The Walt Disney Company Reports Results for the Quarter Ended December

The Walt Disney Company Reports Results for the Quarter Ended December 31, 2004

    Business Editors

    BURBANK, Calif.--(BUSINESS WIRE)--Jan. 31, 2005--The Walt Disney Company (NYSE:DIS):

--	EPS for the first quarter was $0.35 compared to $0.33 in the prior-year quarter
--	Higher EPS reflected operating income growth at Media Networks and Parks and Resorts offset by a decrease at Studio Entertainment

    The Walt Disney Company (NYSE:DIS) today reported earnings for its first quarter of fiscal 2005.
    Diluted earnings per share for the quarter were $0.35, compared to the prior-year quarter earnings per share of $0.33.
    Earnings per share for the quarter includes a $24 million benefit from the resolution of certain income tax matters and restructuring and impairment charges totaling $17 million ($11 million after tax) related to the sale of the Disney Store North America. Together, these items resulted in a net benefit to EPS of approximately $0.01. Additionally, as a result of a reporting calendar change effective for fiscal 2005, the current quarter included an incremental day, which resulted in an estimated $0.01 EPS benefit.
    "It is very gratifying to see the Company's strong performance continue into the new fiscal year. We remain confident in achieving double-digit earnings growth in 2005, thanks in part to the resurgence in ratings at ABC, the outstanding performance of ESPN and the recovery at our theme parks, which exemplify the strong and broad-based fundamentals of our company," said Michael Eisner, CEO of the Walt Disney Company. "We still have much to look forward to during the year, such as the celebration of Disneyland's 50th anniversary, the opening of Hong Kong Disneyland and the DVD release of Disney/Pixar's `The Incredibles.' Disney's ongoing success provides testament to the strength of our company and the strength of our management team."
    Revenues, segment operating income, net income and diluted earnings per share amounts for the quarter were as follows (in millions, except per share amounts):

Quarter Ended December 31, --------------- 2004 2003 % Change ------- ------- --------- Revenues $8,666 $8,549 1 % Segment operating income 1,289 1,271 1 % Net income 723 688 5 % Diluted earnings per share $ 0.35 $ 0.33 6 %

    Operating Results

    Media Networks

    Media Networks revenues for the quarter increased 11% to $3.5 billion and segment operating income increased 36% to $467 million.
    Segment operating income attributable to cable increased by $131 million, primarily due to higher affiliate revenues at ESPN which were driven by contractual rate adjustments. Additionally, advertising revenue increased at ESPN due primarily to higher rates and at ABC Family due to improved ratings. These increases were partially offset by higher programming and other administrative costs at ESPN.
    Segment operating income attributable to broadcasting decreased by $8 million, primarily due to a decrease at the ABC Television Network, partially offset by an increase at the Company's owned television stations.
    At the ABC Television Network, increased advertising revenues due to more NFL and college football broadcasts in the current quarter were more than offset by the associated programming costs, while the owned television stations benefited from increased political advertising revenues.
    See Table A for further detail of Media Networks results.

    Parks and Resorts

    Parks and Resorts revenues for the quarter increased 30% to $2.1 billion, and segment operating income increased 11% to $258 million. The consolidation of Euro Disney and Hong Kong Disneyland contributed $369 million of the increase in revenue and reduced operating income by $6 million. See tables C, D, E and F for the impact of consolidating Euro Disney and Hong Kong Disneyland. Excluding the consolidation impact, revenue grew $118 million, or 7%, and segment operating income increased $32 million, or 14%. The growth was due to increased theme park attendance and hotel occupancy at the Walt Disney World Resort, as well as higher per capita guest spending at the Disneyland Resort, primarily due to ticket price increases, fewer promotional discounts and the introduction of new ticket media.
    Higher visitation at Walt Disney World from both international and domestic tourists and local Florida residents reflected a strong holiday period and continued improvements in travel and tourism.
    Costs and expenses increased $461 million for the quarter, of which $375 million was due to the consolidation of Euro Disney and, to a lesser extent, Hong Kong Disneyland. The remaining increase of $86 million was primarily driven by higher labor and other volume-related expenses as well as increased fixed charges related to new guest offerings.

