Before the plan was released, Icahn recruited former Viacom Inc. The Lazard plan didn't get much support from shareholders, and Icahn failed to attract many prominent candidates for board seats. The agreement yesterday gives Icahn a face-saving departure from his high-profile battle with the company.

Icahn argued that current management has cost shareholders $40 billion in value. Last week, he announced a plan, prepared by Lazard Ltd., to split Time Warner into four publicly traded companies and to replace Parsons. As head of an investors' group that owns more than 3 percent of Time Warner, Icahn has sought to reorganize the company under new management. Time Warner noted in its statement that it had already begun a review of costs across the company, with at least $500 million in reductions written into its operating plan for 2006. The company also pledged to intensify its cost-cutting, another issue that Icahn used to push for change at the company. Under the agreement, Time Warner said it would recommend the election or appointment of two new independent directors and would ask Icahn for recommendations. Icahn had said he planned to run a full slate of board candidates at the shareholders meeting in a proxy battle for control of the company. In return, Time Warner will increase its share repurchase program from $12.5 billion to $20 billion, matching a figure proposed in a report Icahn released last week calling for a major restructuring of the media giant.

The agreement calls for Icahn not to contest the company's slate of directors at its shareholders meeting in May. Icahn will drop his bid to seek control of the company and Time Warner will do some of the things the dissident shareholder has recommended. You are fully responsible for the content that you post. Please review the full rules governing commentaries and discussions.

Finally, we will take steps to block users who violate any of our posting standards, terms of use or privacy policies or any other policies governing this site. Additionally, entries that are unsigned or contain "signatures" by someone other than the actual author will be removed. Comments that include profanity or personal attacks or other inappropriate comments or material will be removed from the site. See instructions for fixing the problem. Your browser's settings may be preventing you from commenting on and viewing comments about this item. The person who buys it should be able to make the asset more productive. What I care about is seeing these assets in the best hands Carl Icahn - Assets - Management A great company in the media business needs visionary leaders, not a conglomerate structure headquartered in Columbus Circle that second guesses.

Carl Icahn - Business - Learning We want these assets to be productive. The root of the problem is the absence of real corporate democracy. Carl Icahn - Business - Life - Mistakes - Action We have bloated bureaucracies in Corporate America.

Carl Icahn - Business - Life - Mistakes - Action We have bloated bureaucracies in Corporate America.