Walt Disney, 65, Dies on Coast; Founded an Empire on a Mouse
Special to THE NEW YORK TIMES

Los Angeles, Dec. 15--Walt Disney, who built his whimsical cartoon world of Mickey Mouse, Donald Duck and Snow White and the Seven Dwarfs into a $100-million-a-year entertainment empire, died in St. Joseph's Hospital here this morning. He was 65 years old.

His death, at 9:35 A.M., was attributed to acute circulatory collapse. He had undergone surgery at the hospital a month ago for the removal of a lung tumor that was discovered after he entered the hospital for treatment of an old neck injury received in a polo match. On Nov. 30 he re-entered the hospital for a "post-operative checkup."

Just before his last illness, Mr. Disney was supervising the construction of a new Disneyland in Florida, a ski resort in Sequoia National Forest and the renovation of the 10-year-old Disneyland at Anaheim. His motion-picture studio was turning out six new productions and several television shows and he was spearheading the development of the vast University of the Arts, called Cal Art, now under construction here.

Although Mr. Disney held no formal title at Walt Disney Productions, he was in direct charge of the company and was deeply involved in all its operations. Indeed, with the recent decision of Jack L. Warner to sell his interest in the Warner Brothers studio, Mr. Disney was the last of Hollywood's veteran moviemakers who remained in personal control of a major studio.

Roy Disney, Walt Disney's 74-year-old brother, who is president and chairman of Walt Disney Productions and who directs its financial operations, said:
"We will continue to operate Walt's company in the way that he had established and guided it. All of the plans for the future that Walt had begun will continue to move ahead."

Besides his brother, Mr. Disney is survived by his widow, Lillian, two daughters, Mrs. Ron Miller and Mrs. Robert Brown.
A private funeral service will be held at a time to be announced.

Weaver of Fantasies
From his fertile imagination and industrious factory of drawing boards, Walt Elias Disney fashioned the most popular movie stars ever to come from Hollywood and created one of the most fantastic entertainment empires in history.

In return for the happiness he supplied, the world lavished wealth and tributes upon him. He was probably the only man in Hollywood to have been praised by both the American Legion and the Soviet Union.

Where any other Hollywood producer would have been happy to get one Academy Award--the highest honor in American movies--Mr. Disney smashed all records by accumulating 29 Oscars.

"We're selling corn," Mr. Disney once told a reporter, "and I like corn."

David Low, the late British political cartoonist, called him "the most significant figure in graphic arts since Leonardo."

Mr. Disney went from seven-minute animated cartoons to become the first man to mix animation with live action, and he pioneered in making feature-length cartoons. His nature films were almost as popular as his cartoons, and eventually he expanded into feature-length movies using only live actors.

The most successful of his non-animated productions, "Mary Poppins," released in 1964, has already grossed close to $50-million. It also won an Oscar for Julie Andrews in the title role.

From a small garage-studio, the Disney enterprise grew into one of the most modern movie studios in the world, with four sound stages on 51 acres. Mr. Disney acquired a 420-acre ranch that was used for shooting exterior shots for his movies and television productions. Among the lucrative by- products of his output were many comic scripts and enormous royalties paid to him by toy-makers who used his characters.

Mr. Disney's restless mind created one of the nation's greatest tourist attractions, Disneyland, a 300- acre tract of amusement rides, fantasy spectacles and re-created Americana that cost $50.1-million.

By last year, when Disneyland observed its 10th birthday, it had been visited by some 50 million people. Its international fame was emphasized in 1959 by the then Soviet Premier, Nikita S. Khrushchev, who protested, when visiting Hollywood, that he had been unable to see Disneyland. Security arrangements could not be made in time for Mr. Khruschev's visit.

Even after Disneyland had proven itself, Mr. Disney declined to consider suggestions that he had better leave well enough alone:
"Disneyland will never be completed as long as there is imagination left in the world."

