Activision Blizzard (ATVI)

1.             Term

(a)       The initial term of your employment under this Agreement shall commence on October 1, 2006 or such other date as the parties may mutually agree (the “Effective Date”) and expire on September 30, 2009 (the “Expiration Date”) unless earlier terminated as provided in Paragraph 9 below or as may be extended as provided in Paragraph 1(b) below (the “Employment Period”).

(b)       If, at any time during the Employment Period, your Total Compensation exceeds $4,000,000, Employer shall have the option to extend the Employment Period for up to an additional one-year period, commencing on October 1, 2009 and expiring no later than September 30, 2010.  For purposes of this Agreement, “Total Compensation” shall mean the total of (i) your cumulative Base Salary from the date of hire through the date the $4,000,000 amount has been reached, (ii) your cumulative Annual Bonuses through such date, (iii) the realized and unrealized gains (based upon the closing price of the common stock of Activision, Inc. (“Activision”) as reported on The NASDAQ Stock Market on the applicable date) from any and all vested stock options issued to you, (iv) the market value of all vested restricted stock grants issued to you plus the amounts you realized from the sale of any shares sold by you which were the subject of such restricted stock grants.

(c)       In the event Employer decides not to extend your term of employment beyond the expiration of this agreement, Employer will provide you written notice at least 12 months prior to the expiration of the final term.

1.             Term

a)         The initial term of your employment under this Agreement shall commence on October 1, 2006 (the “Effective Date”) and expire on October 31, 2008 (the “Expiration Date”) unless earlier terminated as provided in Paragraph 9 below or as may be extended as provided in Paragraph 1(b) below (the “Employment Period”).

(b)       If, at any time between the Effective Date and the Expiration Date, your Total Compensation exceeds $6,000,000, Employer shall have the option to extend your employment under this Agreement once for an additional one-year period, commencing on November 1, 2008 and expiring on October 31, 2009.  For purposes of this Agreement, “Total Compensation” shall mean the total of (i) your cumulative Base Salary from the Effective Date through the date the $6,000,000 amount has been reached, (ii) your cumulative Annual Bonuses through such date, (iii) the realized and unrealized gains (based upon the closing price of the common stock of Activision, Inc. (“Activision”) as reported on The NASDAQ Stock Market on the applicable date) from any and all vested stock options issued to you under this Agreement, and (iv) the market value of all vested restricted stock grants issued to you under this Agreement plus the additional amounts you realized from the sale of any shares sold by you which were the subject of such restricted stock grants.

(c)       Notwithstanding the foregoing, in the event Employer decides not to extend your employment beyond the Expiration Date, Employer will provide you written notice of that decision at least 6 months prior to the Expiration Date.

This Xbox 360 Live Incentive Program will be available for [*] Microsoft reserves the right to change the weights for averaging set forth in Section 2.a. of this exhibit upon written notice to Publisher, but no more frequently than [*]

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