SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   ----------

                                  SCHEDULE 13G
                                 (Rule 13d-102)

             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
           TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
                              PURSUANT TO 13d-2(b)
                             (Amendment No. ___)(1)


                       TAKE-TWO INTERACTIVE SOFTWARE, INC.
                                (Name of Issuer)

                     COMMON STOCK, PAR VALUE $.01 PER SHARE
                         (Title of Class of Securities)

                                    874054109
                                 (CUSIP Number)

                                January 25, 1999
              Date of Event Which Requires Filing of this Statement


     Check the  appropriate  box to  designate  the rule  pursuant to which this
Schedule is filed:

     |_| Rule 13d-1(b)
     |X| Rule 13d-1(c)
     |_| Rule 13d-1(d)


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(1) The  remainder  of this  cover  page  shall be  filled  out for a  reporting
person's  initial  filing on this  form with  respect  to the  subject  class of
securities,  and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 (the "Act") or otherwise  subject to the liabilities of that section of the
Act but shall be subject to all other  provisions of the Act  (however,  see the
Notes).


- ------------------- ----------------- CUSIP No. 874054109 13G Page 2 of 5 Pages - ------------------- ----------------- - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY) Peter M. Brant - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)|_| (b)|_| - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - -------------------------------------------------------------------------------- NUMBER OF SHARES 5 SOLE VOTING POWER BENEFICIALLY OWNED BY 1,106,819 EACH ------------------------------------------- PERSON 6 SHARED VOTING POWER REPORTING WITH 1,941,930 ------------------------------------------- 7 SOLE DISPOSITIVE POWER 1,106,819 ------------------------------------------- 8 SHARED DISPOSITIVE POWER 1,941,930 - -------------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,048,749 - -------------------------------------------------------------------------------- 10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* |_| - -------------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 16.6% - -------------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON IN - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 5 Pages

Item 1(a). Name of Issuer: TAKE-TWO INTERACTIVE SOFTWARE, INC. Item 1(b). Address of Issuer's Principal Executive Offices: 575 Broadway New York, NY 10012 Item 2(a). Name of Person Filing: This Schedule 13G is filed on behalf of Peter M. Brant. Item 2(b). Address of Principal Business Office or, if None, Residence: P. O. Box 3443 Greenwich, CT 06830 Item 2(c). Citizenship: Mr. Brant is a United States citizen. Item 2(d). Title of Class of Securities: Common Stock, par value $.01 per share. Item 2(e). CUSIP Number: 874054109 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: (a) - (j): Not applicable. If this statement is filed pursuant to Rule 13d-1(c), check this box. |X| Item 4. Ownership: (a) Amount Beneficially Owned: Upon the dissolution of Bridgehampton Investors, L.P., Mr. Brant and Brant Allen Industries Incentive Profit Sharing Plan (the "Plan"), an employee profit sharing plan for Brant Allen Industries, of which Mr. Brant is President, received 1,106,819 and 1,941,930 shares of Common Stock, respectively, as a pro rata distribution of partnership interests. As a trustee of the Plan, Mr. Brant shares voting and dispositive power with respect to the shares held by the Plan with the other trustees. (b) Percent of Class: 16.6% Page 3 of 5 Pages

(c) Number of shares as to which each person has: (i) sole power to vote or to direct the vote: 1,106,819 (6.0%) (ii) shared power to vote or to direct the vote: 1,941,930 (10.6%) (iii) sole power to dispose or to direct the disposition of: 1,106,819 (6.0%) (iv) shared power to dispose or to direct the disposition of: 1,941,930 (10.6%) Item 5. Ownership of Five Percent or Less of a Class. Not Applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person. Not Applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. Not Applicable. Item 8. Identification and Classification of Members of the Group. Not Applicable. Item 9. Notice of Dissolution of Group. Not Applicable. Item 10. Certification. "By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect." Page 4 of 5 Pages

SIGNATURE After reasonable 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. Date: February 2, 1999 /s/ Peter M. Brant ------------------------ Peter M. Brant Page 5 of 5 Pages