UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-06444

Legg Mason Partners Equity Trust

(Exact name of registrant as specified in charter)

55 Water Street, New York, NY	10041
(Address of principal executive offices)	(Zip code)

Robert I. Frenkel, Esq.

Legg Mason & Co., LLC

100 First Stamford Place, 4^th Floor

Stamford, CT 06902

(Name and address of agent for service)

Registrant’s telephone number, including area code: (800) 451-2010

Date of fiscal year end: October 31

Date of reporting period: October 31, 2008

ITEM 1. REPORT TO STOCKHOLDERS.

The Annual Report to Stockholders is filed herewith.

ANNUAL REPORT / OCTOBER 31, 2008

Legg Mason Partners

International All Cap Opportunity Fund

Managed by GLOBAL CURRENTS

INVESTMENT PRODUCTS: NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE

Fund objective

The Fund seeks total return on its assets from growth of capital and income.

What’s inside

Letter from the chairman	I
Fund overview	1
Fund at a glance	6
Fund expenses	7
Fund performance	9
Historical performance	10
Schedule of investments	11
Statement of assets and liabilities	15
Statement of operations	16
Statements of changes in net assets	17
Financial highlights	18
Notes to financial statements	23
Report of independent registered public accounting firm	34
Additional information	35
Important tax information	42

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and Global Currents Investment Management, LLC (“Global Currents”) is the Fund’s subadviser. LMPFA and Global Currents are wholly-owned subsidiaries of Legg Mason, Inc.

Letter from the chairman

R. Jay Gerken, CFA

Chairman, President and Chief Executive Officer

Dear Shareholder,

Economic growth in the U.S. was mixed during the 12-month reporting period ended October 31, 2008. Looking back, third quarter 2007 U.S. gross domestic product (“GDP”)ⁱ growth was a strong 4.8%. However, continued weakness in the housing market, an ongoing credit crunch and soaring oil and food prices then took their toll on the economy, as fourth quarter 2007 GDP declined 0.2%. The economy then expanded 0.9% and 2.8% during the first and second quarters of 2008, respectively. This rebound was due, in part, to rising exports that were buoyed by a weakening U.S. dollar, and solid consumer spending, which was aided by the government’s tax rebate program. The dollar’s rally and the end of the rebate program, combined with other strains on the economy, then caused GDP to take a step backward in the third quarter of 2008. According to the preliminary estimate released by the U.S. Department of Commerce, third quarter 2008 GDP declined 0.5%.

The latest Bureau of Economic Research release indicates that the U.S. is currently in recession. Evidence supporting this conclusion includes a slowdown in consumer spending, with four consecutive months of declining retail sales from July through October 2008. According to the Department of Commerce, October’s 2.8% fall in retail sales is the sharpest decline since it began tracking this data in 1992. In terms of the job market, the U.S. Department of Labor reported that payroll employment declined in each of the first 10 months of 2008. Year-to-date through October, roughly 1.2 million jobs have been shed and the unemployment rate now stands at 6.5%, its highest level since 1994.

Ongoing issues related to the housing and subprime mortgage markets and seizing credit markets prompted the Federal Reserve Board (“Fed”)ⁱⁱ to take aggressive and, in some cases, unprecedented actions. Beginning in September 2007, the Fed reduced the federal funds rateⁱⁱⁱ from 5.25% to 4.75%. This marked the first such reduction since June 2003. The Fed then reduced the federal funds rate on six additional occasions through April 2008, bringing the federal funds rate to 2.00%. The Fed then shifted gears in the face of mounting inflationary prices and a weakening U.S. dollar. At its

Legg Mason Partners International All Cap Opportunity Fund I

Letter from the chairman continued

meetings in June, August and September 2008, the Fed held rates steady. Then, on October 8, 2008, in a global coordination effort with six central banks around the world, interest rates were cut in an attempt to reduce the strains in the global financial markets. At that time, the Fed lowered the federal funds rate from 2.00% to 1.50%. The Fed again cut rates from 1.50% to 1.00% at its regularly scheduled meeting on October 29, 2008. In conjunction with its October meeting, the Fed stated: “The pace of economic activity appears to have slowed markedly, owing importantly to a decline in consumer expenditures. … Moreover, the intensification of financial market turmoil is likely to exert additional restraint on spending, partly by further reducing the ability of households and businesses to obtain credit.”

In addition to the interest rate cuts, the Fed took several actions to improve liquidity in the credit markets. In March 2008, the Fed established a new lending program allowing certain brokerage firms, known as primary dealers, to also borrow from its discount window. Also in March, the Fed played a major role in facilitating the purchase of Bear Stearns by JPMorgan Chase. In mid-September 2008, it announced an $85 billion rescue plan for ailing AIG and pumped $70 billion into the financial system as Lehman Brothers’ bankruptcy and mounting troubles at other financial firms roiled the markets.

The U.S. Department of the Treasury has also taken an active role in attempting to stabilize the financial system, as it orchestrated the government’s takeover of mortgage giants Fannie Mae and Freddie Mac in September. In addition, on October 3, 2008, the Treasury’s $700 billion Troubled Asset Relief Program (“TARP”) was approved by Congress and signed into law by President Bush. As part of TARP, the Treasury had planned to make a $250 billion capital injection into some of the nation’s largest banks. However, in November 2008 (after the reporting period ended), Treasury Secretary Paulson said the Treasury no longer intended to use TARP to purchase bad loans and other troubled financial assets.

The U.S. stock market was extremely volatile and generated poor results during the 12 months ended October 31, 2008. Stock prices declined during each of the first five months of the reporting period. This was due, in part, to the credit crunch, weakening corporate profits, rising inflation and fears of an impending recession. The market then reversed course and posted positive returns in April and May 2008. The market’s rebound was largely attributed to hopes that the U.S. would skirt a recession and that corporate profits would rebound as the year progressed. However, given the escalating credit crisis and the mounting turmoil in the financial markets, stock prices moved lower during four of the last five months of the period, including S&P 500 Index^iv declines of 8.91% and 16.79% in September and October, respectively. All told, the S&P 500 Index returned -36.10% during the 12-month reporting period ended October 31, 2008.

II Legg Mason Partners International All Cap Opportunity Fund

As poorly as the U.S. stock market performed, the international equity markets were even worse. Fears of a deep and prolonged global recession and the fallout from the U.S. credit crisis dragged stock prices lower around the globe. During the 12-month period ended October 31, 2008, the MSCI EAFE Index^v returned -46.62%. As was the case in the U.S., international equities experienced periods of extreme volatility. This was especially true in September and October 2008, as the MSCI EAFE Index returned -14.46% and -20.18%, respectively, during those two months.

A special note regarding increased market volatility

In recent months, we have experienced a series of events that have impacted the financial markets and created concerns among both novice and seasoned investors alike. In particular, we have witnessed the failure and consolidation of several storied financial institutions, periods of heightened market volatility, and aggressive actions by the U.S. federal government to steady the financial markets and restore investor confidence. While we hope that the worst is over in terms of the issues surrounding the credit and housing crises, it is likely that the fallout will continue to impact the financial markets and the U.S. economy during the remainder of the year and into 2009 as well.

Like all asset management firms, Legg Mason has not been immune to these difficult and, in some ways, unprecedented times. However, today’s challenges have only strengthened our resolve to do everything we can to help you reach your financial goals. Now, as always, we remain committed to providing you with excellent service and a full spectrum of investment choices. And rest assured, we will continue to work hard to ensure that our investment managers make every effort to deliver strong long-term results.

We also remain committed to supplementing the support you receive from your financial advisor. One way we accomplish this is through our enhanced website, www.leggmason.com/individualinvestors. Here you can gain immediate access to many special features to help guide you through difficult times, including:

• Fund prices and performance,

• Market insights and commentaries from our portfolio managers, and

• A host of educational resources.

During periods of market unrest, it is especially important to work closely with your financial advisor and remember that reaching one’s investment goals unfolds over time and through multiple market cycles. Time and again, history has shown that, over the long run, the markets have eventually recovered and grown.

Legg Mason Partners International All Cap Opportunity Fund III

Letter from the chairman continued

Information about your fund

As you may be aware, several issues in the mutual fund industry have come under the scrutiny of federal and state regulators. Affiliates of the Fund’s manager have, in recent years, received requests for information from various government regulators regarding market timing, late trading, fees, and other mutual fund issues in connection with various investigations. The regulators appear to be examining, among other things, the Fund’s response to market timing and shareholder exchange activity, including compliance with prospectus disclosure related to these subjects. The Fund is not in a position to predict the outcome of these requests and investigations.

Please read on for a more detailed look at prevailing economic and market conditions during the Fund’s reporting period and to learn how those conditions have affected Fund performance.

Important information with regard to recent regulatory developments that may affect the Fund is contained in the Notes to Financial Statements included in this report.

As always, we appreciate your continued confidence in our stewardship of your assets. We look forward to helping you to meet your financial goals.

Sincerely,

R. Jay Gerken, CFA

Chairman, President and Chief Executive Officer

December 1, 2008

All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.

ⁱ Gross domestic product (“GDP”) is the market value of all final goods and services produced within a country in a given period of time.

ⁱⁱ The Federal Reserve Board (“Fed”) is responsible for the formulation of policies designed to promote economic growth, full employment, stable prices, and a sustainable pattern of international trade and payments.

ⁱⁱⁱ The federal funds rate is the rate charged by one depository institution on an overnight sale of immediately available funds (balances at the Federal Reserve) to another depository institution; the rate may vary from depository institution to depository institution and from day to day.

^iv The S&P 500 Index is an unmanaged index of 500 stocks and is generally representative of the performance of larger companies in the U.S.

^v The MSCI EAFE Index is a free float-adjusted market capitalization index designed to measure developed market equity performance, excluding the U.S. and Canada. The MSCI EAFE Index consists of the following 21 developed market country indexes: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the United Kingdom.

IV Legg Mason Partners International All Cap Opportunity Fund

Fund overview

Q. What is the Fund’s investment strategy?

A. The Fund seeks total return on its assets from growth of capital and income. Under normal circumstances, the Fund invests primarily in a diversified portfolio of equity securities of foreign companies. The Fund may invest up to 20% of the value of its net assets in bonds, notes and debt securities. The investment team leverages an integrated global research approach that seeks stocks in companies that the team believes offer the best potential for capital appreciation. While the portfolio managers select investments primarily for their capital appreciation potential, some investments have an income component as well. The Fund may also invest in emerging markets on an opportunistic basis.

