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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0000068505-01-000007.txt : 20010223
<SEC-HEADER>0000068505-01-000007.hdr.sgml : 20010223
ACCESSION NUMBER:		0000068505-01-000007
CONFORMED SUBMISSION TYPE:	SC 13G
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20010214

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			OPENTV CORP
		CENTRAL INDEX KEY:			0001096958
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-COMPUTER PROGRAMMING SERVICES [7371]
		IRS NUMBER:				980212376
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G
		SEC ACT:		
		SEC FILE NUMBER:	005-58285
		FILM NUMBER:		1544589

	BUSINESS ADDRESS:	
		STREET 1:		ABBOTT BUILDING
		STREET 2:		MOUNT STREET TORTOLA
		CITY:			ROAD TOWN COUNTY
		BUSINESS PHONE:		6504295500

	MAIL ADDRESS:	
		STREET 1:		ABBOTT BUILDING
		STREET 2:		MOUNT STREET TORTOLA
		CITY:			ROAD TOWN COUNTRY

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MOTOROLA INC
		CENTRAL INDEX KEY:			0000068505
		STANDARD INDUSTRIAL CLASSIFICATION:	RADIO & TV BROADCASTING & COMMUNICATIONS EQUIPMENT [3663]
		IRS NUMBER:				361115800
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G

	BUSINESS ADDRESS:	
		STREET 1:		1303 E ALGONQUIN RD
		CITY:			SCHAUMBURG
		STATE:			IL
		ZIP:			60196
		BUSINESS PHONE:		8475765000

	MAIL ADDRESS:	
		STREET 1:		1303 EAST ALGONQUIN ROAD
		CITY:			SCHAUMBURG
		STATE:			IL
		ZIP:			60196

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MOTOROLA DELAWARE INC
		DATE OF NAME CHANGE:	19760414
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G
<SEQUENCE>1
<FILENAME>0001.txt
<TEXT>

                               UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                               SCHEDULE 13G
                  Under the Securities Exchange Act of 1934
                             (Amendment No. 1)

                            (Name of Issuer)
                                 OpenTV Corp.

                   Class A Ordinary Shares, no par value
                      (Title of Class of Securities)

                                G6754310
                             (CUSIP Number)

                            December 31, 2000
          (Date of event which requires filing of this statement)

Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

[   ]   Rule 13d-1(b)
[ X ]   Rule 13d-1(c)
[   ]   Rule 13d-1(d)


*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).



13G

1.    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

      Motorola, Inc.

2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*

      (a)
      (b)

3.    SEC USE ONLY

4.    CITIZEN OR PLACE OF ORGANIZATION

      Delaware

NUMBERS OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH


5.    SOLE VOTING POWER

      5,388,650

6.    SHARED VOTING POWER

      0

7.    SOLE DISPOSITIVE POWER

      5,388,650

8.    SHARED DISPOSITIVE POWER

      0

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

      5,388,650

10.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
      SHARES
      [  ]

11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

      14.9%

12.   TYPE OF REPORTING PERSON

      CO


SCHEDULE 13-G

Item 1(a)  Name of Issuer:

           OpenTV Corp. ("OpenTV")

Item 1(b)  Address of Issuer's Principal Executive Offices:

           401 East Middlefield Road
           Mountain View, CA  94043


Item 2(a)  Name of person filing:

           Motorola, Inc. ("Motorola")

Item 2(b)  Address of principal business office, or, if none,
           Residence:

           1303 East Algonquin Road
           Schaumburg, IL 60196

Item 2(c)  Citizenship:

           Delaware Corporation

Item 2(d)  Title of class of securities:

           Class A Ordinary Shares

Item 2(e)  CUSIP number: G6754310

Item 3     If this statement is filed pursuant to Rules 13d-1(b), or
           13d-2(b) or (c), check whether the person filing is a:

           Not applicable.

Item 4     Ownership

           Provide the following information regarding the aggregate
           number and percentage of the class of securities of the
           issuer identified in Item 2(d).

Item 4(a)  Amount beneficially owned:

           5,388,650 (1)(2)

Item 4(b)  Percent of class:

           14.9% (2)(3)


Item 4(c)  Number of shares as to which the person has:

            (i)  sole power to vote or to direct the vote

                 5,388,650

            (ii)  shared power to vote or to direct the vote

                  0(2)

            (iii)  sole power to dispose or to direct the disposition
                   of

                   5,388,650


            (iv)  shared power to dispose or to direct the disposition
                  of

                  0(2)


Item 5     Ownership of five percent or less of a class:

           Not Applicable

Item 6     Ownership of more than five percent on behalf of another
           person:

           Not Applicable

Item 7     Identification and classification of the subsidiary which
           acquired the security being reported on by the parent
           holding company:

           Not Applicable

Item 8     Identification and classification of members of the group:

           Not Applicable

Item 9     Notices of dissolution of group:

           Not Applicable

Item 10    Certification:

By signing below, I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.


                             SIGNATURE


After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true,
complete and correct.



Date:  February 13, 2001          MOTOROLA, INC.


                                  By:  /s/ Carol H. Forsyte
                                Name:  Carol H. Forsyte
                               Title:  Vice President, Corporate and
                                       Securities, Law Department

(1)  Includes 1,481,970 Class A Ordinary Shares of OpenTV that are
subject to exercisable warrants.  Motorola also holds warrants to
purchase an additional 175,000 Class A Ordinary Shares of OpenTV, which
are currently not exercisable.  Also included in these numbers are
121,596 Class B Ordinary Shares of OpenTV.  Class B Ordinary Shares are
convertible into Class A Ordinary Shares on a share for share basis.

(2)  Solely as a result of an Investors Rights Agreement dated as of
October 23, 1999 ("Investors' Rights Agreement") among MIH Limited
(indirectly through its subsidiary OTV Holdings Limited)("MIH"), Sun
Microsystems, Inc. (indirectly through its subsidiary Sun TSI
Subsidiary, Inc.)("SMI"), Liberty Digital, Inc. (indirectly through
its subsidiary LDIG OTV, Inc.)("Liberty Digital"), Motorola (through
its subsidiary General Instrument Corporation) and AOL Time Warner Inc.
("AOL Time Warner") indirectly through its subsidiaries, Time Warner,
Inc. ("Time Warner") (indirectly through Time Warner's subsidiary TWI-
OTV Holdings, Inc.) and American Online, Inc., that includes provisions
relating to the voting and disposition of their shares in certain
circumstances, Motorola may be deemed the beneficial owner of shares
beneficially owned by MIH, SMI and AOL Time Warner.  Motorola disclaims
beneficial ownership of the shares covered by the Investors' Rights
Agreement and beneficially owned by MIH, SMI and AOL Time Warner.

(3)  Calculated pursuant to Rule 13d-3(d).


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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