UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21337
Western Asset Global High Income Fund Inc.
(Exact name of registrant as specified in charter)
125 Broad Street, New York, NY 10004
(Address of principal executive offices) (Zip code)
Robert I. Frenkel, Esq.
Legg Mason & Co., LLC
300 First Stamford Place, 4th Fl.
Stamford, CT 06902
(Name and address of agent for service)
Registrants telephone number, including area code: (800) 451-2010
Date of fiscal year end: May 31,
Date of reporting period: May 31, 2007
ITEM 1. | REPORT TO STOCKHOLDERS. |
The Annual Report to Stockholders is filed herewith.
[INSERT SHAREHOLDER REPORT]
ANNUAL REPORT
MAY 31, 2007
Western Asset
Global High Income Fund Inc.
(EHI)
INVESTMENT PRODUCTS: NOT FDIC INSURED NO BANK GUARANTEE MAY LOSE VALUE
Western Asset
Global High Income Fund Inc.
Annual Report May 31, 2007
Whats
Inside
The Funds primary investment objective is high current income. The Funds secondary investment objective is total return.
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Annual Chief Executive Officer and Chief Financial Officer Certifications |
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R. JAY GERKEN, CFA
Chairman, President and Chief Executive Officer
Dear Shareholder,
The U.S. economy expanded at a moderate pace during the 12-month reporting period ended May 31, 2007. After expanding 2.6% in the second quarter of 2006, U.S. gross domestic product (GDP)i increased 2.0% in the third quarter and 2.5% in the fourth quarter. The preliminary estimate for first quarter 2007 GDP growth was a tepid 0.6%. This is the lowest growth rate since the fourth quarter of 2002. While consumer spending has remained fairly solid, the cooling housing market continued to negatively impact the economy. In addition, corporate spending was mixed during the reporting period.
After increasing the federal funds rateii to 5.25% in June 2006the 17th consecutive rate hikethe Federal Reserve Board (Fed)iii held rates steady at its last seven meetings. In its statement accompanying the May 2007 meeting, the Fed stated: Economic growth slowed in the first part of this year and the adjustment in the housing sector is ongoing. Nevertheless, the economy seems likely to expand at a moderate pace over coming quarters. Core inflation remains somewhat elevated. Although inflation pressures seem likely to moderate over time, the high level of resource utilization has the potential to sustain those pressures.
During the 12-month reporting period, both short- and long-term Treasury yields experienced periods of volatility. Yields fluctuated early in the period given mixed economic data and shifting expectations regarding the Feds future monetary policy. Then, at the end of February 2007, yields fell sharply as economic data weakened and the U.S. stock market experienced its largest one day decline in more than five years. Yields then moved gradually higher during the remainder of the period due, in part, to the belief that the Fed would not cut interest rates in the foreseeable future. Overall, during the 12 months ended May 31, 2007, two-year Treasury yields moved from 5.04% to 4.92%. Over
Western Asset Global High Income Fund Inc. I
the same period, 10-year Treasury yields fell from 5.12% to 4.90%. Over the 12 months ended May 31, 2007, the Lehman Brothers U.S. Aggregate Indexiv returned 6.66%.
Overseas, the European Central Bank (ECB)v raised interest rates five times during the reporting period, from 2.50% to 3.75%. At its meeting in May 2007, the ECB indicated that further hikes may be needed to keep inflation under control. In Japan, the Bank of Japanvi ended its five-year zero interest rate policy in July 2006 and raised rates to 0.50% in February 2007. Since that time, the Bank of Japan has held rates steady. During the reporting period, the JPMorgan Global Government Bond Market Index (Hedged)vii returned 4.77%.
Please read on for a more detailed look at prevailing economic and market conditions during the Funds fiscal year and to learn how those conditions have affected Fund performance.
Special Shareholder Notices
On May 17, 2007, the Board of Directors of the Fund approved changes to the non-fundamental investment policies relating to the Funds definition of emerging market country.
Effective June 1, 2007, the Fund changed its definition of emerging market country to include any country which is, at the time of investment, represented in the JPMorgan Emerging Markets Bond Index Global (EMBI Global)viii or categorized by the International Bank for Reconstruction and Development (World Bank), in its annual categorization, as middle- or low-income. Under the Funds previous investment policy, the Fund defined an emerging market country as: any country which is considered to be an emerging country by the World Bank at the time of the Funds investment. The countries that will not be considered emerging market countries include: Australia; Austria; Belgium; Canada; Denmark; Finland; France; Germany; Ireland; Italy; Japan; Luxembourg; Netherlands; New Zealand; Norway; Spain; Sweden; Switzerland; the United Kingdom; and the United States. This revision to the definition of emerging market country is intended to allow Legg Mason Partners Fund Advisor, LLC, (LMPFA), the Funds investment manager and Western Asset Management Company
II Western Asset Global High Income Fund Inc.
(Western Asset), the Funds subadviser, greater flexibility and opportunity to achieve the Funds investment objectives and make consistent the range of countries available for investment by the Fund and the countries represented in its current benchmarks.
In addition to the change mentioned above, effective June 1, 2007, the Funds benchmark indexes are the Lehman Brothers U.S. Aggregate Index, the Lehman Brothers High Yield 2% Issuer Cap Indexix and the EMBI Global. Previously, the Funds benchmark index had been the Lehman Brothers U.S. Aggregate Index. The Funds investment subadviser, Western Asset, believes this change will provide for broader, more effective benchmark indexes for the Fund, and more accurate reflections of the portfolio strategies with which the Fund is managed.
Prior to October 9, 2006, the Fund was known as Salomon Brothers Global High Income Fund Inc.
Information About Your Fund
Important information with regard to recent regulatory developments that may affect the Fund is contained in the Notes to Financial Statements included in this report.
As always, thank you for your confidence in our stewardship of your assets. We look forward to helping you meet your financial goals.
Sincerely,
R. Jay Gerken, CFA
Chairman, President and Chief Executive Officer
June 11, 2007
Western Asset Global High Income Fund Inc. III
All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.
i |
Gross domestic product (GDP) is the market value of all final goods and services produced within a country in a given period of time. |
ii |
The federal funds rate is the rate charged by one depository institution on an overnight sale of immediately available funds (balances at the Federal Reserve) to another depository institution; the rate may vary from depository institution to depository institution and from day to day. |
iii |
The Federal Reserve Board (Fed) is responsible for the formulation of policies designed to promote economic growth, full employment, stable prices, and a sustainable pattern of international trade and payments. |
iv |
The Lehman Brothers U.S. Aggregate Index is a broad-based bond index comprised of government, corporate, mortgage and asset-backed issues, rated investment grade or higher, and having at least one year to maturity. |
v |
The European Central Bank (ECB) has been responsible for the monetary policy of the European Union (EU) since January 1, 1999, when the Euro currency was adopted by the EU members. The responsibilities of the ECB are to formulate monetary policy, conduct foreign exchange, hold currency reserves and authorize the issuance of bank notes, among many other things. |
vi |
The Bank of Japan is the countrys central bank. It is the monetary authority that issues currency and regulates the supply of credit and holds the reserves of other banks and sells new issues of securities for the government. |
vii |
The JPMorgan Global Government Bond Market Index is a daily, market capitalization-weighted, international fixed-income index consisting of 13 countries. |
viii |
The JPMorgan Emerging Markets Bond Index Global (EMBI Global) tracks total returns for U.S. dollar denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities: Brady bonds, loans, Eurobonds, and local market instruments. Countries covered are Algeria, Argentina, Brazil, Bulgaria, Chile, China, Colombia, Cote dIvoire, Croatia, Ecuador, Greece, Hungary, Lebanon, Malaysia, Mexico, Morocco, Nigeria, Panama, Peru, the Philippines, Poland, Russia, South Africa, South Korea, Thailand, Turkey and Venezuela. |
ix |
The Lehman Brothers High Yield 2% Issuer Cap Index consists of all domestic and Yankee bonds with a minimum outstanding amount of $100 million and maturing over one year. |
IV Western Asset Global High Income Fund Inc.
Q. What were the overall market conditions during the Funds reporting period?
A. As the fiscal year began, the U.S. bond market faced a number of challenges, including continued monetary tightening by the Federal Reserve Board (Fed)i, and signs of solid economic growth leading to increased inflationary pressures. However, as the period progressed, oil prices moderated, a cooling housing market triggered an economic slowdown and the Fed paused from raising rates after June 2006. These factors, as well as a flight to quality when the U.S. stock market abruptly fell in February 2007, helped both short- and long-term yields to modestly decline during the 12 months ended May 31, 2007. Over this time, there were several periods of increased volatility in the bond market. This was often triggered by changing perceptions regarding the economy, inflation and future Fed monetary policy.
While economic growth in the U.S. moderated during the fiscal year, growth rates in many international countries remained relatively solid. In May 2007, the European Union increased its projection for 2007 growth in the region to 2.9%, versus 2.7% earlier in the year.ii This was attributed, in part, to strong domestic spending and improving labor markets. Given solid growth and inflationary pressures, the European Central Bank (the ECB)iii raised interest rates five times during the reporting period, from 2.50% to 3.75%. Elsewhere, according to the United Nations mid-year economic forecast, growth rates in Japan, the worlds second largest economy, were expected to expand 2.1% in 2007.iv The Bank of Japanv ended its five-year zero interest rate policy in July 2006 and raised rates to 0.50% in February 2007. Since that time, the Bank of Japan has held rates steady.
High yield securities significantly outperformed the overall bond market during the one-year period ended May 31, 2007, as the Citigroup High Yield Market Indexvi and the Lehman Brothers U.S. Aggregate Index vii returned 13.32% and 6.66%, respectively. Despite periods of increased volatility, overall, investors embraced the high yield asset class during the fiscal year. During this time, demand for lower rated bonds was generally strong as investors sought to generate incremental returns in a relatively low interest rate environment. The high yield market also benefited from continued solid corporate profits and low defaults rates.
Performance Review
For the 12 months ended May 31, 2007, Western Asset Global High Income Fund Inc. returned 11.96% based on its net asset value (NAV)viii and 23.25% based on its New York Stock Exchange (NYSE) market price per share. In comparison, the Funds unmanaged benchmark, the Lehman Brothers U.S. Aggregate Index, returned 6.66% and the Lipper Global Income Closed-End Funds Category Averageix increased 10.99%, over the same time frame. In addition, the Funds Board of Directors adopted the following two benchmarks to become the Funds new benchmarks effective as of June 1, 2007, the Lehman Brothers High Yield 2% Issuer Cap Indexx and the JPMorgan Emerging Markets Bond Index Global (EMBI Global)xi. Although these benchmarks are not effective for
Western Asset Global High Income Fund Inc. 2007 Annual Report 1
the period covered in this report, the returns have been included for informational purposes. The Lehman Brothers High Yield 2% Issuer Cap Index returned 12.64% and the EMBI Global returned 13.82% for the same period. Please note that Lipper performance returns are based on each funds NAV.
During the 12-month period, the Fund made distributions to shareholders totaling $1.05 per share. The performance table shows the Funds 12-month total return based on its NAV and market price as of May 31, 2007. Past performance is no guarantee of future results.
Performance Snapshot as of May 31, 2007 (unaudited)
Price Per Share |
12-Month Total Return | |
$14.67 (NAV) |
11.96% | |
$14.17 (Market Price) |
23.25% | |
All figures represent past performance and are not a guarantee of future results. | ||
Total returns are based on changes in NAV or market price, respectively. Total returns assume the reinvestment of all distributions, in additional shares. |
Q. What were the most significant factors affecting Fund performance?
What were the leading contributors to performance?
A. During the reporting period, an overweight to mortgage-backed securities enhanced results, as spreads tightened and volatility remained low. Overall, our issue selection was beneficial to performance, especially our holding in General Motors Acceptance Corporation (GMAC) bonds. In addition, our exposure to emerging market debt, especially local currency debt, performed well, as spreads tightened and many emerging market currencies appreciated versus the U.S. dollar.
What were the leading detractors from performance?
A. The Funds long durationxii detracted from results during those periods within the fiscal year when interest rates rose. In addition, our yield curvexiii positioning was negative as we anticipated a steepening curve. However, the yield flattened as the expected Fed interest rate cuts did not materialize. Elsewhere, our international developed bond exposure hurt the Funds performance as the ECB and Bank of England aggressively raised interest rates and the Japanese yen continued to lose value versus the U.S. dollar.
Q. Were there any significant changes to the Fund during the reporting period?
A. There were no significant changes to the Fund during the reporting period.
Looking for Additional Information?
The Fund is traded under the symbol EHI and its closing market price is available in most newspapers under the NYSE listings. The daily NAV is available on-line under the
2 Western Asset Global High Income Fund Inc. 2007 Annual Report
symbol XEHIX on most financial websites. Barrons and The Wall Street Journals Monday edition both carry closed-end fund tables that provide additional information. In addition, the Fund issues a quarterly press release that can be found on most major financial websites, as well as www.leggmason.com/InvestorServices.
In a continuing effort to provide information concerning the Fund, shareholders may call 1-888-777-0102, Monday through Friday from 8:00 a.m. to 6:00 p.m. Eastern Time, for the Funds current NAV, market price and other information.
Thank you for your investment in Western Asset Global High Income Fund Inc. As always, we appreciate that you have chosen us to manage your assets, and we remain focused on achieving the Funds investment goals.
Sincerely,
Western Asset Management Company
June 11, 2007
The information provided is not intended to be a forecast of future events, a guarantee of future results or investment advice. Views expressed may differ from those of the firm as a whole.
RISKS: An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest. Derivatives are subject to a number of risks such as liquidity risk, interest rate risk, credit risk, leveraging risk, management risk, and may disproportionately increase losses and could have a potentially large impact on Fund performance. Investing in foreign securities is subject to certain risks not associated with domestic investing, such as currency fluctuations, and changes in political and economic conditions. These risks are magnified in emerging or developing markets. High yield bonds involve greater credit and liquidity risks than investment grade bonds. Leverage may magnify gains and increase losses in the Funds portfolio.
All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.
i |
The Federal Reserve Board (Fed) is responsible for the formulation of policies designed to promote economic growth, full employment, stable prices, and a sustainable pattern of international trade and payments. |
ii |
Source: Bloomberg, 5/07. |
iii |
The European Central Bank (ECB) has been responsible for the monetary policy of the European Union (EU) since January 1, 1999, when the Euro currency was adopted by the EU members. The responsibilities of the ECB are to formulate monetary policy, conduct foreign exchange, hold currency reserves and authorize the issuance of bank notes, among many other things. |
iv |
Source: Bloomberg, 6/07. |
v |
The Bank of Japan is the countrys central bank. It is the monetary authority that issues currency and regulates the supply of credit and holds the reserves of other banks and sells new issues of securities for the government. |
vi |
The Citigroup High Yield Market Index is a broad-based unmanaged index of high yield securities. |
vii |
The Lehman Brothers U.S. Aggregate Index is a broad-based bond index comprised of government, corporate, mortgage and asset-backed issues, rated investment grade or higher, and having at least one year to maturity. |
viii |
NAV is calculated by subtracting total liabilities from the closing value of all securities held by the Fund (plus all other assets) and dividing the result (total net assets) by the total number of the common shares outstanding. The NAV fluctuates with changes in the market prices of securities in which the Fund has invested. However, the price at which an investor may buy or sell shares of the Fund is at the Funds market price, as determined by supply of and demand for the Funds shares. |
ix |
Lipper, Inc. is a major independent mutual-fund tracking organization. Returns are based on the 12-month period ended May 31, 2007, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 13 funds in the Funds Lipper category. |
x |
The Lehman Brothers High Yield 2% Issuer Cap Index consists of all domestic and Yankee bonds with a minimum outstanding amount of $100 million and maturing over one year. |
xi |
The JPMorgan Emerging Markets Bond Index Global (EMBI Global) tracks total returns for U.S. dollar denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities; Brady bonds, loans, Eurobonds, and local market instruments. Countries covered are Algeria, Argentina, Brazil, Bulgaria, Chile, China, Columbia, Core dlvoire, Croatia, Ecuador, Greece, Hungary, Lebanon, Malaysia, Mexico, Morocco, Nigeria, Panama, Peru, the Philippines, Poland, Russia, South Africa, South Korea, Thailand, Turkey and Venezuela. |
xii |
Duration is the measure of the price sensitivity of a fixed-income security to an interest rate change of 100 basis points. Calculation is based on the weighted average of the present values for all cash flows. |
xiiii |
The yield curve is the graphical depiction of the relationship between the yield on bonds of the same credit quality but different maturities. |
Western Asset Global High Income Fund Inc. 2007 Annual Report 3
4 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007)
WESTERN ASSET GLOBAL HIGH INCOME FUND INC.
