care to the Registrant and its stockholders.  These
provisions do not eliminate the directors' duty of care and, in appropriate
circumstances, equitable remedies such as injunctive or other forms of non-
monetary relief will remain available under Delaware law.  In addition, each
director will continue to be subject to liability for breach of the director's
duty of loyalty to the Registrant' for acts of omissions not in good faith or
involving intentional misconduct, for knowing violations of law, for any
transaction from which the director derived an improper personal benefit, and
for payment of dividends or approval of stock repurchases or redemptions that
are unlawful under Delaware law.  The provision also does not affect a
director's responsibilities under any other laws, such as the federal securities
laws or state or federal environmental laws.</P>
<P ALIGN="JUSTIFY">The Registrant has entered into agreements with its directors
and certain of its executive officers that require the Registrant to indemnify
such persons against expenses, judgments, fines, settlements and other amounts
actually and reasonably incurred (including expenses of a derivative action) in
connection with any proceeding, whether actual or threatened, to which any such
person may be made a party by reason of the fact that such person is or was a
director or officer of the Registrant or any of its affiliated enterprises,
provided such person acted in good faith and in a manner such person reasonably
believed to be in or not opposed to the best interests of the Registrant and,
with respect to any criminal proceeding, had no reasonable cause to believe his
or her conduct was unlawful.  The indemnification agreement also sets forth
certain procedures that will apply in the event of a claim for indemnification
thereunder.</P>
<P ALIGN="JUSTIFY">The Registrant has obtained a policy of directors' and
officers' liability insurance that insures the Registrant's directors and
officers against the cost of defense, settlement or payment of a judgment under
certain circumstances.</P>
<P ALIGN="JUSTIFY"></P>
<B><P>Item 7.&#9;Exemption From Registration Claimed.</P>
</B><P ALIGN="JUSTIFY">Not applicable.</P>
<P ALIGN="JUSTIFY"></P>
<P ALIGN="JUSTIFY">&nbsp;</P>
<B><P>Item 8.&#9;Exhibits.</P><DIR>
<DIR>



</B><P>The Exhibit Index immediately preceding the exhibits is incorporated
herein by reference.</P>
</DIR>
</DIR>



<B><P>Item 9.&#9;Undertakings.</P>
</B><P ALIGN="JUSTIFY">The undersigned Registrant hereby undertakes:</P>
<OL TYPE="i">

<OL TYPE="i">

<P ALIGN="JUSTIFY"><LI>to file, during any period in which offers or sales are
being made, a post-effective amendment to this Registration Statement and to
include any material information with respect to the plan of distribution not
previously disclosed in this Registration Statement or any material change to
such information in this Registration Statement;</LI></P>
<P ALIGN="JUSTIFY"><LI>that, for the purpose of determining any liability under
the Securities Act, each such post-effective amendment shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial
<I>bona fide</I> offering thereof;</LI></P>
<P ALIGN="JUSTIFY"><LI>to remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.</LI></P></OL>
</OL>

<P ALIGN="JUSTIFY">The undersigned Registrant hereby further undertakes that,
for purposes of determining any liability under the Securities Act, each filing
of the Registrant's annual report pursuant to Section&nbsp;13(a) or
Section&nbsp;15(d) of the Securities Exchange Act of 1934 (the &quot;Exchange
Act&quot;) (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section&nbsp;15(d) of the Exchange Act) that is
incorporated by reference in this Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial
<I>bona fide</I> offering thereof.</P>
<P ALIGN="JUSTIFY">Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act, and
is, therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.</P>

<P>&nbsp;</P>
<B><U><P ALIGN="CENTER">SIGNATURES</P>
</B></U><P>Pursuant to the requirements of the Securities Act of 1933, the
Registrant, JDS Uniphase Corporation, certifies that it has reasonable grounds
to believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of San Jose, State of
California, on April&nbsp;28,&nbsp;2000.</P>

