Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Micallef Andrew
 2. Date of Event Requiring Statement (Month/Day/Year)
10/20/2005		 3. Issuer Name and Ticker or Trading Symbol
AGERE SYSTEMS INC [AGR]
(Last)
(First)
(Middle)
3 KALLANG SECTOR, KOLAM, AYER INDUSTRIAL PARK		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Global Operations
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SINGAPORE 349278		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 500
D
 
Common Stock 1,090
I
by 401(k) plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to buy) 11/01/2003(1) 10/31/2009 Common Stock 45,000 $ 9.95 D  
Stock Options (Right to buy) 12/01/2005(2) 11/30/2011 Common Stock 40,000 $ 13.8 D  
Stock Options (Right to buy) 12/01/2004(3) 11/30/2010 Common Stock 35,000 $ 35.45 D  
Stock Options (Right to buy) 05/01/2003(4) 04/30/2009 Common Stock 5,000 $ 42.2 D  
Stock Options (Right to buy) 09/04/2002(5) 09/03/2008 Common Stock 9,000 $ 51.45 D  
Stock Options (Right to buy) 08/01/2002(6) 07/31/2008 Common Stock 2,275 $ 55.95 D  
Stock Options (Right to buy) 08/01/2002(6) 07/31/2008 Common Stock 2,275 $ 55.95 D  
Stock Options (Right to buy) 08/01/2002(6) 07/31/2008 Common Stock 566 $ 55.95 D  
Stock Options (Right to buy) 03/27/2002(7) 03/26/2008 Common Stock 6,500 $ 60 D  
Stock Options (Right to buy) 10/19/2005(8) 02/28/2011 Common Stock 1,046 $ 77.448 D  
Stock Options (Right to buy) 10/19/2005(8) 10/31/2010 Common Stock 1,495 $ 155.08 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Micallef Andrew
3 KALLANG SECTOR, KOLAM
AYER INDUSTRIAL PARK
SINGAPORE 349278		       EVP, Global Operations  

Signatures

Andrew Micallef 10/31/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) 1/4 of this option vests on November 1, 2003; 1/48th of this option vests monthly for the remaining three years of the vesting period.
(2) 1/4 of this option vests on December 1, 2005; 1/48th of this option vests monthly for the remaining three years of the vesting period.
(3) 1/4 of this option vests on December 1, 2004; 1/48th of this option vests monthly for the remaining three years of the vesting period.
(4) 1/4 of this option vests on May 1, 2003; 1/48th of this option vests monthly for the remaining three years of the vesting period.
(5) 1/4 of this option vests on September 4, 2002; 1/48th of this option vests monthly for the remaining three years of the vesting period.
(6) 1/4 of this option vests on August 1, 2002; 1/48th of this option vests monthly for the remaining three years of the vesting period.
(7) 1/4 of this option vests on March 27, 2002; 1/48th of this option vests monthly for the remaining three years of the vesting period.
(8) This option was fully vested as of this date.

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