UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ____________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) March 4, 2005 TAKE-TWO INTERACTIVE SOFTWARE, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 0-29230 51-0350842 - -------------------------------- ---------------- ----------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 622 Broadway, New York, New York 10012 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (646) 536-2842 - -------------------------------------------------------------------------------- Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 2.02 Results of Operations and Financial Condition. On March 3, 2005 Take-Two Interactive Software, Inc. (the "Company") issued a news release reporting the earnings results of the Company for its fiscal quarter ended January 31, 2005. A copy of the news release is attached to this Current Report as Exhibit 99.1. The information in this Current Report on Form 8-K, including the exhibit included herewith, is furnished pursuant to Item 2.02 and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Item 9.01 Financial Statements and Exhibits (c) Exhibits 99.1 Press Release dated March 3, 2005 relating to Take-Two Interactive Software, Inc.'s financial results for the first fiscal quarter ended January 31, 2005. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TAKE-TWO INTERACTIVE SOFTWARE, INC. Date: March 4, 2005 By: /s/ Karl H. Winters ---------------------------------- Karl H. Winters Chief Financial Officer INDEX TO EXHIBITS Exhibit No. Description - ---------- ----------- 99.1 Press Release dated March 3, 2005 relating to Take-Two Interactive Software, Inc.'s financial results for the first fiscal quarter ended January 31, 2005.