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Take-Two Interactive Software, Inc. Reports Results for the Three and Twelve Months Ended October 31, 2010

Net Revenue for the Twelve Months Ended October 31, 2010 Increased 65% Year-Over-Year to $1.16 Billion

Non-GAAP Income from Continuing Operations per Diluted Share for the Twelve Months Ended October 31, 2010 Increased to $1.06

New York, NY – December 16, 2010 – Take-Two Interactive Software, Inc. (NASDAQ:TTWO) today announced financial results for the three and twelve months ended October 31, 2010. In addition, as previously announced, the Company’s Board of Directors has approved a fiscal year-end change from October 31 to March 31.  In accordance with this change, the Company provided guidance for the three months ending December 31, 2010 and the new fiscal fourth quarter and full year ending March 31, 2011.

For the twelve months ended October 31, 2010, net revenue grew 65% year-over-year to $1.16 billion.  GAAP income from continuing operations increased to $49.7 million, or $0.58 per diluted share, as compared to a loss of $130.4 million, or $1.70 per share, for the year-ago period.  Non-GAAP income from continuing operations increased to $97.5 million, or $1.06 per diluted share, as compared to a Non-GAAP loss of $90.4 million, or $1.18 per share, for the year-ago period.  Non-GAAP income from continuing operations excludes certain non-cash and non-operational gains and losses identified on the attached reconciliation of GAAP and Non-GAAP measures.For the three months ended October 31, 2010, net revenue grew 32% year-over-year to $373.7 million.  GAAP income from continuing operations increased to $54.2 million, or $0.58 per diluted share, as compared to a loss of $7.9 million, or $0.10 per share, for the year-ago period.  Non-GAAP income from continuing operations increased to $64.0 million, or $0.67 per diluted share, as compared to $7.9 million, or $0.10 per diluted share, for the year-ago period.

The strongest contributors to net revenue and profitability in the three month period ended October 31, 2010 were new titles, including NBA® 2K11, Mafia® II, Red Dead Redemption, Sid Meier’s Civilization® V, Grand Theft Auto IV: Complete and New Carnival Games®.  Catalog titles that contributed to the strength in the recent period included Borderlands™, Grand Theft Auto IV and several Nickelodeon titles.  In addition, digitally delivered content has continued to be a meaningful component of Take-Two’s sales.

Management Comments
Ben Feder, CEO of Take-Two, commented, “We have achieved our goal of profitability in a year without a new release of Grand Theft Auto.  Our better-than-expected revenue growth and margin expansion were driven by strong demand for our diverse portfolio of games, including the hit new titles Red Dead Redemption and NBA 2K11, as well as strong sales of catalog titles and digitally delivered content.  I am also pleased to report that our 2K Sports division was profitable during the period.”

Strauss Zelnick, Chairman of Take-Two, added, “As we finish 2010, our Company is better positioned for success than ever, creatively, operationally and financially.  We plan to build on the talents of our world-class creative team to deliver an increasingly diverse portfolio of high-quality titles.  We will also pursue opportunities to enter newer areas of the interactive entertainment business, such as digitally delivered content and the expanding Asian and Latin American markets.  In addition, we will continue to optimize our efficient operating infrastructure and sound balance sheet to support our future initiatives for profitable growth.”

Product Highlights
During the three months ended October 31, 2010:

• Rockstar Games released several downloadable content packs for Red Dead Redemption, which has sold-in nearly 8 million units worldwide since launching in May.
• 2K Games launched Mafia II and several downloadable content packs for the title.
• 2K Sports launched NBA 2K11, which sold-in more than three million units worldwide and received the highest scores in the history of the franchise (89 – Metacritic.com).
• 2K Sports signed pitcher Roy Halladay of the Philadelphia Phillies as the cover athlete for Major League Baseball 2K11 that will launch in spring 2011.
• 2K Games announced that it will release Duke Nukem Forever during calendar year 2011.
• 2K Games’ Sid Meier’s Civilization V launched to critical acclaim and was heralded for advancing the real-time strategy genre.

Financial Guidance
In connection with the change to its fiscal year-end, Take-Two is providing guidance for the three months ending December 31, 2010 and the fiscal fourth quarter and full year ending March 31, 2011.

