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ROY DISNEY QUITS, SEEKS EISNER EXIT

Roy E. Disney has abruptly quit as Walt Disney Co.’s vice chairman and demanded that CEO Michael Eisner also step down.

The 73-year-old Disney, who’s held the post 20 years and had been the largest individual shareholder of the media giant, lashed out at Eisner in a letter, saying, ” . . . it is you who should be leaving and not me.”

Disney officials couldn’t be reached.

Disney’s resignation may be a pre-emptive move to avoid being forced off the Disney board. The board’s governance and nominating committee has decided not to recommend Disney for another term because he is over the mandated retirement age of 72, the company said yesterday.

The full board is scheduled to meet today and Tuesday in New York; board membership is on the meeting agenda.

Roy Disney is the last family member to be active in the company.

His letter to Eisner caps a tumultuous several years for Eisner, in which shareholders complained publicly about the weak performance of the company’s stock and its earnings.

Disney’s letter cites seven areas in which he says Eisner has failed in the past seven years, including Eisner’s “micro-management.”

Just three months ago, Roy Disney’s family trust agreed to start selling 43 percent of its stake in the company founded by his uncle, the late Walt Disney.

Roy Disney said at the time in a company statement that he was trying to diversify his investments.

Disney shares have skidded in each of the past five years, but began rising again this year, posting a nearly 42 percent gain for the year. Shares, which edged up 1 cent on Friday to $23.09, haven’t yet recovered from big past declines, including a drop of 28 percent in 2001 and a drop of 21 percent in 2002.

Eisner has also been criticized by shareholders for failing to get better profits at the ABC TV network or to improve results at the company’s famed amusement parks, which have been suffering from declining visitors.

Roy Disney is chairman of Shamrock Holdings, and as of March 2003 owned about 17.3 million shares of Disney – more than the 14 million shares owned by Eisner, according to filings.

Eisner, 61, who last year was paid $6 million in salary and restricted stock, has served as chairman and CEO since September 1984.

Roy Disney, a producer and filmmaker, has been head of animation at the Disney film studio since 1985 and worked in other posts at the studio since 1967.

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Fightin’ words

In a blistering resignation letter, departing Walt Disney Co. Vice Chairman Roy Disney Jr. lashed out at company CEO Michael Eisner.

Among his attacks:

-Told Eisner, “It is you who should be leaving and not me.”

– Detailed seven areas in which he says Eisner has failed in the past seven years.

-Blasted Eisner for his “micro-management.”