497 1 d497.htm LEGG MASON PARTNERS EQUITY TRUST Legg Mason Partners Equity Trust

 

LEGG MASON PARTNERS EQUITY TRUST

SUPPLEMENT DATED AUGUST 31, 2007

TO THE STATEMENT OF ADDITIONAL INFORMATION OF EACH OF

LEGG MASON PARTNERS AGGRESSIVE GROWTH FUND

LEGG MASON PARTNERS ALL CAP FUND

LEGG MASON PARTNERS APPRECIATION FUND

LEGG MASON PARTNERS CAPITAL AND INCOME FUND

LEGG MASON PARTNERS CAPITAL FUND

LEGG MASON PARTNERS CLASSIC VALUES FUND

LEGG MASON PARTNERS CONVERTIBLE FUND

LEGG MASON PARTNERS DIVERSIFIED LARGE CAP GROWTH FUND

LEGG MASON PARTNERS DIVIDEND STRATEGY FUND

LEGG MASON PARTNERS EMERGING MARKETS EQUITY FUND

LEGG MASON PARTNERS EQUITY FUND

LEGG MASON PARTNERS FINANCIAL SERVICES FUND

LEGG MASON PARTNERS FUNDAMENTAL VALUE FUND

LEGG MASON PARTNERS GLOBAL EQUITY FUND

LEGG MASON PARTNERS INTERNATIONAL ALL CAP OPPORTUNITY FUND

LEGG MASON PARTNERS INVESTORS VALUE FUND

LEGG MASON PARTNERS LARGE CAP GROWTH FUND

LEGG MASON PARTNERS LIFESTYLE ALLOCATION 100%

LEGG MASON PARTNERS LIFESTYLE ALLOCATION 30%

LEGG MASON PARTNERS LIFESTYLE ALLOCATION 50%

LEGG MASON PARTNERS LIFESTYLE ALLOCATION 70%

LEGG MASON PARTNERS LIFESTYLE ALLOCATION 85%

LEGG MASON PARTNERS LIFESTYLE INCOME FUND

LEGG MASON PARTNERS MID CAP CORE FUND

LEGG MASON PARTNERS S&P 500 INDEX FUND

LEGG MASON PARTNERS SMALL CAP CORE FUND

LEGG MASON PARTNERS SMALL CAP GROWTH FUND

LEGG MASON PARTNERS SMALL CAP VALUE FUND

LEGG MASON PARTNERS SOCIAL AWARENESS FUND


 

The following text supplements the currently effective Statement of Additional Information for each fund expect for Legg Mason Partners All Cap Fund:

Frequent purchases and redemptions of fund shares

Frequent purchases and redemptions of fund shares may interfere with the efficient management of a fund’s portfolio by its portfolio managers, increase portfolio transaction costs, and have a negative effect on the fund’s long-term shareholders. For example, in order to handle large flows of cash into and out of the fund, the portfolio managers may need to allocate more assets to cash or other short-term investments or sell securities, rather than maintaining full investment in securities selected to achieve the fund’s investment objective. Frequent trading may cause the fund to sell securities at less favorable prices. Transaction costs, such as brokerage commissions and market spreads, can detract from the fund’s performance. In addition, the return received by long-term shareholders may be reduced when trades by other shareholders are made in an effort to take advantage of certain pricing discrepancies, when, for example, it is believed that the fund’s share price, which is determined at the close of the NYSE on each trading day, does not accurately reflect the value of the fund’s portfolio securities. Funds investing in foreign securities have been particularly susceptible to this form of arbitrage, but other funds could also be affected.

Because of the potential harm to funds in the Legg Mason Partners Funds complex and their long-term shareholders, the Board of the fund has approved policies and procedures that are intended to discourage and prevent excessive trading and market timing abuses through the use of various surveillance techniques. Under these policies and procedures, the fund may limit additional exchanges or purchases of fund shares by shareholders who are believed by the manager to be engaged in these abusive trading activities in the fund or in other funds within the fund complex. In the event that an exchange request is rejected, the shareholder may nonetheless redeem its shares. The intent of the policies and procedures is not to inhibit legitimate strategies, such as asset allocation, dollar cost averaging, or similar activities that may nonetheless result in frequent trading of fund shares.

