UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

o

Rule 13d-1(b)

o

Rule 13d-1(c)

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Rule 13d-1(d)

CUSIP No. 45885A102

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak Investment Partners VIII, Limited Partnership
06-1522124

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
6,336,884 Shares of Common Stock

6.

Shared Voting Power 
Not applicable

7.

Sole Dispositive Power 
6,336,884 Shares of Common Stock

8.

Shared Dispositive Power
Not applicable

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,336,884 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
1.9%

12.

Type of Reporting Person (See Instructions)
PN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak Associates VIII, LLC

06-1523705

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
Not applicable

6.

Shared Voting Power 
6,336,884 Shares of Common Stock

7.

Sole Dispositive Power 
Not applicable

8.

Shared Dispositive Power
6,336,884 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,336,884 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
1.9%

12.

Type of Reporting Person (See Instructions)
OO-LLC

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak VIII Affiliates Fund, Limited Partnership

06-1528836

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
161,468 Shares of Common Stock

6.

Shared Voting Power 
Not applicable

7.

Sole Dispositive Power 
161,468 Shares of Common Stock

8.

Shared Dispositive Power
Not applicable

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
161,468 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
0.0%

12.

Type of Reporting Person (See Instructions)
PN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak VIII Affiliates, LLC

06-1531129

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
Not applicable

6.

Shared Voting Power 
161,468 Shares of Common Stock

7.

Sole Dispositive Power 
Not applicable

8.

Shared Dispositive Power
161,468 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
161,468 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
0.0%

12.

Type of Reporting Person (See Instructions)
OO-LLC

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak Investment Partners X, Limited Partnership

06-1601019

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
21,187,152 Shares of Common Stock

6.

Shared Voting Power 
Not applicable

7.

Sole Dispositive Power 
21,187,152 Shares of Common Stock

8.

Shared Dispositive Power
Not applicable

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
21,187,152 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
6.2%

12.

Type of Reporting Person (See Instructions)
PN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak Associates X, LLC

06-1630661

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
Not applicable

6.

Shared Voting Power 
21,187,152 Shares of Common Stock

7.

Sole Dispositive Power 
Not applicable

8.

Shared Dispositive Power
21,187,152 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
21,187,152 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
6.2%

12.

Type of Reporting Person (See Instructions)
OO-LLC

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak X Affiliates Fund, Limited Partnership

06-1622220

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
340,131 Shares of Common Stock

6.

Shared Voting Power 
Not applicable

7.

Sole Dispositive Power 
340,131 Shares of Common Stock

8.

Shared Dispositive Power
Not applicable

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
340,131 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
0.1%

12.

Type of Reporting Person (See Instructions)
PN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak X Affiliates, LLC

06-1630662

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
Not applicable

6.

Shared Voting Power 
340,131 Shares of Common Stock

7.

Sole Dispositive Power 
Not applicable

8.

Shared Dispositive Power
340,131 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
340,131 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
0.1%

12.

Type of Reporting Person (See Instructions)
OO-LLC

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Oak Management Corporation

06-0990851

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
Not applicable

6.

Shared Voting Power 
28,025,635 Shares of Common Stock

7.

Sole Dispositive Power 
Not applicable

8.

Shared Dispositive Power
28,025,635 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
28,025,635 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
8.2%

12.

Type of Reporting Person (See Instructions)
CO

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Bandel L. Carano

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
Not applicable

6.

Shared Voting Power 
28,025,635 Shares of Common Stock

7.

Sole Dispositive Power 
Not applicable

8.

Shared Dispositive Power
28,025,635 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
28,025,635 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
8.2%

12.

Type of Reporting Person (See Instructions)
IN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Gerald R. Gallagher

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
Not Applicable

6.

Shared Voting Power 
6,498,352 Shares of Common Stock

7.

Sole Dispositive Power 
Not Applicable

8.

Shared Dispositive Power
6,498,352 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
6,498,352 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
1.9%

12.

Type of Reporting Person (See Instructions)
IN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Edward F. Glassmeyer

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
53,319 Shares of Common Stock

6.

Shared Voting Power 
28,025,635 Shares of Common Stock

7.

Sole Dispositive Power 
53,319 Shares of Common Stock

8.

Shared Dispositive Power
28,025,635 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
28,078,954 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
8.2%

12.

Type of Reporting Person (See Instructions)
IN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Fredric W. Harman

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
103,052 Shares of Common Stock

6.

Shared Voting Power 
28,025,635 Shares of Common Stock

7.

Sole Dispositive Power 
103,052 Shares of Common Stock

8.

Shared Dispositive Power
28,025,635 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
28,128,687 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
8.2%

12.

Type of Reporting Person (See Instructions)
IN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Ann H. Lamont

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
41,793 Shares of Common Stock

6.

Shared Voting Power 
28,025,635 Shares of Common Stock

7.

Sole Dispositive Power 
41,793 Shares of Common Stock

8.

Shared Dispositive Power
28,025,635 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
28,067,428 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
8.2%

12.

Type of Reporting Person (See Instructions)
IN

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
David B. Walrod

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a)

o

(b)

ý

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
6,349 Shares of Common Stock

6.

Shared Voting Power 
21,527,283 Shares of Common Stock

7.

Sole Dispositive Power 
6,349 Shares of Common Stock

8.

Shared Dispositive Power
21,527,283 Shares of Common Stock

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
21,533,632 Shares of Common Stock

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

11.

Percent of Class Represented by Amount in Row (9)
6.3%

12.

Type of Reporting Person (See Instructions)
IN

Item 1.

(a)

Name of Issuer
Internap Network Services Corporation

(b)

Address of Issuer’s Principal Executive Offices
250 Williams Street
Atlanta, Georgia 30303

Item 2.

