SEC Filings

HISTORIC TW INC filed this Form 425 on 04/04/2000
Entire Document

MICHAEL LYNNE - President and COO, New Line Cinema

-  A New Universe

You take AOL and everything it's accomplished in the on-line  universe,  and you
take Time Warner and  everything  that it's  accomplished  and you put those two
together and everyone within our place certainly, but I think everyone out there
understands  the  explosive  capability  of those two  incredibly  talented  and
exceptional companies coming together. It is a new universe.

ROGER AMES - Chairman and CEO, Warner Music Group

-  Digital Opportunity

We now have a new  distribution  machine and access to a new group of consumers,
and an ability to reach them in a different way than we ever had before.

This now says you can take your music anywhere, and you can receive it anywhere,
you don't have to carry  around 50 tapes with you, or, you know,  batteries  for
your  Walkman.  It just  makes  music  much  more  ubiquitous,  you  know,  it's
everywhere. What it says is that there's a huge opportunity.  And I think that's
what's going to drive growth is that we'll see one,  the actual  consumption  of
music will  increase,  and two,  you will see people  using music more than they
used to in their lives.

Everyone is just  tremendously  excited that here we've leap  frogged  ourselves
into the future in a way that nobody could have expected.

JOSEPH J. COLLINS - Chairman and CEO, Time Warner Cable

-  The Internet Changes Everything

What's  happening  here in  America is that the  Internet  has come and begun to
change  everything,  and slowly but  surely,  it's going to move from the narrow
band  internet  that  it's been up `til now,  over to the  broad-band  Internet.
Virtually  every  product  and  service  that we have at Time Warner is impacted
profoundly by the Internet,  and,  basically,  AOL is going to be our guide into
all those aspects of the business.


        AOL Time Warner Inc., together with Time Warner Inc. and America Online,
Inc.,  filed with the  Securities  and Exchange  Commission a preliminary  joint
proxy  statement/   prospectus   regarding  the  proposed  business  combination
transaction  referenced  in the  foregoing  information.  In addition,  AOL Time
Warner, Time Warner and America Online will prepare and file with the Commission
a definitive joint proxy  statement/prospectus and other documents regarding the
proposed  transaction.  Investors  and  security  holders  are urged to read the
definitive joint proxy statement/prospectus,  when it becomes available, because
it  will   contain   important   information.   The   definitive   joint   proxy
statement/prospectus  will be sent to  stockholders  of Time  Warner and America
Online  seeking  their  approval  of the  proposed  transaction.  Investors  and
security  holders  may  obtain  a  free  copy  of  the  definitive  joint  proxy
statement/prospectus  (when it is available) and other  documents filed with the
Commission  by AOL Time Warner Inc. and Time Warner (as well as America  Online)
at the  Commission's  web  site  at  The  definitive  joint  proxy
statement/prospectus   and  other  documents  filed  by  Time  Warner  with  the
Commission may also be obtained for free from Time Warner by directing a request
to Time Warner Inc., 75 Rockefeller Plaza, New York, New York 10019,  Attention:
Shareholder Relations, telephone: (212) 484-6971, e-mail: