0001104659-11-067173 Sample Contracts

The Walt Disney Company (a Delaware corporation) Fixed Rate Medium-Term Notes, Series E TERMS AGREEMENT
Terms Agreement • December 1st, 2011 • Walt Disney Co/ • Services-miscellaneous amusement & recreation • New York

Reference is made to the Distribution Agreement dated December 8, 2010, which is incorporated herein by reference. The several underwriters named below (the “Underwriters”) severally agree to purchase the following respective principal amounts of Medium-Term Notes, Series E, entitled 0.875% Global Notes due 2014 (the “2014 Notes”) and 4.125% Global Notes due 2041 (the “2041 Notes” and, together with the 2014 Notes, the “Notes”) set forth opposite their names:

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