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CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2011	Mar. 31, 2011
Current assets:
Cash and cash equivalents	$ 269,740	$ 280,359
Accounts receivable, net of allowances of $17,434 and $42,900 at September 30, 2011 and March 31, 2011, respectively	19,572	84,217
Inventory	45,077	24,578
Software development costs and licenses	150,373	131,676
Prepaid taxes and taxes receivable	5,834	8,280
Prepaid expenses and other	55,343	37,493
Total current assets	545,939	566,603
Fixed assets, net	18,107	19,632
Software development costs and licenses, net of current portion	122,676	138,320
Goodwill	225,729	225,170
Other intangibles, net	16,735	17,833
Other assets	2,730	4,101
Total assets	931,916	971,659
Current liabilities:
Accounts payable	90,331	56,153
Accrued expenses and other current liabilities	126,931	158,459
Deferred revenue	17,193	13,434
Liabilities of discontinued operations	1,060	2,842
Total current liabilities	235,515	230,888
Long-term debt	111,299	107,239
Income taxes payable	13,498	12,037
Other long-term liabilities	3,117	2,961
Liabilities of discontinued operations, net of current portion	2,605	3,255
Total liabilities	366,034	356,380
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value, 5,000 shares authorized
Common stock, $.01 par value, 150,000 shares authorized; 86,366 and 86,119 shares issued and outstanding at September 30, 2011 and March 31, 2011, respectively	864	861
Additional paid-in capital	722,406	706,482
Accumulated deficit	(158,607)	(102,523)
Accumulated other comprehensive income	1,219	10,459
Total stockholders' equity	565,882	615,279
Total liabilities and stockholders' equity	$ 931,916	$ 971,659

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands	Sep. 30, 2011	Mar. 31, 2011
CONDENSED CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowances (in dollars)	$ 17,434	$ 42,900
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	5,000	5,000
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	150,000	150,000
Common stock, shares issued	86,366	86,119
Common stock, shares outstanding	86,366	86,119

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Net revenue	$ 107,034	$ 244,972	$ 441,414	$ 620,362
Cost of goods sold	74,703	136,642	285,922	380,688
Gross profit	32,331	108,330	155,492	239,674
Selling and marketing	28,773	46,602	103,456	96,407
General and administrative	25,785	26,620	56,362	52,822
Research and development	15,998	18,074	32,517	34,255
Depreciation and amortization	3,284	4,005	6,529	7,770
Total operating expenses	73,840	95,301	198,864	191,254
Income (loss) from operations	(41,509)	13,029	(43,372)	48,420
Interest and other, net	(4,333)	(1,644)	(8,013)	(6,382)
Income (loss) from continuing operations before income taxes	(45,842)	11,385	(51,385)	42,038
Provision for income taxes	1,419	3,347	4,495	6,638
Income (loss) from continuing operations	(47,261)	8,038	(55,880)	35,400
Loss from discontinued operations, net of taxes	(110)	(4,699)	(204)	(5,747)
Net income (loss)	$ (47,371)	$ 3,339	$ (56,084)	$ 29,653
Earnings (loss) per share:
Continuing operations (in dollars per share)	$ (0.57)	$ 0.09	$ (0.68)	$ 0.41
Discontinued operations (in dollars per share)		(0.05)		(0.06)
Basic earnings (loss) per share (in dollars per share)	(0.57)	0.04	(0.68)	0.35
Continuing operations (in dollars per share)	(0.57)	0.09	(0.68)	0.41
Discontinued operations (in dollars per share)		(0.05)		(0.06)
Diluted earnings (loss) per share (in dollars per share)	$ (0.57)	$ 0.04	$ (0.68)	$ 0.35

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Sep. 30, 2011	Sep. 30, 2010
Operating activities:
Net income (loss)	$ (56,084)	$ 29,653
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities:
Amortization and impairment of software development costs and licenses	84,361	92,409
Depreciation and amortization	6,529	7,770
Loss from discontinued operations	204	5,747
Amortization and impairment of intellectual property	716	1,743
Stock-based compensation	12,660	17,714
Amortization of discount on Convertible Notes	4,060	3,568
Amortization of debt issuance costs	626	626
Other, net	91	(1,033)
Changes in assets and liabilities, net of effect from purchases of businesses:
Accounts receivable	64,645	(30,515)
Inventory	(20,499)	(21,406)
Software development costs and licenses	(87,584)	(83,531)
Prepaid expenses, other current and other non-current assets	(14,734)	(29,691)
Deferred revenue	3,759	2,009
Accounts payable, accrued expenses, income taxes payable and other liabilities	(7,821)	78,251
Net cash used in discontinued operations	(1,161)	(8,067)
Net cash (used in) provided by operating activities	(10,232)	65,247
Investing activities:
Purchase of fixed assets	(4,780)	(5,674)
Settlement of purchase price related to discontinued operations	(1,475)
Cash received from sale of business		3,075
Payments in connection with business combinations, net of cash acquired		(1,000)
Net cash used in investing activities	(6,255)	(3,599)
Financing activities:
Proceeds from exercise of employee stock options	195	87
Net cash provided by financing activities	195	87
Effects of exchange rates on cash and cash equivalents	5,673	(2,754)
Net (decrease) increase in cash and cash equivalents	(10,619)	58,981
Cash and cash equivalents, beginning of year	280,359	145,838
Cash and cash equivalents, end of period	$ 269,740	$ 204,819

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Sep. 30, 2011

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Take-Two Interactive Software, Inc. (the "Company," "we," "us," or similar pronouns) was incorporated in the state of Delaware in 1993. We are a leading developer, marketer and publisher of interactive entertainment for consumers around the globe. The Company develops and publishes products through its two wholly-owned labels Rockstar Games and 2K, which publishes its titles under the 2K Games, 2K Sports and 2K Play brands. Our products are designed for console systems, handheld gaming systems and personal computers, including smart phones and tablets, and are delivered through physical retail, digital download, online platforms and cloud streaming services.

Basis of Presentation

The accompanying Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries and reflect all normal and recurring adjustments necessary for the fair presentation of our financial position, results of operations and cash flows. All material inter-company accounts and transactions have been eliminated in consolidation. The preparation of these Condensed Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in these Condensed Consolidated Financial Statements and accompanying notes. We adhere to the same accounting policies in the preparation of our interim financial statements. As permitted under accounting principles generally accepted in the United States, interim accounting for certain expenses, including income taxes, are based on full year assumptions when appropriate. Actual results could differ materially from those estimates.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"), although we believe that the disclosures are adequate to make the information presented not misleading. These Condensed Consolidated Financial Statements and accompanying notes should be read in conjunction with our annual consolidated financial statements and the notes thereto, included in our Annual Report on Form 10-K for the year ended March 31, 2011.

Discontinued Operations

In February 2010, we completed the sale to SYNNEX Corporation ("Synnex") of our Jack of all Games third party distribution business, which primarily distributed third party interactive entertainment software, hardware and accessories in North America. The financial information of our distribution business has been classified as discontinued operations in the Condensed Consolidated Financial Statements for all of the periods presented. See Note 2 for additional information regarding discontinued operations. Unless otherwise noted, amounts and disclosures throughout the Notes to Unaudited Condensed Consolidated Financial Statements relate to the Company's continuing operations.

Financial Instruments

The carrying amounts of our financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, approximate fair value because of their short maturities. We consider all highly liquid instruments purchased with original maturities of three months or less to be cash equivalents. At September 30, 2011 and March 31, 2011 we had $28,484 and $20,091, respectively, of cash on deposit reported as a component of prepaid expenses and other in the accompanying Condensed Consolidated Balance Sheets because its use was restricted.

The estimated fair value of the Company's Convertible Notes (defined in Note 9) is $108,914 as of September 30, 2011. The fair value was determined using observable market data for the Convertible Notes and its embedded option feature.

We transact business in various foreign currencies and have significant sales and purchase transactions denominated in foreign currencies. From time to time, we use forward exchange contracts to mitigate foreign currency risk associated with foreign currency assets and liabilities consisting primarily of cash balances and certain non-functional currency denominated inter-company funding loans, non-functional currency denominated accounts receivable and non-functional currency denominated accounts payable. We do not enter into derivative financial instruments for trading purposes. We do not designate foreign currency forward contracts as hedging instruments and accordingly, we mark to market our foreign currency forward contracts each period and any gains and losses are recognized in net income (loss). At September 30, 2011, we had forward contracts outstanding to purchase $2,339 of foreign currency in exchange for U.S. dollars and to purchase $53,856 of U.S. dollars in exchange for foreign currencies with maturities of less than one year. The fair value of our foreign currency forward contracts was immaterial as of September 30, 2011. At March 31, 2011, we had forward contracts outstanding to purchase $2,399 of foreign currency in exchange for U.S. dollars and to purchase $35,539 of U.S. dollars in exchange for foreign currencies with maturities of less than one year. The fair value of our foreign currency forward contracts was immaterial as of March 31, 2011. For the three months ended September 30, 2011 and 2010, we recorded a loss of $180 and a loss of $4,369, respectively, related to foreign currency forward contracts in interest and other, net on the Condensed Consolidated Statements of Operations. For the six months ended September 30, 2011 and 2010, we recorded a gain of $237 and a loss of $5,221, respectively, related to foreign currency forward contracts in interest and other, net on the Condensed Consolidated Statements of Operations.

