Form 4 LAMONT ANN H For: May 14 (10K)

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, 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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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^*

LAMONT ANN H

(Last)

(First)

(Middle)

C/O OAK INVESTMENT PARTNERS, ONE GORHAM ISLAND

(Street)

WESTPORT

06880

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CLARIENT, INC [CLRT]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2009

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

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Series A Convertible Preferred Stock

$ 1.9

05/14/2009

1,429,957 ⁽¹⁾

⁽²⁾

⁽³⁾

Common Stock

5,719,828 ⁽⁴⁾

$ 7.6

21,052,632 ⁽¹⁾

See Note ⁽⁵⁾

1. Name and Address of Reporting Person^*

LAMONT ANN H

(Last)

(First)

(Middle)

C/O OAK INVESTMENT PARTNERS, ONE GORHAM ISLAND

(Street)

WESTPORT

06880

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

OAK INVESTMENT PARTNERS XII L P

(Last)

(First)

(Middle)

ONE GORHAM ISLAND

(Street)

WESTPORT

06880

(City)

(State)

(Zip)

Explanation of Responses:
1. Oak Investment Partners XII, Limited Partnership ("Oak XII, L.P.") entered into a stock purchase agreement with the Issuer dated as of March 25, 2009 (the "Stock Purchase Agreement"), in connection with the private placement of the Issuer's shares of Series A Convertible Preferred Stock. Under the terms of the Stock Purchase Agreement, Oak XII was to purchase an aggregate of 5,263,158 shares of Series A Convertible Preferred Stock at $7.60 per share in two or more tranches. On March 26, 2009, Oak XII, L.P. purchased 3,833,201 shares of Series A Convertible Preferred Stock in the first tranche. On May 14, 2009, Oak XII, L.P. purchased an additional 1,429,957 shares of Series A Convertible Preferred Stock in a second tranche. Each share of Series A Convertible Preferred Stock is convertible into Common Stock at a rate of 4:1, subject to adjustment.
2. The Series A Preferred Stock is immediately convertible.
3. The conversion feature continues indefinitely.
4. 1,429,957 shares of Series A Preferred Stock, initially convertible into 5,719,828 shares of Common Stock at a rate of 4:1, subject to adjustment.
5. Represents shares directly owned by Oak Investment Partners XII, Limited Partnership.
Remarks: Ann H. Lamont is a director of Clarient, Inc. In addition, Ms. Lamont is a Managing Member of Oak Associates XII, LLC, the General Partner of Oak Investment Partners XII, Limited Partnership. Each Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such Reporting Person's pecuniary interest in such securities) other than any securities reported herein as being directly owned by such Reporting Person, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of any such securities for purposes of Section 16 or for any other purpose.

	Ann H. Lamont	05/15/2009
	Ann H. Lamont, Managing Member of Oak Associates XII, L.L.C., the General Partner of Oak Investment Partners XII, Limited Partnership	05/15/2009
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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