Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
CAPPUCCIO PAUL T
   2. Issuer Name and Ticker or Trading Symbol
TIME WARNER INC. [TWX] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP and General Counsel
(Last)
(First)
(Middle)
ONE TIME WARNER CENTER		 3. Date of Earliest Transaction (Month/Day/Year)
02/07/2014
(Street)

NEW YORK, NY 10019-8016		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, Par Value $.01 02/07/2014   M(1)   37,451 A $ 0 (2) 99,418 D  
Common Stock, Par Value $.01 02/07/2014   F(3)   18,613 D $ 63.91 80,805 D  
Common Stock, Par Value $.01 02/07/2014   M(4)   10,277 A $ 0 (5) 91,082 D  
Common Stock, Par Value $.01 02/07/2014   F(3)   5,736 D $ 63.91 85,346 D  
Common Stock, Par Value $.01 02/08/2014   M(6)   10,330 A $ 0 (5) 95,676 D  
Common Stock, Par Value $.01 02/08/2014   F(3)   5,766 D $ 63.91 89,910 D  
Common Stock, Par Value $.01               267 I By Savings Plan (7)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Units (2) 02/07/2014   M     37,451 02/07/2014 02/07/2014 Common Stock, Par Value $.01 37,451 $ 0 0 D  
Restricted Stock Units (5) 02/07/2014   M     10,277   (8)   (8) Common Stock, Par Value $.01 10,277 $ 0 64,272 (9) D  
Restricted Stock Units (5) 02/08/2014   M     10,330   (10)   (10) Common Stock, Par Value $.01 10,330 $ 0 53,942 (11) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CAPPUCCIO PAUL T
ONE TIME WARNER CENTER
NEW YORK, NY 10019-8016		       EVP and General Counsel  

Signatures

 By: Brenda C. Karickhoff for Paul T. Cappuccio   02/10/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On February 7, 2011, the Reporting Person was awarded 20,555 target performance stock units ("PSUs") with a three-year performance period ending December 31, 2013. As previously reported on a Form 4 (filed with the SEC on January 31, 2014), on January 29, 2014, the Compensation & Human Development Committee approved a payout of 182.2% of the target PSUs in accordance with the performance standards set in 2011, based on the Issuer's relative total stockholder return for the performance period being at the 91st percentile of the companies in the S&P 500. On February 7, 2014, the Reporting Person acquired 37,451 shares of common stock upon the vesting of those PSUs.
(2) Each PSU represents a contingent right to receive one share of common stock. The Reporting Person received one share of common stock for each PSU that vested.
(3) Payment of tax liability by withholding shares of common stock incident to the vesting of PSUs or restricted stock units ("RSUs") in accordance with Rule 16b-3 of the Securities Exchange Act of 1934.
(4) Shares of common stock acquired upon the vesting of RSUs awarded on February 7, 2011.
(5) Each RSU represents a contingent right to receive one share of common stock. The Reporting Person received one share of common stock for each RSU that vested.
(6) Shares of common stock acquired upon the vesting of RSUs awarded on February 8, 2010.
(7) The Time Warner Savings Plan, a qualified employee benefit plan (the "Savings Plan"). Includes shares of common stock acquired through the reinvestment of dividends paid on the common stock held by the Savings Plan.
(8) These RSUs vest in two equal installments on the third and fourth anniversaries of their date of grant, February 7, 2011.
(9) These RSUs vest in two equal installments on the third and fourth anniversaries of their dates of grant, February 8, 2010, February 7, 2011, February 15, 2012 and February 15, 2013.
(10) These RSUs vest in two equal installments on the third and fourth anniversaries of their date of grant, February 8, 2010.
(11) These RSUs vest in two equal installments on the third and fourth anniversaries of their dates of grant, February 7, 2011, February 15, 2012 and February 15, 2013.

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