SEC FORM 5

SEC Form 5

FORM 5

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

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

DESAI SHEEROY D

(Last)

(First)

(Middle)

C/O SAPIENT CORPORATION

25 FIRST STREET

(Street)

CAMBRIDGE

02141

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SAPIENT CORP [ SAPE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Exec. VP and COO

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2006

4. If Amendment, Date of 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

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/10/2006		G4	3,335	D	$7.5	625,753	D
Common Stock	07/01/2006		F4⁽¹⁾	2,810	D	$5.3	625,753	D
Common Stock							10,047	I	By Son
Common Stock							8,847	I	By Daughter
Common Stock							253,430	I	By Spouse

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)
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)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$1.47	12/19/2006		4D⁽²⁾		21,500	⁽³⁾	05/31/2012	Sapient Corporation Common Stock	21,500	$0.00	43,500	D
Stock Option (Right to Buy)	$1.76	12/19/2006		4A⁽²⁾	21,500		⁽³⁾	05/31/2012	Sapient Corporation Common Stock	21,500	$0.00	21,500	D
Stock Option (Right to Buy)	$2.82	12/19/2006		4D⁽²⁾		67,500	⁽⁴⁾	06/16/2013	Sapient Corporation Common Stock	67,500	$0.00	22,500	D
Stock Option (Right to Buy)	$3.14	12/19/2006		4A⁽²⁾	67,500		⁽⁴⁾	06/16/2013	Sapient Corporation Common Stock	67,500	$0.00	67,500	D
Stock Option (Right to Buy)	$5.93	12/29/2006		4D⁽²⁾		12,500	⁽³⁾	12/03/2011	Sapient Corporation Common Stock	12,500	$0.00	25,500	D
Stock Option (Right to Buy)	$6.46	12/29/2006		4A⁽²⁾	12,500		⁽³⁾	12/03/2011	Sapient Corporation Common Stock	12,500	$0.00	12,500	D

Explanation of Responses:

1. Represents shares withheld to satisfy income tax obligations associated with the release of common stock (per a Restricted Stock Unit award) to the Reporting Person on the transaction date listed in this Form 5.

2. The reported transactions involve an amendment of an outstanding option to avoid the adverse tax consequences of Section 409A of the Internal Revenue Code of 1986, as amended, by increasing the exercise price of the affected portion of the option award to the fair market value on the date of its grant.

3. These options are vested and exercisable immediately.

4. 67,500 of these options are vested and exercisable immediately. The remaining 22,500 vest on 07/01/2007.

Remarks:

	/s/ Kyle A. Bettigole, Kyle A. Bettigole as Attorney-in-Fact	02/14/2007
	** 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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