N-CSR 1 dncsr.htm LMP EQUITY TRUST -- LEGG MASON PARTNERS GLOBAL EQUITY FUND LMP Equity Trust -- Legg Mason Partners Global Equity Fund

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, 4th 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: December 31

 

Date of reporting period: December 31, 2008


ITEM 1. REPORT TO STOCKHOLDERS.

The Annual Report to Stockholders is filed herewith.


LOGO

ANNUAL REPORT / DECEMBER 31, 2008

Legg Mason Partners Global Equity Fund

 

Managed by   BATTERYMARCH

 

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

 


Fund objective

The Fund seeks to provide long-term capital growth. Dividend income, if any, is incidental to this goal.

 

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   20
Statement of operations   21
Statements of changes in net assets   22
Financial highlights   23
Notes to financial statements   28
Report of independent registered public accounting firm   40
Board approval of management and subadvisory agreements   41
Additional information   46
Important tax information   53

 

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


Letter from the chairman

LOGO

R. Jay Gerken, CFA

Chairman, President and Chief Executive Officer

 

Dear Shareholder,

The U.S. economy weakened significantly during the 12-month reporting period ended December 31, 2008. Looking back, U.S. gross domestic product (“GDP”)i contracted 0.2% in the fourth quarter of 2007. This was due to continued weakness in the housing market, an ongoing credit crunch and soaring oil and food prices. The economy then expanded 0.9% and 2.8% during the first and second quarters of 2008, respectively. Contributing to this rebound were rising exports that were buoyed by a weakening U.S. dollar. In addition, consumer spending accelerated, aided by the government’s tax rebate program. However, the dollar’s rally and the end of the rebate program, combined with other strains on the economy, caused GDP to take a step backward during the second half of 2008. According to the U.S. Department of Commerce, third quarter 2008 GDP declined 0.5% and its advance estimate for fourth quarter GDP decline was 3.8%, the latter being the worst quarterly reading since 1982.

While there were increasing signs that the U.S. was headed for a recession, the speculation ended in December 2008. At that time, the National Bureau of Economic Research (“NBER”) — which has the final say on when one begins and ends — announced that a recession had begun in December 2007. The NBER determined that a recession had already started using its definition, which is based on “a significant decline in economic activity spread across the economy, lasting more than a few months, normally visible in production, employment, real income and other indicators.”

Regardless of how one defines a recession, it felt like we were in the midst of an economic contraction for much of 2008. Consumer spending, which represents approximately two-thirds of GDP, has been disappointing. According to the International Council of Shopping Centers, retail sales rose a tepid 1% in 2008, the weakest level in at least 38 years. In terms of the job market, the U.S. Department of Labor reported that payroll employment declined in each of the 12 months of 2008. During 2008 as a whole, 2.6 million jobs were lost, the largest annual decline since World War II ended in 1945. In addition, at the end of 2008, the unemployment rate had risen to 7.2%, its highest level since January 1993.

Ongoing issues related to the housing and subprime mortgage markets and seizing credit markets prompted the Federal Reserve Board (“Fed”)ii to take

 

Legg Mason Partners Global Equity Fund   I


Letter from the chairman continued

 

aggressive and, in some cases, unprecedented actions. When 2008 began, the federal funds rateiii was 4.25%. This was quickly brought down to 3.00% by the end of January 2008, on the back of two Fed rate cuts. The Fed continued to lower the federal funds rate to 2.00% by the end of April 2008, but then left rates on hold for several months. This was due to growing inflationary pressures as a result of soaring oil and commodity prices, coupled with the sagging U.S. dollar. However, as inflation receded along with oil prices and the global financial crisis escalated, the Fed cut rates twice in October to 1.00%. Then, in mid-December 2008, it reduced the federal funds rate to a range of zero to 0.25%, an historic low. In conjunction with its December meeting, the Fed stated that it “will employ all available tools to promote the resumption of sustainable economic growth and to preserve price stability. In particular, the Committee anticipates that weak economic conditions are likely to warrant exceptionally low levels of the federal funds rate for some time.”

In addition to the interest rate cuts, the Fed took several actions to improve liquidity in the credit markets. In March 2008, it 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 2008. 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 purchase bad loans and other troubled financial assets. However, in November 2008, Treasury Secretary Paulson said, “Our assessment at this time is that this is not the most effective way to use TARP funds, but we will continue to examine whether targeted forms of asset purchase can play a useful role, relative to other potential uses of TARP resources, in helping to strengthen our financial system and support lending.”

The U.S. stock market was extremely volatile and generated very poor results during the 12 months ended December 31, 2008. Stock prices declined during each of the first three 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 gains were 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 five of the last seven months of the reporting period, including S&P 500 Indexiv (the “Index”) returns of -8.91%, -16.79% and -7.18% in September, October and November 2008,

 

II   Legg Mason Partners Global Equity Fund


 

respectively. While the Index rallied approximately 20% from its low on November 20, 2008 through the end of the year, it was too little, too late. All told, the Index returned -37.00% in 2008, its third worst year ever and the biggest calendar year loss since 1937.