<pre>

                                          JDS UNIPHASE CORPORATION

                                          By:    /s/ KEVIN N. KALKHOVEN

                                            ------------------------------------
                                                     Kevin N. Kalkhoven
                                                 Co-Chariman of the Board
                                                  of Directors and Chief
                                                    Executive Officer


</pre>









<U><P ALIGN="CENTER">POWER OF ATTORNEY</P>
</U><P>Each person whose signature appears below constitutes and appoints Kevin
N. Kalkhoven and Anthony R. Muller, and each of them, as attorneys-in-fact, each
with the power of substitution, for him in any and all capacities, to sign any
amendment to this Registration Statement and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission, granting to said attorneys-in-fact, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in connection therewith, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and confirming the said attorney-
in-fact or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.</P>

<P>Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities and on the
date indicated.</P></FONT>

<pre>

          Signature                            Capacity                      Date
------------------------------  --------------------------------------  ---------------

  /s/ KEVIN N. KALKHOVEN        Co-Chairman of the Board of             April 28, 2000
------------------------------  Directors and Chief Executive Officer
  Kevin N. Kalkhoven            (Principal Executive Officer)

  /s/ JOZEF STRAUS, PH.D        Co-Chairman of the Board of             April 28, 2000
------------------------------  Directors, President and Chief
  Jozef Straus, Ph.D            Operating Officer

  /s/ ANTHONY R. MULLER         Senior Vice President,                  April 28, 2000
------------------------------  Chief Financial Officer and
  Anthony R. Muller             Secretary (Principal Financial
                                and Accounting Officer)

  /s/ BRUCE D. DAY              Director                                April 28, 2000
------------------------------
  Bruce D. Day

  /s/ PETER A. GUGLIELMI        Director                                April 28, 2000
------------------------------
  Peter A. Guglielmi

  /s/ ROBERT E. ENOS            Director                                April 28, 2000
------------------------------
  Robert E. Enos

  /s/ MARTIN A. KAPLAN          Director                                April 28, 2000
------------------------------
  Martin A. Kaplan

  /s/ JOHN A. MACNAUGHTON       Director                                April 28, 2000
------------------------------
  John A. MacNaughton

  /s/ WILSON SIBBETT, PH.D      Director                                April 28, 2000
------------------------------
  Wilson Sibbett, Ph.D.

  /s/ CASIMIR S. SKRZYPCZAK     Director                                April 28, 2000
------------------------------
  Casimir S. Skrzypczak

  /s/ WILLIAM J. SINCLAIR       Director                                April 28, 2000
------------------------------
  William J. Sinclair


