SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* GREENE JAMES H JR (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/05/2009	3. Issuer Name and Ticker or Trading Symbol Avago Technologies LTD [ AVGO ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

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)
Ordinary Shares, no par value	17,782,701	I	Held through Bali Investments S.? r.l. and KKR Millennium Fund (Overseas), Limited Partnership(1)(2)(3)(4)(14)
Ordinary Shares, no par value	35,407,740	I	Held through Bali Investments S.? r.l. and KKR European Fund, Limited Partnership(1)(2)(5)(6)(14)
Ordinary Shares, no par value	23,748,545	I	Held through Bali Investments S.? r.l. and KKR European Fund II, Limited Partnership(1)(2)(7)(8)(14)
Ordinary Shares, no par value	3,144,049	I	Held through Bali Investments S.? r.l. and KKR Partners (International), Limited Partnership(1)(2)(9)(10)(14)
Ordinary Shares, no par value	12,123,637	I	Held through Bali Investments S.? r.l. and Avago Investment Partners, Limited Partnership(1)(2)(11)(12)(14)

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: 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)(13)(14)	(13)	04/13/2011	Ordinary Shares	50,000	5	D

1. Name and Address of Reporting Person* GREENE JAMES H JR (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* KKR Millennium LTD (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* KKR Associates Millennium (Overseas) Limited Partnership (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* KKR Millennium Fund (Overseas), Limited Partnership (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* KKR Europe LTD (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* KKR Associates Europe, Limited Partnership (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* KKR European Fund, Limited Partnership (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* KRAVIS HENRY R (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* ROBERTS GEORGE R (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

1. Name and Address of Reporting Person* RAETHER PAUL E (Last) (First) (Middle) C/O KOHLBERG KRAVIS ROBERTS & CO. L.P. 9 WEST 57TH STREET, SUITE 4200 (Street) NEW YORK NY 10019 (City) (State) (Zip)

Explanation of Responses:

1. Bali Investments S.? r.l. ("Bali") holds 172,676,402 of the ordinary shares of Avago Technologies Limited ("Avago"). The shareholders of Bali include overseas investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P. ("KKR") and funds affiliated with Silver Lake Partners ("Silver Lake"). Each such person may be deemed to be a member of a group with respect to the ordinary shares of Avago held by Bali. However, each such person disclaims membership in any such group and disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein.

2. Bali, certain affiliates of KKR, certain affiliates of Silver Lake, Seletar Investments Pte Ltd and Geyser Investment Pte Ltd are parties to a shareholders agreement with respect to the ordinary shares of Avago, and solely as a result of which each such person may be deemed to be a member of a group with respect to the ordinary shares of Avago directly or indirectly owned by such persons. However, each such person disclaims membership in any such group and disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein. Certain affiliates of KKR collectively have the right under the shareholders agreement to nominate up to three directors of Avago.

3. KKR Millennium Fund (Overseas), Limited Partnership ("Millennium Fund"), as a shareholder of Bali, may be deemed to indirectly own 17,782,701 ordinary shares of Avago. As the sole general partner of Millennium Fund, KKR Associates Millennium (Overseas), Limited Partnership may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by Millennium Fund. As the sole general partner of KKR Associates Millennium (Overseas), Limited Partnership, KKR Millennium Limited may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by Millennium Fund. KKR Associates Millennium (Overseas), Limited Partnership and KKR Millennium Limited disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest.

4. The directors of KKR Millennium Limited are Messrs. Henry R. Kravis, George R. Roberts, James H. Greene, Jr., Paul E. Raether, Michael W. Michelson, Perry Golkin, Johannes P. Huth, Todd A. Fisher, Alexander Navab, Marc S. Lipschultz, Jacques Garaialde, Reinhard Gorenflos, Joseph Y. Bae, Brian F. Carroll, John K. Saer, Jr., Scott C. Nuttall, Michael M. Calbert and William J. Janetschek. Mr. Greene is a member of the board of directors of Avago. Each of such individuals may be deemed to share voting and dispositive power with respect to any shares beneficially owned by KKR Millennium Limited but disclaim beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

5. KKR European Fund, Limited Partnership ("European Fund"), as a shareholder of Bali, may be deemed to indirectly own 35,407,740 ordinary shares of Avago. As the sole general partner of European Fund, KKR Associates Europe, Limited Partnership may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by European Fund. As the sole general partner of KKR Associates Europe, Limited Partnership, KKR Europe Limited may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by European Fund. KKR Associates Europe, Limited Partnership and KKR Europe Limited disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest.

6. The directors of KKR Europe Limited are the individuals named in footnote (4), other than Mr. Calbert. Each of such individuals may be deemed to share voting and dispositive power with respect to any shares beneficially owned by KKR Europe Limited but disclaim beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

7. KKR European Fund II, Limited Partnership ("European Fund II"), as a shareholder of Bali, may be deemed to indirectly own 23,748,545 ordinary shares of Avago. As the sole general partner of European Fund II, KKR Associates Europe II, Limited Partnership may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by European Fund II. As the sole general partner of KKR Associates Europe II, Limited Partnership, KKR Europe II Limited may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by European Fund II. KKR Associates Europe II, Limited Partnership and KKR Europe II Limited disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest.

