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 *
  HUMPHREY CHRISTOPHER
2. Date of Event Requiring Statement (Month/Day/Year)
03/02/2015
3. Issuer Name and Ticker or Trading Symbol
MAXWELL TECHNOLOGIES INC [MXWL]
(Last)
(First)
(Middle)
3888 CALLE FORTUNADA
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP of Marketing and Bus. Dev.
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN DIEGO, CA 92123
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 Stock 2,357
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
Restricted Stock Units (1)   (2)   (3) Common Stock 11,250 $ 0 (4) D  
Restricted Stock Units (1)   (5)   (3) Common Stock 10,000 $ 0 (4) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HUMPHREY CHRISTOPHER
3888 CALLE FORTUNADA
SAN DIEGO, CA 92123
      VP of Marketing and Bus. Dev.  

Signatures

Kevin S. Royal - Attorney in Fact 03/12/2015
**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) Each Restricted Stock Unit (RSU) represents a right to receive one share of the Issuer's common stock.
(2) Award vests in annual installments of 3,750 shares over 4 years beginning on October 29, 2013 as long as holder remains in service to the Company. Vested shares will be delivered to the holder shortly after the vesting date.
(3) These units do not expire.
(4) These units do not carry a conversion price.
(5) Award vests in annual installments of 2,500 shares over the 4 year period following the grant date of April 27, 2014, and then on March 19 of the following 3 years as long as holder remains in service to the Company. Vested shares will be delivered to the holder shortly after the vest date.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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