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)

 

55 Water Street, New York, NY

 

10041

(Address of principal executive offices)

 

(Zip code)

 

Robert I. Frenkel, Esq.

Legg Mason & Co., LLC

100 First Stamford Place,

Stamford, CT 06902

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

(888)777-0102

 

 

Date of fiscal year end:

May 31

 

 

Date of reporting period:

May 31, 2010

 

 



 

ITEM 1.                  REPORT TO STOCKHOLDERS.

 

The Annual Report to Stockholders is filed herewith.

 



 

May 31, 2010

 

 

Annual Report

 

Western Asset Global High Income Fund Inc.

(EHI)

 

 

 

 

 

INVESTMENT PRODUCTS: NOT FDIC INSURED · NO BANK GUARANTEE · MAY LOSE VALUE

 

 

 


 

 

II

 

Western Asset Global High Income Fund Inc.

 

 

 

Fund objectives

 

The Fund’s primary investment objective is high current income. The Fund’s secondary investment objective is total return.

 

What’s inside

 

Letter from the chairman

 

II

 

 

 

Investment commentary

 

III

 

 

 

Fund overview

 

1

 

 

 

Fund at a glance

 

5

 

 

 

Schedule of investments

 

6

 

 

 

Statement of assets and liabilities

 

21

 

 

 

Statement of operations

 

22

 

 

 

Statements of changes in net assets

 

23

 

 

 

Statement of cash flows

 

24

 

 

 

Financial highlights

 

25

 

 

 

Notes to financial statements

 

26

 

 

 

Report of independent registered public accounting firm

 

37

 

 

 

Additional information

 

38

 

 

 

Annual chief executive officer and chief financial officer certifications

 

43

 

 

 

Dividend reinvestment plan

 

44

 

 

 

Important tax information

 

46

 

Letter from the chairman

 

Dear Shareholder,

 

We are pleased to provide the annual report of Western Asset Global High Income Fund Inc. for the twelve-month reporting period ended May 31, 2010.

 

Please read on for a detailed look at prevailing economic and market conditions during the Fund’s reporting period and to learn how those conditions have affected Fund performance. 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, we remain committed to providing you with excellent service and a full spectrum of investment choices. We also remain committed to supplementing the support you receive from your financial advisor. One way we accomplish this is through our website, www.leggmason.com/cef. Here you can gain immediate access to market and investment information, including:

 

·      Fund prices and performance,

 

·      Market insights and commentaries from our portfolio managers, and

 

·      A host of educational resources.

 

We look forward to helping you meet your financial goals.

 

Sincerely,

 

R. Jay Gerken, CFA

Chairman, President and Chief Executive Officer

 

June 25, 2010

 


 

 

 

Western Asset Global High Income Fund Inc.

 

III

 

Investment commentary

 

Economic review

 

The lengthiest recession since the Great Depression finally appeared to have ended during the twelve-month reporting period ended May 31, 2010. This, in turn, had significant implications for the financial markets.

 

Looking back, the U.S. Department of Commerce reported that U.S. gross domestic product (“GDP”)i contracted four consecutive quarters, beginning in the third quarter of 2008 through the second quarter of 2009. Economic conditions then began to improve in the third quarter of 2009, as GDP growth was 2.2%. A variety of factors helped the economy to regain its footing, including the government’s $787 billion stimulus program, its “Cash for Clunkers” car rebate program, which helped spur an increase in car sales, and tax credits for first-time home buyers. Economic growth then accelerated during the fourth quarter of 2009, as GDP growth was 5.6%. The Commerce Department cited a slower drawdown in business inventories and renewed consumer spending as contributing factors spurring the economy’s higher growth rate. The recovery continued during the first quarter of 2010, as GDP growth was 2.7%. The ongoing economic expansion was largely the result of increased consumer spending, which grew 3.0% during the quarter, versus a tepid 1.6% advance during the last three months of 2009.

 

Even before GDP growth turned positive, there were signs that the economy was on the mend. The manufacturing sector, as measured by the Institute for Supply Management’s PMIii, rose to 52.8 in August 2009, the first time it surpassed 50 since January 2008 (a reading below 50 indicates a contraction, whereas a reading above 50 indicates an expansion). According to PMI data, manufacturing has now expanded ten consecutive months. May 2010’s PMI reading of 59.7 indicated that the manufacturing sector’s growth was broad-based, as sixteen of the eighteen industries tracked by the Institute for Supply Management grew during the month.

 

There was also some positive news in the labor market. The U.S. Department of Labor reported that employers added 431,000 jobs in May, the largest monthly gain in more than ten years. However, the vast majority of jobs created during the month — 411,000 — were temporary government positions tied to the 2010 Census. Nevertheless, during the first five months of the calendar year, an average of nearly 200,000 new positions was created per month. In addition, the unemployment rate fell to 9.7% in May compared to 9.9% in April.

 

There was mixed news in the housing market during the period. According to the National Association of Realtors, after existing home sales fell from December 2009 through February 2010, sales increased 7.0% and 8.0% in March and April, respectively. The rebound was largely attributed to people rushing to take advantage of the government’s $8,000 tax credit for first-time home buyers that expired at the end of April. However, with the end of the tax credit, existing home sales then declined 2.2% in May. Looking at home prices, the S&P/Case-Shiller Home Price Indexiii indicated that month-to-month U.S. home prices rose 0.8% in April. This marked the first increase following six consecutive monthly declines.

 

Financial market overview

 

The twelve-month period ended May 31, 2010 was largely characterized by a return to more normal conditions and generally robust investor risk appetite. However, the market experienced a sharp sell-off in May 2010, triggered, in large part, by the sovereign debt crisis in Greece and uncertainties regarding new financial reforms in the U.S.

 

In the fixed-income market, riskier sectors, such as high-yield bonds and emerging market debt, significantly outperformed U.S. Treasuries during the reporting period. There were a number of factors contributing to the turnaround in the financial markets, including improving economic conditions, renewed investor confidence and the accommodative monetary policy by the Federal Reserve Board (“Fed”)iv.

 

While economic data often surpassed expectations during the reporting period, the Fed remained cautious. At its meeting in June 2010 (after the end of the reporting period), the Fed said it “will maintain the target range for the federal funds ratev at 0 to 1/4 percent and continues to anticipate that economic conditions, including low rates of resource utilization, subdued inflation trends, and stable inflation expectations, are likely to warrant exceptionally low levels of the federal funds rate for an extended period.”

 

However, the Fed did take a first step in reversing its accommodative monetary stance. On February 18, 2010, the Fed raised the discount

 


 

 

IV

 

Western Asset Global High Income Fund Inc.

 

 

 

Investment commentary (cont’d)

 

rate, the interest rate it charges banks for temporary loans, from 1/2 to 3/4 percent. The Fed also concluded its $1.25 trillion mortgage securities purchase program at the end of the first quarter of 2010. In addition, the Fed has now closed nearly all of the special liquidity facilities that it created to support the financial markets during the credit crisis.

 

Fixed-income market review

 

While somewhat overshadowed by a “flight to quality” in May 2010, investor demand for riskier and higher-yielding fixed-income securities was strong for the majority of the reporting period. Overall, investor confidence was high given encouraging economic data, continued low interest rates, benign inflation, rebounding corporate profits and a rapidly rising stock market. However, in May, the sovereign debt crisis in Greece then triggered increased volatility in the global financial markets, causing the spread sectors (non-Treasuries) to give back some of their earlier gains.

 

Both short- and long-term Treasury yields fluctuated during the reporting period as investors analyzed incoming economic data and theorized about the Fed’s future actions. When the period began, Treasury yields were relatively low, with two- and ten-year Treasury yields at 0.92% and 3.47%, respectively. Two- and ten-year Treasury yields then gyrated, rising as high as 1.42% and 4.01%, and falling as low as 0.67% and 3.18%, respectively. Short- and long-term yields declined toward the end of the reporting period given concerns regarding the escalating debt crisis in Greece. As of May 31, 2010, two- and ten-year Treasury yields were 0.76% and 3.31%, respectively. The overall bond market, as measured by the Barclays Capital U.S. Aggregate Indexvi, returned 8.42% for the twelve months ended May 31, 2010.

 

The high-yield bond market produced very strong results during the reporting period. The asset class posted positive returns during all but the last month of the period. This strong performance was due to a variety of factors, including the generally strengthening economy, better-than-expected corporate profits and overall strong investor demand. All told, the Barclays Capital U.S. High Yield — 2% Issuer Cap Indexvii returned 28.79% for the twelve months ended May 31, 2010.

 

Emerging market debt prices rallied sharply, also posting positive returns each month during the period, except for May 2010. This rally was triggered by optimism that the worst of the global recession was over, as well as rising commodity prices, solid domestic demand and generally strong investor risk appetite. Over the twelve months ended May 31, 2010, the JPMorgan Emerging Markets Bond Index Global (“EMBI Global”)viii returned 17.10%.

 

As always, thank you for your confidence in our stewardship of your assets.

 

Sincerely,

R. Jay Gerken, CFA

Chairman, President and Chief Executive Officer

 

June 29, 2010

 

All investments are subject to risk including the possible loss of principal. 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 Institute for Supply Management’s PMI is based on a survey of purchasing executives who buy the raw materials for manufacturing at more than 350 companies. It offers an early reading on the health of the manufacturing sector.

iii     The S&P/Case-Shiller Home Price Index measures the residential housing market, tracking changes in the value of the residential real estate market in twenty metropolitan regions across the United States.

iv     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.

v      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.

vi     The Barclays Capital 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.

vii    The Barclays Capital U.S. High Yield — 2% Issuer Cap Index is an index of the 2% Issuer Cap component of the Barclays Capital U.S. Corporate High Yield Index, which covers the U.S. dollar-denominated, non-investment grade, fixed-rate, taxable corporate bond market.

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.

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

1

 

Fund overview

 

Q. What is the Fund’s investment strategy?

 

A. The Fund’s primary investment objective is high current income and its secondary objective is total return. Under normal market conditions, the Fund invests in a global portfolio of securities consisting of below investment grade fixed-income securities, emerging market fixed-income securities and investment grade fixed-income securities. We have broad discretion to allocate the Fund’s assets among the following segments of the global market for below investment and investment grade fixed-income securities: corporate bonds, loans, preferred stock, mortgage- and asset-backed securities and sovereign debt, and derivative instruments of the foregoing securities.

 

At Western Asset Management Company (“Western Asset”), the Fund’s subadviser, we utilize a fixed-income team approach, with decisions derived from interaction among various investment management sector specialists. The sector teams are comprised of Western Asset’s senior portfolio managers, research analysts and an in-house economist. Under this team approach, management of client fixed-income portfolios will reflect a consensus of interdisciplinary views within the Western Asset organization. S. Kenneth Leech, Stephen A. Walsh, Michael C. Buchanan, Keith J. Gardner, Ryan Brist and Andres Sanchez Balcazar are the co-leaders of the portfolio management team of this Fund. They are responsible for the day-to-day strategic oversight of the Fund’s investments and/or supervising the day-to-day operations of the various sector specialist teams dedicated to the specific asset classes in which the Fund invests.

 

Q. What were the overall market conditions during the Fund’s reporting period?

 

A. During the fiscal year, the fixed-income market staged an impressive rally, and corporate bonds recovered from the financial crisis of 2008. The demand for risk re-emerged, in large part due to aggressive actions taken by the Federal Reserve Board (“Fed”)i, the U.S. Department of the Treasury and other government entities.

 

As the reporting period began, we were already in the midst of what was to be a historical rally in the high-yield bond market. Conditions in the credit markets continued to improve throughout the majority of the fiscal year given signs that the economy was emerging from its prolonged recession and corporate earnings were generally better than expected. Also supporting the corporate bond market was strong demand from investors seeking incremental yields given the low rates available from short-term fixed-income securities.

 

All told, the Barclays Capital U.S. High Yield — 2% Issuer Cap Indexii (the “Index”) returned 28.79% for the twelve months ended May 31, 2010. Over that time, investor risk appetite was generally robust, especially for riskier high-yield securities. As measured by the Index, lower-rated CCC-rated bonds outperformed higher-rated BB-rated securities over the fiscal year, returning 43.18% and 23.34%, respectively. Investment grade corporate bonds also posted solid results, with the Barclays Capital U.S. Credit Indexiii returning 15.20% for the period.

 

Somewhat overshadowing the rally in the corporate bond market during the fiscal year was its poor performance in May 2010. May’s decline was triggered by concerns regarding the debt crisis in Greece and fears that it could spread to other European countries. In addition, there were fears of over-reaching new financial regulations out of Washington and questions regarding the implications of the devastating oil spill in the Gulf. Against this backdrop, investors flocked to the relative safety of U.S. Treasury securities, driving their yields lower and prices higher in May. In contrast, high-yield bond and investment grade corporate bond spreads widened during the month.

 

While the emerging market debt asset class also generated strong absolute returns during the fiscal year, it lagged the gains in the U.S. high-yield market. Over the twelve months ended May 31, 2010, the JPMorgan Emerging Markets Bond Index Global (“EMBI Global”)iv returned 17.10%. The EMBI Global generated positive returns during each of the first eleven months of the period. Supporting the asset class over that time were the strengthening global economy, improving domestic spending, rising commodity prices and solid demand. As was the case with the high-yield market, the emerging market debt market experienced a setback in May given the situation in Greece. In addition, commodity prices, such as oil, declined over concerns regarding the sustainability of the global economic recovery and

 


 

 

2

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Fund overview (cont’d)

 

China’s attempts to moderate its growth in order to keep inflation under control.

 

Q. How did we respond to these changing market conditions?

 

A. We made a number of adjustments to the portfolio during the reporting period. Over the course of the fiscal year, we eliminated our exposure to agency mortgage-backed securities (“MBS”) and increased our exposure to high-yield, investment grade and emerging market credits. We felt agency MBS had become less attractive given the sector’s significant spread narrowing, which was driven by the government’s direct purchase of agency securities. At the end of 2008, a number of large financial institutions’ securities were downgraded to below investment grade status. As a result, the Financials sector substantially increased. Given valuations that implied a high probability of default despite evidence of stabilizing fundamentals at many of these banks, we significantly increased the portfolio’s exposure to the Financials sector in an attempt to take advantage of this opportunity.

 

As a hedge against our lower-quality bias in the portfolio and given the uncertain economic environment, we maintained our exposure to certain defensive industries, including Utilities and Health Care, which generally hold up relatively well during economic declines. When the sharp rally continued into the fourth quarter of 2009 and the first quarter of 2010 and valuations improved dramatically, we sought to reduce the level of risk in the portfolio and increase the overall quality of the Fund by reducing exposure to CCC and below-rated securities. We felt this adjustment was warranted given the fragile state of the economic recovery, less compelling valuations in the credit markets, and external factors that could impact the financial markets.

 

During the reporting period, the Fund employed U.S. Treasury futures, which were used to help manage durationv. High-yield index credit default swaps were utilized to manage the portfolio’s exposure to the high-yield corporate bond market. In addition, the Fund used Brazil local interest rate swaps to gain additional exposure to the Brazilian local markets. Foreign currency contracts were used to hedge our local currency bond exposure. Overall, the use of these derivative instruments contributed positively to performance during the reporting period.

 

Performance review

 

For the twelve months ended May 31, 2010, Western Asset Global High Income Fund Inc. returned 28.83% based on its net asset value (“NAV”)vi and 33.89% based on its New York Stock Exchange (“NYSE”) market price per share. The Fund’s unmanaged benchmarks, the Barclays Capital U.S. Aggregate Indexvii, the Barclays Capital U.S. High Yield – 2% Issuer Cap Index and the EMBI Global returned 8.42%, 28.79% and 17.10% respectively, for the same period. The Lipper Global Income Closed-End Funds Category Averageviii returned 21.59% over the same time frame. Please note that Lipper performance returns are based on each fund’s NAV.

 

During this twelve-month period, the Fund made distributions to shareholders totaling $1.04 per share. The performance table shows the Fund’s twelve-month total return based on its NAV and market price as of May 31, 2010. Past performance is no guarantee of future results.

 

Performance Snapshot as of May 31, 2010

 

Price Per Share

 

12-Month Total Return*

 

$12.08 (NAV)

 

28.83%

 

$10.73 (Market Price)

 

33.89%

 

 

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 leading contributors to performance?

 

A. The portfolio’s exposure to the high-yield bond market was the largest contributor to the Fund’s absolute performance during the reporting period. The high-yield bond market produced very strong results during the twelve months ended May 31, 2010. In sharp contrast to its poor results in 2008, the asset class posted positive returns during eleven of the twelve months of the reporting period. This strong rally was due to a variety of factors, including the unfreezing of

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

3

 

the credit markets, improving economic data and generally strong investor demand. Specific holdings that benefited the Fund’s performance during the reporting period were DAE Aviation Holdings Inc. and GMAC.

 

DAE Aviation Holdings Inc. is an aircraft maintenance, repair and overhaul company. Demand for its products and services increased as global economic conditions improved and airlines have looked to maintain their existing fleets rather than purchase new airplanes. This helped the company to maintain strong credit metrics throughout the fiscal year. GMAC is the largest auto lending company in the U.S. In December 2008, the Fed allowed GMAC to become a bank holding company. In doing so, GMAC was able to access lending from the Troubled Asset Relief Program (“TARP”) to stave off potential bankruptcy. Since that time, GMAC has strengthened its balance sheet and has benefited from improving economic conditions and rising automobile sales.

 

The Fund’s emerging market debt exposure also contributed positively to performance. Spreads in this asset class narrowed during much of the fiscal year, driven by overall strong demand, solid domestic spending and generally rising commodity prices. The Fund’s holding of True Move Co., Ltd., a communication conglomerate in Thailand, was its largest contributor to performance during the period. The company benefited from rising demand for its wireless telecommunication products. Within the emerging markets, the Fund’s exposure to Argentina’s sovereign debt was also beneficial. The country announced details on a debt swap to settle claims associated with its 2001 default, causing Argentina’s existing outstanding debt to rally as it was felt that the country would regain access to developed world capital markets.

 

The Fund’s exposure to investment grade corporate bonds also enhanced results. The sector’s spreads narrowed during the period from their 2008 credit crisis levels. In terms of individual holdings, investment grade senior unsecured bonds of both American International Group Inc. (“AIG”) and Citigroup Inc. contributed to performance. In both cases, the federal government’s assistance programs and improving fundamental performance helped these bonds to rally during the reporting period. The Fund’s AIG securities also rallied in anticipation of the company selling certain of its assets.

 

Q. What were the leading detractors from performance?

 

A. A number of individual holdings negatively impacted the Fund’s results during the reporting period. Individual issuers that detracted from performance included our exposure to high-yield issuers Station Casinos Inc., Blockbuster Inc. and Wind Acquisition Holdings Finance SpA.

 

The gaming market suffered deep declines due to the severe economic recession. In addition to this, home prices in Las Vegas fell substantially since their peak in May 2006, contributing to the pullback in economic activity. Collectively, this took its toll on the local population of Las Vegas, a market of focus for Station Casinos Inc. Given deteriorating revenues, the firm announced an exchange offer to bondholders in December 2008. However, the offer was rejected and negotiations between the parties have been difficult. Unable to reach agreement on a restructuring plan with its various debt holders, Station Casinos Inc. filed for bankruptcy protection in July 2009, and it continues to negotiate with lenders and creditors. Poor fundamental results and secular concerns over Blockbuster Inc.’s in-store rental model pressured its first lien-secured bonds during the period. As a result, our holdings detracted from performance as their prices declined in a rising market. The company is currently in restructuring negotiations with certain of its bondholders as liquidity remains challenged. Wind Acquisition Holdings Finance SpA is an Italian telecommunication operator that offers integrated wireless, fixed line and Internet services. Despite consistent strong fundamental performance from this relatively defensive business, investors sought to reduce exposure to European corporate issues at the end of the period, which negatively impacted our holdings in Wind Acquisition Holdings Finance SpA.

 


 

 

4

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Fund overview (cont’d)

 

Although the Fund’s emerging market exposure contributed positively to results, performance during the reporting period was marginally restrained due to a lack of exposure to the Ukraine and Ecuador which performed well as valuations rebounded during the period from distressed levels.

