DE-REGISTRATION OF UNSOLD SHARES AND WITHDRAWAL OF REGISTRATION STATEMENT 

        This Post-Effective Amendment No. 2 to Scopus Video Networks Ltd. (the “ Registrant ”) Registration Statement on Form S-8, No. 333-133995, filed May 11, 2006 (the “ Registration Statement ”), is filed to withdraw from registration all securities of the Registrant covered by the Registration Statement identified on the cover page of this Amendment which remain unsold as of the date hereof.

        On December 22, 2008, the Registrant entered into an Agreement and Plan of Merger by and among the Registrant, Harmonic Inc., (“ Harmonic ”) and Sunrise Acquisition Ltd., wholly-owned subsidiary of Harmonic (“ Subsidiary ”), pursuant to which the entire equity interest of the Registrant will be acquired by Harmonic through the merger of the Subsidiary with and into the Registrant (the “ Merger ” ).  As a result of the Merger, every ordinary share of the Registrant outstanding prior to the Merger will be converted into the right to receive an amount of cash equal to $5.62. Accordingly, there will no longer be any outstanding equity securities of the Registrant other than those which will be owned by Harmonic.

        The Registrant intends to file a Form 15 on the date hereof to terminate its duty to file reports under Section 13(a) and 15(d) of the U.S. Securities Exchange Act of 1934, as amended.

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SIGNATURES

        Pursuant to the requirements of the Securities Act, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Rosh Ha’ayin, Israel on the 12 day of March, 2009.

SCOPUS VIDEO NETWORKS LTD. By: /s/ Yaron Simler —————————————— Yaron Simler Chief Executive Officer

SIGNATURE OF AUTHORIZED REPRESENTATIVE OF THE REGISTRANT

        Pursuant to the requirements of the Securities Act of 1933, as amended, the undersigned, the duly authorized representative in the United States of Scopus Video Networks Ltd. has signed this Registration Statement on this 12 day of March, 2009.

SCOPUS VIDEO NETWORKS INC. By: /s/ Yaron Simler —————————————— Yaron Simler

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        Pursuant to the requirements of the Securities Act, this Registration Statement has been signed by the following persons in the capacities indicated as of the 12 day of March, 2009.

Signature

Title

/s/ Yaron Simler —————————————— Yaron Simler

Chief Executive Officer and Director (principal executive officer)

/s/ Moshe Eisenberg —————————————— Moshe Eisenberg

Chief Financial Officer (principal financial Moshe Eisenberg officer)

/s/ David Mahlab —————————————— David Mahlab

Chairman of the Board of Directors

/s/ Orit Leitman —————————————— Orit Leitman

Director

/s/ Jackie Goren —————————————— Jackie Goren

Director

/s/ Tali Yaron Eldar —————————————— Tali Yaron Eldar

Director

/s/ Moshe Ran —————————————— Moshe Ran

Director

/s/ Alex Hilman —————————————— Alex Hilman

Directors

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