UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

     PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

         DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 13, 2002



                            LUCENT TECHNOLOGIES INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                                    DELAWARE
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)



                                                    
                   1-11639                                        22-3408857
           (COMMISSION FILE NUMBER)                    (IRS EMPLOYER IDENTIFICATION NO.)


600 MOUNTAIN AVENUE, MURRAY HILL, NEW JERSEY                        07974
  (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                        (ZIP CODE)


                                 (908) 582-8500
                         (REGISTRANT'S TELEPHONE NUMBER)

                    INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 5. OTHER EVENTS

On or about May 13, 2002, the registrant commenced distributing the information
statement and associated questions and answers document, attached as an exhibit
to this report, to its common shareowners, under cover of the letter from
Patricia Russo, its Chief Executive Officer, that is also attached as an exhibit
to this report.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit 99.1      Letter dated May 13, 2002, from Patricia Russo, Chief
                  Executive Officer of the registrant, to shareowners,
                  Information Statement dated May 13, 2002, and Questions and
                  Answers document, all regarding the distribution of shares of
                  Class A and Class B common stock of Agere Systems Inc. to the
                  owners of the registrant's common stock.

                                   SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                         LUCENT TECHNOLOGIES INC.




Dated:  May 13, 2002                     By:    /s/ John A. Kritzmacher
                                            -----------------------------------
                                         Name:  John A. Kritzmacher
                                         Title: Senior Vice President and
                                                Corporate Controller

                                  EXHIBIT INDEX



EXHIBITS:
               
Exhibit 99.1      Information Statement dated May 13, 2002 regarding the
                  distribution of shares of Class A and Class B common stock of
                  Agere Systems Inc. to the owners of the registrant's common
                  stock.