Roy Disney and Stanley Gold report that according to records from The Walt Disney Company, “Michael Eisner received a No Confidence vote from 72.5% of the votes cast by the Walt Disney Company 401K trustee at the Company’s 2004 annual meeting and that George Mitchell received a No Confidence Vote from 63.7% of the votes cast by the Walt Disney Company 401K trustee”. Disney and Gold said that “the simple fact is that the vast majority of people who participate in the company’s 401K plans and voted their shares at the annual meeting have No Confidence in either their CEO or their newly-elected chairman. It is hard to imagine how Mr. Eisner can do what needs to be done at this company without the support of the Company’s employees”.

The AP reports that “Disney representatives were quick to point out Monday that the 28.6 million shares in the 401(k) plan are less than 1.5 percent of outstanding shares. Disney also said that fewer than 9,400 of the approximately 36,000 participants in the retirement plan actually cast a ballot – a turnout of about 25 percent. ‘This is another blatant distortion and manipulation of data in an attempt to continue to mislead Disney shareholders,’ company spokesman John Spelich said”.

Disney and Gold’s full press release follows.

Records received today from The Walt Disney Company confirm that Michael Eisner received a No Confidence vote from 72.5% of the votes cast by the Walt Disney Company 401K trustee at the Company’s 2004 annual meeting and that George Mitchell received a No Confidence Vote from 63.7% of the votes cast by the Walt Disney Company 401K trustee, said Roy E. Disney and Stanley P. Gold. A total of 28,625,419 votes were cast.

“The simple fact is that the vast majority of people who participate in the company’s 401K plans and voted their shares at the annual meeting have No Confidence in either their CEO or their newly-elected chairman,” Messrs. Disney and Gold said. “It is hard to imagine how Mr. Eisner can do what needs to be done at this company without the support of the Company’s employees.”

They added, “Despite an attempted Disney spin to the contrary, we believe this vote by the company’s 401K participants is a meaningful barometer of employee dissatisfaction with the way The Walt Disney Company is being run. The vote was strictly confidential. Plan participants, which include both current and former employees, were given a chance to express their views on Mr. Eisner and the Board without fear of reprisal. As anyone who has done any polling knows, you only need a small sample to get a statistically valid survey. We believe it would be hard to argue that these results are not statistically valid.”

Messrs. Disney and Gold said, “This overwhelming rejection by employees voting their shares in the 401K plans, together with the 45.4% No Confidence Vote from the company’s shareholders at the annual meeting, makes it undisputedly clear that Michael Eisner is a lame duck and the Company’s Board of Directors must address this untenable leadership vacuum.

“The question remains, how long will this Board ignore the will of the Company’s shareholders and now, its employees? The message couldn’t be clearer: action must be taken to replace Michael Eisner now,” they said.

They added, “For the Disney PR department to ‘spin’ these facts in any other way is insulting and demeaning to the many loyal and dedicated employees who work for Disney; they deserve better — shareholders expect better.”

Messrs. Disney and Gold said that in light of the 26% No Confidence Vote that Mr. Mitchell received from the company’s shareholders and the 63.7% No Confidence Vote he received from the votes cast by the Walt Disney Company 401K trustee at the Company’s 2004 annual meeting, the Board really has no choice but to re-examine their appointment of Mr. Mitchell to the post of Chairman.

“If Michael Eisner’s No Confidence Vote wasn’t so staggeringly high, everyone would be talking about the substantial No Confidence Vote cast against Mr. Mitchell,” they said. “It’s important that this not get lost in the process.”