Providing a zoom lens system with a vibration reduction function excellently correcting aberrations with accomplishing compact, lightweight, and slim upon being accommodated, and to provide an optical apparatus using the zoom lens system. The system consists of, in order from an object, a first group having negative power, a second group having positive power. Upon zooming from a wide-angle end to a telephoto end, a distance between the first group and the second group decreases. The first group consists of, in order from the object, a first lens having negative power and a second lens having positive power. The second group consists of, in order from the object, a third lens having positive power, a fourth lens having negative power, and a fifth lens having positive power. An image blur is corrected by shifting the second group as a whole in a direction substantially perpendicular to the optical axis.