SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] Annual report pursuant to section 15(d) of the Securities
Exchange Act of 1934 [Fee Required] for the fiscal year ended
December 31, 1995.
[_] Transition report pursuant to section 15(d) of the Securities
Exchange Act of 1934 [No Fee Required] for the transition period
from _________ to _________.
Commission File Number 001-10783
- ---------------------------------
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
636 GIRARD AVENUE
EAST AURORA, NEW YORK 14052
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
MATTEL, INC.
333 CONTINENTAL BOULEVARD
EL SEGUNDO, CALIFORNIA 90245-5012
<PAGE>
[Price Waterhouse LLP letterhead]
Report of Independent Accountants
---------------------------------
June 14, 1996
To the Participants and Plan Administrator of the
Fisher-Price, Inc. Matching Savings Plan
In our opinion, the accompanying statements of net assets available for plan
benefits with fund information and the related statements of changes in net
assets available for plan benefits with fund information present fairly, in
all material respects, the net assets available for plan benefits of the
Fisher-Price, Inc. Matching Savings Plan at December 31, 1995 and 1994, and
the changes in net assets available for plan benefits for the years then
ended, in conformity with generally accepted accounting principles. These
financial statements are the responsibility of the plan's management; our
responsibility is to express an opinion on these financial statements based
on our audits. We conducted our audits of these statements in accordance with
generally accepted auditing standards which require that we plan and perform
the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion
expressed above.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes at December 31, 1995 and reportable
transactions for the year then ended are presented for purposes of
additional analysis and are not a required part of the basic financial
statements but are additional information required by ERISA. The Fund
Information in the statements of net assets available for plan benefits and
the statements of changes in net assets available for plan benefits is
presented for purposes of additional analysis rather than to present the
net assets available for plan benefits and the changes in net assets
available for plan benefits of each fund. The supplemental schedules and
Fund Information have been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, are
fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
/s/ Price Waterhouse LLP
- ------------------------
<PAGE>
<TABLE>
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1995
- --------------------------------------------------------------------------
Fund Information
------------------------------------------------------------------------
Growth & Managed
Income Income
Mattel, Inc. Diversified Magellan Portfolio Portfolio II
Stock Fund Fund Fund Fund Fund
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Assets
Investments at fair market value:
Shares of Fidelity Investments,
registered investment company:
Fidelity Magellan Fund $ 13,371,247
Fidelity Growth & Income
Portfolio $ 12,132,581
Units of Fidelity Management
Trust Company:
Fidelity Managed Income
Portfolio II $ 36,808,384
Short-term investments $ 3,058,687
Common stock $ 24,758,855 38,432,285
------------ ------------ ------------ ------------ ------------
Total investments 24,758,855 41,490,972 13,371,247 12,132,581 36,808,384
Participant loans receivable
Receivables:
Due from brokers for
securities sold 187,603
Accrued interest and
dividends 49,362 77,760
Other 30,685
------------ ------------ ------------ ------------ ------------
80,047 265,363 - - -
------------ ------------ ------------ ------------ ------------
Total assets 24,838,902 41,756,335 13,371,247 12,132,581 36,808,384
------------ ------------ ------------ ------------ ------------
Liabilities
Accounts payable 119,230
Due to brokers for securities
purchased 349,594
------------ ------------ ------------ ------------ ------------
Total liabilities 119,230 349,594 - - -
------------ ------------ ------------ ------------ ------------
Net assets available for
plan benefits $ 24,719,672 $ 41,406,741 $ 13,371,247 $ 12,132,581 $ 36,808,384
============ ============ ============ ============ ============
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1995
- --------------------------------------------------------------------------
Participant
Loans Total
------------ ------------
<S> <C> <C>
Assets
Investments at fair market value:
Shares of Fidelity Investments,
