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Case closed on TW board

Move follows Icahn's call for new members

Steve Case is ankling Time Warner’s board of directors, five years after the conglom’s disastrous marriage with America Online, the company he co-founded and ran.

Case said he wants to focus on his new company, Revolution.

“Leaving Time Warner’s board will give me a greater opportunity to grow Revolution, including avoiding any potential conflicts of interest as Revolution moves into new areas,” Case said in a statement. He launched Revolution in April with $500 million to invest in health care, wellness and resorts.

Case stepped down as chairman of what was then AOL Time Warner in spring 2003 under intense pressure from shareholders.

His latest resignation comes as Time Warner faces renewed pressure from an investor group led by corporate raider Carl Icahn, who has taken TW to task on various issues, including the makeup of the board, which still includes a handful of former AOL directors.

Ironically, it’s also a time when AOL has become one of Time Warner’s hottest properties, being circled by heavyweights including Yahoo!, Google, Comcast and Microsoft.

Time Warner’s stock was decimated following the merger with AOL, which closed in early 2001. Gerald Levin resigned as CEO of the combined company and left the board, as did former Case lieutenant Robert Pittman. Time Warner has since yanked the ‘AOL’ from its name.

The new wave of interest in AOL is one reason Time Warner’s stock is up from a trough of $8 to about $18. But that’s still a far, far cry from the circa $80 a share the company was trading at before the merger.

Time Warner has taken billions of dollars of write-downs for AOL and ponied up or set aside many millions more to settle federal probes and lawsuits stemming from AOL’s accounting and financial disclosure problems.

“I was a better builder than manager,” Case told Business Week in an interview last April. “Maybe I was inept and ham-handed. Maybe I didn’t understand the complexities of the business, the different cultures, and the emotional intelligence of things.”

Still, Time Warner chairman-CEO Richard Parsons had only kind words for the departing director.

“On behalf of Time Warner’s board of directors and senior management team, I thank Steve Case for his years of distinguished service to our company. We have great respect for his long record of achievement — as a co-founder of AOL to a valuable member of our board,” Parsons said in a statement.

“As Steve is one of our major individual shareholders, we’ll look forward to his wise counsel as the company continues to move forward. He will be missed.”

Case owns about 0.3% of the company — slightly more than 15 million shares worth about $270 million.

His departure brings Time Warner’s board to 14.

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