|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
31
|
Statements of changes in net assets
|
|
|
|
|
|
|
|
|
For the Six Months Ended August 31, 2013 (unaudited)
and the Year Ended February 28, 2013
|
|
August 31
|
|
|
February 28
|
|
|
|
|
Operations:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
105,582,442
|
|
|
$
|
213,340,408
|
|
Net realized gain
|
|
|
15,766,219
|
|
|
|
2,242,392
|
|
Change in net unrealized appreciation (depreciation)
|
|
|
(560,977,171)
|
|
|
|
166,955,878
|
|
Increase (Decrease) in Net Assets From Operations
|
|
|
(439,628,510)
|
|
|
|
382,538,678
|
|
|
|
|
Distributions to Shareholders From (Notes 1 and 6):
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(105,161,786)
|
|
|
|
(212,457,432)
|
|
Decrease in Net Assets From Distributions to
Shareholders
|
|
|
(105,161,786)
|
|
|
|
(212,457,432)
|
|
|
|
|
Fund Share Transactions (Note 7):
|
|
|
|
|
|
|
|
|
Net proceeds from sale of shares
|
|
|
369,721,126
|
|
|
|
1,230,506,176
|
|
Reinvestment of distributions
|
|
|
90,210,793
|
|
|
|
182,530,878
|
|
Cost of shares repurchased
|
|
|
(1,151,442,702)
|
|
|
|
(1,123,530,061)
|
|
Increase (Decrease) in Net Assets From Fund Share
Transactions
|
|
|
(691,510,783)
|
|
|
|
289,506,993
|
|
Increase (Decrease) in Net Assets
|
|
|
(1,236,301,079)
|
|
|
|
459,588,239
|
|
|
|
|
Net Assets:
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
5,813,243,599
|
|
|
|
5,353,655,360
|
|
End of period*
|
|
$
|
4,576,942,520
|
|
|
$
|
5,813,243,599
|
|
* Includes undistributed net investment income of:
|
|
|
$2,331,730
|
|
|
|
$1,911,074
|
|
See Notes to Financial
Statements.
|
|
|
32
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
Financial highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For a share of each class of
beneficial interest outstanding throughout each year ended February 28,
unless otherwise noted:
|
|
Class 1 Shares
1
|
|
2013
2
|
|
|
2013
|
|
|
2012
3
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$17.26
|
|
|
|
$16.74
|
|
|
|
$14.94
|
|
|
|
$15.87
|
|
|
|
$14.34
|
|
|
|
$15.03
|
|
|
|
|
|
|
|
|
Income (loss) from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.33
|
|
|
|
0.68
|
|
|
|
0.74
|
|
|
|
0.75
|
|
|
|
0.77
|
|
|
|
0.75
|
|
Net realized and unrealized gain (loss)
|
|
|
(1.71)
|
|
|
|
0.52
|
|
|
|
1.80
|
|
|
|
(0.93)
|
|
|
|
1.53
|
|
|
|
(0.70)
|
|
Total income (loss) from operations
|
|
|
(1.38)
|
|
|
|
1.20
|
|
|
|
2.54
|
|
|
|
(0.18)
|
|
|
|
2.30
|
|
|
|
0.05
|
|
|
|
|
|
|
|
|
Less distributions from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(0.33)
|
|
|
|
(0.68)
|
|
|
|
(0.74)
|
|
|
|
(0.75)
|
|
|
|
(0.77)
|
|
|
|
(0.74)
|
|
Net realized gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.00)
|
4
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(0.33)
|
|
|
|
(0.68)
|
|
|
|
(0.74)
|
|
|
|
(0.75)
|
|
|
|
(0.77)
|
|
|
|
(0.74)
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
|
$15.55
|
|
|
|
$17.26
|
|
|
|
$16.74
|
|
|
|
$14.94
|
|
|
|
$15.87
|
|
|
|
$14.34
|
|
Total return
5
|
|
|
(8.07)
|
%
|
|
|
7.28
|
%
|
|
|
17.42
|
%
|
|
|
(1.20)
|
%
|
|
|
16.34
|
%
|
|
|
0.35
|
%
|
|
|
|
|
|
|
|
Net assets, end of period (millions)
|
|
|
$26
|
|
|
|
$30
|
|
|
|
$30
|
|
|
|
$29
|
|
|
|
$34
|
|
|
|
$33
|
|
|
|
|
|
|
|
|
Ratios to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expenses
|
|
|
0.64
|
%
6
|
|
|
0.60
|
%
|
|
|
0.62
|
%
|
|
|
0.62
|
%
|
|
|
0.64
|
%
|
|
|
0.65
|
%
|
Net expenses
7,8
|
|
|
0.64
|
6
|
|
|
0.52
|
9
|
|
|
0.50
|
9
|
|
|
0.49
|
9
|
|
|
0.49
|
9
|
|
|
0.51
|
9
|
Net investment income
|
|
|
3.98
|
6
|
|
|
4.00
|
|
|
|
4.73
|
|
|
|
4.81
|
|
|
|
5.01
|
|
|
|
5.04
|
|
|
|
|
|
|
|
|
Portfolio turnover rate
|
|
|
8
|
%
|
|
|
10
|
%
|
|
|
14
|
%
|
|
|
43
|
%
|
|
|
40
|
%
|
|
|
75
|
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
For the six months ended August 31, 2013 (unaudited).
|
3
|
For the year ended February 29, 2012.
|
4
|
Amount represents less than $0.01 per share.
|
5
|
Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance
arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
|
7
|
The impact of compensating balance arrangements, if any, was less than 0.01%.
|
8
|
As a result of an expense limitation arrangement, effective January 1, 2013, the ratio of expenses, other than brokerage, interest, taxes, extraordinary
expenses and acquired fund fees and expenses, to average net assets of Class 1 shares will not exceed the total net annual operating expenses of Class A. This expense limitation arrangement cannot be terminated prior to December 31, 2014
without the Board of Trustees consent. Prior to January 1, 2013, the expense limitation did not exceed the total net annual operating expenses of Class A shares less the 12b-1 differential of 0.15%.
|
9
|
Reflects fee waivers and/or expense reimbursements.
|
See Notes to Financial Statements.
