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| Connectivity Unlimited™ |
March 8, 2010
Via EDGAR
Jeffrey Jaramillo, Accounting Branch Chief
Division of Corporate Finance
U.S. Securities and Exchange Commission
100 F. Street, N.E., Mail Stop 3030
Washington, D.C. 20549-3030
Re: | MRV Communications, Inc. |
| Form 10-K for the year ended December 31, 2008 |
| Filed October 8, 2009 |
| File No. 001-11174 |
Dear Mr. Jaramillo:
The staff of the Division of Corporate Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) issued a comment letter, dated January 22, 2010, in respect of the above referenced filing by MRV Communications, Inc. (the “Company”), and the Company responded on February 15, 2010. This letter is in response to your verbal comment during our telephonic conversation on March 5, 2010, and sets forth our proposed disclosure in our Annual Report on Form 10-K for the year ended December 31, 2009.
The following proposed disclosure would appear in our policy footnote to the financial statements, and our Statement of Cash Flows would reflect the reclassification.
Restricted Time Deposits
Restricted time deposits represent investments that are restricted as to withdrawal or use. Restricted time deposits generally secure standby letters of credit, bank lines of credit, or bank loans. The Company had bank loans secured by restricted time deposits of $16.9 million at December 31, 2009 that, pursuant to the loan agreement, will be directly used to repay the loans when the time deposits and underlying bank loans mature. When investments in restricted time deposits are directly related to an underlying bank loan, the investment and subsequent release in the restricted time deposit is treated as a financing activity in the Company’s Statement of Cash Flows. The other investments in and releases of restricted time deposits in 2009 are included in investing activities because the funds are invested in certificates of deposit. In prior periods, other investments in and releases of restricted time deposits were included in cash flows from operating activities. The prior period amounts of other investments in and releases of restricted time deposits have been reclassified to investing activities to conform to the current period presentation.
MRV Communications, Inc. 20415 Nordhoff Street Chatsworth, CA 91390 t:818 773 0900 f:818 773 0906 w: mrv.com
The following tables reconcile the amounts previously reported to the current presentation (in thousands):
Cash flows from operating activities: |
| 2008 |
| 2007 |
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Net cash provided by (used in) operating activities, as previously reported |
| $ | 3,347 |
| $ | (8,483 | ) |
Reclassification |
| (4,831 | ) | 2,929 |
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Net cash used in operating activities |
| $ | (1,484 | ) | $ | (5,554 | ) |
Cash flows from investing activities: |
| 2008 |
| 2007 |
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Net cash used in investing activities, as previously reported |
| $ | (12,660 | ) | $ | (9,563 | ) |
Reclassification |
| 4,831 |
| (2,929 | ) | ||
Net cash used in investing activities |
| $ | (7,829 | ) | $ | (12,492 | ) |
If you have any further comments or questions, please do not hesitate to contact me at (818) 773-0900, ext. 243 or cking@mrv.com.
Sincerely, |
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/s/ Chris King |
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Chris King |
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Chief Financial Officer |
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cc: | Andri Boerman |
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| Martin F. James |
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| Division of Corporate Finance |
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| Michael Schoenfeld |
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| Ernst & Young LLP |
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