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AGM 2011

Mar 23, 2011

Speaker 1

Thank you all very much and good morning. On behalf of the management and the entire Board of the Walt Disney Company. I've got the great pleasure of welcoming you all here to our 2011 Annual Meeting. We're delighted to be with you here in Salt Lake City.

I know a number of you have come from different parts of Utah and surrounding areas and We're grateful that you took the time to travel here and hope very much that you enjoy the proceedings of the meeting. I'm very happy to begin by reporting to you that 2010 was a very good year for your company. Really Peck. Well, above the average, excellence and creativity, financially as you'll hear from Bob and strategically. Management has successfully navigated I think the fastest changing media landscape any of us have ever seen.

And as we all know,

Speaker 2

Pemberton. Now

Speaker 1

part of that process included senior management changes in several key businesses of the company. They included our movie studio, ABC Entertainment and the Interactive Media Group. I can tell you that's a lot of change Pepin. Very good platform of succession planning. One of my favorite parts of being your Chairman is that I get more than most Pippen.

The opportunity to go around the world and visit our employees and our cast members. Last year, I had the pleasure of visiting with Disney teams in London, Moscow and Hong Kong, Anaheim and California and in China. In Beijing, I was able to watch a class Peppin. In one of our Disney English Language Learning School, that's one of our newest businesses in China. What makes this Peck.

The Disney characters and the greatest technology are being brought together to create a really engaging learning environment for kids. I was impressed by a lot of things, the content, technology that's being used and certainly the quality of the teachers. But what stood out the most for me were the children and how engaged they were, how much fun they were having in their learning. I also visited our park in Pepp. Hong Kong.

There are exciting new attractions there. It's being expanded significantly and that was second only to the level of service And commitment that I saw from the guests, to our guests from our past. One of the most encouraging things during the year that I saw is something that Peppert. Company has brought together all the leaders in Europe, our geographic leaders, our product line leaders And they're now operating in tandem far better than ever before. As the former CEO of the global company, Bart Van Damles, I know how important that is And how difficult it is to achieve.

I can tell you that it's adding significant value to your company. Here Peck. Here in the States, I got to experience World of Color at Disney's California Adventure. It's really an amazing light and sound spectacle. It features our most beloved characters And stories.

As I was watching this and I can still remember, what was going through my mind is only Disney could do this. And it's true, the world Peck. It's absolutely spectacular and I would encourage all of you who can to experience it firsthand. No matter where Peck. I can also tell you that the men and women on your Board of Directors And it is a personal privilege for me to serve with them and an honor to introduce them now.

First, Susan Arnold, retired from Procter and Gamble as the company's Vice Chairman as well as the President of all of our global business units. John Bryson is Senior Advisor for Colvard, Travis Robertson and Company. He's also the retired Chairman, President and CEO of Edison International, one of the country's Penn. John Chen is Chairman and CEO of Sybase, a software development company and a wholly owned subsidiary of SAP. Judy Estrin is CEO of JLABS, a company focused on advancing innovation in business, government and nonprofit organizations.

Bob Iger, who I'll introduce in a moment is of course our President and our CEO. Steve Jobs is the CEO of Pappen. And the former Chairman of Pixar, which now blessedly is part of this company. Fred Langhammer is Chairman of Global Affairs of Peci. Alan Lewis is President and CEO of Potbelly Sandwich Works.

Monica Lozano is Publisher and CEO of La Pettit. Sir, is the President and CEO of Starbucks. I'd like to now ask the directors who are here with us today, if you please Pettit. Ladies and gentlemen, the Board of the Walt Thank you all very much. Thank you.

It's now my honor to welcome to the stage, your CEO, Peppert. I've worked with Bob for over 5 years. Under his leadership, I've witnessed, we all witnessed the flowering of creativity Peck. We've seen a stronger management team come into place, far greater use of technology, Pepsi. And we've seen significant growth in this company in every part of the world.

This and much more has been reflected in the outstanding results Good morning, ladies and gentlemen, Pepper. Thank you for joining us here in Salt Lake City. We're certainly delighted to be with you. First, I'd like to say something about John Pepper. I know I Pepper.

We love working with him and having him as our Chairman. I'd also like to introduce a special person to the company who's in the audience and that is Roy P. Peppa. Roy is the son of Roy E. Disney, a former member of our board and an employee of the company for over 50 years Before we move on to our business today, I want to take a moment to express our concern and support for the people of Japan.

We've all watched the tragic event, sorry. We've all watched the tragic event unfold over And now I'd like to start this meeting with something that truly captures the essence of who we are and what we do. Penn. To touch their hearts and create memories that become part of their history, part of who they are. And that's really what makes the Walt Disney Company and our portfolio of brands different from everyone else.

Disney, Pepper. Pixar, ABC, ESPN, Marvel are some of the world's best known and most loved brands And they represent a stunning collection of businesses dedicated to delivering wonderful experiences to people everywhere. Pettit's been a long time since the last growing our businesses in promising international markets and of course creating great entertainment. Poe. In history to release 2 films in 1 year that earned more than $1,000,000,000 each in global box Pepin.

Alice in Wonderland drew huge crowds into theaters around the world and Toy Story 3 not only became the most successful animated film ever, but it earned 2 Oscars, including one for Best Animated Film as well as the nomination for Best Picture of the Year. Peck. Achieving like these added up to a strong fiscal 2010 performance. For the year, net income increased 20% Peck, to $3,960,000,000 on a 5% rise in revenue to $38,000,000,000 Diluted earnings Pettit. The performance enabled us to continue to make substantial investments in new business opportunities and to raise our cash dividend for the year artistic and commercial success that also gave us a new princess for our Royal Court, Rapunzel.

Pepper. And we couldn't be more excited about what comes Peck. Johnny Depp returns as Captain Jack Sparrow in Pirates of the Caribbean on Stranger 5. At this time, he's in search That was pretty good. I'll go see it.

Our Cars franchise Pepper. Cars remains one of our largest and most robust product lines and we're thrilled by the growth of this now very important franchise. In addition to Cars 2 this year, we're really looking forward to opening the opening of Cars Land at Disney's California Adventure in 2012. It's the largest There are many reasons to love this movie. It's got great story, strong characters, thrilling action, When we bought Marvel, Paramount was the studio that distributed Marvel's films.

Marvel owns and produces the films, so Paramount distributes them. That's a relationship that's ending this summer and starting next summer, Disney becomes the exclusive global distributor of all Marvel's Pettit. One of Marvel's most beloved characters, Captain America comes to life in a live action feature. And I think it's A great year for Marvel fans, but next year gets even better when we bring Iron Man, Thor, Captain America, the Hulk and the Black Widow together in the Avengers and this combination of iconic characters, incredible star power and action packed story makes this one one of the most

Speaker 3

In the last

Speaker 1

few years, we've been investing in our parks and resorts and we're starting to see some amazing results. John Pepperidge. A small little ship there on our island in the Bahamas. It's absolutely gorgeous. It's quite Peck.