Face Amount |
Security | Value | ||||
CORPORATE BONDS & NOTES 34.1% | ||||||
Aerospace & Defense 0.5% | ||||||
410,000 | Alliant Techsystems Inc., Senior Subordinated Notes, 6.750% due 4/1/16 (a) |
$ | 417,175 | |||
1,150,000 | DRS Technologies Inc., Senior Subordinated Notes, 6.875% due 11/1/13 (a) |
1,164,375 | ||||
975,000 | Hawker Beechcraft Acquisition Co., Senior Subordinated Notes, |
1,045,687 | ||||
L-3 Communications Corp., Senior Subordinated Notes: |
||||||
845,000 | 7.625% due 6/15/12 (a) |
878,800 | ||||
25,000 | 6.375% due 10/15/15 (a) |
25,063 | ||||
Total Aerospace & Defense |
3,531,100 | |||||
Airlines 0.1% | ||||||
Continental Airlines Inc.: |
||||||
270,000 | Notes, 8.750% due 12/1/11 (a) |
265,950 | ||||
Pass-Through Certificates: |
||||||
53,707 | Series 974C, 6.800% due 7/2/07 (a) |
53,741 | ||||
57,385 | Series 981-C, 6.541% due 9/15/08 (a) |
57,349 | ||||
Total Airlines |
377,040 | |||||
Auto Components 0.3% | ||||||
750,000 | Keystone Automotive Operations Inc., Senior Subordinated Notes, |
671,250 | ||||
1,275,000 | Visteon Corp., Senior Notes, 8.250% due 8/1/10 (a) |
1,300,500 | ||||
Total Auto Components |
1,971,750 | |||||
Automobiles 1.3% | ||||||
Ford Motor Co.: |
||||||
Debentures: |
||||||
545,000 | 8.875% due 1/15/22 (a) |
489,137 | ||||
275,000 | 8.900% due 1/15/32 (a) |
245,438 | ||||
7,205,000 | Notes, 7.450% due 7/16/31 (a) |
5,962,137 | ||||
General Motors Corp.: |
||||||
570,000 | Notes, 7.200% due 1/15/11 (a) |
548,625 | ||||
Senior Debentures: |
||||||
300,000 | 8.250% due 7/15/23 (a) |
281,625 | ||||
2,540,000 | 8.375% due 7/15/33 (a) |
2,374,900 | ||||
Total Automobiles |
9,901,862 | |||||
Building Products 0.4% | ||||||
205,000 | Ainsworth Lumber Co., Ltd., Senior Notes, 7.250% due 10/1/12 (a) |
160,669 | ||||
1,095,000 | Associated Materials Inc., Senior Subordinated Notes, 9.750% due 4/15/12 (a) |
1,152,487 | ||||
600,000 | Nortek Inc., Senior Subordinated Notes, 8.500% due 9/1/14 (a) |
598,500 | ||||
1,240,000 | NTK Holdings Inc., Senior Discount Notes, step bond to yield |
936,200 | ||||
Total Building Products |
2,847,856 | |||||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 5
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Capital Markets 0.1% | ||||||
730,000 | E*TRADE Financial Corp., Senior Notes, 7.375% due 9/15/13 (a) |
$ | 763,763 | |||
Chemicals 0.6% | ||||||
750,000 | Equistar Chemicals LP, Senior Notes, 10.625% due 5/1/11 (a) |
795,000 | ||||
930,000 | Georgia Gulf Corp., Senior Notes, 9.500% due 10/15/14 (a)(b) |
953,250 | ||||
415,000 | Huntsman International LLC, Senior Subordinated Notes, |
438,344 | ||||
Lyondell Chemical Co., Senior Notes: |
||||||
310,000 | 8.000% due 9/15/14 (a) |
329,375 | ||||
260,000 | 8.250% due 9/15/16 (a) |
282,750 | ||||
495,000 | Methanex Corp., Senior Notes, 8.750% due 8/15/12 (a) |
549,450 | ||||
85,000 | Momentive Performance Materials Inc., Senior Notes, 9.750% due 12/1/14 (b) |
89,250 | ||||
1,190,000 | Montell Finance Co. BV, Debentures, 8.100% due 3/15/27 (a)(b) |
1,190,000 | ||||
220,000 | Westlake Chemical Corp., Senior Notes, 6.625% due 1/15/16 (a) |
217,800 | ||||
Total Chemicals |
4,845,219 | |||||
Commercial Banks 1.5% | ||||||
2,370,000 | ATF Capital BV, Senior Notes, 9.250% due 2/21/14 (a)(b) |
2,387,775 | ||||
1,050,000 | Banco Mercantil del Norte SA, Subordinated Bonds, |
1,059,360 | ||||
1,700,000 | HSBK Europe BV, 7.250% due 5/3/17 (a)(b) |
1,683,663 | ||||
1,104,000 | ICICI Bank Ltd., Subordinated Bonds, 6.375% due 4/30/22 (a)(b)(c) |
1,079,122 | ||||
Russian Agricultural Bank: |
||||||
1,529,000 | Bonds, 6.299% due 5/15/17 (b) |
1,537,410 | ||||
1,692,000 | Notes, 7.175% due 5/16/13 (b) |
1,795,635 | ||||
1,786,000 | TuranAlem Finance BV, Bonds, 8.250% due 1/22/37 (a)(b) |
1,772,605 | ||||
Total Commercial Banks |
11,315,570 | |||||
Commercial Services & Supplies 0.7% | ||||||
750,000 | Allied Security Escrow Corp., Senior Subordinated Notes, |
765,000 | ||||
Allied Waste North America Inc., Senior Notes, Series B: |
||||||
900,000 | 7.375% due 4/15/14 (a) |
928,125 | ||||
400,000 | 7.250% due 3/15/15 (a) |
415,000 | ||||
1,118,000 | DynCorp International LLC/DIV Capital Corporation, Senior Subordinated Notes, Series B, 9.500% due 2/15/13 (a) |
1,204,645 | ||||
1,100,000 | Interface Inc., Senior Subordinated Notes, 9.500% due 2/1/14 (a) |
1,204,500 | ||||
525,000 | Rental Services Corp., Senior Bonds, 9.500% due 12/1/14 (a)(b) |
567,000 | ||||
Total Commercial Services & Supplies |
5,084,270 | |||||
Consumer Finance 1.6% | ||||||
Ford Motor Credit Co.: |
||||||
Notes: |
||||||
50,000 | 7.875% due 6/15/10 (a) |
50,516 | ||||
1,300,000 | 7.000% due 10/1/13 (a) |
1,245,648 | ||||
Senior Notes: |
||||||
1,650,000 | 10.605% due 6/15/11 (a)(c) |
1,806,687 | ||||
115,000 | 9.875% due 8/10/11 (a) |
123,294 |
See Notes to Financial Statements.
6 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Consumer Finance 1.6% (continued) | ||||||
210,000 | 8.105% due 1/13/12 (a)(c) |
$ | 211,225 | |||
440,000 | 8.000% due 12/15/16 (a) |
437,467 | ||||
General Motors Acceptance Corp.: |
||||||
5,820,000 | Bonds, 8.000% due 11/1/31 (a) |
6,411,882 | ||||
2,040,000 | Notes, 6.875% due 8/28/12 (a) |
2,052,156 | ||||
Total Consumer Finance |
12,338,875 | |||||
Containers & Packaging 0.6% | ||||||
1,100,000 | Graham Packaging Co. Inc., Senior Subordinated Notes, |
1,138,500 | ||||
805,000 | Graphic Packaging International Corp., Senior Subordinated Notes, |
860,344 | ||||
1,575,000 | Owens-Illinois Inc., Senior Notes, 7.350% due 5/15/08 (a) |
1,596,656 | ||||
390,000 | Plastipak Holdings Inc., Senior Notes, 8.500% due 12/15/15 (a)(b) |
417,300 | ||||
575,000 | Radnor Holdings Corp., Senior Notes, 11.000% due 3/15/10 (d) |
5,031 | ||||
116,000 | Smurfit Kappa Funding, Senior Notes, 9.625% due 10/1/12 |
122,960 | ||||
745,000 | Smurfit-Stone Container Enterprises Inc., Senior Notes, 8.375% due 7/1/12 (a) |
763,625 | ||||
Total Containers & Packaging |
4,904,416 | |||||
Diversified Consumer Services 0.2% | ||||||
Education Management LLC/Education Management Finance Corp.: |
||||||
425,000 | Senior Notes, 8.750% due 6/1/14 (a) |
453,688 | ||||
595,000 | Senior Subordinated Notes, 10.250% due 6/1/16 (a) |
651,525 | ||||
Service Corp. International: |
||||||
140,000 | Debentures, 7.875% due 2/1/13 (a) |
146,731 | ||||
Senior Notes: |
||||||
185,000 | 7.625% due 10/1/18 (a) |
197,025 | ||||
210,000 | 7.500% due 4/1/27 (a)(b) |
208,950 | ||||
Total Diversified Consumer Services |
1,657,919 | |||||
Diversified Financial Services 0.9% | ||||||
420,000 | Basell AF SCA, Senior Secured Subordinated Second Priority Notes, |
435,750 | ||||
550,000 | CCM Merger Inc., Notes, 8.000% due 8/1/13 (a)(b) |
565,125 | ||||
290,000 | El Paso Performance-Linked Trust Certificates, Notes, |
308,125 | ||||
487,000 | Global Cash Access LLC/Global Cash Finance Corp., Senior Subordinated Notes, 8.750% due 3/15/12 |
512,568 | ||||
675,000 | Idearc Inc., Senior Notes, 8.000% due 11/15/16 (a)(b) |
702,844 | ||||
150,000 | Milacron Escrow Corp., Senior Secured Notes, 11.500% due 5/15/11 (a) |
153,750 | ||||
1,750,000 | TNK-BP Finance SA, 7.500% due 7/18/16 (a)(b) |
1,840,125 | ||||
207,000 | UCAR Finance Inc., Senior Notes, 10.250% due 2/15/12 (a) |
219,420 | ||||
430,000 | UGS Corp., Senior Subordinated Notes, 10.000% due 6/1/12 (a) |
470,582 | ||||
890,000 | Vanguard Health Holdings Co. I LLC, Senior Discount Notes, step bond to yield 9.952% due 10/1/15 (a) |
758,725 | ||||
555,000 | Vanguard Health Holdings Co. II LLC, Senior Subordinated Notes, |
584,137 | ||||
Total Diversified Financial Services |
6,551,151 | |||||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 7
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Diversified Telecommunication Services 2.0% | ||||||
1,055,000 | Cincinnati Bell Inc., Senior Notes, 7.000% due 2/15/15 (a) |
$ | 1,060,275 | |||
120,000 | Cincinnati Bell Telephone Co., Senior Debentures, 6.300% due 12/1/28 (a) |
112,800 | ||||
Citizens Communications Co., Senior Notes: |
||||||
310,000 | 7.125% due 3/15/19 (a) |
310,000 | ||||
435,000 | 7.875% due 1/15/27 (a) |
449,138 | ||||
770,000 | Hawaiian Telcom Communications Inc., Senior Subordinated Notes, Series B, 12.500% due 5/1/15 (a) |
889,350 | ||||
Intelsat Bermuda Ltd., Senior Notes: |
||||||
755,000 | 9.250% due 6/15/16 (a) |
839,937 | ||||
1,505,000 | 11.250% due 6/15/16 (a) |
1,726,987 | ||||
Level 3 Financing Inc., Senior Notes: |
||||||
370,000 | 9.250% due 11/1/14 (a)(b) |
388,038 | ||||
50,000 | 9.150% due 2/15/15 (a)(b)(c) |
51,125 | ||||
365,000 | 8.750% due 2/15/17 (a)(b) |
376,406 | ||||
500,000 | Nordic Telephone Co. Holdings, Senior Secured Notes, |
544,375 | ||||
Qwest Communications International Inc., Senior Notes: |
||||||
590,000 | 7.500% due 2/15/14 (a) |
612,125 | ||||
1,520,000 | Series B, 7.500% due 2/15/14 (a) |
1,577,000 | ||||
85,000 | Qwest Corp., Senior Notes, 8.605% due 6/15/13 (a)(c) |
93,500 | ||||
1,760,000 | Southwestern Bell Telephone Co., Debentures, 7.000% due 11/15/27 (a) |
1,789,431 | ||||
1,255,000 | Telcordia Technologies Inc., Senior Subordinated Notes, |
1,173,425 | ||||
Virgin Media Finance PLC, Senior Notes: |
||||||
650,000 | 8.750% due 4/15/14 (a) |
690,625 | ||||
550,000 | 9.125% due 8/15/16 (a) |
600,875 | ||||
155,000 | Wind Acquisition Finance SA, Senior Bond, 10.750% due 12/1/15 (a)(b) |
182,125 | ||||
1,225,000 | Windstream Corp., Senior Notes, 8.625% due 8/1/16 (a) |
1,344,437 | ||||
Total Diversified Telecommunication Services |
14,811,974 | |||||
Electric Utilities 0.3% | ||||||
Enersis SA, Notes: |
||||||
962,000 | 7.375% due 1/15/14 (a) |
1,028,527 | ||||
364,000 | 7.400% due 12/1/16 (a) |
394,787 | ||||
550,000 | Orion Power Holdings Inc., Senior Notes, 12.000% due 5/1/10 (a) |
635,937 | ||||
Total Electric Utilities |
2,059,251 | |||||
Electronic Equipment & Instruments 0.1% | ||||||
NXP BV/NXP Funding LLC: |
||||||
170,000 | Senior Notes, 9.500% due 10/15/15 (a)(b) |
176,800 | ||||
530,000 | Senior Secured Bonds, 7.875% due 10/15/14 (a)(b) |
548,550 | ||||
Total Electronic Equipment & Instruments |
725,350 | |||||
Energy Equipment & Services 0.3% | ||||||
560,000 | Complete Production Services Inc., Senior Notes, 8.000% due 12/15/16 (a)(b) |
585,200 | ||||
969,000 | Dresser-Rand Group Inc., Senior Subordinated Notes, 7.375% due 11/1/14 (a) |
990,803 | ||||
280,000 | Geokinetics Inc., Senior Secured Notes, 11.855% due 12/15/12 (a)(b)(c) |
289,800 |
See Notes to Financial Statements.
8 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Energy Equipment & Services 0.3% (continued) | ||||||
175,000 | GulfMark Offshore Inc., Senior Subordinated Notes, 7.750% due 7/15/14 (a) |
$ | 180,250 | |||
270,000 | Pride International Inc., Senior Notes, 7.375% due 7/15/14 (a) |
279,450 | ||||
Total Energy Equipment & Services |
2,325,503 | |||||
Food & Staples Retailing 0.1% | ||||||
CVS Lease Pass-Through Trust: |
||||||
106,726 | 5.880% due 1/10/28 (a)(b) |
103,637 | ||||
654,224 | 6.036% due 12/10/28 (a)(b) |
644,094 | ||||
Total Food & Staples Retailing |
747,731 | |||||
Food Products 0.1% | ||||||
Dole Food Co. Inc., Senior Notes: |
||||||
610,000 | 7.250% due 6/15/10 (a) |
606,950 | ||||
432,000 | 8.875% due 3/15/11 (a) |
442,800 | ||||
Total Food Products |
1,049,750 | |||||
Gas Utilities 0.1% | ||||||
980,000 | Suburban Propane Partners LP/Suburban Energy Finance Corp., Senior Notes, 6.875% due 12/15/13 (a) |
977,550 | ||||
Health Care Equipment & Supplies 0.1% | ||||||
330,000 | Advanced Medical Optics Inc., Senior Subordinated Notes, |
327,113 | ||||
160,000 | Universal Hospital Services Inc., Senior Secured Notes, |
163,200 | ||||
Total Health Care Equipment & Supplies |
490,313 | |||||
Health Care Providers & Services 2.0% | ||||||
1,100,000 | AmeriPath Inc., Senior Subordinated Notes, 10.500% due 4/1/13 (a) |
1,204,500 | ||||
775,000 | Community Health Systems Inc., Senior Subordinated Notes, |
806,969 | ||||
1,300,000 | DaVita Inc., Senior Subordinated Notes, 7.250% due 3/15/15 (a) |
1,339,000 | ||||
1,075,000 | Genesis HealthCare Corp., Senior Subordinated Notes, |
1,148,906 | ||||
HCA Inc.: |
||||||
2,220,000 | Debentures, 7.500% due 11/15/95 (a) |
1,838,326 | ||||
1,360,000 | Notes, 6.375% due 1/15/15 (a) |
1,203,600 | ||||
400,000 | Senior Notes, 6.500% due 2/15/16 (a) |
354,000 | ||||
Senior Secured Notes: |
||||||
540,000 | 9.250% due 11/15/16 (a)(b) |
593,325 | ||||
420,000 | 9.625% due 11/15/16 (a)(b)(e) |
464,100 | ||||
1,675,000 | IASIS Healthcare LLC/IASIS Capital Corp., Senior Subordinated Notes, |
1,767,125 | ||||
667,000 | Psychiatric Solutions Inc., Senior Subordinated Notes, |
737,869 | ||||
Tenet Healthcare Corp., Senior Notes: |
||||||
125,000 | 7.375% due 2/1/13 (a) |
118,438 | ||||
1,539,000 | 9.875% due 7/1/14 (a) |
1,585,170 |
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 9
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Health Care Providers & Services 2.0% (continued) | ||||||
1,275,000 | Triad Hospitals Inc., Senior Subordinated Notes, 7.000% due 11/15/13 (a) |
$ | 1,341,937 | |||
135,000 | Universal Hospital Services Inc., Senior Secured Bonds, |
138,544 | ||||
705,000 | US Oncology Holdings Inc., Senior Notes, 9.797% due 3/15/12 (a)(b)(c)(e) |
702,356 | ||||
Total Health Care Providers & Services |
15,344,165 | |||||
Hotels, Restaurants & Leisure 2.5% | ||||||
675,000 | Boyd Gaming Corp., Senior Subordinated Notes, 6.750% due 4/15/14 (a) |
684,281 | ||||
535,000 | Buffets Inc., Senior Notes, 12.500% due 11/1/14 (a) |
548,375 | ||||
Caesars Entertainment Inc.: |
||||||
465,000 | Senior Notes, 7.000% due 4/15/13 (a) |
492,910 | ||||
650,000 | Senior Subordinated Notes, 8.875% due 9/15/08 (a) |
671,937 | ||||
557,000 | Choctaw Resort Development Enterprise, Senior Notes, |
563,963 | ||||
875,000 | Dennys Holdings Inc., Senior Notes, 10.000% due 10/1/12 (a) |
936,250 | ||||
255,000 | El Pollo Loco Inc., Senior Notes, 11.750% due 11/15/13 (a) |
281,775 | ||||
825,000 | Herbst Gaming Inc., Senior Subordinated Notes, 7.000% due 11/15/14 (a) |
781,687 | ||||
1,000,000 | Inn of the Mountain Gods Resort & Casino, Senior Notes, |
1,087,500 | ||||
1,150,000 | Isle of Capri Casinos Inc., Senior Subordinated Notes, 7.000% due 3/1/14 (a) |
1,144,250 | ||||
975,000 | Las Vegas Sands Corp., Senior Notes, 6.375% due 2/15/15 (a) |
957,937 | ||||
MGM MIRAGE Inc., Senior Notes: |
||||||
560,000 | 6.750% due 9/1/12 (a) |
557,200 | ||||
675,000 | 5.875% due 2/27/14 (a) |
631,125 | ||||
30,000 | 6.625% due 7/15/15 (a) |
28,613 | ||||
725,000 | 7.625% due 1/15/17 (a) |
719,562 | ||||
Mohegan Tribal Gaming Authority, Senior Subordinated Notes: |
||||||
675,000 | 7.125% due 8/15/14 (a) |
686,812 | ||||
625,000 | 6.875% due 2/15/15 (a) |
628,125 | ||||
Pinnacle Entertainment Inc., Senior Subordinated Notes: |
||||||
450,000 | 8.250% due 3/15/12 (a) |
470,813 | ||||
675,000 | 8.750% due 10/1/13 (a) |
718,875 | ||||
940,000 | Pokagon Gaming Authority, Senior Notes, 10.375% due 6/15/14 (a)(b) |
1,062,200 | ||||
95,000 | River Rock Entertainment Authority, Senior Notes, 9.750% due 11/1/11 (a) |
100,938 | ||||
400,000 | Sbarro Inc., Senior Notes, 10.375% due 2/1/15 (a)(b) |
416,000 | ||||
1,150,000 | Seneca Gaming Corp., Senior Notes, 7.250% due 5/1/12 (a) |
1,178,750 | ||||
Snoqualmie Entertainment Authority, Senior Secured Notes: |
||||||
150,000 | 9.150% due 2/1/14 (a)(b)(c) |
154,125 | ||||
145,000 | 9.125% due 2/1/15 (a)(b) |
151,888 | ||||
Station Casinos Inc.: |
||||||
Senior Notes: |
||||||
110,000 | 6.000% due 4/1/12 (a) |
107,250 | ||||
760,000 | 7.750% due 8/15/16 (a) |
788,500 | ||||
190,000 | Senior Subordinated Notes, 6.875% due 3/1/16 (a) |
176,225 | ||||
2,000,000 | Turning Stone Casino Resort Enterprise, Senior Notes, |
2,040,000 | ||||
Total Hotels, Restaurants & Leisure |
18,767,866 | |||||
See Notes to Financial Statements.
