UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 11-K

FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR
PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	ý	ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE                     SECURITIES EXCHANGE ACT OF 1934
		For the fiscal year ended December 31, 2010
		OR
	o	TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the transition period from __________ to __________

Commission file number:  1-15062

A.

Full title of the plan and the address of the plan, if different from that of the issuer named below:

TIME WARNER SAVINGS PLAN

B.

Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Time Warner Inc.
One Time Warner Center
New York, New York 10019

F i n a n c i a l S t a t e m e n t s a n d
S u p p l e m e n t a l S c h e d u l e s

Time Warner Savings Plan
Years Ended December 31, 2010 and 2009
With Report of Independent Registered Public
Accounting Firm

Time Warner Savings Plan

Financial Statements and Supplemental Schedules

Years Ended December 31, 2010 and 2009

Contents

Report of Independent Registered Public Accounting Firm			1
Financial Statements
Statements of Net Assets Available for Benefits			2
Statements of Changes in Net Assets Available for Benefits			3
Notes to Financial Statements			4
Supplemental Schedules
Schedule G, Part I – Loans or Fixed Income Obligations in Default or Classified as Uncollectible			21
Schedule H, Part IV, Line 4(i) – Schedule of Assets (Held at End of Year)			22
EX-23.1

Report of Independent Registered Public Accounting Firm

The Administrative Committee
Time Warner Savings Plan

We have audited the accompanying statements of net assets available for benefits of the Time Warner Savings Plan (the “Plan”) as of December 31, 2010 and 2009, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2010 and 2009, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.

Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of loans or fixed income obligations in default or classified as uncollectible and assets (held at end of year) as of December 31, 2010 are presented for purposes of additional analysis and are not a required part of the financial statements but are supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole.

/s/ Ernst & Young LLP

New York, New York
June 24, 2011

Time Warner Savings Plan

Statements of Net Assets Available for Benefits

		December 31,
		2010				2009
		(In Thousands)
Investments – at fair value:
Commingled trust funds		$	1,036,406			$	890,449
Time Warner common stock			285,363				290,995
Other common stocks			586,681				526,119
Preferred stocks			758				226
Synthetic investment contracts			596,176				595,667
Mutual funds			683,248				602,510
U.S. government and agency securities			178,693				116,360
Other fixed income securities			141,827				109,802
Cash, cash equivalents and other investments			92,766				45,451
Total investments, at fair value			3,601,918				3,177,579
Contributions receivable:
Employer			629				1,950
Participants			15				8
Notes receivable from participants			57,389				56,805
Receivables for securities sold			90,773				2,314
Other assets			4,366				13,048
Total assets			3,755,090				3,251,704
Payables for securities purchased			172,772				31,838
Other liabilities			4,789				8,383
Total liabilities			177,561				40,221
Net assets available for benefits, at fair value			3,577,529				3,211,483
Adjustment from fair value to contract value for fully benefit-responsive investment contracts			(17,389	)			(7,657	)
Net assets available for benefits		$	3,560,140			$	3,203,826

See accompanying notes.

Time Warner Savings Plan

Statements of Changes in Net Assets Available for Benefits

		Year Ended December 31,
		2010				2009
		(In Thousands)
Net assets available for benefits at beginning of year		$	3,203,826			$	2,995,653
Changes in net assets:
Investment income, net of fees			39,468				112,484
Net realized and unrealized appreciation in the fair value of investments			331,730				564,387
Net investment income			371,198				676,871
Employing company contributions			108,003				102,004
Participant contributions, including rollover contributions			169,539				194,646
Participant loan interest income			2,985				4,077
Participant withdrawals			(296,055	)			(292,106	)
Administrative expenses			(4,600	)			(5,579	)
Net asset transfers to the AOL Savings Plan			–				(471,740	)
Other income			5,244				–
Net change			356,314				208,173
Net assets available for benefits at end of year		$	3,560,140			$	3,203,826

See accompanying notes.

Time Warner Savings Plan

Notes to Financial Statements

December 31, 2010

1. Description of the Plan

The following is an abbreviated description of the Time Warner Savings Plan (the “Plan”). (See Note 7 for changes made to the Plan effective January 1, 2011). More complete descriptions are provided in the Plan documents, as amended, and the summary plan description/prospectus. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (“ERISA”).

General

The Plan is a defined contribution profit sharing plan with a 401(k) feature generally covering eligible employees of Time Warner Inc. (“Time Warner”) and certain of its subsidiaries and affiliates (each, an “Employing Company” and, collectively, the “Employing Companies”). Employees are automatically enrolled in the Plan at a 3% contribution rate after two months of continuous employment unless they affirmatively decline to participate or elect a different contribution percentage. In addition, employees classified as hourly or temporary employees who are credited with at least 1,000 hours of service in any one year are automatically enrolled in the Plan at a 3% contribution rate unless they affirmatively decline to participate or elect a different contribution percentage.

The Plan is the only participating plan in the Time Warner Defined Contribution Plans Master Trust (the “Master Trust”).

The Plan administrator is a committee (the “Administrative Committee”) appointed by Time Warner’s board of directors. Certain administrative functions of the Plan have been delegated to others in accordance with the terms of the Plan.

Significant Events

On March 12, 2009, Time Warner disposed of all of its shares of Time Warner Cable Inc. (“TWCI”) common stock and completed the legal and structural separation of TWCI from Time Warner (the “TWCI Separation”). As a result, TWCI is no longer a subsidiary of Time Warner. The TWCI Separation was effected as a pro rata dividend of all shares of TWCI common stock held by Time Warner (the “Distribution”) to Time Warner stockholders. Time Warner stockholders received 0.08367 of a share of TWCI common stock for each share of Time Warner common stock held at March 12, 2009, the record date for the Distribution. As a result of the Distribution, the Plan received approximately 1.9 million shares of TWCI common stock with a value of approximately $50 million. These shares were credited to eligible Plan participants’ accounts in the Time Warner Inc. Stock Fund, as applicable. The Distribution is

Time Warner Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

reflected as part of Investment income, net of fees in the accompanying Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2009. In accordance with the provisions of the Plan, an independent fiduciary, Fiduciary Counselors Inc. (“FCI”), was appointed to exercise control over the TWCI common stock received in the Time Warner Inc. Stock Fund as a result of the Distribution. Beginning March 31, 2009 and ending April 14, 2009, FCI sold the TWCI common stock received by the Time Warner Inc. Stock Fund and reinvested the proceeds in Time Warner common stock.

Effective March 27, 2009, Time Warner effected a 1-for-3 reverse stock split of Time Warner common stock. The reverse stock split is reflected in the accompanying financial statements.

On December 8, 2009, in connection with the AOL Separation (as described below), net assets in the amount of $465.3 million and participant loans in the amount of $5.9 million were transferred out of the Plan into the AOL Savings Plan to account for the transfer of the account balances of Plan participants in the then AOL Inc. (“AOL”) division.

On June 10, 2010, approximately $0.5 million in additional Matching Contributions (as defined below) was transferred to the AOL Savings Plan on behalf of participants in the former AOL division and is reflected in Other liabilities in the Statement of Net Assets Available for Benefits as of December 31, 2009.

On December 9, 2009, Time Warner disposed of all its shares of AOL common stock and completed the legal and structural separation of AOL from Time Warner (the “AOL Separation”). As a result, AOL is no longer a subsidiary of Time Warner. The AOL Separation was effected as a pro rata dividend of all shares of AOL common stock held by Time Warner (the “AOL Distribution”) to Time Warner stockholders. Time Warner stockholders received 1 share of AOL common stock for every 11 shares of Time Warner common stock held at November 27, 2009, the record date for the AOL Distribution. As a result of the AOL Distribution, the Plan received approximately 0.8 million shares of AOL common stock with a value of approximately $20 million. These shares were credited to eligible Plan participants’ accounts in the Time Warner Inc. Stock Fund, as applicable. The AOL Distribution is reflected as part of Investment income, net of fees in the accompanying Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2009. In accordance with the provisions of the Plan, FCI was appointed as an independent fiduciary to exercise control over the AOL common stock received in the Time Warner Inc. Stock Fund as a result of the AOL Distribution. Beginning December 11, 2009 and ending December 29, 2009, FCI sold the AOL common stock received by the Time Warner Inc. Stock Fund and reinvested the proceeds in Time Warner common stock.

