SecProbe.io

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Mail Stop 4561

      September 15, 2005

Edward K. Zinser
Chief Financial Officer and
Executive Vice President
THQ Inc.
27001 Agoura Road
Calabasas Hills, CA 91301

	Re:	THQ Inc.
   Form 10-K for the Fiscal Year Ended
   March 31, 2005
		Filed June 10, 2005
		File No. 000-18813

Dear Mr. Zinser:

	We have reviewed the above referenced filings and have the
following comments.  Please note that we have limited our review
to
the matters addressed in the comments below.  We may ask you to
provide us with supplemental information so we may better
understand
your disclosure.  Please be as detailed as necessary in your
explanation.  After reviewing this information, we may raise
additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.   Feel free to call us at the telephone numbers listed
at
the end of this letter.

Note 2. Summary of Significant Accounting Policies

Cash, Cash Equivalents, Short-Term Investments, and Long-Term
Marketable Securities, page 59

1. We note in your disclosure that you reclassified auction rate
securities from cash and cash equivalents to short-term
investments
in fiscal year 2005 and that prior period information related to
auction rate securities was also reclassified.  However, it is not
clear in your disclosure why this reclassification was made.  Tell
us
how you considered disclosing the reasons for this
reclassification
(i.e. to conform to the requirements of paragraph 8 of SFAS 95).

2. We note that you have classified these auction rate securities
as
short-term investments on your balance sheets due to the fact that
you have the ability to quickly liquidate these securities.  Tell
us
how you considered paragraph 17 of SFAS 115 and paragraph 4 of
Chapter 3A of ARB 43 in your classification of these securities as
short-term.  In this regard, although you have the ability to
quickly
liquidate these securities, tell us whether these securities are
reasonably expected to be realized in cash or sold or consumed
during
the fiscal year ending March 31, 2006.

3. We note your disclosure related to the impact this
reclassification had on your cash and cash equivalents at March
31,
2004.  Tell us how you considered describing and quantifying the
impact this reclassification had on your cash flows from investing
activities for the year ended March 31, 2004 as well as the prior
periods presented including the 2003 transition period.

4. Also, considering the significance of this reclassification,
tell
us what consideration you have given to the impact of this change
on
your Item 307 requirements for disclosure controls and procedures
and
the 308(c) reporting requirements regarding changes in internal
control procedures.

Software Development, page 62

5. We note you amortize capitalized software costs at the higher
of
the contractual rate based on actual net product sales or an
effective rate based on total projected revenue.  Tell us how your
amortization policy complies with paragraph 8 of SFAS 86.  Also,
provide a breakdown of your capitalized software development costs
by
product at each balance sheet date; tell us the original amount of
such costs, the amount amortized to date and provide the estimated
remaining amortization period for each.  Provide a similar
analysis
for the Company`s prepaid licenses.

Revenue Recognition, page 63

6. We note in your disclosure that for agreements where you
provide
your customers the right to multiple copies in exchange for
guaranteed minimum royalty amounts, revenue related to the
guaranteed
royalty is recognized at delivery of the product master or the
first
copy.  Tell us whether any portion of the guaranteed minimum
royalty
payment is refundable if your customer is not able to license the
minimum number of copies.  Please advise.

7. We note that in accordance with your distribution agreements
with
wireless carriers, the wireless carriers are responsible for
billing,
collecting and remitting fees to you and that you recognize
wireless
revenues on a net basis in accordance with EITF 99-19.  Provide
the
basis for your conclusion to report wireless revenue on a net
basis.
In your response, tell us how you considered each of the factors
presented in paragraphs 7-17 in EITF 99-19.

      * * * * *

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  Please submit all correspondence and
supplemental
materials on EDGAR as required by Rule 101 of Regulation S-T.  You
may wish to provide us with marked copies of any amendment to
expedite our review.  Please furnish a cover letter with any
amendment that keys your responses to our comments and provides
any
requested information.  Detailed cover letters greatly facilitate
our
review.  Please understand that we may have additional comments
after
reviewing any amendment and your responses to our comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact Patrick Gilmore at (202) 551-3406 or me at
(202) 551-3499 if you have questions regarding comments on the
financial statements and related matters.

							Sincerely,

							Kathleen Collins
							Accounting Branch Chief

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Edward K. Zinser
THQ Inc.
September 15, 2005
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