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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1. Name and Address of Reporting Person * KELLY BRIAN G   2. Issuer Name and Ticker or Trading Symbol Activision Blizzard, Inc. [ATVI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O ACTIVISION BLIZZARD, INC., 3100 OCEAN PARK BOULEVARD 3. Date of Earliest Transaction (Month/Day/Year) 05/14/2009 (Street) SANTA MONICA, CA 90405 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ 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 Common Stock, par value $0.000001 per share 03/06/2009   G(1) V 260,000 D $ 0 1,541,278 D   Common Stock, par value $0.000001 per share 03/23/2009   G(1) V 457,000 D $ 0 1,084,278 D   Common Stock, par value $0.000001 per share 05/14/2009   M   486,103 A $ 1.0315 1,570,381 D   Common Stock, par value $0.000001 per share 05/14/2009   S   486,103 D $ 11.5552 (2) 1,084,278 D   Common Stock, par value $0.000001 per share 05/15/2009   M   2,007,893 A $ 1.0315 3,092,171 D   Common Stock, par value $0.000001 per share 05/15/2009   S   2,007,893 D $ 11.611 (3) 1,084,278 D   Common Stock, par value $0.000001 per share 05/15/2009   G(1) V 357,004 D $ 0 727,274 (4) D   Common Stock, par value $0.000001 per share               3,498,858 I By 800370D Trust (5) Common Stock, par value $0.000001 per share               224,880 I By Delmonte Investments, LLC

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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

Employee Stock Options

$ 1.0315

05/14/2009

M

486,103

(6)

04/18/2010

Common Stock, par value $0.000001 per share

486,103

$ 0

2,007,893

D

Employee Stock Options

$ 1.0315

05/15/2009

M

2,007,893

(6)

04/18/2010

Common Stock, par value $0.000001 per share

2,007,893

$ 0

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
KELLY BRIAN G C/O ACTIVISION BLIZZARD, INC. 3100 OCEAN PARK BOULEVARD SANTA MONICA, CA 90405	X

Signatures

/s/ Brian G. Kelly		05/18/2009
**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)	Reflects transfer of Company common stock to a 501(c)(3) organization.
(2)	The price in Column 4 is a weighted average price. The prices actually received for the stock ranged from $11.52 to $11.59 per share. Mr. Kelly has provided to the Company and, upon request, will provide any security holder of the Company or the SEC staff information regarding the number of shares sold at each price within that range.
(3)	The price in Column 4 is a weighted average price. The prices actually received for the stock ranged from $11.55 to $11.75 per share. Mr. Kelly has provided to the Company and, upon request, will provide any security holder of the Company or the SEC staff information regarding the number of shares sold at each price within that range.
(4)	Consists of 727,274 restricted stock units representing the right to receive the Company's common stock.
(5)	Mr. Kelly is an investment advisor and beneficiary of the 803070D Trust and may deemed to be an indirect beneficial owner of shares held by such trust.
(6)	These options to purchase shares of the Company's common stock were vested in their entirety on April 18, 2000.

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