Cup O’ Joe: Political Controversy & The Heroic Age – Comic Book Resources

The picture in the comic was taken from a REAL SIGN at Tea Party rally!!

Classic!

Cup O’ Joe: Political Controversy & The Heroic Age – Comic Book Resources

The book was getting ready to go to the printer, it was on fire already from a deadline standpoint, but the editor on the book noticed that there was a small art correct that needed to get done. On the first page featuring the protestors, the artist on the book drew slogans into the protest signs to give them a sense of reality and to set up the scene. On the following page featuring the protestors again, there were signs, but nothing written in them. From a continuity standpoint, this omission stood out like a sore thumb, but was easily fixable. So, just before the book went to the printer, the editor asked the letterer on the book to just fudge in some quick signs. The letterer in his rush to get the book out of the door but wanting to keep the signs believable, looked on the net and started pulling slogans from actual signs. That’s when he came upon this one.

Art Imitates Life..

FOXNews.com – Tea Party Jab to Be Zapped From Captain America Comic, Writer Says

I hate to give Fox News any press, but I had to comment about this.

First I was shocked that those Tea Party people can actually read, let alone read comics.  Someone had to point it out to them i bet.  Second, I have something to say to the Tea Party group.  Grow up and get the fuck over yourselves!  If something as little as this hits a nerve, maybe you should take a long hard look at what you are doing and how you are doing it.

To Marvel: SHAME on you for falling under this kind of pressure from a bunch of lunatics.  Do you think these people are really going to hurt your bottom line?  Or did the Mouse force you to do it?

FOXNews.com – Tea Party Jab to Be Zapped From Captain America Comic, Writer Says

Tea Party Jab to Be Zapped From Captain America Comic, Writer Says

By Joshua Rhett Miller

– FOXNews.com

A “tea bag” reference in a recent Captain America comic book that has angered the Tea Party movement will be removed by Marvel Comics in future editions, the story’s writer told FoxNews.com.

Writer Ed Brubaker told FoxNews.com that Marvel Comics will remove a “tea bag” reference from future editions of Captain America No. 602.

A “tea bag” reference in a recent Captain America comic book that has angered the Tea Party movement will be removed by Marvel Comics in future editions, the story’s writer told FoxNews.com.

In issue No. 602 of Captain America, “Two Americas, Part One,” the title hero and The Falcon, a black superhero from New York City, stumble upon a protest rally in Boise, Idaho. They see scores of protesters carrying signs that say “Stop the Socialists!” and “Tea Bag The Libs Before They Tea Bag YOU!”

Captain America says the protest appears to be an “anti-tax thing,” and The Falcon jokes that he likely would not be welcomed into the crowd of “angry white folks.”

Ed Brubaker, who wrote the story, told FoxNews.com he did not write the “Tea Bag The Libs Before They Tea Bag YOU!” sign shown in the edition, insisting that the words were added by someone in “lettering or production” just before being shipped to the printer. It will be changed in subsequent editions, he said.

“I don’t know who did it, probably someone who thought it was funny,” Brubaker wrote in an e-mail. “I didn’t think so, personally. That’s the sign being changed to something more generic for the trade reprint, because I and my editor were both shocked to see it.”

But the change may come too late to placate a chorus of critics who noticed the apparent jab at the Tea Party movement and who accused Marvel of making supervillains out of patriotic Americans.

Michael Johns, a board member of the Nationwide Tea Party Coalition, said he felt the “juvenile” dig will ultimately do more damage to Marvel’s brand than to the Tea Party movement. He also disputed the insinuation that the growing movement lacks diversity.

“The Tea Party movement has been very reflective of broad concerns of all Americans,” Johns said. “Membership is across ethnic, religious and even political lines.”

Johns accused Brubaker of “blame-shifting” and questioned why an apology or retraction hadn’t been issued as soon as the writer or Marvel executives noticed the politically charged signs.

Brubaker, meanwhile, has made no secret of his political leanings.

He said he wrote the script “four or five” months ago, which was shortly before he posted critical messages on his Twitter account regarding former vice presidential candidate Sarah Palin, Minnesota Rep. Michele Bachmann and former President George W. Bush.