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
33
|
Financial highlights (contd)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For a share of each class of
beneficial interest outstanding throughout each year ended February 28,
unless otherwise noted:
|
|
Class A Shares
1
|
|
2013
2
|
|
|
2013
|
|
|
2012
3
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$17.31
|
|
|
|
$16.79
|
|
|
|
$14.99
|
|
|
|
$15.92
|
|
|
|
$14.39
|
|
|
|
$15.07
|
|
|
|
|
|
|
|
|
Income (loss) from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.33
|
|
|
|
0.66
|
|
|
|
0.72
|
|
|
|
0.73
|
|
|
|
0.75
|
|
|
|
0.73
|
|
Net realized and unrealized gain (loss)
|
|
|
(1.71)
|
|
|
|
0.52
|
|
|
|
1.80
|
|
|
|
(0.93)
|
|
|
|
1.53
|
|
|
|
(0.69)
|
|
Total income (loss) from operations
|
|
|
(1.38)
|
|
|
|
1.18
|
|
|
|
2.52
|
|
|
|
(0.20)
|
|
|
|
2.28
|
|
|
|
0.04
|
|
|
|
|
|
|
|
|
Less distributions from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(0.33)
|
|
|
|
(0.66)
|
|
|
|
(0.72)
|
|
|
|
(0.73)
|
|
|
|
(0.75)
|
|
|
|
(0.72)
|
|
Net realized gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.00)
|
4
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(0.33)
|
|
|
|
(0.66)
|
|
|
|
(0.72)
|
|
|
|
(0.73)
|
|
|
|
(0.75)
|
|
|
|
(0.72)
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
|
$15.60
|
|
|
|
$17.31
|
|
|
|
$16.79
|
|
|
|
$14.99
|
|
|
|
$15.92
|
|
|
|
$14.39
|
|
Total return
5
|
|
|
(8.05)
|
%
|
|
|
7.14
|
%
|
|
|
17.21
|
%
|
|
|
(1.32)
|
%
|
|
|
16.13
|
%
|
|
|
0.28
|
%
|
|
|
|
|
|
|
|
Net assets, end of period (millions)
|
|
|
$2,949
|
|
|
|
$3,687
|
|
|
|
$3,527
|
|
|
|
$3,581
|
|
|
|
$3,928
|
|
|
|
$3,129
|
|
|
|
|
|
|
|
|
Ratios to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expenses
|
|
|
0.66
|
%
6
|
|
|
0.65
|
%
|
|
|
0.65
|
%
|
|
|
0.64
|
%
|
|
|
0.64
|
%
|
|
|
0.66
|
%
|
Net expenses
7
|
|
|
0.66
|
6
|
|
|
0.65
|
|
|
|
0.65
|
|
|
|
0.64
|
|
|
|
0.64
|
|
|
|
0.66
|
8,9
|
Net investment income
|
|
|
3.96
|
6
|
|
|
3.87
|
|
|
|
4.59
|
|
|
|
4.66
|
|
|
|
4.86
|
|
|
|
4.91
|
|
|
|
|
|
|
|
|
Portfolio turnover rate
|
|
|
8
|
%
|
|
|
10
|
%
|
|
|
14
|
%
|
|
|
43
|
%
|
|
|
40
|
%
|
|
|
75
|
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
For the six months ended August 31, 2013 (unaudited).
|
3
|
For the year ended February 29.
|
4
|
Amount represents less than $0.01 per share.
|
5
|
Performance figures, exclusive of sales charges, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of
compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
|
7
|
The impact of compensating balance arrangements, if any, was less than 0.01%.
|
8
|
Reflects fee waivers and/or expense reimbursements.
|
9
|
Effective February 2, 2007, the manager has contractually agreed to waive fees and/or reimburse operating expenses (other than brokerage, taxes, and
extraordinary expenses) to limit total annual operating expenses to 0.67% of average net assets for Class A until July 1, 2008.
|
See Notes to Financial Statements.
|
|
|
34
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For a share of each class of
beneficial interest outstanding throughout each year ended February 28,
unless otherwise noted:
|
|
Class B Shares
1
|
|
2013
2
|
|
|
2013
|
|
|
2012
3
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$17.31
|
|
|
|
$16.79
|
|
|
|
$15.02
|
|
|
|
$15.93
|
|
|
|
$14.40
|
|
|
|
$15.09
|
|
|
|
|
|
|
|
|
Income (loss) from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.28
|
|
|
|
0.56
|
|
|
|
0.63
|
|
|
|
0.64
|
|
|
|
0.66
|
|
|
|
0.65
|
|
Net realized and unrealized gain (loss)
|
|
|
(1.71)
|
|
|
|
0.52
|
|
|
|
1.79
|
|
|
|
(0.93)
|
|
|
|
1.53
|
|
|
|
(0.69)
|
|
Proceeds from settlement of a regulatory matter
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.07
|
|
|
|
|
|
|
|
|
|
Total income (loss) from operations
|
|
|
(1.43)
|
|
|
|
1.08
|
|
|
|
2.42
|
|
|
|
(0.22)
|
|
|
|
2.19
|
|
|
|
(0.04)
|
|
|
|
|
|
|
|
|
Less distributions from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(0.28)
|
|
|
|
(0.56)
|
|
|
|
(0.65)
|
|
|
|
(0.69)
|
|
|
|
(0.66)
|
|
|
|
(0.65)
|
|
Net realized gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.00)
|
4
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(0.28)
|
|
|
|
(0.56)
|
|
|
|
(0.65)
|
|
|
|
(0.69)
|
|
|
|
(0.66)
|
|
|
|
(0.65)
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
|
$15.60
|
|
|
|
$17.31
|
|
|
|
$16.79
|
|
|
|
$15.02
|
|
|
|
$15.93
|
|
|
|
$14.40
|
|
Total return
5
|
|
|
(8.34)
|
%
|
|
|
6.52
|
%
|
|
|
16.50
|
%
|
|
|
(1.46)
|
%
6
|
|
|
15.47
|
%
|
|
|
(0.32)
|
%
|
|
|
|
|
|
|
|
Net assets, end of period (millions)
|
|
|
$43
|
|
|
|
$54
|
|
|
|
$64
|
|
|
|
$76
|
|
|
|
$103
|
|
|
|
$121
|
|
|
|
|
|
|
|
|
Ratios to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expenses
|
|
|
1.28
|
%
7
|
|
|
1.23
|
%
|
|
|
1.26
|
%
|
|
|
1.23
|
%
|
|
|
1.22
|
%
|
|
|
1.21
|
%
|
Net expenses
8
|
|
|
1.28
|
7
|
|
|
1.23
|
|
|
|
1.26
|
|
|
|
1.23
|
|
|
|
1.22
|
|
|
|
1.20
|
9,10
|
Net investment income
|
|
|
3.34
|
7
|
|
|
3.30
|
|
|
|
3.98
|
|
|
|
4.06
|
|
|
|
4.30
|
|
|
|
4.35
|
|
|
|
|
|
|
|
|
Portfolio turnover rate
|
|
|
8
|
%
|
|
|
10
|
%
|
|
|
14
|
%
|
|
|
43
|
%
|
|
|
40
|
%
|
|
|
75
|
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
For the six months ended August 31, 2013 (unaudited).
