UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

_______________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): ~~April~~March 1815, 2013

THQ INC.

(Exact Name of Registrant as Specified in Charter)



Delaware	0-18813	13-3541686
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)



29903 Agoura Road, Agoura Hills, CA	91301
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code: (818) 871-5000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 18.01 ~~Entry~~Other ~~into a Material Definitive Agreement~~Events

~~Entry~~Monthly ~~into~~Operating ~~505 Games Asset Purchase Agreement~~Report

InAs ~~connection~~previously ~~with~~disclosed, ~~its~~on ~~ongoing~~December ~~Chapter~~19, ~~11 case (the “Chapter 11 Case”) in the U.S. Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”)~~2012, THQ, Inc. (the “Company”) ~~conducted~~and ~~a Section 363 auction for the sale of~~ certain of ~~the~~its ~~Company’s~~subsidiaries, ~~assets~~ (~~the~~together ~~“Auction”). As~~with ~~a result of~~ the ~~Auction~~Company, the ~~Company and 505 Games Srl, as purchaser (~~“~~505 Games~~Debtors”), ~~entered~~filed ~~into~~voluntary anpetitions ~~Asset~~for ~~Purchase~~relief ~~Agreement~~under ~~dated~~Chapter as11 of ~~April 18, 2013 (~~the ~~“505~~United ~~Games~~States ~~Asset~~Bankruptcy ~~Purchase~~Code ~~Agreement”), pursuant to which the Company agreed to sell substantially all of its assets primarily related to Drawn to Life and Drawn to Life: The Next Chapter~~ (~~together,~~ the “~~505~~Chapter ~~Games~~11 ~~Assets~~Case”) toin ~~505~~the ~~Games~~United ~~pursuant~~States ~~to,~~Bankruptcy ~~inter~~Court ~~alia, Sections~~for ~~363~~the ~~and~~District ~~365~~ of ~~the~~Delaware ~~U.S. Bankruptcy Code~~ (the “Bankruptcy ~~Code~~Court”).

~~Pursuant~~On toMarch 15, 2013, the ~~terms~~Debtors offiled their monthly operating report for the ~~505~~period ~~Games~~beginning ~~Asset~~December ~~Purchase~~30, ~~Agreement~~2012 and ending February 2, 2013 (the ~~aggregate~~“January ~~consideration~~2013 toReport”) bewith ~~received~~the byBankruptcy ~~the~~Court ~~Company~~and ~~will~~submitted bethe ~~comprised~~January of2013 ~~cash~~Report into the ~~amount~~Office of ~~$301,000~~the ~~and~~United ~~the~~States ~~assumption~~Trustee. The ofJanuary ~~certain~~2013 ~~liabilities~~Report byis ~~505~~furnished ~~Games~~with this Current Report on Form 8-K as Exhibit 99.1.

~~Entry~~The ~~into~~January ~~Gearbox~~2013 ~~Asset~~Report ~~Purchase~~contains ~~Agreement~~unaudited financial information that has not been reviewed by independent accountants, is limited to the Debtors and is in a format prescribed by applicable bankruptcy laws. The financial information related to the Debtors included in the January 2013 Report has been prepared to conform with specific instructions from the U.S. Trustee and is not presented in accordance with generally accepted accounting principles (“GAAP”) or SEC regulations applicable to financial statements contained in periodic reports filed with the SEC. Preparation of the Debtors’ financial statements in accordance with GAAP could result in material reconciliations and adjustments to certain financial information presented in the January 2013 Report.

~~Also~~The asJanuary a2013 ~~result~~Report ofalso ~~the~~may ~~Auction,~~contain ~~the~~information ~~Company~~for ~~and~~periods ~~Gearbox~~that ~~Software,~~are ~~LLC,~~different asfrom ~~purchaser~~those ~~(“Gearbox”),~~contained ~~entered~~in ~~into~~the anreports ~~Asset Purchase Agreement dated as of April 19, 2013 (~~the ~~“Gearbox~~Company ~~Asset~~has ~~Purchase~~filed ~~Agreement”),~~ pursuant to ~~which~~ the ~~Company~~Securities ~~agreed~~Exchange toAct ~~sell substantially all~~ of ~~its~~1934, ~~assets~~as ~~primarily~~amended ~~related to Homeworld~~ (the “~~Gearbox~~Exchange ~~Assets~~Act”) ~~to Gearbox pursuant to, inter alia, Sections 363 and 365 of the Bankruptcy Code~~.

~~Pursuant~~Such toinformation also may not be indicative of the ~~terms~~financial condition or operating results of the ~~Gearbox~~Company ~~Asset~~and ~~Purchase~~its ~~Agreement,~~subsidiaries for the ~~aggregate~~periods ~~consideration~~reflected in the Company’s financial statements or in its reports pursuant to bethe ~~received~~Exchange byAct, or of future results. The financial information in the January 2013 Report is not presented on a consolidated basis and does not present the consolidated results of the Company. Accordingly, ~~will~~the financial statements in the January 2013 Report cannot be ~~comprised~~compared with the consolidated financial condition and results of ~~cash~~operations that the Company has reported in its Exchange Act filings. Investors and potential investors should not place undue reliance upon the ~~amount~~information ofcontained $1in the January 2013 Report,~~350,000~~ ~~and~~which was not prepared for the ~~assumption~~purpose of ~~certain~~providing ~~liabilities~~the bybasis ~~Gearbox~~for an investment decision relating to any of the securities of the Company.

