8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

Current Report

Pursuant To Section 13 Or 15(D) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 6, 2007

MRV COMMUNICATIONS, INC.

(Name of registrant as specified in its charter)

DELAWARE	001-11174	06-1340090
(State or other jurisdiction of	(Commission File	(I.R.S. Employer
Incorporation or organization)	Number)	Identification Number)
20415 Nordhoff Street, Chatsworth, California		91311
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (818) 773-0900

Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

EXHIBIT 99.1

Item 5.02.       Departure of Directors or Certain Officers.

(b) On July 6, 2007, Kevin Rubin resigned as Chief Financial Officer of MRV Communications, Inc. (the “registrant”). Mr. Rubin plans to remain with the registrant in an advisory role through August 2, 2007.

(c) On July 12, 2007, registrant announced that Guy Avidan has been appointed to the position of registrant’s acting Chief Financial Officer effective immediately.

     Since September 2001, Mr. Avidan has served the registrant as Vice President and General Manager of MRV International. From 1995 to September 2001, Mr. Avidan served the registrant in various executive capacities for other MRV subsidiaries. Prior to joining the registrant, from 1992 to 1995, Mr. Avidan served as Vice President of Finance and Chief Financial Officer of Ace North Hills. The registrant acquired substantially all of the assets and business of Ace North Hills in June 1995. From 1989 to 1992, Mr. Avidan practiced accounting with a public accounting firm that became a part of Ernst & Young. He holds a B.A. degree in Economics and Accounting from Haifa University.

     Mr. Avidan is not related by blood, marriage or adoption to any of the registrant’s executive officers or directors, nor has Mr. Avidan been party to any transaction requiring disclosure pursuant to Item 404(a) of Regulation S-K.

Item 8.01.       Other Events.

     On July 12, 2007, the registrant issued a press release announcing the appointment of Guy Avidan as its acting Chief Financial Officer, a copy of which is filed as Exhibit 99.1 with this report.

Item 9.01.       Exhibits.

(d) Exhibits.

Exhibit No.	Description of Exhibit.
99.1	Press release dated July 12, 2007 regarding appointment of Guy Avidan as acting CFO

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: July 12, 2007

MRV COMMUNICATIONS, INC.
By:	/s/ Noam Lotan
	Noam Lotan
	Chief Executive Officer

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

MRV COMMUNICATIONS ANNOUNCES APPOINTMENT OF ACTING
CHIEF FINANCIAL OFFICER

Company Appoints Experienced MRV executive Guy Avidan

CHATSWORTH, CA — July 12, 2007 — MRV COMMUNICATIONS, INC. (Nasdaq: MRVC), today announced that Guy Avidan, Vice President and General Manager of MRV International, has been appointed to the position of acting Chief Financial Officer of MRV, succeeding Kevin Rubin, who has resigned as Chief Financial Officer and Corporate Compliance Officer to accept the position of Chief Financial Officer with another company. Mr. Rubin plans to remain with MRV until August 2^nd and assist in the transition. Mr. Avidan is assuming the responsibilities as MRV’s acting Chief Financial Officer effective today.

Since September 2001, Mr. Avidan has served MRV as Vice President and General Manager of MRV International. From 1995 to September 2001, Mr. Avidan served MRV in various executive capacities for other MRV subsidiaries. Prior to joining MRV, from 1992 to 1995, Mr. Avidan served as Vice President of Finance and Chief Financial Officer of Ace North Hills. MRV acquired substantially all of the assets and business of Ace North Hills in 1995. From 1989 to 1992, Mr. Avidan practiced accounting with a public accounting firm that became a part of Ernst & Young. He holds a B.A. degree in Economics and Accounting from Haifa University.

“After many enjoyable years at MRV, I have decided to pursue a new endeavor that I believe offers a unique opportunity to help me achieve the goals that I have set for my career. I am thankful for the opportunities that MRV has afforded me and wish the Company future success,” commented Kevin Rubin.

“We thank Kevin for his many contributions to the Company, over so many years,” said Noam Lotan, MRV’s President and Chief Executive Officer. “We certainly wish him the best of luck with his new opportunity and hope that he realizes even greater success than he expects from it. We are fortunate to have a number of experienced finance professionals at MRV, including the highly qualified Guy Avidan, who has spent over 12 years with the Company and its subsidiaries. Over the years, Guy has met every challenge we have offered him. For his new role as our acting CFO, he brings a strong accounting background along with years of deep operating experience that we believe will continue to benefit us.”

About MRV Communications, Inc.
MRV Communications, Inc. (“MRV”) is a leading provider of network equipment and services and optical components. MRV’s networking business provides equipment used by commercial customers, governments

and telecommunications service providers, and includes switches, routers, physical layer products and out-of-band management products as well as specialized networking products for aerospace, defense and other applications including voice and cellular communication. MRV’s optical components business provides optical communications components for metropolitan, access and Fiber-to-the-Premises applications, through its wholly owned subsidiary LuminentOIC, Inc. MRV markets and sells its products worldwide through a variety of channels, including a dedicated direct sales force, manufacturers’ representatives, value-added-resellers, distributors and systems integrators. MRV also has operations in Europe that provide network system design, integration and distribution services that include products manufactured by third-party vendors, as well as internally developed and manufactured products. Publicly traded since 1992, MRV is listed on the NASDAQ Global Market under the symbol MRVC. For more information about MRV and its products, please call (818) 773-0900 or visit our websites at www.mrv.com and www.luminentoic.com.

Investor Relations
MRV Communications, Inc.
Investor Relations
(818) 886-MRVC (6782)
ir@mrv.com The Blueshirt Group for MRV
Rakesh Mehta, Chris Danne,
(415) 217-7722
rakesh@blueshirtgroup.com