SEC FORM 3

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SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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

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1. Name and Address of Reporting Person^*

Avidan Guy

(Last)

(First)

(Middle)

20415 NORDHOFF STREET

(Street)

CHATSWORTH

91311

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/12/2007

3. Issuer Name and Ticker or Trading Symbol
MRV COMMUNICATIONS INC [ MRVC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Acting Chief Financial Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

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)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (right to buy)	07/13/1996⁽¹⁾	07/13/2008	Common Stock	300,000⁽²⁾	$2.625	D
Non-Qualified Stock Option (right to buy)	06/11/2003⁽³⁾	06/11/2012	Common Stock	60,000	$1.1	D
Non-Qualified Stock Option (right to buy)	04/09/2004⁽⁴⁾	04/09/2013	Common Stock	10,000	$1.11	D
Non Qualified Stock Option (right to buy)	10/24/2004⁽⁵⁾	10/24/2013	Common Stock	20,000	$2.99	D
Non Qualified Stock Option (right to buy)	12/31/2005⁽⁶⁾	12/31/2014	Common Stock	30,000	$3.67	D
Non Qualified Stock Option (right to buy)	11/30/2006⁽⁷⁾	11/30/2015	Common Stock	10,000	$1.82	D
Non Qualified Stock Option (right to buy)	07/03/2007⁽⁸⁾	07/03/2016	Common Stock	10,000	$3.07	D
Non Qualified Stock Option (right to buy)	09/01/2007⁽⁹⁾	09/01/2016	Common Stock	20,000	$2.44	D

Explanation of Responses:

1. Options are exercisable in equal 25% installments over a four year period beginning on 07/13/96 and are fully vested on 07/13/99. These options expire on 07/13/2008.

2. As of the date of this filing, 07/13/2007, Mr. Avidan currently has 24000 shares remaining and exercisable. These options expire on 07/13/2008

3. Options are exercisable in equal 25% installments over a four-year period beginning on 06/11/2003 and are fully vested on 06/11/2006. These options expire on 06/11/2012.

4. Options are exercisable in equal 25% installments over a four-year period beginning on 04/09/2004 and are fully vested on 04/09/2007. These options expire on 04/09/2013.

5. Options are exercisable in equal 25% installments over a four year period beginning on 10/24/2004, and are fully vested on 10/24/2007. These options expire on 10/24/2013.

6. Options are exercisable in equal 25% installments over a four-year period beginning on 12/31/2005 and are fully vested on 12/31/2008. These options expire on 12/31/2014.

7. Options are exercisable in equal 25% installments over a four-year period beginning on 11/30/06 and are fully vested on 11/30/09. These options expire on 11/30/2015.

8. Options are exercisable in equal 25% installments over a four-year period beginning on 07/03/2007 and are fully vested on 07/03/2010. These options expire on 07/03/2016.

9. Options are exercisable in equal 25% installments over a four year period beginning on 09/01/2007 and are fully vested on 09/01/2010. These options expire on 09/01/2016.

Remarks:

	Guy Avidan	07/13/2007
	** 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 Number.