AOL Acquires Userplane

August 14, 2006, AOL LLC today announced that is has acquired Userplane (http://www.userplane.com) of Los Angeles, CA, a pioneer in community networking software that develops and markets easy-to-use, Web-based chat and instant messaging tools that can be quickly deployed and seamlessly integrated into a variety of Web services.

The agreement with AOL was signed on July 28th and closed last week. Financial terms of the deal were not disclosed.

Userplane – originally founded in 2001 by Michael Jones, Nate Thelen and Javier Hall - has licensed its chat technology to more than 100,000 Web sites and online communities, and has a presence in more than 25 countries. Key customers include MySpace.com, Honda, Date.com, Spark, IGN, Tagged, Red Bull, Marvel Comics, and others. Userplane’s wide network of online communities includes social networking and dating websites, blogs, and niche communities.

Userplane offers its Web-based chat and instant messaging services under three business models. There is a monthly licensing model in which customers pay fees based on usage, a free model in which Userplane represents the resulting advertising inventory, and a hybrid model through which licensed clients can also place Userplane’s advertising inventory on their site and share in the proceeds.

Userplane users spend an average of at least 20 minutes engaged in the Userplane experience per visit, which enables Userplane to provide rich advertising space – including streaming audio and video. Because the Userplane experience is fundamentally user-centric, advertisers can precisely target their audience based on user profiles and demographics. The trend-setting and early-adopting 18–35 demographic is best represented among Userplane’s large and rapidly growing user base.

“Userplane will expand and extend the reach and relevance of the AOL® instant messaging franchise, while continuing to provide social networking audiences and specialized communities with brandable clients tailored to meet their needs,” said Ted Leonsis, vice chairman and president, AOL Audience Business. “We are extremely pleased to welcome Userplane’s entrepreneurial leaders and talented technologists to AOL, and we look forward to offering optional federation to Userplane communities with our global network of 83 million AOL, AIM® and ICQ® users.”

“We couldn’t have asked for a better partner than AOL and its industry leading AIM service,” said Michael Jones, Userplane’s co-founder and CEO. “Our entire team sees this as an excellent time to align with AOL. Our expertise in web applications and online advertising allows us to fit directly with their new strategy. We will leverage AOL’s tools and network, continuing to integrate Userplane into communities globally and support their growth.” Instant messaging is one of the three most popular Internet activities in the United States -– after email and search –- and is a key driver of user engagement. As the nationwide leader in instant messaging, AOL’s growing IM community is a syndicated and open developer platform that supports social networking, delivers advanced voice, video and collaboration services, and provides consumers with easy access to popular content and programming. Userplane and its 12 employees will continue to be based in the Los Angeles, CA area. It will operate as a wholly-owned subsidiary of AOL.

Userplane is AOL’s third announced acquisition of 2006, following Lightningcast, Inc. in May and Truveo, Inc. in January. Other recent corporate acquisitions by AOL include Music Now, LLC, Weblogs, Inc., Xdrive, Inc. and Wildseed, Ltd. – all in 2005.

For more information on Userplane, please visit (http://www.userplane.com).

About AOL
AOL and its subsidiaries operate a leading network of Web brands and the largest Internet access subscription service in the United States. Web brands include the AOL.com® website, AIM®, MapQuest® and Netscape®. AOL offers a range of digital services in the areas of education, safety and security, communications and music. The company also has operations in Europe and Canada. AOL LLC is a majority-owned subsidiary of Time Warner Inc. (NYSE:TWX) and is based in Dulles, Virginia.

About Userplane
Userplane (legal entity is ’Totekasche Holdings, Inc.’ doing business as Userplane) is the world’s premier communication platform for online communities. The company’s hosted applications enable instant community and communication for websites of any scale and audience. The combination of instant and elegant with robust and powerful has made the platform a must-have for thriving sites worldwide - supporting millions of daily users. Founded in 2001 by long-time partners Michael Jones, Nate Thelen, and Javier Hall, Userplane is a diverse and talented team headquartered in Los Angeles, CA.

Contact Information

Nicholas Graham

AOL Corporate Communications

AOL LLC

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