X0202 4 2008-01-09 0001001039 WALT DISNEY CO/ DIS 0001205861 STAGGS THOMAS O 500 SOUTH BUENA VISTA STREET BURBANK CA 91521 1 Sr. EVP & Chief Finan. Officer Disney Common Stock 2008-01-09 4 A 0 20699.2098 29.895 A 228243.2098 D Disney Common Stock 2008-01-09 4 M 0 10276.9556 29.895 A 238520.1654 D Disney Common Stock 2008-01-09 4 F 0 3674.9556 29.895 D 234845.2098 D Disney Common Stock 2008-01-09 4 F 0 7532.2098 29.895 D 227313 D Disney Common Stock 900 I As Trustee Disney Common Stock 6338.75 I By 401(k) Phantom Stock Unit Award (Bonus Related) 0 2008-01-09 4 M 0 10276.9556 29.895 D Disney Common Stock 10276.9556 32886.0444 D Stock Option (Right to Buy) 29.895 2008-01-09 4 A 0 126316 0 A 2015-01-09 Disney Common Stock 126316 126316 D Awarded upon achievement of performance criteria for long-term incentive awards made during the Company's 2006 fiscal year as set forth in the table entitled 'Long-Term Incentive Performance Based Awards' in the Company's proxy statement for its 2007 annual meeting of shareholders. Performance-based restricted stock units vested on January 9, 2008. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof. Stock unit award vested as to 50% on January 9, 2008 and is scheduled to vest as to the remaining 50% on January 9, 2010. The 3674.9556 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction. The total also reflects a deduction for cash paid in lieu of fractional shares upon conversion of previously-granted units to shares. The 7532.2098 shares reported as a disposition represent an automatic reduction of shares issued to the reporting person to discharge withholding tax obligations of reporting person and do not constitute an actual sale or other open-market transaction. The total also reflects a deduction for cash paid in lieu of fractional shares upon conversion of previously-granted units to shares. Shares held in The Walt Disney Stock Fund as of January 9, 2008. The Fund is one investment option in the 401(k) Plan and contains Company matching contributions. Converts at 1-for-1. Options were granted under the Company's Amended and Restated 2005 Stock Incentive Plan in a transaction exempt under Rule 16(b)-3. The options vest in four equal installments on each January 9 of 2009 through 2012. The reporting person is also expected to receive 60,000 restricted stock units subject to performance vesting criteria, the terms of which and date of award of which have not yet been determined. Joseph M. Santaniello (POA on file) 2008-01-11