AOL LLC Acquires Lightningcast, Inc.

AOL LLC today announced that it has acquired broadband videoadvertising innovator Lightningcast, Inc. of Washington, D.C.

AOL's acquisition agreement with Lightningcast is dated May 5th,and closed on May 17th. Financial terms were not disclosed.Lightningcast was previously privately held.

Founded in 1999, Lightningcast and its 34 employees - led by CEOTom MacIsaac - will continue its current operations and work on behalfof clients as a wholly-owned subsidiary of Advertising.com ofBaltimore, Maryland, which is a wholly-owned subsidiary of AOL LLC.Lightningcast will continue to be based in Washington, D.C.

Lightningcast is the industry leader in broadband video and audioad insertion and campaign management. The Company pioneered thedevelopment of solutions for delivering advertising into on-demand,live, and downloaded video content across the web. Lightningcast'stechnology platform provides flexible solutions to owners anddistributors of broadband video and audio content including seamlessad insertion, campaign management, and reporting. At the same time,Lightningcast has developed strong, established relationships with adiverse base of publishers, including some of the web's leading onlinecompanies and destinations, who license its technology for use ontheir own web sites.

In addition, earlier this year Lightningcast launched the"InStream" video advertising network, which allows Lightningcast toexpand its role in providing managed insertion of streaming mediaadvertising and reporting by becoming a direct seller of streamingmedia inventory (across its third party network) to advertisers.

Since 2002, AOL has successfully used Lightningcast's platform,first for audio (AOL Radio) and later for video streamingadvertisements (AOL Video) - partnering on such innovative,groundbreaking projects as the recently launched broadband network,"In2TV", from AOL and Warner Bros.

AOL LLC will now merge Lightningcast streaming media technologyand advertising network operations under Advertising.com within AOL'sAudience business unit. Advertising.com's newly launched pre-rollvideo network and the InStream network will merge, operating under theInStream name. The combined network will comprise 300 websites and 175million monthly streams. Advertisers will be able to target videocampaigns across the network by behavior, demographic, content channeland more.

AOL's acquisition of Lightningcast will support Advertising.com'scontinued efforts to provide advertisers with a centralized resourcefor their online marketing needs. In addition to offering web, searchand behavioral marketing solutions, Advertising.com created the firstcentralized network for the delivery of automated rich mediacampaigns, including floating, auto-expandable and sound-enabledcreatives. Both the InStream network and Advertising.com's rich medianetwork simplify the often complex planning, buying and executionprocesses for these more sophisticated ad formats.

"This acquisition will provide a huge infusion of talent,technology, and publisher relationships for Advertising.com at a timewhen streaming video is growing at a blistering pace," said MikeKelly, President, AOL Media Networks, which oversees Advertising.com."When we looked at the video ad market we identified and pursued theclear leader - Lightningcast. This acquisition will allow AOL andAdvertising.com to continue to create cutting-edge ad solutions, ownand further develop the leading strategic advertising platform, andset the course for the future of online video. The acquisition ofLightningcast is also an important component in furthering AOL'sestablished leadership as the premier destination for video on theweb."

"This acquisition brings together true pioneers in onlineadvertising," says Tom MacIsaac, President and CEO of Lightningcast."Advertising.com has always been ahead of the pack in interactivemarketing, and Lightningcast has been the leading innovator inbroadband video advertising. Now, we will be able to fully leverageAdvertising.com's powerful sales team - and their expansive publisherbase - to propel InStream forward as the dominant force in thestreaming video advertising arena."

Lightningcast's existing InStream sales force will continue tofocus exclusively on video, and work closely with the Advertising.comsales team to maximize the growing opportunities in video advertising.Lightningcast will also continue to build and expand its third-partyvideo ad-serving business, which serves many of the leading onlinevideo publishers.

Other recent corporate acquisitions by AOL include Truveo, Inc. inDecember 2005, Music Now, LLC in November 2005, Weblogs, Inc. inOctober 2005, and Xdrive, Inc. and Wildseed, Ltd. in August 2005. AOLacquired Advertising.com in June 2004.

For more information on Lightningcast, please visitwww.lightningcast.com.

About Lightningcast

Lightningcast is a leading provider of technology that enablesbroadband audio and video marketing, branding and advertising.Lightningcast's core ad management system helps customers manage anddeliver targeted, audited audio and video advertising into audio andvideo content. Lightningcast also operates InStream, the firstInternet ad network dedicated exclusively to broadband videoadvertising.

About Advertising.com

Advertising.com conducts strategic direct-response and brandmarketing campaigns that guarantee bottom-line results for clients.From web ads to search listings, we offer diverse tactical tools,innovative thinking and the most expansive reach in the industry.Advertising.com is a wholly owned subsidiary of AOL LLC. For moreinformation, visit www.advertising.com.

About AOL LLC

AOL LLC and its subsidiaries operate a leading network of Webbrands and the largest Internet access subscription service in theUnited States. Web brands include the AOL.com(R) website, AIM(R),MapQuest(R) and Netscape(R). AOL offers a range of digital services inthe areas of education, safety and security, communications and music.The company also has operations in Europe and Canada. AOL, which isbased in Dulles, Va., is a majority-owned subsidiary of Time WarnerInc. (NYSE:TWX).