Only Disney is known for. Looking ahead, we're also doubling the size of Fantasyland at Walt Disney World's Magic Kingdom, adding some New attractions and experiences for the whole family. And then in August, we will welcome our first guest to Aulani, Pepsi. We're expanding Hong Kong Disneyland and we're close Penn. Approval for Shanghai Disneyland to bring Disney's magic and creativity to the heart of China.

With 1,300,000,000 people Television business has evolved into creative engines as well, driving opportunity, franchises and revenue across our entire company. Our ABC Entertainment Group has delivered some of the most watched and the most recorded shows on television here in the U. S, TV shows that are also sold in Peppert from South Korea and in fact, the Disney Channel is now in 168 countries worldwide. Last month's introduction of Disney Junior, our new Pepper. Platform brand for preschoolers gives us another way to extend our reach and connect with our youngest fans and their families.

We're starting Disney Junior as a programming block replacing the Playhouse Disney brand rolling out to other markets Penn, the worldwide leader in sports. Now no part of our company has taken greater advantage of new Pepper. Parallel content has always been a hallmark of ESPN's success. They bring a keen focus to integrating their expert coverage Pettit. So on behalf of everyone across the Walt Disney Company, I invite you to join the more than 215 Pepper.

And that those are accompanied by a responsibility as a corporate citizen. We strongly believe Peck. That effective corporate citizenship fundamentally adds to shareholder value and is worth every bit of the time and resources Pepper. And you can learn more about what we're doing to build on Disney's long tradition of good corporate citizenship by reading our corporate citizenship report, Pepper, which is now available online. It really is an honor for me to lead this organization.

I'm grateful for the opportunity, Pepper. Thankful for your support and committed to doing our best to exceed your expectations. John Pepper is ready to take the stage the business portion of this meeting. But before he goes, sorry, before he comes back up here, I have one more surprise for you. Pepi.

So I'm very proud to present the world's first Toy Story tune, Hawaiian Vacation. It would be hard to imagine 10 minutes of film which I just saw for the first time yesterday is very much like Soren that is I want to go through that thing 4 or 5 times in a row, Today's meeting has been duly called and is being conducted in conformity with the laws of Delaware and the company's charter and bylaws. The notice of the meeting and I'd like to ask for all of your cooperation in respecting the rules, including the speaking time limits and assisting us Pepper. The company has retained Broadridge Investor Communications Solutions as the Inspector Pepper. Now we've got 6 items on the agenda today.

The election of 13 directors named in the Peck's statement, ratification of the appointment of our registered public accountants, approval of the 20 Pep. 2011 stock incentive plan. We have an advisory vote on executive compensation and a related advisory vote on Peck. And then I'm going to open up the opportunity for all of you present to address those Peck. Once we've completed our consideration of these items, the polls will close and we'll get a preliminary report on the results from the Inspector Pepper.

And that will conclude the business portion of the meeting. At the end of the business portion, we'll be opening it up to a Peskovitch. He is a representative of Broadridge and I'm going to ask Peter to give us a report on the number of outstanding shares Pettit.

Speaker 4

Thank you. My name is Peter Deskelet, a representative of Broadridge Investor Pembroke, Communications, acting here today as Inspector of Election for this meeting. As of the close of business on January 24, 2011, Petit, who will be the 1st year of common stock outstanding, each of which is entitled to one vote. There are at least 1,006,000,000,006

Speaker 1

Pepp. The quorum is present and that this meeting is qualified to proceed with the business before us. The first proposal is the election of Pepi. Alan Lewis, Monica Lozano, Bob Nachalot, myself, Sheryl Sandberg and Oren Smith. As you Peck.

The President of PricewaterhouseCoopers LLP is the company's independent registered accountants for the current fiscal year as recommended by the Audit Committee Pepper. Services provided by Pricewaterhouse for the company include examination of the company's financial statements Pepper, in review of its reports and under filings with the Securities and Exchange Commission. Brian Cullinan and Wayne Jackson, Pettit. The representatives of Pricewaterhouse are here with us today to respond to any questions that might arise. Your Board has recommended a vote for the ratification Pettit.

With the changes that are not existing described in the proxy statement. In connection with the approval of the Pembroke. The 2021 plan we are proposing to increase the total number of shares available for issuance under this and prior plans by 64,000,000 shares to a total of Pellegrino. The next proposal is the advisory vote on executive compensation. As Peppert.

By our recently enacted law, we are seeking advisory shareholder approval of the compensation of our named executive officers. We believe that the design of our Penn. Program and the compensation awarded under it creates an appropriate relationship between performance and compensation. And the Board has recommended a vote for this proposal. Although this vote is non binding, the Board of Directors and Penn.

The compensation committee will review the voting results in connection with their ongoing evaluation of the company's compensation program. The next proposal is the advisory vote on the frequency of votes on executive compensation. Recently enacted rules here Pepper. Also requires to seek shareholders' views on whether the advisory vote on executive compensation should be held every 1, every 2 or every 3 years. Such votes every year.

The final proposal before us is the shareholder proposal presented by Unite Here. The full text of this proposal is set forth in the proxy statement. I understand that Andy Lee, a representative of the shareholder is here to

Speaker 5

Pepper. Thank you, Chairman Pepper for allowing me the chance to address the group of

Speaker 6

investors here. My name

Speaker 5

Papagena here. I urge my fellow shareholders to support our shareholder resolution, which is discussed in Pages 74 through Peck. Specifically, our resolution reads as follows: Resolve that shareholders recommend that the company's Compensation committees adopt a policy to only use one test to assess performance in determining eligibility While the language sounds a little bit technical, its purpose is actually very simple, to deal away with the practice that we believe Peck. The crucial link between compensation and performance that is a hallmark of good corporate governance. Specifically, our proposal recommended policy of only allowing executives to take one performance based test to determine eligibility executive compensation from company performance because it allows executives multiple opportunities under different criteria Peck.

I've received the support of Institutional Shareholder Services or ISS. ISS is a widely respected authority Pepper. As well as the leading proxy voting firm in the U. S. Finally, I want to address management statement in opposition Pepper, to our resolution in which they state that, The proposal's restriction to a single measure for performance tests would inappropriately limit the compensation Pettit.

Our resolution does not prohibit the scenarios raised by management. It only applies Peck. The practice of awarding stock to executives who failed the first test applied to company performance, but nonetheless are awarded stock when a different performance test is used. Pepper's ability to create an incentive package around multiple performance criteria. A well composed incentive plan may include multiple performance Pettit.

Each with a specific target that must be met before awards become payable and a specific rate percentage towards the overall target award. This report will merely limit the use of a design that features fallback metrics or resetting of performance periods commonly known as retesting. Based on analysis of Peck. The company's ongoing long term incentive approach and the specifics of the shareholder resolution ISS recommends the shareholders book for this proposal. Pettit.

We urge our fellow shareholders to follow the recommendation of ISS and to vote yes on this proposal. In conclusion, we believe this resolution if passed will Pepper. To help improve our company by better linking executive compensation to the company's performance and therefore aligning the interest of top executives with ours as shareholders.