“Memo to Bachman and the rest of the tea crowd — We had a revolution already, it’s called an election,” Brubaker tweeted on Nov. 5.

Nine days later, he wrote: “What did we learn this week? That Sarah Palin is a lying idiot. Hey, welcome to 2008 again.”

But Brubaker was adamant that he did not intend to imply that the group of protesters in the comic book were Tea Partiers.

“I was simply using them to show the mood in the country in various places outside Captain America and the Falcon’s usual home, New York City,” he wrote. “It’s very similar to other things we’ve done in the comic, showing leftwing protest crowds back during the election season in 2008.”

A spokeswoman for Marvel Comics did not respond to repeated requests for comment.

Herb London, president of the Hudson Institute, a think tank based in Washington, said the protest scene in the comic book is merely the latest attempt in a “systematic effort” to chastise the grassroots Tea Party movement.

“I was perplexed by this,” London said. “It seems to me there was a clear effort on someone’s part to undermine the Tea Party movement.”

London said the comic strip insinuates the protesters are “loonies,” and he questioned The Falcon’s reference to race.

“It involves sensitivities,” London said. “There’s no reason for something like that to be included.”

Marvel Begins Exciting New Direction in May 2010 | Marvel.com News | Marvel.com

This is long overdue in my opinion

Marvel Begins Exciting New Direction in May 2010 | Marvel.com News | Marvel.com

Marvel: The Heroic Age
Marvel Begins Exciting New Direction in May 2010

Posted: 2010-01-27 Updated: 2010-02-02 10:57:58

Marvel Comics is proud to announce The Heroic Age, the dawn of an exciting new era of heroism in the Marvel Universe! Beginning in May 2010 with the release of AVENGERS #1, The Heroic Age ushers in a brighter Marvel Universe and a bold new era for the world’s greatest super heroes as they emerge from darkness with a renewed sense of hope and optimism, leading to the formation of all new teams with new members…and brand new characters! Titles branded with the Heroic Age banner offer a perfect jumping on point for readers new and old alike, as the top comic book creators in the world deliver a Marvel Universe like you’ve never seen before!

Over the past few years, the Marvel Universe and its citizens have found themselves living in a dark age of despair. Beginning with the disbanding of the Avengers, the heroes of the Marvel Universe have been caught in a demoralizing downward spiral that has included the genocide of the mutant population, a divisive civil war between heroes, the assassination of Captain America, a worldwide subversive alien infiltration and invasion, and the media-fueled and publicly-supported ascension of the Green Goblin’s civilian identity, Norman Osborn, to power and control of the United States. Now, the heroes have united once again, stronger than ever and are prepared to face the dangers that lie ahead.

“Our heroes have experienced some of their greatest trials and tribulations recently, but now there’s going to be a renewed hope among their ranks,” said Joe Quesada, Chief Creative Officer & Editor-in-Chief Marvel Entertainment LLC. “As our heroes emerge from the darkness, the Marvel Universe is going to be a more optimistic place than we’ve seen in a quite awhile. But that doesn’t mean we’re making things easy for our characters!”

From the tone of the storylines, to the stunning new artistic look, The Heroic Age ushers in a dramatic new vision of the Marvel Universe. Marvel’s most elite characters will be at the center of The Heroic Age, including Iron Man, Captain America, Thor, the Fantastic Four, the Avengers and more!

David Gabriel, Senior Vice-President of Sales & Circulation, Marvel Entertainment LLC. added “We’ve been working out the details of THE HEROIC AGE for about a year now. The plan is to give old and new fans alike the perfect place to jump into the Marvel Universe without feeling like they’ve missed out on anything that’s come before. If there’s a Heroic Age banner on one of the books, we’re serious when we say ‘the Marvel Universe Starts Here!”

A new Age of Heroes dawns this May as THE HEROIC AGE begins and changes the face of comics as you know them! Join Brian Michael Bendis, Ed Brubaker, Jonathan Hickman, John Romita Jr, and more of the industry’s hottest creators as they bring a bold new era for the world’s greatest super heroes, with a stunning new look for the Marvel Universe!

