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To: SuiteStock who wrote (1394)3/25/1999 11:10:00 AM
From: Ram Seetharaman  Respond to of 1992
 
ATVI has 5 (strong buy)- 2 (moderate buy)- 2 (hold) rating as of today, averaging a moderate buy. Volume has been low after the merger with expert software. Some SEC filings show institutional ownership.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 2)


Activision, Inc.
(Name of Issuer)

Common Stock, no par value (See Note 1)
(Title of Class of Securities)

004930202
(CUSIP Number)



*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.

The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).

1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Franklin Resources, Inc.


2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)
(b) X

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:


5. SOLE VOTING POWER

(See Item 4)

6. SHARED VOTING POWER

(See Item 4)

7. SOLE DISPOSITIVE POWER

(See Item 4)

8. SHARED DISPOSITIVE POWER

(See Item 4)

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,369,960 (See Note 1)

10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES { }


11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

10.4%

12. TYPE OF REPORTING PERSON

HC (See Item 4)

1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Charles B. Johnson


2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)
(b) X

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

USA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:


5. SOLE VOTING POWER

(See Item 4)

6. SHARED VOTING POWER

(See Item 4)

7. SOLE DISPOSITIVE POWER

(See Item 4)

8. SHARED DISPOSITIVE POWER

(See Item 4)

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,369,960 (See Note 1)

10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES { }


11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

10.4%

12. TYPE OF REPORTING PERSON

HC (See Item 4)


1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Rupert H. Johnson, Jr.


2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)
(b) X

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

USA

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5. SOLE VOTING POWER

(See Item 4)

6. SHARED VOTING POWER

(See Item 4)

7. SOLE DISPOSITIVE POWER

(See Item 4)

8. SHARED DISPOSITIVE POWER

(See Item 4)

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,369,960 (See Note 1)

10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES { }


11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

10.4%

12. TYPE OF REPORTING PERSON

HC (See Item 4)


1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Franklin Advisers, Inc.


2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)
(b) X

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION

California

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:


5. SOLE VOTING POWER

2,321,060 (See Item 4)

6. SHARED VOTING POWER


7. SOLE DISPOSITIVE POWER

2,321,060 (See Item 4)

8. SHARED DISPOSITIVE POWER


9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,321,060

10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES { }


11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

10.2%

12. TYPE OF REPORTING PERSON

IA
Item 1.
(a) Name of Issuer:

Activision, Inc.

(b) Address of Issuer's Principal Executive Offices:

3100 Ocean Park Blvd.
Santa Monica, CA 90405


Item 2.
(a) Name of Person Filing:

(i): Franklin Resources, Inc.
(ii): Charles B. Johnson
(iii): Rupert H. Johnson, Jr.
(iv): Franklin Advisers, Inc.


(b) Address of Principal Business Office:

(i), (ii), (iii), and (iv):
777 Mariners Island Boulevard
San Mateo, CA 94404



(c) Place of Organization or Citizenship:

(i): Delaware
(ii) and (iii): USA
(iv): California

(d) Title of Class of Securities:

Common Stock, no par value(See Note 1)

(e) CUSIP Number:

004930202


Item 3. The persons filing this Schedule 13G are:

(i) Franklin Resources, Inc.
(g) Parent Holding Company
(ii) Charles B. Johnson
(g) Principal Shareholder of Parent Holding Company
(iii)Rupert H. Johnson, Jr.
(g) Principal Shareholder of Parent Holding Company
(iv) Franklin Advisers, Inc.
(e) Investment Adviser


Item 4. Ownership

The securities reported on herein are beneficially owned by one or
more open or closed-end investment companies or other managed
accounts which are advised by direct and indirect investment
advisory subsidiaries (the "Adviser Subsidiaries") of Franklin
Resources, Inc. ("FRI"). Such advisory contracts grant to such
Adviser Subsidiaries all investment and/or voting power over the
securities owned by such advisory clients. Therefore, such Adviser
Subsidiaries may be deemed to be, for purposes of Rule 13d-3 under
the Securities Exchange Act of 1934, the beneficial owner of the
securities covered by this statement.