Recently Issued Accounting Pronouncements

Multiple-Deliverable Revenue Arrangements

On April 1, 2011, the Company adopted new guidance related to the accounting for multiple-deliverable revenue arrangements. These new rules amend the existing guidance for separating consideration in multiple-deliverable arrangements and establish a selling price hierarchy for determining the selling price of a deliverable. The adoption of this new guidance did not have any impact on our consolidated financial position, cash flows or results of operations.

Certain Revenue Arrangements That Include Software Elements

On April 1, 2011, the Company adopted new guidance that changes the accounting model for revenue arrangements by excluding tangible products containing both software and non-software components that function together to deliver the product's essential functionality. The adoption of this new guidance did not have any impact on our consolidated financial position, cash flows or results of operations.

Testing Goodwill for Impairment

On September 30, 2011, the Company adopted new guidance related to testing goodwill for impairment effective for the Company's annual impairment test as of August 1, 2011. This new guidance permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit's fair value is less than its carrying value as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. If it is determined through the qualitative assessment that a reporting unit's fair value is more likely than not greater than its carrying value, the remaining impairment steps would be unnecessary. The qualitative assessment is optional, allowing entities to go directly to the quantitative assessment. This new guidance is effective for annual and interim goodwill impairment tests performed in fiscal years beginning after December 15, 2011. However, early adoption is permitted, including for annual and interim goodwill impairment tests performed as of a date before September 15, 2011, if an entity's financial statements for the most recent annual or interim period have not yet been issued. The early adoption of this new guidance did not have any impact on our consolidated financial position, cash flows or results of operations.

Comprehensive Income

In June 2011, new guidance was issued related to the presentation of comprehensive income. The main provisions of the new guidance provide that an entity that reports items of other comprehensive income has the option to present comprehensive income as (i) a single statement that presents the components of net income and total net income, the components of other comprehensive income and total other comprehensive income and a total for comprehensive income or (ii) in two separate but consecutive statements, whereby an entity must present the components of net income and total net income in the first statement and that statement is immediately followed by a financial statement that presents the components of other comprehensive income, a total for other comprehensive income and a total for comprehensive income. The new rules eliminate the option to present the components of other comprehensive income as part of the statement of stockholders' equity. These new rules are to be applied retrospectively and become effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2011 (April 1, 2012 for the Company), with early adoption permitted. We do not expect the adoption of this new guidance to have a material impact on our consolidated financial position, cash flows or results of operations.

DISCONTINUED OPERATIONS

6 Months Ended

Sep. 30, 2011

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS

2. DISCONTINUED OPERATIONS

In February 2010, we completed the sale of our Jack of all Games third party distribution business, which primarily distributed third party interactive entertainment software, hardware and accessories in North America, for approximately $44,000, including $37,250 in cash, subject to purchase price adjustments, and up to an additional $6,750 subject to the achievement of certain items, which were not met. In April 2011, we settled on the purchase adjustments and as a result the purchase price was lowered by $1,475. Consequently, the net purchase price after the settlement was $35,775. The sale has allowed us to focus our resources on our publishing operations. The financial information of our distribution business has been classified as discontinued operations in the Condensed Consolidated Financial Statements for all of the periods presented.

The following is a summary of the results of the discontinued operations:

		Three Months Ended September 30,						Six Months Ended September 30,

		2011			2010			2011			2010
Loss before income taxes		$	(110	)	$	(4,531	)	$	(204	)	$	(5,425	)
Loss on sale			—			—			—			(274	)
Provision for income taxes			—			168			—			48

	Net loss	$	(110	)	$	(4,699	)	$	(204	)	$	(5,747	)

The following is a summary of the liabilities of discontinued operations:

		September 30, 2011		March 31, 2011

Liabilities of discontinued operations:
Current:
Accrued expenses and other current liabilities		$	1,060	$	2,842

	Total current liabilities		1,060		2,842
Other non-current liabilities			2,605		3,255

Total liabilities of discontinued operations		$	3,665	$	6,097

- Definition

The entire disclosure for the facts and circumstances leading to the completed or expected disposal, manner and timing of disposal, the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the segment in which the disposal group was reported, and the classification (whether sold or classified as held for sale) and carrying value of the assets and liabilities comprising the disposal group. Includes all disposal groups, including those classified as components of the entity (discontinued operations).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
-Number 144
-Paragraph 43-48
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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+ Details

MANAGEMENT AGREEMENT

6 Months Ended

Sep. 30, 2011

MANAGEMENT AGREEMENT

MANAGEMENT AGREEMENT

3. MANAGEMENT AGREEMENT

In March 2007, we entered into a management services agreement (as amended, the "Management Agreement") with ZelnickMedia Corporation ("ZelnickMedia"), whereby ZelnickMedia provides us with certain management, consulting and executive level services. Strauss Zelnick, the President of ZelnickMedia, serves as our Executive Chairman and Chief Executive Officer and Karl Slatoff, a partner of ZelnickMedia, serves as our Chief Operating Officer. In May 2011, we entered into a new management agreement (the "New Management Agreement") with ZelnickMedia pursuant to which ZelnickMedia will continue to provide management, consulting and executive level services to the Company through May 2015. As part of the New Management Agreement, Mr. Zelnick serves as Executive Chairman and Chief Executive Officer and Mr. Slatoff serves as Chief Operating Officer. In September 2011, the New Management Agreement, which upon effectiveness, superseded and replaced the Management Agreement was approved by the Company's stockholders at the Company's 2011 Annual Meeting. The New Management Agreement provides for the annual management fee to remain at $2,500, subject to annual increases in the amount of 3% over the term of the agreement, and the maximum annual bonus was increased to $3,500 from $2,500, subject to annual increases in the amount of 3% over the term of the agreement, based on the Company achieving certain performance thresholds. In consideration for ZelnickMedia's services, we recorded consulting expense (a component of general and administrative expenses) of $1,187 and $1,250 for the three months ended September 30, 2011 and 2010, respectively, and $2,125 and $3,021 for the six months ended September 30, 2011 and 2010, respectively.

Pursuant to the Management Agreement, in August 2007, we issued stock options to ZelnickMedia to acquire 2,009,075 shares of our common stock at an exercise price of $14.74 per share, which vested over 36 months and expire 10 years from the date of grant. Each month, we remeasured the fair value of the unvested portion of such options and recorded compensation expense for the difference between total earned compensation at the end of the period and total earned compensation at the beginning of the period. As a result, changes in the price of our common stock impacted compensation expense or benefit recognized from period to period. We recorded stock-based compensation related to this option grant of $584 and $1,565 for the three months and six months ended September 30, 2010, respectively.

In June 2008, pursuant to the Management Agreement, we granted 600,000 shares of restricted stock to ZelnickMedia that vested annually over a three year period and 900,000 shares of market-based restricted stock that vest over a four year period through 2012, provided that the price of our common stock outperforms 75% of the companies in the NASDAQ Industrial Index measured annually on a cumulative basis. For the three months ended September 30, 2011 and 2010, we recorded a benefit of $20 and an expense of $300, respectively, of stock-based compensation (a component of general and administrative expenses) related to these grants of restricted stock. For the six months ended September 30, 2011 and 2010, we recorded an expense of $507 and $385, respectively, of stock-based compensation (a component of general and administrative expenses) related to these grants of restricted stock.

In addition, pursuant to the New Management Agreement, we granted 1,100,000 shares of restricted stock to ZelnickMedia that will vest annually through April 1, 2015 and 1,650,000 shares of market-based restricted stock that vest through April 1, 2015, provided that the price of our common stock outperforms 75% of the companies in the NASDAQ Composite Index measured annually on a cumulative basis. For the three months and six months ended September 30, 2011, we recorded an expense of $332 of stock-based compensation (a component of general and administrative expenses) related to these grants of restricted stock.

FAIR VALUE MEASUREMENTS

6 Months Ended

Sep. 30, 2011

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

4. FAIR VALUE MEASUREMENTS

We follow a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of "observable inputs" and minimize the use of "unobservable inputs." The three levels of inputs used to measure fair value are as follows:

•

Level 1—Quoted prices in active markets for identical assets or liabilities.

•

Level 2—Observable inputs other than quoted prices included in Level 1, such as quoted prices for markets that are not active or other inputs that are observable or can be corroborated by observable market data.

•

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

The table below segregates all assets that are measured at fair value on a recurring basis (which is measured at least annually) into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date.

