0001048703-12-000106.txt : 20120802 0001048703-12-000106.hdr.sgml : 20120802 20120802105904 ACCESSION NUMBER: 0001048703-12-000106 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120802 DATE AS OF CHANGE: 20120802 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WESTERN ASSET MUNICIPAL PARTNERS FUND INC. CENTRAL INDEX KEY: 0000894351 IRS NUMBER: 133694722 STATE OF INCORPORATION: MD FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-79222 FILM NUMBER: 121002268 BUSINESS ADDRESS: STREET 1: 620 EIGHTH AVENUE STREET 2: 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 888-777-0102 MAIL ADDRESS: STREET 1: 620 EIGHTH AVENUE STREET 2: 49TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 FORMER COMPANY: FORMER CONFORMED NAME: WETERN ASSET MUNICIPAL PARTNERS FUND INC. DATE OF NAME CHANGE: 20061010 FORMER COMPANY: FORMER CONFORMED NAME: SALOMON BROTHERS MUNICIPAL PARTNERS FUND INC DATE OF NAME CHANGE: 20030505 FORMER COMPANY: FORMER CONFORMED NAME: MUNICIPAL PARTNERS FUND INC DATE OF NAME CHANGE: 19930714 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Karpus Management, Inc. CENTRAL INDEX KEY: 0001048703 IRS NUMBER: 161290550 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 183 SULLY'S TRAIL CITY: PITTSFORD STATE: NY ZIP: 14534 BUSINESS PHONE: 5855864680 MAIL ADDRESS: STREET 1: 183 SULLY'S TRAIL CITY: PITTSFORD STATE: NY ZIP: 14534 FORMER COMPANY: FORMER CONFORMED NAME: KARPUS MANAGEMENT INC DATE OF NAME CHANGE: 19971029 SC 13G 1 mnparp13g.htm UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934

Western Asset Municipal Partners Fund Inc. (MNP)

(Name of Issuer)

Auction Rate Cumulative Preferred Stock

(Title of Class of Securities)

95766P207

(CUSIP Number)

July 31, 2012

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:


X 	 Rule 13d-1(b)

__	 Rule 13d-1(c)

__	 Rule 13d-1(d)

CUSIP No.: 95766P207

1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).

Karpus Management, Inc., d/b/a Karpus Investment Management
I.D. #16-1290558

2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X

3. SEC Use Only

4. Citizenship or Place of Organization

New York

Number of Shares Beneficially Owned by Each reporting Person With:

5. Sole Voting Power

6. Shared Voting Power

7. Sole Dispositive Power

8. Shared Dispositive Power

9. Aggregate Amount Beneficially Owned by Each Reporting Person

171

10. Check if the Aggregate Amount in Row ( 9 ) Excludes Certain Shares (See Instructions)

N/A

11. Percent of Class Represented by Amount in Row ( 9 )

10.06%

12. Type of Reporting Person (See Instructions)

Item 1.

The Name of the Issuer is:

The Address of the Issuer‘s Principal Executive Office is:

Item 2.

The name of the Person Filing is:

The address of KIM’s principal place of business and principal office is:

Citizenship:

Title of Class of Securities:

CUSIP Number:

Item 3.

If this statement is filed pursuant to § § 240.13d – 1 ( b ) or 240.13d – 2 ( b ) or ( c ), check whether the person filing is a:

___ Broker or dealer registered under section 15 of the Act ( 15 U.S.C. 78o ).

(b) ___ Bank as defined in section 3 (a) ( 6 ) of the Act ( 15 U.S.C. 78c ).

(d) ___ Investment company registered under section 8 of the Investment Company Act of 1940 ( 15 U.S.C. 80 – a ).

(e)  X      An investment adviser in accordance with § 240.13d– 1 ( b ) ( 1 ) ( ii ) ( E ).

(f) ___ An employee benefit plan or endowment fund in accordance with § 240.13d– 1 ( b ) ( 1 ) ( ii ) ( F ).

(g) ___ A parent holding company or control person in accordance with § 240.13d– 1 ( b ) ( 1 ) ( ii ) ( G ).

(h) ___ A savings association as defined in Section 3 ( b ) of the Federal Deposit Insurance Act ( 12 U.S. C. 1813 ).

(i) ___ A church plan that is excluded from the defininition of an investment company under section 3 ( c ) ( 14 ) of the Investment Company Act of 1940 ( 15 U.S. C. 80a – 3 ).

(j) ___ Group, in accordance with § 240.13 – 1 ( b ) ( 1 ) ( ii ) ( J ).

Item 4.

(a) Amount beneficially owned: 171 shares

(b) Percent of class: 10.06%

Sole power to vote or to direct the vote:

Shared power to vote or to direct the vote:

Sole power to dispose or to direct the disposition of:

Shared power to dispose or to direct the disposition of:

Item 5. Ownership of Five Percent of Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: .

Item 6. Ownership of More than Five Percent on Behalf of Another Person.

Accounts managed by KIM (the "Accounts") have the right to receive all dividends from, and any proceeds from the sale of the shares. None of the Accounts has an interest in shares constituting more than 5% of the shares outstanding.

Item 7. Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company.

Not applicable.

Item 8. Identification and Classification of Members of the Group.

Not applicable.

Item 9. Notice of Dissolution of Group.

Not applicable.

Item 10. Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct.

Karpus Management, Inc.


By:  	/s/
Name:  	Sharon Thornton
Title:  	Senior Director of Investments
Date:  	August 2, 2012