In Wake of Disney-Marvel Deal, Cartoonist’s Heirs Seek to Reclaim Rights – Media Decoder Blog – NYTimes.com

In Wake of Disney-Marvel Deal, Cartoonist’s Heirs Seek to Reclaim Rights – Media Decoder Blog – NYTimes.com

September 20, 2009, 3:37 pm
In Wake of Disney-Marvel Deal, Cartoonist’s Heirs Seek to Reclaim Rights
By Michael Cieply and Brooks Barnes

The Walt Disney Company’s proposed $4 billion acquisition of Marvel Entertainment may come with a headache: a brand-new superhero copyright dispute.

Heirs to the comic-book artist Jack Kirby, who has been credited as the co-creator of characters and stories behind Marvel mainstays like the “X-Men” and “Fantastic Four,” among many others, last week sent 45 notices of copyright termination to Marvel, Disney, Sony Pictures, Universal Pictures, 20th Century Fox, Paramount Pictures and others who have been making films and other forms of entertainment based on the characters.

The legal notices expressed an intent to regain copyrights to some creations as early as 2014, according to a statement from Toberoff & Associates, a Los Angeles firm that helped win a court ruling last year returning a share of the copyright in Superman to heirs of the character’s co-creator, Jerome Siegel.

Reached by telephone on Sunday, Mr. Toberoff declined to elaborate on the statement. A spokeswoman for Marvel had no immediate comment. Disney said in a statement, “The notices involved are an attempt to terminate rights seven to 10 years from now, and involve claims that were fully considered in the acquisition.” Fox, Sony, Paramount and Universal had no comment.

Marvel shareholders must still approve the sale of the company to Disney, which is already battling criticism from some Wall Street analysts that Marvel comes with too messy an array of rights agreements. The worry is that Disney will have a hard time immediately executing a coordinated exploitation of Marvel’s various brands.

Sony has the film rights to Spider-Man in perpetuity, for instance, while Fox has the X-Men and Fantastic Four. Paramount has a distribution agreement for Marvel’s next few self-produced movies, including a second “Iron Man” film. Meanwhile, Hasbro has certain toy rights and Universal holds Florida theme park rights to Spider-Man and the Incredible Hulk, among other characters.

Mr. Kirby, who died in 1994, worked with the writer-editor Stan Lee to create many of the characters that in the last decade have become some of the most valuable in a Hollywood that hungers for super-heroes. Mr. Kirby was involved with “The Incredible Hulk,” “The Mighty Thor,” “Iron Man,” “Spider-Man,” and “The Avengers,” among others.

The window for serving notice of termination on the oldest of the properties opened several years ago, and will remain open for some time under the law. But Disney’s announced purchase gives a new reason for anyone with claims on Marvel to stake out a position.

Under copyright law, the author or his heirs can begin a process to regain copyrights a certain period of years after the original grant. If Mr. Kirby’s four children were to gain the copyright to a co-created character, they might become entitled to a share of profits from films or other properties using it. They might also find themselves able to sell rights to certain characters independently of Marvel, Disney, or the various studios that have licensed the Marvel properties for their hit films.

In July, a federal judge in Los Angeles ruled that Warner Brothers and its DC Comics unit had not violated rights of the Siegel heirs in handling internal transactions related to Superman, but an earlier ruling had already granted the heirs a return of their share in the copyright. In the late 1990s, Mr. Toberoff represented a television writer, Gilbert Ralston, who sued Warner over the rights to the film “Wild, Wild West.” The suit was ultimately settled.

Copyright issues have become increasingly difficult for Hollywood, as it continues to trade on characters and stories that were created decades ago, but are now subject to deadlines and expiration dates under federal copyright law.

Marvel, Disney And The $1.99 Comic Book | Bleeding Cool Comic News & Rumors

Holy crap!!

Marvel, Disney And The $1.99 Comic Book | Bleeding Cool Comic News & Rumors

Marvel, Disney And The $1.99 Comic Book
Submitted by Rich Johnston on September 10, 2009 – 9:00 am (1) comments
“Remember these days?”

Marvel publishing makes millions.

Marvel films and related licensing can, over time, make billions.