|
3
|
For the year ended February 29.
|
4
|
Amount represents less than $0.01 per share.
|
5
|
Performance figures, exclusive of CDSC, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating
balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
|
6
|
The total return reflects a payment received due to the settlement of a regulatory matter. Absent this payment, the total return would have been (1.92)%. Class B
received $453,456 related to this distribution.
|
8
|
The impact of compensating balance arrangements, if any, was less than 0.01%.
|
9
|
Reflects fee waivers and/or expense reimbursements.
|
10
|
Effective February 2, 2007, the manager has contractually agreed to waive fees and/or reimburse operating expenses (other than brokerage, taxes, and
extraordinary expenses) to limit total annual operating expenses to 1.18% of average net assets for Class B until July 1, 2008.
|
See Notes to Financial Statements.
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
35
|
Financial highlights (contd)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For a share of each class of
beneficial interest outstanding throughout each year ended February 28,
unless otherwise noted:
|
|
Class C Shares
1
|
|
2013
2
|
|
|
2013
|
|
|
2012
3
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$17.32
|
|
|
|
$16.80
|
|
|
|
$15.00
|
|
|
|
$15.93
|
|
|
|
$14.40
|
|
|
|
$15.08
|
|
|
|
|
|
|
|
|
Income (loss) from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.29
|
|
|
|
0.57
|
|
|
|
0.63
|
|
|
|
0.64
|
|
|
|
0.66
|
|
|
|
0.64
|
|
Net realized and unrealized gain (loss)
|
|
|
(1.71)
|
|
|
|
0.51
|
|
|
|
1.80
|
|
|
|
(0.93)
|
|
|
|
1.53
|
|
|
|
(0.68)
|
|
Total income (loss) from operations
|
|
|
(1.42)
|
|
|
|
1.08
|
|
|
|
2.43
|
|
|
|
(0.29)
|
|
|
|
2.19
|
|
|
|
(0.04)
|
|
|
|
|
|
|
|
|
Less distributions from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(0.29)
|
|
|
|
(0.56)
|
|
|
|
(0.63)
|
|
|
|
(0.64)
|
|
|
|
(0.66)
|
|
|
|
(0.64)
|
|
Net realized gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.00)
|
4
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(0.29)
|
|
|
|
(0.56)
|
|
|
|
(0.63)
|
|
|
|
(0.64)
|
|
|
|
(0.66)
|
|
|
|
(0.64)
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
|
$15.61
|
|
|
|
$17.32
|
|
|
|
$16.80
|
|
|
|
$15.00
|
|
|
|
$15.93
|
|
|
|
$14.40
|
|
Total return
5
|
|
|
(8.31)
|
%
|
|
|
6.54
|
%
|
|
|
16.55
|
%
|
|
|
(1.88)
|
%
|
|
|
15.49
|
%
|
|
|
(0.27)
|
%
|
|
|
|
|
|
|
|
Net assets, end of period (millions)
|
|
|
$826
|
|
|
|
$1,050
|
|
|
|
$966
|
|
|
|
$908
|
|
|
|
$777
|
|
|
|
$466
|
|
|
|
|
|
|
|
|
Ratios to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expenses
|
|
|
1.22
|
%
6
|
|
|
1.21
|
%
|
|
|
1.21
|
%
|
|
|
1.20
|
%
|
|
|
1.20
|
%
|
|
|
1.21
|
%
|
Net expenses
7
|
|
|
1.22
|
6
|
|
|
1.21
|
|
|
|
1.21
|
|
|
|
1.20
|
|
|
|
1.20
|
|
|
|
1.21
|
|
Net investment income
|
|
|
3.40
|
6
|
|
|
3.31
|
|
|
|
4.02
|
|
|
|
4.10
|
|
|
|
4.28
|
|
|
|
4.38
|
|
|
|
|
|
|
|
|
Portfolio turnover rate
|
|
|
8
|
%
|
|
|
10
|
%
|
|
|
14
|
%
|
|
|
43
|
%
|
|
|
40
|
%
|
|
|
75
|
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
For the six months ended August 31, 2013 (unaudited).
|
3
|
For the year ended February 29.
|
4
|
Amount represents less than $0.01 per share.
|
5
|
Performance figures, exclusive of CDSC, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating
balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
|
7
|
The impact of compensating balance arrangements, if any, was less than 0.01%.
|
See Notes to Financial Statements.