    Studio Entertainment

    Studio Entertainment revenue for the quarter decreased 20% to $2.4 billion, and segment operating income decreased 27% to $333 million.
    Lower segment operating income was primarily driven by a decline in worldwide home entertainment, partially offset by improvements in domestic theatrical motion picture distribution and television distribution as well as lower production write-offs. The decrease in worldwide home entertainment (home video) results reflected lower DVD sales of current year titles as compared to the prior-year quarter, which included the strong performances of Disney/Pixar's "Finding Nemo," "Pirates of the Caribbean" and "The Lion King" Platinum Release. Domestic theatrical motion picture distribution results reflected stronger performances by current-year titles, including "The Incredibles" and "National Treasure," as compared to the prior year which included "Brother Bear" and "Haunted Mansion." The improvement in television distribution reflected a higher number of strong performing current-quarter titles, which included "Cold Mountain," "Scary Movie 3" and "Bad Santa."

    Consumer Products

    Revenues for the quarter decreased 14% to $725 million and segment operating income decreased 3% to $231 million.
    Decreased revenues and operating income were primarily due to the absence of the holiday season profits at the Disney Store, which was sold in mid-November. Revenues and segment operating income for the other lines of business increased 10% and 11%, respectively, due to increases at Buena Vista Games and in merchandise licensing.
    Growth at Buena Vista Games reflected the recognition of contractual minimum guarantee revenue and strong Game Boy Advance sales driven by "Lizzie McGuire 2," "That's so Raven," and "Lilo and Stitch 2" titles. Growth in merchandise licensing reflected higher sales in all categories, in particular home and infant furnishings and fast moving consumer goods.
    In connection with the sale of the Disney Store chain in North America effective November 21, 2004, the Company recorded a loss and additional restructuring and impairment charges totaling $17 million, which were in addition to previously disclosed charges and were primarily for working capital adjustments and employee severance and retention costs.

    Corporate and Unallocated Shared Expenses

    Corporate and unallocated shared expenses increased 10% to $113 million, primarily due to increases in incentive compensation accruals and restricted stock expense.

    Net Interest Expense

    Net interest expense was as follows (in millions):

Quarter Ended December 31, ------------- 2004 2003 ------ ------ Interest expense $(162) $(148) Interest and investment income 22 -- ----- ----- Net interest expense $(140) $(148) ===== =====

    Interest expense increased by $14 million to $162 million reflecting an increase of $21 million due to the consolidation of Euro Disney and Hong Kong Disneyland as well as higher average effective interest rates, partially offset by decreases due to lower average debt balances.
    Interest and investment income of $22 million in the current-year quarter reflects a gain on the sale of a technology start-up company, in which the Company's venture capital subsidiary, Steamboat Ventures, had a minority interest.

    Equity in the Income of Investees

    Income from equity investees, consisting primarily of A&E Television, Lifetime Television, E! Entertainment Television and international cable ventures, increased 29% to $125 million for the quarter, primarily due to increases at the international cable ventures and the absence of equity losses from Euro Disney which totaled $16 million in the prior-year quarter. Euro Disney was accounted for under the equity method in the prior year quarter and is consolidated in the current-year period. Increases at the international cable ventures were driven by certain tax and legal settlements.

    Income Taxes

    The effective income tax rate was 34.4% for the quarter compared to 36.8% in the prior-year quarter. The decrease was primarily due to the favorable resolution of an income tax matter that resulted in a $24 million tax reserve release which resulted in a 2.1% reduction in the first quarter effective income tax rate.

    Borrowings and Cash Flow

    Total borrowings and net borrowings are detailed below (in millions):

Dec. 31, Sept. 30, 2004 2004 Change -------- -------- ------ Current portion of borrowings (1) $ 3,405 $ 4,093 $(688) Long-term borrowings 10,309 9,395 914 ------- ------- ----- Total borrowings 13,714 13,488 226 Less: cash and cash equivalents (2,166) (2,042) (124) ------- ------- ----- Net borrowings (2) $11,548 $11,446 $ 102 ======= ======= =====

Net borrowings (2) $11,548 $11,446 $ 102 Less: net borrowings of Euro Disney and Hong Kong Disneyland (2,833) (2,454) (379) ------- ------- ----- Net borrowings excluding Euro Disney and Hong Kong Disneyland (3) $ 8,715 $ 8,992 $(277) ======= ======= =====

(1) All of Euro Disney's borrowings totaling $2.4 billion are classified as current liabilities in the consolidated balance sheet as they are subject to acceleration if the current restructuring plan is not finalized.

