No. 2247

JANUARY 23, 2002

GERALD M. LEVIN AND JILL M. CONSIDINE ELECTED TO THE NEW YORK FED BOARD OF DIRECTORS

NEW YORK- Gerald M. Levin, chief executive officer of AOL Time Warner Inc., has been appointed to the board of directors of the Federal Reserve Bank of New York. Mr. Levin was appointed for the unexpired portion of a three-year term ending December 31, 2003 and succeeds Charles A. Heimbold, Jr., chairman and chief executive officer of Bristol-Myers Squibb Company, as a class C director. The Board of Governors of the Federal Reserve System also has designated Mr. Levin as deputy chairman of the board of directors of the New York Fed for the year 2002.

Jill M. Considine, chairman and chief executive officer of The Depository Trust Company (DTC), has been elected to the board of directors of the Federal Reserve Bank of New York. Miss Considine has been elected for a three-year term beginning January 2002 and succeeds T. Joseph Semrod, vice chairman of FleetBoston Financial, as a class A director.

Prior to the AOL Time Warner Inc. merger, Mr. Levin was the chairman and chief executive officer of Time Warner Inc. He became CEO of Time Warner in December 1992 and was elected chairman of the board in January 1993. Mr. Levin was named president and co-chief executive officer in February 1992. He previously served as chief operating officer and vice chairman of Time Warner, a position he attained when Time Inc. merged with Warner Communications Inc. in 1990.

Mr. Levin joined Time Inc. in 1972 when Home Box Office, the company’s pay cable subsidiary, was in its developmental phase. He held several executive positions, including chairman at HBO, before being named vice chairman and elected to the Time Inc. board of directors in July 1988.

Currently, Mr. Levin serves as a director of the New York Stock Exchange Inc. He is also a member of the board and treasurer of the New York Philharmonic, a member of the boards of the National Cable Television Center and Museum, The Aspen Institute and the Museum of Jewish Heritage – A Living Memorial to the Holocaust, and is a member of the Council on Foreign Relations.

Mr. Levin graduated Phi Beta Kappa from Haverford College, and also is a graduate of the University of Pennsylvania Law School. He and his wife, Barbara, reside in New York City.

Miss Considine served for five and a half years as president of the New York Clearing House Association before joining DTC in January 1999. Previously, she had been managing director and chief administrative officer at American Express Bank Ltd. since 1991, and a member of its board of directors. From 1985-1991, Miss Considine was the superintendent of the New York State Department of Banking.

Miss Considine also has served as president and chief executive officer of The First Women’s Bank, and has held a range of executive positions at Bankers Trust Company and Chase Manhattan Bank. Internationally, Miss Considine serves on the Group of 30 Steering Committee, which is working to address issues affecting global trading and also is a member of the World Economic Forum.

In the U.S., she is a member of the Council on Foreign Relations, a member of the U.S. Advisory Board to the Russian-American Institute of Banking, a board member of the Regional Plan Association and the Alliance for Downtown New York Inc., and a member of the board of advisors for the Morin Center for Banking and Financial Law.

In addition to serving as chairman and chief executive officer of The Depository Trust & Clearing Corporation and the National Securities Clearing Corporation, Miss Considine also serves on the board of directors of the September 11 Fund, the Atlantic Mutual Insurance Companies, The Interpublic Group of Companies Inc., and the Ambac Financial Group Inc.

An honors graduate from the Columbia University Graduate School of Business, Miss Considine attended Bryn Mawr College and holds a Bachelor of Science degree in biology and an honorary Doctor of Civil Law degree from St. Johns University.

The board of directors of the Federal Reserve Bank of New York is comprised of nine members, six of whom (three class A and three class B directors) are elected by depository institutions of the Federal Reserve’s Second District. The remaining three (class C directors) are appointed by the Board of Governors of the Federal Reserve System. Class A directors are drawn from among the banking community. Class B and C directors are individuals chosen from professions outside the banking community and typically represent business and industry, agriculture, labor and consumers.