MATTEL INC /DE/
8-K, 1995-01-04
GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES)
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                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D. C. 20549


                                  FORM 8-K


               Current Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934


Date of Report:       January 4, 1995



                                MATTEL, INC.
                                ------------
           (Exact name of registrant as specified in its charter)


         Delaware                  001-05647                        95-1567322
- ------------------------------------------------------------------------------
(State or other jurisdiction      (Commission                 (I.R.S. Employer
 of incorporation)                  File No.)              Identification No.)




333 Continental Boulevard, El Segundo, California                   90245-5012
- ------------------------------------------------------------------------------
(Address of principal executive offices)                            (Zip Code)


Registrant's telephone number, including area code              (310) 252-2000
                                                  ----------------------------

                                   N/A
- ------------------------------------------------------------------------------
       (Former name or former address, if changed since last report)

<PAGE>


Item 5.         Other Events
- -------         ------------

                Mattel, Inc. hereby incorporates by reference herein its
                press release dated January 4, 1995, regarding fourth quarter
                1994 sales and impact of the devaluation of the Mexican Peso,
                a copy of which is included as Exhibit 99.0 attached hereto.

Item 7.         Financial Statements and Exhibits
- -------         ---------------------------------

        (a)     Financial statements of businesses acquired:   None

        (b)     Pro forma financial information:   None

        (c)     Exhibits:

                99.0  Press release dated January 4, 1995.


<PAGE>

                               SIGNATURES
                               ----------

        Pursuant to the requirements of the Securities Exchange Act of 1934,
        the registrant has duly caused this report to be signed on its behalf
        by the undersigned hereunto duly authorized.


                                              MATTEL, INC.
                                              Registrant

                                              By: /s/ N. Ned Mansour
                                                  -----------------------------
                                                  N. Ned Mansour
        Date: January 4, 1995                     Senior Vice President,
              ---------------                     General Counsel and Secretary

<PAGE>


FOR IMMEDIATE RELEASE                            CONTACT:  Glenn Bozarth
                                                            Mattel, Inc.
                                                          (310) 252-3521




          MATTEL SEES FOURTH QUARTER SALES INCREASE OF 35%,
   WILL REPORT RECORD RESULTS DESPITE DEVALUATION OF MEXICAN PESO
   --------------------------------------------------------------

LOS ANGELES, January 4 -- Mattel, Inc. today said that the

company had an excellent holiday selling season, with worldwide

sales for the 1994 fourth quarter increasing by 35 percent versus

1993.

     A spokesman said that the company's strong fourth quarter

performance will minimize the impact of devaluation of the

Mexican Peso, estimated to be $.08 per share, and enable Mattel

to report record year-end earnings at the conservative end of the

range of analysts' current estimates.

     Mattel, Inc. is a worldwide leader in the design,

manufacture and marketing of children's toys.  With headquarters

in El Segundo, California, Mattel has offices and facilities in

34 foreign countries and sells its products in more than 140

nations throughout the world.



                              -###-

<PAGE>



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