registered investment company:
Fidelity Magellan Fund $ 13,371,247
Fidelity Growth & Income
Portfolio 12,132,581
Units of Fidelity Management
Trust Company:
Fidelity Managed Income
Portfolio II 36,808,384
Short-term investments 3,058,687
Common stock 63,191,140
------------ ------------
Total investments - 128,562,039
Participant loans receivable $ 2,424,520 2,424,520
Receivables:
Due from brokers for
securities sold 187,603
Accrued interest and
dividends 127,122
Other 30,685
------------ ------------
- 345,410
------------ ------------
Total assets 2,424,520 131,331,969
------------ ------------
Liabilities
Accounts payable 119,230
Due to brokers for securities
purchased 349,594
------------ ------------
Total liabilities - 468,824
------------ ------------
Net assets available for
plan benefits $ 2,424,520 $130,863,145
============ ============
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
-2-
<PAGE>
<TABLE>
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1994
- --------------------------------------------------------------------------
Fund Information
------------------------------------------------------------------------
Growth & Managed
Income Income
Mattel, Inc. Diversified Magellan Portfolio Portfolio II
Stock Fund Fund Fund Fund Fund
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Assets
Investments at fair market value:
Shares of Fidelity Investments,
registered investment company:
Fidelity Magellan Fund $ 7,450,205
Fidelity Growth & Income
Portfolio $ 6,410,027
Units of Fidelity Management
Trust Company:
Fidelity Managed Income
Portfolio II $ 37,641,331
Short-term investments $ 376,847 $ 743,394
Common stock 18,846,539 31,287,226
------------ ------------ ------------ ------------ ------------
Total investments 19,223,386 32,030,620 7,450,205 6,410,027 37,641,331
Participant loans receivable
Receivables:
Employer's contribution 86,003 4,925 174,143 146,735 82,594
Due from brokers for
securities sold 517,267
Accrued interest and
dividends 45,802 58,872
------------ ------------ ------------ ------------ ------------
131,805 581,064 174,143 146,735 82,594
------------ ------------ ------------ ------------ ------------
Total assets 19,355,191 32,611,684 7,624,348 6,556,762 37,723,925
------------ ------------ ------------ ------------ ------------
Liabilities
Due to brokers for securities
purchased 175,186 892,626 - - -
------------ ------------ ------------ ------------ ------------
Total liabilities 175,186 892,626 - - -
------------ ------------ ------------ ------------ ------------
Net assets available for
plan benefits $ 19,180,005 $ 31,719,058 $ 7,624,348 $ 6,556,762 $ 37,723,925
============ ============ ============ ============ ============
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AT DECEMBER 31, 1994
- --------------------------------------------------------------------------
Participant
Loans Total
------------ ------------
<S> <C> <C>
Assets
Investments at fair market value:
Shares of Fidelity Investments,
registered investment company:
Fidelity Magellan Fund $ 7,450,205
Fidelity Growth & Income
Portfolio 6,410,027
Units of Fidelity Management
Trust Company:
Fidelity Managed Income
Portfolio II 37,641,331
Short-term investments 1,120,241
Common stock 50,133,765
------------ ------------
Total investments - 102,755,569
Participant loans receivable $ 2,623,881 2,623,881
Receivables:
Employer's contribution 494,400
Due from brokers for
securities sold 517,267
Accrued interest and
dividends 104,674
------------ ------------
- 1,116,341
------------ ------------
Total assets 2,623,881 106,495,791
------------ ------------
Liabilities
Due to brokers for securities
purchased - 1,067,812
------------ ------------
Total liabilities - 1,067,812
------------ ------------
Net assets available for
plan benefits $ 2,623,881 $105,427,979
============ ============
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
-3-
<PAGE>
<TABLE>
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND
INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1995
- -------------------------------------------------------------------------
Fund Information
------------------------------------------------------------------------
Growth & Managed
Income Income
Mattel, Inc. Diversified Magellan Portfolio Portfolio II
Stock Fund Fund Fund Fund Fund
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment Income:
Interest $ 8,423 $ 150,909 $ - $ - $ -
Dividends 110,015 778,135 758,595 542,074 2,284,615
Net appreciation
in fair value of assets 9,767,229 11,305,126 2,241,442 2,202,477 -
Contributions:
Employer 328,895 57,653 613,240 508,974 294,859
