EXHIBIT 15
AOL TIME WARNER INC.
00 Xxxxxxxxxxx Xxxxx
Xxx Xxxx, XX 00000
May 20, 2002
Aspen Investments LLC
Atlantis Investments LLC
c/o Finser Corporation
000 Xxxxxxxx Xxx, Xxxxx 000
Xxxxx Xxxxxx, XX 00000, XXX
Attn: President
Ladies and Gentlemen:
Reference is made to the Voting Agreement, dated as of March 8, 2002 (the
"Voting Agreement"), by and among AOL Time Warner Inc., America Online, Inc.,
Aspen Investments LLC and Atlantis Investments LLC (each a "Stockholder" and
collectively, the "Stockholders"). Capitalized terms used in this letter and not
defined herein will have the meanings ascribed to such terms in the Voting
Agreement.
Each Stockholder hereby agrees to amend the Voting Agreement by deleting
Attachment 1 thereto and substituting Attachment 1 to this letter in lieu
thereof. Each Stockholder further agrees that its obligations under Section 2.1
of the Voting Agreement with respect to the Charter Amendments shall apply to
all the amendments contemplated by Attachment 1 (as substituted hereby), whether
proposed in one or more than one stockholder proposal and whether effected
through one or more filings with the Secretary of State of the State of Delaware
of certificates of amendment to the Certificate and/or a restated certificate of
incorporation of the Company which incorporate such changes. Except as expressly
amended by this letter, the Voting Agreement is and shall continue to be in full
force and effect in accordance with its terms.
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Your signature below indicates your acceptance of the foregoing.
Very truly yours,
AOL TIME WARNER INC.
By: _______________________
Name:
Title:
Agreed and Acknowledged:
ASPEN INVESTMENTS LLC
By: ____________________________
Name:
Title:
ATLANTIS INVESTMENTS LLC
By: ____________________________
Name:
Title:
Attachment 1
[see Attachment 1 to Exhibit 14]
