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88
PART IV
Item 15. Exhibits, Financial Statement Schedules and Reports onForm 8-K
(a) Financial Statements and Financial Statement Schedules
The following financial statements of the Company are included in Part II Item 8:
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.............. 52
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated balance sheets—March 31, 2005 and 2004. .................................. 53
Consolidated statements of operationsfor the fiscal years ended March 31, 2005 and 2004, the
three months ended March31, 2003 and the year ended December 31, 2002. .............. 54
Consolidated statements of stockholders’ equity for the fiscal years ended March 31, 2005 and
2004, the three months ended March 31,2003 and the year ended December 31, 2002 ...... 55
Consolidated statements of cash flows for the fiscal years ended March 31, 2005 and 2004, the
three months ended March31, 2003 and the year ended December 31, 2002. .............. 56
NOTESTO CONSOLIDATED FINANCIAL STA TEMENTS. ............................... 57
(b) Exhibits.
The following exhibits are filed herewith or are incorporated by reference to exhibits previously filed with
the SEC. We will furnish copies of the exhibits for a reasonable fee (covering the expense of furnishing
copies) upon request:
Exhibit
Number Title
3.1 Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to Post-Effective Amendment
No. 1 to the Registration Statement on Form S-3 filed on January 9, 1998 (File No. 333-32221) (the
“S-3 Registration Statement”)).
3.2 Amendment to Certificate of Incorporation (incorporated by reference to Exhibit 3.2 toPost-
Effective Amendment No. 1 to the S-3 Registration Statement).
3.3 Amendment to Certificate of Incorporation (incorporated by reference to Exhibit3.3 to the
Registrant’s Quarterly Report on Form 10-Q for the period ended June30, 2001 (the “June 2001
10-Q”)).
3.4 Amended and Restated Bylaws (incorporated by reference to Exhibit 3 to the Registrant’s Current
Report on Form 8-K, dated June22, 2000).
3.5 Certificate of Designation of Series A Junior Participating Preferred Stock of THQ Inc.
(incorporated by reference to Exhibit A of Exhibit 1 of Amendment No. 2 to the Registrant’s
Registration Statement on Form 8-A filed on August 28, 2001 (File No. 001-15959) (the
“August 2001 8-A”)).
3.6 Amendment to Certificate of Designation of Series A Junior Participating Preferred Stock of THQ
Inc. (incorporated by reference to Exhibit 3.6 to the Registrant’s Quarterly Report on Form 10-Q for
the quarterly period ended September 30, 2001(the “September 2001 10-Q”)).
4.1 Amended and Restated Rights Agreement, dated as of August 22, 2001 between the Registrant and
Computershare Investor Services, LLC, as Rights Agent (incorporated by reference to Exhibit 1 to
Amendment No. 2 to the Registrant’s August 2001 8-A).