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MATTEL INC /DE/ Director's Dealing 2010

Feb 22, 2010

30976_dirs_2010-02-22_026ef4ec-4c3f-4618-aacb-74a8a5a4c3dd.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: 2010-02-18

Reporting Person: KAYE ALAN (Sr. VP - Human Resources)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-02-18 Common stock M 25000 $11.875 Acquired 36420 Direct
2010-02-18 Common stock S 25000 $21.8316 Disposed 11420 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-02-18 Employee Stock Option - Right to Buy $11.875 M 25000 Disposed 2010-03-30 Common stock (25000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common stock 7075 Indirect

Footnotes

F1: The transaction was executed in multiple trades at prices ranging from $21.74 to $21.92. The price reported above reflects the weighted average purchase price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.

F2: As of February 18, 2010 the reporting person had a balance of $154,950 in the Mattel Stock Fund of Mattel's 401(k) plan, the Personal Investment Plan ("PIP"). The number of shares has been calculated by the plan administrator for the PIP.