Q. What were the overall market conditions during the Fund’s reporting period?

A. During the reporting period, a time of extreme volatility and market turmoil, international equity markets suffered significant losses. Unprecedented events roiled capital markets and left investors with nowhere to hide. The international equity markets, as measured by the MSCI EAFE Indexⁱ, posted a decline of 46.62% during the 12 months ended October 31, 2008.

During the fiscal year, both domestically and internationally, markets were dominated by a “supercycle” theme characterized by price momentum that drove stock prices in a way that was not supported by fundamentals. Many commodity and cyclical stocks traded at price/book and margin levels not seen in 50 years. Historically, these bubbles run their course and eventually have to be deflated. From the fourth quarter of 2007 through the second quarter of 2008, growth stocks outperformed value stocks by a significant margin. During the summer of 2008, the tide finally turned and began favoring value stocks as momentum investing and commodities began to buckle. On a macro level, 2008 can be characterized by weakening economic growth, global recession and a credit crisis that froze many capital markets across the globe. The crisis started with a boom and bust in real estate, which stemmed from relaxed lending policies, unchecked leverage and questionable valuations of unregulated securities. These troubling factors converged and essentially impaired the state of the U.S. financial infrastructure, ultimately spreading fear and instability worldwide.

Q. How did we respond to these changing market conditions?

A. Given its contrarian value approach, the portfolio was positioned in accordance with its fundamental stock-selection process and we refined the holdings to assemble a “portfolio for all seasons.” During the reporting period, earnings expectations were unrealistically high in many sectors and we anticipated an overall trend of downward revisions. Accordingly, the portfolio was positioned to avoid cyclical companies that trade at high multiples and high expectations. In the third quarter of 2008, cyclical and

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 1

Fund overview continued

momentum stocks suffered as earnings multiples contracted and the Fund benefited by avoiding these types of companies. As the credit crisis unfolded, the portfolio was also positioned defensively to avoid purchasing stocks of companies with an imbalance of risk and reward, such as many of the financial companies that ultimately failed. In short, as market volatility increased, the Fund’s portfolio composition was tailored to invest in those companies that reflected, what we believed to be, low valuation factors and strong balance sheets, and were high-quality franchises in the marketplace.

Performance review

For the 12 months ended October 31, 2008, Class A shares of Legg Mason Partners International All Cap Opportunity Fund, excluding sales charges, returned -46.51%. The Fund’s unmanaged benchmark, the MSCI EAFE Index, returned -46.62% for the same period. The Lipper International Multi-Cap Value Funds Category Average¹ returned -48.03% over the same time frame.

PERFORMANCE SNAPSHOT as of October 31, 2008 (excluding sales charges) (unaudited)
	6 MONTHS	12 MONTHS
International All Cap Opportunity Fund — Class A Shares	-39.84%	-46.51%
MSCI EAFE Index	-41.21%	-46.62%
Lipper International Multi-Cap Value Funds Category Average1	-41.70%	-48.03%
The performance shown represents past performance. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown above. Principal value and investment returns will fluctuate and investors’ shares, when redeemed, may be worth more or less than their original cost. To obtain performance data current to the most recent month-end, please visit our website at www.leggmason.com/individualinvestors.
Excluding sales charges, Class B shares returned -40.13%, Class C shares returned -40.18% and Class I shares returned -40.64% over the six months ended October 31, 2008. Excluding sales charges, Class B shares returned -47.02%, Class C shares returned -47.02% and Class I shares returned -47.11% over the 12 months ended October 31, 2008. All share class returns assume the reinvestment of all distributions, including returns of capital, if any, at net asset value and the deduction of all Fund expenses. Returns have not been adjusted to include sales charges that may apply when shares are purchased or the deduction of taxes that a shareholder would pay on Fund distributions.
Performance of Class IS shares is not shown because this share class commenced operations on August 4, 2008.
TOTAL ANNUAL OPERATING EXPENSES (unaudited)
As of the Fund’s prospectus dated February 28, 2008, the gross total operating expense ratios for Class A, Class B, Class C and Class I shares were 1.35%, 2.20%, 2.22% and 1.19%, respectively. As of the Fund’s prospectus dated July 9, 2008, the gross total operating expense ratio for Class IS shares was 1.19%.

¹ Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the period ended October 31, 2008, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 142 funds for the six-month period and among the 133 funds for the 12-month period in the Fund’s Lipper category, and excluding sales charges.

2 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Q. What were the leading contributors to performance?

A. Stock selection in the Industrials, Information Technology (“IT”), Materials and Telecommunication Services sectors significantly enhanced the Fund’s results during the reporting period. An overweight to the IT sector and an underweight to the Materials sector also contributed positively to relative performance. On a country basis, the Fund benefited through stock selection in Australia, Switzerland, the Netherlands and France. Over the reporting period, individual stocks that made a significant positive contribution to performance included Vedior NV and Experian PLC, both in the Industrials sector, Konami Corp. in the IT sector, Agrium Inc. in the Materials sector and Lonza Group AG in the Health Care sector.

Q. What were the leading detractors from performance?

A. During the reporting period, stock selection in the Consumer Discretionary, Consumer Staples, Energy and Financials sectors negatively impacted performance, as did an underweight to the Utilities and Financials sectors and an overweight to the Consumer Staples sector. On a country basis, the Fund’s performance declined through stock selection in Italy, Japan and the United Kingdom. Individual holdings that had a negative impact on Fund performance during that period included Vivendi SA in the Consumer Discretionary sector, Cadbury PLC in the Consumer Staples sector and Barclays PLC and Cheung Kong Holdings Ltd., both in the Financials sector.

Q. Were there any significant changes to the Fund during the reporting period?

A. There were no significant changes to the Fund during the reporting period.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 3

Fund overview continued

Thank you for your investment in Legg Mason Partners International All Cap Opportunity Fund. As always, we appreciate that you have chosen us to manage your assets and we remain focused on achieving the Fund’s investment goals.

Sincerely,

Paul D. Ehrlichman
Global Equities
Chief Investment Officer and Portfolio Manager
Global Currents Investment Management, LLC
Sean M. Bogda, CFA	Safa R. Muhtaseb, CFA
Portfolio Manager	Portfolio Manager
Global Currents Investment Management, LLC	Global Currents Investment Management, LLC

November 18, 2008

4 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

The information provided is not intended to be a forecast of future events, a guarantee of future results or investment advice. Views expressed may differ from those of the firm as a whole.

Portfolio holdings and breakdowns are as of October 31, 2008 and are subject to change and may not be representative of the portfolio managers’ current or future investments. The Fund’s top 10 holdings (as a percentage of net assets) as of this date were: Sanofi-Aventis (3.2%), William Morrison Supermarkets PLC (2.8%), Novartis AG, Registered Shares (2.7%), Unilever NV, CVA (2.7%), Cheung Kong Holdings Ltd. (2.6%), France Telecom SA (2.5%), Total SA (2.4%), Henkel AG & Co. KGaA (2.1%), Deutsche Telekom AG, Registered Shares (2.0%) and Cadbury PLC (2.0%). Please refer to pages 11 through 14 for a list and percentage breakdown of the Fund’s holdings.

The mention of sector breakdowns is for informational purposes only and should not be construed as a recommendation to purchase or sell any securities. The information provided regarding such sectors is not a sufficient basis upon which to make an investment decision. Investors seeking financial advice regarding the appropriateness of investing in any securities or investment strategies discussed should consult their financial professional. The Fund’s top five sector holdings (as a percentage of net assets) as of October 31, 2008 were: Financials (19.6%), Health Care (16.2%), Consumer Staples (13.3%), Industrials (10.4%) and Telecommunication Services (7.9%). The Fund’s portfolio composition is subject to change at any time.

RISKS: Keep in mind, the Fund is subject to certain risks of overseas investing, not associated with domestic investing, including currency fluctuations, changes in political and economic conditions, differing securities regulations and periods of illiquidity, which could result in significant market fluctuations. These risks are magnified in emerging or developing markets. Diversification does not assure against market loss. Please see the Fund’s prospectus for more information on these and other risks.

All index performance reflects no deduction for fees, expenses or taxes. Please note an investor cannot invest directly in an index.

ⁱ The MSCI EAFE Index is a free float-adjusted market capitalization index designed to measure developed market equity performance, excluding the U.S. and Canada. The MSCI EAFE Index consists of the following 21 developed market country indexes: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the United Kingdom.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 5

Fund at a glance (unaudited)

INVESTMENT BREAKDOWN (%) As a percent of total investments — October 31, 2008

6 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Fund expenses (unaudited)

Example

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including front-end and back-end sales charges (loads) on purchase payments and (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested on May 1, 2008 and held for the six months ended October 31, 2008.

Actual expenses

The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.

BASED ON ACTUAL TOTAL RETURN1
	ACTUAL TOTAL RETURN WITHOUT SALES CHARGES2		BEGINNING ACCOUNT VALUE		ENDING ACCOUNT VALUE		ANNUALIZED EXPENSE RATIO		EXPENSES PAID DURING THE PERIOD3
Class A	(39.84	)%	$	1,000.00	$	601.60	1.43	%	$	5.76
Class B	(40.13	)		1,000.00		598.70	2.41			9.68
Class C	(40.18	)		1,000.00		598.20	2.28			9.16
Class I	(40.64	)		1,000.00		593.60	0.94			3.77
Class IS4	(32.02	)		1,000.00		679.80	0.94			1.90

¹ For the six months ended October 31, 2008, unless otherwise noted.

² Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable initial sales charge with respect to Class A shares or the applicable contingent deferred sales charges (“CDSC”) with respect to Class B and C shares. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.

³ Expenses (net of fee waivers and/or expense reimbursements) are equal to each class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 366.

⁴ For the period August 4, 2008 (inception date) to October 31, 2008.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 7

Fund expenses (unaudited)continued

Hypothetical example for comparison purposes

The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or back-end sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

BASED ON HYPOTHETICAL TOTAL RETURN1
	HYPOTHETICAL ANNUALIZED TOTAL RETURN		BEGINNING ACCOUNT VALUE		ENDING ACCOUNT VALUE		ANNUALIZED EXPENSE RATIO		EXPENSES PAID DURING THE PERIOD2
Class A	5.00	%	$	1,000.00	$	1,017.95	1.43	%	$	7.25
Class B	5.00			1,000.00		1,013.02	2.41			12.19
Class C	5.00			1,000.00		1,013.67	2.28			11.54
Class I	5.00			1,000.00		1,020.41	0.94			4.77
Class IS3	5.00			1,000.00		1,009.76	0.94			2.27

¹ For the six months ended October 31, 2008, unless otherwise noted.

² Expenses (net of fee waivers and/or expense reimbursements) are equal to each class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 366.

³ For the period August 4, 2008 (inception date) to October 31, 2008.