|
|
|
36
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For a share of each class of
beneficial interest outstanding throughout each year ended February 28,
unless otherwise noted:
|
|
Class I Shares
1
|
|
2013
2
|
|
|
2013
|
|
|
2012
3
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
|
|
|
|
|
|
Net asset value, beginning of period
|
|
|
$17.34
|
|
|
|
$16.82
|
|
|
|
$15.01
|
|
|
|
$15.94
|
|
|
|
$14.41
|
|
|
|
$15.09
|
|
|
|
|
|
|
|
|
Income (loss) from operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
0.34
|
|
|
|
0.68
|
|
|
|
0.74
|
|
|
|
0.76
|
|
|
|
0.77
|
|
|
|
0.75
|
|
Net realized and unrealized gain (loss)
|
|
|
(1.71)
|
|
|
|
0.52
|
|
|
|
1.81
|
|
|
|
(0.94)
|
|
|
|
1.53
|
|
|
|
(0.68)
|
|
Total income (loss) from operations
|
|
|
(1.37)
|
|
|
|
1.20
|
|
|
|
2.55
|
|
|
|
(0.18)
|
|
|
|
2.30
|
|
|
|
0.07
|
|
|
|
|
|
|
|
|
Less distributions from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(0.34)
|
|
|
|
(0.68)
|
|
|
|
(0.74)
|
|
|
|
(0.75)
|
|
|
|
(0.77)
|
|
|
|
(0.75)
|
|
Net realized gains
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.00)
|
4
|
|
|
|
|
|
|
|
|
Total distributions
|
|
|
(0.34)
|
|
|
|
(0.68)
|
|
|
|
(0.74)
|
|
|
|
(0.75)
|
|
|
|
(0.77)
|
|
|
|
(0.75)
|
|
|
|
|
|
|
|
|
Net asset value, end of period
|
|
|
$15.63
|
|
|
|
$17.34
|
|
|
|
$16.82
|
|
|
|
$15.01
|
|
|
|
$15.94
|
|
|
|
$14.41
|
|
Total return
5
|
|
|
(7.98)
|
%
|
|
|
7.28
|
%
|
|
|
17.42
|
%
|
|
|
(1.19)
|
%
|
|
|
16.30
|
%
|
|
|
0.46
|
%
|
|
|
|
|
|
|
|
Net assets, end of period (millions)
|
|
|
$733
|
|
|
|
$992
|
|
|
|
$767
|
|
|
|
$624
|
|
|
|
$316
|
|
|
|
$167
|
|
|
|
|
|
|
|
|
Ratios to average net assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expenses
|
|
|
0.55
|
%
6
|
|
|
0.51
|
%
|
|
|
0.51
|
%
|
|
|
0.49
|
%
|
|
|
0.49
|
%
|
|
|
0.49
|
%
|
Net expenses
7
|
|
|
0.55
|
6,8,9
|
|
|
0.51
|
8,9
|
|
|
0.51
|
8
|
|
|
0.49
|
8
|
|
|
0.49
|
8
|
|
|
0.49
|
9,10
|
Net investment income
|
|
|
4.06
|
6
|
|
|
4.00
|
|
|
|
4.70
|
|
|
|
4.81
|
|
|
|
4.99
|
|
|
|
5.13
|
|
|
|
|
|
|
|
|
Portfolio turnover rate
|
|
|
8
|
%
|
|
|
10
|
%
|
|
|
14
|
%
|
|
|
43
|
%
|
|
|
40
|
%
|
|
|
75
|
%
|
1
|
Per share amounts have been calculated using the average shares method.
|
2
|
For the six months ended August 31, 2013 (unaudited).
|
3
|
For the year ended February 29.
|
4
|
Amount represents less than $0.01 per share.
|
5
|
Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance
arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
|
7
|
The impact of compensating balance arrangements, if any, was less than 0.01%.
|
8
|
As a result of an expense limitation arrangement, the ratio of expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and
expenses, to average net assets of Class I shares did not exceed 0.60%. This expense limitation arrangement cannot be terminated prior to December 31, 2014 without the Board of Trustees consent.
|
9
|
Reflects fee waivers and/or expense reimbursements.
|
10
|
Effective March 2, 2007, the manager has contractually agreed to waive fees and/or reimburse operating expenses (other than brokerage, taxes and
extraordinary expenses) to limit total annual operating expenses to 0.50% of average net assets for Class I until July 1, 2008.
|
See Notes to Financial Statements.
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
37
|
Notes to financial statements
(unaudited)
1. Organization and significant accounting policies
Western Asset Managed Municipals Fund (the Fund) is a separate diversified investment series of Legg Mason Partners Income Trust (the Trust). The Trust, a Maryland statutory trust, is
registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company.
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 date the financial statements were issued.
(a) Investment valuation.
The valuations for fixed income securities (which may include, but are not limited to, corporate, government,
municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and certain derivative instruments are typically the prices supplied by independent third party pricing services, which may use market prices or
broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit
risks/spreads, default rates and quoted prices for similar securities. Short-term fixed income securities that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an
investments fair value. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. If independent third party pricing services are unable to supply prices for a portfolio
investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/dealers or at the transaction price if the security has recently been
purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, 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 as determined in accordance with procedures approved by the Funds Board of Trustees.
The Board of Trustees is responsible for the valuation process and has delegated the supervision of the daily valuation process to the Legg Mason North American
Fund Valuation Committee (the Valuation Committee). The Valuation Committee, pursuant to the policies adopted by the Board of Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the Funds
pricing policies, and reporting to the Board of Trustees. When determining the reliability of third party pricing information for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of pricing
vendors, monitors the daily change in prices and reviews transactions among market participants.
|
|
|
38
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value
determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield
analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not
limited to, the type of security; the issuers financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts research and
observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar
securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.
For each portfolio security that
has been fair valued pursuant to the policies adopted by the Board of Trustees, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such back testing
monthly and fair valuation occurrences are reported to the Board of Trustees quarterly.
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 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 discount estimated future cash flows to present value.
GAAP establishes a
disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are summarized in the three broad levels listed 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 Funds own assumptions in determining the fair value of investments)
|
The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those
securities.
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
39
|
Notes to financial statements
(unaudited)
(contd)
The following is a summary of the inputs used in valuing the Funds assets carried at fair value:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
Description
|
|
Quoted Prices
(Level 1)
|
|
|
Other Significant
Observable Inputs
(Level 2)
|
|
|
Significant
Unobservable
Inputs
(Level 3)
|
|
|
Total
|
|
Municipal bonds
|
|
|
|
|
|
$
|
4,483,726,686
|
|
|
|
|
|
|
$
|
4,483,726,686
|
|
Short-term investments
|
|
|
|
|
|
|
29,310,000
|
|
|
|
|
|
|
|
29,310,000
|
|
Total investments
|
|
|
|
|
|
$
|
4,513,036,686
|
|
|
|
|
|
|
$
|
4,513,036,686
|
|
|
See Schedule of Investments for additional detailed categorizations.
|
(b) Futures contracts.
