Q: What do I need to do now?
A: After carefully reading and considering the information contained in this
joint proxy statement-prospectus, please respond by completing, signing and
dating your proxy card or voting instructions and returning it in the
enclosed postage paid envelope, or, if available, by submitting your proxy
or voting instructions by telephone or through the Internet, as soon as
possible so that your shares may be represented at your special meeting.
Q: What if I don't vote?
A: . If you fail to respond, it will have the same effect as a vote against
. If you respond and do not indicate how you want to vote, your proxy will
be counted as a vote in favor of the merger.
. If you respond and abstain from voting, your proxy will have the same
effect as a vote against the merger.
Q: Can I change my vote after I have delivered my proxy?
A: Yes. You can change your vote at any time before your proxy is voted at the
special meeting. You can do this in one of three ways. First, you can revoke
your proxy. Second, you can submit a new proxy. If you choose either of
these two methods, you must submit your notice of revocation or your new
proxy to the secretary of America Online or Time Warner, as appropriate,
before the special meeting. If your shares are held in an account at a
brokerage firm or bank, you should contact your brokerage firm or bank to
change your vote. Third, if you are a holder of record, you can attend the
special meeting and vote in person. If you submit your proxy or voting
instructions electronically through the Internet or by telephone, you can
change your vote by submitting a proxy at a later date, using the same
procedures, in which case your later submitted proxy will be recorded and
your earlier proxy revoked.
Q: Should I send in my stock certificates now?
A: No. After the merger is completed, you will receive written instructions
from the exchange agent on how to exchange your stock certificates for
shares of AOL Time Warner. Please do not send in your stock certificates
with your proxy.
Q: Who is the exchange agent for the merger?
A: [ ] is the exchange agent.
Q: Where will my shares of AOL Time Warner common stock be listed?
A: We intend to apply to list the AOL Time Warner common stock on the New York
Stock Exchange under the symbol "AOL."
Q: Will I receive dividends on my AOL Time Warner shares?
A: AOL Time Warner does not currently intend to pay dividends on its common
stock. AOL Time Warner will pay dividends on each series of its preferred
stock in accordance with their terms.
Q: When do you expect the merger to be completed?
A: We are working to complete the merger as quickly as possible. We expect to
complete the merger during the fall of 2000.