SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0104 Estimated average burden hours per response: 0.5

1. Name and Address of Reporting Person* TUDOR INVESTMENT CORP ET AL (Last) (First) (Middle) ATTN: STEPHEN N. WALDMAN 1275 KING STREET (Street) GREENWICH CT 06831-2936 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 04/07/2004	3. Issuer Name and Ticker or Trading Symbol MOTIENT CORP [ MNCP ]
		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 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 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	2,321,234(1)	I	See Footnote 1
Common Stock	2,545,455(2)	I	See Footnote 2
Common Stock	450,000(3)	D
Common Stock	3,300(4)	I	See Footnote 4

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: 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

1. Name and Address of Reporting Person* TUDOR INVESTMENT CORP ET AL (Last) (First) (Middle) ATTN: STEPHEN N. WALDMAN 1275 KING STREET (Street) GREENWICH CT 06831-2936 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* JONES PAUL TUDOR II (Last) (First) (Middle) C/O TUDOR INVESTMENT CORPORATION 1275 KING STREET (Street) GREENWICH CT 06831-2936 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Chairman of Tudor

1. Name and Address of Reporting Person* PALLOTTA JAMES J (Last) (First) (Middle) 50 ROWES WHARF, 6TH FLOOR (Street) BOSTON MA 02110 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Member of Group

Explanation of Responses:

1. These shares of Common Stock are reported herein as indirectly beneficially owned by Tudor Investment Corporation ("Tudor") and are owned directly by The Altar Rock Fund L.P. (20,682 shares), a Delaware limited partnership ("Altar Rock"), and The Raptor Global Portfolio Ltd. (1,882,115 shares) ("Raptor") and The Tudor BVI Global Portfolio Ltd. (418,437 shares) ("BVI"), companies organized under the laws of the Cayman Islands. Because Tudor is the sole General Partner of Altar Rock and provides investment-advisory services to Raptor and BVI, Tudor may be deemed to beneficially own the shares of Common Stock owned by each of such entities. Tudor expressly disclaims such beneficial ownership.

2. These shares of Common Stock are reported herein as indirectly beneficially owned by Paul T. Jones, II and are owned indirectly by Tudor (2,321,234 shares) (see Footnote 1) and directly by Tudor Proprietary Trading, L.L.C. (224,221 shares), a Delaware limited liability company ("TPT"). Because Mr. Jones is the controlling shareholder of Tudor and the indirect controlling equity holder of TPT, Mr. Jones may be deemed to beneficially own the shares of Common Stock deemed beneficially owned by each of such entities. Mr. Jones expressly disclaims such beneficial ownership.

3. These shares are directly beneficially owned by James J. Pallotta.

4. These shares of Common Stock are reported herein as indirectly beneficially owned by Mr. Pallotta and are owned directly by the spouse of Mr. Pallotta. Mr. Pallotta expressly disclaims such beneficial ownership.

	Tudor Investment Corporation, By: Stephen N. Waldman, Managing Director	07/02/2004
	Paul T. Jones, II	07/02/2004
	James J. Pallotta	07/02/2004
	** 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 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.