DISNEY WALT CO
10-Q/A, 1995-02-15
MISCELLANEOUS AMUSEMENT & RECREATION
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                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549


                            FORM 10-Q/A

     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

                                
For the Quarter Ended December 31, 1994         Commission File Number 1-4083


                          THE WALT DISNEY COMPANY      


Incorporated in Delaware                     I.R.S. Employer Identification
                                                     No. 95-0684440


500 South Buena Vista Street, Burbank, California 91521

(818)  560-1000



  
  Indicate  by  check mark whether the registrant (1)  has  filed
all  reports required to be filed by Section 13 or 15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for the past 90 days.  Yes..X..  No....
  
  There  were  519,603,667 shares of common stock outstanding  as
of February 10, 1995.
<PAGE>

The registrant filed its Form 10-Q for the quarter ended
December 31, 1994 on February 14, 1995 via EDGAR.  Due to technical
difficulties, Exhibit 27 (the financial data schedule required
pursuant to article 5) was not filed.  This Form 10-Q/A updates the
February 14, 1995 filing to include Exhibit 27.


<PAGE>
                        PART II.  OTHER INFORMATION
                          THE WALT DISNEY COMPANY

Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits

     (27) Financial Data Schedule (filed electronically only).

(b)  Reports on Form 8-K

     The Company did not file any reports on Form 8-K during the quarter.


<PAGE>

                          THE WALT DISNEY COMPANY





                                 SIGNATURE



Pursuant  to the requirements of the Securities Exchange  Act  of 1934,
the registrant has duly caused this report to be signed  on its behalf by
the undersigned thereunto duly authorized.











                              THE WALT DISNEY COMPANY
                              (Registrant)





                              By /s/ Richard D. Nanula

                                Richard D. Nanula
                                Executive Vice President and
                                Chief Financial Officer


February 15, 1995
Burbank, California




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from the condensed
consolidated balance sheet and condensed consolidated statement of income found
on the Company's Form 10-Q for the three months ended December 31, 1994 and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000,000
<CURRENCY> U.S DOLLARS
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          SEP-30-1994
<PERIOD-START>                             OCT-01-1994
<PERIOD-END>                               DEC-31-1994
<EXCHANGE-RATE>                                      1
<CASH>                                            1138
<SECURITIES>                                       897
<RECEIVABLES>                                     2074
<ALLOWANCES>                                         0
<INVENTORY>                                        598
<CURRENT-ASSETS>                                     0
<PP&E>                                            8655
<DEPRECIATION>                                    2727
<TOTAL-ASSETS>                                   13805
<CURRENT-LIABILITIES>                                0
<BONDS>                                           3665
<COMMON>                                           984
                                0
                                          0
<OTHER-SE>                                        4630
<TOTAL-LIABILITY-AND-EQUITY>                     13805
<SALES>                                           3302
<TOTAL-REVENUES>                                  3302
<CGS>                                                0
<TOTAL-COSTS>                                     2511
<OTHER-EXPENSES>                                    42
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                  44
<INCOME-PRETAX>                                    740
<INCOME-TAX>                                       258
<INCOME-CONTINUING>                                482
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       482
<EPS-PRIMARY>                                      .91
<EPS-DILUTED>                                      .91
        

</TABLE>


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