<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
Time Warner Inc.
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(Name of Issuer)
Common Stock, par value $1.00 per share
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(Title of Class of Securities)
887315 10 9
-----------------------------
(CUSIP Number)
Stephen E. Banner
Joseph E. Seagram & Sons, Inc.
375 Park Avenue, New York, New York 10152 (212) 572-7000
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
January 18, 1994
-----------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties to whom copies are to
be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
PAGE 1 OF 6 PAGES
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SCHEDULE 13D
<TABLE>
<CAPTION>
CUSIP NO. 887315 10 9 PAGE 2 of 6 PAGES
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<S> <C>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
THE SEAGRAM COMPANY LTD.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC; 00 (see item 3)
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Canada
7 SOLE VOTING POWER
NUMBER OF
SHARES 44,234,049
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH
44,234,049
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
44,234,049
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.7
14 TYPE OF REPORTING PERSON*
CO
</TABLE>
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE AND THE SIGNATURE ATTESTATION
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Page 3 of 6 Pages
Items 3 and 5 of the Statement on Schedule 13D, as amended (the
"Schedule 13D"), filed pursuant to Rule 13d-1 of the Rules and Regulations
under the Securities Exchange Act of 1934, as amended, by The Seagram Company
Ltd., a Canadian corporation ("Seagram"), relating to the Common Stock, par
value $1.00 per share (the "Shares"), of Time Warner Inc., a Delaware
corporation (the "Company"), are hereby amended by adding to such items the
information set forth below:
Item 3. Source and Amount of Funds or Other Consideration.
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Since the last purchase of Shares reported in the Schedule 13D,
Seagram purchased an additional 5,144,060 Shares for aggregate consideration of
approximately $207,213,322, including commissions. Seagram obtained the funds
for these transactions from its general corporate funds.
As reported in the Schedule 13D, Joseph E. Seagram & Sons, Inc., an
Indiana corporation and an indirect wholly owned subsidiary of Seagram ("JES"),
intends to issue short-term promissory notes, the proceeds of which will be
obtained for the purpose of adding to the general corporate funds available to
Seagram in connection with holding the Shares reported as beneficially owned by
Seagram in Item 5 hereof and for the purchase of additional Shares as described
in the Schedule 13D. Since the date of the filing of Amendment No. 4 to the
Statement on Schedule 13D, the outstanding amount of
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Page 4 of 6 Pages
short-term promissory notes issued by JES has increased by an aggregate
principal amount of $153,020,000.
Item 5. Interest in Securities of the Issuer.
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(a) As of January 19, 1994, Seagram beneficially owned an aggregate of
44,234,049 Shares, constituting approximately 11.7% of the total number of
Shares stated to be outstanding as of October 31, 1993 in the Company's
Quarterly Report on Form 10-Q for the fiscal quarter ended September 30, 1993.
All of such Shares were acquired by Seagram Inc., a Delaware corporation and an
indirect wholly owned subsidiary of Seagram ("Seagram Inc."), and all of such
Shares are currently held by Seagram Inc.
(b) The table set forth on Schedule A contains certain information
with respect to all transactions in the Shares effected by Seagram since the
last purchase of Shares reported in the Schedule 13D.
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Page 5 of 6 Pages
SIGNATURE
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After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this Statement is true, complete
and correct.
DATED: January 19, 1994
THE SEAGRAM COMPANY LTD.
By:/s/ Stephen E. Banner
-------------------------
Stephen E. Banner
Senior Executive Vice
President
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Page 6 of 6 Pages
SCHEDULE A
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Since the last purchase of Shares reported in the Schedule 13D,
Seagram purchased Shares in open market transactions as described below. A
majority of the purchases were made in the over-the-counter market, and the
remainder were made on the New York Stock Exchange.
<TABLE>
<CAPTION>
Per Share Purchase
Number of Price (excluding
Date Shares Acquired brokerage commissions)*
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<S> <C> <C>
12/31/93 61,500 $44.375
1/03/94 381,200 $44.125
1/04/94 55,000 $41.50
1/04/94 20,000 $43.75
1/05/94 677,600 $41.50
1/06/94 258,285 $40.00
1/07/94 672,975 $40.00
1/11/94 450,000 $40.125
1/12/94 751,300 $39.75
1/13/94 342,000 $39.25
1/18/94 163,800 $39.00
1/18/94 423,400 $39.125
1/19/94 887,000 $39.00
</TABLE>
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*Rounded to the nearest one-eighth of one dollar.
