8-K

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: November 20, 2003

(Date of earliest event reported)

TIVO INC.

(exact name of registrant as specified in its charter)

Delaware	000-27141	77-0463167
(State or other jurisdiction of incorporation or organization)	Commission File:	(I.R.S. Employer Identification No.)

2160 Gold Street

P.O. Box 2160

Alviso, California 95002

(Address of Principal executive offices, including zip code)

(408) 519-9100

(Registrant’s telephone number, including area code)

ITEM 7. FINANCIAL STATEMENT, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(c) Exhibits

Exhibit Number	Description
99.1	Press Release of TiVo Inc. dated November 20, 2003.

ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On November 20, 2003, TiVo Inc. issued a press release announcing its financial results for the third quarter ended October 31, 2003. A copy of the press release is furnished as Exhibit 99.1 to this report.

This information and the information contained in the press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the company, whether made before or after the date of this current report, regardless of any general incorporation language in the filing.

SIGNATURES

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.

	TIVO INC.
Date: November 20, 2003	By:	/s/    David H. Courtney
		David H. Courtney Chief Financial Officer and Executive Vice President Worldwide Operations and Administration (Principal Financial and Accounting Officer)

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release of TiVo Inc. dated November 20, 2003.

EX-99.1

Exhibit 99.1

[LOGO]

Contacts:

Investor Relations: Ed Lockwood (408) 519-9345 ir@tivo.com Public Relations: Scott Sutherland (866) 262-7373 x101 scott@sutherlandgold.com

TiVo Reports Record Subscription and Revenue Growth in Q3;

Raises Guidance for Remainder of Year

Demand for DIRECTV with TiVo, TiVo Series2, and new DVD products yields 209,000 net

subscription additions for the quarter and drives TiVo subscription base to over one million

• Reports record quarterly revenue of $43.3 million, a 73% increase over Q3 of last year

• DIRECTV relationship produces strong results for both companies

• Expects to add over a million subs during next fiscal year

SAN JOSE, CA – November 20, 2003 – TiVo (NASDAQ: TIVO), the creator of and leader in television services for digital video recorders (DVRs), reported today that it added a record 209,000 subscriptions in the third quarter, four and half times the number added in Q3 of last year. TiVo also announced that, due to higher than expected demand, management has increased its guidance for subscription growth in the fourth quarter.

“Today, the DVR category is at an inflection point and demand for TiVo is enabling us to take advantage of this growing momentum,” said Mike Ramsay, CEO of TiVo. “Our total sub base is now over one million and the pace of sub growth moving into the holiday season is at an all time high.”

Net revenues for the third quarter were $43.3 million, a 73% increase over Q3 of last year, and included $22.7 million in service and technology revenues and $24.5 million in hardware revenue. Gross profit for the quarter was $9.0 million, more than double the gross profit from Q3 of last year. Net loss for the quarter was $7.4 million, or $(0.11) per share, less than half the $(0.23) per share net loss from Q3 of last year.

Q3 Subscription Growth More than Four Times Q3 of Last Year; Subscription Base Tops 1 Million

TiVo added approximately 59,000 net new TiVo Service subscriptions in the quarter, nearly double the growth in Q3 of last year. Consumer demand for TiVo Series2 DVR and DVD products was driven by strong retail support, broad availability, a $50 rebate, and increased awareness.

TiVo added approximately 150,000 net new subscriptions through DIRECTV in the quarter, which is growth of nearly 100% over Q2, and nearly 10 times the number of new DIRECTV subscriptions added in Q3 of last year. DIRECTV has increased its focus in driving demand for DIRECTV with TiVo, including increased marketing directed at existing DIRECTV customers.

“The runaway success of DIRECTV with TiVo is clearly having a positive impact for both companies. This partnership is working well, driving new sub growth, lowering churn and increasing revenue for DIRECTV,” continued Ramsay.

Management Raises Guidance for Q4

TiVo management announced it now expects to add 325,000 to 375,000 net new subscriptions in the quarter ending January 31, 2004, ending the quarter with up to 1,377,000 subscriptions. This represents an increase over management’s prior guidance of up to 1,274,000 subscriptions at quarter end. Management expects that approximately two-thirds of Q4 growth in subscriptions, and approximately 15% of Q4 service revenues, will come from its partnership with DIRECTV.

Fourth Quarter Management Guidance	Quarter ending January 31, 2004
(in millions, except subscription numbers)
Service Revenues	$ 17.5  –  $18.4
Technology Revenues	$2.0  –  $2.1
Service and Technology Revenues	$19.5  –  $20.5
Rebates, Revenue Share, and Other Payments to Channel	$(5.5)  –  $(6.0)
Cost of Service and Technology Revenues	$(7.3)  –  $(7.8)
Hardware Gross Profit	Breakeven
Gross Profit	$6.5  –  $7.5
Research and Development	$(7.3)  –  $(7.6)
Sales and Marketing	$(5.1)  –  $(5.6)
General and Administrative	$(4.3)  –  $(4.5)
Operating Loss	$(8.0)  –  $(11.0)
Total Subscriptions Net Additions	$325,000  –  375,000
Cumulative Subscriptions	1.3 million  –  1.4 million

Management Expects to Grow Subscription Base By 1 Million or More in Next Fiscal Year

TiVo management also provided guidance for the company’s next fiscal year. Management expects to add 1.0 to 1.2 million subscriptions, ending the fiscal year with approximately 2.5 million TiVo subscriptions. Service and technology revenues for the year are expected to be $90 million to $100 million.

