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Entire Disney board reelected

Less unrest than last year at shareholders meeting

MINNEAPOLIS — Mollified Mouse House shareholders on Friday easily reelected all of Disney’s board to another one-year term — including embattled chief exec Michael Eisner.

The demure annual gathering inside the Minneapolis Convention Center was in stark contrast with the 2004 annual meeting in Philadelphia, where Roy Disney and Stanley Gold organized a shareholder revolt against Eisner that resulted in Eisner being stripped of the chairman’s title.

Uprising ultimately led to the announcement that Eisner would step down when his contract is up in 2006, as well as to a number of board reforms. There have been rumors flying in recent days that Eisner would like to keep on at Disney in some capacity, possibly in the new role of “chief creative officer,” but most see that as unlikely.

Gold and Disney — nephew of Walt Disney — attended Friday’s meeting, but remained strangely mum, surprising many by not taking to the microphone during the question period. Disney, accompanied by two bodyguards, was nevertheless besieged with autograph requests.

In a sign of his diminishing role, Eisner was never on the stage alone during the shareholder gathering. Disney chair George Mitchell ran the meeting, while Eisner later shared the stage with Disney prexy-chief operating officer Bob Iger — considering the leading contender for Eisner’s job.

Eisner was nevertheless upbeat throughout the meeting, while Iger — a favorite these days on Wall Street –stuck to his subtle, business-saavy persona. Neither they nor Mitchell made themselves available to the press after the meeting. There also wasn’t any mention of James B. Stewart’s unflattering new book “Disney War.”

Meeting largely touted Disney’s much-improved performance in 2004, including the turnaround at ABC and the resurgent theme park biz. Eisner also said the film studio would take over Miramax should the contract not be renewed with Harvey and Bob Weinstein, and said private talks with the Weinsteins are ongoing. He also minimized the financial impact of not renewing with Pixar deal.

Insiders close to Roy Disney and Gold said the pair want to keep a low profile until Eisner’s replacement is named.

Along these lines, Disney and Gold didn’t urge fellow shareholders to follow their lead in withholding their vote for Eisner and other board directors. In a statement issued earlier this week, the duo said they were concerned that the board wasn’t conducting a thorough and open search for Eisner’s replacement.

Generally even-toned, Mitchell grew emphatic when telling shareholders that the board is on track to name a successor by June, but that it won’t make public the various candidates.

“There has been no prior determination. There have been no preconditions,” Mitchell said.

Mitchell also reminded shareholders that he will step down as board chair next year. It’s unclear whether Eisner’s replacement would be given the full title of chair-CEO, or whether Disney will keep the two jobs separate. Board recently amended its bylaws to say that it’s preferable to have the two roles split.

Eisner won reelection to the board with 92.2% of shareholder ballots counted (a final tally will come later). He still appeared to be the least liked among all the directors, considering that 7.8% withheld their votes, traditionally seen as a sign of protest.

Mitchell seemed to be the second-least popular, with 6.9% withholding their votes for him. Iger won reelection with 94.6% of the vote.

Back in New York, some Wall Street analysts warned Friday that Disney could face financial difficulty if it doesn’t renew a deal with Pixar. Current deal expires with the release of “Cars” next year and Pixar topper Steve Jobs said Thursday that renewal of the deal is unlikely.

“We do not believe Disney investors are properly discounting the (increasingly likely) impact of Disney losing Pixar, not to mention Miramax and our rising concerns related to ESPN and NFL costs,” Fulcrum Global Media analyst Richard Greenfield said.

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