Charles B. Johnson and Rupert H. Johnson, Jr. (the "Principal
Shareholders") each own in excess of 10% of the outstanding Common
Stock of FRI and are the principal shareholders of FRI. FRI and
the Principal Shareholders may be deemed to be, for purposes of
Rule 13d-3 under the 1934 Act, the beneficial owner of securities
held by persons and entities advised by FRI subsidiaries. FRI, the
Principal Shareholders and each of the Adviser Subsidiaries
disclaim any economic interest or beneficial ownership in any of
the securities covered by this statement.

FRI, the Principal Shareholders, and each of the Adviser
Subsidiaries are of the view that they are not acting as a "group"
for purposes of Section 13(d) under the 1934 Act and that they are
not otherwise required to attribute to each other the "beneficial
ownership" of securities held by any of them or by any persons or
entities advised by FRI subsidiaries.

(a) Amount Beneficially Owned:

2,369,960 (See Note 1)

(b) Percent of Class:

10.4%

(c) Number of Shares as to which such person has:

(i) Sole power to vote or to direct the vote

Franklin Resources, Inc.: 0
Charles B. Johnson: 0
Rupert H. Johnson, Jr.: 0
Franklin Advisers, Inc.: 2,321,060
Franklin Management, Inc.: 0

(ii) Shared power to vote or to direct the vote


(iii) Sole power to dispose or to direct the disposition of

Franklin Resources, Inc.: 0
Charles B. Johnson: 0
Rupert H. Johnson, Jr.: 0
Franklin Advisers, Inc.: 2,321,060
Franklin Management, Inc.: 48,900

(iv) Shared power to dispose or to direct the disposition of


Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be
the beneficial owner of more than five percent of the class
of securities, check the following { }.

Not Applicable


Item 6. Ownership of More than Five Percent on Behalf of Another
Person

The clients of the Adviser Subsidiaries, including
investment companies registered under the Investment
Company Act of 1940 and other managed accounts, have the
right to receive dividends from as well as the proceeds
from the sale of such securities reported on in this
statement. Franklin Small Cap Growth Fund, a series of
Franklin Strategic Series, a company registered under the
Investment Company Act of 1940, has an interest in more
than 5% of the class of securities reported on herein.


Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company

Franklin Advisers, Inc. 3(e)
Franklin Management, Inc. 3(e)


Item 8. Identification and Classification of Members of the Group

Not Applicable


Item 9. Notice of Dissolution of Group

Not Applicable
Item 10. Certification

By signing below, we certify that, to the best of our knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes or effect.

This report shall not be construed as an admission by the persons
filing the report that they are the beneficial owner of any
securities covered by this report.

After reasonable inquiry and to the best of our knowledge and
belief, we certify that the information set forth in this statement
is true, complete and correct.

January 8, 1999


Franklin Resources, Inc.
Charles B. Johnson
Rupert H. Johnson, Jr.
Franklin Advisers, Inc.


S\LESLIE M. KRATTER





By: Leslie M. Kratter

Vice President and Secretary, Franklin Resources, Inc.

Attorney in Fact for Charles B. Johnson pursuant to Power of
Attorney attached to this Schedule 13G

Attorney in Fact for Rupert H. Johnson, Jr. pursuant to Power of
Attorney attached to this Schedule 13G

Secretary, Franklin Advisers, Inc.




Note 1: Includes 635,760 common shares that would result upon
the conversion of 12,000,000 Convertible Bond Units (as computed
under Rule 13(d)-3(1)(i)).
JOINT FILING AGREEMENT

In accordance with Rule 13d-1 (f)(1) under the Securities Exchange
Act of 1934, as amended, the undersigned hereby agrees to the joint
filing with each other of the attached statement on Schedule 13G
and to all amendments to such statement and that such statement and
all amendments to such statement is made on behalf of each of them.

IN WITNESS WHEREOF, the undersigned hereby execute this agreement
on
January 8, 1999.

Franklin Resources, Inc.
Charles B. Johnson
Rupert H. Johnson, Jr.
Franklin Advisers, Inc.


S\LESLIE M. KRATTER





By: Leslie M. Kratter

Vice President and Secretary, Franklin Resources, Inc.

Attorney in Fact for Charles B. Johnson pursuant to Power of
Attorney attached to this Schedule 13G

Attorney in Fact for Rupert H. Johnson, Jr. pursuant to Power of
Attorney attached to this Schedule 13G

Secretary, Franklin Advisers, Inc.

