JAKKS PACIFIC INC — Director's Dealing 2007

Dec 17, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: JAKKS PACIFIC INC (JAKK)
CIK: 0001009829
Period of Report: 2007-12-13

Reporting Person: FRIEDMAN JACK (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-12-13	Common Stock	S	75000	$24.825	Disposed	518897	Direct

Footnotes

F1: The sales reported hereby were made under a Rule 10b5-1 Selling Plan (the "Plan"), pursuant to which the Filer will be
selling up to 150,000 shares of the Registrant's common stock, which sales, according to the Plan, are now completed.

F2: Includes120,000 shares issued pursuant to the terms of Holder's Employment Agreement with the Issuer and are further subject
to the terms of that certain January 1, 2007 Restricted Stock Award Agreement (the "Agreement") by and between the Holder
and the Issuer. The Agreement provides that the Holder will forfeit his rights to all 120,000 shares unless certain
conditions precedent are met prior to January 1, 2008, including the condition that the Issuer's Pre-Tax Income (as defined
in the Agreement) for 2007 exceeds $2,000,000, whereupon the forfeited shares will become authorized but unissued shares of
the Issuer's common stock. The Agreement prohibits the Holder from selling, assigning, transferring, pledging or otherwise
encumbering (a) 60,000 of the 120,000 shares prior to January 1, 2008 and

F3: (b) the remaining 60,000 shares prior to January 1, 2009; provided, however, that if the Issuer's Pre-Tax Income for 2007
exceeds $2,000,000 and the Issuer's Adjusted EPS Growth (as defined in the Agreement) for 2007 increases by certain
percentages as set forth in the Agreement, the vesting of some or all of the 60,000 shares that would otherwise vest on
January 1, 2009 will be accelerated to the date the Adjusted EPS Growth is determined. Also, includes 30,000 shares of
restricted stock which do not vest until January 1, 2008 pursuant to that certain January 1, 2006 Restricted Stock Award
Agreement by and between the Holder and the Issuer.

F4: Includes 175,000 shares with respect to which the Holder has agreed with the Issuer shall be subject to the following
restrictions on resale: none of such shares may be sold prior to June 11, 2009 and not more than 50% (i.e., 87,500) of such
shares may be sold prior to June 11, 2010.