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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1. Name and Address of Reporting Person * WELLCOME TRUST LTD (THE) as trustee of the WELLCOME TRUST   2. Issuer Name and Ticker or Trading Symbol XTERA COMMUNICATIONS, INC. [XCOM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 215 EUSTON ROAD 3. Date of Earliest Transaction (Month/Day/Year) 11/17/2015 (Street) LONDON, X0 NW1 2BE 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ 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 11/17/2015   C   1,777,892 A (1) 1,777,892 I By Wellcome Trust Investments 2 Unlimited (3) Common Stock 11/17/2015   C   33,445 A (1) 94,921 D   Common Stock 11/17/2015   P   600,000 A $ 5 694,921 (2) D

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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
Series B-3 Preferred Stock	(1)	11/17/2015		C			14,449,697	(1)	(1)	Common Stock	555,758	$ 0	0	I	By Wellcome Trust Investments 2 Unlimited (3)
Series C-3 Preferred Stock	(1)	11/17/2015		C			5,788,364	(1)	(1)	Common Stock	222,630	$ 0	0	I	By Wellcome Trust Investments 2 Unlimited (3)
Series D-3 Preferred Stock	(1)	11/17/2015		C			15,508,757	(1)	(1)	Common Stock	596,491	$ 0	0	I	By Wellcome Trust Investments 2 Unlimited (3)
Series E-3 Preferred Stock	(1)	11/17/2015		C			10,478,326	(1)	(1)	Common Stock	403,013	$ 0	0	I	By Wellcome Trust Investments 2 Unlimited (3)
Series E-3 Preferred Stock	(1)	11/17/2015		C			869,550	(1)	(1)	Common Stock	33,445	$ 0	0	D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WELLCOME TRUST LTD (THE) as trustee of the WELLCOME TRUST 215 EUSTON ROAD LONDON, X0 NW1 2BE		X
Wellcome Trust Investments 2 Unlimited 215 EUSTON ROAD LONDON, X0 NW1 2BE		X

Signatures

/s/ Danny Truell, Chief Investment Officer, on behalf of The Wellcome Trust Limited as trustee of the Wellcome Trust and Wellcome Trust Investments 2 Unlimited		11/18/2015
**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)	The Series B-3 Preferred Stock, Series C-3 Preferred Stock, Series D-3 Preferred Stock and Series E-3 Preferred Stock converted into Common Stock on a 26-for-one basis and had no expiration date.
(2)	This total gives effect to all transactions reported on this Form.
(3)	Wellcome Trust Investments 2 Unlimited is a wholly owned subsidiary of The Wellcome Trust Limited as Trustee of the Wellcome Trust.

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