POWER OF ATTORNEY

CHARLES B. JOHNSON hereby appoints LESLIE M. KRATTER his true and
lawful attorney-in-fact and agent to execute and file with the
Securities and Exchange Commission any Schedule 13G, any amendments
thereto or any related documentation which may be required to be
filed in his individual capacity as a result of his position as an
officer, director or shareholder of Franklin Resources, Inc. and,
granting unto said attorney-in-fact and agent, full power and
authority to do and perform each and every act and thing which he
might or could do in person, hereby ratifying and confirming all
that said attorney-in-fact and agent, may lawfully do or cause to
be done by virtue hereof.

S\CHARLES B. JOHNSON


POWER OF ATTORNEY

RUPERT H. JOHNSON, JR. hereby appoints LESLIE M. KRATTER his true
and lawful attorney-in-fact and agent to execute and file with the
Securities and Exchange Commission any Schedule 13G, any amendments
thereto or any related documentation which may be required to be
filed in his individual capacity as a result of his position as an
officer, director or shareholder of Franklin Resources, Inc. and,
granting unto said attorney-in-fact and agent, full power and
authority to do and perform each and every act and thing which he
might or could do in person, hereby ratifying and confirming all
that said attorney-in-fact and agent, may lawfully do or cause to
be done by virtue hereof.

S\RUPERT H. JOHNSON, JR.




To: SuiteStock who wrote (1394)3/25/1999 11:15:00 AM
From: Ram Seetharaman  Respond to of 1992
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G/A
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2


JANUARY 31, 1999

CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE
PURSUANT TO WHICH THIS SCHEDULE IS FILED:
{ x } Rule 13d-1(b)
{ } Rule 13d-1(c)
{ } Rule 13d-1(d)


(AMENDMENT NO. 5)


ACTIVISION INC.
-----------------------------------------------------------------------------
(Name of Issuer)



COMMON STOCK
-----------------------------------------------------------------------------
(Title of Class of Securities)


004930202
-----------------------------------------------------------------------------
(CUSIP Number)




CUSIP Number 004930202
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

J. & W. SELIGMAN & CO. INCORPORATED
13-3043476

2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) / /
(b) / x /

3) SEC USE ONLY



4) CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE

(5) SOLE VOTING POWER -0-
NUMBER OF SHARES
BENEFICIALLY OWNED (6) SHARED VOTING POWER 2,559,900*
BY EACH REPORTING
PERSON WITH (7) SOLE DISPOSITIVE POWER -0-

(8) SHARED DISPOSITIVE POWER 2,559,900*


9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,559,900*

10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /



11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

11.30%

12) TYPE OF REPORTING PERSON

IA, CO


J. & W. Seligman & Co. Incorporated (JWS), as investment adviser for
Seligman Communications and Information Fund, Inc. (the Fund), may be deemed
to beneficially own the shares reported herein by the Fund.
Accordingly, the shares reported herein by JWS include those shares
separately reported herein by the Fund.

--------------------------------------------------


CUSIP Number 004930202
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

WILLIAM C. MORRIS

2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) / /
(b) / x /

3) SEC USE ONLY



4) CITIZENSHIP OR PLACE OF ORGANIZATION

UNITED STATES

(5) SOLE VOTING POWER -0-
NUMBER OF SHARES
BENEFICIALLY OWNED (6) SHARED VOTING POWER 2,559,900*
BY EACH REPORTING
PERSON WITH (7) SOLE DISPOSITIVE POWER -0-

(8) SHARED DISPOSITIVE POWER 2,559,900*


9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,559,900*

10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /



11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

11.30%

12) TYPE OF REPORTING PERSON

IN


* William C. Morris, as the owner of a majority of the outstanding voting
securities of J. & W. Seligman & Co. Incorporated (JWS), may be deemed to
beneficially own the shares reported herein by JWS. Accordingly, the shares
reported herein by William C. Morris include those shares separately reported
herein by JWS.

--------------------------------------------------


CUSIP Number 004930202
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Seligman Communications & Information Fund, Inc.
13-31544499

2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) / /
(b) / x /

3) SEC USE ONLY



4) CITIZENSHIP OR PLACE OF ORGANIZATION

Maryland


(5) SOLE VOTING POWER -0-
NUMBER OF SHARES
BENEFICIALLY OWNED (6) SHARED VOTING POWER 1,929,800
BY EACH REPORTING
PERSON WITH (7) SOLE DISPOSITIVE POWER -0-

(8) SHARED DISPOSITIVE POWER 1,929,800


9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,929,800

10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /



11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

8.52%

12) TYPE OF REPORTING PERSON

IC


--------------------------------------------------



Item 1(a) Name of Issuer:

ACTIVISION INC.

