These materials are dated as of the date originally issued and may now be out of date.

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In connection with the AOL spin-off, Time Warner Inc. stockholders did not receive fractional shares of AOL common stock in the distribution. Instead, the fractional shares of AOL common stock were aggregated and sold in the open market by Time Warner's distribution agent, Computershare, with the net proceeds distributed pro rata in the form of cash payments by Time Warner to both registered holders and beneficial holders. The fractional shares were sold in the open market and the cash in lieu rate was $23.1128 per share.

Time Warner’s management believed that the separation was the right step for Time Warner based on the changes in AOL’s business over time and its potential for growth as a separate public company. In addition, AOL attracted potentially different investors than the rest of Time Warner’s businesses.

Time Warner’s management believed that there were a number of potential benefits from the separation transaction:

• Time Warner would become a more streamlined portfolio of businesses focused on creating, packaging and distributing branded content.
• Time Warner and AOL would each have greater strategic and operational flexibility.
• The separation would provide investors with greater choice in deciding whether to own shares of Time Warner or AOL or both companies based on their separate portfolios of businesses and assets.

Time Warner completed the separation of AOL from Time Warner through a spin-off involving a pro rata dividend distribution of all of the AOL common stock held by Time Warner to Time Warner stockholders. The distribution was made on December 9, 2009 to Time Warner stockholders of record at 5:00 p.m. on November 27, 2009 (the record date for the distribution).

Time Warner stockholders received 1 share of AOL common stock for every 11 shares of Time Warner common stock they held on the record date of November 27, 2009. The distribution of shares was made in book-entry form.

Time Warner stockholders did not receive fractional shares of AOL common stock in the distribution.See Question 8below regarding the treatment of fractional shares of AOL common stock.

Shares of Time Warner common stock continued to trade “regular way” (including the right to receive the AOL common stock distribution) on the New York Stock Exchange through the period leading up to and including the distribution date of December 9, 2009.

If yousoldTime Warner shares “regular way” on or before December 9, 2009, you also sold your right to receive shares of AOL common stock that you would have otherwise received.

If youpurchasedTime Warner shares “regular way” on or before December 9, 2009 and held them through this date, you purchased the right to receive shares of AOL common stock based on the Time Warner shares you purchased.

Investors are encouraged to consult with their financial advisors regarding the specific consequences of selling or buying Time Warner common stock on or before the distribution date.

The record date was 5:00 p.m. on November 27, 2009.

In general, if you held Time Warner common stock on the record date, no action was required to receive AOL common stock and, if applicable, the cash payment in lieu of fractional shares of AOL common stock. See Question 8 below regarding the treatment of fractional shares of AOL common stock. If you held Time Warner common stock on the record date, you should have either received a book-entry account statement reflecting your ownership of AOL common stock or your brokerage account should have been credited with AOL common stock.

Please note the following two exceptions:

• Time Warner distributed 1 share of AOL common stock for every 11 shares of Time Warner common stock that Time Warner stockholders held on the record date. If you held fewer than 11 shares of Time Warner common stock on the record date, you would not have received any shares of AOL common stock. Instead, you would have received cash in lieu of any fractional AOL share to which you would otherwise be entitled. No action by you was required to receive any such cash-in-lieu payment. SeeQuestion 8below regarding the treatment of fractional shares of AOL common stock.
• If you hold unexchanged stock certificate(s) for (i) Time Warner common stock issued prior to the 1-for-3 reverse stock split of the common stock on March 27, 2009 or (ii) the common stock of America Online, Inc. or Time Warner Inc. issued prior to the merger of these companies on January 11, 2001, please contact Time Warner’s transfer agent, Computershare, for instructions on how to exchange your stock certificate(s) for new Time Warner shares. You can call Computershare at (800) 254-5193 or send an email message by clicking on the “Contact Us” link at www.computershare.com/investor . Stockholders from outside the U.S. and Canada may call (781) 575-2879.

If you continue to hold unexchanged stock certificate(s) after December 9, 2009, any AOL shares or cash in lieu of a fractional AOL share which you would otherwise be entitled to receive have been held and were not distributed to you. You must exchange your stock certificate(s) in order to receive your AOL shares, any cash in lieu of a fractional AOL share, and any future dividends or distributions on your Time Warner or AOL shares.

The distribution date for the AOL shares was December 9, 2009.

See Question 6 above regarding two scenarios that could preclude the distribution of AOL shares to you.

If you were entitled to receive shares of AOL, you did not receive any physical stock certificates for the AOL shares. Instead:

• If you were a registered Time Warner stockholder in December 2009:The book-entry account statement reflecting your ownership of AOL stock was mailed to you on or about December 17, 2009. If you were otherwise entitled to a fractional share, a cash payment in lieu of the fractional share was mailed separately, on or about December 22, 2009.
• If you were a beneficial Time Warner stockholder (in other words, if you held your shares through a broker, bank or other nominee) in December 2009:Your brokerage account should have been credited with the AOL shares following the distribution date of December 9, 2009. If you were otherwise entitled to a fractional share, your brokerage account should have been credited with a cash payment in lieu of the fractional share. Each broker, bank or other nominee has its own processes for handling the cash received from Time Warner in lieu of fractional shares. You should contact your broker, bank or other nominee for more information.

See Question 8 below regarding the treatment of fractional shares of AOL common stock.

Time Warner stockholders did not receive fractional shares of AOL common stock in the distribution. Instead, the fractional shares of AOL common stock were aggregated and sold in the open market by Time Warner’s distribution agent, Computershare, with the net proceeds distributed pro rata in the form of cash payments to both registered holders and beneficial holders (i.e., those who hold shares through a broker, bank or other nominee) who would otherwise be entitled to receive AOL fractional shares. The cash in lieu rate was $23.1128 per share.

• If you are a registered Time Warner stockholder:If you would like additional information regarding the distribution of the AOL shares, the cash payment in lieu of fractional shares, or how to exchange Time Warner stock certificates issued prior to March 27, 2009, please contact Time Warner’s transfer agent, Computershare, at (800) 254-5193, or send an email message by clicking on the “Contact Us” link at www.computershare.com/investor . Stockholders from outside the U.S. and Canada may call (781) 575-2879. If you would otherwise be entitled to a fractional share, a cash payment in lieu of the fractional share was mailed separately.
• If you are a beneficial Time Warner stockholder (in other words, if you hold your shares through a broker, bank or other nominee): Please direct any questions regarding the distribution or the cash payment in lieu of fractional shares to your broker, bank or other nominee.
• Time Warner stockholders may also contact Time Warner Investor Relations by email at ir@timewarner.com or by calling toll-free at (866) INFO-TWX.

See Question 8 above regarding the treatment of fractional shares of AOL common stock.

The number of shares of Time Warner common stock that you help prior to the spin-off did not change as a result of the distribution of AOL shares. However the trading price of your Time Warner shares no longer reflects the value of AOL.

Time Warner stockholders are not expected to recognize any gain or loss for U.S. federal income tax purposes, except with respect to cash received in lieu of fractional shares. The tax consequences of the distribution are explained more fully in the Tax Information Statement, noting especially pages 33 to 35 under the heading “Material U.S. Federal Income Tax Consequences of the Spin-Off.” The Tax Information Statement is above or clickherefor more information.

You are urged to consult your own tax advisor regarding the particular consequences of the distribution to you, including the applicability and effect of any U.S. federal, state and local, Canadian federal, provincial and territorial and other foreign tax laws.

Information regarding the determination of the tax basis in your Time Warner common stock and the AOL common stock that you received in the distribution is explained more completely in the “Tax Information Statement” that is posted above or click here for more information.