FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * WALT DISNEY CO/   2. Issuer Name and Ticker or Trading Symbol ABC Radio Holdings, Inc. [NONE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) THE WALT DISNEY COMPANY, 500 SOUTH BUENA VISTA ST. 3. Date of Earliest Transaction (Month/Day/Year) 06/12/2007 (Street) BURBANK, CA 91521 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, no par value 06/12/2007   J(1)   151,707,199 D $ 0 0 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WALT DISNEY CO/ THE WALT DISNEY COMPANY 500 SOUTH BUENA VISTA ST. BURBANK, CA 91521		X
Disney Enterprises, Inc. THE WALT DISNEY COMPANY 500 SOUTH BUENA VISTA ST. BURBANK, CA 91521		X
ABC Enterprises, Inc. THE WALT DISNEY COMPANY 500 SOUTH BUENA VISTA ST. BURBANK, CA 91521		X
ABC, Inc. THE WALT DISNEY COMPANY 500 SOUTH BUENA VISTA ST. BURBANK, CA 91521		X
ABC Holding CO Inc. THE WALT DISNEY COMPANY 500 SOUTH BUENA VISTA ST. BURBANK, CA 91521		X

Signatures

/s/ David K. Thompson, Senior Vice President-Deputy General Counsel-Corporate and Assistant Secretary		06/12/2007
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The reporting person distributed the shares to its shareholders on a pro rata basis. The reporting person obtained direct ownership of the shares via a dividend from its wholly-owned subsidiary Disney Enterprises, Inc. on 6/7/07, which obtained direct ownership of the shares via a dividend from its wholly-owned subsidiary ABC Enterprises, Inc. on 5/25/07, which obtained direct ownership of the shares via a dividend from its wholly-owned subsidiary ABC, Inc. on 5/24/07, which obtained direct ownership of the shares via a dividend from its wholly-owned subsidiary ABC Holding Company Inc. on 5/21/07.
Remarks: Exhibit List Exhibit 99 - Joint Filer Information

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