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 *
MAYDAN DAN
   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
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O INFINERA CORPORATION, 169 JAVA DRIVE		 3. Date of Earliest Transaction (Month/Day/Year)
05/18/2011
(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 05/19/2011   M   5,500 A $ 0 0 (1) D  
Common Stock 05/19/2011   S(2)   5,500 D $ 7.291 54,597 I See Footnote (3)
Common Stock               13,803 I See Footnote (4)

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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
Restricted Stock Units (5) 05/19/2011   M     5,500   (6)   (6) Common Stock 5,500 $ 0 0 D  
Restricted Stock Units (5) 05/18/2011   A   9,100     (7)   (7) Common Stock 9,100 $ 0 9,100 D  
Non-Qualified Stock Option (Right to Buy) $ 7.25 05/18/2011   A   17,600     (8) 05/18/2021 Common Stock 17,600 $ 0 17,600 D  
Non-Qualified Stock Option (Right to Buy) $ 7.55               (9) 05/19/2020 Common Stock 14,500   14,500 D  
Non-Qualified Stock Option (Right to Buy) $ 7.45               (10) 08/10/2019 Common Stock 37,500   37,500 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MAYDAN DAN
C/O INFINERA CORPORATION
169 JAVA DRIVE
SUNNYVALE, CA 94089		   X      

Signatures

 /s/ Michael O. McCarthy III, by Power of Attorney   05/20/2011
**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) Excludes 5,500 shares previously held by the Reporting Person which were re-registered to the Maydan Marital Share One UAD 5/06/00 on May 19, 2011 and sold on May 19, 2011.
(2) This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 13, 2010.
(3) Shares held directly by the Maydan Marital Share One UAD 5/06/00 for which the Reporting Person serves as trustee.
(4) Shares held directly by the Dan Maydan 1981 Marital Share 1 U/A DTD 3/26/81 for which the Reporting Person serves as trustee.
(5) Each restricted stock unit ("RSU") represents a contingent right to receive one share of INFN common stock.
(6) The RSUs fully vested on May 19, 2011.
(7) The RSUs fully vest on May 18, 2012.
(8) The option fully vests on May 18, 2012.
(9) The option fully vested on May 19, 2011.
(10) The option vests and becomes exercisable in twenty-four equal monthly installments commencing on the date of grant.

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