</pre>


<FONT SIZE=3><P ALIGN="CENTER"></P>
<P ALIGN="CENTER">EXHIBIT INDEX</P>
</FONT>
<TABLE CELLSPACING=0 BORDER=0 WIDTH=686>
<TR><TD WIDTH="10%" VALIGN="TOP">
<B><U><FONT SIZE=3><P>Exhibit No.</B></U></FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<B><U><FONT SIZE=3><P>Description</B></U></FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>5.1</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Opinion of Morrison &amp; Foerster LLP.</FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>23.1</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Consent of Morrison &amp; Foerster LLP (set forth in Exhibit
5.1).</FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>23.2</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Consent of Ernst &amp; Young LLP, independent
auditors</FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>23.3</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Consent of Deloitte &amp; Touche LLP, independent
auditors</FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>23.4</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Consent of PricewaterhouseCoopers LLP, independent
accountants</FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>23.5</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Consent of PricewaterhouseCoopers LLP, independent
accountants</FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>23.6</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Consent of KPMG LLP, independent accountants</FONT></TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">&nbsp;</TD>
<TD WIDTH="90%" VALIGN="TOP">&nbsp;</TD>
</TR>
<TR><TD WIDTH="10%" VALIGN="TOP">
<FONT SIZE=3><P>25.1</FONT></TD>
<TD WIDTH="90%" VALIGN="TOP">
<FONT SIZE=3><P>Power of Attorney (included on signature page of this
Registration Statement).</FONT></TD>
</TR>
</TABLE>
<br>
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S-8 doc
As filed with the Securities and Exchange Commission on May 2, 2000
Registration No. 333-________
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
JDS Uniphase Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware
94-2579683
(State or Other Jurisdiction of Incorporation or Organization)
(IRS Employer Identification Number)
163 Baypointe Parkway
San Jose, CA   95134
(408) 434-1800
(Address, Including Zip Code, and Telephone Number, Including Area Code
of Registrar's Principal Executive Offices)
Cronos Integrated Microsystems, Inc.
1999 Stock Plan
(Full Title of the Plans)
Kevin N. Kalkhoven
Co-Chairman of the Board of Directors and Chief Executive Officer
JDS Uniphase Corporation
163 Baypointe Parkway
San Jose, California 95134
(408) 434-1800
(Name, Address, Including Zip Code, and Telephone Number,
Including Area Code, of Agent for Service)
COPIES TO:
                           John W. Campbell III, Esq.
Morrison & Foerster LLP
755 Page Mill Road
Palo Alto, California 94304
(650) 813-5600
CALCULATION OF REGISTRATION FEE
Proposed      Proposed
                                      Maximum       Maximum
                                     Offering      Aggregate      Amount of
 Title of Securities   Amount to be  Price Per     Offering      Registration
   to be Registered     Registered   Share(1)      Price(1)          Fee
---------------------- ------------ ----------- --------------- --------------

