Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
PRISM VENTURE PARTNERS III A LP
   2. Issuer Name and Ticker or Trading Symbol
INSULET CORP [PODD] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
100 LOWDER BROOK DRIVE, SUITE 2500		 3. Date of Earliest Transaction (Month/Day/Year)
05/18/2007
(Street)

WESTWOOD, MA 02090		 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               73,856 D  
Common Stock               2,284 D  
Common Stock 05/18/2007   C   5,746 A (1) 5,746 (2) D  
Common Stock 05/18/2007   C   5,746 A (1) 5,746 (2) D  
Common Stock 05/18/2007   C   21,744 A (1) 21,744 (2) D  
Common Stock 05/18/2007   C   32,849 A (1) 32,849 (2) D  
Common Stock 05/18/2007   C   23,261 A (1) 23,261 (2) D  
Common Stock 05/18/2007   C   18,324 A (1) 18,324 (2) D  

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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
Series A Convertible Preferred Stock (1) 05/18/2007   C     15,095   (1)   (1) Common Stock 5,746 (2) $ 0 0 D  
Series A Convertible Preferred Stock (2) 05/18/2007   C     15,905   (1)   (1) Common Stock 5,746 (2) $ 0 0 D  
Series B Convertible Preferred Stock (1) 05/18/2007   C     57,116   (1)   (1) Common Stock 21,744 (2) $ 0 0 D  
Series C Convertible Preferred Stock (1) 05/18/2007   C     86,286   (1)   (1) Common Stock 32,849 (2) $ 0 0 D  
Series D Convertible Preferred Stock (1) 05/18/2007   C     61,101   (1)   (1) Common Stock 23,261 (2) $ 0 0 D  
Series E Convertible Preferred Stock (1) 05/18/2007   C     48,132   (1)   (1) Common Stock 18,324 (2) $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
PRISM VENTURE PARTNERS III A LP
100 LOWDER BROOK DRIVE
SUITE 2500
WESTWOOD, MA 02090		     X    

Signatures

 /s/ John L. Brooks III, Managing Member of Prism Venture Partners III, LLC, the general partner of Prism Investment Partners III, LP, the general partner of Prism Venture Partners III-A, LP   05/18/2007
**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 share of the Issuer's Series A, B, C, D, and E Convertible Preferred Stock, respectively, converted into the Issuer's common stock on a 1-for-.3807 basis and had no expiration date.
(2) Reflects a 1-for-2.6267 reverse split which became effective on May 18, 2007.

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