Employee 800,399 266,380 1,560,703 1,272,528 665,794
------------ ------------ ------------ ------------ ------------
Total additions 11,014,961 12,558,203 5,173,980 4,526,053 3,245,268
------------ ------------ ------------ ------------ ------------
Deductions from net assets attributed
to:
Benefit payments 1,797,926 3,017,125 580,284 550,604 5,080,198
Other - (185) 423 344 (399)
------------ ------------ ------------ ------------ ------------
Total deductions 1,797,926 3,016,940 580,707 550,948 5,079,799
------------ ------------ ------------ ------------ ------------
Net increase (decrease) prior to
interfund transfers 9,217,035 9,541,263 4,593,273 3,975,105 (1,834,531)
Interfund transfers (3,677,368) 146,420 1,153,626 1,600,714 918,990
------------ ------------ ------------ ------------ ------------
Net increase (decrease) 5,539,667 9,687,683 5,746,899 5,575,819 (915,541)
------------ ------------ ------------ ------------ ------------
Net assets available for plan
benefits:
Beginning of year 19,180,005 31,719,058 7,624,348 6,556,762 37,723,925
------------ ------------ ------------ ------------ ------------
End of year $ 24,719,672 $ 41,406,741 $ 13,371,247 $ 12,132,581 $ 36,808,384
============ ============ ============ ============ ============
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND
INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1995
- -------------------------------------------------------------------------
Participant
Loans Total
------------ ------------
<S> <C> <C>
Additions to net assets attributed to:
Investment Income:
Interest $ 203,437 $ 362,769
Dividends - 4,473,434
Net appreciation
in fair value of assets - 25,516,274
Contributions:
Employer - 1,803,621
Employee - 4,565,804
------------ ------------
Total additions 203,437 36,721,902
------------ ------------
Deductions from net assets attributed
to:
Benefit payments 260,416 11,286,553
Other - 183
------------ ------------
Total deductions 260,416 11,286,736
------------ ------------
Net increase (decrease) prior to
interfund transfers (56,979) 25,435,166
Interfund transfers (142,382) -
------------ ------------
Net increase (decrease) (199,361) 25,435,166
------------ ------------
Net assets available for plan
benefits:
Beginning of year 2,623,881 105,427,979
------------ ------------
End of year $ 2,424,520 $130,863,145
============ ============
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
-4-
<PAGE>
<TABLE>
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND
INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1994
- -------------------------------------------------------------------------
Fund Information
------------------------------------------------------------------------
Growth & Managed
Income Income
Mattel, Inc. Diversified Magellan Portfolio Portfolio II
Stock Fund Fund Fund Fund Fund
------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Transfer of net assets from the
Profit Sharing and Retirement
Savings Plan $ 14,716,931 $ 31,568,861 $ - $ - $ 35,760,038
Investment Income:
Interest 10,249 66,628 - 48 322,375
Dividends 100,785 392,162 251,060 429,427 749,810
Net appreciation (depreciation)
in fair value of assets 288,089 620,978 (377,272) (308,739) -
Contributions:
Employer 357,210 7,343 850,344 698,108 200,211
Employee 612,897 6,219 1,565,305 1,304,714 294,739
------------ ------------ ------------ ------------ ------------
Total additions 16,086,161 32,662,191 2,289,437 2,123,558 37,327,173
------------ ------------ ------------ ------------ ------------
Deductions from net assets attributed
to:
Benefit payments 514,483 448,081 191,892 173,252 1,807,636
Other 2,318 (20) (844) (1,470) (289)
------------ ------------ ------------ ------------ ------------
Total deductions 516,801 448,061 191,048 171,782 1,807,347
------------ ------------ ------------ ------------ ------------
Net increase prior to interfund
transfers 15,569,360 32,214,130 2,098,389 1,951,776 35,519,826
Interfund transfers 761,757 (495,072) (54,770) (39,485) 2,204,099
------------ ------------ ------------ ------------ ------------
Net increase (decrease) 16,331,117 31,719,058 2,043,619 1,912,291 37,723,925
------------ ------------ ------------ ------------ ------------
Net assets available for plan
benefits:
Beginning of year 2,848,888 - 5,580,729 4,644,471 -
------------ ------------ ------------ ------------ ------------
End of year $ 19,180,005 $ 31,719,058 $ 7,624,348 $ 6,556,762 $ 37,723,925
============ ============ ============ ============ ============
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND
INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1994