 

Also modestly detracting from performance was the Fund’s exposure to high-quality U.S. government securities, including traditional Treasuries and U.S. Treasury Inflation-Protected Securities (“TIPS”)ix. While these holdings generated positive absolute returns during the reporting period, they lagged the investment grade and high-yield bond sectors.

 

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 symbol “XEHIX” on most financial websites. Barron’s and the Wall Street Journal’s 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/cef.

 

In a continuing effort to provide information concerning the Fund, shareholders may call 1-888-777-0102 (toll free), Monday through Friday from 8:00 a.m. to 5:30 p.m. Eastern Standard Time, for the Fund’s 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 Fund’s investment goals.

 

Sincerely,

 

Western Asset Management Company

 

June 15, 2010

 

RISKS: An investment in the Fund is subject to investment risk, including the possible loss of the entire principal amount that you invest. As interest rates rise, bond prices fall, reducing the value of the Fund’s holdings. The Fund may use derivatives, such as options and futures, which can be illiquid, may disproportionately increase losses and 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 Fund’s portfolio.

 

All investments are subject to risk including the possible loss of principal. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.

 

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.

 

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                  The Barclays Capital U.S. High Yield — 2% Issuer Cap Index is an index of the 2% Issuer Cap component of the Barclays Capital U.S. Corporate High Yield Index, which covers the U.S. dollar-denominated, non-investment grade, fixed-rate, taxable corporate bond market.

iii               The Barclays Capital U.S. Credit Index is an index composed of corporate and non-corporate debt issues that are investment grade (rated Baa3/BBB- or higher).

iv                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.

v                   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.

vi                Net asset value (“NAV”) is calculated by subtracting total liabilities and outstanding preferred stock (if any) 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 the Fund’s market price as determined by supply of and demand for the Fund’s shares.

vii             The Barclays Capital 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          Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the twelve-month period ended May 31, 2010, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 15 funds in the Fund’s Lipper category.

ix                 U.S. Treasury Inflation-Protected Securities (“TIPS”) are inflation-indexed securities issued by the U.S. Treasury in five-year, ten-year and twenty-year maturities. The principal is adjusted to the Consumer Price Index, the commonly used measure of inflation. The coupon rate is constant, but generates a different amount of interest when multiplied by the inflation-adjusted principal.

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

5

 

Fund at a glance (unaudited)

 

Investment breakdown (%) as a percent of total investments

 

 

The bar graph above represents the composition of the Fund’s investments as of May 31, 2010 and May 31, 2009 and does not include derivatives. The Fund is actively managed. As a result, the composition of the Fund’s investments is subject to change at any time.

 


 

 

6

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Corporate Bonds & Notes — 82.9%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 16.0%

 

 

 

 

 

 

 

 

 

Auto Components — 0.4%

 

 

 

 

 

 

 

 

 

Allison Transmission Inc., Senior Notes

 

11.250

%

11/1/15

 

390,200

 

$      411,661

(a)(b)

Cooper-Standard Automotive Inc., Senior Notes

 

8.500

%

5/1/18

 

570,000

 

564,300

(a)

Europcar Groupe SA, Senior Subordinated Notes

 

8.125

%

5/15/14

 

720,000

EUR

831,990

(a)

Total Auto Components

 

 

 

 

 

 

 

1,807,951

 

Automobiles — 1.1%

 

 

 

 

 

 

 

 

 

Ford Motor Credit Co., LLC, Notes

 

7.000

%

10/1/13

 

1,300,000

 

1,312,214

 

Ford Motor Credit Co., LLC, Senior Notes

 

9.875

%

8/10/11

 

115,000

 

119,958

 

Ford Motor Credit Co., LLC, Senior Notes

 

7.500

%

8/1/12

 

1,930,000

 

1,964,767

 

Motors Liquidation Co., Senior Debentures

 

8.250

%

7/15/23

 

300,000

 

95,250

(c)

Motors Liquidation Co., Senior Debentures

 

8.375

%

7/15/33

 

3,500,000

 

1,155,000

(c)

Motors Liquidation Co., Senior Notes

 

7.200

%

1/15/11

 

570,000

 

179,550

(c)

Total Automobiles

 

 

 

 

 

 

 

4,826,739

 

Diversified Consumer Services — 0.3%

 

 

 

 

 

 

 

 

 

Realogy Corp., Senior Notes

 

10.500

%

4/15/14

 

1,250,000

 

1,068,750

 

Service Corp. International, Senior Notes

 

7.625

%

10/1/18

 

185,000

 

184,538

 

Service Corp. International, Senior Notes

 

7.500

%

4/1/27

 

210,000

 

193,725

 

Total Diversified Consumer Services

 

 

 

 

 

 

 

1,447,013

 

Hotels, Restaurants & Leisure — 3.8%

 

 

 

 

 

 

 

 

 

CCM Merger Inc., Notes

 

8.000

%

8/1/13

 

550,000

 

511,500

(a)

Choctaw Resort Development Enterprise, Senior Notes

 

7.250

%

11/15/19

 

521,000

 

359,490

(a)

El Pollo Loco Inc., Senior Notes

 

11.750

%

11/15/13

 

1,435,000

 

1,112,125

 

El Pollo Loco Inc., Senior Secured Notes

 

11.750

%

12/1/12

 

180,000

 

182,700

 

Harrah’s Operating Co. Inc., Senior Notes

 

10.750

%

2/1/16

 

1,340,000

 

1,068,650

 

Harrah’s Operating Co. Inc., Senior Secured Notes

 

11.250

%

6/1/17

 

2,410,000

 

2,536,525

 

Host Hotels & Resorts LP, Senior Notes

 

7.125

%

11/1/13

 

2,275,000

 

2,286,375

 

Inn of the Mountain Gods Resort & Casino, Senior Notes

 

12.000

%

11/15/10

 

1,130,000

 

548,050

(c)(d)

Landry’s Restaurants Inc., Senior Secured Notes

 

11.625

%

12/1/15

 

455,000

 

476,613

(a)

MGM MIRAGE Inc., Notes

 

6.750

%

9/1/12

 

1,295,000

 

1,201,112

 

MGM MIRAGE Inc., Senior Secured Notes

 

10.375

%

5/15/14

 

475,000

 

507,063

(a)

MGM MIRAGE Inc., Senior Secured Notes

 

11.125

%

11/15/17

 

1,135,000

 

1,234,312

(a)

Mohegan Tribal Gaming Authority, Senior Secured Notes

 

11.500

%

11/1/17

 

1,450,000

 

1,497,125

(a)

Mohegan Tribal Gaming Authority, Senior Subordinated Notes

 

7.125

%

8/15/14

 

675,000

 

502,875

 

Mohegan Tribal Gaming Authority, Senior Subordinated Notes

 

6.875

%

2/15/15

 

625,000

 

457,813

 

NCL Corp. Ltd., Senior Secured Notes

 

11.750

%

11/15/16

 

700,000

 

752,500

(a)

Penn National Gaming Inc., Senior Subordinated Notes

 

8.750

%

8/15/19

 

220,000

 

224,400

(a)

Pinnacle Entertainment Inc., Senior Subordinated Notes

 

7.500

%

6/15/15

 

190,000

 

177,650

 

Pinnacle Entertainment Inc., Senior Subordinated Notes

 

8.750

%

5/15/20

 

140,000

 

130,200

(a)

Sbarro Inc., Senior Notes

 

10.375

%

2/1/15

 

770,000

 

596,750

 

Seneca Gaming Corp., Senior Notes

 

7.250

%

5/1/12

 

1,150,000

 

1,135,625

 

Snoqualmie Entertainment Authority, Senior Secured Notes

 

4.136

%

2/1/14

 

150,000

 

120,750

(a)(e)

Station Casinos Inc., Senior Notes

 

6.000

%

4/1/12

 

110,000

 

7,425

(c)(d)

Station Casinos Inc., Senior Notes

 

7.750

%

8/15/16

 

760,000

 

53,200

(c)(d)

Total Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

17,680,828

 

 

See Notes to Financial Statements.

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

7

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Household Durables — 0.2%

 

 

 

 

 

 

 

 

 

Jarden Corp., Senior Subordinated Notes

 

7.500

%

1/15/20

 

484,000

EUR

$      577,132

 

Norcraft Holdings LP/Norcraft Capital Corp., Senior Discount Notes

 

9.750

%

9/1/12

 

202,000

 

185,082

 

Total Household Durables

 

 

 

 

 

 

 

762,214

 

Internet & Catalog Retail — 0.3%

 

 

 

 

 

 

 

 

 

Netflix Inc., Senior Notes

 

8.500

%

11/15/17

 

780,000

 

809,250

 

QVC Inc., Senior Secured Notes

 

7.375

%

10/15/20

 

330,000

 

321,750

(a)

Total Internet & Catalog Retail

 

 

 

 

 

 

 

1,131,000

 

Leisure Equipment & Products — 0.5%

 

 

 

 

 

 

 

 

 

Cirsa Capital Luxembourg, Senior Notes

 

7.875

%

7/15/12

 

2,000,000

EUR

2,452,454

(a)

Media — 7.8%

 

 

 

 

 

 

 

 

 

Allbritton Communications Co., Senior Notes

 

8.000

%

5/15/18

 

420,000

 

399,000

(a)

CCH II LLC/CCH II Capital Corp., Senior Notes

 

13.500

%

11/30/16

 

611,752

 

698,162

(a)

CCO Holdings LLC/CCO Holdings Capital Corp., Senior Notes

 

7.875

%

4/30/18

 

2,820,000

 

2,781,225

(a)

CCO Holdings LLC/CCO Holdings Capital Corp., Senior Notes

 

8.125

%

4/30/20

 

2,180,000

 

2,169,100

(a)

Cengage Learning Acquisitions Inc., Senior Notes

 

10.500

%

1/15/15

 

1,570,000

 

1,432,625

(a)

Charter Communications Operating LLC/Charter Communications Operating Capital

 

8.000

%

4/30/12

 

250,000

 

262,188

(a)

Charter Communications Operating LLC/Charter Communications Operating Capital, Senior Secured Notes

 

10.875

%

9/15/14

 

1,150,000

 

1,262,125

(a)

Clear Channel Communications Inc., Senior Notes

 

6.250

%

3/15/11

 

200,000

 

193,500

 

CMP Susquehanna Corp.

 

3.531

%

5/15/14

 

46,000

 

13,800

(a)(d)(e)(f)

Comcast Corp.

 

5.700

%

5/15/18

 

1,120,000

 

1,213,008

 

CSC Holdings Inc., Senior Debentures

 

7.875

%

2/15/18

 

1,500,000

 

1,537,500

 

CSC Holdings Inc., Senior Notes

 

6.750

%

4/15/12

 

575,000

 

598,000

 

DISH DBS Corp., Senior Notes

 

7.750

%

5/31/15

 

3,060,000

 

3,090,600

 

DISH DBS Corp., Senior Notes

 

7.875

%

9/1/19

 

4,000,000

 

4,060,000

 

Grupo Televisa SA, Senior Bonds

 

6.625

%

1/15/40

 

1,730,000

 

1,740,494

 

Grupo Televisa SA, Senior Notes

 

6.625

%

3/18/25

 

1,810,000

 

1,871,024

 

ITV PLC, Senior Notes

 

10.000

%

6/30/14

 

2,000,000

EUR

2,778,218

 

Live Nation Entertainment Inc., Senior Notes

 

8.125

%

5/15/18

 

230,000

 

228,850

(a)

NET Servicos de Comunicacao SA, Bonds

 

7.500

%

1/27/20

 

900,000

 

909,000

(a)

Seat Pagine Gialle SpA, Senior Secured Notes

 

10.500

%

1/31/17

 

661,000

EUR

771,939

(a)

Sun Media Corp., Senior Notes

 

7.625

%

2/15/13

 

315,000

 

313,819

 

Time Warner Cable Inc., Senior Notes

 

8.750

%

2/14/19

 

200,000

 

249,494

 

Time Warner Inc.

 

6.500

%

11/15/36

 

160,000

 

166,259

 

Univision Communications Inc., Senior Secured Notes

 

12.000

%

7/1/14

 

1,810,000

 

1,954,800

(a)

UPC Holding BV, Senior Notes

 

9.875

%

4/15/18

 

330,000

 

334,950

(a)

Virgin Media Finance PLC, Senior Bonds

 

9.500

%

8/15/16

 

955,000

 

983,650

 

Virgin Media Finance PLC, Senior Notes

 

9.125

%

8/15/16

 

2,030,000

 

2,062,987

 

Ziggo Bond Co. BV, Senior Notes

 

8.000

%

5/15/18

 

1,450,000

EUR

1,733,467

(a)

Total Media

 

 

 

 

 

 

 

35,809,784

 

Multiline Retail — 0.5%

 

 

 

 

 

 

 

 

 

Neiman Marcus Group Inc., Senior Notes

 

9.000

%

10/15/15

 

121,662

 

119,381

(b)

Neiman Marcus Group Inc., Senior Secured Notes

 

7.125

%

6/1/28

 

2,490,000

 

2,216,100

 

Total Multiline Retail

 

 

 

 

 

 

 

2,335,481

 

 

See Notes to Financial Statements.

 


 

 

8

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments (cont’d)

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Specialty Retail — 0.7%

 

 

 

 

 

 

 

 

 

American Greetings Corp., Senior Notes

 

7.375

%

6/1/16

 

250,000

 

$      253,750

 

Blockbuster Inc., Senior Secured Notes

 

11.750

%

10/1/14

 

286,000

 

170,170

(a)

Michaels Stores Inc., Senior Notes

 

10.000

%

11/1/14

 

860,000

 

886,875

 

Michaels Stores Inc., Senior Subordinated Notes, step bond

 

0.000

%

11/1/16

 

2,270,000

 

2,020,300

 

Total Specialty Retail

 

 

 

 

 

 

 

3,331,095

 

Textiles, Apparel & Luxury Goods — 0.4%

 

 

 

 

 

 

 

 

 

Oxford Industries Inc., Senior Secured Notes

 

11.375

%

7/15/15

 

1,115,000

 

1,220,925

 

Phillips-Van Heusen Corp., Senior Notes

 

7.375

%

5/15/20

 

470,000

 

474,700

 

Total Textiles, Apparel & Luxury Goods

 

 

 

 

 

 

 

1,695,625

 

Total Consumer Discretionary

 

 

 

 

 

 

 

73,280,184

 

Consumer Staples — 1.0%

 

 

 

 

 

 

 

 

 

Beverages — 0.4%

 

 

 

 

 

 

 

 

 

Constellation Brands Inc., Senior Notes

 

8.375

%

12/15/14

 

785,000

 

820,325

 

Dr. Pepper Snapple Group Inc., Senior Notes

 

6.820

%

5/1/18

 

340,000

 

398,007

 

PepsiCo Inc., Senior Notes

 

7.900

%

11/1/18

 

390,000

 

500,392

 

Total Beverages

 

 

 

 

 

 

 

1,718,724

 

Food & Staples Retailing — 0.2%

 

 

 

 

 

 

 

 

 

CVS Pass-Through Trust, Secured Notes

 

5.298

%

1/11/27

 

158,185

 

152,023

(a)(f)

CVS Pass-Through Trust, Secured Notes

 

5.880

%

1/10/28

 

98,018

 

99,760

 

CVS Pass-Through Trust, Secured Notes

 

6.036

%

12/10/28

 

605,170

 

614,129

 

Total Food & Staples Retailing

 

 

 

 

 

 

 

865,912

 

Food Products — 0.2%

 

 

 

 

 

 

 

 

 

Campofrio Food Group SA, Senior Notes

 

8.250

%

10/31/16

 

750,000

EUR

886,389

(a)

Household Products — 0.1%

 

 

 

 

 

 

 

 

 

Reynolds Group DL Escrow Inc./Reynolds Group Escrow LLC, Senior Secured Notes

 

7.750

%

10/15/16

 

640,000

 

636,800

(a)

Tobacco — 0.1%

 

 

 

 

 

 

 

 

 

Alliance One International Inc., Senior Notes

 

10.000

%

7/15/16

 

710,000

 

727,750

(a)

Total Consumer Staples

 

 

 

 

 

 

 

4,835,575

 

Energy — 15.0%

 

 

 

 

 

 

 

 

 

Energy Equipment & Services — 0.7%

 

 

 

 

 

 

 

 

 

Baker Hughes Inc., Senior Notes

 

7.500

%

11/15/18

 

210,000

 

254,282

 

Complete Production Services Inc., Senior Notes

 

8.000

%

12/15/16

 

560,000

 

554,400

 

Hercules Offshore LLC, Senior Secured Notes

 

10.500

%

10/15/17

 

655,000

 

612,425

(a)

Key Energy Services Inc., Senior Notes

 

8.375

%

12/1/14

 

750,000

 

750,000

 

Parker Drilling Co., Senior Notes

 

9.125

%

4/1/18

 

720,000

 

687,600

(a)

Pride International Inc., Senior Notes

 

7.375

%

7/15/14

 

270,000

 

276,750

 

Transocean Inc., Senior Notes

 

5.250

%

3/15/13

 

390,000

 

398,907

 

Total Energy Equipment & Services

 

 

 

 

 

 

 

3,534,364

 

Oil, Gas & Consumable Fuels — 14.3%

 

 

 

 

 

 

 

 

 

Anadarko Petroleum Corp., Senior Notes

 

6.450

%

9/15/36

 

800,000

 

759,736

 

Apache Corp., Senior Notes

 

6.000

%

1/15/37

 

280,000

 

302,518

 

Belden & Blake Corp., Secured Notes

 

8.750

%

7/15/12

 

1,405,000

 

1,313,675

 

Berry Petroleum Co., Senior Notes

 

10.250

%

6/1/14

 

670,000

 

716,900

 

 

See Notes to Financial Statements.

