Announced Action for December 28, 2004

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Commission approval of petition to reopen and modify final order: The Commission has approved a petition from Liberty Media Corporation (Liberty) requesting that the FTC reopen and modify the final order in the matter of Time Warner, Inc., et al. (Docket No. C-3709), as it applies to Liberty and its continuing ownership of Time Warner stock during the term of the order. Under the original order, Liberty was prohibited from holding any ownership interest in Time Warner that is entitled to exercise voting power, with certain limited exceptions. To allow Liberty to continue to hold stock in Time Warner after the order became final, Time Warner created a special class of non-voting stock for Liberty, but that stock may not be held by any other shareholders.

In its petition, Liberty expressed interest in lending some of its Time Warner stock to a financial institution to earn fees that will offset costs it is incurring elsewhere. As part of the stock loan, however, Liberty’s special non-voting stock would have to be converted to regular Time Warner voting stock as it is transferred to the borrower. Accordingly, Liberty requested that the Commission reopen and modify the final order to allow it to lend the Time Warner stock in a way that involves the stock being converted to voting stock, provided that Liberty cannot direct, control, or influence the voting of any Time Warner stock during the period of the loan. The Commission has now approved that request by a vote of 3-0-2, with Chairman Deborah Platt Majoras recused and Commissioner Jon Leibowitz not participating. (FTC Docket No. C-3709; the staff contact is Roberta Baruch, Bureau of Competition, 202-326-2861; see press releases dated September 12, 1996 and September 3, 2004.)

Copies of the documents mentioned in this release are available from the FTC’s Web site at http://www.ftc.gov and also from the FTC’s Consumer Response Center, Room 130, 600 Pennsylvania Avenue, N.W., Washington, DC 20580. Call toll-free: 1-877-FTC-HELP.

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