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Director's Dealing 2008

May 12, 2008

30976_dirs_2008-05-12_1ebc5c4c-0889-4435-a702-f477ab9721ab.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MATTEL INC /DE/ (MAT)
CIK: 0000063276
Period of Report: 2008-05-11

Reporting Person: FRIEDMAN TULLY M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-05-11	Common stock	M	1000	—	Acquired	2202	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-05-11	Restricted Stock Units	$	M	1000	Disposed		Common stock (1000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock	100000	Indirect

Footnotes

F1: As reported on a Form 4 dated May 11, 2006, and filed May 15, 2006, the reporting person received a grant of 2,000 Restricted Stock Units ("RSUs") on May 11, 2006. On May 11, 2008, 50% of these RSUs vested, resulting in the issuance of 1,000 shares of Mattel common stock.

F2: Tully M. Friedman Revocable Trust UAD 1/30/80.