Time Warner Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

On March 31, 2010, the Master Trust received approximately $6.5 million from an additional distribution of the settlement funds to resolve the shareholder class action lawsuits brought on behalf of certain stockholders of Time Warner. Individual allocations to eligible participant accounts in the Plan and the TWC Savings Plan (which ceased to be a participating plan in the Master Trust effective October 31, 2008 in connection with the TWCI Separation) were determined by the trustee, Fidelity Management Trust Company (“Fidelity”), based on a calculation by the third-party settlement administrator according to the court-approved plan of allocation. On December 9, 2010, approximately $5.2 million was allocated to the Plan and approximately $1.3 million was allocated to the TWC Savings Plan. The Plan’s allocation is presented as Other income in the Statement of Changes in Net Assets Available for Benefits for the year ended December 31, 2010.

Effective December 16, 2010, FCI was appointed as an independent fiduciary under the Plan and an investment manager with oversight for certain purposes over the Time Warner common stock in the Time Warner Inc. Stock Fund.

Investment Funds, Contributions and Vesting

The Plan provides for multiple investment funds (the “Investment Funds”) made available through Fidelity pursuant to the Master Trust. The Investment Funds consist of four asset allocation funds, nine core actively managed funds, four core index funds and a mutual fund window (a self-directed brokerage account). Participant contributions, Matching Contributions (as defined below) and Rollovers (as defined below) may generally be invested in specified increments in the Investment Funds.

Effective July 1, 2010, the Time Warner Inc. Stock Fund was designated as an employee stock ownership plan component of the Plan. Plan participants have the option to either: (i) reinvest cash dividends paid by Time Warner on its common stock in Time Warner common stock through the Time Warner Inc. Stock Fund, or (ii) receive the cash dividends paid by Time Warner on its common stock. If the participant elects to receive dividends in cash, there is a processing fee for a check or an electronic funds transfer, which is deducted from the participant’s Plan account. Effective July 1, 2010, contributions or investment fund transfers into the Time Warner Inc. Stock Fund are prohibited.

Generally, the Plan provides for voluntary participant contributions on a pre-tax basis at an elected percentage of a participant’s eligible compensation, up to an annual limit prescribed by the Internal Revenue Code of 1986, as amended (the “Code”). After two months of continuous

Time Warner Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

employment, matching contributions by Employing Companies (“Matching Contributions”) are made as a percentage of a participant’s contributions to the Plan and are capped at a certain percentage of the participant’s eligible compensation.

Employees hired on or after January 1, 2007 were automatically enrolled in the Plan with a pre-tax contribution rate of 2% and were invested in the Plan’s default investment option (the Growth Asset Allocation Fund) approximately 90 days following the hire date, unless employees elected otherwise during the first 60 days of employment. Effective July 1, 2010, eligible Plan participants with a pre-tax contribution rate of less than 3% and all new eligible Plan participants are automatically enrolled in the Plan at a pre-tax contribution rate of 3% unless they change their contribution rate or opt out of the Plan. Participant contributions and Matching Contributions are invested in the Growth Asset Allocation Fund unless participants elect other investment option(s). (See Note 7 for changes made to deferral rates effective January 1, 2012.)

Prior to July 1, 2010, Matching Contribution rates varied among Employing Companies and were calculated based on one of the following formulas: 66.67% on up to the first 6% of the participant’s eligible compensation contributed to the Plan; or 160% on up to the first 4% of the participant’s eligible compensation contributed to the Plan. Effective July 1, 2010, Matching Contribution rates for eligible Plan participants became consistent across all participating Employing Companies at a rate of 133⅓% on up to the first 3% of eligible compensation deferred and 100% on up to the next 3% of eligible compensation deferred.

Participants are allowed to transfer amounts from certain other tax qualified plans to the Plan (“Rollovers”). Rollovers are included as participant contributions in the Statements of Changes in Net Assets Available for Benefits.

Matching Contributions and any other amounts contributed by an Employing Company, including those transferred into the Plan, are deemed Employing Company contributions (“Employing Company Contributions”). Each participant’s account is credited with the participant’s contributions, Rollovers, Employing Company Contributions and any earnings or losses, as appropriate. Participant contributions, Rollovers and earnings thereon are fully vested.

Time Warner Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

Matching Contributions and earnings thereon generally vest based on years or periods of service as follows:

Matching Contributions Made and Earnings Thereon:

March 1, 2007 to

Prior to March 1, 2007

June 30, 2010

On or After July 1, 2010

Years or Periods

Vested

Years or Periods

Vested

Years or Periods

Vested

of Service

Percentage

of Service

Percentage

of Service (1)

Percentage

Less than 2 years

0

%

Less than 1 year

0

%

Less than 2 years

0

%

2 but less than 3 years

25

1 but less than 2 years

20

2 years or more

100

3 but less than 4 years

50

2 but less than 3 years

40

4 but less than 5 years

75

3 but less than 4 years

60

5 years or more

100

4 but less than 5 years

80

5 years or more

100

(1) Completed service prior to July 1, 2010 counts toward vesting.

Matching Contributions and earnings thereon also become fully vested upon a participant’s termination of service due to death or disability, attainment of age 65, or upon the termination of the Plan.

The Plan provisions described above that became effective July 1, 2010 (relating to (i) the automatic enrollment of certain eligible Plan participants, (ii) the Matching Contributions rate and (iii) the vesting of Matching Contributions (and earnings thereon) made on or after July 1, 2010) do not apply to certain employees subject to a collective bargaining agreement at one of Time Warner’s subsidiaries.

Forfeited Accounts

Forfeited Employing Company Contributions and earnings thereon may be used to reduce future Employing Company Contributions to the Plan and/or to pay Plan expenses. Forfeited contributions and earnings thereon for 2010 and 2009 were $2.9 million and $3.1 million, respectively. The amount of forfeited nonvested accounts as of December 31, 2010 and 2009 was $5.3 million and $5.1 million, respectively, and is reflected in the Statements of Net Assets Available for Benefits.

Time Warner Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

Notes Receivable From Participants

Under the Plan, participants may periodically transfer account balances among Investment Funds offered under the Plan and, subject to certain restrictions and penalties, withdraw amounts and/or take loans from their accounts. The maximum number of new loans a participant may have outstanding is limited to three at any one time, in the form of either one primary residence loan and two general loans or three general loans. The minimum loan amount is $1,000 and the maximum loan amount is $50,000. Loans are valued at their outstanding balances, which approximate fair value, and are treated as transfers between the individual Investment Funds and the participant loan fund. Loans may be for a period of up to five years or, if for the purchase of a primary residence, 15 years (10 years prior to January 1, 1999). Participants who have transferred accounts to the Plan with existing loans for the purchase of a primary residence may have loan terms of up to 30 years based on the provisions of the plan from which the original loan was requested. Effective April 1, 2007, interest rates charged for loans originated under the Plan within any quarter are set at the prime rate in effect on the first day of such quarter plus 1%. Prior to April 1, 2007, interest rates for such loans were set at the prime rate in effect at the time of the loan plus 1%. Participants who have transferred accounts to the Plan with existing loans may be subject to different interest rates on those loans, as set in accordance with the provisions of the plan from which the original loan was requested. Interest rates on outstanding participant loans as of December 31, 2010 and 2009 ranged from 4.25% to 10.50%.

