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


                                  SCHEDULE 13G

                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                               (AMENDMENT NO. 2 )*


                            Akamai Technologies, Inc.
--------------------------------------------------------------------------------
                                (Name of Issuer)

                          Common Stock, $.01 par value
--------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    00971T101
--------------------------------------------------------------------------------
                                 (CUSIP Number)


                                DECEMBER 31, 2001
--------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

     Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

      / /     Rule 13d-1(b)
      / /     Rule 13d-1(c)
      /X/     Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).


                               Page 1 of 5 pages





ITEM 1 (a). NAME OF ISSUER:

            Akamai Technologies, Inc.

ITEM 1 (b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:

            500 Technology Square, Cambridge, MA 02139

ITEM 2 (a). NAME OF PERSON FILING:

            Battery Ventures IV, L.P. ("Battery Ventures"), Battery Partners IV,
            LLC ("Battery Partners"), Battery Investment Partners IV, LLC,
            ("Battery Investment Partners"), Richard D. Frisbie ("Frisbie"),
            Oliver D. Curme ("Curme"), Thomas J. Crotty ("Crotty"), Kenneth P.
            Lawler ("Lawler") and Todd A. Dagres ("Dagres"). Frisbie, Curme,
            Crotty, Lawler and Dagres are the sole member managers of Battery
            Partners, the sole general partner of Battery Ventures. Battery
            Investment Partners invests alongside Battery Ventures in all
            investments made by Battery Ventures. Frisbie is the sole manager of
            Battery Investment Partners.

ITEM 2 (b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:

            The address of the principal business office of each of Battery
            Ventures, Battery Partners, Battery Investment Partners, Frisbie,
            Curme, Crotty, Lawler and Dagres is c/o Battery Ventures, 20 William
            Street, Wellesley, MA 02481.

ITEM 2 (c). CITIZENSHIP:

            Messrs. Frisbie, Curme, Crotty, Lawler and Dagres are United States
            citizens. Battery Ventures is a limited partnership organized under
            the laws of the State of Delaware. Battery Partners and Battery
            Investment Partners are limited liability companies organized under
            the laws of the State of Delaware.

ITEM 2 (d). TITLE OF CLASS OF SECURITIES:

            Common Stock, $.01 par value

ITEM 2 (e). CUSIP NUMBER

            00971T101

ITEM 4.     OWNERSHIP:

            NOT APPLICABLE

ITEM 5.     OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:

            Each Reporting Person has ceased to own beneficially more than 5% of
            the outstanding Common Stock of Akamai Technologies, Inc.


ALL OTHER ITEMS REPORTED ON THE SCHEDULE 13G DATED AS OF FEBRUARY 13, 2001 AND
FILED ON BEHALF OF THE REPORTING PERSONS WITH RESPECT TO THE COMMON STOCK OF
AKAMAI TECHNOLOGIES, INC. REMAIN UNCHANGED.


                               Page 2 of 5 pages






                                    SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.


Dated: February 13, 2002           BATTERY VENTURES IV, L.P.

                                   By:  BATTERY PARTNERS IV, LLC

                                        By: /S/ RICHARD D. FRISBIE
                                           -------------------------------------
                                           Member Manager

                                   BATTERY PARTNERS IV, LLC

                                   By: /S/ RICHARD D. FRISBIE
                                       -----------------------------------------
                                       Member Manager

                                   BATTERY INVESTMENT PARTNERS IV, LLC

                                   By: /S/ RICHARD D. FRISBIE
                                       -----------------------------------------
                                       Manager

                                   /S/ RICHARD D. FRISBIE
                                   ---------------------------------------------
                                   Richard D. Frisbie

                                                     *
                                   ---------------------------------------------
                                   Oliver D. Curme

                                                     *
                                   ---------------------------------------------
                                   Thomas J. Crotty

                                                     *
                                   ---------------------------------------------
                                   Kenneth P. Lawler

                                                     *
                                   ---------------------------------------------
                                   Todd A. Dagres


*By:     /S/ RICHARD D. FRISBIE
      -----------------------------------------------

Name:     RICHARD D. FRISBIE
       ----------------------------------------------
         Attorney-in-Fact

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

     This Schedule 13G was executed by Richard D. Frisbie or Oliver D. Curme
pursuant to Powers of Attorney which are incorporated herein by reference and
copies of which are attached hereto as Exhibit II.


