Letter Agreement dated June 21, 2022

Reference is made to the investment advisory agreements (each an “Agreement”) by and between Legg Mason Partners Fund Advisor, LLC (the “Manager”) and Western Asset Management Company, LLC (the “Subadviser”) with respect to the registered investment companies identified on Schedule A (each, a “Fund”).

In order to facilitate the Subadviser’s ability to rely on one or more exemptions or exclusions applicable to commodity trading advisors, the Manager, on behalf of itself and each Fund, confirms its understanding that it has been treated as, and hereby consents to continue to be treated as an “exempt account” under Commodity Futures Trading Commission Rule 4.7 (“CFTC Rule 4.7”). Each of the Funds and the Manager is a “qualified eligible person” (“QEP”) as set forth in section (a) of CFTC Rule 4.7. The Manager will promptly notify the Subadviser if it or a Fund ceases to be a QEP.

In addition, the following notice shall be deemed to be added immediately above the signature line in each such Agreement:

PURSUANT TO AN EXEMPTION FROM THE COMMODITY FUTURES TRADING COMMISSION IN CONNECTION WITH ACCOUNTS OF QUALIFIED ELIGIBLE PERSONS, THIS INVESTMENT ADVISORY AGREEMENT IS NOT REQUIRED TO BE, AND HAS NOT BEEN, FILED WITH THE COMMISSION. THE COMMODITY FUTURES TRADING COMMISSION DOES NOT PASS UPON THE MERITS OF PARTICIPATING IN A TRADING PROGRAM OR UPON THE ADEQUACY OR ACCURACY OF COMMODITY TRADING ADVISOR DISCLOSURE. CONSEQUENTLY, THE COMMODITY FUTURES TRADING COMMISSION HAS NOT REVIEWED OR APPROVED THIS TRADING PROGRAM OR THIS INVESTMENT ADVISORY AGREEMENT.

This letter agreement shall not change any term or condition of any Agreement, and each Agreement shall continue in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this letter agreement to be executed by their officers thereunto duly authorized.

LEGG MASON PARTNERS FUND ADVISOR,

LLC



By:		/s/ Jane E. Trust
Name:		Jane Trust
Title:		President and Chief Executive Officer

WESTERN ASSET MANAGEMENT

COMPANY, LLC



By:		/s/ Daniel E. Giddings
Name:		Daniel E. Giddings
Title:		Manager of Global Legal Affairs


Fund			Date of Investment Advisory Agreement
Western Asset Short Duration Income ETF			July 31, 2020
Western Asset Total Return ETF			July 31, 2020