SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GOODMEN WILLIAM WALTER

(Last)

(First)

(Middle)

29903 AGOURA ROAD

(Street)

AGOURA HILLS

91301

(City)

(State)

(Zip)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP- HR & Admin

3. Date of Earliest Transaction (Month/Day/Year)
02/07/2007

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/07/2007		M		49,999	A	$11.6667	65,530	D
Common Stock	02/07/2007		S		3,966	D	$30.61	61,564	D
Common Stock	02/07/2007		S		100	D	$30.62	61,464	D
Common Stock	02/07/2007		S		3,499	D	$30.6471	57,965	D
Common Stock	02/07/2007		S		5,000	D	$30.6778	52,965	D
Common Stock	02/07/2007		S		12,200	D	$30.7	40,765	D
Common Stock	02/07/2007		S		3,400	D	$30.7094	37,365	D
Common Stock	02/07/2007		S		6,000	D	$30.71	31,365	D
Common Stock	02/07/2007		S		2,900	D	$30.712	28,465	D
Common Stock	02/07/2007		S		3,600	D	$30.7236	24,865	D
Common Stock	02/07/2007		S		3,000	D	$30.74	21,865	D
Common Stock	02/07/2007		S		534	D	$30.75	21,331	D
Common Stock	02/07/2007		S		800	D	$30.7562	20,531	D
Common Stock	02/07/2007		S		1,300	D	$30.77	19,231	D
Common Stock	02/07/2007		S		3,700	D	$30.7767	15,531	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
10/22/03 Option to Purchase Common Stock,par $0.01	$11.6667	02/07/2007		M			49,999	⁽¹⁾⁽²⁾	10/22/2008	Common Stock	49,999	$0	0	D

Explanation of Responses:

1. One-third of the Option vests on each of the first, second and third anniversary of the Grant Date.

2. Date of Grant: 10/22/2003

Remarks:

	By: /S/ William Goodmen	02/08/2007
	** 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 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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