SecProbe.io

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Mail Stop 4561

      December 2, 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 your response to our letter dated September
15, 2005 in connection with our review of the above referenced
filings and have the following comments.  Where indicated, we
think
you should revise your document in response to these comments.  If
you disagree, we will consider your explanation as to why our
comment
is inapplicable or a revision is unnecessary.  Please be as
detailed
as necessary in your explanation.  In some of our comments, we may
ask you to provide us with supplemental information so we may
better
understand your disclosure.  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.

Form 10-K for the fiscal year ended March 31, 2005

Note 2. Summary of Significant Accounting Policies

Software Development, page 62

1. Please refer to comment 5 in our letter dated September 15,
2005.
We have reviewed your response and note that you evaluate the
contractual royalty rate because this is the rate at which an
independent software developer recoups the milestone payments made
before earning additional royalties.  However, it remains unclear
how
this amortization method complies with paragraph 8 of SFAS 86.  As
a
result, provide us with an analysis where you have used the
contractual royalty rate to determine amortization expense for any
of
your products for each year presented as well as a comparison for
the
same products as if the ratio of current gross revenues to the
total
of current and anticipated future gross revenues was used to
determine amortization.

Revenue Recognition, page 63

2. With regards to your response to our previous comment no. 7,
please explain the following:
* You indicate that the wireless subscribers directly contract
with
the wireless carriers.  Are you referring to the contracts for
their
phone services?  Who does the customer contract with for the
purchase
of wireless games, ringtones and wallpapers?
* Describe the terms of the arrangements between the Company and
the
mobile carriers.  Do the contracts stipulate the percentage
breakdown
for the transmission and content revenues for the wireless games,
ringtones and wallpaper services?
* If the customer is not satisfied with the content, do they
contact
the Company or the wireless carriers?
* You indicate that the Company has limited credit risk because
the
wireless carriers bear the risk of collecting fees from their
subscribers.  If the subscribers do not pay the wireless carrier,
does the Company still receive their portion of the fee for the
content?  If not, please explain how the Company determined they
do
not have credit risk.
* Tell us how and where you account for the costs of providing
wireless games, ringtones and wallpapers to the wireless
subscribers.

Form 10-Q for the quarterly period ended September 30, 2005

Item 4. Controls and Procedures, page 30

3. Your conclusion that your disclosure controls and procedures
are
effective "for ensuring that information required to be disclosed
by
us in the report that we file or submit under the Securities
Exchange
Act of 1934 is recorded, processed, summarized and reported within
the time periods specified in the SEC`s rules and forms" is
significantly more limited than what is called for under Rule 13a-
15(e) of the Exchange Act.  The rule requires that the disclosure
controls and procedures be designed to also ensure that
information
required to be disclosed by an issuer in the reports that it files
or
submits under the Exchange Act is accumulated and communicated to
the
issuer`s management as appropriate to allow timely decisions
regarding required disclosure.  Tell us how you plan to comply
with
the requirements under Rule 13a-15(e) of the Exchange Act.

      * * * * *

      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.

	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.
December 2, 2005
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