Marvel films’ success are based, in part, by the good feeling towards their comics, the media buy in of the fans buzz, the A-list actors willing to take lower salaries to be in something cool, the genuine enthusiast experience that is infectious to the mass market.

If the comics get too expensive, the casual fans may drift away. Marvel may make more money at a higer price point, but with less readers, and less buzz. Which, eventually, may impact on the movies and licensing.

However, what if Disney was premptive? What if Disney want to do something that makes a big impact on the comics business. It may make less money, it may cost them in instant revenue, but it also may reignite the kind of buzz that will help the slew of Marvel and Marvel-related films and merchandise.

What if the comics, rather than creeping towards the $3.99 price, suddenly dropped. To $1.99. Across the board. Sales would rocket, market share would sour, other publishers would be squeezed off the shelves, plastic rings or no plastic rings, comics revenue would fall. But buzz would increase, increase, increase.

It might even just save the direct market.

Naturally such a publisher would need deep pockets to do this on a mass scale.

Oh, it’s Disney.

Lose a million, make a billion. I understand this approach is seriously being discussed at the publisher.

And suddenly Vampirella and Fell won’t seem that special…

And it might just make Marvel’s reluctance to go below $1.99 for digital downloads of single issues moot, and see them support the 99 cent model rapidly becoming the norm…

Cup O’ Joe: Cup O’ Q&A: The Disney Acquisition – Comic Book Resources

Rest of the article at the link below

Cup O’ Joe: Cup O’ Q&A: The Disney Acquisition – Comic Book Resources

CUP O’ JOE is back with a very, very special Wednesday edition CUP O’ Q&A. Here, for the first time, Joe Quesada, Editor-in-Chief of Marvel Comics, answers questions posed by CBR News and CBR readers regarding the recently announced acquisition of Marvel Entertainment by The Walt Disney Company.

This will be Quesada’s exclusive, one and only interview on the matter for the next several months, until the SEC formalities are concluded and the Marvel-Disney deal is done, as detailed in the lengthy legal statements found at the bottom of this story.

CUP O’ JOE is Executive Produced by Jonah Weiland and Produced by Kiel Phegley.

Stan Lee gives Disney-Marvel his blessing – Reuters

I just hope that Stan gets a little piece of that pie

Stan Lee gives Disney-Marvel his blessing

Mon Aug 31, 2009 7:55pm EDT

By Alex Dobuzinskis

LOS ANGELES (Reuters) – Stan Lee, who co-created many of Marvel Entertainment Inc’s most famous characters, gave Disney’s takeover bid a thumbs-up on Monday and waved off fears the entertainment conglomerate might undermine decades-old comics mythology.

Lee, who helped dream up some of the most enduring icons in popular culture from Spider-Man to the Fantastic Four, dismissed notions the core young male audience — notorious for attacking virtually every comic-book adaptation’s faithfulness — had anything to worry about.

“To me, becoming ‘Disneyfied’ is not a bad thing. I mean look at (Disney) movies like ‘Pirates of the Caribbean,’” Lee, who parted ways with Marvel years ago, but remains its Chairman Emeritus, said in a telephone interview with Reuters.

“Disney knows how to do movies. They know how to do colorful characters and I think the fans, if they think about it, they’re going to love it.”

Disney agreed on Monday to buy Marvel for $4 billion.

Former Marvel executive Shirrel Rhoades said on Monday that some Marvel readers were worried the “comic books will get watered down in a Disney-like way.”

But for Lee, that spells great things ahead for his creations, such as Thor, the Norse God of Thunder who will anchor a big-screen adaptation in 2011.

The 86-year-old Lee is no longer involved in the day-to-day operations of the company he helped build into a comics titan from the unknown arm of a pulp-fiction publisher. These days he is the creative force behind his own media company, called POW! Entertainment, which itself has a business partnership with Disney.

In 2011, Marvel Entertainment plans to release the movie “Thor,” based on a Stan Lee character borrowed from European mythology.

“I was trying to think of something that would be totally different. What could be bigger and even more powerful than the Hulk? And I figured why not a legendary god,” he said.

