-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IQnmn5Sj8TpoNytNSzuIzRag+VvphiZTcLdMknAO42KRGWYQR4hbr6/5Jnxflf+V MjVblqjPnRV8A/5v0PqR/A== 0001193125-06-241087.txt : 20061122 0001193125-06-241087.hdr.sgml : 20061122 20061122165840 ACCESSION NUMBER: 0001193125-06-241087 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20061122 DATE AS OF CHANGE: 20061122 EFFECTIVENESS DATE: 20061122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARNTERS FUNDS TRUST CENTRAL INDEX KEY: 0000794047 IRS NUMBER: 046554307 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05034 FILM NUMBER: 061236991 BUSINESS ADDRESS: STREET 1: 21 MILK STREET STREET 2: 5TH FLOOR CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 212 291-2554 MAIL ADDRESS: STREET 1: LEGG MASON & CO., LLC STREET 2: 125 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SALOMON FUNDS TRUST DATE OF NAME CHANGE: 20010716 FORMER COMPANY: FORMER CONFORMED NAME: CITIFUNDS TAX FREE INCOME TRUST DATE OF NAME CHANGE: 19981030 FORMER COMPANY: FORMER CONFORMED NAME: LANDMARK NEW YORK TAX FREE INCOME FUND DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARTNERS ARIZONA MUNICIPALS FUND, INC CENTRAL INDEX KEY: 0000811706 IRS NUMBER: 000000000 FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05066 FILM NUMBER: 061236992 BUSINESS ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 800-451-2010 MAIL ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY ARIZONA MUNICIPALS FUND INC DATE OF NAME CHANGE: 20051219 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY ARIZONA MUNICIPALS FUNDS INC DATE OF NAME CHANGE: 19950125 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY SHEARSON ARIZONA MUNICIPALS FUND INC DATE OF NAME CHANGE: 19931015 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARTNERS SECTOR SERIES, INC. CENTRAL INDEX KEY: 0000797480 IRS NUMBER: 133444708 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-04757 FILM NUMBER: 061236994 BUSINESS ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 800-451-2010 MAIL ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY SECTOR SERIES INC. DATE OF NAME CHANGE: 20051215 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY SECTOR SERIES FUNDS DATE OF NAME CHANGE: 20010627 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY NATURAL RESOURCES FUND INC DATE OF NAME CHANGE: 19960116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARTNERS MUNICIPAL FUNDS CENTRAL INDEX KEY: 0000775370 IRS NUMBER: 136861405 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-04395 FILM NUMBER: 061236995 BUSINESS ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 800-451-2010 MAIL ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY MUNI FUNDS DATE OF NAME CHANGE: 19940225 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY MUNI BOND FUNDS DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: MUNI BOND FUNDS DATE OF NAME CHANGE: 19910804 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARTNERS INVESTMENT FUNDS, INC. CENTRAL INDEX KEY: 0000355747 IRS NUMBER: 133089608 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-03275 FILM NUMBER: 061236997 BUSINESS ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 800-451-2010 MAIL ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY INVESTMENT FUNDS INC DATE OF NAME CHANGE: 20060105 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY INVESTMENT FUNDS INC /MD/ DATE OF NAME CHANGE: 20010308 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY SHEARSON INVESTMENT FUNDS INC DATE OF NAME CHANGE: 19931015 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON INVESTORS TRUST INC CENTRAL INDEX KEY: 0000904046 IRS NUMBER: 521828993 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-07692 FILM NUMBER: 061236998 BUSINESS ADDRESS: STREET 1: 100 LIGHT ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 1-800-368-2558 MAIL ADDRESS: STREET 1: 100 LIGHT ST STREET 2: 23RD FLOOR CITY: BALTIMORE STATE: MD ZIP: 21202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON TAX FREE INCOME FUND CENTRAL INDEX KEY: 0000869906 IRS NUMBER: 521712700 STATE OF INCORPORATION: MA FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-06223 FILM NUMBER: 061236999 BUSINESS ADDRESS: STREET 1: 100 LIGHT STREET 23RD FLOOR CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 1-800-368-2558 MAIL ADDRESS: STREET 1: 100 LIGHT STREET 23RD FLOOR STREET 2: 100 