425
1
Filing Information
Filed by Calix, Inc.
Commission File No. 001-34674
Pursuant to Rule 425 Under the Securities Act of 1933
And Deemed Filed Pursuant to Rule 14a-12
Under the Securities Exchange Act of 1934
Subject Company: Occam Networks, Inc.
Commission File No. 001-33069
This filing relates to the proposed acquisition by Calix, Inc, a
Delaware corporation (“Calix”), of Occam Networks, Inc., a Delaware
corporation (“Occam Networks”), pursuant to the terms of that
certain Agreement and Plan of Merger and Reorganization, dated as
of September 16, 2010, by and among Calix, Ocean Sub I, Inc., Ocean
Sub II, LLC and Occam Networks.

Calix / Occam Networks “Q&A”
Webinar 
Service Provider Overview
The webinar will begin at:
11:00 AM Pacific
12:00 PM Mountain
1:00 PM Central
2:00 PM Eastern
Join
the
teleconference
now
Phone: (877) 413-4220
International: (650) 227-3370
Passcode: 282 128 6509

Calix / Occam Networks “Q&A”
Webinar 
Service Provider Overview
Join
the
teleconference
now
Phone: (877) 413-4220
International: (650) 227-3370
Passcode: 282 128 6509
The webinar will begin
in approximately:
5 minutes

Calix / Occam Networks “Q&A”
Webinar 
Service Provider Overview
Join
the
teleconference
now
Phone: (877) 413-4220
International: (650) 227-3370
Passcode: 282 128 6509
The webinar will begin
in approximately:
4 minutes

Calix / Occam Networks “Q&A”
Webinar 
Service Provider Overview
Join
the
teleconference
now
Phone: (877) 413-4220
International: (650) 227-3370
Passcode: 282 128 6509
The webinar will begin
in approximately:
3 minutes

Calix / Occam Networks “Q&A”
Webinar 
Service Provider Overview
Join
the
teleconference
now
Phone: (877) 413-4220
International: (650) 227-3370
Passcode: 282 128 6509
The webinar will begin
in approximately:
2 minutes

Calix / Occam Networks “Q&A”
Webinar 
Service Provider Overview
Join
the
teleconference
now
Phone: (877) 413-4220
International: (650) 227-3370
Passcode: 282 128 6509
The webinar will begin
in approximately:
1 minute

Calix / Occam Networks “Q&A”
Webinar 
Service Provider Overview
Join
the
teleconference
now
Phone: (877) 413-4220
International: (650) 227-3370
Passcode: 282 128 6509

9
Welcome and Logistics
Welcome
to
the
Calix
/
Occam
Networks
“Q&A”
Webinar
Hosted by Carl Russo, Calix president and CEO
Short presentation describing the transaction, rationale, and benefits
Questions and Answers submitted by attendees (online)
Duration: 1 hour
How to ask questions
Conference bridge is broadcast for attendees to prevent excess noise, complexity
Webinar control panel has Q&A module
Type
questions
at
anytime
-
monitored
by
Calix
personnel
Questions will be placed in queue for verbal Q&A response section
Presenters
may
answer
questions
during
the
presentations
if
time
allows

10
Transaction Overview
Deal Size:
Deal Size:
$171 million in stock and cash
Closing Conditions:
Closing Conditions:
Occam Networks stockholder approval, regulatory
clearance and other customary closing conditions
Anticipated Closing:
Anticipated Closing:
Q4 2010 or Q1 2011
Post Closing Metrics:
Post Closing Metrics:
Trailing Revenues (last 12 months): ~$350 million
Estimated Customers: 800+
Aggregate Port Shipments: 10 million+
Aggregate Subscriber Lines (Customers): 48 million+ 

11
Key Benefits Summary: Acceleration
Calix / Occam Networks combination is focused on helping our
customers
SUCCEED
SUCCEED
Accelerating Unified Access
Complementary
expertise
expected
to
speed
product
INNOVATION
INNOVATION
An
EXPANDED
EXPANDED
UNIFIED
UNIFIED
ACCESS
ACCESS
portfolio
Increased
resources,
scale,
and
FOCUS
FOCUS
ON
ON
ACCESS
ACCESS
lays
the
foundation
for enhanced solutions development, testing, and quality
Accelerating Our Customers’
Success
A
WIDER
WIDER
RANGE
RANGE
OF
OF
DEPLOYMENT
DEPLOYMENT
OPTIONS
OPTIONS
expected
from
an
expanded Unified Access portfolio
CLOSER RELATIONSHIPS
CLOSER RELATIONSHIPS
with customers and partners expected through
direct and expanded sales coverage and support
Enhanced
ALIGNMENT
ALIGNMENT
with
communications
service
provider
network
and
business model transformation

