SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
TAKE TWO INTERACTIVE SOFTWARE INC
[ TTWO ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
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10% Owner |
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Officer (give title below) |
X |
Other (specify below) |
| See footnote (1) |
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3. Date of Earliest Transaction
(Month/Day/Year)
04/02/2007
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
| X |
Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| + Common Stock, $0.01 par value |
03/29/2007 |
|
J
|
|
0 |
A |
$0
|
5,701,610 |
I
|
See footnote
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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|---|
| 1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
| C/O 72 CUMMINGS POINT ROAD |
|
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
|
|
|
| Remarks: |
|
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Peter Nussbaum, as Authorized Person on behalf of the following: S.A.C. CAPITAL ADVISORS, LLC, S.A.C. CAPITAL MANAGEMENT, LLC, SIGMA CAPITAL MANAGEMENT, LLC, CR INTRINSIC INVESTORS, LLC, STEVEN A. COHEN By: /s/ Peter Nussbaum |
04/02/2007 |
|
** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
Exhibit 99.1 - Form 4 Joint Filer Information
Name: S.A.C. Capital Management, LLC
Address: 540 Madison Avenue, New York NY 10022
Designated Filer: S.A.C. Capital Advisors, LLC
Issuer & Ticker Symbol: Take Two Interactive Software, Inc. ("TTWO")
Date of Event Requiring Statement: April 2, 2007
Name: Sigma Capital Management, LLC
Address: 540 Madison Avenue, New York NY 10022
Designated Filer: S.A.C. Capital Advisors, LLC
Issuer & Ticker Symbol: Take Two Interactive Software, Inc. ("TTWO")
Date of Event Requiring Statement: April 2, 2007
Name: CR Intrinsic Investors, LLC
Address: 72 Cummings Point Road, Stamford CT 06902
Designated Filer: S.A.C. Capital Advisors, LLC
Issuer & Ticker Symbol: Take Two Interactive Software, Inc. ("TTWO")
Date of Event Requiring Statement: April 2, 2007
Name: Steven A. Cohen
Address: 72 Cummings Point Road, Stamford CT 06902
Designated Filer: S.A.C. Capital Advisors, LLC
Issuer & Ticker Symbol: Take Two Interactive Software, Inc. ("TTWO")
Date of Event Requiring Statement: April 2, 2007
Exhibit 99.2 - Explanation of Responses
(1) That certain letter agreement with respect to the Issuer's securities, dated
as of March 4, 2007 and amended as of March 23, 2007, by and among
OppenheimerFunds, Inc., D. E. Shaw Valence Portfolios, L.L.C., Tutor Investment
Corporation, S.A.C. Capital Advisors, LLC ("SAC Advisors") and ZelnickMedia
Corporation terminated pursuant to its terms on April 2, 2007.
(2) S.A.C. Capital Associates, LLC ("SAC Capital Associates"), S.A.C. Meridian
Fund, LLC ("SAC Meridian"), S.A.C. Select Fund, LLC ("SAC Select"), Sigma
Capital Associates, LLC ("Sigma Capital Associates") and CR Intrinsic
Investments, LLC ("CR Intrinsic Investments"), each an Anguillan limited
liability company, each directly own Common Stock of the Issuer. SAC Advisors
and S.A.C. Capital Management, LLC ("SAC Management") are investment managers to
SAC Capital Associates, SAC Meridian and SAC Select; Sigma Capital Management,
LLC ("Sigma Management") is investment manager to Sigma Capital Associates; and
CR Intrinsic Investors, LLC ("CR Intrinsic Investors") is investment manager to
CR Intrinsic Investments.
(3) Pursuant to investment management agreements, (i) each of SAC Advisors and
SAC Management share all investment and voting power with respect to the
securities held by each of SAC Capital Associates, SAC Meridian and SAC Select,
(ii) Sigma Management maintains investment and voting power with respect to the
securities held by Sigma Capital Associates and (iii) CR Intrinsic Investors
maintains investment and voting power with respect to the securities held by CR
Intrinsic Investments. Steven A. Cohen controls each of SAC Advisors, SAC
Management, CR Intrinsic Investors, and Sigma Management. CR Intrinsic
Investments is a wholly owned subsidiary of SAC Capital Associates. In
accordance with Instruction 5(b)(iv), the entire amount of the Issuer's
securities held by SAC Capital Associates, SAC Meridian, SAC Select, Sigma
Capital Associates and CR Intrinsic Investments is reported herein. The
Reporting Persons disclaim any beneficial ownership of any of the Issuer's
securities to which this report relates for purposes of Section 16 of the
Securities Exchange Act of 1934, as amended, except to the extent of its
indirect pecuniary interest therein, and this report shall not be deemed an
admission that any Reporting Person is the beneficial owner of such securities
for purposes of Section 16 or for any other purposes.
