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91
Exhibit
Number Title
4.2First Amendment to Amended andRestatedRightsAgreement, datedApril9,2002 between
theCompanyand Computershare Investor Services, LLC, as Rights Agent (incorporated by
reference to Exhibit 2to Amendment No. 3 to the Registrant’s Registration Statement on
Form 8-A filed on April 12, 2002 (file No. 000-18813)).
10.1 #Stock Option Agreementdatedasof December 23, 1998, between the Company and James
Whims(incorporated by reference to Exhibit10.9 to the Registrant’s Quarterly Report on
Form 10-Q for the quarter ended June 30,1999).
10.2 #Amended and Restated Employment Agreement, dated as of July 20, 2006 betweenthe
Company and Brian J. Farrell(incorporated by reference to Exhibit 10.1 to the Registrant’s
QuarterlyReport on Form 10-Q forthequarter ended September30, 2006 (the
“September 2006 10-Q”)).
10.3 #EdZinser Offer Letter datedMarch 24,2004 (incorporated by reference to Exhibit 10.3 to the
Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2004 (the
“June 2004 10-Q”)).
10.4 #Kelly Flock Offer Letter dated August 11, 2005 (incorporated by reference to Exhibit 10.1 to
theRegistrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2005
(the “September 2005 10-Q”)).
10.5 #Indemnification Agreements, dated as of November 30, 2004 between theCompany and each
director of the Company, being thefollowing:Lawrence Burstein, Henry DeNero, Brian P.
Dougherty, Brian J. Farrell,and James L. Whims (incorporatedby reference to Exhibit10.4 to
theRegistrant’s Quarterly Report on Form 10-Q for the quarterly period ended December 31,
2004 (the “December 2004 10-Q”)).
10.6 #Indemnification Agreement, dated as of March 28, 2006between theCompany and Jeffrey W.
Griffiths (the form of which is incorporated by reference to Exhibit 10.4 to the Registrant’s
December 2004 10-Q).
10.7 #THQInc.2006 LongTermIncentivePlan(incorporated by referenceto Exhibit A to
Company’s ProxyStatement on Schedule 14A filed June 21, 2006).
10.8 #THQ Inc. EmployeeStock Purchase Plan (incorporatedbyreference to Exhibit A to
Company’s ProxyStatement on Schedule 14A filed June 21, 2006).
10.9 #THQ Inc. Amended and Restated 1997 StockOption Plan, as amended on August 18, 2005
(incorporated by referenceto Exhibit 10.2 to the Registrant’s September 2005 10-Q).
10.10 #Third Amended and Restated Non-executive Employee Stock Option Plan (incorporated by
reference to Appendix CtoRegistrant’sProxy Statement on Schedule 14A filed July 3, 2003).
10.11 #* THQ Inc. StockUnit DeferredCompensation Plan, effective as of August 18, 2005.
10.12# FormofSeverance Agreementwith Executive Officers entered into June 15, 2006
(incorporated by reference to Exhibit 10.1 to theRegistrant’s Quarterly Report on Form 10-Q
for thequarter ended June 30, 2006 (the “June 2006 10-Q”)).
10.13 #Formof Severance Agreement with Senior Officers enteredinto June 15, 2006 (incorporated
by reference to Exhibit 10.2to the Registrant’s June2006 10-Q).
10.14 #Formof Severance Agreement with Officers entered into June 15, 2006 (incorporated by
reference to Exhibit10.3 to the Registrant’s June 2006 10-Q).
10.15# FormofChange-in-Control Agreement with Executive and Senior Officers entered into on
June15, 2006 (incorporated by reference to Exhibit 10.4 to theRegistrant’s June2006 10-Q).