12
Key Benefits Summary: Solutions
A broader Unified Access portfolio
Greater breadth and diversity of solutions expected
Complementary technologies allow for speedy synergies
Share many common hardware and software components and attributes
thereby facilitating integration into Unified Access
Occam’s decade of experience in IP and Ethernet matched with Calix’s
decade of experience in fiber access
Enhanced voice flexibility expected
A range of solutions across TDM, SIP, H.248 and MGCP
New innovations expected
Expanded engineering, test resources, and R&D dollars solely focused on
access innovation
An
ENHANCED
ENHANCED
portfolio
of
options
to
make
you
more
competitive

13
Key Benefits Summary: Business
A focus on access
Expanded resources, testing, and investment are planned in the part of
your network that connects you to your customers
An enhanced direct customer engagement model
More “feet on the street”
Expansion of our world-class support organization and tools
Expanded Interoperability
Combined Calix Compatible and OPAN programs create one of the
industry’s broadest and most mature programs for partner
interoperability.
Expanded resources and a clear business vision aligned with
your
network
and
business
interests
to
help
YOU
SUCCEED
SUCCEED

14
Two Broadband Access Portfolios
OccamView
EMS
BLC 6000 Chassis:
high density
BLC 6000 Chassis:
medium, low density
ONT portfolio

15
One Unified Access Portfolio
Management / Value
Added Software
Central Office
Remote Terminal / 
Node
Premises

The Calix Commitment

The Calix Commitment
Past Behaviors Predict Future Behaviors

18
2009
2010
2017
F5 support
expires
F5
development
discontinued
F5
manufacturing
discontinued
OSI Case Study
When we acquired OSI …
the following actions were taken
FiberDrive:
Calix continues manufacturing, MD in 2008, SD in 2015
F5:
Completed roadmap, DD in 2009, MD in 2010, SD in 2017
500 ONT family:
DD in 2009, MD in 2010, SD in 2015 (2017 for 560 ONTs)
What we learned
Have roadmap plans
finalized on “day one”
FiberDrive
2006
2008
2015
FiberDrive
support expires
FiberDrive
manufacturing
discontinued
OSI
acquired

Calix Unified Access Roadmap
The Plan for Integration

20
Expanding the Unified Access Portfolio

21
EXA Powered Access Network
Routed Core Network
100GE / 40GE / DWDM Rings
Central Office
10GE / NxGE
/ GE Rings
Node
NxGE
/ GE Rings or Pt-to-Pt
Remote Terminal
10GE / NxGE
/ GE Rings
Customer, Business, or MDU Premises
PON, Pt-to-Pt GE / AE, or DSL
Unified Access Management
Service Delivery and Assurance
Fiber:
MEF Services
Copper:
DSL / POTS
Copper:
DSL / POTS
Fiber: PON and
Pt-to-Pt GE / AE
Fiber:
MEF Services
ETHERNET
10GE / GE Ring
10GE
NxGE
GE
IPTV
Voice
Internet
Access
Broadcast
Video
MEF
Services
Residential
Schools /
Library
MDU / MTU
Small
Business
Large
Business
Mobile
Backhaul
Copper:
DSL / POTS
B-Series
B-Series
Copper:
DSL / POTS
Fiber:
MEF Services
10GE
NxGE
GE
SIP
H.248
MGCP
TDM
RF
RFOG

22
A Solution for Every Need
Multiservice
Copper | Fiber
Multiprotocol
Evolutionary
C7
Evolutionary
“B”
Multiservice
Copper | Fiber
Ethernet
Revolutionary
E7
IP services
Fiber
Ethernet
Same ONTs
Managed by CMS
Same Rings

23
2010 User Group Conference
Agenda: 2010 User Group Conference
November
6
thru
9
-
just
before
TelcoTV
Saturday 11/6: Golf
Sunday 11/7: Training / Reception
Monday 11/8: Keynotes / Breakouts
New product introductions
Possibilities of an All-Video World: Sr. execs
from Cisco, Fox, Microsoft, Motorola
Future of voice: Genband/Metaswitch
CEOs
Special event: La Reve
Tuesday 11/9: Keynotes / Breakouts
Unified Access vision
Regulatory: Q&A with RUS Administrator
Jonathan Adelstein
Giveaways / Prizes
Visit the Calix
home page or website to register:
http://usergroup.calix.com/2010/
th
th

24
Add’l
Information: Where to Find It
Calix
will file a Registration Statement on Form S-4 containing a
proxy statement/prospectus and other documents concerning the
proposed acquisition with the Securities and Exchange Commission
(the “SEC”).  Investors are urged to read the proxy
statement/prospectus when it becomes available and other relevant
documents filed with the SEC because they will contain important
information.  Security holders may obtain a free copy of the proxy
statement/prospectus (when it is available) and other documents
filed by Calix
and Occam Networks with the SEC at the SEC’s
web
site at http://www.sec.gov.  The proxy statement/prospectus and
other documents may also be obtained for free by contacting Calix
Investor Relations by e-mail at Carolyn.Bass@Calix.com, by
telephone at 415-445-3232 or by mail at Investor Relations, Calix,
Inc., 1035 N. McDowell Blvd., Petaluma, CA 94954 or by contacting
Occam Networks Investor Relations by e-mail at
ir@occamnetworks.com, by telephone at 805-692-2957or by mail at
Investor Relations, Occam Networks, 6868 Cortona
Drive, Santa
Barbara, CA 93117.

