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To the End of Time: The Seduction and Conquest of a Media Empire.

The Aug. 17, 1992, issue of Newsweek headed its business section with "Man of the Year" the story of Gerald Levin's ascension as the new boss of Time Warner, taking over from chairman and co-CEO Steve Ross, who had had to resume chemotherapy for treatment of prostate cancer. Levin, who had orchestrated the 1989 Time Warner merger with his colleague-rival Nick Nicholas, subsequently helped engineer the latter's ouster in February, 1992, in order to become co-CEO himself. Unattuned to the names Levin, Ross, and Nicholas and largely unaware of the significance of the 1989 merger of Time Inc. and Warner Communications Inc., few people understand that it created the greatest spectacle in the history of the takeover game. In fact, Time's board of directors, stockholders, employees, and managers knew very little about the merger. However, that has all changed, thanks to Richard M. Clurman's To the End of Time.

An insider in the old Henry Luce-Time Inc. culture, Clurman spent 20 years at Time as chief of correspondents and editorial executive, 6though he has had no contractual connection with Time Inc. since 1975. Clurman, who decided to write the book two weeks after the first merger announcement, claims he did not have special access because of his "old boy" status and that his friends at Time and Warner in high executive or director positions actually "froze him out" for nearly a year. However, he must have had some excellent inside sources to give his readers one of the most complete play-by-play descriptions of events since Watergate. Obviously one of the best investigative reporters in the business, Clurman offers direct quotes of secret meetings, confidential messages and telephone calls, sealed court records, and information from documents never before revealed. He interviewed hundreds of present and former Time Warner executives, board members, and staff, as well as lawyers, bankers, and accountants. He also turned to Graef Crystal, one of the leading executive compensation experts in the U.S., to translate the complex legalese of compensation arrangements replete with qualifying footnotes and remote references.

Within big business, no other deal during the high-rolling 1980s drew as much attention for glamor, recklessness, and cultural brawling as the corporate interfaith marriage between 67-year-old Time Inc., a WASPy, blue-chip American institution (for years the world's largest combined magazine and book publisher), and Steven J. Ross' Warner Communications Inc., the swinging pop entertainment conglomerate. Clurman goes behind the scene to reveal how Time Inc. leaders eventually capitulated on every negotiating point they once insisted they never would yield. Richard Munro, Nicholas, and Levin ensured sky-high amounts of money for themselves, but little for the others at Time. To the End of Time analyzes the final deal as the only "acquisition" of its kind in which the acquired company (Warner) took over the acquiring company (Time) and reveals how Ross made more than $200,000,000 in the process.

In order to preclude a stockholders' vote on the acquisition, the three Time negotiators arranged to buy Warner outright, rather than exchange stock. The total cost of the acquisition was $14,900,000,000, including $500,000,000 in banking, financial, and legal fees. The most important revisions involved paying more than $1,000,000,000 to Ross and Warner employees and stockholders. Although Time's three top executives gained new contracts with options that could bring them multimillions in capital and millions in income for the remainder of their lives, Time employees received no cash.

Clurman has produced a complete and compelling report. He found out and told all. His well-written, shocking expose explains how such a rotten deal could have taken place.
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Author:Fischer, Raymond L.
Publication:USA Today (Magazine)
Article Type:Book Review
Date:Jan 1, 1993
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