"Our second quarter results further evidence the progress we have achieved in scaling the business and operating the company efficiently in a challenging economy," said Ben Bennett, OpenTV's Chief Executive Officer. "It is an exciting time for OpenTV as digital television continues to evolve and grow worldwide bringing about a new set of challenges and opportunities for the company, particularly as traditional boundaries for consumption of TV and Web-based video content are being redefined. OpenTV will meet these challenges by continuing to make the critical investments in our products and people necessary to deliver sustainable growth for our shareholders."

"We are satisfied with the improvement of the operating performance of OpenTV over the last several quarters, and we are fullycommitted to further investing in the future development of OpenTVwith the aim of sustaining its market leading position in digital TV middleware and advanced advertising," said André Kudelski, OpenTV's Executive Chairman.

Key Operating Measures

  USD Millions                                            Three months ended June 30, 2009   Three months ended June 30, 2008   Change   Six months ended June 30, 2009   Six months ended June 30, 2008   Change    Revenues                                                $27.6m                             $26.8m                             3.0%     $57.0m                           $60.6m                           (5.9)%    Net Income                                              $1.7m                              $0.0m                              $1.7m    $2.9m                            $6.3m                            $(3.4)m   Adjusted EBITDA before unusual items                    $4.0m                              $2.5m                              $1.5m    $8.1m                            $10.1m                           $(2.0)m   Cash, Cash Equivalents and Marketable Debt Securities   $111.3m                            $100.4m                            10.9%    $111.3m                          $100.4m                          10.9%      -------------------------------------------------------------------------------  

Second Quarter 2009 Results

For the quarter ended June 30, 2009, revenues were $27.6 million, compared to $26.8 million for the second quarter of 2008. Royalties and licenses revenues increased 7.1% to $19.5 million. Services and other revenues decreased 5.8% to $8.1 million. Adjusted EBITDA before unusual items, increased to $4.0 million for the quarter ended June 30, 2009, compared to $2.5 million for the second quarter of 2008.

Net income for the second quarter of 2009 was $1.7 million, or $0.01 per share, compared to breakeven results for the second quarter of 2008.

Cash used in operations were $2.6 million in the second quarter of 2009, compared to cash flow from operations of $5.8 million in the comparable 2008 period.

As of June 30, 2009, the Company had a balance of $38.7 million in deferred revenue, compared to $33.2million as of December 31, 2008.

As of June 30, 2009, the Company had cash, cash equivalents and short and long-term marketable debt securities totaling $111.3 million, compared to $102.8 million as of December 31, 2008.

Segment Information

Revenues

In the second quarter of 2009, revenues from the Middleware Solutions segment were $24.8 million, compared to $23.5 million for the same period in the prior year.

In the second quarter of 2009, revenues from the Advertising Solutions segment were $2.8 million, compared to $3.3 million for the same period in the prior year.

Contribution Margin

In the second quarter of 2009, Middleware Solutions' contribution margin was $8.5 million, compared to $8.0 million for the same period in the prior year.

In the second quarter of 2009, Advertising Solutions' contribution margin was $0.2 million, which was consistent with the same period in the prior year.

For the second quarter of 2009, total contribution margin from the Company's operating segments was $8.7 million, compared to $8.2 million in the second quarter of 2008. Unallocated corporate overhead was $4.7 million in the second quarter of 2009, compared to unallocated corporate overhead of $5.7 million in the second quarter of 2008.

Adjusted EBITDA before unusual items and contribution margin are non-GAAP financial measures. Reconciliations of the differences between these non-GAAP financial measures and net income, which is the most directly comparable GAAP financial measure, are included at the end of this press release. Additional information regarding the derivation of Adjusted EBITDA and contribution margin and a statement of the relevance to management of this information and its possible usefulness to investors is also included at the end of this release and on the investor relations page of our Web site located at www.opentv.com.

Summary of Other Recent Announcements

The following is a summary of key press releases issued by the Company during the second quarter of 2009:

OpenTV announced that its Personal Video Recording (PVR) streaming file system was reported as one of the best PVR file systems available today by Seagate® Technology, a world leader in the design, manufacture and marketing of hard disk drives and storage solutions.

OpenTV announced that its next generation advertising campaign management product, EclipsePlus, was selected by Time Warner Cable to manage the cable operator's advertising sales operations across all of its regional operating centers in the continental U.S., which cover more than 12.3 million subscribers, or 97 percent of the operator's total subscriber base.

ARRIS, a global communications technology company, and OpenTV announced a turnkey digital advertising offering for cable and telecommunications operators, which supports the advertising sales, insertion, reporting, campaign management, and related functions necessary for ad sales operations. The solution pairs the ARRIS ConvergeMedia SkyVision Advertising applications suite and OpenTV's Eclipse® campaign management product to provide a world-class end-to-end Digital Program Insertion advertising system.

OpenTV and Sigma Solutions, an industry leader in Advanced IP Service Fulfillment solutions, announced a collaboration to accelerate the deployment of advanced advertising through the development of an integrated solution that is expected to enable television network operators to use subscriber data for addressable ad placement in an on-demand environment.

OpenTV and RGB Networks, the leader in network video processing, developed a joint demonstration that shows how cable television network operators can use the companies' advanced, standards-based advertising capabilities to generate new ad revenues from their video-on-demand services and traditional linear programming.

