MATTEL INC /DE/ — Director's Dealing 2012

Aug 7, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MATTEL INC /DE/ (MAT)
CIK: 0000063276
Period of Report: 2012-08-06

Reporting Person: Pean Jean-Christophe (EVP North America)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-06	Common Stock	M	8293	$17.58	Acquired	11238	Direct
2012-08-06	Common Stock	S	8293	$35.2637	Disposed	2945	Direct
2012-08-06	Common Stock	M	6226	$21.50	Acquired	9171	Direct
2012-08-06	Common Stock	S	6226	$35.2637	Disposed	2945	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-08-06	Employee Stock Option - Right to Buy	$17.58	M	8293	Disposed	2019-07-31	Common Stock (8293)	Direct
2012-08-06	Employee Stock Option - Right to Buy	$21.50	M	6226	Disposed	2020-08-02	Common Stock (6226)	Direct

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $35.20 to $35.31. The price reported above 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.