Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Fallon Thomas J
   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)
Chief Executive Officer
(Last)
(First)
(Middle)
C/O INFINERA CORPORATION, 140 CASPIAN COURT		 3. Date of Earliest Transaction (Month/Day/Year)
08/25/2014
(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 08/25/2014   S(8)   50,000 D $ 9.7316 (9) 830,719 I See Footnote (1)
Common Stock               43,614 I See Footnote (2)

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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) $ 8.19               (3) 11/23/2016 Common Stock 75,000   75,000 D  
Employee Stock Option (Right to Buy) $ 7.61               (3) 06/06/2017 Common Stock 29,214   29,214 D  
Employee Stock Option (Right to Buy) $ 7.61               (3) 06/06/2017 Common Stock 101,342   101,342 D  
Employee Stock Option (Right to Buy) $ 7.11               (3) 02/10/2019 Common Stock 100,000   100,000 D  
Employee Stock Option (Right to Buy) $ 7.45               (3) 08/10/2019 Common Stock 150,000   150,000 D  
Employee Stock Option (Right to Buy) $ 8.19               (3) 11/23/2019 Common Stock 5,595   5,595 D  
Employee Stock Option (Right to Buy) $ 8.19               (3) 11/23/2019 Common Stock 294,405   294,405 D  
Employee Stock Option (Right to Buy) $ 7.61               (3) 02/28/2018 Common Stock 2,817   2,817 D  
Employee Stock Option (Right to Buy) $ 7.61               (3) 02/28/2018 Common Stock 81,683   81,683 D  
Employee Stock Option (Right to Buy) $ 8.58               (3) 02/10/2021 Common Stock 14,286   14,286 D  
Employee Stock Option (Right to Buy) $ 8.58               (3) 02/10/2021 Common Stock 32,965   32,965 D  
Employee Stock Option (Right to Buy) $ 8.58               (3) 02/10/2021 Common Stock 30,475   30,475 D  
Employee Stock Option (Right to Buy) $ 8.58               (3) 02/10/2021 Common Stock 182,250   182,250 D  
Restricted Stock Units (4)               (5)   (5) Common Stock 51,666   51,666 D  
Restricted Stock Units (4)               (6)   (6) Common Stock 75,333   75,333 D  
Restricted Stock Units (4)               (7)   (7) Common Stock 106,888   106,888 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Fallon Thomas J
C/O INFINERA CORPORATION
140 CASPIAN COURT
SUNNYVALE, CA 94089		   X     Chief Executive Officer  

Signatures

 /s/ Michael Post, by Power of Attorney   08/27/2014
**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) Shares held directly by the Fallon Family Revocable Trust dated 9/7/94, for which Mr. Fallon serves as trustee.
(2) Shares held directly by Mr. Fallon as a trustee for his children. Mr. Fallon disclaims beneficial ownership of the shares held in trusts for his children, and this report shall not be deemed an admission that Mr. Fallon is the beneficial owner of the shares held in trusts for his children for purposes of Section 16 or for any other purpose.
(3) The option is fully vested.
(4) Each restricted stock unit ("RSU") represents a contingent right to receive one share of Infinera Corporation (the "Company") common stock.
(5) The RSUs vest in three annual installments beginning on February 5, 2013.
(6) The RSUs vest in three annual installments beginning on February 5, 2014.
(7) The RSUs vest in three annual installments beginning on May 5, 2015.
(8) This sale was made in connection with Mr. Fallon's Rule 10b5-1 Trading Plan, which was adopted on May 15, 2014.
(9) This price represents the weighted average sale price of the shares sold in multiple transactions at prices ranging from $9.70 to $9.76 per share. Upon request by the staff of the Securities and Exchange Commission, the Company or a security holder of the Company, Mr. Fallon will provide full information regarding the number of shares sold at each separate price.
 
Remarks:
Exhibit 24.1 - Power of Attorney

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