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MATTEL INC /DE/ Director's Dealing 2012

Oct 18, 2012

30976_dirs_2012-10-18_e565323c-b3cd-4c1a-bfe9-db2cc3c54535.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: 2012-10-17

Reporting Person: DEBROWSKI THOMAS (EVP Worldwide Operations)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-10-17 Common Stock M 100000 $18.71 Acquired 164641 Direct
2012-10-17 Common Stock S 100000 $37.4942 Disposed 64641 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-10-17 Employee Stock Option - Right to Buy $18.71 M 100000 Disposed 2015-08-01 Common Stock (100000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 6182 Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $37.38 to $37.60 The price reported reflects the weighted average purchase price. The reporting person hereby undertakes to provide to the SEC staff, the issuer or a security holder of the issuer, upon request, full information regarding the number of shares and prices at which the transactions were effected.

F2: As of October 17, 2012 the reporting person had a balance of $231,191.73 in the Mattel Stock Fund of Mattel's 401(k) Personal Investment Plan ("PIP"). The number of shares has been calculated by the plan administrator for the PIP.