- -------------------------------------------------------------------------
Fund
Information
------------
Managed
Income
Portfolio Participant
Fund Loans Total
------------ ------------ ------------
<S> <C> <C> <C>
Additions to net assets attributed to:
Transfer of net assets from the
Profit Sharing and Retirement
Savings Plan $ - $ 1,954,425 $ 84,000,255
Investment Income:
Interest - 92,824 492,124
Dividends 64,482 - 1,987,726
Net appreciation (depreciation)
in fair value of assets - - 223,056
Contributions:
Employer 176,757 - 2,289,973
Employee 268,722 - 4,052,596
------------ ------------ ------------
Total additions 509,961 2,047,249 93,045,730
------------ ------------ ------------
Deductions from net assets attributed
to:
Benefit payments 64,684 26,811 3,226,839
Other 639 - 334
------------ ------------ ------------
Total deductions 65,323 26,811 3,227,173
------------ ------------ ------------
Net increase prior to interfund
transfers 444,638 2,020,438 89,818,557
Interfund transfers (2,618,170) 241,641 -
------------ ------------ ------------
Net increase (decrease) (2,173,532) 2,262,079 89,818,557
------------ ------------ ------------
Net assets available for plan
benefits:
Beginning of year 2,173,532 361,802 15,609,422
------------ ------------ ------------
End of year $ - $ 2,623,881 $105,427,979
============ ============ ============
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
-5-
<PAGE>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
NOTES TO FINANCIAL STATEMENTS
- -----------------------------
1. DESCRIPTION OF PLAN
The Fisher-Price, Inc. Matching Savings Plan (the Plan), was
established January 1, 1992 as a defined contribution plan to cover
all eligible employees of Fisher-Price, Inc. (the Company). In
accordance with the Plan agreement, eligibility is defined as a common
law employee with at least six months of service and an age of twenty
and one-half years or older. The Plan is subject to certain
provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
On June 30, 1994, the Plan was merged with the Fisher-Price Profit
Sharing and Retirement Savings Plan (the Profit Sharing Plan) such
that all assets of the Profit Sharing Plan were transferred into the
Plan. The Plan was restated on July 1, 1994 to replace the January 1,
1992 original plan document. The restatement was made to reflect the
merger of the plans and to meet requirements of the Internal Revenue
Service in obtaining a favorable determination letter. These changes
had no significant impact on the Plan. Participants should refer to
the 1994 Restatement plan document for more complete information.
In addition, on November 30, 1993, the Company became a wholly-owned
subsidiary of Mattel, Inc. (Mattel). There was no effect on Plan
provisions as a result of the merger.
Participants may elect to make voluntary contributions of 1% to 10% of
their annual compensation subject to certain limitations. The Company
will match 100% of the first $300 of a participant's contribution, 75%
of the next $200 contributed and 40% of contributions over $500 up to
a maximum of 6% of annual compensation. Additionally, the Board of
Directors of Mattel can authorize an additional "discretionary"
contribution of up to 50% of the participant's contribution, limited
to 6% of his or her annual compensation. A discretionary contribution
in the amount of $494,400 was approved by the Board for the 1994 plan
year. There was no discretionary contribution for the 1995 plan year.
Participants are immediately vested in their voluntary contributions,
the Company's contributions, and their share of actual earnings.
INVESTMENT PROGRAMS
The Plan allows participants to direct their contributions, in 1%
increments, to any combination of five investment accounts. All
investment accounts are maintained by Fidelity Management Trust
Company (FMTC). The investment options are as follows:
- MATTEL, INC. STOCK FUND
The underlying assets of the fund consist of Mattel, Inc. common
stock, which is listed on the New York Stock Exchange (Symbol:
MAT) and a money market type fund to provide daily liquidity.
The Mattel, Inc. Stock Fund of the Plan and the Profit Sharing
Plan were combined in conjunction with the merger of the plans. The
combined fund was unitized by FMTC (the Trustee) and shares of the
fund are reflected as units. Prior to the unitization,
-6-
the underlying assets of the fund consisted solely of Mattel, Inc.
common stock. The unitization allows participants to transfer
monies into and out of the fund on any business day and also
provides FMTC with additional flexibility in managing the fund.
