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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) June 21, 2000
THQ INC.
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(Exact name of Registrant as Specified in Its Charter)
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DELAWARE (Commission File Number) (IRS Employer Identification No.)
0-18813 13-3541686
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27001 Agoura Road, Suite 325, Calabasas Hills, 91301
California
Registrant's telephone number, including area code 818-871-5000.
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On June 20, 2000, the Board of Directors of the
Company adopted a Stockholders Rights Agreement. Pursuant to such
Agreement, the Company will make a dividend distribution of one
preferred stock purchase right for each outstanding share of Common
Stock of the Company as of the close of business on July 3, 2000.
The Board of Directors of the Company also adopted certain
changes to the Company's Bylaws, which are designed to enhance the
Company's corporate preparedness in the event of takeover events.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired:
Not applicable.
(b) Pro forma financial information:
Not applicable.
(c) Exhibits:
3 Amended and Restated Bylaws of the Company
4 Stockholders Rights Agreement dated as of June 21, 2000
between the Company and American Stock Transfer & Trust
Company, as Rights Agent.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
THQ INC.
Date: June 21, 2000 By: /s/ Brian Farrell
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Name: Brian J. Farrell
Title: President
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EXHIBIT INDEX
The following exhibits are filed herewith:
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Exhibit No.
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3 Amended and Restated Bylaws of the Company
4 Stockholders Rights Agreement dated as of June 21, 2000
between the Company and American Stock Transfer & Trust
Company, as Rights Agent.
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