	September 30, 2011		Quoted prices in active markets for identical assets (level 1)		Significant other observable inputs (level 2)		Significant unobservable inputs (level 3)

Money market funds	$	31,859	$	31,859	$	—	$	—
Bank-time deposits	$	96,619	$	96,619	$	—	$	—

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 133
-Paragraph 44A, 44B
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
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-Name Accounting Standards Codification
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+ Details

COMPREHENSIVE INCOME (LOSS)

6 Months Ended

Sep. 30, 2011

COMPREHENSIVE INCOME (LOSS)

COMPREHENSIVE INCOME (LOSS)

5. COMPREHENSIVE INCOME (LOSS)

Components of comprehensive income (loss) are as follows:

	Three Months Ended September 30,					Six Months Ended September 30,

	2011			2010		2011			2010
Net income (loss)	$	(47,371	)	$	3,339	$	(56,084	)	$	29,653
Foreign currency translation adjustment		(9,508	)		14,395		(9,240	)		7,185

Comprehensive income (loss)	$	(56,879	)	$	17,734	$	(65,324	)	$	36,838

- Definition

The entire disclosure for comprehensive income. Includes, but is not limited to, the following: 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income. Components of comprehensive income include: (1) foreign currency translation adjustments; (2) gains (losses) on foreign currency transactions that are designated as, and are effective as, economic hedges of a net investment in a foreign entity; (3) gains (losses) on intercompany foreign currency transactions that are of a long-term-investment nature, when the entities to the transaction are consolidated, combined, or accounted for by the equity method in the reporting enterprise's financial statements; (4) change in the market value of a futures contract that qualifies as a hedge of an asset reported at fair value; (5) unrealized holding gains (losses) on available-for-sale securities and that resulting from transfers of debt securities from the held-to-maturity category to the available-for-sale category; (6) a net loss recognized as an additional pension liability not yet recognized as net periodic pension cost; and (7) the net gain (loss) and net prior service cost or credit for pension plans and other postretirement benefit plans.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 130
-Paragraph 14-26
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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-Publisher FASB
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+ Details

INVENTORY

6 Months Ended

Sep. 30, 2011

INVENTORY

INVENTORY

6. INVENTORY

Inventory balances by category are as follows:

	September 30, 2011		March 31, 2011

Finished products	$	42,090	$	21,541
Parts and supplies		2,987		3,037

Inventory	$	45,077	$	24,578

Estimated product returns included in inventory at September 30, 2011 and March 31, 2011 were $1,581 and $1,183, respectively.

SOFTWARE DEVELOPMENT COSTS AND LICENSES

6 Months Ended

Sep. 30, 2011

SOFTWARE DEVELOPMENT COSTS AND LICENSES

SOFTWARE DEVELOPMENT COSTS AND LICENSES

7. SOFTWARE DEVELOPMENT COSTS AND LICENSES

Details of our capitalized software development costs and licenses are as follows:

	September 30, 2011				March 31, 2011

	Current		Non-current		Current		Non-current
Software development costs, internally developed	$	96,248	$	102,784	$	65,297	$	100,251
Software development costs, externally developed		52,677		19,892		65,292		38,069
Licenses		1,448		—		1,087		—

Software development costs and licenses	$	150,373	$	122,676	$	131,676	$	138,320

Software development costs and licenses as of September 30, 2011 and March 31, 2011 included $260,086 and $263,082, respectively, related to titles that have not been released.

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

6 Months Ended

Sep. 30, 2011

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

8. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consist of the following:

	September 30, 2011		March 31, 2011

Software development royalties	$	52,570	$	63,720
Compensation and benefits		14,880		19,699
Licenses		11,454		28,488
Income tax payable and deferred tax liability		10,603		12,481
Marketing and promotions		8,580		8,238
Rent and deferred rent obligations		5,670		5,006
Deferred consideration for acquisitions		5,289		2,500
Professional fees		3,831		4,093
Other		14,054		14,234

Accrued expenses and other current liabilities	$	126,931	$	158,459

LONG-TERM DEBT

6 Months Ended

Sep. 30, 2011

LONG-TERM DEBT

LONG-TERM DEBT

9. LONG-TERM DEBT

Credit Agreement

In July 2007, we entered into a Credit Agreement (the "Existing Credit Agreement") which provided for borrowings of up to $140,000 and was secured by substantially all of our assets and the equity of our subsidiaries. Revolving loans under the Existing Credit Agreement bore interest at our election of (a) 2.00% to 2.50% above a certain base rate with a minimum 6.00% base rate (8.00% at September 30, 2011), or (b) 3.25% to 3.75% above the LIBOR Rate with a minimum 4.00% LIBOR Rate (7.25% at September 30, 2011), with the margin rate subject to the achievement of certain average liquidity levels. We were also required to pay a monthly fee on the unused available balance, ranging from 0.25% to 0.75%. We had no outstanding borrowings at September 30, 2011 and March 31, 2011.

Information related to availability on our Existing Credit Agreement is as follows:

	September 30, 2011		March 31, 2011

Available borrowings	$	62,216	$	115,503
Outstanding letters of credit		1,664		1,664

We recorded interest expense and fees related to the Existing Credit Agreement of $439 and $441 for the three months ended September 30, 2011 and 2010, respectively, and $875 and $897 for the six months ended September 30, 2011 and 2010, respectively.

The Existing Credit Agreement contained covenants that substantially limited us and our subsidiaries' ability to: create, incur, assume or be liable for indebtedness; dispose of assets outside the ordinary course of business; acquire, merge or consolidate with or into another person or entity; create, incur or allow any lien on any of their respective properties; make investments; or pay dividends or make distributions (each subject to certain limitations). In addition, the Existing Credit Agreement provided for certain events of default such as nonpayment of principal and interest, breaches of representations and warranties, noncompliance with covenants, acts of insolvency, default on indebtedness held by third parties and default on certain material contracts (subject to certain limitations and cure periods). The Existing Credit Agreement also contained a requirement that we maintain an interest coverage ratio of more than one to one for the trailing twelve month period, if the liquidity of our domestic operations falls below $30,000 (including available borrowings under the credit facility), based on a 30-day average. As of September 30, 2011, we were in compliance with all covenants and requirements outlined in the Existing Credit Agreement.

In October 2011, we amended the Existing Credit Agreement by entering into a Second Amended and Restated Credit Agreement (the "Credit Agreement") which provides for borrowings of up to $100,000, which may be increased by up to $40,000 pursuant to the terms of the Credit Agreement, and is secured by substantially all of our assets and the equity of our subsidiaries. The Credit Agreement expires on October 17, 2016. Revolving loans under the Credit Agreement bear interest at our election of (a) 1.50% to 2.00% above a certain base rate, or (b) 2.50% to 3.00% above the LIBOR Rate, with the margin rate subject to the achievement of certain average liquidity levels. We are also required to pay a monthly fee on the unused available balance, ranging from 0.375% to 0.50% based on availability.

The Credit Agreement contains covenants that substantially limit us and our subsidiaries' ability to: create, incur, assume or be liable for indebtedness; dispose of assets outside the ordinary course of business; acquire, merge or consolidate with or into another person or entity; create, incur or allow any lien on any of their respective properties; make investments; or pay dividends or make distributions (each subject to certain limitations); or optionally prepay any indebtedness (subject to certain exceptions, including an exception permitting the redemption of the Company's unsecured convertible senior notes ("Convertible Notes") upon the meeting of certain minimum liquidity requirements). In addition, the Credit Agreement provides for certain events of default such as nonpayment of principal and interest, breaches of representations and warranties, noncompliance with covenants, acts of insolvency, default on indebtedness held by third parties and default on certain material contracts (subject to certain limitations and cure periods). The Credit Agreement also contains a requirement that we maintain an interest coverage ratio of more than one to one for the trailing twelve month period, if the liquidity of our domestic operations falls below $30,000 (including available borrowings under the credit facility), based on a 30-day average period preceding the last day of any fiscal quarter.

Convertible Notes

In June 2009, we issued $138,000 aggregate principal amount of 4.375% Convertible Notes due 2014. The issuance of the Convertible Notes included $18,000 related to the exercise of an over-allotment option by the underwriters. Interest on the Convertible Notes is payable semi-annually in arrears on June 1^st and December 1^st of each year, and commenced on December 1, 2009. The Convertible Notes mature on June 1, 2014, unless earlier redeemed or repurchased by the Company or converted.

The Convertible Notes are convertible at an initial conversion rate of 93.6768 shares of our common stock per $1 principal amount of Convertible Notes (representing an initial conversion price of approximately $10.675 per share of common stock for a total of approximately 12,927,000 underlying conversion shares) subject to adjustment in certain circumstances. Holders may convert the Convertible Notes at their option prior to the close of business on the business day immediately preceding December 1, 2013 only under the following circumstances: (1) during any fiscal quarter commencing after July 31, 2009, if the last reported sale price of the common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the preceding fiscal quarter is greater than or equal to 130% of the applicable conversion price on each applicable trading day; (2) during the five business day period after any 10 consecutive trading day period (the "measurement period") in which the trading price per $1 principal amount of Convertible Notes for each day of that measurement period was less than 98% of the product of the last reported sale price of our common stock and the applicable conversion rate on each such day; (3) if we call the Convertible Notes for redemption, at any time prior to the close of business on the third scheduled trading day prior to the redemption date; or (4) upon the occurrence of specified corporate events. On and after December 1, 2013 until the close of business on the third scheduled trading day immediately preceding the maturity date, holders may convert their Convertible Notes at any time, regardless of the foregoing circumstances. Upon conversion, the Convertible Notes may be settled, at our election, in cash, shares of our common stock, or a combination of cash and shares of the Company's common stock.

