X0303 4 2010-01-09 0001001039 WALT DISNEY CO/ DIS 0001332169 McCarthy Christine M 500 SOUTH BUENA VISTA STREET BURBANK CA 91521 1 EVP-Corp Fin. & RE & Treasurer Disney Common Stock 2010-01-09 4 A 0 10066.2957 31.735 A 33482.8857 D Disney Common Stock 2010-01-09 4 M 0 5089.9709 31.735 A 38572.8566 D Disney Common Stock 2010-01-09 4 F 0 1865.9709 31.735 D 36706.8857 D Disney Common Stock 2010-01-09 4 F 0 3774.2957 31.735 D 32932.59 D Disney Common Stock 2612.1587 I By 401(k) Restricted Stock Unit 0 2010-01-09 4 M 0 5089.9709 0 D 2010-01-09 Disney Common Stock 5089.9709 0 D Awarded upon achievment of performance criteria for long-term incentive awards made during the Company's 2006 fiscal year previously referred to in a footnote on a Form 4 dated January 11, 2006. 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 Stock Incentive Plan, previously reported on a Form 4 dated December 3, 2009. Includes dividend equivalents credited with respect to the award, pursuant to the terms thereof. The 1,865.9709 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 3,774.2957 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 4, 2010. The Fund is one investment option in the 401(k) Plan and contains Company matching contributions. Converts at 1-for-1. The stock unit award is fully vested. Joseph M. Santaniello (POA on file) 2010-01-12