-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NUuC0CcC2uT7rD81mOKyb2B/ahZ1aRCHVgOzwjgq9X2OvPsK06WVTtoiV3ubhQ4w tQWzwfgLTB7R/ioLWVyyGQ== 0001001039-98-000029.txt : 19980630 0001001039-98-000029.hdr.sgml : 19980630 ACCESSION NUMBER: 0001001039-98-000029 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980629 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WALT DISNEY CO/ CENTRAL INDEX KEY: 0001001039 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 954545390 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 001-11605 FILM NUMBER: 98656110 BUSINESS ADDRESS: STREET 1: 500 SOUTH BUENA VISTA ST CITY: BURBANK STATE: CA ZIP: 91521 BUSINESS PHONE: 8185601000 MAIL ADDRESS: STREET 1: 500 SOUTH BUENA VISTA ST CITY: BURBANK STATE: CA ZIP: 91521 FORMER COMPANY: FORMER CONFORMED NAME: DC HOLDCO INC DATE OF NAME CHANGE: 19950918 10-K/A 1 SALARIED SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES DECEMBER 31, 1997 AND 1996 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN INDEX TO FINANCIAL STATEMENTS DECEMBER 31, 1997 Report of Independent Accountants F-2 Statements of Net Assets Available for Benefits F-3 Statement of Changes in Net Assets Available for Benefits F-4 Notes to Financial Statements F-5 Supplementary Schedules Schedule I - Line 27a: Schedule of Assets Held for Investment Purposes F-13 Schedule II - Line 27b: Schedule of Loans or Fixed Income Obligations F-14 Schedule III - Line 27d: Schedule of Reportable Transactions F-15 Other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they were not applicable. F-1 REPORT OF INDEPENDENT ACCOUNTANTS June 5, 1998 To the Participants and Investment and Administrative Committee for the Disney Salaried Savings and Investment Plan In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Disney Salaried Savings and Investment Plan (the Plan) at December 31, 1997 and 1996 and the changes in its net assets available for benefits for the year ended December 31, 1997, 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 performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in Schedules I, II and III is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional information required by ERISA. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. F-2 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS (In thousands)
December 31, ---------------- 1997 1996 ---- ---- Assets Investments At fair value: The Walt Disney Company Common Stock Fund (Unitized Valuation) $393,837 $ 0 The Walt Disney Company Common Stock Fund (Share Valuation) 0 264,378 Shares of registered investment companies: Fidelity Inst. Short-Int. Govt Portfolio Fund 31,906 29,775 Fidelity U.S. Equity Index Commingled Pool Fund 0 40,538 Fidelity U.S. Bond Index Portfolio Fund 0 6,156 Fidelity Balanced Fund 0 12,205 Fidelity Magellan Fund 87,003 68,046 PIMCO Total Return Fund 8,590 0 Fidelity Growth & Income Fund 75,722 0 Sequoia Fund 13,075 0 Fidelity Diversified International Fund 4,278 0 Putnam New Opportunities Fund 4,809 0 Participant Loans 12,936 10,502 ------ ------ Total investments 632,156 431,600 ------- ------- Receivables: Employer's contribution 501 0 Participants| contributions 1,790 0 Interest income 42 0 ------- ------- Total receivables 2,333 0 ------- ------- Total assets 634,489 431,600 ------- ------- Net assets available for benefits $634,489 $431,600 ======== ========
The accompanying notes are an integral part of these financial statements. F-3 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (In thousands)
For the Year Ended December 31, 1997 ------------------ Additions to net assets attributed to: Investment income: Interest $ 962 Dividends 13,833 Net realized gain on sale of assets 15,012 ------ 29,807 ------ Net unrealized appreciation in fair value of investments 127,870 ------- Contributions: Participants| 54,414 Employer|s 13,557 ------ 67,971 ------ Total additions 225,648 ------- Deductions from net assets attributed to: Benefits paid to participants 22,741 Administrative expense 18 ------- Total deductions 22,759 ------- Increase in net assets 202,889 Net assets available for benefits: Beginning of year 431,600 ------- End of year $634,489 ========
The accompanying notes are an integral part of these financial statements. F-4 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (Tabular dollars in thousands) 1. Description of the Plan General The Walt Disney Company (the "Company") implemented the Disney Salaried Savings and Investment Plan (the "Plan") on January 1, 1985. The Plan is a defined contribution plan designed to provide participating employees the opportunity to accumulate retirement funds through a tax-deferred contribution arrangement pursuant to Section 401(k) of the Internal Revenue Code of 1986, as amended (the Code). In addition to the Code, the Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). For further information regarding the Plan, refer to the Summary Plan Description. Administration of the Plan The Board of Directors