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CORRESP
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              Daniel J. Cerqueira

              dcerqueira@cravath.com

              T +212-474-1156

              New York

        March 26, 2024

              Re:

                Walt Disney Co

                  Definitive Additional Soliciting Materials

                  Filed March 21, 2024

                  File No. 001-38842

        Dear Mr. Duchovny:

        This letter is submitted on behalf of The Walt Disney Company (the “Company” or “Disney”) in response to a comment from the staff of the Division of Corporation Finance and the Office of Mergers & Acquisitions (the “Staff”) of the Securities and Exchange Commission (the “Commission”) in a letter to the Company dated March
          22, 2024 with respect to a press release filed by the Company as soliciting material under Rule 14a-12 under the Securities Exchange Act of 1934, as amended, on March 21, 2024 (the “Press Release”).

        In this letter, the Staff’s comment is indicated in italics, followed by the Company’s response thereto.

        Definitive Additional Soliciting Materials

        Press Release

                1.

                  We note your disclosure that “...ISS agrees that Perlmutter’s involvement is ‘an unfortunate distraction’ and that he ‘may cast a baleful shadow over the Board’ if Peltz
                      is elected.” (emphasis added) We note that ISS does not state that it agrees with
                      the views described therein which ascribe the phrase “may cast a baleful shadow over the Board” to “the company and others.”  Please revise your disclosure to clarify ISS’s views as expressed in ISS’s report.

                  Response: The Company acknowledges the Staff’s comment and
                      respectfully advises the Staff that ISS stated, without ascribing such phrase to others and as a concluding statement following a litany of facts supporting such view, that Mr. Perlmutter’s direct involvement is an unfortunate
                      distraction.1  Therefore, the Company believes that this statement was an accurate representation of ISS’ views.  With respect to the reference to ISS stating that Mr. Perlmutter “may cast a baleful shadow over the
                      Board”, in response to the Staff’s comment, the Company has revised the Press Release to remove such reference and has filed this revised press release as soliciting material under Rule 14a-12 under the Securities Exchange Act of
                      1934, as amended, on March 22, 2024 (the “Revised Press Release”).  The Company has also replaced the Press Release with the Revised Press Release in
                      all websites managed by the Company where the Press Release was posted, and has discontinued any distribution or usage of the Press Release.

          1For the Staff’s reference, the ISS report stated: “By most accounts, his separation from DIS was well warranted, as his clashes with
              other executives were well documented.  As such, Perlmutter’s direct involvement (he is listed as a participant in the solicitation) is an unfortunate distraction, and it makes it difficult to fully fault DIS for its defensive posture.”
            (ISS Report, page 4).

      We hope that the foregoing has been responsive to the Staff’s comment. If you have any questions or would like further information regarding the foregoing, please do not hesitate to contact me at the number or email
        listed above.

              Sincerely,

              /s/ Daniel J. Cerqueira

              Daniel J. Cerqueira

      U.S. Securities and Exchange Commission

      Division of Corporate Finance

      Office of Mergers & Acquisitions

      100 F Street, N.E.

      Washington, D.C. 20549

      Attention: Daniel Duchovny

      Copy to:

      Mr. Horacio Gutierrez

      Senior Executive Vice President, Chief Legal and Compliance Officer

      The Walt Disney Company

      500 South Buena Vista Street,

      Burbank, CA 91521

      VIA EDGAR and EMAIL