To give Thor more rhetorical punch in the comics, Lee said he gave him dialogue borrowed from the Bible and Shakespeare.

Gareb Shamus, CEO of Wizard Entertainment and the organizer of several comic-book conventions, said Lee remains a legend in the comic book world and he described meeting Lee to coming face-to-face with a character from the pages of a comic.

“It doesn’t matter where he goes, anywhere around the world, he’s the man that created some of your best friends,” Shamus added.

(Reporting by Alex Dobuzinskis; editing by Edwin Chan and Andre Grenon)

What Disney-Marvel Means for More Deal Making – Deal Journal – WSJ

What Disney-Marvel Means for More Deal Making – Deal Journal – WSJ

* August 31, 2009, 3:05 PM ET

What Disney-Marvel Means for More Deal Making

Walt Disney’s $4 billion acquisition of Marvel Entertainment represents the kind of deal that the global financial crisis had practically silenced.

Disney says its primary reason for acquiring Marvel–and for paying a hefty premium for the creator of Spiderman, Daredevil and other popular comic characters–is that it simply liked the company and wanted its assets.

“This was a company that we admired that we saw growing right before our eyes, that we were impressed with,’” Disney chief Bob Iger told investors during a conference call Monday. “So it was not driven by anything other than continued interest in what Marvel is and what they have done and a continued desire at this company to look for great creativity, great creative people, great intellectual property.”

He added: “We don’t have any…problematic strategic holes. We did not have any situation that in any way suggested that this was a must-do deal.”

Under most circumstances, there would be nothing unusual about Iger’s comments. But this is no normal year. Until Disney announced its bid for Marvel this morning, August had been the slowest month for M&A deal volume since researcher Dealogic began keeping records in 1995.

And many of this year’s deals have been driven by the interests of near-term survival, not primarily by long-term growth. Pharmaceutical giants have acquired bio-technology companies to replenish badly depleted drug pipelines. Mergers in the energy, agriculture and home building sectors have been driven largely by a belief that bigger companies are better able to weather a global recession and falling commodity prices.

Then consider Baker Hughes’ $5.5 billion acquisition of BJ Services, also announced today. Baker Hughes said it needed BJ’s pumping operations to better compete in the oilfield business internationally, while BJ Services determined it could compete more effectively when combined with a larger company. Baker Hughes paid a 16% premium to BJ Services’ Friday closing price. Investors, worried that Baker Hughes overpaid, sent the stock tumbling 8.5% in afternoon trading.

Disney didn’t do much to sugar coat the 29% premium it is paying for Marvel. “We are acquiring a premium company at a premium set of assets, and for that I think you have to pay a full and fair price,’’ Disney Chief Financial Officer Tom Staggs said on the call. Disney shares fell 3%, mostly on concerns that the cash-stock deal would be dilutive in the near term.

For Disney, the deal means it can use Marvel’s Spidey and Hulk franchises to tap into an older, male audience. (Girls tend to like Disney more than boys.) Of course, Disney may have overpaid for Marvel. After all, how many more blockbusters can be created from Marvel’s library of 5,000 lesser known comic book characters?

And one deal does not a trend make. Still, Disney may have broached a psychological barrier in M&A by completing a deal that neither company says it needed to do. And it could signal that other companies with sizable cash reserves and strong balance sheets may start switching back to offense from defense. Perhaps the old normal is back.

UPDATE: Disney To Buy Marvel Enterprises For $4 Billion – Dow Jones Newswires

By Nat Worden

Of DOW JONES NEWSWIRES

NEW YORK -(Dow Jones)- Mickey Mouse, meet the X-Men.

The Walt Disney Co. (DIS) said Monday it agreed to buy Marvel Entertainment Inc. (MVL), the creator of Spider-Man, the X-Men and thousands of other characters, for about $4 billion in the company’s largest acquisition since it bought Pixar Animation Studios in 2006.

The deal opens a new chapter in Disney’s long history, adding a slew of new, globally recognized movie characters – such as Iron Man, Spider-Man, X-Men, Captain America, Fantastic Four and Thor – to its deep bench of classic and contemporary icons. It also adds countless lesser-known storylines and characters that Disney hopes to introduce to the world.

