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Finisar Corporation
1389 Moffett Park Drive
Sunnyvale, CA 94089
November 3, 2008
U.S. Securities & Exchange Commission
Division of Corporation Finance
100 F Street NE
Washington, D.C. 20549
Attn: Mr. Gabriel Eckstein
  Re:    Finisar Corporation (the “Company”)
Registration Statement on
Form S-1 (File No. 333-148150)
Filed on December 19, 2007
Application for Withdrawal of Registration Statement
Dear Mr. Eckstein:
     Pursuant to Rule 477 of the Securities Act of 1933, as amended, we hereby request withdrawal of the Company’s Registration Statement on Form S-1 (File No. 333-148150) (the “Registration Statement”). The Registration Statement was filed to register shares of the Company’s common stock issuable upon the conversion of the Company’s 21/2% convertible senior subordinated notes due 2010 (the “Notes”) issued in October 2006. The Company’s obligation to maintain a registration statement covering the common stock issuable upon conversion of the Notes lapsed on October 12, 2008, and the registration of the underlying shares that were issuable upon conversion of the Notes is no longer needed. No securities were issued pursuant to the Notes.
     Should you have any questions concerning the foregoing, please contact the undersigned at (408) 542-4102 or Joe C. Sorenson of DLA Piper US LLP, the Company’s legal counsel at (703) 773-4130.
         
  Very truly yours,
 
 
  /s/ Stephen K. Workman    
  Stephen K. Workman   
  Chief Financial Officer and Secretary