~~Table~~UNITED ofSTATES SECURITIES ~~Contents~~AND EXCHANGE COMMISSION

~~UNITED~~Washington, ~~STATES SECURITIES~~DC ~~AND EXCHANGE COMMISSION~~20549

~~Washington,~~FORM ~~DC 20549~~8-K

~~FORM~~CURRENT ~~8-K~~REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~CURRENT~~Date ~~REPORT Pursuant~~of toReport ~~Section 13 or 15~~(d)Date of ~~the Securities~~earliest ~~Exchange~~event ~~Act of 1934~~ reported)

~~Date of Report (Date of earliest event reported) October~~December 248, 2008

FOUNDRY NETWORKS, INC.

(Exact name of registrant as specified in its charter)

000-26689 (Commission File Number)

Delaware (State or other jurisdiction of incorporation) 77-0431154 (I.R.S. Employer Identification No.)


Delaware		77-0431154
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

4980 Great America Parkway Santa Clara, CA 95054 (Address of principal executive offices, including zip code)

(408) 207-1700 (Registrant’s telephone number, including area code)

N/A (Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

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))

oItem 8.01. ~~Soliciting~~Other ~~material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)~~Events

oOn ~~Pre-commencement~~December 8, ~~communications~~2008, ~~pursuant~~Foundry toNetworks, ~~Rule~~Inc. ~~14d-2~~(b“Foundry”) ~~under~~issued a press release providing information regarding the ~~Exchange~~declaration ~~Act~~of ~~(17~~its ~~CFR~~previously ~~240~~announced conditional special dividend payable to holders of shares of Foundry common stock immediately prior to the completion of the pending merger between Foundry and a wholly owned subsidiary of Brocade Communications Systems, Inc.~~14d-2(b))~~ A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

oItem 9.01 ~~Pre-commencement~~Financial ~~communications~~Statements ~~pursuant~~and ~~to Rule 13e-4(c) under the Exchange Act (17 CFR 240~~Exhibits.~~13e-4(c))~~

~~TABLE OF CONTENTS~~(d) Exhibits.

	Item 8.01. Other Events.
Exhibit No.		Description
	Item 9.01 Financial Statements and Exhibits.
99.1		Press Release dated December 8, 2008.
SIGNATURES
EX-99.1

~~Table of Contents~~2

~~Item 8.01. Other Events.~~SIGNATURES

On Pursuant ~~October 24,~~to ~~2008,~~the ~~Foundry~~requirements ~~Networks,~~of ~~Inc. (“Foundry” or~~ the ~~“Company”)~~Securities ~~issued~~Exchange aAct ~~press release announcing that its special meeting~~ of ~~stockholders~~1934, ~~scheduled~~as ~~to be held on Friday~~amended, ~~October 24,~~the ~~2008~~registrant has ~~been~~duly ~~adjourned~~caused ~~until~~this ~~Wednesday,~~report ~~October 29,~~to ~~2008~~be atsigned ~~4:00~~on ~~p.m.~~its ~~PDT.~~behalf Aby ~~copy of~~ the ~~press release~~undersigned ~~announcing~~hereunto ~~the adjournment is attached hereto as Exhibit 99.1 and is incorporated herein by~~duly ~~reference~~authorized.

Item 9.01 Financial Statements and Exhibits.


	FOUNDRY NETWORKS, INC.

Date: December 8, 2008	By:	/s/ Cliff Moore

		Cliff Moore
		Vice President, General Counsel and Corporate Secretary

~~(d) Exhibits.~~3

Exhibit No.				Description
	99.1			Press Release dated October 24, 2008.

SIGNATURES

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

	FOUNDRY NETWORKS, INC.
Date: October 24, 2008	By:	/s/ Cliff Moore
		Cliff Moore
		Vice President, General Counsel and Corporate Secretary

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