At December 31, 1995 and 1994, participants had 1,615,665 units
with a net asset value of $15.30 per unit and 1,915,146 units with
a net asset value of $9.97 per unit, respectively. Shares of Mattel,
Inc. common stock held by the fund at December 31, 1995 and 1994
were 1,006,458 with a fair market value of $24,758,855 and 1,172,048
with a fair market value of $18,846,539, respectively.
- DIVERSIFIED FUND
This fund, transferred from the Profit Sharing Plan, invests
principally in large capitalization U.S. equities, U.S. Treasury
fixed income securities and high grade money market instruments.
The equities portion of the fund is diversified among a variety of
economic sectors and industries. Similar to the Mattel, Inc. Stock
Fund, this fund is a unitized fund, such that the shares in the
fund are stated in units and a short-term investment fund provides
liquidity. At December 31, 1995 and 1994, participants had 2,869,490
units with a net asset value of $14.43 per unit and 3,073,671 units
with a net asset value of $10.31 per unit, respectively. Shares of
Mattel, Inc. common stock held by the fund at December 31, 1995 and
1994 were 15,500 with a fair market value of $381,300 and 27,500 with
a fair market value of $442,200, respectively.
- FIDELITY MAGELLAN FUND
This fund invests primarily in common stock and securities
convertible to common stock, issued by domestic and foreign
companies offering long-term capital growth.
- FIDELITY GROWTH & INCOME PORTFOLIO FUND
This fund invests in any combination of common stock, securities
convertible to common stock, preferred stock and fixed income
securities of domestic and foreign companies offering growth of
earnings potential while paying current dividends.
- FIDELITY MANAGED INCOME PORTFOLIO II FUND
This fund option was created due to the combination of the Managed
Income Portfolio Fund from the Plan prior to the merger with the
Profit Sharing Plan and the Guaranteed Interest Rate Fund from the
Profit Sharing Plan. This fund invests primarily in guaranteed
investment contracts issued by insurance companies and commercial
banks and other similar types of fixed principal investments.
- PARTICIPANT LOANS
Participant loans consist of amounts borrowed by participants less
principal repayments. Participants may borrow from their accounts
from a minimum of $1,000 to a maximum equal to the lesser of $50,000
or 50% of their vested account balance. Loan terms range from 1-4
years or up to 15 years for the purchase of a primary residence. The
loans
-7-
are secured by the balance in the participant's account and bear
interest at the prime rate plus 1%. The interest rate is set for the
duration of the loan. As of December 31, 1995, interest rates on loans
outstanding ranged from 7% to 10%. Principal and interest are paid
ratably through payroll deductions. In addition, funds may be
withdrawn by participants prior to retirement under limited
circumstances, subject to restrictions as defined by the Plan.
Income earned by each fund, including realized and unrealized gains
and losses on investments, is allocated to participants' accounts
based on their pro-rata share of contributions and income earned
thereon. At December 31, 1995 there were 3,097 participants in the
Plan of which 2,094 were participating in the Mattel, Inc. Stock Fund,
1,311 in the Diversified Fund, 1,460 in the Fidelity Magellan Fund,
1,295 in the Fidelity Growth & Income Portfolio Fund and 1,766 in
the Fidelity Managed Income Portfolio II Fund. There were 1,086
participants with loans outstanding at December 31, 1995. The Plan
provides participants the flexibility to reallocate their account
balances among the investment options at various times throughout the
year as stipulated in the Plan agreement.
WITHDRAWALS, DISTRIBUTIONS AND LOANS
A participant undergoing certain types of financial hardship, as
defined by the Plan, may request the Plan administrator to distribute
all or a portion of his or her account. Such distributions may be
granted by the Plan administrator if the participant meets certain
criteria defined by the Plan.
If a participant dies, is permanently disabled or attains normal
retirement age, distributions under the Plan may commence immediately.
