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

INITIAL STATEMENT OF 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 *
  MCBEE RICHARD D
2. Date of Event Requiring Statement (Month/Day/Year)
12/20/2016
3. Issuer Name and Ticker or Trading Symbol
MITEL NETWORKS CORP [MITL]
(Last)
(First)
(Middle)
350 LEGGET DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
See Remarks
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

OTTAWA, A6 K2K 2W7
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 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)
Common Shares 174,075
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
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
Options (Common Shares)   (1) 03/04/2023 Common Shares 280,500 $ 7.17 D  
Options (Common Shares)   (2) 03/05/2022 Common Shares 250,000 $ 9.7 D  
Options (Common Shares)   (3) 04/03/2021 Common Shares 250,000 $ 10.11 D  
Options (Common Shares)   (4) 07/01/2020 Common Shares 61,000 $ 3.8 D  
Options (Common Shares)   (5) 06/26/2019 Common Shares 56,250 $ 4.22 D  
Options (Common Shares)   (6) 01/19/2018 Common Shares 515,175 $ 5.16 D  
Options (Common Shares)   (7) 01/19/2018 Common Shares 892,575 $ 5.16 D  
Restricted Stock Units   (8)   (8) Common Shares 229,500 $ (8) D  
Restricted Stock Units   (9)   (9) Common Shares 174,938 $ (9) D  
Restricted Stock Units   (10)   (10) Common Shares 57,700 $ (10) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MCBEE RICHARD D
350 LEGGET DRIVE
OTTAWA, A6 K2K 2W7
  X     See Remarks  

Signatures

/s/ Richard McBee 12/20/2016
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) 280,500 stock options to purchase common shares ("Common Shares") of Mitel Networks Corporation (the "Company") were granted to Mr. McBee on March 4, 2016. 17,531 options vested on June 4, 2016 and are scheduled to vest in equal installments every three months thereafter until March 4, 2020.
(2) 250,000 stock options to purchase Common Shares of the Company were granted to Mr. McBee on March 5, 2015. 15,625 options vested on June 5, 2016 and are scheduled to vest in equal installments every three months thereafter until March 5, 2019.
(3) 250,000 stock options to purchase Common Shares of the Company were granted to Mr. McBee on April 3, 2014. 15,625 options vested on July 3, 2014 and are scheduled to vest in equal installments every three months thereafter until April 3, 2018.
(4) 61,000 stock options to purchase Common Shares of the Company were granted to Mr. McBee on July 1, 2013. 4,688 options vested on October 1, 2014 and are scheduled to vest in equal installments every three months thereafter until January 1, 2017.
(5) 56,250 stock options to purchase Common Shares of the Company were granted to Mr. McBee on June 26, 2012. 6,250 options vested on September 26, 2012 and vested in equal installments every three months thereafter until June 26, 2016.
(6) 515,175 stock options to purchase Common Shares of the Company were granted to Mr. McBee on January 19, 2011. 32,198 options vested on April 19, 2011 and vested in approximately equal installments every three months thereafter until January 19, 2015.
(7) 892,575 stock options to purchase Common Shares of the Company were granted to Mr. McBee on January 19, 2011. 61,551 options vested on April 19, 2011 and vested in approximately equal installments every three months thereafter until January 19, 2015.
(8) Represents 229,500 Common Shares underlying 229,500 Restricted Stock Units ("RSUs") granted to Mr. McBee on March 4, 2016. These RSUs will vest as follows: (i) 57,375 of the RSUs will vest on March 4, 2017; (ii) 57,375 of the RSUs will vest on March 4, 2018; (iii) 57,375 of the RSUs will vest on March 4, 2019; and (iv) 57,375 of the RSUs will vest on March 4, 2020.
(9) Represents 174,938 Common Shares underlying 174,938 RSUs granted to Mr. McBee on March 5, 2015. These RSUs will vest as follows: (i) 58,312 of the RSUs will vest on March 5, 2017; (ii) 58,312 of the RSUs will vest on March 5, 2018; and (iii) 58,314 of the RSUs will vest on March 5, 2019.
(10) Represents 57,700 Common Shares underlying 57,700 RSUs granted to Mr. McBee on April 3, 2014. These RSUs will vest as follows: (i) 28,850 of the RSUs will vest on March 1, 2017; and (ii) 28,850 of the RSUs will vest on December 15, 2017.
 
Remarks:
Mr. McBee's title is President and Chief Executive Officer

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