10 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Household Durables 0.4% | ||||||
80,000 | American Greetings Corp., Senior Notes, 7.375% due 6/1/16 (a) |
$ | 82,100 | |||
K Hovnanian Enterprises Inc., Senior Notes: |
||||||
780,000 | 7.500% due 5/15/16 (a) |
764,400 | ||||
130,000 | 8.625% due 1/15/17 (a) |
135,850 | ||||
1,050,000 | Norcraft Cos. LP/Norcraft Finance Corp., Senior Subordinated Notes, |
1,102,500 | ||||
445,000 | Norcraft Holdings LP/Norcraft Capital Corp., Senior Discount Notes, step bond to yield 9.838% due 9/1/12 (a) |
417,188 | ||||
525,000 | Sealy Mattress Co., Senior Subordinated Notes, 8.250% due 6/15/14 (a) |
551,250 | ||||
Total Household Durables |
3,053,288 | |||||
Household Products 0.1% | ||||||
Nutro Products Inc.: |
||||||
115,000 | Senior Notes, 9.370% due 10/15/13 (a)(b)(c) |
121,325 | ||||
435,000 | Senior Subordinated Notes, 10.750% due 4/15/14 (a)(b) |
500,250 | ||||
490,000 | Visant Holding Corp., Senior Notes, 8.750% due 12/1/13 (a) |
514,500 | ||||
Total Household Products |
1,136,075 | |||||
Independent Power Producers & Energy Traders 1.4% | ||||||
675,000 | AES China Generating Co., Ltd., Class A, 8.250% due 6/26/10 (a) |
674,820 | ||||
AES Corp.: |
||||||
Senior Notes: |
||||||
525,000 | 9.375% due 9/15/10 (a) |
577,500 | ||||
670,000 | 8.875% due 2/15/11 (a) |
725,275 | ||||
1,940,000 | 7.750% due 3/1/14 (a) |
2,053,975 | ||||
190,000 | Senior Secured Notes, 9.000% due 5/15/15 (a)(b) |
203,300 | ||||
1,150,000 | Dynegy Holdings Inc., Senior Notes, 7.750% due 6/1/19 (a)(b) |
1,144,250 | ||||
Edison Mission Energy, Senior Notes: |
||||||
75,000 | 7.500% due 6/15/13 (a) |
77,438 | ||||
690,000 | 7.750% due 6/15/16 (a) |
721,050 | ||||
550,000 | 7.200% due 5/15/19 (a)(b) |
550,688 | ||||
590,000 | 7.625% due 5/15/27 (a)(b) |
600,325 | ||||
845,000 | Mirant North America LLC, Senior Notes, 7.375% due 12/31/13 (a) |
897,812 | ||||
NRG Energy Inc., Senior Notes: |
||||||
450,000 | 7.250% due 2/1/14 (a) |
463,500 | ||||
2,135,000 | 7.375% due 2/1/16 (a) |
2,220,400 | ||||
Total Independent Power Producers & Energy Traders |
10,910,333 | |||||
Industrial Conglomerates 0.1% | ||||||
523,000 | Koppers Inc., Senior Notes, 9.875% due 10/15/13 (a) |
571,378 | ||||
205,000 | Sequa Corp., Senior Notes, 9.000% due 8/1/09 (a) |
217,300 | ||||
Total Industrial Conglomerates |
788,678 | |||||
Internet & Catalog Retail 0.1% | ||||||
520,000 | FTD Inc., Senior Subordinated Notes, 7.750% due 2/15/14 (a) |
523,900 | ||||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 11
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
IT Services 0.3% | ||||||
SunGard Data Systems Inc.: |
||||||
325,000 | Senior Notes, 9.125% due 8/15/13 (a) |
$ | 346,938 | |||
1,415,000 | Senior Subordinated Notes, 10.250% due 8/15/15 (a) |
1,554,731 | ||||
Total IT Services |
1,901,669 | |||||
Leisure Equipment & Products 0.1% | ||||||
525,000 | WMG Acquisition Corp., Senior Subordinated Notes, 7.375% due 4/15/14 (a) |
512,531 | ||||
Media 3.1% | ||||||
Affinion Group Inc.: |
||||||
1,015,000 | Senior Notes, 10.125% due 10/15/13 (a) |
1,116,500 | ||||
120,000 | Senior Subordinated Notes, 11.500% due 10/15/15 (a) |
134,700 | ||||
1,265,000 | AMC Entertainment Inc., Senior Subordinated Notes, 11.000% due 2/1/16 (a) |
1,450,006 | ||||
1,205,000 | CCH I Holdings LLC/CCH I Holdings Capital Corp., Senior Notes, |
1,223,075 | ||||
1,247,000 | CCH I LLC/CCH Capital Corp., Senior Secured Notes, |
1,362,347 | ||||
CCH II LLC/CCH II Capital Corp., Senior Notes: |
||||||
1,050,000 | 10.250% due 9/15/10 (a) |
1,123,500 | ||||
309,000 | 10.250% due 10/1/13 (a) |
344,535 | ||||
185,000 | Charter Communications Holdings LLC, Senior Discount Notes, |
193,325 | ||||
285,000 | Charter Communications Holdings LLC/Charter Communications Holdings Capital Corp., Senior Discount Notes, 11.750% due 5/15/11 (a) |
296,400 | ||||
1,650,000 | Charter Communications Operating LLC, Second Lien Senior Notes, |
1,740,750 | ||||
400,000 | Chukchansi Economic Development Authority, Senior Notes, |
416,000 | ||||
575,000 | CMP Susquehanna Corp., Senior Subordinated Notes, |
589,375 | ||||
CSC Holdings Inc.: |
||||||
425,000 | Senior Debentures, Series B, 8.125% due 8/15/09 (a) |
442,531 | ||||
Senior Notes: |
||||||
Series B: |
||||||
550,000 | 8.125% due 7/15/09 (a) |
572,687 | ||||
250,000 | 7.625% due 4/1/11 (a) |
257,500 | ||||
575,000 | 6.750% due 4/15/12 (a) |
570,688 | ||||
1,367,000 | Dex Media West LLC/Dex Media Finance Co., Senior Subordinated Notes, Series B, 9.875% due 8/15/13 (a) |
1,491,739 | ||||
EchoStar DBS Corp., Senior Notes: |
||||||
375,000 | 7.000% due 10/1/13 (a) |
385,781 | ||||
1,775,000 | 6.625% due 10/1/14 (a) |
1,779,437 | ||||
160,000 | ION Media Networks Inc., Senior Secured Notes, 11.606% due 1/15/13 (a)(b)(c) |
167,600 | ||||
1,175,000 | Lamar Media Corp., Senior Subordinated Notes, 6.625% due 8/15/15 (a) |
1,175,000 | ||||
700,000 | Primedia Inc., Senior Notes, 8.875% due 5/15/11 (a) |
722,750 | ||||
270,000 | Quebecor Media Inc., Senior Notes, 7.750% due 3/15/16 (a) |
284,850 | ||||
550,000 | R.H. Donnelley Corp., Senior Notes, Series A-3, 8.875% due 1/15/16 (a) |
595,375 |
See Notes to Financial Statements.
12 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Media 3.1% (continued) | ||||||
1,000,000 | R.H. Donnelley Inc., Senior Subordinated Notes, 10.875% due 12/15/12 (a) |
$ | 1,081,250 | |||
1,310,000 | Rainbow National Services LLC, Senior Notes, 8.750% due 9/1/12 (a)(b) |
1,404,975 | ||||
1,100,000 | Rogers Cable Inc., Senior Secured Notes, 7.875% due 5/1/12 (a) |
1,196,447 | ||||
560,000 | Sinclair Broadcast Group Inc., Senior Subordinated Notes, |
583,800 | ||||
225,000 | Videotron Ltee., Senior Notes, 6.375% due 12/15/15 (a) |
223,313 | ||||
XM Satellite Radio Inc., Senior Notes: |
||||||
230,000 | 9.856% due 5/1/13 (a)(c) |
227,413 | ||||
345,000 | 9.750% due 5/1/14 (a) |
348,450 | ||||
Total Media |
23,502,099 | |||||
Metals & Mining 1.9% | ||||||
80,000 | Chaparral Steel Co., Senior Notes, 10.000% due 7/15/13 (a) |
89,600 | ||||
1,050,000 | Corporacion Nacional del Cobre-Codelco, Notes, 5.500% due 10/15/13 (a)(b) |
1,046,766 | ||||
4,210,000 | Freeport-McMoRan Copper & Gold Inc., Senior Notes, 8.375% due 4/1/17 (a) |
4,609,950 | ||||
1,235,000 | Metals USA Inc., Senior Secured Notes, 11.125% due 12/1/15 (a) |
1,392,462 | ||||
495,000 | Novelis Inc., Senior Notes, 7.250% due 2/15/15 (a) |
524,700 | ||||
445,000 | Tube City IMS Corp., Senior Subordinated Notes, 9.750% due 2/1/15 (a)(b) |
469,475 | ||||
Vale Overseas Ltd., Notes: |
||||||
1,448,000 | 8.250% due 1/17/34 (a) |
1,737,216 | ||||
4,524,000 | 6.875% due 11/21/36 (a) |
4,645,180 | ||||
Total Metals & Mining |
14,515,349 | |||||
Multiline Retail 0.1% | ||||||
Neiman Marcus Group Inc.: |
||||||
80,000 | Senior Notes, 9.000% due 10/15/15 (a)(e) |
88,200 | ||||
925,000 | Senior Subordinated Notes, 10.375% due 10/15/15 (a) |
1,045,250 | ||||
Total Multiline Retail |
1,133,450 | |||||
Oil, Gas & Consumable Fuels 5.6% | ||||||
1,135,000 | Belden & Blake Corp., Secured Notes, 8.750% due 7/15/12 (a) |
1,174,725 | ||||
Chesapeake Energy Corp., Senior Notes: |
||||||
1,350,000 | 6.375% due 6/15/15 (a) |
1,356,750 | ||||
270,000 | 6.625% due 1/15/16 (a) |
275,063 | ||||
50,000 | 6.500% due 8/15/17 (a) |
49,750 | ||||
160,000 | Colorado Interstate Gas Co., Senior Notes, 6.800% due 11/15/15 (a) |
168,184 | ||||
245,000 | Compagnie Generale de Geophysique SA, Senior Notes, |
257,556 | ||||
450,000 | Corral Finans AB, Senior Secured Sub Bonds 6.855% due 4/15/10 (a)(b)(e) |
457,875 | ||||
El Paso Corp.: |
||||||
Medium-Term Notes: |
||||||
2,050,000 | 7.375% due 12/15/12 (a) |
2,158,908 | ||||
1,330,000 | 7.750% due 1/15/32 (a) |
1,465,281 | ||||
125,000 | Notes, 7.875% due 6/15/12 (a) |
133,944 | ||||
70,000 | El Paso Natural Gas Co., Bonds, 8.375% due 6/15/32 (a) |
85,220 | ||||
540,000 | Enterprise Products Operating LP, Junior Subordinated Notes, |
588,082 |
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 13
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | |||||
Oil, Gas & Consumable Fuels 5.6% (continued) | |||||||
1,030,000 | EXCO Resources Inc., Senior Notes, 7.250% due 1/15/11 (a) |
$ | 1,045,450 | ||||
Gazprom: |
|||||||
Bonds: |
|||||||
159,710,000 | RUB | Series A7, 6.790% due 10/29/09 (a) |
6,219,101 | ||||
53,230,000 | RUB | Series A8, 7.000% due 10/27/11 (a) |
2,074,830 | ||||
Loan Participation: |
|||||||
1,370,000 | Notes 6.212% due 11/22/16 (a)(b) |
1,373,425 | |||||
570,000 | Senior Notes, 6.510% due 3/7/22 (a)(b) |
581,400 | |||||
61,340,000 | RUB | Gazprom OAO, Series A6, 6.950% due 8/6/09 (a) |
2,401,208 | ||||
800,000 | Hanover Equipment Trust, Secured Notes, 8.750% due 9/1/11 (a) |
830,000 | |||||
1,400,000 | Inergy LP/Inergy Finance Corp., Senior Notes, 6.875% due 12/15/14 (a) |
1,393,000 | |||||
655,000 | International Coal Group Inc., Senior Notes, 10.250% due 7/15/14 (a) |
691,844 | |||||
390,000 | Mariner Energy Inc., Senior Notes, 7.500% due 4/15/13 (a) |
390,975 | |||||
845,000 | Northwest Pipeline Corp., Senior Notes, 7.000% due 6/15/16 (a) |
904,150 | |||||
115,000 | OMI Corp., Senior Notes, 7.625% due 12/1/13 (a) |
119,025 | |||||
325,000 | OPTI Canada Inc., Senior Secured Notes, 8.250% due 12/15/14 (a)(b) |
346,937 | |||||
Pemex Project Funding Master Trust: |
|||||||
5,000,000 | 8.625% due 12/1/23 (a) |
6,287,500 | |||||
1,040,000 | Bonds, 6.625% due 6/15/35 (a) |
1,103,700 | |||||
510,000 | Petrohawk Energy Corp., Senior Notes, 9.125% due 7/15/13 (a) |
550,800 | |||||
1,800,000 | Petrozuata Finance Inc., 8.220% due 4/1/17 (a) |
1,845,000 | |||||
610,000 | Pogo Producing Co., Senior Subordinated Notes, 7.875% due 5/1/13 (a) |
643,550 | |||||
1,245,000 | SemGroup LP, Senior Notes, 8.750% due 11/15/15 (a)(b) |
1,308,806 | |||||
40,000 | SESI LLC, Senior Notes, 6.875% due 6/1/14 (a) |
40,400 | |||||
640,000 | Stone Energy Corp., Senior Subordinated Notes, |
656,000 | |||||
275,000 | Swift Energy Co., Senior Subordinated Notes, 9.375% due 5/1/12 (a) |
288,579 | |||||
630,000 | Whiting Petroleum Corp., Senior Subordinated Notes, 7.000% due 2/1/14 (a) |
614,250 | |||||
Williams Cos. Inc.: |
|||||||
1,060,000 | Notes, 8.750% due 3/15/32 (a) |
1,266,700 | |||||
1,000,000 | Senior Notes, 7.625% due 7/15/19 (a) |
1,102,500 | |||||
Total Oil, Gas & Consumable Fuels |
42,250,468 | ||||||
Paper & Forest Products 0.5% | |||||||
Abitibi-Consolidated Co. of Canada, Senior Notes: |
|||||||
550,000 | 6.000% due 6/20/13 (a) |
459,250 | |||||
260,000 | 8.375% due 4/1/15 |
232,700 | |||||
80,000 | Abitibi-Consolidated Inc., Debentures, 7.400% due 4/1/18 (a) |
65,200 | |||||
Appleton Papers Inc.: |
|||||||
375,000 | Senior Notes, 8.125% due 6/15/11 (a) |
392,344 | |||||
715,000 | Senior Subordinated Notes, Series B, 9.750% due 6/15/14 (a) |
757,900 | |||||
NewPage Corp.: |
|||||||
885,000 | Senior Secured Notes, 11.606% due 5/1/12 (a)(c) |
987,881 | |||||
65,000 | Senior Subordinated Notes, 12.000% due 5/1/13 (a) |
72,475 | |||||
620,000 | Verso Paper Holdings LLC, Senior Subordinated Notes, |
666,500 | |||||
Total Paper & Forest Products |
3,634,250 | ||||||
See Notes to Financial Statements.
