SEC Form 3 

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
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*
MCCARTHY JOHN A JR

(Last) | (First) | (Middle)
C/O INVIVO THERAPEUTICS HOLDINGS CORP.
ONE KENDALL SQUARE, SUITE B14402

(Street) 
CAMBRIDGE | MA | 02139

(City) | (State) | (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/16/2013

3. Issuer Name and Ticker or Trading Symbol 
INVIVO THERAPEUTICS HOLDINGS CORP. [ NVIV ]

4. Relationship of Reporting Person(s) to Issuer 
(Check all applicable) 
X | Director | | 10% Owner
| Officer (give title below) | | Other (specify below)

5. If Amendment, Date of 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

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)

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: 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:
Remarks:
Exhibit 24 - Power of Attorney
No securities are beneficially owned.
| /S/ ELIZABETH FRASER, AS ATTORNEY IN FACT | 04/18/2013
| ** 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 Number.

                                                                      Exhibit 24
                                                                      ----------

                               Power of Attorney

I, John A. McCarthy, Jr., the undersigned, hereby constitute and appoint Bradley
Jacobson, Robert Puopolo and Elizabeth Fraser, and each of them individually, as
my true and lawful attorney-in-fact to:

1.  Complete and execute on my behalf, as a director of InVivo Therapeutics
Holdings Corp., a Nevada corporation (the "Company"), Forms 3, 4, or 5 required
to be filed by me under Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "Exchange Act") and the rules and regulations thereunder;

2.  Do and perform any and all acts for and on my behalf which may be necessary
or desirable to complete and execute any such Forms 3, 4 or 5 and timely file
such forms with the U.S. Securities and Exchange Commission and any stock
exchange or similar authority; and

3.  Take any other action of any type whatsoever in connection with the
foregoing, which in the opinion of such attorney-in-fact may be of benefit to,
in the best interest of, or legally required of me, it being understood that the
documents executed by such attorney-in-fact on my behalf pursuant to this Power
of Attorney shall be in such form and shall contain such information as such
attorney-in-fact may approve in such attorney-in-fact's discretion.

I hereby grant to each of such attorneys-in-fact full power and authority to do
and perform all and every act which is necessary, proper or desirable to be done
in the exercise of any of the rights, powers and authority granted in this Power
of Attorney, with full power of substitution and revocation, and I ratify and
confirm every act that such attorney-in-fact lawfully performs or causes to be
done by virtue of this Power of Attorney and the powers and authority granted
herein.

I acknowledge that the attorneys-in-fact appointed in this Power of Attorney, in
serving in such capacity at my request, are not assuming, and the Company is not
assuming, any of my responsibilities to comply with Section 16 of the Exchange
Act or the rules or regulations thereunder.

This Power of Attorney shall remain in full force and effect until I am no
longer required to file Forms 3, 4 or 5 with respect to my holdings or
transactions in securities issued by the Company, unless I earlier revoke this
Power of Attorney in a signed writing delivered to the foregoing attorneys-in-
fact.

IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of
April 17, 2013.

   /s/ John A. McCarthy, Jr.
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Print Name:   John A. McCarthy, Jr.