(d) Effective as of January 8, 2008, the Board of Directors of Openwave Systems Inc., a Delaware corporation (the "Company"), appointed David Nagel to serve as a member of the Company's Board of Directors as a Class III Director. As a new member of the Board of Directors, Mr. Nagel shall be granted (i) a non-qualified stock option to purchase 24,000 shares of the Company's common stock and
(ii) 18,000 shares of restricted stock payable in shares of the Company's common stock, pursuant to the terms of the Company's 1999 Directors' Equity Compensation Plan, the material terms of which are described in the Company's Proxy Statement for the 2008 Annual Meeting of Stockholders. In addition, Mr. Nagel shall be entitled to receive a pro-rated portion (based on the portion of the Company's current fiscal year that Mr. Nagel will serve as a director of the Company) of (i) the annual $25,000 cash retainer payable to non-employee directors of the Company and (ii) the annual cash retainer payable for his service as a member of any committee to which he may be appointed.

A copy of the press release announcing the appointment of Mr. Nagel to the Board of Directors of the Company is attached as Exhibit 99.1 to this Current Report on Form 8-K.

(d) Exhibits

                  Exhibit
                  Number    Description
                  99.1      Press Release dated January 8, 2009.