Abstract-This paper describes the demonstration of 2.5-Gb/s four-user optical-code-division-multiple-access (OCDMA) system operating at bit-error rate 10 11 utilizing programmable spectral phase encoding, an ultrasensitive ( 200 fJ/b) periodically poled lithium-niobate-waveguide nonlinear waveform discriminator and 10G Ethernet receiver. A comprehensive description of this ultra-short-pulse spectral phase-coded OCDMA system is presented. On the subsystem level, two key component technologies, namely, femtosecond encoding/decoding and low-power high-contrast nonlinear discrimination, have been developed and characterized. At the system level, data for the four-user OCDMA system operating at 2.5 Gb/s for binary as well as multilevel code families are described.Index Terms-Multiaccess interference (MAI), nonlinear optics, optical code-division multiple access (OCDMA), optical signal processing, pulse shaping.