PromissoryNote

1.   Unconditional payment on MM DD, YYYY according to this note payable at sight to

Mainland China Enterprise, China Construction Bank, Taipei Branch

o NTD n USD 10 million only

2.   Place of payment:

3.   The interest is calculated and paid according to the following Article from the agreed note issuing date:

(1)  Use the fixed interest rate and calculate and paid the interest according to % of the annual rate

(2)  Calculate the interest according to % of the annual rate; when the benchmark interest rate of the bank is adjusted (according to ), calculate the interest according to the new declared benchmark interest rate (according to ) plus % annual rate from the adjustment date

(3)  Calculate the interest according to % of the annual rate; when Chunghwa Post Co., Ltd adjusts fixed deposit floating interest rate, calculate the interest according to adjusted interest rate plus % annual rate from the adjustment date

(4)  Other agreements:

4.   Protest waived for this note, and the notification obligation in Article 89 of the Negotiable Instruments Act is also waived.

5.   Calculation of the penalty: If the overdue period is within six months, the interest shall increase 10% based on the original interest rate; if the overdue period exceeds six months, after six months overdue to the end of the pay-off date, the interest shall increase 20% based on the original interest rate.

Drawer: Applied Optoelectronics, Inc., Taiwan Branch

Unified Business No. (or ID Number): 28410552

Address: No.18, Gong 4th Rd., Linkou Dist., New Taipei City 24452, Taiwan (R.O.C.)

Drawer:

Unified Business No. (or ID Number):

Address:

Drawer:

Unified Business No. (or ID Number):

Address:

Drawer:

April 22^nd, 105 of ROC