UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
SCHEDULE
14A
Proxy
Statement Pursuant to Section 14(a) of the Securities
Exchange
Act of 1934 (Amendment No. __)
Filed
by
the registrant x
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by
a party other than the registrant ¨
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appropriate box:
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Preliminary
proxy statement
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Confidential, for use of the Commission
only
(as permitted by Rule 14a-6(e)(2)) |
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Definitive proxy
statement |
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x |
Definitive
additional materials
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Soliciting material pursuant to Rule
14a-12 |
Take-Two
Interactive Software, Inc.
(Name
of
Registrant as Specified in Its Charter)
(Name
of
Person(s) Filing Proxy Statement if other than the Registrant)
Payment
of filing fee (Check the appropriate box):
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Fee computed on table below per Exchange
Act
Rules 14a-6(i)(1) and 0-11. |
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(1) |
Title
of each class of securities to which transaction
applies:
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(2) |
Aggregate
number of securities to which transaction
applies: |
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(3) |
Per unit price or other underlying
value
of transaction computed pursuant to Exchange
Act Rule 0-11 (Set forth the amount on which the filing fee is
calculated
and state how it was determined).
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(4) |
Proposed
maximum aggregate value of transaction: |
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Fee paid previously with preliminary
materials. |
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Check
box if any part of the fee is offset as provided by Exchange
Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee
was paid
previously. Identify the previous filing by registration statement
number,
or the form or schedule and the date of its
filing.
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(1)
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Amount
previously paid:
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(2) |
Form,
Schedule or Registration Statement No.: |
THE
DATE AND TIME OF THE ANNUAL MEETING HAS CHANGED.
PLEASE
NOTE THE NEW DATE AND TIME BELOW.
TAKE-TWO
INTERACTIVE SOFTWARE, INC.
622
Broadway
New
York, New York 10012
____________________
NOTICE
OF ANNUAL MEETING OF STOCKHOLDERS
TO
BE HELD THURSDAY, MARCH 29, 2007
____________________
To
the
Stockholders of TAKE-TWO INTERACTIVE SOFTWARE, INC.:
NOTICE
IS
HEREBY GIVEN that the date and time of the Annual Meeting ("Annual Meeting")
of
Stockholders of Take-Two Interactive Software, Inc. (the "Company") has been
changed to, and will be held on, Thursday, March 29, 2007, at 4:00 P.M. local
time at the Hotel Gansevoort, 18 9th
Avenue,
New York, New York 10014 for the following purposes:
1. To
elect
six (6) directors to hold office until the next Annual Meeting of Stockholders
and until their respective successors have been duly elected and qualified;
2. To
consider and vote on a proposal to amend the Company’s Incentive Stock Plan to
increase the number of shares of Common Stock reserved for issuance under the
Plan by 2,000,000 shares;
3. To
consider and vote on a proposal to ratify the appointment of Ernst & Young
LLP as the Company’s independent registered public accounting firm to audit the
Company’s financial statements for its fiscal year ending October 31, 2007;
4. To
consider and vote on a shareholder proposal requesting that the Board’s
Compensation Committee, when setting executive compensation, include social
responsibility as well as corporate governance financial criteria in the
evaluation; if properly presented at the Annual Meeting; and
5. To
transact such other business as may properly come before the Annual Meeting
or
any adjournment or adjournments thereof.
Only
stockholders of record at the close of business on February 26, 2007 are
entitled to notice of and to vote at the Annual Meeting or any adjournments
thereof.
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By
Order of the Board of Directors,
Daniel
P. Emerson
Associate
General Counsel and Secretary
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March
19,
2007