United States securities and exchange commission logo





                             November 18, 2022

       Anthony DiSilvestro
       Chief Financial Officer
       Mattel Inc.
       333 Continental Blvd.
       El Segundo, CA 90245

                                                        Re: Mattel, Inc.
                                                            Form 10-K for the
Year Ended December 31, 2021
                                                            Form 10-Q for the
Period Ended September 30, 2022
                                                            File No. 001-05647

       Dear Anthony DiSilvestro:

              We have limited our review of your filing to the financial
statements and related
       disclosures and have the following comments. In some of our comments, we
may ask you to
       provide us with information so we may better understand your disclosure.

              Please respond to these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for the Year Ended December 31, 2021

       Item 1. Business, page 4

   1.                                                   We note that in 2020,
you launched your e-commerce platform, Mattel Creations. Please
                                                        tell us your
consideration for disclosing information about this platform including
                                                        financial information
as well as any risk factors regarding this platform. For example, we
                                                        note that you offer
paid annual memberships and related merchandise on this platform as
                                                        well as limited edition
and exclusive product sales. Describe the accounting for these
                                                        memberships and
exclusive sales, including at a segment level, and revise your
                                                        disclosures to the
extent material.
   2.                                                   We note your disclosure
that you plan to expand your entertainment offerings which
                                                        includes various
sources of digital content and digital experiences. Please describe and
                                                        expand your disclosures
to the extent material, the associated cost structure for your
                                                        specific entertainment
offerings including your accounting policy for these costs.
                                                        Additionally, describe
any other associated revenues from these offerings including
 Anthony DiSilvestro
FirstName
Mattel Inc. LastNameAnthony DiSilvestro
Comapany 18,
November    NameMattel
                2022    Inc.
November
Page 2      18, 2022 Page 2
FirstName LastName
         advertising revenues, if applicable.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Application of Critical Accounting Policies and Estimates, page 39

3.       We note your discussion of critical accounting estimates that are more
         significantly affected by judgments and estimates. Please quantify and
provide an analysis
         of the impact of critical accounting estimates on your financial
position and results of
         operations for the periods presented, including the effect of changes
in critical accounting
         estimates between periods to the extent such changes had a significant
effect on your
         financial position or operating results. In addition, please revise to
include a qualitative
         and quantitative analysis of the sensitivity of reported results to
changes in assumptions,
         judgments, and estimates when reasonably likely changes in
assumptions, judgments and
         estimates would have a material effect on your financial condition or
operating
         performance. Refer to Item 303(b)(3) of Regulation S-K.
Notes to Consolidated Financial Statements
Note 1 - Summary of Significant Accounting Policies
Revenue Recognition and Sales Adjustments, page 59

4.       Please revise your disclosures to explain the typical billing and
payment terms under your
         contracts and how the differences in timing of revenue recognition and
invoicing your
         customers impacts any contract assets or contract liabilities
recorded. Further, to the
         extent material, please disclose the amounts of contract assets and
liabilities and the
         amount of revenue recognized in the reporting period that was included
in
         the contract liability balance at the beginning of the period. Refer
to ASC 606-10-50-8 and
         50-9.
Form 10-Q for the Period Ended September 30, 2022

Notes to Consolidated Financial Statements
5. Goodwill and Intangible Assets, Net
Goodwill, page 10

5.       We note that in the third quarter of 2022, you performed a qualitative
assessment to
         determine whether it was more likely than not that the book value of
you reporting units
         exceeded the fair value and it was determined that goodwill was not
impaired. We further
         note that net sales and gross billings decreased for certain of your
segments including your
         American Girl segment. Please tell us how you considered the factors
pursuant to ASC
         350-20-35-3 in determining that further impairment testing was not
necessary given the
         decreases. Additionally, please tell us if the fair values of each of
your reporting units are
         substantially in excess of their carrying values.
 Anthony DiSilvestro
Mattel Inc.
November 18, 2022
Page 3
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Results of Operations, page 32

6.       We note your discussion of gross billings and changes from period to
period which is
         extensive and you do not include a similar discussion of changes in
the U.S. GAAP net
         sales line. We note a similar discussion in your 10-K filing. We also
note that you
         reconcile your gross billings to the U.S. GAAP net sales amount.
Please revise to provide
         a detailed discussion of significant changes in your GAAP net sales
for each respective
         period. Refer to Rule 303(b) and (c) of Regulation S-K. Further,
consider whether it is
         appropriate to include a reconciliation of gross billings to U.S. GAAP
net sales if the
         presentation of gross billings is meant to represent a metric instead
of a non-GAAP
         measure. If it is a non-GAAP measure, please tell us how it is
consistent with the
         guidance in Question 100.04 of the Non-GAAP Financial Measures
Compliance and
         Disclosure Interpretations.
7.       We note your discussion of financial results that qualitatively
discuss multiple factors that
         impacted changes in your financial statement line items from period to
period. We note a
         similar discussion in your 10-K filing. Please revise to further
describe material changes
         to a line item for the underlying reasons for such changes in both
quantitative
         and qualitative terms, including the impact of offsetting factors.
Refer to Item 303(b)
         of Regulation S-K.
       In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.

       You may contact Melissa Gilmore at (202) 551-3777 or Kevin Woody at
(202) 551-3629
with any questions.



FirstName LastNameAnthony DiSilvestro                           Sincerely,
Comapany NameMattel Inc.
                                                                Division of
Corporation Finance
November 18, 2022 Page 3                                        Office of
Manufacturing
FirstName LastName