                               Page 3 of 5 pages





                                                                       EXHIBIT I

     Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the
undersigned hereby agree that only one statement containing the information
required on Schedule 13G need be filed with respect to ownership by each of the
undersigned of shares of Common Stock of Akamai Technologies, Inc.

     This Agreement may be executed in any number of counterparts, each of which
shall be deemed an original.

Dated: February 13, 2002             BATTERY VENTURES IV, L.P.

                                     By:  BATTERY PARTNERS IV, LLC

                                            By:   /S/ RICHARD D. FRISBIE
                                               ---------------------------------
                                               Member Manager

                                     BATTERY PARTNERS IV, LLC

                                     By: /S/ RICHARD D. FRISBIE
                                         ---------------------------------------
                                         Member Manager

                                     BATTERY INVESTMENT PARTNERS IV, LLC

                                     By: /S/ RICHARD D. FRISBIE
                                         ---------------------------------------
                                         Manager

                                     /S/ RICHARD D. FRISBIE
                                     -------------------------------------------
                                     Richard D. Frisbie

                                                       *
                                     -------------------------------------------
                                     Oliver D. Curme

                                                       *
                                     -------------------------------------------
                                     Thomas J. Crotty

                                                       *
                                     -------------------------------------------
                                     Kenneth P. Lawler

                                                       *
                                     -------------------------------------------
                                     Todd A. Dagres


*By:     /S/ RICHARD D. FRISBIE
      -----------------------------------------------

Name:  RICHARD D. FRISBIE
     ---------------------------------------------
       Attorney-in-Fact

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

     This Agreement was executed by Richard D. Frisbie or Oliver D. Curme
pursuant to Powers of Attorney which are incorporated herein by reference and
copies of which are attached hereto as Exhibit II.


                               Page 4 of 5 pages





                                                                      EXHIBIT II

                                POWER OF ATTORNEY


     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below hereby constitutes and appoints Oliver D. Curme and Richard D. Frisbie,
and each of them, with full power to act without the other, his true and lawful
attorney-in-fact, with full power of substitution, to sign any and all
instruments, certificates and document that may be necessary, desirable or
appropriate to be executed in his capacity as a general partner of ABF Partners,
L.P., ABF Partners II, L.P., and Battery Partners III, L.P., or in his capacity
as a member manager of Battery Partners IV, LLC, with respect to securities held
by such signatory as a result of his relationship with any of the foregoing
entities or with Battery Ventures, L.P., Battery Ventures II, L.P., Battery
Ventures III, L.P. or Battery Ventures IV, L.P., pursuant to Section 13 or 16 of
the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and any
and all regulations promulgated thereunder, and to file the same, with all
exhibits thereto, and any other documents in connection therewith, with the
Securities and Exchange Commission, and with any other entity when and if such
is mandated by the Exchange Act or by the By-laws of the National Association of
Securities Dealers, Inc., granting unto said attorneys-in-fact full power and
authority to do and perform each and every act and thing necessary, desirable or
appropriate, fully to all intents and purposes as he might or could do in
person, thereby ratifying and confirming all that said attorneys-in-fact, or
their substitutes, may lawfully do or cause to be done by virtue hereof.

     IN WITNESS WHEREOF, this Power of Attorney has been signed as of the 14th
day of February, 1997.


                                  /S/ RICHARD D. FRISBIE
                                  ----------------------------------------------
                                  Richard D. Frisbie

                                  /S/ ROBERT G. BARRETT
                                  ----------------------------------------------
                                  Robert G. Barrett

                                  /S/ HOWARD ANDERSON
                                  ----------------------------------------------
                                  Howard Anderson

                                  /S/ OLIVER D. CURME
                                  ----------------------------------------------
                                  Oliver D. Curme

                                  /S/ THOMAS J. CROTTY
                                  ----------------------------------------------
                                  Thomas J. Crotty

                                  /S/ KENNETH P. LAWLER
                                  ----------------------------------------------
                                  Kenneth P. Lawler

                                  /S/ TODD A. DAGRES
                                  ----------------------------------------------
                                  Todd A. Dagres



                               Page 5 of 5 pages