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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Arasimowicz Jennifer D

2. Date of Event Requiring Statement (MM/DD/YYYY)
4/6/2017 

3. Issuer Name and Ticker or Trading Symbol

FUELCELL ENERGY INC [FCEL]

(Last)        (First)        (Middle)

C/O FUELCELL ENERGY, INC., 3 GREAT PASTURE ROAD

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
Sr. VP, General Counsel, Secy /

(Street)

DANBURY, CT 06813-1305       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


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   17135.0000   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		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

Explanation of Responses:
(1)  Includes 9,473 shares of unvested restricted stock granted on April 7, 2016, 2,001 shares of unvested restricted stock granted on April 2, 2015, 224 shares of unvested restricted stock granted on March 27, 2014 and 362 shares of unvested restricted stock granted on January 31, 2014.Shares of restricted stock vest at a rate of 1/4 on each of the first, second, third and fourth anniversaries after the date of grant, subject to continued employment.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Arasimowicz Jennifer D
C/O FUELCELL ENERGY, INC.
3 GREAT PASTURE ROAD
DANBURY, CT 06813-1305

Sr. VP, General Counsel, Secy

Signatures
/s/ Jennifer D. Arasimowicz 4/10/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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