Ideas Met Skepticism
Repeatedly, as Mr. Disney came up with new ideas he encountered considerable skepticism. For Mickey Mouse, the foundation of his realm, Mr. Disney had to pawn and sell almost everything because most exhibitors looked upon it as just another cartoon. But when the public had a chance to speak, the noble-hearted mouse with the high-pitched voice, red pants, yellow shoes and white gloves became the most beloved of Hollywood stars.

When Mr. Disney decided to make the first feature-length cartoon--"Snow White and the Seven Dwarfs"--many Hollywood experts scoffed that no audience would sit through such a long animation. It became one of the biggest money-makers in movie history.

Mr. Disney was thought a fool when he became the first important movie producer to make films for television. His detractors, once again were proven wrong.

Mr. Disney's television fame was built on such shows as "Disneyland," "The Mickey Mouse Club," "Zorro," "Davy Crockett" and the current "Walt Disney's Wonderful World of Color."

He was, however, the only major movie producer who refused to release his movies to television. He contended, with a good deal of profitable evidence, that each seven years there would be another generation that would flock to the movie theaters to see his old films.

Mickey Mouse would have been fame enough for most men. In France he was known as Michel Souris; in Italy, Topolino; in Japan, Miki Kuchi; in Spain, Miguel Ratoncito; in Latin America, El Raton Miguelito; in Sweden, Muse Pigg, and in Russia, Mikki Maus. On D-Day during World War II Mickey Mouse was the pass-word of Allied Supreme Headquarters in Europe.

But Mickey Mouse was not enough for Mr. Disney. He created Donald Duck, Pluto and Goofy. He dug into books for Dumbo, Bambi, Peter Pan, The Three Little Pigs, Ferdinand the Bull, Cinderella, the Sleeping Beauty, Brer Rabbit, Pinocchio. In "Fantasia," he blended cartoon stories with classical music.

Though Mr. Disney's cartoon characters differed markedly, they were all alike in two respects: they were lovable and unsophisticated. Most popular were big-eared Mickey of the piping voice; choleric Donald Duck of the unintelligible quacking; Pluto, that most amiable of clumsy dogs, and the seven dwarfs, who stole the show from Snow White: Dopey, Grumpy, Bashful, Sneezy, Happy, Sleepy and Doc.

His cartoon creatures were often surrounded with lovely songs. Thus, Snow White had "Some Day My Prince Will Come" and the dwarfs had "Whistle While You Work." From his version of "The Three Little Pigs," his most successful cartoon short, came another international hit, "Who's Afraid of the Big Bad Wolf?" Cliff Edwards as Jiminy Cricket sang "When You Wish Upon a Star" for "Pinocchio." More recently, "Mary Poppins" introduced "Supercalifragilisticexpialidocious."

Exhibition at Museum
Mr. Disney seemed to have had an almost superstitious fear of considering his movies as art, though an exhibition of some of his leading cartoon characters was once held in the Metropolitan Museum of Art in New York. "I've never called this art," he said. "It's show business."

One day, when Mr. Disney was approaching 60 and his black hair and neatly trimmed mustache were gray, he was asked to reduce his success to a formula. His brown eyes became alternately intense and dreamy. He fingered an ashtray as he gazed around an office so cluttered with trophies that it looked like a pawn shop.
"I guess I'm an optimist. I'm not in business to make unhappy pictures. I love comedy too much. I've always loved comedy. Another thing. Maybe it's because I can still be amazed at the wonders of the world.

"Sometimes I've tried to figure out why Mickey appealed to the whole world. Everybody's tried to figure it out. So far as I know, nobody has. He's a pretty nice fellow who never does anybody any harm, who gets into scrapes through no fault of his own, but always manages to come out grinning. Why Mickey's even been faithful to one girl, Minnie, all his life. Mickey is so simple and uncomplicated, so easy to understand that you can't help liking him."

But when Dwight D. Eisenhower was President, he found words for Mr. Disney. He called him a "genius as a creator of folklore" and said his "sympathetic attitude toward life has helped our children develop a clean and cheerful view of humanity, with all its frailties and possibilities for good."

Honored by Universities
When France gave to Mr. Disney its highest artistic decoration as Officier d'Academie, he was cited for his "contribution to education and knowledge" with such nature-study films as "Seal Island," "Beaver Valley," "Nature's Half Acre" and "The Living Desert."

