Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SADIGH MANDANA
 2. Date of Event Requiring Statement (Month/Day/Year)
11/01/2010		 3. Issuer Name and Ticker or Trading Symbol
MATTEL INC /DE/ [MAT]
(Last)
(First)
(Middle)
333 CONTINENTAL BOULEVARD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP Treasurer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

EL SEGUNDO, CA 90245		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common stock 12,276
D
 
Common stock 2,213
I
In 401(k) (1)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock option - right to buy - Granted on 5/22/02 05/22/2005 05/22/2012 Common stock 30,000 $ 20.04 D  
Stock option - right to buy - Granted on 7/31/03 12/28/2005 07/31/2013 Common stock 30,000 $ 19.43 D  
Stock option - right to buy - Granted on 4/30/04 12/28/2005 04/30/2014 Common stock 25,000 $ 16.96 D  
Stock option - right to buy - Granted on 8/1/05 12/28/2005 08/01/2015 Common stock 30,000 $ 18.71 D  
Stock option - right to buy - Granted on 8/1/06 08/01/2009 08/01/2016 Common stock 7,500 $ 17.94 D  
Stock option - right to buy - Granted on 8/1/07 08/01/2010 08/01/2017 Common stock 5,625 $ 23.58 D  
Stock option - right to buy - Granted on 8/1/08   (2) 08/01/2018 Common stock 9,763 $ 20.48 D  
Restricted stock units - Granted on 8/1/08   (3)   (3) Common stock 3,614 $ (4) D  
Stock option - right to buy - Granted on 7/31/09   (2) 07/31/2019 Common stock 9,214 $ 17.58 D  
Restricted stock units - Granted on 7/31/09   (3)   (3) Common stock 7,736 $ (4) D  
Stock option - right to buy - Granted on 8/2/10   (5) 08/02/2020 Common stock 7,338 $ 21.5 D  
Restricted stock units - Granted on 8/2/10   (3)   (3) Common stock 6,512 $ (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SADIGH MANDANA
333 CONTINENTAL BOULEVARD
EL SEGUNDO, CA 90245		       SVP Treasurer  

Signatures

/s/ Andrew Paalborg, Attorney-in-Fact for Mandana Sadigh 11/09/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) As of November 5, 2010, the reporting person had a balance of $52,987 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.
(2) The option was granted pursuant to the Mattel, Inc. 2005 Equity Compensation Plan (the "2005 Plan"). The option vests and becomes exercisable with regard to (a) 33% of the shares granted on the first anniversary of the date of grant, (b) an additional 33% of the shares granted on the second anniversary of the date of grant, and (c) the remaining 34% of the shares granted on the third anniversary of the date of grant.
(3) The RSUs vest as to 50% of the Units granted on the second anniversary of the date of grant and as to the remaining 50% of the Units granted on the third anniversary of the date of grant. On each vesting date, for each Unit vesting on such date, the reporting person will receive one share of Mattel common stock (or, at the election of Mattel, a cash amount equal to the fair market value of one share of common stock on the date of vesting), subject to tax withholding.
(4) The RSUs were granted pursuant to the 2005 Plan. Each Unit represents a contingent right to receive one share of Mattel common stock (or, at the election of Mattel, a cash amount equal to the fair market value of such share). The RSUs are accompanied by dividend equivalent rights.
(5) The option was granted pursuant to the Mattel, Inc. 2010 Equity and Long-Term Compensation Plan (the "2010 Plan"). The option vests and becomes exercisable with regard to (a) 33% of the shares granted on the first anniversary of the date of grant, (b) an additional 33% of the shares granted on the second anniversary of the date of grant, and (c) the remaining 34% of the shares granted on the third anniversary of the date of grant.
(6) The RSUs were granted pursuant to the 2010 Plan. Each Unit represents a contingent right to receive one share of Mattel common stock (or, at the election of Mattel, a cash amount equal to the fair market value of such share). The RSUs are accompanied by dividend equivalent rights.
 
Remarks:
Exhibit List
Exhibit 24 - Power of Attorney

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