UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

____________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 29, 2014

ALLIANCE FIBER OPTIC PRODUCTS, INC.
(Exact name of registrant as specified in its charter)

Delaware 0-31857 77-0554122
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

275 Gibraltar Drive, Sunnyvale, California 94089
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (408) 736-6900

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o        Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 8.01 Other Events.

On October 29, 2014, Alliance Fiber Optic Products, Inc. (the Company) issued a press release announcing that the Board of Directors (the Board) authorized a stock repurchase program, effective October 29, 2014.

Item 9.01 Financial Statements and Exhibits

Exhibit       Description  
99.1 Press Release dated October 29, 2014 announcing stock repurchase program.


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 29, 2014

  ALLIANCE FIBER OPTIC PRODUCTS, INC.
 
 
 
By  /s/Anita K. Ho  
Name: Anita K. Ho
Title: Acting Chief Financial Officer




Contact:
Keting Lin, IR Associate
Alliance Fiber Optic Products, Inc. October 29, 2014
408-736-6900 x188
Email: klin@afop.com

ALLIANCE FIBER OPTIC PRODUCTS, INC. ANNOUNCES
STOCK REPURCHASE PROGRAM

Sunnyvale, CA – October 29, 2014 – Alliance Fiber Optic Products, Inc. (Nasdaq GM: AFOP) today announced that its board of directors has approved a stock repurchase program under which it will begin purchasing up to fifteen million dollars of its outstanding shares of Common Stock. The duration of the repurchase program is open-ended.

Under the program, AFOP could purchase shares of Common Stock from time to time through open market and privately negotiated transactions at prices depending on prevailing market conditions and other factors. The program does not obligate AFOP to repurchase any particular amount of common stock during any period and the program may be modified or suspended at any time at the Company's discretion. The repurchase will be funded by cash on hand.

Peter C. Chang, Chief Executive Officer and President, said, "AFOP cash and cash equivalent increased to $73.2M in the end of last quarter. The combination of AFOP current market valuations, our strong cash balances and ongoing cash flow generation lead us to believe that this stock repurchase program is an appropriate use of cash. This program reaffirms our continued confidence in the company's near and long-term financial and operating performance, and our commitment to enhancing shareholder value.”

About AFOP
Founded in 1995, Alliance Fiber Optic Products, Inc. designs, manufactures and markets a broad range of high performance fiber optic components and integrated modules. AFOP's products are used by leading and emerging communications equipment manufacturers to deliver optical networking systems to the long-haul, enterprise, metropolitan and last mile access segments of the communications network. AFOP offers a broad product line of passive optical components including interconnect systems, couplers and splitters, thin film CWDM and DWDM components and modules, optical attenuators, and micro-optics devices. AFOP is headquartered in Sunnyvale, California, with manufacturing and product development capabilities in the United States, Taiwan and China. AFOP's website is located at http://www.afop.com.

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