From Harvard and Yale, this stocky, industrious man who had never graduated from high school received honorary degrees. He was honored by Yale the same day as it honored Thomas Mann, the Nobel Prize-winning novelist. Prof. William Lyon Phelps of Yale said of Mr. Disney:

"He has accomplished something that has defied all the efforts and experiments of the laboratories in zoology and biology. He has given animals souls."
By the end of his career, the list of 700 awards and honors that Mr. Disney received from many nations filled 29 typewritten pages, and included 29 Oscars, four Emmys and the Presidential Freedom Medal.

There were tributes of a different nature. Toys in the shape of Disney characters sold by the many millions. Paris couturiers and expensive jewelers both used Disney patterns. One of the most astounding exhibitions of popular devotion came in the wake of Mr. Disney's films about Davy Crockett. In a matter of months, youngsters all over the country who would balk at wearing a hat in winter, were adorned in 'coonskin caps in midsummer.

In some ways Mr. Disney resembled the movie pioneers of a generation before him. He was not afraid of risk. One day, when all the world thought of him as a fabulous success, he told an acquaintance, "I'm in great shape, I now owe the bank only eight million."
A friend of 20 years recalled that he once said, "A buck is something to be spent creating." Early in 1960 he declared, "It's not what you have, but how much you can borrow that's important in business."

Mr. Disney had no trouble borrowing money in his later years. Bankers, in fact, sought him out. Last year Walt Disney Productions grossed $110-million. His family owns 38 per cent of this publicly held corporation, and all of Retlaw, a company that controls the use of Mr. Disney's name.

Mr. Disney's contract with Walt Disney Productions gave him a basic salary of $182,000 a year and a deferred salary of $2,500 a week, with options to buy up to 25 per cent interest in each of his live- action features. It is understood that he began exercising these options in 1961, but only up to 10 per cent. These interests alone would have made him a multimillionaire.

Mr. Disney, like earlier movie executives, insisted on absolute authority. He was savage in rebuking a subordinate. An associate of many years said the boss "could make you feel one-inch tall, but he wouldn't let anybody else do it. That was his privilege."

Once in a bargaining dispute with a union of artists, a strike at the Disney studios went on for two months and was settled only after Government mediation.

Did Not Draw Mickey Mouse
This attitude by Mr. Disney was one of the reasons some artists disparaged him. Another was that he did none of the drawings of his most famous cartoons. Mickey Mouse, for instance, was drawn by Ubbe Iwerks, who was with Mr. Disney almost from the beginning.

However, Mr. Iwerks insisted that Disney could have done the drawings, but was too busy. Mr. Disney did, however, furnish Mickey's voice for all cartoons. He also sat in on all story conferences.

Although Mr. Disney's power and wealth multiplied with his achievements, his manner remained that of some prosperous, Midwestern storekeeper. Except when imbued with some new Disneyland project or movie idea, he was inclined to be phlegmatic. His nasal speech, delivered slowly, was rarely accompanied by gestures. His phlegmatic manner often masked his independence and tenacity.

Walt Disney was born in Chicago on Dec. 5, 1901. His family moved to Marceline, Mo., when he was a child and he spent most of his boyhood on a farm.
He recalled that he enjoyed sketching animals on the farm. Later, when his family moved back to Chicago, he went to high school and studied cartoon drawing at night at the Academy of Fine Arts. He did illustrations for the school paper.

When the United States entered World War I he was turned down by the Army and Navy because he was too young. So he went to France as an ambulance driver for the Red Cross. He decorated the sides of his ambulance with cartoons and had his work published in Stars and Stripes.

After the war the young man worked as a cartoonist for advertising agencies. But he was always looking for something better.

When Mr. Disney got a job doing cartoons for advertisements that were shown in theaters between movies, he was determined that that was to be his future. He would say to friends, "This is the most marvelous thing that has ever happened."

In 1920 he organized his own company to make cartoons about fairy tales. He made about a dozen but could not sell them. He was so determined to continue in this field that at times he had no money for food and lived with Mr. Iwerks.

