Activision Blizzard (ATVI)

Other Reward Programs and Employment Arrangements

        The Company also provided additional reward programs for named executive officers in fiscal 2008, including:

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retirement arrangements;



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perquisites and other personal benefits; and



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termination of employment and change of control arrangements.

Retirement Arrangements

        The Company offers a 401(k) plan to all employees in the United States including the named executive officers. The company does not maintain other retirement benefit plans such as a qualified pension plan or a special non-qualified or supplemental deferred compensation plans for named executive officers. The Company believes that retirement arrangements are particular to, and should remain the responsibility of, each individual officer. The emphasis on minimal retirement arrangements ensures a substantial portion of the named executive officers' long-term wealth accumulation depends on the achievement of Company profitability targets and the appreciation of the Company's stock.

Perquisites and Other Personal Benefits

        For named executive officers in the United States, the Company provides limited perquisites and personal benefits. According to the American Chamber of Commerce, the Company's corporate headquarters in the Los Angeles/Long Beach urban area was one of the ten most expensive metropolitan areas in the country in 2007. Given this relatively high cost of living and housing relative to the areas in which the Company has traditionally recruited and competed for executive talent such as the Midwest United States, the Compensation Committee has used mortgage assistance, including associated tax reimbursements, to help recruit executive talent. Accordingly, the Company provides mortgage assistance and related tax reimbursements to Messrs. Griffith, Tippl and Hodous and Ms. Kaminsky. For part of fiscal 2008, Brian Hodous was an expatriate based in the United Kingdom. During this period, Mr. Hodous was provided standard expatriate benefits for a senior executive based on the Company's policy.

        The named executive officers may also participate in benefit programs generally available to all employees, including medical, life and disability insurance benefits. The only exceptional benefit the Company provides to executives is Company-paid supplemental life and long-term disability insurance. For a description of these perquisites and other benefits, see the section entitled "—Employment Agreements" above and the Summary Compensation Table below.

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        For a description of these perquisites and other benefits, see the section entitled "—Employment Agreements" above and the Summary Compensation Table below.

Termination of Employment and Change-of-Control Arrangements

        To attract talented executives, the Company provides severance benefits negotiated with each executive officer in connection with a new or renewed employment agreement. In addition, Messrs. Kotick and Kelly are eligible to receive change-of-control benefits that the Compensation Committee believes remain consistent with market practice and will assist these individuals in maintaining objectivity in the context of a potential change-of-control transaction. These benefits for each of the named executive officers are described under "—Potential Payments upon Termination or Change of Control" below.