AOL TIME WARNER ERISA
CLASS ACTION SETTLEMENT

    Welcome to the AOL Time Warner ERISA Class Action Settlement website.  This
    website is designed to keep class members informed about the In re AOL Time
    Warner ERISA Litigation Class Action Settlement.    

                                  APPEAL IS FORMALLY WITHDRAWN

    On October 25, 2006, a member of the settlement class filed a Notice of Appeal with
    the United States Court of Appeals for the Second Circuit from the Order and Final
    Judgment, signed by Hon. Shirley Wohl Kram, dated September 27, 2006.  However,
    we are pleased to announce that on December 21, 2006, the Appeal was formally
    withdrawn and on December 22, 2006 a Stipulation and Order Dismissing Appeal was
    signed and entered by the appellant.  

    At this time, the final and effective date of the settlement will not be determined until
    the Court enters its decision regarding Plaintiffs’ Motion for the Award of Attorneys’
    Fees, Reimbursement of Expenses and Case Contribution Compensation to the Named
    Plaintiffs.  To this end, David H. Pikus, Esq. of the law firm Bressler, Amery & Ross
    has been appointed by the Court as special master with regard to helping the Court
    review Plaintiffs' above-mentioned Motion.  The Court’s decision in this matter will be
    posted to this website when it becomes available.

    As before, please contact Class Counsel at our new email address:
    aoltwERISAsettlement@sbtklaw.com or call, toll free, at 1-800-613-8579 if you have
    additional questions, need to report a change of address or would like further
    assistance.
                              
                                           SETTLEMENT IS APPROVED

    We are pleased to announce that, on September 27, 2006, U.S. District Judge Shirley
    Wohl Kram approved the $100 million Settlement of this matter.  After careful
    consideration of the circumstances and relative risks of this complex litigation, Judge
    Kram found the Settlement to be fair, reasonable and adequate.  Fidelity, or any
    successor Plan Trustee, or an Agreed Calculation Administrator will soon begin the
    process of calculating each class member's portion of the Settlement proceeds
    according to the court-approved Plan of Allocation.  Account information for each
    class member has been retained, so you need not do anything further.  Please continue
    to visit this website for updates about the Settlement.  Follow this link to view the
    court’s Opinion as well as the Order and Final Judgment.
    
                                   Final Fairness Hearing Held July 19, 2006       

    The Final Fairness Hearing was held in the Court of Judge Shirley Wohl Kram on July
    19, 2006. Class Counsel for Plaintiffs presented motions for final approval of the
    Settlement and its terms, for attorneys' fees and expenses and Named Plaintiffs' case
    contribution awards.  The Court has taken all Motions and information presented at
    the Hearing and in Plaintiffs' supporting papers under advisement. The Court's final
    decisions regarding Plaintiffs' Motions will be posted as soon as they are available.   
    Please follow this link to view the Final Fairness Hearing Transcript.

      The operative Complaint in the Action, filed on July 3, 2003, alleges that
    Time Warner Inc. (the “Company” or “AOLTW” – its corporate predecessor, for
    purposes of this site) and other fiduciaries of Time Warner’s 401(k) defined
    contribution retirement plans violated ERISA by, among other things, (1) failing to
    prudently manage the assets of the Plans, (2) failing to provide required
    disclosures to the participants and beneficiaries of the Plans and (3) failing to
    properly appoint, monitor and inform other fiduciaries of the Plans.  Named
    Plaintiffs (Barbara Grant, Rita Roberts and Steven Winfield) allege that the
    Defendants (Time Warner (as defined herein), Time Warner Entertainment
    Company, L.P., Stephen M. Case, Gerald M. Levin, Kenneth J. Novack, Daniel F.
    Akerson, James L. Barksdale, Frank J. Caufield, Miles R. Gilburne, Robert W.
    Pittman, Robert E. (Ted) Turner, Richard D. Parsons, Stephen F. Bollenbach,
    Carla A. Hills, Reuben Mark, Michael A. Miles, Franklin D. Raines, Francis T.
    Vincent, Jr., J. Michael Kelly, Wayne H. Pace, Christopher P. Bogart, Richard J.
    Bressler, the AOL Time Warner Savings Plan Administrative Committee, the AOL
    Time Warner Thrift Plan Administrative Committee, Pascal Desroches, Peter R.
    Haje, John A. LaBarca, Shelly D. Fischel, Derek Q. Johnson, Carolyn K.
    McCandless, R. Mackereth Ruckman, Andra D. Sanders, Paul D. Williams, the
    Time Warner Cable Savings Plan Administrative Committee, Glenn A. Britt, Charles
    W. Ellis, Landel C. Hobbs, Beth A. Wann, Ann L. Burr, Tommy J. Harris, Thomas
    M. Rutledge, the AOLTW Investment Committee, Raymond G. Murphy, Joseph A.
    Ripp, Mark A. Wainger, and Frederick C. Yeager) knew or should have known that
    AOLTW stock was not a prudent retirement investment during the Class Period and
    that the Defendants acted imprudently by not preventing further investment in
    AOLTW stock and not liquidating the Plans’ AOLTW common stock holdings.

