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 *
  Schaefer Bret C
2. Date of Event Requiring Statement (Month/Day/Year)
08/12/2005
3. Issuer Name and Ticker or Trading Symbol
SUN MICROSYSTEMS, INC. [SUNW]
(Last)
(First)
(Middle)
4150 NETWORK CIRCLE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & Corporate Controller
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SANTA CLARA, CA 95054
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 56,423
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
Employee Stock Option (Right to Buy) (1) 08/08/1988(2) 04/15/2006 Common Stock 24,000 $ 5.0235 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(3) 10/20/2009 Common Stock 16,000 $ 12.5313 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(4) 04/12/2008 Common Stock 6,000 $ 40 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(5) 04/18/2009 Common Stock 8,000 $ 18.58 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(6) 06/13/2009 Common Stock 11,200 $ 16.25 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(7) 09/27/2009 Common Stock 6,000 $ 7.91 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(8) 11/07/2009 Common Stock 15,000 $ 12.59 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(9) 11/07/2009 Common Stock 15,000 $ 12.59 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(10) 03/19/2010 Common Stock 200 $ 9.14 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(11) 03/19/2010 Common Stock 3,700 $ 9.14 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(12) 07/25/2010 Common Stock 30,000 $ 3.7 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(13) 07/25/2010 Common Stock 25,000 $ 3.7 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(14) 05/21/2011 Common Stock 20,000 $ 4.2 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(15) 05/21/2011 Common Stock 20,000 $ 4.2 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(16) 11/13/2011 Common Stock 40,000 $ 4.208 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(17) 09/17/2012 Common Stock 44,000 $ 3.94 D  
Employee Stock Option (Right to Buy) (1) 08/08/1988(18) 01/27/2013 Common Stock 45,000 $ 4.12 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Schaefer Bret C
4150 NETWORK CIRCLE
SANTA CLARA, CA 95054
      VP & Corporate Controller  

Signatures

/s/ Bret C. Schaefer 08/22/2005
**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) Option granted under Sun Microsystems, Inc. 1990 Long-Term Equity Incentive Plan.
(2) This option, originally in the amount of 40,000 shares, vests and becomes exercisable in five equal annual installments of 8,000 shares beginning on April 15, 1999.
(3) This option, originally in the amount of 20,000 shares, originally vested and became exercisable in five equal annual installments of 4,000 shares beginning on April 20, 2000. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(4) This option originally vested and became exercisable in five equal annual installments of 1,200 shares beginning on April 12, 2001. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(5) This option originally vested and became exercisable in five equal annual installments of 1,600 shares beginning on April 18, 2002. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(6) This option originally vested and became exercisable in five equal annual installments of 2,240 shares beginning on June 13, 2002. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(7) This option originally vested and became exercisable in five equal annual installments of 1,200 shares beginning on September 27, 2002. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(8) This option originally vested and became exercisable in five equal annual installments of 3,000 shares beginning on November 7, 2002. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(9) This option originally vested and became exercisable in three equal annual installments of 5,000 shares beginning on November 7, 2002. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(10) This option originally vested and became exercisable in five equal annual installments of 40 shares beginning on March 19, 2003. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(11) This option originally vested and became exercisable in five equal annual installments of 740 shares beginning on March 19, 2003. Effective May 30, 2005, Sun accelerated the vesting schedules for all stock options outstanding as of that date with exercise prices of $6.00 or more, including this option.
(12) This option vests and becomes exercisable in five equal annual installments of 6,000 shares beginning on July 25, 2003.
(13) This option vests and becomes exercisable in five equal annual installments of 5,000 shares beginning on July 25, 2003.
(14) This option vests and becomes exercisable in five equal annual installments of 4,000 shares beginning on May 21, 2004.
(15) This option vests and becomes exercisable in five equal annual installments of 4,000 shares beginning on May 21, 2004.
(16) This option vests and becomes exercisable in five equal annual installments of 8,000 shares beginning on November 13, 2004.
(17) This option vests and becomes exercisable in five equal annual installments of 8,800 shares beginning on September 17, 2005.
(18) This option vests and becomes exercisable in five equal annual installments of 9,000 shares beginning on January 27, 2006.

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