Common Stock, $0.001
  par value...........     181,190    $92.0000     $16,669,480      $4,634.12
(1)  Estimated solely for the purpose of calculating the registration fee in accordance with Rule
457(h) and Rule 457(c) under the Securities Act of 1933, based on the average of the high and
low reported sales prices of JDS Uniphase Corporation common stock reported on the Nasdaq
National Market on April 26 , 2000.
In addition, pursuant to Rule 416(c) under the Securities Act, this Registration Statement
also covers an indeterminate amount of interests to be offered or sold pursuant to the
employee benefit plans described herein.
PART I
INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
The documents containing the information specified in Part 1 of Form
S-8 (plan information and registrant information and employee plan annual
information) will be sent or given to employees as specified by Securities and
Exchange Commission Rule 428(b)(1).  Such documents need not be filed with the
Securities and Exchange Commission either as part of this Registration Statement
or as prospectuses or prospectus supplements pursuant to Rule 424.  These
documents and the documents incorporated by reference in this Registration
Statement pursuant to Item 3 of Form S-8 (Part II hereof), taken together,
constitute a prospectus that meets the requirements of Section 10(a) of the
Securities Act of 1933.
PART II
INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
Item 3.	Incorporation of Documents by Reference.
The following documents filed by JDS Uniphase
Corporation. (the "Registrant") with the Securities and Exchange
Commission (the "Commission") are incorporated by reference
herein:
(a)	The Registrant's Annual Report on Form 10-K and
Form 10-K/A (the "Annual Report"), which includes audited financial
statements for the Registrant's latest fiscal year ending June 30, 1999.
(b)	The Registrant's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1999.
(c)	The Registrant's Quarterly Report on Form 10-Q for the
quarter ended December 31, 1999.
(d)	The Registrant's Current Reports on Form 8-K dated as
of July 12, 1999, October 4, 1999, November 5, 1999, January 18, 2000, January 28, 2000, and
February 17, 2000.
(e)	The Registrant's Current Reports on Form 8-K/A dated
as of November 3, 1999, November 30, 1999, and February 10, 2000.
(f)	The description of the Registrant's Common Stock which
is contained in its Registration Statement on Form 8-A dated November 15, 1993,
including any amendment or report filed for the purpose of updating such
description.
All documents filed by the Registrant with the Commission
pursuant to Section 13(a), 13(c), 14 or 15(d) of the Exchange Act, prior to
the filing of a post-effective amendment which indicates that all securities
offered have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference into this Registration
Statement and to be a part hereof from the date of filing of such documents.
Any statement contained in a document incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this Registration Statement
to the extent that a statement contained herein or in any other subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement.  Any statement so modified or superseded
shall not be deemed, except as so modified or superseded, to constitute a part
of this Registration Statement.
Item 4.	Description of Securities.
Not applicable.
Item 5.	Interests of Named Experts and Counsel.
Not applicable.
Item 6.	Indemnification of Directors and Officers.
The indemnification and liability of the Registrant's
directors and officers are governed by Delaware law.
Under Section 145 of the General Corporation Law of the State
of Delaware, the Registrant has broad powers to indemnify its directors and
officers against liabilities that may incur in such capacities, including
liabilities under the Securities Act of 1933, as amended (the "Securities
Act").  The Registrant's Bylaws also provide for mandatory indemnification
of its directors and executive officers, and permissive indemnification of its
employees and agents, to the fullest extent permissible under Delaware law.
The Registrant's Certificate of Incorporation provides that
the liability of its directors for monetary damages shall be eliminated to the
fullest extent permissible under Delaware law.  Pursuant to Delaware law, this
includes elimination of liability for  monetary damages for breach of the
directors' fiduciary duty of care to the Registrant and its stockholders.  These
provisions do not eliminate the directors' duty of care and, in appropriate
circumstances, equitable remedies such as injunctive or other forms of non-
monetary relief will remain available under Delaware law.  In addition, each
director will continue to be subject to liability for breach of the director's
duty of loyalty to the Registrant' for acts of omissions not in good faith or
involving intentional misconduct, for knowing violations of law, for any
transaction from which the director derived an improper personal benefit, and
for payment of dividends or approval of stock repurchases or redemptions that
are unlawful under Delaware law.  The provision also does not affect a
director's responsibilities under any other laws, such as the federal securities
laws or state or federal environmental laws.
The Registrant has entered into agreements with its directors
and certain of its executive officers that require the Registrant to indemnify
such persons against expenses, judgments, fines, settlements and other amounts
actually and reasonably incurred (including expenses of a derivative action) in
connection with any proceeding, whether actual or threatened, to which any such
person may be made a party by reason of the fact that such person is or was a
director or officer of the Registrant or any of its affiliated enterprises,
provided such person acted in good faith and in a manner such person reasonably
believed to be in or not opposed to the best interests of the Registrant and,
with respect to any criminal proceeding, had no reasonable cause to believe his
or her conduct was unlawful.  The indemnification agreement also sets forth
certain procedures that will apply in the event of a claim for indemnification
thereunder.
The Registrant has obtained a policy of directors' and
officers' liability insurance that insures the Registrant's directors and
officers against the cost of defense, settlement or payment of a judgment under
certain circumstances.
Item 7.	Exemption From Registration Claimed.
Not applicable.
Item 8.	Exhibits.
The Exhibit Index immediately preceding the exhibits is incorporated
herein by reference.
Item 9.	Undertakings.
The undersigned Registrant hereby undertakes:
to file, during any period in which offers or sales are
being made, a post-effective amendment to this Registration Statement and to
include any material information with respect to the plan of distribution not
previously disclosed in this Registration Statement or any material change to
such information in this Registration Statement;
that, for the purpose of determining any liability under
the Securities Act, each such post-effective amendment shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial
bona fide
offering thereof;
to remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.
The undersigned Registrant hereby further undertakes that,
for purposes of determining any liability under the Securities Act, each filing
of the Registrant's annual report pursuant to Section 13(a) or
Section 15(d) of the Securities Exchange Act of 1934 (the "Exchange
Act") (and, where applicable, each filing of an employee benefit plan's
annual report pursuant to Section 15(d) of the Exchange Act) that is
incorporated by reference in this Registration Statement shall be deemed to be a
new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial
bona fide
offering thereof.
Insofar as indemnification for liabilities arising under the
Securities Act may be permitted to directors, officers and controlling persons
of the Registrant pursuant to the foregoing provisions or otherwise, the
Registrant has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the Securities Act, and
is, therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred by a director, officer or controlling person of the Registrant in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Securities Act and will be governed by the final
adjudication of such issue.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
Registrant, JDS Uniphase Corporation, certifies that it has reasonable grounds
to believe that it meets all of the requirements for filing on Form S-8 and has
duly caused this Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of San Jose, State of
California, on April 28, 2000.
JDS UNIPHASE CORPORATION