Under the fund’s policies and procedures, the fund reserves the right to restrict or reject purchases of shares (including exchanges) without prior notice whenever a pattern of excessive trading by a shareholder is detected within the fund complex. A committee established by the manager


 

administers the policy. The policy provides that the committee will use its best efforts to restrict a shareholder’s trading privileges in the Legg Mason Partners Funds if that shareholder has engaged in a total of four or more “Round Trips” across all Legg Mason Partners Funds during any rolling 12-month period. However, the committee has the discretion to determine that restricting a shareholder’s trading privileges is not necessary (or that a new limit on Round Trips should be established for the shareholder) if it is determined that the pattern of trading is not abusive or harmful. In making such a determination, the committee will consider, among other things, the nature of the shareholder’s account, the reason for the frequent trading, the amount of trading and the particular funds in which the trading has occurred. Additionally, the committee has the discretion to make inquiries or to take action against any shareholder whose trading appears inconsistent with the frequent trading policy. Examples of the types of actions the committee may take to deter excessive trading in a shareholder account include restricting the shareholder from purchasing additional shares in a fund altogether or imposing other restrictions (such as requiring purchase orders to be submitted by mail) that would deter the shareholder from trading frequently in the funds.

A “Round Trip” is defined as a purchase (including subscriptions and exchanges) into a fund followed by a sale (including redemptions and exchanges) of the same or a similar number of shares out of the fund within 30 days of such purchase. Purchases and sales of the fund’s shares pursuant to an automatic investment plan or similar program for periodic transactions are not considered in determining Round Trips. For purposes of these policies and procedures, the Legg Mason Partners Funds complex also includes certain Western Asset funds and Barrett Opportunity Fund, but does not include money market funds in the fund complex.

The policies apply to any account, whether an individual account, accounts with financial intermediaries such as investment advisers, broker/dealers or retirement plan administrators, commonly called omnibus accounts, where the intermediary holds fund shares for a number of its customers in one account. The fund’s ability to monitor trading in omnibus accounts may, however, be severely limited due to the lack of access to an individual investor’s trading activity when orders are placed through these types of accounts. There may also be operational and technological limitations on the ability of the fund’s service providers to identify or terminate frequent trading activity within the various types of omnibus accounts. The fund’s distributors have entered into agreements with intermediaries requiring the


 

intermediaries to, among other things, help identify frequent trading activity and to prohibit further purchases or exchanges by a shareholder identified as having engaged in frequent trading. These agreements take effect on October 16, 2007 or such later date as the SEC may determine.

The fund’s policies also require personnel such as portfolio managers and investment staff to report any abnormal or otherwise suspicious investment activity, and prohibits short-term trades by such personnel for their own account in mutual funds managed by the manager and its affiliates, other than money market funds. The fund has also adopted policies and procedures to prevent the selective release of information about the fund’s portfolio holdings, as such information may be used for market-timing and similar abusive practices.

The fund’s policies provide for ongoing assessment of the effectiveness of current policies and surveillance tools, and the Board reserves the right to modify these or adopt additional policies and restrictions in the future. Shareholders should be aware, however, that any surveillance techniques currently employed by the fund or other techniques that may be adopted in the future may not be effective, particularly where the trading takes place through certain types of omnibus accounts. As noted above, if the fund is unable to detect and deter trading abuses, the fund’s performance, and its long-term shareholders, may be harmed. In addition, shareholders may be harmed by the extra costs and portfolio management inefficiencies that result from frequent trading of fund shares, even when the trading is not for abusive purposes. Furthermore, the fund may not apply its policies consistently or uniformly, resulting in the risk that some shareholders may be able to engage in frequent trading while others will bear the costs and effects of that trading. The fund will provide advance notice to shareholders and prospective investors of any specific restrictions on the trading of fund shares that the Board may adopt in the future.

