SEC Filings

S-4
TIME WARNER INC. filed this Form S-4 on 02/11/2000
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                     QUESTIONS AND ANSWERS ABOUT THE MERGER
 
Q: Why are America Online and Time Warner proposing the merger?
 
A: We are proposing the merger because we believe the combined strengths of our
   two companies will enable us to build the world's preeminent, fully
   integrated media and communications company. The merger will combine Time
   Warner's broad array of media, entertainment and news brands and its
   technologically advanced broadband delivery systems with America Online's
   extensive Internet franchises, technology and infrastructure to create a new
   company capable of enhancing consumers' access to the broadest selection of
   high-quality content and interactive services. By combining the leading
   interactive services and media companies, AOL Time Warner will create the
   potential for stronger operating and financial results than either company
   could achieve on its own.
 
Q: What will I receive in the merger?
 
A: Stockholders of America Online and Time Warner will receive the following in
   the merger:
 
  .  America Online common stockholders will receive one share of AOL Time
     Warner common stock for each share they own;
 
  .  Time Warner common stockholders will receive 1.5 shares of AOL Time
     Warner common stock for each share they own;
 
  .  Time Warner series LMCN-V common stockholders will receive 1.5 shares of
     substantially identical AOL Time Warner series LMCN-V common stock for
     each share they own; and
 
  .  Time Warner preferred stockholders will receive one share of a
     corresponding series of substantially identical AOL Time Warner
     preferred stock for each share of each series of Time Warner preferred
     stock they own, with appropriate adjustment to the voting rights and
     conversion ratio for each series.
 
Q: What stockholder approvals are needed?
 
A: For America Online, the affirmative vote of the holders of a majority of the
   outstanding shares of America Online's common stock is required to adopt the
   merger agreement.
 
   For Time Warner, the affirmative vote of a majority of the voting power of
   the outstanding shares of Time Warner's common stock and preferred stock,
   voting together as one group, is required to adopt the merger agreement.
 
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
      the merger.
 
   .  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.
 
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