In 1923 Mr. Disney decided to leave Kansas City. He went to Hollywood, where he formed a small company and did a series of film cartoons called "Alice in Cartoonland."

After two years of "Alice in Cartoonland," Mr. Disney dropped it in favor of a series about "Oswald the Rabbit." In 1928 most of his artists decided to break with him and do their own Oswald. Mr. Disney went to New York to try to keep the series but failed. When he returned, he, his wife, his brother Roy and Mr. Iwerks tried to think of a character for a new series, but failed. They decided on a mouse. Mrs. Disney named it Mickey.

Added Sound to Cartoon
The first Mickey Mouse cartoon, "Plane Crazy," was taken to New York by Mr. Disney. But the distributors were apathetic. "Felix, the Cat" was ruler of the cartoon field, and they saw nothing unusual in a mouse.

When Mr. Disney returned from New York he decided that sound had a future in movies. He made a second Mickey Mouse, this one with sound, called "Steambot Bill." In October, 1928, the cartoon opened at the Colony Theater in New York. Success was immediate and the Disney empire began.

From the December 18, 1997 edition of the New York Times:

Lillian Disney, the widow of Walt Disney and a prominent patron of the arts, died on Tuesday at her home in the Holmby Hills section of Los Angeles after suffering a stroke on Monday. She was 98.

Mrs. Disney, who met Mr. Disney in the 1920's while working at a low-level job at his fledgling studio, was married to the mogul for 41 years. ''This really is the end of an era for Disney,'' said Roy E. Disney, a nephew of Mrs. Disney's and vice chairman of the Walt Disney Company. He added: ''She was a great lady, full of laughter and fun and always prepared to speak the truth, tough and loving at the same time.''

A publicity-shy figure, Mrs. Disney became highly active in a number of charities after her husband's death in 1966 and emerged as a leading patron of the arts. She helped found the California Institute of the Arts, a somewhat avant-garde school that has produced many of the nation's most formidable animators.

In May 1987, Mrs. Disney made a landmark gift of $50 million to the Music Center of Los Angeles County to build a world-class concert hall for the city. Although plans for the grandiose concert hall had stalled in recent years, mostly because of financial and artistic disagreements, the project was recently revived with a $25 million donation from the Walt Disney Company. It is scheduled to be completed in the year 2001.

During her marriage, Mrs. Disney served as her husband's sounding board and unofficial adviser. By all accounts he would discuss his ideas -- from Snow White to the creation of Disneyland -- with Mrs. Disney and sought her approval.

On a train ride from New York City to Los Angeles, after a serious business setback, Mr. Disney came up with a new character: Mortimer Mouse. ''Not Mortimer,'' said his wife. ''It's too formal. How about Mickey?''

Michael D. Eisner, chairman of the Walt Disney Company, said, ''Mrs. Disney was a full-time partner to Walt and we are all grateful for her contributions in the creation of Mickey Mouse and the Disney Company and the example she set for family life and community service.''

Although a vocal figure behind the scenes, Mrs. Disney rarely spoke publicly and appeared at few Hollywood events. One of the few times she made a public comment came after the publication of a book, ''Walt Disney: Hollywood's Dark Prince'' (1993), by Marc Eliot. The book depicted Walt Disney as a political reactionary, anti-Semite and a Hollywood informer for the Federal Bureau of Investigation.

In a statement, Mrs. Disney said: ''We shared a wonderful, exciting life and we loved every minute of it. He was a wonderful husband to me and a wonderful and loyal father and grandfather. I am distressed to learn of a new book about Walt that actually invents incidents that never happened.''

Last year Mrs. Disney donated $100,000 to the Nez Perce Indians, who were seeking to buy some ancient tribal artifacts. Mrs. Disney grew up in Lapwai, Idaho, on the Nez Perce Indian reservation. Her father worked for the Government as a blacksmith and Federal marshal.