14 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Pharmaceuticals 0.1% | ||||||
1,095,000 | Leiner Health Products Inc., Senior Subordinated Notes, |
$ | 1,084,050 | |||
Real Estate Investment Trusts (REITs) 0.5% | ||||||
30,000 | Forest City Enterprises Inc., Senior Notes, 7.625% due 6/1/15 (a) |
30,750 | ||||
2,275,000 | Host Marriott LP, Senior Notes, 7.125% due 11/1/13 (a) |
2,343,250 | ||||
200,000 | Kimball Hill Inc., Senior Subordinated Notes, 10.500% due 12/15/12 (a) |
192,000 | ||||
Ventas Realty LP/Ventas Capital Corp., Senior Notes: |
||||||
175,000 | 6.500% due 6/1/16 (a) |
177,625 | ||||
690,000 | 6.750% due 4/1/17 (a) |
710,700 | ||||
Total Real Estate Investment Trusts (REITs) |
3,454,325 | |||||
Real Estate Management & Development 0.2% | ||||||
325,000 | Ashton Woods USA LLC/Ashton Woods Finance Co., Senior Subordinated Notes, 9.500% due 10/1/15 (a) |
308,750 | ||||
Realogy Corp.: |
||||||
270,000 | Senior Notes, 10.500% due 4/15/14 (a)(b) |
271,688 | ||||
580,000 | Senior Subordinated Notes, 12.375% due 4/15/15 (a)(b) |
566,950 | ||||
Total Real Estate Management & Development |
1,147,388 | |||||
Road & Rail 0.5% | ||||||
Grupo Transportacion Ferroviaria Mexicana SA de CV, Senior Notes: |
||||||
790,000 | 9.375% due 5/1/12 (a) |
857,150 | ||||
50,000 | 12.500% due 6/15/12 (a) |
53,500 | ||||
Hertz Corp.: |
||||||
750,000 | Senior Notes, 8.875% due 1/1/14 (a) |
810,937 | ||||
1,660,000 | Senior Subordinated Notes, 10.500% due 1/1/16 (a) |
1,882,025 | ||||
160,000 | Kansas City Southern de Mexico, Senior Notes, 7.625% due 12/1/13 (a)(b) |
163,800 | ||||
190,000 | Kansas City Southern Railway, Senior Notes, 7.500% due 6/15/09 (a) |
195,225 | ||||
Total Road & Rail |
3,962,637 | |||||
Semiconductors & Semiconductor Equipment 0.1% | ||||||
605,000 | Freescale Semiconductor Inc., Senior Notes, 8.875% due 12/15/14 (a)(b) |
608,781 | ||||
Software 0.2% | ||||||
575,000 | Activant Solutions Inc., Senior Subordinated Notes, 9.500% due 5/1/16 (a) |
577,875 | ||||
777,340 | UGS Capital Corp. II, Senior Notes, 10.348% due 6/1/11 (a)(b)(c)(e) |
802,604 | ||||
Total Software |
1,380,479 | |||||
Specialty Retail 0.2% | ||||||
AutoNation Inc., Senior Notes: |
||||||
335,000 | 7.356% due 4/15/13 (a)(c) |
340,025 | ||||
85,000 | 7.000% due 4/15/14 (a) |
86,275 | ||||
510,000 | Blockbuster Inc., Senior Subordinated Notes, 9.000% due 9/1/12 (a) |
508,087 | ||||
345,000 | Eye Care Centers of America, Senior Subordinated Notes, |
385,538 | ||||
Total Specialty Retail |
1,319,925 | |||||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 15
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | ||||
Textiles, Apparel & Luxury Goods 0.3% | ||||||
995,000 | Levi Strauss & Co., Senior Notes, 9.750% due 1/15/15 (a) |
$ | 1,085,794 | |||
350,000 | Simmons Bedding Co., Senior Subordinated Notes, 7.875% due 1/15/14 (a) |
358,750 | ||||
1,375,000 | Simmons Co., Senior Discount Notes, step bond to yield |
1,179,062 | ||||
Total Textiles, Apparel & Luxury Goods |
2,623,606 | |||||
Tobacco 0.1% | ||||||
480,000 | Alliance One International Inc., Senior Notes, 11.000% due 5/15/12 (a) |
532,800 | ||||
Trading Companies & Distributors 0.3% | ||||||
475,000 | Ashtead Capital Inc., Notes, 9.000% due 8/15/16 (a)(b) |
516,563 | ||||
765,000 | H&E Equipment Services Inc., Senior Notes, 8.375% due 7/15/16 (a) |
830,025 | ||||
905,000 | Penhall International Corp., Senior Secured Notes, |
1,000,025 | ||||
130,000 | TransDigm Inc., Senior Subordinated Notes, 7.750% due 7/15/14 (b) |
135,850 | ||||
Total Trading Companies & Distributors |
2,482,463 | |||||
Transportation Infrastructure 0.1% | ||||||
900,000 | Saint Acquisition Corp., Senior Secured Notes, 12.500% due 5/15/17 (b) |
884,250 | ||||
Wireless Telecommunication Services 1.4% | ||||||
360,000 | MetroPCS Wireless Inc., Senior Notes, 9.250% due 11/1/14 (b) |
381,150 | ||||
1,105,000 | Nextel Communications Inc., Senior Notes, Series D, 7.375% due 8/1/15 (a) |
1,129,642 | ||||
20,000 | Rogers Wireless Communications Inc., Senior Secured Notes, |
21,350 | ||||
170,000 | Rogers Wireless Inc., Senior Subordinated Notes, 8.000% due 12/15/12 (a) |
179,792 | ||||
Rural Cellular Corp.: |
||||||
260,000 | Senior Notes, 9.875% due 2/1/10 (a) |
274,625 | ||||
900,000 | Senior Secured Notes, 8.250% due 3/15/12 (a) |
951,750 | ||||
440,000 | Senior Subordinated Notes, 8.360% due 6/1/13 (a)(b)(c) |
443,300 | ||||
5,580,000 | True Move Co., Ltd., 10.750% due 12/16/13 (a)(b) |
5,984,550 | ||||
1,040,000 | UBS Luxembourg SA for OJSC Vimpel Communications, Loan Participation Notes, 8.250% due 5/23/16 (a)(c) |
1,119,664 | ||||
Total Wireless Telecommunication Services |
10,485,823 | |||||
TOTAL CORPORATE BONDS & NOTES (Cost $246,742,882) |
257,218,861 | |||||
ASSET-BACKED SECURITIES 0.0% | ||||||
Home Equity 0.0% | ||||||
110,125 | Finance America Net Interest Margin Trust, Series 2004-01, Class A, |
79 | ||||
Sail Net Interest Margin Notes: |
||||||
14,101 | Series 2003-6A, Class A, 7.000% due 7/27/33 (b) |
9 | ||||
42,974 | Series 2003-7A, Class A, 7.000% due 7/27/33 (b) |
3,490 | ||||
Total Home Equity |
3,578 | |||||
Retail 0.0% | ||||||
195,384 | CVS Caremark Corp., Pass-Through Certificates, 5.298% due 1/11/27 (b) |
183,219 | ||||
TOTAL ASSET-BACKED SECURITIES (Cost $331,223) |
186,797 | |||||
See Notes to Financial Statements.
16 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | |||||
COLLATERALIZED MORTGAGE OBLIGATIONS 0.7% | |||||||
Federal National Mortgage Association (FNMA) STRIP: |
|||||||
8,768,930 | Series 329, Class 2, IO, 5.500% due 1/1/33 (f) |
$ | 2,217,805 | ||||
10,761,379 | Series 338, Class 2, IO, 5.500% due 6/1/33 (f) |
2,733,624 | |||||
TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS (Cost $5,605,179) |
4,951,429 | ||||||
LOAN PARTICIPATIONS 0.2% | |||||||
131,105 | Ashmore Energy International, Synthetic Revolving Department, |
132,006 | |||||
998,895 | Ashmore Energy Term Loan, (Credit Suisse Securities) 8.350% due |
1,005,763 | |||||
TOTAL LOAN PARTICIPATIONS (Cost $1,127,216) |
1,137,769 | ||||||
MORTGAGE-BACKED SECURITIES 27.8% | |||||||
FHLMC 6.6% | |||||||
Federal Home Loan Mortgage Corp. (FHLMC): |
|||||||
2,219,762 | 5.942% due 10/1/36 (c) |
2,241,427 | |||||
Gold: |
|||||||
10,000,000 | 5.500% due 6/12/37 (h) |
9,764,060 | |||||
40,000,000 | 5.000% due 7/12/37 (h) |
38,068,760 | |||||
Total FHLMC |
50,074,247 | ||||||
FNMA 20.8% | |||||||
Federal National Mortgage Association (FNMA): |
|||||||
20,700,000 | 5.500% due 6/18/22-7/12/37 (h) |
20,252,328 | |||||
87,250,000 | 6.000% due 6/18/22-7/12/37 (h) |
87,138,801 | |||||
37,700,000 | 5.000% due 6/12/37-7/12/37 (h) |
35,879,806 | |||||
13,020,000 | 6.500% due 6/12/37-7/12/37 (h) |
13,223,778 | |||||
Total FNMA |
156,494,713 | ||||||
GNMA 0.4% | |||||||
2,600,000 | Government National Mortgage Association (GNMA), 6.500% due 6/20/37 (h) |
2,659,720 | |||||
TOTAL MORTGAGE-BACKED SECURITIES (Cost $210,135,742) |
209,228,680 | ||||||
SOVEREIGN BONDS 11.9% | |||||||
Argentina 0.5% | |||||||
Republic of Argentina: |
|||||||
1,074,000 | EUR | 9.000% due 6/20/03 (d) |
485,814 | ||||
1,100,000 | EUR | 10.250% due 1/26/07 (d) |
519,771 | ||||
1,729,117 | EUR | 8.000% due 2/26/08 (d) |
808,318 | ||||
1,550,000 | DEM | 11.750% due 11/13/26 (d) |
353,150 | ||||
2,341,871 | ARS | Bonds, 2.000% due 1/3/10 (a)(c) |
1,638,117 | ||||
522,000 | EUR | Medium-Term Notes, 10.000% due 2/22/07 (d) |
247,533 | ||||
Total Argentina |
4,052,703 | ||||||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 17
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | |||||
Brazil 3.1% | |||||||
18,219,000 | BRL | Brazil Nota do Tesouro Nacional, Series F, 9.762% due 7/1/10 (a) |
$ | 9,362,637 | |||
Federative Republic of Brazil: |
|||||||
7,782,000 | 11.000% due 8/17/40 (a) |
10,433,716 | |||||
2,565,000 | Collective Action Securities, 8.750% due 2/4/25 (a) |
3,316,545 | |||||
Total Brazil |
23,112,898 | ||||||
Colombia 1.0% | |||||||
Republic of Colombia: |
|||||||
544,000 | 11.750% due 2/25/20 (a) |
813,280 | |||||
1,237,000 | 10.375% due 1/28/33 (a) |
1,855,500 | |||||
4,294,000 | 7.375% due 9/18/37 (a) |
4,804,986 | |||||
Total Colombia |
7,473,766 | ||||||
Ecuador 0.3% | |||||||
2,765,000 | Republic of Ecuador, 10.000% due 8/15/30 (a)(b) |
2,482,970 | |||||
El Salvador 0.2% | |||||||
Republic of El Salvador: |
|||||||
1,135,000 | 7.750% due 1/24/23 (a)(b) |
1,325,112 | |||||
218,000 | 8.250% due 4/10/32 (a)(b) |
271,410 | |||||
Total El Salvador |
1,596,522 | ||||||
Indonesia 0.1% | |||||||
525,000 | Republic of Indonesia, 8.500% due 10/12/35 (a)(b) |
650,344 | |||||
Mexico 2.2% | |||||||
United Mexican States: |
|||||||
300,000 | 11.375% due 9/15/16 (a) |
426,563 | |||||
Medium-Term Notes: |
|||||||
4,400,000 | 5.625% due 1/15/17 (a) |
4,409,900 | |||||
Series A: |
|||||||
5,098,000 | 6.375% due 1/16/13 (a) |
5,329,959 | |||||
5,823,000 | 6.750% due 9/27/34 (a) |
6,485,366 | |||||
Total Mexico |
16,651,788 | ||||||
Panama 0.7% | |||||||
Republic of Panama: |
|||||||
1,275,000 | 9.375% due 4/1/29 (a) |
1,738,781 | |||||
3,110,000 | 6.700% due 1/26/36 (a) |
3,281,050 | |||||
Total Panama |
5,019,831 | ||||||
Peru 0.3% | |||||||
Republic of Peru: |
|||||||
378,000 | 8.750% due 11/21/33 (a) |
504,630 | |||||
1,644,000 | Bonds, 6.550% due 3/14/37 (a) |
1,716,336 | |||||
50,000 | Global Bonds, 7.350% due 7/21/25 (a) |
57,750 | |||||
Total Peru |
2,278,716 | ||||||
See Notes to Financial Statements.
18 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | |||||
Russia 1.2% | |||||||
Russian Federation: |
|||||||
933,351 | 8.250% due 3/31/10 (a)(b) |
$ | 972,551 | ||||
4,236,000 | 12.750% due 6/24/28 (a) |
7,683,045 | |||||
257,705 | 7.500% due 3/31/30 (a)(b) |
289,351 | |||||
Total Russia |
8,944,947 | ||||||
Turkey 0.2% | |||||||
1,896,000 | TRY | Republic of Turkey, 14.000% due 1/19/11 (a) |
1,325,816 | ||||
Uruguay 0.3% | |||||||
2,229,935 | Oriental Republic of Uruguay, Bonds, 7.625% due 3/21/36 (a) |
2,536,551 | |||||
Venezuela 1.8% | |||||||
Bolivarian Republic of Venezuela: |
|||||||
365,000 | 8.500% due 10/8/14 (a) |
389,181 | |||||
10,497,000 | 5.750% due 2/26/16 (a) |
9,421,057 | |||||
475,000 | 7.650% due 4/21/25 (a) |
477,138 | |||||
Collective Action Securities: |
|||||||
1,608,000 | 9.375% due 1/13/34 (a) |
1,875,330 | |||||
875,000 | Notes, 10.750% due 9/19/13 (a) |
1,022,219 | |||||
Total Venezuela |
13,184,925 | ||||||
TOTAL SOVEREIGN BONDS (Cost $82,747,135) |
89,311,777 | ||||||
U.S. GOVERNMENT & AGENCY OBLIGATIONS 0.1% | |||||||
U.S. Government Agencies 0.1% | |||||||
410,000 | Federal Home Loan Mortgage Corp. (FHLMC), Notes, |
409,825 | |||||
340,000 | Federal National Mortgage Association (FNMA), 6.625% due 9/15/09 (a) |
350,788 | |||||
TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost $755,908) |
760,613 | ||||||
U.S. TREASURY INFLATION PROTECTED SECURITIES 0.9% | |||||||
U.S. Treasury Bonds, Inflation Indexed: |
|||||||
724,038 | 2.000% due 1/15/16 (a) |
695,416 | |||||
3,009,929 | 2.000% due 1/15/26 (a) |
2,774,544 | |||||
936,551 | 2.375% due 1/15/27 (a) |
915,186 | |||||
2,687,494 | U.S. Treasury Notes, Inflation Indexed, 2.375% due 1/15/17 (a) |
2,654,322 | |||||
TOTAL U.S. TREASURY INFLATION PROTECTED SECURITIES (Cost $7,118,425) |
7,039,468 | ||||||
Shares | |||||||
COMMON STOCK 0.0% | |||||||
CONSUMER DISCRETIONARY 0.0% | |||||||
Household Durables 0.0% | |||||||
2,085,181 | Home Interiors & Gifts Inc. (f)(i)* |
20,852 | |||||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 19
Schedule of Investments (May 31, 2007) (continued)
Shares | Security | Value | |||||
CONVERTIBLE PREFERRED STOCKS 0.0% | |||||||
ENERGY 0.0% | |||||||
Oil, Gas & Consumable Fuels 0.0% | |||||||
1,283 | Chesapeake Energy Corp., Convertible, 6.250% due 6/15/09 (Cost $322,378) |
$ | 366,778 | ||||
PREFERRED STOCKS 0.1% | |||||||
CONSUMER DISCRETIONARY 0.1% | |||||||
Automobiles 0.1% | |||||||
32,400 | Ford Motor Co., 8.000% |
583,494 | |||||
FINANCIALS 0.0% | |||||||
Diversified Financial Services 0.0% | |||||||
2,600 | Preferred Plus, Series FRD-1, 7.400% |
46,722 | |||||
9,700 | Saturns, Series F 2003-5, 8.125% |
191,478 | |||||
TOTAL FINANCIALS | 238,200 | ||||||
TOTAL PREFERRED STOCKS (Cost $738,392) |
821,694 | ||||||
Warrants | |||||||
WARRANT 0.0% | |||||||
2,675 | Bolivarian Republic of Venezuela, Oil-linked payment obligations, Expires 4/15/20 (Cost $82,925) |
100,312 | |||||
TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENTS (Cost $556,560,794) |
571,145,030 | ||||||
Face Amount |
|||||||
SHORT-TERM INVESTMENTS 24.2% | |||||||
Sovereign Bonds 1.6% | |||||||
Egypt Treasury Bills: |
|||||||
61,075,000 | EGP | Zero coupon bond to yield 9.544% due 10/30/07 |
10,335,738 | ||||
11,125,000 | EGP | Zero coupon bond to yield 9.491% due 11/6/07 |
1,879,860 | ||||
Total Sovereign Bonds (Cost $12,137,638) |
12,215,598 | ||||||
U.S. Government Agency 0.6% | |||||||
4,050,000 | Federal National Mortgage Association (FNMA), Discount Notes, 5.197% due 6/25/07 (a)(j)(k) (Cost $4,036,500) |
4,036,500 | |||||
See Notes to Financial Statements.
20 Western Asset Global High Income Fund Inc. 2007 Annual Report
Schedule of Investments (May 31, 2007) (continued)
Face Amount |
Security | Value | |||||
Repurchase Agreements 22.0% | |||||||
$ | 50,000,000 | Morgan Stanley repurchase agreement dated 5/31/07, 5.250% due 6/1/07; Proceeds at maturity $50,007,292; (Fully collateralized by
U.S. government agency obligations, 4.875% due 1/17/17; |
$ | 50,000,000 | |||
115,893,000 | Nomura Securities International Inc. repurchase agreement dated 5/31/07, 5.200% due 6/1/07; Proceeds at maturity $115,909,740;
(Fully collateralized by various U.S. government agency obligations, |
115,893,000 | |||||
Total Repurchase Agreements (Cost $165,893,000) |
165,893,000 | ||||||
TOTAL SHORT-TERM INVESTMENTS (Cost $182,067,138) |
182,145,098 | ||||||
TOTAL INVESTMENTS 100.0% (Cost $738,627,932#) | $ | 753,290,128 | |||||
* | Non-income producing security. |
| Face amount denominated in U.S. dollars, unless otherwise noted. |
| All or a portion of this security was acquired under a mortgage dollar roll agreement (See Notes 1 and 3). |
(a) |
All securities are segregated pursuant to a revolving credit facility, futures contracts, to-be-announced (TBA) securities and extended settlements. |
(b) |
Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. This security has been deemed liquid pursuant to guidelines approved by the Board of Directors, unless otherwise noted. |
(c) |
Variable rate security. Interest rate disclosed is that which is in effect at May 31, 2007. |
(d) |
Security is currently in default. |
(e) |
Payment-in-kind security for which part of the income earned may be paid as additional principal. |
(f) |
Illiquid security. |
(g) |
Participation interest was acquired through the financial institution indicated parenthetically. |
(h) |
This security is traded on a to-be-announced (TBA) basis (See Note 1). |
(i) |
Security is valued in good faith at fair value by or under the direction of the Board of Directors (See Note 1). |
(j) |
All or a portion of this security is held at the broker as collateral for open futures contracts. |
(k) |
Rate shown represents yield-to-maturity. |
# | Aggregate cost for federal income tax purposes is $740,040,728. |
Abbreviations used in this schedule: | ||
ARS | Argentine Peso | |
BRL | Brazilian Dollar | |
DEM | German Mark | |
EGP | Egyptian Pound | |
EUR | Euro | |
IO | Interest Only | |
RUB | Russian Ruble | |
STRIP | Separate Trading of Registered Interest and Principal | |
TRY | Turkish Lira |
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 21
Statement of Assets and Liabilities (May 31, 2007)
ASSETS: | ||||
Investments, at value (Cost $572,734,932) |
$ | 587,397,128 | ||
Repurchase agreement, at value (Cost $165,893,000) |
165,893,000 | |||
Foreign currency, at value (Cost $223,840) |
229,377 | |||
Cash |
394 | |||
Receivable for securities sold |
103,871,183 | |||
Dividends and interest receivable |
7,448,240 | |||
Receivable for open forward currency contracts |
12,786 | |||
Prepaid expenses |
17,394 | |||
Total Assets |
864,869,502 | |||
LIABILITIES: | ||||
Payable for securities purchased |
314,540,575 | |||
Loan payable (Note 4) |
100,000,000 | |||
Investment management fee payable |
548,150 | |||
Interest payable |
429,015 | |||
Payable to broker variation margin on open futures contracts |
108,919 | |||
Directors fees payable |
800 | |||
Accrued expenses |
119,319 | |||
Total Liabilities |
415,746,778 | |||
Total Net Assets |
$ | 449,122,724 | ||
NET ASSETS: | ||||
Par value ($0.001 par value; 30,608,381 shares issued and outstanding; |
$ | 30,608 | ||
Paid-in capital in excess of par value |
436,420,710 | |||
Undistributed net investment income |
2,164,290 | |||
Accumulated net realized loss on investments, futures contracts, options written |
(4,200,991 | ) | ||
Net unrealized appreciation on investments, futures contracts and foreign currencies |
14,708,107 | |||
Total Net Assets |
$ | 449,122,724 | ||
Shares Outstanding |
30,608,381 | |||
Net Asset Value |
$14.67 | |||
See Notes to Financial Statements.
