UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                ----------------


                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

       Date of Report (Date of Earliest Event Reported): December 7, 2006

                                TIME WARNER INC.

             (Exact Name of Registrant as Specified in its Charter)


     Delaware                         1-15062                         13-4099534
      --------                        -------                         ----------
(State or Other Jurisdiction    (Commission File Number)           (IRS Employer
of Incorporation)                                            Identification No.)

                One Time Warner Center, New York, New York 10019
                -------------------------------------------------
               (Address of Principal Executive Offices) (Zip Code)

                                  212-484-8000
                                  -------------
              (Registrant's Telephone Number, Including Area Code)

                                 Not Applicable
                                 --------------
          (Former Name or Former Address, if Changed Since Last Report)


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2 below):

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))





Item 7.01  Regulation FD Disclosure.

On December 7, 2006, Time Warner Cable Inc., a Delaware  corporation ("TWC") and
a subsidiary of Time Warner Inc., a Delaware corporation ("Time Warner"),  filed
Amendment No. 1 to the registration statement on Form S-1 (the "TWC Registration
Statement")  with the Securities and Exchange  Commission (the  "Commission") in
connection  with a proposed  initial  public  offering  of TWC's  Class A common
stock.  As previously  reported,  the TWC  Registration  Statement was initially
filed with the  Commission on October 18, 2006. All of the shares of the Class A
common stock that will be registered pursuant to the TWC Registration  Statement
are being sold by Adelphia Communications Corporation,  the selling stockholder,
and  neither TWC nor Time Warner will  receive any  proceeds  from the  proposed
offering.

The information included in this report,  including the information in Amendment
No.  1  to  the  TWC  Registration   Statement  attached  as  Exhibit  99.1,  is
incorporated  by  reference  into this Item 7.01 in  satisfaction  of the public
disclosure  requirements of Regulation FD. This information is being "furnished"
to the  Commission and shall not be deemed "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"),
or otherwise subject to the liabilities of that section,  nor shall it be deemed
incorporated by reference in any filing under the Securities Exchange Act or the
Securities Act of 1933, as amended (the "Securities  Act"),  except as expressly
set forth by specific reference in such a filing.

This report does not constitute an offer to sell or the solicitation of an offer
to buy any security and shall not constitute an offer,  solicitation  or sale of
any securities in any jurisdiction in which such offering,  solicitation or sale
would be unlawful.


Caution Concerning Forward-Looking Statements

This report includes certain  forward-looking  statements  within the meaning of
Section 27A of the  Securities  Act and Section 21E of the  Securities  Exchange
Act. Such forward-looking statements include, but are not limited to, statements
about future  financial  and  operating  results of TWC; the plans,  objectives,
expectations  and intentions of Time Warner and TWC; and other  statements  that
are not historical facts. These statements are based on the current expectations
and  beliefs  of the  management  of Time  Warner  and TWC,  and are  subject to
uncertainty and changes in circumstances.

Time Warner  cautions  readers  that any  forward-looking  information  is not a
guarantee of future performance and that actual results may vary materially from
those expressed or implied by the statements herein, due to changes in economic,
business, competitive,  technological, strategic or other regulatory factors, as
well as factors affecting the operations of TWC. More detailed information about
certain of these and other  factors  may be found in filings by Time Warner with
the  Commission,  including  its most  recent  Annual  Report on Form  10-K,  as
amended,   in  the  section  entitled  "Risk  Factors  and  Caution   Concerning
Forward-Looking  Statements."  Time  Warner  is  under  no  obligation  to,  and
expressly  disclaims  any  obligation  to,  update or alter the  forward-looking
statements  contained in this document,  whether as a result of new information,
future events, or otherwise.


Item 9.01  Financial Statements and Exhibits.


Exhibit        Description
- ------         -----------

99.1           Amendment  No. 1 to the  Registration  Statement  of Time Warner
               Cable Inc. ("TWC")(incorporated by reference to Amendment No. 1
               to the Registration Statement on Form S-1 filed by TWC with the
               Securities  and Exchange  Commission  on December 7, 2006 (File
               No. 333-138052)).





                                    SIGNATURE

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                                TIME WARNER INC.


                                         By: /s/ Wayne H. Pace
                                             -----------------------------------
                                             Name:  Wayne H. Pace
                                             Title:  Executive Vice President
                                                     and Chief Financial Officer

  Date:  December 7, 2006





                                  EXHIBIT INDEX



Exhibit        Description
- -------        -----------

99.1           Amendment No. 1 to the Registration Statement of Time Warner
               Cable Inc. ("TWC") (incorporated by reference to Amendment No. 1
               to the Registration Statement on Form S-1 filed by TWC with the
               Securities and Exchange Commission on December 7, 2006 (File No.
               333-138052)).