Speaker 1

Thank you, Mr. V. Thank you very much. I'll just say at the outset, this issue has received performance over a 3 year period using 2 measures that we believe in combination are more appropriate measures of long term shareholder value growth. The proponent has stated that this proposal would not prohibit that current test.

It might however limit what we believe to be the Petter, who will be the best in class design for the future. We believe it important that the compensation committee retain the flexibility to craft Pepp. Now at this point, I'm going to be opening the floor to discussion of any of the proposals of the 6 that we've talked and been presented. Peppers. If you'd like to address any one of them, I would ask that you proceed to a microphone and wait to be recognized.

When you're recognized, please state your name, Pemberton. I want to emphasize that we're going to have a general question and answer session Peppert. Let me begin at is there anything at 4 or 2? Okay. Well, seeing no questions on those proposals, let me move on.

And note that this really concludes consideration of all the items to be presented at the meeting and the polls will now close. Again, I'd like to ask the Inspector of Election to give us his report based on proxies received by the opening of the polls Pettit. To today's meeting, ballots and proxies handed in during the meeting, as I said, will be tabulated later by the inspector and they'll be included in the final results Pepper, that will be reported and be filed with the SEC next week. Inspector, may we have your preliminary report, please?

Speaker 4

Thank you, Mr. Pepper. For item 1, the election of directors, we have received proxies or votes for a total of at least 1,210,600 and Peck. Pettit. For item 2, ratification of the appointment of PricewaterhouseCoopers LLP, we have received proxies or votes Pettit.

Approval of the 2011 stock incentive plan, we have received proxies for 1,045,002 Pettit. 1,885 shares voting in favor of the plan, representing approximately 73% of the shares Pepper, represented at the meeting and entitled to vote. The holders of 372,984,289 shares have voted Pepper. The holders of 5,229,670 shares have abstained. For item 4, Pettit.

Approval of the advisory vote on executive compensation, we have received proxies for 1,093,191,191 Peck. Pettitrew. The holders of 323,482,570 shares have voted against Pettit. The holders of 6,000,000 542,950 shares have abstained. For item number Peck.

1,000,000 722,107 shares have voted for an annual advisory vote on executive compensation, representing approximately 80 Penn. 1% of shares represented at the meeting and entitled to vote. The holders of 228,000,000 Peck. For a triennial vote, 28,000,000 3 100 and 38,700 shares voted for a biennial vote and 4,000,72,000 Peppert, 44 shares abstained. For item 6, approval of a shareholder proposal relating to performance tests for restricted stock units, we have received proxies Pepper.

For 415,000,009,003 and 13 shares voting in favor of the proposal, representing approximately 29% Peck. The holders of 998,000,000,400

Speaker 1

and

Speaker 4

Pennington. That concludes my report, Mr. Chairman.

Speaker 1

Thank you very much. Based on that report and subject to the final confirmation The voting results by the Inspector of Election, I declare that all the nominees for election to the Board have been duly elected, that the appointment of Pricewaterhouse has Penn. The majority of votes present and eligible to vote approve the advisory proposal on executive compensation and an annual advisory vote on executive compensation. That concludes the business portion of the meeting. Now at this point, what I'd like to do is invite Bob to rejoin me along with Jay Rasullo.

Jay is the Petzl and Secretary of the Company. We're all here so that we can open the floor to your questions. Peck. Thank you. Pembroke.

Okay. With that, we'll go Pennant. We'll start with number 4.

Speaker 7

Hi, my name is David Randall from St. Petersburg, Florida, Petter, where I work with the International Ocean Institute Waves of Change Campaign and the United Nations URI Global Healing Initiative. I have Peck. I've been a longtime supporter of Disney going my first visit to Disneyland within 2 weeks after it opened where I Peck. I got to meet Walt Disney and had my high school graduation there as part of growing up in Southern California and Biologist who oversees 165 scientists around the world.

The 3 of us have had an opportunity to collaborate and work with Disney cast members Peck. Beth Stevens, John Lenhart, Jackie Ogden. And we have concluded that if there's any hope in the world Pepper. Also noted the recent Newsweek ratings where Walt Disney received a 97.92 Pembroke, which places it 11th in all the 500 U. S.

Largest corporations and 11th in the top 100 corporations So my question is, will Disney commit to telling its story better and taking stronger leadership and helping other corporations achieve what Disney has

Speaker 1

Pepper. Well, thank you very much. First of all, I appreciate your remarks. As I stated in my remarks on our corporate And our support of the environment is really, in 2 main directions. 1, very conscious of Our impact on the world, our consumption, how we deal with waste, our carbon footprint, for instance, The vehicles that we use, you name it.

We're really working hard to reduce Penn. To influence people in a very positive way to get kids and their families much more conscious about this as a subject. And there are certainly examples of this across our Disney channels around the world. We release every year a film Pepper. I will say hearing from you that we're 11th, you immediately got my competitive juices flowing.

I'd like to be The top 10 next year. So however we get there, I appreciate your, not only your compliments, but your advice on them. We will work on that. Thank you. Number

Speaker 8

2. I am taking Guggenheim I'm just wondering why are you changing California Avenger

Speaker 1

Pettit. We took a look at all of the California Adventure, I don't know, about 3 or 4 years ago and felt that There was a fair there were fair amount of changes that were needed to make it a little bit more, warm and inviting or I don't know whether you've learned that word in 3rd grade vocabulary yet, but it's a good word to know, Pepper. And to just generally make it more enjoyable. And so not only are we adding Cars Land, but this coming year, we're adding a Little Mermaid attraction. We Open World of Color, which we mentioned earlier and then we're redoing the entire entrance of California Adventure because we felt that it was a little bit Peck.

Cold and a little bit, not it wasn't Disney enough. And so it's being designed to look like the California It will have a red car, which is a trolley car, a new restaurant, a great theater, and we're actually very excited about that. I don't know whether you

Speaker 8

Hi. My name is Corey, and I'm a shareholder from Arizona. And my question is, how do you

Speaker 1

Well, we usually let the creators of the films decide. And when they have a really good idea Cars 2 and directed Cars 1 and the great people at Pixar had a great idea for a second movie and that's why you're going to get a chance to see it this summer. Pirates is another example. Pirates 4 coming out this year. Toy Story 3 was another good example of that, but we usually leave it to the great Peck.

We hope you enjoy Cars. Pepper. Hello. My name is Russell Maitland and

Speaker 9

I've been a development engineer for the Pepper. And I'm also a shareholder. In fact, I was here to address you last year at the meeting in San Antonio. And I want to come here again to address the

Speaker 2

top leadership of Disney to Pepper.

