UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): 01/11/2010 ~~November 3, 2009~~

OpenTV Corp.

(Exact name of registrant as specified in its charter)

British Virgin Islands		001-15473		98-0212376
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Commission File Number: 001-15473

275 Sacramento Street, San Francisco, California		94111
British Virgin Islands		98-0212376
(Address of principal executive offices)		(Zip Code)
(State or other jurisdiction of		(IRS Employer
incorporation)		Identification No.)

~~Registrant’s~~ 275 ~~telephone~~Sacramento ~~number, including area code: (415) 962-5000~~ Street

San Francisco, CA 94111

(Address of principal executive offices, including zip code)

415-962-5000

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

¨ Item ~~Soliciting~~5.02. Departure ~~material~~of ~~pursuant~~Directors toor ~~Rule~~Certain ~~14a-12~~Officers; ~~under~~Election ~~the~~of ~~Exchange~~Directors; ~~Act~~Appointment ~~(17~~of ~~CFR~~Certain ~~240.14a-12)~~Officers; Compensatory Arrangements of Certain Officers

¨ On ~~Pre-commencement~~January ~~communications~~11, ~~pursuant~~2010, Paul Auvil was appointed to ~~Rule~~serve ~~14d-2~~on the board of directors (bthe "Board") ~~under~~of OpenTV Corp. (the "Company") and as chairman of the audit committee of the Board. The Board has determined that Mr. Auvil qualifies as an independent director, as determined in accordance with the listing standards of The NASDAQ Stock Market and the applicable rules and regulations adopted by the Securities and Exchange ~~Act~~Commission. As ~~(17~~a ~~CFR~~result ~~240~~of Mr.~~14d-2~~ Auvil's appointment, the Company has regained compliance with NASDAQ Listing Rule 5605(bc)(2)(A), which requires listed companies to maintain an audit committee comprised of at least three independent directors.

~~¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))~~ SIGNATURES

Item 2.02. Results of Operations and Financial Condition.

On November 3, 2009, OpenTV Corp. (the “Company”) issued a press release (the “Press Release”) in which the Company announced its financial results for the quarter ended September 30, 2009. The Company also conducted a conference call (the “Conference Call”) on November 3, 2009 to discuss the Company’s financial results for the quarter ended September 30, 2009.

This Form 8-K, the Press Release attached hereto as Exhibit 99.1 and the transcript of the prepared remarks for the Conference Call attached hereto as Exhibit 99.2 are being furnished to the Securities and Exchange Commission under Item 2.02 of Form 8-K.

The information in this report, including the exhibits hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibits shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(a) Not Applicable

(b) Not Applicable

(d) Exhibits.

Exhibit		Description
99.1		Press Release issued November 3, 2009 by the Company.
99.2		Transcript of prepared remarks for the Conference Call conducted by the Company on November 3, 2009 discussing financial results for the quarter ended September 30, 2009.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 4, 2009	OPENTV CORP.
				OpenTV Corp.
	By:	/s/ SHUM MUKHERJEE
Date: January 13, 2010			By:	/s/ Nigel (Ben) Bennett
	Name:	Shum Mukherjee
				Nigel (Ben) Bennett
	Title:	Chief Financial Officer
				Chief Executive Officer

EXHIBIT INDEX

Exhibit		Description
99.1		Press Release issued November 3, 2009 by the Company.
99.2		Transcript of prepared remarks for the Conference Call conducted by the Company on November 3, 2009 discussing financial results for the quarter ended September 30, 2009.

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