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 *   HIGHLAND MANAGEMENT PARTNERS V L P 2. Date of Event Requiring Statement (Month/Day/Year) 06/05/2007 3. Issuer Name and Ticker or Trading Symbol Starent Networks, Corp. [STAR] (Last) (First) (Middle) C/O HIGHLAND CAPITAL PARTNERS,, 92 HAYDEN AVENUE 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) LEXINGTON, MA 02421 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 6,812,238 (1) I See Footnote (2) Common Stock 1,756,128 (1) I See Footnote (3)

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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HIGHLAND MANAGEMENT PARTNERS V L P C/O HIGHLAND CAPITAL PARTNERS, 92 HAYDEN AVENUE LEXINGTON, MA 02421	Â	  X	Â	Â

Signatures

Highland Management Partners V Limited Partnership, By: Highland Management Partners V, Inc., its General Partner, By: /s/ Sean M. Dalton, Authorized Person		06/05/2007
**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)	Consists of shares of common stock issued upon the automatic conversion of shares of Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series D Convertible Preferred Stock and Series E convertible Preferred Stock of the issuer. The preferred stock automatically converted upon the effectiveness of the Registration Statement on Form S-1 relating to the issuer's initial public offering.
(2)	Represents securities held by Highland Capital Partners V Limited Partnership. Highland Management Partners V Limited Parntership, the sole general partner of Highland Capital Partners V, Limited Partnership, disclaims beneficial ownership of these securities except to the extent of their pecuniary interest therein.
(3)	Represents securities held by Highland Capital Partners V-B Limited Partnership. Highland Management Partners V Limited Partnership, the sole general partner of Highland Capital Partners V-B Limited Partnership, disclaims beneficial ownership of these securities except to the extent of their pecuniary interest therein.

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