Speaker 1

Mr. Iger and the Board to urge Disney to get involved and help resolve the

Speaker 9

labor disputes going on in Anaheim, California between Peck. We have a contract proposal last month and we are preparing a counter offer. Although the new proposals added a little bit more money, it does not address the same some of the main issues that members Myself and my coworkers are concerned about such as continued demands for drastic healthcare takeaways, we urge management to keep this in mind when they receive our counter offer. We do not believe we are being unreasonable by refusing to accept terms that would cause many of my coworkers, including myself, to lose Pemberton. I realize that Disney's intent to portray us

Speaker 1

as obstinate by noting that we are the only union out of 31 unions in Disneyland that have not settled the Pepper. What I would say to that is that members

Speaker 9

of the other 31 unions generally make wages significantly higher

Speaker 1

than those of many Pepper.

Speaker 9

Which represents workers such as housekeepers, dishwashers and janitors as members who make less than $9 per hour. Our union in Hotel in Orange County already does what we're asking

Speaker 1

of Disney. Disney also makes a

Speaker 2

lot more money than these hotels.

Speaker 1

So it's inconceivable that Disney

Speaker 9

Pepper. Will you as a Board be discussing the labor issue in Anaheim or have you done so already? And if so, have you come to any conclusions or decisions about how to settle it? When I was here

Speaker 1

Peck. And one closing remark, as I noted

Speaker 9

in the meeting, as presented under the key Pettit. So I would appreciate, obviously, since we are no longer in mediation, if you could share your concerns with that as well

Speaker 1

Thank you very much and thank you for traveling and being committed to what you do like I'm going to let Mr. Igerbottle talk to where the company of the management is. I would want I say to you, this is a matter of the Board involvement. It's been very close. I don't think there's been more than 1 or 2 meetings in the last couple of years, We have not been briefed on this, understood the union's position, understood what discussions are underway.

So the Board has been very involved in this with the management. It kept us fully briefed. We brought our best judgment to bear in terms I'm sure the management is looking forward to hearing what that response will be. With that, let me turn it over to Bob. Thank you, John.

I'll also say thank you for raising this and I appreciate the manner in which it was raised. I also appreciate the job you do and the job your fellow coworkers Pitt. We know that the magic is, as we refer to it, often starts with the people who first greet our guests when they visit our hotels or interact with them when they Peppert. And your fellow coworkers to the company. If I could put a few things in perspective that you said.

First of all, you were accurate in saying that there are 31 unions, a variety of different employees at Peck. I have personally got involved in this, not only to understand the details, but see to it that we were at least listening to Peck. It was something that met with my approval and I am at least glad to hear that it's being addressed by the union because we've not heard back from Pepper. That requires its employees to defray some of the cost. And in Disney's case, we ask employees to defray which we know because expenses have risen has gotten more challenging for employers and for employees alike.

The plan that we have Crawford is one that we believe is generous for a few reasons. First of all, when we looked at, other union members and other employees Pettit. Better in terms of lower cost to the employee than what was being offered in the hospitality and the entertainment sector in the region. In addition, We created the flexibility for employees to choose 1 of 7 different plans. So the employee gets to choose what plan and what the cost is The union is seeking a plan that is 100% covered by the company, which is not consistent with how we treat other employees and not consistent with what we've seen in American business or in the business sector.

So we just didn't feel that, That was a proposal that, was right for us to accept. I also want to say that the plan that we offered is more generous in terms of the type of benefits. We offer sick days. We offer dental and vision coverage, for instance. And to our knowledge, the union plan does not offer that.

And then Pepper. So we thought we had taken a big step at least in the direction of trying to resolve this matter because we certainly prefer

Speaker 9

Pembina. Those raises have accrued over $2.55 actually more than that over the life of those And actually based on our average wages that would pretty much between our workers would go between 20% to 40% of their actual salaries. So we are Peck. We are paying for our health care right now through the wages that we've not received. And I mean, right now with your current proposal, that $2.55 that we've given up disappears.

I don't know If you

Speaker 1

don't guess it or what, but Well, I know that you haven't received I'd

Speaker 9

like you to address that.

Speaker 1

I know that you haven't received wage increases while the contract has not Well, we haven't resolved this. I am not familiar with what the wage situation was prior to the expiration of we put forward is not only consistent with how we treat the rest of the company, but it's quite consistent with how roughly 25,000 employees at the company and similar jobs I've already accepted that. I will take a look at that. Just to reemphasize, we've given up money

Speaker 9

to keep that health insurance. So obviously, in Peppert. That money should be currently working somehow.

Speaker 1

Well, again, we have a proposal that would pay the members of the union $5,000 over the next 2 years To help defray the cost of basically, contributing to the health care plan.

Speaker 9

To ensure you, the management has been very not forthcoming with

Speaker 1

Up to $5,000 All right. Well, I'll look into that as well. Thank you. Thank you very much. Number 4.

Speaker 3

Thank you. My The people in this room and unlike a majority of the Board of Directors and

Speaker 1

I suspect unlike all of the Board of Directors, my brother and I Peck.

Speaker 3

I actually saw the Disney Brothers in the flesh, both Walt Disney and Royal Disney in person. It was February 1966 and the shareholders meeting was held at the Peck. Now Walt did not actually attend the meeting itself. But while we were waiting for the auditorium doors to open, Drew should

Speaker 2

turn the corner on Mickey Mouse

Speaker 3

As a boy, I was awestruck to be in

Speaker 1

the presence of the great

Speaker 3

Walt Disney. I remember Roy chaired the meeting, Royal Disney, and Roy joked, I can't believe We got 300 people to come to the shareholder meeting. We couldn't get anyone to come where we owed Bank of America all that money. The Disney Brothers had class. I think Peppert.

In this sense, it is a personal question because I would like you to start with me and my brother. I'm asking you personally and directly, Mr. Iger, Pepper. Before you reflexively answer, ask yourselves, what would Walt Disney say if he were Well, you know what he'd say. Walt would say, but of course, I'm embarrassed to have to ask.

We used to give them out to everyone who attended the meeting. I don't know when we stopped and I think it's even more than that. I think Walt would say this is not a bank. This is a Walt Disney Company. I think he'd be shocked that there were Pepper.

Metal detectors and pat downs to get into the stockholders' meeting. The stock should be a joyful and pleasant experience. I think they would want Bring back that kind of experience. And they would say to these 2 brothers, give these 2 brothers passes to Disneyland. It's a trifle, a trifle.

And And it would be part of the spirit of Disney. I have in my hand a soap address stamped envelope. I'll hand it to the Pepper. So I spoke the tickets in the envelope and mailed them as well. How about it?

Two tickets for the brothers to Disney. And I conclude by saying to you, mister Eiger,

Speaker 1

to you, Pepper. That's what Walt would do because

Speaker 3

that's what Walt Disney did.

Speaker 1

Alright. I actually think that provided that the SEC doesn't have an issue with this, We'll give free pass to Disneyland to anybody who came any shareholder who came to this. I couldn't reach Walt to ask him. So I think you're right. I think you're right about your instincts.

He would have said he would have done the same Mr. Filatico, is it Filatico? I have no idea how we're going to capture all this information, but we'll figure that out. Yes, Mr. Filatico, you Never pays to ask.

