TAKE TWO INTERACTIVE SOFTWARE INC — Director's Dealing 2010

Mar 25, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TAKE TWO INTERACTIVE SOFTWARE INC (TTWO)
CIK: 0000946581
Period of Report: 2010-03-22

Reporting Person: ICAHN ENTERPRISES HOLDINGS L.P. (10% Owner)
Reporting Person: IPH GP LLC (10% Owner)
Reporting Person: ICAHN CAPITAL LP (10% Owner)
Reporting Person: ICAHN OFFSHORE LP (10% Owner)
Reporting Person: ICAHN ONSHORE LP (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-22	Common Stock, par value $0.01 per share ("Shares")	P	36653	$9.96	Acquired	11620526	Indirect

Footnotes

F1: High River Limited Partnership ("High River") directly beneficially owns 2,324,104 Shares, Icahn Partners LP ("Icahn
Partners") directly beneficially owns 3,436,075 Shares, Icahn Partners Master Fund LP ("Icahn Master") directly beneficially
owns 3,866,980 Shares, Icahn Partners Master Fund II LP ("Icahn Master II") directly beneficially owns 1,446,200 Shares, and
Icahn Partners Master Fund III LP ("Icahn Master III") directly beneficially owns 547,167 Shares.

F2: Barberry Corp. ("Barberry"), is the sole member of Hopper Investments LLC ("Hopper"), which is the general partner of High
River. Beckton Corp. ("Beckton") is the sole stockholder of Icahn Enterprises G.P. Inc. ("Icahn Enterprises GP"), which is
the general partner of Icahn Enterprises Holdings L.P. ("Icahn Enterprises Holdings"). Icahn Enterprises Holdings is the
sole member of IPH GP LLC ("IPH"), which is the general partner of Icahn Capital LP ("Icahn Capital"). Icahn Capital is the
general partner of each of Icahn Onshore LP ("Icahn Onshore") and Icahn Offshore LP ("Icahn Offshore"). Icahn Onshore is the
general partner of Icahn Partners. Icahn Offshore is the general partner of each of Icahn Master, Icahn Master II and Icahn
Master III.

F3: Each of Barberry and Beckton is 100 percent owned by Carl C. Icahn. As such, Mr. Icahn is in a position indirectly to
determine the investment and voting decisions made by each of High River, Icahn Partners, Icahn Master, Icahn Master II and
Icahn Master III. Each of Hopper, Barberry and Mr. Icahn may be deemed to indirectly beneficially own (as that term is
defined in Rule 13d-3 under the Act) the Shares which High River owns. Each of Hopper, Barberry and Mr. Icahn disclaims
beneficial ownership of such Shares except to the extent of their pecuniary interest therein.

F4: Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be
deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which Icahn Partners
owns. Each of Icahn Onshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn
disclaims beneficial ownership of such Shares except to the extent of their pecuniary interest therein.

F5: Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings, Icahn Enterprises GP, Beckton and Mr. Icahn may be
deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Act) the Shares which each of Icahn
Master, Icahn Master II and Icahn Master III owns. Each of Icahn Offshore, Icahn Capital, IPH, Icahn Enterprises Holdings,
Icahn Enterprises GP, Beckton and Mr. Icahn disclaims beneficial ownership of such Shares except to the extent of their
pecuniary interest therein.

F6: Please reference the Form 4 filing dated March 25, 2010, filed separately by certain other related Reporting Persons.