Initial Statement of Beneficial Ownership


FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

England Gale E.

2. Date of Event Requiring Statement (MM/DD/YYYY)
12/10/2013 

3. Issuer Name and Ticker or Trading Symbol

BROCADE COMMUNICATIONS SYSTEMS INC [BRCD]

(Last)        (First)        (Middle)

130 HOLGER WAY

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
SVP Operations /

(Street)

SAN JOSE, CA 95134       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy)     (1) 6/3/2020   Common Stock   250000.0   $5.42   D    
Restricted Stock Units     (2) 6/3/2017   Common Stock   100000.0     (3) D    
Restricted Stock Units     (4) 8/1/2014   Common Stock   18800.0     (3) D    
Restricted Stock Units     (5) 11/1/2016   Common Stock   33000.0     (3) D    
Non-Qualified Stock Option (right to buy)     (6) 12/9/2020   Common Stock   83000.0   $8.59   D    

Explanation of Responses:
( 1)  Options vest 25% on the first anniversary of June 3, 2013 and monthly thereafter over the remaining three years.
( 2)  Restricted stock units vest annually over four years from June 3, 2013.
( 3)  Each restricted stock unit represents a contingent right to receive one share of Brocade common stock.
( 4)  100% of the restricted stock units vest on August 1, 2014.
( 5)  Restricted stock units vest annually over three years from November 1, 2013.
( 6)  Options vest monthly over four years from November 1, 2013.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
England Gale E.
130 HOLGER WAY
SAN JOSE, CA 95134


SVP Operations

Signatures
Gale E. England 12/19/2013
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

LIMITED POWER OF ATTORNEY
SECURITIES LAW COMPLIANCE

The undersigned, as an officer or director of Brocade Communications Systems, Inc. (the "Company"), hereby constitutes and appoints Daniel W. Fairfax, Jean Furter, Thomas Gemetti, Tyler Wall,  Matthew Ng, Eddie Shen, Katharine A. Martin and Lisa Stimmell, and each of them, the undersigned's true and lawful attorney-in-fact and agent to complete and execute such Forms 144, Forms 3, 4 and 5 and other forms as such attorney shall in his or her discretion determine to be required or advisable pursuant to Rule 144 promulgated under the Securities Act of 1933, as amended, Section 16 of the Securities Exchange Act of 1934, as amended , and the rules and regulations promulgated thereunder, or any successor laws and regulations, as a consequence of the undersigned's ownership, acquisition or disposition of securities of the Company, and to do all acts necessary in order to file such forms with the Securities and Exchange Commission, any securities exchange or national association, the Company and such other person or agency as the attorney shall deem appropriate.  The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agents shall do or cause to be done by virtue hereof.

The undersigned hereby ratifies and confirms all that said attorneys-in-fact and agent shall do or cause to be done by virtue hereof.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Rule 144 promulgated under the Securities Act of 1933, as amended, or Section 16 of the Securities Exchange Act of 1934, as amended.

This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Corporation unless earlier revoked by the undersigned in a writing delivered to the foregoing attorneys-in-fact.

This Limited Power of Attorney is executed at San Jose as of the date set forth below.

/s/ Gale E. England
Signature
Gale E. England
Type or Print Name
Dated: December 19, 2013