We report a novel implementation of an all-optical rephasing, reshaping, and reamplification differential phase shift keying (DPSK) regenerator. The rephasing is based on converting phase noise into amplitude noise by using an interferometric configuration and then eliminating the amplitude noise by using a semiconductor optical amplifier (SOA). The reshaping is performed using gain competition and gain compression in a saturated SOA. The scheme was tested using 10Gbit/s, 2(23)-1 pseudorandom bit sequence return-to-zero DPSK data. The measurement shows removal of the degraded data error floor with a 6 order-of-magnitude improvement in bit-error rate. The measured negative power penalty is about 4dB. Mathematical analysis shows a reduction in DPSK phase-noise power by half.