LIGHT STREET 23RD FLOOR CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: LEGG MASON TAX EXEMPT INCOME FUND DATE OF NAME CHANGE: 19910530 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARTNERS VARIABLE PORTFOLIOS I, INC. CENTRAL INDEX KEY: 0001047909 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-08443 FILM NUMBER: 061236990 BUSINESS ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 800-446-1013 MAIL ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SALOMON BROTHERS VARIABLE SERIES FUNDS INC DATE OF NAME CHANGE: 19971016 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARTNERS INVESTMENT SERIES CENTRAL INDEX KEY: 0000810271 IRS NUMBER: 000000000 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-05018 FILM NUMBER: 061236996 BUSINESS ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 800-451-2010 MAIL ADDRESS: STREET 1: 125 BROAD STREET STREET 2: 10TH FLOOR, MF-2 CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY INVESTMENT SERIES DATE OF NAME CHANGE: 20010306 FORMER COMPANY: FORMER CONFORMED NAME: CONCERT INVESTMENT SERIES DATE OF NAME CHANGE: 19980224 FORMER COMPANY: FORMER CONFORMED NAME: COMMON SENSE TRUST DATE OF NAME CHANGE: 19920703 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Legg Mason Partners Series Funds, Inc. CENTRAL INDEX KEY: 0000862502 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-06087 FILM NUMBER: 061236993 BUSINESS ADDRESS: STREET 1: LEGG MASON & CO., LLC STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-291-2556 MAIL ADDRESS: STREET 1: LEGG MASON & CO., LLC STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: SALOMON BROTHERS SERIES FUNDS INC DATE OF NAME CHANGE: 19920703 0000355747 S000008862 Legg Mason Partners Multiple Discipline Funds - All Cap and International Fund C000024119 Class A sbjax C000024120 Class B sbzbx C000024121 Class C sbjcx C000024122 Class Y sbqyx 0000355747 S000008865 Legg Mason Partners Multiple Discipline Funds - Global All Cap Growth and Value Fund C000024131 Class Y C000024132 Class A spgax C000024133 Class B spggx C000024134 Class C spglx 0000355747 S000008866 Legg Mason Partners Multiple Discipline Funds - Large Cap Growth and Value Fund C000024135 Class Y C000024136 Class A spsax C000024137 Class B spsbx C000024138 Class C spslx 0000775370 S000008990 Legg Mason Partners Florida Municipals Fund C000024418 Class A C000024419 Class B C000024420 Class C C000024421 Class Y 0000775370 S000008991 Legg Mason Partners Georgia Municipals Fund C000024422 Class A C000024423 Class B C000024424 Class C C000024425 Class Y 0000775370 S000008994 Legg Mason Partners National Municipals Fund C000024433 Class A C000024434 Class B C000024435 Class C C000024436 Class Y 0000794047 S000009895 Legg Mason Partners National Tax Free Bond Fund C000027383 Class A CFNIX C000027384 Class B SNABX C000027385 Class C SNALX C000027386 Class O SNAOX 0000794047 S000009896 Legg Mason Partners New York Tax Free Bond Fund C000027387 Class A CFTNX C000027388 Class B SNFBX C000027389 Class C SNFLX C000027390 Class O SNFOX 0000797480 S000004133 Legg Mason Partners Technology Fund C000011581 Class Y C000011582 Class A sbtax C000011583 Class B sbtbx C000011584 Class C sbqlx 0000810271 S000008934 Legg Mason Partners Growth and Income Fund C000024266 Class O C000024267 Class Y C000024268 Class P C000024269 Class A SSWAX C000024270 Class B SSWBX C000024271 Class C SSWZX C000024272 Class 1 CGINX 0000811706 S000004134 LEGG MASON PARTNERS ARIZONA MUNICIPALS FUNDS, INC C000011585 Class Y C000011586 Class A slazx C000011587 Class B sazbx C000011588 Class C sazlx 0000862502 S000009885 Legg Mason Partners New York Municipal Money Market Fund C000027354 Class A C000027355 Class B C000027356 Class C C000027357 Class O SBNXX 0000869906 S000000676 Legg Mason Pennsylvania Tax-Free Income Trust C000001930 Primary Class LGPAX C000023149 Institutional Class 0000869906 S000000677 Legg Mason Tax-Free Intermediate-Term Income Trust C000001931 Primary Class LTITX C000023150 Institutional Class 0000904046 S000000671 Legg Mason Financial Services Fund C000001920 Institutional Class LMNFX C000001921 Financial Intermediary Class LGAFX C000001922 Primary Class LMFNX 0001047909 S000008890 Legg Mason Partners Variable Large Cap Growth Portfolio C000024207 Class I C000024208 Class II DEFA14A 1 ddefa14a.htm DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES

EXCHANGE ACT OF 1934

(AMENDMENT NO.    )

 

Filed by the Registrant x   Filed by a Party other than the Registrant ¨

Check the appropriate box:

 

¨  Preliminary Proxy Statement

 

¨  Confidential, for Use of Commission Only (as permitted by Rule 14a-6(e)(2))

 

¨  Definitive Proxy Statement

 

x  Definitive Additional Materials

 

¨  Soliciting Material Pursuant to § 240.14a-12

 

 

LEGG MASON INVESTORS TRUST, INC.

LEGG MASON TAX-FREE INCOME FUND

LEGG MASON PARTNERS ARIZONA MUNICIPALS FUND, INC.

LEGG MASON PARTNERS FUNDS TRUST

LEGG MASON PARTNERS INVESTMENT FUNDS, INC.

LEGG MASON PARTNERS INVESTMENT SERIES

LEGG MASON PARTNERS MUNICIPAL FUNDS

LEGG MASON PARTNERS SECTOR SERIES, INC.

LEGG MASON PARTNERS SERIES FUNDS, INC

LEGG MASON PARTNERS VARIABLE PORTFOLIOS I, INC.

(Name of Registrant as Specified In Its Charter)

 

 

 

(Name of Person(s) filing Proxy Statement, if other than Registrant)

 

Payment of Filing Fee (Check the appropriate box):

 

x  No fee required.

 

¨  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

  (1)  Title of each class of securities to which transaction applies:

 

 
  (2)  Aggregate number of securities to which transaction applies:

 

 
  (3)  Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

 
  (4)  Proposed maximum aggregate value of transaction:

 

 
  (5)  Total fee paid:

 

 

 

¨  Fee paid previously with preliminary materials.

 

¨  Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

  (1)  Amount Previously Paid:

 

 
  (2)  Form, Schedule or Registration Statement No.:

 

 
  (3)  Filing Party:

 

 
  (4)  Date Filed:

 

 

Revised 8 23 06

OPENING FOR ALL SCENARIOS:

If Shareholder is an Individual:

Hello, my name is                     , and I’m calling on behalf of Legg Mason. May I please speak with                     ? Briefly, I wanted to be sure you received a proxy statement and proxy card for the special meeting of shareholders of                      Fund to be held on October 4, 2006. Has that arrived? For confirmation purposes, may I please have your city, state, and zip code? Thank you.

If Shareholder is a Corporation or other entity:

Hello, my name is                     , and I’m calling on behalf of Legg Mason. May I please speak with                     ? Briefly, I wanted to be sure you received a proxy statement and proxy card for the special meeting of shareholders of                      Fund to be held on October 4, 2006. Has that arrived? For confirmation purposes, may I please have your full name and title? Are you authorized to vote this account?

SCENARIO 1:

If Shareholder says that they HAVE NOT received the proxy statement and proxy card:

Step 1:

I would like to mail you another set of proxy materials. Do you still live at (address)?

You should receive your materials within 7 to 10 business days.

