UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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) June 8, 2006

                       TAKE-TWO INTERACTIVE SOFTWARE, INC.
             (Exact Name of Registrant as Specified in its Charter)


           Delaware                    0-29230                  51-0350842
 ----------------------------     -------------------     ----------------------
 (State or other jurisdiction        (Commission             (I.R.S. Employer
       of incorporation)             File Number)           Identification No.)


       622 Broadway, New York, New York                            10012
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  (Address of principal executive offices)                      (Zip code)

       Registrant's telephone number, including area code: (646) 536-2842

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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 2.02   Results of Operations and Financial Condition.

         On June 8, 2006 Take-Two Interactive Software, Inc. (the "Company")
issued a news release reporting the financial results of the Company for its
fiscal quarter ended April 30, 2006. A copy of the news release is attached to
this Current Report as Exhibit 99.1.

         The information in this Current Report on Form 8-K, including the
exhibit included herewith, is furnished pursuant to Item 2.02 and shall not be
deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that section.


Item 9.01   Financial Statements and Exhibits

       (d)  Exhibits

     99.1   Press Release dated June 8, 2006 relating to Take-Two Interactive
            Software, Inc.'s financial results for its second quarter ended
            April 30, 2006.



                                   SIGNATURES


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

                                         TAKE-TWO INTERACTIVE SOFTWARE, INC.

Date:  June 8, 2006                      By: /s/ Karl H. Winters
                                             --------------------
                                             Karl H. Winters
                                             Chief Financial Officer




                                INDEX TO EXHIBITS
                                -----------------

Exhibit No.         Description

99.1                Press Release dated June 8, 2006 relating to Take-Two
                    Interactive Software, Inc.'s financial results for its
                    second quarter ended April 30, 2006.