If a participant's account balance is less than $3,500 upon
termination, the participant's interest in the Plan is distributed in
the form of a lump sum payment. If the amount in a participant's account
exceeds $3,500, benefit payments will be delayed until a participant
dies, is permanently disabled or attains normal retirement age;
however, a participant may request in writing to receive his or her
benefits at any time after employment terminates. The Plan provides
certain elections for participants under which distributions from the
Plan may be deferred.
Additionally, an active participant may elect to borrow from the
accumulated amount of assets in his or her account. All loans are
subject to the review and approval of the Plan administrator. Terms
and conditions of loans are discussed in the Plan agreement.
ADMINISTRATION
The Plan is administered by the Company. The Company has selected
Fidelity Management Trust Company to be the Trustee of the Plan. The
Trustee is responsible for maintaining the assets of the Plan and
reporting on the earnings and assets of the Plan. In addition, the
Company has selected Institutional Capital Corporation (ICAP) as the
investment manager for the Diversified Fund. ICAP manages the fund
using defined investment objectives and guidelines established by
the Plan's Investment Committee. All administrative expenses, excluding
broker commissions paid for the purchase and sale of securities for
the Mattel, Inc. Stock Fund and the Diversified Fund, are paid by the
Company.
-8-
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The financial statements are prepared using the accrual basis of
accounting.
INVESTMENTS
Investments are reflected at current market value as measured by
quoted market prices in an active market or as determined in good
faith by the Trustee. Net realized gains or losses on the disposition
of investments and investment income are also determined by the
Trustee. The unrealized appreciation and depreciation of investments
is determined from information provided by the Trustee.
PAYMENT OF BENEFITS
Benefits are recorded when paid.
3. INVESTMENTS
The following table presents the Plan's investments. During 1995,
the Plan's investments (including investment bought, sold, and held
during the year) appreciated in value as follows:
<TABLE>
<CAPTION>
Net
Appreciation
In Value December 31,
During 1995 1995
------------ ------------
<S> <C> <C>
Investments at fair value
as determined by quoted
market price:
Fidelity Magellan Fund $ 2,241,442 $ 13,371,247
Fidelity Growth & Income
Portfolio 2,202,477 12,132,581
Common stock:
Mattel, Inc.* 9,767,229 24,758,855
Other 11,305,126 38,432,285
Short term investments - 3,058,687
Investments at fair value
as determined in good
faith by the Trustee:
Fidelity Management Trust
Company Managed Income
Portfolio II - 36,808,384
------------ ------------
$ 25,516,274 $128,562,039
============ ============
<FN>
* Party-in-interest
</TABLE>
-9-
4. FEDERAL INCOME TAXES
The Internal Revenue Service has determined and informed the Company
by letter dated June 29, 1995 that the Plan, as restated and amended
in 1994, constitutes a qualified plan under Section 401(a) of the
Internal Revenue Code (IRC). The applicable provisions of the IRC
exempt the Plan from federal income taxes. Accordingly, no provision
for income taxes has been recorded on the Plan's financial statements.
5. PLAN MERGER
The Company anticipates that prior to the end of 1997, the net assets of
the Plan will be merged with and invested in funds of the Mattel, Inc.
Personal Investment Plan based upon participant elections.
