The Home Depot And The Walt Disney Company Plan Multi-Year Pact

ATLANTA, Ga. and BURBANK, Calif., May 23, 2002 -The Home Depot (NYSE: HD) and The Walt Disney Company (NYSE: DIS) have agreed in principle to a multi-faceted alliance that will result in several mutually beneficial initiatives for the two companies.

Highlights of the agreement include:

Home Depot and Disney’s ABC Unlimited media units plan to enter a three-year pact to leverage Home Depot’s media spend across leading Disney properties, such as ABC-TV, ESPN and Lifetime. There are significant business benefits to developing such strong relationships across both companies. The agreement will be the largest of its kind in Home Depot’s history.

Home Depot and Disney plan to develop The Disney Paint Program, an exclusive room-decorating program featuring a line of Disney-branded, children’s paint. The program would be launched in January 2003 as part of the Disney Homeinitiative. Other home improvement products such as decorative hardware and lighting would complement the program.

Disney to purchase Home Depot products for a variety of its operations.

“We are excited about this new relationship in that it leverages the strengths of two world-class brands to create new opportunities and provide greater efficiencies that will benefit both companies,” said Bob Nardelli, chairman, president and CEO, The Home Depot. “This is just the start of an expanding, long-term relationship.”

Robert Iger, president, and COO of The Walt Disney company, stated: “The combination of Disney’s, ESPN’s and ABC’s brand strength and broad scope provides unparalleled reach and opportunity for The Home Depot. I am confident that ABC Unlimited will provide tremendous added value. We are pleased to work with Home Depot, whose commitment to customer service and innovation are commendable.”

The Walt Disney Company is a diversified, international family entertainment and media company whose operations include theme parks and resorts, filmed entertainment including motion pictures and television shows, home video products, records, consumer products, a cruise line, radio and television stations, broadcast and cable networks, Internet offerings, publishing activities and professional sports enterprises. Disney owns ABC Inc. Founded in 1923 by Walter E. Disney and his brother Roy O. Disney, The Walt Disney Company generated revenues of $25.2 billion in 2001. It employs more than 110,000 people worldwide.

Established in September 2000, ABC Unlimited is the integrated sales and marketing unit of the ABC Television Network. The properties under the ABC Unlimited umbrella reach an estimated 98% of adults 18+ or an estimated 202 million adults. The group is committed to working more closely with clients to offer, not only advertising opportunities, but comprehensive marketing solutions. ABC Unlimited brings together the power of three preeminent brands in media and entertainment: Disney, a creative and dynamic force in the marketplace for over 75 years; ABC, an innovative multimedia company with unsurpassed reach; and ESPN, the undisputed leader in sports worldwide.

Founded in 1978, The Home Depot is the world’s largest home improvement retailer and operates more than 1,390 stores in the U.S., Canada, Mexico and the Caribbean. The company generated revenues of $53.6 billion in 2001 and employs more than 260,000 associates. Fortune magazine named The Home Depot the number one Specialty Retailer and sixth Most Admired Company in America. The company’s stock is publicly traded and is included in the Dow Jones Industrial Average and the Standard & Poor’s 500 Index.

This press release contains statements that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on current expectations, estimates and intentions reflecting, in part, business and marketing assumptions made by the management of The Walt Disney Company and The Home Depot. These statements involve risks and uncertainties and are not guarantees of future actions or performance, which may also be affected by such factors as changing strategic directions, inability to conclude definitive agreements and evolving market and competitive conditions. The forward-looking statements contained herein speak only as of the date on which they are made, and neither The Walt Disney Company nor The Home Depot undertakes any obligation to update any forward-looking statement to reflect events or circumstances after the date of this release.