8 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Fund performance (unaudited)

AVERAGE ANNUAL TOTAL RETURNS1
	WITHOUT SALES CHARGES2
	CLASS A		CLASS B		CLASS C		CLASS I		CLASS IS
Twelve Months Ended 10/31/08	(46.51	)%	(47.02	)%	(47.02	)%	(47.11	)%	N/A
Five Years Ended 10/31/08	1.07		0.20		0.15		N/A		N/A
Ten Years Ended 10/31/08	(2.15	)	(2.95	)	(3.00	)	N/A		N/A
Inception* through 10/31/08	4.74	3	(1.44	)	1.17		(25.07	)	(32.02	)%
	WITH SALES CHARGES4
	CLASS A		CLASS B		CLASS C		CLASS I		CLASS IS
Twelve Months Ended 10/31/08	(49.57	)%	(48.86	)%	(47.39	)%	(47.11	)%	N/A
Five Years Ended 10/31/08	(0.13	)	0.10		0.15		N/A		N/A
Ten Years Ended 10/31/08	(2.72	)	(2.95	)	(3.00	)	N/A		N/A
Inception* through 10/31/08	4.47	3	(1.44	)	1.17		(25.07	)	(32.02	)%
CUMULATIVE TOTAL RETURNS1
	WITHOUT SALES CHARGES2
Class A (10/31/98 through 10/31/08)					(19.51	)%
Class B (10/31/98 through 10/31/08)					(25.89	)
Class C (10/31/98 through 10/31/08)					(26.24	)
Class I (Inception date of 12/29/06 through 10/31/08)					(41.18	)
Class IS (Inception date of 8/4/08 through 10/31/08)					(32.02	)

¹ All figures represent past performance and are not a guarantee of future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance figures may reflect fee waivers and/or expense reimbursements. Past performance is no guarantee of future results. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower.

² Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable CDSC with respect to Class B and C shares.

³ Performance calculation for Class A shares includes the historical return information related to The Fenimore International Fund, which was the predecessor fund, for the period from February 18, 1986 through November 22, 1991.

⁴ Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value. In addition, Class A shares reflect the deduction of the maximum initial sales charge of 5.75%; Class B shares reflect the deduction of a 5.00% CDSC, which applies if shares are redeemed within one year from purchase payment and declines thereafter by 1.00% per year until no CDSC is incurred. Class C shares reflect the deduction of a 1.00% CDSC, which applies if shares are redeemed within one year from purchase payment.

* Inception dates for Class A, B, C, I and IS shares are February 18, 1986 (including predecessor fund), November 7, 1994, January 4, 1993, December 29, 2006 and August 4, 2008, respectively.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 9

Historical performance (unaudited)

VALUE OF $10,000 INVESTED IN CLASS A SHARES OF LEGG MASON PARTNERS INTERNATIONAL
ALL CAP OPPORTUNITY FUND VS. MSCI EAFE INDEX^†— October 1998 - October 2008

† Hypothetical illustration of $10,000 invested in Class A shares of Legg Mason Partners International All Cap Opportunity Fund on October 31, 1998, assuming the deduction of the maximum initial sales charge of 5.75% at the time of investment and the reinvestment of all distributions, including returns of capital, if any, at net asset value through October 31, 2008. The MSCI EAFE Index is a free float-adjusted market capitalization index designed to measure developed market equity performance, excluding the U.S. and Canada. The MSCI EAFE Index consists of the following 21 developed market country indexes: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland and the United Kingdom. The Index is unmanaged and is not subject to the same management and trading expenses as a mutual fund. Please note that an investor may not invest directly in an index. The performance of the Fund’s other classes may be greater or less than the Class A shares’ performance indicated on this chart, depending on whether greater or lesser sales charges and fees were incurred by shareholders investing in the other classes.

All figures represent past performance and are not a guarantee of future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower.

10 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Schedule of investments

October 31, 2008

LEGG MASON PARTNERS INTERNATIONAL ALL CAP OPPORTUNITY FUND
SHARES	SECURITY	VALUE
COMMON STOCKS — 94.1%
	Australia — 3.0%
512,500	Foster’s Group Ltd.(a)	$	1,953,304
1,316,500	Telstra Corp., Ltd.(a)		3,613,827
	Total Australia		5,567,131
	Belgium — 1.0%
45,500	InBev NV(a)		1,831,512
	Bermuda — 1.5%
148,112	BW GAS Ltd.(a)*		316,868
254,700	Cosan Ltd., Class A Shares*		682,596
181,162	Signet Jewelers Ltd.		1,844,229
	Total Bermuda		2,843,693
	Canada — 5.9%
126,600	Barrick Gold Corp.		2,876,352
610,500	Bombardier Inc., Class B Shares		2,365,687
60,600	EnCana Corp.		3,092,115
61,500	Ensign Energy Services Inc.		794,888
56,200	Magna International Inc., Class A Shares		1,900,122
	Total Canada		11,029,164
	China — 0.6%
39,200	LDK Solar Co., Ltd., ADR*		711,872
40,700	Trina Solar Ltd., ADR*		426,943
	Total China		1,138,815
	France — 15.7%
98,900	Axa(a)		1,902,769
47,500	BNP Paribas SA(a)		3,442,557
149,400	European Aeronautic Defence & Space Co.(a)		2,482,659
186,700	France Telecom SA(a)		4,703,725
28,323	Neopost SA(a)		2,365,817
42,600	Publicis Groupe(a)		958,219
95,900	Sanofi-Aventis(a)		6,026,466
31,580	Societe Generale(a)		1,731,187
40,000	Technip SA(a)		1,194,020
82,504	Total SA(a)		4,524,223
	Total France		29,331,642
	Germany — 15.0%
6,700	Allianz AG		498,612
74,800	Bayerische Motoren Werke AG(a)		1,933,106
23,629	Deutsche Boerse AG(a)		1,883,726
256,600	Deutsche Telekom AG, Registered Shares(a)		3,813,223

See Notes to Financial Statements.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 11

Schedule of investments continued

October 31, 2008

LEGG MASON PARTNERS INTERNATIONAL ALL CAP OPPORTUNITY FUND
SHARES	SECURITY	VALUE
	Germany — 15.0% continued
71,900	Fresenius Medical Care AG & Co.(a)	$	3,221,329
588,100	Infineon Technologies AG(a)*		1,860,385
42,200	Linde AG(a)		3,488,429
74,800	MTU Aero Engines Holding AG(a)		1,464,902
170,400	Rhoen-Klinikum AG(a)		3,627,541
30,300	Siemens AG, Registered Shares(a)		1,809,909
61,100	Stada Arzneimittel AG(a)		1,881,827
202,200	Symrise AG(a)		2,497,744
	Total Germany		27,980,733
	Hong Kong — 4.4%
508,000	Cheung Kong Holdings Ltd.(a)		4,946,759
138,800	Jardine Matheson Holdings Ltd.(a)		3,289,382
	Total Hong Kong		8,236,141
	Ireland — 1.6%
130,500	Ryanair Holdings PLC, ADR*		2,906,235
	Israel — 1.5%
67,600	Teva Pharmaceutical Industries Ltd., ADR		2,898,688
	Italy — 1.3%
1,013,900	UniCredito Italiano SpA(a)		2,474,432
	Japan — 8.9%
698	Mizuho Financial Group Inc.(a)		1,675,968
55,600	Nidec Corp.(a)		2,868,219
13,857	SBI Holdings Inc.(a)		1,653,296
77,000	Secom Co., Ltd.(a)		2,988,153
761	Sumitomo Mitsui Financial Group Inc.(a)		3,097,438
148,500	Sundrug Co., Ltd.(a)		2,704,248
31,790	Yamada Denki Co., Ltd.(a)		1,727,073
	Total Japan		16,714,395
	Jersey — 1.1%
381,800	Experian PLC(a)		2,108,082
	Netherlands — 4.9%
170,751	Aegon NV(a)		698,433
129,571	Royal Dutch Shell PLC, Class A Shares		3,564,684
206,800	Unilever NV, CVA(a)		4,977,478
	Total Netherlands		9,240,595
	Spain — 0.6%
82,200	Acerinox SA(a)		1,039,136
	Switzerland — 10.2%
83,300	Credit Suisse Group AG, Registered Shares(a)		3,175,029

See Notes to Financial Statements.

12 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

LEGG MASON PARTNERS INTERNATIONAL ALL CAP OPPORTUNITY FUND
SHARES	SECURITY	VALUE
	Switzerland — 10.2% continued
103,612	Nobel Biocare Holding AG, Registered Shares(a)	$	1,780,669
100,600	Novartis AG, Registered Shares(a)		5,082,424
19,422	Roche Holding AG(a)		2,968,875
21,633	Synthes Inc.(a)		2,789,430
188,831	UBS AG, Registered Shares(a)*		3,217,762
	Total Switzerland		19,014,189
	Taiwan — 1.3%
332,136	Advanced Semiconductor Engineering Inc., ADR		720,735
312,169	Siliconware Precision Industries Co., ADR		1,760,633
	Total Taiwan		2,481,368
	United Kingdom — 15.6%
151,200	Amdocs Ltd.*		3,411,072
899,948	Barclays PLC(a)		2,659,615
485,900	British Sky Broadcasting Group PLC(a)		2,973,008
395,904	Cadbury PLC(a)		3,650,766
585,200	Enterprise Inns PLC(a)		917,864
289,300	HSBC Holdings PLC(a)		3,504,145
920,900	International Power PLC(a)		3,307,796
366,900	Punch Taverns PLC(a)		938,859
1,371,362	Vodafone Group PLC(a)		2,650,662
1,210,295	William Morrison Supermarkets PLC(a)		5,189,058
	Total United Kingdom		29,202,845
	TOTAL COMMON STOCKS (Cost — $276,026,187)		176,038,796
PREFERRED STOCKS — 2.1%
	Germany — 2.1%
136,200	Henkel AG & Co. KGaA(a) (Cost — $6,810,474)		3,935,627
RIGHTS — 0.0%
	Netherlands — 0.0%
113,900	Fortis Bank NV/SA* (Cost — $0)		0
	TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENT (Cost — $282,836,661)	$	179,974,423

See Notes to Financial Statements.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 13

Schedule of investments continued

October 31, 2008

LEGG MASON PARTNERS INTERNATIONAL ALL CAP OPPORTUNITY FUND
FACE AMOUNT		SECURITY	VALUE
	SHORT-TERM INVESTMENT — 8.4%
		Repurchase Agreement — 8.4%
$	15,663,000	State Street Bank & Trust Co., repurchase agreement dated 10/31/08, 0.010% due 11/3/08; Proceeds at maturity - $15,663,013; (Fully collateralized by U.S. Treasury Bill, 0.000% due 11/28/08; Market value - $15,978,402) (Cost - $15,663,000)	$	15,663,000
		TOTAL INVESTMENTS — 104.6% (Cost — $298,499,661#)		195,637,423
		Liabilities in Excess of Other Assets — (4.6)%		(8,652,304	)
		TOTAL NET ASSETS — 100.0%	$	186,985,119

* Non-income producing security.

