Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Kato Nancy
 2. Date of Event Requiring Statement (Month/Day/Year)
06/07/2006		 3. Issuer Name and Ticker or Trading Symbol
TIVO INC [tivo]
(Last)
(First)
(Middle)
C/O TIVO, 2160 GOLD STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Human Resources
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

ALVISO, CA 95002		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 7,328 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (right to buy)   (2) 01/19/2015 Common Stock 100,000 (4) $ 4.11 D  
Stock Option (right to buy)   (3) 03/20/2016 Common Stock 45,000 (5) $ 6.71 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kato Nancy
C/O TIVO
2160 GOLD STREET
ALVISO, CA 95002		       SVP, Human Resources  

Signatures

Sheryl Andersen, Attorney-in-Fact for: Nancy Kato 06/09/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Included in these shares are 4,833 shares of unvested restricted stock, which shall vest on 3/20/2007.
(2) These shares were granted on 1/19/2005 and vest 1/48th per month for 48 months.
(3) These shares were granted on 3/20/2006 and vest 1/48th per month for 48 months.
(4) These shares consist of 33,332 shares that are vested and exercisable and 66,668 shares that have not yet vested.
(5) These shares consist of 1,874 shares that are vested and exercisable and 43,126 shares that have not yet vested.

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