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 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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1. Name and Address of Reporting Person * COSTANTINI ROBERT G   2. Issuer Name and Ticker or Trading Symbol ORBCOMM Inc. [ORBC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Executive VP & CFO (Last) (First) (Middle) C/O ORBCOMM INC., 2115 LINWOOD AVE., SUITE 100 3. Date of Earliest Transaction (Month/Day/Year) 05/24/2007 (Street) FORT LEE, NJ 07024 4. If Amendment, Date Original Filed(Month/Day/Year) 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 (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 05/24/2007   S   7,778 D $ 11.5 0 D   Restricted Stock Unit (Time Vested) (1)               7,778 D   Restricted Stock Unit (Performance Vested) (2)               7,778 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 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

Stock Appreciation Right

(3)

(3)

(3)

Common Stock

66,667

66,667

D

Stock Appreciation Right

(4)

(4)

(4)

Common Stock

66,667

66,667

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
COSTANTINI ROBERT G C/O ORBCOMM INC. 2115 LINWOOD AVE., SUITE 100 FORT LEE, NJ 07024			Executive VP & CFO

Signatures

/s/ Bradley C. Franco, by power of attorney		05/29/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Each Time Vested Restricted Stock Unit ("TV RSU") represents the right to receive one share of common stock. 3,889 TV RSUs vested on January 1, 2007 and are reflected in the amount of common stock listed in Table I and an additional 3, 889 TV RSUs will vest on each of January 1, 2008 and January 1, 2009.
(2)	Each Performance Vested Restricted Stock Unit ("PV RSU") represents the right to receive one share of common stock. 3,889 PV RSUs vested in April 2007 and are reflected in the amount of common stock listed in Table I and an additional 3,889 PV RSUs will vest based on the achievement by the employee and/or the Company of certain performance targets for each of the fiscal years 2007 and 2008.
(3)	Each Time Vested Stock Appreciation Rights ("TV SAR") represent the right to receive payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TV SAR. One-third of the TV SAR awards vested on January 1, 2007 and one-third of the TV RSU awards will vest on each of January 1, 2008 and January 1, 2009. The TV SAR awards expire in October, 2016.
(4)	Each Performance Vested Stock Appreciation Right ("PV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the PV SAR to the date of exercise of the PV SAR. One-third of the PV SAR awards vested or will vest based on the achievement by the employee and/or the Company of certain performance targets for each of the fiscal years 2006, 2007 and 2008. The PV SARs expire in October, 2016 and have an exercise price equal to the initial public offering price.

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