Payment of Benefits

In-service withdrawals are available in certain limited circumstances, as provided under the Plan. Hardship withdrawals are allowed for participants incurring an “immediate and heavy financial need,” as defined by the Plan. Hardship withdrawals are strictly regulated under the Code and the regulations thereunder and a participant must exhaust all available loan options and available distributions prior to requesting a hardship withdrawal.

Generally, on termination of service, participants will receive the vested portion of their account in a lump sum. However, subject to certain restrictions, the Plan permits other payment options. In addition, at the option of the participant, the commencement of payments may be deferred, subject to certain limitations. Benefits distributed from all Investment Funds will be paid in cash, except for benefits distributed from the Time Warner Inc. Stock Fund, which also offers shares of Time Warner common stock as a distribution election. Fractional shares are paid in cash.

Time Warner Savings Plan

Notes to Financial Statements (continued)

1. Description of the Plan (continued)

Plan Termination

Although it has not expressed any intent to do so, Time Warner reserves the right to discontinue Employing Company Contributions or to terminate or modify the Plan at any time. In the event of termination of the Plan, participants will become fully vested in their accounts and the net assets of the Plan may be distributed to participants in accordance with the Plan’s provisions and applicable law.

2. Basis of Presentation and Summary of Significant Accounting Policies

Basis of Presentation

The accounting records of the Plan are maintained on an accrual basis.

Costs and expenses incurred for the purchase, sale or transfer of investments reflected in the accompanying financial statements are considered a cost of the investment or a reduction in the proceeds of a sale, as appropriate. Investment management fees and certain administrative costs are paid by the Investment Funds and included in Investment income, net of fees in the Statements of Changes in Net Assets Available for Benefits.

Administrative Expenses

Certain administrative costs are charged to the Plan as permitted under ERISA, including, for example, fees for auditing, custodial, investment advice, recordkeeping and trustee services. Other administrative costs, for example, compensation of employees responsible for the administration of the Plan, are paid by Time Warner.

Reclassification

Certain 2009 amounts have been reclassified to conform to the current year presentation.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Time Warner Savings Plan

Notes to Financial Statements (continued)

2. Basis of Presentation and Summary of Significant Accounting Policies (continued)

Investment Valuation and Income Recognition

Investments held by the Plan are stated at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). (See Note 4 for further discussion and disclosures related to fair value measurements.)

Investments in the Statements of Net Assets Available for Benefits include fully benefit-responsive investment contracts recognized at fair value with a corresponding adjustment to reflect these investments at contract value.

Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded as earned. Dividends are recorded on the ex-dividend date. Net appreciation (depreciation) in the fair value of investments includes the Plan’s gains and losses on investments bought and sold as well as held during the year.

Recent Accounting Standards

In January 2010, the Financial Accounting Standards Board (“FASB”) issued guidance to clarify certain existing fair value disclosures and require a number of additional disclosures. The guidance clarified that disclosures should be presented separately for each class of assets and liabilities measured at fair value rather than by major category and provided guidance on how to determine the appropriate class of assets and liabilities to be presented. The guidance also clarified the requirement for entities to disclose information about both the valuation techniques and inputs used in estimating fair value measurements for Level 2 and Level 3 assets. In addition, the guidance introduced new requirements to disclose purchases, sales, issuances and settlements of Level 3 assets and liabilities on a gross basis, as well as to disclose separately amounts of significant transfers in and out of Levels 1 and 2 and the reasons for the transfers. With the exception of the requirement to present changes in Level 3 measurements on a gross basis, which applies to financial statements ending in 2011, the guidance became effective for reporting periods beginning after December 15, 2009. The adoption of this guidance in 2010 did not have a material effect on the Plan’s financial statements. Further, the provisions of this guidance that are effective in 2011 are not expected to have a material effect on the Plan’s financial statements.

In September 2010, the FASB issued guidance requiring that loans to participants be classified as notes receivable from participants instead of as plan investments, and that these loans should be

Time Warner Savings Plan

Notes to Financial Statements (continued)

2. Basis of Presentation and Summary of Significant Accounting Policies (continued)

Recent Accounting Standards

measured at their unpaid principal balance plus any accrued but unpaid interest. This guidance is effective for plan years ending after December 15, 2010 and is required to be applied retrospectively to all prior periods presented. Accordingly, the Plan adopted this guidance for the reporting period ending December 31, 2010 and has reclassified amounts relating to participant loans as of December 31, 2009 to conform to the current year presentation. The adoption of this guidance did not have a material effect on the Plan’s financial statements.

In May 2011, the FASB issued additional guidance related to fair value measurements and disclosures that (i) states that the concepts of highest and best use and valuation premise are only relevant when measuring the fair value of nonfinancial assets and, therefore, does not apply to financial assets or any liabilities, (ii) prohibits the application of a blockage factor (i.e., premiums and discounts related to size as a characteristic of the entity’s holding) for all fair value measurements, regardless of hierarchy level, (iii) allows an entity that manages market risks and counterparty credit risk exposure of a group of financial instruments to measure those financial instruments on the basis of the net position for the risk being managed, (iv) requires that an entity measure the fair value of its own equity instruments from the perspective of a market participant that holds the instruments as assets and (v) requires new and enhanced disclosures. This guidance will become effective for the Plan on January 1, 2012 and will be applied on a prospective basis. The Plan’s management is currently evaluating the effect that the provisions will have on the Plan’s financial statements.

3. Investments

Plan investments are made in a variety of investment securities, primarily held in the Master Trust, that are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of these investments, it is possible that changes in values could materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits.

Time Warner Savings Plan

Notes to Financial Statements (continued)

3. Investments (continued)

During the years ended December 31, 2010 and 2009, the Plan’s investments appreciated (depreciated) in fair value as follows:

		Year Ended December 31,
		2010				2009
		(In Thousands)
Net realized and unrealized appreciation (depreciation) in fair value of investments:
Commingled trust funds		$	122,966			$	236,031
Time Warner common stock			28,826				9,465
Other common stocks			94,639				145,375
Preferred stocks			48				1,371
Mutual funds			70,250				152,421
U.S. government and agency securities			10,737				6,344
Other fixed income securities			6,238				12,085
Cash, cash equivalents and other investments			(1,974	)			1,295
Total net realized and unrealized appreciation in the fair value of investments		$	331,730			$	564,387

The following table presents investments that each represented 5% or more of the Plan’s net assets available for benefits:

		December 31,
		2010				2009
		(In Thousands)
Commingled Trust Fund:
BlackRock Equity Index–Fund H, 6,885,050 and 6,959,090 units, respectively		$	293,923			$	257,904
Common Stock:
Time Warner, 8,870,458 and 9,986,087 shares, respectively			285,363				290,995
Mutual Fund:
Dodge & Cox Stock Fund, 4,403,023 and 4,335,699 shares, respectively			474,470				416,834

Time Warner Savings Plan

Notes to Financial Statements (continued)

3. Investments (continued)

The Capital Preservation Fund, an Investment Fund available in the Plan, includes benefit-responsive synthetic investment contracts that are valued at fair value and adjusted to contract value in the Statements of Net Assets Available for Benefits. In a synthetic investment contract, debt securities (such as fixed-income, asset-backed and mortgage-backed securities) are purchased and then a financial institution agrees to provide for liquidity and an adjustable rate of return thereon (a “Wrapper”), which, when taken together with the underlying securities, generally results in a guaranteed return of principal and accrued interest. (See Note 4 for further discussion and disclosures related to fair value measurements.)

