--------------------------------------------------------------------------------

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

                                   FORM 13F

                              FORM 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: March 31, 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                        5/13/11
------------------------  -----------------------------  ----------------
[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:       $737,815
                                              (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

                                March 31, 2011



                                                                 Column 5:                              Column 8:
                               Column 2:             Column 4:   Shares or   Column 6:  Column 7:    Voting Authority
          Column 1:            Title of   Column 3:    Value     Principal   Investment   Other   ----------------------
       Name of Issuer            Class      CUSIP    (x$1000)     Amount     Discretion  Manager     Sole    Shared None
       --------------          --------- ----------- --------- ------------- ---------- --------- ---------- ------ ----
                                                                                         
AboveNet Inc.                   Common   00374N 10 7 $ 81,272   1,253,038 SH    Sole               1,253,038
Intralinks Holdings Inc.        Common   46118H 10 4 $428,707  16,032,412 SH    Sole              16,032,412
MetroPCS Communications Inc.    Common   591708 10 2 $227,836  14,029,326 SH    Sole              14,029,326
                                                     --------
   COLUMN TOTALS                                     $737,815
                                                     --------