    Named Plaintiffs also assert that certain Defendants violated their alleged fiduciary
    duties by failing to provide Plan participants with complete and accurate information
    about Time Warner (or it corporate predecessors, such as AOL Time Warner).
    Judge Shirley Wohl Kram of the United States District Court for the Southern
    District of New York (the “Court”) has not decided in favor of Plaintiffs or
    Defendants.  Instead, both sides agreed to the Settlement to ensure a timely and fair
    resolution of Plaintiffs’ claims and avoid the cost and risk of further litigation.  The
    Settlement is subject to approval by the Court.

    The Court has conditionally certified this case as a class action for purposes of the
    Settlement, in which all participants in or beneficiaries of the AOL Time Warner
    Savings Plan, the AOL Time Warner Thrift Plan, or the Time Warner Cable Savings
    Plan for whose individual accounts the Plans purchased and/or held interests in the
    AOLTW Stock Fund at any time between January 27, 1999 and July 3, 2003 are
    class members.  Because the Plaintiffs believe that the wrongful conduct they
    allege affected a large group of people (Plan Participants) in a similar way, Plaintiff
    filed this case as a class action.

    As part of the Settlement, Defendants agree to pay one hundred million dollars into a
    Settlement Fund.  The net amount in the Settlement Fund, including interest, and
    after payment of, and establishment of reserves for, any taxes and Court-approved
    costs, fees, and expenses, including any Court-approved compensation to be paid to
    the Named Plaintiffs, will be paid to the Plans and, after payment of implementation
    expenses, the remaining amount will be allocated to the Plan accounts of members
    of the Settlement Class according to a Plan of Allocation to be approved by the Court.  
    If necessary, a Plan account will be created for those members of the Settlement
    Class who no longer have Plan accounts.

    On May 1, 2006 the Court issued an order granting preliminary approval of the
    Settlement.  The Final Fairness Hearing regarding the Settlement’s terms and any
    application for Plaintiffs’ Counsel’s attorney’s fees and expenses will be held on
    July 19, 2006.  At the Final Fairness Hearing the Court will decide whether to
    approve the settlement and whether to grant Plaintiffs’ Counsels’ request for
    attorney’s fees.  You may file an objection to the Settlement or request for
    attorney’s fees or expenses by June 30, 2006.  For more information on how to
    object to the settlement or attorney’s fees please click on link for the Class Notice.  

    If you have any questions about the AOL Time Warner ERISA Class Action
    Settlement, please send an email to aoltwERISAsettlement@sbtklaw.com.  This email
    will go to the law office of Schiffrin Barroway Topaz & Kessler, LLP, one of the
    Plaintiffs' Co-Lead Counsel, and be directed to the individuals handling the Settlement.  
    Class Counsel has also set up a toll free number (800) 613-8579, if you prefer to call
    with your questions.

     ADDITIONAL DOCUMENTS RELATING TO THE SETTLEMENT:


          
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