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Disney Co. Splits CEO, Chairman Positions

Posted on: Wednesday, 3 March 2004, 06:00 CST

The Walt Disney Co.'s board voted late Wednesday to split the roles of chairman and chief executive, hours after shareholders delivered a stinging rebuke by withholding 43 percent of their votes for CEO Michael Eisner's re-election to the board.

Disney directors voted unanimously to make board member George Mitchell the company's new chairman and voiced their continuing approval of Eisner's management and the company's strategy.

The change is effective immediately.

The board also rejected a renewed overture from cable television giant Comcast Corp., saying it would serve no purpose to reconsider an offer already dismissed as too low.

The move is unlikely to satisfy the company's most vocal critics, ex-board members Stanley Gold and Roy E. Disney, who have vowed to continue their fight to oust Eisner.

Mitchell, a former U.S. Senator from Maine, may also prove to be a controversial choice. Shareholders withheld 24 percent of their votes from his re-election Wednesday - the second highest total after Eisner.

Mitchell has been criticized by Gold and Roy Disney as being too close to Eisner and not independent enough because his law firm had worked for Disney in the past.

In its statement, the board said it had heard the shareholders' message and that it realized investors were concerned about more than just the issue of separating the chairman and CEO positions.

"We are aware that some voted for an immediate change in management and in the board," the statement said. "However, taking all these factors into account, we believe the action we have taken today is in the best long-term interest of the shareholders of the company."

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