exv10w58






Exhibit 10.58




For Use After January 1, 2011




Time Warner Cable Inc.

Restricted Stock Unit Agreement for Non-Employee Directors




NOTICE OF GRANT OF RESTRICTED STOCK UNITS



     TIME WARNER CABLE INC. (the “Company”) and I agree that these RSUs (defined below) are
granted and governed by the terms and conditions of this Notice, the Time Warner Cable Inc. 2006
Stock Incentive Plan, as amended from time to time (the “Plan”), and the Time Warner Cable Inc.
Restricted Stock Units Agreement for Non-Employee Directors (the “Agreement”), all of which are
incorporated by reference into, and made part of this document, and which I can access and review
through the Fidelity website at www.netbenefits.fidelity.com. Each RSU represents the
unfunded, unsecured right of the Participant (defined below) to receive a share of the Company’s
common stock, par value $ .01, as provided in the Agreement ( “Share”). I am also advised to
refer to the prospectus that contains a description of the Plan (“Prospectus”), which also may be
accessed through the Fidelity website.




	1.	 	I, <Name>, am the Participant.






	2.	 	I understand that the distribution of the RSUs shall occur as provided in Section 3
below and pursuant to the terms of the Agreement, in the form of Shares issued under the
Plan, subject to earlier forfeiture in the event Participant’s service as a non-employee
member of the Company’s Board of Directors (the “Board”) is terminated for Cause, as
provided in the Agreement.






	3.	 	Participant has been granted an Award of Restricted Stock Units (RSUs) as follows:





	 	 	 	 	 	 
	 	 	 	 	 	 
	 	Date of Award:

	 	 	<Date>	 
	 	 	 	 	 	 
	 	Total Number of RSUs Awarded:

	 	 	<Number of Units>	 
	 	 	 	 	 	 
	 	Distribution Date(s):

	 	 	50% of Shares distributed upon the earlier
of (1) <date> and (2) termination
from the Board; and	 
	 	 
	 	 	 	 
	 	 

	 	 	50% of Shares distributed upon termination
from the Board	 
	 	 	 	 	 	 






	4.	 	I acknowledge and agree that upon distribution, the value of my RSUs shall be
considered taxable compensation and I will be responsible for remitting all such taxes owed
to the proper taxing authorities.






	5.	 	I hereby consent to receive the Plan and the Prospectus and other communications
related to the Plan electronically via the Fidelity website, and I agree that I have had an
opportunity to review these records.






	6.	 	I understand that, in order to manage and administer my RSUs, the Company will process,
use and transfer certain personal information about me, as detailed and described in
Section 19 of the Agreement, which is incorporated by reference into and made part of this
Notice.






	7.	 	I further agree that I have read and will comply with the Company’s Securities Trading
Policy (also accessible on the Fidelity website), which I understand may be updated from
time to time.






	8.	 	I understand that I may be entitled now and from time to time to receive certain other
documents, including the Company’s annual report to stockholders and proxy statements
(which become available each year approximately three months after the Company’s fiscal
year end), and I hereby consent to receive such documents electronically on the internet or
as the Company directs.





     IN WITNESS WHEREOF, the Company has caused this Agreement to be signed by its duly authorized
officer or agent as of the ____ day of _____________, 2011.



	 	 	 	 	 
	 	Time Warner Cable Inc.	 
	 	By:  	 	 
	 	 	 	 
	 	 	 	 
	 


Accepted and Agreed to:





			
	Participant:	 	
 
     (Signature)






 









 








(For
Use After January 1, 2011)




Time Warner Cable Inc.

Restricted Stock Unit Agreement for Non-Employee Directors




NOTICE OF GRANT OF RESTRICTED STOCK UNITS




     TIME WARNER CABLE INC. (the “Company”) and I agree that these RSUs (defined below) are
granted and governed by the terms and conditions of this Notice, the Time Warner Cable Inc. 2006
Stock Incentive Plan, as amended from time to time (the “Plan”), and the Time Warner Cable Inc.
Restricted Stock Units Agreement for Non-Employee Directors (the “Agreement”), all of which are
incorporated by reference into, and made part of this document, and which I can access and review
through the Fidelity website at www.netbenefits.fidelity.com. Each RSU represents the
unfunded, unsecured right of the Participant (defined below) to receive a share of the Company’s
common stock, par value $ .01, as provided in the Agreement ( “Share”). I am also advised to
refer to the prospectus that contains a description of the Plan (“Prospectus”), which also may be
accessed through the Fidelity website.




	1.	 	I, <Name>, am the Participant.






	2.	 	I understand that the distribution of the RSUs shall occur as provided in Section 3
below and pursuant to the terms of the Agreement, and shall occur in Shares issued under
the Plan, subject to earlier forfeiture in the event Participant’s service as a
non-employee member of the Company’s Board of Directors (the “Board”) is terminated for
Cause, as provided in the Agreement.






	3.	 	Participant has been granted an Award of Restricted Stock Units (RSUs) as follows:





	 	 	 	 	 	 
	 	 	 	 	 	 
	 	Date of Award:

	 	 	<Date>	 
	 	 	 	 	 	 
	 	Total Number of RSUs Awarded:

	 	 	<Number of Units>	 
	 	 	 	 	 	 
	 	Distribution Date:

	 	 	Upon termination from the Board	 
	 	 	 	 	 	 






	4.	 	I acknowledge and agree that upon distribution, the value of my RSUs shall be
considered taxable compensation and I will be responsible for remitting all such taxes owed
to the proper taxing authorities.






	5.	 	I hereby consent to receive the Plan and the Prospectus and other communications
related to the Plan electronically via the Fidelity website, and I agree that I have had an
opportunity to review these records.






	6.	 	I understand that, in order to manage and administer my RSUs, the Company will process,
use and transfer certain personal information about me, as detailed and described in
Section 19 of the Agreement, which is incorporated by reference into and made part of this
Notice.






	7.	 	I further agree that I have read and will comply with the Company’s Securities Trading
Policy (also accessible on the Fidelity website), which I understand may be updated from
time to time.






	8.	 	I understand that I may be entitled now and from time to time to receive certain other
documents, including the Company’s annual report to stockholders and proxy statements
(which become available each year approximately three months after the Company’s fiscal
year end), and I hereby consent to receive such documents electronically on the internet or
as the Company directs.





     IN WITNESS WHEREOF, the Company has caused this Agreement to be signed by its duly authorized
officer or agent as of the ____ day of _____________, 2011.



	 	 	 	 	 
	 	Time Warner Cable Inc.	 
	 	By:  	 	 
	 	 	 	 
	 	 	 	 
	 


Accepted and Agreed to:





			
	Participant:	 	
 
     (Signature)