She came to Los Angeles in 1923 to join her older sister, Hazel. A friend of her sister was working at the new Walt Disney studios, and told her about a job opening there. She found a job as a $15-a-week ''inker'' of film frames. She married Walt Disney on July 13, 1925, in Lewiston, Idaho.

A daughter that the Disneys adopted, Sharon Disney, died in 1993. She is survived by another daughter, Diane Disney Miller of Napa, Calif., who has played an important role in the plan for the Disney Concert Hall in downtown Los Angeles. She is also survived by 10 grandchildren and 13 great-grandchildren.

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Lillian Disney dies at 98
By VARIETY STAFF
Lillian Disney, the widow of Disney founder Walt Disney and a prominent arts patron, died Tuesday night at her home in Los Angeles from complications following a recent stroke. She was 98.

Disney was born in Spalding, Idaho, in 1899 and reared in Lapwai, Idaho, with her nine siblings on the Nez Perce Indian Reservation.
In 1923 she moved to Los Angeles to join her sister. She received a job as a $15-a-week "inker" of film frames at the then-fledgling Disney Studio. Soon thereafter, she met Walt Disney and they were married on July 13, 1925, in Lewiston, Idaho.

Disney was married to the legendary studio chief for 41 years. She was her husband's primary sounding board, and he would run his revolutionary ideas, from "Snow White" to Disneyland, by her for approval. On a train ride together from New York to Los Angeles, after a serious business setback, Walt came up with a new character: Mortimer Mouse. Reasoning that the name was too formal, she suggested Mickey Mouse instead. She played an integral role in the studio's growth, serving as Walt's unofficial adviser until his death in 1966.

Following his death, Mrs. Disney became quite active in a number of charitable programs, primarily children and the arts. Later in her life, she was active in fundraising for the much-delayed Disney Concert Hall, a proposed new home of the Los Angeles Philharmonic. She began the effort with a $50 million contribution a decade ago, when plans for the hall were in their infancy. The 2,350-seat Frank Gehry-designed hall is now tentatively scheduled to open in 2001.

The publicity-shy Disney avoided the Hollywood social scene and focused her efforts on building her charities. She was also active in the founding and building of the California Institute of the Arts in Valencia, a multidisciplinary school that has produced many of the film industry's best animators.

"This really is the end of an era for the Disneys," said Walt Disney Co. vice chairman Roy E. Disney, the son of Walt's late brother, Roy O. Disney.
Michael Eisner, chairman of the Walt Disney Co., said: "Mrs. Disney was a full-time partner to Walt and we are all grateful for her contributions to the creation of Mickey Mouse and the Disney company, and for the example she set for family life and community service."

Disney is survived by one daughter, Diane, as well as 10 grandchildren and 13 great-grandchildren. No funeral service will be scheduled. In lieu of flowers, the family is asking that contributions be made to St. John's hospital in her name.

From Jim Hill Media website: 
http://jimhillmedia.comWed nesdays with Wade: Lillian Disney, the woman behind the man Wade Sampson shares an article from a 1953 issue of McCalls, where Lillian looks back on the life that she shared with Walt Disney 