8. The directors of KKR Europe Limited II are the individuals named in footnote (4). Each of such individuals may be deemed to share voting and dispositive power with respect to any shares beneficially owned by KKR Europe Limited II but disclaim beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

9. KKR Partners (International), Limited Partnership ("Partners International"), as a shareholder of Bali, may be deemed to indirectly own 3,144,049 ordinary shares of Avago. As the sole general partner of Partners International, KKR 1996 Overseas, Limited may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by Partners International. KKR 1996 Overseas, Limited disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest.

10. The directors of KKR 1996 Overseas, Limited are the individuals named in footnote (4), other than Messrs. Garaialde and Calbert. Each of such individuals may be deemed to share voting and dispositive power with respect to any shares beneficially owned by KKR 1996 Overseas, Limited but disclaim beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

11. Avago Investment Partners, Limited Partnership ("AIP"), as a shareholder of Bali, may be deemed to indirectly own 12,123,637 ordinary shares of Avago. As the sole general partner of AIP, Avago Investment G.P., Limited may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by AIP. As a member of Avago Investment G.P., Limited, KKR Millennium GP LLC may be deemed to share voting and dispositive power with respect to the ordinary shares of Avago indirectly owned by AIP. Avago Investment G.P., Limited and KKR Millennium GP LLC disclaim beneficial ownership of such securities, except to the extent of their pecuniary interest.

12. KKR Millennium GP LLC is a limited liability company, the managing members of which are Messrs. Henry R. Kravis and George R. Roberts, and the other members of which are the other individuals named in footnote (4), other than Messrs. Bae, Carroll and Saer. Each of such individuals may be deemed to share voting and dispositive power with respect to any shares beneficially owned by KKR Millennium GP LLC but disclaim beneficial ownership of such shares, except to the extent of his pecuniary interest therein.

13. The options reported on this Form 3 are held solely by Mr. Greene. Options vest with respect to 20% of the shares subject thereto on each anniversary of December 1, 2005, such that the option will be fully vested and exercisable on December 1, 2010.

14. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of the Reporting Persons is the beneficial owner of all such equity securities covered by this statement.

Remarks:

Exhibit 24 - Powers of Attorney. Because no more than 10 reporting persons can file any one Form 3 through the SEC's EDGAR system, the reporting persons have filed four Form 3s with respect to Avago Technologies Limited on the date hereof, all of which, taken together, constitute one Form 3. The reporting persons named in Box 1 of these four Form 3s are KKR Europe II Limited, KKR 1996 Overseas, Limited, KKR Millennium GP LLC, and James H. Greene Jr., and other reporting persons are listed elsewhere in these forms.

	See signatures of Reporting Persons attached as Exhibit 99.1	08/05/2009
	** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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                                                                                               Exhibit 99.1

                             Joint Filer Information

Date of Event Requiring Statement:               August 5, 2009

Issuer Name and Ticker or Trading Symbol:        Avago Technologies Limited (AVGO)

Designated Filer:                                James H. Greene, Jr.

Other Joint Filers:                              KKR Millennium Limited
                                                 KKR Associates Millennium (Overseas), Limited Partnership
                                                 KKR Millennium Fund (Overseas), Limited Partnership
                                                 KKR Europe Limited
                                                 KKR Associates Europe, Limited Partnership
                                                 KKR European Fund, Limited Partnership
                                                 Henry R. Kravis
                                                 George R. Roberts
                                                 Paul E. Raether

Addresses:                                       The principal business address of the Joint Filers above is
                                                 c/o Kohlberg Kravis Roberts & Co., 9 West 57th Street,
                                                 New York, NY 10019, U.S.

Signatures:

       KKR Millennium Limited

       By: /s/ William J. Janetschek
           -------------------------------------
           Name: William J. Janetschek
           Title: Director

       KKR Associates Millennium (Overseas), Limited Partnership
       By: KKR Millennium Limited, its general partner

       By: /s/ William J. Janetschek
           -------------------------------------
           Name: William J. Janetschek
           Title: Director

       KKR Millennium Fund (Overseas), Limited Partnership
       By: KKR Associates Millennium (Overseas), Limited Partnership, its general partner
       By: KKR Millennium Limited, its general partner

       By: /s/ William J. Janetschek
           -------------------------------------
           Name: William J. Janetschek
           Title: Director

       KKR Europe Limited

       By: /s/ William J. Janetschek
           -------------------------------------
           Name: William J. Janetschek
           Title: Director

       KKR Associates Europe, Limited Partnership
       By: KKR Europe Limited, its general partner