22 Western Asset Global High Income Fund Inc. 2007 Annual Report
Statement of Operations (For the year ended May 31, 2007)
INVESTMENT INCOME: | ||||
Interest |
$ | 38,009,516 | ||
Dividends |
120,000 | |||
Total Investment Income |
38,129,516 | |||
EXPENSES: | ||||
Investment management fee (Note 2) |
6,424,793 | |||
Interest expense (Notes 3 and 4) |
5,674,225 | |||
Commitment fees (Note 4) |
198,775 | |||
Directors fees |
72,194 | |||
Shareholder reports |
65,143 | |||
Audit and tax |
62,582 | |||
Legal fees |
46,745 | |||
Custody fees |
31,598 | |||
Registration fees |
24,500 | |||
Transfer agent fees |
15,707 | |||
Insurance |
10,357 | |||
Miscellaneous expenses |
10,782 | |||
Total Expenses |
12,637,401 | |||
Less: Fee waivers and/or expense reimbursements (Note 2) |
(2,388 | ) | ||
Net Expenses |
12,635,013 | |||
Net Investment Income |
25,494,503 | |||
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FUTURES CONTRACTS, OPTIONS WRITTEN AND FOREIGN CURRENCY TRANSACTIONS (NOTES 1 AND 3): |
||||
Net Realized Gain (Loss) From: |
||||
Investment transactions |
(1,478,198 | ) | ||
Futures contracts |
104,880 | |||
Options written |
509,290 | |||
Foreign currency transactions |
(30,989 | ) | ||
Net Realized Loss |
(895,017 | ) | ||
Change in Net Unrealized Appreciation/Depreciation From: |
||||
Investments |
25,984,663 | |||
Futures contracts |
(501,391 | ) | ||
Options written |
(162,518 | ) | ||
Foreign currencies |
39,568 | |||
Change in Net Unrealized Appreciation/Depreciation |
25,360,322 | |||
Increase From Payment by Affiliate (Note 2) |
5,862 | |||
Net Gain on Investments, Futures Contracts, Options Written |
24,471,167 | |||
Increase in Net Assets From Operations |
$ | 49,965,670 | ||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 23
Statements of Changes in Net Assets (For the years ended May 31,)
2007 | 2006 | |||||||
OPERATIONS: | ||||||||
Net investment income |
$ | 25,494,503 | $ | 28,869,143 | ||||
Net realized gain (loss) |
(895,017 | ) | 21,963,338 | |||||
Change in net unrealized appreciation/depreciation |
25,360,322 | (21,895,185 | ) | |||||
Increase from payment by affiliate |
5,862 | | ||||||
Increase in Net Assets From Operations |
49,965,670 | 28,937,296 | ||||||
DISTRIBUTIONS TO SHAREHOLDERS FROM (NOTE 1): | ||||||||
Net investment income |
(24,262,360 | ) | (29,625,812 | ) | ||||
Net realized gains |
(7,858,440 | ) | (19,702,692 | ) | ||||
Decrease in Net Assets From Distributions to Shareholders |
(32,120,800 | ) | (49,328,504 | ) | ||||
FUND SHARE TRANSACTIONS (NOTE 6): | ||||||||
Proceeds from shares issued in reinvestment of distributions |
952,900 | | ||||||
Increase in Net Assets From Fund Share Transactions |
952,900 | | ||||||
Increase (Decrease) in Net Assets |
18,797,770 | (20,391,208 | ) | |||||
NET ASSETS: | ||||||||
Beginning of year |
430,324,954 | 450,716,162 | ||||||
End of year* |
$ | 449,122,724 | $ | 430,324,954 | ||||
* Includes undistributed (overdistributed) net investment income of: |
$2,164,290 | $(760,062) | ||||||
See Notes to Financial Statements.
24 Western Asset Global High Income Fund Inc. 2007 Annual Report
Statement of Cash Flows (For the Year Ended May 31, 2007)
CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES: | ||||
Interest received |
$ | 39,118,281 | ||
Operating expenses paid |
(7,134,383 | ) | ||
Net purchases of short-term investments |
(41,571,866 | ) | ||
Realized loss on foreign currency transactions |
(30,989 | ) | ||
Realized gain on options |
498,759 | |||
Realized gain on futures contracts |
104,880 | |||
Net change in unrealized depreciation on futures contracts |
(501,391 | ) | ||
Net change in unrealized appreciation on foreign currencies |
39,568 | |||
Purchases of long-term investments |
(873,782,200 | ) | ||
Proceeds from disposition of long-term investments |
1,137,754,810 | |||
Change in payable to broker variation margin |
250,745 | |||
Change in payable for open forward currency contracts |
(12,786 | ) | ||
Interest paid |
(5,666,252 | ) | ||
Net Cash Provided By Operating Activities |
249,067,176 | |||
CASH FLOWS (USED) BY FINANCING ACTIVITIES: | ||||
Cash distributions paid on Common Stock |
(34,716,876 | ) | ||
Net disbursement from dollar roll transactions |
(215,917,485 | ) | ||
Proceeds from reinvestment of dividends |
952,900 | |||
Net Cash Flows Used By Financing Activities |
(249,681,461 | ) | ||
Net Decrease in Cash |
(614,285 | ) | ||
Cash, Beginning of year |
844,056 | |||
Cash, End of year |
$ | 229,771 | ||
RECONCILIATION OF INCREASE IN NET ASSETS FROM OPERATIONS TO NET CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES: |
||||
Increase in Net Assets From Operations |
$ | 49,965,670 | ||
Accretion of discount on investments |
(2,199,872 | ) | ||
Amortization of premium on investments |
2,423,541 | |||
Increase in investments, at value |
(10,074,624 | ) | ||
Increase in payable for securities purchased |
310,226,545 | |||
Decrease in interest receivable |
765,096 | |||
Decrease in payable for written swaps |
(367,353 | ) | ||
Decrease in receivable for securities sold |
(101,744,164 | ) | ||
Decrease in payable for open forward currency contracts |
(12,786 | ) | ||
Increase in payable to broker variation margin |
250,745 | |||
Decrease in prepaid expenses |
300 | |||
Increase in interest payable |
7,973 | |||
Decrease in accrued expenses |
(173,895 | ) | ||
Total Adjustments |
199,101,506 | |||
Net Cash Flows Provided By Operating Activities |
$ | 249,067,176 | ||
See Notes to Financial Statements.
Western Asset Global High Income Fund Inc. 2007 Annual Report 25
For a share of capital stock outstanding throughout each year ended May 31, unless otherwise noted:
2007 | 2006 | 2005(1) | 2004(1)(2) | |||||||||||||
Net Asset Value, Beginning of Year |
$14.09 | $14.76 | $14.50 | $14.30 | (3) | |||||||||||
Income From Operations: |
||||||||||||||||
Net investment income |
0.83 | 0.95 | 1.02 | 1.00 | ||||||||||||
Net realized and unrealized gain |
0.80 | 0.00 | (4) | 0.51 | 0.23 | |||||||||||
Total Income From Operations |
1.63 | 0.95 | 1.53 | 1.23 | ||||||||||||
Less Distributions From: |
||||||||||||||||
Net investment income |
(0.79 | ) | (0.97 | ) | (1.06 | ) | (0.97 | ) | ||||||||
Net realized gains |
(0.26 | ) | (0.65 | ) | (0.17 | ) | (0.06 | ) | ||||||||
Return of capital |
| | (0.04 | ) | | |||||||||||
Total Distributions |
(1.05 | ) | (1.62 | ) | (1.27 | ) | (1.03 | ) | ||||||||
Increase in Net Asset Value Due to Shares Issued on Reinvestment of Distributions |
0.00 | (4) | | | 0.00 | (4) | ||||||||||
Net Asset Value, End of Year |
$14.67 | $14.09 | $14.76 | $14.50 | ||||||||||||
Market Price, End of Year |
$14.17 | $12.42 | $12.96 | $13.76 | ||||||||||||
Total Return, Based on NAV(5) |
11.96 | % | 6.57 | % | 10.92 | % | 8.44 | % | ||||||||
Total Return, Based on Market Price(6) |
23.25 | % | 8.46 | % | 3.15 | % | (1.63 | )% | ||||||||
Net Assets, End of Year (000s) |
$449,123 | $430,325 | $450,716 | $442,892 | ||||||||||||
Ratios to Average Net Assets: |
||||||||||||||||
Gross expenses |
2.86 | % | 2.63 | % | 2.14 | % | 1.79 | %(7) | ||||||||
Gross expenses, excluding interest expense |
1.58 | 1.58 | 1.55 | 1.45 | (7) | |||||||||||
Net expenses |
2.86 | (8) | 2.62 | (8) | 2.14 | 1.79 | (7) | |||||||||
Net expenses, excluding interest expense |
1.58 | (8) | 1.58 | (8) | 1.55 | 1.45 | (7) | |||||||||
Net investment income |
5.77 | 6.43 | 6.85 | 7.93 | (7) | |||||||||||
Portfolio Turnover Rate(9) |
201 | % | 111 | % | 88 | % | 100 | % | ||||||||
Supplemental Data: |
||||||||||||||||
Loans Outstanding, End of Year (000s) |
$ | 100,000 | $ | 100,000 | $ | 100,000 | $ | 100,000 | ||||||||
Asset Coverage (000s) |
$ | 549,123 | $ | 530,325 | $ | 550,716 | $ | 542,892 | ||||||||
Asset Coverage for Loan Outstanding |
549 | % | 530 | % | 551 | % | 543 | % | ||||||||
Weighted Average Loan (000s) |
$ | 100,000 | $ | 100,000 | $ | 100,000 | $ | 108,367 | ||||||||
Weighted Average Interest Rate on Loans |
5.67 | % | 4.71 | % | 2.70 | % | 1.65 | %(7) | ||||||||
(1) |
Per share amounts have been calculated using the average shares method. |
(2) |
For the period July 28, 2003 (commencement of operations) to May 31, 2004. |
(3) |
Initial public offering price of $15.00 per share less offering costs and sales load totaling $0.70 per share. |
(4) |
Amount represents less than $0.01 per share. |
(5) |
Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized. |
(6) |
The total return calculation assumes that distributions are reinvested in accordance with the Funds dividend reinvestment plan. Past performance is no guarantee of future results. |
(7) |
Annualized. |
(8) |
Reflects fee waivers and/or expense reimbursements. |
(9) |
Excluding mortgage dollar roll transactions. If mortgage dollar roll transactions had been included, the portfolio turnover rate would have been 533%, 527%, 437%, and 285% for the years ended May 31, 2007, 2006, 2005, and the period ended May 31, 2004, respectively. |
| The prior investment manager fully reimbursed the fund for losses incurred resulting from an investment transaction error. Without this reimbursement, total return would not have changed. |
See Notes to Financial Statements.
26 Western Asset Global High Income Fund Inc. 2007 Annual Report
1. | Organization and Significant Accounting Policies |
Western Asset Global High Income Fund Inc. (the Fund) (formerly known as Salomon Brothers Global High Income Fund Inc.) was incorporated in Maryland and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended, (the 1940 Act). The Board of Directors authorized 100 million shares of $0.001 par value common stock. The Funds primary investment objective is high current income. The Funds secondary objective is total return.
The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles (GAAP). Estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ.
(a) Investment Valuation. Debt securities are valued at the mean between the bid and asked prices provided by an independent pricing service that are based on transactions in debt obligations, quotations from bond dealers, market transactions in comparable securities and various other relationships between securities. Equity securities for which market quotations are available are valued at the last sale price or official closing price on the primary market or exchange on which they trade. Publicly traded foreign government debt securities are typically traded internationally in the over-the-counter market, and are valued at the mean between the bid and asked prices as of the close of business of that market. When prices are not readily available, or are determined not to reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund may value these investments at fair value as determined in accordance with the procedures approved by the Funds Board of Directors. Short-term obligations with maturities of 60 days or less are valued at amortized cost, which approximates market value.
(b) Repurchase Agreements. When entering into repurchase agreements, it is the Funds policy that its custodian or a third party custodian take possession of the underlying collateral securities, the market value of which at least equals the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market to ensure the adequacy of the collateral. If the seller defaults, and the market value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.
(c) Reverse Repurchase Agreements. The Fund may enter into a reverse repurchase agreement in which the Fund sells a portfolio security at a specified price with an agreement to purchase the same or substantially the same security from the same counterparty at a fixed or determinable price at a future date. When entering into reverse repurchase agreements, the Funds custodian delivers to the counterparty liquid assets, the market value of which, at the inception of the transaction, at least equals the repurchase price (including accrued interest). The Fund pays interest on amounts obtained pursuant to reverse repurchase agreements. Reverse repurchase agreements are considered to be borrowings, which may create leverage risk to the Fund.
Western Asset Global High Income Fund Inc. 2007 Annual Report 27
Notes to Financial Statements (continued)
(d) Financial Futures Contracts. The Fund may enter into financial futures contracts typically to hedge a portion of the portfolio. Upon entering into a financial futures contract, the Fund is required to deposit cash or securities as initial margin. Additional securities are also segregated up to the current market value of the financial futures contracts. Subsequent payments, known as variation margin, are made or received by the Fund each day, depending on the daily fluctuation in the value of the underlying financial instruments. The Fund recognizes an unrealized gain or loss equal to the daily variation margin. When the financial futures contracts are closed, a realized gain or loss is recognized equal to the difference between the proceeds from (or cost of) the closing transactions and the Funds basis in the contracts.
The risks associated with entering into financial futures contracts include the possibility that a change in the value of the contract may not correlate with the changes in the value of the underlying instruments. In addition, investing in financial futures contracts involves the risk that the Fund could lose more than the original margin deposit and subsequent payments required for a futures transaction. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts.
(e) Forward Foreign Currency Contracts. The Fund may enter into forward foreign currency contracts to hedge against foreign currency exchange rate risk on its non-U.S. dollar denominated securities or to facilitate settlement of foreign currency denominated portfolio transactions. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The contract is marked-to-market daily and the change in value is recorded by the Fund as an unrealized gain or loss. When a forward foreign currency contract is extinguished, through either delivery or offset by entering into another forward foreign currency contract, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was extinguished.
Forward foreign currency contracts involve elements of market risk in excess of the amounts reflected in the Statement of Assets and Liabilities. The Fund bears the risk of an unfavorable change in the foreign exchange rate underlying the forward foreign currency contract. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts.
(f) Written Options. When the Fund writes an option, an amount equal to the premium received by the Fund is recorded as a liability, the value of which is marked-to-market daily to reflect the current market value of the option written. If the option expires, the Fund realizes a gain from investments equal to the amount of the premium received. When a written call option is exercised, the difference between the premium and the amount for effecting a closing purchase transaction, including brokerage commission, is also treated as a realized gain or loss. When a written put option is exercised, the amount of the premium received reduces the cost of the security purchased by the Fund.
A risk in writing a covered call option is that the Fund may forego the opportunity of profit if the market price of the underlying security increases and the option is exercised. The risk in writing a put option is that the Fund may incur a loss if the market price of the underlying security decreases and the option is exercised. The risk in writing a call option
28 Western Asset Global High Income Fund Inc. 2007 Annual Report
Notes to Financial Statements (continued)
is that the Fund is exposed to the risk of loss if the market price of the underlying security increases. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market.
(g) Stripped Securities. The Fund invests in Stripped Securities, a term used collectively for stripped fixed income securities. Stripped securities can be principal only securities (PO), which are debt obligations that have been stripped of unmatured interest coupons, or interest only securities (IO), which are unmatured interest coupons that have been stripped from debt obligations. As is the case with all securities, the market value of Stripped Securities will fluctuate in response to changes in economic conditions, interest rates and the markets perception of the securities. However, fluctuations in response to interest rates may be greater in Stripped Securities than for debt obligations of comparable maturities that pay interest currently. The amount of fluctuation increases with a longer period of maturity.
The yield to maturity on IOs is sensitive to the rate of principal repayments (including prepayments) on the related underlying debt obligation and principal payments may have a material effect on yield to maturity. If the underlying debt obligation experiences greater than anticipated prepayments of principal, the Fund may not fully recoup its initial investment in IOs.
(h) Mortgage Dollar Rolls. The Fund may enter into mortgage dollar rolls in which the Fund sells mortgage-backed securities for delivery in the current month and simultaneously contracts to repurchase substantially similar (same type, coupon and maturity) securities to settle at a specified future date. During the roll period, the Fund forgoes interest paid on the securities. The Fund is typically compensated in the form of a drop in the repurchase price of the securities. Dollar rolls are accounted for as financing arrangements; the fee is accrued into interest income ratably over the term of the dollar roll and any gain or loss on the roll is deferred and realized upon disposition of the rolled security.
The Fund executes its mortgage dollar rolls entirely in the to-be-announced (TBA) market, where the Fund makes a forward commitment to purchase a security and, instead of accepting delivery, the position is offset by a sale of the security with a simultaneous agreement to repurchase at a future date.
The risk of entering into a mortgage dollar roll is that the market value of the securities the Fund is obligated to repurchase under the agreement may decline below the repurchase price. In the event the buyer of securities under a mortgage dollar roll files for bankruptcy or becomes insolvent, the Funds use of proceeds of the dollar roll may be restricted pending a determination by the other party, or its trustee or receiver, whether to enforce the Funds obligation to repurchase the securities.
(i) Securities Traded on a To-Be-Announced Basis. The Fund may trade securities on a to-be-announced (TBA) basis. In a TBA transaction, the Fund commits to purchasing or selling securities which have not yet been issued by the issuer and for which specific information is not known, such as the face amount and maturity date and the underlying pool of investments in U.S. government agency mortgage pass-through securities. Securities purchased on a TBA basis are not settled until they are delivered to the Fund, normally 15 to 45 days after purchase. Beginning on the date the Fund enters into a TBA transaction,
Western Asset Global High Income Fund Inc. 2007 Annual Report 29
Notes to Financial Statements (continued)
cash, U.S. government securities or other liquid high-grade debt obligations are segregated in an amount equal in value to the purchase price of the TBA security. These securities are subject to market fluctuations and their current value is determined in the same manner as for other securities.
(j) Loan Participations. The Fund may invest in loans arranged through private negotiation between one or more financial institutions. The Funds investment in any such loan may be in the form of a participation in or an assignment of the loan. In connection with purchasing participations, the Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement, nor any rights of set-off against the borrower and the Fund may not benefit directly from any collateral supporting the loan in which it has purchased the participation.
The Fund assumes the credit risk of the borrower, the lender that is selling the participation and any other persons interpositioned between the Fund and the borrower. In the event of the insolvency of the lender selling the participation, the Fund may be treated as a general creditor of the lender and may not benefit from any set-off between the lender and the borrower.
(k) Cash Flow Information. The Fund invests in securities and distributes dividends from net investment income and net realized gains, which are paid in cash and may be reinvested at the discretion of shareholders. These activities are reported in the Statements of Changes in Net Assets and additional information on cash receipts and cash payments is presented in the Statement of Cash Flows.
