A method of providing video-on-demand content includes receiving a request from a set-top box, and determining the video-on-demand content is not stored locally. The request includes a content identifier for the video-on-demand content. The method further includes identifying a peer likely to have the video-on-demand content, receiving at least a first portion of the video-on-demand content from the peer, and providing the video-on-demand content to the set-top box.