(2) Net borrowings is a non-GAAP financial metric. See the discussion of non-GAAP financial metrics that follows.

(3) Net borrowings excluding Euro Disney and Hong Kong Disneyland is a non-GAAP financial metric. See the discussion of non-GAAP financial metrics that follows below.

    Net borrowings excluding Euro Disney and Hong Kong Disneyland decreased from $9.0 billion at September 30, 2004 to $8.7 billion at December 31, 2004.
    Cash provided (used) by operations and free cash flow are detailed below (in millions):

Quarter Ended December 31, ------------- 2004 2003 Change ------ ------ ------ Cash provided (used) by operations $ 156 $ (2) $ 158 Investments in parks, resorts and other property (347) (208) (139) ----- ----- ----- Free cash flow (1) $(191) $(210) $ 19 ===== ===== =====

(1) Free cash flow is a non-GAAP financial metric. See the discussion of non-GAAP financial metrics that follows below.

    Free cash flow for the quarter reflected an increase of $158 million in cash provided by operations, partially offset by an increase of $139 million in capital expenditures. The increase in cash provided by operations was primarily due to higher earnings and decreased working capital utilization, partially offset by a decrease of $66 million due to the consolidation of Euro Disney and Hong Kong Disneyland (see Table E). Increased capital expenditures were due to the consolidation of Euro Disney and Hong Kong Disneyland which added $147 million of capital expenditures. Euro Disney and Hong Kong Disneyland had negative free cash flow of $213 million (see Table E) and free cash flow from all other operations totaled $22 million for the quarter, an increase of $232 million over the prior-year quarter of ($210 million) as detailed above.
    In connection with the sale of the Disney Store in North America, the Company received $100 million for the working capital transferred to the buyer which is reported in investing activities in the Condensed Consolidated Statement of Cash Flows.
    Investments in parks, resorts and other property by segment are as follows (in millions):

Quarter Ended December 31, ------------------- 2004 2003 ---------- -------- Media Networks $ 33 $ 27 Parks and Resorts: Domestic 144 133 International(1) 147 -- Studio Entertainment 8 9 Consumer Products 1 3 Corporate and unallocated shared expenditures 14 36 ------ ------- $ 347 $ 208 ====== =======

(1) Represents 100% of Euro Disney and Hong Kong Disneyland's capital expenditures beginning April 1, 2004. Capital expenditures for Hong Kong Disneyland totaled $141 million. Of that amount, $114 million was funded by partner contributions and borrowings, which are reflected in financing activities in the Condensed Consolidated Statement of Cash Flows.

    Reporting Period Change

    Effective with the beginning of fiscal 2005 and in connection with the completion of the Company's implementation of new company-wide accounting systems in late fiscal 2004, the Company changed its reporting period from a calendar period end to a period end that coincides with the cut off of the Company's accounting systems. The accounting systems cut off on the Saturday closest to the calendar quarter end. Accordingly, the first quarter of fiscal 2005 ended on January 1, 2005 whereas the first quarter of the prior-year ended on December 31, 2003. For convenience purposes, we will continue to date our financial statements as of the calendar quarter end (e.g. December 31, 2004). We estimate the impact of the incremental day was approximately a $0.01 benefit to EPS for the quarter. As a result of this change, fiscal 2005 will end on October 1, 2005 and accordingly, the full year will also include one additional day.