(l) Security Transactions and Investment Income. Security transactions are accounted for on a trade date basis. Interest income, adjusted for amortization of premium and accretion of discount, is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults on an expected interest payment, the Funds policy is to generally halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default.
(m) Foreign Currency Translation. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such transactions.
The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.
Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Funds books and the U.S. dollar equivalent of the amounts actually received or paid. Net
30 Western Asset Global High Income Fund Inc. 2007 Annual Report
Notes to Financial Statements (continued)
unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities, at the date of valuation, resulting from changes in exchange rates.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.
(n) Distributions to Shareholders. Distributions from net investment income for the Fund, if any, are declared and paid on a monthly basis. Distributions of net realized gains, if any, are declared at least annually. Distributions are recorded on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.
(o) Federal and Other Taxes. It is the Funds policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute substantially all of its income and net realized gains on investments, if any, to shareholders each year. Therefore, no federal income tax provision is required in the Funds financial statements.
(p) Reclassification. GAAP requires that certain components of net assets be adjusted to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset values per share. During the current year, the following reclassifications have been made:
Undistributed Net Investment Income |
Accumulated Net Realized Loss | |||
(a) | $1,692,209 | $(1,692,209) | ||
(a) | Reclassifications are primarily due to foreign currency transactions treated as ordinary income for tax purposes, differences between book and tax amortization of premium on fixed income securities and income from mortgage-backed securities treated as capital gain for tax purposes. |
2. | Investment Management Agreement and Other Transactions with Affiliates |
Prior to August 1, 2006, Salomon Brothers Asset Management Inc. (SBAM), a wholly-owned subsidiary of Legg Mason, Inc. (Legg Mason), acted as the investment manager of the Fund. Under the investment management agreement, the Fund paid an investment management fee, calculated daily and paid monthly, at an annual rate of 0.85% of the Funds average daily net assets plus the proceeds of any outstanding borrowings. Borrowings for the purpose of the calculation of the management fee include loans from certain financial institutions, the use of mortgage dollar roll transactions and reverse repurchase agreements.
Effective August 1, 2006, Legg Mason Partners Fund Advisor, LLC (LMPFA) became the Funds investment manager and Western Asset Management Company (Western Asset) became the Funds subadviser. Also on August 1, 2006, Western Asset Management Company Limited (Western Asset Limited) became an additional subadviser to the Fund. The portfolio managers who are responsible for the day-to-day management of the Fund remained the same immediately prior to and immediately after the date of these
Western Asset Global High Income Fund Inc. 2007 Annual Report 31
Notes to Financial Statements (continued)
changes. LMPFA, Western Asset and Western Asset Limited are wholly-owned subsidiaries of Legg Mason.
LMPFA provides administrative and certain oversight services to the Fund. LMPFA has delegated to the subadvisers the day-to-day portfolio management of the Fund. The Funds investment management fee remains unchanged. For its services, LMPFA pays Western Asset 70% of the net management fee it receives from the Fund.
Western Asset Limited provides certain advisory services to the Fund relating to currency transactions and investment in non-U.S. dollar denominated securities. Western Asset Limited does not receive any compensation from the Fund and is paid by Western Asset for its services to the Fund.
During the periods in which the Fund is utilizing borrowings, the fee which is payable to the investment manager as a percentage of the Funds assets will be higher than if the Fund did not utilize borrowings because the fee is calculated as a percentage of the Funds net assets, including those investments purchased with borrowings.
During the year ended May 31, 2007, LMPFA reimbursed the Fund for expenses amounting to $2,388.
During the year ended May 31, 2007, SBAM reimbursed the Fund in the amount of $5,862 for losses incurred resulting from an investment transaction error.
Certain officers and one Director of the Fund are employees of Legg Mason or its affiliates and do not receive compensation from the Fund.
3. | Investments |
During the year ended May 31, 2007, the aggregate cost of purchases and proceeds from sales of investments and U.S. Government & Agency Obligations (excluding short-term investments and mortgage dollar rolls) were as follows:
Investments | U.S. Government & Agency Obligations | |||||
Purchases |
$ | 230,794,008 | $ | 953,214,737 | ||
Sales |
273,041,707 | 966,455,334 | ||||
At May 31, 2007, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were as follows:
Gross unrealized appreciation |
$ | 17,617,364 | ||
Gross unrealized depreciation |
(4,367,964 | ) | ||
Net unrealized appreciation |
$ | 13,249,400 | ||
Transactions in reverse repurchase agreements for the Fund during the year ended May 31, 2007 were as follows:
Average Daily Balance* | Weighted Average Interest Rate* |
Maximum Amount Outstanding | ||
$1,606,109 |
0.76% | $2,073,747 | ||
* | Average based on the number of days that the Fund had reverse repurchase agreements outstanding. |
32 Western Asset Global High Income Fund Inc. 2007 Annual Report
Notes to Financial Statements (continued)
Interest rates on reverse repurchase agreements ranged from 0.20% to 1.75% during the year ended May 31, 2007. Interest expense incurred on reverse repurchase agreements totaled $3,670. At May 31, 2007, the Fund did not have any reverse repurchase agreements outstanding.
At May 31, 2007, the Fund had the following open futures contracts:
Number of Contracts |
Expiration Date |
Basis Value |
Market Value |
Unrealized Gain (Loss) |
||||||||||
Contracts to Buy: |
||||||||||||||
Eurodollar |
19 | 9/07 | $ | 4,500,720 | $ | 4,496,587 | $ | (4,133 | ) | |||||
Eurodollar |
63 | 9/07 | 183,697 | 133,482 | (50,215 | ) | ||||||||
Eurodollar |
12 | 3/08 | 2,844,610 | 2,843,550 | (1,060 | ) | ||||||||
Japanese Yen |
48 | 6/07 | 5,209,096 | 4,940,400 | (268,696 | ) | ||||||||
Libor |
27 | 9/07 | 253 | 0 | (253 | ) | ||||||||
Libor |
44 | 9/07 | 10,247,638 | 10,228,254 | (19,384 | ) | ||||||||
$ | (343,741 | ) | ||||||||||||
Contracts to Sell: |
||||||||||||||
Australian Dollar |
16 | 6/07 | $ | 1,323,600 | $ | 1,324,480 | $ | (880 | ) | |||||
Eurodollar |
32 | 6/07 | 5,455,040 | 5,385,200 | 69,840 | |||||||||
U.S. Treasury Bond |
5 | 6/07 | 565,951 | 545,781 | 20,170 | |||||||||
U.S. Treasury Bond |
46 | 9/07 | 5,036,739 | 5,019,750 | 16,989 | |||||||||
U.S. Treasury 2 Year Note |
45 | 9/07 | 9,181,181 | 9,170,859 | 10,322 | |||||||||
U.S. Treasury 5 Year Note |
2 | 6/07 | 210,928 | 208,719 | 2,209 | |||||||||
U.S. Treasury 5 Year Note |
236 | 9/07 | 24,681,320 | 24,647,250 | 34,070 | |||||||||
U.S. Treasury 10 Year Note |
460 | 9/07 | 49,130,731 | 48,932,500 | 198,231 | |||||||||
$ | 350,951 | |||||||||||||
Net Unrealized Gain on Open Futures Contracts |
$ | 7,210 | ||||||||||||
At May 31, 2007, the Fund had the following open forward foreign currency contract as described below:
Foreign Currency | Local Currency |
Market Value |
Settlement Date |
Unrealized Gain | |||||||
Contracts to Buy: |
|||||||||||
Pound Sterling |
$ | 1,683,000 | $ | 3,329,601 | 8/8/07 | $ | 12,786 | ||||
During the year ended May 31, 2007, written option transactions for the Fund were as follows:
Number of Contracts |
Premiums Received |
||||||
Options written, outstanding May 31, 2006 |
1,073 | $ | 529,871 | ||||
Options written |
227 | 94,391 | |||||
Options closed |
(172 | ) | (140,950 | ) | |||
Options expired |
(1,128 | ) | (483,312 | ) | |||
Options written, outstanding May 31, 2007 |
| | |||||
Western Asset Global High Income Fund Inc. 2007 Annual Report 33
Notes to Financial Statements (continued)
At May 31, 2007, the Fund had outstanding mortgage dollar rolls with a total cost of $207,951,236.
For the year ended May 31, 2007, the Fund recorded interest income of $818,151 related to such mortgage dollar rolls. The average monthly balance of dollar rolls outstanding for the Fund during the year ended May 31, 2007 was approximately $210,512,009.
4. | Loan |
At May 31, 2007, the Fund had a $150,000,000 credit line available pursuant to a revolving credit and security agreement dated as of December 21, 2006 (Agreement), with CIESCO, LLC and Citibank, N.A. (Citibank). Citibank acts as administrative agent and secondary lender. Also as of May 31, 2007, the Fund had a $100,000,000 loan outstanding pursuant to the Agreement. The loan generally bears interest at a variable rate based on the weighted average interest rates of the underlying commercial paper or LIBOR, plus any applicable margin. In addition, the Fund pays a commitment fee on the total amount of the loan available, whether used or unused. For the year ended May 31, 2007, the Fund paid $198,775 in commitment fees. Securities held by the Fund are subject to a lien, granted to the lenders, to the extent of the borrowing outstanding and any additional expenses. For the year ended May 31, 2007, based on the number of days during the reporting period that the Fund had a loan balance outstanding, the average daily loan balance was $100,000,000 and the weighted average interest rate was 5.64%. Total interest expense incurred on the loan for the period was $5,670,555.
5. | Distributions Subsequent to May 31, 2007 |
On May 16, 2007, the Board of Directors declared 3 dividends, each in the amount of $0.085 per share, payable on June 29, 2007, July 27, 2007 and August 31, 2007, to shareholders of record on June 22, 2007, July 20, 2007 and August 24, 2007, respectively.
6. | Capital Shares |
On October 22, 2003, the Funds Board authorized the Fund to repurchase from time to time in the open market up to 3,000,000 shares of the Funds common stock. The Board directed the management of the Fund to repurchase shares of the Funds common stock at such times and in such amounts as management believes will enhance shareholder value, subject to review by the Funds Board. Since inception of the repurchase plan, the Fund has not repurchased any shares.
7. | Income Tax Information and Distributions to Shareholders |
The tax character of distributions paid during the fiscal years ended May 31, was as follows:
2007 | 2006 | |||||
Distributions paid from: |
||||||
Ordinary Income |
$ | 25,968,362 | $ | 39,298,487 | ||
Net Long-term Capital Gains |
6,152,438 | 10,030,017 | ||||
Total Taxable Distributions |
$ | 32,120,800 | $ | 49,328,504 | ||
34 Western Asset Global High Income Fund Inc. 2007 Annual Report
Notes to Financial Statements (continued)
As of May 31, 2007, the components of accumulated earnings on a tax basis were as follows:
Undistributed ordinary income net |
$ | 2,211,847 | ||
Capital loss carryforward* |
(2,706,694 | ) | ||
Other book/tax temporary differences(a) |
(129,058 | ) | ||
Unrealized appreciation/(depreciation)(b) |
13,295,311 | |||
Total accumulated earnings/(losses) net |
$ | 12,671,406 | ||
* | As of May 31, 2007, the Fund had the following net capital loss carryforward remaining: |
Year of Expiration |
Amount | |||
5/31/2015 |
$ | (2,706,694 | ) |
These amounts will be available to offset any future taxable capital gains.
(a) |
Other book/tax temporary differences are attributable primarily to the tax deferral of losses on straddles, the realization for tax purposes of unrealized gains on certain futures and foreign currency contracts, interest accrued for tax purposes on defaulted securities and differences in the book/tax treatment of various items. |
(b) |
The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to the tax deferral of losses on wash sales and the difference between book and tax amortization methods for premiums on fixed income securities. |
8. | Other Matters |
On September 16, 2005, the staff of the SEC informed SBFM and SBAM that the staff is considering recommending that the SEC institute administrative proceedings against SBAM for alleged violations of Sections 19(a) and 34(b) of the 1940 Act (and related Rule 19a-1). The notification is a result of an industry wide inspection undertaken by the SEC and is based upon alleged deficiencies in disclosures regarding dividends and distributions paid to shareholders of certain funds. Section 19(a) and related Rule 19a-1 of the 1940 Act generally require funds that are making dividend and distribution payments to provide shareholders with a written statement disclosing the source of the dividends and distributions, and, in particular, the portion of the payments made from each of net investment income, undistributed net profits and/or paid-in capital. In connection with the contemplated proceedings, the staff may seek a cease and desist order and/or monetary damages from SBFM or SBAM.
Although there can be no assurance, the Funds manager believes that this matter is not likely to have a material adverse effect on the Fund.
9. | Recent Accounting Pronouncements |
During June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation 48 (FIN 48 or the Interpretation), Accounting for Uncertainty in Income Taxesan interpretation of FASB Statement 109. FIN 48 supplements FASB Statement 109, Accounting for Income Taxes, by defining the confidence level that a tax position must meet in order to be recognized in the financial statements. FIN 48 prescribes a comprehensive model for how a fund should recognize, measure, present, and disclose in its financial statements uncertain tax positions that the fund has taken or expects to take on a tax return. FIN 48 requires that the tax effects of a position be recognized only if it is more likely than not to be sustained based solely on its technical merits. Management must be able to conclude that the tax law, regulations, case law, and other objective information regarding the technical merits sufficiently support the positions sustainability with a likelihood of more than 50 percent. FIN 48 is effective for fiscal periods beginning
Western Asset Global High Income Fund Inc. 2007 Annual Report 35
Notes to Financial Statements (continued)
after December 15, 2006, which for this Fund will be June 1, 2007. At adoption, the financial statements must be adjusted to reflect only those tax positions that are more likely than not to be sustained as of the adoption date. Management of the Fund has determined that adopting FIN 48 will not have a material impact on the Funds financial statements.
* * *
On September 20, 2006, FASB released Statement of Financial Accounting Standards No. 157, Fair Value Measurements (FAS 157). FAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements. The application of FAS 157 is required for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. At this time, management is evaluating the implications of FAS 157 and its impact on the financial statements has not yet been determined.
36 Western Asset Global High Income Fund Inc. 2007 Annual Report
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
Western Asset Global High Income Fund Inc.:
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Western Asset Global High Income Fund Inc. (formerly Salomon Brothers Global High Income Fund Inc.) as of May 31, 2007, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, the statement of cash flows for the year then ended, and the financial highlights for each of the years in the two-year period then ended. These financial statements and financial highlights are the responsibility of the Funds management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for each of the years in the two-year period ended May 31, 2005 and the period from July 28, 2003 (commencement of operations) to May 31, 2004 were audited by other independent registered public accountants whose report thereon, dated July 21, 2005, expressed an unqualified opinion on those financial highlights.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of May 31, 2007, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Western Asset Global High Income Fund Inc. as of May 31, 2007, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, its cash flows for the year then ended, and the financial highlights for each of the years in the two-year period then ended, in conformity with U.S. generally accepted accounting principles.
New York, New York
July 27, 2007
Western Asset Global High Income Fund Inc. 2007 Annual Report 37
Additional Information (unaudited)
Information about Trustees and Officers
The business and affairs of Western Asset Global High Income Fund Inc. (Fund) are managed under the direction of the Board of Directors. Information pertaining to the Directors and Officers of the Fund is set forth below.
Name, Address and Birth Year | Position(s) Held with Fund(1) |
Term of Office and Length of Time Served |
Principal Occupation(s) During Past Five Years |
Number of Portfolios in Fund Complex Overseen by Director (including the Fund) |
Other Board Memberships Held by Director | |||||
Non-Interested Directors: | ||||||||||
Carol L. Colman Colman Consulting Co. 278 Hawley Road North Salem, NY 10560 Birth Year: 1946 |
Director and Member of the Nominating and Audit Committees, Class I | Since 2003 |
President, Colman Consulting Co. | 23 | None | |||||
Daniel P. Cronin 399 Park Avenue, New York, NY 10022 Birth Year: 1946 |
Director and Member of the Nominating and Audit Committees, Class I | Since 2003 |
Formerly Associate General Counsel, Pfizer Inc. | 23 | None | |||||
Paolo M. Cucchi Madison, NJ
07940 Birth Year: 1941 |
Director and Member of the Nominating and Audit Committees, Class I | Since 2007 |
Vice President and Dean of College of Liberal Arts at Drew University | 23 | None | |||||
Leslie H. Gelb 399 Park Avenue, New York, NY 10022 Birth Year: 1937 |
Director and Member of the Nominating and Audit Committees, Class II | Since 2003 |
President, Emeritus and Senior Board Fellow, The Council on Foreign Relations; Formerly, Columnist, Deputy Editorial Page Editor and Editor, Op-Ed Page, The New York Times | 21 | Director of two registered Investment companies advised by Blackstone Asia Advisors LLC (Blackstone Advisors) | |||||
William R. Hutchinson 535 N. Michigan Avenue Suite 1012 Chicago, IL 60611 Birth Year: 1942 |
Director and Member of the Nominating and Audit Committees, Class II | Since 2003 |
President, W.R. Hutchinson & Associates Inc.; Formerly Group Vice President, Mergers and Acquisitions, BP Amoco p.l.c. | 23 | Director, Associated Banc-Corp. | |||||
Riordan Roett The Johns Hopkins University 1740 Massachusetts Ave., NW Washington, DC 20036 Birth Year: 1938 |
Director and Member of the Nominating and Audit Committees, Class III | Since 2003 |
Professor and Director, Latin America Studies Program, Paul H. Nitze School of Advanced International Studies, The John Hopkins University | 21 | None |
