Rule 424(b)(3)
Registration No. 33-49891
PRICING SUPPLEMENT NO. 1 dated October 18, 1994
THE WALT DISNEY COMPANY
Medium-Term Notes
This Pricing Supplement accompanies and supplements the
Prospectus dated August 27, 1993, as supplemented by the
Prospectus Supplement, dated September 14, 1994 (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: PAR CUSIP No: 25469HBN2
Original Issue Discount: N/A
Original Issue Date: October 27, 1994
Stated Maturity: October 27, 2006
Yield to Maturity: N/A
Initial Maturity (for Renewable Notes):
Final Maturity (for Renewable Notes):
Earliest Redemption Date: October 27, 1997 or any Interest
Payment Date thereafter (with at least
30 days' but no more than 60 days'
prior notice)
Redemption Price: The Notes are redeemable, in whole but not in
part, at 100% of Par Amount plus accrued interest to the
Redemption Date
Interest Rate Per Annum (for Fixed Rate Notes):
The interest rate per annum payable on the Notes for each of
the periods set forth below shall be the interest rate set forth opposite
such period below:
Period Interest Rate Per Annum
From and including October 27, 1994 to but excluding October 27, 1995-- 8.000%
From and including October 27, 1995 to but excluding October 27, 1996-- 8.000%
From and including October 27, 1996 to but excluding October 27, 1997-- 8.000%
From and including October 27, 1997 to but excluding October 27, 1998-- 8.100%
From and including October 27, 1998 to but excluding October 27, 1999-- 8.200%
From and including October 27, 1999 to but excluding October 27, 2000-- 8.300%
From and including October 27, 2000 to but excluding October 27, 2001-- 8.400%
From and including October 27, 2001 to but excluding October 27, 2002-- 8.500%
From and including October 27, 2002 to but excluding October 27, 2003-- 8.750%
From and including October 27, 2003 to but excluding October 27, 2004-- 9.000%
From and including October 27, 2004 to but excluding October 27, 2005-- 9.750%
From and including October 27, 2005 to but excluding October 27, 2006-- 10.75%
Interest Rate Provisions (for Floating Rate Notes):
Initial Interest Rate:__________% per annum
Base Rate or Rates:
[] Commercial Paper Rate
[] LIBOR:
[] Reuters Monitor Money Rates Service
[] Dow Jones Telerate Service
[] Index Currency
[] Treasury Rate
[] Prime Rate
[] Federal Funds Rate
[] CD Rate
[] CMT Rate
[] Dow Jones Telerate Page 7055
[] Dow Jones Telerate Page 7052
[] Week
[] Month
[] CMT Maturity Index:________
[] Other:________________________
Spread:________________________
Spread Multiplier:______________%
Index Maturity:
[] 1 Month
[] 3 Months
[] 6 Months
[] 1 Year
[] Other (specify)_______________________
Maximum Interest Rate:________% per annum
Minimum Interest Rate:________% per annum
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) Semiannually on October 27 and April 27,
commencing on April 27, 1995
Regular Record Dates:
[X] Fifteenth day (whether or not a Business Day)
immediately preceding the related Interest
[] Payment Date
[] Other (specify)__________________________
Interest Payment Period:
[] Monthly
[] Quarterly
[X] Semiannually
[] Annually
Interest Reset Period:
[] Daily
[] Weekly
[] Monthly
[] Quarterly
[] Semiannually
[X] Annually
Interest Reset Dates:
[] As specified in Prospectus Supplement
[X] Other (specify) October 27 of each year
Interest Determination Date:
[] As specified in Prospectus Supplement
[] Other (specify)______________________
Purchase of Notes at Option of Holder
Purchase Purchase
Date(s): Price(s):
Calculation Agent: Bankers Trust Company
Certain Federal Income Tax Consequences
The Notes will be treated, for Federal income tax purposes, as a
series of debt instruments issued without original issue or
acquisition discount. Accordingly, the payment of interest on
the Notes will be treated as ordinary interest income and will be
includible in income when received or accrued in accordance with
the holder's method of accounting.
Plan of Distribution
Pursuant to a Letter Agreement dated October 18, 1994 between The
Walt Disney Company (the "Company") and Smith Barney Inc. ("Smith
Barney"), Smith Barney has been selected and designated as an
Agent under the Distribution Agreement dated September 14, 1994
between the Company and CS First Boston Corporation, Goldman,
Sachs & Co., Lehman Brothers, Lehman Brothers Inc., Merrill Lynch
& Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated and
Morgan Stanley & Co. Incorporated, solely with respect to the
purchase, as principal, of the Notes. Smith Barney has advised
the Company that it proposes to initially offer the Notes to the
public at the public offering price of 100% of the principal
amount thereof, and to certain dealers at such price less a
concession not in excess of 1.20% of the principal amount
thereof. In the ordinary course of their respective businesses,
affiliates of Smith Barney have engaged, and may in the future
engage, in commercial banking and investment banking transactions
with the Company and its affiliates.