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

9

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Oil, Gas & Consumable Fuels — continued

 

 

 

 

 

 

 

 

 

Chesapeake Energy Corp., Senior Notes

 

6.375

%

6/15/15

 

1,350,000

 

$

1,353,375

 

Chesapeake Energy Corp., Senior Notes

 

6.625

%

1/15/16

 

270,000

 

272,025

 

Chesapeake Energy Corp., Senior Notes

 

7.250

%

12/15/18

 

2,535,000

 

2,573,025

 

Colorado Interstate Gas Co., Senior Notes

 

6.800

%

11/15/15

 

160,000

 

182,129

 

Compagnie Generale de Geophysique SA, Senior Notes

 

7.500

%

5/15/15

 

245,000

 

238,875

 

Compagnie Generale de Geophysique SA, Senior Notes

 

7.750

%

5/15/17

 

155,000

 

148,025

 

CONSOL Energy Inc., Senior Notes

 

8.250

%

4/1/20

 

880,000

 

903,100

(a)

Corral Petroleum Holdings AB, Senior Bonds

 

5.251

%

9/18/11

 

353,472

 

318,125

(a)(e)

Devon Energy Corp., Debentures

 

7.950

%

4/15/32

 

230,000

 

293,688

 

Dolphin Energy Ltd., Senior Secured Bonds

 

5.888

%

6/15/19

 

821,700

 

839,594

(a)

Ecopetrol SA, Senior Notes

 

7.625

%

7/23/19

 

1,900,000

 

2,123,250

 

El Paso Corp., Medium-Term Notes

 

7.375

%

12/15/12

 

2,050,000

 

2,157,330

 

El Paso Corp., Medium-Term Notes

 

7.750

%

1/15/32

 

1,260,000

 

1,190,069

 

El Paso Corp., Notes

 

7.875

%

6/15/12

 

125,000

 

131,626

 

El Paso Natural Gas Co., Bonds

 

8.375

%

6/15/32

 

70,000

 

82,327

 

Energy Transfer Partners LP, Senior Notes

 

6.700

%

7/1/18

 

480,000

 

514,710

 

Enterprise Products Operating LLP, Junior Subordinated Notes

 

8.375

%

8/1/66

 

980,000

 

966,441

 

Enterprise Products Operating LLP, Senior Bonds

 

6.300

%

9/15/17

 

550,000

 

602,209

 

Enterprise Products Operating LLP, Subordinated Notes

 

7.034

%

1/15/68

 

3,000,000

 

2,756,427

 

Infinis PLC, Senior Notes

 

9.125

%

12/15/14

 

655,000

GBP

965,824

(a)

International Coal Group Inc., Senior Secured Notes

 

9.125

%

4/1/18

 

1,160,000

 

1,165,800

 

KazMunaiGaz Finance Sub B.V., Senior Notes

 

8.375

%

7/2/13

 

2,990,000

 

3,184,350

(a)

Kinder Morgan Energy Partners LP, Medium-Term Notes

 

6.950

%

1/15/38

 

330,000

 

338,809

 

Linn Energy LLC/Linn Energy Finance Corp., Senior Notes

 

8.625

%

4/15/20

 

690,000

 

686,550

(a)

LUKOIL International Finance BV, Bonds

 

6.356

%

6/7/17

 

2,680,000

 

2,666,600

(a)

LUKOIL International Finance BV, Bonds

 

6.656

%

6/7/22

 

946,000

 

879,780

(a)

Occidental Petroleum Corp., Senior Notes

 

7.000

%

11/1/13

 

330,000

 

383,603

 

OPTI Canada Inc., Senior Secured Notes

 

7.875

%

12/15/14

 

550,000

 

470,250

 

OPTI Canada Inc., Senior Secured Notes

 

8.250

%

12/15/14

 

445,000

 

382,700

 

Overseas Shipholding Group Inc., Senior Notes

 

8.125

%

3/30/18

 

860,000

 

853,550

 

Pan American Energy LLC, Senior Notes

 

7.875

%

5/7/21

 

850,000

 

837,250

(a)

Peabody Energy Corp., Senior Notes

 

7.375

%

11/1/16

 

390,000

 

406,575

 

Peabody Energy Corp., Senior Notes

 

7.875

%

11/1/26

 

800,000

 

836,000

 

Pemex Project Funding Master Trust, Senior Bonds

 

6.625

%

6/15/35

 

4,237,000

 

4,173,432

 

Penn Virginia Resource Partners LP/Penn Virginia Resource Finance Corp., Senior Notes

 

8.250

%

4/15/18

 

550,000

 

541,750

 

Petrobras International Finance Co., Senior Notes

 

6.875

%

1/20/40

 

1,620,000

 

1,633,848

 

Petrohawk Energy Corp., Senior Notes

 

9.125

%

7/15/13

 

510,000

 

525,300

 

Petroleos de Venezuela SA, Senior Notes

 

5.250

%

4/12/17

 

2,210,000

 

1,221,025

 

Petroleos Mexicanos, Notes

 

8.000

%

5/3/19

 

2,150,000

 

2,488,625

 

Petroleum Co. of Trinidad & Tobago Ltd., Senior Notes

 

9.750

%

8/14/19

 

870,000

 

957,000

(a)

Petronas Capital Ltd.

 

5.250

%

8/12/19

 

5,560,000

 

5,680,330

(a)

Petronas Capital Ltd., Senior Notes

 

5.250

%

8/12/19

 

700,000

 

715,102

(a)

Petroplus Finance Ltd., Senior Notes

 

7.000

%

5/1/17

 

410,000

 

346,450

(a)

 

See Notes to Financial Statements.

 


 

 

10

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments (cont’d)

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Oil, Gas & Consumable Fuels — continued

 

 

 

 

 

 

 

 

 

Plains Exploration & Production Co., Senior Notes

 

10.000

%

3/1/16

 

585,000

 

$

609,862

 

Plains Exploration & Production Co., Senior Notes

 

8.625

%

10/15/19

 

515,000

 

507,275

 

Quicksilver Resources Inc., Senior Notes

 

11.750

%

1/1/16

 

1,335,000

 

1,461,825

 

Ras Laffan Liquefied Natural Gas Co., Ltd. III, Senior Secured Bonds

 

6.750

%

9/30/19

 

1,007,000

 

1,095,752

(a)

Ras Laffan Liquefied Natural Gas Co., Ltd. III, Senior Secured Notes

 

5.500

%

9/30/14

 

1,150,000

 

1,234,588

(a)

SandRidge Energy Inc., Senior Notes

 

9.875

%

5/15/16

 

675,000

 

668,250

(a)

SandRidge Energy Inc., Senior Toggle Notes

 

8.625

%

4/1/15

 

1,000,000

 

935,000

(b)

Teekay Corp., Senior Notes

 

8.500

%

1/15/20

 

1,280,000

 

1,299,200

 

TNK-BP Finance SA

 

6.625

%

3/20/17

 

550,000

 

529,375

(a)

TNK-BP Finance SA, Senior Notes

 

7.500

%

7/18/16

 

1,390,000

 

1,432,075

(a)

TNK-BP Finance SA, Senior Notes

 

7.875

%

3/13/18

 

1,490,000

 

1,512,350

(a)

Whiting Petroleum Corp., Senior Subordinated Notes

 

7.000

%

2/1/14

 

60,000

 

60,675

 

Williams Cos. Inc., Senior Notes

 

8.750

%

3/15/32

 

785,000

 

937,560

 

XTO Energy Inc., Senior Notes

 

5.500

%

6/15/18

 

250,000

 

275,815

 

Total Oil, Gas & Consumable Fuels

 

 

 

 

 

 

 

65,639,284

 

Total Energy

 

 

 

 

 

 

 

69,173,648

 

Financials — 12.4%

 

 

 

 

 

 

 

 

 

Capital Markets — 1.7%

 

 

 

 

 

 

 

 

 

Bear Stearns Cos. LLC, Senior Notes

 

7.250

%

2/1/18

 

820,000

 

936,191

 

Goldman Sachs Group Inc., Senior Notes

 

6.150

%

4/1/18

 

330,000

 

337,632

 

Goldman Sachs Group Inc., Senior Notes

 

7.500

%

2/15/19

 

1,430,000

 

1,581,337

 

Goldman Sachs Group Inc., Subordinated Notes

 

6.750

%

10/1/37

 

2,500,000

 

2,347,650

 

Merrill Lynch & Co. Inc., Notes

 

6.875

%

4/25/18

 

390,000

 

402,306

 

Morgan Stanley, Medium-Term Notes

 

6.625

%

4/1/18

 

470,000

 

483,368

 

UBS AG Stamford CT, Senior Notes

 

3.875

%

1/15/15

 

1,520,000

 

1,514,459

 

Total Capital Markets

 

 

 

 

 

 

 

7,602,943

 

Commercial Banks — 1.8%

 

 

 

 

 

 

 

 

 

Banco Mercantil del Norte SA, Subordinated Bonds

 

6.135

%

10/13/16

 

1,050,000

 

1,033,273

(a)(e)

Credit Agricole SA, Subordinated Notes

 

8.375

%

10/13/19

 

1,250,000

 

1,187,500

(a)(g)

ICICI Bank Ltd., Subordinated Bonds

 

6.375

%

4/30/22

 

2,294,000

 

2,090,926

(a)(e)

Lloyds TSB Bank PLC, Notes

 

5.800

%

1/13/20

 

1,530,000

 

1,439,839

(a)

Matalan Finance Ltd., Senior Notes

 

9.625

%

3/31/17

 

164,000

GBP

242,420

(a)

Royal Bank of Scotland Group PLC, Senior Notes

 

6.400

%

10/21/19

 

910,000

 

903,096

 

Wachovia Corp., Senior Notes

 

5.750

%

2/1/18

 

1,350,000

 

1,445,822

 

Total Commercial Banks

 

 

 

 

 

 

 

8,342,876

 

Consumer Finance — 2.5%

 

 

 

 

 

 

 

 

 

American Express Co., Notes

 

7.000

%

3/19/18

 

260,000

 

296,430

 

GMAC Inc., Senior Notes

 

6.875

%

8/28/12

 

978,000

 

970,665

 

GMAC Inc., Senior Notes

 

7.500

%

12/31/13

 

30,000

 

29,550

 

GMAC Inc., Senior Notes

 

8.000

%

3/15/20

 

2,095,000

 

2,037,387

(a)

GMAC Inc., Senior Notes

 

8.000

%

11/1/31

 

1,957,000

 

1,790,655

 

GMAC Inc., Subordinated Notes

 

8.000

%

12/31/18

 

36,000

 

34,200

 

GMAC LLC, Senior Bonds

 

0.000

%

12/1/12

 

1,330,000

 

1,097,160

 

 

See Notes to Financial Statements.

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

11

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Consumer Finance — continued

 

 

 

 

 

 

 

 

 

SLM Corp., Senior Notes

 

8.000

%

3/25/20

 

6,000,000

 

$

5,345,640

 

Total Consumer Finance

 

 

 

 

 

 

 

11,601,687

 

Diversified Financial Services — 4.9%

 

 

 

 

 

 

 

 

 

Bank of America Corp., Senior Notes

 

5.650

%

5/1/18

 

490,000

 

493,599

 

Bank of America Corp., Senior Notes

 

7.625

%

6/1/19

 

1,480,000

 

1,683,188

 

CIT Group Inc., Senior Secured Bonds

 

7.000

%

5/1/16

 

4,980,000

 

4,544,250

 

Citigroup Inc., Senior Notes

 

6.125

%

11/21/17

 

490,000

 

500,489

 

Citigroup Inc., Senior Notes

 

8.500

%

5/22/19

 

2,000,000

 

2,347,170

 

Citigroup Inc., Senior Notes

 

6.875

%

3/5/38

 

290,000

 

294,661

 

General Electric Capital Corp., Senior Notes

 

5.625

%

5/1/18

 

650,000

 

675,866

 

General Electric Capital Corp., Senior Notes

 

5.500

%

1/8/20

 

2,090,000

 

2,147,983

 

International Lease Finance Corp., Senior Notes

 

8.750

%

3/15/17

 

5,000,000

 

4,587,500

(a)

ISS Financing PLC, Senior Secured Bonds

 

11.000

%

6/15/14

 

2,000,000

EUR

2,575,384

(a)

LBI Escrow Corp., Senior Secured Notes

 

8.000

%

11/1/17

 

986,000

EUR

1,209,060

(a)

LBI Escrow Corp., Senior Secured Notes

 

8.000

%

11/1/17

 

830,000

 

846,600

(a)

Leucadia National Corp., Senior Notes

 

7.750

%

8/15/13

 

340,000

 

351,475

 

New Communications Holdings Inc., Senior Notes

 

8.750

%

4/15/22

 

190,000

 

187,625

(a)

Total Diversified Financial Services

 

 

 

 

 

 

 

22,444,850

 

Insurance — 0.9%

 

 

 

 

 

 

 

 

 

American International Group Inc., Senior Notes

 

8.250

%

8/15/18

 

4,000,000

 

3,920,000

 

Real Estate Investment Trusts (REITs) — 0.3%

 

 

 

 

 

 

 

 

 

WEA Finance LLC/WT Finance Aust Pty. Ltd., Senior Notes

 

6.750

%

9/2/19

 

1,360,000

 

1,506,952

(a)

Real Estate Management & Development — 0.3%

 

 

 

 

 

 

 

 

 

Castle HoldCo 4 Ltd., Senior Secured Notes

 

10.000

%

5/8/18

 

530,000

GBP

785,356

(a)

Kaisa Group Holdings Ltd., Senior Notes

 

13.500

%

4/28/15

 

790,000

 

694,213

(a)

Total Real Estate Management & Development

 

 

 

 

 

 

 

1,479,569

 

Total Financials

 

 

 

 

 

 

 

56,898,877

 

Health Care — 4.3%

 

 

 

 

 

 

 

 

 

Health Care Providers & Services — 4.2%

 

 

 

 

 

 

 

 

 

American Renal Holdings, Senior Secured Notes

 

8.375

%

5/15/18

 

670,000

 

654,925

(a)

Community Health Systems Inc., Senior Notes

 

8.875

%

7/15/15

 

620,000

 

636,275

 

HCA Inc., Notes

 

6.375

%

1/15/15

 

1,360,000

 

1,254,600

 

HCA Inc., Senior Notes

 

6.300

%

10/1/12

 

2,635,000

 

2,602,062

 

Humana Inc., Senior Notes

 

7.200

%

6/15/18

 

2,000,000

 

2,221,768

 

IASIS Healthcare LLC/IASIS Capital Corp., Senior Subordinated Notes

 

8.750

%

6/15/14

 

2,158,000

 

2,168,790

 

Omnicare Inc., Senior Subordinated Notes

 

7.750

%

6/1/20

 

490,000

 

493,675

 

Tenet Healthcare Corp., Senior Notes

 

7.375

%

2/1/13

 

1,030,000

 

1,035,150

 

Tenet Healthcare Corp., Senior Notes

 

10.000

%

5/1/18

 

215,000

 

236,769

(a)

Tenet Healthcare Corp., Senior Secured Notes

 

8.875

%

7/1/19

 

1,968,000

 

2,073,780

(a)

Universal Hospital Services Inc., Senior Secured Notes

 

3.859

%

6/1/15

 

720,000

 

601,200

(e)

Universal Hospital Services Inc., Senior Secured Notes

 

8.500

%

6/1/15

 

135,000

 

130,275

(b)

US Oncology Holdings Inc., Senior Notes

 

6.643

%

3/15/12

 

3,618,000

 

3,337,605

(b)(e)

Vanguard Health Holdings Co., II LLC, Senior Notes

 

8.000

%

2/1/18

 

820,000

 

783,100

 

 

See Notes to Financial Statements.

 


 

 

12

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments (cont’d)

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Health Care Providers & Services — continued

 

 

 

 

 

 

 

 

 

Ventas Realty LP/Ventas Capital Corp., Senior Notes

 

6.500

%

6/1/16

 

175,000

 

$175,214

 

Ventas Realty LP/Ventas Capital Corp., Senior Notes

 

6.750

%

4/1/17

 

690,000

 

692,603

 

WellPoint Inc., Notes

 

5.875

%

6/15/17

 

240,000

 

261,954

 

Total Health Care Providers & Services

 

 

 

 

 

 

 

19,359,745

 

Pharmaceuticals — 0.1%

 

 

 

 

 

 

 

 

 

Wyeth, Notes

 

5.950

%

4/1/37

 

260,000

 

281,087

 

Total Health Care

 

 

 

 

 

 

 

19,640,832

 

Industrials — 7.0%

 

 

 

 

 

 

 

 

 

Aerospace & Defense — 0.7%

 

 

 

 

 

 

 

 

 

Freedom Group Inc., Senior Secured Notes

 

10.250

%

8/1/15

 

955,000

 

988,425

(a)

Kratos Defense & Security Solutions Inc., Senior Secured Notes

 

10.000

%

6/1/17

 

600,000

 

597,000

(a)

L-3 Communications Corp., Senior Subordinated Notes

 

6.375

%

10/15/15

 

325,000

 

326,625

 

Wyle Services Corp., Senior Subordinated Notes

 

10.500

%

4/1/18

 

1,220,000

 

1,201,700

(a)

Total Aerospace & Defense

 

 

 

 

 

 

 

3,113,750

 

Airlines — 1.4%

 

 

 

 

 

 

 

 

 

Continental Airlines Inc., Pass-Through Certificates

 

8.312

%

4/2/11

 

275,530

 

275,530

 

Continental Airlines Inc., Pass-Through Certificates

 

7.339

%

4/19/14

 

805,416

 

740,983

 

Continental Airlines Inc., Pass-Through Certificates

 

7.373

%

12/15/15

 

372,645

 

360,534

 

DAE Aviation Holdings Inc., Senior Notes

 

11.250

%

8/1/15

 

2,290,000

 

2,307,175

(a)

Delta Air Lines Inc., Pass-Through Certificates

 

7.711

%

9/18/11

 

620,000

 

613,800

 

Delta Air Lines Inc., Secured Notes

 

8.021

%

8/10/22

 

848,941

 

802,249

 

Delta Air Lines Inc., Senior Secured Notes

 

9.500

%

9/15/14

 

320,000

 

329,600

(a)

United Air Lines Inc., Senior Secured Notes

 

9.875

%

8/1/13

 

1,180,000

 

1,212,450

(a)

Total Airlines

 

 

 

 

 

 

 

6,642,321

 

Building Products — 0.3%

 

 

 

 

 

 

 

 

 

Ashton Woods USA LLC/Ashton Woods Finance Co., Senior Subordinated Notes, step bond

 

0.000

%

6/30/15

 

169,000

 

92,105

(a)(d)

GTL Trade Finance Inc., Senior Notes

 

7.250

%

10/20/17

 

836,000

 

867,350

(a)

Rearden G Holdings EINS GmbH, Senior Notes

 

7.875

%

3/30/20

 

360,000

 

352,800

(a)

Total Building Products

 

 

 

 

 

 

 

1,312,255

 

Commercial Services & Supplies — 1.0%

 

 

 

 

 

 

 

 

 

AAC Group Holding Corp., Senior Discount Notes

 

10.250

%

10/1/12

 

350,000

 

345,625

(a)

ACCO Brands Corp., Senior Secured Notes

 

10.625

%

3/15/15

 

890,000

 

967,875

 

Altegrity Inc., Senior Subordinated Notes

 

10.500

%

11/1/15

 

2,510,000

 

2,397,050

(a)(d)

RSC Equipment Rental Inc./RSC Holdings III LLC, Senior Secured Notes

 

10.000

%

7/15/17

 

735,000

 

794,719

(a)

Total Commercial Services & Supplies

 

 

 

 

 

 

 

4,505,269

 

Construction & Engineering — 1.6%

 

 

 

 

 

 

 

 

 

Odebrecht Finance Ltd., Senior Notes

 

7.500

%

10/18/17

 

6,577,000

 

6,757,867

(a)

Odebrecht Finance Ltd., Senior Notes

 

7.000

%

4/21/20

 

600,000

 

594,000

(a)

Total Construction & Engineering

 

 

 

 

 

 

 

7,351,867

 

Industrial Conglomerates — 0.1%

 

 

 

 

 

 

 

 

 

Leucadia National Corp., Senior Notes

 

8.125

%

9/15/15

 

540,000

 

554,850

 

 

See Notes to Financial Statements.


