X0303 4 2009-09-17 0000063276 MATTEL INC /DE/ MAT 0001194266 FRIEDMAN NEIL MATTEL, INC. 333 CONTINENTAL BLVD. EL SEGUNDO, CA 90245 0 1 0 0 President, Mattel Brands Common stock 2009-09-17 4 M 0 50000 11.875 A 120461 D Common stock 2009-09-17 4 S 0 50000 19.0451 D 70461 D Common stock 3653 I In 401(k) Employee Stock Option - Right to Buy 11.875 2009-09-17 4 M 0 50000 0 D 2002-03-15 2010-03-30 Common stock 50000 0 D The exercise occurred pursuant to a previously disclosed trading plan designed to comply with Rule 10b5-1. The sale occurred pursuant to a previously disclosed trading plan designed to comply with Rule 10b5-1. This transaction was executed in multiple trades at prices ranging from $19.00 to $19.14. 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. As of September 17, 2009, the reporting person had a balance of $69,807 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. /s/ Julie Kwok, Attorney-in-Fact for Neil B. Friedman 2009-09-18