Filed by AOL Time Warner Inc.
Pursuant to Rule 425 under the Securities
Act of 1933
Subject Company: AOL Time Warner Inc.,
America Online, Inc. and Time Warner Inc.
Commission File No. 333-30184
THE FOLLOWING IS THE FORM OF A LETTER THAT IS BEING SENT TO CERTAIN
INSTITUTIONAL SHAREHOLDERS OF AMERICA ONLINE, INC. WITH THE JOINT PROXY
STATEMENT-PROSPECTUS AND A SHAREHOLDER BROCHURE.
May 23, 2000
[Name
Company
City, State]
Dear [Name]:
I wanted to be sure that you received copies of the proxy statement covering the
proposed creation of AOL Time Warner hot off the presses, in keeping with our
normal practice. We've also prepared another document for this historic
combination, a brochure that summarizes the anticipated benefits of the merger
that I especially wanted to commend to your attention.
Our special meeting of shareholders will be held on Friday, June 23, at 10:00 AM
at The Sheraton Premiere in Tysons Corner, Virginia. We are hoping to have
received a favorable vote well before that time and, naturally, that we can
count on your continued support.
In the next few days, your proxy department will be contacted by a
representative from C.I.C., our solicitation firm. I do hope you'll appreciate
that the brief period remaining until June 23 -- not to mention the requirement
that a majority of America Online's outstanding shares vote "YES" to the merger
- -- make it imperative that we communicate with you thoroughly and often between
now and then. Please don't hesitate to give either myself or Mike Kelly a call
if there are any questions we can address either for yourself or your proxy
department.
Many thanks as always.
Sincerely yours,
We urge you to read the enclosed Joint Proxy Statement-Prospectus, which
contains important information and is also available for free at the SEC's Web
site at www.sec.gov. You also can get a free copy of this document as well as
AOL's documents that are incorporated by reference into the Joint Proxy
Statement-Prospectus by calling 1-888-809-6263.
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We urge you to read the Joint Proxy Statement-Prospectus, which contains
important information and is available for free at the SEC's Web site at
www.sec.gov. You also can get a free copy of this document as well as documents
that are incorporated by reference into the Joint Proxy Statement-Prospectus,
for America Online stockholders, by directing a request to America Online, Inc.,
22000 AOL Way, Dulles, VA 20166, Attention: Investor Relations, telephone:
1-888-809-6263, e-mail: AOL [email protected], or, for Time Warner stockholders, by
directing a request to Time Warner Inc., 75 Rockefeller Plaza, New York, NY
10019, Attention: Shareholder Relations, telephone: (212) 484-6971, e-mail:
[email protected].
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