The deal marks the first big media deal since companies began hoarding cash last fall during the global financial crisis. Aside from the economic downturn, Disney’s move amounts to a rare display of confidence in an industry that’s muddling though a daunting transition to digital media amid growing doubts about its traditional business models.

Disney Chief Executive Robert Iger said during a conference call Monday that Marvel was an attractive target for Disney despite the challenges facing the media industry, such as the decline of DVD sales, that has hurt profitability at major film studios.

“They’re not bulletproof. They are not immune from the changes that we’re seeing, but they have established a footing that we think is more solid than what you typically see in the nonbranded non-character driven movie,” said Iger.

Disney shares were down 3.9% at $25.80 while Marvel shares jumped 25% to $ 48.32. Shares ofDreamWorks Animation SKG Inc. (DWA) were up 5% to $33.25 on the prospect of more acquisitions in media and entertainment.

“This is another sign that confidence is returning to the marketplace, ” said Miller Tabak analyst David Joyce.

The Disney-Marvel marriage fits with the strategy du jour for major media conglomerates such as Disney andTime Warner Inc. (TWX) of driving revenue from popular content over time across the globe and multiple technology and entertainment platforms.

Disney has a unique array of businesses to execute the strategy with its global sales and distribution infrastructure, its theme parks, its video game and merchandising businesses and its cable and broadcast TV networks. For its part, Marvel is a particularly attractive target for the company given its appeal to younger male audiences, while Disney has shown outsized strength with females through properties like Hannah Montana and the Jonas Brothers.

High Price For Premium Assets

Under the agreement, Marvel shareholders will receive $30 a share in cash plus about 0.745 Disney share for each Marvel share. Based on Friday’s closing prices, the deal is valued at $50 per Marvel share, about a 29% premium.

Miller Tabak’s Joyce noted that Disney is paying a steep valuation for Marvel, but he views the deal as a “good long-term strategic move” for the company.

“You can’t expect to pay a bargain price for premium assets,” said Disney Chief Financial Officer Tom Staggs. “Marvel is worth more inside Disney than outside Disney.”

During the conference call following the announcement, Staggs said the company will issue roughly 59 million Disney shares in order to consummate the deal, but the company plans to repurchase the same number of shares over the next year to avoid long-term dilution to its existing shareholders.

Staggs said he expects the deal to be dilutive to Disney shareholders in its fiscal 2010 by a a mid-single-digit percentage, but he expects it to be accretive to shareholders within two years.

The companies said the amount of cash and stock in the deal will be adjusted at closing so that the value of the Disney stock is at least 40% of the purchase price. Besides shareholder backing, the deal will require antitrust approval.

Moody’s Investors Service affirmed its rating on Disney’s debt despite the high cost of the deal, but said that its willingness to spend on acquisitions despite the uncertain economic outlook is inconsistent with the actions of its peers. The credit rating agency said that Disney is a weak A2-rated credit, but noted that the strategic benefit of the Marvel purchase and the ability to generate free-case flow should help improve the company’s debt profile.

Marvel has long-term production and distribution deals in place with Disney competitors, including Sony Corp.’s (SNE) Sony Entertainment, News Corp.’s ( NWSA) 20th Century Fox Films and Viacom Inc.’s (VIA) Paramount Pictures, which complicate the company’s strategic position.

News Corp., which is parent of Dow Jones & Co., publisher of this news service, declined to comment.Viacom and Sony weren’t immediately available to comment.

In many cases, it will take years before Disney can garner anything more than licensing fees from some key Marvel characters, but Staggs said those revenue are attractive and the company will have the option of ending those deals over time and integrating them into Disney.

Marvel Chief Executive Ike Perlmutter will continue to oversee the Marvel properties, which have branched out into animated television series and live- action films. Marvel earned a net profit of $206 million last fiscal year, up 47 percent from a year earlier, on revenue of $676 million.

-By Nat Worden, Dow Jones Newswires; 212-416-2472; nat.worden@dowjones .com

(Mike Barris contributed to this report.)