Item 1(b) Address of Issuer's Principal Executive Offices:

3100 OCEAN PARK DRIVE
STE 1000
SANT MONIC, CA 90405

Item 2(a) Name of Person Filing:

(1) J. & W. SELIGMAN & CO. INCORPORATED (JWS)
(2) WILLIAM C. MORRIS (Mr. Morris)
(3) SELIGMAN COMMUNICATIONS & INFORMATION FUND, INC. (the Fund)

Item 2(b) Address or Principal Business Office or, if none, Residence:

100 PARK AVENUE
NEW YORK, NEW YORK 10017

Item 2(c) Citizenship:

(1) DELAWARE CORPORATION
(2) UNITED STATES
(3) MARYLAND

Item 2(d) Title of Class of Securities:

COMMON STOCK

Item 2(e) CUSIP Number:

004930202

Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person is filing as a:

JWS is an investment adviser in accordance with
Rule 13d-1(b)(1)(ii)(E). Mr. Morris is a control person of JWS in
accordance with Rule 13d-1(b)(1)(ii)(G). The Fund is an Investment
Company registered under Section 8 of the Investment Company Act
of 1940.


Item 4 Ownership.

Incorporated by reference to Items (5)-(9) and (11) of the cover page
pertaining to each reporting person.

JWS, as investment adviser for the Fund, may be deemed to beneficially own
the shares reported herein by the Fund. Accordingly, the shares reported
herein by JWS include those shares separately reported herein by the Fund.

Mr. Morris, as the owner of a majority of the outstanding voting securities
of JWS, may be deemed to beneficially own the shares reported herein by JWS.
Accordingly, the shares reported herein by Mr. Morris include those shares
separately reported herein by JWS.


Item 5 Ownership of Five Percent or Less of a Class.

NOT APPLICABLE

Item 6 Ownership of More than Five Percent on Behalf of Another Person.

The shares reported herein by JWS include those shares separately
reported herein by the Fund.

Item 7 Identification and Classification of the Subsidiary which acquired
the security being reported on by the Parent Holding Company.

NOT APPLICABLE

Item 8 Identification and Classification of Members of the Group.

NOT APPLICABLE


Item 9 Notice of Dissolution of Group.

NOT APPLICABLE

Item 10 Certification

By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have
the effect of changing or influencing the control of
the issuer of such securities and were not acquired in
connection with or as a participant in any transaction
having such purpose or effect.



SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.

DATE: February 10, 1999


J. & W. SELIGMAN & CO. INCORPORATED

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Senior Vice President, Finance



/s/ Frank J. Nasta
----------------------------------------
Frank J. Nasta, as
Attorney-in-fact for William C. Morris



SELIGMAN COMMUNICATIONS & INFORMATION FUND, INC.

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Vice President




EXHIBIT

7.1 Agreement of Joint Filing between J. & W. Seligman & Co.
Incorporated, William C. Morris and Seligman Communications &
Information Fund, Inc. dated February 10, 1999.

7.2 Power of Attorney for William C. Morris



EXHIBIT 7.1

AGREEMENT OF JOINT FILING


J. & W. Seligman & Co. Incorporated, William C. Morris and Seligman
Communications & Information Fund, Inc. hereby agree that the Statement
on Schedule 13G/A to which this agreement is attached as an exhibit, as well as
all future amendments to such Statement, shall be filed jointly on behalf of
each of them. This agreement is intended to satisfy the requirements of
Rule 13d-1(f)(1)(iii) under the Securities Exchange Act of 1934, as amended.

Dated: February 10, 1999


J. & W. SELIGMAN & CO. INCORPORATED

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Senior Vice President, Finance



/s/ Frank J. Nasta
----------------------------------------
Frank J. Nasta, as
Attorney-in-fact for William C. Morris


Seligman Communications & Information Fund, Inc.