The Fund uses futures
contracts generally to gain exposure to, or hedge against, changes in interest rates or gain exposure to, or hedge against, changes in certain asset classes. 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. 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.
(c) Securities traded on a when-issued basis.
The Fund may trade securities on a when-issued basis. In a when-issued transaction, the
securities are purchased or sold by the Fund with payment and delivery taking place in the future in order to secure what is considered to be an advantageous price and yield to the Fund at the time of entering into the transaction.
Purchasing such securities involves risk of loss if the value of the securities declines prior to settlement. These securities are subject to market fluctuations
and their current value is determined in the same manner as for other securities.
(d)
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. 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.
|
|
|
40
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
(e) Distributions to shareholders.
Distributions from net investment income of the Fund are declared each business day to shareholders of record, and are paid monthly. The Fund intends to satisfy conditions that will enable interest from municipal
securities, which is exempt from federal and certain state income taxes, to retain such tax-exempt status when distributed to the shareholders of the Fund. Distributions of net realized gains, if any, are taxable and are declared at least annually.
Distributions to shareholders of the Fund are recorded on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.
(f) Share class accounting.
Investment income, common expenses and realized/unrealized gains
(losses) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that share class.
(g) Compensating balance arrangements.
The
Fund has an arrangement with its custodian bank whereby a portion of the custodians fees is paid indirectly by credits earned on the Funds cash on deposit with the bank.
(h) Federal and other taxes.
It is the Funds policy to comply with the federal income and
excise tax requirements of the Internal Revenue Code of 1986 (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 or state income tax provision is required in the Funds financial statements.
Management has analyzed the Funds tax positions taken on income tax returns for all open tax years and has concluded that as of August 31, 2013, no provision for income tax is required in the Funds
financial statements. The Funds 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 the Internal Revenue Service and state
departments of revenue.
(i) Reclassification.
GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per
share.
2. Investment management agreement and other transactions with affiliates
Legg Mason Partners Fund Advisor, LLC (LMPFA) is the Funds investment manager and Western Asset Management Company (Western Asset) is
the Funds subadviser. LMPFA and Western Asset are wholly-owned subsidiaries of Legg Mason, Inc. (Legg Mason).
Under the investment
management agreement, the Fund pays an investment management fee, calculated daily and paid monthly, in accordance with the following breakpoint schedule:
|
|
|
|
|
Average Daily Net Assets
|
|
Annual Rate
|
|
First $500 million
|
|
|
0.550
|
%
|
Next $1 billion
|
|
|
0.500
|
|
Next $1 billion
|
|
|
0.450
|
|
Over $2.5 billion
|
|
|
0.400
|
|
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
41
|
Notes to financial statements
(unaudited)
(contd)
LMPFA provides administrative and certain oversight services to the Fund. LMPFA delegates to the subadviser the day-to-day portfolio management of the Fund. For its
services, LMPFA pays Western Asset 70% of the net management fee it receives from the Fund.
As a result of expense limitation arrangements between the
Fund and LMPFA
,
the ratio of expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class 1 shares did not exceed the total net annual operating expenses of
Class A and did not exceed 0.60% for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2014 without the Board of Trustees consent. Prior to January 1, 2013, the ratio of expenses to
average net assets of Class 1 shares did not exceed those of Class A shares less the 12b-1 differential of 0.15%.
During the six months ended
August 31, 2013, fees waived and/or expenses reimbursed amounted to $18,400.
The investment manager is permitted to recapture amounts waived or
reimbursed to a class during the same fiscal year if the class total annual operating expenses have fallen to a level below the expense limitation (expense cap) in effect at the time the fees were earned or the expenses incurred.
In no case will the investment manager recapture any amount that would result, on any particular business day of the Fund, in the class total annual operating expenses exceeding the expense cap or any other lower limit then in effect.
Legg Mason Investor Services, LLC (LMIS), a wholly-owned broker-dealer subsidiary of Legg Mason, serves as the Funds sole and
exclusive distributor.
There is a maximum initial sales charge of 4.25% for Class A shares. There is a contingent deferred sales charge
(CDSC) of 4.50% on Class B shares, which applies if redemption occurs within 12 months from purchase payment. This CDSC declines by 0.50% the first year after purchase payment and thereafter by 1.00% per year until no CDSC is
incurred. Class C shares have a 1.00% CDSC, which applies if redemption occurs within 12 months from purchase payment. In certain cases, Class A shares have a 1.00% CDSC, which applies if redemption occurs within 18 months from purchase payment
(or within 12 months for shares purchased prior to August 1, 2012). This CDSC only applies to those purchases of Class A shares, which, when combined with current holdings of other shares of funds sold by LMIS, equal or exceed $1,000,000
in the aggregate. These purchases do not incur an initial sales charge.
For the six months ended August 31, 2013, LMIS and its affiliates retained
sales charges of $221,175 on sales of the Funds Class A shares. In addition, for the six months ended August 31, 2013, CDSCs paid to LMIS and its affiliates were:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A
|
|
|
Class B
|
|
|
Class C
|
|
CDSCs
|
|
$
|
36,475
|
|
|
$
|
45,227
|
|
|
$
|
75,402
|
|
|
|
|
42
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
The Fund had adopted an unfunded, non-qualified deferred compensation plan (the Plan) which allowed
non-interested trustees (Independent Trustees) to defer the receipt of all or a portion of their fees earned until a later date specified by the Independent Trustees. The deferred balances are reported in the Statement of Assets and
Liabilities under Trustees fees payable and are considered a general obligation of the Fund and any payments made pursuant to the Plan will be made from the Funds general assets. The Plan was terminated effective January 1, 2007.
This change had no effect on fees previously deferred. As of August 31, 2013, the Fund had accrued $3,332 as deferred compensation payable.
All
officers and one Trustee of the Trust are employees of Legg Mason or its affiliates and do not receive compensation from the Trust.