(END) Dow Jones Newswires
08-31-09 1309ET
Copyright (c) 2009 Dow Jones & Company, Inc.

Disney to Acquire Marvel Entertainment – MarketWatch

WTF?!?!?!?!

Coming soon Mickey and Spider-Man crossover

Disney to Acquire Marvel Entertainment – MarketWatch

Aug 31, 2009, 9:00 a.m. EST
Disney to Acquire Marvel Entertainment
Worldwide leader in family entertainment agrees to acquire Marvel and its portfolio of over 5,000 characters

BURBANK, Calif. & NEW YORK, Aug 31, 2009 (BUSINESS WIRE) — –Acquisition highlights Disney’s strategic focus on quality branded content, technological innovation and international expansion to build long-term shareholder value

–An investor conference call will take place at approximately 10:15 a.m. EDT / 7:15 a.m. PDT August 31, 2009. Details for the call are listed in the release.

Building on its strategy of delivering quality branded content to people around the world, The Walt Disney Company /quotes/comstock/13*!dis/quotes/nls/dis (DIS 26.84, -0.17, -0.63%) has agreed to acquire Marvel Entertainment, Inc. /quotes/comstock/13*!mvl/quotes/nls/mvl (MVL 38.65, +0.41, +1.07%) in a stock and cash transaction, the companies announced today.

Under the terms of the agreement and based on the closing price of Disney on August 28, 2009, Marvel shareholders would receive a total of $30 per share in cash plus approximately 0.745 Disney shares for each Marvel share they own. At closing, the amount of cash and stock will be adjusted if necessary so that the total value of the Disney stock issued as merger consideration based on its trading value at that time is not less than 40% of the total merger consideration.

Based on the closing price of Disney stock on Friday, August 28, the transaction value is $50 per Marvel share or approximately $4 billion.

“This transaction combines Marvel’s strong global brand and world-renowned library of characters including Iron Man, Spider-Man, X-Men, Captain America, Fantastic Four and Thor with Disney’s creative skills, unparalleled global portfolio of entertainment properties, and a business structure that maximizes the value of creative properties across multiple platforms and territories,” said Robert A. Iger, President and Chief Executive Officer of The Walt Disney Company. “Ike Perlmutter and his team have done an impressive job of nurturing these properties and have created significant value. We are pleased to bring this talent and these great assets to Disney.”

“We believe that adding Marvel to Disney’s unique portfolio of brands provides significant opportunities for long-term growth and value creation,” Iger said.

“Disney is the perfect home for Marvel’s fantastic library of characters given its proven ability to expand content creation and licensing businesses,” said Ike Perlmutter, Marvel’s Chief Executive Officer. “This is an unparalleled opportunity for Marvel to build upon its vibrant brand and character properties by accessing Disney’s tremendous global organization and infrastructure around the world.”

Under the deal, Disney will acquire ownership of Marvel including its more than 5,000 Marvel characters. Mr. Perlmutter will oversee the Marvel properties, and will work directly with Disney’s global lines of business to build and further integrate Marvel’s properties.

The Boards of Directors of Disney and Marvel have each approved the transaction, which is subject to clearance under the Hart-Scott-Rodino Antitrust Improvements Act, certain non-United States merger control regulations, effectiveness of a registration statement with respect to Disney shares issued in the transaction and other customary closing conditions. The agreement will require the approval of Marvel shareholders. Marvel was advised on the transaction by BofA Merrill Lynch.

Investor Conference Call:

An investor conference call will take place at approximately 10:15 a.m. EDT / 7:15 a.m. PDT today, August 31, 2009. To listen to the Webcast, turn your browser to http://corporate.disney.go.com/investors/presentations.html or dial in domestically at 800-260-8140 or internationally at 617-614-3672. For both dial-in numbers, the participant pass code is 51214527.

The discussion will be available via replay on the Disney investors website through September 14, 2009 at 7:00 PM EDT/4:00 PM PDT.

About The Walt Disney Company

The Walt Disney Company, together with its subsidiaries and affiliates, is a leading diversified international family entertainment and media enterprise with five business segments: media networks, parks and resorts, studio entertainment, interactive media and consumer products. Disney is a Dow 30 company with revenues of nearly $38 billion in its most recent fiscal year.