^(a) Security is valued in good faith at fair value by or under the direction of the Board of Trustees (See Note 1).

# Aggregate cost for federal income tax purposes is substantially the same.

Abbreviations used in this schedule:
ADR	—American Depositary Receipt
CVA	—Certificaaten van aandelen (Share Certificates)

SUMMARY OF INVESTMENTS BY SECTOR† (unaudited)
Financials	18.7	%
Health care	15.5
Consumer staples	12.7
Industrials	9.9
Telecommunication services	7.6
Information technology	7.2
Energy	6.9
Consumer discretionary	6.7
Materials	5.1
Utilities	1.7
Short-term investment	8.0
	100.0	%

^† As a percentage of total investments. Please note that Fund holdings are as of October 31, 2008 and are subject to change.

See Notes to Financial Statements.

14 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Statement of assets and liabilities

October 31, 2008

ASSETS:
Investments, at value (Cost — $298,499,661)	$	195,637,423
Foreign currency, at value (Cost — $99,764)		95,570
Cash		210
Receivable for securities sold		561,210
Dividends and interest receivable		448,653
Receivable for Fund shares sold		20,248
Prepaid expenses		52,505
Total Assets		196,815,819
LIABILITIES:
Payable for securities purchased		9,047,167
Payable for Fund shares repurchased		403,410
Investment management fee payable		143,022
Distribution fees payable		42,304
Trustees’ fees payable		290
Accrued expenses		194,507
Total Liabilities		9,830,700
TOTAL NET ASSETS	$	186,985,119
NET ASSETS:
Par value (Note 6)	$	310
Paid-in capital in excess of par value		307,002,903
Undistributed net investment income		3,356,718
Accumulated net realized loss on investments and foreign currency transactions		(20,491,755	)1
Net unrealized depreciation on investments and foreign currencies		(102,883,057	)
TOTAL NET ASSETS	$	186,985,119
Shares Outstanding:
Class A		10,466,485
Class B		1,160,650
Class C		4,513,116
Class I		5,867
Class IS		14,850,286
Net Asset Value:
Class A (and redemption price)		$6.19
Class B2		$5.46
Class C2		$5.21
Class I (and redemption price)		$6.12
Class IS (and redemption price)		$6.22
Maximum Public Offering Price Per Share:
Class A (based on maximum initial sales charge of 5.75%)		$6.57

¹ Net of foreign capital gains tax of $810.

² Redemption price per share is NAV of Class B and C shares reduced by a 5.00% and 1.00% CDSC, respectively, if shares are redeemed within one year from purchase payment (See Note 2).

See Notes to Financial Statements.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 15

Statement of operations

For the Year Ended October 31, 2008

INVESTMENT INCOME:
Dividends	$	8,415,917
Interest		182,442
Less: Foreign taxes withheld		(834,163	)
Total Investment Income		7,764,196
EXPENSES:
Investment management fee (Note 2)		2,655,375
Distribution fees (Notes 2 and 4)		855,162
Transfer agent fees (Note 4)		314,332
Custody fees		94,757
Shareholder reports (Note 4)		80,096
Registration fees		70,384
Audit and tax		40,357
Trustees’ fees		16,205
Legal fees		11,186
Insurance		6,779
Miscellaneous expenses		6,199
Total Expenses		4,150,832
NET INVESTMENT INCOME		3,613,364
REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS (NOTES 1 AND 3):
Net Realized Loss From:
Investment transactions		(20,383,500	)1
Foreign currency transactions		(192,929	)
Net Realized Loss		(20,576,429	)
Change in Net Unrealized Appreciation/Depreciation From:
Investments		(152,371,332	)2
Foreign currencies		(66,766	)
Change in Net Unrealized Appreciation/Depreciation		(152,438,098	)
NET LOSS ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS		(173,014,527	)
DECREASE IN NET ASSETS FROM OPERATIONS	$	(169,401,163	)

¹ Net of foreign capital gains tax of $810.

² Net of decrease of $33,548 in deferred foreign capital gains tax.

See Notes to Financial Statements.

16 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Statements of changes in net assets

FOR THE YEARS ENDED OCTOBER 31,	2008			2007
OPERATIONS:
Net investment income	$	3,613,364		$	4,463,490
Net realized gain (loss)		(20,576,429	)		107,478,495
Change in net unrealized appreciation/depreciation		(152,438,098	)		(57,630,642	)
Increase (Decrease) in Net Assets From Operations		(169,401,163	)		54,311,343
DISTRIBUTIONS TO SHAREHOLDERS FROM (NOTES 1 AND 5):
Net investment income		(4,632,507	)		(2,370,034	)
Net realized gains		(104,866,254	)		(15,994,636	)
Decrease in Net Assets From Distributions to Shareholders		(109,498,761	)		(18,364,670	)
FUND SHARE TRANSACTIONS (NOTE 6):
Net proceeds from sale of shares		189,151,690			208,453,372
Reinvestment of distributions		106,633,365			17,389,822
Cost of shares repurchased		(229,122,738	)		(75,570,109	)
Increase in Net Assets From Fund Share Transactions		66,662,317			150,273,085
INCREASE (DECREASE) IN NET ASSETS		(212,237,607	)		186,219,758
NET ASSETS:
Beginning of year		399,222,726			213,002,968
End of year*	$	186,985,119		$	399,222,726
* Includes undistributed net investment income of:		$3,356,718			$4,589,033

See Notes to Financial Statements.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 17

Financial highlights

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR ENDED OCTOBER 31:
CLASS A SHARES1	2008			2007			20062			20052			20042
NET ASSET VALUE, BEGINNING OF YEAR	$	16.12		$	14.84		$	14.31		$	13.15		$	11.58
INCOME (LOSS) FROM OPERATIONS:
Net investment income		0.11			0.18			0.08			0.07			0.04
Net realized and unrealized gain (loss)		(5.74	)		2.38			3.00			2.04			1.62
Total income (loss) from operations		(5.63	)		2.56			3.08			2.11			1.66
LESS DISTRIBUTIONS FROM:
Net investment income		(0.13	)		(0.20	)		(0.18	)		(0.03	)		(0.09	)
Net realized gains		(4.17	)		(1.08	)		(2.37	)		(0.92	)		—
Total distributions		(4.30	)		(1.28	)		(2.55	)		(0.95	)		(0.09	)
NET ASSET VALUE, END OF YEAR	$	6.19		$	16.12		$	14.84		$	14.31		$	13.15
Total return3		(46.51	)%		18.44	%		24.75	%		16.64	%		14.40	%
NET ASSETS, END OF YEAR (000s)		$64,767			$146,658			$133,978			$126,778			$124,740
RATIOS TO AVERAGE NET ASSETS:
Gross expenses		1.36	%		1.36	%4		1.38	%		1.39	%		1.36	%
Net expenses		1.36			1.36	4,5		1.36	5		1.39			1.31	5
Net investment income		1.12			1.20			0.55			0.54			0.33
PORTFOLIO TURNOVER RATE		63	%		103	%		8	%		14	%		22	%

¹ Per share amounts have been calculated using the average shares method.

² Represents a share of capital stock outstanding prior to April 16, 2007.

³ Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.

⁴ Included in the expense ratios are certain non-recurring restructuring (and reorganization, if applicable) fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would both have been 1.35%.

⁵ Reflects fee waivers and/or expense reimbursements.

See Notes to Financial Statements.

18 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR ENDED OCTOBER 31:
CLASS B SHARES1	2008			2007			20062			20052			20042
NET ASSET VALUE, BEGINNING OF YEAR	$	14.77		$	13.70		$	13.39		$	12.43		$	10.97
INCOME (LOSS) FROM OPERATIONS:
Net investment income (loss)		0.01			0.04			(0.04	)		(0.04	)		(0.06	)
Net realized and unrealized gain (loss)		(5.10	)		2.19			2.79			1.92			1.54
Total income (loss) from operations		(5.09	)		2.23			2.75			1.88			1.48
LESS DISTRIBUTIONS FROM:
Net investment income		(0.05	)		(0.08	)		(0.07	)		—			(0.02	)
Net realized gains		(4.17	)		(1.08	)		(2.37	)		(0.92	)		—
Total distributions		(4.22	)		(1.16	)		(2.44	)		(0.92	)		(0.02	)
NET ASSET VALUE, END OF YEAR	$	5.46		$	14.77		$	13.70		$	13.39		$	12.43
Total return3		(47.02	)%		17.41	%		23.72	%		15.64	%		13.46	%
NET ASSETS, END OF YEAR (000s)		$6,334			$19,665			$21,429			$22,560			$26,168
RATIOS TO AVERAGE NET ASSETS:
Gross expenses		2.30	%		2.22	%4		2.23	%		2.22	%		2.18	%
Net expenses		2.30			2.21	4,5		2.22	5		2.22			2.14	5
Net investment income (loss)		0.13			0.31			(0.32	)		(0.28	)		(0.53	)
PORTFOLIO TURNOVER RATE		63	%		103	%		8	%		14	%		22	%

¹ Per share amounts have been calculated using the average shares method.

² Represents a share of capital stock outstanding prior to April 16, 2007.

³ Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.

⁴ Included in the expense ratios are certain non-recurring restructuring (and reorganization, if applicable) fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would both have been 2.20%.

⁵ Reflects fee waivers and/or expense reimbursements.

See Notes to Financial Statements.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 19

Financial highlights continued

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR ENDED OCTOBER 31:
CLASS C SHARES1	2008			2007			20062			20052			20042
NET ASSET VALUE, BEGINNING OF YEAR	$	14.30		$	13.31		$	13.07		$	12.17		$	10.73
INCOME (LOSS) FROM OPERATIONS:
Net investment income (loss)		0.02			0.04			(0.04	)		(0.05	)		(0.07	)
Net realized and unrealized gain (loss)		(4.89	)		2.11			2.72			1.87			1.51
Total income (loss) from operations		(4.87	)		2.15			2.68			1.82			1.44
LESS DISTRIBUTIONS FROM:
Net investment income		(0.05	)		(0.08	)		(0.07	)		—			—
Net realized gains		(4.17	)		(1.08	)		(2.37	)		(0.92	)		—
Total distributions		(4.22	)		(1.16	)		(2.44	)		(0.92	)		—
NET ASSET VALUE, END OF YEAR	$	5.21		$	14.30		$	13.31		$	13.07		$	12.17
Total return3		(47.02	)%		17.35	%		23.76	%		15.47	%		13.42	%
NET ASSETS, END OF YEAR (000s)		$23,535			$60,392			$57,596			$53,097			$51,499
RATIOS TO AVERAGE NET ASSETS:
Gross expenses		2.23	%		2.23	%4		2.26	%		2.33	%		2.31	%
Net expenses		2.23			2.23	4,5		2.23	5		2.33			2.25	5
Net investment income (loss)		0.24			0.33			(0.32	)		(0.39	)		(0.62	)
PORTFOLIO TURNOVER RATE		63	%		103	%		8	%		14	%		22	%

¹ Per share amounts have been calculated using the average shares method.