OpenTV announced that it has launched an end-to-end middleware solution for Southern Yinshi Network Media Ltd, enabling one of the most comprehensive digital cable offerings in China. Southern Yinshi is a subsidiary of Southern Media Corporation, one of China's leading broadcasting groups.

Conference Call Details

OpenTV will conduct a conference call to discuss the Company's financial results for the quarter ended June 30, 2009. The details of the call are as follows:

                                                                                        Date and Time:                   Thursday, August 6, 2009, at 5:00pm ET / 2:00pm PT   Dial-in Number US:               866.831.6243                                         Dial-in Number International:    617.213.8855                                         Passcode:                        81 60 50 65                                          Participants:                    Ben Bennett, Chief Executive Officer                                                  Shum Mukherjee, Chief Financial Officer                                               Mark Beariault, General Counsel                       -------------------------------------------------------------------------------  

The Company will also make available on the Investor Relations section of its Web site a slide presentation in PDF format containing additional information about the Company that may be discussed on the conference call.

The conference call replay will be available from August 6, 2009 at 5:00pm PT / 8:00pm ET through August 13, 2009 at 11:59pm PT / 2:59am ET (next day).

  Replay Number US:              888.286.8010   Replay Number International:   617.801.6888   Passcode:                      74 84 59 44     -------------------------------------------------------------------------------  

About Segment Information

Because our business segments reflect the manner in which management reviews our business, they necessarily involve judgments that management believes are reasonable in light of the circumstances under which they are made. These judgments may change over time or may be modified to reflect new facts or circumstances. Segments may also be changed or modified from time to time to reflect technologies and applications that are newly created or that have changed, or other business conditions that evolve, each of which may result in management reassessing specific segments, the elements included therein and the methodologies used to assess segment performance.

Non-GAAP Financial Measures

"EBITDA" is an acronym for earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA, as used in this release, removes from EBITDA the effects of amortization of intangible assets, share-based compensation expense, other income and expense, and minority interest. "Adjusted EBITDA before unusual items" removes from Adjusted EBITDA the effects of contract amendments that mitigated potential loss positions and restructuring costs.

"Contribution margin," as used in this release, is defined by the company as segment revenues less related direct or indirect allocable costs, including headcount and headcount-related overhead costs, consulting and subcontractor costs, travel, marketing and network infrastructure and bandwidth costs. Contribution margin excludes unallocated corporate support, interest, taxes, depreciation and amortization, amortization of intangible assets, share-based compensation, impairment of goodwill, impairment of intangibles, other income, noncontrolling interest, restructuring provisions, and unusual items such as contract amendments that mitigated potential loss positions. These exclusions reflect costs not considered directly allocable to individual business segments and result in a definition of contribution margin that does not take into account the substantial cost of doing business.

Management believes that "Adjusted EBITDA before unusual items" and "contribution margin" are relevant and useful measures, when considered in conjunction with the comparable GAAP measures, for use by investors in evaluating the operational performance of the company. They are some of the principal measures used by OpenTV's management to assess the financial performance of its business. OpenTV's management believes that both Adjusted EBITDA before unusual items and contribution margin provide meaningful information because each measure represents a transparent view of OpenTV's recurring operating performance and allows management to readily view operating trends, perform analytical comparisons and benchmarking between segments and identify strategies to improve operating performance. While OpenTV's management may consider Adjusted EBITDA before unusual items and contribution margin to be important measures of comparative operating performance, they should be considered in addition to, but not as a substitute for, profit from operations, net income, cash flow and other measures of financial performance prepared in accordance with accounting principles generally accepted in the United States that are presented in the financial statements included in this press release. Additionally, OpenTV's calculation of Adjusted EBITDA before unusual items and contribution margin may be different from the calculation used by other companies and, therefore, comparability may be affected. OpenTV reconciles Adjusted EBITDA before unusual items and each reported segment's contribution margin to its consolidated net income as presented in the accompanying financial statements, because OpenTV believes consolidated net income is the most directly comparable financial measure presented in accordance with GAAP.

While OpenTV believes that the presentation of non-GAAP financial measures contained in this press release complies with the rules and guidance of the SEC, it can give no assurance that it will be able to provide the same or comparable measures in future press releases or announcements. OpenTV may, in the future, present non-GAAP financial measures other than "Adjusted EBITDA before unusual items," "Adjusted EBITDA" and "contribution margin" that it believes may be useful to investors. Any such determinations will be made with the intention of providing the most useful information to investors and will reflect the information used by OpenTV's management in assessing its business, which may change from time to time.

Cautionary Language Regarding Forward-Looking Information

This press release contains certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to changes in political, economic, business, competitive, market and regulatory factors. In particular, factors that could cause our actual results to differ include risks related to: delays in the development or introduction of new versions of our products; technical difficulties with networks or operating systems; deterioration of worldwide economic conditions and the potential impact of such conditions on our customer's purchasing and investment decisions; our ability to manage our resources effectively; changes in technologies that affect the television industry; and the protection of our intellectual property rights. These and other risks are more fully described in our periodic reports and registration statements filed with the Securities and Exchange Commission and can be obtained online at the Commission's web site at http://www.sec.gov.