-10-
<TABLE>
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AT DECEMBER 31, 1995
- ----------------------------------------------------------
FIDELITY MANAGED ASSETS
-----------------------
FIDELITY INVESTMENTS:
- ---------------------
Shares/ Market
Units Description Cost Value
- ---------- ---------------------------------- ----------- -----------
<S> <C> <C> <C>
155,516 MAGELLAN FUND $11,554,071 $13,371,247
=========== ===========
448,524 GROWTH & INCOME PORTFOLIO $10,191,788 $12,132,581
=========== ===========
FMTC:
- -----
36,808,384 MANAGED INCOME PORTFOLIO II $36,808,384 $36,808,384
=========== ===========
MATTEL, INC. STOCK FUND
Common Stock
------------
1,006,458 Mattel, Inc.* $ 9,193,916 $24,758,855
=========== ===========
<FN>
* Party-in-interest
-11-
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AT DECEMBER 31, 1995 (CONTINUED)
- ----------------------------------------------------------
ICAP MANAGED ASSETS
-------------------
Par Value/ Market
Shares Description Cost Value
- ---------- ---------------------------------- ----------- -----------
<S> <C> <C> <C>
DIVERSIFIED FUND
Short-Term Investments
----------------------
1,086,600 Bankers Trust Company Short-Term
Investment Fund $ 1,086,600 $ 1,086,600
500,000 Ford Motor Credit Discount
Commercial Paper, 03/04/96 494,413 494,413
1,000,000 Hewlett-Packard Commercial
Paper, 5.630%, 01/18/96 984,674 984,674
500,000 Hewlett-Packard Commercial
Paper, 02/29/96 493,000 493,000
----------- -----------
Total short-term investments 3,058,687 3,058,687
----------- -----------
Common Stock
------------
25,400 Abbott Laboratories 1,043,518 1,060,450
25,999 Allstate Corporation 731,764 1,069,209
9,850 American Home Products 668,119 955,450
8,900 American Standard Companies 253,689 249,200
14,200 Amoco Corporation 901,052 1,020,625
9,250 Atlantic Richfield Corporation 1,053,978 1,024,438
16,250 Bankamerica Corporation 785,834 1,052,187
13,350 Burlington Northern Santa Fe 802,804 1,041,300
42,600 Canadian Pacific Ltd. 687,307 772,125
16,700 Carnival Corporation 364,878 407,062
10,700 Capital Cities/ABC Inc. 1,255,097 1,320,112
28,700 CIBA-Geigy A.G. 1,176,819 1,269,975
6,600 Circuit City Stores, Inc. 205,120 182,325
13,800 Circus Circus Enterprises 370,356 384,675
15,750 Citicorp 493,353 1,059,188
-12-
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AT DECEMBER 31, 1995 (CONTINUED)
- ----------------------------------------------------------
ICAP MANAGED ASSETS
-------------------
Par Value/ Market
Shares Description Cost Value
- ---------- ---------------------------------- ----------- -----------
<S> <C> <C> <C>
Common Stock
------------
12,550 Compaq Computer Corporation $ 480,433 $ 602,400
20,850 Deere & Company 516,812 734,963
10,100 Dow Chemical Company 665,674 710,788
500 Dun & Bradstreet Corporation 31,434 32,375
15,700 Dupont (EI) De Nemours 941,046 1,097,038
26,500 Federated Department Stores, Inc. 573,269 728,750
10,350 Hoechst ADR 1,220,002 1,406,488
12,650 International Business Machines Corp. 1,204,048 1,160,637
30,200 International Paper Company 1,244,149 1,143,825
12,800 ITT Corporation 505,071 678,400
11,700 ITT Industries, Inc. 208,533 280,800
16,600 Keycorp 575,396 601,750
15,500 Mattel, Inc.* 252,749 381,300
9,200 McDonnell Douglas Corp. 344,264 846,400
8,300 Mobil Corp. 776,071 929,600
10,100 Motorola, Inc. 611,319 575,700
63,600 Newscorp Limited Pfd. ADR 1,116,231 1,224,300
13,900 Pepsico Inc. 542,469 776,663
13,750 Philip Morris Companies Inc. 932,200 1,244,375
38,300 Philips Electronics NV NY 1,109,488 1,374,013
16,500 Silicon Graphics, Inc. 509,101 453,750
15,300 Tele Danmark AS CL B ADR 390,527 422,662
24,000 Tenet Healthcare Corp. 381,045 498,000
14,150 Texas Instruments, Inc. 796,646 732,262
30,500 Time Warner Inc. 1,135,946 1,155,188
21,900 Travelers Group Inc. 879,483 1,376,962
10,150 Unilever NV ADR 1,372,865 1,428,612
14,150 Union Pacific Corp. 919,935 933,900
21,150 Weyerhaeuser Co. 853,561 914,738
37,400 WMX Technologies, Inc. 1,032,296 1,117,325
----------- -----------
Total common stock 32,915,751 38,432,285