² Represents a share of capital stock outstanding prior to April 16, 2007.

³ Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.

⁴ Included in the expense ratios are certain non-recurring restructuring (and reorganization, if applicable) fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would both have been 2.22%.

⁵ Reflects fee waivers and/or expense reimbursements.

See Notes to Financial Statements.

20 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR ENDED OCTOBER 31, UNLESS OTHERWISE NOTED:
CLASS I SHARES1	2008			20072
NET ASSET VALUE, BEGINNING OF YEAR	$	16.16		$	14.53
INCOME (LOSS) FROM OPERATIONS:
Net investment income		0.19			0.25
Net realized and unrealized gain (loss)		(5.88	)		1.38
Total income (loss) from operations		(5.69	)		1.63
LESS DISTRIBUTIONS FROM:
Net investment income		(0.18	)		—
Net realized gains		(4.17	)		—
Total distributions		(4.35	)		—
NET ASSET VALUE, END OF YEAR	$	6.12		$	16.16
Total return3		(47.11	)%		11.22	%
NET ASSETS, END OF YEAR (000s)		$36			$172,508
RATIOS TO AVERAGE NET ASSETS:
Gross expenses		0.93	%		1.19	%4,5
Net expenses		0.93			1.19	4,5,6
Net investment income		1.73			2.46	4
PORTFOLIO TURNOVER RATE		63	%		103	%

¹ Per share amounts have been calculated using the average shares method.

² For the period December 29, 2006 (inception date) to October 31, 2007.

³ Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of 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.

⁴ Annualized.

⁵ Included in the expense ratios are certain non-recurring restructuring (and reorganization, if applicable) fees that were incurred by the Fund during the period. Without these fees, the gross and net expense ratios would both have been 1.19%.

⁶ Reflects fee waivers and/or expense reimbursements.

See Notes to Financial Statements.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 21

Financial highlights continued

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR ENDED OCTOBER 31, UNLESS OTHERWISE NOTED:
CLASS IS SHARES1	20082
NET ASSET VALUE, BEGINNING OF YEAR	$	9.15
INCOME (LOSS) FROM OPERATIONS:
Net investment income		0.02
Net realized and unrealized loss		(2.95	)
Total loss from operations		(2.93	)
NET ASSET VALUE, END OF YEAR	$	6.22
Total return3		(32.02	)%
NET ASSETS, END OF YEAR (000s)		$92,313
RATIOS TO AVERAGE NET ASSETS:
Gross expenses		0.94	%4
Net expenses		0.94	4
Net investment income		0.87	4
PORTFOLIO TURNOVER RATE		63	%

¹ Per share amounts have been calculated using the average shares method.

² For the period August 4, 2008 (inception date) to October 31, 2008.

³ Performance figures may reflect fee waivers and/or expense reimbursements. In the absence of 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.

⁴ Annualized.

See Notes to Financial Statements.

22 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Notes to financial statements

1. Organization and significant accounting policies

Legg Mason Partners International All Cap Opportunity Fund (the “Fund”) is a separate diversified investment series of Legg Mason Partners Equity Trust (the “Trust”). The Trust, a Maryland business 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.

(a) Investment valuation. Equity securities for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade. Debt securities are valued at the mean between the last quoted bid and asked prices provided by an independent pricing service that are based on transactions in debt obligations, quotations from bond dealers, market transactions in comparable securities and various other relationships between securities. When prices are not readily available, or are determined not to reflect fair value, 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 may value these securities at fair value as determined in accordance with the procedures approved by the Fund’s Board of Trustees. Fair valuing of securities may also be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American depository receipts (ADRs) and futures contracts. Short-term obligations with maturities of 60 days or less are valued at amortized cost, which approximates fair value.

(b) Repurchase agreements. When entering into repurchase agreements, it is the Fund’s policy that its custodian or a third party custodian take possession of the underlying collateral securities, the market value of which, at all times, at least equals the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market to ensure the adequacy of the collateral. If the seller defaults, and the market value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.

(c) Forward foreign currency contracts. The Fund may enter into a forward foreign currency contract to hedge against foreign currency exchange rate risk

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 23

Notes to financial statements continued

on its non-U.S. dollar denominated securities or to facilitate settlement of a foreign currency denominated portfolio transaction. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price with delivery and settlement at a future date. The contract is marked-to-market daily and the change in value is recorded by the Fund as an unrealized gain or loss. When a forward foreign currency contract is closed, through either delivery or offset by entering into another forward foreign currency contract, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it was closed.

Forward foreign currency contracts involve elements of market risk in excess of the amounts reflected in the Statement of Assets and Liabilities. The Fund bears the risk of an unfavorable change in the foreign exchange rate underlying the forward foreign currency contract. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts.

(d) Foreign currency translation. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollar amounts based upon prevailing exchange rates on the respective dates of such transactions.

The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities, at the date of valuation, resulting from changes in exchange rates.

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.

(e) Foreign risk. The Fund’s investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in

24 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

foreign currencies, may require settlement in foreign currencies or pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which affect the market and/or credit risk of the investments.

(f) 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. Dividend income is recorded on the ex-dividend date. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults on an expected interest payment, the Fund’s policy is to generally halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default.

(g) Distributions to shareholders. Distributions from net investment income and distributions of net realized gains, if any, 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.

(h) Class accounting. Investment income, common expenses and realized/unrealized gain (loss) 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 class.

(i) Federal and other taxes. It is the Fund’s policy to comply with the federal income and excise tax requirements of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute substantially all of its taxable income and net realized gains, if any, to shareholders each year. Therefore, no federal income tax provision is required in the Fund’s financial statements.

Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years and has concluded that as of October 31, 2008, no provision for income tax would be required in the Fund’s financial statements. The Fund’s 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.

Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates. Realized gains upon

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 25

Notes to financial statements continued

disposition of Thailand securities held by the Fund are subject to capital gains in that country. As of October 31, 2008, there were no deferred gains tax liabilities accrued on realized gains.

(j) Reclassification. GAAP requires that certain components of net assets be adjusted to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset values per share. During the current year, the following reclassifications have been made:

	UNDISTRIBUTED NET INVESTMENT INCOME			ACCUMULATED NET REALIZED LOSS		PAID-IN CAPITAL
(a)	$	(42,195	)		—	$	42,195
(b)		(170,977	)	$	170,977		—

^(a) Reclassifications are primarily due to distributions paid in connection with the redemption of Fund shares

^(b) Reclassifications are primarily due to foreign currency transactions treated as ordinary income for tax purposes and book/tax differences in the treatment of various Items.

2. Investment management agreement and other transactions with affiliates

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and Global Currents Asset Management LLC (“Global Currents”) is the Fund’s subadviser. Prior to July 1, 2008, Brandywine Global Currents Investment Management, LLC (“Brandywine”) was the Fund’s subadviser. LMPFA, Global Currents and Brandywine 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 at an annual rate of the Fund’s average daily net assets in accordance with the following breakpoint schedule:

AVERAGE DAILY NET ASSETS	ANNUAL RATE
First $1 billion	0.850	%
Next $1 billion	0.825
Next $3 billion	0.800
Next $5 billion	0.775
Over $10 billion	0.750

LMPFA provides administrative and certain oversight services to the Fund. LMPFA delegates to the subadviser the day-to-day portfolio management of the Fund, except for the management of cash and short-term instruments. For its services, effective July 1, 2008, LMPFA pays Global Currents 70% of the net management fee it receives from the Fund. Prior to July 1, 2008 LMPFA paid Brandywine 70% of the net management fee it received from the Fund.

26 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Effective December 1, 2007, Legg Mason Investor Services, LLC (“LMIS”), a wholly-owned broker-dealer subsidiary of Legg Mason, serves as the Fund’s sole and exclusive distributor. Prior to December 1, 2007, Citigroup Global Markets Inc. (“CGM”), PFS Investments Inc. (“PFS”) and LMIS served as distributors of the Fund.

There is a maximum initial sales charge of 5.75% for Class A shares. There is a contingent deferred sales charge (“CDSC”) of 5.00% on Class B shares, which applies if redemption occurs within one year from purchase payment. This CDSC declines 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 one year from purchase payment. In certain cases, Class A shares have a 1.00% CDSC, which applies if redemption occurs within one year from purchase payment. This CDSC only applies to those purchases of Class A shares, which, when combined with current holdings of Class A shares, equal or exceed $1,000,000 in the aggregate. These purchases do not incur an initial sales charge.

For the year ended October 31, 2008, LMIS and its affiliates received sales charges of approximately $16,000 on sales of the Fund’s Class A shares. In addition, for the year ended October 31, 2008, CDSCs paid to LMIS and its affiliates were approximately:

	CLASS A			CLASS B		CLASS C
CDSCs	$	0	*	$	15,000	$	3,000

* Amount represents less than $1,000.

Certain 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 year ended October 31, 2008, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:

Purchases	$	193,535,527
Sales		231,924,130

At October 31, 2008, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were as follows:

Gross unrealized appreciation	$	827,901
Gross unrealized depreciation		(103,690,139	)
Net unrealized depreciation	$	(102,862,238	)

4. Class specific expenses

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, B and C shares calculated

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 27

Notes to financial statements continued

at the annual rate of 0.25% of the average daily net assets of each respective class. The Fund also pays a distribution fee with respect to its Class B and C shares calculated at the annual rate of 0.75% of the average daily net assets of each class, respectively. Distribution fees are accrued daily and paid monthly.

For the year ended October 31, 2008, class specific expenses were as follows:

	DISTRIBUTION FEES		TRANSFER AGENT FEES		SHAREHOLDER REPORTS EXPENSES
Class A	$	281,802	$	161,712	$	45,454
Class B		132,696		38,597		10,704
Class C		440,664		113,857		19,482
Class I		—		121		22
Class IS1		—		45		4,434
Total	$	855,162	$	314,332	$	80,096

¹ For the period August 4, 2008 (inception date) to October 31, 2008.