    Non-GAAP Financial Metrics

    This earnings release presents net borrowings, net borrowings excluding Euro Disney and Hong Kong Disneyland, free cash flow and aggregate segment operating income which are important financial metrics for the Company but are not GAAP-defined metrics.
    Net borrowings - The Company believes that net borrowings provide investors with useful information regarding our financial condition. Net borrowings reflect the subtraction of cash and cash equivalents from total borrowings. Since we earn interest income on our cash balances that offsets a portion of the interest expense we pay on our borrowings, net borrowings can be used as a measure to gauge net interest expense. In addition, a portion of our cash and cash equivalents is available to repay outstanding indebtedness when the indebtedness matures or when other circumstances arise. However, we may not immediately apply cash and cash equivalents to the reduction of debt, nor do we expect that we would use all of our available cash and cash equivalents to repay debt in the ordinary course of business.
    Net borrowings excluding Euro Disney and Hong Kong Disneyland - The Company uses net borrowings excluding Euro Disney and Hong Kong Disneyland to evaluate direct claims on the general assets of the Company separate from the direct claims on the assets of Euro Disney and Hong Kong Disneyland. The Company believes that this information is useful to investors because it allows investors to evaluate the effects on our borrowings and cash and cash equivalents resulting from the adoption of FIN 46R.
    The following table reconciles net borrowings excluding Euro Disney and Hong Kong Disneyland to total borrowings and net borrowings at December 31, 2004 (in millions):

Amounts excluding Euro Euro Disney Disney and and Hong Hong Kong Kong Disneyland Disneyland Total ------------ ------------ -------- Current portion of borrowings $ 965 $ 2,440 $ 3,405 Long-term borrowings 9,675 634 10,309 ----------- ----------- ------- Total borrowings 10,640 3,074 13,714 Cash and cash equivalents (1,925) (241) (2,166) ----------- ----------- ------- Net borrowings $ 8,715 $ 2,833 $11,548 =========== =========== =======

    Free cash flow - The Company uses free cash flow (cash flow from operations less investments in parks, resorts and other property), among other measures, to evaluate the ability of its operations to generate cash that is available for purposes other than capital expenditures. Management believes free cash flow provides investors with an important perspective on the cash available to service debt, make strategic acquisitions and investments and pay dividends.
    Aggregate segment operating income - The Company evaluates the performance of its operating segments based on segment operating income, and management uses aggregate segment operating income as a measure of the performance of operating businesses separate from non-operating factors. The Company believes that aggregate segment operating income assists investors by allowing them to evaluate changes in the operating results of the Company's portfolio of businesses separate from non-operational factors that affect net income, thus providing separate insight into both operations and the other factors that affect reported results.
    These measures should be used in conjunction with GAAP financial measures and are not presented as alternative measures of borrowings, cash flow or net income as determined in accordance with GAAP. Net borrowings, net borrowings excluding Euro Disney and Hong Kong Disneyland, free cash flow and aggregate segment operating income as we have calculated them may not be comparable to similarly titled measures reported by other companies.

    FORWARD-LOOKING STATEMENTS

    Management believes certain statements in this earnings release may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management's views and assumptions regarding future events and business performance as of the time the statements are made and management does not undertake any obligation to update these statements. Actual results may differ materially from those expressed or implied. Such differences may result from actions taken by the Company, including restructuring or strategic initiatives and information technology improvements, as well as from developments beyond the Company's control, including international, political, health concern, weather related and military developments that may affect travel and leisure businesses generally and changes in domestic and global economic conditions that may, among other things, affect the performance of the Company's theatrical and home entertainment releases, the advertising market for broadcast and cable television programming, expenses of providing medical and pension benefits and demand for consumer products. Changes in domestic competitive conditions and technological developments may also affect performance of all significant company businesses.
    Additional factors are set forth in the Company's Annual Report on Form 10-K for the year ended September 30, 2004 under the heading "Factors that may affect forward-looking statements."