As poorly as the U.S. stock market performed in 2008, 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 December 31, 2008, the MSCI EAFE Indexv returned -43.38%. As was the case in the U.S., international equities experienced periods of extreme volatility. This was especially true in September, October and November 2008, as the MSCI EAFE Index returned -14.46%, -20.18% and -5.41%, respectively.

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 well into 2009.

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 Global Equity 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, thank you for your confidence in our stewardship of your assets. We look forward to helping you meet your financial goals.

Sincerely,

LOGO

R. Jay Gerken, CFA

Chairman, President and Chief Executive Officer

January 30, 2009

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 Global Equity Fund


Fund overview

 

Q. What is the Fund’s investment strategy?

A. The Fund seeks to provide long-term capital growth. Dividend income, if any, is incidental to this goal. The Fund invests primarily in the common stock of U.S. and non-U.S. issuers, particularly issuers located in countries included in the MSCI World Indexi. Under normal circumstances, the Fund invests at least 80% of its assets in equity and equity-related securities and, under current market conditions, invests at least 40% of its assets in non-U.S. issuers. Although the Fund invests primarily in securities with a market capitalization of greater than $15 billion, the Fund may invest in securities of any market capitalization, including mid-cap and small-cap securities. The Fund may invest up to 10% of its net assets, determined at the time of investment, in emerging market issuers.

At Batterymarch Financial Management, Inc., the Fund’s subadviser, we employ an active investment strategy that focuses primarily on individual stock selection and diversification across several regions, industries and sectors. Our bottom-up strategy incorporates rigorous stock selection, effective risk control and cost-efficient trading. Using a proprietary stock selection model, we objectively analyze the relative attractiveness of a broad universe of stocks with an historical record of liquidity across dimensions traditionally followed by fundamental investors such as cash flow, earnings growth, expectations, value and technical. The result is a comprehensive relative ranking of all investable stocks, which we use to dynamically construct and trade portfolios.

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

A. The MSCI World Index declined 40.71% for the year ended December 31, 2008. All regions and sectors had substantial declines throughout the year in an environment characterized by significant market and currency volatility. The issues of deleveraging, sentiment-driven moves and large-scale government intervention, including a coordinated interest rate cut by central banks, continued to distort long-term equity values. In addition, commodity prices fell and earnings were revised down as the U.S., Japan, Europe and UK economies were all shown to be in recession. Most currencies declined against the U.S. dollar, with the notable exception of the Japanese yen.

Within the MSCI World Index, the U.S. market declined 37.1% for the year, which was actually the least negative after Japan. The U.S. market was helped by defensive sectors (Consumer Staples, Health Care and Utilities) which declined less than the benchmark overall. Not surprisingly given the environment, the Financials sector was the laggard. The Federal Reserve Board (“Fed”)ii began the year with a series of aggressive actions to stabilize the financial markets, and the environment of contracting credit markets, liquidity shocks, investor deleveraging, financial firm failures (or near

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   1


Fund overview continued

 

failure) and government intervention persisted throughout the year. This fostered investor behavior driven by sentiment rather than fundamentals. Compounding the Financials sector woes was the mid-July 2008 rapid decline in oil and other commodity prices. The resulting series of stock reversals was indicative of investors reacting to shifting markets.

Continental Europe produced a return of -45.0% for U.S. dollar-based investors for the year. The best performing industry sectors for Europe on a relative basis, while still being negative, were those with a defensive bias, such as Health Care and Consumer Staples, while economically sensitive sectors were weak. The Financials sector was the laggard. Late in the year, the European Central Bank lowered interest rates by a record amount, belatedly according to some observers, as stalled growth became a larger concern than inflation. While Europe’s economic data remain weak, the region appears attractive relative to other regions based on several factors, including growth-to-P/Eiii ratios, technical factors and earnings revisions.

The UK market declined 48.3% in U.S. dollar terms for the year. From a sector perspective, the story is much the same as in the U.S. and continental Europe with defensive sectors performing better than economically sensitive sectors. The UK market continues to suffer the effects of crises in Financials and Housing, as well as weak demand in Manufacturing. The British government is leading Europe in dealing with the slowdown through a stimulus package that includes sales tax cuts, as well as historic interest rate reductions. While the economy is significantly driven by global business, the weakening British pound did little to help exports as its chief trading partners, the U.S. and continental Europe, had declining demand.

The Japanese market declined 29.1%, the least of all the major regions, benefiting from positive returns in Telecommunication Services and slightly negative returns in Health Care and Consumer Staples. While the global recession and strong yen continue to dampen earnings, Japan has fewer issues related to the credit crunch and leverage than other developed markets.

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

A. During the past year, we conducted an extensive and systematic review of not only our investment process but also our beliefs. The result of this review is that we continue to stand firmly behind the belief that fundamentals, the very basis of our investment process, will continue to be the primary driver of long-term returns. As a result, we continue to adhere to our investment philosophy while continuing to enhance our process to address sustainable market shifts. We have added new factors to our factor library that have demonstrated the ability to be predictive of excess return. These are principally momentum-based factors and reside within the technical dimension of our stock-ranking models.

