Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
D. E. Shaw Valence Portfolios, L.L.C.
  2. Issuer Name and Ticker or Trading Symbol
TAKE TWO INTERACTIVE SOFTWARE INC [TTWO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See attached Exhibit 1.
(Last)
(First)
(Middle)
39TH FLOOR, TOWER 45, 120 WEST FORTY-FIFTH STREET
3. Date of Earliest Transaction (Month/Day/Year)
03/16/2007
(Street)

NEW YORK, NY 10036
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Put Option (obligation to buy) $ 17.5 03/16/2007   E     578   (1) 03/16/2007 Common Stock 57,800 (2) 0 D (3) (4)  
Put Option (obligation to buy) $ 20 03/16/2007   E     200   (1) 03/16/2007 Common Stock 20,000 (2) 0 D (3) (4)  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
D. E. Shaw Valence Portfolios, L.L.C.
39TH FLOOR, TOWER 45
120 WEST FORTY-FIFTH STREET
NEW YORK, NY 10036
      See attached Exhibit 1.
D. E. SHAW & CO, L.P.
39TH FLOOR, TOWER 45
120 WEST FORTY-FIFTH STREET
NEW YORK, NY 10036
      See attached Exhibit 1.
SHAW DAVID E
39TH FLOOR, TOWER 45
120 WEST FORTY-FIFTH STREET
NEW YORK, NY 10036
      See attached Exhibit 1.

Signatures

 D. E. Shaw Valence Portfolios, L.L.C. By: D. E. Shaw & Co., L.P., as managing member By: Eric Wepsic, Managing Director   03/29/2007
**Signature of Reporting Person Date

 D. E. Shaw & Co., L.P. By: Eric Wepsic, Managing Director   03/29/2007
**Signature of Reporting Person Date

 David E. Shaw By: Eric Wepsic, Attorney-in-Fact for David E. Shaw   03/29/2007
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The derivative securities that reference this footnote were immediately exercisable "American-style" options.
(2) No consideration was paid or received as a result of the expiration of the options reported in Table II.
(3) D. E. Shaw Valence Portfolios, L.L.C. ("Valence") beneficially owned all of the options reported in Table 2, which options are held in the name of D. E. Shaw Valence L.L.C.
(4) D. E. Shaw & Co., L.P. ("DESCO LP") (as managing member of and investment adviser to Valence) and Mr. David E. Shaw ("David E. Shaw") (as president and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of DESCO LP), may be deemed to be the beneficial owners of the securities of the Issuer held by Valence for purposes of Rule 16a-1(a)(2) of the Exchange Act. In accordance with instruction 4(b)(iv), the entire amount of securities that may be deemed to be beneficially owned by David E. Shaw or DESCO LP was previously reported on Form 3. Each of DESCO LP and David E. Shaw disclaims any beneficial ownership of any of the securities listed in this Form 4 or previously reported on Form 3, except to the extent of any pecuniary interest therein.
 
Remarks:
See attached Exhibit 1 for explanation of relationship to issuer.

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