The Walt Disney Company CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited, in millions, except per share data)

Quarter Ended December 31, ----------------- 2004 2003 -------- --------

Revenues $ 8,666 $ 8,549

Costs and expenses (7,492) (7,384)

Restructuring and impairment charges (17) --

Net interest expense (140) (148)

Equity in the income of investees 125 97 ------- -------

Income before income taxes and minority interests 1,142 1,114

Income taxes (393) (410)

Minority interests (26) (16) ------- -------

Net income $ 723 $ 688 ======= =======

Earnings per share: Diluted (1) $ 0.35 $ 0.33 ======= =======

Basic $ 0.35 $ 0.34 ======= =======

Average number of common and common equivalent shares outstanding: Diluted 2,107 2,099 ======= =======

Basic 2,042 2,045 ======= =======

(1) The calculation of diluted earnings per share assumes the conversion of the Company's convertible senior notes issued in April 2003, and adds back interest expense (net of tax) of $5 million and $5 million for the quarters ended December 31, 2004 and December 31, 2003, respectively.

The Walt Disney Company SEGMENT RESULTS (unaudited, in millions)

Quarter Ended December 31, ----------------------- 2004 2003 Change ---------- ----------- Revenues: Media Networks $ 3,461 $ 3,114 11 % Parks and Resorts 2,118 1,631 30 % Studio Entertainment 2,362 2,964 (20)% Consumer Products 725 840 (14)% -------- --------- $ 8,666 $ 8,549 1 % ======== ========= Segment operating income: Media Networks $ 467 $ 344 36 % Parks and Resorts 258 232 11 % Studio Entertainment 333 458 (27)% Consumer Products 231 237 (3)% -------- --------- $ 1,289 $ 1,271 1 % ======== =========

The Company evaluates the performance of its operating segments based on segment operating income. A reconciliation of segment operating income to income before income taxes and minority interests is as follows:

Quarter Ended December 31, --------------- 2004 2003 ------- ------- Segment operating income $1,289 $1,271 Corporate and unallocated shared expenses (113) (103) Amortization of intangible assets (2) (3) Restructuring and impairment charges (17) -- Net interest expense (140) (148) Equity in the income of investees 125 97 ------ ------ Income before income taxes and minority interests $1,142 $1,114 ====== ======

Depreciation expense is as follows:

Quarter Ended December 31, ---------------------- 2004 2003 ---------- ----------- Media Networks $ 43 $ 42 Parks and Resorts Domestic 186 177 International(1) 50 -- Studio Entertainment 5 4 Consumer Products 6 13 --------- ---------- Segment depreciation expense 290 236 Corporate 34 37 --------- ---------- Total depreciation expense $ 324 $ 273 ========= ==========

Segment depreciation expense is included in segment operating income and corporate depreciation expense is included in corporate and unallocated shared expenses.

(1) Represents 100% of Euro Disney and Hong Kong Disneyland's depreciation expense which were consolidated beginning April 1, 2004, the start of the Company's third quarter of fiscal 2004.

The Walt Disney Company CONDENSED CONSOLIDATED BALANCE SHEETS (in millions, except per share data)

December September 31, 2004 30, 2004 ----------- --------- (unaudited) ASSETS Current assets Cash and cash equivalents $ 2,166 $ 2,042 Receivables 5,334 4,558 Inventories 658 775 Television costs 689 484 Deferred income taxes 778 772 Other current assets 753 738 -------- -------- Total current assets 10,378 9,369 Film and television costs 6,089 5,938 Investments 1,348 1,292 Parks, resorts and other property, at cost Attractions, buildings and equipment 25,767 25,168 Accumulated depreciation (12,148) (11,665) -------- -------- 13,619 13,503 Projects in progress 2,066 1,852 Land 1,142 1,127 -------- -------- 16,827 16,482 Intangible assets, net 2,805 2,815 Goodwill 16,966 16,966 Other assets 1,036 1,040 -------- -------- $ 55,449 $ 53,902 ======== ========

LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Accounts payable and other accrued liabilities $ 6,259 $ 5,623 Current portion of borrowings 3,405 4,093 Unearned royalties and other advances 1,600 1,343 -------- -------- Total current liabilities 11,264 11,059 Borrowings 10,309 9,395 Deferred income taxes 2,881 2,950 Other long-term liabilities 3,750 3,619 Minority interests 909 798 Commitments and contingencies Shareholders' equity Preferred stock, $.01 par value Authorized - 100 million shares, Issued - none -- -- Common stock Issued - none Common stock - Disney, $.01 par value Authorized - 3.6 billion shares, Issued - 2.1 billion shares 12,559 12,447 Common stock - Internet Group, $.01 par value Authorized - 1.0 billion shares, Issued - none -- -- Retained earnings 15,965 15,732 Accumulated other comprehensive loss (315) (236) -------- -------- 28,209 27,943 Treasury stock, at cost, 102.0 million shares at December 31, 2004 and 101.6 million shares at September 30, 2004 (1,873) (1,862) -------- -------- 26,336 26,081 -------- -------- $ 55,449 $ 53,902 ======== ========

The Walt Disney Company CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited, in millions)

Quarter Ended December 31, ---------------- 2004 2003 ------- ------- OPERATING ACTIVITIES Net income $ 723 $ 688 ------- -------

Depreciation 324 273 Deferred income taxes 10 76 Equity in the income of investees (125) (97) Cash distributions received from equity investees 63 56 Minority interests 26 16 Film and television cost amortization 770 807 Film and television cost spending (678) (635) Changes in noncurrent assets and liabilities, and other 178 201 ------- ------- 568 697 ------- -------

Changes in working capital (1,135) (1,387) ------- -------

Cash provided (used) by operations 156 (2) ------- -------

INVESTING ACTIVITIES Investments in parks, resorts and other property (347) (208) Working capital proceeds from the Disney Store North America sale 100 -- Other 8 45 ------- ------- Cash used by investing activities (239) (163) ------- -------

FINANCING ACTIVITIES Borrowings 88 -- Reduction of borrowings (832) (1,073) Commercial paper borrowings, net 847 1,086 Repurchases of common stock (11) -- Minority partner contributions 36 -- Exercise of stock options and other 79 31 ------- ------- Cash provided by financing activities 207 44 ------- -------

Increase (decrease) in cash and cash equivalents 124 (121) Cash and cash equivalents, beginning of period 2,042 1,583 ------- ------- Cash and cash equivalents, end of period $ 2,166 $ 1,462 ======= =======

Table A

MEDIA NETWORKS (unaudited, in millions)

Quarter Ended December 31, 2004 2003 Change ------------------------------------------------ ------ ------ ------

Revenues: Cable Networks $1,807 $1,560 16 % Broadcasting 1,654 1,554 6 % ------ ------

$3,461 $3,114 11 % ====== ====== Segment operating income: Cable Networks $ 327 $ 196 67 % Broadcasting 140 148 (5)% ------ ------

$ 467 $ 344 36 % ====== ======

Depreciation expense: Cable Networks $ 17 $ 17 NM Broadcasting 26 25 4 % ------ ------

$ 43 $ 42 2 % ====== ======

Table B

The following table reflects pro forma net income and earnings per share had the Company elected to record stock option expense based on the fair value approach methodology:

Quarter Ended December 31, ----------------------- (unaudited, in millions, except per share data) 2004 2003 ---------- ----------- Net income: As reported $ 723 $ 688 Pro forma after option expense 676 631 Diluted earnings per share: As reported 0.35 0.33 Pro forma after option expense 0.32 0.30

These pro forma amounts may not be representative of future disclosures since the estimated fair value of stock options is amortized to expense over the vesting period, and additional options may be granted in future years. The pro forma amounts assume that the Company had been following the fair value approach since the beginning of fiscal 1996.

Fully diluted shares outstanding and diluted earnings per share include the effect of in-the-money stock options calculated based on the average share price for the period and assumes conversion of the Company's convertible senior notes. The dilution from employee options increases as the Company's share price increases, as shown below:

Average Total Incremental Percentage Hypothetical Disney In-the- Diluted of Average Q1 2005 Share Money Shares (1) Shares EPS Impact Price Options Outstanding (3) ------- -------- ----------- ------------ ------------

---------------------------------------------------------------------- 135 mil -- $ 26.30 (2) -- $ 0.000 ---------------------------------------------------------------------- 30.00 155 mil 10 mil 0.47% (0.002) 40.00 215 mil 35 mil 1.66% (0.006) 50.00 223 mil 53 mil 2.52% (0.008)

(1) Represents the incremental impact on fully diluted shares outstanding assuming the average share prices indicated, using the treasury stock method. Under the treasury stock method, the proceeds that would be received from the exercise of all in-the-money options are assumed to be used to repurchase shares.

