Exhibit 10.3


 


January 30, 2008


 


Colin Slade


 


 


Dear Colin:


 


We are pleased to offer you the position of Chief Financial Officer and
Executive Vice President, reporting to Brian Farrell, President and Chief
Executive Officer.  Your start date will
be February 29, 2008.  We look
forward to a mutually beneficial and successful business relationship.  This letter sets out the terms and conditions
of your employment with THQ.


 


The Compensation Plan and Benefits Package for your position is
summarized on page two of this letter. 
These terms may be modified at a later date; also, THQ may from time to
time establish other policies and conditions regarding your employment.


 


In addition, this offer is made contingent upon your reading and
signing the standard THQ New Hire Policies and upon THQ receiving positive
confirmation on a background screening that is conducted for all newly hired
employees.


 


If you accept this offer, please sign at the spaces provided on both pages of
this letter, indicating your acceptance. 
If you do not do so within seven days from the date of this letter, this
offer will expire.


 


By signing this letter, you acknowledge that you understand and agree
that your employment with THQ is at will. 
Your employment with THQ is voluntarily entered into and we recognize
you are free to resign at any time. 
Similarly, it is recognized that THQ is free to conclude an employment
relationship at any time we feel is appropriate.  While other terms of your employment may
change with or without notice, this at will relationship can be changed only in
a written agreement signed by you and an officer of THQ.


 


On your first day of work, we will need evidence of your U.S.
citizenship, or proof of your legal right to live and work in the United States.


 


Welcome to the THQ team, Colin.


 


Sincerely,


 


 


William W. Goodmen


Executive Vice President


Human Resources and Administration


 


cc:  Brian Farrell


 


Acceptance:


 


	
   

  	
   

  	
   

  	
   

  
	
  Colin Slade

  	
  Date

  	
   

  	
  Start date: 2/29/08

  



 

















 


Colin Slade


 


	
  Compensation
  Plan and Benefits Package

  
	
   

  	
   

  	
   

  
	
  Title:

  	
   

  	
  Chief Financial Officer and Executive Vice President

  
	
   

  	
   

  	
   

  
	
  Base Salary:

  	
   

  	
  $440,000 per year payable bi-weekly at the rate of
  $16,923.08.

  
	
   

  	
   

  	
  (26 pay periods/year)

  
	
   

  	
   

  	
   

  
	
  Status:

  	
   

  	
  Exempt

  
	
   

  	
   

  	
   

  
	
  Health Insurance:

  	
   

  	
  Blue Cross HMO, Blue Cross PPO, or Kaiser HMO. Eligibility
  begins on date of hire.

  In addition, you and your eligible dependents’
  out-of-pocket healthcare expenses will be covered by Exec-U-Care at no cost
  to you.

  
	
   

  	
   

  	
   

  
	
  Dental:

  	
   

  	
  Coverage through Guardian. Eligibility begins on
  date of hire.

  
	
   

  	
   

  	
   

  
	
  Vision:

  	
   

  	
  Coverage through V.S.P. Eligibility begins on date
  of hire.

  
	
   

  	
   

  	
   

  
	
  Life Insurance:

  	
   

  	
  Three times base pay (capped at $1 million) —
  Eligibility effective on date of hire.

  
	
   

  	
   

  	
   

  
	
  Short/Long Term Disability:

  	
   

  	
  Eligibility effective on date of hire.

  
	
   

  	
   

  	
   

  
	
  Vacation/Holidays: 

  	
   

  	
  Twenty (20) days per year vacation. Eight
  (8) paid holidays,plus two floating days per year.

  
	
   

  	
   

  	
   

  
	
  401k Plan:

  	
   

  	
  All regular employees are eligible to participate at
  the beginning of month following date of hire. 100% company match on first
  4%. Six year vesting schedule for company match.

  
	
   

  	
   

  	
   

  
	
  Bonus:

  	
   

  	
  75% Target Bonus. Bonus will be based upon certain
  quantitative and qualitative performance measures and bonus will be
  determined annually by the Compensation Committee.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  For FY09, 50% of Target Bonus is guaranteed and will
  be paid out upon start date. This portion of the FY09 bonus will be
  considered a non-refundable draw from the final FY09 bonus.

  
	
   

  	
   

  	
   

  
	
  Profit Sharing:

  	
   

  	
  Contributions to 401K, based on profitability, are
  generally made once each year and are up to the discretion of management.

  
	
   

  	
   

  	
   

  
	
  Stock Options:

  	
   

  	
  You will be awarded 150,000 stock options, subject
  to approval by the Board of Directors and 15,000 PARSUs, to be awarded during
  the annual grant period (April or May, 2008), also subject to approval
  by the Board of Directors.

  
	
   

  	
   

  	
   

  
	
  Deferred Compensation:

  	
   

  	
  Eligible to participate in THQ’s Executive Deferred
  Compensation Plan.

  
	
   

  	
   

  	
   

  
	
  Change in Control

  	
   

  	
   

  
	
  Severance Agreement:

  	
   

  	
  Eligible to participate in the Change of Control
  Severance Agreement.

  
	
   

  	
   

  	
   

  
	
  Severance Agreement:

  	
   

  	
  Eligible to participate in the Severance Agreement.
  In conjunction with the Severance Agreement and Section 2.2 ii, if
  employee is terminated within 12 months of employment, he will be eligible
  for his annual target bonus.

  



 

















 


	
  Relocation:

  	
   

  	
  Eligible for relocation package. Relocation
  Agreement as discussed.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Acceptance:

  	
   

  	
  /s/ Colin Slade

  
	
   

  	
   

  	
  Colin Slade

  	
  Date