Step 2:

I would like to leave you with our toll free number. If you have any questions or would like to vote over the phone, please call <CFS toll free>. When calling, please refer to record #             . Representatives are available from 9:00 a.m. to 11:00 p.m. Eastern time, Monday through Friday, and 12 pm to 6 pm on Saturday and will be happy to assist with your vote or any questions about the proxy. Thank you for investing with Legg Mason and have a nice day/evening!

After Shareholder Response:

Thank you for your time. Have a nice day/evening!

SCENARIO 2:

If Solicitor reaches Answering Machine:

This message is to remind you that a special meeting of shareholders of the              Fund is scheduled for October 4, 2006. You should have recently received a proxy statement in the mail. To quickly vote your shares over the telephone, simply call             . When calling, please refer to record #             . Representatives are available from 9:00 a.m. to 11:00 p.m. Eastern time Monday through Friday, and 12 pm to 6 pm on Saturday and will be happy to assist with your vote or any questions about the proxy. Your vote is important! Thank you for investing with Legg Mason and have a nice day/evening!

SCENARIO 3:

Step 1:

A. If Shareholder says that they HAVE received the proxy statement and proxy card:

Have you had a chance to return your proxy card yet?

Step 2:

B. If Shareholder says that they HAVE returned the proxy card:

For whatever reason, that vote has not yet registered. To ensure that your vote is registered for the upcoming meeting, I can quickly assist you with that over the phone today.

Step 3:

C. If Shareholder says that they DO NOT want to place a vote over the phone:

Mr./Ms.             , your vote is important to the fund. It will only take a moment of your time to ensure that your vote is registered. The Board recommends a vote in favor of the proposal. Would you like to register a vote along with the recommendations of your Board?

(If “yes”-follow step 4E. If “no”-follow step 4F)

D. If Shareholder says that they DO want to place a vote over the phone:

The Board recommends a vote in favor of the proposal. Would you like to register a vote along with the recommendations of your Board?

Step 4:

E. If Shareholder DOES want to vote with the Board:

I am recording your              vote and will send you a printed confirmation to (address). Please review your confirmation when you receive it and call <CFS toll free> immediately if your voting instructions are not correctly reflected in the confirmation. For confirmation purposes, may I have the city, state and zip code that we’ll be mailing your confirmation to?

E(1.) If the account has duplicates:

Mr./Ms             , you own additional investments in (list all fund names). Have you received the proxy statements and proxy cards for these accounts?

If YES-ask if shareholder would like to vote the accounts.

If NO- CONFIRM ADDRESS AND REMAIL PROXY MATERIALS.

E(2.) After Shareholder Response:

Thank you for your time and your vote. Please note that you will be receiving additional proxy materials regarding other proposed matters in the future and we would appreciate your vote at that time as well. Thank you for investing with Legg Mason and have a nice day/evening!

F. If Shareholder DOES NOT want to vote with the Board:

Would you like to review the proposal and vote on the item?

F(1.) If Shareholder DECLINES to vote:

Thank you for your time. We will look forward to receiving your vote.

F(2.) If Shareholder AGREES to vote:

READ proposal directly from the proxy statement AND ANSWER ANY QUESTIONS.

The Board recommends a vote in favor of the proposal. How would you like to register your vote?

F(2.)A. If Shareholder DECLINES to Vote:

Thank you for your time. We will look forward to receiving your vote. Have a nice day/evening!

F(2.)B. If Shareholder AGREES to Vote:

I am recording your                      vote and will send you a printed confirmation to (address). Please review your confirmation when you receive it and call <CFS toll free> immediately if your voting instructions are not correctly reflected in the confirmation. For confirmation purposes, may I have the city, state and zip code that we’ll be mailing your confirmation to?

If the account has duplicates:

Mr./Ms                     , you own additional investments in (list all fund names). Have you received the proxy statements and proxy cards for these accounts?

If YES-ask if shareholder would like to vote the accounts.

If NO- CONFIRM ADDRESS AND REMAIL PROXY MATERIALS.

