Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
MELTON CAROL A
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)
Executive Vice President
(Last)
(First)
(Middle)

ONE TIME WARNER CENTER
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2011
(Street)


NEW YORK, NY 10019-8016
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock, Par Value $.01 03/12/2008   L5 41.423 (1) (2) A $ 14.8468 (3) 6,139.808 (4) I By Spouse (7)
Common Stock, Par Value $.01 06/11/2008   L5 40.979 (1) (2) A $ 15.0709 (3) 6,153.468 (4) I By Spouse (7)
Common Stock, Par Value $.01 09/10/2008   L5 40.747 (1) (2) A $ 15.2195 (3) 6,167.05 (4) I By Spouse (7)
Common Stock, Par Value $.01 12/10/2008   L5 63.286 (1) (2) A $ 9.8395 (3) 6,188.145 (4) I By Spouse (7)
Common Stock, Par Value $.01 06/10/2009   L5 23.754 (1) A $ 26.3796 (5) 6,211.754 (4) (6) I By Spouse (7)
Common Stock, Par Value $.01 09/10/2009   L5 21.728 (1) A $ 29.0451 (5) 6,233.482 I By Spouse (7)
Common Stock, Par Value $.01 12/04/2009   L5 20.35 (1) A $ 31.2117 (5) 6,253.832 I By Spouse (7)
Common Stock, Par Value $.01 03/10/2010   L5 23.682 (1) A $ 30.5786 6,277.514 I By Spouse (7)
Common Stock, Par Value $.01 06/10/2010   L5 23.438 (1) A $ 31.1113 6,300.952 I By Spouse (7)
Common Stock, Par Value $.01 09/10/2010   L5 23.312 (1) A $ 31.4933 6,324.264 I By Spouse (7)
Common Stock, Par Value $.01 12/10/2010   L5 23.308 (1) A $ 31.7114 6,347.572 I By Spouse (7)
Common Stock, Par Value $.01 03/10/2011   L 22.886 (1) A $ 35.9545 6,370.458 I By Spouse (7)
Common Stock, Par Value $.01 06/10/2011   L 23.793 (1) A $ 34.8112 6,394.251 I By Spouse (7)
Common Stock, Par Value $.01 09/12/2011   L 28.827 (1) A $ 28.9254 6,423.078 I By Spouse (7)
Common Stock, Par Value $.01 12/12/2011   L 24.689 (1) A $ 34.0486 6,447.767 I By Spouse (7)
Common Stock, Par Value $.01             21,684 D  
Common Stock, Par Value $.01             321 I By Savings Plan

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MELTON CAROL A
ONE TIME WARNER CENTER
NEW YORK, NY 10019-8016
      Executive Vice President  

Signatures

By: Brenda C. Karickhoff for Carol A. Melton 02/09/2012
**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) Shares purchased pursuant to broker-administered dividend reinvestment of the Issuer's common stock.
(2) The number of shares acquired have not been adjusted to reflect a one-for-three reverse stock split of the Issuer's common stock that became effective on March 27, 2009 (the "Reverse Stock Split").
(3) The purchase price has not been adjusted to reflect (a) the Reverse Stock Split, (b) the separation of Time Warner Cable Inc. from the Issuer on March 12, 2009 or (c) the separation of AOL Inc. from the Issuer on December 9, 2009 (the "AOL Separation").
(4) The amount of securities beneficially owned has been adjusted to reflect the Reverse Stock Split. Pursuant to the exemption under Rule 16a-9(a) of the Securities and Exchange Act of 1934, these adjustment transactions are not required to be reported.
(5) The purchase price has not been adjusted to reflect the AOL Separation.
(6) The amount of securities beneficially owned does not include any fractional shares resulting from the Reverse Stock Split because stockholders received cash in lieu of any fractional shares. Pursuant to the exemption under Rule 16a-9(a) of the Securities and Exchange Act of 1934, this disposition is not required to be reported.
(7) Shares held by the Reporting Person's spouse as to which the Reporting Person disclaims beneficial ownership.

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