Item 8.01 Other Events.
Online Resources Corporation announced today in a press release that it will be conducting a Special Meeting of Stockholders ("2009 Special Meeting") on Tuesday, November 24, 2009. The purpose of the meeting is to vote to approve the amendments to the Amended and Restated 2005 Restricted Stock and Option Plan. Additional information related to the 2009 Special Meeting and Online Resources Corporation is included in the proxy statement filed with the Securities and Exchange Commission on October 29, 2009. Item 9.01 Financial Statements and Exhibits.
Attached as Exhibit 99.1 is the press release, dated October 29, 2009, announcing the filing of our proxy statement and purpose of the 2009 Special Meeting.
Attached as Exhibit 99.2 is the Amended and Restated 2005 Restricted Stock and Option Plan that is marked to show the changes that will be requested at the November 24, 2009 Special Meeting. Insertions are marked as BOLD and deletions are marked with a strikethrough.

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