The Capital Preservation Fund and the Wrapper contracts purchased by that fund are designed to pay all participant-initiated transactions at contract value. However, the Wrapper contracts limit the ability of the fund to transact at contract value upon the occurrence of certain events. These events include, but are not limited to:

	•		Complete or partial termination of the Plan;
	•		Any change in law, regulation or administrative ruling applicable to the Plan that could have a material adverse effect on the fund’s cash flow;
	•		Merger or consolidation of the Plan with another plan, the transfer of Plan assets to another plan, or the sale, spin-off or merger of a subsidiary or division of the Plan sponsor; and
	•		Any early retirement program, group termination, group layoff, facility closing or similar program.

At this time, the occurrence of these events or any event that would limit the ability of the Capital Preservation Fund to transact at contract value is not probable.

A Wrapper issuer may terminate a Wrapper contract at any time assuming the appropriate notification is provided. In the event that the market value of the Capital Preservation Fund’s covered assets is below their contract value at the time of such termination, Fidelity, as the Fund’s investment manager in this case, may elect to keep the Wrapper contract in place through another Wrapper provider until such time as the market value of the Capital Preservation Fund’s covered assets is equal to their contract value. Plan participants will continue to receive the Capital Preservation Fund’s Crediting Rate (as defined below).

Time Warner Savings Plan

Notes to Financial Statements (continued)

3. Investments (continued)

The following table presents crediting rate and yield information for the Plan’s Capital Preservation Fund:

		December 31,
		2010				2009
Crediting rate (a)			2.5	%			2.5	%
Average annualized yield for the year			2.5				2.9

^(a) Interest income in the Capital Preservation Fund is accrued at the weighted-average return of individual fund investments, net of investment management and certain administrative fees (the “Crediting Rate”). The Crediting Rate is calculated daily. Wrapper contracts use the Crediting Rate formula to convert market value changes in the underlying assets into income distributions in order to minimize the difference between the market and contract value of the underlying assets over time. Using the Crediting Rate formula, an estimated future market value is calculated by compounding a portfolio’s current market value at such portfolio’s current yield to maturity for a period equal to such portfolio duration. The Crediting Rate is the discount rate that equates that estimated future market value with such portfolio’s current contract value. Effective August 2009, Crediting Rates are reset monthly; prior to August 2009, Crediting Rates were reset quarterly. The Wrapper contracts provide a guarantee that the Crediting Rate will not fall below 0%.

Certain investment managers of Investment Funds offered under the Plan are authorized to use derivative financial instruments, either directly or within a commingled fund structure, in accordance with established guidelines of the Investment Funds. Derivative financial instruments may be used for the purpose of managing interest rate and foreign exchange risk, and for yield enhancement. Changes in the fair value of derivative financial instruments are recorded in the Statements of Changes in Net Assets Available for Benefits; therefore, no gains or losses are deferred. The types of derivative financial instruments held by the Plan include foreign currency contracts, swaps, futures and options. At December 31, 2010 and 2009, the Plan held less than 1% of the total market value of its investments in derivatives.

4. Fair Value Measurements

A fair value measurement is determined based on the assumptions that a market participant would use in pricing an asset or liability. A three-tiered hierarchy draws distinctions between market participant assumptions based on (i) observable inputs such as quoted prices in active markets (Level 1), (ii) inputs other than quoted prices in active markets that are observable either directly or indirectly (Level 2) and (iii) unobservable inputs that require the Plan to use present value and other valuation techniques in the determination of fair value (Level 3).

Time Warner Savings Plan

Notes to Financial Statements (continued)

4. Fair Value Measurements (continued)

The following table presents information about the Plan’s assets required to be carried at fair value on a recurring basis as of December 31, 2010 and December 31, 2009 (in thousands):

		December 31, 2010																December 31, 2009
Asset Category		Level 1				Level 2				Level 3				Total				Level 1				Level 2				Level 3				Total
Commingled trust funds (a)		$	-			$	1,036,406			$	-			$	1,036,406			$	-			$	890,449			$	-			$	890,449
Equity securities:
Time Warner common stock			285,363				-				-				285,363				290,995				-				-				290,995
Other common stocks:
Domestic equities			559,571				-				-				559,571				502,952				-				-				502,952
International equities			27,110				-				-				27,110				23,167				-				-				23,167
Preferred stocks			758				-				-				758				226				-				-				226
Synthetic investment contracts:
U.S. government and agency securities			265,648				99,784				-				365,432				190,850				135,909				-				326,759
Mortgage related obligations			-				66,137				-				66,137				-				104,993				-				104,993
Investment grade corporate bonds(b)			-				160,370				-				160,370				-				158,173				-				158,173
Cash, cash equivalents and other investments			2,854				1,383				-				4,237				2,568				3,174				-				5,742
Mutual funds (c)			683,248				-				-				683,248				602,510				-				-				602,510
Fixed income securities:
U.S. government and agency securities			47,437				127,525				3,731				178,693				45,911				68,577				1,872				116,360
Mortgage related obligations			-				41,236				-				41,236				-				33,961				-				33,961
Investment grade corporate bonds(b)			-				80,892				2,053				82,945				-				60,951				-				60,951
Non-investment grade corporate bonds(b)			-				17,646				-				17,646				-				14,890				-				14,890
Cash, cash equivalents and other investments (d)			6,708				86,058				-				92,766				3,549				41,902				-				45,451
Total		$	1,878,697			$	1,717,437			$	5,784			$	3,601,918			$	1,662,728			$	1,512,979			$	1,872			$	3,177,579

(a)		The underlying securities held in commingled trust funds generally consist of marketable equity and fixed income securities.
(b)		Investment grade corporate bonds have an S&P rating of BBB- or higher and non-investment grade corporate bonds have an S&P rating of BB+ and below.
(c)		At December 31, 2010 and December 31, 2009, mutual funds include $474,470 and $416,834 in the Dodge & Cox Stock Fund and $208,778 and $185,676 in Fidelity BrokerageLink, respectively.
(d)		At December 31, 2010 and December 31, 2009, includes cash and cash equivalents of $92,776 and $42,297 and derivative contracts of ($10) and $3,154, respectively.

Time Warner Savings Plan

Notes to Financial Statements (continued)

4. Fair Value Measurements (continued)

The following table reconciles the beginning and ending balances of the Plan’s assets classified as Level 3 for the year ended December 31, 2010 and December 31, 2009 (in thousands):

		December 31, 2010												December 31, 2009
		Investment				US								US
		Grade				Government								Government
		Corporate				and Agency								and Agency
		Bonds				Securities				Total				Securities				Total
Balance at beginning of period		$	-			$	1,872			$	1,872			$	-			$	-
Actual return on plan assets:
Relating to assets still held at end of period			-				(16	)			(16	)			-				-
Relating to assets sold during the period			-				-				-				-				-
Purchases, sales, issuances and settlements			-				867				867				1,872				1,872
Transfers in and/or out of Level 3			2,053				1,008				3,061				-				-
Balance at end of period		$	2,053			$	3,731			$	5,784			$	1,872			$	1,872

The following is a description of the valuation methodologies used for assets measured at fair value. Investments are recorded by the Plan on a trade date basis at fair value.

Commingled trust funds: Valued at the net asset value per unit at year end as reported to Fidelity by each fund company managing such trusts. Investments in the underlying commingled trust funds can generally be redeemed daily at net asset value.

Equity securities: Valued at the closing price reported on the active market on which the individual securities are traded.

Synthetic investment contracts: The fair value of the benefit-responsive synthetic investment contracts is calculated by discounting the related cash-flows based on current yields of similar instruments with comparable durations. Contract value represents contributions made under the contract, plus interest at the contract rate, less withdrawals under the contract. As of December 31, 2010 and 2009, there were no reserves against contract values for credit risk of contract issuers or otherwise.

Mutual funds: Valued at the net asset value of shares held by the Plan at year end.

