Sec Form 4 Filing - SCHICIANO KENNETH T @ NETSCOUT SYSTEMS INC - 2006-10-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, 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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1. Name and Address of Reporting Person SCHICIANO KENNETH T 2. Issuer Name and Ticker or Trading Symbol NETSCOUT SYSTEMS INC [ NTCT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) JOHN HANCOCK TOWER, 200 CLARENDON ST. 56TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 10/30/2006 (Street) BOSTON, MA02116 4. If Amendment, Date Original Filed (MM/DD/YY) 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 93,259 I See Footnote 1 ( 1 ) Common Stock 26,837 I See Footnote 3 ( 3 ) Common Stock 10/30/2006 M 5,535 A 11,148 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Directors Option $ 5.41 10/14/2004( 4 ) 10/14/2013 Common 10,000 10,000 D Directors Option $ 21.25 09/22/2003( 5 ) 09/22/2012 Common 30,000 30,000 D Directors Option $ 5.67 09/15/2005( 2 ) 09/15/2014 Common 10,000 10,000 D Directors Option ( 6 ) 10/30/2006 M 5,535 09/13/2006 ( 7 ) Common 5,535 ( 6 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SCHICIANO KENNETH T JOHN HANCOCK TOWER 200 CLARENDON ST. 56TH FLOOR BOSTON, MA02116 X Signatures Kenneth T. Schiciano 11/01/2006 Signature of Reporting Person Date By: Thomas P. Alber, Attorney-in-Fact 11/01/2006 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reporting person may be deemed to have an indirect pecuniary interest as a member of TA Investors LLC in 93,259 shares of Common Stock. The reporting person disclaims beneficial ownership of all such securities, except to the extent of 14,311 shares of Common Stock as to which he holds a pecuniary interest. ( 2 )10,000 stock options are exercisable on 9/15/05, provided that during such year, the reporting person attends at least 75% of the meetings of any committee of the Board of which the reporting person is a member. In the event the attendance requirements are not met, the options will not become exercisable until 9/15/07. ( 3 )The reporting person may be deemed to have an indirect pecuniary interest as a partner of High Street Partners L.P. in 26,837 shares of Common Stock. The reporting person disclaims beneficial ownership of all such securities, except to the extent of 3,354 shares of Common Stock as to which he holds a pecuniary interest. ( 4 )10,000 stock options are exercisable on 10/14/04, provided that during such year, the reporting person attends at least 75% of the meetings of any committee of the Board of which the reporting person is a member. In the event the attendance requirements are not met, the options will not become exercisable until 10/14/06. ( 5 )Options fully exercisable on 9/22/03. ( 6 )Price is N/A. ( 7 )Date is N/A.

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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