JAKKS PACIFIC INC — Director's Dealing 2006

Mar 2, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JAKKS PACIFIC INC (JAKK)
CIK: 0001009829
Period of Report: 2006-02-28

Reporting Person: BERMAN STEPHEN G (Director, COO, President and Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-02-28	Common Stock	F	27348	$24.82	Disposed	601214	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Options	$16.25	2007-07-11	Common Stock (175000)	175000	Direct
Options	$7.875	2006-06-22	Common Stock (18955)	18955	Direct

Footnotes

F1: Represents that number of shares surrendered by the Holder in order to satisfy a tax withholding obligation, as permitted by the terms of that certain January 1, 2005 Restricted Stock Award Agreement by and between the Holder and the Issuer and as approved by the Compensation Committe of the Issuer's Board of Directors.

F2: Represents the closing price of the Issuer's common stock on 2/28/06, as reported by Nasdaq.

F3: This option is immediately exercisable, except as follows: 52,500 shares become exercisable on 7/12/06.

F4: This option is immediately exercisable.