3. Investments
During the six months ended
August 31, 2013, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:
|
|
|
|
|
Purchases
|
|
$
|
390,623,498
|
|
Sales
|
|
|
831,208,457
|
|
At August 31, 2013, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes
were substantially as follows:
|
|
|
|
|
Gross unrealized appreciation
|
|
$
|
193,428,130
|
|
Gross unrealized depreciation
|
|
|
(112,250,351)
|
|
Net unrealized appreciation
|
|
$
|
81,177,779
|
|
4. Derivative instruments and hedging activities
GAAP requires enhanced disclosure about an entitys derivative and hedging activities.
At August 31, 2013,
the Fund did not have any derivative instruments outstanding.
The following tables provide information about the effect of derivatives and hedging
activities on the Funds Statement of Operations for the six months ended August 31, 2013. 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 Funds derivatives and hedging activities during the period.
|
|
|
|
|
AMOUNT OF REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
|
|
|
|
Interest Rate
Risk
|
|
Futures contracts
|
|
$
|
8,047,814
|
|
|
|
|
|
|
CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
|
|
|
|
Interest Rate
Risk
|
|
Futures contracts
|
|
$
|
(4,182,953)
|
|
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
43
|
Notes to financial statements
(unaudited)
(contd)
During the six months ended August 31, 2013, the volume of derivative activity for the Fund was as follows:
|
|
|
|
|
|
|
Average Market
Value
|
|
Futures contracts (to sell)
|
|
$
|
113,628,393
|
|
|
At August 31, 2013, there were no open positions held in this derivative.
|
5. Class specific expenses, waivers and/or expense reimbursements
The Fund has adopted a Rule
12b-1 distribution plan and under that plan the Fund pays a service fee with respect to its Class A, Class B and Class C shares calculated at the annual rate of 0.15% of the average daily net assets of each respective class. The Fund also pays
a distribution fee with respect to its Class B and Class C shares calculated at the annual rate of 0.50% and 0.55% of the average daily net assets of each class, respectively. Service and distribution fees are accrued daily and paid monthly.
For the six months ended August 31, 2013, class specific expenses were as follows:
|
|
|
|
|
|
|
|
|
|
|
Service and/or
Distribution Fees
|
|
|
Transfer Agent
Fees
|
|
Class 1
|
|
|
|
|
|
$
|
24,721
|
|
Class A
|
|
$
|
2,592,863
|
|
|
|
763,378
|
|
Class B
|
|
|
161,556
|
|
|
|
41,083
|
|
Class C
|
|
|
3,447,842
|
|
|
|
291,663
|
|
Class I
|
|
|
|
|
|
|
400,224
|
|
Total
|
|
$
|
6,202,261
|
|
|
$
|
1,521,069
|
|
For the six months ended August 31, 2013, waivers and/or expense reimbursements by class were as follows:
|
|
|
|
|
|
|
Waivers/Expense
Reimbursements
|
|
Class 1
|
|
|
|
|
Class A
|
|
|
|
|
Class B
|
|
|
|
|
Class C
|
|
|
|
|
Class I
|
|
$
|
18,400
|
|
Total
|
|
$
|
18,400
|
|
6. Distributions to shareholders by class
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
August 31, 2013
|
|
|
Year Ended
February 28, 2013
|
|
Net Investment Income:
|
|
|
|
|
|
|
|
|
Class 1
|
|
$
|
561,825
|
|
|
$
|
1,198,999
|
|
Class A
|
|
|
68,171,905
|
|
|
|
140,168,713
|
|
Class B
|
|
|
825,840
|
|
|
|
1,944,577
|
|
Class C
|
|
|
16,646,649
|
|
|
|
33,483,081
|
|
Class I
|
|
|
18,955,567
|
|
|
|
35,662,062
|
|
Total
|
|
$
|
105,161,786
|
|
|
$
|
212,457,432
|
|
|
|
|
44
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
7. Shares of beneficial interest
At August 31, 2013, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. The Fund has the ability to issue multiple classes of shares. Each
class of shares represents an identical interest and has the same rights, except that each class bears certain direct expenses, including those specifically related to the distribution of its shares.
Transactions in shares of each class were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
August 31, 2013
|
|
|
Year Ended
February 28, 2013
|
|
|
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
Class 1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares sold
|
|
|
4
|
|
|
$
|
61
|
|
|
|
50
|
|
|
$
|
848
|
|
Shares issued on reinvestment
|
|
|
34,057
|
|
|
|
561,804
|
|
|
|
70,297
|
|
|
|
1,198,773
|
|
Shares repurchased
|
|
|
(109,976)
|
|
|
|
(1,818,877)
|
|
|
|
(164,121)
|
|
|
|
(2,800,279)
|
|
Net decrease
|
|
|
(75,915)
|
|
|
$
|
(1,257,012)
|
|
|
|
(93,774)
|
|
|
$
|
(1,600,658)
|
|
|
|
|
|
|
Class A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares sold
|
|
|
9,949,641
|
|
|
$
|
167,219,317
|
|
|
|
33,651,614
|
|
|
$
|
574,966,031
|
|
Shares issued on reinvestment
|
|
|
3,780,522
|
|
|
|
62,611,246
|
|
|
|
7,474,796
|
|
|
|
127,911,254
|
|
Shares repurchased
|
|
|
(37,703,263)
|
|
|
|
(622,228,046)
|
|
|
|
(38,112,290)
|
|
|
|
(651,922,940)
|
|
Net increase (decrease)
|
|
|
(23,973,100)
|
|
|
$
|
(392,397,483)
|
|
|
|
3,014,120
|
|
|
$
|
50,954,345
|
|
|
|
|
|
|
Class B
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares sold
|
|
|
5,479
|
|
|
$
|
92,944
|
|
|
|
44,140
|
|
|
$
|
754,104
|
|
Shares issued on reinvestment
|
|
|
44,755
|
|
|
|
740,786
|
|
|
|
101,623
|
|
|
|
1,737,796
|
|
Shares repurchased
|
|
|
(421,178)
|
|
|
|
(6,998,184)
|
|
|
|
(861,197)
|
|
|
|
(14,711,088)
|
|
Net decrease
|
|
|
(370,944)
|
|
|
$
|
(6,164,454)
|
|
|
|
(715,434)
|
|
|
$
|
(12,219,188)
|
|
|
|
|
|
|
Class C
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares sold
|
|
|
2,343,984
|
|
|
$
|
39,640,496
|
|
|
|
10,607,874
|
|
|
$
|
181,496,212
|
|
Shares issued on reinvestment
|
|
|
769,442
|
|
|
|
12,747,266
|
|
|
|
1,482,579
|
|
|
|
25,390,156
|
|
Shares repurchased
|
|
|
(10,812,050)
|
|
|
|
(177,730,474)
|
|
|
|
(8,948,402)
|
|
|
