X0303 4 2008-09-30 0001105705 TIME WARNER INC. TWX 0001077846 MILES MICHAEL A ONE TIME WARNER CENTER NEW YORK NY 10019-8016 1 Phantom Stock Units (pre-2001) 2008-09-30 4 A 0 44.8742 15.03 A Common Stock, Par Value $.01 44.8742 10836.2285 I By Deferred Comp. The phantom stock units were acquired by the Reporting Person under the Deferred Compensation Plan for Directors of Time Warner Inc. (the "Plan") (a plan maintained by Historic TW Inc. prior to the merger with AOL LLC (formerly named America Online, Inc.) in 2001 (the "Merger")), in connection with the Issuer's quarterly cash dividend payment on its Common Stock. This transaction is exempt under Section 16(b). Pursuant to the terms of the Plan, deferred amounts are paid in cash upon the earlier of the Reporting Person's attaining age 70, death or ceasing to be a director for certain limited reasons. The cash value received by the Reporting Person upon distribution will be based upon the greater of (1) the fair market value of the Common Stock underlying the phantom stock units credited to the Reporting Person's account or (2) the amount deferred plus interest at the seven-year treasury rate, compounded annually. Directors cannot elect to defer additional monies under this Plan. Includes additional phantom stock units that were allocated to the Reporting Person prior to the Merger. In the Merger, phantom stock units were converted on a 1.5 to 1 basis. By: Brenda C. Karickhoff For: Michael A. Miles 2008-10-01