 

2   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

We also believe that integrated risk management is an important element of portfolio construction, and our investment process will continue to reflect these long-held views. We strongly believe, particularly during times of extreme market volatility, in the value of a broadly diversified, rules-based, risk-managed process.

Performance review

For the 12 months ended December 31, 2008, Class A shares of Legg Mason Partners Global Equity Fund, excluding sales charges, returned -43.88%. The Fund’s unmanaged benchmark, the MSCI World Index, returned -40.71% for the same period. The Lipper Global Multi-Cap Core Funds Category Average1 returned -38.72% over the same time frame.

 

PERFORMANCE SNAPSHOT as of December 31, 2008 (excluding sales charges) (unaudited)
     6 MONTHS   12 MONTHS
Global Equity Fund — Class A Shares   -36.73%   -43.88%
MSCI World Index   -33.71%   -40.71%
Lipper Global Multi-Cap Core Funds Category Average1   -31.97%   -38.72%
   
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 1 shares2 returned -36.72%, Class B shares returned -36.98%, Class C shares returned -36.97% and Class I shares returned -36.62% over the six months ended December 31, 2008. Excluding sales charges, Class 1 shares returned -43.75%, Class B shares returned -44.37%, Class C shares returned -44.30% and Class I shares returned -43.65% over the 12 months ended December 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 figures reflect expense reimbursements and/or fee waivers, without which the performance would have been lower.
TOTAL ANNUAL OPERATING EXPENSES (unaudited)
As of the Fund’s most current prospectus dated April 28, 2008, the gross total operating expense ratios for Class 1, Class A, Class B, Class C and Class I shares were 1.75%, 1.69%, 2.64%, 2.46% and 1.18%, respectively.
As a result of a voluntary expense limitation, the ratio of expenses, other than interest brokerage taxes and extraordinary expenses, to average net assets will not exceed 1.25% for Class 1 shares. This expense limitation may be reduced or terminated at any time.

 

As a result of contractual expense limitations, the ratio of expenses, other than brokerage, taxes and extraordinary expenses to average net assets will not exceed 1.50% for Class A shares, 2.25% for Class B shares and 2.25% for Class C shares until May 1, 2009.

 

1

Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the period ended December 31, 2008, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 134 funds for the six-month period and among the 115 funds for the 12-month period in the Fund’s Lipper category, and excluding sales charges.

 

2

Effective July 27, 2007, the Fund’s Class 1 shares were closed to all new purchases and incoming exchanges. Investors owning Class 1 shares on that date may continue to maintain their then-current Class 1 shares, but are no longer permitted to add to their Class 1 share positions (excluding reinvestment of dividends and distributions).

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   3


Fund overview continued

 

Q. What were the leading contributors to performance?

A. Stock selection in continental Europe was the greatest contributor to relative performance for the year. The Financials, Energy and Materials sectors in that region were particularly strong. The stock which contributed most to relative return was AstraZeneca PLC in the UK, which was overweight in the portfolio and posted a positive return for the period it was held in the portfolio. An overweight to U.S. company Wal-Mart Stores Inc., with a return of 20%, also contributed to relative performance.

Not surprisingly given the environment, the Fund also benefited significantly by an underweight to the Financials sector in continental Europe.

Q. What were the leading detractors from performance?

A. An allocation to emerging markets, which are virtually unrepresented in the MSCI World Index benchmark, was the greatest detractor from relative performance for the year. An emerging markets holding, South African stock Murray & Roberts Zaro, a construction & engineering firm, was the greatest detractor at the stock level, with a return of over -70%. Stock selection detracted from relative performance in the Industrials sector in the U.S., continental Europe and the UK. Selection in the Health Care sector of the U.S. was also a major detractor. Our position in Materials firm ArcelorMittal in continental Europe, which was not a benchmark holding, had a return of approximately -80% and was also a major detractor from relative performance.

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

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

Thank you for your investment in Legg Mason Partners Global Equity 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,

The Batterymarch Financial Management, Inc. Global Investment Team

January 20, 2009

 

4   Legg Mason Partners Global Equity 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 December 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: Exxon Mobil Corp. (2.7%), Chevron Corp. (1.8%), BP PLC (1.7%), Microsoft Corp. (1.7%), Wal-Mart Stores Inc. (1.6%), Nestle SA, Registered Shares (1.4%), Verizon Communications Inc. (1.4%), BHP Billiton PLC (1.4%), Royal Dutch Shell PLC, Class A Shares (1.3%) and GlaxoSmithKline PLC (1.3%). Please refer to pages 11 through 19 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 December 31, 2008 were: Financials (14.2%), Consumer Staples (12.4%), Health Care (11.8%), Energy (11.4%) and Industrials (11.1%). The Fund’s portfolio composition is subject to change at any time.

