-----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, PF6LVIQBwatN3UEZ+L4CqJqnOquOq1RbukufQMBjNeNCOhJFvHSI3O4WpW0lgHru Dpz8GNt7ae8QMjcWsklBjw== 0001193125-06-196307.txt : 20060925 0001193125-06-196307.hdr.sgml : 20060925 20060925123513 ACCESSION NUMBER: 0001193125-06-196307 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060925 DATE AS OF CHANGE: 20060925 EFFECTIVENESS DATE: 20060925 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: 061106094 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 Variable Portfolios V CENTRAL INDEX KEY: 0001026107 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-07893 FILM NUMBER: 061106095 BUSINESS ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 800-625-4554 MAIL ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: Legg Mason Partners Variable Annuity Portfolios V DATE OF NAME CHANGE: 20060711 FORMER COMPANY: FORMER CONFORMED NAME: VARIABLE ANNUITY PORTFOLIOS DATE OF NAME CHANGE: 20040802 FORMER COMPANY: FORMER CONFORMED NAME: VARIABLE ANNUITY PORTFOLIOS / DATE OF NAME CHANGE: 19981030 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Legg Mason Partners Variable Portfolios III, Inc. CENTRAL INDEX KEY: 0000919557 IRS NUMBER: 133767311 STATE OF INCORPORATION: MD FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-08372 FILM NUMBER: 061106096 BUSINESS ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: 212-291-2556 MAIL ADDRESS: STREET 1: CITIGROUP ASSET MANAGEMENT STREET 2: 125 BROAD STREET, 10TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: TRAVELERS SERIES FUND INC DATE OF NAME CHANGE: 19980122 FORMER COMPANY: FORMER CONFORMED NAME: SMITH BARNEY TRAVELERS SERIES FUND INC DATE OF NAME CHANGE: 19940613 FORMER COMPANY: FORMER CONFORMED NAME: SBA VARIABLE PRODUCTS SERIES FUND INC DATE OF NAME CHANGE: 19940228 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEGG MASON PARTNERS VARIABLE PORTFOLIOS II CENTRAL INDEX KEY: 0000874835 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-06310 FILM NUMBER: 061106097 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: GREENWICH STREET SERIES FUND DATE OF NAME CHANGE: 19970902 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON SERIES FUND DATE OF NAME CHANGE: 19920929 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: 061106098 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 0000810271 S000010846 Legg Mason Partners Variable Growth and Income Portfolio C000030082 Legg Mason Partners Variable Growth and Income Portfolio 0000874835 S000004414 Legg Mason Partners Variable Growth & Income Portfolio C000012174 Class I C000012175 Class II 0000874835 S000004416 Legg Mason Partners Variable Capital and Income Portfolio C000012177 Legg Mason Partners Variable Capital and Income Portfolio 0000919557 S000004457 Legg Mason Partners Variable Large Cap Value Portfolio C000012233 Legg Mason Partners Variable Large Cap Value Portfolio 0001026107 S000010849 Legg Mason Partners Variable Small Cap Growth Opportunities Portfolio C000030085 Legg Mason Partners Variable Small Cap Growth Opportunities Portfolio 0001047909 S000008887 Legg Mason Partners Variable All Cap Portfolio C000024201 Class I C000024202 Class II 0001047909 S000008893 Legg Mason Partners Variable Total Return Portfolio C000024213 Class I C000024214 Class II DEFA14A 1 ddefa14a.htm LEGG MASON PARTNERS SCHEDULE 14A LEGG MASON PARTNERS SCHEDULE 14A

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 PARTNERS INVESTMENT SERIES

LEGG MASON PARTNERS VARIABLE PORTFOLIOS I, INC.

LEGG MASON PARTNERS VARIABLE PORTFOLIOS II

LEGG MASON PARTNERS VARIABLE PORTFOLIOS III, INC.

LEGG MASON PARTNERS VARIABLE PORTFOLIOS V


(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:


EVERY SHAREHOLDER’S VOTE IS IMPORTANT

 

  Your Proxy Vote is important!
  And now you can Proxy Vote by PHONE or the INTERNET.
  It saves Money! Telephone and Internet voting saves postage costs. Savings which can help minimize expenses.
  It saves Time! Telephone and Internet voting is instantaneous – 24 hours a day.
  It’s Easy! Just follow these simple steps:
  1. Read your proxy statement and have it at hand.
  2. Call toll-free 1-866-877-0438, or go to website: https://vote.proxy-direct.com
  3. Follow the recorded or on-screen directions.
  4. Do not mail your Proxy Card when you vote by phone or the Internet.