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Vice President




EXHIBIT 7.2

POWER OF ATTORNEY FOR
WILLIAM C. MORRIS


KNOWN ALL MEN BY THESE PRESENTS, that the undersigned hereby appoints
Frank J. Nasta, attorney-in-fact and agent, with full power of substitution
and resubstitution, for in name and stead, to sign and file Forms 13D and 13G
promulgated under Section 13 of the Securities Exchange Act of 1934, as
amended, or further Amendments thereto, and any and all applications or other
documents to be filed with the Securities and Exchange Commission pertaining
thereto, with full power and authority to do and perform all acts and things
requisite and necessary to be done on the premises. This appointment shall
be valid for the sole purpose stated above and shall be in effect and force,
unless sooner revoked by me in writing.


Executed this 2nd day of February, 1998.


/s/ William C. Morris
------------------------------
William C. Morris


CUSIP NO. 004930202 13G








To: SuiteStock who wrote (1394)3/25/1999 11:18:00 AM
From: Ram Seetharaman  Respond to of 1992
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13G/A
(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2


December 31, 1998

CHECK THE APPROPRIATE BOX TO DESIGNATE THE RULE
PURSUANT TO WHICH THIS SCHEDULE IS FILED:
{ x } Rule 13d-1(b)
{ } Rule 13d-1(c)
{ } Rule 13d-1(d)


(AMENDMENT NO. 4)


ACTIVISION INC.
-----------------------------------------------------------------------------
(Name of Issuer)



COMMON STOCK
-----------------------------------------------------------------------------
(Title of Class of Securities)


004930202
-----------------------------------------------------------------------------
(CUSIP Number)




CUSIP Number 004930202
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

J. & W. SELIGMAN & CO. INCORPORATED
13-3043476

2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) / /
(b) / x /

3) SEC USE ONLY



4) CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE

(5) SOLE VOTING POWER -0-
NUMBER OF SHARES
BENEFICIALLY OWNED (6) SHARED VOTING POWER 2,243,400*
BY EACH REPORTING
PERSON WITH (7) SOLE DISPOSITIVE POWER -0-

(8) SHARED DISPOSITIVE POWER 2,243,400*


9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,243,400*

10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /



11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.90%

12) TYPE OF REPORTING PERSON

IA, CO


J. & W. Seligman & Co. Incorporated (JWS), as investment adviser for
Seligman Communications and Information Fund, Inc. (the Fund), may be deemed
to beneficially own the shares reported herein by the Fund.
Accordingly, the shares reported herein by JWS include those shares
separately reported herein by the Fund.

--------------------------------------------------


CUSIP Number 004930202
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

WILLIAM C. MORRIS

2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) / /
(b) / x /

3) SEC USE ONLY



4) CITIZENSHIP OR PLACE OF ORGANIZATION

UNITED STATES

(5) SOLE VOTING POWER -0-
NUMBER OF SHARES
BENEFICIALLY OWNED (6) SHARED VOTING POWER 2,243,400*
BY EACH REPORTING
PERSON WITH (7) SOLE DISPOSITIVE POWER -0-

(8) SHARED DISPOSITIVE POWER 2,243,400*


9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

2,243,400*

10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /



11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

9.90%

12) TYPE OF REPORTING PERSON

IN


* William C. Morris, as the owner of a majority of the outstanding voting
securities of J. & W. Seligman & Co. Incorporated (JWS), may be deemed to
beneficially own the shares reported herein by JWS. Accordingly, the shares
reported herein by William C. Morris include those shares separately reported
herein by JWS.

--------------------------------------------------


CUSIP Number 004930202
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Seligman Communications & Information Fund, Inc.
13-31544499

2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) / /
(b) / x /

3) SEC USE ONLY



4) CITIZENSHIP OR PLACE OF ORGANIZATION

Maryland


(5) SOLE VOTING POWER -0-
NUMBER OF SHARES
BENEFICIALLY OWNED (6) SHARED VOTING POWER 1,629,800
BY EACH REPORTING
PERSON WITH (7) SOLE DISPOSITIVE POWER -0-

(8) SHARED DISPOSITIVE POWER 1,629,800


9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,629,800

10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES / /



11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

7.19%

12) TYPE OF REPORTING PERSON

IC


--------------------------------------------------



Item 1(a) Name of Issuer:

ACTIVISION INC.