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

13

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Machinery — 0.1%

 

 

 

 

 

 

 

 

 

John Deere Capital Corp., Senior Notes

 

4.900

%

9/9/13

 

220,000

 

$

239,776

 

Marine — 0.3%

 

 

 

 

 

 

 

 

 

Trico Shipping AS, Senior Secured Notes

 

11.875

%

11/1/14

 

1,540,000

 

1,443,750

(a)

Road & Rail — 1.0%

 

 

 

 

 

 

 

 

 

Kansas City Southern de Mexico, Senior Notes

 

9.375

%

5/1/12

 

248,000

 

254,200

 

Kansas City Southern de Mexico, Senior Notes

 

7.625

%

12/1/13

 

2,080,000

 

2,069,600

 

Kansas City Southern de Mexico, Senior Notes

 

12.500

%

4/1/16

 

615,000

 

713,400

 

Kansas City Southern de Mexico, Senior Notes

 

8.000

%

2/1/18

 

390,000

 

391,463

(a)

RailAmerica Inc., Senior Secured Notes

 

9.250

%

7/1/17

 

1,017,000

 

1,062,765

 

Total Road & Rail

 

 

 

 

 

 

 

4,491,428

 

Trading Companies & Distributors — 0.3%

 

 

 

 

 

 

 

 

 

Ashtead Capital Inc., Notes

 

9.000

%

8/15/16

 

595,000

 

595,000

(a)

H&E Equipment Services Inc., Senior Notes

 

8.375

%

7/15/16

 

1,020,000

 

990,675

 

Total Trading Companies & Distributors

 

 

 

 

 

 

 

1,585,675

 

Transportation — 0.2%

 

 

 

 

 

 

 

 

 

Syncreon Global Ireland Ltd./Syncreon Global Finance US Inc., Senior Notes

 

9.500

%

5/1/18

 

970,000

 

936,050

(a)

Total Industrials

 

 

 

 

 

 

 

32,176,991

 

Information Technology — 1.9%

 

 

 

 

 

 

 

 

 

Electronic Equipment, Instruments & Components — 0.2%

 

 

 

 

 

 

 

 

 

KEMET Corp., Senior Secured Notes

 

10.500

%

5/1/18

 

970,000

 

920,288

(a)

IT Services — 1.3%

 

 

 

 

 

 

 

 

 

Ceridian Corp., Senior Notes

 

12.250

%

11/15/15

 

553,800

 

531,648

(b)

First Data Corp., Senior Notes

 

9.875

%

9/24/15

 

1,240,000

 

1,016,800

 

GXS Worldwide Inc., Senior Secured Notes

 

9.750

%

6/15/15

 

4,860,000

 

4,580,550

(a)

Total IT Services

 

 

 

 

 

 

 

6,128,998

 

Semiconductors & Semiconductor Equipment — 0.3%

 

 

 

 

 

 

 

 

 

Freescale Semiconductor Inc., Senior Notes

 

8.875

%

12/15/14

 

70,000

 

63,525

 

Freescale Semiconductor Inc., Senior Secured Notes

 

9.250

%

4/15/18

 

1,140,000

 

1,137,150

(a)

Total Semiconductors & Semiconductor Equipment

 

 

 

 

 

 

 

1,200,675

 

Software — 0.1%

 

 

 

 

 

 

 

 

 

Aspect Software Inc., Senior Secured Notes

 

10.625

%

5/15/17

 

605,000

 

602,731

(a)

Total Information Technology

 

 

 

 

 

 

 

8,852,692

 

Materials — 9.4%

 

 

 

 

 

 

 

 

 

Chemicals — 0.7%

 

 

 

 

 

 

 

 

 

CF Industries Inc., Senior Notes

 

7.125

%

5/1/20

 

610,000

 

616,862

 

Cognis Deutschland GmbH & Co. KG, Senior Notes

 

9.500

%

5/15/14

 

710,000

EUR

890,259

(a)

Ineos Finance PLC, Senior Secured Notes

 

9.000

%

5/15/15

 

670,000

 

670,000

(a)

Kerling PLC, Senior Secured Notes

 

10.625

%

1/28/17

 

792,000

EUR

969,955

(a)

Westlake Chemical Corp., Senior Notes

 

6.625

%

1/15/16

 

220,000

 

211,200

 

Total Chemicals

 

 

 

 

 

 

 

3,358,276

 

Construction Materials — 0.2%

 

 

 

 

 

 

 

 

 

HeidelbergCement AG, Senior Notes

 

8.500

%

10/31/19

 

720,000

EUR

874,032

 

 

See Notes to Financial Statements.


 

 

14

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments (cont’d)

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Containers & Packaging — 1.2%

 

 

 

 

 

 

 

 

 

Ardagh Glass Finance PLC, Senior Secured Notes

 

9.250

%

7/1/16

 

650,000

EUR

$

850,983

(a)

Ball Corp., Senior Notes

 

6.625

%

3/15/18

 

180,000

 

176,400

 

Berry Plastics Corp., Senior Secured Notes

 

9.500

%

5/15/18

 

1,020,000

 

918,000

(a)

Radnor Holdings Inc., Senior Notes

 

11.000

%

3/15/11

 

575,000

 

0

(c)(d)(f)

Reynolds Group Issuer Inc., Senior Notes

 

9.500

%

6/15/17

 

2,000,000

EUR

2,397,135

(a)

Viskase Cos. Inc., Senior Secured Notes

 

9.875

%

1/15/18

 

1,080,000

 

1,096,200

(a)

Total Containers & Packaging

 

 

 

 

 

 

 

5,438,718

 

Metals & Mining — 5.1%

 

 

 

 

 

 

 

 

 

Codelco Inc., Notes

 

5.500

%

10/15/13

 

1,050,000

 

1,137,599

(a)

Evraz Group SA, Notes

 

8.875

%

4/24/13

 

1,610,000

 

1,613,675

(a)

FMG Finance Pty Ltd., Senior Secured Bonds

 

9.750

%

9/1/13

 

2,000,000

EUR

2,532,358

(a)

Freeport-McMoRan Copper & Gold Inc., Senior Notes

 

8.375

%

4/1/17

 

1,950,000

 

2,123,402

 

Gerdau Holdings Inc., Senior Notes

 

7.000

%

1/20/20

 

440,000

 

447,700

(a)

Metals USA Inc., Senior Secured Notes

 

11.125

%

12/1/15

 

2,000,000

 

2,045,000

 

New World Resources NV, Senior Secured Bonds

 

7.875

%

5/1/18

 

456,000

EUR

529,730

(a)

Novelis Inc., Senior Notes

 

7.250

%

2/15/15

 

160,000

 

150,768

 

Ryerson Inc., Senior Secured Notes

 

12.000

%

11/1/15

 

713,000

 

729,043

 

Southern Copper Corp., Senior Notes

 

5.375

%

4/16/20

 

360,000

 

359,112

 

Steel Dynamics Inc., Senior Notes

 

7.375

%

11/1/12

 

250,000

 

256,875

 

Teck Resources Ltd., Senior Secured Notes

 

9.750

%

5/15/14

 

490,000

 

576,484

 

Teck Resources Ltd., Senior Secured Notes

 

10.250

%

5/15/16

 

410,000

 

482,300

 

Teck Resources Ltd., Senior Secured Notes

 

10.750

%

5/15/19

 

810,000

 

977,521

 

Vale Overseas Ltd., Notes

 

8.250

%

1/17/34

 

4,043,000

 

4,565,343

 

Vale Overseas Ltd., Notes

 

6.875

%

11/21/36

 

1,900,000

 

1,898,482

 

Vedanta Resources PLC, Senior Notes

 

8.750

%

1/15/14

 

2,820,000

 

2,862,300

(a)

Vedanta Resources PLC, Senior Notes

 

9.500

%

7/18/18

 

160,000

 

164,000

(a)

Total Metals & Mining

 

 

 

 

 

 

 

23,451,692

 

Paper & Forest Products — 2.2%

 

 

 

 

 

 

 

 

 

Abitibi-Consolidated Co. of Canada, Senior Secured Notes

 

13.750

%

4/1/11

 

778,454

 

803,443

(a)(c)

Appleton Papers Inc., Senior Secured Notes

 

11.250

%

12/15/15

 

914,000

 

747,195

(a)

Celulosa Arauco y Constitucion SA, Senior Notes

 

7.250

%

7/29/19

 

967,000

 

1,068,815

 

NewPage Corp., Senior Secured Notes

 

11.375

%

12/31/14

 

2,130,000

 

2,002,200

 

PE Paper Escrow GmbH, Senior Secured Notes

 

11.750

%

8/1/14

 

2,000,000

EUR

2,698,314

(a)

PE Paper Escrow GmbH, Senior Secured Notes

 

12.000

%

8/1/14

 

270,000

 

296,136

(a)

Sino-Forest Corp., Senior Bonds

 

10.250

%

7/28/14

 

1,370,000

 

1,459,050

(a)

Smurfit Kappa Acquisitions, Senior Secured Notes

 

7.750

%

11/15/19

 

769,000

EUR

945,332

(a)

Total Paper & Forest Products

 

 

 

 

 

 

 

10,020,485

 

Total Materials

 

 

 

 

 

 

 

43,143,203

 

Telecommunication Services — 11.2%

 

 

 

 

 

 

 

 

 

Diversified Telecommunication Services — 6.9%

 

 

 

 

 

 

 

 

 

AT&T Inc., Global Notes

 

5.600

%

5/15/18

 

630,000

 

687,831

 

AT&T Inc., Senior Notes

 

6.400

%

5/15/38

 

720,000

 

762,116

 

Axtel SAB de CV, Senior Notes

 

7.625

%

2/1/17

 

4,490,000

 

3,790,040

(a)

Axtel SAB de CV, Senior Notes

 

9.000

%

9/22/19

 

94,000

 

80,370

(a)

 

See Notes to Financial Statements.


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

15

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Diversified Telecommunication Services — continued

 

 

 

 

 

 

 

 

 

British Telecommunications PLC, Bonds

 

9.625

%

12/15/30

 

240,000

 

$

300,654

 

CC Holdings GS V LLC, Senior Secured Notes

 

7.750

%

5/1/17

 

479,000

 

510,135

(a)

Cincinnati Bell Inc., Senior Notes

 

8.250

%

10/15/17

 

1,945,000

 

1,842,888

 

Cincinnati Bell Telephone Co., Senior Debentures

 

6.300

%

12/1/28

 

120,000

 

85,800

 

GCI Inc., Senior Notes

 

8.625

%

11/15/19

 

1,900,000

 

1,852,500

(a)

Hawaiian Telcom Communications Inc., Senior Subordinated Notes

 

12.500

%

5/1/15

 

535,000

 

54

(c)(d)

Inmarsat Finance PLC, Senior Notes

 

7.375

%

12/1/17

 

1,000,000

 

1,002,500

(a)

Intelsat Intermediate Holding Co., Ltd., Senior Discount Notes

 

9.500

%

2/1/15

 

900,000

 

918,000

 

Intelsat Jackson Holdings Ltd., Senior Notes

 

9.500

%

6/15/16

 

210,000

 

217,350

 

Intelsat Jackson Holdings Ltd., Senior Notes

 

11.250

%

6/15/16

 

3,505,000

 

3,715,300

 

Intelsat Jackson Holdings Ltd., Senior Notes

 

8.500

%

11/1/19

 

1,920,000

 

1,920,000

(a)

Koninklijke KPN NV, Senior Notes

 

8.375

%

10/1/30

 

350,000

 

442,146

 

Level 3 Financing Inc., Senior Notes

 

9.250

%

11/1/14

 

1,105,000

 

1,011,075

 

Nordic Telephone Co. Holdings, Senior Secured Bonds

 

8.875

%

5/1/16

 

380,000

 

391,400

(a)

Qwest Communications International Inc., Senior Notes

 

7.500

%

2/15/14

 

235,000

 

232,650

 

Telefonica Emisones SAU, Senior Notes

 

6.221

%

7/3/17

 

450,000

 

485,808

 

UBS Luxembourg SA for OJSC Vimpel Communications, Loan Participation Notes

 

8.250

%

5/23/16

 

828,000

 

850,770

(a)

Unitymedia GmbH, Senior Secured Bonds

 

8.125

%

12/1/17

 

1,000,000

EUR

1,226,227

(a)

Unitymedia GmbH, Senior Subordinated Notes

 

9.625

%

12/1/19

 

913,000

EUR

1,144,798

(a)

Verizon Communications Inc., Senior Notes

 

5.500

%

2/15/18

 

510,000

 

549,791

 

Verizon Communications Inc., Senior Notes

 

6.400

%

2/15/38

 

560,000

 

594,972

 

Vimpel Communications, Loan Participation Notes

 

8.375

%

4/30/13

 

430,000

 

450,425

(a)

VIP Finance Ireland Ltd. for OJSC Vimpel Communications, Loan Participation Notes, Secured Notes

 

8.375

%

4/30/13

 

1,535,000

 

1,612,465

(a)

Wind Acquisition Holdings Finance SpA, Senior Notes

 

12.250

%

7/15/17

 

2,000,000

EUR

2,311,084

(a)(b)

Wind Acquisition Holdings Finance SpA, Senior Notes

 

12.250

%

7/15/17

 

1,000,000

 

945,000

(a)(b)

Windstream Corp., Senior Notes

 

8.625

%

8/1/16

 

1,925,000

 

1,915,375

 

Total Diversified Telecommunication Services

 

 

 

 

 

 

 

31,849,524

 

Wireless Telecommunication Services — 4.3%

 

 

 

 

 

 

 

 

 

America Movil SAB de CV, Senior Notes

 

5.625

%

11/15/17

 

844,000

 

902,079

 

Cricket Communications Inc., Senior Secured Notes

 

7.750

%

5/15/16

 

2,800,000

 

2,856,000

 

Rogers Cable Inc., Senior Secured Notes

 

7.875

%

5/1/12

 

1,100,000

 

1,222,004

 

Sprint Capital Corp., Global Notes

 

6.900

%

5/1/19

 

60,000

 

54,525

 

Sprint Capital Corp., Senior Notes

 

8.375

%

3/15/12

 

320,000

 

331,200

 

Sprint Capital Corp., Senior Notes

 

6.875

%

11/15/28

 

1,000,000

 

836,250

 

Sprint Capital Corp., Senior Notes

 

8.750

%

3/15/32

 

7,500,000

 

7,181,250

 

True Move Co., Ltd., Notes

 

10.750

%

12/16/13

 

6,510,000

 

6,412,350

(a)

Total Wireless Telecommunication Services

 

 

 

 

 

 

 

19,795,658

 

Total Telecommunication Services

 

 

 

 

 

 

 

51,645,182

 

Utilities — 4.7%

 

 

 

 

 

 

 

 

 

Electric Utilities — 2.6%

 

 

 

 

 

 

 

 

 

AES Ironwood LLC, Secured Notes

 

8.857

%

11/30/25

 

327,059

 

318,882

 

Centrais Eletricas Brasileiras SA, Senior Notes

 

6.875

%

7/30/19

 

1,557,000

 

1,658,205

(a)

 

See Notes to Financial Statements.

 


 

 

16

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments (cont’d)

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

     Face
     Amount†

 

Value

 

Electric Utilities — continued

 

 

 

 

 

 

 

 

 

EEB International Ltd., Senior Bonds

 

8.750

%

10/31/14

 

2,050,000

 

$

2,178,125

(a)

FirstEnergy Corp., Notes

 

7.375

%

11/15/31

 

270,000

 

279,707

 

Pacific Gas & Electric Co., First Mortgage Bonds

 

6.050

%

3/1/34

 

290,000

 

303,204

 

Reliant Energy Mid-Atlantic Power Holdings LLC, Senior Notes

 

9.681

%

7/2/26

 

1,040,000

 

1,088,100

 

Texas Competitive Electric Holdings Co. LLC, Senior Notes

 

10.250

%

11/1/15

 

9,000,000

 

6,075,000

 

Total Electric Utilities

 

 

 

 

 

 

 

11,901,223

 

Gas Utilities — 0.1%

 

 

 

 

 

 

 

 

 

El Paso Performance-Linked Trust Certificates, Senior Notes

 

7.750

%

7/15/11

 

290,000

 

301,100

(a)

Independent Power Producers & Energy Traders — 1.9%

 

 

 

 

 

 

 

 

 

AES Corp., Senior Notes

 

7.750

%

10/15/15

 

1,500,000

 

1,496,250

 

Colbun SA, Senior Notes

 

6.000

%

1/21/20

 

750,000

 

747,605

(a)

Dynegy Holdings Inc., Senior Notes

 

7.750

%

6/1/19

 

480,000

 

349,200

 

Edison Mission Energy, Senior Notes

 

7.750

%

6/15/16

 

1,890,000

 

1,379,700

 

Edison Mission Energy, Senior Notes

 

7.625

%

5/15/27

 

365,000

 

231,775

 

Mirant Americas Generation LLC, Senior Notes

 

9.125

%

5/1/31

 

1,980,000

 

1,801,800

 

NRG Energy Inc., Senior Notes

 

7.250

%

2/1/14

 

2,195,000

 

2,173,050

 

NRG Energy Inc., Senior Notes

 

7.375

%

2/1/16

 

605,000

 

586,850

 

Total Independent Power Producers & Energy Traders

 

 

 

 

 

 

 

8,766,230

 

Multi-Utilities — 0.1%

 

 

 

 

 

 

 

 

 

Empresas Publicas de Medellin ESP, Senior Notes

 

7.625

%

7/29/19

 

410,000

 

453,050

(a)

Total Utilities

 

 

 

 

 

 

 

21,421,603

 

Total Corporate Bonds & Notes (Cost — $384,579,612)

 

 

 

 

 

 

 

381,068,787

 

Asset-Backed Securities — 0.0%

 

 

 

 

 

 

 

 

 

Financials — 0.0%

 

 

 

 

 

 

 

 

 

Home Equity — 0.0%

 

 

 

 

 

 

 

 

 

Finance America Net Interest Margin Trust, 2004-1 A

 

5.250

%

6/27/34

 

110,125

 

53

(a)(c)(d)

Sail Net Interest Margin Notes, 2003-6A A

 

7.000

%

7/27/33

 

14,101

 

7

(a)(c)(d)

Sail Net Interest Margin Notes, 2003-7A A

 

7.000

%

7/27/33

 

42,974

 

20

(a)(c)(d)

Total Asset-Backed Securities (Cost — $166,869)

 

 

 

 

 

 

 

80

 

Collateralized Mortgage Obligation — 0.3%

 

 

 

 

 

 

 

 

 

Federal National Mortgage Association (FNMA) STRIPS, IO, 338 2 (Cost — $2,244,046)

 

5.500

%

6/1/33

 

6,290,483

 

1,220,708

(d)

Collateralized Senior Loans — 0.9%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 0.4%

 

 

 

 

 

 

 

 

 

Media — 0.4%

 

 

 

 

 

 

 

 

 

Newsday LLC, Term Loan

 

10.500

%

8/1/13

 

2,000,000

 

2,115,000

(h)

Financials — 0.5%

 

 

 

 

 

 

 

 

 

Real Estate Management & Development — 0.5%

 

 

 

 

 

 

 

 

 

Realogy Corp., Term Loan

 

13.500

%

10/15/17

 

2,000,000

 

2,116,666

(h)

Total Collateralized Senior Loans (Cost — $4,067,500)

 

 

 

 

 

 

 

4,231,666

 

Convertible Bonds & Notes — 0.0%

 

 

 

 

 

 

 

 

 

Materials — 0.0%

 

 

 

 

 

 

 

 

 

Cemex SAB de CV, Subordinated Notes (Cost — $100,000)

 

4.875

%

3/15/15

 

100,000

 

105,125

(a)

 

See Notes to Financial Statements.


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

17

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

 

Face
Amount†

 

Value

 

Sovereign Bonds — 14.8%

 

 

 

 

 

 

 

 

 

Argentina — 0.5%

 

 

 

 

 

 

 

 

 

Republic of Argentina

 

9.000

%

6/20/03

 

1,074,000

EUR

$

518,205

(c)

Republic of Argentina

 

10.250

%

1/26/07

 

1,100,000

EUR

561,176

(c)

Republic of Argentina

 

8.000

%

2/26/08

 

1,729,117

EUR

850,241

(c)

Republic of Argentina

 

11.750

%

11/13/26

 

1,550,000

DEM

367,769

(c)

Republic of Argentina, Medium-Term Notes

 

10.000

%

2/22/07

 

522,000

EUR

261,491

(c)

Total Argentina

 

 

 

 

 

 

 

2,558,882

 

Brazil — 2.4%

 

 

 

 

 

 

 

 

 

Brazil Nota do Tesouro Nacional, Notes

 

10.000

%

1/1/12

 

12,198,000

BRL

6,490,642

 

Brazil Nota do Tesouro Nacional, Notes

 

10.000

%

1/1/17

 

2,613,000

BRL

1,278,343

 

Federative Republic of Brazil

 

7.125

%

1/20/37

 

2,760,500

 

3,188,378

 

Total Brazil

 

 

 

 

 

 

 

10,957,363

 

Colombia — 1.0%

 

 

 

 

 

 

 

 

 

Republic of Colombia

 

11.750

%

2/25/20

 

544,000

 

795,600

 

Republic of Colombia

 

7.375

%

9/18/37

 

2,852,000

 

3,165,720

 

Republic of Colombia, Senior Notes

 

7.375

%

3/18/19

 

498,000

 

576,435

 

Total Colombia

 

 

 

 

 

 

 

4,537,755

 

Hungary — 0.2%

 

 

 

 

 

 

 

 

 

Republic of Hungary, Senior Notes

 

6.250

%

1/29/20

 

950,000

 

948,337

 

Indonesia — 1.6%

 

 

 

 

 

 

 

 

 

Republic of Indonesia

 

10.250

%

7/15/22

 

15,399,000,000

IDR

1,812,735

 

Republic of Indonesia

 

11.000

%

9/15/25

 

25,206,000,000

IDR

3,056,618

 

Republic of Indonesia, Bonds

 

9.750

%

5/15/37

 

11,646,000,000

IDR

1,225,675

 

Republic of Indonesia, Senior Bonds

 

6.875

%

1/17/18

 

970,000

 

1,088,825

(a)

Total Indonesia

 

 

 

 

 

 

 

7,183,853

 

Mexico — 0.3%

 

 

 

 

 

 

 

 

 

United Mexican States

 

11.375

%

9/15/16

 

148,000

 

205,720

 

United Mexican States, Medium-Term Notes

 

5.625

%

1/15/17

 

4,000

 

4,310

 

United Mexican States, Medium-Term Notes

 

6.750

%

9/27/34

 

1,046,000

 

1,153,215

 

Total Mexico

 

 

 

 

 

 

 

1,363,245

 

Panama — 0.6%

 

 

 

 

 

 

 

 

 

Republic of Panama

 

7.250

%

3/15/15

 

621,000

 

720,360

 

Republic of Panama

 

9.375

%

4/1/29

 

1,275,000

 

1,772,250

 

Republic of Panama

 

6.700

%

1/26/36

 

340,000

 

376,550

 

Total Panama

 

 

 

 

 

 

 

2,869,160

 

Peru — 0.7%

 

 

 

 

 

 

 

 

 

Republic of Peru

 

8.750

%

11/21/33

 

1,944,583

 

2,581,433

 

Republic of Peru, Bonds

 

6.550

%

3/14/37

 

703,000

 

761,349

 

Republic of Peru, Global Senior Bonds

 

7.350

%

7/21/25

 

50,000

 

58,750

 

Total Peru

 

 

 

 

 

 

 

3,401,532

 

Qatar — 0.1%

 

 

 

 

 

 

 

 

 

State of Qatar, Senior Notes

 

4.000

%

1/20/15

 

470,000

 

484,100

(a)

Russia — 3.2%

 

 

 

 

 

 

 

 

 

RSHB Capital, Loan Participation Notes, Secured Notes

 

7.125

%

1/14/14

 

3,580,000

 

3,754,525

(a)

RSHB Capital, Loan Participation Notes, Senior Notes

 

6.299

%

5/15/17

 

470,000

 

458,837

(a)

 

See Notes to Financial Statements.