       By: /s/ William J. Janetschek
           -------------------------------------
           Name: William J. Janetschek
           Title: Director

       KKR European Fund, Limited Partnership
       By: KKR Associates Europe, Limited Partnership, its general partner
       By: KKR Europe Limited, its general partner

       By: /s/ William J. Janetschek
           -------------------------------------
           Name: William J. Janetschek
           Title: Director

       /s/ William J. Janetschek
       ------------------------------------------
       William J. Janetschek, as attorney-in-fact for Henry R. Kravis

       /s/ William J. Janetschek
       -----------------------------------------
       William J. Janetschek, as attorney-in-fact for George R. Roberts

       /s/ William J. Janetschek
       -----------------------------------------
       William J. Janetschek, as attorney-in-fact for James H. Greene, Jr.

       /s/ William J. Janetschek
       -----------------------------------------
       William J. Janetschek, as attorney-in-fact for Paul E. Raether

                               POWER OF ATTORNEY

Know all men by these presents that Henry R. Kravis does hereby make, constitute
and appoint William J. Janetschek and Richard J. Kreider, or either one of them,
as a true and lawful attorney-in-fact of the undersigned with full powers of
substitution and revocation, for and in the name, place and stead of the
undersigned (both in the undersigned's individual capacity and as a member of
any limited liability company or as a partner of any partnership for which the
undersigned is otherwise authorized to sign), to execute and deliver such forms
as may be required to be filed from time to time with the Securities and
Exchange Commission with respect to: (i) Sections 13(d) and 16(a) of the
Securities Exchange Act of 1934, as amended (the "Act"), including without
limitation, Schedule 13D, Schedule 13G, statements on Form 3, Form 4 and Form 5
and (ii) in connection with any applications for EDGAR access codes, including
without limitation the Form ID.

                                        /s/ Henry R. Kravis
                                        ----------------------------------------
                                        Name: Henry R. Kravis

Date: July 31, 2005

                                POWER OF ATTORNEY

Know all men by these presents that George R. Roberts does hereby make,
constitute and appoint William J. Janetschek and Richard J. Kreider, or either
one of them, as a true and lawful attorney-in-fact of the undersigned with full
powers of substitution and revocation, for and in the name, place and stead of
the undersigned (both in the undersigned's individual capacity and as a member
of any limited liability company or as a partner of any partnership for which
the undersigned is otherwise authorized to sign), to execute and deliver such
forms as may be required to be filed from time to time with the Securities and
Exchange Commission with respect to: (i) Sections 13(d) and 16(a) of the
Securities Exchange Act of 1934, as amended (the "Act"), including without
limitation, Schedule 13D, Schedule 13G, statements on Form 3, Form 4 and Form 5
and (ii) in connection with any applications for EDGAR access codes, including
without limitation the Form ID.

                                        /s/ George R. Roberts
                                        ----------------------------------------
                                        Name: George R. Roberts

Date: July 31, 2005

                               POWER OF ATTORNEY

Know all men by these presents that James H. Greene, Jr. does hereby make,
constitute and appoint William J. Janetschek and Richard J. Kreider, or either
one of them, as a true and lawful attorney-in-fact of the undersigned with full
powers of substitution and revocation, for and in the name, place and stead of
the undersigned (both in the undersigned's individual capacity and as a member
of any limited liability company or as a partner of any partnership for which
the undersigned is otherwise authorized to sign), to execute and deliver such
forms as may be required to be filed from time to time with the Securities and
Exchange Commission with respect to: (i) Sections 13(d) and 16(a) of the
Securities Exchange Act of 1934, as amended (the "Act"), including without
limitation, Schedule 13D, Schedule 13G, statements on Form 3, Form 4 and Form 5
and (ii) in connection with any applications for EDGAR access codes, including
without limitation the Form ID.

                                        /s/ James H. Greene, Jr.
                                        ----------------------------------------
                                        Name: James H. Greene, Jr.

Date: July 31, 2005

                               POWER OF ATTORNEY

Know all men by these presents that Paul E. Raether does hereby make, constitute
and appoint William J. Janetschek and Richard J. Kreider, or either one of them,
as a true and lawful attorney-in-fact of the undersigned with full powers of
substitution and revocation, for and in the name, place and stead of the
undersigned (both in the undersigned's individual capacity and as a member of
any limited liability company or as a partner of any partnership for which the
undersigned is otherwise authorized to sign), to execute and deliver such forms
as may be required to be filed from time to time with the Securities and
Exchange Commission with respect to: (i) Sections 13(d) and 16(a) of the
Securities Exchange Act of 1934, as amended (the "Act"), including without
limitation, Schedule 13D, Schedule 13G, statements on Form 3, Form 4 and Form 5
and (ii) in connection with any applications for EDGAR access codes, including
without limitation the Form ID.

                                        /s/ Paul E. Raether
                                        ----------------------------------------
                                        Name: Paul E. Raether
Date: July 31, 2005