|
(153,318,772)
|
|
Net increase (decrease)
|
|
|
(7,698,624)
|
|
|
$
|
(125,342,712)
|
|
|
|
3,142,051
|
|
|
$
|
53,567,596
|
|
|
|
|
|
|
Class I
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares sold
|
|
|
9,650,463
|
|
|
$
|
162,768,308
|
|
|
|
27,589,182
|
|
|
$
|
473,288,981
|
|
Shares issued on reinvestment
|
|
|
816,002
|
|
|
|
13,549,691
|
|
|
|
1,532,862
|
|
|
|
26,292,899
|
|
Shares repurchased
|
|
|
(20,789,115)
|
|
|
|
(342,667,121)
|
|
|
|
(17,494,322)
|
|
|
|
(300,776,982)
|
|
Net increase (decrease)
|
|
|
(10,322,650)
|
|
|
$
|
(166,349,122)
|
|
|
|
11,627,722
|
|
|
$
|
198,804,898
|
|
8. Capital loss caryforward
As of February 28, 2013, the Fund had the following net capital loss carryforwards remaining:
|
|
|
|
|
Year of Expiration
|
|
Amount
|
|
2/28/2014
|
|
$
|
(33,168,998)
|
|
2/28/2018
|
|
|
(26,456,127)
|
|
2/28/2019
|
|
|
(57,562,287)
|
|
|
|
$
|
(117,187,412)
|
|
These amounts will be available to offset any future taxable capital gains.
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
45
|
Notes to financial statements
(unaudited)
(contd)
9. Legal matters
On or
about May 30, 2006, John Halebian, a purported shareholder of Western Asset New York Tax Free Money Market Fund (formerly known as Citi
SM
New York Tax Free Reserves), a series of Legg Mason Partners Money Market Trust, formerly a series of CitiFunds Trust III (the
Subject Trust), filed a complaint in the United States District Court for the Southern District of New York against the persons who were then the independent trustees of the Subject Trust. The Subject Trust was also named in the
complaint as a nominal defendant.
The complaint raised derivative claims on behalf of the Subject Trust and putative class claims against the then
independent trustees in connection with the 2005 sale of Citigroups asset management business to Legg Mason and the related approval of new investment advisory agreements by the trustees and shareholders. In the derivative claim, the plaintiff
alleged that the independent trustees had breached their fiduciary duty to the Subject Trust and its shareholders by failing to negotiate lower fees or to seek competing bids from other qualified investment advisers in connection with
Citigroups sale to Legg Mason. In the claims brought on behalf of a putative class of shareholders, the plaintiff alleged that the echo voting provisions applicable to the proxy solicitation process violated the 1940 Act and constituted a
breach of fiduciary duty. The relief sought included rescission of the advisory agreement and an award of costs and attorney fees.
In advance of filing
the complaint, Plaintiffs lawyers had made written demand for relief on the Board of the Subject Trust, and the Boards independent trustees formed a demand review committee to investigate those matters raised in the demand, and the
expanded set of matters subsequently raised in the complaint. The demand review committee recommended that the action demanded by Plaintiff would not be in the best interests of the Subject Trust. The independent trustees of the Subject Trust
considered the committees report, adopted the recommendation of the committee, and directed counsel to move to dismiss the complaint.
The Federal
district court dismissed the complaint in its entirety in July 2007. In May 2011, the U.S. Court of Appeals for the Second Circuit affirmed the district courts dismissal as to the class claims, and remanded the remaining claim relating to the
demand review committee that had examined the derivative claim to the district court with instructions to convert the motion to dismiss into a motion for summary judgment. In July 2012, the district court granted summary judgment in favor of the
defendants. In August 2012, Plaintiff filed an appeal in the U.S. Court of Appeals for the Second Circuit. The matter was fully briefed, oral argument was heard in September 2013, and the parties await a decision.
10. Recent accounting pronouncement
The Fund
has adopted the disclosure provisions of Financial Accounting Standards Board (FASB) Accounting Standards Update 2011-11 (ASU 2011-11),
Balance Sheet (Topic 210) Disclosures about Offsetting Assets and
Liabilities
along with the related scope clarification provisions of FASB Accounting Standards Update 2013-01 (ASU 2013-01) entitled
Balance Sheet (Topic 210) Clarifying the Scope of Disclosures about Offsetting Assets and
Liabilities
. ASU 2011-11 is intended to enhance disclosures on the
|
|
|
46
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
offsetting of financial assets and liabilities by requiring entities to disclose both gross and net information about financial instruments and transactions that are either offset in the
statement of assets and liabilities or subject to a master netting agreement or similar arrangement. ASU 2013-01 limits the scope of ASU 2011-11s disclosure requirements on offsetting to financial assets and financial liabilities related to
derivatives, repurchase and reverse repurchase agreements, and securities lending and securities borrowing transactions.
|
|
|
Western Asset Managed Municipals Fund 2013 Semi-Annual Report
|
|
47
|
Western Asset
Managed Municipals Fund
Trustees
Elliott J. Berv
A. Benton Cocanougher
Jane F. Dasher
Mark T. Finn
R. Jay Gerken
Kenneth D. Fuller*
Chairman
Stephen R. Gross
Richard E. Hanson Jr.
Diana R. Harrington*
Chair
Susan M. Heilbron
Susan B. Kerley
Alan G. Merten
R. Richardson Pettit
Investment manager
Legg Mason Partners Fund Advisor, LLC
Subadviser
Western Asset Management Company
Distributor
Legg Mason Investor Services, LLC
Custodian
State Street Bank and Trust
Company
Co-transfer agents
Boston Financial Data Services, Inc.
