X0202 4 2006-03-24 0001116521 AVAYA INC AV 0001240149 PAI AMARNATH K C/O 211 MT. AIRY ROAD BASKING RIDGE NJ 07920 0 1 0 0 VP/Controller/Princ.Acct.Off. Common Stock 2006-03-24 4 M 0 7778 4.735 A 59278 D Common Stock 2006-03-24 4 M 0 15278 3.05 A 74556 D Common Stock 2006-03-24 4 S 0 23056 12.00 D 51500 D Stock Options 4.735 2006-03-24 4 M 0 7778 4.735 D 2009-06-30 Common Stock 7778 159778 D Stock Options 3.05 2006-03-24 4 M 0 15278 3.05 D 2009-11-21 Common Stock 15278 144500 D Includes 51,500 restricted stock units that have not yet vested. This sale was effected pursuant to a Rule 10b5-1 plan that the reporting person entered into prior to the date of the transaction. These stock options were part of a grant made on July 1, 2002 that vested 1/3 on July 1, 2003 and vest in increments of 1/36 per month thereafter until fully vested. These stock options were part of a grant made on November 22, 2002 that vested 1/3 on November 22, 2003 and vest in increments of 1/36 per month thereafter until fully vested. Frank J. Mahr, Attorney-in-Fact 2006-03-27