8-K 1 form8ktwe-82102.txt FORM 8-K CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): AUGUST 21, 2002 TIME WARNER ENTERTAINMENT COMPANY, L.P. -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 001-12878 13-3666692 -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) American Television and Communications Corporation Delaware 13-2922502 Warner Communications Inc. Delaware 13-2696809 -------------------------------------------------------------------------------- (Exact name of registrant as (State or other (I.R.S. Employer specified in its charter) jurisdiction of Identification incorporation) No.) 75 ROCKEFELLER PLAZA, NEW YORK, NEW YORK 10019 -------------------------------------------------------------------------------- (Address of principal executive offices) (zip code) 212 484-8000 -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) NOT APPLICABLE -------------------------------------------------------------------------------- (Former Name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On August 21, 2002, AOL Time Warner Inc. ("AOLTW") announced that AOLTW, Time Warner Entertainment Company, L.P. ("TWE"), AT&T Corp., Comcast Corporation and certain other parties have entered into a restructuring agreement, dated as of August 20, 2002 (the "Restructuring Agreement"), related to TWE. A copy of the Restructuring Agreement and the press release issued by AOLTW are attached hereto as Exhibits 99.1 and 99.2, respectively, and are each incorporated herein by reference. ITEM 7. EXHIBITS. EXHIBIT DESCRIPTION ------- ----------- 99.1 Restructuring Agreement, dated as of August 20, 2002. 99.2 Press Release issued August 21, 2002 by AOLTW. 3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TIME WARNER ENTERTAINMENT COMPANY, L.P. By: WARNER COMMUNICATIONS INC., as General Partner By: /s/ Wayne H. Pace --------------------------------------- Name: Wayne H. Pace Title: Executive Vice President and Chief Financial Officer AMERICAN TELEVISION AND COMMUNICATIONS CORPORATION WARNER COMMUNICATIONS INC. By: /s/ Wayne H. Pace --------------------------------------- Name: Wayne H. Pace Title: Executive Vice President and Chief Financial Officer Date: August 21, 2002 4 EXHIBIT INDEX EXHIBIT DESCRIPTION ------- ----------- 99.1 Restructuring Agreement, dated as of August 20, 2002. 99.2 Press Release issued August 21, 2002 by AOLTW.