                               Three months ending 12/31/2010               Three months
ending 3/31/2011    Twelve months
ending 3/31/2011Revenue                  $290 to $315 million                             $100 to $150 Million          $1.0 to $1.1 BillionNon-GAAP EPS      $0.25 to $0.35                                      ($0.60) to ($0.50)              $0.50 to $0.65

Stock-based compensation
expense per share (a)          $0.06  $0.06 $0.29Non-cash interest expense related to convertible debt (b)   $0.02  $0.02 $0.07

Business restructuring costs and expenses related to unusual legal matters   $0.00  $0.00 $0.05Non-cash tax expense    $0.01  $0.01 $0.05

(a) The Company's stock-based compensation expense for the periods above includes the cost of approximately 2 million stock options and 1.5 million shares previously issued to ZelnickMedia that are subject to variable accounting. Actual expense to be recorded in connection with these options and shares is dependent upon several factors, including future changes in Take-Two's stock price.
(b) The Company adopted a new accounting standard on November 1, 2009 that requires convertible debt to be bifurcated into debt and equity components.  As a result of the new standard, the Company has begun to record non-cash interest expense on its convertible notes, in addition to the interest expense already recorded for coupon payments.

Key assumptions and dependencies underlying the Company’s guidance include continued consumer acceptance of the Xbox 360, PlayStation 3 and Wii; the ability to develop and publish products that capture market share for these current generation systems while continuing to leverage opportunities on certain prior generation platforms; the timely delivery of the titles detailed in this release; and stable foreign exchange rates.

Product Releases
The following titles released during the three months ended October 31, 2010:

Title  PlatformBioShock® 2: Minerva’s Den (DLC)  Xbox 360, PS3
BioShock® 2: Protector Trials (DLC)  Xbox 360, PS3
Borderlands™: Claptrap’s New Robot Revolution (DLC)  Xbox 360, PS3, PC
Borderlands™ Game of the Year  Xbox 360, PS3, PC
Carnival Games®  iPhone, iPod touch
Dora’s Big Birthday Adventure  Wii, PS2, DS
Dora’s Cooking Club  DS
Grand Theft Auto IV: Complete  Xbox 360, PS3, PC
Grand Theft Auto: Chinatown Wars HD  iPad
Mafia® II  Xbox 360, PS3, PC
Mafia II: Jimmy’s Vendetta(DLC)  Xbox 360, PS3, PC
Mafia® II: The Betrayal of Jimmy (DLC)  PS3
Mega Bloks: Diego’s Build and Rescue  DS
New Carnival Games  Wii, DS
NBA® 2K11  Xbox 360, PS3, PS2, PSP, Wii, PC
NHL® 2K11  iPhone, iPod touch, Wii
Red Dead Redemption: Legends and Killers Pack (DLC)  Xbox 360, PS3
Red Dead Redemption: Liars and Cheats Pack (DLC)  Xbox 360, PS3
Red Dead Redemption: Undead Nightmare Pack (DLC)  Xbox 360, PS3
Sid Meier’s Civilization V  PC
Sid Meier’s Civilization V: Babylonian Civilization Pack (DLC)  PC
Sid Meier’s Civilization V: Mongols and Scenario Pack (DLC)  PC
Sid Meier’s Pirates!™   Wii

The following titles have released to date since November 1, 2010:

Title  PlatformGrand Theft Auto Trilogy  Mac
Mafia® II: Joe’s Adventures (DLC)  Xbox 360, PS3, PC
Nickelodeon® Fit  Wii
Red Dead Redemption: Undead Nightmare (standalone disc)  Xbox 360, PS3
Sid Meier’s Civilization V: The Double Civilization and Scenario Pack: Spain and Inca (DLC)  PC

Take-Two's lineup of future titles announced to date includes:

Title                                                                      Platforms                                         Planned For Release
L.A. Noire                                                        Xbox 360, PS3                                               Spring  2011
Top Spin 4                                                      Xbox 360, PS3, Wii                                       Fiscal 4Q 2011
Major League Baseball 2K11                     Xbox 360, PS3, PS2, PSP, Wii, PC            Fiscal 4Q 2011
Duke Nukem Forever                                   Xbox 360, PS3, PC                                       Calendar Year 2011
Spec Ops: The Line                                      Xbox 360, PS3, PC                                       Fiscal Year 2012
XCOM                                                              Xbox 360, PC                                                 Fiscal Year 2012
BioShock® Infinite                                         Xbox 360, PS3, PC                                       Calendar Year 2012


Conference Call
Take-Two will host a conference call today at 4:30 p.m. Eastern Time to review these results and discuss other topics.  The call can be accessed by dialing (877) 407-0984 or (201) 689-8577.  A live listen-only webcast of the call will be available by visitinghttp://ir.take2games.com and a replay will be available following the call at the same location.

Change in Fiscal Year
On October 25, 2010, the Company’s Board of Directors approved a change in the Company’s fiscal year end from October 31 to March 31.  Accordingly, the Company expects to file a transition report for the five-month transition period of November 1, 2009 to March 31, 2010 on Form 10-KT within 60 days from October 25, 2010.