 


 

 

18

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments (cont’d)

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

Maturity
Date

 

 

Face
Amount†

 

Value

 

Russia — continued

 

 

 

 

 

 

 

 

 

RSHB Capital, Loan Participation Notes, Senior Secured Bonds

 

6.299

%

5/15/17

 

1,529,000

 

$

1,498,420

(a)

RSHB Capital, Loan Participation Notes, Senior Secured Notes

 

9.000

%

6/11/14

 

2,230,000

 

2,475,300

(a)

Russian Foreign Bond-Eurobond, Senior Bonds

 

7.500

%

3/31/30

 

5,684,220

 

6,366,326

(a)

Total Russia

 

 

 

 

 

 

 

14,553,408

 

Turkey — 1.6%

 

 

 

 

 

 

 

 

 

Republic of Turkey, Notes

 

6.750

%

5/30/40

 

3,760,000

 

3,750,600

 

Republic of Turkey, Senior Notes

 

7.500

%

7/14/17

 

3,000,000

 

3,435,000

 

Total Turkey

 

 

 

 

 

 

 

7,185,600

 

United Arab Emirates — 0.2%

 

 

 

 

 

 

 

 

 

MDC-GMTN B.V., Senior Notes

 

5.750

%

5/6/14

 

750,000

 

800,385

(a)

Venezuela — 2.4%

 

 

 

 

 

 

 

 

 

Bolivarian Republic of Venezuela

 

8.500

%

10/8/14

 

365,000

 

275,575

 

Bolivarian Republic of Venezuela

 

5.750

%

2/26/16

 

12,367,000

 

7,605,705

(a)

Bolivarian Republic of Venezuela

 

7.650

%

4/21/25

 

475,000

 

262,438

 

Bolivarian Republic of Venezuela, Collective Action Securities

 

1.307

%

4/20/11

 

1,294,000

 

1,151,660

(a)(e)

Bolivarian Republic of Venezuela, Collective Action Securities

 

9.375

%

1/13/34

 

1,608,000

 

980,880

 

Bolivarian Republic of Venezuela, Collective Action Securities, Notes

 

10.750

%

9/19/13

 

875,000

 

759,062

 

Bolivarian Republic of Venezuela, Senior Bonds

 

9.250

%

9/15/27

 

240,000

 

158,400

 

Total Venezuela

 

 

 

 

 

 

 

11,193,720

 

Total Sovereign Bonds (Cost — $68,771,138)

 

 

 

 

 

 

 

68,037,340

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

 

Common Stocks — 0.4%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 0.2%

 

 

 

 

 

 

 

 

 

Media — 0.2%

 

 

 

 

 

 

 

 

 

Charter Communications Inc., Class A Shares

 

 

 

 

 

17,345

 

624,420

*

Dex One Corp.

 

 

 

 

 

2,411

 

49,377

*

SuperMedia Inc.

 

 

 

 

 

2,490

 

75,011

*

Total Consumer Discretionary

 

 

 

 

 

 

 

748,808

 

Energy — 0.0%

 

 

 

 

 

 

 

 

 

Oil, Gas & Consumable Fuels — 0.0%

 

 

 

 

 

 

 

 

 

SemGroup Corp., Class A Shares

 

 

 

 

 

3,221

 

90,522

*(f)

Industrials — 0.0%

 

 

 

 

 

 

 

 

 

Building Products — 0.0%

 

 

 

 

 

 

 

 

 

Nortek Inc.

 

 

 

 

 

4,011

 

184,995

*

Materials — 0.2%

 

 

 

 

 

 

 

 

 

Chemicals — 0.2%

 

 

 

 

 

 

 

 

 

Georgia Gulf Corp.

 

 

 

 

 

39,529

 

687,805

*

Total Common Stocks (Cost — $5,509,291)

 

 

 

 

 

 

 

1,712,130

 

Convertible Preferred Stock — 0.3%

 

 

 

 

 

 

 

 

 

Financials — 0.3%

 

 

 

 

 

 

 

 

 

Diversified Financial Services — 0.3%

 

 

 

 

 

 

 

 

 

Citigroup Inc. (Cost — $890,000)

 

7.500

%

12/15/12

 

8,900

 

1,064,796

 

 

See Notes to Financial Statements.

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

19

 

Western Asset Global High Income Fund Inc.

 

Security

 

Rate

 

 

 

Shares

 

Value

 

Preferred Stocks — 0.2%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 0.2%

 

 

 

 

 

 

 

 

 

Automobiles — 0.2%

 

 

 

 

 

 

 

 

 

Corts-Ford Motor Co.

 

7.400

%

 

 

30,500

 

$       634,400

 

Corts-Ford Motor Co.

 

8.000

%

 

 

1,900

 

44,099

 

Preferred Plus, Trust, Series FRD-1

 

7.400

%

 

 

2,600

 

53,742

 

Saturns, Series F 2003-5

 

8.125

%

 

 

9,700

 

225,040

 

Total Automobiles

 

 

 

 

 

 

 

957,281

 

Media — 0.0%

 

 

 

 

 

 

 

 

 

CMP Susquehanna Radio Holdings Corp.

 

0.000

%

 

 

10,727

 

1

*(a)(d)(e)(f)

Total Preferred Stocks (Cost — $742,951)

 

 

 

 

 

 

 

957,282

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expiration
Date

 

Warrants

 

 

 

Warrants — 0.0%

 

 

 

 

 

 

 

 

 

Bolivarian Republic of Venezuela, Oil-linked payment obligations

 

 

 

4/15/20

 

2,675

 

71,556

*

Buffets Restaurant Holdings

 

 

 

4/28/14

 

570

 

6

*(d)(f)

Charter Communications Inc.

 

 

 

11/30/14

 

752

 

3,760

*

CNB Capital Trust

 

 

 

3/23/19

 

12,259

 

12

*(a)(d)(f)

Nortek Inc.

 

 

 

12/7/14

 

1,302

 

3,255

*(f)

SemGroup Corp.

 

 

 

11/30/14

 

3,391

 

22,889

*(f)

Total Warrants (Cost — $101,364)

 

 

 

 

 

 

 

101,478

 

Total Investments before Short-Term Investment (Cost — $467,172,771)

 

 

 

458,499,392

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Maturity
Date

 

Face
Amount†

 

 

 

Short-Term Investment — 0.2%

 

 

 

 

 

 

 

 

 

Repurchase Agreement — 0.2%

 

 

 

 

 

 

 

 

 

Morgan Stanley tri-party repurchase agreement dated 5/28/10; Proceeds at maturity — $989,020; (Fully collateralized by U.S. government agency obligations, 2.620% due 1/21/14; Market Value — $1,022,373) (Cost — $989,000)

 

0.180

%

6/1/10

 

989,000

 

989,000

 

Total Investments — 100.0% (Cost — $468,161,771#)

 

 

 

 

 

$459,488,392

 

 

 

Face amount denominated in U.S. dollars, unless otherwise noted.

*

 

Non-income producing security.

(a)

 

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.

(b)

 

Payment-in-kind security for which part of the income earned may be paid as additional principal.

(c)

 

The coupon payment on these securities is currently in default as of May 31, 2010.

(d)

 

Illiquid security.

(e)

 

Variable rate security. Interest rate disclosed is that which is in effect at May 31, 2010.

(f)

 

Security is valued in good faith at fair value by or under the direction of the Board of Directors (See Note 1).

(g)

 

Security has no maturity date. The date shown represents the next call date.

(h)

 

Interest rates disclosed represent the effective rates on collateralized senior loans. Ranges in interest rates are attributable to multiple contracts under the same loan.

#

 

Aggregate cost for federal income tax purposes is $469,097,574.

 

See Notes to Financial Statements.

 


 

 

20

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Schedule of investments (cont’d)

May 31, 2010

 

Western Asset Global High Income Fund Inc.

 

Abbreviations used in this schedule:

 

BRL

— Brazilian Real

DEM

— German Mark

EUR

— Euro

GBP

— British Pound

IDR

— Indonesian Rupiah

IO

— Interest Only

OJSC

— Open Joint Stock Company

STRIPS

— Separate Trading of Registered Interest and Principal Securities

 

See Notes to Financial Statements.


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

21

 

Statement of assets and liabilities

May 31, 2010

 

Assets:

 

 

 

Investments, at value (Cost — $468,161,771)

 

$459,488,392

 

Foreign currency, at value (Cost — $878,495)

 

881,819

 

Cash

 

893

 

Dividends and interest receivable

 

10,237,057

 

Receivable for securities sold

 

2,639,266

 

Unrealized appreciation on forward currency contracts

 

1,659,856

 

Principal paydown receivable

 

3,341

 

Prepaid expenses

 

18,560

 

Total Assets

 

474,929,184

 

 

 

 

 

Liabilities:

 

 

 

Loan payable (Note 5)

 

100,000,000

 

Payable for securities purchased

 

4,531,379

 

Investment management fee payable

 

324,750

 

Interest payable

 

55,628

 

Unrealized depreciation on swaps

 

26,424

 

Unrealized depreciation on forward currency contracts

 

24,390

 

Directors’ fees payable

 

5,853

 

Deferred foreign capital gains tax

 

3,829

 

Accrued expenses

 

205,816

 

Total Liabilities

 

105,178,069

 

Total Net Assets

 

$369,751,115

 

 

 

 

 

Net Assets:

 

 

 

Par value ($0.001 par value; 30,608,381 shares issued and outstanding; 100,000,000 shares authorized)

 

$30,608

 

Paid-in capital in excess of par value

 

436,387,300

 

Undistributed net investment income

 

9,560,676

 

Accumulated net realized loss on investments, futures contracts, swap contracts and foreign currency transactions

 

(69,047,162)

 

Net unrealized depreciation on investments, futures contracts, swap contracts and foreign currencies

 

(7,180,307)

1

Total Net Assets

 

$369,751,115

 

 

 

 

 

Shares Outstanding

 

30,608,381

 

 

 

 

 

Net Asset Value

 

$12.08

 

1     Net of deferred foreign capital gains tax of $3,829.

 

See Notes to Financial Statements.

 


 

 

22

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Statement of operations

For the Year Ended May 31, 2010

 

Investment Income:

 

 

 

Interest

 

$  38,706,434

 

Dividends

 

177,928

 

Less: Foreign taxes withheld

 

(89,345)

 

Total Investment Income

 

38,795,017

 

 

 

 

 

Expenses:

 

 

 

Investment management fee (Note 2)

 

4,106,815

 

Interest expense (Note 5)

 

1,382,879

 

Commitment fee (Note 5)

 

291,355

 

Transfer agent fees

 

131,272

 

Legal fees

 

123,941

 

Directors’ fees

 

101,052

 

Audit and tax

 

59,300

 

Custody fees

 

56,082

 

Shareholder reports

 

45,815

 

Insurance

 

5,466

 

Stock exchange listing fees

 

1,911

 

Miscellaneous expenses

 

9,182

 

Total Expenses

 

6,315,070

 

Less: Fee waivers and/or expense reimbursements (Note 2)

 

(60,892)

 

Net Expenses

 

6,254,178

 

Net Investment Income

 

32,540,839

 

 

 

 

 

Realized and Unrealized Gain (Loss) on Investments, Futures Contracts, Swap Contracts and Foreign Currency Transactions (Notes 1, 3 and 4):

 

 

 

Net Realized Gain (Loss) From:

 

 

 

Investment transactions

 

(7,850,827)

 

Futures contracts

 

1,552,674

 

Swap contracts

 

(13,612,062)

 

Foreign currency transactions

 

4,565,989

 

Net Realized Loss

 

(15,344,226)

 

Change in Net Unrealized Appreciation/Depreciation From:

 

 

 

Investments

 

51,032,483

1

Futures contracts

 

(277,556)

 

Swap contracts

 

19,079,181

 

Foreign currencies

 

1,190,948

 

Change in Net Unrealized Appreciation/Depreciation

 

71,025,056

 

Net Gain on Investments, Futures Contracts, Swap Contracts and Foreign Currency Transactions

 

55,680,830

 

Increase in Net Assets From Operations

 

$  88,221,669

 

1   Net of $3,829 in deferred foreign capital gains tax.

 

See Notes to Financial Statements.


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

23

 

Statements of changes in net assets

 

For the Years Ended May 31,

 

2010

 

2009

 

 

 

 

 

 

 

Operations:

 

 

 

 

 

Net investment income

 

$  32,540,839

 

$  26,744,940

 

Net realized loss

 

(15,344,226)

 

(36,542,492)

 

Change in net unrealized appreciation/depreciation

 

71,025,056

 

(54,757,657)

 

Increase (Decrease) in Net Assets From Operations

 

88,221,669

 

(64,555,209)

 

 

 

 

 

 

 

Distributions to Shareholders From (Note 1):

 

 

 

 

 

Net investment income

 

(31,679,674)

 

(31,220,548)

 

Decrease in Net Assets From Distributions to Shareholders

 

(31,679,674)

 

(31,220,548)

 

Increase (Decrease) in Net Assets

 

56,541,995

 

(95,775,757)

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

Beginning of year

 

313,209,120

 

408,984,877

 

End of year*

 

$369,751,115

 

$313,209,120

 

* Includes undistributed net investment income of:

 

$9,560,676

 

$1,315,097

 

 

See Notes to Financial Statements.

 


 

 

24

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Statement of cash flows

For the Year Ended May 31, 2010

 

Cash Flows Provided (Used) by Operating Activities:

 

 

 

Interest and dividends received

 

$

34,823,835

 

Operating expenses paid

 

(4,698,501)

 

Interest paid

 

(1,382,251)

 

Net sales and maturities of short-term investments

 

22,602,253

 

Realized gain on futures contracts

 

1,552,674

 

Realized loss on swap contracts

 

(13,612,062)

 

Realized gain on foreign currency transactions

 

4,565,989

 

Net change in unrealized depreciation on futures contracts

 

(277,556)

 

Net change in unrealized appreciation on foreign currencies

 

1,190,948

 

Purchases of long-term investments

 

(916,729,856)

 

Proceeds from disposition of long-term investments

 

884,811,782

 

Change in premium for written swaps

 

1,177,312

 

Change in payable to broker — variation margin

 

(333,588)

 

Change in receivable/payable for open forward currency contracts

 

(1,352,958)

 

Cash deposits with brokers for swap contracts and futures contracts

 

19,811,848

 

Change in deferred foreign capital gains tax

 

3,829

 

Net Cash Provided By Operating Activities

 

32,153,698

 

 

 

 

 

Cash Flows Provided (Used) by Financing Activities:

 

 

 

Cash distributions paid on Common Stock

 

(31,679,674)

 

Net Cash Used By Financing Activities

 

(31,679,674)

 

Net Increase in Cash

 

474,024

 

Cash, beginning of year

 

408,688

 

Cash, end of year

 

$

882,712

 

 

 

 

 

Reconciliation of Increase in Net Assets fom Operations to Net Cash Flows Provided (Used) by Operating Activities:

 

 

 

Increase in Net Assets From Operations

 

$

88,221,669

 

Accretion of discount on investments

 

(3,454,074)

 

Amortization of premium on investments

 

941,655

 

Decrease in investments, at value

 

64,725,706

 

Decrease in unrealized depreciation of swaps

 

(19,079,181)

 

Decrease in payable for securities purchased

 

(117,932,691)

 

Increase in interest and dividends receivable

 

(1,458,763)

 

Increase in deferred foreign capital gains tax

 

3,829

 

Decrease in premium for written swaps

 

1,177,312

 

Decrease in receivable for securities sold

 

709,508

 

Decrease in payable for open forward currency contracts

 

(1,352,958)

 

Decrease in payable to broker — variation margin

 

(333,588)

 

Decrease in deposits with brokers for swap contracts and futures contracts

 

19,811,848

 

Decrease in prepaid expenses

 

216,253

 

Increase in interest payable

 

628

 

Decrease in accrued expenses

 

(43,455)

 

Total Adjustments

 

(56,067,971)

 

Net Cash Flows Provided by Operating Activities

 

$    32,153,698

 

 

See Notes to Financial Statements.


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

25

 

Financial highlights

 

For a share of capital stock outstanding throughout each year ended May 31:

 

 

 

2010

 

2009

 

2008

 

2007

 

2006

 

 

 

 

 

 

 

 

 

 

 

 

 

Net asset value, beginning of year

 

$10.23

 

$13.36

 

$14.67

 

$14.09

 

$14.76

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from operations:

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

1.06

 

0.87

 

0.89

 

0.83

 

0.95

 

Net realized and unrealized gain (loss)

 

1.83

 

(2.98)

 

(1.18)

 

0.80

 

0.00

1

Total income (loss) from operations

 

2.89

 

(2.11)

 

(0.29)

 

1.63

 

0.95

 

 

 

 

 

 

 

 

 

 

 

 

 

Less distributions from:

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

(1.04)

 

(1.02)

 

(1.02)

 

(0.79)

 

(0.97)

 

Net realized gains

 

 

 

 

(0.26)

 

(0.65)

 

Total distributions

 

(1.04)

 

(1.02)

 

(1.02)

 

(1.05)

 

(1.62)

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase in net asset value due to shares issued on reinvestment of distributions

 

 

 

 

0.00

1

 

 

 

 

 

 

 

 

 

 

 

 

 

Net asset value, end of year

 

$12.08

 

$10.23

 

$13.36

 

$14.67

 

$14.09

 

 

 

 

 

 

 

 

 

 

 

 

 

Market price, end of year

 

$10.73

 

$8.83

 

$12.12

 

$14.17

 

$12.42

 

Total return, based on NAV2,3

 

28.83

%

(15.05)

%

(1.84)

%

11.96

%4

6.57

%

Total return, based on Market Price3

 

33.89

%

(17.37)

%

(6.91)

%

23.25

%

8.46

%

 

 

 

 

 

 

 

 

 

 

 

 

Net assets, end of year (000s)

 

$369,751

 

$313,209

 

$408,985

 

$449,123

 

$430,325

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios to average net assets:

 

 

 

 

 

 

 

 

 

 

 

Gross expenses

 

1.74

%

3.14

%

2.80

%

2.86

%

2.63

%

Gross expenses, excluding interest expense7

 

1.36

 

2.22

 

1.61

 

1.58

 

1.58

 

Net expenses

 

1.72

5

3.14

 

2.80

5

2.86

5

2.62

5

Net expenses, excluding interest expense7

 

1.34

5

2.22

 

1.61

5

1.58

5

1.58

5

Net investment income

 

8.96

 

8.56

 

6.50

 

5.77

 

6.43

 

 

 

 

 

 

 

 

 

 

 

 

 

Portfolio turnover rate6

 

85

%

35

%

63

%

201

%

111

%

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental data:

 

 

 

 

 

 

 

 

 

 

 

Loans Outstanding, End of Year (000s)

 

$100,000

 

$100,000

 

$100,000

 

$100,000

 

$100,000

 

Asset Coverage (000s)

 

469,751

 

$413,209

 

$508,985

 

$549,123

 

$530,325

 

Asset Coverage for Loan Outstanding

 

470

%

413

%

509

%

549

%

530

%

Weighted Average Loan (000s)

 

$100,000

 

$100,000

 

$100,000

 

$100,000

 

$100,000

 

Weighted Average Interest Rate on Loans

 

1.36

%

2.85

%

4.87

%

5.67

%

4.71

%

 

1

 

Amount represents less than $0.01 per share.