At any time on or after June 5, 2012, the Company may redeem all of the outstanding Convertible Notes for cash, but only if the last reported sale of our common stock for 20 or more trading days in a period of 30 consecutive trading days ending on the trading day prior to the date we provide notice of redemption to holders of the Convertible Notes exceeds 150% of the conversion price in effect on each such trading day. The redemption price will equal 100% of the principal amount of the Convertible Notes to be redeemed, plus all accrued and unpaid interest (including additional interest, if any) to, but excluding, the redemption date.

Upon the occurrence of certain fundamental changes involving the Company, holders of the Convertible Notes may require us to purchase all or a portion of their Convertible Notes for cash at a price equal to 100% of the principal amount of the notes to be purchased, plus accrued and unpaid interest (including additional interest, if any) to, but excluding, the fundamental change purchase date.

The indenture governing the Convertible Notes contains customary terms and covenants and events of default. If an event of default (as defined therein) occurs and is continuing, the Trustee by notice to the Company, or the holders of at least 25% in aggregate principal amount of the Convertible Notes then outstanding by notice to the Company and the Trustee, may, and the Trustee at the request of such holders shall, declare 100% of the principal of and accrued and unpaid interest (including additional interest, if any) on all the Convertible Notes to be due and payable. In the case of an event of default arising out of certain bankruptcy events, 100% of the principal of and accrued and unpaid interest (including additional interest, if any), on the Convertible Notes will automatically become due and payable immediately. As of September 30, 2011, we were in compliance with all covenants and requirements outlined in the indenture governing the Convertible Notes.

The Convertible Notes are senior unsecured obligations and rank senior in right of payment to our existing and future indebtedness that may be expressly subordinated in right of payment to the Convertible Notes; equal in right of payment to our existing and future indebtedness that is not so subordinated; junior in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and future indebtedness incurred by our subsidiaries.

In connection with the offering of the Convertible Notes, we entered into convertible note hedge transactions which are expected to reduce the potential dilution to our common stock upon conversion of the Convertible Notes. The convertible note hedge transactions allow the Company to receive shares of its common stock related to the excess conversion value that it would convey to the holders of the Convertible Notes upon conversion. The transactions include options to purchase approximately 12,927,000 shares of common stock at $10.675 per share, expiring on June 1, 2014, for a total cost of approximately $43,600, which was charged to additional paid-in capital.

Separately, the Company entered into a warrant transaction with a strike price of $14.945 per share. The warrants will be net share settled and will cover approximately 12,927,000 shares of the Company's common stock and expire on August 30, 2014, for total proceeds of approximately $26,300, which was credited to additional paid-in capital.

A portion of the net proceeds from the Convertible Notes offering was used to pay the net cost of the convertible note hedge transactions (after such cost was partially offset by proceeds from the sale of the warrants). We recorded approximately $3,410 of banking, legal and accounting fees related to the issuance of the Convertible Notes which were capitalized as debt issuance costs and will be amortized to interest and other, net over the term of the Convertible Notes.

The following table provides additional information related to our Convertible Notes:

	September 30, 2011		March 31, 2011

Principal amount of Convertible Notes	$	138,000	$	138,000
Unamortized discount of the liability component		26,701		30,761

Net carrying amount of Convertible Notes	$	111,299	$	107,239

Carrying amount of debt issuance costs	$	1,820	$	2,161

The following table provides the components of interest expense related to our Convertible Notes:

	Three Months Ended September 30,				Six Months Ended September 30,

	2011		2010		2011		2010
Cash interest expense (coupon interest expense)	$	1,509	$	1,509	$	3,018	$	2,985
Non-cash amortization of discount on Convertible Notes		2,063		1,813		4,060		3,568
Amortization of debt issuance costs		170		170		341		341

Total interest expense related to Convertible Notes	$	3,742	$	3,492	$	7,419	$	6,894

LEGAL AND OTHER PROCEEDINGS

6 Months Ended

Sep. 30, 2011

LEGAL AND OTHER PROCEEDINGS

LEGAL AND OTHER PROCEEDINGS

10. LEGAL AND OTHER PROCEEDINGS

Various lawsuits, claims, proceedings and investigations are pending involving us and certain of our subsidiaries, certain of which are described below in this section. Depending on the amount and the timing, an unfavorable resolution of some or all of these matters could materially affect our business or financial statements. We have appropriately accrued amounts related to certain legal and other proceedings discussed below. While it is reasonably possible that a loss may be incurred in excess of the amounts accrued in our financial statements, we believe that such losses, unless otherwise disclosed, would not be material. In addition to the matters described herein, we are, or may become, involved in routine litigation in the ordinary course of business which we do not believe to be material to our business or financial statements.

Wilamowsky v. Take-Two et al. On September 29, 2010, an individual claiming to be a shareholder of Take-Two filed a Complaint in the United States District Court for the Southern District of New York (the "SDNY Court") against the Company, its former Chief Executive Officer, and three former directors. Wilamowsky alleged that he sold short shares of Take-Two stock between March 2004 and July 2006, and as a result of alleged misstatements regarding stock options backdating, the Company's stock price remained at artificially high levels during that period. Wilamowsky claims he was therefore forced to cover his short sales with purchases of Take-Two stock at prices that were higher than the true value of those shares. The Complaint alleges against all defendants violations of §10(b) of the Exchange Act and Rule 10b-5, breaches of fiduciary duty and unjust enrichment. In addition, the Complaint alleges violations §20(a) of the Exchange Act against our former Chief Executive Officer. Wilamowsky's claims arise from the same allegations of stock options backdating that were alleged in In re Take-Two Interactive Securities Litigation, a class action that was previously settled and dismissed on October 19, 2010, and from which settlement Wilamowsky, as a short seller, was excluded.

On November 17, 2010, the Company and the individual defendants sought leave to file motions to dismiss all of Wilamowsky's claims, in accordance with the presiding judge's individual rules. A pre-motion hearing to address defendants' request was held on December 14, 2010, at which the requested leave was granted, and on January 14, 2011 defendants filed their motions. The matter was fully briefed as of January 28, 2011. On September 30, 2011, the SDNY Court granted the Company's and the individual defendants' motions to dismiss, dismissing all of Plaintiff's claims with prejudice.

EARNINGS (LOSS) PER SHARE ("EPS")

6 Months Ended

Sep. 30, 2011

EARNINGS (LOSS) PER SHARE ("EPS")

EARNINGS (LOSS) PER SHARE ("EPS")

11. EARNINGS (LOSS) PER SHARE ("EPS")

The following table sets forth the computation of basic and diluted EPS (shares in thousands):

			Three Months Ended September 30,						Six Months Ended September 30,

			2011			2010			2011			2010
Computation of Basic EPS:
	Net income (loss)		$	(47,371	)	$	3,339		$	(56,084	)	$	29,653
	Less: net income allocated to participating securities			—			(226	)		—			(2,069	)

		Net income (loss) for basic EPS calculation	$	(47,371	)	$	3,113		$	(56,084	)	$	27,584

	Total weighted average shares outstanding—basic			82,940			85,580			82,722			85,534
	Less: weighted average participating shares outstanding			—			(5,786	)		—			(5,968	)

		Weighted average common shares outstanding—basic		82,940			79,794			82,722			79,566

		Basic EPS	$	(0.57	)	$	0.04		$	(0.68	)	$	0.35

Computation of Diluted EPS:
	Net income (loss)		$	(47,371	)	$	3,339		$	(56,084	)	$	29,653
	Less: net income allocated to participating securities			—			(226	)		—			(2,069	)

		Net income (loss) for diluted EPS calculation	$	(47,371	)	$	3,113		$	(56,084	)	$	27,584

	Weighted average common shares outstanding—basic			82,940			79,794			82,722			79,566
	Add: dilutive effect of common stock equivalents			—			—			—			—

		Weighted average common shares outstanding—diluted		82,940			79,794			82,722			79,566

		Diluted EPS	$	(0.57	)	$	0.04		$	(0.68	)	$	0.35

The Company incurred a net loss for the three and six months ended September 30, 2011; therefore, the basic and diluted weighted average shares outstanding exclude the impact of unvested share-based awards that are considered participating restricted stock and all common stock equivalents because their impact would be antidilutive.

Our unvested restricted stock rights (including restricted stock units, time-based and market-based restricted stock awards) are considered participating restricted stock since these securities have non-forfeitable rights to dividends or dividend equivalents during the contractual period of the award, and thus require the two-class method of computing EPS. The calculation of EPS for common stock shown above excludes the income attributable to the unvested restricted stock rights from the numerator and excludes the dilutive impact of those awards from the denominator. For the three and six months ended September 30, 2011, we had 4,651,000 of unvested share-based awards that are considered participating restricted stock which are excluded due to the net loss for those periods.