Never pays to ask. We are one of the joys of being on this Board. You can imagine, maybe you can, a number of people once they heard I was on this board are up giving me pictures of their kids who should be in movies, scripts,

Speaker 3

scripts that should be Pepper.

Speaker 1

Made in the movies and yes, indeed, free tickets to Disney events. We used to do this, and he's right. But I think Peck. We stopped it sometime in the early 90s or mid maybe it was mid 90s. We used to have the meeting in Anaheim And we ended up with about 10,000 people.

It was getting pretty expensive, so and a little unwieldy. So we decided to move the meeting from city to city because We have shareholders all over the country. A number of shareholders live right here in Salt Lake, and we have businesses all over. So I can't I don't know whether it's going to be a tradition or not. I'm feeling like creating a precedent.

Where did it have been out? All those seats would have been filled back there. I think there are a lot of people streaming. People are sending out tweets

Speaker 2

I'm from here locally, Salt Lake City, Utah.

Speaker 3

Bob, 2 years ago, you're influential in the creation of D23

Speaker 10

community for the fans of

Speaker 2

the company. It has been tremendous success for

Speaker 6

the last years. I've been able to attend quite a few

Speaker 2

of the events I've done. But I'm wondering what might

Speaker 1

It was actually in an annual meeting when a shareholder got up like yourself and suggested that Pepperidge. We gave birth to D23, which for those of you who may not be aware, it's essentially A club or an organization of sorts where you pay a nominal fee and with that you get a variety of different benefits including a magazine that I think Peck. We're making available to people here today. There's a D23 booth, I believe, somewhere here. And we stage events, both on properties, that we own and in Pepper.

Sure. You don't have to buy anything at the Disney store to go to this event. You just have to be a member of D23. We also have a big D23 event that we're holding in Anaheim

Speaker 8

My name is Matthew Watson and I am a shareholder and I'm in the 4th grade. And

Speaker 1

The only sequel that they're working on right now is Remember whether we announced this. We announced that, right? We did. Okay. It's a sequel to Monsters, Pepper, Inc.

Is coming out in a few years, right? It's the only and Cars 2, of course, which is coming out this summer. And those are Only sequels that we've announced we're working on. There are a number of other films in the works that are original in nature and I would imagine over the years you'll see

Speaker 11

Now it seems like recovery has begun. Disney emerged from this period, a healthy company and management did play a role in this. However, Pepper. I believe that Disney's success is also heavily due to the hard work of its employees. Mr.

Pepper, as you noted during meeting in Albuquerque and I'll quote, the success of our company rests more than anything else on the commitment

Speaker 1

Pepper. Both groups,

Speaker 11

management and cast members been rewarded for helping Disney succeed during the last 2 years. While top executives have seen In this context, it is appropriate that so much of this annual meeting has been devoted to issues of executive compensation because Disney is an example of the Pepper. A Disneyland hotel housekeeper currently makes less than $21,000 per year, While Mr. Iger made over $28,000,000 last year, meaning that this compensation was 1333 times the housekeeper's pay. Even more outrageous is that in 2010, Disney's named top executive officers received an average of 27% Penn.

Employees who make less than $9 an hour give up affordable family healthcare and sought the ability to turn many full time positions at the hotels into Peck. Part time, casual jobs without benefits. The increases in compensation also clearly demonstrate that Disney has enough money to continue offering Disneyland Hotel Employees Affordable Healthcare. The top three named executive officers received a combined increase of 8,400,000 Pepper. Compensation from 2,009 to 2010.

Mr. Iger's compensation alone increased by almost $7,000,000 in this period. If he Pettit. Got an average of 27% increase in compensation last year, while we continue to face the loss of

Speaker 10

our health Pepper. And if I

Speaker 11

could just add one more thing to what Mr. Iger said. I'm actually on the Board of Trustees for the United Care Health and Welfare Fund. And we actually do provide dental and vision as part of our package as well.

Speaker 10

Thank you.

Speaker 1

Pepper. I think on the whole matter of the healthcare and the union contract, I'd be repeating what Bob had said. He may want to come back to that. But The issue of executive compensation is a hot topic in this country, hotter today than probably ever. And I and you've related some numbers here that are probably more or less correct.

I can't speak for the ones in the park. I'd just make a number of points First of all, this whole subject receives enormous scrutiny from the Board, from the Compensation Strategy that you don't need is the subject of compensation received in this company today and that's as it should be. Let me also reinforce the point I made that you cited in 2,008 and that Bob has made today. Pepper. Everybody counts in this company.

And the people who are there greeting the guests who probably represent are vital to this company. And we Pettit. As needed to recruit and retain and reward as appropriate the very top leadership that can be found in any business like ours in the world. That's what we've got to do Pettit. Not just in my view, but most views, the finest CEO leading any company of this type I do not say that rightly, for I would emphasize that 90% of Bob's salary comes based on the performance of the company.

10% would basically be there Peck. The details of which I won't take you all through, but they are basically what you'd expect, operating income, return on investment capital. You've seen what is being achieved here in the company today and you'll draw your own judgment on it. But the financial Peck. The performance that we've had here not over just the past year, but over the past 5, 5.5 years that Bob has been the CEO has in anybody's book been really outstanding.

Pepper. Average shareholder growth over the last 5 years in this company has been 4 times the S and P level

Speaker 2

of growth.

Speaker 1

It's been almost Peck. 3% per year in a tough economic environment compared to 3% in the S and P. But if that's I really believe that. Their relationship,

Speaker 7

the relationship between Steve Jobs

Speaker 1

Peck. This is not an easy subject. It's one we bring a great attention to and we'll All I can say to you is we have a compensation committee led by Fred Langham, who is devoted to this subject. Pettit. We will do our very best to do what is right there.

And in terms of the contract for these men and women who have gone without a wage increase, and that pains Pape. I just hope that we can get to a resolution of that within the next year and I hope what the company has Now offered, you'll respond to and I hope we'll work our way through it. That's what I've got to say on this subject. Thank you. Thank you.

Pettit.

Speaker 12

I'm Terri Till from ORM, Utah. And You alluded earlier to making our time more enjoyable in line while we're waiting for rides. And I noticed that, when our last trip to Magic Kingdom, the Winnie the

Speaker 1

The answer is we know a lot, but we can't tell you about. Patton. Yes. But clearly, we're focused on making the experience Pepper. All of those people who visit our parks even better than it is today, although guest research suggests that It's right up there.

It's really good. But we think that we can take steps to not only shorten lines, but to enable particularly kids to be entertained while they're online and what you mentioned at Disney World for the way to attract them is a great example of that. So I'm only going to say more to come, If you just trust us on that one. I don't know, have you seen American Idol? I think that's another really Pettit.

Example of using the time enjoyably while you're waiting outside and you get to see the groups and figure out who you're going to root for. But this is a major project.

Speaker 3

I won't get into any of the details. I promise

Speaker 1

I probably don't know many. But Peck. I won't get into any of the details. I promise I probably don't know many. But this is a really major project and I think would be viewed by everybody in the parks.