After Shareholder Response:

Please note that you will be receiving additional proxy materials regarding other proposed matters in the future and we would appreciate your vote at that time as well. Thank you for investing with Legg Mason and have a nice day/evening!

SCENARIO 4:

Step 1:

A. If Shareholder says that they HAVE received the proxy statement and proxy card:

Have you had a chance to return your proxy card?

Step 2:

B. If Shareholder says that they HAVE NOT yet returned the proxy card:

To ensure your vote is registered for the upcoming meeting I can quickly assist you with that over the phone today.

Step 3:

C. If Shareholder says that they DO NOT want to place a vote over the phone:

Mr./Ms.                     , your vote is important to the fund. It will only take a moment of your time to ensure that your vote is registered. The Board recommends a vote in favor of the proposal. Would you like to register a vote along with the recommendations of your Board?

 

(If “yes”-follow step 4E. If “no”-follow step 4F)

D. If Shareholder says that they DO want to place a vote over the phone:

The Board recommends a vote in favor of the proposal. Would you like to register a vote along with the recommendations of your Board?

Step 4:

E. If Shareholder DOES want to vote with the Board:

I am recording your              vote and will send you a printed confirmation to (address). Please review your confirmation when you receive it and call <CFS toll free> immediately if your voting instructions are not correctly reflected in the confirmation. For confirmation purposes, may I have the city, state and zip code that we’ll be mailing your confirmation to?

E(1.) If the account has duplicates:

Mr./Ms             , you own additional investments in (list all fund names). Have you received the proxy statements and proxy cards for these accounts?

If YES-ask if shareholder would like to vote the accounts.

If NO- CONFIRM ADDRESS AND REMAIL PROXY MATERIALS.

E(2.) After Shareholder Response:

Thank you for your time and your vote. Please note that you will be receiving additional proxy materials regarding other proposed matters in the future and we would appreciate your vote at that time as well. Thank you for investing with Legg Mason and have a nice day/evening!

F. If Shareholder DOES NOT want to vote with the Board:

Would you like to review the proposal and vote on the item?

F(1.) If Shareholder DECLINES to vote:

I would like to leave you with our toll free number. If you have any questions or would like to vote over the phone, please call <CFS toll free>. When calling, please refer to record #             . Representatives are available from 9:00 a.m. to 11:00 p.m. Eastern time, Monday through Friday, and 12 pm to 6 pm on Saturday and will be happy to assist with your vote or any questions about the proxy. Thank you for investing with Legg Mason and have a nice day/evening!

F(2.) If Shareholder AGREES to vote:

READ proposal directly from the proxy statement AND ANSWER ANY QUESTIONS

The Board recommends a vote in favor of the proposal. How would you like to register your vote?

F(2.)A. If Shareholder DECLINES to Vote:

I would like to leave you with our toll free number. If you have any questions or would like to vote over the phone, please call <CFS toll free>. When calling, please refer to record #             . Representatives are available from 9:00 a.m. to 11:00 p.m. Eastern time, Monday through Friday, and 12pm to 6pm on Saturday and will be happy to assist with your vote or any questions about the proxy. Thank you for investing with Legg Mason and have a nice day/evening!

F(2.)B. If Shareholder AGREES to Vote:

I am recording your              vote on a written proxy card. I will forward it to the fund and will send you a printed confirmation to (address). Please review your confirmation when you receive it and call <CFS toll free> immediately if your voting instructions are not correctly reflected in the confirmation. For confirmation purposes, may I have the city, state and zip code that we’ll be mailing your confirmation to?

If the account has duplicates:

Mr./Ms             , you own additional investments in (list all fund names). Have you received the proxy statements and proxy cards for these accounts?

If YES-ask if shareholder would like to vote the accounts.

If NO- CONFIRM ADDRESS AND REMAIL PROXY MATERIALS.

After Shareholder Response:

Thank you for your time and your vote. Please note that you will be receiving additional proxy materials regarding other proposed matters in the future and we would appreciate your vote at that time as well. Thank you for investing with Legg Mason and have a nice day/evening!

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