25
Participants in the Acquisition of
Occam Networks
Calix, Occam Networks, certain of their respective directors, executive
officers, members of management and employees may, under the rules of the
SEC, may be deemed to be participants in the solicitation of proxies in favor
of the proposed merger.  Information regarding the persons who may be
considered “participants”
in the solicitation of proxies will be set forth in
Calix’s
proxy statement/prospectus when it is filed with the SEC.  Information
regarding certain of these persons and their beneficial ownership of Calix
common stock as of December 31, 2009 is also set forth in the prospectus
filed by Calix
on March 24, 2010 with the SEC. This document is available free
of
charge
at
the
SEC’s
web
site
at
www.sec.gov
or
by
going
to
Calix’s
Investor
Relations
page
on
its
corporate
website
at
www.Calix.com. 
Information concerning Occam Networks' directors and executive officers is
set
forth
in
Occam
Networks'
proxy
statement
for
its
2010
Annual
Meeting
of
Stockholders, which was filed with the SEC on April 8, 2010.  This document
is
available
free
of
charge
at
the
SEC’s
website
at
www.sec.gov
or
by
going
to Occam Networks' Investor Relations page on its corporate web site at
www.OccamNetworks.com.
Additional
information
regarding
the
persons
who may, under the rules of the SEC, be deemed participants in the
solicitation of proxies in connection with the proposed merger, and a
description of their direct and indirect interests in the proposed merger,
which
may
differ
from
the
interests
of
Calix
stockholders
or
Occam
Networks
stockholders generally will be set forth in the proxy statement/prospectus
when it is filed with the SEC.

26
Forward Looking Statements
This document contains forward-looking statements within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934. These statements can
be
identified by the words, “believes,”
“expects,”
“could,”
“will,”
“intends,”
“should,”
“estimate,”
“would,”
“may,”
“anticipates,”
“plans”
and other similar words.  These statements are based on management’s
current expectations, estimates, forecasts, projections and beliefs and are subject to a number of factors
and uncertainties that could cause actual results to differ materially from those described in the forward-
looking statements.  The forward-looking statements contained in this document include statements
about
the timing of closing the acquisition, future financial and operating results; benefits of the acquisition;
financial advantages; the ability to integrate the companies; the ability to expand the Unified Access
portfolio; the ability to accelerate access innovation; the ability to integrate platforms and products to
accelerate opportunities for customers and broaden the Calix Unified Access portfolio; plans to increase
sales and support coverage; plans regarding the product roadmap;
ability to enhance solutions
development, testing and quality;  the ability to increase the range of deployment options, create closer
relationships with customers and partners and enhance alignment with communication service provider
networks and business model transformations; the ability to expand resources, testing and investments;
the ability to enhance the customer engagement model and expand interoperability; and other statements
regarding the proposed acquisition. These statements are not guarantees of future performance, involve
risks, uncertainties and assumptions that are difficult to predict, and are based upon assumptions as to
future events that may not prove accurate. Therefore, actual outcomes and results may differ materially from
what is expressed herein. For example, if Occam Networks does not receive required stockholder approval
or the parties fail to satisfy other conditions to closing, the transaction may not be consummated. In any
forward-looking statement in which Calix or Occam Networks expresses an expectation or belief as to future
results, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but
there can be no assurance that the statement or expectation or belief will result or be achieved or
accomplished. The following factors, among others, could cause actual results to differ materially from
those described in the forward-looking statements: failure of the Occam Networks stockholders to approve
the proposed acquisition; the challenges and costs of closing, integrating, restructuring and achieving
anticipated synergies; the ability to retain key employees; and other economic, business, competitive,
and/or regulatory factors affecting the businesses of Calix and Occam Networks generally, including those
set forth in the filings of Calix with the Securities and Exchange Commission, especially in the “Risk
Factors”
and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”
sections of Calix’s prospectus filed with the SEC on March 24, 2010 and its quarterly reports on Form 10-Q,
Occam Networks' annual reports on Form 10-K and quarterly reports on Form 10-Q, each of Calix’s and
Occam Networks' current reports on Form 8-K and other SEC filings.  These forward-looking statements
speak only as of the date hereof.  Calix and Occam Networks are under no obligation to (and expressly
disclaim any such obligation to) update or alter their forward-looking statements whether as a result of new
information, future events, or otherwise.