2

 

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.

3

 

The total return calculation assumes that distributions are reinvested in accordance with the Fund’s dividend reinvestment plan. Past performance is no guarantee of future results.

4

 

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.

5

 

Reflects fee waivers and/or expense reimbursements.

6

 

Excluding mortgage dollar roll transactions. If mortgage dollar roll transactions had been included, the portfolio turnover rate would have been 172%, 341%, 483%, 533% and 527% for the years ended May 31, 2010, 2009, 2008, 2007 and 2006, respectively.

7

 

Ratio includes commitment fees incurred on the line of credit.

 

See Notes to Financial Statements.

 


 

 

26

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Notes to financial statements

 

1. Organization and significant accounting policies

 

Western Asset Global High Income Fund Inc. (the “Fund”) 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 Fund’s primary investment objective is high current income. The Fund’s 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. Subsequent events have been evaluated through the issuance date of the financial statements.

 

(a) Investment valuation. Debt securities are valued at the mean between the last quoted bid and asked prices provided by an independent pricing service, which are based on transactions in debt obligations, quotations from bond dealers, market transactions in comparable securities and various other relationships between securities. Publicly traded foreign government debt securities are typically traded internationally in the over-the-counter market, and are valued at the mean between the last quoted bid and asked prices as of the close of business of that market. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. Equity securities for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade. 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 values these securities at fair value as determined in accordance with procedures approved by the Fund’s Board of Directors. Short-term obligations with maturities of 60 days or less are valued at amortized cost, which approximates fair value.

 

The Fund has adopted Financial Accounting Standards Board Codification Topic 820 (formerly, Statement of Financial Accounting Standards No. 157) (“ASC Topic 820”). ASC Topic 820 establishes a single definition of fair value, creates a three-tier hierarchy as a framework for measuring fair value based on inputs used to value the Fund’s investments, and requires additional disclosure about fair value. The hierarchy of inputs is summarized below.

 

·                  Level 1 — quoted prices in active markets for identical investments

 

·                  Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

·                  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

The Fund uses valuation techniques to measure fair value that are consistent with the market approach and/or income approach, depending on the type of the security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to convert future amounts of cash flow to a single present amount.

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

27

 

The following is a summary of the inputs used in valuing the Fund’s assets carried at fair value:

 

Description

 

Quoted Prices
(Level 1)

 

Other Significant
Observable Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Total

 

Long-term investments†:

 

 

 

 

 

 

 

 

 

 

 

 

Corporate bonds & notes:

 

 

 

 

 

 

 

 

 

 

 

 

Consumer discretionary

 

 

 

$ 73,266,384

 

 

$ 13,800

 

 

$ 73,280,184

 

Other corporate bonds & notes

 

 

 

307,788,603

 

 

 

 

307,788,603

 

Asset-backed securities

 

 

 

80

 

 

 

 

80

 

Collateralized mortgage obligation

 

 

 

1,220,708

 

 

 

 

1,220,708

 

Collateralized senior loans

 

 

 

4,231,666

 

 

 

 

4,231,666

 

Convertible bonds & notes

 

 

 

105,125

 

 

 

 

105,125

 

Sovereign bonds

 

 

 

68,037,340

 

 

 

 

68,037,340

 

Common stocks:

 

 

 

 

 

 

 

 

 

 

 

 

Energy

 

 

 

 

 

90,522

 

 

90,522

 

Other common stocks

 

$1,621,608

 

 

 

 

 

 

1,621,608

 

Convertible preferred stock

 

1,064,796

 

 

 

 

 

 

1,064,796

 

Preferred stocks:

 

 

 

 

 

 

 

 

 

 

 

 

Consumer discretionary

 

957,281

 

 

 

 

1

 

 

957,282

 

Warrants

 

 

 

75,316

 

 

26,162

 

 

101,478

 

Total long-term investments

 

$3,643,685

 

 

$454,725,222

 

 

$130,485

 

 

$458,499,392

 

Short-term investment†

 

 

 

989,000

 

 

 

 

989,000

 

Total investments

 

$3,643,685

 

 

$455,714,222

 

 

$130,485

 

 

$459,488,392

 

Other financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Forward foreign currency contracts

 

 

 

$    1,635,466

 

 

 

 

$    1,635,466

 

Interest rate swaps‡

 

 

 

(26,424

)

 

 

 

(26,424

)

Total other financial instruments

 

 

 

$    1,609,042

 

 

 

 

$    1,609,042

 

Total

 

$3,643,685

 

 

$457,323,264

 

 

$130,485

 

 

$461,097,434

 

 

 

See Schedule of Investments for additional detailed categorizations.

 

Values include any premiums paid or received with respect to swap contracts.

 

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

 

 

 

Corporate
Bonds &
Notes

 

Common Stocks

 

Preferred
Stocks

 

 

 

 

 

Investments In Securities

 

Consumer
Discretionary

 

Consumer
Discretionary

 

Energy

 

Consumer
Discretionary

 

Warrants

 

Total

 

Balance as of May 31, 2009

 

$ 1,206,667

 

 

 

$ 4,559

 

$    337

 

$ 1,211,563

 

Accrued premiums/discounts

 

49,083

 

 

 

 

 

49,083

 

Realized gain/(loss)1

 

44

 

$(694,145

)

 

0

*

 

(694,101

)

Change in unrealized appreciation (depreciation)2

 

(12,290

)

695,435

 

$ (9,097

)

(4,558

)

9,227

 

678,717

 

Net purchases (sales)

 

 

(1,290

)

99,619

 

 

16,598

 

114,927

 

Net transfers in and/or out of Level 3

 

(1,229,704

)

 

 

 

 

(1,229,704

)

Balance as of May 31, 2010

 

$      13,800

 

 

$90,522

 

$

1

 

$26,162

 

$  130,485

 

Net change in unrealized appreciation (depreciation) for investments in securities still held at May 31, 20102

 

$     (25,316

)

 

$(9,097

)

$(4,558

)

$ 9,227

 

$    (29,744

)

 

*

 

Value is less than $1.00.

1

 

This amount is included in net realized gain (loss) from investment transactions in the accompanying Statement of Operations.

2

 

This amount is included in the change in net unrealized appreciation (depreciation) in the accompanying Statement of Operations. Change in unrealized appreciation (depreciation) includes net unrealized appreciation (depreciation) resulting from changes in investment values during the reporting period and the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized.

 


 

 

28

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Notes to financial statements (cont’d)

 

(b) Repurchase agreements. The Fund may enter into repurchase agreements with institutions that its investment adviser has determined are creditworthy. Each repurchase agreement is recorded at cost. Under the terms of a typical repurchase agreement, a fund takes possession of an underlying debt obligation subject to an obligation of the seller to repurchase, and of the fund to resell, the obligation at an agreed-upon price and time, thereby determining the yield during a fund’s holding period. When entering into repurchase agreements, it is the Fund’s policy that its custodian or a third party custodian, acting on the Fund’s behalf, take possession of the underlying collateral securities, the market value of which, at all times, at least equals the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction maturity exceeds one business day, the value of the collateral is marked to market and measured against the value of the agreement in an effort to ensure the adequacy of the collateral. If the counterparty defaults, the Fund generally has the right to use the collateral to satisfy the terms of the repurchase transaction. However, if the market value of the collateral declines during the period in which the Fund seeks to assert its rights 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) Futures contracts. The Fund may use futures contracts to gain exposure to, or hedge against, changes in the value of equities, interest rates or foreign currencies. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

 

Upon entering into a futures contract, the Fund is required to deposit cash or cash equivalents with a broker in an amount equal to a certain percentage of the contract amount. This is known as the “initial margin” and subsequent payments (“variation margin”) are made or received by the Fund each day, depending on the daily fluctuation in the value of the contract. For certain futures, including foreign denominated futures, variation margin is not settled daily, but is recorded as a net variation margin payable or receivable. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. The daily changes in contract value are recorded as unrealized gains or losses in the Statement of Operations and the Fund recognizes a realized gain or loss when the contract is closed.

 

Futures contracts involve, to varying degrees, risk of loss in excess of the amounts reflected in the financial statements. 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.

 

(d) Forward foreign currency contracts. The Fund may enter into a forward foreign currency contract to hedge against foreign currency exchange rate risk on its non-U.S. dollar denominated securities or to facilitate settlement of a foreign currency denominated portfolio transaction. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price with delivery and settlement at 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 closed, through either delivery or offset by entering into another forward foreign currency contract, the Fund recognizes 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 is closed.

 

Forward foreign currency contracts involve elements of market risk in excess of the amounts reflected on 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.

 

(e) 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 fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of

 


 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

29

 

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 Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on 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.

 

(f) 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, realizing a gain or loss, and simultaneously contracts to repurchase substantially similar (same type, coupon and maturity) securities to settle on a specified future date.

 

The Fund executes its mortgage dollar rolls entirely in the to-be-announced (“TBA”) market, whereby 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 Fund accounts for mortgage dollar rolls as purchases and sales.

 

The risk of entering into mortgage dollar rolls 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 Fund’s use of the proceeds of the mortgage dollar roll may be restricted pending a determination by the counterparty, or its trustee or receiver, whether to enforce the Fund’s obligation to repurchase the securities.

 

(g) Securities traded on a to-be-announced basis. The Fund may trade securities on a 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, such as the face amount, maturity date and underlying pool of investments in U.S. government agency mortgage pass-through securities, is not announced. Securities purchased on a TBA basis are not settled until they are delivered to the Fund. Beginning on the date the Fund enters into a TBA transaction, 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.

 

(h) Stripped securities. The Fund may invest in “Stripped Securities,” a term used collectively for components, or strips, of 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. The market value of Stripped Securities will fluctuate in response to changes in economic conditions, rates of pre-payment, interest rates and the market’s 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 may increase with a longer period of maturity.

 

The yield to maturity on IO’s 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 IO’s.


 

 

 

30

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Notes to financial statements (cont’d)

 

(i) Inflation-indexed bonds. Inflation-indexed bonds are fixed-income securities whose principal value or interest rate is periodically adjusted according to the rate of inflation. As the index measuring inflation changes, the principal value or interest rate of inflation-indexed bonds will be adjusted accordingly. Inflation adjustments to the principal amount of inflation-indexed bonds are reflected as an increase or decrease to investment income on the Statement of Operations. Repayment of the original bond principal upon maturity (as adjusted for inflation) is guaranteed in the case of U.S. Treasury inflation-indexed bonds. For bonds that do not provide a similar guarantee, the adjusted principal value of the bond repaid at maturity may be less than the original principal.

 

(j) Swap agreements. The Fund may invest in swaps for the purpose of managing its exposure to interest rate, credit or market risk, or for other purposes. The use of swaps involves risks that are different from those associated with ordinary portfolio transactions.

 

Swap contracts are marked to market daily and changes in value are recorded as unrealized appreciation/(depreciation). Gains or losses are realized upon termination of the swap agreement. Periodic payments and premiums received or made by the Fund are recognized in the Statement of Operations as realized gains or losses, respectively. Collateral, in the form of restricted cash or securities, may be required to be held in segregated accounts with the Fund’s custodian in compliance with the terms of the swap contracts. Securities held as collateral for swap contracts are identified in the Schedule of Investments and restricted cash, if any, is identified on the Statement of Assets and Liabilities. Risks may exceed amounts recorded in the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts’ terms, and the possible lack of liquidity with respect to the swap agreements.

 

Payments received or made at the beginning of the measurement period are reflected as a premium or deposit, respectively, on the Statement of Assets and Liabilities. These upfront payments are amortized over the life of the swap and are recognized as realized gain or loss in the Statement of Operations. A liquidation payment received or made at the termination of the swap is recognized as realized gain or loss in the Statement of Operations. Net periodic payments received or paid by the Fund are recognized as realized gain or loss at the time of receipt or payment in the Statement of Operations.

 

Credit default swaps

 

The Fund may enter into credit default swap (“CDS”) contracts for investment purposes, to manage its credit risk or to add leverage. CDS agreements involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third party, typically corporate or sovereign issuers, on a specified obligation, or in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising a credit index. The Fund may use a CDS to provide protection against defaults of the issuers (i.e., to reduce risk where the Fund has exposure to a sovereign issuer) or to take an active long or short position with respect to the likelihood of a particular issuer’s default. As a seller of protection, the Fund generally receives an upfront payment or a stream of payments throughout the term of the swap provided that there is no credit event. If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the maximum potential amount of future payments (undiscounted) that the Fund could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. These amounts of potential payments will be partially offset by any recovery of values from the respective referenced obligations. As a seller of protection, the Fund effectively adds leverage to its portfolio because, in addition to its total net assets, the Fund is subject to investment exposure on the notional amount of the swap. As a buyer of protection, the Fund generally receives an amount up to the notional value of the swap if a credit event occurs.

 

Implied spreads are the theoretical prices a lender receives for credit default protection. When spreads rise, market perceived credit risk rises and when spreads fall, market perceived credit risk falls. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to enter into the agreement. Wider credit spreads and decreasing market values, when compared to the notional amount of the swap, represent a

 


 

 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

31

 

deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. Credit spreads utilized in determining the period end market value of credit default swap agreements on corporate or sovereign issues are disclosed in the Notes to Financial Statements and serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for credit derivatives. For credit default swap agreements on asset-backed securities and credit indices, the quoted market prices and resulting values, particularly in relation to the notional amount of the contract as well as the annual payment rate, serve as an indication of the current status of the payment/performance risk.

 

The Fund’s maximum risk of loss from counterparty risk, as the protection buyer, is the fair value of the contract (this risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty). As the protection seller, the Fund’s maximum risk is the notional amount of the contract. Credit default swaps are considered to have credit risk-related contingent features since they require payment by the protection seller to the protection buyer upon the occurrence of a defined credit event.

 

Entering into a CDS agreement involves, to varying degrees, elements of credit, market and documentation risk in excess of the related amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreement may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreement, and that there will be unfavorable changes in net interest rates.

 

Interest rate swaps

 

The Fund may enter into interest rate swap contracts. Interest rate swaps are agreements between two parties to exchange cash flows based on a notional principal amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional principal amount. Interest rate swaps are marked to market daily based upon quotations from market makers and the change, if any, is recorded as an unrealized gain or loss in the Statement of Operations. When a swap contract is terminated early, the Fund records a realized gain or loss equal to the difference between the original cost and the settlement amount of the closing transaction.

 

The risks of interest rate swaps include changes in market conditions that will affect the value of the contract or changes in the present value of the future cash flow streams and the possible inability of the counterparty to fulfill its obligations under the agreement. The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty.

 

(k) Loan participations. The Fund may invest in loans arranged through private negotiation between one or more financial institutions. The Fund’s 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 related to the loan, or any rights of off-set 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 off-set between the lender and the borrower.

 

(l) 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

 


 

 

 

32

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Notes to financial statements (cont’d)

 

shareholders. These activities are reported in the Statement of Changes in Net Assets and additional information on cash receipts and cash payments are presented in the Statement of Cash Flows.

 

(m) 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. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a credit event occurs that impacts the issuer, the Fund may halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default or credit event.

 

(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 Fund’s policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986 (the “Code”), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal income tax provision is required in the Fund’s financial statements. However, due to the timing of when distributions are made, the Fund may be subject to an excise tax of 4% of the amount by which 98% of the Fund’s annual taxable income exceeds the distributions form such taxable income for the year.

 

Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years and has concluded that as of May 31, 2010, no provision for income tax is required in the Fund’s financial statements. The Fund’s federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by Internal Revenue Service and state departments of revenue.

 

Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates. Realized gains upon disposition of Indonesian securities held by the Fund are subject to capital gains tax in that country. As of May 31, 2010, there were $3,829 of deferred capital gains tax liabilities accrued an unrealized gains.

 

(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 value per share. During the current year, the following reclassifications have been made:

 

 

Undistributed Net
Investment Income

 

Accumulated Net
Realized Loss

 

(a)

$7,384,414

 

$(7,384,414)

 

 

(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, losses from mortgage backed securities treated as capital losses for tax purposes and book/tax differences in the treatment of swaps.

 

2. Investment management agreement and other transactions with affiliates

 

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager. Western Asset Management Company (“Western Asset”), Western Asset Management Company Limited (“Western Asset Limited”) and Western Asset Management Company Pte. Ltd. (“Western Singapore”) are the Fund’s subadvisers. LMPFA, Western Asset, Western Asset Limited and Western Singapore are wholly-owned subsidiaries of Legg Mason, Inc. (“Legg Mason”).

 


 

 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

33

 

LMPFA provides administrative and certain oversight services to the Fund. The Fund pays LMPFA an investment management fee, calculated daily and paid monthly, at an annual rate of 0.85% of the Fund’s average daily net assets plus the proceeds of any outstanding borrowings.

 

LMPFA has delegated to Western Asset the day-to-day portfolio management of the Fund. Western Asset Limited and Western Singapore provide certain advisory services to the Fund relating to currency transactions and investment in non-U.S. dollar denominated securities. Western Asset Limited and Western Singapore do not receive any compensation from the Fund. For its services, LMPFA pays Western Asset 70% of the net management fee it receives from the Fund. In turn, Western Asset pays Western Asset Limited and Western Singapore a subadvisory fee of 0.30% on the assets managed by each subadviser.

 

During the periods in which the Fund is utilizing borrowings, the fee which is payable to the investment manager as a percentage of the Fund’s assets will be higher than if the Fund did not utilize borrowings because the fee is calculated as a percentage of the Fund’s net assets, including those investments purchased with 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, if any.

 

During the year ended May 31, 2010, fees waived and/or expenses reimbursed amounted to $60,892.

 

All 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, 2010, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) and U.S Government & Agency Obligations were as follows:

 

 

 

Investments

 

U.S. Government &
Agency Obligations

 

Purchases

 

$316,588,921

 

$482,208,244

 

 

Sales

 

211,711,361

 

672,794,381

 

 

 

At May 31, 2010, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were as follows:

 

Gross unrealized appreciation

$

19,015,043

 

Gross unrealized depreciation

(28,624,225

)

Net unrealized depreciation

$

(9,609,182

)

 

At May 31, 2010, the Fund had the following open forward foreign currency contracts:

 

Foreign Currency

 

Local
Currency

 

Market
Value

 

Settlement
Date

 

Unrealized
Gain(Loss)

Contracts to Buy:

 

 

 

 

 

 

 

 

 

British Pound

 

1,680,000

 

$ 2,441,094

 

8/17/2010

 

$

(24,390

)

Contracts to Sell:

 

 

 

 

 

 

 

 

 

British Pound

 

1,683,000

 

2,445,453

 

8/17/2010

 

91,670

 

British Pound

 

1,190,050

 

1,729,182

 

8/17/2010

 

53,383

 

Euro

 

929,986

 

1,144,239

 

8/17/2010

 

48,766

 

Euro

 

4,190,767

 

5,156,247

 

8/17/2010

 

210,030

 

Euro

 

11,734,324

 

14,437,709

 

8/17/2010

 

472,862

 

Euro

 

10,303,208

 

12,676,889

 

8/17/2010

 

770,704

 

Euro

 

381,453

 

469,333

 

8/17/2010

 

9,179

 

Euro

 

426,025

 

524,174

 

8/17/2010

 

3,262

 

 

 

 

 

 

 

 

 

1,659,856

 

Net unrealized gain on open forward foreign currency contracts

 

 

 

 

 

$

1,635,466

 

 


 

 

 

34

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Notes to financial statements (cont’d)

 

At May 31, 2010, the Fund did not hold any TBA securities.

