8-K

                                 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) September 12, 2005
                                                         -----------------------

                                ACTIVISION, INC.
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               (Exact Name of Registrant as Specified in Charter)


            Delaware                    0-12699               95-4803544
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  (State or Other Jurisdiction        (Commission           (IRS Employer
        of Incorporation)             File Number)         Identification No.)


        3100 Ocean Park Blvd., Santa Monica, CA                    90405
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        (Address of Principal Executive Offices)                 (Zip Code)


        Registrant's telephone number, including area code (310) 255-2000
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                                       NA
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          (Former Name or Former Address, if Changed Since Last Report)

     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 (see General Instruction A.2. below):

[ ]  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 1.01.  Entry into a Material Definitive Agreement.

On September 12, 2005, Activision, Inc. (the "Company") announced the
appointment of Thomas Tippl as Chief Financial Officer and Director of
Activision Publishing, Inc. ("Activision Publishing"), the Company's only direct
operating subsidiary and the holding company for all other active subsidiaries.

Mr. Tippl will begin the transition into his new position as Chief Financial
Officer of Activision Publishing beginning October 2005. In connection with his
new position, Mr. Tippl entered into an employment agreement for a term of five
years. The agreement provides for an annual base salary of $450,000 and for
annual minimum base salary increases of 4%, and permits additional increases in
the discretion of the Company's Board of Directors or Compensation Committee of
the Board. Mr. Tippl is also entitled to receive an annual discretionary bonus
of up to 75% of the amount of his base salary based on achievement of objectives
to be determined. The bonus may be paid, in the sole discretion of the
Compensation Committee, in cash, shares of the Company's common stock, or
options to purchase the Company's common stock.

Mr. Tippl will be paid a signing bonus of $100,000 and granted an option to
purchase an aggregate of 600,000 shares of the Company's common stock in three
tranches of 200,000 options each. The first tranche of 200,000 options will vest
ratably over five years, with 20% beginning in 2006. The second tranche of
200,000 options will vest on September 30, 2010, subject to accelerated vesting
if Mr. Tippl achieves certain performance objectives to be determined. The third
tranche of 200,000 options will vest on September 30, 2010. All of the options
will have an exercise price equal to the fair market value of the Company's
stock on the date of grant. In consideration for abandoning certain long term
compensation, pension benefits and related equity participations, Mr. Tippl will
also be granted a number of shares of restricted stock equal to $1,500,000
divided by the fair market value on the date of grant. Such shares of restricted
stock will vest ratably on September 30, 2008, September 30, 2009, and September
30, 2010.

Mr. Tippl is also entitled to severance payments in the event his employment is
terminated for certain reasons. The employment agreement contains other
provisions that are customary in the employment agreements of similarly situated
executives.

Item 5.02.  Departure of Directors or Principal Officers; Election of Directors;
            Appointment of Principal Officers.

On September 8, 2005, William Chardavoyne, Executive Vice President and Chief
Financial Officer of the Company, announced that he would be leaving the Company
to pursue other interests at the end of the Company's fiscal year. Mr.
Chardavoyne will be succeeded by Tom Tippl and will work closely with Mr. Tippl
to ensure a smooth transition. Mr. Chardavoyne will continue to receive his base
salary, annual bonus and benefits through his retirement date in accordance with
the terms of his employment agreement.

As set forth above, Thomas Tippl, 38, will assume the position of Chief
Financial Officer of Activision Publishing. The information provided above in
response to Item 1.01 is hereby

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incorporated by reference into this Item 5.02. Prior to joining Activision
Publishing, Mr. Tippl was employed from 1991 to 2005 by Procter & Gamble. He
served in a number of executive level positions at Procter & Gamble, most
recently, from 2004, as Head of Investor Relations and Shareholder Services.
From 2001 to 2003, he served as Finance Director of Procter & Gamble Babycare
Europe and a member of the Fater Italy Joint Venture Board of Directors. From
1999 to 2002, Mr. Tippl co-founded Procter & Gamble's Equity Venture Fund and
served as Associate Director of Acquisitions and Divestitures.

Item 9.01.  Financial Statements and Exhibits.

     (c)  Exhibits.

          99.1 Press Release, dated September 12, 2005

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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 hereunto duly authorized.

Date:  September 12, 2005            ACTIVISION, INC.