~~Entry~~While ~~into~~every ~~Nordic~~effort ~~Games~~has ~~Asset~~been ~~Purchase~~made ~~Agreement~~to assure the accuracy and completeness of the January 2013 Report, errors or omissions may have inadvertently occurred and the Company reserves the right to amend the January 2013 Report as necessary.

~~Also~~Further asinformation aabout ~~result of~~ the ~~Auction, the~~ Company’s ~~and~~bankruptcy ~~Nordic~~process ~~Games~~is ~~Licensing~~accessible ~~AB,~~at asthe ~~purchaser (“Nordic~~Kurtzman ~~Games”),~~Carson ~~entered~~Consultants ~~into~~Internet ansite ~~Asset~~at ~~Purchase~~http://www.kccllc.net/thq. In ~~Agreement dated as of April 22~~addition, ~~2013~~documents ~~(the~~filed ~~“Nordic~~in ~~Games~~connection ~~Asset~~with ~~Purchase Agreement”), pursuant to which~~ the ~~Company~~Chapter ~~agreed~~11 toCase ~~sell substantially all of its assets primarily related to Darksiders, Red Faction, MX, other owned software~~ (~~including Destroy all Humans! and Summoner) and~~ other ~~licensed~~than ~~software~~documents ~~(including~~filed ~~Marvel~~under ~~Super~~seal ~~Hero~~or ~~Squad~~otherwise ~~and~~subject ~~Supreme~~to ~~Commander)~~confidentiality ~~(together, the “Nordic Games Assets”~~protections) towill ~~Nordic Games pursuant to, inter alia, Sections 363 and 365 of the Bankruptcy Code.~~

~~Pursuant~~be toaccessible ~~the~~at ~~terms of~~ the ~~Nordic~~Bankruptcy ~~Games~~Court’s ~~Asset~~Internet ~~Purchase Agreement~~site, ~~the aggregate consideration to be received by the Company will be comprised of cash in the amount of $4~~www.deb.uscourts.gov,~~900,000~~ ~~and~~through ~~the~~an ~~assumption~~account ofobtained ~~certain~~from ~~liabilities~~Pacer byService ~~Nordic~~Center ~~Games~~at 1-800-676-6856.

On April 22, 2013, the Company filed motions with the Bankruptcy Court to obtain approval of the proposed sale of the 505 Games Assets, Gearbox Assets and Nordic Games Assets, among other things. These sales are subject to Bankruptcy Court approval, which the Company intends to seek at the next omnibus hearing on May 13, 2013.

The foregoing descriptions of the terms of the 505 Games Asset Purchase Agreement, Gearbox Asset Purchase Agreement and Nordic Games Asset Purchase Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of such agreements, which are incorporated herein by reference, and are accessible at the Kurtzman Carson Consultants Internet site at http://www.kccllc.net/thq. In addition, documents filed in connection with the Chapter 11 Case (other than documents filed under seal or otherwise subject to confidentiality protections) will be accessible at the Bankruptcy Court’s Internet site, www.deb.uscourts.gov, through an account obtained from Pacer Service Center at 1-800-676-6856. Except as expressly incorporated by reference herein, the information set forth on the foregoing websites shall not be deemed to be a part of or incorporated by reference into this Current Report on Form 8-K.

On April 22, 2013, the Company issued a press release relating to the Chapter 11 Case and the sale of the 505 Games Assets, Gearbox Assets and Nordic Games Assets, a copy of which is filed herewith as Exhibit 99.1.

Forward-Looking Statements

This Form 8-K contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations, estimates and projections about the business of the Company and its subsidiaries (collectively, “THQ”), including, but not limited to, expectations regarding the Chapter 11 Case. These statements are based upon management's current beliefs and certain assumptions made by management. Such forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such forward-looking statements, including, but not limited to, the adverse impact of the Chapter 11 Case on THQ’s business, financial condition and results of operations, including its ability to maintain customer and supplier relationships; the level of interest of prospective bidders in the bidding and sale process for the remaining IP assets; THQ’s ability to obtain Bankruptcy Court approval in connection with the Chapter 11 Case; the actions of THQ’s creditors and other third parties with interests in the Chapter 11 Case; competitive, economic, legal, political, and technological factors affecting our industry, operations, markets, products, or pricing. Readers should carefully review the risk factors and the information that could materially affect THQ's financial results, described in other documents that THQ files from time to time with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal period ended March 31, 2012 and subsequent Quarterly Reports on Form 10-Q, and particularly the discussion of trends and risk factors set forth therein. Unless otherwise required by law, THQ disclaims any obligation to update its view on any such risks or uncertainties or to revise or publicly release the results of any revision to these forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Form 8-K.


Item 9.01	Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	~~Title~~	Title
99.1	~~Press release dated April 22, 2013.~~	Monthly Operating Report for the period beginning December 30, 2012 and ending February 2, 2013.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 2426, 2013

THQ INC.

By: /s/ Edward L. Kaufman
Name: Edward L. Kaufman
Title: President

EXHIBIT INDEX

Exhibit No.		Title	~~Title~~
99.1		Monthly Operating Report for the period beginning December 30, 2012 and ending February 2, 2013.	~~Press release dated April 22, 2013.~~

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