Item 1(b) Address of Issuer's Principal Executive Offices:

3100 OCEAN PARK DRIVE
STE 1000
SANT MONIC, CA 90405

Item 2(a) Name of Person Filing:

(1) J. & W. SELIGMAN & CO. INCORPORATED (JWS)
(2) WILLIAM C. MORRIS (Mr. Morris)
(3) SELIGMAN COMMUNICATIONS & INFORMATION FUND, INC. (the Fund)

Item 2(b) Address or Principal Business Office or, if none, Residence:

100 PARK AVENUE
NEW YORK, NEW YORK 10017

Item 2(c) Citizenship:

(1) DELAWARE CORPORATION
(2) UNITED STATES
(3) MARYLAND

Item 2(d) Title of Class of Securities:

COMMON STOCK

Item 2(e) CUSIP Number:

004930202

Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person is filing as a:

JWS is an investment adviser in accordance with
Rule 13d-1(b)(1)(ii)(E). Mr. Morris is a control person of JWS in
accordance with Rule 13d-1(b)(1)(ii)(G). The Fund is an Investment
Company registered under Section 8 of the Investment Company Act
of 1940.


Item 4 Ownership.

Incorporated by reference to Items (5)-(9) and (11) of the cover page
pertaining to each reporting person.

JWS, as investment adviser for the Fund, may be deemed to beneficially own
the shares reported herein by the Fund. Accordingly, the shares reported
herein by JWS include those shares separately reported herein by the Fund.

Mr. Morris, as the owner of a majority of the outstanding voting securities
of JWS, may be deemed to beneficially own the shares reported herein by JWS.
Accordingly, the shares reported herein by Mr. Morris include those shares
separately reported herein by JWS.


Item 5 Ownership of Five Percent or Less of a Class.

NOT APPLICABLE

Item 6 Ownership of More than Five Percent on Behalf of Another Person.

The shares reported herein by JWS include those shares separately
reported herein by the Fund.

Item 7 Identification and Classification of the Subsidiary which acquired
the security being reported on by the Parent Holding Company.

NOT APPLICABLE

Item 8 Identification and Classification of Members of the Group.

NOT APPLICABLE


Item 9 Notice of Dissolution of Group.

NOT APPLICABLE

Item 10 Certification

By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired in the ordinary course of business and
were not acquired for the purpose of and do not have
the effect of changing or influencing the control of
the issuer of such securities and were not acquired in
connection with or as a participant in any transaction
having such purpose or effect.



SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.

DATE: February 10, 1999


J. & W. SELIGMAN & CO. INCORPORATED

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Senior Vice President, Finance



/s/ Frank J. Nasta
----------------------------------------
Frank J. Nasta, as
Attorney-in-fact for William C. Morris



SELIGMAN COMMUNICATIONS & INFORMATION FUND, INC.

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Vice President




EXHIBIT

7.1 Agreement of Joint Filing between J. & W. Seligman & Co.
Incorporated, William C. Morris and Seligman Communications &
Information Fund, Inc. dated February 10, 1999.

7.2 Power of Attorney for William C. Morris



EXHIBIT 7.1

AGREEMENT OF JOINT FILING


J. & W. Seligman & Co. Incorporated, William C. Morris and Seligman
Communications & Information Fund, Inc. hereby agree that the Statement
on Schedule 13G/A to which this agreement is attached as an exhibit, as well as
all future amendments to such Statement, shall be filed jointly on behalf of
each of them. This agreement is intended to satisfy the requirements of
Rule 13d-1(f)(1)(iii) under the Securities Exchange Act of 1934, as amended.

Dated: February 10, 1999


J. & W. SELIGMAN & CO. INCORPORATED

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Senior Vice President, Finance



/s/ Frank J. Nasta
----------------------------------------
Frank J. Nasta, as
Attorney-in-fact for William C. Morris


Seligman Communications & Information Fund, Inc.

BY /s/ Lawrence P. Vogel
-------------------------------------
Name: Lawrence P. Vogel
Title: Vice President




EXHIBIT 7.2

POWER OF ATTORNEY FOR
WILLIAM C. MORRIS


KNOWN ALL MEN BY THESE PRESENTS, that the undersigned hereby appoints
Frank J. Nasta, attorney-in-fact and agent, with full power of substitution
and resubstitution, for in name and stead, to sign and file Forms 13D and 13G
promulgated under Section 13 of the Securities Exchange Act of 1934, as
amended, or further Amendments thereto, and any and all applications or other
documents to be filed with the Securities and Exchange Commission pertaining
thereto, with full power and authority to do and perform all acts and things
requisite and necessary to be done on the premises. This appointment shall
be valid for the sole purpose stated above and shall be in effect and force,
unless sooner revoked by me in writing.