                                     By:/s/ Ronald Doornink
                                        ------------------------
                                        Name:  Ronald Doornink
                                        Title: President

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EX-99

                                                                    Exhibit 99.1


FOR IMMEDIATE RELEASE               For Information Contact:
                                    Maryanne Lataif
                                    Vice President, Corporate Communications
                                    Activision, Inc.
                                    (310) 255-2704
                                    mlataif@activision.com

                                    Kristin Mulvihill Southey
                                    Vice President, Investor Relations
                                    Activision, Inc.
                                    (310) 255-2635
                                    ksouthey@activision.com


                                ACTIVISION NAMES
                      THOMAS TIPPL CHIEF FINANCIAL OFFICER

            Brings a Wealth of Global Financial Management Experience
                               to Videogame Leader

          To Replace William Chardavoyne Who Leaves at Fiscal Year End


Santa Monica, CA - September 12, 2005 - Activision (Nasdaq: ATVI) announced
today that Thomas Tippl has been appointed chief financial officer. Mr. Tippl
succeeds William Chardavoyne who will leave the company to pursue other
interests at the end of fiscal year 2006 after serving more than five years as
Activision's chief financial officer. Tippl will work closely with Chardavoyne
through the end of the fiscal year (March 31, 2006).

A 14 year veteran of Procter & Gamble, Tippl has held leadership positions in
investor relations, global treasury, financial and strategic planning,
acquisitions and divestitures, and financial management of business units in
Asia, Europe and North America. Tippl will report directly to Mike Griffith,
President and Chief Executive Officer of Activision Publishing, Inc.

"Thomas' extensive credentials and my personal experience working with him in
the past give me confidence that he is the right person to build on our track
record of growth and take us to the next level of leadership in the video game
industry," said Mike Griffith.

"Thomas is an energetic, experienced and far-sighted executive with a strong
track record as a financial professional from one of the world's most respected
companies. His experience in business development, organizational management and
international commerce make him the ideal choice to drive and manage
Activision's strategic direction and growth and help us continue to deliver
superior financial returns to our shareholders," added Robert Kotick, Chairman
and CEO, Activision, Inc

"Bill Chardavoyne has contributed enormously to our strong financial and
operational execution over the past five years. Today, Activision has a solid
financial management organization and maintains one of the strongest balance
sheets in the industry. We are deeply grateful for Bill's contributions over
these last five years," Kotick continued.

Tippl added, "I expect to build on the solid financial foundation that exists at
Activision to continue to maximize long-term shareholder value by focusing on
sustained profitability, identifying and exploiting additional sources of
revenue, expanding our operating margins, and maintaining Activision's culture
of financial integrity."

Tippl, 38, joined Procter & Gamble in 1991 as Manager Financial Analysis, P&G
Austria. He graduated at the top of his class with a Masters degree in Economics
& Social Sciences from the Vienna University of Economics and Business
Administration.

Headquartered in Santa Monica, California, Activision, Inc. is a leading
worldwide developer, publisher and distributor of interactive entertainment and
leisure products. Founded in 1979, Activision posted net revenues of $1.4
billion for the fiscal year ended March 31, 2005.

Activision maintains operations in the U.S., Canada, the United Kingdom, France,
Germany, Italy, Japan, Australia, Scandinavia, Spain and the Netherlands. More
information about Activision and its products can be found on the company's
World Wide Web site, which is located at www.activision.com.

The statements made in this press release that are not historical facts are
"forward-looking statements". These forward-looking statements are based on
current expectations and assumptions that are subject to risks and
uncertainties. The Company cautions readers of this press release that a number
of important factors could cause Activision's actual future results to differ
materially from those expressed in any such forward-looking statements. Such
factors include, without limitation, product delays, retail acceptance of our
products, industry competition, rapid changes in technology and industry
standards, protection of proprietary rights, maintenance of relationships with
key personnel, vendors and third-party developers, international economic and
political conditions, integration of recently acquired subsidiaries and
identification of suitable future acquisition opportunities. These important
factors and other factors that potentially could affect the Company's financial
results are described in our filings with the Securities and Exchange
Commission, including the Company's most recent Annual report on Form 10-K and
Quarterly Report on Form 10-Q. Readers of this press release are referred to
such filings. The Company may change its intention, belief or expectation, at
any time and without notice, based upon any changes in such factors, in the
Company's assumptions or otherwise. The Company undertakes no obligation to
release publicly any revisions to any forward-looking statements to reflect
events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events.

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