Exhibit 10.5

June 9, 2005

Matt Roberts

Dear Matt:

OpenTable, Inc. (the “Company”) is pleased to offer you employment on the following terms:

I.                                        Position .  You will serve in a regular, full-time capacity as Chief Financial Officer of the Company in San Francisco.  You will report to Thomas Layton, Chief Executive Officer.  By signing this letter of agreement, you represent and warrant to the Company that you are under no contractual commitments inconsistent with your obligations to the Company.

II.                                    Salary .  You will be paid an annual salary of $215,000.00 in semi-monthly installments in accordance with the Company’s standard payroll practices for salaried employees.  Your compensation will be subject to adjustment pursuant to the Company’s employee compensation policies in effect from time to time.

III.                                Stock Options .  Subject to the approval of the Company’s Board of Directors or its Compensation Committee, you will be granted an option to purchase 2,520,000 shares of the Company’s Common Stock (equal to approximately 1% of the currently fully-diluted, outstanding shares) with an exercise price equal to the fair market value of the Company’s Common Stock on the later of the grant date or the day you begin employment.  The option will be subject to the terms and conditions applicable to options granted under the Company’s 2005 Stock Plan, as described in that Plan and the applicable stock option agreement.  You will vest in 25% of the option shares after 12 months of service, and the balance will vest in monthly installments over the next 36 months of service, as described in the applicable stock option agreement.  In the event of a change of control, as further described in the applicable stock option agreement, the Company’s right of repurchase shall immediately lapse with respect to 25% of the remaining unvested shares subject to this option, which shares shall immediately vest and become exercisable.  Further, if, within six (6) months of such change of control, the Employee is terminated or constructively terminated, with “constructive termination&rdqu