38 Western Asset Global High Income Fund Inc.
Additional Information (unaudited) (continued)
Name, Address and Birth Year | Position(s) Held with Fund(1) |
Term of Office and Length of Time Served |
Principal Occupation(s) During Past Five Years |
Number of Portfolios in Fund Complex Overseen by Director (including the Fund) |
Other Board Memberships Held by Director | |||||
Jeswald W. Salacuse c/o Chairman of the Fund 399 Park Avenue, 4th Floor New York, NY 10022 Birth Year: 1938 |
Director and Member of the Nominating and Audit Committees, Class III | Since 2003 |
Henry J. Braker Professor of Commercial Law and formerly Dean, The Fletcher School of Law and Diplomacy, Tufts University | 19 | Director of two registered investment companies advised by Blackstone Advisors | |||||
Interested Directors: | ||||||||||
R. Jay Gerken, CFA(2) Legg Mason & Co., LLC 399 Park Avenue, New York, NY 10022 Birth Year: 1951 |
Chairman, President and Chief Executive Officer, Class II |
Since 2002 |
Managing Director, Legg Mason; Chairman of the Board and Trustee/Director of 151 funds associated with Legg Mason Partners Fund Advisor, LLC. (LMPFA) and its affiliates; President, LMPFA (since 2006); Chairman, President and Chief Executive Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates; formerly, Chairman, President and Chief Executive Officer, Travelers Investment Advisers Inc. (2002 to 2005) | 134 | Trustee, Consulting Group Capital Markets Funds (2002-2006). | |||||
Officers: | ||||||||||
Kaprel Ozsolak New York, NY 10004 Birth Year: 1965 |
Chief Financial Officer and Treasurer |
Since |
Director of Legg Mason; Chief Financial Officer and Treasurer of certain mutual funds associated with Legg Mason; Formerly Controller of certain mutual funds associated with certain predecessor firms of Legg Mason (from 2002 to 2004) | N/A | N/A |
Western Asset Global High Income Fund Inc. 39
Additional Information (unaudited) (continued)
Name, Address and Birth Year | Position(s) Held with Fund(1) |
Term of Office and Length of Time Served |
Principal Occupation(s) During Past Five Years |
Number of Portfolios in Fund Complex Overseen by Director (including the Fund) |
Other Board Memberships Held by Director | |||||
Ted P. Becker New York, NY 10022 Birth Year: 1951 |
Chief Compliance Officer | Since 2006 |
Director of Global Compliance at Legg Mason (since 2006); Managing Director of Compliance at Legg Mason, (since 2005); Chief Compliance Officer with certain mutual funds associated with Legg Mason (since 2006); Managing Director of Compliance at Legg Mason or its predecessors (from 2002 to 2005). Prior to 2002, Managing DirectorInternal Audit & Risk Review at Citigroup Inc. | N/A | N/A | |||||
Robert I. Frenkel Legg Mason 300 First Stamford Place 4th Floor Stamford, CT 06902 Birth Year: 1954 |
Secretary and Chief Legal Officer | Since 2003 |
Managing Director and General Counsel of Global Mutual Funds for Legg Mason and its predecessor (since 1994); Secretary and Chief Legal Officer of mutual funds associated with Legg Mason (since 2003); formerly, Secretary of CFM (from 2001 to 2004) | N/A | N/A |
(1) |
The Funds Board of Directors is divided into three classes: Class I, Class II and Class III. The terms of office of the Class I, II and III Directors expire at the Annual Meetings of Stockholders in the year 2009, year 2008 and year 2007, respectively, or thereafter in each case when their respective successors are duly elected and qualified. The Funds executive officers are chosen each year at the first meeting of the Funds Board of Directors following the Annual Meeting of Stockholders, to hold office until the meeting of the Board following the next Annual Meeting of Stockholders and until their successors are duly elected and qualified. |
(2) |
Mr. Gerken in an interested person of the Fund as defined in the Investment Company Act of 1940, as amended, because Mr. Gerken is an officer of LMPFA and certain of its affiliates. |
40 Western Asset Global High Income Fund Inc.
Annual Chief Executive Officer and Chief Financial Officer Certifications (unaudited)
The Funds CEO has submitted to the NYSE the required annual certification, and the Fund also has included the Certifications of the Funds CEO and CFO required by Section 302 of the Sarbanes-Oxley Act in the Funds Form N-CSR filed with the SEC for the period of this report.
Western Asset Global High Income Fund Inc. 41
Important Tax Information (unaudited)
The following information is provided with respect to the distributions paid during the taxable year ended May 31, 2007.
Record Date: |
09/22/2006 | 12/22/2006 | ||
Payable Date: |
09/29/2006 | 12/29/2006 | ||
Long-Term Capital Gain Dividend |
$0.085000 | $0.116500 | ||
Please retain this information for your records.
42 Western Asset Global High Income Fund Inc.
Dividend Reinvestment Plan (unaudited)
Unless you elect to receive distributions in cash, all distributions, on your Common Shares will be automatically reinvested by American Stock Transfer & Trust Company (AST), as agent for the Common Shareholders (the Plan Agent), in additional Common Shares under the Dividend Reinvestment Plan (the Plan). You may elect not to participate in the Plan by contacting the Plan Agent. If you do not participate, you will receive all cash distributions paid by check mailed directly to you by AST as distribution paying agent.
If you participate in the Plan, the number of Common Shares you will receive will be determined as follows:
(1) If the market price of the Common Shares on the record date (or, if the record date is not a New York Stock Exchange trading day, the immediately preceding trading day) for determining shareholders eligible to receive the relevant distribution (the determination date) is equal to or exceeds 98% of the net asset value per share of the Common Shares, the Fund will issue new Common Shares at a price equal to the greater of (a) 98% of the net asset value per share at the close of trading on the Exchange on the determination date or (b) 95% of the market price per share of the Common Shares on the determination date.
(2) If 98% of the net asset value per share of the Common Shares exceeds the market price of the Common Shares on the determination date, the Plan Agent will receive the distribution in cash and will buy Common Shares in the open market, on the Exchange or elsewhere, for your account as soon as practicable commencing on the trading day following the determination date and terminating no later than the earlier of (a) 30 days after the distribution payment date, or (b) the record date for the next succeeding distribution to be made to the Common Shareholders; except when necessary to comply with applicable provisions of the federal securities laws. If during this period: (i) the market price rises so that it equals or exceeds 98% of the net asset value per share of the Common Shares at the close of trading on the Exchange on the determination date before the Plan Agent has completed the open market purchases or (ii) if the Plan Agent is unable to invest the full amount eligible to be reinvested in open market purchases, the Plan Agent will cease purchasing Common Shares in the open market and the Fund shall issue the remaining Common Shares at a price per share equal to the greater of (a) 98% of the net asset value per share at the close of trading on the Exchange on the determination date or (b) 95% of the then current market price per share.
The Plan Agent maintains all participants accounts in the Plan and gives written confirmation of all transactions in the accounts, including information you may need for tax records. Common Shares in your account will be held by the Plan Agent in non-certificated form. Any proxy you receive will include all Common Shares you have received under the Plan.
You may withdraw from the Plan by notifying the Plan Agent in writing at 59 Maiden Lane, New York, New York 10038 or by calling the Plan Agent at 1-877-366-6441. Such withdrawal will be effective immediately if notice is received by the Plan Agent not less than ten business days prior to any distribution record date; otherwise such withdrawal will be effective as soon as practicable after the Plan Agents investment of the most
Western Asset Global High Income Fund Inc. 43
Dividend Reinvestment Plan (unaudited) (continued)
recently declared distribution on the Common Shares. The Plan may be terminated by the Fund upon notice in writing mailed to Common Shareholders at least 30 days prior to the record date for the payment of any distribution by the Fund for which the termination is to be effective. Upon any termination, you will be sent a certificate or certificates for the full Common Shares held for you under the Plan and cash for any fractional Common Shares. You may elect to notify the Plan Agent in advance of such termination to have the Plan Agent sell part or all of your shares on your behalf. You will be charged $5.00 plus a $0.05 per Common Share service charge and the Plan Agent is authorized to deduct brokerage charges actually incurred for this transaction from the proceeds.
There is no service charge for reinvestment of your distributions in Common Shares. However, all participants will pay a pro rata share of brokerage commissions incurred by the Plan Agent when it makes open market purchases. Because all distributions will be automatically reinvested in additional Common Shares, this allows you to add to your investment through dollar cost averaging, which may lower the average cost of your Common Shares over time.
Automatically reinvesting distributions does not mean that you do not have to pay income taxes due upon receiving distributions.
The Fund reserves the right to amend or terminate the Plan if, in the judgment of the Board of Directors, the change is warranted. There is no direct service charge to participants in the Plan; however, the Fund reserves the right to amend the Plan to include a service charge payable by the participants. Additional information about the Plan and your account may be obtained from the Plan Agent at 1-877-366-6441.
44 Western Asset Global High Income Fund Inc.
Western Asset Global High Income Fund Inc.
DIRECTORS Carol L. Colman Daniel P. Cronin Paolo M. Cucchi Leslie H. Gelb R. Jay Gerken, CFA William R. Hutchinson Riordan Roett Jeswald W. Salacuse
OFFICERS R. Jay Gerken, CFA President and Chief
Kaprel Ozsolak Chief Financial Officer and Treasurer
Ted P. Becker Chief Compliance Officer
Robert I. Frenkel Secretary and Chief Legal Officer
WESTERN ASSET GLOBAL HIGH INCOME FUND INC. 125 Broad Street 10th Floor, MF-2 New York, New York 10004
INVESTMENT MANAGER Legg Mason Partners Fund Advisor, LLC |
SUBADVISERS Western Asset Management Company Western Asset Management Company Limited
CUSTODIAN State Street Bank and Trust Company 225 Franklin Street Boston, Massachusetts 02110
TRANSFER AGENT American Stock Transfer & Trust Company 59 Maiden Lane New York, NY 10038
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM KPMG LLP 345 Park Avenue New York, New York 10154
LEGAL COUNSEL Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, New York 10017-3909
NEW YORK STOCK EXCHANGE SYMBOL EHI |
This report is transmitted to the shareholders of Western Asset Global High Income Fund Inc. for their information. This is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report.
American Stock Transfer & Trust Company
59 Maiden Lane,
New York, New York 10038
WASX010005 5/07 | SR07-368 |
Western Asset
Global High Income Fund Inc.
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940 as amended, that from time to time the Fund may purchase at market prices from shares of its common stock in the open market.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each fiscal year on Form N-Q. The Funds Forms N-Q are available on the SECs website at www.sec.gov. The Funds Forms N-Q may be reviewed and copied at the SECs Public Reference Room in Washington D.C., and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. To obtain information on Form N-Q from the Fund, shareholders can call 1-800-451-2010.
Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio transactions is available (1) without charge, upon request, by calling 1-800-451-2010, (2) on the Funds website at www.leggmason.com/InvestorsServices and (3) on the SECs website at www.sec.gov.
ITEM 2. | CODE OF ETHICS. |
The registrant has adopted a code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller.
ITEM 3. | AUDIT COMMITTEE FINANCIAL EXPERT. |
The Board of Directors of the registrant has determined that William R. Hutchinson, a member of the Boards Audit Committee, possesses the technical attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as an audit committee financial expert, and has designated Mr. Hutchinson as the Audit Committees financial expert. Mr. Hutchinson is an independent Director pursuant to paragraph (a)(2) of Item 3 to Form N-CSR.
ITEM 4. | PRINCIPAL ACCOUNTANT FEES AND SERVICES. |
a) Audit Fees. The aggregate fees billed in the last two fiscal years ending May 31, 2006 and May 31, 2007 (the Reporting Periods) for professional services rendered by the Registrants principal accountant (the Auditor) for the audit of the Registrants annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $53,000 in 2006 performed by PwC and $53,500 in 2007 performed by KPMG.
b) Audit-Related Fees. The aggregate fees billed in the Reporting Period for assurance and related services by the Auditor that are reasonably related to the performance of the Registrants financial statements were $8,755 in 2006 and $12,000 in 2007. These services consisted of procedures performed in connection with the Agreed upon Procedures for the calculations pursuant to the Funds Revolving Credit and Security Agreement, dated September 24, 2003 with Citicorp North America, Inc. and other secondary lenders for Western Asset Global High Income Fund Inc. as of January 31, 2006, March 31, 2006 and May 31, 2006.
In addition, there were no Audit-Related Fees billed in the Reporting Period for assurance and related services by the Auditor to the Registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Western Asset Global High Income Fund Inc. (service affiliates), that were reasonably related to the performance of the annual audit of the service affiliates. Accordingly, there were no such fees that required pre-approval by the Audit Committee for the Reporting Periods (prior to May 6, 2003 services provided by the Auditor were not required to be pre-approved).
(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning (Tax Services) were $5,685 in 2006 and $2,650 in 2007. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.
There were no fees billed for tax services by the Auditors to service affiliates during the Reporting Periods that required pre-approval by the Audit Committee.
d) All Other Fees. There were no other fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item for the Western Asset Global High Income Fund Inc.
All Other Fees. There were no other non-audit services rendered by the Auditor to Smith Barney Fund Management LLC (SBFM), and any entity controlling, controlled by or under common control with SBFM that provided ongoing services to Western Asset Global High Income Fund Inc. requiring pre-approval by the Audit Committee in the Reporting Period.
(e) Audit Committees pre-approval policies and procedures described in paragraph (c) (7) of Rule 2-01 of Regulation S-X.
(1) The Charter for the Audit Committee (the Committee) of the Board of each registered investment company (the Fund) advised by Smith Barney Fund Management LLC or Salomon Brothers Asset Management Inc. or one of their affiliates (each, an Adviser) requires that the Committee shall approve (a) all audit and permissible non-audit services to be provided to the Fund and (b) all permissible non-audit services to be provided by the Funds independent auditors to the Adviser and any Covered Service Providers if the engagement relates directly to the operations and financial reporting of the Fund. The Committee may implement policies and procedures by which such services are approved other than by the full Committee.
The Committee shall not approve non-audit services that the Committee believes may impair the independence of the auditors. As of the date of the approval of this Audit Committee Charter, permissible non-audit services include any professional services (including tax services), that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may not include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible.
Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, the Adviser and any service providers controlling, controlled by or under common control with the Adviser that provide ongoing services to the Fund (Covered Service Providers) constitutes not more than 5% of the total amount of revenues paid to the independent auditors during the fiscal year in which the permissible non-audit services are provided to (a) the Fund, (b) the Adviser and (c) any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.
(2) For the Legg Mason Partners Investment Trust, the percentage of fees that were approved by the audit committee, with respect to: Audit-Related Fees were 100% and 0% for 2006 and 2007; Tax Fees were 100% and 0% for 2006 and 2007; and Other Fees were 100% and 0% for 2006 and 2007.
(f) N/A
(g) Non-audit fees billed by the Auditor for services rendered to Western Asset Global High Income Fund Inc. and CAM and any entity controlling, controlled by, or under common control with CAM that provides ongoing services to Western Asset Global High Income Fund Inc. during the reporting period were $0 in 2007.
(h) Yes. Western Asset Global High Income Fund Inc.s Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Accountants independence. All services provided by the Auditor to the Western Asset Global High Income Fund Inc. or to Service Affiliates, which were required to be pre-approved, were pre-approved as required.
ITEM 5. | AUDIT COMMITTEE OF LISTED REGISTRANTS. |
a) Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)58(A) of the Exchange Act. The Audit Committee consists of the following Board members:
William R. Hutchinson
Paolo M. Cucchi
Daniel P. Cronin
Carol L. Colman
Leslie H. Gelb
Dr. Riordan Roett
Jeswald W. Salacuse
b) Not applicable
ITEM 6. | SCHEDULE OF INVESTMENTS. |
Included herein under Item 1.
ITEM 7. | DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Proxy Voting Guidelines and Procedures
Although individual trustees may not agree with particular policies or votes by the manager or subadvisers, the Board has delegated proxy voting discretion to the manager and/or the subadvisers, believing that the manager and/or the subadvisers should be responsible for voting because it is a matter relating to the investment decision making process. LMPFA delegates the responsibility for voting proxies for the fund to the subadvisers through its contracts with the subadvisers. The subadvisers will use their own proxy voting policies and procedures to vote proxies. Accordingly, LMPFA does not expect to have proxy-voting responsibility for the fund. Should LMPFA become responsible for voting proxies for any reason, such as the inability of a subadviser to provide investment advisory services, LMPFA shall utilize the proxy voting guidelines established by the most recent subadviser to vote proxies until a new subadviser is retained. In the case of a material conflict between the interests of LMPFA (or its affiliates if such conflict is known to persons responsible for voting at LMPFA) and the fund, the board of trustees of LMPFA shall consider how
to address the conflict and/or how to vote the proxies. LMPFA shall maintain records of all proxy votes in accordance with applicable securities laws and regulations, to the extent that LMPFA votes proxies. LMPFA shall be responsible for gathering relevant documents and records related to proxy voting from the subadvisers and providing them to the fund as required for the fund to comply with applicable rules under the 1940 Act. The subadvisers Proxy Voting Policies and Procedures govern in determining how proxies relating to the funds portfolio securities are voted and are attached as Appendix A to this SAI. Information regarding how each fund voted proxies (if any) relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge (1) by calling 888-425-6432, (2) on the funds website at http://www.leggmason.com/ InvestorServices and (3) on the SECs website at http://www.sec.gov.
Background
An investment adviser is required to adopt and implement policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with fiduciary duties and SEC Rule 206(4)-6 under the Investment Advisers Act of 1940 (Advisers Act). The authority to vote the proxies of our clients is established through investment management agreements or comparable documents. In addition to SEC requirements governing advisers, long-standing fiduciary standards and responsibilities have been established for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies, the Department of Labor has determined that the responsibility for these votes lies with the investment manager.
Policy
As a fixed income only manager, the occasion to vote proxies is very rare. However, the Firm has adopted and implemented policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of clients, in accordance with our fiduciary duties and SEC Rule 206(4)-6 under the Investment Advisers Act of 1940 (Advisers Act). In addition to SEC requirements governing advisers, our proxy voting policies reflect the long-standing fiduciary standards and responsibilities for ERISA accounts. Unless a manager of ERISA assets has been expressly precluded from voting proxies, the Department of Labor has determined that the responsibility for these votes lies with the Investment Manager.
While the guidelines included in the procedures are intended to provide a benchmark for voting standards, each vote is ultimately cast on a case-by-case basis, taking into consideration the Firms contractual obligations to our clients and all other relevant facts and circumstances at the time of the vote (such that these guidelines may be overridden to the extent the Firm deems appropriate).
In exercising its voting authority, Western Asset will not consult or enter into agreements with officers, directors or employees of Legg Mason Inc. or any of its affiliates (other than Western Asset Management Company Limited) regarding the voting of any securities owned by its clients.
Procedure
Responsibility and Oversight
The Western Asset Legal and Compliance Department (Compliance Department) is responsible for administering and overseeing the proxy voting process. The gathering of proxies is coordinated through the Corporate Actions area of Investment Support (Corporate Actions). Research analysts and portfolio managers are responsible for determining appropriate voting positions on each proxy utilizing any applicable guidelines contained in these procedures.
Client Authority
At account start-up, or upon amendment of an IMA, the applicable client IMA are similarly reviewed. If an agreement is silent on proxy voting, but contains an overall delegation of discretionary authority or if the account represents assets of an ERISA plan, Western Asset will assume responsibility for proxy voting. The Client Account Transition Team maintains a matrix of proxy voting authority.
Proxy Gathering
Registered owners of record, client custodians, client banks and trustees (Proxy Recipients) that receive proxy materials on behalf of clients should forward them to Corporate Actions. Proxy Recipients for new clients (or, if Western Asset becomes aware that the applicable Proxy Recipient for an existing client has changed, the Proxy Recipient for the existing client) are notified at start-up of appropriate routing to Corporate Actions of proxy materials received and reminded of their responsibility to forward all proxy materials on a timely basis. If Western Asset personnel other than Corporate Actions receive proxy materials, they should promptly forward the materials to Corporate Actions.