 

At May 31, 2010, the Fund held the following interest rate swap contracts:

 

Swap Counterparty

 

Notional
Amount

 

Termination
Date

 

Periodic
Payments
Made
by the
Fund

 

Periodic
Payments
Received
by the
Fund

 

Upfront
Premiums
Paid/
(Received)

 

Unrealized
Depreciation

 

Interest Rate Swaps:

 

 

 

 

 

 

 

 

 

 

 

 

Credit Suisse

 

$4,271,536

 

1/2/12

 

BRL-CDI

 

10.510%

 

 

$(17,525

)*

Credit Suisse

 

2,653,585

 

1/2/12

 

BRL-CDI

 

10.560

 

 

(8,899

)*

Total

 

$6,925,121

 

 

 

 

 

 

 

 

$(26,424

)

 

Percentage shown is an annual percentage rate.

*

Security is valued in good faith at fair value by or under the direction of the Board of Trustees (See Note 1).

 

4. Derivative instruments and hedging activities

 

Financial Accounting Standards Board Codification Topic 815 (formerly, Statement of Financial Accounting Standards No. 161) (“ASC Topic 815”) requires enhanced disclosure about an entity’s derivative and hedging activities.

 

Below is a table, grouped by derivative type that provides information about the fair value and the location of derivatives within the Statement of Assets and Liabilities at May 31, 2010.

 

ASSET DERIVATIVES1

 

 

 

 

 

 

 

 

 

 

Interest Rate
Contracts
Risk

 

Foreign Exchange
Contracts
Risk

 

Total

 

Forward foreign currency contracts

 

 

$1,659,856

 

$1,659,856

 

 

LIABILITY DERIVATIVES1

 

 

 

 

 

 

 

 

 

 

Interest Rate
Contracts
Risk

 

Foreign Exchange
Contracts
Risk

 

Total

 

Swap contracts2

 

$

26,424

 

 

 

 

 

$

26,424

 

 

Forward foreign currency contracts

 

 

 

 

$

24,390

 

 

 

24,390

 

 

Total

 

$

26,424

 

 

$

24,390

 

 

$

50,814

 

 

 

1

Generally, the balance sheet location for asset derivatives is receivables/net unrealized appreciation/(depreciation) and for liability derivatives is payables/net unrealized appreciation/(depreciation).

2

Values include premiums paid/(received) on swap contracts which are shown separately in the Statement of Assets and Liabilities.

 

The following tables provide information about the effect of derivatives and hedging activities on the Fund’s Statement of Operations for the year ended May 31, 2010. The first table provides additional detail about the amounts and sources of gains/(losses) realized on derivatives during the period. The second table provides additional information about the change in unrealized appreciation/(depreciation) resulting from the Fund’s derivatives and hedging activities during the period.

 

AMOUNT OF REALIZED GAIN/(LOSS) ON DERIVATIVES RECOGNIZED

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate
Contracts
Risk

 

Foreign Exchange
Contracts
Risk

 

Credit
Contracts
Risk

 

Total

 

Futures contracts

 

$1,552,674

 

 

 

 

$

1,552,674

 

Swap contracts

 

 

 

 

$(13,612,062

)

(13,612,062

)

Forward foreign currency contracts

 

 

$(7,007

)

 

 

(7,007

)

Total

 

$1,552,674

 

$(7,007

)

 

$(13,612,062

)

$

(12,066,395

)

 


 

 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

35

 

CHANGE IN UNREALIZED APPRECIATION/(DEPRECIATION) ON DERIVATIVES RECOGNIZED

 

 

 

 

 

 

 

 

 

 

 

 

Interest Rate
Contracts
Risk

 

Foreign Exchange
Contracts
Risk

 

Credit
Contracts
Risk

 

Total

 

Futures contracts

 

$

(277,556

)

 

 

 

 

$

(277,556

)

Swap contracts

 

 

(26,424

)

 

 

 

$

19,105,605

 

19,079,181

 

Forward foreign currency contracts

 

 

 

 

$ 1,352,958

 

 

 

1,352,958

 

Total

 

$

(303,980

)

 

$1,352,958

 

 

$

19,105,605

 

$

20,154,583

 

 

During the year ended May 31, 2010, the volume of derivative activity for the Fund was as follows:

 

 

 

Average market
value

 

Futures contracts (to buy)†

 

$

10,692,788

 

Futures contracts (to sell)†

 

7,782,646

 

Forward foreign currency contracts (to buy)

 

5,466,048

 

Forward foreign currency contracts (to sell)

 

28,067,715

 

 

 

 

 

 

 

Average notional
balance‡

 

Interest rate swap contracts

 

$

6,392,419

 

Credit default swap contracts (to sell protection)†

 

25,426,923

 

 

  At May 31, 2010, there were no open positions held in this derivative.

  Amounts are denominated in U.S. dollars, unless otherwise noted.

 

The Fund has several credit related contingent features that if triggered would allow its derivatives counterparties to close out and demand payment or additional collateral to cover their exposure from the Fund. Credit related contingent features are established between the Fund and its derivatives counterparties to reduce the risk that the Fund will not fulfill its payment obligations to its counterparties. These triggering features include, but are not limited to, a percentage decrease in the Fund’s net assets and or percentage decrease in the Fund’s Net Asset Value or NAV. The contingent features are established within the Fund’s International Swap and Derivatives Association, Inc. master agreements which govern positions in swaps, over-the-counter options, and forward currency exchange contracts for each individual counterparty.

 

5. Loan

 

At of May 31, 2010, the Fund has a 364-day revolving credit agreement with a financial institution, which allows the Fund to borrow up to an aggregate amount of $100,000,000.

 

Unless renewed, this agreement terminates on May 19, 2011. The Fund pays a quarterly facility fee at an annual rate of 0.20%, on the unutilized portion of the loan. The interest on the loan is calculated at a variable rate based on the LIBOR, Fed Funds or Prime Rates plus any applicable margin. Interest expense related to the loan for the year ended May 31, 2010 was $1,382,879. For the year ended May 31, 2010, the Fund incurred a commitment fee in the amount of $291,355. At May 31, 2010, the Fund had $100,000,000 of borrowings outstanding per this credit agreement. 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, 2010, 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 1.36%.

 

6. Distributions subsequent to May 31, 2010

 

On May 17, 2010, the Board of Directors of the Fund (the “Board”) declared three dividends, each in the amount of $0.0875 per share, payable on June 25, 2010, July 30, 2010 and August 27, 2010 to shareholders of record on June 18, 2010, July 23, 2010 and August 20, 2010, respectively.

 


 

 

 

36

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

 

 

Notes to financial statements (cont’d)

 

7. Capital shares

 

On October 22, 2003, the Board authorized the Fund to repurchase from time to time in the open market up to 3,000,000 shares of the Fund’s common stock. The Board directed the management of the Fund to repurchase shares of the Fund’s common stock at such times and in such amounts as management believes will enhance shareholder value, subject to review by the Board. Since the inception of the repurchase plan, the Fund has not repurchased any shares.

 

8. Income tax information and distributions to shareholders

 

The tax character of distributions paid during the fiscal years ended May 31, was as follows:

 

 

 

2010

 

2009

 

Distributions Paid From:

 

 

 

 

 

Ordinary income

 

$31,679,674

 

$31,220,548

 

 

As of May 31, 2010, the components of accumulated earnings on a tax basis were as follows:

 

Undistributed ordinary income — net

 

$

11,618,794

 

Capital loss carryforward*

 

(66,982,871

)

Other book/tax temporary differences(a)

 

(3,186,606

)

Unrealized appreciation/(depreciation)(b)

 

(8,116,110

)

Total accumulated earnings/(losses) — net

 

$

(66,666,793

)

 

*  As of May 31, 2010, the Fund had the following net capital loss carryforward remaining:

 

Year of Expiration

 

Amount

5/31/2015

 

$

(2,706,694

)

5/31/2016

 

(928,154

)

5/31/2017

 

(2,785,848

)

5/31/2018

 

(60,562,175

)

 

 

$

(66,982,871

)

 

 

These amounts will be available to offset any future taxable capital gains.

 

 

(a)

Other book/tax temporary differences are attributable primarily to unrealized gains on certain foreign currency contracts, the deferral of post-October capital losses for tax purposes, interest accrued for tax purposes on defaulted securities and book/tax differences in the timing of the deductibility of various expenses.

(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.

 


 

 

 

 

Western Asset Global High Income Fund Inc. 2010 Annual Report

 

37

 

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. as of May 31, 2010, 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 five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

 

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, 2010, 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, 2010, 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 five-year period then ended, in conformity with U.S. generally accepted accounting principles.

 

 

New York, New York
July 22, 2010

 


 

 

 

38

 

Western Asset Global High Income Fund Inc.

 

 

 

Additional information (unaudited)

Information about Directors and Officers

 

The business and affairs of Western Asset Global High Income Fund Inc. (the “Fund”) are conducted by management under the supervision and subject to the direction of its Board of Directors. The business address of each Director is c/o R. Jay Gerken, 620 Eighth Avenue, New York, New York 10018. Information pertaining to the Directors and officers of the Fund is set forth below.

 

 

Independent Directors†:

 

Carol L. Colman

 

 

Year of birth

 

1946

Position(s) held with Fund1

 

Director and Member of the Nominating and Audit Committees, Class I

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

President, Colman Consulting Company (consulting)

Number of portfolios in fund complex overseen by Director (including the Fund)

 

22

Other board memberships held by Director

 

None

 

 

 

Daniel P. Cronin

 

 

Year of birth

 

1946

Position(s) held with Fund1

 

Director and Member of the Nominating and Audit Committees, Class I

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

Retired; formerly, Associate General Counsel, Pfizer Inc. (prior to and including 2004)

Number of portfolios in fund complex overseen by Director (including the Fund)

 

22

Other board memberships held by Director

 

None

 

 

 

Paolo M. Cucchi

 

 

Year of birth

 

1941

Position(s) held with Fund1

 

Director and Member of the Nominating and Audit Committees, Class I

Term of office1 and length of time served

 

Since 2007

Principal occupation(s) during past five years

 

Professor of French and Italian at Drew University; formerly, Vice President and Dean of College of Liberal Arts at Drew University (1984 to 2009)

Number of portfolios in fund complex overseen by Director (including the Fund)

 

22

Other board memberships held by Director

 

None

 


 

 

 

Western Asset Global High Income Fund Inc.

 

39

 

Independent Directors cont’d

 

Leslie H. Gelb

 

 

Year of birth

 

1937

Position(s) held with Fund1

 

Director and Member of the Nominating and Audit Committees, Class II

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

President Emeritus and Senior Board Fellow (since 2003), The Council on Foreign Relations; formerly, President, (prior to 2003), the Council on Foreign Relations; formerly, Columnist, Deputy Editorial Page Editor and Editor, Op-Ed Page, The New York Times

Number of portfolios in fund complex
overseen by Director (including the Fund)

 

22

Other board memberships held by Director

 

Director of two registered investment companies advised by Blackstone Asia Advisors LLC: India Fund, Inc. and Asia Tigers Fund, Inc. (since 1994)

 

 

 

William R. Hutchinson

 

 

Year of birth

 

1942

Position(s) held with Fund1

 

Director and Member of the Nominating and Audit Committees, Class II

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

President, W.R. Hutchinson & Associates Inc. (Consulting) (since 2001)

Number of portfolios in fund complex
overseen by Director (including the Fund)

 

22

Other board memberships held by Director

 

Director (Non-Executive Chairman of the Board (since December 1, 2009)), Associated Banc Corp. (banking) (since 1994)

 

 

 

Riordan Roett

 

 

Year of birth

 

1938

Position(s) held with Fund1

 

Director and Member of the Nominating and Audit Committees, Class III

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

The Sarita and Don Johnston Professor of Political Science and Director of Western Hemisphere Studies, Paul H. Nitze School of Advanced International Studies, The John Hopkins University (since 1973)

Number of portfolios in fund complex
overseen by Director (including the Fund)

 

22

Other board memberships held by Director

 

None

 


 

40

 

 

Western Asset Global High Income Fund Inc.

 

 

 

Additional information (cont’d) (unaudited)

Information about Directors and Officers

 

Independent Directors cont’d

 

Jeswald W. Salacuse

 

 

Year of birth

 

1938

Position(s) held with Fund1

 

Director and Member of the Nominating and Audit Committees, Class III

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

Henry J. Braker Professor of Commercial Law, The Fletcher School of Law and Diplomacy, Tufts University (since 1986); President and Member, Arbitration Tribunal, World Bank/ICSID (since 2004)

Number of portfolios in fund complex
overseen by Director (including the Fund)

 

22

Other board memberships held by Director

 

Director of two registered investment companies advised by Blackstone Asia Advisors LLC; India Fund, Inc. and Asia Tigers Fund, Inc. (since 1993)

 

 

 

Interested Director and Officer:

 

 

 

 

 

R. Jay Gerken, CFA2

 

 

Year of birth

 

1951

Position(s) held with Fund1

 

Director, Chairman, President and Chief Executive Officer, Class I

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

Managing Director of Legg Mason & Co., LLC (“Legg Mason & Co.”) (since 2005); Officer and Trustee/Director of 146 funds associated with Legg Mason Partners Fund Advisor, LLC (“LMPFA”) or its affiliates (since 2006) and Legg Mason & Co. predecessors (prior to 2006); President and Chief Executive Officer (“CEO”) of LMPFA (since 2006); President and CEO of Smith Barney Fund Management LLC (“SBFM”) and Citi Fund Management Inc. (“CFM”) (formerly registered investment advisers) (since 2002); formerly, Chairman, President and CEO, Travelers Investment Adviser Inc. (prior to 2005)

Number of portfolios in fund complex
overseen by Director (including the Fund)

 

133

Other board memberships held by Director

 

Former Trustee, Consulting Group Capital Markets Funds (11 funds) (prior to 2006)

 

 

 

Additional Officers:

 

 

 

 

 

Ted P. Becker

 

 

Legg Mason

 

 

620 Eighth Avenue, New York, NY 10018

 

 

Year of birth

 

1951

Position(s) held with Fund1

 

Chief Compliance Officer

Term of office1 and length of time served

 

Since 2006

Principal occupation(s) during past five years

 

Director of Global Compliance at Legg Mason (since 2006); Chief Compliance Officer of LMPFA (since 2006); Managing Director of Compliance of Legg Mason & Co. (since 2005); Chief Compliance Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2006) and Legg Mason & Co. predecessors (prior to 2006)

 


 

 

 

Western Asset Global High Income Fund Inc.

 

41

 

Additional Officers cont’d

 

John Chiota

 

 

Legg Mason

 

 

100 First Stamford Place, Stamford, CT 06902

 

 

Year of birth

 

1968

Position(s) with Fund1

 

Identity Theft Prevention Officer

Term of office1 and length of time served

 

Since 2008

Principal occupation(s) during past five years

 

Identity Theft Prevention Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2008); Chief Anti-Money Laundering Compliance Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2006); Vice President of Legg Mason & Co. (since 2006) and Legg Mason & Co. predecessors (prior to 2006); formerly, Chief Anti-Money Laundering Compliance Officer of TD Waterhouse (prior to 2004)

 

 

 

Robert I. Frenkel

 

 

Legg Mason

 

 

100 First Stamford Place, Stamford, CT 06902

 

 

Year of birth

 

1954

Position(s) held with Fund1

 

Secretary and Chief Legal Officer

Term of office1 and length of time served

 

Since 2003

Principal occupation(s) during past five years

 

Vice President and Deputy General Counsel of Legg Mason (since 2006); Managing Director and General Counsel of Global Mutual Funds for Legg Mason & Co. (since 2006) and Legg Mason & Co. predecessors (since 1994); Secretary and Chief Legal Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2006) and Legg Mason & Co. predecessors (prior to 2006)

 

 

 

Thomas C. Mandia

 

 

Legg Mason

 

 

100 First Stamford Place, Stamford, CT 06902

 

 

Year of birth

 

1962

Position(s) held with Fund1

 

Assistant Secretary

Term of office1 and length of time served

 

Since 2006

Principal occupation(s) during past five years

 

Managing Director and Deputy General Counsel of Legg Mason & Co. (since 2005) and Legg Mason & Co. predecessors (prior to 2005); Secretary of LMPFA (since 2006); Assistant Secretary of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2006) and Legg Mason & Co. predecessors (prior to 2006); Secretary of SBFM and CFM (since 2002)

 

 

 

Kaprel Ozsolak

 

 

Legg Mason

 

 

55 Water Street, New York, NY 10041

 

 

Year of birth

 

1965

Position(s) held with Fund1

 

Chief Financial Officer

Term of office1 and length of time served

 

Since 2007

Principal occupation(s) during past five years

 

Director of Legg Mason & Co. (since 2005); Chief Financial Officer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2007) and Legg Mason & Co. predecessors (prior to 2007); formerly, Treasurer of certain mutual funds associated with Legg Mason & Co. or its affiliates (prior to 2010) and Legg Mason & Co. predecessors (prior to 2005); formerly, Controller of certain mutual funds associated with Legg Mason & Co. predecessors (prior to 2004)

 


 

42

 

 

Western Asset Global High Income Fund Inc.

 

 

 

Additional information (cont’d) (unaudited)

Information about Directors and Officers

 

Additional Officers cont’d

 

Steven Frank

 

 

Legg Mason

 

 

55 Water Street, New York, NY 10041

 

 

Year of birth

 

1967

Position(s) held with Fund1

 

Treasurer

Term of office1 and length of time served

 

Since 2010

Principal occupation(s) during past five years

 

Vice President of Legg Mason & Co. and Legg Mason & Co. predecessors (since 2008); Treasurer of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2010); formerly, Controller of certain mutual funds associated with Legg Mason & Co. or its affiliates (prior to 2010); formerly, Assistant Controller of certain mutual funds associated with Legg Mason & Co. predecessors (prior to 2005)

 

 

 

Jeanne M. Kelly

 

 

Legg Mason

 

 

620 Eighth Avenue, New York, NY 10018

 

 

Year of birth

 

1951

Position(s) with Fund1

 

Senior Vice President

Term of office1 and length of time served

 

Since 2007

Principal occupation(s) during past five years

 

Senior Vice President of certain mutual funds associated with Legg Mason & Co. or its affiliates (since 2007); Senior Vice President of LMPFA (since 2006); Managing Director of Legg Mason & Co. (since 2005) and Legg Mason & Co. predecessors (prior to 2005)

 

Directors who are not “interested persons” of the Fund within the meaning of Section (a)(19) of the 1940 Act.

1

 The Fund’s 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 2011, year 2012 and year 2010, respectively, or thereafter in each case when their respective successors are duly elected and qualified. The Fund’s executive officers are chosen each year at the first meeting of the Fund’s 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 is an “interested person” of the Fund as defined in the 1940 Act because Mr. Gerken is an officer of LMPFA and certain of its affiliates.

 


 

 

 

Western Asset Global High Income Fund Inc.

 

43

 

Annual chief executive officer and
chief financial officer certifications
(unaudited)

 

The Fund’s Chief Executive Officer (“CEO”) has submitted to the NYSE the required annual certification and the Fund also has included the certifications of the Fund’s CEO and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act in the Fund’s Form N-CSR filed with the SEC for the period of this report.

