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 *
  Massingberd Geoff
2. Date of Event Requiring Statement (Month/Day/Year)
09/07/2007
3. Issuer Name and Ticker or Trading Symbol
MATTEL INC /DE/ [MAT]
(Last)
(First)
(Middle)
MATTEL CANADA, 6155 FREEMONT BOULEVARD
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Corporate Responsibility
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MISSISSAUGA, A6 L5R 3W2
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)

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
Employee stock option (right to buy) Granted on 2/5/1998 02/06/2002 02/05/2008 Common stock 10,000 $ 42 D  
Employee stock option (right to buy) Granted on 1/14/1999 01/15/2003 01/14/2009 Common stock 20,000 $ 22.5 D  
Employee stock option (right to buy) Granted on 05/22/2002 05/22/2005 05/22/2012 Common stock 30,000 $ 20.04 D  
Employee stock option (right to buy) Granted on 07/31/2003 12/28/2005 07/31/2013 Common stock 32,000 $ 19.43 D  
Employee stock option (right to buy) Granted on 04/30/2004 12/28/2005 04/30/2014 Common stock 34,000 $ 16.96 D  
Employee stock option (right to buy) Granted on 05/19/2005 12/28/2005 05/19/2015 Common stock 15,000 $ 18.81 D  
Employee stock option (right to buy) Granted on 08/01/2005 12/28/2005 08/01/2015 Common stock 34,000 $ 18.71 D  
Employee stock option (right to buy) Granted on 08/01/2006   (1) 08/01/2016 Common stock 17,000 $ 17.94 D  
Restricted Stock Units Granted on 8/1/2006   (2)   (2) Common stock 6,000 $ (3) D  
Employee stock option (right to buy) Granted on 08/01/2007   (4) 08/01/2017 Common stock 13,875 $ 23.58 D  
Restricted Stock Units Granted on 8/1/2007   (2)   (2) Common stock 6,500 $ (5) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Massingberd Geoff
MATTEL CANADA
6155 FREEMONT BOULEVARD
MISSISSAUGA, A6 L5R 3W2
      SVP, Corporate Responsibility  

Signatures

/s/ Geoff Massingberd 09/14/2007
**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) The option became exercisable as to 33% of the shares on 8/1/2007, will become exercisable as to an additional 33% of the shares on 8/1/2008 and will become fully exercisable on 8/1/2009.
(2) The Restricted Stock Units (the "RSUs" or the "Units") will vest as to 50% of the Units on 8/1/2008 and as to the remaining 50% of the Units on 8/1/2009. On each vesting date, for each Unit vesting on such date, the reporting person will receive one share of Common Stock (or, at the election of Mattel, Inc., a cash amount equal to the fair market value of such share on the date of vesting), subject to tax withholding.
(3) Each Unit represents a contingent right to receive one share of Common Stock (or, at the election of Mattel, Inc., a cash amount equal to the fair market value of such share). The RSUs are accompanied by dividend equivalent rights.
(4) The option will become exercisable as to 33% of the shares on 8/1/2008 and as to an additional 33% of the shares on 8/1/2009, and the option will become fully exercisable on 8/1/2010.
(5) The RSUs will vest as to 50% of the Units on 8/1/2009 and as to the remaining 50% of the Units on 8/1/2010. On each vesting date, for each Unit vesting on such date, the reporting person will receive one share of Common Stock (or, at the election of Mattel, Inc., a cash amount equal to the fair market value of such share on the date of vesting), subject to tax withholding.

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