THQ INC
8-K, 1998-08-12
PREPACKAGED SOFTWARE
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                       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): August 12, 1998
                                        
                                        
                                    THQ INC.
                                        
                                        
               (Exact name of registrant as specified in charter)
                                        
                                        
                                    Delaware
                          (State or other jurisdiction
                       of incorporation or organization)
                                        
                        Commission File Number: 0-18813
                                        
                                   13-3541686
                      (I.R.S. employer identification no.)
                                        
                          5016 North Parkway Calabasas
                          Calabasas, California 91302
                        (Address of principal executive
                          offices, including zip code)
                                        
                                 (818) 591-1310
                        (Registrant's telephone number,
                              including area code)
                                        

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ITEM 5.  OTHER EVENTS.

                    On August 12, 1998, the Registrant released the press
release attached hereto as Exhibit 99.1.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

<TABLE>
<CAPTION>
Exhibit             Exhibit Description
- -------             -------------------
<S>                 <C>
99.1                Press Release dated August 12, 1998.
</TABLE>

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                                   SIGNATURES


          Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereto duly authorized.

                                        THQ INC.


                                        By:  /s/ Fred A. Gysi
                                             --------------------------------
                                             Fred A. Gysi
                                             Vice President - Finance and
                                             Administration, Chief Financial
                                             Officer and Secretary

                                             Date: August 12, 1998

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                                                                    EXHIBIT 99.1


THQ WITHDRAWS $60 MILLION PRIVATE
OFFERING OF CONVERTIBLE SUBORDINATED NOTES


CALABASAS, Calif.--(BUSINESS WIRE)--Aug. 12, 1998--THQ Inc. (Nasdaq NMS:THQ1)
Wednesday announced that due to market conditions, it has decided to withdraw
from the market its $60 million private offering of convertible subordinated
notes that the company announced on July 27.

Brian J. Farrell, president of THQ, said: "Our anticipated application of the
funds was for incremental investment. We have over $20 million in cash plus our
revolving line of credit, which is more than adequate to support our anticipated
working capital needs.

"We continue to be highly confident regarding the company's business prospects
for the remainder of the year and into 1999. We believe there are, and will
continue to be, a number of excellent investment opportunities for the company.
Depending on future market conditions, the company may renew this effort at a
later date."

THQ develops, publishes and distributes interactive entertainment software
worldwide for a variety of hardware platforms, including PC CD-ROM and those
manufactured by Nintendo and Sony. The THQ Web site is located at www.thq.com.


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