Conference Call and Web Cast

TiVo will host a conference call to discuss third quarter financial and operating performance at 2:00 pm PT (5:00 pm ET), today, November 20, 2003. To listen to the discussion, please visit www.tivo.com/ir and click on the link provided for the webcast conference call or dial (719) 457-2679 and use the password 739270. The web cast will be archived and available through November 28, 2003 at www.tivo.com/ir or by calling (719) 457-0820 and entering the conference ID number 739270.

About TiVo

Founded in 1997 with the mission to dramatically improve consumers’ television viewing experiences, TiVo (NASDAQ: TIVO) is the creator of television services for digital video recorders (DVRs). TiVo’s leadership has defined and inspired the entire category, earning the company patents for pioneering inventions associated with DVR software and hardware design. TiVo was the first to deliver on the promise of consumer choice and control over TV viewing, building a loyal and passionate subscription base with over 97% of customers surveyed recommending TiVo to a friend. This enthusiasm has contributed to overwhelming growth over the past year, and TiVo’s total subscription base exceeds 1 million. TiVo is headquartered in San Jose, CA. Additional information can be found at www.tivo.com.

This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to, among other things, TiVo’s business, services, business development, strategy, customers or other factors that may affect future earnings or financial results. Forward-looking statements generally can be identified by the use of forward-looking terminology such as, “believe,” “expect,” “may,” “will,” “intend,” “estimate,” “continue,” or similar expressions or the negative of those terms or expressions. Such statements involve risks and uncertainties, which could cause actual results to vary materially from those expressed in or indicated by the forward-looking statements. Factors that may cause actual results to differ materially include delays in development, competitive service offerings and lack of market acceptance, as well as the “Factors That May Affect Future Operating Results.” More information on potential factors that could affect the Company’s financial results is included from time to time in the Company’s public reports filed with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2003, as amended, and the Quarterly Reports on Form 10-Q for the periods ended April 30, 2003, and July 31, 2003, filed with the Securities and Exchange Commission. We caution you not to place undue reliance on forward-looking statements, which reflect an analysis only and speak only as of the date hereof. TiVo disclaims any obligation to update these forward-looking statements.

TIVO INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

	Three Months Ended						Nine Months Ended
	October 31, 2003			October 31, 2002			October 31, 2003			October 31, 2002
Service revenues	$	16,018		$	10,185		$	42,477		$	27,911
Technology revenues		6,656			2,556			13,671			18,544
Service and Technology revenues		22,674			12,741			56,148			46,455
Hardware sales		24,479			16,220			47,345			31,109
Rebates, revenue share & other payments to channel		(3,897	)		(3,968	)		(5,045	)		(4,568	)
Net revenues		43,256			24,993			98,448			72,996
Cost of service revenues		4,370			3,852			12,453			12,399
Cost of technology revenues		4,464			1,442			11,113			5,924
Cost of hardware sales		25,413			15,588			48,149			30,599
Gross profit		9,009			4,111			26,733			24,074
Research and development		5,432			4,875			16,693			14,395
Sales and marketing		5,704			4,333			14,205			44,152
General and administrative		3,949			3,752			11,788			11,100
Operating loss		(6,076	)		(8,849	)		(15,953	)		(45,573	)
Interest and other income (expense), net		(1,197	)		(2,520	)		(3,552	)		(2,232	)
Preferred stock dividend and accretion								—			(1,665	)
Provision for taxes		(115	)		(150	)		(152	)		(261	)
Net loss attributable to common stock	$	(7,388	)	$	(11,519	)	$	(19,657	)	$	(49,731	)
Net loss per share—basic and diluted	$	(0.11	)	$	(0.23	)	$	(0.30	)	$	(1.02	)
Shares used in per share computation		68,226			51,041			66,027			48,793

TIVO INC

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

	October 31, 2003			January 31, 2003
ASSETS
Cash, cash equivalents and short-term investments	$	61,807		$	44,201
Accounts receivable, net		19,860			7,110
Inventories		9,957			7,273
Prepaid expenses and other		10,649			11,593
Property and equipment, net		9,644			12,143
Total assets	$	111,917		$	82,320
LIABILITIES & STOCKHOLDERS’ DEFICIT
Accounts payable and other current liabilities	$	44,054		$	36,382
Deferred revenue		65,721			62,450
Convertible notes payable, long term (Face Value $20,450)		10,750			8,185
Total stockholders’ deficit		(8,609	)		(24,697	)
Liabilities & stockholders’ deficit	$	111,917		$	82,320

Other Data

(Subscriptions in thousands)	Three Months Ended				Nine Months Ended
	October 31, 2003		October 31, 2002		October 31, 2003		October 31, 2002
TiVo Service Subscriptions Net Additions	59		30		130		75
Service Provider Subscriptions Net Additions	150		16		248		55
Total Subscriptions Net Additions	209		46		378		130
TiVo Service Cumulative Subscriptions	526		321		526		321
Service Provider Cumulative Subscriptions	476		189		476		189
Total Cumulative Subscriptions	1,002		510		1,002		510
% of TiVo Service Cumulative Subscriptions paying recurring fees (excludes DIRECTV subscriptions)	35	%	30	%	35	%	30	%

Notes:

- “TiVo Service Subscriptions” lines refer to standalone TiVo DVRs manufactured by TiVo, Sony, Philips, and others, as well as DVD/TiVo products manufactured by Pioneer and Toshiba.

- “Service Provider Subscriptions” lines refer to integrated DIRECTV satellite receivers with TiVo, including those manufactured by Samsung, Hughes, Philips, RCA, Sony, and others.