(2) Fully diluted shares outstanding for the quarter ended December 31, 2004 total 2,107 million and include the dilutive impact of in-the-money options at the average share price for the period of $26.30 and assumes conversion of the convertible senior notes. At the average share price of $26.30, the dilutive impact of in-the-money options was 20 million shares for the quarter.

(3) Based upon Q1 2005 earnings of $723 million or $0.35 diluted earnings per share.

Table C

The Walt Disney Company CONDENSED CONSOLIDATING INCOME STATEMENT WORKSHEET (unaudited, in millions)

The Company adopted FASB Interpretation No. 46, Consolidation of Variable Interest Entities (FIN 46R) in December 2003, and as a result, began consolidating the balance sheets of Euro Disney and Hong Kong Disneyland on March 31, 2004. The Company began consolidating the income and cash flow statements of Euro Disney and Hong Kong Disneyland beginning April 1, 2004. Under FIN 46R transition rules, the operating results and cash flows of Euro Disney and Hong Kong Disneyland continued to be accounted for on the equity method for the first six-months of fiscal 2004. This table C as well as tables D, E and F that follow, provide supplemental information on the impact of consolidating Euro Disney and Hong Kong Disneyland.

The following supplemental worksheet presents the condensed consolidating income statement of the Company for the quarter ended December 31, 2004, reflecting the impact of consolidating the income statements of Euro Disney and Hong Kong Disneyland.

Before Euro Euro Disney, Disney and Hong Kong Hong Kong Disneyland Disneyland and Quarter Ended December 31, 2004 Consolidation Adjustments Total --------------------------------- -------------- ------------ -------- Revenues $ 8,297 $ 369 $ 8,666 Cost and expenses (7,117) (375) (7,492) Restructuring and impairment charges (17) -- (17) Net interest expense (120) (20) (140) Equity in the income of investees 104 21 125 ------- ----- ------- Income before income taxes and minority interests 1,147 (5) 1,142 Income taxes (394) 1 (393) Minority interests (30) 4 (26) ------- ----- ------- Net income $ 723 $ -- $ 723 ======= ===== =======

Table D

The Walt Disney Company CONDENSED CONSOLIDATING BALANCE SHEET WORKSHEET (unaudited, in millions)

This supplemental worksheet presents the condensed consolidating balance sheet of the Company, reflecting the impact of consolidating the balance sheets of Euro Disney and Hong Kong Disneyland as of December 31, 2004.

Before Euro Euro Disney, Disney and Hong Kong Hong Kong Disneyland Disneyland and Consolidation Adjustments Total ------------- ------------ -------

Cash and cash equivalents $ 1,925 $ 241 $ 2,166 Other current assets 7,965 247 8,212 ------------- ------------ ------- Total current assets 9,890 488 10,378 Investments 2,114 (766) 1,348 Fixed assets 12,442 4,385 16,827 Intangible assets 2,805 -- 2,805 Goodwill 16,966 -- 16,966 Other assets 6,991 134 7,125 ------------- ------------ ------- Total assets $ 51,208 $ 4,241 $55,449 ============= ============ =======

Current portion of borrowings (1) $ 965 $ 2,440 $ 3,405 Other current liabilities 7,288 571 7,859 ------------- ------------ ------- Total current liabilities 8,253 3,011 11,264 Borrowings 9,675 634 10,309 Deferred income taxes 2,881 -- 2,881 Other long term liabilities 3,548 202 3,750 Minority interests 515 394 909 Shareholders' equity 26,336 -- 26,336 ------------- ------------ ------- Total liabilities and shareholders' equity $ 51,208 $ 4,241 $55,449 ============= ============ =======

__________

(1) All of Euro Disney's borrowings are classified as current as they are subject to acceleration if the current restructuring plan is not completed.

