MATTEL INC /DE/
8-K, 1997-10-09
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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:          October 8, 1997



                                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 October 8, 1997, regarding its
                announcement of the naming of Jill Elikann Barad as
                chairman of the Board of Directors of Mattel, Inc., 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 October 8, 1997.


<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/ Leland P. Smith
                                                  -------------------------
                                                  Leland P. Smith
                                                  Secretary and
        Date: October 8, 1997                     Assistant General Counsel
              --------------

<PAGE>

                                                            EXHIBIT 99.0


FOR IMMEDIATE RELEASE                        CONTACT:   Glenn Bozarth
October 8, 1997                                         Mattel, Inc.
                                                        310-252-3521




              JILL ELIKANN BARAD NAMED
          CHAIRMAN OF THE BOARD OF MATTEL, INC.
          -------------------------------------


LOS ANGELES, October 8 -- Mattel, Inc. [NYSE:MAT] today announced that Jill
Elikann Barad, president and chief executive officer, has been named
chairman of the company's board of directors.  She succeeds John W.
Amerman, who has retired from his position as chairman of the board, while
remaining a member of the board of directors.

      "Jill is an exceptionally talented leader who has played a crucial
role in making Mattel the global consumer products company that it is
today," Amerman said.  "Through her skilled management, sales of Mattel's
core brands have increased substantially and brand recognition has been
expanded on a worldwide basis."  Most notably, Barbie doll sales have grown
from $200 million when Barad first joined the company 16 years ago to $1.7
billion in 1996.

     "Jill also deserves full credit for the successful integration of Tyco
Toys' businesses into Mattel following the recent merger, thereby
bolstering the company's strategic position through the addition of brands


Barad Named Mattel Chairman
2-2-2-2-2

such as Sesame Street, Matchbox and Tyco RC.   An intelligent and visionary
CEO, Jill has assembled a strong management team to support her as she
works to expand Mattel's growth worldwide," Amerman said.

      Barad, 46, was promoted to president and CEO in January of this year.
She demonstrated her strong leadership ability as president-Mattel USA and
president and chief operating officer before becoming the company's chief
executive officer.

     Amerman, who served as chairman and chief executive officer of Mattel
from 1987 to 1996, had continued to serve in the role of chairman of the
board this year.  He joined Mattel in 1980 as president of Mattel
International.

     Barad praised Amerman for his many contributions to the company during
his 17 years of service.  "John leaves an indelible mark on Mattel upon his
retirement as chairman," she said.  "He will go down in corporate history
as the executive who helped turn the tide for Mattel in the late 1980s and
put it on a course of consistent, profitable growth."

     Currently one of only two women to head a Fortune 500 company, Barad
joined Mattel in 1981 as a product manager, and was named marketing
director for the company's Barbie doll brand in 1982, a vice president in
1984, president-girls and activity toys division in 1989, president-Mattel
USA in 1990, president and chief operating officer in 1992, and president
and chief executive officer in 1997.  She was elected to the Mattel board
of directors in 1991.

       Barad is a member of the board of directors of Microsoft Corporation
and Pixar Animation Studios.  A graduate of Queen's College, she earned a
bachelor's degree in English and Psychology in 1973.

     Mattel, Inc., with $4.5 billion in annual revenues, is the worldwide
leader in the design, manufacture and marketing of children's toys.
Headquartered in El Segundo, Calif., Mattel has offices and facilities in
36 countries and sells its products in 155 nations around the world.



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