RISKS: Keep in mind, investments in stocks are subject to market fluctuations. The Fund invests a significant portion of its portfolio in foreign companies and therefore is subject to risks associated with foreign investments. These risks include currency fluctuations, changes in political and economic conditions, differing securities regulations and periods of illiquidity, and are heightened for investments in the securities of issuers located in developing countries. 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 that an investor cannot invest directly in an index.

 

i

The MSCI World Index is an unmanaged index considered representative of growth stocks of developed countries. Index performance is calculated with net dividends.

 

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 price-to-earnings (“P/E”) ratio is a stock’s price divided by its earnings per share.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   5


Fund at a glance (unaudited)

 

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

LOGO

 

6   Legg Mason Partners Global Equity 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 July 1, 2008 and held for the six months ended December 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 1   (36.72 )%   $ 1,000.00   $ 632.80   1.24 %   $ 5.09
Class A   (36.73 )     1,000.00     632.70   1.50       6.16
Class B   (36.98 )     1,000.00     630.20   2.25       9.22
Class C   (36.97 )     1,000.00     630.30   2.25       9.22
Class I   (36.62 )     1,000.00     633.80   1.01       4.15

 

1

For the six months ended December 31, 2008.

 

2

Assumes reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable sales charges 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.

 

Legg Mason Partners Global Equity 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 1   5.00 %   $ 1,000.00   $ 1,018.90   1.24 %   $ 6.29
Class A   5.00       1,000.00     1,017.60   1.50       7.61
Class B   5.00       1,000.00     1,013.83   2.25       11.39
Class C   5.00       1,000.00     1,013.83   2.25       11.39
Class I   5.00       1,000.00     1,020.06   1.01       5.13

 

1

For the six months ended December 31, 2008.

 

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.

 

8   Legg Mason Partners Global Equity Fund 2008 Annual Report


Fund performance (unaudited)

 

AVERAGE ANNUAL TOTAL RETURNS1  
     WITHOUT SALES CHARGES2  
     CLASS 1     CLASS A     CLASS B     CLASS C     CLASS I  
Twelve Months Ended 12/31/08   (43.75 )%   (43.88 )%   (44.37 )%   (44.30 )%   (43.65 )%
Five Years Ended 12/31/08   N/A     (0.59 )   (1.43 )   (1.44 )   (0.28 )
Ten Years Ended 12/31/08   N/A     (1.45 )   N/A     N/A     N/A  
Inception* through 12/31/08   (20.43 )   2.26     (2.45 )   (3.73 )   4.17  
     WITH SALES CHARGES3  
     CLASS 1     CLASS A     CLASS B     CLASS C     CLASS I  
Twelve Months Ended 12/31/08   (48.53 )%   (47.10 )%   (47.11 )%   (44.85 )%   (43.65 )%
Five Years Ended 12/31/08   N/A     (1.77 )   (1.59 )   (1.44 )   (0.28 )
Ten Years Ended 12/31/08   N/A     (2.03 )   N/A     N/A     N/A  
Inception* through 12/31/08   (23.74 )   1.92     (2.45 )   (3.73 )   4.17  
         
CUMULATIVE TOTAL RETURNS1
        WITHOUT SALES CHARGES2
Class 1 (inception date of 12/1/06 through 12/31/08)          (37.86)%    
Class A (12/31/98 through 12/31/08)          (13.61)    
Class B (inception date of 1/4/1999 through 12/31/08)          (21.93)    
Class C (inception date of 9/12/2000 through 12/31/08)          (27.07)    
Class I (inception date of 5/20/2003 through 12/31/08)          25.82    

 

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 voluntary fee waivers and/or expense reimbursements. In the absence of voluntary fee waivers and/or expense reimbursements, the total return would have been lower.

 

2

Assumes the reinvestment of all distributions at net asset value and does not reflect deduction of the applicable sales charge with respect to Class 1 and A shares or the applicable CDSC with respect to Class B and C shares.

 

3

Assumes the reinvestment of all distributions at net asset value. In addition, Class 1 and A shares reflect the deduction of the maximum sales charge of 8.50% and 5.75% respectively; Class B shares reflect the deduction of a 5.00% CDSC, which applies if shares are redeemed within one year from purchase payment. Thereafter, the CDSC declines by 1.00% per year until no CDSC is incurred. Class C shares reflect the deduction of 1.00% CDSC, which applies if shares are redeemed within one year from purchase payment.

