FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Scheer Adam Louis Abraham

2. Date of Event Requiring Statement (MM/DD/YYYY)
12/20/2016 

3. Issuer Name and Ticker or Trading Symbol

MRV COMMUNICATIONS INC [MRVC]

(Last)        (First)        (Middle)

C/O MRV COMMUNICATIONS, INC., 20520 NORDHOFF STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Chief Operating Officer /

(Street)

CHATSWORTH, CA 91311       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   13500   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non Qualified Stock Option (Right to Buy)     (2) 10/15/2025   Common Stock   20000.0   $13.4   D    
Non Qualified Stock Option (Right to Buy)     (3) 6/1/2026   Common Stock   15000.0   $10.95   D    

Explanation of Responses:
( 1)  Consists of (i) 7,500 shares of restricted stock vesting in three equal annual installments commencing on October 15, 2016, and (ii) 6,000 shares of restricted stock vesting in three equal annual installments commencing on June 1, 2017.
( 2)  This stock option grant vests in three equal annual installments commencing on October 15, 2016.
( 3)  This stock option grant vests in three equal annual installments commencing on June 1, 2017.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Scheer Adam Louis Abraham
C/O MRV COMMUNICATIONS, INC.
20520 NORDHOFF STREET
CHATSWORTH, CA 91311


Chief Operating Officer

Signatures
/s/ Adam Scheer 12/29/2016
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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