On March 11, 2009, The Walt Disney Company (the "Company") entered into a Terms Agreement with the underwriters named therein (collectively, the "Underwriters"), for whom Deutsche Bank Securities Inc., HSBC Securities (USA) Inc. and J.P. Morgan Securities Inc. are acting as representatives, with respect to the offer and sale of $500,000,000 aggregate principal amount of its 5.50% Global Notes due 2019 (the "Notes"). The Notes were offered to the public at 99.818% of par and proceeds to the Company net of underwriting discount of 0.45%, before expenses, was 99.368% of par. The Notes were registered under the Securities Act of 1933, as amended, pursuant to the shelf registration statement on Form S-3 (File No. 333-148043) of the Company. The Notes are being issued pursuant to a Senior Debt Securities Indenture, dated as of September 24, 2001, between the Company and Wells Fargo Bank, National Association, as trustee.

(d) Exhibits.

Exhibit No.                                 Description

1.1            Terms Agreement, dated March 11, 2009, between The Walt Disney
               Company and the several underwriters set forth therein.

4.1            Form of Note.

5.1            Opinion of Dewey & LeBoeuf LLP relating to the Notes.

23.1           Consent of Dewey & Leboeuf LLP (included in Exhibit 5.1 above).