of the Company has appointed the Investment and Administrative Committee of The Walt Disney Company Sponsored Qualified Benefit Plans and Key Employees Deferred Compensation and Retirement Plan (the "Committee" or "Plan Administrator") to administer the Plan, interpret its provisions and resolve all issues arising in the administration of the Plan. The assets of the Plan are administered under a trust agreement between the Company and Fidelity Institutional Retirement Services Company ("Fidelity" or the "Trustee"). Pursuant to the trust agreement, Fidelity is to carryout most of the day-to-day activities of administration. Administrative expenses of the Plan, such as benefit plan consultation fees (exclusive of brokerage commissions on the purchase or sale of Company stock) may be paid from the assets of the Plan unless the Company, at its discretion, pays such expenses. Investment expenses incurred by the Investment Funds are charged to the respective funds. Participation Participation in the Plan is available to all domestic salaried employees of the Company and its subsidiaries participating in the Plan who are regularly scheduled to work 1,000 hours or more during a year. To be eligible, employees must be age 18 or older and have completed one year of employment during which they must also work at least 1,000 hours. The Plan accepts direct cash rollovers from other qualified plans regardless of whether the employee has met the one-year eligibility requirement. However, such funds are not available for hardship distributions or loans until after the employee has met the one-year eligibility requirement and has become a participant of the Plan. F-5 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 1. Description of the Plan (continued) Contributions Participants are permitted to authorize income deferrals in whole percentages, up to 10 percent of their base compensation on a pre-tax basis, through weekly payroll deductions. A participant's total tax-deferred contributions and the Company's matching contributions, in any Plan year, cannot exceed the limits provided under Section 415 of the Code. Effective January 1, 1987, the Plan ceased to accept voluntary post-tax contributions. Post-tax contributions made prior to January 1, 1987 may remain in the Plan and continue to share in the Plan's investment results on a tax-deferred basis. Income earned on voluntary contributions is not taxable for Federal income tax purposes until withdrawal and such post-tax contributions are recovered tax free when withdrawn or distributed. The Company currently contributes a matching amount equal to 50 percent of a participant's pre-tax contributions up to a maximum of 2 percent of such participant's base compensation. The Company may make matching contributions either in cash, which is invested exclusively in the Company's common stock, or directly in shares of the Company's common stock and, at its discretion, the Company may change the level of matching contributions or cease making matching contributions. Participants are fully vested immediately in all contributions including the Company's matching contributions made to the Plan and all earnings thereon. Investments Participants may direct the investment of their contributions in any one or more investment funds established for the Plan. Participants may elect to change the investment of their contributions or to transfer all or part of their account balances among the various investment funds. Such elections must be made in 1% increments. Effective April 1, 1997, three funds were eliminated from the Plan and five new funds were added to the Plan. Additionally, the valuation of The Walt Disney Company Stock Fund was changed from a share basis valuation to a unit basis valuation. Participants with an interest in the funds which were eliminated were allowed to transfer their balances to one of the remaining funds by March 19, 1997 or to allow their balances to be mapped automatically to the new investment funds. As of March 20, 1997, participants with an interest in Fidelity U.S. Bond Index Fund had their interest transferred to the PIMCO Total Return Fund. Participant balances in the Fidelity Balanced Fund were mapped to the Fidelity Growth & Income Fund, while participant balances in the Fidelity U.S. Equity Index Commingled Fund were mapped to the Fidelity Growth & Income Fund. F-6 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 1. Description of the Plan (continued) Investments (continued) The trust agreement provides that assets of the Plan may be invested in the following pooled investment funds (collectively, the "Investment Funds"): The Walt Disney Company Common Stock Fund This fund consists primarily of The Walt Disney Company common stock and cash and cash equivalents which are deemed necessary for orderly investment in such stock and for anticipated cash requirements. Fidelity Institutional Short-Intermediate Government Portfolio Fund This fund invests