PRESS RELEASE ISSUED DECEMBER 5, 1997

Published on December 22, 1997



FRIDAY DECEMBER 5, 12:32 PM EASTERN TIME

COMPANY PRESS RELEASE
EMCORE CORPORATION CLOSES ACQUISITION OF MICROOPTICAL DEVICES INC.
COMBINED ENTITY WILL LEAD DEVELOPMENT AND PRODUCTION OF VCSEL TECHNOLOGY INTO
NEXT-GENERATION PRODUCT LINES

SOMERSET, N.J.--(BUSINESS WIRE)--Dec. 5, 1997-- EMCORE Corporation (Nasdaq:
EMKR - news), a leading provider of integrated compound semiconductor
solutions, today announced the purchase of privately-held MicroOptical Devices,
Inc. (MODE). MODE is a market leader in the design and development of
high-quality optical components and subsystems based on vertical cavity
surface-emitting laser (VCSEL) technology, which offers superior performance
and higher efficiency over conventional compound semiconductor technologies.
"By joining forces, EMCORE and MODE are in a strong position to shape both the
future of VCSEL technology and the optical communications markets," said Reuben
Richards, President and Chief Executive Officer of EMCORE.

MODE's microlasers and optical subsystems provide design, performance and
significant cost advantages over their technical predecessors such as
edge-emitting solid state lasers. Through the integration of VCSELs with
leading OEM systems design, VCSELs provide enhanced performance benefits to
market applications such as Internet access, onboard photonics, gigabit
ethernet, local area networks, microarea networks such as chip-to-chip and
board-to-board applications, DVD and fiberoptic switching. MODE's Gigalase(TM)
and Gigarray(TM) product lines are currently being used by a variety of
domestic and international OEM customers including AMP, IBM, Samsung, Fuji
Xerox, Boeing and Northrop Grumman in the areas of data communications,
telecommunications, optical storage and sensing.

Mr. Richards further commented, "MODE is a recognized leader in the development
of VCSEL technology. We believe VCSEL technology will solve a number of
technical bandwidth challenges applicable to the high-speed computing and
communications markets, allowing optoelectronic applications to perform their
functions at higher speeds with lower costs over traditional optoelectronic
systems. We believe that with the acquisition of MODE, EMCORE will establish
itself at the forefront of the next-generation development of the
optoelectronic laser market which is estimated to grow to one billion dollars
by 2000."


Under the terms of the agreement, EMCORE Corporation will issue 1.547 million
shares of common stock in exchange for 100% of the outstanding capital stock of
MODE. The transaction is valued at approximately $30 million based on EMCORE's
recent stock price. The acquisition will be accounted for as a purchase. In
connection with the closing of the transaction, a significant portion of the
purchase price will be taken as a one- time charge by EMCORE related to the
write-off of in-process research and development costs. The proposed
transaction is expected to be accretive within the first twelve months. Upon
the completion of the transaction, MODE is expected to operate as a separate
subsidiary of EMCORE. Its operations will continue to be led by the current
MODE management team, headed by Thomas M. Brennan and Robert P. Bryan, who will
report to Mr. Richards.

Dr. Thomas J. Russell, Chairman of the Board of EMCORE, stated that, "The
acquisition of MODE represents a pivotal step in the Company's strategic growth
plan. In addition to having complementary technologies and a shared vision of
compound semiconductor materials and devices, EMCORE and MODE are technology
driven companies focused on the rapidly growing markets for high speed compound
semiconductors. By combining our technologies with those of MODE, EMCORE will
be better able to offer complete vertically integrated VCSEL solutions by
offering material, component and sub-assembly solutions to our customers."

Dr. Robert Bryan, Co-President and Co-Founder of MODE, stated, "The combination
of MODE's VCSEL expertise and EMCORE's technological leadership in compound
semiconductor solutions will provide significant new growth opportunities for
the combined entity. We are all very pleased to become a permanent part of the
EMCORE team, and to build further upon the strong relationship we have enjoyed
over the past few years."

Tom Brennan, Co-President and Co-Founder of MODE, added, "We look forward to
strengthening our current customer relationships and achieving technological
breakthroughs in new and related market applications through this merger."

MODE is located in Albuquerque, New Mexico, near Sandia National Laboratories
and the University of New Mexico, where the founders, and many of the current
MODE staff, co-developed VCSEL technology. MODE's principal scientists are
uniquely accomplished in their respective fields and are a formidable addition
to EMCORE's existing materials science expertise. In addition to its leadership
in VCSEL development, MODE holds an exclusive license from Sandia National
Laboratories for VCSEL applications in data communications and bar code
scanning and has mechanisms in place to continue to generate and acquire
forward-looking intellectual property.

This release contains forward-looking statements relating to future events that
involve risks and uncertainties, including, without limitation, statements
about future financial performance of EMCORE and MODE and the effects of the
proposed acquisition on EMCORE's business, financial performance, and results
of operations. Among the factors which could cause actual results to differ
materially from those in the forward-looking statements are failure of the
proposed acquisition to achieve the desired synergies and efficiencies; risks
associated with the reaction to the proposed acquisition by the market, as well
as employees, customers, distributors and others who affect the businesses of
EMCORE and/or MODE; the variability of future operating results of EMCORE, MODE
or the combined companies following the proposed acquisition; cancellations,
rescheduling or delays in product shipments; manufacturing capacity constraint;
lengthy sales and qualification cycles; difficulties in the production process;
the future financial performance of the combined entity; delays in developing
and commercializing new products; increased competition; changes in the
compound semiconductor industry, including overall growth of the industry and
the continued acceptance of the Company's MOCVD technologies, as well as the
newly acquired VCSEL technologies; and other factors detailed in the Company's
filings with the Securities and Exchange Commission, including the registration
statement on Form S-1 filed on March 4, 1997.

EMCORE Corporation (Nasdaq: EMKR - news) is a leading provider of integrated
compound semiconductor solutions. Leading manufacturers throughout the world
use EMCORE's production systems, epitaxial materials, package ready die, and
process technology to produce compound semiconductor devices for a variety of
advanced electronic and photonic applications. For further information on
EMCORE, visit: http://www.emcore.com

CONTACT

EMCORE Corporation
Reuben F. Richards Jr.
President and CEO
732-271-9090
Tom Werthan
VP, Finance and Administration
732-271-9090
or
Morgen-Walke Associates, Inc.
Michele Katz/Jessica Davis/Michael Mahony
Press: Lee Foley/Ann Travers
212-850-5600