2000 Crown Colony Drive
Quincy, MA 02169
BNY Mellon Asset Servicing
4400 Computer Drive
Westborough, MA 01581
Independent registered public accounting firm
KPMG LLP
345 Park Avenue
New York, NY 10154
*
|
Effective June 1, 2013, Dr. Harrington became Chair and Mr. Fuller became a Trustee, President and Chief Executive Officer.
|
Western Asset Managed Municipals Fund
The Fund is a separate investment series of Legg Mason Partners Income Trust, a Maryland statutory trust.
Western Asset Managed Municipals Fund
Legg Mason Funds
620 Eighth Avenue, 49
th
Floor
New York, NY 10018
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (SEC) for the first and third quarters of each
fiscal year on
Form N-Q.
The Funds Forms N-Q are available on the SECs website at www.sec.gov. The Funds Forms N-Q may be reviewed and copied at the SECs Public Reference Room in
Washington D.C., and information on the operation of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
To obtain information on Form N-Q, shareholders
can call the Fund at 1-877-721-1926.
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 related to portfolio transactions are available (1) without
charge, upon request, by calling the Fund at
1-877-721-1926,
(2) on the Funds website at www.leggmason.com/individualinvestors and (3) on the SECs website at
www.sec.gov.
This report is submitted for the general information of the
shareholders of Western Asset Managed Municipals Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by a current prospectus.
Investors should consider the Funds investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other
important information about the Fund. Please read the prospectus carefully before investing.
www.leggmason.com/individualinvestors
©2013 Legg Mason Investor Services, LLC
Member
FINRA, SIPC
Legg Mason Funds Privacy and Security Notice
Your Privacy and the Security of Your Personal Information is Very Important to the Legg Mason Funds
This Privacy and Security Notice (the Privacy Notice) addresses the Legg Mason Funds privacy and data protection practices with respect to
nonpublic personal information the Funds receive. The Legg Mason Funds include any funds sold by the Funds distributor, Legg Mason Investor Services, LLC, as well as Legg Mason-sponsored closed-end funds and certain closed-end funds managed or
sub-advised by Legg Mason or its affiliates. The provisions of this Privacy Notice apply to your information both while you are a shareholder and after you are no longer invested with the Funds.
The Type of Nonpublic Personal Information the Funds Collect About You
The Funds collect and maintain nonpublic personal information about you in connection with your shareholder account. Such information may include, but is not limited to:
|
|
Personal information included on applications or other forms;
|
|
|
Account balances, transactions, and mutual fund holdings and positions;
|
|
|
Online account access user IDs, passwords, security challenge question responses; and
|
|
|
Information received from consumer reporting agencies regarding credit history and creditworthiness (such as the amount of an individuals total debt,
payment history, etc.).
|
How the Funds Use Nonpublic Personal Information About You
The Funds do not sell or share your nonpublic personal information with third parties or with affiliates for their marketing purposes, or with other financial
institutions or affiliates for joint marketing purposes, unless you have authorized the Funds to do so. The Funds do not disclose any nonpublic personal information about you except as may be required to perform transactions or services you have
authorized or as permitted or required by law. The Funds may disclose information about you to:
|
|
Employees, agents, and affiliates on a need to know basis to enable the Funds to conduct ordinary business or comply with obligations to government
regulators;
|
|
|
Service providers, including the Funds affiliates, who assist the Funds as part of the ordinary course of business (such as printing, mailing services, or
processing or servicing your account with us) or otherwise perform services on the Funds behalf, including companies that may perform marketing services solely for the Funds;
|
|
|
The Funds representatives such as legal counsel, accountants and auditors; and
|
|
|
Fiduciaries or representatives acting on your behalf, such as an IRA custodian or trustee of a grantor trust.
|
|
NOT PART OF THE
SEMI-ANNUAL
REPORT
|
Legg Mason Funds Privacy and Security Notice (contd)
Except as otherwise permitted by applicable law, companies acting on the Funds
behalf are contractually obligated to keep nonpublic personal information the Funds provide to them confidential and to use the information the Funds share only to provide the services the Funds ask them to perform.
The Funds may disclose nonpublic personal information about you when necessary to enforce their rights or protect against fraud, or as permitted or required by
applicable law, such as in connection with a law enforcement or regulatory request, subpoena, or similar legal process. In the event of a corporate action or in the event a Fund service provider changes, the Funds may be required to disclose your
nonpublic personal information to third parties. While it is the Funds practice to obtain protections for disclosed information in these types of transactions, the Funds cannot guarantee their privacy policy will remain unchanged.
Keeping You Informed of the Funds Privacy and Security Practices
The Funds will notify you annually of their privacy policy as required by federal law. While the Funds reserve the right to modify this policy at any time they will notify you promptly if this privacy policy
changes.
The Funds Security Practices
The Funds maintain appropriate physical, electronic and procedural safeguards designed to guard your nonpublic personal information. The Funds internal data security policies restrict access to your nonpublic
personal information to authorized employees, who may use your nonpublic personal information for Fund business purposes only.
Although the Funds strive
to protect your nonpublic personal information, they cannot ensure or warrant the security of any information you provide or transmit to them, and you do so at your own risk. In the event of a breach of the confidentiality or security of your
nonpublic personal information, the Funds will attempt to notify you as necessary so you can take appropriate protective steps. If you have consented to the Funds using electronic communications or electronic delivery of statements, they may notify
you under such circumstances using the most current email address you have on record with them.
In order for the Funds to provide effective service to
you, keeping your account information accurate is very important. If you believe that your account information is incomplete, not accurate or not current, or if you have questions about the Funds privacy practices, write the Funds using the
contact information on your account statements, email the Funds by clicking on the Contact Us section of the Funds website at www.leggmason.com, or contact the Fund at 1-877-721-1926.
Revised April 2011
|
NOT PART OF THE SEMI-ANNUAL REPORT
|
www.leggmason.com/individualinvestors
©2013
Legg Mason Investor Services, LLC Member FINRA, SIPC
FD0435 10/13 SR13-2021
Not
applicable.