-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Qk5pmxzboKEEYrPq5r+c2LjsyQZswitUMnG85ioqLYbXDk1cFx7WCK+TAmSYJiwS b78Z43TpW+itMvC+WSR9AA== 0000950157-95-000307.txt : 19951019 0000950157-95-000307.hdr.sgml : 19951019 ACCESSION NUMBER: 0000950157-95-000307 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19951018 SROS: AMEX SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TIME WARNER INC CENTRAL INDEX KEY: 0000736157 STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721] IRS NUMBER: 131388520 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-08637 FILM NUMBER: 95581490 BUSINESS ADDRESS: STREET 1: TIME & LIFE BLDG ROCKFELLER CENTER STREET 2: 75 ROCKEFELLER PLAZA CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2124848000 FORMER COMPANY: FORMER CONFORMED NAME: TIME INC /DE/ DATE OF NAME CHANGE: 19890801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TIME WARNER CAPITAL I CENTRAL INDEX KEY: 0000948745 STANDARD INDUSTRIAL CLASSIFICATION: [] STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-08637-01 FILM NUMBER: 95581491 BUSINESS ADDRESS: STREET 1: 75 ROCKEFELLER PLAZA CITY: NEW YORK STATE: NY ZIP: 10019 MAIL ADDRESS: STREET 1: 75 ROCKEFELLER PLAZA STREET 2: 75 ROCKEFELLER PLAZA CITY: NEW YORK STATE: NY ZIP: 10019 8-A12B 1 FORM 8-A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20546 FORM 8-A For Registration of Certain Classes of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 TIME WARNER CAPITAL I ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 36-7121096 - ------------------------ ------------------- (State of incorporation (IRS Employer or organization) Identification No.) 75 Rockefeller Plaza, New York, New York 10019 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) TIME WARNER INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) DELAWARE 13-1388520 - ------------------------ ------------------- (State of incorporation (IRS Employer or organization) Identification No.) 75 Rockefeller Plaza, New York, New York 10019 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to General Instruction A.(c)(1), please check the following box. [ ] If this Form relates to the registration of a class of debt securities and is to become effective simultaneously with the effectiveness of a concurrent registration statement under the Securities Act of 1933 pursuant to General Instruction A.(c)(2), please check the following box. [ ] Securities to be registered pursuant to Section 12(b) of the Act: Title of each class Name of each exchange on which to be so registered each class is to be registered - ------------------- ------------------------------ % Preferred Trust Securities New York Stock Exchange, Inc. (and the Guarantee with respect thereto) Securities to be registered pursuant to Section 12(g) of the Act: None Item 1. Description of Securities to be Registered. ------------------------------------------- The terms and provisions of (a) % Preferred Trust Securities (the "Preferred Securities"), representing undivided beneficial interests in the assets of Time Warner Capital I (the "Trust"), a statutory business trust created under the laws of the State of Delaware, and (b) the related guarantee thereof by Time Warner Inc., a Delaware corporation ("Time Warner"), are described in the Preliminary Prospectus Supplement and Preliminary Prospectus of the Trust and Time Warner, filed with the Securities and Exchange Commission (the "Commission") as part of the Registration Statement (Registration Nos. 033-61523 and 033-61523-01) on Form S-3 dated August 2, 1995, as amended, which is incorporated herein by reference (the "Registration Statement"). Item 2. Exhibits. --------- 1. Registration Statement (see Item 1 above). 2. Certificate of Trust of the Trust (incorporated by reference to Exhibit 4.1 to the Registration Statement). 3. Declaration of Trust of the Trust (incorporated by reference to Exhibit 4.4 to the Registration Statement). 4. Form of Amended and Restated Declaration of Trust of the Trust (incorporated by reference to Exhibit 4.7 to the Registration Statement). 5. Form of Preferred Security (incorporated by reference to Exhibit 4.10 to the Registration Statement). 6. Form of Subordinated Debentures Indenture between Time Warner and Chemical Bank, as Trustee (incorporated by reference to Exhibit 4.8 to the Registration Statement). 7. Form of First Supplemental Indenture to the Subordinated Debentures Indenture between Time Warner and Chemical Bank, as Trustee (incorporated by reference to Exhibit 4.9 to the Registration Statement). 8. Form of Subordinated Debenture (incorporated by reference to Exhibit 4.13 to the Registration Statement). 9. Form of Guarantee Agreement (incorporated by reference to Exhibit 4.12 to the Registration Statement). SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrants have duly caused this registration statement to be signed on their behalf by the undersigned, thereunto duly authorized, in The City of New York, State of New York, on the 18th day of October, 1995. TIME WARNER INC. by /s/ Thomas W. McEnerney -------------------------- Name: Thomas W. McEnerney Title: Vice President TIME WARNER CAPITAL I by TIME WARNER INC., as Sponsor by /s/ Thomas W. McEnerney --------------------------- Name: Thomas W. McEnerney Title: Vice President INDEX TO EXHIBITS 1. Registration Statement (see Item 1 above). 2. Certificate of Trust of the Trust (incorporated by reference to Exhibit 4.1 to the Registration Statement). 3. Declaration of Trust of the Trust (incorporated by reference to Exhibit 4.4 to the Registration Statement). 4. Form of Amended and Restated Declaration of Trust of the Trust (incorporated by reference to Exhibit 4.7 to the Registration Statement). 5. Form of Preferred Security (incorporated by reference to Exhibit 4.10 to the Registration Statement). 6. Form of Subordinated Debentures Indenture between Time Warner and Chemical Bank, as Trustee (incorporated by reference to Exhibit 4.8 to the Registration Statement). 7. Form of First Supplemental Indenture to the Subordinated Debentures Indenture between Time Warner and Chemical Bank, as Trustee (incorporated by reference to Exhibit 4.9 to the Registration Statement). 8. Form of Subordinated Debenture (incorporated by reference to Exhibit 4.13 to the Registration Statement). 9. Form of Guarantee Agreement (incorporated by reference to Exhibit 4.12 to the Registration Statement). -----END PRIVACY-ENHANCED MESSAGE-----