 

* Inception dates for Class 1, A, B, C and I shares are December 1, 2006, March 1, 1991, January 4, 1999, September 12, 2000 and May 20, 2003, respectively.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   9


Historical performance (unaudited)

 

VALUE OF $10,000 INVESTED IN CLASS A SHARES OF LEGG MASON PARTNERS GLOBAL EQUITY FUND
VS. MSCI WORLD INDEX
— December 1998 - December 2008

LOGO

 

Hypothetical illustration of $10,000 invested in Class A shares of Legg Mason Partners Global Equity Fund on December 31, 1998, assuming the deduction of the maximum 5.75% sales charge at the time of investment and the reinvestment of all distributions, including returns of capital, if any, at net asset value through December 31, 2008. The MSCI World Index is an unmanaged index considered representative of growth stocks of developed countries. Index performance is calculated with net dividends. 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 Global Equity Fund 2008 Annual Report


Schedule of investments

December 31, 2008

 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
COMMON STOCKS — 98.9%       
CONSUMER DISCRETIONARY — 8.8%       
     Auto Components — 0.4%       
40,400    Bridgestone Corp.(a)    $ 606,760
     Automobiles — 0.5%       
23,400    Toyota Motor Corp.(a)      765,948
     Diversified Consumer Services — 1.5%       
10,700    Apollo Group Inc., Class A Shares*      819,834
8,300    Brink’s Home Security Holdings Inc.*      181,936
21,400    H&R Block Inc.      486,208
4,700    ITT Educational Services Inc.*      446,406
1,900    Strayer Education, Inc.      407,379
    

Total Diversified Consumer Services

     2,341,763
     Hotels, Restaurants & Leisure — 1.7%       
93,400    Compass Group PLC(a)      463,490
22,100    McDonald’s Corp.      1,374,399
25,100    OPAP S.A.(a)      722,086
    

Total Hotels, Restaurants & Leisure

     2,559,975
     Internet & Catalog Retail — 0.3%       
781    Rakuten Inc.*(a)      497,231
     Leisure Equipment & Products — 0.5%       
19,300    Shimano Inc.(a)      773,282
     Media — 2.0%       
51,640    DIRECTV Group Inc.*      1,183,073
31,300    SES Global SA, FDR(a)      602,543
23,400    TOHO Co., Ltd.(a)      502,057
21,400    Wolters Kluwer NV(a)      404,158
57,800    WPP PLC(a)      336,930
    

Total Media

     3,028,761
     Multiline Retail — 0.3%       
12,600    Dollar Tree Inc.*      526,680
     Specialty Retail — 0.4%       
46,100    Gap Inc.      617,279
     Textiles, Apparel & Luxury Goods — 1.2%       
24,000    NIKE Inc., Class B Shares      1,224,000
13,800    Polo Ralph Lauren Corp.      626,658
    

Total Textiles, Apparel & Luxury Goods

     1,850,658
     TOTAL CONSUMER DISCRETIONARY      13,568,337
CONSUMER STAPLES — 12.4%       
     Beverages — 0.6%       
64,200    Diageo PLC(a)      893,056

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   11


Schedule of investments continued

December 31, 2008

 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
     Food & Staples Retailing — 4.0%       
96,200    Koninklijke Ahold NV(a)    $ 1,182,346
8,100    Lawson Inc.(a)      467,144
37,000    Safeway Inc.      879,490
25,400    Seven & I Holdings Co., Ltd.(a)      870,197
13,500    Sysco Corp.      309,690
44,380    Wal-Mart Stores Inc.      2,487,943
    

Total Food & Staples Retailing

     6,196,810
     Food Products — 3.5%       
34,100    Archer-Daniels-Midland Co.      983,103
15,866    Aryzta AG*(a)      508,055
55,700    Nestle SA, Registered Shares(a)      2,195,281
10,640    Ralcorp Holdings, Inc.*      621,376
44,800    Unilever NV, CVA(a)      1,085,509
    

Total Food Products

     5,393,324
     Household Products — 1.4%       
7,000    Colgate-Palmolive Co.      479,780
26,800    Procter & Gamble Co.      1,656,776
    

Total Household Products

     2,136,556
     Tobacco — 2.9%       
68,164    Altria Group Inc.      1,026,550
73,108    British American Tobacco PLC(a)      1,899,592
36,264    Philip Morris International Inc.      1,577,846
    

Total Tobacco

     4,503,988
     TOTAL CONSUMER STAPLES      19,123,734
ENERGY — 11.4%       
     Energy Equipment & Services — 0.9%       
10,900    Diamond Offshore Drilling Inc.      642,446
24,800    ENSCO International Inc.      704,072
    

Total Energy Equipment & Services

     1,346,518
     Oil, Gas & Consumable Fuels — 10.5%       
41,500    BG Group PLC(a)      576,176
350,937    BP PLC(a)      2,688,980
36,870    Chevron Corp.      2,727,274
23,300    ConocoPhillips      1,206,940
51,400    Eni SpA(a)      1,217,968
28,300    Enterprise GP Holdings LP      493,269
52,925    Exxon Mobil Corp.      4,225,003
7,700    Gazprom OAO, ADR(a)      110,364

 

See Notes to Financial Statements.

