SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE TO

(RULE 13e-4)

TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1)

OF THE SECURITIES EXCHANGE ACT OF 1934

TESSERA TECHNOLOGIES, INC.

(NAME OF SUBJECT COMPANY (ISSUER) AND FILING PERSON (OFFEROR))

OPTIONS TO PURCHASE COMMON STOCK, PAR VALUE $0.001 PER SHARE

WITH AN EXERCISE PRICE OF AT LEAST $26.08 PER SHARE

(TITLE OF CLASS OF SECURITIES)

88164L100

(CUSIP NUMBER OF CLASS OF SECURITIES)

BERNARD J. CASSIDY

SENIOR VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY

3025 ORCHARD PARKWAY

SAN JOSE, CALIFORNIA 95134

(408) 321-6000

(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE

NOTICES AND COMMUNICATIONS ON BEHALF OF THE FILING PERSON)

COPY TO:

ROBERT A. KOENIG, ESQ.

LATHAM & WATKINS LLP

140 SCOTT DRIVE

MENLO PARK, CALIFORNIA 94025

(650) 328-4600

CALCULATION OF FILING FEE

Amount Previously Paid: Not Applicable

Filing Party: Not Applicable

Form or Registration No.: Not Applicable

Date Filed: Note Applicable

Check the appropriate boxes below to designate any transactions to which the statement relates:

Check the following box if the filing is a final amendment reporting the results of the tender offer:  ¨

If applicable, check the appropriate box(es) below to designate the appropriate rule provision(s) relied upon:

This Tender Offer Statement on Schedule TO (this “Schedule TO”) relates to our offer (the “Offer”) to exchange certain options to purchase shares of our common stock, par value $0.001 per share, having an exercise price of at least $26.08 per share, outstanding under the Fourth Amended and Restated 2003 Equity Incentive Plan (the “2003 Plan”) and held by eligible employees for replacement options to purchase a lesser number of shares of our common stock to be granted under the 2003 Plan (the “Option Exchange”), upon the terms and subject to the conditions set forth in (a) the Offer to Exchange Certain Outstanding Options to Purchase Common Stock for a Number of Replacement Options According to an Exchange Ratio, dated as of June 2, 2009 attached hereto as Exhibit (a)(1)(A) (the “Offer Information Document”), (b) communication to eligible employees dated as of June 2, 2009 and attached hereto as Exhibit (a)(1)(B), (d) the form of communications to certain eligible employees confirming receipt of election forms and reminding eligible employees of the Option Exchange and attached hereto as Exhibits (a)(1)(C) and (D), (e) the election form attached hereto as Exhibit (a)(1)(E), (f) screen shots of the Option Exchange website on Tessera’s intranet attached hereto as Exhibit (a)(1)(F), and (g) the employee presentation materials attached hereto as Exhibit (a)(1)(G). These documents, as may be amended or supplemented from time to time, collectively constitute the “Exchange Offer Materials.” Employees who are eligible to participate in this Offer include all of our employees and employees of our wholly-owned subsidiaries and who continue to provide services to us or our wholly-owned subsidiaries through the completion of the Option Exchange. The number of shares of our common stock to be subject to the replacement options will be based on exchange ratios that vary depending upon the exercise price of the surrendered options. Each option holder that elects to exchange options pursuant to the Option Exchange must submit an election form and will be granted replacement options to purchase that number of shares of common stock determined in accordance with an applicable exchange ratio.

This Schedule TO is intended to satisfy the reporting requirements of Section 13(e) of the Securities Exchange Act of 1934, as amended.

The information in the Exchange Offer Materials, including all schedules and annexes thereto, copies of which are filed with this Schedule TO as Exhibits (a)(1)(A) through (a)(1)(G) attached hereto, are incorporated by reference in answer to Item 1 through Item 11 in this Schedule TO.

Unless the context requires otherwise, references in this Schedule TO to “Tessera,” the “Company,” “we,” “us,” “our,” and “ours” mean Tessera Technologies, Inc. and its subsidiaries.

Item 12. Exhibits.

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SIGNATURE

After due 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.

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EXHIBIT INDEX

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