Proxy Voting
Once proxy materials are received by Corporate Actions, they are forwarded to the Legal and Compliance Department for coordination and the following actions:
a. Proxies are reviewed to determine accounts impacted.
b. Impacted accounts are checked to confirm Western Asset voting authority.
c. Legal and Compliance Department staff reviews proxy issues to determine any material conflicts of interest. (See conflicts of interest section of these procedures for further information on determining material conflicts of interest.)
d. If a material conflict of interest exists, (i) to the extent reasonably practicable and permitted by applicable law, the client is promptly notified, the conflict is disclosed and Western Asset obtains the clients proxy voting instructions, and (ii) to the extent that it is not reasonably practicable or permitted by applicable law to notify the client and obtain such instructions (e.g., the client is a mutual fund or other commingled vehicle or is an ERISA plan client), Western Asset seeks voting instructions from an independent third party.
e. Legal and Compliance Department staff provides proxy material to the appropriate research analyst or portfolio manager to obtain their recommended vote. Research analysts and portfolio managers determine votes on a case-by-case basis taking into account the voting guidelines contained in these procedures. For avoidance of doubt, depending on the best interest of each individual client, Western Asset may vote the same proxy differently for different clients. The analysts or portfolio managers basis for their decision is documented and maintained by the Legal and Compliance Department.
f. Legal and Compliance Department staff votes the proxy pursuant to the instructions received in (d) or (e) and returns the voted proxy as indicated in the proxy materials. Timing Western Asset personnel act in such a manner to ensure that, absent special circumstances, the proxy gathering and proxy voting steps noted above can be completed before the applicable deadline for returning proxy votes.
Recordkeeping
Western Asset maintains records of proxies voted pursuant to Section 204-2 of the Advisers Act and ERISA DOL Bulletin 94-2. These records include:
a. A copy of Western Assets policies and procedures.
b. Copies of proxy statements received regarding client securities.
c. A copy of any document created by Western Asset that was material to making a decision how to vote proxies.
d. Each written client request for proxy voting records and Western Assets written response to both verbal and written client requests.
e. A proxy log including:
1. Issuer name;
2. Exchange ticker symbol of the issuers shares to be voted;
3. Council on Uniform Securities Identification Procedures (CUSIP) number for the shares to be voted;
4. A brief identification of the matter voted on;
5. Whether the matter was proposed by the issuer or by a shareholder of the issuer;
6. Whether a vote was cast on the matter;
7. A record of how the vote was cast; and
8. Whether the vote was cast for or against the recommendation of the issuers management team.
Records are maintained in an easily accessible place for five years, the first two in Western Assets offices.
Disclosure
Western Assets proxy policies are described in the firms Part II of Form ADV. Clients will be provided a copy of these policies and procedures upon request. In addition, upon request, clients may receive reports on how their proxies have been voted.
Conflicts of Interest
All proxies are reviewed by the Legal and Compliance Department for material conflicts of interest. Issues to be reviewed include, but are not limited to:
1. Whether Western (or, to the extent required to be considered by applicable law, its affiliates) manages assets for the company or an employee group of the company or otherwise has an interest in the company;
2. Whether Western or an officer or director of Western or the applicable portfolio manager or analyst responsible for recommending the proxy vote (together, Voting Persons) is a close relative of or has a personal or business relationship with an executive, director or person who is a candidate for director of the company or is a participant in a proxy contest; and
3. Whether there is any other business or personal relationship where a Voting Person has a personal interest in the outcome of the matter before shareholders.
Voting Guidelines
Western Assets substantive voting decisions turn on the particular facts and circumstances of each proxy vote and are evaluated by the designated research analyst or portfolio manager. The examples outlined below are meant as guidelines to aid in the decision making process.
Guidelines are grouped according to the types of proposals generally presented to shareholders. Part I deals with proposals which have been approved and are recommended by a companys board of directors; Part II deals with proposals submitted by shareholders for inclusion in proxy statements; Part III addresses issues relating to voting shares of investment companies; and Part IV addresses unique considerations pertaining to foreign issuers.
I. Board Approved Proposals
The vast majority of matters presented to shareholders for a vote involve proposals made by a company itself that have been approved and recommended by its board of directors. In view of the enhanced corporate governance practices currently being implemented in public companies, Western Asset generally votes in support of decisions reached by independent boards of directors. More specific guidelines related to certain board-approved proposals are as follows:
1. Matters relating to the Board of Directors
Western Asset votes proxies for the election of the companys nominees for directors and for board-approved proposals on other matters relating to the board of directors with the following exceptions:
a. Votes are withheld for the entire board of directors if the board does not have a majority of independent directors or the board does not have nominating, audit and compensation committees composed solely of independent directors.
b. Votes are withheld for any nominee for director who is considered an independent director by the company and who has received compensation from the company other than for service as a director.
c. Votes are withheld for any nominee for director who attends less than 75% of board and committee meetings without valid reasons for absences.
d. Votes are cast on a case-by-case basis in contested elections of directors.
2. Matters relating to Executive Compensation
Western Asset generally favors compensation programs that relate executive compensation to a companys long-term performance. Votes are cast on a case-by-case basis on board-approved proposals relating to executive compensation, except as follows:
a. Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for stock option plans that will result in a minimal annual dilution.
b. Western Asset votes against stock option plans or proposals that permit replacing or repricing of underwater options.
c. Western Asset votes against stock option plans that permit issuance of options with an exercise price below the stocks current market price.
d. Except where the firm is otherwise withholding votes for the entire board of directors, Western Asset votes for employee stock purchase plans that limit the discount for shares purchased under the plan to no more than 15% of their market value, have an offering period of 27 months or less and result in dilution of 10% or less.
3. Matters relating to Capitalization
The management of a companys capital structure involves a number of important issues, including cash flows, financing needs and market conditions that are unique to the circumstances of each company. As a result, Western Asset votes on a case-by-case basis on board-approved proposals involving changes to a companys capitalization except where Western Asset is otherwise withholding votes for the entire board of directors.
a. Western Asset votes for proposals relating to the authorization of additional common stock.
b. Western Asset votes for proposals to effect stock splits (excluding reverse stock splits).
c. Western Asset votes for proposals authorizing share repurchase programs.
4. Matters relating to Acquisitions, Mergers, Reorganizations and Other Transactions
Western Asset votes these issues on a case-by-case basis on board-approved transactions.
5. Matters relating to Anti-Takeover Measures
Western Asset votes against board-approved proposals to adopt anti-takeover measures except as follows:
a. Western Asset votes on a case-by-case basis on proposals to ratify or approve shareholder rights plans.
b. Western Asset votes on a case-by-case basis on proposals to adopt fair price provisions.
6. Other Business Matters
Western Asset votes for board-approved proposals approving such routine business matters such as changing the companys name, ratifying the appointment of auditors and procedural matters relating to the shareholder meeting.
a. Western Asset votes on a case-by-case basis on proposals to amend a companys charter or bylaws.
b. Western Asset votes against authorization to transact other unidentified, substantive business at the meeting.
II. Shareholder Proposals
SEC regulations permit shareholders to submit proposals for inclusion in a companys proxy statement. These proposals generally seek to change some aspect of a companys corporate governance structure or to change some aspect of its business operations. Western Asset votes in accordance with the recommendation of the companys board of directors on all shareholder proposals, except as follows:
1. Western Asset votes for shareholder proposals to require shareholder approval of shareholder rights plans.
2. Western Asset votes for shareholder proposals that are consistent with Western Assets proxy voting guidelines for board-approved proposals.
3. Western Asset votes on a case-by-case basis on other shareholder proposals where the firm is otherwise withholding votes for the entire board of directors.
III. Voting Shares of Investment Companies
Western Asset may utilize shares of open or closed-end investment companies to implement its investment strategies. Shareholder votes for investment companies that fall within the categories listed in Parts I and II above are voted in accordance with those guidelines.
1. Western Asset votes on a case-by-case basis on proposals relating to changes in the investment objectives of an investment company taking into account the original intent of the fund and the role the fund plays in the clients portfolios.
2. Western Asset votes on a case-by-case basis all proposals that would result in increases in expenses (e.g., proposals to adopt 12b-1 plans, alter investment advisory arrangements or approve fund mergers) taking into account comparable expenses for similar funds and the services to be provided.
IV. Voting Shares of Foreign Issuers
In the event Western Asset is required to vote on securities held in non-U.S. issuers i.e. issuers that are incorporated under the laws of a foreign jurisdiction and that are not listed on a U.S. securities exchange or the NASDAQ stock market, the following guidelines are used, which are premised on the existence of a sound corporate governance and disclosure framework. These guidelines, however, may not be appropriate under some circumstances for foreign issuers and therefore apply only where applicable.
1. Western Asset votes for shareholder proposals calling for a majority of the directors to be independent of management.
2. Western Asset votes for shareholder proposals seeking to increase the independence of board nominating, audit and compensation committees.
3. Western Asset votes for shareholder proposals that implement corporate governance standards similar to those established under U.S. federal law and the listing requirements of U.S. stock exchanges, and that do not otherwise violate the laws of the jurisdiction under which the company is incorporated.
4. Western Asset votes on a case-by-case basis on proposals relating to (1) the issuance of common stock in excess of 20% of a companys outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a companys outstanding common stock where shareholders have preemptive rights.
ITEM 8. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
(a)(1):
NAME AND ADDRESS |
LENGTH OF TIME SERVED |
PRINCIPAL OCCUPATION(S) DURING PAST 5 YEARS | ||
S. Kenneth Leech Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2006 | Co-portfolio manager of the fund; Chief Investment Officer of Western Asset since 1998. |
Stephen A. Walsh Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2006 | Co-portfolio manager of the fund; Deputy Chief Investment Officer of Western Asset since 2000. | ||
Keith J. Gardner Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2006 | Co-portfolio manager of the fund; portfolio manager and research analyst at Western Asset since 1994. | ||
Jeffrey D. Van Schaick Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2007 | Co-portfolio manager of the fund; portfolio manager and research analyst at Western Asset since 1981. | ||
Michael C. Buchanan Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2006 | Co-portfolio manager of the fund; Managing Director and head of U.S. Credit Products from 2003-2005 at Credit Suisse Asset Management; Executive Vice President and portfolio manager for Janus Capital in 2003; Managing Director and head of High Yield Trading from 1998-2003 at Blackrock Financial Management. | ||
Detlev Schlichter Western Asset 385 East Colorado Blvd. Pasadena, CA 91101 |
Since 2006 | Co-portfolio manager of the fund; portfolio manager at Western Asset since 2001. |
(a)(2): DATA TO BE PROVIDED BY FINANCIAL CONTROL
The following tables set forth certain additional information with respect to the funds portfolio managers for the fund. Unless noted otherwise, all information is provided as of May 31 , 2007.
Other Accounts Managed by Portfolio Managers
The table below identifies the number of accounts (other than the fund) for which the funds portfolio managers have day-to-day management responsibilities and the total assets in such accounts, within each of the following categories: registered investment companies, other pooled investment vehicles, and other accounts. For each category, the number of accounts and total assets in the accounts where fees are based on performance is also indicated.
Portfolio Manager(s) |
Registered Investment Companies |
Other Pooled Investment Vehicles |
Other Accounts | |||
S. Kenneth Leech | 115 registered investment companies with $107.7 billion in total assets under management | 127 Other pooled investment vehicles with $188.9 billion in assets under management |
983 Other accounts with $284.85 billion in total assets under management* | |||
Stephen A. Walsh | 115 registered investment companies with $107.7 billion in total assets under management | 127 Other pooled investment vehicles with $188.9 billion in assets under management |
983 Other accounts with $284.8 billion in total assets under management* | |||
Keith J. Gardner | 7 registered investment companies with $1.3 billion in total assets under management | 0 Other pooled investment vehicles with $0 in assets under management |
19 Other accounts with $3.8 billion in total assets under management** | |||
Jeffrey Van Schaick | 5 registered investment Companies with $705 million in total assets Under management | 3 Other pooled investment vehicles with $1.87 billion in assets under management |
49 Other accounts with $368.3 million in total assets under management*** | |||
Michael C. Buchanan | 14 registered investment companies with $8.1 billion in total assets under management | 5 Other pooled investment vehicles with $3.8 billion in assets under management |
11 Other accounts with $835 million in total assets under management | |||
Detlev Schlichter | 2 registered investment Companies with $205 million in total assets Under management | 22 Other pooled investment vehicles with $4.1 billion in assets under management |
64 Other accounts with $24 billion in total assets under management**** |
* | Includes 100 accounts managed, totaling $33.9 billion, for which advisory fee is performance based. |
** Includes 1 account managed, totaling $14.7 million, for which advisory fee is performance based.
*** Includes 3 accounts managed, totaling $656 million, for which advisory fee is performance based.
**** Includes 19 accounts managed, totaling $7.0 billion, for which advisory fee is performance based.
The numbers above reflect the overall number of portfolios managed by employees of Western Asset Management Company (Western Asset). Mr. Leech and Mr. Walsh are involved in the management of all the Firms portfolios, but they are not solely responsible for particular portfolios. Western Assets investment discipline emphasizes a team approach that combines the efforts of groups of specialists working in different market sectors. They are responsible for overseeing implementation of Western Assets overall investment ideas and coordinating the work of the various sector teams. This structure ensures that client portfolios benefit from a consensus that draws on the expertise of all team members.
(a)(3): Portfolio Manager Compensation
With respect to the compensation of the portfolio managers, the Advisers compensation system assigns each employee a total compensation target and a respective cap, which are derived from annual market surveys that benchmark each role with their job function and peer universe. This method is designed to reward employees with total compensation reflective of the external market value of their skills, experience, and ability to produce desired results.
Standard compensation includes competitive base salaries, generous employee benefits, and a retirement plan.
In addition, employees are eligible for bonuses. These are structured to closely align the interests of employees with those of the Advisers, and are determined by the professionals job function and performance as measured by a formal review process. All bonuses are completely discretionary. One of the principal factors considered is a portfolio managers investment performance versus appropriate peer groups and benchmarks. Because portfolio managers are generally responsible for multiple accounts (including the Portfolio) with similar investment strategies, they are compensated on the performance of the aggregate group of similar accounts, rather than a specific account. A smaller portion of a bonus payment is derived from factors that include client service, business development, length of service to the Adviser, management or supervisory responsibilities, contributions to developing business strategy and overall contributions to the Advisers business.
Finally, in order to attract and retain top talent, all professionals are eligible for additional incentives in recognition of outstanding performance. These are determined based upon the factors described above and include Legg Mason, Inc. stock options and long-term incentives that vest over a set period of time past the award date.
Potential Conflicts of Interest
Potential conflicts of interest may arise in connection with the management of multiple accounts (including accounts managed in a personal capacity). These could include potential conflicts of interest related to the knowledge and timing of a Portfolios trades, investment opportunities and broker selection. Portfolio managers may be privy to the size, timing and possible market impact of a Portfolios trades.
It is possible that an investment opportunity may be suitable for both a Portfolio and other accounts managed by a portfolio manager, but may not be available in sufficient quantities for both the Portfolio and the other accounts to participate fully. Similarly, there may be limited opportunity to sell an investment held by a Portfolio and another account. A conflict may arise where the portfolio manager may have an incentive to treat an account preferentially as compared to a Portfolio because the account pays a performance-based fee or the portfolio manager, the Advisers or an affiliate has an interest in the account. The Advisers have adopted procedures for allocation of portfolio transactions and investment opportunities across multiple client accounts on a fair and equitable basis over time. All eligible accounts that can participate in a trade share the same price on a pro-rata allocation basis in an attempt to mitigate any conflict of interest. Trades are allocated among similarly managed accounts to maintain consistency of portfolio strategy, taking into account cash availability, investment restrictions and guidelines, and portfolio composition versus strategy.
With respect to securities transactions for the Portfolios, the Advisers determine which broker or dealer to use to execute each order, consistent with their duty to seek best execution of the transaction. However, with respect to certain other accounts (such as pooled investment vehicles that are not registered investment companies and other accounts managed for organizations and individuals), the Advisers may be limited by the client with respect to the selection of brokers or dealers or may be instructed to direct trades through a particular broker or dealer. In these cases, trades for a Portfolio in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of a Portfolio or the
other account(s) involved. Additionally, the management of multiple Portfolios and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each Portfolio and/or other account.
It is theoretically possible that portfolio managers could use information to the advantage of other accounts they manage and to the possible detriment of a Portfolio. For example, a portfolio manager could short sell a security for an account immediately prior to a Portfolios sale of that security. To address this conflict, the Advisers have adopted procedures for reviewing and comparing selected trades of alternative investment accounts (which may make directional trades such as short sales) with long only accounts (which include the Portfolios) for timing and pattern related issues. Trading decisions for alternative investment and long only accounts may not be identical even though the same Portfolio Manager may manage both types of accounts. Whether the Adviser allocates a particular investment opportunity to only alternative investment accounts or to alternative investment and long only accounts will depend on the investment strategy being implemented. If, under the circumstances, an investment opportunity is appropriate for both its alternative investment and long only accounts, then it will be allocated to both on a pro-rata basis.
A portfolio manager may also face other potential conflicts of interest in managing a Portfolio, and the description above is not a complete description of every conflict of interest that could be deemed to exist in managing both a Portfolio and the other accounts listed above.
(a)(4): Portfolio Manager Securities Ownership
The table below identifies the dollar range of securities beneficially owned by each portfolio managers as of May 31, 2007.
Portfolio Manager(s) |
Dollar Range of Portfolio Securities Beneficially Owned | |||||
S. Kenneth Leech | None | |||||
Stephen A. Walsh | None | |||||
Keith J. Gardner | None | |||||
Jeffrey Van Schaick | None | |||||
Michael C. Buchanan | None | |||||
Detlev Schlichter | None |
ITEM 9. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
None.
ITEM 10. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. |
Not applicable.
ITEM 11. | CONTROLS AND PROCEDURES. |
(a) | The registrants principal executive officer and principal financial officer have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the 1940 Act)) are effective as of a |
date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934. |
(b) | There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrants last fiscal half-year (the registrants second fiscal half-year in the case of an annual report) that have materially affected, or are likely to materially affect the registrants internal control over financial reporting. |
ITEM 12. | EXHIBITS. |
(a) (1) Code of Ethics attached hereto. |
Exhibit 99.CODE ETH |
(a) (2) Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto. |
Exhibit 99.CERT |
(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto. |
Exhibit 99.906CERT |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, there unto duly authorized.
Western Asset Global High Income Fund Inc. | ||
By: | /s/ R. Jay Gerken | |
R. Jay Gerken | ||
Chief Executive Officer of | ||
Western Asset Global High Income Fund Inc. |
Date: August 3, 2007
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By: | /s/ R. Jay Gerken | |
R. Jay Gerken | ||
Chief Executive Officer of | ||
Western Asset Global High Income Fund Inc. |
Date: August 3, 2007
By: | /s/ Kaprel Ozsolak | |
Kaprel Ozsolak | ||
Chief Financial Officer of | ||
Western Asset Global High Income Fund Inc. |
Date: August 3, 2007