Since March is "Women's History Month," I thought I would use this column to spotlight the woman behind the legend, Lillian Disney. Lillian Disney, the widow of legendary animator and filmmaker Walt Disney, died peacefully in her sleep on Tuesday December 16th 1997. Lillian passed away at her home in West Los Angeles at the age of 98 following a stroke that she suffered early in the morning of December 15th. Ironically, Walt Disney died thirty-one years earlier, early in the morning of December 15, 1966.She was born Lillian Bounds on an Indian Reservation in Spalding, Idaho on February 15, 1899 (for years she kept the year of her birth secret since she was almost two years older than Walt). As the tenth and last child of Jeanette Short Bounds and Willard Pehall Bounds, Lillian grew up in Lapwai, Idaho on the Nez Perce Indian Reservation. Her father worked for the government as a blacksmith and federal marshal.  She moved to Los Angeles in 1923 to join her older sister Hazel. A friend of her sister was working at the fledgling studio of Walt Disney, and told Lillian about a job opening there working for Walt Disney inking animation cels. Approximately two years later, Lillian and Walt were married on July 13, 1925 in Lewiston, Idaho by Reverend D.J.W. Somerville, Rector Protestant Episcopal Church of the Nativity with Hazel Sewell and Sydney Bounds as witnesses.  For the next 41 years, Lillian was content to quietly remain in the background, raise two daughters (Diane and Sharon), tend to her garden, play cards with her friends and constantly challenge almost every decision Walt made from producing an animated feature to creating the first theme park.   Following the death of Walt on December 15th 1966, Lillian became quite active in a variety of charitable programs, with primary emphasis toward the support of children and the arts. Mrs. Disney helped found the California Institute of the Arts, a school that has since produced many of the industry's best animators including John Lasseter. She also operated a charitable foundation, donating to many causes, including a $100,000 gift to the Nez Perce Indians to help in the purchase of tribal artifacts in 1996.   In May 1987, Lillian made a landmark gift of $50 million to the Music Center of Los Angeles County to build a world-class concert hall for the city. The Walt Disney Concert Hall, opened in 2003 nearly six years after her death, is the permanent home to the Los Angeles Philharmonic and the fourth venue of the Music Center.   Lillian was credited as having named Mickey Mouse, when on a train ride with Walt from New York to Los Angeles. Following Walt's death, Lillian remarried three years later to John Truyens, only to be widowed again in 1981 when she reverted back to using the "Disney" last name. " We shared a wonderful, exciting life, and we loved every minute of it. He was a wonderful husband to me and a wonderful and joyful father and grandfather. I am distressed to learn of a new book about Walt that actually invents incidents that never happened," said the normally shy Lillian on the publication of Marc Eliot's error-ridden book, "Walt Disney: Hollywood's Dark Prince."  Lillian was survived by one daughter (Diane) as well as ten grandchildren and thirteen great grandchildren. There was no funeral service . Like Walt, she was cremated and her ashes were interred just below Walt's in Forest Lawn Cemetery in Glendale.   On December 17, 1997, her nephew Roy E. Disney issued the following statement:  " This really is the end of an era for the Disneys, and it's ironic and somehow fitting that it should be at this time of the year...Walt, in 1966, my dad in 1971, my mother in 1984, and now Lily have all gone during the 10 days before Christmas. She was a great lady, full of laughter and fun and always prepared to speak the truth, tough and loving at the same time. Once you knew her, you'd never forget her. I always thought of the four of them...Walt and Roy, Lily and Edna...as true pioneers...if life had required them to pull the wagon train across the country, they'd have done it...and done it better than anyone. I'm pretty sure that the four of them are together somewhere now, having a wonderful time.''   Here is an excerpt from "I Live With a Genius" by Mrs. Walt Disney (as told to Isabella Taves) from "McCalls" magazine from February 1953: " My husband deals in myths. One of the myths which surrounds him, and which he takes great pains to perpetuate, is that he is Mickey Mouse at heart - shy, gullible, henpecked. Walt is always telling people how henpecked he is. Last summer, appearances seemed to support him when he took five women to Europe with him - me; our two daughters, Diane and Sharon; a school friend of Diane's; and our niece. But it was all his own idea, and he loved it. I was the only one who had trouble. By the time we landed back on American soil, what with two months of counting noses and luggage, I was a wreck. A sharp young reporter asked me, "Aren't you nervous, Mrs. Disney?" And I, who have made a career out of not talking to the press, fixed everything up fine by answering, 'Who wouldn't be, married to Walt Disney?'  