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MATTEL INC /DE/ Director's Dealing 2008

Nov 25, 2008

30976_dirs_2008-11-25_129b4169-83c4-4179-a1ff-4fff4c0e13e2.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: MATTEL INC /DE/ (MAT)
CIK: 0000063276
Period of Report: 2008-09-30

Reporting Person: FRIEDMAN TULLY M (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-09-30 Phantom stock $ A 2051 Acquired Common stock (2051) Direct

Footnotes

F1: Distributions from Mr. Friedman's phantom stock account will be in the form of shares of Mattel, Inc. common stock equal in value to the value of the phantom stock account.

F2: Due to an administrative error on the part of Mattel, Inc., this number was incorrectly misstated as 2,605 in the Form 4 filed on October 2, 2008.

F3: The phantom stock units will be settled in Mattel, Inc. common stock after Mr. Friedman ceases to be a member of the Board of Directors of Mattel, Inc.

F4: Due to an administrative error on the part of Mattel, Inc., this number was incorrectly misstated as 113,176 in the Form 4 filed on October 2, 2008.