The Company defines common stock equivalents as unexercised stock options, common stock equivalents underlying the Convertible Notes (see Note 9) and warrants outstanding during the period. Common stock equivalents are measured using the treasury stock method, except for the Convertible Notes, which are assessed for their impact on diluted EPS using the more dilutive of the treasury stock method or the if-converted method. Under the provisions of the if-converted method, the Convertible Notes are assumed to be converted and included in the denominator of the EPS calculation and the interest expense, net of tax, recorded in connection with the Convertible Notes is added back to the numerator.

In connection with the issuance of our Convertible Notes in June 2009, the Company purchased convertible note hedges (see Note 9) which were excluded from the calculation of diluted EPS because their impact is always considered antidilutive since the call option would be exercised by the Company when the exercise price is lower than the market price. Also in connection with the issuance of our Convertible Notes, the Company entered into warrant transactions (see Note 9). For the three months and six months ended September 30, 2010, the Company excluded the warrants outstanding from its diluted EPS because the warrants' strike price of $14.945 was greater than the average market price of our common stock.

Other common stock equivalents excluded from the diluted EPS calculation were unexercised stock option awards of approximately 2,299,000 for the three and six months ended September 30, 2011 because their effect would be antidilutive. For the three and six months ended September 30, 2010, the Company excluded from its diluted EPS calculation approximately 2,475,000 of common stock equivalents which were antidilutive because the common stock equivalents' exercise prices exceeded the average fair market value of the Company's common stock.

For the three and six months ended September 30, 2011, we issued approximately 68,000 and 144,000 shares, respectively, of common stock in connection with restricted stock awards. During the three and six months ended September 30, 2011, we canceled 58,000 and 108,000 shares, respectively, of unvested restricted stock awards.

SEGMENT AND GEOGRAPHIC INFORMATION

6 Months Ended

Sep. 30, 2011

SEGMENT AND GEOGRAPHIC INFORMATION

SEGMENT AND GEOGRAPHIC INFORMATION

12. SEGMENT AND GEOGRAPHIC INFORMATION

We operate in one reportable segment in which we are a publisher of interactive software games designed for video game consoles, personal computers, handheld devices and digital distribution. Our reporting segment is based upon our internal organizational structure, the manner in which our operations are managed and the criteria used by our Chief Executive Officer, our chief operating decision maker ("CODM") to evaluate performance. The Company's operations involve similar products and customers worldwide. We are centrally managed and the CODM primarily uses consolidated financial information supplemented by sales information by product category, major product title and platform to make operational decisions and assess financial performance. Our business consists of our Rockstar Games and 2K labels which have been aggregated into a single reportable segment (the "publishing segment") based upon their similar economic characteristics, products and distribution methods. Revenue earned from our publishing segment is primarily derived from the sale of internally developed software titles and software titles developed on our behalf by third-parties.

We attribute net revenue to geographic regions based on product destination. Net revenue by geographic region was as follows:

	Three Months Ended September 30,				Six Months Ended September 30,

Net revenue by geographic region:	2011		2010		2011		2010
United States	$	51,814	$	105,701	$	203,856	$	293,307
Canada		4,285		13,860		26,004		32,438

North America		56,099		119,561		229,860		325,745
Rest of Europe		22,924		82,413		108,937		172,458
United Kingdom		10,803		21,755		52,786		69,832
Asia Pacific and other		17,208		21,243		49,831		52,327

Total net revenue	$	107,034	$	244,972	$	441,414	$	620,362

Net revenue by product platform was as follows:

	Three Months Ended September 30,				Six Months Ended September 30,

Net revenue by product platform:	2011		2010		2011		2010
Microsoft Xbox 360	$	41,466	$	78,836	$	205,329	$	245,732
Sony PlayStation 3		32,372		87,789		168,640		260,398
PC		15,364		47,431		39,591		63,905
Sony PSP		4,318		4,805		6,973		8,580
Nintendo DS		4,185		8,169		6,728		13,344
Sony PlayStation 2		3,362		4,266		5,945		7,961
Nintendo Wii		4,129		12,414		5,562		18,194
Other		1,838		1,262		2,646		2,248

Total net revenue	$	107,034	$	244,972	$	441,414	$	620,362

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 131
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 35
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8984-108599

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9054-108599

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-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9031-108599

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8924-108599

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8538-108599

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-Publisher FASB
-Name Accounting Standards Codification
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-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Publisher FASB
-Name Accounting Standards Codification
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-Publisher FASB
-Name Accounting Standards Codification
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8380-108599

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8595-108599

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8933-108599

+ Details

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Policies)

3 Months Ended

Sep. 30, 2011

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Discontinued Operations

Financial Instruments

- Definition

Disclosure of accounting policy for any discontinued operations. The results of operations of a component of an entity that either has been disposed of or is classified as held for sale is reported in discontinued operations if both: (a) the operations and cash flows of the component have been (or will be) eliminated from the ongoing operations of the entity as a result of the disposal transaction and (b) the entity will not have any significant continuing involvement in the operations of the component after the disposal transaction. If the entity elects to allocate interest expense to a discontinued operation, it may disclose its accounting policy for this election and describe its method of allocation.

+ References + Details

DISCONTINUED OPERATIONS (Tables)

6 Months Ended

Sep. 30, 2011

DISCONTINUED OPERATIONS

Summary of results and assets and liabilities of discontinued operations

		Three Months Ended September 30,						Six Months Ended September 30,

		2011			2010			2011			2010
Loss before income taxes		$	(110	)	$	(4,531	)	$	(204	)	$	(5,425	)
Loss on sale			—			—			—			(274	)
Provision for income taxes			—			168			—			48

	Net loss	$	(110	)	$	(4,699	)	$	(204	)	$	(5,747	)

		September 30, 2011		March 31, 2011

Liabilities of discontinued operations:
Current:
Accrued expenses and other current liabilities		$	1,060	$	2,842

	Total current liabilities		1,060		2,842
Other non-current liabilities			2,605		3,255

Total liabilities of discontinued operations		$	3,665	$	6,097

- Definition

Tabular disclosure of disposal groups, which may include the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the classification and carrying value of the assets and liabilities comprising the disposal group, and the segment in which the disposal group was reported. Also may include the amount of adjustments to amounts previously reported in discontinued operations such as resolution of contingencies arising from the disposal transaction or the operations of the component prior to disposal.

+ References + Details

FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Sep. 30, 2011

FAIR VALUE MEASUREMENTS

Segregation of all assets measured at fair value on a recurring basis

	September 30, 2011		Quoted prices in active markets for identical assets (level 1)		Significant other observable inputs (level 2)		Significant unobservable inputs (level 3)

Money market funds	$	31,859	$	31,859	$	—	$	—
Bank-time deposits	$	96,619	$	96,619	$	—	$	—

- Definition

Tabular disclosure of assets, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, by class that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3).

+ References + Details

COMPREHENSIVE INCOME (LOSS) (Tables)

6 Months Ended

Sep. 30, 2011

COMPREHENSIVE INCOME (LOSS)

Components of comprehensive income (loss)

	Three Months Ended September 30,					Six Months Ended September 30,

	2011			2010		2011			2010
Net income (loss)	$	(47,371	)	$	3,339	$	(56,084	)	$	29,653
Foreign currency translation adjustment		(9,508	)		14,395		(9,240	)		7,185

Comprehensive income (loss)	$	(56,879	)	$	17,734	$	(65,324	)	$	36,838

INVENTORY (Tables)

6 Months Ended

Sep. 30, 2011

INVENTORY

Inventory balances by category

	September 30, 2011		March 31, 2011

Finished products	$	42,090	$	21,541
Parts and supplies		2,987		3,037

Inventory	$	45,077	$	24,578

SOFTWARE DEVELOPMENT COSTS AND LICENSES (Tables)

6 Months Ended

Sep. 30, 2011

SOFTWARE DEVELOPMENT COSTS AND LICENSES

Schedule of capitalized software development costs and licenses

	September 30, 2011				March 31, 2011

	Current		Non-current		Current		Non-current
Software development costs, internally developed	$	96,248	$	102,784	$	65,297	$	100,251
Software development costs, externally developed		52,677		19,892		65,292		38,069
Licenses		1,448		—		1,087		—

Software development costs and licenses	$	150,373	$	122,676	$	131,676	$	138,320

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)

6 Months Ended

Sep. 30, 2011

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Components of accrued expenses and other current liabilities

	September 30, 2011		March 31, 2011

Software development royalties	$	52,570	$	63,720
Compensation and benefits		14,880		19,699
Licenses		11,454		28,488
Income tax payable and deferred tax liability		10,603		12,481
Marketing and promotions		8,580		8,238
Rent and deferred rent obligations		5,670		5,006
Deferred consideration for acquisitions		5,289		2,500
Professional fees		3,831		4,093
Other		14,054		14,234

Accrued expenses and other current liabilities	$	126,931	$	158,459

LONG-TERM DEBT (Tables)

6 Months Ended

Sep. 30, 2011

LONG-TERM DEBT

	September 30, 2011		March 31, 2011

Available borrowings	$	62,216	$	115,503
Outstanding letters of credit		1,664		1,664

