This disturbs me:
"FACT: We have asked both the Securities and Exchange Commission (SEC) and the New York Stock Exchange (NYSE) to prohibit these broker votes (which are called "broker non-votes") in light of our active campaign seeking your withhold vote against Michael Eisner, John Bryson, Judith Estrin and George Mitchell. We are worried they will continue under their rules to permit brokerage firms to vote for all Disney management nominees if you do nothing to vote before the Disney Annual Meeting."
Now they are asking the SEC to CHANGE existing rules so that it will be more favorable to them? I don't remember them having a problem with this rule BEFORE they wanted to vote against Eisner.
"FACT: Your Board has the ability to exclude these so-called "broker non-votes" from the final tally on Messrs. Eisner, Bryson and Mitchell and Ms. Estrin. Do you think that the Disney Board will do so?"
Has the Disney board ever done so in the past? Again, the rules should change NOW, when they never had a problem with this before...when the "non-votes" were cast for their membership on the board?
If they want a proxy fight, fine...but they should then be willing to play by the same rules that were in effect when THEY were repeatedly re-elected to the board.