Non-GAAP Financial Measures
In addition to reporting unaudited financial results in accordance with U.S. generally accepted accounting principles (GAAP), the Company uses Non-GAAP measures of financial performance that exclude certain non-recurring or non-cash items.  Non-GAAP gross profit, income (loss) and earnings (loss) per share are measures that exclude certain non-recurring or non-cash items and should be considered in addition to results prepared in accordance with GAAP.  They are not intended to be considered in isolation from, as a substitute for, or superior to, GAAP results.  These Non-GAAP financial measures may be different from similarly titled measures used by other companies.

The Company believes that these Non-GAAP financial measures, when taken into consideration with the corresponding GAAP financial measures, are important in gaining an understanding of the Company’s ongoing business. These Non-GAAP financial measures also provide for comparative results from period to period.  Therefore, the Company believes it is appropriate to exclude certain items as follows:

• Stock-based compensation – the Company does not consider stock-based compensation charges when evaluating business performance and management does not contemplate stock-based compensation expense in its short- and long-term operating plans.
• Business reorganization, restructuring and related expenses – the Company does not engage in reorganization activities on a regular basis and therefore believes it is appropriate to exclude business reorganization, restructuring and related expenses from its Non-GAAP financial measures.

• Gain (loss) on sale of subsidiaries and income (loss) from discontinued operations – the Company does not engage in sales of subsidiaries on a regular basis and therefore believes it is appropriate to exclude such gains (losses) from its Non-GAAP financial measures. As the company is no longer active in its discontinued operations, it believes it is appropriate to exclude income (losses) thereon from its Non-GAAP financial measures.

• Professional fees and expenses associated with unusual legal and other matters – the Company has incurred expenses for professional fees and has accrued for legal settlements that are outside its ordinary course of business. As a result, the Company has excluded such expenses from its Non-GAAP financial measures.

• Non-cash interest expense related to convertible debt – as a result of a new accounting standard adopted on November 1, 2009, the Company records non-cash interest expense on its convertible notes, in addition to the interest expense already recorded for coupon payments. The Company excludes the non-cash portion of the interest expense from its Non-GAAP financial measures because these amounts are unrelated to its ongoing business operations.

• Non-cash tax expense for the impact of deferred tax liabilities associated with tax deductible amortization of goodwill and the impact of the cancellation of stock options – due to the nature of the adjustment as well as the expectation that it will not have any cash impact in the foreseeable future, the Company believes it is appropriate to exclude this expense from its Non-GAAP financial measures.

EBITDA and Adjusted EBITDA
Earnings (loss) before interest, taxes, depreciation and amortization (“EBITDA”) is a financial measure not calculated and presented in accordance with U.S. GAAP.  Management uses EBITDA adjusted for business reorganization and related expenses (“Adjusted EBITDA”), among other measures, in evaluating the performance of the Company’s business units.  Adjusted EBITDA is also a significant component of the Company’s incentive compensation plans. Adjusted EBITDA should not be considered in isolation from, or as a substitute for, net income/(loss) prepared in accordance with GAAP.

Reclassifications
Certain prior year amounts have been reclassified to conform to current year presentation.

About Take-Two Interactive Software
Headquartered in New York City, Take-Two Interactive Software, Inc. is a global developer, marketer and publisher of interactive entertainment software games for the PC, PlayStation®3 and PlayStation®2 computer entertainment systems, PSP® (PlayStation®Portable) system, Xbox 360® video game and entertainment system from Microsoft, Wii™, Nintendo DS™, iPhone®, iPod® touch and iPad™. The Company publishes and develops products through its wholly owned labels Rockstar Games and 2K, which publishes its titles under 2K Games, 2K Sports and 2K Play. The Company’s common stock is publicly traded on NASDAQ under the symbol TTWO. For more corporate and product information please visit our website at www.take2games.com.

All trademarks and copyrights contained herein are the property of their respective holders.

Cautionary Note Regarding Forward-Looking Statements
The statements contained herein which are not historical facts are considered forward-looking statements under federal securities laws and may be identified by words such as "anticipates," "believes," "estimates," "expects," "intends," "plans," "potential," "predicts," "projects," "seeks," "will," or words of similar meaning and include, but are not limited to, statements regarding the outlook for the Company's future business and financial performance. Such forward-looking statements are based on the current beliefs of our management as well as assumptions made by and information currently available to them, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may vary materially from these forward-looking statements based on a variety of risks and uncertainties including: our dependence on key management and product development personnel, our dependence on our Grand Theft Auto products and our ability to develop other hit titles for current generation platforms, the timely release and significant market acceptance of our games, the ability to maintain acceptable pricing levels on our games, our ability to raise capital if needed and risks associated with international operations. Other important factors and information are contained in the Company's Annual Report on Form 10-K for the fiscal year ended October 31, 2009, in the section entitled "Risk Factors," as updated in the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 31, 2010, and the Company's other periodic filings with the SEC, which can be accessed at www.take2games.com. All forward-looking statements are qualified by these cautionary statements and apply only as of the date they are made. The Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise.