SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Clemmer Doug

(Last)

(First)

(Middle)

29903 AGOURA ROAD

(Street)

AGOURA HILLS

91301

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/19/2009

3. Issuer Name and Ticker or Trading Symbol
THQ INC [ THQI ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Kids/Family/Casual Games

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common	1,346	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option to Purchase Common Stock	12/12/2009⁽¹⁾	12/12/2013	Common	30,000	$4.58	D
Option to Purchase Common Stock	05/12/2010⁽²⁾	05/12/2014	Common	93,101	$5.2	D
Option to Purchase Common Stock	08/06/2007⁽³⁾	08/06/2009⁽³⁾	Common	3	$11.8733⁽³⁾	D
Option to Purchase Common Stock	05/13/2009⁽⁴⁾	05/13/2013	Common	45,500	$18.42	D
Option to Purchase Common Stock	01/03/2007⁽⁵⁾	01/03/2011	Common	33,333	$23.98	D
Option to Purchase Common Stock	10/14/2007⁽⁶⁾	10/14/2010⁽⁶⁾	Common	4,999	$24.2⁽⁶⁾	D
Option to Purchase Common Stock	10/14/2008⁽⁶⁾	10/14/2010⁽⁶⁾	Common	5,001	$24.2⁽⁶⁾	D
Option to Purchase Common Stock	05/15/2008⁽⁷⁾	05/15/2012	Common	45,500	$32.8	D
Performance Accelerated Restricted Stock Units	04/03/2011⁽⁸⁾	⁽⁸⁾	Common	8,000	⁽⁸⁾	D
Performance Accelerated Restricted Stock Units	05/15/2012⁽⁹⁾	⁽⁹⁾	Common	8,167	⁽⁹⁾	D
Performance Accelerated Restricted Stock Units	05/13/2013⁽⁹⁾	⁽⁹⁾	Common	8,167	⁽⁹⁾	D
Restricted Stock Units	05/13/2011⁽¹⁰⁾	⁽¹⁰⁾	Common	7,500	⁽¹⁰⁾	D

Explanation of Responses:

1. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 12/12/2008.

2. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 5/12/2009.

3. This option was originally granted on August 6, 2004. The exercise price of the unexercised options was increased on December 22, 2006 in connection with our stock option grant review; however, the option retained its original vesting schedule, with one-third of the option vesting on each of the first, second and third anniversary of the original grant date.

4. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 5/13/2008.

5. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 1/3/2006.

6. This option was originally granted on October 14, 2005. The exercise price of the unexercised options was increased on December 22, 2006 in connection with our stock option grant review; however, the option retained its original vesting schedule, with one-third of the option vesting on each of the first, second and third anniversary of the original grant date.

7. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date, which was 5/15/2007.

8. The Performance Accelerated Restricted Stock Units (PARSUs) were granted pursuant to the THQ Inc. Amended and Restated 1997 Stock Option Plan. The PARSUs are subject to forfeiture and will vest five years after the grant date; however, vesting may be accelerated if certain company-related performance criteria are met each fiscal year during the term of the PARSUs. The PARSUs will be settled one-for-one in shares of common stock upon vesting, unless the participant has elected to defer receipt of PARSUs pursuant to the THQ Inc. Performance Acclerated Restricted Stock Unit Deferred Compensation Plan.

9. The Performance Accelerated Restricted Stock Units (PARSUs) were granted pursuant to the THQ Inc. 2006 Long-Term Incentive Plan. The PARSUs are subject to forfeiture and will vest five years after the grant date; however, vesting may be accelerated if certain company-related performance criteria are met each fiscal year during the term of the PARSUs. The PARSUs will be settled one-for-one in shares of common stock upon vesting, unless the participant has elected to defer receipt of PARSUs pursuant to the THQ Inc. Stock Unit Deferred Compensation Plan.

10. The Restricted Stock Units (RSUs) were granted on May 13, 2008 pursuant to the THQ Inc. 2006 Long-Term Incentive Plan. The RSUs are subject to forfeiture and will vest three years after the grant date. The RSUs will be settled one-for-one in shares of common stock upon vesting, unless the participant has elected to defer receipt of RSUs pursuant to the THQ Inc. Stock Unit Deferred Compensation Plan.

Remarks:

	Doug Clemmer	06/29/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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