5. Distributions to shareholders by class

	YEAR ENDED OCTOBER 31, 2008		YEAR ENDED OCTOBER 31, 2007
Net Investment Income
Class A	$	1,628,173	$	1,867,096
Class B		92,679		127,156
Class C		312,757		375,782
Class I1		2,598,898		—
Class IS2		—		—
Total	$	4,632,507	$	2,370,034
Net Realized Gains
Class A	$	37,725,836	$	9,696,285
Class B		5,424,425		1,650,037
Class C		17,092,738		4,648,314
Class I1		44,623,255		—
Class IS2		—		—
Total	$	104,866,254	$	15,994,636

¹ For the period December 29, 2006 (inception date) to October 31, 2007.

² For the period August 4, 2008 (inception date) to October 31, 2008.

6. Shares of beneficial interest

At October 31, 2008, 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 share of a class 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. Prior to April 16, 2007, the Fund had one billion shares of capital stock authorized with a par value of $0.001 per share.

28 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Transactions in shares of each class were as follows:

	YEAR ENDED OCTOBER 31, 2008					YEAR ENDED OCTOBER 31, 2007
	SHARES		AMOUNT			SHARES		AMOUNT
Class A
Shares sold	1,532,285		$	15,992,990		1,546,911		$	23,159,008
Shares issued on reinvestment	3,373,391			37,395,385		760,213			10,896,431
Shares repurchased	(3,536,314	)		(35,032,891	)	(2,235,999	)		(33,537,273	)
Net increase	1,369,362		$	18,355,484		71,125		$	518,166
Class B
Shares sold	246,614		$	2,395,172		280,218		$	3,881,296
Shares issued on reinvestment	531,526			5,208,605		125,642			1,648,450
Shares repurchased	(948,929	)		(8,612,855	)	(638,694	)		(8,817,750	)
Net decrease	(170,789	)	$	(1,009,078	)	(232,834	)	$	(3,288,004	)
Class C
Shares sold	855,450		$	7,479,333		1,027,887		$	13,739,811
Shares issued on reinvestment	1,795,783			16,807,222		381,179			4,844,941
Shares repurchased	(2,360,248	)		(20,101,917	)	(1,515,020	)		(20,292,056	)
Net increase (decrease)	290,985		$	4,184,638		(105,954	)	$	(1,707,304	)
Class I1
Shares sold	2,330,720		$	24,182,880		11,529,694		$	167,673,257
Shares issued on reinvestment	4,242,157			47,222,153		—			—
Shares repurchased	(17,240,170	)		(160,921,975	)	(856,534	)		(12,923,030	)
Net increase (decrease)	(10,667,293	)	$	(89,516,942	)	10,673,160		$	154,750,227
Class IS2
Shares sold	15,423,228		$	139,101,315		—			—
Shares repurchased	(572,942	)		(4,453,100	)	—			—
Net increase	14,850,286		$	134,648,215		—			—

¹ For the period December 29, 2006 (inception date) to October 31, 2007.

² For the period August 4, 2008 (inception date) to October 31, 2008.

7. Income tax information and distributions to shareholders

The tax character of distributions paid during the fiscal years ended October 31 was as follows:

	2008		2007
Distributions Paid From:
Ordinary income	$	4,632,519	$	2,370,037
Net long-term capital gains		104,866,242		15,994,633
Total distributions paid	$	109,498,761	$	18,364,670

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 29

Notes to financial statements continued

As of October 31, 2008, the components of accumulated earnings on a tax basis were as follows:

Undistributed ordinary income — net	$	3,403,760
Capital loss carryforward*		(20,491,755	)
Other book/tax temporary differences(a)		(47,042	)
Unrealized appreciation/(depreciation)		(102,883,057	)
Total accumulated earnings/(losses) — net	$	(120,018,094	)

* As of October 31, 2008, the Fund had the following net capital loss carryforward remaining:

YEAR OF EXPIRATION	AMOUNT
10/31/2016	$	(20,491,755	)

This amount will be available to offset any future taxable capital gains.

^(a) Other book/tax temporary differences are attributable primarily to the realization for tax purposes of unrealized losses on foreign currency contracts and book/tax differences in the timing of the deductibility of various expenses.

8. Regulatory matters

On May 31, 2005, the U.S. Securities and Exchange Commission (“SEC”) issued an order in connection with the settlement of an administrative proceeding against Smith Barney Fund Management LLC (“SBFM”), a wholly-owned subsidiary of Legg Mason and the then investment adviser or manager to the Fund, and CGM, a former distributor of the Fund, relating to the appointment of an affiliated transfer agent for the Smith Barney family of mutual funds, including the Fund (the “Affected Funds”).

The SEC order found that SBFM and CGM willfully violated Section 206(1) of the Investment Advisers Act of 1940, as amended, and the rules promulgated thereunder (the “Advisers Act”). Specifically, the order found that SBFM and CGM knowingly or recklessly failed to disclose to the boards of the Affected Funds in 1999 when proposing a new transfer agent arrangement with an affiliated transfer agent that: First Data Investors Services Group (“First Data”), the Affected Funds’ then-existing transfer agent, had offered to continue as transfer agent and do the same work for substantially less money than before; and that Citigroup Asset Management (“CAM”), the Citigroup business unit that, at the time, included the Affected Funds’ investment manager and other investment advisory companies, had entered into a side letter with First Data under which CAM agreed to recommend the appointment of First Data as sub-transfer agent to the affiliated transfer agent in exchange, among other things, for a guarantee by First Data of specified amounts of asset management and investment banking fees to CAM and CGM. The order also found that SBFM and CGM willfully violated Section 206(2) of the Advisers Act by virtue of the omissions discussed above and other misrepresentations and omissions in the materials provided to the Affected Funds’ boards, including the failure to make clear that the affiliated transfer agent would earn a high profit for performing limited functions while First Data continued to perform almost all of the transfer agent functions, and the suggestion that the proposed arrangement was in the Affected Funds’ best interests and that no viable alternatives existed.

30 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

SBFM and CGM do not admit or deny any wrongdoing or liability. The settlement does not establish wrongdoing or liability for purposes of any other proceeding. The SEC censured SBFM and CGM and ordered them to cease and desist from violations of Sections 206(1) and 206(2) of the Advisers Act. The order required Citigroup to pay $208.1 million, including $109 million in disgorgement of profits, $19.1 million in interest, and a civil money penalty of $80 million. Approximately $24.4 million has already been paid to the Affected Funds, primarily through fee waivers. The remaining $183.7 million, including the penalty, has been paid to the U.S. Treasury and will be distributed pursuant to a plan submitted for the approval of the SEC. At this time, there is no certainty as to how the above-described proceeds of the settlement will be distributed, to whom such distributions will be made, the methodology by which such distributions will be allocated, and when such distributions will be made. The order also required that transfer agency fees received from the Affected Funds since December 1, 2004, less certain expenses, be placed in escrow and provided that a portion of such fees might be subsequently distributed in accordance with the terms of the order. On April 3, 2006, an aggregate amount of approximately $9 million held in escrow was distributed to the Affected Funds.

The order required SBFM to recommend a new transfer agent contract to the Affected Funds’ boards within 180 days of the entry of the order; if a Citigroup affiliate submitted a proposal to serve as transfer agent or sub-transfer agent, SBFM and CGM would have been required, at their expense, to engage an independent monitor to oversee a competitive bidding process. On November 21, 2005, and within the specified timeframe, the Affected Funds’ boards selected a new transfer agent for the Affected Funds. No Citigroup affiliate submitted a proposal to serve as transfer agent. Under the order, SBFM also must comply with an amended version of a vendor policy that Citigroup instituted in August 2004.

Although there can be no assurance, the manager does not believe that this matter will have a material adverse effect on the Affected Funds.

On December 1, 2005, Citigroup completed the sale of substantially all of its global asset management business, including SBFM, to Legg Mason.

9. Legal matters

Beginning in June 2004, class action lawsuits alleging violations of the federal securities laws were filed against CGM, a former distributor of the Fund, and other affiliated funds (collectively, the “Funds”) and a number of its then affiliates, including SBFM and Salomon Brothers Asset Management Inc (“SBAM”), which were then investment adviser or manager to certain of the Funds (the “Managers”), substantially all of the mutual funds then managed by the Managers (the “Defendant Funds”), and Board members of the Defendant Funds (collectively, the “Defendants”). The complaints alleged, among other things, that CGM created various undisclosed incentives for its brokers to sell

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 31

Notes to financial statements continued

Smith Barney and Salomon Brothers funds. In addition, according to the complaints, the Managers caused the Defendant Funds to pay excessive brokerage commissions to CGM for steering clients towards proprietary funds. The complaints also alleged that the Defendants breached their fiduciary duty to the Defendant Funds by improperly charging Rule 12b-1 fees and by drawing on fund assets to make undisclosed payments of soft dollars and excessive brokerage commissions. The complaints also alleged that the Defendant Funds failed to adequately disclose certain of the allegedly wrongful conduct. The complaints sought injunctive relief and compensatory and punitive damages, rescission of the Defendant Funds’ contracts with the Managers, recovery of all fees paid to the Managers pursuant to such contracts and an award of attorneys’ fees and litigation expenses.

On December 15, 2004, a consolidated amended complaint (the “Complaint”) was filed alleging substantially similar causes of action. On May 27, 2005, all of the Defendants filed motions to dismiss the Complaint. On July 26, 2006, the court issued a decision and order (1) finding that plaintiffs lacked standing to sue on behalf of the shareholders of the Funds in which none of the plaintiffs had invested and dismissing those Funds from the case (although stating that they could be brought back into the case if standing as to them could be established), and (2) other than one stayed claim, dismissing all of the causes of action against the remaining Defendants, with prejudice, except for the cause of action under Section 36(b) of the 1940 Act, which the court granted plaintiffs leave to repeal as a derivative claim.

On October 16, 2006, plaintiffs filed their Second Consolidated Amended Complaint (“Second Amended Complaint”) which alleges derivative claims on behalf of nine funds identified in the Second Amended Complaint, under Section 36(b) of the 1940 Act, against CAM, SBAM and SBFM as investment advisers to the identified funds, as well as CGM as a distributor for the identified funds (collectively, the “Second Amended Complaint Defendants”). The Fund was not identified in the Second Amended Complaint. The Second Amended Complaint alleges no claims against any of the funds or any of their Board Members. Under Section 36(b), the Second Amended Complaint alleges similar facts and seeks similar relief against the Second Amended Complaint Defendants as the Complaint.