only in fixed income securities issued by the U.S. government or issued by U.S. government agencies. Fidelity Magellan Fund This fund invests primarily in common stock and securities convertible into common stock; however, up to 20 percent of the Fund may be invested in fixed income securities. Additionally, the Fund may invest in foreign securities, high-yield securities, and may buy and sell options and futures contracts relating to securities in the Fund. The Walt Disney Company common stock may be held in the Fund. PIMCO Total Return Fund This fund invests primarily in a diversified portfolio of fixed income securities of varying maturities, averaging within a three to six year time frame. The Fund may invest up to 10% of its assets in fixed income securities rated below investment grade but rated B or higher by Moody's or S&P. Additionally, the Fund may also invest up to 20% of its assets in securities denominated in foreign currencies, and may invest beyond this limit in U.S. dollar-denominated securities of foreign issuers. Fidelity Growth & Income Portfolio Fund This fund invests in stocks, bonds and short-term investments of U.S. and foreign companies that offer growth potential while paying dividends. Sequoia Fund This fund invests primarily in common stock and securities convertible into or exchangeable for common stock. Additionally, the Fund may invest, to limited extents, in foreign securities, restricted securities and special situations. Fidelity Diversified International Fund This fund invests in a diversified portfolio of equity securities of companies located outside of the United States. Up to 35% of the fund may be invested in high-yield securities (commonly referred to as "junk bonds")and up to 15% may be invested in securities not readily converted to cash. F-7 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 1. Description of the Plan (continued) Investments (continued) Putnam New Opportunities Fund This fund invests in common stocks of companies in sectors of the economy believed to posses above-average long-term growth. The Fund may also invest in convertible bonds, convertible preferred stocks, warrants, preferred stocks and debt securities. Benefits, Distributions and Withdrawals A participant's entire account balance, adjusted for investment gains or losses, is available for immediate distribution upon termination of employment. Participants' account balances under $3,500 are automatically distributed within 90 days following the participant's severance date. The participant has 60 days following the participant's severance date to elect whether or not to rollover the funds into an IRA or another qualified plan. If no election is made, the funds will be dispersed to the participant less 20 percent for federal withholding tax. Participants with account balances of $3,500 or more may elect a distribution at anytime before age 65. All amounts must be distributed when the participant reaches age 65. Under Section 401(k) of the Code, in service withdrawals of tax-deferred contributions by participants are available only in amounts necessary to satisfy a financial hardship and will be made if the Committee determines that the reason for the hardship complies with applicable requirements under the Code. A participant may withdraw his or her post-tax contributions twice each Plan year. The minimum amount of each post-tax contribution withdrawal is $500. Loans Participants are permitted to borrow from their accounts subject to certain limitations and conditions established to comply with the current requirements of the Code. All loans made to participants are secured by their accounts with a right of set-off. Voluntary post-tax contributions and any earnings thereon are not available for loans. Participants may borrow up to 50 percent of their account balance not to exceed $50,000 in any consecutive twelve month period. A participant may only have one loan outstanding. Loans may have a term of up to four years. However, the term can be extended to ten years if the loan is used to acquire or construct a principal residence of the participant. The interest rate on loans is currently prime plus 1 percent. Plan Amendment or Termination The Company reserves the right to amend or modify, at any time, the provisions of the Plan. Although the Company expects to continue the Plan indefinitely, the Board of Directors of the Company may terminate the Plan for any reason. If the Plan is terminated each participant will receive, as prescribed by ERISA and its related regulations, and in the form and manner determined by the Committee, a payment equal to the value of the participant's account at the time of liquidation. F-8 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 1. Description of the Plan (continued) Related Party Transactions Certain Plan investments are shares of mutual funds managed by Fidelity. Fidelity is the trustee as defined by the Plan, and, therefore, these transactions qualify as party-in-interest. Fees paid by the Plan to the Trustee amounted to $18,000 for the year ended December 31, 1997. 