Table E

The Walt Disney Company CONDENSED CONSOLIDATING CASH FLOW STATEMENT WORKSHEET (unaudited, in millions)

The following supplemental worksheet presents the condensed consolidating cash flow statement of the Company for the quarter ended December 31, 2004, reflecting the impact of consolidating the cash flow statements of Euro Disney and Hong Kong Disneyland.

Before Euro Euro Disney, Disney and Hong Kong Hong Kong Disneyland Disneyland and Consolidation Adjustments Total ------------- ------------ ------- Cash provided (used) by operations $ 222 $ (66) $ 156 Investments in parks, resorts and other property (200) (147) (347) --------- --------- ------ Free cash flow 22 (213) (191) Other investing activities 81 27 108 Cash provided by financing activities 92 115 207 --------- --------- ------ Increase (decrease) in cash and cash equivalents 195 (71) 124 Cash and cash equivalents, beginning of period 1,730 312 2,042 --------- --------- ------ Cash and cash equivalents, end of period $ 1,925 $ 241 $2,166 ========= ========= ======

Table F

The Walt Disney Company QUARTERLY CONDENSED CONSOLIDATED INCOME STATEMENT WORKSHEET Fiscal Year 2004 (unaudited, in millions, except per share data)

This supplemental worksheet presents quarterly and year-to-date operating results for fiscal 2004 as if the Company had consolidated the income statements of Euro Disney and Hong Kong Disneyland commencing at the beginning of the fiscal year.

Three Three Year Three Three Months Months Ended Months Months Ended Ended Sept Ended Ended June Sept 30, Dec 31, Mar 31, 30, 30, 2004 2003 2004 2004 2004 -------- -------- ------- ------- ------- Revenues: Media Networks $ 3,114 $ 2,846 $2,931 $2,887 $11,778 Parks and Resorts 1,944 1,940 2,288 2,162 8,334 Studio Entertainment 2,964 2,162 1,711 1,876 8,713 Consumer Products 840 512 541 618 2,511 ------- ------- ------ ------ ------- $ 8,862 $ 7,460 $7,471 $7,543 $31,336 ======= ======= ====== ====== ======= Segment operating income: Media Networks $ 344 $ 704 $ 673 $ 448 $ 2,169 Parks and Resorts 238 139 421 282 1,080 Studio Entertainment 458 153 28 23 662 Consumer Products 237 75 76 146 534 ------- ------- ------ ------ ------- 1,277 1,071 1,198 899 4,445

Corporate and unallocated shared expenses (103) (82) (99) (144) (428) Amortization of intangible assets (3) (2) (3) (4) (12) Restructuring and impairment charges -- (3) (56) (5) (64) Net interest expense (181) (183) (151) (171) (686) Equity in the income of investees 113 124 126 72 435 ------- ------- ------ ------ ------- Income before income taxes and minority interests 1,103 925 1,015 647 3,690 Income taxes (410) (357) (365) (65) (1,197) Minority interests (5) (31) (46) (66) (148) ------- ------- ------ ------ ------- Net income $ 688 $ 537 $ 604 $ 516 $ 2,345 ======= ======= ====== ====== =======

Earnings per share: Diluted (1) $ 0.33 $ 0.26 $ 0.29 $ 0.25 $ 1.12 ======= ======= ====== ====== ======= Basic $ 0.34 $ 0.26 $ 0.29 $ 0.25 $ 1.14 ======= ======= ====== ====== =======

(1) The calculation of diluted earnings per share assumes the conversion of the Company's convertible senior notes issued in April 2003, and adds back interest expense (net of tax) of $5 million, $5 million, $5 million, $6 million and $21 million for the first quarter, second quarter, third quarter, fourth quarter and the year, respectively.

--30--RJ/la*

CONTACT: The Walt Disney Company Zenia Mucha, 818-560-5300 John Spelich, 818-560-8543

KEYWORD: CALIFORNIA FRANCE HONG KONG JAPAN INTERNATIONAL ASIA PACIFIC EUROPE INDUSTRY KEYWORD: TELEVISION/RADIO CABLE RETAIL MOTION PICTURES APPAREL/TEXTILES EARNINGS SOURCE: The Walt Disney Company

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