8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (Date of earliest event reported) November 8, 2007

TELLABS, INC.

(Exact name of registrant as specified in its charter)

Delaware	0-9692	36-3831568
(State of Incorporation)	(Commission file number)	(I.R.S. Employer Identification No.)

One Tellabs Center, 1415 W. Diehl Road, Naperville, Illinois	60563
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (630) 798-8800

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e4(c))

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On November 8, 2007, Tellabs, Inc. and its Board of Directors announced that Krish A. Prabhu, Tellabs President, Chief Executive Officer and member of the Board, has informed the Board of his decision to resign from these positions by March 1, 2008. The Tellabs Board of Directors has initiated a search for a successor through a special subcommittee, led by director William F. Souders. A copy of the press release issued by Tellabs, Inc. is furnished herewith as Exhibit 99.1.

Item 8.01 Other Events.

Share Repurchase Program

On November 8, 2008, Tellabs, Inc. announced that its Board of Directors authorized $600 million for a common stock repurchase program. This is in addition to the $176.1 million remaining under a repurchase program authorized in July 2006. A copy of the press release issued by Tellabs, Inc. is furnished herewith as Exhibit 99.1.

Item 9.01 Exhibits

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release of Tellabs, Inc, dated November 8, 2007

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

TELLABS, INC.

(Registrant)

/s/ Tom Minichiello

Tom Minichiello

Vice President of Finance and Chief Accounting Officer

(Principal Accounting Officer and duly authorized officer)

November 8, 2007

(Date)

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release of Tellabs, Inc., dated November 8, 2007.

EX-99.1

Exhibit 99.1

	One Tellabs Center
	1415 West Diehl Road
	Naperville, IL 60563
	United States

NEWS RELEASE	FOR IMMEDIATE RELEASE
	November 8, 2007

Tellabs announces key leadership decision and authorizes share repurchase

•    Krish Prabhu to resign as president and CEO

•    Board of Directors initiates search for successor

•    $600 million share repurchase authorized

Naperville, Ill. — Tellabs and its Board of Directors announced that Krish A. Prabhu, Tellabs president, chief executive officer and member of the Board, has informed the board of his decision to resign from these positions by March 1, 2008. The Tellabs Board has initiated a search for a successor through a special subcommittee of the Board, led by director William F. Souders.

“The Tellabs team has successfully broadened the product portfolio, established new relationships with large service providers, and made progress in repositioning the company,” Prabhu said. “This is the right time for a new leader to begin the next chapter at Tellabs.” Prabhu, 53, has served as Tellabs president and CEO since 2004.

“Under Krish’s leadership, Tellabs has doubled overall revenue and become a leader in new markets such as fiber access,” said Michael J. Birck, Tellabs chairman. “We wish Krish all the best in his future endeavors.”

Share repurchase covers about 22% of shares outstanding

The Tellabs Board of Directors authorized an additional $600 million for the company’s common stock repurchase program, in addition to a remaining $176.1 million under a repurchase program authorized in July 2006. Together, the authorizations cover about 22% of Tellabs shares outstanding, at yesterday’s closing price. The program will involve the purchase of common shares from time to time in the open market or in privately negotiated transactions. Since 2005, Tellabs has repurchased 50.9 million shares at a cost of $513.9 million (about 12% of shares outstanding).

Tellabs plans to use about half of its nearly $1.4 billion in cash, cash equivalents and marketable securities for the program. Tellabs gives no assurance as to the amount of repurchases to be made or the actual purchase prices.

Tellabs advances telecommunications networks to meet the evolving needs of users. Solutions from Tellabs enable service providers to deliver high-quality voice, video and data services over wireline and wireless networks around the world. Ranked among the BusinessWeek InfoTech 100, Tellabs (NASDAQ: TLAB) is part of the NASDAQ-100 Index, NASDAQ Global Select Market, Ocean Tomo 300™ Patent Index and the S&P 500. www.tellabs.com

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[Editor’s note: for Prabhu’s biography, go to www.tellabs.com/about/bios/kaprabhu.pdf.]

MEDIA CONTACT: George Stenitzer, +1.630.798.3800, george.stenitzer@tellabs.com

INVESTOR CONTACT: Tom Scottino, +1.630.798.3602, tom.scottino@tellabs.com

Tellabs^® and ^® are trademarks of Tellabs or its affiliates in the United States and/or other countries. Any other company or product names mentioned herein may be trademarks of their respective companies.