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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1. Name and Address of Reporting Person * BARKSDALE JAMES L   2. Issuer Name and Ticker or Trading Symbol SUN MICROSYSTEMS, INC. [JAVA] 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) 11/08/2007 (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 11/08/2007(8)   A   33,718 A $ 0.0007 951,718 (1) D   Common Stock               6,400 I See footnote. (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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) (3)

$ 4.208

(4)

11/13/2008

Common Stock

10,000

10,000

D

Director Stock Option (Right to Buy) (3)

$ 4.6

(5)

11/10/2009

Common Stock

10,000

10,000

D

Director Stock Option (Right to Buy) (3)

$ 3.9

(6)

10/27/2010

Common Stock

10,000

10,000

D

Director Stock Option (Right to Buy) (3)

$ 5.33

(7)

11/02/2011

Common Stock

10,000

10,000

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BARKSDALE JAMES L 4150 NETWORK CIRCLE SANTA CLARA, CA 95054	X

Signatures

/s/ James L. Barksdale		11/09/2007
**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)	This includes 33,718 shares of unvested restricted stock units.
(2)	Includes: (i) 2,400 shares held by a charitable remainder trust for which Mr. Barksdale serves as trustee; and (ii) 4,000 shares held by a limited partnership for which Mr. Barksdale serves as a general partner. Mr. Barksdale disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(3)	This option was granted under the Sun Microsystems, Inc. 1988 Directors' Stock Option Plan.
(4)	This option vests in four equal annual installments of 2,500 shares beginning on November 13, 2004 or the date of Sun's 2004 Annual Meeting of Stockholders, whichever is earlier.
(5)	This option vests in four equal annual installments of 2,500 shares beginning on November 10, 2005 or the date of Sun's 2005 Annual Meeting of Stockholders, whichever is earlier.
(6)	This option vests in four equal annual installments of 2,500 shares beginning on October 27, 2006 or the date of Sun's 2006 Annual Meeting of Stockholders, whichever is earlier.
(7)	This option vests in four equal annual installments of 2,500 shares beginning on November 2, 2007 or the date of Sun's 2007 Annual Meeting of Stockholders, whichever is earlier.
(8)	This transaction took place prior to the effectiveness of a one-for-four reverse split of the Common Stock of Sun Microsystems, Inc. on November 12, 2007. Accordingly, all of the information included in this report is presented on a pre-split basis.

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