TIME WARNER INC.
SECTION 1. Registered Office. The registered office of TIME WARNER INC. (hereinafter called the
"Corporation") in the State of Delaware shall be at 1209 Orange Street, City of Wilmington, County of New
Castle, Delaware 19801, and the registered agent shall be The Corporation Trust Company, or such other office
or agent as the Board of Directors of the Corporation (the "Board") shall from time to time select.
SECTION 2. Other Offices. The Corporation may also have an office or offices, and keep the books and
records of the Corporation, except as may otherwise be required by law, at such other place or places, either
within or without the State of Delaware, as the Board may from time to time determine or the business of the
Corporation may require.
Meetings of Stockholders
SECTION 1. Place of Meeting. All meetings of the stockholders of the Corporation (the "stockholders") shall be
at a place to be determined by the Board of Directors.
SECTION 2. Annual Meetings. The annual meeting of the stockholders for the election of directors and for the
transaction of such other business as may properly come before the meeting shall be held on such date and at
such hour as shall from time to time be fixed by the Board. Any previously scheduled annual meeting of the
stockholders may be postponed by action of the Board taken prior to the time previously scheduled for such
annual meeting of the stockholders.
SECTION 3. Special Meetings. Except as otherwise required by law or the Restated Certificate of
Incorporation of the Corporation (the "Certificate") and subject to the rights of the holders of any series of
Preferred Stock or Series Common Stock or any class or series of stock having a preference over the Common
Stock as to dividends or upon dissolution, liquidation or winding up, special meetings of the stockholders for any
purpose or purposes may be called by the Chief Executive Officer or a ma