Time Warner Savings Plan

Notes to Financial Statements (continued)

4. Fair Value Measurements (continued)

Fixed income securities: Valued at the closing price reported on the active market on which the individual securities are traded. Securities not traded on an active market are valued based on yields currently available on comparable securities of issuers with similar credit ratings. When quoted prices are not available for identical or similar securities, the securities are valued using a discounted cash flows approach that maximizes observable inputs, such as current yields of similar instruments, but includes adjustments for certain risks that may not be observable, such as credit and liquidity risks. Due to the subjectivity involved in this assessment, these investments may be classified in Level 3 of the fair value hierarchy.

Cash equivalents and other investments: Cash equivalents consist of investments in short term investment funds valued at net asset value per unit equal to one dollar at year end. Other investments consist of foreign exchange, futures, option and swap contracts. Futures and option contracts are generally valued at closing settlement prices. Swap contracts are marked-to-market as the net amount due to and from the Plan in accordance with the terms of the contract based on the closing level of the relevant market rate of interest.

5. Transactions with Parties-in-Interest

Under the terms of the Plan and the Master Trust, Time Warner may elect to contribute shares of Time Warner common stock and/or cash for Employing Company Contributions to the Plan. There were no shares of Time Warner common stock contributed in 2010 and 2009 as Employing Company Contributions to the Plan. The Plan may also purchase or sell shares of Time Warner common stock directly from or to Time Warner, respectively. There were no purchases or sales of Time Warner common stock by the Plan directly from or to Time Warner in 2010 and 2009.

Certain Plan investments are managed by Fidelity. State Street Bank acts as sub-custodian for certain Plan investments. Therefore, Fidelity’s management of such Plan investments and State Street Bank’s holding such investments, as sub-custodian qualify as party-in-interest transactions.

6. Tax Status of Plan

The Plan has received a determination letter from the Internal Revenue Service (the “IRS”), dated May 13, 2010, stating that the Plan is qualified under Section 401(a) of the Code and, therefore, the related trust is exempt from taxation. Subsequent to this determination by the IRS, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualified status. The Administrative Committee believes the Plan is being operated in compliance with the applicable requirements of the Code and therefore believes the Plan, as amended, is qualified and the related trust is tax exempt. The Plan is subject to audits, from time to time, by various authorities. The Administrative Committee believes that the Plan’s

Time Warner Savings Plan

Notes to Financial Statements (continued)

6. Tax Status of Plan (continued)

information statement on Form 5500 is subject to examination for years after 2006, however, there are currently no audits for any periods in progress.

7. Subsequent Events

On January 1, 2011, the following changes to the Plan became effective:

Deferral Limit for Highly Compensated Employees. The elective deferral limit for highly compensated employees increased from 10%, or 20% for Turner Broadcasting System, Inc. employees, to 50% for pre-tax contributions subject to the IRS limit.

Qualified Automatic Contribution Arrangement. The Plan was designated as a Qualified Automatic Contribution Arrangement and is designed to satisfy the safe harbor requirements. Accordingly, the Plan does not have to be tested for nondiscrimination.

Automatic Contribution Rates. With respect to participants who were automatically enrolled in the Plan at a pre-tax contribution rate of 3% prior to January 1, 2011 and have not changed their contribution rate, the contribution rate for such participants will automatically increase by 1% beginning on January 1, 2012 and will increase by 1% each January 1 thereafter to a maximum contribution rate of 6%. With respect to new eligible Plan participants who are automatically enrolled in the Plan on or after January 1, 2011 and have not changed their contribution rate, the automatic annual increases will take effect on the respective first anniversary of the participants’ enrollment in the Plan and continue on each subsequent anniversary date until the 6% maximum for automatic contributions is reached. Participants who are automatically enrolled in the Plan may change their contribution rate or opt out of the Plan at any time.

8. Reconciliation to Form 5500

The net assets of the Plan that are attributed to fully benefit-responsive investment contracts will be recorded at fair value on the 2010 IRS Form 5500 and related schedules. The following is a reconciliation of the Plan’s net assets available for benefits and changes in net assets available for benefits between the financial statements and Form 5500:

		December 31,
		2010				2009
Net assets available for benefits per the financial statements		$	3,560,140,091			$	3,203,825,895
Adjustment from contract value to fair value for fully benefit-responsive investment contracts			17,389,164				7,657,113
Net assets per the Form 5500		$	3,577,529,255			$	3,211,483,008

Time Warner Savings Plan

Notes to Financial Statements (continued)

8. Reconciliation to Form 5500 (continued)

		Year Ended
		December 31,
		2010
Net investment income from the Plan per the financial statements		$	371,197,574
Reversal of prior year adjustment from contract value to fair value for fully benefit-responsive investment contracts			(7,657,113	)
Adjustment from contract value to fair value for fully benefit-responsive investment contracts			17,389,164
Net investment income from the Plan per the Form 5500		$	380,929,625

Supplemental Schedules

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule G, Part I – Loans or Fixed Income Obligations in Default or Classified as Uncollectible

December 31, 2010

												Amount Received
												During Reporting Year												Amount Overdue
(a)		(b)		(c)				(d)				(e)				(f)				(g)				(h)				(i)
				Detailed Description of Loan Including
				Dates of Making and Maturity, Interest
				Rate, the Type and Value of Collateral,
				any Renegotiation of The Loan and the				Original												Unpaid
Party-In-		Identity and Address of		Terms of the Renegotiation and Other				Amount of												Balance at
Interest		Obligor		Material Items				Loan				Principal				Interest				End of Year				Principal				Interest
		Glitnir Bank		GLITNIR 3ML+273.25 6/16 144A				$	411,000			$	-			$	-			$	27,508			$	-			$	27,508
		Glitnir Bank		GLITNIR BK MTN 6.33% 7/11 144A					279,000				-				-				17,661				-				17,661
		General Motors		GM 8.25% 7/15/23					1,672,000				-				-				137,940				-				137,940
		General Motors		GM GLBL 8.375% 7/15/33 DT					21,000				-				-				1,759				-				1,759
		Inn of the Mountain Gods Resort and Casino		INN OF MOUNT 12% 11/15/10					21,000				-				-				23,520				21,000				2,520
		Kaupthing Bank		KAUPTHING BK 5.75% 10/14/11 144A					120,000				-				-				6,900				-				6,900
		Kaupthing Bank		KAUPTHING BK 7.625% 2/28/15					1,177,000				-				-				89,746				-				89,746
		Kaupthing Bank		KAUPTHING MTN 7.125% 5/19/16 144A					130,000				-				-				9,263				-				9,263
		Landsbankinn		LANDSBANKI IS MTN 6.1% 8/25/11					641,000				-				-				39,101				-				39,101
		Lehman Brothers		LEH 5.857% PERP-12 5/31/12					369,000				-				-				21,660				-				21,660
		Lehman Brothers		LEHMAN BROS HLD 6.75% 12/28/17					390,000				-				-				26,325				-				26,325
		Lehman Brothers		LEHMAN BROS 3ML 8/19/65					220,000				-				-				3,616				-				3,616
		Station Casinos Inc.		STATION CASINOS 6% 4/01/12					63,000				-				-				3,780				-				3,780
		Station Casinos Inc.		STATION CASINOS INC 7.75% 8/16					84,000				-				-				6,510				-				6,510

Records are being maintained by Fidelity for each of the overdue loans listed above. Fidelity will periodically contact each obligor (one who owes the plan money) for future collections of each fixed income obligation in default.

