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*
GOLDMAN SACHS GROUP INC/

(Last) (First) (Middle)
85 BROAD ST.

(Street)
NEW YORK NY 10004

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/07/2007
3. Issuer Name and Ticker or Trading Symbol
Limelight Networks, Inc. [ LLNW ]
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)
Series B Preferred Stock 30,272,493 I(1)(2)(3)(4)(5)(6) See footnotes (1)(2)(3)(4)(5)(6)
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*
GOLDMAN SACHS GROUP INC/

(Last) (First) (Middle)
85 BROAD ST.

(Street)
NEW YORK NY 10004

(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*
GOLDMAN SACHS MANAGEMENT GP GMBH

(Last) (First) (Middle)
MESSETURM 60308
FRANKFURT AM MAIN

(Street)
GERMANY 2M 00000

(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*
GS ADVISORS V LLC

(Last) (First) (Middle)
85 BROAD STREET

(Street)
NEW YORK NY 10004

(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*
GSCP V ADVISORS, LLC

(Last) (First) (Middle)
85 BROAD STREET

(Street)
NEW YORK NY 10004

(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*
GSCP V OFFSHORE ADVISORS LLC

(Last) (First) (Middle)
85 BROAD STREET

(Street)
NEW YORK NY 10004

(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*
GS CAPITAL PARTNERS V FUND LP

(Last) (First) (Middle)
85 BROAD STREET

(Street)
NEW YORK NY 10004

(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*
GS Capital Partners V Institutional L P

(Last) (First) (Middle)
85 BROAD ST

(Street)
NEW YORK NY 10004

(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*
GS CAPITAL PARTNERS V OFFSHORE FUND LP

(Last) (First) (Middle)
85 BROAD STREET

(Street)
NEW YORK NY 10004

(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*
GS CAPITAL PARTNERS V GmbH & CO KG

(Last) (First) (Middle)
85 BROAD STREET

(Street)
NEW YORK NY 10004

(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*
GOLDMAN SACHS & CO

(Last) (First) (Middle)
85 BROAD STREET

(Street)
NEW YORK NY 10004

(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. This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman, Sachs & Co. ("Goldman Sachs"), GSCP V Advisors, L.L.C. ("GSCP Advisors"), GSCP V Offshore Advisors, L.L.C. ("GSCP Offshore Advisors"), GS Advisors V, L.L.C. ("GS Advisors"), Goldman, Sachs Management GP GmbH ("GS GmbH"), GS Capital Partners V Fund, L.P. ("GS Capital"), GS Capital Partners V Offshore Fund, L.P. ("GS Offshore"), GS Capital Partners V GmbH & CO. KG ("GS Germany"), GS Capital Partners V Institutional, L.P. ("GS Institutional" and, together with GS Capital, GS Offshore and GS Germany, the "Funds") (GS Group, Goldman Sachs, GSCP Advisors, GSCP Offshore Advisors, GS Advisors, GS GmbH and the Funds, collectively, the "Reporting Persons").
2. Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 30,272,493 shares of Limelight Networks, Inc. (the "Company"), common stock, $0.001 par value per share ("Common Stock") by reason of the Funds direct ownership of such shares. Affiliates of GS Group are the general partner, managing general partner or managing partner of the Funds. GS Group disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. Goldman Sachs is a wholly owned subsidiary of GS Group. Goldman Sachs and GS Group each disclaims beneficial ownership of the shares of Common Stock owned by the Funds except to the extent of its pecuniary interest therein.
3. GS Capital beneficially owns directly and its general partner, GSCP Advisors, may be deemed to beneficially own indirectly 15,940,283 shares of Common Stock.
4. GSCP Offshore beneficially owns directly and its general partner, GSCP Offshore Advisors, may be deemed to beneficially own indirectly 8,234,087 shares of Common Stock.
5. GS Institutional beneficially owns directly and its general partner, GS Advisors, may be deemed to beneficially own indirectly 5,466,153 shares of Common Stock.
6. GS Germany beneficially owns directly and its general partner, GSCP Offshore Advisors, may be deemed to beneficially own indirectly 631,970 shares of Common Stock
Remarks:
The Date of Event is based upon the date of effectiveness of the Issuer's Registration Statement on Form S-1 filed in connection with the Issuer's initial public offering, estimated to be on or about June 7, 2007.
/s/ Rita Tocco, Attorney-in-Fact for The Goldman Sachs Group, Inc. 06/07/2007
/s/ Rita Tocco, Attorney-in-Fact for Goldman, Sachs Management GP GmbH 06/07/2007
/s/ Rita Tocco, Attorney-in Fact for GS Advisors V, L.L.C. 06/07/2007
/s/ Rita Tocco, Attorney-in-Fact for GSCP V Advisors, LLC 06/07/2007
/s/ Rita Tocco, Attorney-in-Fact for GSCP V Offsore Advisors, LLC 06/07/2007
/s/ Rita Tocco, Attorney-in-Fact for GS Capital Partners V Fund, L.P. 06/07/2007
/s/ Rita Tocco, Attorney-in-Fact for GS Capital Partners V Institutional LP 06/07/2007
/s/ Rita Tocco, Attorney-in-Fact for GS Capital Partners V Offshore Fund, L.P. 06/07/2007
/s/ Rita Tocco, Attorney-in-Fact for GS Capital Partners V GmbH & Co KG 06/07/2007
/s/ Rita Tocco, Attorney-in Fact for Goldman, Sachs & Co. 06/07/2007
** 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 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.