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Former Walt Disney Co. directors Roy E. Disney and Stanley P. Gold can't prove the company's board misled investors about the thoroughness of its search for a successor to Chief Executive Michael Eisner, Disney lawyers said Wednesday.

Attorneys for Disney, the second-largest U.S. media company, made their argument while urging a Delaware judge to dismiss a lawsuit filed by the two former directors, which challenges the board vote that elevated company President Robert Iger to Eisner's post. They argued that Roy Disney and Gold couldn't show that board directors purposely mischaracterized their CEO search process as part of their effort to win reelection to the board.

We're here today because the board designated Robert Iger as CEO and Roy Disney and Stanley Gold are unhappy with that outcome," Paul Rowe, a lawyer for Disney and its directors, told Delaware Chancery Court Chief Judge William B. Chandler III in Wilmington. "Common sense says we wouldn't be here if the board" had chosen someone else, Rowe said.