BONA FIDE OFFER IN COMPROMISE
              AND BONA FIDE OFFER TO HOLD HARMLESS


TO:       Mr. Stephen M. Case
          President, Chief Executive Officer and Director
          Mr. Lennert J. Leader
          Senior Vice President, Chief Financial Officer
          America Online, Inc.
          c/o 22000 AOL Way
          Dulles 20166/tdc
          COMMONWEALTH OF VIRGINIA

FROM:     Paul Andrew, Mitchell, B.A., M.S.
          Counselor at Law

DATE:     October 17, 1997

SUBJECT:  Unauthorized electronic copy of "The Federal Zone:
          Cracking the Code of Internal Revenue," 4th ed.


Dear Messrs. Case and Leader:

This is our bona fide offer in compromise, and bona fide offer to
hold you,  your corporation,  and all of its officers, employees,
and contract  agents harmless  for the  ongoing violation  of the
Common Law Copyright  restrictions  expressly  and  conspicuously
published in the Preface of "The Federal Zone:  Cracking the Code
of Internal Revenue,"  fourth  edition, provided  that  you  make
restitution to  compensate for  damages  inflicted  to  date,  by
paying immediately  the certain  sum of two million, five hundred
thousand even  lawful  United  States  Dollars  ($$2,500,000.00),
tendered in  multiple blank United States Postal Money Orders and
insured to  the mailing  location shown  below, no later than our
deadline of 5:00 p.m. on Friday, October 31, 1997, Arizona time.

I am authorized to make this formal, bona fide offer to you.

Thank you  for your  immediate  consideration  of this  bona fide
offer in compromise and bona fide offer to hold harmless.


Sincerely yours,

/s/ Paul Mitchell

Paul Andrew, Mitchell, B.A., M.S.
Counselor at Law and federal witness
c/o 2509 North Campbell Avenue, #1776
Tucson 85719/tdc
ARIZONA STATE (See USPS Publication #221.)

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             please get permission to disclose)
fax machine: (520) 320-1256 (dedicated hard copy:
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website:     http://www.supremelaw.com


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