 

12   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
     Oil, Gas & Consumable Fuels — 10.5% continued       
75,800    Royal Dutch Shell PLC, Class A Shares    $ 1,975,607
19,000    Total SA(a)      1,035,836
    

Total Oil, Gas & Consumable Fuels

     16,257,417
     TOTAL ENERGY      17,603,935
FINANCIALS — 14.2%       
     Commercial Banks — 5.4%       
62,200    Banco Bilbao Vizcaya Argentaria SA(a)      763,228
136,900    Banco Santander Central Hispano SA(a)      1,321,239
17,700    Bank of Nova Scotia      477,592
18,000    BNP Paribas SA(a)      760,075
9,940    Cullen/Frost Bankers Inc.      503,759
157,800    HSBC Holdings PLC(a)      1,510,339
2,100    Mitsubishi UFJ Financial Group Inc.(a)      13,030
25,040    Royal Bank of Canada      732,235
36,500    Wells Fargo & Co.      1,076,020
99,142    Westpac Banking Corp.(a)      1,180,645
    

Total Commercial Banks

     8,338,162
     Diversified Financial Services — 0.8%       
38,800    JPMorgan Chase & Co.      1,223,364
     Insurance — 6.7%       
16,200    ACE Ltd.      857,304
17,200    AFLAC Inc.      788,448
9,700    Aon Corp.      443,096
23,200    AXA(a)      517,237
12,100    Chubb Corp.      617,100
168,800    Corporacion Mapfre SA(a)      572,251
1,600    Fairfax Financial Holdings Ltd.      505,468
41,200    Power Corp. of Canada      748,241
60,000    Sompo Japan Insurance Inc.(a)      439,388
168    Sony Financial Holdings Inc.(a)      645,155
21,100    T&D Holdings Inc.(a)      884,732
28,000    Tokio Marine Holdings Inc.(a)      820,462
23,100    Travelers Cos. Inc.      1,044,120
34,100    Unum Group      634,260
4,050    Zurich Financial Services AG(a)      879,155
    

Total Insurance

     10,396,417
     Real Estate Investment Trusts (REITs) — 0.9%       
16,000    Highwoods Properties Inc.      437,760
11,300    Public Storage Inc.      898,350
    

Total Real Estate Investment Trusts (REITs)

     1,336,110

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   13


Schedule of investments continued

December 31, 2008

 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
     Real Estate Management & Development — 0.1%       
11,000    Mitsui Fudosan Co., Ltd.(a)    $ 182,797
     Thrifts & Mortgage Finance — 0.3%       
29,900    Hudson City Bancorp Inc.      477,204
     TOTAL FINANCIALS      21,954,054
HEALTH CARE — 11.8%       
     Biotechnology — 2.3%       
28,200    Amgen Inc.*      1,628,550
11,600    Genentech Inc.*      961,756
17,900    Gilead Sciences Inc.*      915,406
    

Total Biotechnology

     3,505,712
     Health Care Providers & Services — 0.2%       
7,400    Express Scripts Inc.*      406,852
     Pharmaceuticals — 9.3%       
18,600    Abbott Laboratories      992,682
38,100    AstraZeneca PLC(a)      1,543,760
30,900    Bristol-Myers Squibb Co.      718,425
24,300    CSL Ltd.(a)      573,808
105,000    GlaxoSmithKline PLC(a)      1,949,262
23,900    H. Lundbeck A/S(a)      496,130
30,000    Johnson & Johnson      1,794,900
36,600    Novartis AG, Registered Shares(a)      1,833,824
92,000    Pfizer Inc.      1,629,320
11,300    Roche Holding AG(a)      1,739,451
17,300    Sanofi-Aventis(a)      1,098,791
    

Total Pharmaceuticals

     14,370,353
     TOTAL HEALTH CARE      18,282,917
INDUSTRIALS — 11.1%       
     Aerospace & Defense — 2.4%       
87,100    BAE Systems PLC(a)      474,717
253,000    Bombardier Inc., Class B Shares      911,988
9,000    General Dynamics Corp.      518,310
24,700    Raytheon Co.      1,260,688
15,200    Zodiac SA(a)      553,202
    

Total Aerospace & Defense

     3,718,905
     Airlines — 0.3%       
61,000    Singapore Airlines Ltd.(a)      478,846
     Building Products — 0.5%       
14,800    Compagnie de Saint-Gobain(a)      698,043
     Commercial Services & Supplies — 1.3%       
96,150    Brambles Ltd.(a)      499,609

 

See Notes to Financial Statements.

 

14   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
     Commercial Services & Supplies — 1.3% continued       
128,000    G4S PLC(a)    $ 379,884
80,200    Securitas AB, Class B Shares(a)      658,298
71,000    Toppan Printing Co., Ltd.(a)      546,779
    

Total Commercial Services & Supplies

     2,084,570
     Construction & Engineering — 0.4%       
14,400    Fluor Corp.      646,128
     Industrial Conglomerates — 2.2%       
9,900    3M Co.      569,646
49,376    General Electric Co.      799,891
38,800    Jardine Matheson Holdings Ltd.(a)      719,414
16,750    Siemens AG, Registered Shares(a)      1,254,583
    