----------- -----------
Total assets held by the
Diversified Fund $35,974,438 $41,490,972
=========== ===========
<FN>
* Party-in-interest
</TABLE>
-13-
<TABLE>
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED
DECEMBER 31, 1995 (1)
- -----------------------------------------------------------------
Identity of Description Purchase
Party Involved of Asset Price Transaction(s)
- -------------------- ------------ ----------- --------------
<S> <C> <C> <C>
Series of Transactions:
Fidelity Investments Magellan $ 6,589,859 225
(FI) Fund - -
FI Growth & 5,428,229 201
Income - -
Portfolio
FI Managed 10,235,163 221
Income - -
Portfolio
II
Fidelity Mgmt. Bankers Trust 23,189,694 111
Trust Co. (FMTC) Co. STIF - -
FMTC Fidelity Inst'l 7,281,390 116
Cash Portfolio - -
Cl A
FMTC Mattel, Inc. 2,855,648 24
Common Stock - -
<CAPTION>
FISHER-PRICE, INC. MATCHING SAVINGS PLAN
- ----------------------------------------
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED
DECEMBER 31, 1995 (1)
- -----------------------------------------------------------------
Current
Expense Value of
Incurred Asset on
Identity of Description Selling With Cost of Transaction Net Gain
Party Involved of Asset Price Transaction(s) Transaction Asset Date or (Loss)
- -------------------- ------------ ----------- -------------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Series of Transactions:
Fidelity Investments Magellan $ - - $ - $ 6,589,859 $ 6,589,859 $ -
(FI) Fund 2,910,260 157 - 2,641,143 2,910,260 269,117
FI Growth & - - - 5,428,229 5,428,229 -
Income 1,908,152 136 - 1,715,896 1,908,152 192,256
Portfolio
FI Managed - - - 10,235,163 10,235,163 -
Income 11,068,110 208 - 11,068,110 11,068,110 -
Portfolio
II
Fidelity Mgmt. Bankers Trust - - - 23,189,694 23,189,694 -
Trust Co. (FMTC) Co. STIF 22,119,228 120 - 22,119,228 22,119,228 -
FMTC Fidelity Inst'l - - - 7,281,390 7,281,390 -
Cash Portfolio 7,644,119 130 - 7,644,119 7,644,119 -
Cl A
FMTC Mattel, Inc. - - 2,835 2,858,483 2,855,648 -
Common Stock 6,621,495 60 10,124 2,539,812 6,621,495 4,071,559
<FN>
(1) Computed based on the net asset value of the Plan at December 31, 1994
of $105,427,979
Prepared from data certified by FMTC.
-14-
<PAGE>
POWER OF ATTORNEY
-----------------
We, the undersigned directors of Fisher-Price, Inc., the Plan
Administrator for the Fisher-Price, Inc. Matching Savings Plan, do hereby
severally constitute and appoint John L. Vogelstein, Ned Mansour and
Leland P. Smith, and each of them, our true and lawful attorneys and
agents, to do any and all acts and things in our name and behalf in our
capacities as directors and officers and to execute any and all instruments
for us and in our names in the capacities indicated below, which said
attorneys and agents, or any of them, may deem necessary or advisable to
enable said Plan to comply with the Securities Exchange Act of 1934, as
amended, and any rules, regulations and requirements of the Securities
and Exchange Commission, in connection with this Annual Report on Form
11-K, including specifically, but without limitation, power and authority
to sign for us or any of us, in our names in the capacities indicated
below, any and all amendments hereto; and we do each hereby ratify and
confirm all that said attorneys and agents or any one of them, shall do
or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Fisher-Price, Inc. Matching Savings Plan
----------------------------------------
(Name of Plan)
Fisher-Price, Inc., Plan Administrator
/s/ Ned Mansour
---------------------
Ned Mansour, Director
/s/ Byron Davis
Date: June 28, 1996 ---------------------
------------- Byron Davis, Director
<PAGE>
</TABLE>
EXHIBIT 23.0
CONSENT OF INDEPENDENT ACCOUNTANTS
----------------------------------
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 033-54391) of the Fisher-Price, Inc. Matching
Savings Plan, as amended, of our report dated June 14, 1996 appearing on
page 1 of this Form 11-K.
/s/ Price Waterhouse LLP
- ------------------------
Buffalo, New York
June 28, 1996
<PAGE>