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets

(Held at End of Year)

December 31, 2010

 

Shares or
Units			Description		Current Value
			Commingled Trust Funds
14,573,649			AllianceBernstein International Style Blend Collective Trust		$	149,088,433
11,168,011			BlackRock EAFE Equity Index - Fund T			159,056,114
6,885,050			BlackRock Equity Index - Fund H			293,922,798
2,689,799			BlackRock Extended Equity - Market Fund K			122,332,051
9,439,414			BlackRock US Debt Index - Fund T			153,390,479
10,483,566			Wellington Trust Company Collective Investment Fund II Growth (Series 2)			158,616,360
			Total Commingled Trust Funds		$	1,036,406,235
8,870,458			Time Warner Common Stock*		$	285,362,634
			Other Common Stocks
123,362			ACI WORLDWIDE INC		$	3,314,737
65,104			ACME PACKET INC			3,460,929
40,800			ACUITY BRANDS INC			2,352,936
46,100			AEROFLEX HLDG CORP			758,345
358,500			AES CORP			4,366,530
42,100			AETNA INC			1,284,471
29,500			AFLAC INC			1,664,685
17,800			ALIGN TECHNOLOGY INC			347,812
74,657			AMAZON.COM INC			13,438,260
30,300			AMERICAN EXPRESS CO			1,300,476
4,000			AMGEN INC			219,600
62,663			AMYRIS INC			1,671,849
105,413			ANADARKO PETROLEUM CORP			8,028,254
189,319			ANSYS INC			9,857,840
41,537			APPLE INC			13,398,175
156,263			ARES CAPITAL CORP			2,575,214
190,408			ASSOCIATED BANC CORP			2,884,681
44,700			ATHENAHEALTH INC			1,831,806
39,800			ATHEROS COMMUNICATIONS INC			1,429,616
367,387			ATMEL CORP			4,526,208
121,700			BANK OF AMERICA CORPORATION			1,623,478
142,190			BB&T CORP			3,738,175
30,900			BEST BUY CO INC			1,059,561
8,000			BJ’S RESTAURANTS INC			283,440
27,500			BLACKBOARD INC			1,135,750
3,400			BLACKROCK INC			647,972
10,000			BOOZ ALLEN HAMILTON HLDG CL A			194,300
37,616			BORGWARNER INC			2,721,894

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

 

Shares or
Units			Description		Current Value
			Other Common Stocks (continued)
39,550			BP PLC SPON ADR		$	1,746,924
345,600			BR MALLS PARTICIPACOES SA			3,561,062
109,400			BRIGHTPOINT INC			955,062
169,680			CALPINE CORP			2,263,531
34,000			CAPITAL ONE FINANCIAL CORP			1,447,040
22,000			CATALYST HEALTH SOLUTIONS			1,022,780
419,516			CBS CORP CL B			7,991,780
88,400			CEPHEID INC			2,011,100
6,617			CHIPOTLE MEXICAN GRILL INC			1,407,171
81,400			CISCO SYSTEMS INC			1,646,722
392,100			CITIGROUP INC			1,854,633
128,074			CITY NATIONAL CORP			7,858,621
132,482			COLUMBIA BANKING SYSTEMS INC			2,790,071
42,434			COMMERCE BANCSHARES INC			1,685,903
78,100			COMMVAULT SYSTEMS INC			2,235,222
32,301			COMPASS MINERALS INTL INC			2,883,510
29,000			COMSTOCK RESOURCES INC NEW			712,240
30,805			CONCHO RESOURCES INC			2,700,674
24,600			CONCUR TECHNOLOGIES INC			1,277,478
26,350			CONOCOPHILLIPS			1,794,435
16,800			CONSTANT CONTACT INC			520,632
18,671			COOPER COMPANIES INC			1,051,924
13,700			CORE LABORATORIES NV			1,219,985
168,345			CROWN CASTLE INTL CORP			7,378,561
151,225			CSX CORP			9,770,647
160,689			DENBURY RESOURCES INC			3,067,553
20,200			DEXCOM INC			275,730
2,750			DIRECTV CL A			109,808
430,407			DISNEY (WALT) CO			16,144,567
18,800			DRIL-QUIP INC			1,461,136
35,149			DST SYSTEMS INC			1,558,858
243,500			EASTMAN KODAK CO			1,305,160
57,500			EBAY INC			1,600,225
55,422			EHEALTH INC			786,438
28,900			ELSTER GROUP SE ADR			488,410
51,400			EMC CORP			1,177,060
45,409			EMERGENCY MEDICAL SVCS CL A			2,933,875
9,500			ENERNOC INC			227,145

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

 

Shares or
Units			Description		Current Value
			Other Common Stocks (continued)
104,828			EURONET WORLDWIDE INC		$	1,828,200
1,354,796			FIRST HORIZON NATIONAL CORP			15,959,497
1,138,988			FIRST NIAGARA FINL GROUP INC			15,923,052
67,100			FIRSTMERIT CORP			1,327,909
418,462			FORD MOTOR CO			7,025,977
12,200			FRESH MARKET INC			502,640
371,711			FULTON FINANCIAL CORP			3,843,492
131,341			GAMESTOP CORP CL A			3,005,082
106,100			GENERAL ELECTRIC CO			1,940,569
414,007			GENERAL MOTORS CO			15,260,298
65,800			GENWORTH MI CANADA INC			1,820,337
42,700			GILEAD SCIENCES INC			1,547,448
178,549			GLACIER BANCORP INC			2,697,875
9,075			GOLDMAN SACHS GROUP INC			1,526,052
5,200			GREEN DOT CORP			295,048
6,100			GREENHILL & CO INC			498,248
75,800			GSI COMMERCE INC			1,758,560
25,457			HARMAN INTL IND INC NEW			1,178,659
21,700			HEALTH MGMNT ASSOC INC CL A			207,018
6,700			HEARTWARE INTERNATIONAL INC			586,719
75,834			HENRY (JACK) & ASSOCIATES INC			2,210,561
43,050			HEWLETT-PACKARD CO			1,812,405
68,400			HEXCEL CORPORATION			1,237,356
16,900			HIBBETT SPORTS INC			623,610
21,100			HMS HOLDINGS CORP			1,366,647
15,400			HOME INNS &HO MGT INC SPON ADR			630,784
222,593			HONEYWELL INTL INC			11,833,044
60,300			ICONIX BRAND GROUP INC			1,164,393
60,600			IDEX CORPORATION			2,370,672
35,600			INCYTE CORP			589,536
241,552			INFORMATICA CORP			10,635,535
33,594			INTEGRATED DEVICE TECH INC			223,736
61,800			INTEL CORP			1,299,654
12,900			INTL BUS MACH CORP			1,893,204
60,834			INTUITIVE SURGICAL INC			15,679,964
16,600			ITC HLDGS CORP			1,028,868
270,848			JEFFERIES GROUP INC			7,212,682
13,000			JOHNSON & JOHNSON			804,050

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

 

Shares or
Units			Description		Current Value
			Other Common Stocks (continued)
137,664			JONES LANG LASALLE INC		$	11,552,763
42,900			JPMORGAN CHASE & CO			1,819,818
15,800			K12 INC			452,828
151,378			KEY ENERGY SERVICES INC			1,964,886
80,760			LIVE NATION ENTERTAINMENT INC			922,279
104,100			LKQ CORP			2,365,152
26,700			LOGMEIN INC			1,183,878
15,700			LULULEMON ATHLETICA INC			1,074,194
28,286			MAGELLAN HLTH SERVICES INC			1,337,362
6,700			MAKEMYTRIP LIMITED			181,101
62,200			MASIMO CORP			1,808,154
3,820			MASTERCARD INC CL A			856,100
51,100			MB FINANCIAL INC			885,052
26,600			MECOX LANE LTD ADR			197,106
19,200			MEDTRONIC INC			712,128
6,600			MERCADOLIBRE INC			439,890
36,000			MERCK & CO INC NEW			1,297,440
25,400			METLIFE INC			1,128,776
311,192			MF GLOBAL HOLDINGS LTD			2,601,565
221,250			MGIC INVESTMENT CORP			2,254,538
57,600			MICROSEMI CORP			1,319,040
52,700			MICROSOFT CORP			1,471,384
15,900			MIDDLEBY CORP			1,342,278
328,534			MONEYGRAM INTERNATIONAL INC			890,327
49,500			MONRO MUFFLER BRAKE INC			1,712,205
181,653			MONSANTO CO NEW			12,650,315
38,600			MOOG INC CL A			1,536,280
31,900			MORGAN STANLEY			867,999
142,194			MYRIAD GENETICS INC			3,247,711
41,200			NANOMETRICS INC			528,596
24,100			NETSUITE INC			602,500
300,907			NEW GOLD INC			2,936,852
395,968			NUANCE COMMUNICATIONS INC			7,198,698
19,800			NXSTAGE MEDICAL INC			492,624
58,725			NYSE EURONEXT			1,760,576
462,500			OGX PETROLEO E GAS PART SA			5,573,800
25,500			OLD DOMINION FREIGHT LINES INC			815,745
48,259			OPENTABLE INC			3,401,294