 


 

44

 

 

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 Agent’s investment of the most 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.

 


 

 

 

Western Asset Global High Income Fund Inc.

 

45

 

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.

 


 

46

 

 

Western Asset Global High Income Fund Inc.

 

 

 

Important tax information (unaudited)

 

The following information is provided with respect to the distributions paid during the taxable year ended May 31, 2010:

 

Distributions Paid:

 

06/01/09 -
12/31/09

 

01/01/2010 -
05/31/2010

 

Interest from Federal Obligations

 

1.75%

 

.39%

 

 

The law varies in each state as to whether and what percentage of dividend income attributable to Federal obligations is exempt from state income tax. We recommend that you consult with your tax adviser to determine if any portion of the dividends you received is exempt from state income taxes.

 

Please retain this information for your records.

 


 

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Western Asset

Global High Income Fund Inc.

 

Directors

 

Western Asset Global High Income Fund Inc.

 

Independent registered public accounting firm

Carol L. Colman

 

55 Water Street

 

KPMG LLP

Daniel P. Cronin

 

New York, NY 10041

 

345 Park Avenue

Paolo M. Cucchi

 

 

 

New York, NY 10154

Leslie H. Gelb

 

Investment manager

 

 

R. Jay Gerken, CFA

 

Legg Mason Partners Fund Advisor, LLC

 

Legal counsel

Chairman

 

 

 

Simpson Thacher & Bartlett LLP

William R. Hutchinson

 

Subadvisers

 

425 Lexington Avenue

Riordan Roett

 

Western Asset Management Company

 

New York, NY 10017-3909

Jeswald W. Salacuse

 

Western Asset Management Company Limited

 

 

 

 

Wester Asset Management Company Pte. Ltd.

 

New York Stock Exchange Symbol

Officers

 

 

 

EHI

R. Jay Gerken, CFA

 

Custodian

 

 

President and Chief Executive Officer

 

State Street Bank and Trust Company

 

 

Kaprel Ozsolak

 

1 Lincoln Street

 

 

Chief Financial Officer

 

Boston, MA 02111

 

 

Ted P. Becker

 

 

 

 

Chief Compliance Officer

 

Transfer agent

 

 

John Chiota

 

American Stock Transfer & Trust Company

 

 

Identity Theft Prevention Officer

 

59 Maiden Lane

 

 

Robert I. Frenkel

 

New York, NY 10038

 

 

Secretary and Chief Legal Officer

 

 

 

 

Thomas C. Mandia

 

 

 

 

Assistant Secretary

 

 

 

 

Steven Frank

 

 

 

 

Treasurer

 

 

 

 

Jeanne M. Kelly

 

 

 

 

Senior Vice President

 

 

 

 

 


 

Privacy policy

 

We are committed to keeping nonpublic personal information about you secure and confidential. This notice is intended to help you understand how we fulfill this commitment. From time to time, we may collect a variety of personal information about you, including:

 

·  Information we receive from you on applications and forms, via the telephone, and through our websites;

 

·  Information about your transactions with us, our affiliates, or others (such as your purchases, sales, or account balances); and

 

·  Information we receive from consumer reporting agencies.

 

We do not disclose nonpublic personal information about our customers or former customers, except to our affiliates (such as broker-dealers or investment advisers with the Legg Mason family of companies) or as is otherwise permitted by applicable law or regulation. For example, we may share this information with others in order to process your transactions or service an account. We may also provide this information to companies that perform marketing services on our behalf, such as printing and mailing, or to other financial institutions with whom we have joint marketing agreements. When we enter into such agreements, we will require these companies to protect the confidentiality of this information and to use it only to perform the services for which we hired them.

 

With respect to our internal security procedures, we maintain physical, electronic, and procedural safeguards to protect your nonpublic personal information, and we restrict access to this information.

 

If you decide at some point either to close your account(s) or become an inactive customer, we will continue to adhere to our privacy policies and practices with respect to your nonpublic personal information.

 

 

 

 

 

 

 

 

NOT PART OF THE ANNUAL REPORT

 

 

 

 

 

 

 

 


 

Western Asset Global High Income Fund Inc.

 

Western Asset Global High Income Fund Inc.
55 Water Street
New York, New York 10041

 

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, 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 Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s 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 1-888-777-0102.

 

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 are available (1) without charge, upon request, by calling 1-888-777-0102, (2) on the Fund’s website at www.leggmason.com/cef and (3) on the SEC’s website at www.sec.gov.

 

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 7/10 SR10-1135

 


 

ITEM 2.                  CODE OF ETHICS.

 

The registrant has adopted a code of ethics that applies to the registrant’s 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, the chairman of the Board’s Audit Committee, possesses the 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 committee 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, 2009 and May 31, 2010 (the “Reporting Periods”) for professional services rendered by the Registrant’s principal accountant (the “Auditor”) for the audit of the Registrant’s 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 $59,500 in 2009 and $62,700 in 2010.

 

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 Registrant’s financial statements were $14,200 in 2009 and $0 in 2010.

 

In addition, there were no Audit-Related Fees billed in the Reporting Period for assurance and related services by the Auditor to the Registrant’s 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.

 

(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 $5,550 in 2009 and $3,100 in 2010. 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) for the Item 4 for the Western Asset Global High Income Fund Inc..

 

All Other Fees. There were no other non-audit services rendered by the Auditor to Legg Mason Partners Fund Advisors, LLC (“LMPFA”), and any entity controlling, controlled by or under common control with LMPFA 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 Committee’s 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 LMPFA 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 Fund’s 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 implements 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 Western Asset Global High Income Fund Inc., the percentage of fees that were approved by the audit committee, with respect to: Audit-Related Fees were 100% and 100% for 2009 and 2010; Tax Fees were 100% and 100% for 2009 and 2010; and Other Fees were 100% and 100% for 2009 and 2010.

 

(f) N/A

 

(g) Non-audit fees billed by the Auditor for services rendered to Western Asset Global High Income Fund Inc., LMPFA and any entity controlling, controlled by, or under common control with LMPFA that provides ongoing services to Western Asset Global High Income Fund Inc. during the reporting period were $0 in 2010.

 

(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 Accountant’s 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

 

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) delegates the responsibility for voting proxies for the fund to the subadviser through its contracts with the subadviser. The subadviser will use its 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 the 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.

 

The subadviser’s Proxy Voting Policies and Procedures govern in determining how proxies relating to the fund’s portfolio securities are voted and are provided below.  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 fund’s website at http://www.leggmason.com/individualinvestors  and (3) on the SEC’s website at http://www.sec.gov.

 

Background

 

Western Asset Management Company (“WA”), Western Asset Management Company Limited (“WAML”) and Western Asset Management Company Pte. Ltd. (“WAMC”) (together “Western Asset”) have 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”). Our authority to vote the proxies of our clients is established through investment management agreements or comparable documents, and our proxy voting guidelines have been tailored to reflect these specific contractual obligations. 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.

 

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 (except that WA, WAML and WAMC may so consult and agree with each other) regarding the voting of any securities owned by its clients.

 

Policy

 

Western Asset’s proxy voting procedures are designed and implemented in a way that is reasonably expected to ensure that proxy matters are handled in the best interest of our clients. 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 Western Asset’s 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 Western Asset deems appropriate).

 

Procedures

 

Responsibility and Oversight

 

The Western Asset 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

 

Prior to August 1, 2003, all existing client investment management agreements (“IMAs”) will be reviewed to determine whether Western Asset has authority to vote client proxies. 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. Prior to August 1, 2003, Proxy Recipients of existing clients will be reminded of the appropriate routing to Corporate Actions for proxy materials received and reminded of their responsibility to forward all proxy materials on a timely basis. 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 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. 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 client’s 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. 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 analyst’s or portfolio manager’s basis for their decision is documented and maintained by the Compliance Department.

 



 

f. 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 Asset’s 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 Asset’s written response to both verbal and written client requests.

 

e. A proxy log including:

1. Issuer name;

2. Exchange ticker symbol of the issuer’s 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 issuer’s management team.

 

Records are maintained in an easily accessible place for five years, the first two in Western Asset’s offices.

 

Disclosure

 

Part II of the WA Form ADV, the WAML Form ADV and WAMC Form ADV, each, contain a description of Western Asset’s proxy policies. Prior to August 1, 2003, Western Asset will deliver Part II of its revised Form ADV to all existing clients, along with a letter identifying the new disclosure. 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 Compliance Department for material conflicts of interest. Issues to be reviewed include, but are not limited to:

 



 

1. Whether Western Asset (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 Asset or an officer or director of Western Asset 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 Asset’s 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 company’s 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 company’s 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 company’s 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 stock’s 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 company’s 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 company’s 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 company’s 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 company’s 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 company’s proxy statement. These proposals generally seek to change some aspect of a company’s corporate governance structure or to change some aspect of its business operations. Western Asset votes in accordance with the recommendation of the company’s 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 Asset’s 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 foreign 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 company’s outstanding common stock where shareholders do not have preemptive rights, or (2) the issuance of common stock in excess of 100% of a company’s 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 from 1998 to 2008; Senior Advisor/Chief Investment Officer Emeritus of Western Asset.

 

 

 

 

 

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 from 2000 to 2008; Chief Investment Officer of Western Asset since 2008.

 

 

 

 

 

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.

 

 

 

 

 

Michael C. Buchanan

 

Since 2006

 

Co-portfolio manager of the fund; Managing Director and head of U.S. Credit

 



 

Western Asset
385 East Colorado Blvd.
Pasadena, CA 91101

 

 

 

Products from 2003-2005 at Credit Suisse Asset Management

 

 

 

 

 

Ryan K. Brist

Western Asset
385 East Colorado Blvd.
Pasadena, CA 91101

 

Since 2010

 

Co-portfolio manager of the fund; Head of U.S. Investment Grade Credit of Western Asset since 2009; Chief Investment Officer and Portfolio Manager at Logan Circle Partners, L.P. from 2007-2009; Co-Chief Investment Officer and Senior Portfolio Manager at Delaware Investment Advisors from 2000-2007

 

 

 

 

 

Andres Sanchez Balcazar

Western Asset
385 East Colorado Blvd.
Pasadena, CA 91101

 

Since 2010

 

Co-portfolio manager of the fund; portfolio manager and research analyst at Western Asset since 2005; Fund manager at Merrill Lynch Investment Managers, London from 2000 to 2004.

 

(a)(2): DATA TO BE PROVIDED BY FINANCIAL CONTROL

 

The following tables set forth certain additional information with respect to the fund’s portfolio managers for the fund. Unless noted otherwise, all information is provided as of May 31, 2010.

 

Other Accounts Managed by Portfolio Managers

 

The table below identifies the number of accounts (other than the fund) for which the fund’s 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.

 

 

 

Registered

 

Other Pooled

 

 

Portfolio

 

Investment

 

Investment

 

Other

Manager(s)

 

Companies

 

Vehicles

 

Accounts

 

 

 

 

 

 

 

S. Kenneth Leech

 

106 registered investment companies with $174.2

 

231 Other pooled investment vehicles

 

801 Other accounts with $182.6 on in total

 

 



 

 

 

billion in total assets under management

 

with $105.5 billion in assets under management*

 

assets under management**

 

 

 

 

 

 

 

Stephen A. Walsh

 

106 registered investment companies with $174.2 billion in total assets under management

 

231 Other pooled investment vehicles with $105.5 billion in assets under management*

 

801 Other accounts with $182.6 billion in total assets under management**

 

 

 

 

 

 

 

Keith J. Gardner

 

44 registered investment companies with $26.9 billion in total assets under management

 

6 Other pooled investment vehicles with $0.6 billion in assets under management

 

3 Other accounts with $0.4 billion in total assets under management

 

 

 

 

 

 

 

Michael C. Buchanan

 

52 registered investment Companies with $30.0 billion in total assets Under management

 

6 Other pooled investment vehicles with $3.0 billion in assets under management

 

11 Other accounts with $1.6 billion in total assets under management

 

 

 

 

 

 

 

Ryan K. Brist

 

5 registered investment Companies with $1.0 billion in total assets Under management

 

4 Other pooled investment vehicles with $3.7 billion in assets under management***

 

18 Other accounts with $4.4 billion in total assets under management****

 

 

 

 

 

 

 

Andres Sanchez Balcazar

 

6 registered investment companies with $1.2 billion in total assets under management

 

17 Other pooled investment vehicles with $1.0 billion in assets under management

 

15 Other accounts with $4.4 billion in total assets under management+

 


*

 

Includes 6 accounts managed, totaling $1.1 billion, for which advisory fee is performance based.

**

 

Includes 88 accounts managed, totaling $24.7 billion, for which advisory fee is performance based.

***

 

Includes 1 account managed, totaling $0.1 billion, for which advisory fee is performance based.

****

 

Includes 2 accounts managed, totaling $0.2 billion, for which advisory fee is performance based.

+

 

Includes 4 accounts managed, totaling $1.6 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 Firm’s portfolios, but they are not solely responsible for particular portfolios.  Western Asset’s 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 Asset’s 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, Western Asset’s compensation system assigns each employee a total compensation range, which is derived from annual market surveys that benchmark each role with its 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, the subadviser’s employees are eligible for bonuses. These are structured to closely align the interests of employees with those of the subadviser, and are determined by the professional’s job function and pre-tax performance as measured by a formal review process. All bonuses are completely discretionary. The principal factor considered is a portfolio manager’s investment performance versus appropriate peer groups and benchmarks (e.g., a securities index and with respect to a fund, the benchmark set forth in the fund’s Prospectus to which the fund’s average annual total returns are compared or, if none, the benchmark set forth in the fund’s annual report). Performance is reviewed on a 1, 3 and 5 year basis for compensation—with 3 years having the most emphasis. The subadviser may also measure a portfolio manager’s pre-tax investment performance against other benchmarks, as it determines appropriate. Because portfolio managers are generally responsible for multiple accounts (including the funds) with similar investment strategies, they are generally compensated on the performance of the aggregate group of similar accounts, rather than a specific account. Other factors that may be considered when making bonus decisions include client service, business development, length of service to the subadviser, management or supervisory responsibilities, contributions to developing business strategy and overall contributions to the subadviser’s 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 stock options and long-term incentives that vest over a set period of time past the award date.

 

Potential Conflicts of Interest

 

Conflicts of Interest

 

The manager, subadvisers and portfolio managers have interests which conflict with the interests of the fund. There is no guarantee that the policies and procedures adopted by the manager, the subadvisers and the fund will be able to identify or mitigate these conflicts of interest.

 

Some examples of material conflicts of interest include:

 

Allocation of Limited Time and Attention. A portfolio manager who is responsible for managing multiple funds and/or accounts may devote unequal time and attention to the management of those funds and/or accounts. A portfolio manager may not be able to formulate as complete a strategy or identify equally attractive investment opportunities for each of those funds and accounts as might be the case if he or she were to devote substantially more attention to the management of a single fund. Such a portfolio manager may make general determinations across multiple funds, rather than tailoring a unique approach for each fund. The effects of this conflict may be more pronounced where funds and/or accounts overseen by a particular portfolio manager have different investment strategies.

 

Allocation of Limited Investment Opportunities; Aggregation of Orders. If a portfolio manager identifies a limited investment opportunity that may be suitable for multiple funds and/or accounts, the opportunity may be allocated among these several funds or accounts, which may limit the fund’s ability to take full advantage of the investment opportunity. Additionally, a subadviser may aggregate transaction orders for multiple accounts for purpose of execution. Such aggregation may cause the price or brokerage costs to be less favorable to a particular client than if similar transactions were not being executed concurrently for other accounts. In addition, a subadviser’s trade allocation policies may result in the fund’s orders not being fully executed or being delayed in execution.

 



 

Pursuit of Differing Strategies. At times, a portfolio manager may determine that an investment opportunity may be appropriate for only some of the funds and/or accounts for which he or she exercises investment responsibility, or may decide that certain of the funds and/or accounts should take differing positions with respect to a particular security. In these cases, the portfolio manager may place separate transactions for one or more funds or accounts which may affect the market price of the security or the execution of the transaction, or both, to the detriment or benefit of one or more other funds and/or accounts. For example, a portfolio manager may determine that it would be in the interest of another account to sell a security that the fund holds long, potentially resulting in a decrease in the market value of the security held by the fund.

 

Cross Trades. Portfolio managers may manage funds that engage in cross trades, where one of the manager’s funds or accounts sells a particular security to another fund or account managed by the same manager. Cross trades may pose conflicts of interest because of, for example, the possibility that one account sells a security to another account at a higher price than an independent third party would pay or otherwise enters into a transaction that it would not enter into with an independent party, such as the sale of a difficult-to-obtain security.

 

Selection of Broker/Dealers. Portfolio managers may select or influence the selection of the brokers and dealers that are used to execute securities transactions for the funds and/or accounts that they supervise. In addition to executing trades, some brokers and dealers provide subadvisers with brokerage and research services, These services may be taken into account in the selection of brokers and dealers whether a broker is being selected to effect a trade on an agency basis for a commission or (as is normally the case for the funds) whether a dealer is being selected to effect a trade on a principal basis. This may result in the payment of higher brokerage fees and/or execution at a less favorable price than might have otherwise been available. The services obtained may ultimately be more beneficial to certain of the manager’s funds or accounts than to others (but not necessarily to the funds that pay the increased commission or incur the less favorable execution). A decision as to the selection of brokers and dealers could therefore yield disproportionate costs and benefits among the funds and/or accounts managed.

 

Variation in Financial and Other Benefits. A conflict of interest arises where the financial or other benefits available to a portfolio manager differ among the funds and/or accounts that he or she manages. If the amount or structure of the investment manager’s management fee and/or a portfolio manager’s compensation differs among funds and/or accounts (such as where certain funds or accounts pay higher management fees or performance-based management fees), the portfolio manager might be motivated to help certain funds and/or accounts over others. Similarly, the desire to maintain assets under management or to enhance the portfolio manager’s performance record or to derive other rewards, financial or otherwise, could influence the portfolio manager in affording preferential treatment to those funds and/or accounts that could most significantly benefit the portfolio manager. A portfolio manager may, for example, have an incentive to allocate favorable or limited opportunity investments or structure the timing of investments to favor such funds and/or accounts. Also, a portfolio manager’s or the manager’s or a subadviser’s desire to increase assets under management could influence the portfolio manager to keep a fund open for new investors without regard to potential benefits of closing the fund to new investors. Additionally, the portfolio manager might be motivated to favor funds and/or accounts in which he or she has an ownership interest or in which the investment manager and/or its affiliates have ownership interests. Conversely, if a portfolio manager does not personally hold an investment in the fund, the portfolio manager’s conflicts of interest with respect to the fund may be more acute.

 

Related Business Opportunities. The investment manager or its affiliates may provide more services (such as distribution or recordkeeping) for some types of funds or accounts than for others. In such cases, a portfolio manager may benefit, either directly or indirectly, by devoting disproportionate attention to the management of funds and/or accounts that provide greater overall returns to the investment manager and its affiliates.

 



 

(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, 2010.

 

Portfolio Manager(s)

 

Dollar Range of
Portfolio
Securities
Beneficially
Owned

S. Kenneth Leech

 

C

Stephen A. Walsh

 

E

Keith J. Gardner

 

A

Michael C. Buchanan

 

D

Ryan K. Brist

 

A

Andres Sanchez Balcazar

 

A

 

Dollar Range ownership is as follows:
A: none
B: $1 - $10,000
C: 10,001 - $50,000
D: $50,001 - $100,000
E: $100,001 - $500,000
F: $500,001 - $1 million
G: over $1 million

 

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 registrant’s principal executive officer and principal financial officer have concluded that the registrant’s 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 registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s last fiscal half-year (the registrant’s second fiscal half-year in the case of an annual report) that have materially affected, or are likely to

 



 

materially affect the registrant’s 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 4, 2010

 

 

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 4, 2010

 

 

By:

/s/ Kaprel Ozsolak

 

 

(Kaprel Ozsolak)

 

Chief Financial Officer of

 

Western Asset Global High Income Fund Inc.

 

 

Date:

August 4, 2010