(d) On June 24, 2009, our Board of Directors elected J. Heidi Roizen to become a member of the Board. In connection with Ms. Roizen's election, the Board determined that Ms. Roizen shall serve as a non-employee, independent member of our Board and she is expected to serve as a member of the Board's Compensation Committee commencing after TiVo's 2009 Annual Meeting of Stockholders. With the election of Ms. Roizen to the Company's Board, the Board now has a total of 10 members, of which 9 serve as non-employee, independent directors.

As a new non-employee director, Ms. Roizen shall receive 25,000 stock options, which shall vest 1/48 per month over four years, and 8,300 shares of restricted stock, which shall vest 25% annually on the grant anniversary over four years, each with a grant date of June 24, 2009.

The Company's press release announcing Ms. Roizen election to the Board is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 7.01.

The information in Item 7.01 of this Current Report and the information incorporated by reference into this Item 7.01 from the press release attached as Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 7.01 of this Current Report and the information incorporated by reference into this Item 7.01 from the press release attached as Exhibit 99.1 is not incorporated by reference into any filings of the Company made under the Securities Act of 1933, as amended, whether made before or after the date of this Current Report, regardless of any general incorporation language in the filing unless specifically stated so therein.

(d) The following exhibits are included with this Report:

Exhibit No.     Description
99.1            Press release of TiVo Inc., dated June 26, 2009, announcing the
                election of J. Heidi Roizen to TiVo's Board of Directors.