I never expect to live down that remark. It is going to be one of those stories about poor Lilly (my maiden name was Lillian Bounds) that the whole family will tell and retell for years. So I must say, in protective explanation, that I wouldn't have missed one minute of the twenty-seven years I have been married to Walt Disney. I'm proud of my husband and what he has done - but I'm even prouder that along the way, in bad times and good, he has never lost his sense of humor or his zest for life.   Being married to Walt Disney is never dull. There have been plenty of times when I felt as though I were attached to one of those flying saucers they talk about. Being female, I maintain that Walt's imagination flies so high he naturally sees a little farther than the rest of us. But, although Walt has been right a number of times when we have been wrong, we don't encourage him by admitting how smart he is to his face. We work on the premise that Walt may be a genius but any genius, especially Walt Disney, is wild-eyed and needs a practical family to watch over him.   I'm the original worry wart about Walt's ideas. He always tries them out on me. Although I may not classify as Walt Disney's best friend (a colorless thing for a wife to be, anyway) I am sure I can as his severest critic. I always look on the dark side. Maybe once in a while I have been right and have saved him from mistakes--but I also remember the time Walt was making his first full-length picture, 'Snow White and the Seven Dwarfs.' And I tried to stop him because I didn't think people would go to see a picture about dwarfs!   When he decided to build a new house a few years ago, Walt began making plans to run the track for his miniature train all through the grounds. It is a wonderful hobby for him. He has built much of it himself, and it has been a fine diversion and safety valve for his nervous energy. As for me, an hour or two of backing and switching is all I can take at a time, even though Walt tried to console me by naming the locomotive 'Lilly Belle' after me.   However, I wasn't being entirely selfish when I argued against having the railroad on our grounds. In the first place, although Walt adores the train now, I am not sure his enthusiasm will continue after he has done everything possible to it. And putting up miniature tracks entails a formidable outlay of money, because there has to be so much expensive grading. In the second place our girls are growing up. When they marry we may not need or want such a big house. And if we should ever decide to sell our house there won't be many prospective buyers who'll want a place with a yard full of railroad track.   So the girls and I, using our best female wiles, tried to persuade Father to keep his train at the studio, where he could play with it at noon and run it all over the lot to entertain visiting firemen. (Some of Walt's guests are literally firemen, from the Santa Fe.) Walt said little. But one night, just as we were ready to okay final plans for the house, he brought home a formidable legal document. 'Sign, or no house,' he told us.   We almost fell out of our chairs. He had had his lawyer draw up a right-of-way contract for his railroad through the property, a contract exactly like those used by regular commercial lines. It had taken hours to do, and was so technical we couldn't wade through it. Pretty soon all three Disney females caught on that they were beaten and might as well laugh about it. We were quite prepared to put our names on the dotted line, when Walt picked up the contract and said he'd trust us.   Actually I owe that train a debt of gratitude. Not too many years ago Walt came close to a nervous breakdown simply from overwork. No matter what plans I made for the weekend, we would always end up at the studio. He couldn't get it out of his mind. And when he tried sports he worked so hard at them that he only got more tense. When we were first married he decided golf was the answer. Instead of playing it like a normal person he got up at 4:30 in the morning to get it out of the way before he had to be at the studio. He talked about the dew on the grass and the sunrise until I decided to take up golf with him. But we never went far. Walt would fly into such a rage when he missed a stroke that I got helplessly hysterical watching him.   Now Walt has something to interest him that doesn't drive him crazy. He stays home weekends. Once in a while he even comes home early to run the train a while before dinner. He also loves to entertain visitors who are really interested in it. A certain select few who have shown true enthusiasm have been given cards signed by Walt designating them as vice-presidents of the road.   The story starts more than twenty seven-years ago, when I was a visitor in Hollywood from Lewiston, Idaho, and got a job working for Walt. He and Roy had a studio back of a real estate office and were making shorts called 'Alice in Cartoonland.' A girl friend of my sister was filling in celluloids (one of the processes of animation) and told me they needed someone else. I got the job at $15 a week.   At that time Walt and Roy weren't allowing themselves much more, for nearly everything they made went into the pictures or to pay back money Walt borrowed to start the business. They lived together in a tiny walk-up apartment, with Roy doing the cooking. I've always teased Walt that the reason he asked me to marry him so soon after Roy married Edna Francis, a Kansas City girl, was that he needed somebody to fix his meals. But I have one comforting thought. Food isn't that important to Walt.   