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

 

Shares or
Units				Description		Current Value
				Other Common Stocks (continued)
	186,468			ORACLE CORP		$	5,836,448
	98,690			PACIFIC BIOSCIENCES OF CALI INC			1,570,158
	47,226			PARAMETRIC TECHNOLOGY CORP			1,064,002
	189,687			PARK STERLING BANK			1,168,472
	18,325			PEPSICO INC			1,197,172
	46,100			PFIZER INC			807,211
	2,029			PICO HOLDINGS INC			64,522
	337,196			PNC FINANCIAL SERVICES GRP INC			20,474,541
	83,276			PRECISION CASTPARTS CORP			11,592,852
	7,200			PSS WORLD MEDICAL INC			162,720
	33,325			QUALCOMM INC			1,649,254
	6,600			QUALITY SYSTEMS INC			460,812
	23,700			QUEST SOFTWARE INC			657,438
	12,500			REALD INC			324,000
	24,100			REGAL-BELOIT CORP			1,608,916
	33,700			REGENERON PHARMACEUTICALS INC			1,106,371
	21,500			REINSURANCE GROUP OF AMERICA			1,154,765
	24,450			RESEARCH IN MOTION LTD			1,421,279
	20,900			RIVERBED TECHNOLOGY INC			735,053
	64,500			ROBBINS & MYERS INC			2,307,810
	28,400			ROVI CORPORATION			1,761,084
	90,803			RUE21 INC			2,661,436
	56,350			SALESFORCE.COM INC			7,438,200
	300,510			SENSATA TECHNOLOGIES HOLDG BV			9,048,356
	36,766			SIRONA DENTAL SYSTEMS INC			1,536,083
	46,409			STANCORP FINL GROUP INC			2,094,902
	204,839			STARWOOD HTLS & RESRT WRLDWIDE			12,450,114
	216,428			STATE STREET CORP*			10,029,274
	12,100			STRATASYS INC			394,944
	162,774			SUSQUEHANNA BANCSHARES INC PA			1,575,652
	5,500			TESLA MOTORS INC			146,465
	55,350			TEXAS INSTRUMENTS INC			1,798,875
	24,100			THOMAS & BETTS CORP			1,164,030
	30,786			TORCHMARK CORP			1,839,156
	14,400			TRANSOCEAN LTD			1,000,944
	22,500			TREEHOUSE FOODS INC			1,149,525
	32,400			ULTA SALON COSMETICS & FRG INC			1,101,600
	51,150			UNITED CONTINENTAL HLDGS INC			1,218,393

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

 

Shares or
Units				Description		Current Value
				Other Common Stocks (continued)
	30,050			UNITEDHEALTH GROUP INC		$	1,085,106
	13,700			UNIVERSAL DISPLAY CORP			419,905
	119,953			VAIL RESORTS INC			6,242,354
	13,500			VANCEINFO TECH INC ADR			466,290
	29,500			VARIAN SEMICONDCT EQP ASSC INC			1,090,615
	9,700			VERA BRADLEY INC			320,100
	17,950			WAL MART STORES INC			968,044
	13,162			WASTE CONNECTIONS INC			362,350
	743,168			WELLS FARGO & CO			23,030,776
	172,161			WHITNEY HOLDING CORP			2,436,078
	460,718			WILLIAMS-SONOMA INC			16,443,025
	31,535			WYNN RESORTS LTD			3,274,594
	20,300			YUM BRANDS INC			995,715
				Total Other Common Stocks		$	586,681,063
				Preferred Stocks
	13625			CITIGROUP CAP XIII 7.875% PFD		$	366,649
	13,800			CITIGROUP CAP XII 8.5% PFD			365,148
	25,550			FREDDIE MAC 8.375% PREF PERP			16,071
	17,900			FNMA 8.25% PFD S PERP			10,024
	800			FNMA 0%/10YR CMT+237.5PFD PERP			608
				Total Preferred Stocks		$	758,500
				Synthetic Investment Contracts
				(CASH)		$	64,569
	2,788,921			COLCHESTER STREET TRUST MONEY MARKET PORTFOLIO CLASS I			2,788,921
	1,350,000			ABBEY NATL 3.875% 11/10/14 144A			1,345,177
	586,000			ALABAMA POWER 4.85% 12/15/12			629,797
	870,000			ALLYA 10-4 A3 ABS .91 11/17/14			864,782
	790,000			ALLYA 2010-1 A3 1.45% 5/14			794,508
	15,751			AMCAR 2006-1 C 5.28% 11/11			15,811
	319,455			AMCAR 2006-BG A4 5.21% 9/13			326,614
	606,000			AMER HONDA 2.5% 9/21/15 144A			602,651
	1,220,000			AMERICAN EX CC 2.75% 9/15/15			1,210,162
	300,000			AMERICAN HONDA 2.375% 3/13 144A			307,081
	600,000			AMERICN EX FDIC 3.15% 12/09/11			616,410
	217,000			APART 2007-1 B 5.35% 9/13			224,460
	133,000			APART 2007-1 C 5.43% 7/11			137,714

Time Warner Savings Plan

EIN: #13-4099534           Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

 

Shares or
Units				Description		Current Value
				Synthetic Investment Contracts (continued)
	2,430,000			AT&T INC 2.5% 8/15/15		$	2,446,942
	483,000			AT&T WIRE GLBL 8.125 5/1/12 DT			534,162
	1,050,000			BAAT 2010-2 A3 2.4% 7/14			1,058,819
	80,495			BACM 2003-2 A2 4.342% 3/41			81,457
	504,047			BACM 2005-3 A2 CSTR 7/43			509,625
	4,714,301			BACM 2005-3 XP CSTR 7/43			29,249
	11,277,212			BACM 2005-5 XP CSTR 10/45			20,232
	11,623			BACM 2006-5 A1 5.185% 9/47			11,669
	445,000			BALTIMORE G&E 6.125% 7/01/13			504,751
	2,030,000			BANK AMER 4.5% 4/1/15			2,085,998
	1,890,000			BANK AMER FDG 3.7% 9/1/15			1,899,127
	990,000			BANK NOVA SCOTIA 2.25% 1/22/13			1,017,867
	311,000			BANK NY MELLO GLB 4.95 11/12			336,249
	1,900,000			BANK OF NOVA SC 2.05% 10/07/15			1,862,510
	1,690,000			BARCLAYS MTN 2.5% 1/23/13			1,735,980
	1,247,000			BAXTER INTL 1.8% 3/15/13			1,273,237
	15,662			BAYC 2004-3 M2 1ML+100 1/35			9,871
	58,714			BAYC 2007-4A M1 1ML+95 9/37			12,344
	58,714			BAYC 2007-4A M2 1ML+105 9/37			9,996
	155,173			BAYC 2007-4A M4 1ML+160 9/37			20,229
	155,173			BAYC 2007-4A M5 1ML+175 9/37			16,354
	155,173			BAYC 2007-4A M6 1ML+195 9/37			14,032
	327,000			BB&T CORP GLBL 6.5% 8/01/11			346,365
	266,000			BEAR STEARNS CO INC 5.35% 2/12			284,277
	1,170,000			BERK HATH INC 2.125% 2/11/13			1,204,618
	392,000			BHP BILLITON 5.125% 3/29/12			417,439
	1,220,000			BMONT Q 2.125% 6/28/13			1,241,854
	810,000			BMWLT 2010-1 A3 1.18% 4/13			810,396
	350,000			BNP PARIBAS 2.125% 12/21/12			355,848
	610,000			BNP PARIBAS MTN 3.25% 3/11/15			622,575
	2,079,000			BOA FDIC 3.125% 6/15/12			2,156,141
	550,000			BOA FDIC GTD MTN 2.1% 4/30/12			563,377
	666,000			BONY MTN 4.3% 5/15/14			714,278
	1,010,000			BP CAPITAL MARKETS 3.125% 3/12			1,042,498
	601,872			BRHEA 2006-A A2R 3ML+75 12/41			601,105
	547,752			BSCMS 2006-PW12 A2 5.688 9/38			554,961
	335,620			BSCMS 2006-T24 A1 CSTR 10/41			341,101
	29,212			BSCMS 2007-PW15 A1 5.016% 2/44			29,820

