7.5 The Corporation shall be entitled to recognize the exclusive
right of a Person registered on its records as the holder of shares of this
Series, and such record holder shall be deemed the holder of such shares for all
7.6 All notice periods referred to in the Certificate shall commence
on the date of the mailing of the applicable notice.
7.7 Any registered holder of Series E Stock may proceed to protect
and enforce its rights by any available remedy by proceeding at law or in equity
to protect and enforce any such rights, whether for the specific enforcement of
any provision in this Certificate or in aid of the exercise of any power granted
herein, or to enforce any other proper remedy.
IN WITNESS WHEREOF, AOL Time Warner Inc. has caused this
certificate to be signed this [ ]th day of [ ], 2000.
AOL TIME WARNER INC.,