Executed this 2nd day of February, 1998.


/s/ William C. Morris
------------------------------
William C. Morris








To: SuiteStock who wrote (1394)3/25/1999 11:21:00 AM
From: Ram Seetharaman  Respond to of 1992
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


SCHEDULE 13G
(Rule 13d-102)



INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)1


ACTIVISION, INC.
------------------------------
(Name of Issuer)


COMMON STOCK
---------------------------------
(Title of Class of Securities)


004930202
-----------------------
(Cusip Number)


1The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in
a prior cover page.

The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act, but shall be subject to all
other provisions of the Act (however, see the Notes.)

{Continued on the following page(s)}

Page 1 of 7 Pages

CUSIP No. 004930202 13G Page 2 of 7 Pages
----------------------------------------------------------------
1. Name of reporting persons
S.S. or I.R.S. identification no. of above persons

Wellington Management Company, LLP
04-2683227
----------------------------------------------------------------
2. Check the appropriate box if a member of a group*
(a){ }
(b){ }
----------------------------------------------------------------
3. SEC use only

----------------------------------------------------------------
4. Citizenship or place of organization
Massachusetts

----------------------------------------------------------------
5. Sole Voting Power
0
Number of -----------------------------
shares 6. Shared Voting Power
beneficially
owned by 1,272,630
each -----------------------------
reporting 7. Sole Dispositive Power
person
with 0
-----------------------------
8. Shared Dispositive Power
2,082,760
---------------------------------------------------------------
9. Aggregate amount beneficially owned by each reporting person

2,082,760
----------------------------------------------------------------
10. Check box if the aggregate amount in row (9) excludes certain shares*
{ }
----------------------------------------------------------------
11. Percent of class represented by amount in row 9
9.42%
----------------------------------------------------------------
12. Type of reporting person
IA, HC

CUSIP No. 004930202 13G Page 3 of 7 Pages

Item 1(a). Name of Issuer:

ACTIVISION, INC.

Item 1(b). Address of Issuer's Principal Executive Offices:

3100 Ocean Park Boulevard, Suite 1000
Santa Monica CA 90405

Item 2(a). Name of Person Filing:

Wellington Management Company, LLP ("WMC")

Item 2(b). Address of Principal Business Office or, if None,
Residence:

75 State Street
Boston, Massachusetts 02109

Item 2(c). Citizenship:

Massachusetts

Item 2(d). Title of Class of Securities:

COMMON STOCK

Item 2(e). CUSIP Number:

004930202

Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:

(a) { } Broker or Dealer registered under Section 15 of the Act,

(b) { } Bank as defined in Section 3(a)(6) of the Act,

(c) { } Insurance Company as defined in Section 3(a)(19) of the
Act,

(d) { } Investment Company registered under Section 8 of the
Investment Company Act,

(e) { X } Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940,

CUSIP No. 004930202 13G Page 4 of 7 Pages

(f) { } Employee Benefit Plan, Pension Fund which is subject to
the provisions of the Employee Retirement Income Security
Act of 1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F),

(g) { X } Parent Holding Company, in accordance with Rule 13d-
1(b)(1)(ii)(G); see Item 7,

(h) { } Group, in accordance with Rule 13d-1(b)(1)(ii)(H).

Item 4. Ownership:

(a) Amount beneficially owned: WMC, in its capacity as
investment adviser, may be deemed to beneficially own
2,082,760 shares of the Issuer which are held of record by
clients of WMC.

(b) Percent of Class: 9.42%

(c) Number of shares as to which such person has:

(i) Sole power to vote or to direct
the vote 0
(ii) Shared power to vote or to direct
the vote 1,272,630
(iii) Sole power to dispose or to direct
the disposition of 0
(iv) Shared power to dispose or to direct
the disposition of 2,082,760

CUSIP No. 004930202 13G Page 5 of 7 Pages

Item 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following { }.

Item 6. Ownership of More than Five Percent on Behalf of Another
Person.

The securities as to which this Schedule is filed by WMC, in
its capacity as investment adviser, are owned of record by
clients of WMC. Those clients have the right to receive, or
the power to direct the receipt of, dividends from, or the
proceeds from the sale of, such securities. No such client is
known to have such right or power with respect to more than
five percent of this class of securities, except as follows:

None


Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company.

See Exhibit A

Item 8. Identification and Classification of Members of the Group.

