FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Welch David F   2. Issuer Name and Ticker or Trading Symbol INFINERA CORP [INFN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President (Last) (First) (Middle) C/O INFINERA CORPORATION, 140 CASPIAN COURT 3. Date of Earliest Transaction (Month/Day/Year) 10/27/2014 (Street) SUNNYVALE, CA 94089 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/27/2014   S(13)   27,500 D $ 13.507 (14) 272,717 I See Footnote (2) Common Stock 10/27/2014   S(15)   55,000 D $ 13.5114 (16) 360,000 I See Footnote (4) Common Stock               319,493 I See Footnote (1) Common Stock               553,750 I See Footnote (3) Common Stock               2,500 I See Footnote (5) Common Stock               14,132 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Underlying Securities (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (Right to Buy)	$ 2							(6)	08/08/2016	Common Stock	50,000		50,000	D
Employee Stock Option (Right to Buy)	$ 2							(6)	08/08/2016	Common Stock	137,500		137,500	D
Employee Stock Option (Right to Buy)	$ 8.19							(6)	11/23/2016	Common Stock	75,000		75,000	D
Employee Stock Option (Right to Buy)	$ 7.61							(6)	06/06/2017	Common Stock	29,214		29,214	D
Employee Stock Option (Right to Buy)	$ 7.61							(6)	06/06/2017	Common Stock	101,342		101,342	D
Employee Stock Option (Right to Buy)	$ 7.61							(6)	02/28/2018	Common Stock	2,817		2,817	D
Employee Stock Option (Right to Buy)	$ 7.61							(6)	02/28/2018	Common Stock	81,683		81,683	D
Employee Stock Option (Right to Buy)	$ 7.11							(6)	02/10/2019	Common Stock	100,000		100,000	D
Employee Stock Option (Right to Buy)	$ 7.45							(6)	08/10/2019	Common Stock	150,000		150,000	D
Employee Stock Option (Right to Buy)	$ 8.58							(6)	02/10/2021	Common Stock	20,250		20,250	D
Employee Stock Option (Right to Buy)	$ 8.58							(6)	02/10/2021	Common Stock	60,750		60,750	D
Employee Stock Option (Right to Buy)	$ 8.58							(6)	02/10/2021	Common Stock	39,465		39,465	D
Employee Stock Option (Right to Buy)	$ 8.58							(6)	02/10/2021	Common Stock	41,535		41,535	D
Restricted Stock Units	(7)							(8)	(8)	Common Stock	26,333		26,333	D
Restricted Stock Units	(7)							(9)	(9)	Common Stock	71,250		71,250	D
Restricted Stock Units	(7)							(10)	(10)	Common Stock	40,000		40,000	D
Restricted Stock Units	(7)							(11)	(11)	Common Stock	36,000		36,000	D
Restricted Stock Units	(7)							(12)	(12)	Common Stock	62,770		62,770	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Welch David F C/O INFINERA CORPORATION 140 CASPIAN COURT SUNNYVALE, CA 94089	X		President

Signatures

/s/ Michael Post, by Power of Attorney		10/29/2014
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	These shares are held directly by LRFA, LLC, for which Dr. Welch is the sole managing member.
(2)	These shares are held directly by The Welch Family Trust u/a dtd 04/03/1996 ("The Welch Family Trust").
(3)	These shares are held directly by SEI Private Trust Company, Trustee of The Welch Family Heritage Trust I u/I dated 9/24/01.
(4)	These shares are held directly by The Welch Group, L.P., for which Dr. Welch is the general partner ("The Welch Group").
(5)	These shares are held directly by Dr. Welch as a trustee for his children. Dr. Welch disclaims beneficial ownership of the shares held in trust for his children, and this report shall not be deemed an admission that Dr. Welch is the beneficial owner of the shares held in trust for his children for purposes of Section 16 or for any other purpose.
(6)	This option is fully-vested.
(7)	Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of Infinera Corporation (the "Company").
(8)	These RSUs vest in three annual installments beginning on February 5, 2013.
(9)	These RSUs fully vest on December 31, 2014.
(10)	These RSUs vest in three annual installments beginning on February 5, 2014.
(11)	These RSUs vest in four annual installments beginning on August 5, 2014.
(12)	These RSUs vest in three annual installments beginning on May 5, 2015.
(13)	This sale was made in connection with the Rule 10b5-1 Trading Plan for The Welch Family Trust, which was adopted on May 29, 2014.
(14)	This price represents the weighted average sale price of the shares sold in multiple transactions at prices ranging from $13.36 to $13.63 per share. Upon request by the staff of the Securities and Exchange Commission, the Company or a security holder of the Company, Dr. Welch will provide full information regarding the number of shares sold at each separate price.
(15)	This sale was made in connection with the Rule 10b5-1 Trading Plan for The Welch Group, which was adopted on May 29, 2014.
(16)	This price represents the weighted average sale price of the shares sold in multiple transactions at prices ranging from $13.35 to $13.64 per share. Upon request by the staff of the Securities and Exchange Commission, the Company or a security holder of the Company, Dr. Welch will provide full information regarding the number of shares sold at each separate price.

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