(a)

Name of Person Filing
Oak Investment Partners VIII, Limited Partnership

Oak Associates VIII, LLC

Oak VIII Affiliates Fund, Limited Partnership

Oak VIII Affiliates, LLC

Oak Investment Partners X, Limited Partnership

Oak Associates X, LLC

Oak X Affiliates Fund, Limited Partnership

Oak X Affiliates, LLC

Oak Management Corporation

Bandel L. Carano

Gerald R. Gallagher

Edward F. Glassmeyer

Fredric W. Harman

Ann H. Lamont

David B. Walrod

(b)

Address of Principal Business Office or, if none, Residence
c/o Oak Management Corporation

One Gorham Island

Westport, Connecticut 06880

(c)

Citizenship
Please refer to Item 4 on each cover sheet for each filing person.

(d)

Title of Class of Securities
Common stock, par value $0.001 per share.

(e)

CUSIP Number
45885A102

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Not applicable

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

(a)

Amount beneficially owned:   

(b)

Percent of class:   

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote   

(ii)

Shared power to vote or to direct the vote    

(iii)

Sole power to dispose or to direct the disposition of   

(iv)

Shared power to dispose or to direct the disposition of   

The approximate percentages of shares of Common Stock reported as beneficially owned by the Reporting Persons are based upon 340,802,383 shares of Common Stock outstanding as of November 10, 2005, as reported in the Issuer’s Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 2005, plus shares issuable upon conversion or exercise of options and warrants to acquire Common Stock as described in the following four paragraphs. 

Amounts shown as beneficially owned by each of Oak Investment Partners VIII, Limited Partnership (“Oak Investment VIII”), Oak Associates VIII, LLC, Oak Management Corporation (“Oak Management”), Bandel L. Carano, Gerald R. Gallagher, Edward F. Glassmeyer, Fredric W. Harman and Ann H. Lamont include currently exercisable options to purchase 58,860 shares of Common Stock which may be deemed to be held by Fredric W. Harman on behalf of Oak Investment VIII.

Amounts shown as beneficially owned by each of Oak VIII Affiliates Fund, Limited Partnership (“Oak Affiliates VIII”) and Oak VIII Affiliates, LLC, Oak Management, Bandel L. Carano, Gerald R. Gallagher, Edward F. Glassmeyer, Fredric W. Harman and Ann H. Lamont include currently exercisable options to purchase 1,140 shares of Common Stock which may be deemed to be held by Fredric W. Harman on behalf of Oak Affiliates VIII.

Amounts shown as beneficially owned by each of Oak Investment Partners X, Limited Partnership (“Oak Investment X”) and Oak Associates X, LLC, Oak Management, Bandel L. Carano, Edward F. Glassmeyer, Fredric W. Harman, Ann H. Lamont and David B. Walrod include currently exercisable warrants to purchase 2,976,348 shares of Common Stock held by Oak Investment X.

Amounts shown as beneficially owned by each of Oak X Affiliates Fund, Limited Partnership (“Oak Affiliates X”), Oak X Affiliates, LLC, Oak Management, Bandel L. Carano, Edward F. Glassmeyer, Fredric W. Harman, Ann H. Lamont and David B. Walrod include currently exercisable warrants to purchase 47,781 shares of Common Stock held by Oak Affiliates X. 

Amounts shown as beneficially owned by Bandel L. Carano exclude an aggregate of 8,199 shares of Common Stock held by three trusts (for the benefit of minor children not related to Mr. Carano) of which Mr. Carano is the trustee.

Amounts shown as beneficially owned by Edward F. Glassmeyer include 38,862 shares of Common Stock individually owned by Mr. Glassmeyer and 14,457 shares of Common Stock held by a trust of which members of Mr. Glassmeyer’s immediate family are the beneficiaries and the trustee.

Amounts shown as beneficially owned by Fredric W. Harman include 94,853 shares of Common Stock held by a trust of which Mr. Harman is a trustee and an aggregate of 8,199 shares of Common Stock held in trust for the benefit of Mr. Harman’s three minor children.  Mr. Harman disclaims beneficial ownership of the shares held in trust for his three minor children.

Amounts shown as beneficially owned by Ann H. Lamont include 33,987 shares of Common Stock individually owned by Ms. Lamont and 7,806 shares of Common Stock held by The Lamont Children's 1998 Trust for the benefit of Ms. Lamont’s minor children.

Amounts shown as beneficially owned by David B. Walrod include 6,349 shares of Common Stock individually owned by Mr. Walrod.

By making this filing, the Reporting Persons acknowledge that they may be deemed to constitute a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, in connection with the securities of the Issuer. Each Reporting Person disclaims the existence of a “group” and disclaims beneficial ownership of all shares of Common Stock or securities convertible into or exercisable for Common Stock other than any shares or other securities reported herein as being owned by it, him or her, as the case may be.

Please see Items 5, 6, 7, 8, 9 and 11 for each cover sheet for each filing entity.

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

Item 6.

Ownership of More than Five Percent on Behalf of Another Person

Not applicable

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable

Item 8.

Identification and Classification of Members of the Group

Not applicable

Item 9.

Notice of Dissolution of Group

Not applicable

Item 10.

Certification

Not applicable

By:

/s/ Edward F. Glassmeyer

Edward F. Glassmeyer, as

General Partner or

Managing Member or as

Attorney-in-fact for the

above-listed entities

By:

/s/ Edward F. Glassmeyer

Edward F. Glassmeyer,

Individually and as

Attorney-in-fact for the

above-listed individuals

EXHIBIT A

Agreement of Reporting Persons

EXHIBIT B

Power of Attorney previously filed with the Commission as Exhibit B to Schedule 13G of Internap Network Services Corporation filed on March 8, 2004