TIME WARNER INC. CODE OF ETHICS FOR OUR…

                        TIME WARNER INC.
       CODE OF ETHICS FOR OUR SENIOR EXECUTIVE AND SENIOR
                       FINANCIAL OFFICERS
                    ADOPTED: JANUARY 22, 2004


This Time Warner Code of Ethics has been created as a supplement to the Time
Warner Standards of Business Conduct to meet the requirements of Section 4.06 of
the Sarbanes-Oxley Act of 2002.

This Code of Ethics applies to Time Warner's Chief Executive Officer, Group Chairmen,
President and Chief Operating Officer, if any, Chief Financial Officer, Controller, Deputy
Controller and senior-most tax executive (and others performing similar senior executive
functions at Time Warner from time to time in the future). It also applies to the Chief
Financial Officer and the Controller of each of Time Warner's principal divisions. Time
Warner expects all of its employees to act in accordance with the highest standards of
professional integrity in all aspects of their business activities, to comply with all
applicable laws, rules and regulations, to deter wrongdoing and abide by the Time
Warner Standards of Business Conduct and other policies and procedures adopted by
Time Warner that govern the conduct of its employees. But because of your leadership
positions, you are setting an example for the rest of our employees and are expected to
comply with this Code of Ethics to foster a culture of integrity and honesty in all our
dealings.

Accordingly, you agree to:

       1. Engage in and promote honest and ethical conduct, including the ethical
          handling of actual or apparent conflicts of interest between personal and
          professional relationships;

       2. Avoid conflicts of interest and disclose to the Time Warner Compliance
          Office any material transaction or relationship that reasonably could be
          expected to give rise to such a conflict;

       3. Take all reasonable measures to protect the confidentiality of non-public
          information about Time Warner or its subsidiaries and their customers
          obtained or created in connection with your activities and prevent the
          unauthorized disclosure of such information unless required by applicable law
          or regulation or legal or regulatory process;

       4. Take all reasonable measures to achieve responsible use of and control over
          Time Warner's assets and resources.

       5. Promote full, fair, accurate, timely, and understandable disclosure in reports
          and documents that Time Warner or its subsidiaries files with, or submits to,
          the Securities and Exchange Commission and other regulators and in other
   public communications made by Time Warner, in accordance with the
   following guidelines:

       ·   all accounting records, and the reports produced from such records,
           must be in accordance with all applicable laws

       ·   all accounting records must fairly and accurately reflect the
           transactions or occurrences to which they relate

       ·   all accounting records must fairly and accurately reflect in reasonable
           detail in accordance with generally accepted accounting principles the
           Company's assets, liabilities, revenues and expenses

       ·   all accounting records must not contain any materially false or
           intentionally misleading entries

       ·   no transactions should be intentionally misclassified as to accounts,
           departments or accounting periods

       ·   all transactions must be supported by accurate documentation in
           reasonable detail and in all material respects be recorded in the proper
           account and in the proper accounting period

       ·   no information should be concealed from our internal auditors or our
           independent auditors

       ·   compliance with the Company's system of internal controls is
           required.

6. Comply with applicable governmental laws, rules and regulations, as well as
   the rules and regulations of the New York Stock Exchange and any other self-
   regulatory organizations of which Time Warner is a member; and

7. Promptly report any possible violation of this Code of Ethics to the Time
   Warner Compliance Office or any of the parties or channels listed in the Time
   Warner Standards of Business Conduct.
You will make every effort to cooperate with Time Warner and its
subsidiaries' internal auditors and independent public auditors and you will
refrain from taking any action to fraudulently influence, coerce, manipulate or
mislead any such auditors.

You understand that you will be held accountable for your adherence to this
Code of Ethics. Your failure to observe the terms of this Code of Ethics may
result in disciplinary action, up to and including termination of employment.
Violations of this Code of Ethics may also constitute violations of law and
may result in civil and criminal penalties for you, your supervisors and/or
Time Warner.

If you have any questions regarding the best course of action in a particular
situation, you should promptly contact Time Warner's General Counsel or the
Time Warner Compliance Office.

Please note that, as provided in Time Warner's Standards of Business
Conduct, you will be protected from any adverse impact on your job and
from any other adverse consequences resulting from your following the
Standards of Business Conduct (including this Code of Ethics), including
assisting an investigation or reporting a violation in good faith.


Your Personal Commitment to the Time Warner Code of Ethics for our
Senior Executive and Senior Financial Officers

I acknowledge that I have received and read the Time Warner Code of Ethics
for the Senior Executive and Senior Financial Officers, and understand my
obligations as an employee to comply with the Code of Ethics.

I understand that my agreement to comply with the Code of Ethics does not
constitute a contract of employment.

Please sign here:_____________________           Date:_________________

Please print your name:__________________________