Walt would get involved in working out some idea and forget to turn up until ten or eleven at night. Once, soon after we were married, Walt did the same thing to me. When it came dinnertime he wandered out of the studio to the corner beanery for a bowl of soup and then right back to the studio to continue with his idea. It wasn't until far into the night that he woke up to the fact he had a bride at home who had cooked dinner and was waiting to throw it in his face when he turned up.   I quit work when we married. Walt loves all animals - he won't even let the gardener and me put out traps for the little ones that are garden pests - but when he created Mickey Mouse there was no symbolism or background for the idea. He simply thought the mouse would make a cute character to animate.   Everybody helped Walt. Roy was Jack-of-all-trades, and Edna and I stopped being ladies of leisure and filled in celluloids. We worked night and day. We ate stews and pot roasts which luckily were cheap in those days. We were down so low that we had a major budget crisis one night when I tripped on the garage stairs and ruined my last pair of silk stockings. Then when we had finished three Mickeys we had an even worse blow. Nobody was interested in them because talkies had just come in and the theaters wanted shorts with sound.   One of the curious things about Walt is that he is more often recognized abroad than he is at home. In South America once they made such a fuss over him at a movie theater that I got separated from him. Crowds scare me a little, because I am only five feet tall. All I could think of to do was to follow the man in front of me. I was ready to follow him into the men's room when the manager of the theater, alerted by Walt, saved me.   The first time Walt ever saw one of his cartoon shorts in a theater was two years later, just before we were married. My sister and I were visiting a friend that night, so Walt decided to go to the movies. A cartoon short by a competitor was advertised outside, but suddenly, as he sat in the darkened theater, his own picture came on. Walt was so excited he rushed down to the manager's office. The manager, misunderstanding, began to apologize for not showing the advertised film. Walt hurried over to my sister's house to break his exciting news, but we weren't home yet. Then he tried to find Roy, but he was out too. Finally he went home alone. Every time we pass a theater where one of his films is advertised on the marquee I can't help but think of that night.   Despite all the honors he has won and the fact he is an international figure, Walt is genuinely self-effacing. He likes to wander around almost anyplace the Farmer's Market in Hollywood or the Third Avenue junk shops in New York, without being recognized. He has no use for people who throw their weight around as celebrities, or for those who fawn over you just because you are famous.   When our girls were little he made a point of not having Mickey Mouse toys around the house. The only ones they acquired were gifts from people outside the family. . Although he is one of the busiest men in Hollywood, he has never neglected his family for business. When the girls were young he would take as much time over a childish problem as he would over a studio crisis. I don't think he has ever missed a swimming meet in which one of them took part, or a father-and-daughter dinner. He was simply beside himself with pride when Diane made her debut with a group of other girls and the fathers presented the girls. And I am flattered to say that, after twenty-seven years, he seems to want me around as much as when we were first married. He is actually hurt if I don't go along with him on a business trip. And he spends as much time and thought on a present as though he were still courting me.   Some years ago I had been hounding him about a disreputable old hat he insisted on wearing. Walt has excellent taste in clothes, but he won't take care of them. He ruins every suit he owns by coming through the kitchen when he gets home at night and filling his pockets with bologna and hot dogs for our nine-year-old French poodle, Dee-Dee. What he does with his hats I don't know, but something equally gruesome.   Finally the disreputable hat vanished. I didn't ask where - I was too pleased. But it turned up again on my birthday. Walt had had it copper-plated, the process they use on baby shoes to preserve them - and then filled it with brown orchids. It hangs in our projection room, and I feel very sentimental about it.   He works hard. He has high standards of taste, and he will never compromise. But applause goes in one ear and out the other. Past triumphs bore him; he is always too busy with future schemes. Right now he is planning a Disney television show, on which he will be his own master of ceremonies. He is working on a Disneyland amusement park to be built somewhere near Hollywood, with rides and displays and even live animals. And he is tossing around in his mind half a dozen ideas for feature-length cartoon pictures. These, of course, are always the greatest gambles, for each one takes years to make and involves millions of dollars.   I have a hunch that the reason Walt fails so rarely is that he isn't afraid to take chances. If the worst possible should happen Walt could start all over again making pictures in a garage. I'm sure he wouldn't waste time complaining. He might even get a kick out of it."