The following information replaces the section of the Statement of Additional Information titled “Disclosure of Portfolio Holdings”:

DISCLOSURE OF PORTFOLIO HOLDINGS

For funds in the Legg Mason Partners family of funds, each fund’s board of trustees has adopted policies and procedures developed by LMPFA with


 

respect to the disclosure of the funds’ portfolio securities and any ongoing arrangements to make available information about each fund’s portfolio securities. The policy requires that consideration always be given as to whether disclosure of information about any fund’s portfolio holdings is in the best interests of such fund’s shareholders, and that any conflicts of interest between the interests of the fund’s shareholders and those of LMPFA, the funds’ distributors or their affiliates, be addressed in a manner that places the interests of fund shareholders first. The policy provides that information regarding a fund’s portfolio holdings may not be shared with non-Legg Mason employees, with investors or potential investors (whether individual or institutional), or with third parties unless it is done for legitimate fund business purposes and in accordance with the policy.

LMPFA’s policy generally provides for the release of details of securities positions once they are considered “stale.” Data is considered stale 25 calendar days following quarter-end for funds other than money market funds, and 25 calendar days following month-end with respect to money market funds. LMPFA believes that this passage of time prevents a third party from benefiting from an investment decision made by a fund that has not been fully reflected by the market.

Under the policy, a fund’s complete list of holdings (including the size of each position) may be made available to investors, potential investors, third parties and non-Legg Mason employees with simultaneous public disclosure at least 25 days after calendar quarter end, except in the case of a money market fund’s holdings, which may be released with simultaneous public disclosure at least 25 days after month end. Typically, simultaneous public disclosure is achieved by the filing of Form N-Q or Form N-CSR in accordance with SEC rules, provided that such filings may not be made until 25 days following quarter-end and/or posting the information to LMPFA or the funds’ Internet site that is accessible by the public, or through public release by a third party vendor.

The policy permits the release of limited portfolio holdings information that is not yet considered stale in a number of situations, including:

 

  1. A fund’s top ten securities, current as of month-end, and the individual size of each such security position may be released at any time following month-end with simultaneous public disclosure.


 

  2. A fund’s top ten securities positions (including the aggregate but not individual size of such positions) may be released at any time with simultaneous public disclosure.

 

  3. A list of securities (that may include fund holdings together with other securities) followed by a portfolio manager (without position sizes or identification of particular funds) may be disclosed to sell-side brokers at any time for the purpose of obtaining research and/or market information from such brokers.

 

  4. A trade in process may be discussed only with counterparties, potential counterparties and others involved in the transaction (i.e., brokers and custodians).

 

  5. A fund’s sector weightings, yield and duration (for fixed income funds), performance attribution (e.g. analysis of the fund’s out-performance or underperformance of its benchmark based on its portfolio holdings) and other summary and statistical information that does not include identification of specific portfolio holdings may be released, even if non-public, if such release is otherwise in accordance with the policy’s general principles.

 

  6. A fund’s portfolio holdings may be released on an as-needed basis to its legal counsel, counsel to its Independent Trustees and its independent public accounting firm, in required regulatory filings or otherwise to governmental agencies and authorities.

Under the policy, if information about a fund’s portfolio holdings is released pursuant to an ongoing arrangement with any party, a fund must have a legitimate business purpose for the release of the information, and either party receiving the information must be under a duty of confidentiality, or the release of non-public information must be subject to trading restrictions and confidential treatment to prohibit the entity from sharing with an unauthorized source or trading upon any non-public information provided. Neither a fund, nor Legg Mason nor any other affiliated person may receive compensation or any other consideration in connection with such arrangements. Ongoing arrangements to make available information about a fund’s portfolio securities will be reviewed at least annually by a fund’s board of trustees.

The approval of a fund’s Chief Compliance Officer, or designee, must be obtained before entering into any new ongoing arrangement or altering any


 

existing ongoing arrangement to make available portfolio holdings information, or with respect to any exceptions to the policy. Any exceptions to the policy must be consistent with the purposes of the policy. Exceptions are considered on a case-by-case basis and are granted only after a thorough examination and consultation with LMPFA’s legal department, as necessary. Exceptions to the policies are reported to the fund’s board of trustees at its next regularly scheduled meeting.

Currently, the Funds typically disclose their complete portfolio holdings approximately 25 days after calendar quarter-end on Legg Mason’s website, http://www.leggmason.com/InvestorServices.

Set forth below is a list, as of August 31, 2007, of those parties with whom LMPFA, on behalf of the Funds, has authorized ongoing arrangements that include the release of portfolio holdings information, the frequency of the release under such arrangements, and the length of the lag, if any, between the date of the information and the date on which the information is disclosed. The parties identified below as recipients are service providers, fund rating agencies, consultants and analysts.