Please detach at perforation before mailing.

 

PROXY   PROXY

LEGG MASON PARTNERS FUNDS

SALOMON BROTHERS FUNDS

SPECIAL MEETING OF SHAREHOLDERS

OCTOBER 19, 2006 AT 2:00 P.M.

PROXY IS SOLICITED BY THE BOARD OF DIRECTORS/TRUSTEES. The undersigned holder of shares hereby appoints R. Jay Gerken, Robert I Frenkel, Thomas C. Mandia and Rocco Del Guercio attorneys and proxies for the undersigned, each with full powers of substitution and revocation, to represent the undersigned and to vote on behalf of the undersigned all shares of the Acquired Fund that the undersigned is entitled to vote at the Special Meeting of Shareholders of the Acquired Fund to be held at the offices of Bingham McCutchen LLP, 399 Park Avenue, 19th Floor, New York, New York 10022 on October 19, 2006 at 2:00 P.M., and any adjournments or postponements thereof. The undersigned hereby acknowledges receipt of the Notice of Special Meeting and Proxy Statement/Prospectus dated September 11, 2006 and hereby instructs said attorneys and proxies to vote said shares as indicated herein. In their discretion, the proxies are authorized to vote upon such other business as may properly come before the Special Meeting or any adjournments or postponements thereof. A majority of the proxies present and acting at the Special Meeting in person or by substitute (or if only one shall be present, then that one) shall have and may exercise all of the power and authority of said proxies hereunder. The undersigned hereby revokes any proxy previously given.

 

    VOTE VIA THE TELEPHONE: 1-866-877-0438
    VOTE VIA THE INTERNET: https://vote.proxy-direct.com
      999 9999 9999 999         
           
    Note: Please sign exactly as your name appears on this Proxy. If joint owners, EITHER may sign this Proxy. When signing as attorney, executor, administrator, trustee, guardian or corporate officer, please give your full title.
                                                                                                   
    Signature(s)        
                                                                                                   
    Title(s), if applicable        
                                                                                          , 2006
    Date       VAR_16661


EVERY SHAREHOLDER’S VOTE IS IMPORTANT

 

 

PORTFOLIO

  PORTFOLIO

[Names of applicable Portfolio held by shareholder to be inserted]

  [Names of applicable Portfolio held by shareholder to be inserted]

[Names of applicable Portfolio held by shareholder to be inserted]

  [Names of applicable Portfolio held by shareholder to be inserted]

[Names of applicable Portfolio held by shareholder to be inserted]

  [Names of applicable Portfolio held by shareholder to be inserted]

[Names of applicable Portfolio held by shareholder to be inserted]

 

Please detach at perforation before mailing.

This proxy, if properly executed, will be voted in the manner directed by the undersigned shareholder. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED FOR APPROVAL OF THE PROPOSAL.

PLEASE MARK VOTES AS IN THIS EXAMPLE:    n

 

1. To approve the Agreement and Plan of Reorganization, providing for (i) the acquisition of all of the assets and the assumption of all of the liabilities of the Acquired Fund, in exchange for shares of the Acquiring Fund to be distributed to the shareholders of the Acquired Fund, and (ii) the subsequent termination of the Acquired Fund.

 

¨  To vote all Portfolios FOR;    ¨  to vote all Portfolios AGAINST;    ¨  to ABSTAIN votes for all Portfolios;  or vote separately by Portfolios below.

 

ACQUIRED PORTFOLIO

     ACQUIRING PORTFOLIO      FOR      AGAINST      ABSTAIN

Portfolio Drop In

     Portfolio Drop In       ¨            ¨                  ¨

Portfolio Drop In

     Portfolio Drop In       ¨            ¨                  ¨

Portfolio Drop In

     Portfolio Drop In       ¨            ¨                  ¨

Portfolio Drop In

     Portfolio Drop In       ¨            ¨                  ¨

Portfolio Drop In

     Portfolio Drop In       ¨            ¨                  ¨

Portfolio Drop In

     Portfolio Drop In       ¨            ¨                  ¨

Portfolio Drop In

     Portfolio Drop In       ¨            ¨                  ¨

 

2. To transact any other business which may properly come before the Special Meeting or any adjournments or postponements thereof.

NOTE: YOUR PROXY IS NOT VALID UNLESS IT IS SIGNED ON THE REVERSE SIDE.

 

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