Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
OSHMAN M KENNETH
   2. Issuer Name and Ticker or Trading Symbol
SUN MICROSYSTEMS, INC. [SUNW] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
4150 NETWORK CIRCLE		 3. Date of Earliest Transaction (Month/Day/Year)
10/27/2005
(Street)

SANTA CLARA, CA 95054		 4. If Amendment, Date 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
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock               2,323,200 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Director Stock Option (Right to Buy) (1) $ 50.1563               (2) 11/08/2005 Common Stock 20,000   20,000 D  
Director Stock Option (Right to Buy) (1) $ 12.59               (3) 11/07/2006 Common Stock 10,000   10,000 D  
Director Stock Option (Right to Buy) (1) $ 3.4               (4) 11/07/2007 Common Stock 10,000   10,000 D  
Director Stock Option (Right to Buy) (1) $ 4.208               (5) 11/13/2008 Common Stock 10,000   10,000 D  
Director Stock Option (Right to Buy) (1) $ 4.6               (6) 11/10/2009 Common Stock 10,000   10,000 D  
Director Stock Option (Right to Buy) (1) $ 3.9 10/27/2005   A     10,000   (7) 10/27/2010 Common Stock 10,000 $ 3.9 10,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
OSHMAN M KENNETH
4150 NETWORK CIRCLE
SANTA CLARA, CA 95054		   X      

Signatures

 /s/ M. Kenneth Oshman   10/27/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) Granted under Sun Microsystems, Inc. 1988 Directors' Stock Option Plan.
(2) This option originally vested in four equal annual installments on the anniversary date of the grant, November 8, 2000, or the date of Sun's Annual Meeting of Stockholders, whichever was earlier. 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.
(3) This option originally vested in four equal annual installments on the anniversary date of the grant, November 7, 2001, or the date of Sun's Annual Meeting of Stockholders, whichever was earlier. 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 vests in four equal annual installments on the anniversary date of the grant, November 7, 2002, or the date of Sun's Annual Meeting of Stockholders, whichever is earlier.
(5) This option vests in four equal annual installments on the anniversary date of the grant, November 13, 2003, or the date of Sun's Annual Meeting of Stockholders, whichever is earlier.
(6) This option vests in four equal annual installments on the anniversary date of the grant, November 10, 2004, or the date of Sun's Annual Meeting of Stockholders, whichever is earlier.
(7) This option vests in four equal annual installments on the anniversary date of the grant, October 27, 2005, or the date of Sun's Annual Meeting of Stockholders, whichever is earlier.

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