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): April 4, 2005

                                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: 

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

[X] 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.

Time Warner Inc. (the "Company") today announced that its Board of Directors has
approved  an  increase  in the  size of the  Board  of  Directors  from 13 to 15
effective at the Company's  Annual Meeting of Stockholders  scheduled to be held
on May 20, 2005,  and has nominated two new candidates for election to the Board
at the Stockholders  Meeting. The two new nominees are Jessica P. Einhorn,  Dean
of the Paul H. Nitze School of Advanced  International  Studies  (SAIS) at Johns
Hopkins University, and Deborah C. Wright, Chairman, President and CEO of Carver
Bancorp, Inc. A copy of the press released issued by the Company is furnished as
Exhibit 99.1 to this report.

The  Company  does not intend  for this Item 7.01 or  Exhibit  99.1 to be deemed
"filed" for purposes of Section 18 of the Securities  Exchange Act of 1934 or to
be incorporated by reference into filings under the Securities Act of 1933.


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

99.1              Press release issued April 4, 2005 by the Company and
                  furnished pursuant to Item 7.01, Regulation FD Disclosure.













                                    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/ James W. Barge                        
                                     -------------------------------------------
                                     Name:  James W. Barge
                                     Title: Senior Vice President and Controller





Date:   April 4, 2005