Probably the most significant thing

Speaker 10

Pepper. Dave Bird is a great Disney artist this year. And Barn, Carrie, Mike over here. Anyway, so We all really appreciate Disney and we because we don't give enough chances to go to the park and we have to have our fixed, so we have our club We put on tons of events and lots of Disney people have come up and been guests for us and it's been really enjoyable. And

Speaker 1

the word

Speaker 10

I wanted to say is just How much Bob Iger you mean to this company and what you've been doing. I mean, it starts at the top. And having gone to the D23 Expo and heard your comments and just your involvement, I mean, you truly love the company and it shows. And I think that trickles all the way down that it's infectious. And if I had a wish, I guess, for Disney, it would be that Peppert.

Every employee would take on what you have in your heart for the company. And I guess another wish would be maybe that we'd lose that Disney, every department I think that that's really hurting the company and not what Walt wanted and I think your predecessor did that and it's probably

Speaker 1

Pepper. Thanks for your compliments. I appreciate it. I think the passion that I have for the company And my interest in it is shared by a number of people who are in this room, who are cast members of the company and Peck. There is an issue in terms of internecine warfare or battles between our different businesses.

There is a huge amount of pride in individuals Pepper. Great job as a company of putting it all together as one and not only showing respect, but having a rooting interest in the success of All the other businesses. I appreciate your criticism, but it's not something that I believe is a problem with the company today. Pepper. I'll just say as a member of the Board, it has been really striking to all of us how this company has come together across the business units Under Bob's leadership, this is a great team.

And it's manifested itself in the transfer of things like that come from Pixar in Peck. As shareholders leave the auditorium, they will have an opportunity to provide the information we need to send them the Pettit. Cast members will be outside to assist you. Don't rush out right now. They will stay there.

We will be leaving in due course, but you'll remember that I know. Okay. Let

Speaker 5

Peck. You Bob touched a little bit earlier on the fact that you're in Salt Lake City this year and I was wondering if you could expand And if you could speak at all, maybe you have data, maybe you don't as to how important the Utah market is to

Speaker 10

the company as a whole either in the parks

Speaker 1

Well, we typically look for a city where we've planted a flag in some form or another. We know that we've got a Disney store presence here. We hope to bring, by the way, Pepper. So, nice place to visit to give you a little bit of a show and a taste of what the company is People and opinions and so was Utah and Salt Lake City this year. There isn't that much more science that goes into it.

And I don't know, is there a second part of your question? That would answer it. Pepperidge. Number 4, please.

Speaker 5

There's also Disney radio here.

Speaker 1

Thank you.

Speaker 2

They're helping us. My name

Speaker 1

is Dwight Morgan. I'm a shareholder and I'm also a charter member of B23. And I also was proud to get

Speaker 2

Pepper. And I didn't get to San Antonio to hear

Speaker 1

There are people who buy multi day hard hopper passes and then rent So I challenge you to bring biometrics to the parks in California. And then I have another one. Pepper. I take people to Disneyland because they think I know a lot. Actually, it's just I Have fun showing them around and they don't get there as often as I do.

So I know the good places to go. But recently, Pettit. I took some friends who are diabetic. Their whole family is diabetic. Their big concern was that those sugar free Don't mind asking, the adolescents have

Speaker 2

a stigma associated with it.

Speaker 1

And so their Why don't the restaurants have those things out where they along with the other condiments, where they can be seen, Okay. Well, both points are good ones. I must admit, I'm not familiar with the lack of biometrics in California, but we'll look into that. On the second part I will look into to what extent we make them available without having to ask for them. I know that they're readily available.

I just don't know how active or interactive the guest has to be in order to get it. We will take I will Okay.

Speaker 2

And I have one other thing that

Speaker 1

came up while I was standing here in line. For all of the shareholders here, I would like I I know that there were people in the park that tried to pass that word up the line. It just never got here. Thank you. Okay.

Thank you. Good. Pettit. We'll go to number 1 and then number 2. Number 1.

Speaker 6

Hi, I'm Charlie Karno And I'm with Unite here. Today, you've heard a lot about Disney's efforts to take away the health care benefits of our members at Pepp. Disney Land's workers have asked management to stop a practice of exposing them to identity theft by encoding their Social Security numbers on their ID Pepper. The employee's Social Security numbers and other private information can be seen on their ID cards using most cell phones, including the Apple iPhone and those running the Android Pepper. And it's easily achievable with any smartphone barcode scanner.

We believe that this is both reckless and illegal. It Pepper. The to access products or services offered by the entity that might include things like a discount that workers might receive when you're scanning their idea to Peppert. We are aware that many other Disney employees outside of Disneyland face the same issue. Last month, the Los Angeles County Federation of Labor, which represents 350 unions representing 800,000 workers took a position urging Disney to end the practice.

And I understand that yesterday Peck. Can you discuss how Disney plans to address this issue across the company? And thank you so much for taking the question.

Speaker 1

Yes, I can discuss it. When we started using Social Security Peck. Technology didn't exist, the technology that you described to read the barcodes and glean from those barcodes sensitive personal Pettitrew. We notified employees across the company quickly that this was an issue and that while we were trying to remediate it, Peck. They had to be particularly careful with their IDs, not only protecting what handset ID may get into, but How they're actually shown when they're asked to show their ID at various places.

We are addressing this issue. This issue will be Completely fixed. We're trying to do it as quickly as possible. There's obviously some technological issues that we're having to address and across the Thousands of employees that we have to deal with. This is not a small thing.

It's a big thing. And we're taking it very seriously And it is being addressed and I assure you it's going to be fixed and it will be fixed soon.

Speaker 6

And will that include replacing the card?

Speaker 1

We obviously are not going to be able to use the same system, obviously, but I'm we're working on the solution and it will become clear

Speaker 6

Thank you very much. And I also, I

Speaker 2

don't know if they've sort

Speaker 6

of been thanked yet, but this is Sort of unrelated to the topic, but to thank I just really want to thank the folks who really the staff members who really put this annual meeting

Speaker 1

Petrone. Thank you for noting that. That's unusual, appropriate. I will go to number 2.

Speaker 2

Good afternoon. My name is Jorge Iniesta. I'm not only a shareholder,

Speaker 1

but I'm also a bellman at

Speaker 2

the Disneyland Penn. Hotel in Anaheim for over 13 years I've been there. Before I read off of my notes because I want to be clear and concise, there's something I was also in

Speaker 6

San Antonio last year for

Speaker 2

the shareholders meeting and I addressed my passion, not only my passion to work for Disney or what we feel when we work for Disney. I also I would never work for another hotel, whether it's a Marriott or a Hilton, not that I have anything against them, just because it wouldn't be the same, Pepper. You don't count on the same tools to create those magical memories that can only be created when you work for Disney. And So having said that, when people say, and very rudely sometimes, if you're not so happy with the way or the proposals that Disney is throwing at you, why don't you just quit and find another job? Well, I don't I'm going to find another job first because I love my job.