Information about carrying amount and components of interest expense of convertible notes

	September 30, 2011		March 31, 2011

Principal amount of Convertible Notes	$	138,000	$	138,000
Unamortized discount of the liability component		26,701		30,761

Net carrying amount of Convertible Notes	$	111,299	$	107,239

Carrying amount of debt issuance costs	$	1,820	$	2,161

	Three Months Ended September 30,				Six Months Ended September 30,

	2011		2010		2011		2010
Cash interest expense (coupon interest expense)	$	1,509	$	1,509	$	3,018	$	2,985
Non-cash amortization of discount on Convertible Notes		2,063		1,813		4,060		3,568
Amortization of debt issuance costs		170		170		341		341

Total interest expense related to Convertible Notes	$	3,742	$	3,492	$	7,419	$	6,894

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 22
-Article 5

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28551-108399

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=6451184&loc=d3e28541-108399

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

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-Name Accounting Standards Codification
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-SubTopic 10
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-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21538-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6584090&loc=d3e28878-108400

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-Topic 942
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-URI http://asc.fasb.org/extlink&oid=6479336&loc=d3e64711-112823

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
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-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=6881521&loc=d3e23780-122690

+ Details

EARNINGS (LOSS) PER SHARE (EPS) (Tables)

6 Months Ended

Sep. 30, 2011

EARNINGS (LOSS) PER SHARE ("EPS")

Computation of basic and diluted EPS

			Three Months Ended September 30,						Six Months Ended September 30,

			2011			2010			2011			2010
Computation of Basic EPS:
	Net income (loss)		$	(47,371	)	$	3,339		$	(56,084	)	$	29,653
	Less: net income allocated to participating securities			—			(226	)		—			(2,069	)

		Net income (loss) for basic EPS calculation	$	(47,371	)	$	3,113		$	(56,084	)	$	27,584

	Total weighted average shares outstanding—basic			82,940			85,580			82,722			85,534
	Less: weighted average participating shares outstanding			—			(5,786	)		—			(5,968	)

		Weighted average common shares outstanding—basic		82,940			79,794			82,722			79,566

		Basic EPS	$	(0.57	)	$	0.04		$	(0.68	)	$	0.35

Computation of Diluted EPS:
	Net income (loss)		$	(47,371	)	$	3,339		$	(56,084	)	$	29,653
	Less: net income allocated to participating securities			—			(226	)		—			(2,069	)

		Net income (loss) for diluted EPS calculation	$	(47,371	)	$	3,113		$	(56,084	)	$	27,584

	Weighted average common shares outstanding—basic			82,940			79,794			82,722			79,566
	Add: dilutive effect of common stock equivalents			—			—			—			—

		Weighted average common shares outstanding—diluted		82,940			79,794			82,722			79,566

		Diluted EPS	$	(0.57	)	$	0.04		$	(0.68	)	$	0.35

SEGMENT AND GEOGRAPHIC INFORMATION (Tables)

6 Months Ended

Sep. 30, 2011

SEGMENT AND GEOGRAPHIC INFORMATION

Net revenue by geographic region

	Three Months Ended September 30,				Six Months Ended September 30,

Net revenue by geographic region:	2011		2010		2011		2010
United States	$	51,814	$	105,701	$	203,856	$	293,307
Canada		4,285		13,860		26,004		32,438

North America		56,099		119,561		229,860		325,745
Rest of Europe		22,924		82,413		108,937		172,458
United Kingdom		10,803		21,755		52,786		69,832
Asia Pacific and other		17,208		21,243		49,831		52,327

Total net revenue	$	107,034	$	244,972	$	441,414	$	620,362

Net revenue by product platform

	Three Months Ended September 30,				Six Months Ended September 30,

Net revenue by product platform:	2011		2010		2011		2010
Microsoft Xbox 360	$	41,466	$	78,836	$	205,329	$	245,732
Sony PlayStation 3		32,372		87,789		168,640		260,398
PC		15,364		47,431		39,591		63,905
Sony PSP		4,318		4,805		6,973		8,580
Nintendo DS		4,185		8,169		6,728		13,344
Sony PlayStation 2		3,362		4,266		5,945		7,961
Nintendo Wii		4,129		12,414		5,562		18,194
Other		1,838		1,262		2,646		2,248

Total net revenue	$	107,034	$	244,972	$	441,414	$	620,362

BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2011 USD ($) M	Sep. 30, 2010 USD ($)	Sep. 30, 2011 USD ($) M label	Sep. 30, 2010 USD ($)	Mar. 31, 2011 USD ($)
BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Wholly-owned labels \| label			2
Maximum maturity period of highly liquid investments to be considered cash and cash equivalents (in months) \| M	3		3
Restricted cash on deposit	$ 28,484		$ 28,484		$ 20,091
Foreign currency forward contracts not designated as hedging instruments
Maximum maturity period for some outstanding foreign currency forward contracts	one year		one year		one year
Outstanding forward contracts to purchase foreign currency in exchange for U.S. dollars	$ 2,339		$ 2,339		$ 2,339
Outstanding forward contracts to purchase U.S. dollars in exchange for foreign currency	53,856		53,856		$ 35,539
Gains (Losses) related to foreign currency forward contracts	(180)	$ (4,369)	237	$ (5,221)
4.375% convertible senior notes due 2014 ("Convertible Notes")
Long-term debt
Estimated fair value of convertible notes	$ 108,914		$ 108,914

DISCONTINUED OPERATIONS (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended		6 Months Ended
DISCONTINUED OPERATIONS (Details) - USD ($) $ in Thousands	Apr. 30, 2011	Feb. 28, 2010	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010	Mar. 31, 2011
Discontinued operations
Cash proceeds from the sale of discontinued operation, subject to purchase price adjustments						$ 3,075
Results of the discontinued operations
Loss before income taxes			$ (110)	$ (4,699)	$ (204)	(5,747)
Liabilities of discontinued operations - current:
Total current liabilities			1,060		1,060		$ 2,842
Long-term:
Other non-current liabilities			2,605		2,605		3,255
Jack of all Games
Discontinued operations
Maximum additional cash proceeds from the sale of discontinued operation, subject to achievement of certain items		$ 6,750
Results of the discontinued operations
Loss before income taxes			(110)	(4,531)	(204)	(5,425)
Loss on sale						(274)
Provision (Benefit) for income taxes				168		48
Loss before income taxes			(110)	$ (4,699)	(204)	$ (5,747)
Liabilities of discontinued operations - current:
Accrued expenses and other current liabilities			1,060		1,060		2,842
Total current liabilities			1,060		1,060		2,842
Long-term:
Other non-current liabilities			2,605		2,605		3,255
Total liabilities of discontinued operations			$ 3,665		$ 3,665		$ 6,097
Jack of all Games \| As previously reported
Discontinued operations
Sale price of discontinued operation		44,000
Cash proceeds from the sale of discontinued operation, subject to purchase price adjustments		$ 37,250
Jack of all Games \| Adjustment
Discontinued operations
Sale price of discontinued operation	$ 1,475
Jack of all Games \| As adjusted
Discontinued operations
Cash proceeds from the sale of discontinued operation, subject to purchase price adjustments	$ 35,775

MANAGEMENT AGREEMENT (Details) - ZelnickMedia Corporation ("ZelnickMedia") - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		3 Months Ended			6 Months Ended
	Jun. 30, 2008	Aug. 31, 2007	Sep. 30, 2011	Jun. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Management Agreement
Annual management fee			$ 2,500
Maximum bonus per fiscal year based on the achievement of certain performance thresholds			2,500
Consulting expense			1,187		$ 1,250	$ 2,125	$ 3,021
Stock-based compensation expense (benefit)					584		1,565
New Management Agreement Pending Approval
Management Agreement
Annual management fee				$ 2,500
Annual management fee, annual increase (as a percent)				3.00%
Maximum annual bonus, annual increase (as a percent)				3.00%
Maximum bonus per fiscal year based on the achievement of certain performance thresholds				$ 3,500
Stock options
Management Agreement
Stock options issued during the period to acquire shares of common stock (in shares)		2,009,075
Exercise price of stock options at date of grant (in dollars per share)		$ 14.74
Stock-based compensation award, vesting period		36 months
Stock-based compensation award, expiration date of grant (in years)		10 years
Restricted stock
Management Agreement
Stock-based compensation award, vesting period	3 years
Stock-based compensation expense (benefit)			(20)		$ 300	507	$ 385
Stock-based compensation award, number of shares granted (in shares)	600,000
Restricted stock \| New Management Agreement Pending Approval
Management Agreement
Stock-based compensation expense (benefit)			$ 332			$ 332
Stock-based compensation award, number of shares granted (in shares)				1,100,000
Vesting requirement for market-based restricted stock				4
Market-based restricted stock
Management Agreement
Stock-based compensation award, vesting period	4 years
Stock-based compensation award, number of shares granted (in shares)	900,000
Vesting requirement for market-based restricted stock	price of our common stock outperforms 75% of the companies in the NASDAQ Industrial Index measured annually on a cumulative basis.
Market-based restricted stock \| New Management Agreement Pending Approval
Management Agreement
Stock-based compensation award, number of shares granted (in shares)				1,650,000
Vesting requirement for market-based restricted stock				4

FAIR VALUE MEASUREMENTS (Details) - Recurring basis $ in Thousands	Sep. 30, 2011 USD ($)
Total
Assets measured at fair value on a recurring basis
Money market funds	$ 31,859
Bank-time deposits	96,619
Quoted prices in active markets for identical assets (level 1)
Assets measured at fair value on a recurring basis
Money market funds	31,859
Bank-time deposits	$ 96,619

- Definition

Any certificate of deposit or savings account held by a bank or other financial institution for a short-term specified period of time. Because of their short-term, time deposits are considered highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Generally, only investments with original maturities of three months or less qualify under that definition. Original maturity means original maturity to the entity holding the investment. For example, both a three-month US Treasury bill and a three-year Treasury note purchased three months from maturity qualify as cash equivalents. However, a Treasury note purchased three-years ago does not become a cash equivalent when its remaining maturity is three months.