On December 3, 2007, the court granted the Defendants’ motion to dismiss, with prejudice. On January 2, 2008, the plaintiffs filed a notice of appeal to the Second Circuit Court of Appeals.

Additional lawsuits arising out of these circumstances and presenting similar allegations and requests for relief may be filed in the future.

* * *

Beginning in August 2005, five class action lawsuits alleging violations of federal securities laws and state law were filed against CGM and SBFM,

32 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

(collectively, the “Defendants”) based on the May 31, 2005 settlement order issued against the Defendants by the SEC as described in Note 8. The complaints seek injunctive relief and compensatory and punitive damages, removal of SBFM as the investment manager for the Smith Barney family of funds, rescission of the funds’ management and other contracts with SBFM, recovery of all fees paid to SBFM pursuant to such contracts, and an award of attorneys’ fees and litigation expenses. The five actions were subsequently consolidated, and a consolidated complaint was filed.

On September 26, 2007, the United States District Court for the Southern District of New York issued an order dismissing the consolidated complaint, and judgment was later entered. An appeal has been filed and is pending before the U.S. Court of Appeals for the Second Circuit.

10. Recent accounting pronouncements

On September 20, 2006, the Financial Accounting Standards Board (“FASB”) released Statement of Financial Accounting Standards No. 157, Fair Value Measurements (“FAS 157”). FAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements. The application of FAS 157 is required for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. Management has determined that there is no material impact to the Fund’s valuation policies as a result of adopting FAS 157. The Fund will implement the disclosure requirements beginning with its January 31, 2009 Form N-Q.

* * *

In March 2008, FASB issued the Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effect on the Fund’s financial position, performance and cash flows. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statements and related disclosures.

* * *

During September 2008, FASB Staff Position FAS 133-1 and FASB Interpretation 45-4, Disclosures about Credit Derivatives and Certain Guarantees: An Amendment of FASB Statement No. 133 and FASB Interpretation No. 45; and Clarification of the Effective Date of FASB Statement No. 161 (“Amendment”) was issued and is effective for annual and interim reporting periods ending after November 15, 2008. The Amendment requires enhanced disclosures regarding credit derivatives and hybrid financial instruments containing embedded credit derivatives. Management is currently evaluating the impact the adoption of the Amendment will have on the Fund’s financial statement disclosures.

Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report 33

Report of independent registered public accounting firm

The Board of Trustees and Shareholders

Legg Mason Partners Equity Trust:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Legg Mason Partners International All Cap Opportunity Fund, a series of Legg Mason Partners Equity Trust, as of October 31, 2008, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years or periods in the five-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodian and brokers or by other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Legg Mason Partners International All Cap Opportunity Fund as of October 31, 2008, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years or periods in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

New York, New York

December 22, 2008

34 Legg Mason Partners International All Cap Opportunity Fund 2008 Annual Report

Additional information (unaudited)

Information about Trustees and Officers

The business and affairs of Legg Mason Partners International All Cap Opportunity Fund (the “Fund”) are managed under the direction of the Board of Trustees. Information pertaining to the Trustees and Officers is set forth below. The Statement of Additional Information includes additional information about Trustees and is available, without charge, upon request by calling Legg Mason Partners Shareholder Services at 1-800-451-2010.

NON-INTERESTED TRUSTEES
PAUL R. ADES c/o R. Jay Gerken, CFA, Legg Mason & Co., LLC (“Legg Mason”) 620 Eighth Avenue, New York, NY 10018
Birth year	1940
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1983
Principal occupation(s) during past five years	Law Firm of Paul R. Ades, PLLC (since 2000)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None
ANDREW L. BREECH c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1952
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1991
Principal occupation(s) during past five years	President, Dealer Operating Control Service, Inc. (automotive retail management) (since 1985)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None

Legg Mason Partners International All Cap Opportunity Fund 35

Additional information (unaudited)continued

Information about Trustees and Officers

DWIGHT B. CRANE c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1937
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1981
Principal occupation(s) during past five years	Independent Consultant (since 1969); Professor, Harvard Business School (from 1969 to 2007)
Number of portfolios in fund complex overseen by Trustee	59
Other board memberships held by Trustee	None
ROBERT M. FRAYN, JR. c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1934
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1981
Principal occupation(s) during past five years	Retired
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None
FRANK G. HUBBARD c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1937
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1993
Principal occupation(s) during past five years	President, Avatar International, Inc. (Business Development) (since 1998)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None

36 Legg Mason Partners International All Cap Opportunity Fund

HOWARD J. JOHNSON c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1938
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	From 1981 to 1998 and 2000 to Present
Principal occupation(s) during past five years	Chief Executive Officer, Genesis Imaging LLC (technology company) (since 2003)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None
DAVID E. MARYATT c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1936
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1983
Principal occupation(s) during past five years	Private Investor; President and Director, ALS Co. (real estate management and development firm) (since 1993)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None
JEROME H. MILLER c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1938
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1995
Principal occupation(s) during past five years	Retired
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None

Legg Mason Partners International All Cap Opportunity Fund 37

Additional information (unaudited)continued

Information about Trustees and Officers

KEN MILLER c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1942
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1983
Principal occupation(s) during past five years	President, Young Stuff Apparel Group, Inc. (apparel manufacturer) (since 1963)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None
JOHN J. MURPHY c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1944
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 2002
Principal occupation(s) during past five years	President, Murphy Capital Management (investment advice) (since 1983)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	Director, Nicholas Applegate funds; Trustee, Consulting Group Capital Markets Funds; Formerly, Director, Atlantic Stewardship Bank (from 2004 to 2005); Director, Barclays International Funds Group Ltd. and affiliated companies (from 1983 to 2003)
THOMAS F. SCHLAFLY c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1948
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1983
Principal occupation(s) during past five years	Of Counsel, Husch Blackwell Sanders LLP (law firm) (since 1984); President, The Saint Louis Brewery, Inc. (brewery) (since 1989)
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	Director, Citizens National Bank St. Louis, Maplewood, MO (since 2006)

38 Legg Mason Partners International All Cap Opportunity Fund

JERRY A. VISCIONE c/o R. Jay Gerken, CFA, Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1944
Position(s) held with Fund1	Trustee
Term of office1 and length of time served2	Since 1993
Principal occupation(s) during past five years	Retired
Number of portfolios in fund complex overseen by Trustee	57
Other board memberships held by Trustee	None
INTERESTED TRUSTEE
R. JAY GERKEN, CFA3 Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1951
Position(s) held with Fund1	Trustee President, Chairman, and Chief Executive Officer
Term of office1 and length of time served2	Since 2002
Principal occupation(s) during past five years	Managing Director of Legg Mason; Chairman of the Board and Trustee/Director of 163 funds associated with Legg Mason Partners Fund Advisor, LLC (“LMPFA”) and its affiliates; President of LMPFA (since 2006); Chairman, President and Chief Executive Officer of certain mutual funds associated with Legg Mason and its affiliates; Formerly, Chairman, Smith Barney Fund Management LLC (“SBFM”) and CitiFund Management Inc. (“CFM”) (from 2002 to 2005); Formerly, Chairman President and Chief Executive Officer of Travelers Investment Adviser, Inc. (“TIA”) (from 2002 to 2005)
Number of portfolios in fund complex overseen by Trustee	148
Other board memberships held by Trustee	Trustee, Consulting Group Capital Markets Funds (from 2002 to 2006)
OFFICERS
KAPREL OZSOLAK Legg Mason 55 Water Street, New York, NY 10041
Birth year	1965
Position(s) held with Fund1	Chief Financial Officer and Treasurer
Term of office1 and length of time served2	Since 2004
Principal occupation(s) during past five years	Director of Legg Mason; Chief Financial Officer and Treasurer of certain mutual funds associated with Legg Mason; Formerly, Controller of certain mutual funds associated with certain predecessor firms of Legg Mason (from 2002 to 2004)

Legg Mason Partners International All Cap Opportunity Fund 39

Additional information (unaudited)continued

Information about Trustees and Officers

TED P. BECKER Legg Mason 620 Eighth Avenue, New York, NY 10018
Birth year	1951
Position(s) held with Fund1	Chief Compliance Officer
Term of office1 and length of time served2	Since 2006
Principal occupation(s) during past five years	Director of Global Compliance at Legg Mason (since 2006); Chief Compliance Officer of LMPFA (since 2006); Managing Director of Compliance at Legg Mason (since 2005); Chief Compliance Officer with certain mutual funds associated with Legg Mason, LMPFA and certain affiliates (since 2006); Formerly, Managing Director of Compliance at CAM or its predecessor (from 2002 to 2005)
JOHN CHIOTA Legg Mason 100 First Stamford Place, Stamford, CT 06902
Birth year	1968
Position(s) held with Fund1	Chief Anti-Money Laundering Compliance Officer
Term of office1 and length of time served2	Since 2006
Principal occupation(s) during past five years	Vice President of Legg Mason or its predecessor (since 2004); Chief Anti-Money Laundering Compliance Officer with certain mutual funds associated with Legg Mason or its affiliates (since 2006); Prior to August 2004, Chief AML Compliance Officer with TD Waterhouse
ROBERT I. FRENKEL Legg Mason 100 First Stamford Place, Stamford, CT 06902
Birth year	1954
Position(s) held with Fund1	Secretary and Chief Legal Officer
Term of office1 and length of time served2	Since 2003
Principal occupation(s) during past five years	Managing Director and General Counsel of Global Mutual Funds for Legg Mason and its predecessors (since 1994); Secretary and Chief Legal Officer of mutual funds associated with Legg Mason (since 2003); Formerly, Secretary of CFM (from 2001 to 2004)
THOMAS C. MANDIA Legg Mason 100 First Stamford Place, Stamford, CT 06902
Birth year	1962
Position(s) held with Fund1	Assistant Secretary
Term of office1 and length of time served2	Since 2000
Principal occupation(s) during past five years	Managing Director and Deputy General Counsel of Legg Mason (since 2005); Managing Director and Deputy General Counsel for CAM (from 1992 to 2005)

40 Legg Mason Partners International All Cap Opportunity Fund

STEVEN FRANK Legg Mason 55 Water Street, New York, NY 10041
Birth year	1967
Position(s) held with Fund1	Controller
Term of office1 and length of time served2	Since 2005
Principal occupation(s) during past five years	Vice President of Legg Mason (since 2002); Controller of certain mutual funds associated with Legg Mason or its predecessors (since 2005); Formerly, Assistant Controller of certain mutual funds associated with Legg Mason predecessors (from 2001 to 2005)
ALBERT LASKAJ Legg Mason 55 Water Street, New York, NY 10041
Birth year	1977
Position(s) held with Fund1	Controller
Term of office1 and length of time served2	Since 2007
Principal occupation(s) during past five years	Vice President of Legg Mason (since 2008); Controller of certain mutual funds associated with Legg Mason (since 2007); Formerly, Assistant Controller of certain mutual funds associated with Legg Mason (from 2005 to 2007); Formerly, Accounting Manager of certain mutual funds associated with certain predecessor firms of Legg Mason (from 2003 to 2005)

¹ Each Trustee and Officer serves until his or her successor has been duly elected and qualified or until his or her earlier death, resignation, retirement or removal.

