0001193125-05-156331 Sample Contracts

GRANT AGREEMENT FOR ANNUAL NON- EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT GRANT UNDER 2005 PLAN: 3-YEAR VESTING STARTING YEAR TWO
Grant Agreement for Restricted Stock Units • August 3rd, 2005 • Mattel Inc /De/ • Dolls & stuffed toys • Delaware

This is a Grant Agreement between Mattel, Inc. (“Mattel”) and the individual (the “Holder”) named in the Notice of Grant of Restricted Stock Units (the “Notice”) attached hereto as the cover page of this Grant Agreement.

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GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTOR ANNUAL STOCK OPTION GRANT UNDER 2005 PLAN WITH 3-YEAR 33%-33%-34% VESTING
Grant Agreement for Non-Employee Director Annual Stock Option Grant • August 3rd, 2005 • Mattel Inc /De/ • Dolls & stuffed toys • Delaware

This is a Grant Agreement between Mattel, Inc. (“Mattel”) and the individual (the “Holder”) named in the Notice of Grant of Stock Option (the “Notice”) attached hereto as the cover page of this Grant Agreement.

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