Rule 424(b)(3)
                                       Registration No. 33-49891

PRICING  SUPPLEMENT NO.     8         dated       July  29,  1994


                    The Walt Disney Company
                       Medium-Term Notes

This   Pricing   Supplement  accompanies  and   supplements   the
Prospectus  dated  August  27,  1993,  as  supplemented  by   the
Prospectus  Supplement, dated September 10, 1993 (the "Prospectus
Supplement").

The Notes have the following terms (as applicable):

Rate:   [X] Fixed Rate  [ ] Floating Rate  [ ]  Zero Coupon   [ ] Discount
Form:   [X] Book-Entry  [ ] Definitive

Principal Amount:  $60,000,000          
Original Issue Price: PAR    CUSIP No:    25469HBH5     
Original Issue Discount:      N/A         
Original Issue Date: August 29, 1994         
Stated Maturity:   August 27, 2004     
Yield to Maturity:        N/A           
Earliest  Redemption  Date:  August  27,  1995  or  any  Interest
                             Payment Date thereafter (with at least 
                             30 days' but no more than 60 days' prior notice)
Redemption Price:  The Notes are redeemable, in whole or in part,
               at 100% of Par Amount plus accrued interest
               to the Redemption Date
Interest Rate Per Annum (for Fixed Rate Notes):
     The interest rate per annum payable on the Notes for each of
the periods set forth below  shall  be the interest rate set forth
opposite such period below:

Period -- Interest Rate Per Annum

     From  and including August 29, 1994 to but excluding 
          August 27, 1995 -- 7.375%
     From  and including August 27, 1995 to but excluding
          August 27, 1996 -- 7.500%
     From  and including August 27, 1996 to but excluding
          August 27, 1997 -- 7.625%
     From  and including August 27, 1997 to but excluding
          August 27, 1998 -- 7.750%
     From  and including August 27, 1998 to but excluding
          August 27, 1999 -- 8.000%
     From  and including August 27, 1999 to but excluding
          August 27, 2000 -- 8.250%
     From  and including August 27, 2000 to but excluding
          August 27, 2001 -- 8.500%
     From  and including August 27, 2001 to but excluding
          August 27, 2002 -- 9.000%
     From  and including August 27, 2002 to but excluding
          August 27, 2003 -- 9.500%
     From  and including August 27, 2003 to but excluding
          August 27, 2004 -- 10.00%
Interest Rate Provisions (for Floating Rate Notes):
Initial Interest Rate:    % per annum
Base Rate or Rates:
 [  ]   Commercial Paper Rate
 [  ]   LIBOR:
        [  ]  Reuters Monitor Money Rates Service
        [  ]  Telerate Service
 [  ]   Treasury Rate
 [  ]   Prime Rate
 [  ]   Federal Funds Rate
 [  ]   CD Rate
 [  ]   Other:                      
Spread: ___________%                                             
Spread Multiplier:____________ %
Index Maturity:
 [  ]   1 Month
 [  ]   3 Months
 [  ]   6 Months
 [  ]   1 Year
 [  ]   Other (specify) _______________________
Maximum Interest Rate: _____ % per annum
Minimum Interest Rate: _____ % per annum

Interest Payment Dates:
 [  ]   Third Wednesday of each month
 [  ]   Third Wednesday of each March, June,
 [  ]   Third Wednesday of each __________________
        and _______________________
 [  ]   Third Wednesday of each __________________
  [X]   Other (specify) Semiannually on August 27 and
                        February 27, commencing on February 27, 1995

Regular Record Dates:
  [X]   Fifteenth day  (whether or not a Business
                        Day) immediately preceding the related
                        Interest Payment Date
  [  ]  Other (specify) ______________________

Interest Payment Period:
  [  ]  Monthly
  [  ]  Quarterly
  [X]   Semiannually
  [  ]  Annually

Interest Reset Period:
  [  ]  Daily
  [  ]  Weekly
  [  ]  Monthly
  [  ]  Quarterly
  [  ]  Semiannually
  [X]   Annually

Interest Reset Dates:
  [  ]  As specified in Prospectus Supplement
  [X]   Other (specify) August 27 of each year

Interest Determination Date:
  [  ]  As specified in Prospectus Supplement
  [  ]  Other (specify)  ____________________

Purchase of Notes at Option of Holder
     Purchase           Purchase
     Date(s): N/A      Price(s):  N/A

            Certain Federal Income Tax Consequences

The Notes will be treated, for Federal income tax purposes, as  a
series  of  short-term debt instruments issued  without  original
issue  or  acquisition  discount.  Accordingly,  the  payment  of
interest on the Notes will be treated as ordinary interest income
and  will  be  includible in income when received or  accrued  in
accordance with the holder's method of accounting.

                      Plan of Distribution

Pursuant  to  a Letter Agreement dated July 29, 1994 between  The
Walt  Disney  Company  (the "Company") and Salomon  Brothers  Inc
("Salomon"), Salomon has been selected and designated as an Agent
under the Distribution Agreement dated September 10, 1993 between
the  Company  and  Goldman, Sachs & Co., Lehman Brothers,  Lehman
Brothers Inc., Merrill Lynch & Co., Merrill Lynch, Pierce, Fenner
&  Smith  Incorporated  and Morgan Stanley  &  Co.  Incorporated,
solely  with respect to the purchase, as principal, of the Notes.
In the ordinary course of their respective businesses, affiliates
of  Salomon  have  engaged,  and may in  the  future  engage,  in
commercial banking and investment banking transactions  with  the
Company and its affiliates.