AMERICA ONLINE INC
425, 2000-06-21
COMPUTER PROGRAMMING, DATA PROCESSING, ETC.
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                 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 EMAIL HAS BEEN SENT TO EMPLOYEES OF AMERICA ONLINE, INC.:

Subject: Last Chance to Vote for the AOL Time Warner Merger

June 20, 2000

Dear AOL Employees:

         We are writing  just to remind you that you still have two more days to
vote your shares in favor of the historic AOL Time Warner merger.

         The merger requires  approval by a majority of all shares  outstanding,
so this is one election where your vote absolutely counts.

         If you own AOL stock through a broker, you can vote via the Internet by
going to Welcome to ProxyVote.com  [the words "Welcome to  ProxyVote.com"  are a
hyperlink to  http://www.proxyvote.com],  or via phone by dialing  800-454-8683.
You will need the  unique  control  number  printed  on the proxy card or voting
instructions  you received by mail to vote by Internet or phone. If you have not
received your shareholder documents,  you should contact your broker directly to
request new materials and ensure that your address is correct.

         On Friday morning, at 10:00 AM EDT, the AOL shareholder meeting will be
broadcast  live. You can find out how to tune in at the Investor  Relations [the
words       "Investor       Relations"       are      a       hyperlink       to
http://www.corp.aol.com/investors.shtml?] page of the AOL Corporate web site.

         We  urge  you to  read  the  Joint  Proxy  Statement-Prospectus,  which
contains   important   information.   You  may  view   online  the  Joint  Proxy
Statement-Prospectus  and a  shareholder  brochure  describing  the  anticipated
benefits         of        the         merger         by        going        to:
http://www.corp.aol.com/shareholder-broch.html.       The      Joint       Proxy
Statement-Prospectus,  which has been filed  with the  Securities  and  Exchange
Commission  as  part  of  a  registration  statement  [the  words  "registration
statement"  are a  hyperlink  to the  registration  statement  filed by AOL Time
Warner Inc. and posted on the SEC's web site] and other  documents  incorporated
by reference  into the Joint Proxy  Statement-Prospectus  are available for free
from the SEC at its Website at www.sec.gov. If you would prefer to receive, also
for  free,  a hard  copy of these  documents,  please  send an  e-mail  to AOL's
Investor Relations department at [email protected].

         Thank you in  advance  for  taking  the time to vote in support of this
merger.

                                Sincerely,

                                Richard Hanlon
                                Vice President, Investor Relations

                               * * * * * * * * * *

We urge you to read the Joint Proxy Statement-Prospectus,  which AOL Time Warner
has filed with the Securities and Exchange  Commission as part of a Registration
Statement,   because  it  contains  important   information.   The  Joint  Proxy
Statement-Prospectus  was sent on or about May 23, 2000 to  stockholders of Time
Warner and America Online seeking their approval of the proposed AOL/Time Warner
merger. You may obtain a free copy of the Joint Proxy  Statement-Prospectus  and
other  documents filed by AOL Time Warner (as well as by America Online and Time
Warner,  including  documents  incorporated  by  reference  into the Joint Proxy
Statement-Prospectus)  with  the  Commission  at the  Commission's  web  site at
www.sec.gov.   AOL  stockholders  can  get  a  free  copy  of  the  Joint  Proxy
Statement-Prospectus  and the AOL documents incorporated therein by reference 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].  Time  Warner  stockholders  can get a free copy of the Joint  Proxy
Statement-Prospectus  and the Time  Warner  documents  incorporated  therein  by
reference 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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