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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 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* DONDERO JAMES D (Last) (First) (Middle) 13455 NOEL ROAD SUITE 800 (Street) DALLAS TX 75240 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MOTIENT CORP [ MNCP ]	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) 05/30/2007
	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(1)(2)(3)	05/30/2007		X		625,000	A	$1.06	8,898,426(4)	I	See Footnote(1)(2)(3)
Common Stock(1)(2)(3)	05/30/2007		X		200,000	A	$4.88	8,898,426(4)	I	See Footnote(1)(2)(3)
Common Stock(1)(2)(3)	05/30/2007		X		262,545	A	$8.57	8,898,426(4)	I	See Footnote(1)(2)(3)
Common Stock(1)(2)(3)	06/01/2007		S		6,197,158	D	$11.2	2,701,268	I	See Footnote(1)(2)(3)

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
Common Stock Warrants(5)	$1.06	05/30/2007		X			625,000	01/27/2003	01/27/2008	Common Stock	625,000	$0	1,087,545	I	See Footnote(1)(2)(3)
Common Stock Warrants(5)	$4.88	05/30/2007		X			200,000	01/27/2003	01/27/2008	Common Stock	200,000	$0	462,545	I	See Footnote(1)(2)(3)
Common Stock Warrants(6)	$8.57	05/30/2007		X			262,545	11/12/2004	11/12/2009	Common Stock	262,545	$0	0	I	See Footnote(1)(2)(3)

1. Name and Address of Reporting Person* DONDERO JAMES D (Last) (First) (Middle) 13455 NOEL ROAD SUITE 800 (Street) DALLAS TX 75240 (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* Strand Advisors, Inc. (Last) (First) (Middle) TWO GALLERIA TOWER 13455 NOEL ROAD, STE. 800 (Street) DALLAS TX 75240 (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* HIGHLAND CAPITAL MANAGEMENT LP (Last) (First) (Middle) TWO GALLERIA TOWER 13455 NOEL ROAD, STE. 800 (Street) DALLAS TX 75240 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Mr. Dondero may be deemed to be an indirect beneficial owner of shares of Common Stock beneficially owned and/or held by or for the account or benefit of (i) Prospect Street High Income Portfolio, Inc. ("Prospect Street"); (ii) Prospect Street Income Shares Inc. ("Prospect Income"), (iii) Highland Legacy Limited ("Legacy"); (iv) Highland Crusader Offshore Partners, L.P. ("Crusader"); (v) PAMCO Cayman, Limited ("PAMCO"); (vi) Highland Equity Focus Fund, L.P. ("Focus Fund"); (vii) Highland Select Equity Fund, L.P. ("Equity Fund"); (viii) Highland Capital Management Services, Inc. ("Capital Services"); (ix) Highland Capital Management, L.P. ("Highland Capital"); and (x) Strand Advisors, Inc. ("Strand").

2. Highland Capital serves as an investment adviser and/or manager to other persons, including Prospect Street, Prospect Income, Legacy, Crusader, PAMCO, Focus Fund, and Equity Fund. Highland Capital may be deemed to beneficially own shares owned and/or held by and/or for the account and/or benefit of those persons. Strand is the general partner of Highland Capital. Strand may be deemed to beneficially own shares owned and/or held by and/or for the account and/or benefit of Highland Capital. Mr. Dondero is the President and a director of Strand and is a director of Capital Services. Mr. Dondero may be deemed to beneficially own shares owned and/or held by and/or for the account and/or benefit of Strand or Capital Services.

3. Mr. Dondero expressly disclaims beneficial ownership of shares of Common Stock beneficially owned and/or held by or for the account or benefit of Prospect Street, Prospect Income, Legacy, Crusader, PAMCO, Focus Fund, Equity Fund, Capital Services, Highland Capital, and Strand, except to the extent of the pecuniary interest of Mr. Dondero in such shares. Mr. Dondero may not bind, obligate or take any action, directly or indirectly, on behalf of Prospect Street or Prospect Income. Neither the filing of this statement nor anything herein shall be deemed an admission that any reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of any equity securities covered by this statement.

4. Includes: (i) 18,814 shares of Common Stock directly owned by Mr. Dondero; and (ii) 8,879,612 shares of Common Stock beneficially owned and/or held by or for the account or benefit of Prospect Street, Prospect Income, Legacy, Crusader, PAMCO, Focus Fund, Equity Fund, and Capital Services, Highland Capital, or Strand.

5. Beneficially owned and/or held by or for the account or benefit of Crusader.

6. Beneficially owned and/or held by or for the account or benefit of Crusader, Equity Fund, and Focus Fund.

	/s/ James D. Dondero	06/01/2007
	** 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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