An Optical Circuitry Cooperative (OCC) has been formed as an NSF cooperative research center in which six or more companies contribute financial support; NSF provides support which declines to zero in five years. Companies benefit from a center by early access to research results, leverage for their research dollars, participation in research selection, and improved relations with faculty and students. The university receives support for a major research program that increases its research capability, provides reasonably stable funding, and opens more opportunities for graduate students. The potential of optical circuitry has been discussed for many years, but the excitement is growing rapidly on the strength of the success of optical fibers for optical transmission, the generation of subpicosecond opitcal pulses, and the development of promising optical logic elements, such as optical bistable devices. And yet, much research remains to be done to discover the best nonlinear optical materials and fabrication techniques. OCC will perform research to provide a data base to allow the development of optical circuitry devices. The areas encompassed by OCC include all-optical logic, picosecond decision-making, guided-wave preprocessors, opti-cal interconnects within computers (both fiber and whole-array imaging), optical storage, and optical computer architecture and devices.