Rule 424(b)(3)
Registration No. 333-52659
PRICING SUPPLEMENT NO. 9 dated May 10, 1999
THE WALT DISNEY COMPANY
Medium-Term Notes
This Pricing Supplement accompanies and supplements the Prospectus
dated August 6, 1998, as supplemented by the Prospectus Supplement,
dated August 6, 1998 (the "Prospectus Supplement").
The Notes have the following terms (as applicable):
Rate: /X/ Fixed Rate / / Floating Rate / / Zero Coupon
/ / Discount
Form: /X/ Book-Entry / / Definitive
Principal Amount: $25,000,000
Original Issue Price: 100%, variable price re-offer
CUSIP No: 25468PBE5
Proceeds to the Company: $25,000,000
Discount or Commission to Agents: 0
Original Issue Discount: N/A
Original Issue Date: May 27, 1999
Stated Maturity: May 27, 2014
Yield to Maturity: N/A
Initial Maturity (for Renewable Notes): N/A
Final Maturity (for Renewable Notes): N/A
Earliest Redemption Date: The Notes may be redeemed, in whole but
not in part, at Disney's option, subject
to at least 30 calendar days' but no more
than 60 calendar days' notice, on May
27, 2002, and on the 27th day of each
month thereafter.
Redemption Price: 100% of the principal amount of the Notes.
Interest Rate Per Annum (for Fixed Rate Notes): 6.50%
Interest Payment Dates:
/ / Third Wednesday of each month
/ / Third Wednesday of each March, June,
September and December
/ / Third Wednesday of each ________________
and _________________
/ / Third Wednesday of each ________________
/X/ Other (specify): The first Interest Payment Date shall be
June 27, 1999 and thereafter the
Interest Payment Dates shall be the
27th day of each month during the term
of the Notes.
Regular Record Dates:
/X/ Fifteenth day (whether or not a Business Day)
immediately preceding the related Interest
Payment Date
/ / Other (specify) _____
Interest Payment Period:
/X/ Monthly
/ / Quarterly
/ / Semiannually
/ / Annually
Interest Reset Period: N/A
/ / Daily
/ / Weekly
/ / Monthly
/ / Quarterly
/ / Semiannually
/ / Annually
Interest Reset Dates: N/A
/ / As specified in Prospectus Supplement
/ / Other (specify) ______
Interest Determination Date: N/A
/ / As specified in Prospectus Supplement
/ / Other (specify) ______
Purchase of Notes at Option of Holder: N/A
Purchase Purchase
Date(s): ______ Price(s): ______
Calculation Agent: N/A
Plan of Distribution: Bear, Stearns & Co., Inc. has acted as
principal with respect to the purchase of
the Notes.