+ References + Details

COMPREHENSIVE INCOME (LOSS) (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
COMPREHENSIVE INCOME (LOSS)
Net income (loss)	$ (47,371)	$ 3,339	$ (56,084)	$ 29,653
Foreign currency translation adjustment	(9,508)	14,395	(9,240)	7,185
Comprehensive income (loss)	$ (56,879)	$ 17,734	$ (65,324)	$ 36,838

- Definition

The change in equity [net assets] of a business enterprise during a period from transactions and other events and circumstances from non-owner sources which are attributable to the reporting entity. It includes all changes in equity during a period except those resulting from investments by owners and distributions to owners, but excludes any and all transactions which are directly or indirectly attributable to that ownership interest in subsidiary equity which is not attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 8, 9, 10, 11, 12, 13, 14
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 30
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph A5
-Appendix A

Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Section 45
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6920043&loc=d3e557-108580

Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-URI http://asc.fasb.org/extlink&oid=6518256

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

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-Name Accounting Standards Codification
-Glossary Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6508144

Reference 9: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Research Bulletin (ARB)
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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Emerging Issues Task Force (EITF)
-Number 87-21
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 38
-Subparagraph a
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Statement of Financial Accounting Standard (FAS)
-Number 130
-Paragraph 10, 15
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Statement of Financial Accounting Standard (FAS)
-Number 95
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-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Article 5
-Section 03
-Paragraph 19

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Regulation S-X (SX)
-Number 210
-Section 04
-Paragraph 20
-Article 9

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-Name Accounting Standards Codification
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-Paragraph 28
-URI http://asc.fasb.org/extlink&oid=6943989&loc=d3e3602-108585

Reference 8: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6518256

Reference 9: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Glossary Other Comprehensive Income
-URI http://asc.fasb.org/extlink&oid=6519514

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-Name Accounting Standards Codification
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-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257

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-Name Accounting Standards Codification
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-Paragraph 2
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-Name Accounting Standards Codification
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Reference 16: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph A7
-Appendix A

+ Details

- Definition

Adjustment that results from the process of translating subsidiary financial statements and foreign equity investments into functional currency of the reporting entity, net of tax, attributable to the parent entity.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher AICPA
-Name Accounting Research Bulletin (ARB)
-Number 51
-Paragraph 30
-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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+ Details

INVENTORY (Details) - USD ($) $ in Thousands	Sep. 30, 2011	Mar. 31, 2011
INVENTORY
Finished products	$ 42,090	$ 21,541
Parts and supplies	2,987	3,037
Inventory	45,077	24,578
Estimated product returns included in inventory	$ 1,581	$ 1,183

SOFTWARE DEVELOPMENT COSTS AND LICENSES (Details) - USD ($) $ in Thousands	Sep. 30, 2011	Mar. 31, 2011
Capitalized software development costs and licenses
Software development costs and licenses, Current	$ 150,373	$ 131,676
Software development costs and licenses, Non-current	122,676	138,320
Software development costs and licenses related to titles that have not been released	260,086	263,082
Software development costs, internally developed
Capitalized software development costs and licenses
Software development costs and licenses, Current	96,248	65,297
Software development costs and licenses, Non-current	102,784	100,251
Software development costs, externally developed
Capitalized software development costs and licenses
Software development costs and licenses, Current	52,677	65,292
Software development costs and licenses, Non-current	19,892	38,069
Licenses
Capitalized software development costs and licenses
Software development costs and licenses, Current	$ 1,448	$ 1,087

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2011	Mar. 31, 2011
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Software development royalties	$ 52,570	$ 63,720
Compensation and benefits	14,880	19,699
Licenses	11,454	28,488
Income tax payable and deferred tax liability	10,603	12,481
Marketing and promotions	8,580	8,238
Rent and deferred rent obligations	5,670	5,006
Deferred consideration for acquisitions	5,289	2,500
Professional fees	3,831	4,093
Other	14,054	14,234
Accrued expenses and other current liabilities	$ 126,931	$ 158,459

LONG-TERM DEBT (Details)	1 Months Ended			3 Months Ended		6 Months Ended
LONG-TERM DEBT (Details)	Oct. 31, 2011 USD ($)	Sep. 30, 2009 USD ($) $ / shares shares D	Jul. 31, 2007 USD ($)	Sep. 30, 2011 USD ($)	Sep. 30, 2010 USD ($) $ / shares	Sep. 30, 2011 USD ($)	Sep. 30, 2010 USD ($) D Numerator Denominator $ / shares	Mar. 31, 2011 USD ($)
Convertible Notes
Strike price of warrants (in dollars per share) \| $ / shares					14.945		14.945
Components of interest expense
Non-cash amortization of discount on Convertible Notes				$ 2,063,000		$ 4,060,000	$ 3,568,000
Amortization of debt issuance costs				313,000		626,000	626,000
Existing Credit Agreement
Credit Agreement
Maximum borrowing capacity			$ 140,000,000
Credit Agreement Availability
Available borrowings				62,216,000		62,216,000		$ 115,503,000
Outstanding letters of credit				1,664,000		1,664,000		1,664,000
Interest expense and fees				$ 439,000	$ 441,000	$ 875,000	$ 897,000
Interest coverage ratio for trailing twelve month period, numerator \| Numerator							1
Interest coverage ratio for trailing twelve month period, denominator \| Denominator							1
Decrease in liquidity of domestic operations							$ 30,000
Average period for decrease in liquidity of domestic operations (in days) \| D							30
Existing Credit Agreement \| Maximum
Credit Agreement
Monthly fee on unused available balance (as a percent)			0.75%
Existing Credit Agreement \| Minimum
Credit Agreement
Monthly fee on unused available balance (as a percent)			0.25%
Existing Credit Agreement \| Base rate
Credit Agreement
Interest rate, variable rate basis				base rate
Interest rate added to base rate (as a percent)				6.00%		6.00%
Interest rate at end of period				8.00%		8.00%
Existing Credit Agreement \| Base rate \| Maximum
Credit Agreement
Interest rate added to base rate (as a percent)				2.50%		2.50%
Existing Credit Agreement \| Base rate \| Minimum
Credit Agreement
Interest rate added to base rate (as a percent)				2.00%		2.00%
Existing Credit Agreement \| LIBOR
Credit Agreement
Interest rate, variable rate basis				LIBOR
Interest rate added to base rate (as a percent)				4.00%		4.00%
Interest rate at end of period				7.25%		7.25%
Existing Credit Agreement \| LIBOR \| Maximum
Credit Agreement
Interest rate added to base rate (as a percent)				3.75%		3.75%
Existing Credit Agreement \| LIBOR \| Minimum
Credit Agreement
Interest rate added to base rate (as a percent)				3.25%		3.25%
Second Amended and Restated Credit Agreement
Credit Agreement
Maximum borrowing capacity	$ 100,000
Credit Agreement Availability
Increase additional borrowings	$ 40,000
Payment of monthly fee on unused available balance, low end of range (as a percent)						0.375%
Payment of monthly fee on unused available balance, high end of range (as a percent)						0.50%
Second Amended and Restated Credit Agreement \| Base rate \| Maximum
Credit Agreement
Interest rate, variable rate basis						2.00%
Second Amended and Restated Credit Agreement \| Base rate \| Minimum
Credit Agreement
Interest rate, variable rate basis						1.50%
Second Amended and Restated Credit Agreement \| LIBOR \| Maximum
Credit Agreement
Interest rate, variable rate basis						3.00%
Second Amended and Restated Credit Agreement \| LIBOR \| Minimum
Credit Agreement
Interest rate, variable rate basis						2.50%
4.375% convertible senior notes due 2014 ("Convertible Notes")
Convertible Notes
Aggregate principal amount		$ 138,000,000
Interest rate on convertible notes (as a percent)		4.375%
Amount pertaining to exercise of over-allotment of debt by underwriters		$ 18,000,000
Initial conversion rate of common stock per $1 of principal amount of Convertible Notes (in shares) \| $ / shares		93.6768
Principal amount used for debt instrument conversion ratio		$ 1
Initial conversion price of convertible notes into common stock (in dollars per share) \| $ / shares		$ 10.675
Number of shares to be converted into common stock (in shares) \| shares		12,927,000
Redemption price as percentage of principal amount of notes plus accrued and unpaid interest (as a percent)		100.00%
Minimum percentage of aggregate principal amount held by bondholders to declare notes due and payable (as a percent)		100.00%
In event of default arising out of certain bankruptcy events, the percentage of principal amount due and payable (as a percent)		100.00%
Adjustment to additional paid-in capital for options to purchase common stock		$ 43,600,000
Number of shares of common stock that will be settled against warrants (in shares) \| shares		12,927,000
Total proceeds from warrants credited to additional paid-in capital		$ 26,300,000
Banking, legal and accounting fees related to issuance of convertible notes		$ 3,410,000
Additional information related to convertible notes
Principal amount of Convertible Notes				$ 138,000,000		$ 138,000,000		138,000,000
Unamortized discount of the liability component				26,701,000		26,701,000		30,761,000
Net carrying amount of Convertible Notes				111,299,000		111,299,000		107,239,000
Carrying amount of debt issuance costs				1,820,000		1,820,000		$ 2,161,000
Components of interest expense
Cash interest expense (coupon interest expense)				1,509,000	1,509,000	3,018,000	$ 2,985,000
Non-cash amortization of discount on Convertible Notes				2,063,000	1,813,000	4,060,000	3,568,000
Amortization of debt issuance costs				170,000	170,000	341,000	341,000
Total interest expense related to Convertible Notes				$ 3,742,000	$ 3,492,000	$ 7,419,000	$ 6,894,000
4.375% convertible senior notes due 2014 ("Convertible Notes") \| Conversion Terms at Holder's Option
Convertible Notes
Minimum number of trading days triggering conversion or redemption feature (in days) \| D		20
The maximum period of consecutive trading days that the entity's common stock closing price to conversion price must exceed a specified percentage of conversion price to trigger conversion or redemption feature of notes (in days) \| D		30
Target ratio of closing share price to conversion price as a condition for conversion or redemption of Convertible Notes (as a percent)		130.00%
Minimum consecutive days in the measurement period the closing sales price of common stock must exceed a specified percentage of conversion price to trigger conversion feature of note (in days) \| D		5
The maximum period of trading days in the measurement period that the entity's common stock closing price to conversion price must exceed a specified percentage of conversion price to trigger conversion feature of notes (in days) \| D		10
Ratio of closing share price to conversion price as a condition for conversion of Convertible Notes, minimum (as a percent)		98.00%
4.375% convertible senior notes due 2014 ("Convertible Notes") \| Redemption Terms at Company Option
Convertible Notes
Minimum number of trading days triggering conversion or redemption feature (in days) \| D		20
The maximum period of consecutive trading days that the entity's common stock closing price to conversion price must exceed a specified percentage of conversion price to trigger conversion or redemption feature of notes (in days) \| D		30
Target ratio of closing share price to conversion price as a condition for conversion or redemption of Convertible Notes (as a percent)		150.00%
Redemption price as percentage of principal amount of notes plus accrued and unpaid interest (as a percent)		100.00%
4.375% convertible senior notes due 2014 ("Convertible Notes") \| Conversion Terms Upon Occurrence of Certain Fundamental Company Changes
Convertible Notes
Redemption price as percentage of principal amount of notes plus accrued and unpaid interest (as a percent)		100.00%
4.375% convertible senior notes due 2014 ("Convertible Notes") \| Conversion Terms, Event of Default
Convertible Notes
Redemption price as percentage of principal amount of notes plus accrued and unpaid interest (as a percent)		100.00%
Minimum percentage of aggregate principal amount held by bondholders to declare notes due and payable (as a percent)		25.00%

