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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-A
For Registration of Certain Classes of Securities
Pursuant to Section 12(b) or (g) of the
Securities Exchange Act of 1934
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THE WALT DISNEY COMPANY
(Exact name of registrant as specified in its charter)
Delaware 95-4545390
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(State of incorporation (I.R.S.Employer
or organization) Identification No.)
500 South Buena Vista Street
Burbank, California 91521
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(Address of principal executive offices) (Zip Code)
If this form relates to the registration of a class of securities pursuant to
Section 12(b) of the Exchange Act and is effective pursuant to General
Instruction A.(c), check the following box. [X]
If this form relates to the registration of a class of securities pursuant to
Section 12(g) of the Exchange Act and is effective pursuant to General
Instruction A.(d), check the following box. [ ]
Securities Act registration statement file number to which this form relates:
333-88105 (if applicable).
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on
to be so registered which each class is to be
listed
The Walt Disney Company - Disney New York Stock Exchange,
Common Stock, $0.01 par value per share Pacific Exchange, Inc.
The Walt Disney Company - go.com Common New York Stock Exchange,
Stock, $0.01 par value per share Pacific Exchange, Inc.
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
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Item 1: Description of Registrant's Securities to be Registered
The description under the heading "Description of Disney's Capital Stock
Following the Merger," in the Prospectus included in the Registrant's
Registration Statement on Form S-4 (Registration No. 333-88105) (the
"Registration Statement on Form S-4") is incorporated herein by reference.
Item 2: Exhibits
The following exhibits will be filed with the Securities and Exchange
Commission:
1. Form of Amended and Restated Certificate of Incorporation of the
Registrant, incorporated by reference to Annex C of the Prospectus
included in the Registration Statement on Form S-4.
2. Bylaws of the Registrant, incorporated by reference to Exhibit 3.2 of
the Registration Statement on Form S-4.
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Signature
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
The Walt Disney Company
By: /s/ David K. Thompson
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David K. Thompson
Senior Vice President
Assistant General Counsel
Date: November 17, 1999