Time Warner Savings Plan

EIN: #13-4099534            Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

Shares or
Units				Description		Current Value
				Synthetic Investment Contracts (continued)
	335,939			BSCMS 2007-PW17 A1 5.282% 6/50		$	343,230
	169,824			BSCMS 2007-T28 A1 5.422% 9/42			174,849
	58,891,655			BSCMS 2007-T28 X2 CSTR 9/42			475,953
	1,800,000			C 6.5% 08/13 SNR DT			2,019,406
	530,000			CANADIAN IMP BK 2.35% 12/11/15			518,956
	399,000			CARAT 2007-1 B 5.15% 9/12			411,764
	1,773,000			CARGILL INC 6.375% 6/12 144A			1,909,116
	454,000			CATERPILLAR FIN SVC MTN 2% 4/13			464,021
	610,000			CATERPILR FI INC MTN 1.55% 12/13			610,867
	328,000			CATERPILR FIN 2.75% 6/24/15			332,942
	700,000			CCCIT 2006-A4 A4 5.45% 5/13			717,655
	1,000,000			CCCIT 2009-A3 A3 2.7% 6/13			1,011,452
	610,000			CFAST 2010-A A3 .91% 8/13			609,251
	740,000			CHAIT 2007-A17 A 5.12% 10/14			796,431
	1,130,000			CHAIT 2008-A4 A4 4.65% 3/15			1,218,029
	730,000			CHAIT 2008-A9 A9 4.3% 5/13			741,428
	2,330,000			CHAIT 2009-A3 A3 2.4% 6/13			2,351,813
	545,000			CIBC 1.45% 9/13/13			545,558
	2,800,000			CITI FDG FDIC 1.875% 10/22/12			2,866,138
	1,410,000			CITIBANK FDIC MTN 1.875% 6/4/12			1,436,714
	1,700,000			CITIGR FDG FDIC 1.875% 11/15/12			1,738,340
	1,200,000			CITIGROUP 4.75% 5/19/15			1,263,166
	224,000			CITIGROUP 5.125% 5/5/14			239,462
	1,271,000			CITIGROUP 6.375% 8/12/14			1,436,003
	1,529,000			CITIGROUP FDIC 2.875% 12/09/11			1,566,970
	656,000			COCA-COAL ENT 1.125% 11/12/13			650,612
	910,000			COCA-COLA CO 1.5% 11/15/15			875,200
	70,000			COMERICA INC 3% 9/16/15			69,813
	643,000			COMET 2006-A6 A6 5.3% 2/14			652,882
	2,048,000			COMET 2009-A2 A2 3.2% 4/14			2,074,156
	213,168			COMM 2005-C6 A2 CSTR 6/44			213,909
	5,570,632			COMM 2005-C6 XP CSTR 6/44			18,113
	3,180,000			COMMONWETH MTN 2.9% 9/17/14 144A			3,348,120
	592,000			CON EDISON NY 5.55% 4/1/14			659,309
	380,000			COPAR 2007-1 B1 5.76% 12/13			387,426
	331,000			COVIDIEN INT GLB 5.45% 10/12			360,583
	610,000			COVIDIEN INTL 1.875% 6/15/13			617,813
	484,074			CPS 2006-D A4 5.115% 08/13			493,532

Time Warner Savings Plan

EIN: #13-4099534            Plan: #336

Schedule H, Part IV, Line 4(i) – Schedule of Assets
(Held at End of Year) (continued)

December 31, 2010

Shares or
Units				Description		Current Value
				Synthetic Investment Contracts (continued)
	999			CPS 2007-C A3 5.43% 5/12 144A		$	1,004
	550,000			CREDIT SUIS(NY)MTN 3.5% 3/23/15			568,606
	3,694,000			CREDIT SUISSE NY 5% 5/15/13			3,999,386
	206,379			CSFB 2002-CP5 A1 4.106% 12/35			210,169
	169,498			CSFB 2003-C5 A3 4.429% 12/36			174,101
	118,708			CSFB 2004-C1 A3 4.321% 1/37			120,489
	29,366			CSMC 2007-C1 A1 5.227% 2/40			29,605
	8,485			CSMC 2007-C2 A1 5.237% 1/49			8,521
	817,000			DAIMLER CHRYSLER 6.5% 11/15/13			931,686
	1,978,000			DBS BK LTD 5.125% VAR 5/17 144A			2,059,862
	730,000			DCAT 2006-C B 5.11% 4/13			732,681
	600,000			DEERE J CAPMTN 1.875% 6/17/13			607,482
	1,491,000			DEUTSCHE TEL 5.375% 3/23/11			1,527,901
	555,000			DIAGEO CPTL GLB 5.2% 1/30/13			610,622
	402,000			DOMINION RESOUR 2.25% 9/1/15			399,182
	1,004,000			EDP FINANCE BV5.375% 11/12 144A			1,025,931
	584,000			ENEL FIN INTL 5.7% 1/15/13144A			634,939
	270,000			ERP OPERAT LP 5.5% 10/1/12			295,169
	935,000			FHLB 0.875% 12/27/13			926,891
	1,885,000			FHLB 1.625% 11/21/12			1,922,580
	2,360,000			FHLB 1.875% 6/21/13			2,416,231
	1,120,755			FHLG 15YR   4.50% 8/18 #E98688			1,185,329
	336,750			FHLG 15YR   4.50% 9/18 #E99205			356,152
	527,979			FHLG 15YR   4.50% 10/18 #E99833			558,399
	289,491			FHLG 15YR   4.50% 11/18 #B10931			306,171
	1,164,056			FHLG 15YR   5.00% 3/19 #G13052			1,246,979
	1,648,763			FHLG 15YR   5.00% 6/24 #G13598			1,766,216
	406,866			FHLG 15YR   5.50% 4/18 #G11389			440,248
	409,837			FHLM ARM   3.53% 4/40 #1B4657			425,439
	366,734			FHLM ARM   3.58% 4/40 #1B4702			381,385
	36,230			FHLM ARM   3.88% 1/35 #848084			37,907
	19,195			FHLM ARM   4.305 6/35 #848083			20,208
	62,380			FHLM ARM   4.68% 1/36 #847584			65,630
	282,173			FHLM ARM   4.69% 11/35 #1B2428			297,482
	204,323			FHLM ARM   4.83% 11/35 #1Q0166			215,318
	184,742			FHLM ARM   4.93% 9/35 #1K1215			194,089
	132,852			FHLM ARM   5.26% 1/36 #1J1274			140,240
	161,766			FHLM ARM   5.37% 12/35 #1N0106			167,934