40-Gb/s 2-Channel all-optical 3R regeneration has been realised by a fiber optical parametric amplication(FOPA). Using degraded data signals rather than clock as the pump, all-optical 40Gb/s 2-Chanel 3R regeneration is realized with improved performance of eliminating the unequal suppression of noise between bit0 and bit1, which is different in mechanism from previous regeneration schemes. Theoretical analysis of the noise suppression mechanisms under different pump power (corresponding to "0" code or "1" code) is provided. By properly adjusting the parameters of FOPA, amplitude noise on both "0" code and "1" code can be suppressed simultaneously. The clock extraction is based on wavelenth conversion and a Fabry-Perot (F-P) filter with a high Q value of 1000. The theoretical analysis conclusions are verified through experiments, and the imbalance of the 3R regeneration using fiber optical parametric amplication is eliminated. The root mean square (RMS) jitter of the clock extracted is only 180fs. Signal to noise ratio is improved respectively from 2.7,2.4 to 4.9,5.2.© (2010) COPYRIGHT SPIE--The International Society for Optical Engineering. Downloading of the abstract is permitted for personal use only.