Total Industrial Conglomerates

     3,343,534
     Machinery — 0.3%       
9,900    Flowserve Corp.      509,850
     Professional Services — 0.3%       
6,400    Dun & Bradstreet Corp.      494,080
     Road & Rail — 1.9%       
13,600    CSX Corp.      441,592
103,000    Nippon Express Co., Ltd.(a)      433,399
23,400    Norfolk Southern Corp.      1,100,970
21,200    Union Pacific Corp.      1,013,360
    

Total Road & Rail

     2,989,321
     Trading Companies & Distributors — 1.5%       
50,900    Bunzl PLC(a)      434,459
130,000    Marubeni Corp.(a)      495,486
55,700    Mitsubishi Corp.(a)      781,941
60,000    Sumitomo Corp.(a)      528,794
    

Total Trading Companies & Distributors

     2,240,680
     TOTAL INDUSTRIALS      17,203,957
INFORMATION TECHNOLOGY — 10.5%       
     Communications Equipment — 1.7%       
102,800    Cisco Systems Inc.*      1,675,640
28,700    QUALCOMM Inc.      1,028,321
    

Total Communications Equipment

     2,703,961
     Computers & Peripherals — 3.7%       
11,700    Apple Inc.*      998,595
69,300    Dell Inc.*      709,632
51,400    EMC Corp.*      538,158
44,140    Hewlett-Packard Co.      1,601,840

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   15


Schedule of investments continued

December 31, 2008

 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
     Computers & Peripherals — 3.7% continued       
21,550    International Business Machines Corp.    $ 1,813,648
    

Total Computers & Peripherals

     5,661,873
     Electronic Equipment, Instruments & Components — 0.3%       
6,500    Mettler-Toledo International Inc.*      438,100
     IT Services — 1.4%       
29,200    Accenture Ltd., Class A Shares      957,468
12,566    Affiliated Computer Services Inc., Class A Shares*      577,408
8,600    Hewitt Associates Inc., Class A Shares*      244,068
2,600    MasterCard Inc., Class A Shares      371,618
    

Total IT Services

     2,150,562
     Semiconductors & Semiconductor Equipment — 0.9%       
31,900    Altera Corp.      533,049
100,900    Taiwan Semiconductor Manufacturing Co., Ltd., ADR      797,110
    

Total Semiconductors & Semiconductor Equipment

     1,330,159
     Software — 2.5%       
12,400    BMC Software Inc.*      333,684
131,600    Microsoft Corp.      2,558,304
27,000    Oracle Corp.*      478,710
26,000    Synopsys Inc.*      481,520
    

Total Software

     3,852,218
     TOTAL INFORMATION TECHNOLOGY      16,136,873
MATERIALS — 5.2%       
     Chemicals — 2.0%       
6,800    Air Liquide SA(a)      622,164
18,500    Akzo Nobel NV(a)      762,891
14,800    Koninklijke DSM NV(a)      379,381
8,400    Potash Corp. of Saskatchewan Inc.      609,264
3,700    Syngenta AG(a)      716,803
    

Total Chemicals

     3,090,503
     Containers & Packaging — 0.4%       
66,700    Amcor Ltd.(a)      271,093
12,900    Bemis Co. Inc.      305,472
    

Total Containers & Packaging

     576,565
     Metals & Mining — 2.8%       
113,400    BHP Billiton PLC(a)      2,136,102
67,700    Companhia Vale do Rio Doce, ADR      819,847
197,000    Sumitomo Metal Industries Ltd.(a)      485,503
18,300    ThyssenKrupp AG(a)      494,877

 

See Notes to Financial Statements.

 

16   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
     Metals & Mining — 2.8% continued       
10,400    United States Steel Corp.    $ 386,880
    

Total Metals & Mining

     4,323,209
     TOTAL MATERIALS      7,990,277
TELECOMMUNICATION SERVICES — 7.6%       
     Diversified Telecommunication Services — 6.4%       
45,942    AT&T Inc.      1,309,347
23,900    Chunghwa Telecom Co., Ltd., ADR      372,840
51,600    France Telecom SA(a)      1,443,312
80,900    Koninklijke KPN NV(a)      1,173,119
141    Nippon Telegraph & Telephone Corp.(a)      781,104
64,525    Telefonica SA(a)      1,446,358
417,200    Telstra Corp., Ltd.(a)      1,117,097
63,200    Verizon Communications Inc.      2,142,480
25,300    Vimpel Communications, ADR      181,148
    

Total Diversified Telecommunication Services

     9,966,805
     Wireless Telecommunication Services — 1.2%       
13,300    America Movil SAB de CV, Series L Shares, ADR      412,167
73,820    MTN Group Ltd.(a)      873,427
250,400    Vodafone Group PLC(a)      504,084
    

Total Wireless Telecommunication Services

     1,789,678
     TOTAL TELECOMMUNICATION SERVICES      11,756,483
UTILITIES — 5.9%       
     Electric Utilities — 2.6%       
130,000    Enel SpA(a)      831,363
9,300    Entergy Corp.      773,109
15,600    FirstEnergy Corp.      757,848
15,300    Kansai Electric Power Co. Inc.(a)      443,351
16,900    Tohoku Electric Power Co. Inc.(a)      457,422
22,100    Tokyo Electric Power Co. Inc.(a)      737,902
    

