Activision Blizzard (ATVI)

RISK FACTORS FROM PRELIMINARY PROXY STATEMENT
FILED BY ACTIVISION, INC. ON JANUARY 31, 2008

The following risk factors, which were originally set forth substantially in the form below in the preliminary proxy statement (the “Preliminary Proxy”) filed by Activision, Inc. (“Activision”) on January 31, 2008 in connection with the solicitation of Activision stockholder approval for certain transactions relating to the proposed business combination of Activision and Vivendi Games, Inc. (“Vivendi Games”), a wholly-owned indirect subsidiary of Vivendi S.A. (“Vivendi”), and share purchase by Vivendi pursuant to the Business Combination Agreement, dated as of December 1, 2007, by and among Activision, Sego Merger Corporation, a newly formed, wholly-owned direct subsidiary of Activision, Vivendi, VGAC LLC, a wholly-owned indirect subsidiary of Vivendi and the sole stockholder of Vivendi Games, and Vivendi Games (the “Business Combination Agreement”), are incorporated by reference into this Quarterly Report of Activision on Form 10-Q for the quarterly period ended December 31, 2008.  These risk factors supplement the risk factors included in Activision’s Amended Annual Report on Form 10-K for the fiscal year ended March 31, 2007.

The risk factors that appear below have been modified from the risk factors that appear in the Preliminary Proxy in order to eliminate cross-references to sections of the Preliminary Proxy that are not reproduced below.  References to “we” or “our” in the risk factors below refer to Activision.  References to “Activision Blizzard” refer to the combined company following the completion of the proposed business combination between Activision and Vivendi Games. References to “Blizzard” and “Sierra” refer to Blizzard Entertainment, Inc. and Sierra Entertainment Inc., respectively, each of which is a direct wholly-owned subsidiary of Vivendi Games.  References to the “Transaction” refer to the transactions contemplated by the Business Combination Agreement.”