SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MCNEALY SCOTT G (Last) (First) (Middle) 4150 NETWORK CIRCLE (Street) SANTA CLARA CA 95054 (City) (State) (Zip)	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)
	3. Date of Earliest Transaction (Month/Day/Year) 07/30/2008
	4. 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 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								73,270	I	Shares held by trust.(2)
Common Stock								13,962,816	I	Shares held by trust.(2)
Common Stock								100,700	I	Shares held by trust.(2)
Common Stock								1,887	I	See footnote.(3)
Common Stock								1,887	I	See footnote.(3)
Common Stock								1,887	I	See footnote.(3)
Common Stock								1,887	I	See footnote.(3)
Common Stock								525	I	See footnote.(5)
Common Stock								525	I	See footnote.(5)
Common Stock								525	I	See footnote.(5)
Common Stock								525	I	See footnote.(5)
Common Stock	07/30/2008		A(6)		33,000	A	$0.0007	72,370	D
Common Stock	07/30/2008		A(7)		230,800	A	$0.0007	303,170	D
Common Stock	07/31/2008		S(8)		25,000	D	$10.1079	278,170	D
Common Stock	08/01/2008		S(9)		8,250	D	$9.824	269,920(1)	D

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 Securities Underlying Derivative Security (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: 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
Employee Stock Option (Right to Buy)	$50.1252							(4)	04/20/2009	Common Stock	100,000		100,000	D
Employee Stock Option (Right to Buy)	$160							(4)	04/12/2010	Common Stock	250,000		250,000	D
Employee Stock Option (Right to Buy)	$74.32							(4)	04/18/2011	Common Stock	375,000		375,000	D
Employee Stock Option (Right to Buy)	$50.36							(4)	11/07/2011	Common Stock	312,500		312,500	D
Employee Stock Option (Right to Buy)	$50.36							(4)	11/07/2011	Common Stock	312,500		312,500	D
Employee Stock Option (Right to Buy)	$36.56							(4)	03/19/2012	Common Stock	50		50	D
Employee Stock Option (Right to Buy)	$25.8							(4)	05/02/2012	Common Stock	50,000		50,000	D
Employee Stock Option (Right to Buy)	$28.28							(4)	05/14/2012	Common Stock	200,000		200,000	D
Employee Stock Option (Right to Buy)	$14.8							(4)	07/25/2012	Common Stock	250,000		250,000	D
Employee Stock Option (Right to Buy)	$15.4							(4)	07/23/2013	Common Stock	375,000		375,000	D
Employee Stock Option (Right to Buy)	$15.16							(4)	07/29/2014	Common Stock	312,500		312,500	D
Employee Stock Option (Right to Buy)	$15.4							(4)	07/28/2015	Common Stock	225,000		225,000	D
Employee Stock Option (Right to Buy)	$19.8							(4)	04/27/2016	Common Stock	525,000		525,000	D
Employee Stock Option (Right to Buy)	$20.4							(4)	07/31/2017	Common Stock	500,000		500,000	D

Explanation of Responses:

1. This includes 6,250 shares of unvested restricted stock and 299,300 shares of unvested restricted stock units.

2. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for the purposes of Section 16 or any other purpose.

3. These shares are held in a California Uniform Transfer to Minors Act account for the benefit of the reporting person's child. The reporting person's spouse is custodian of the account. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for the purposes of Section 16 or any other purpose.

4. This option vests and becomes exercisable in five equal annual installments beginning on the first anniversary of the date of grant.

5. These shares are held in a trust for the benefit of the reporting person's child. The reporting person and the reporting person's spouse are co-trustees of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for the purposes of Section 16 or any other purpose.

6. This restricted stock unit vests and becomes exercisable as to 25% on the Transaction Date and 25% on each of the second, third and fourth anniversaries of the date of grant.

7. This restricted stock unit vests and becomes exercisable in four equal annual installments beginning on the first anniversary of the date of grant.

8. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 7, 2006. The sales prices for these transactions ranged from $10.07 to $10.17. The issuer will provide full information regarding the number of shares sold at each separate price upon request by the Commission staff.

9. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 7, 2006. The sales prices for these transactions ranged from $9.75 to $10. The issuer will provide full information regarding the number of shares sold at each separate price upon request by the Commission staff.

Remarks:

Exhibit List Exhibit 24 - Power of Attorney

	/s/ Craig D. Norris, Attorney-In-Fact	08/01/2008
	** 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 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).
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