Abstract: The present invention provides a network device that fully utilizes the available space in a standard telco rack through the use of multiple mid-planes. Full utilization of available space allows a high switching capacity network device including both physical layer switch/router subsystems and upper layer switch/router subsystems to be fit in one telco rack. Inter-mid-plane connections may be provided by connecting switch fabric cards and/or control processor cards to each of the mid-planes. Providing a multi-layer network device in one telco rack allows for intelligent layer 1 switching (for example, dynamic network connection set up), allows for one network management system to control both layer 1 and upper layer networks and eliminates grooming fees.