Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Hughes Robin
   2. Issuer Name and Ticker or Trading Symbol
STAAR SURGICAL CO [STAA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Vice President, R&D
(Last)
(First)
(Middle)
1911 WALKER AVE		 3. Date of Earliest Transaction (Month/Day/Year)
03/13/2014
(Street)

MONROVIA, CA 91016		 4. If Amendment, Date Original Filed(Month/Day/Year)
 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 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 03/13/2014   S   2,840 D $ 14.9113 (2) 59,650 (1) D  
Common Stock 03/17/2014   S   2,832 D $ 18.3121 (3) 56,818 (4) 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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Hughes Robin
1911 WALKER AVE
MONROVIA, CA 91016		       Vice President, R&D  

Signatures

 /s/Samuel Gesten as Attorney-in-Fact for Robin Hughes   03/17/2014
**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) Includes 22,500 Performance Accelerated Restricted Shares of Common Stock (PARS), subject to forfeiture rights, which lapse as to 7500 shares on March 15, 2014, and lapses as to another 7500 shares on March 2, 2015, and lapses as to another 7500 shares on March 4, 2016. Also includes 7,000 Restricted Shares of Common Stock (RSU), subject to forfeiture rights, which lapse as to half of the shares (3500 shares) on March 7, 2016 and half of the shares (3500 shares) on March 7, 2017.
(2) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $14.73 to $15.15, inclusive.
(3) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $17.85 to $18.78, inclusive.
(4) Includes 15,000 Performance Accelerated Restricted Shares of Common Stock (PARS), subject to forfeiture rights, which lapse as to 7500 shares on March 15, 2014, and lapses as to another 7500 shares on March 2, 2015, and lapses as to another 7500 shares on March 4, 2016. Also includes 7,000 Restricted Shares of Common Stock (RSU), subject to forfeiture rights, which lapse as to half of the shares (3500 shares) on March 7, 2016 and half of the shares (3500 shares) on March 7, 2017.
 
Remarks:
This Form 4 reflects the sale by Mr. Hughes of currently held Common Stock of the Company pursuant to 'sell to cover' instructions contained in a pre-established Rule 10b5-1 plan for purposes of payment of taxes related to the vesting of restricted shares.

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