DENVER - Aerie Networks, the first company to introduce Mass Produced BandwidthSM and User Defined NetworksSM, has signed an agreement with Nortel Networks* [NYSE/TSE: NT] estimated to be worth approximately US $1billion over four years to supply Optical Internet solutions and services for its 20,000-mile nationwide broadband network, subject to execution of definitive financing agreements. The maximum amount of financing expected to be provided by Nortel Networks will not exceed 50 percent of the value of the supply contract at any one time.

Using solutions from the market-leading Nortel Networks OPTera* portfolio, Aerie Networks plans to extend the power of the high-performance Internet to 194 U.S. cities over 8.9 million fiber miles. This will enable Aerie Networks to provide bandwidth and services to carriers, content and application service providers, local access and metropolitan area network providers and emerging inter-city backbone providers.
"Using Nortel Networks OPTera family of solutions will position us to build one of the most efficient, highest capacity networks ever envisioned, making us the first company to mass produce bandwidth and permanently change industry economics," said Peter Geddis, Aerie Networks chief executive officer. "We are pleased to work with the world's leader in Optical Internet capability, and we are confident in Nortel Networks ability to keep ahead of the market with groundbreaking optical solutions that will allow Aerie Networks to continually enhance our bandwidth production capabilities."

Aerie Networks has assembled nearly 15,000 miles of right of way along the pipelines of 12 energy and communications companies who are investors in Aerie Networks. Aerie Networks recently announced that it has begun construction of the network between Chicago and St. Louis, St. Louis and Kansas City, Kansas City and Dallas, and Dallas and Houston. Network completion is slated for early 2004.

"Together, Aerie Networks and Nortel Networks will drive the high-performance Optical Internet," said Clarence Chandran, chief operating officer, Nortel Networks. "Using our OPTera solutions, Aerie Networks will be able to unleash a new era of unconstrained bandwidth and profitable services, pushing the future boundaries of capacity and speed in its network. This is another milestone in our goal of delivering the benefits of the Optical Internet to consumers and businesses across North America."

The Nortel Networks Optical Internet solution for Aerie Networks will include Nortel Networks OPTera family of products, which enables a broad range of managed optical services and delivers a strong overall network value proposition. The family includes OPTera Long Haul, and OPTera Connect DX and OPTera Connect HDX Connection Managers to deploy multi-terabit managed networks.

Nortel Networks will enable Aerie Networks to provide its customers with new Network HostSM Managed Optical Services, including Managed Wavelength Services that will enable light to be distributed by color or wavelength so customers can obtain and control the bandwidth they want, when they want it.

Aerie Networks also plans to host a national Optical Internet technology lab on this new network, which will provide Nortel Networks with a national test bed for new technology development. Nortel Networks will also support Aerie Networks in the development of Aerie Networks' Network OperatorSM operations support system.

Mort Aaronson, Aerie Networks president and chief operating officer said, "We are building the infrastructure for the application economy. With Mass Produced Bandwidth and User Defined Networks, we are creating a platform for others to build and operate their networks, making us the first Network HostSM. It's a natural fit with Nortel Networks, a company that is fueling the explosion of the high-performance Optical Internet around the world."

Aerie Networks' process of mass-producing bandwidth will create economies of scale that will position it to be one of the industry's lowest cost providers of bandwidth. With the largest inventory of fiber miles, simplified network architecture with fewer network elements and layers, and the latest fiber and optical technologies, Aerie Networks will be able to reduce the cost to produce bandwidth and to create new price points for dark and lit fiber.

About Aerie Networks
Aerie Networks is the first company to build and operate a broadband technology and business platform designed to host an infinite number of new networks with the bandwidth capacity to permanently change the industry economics. Aerie offers the highest capacity - more than 8.9 million fiber miles - inter-city network in the nation. Aerie's unique broadband network consists of 20,000 miles of alternative path, city-to-city routes, which connect more than 194 cities and serve over 90 percent of the U.S. business market. Corning Incorporated [NYSE:GLW] will supply its Corning® LEAF® optical fiber for Aerie's planned network, and Nortel Networks [NYSE/TSE: NT] will supply its OPTera* solution. Aerie Networks is a strategic partner and portfolio company of VantagePoint Venture Partners, one of the world's largest and most active VC firms. Headquartered in Denver, Aerie Networks was founded by executives with experience in every aspect of designing, financing, constructing, engineering and marketing networks with key industry players, including AT&T, Enron Communications, Intel, LCI, Level 3, Lucent Technologies, MCI, MFS, Nortel Networks, Qwest, Sprint, Sprint PCS, and Williams and Worldcom. For more information about Aerie Networks, please visit the website at www.aerienetworks.com.