- Statement of Changes in Beneficial Ownership (4)

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	OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5
	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(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* ValueAct SmallCap Management, L.P.	2. Issuer Name and Ticker or Trading Symbol BigBand Networks, Inc. [ BBND ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __ X __ 10% Owner _____ Officer (give title below) __ X __ Other (specify below) See Remarks
(Last) (First) (Middle) 435 PACIFIC AVENUE, 4TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 8/18/2011
(Street) SAN FRANCISCO, CA 94133 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	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. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. 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)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	8/18/2011		J ⁽¹⁾		3200	A	$ 0	10011835	I	See footnotes ⁽²⁾ ⁽³⁾
Common Stock								10011835	I	See footnotes ⁽²⁾ ⁽³⁾

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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		7. Title and Amount of Securities Underlying Derivative Security (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)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁴⁾	8/18/2011		A		3200		⁽⁵⁾	⁽⁵⁾	Common Stock	3200	$ 0	9600	I	See footnotes ⁽²⁾ ⁽³⁾

Explanation of Responses:
( 1)	Represents Restricted Stock Units that were awarded to David Lockwood as an outside director of the Issuer. These RSUs vested on August 18, 2011. Mr. Lockwood transferred direct ownership of the reported stock to ValueAct SmallCap Master Fund, L.P. in a transaction not involving any consideration in accordance with his agreement with ValueAct SmallCap in which Mr. Lockwood us deemed to hold the Common Stock for the benefit of ValueAct SmallCap Master Fund, L.P.
( 2)	The reported stock is owned directly by ValueAct SmallCap Master Fund, L.P. and may be deemed to be beneficially owned by (i) VA SmallCap Partners, LLC as the General Partner of ValueAct SmallCap Master Fund, L.P., (ii) ValueAct SmallCap Management, L.P. as the manager of ValueAct SmallCap Master Fund, L.P. and (iii) ValueAct SmallCap Management, LLC as the General Partner of ValueAct SmallCap Management, L.P. David Lockwood is the Managing Member of VA SmallCap Partners, LLC and ValueAct SmallCap Management, LLC. The reporting persons disclaim beneficial ownership of the reported stock except to the extent of their pecuniary interest therein.
( 3)	Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
( 4)	Each restricted stock unit represents a contingent right to receive one share of BBND common stock.
( 5)	The restricted stock units vest in four (4) equal quarterly installments beginning on August 18, 2011. Vested shares will be delivered to the reporting person on or about each such vesting date.

Remarks:
-The reporting persons herein may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such reporting person. This report shall not be deemed an admission that such reporting person is a member of a group or the beneficial owner of any securities not directly owned by such reporting person.

- David Lockwood, the Managing Member of VA SmallCap Partners, LLC, serves on the board of directors of the Issuer. As a result, the reporting persons herein may be deemed directors by deputization.

Joint Filer Information:

Name: ValueAct SmallCap Master Fund, L.P.
Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133
Designated Filer: ValueAct SmallCap Management, L.P.
Issuer and Ticker Symbol: BigBand Networks, Inc. (BBND)
Date of Event Requiring Statement: 08/18/2011

Name: VA SmallCap Partners, LLC
Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133
Designated Filer: ValueAct SmallCap Management, L.P.
Issuer and Ticker Symbol: BigBand Networks, Inc. (BBND)
Date of Event Requiring Statement: 08/18/2011

Name: ValueAct SmallCap Management, LLC
Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133
Designated Filer: ValueAct SmallCap Management, L.P.
Issuer and Ticker Symbol: BigBand Networks, Inc. (BBND)
Date of Event Requiring Statement: 08/18/2011

Name: David Lockwood
Address: 435 Pacific Avenue, Fourth Floor, San Francisco, CA 94133
Designated Filer: ValueAct SmallCap Management, L.P.
Issuer and Ticker Symbol: BigBand Networks, Inc. (BBND)
Date of Event Requiring Statement: 08/18/2011

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
ValueAct SmallCap Management, L.P. 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133		X		See Remarks
ValueAct SmallCap Master Fund, L.P. 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133		X		See Remarks
VA SmallCap Partners, LLC 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133		X		See Remarks
ValueAct SmallCap Management, LLC 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133		X		See Remarks
Lockwood David James 435 PACIFIC AVENUE 4TH FLOOR SAN FRANCISCO, CA 94133		X		See Remarks

Signatures
VALUEACT SMALLCAP MANAGEMENT, L.P., By: VALUEACT SMALLCAP MANAGEMENT, LLC, its General Partner, By: /s/ David Lockwood, Managing Member		8/22/2011
^** Signature of Reporting Person		Date
VA SMALLCAP PARTNERS, LLC, By: /s/ David Lockwood, Managing Member		8/22/2011
^** Signature of Reporting Person		Date
VALUEACT SMALLCAP MASTER FUND, L.P., By: VA SMALLCAP PARTNERS, LLC, its General Partner, By: /s/ David Lockwood, Managing Member		8/22/2011
^** Signature of Reporting Person		Date
VALUEACT SMALLCAP MANAGEMENT, LLC, By: /s/ David Lockwood, Managing Member		8/22/2011
^** Signature of Reporting Person		Date
/s/ David Lockwood, Managing Member		8/22/2011
^** 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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