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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 13F

                              FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: June 30, 2011

Check here if Amendment [_]; Amendment Number: __________
This Amendment (Check only one.):    [_] is a restatement.
                                     [_] adds new holdings entries.

Institutional Investment Manager Filing this Report:

Name:    TA Associates, Inc.
Address: 200 Clarendon Street, 56th Floor
         Boston, MA 02116

Form 13F File Number: 28-06148

The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:    Thomas P. Alber
Title:   Chief Financial Officer
Phone:   617.574.6735

Signature, Place, and Date of Signing:

/s/ Thomas P. Alber  Boston, MA                        8/12/11
-------------------- -----------------------------  -----------
[Signature]          [City, State]                  [Date]

Report Type (Check only one.):

[X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager
    are reported in this report.)

[_] 13F NOTICE. (Check here if no holdings reported are in this report, and all
    holdings are reported by other reporting manager(s).)

[_] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this
    reporting manager are reported in this report and a portion are reported by
    other reporting manager(s).)



                             FORM 13F SUMMARY PAGE

Report Summary:

Number of Other Included Managers:          0

Form 13F Information Table Entry Total:     3

Form 13F Information Table Value Total:     $361,061
                                            (thousands)

List of Other Included Managers:

Provide a numbered list of the name(s) and Form 13F file number(s) of all
institutional investment managers with respect to which this report is filed,
other than the manager filing this report.

NONE



                              TA Associates, Inc.

                          Form 13F Information Table

                                 June 30, 2011



                                                                                                               Column 8:
                                                         Column 4:    Column 5:     Column 6:  Column 7:   Voting Authority
         Column 1:              Column 2:     Column 3:    Value      Shares or     Investment   Other   ---------------------
       Name of Issuer         Title of Class    CUSIP    (x$1000)  Principal Amount Discretion  Manager    Sole    Shared None
----------------------------- -------------- ----------- --------- ---------------- ---------- --------- --------- ------ ----
                                                                                               
AboveNet Inc.                     Common     00374N 10 7 $ 88,289    1,253,038 SH      Sole              1,253,038
Intralinks Holdings Inc.          Common     46118H 10 4 $161,721    9,358,834 SH      Sole              9,358,834
MetroPCS Communications Inc.      Common     591708 10 2 $111,051    6,452,681 SH      Sole              6,452,681
                                                         --------
   COLUMN TOTALS                                         $361,061
                                                         ========