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It’s buyback time at AOL Time Warner Inc. After almost ten years of spin-offs and transfers, the embattled media giant will shell out $9 billion to recapture the 27.6 percent stake in Time Warner Entertainment Company, LP (TWE) that it sold in 1993. That stake has had several owners over the course of the decade, but currently belongs to AT&T Broadband, which is in the process of being acquired by Comcast Corporation. TWE contains many of AOL Time Warner’s crown jewels-its cable systems, its Warner Brothers film studio, and its programming units, such as HBO. After it regains full ownership of TWE, AOL Time Warner will combine all of its cable systems into a new division, Time Warner Cable Inc. The film and entertainment properties will become part of AOL Time Warner. To take control of TWE, AOL Time Warner will pay AT&T Corp. (or Comcast, if its acquisition of AT&T Broadband closes first) $2.1 billion in cash and $1.5 billion in stock. The seller will also receive a 21 percent stake in the new Time Warner Cable. That stake is estimated to have a value of $5.5 billion when Time Warner Cable goes public. For acquiror AOL Time Warner Inc. (New York) n In-house: Executive vice president, general counsel, and secretary Paul Cappuccio, senior vice president and deputy general counsel Spencer Hays, and vice president and associate general counsel-mergers and acquisitions Douglas Phillips. n Paul, Weiss, Rifkind, Wharton & Garrison (New York): Corporate: Richard Borisoff, Eric Goodison, Kelley Parker, Robert Schumer, James Schwab, and associates Matthew Abbott, C�cile Boyer, Stefanie Lieberman, Shane McCormack, Jill Poulson, Cheryl Vinall, Lawrence Wee, and Charles Whites, Jr. Tax: Jeffrey Samuels, Alfred Youngwood, and associates Christina Cerrito, Paul Seraganian, and Emma Sobol. Intellectual property: Charles Googe, Jr., and associate Elizabeth Moody. Employee benefits: Robert Fleder and associates Rolf Zaiss and Victoria Zerjav. Litigation: John Baughman and Jay Cohen. Regulatory matters: Henk Brands. (Brands is in the firm’s Washington, D.C., office.) Paul, Weiss has had a long-standing relationship with AOL Time Warner through its predecessor company, Time Warner Inc. For seller AT&T Corp. (Basking Ridge, New Jersey) n In-house: Executive vice president and general counsel James Cicconi, secretary and vice president-law Marilyn Wasser, vice president of corporate affairs-law and government affairs Robert Feit, and senior attorney-law and government affairs David Pester. AT&T Broadband: senior vice president and chief counsel Rick Bailey and associate general counsel James Zerefos. n Wachtell, Lipton, Rosen & Katz (New York): Corporate: Trevor Norwitz and associates Kevin Costantino, Arrie Park, and Ante Vucic. Tax: Peter Canellos, Jodi Schwartz, and associate T. Eiko Stange. Employee benefits: Michael Katzke and associate David Passey. Regulatory matters: Ilene Gotts. Wachtell has represented AT&T on many matters, including the pending acquisition of AT&T Broadband by Comcast. For potential seller Comcast Corporation (Philadelphia) n In-house: Senior vice president and general counsel Arthur Block and assistant deputy general counsel Matthew Fradin. n Davis Polk & Wardwell (New York): Corporate: Daniel Budofsky, Dennis Hersch, William Taylor, and associates William Aaronson, Mutya Fonte, William Mone, and Steven Williams. Tax: Avishai Shachar, Po Sit, and associate Christopher Peters. Employee benefits: Andrew Stumpff and associate Renata Ferrari. Environmental: Gail Flesher and associate Betty Moy. Antitrust: Arthur Burke and Arthur Golden. Intellectual property: associate Douglas Cardwell. (Cardwell is in the firm’s Menlo Park, California, office.) Davis Polk has worked for Comcast for the last ten years. outlook The TWE restructuring is expected to close in the first half of 2003, subject to regulatory approval. -Robert Lennon

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