MATTEL INC /DE/ — Director's Dealing 2011

Jul 6, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MATTEL INC /DE/ (MAT)
CIK: 0000063276
Period of Report: 2011-07-01

Reporting Person: DEBROWSKI THOMAS (EVP Worldwide Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-07-01	Common stock	S	10000	$28.00	Disposed	52995	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common stock	5941	Indirect

Footnotes

F1: The sale occurred pursuant to a previously disclosed trading plan designed to comply with Rule 10b5-1.

F2: As of July 5, 2011, the reporting person had a balance of $165,808 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.