DISNEY SEVERANCE PAY PLAN
SECTION 1. - INTRODUCTION
The Walt Disney Company ("Disney") has adopted this Disney Severance Pay Plan (hereinafter "Plan") effective
as of May 15, 2001. The Plan provides severance benefits under the circumstances described below to eligible
employees (referred to as "Eligible Employees") of Disney and certain of its subsidiaries and Affiliates (collectively
SECTION 2. - DEFINITIONS AND INTERPRETATIONS
The following definitions and interpretations of important terms apply to the Plan:
(a) Affiliate. A company or business organization which is affiliated with the Company as defined under Securities
and Exchange Commission Rule 144(a)(1), as amended from time to time.
(b) COBRA. Continuation health care coverage under the Consolidated Omnibus Budget Reconciliation Act of
(c) Company. Disney and any subsidiary or other Controlled Group Member of Disney that, with the approval of
the Plan Administrator and subject to such conditions as the Plan Administrator may impose, adopts the Plan.
Any subsidiary or other Controlled Group Member will be considered to have adopted the Plan with the
approval of the Plan Administrator if it takes significant action that is consistent with the adoption of the Plan,
Disney is aware of the action, and neither objects in writing to the action. The Plan Administrator or a subsidiary
or Controlled Group Member may terminate the subsidiary or Controlled Group Member's participation in the
Plan by written notice to each other. An entity will cease to be part of the Company, and will cease to participate
in the Plan, after the date on which it ceases to be a Controlled Group Member.
(d) Controlled Group Member. A member of a controlled group of corporations of which Disney is a member,
or an unincorporated trade or business that is under common control with Disney, all as determined under the
Sections 414(b) and 414(c) of the Internal Revenue Code.
(e) Disney. The Walt Disney Company.