TEXT-S&P rates Walt Disney debt 'A'

Feb 9 - Standard & Poor's Ratings Services today assigned The Walt
Disney Co.'s proposed issuance of five-year and 10-year debt its
issue-level rating of 'A'. The company plans to use the proceeds of the issuance
for general corporate purposes, including the repayment of commercial paper
outstanding. We estimate the impact of this issuance on Disney's leverage
metrics would be only about 0.1x, assuming the entire amount of debt is
incremental. Given that the company's fully adjusted debt to EBITDA ratio was
1.8x as of Dec. 31, 2011, Disney's leverage would remain below our threshold of
2.0x for our 'A' corporate credit rating on the company. In addition, we expect
that Disney will continue to achieve good operating performance so that leverage
will decline over the coming quarters through EBITDA growth.

Our long-term corporate credit rating on Disney is 'A' and the rating outlook
is stable. The rating reflects the company's "strong" business risk profile
(based on our criteria), characterized by its premier creative franchises and
extensive media distribution, and its "modest" financial risk, which is
supported by a conservative capital structure and good discretionary cash
flow. The stable rating outlook reflects our expectation that Disney's broad
business portfolio will generate relatively stable long-term results and that
low leverage within our 2.0x threshold will help insulate the company from
cyclical and structural risks. (For the latest complete corporate credit
rating rationale, see Standard & Poor's research report on The Walt Disney Co.
published Aug. 16, 2011.)

RELATED CRITERIA AND RESEARCH
-- Business Risk/Financial Risk Matrix Expanded, May 27, 2009
-- 2008 Corporate Criteria: Analytical Methodology, April 15, 2008
-- 2008 Corporate Criteria: Rating Each Issue, April 15, 2008

RATINGS LIST

The Walt Disney Co.
Corporate Credit Rating A/Stable/A-1

New Rating

The Walt Disney Co.
Five- & 10-Year Sr Unsecd A
Complete ratings information is available to subscribers of RatingsDirect on
the Global Credit Portal at www.globalcreditportal.com. All ratings affected
by this rating action can be found on Standard & Poor's public Web site at
www.standardandpoors.com. Use the Ratings search box located in the left
column.

Primary Credit Analyst: Deborah Kinzer, New York (1) 212-438-5229;
deborah_kinzer@standardandpoors.com
Secondary Contact: Michael Altberg, New York (1) 212-438-3950;
michael_altberg@standardandpoors.com