² Indicates the earliest year in which the Trustee or Officer became a Board Member or Officer, as applicable for a fund in the Legg Mason Partners funds complex.

³ Mr. Gerken is an “interested person” of the Trust as defined in the 1940 Act, because Mr. Gerken is an officer of LMPFA and certain of its affiliates.

Legg Mason Partners International All Cap Opportunity Fund 41

Important tax information (unaudited)

The following information is provided with respect to the distributions paid during the taxable year ended October 31, 2008:

Record date:		12/12/2007		12/26/2007
Payable date:		12/13/2007		12/27/2007
Ordinary income:
Qualified dividend income for individuals		—		100.00	%
Foreign source income		—		94.52	%*
Foreign taxes paid per share		—	$	0.020752
Long-term capital gain dividend	$	4.172080		—

* Expressed as a percentage of the cash distribution grossed-up for foreign taxes.

The foreign taxes paid represent taxes incurred by the Fund on income received by the Fund from foreign sources. Foreign taxes paid may be included in taxable income with an offsetting deduction from gross income or may be taken as a credit for taxes paid to foreign governments. You should consult your tax adviser regarding the appropriate treatment of foreign taxes paid.

Please retain this information for your records.

42 Legg Mason Partners International All Cap Opportunity Fund

Legg Mason Partners International All Cap Opportunity Fund

Trustees   Paul R. Ades Andrew L. Breech Dwight B. Crane Robert M. Frayn, Jr. R. Jay Gerken, CFA
    Chairman Frank G. Hubbard Howard J. Johnson David E. Maryatt Jerome H. Miller Ken Miller John J. Murphy Thomas F. Schlafly Jerry A. Viscione   Investment manager   Legg Mason Partners Fund
Advisor, LLC   Subadviser   Global Currents
Investment Management, LLC Distributor   Legg Mason Investor Services, LLC   Custodian   State Street Bank and Trust Company   Transfer agent   PNC Global Investment Servicing
(formerly, PFPC Inc.) 4400 Computer Drive Westborough, Massachusetts 01581   Independent registered public accounting firm   KPMG LLP 345 Park Avenue New York, New York 10154

Legg Mason Partners International All Cap Opportunity Fund

The Fund is a separate investment series of Legg Mason Partners Equity Trust, a Maryland business trust.

LEGG MASON PARTNERS INTERNATIONAL ALL CAP OPPORTUNITY FUND

Legg Mason Partners Funds

55 Water Street

New York, New York 10041

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 Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s 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 from the Fund, shareholders can call Legg Mason Partners Shareholder Services at 1-800-451-2010.

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 relating to portfolio transactions are available (1) without charge, upon request, by calling 1-800-451-2010, (2) on the Fund’s website at www.leggmason.com/individualinvestors and (3) on the SEC’s website at www.sec.gov.

This report is submitted for the general information of shareholders of Legg Mason Partners International All Cap Opportunity 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 Fund’s 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

^© 2008 Legg Mason Investors Services, LLC

Member FINRA, SIPC

BUILT TO WIN^SM

At Legg Mason, we’ve assembled a collection of experienced investment management firms and empowered each of them with the tools, the resources and, most importantly, the independence to pursue the strategies they know best.

• Each was purposefully chosen for their commitment to investment excellence.

• Each is focused on specific investment styles and asset classes.

• Each exhibits thought leadership in their chosen area of focus.

Together, we’ve built a powerful portfolio of solutions for financial advisors and their clients. And it has made us a world leader in money management.*

* Ranked ninth-largest money manager in the world, according to Pensions & Investments, May 26, 2008, based on 12/31/07 worldwide assets under management.

www.leggmason.com/individualinvestors

©2008 Legg Mason Investor Services, LLC Member FINRA, SIPC

FD01936 12/08 SR08-704

NOT PART OF THE ANNUAL REPORT

ITEM 2. CODE OF ETHICS.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

The Board of Directors of the registrant has determined that Jerry A. Viscione possesses the technical attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as an “audit committee financial expert,” and has designated Mr. Viscione as the Audit Committee’s financial expert. Mr. Viscione is an “independent” Director pursuant to paragraph (a)(2) of Item 3 to Form N-CSR.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

a) Audit Fees. The aggregate fees billed in the last two fiscal years ending October 31, 2007 and October 31, 2008 (the “Reporting Periods”) for professional services rendered by the Registrant’s principal accountant (the “Auditor”) for the audit of the Registrant’s annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $108,000 in 2007 and $91,000 in 2008.

b) Audit-Related Fees. The aggregate fees billed in the Reporting Period for assurance and related services by the Auditor that are reasonably related to the performance of the Registrant’s financial statements were $18,000 in 2007 and $4,500 in 2008. These services consisted of procedures performed in connection with the Re-domiciliation of the various reviews of Prospectus supplements, and consent issuances related to the N-1A filings for the Legg Mason Partners Equity Trust.

In addition, there were no Audit-Related Fees billed in the Reporting Period for assurance and related services by the Auditor to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Legg Mason Partners Equity Trust (“service affiliates”), that were reasonably related to the performance of the annual audit of the service affiliates. Accordingly, there were no such fees that required pre-approval by the Audit Committee for the Reporting Periods (prior to August 6, 2003 services provided by the Auditor were not required to be pre-approved).

(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning (“Tax Services”) were $22,100 in 2007 and $12,100 in 2008. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.

There were no fees billed for tax services by the Auditors to service affiliates during the Reporting Periods that required pre-approval by the Audit Committee.

d) All Other Fees. There were no other fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item 4 for the Legg Mason Partners Equity Trust.

All Other Fees. There were no other non-audit services rendered by the Auditor to Legg Mason Partners Fund Advisors, LLC (“LMPFA”), and any entity controlling, controlled by or under common control with LMPFA that provided ongoing services to Legg Mason Partners Equity Trust requiring pre-approval by the Audit Committee in the Reporting Period.

(e) Audit Committee’s pre–approval policies and procedures described in paragraph (c) (7) of Rule 2-01 of Regulation S-X.

(1) The Charter for the Audit Committee (the “Committee”) of the Board of each registered investment company (the “Fund”) advised by LMPFA or one of their affiliates (each, an “Adviser”) requires that the Committee shall approve (a) all audit and permissible non-audit services to be provided to the Fund and (b) all permissible non-audit services to be provided by the Fund’s independent auditors to the Adviser and any Covered Service Providers if the engagement relates directly to the operations and financial reporting of the Fund. The Committee may implement policies and procedures by which such services are approved other than by the full Committee.

The Committee shall not approve non-audit services that the Committee believes may impair the independence of the auditors. As of the date of the approval of this Audit Committee Charter, permissible non-audit services include any professional services (including tax services), that are not prohibited services as described below, provided to the Fund by the independent auditors, other than those provided to the Fund in connection with an audit or a review of the financial statements of the Fund. Permissible non-audit services may not include: (i) bookkeeping or other services related to the accounting records or financial statements of the Fund; (ii) financial information systems design and implementation; (iii) appraisal or valuation services, fairness opinions or contribution-in-kind reports; (iv) actuarial services; (v) internal audit outsourcing services; (vi) management functions or human resources; (vii) broker or dealer, investment adviser or investment banking services; (viii) legal services and expert services unrelated to the audit; and (ix) any other service the Public Company Accounting Oversight Board determines, by regulation, is impermissible.

Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the Fund, the Adviser and any service providers controlling, controlled by or under common control with the Adviser that provide ongoing services to the Fund (“Covered Service Providers”) constitutes not more than 5% of the total amount of revenues paid to the independent auditors during the fiscal year in which the permissible non-audit services are provided to (a) the Fund, (b) the Adviser and (c) any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund during the fiscal year in which the services are provided that would have to be approved by the Committee; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee (or its delegate(s)) prior to the completion of the audit.

(2) For the Legg Mason Partners Equity Trust, the percentage of fees that were approved by the audit committee, with respect to: Audit-Related Fees were 100% and 0% for 2007 and 2008; Tax Fees were 100% and 0% for 2007 and 2008; and Other Fees were 100% and 0% for 2007 and 2008.

(f) N/A

(g) Non-audit fees billed by the Auditor for services rendered to Legg Mason Partners Equity Trust, LMPFA and any entity controlling, controlled by, or under common control with LMPFA that provides ongoing services to Legg Mason Partners Equity Trust during the reporting period were $0 in 2008.

(h) Yes. Legg Mason Partners Equity Trust’s Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates, which were not pre-approved (not requiring pre-approval), is compatible with maintaining the Accountant’s independence. All services provided by the Auditor to the Legg Mason Partners Equity Trust or to Service Affiliates, which were required to be pre-approved, were pre-approved as required.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

a) The independent board members are acting as the registrant’s audit committee as specified in Section 3(a)(58)(B) of the Exchange Act .The Audit Committee consists of the following Board members:

Paul R. Ades

Andrew L. Breech

Dwight B. Crane

Robert M. Frayn, Jr.

Frank G. Hubbard

Howard J. Johnson

David E. Maryatt

Jerome H. Miller

Ken Miller

John J. Murphy

Thomas F. Schlafly

Jerry A. Viscione

b) Not applicable.

ITEM 6. SCHEDULE OF INVESTMENTS.

Included herein under Item 1.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

Not applicable.

ITEM 11. CONTROLS AND PROCEDURES.

(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934.

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s last fiscal half-year (the registrant’s second fiscal half-year in the case of an annual report) that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting.

ITEM 12. EXHIBITS.

(a) (1) Code of Ethics attached hereto.

Exhibit 99.CODE ETH

(a) (2) Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.CERT

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto.

Exhibit 99.906CERT

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, there unto duly authorized.

Legg Mason Partners Equity Trust
By:	/s/ R. Jay Gerken
	(R. Jay Gerken)
	Chief Executive Officer of
	Legg Mason Partners Equity Trust

Date: January 7, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ R. Jay Gerken
	(R. Jay Gerken)
	Chief Executive Officer of
	Legg Mason Partners Equity Trust

Date: January 7, 2009

By:	/s/ Kaprel Ozsolak
	(Kaprel Ozsolak)
	Chief Financial Officer of
	Legg Mason Partners Equity Trust

Date: January 7, 2009