X0303 4 2009-01-03 0001001039 WALT DISNEY CO/ DIS 0001270528 BRAVERMAN ALAN N 500 SOUTH BUENA VISTA STREET BURBANK CA 91521 1 Sr EVP, General Counsel & Secy Disney Common Stock 2009-01-03 4 A 0 18931.603 23.265 A 123224.563 D Disney Common Stock 2009-01-03 4 M 0 9402.1817 23.265 A 132626.7447 D Disney Common Stock 2009-01-03 4 F 0 3646.1817 23.265 D 128980.563 D Disney Common Stock 2009-01-03 4 F 0 6771.603 23.265 D 122208.96 D Disney Common Stock 7147.1404 I By 401(k) Phantom Stock Unit Award (Bonus-Related) 0 2009-01-03 4 M 0 9402.1817 0 D Disney Common Stock 9402.1817 0 D Awarded upon achievement of performance criteria for long-term incentive awards made during the Company's 2005 fiscal year as set forth in the table entitled 'Long-Term Incentive Awards--Awards in Last Fiscal Year' in the Company's proxy statement for its 2006 annual meeting of shareholders. Performance-based restricted stock units vested on January 3, 2009 and are payable in shares of Disney Common Stock within 30 days of such date. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof. Vesting of shares connected with grant under The Walt Disney Company's 2002 Executive Performance Plan and Amended and Restated 1995 Stock Incentive Plan, previously reported on a Form 4 dated January 5, 2005. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof. The 3646.1817 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 6771.603 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. Converts at 1-for-1. As of the transaction date, the stock unit award is fully vested. Joseph M. Santaniello (POA on file) 2009-01-06