LEGAL AND OTHER PROCEEDINGS (Details)	1 Months Ended
LEGAL AND OTHER PROCEEDINGS (Details)	Sep. 30, 2010 director
Wilamowsky
Legal and other proceedings
Number of former directors who are defendants	3

EARNINGS (LOSS) PER SHARE (EPS) (Details) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2011 USD ($) $ / shares shares	Sep. 30, 2010 USD ($) $ / shares shares	Sep. 30, 2011 USD ($) $ / shares shares	Sep. 30, 2010 USD ($) $ / shares shares
Computation of Basic Earnings (Loss) Per Share:
Net income (loss) \| $	$ (47,371)	$ 3,339	$ (56,084)	$ 29,653
Less: net income allocated to participating securities \| $		(226)		(2,069)
Net income (loss) for basic EPS calculation \| $	$ (47,371)	$ 3,113	$ (56,084)	$ 27,584
Total weighted average shares outstanding - basic (in shares)	82,940,000	85,580,000	82,722,000	85,534,000
Less: weighted average participating shares outstanding (in shares)		(5,786,000)		(5,968,000)
Weighted average common shares outstanding - basic (in shares)	82,940,000	79,794,000	82,722,000	79,566,000
Basic earnings (loss) per common share (in dollars per share) \| $ / shares	$ (0.57)	$ 0.04	$ (0.68)	$ 0.35
Computation of Diluted Earnings (Loss) Per Share:
Net income (loss) \| $	$ (47,371)	$ 3,339	$ (56,084)	$ 29,653
Less: net income allocated to participating securities \| $		(226)		(2,069)
Net income (loss) for diluted EPS calculation \| $	$ (47,371)	$ 3,113	$ (56,084)	$ 27,584
Weighted average common shares outstanding - basic (in shares)	82,940,000	79,794,000	82,722,000	79,566,000
Weighted average common shares outstanding - diluted (in shares)	82,940,000	79,794,000	82,722,000	79,566,000
Diluted earnings (loss) per common share (in dollars per share) \| $ / shares	$ (0.57)	$ 0.04	$ (0.68)	$ 0.35
Antidilutive shares
Strike price of warrants (in dollars per share) \| $ / shares		14.945		14.945
Common stock issued in connection with restricted stock awards (in shares)	68,000		144,000
Unvested restricted stock awards, canceled (in shares)	58,000		108,000
Unvested restricted stock
Antidilutive shares
Antidilutive shares excluded from calculation of EPS (in shares)	4,651,000		4,651,000
Stock option awards
Antidilutive shares
Antidilutive shares excluded from calculation of EPS (in shares)	2,299,000	2,475,000	2,299,000	2,475,000

SEGMENT AND GEOGRAPHIC INFORMATION (Details) $ in Thousands	3 Months Ended		6 Months Ended
SEGMENT AND GEOGRAPHIC INFORMATION (Details) $ in Thousands	Sep. 30, 2011 USD ($)	Sep. 30, 2010 USD ($)	Sep. 30, 2011 USD ($) segment	Sep. 30, 2010 USD ($)
SEGMENT AND GEOGRAPHIC INFORMATION
Number of reportable segments \| segment			1
Net revenue by geographic region:
Total net revenue	$ 107,034	$ 244,972	$ 441,414	$ 620,362
United States
Net revenue by geographic region:
Total net revenue	51,814	105,701	203,856	293,307
Canada
Net revenue by geographic region:
Total net revenue	4,285	13,860	26,004	32,438
North America
Net revenue by geographic region:
Total net revenue	56,099	119,561	229,860	325,745
Rest of Europe
Net revenue by geographic region:
Total net revenue	22,924	82,413	108,937	172,458
United Kingdom
Net revenue by geographic region:
Total net revenue	10,803	21,755	52,786	69,832
Asia Pacific and other
Net revenue by geographic region:
Total net revenue	$ 17,208	$ 21,243	$ 49,831	$ 52,327

SEGMENT AND GEOGRAPHIC INFORMATION (Details 2) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Net revenue by product platform:
Total net revenue	$ 107,034	$ 244,972	$ 441,414	$ 620,362
Microsoft Xbox 360
Net revenue by product platform:
Total net revenue	41,466	78,836	205,329	245,732
Sony PlayStation 3
Net revenue by product platform:
Total net revenue	32,372	87,789	168,640	260,398
PC
Net revenue by product platform:
Total net revenue	15,364	47,431	39,591	63,905
Sony PSP
Net revenue by product platform:
Total net revenue	4,318	4,805	6,973	8,580
Nintendo DS
Net revenue by product platform:
Total net revenue	4,185	8,169	6,728	13,344
Sony PlayStation 2
Net revenue by product platform:
Total net revenue	3,362	4,266	5,945	7,961
Nintendo Wii
Net revenue by product platform:
Total net revenue	4,129	12,414	5,562	18,194
Other
Net revenue by product platform:
Total net revenue	$ 1,838	$ 1,262	$ 2,646	$ 2,248

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Sep. 30, 2011	Nov. 03, 2011
Document and Entity Information
Entity Registrant Name	TAKE TWO INTERACTIVE SOFTWARE INC
Entity Central Index Key	0000946581
Document Type	10-Q
Document Period End Date	Sep. 30, 2011
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		86,659,775
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2