It's not just being a bellman. It's creating unforgettable and impacting memories And the guests' hearts and minds that go to our hotel. 2nd, we don't run from difficult situations. Having said that, I'm going to read And it says, well, like my film development here today, I am able to be here because I'm part of a small group of Penn. There are many other Disney workers who would like to be here to tell you their stories but cannot do so.

Let me briefly I'll read you statements from a few of my coworkers. 1, my name is Rosario Casas, and I've been a housekeeper at the Grand Californian Hotel Disney's Pepper. I didn't have any health problems before my heart attack, but in the workplace, we are under a lot of pressure to get our work done faster and faster. Number 2, my name is Teresa Petter, and I have been a housekeeper for 34 years. I suffer from carpal tunnel syndrome because of the repetitive motion of housekeeping work.

I have had 2 hand surgeries, but I have little strength in my hands, especially in my light hand. The doctors at Disney tell me that it's because of my age that my hands have no strength, but I know that's That's not true. It's because of the repetitive motion injuries I have suffered over the years. I'm worrying that every day I lose more strength in my hands. I cannot Pepp.

I injured my back at work in 2008. I couldn't work for 4 months. And when I finally went back to work, I was still taking medication for pain. I work in Peck. And now Disney wants us to shoulder the cost for health care.

As a single mom with 3 children, I cannot afford it. And 4th and last one, as Pemberton. The union representing many Disneyland Paris employees has held protests in solidarity with U. S. Disney employees, including a protest at Euro Disney's Annual Shareholders Meeting Pepper last month.

And one other thing, last year in San Antonio, when I was at the shareholders meeting, it had in front of Disney's Grand Californian Hotel because that's how important this issue is for me, my 3 children and my wife. And I'd like to be very clear about something that's being repeated yet it's not been not enough emphasis

Speaker 6

has been focusing on this part.

Speaker 2

Our health insurance is not free. Pepper. We feel like we've been tried people have tried to demonize us by saying, look at the rest of the country, it's a crisis and the health Before Don, over the years, even before you came along, Mr. Iger, rate increases, at least decent ones, in Peck. In order for that money to go into our health care fund, the reason that we don't have sick days is because those sick days would come out of that health care fund, which is bleeding Pepper.

We're not asking for stars. Pettit. Once again, there's no other place to work better than to work for Disney. And I don't let these labor disputes Paschen. And I take those smiles back to my home and I talk to my family about it.

I talk to my kids about it. My kids love Disney. And they tell me Once again, I accepted this last year's shareholder meeting. Please tell me, please that whatever you do, don't get fired because we need to keep going Pepper. And you can say love Disney.

And thank you for listening. That is very gracious of you.

Speaker 1

We hear you. We hear you. And I hope I just want to reiterate that that proposal that we made gives union members the choice of either staying in the union plan or going to the Disney plan, which is Peppert plan. We believe it's your best advantage to join our plan because we think it is it offers more benefits, And we're also offering you money to help defray that cost. I should also say that the what we've offered is guaranteed raises as Pelle for 5 years.

So again, we're not trying to take choice away. We've offered you choices, multiple choices to stay in the Disney plan Pettit, and help defray the cost at a variety of different levels or the choice to stay at the end of the quarter.

Speaker 2

Really quick, Mr. Reiger, I understand that you think Your plan might be better than the one that we currently have. But when the great majority of the workers have rejected that offer, That sends out

Speaker 3

a message that we don't respectfully,

Speaker 2

we don't agree with you. And also, if many The fact that you're telling us that we can keep our plan, we see it as an attack on our health care plan. Now Before I keep going and I'll stop right here, I just want to reiterate, the majority, the great majority of the workers have rejected Pepper. And as much as you know and you have the business savvy that you have to run the business, sometimes you have to Pepper. As much as you think your plan is better, we once again, we have rejected it.

And one more thing, we stand with the Wisconsin workers.

Speaker 1

Thank you. Okay. More discussion. There is a plan on the table now to which you're going to be responding. We're going to take 2 more questions.

We're approaching noon. Let me take number Pepper. And I'll come back to you, sir. And maybe we'll get number 1 too. Go ahead.

Good morning, gentlemen. Good morning.

Speaker 3

My Pepper. During the last few years and first of all, I am a shareholder for the last Couple of years now, but during the past few years, I've had the privilege of visiting the Downtown Disney Shopping Peppert in California and Florida.

Speaker 2

I got to visit Florida when Disney offered free 5

Speaker 3

Peck. And I thank you for that, back in 2009. And I noticed while I was at those 2 shopping centers that It showed me that the concept is a huge success. Disney took something that already existed,

Speaker 1

Thank you very much. Are you still a member of our military? I am. Well, First of all, I want to thank you. And I think everyone else Dating all the way back to the Walt and Roy's day, the company has valued America's men and women in our armed services and have tried really hard to make it easier for them and their families to visit our various parks And to gain access to Disney product even when they're serving on bases around the world and we're going to continue to do that.

It is a critical part of Pepper. About the Downtown Disneys that exist in Anaheim and Orlando. They're beautiful and they are very successful. The primary reason that they are is because of their proximity to those parks and resorts though. We have kind of a built in, Pepper.

Well, residents as well, but the primary reason that they are different in terms of their success is all the people that come visit those great parks and resorts Peck. We have some time to time looked at other opportunities outside of our parks and resorts for various Disney businesses. Pepper. The resort that we're building in Hawaii, the cruise ships are examples of that. We've not looked at going into the shopping center business.

We actually debated hard whether we should stay in the stores business. And once we saw the new concept, which we're rolling out across the world, We decided it would be a good thing to do. But beyond that, I don't think you can expect to see a Disney shopping center near you any day. So, I will be. I'm going to go back and take a look at it.

Speaker 3

Thank you

Speaker 1

very much, sir. Thank you for making the Pepper. Hello. Mr. Eiger, Mr.

Pepper, I just want to thank you

Speaker 3

for coming out to Salt Lake City. My name is Michael I'm a shareholder and I reside here in Salt Lake. First, I want to say that when I leave here today and my friends and family ask now that I've attended the shareholder meeting, what am I going to do next? I can now tell them Pepper. The Disney Company has adapted to new technologies in home entertainment, especially with the adoption of the new Disney second screen technology.

I've experienced that. It's amazing I'm just wondering if there's a possibility to explore the option of taking some of the older company content that's been created over the years decades and possibly Pep. We've been that with streaming technology. I know it's very costly to create a new television network, but we so enjoyed all that old Walt Disney content when it was on the air on the older Disney Channel, a lot of And then lastly, the Shanghai Disneyland project. I'm just wondering if the concept for that would be something of a Disney park that

Speaker 1

Pepper. Well, I'll answer the second part first. Shanghai Disneyland, When it's fully announced and underway, we'll have elements that are Peck. Familiar from all other Disney Parks around the world and will have aspects of it that are completely original and completely new Just to Shanghai Disneyland. No more details than that, but you'll get a chance to visit it one day and you'll see for yourself.