                                          By:    /s/ KEVIN N. KALKHOVEN

                                            ------------------------------------
                                                     Kevin N. Kalkhoven
                                                 Co-Chariman of the Board
                                                  of Directors and Chief
                                                    Executive Officer
POWER OF ATTORNEY
Each person whose signature appears below constitutes and appoints Kevin
N. Kalkhoven and Anthony R. Muller, and each of them, as attorneys-in-fact, each
with the power of substitution, for him in any and all capacities, to sign any
amendment to this Registration Statement and to file the same, with exhibits
thereto and other documents in connection therewith, with the Securities and
Exchange Commission, granting to said attorneys-in-fact, full power and
authority to do and perform each and every act and thing requisite and necessary
to be done in connection therewith, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and confirming the said attorney-
in-fact or his substitute or substitutes, may lawfully do or cause to be done by
virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities and on the
date indicated.
Signature                            Capacity                      Date
------------------------------  --------------------------------------  ---------------

  /s/ KEVIN N. KALKHOVEN        Co-Chairman of the Board of             April 28, 2000
------------------------------  Directors and Chief Executive Officer
  Kevin N. Kalkhoven            (Principal Executive Officer)

  /s/ JOZEF STRAUS, PH.D        Co-Chairman of the Board of             April 28, 2000
------------------------------  Directors, President and Chief
  Jozef Straus, Ph.D            Operating Officer

  /s/ ANTHONY R. MULLER         Senior Vice President,                  April 28, 2000
------------------------------  Chief Financial Officer and
  Anthony R. Muller             Secretary (Principal Financial
                                and Accounting Officer)

  /s/ BRUCE D. DAY              Director                                April 28, 2000
------------------------------
  Bruce D. Day

  /s/ PETER A. GUGLIELMI        Director                                April 28, 2000
------------------------------
  Peter A. Guglielmi

  /s/ ROBERT E. ENOS            Director                                April 28, 2000
------------------------------
  Robert E. Enos

  /s/ MARTIN A. KAPLAN          Director                                April 28, 2000
------------------------------
  Martin A. Kaplan

  /s/ JOHN A. MACNAUGHTON       Director                                April 28, 2000
------------------------------
  John A. MacNaughton

  /s/ WILSON SIBBETT, PH.D      Director                                April 28, 2000
------------------------------
  Wilson Sibbett, Ph.D.

  /s/ CASIMIR S. SKRZYPCZAK     Director                                April 28, 2000
------------------------------
  Casimir S. Skrzypczak

  /s/ WILLIAM J. SINCLAIR       Director                                April 28, 2000
------------------------------
  William J. Sinclair
EXHIBIT INDEX
Exhibit No.
Description
5.1
Opinion of Morrison & Foerster LLP.
23.1
Consent of Morrison & Foerster LLP (set forth in Exhibit
5.1).
23.2
Consent of Ernst & Young LLP, independent
auditors
23.3
Consent of Deloitte & Touche LLP, independent
auditors
23.4
Consent of PricewaterhouseCoopers LLP, independent
accountants
23.5
Consent of PricewaterhouseCoopers LLP, independent
accountants
23.6
Consent of KPMG LLP, independent accountants
25.1
Power of Attorney (included on signature page of this
Registration Statement).