About Marvel Entertainment, Inc.

Marvel Entertainment, Inc. is one of the world’s most prominent character-based entertainment companies, built on a library of over 5,000 characters featured in a variety of media over seventy years. Marvel utilizes its character franchises in licensing, entertainment (via Marvel Studios and Marvel Animation) and publishing (via Marvel Comics).

Forward-Looking Statements:

Certain statements in this communication may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements relate to a variety of matters, including but not limited to: the operations of the businesses of Disney and Marvel separately and as a combined entity; the timing and consummation of the proposed merger transaction; the expected benefits of the integration of the two companies; the combined company’s plans, objectives, expectations and intentions and other statements that are not historical fact. These statements are made on the basis of the current beliefs, expectations and assumptions of the management of Disney and Marvel regarding future events and are subject to significant risks and uncertainty. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. Neither Disney nor Marvel undertakes any obligation to update or revise these statements, whether as a result of new information, future events or otherwise.

Actual results may differ materially from those expressed or implied. Such differences may result from a variety of factors, including but not limited to:

– legal or regulatory proceedings or other matters that affect the timing or ability to complete the transactions as contemplated;

– the possibility that the expected synergies from the proposed merger will not be realized, or will not be realized within the anticipated time period; the risk that the businesses will not be integrated successfully;

– the possibility of disruption from the merger making it more difficult to maintain business and operational relationships;

– the possibility that the merger does not close, including but not limited to, due to the failure to satisfy the closing conditions;

– any actions taken by either of the companies, including but not limited to, restructuring or strategic initiatives (including capital investments or asset acquisitions or dispositions);

– developments beyond the companies’ control, including but not limited to: changes in domestic or global economic conditions, competitive conditions and consumer preferences; adverse weather conditions or natural disasters; health concerns; international, political or military developments; and technological developments.

Additional factors that may cause results to differ materially from those described in the forward-looking statements are set forth in the Annual Report on Form 10-K of Disney for the year ended September 27, 2008, which was filed with the Securities and Exchange Commission (“SEC”) on November 20, 2008, under the heading “Item 1A–Risk Factors” and in the Annual Report on Form 10-K of Marvel for the year ended December 31, 2008, which was filed with the SEC on February 27, 2009, under the heading “Item 1A–Risk Factors,” and in subsequent reports on Forms 10-Q and 8-K and other filings made with the SEC by each of Marvel and Disney.

Important Merger Information and Additional Information:

This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote or approval. In connection with the proposed transaction, Disney and Marvel will file relevant materials with the SEC. Disney will file a Registration Statement on Form S-4 that includes a proxy statement of Marvel and which also constitutes a prospectus of Disney. Marvel will mail the proxy statement/prospectus to its stockholders. Investors are urged to read the proxy statement/prospectus regarding the proposed transaction when it becomes available, because it will contain important information. The proxy statement/prospectus and other documents that will be filed by Disney and Marvel with the SEC will be available free of charge at the SEC’s website, www.sec.gov, or by directing a request when such a filing is made to The Walt Disney Company, 500 South Buena Vista Street, Burbank, CA 91521-9722, Attention: Shareholder Services or by directing a request when such a filing is made to Marvel Entertainment, Inc., 417 Fifth Avenue New York, NY 10016, Attention: Corporate Secretary.

Disney, Marvel, their respective directors and certain of their executive officers may be considered participants in the solicitation of proxies in connection with the proposed transaction. Information about the directors and executive officers of Marvel is set forth in its definitive proxy statement, which was filed with the SEC on March 24, 2009. Information about the directors and executive officers of Disney is set forth in its definitive proxy statement, which was filed with the SEC on January 16, 2009. Investors may obtain additional information regarding the interests of such participants by reading the proxy statement/prospectus Disney and Marvel will file with the SEC when it becomes available.

SOURCE: The Walt Disney Company

The Walt Disney Company
Zenia Mucha
Corporate Communications
818-560-5300
or
Jonathan Friedland
Corporate Communications
818-560-8306
or
Lowell Singer
Investor Relations
818-560-6601