Not Applicable. This schedule is not being filed pursuant to
Rule 13d-1(b)(1)(ii)(H) or Rule 13d-1(c).

Item 9. Notice of Dissolution of Group.

Not Applicable.

Item 10. Certification.

"By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in
the ordinary course of business and were not acquired for the
purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in
any transaction having such purpose or effect."

CUSIP No. 004930202 13G Page 6 of 7 Pages

SIGNATURE

After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.

Date: December 31, 1998
Signature: --//Brian P. Hillery//--
Name/Title: Brian P. Hillery
Assistant Vice President














* Signed pursuant to a Power of Attorney dated January 15, 1997 and
filed with the SEC on January 24, 1997.



CUSIP No. 004930202 13G Page 7 of 7 Pages

Exhibit A


Pursuant to the instructions in Item 7 of this Schedule 13G, the identity
and the Item 3 classification of the relevant subsidiary are: Wellington
Trust Company, NA, 75 State Street, Boston MA 02109, a wholly-owned
subsidiary of Wellington Management Company, LLP and a bank as defined in
Section 3(a)(6) of the Securities Exchange Act of 1934.




To: SuiteStock who wrote (1394)3/25/1999 11:23:00 AM
From: Ram Seetharaman  Read Replies (1) | Respond to of 1992
 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20594


SCHEDULE 13G

Under the Securities Exchange Act of 1934


(Amendment No. 1)*



Activision, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

004930202

(CUSIP Number)


Check the following box if a fee is being paid with this statement { }.
(A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five
percent of the class of securities described in Item 1: and (2) has
filed no amendment subsequent thereto reporting beneficial ownership of
five percent or less of such class.) (See Rule 13d-7).

*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).




























1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Capital Research and Management Company
95-1411037

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)

(b)

3 SEC USE ONLY




4 CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware


5 SOLE VOTING POWER

NONE


6 SHARED VOTING POWER
NUMBER OF
SHARES
NONE
BENEFICIALL
Y OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
REPORTING
997,500
PERSON WITH


8 SHARED DISPOSITIVE POWER

NONE


9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

997,500 Beneficial ownership disclaimed pursuant to Rule 13d-4


10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*




11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

4.5%


12 TYPE OF REPORTING PERSON*

IA


*SEE INSTRUCTION BEFORE FILLING OUT|












SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

Schedule 13G
Under the Securities Exchange Act of 1934


Amendment No. 1

Item 1(a) Name of Issuer:
Activision, Inc.

Item 1(b) Address of Issuer's Principal Executive Offices:
11600 Wilshire Blvd, 3rd Fl, Suite 1000
Los Angeles, CA 90025

Item 2(a) Name of Person(s) Filing:
Capital Research and Management Company

Item 2(b) Address of Principal Business Office:
333 South Hope Street
Los Angeles, CA 90071

Item 2(c) Citizenship: N/A

Item 2(d) Title of Class of Securities:
Common Stock

Item 2(e) CUSIP Number:
004930202

Item 3 The person(s) filing is(are):

(e) {X} Investment Adviser registered under Section 203 of
the Investment Advisers Act of 1940.

Item 4 Ownership

Capital Research and Management Company, an investment adviser
registered under Section 203 of the Investment Advisers Act of
1940 is deemed to be the beneficial owner of 997,500 shares or
4.5% of the 22,111,000 shares of Common Stock believed to be
outstanding as a result of acting as investment adviser to
various investment companies registered under Section 8 of the
Investment Company Act of 1940.

Item 5 Ownership of 5% or Less of a Class: {X}

Item 6 Ownership of More than 5% on Behalf of Another Person: N/A

Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company: N/A

Item 8 Identification and Classification of Members of the Group: N/A

Item 9 Notice of Dissolution of the Group: N/A

Item 10 Certification






belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having
such purpose or effect.

Signature

After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.



Date: February 8, 1999 (For the period ended
December 31, 1998)


Signature: *Paul G. Haaga, Jr.

Name/Title: Paul G. Haaga, Jr., Executive Vice
President

Capital Research and Management Company




*By

James P. Ryan
Attorney-in-fact

Signed pursuant to a Power of Attorney dated January 29,
1999 included as an Exhibit to Schedule 13G filed with
the Securities and Exchange Commission by Capital
Research and Management Company on February 8, 1999 with
respect to ABR Information Services, Inc.