2. Summary of Significant Accounting Policies Basis of Accounting The financial statements of the Plan are prepared using the accrual basis of accounting. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. Actual results could differ from those estimates. Contribution Policy Contributions are recorded in the period during which the Company makes payroll deductions from the employees| earnings. Matching company contributions are recorded in the same period. Investment Valuation and Income Recognition Investments in securities traded on national security exchanges are valued on the basis of the closing price on the last trading day of the year. Investments in commingled funds are valued at the redemption prices established by the Trustee, which are based on the market value of the fund assets. Participant loans are valued at cost which approximates fair value. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Realized Gains and Losses on Security Transactions Realized gains and losses on security transactions are computed based upon the sales proceeds less the fair value of the investments at the beginning of the year or the acquisition cost, if acquired during the year. Unrealized Appreciation/Depreciation in Fair Value of Investments The unrealized appreciation or depreciation in the fair value of investments held at year end is based on values established at the most recent year-end valuation date as compared to the previous year-end valuation or the acquisition cost, if the investment was acquired within the year. Payment of Benefits Benefits are recorded when paid. F-9 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued)
3. Summary of Changes in Net Assets Available for Benefits by Investment Program For The Year Ended December 31, 1997 -------------------------------------------------------------------------------------------------------------- The Walt The Walt Fidelity Disney Disney Inst. Fidelity Fidelity Company Company Short- US Equity US Bond Fidelity Putnam Common Common Inter Index Index PIMCO Fidelity Diver- New Stock Stock Gov't Comming- Port- Fidelity Fidelity Total Growth & sified Oppor Fund Fund Port- led Pool folio Balanced Magellan ReturnIncome Sequoia Int'l tunity Loan (Unitized)(Share) folio Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Total ---------- ------ ---------- ------- ----- -------- -------- ------ ------- ------ -------- ------ ---- --------- Additions to net assets attributed to: Investment income: Interest 0 0 0 0 0 0 0 0 0 0 0 0 962 962 Dividends 1,542 418 2,034 0 113 134 5,564 539 3,149 92 147 101 0 13,833 Net realized gain (loss) on sale of assets 2,461 9,920 (38) 638 (139) (76) 1,327 30 799 32 25 33 0 15,012 ----- ----- --- --- ---- --- ----- -- --- -- -- -- - ------ 4,003 10,338 1,996 638 (26) 58 6,891 569 3,948 124 172 134 962 29,807 ----- ------ ----- --- --- -- ----- --- ----- --- --- --- --- ------ Net unrealized appreciation (depreciation) in fair value of investments 101,680 (6) 46 0 0 0 10,992 150 12,602 1,892 (9) 523 0 127,870 ------- -- -- - - - ------ --- ------ ----- -- --- - ------- Contributions: Participants 16,737 4,679 3,150 1,835 520 800 11,910 1,567 8,372 2,194 1,129 1,521 0 54,414 Employer 10,592 2,965 0 0 0 0 0 0 0 0 0 0 0 13,557 ------ ----- - - - - - - - - - - - ------ 27,329 7,644 3,150 1,835 520 800 11,910 1,567 8,372 2,194 1,129 1,521 0 67,971 ------ ----- ----- ----- --- --- ------ ----- ----- ----- ----- ----- - ------ Total additions 133,012 17,976 5,192 2,473 494 858 29,793 2,286 24,922 4,210 1,292 2,178 962 225,648 ------- ------ ----- ----- --- --- ------ ----- ------ ----- ----- ----- --- ------- Deductions from net assets attributed to: Payments to participants 8,683 4,537 1,808 661 182 296 3,114 260 2,026 195 111 48 820 22,741 Administrative 4 0 4 0 0 0 3 2 5 0 0 0 0 18 ------ ----- ----- --- --- --- ----- --- ----- --- --- -- --- ------ Total deduct 8,687 4,537 1,812 661 182 296 3,117 262 2,031 195 111 48 820 22,759 ----- ----- ----- --- --- --- ----- --- ----- --- --- -- --- ------ Inter-fund transfers 270,717 (277,817)(1,160) (42,350) (6,468)(12,767) (7,364) 6,632 53,159 9,172 3,151 2,761 2,334 0 ------- -------- ------ ------- ------ ------- ------ ----- ------ ----- ----- ----- ----- - Increase (decrease) in net assets 395,042 (264,378) 2,220 (40,538) (6,156)(12,205) 19,312 8,656 76,050 13,187 4,332 4,891 2,476 202,889 Net assets available for benefits: Beginning of year 0 264,378 29,775 40,538 6,156 12,205 68,046 0 0 0 0 0 10,502 431,600 ------- ------- ------ ------ ----- ------ ------ ----- ------ ------ ----- ----- ------ ------- End of year 395,042 0 31,995 0 0 0 87,358 8,656 76,050 13,187 4,332 4,891 12,978 634,489 ======= ======= ====== ====== ===== ====== ====== ===== ====== ====== ===== ===== ====== ======= F-10 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 4. Income Taxes The Company has received an Internal Revenue Service determination letter stating that the Plan qualifies under Section 401(a) of the Code and is therefore exempt from Federal income tax under Section 501(a) of the Code. Since the Plan is qualified under Section 401(a) of the Code, under applicable state law it is also exempt from state income taxes. The Plan Administrator and the Plan|s tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code. Accordingly, no provision for income taxes is made in the accompanying financial statements. 5. Reconciliation of Financial Statements to Form 5500 The following is a reconciliation of net assets available for benefits according to the financial statements to Form 5500:
December 31, ----------------------- 1997 1996 --------- ---------- Net assets available for benefits per the financial statements $634,489 $431,600 Amounts allocated to withdrawing participants (909) 0 -------- -------- Net assets available for benefits per Form 5500 $633,580 $431,600 ======== ========
The following is a reconciliation of benefits paid to participants according to the financial statements to Form 5500:
Year Ended December 31, 1997 ----------- Benefits paid to participants per the financial statements $22,741 Add: Amounts allocated to withdrawing participants at December 31, 1997 909 ------- Benefits paid to participants per Form 5500 $23,650 =======
Amounts allocated to withdrawing participants are recorded on Form 5500 for benefit claims that have been processed and approved for payment prior to December 31, but not yet paid as of that date. F-11 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 6. Subsequent Events Effective January 1, 1998, participants' account balances under $5,000 are automatically distributed within 90 days following the participant's severance date. Effective January 1, 1998, participants are permitted to authorize income deferrals in whole percentages, up to 15 percent of their base compensation on a pre-tax basis, through weekly payroll deductions. Prior to January 1, 1998, participants were permitted to authorize income deferrals in whole percentages, up to 10 percent of their base compensation on a pre-tax basis, through weekly payroll deductions. F-12 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN SCHEDULE I LINE 27a: SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 1997 (DOLLARS ARE NOT IN THOUSANDS)
SHARES DESCRIPTION OF INVESTMENTS COST CURRENT VALUE - -------------- ------------------------------- --------------- ------------- 28,852,497 *The Walt Disney Company $ 173,999,689$ 393,836,584 Common Stock Fund 3,387,002 *Fidelity Inst. Short-Inter 32,410,405 31,905,564 Gov't Portfolio Fund 913,228 *Fidelity Magellan Fund 70,919,141 87,003,258 810,402 PIMCO Total Return Fund 8,437,155 8,590,265 1,987,465 *Fidelity Growth & Income Fund 63,258,322 75,722,428 104,075 Sequoia Fund 11,198,038 13,075,000 265,238 *Fidelity Diversified 4,298,889 4,278,293 International Fund 98,849 Putnam New Opportunities Fund 4,306,478 4,809,013 Participant Loans (Maturities go through 2007 Interest rate range from 7.00% to 10.00%) 0 12,936,088 -------------- -------------- $ 368,828,117 $ 632,156,493 ============== ============== *Parties-in-interest
F-16 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN SCHEDULE II LINE 27b: SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS FOR THE YEAR ENDED DECEMBER 31, 1997 (DOLLARS ARE NOT IN THOUSANDS)
Original Amount received during Unpaid Detailed Identity and address amount reporting year balance at description of Amount overdue of obligor of loan Principal Interest end of year loan Principal Interest - ----------------------- -------- ---------- -------- ----------- ------------------- --------- -------- Mark Loebach $ 7,000 $ 1,028 $ 382 $ 5,606 Loan Dated 08/20/96 $ 522 $ 163 4207 Taliluna Avenue Maturity 09/21/2000 Knoxville, TN 37919-8364 9.25% Interest $40.30 payment
F-17 DISNEY SALARIED SAVINGS AND INVESTMENT PLAN SCHEDULE III LINE 27d: SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1997 (DOLLARS ARE NOT IN THOUSANDS)
Current value Identity Selling/ Cost of of asset on of party Number of Purchase distribution Lease Expense assets sold/ transaction involved Description of Assets Transactions Price Price rental incurred distributed date Net gain - ------------ ----------------------- ------------ -------- ------------ ------ -------- ------------ ----------- -------- The Walt The Walt Disney Company Disney Company* Common Stock 44 $10,115,947 33 $284,414,438 $281,563,568 $2,850,870 The Walt The Walt Disney Company Disney Company* Common Stock Fund 183 311,908,122 173 22,207,258 12,612,792 9,594,466 Fidelity * Magellan Fund 237 21,321,678 209 14,682,538 12,528,014 2,154,524 Fidelity * Growth & Income Fund 183 71,470,462 156 9,149,970 8,212,141 937,829 Fidelity * U.S. Equity Index Pool Fund 59 3,306,395 34 44,481,969 30,179,782 14,302,187 * Parties-in-interest
F-17
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