 

Recipient

 

Frequency

 

Delay Before Dissemination

State Street Bank & Trust Co. (Fund Custodian and Accounting Agent)

  Daily   None

Institutional Shareholder Services (Proxy voting services)

  As necessary   None

Bloomberg

  Quarterly   25 Days after Quarter End

Lipper

  Quarterly   25 Days after Quarter End

S&P

  Quarterly   25 Days after Quarter End

Morningstar

  Quarterly   25 Days after Quarter End

Vestek

  Daily   None

Factset

  Daily   None

The Bank of New York

  Daily   None

Thomson

  Semi-annually   None

Dataware

  Daily   None

ITG

  Daily   None


 

Portfolio holdings information for a Fund may also be released from time to time pursuant to ongoing arrangements with the following parties:

 

Recipient

   Frequency   

Delay Before Dissemination

Baseline

   Daily    None

Frank Russell

   Monthly    1 Day

Callan

   Quarterly    25 Days after Quarter End

Mercer

   Quarterly    25 Days after Quarter End

eVestment Alliance

   Quarterly    25 Days after Quarter End

CRA RogersCasey

   Quarterly    25 Days after Quarter End

Cambridge Associates

   Quarterly    25 Days after Quarter End

Marco Consulting

   Quarterly    25 Days after Quarter End

Wilshire

   Quarterly    25 Days after Quarter End

Informa Investment Services (Efron)

   Quarterly    25 Days after Quarter End

CheckFree (Mobius)

   Quarterly    25 Days after Quarter End

Nelsons Information

   Quarterly    25 Days after Quarter End

Investor Tools

   Daily    None

Advent

   Daily    None

BARRA

   Daily    None

Plexus

   Quarterly (Calendar)    Sent 1-3 business days following the end of a Quarter

Elkins/McSherry

   Quarterly (Calendar)    Sent 1-3 business days following the end of a Quarter

Quantitative Services Group

   Daily    None

AMBAC

   Daily    None

Deutsche Bank

   Monthly    6-8 business days

Fitch

   Monthly    6-8 business days

Liberty Hampshire

   Weekly and
Month End
   None

Sun Trust

   Weekly and
Month End
   None

New England Pension Consultants

   Quarterly    25 Days after Quarter End

Evaluation Associates

   Quarterly    25 Days after Quarter End

Watson Wyatt

   Quarterly    25 Days after Quarter End


 

Recipient

   Frequency   

Delay Before Dissemination

S&P (Rating Agency)

   Weekly
Tuesday
Night*
   1 business day*

Moody’s (Rating Agency)

   Monthly*    6-8 business days*

Electra Information Systems

   Daily    None

SunGard

   Daily    None

* For a money market fund, the frequency of the release of information to this recipient may be weekly and there may be no delay in the release of the information.

The following text amends the Statement of Additional Information of Legg Mason Partners Capital and Income Fund:

The current investment disclosure is amended to remove the non-fundamental investment restriction limiting, to 5% of its assets, the fund’s investment in the securities of issuers which have been in operation for less than three years of continuous operation.

With respect to Legg Mason Partners Capital and Income Fund, the following information supplements the Statement of Additional Information:

PORTFOLIO MANAGER DISCLOSURE

Portfolio Managers

The following table sets forth certain additional information with respect to Detlev S. Schlichter. Unless noted otherwise, all information is provided as of June 30, 2007.

Other Accounts Managed by Portfolio Managers

The table below identifies, the number of accounts (other than the Fund) for which he has day-to-day management responsibilities and the total assets in such accounts, within each of the following categories: registered investment companies, other pooled investment vehicles, and other accounts. For each category, the number of accounts and total assets in the accounts where fees are based on performance is also indicated.


 

Portfolio Manager(s)

  

Registered
Investment
Companies

  

Other Pooled

Investment
Vehicles

  

Other Accounts

Detlev S. Schlichter*

   2 registered investment companies with approximately $0.20 billion in total assets under management    23 other pooled investment vehicles with approximately $4.36 billion in assets under management    67 other accounts with approximately $25.25 billion in total assets under management

* 19 other accounts with assets of $7.22 billion have advisory fees based on performance of the accounts.

 

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