Warner Music Group Corp. — Director's Dealing 2005

May 11, 2005

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Warner Music Group Corp. (WMG)
CIK: 0001319161
Period of Report: 2005-05-11

Reporting Person: LORING IAN K (Director, 10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.001 par value	24090062.6049	Indirect

Footnotes

F1: Ian K. Loring is a Managing Director of Bain Capital Investors, LLC ("BCI"). BCI is the sole general partner of Bain Capital Partners VII, L.P., which is the sole general partner of Bain Capital VII Coinvestment Fund, L.P., which is the managing and sole member of Bain Capital VII Coinvestment Fund, LLC ("Coinvestment Fund VII, LLC"). By virtue of this relationship, Mr. Loring may be deemed to share voting and dispositive power with respect to the 6,949,552.88036641

shares of Common Stock owned by Coinvestment Fund VII, LLC.

F2: BCI is also the administrative member of Bain Capital Integral Investors, LLC ("Integral Investors"). By virtue of this relationship, Mr. Loring may be deemed to share voting and dispositive power with respect to the 17,039,127.0098676 shares of Common Stock owned by Integral Investors.

F3: BCI is also the administrative member of BCIP TCV, LLC ("BCIP TCV"). By virtue of this relationship, Mr. Loring may be deemed to share voting and dispositive power with respect to the 101,382.714673327 shares of Common Stock owned by BCIP TCV.

F4: Mr. Loring disclaims beneficial ownership of the securities held by each of the entities referred to in the foregoing footnotes except to the extent of his pecuniary interest therein.