The First part, new technology is, we think, a real opportunity for this company because it gives us an opportunity not only to reach more people in new ways with our new product, also find new ways to bring our old product that isn't readily available to them on streaming technology and a variety of other digital Pepper. Our great goal is to ultimately have a destination of sorts That people can go through and find all things Disney from the past and from the present and even get a taste of what's coming up into the future. We're hard at work on Such an experience and such a portal. And hopefully at some point soon we'll have more to say about that. Thank you very much.

Peck. Certainly a possibility.

Speaker 10

Thank you.

Speaker 1

Okay. We're going to take a few more. Seeing you all stand there, I can't just leave you standing underneath the stage. Take the questions as quick as you can and we'll make quick answers for a few more. Number 1.

Speaker 13

Hello there. My name is Danny Cristopiati. I Peck. I went to Disneyland for my first time when I was 3 months old and just love the Disney Company for that way. I loved about the Disney Editions coming out movie franchise like later in the future or making the Kingdom Keepers like more part of the Disney World experience.

Speaker 1

Pettit. What we did do is that we created a stage play about Peter and the Star Catchers, which we tried out in a small theater in Pepin. La Jolla, California and we brought it to off Broadway in New York fairly recently. And if you go to newyorktimes.com and you search for Peter and the Star Petrias. Within the last few weeks, it got a glowing review from one of the toughest critics out there of Ben Brantley in The New York Times.

And So, Peter and the Starcatchers lived in another form. We're hoping actually to see it this Saturday night in New York myself Pettit. Who knows what happens from there, but we're proud of it and proud that it's receiving the kind of positive feedback and attention that it's getting.

Speaker 6

Thank Pepper.

Speaker 13

Thank you. My name is Terrell Nielsen. I'm from Payson, Utah, which is down south from here. Pepper. First of all, Mr.

Iger, Mr. Pepper and other distinguished members of the Board, thank you for bringing this meeting

Speaker 2

to Salt Lake City.

Speaker 1

As

Speaker 13

My wife is worse than me,

Speaker 4

I'll say. Yes.

Speaker 1

I have a 3

Speaker 13

Penn. One, the first part is a concern. And maybe it's just me, but as I see community activities And things going on, I'm wondering what Disney is doing about controlling the propriety of their brand as people use trademarks, costumes, etcetera to sell their own personal game. So I'll let that's my first concern. My second concern is I've been to both Disney World and Disneyland 4 times in the last 16 months Between the two parks and I've noticed that the details, which Walt Disney would say is the Details are what makes Disney the brand.

Unpainted fences or cobwebs Hanging from line posts and things.

Speaker 3

This is not what Disney

Speaker 13

was about as I was growing up. It was perfect and pristine every time. And then In Anaheim, the Disneyland Resort is a landlocked entity for obvious reasons. But what is the Disney Company

Speaker 1

On one hand, I'm sorry to hear that. On the other hand, I'm kind of glad to hear that.

Speaker 13

Well, they're not even selling memberships in California Pemberton.

Speaker 1

We made a decision to build 50 Vacation Club residents in Anaheim as part of Grand California. And as you suggested, they only Pepper. It was a bit of an experiment because we know the Vacation Club primarily works when it's on our property In Orlando, we wanted to see how it would work in another location and we're still assessing that before we make a commitment Pepper. We've not made that decision, although we are expanding Vacation Club, both in Florida and outside of Florida, Hawaii, the project is Hotel and Vacation Club. This is the second part of your question to the middle.

I'm actually very proud of the shape that Disneyland is in. I'm enough in annual maintenance to keep Disneyland fresh and looking great, whether it was in Walt's Day or whenever. And we did in fact Pepper. The times that I go and I go fairly often and I try to look very critically, Occasionally, I do spot a paint chip here and or something relatively small, but I will say that the kind of collective experience Peck. The overall shape of that whole facility, the restaurants, the hotels, the theme park attractions, I think is top notch, but there Pepper.

We're trying to figure out a way to get it to me. I do I have an email address. And I don't sometimes there are 1,000 Penn. In Disney around the world that there are bound to be infractions, people who create a costume that's not licensed and sell it for their own gain, Etcetera and so on. We try to do a good job at policing all of that.

There's a limit that we can go to either because of the resources that are required or just the fact that Peck. We've got a pretty large staff that's devoted to this effort on a global basis and I think they've been pretty effective. John?

Speaker 13

Thank you and thank you for the free tickets to Disneyland.

Speaker 1

Are you together with that young man in back of you? Could I ask, could he come up here? Could you give him the mic here?

Speaker 7

Do you have something to say,

Speaker 1

young man? No, this gentleman here. I can only take a couple more questions, and I'd love to hear from you.

Speaker 8

I'm Ryan Cauley and I'm in 4th Yes.

Speaker 1

Yes. Well, there's always something going on that's new. Fantasyland is the big project that's going on right now. You're testing me here. I have an idea of what's going on in every park around Pepper.

Fantasyland is the most popular part of the Magic Kingdom and it really hasn't been upgraded in a significant way, believe it or not, in decades. And There will be things. Okay. 2 more. Past noon, I will take young lady at number 2

Speaker 8

Pecan. I'm a guest, home of ESPN and I'm also a retired ESPN employee. And every year we come to the convention wherever you are. And I always like to Pappas. Thank you so much for what you've done.

And ESPN, I just want to reiterate one other thing. ESPN does a lot of community work as well. They do programs, they give a lot to the local museums and a lot to local education. Thank you.

Speaker 1

Thank you for that. We're very proud of ESPN.

Speaker 2

My name is Matthew Hanson. I'm a shareholder from here locally. This year is a large anniversary for one of Disney's classic films. Disney Restoration Team artistic supervisor Dave Bossard recently said that there's been a lot of internal discussion about it and at some point we're going to do something about it. I don't know when, but we will.

Song of the South. I was wondering when we might see that.

Speaker 1

I thought you almost got through the meeting. I thought you were going to say it's the 60th I had watched Song of the South again. And even though we've considered from time to time bringing it back, I didn't think it was the right thing for the company to do. We made it a different time. Pepper.

That wouldn't necessarily sit right or feel right to a number of people today and just felt that it wouldn't be in the best interest of our shareholders To bring it back, even though there'd be some financial gain, sometimes you make sacrifices on the financial side to do what you believe Peck. It's a strong belief that I have, consulted with other top executives of the company. They all agree. And Pepper. Just remember it as it was and don't expect to see it again for at least for a while, ever.

Speaker 3

Thank you. And in closing,

Speaker 1

Don't know. Thank you, sir. Well, that wraps up the meeting today and the Q I can't tell you how thrilling it is to hear the support for this company, caring for it that so many of you have expressed here. Obviously, that's by the people who are doing the work every day, but it is it's great and I thank you for expressing it. Thank you for coming here.

You've broken a New ground in the meeting today. There's I don't know if it's a precedent or not, but I do agree with Bob. I think Walt would have come to the same conclusion, have them come to

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