SEC Form 4

FORM 4		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	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Ridgewood Satellite LLC (Last) (First) (Middle) 947 LINWOOD AVENUE (Street) RIDGEWOOD NJ 07450 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ORBCOMM Inc. [ ORBC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 11/08/2006
	4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	11/08/2006		C		1,056,338	A	( 1 )	1,056,338	D
Common Stock	11/08/2006		C		448,233	A	( 1 )	1,504,571	D
Common Stock	11/08/2006		C		1,654,259	A	( 2 )	3,158,830	D
Common Stock	11/08/2006		C		219,538	A	( 2 )	3,378,368	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Series A Preferred Stock Warrant ( 3 )	$2.84	11/08/2006		J ( 3 )			132,042	02/17/2004	11/05/2008	Series A Convertible Redeemable Preferred Stock	132,042	$0	88,028	D
Series A Convertible Redeemable Preferred Stock	( 1 )	11/08/2006		C			1,584,507	02/17/2004	( 1 )	Common Stock	1,056,338	$0	0	D
Series A Convertible Redeemable Preferred Stock	( 1 )	11/08/2006		C			672,349	08/13/2004	( 1 )	Common Stock	448,233	$0	0	D
Series B Convertible Redeemable Preferred Stock	( 2 )	11/08/2006		C			2,481,388	12/30/2005	( 2 )	Common Stock	1,654,259	$0	0	D
Series B Convertible Redeemable Preferred Stock	( 2 )	11/08/2006		C			146,358	01/11/2006	( 2 )	Common Stock	219,538	$0	0	D
Common Stock Warrant ( 3 )	$4.26	11/08/2006		J ( 3 )		88,028		02/17/2004	11/05/2008	Common Stock	88,028	$0	88,028	D

1. Name and Address of Reporting Person* Ridgewood Satellite LLC (Last) (First) (Middle) 947 LINWOOD AVENUE (Street) RIDGEWOOD NJ 07450 (City) (State) (Zip)

1. Name and Address of Reporting Person* Ridgewood Venture Management CORP (Last) (First) (Middle) 947 LINWOOD AVENUE (Street) RIDGEWOOD NJ 07450 (City) (State) (Zip)

Explanation of Responses:

1. The Series A Convertible Redeemable Preferred Stock automatically converted into common stock on the basis of two shares of common stock for every three shares of Preferred Stock and has no expiration date.

2. The Series B Convertible Redeemable Preferred Stock automatically converted into common stock on the basis of two shares of common stock for every three shares of Preferred Stock and has no expiration date.

3. Upon the automatic conversion of the Series A Convertible Redeemable Preferred Stock into common stock, the Series A Preferred Stock Warrant became a warrant to purchase common stock on the basis of two shares of common stock for every three shares of Preferred Stock subject to the Series A Preferred Stock Warrant and the exercise price was adjusted to $4.26 per share of common stock.

	/s/ Brad Franco, by power of attorney	11/13/2006
	** 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 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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