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Comcast Not Ready to Sweeten Disney Offer

After Walt Disney Co. directors rejected Comcast's unsolicited $54 billion bid as too low and rallied behind beleaguered chairman Michael Eisner, Comcast defended its merger proposal on Tuesday, leaving doubt about its willingness to sweeten the offer. On Tuesday, Walt Disney Co. lost 9 cents to $26.83. But the board said it would "consider any legitimate proposal" that would create shareholder value. Comcast was up 87 cents at $30.77 after several sessions of declines.

"Our proposal to acquire The Walt Disney Co. reflects a full and generous valuation based upon Disney's prospects and performance over a long period of time, representing a significant premium over Disney's unaffected share price during any relevant measurement period over the last three years," Comcast responded in a statement. "We maintain the belief that our merger proposal represents a sound and compelling proposition for both sets of shareholders."

Meanwhile, Disney directors geared up for the fight that lies ahead at the Disney Annual Meeting in Philadelphia on March 3. In a letter to shareholders, the directors said corporate governance is a major focus of the company, its board and its chief exec - and took a swipe at Roy Disney and Stanley Gold by suggesting that they have voted with the board on key business strategies and issues over the years that they now challenge. Disney and Gold are planning a separate Save Disney rally with shareholders on March 2.

Comcast Corporation (www.comcast.com) is principally involved in the development, management and operation of broadband cable networks, and in the provision of programming content. The company is the largest cable company in the United States, serving more than 21 million cable subscribers. The Company's content businesses include majority ownership of Comcast Spectacor, Comcast SportsNet, E! Entertainment Television, Style, The Golf Channel, Outdoor Life Network and G4.

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