Total Electric Utilities

     4,000,995
     Gas Utilities — 0.5%       
225,000    Centrica PLC(a)      864,605
     Multi-Utilities — 2.8%       
22,400    Dominion Resources Inc.      802,816
12,900    DTE Energy Co.      460,143
31,200    GDF Suez(a)      1,545,243
7,200    RWE AG(a)      647,256

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   17


Schedule of investments continued

December 31, 2008

 

LEGG MASON PARTNERS GLOBAL EQUITY FUND     
SHARES    SECURITY    VALUE
     
       Multi-Utilities — 2.8% continued       
  20,200    Sempra Energy    $ 861,126
      

Total Multi-Utilities

     4,316,584
       TOTAL UTILITIES      9,182,184
       TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENT
(Cost — $177,274,633)
     152,802,751
FACE
AMOUNT
           
  SHORT-TERM INVESTMENT — 0.5%       
       Repurchase Agreement — 0.5%       
$ 802,000    State Street Bank & Trust Co. dated 12/31/08, 0.005% due 1/2/09; Proceeds due at maturity — $802,000; (Fully collateralized by U.S. Treasury Bill, 0.000% due 7/30/09; Market value — $818,606)
(Cost — $802,000)
     802,000
       TOTAL INVESTMENTS — 99.4% (Cost — $178,076,633#)      153,604,751
       Other Assets in Excess of Liabilities — 0.6%      878,053
       TOTAL NET ASSETS — 100.0%    $ 154,482,804

 

* 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 $178,969,039.

 

Abbreviations used in this schedule:
ADR  

—American Depositary Receipt

CVA  

—Certificaaten van aandelen (Share Certificates)

FDR  

—Foreign Depositary Receipt

 

See Notes to Financial Statements.

 

18   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

LEGG MASON PARTNERS GLOBAL EQUITY FUND  
  
SUMMARY OF INVESTMENTS BY COUNTRY (unaudited)       
United States    48.3 %
United Kingdom    10.8  
Japan    8.6  
Switzerland    6.0  
France    5.4  
Netherlands    4.5  
Spain    2.7  
Canada    2.6  
Australia    2.4  
Germany    1.5  
Italy    1.3  
Taiwan    0.8  
Bermuda    0.6  
South Africa    0.6  
Brazil    0.5  
Greece    0.5  
Hong Kong    0.5  
Sweden    0.4  
Luxembourg    0.4  
Denmark    0.3  
Singapore    0.3  
Mexico    0.3  
Russia    0.2  
Short-term investment    0.5  
     100.0 %

 

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

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   19


Statement of assets and liabilities

December 31, 2008

 

ASSETS:         
Investments, at value (Cost — $178,076,633)    $ 153,604,751  
Foreign currency, at value (Cost — $15,391)      15,360  
Cash      907  
Receivable for securities sold      6,875,495  
Receivable for Fund shares sold      399,009  
Dividends receivable      320,808  
Prepaid expenses      35,486  

Total Assets

     161,251,816  
LIABILITIES:         
Payable for securities purchased      5,734,145  
Payable for Fund shares repurchased      451,575  
Distribution fees payable      68,420  
Investment management fee payable      11,811  
Trustees’ fees payable      3,738  
Accrued expenses      499,323  

Total Liabilities

     6,769,012  
TOTAL NET ASSETS    $ 154,482,804  
NET ASSETS:         
Par value (Note 6)    $ 224  
Paid-in capital in excess of par value      275,131,862  
Undistributed net investment income      126,484  
Accumulated net realized loss on investments and foreign currency transactions      (96,320,774 )
Net unrealized depreciation on investments and foreign currencies      (24,454,992 )
TOTAL NET ASSETS    $ 154,482,804  
Shares Outstanding:         
Class 1      279,845  
Class A      10,762,153  
Class B      3,569,722  
Class C      6,005,182  
Class I      1,800,244  
Net Asset Value:         
Class 1 (and redemption price)      $6.91  
Class A (and redemption price)      $6.94  
Class B (and offering price)*      $6.59  
Class C (and offering price)*      $6.98  
Class I (offering price and redemption price)      $6.92  
Maximum Public Offering Price Per Share:         
Class A (based on maximum initial sales charge of 5.75%)      $7.36  

 

* 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.

 

20   Legg Mason Partners Global Equity Fund 2008 Annual Report


Statement of operations

For the Year Ended December 31, 2008

 

INVESTMENT INCOME:         
Dividends    $ 7,793,894  
Interest      30,616  
Less: Foreign taxes withheld      (423,273 )

Total Investment Income

     7,401,237  
EXPENSES:         
Investment management fee (Note 2)      1,967,011  
Transfer agent fees (Note 4)      1,371,181  
Distribution fees (Notes 2 and 4)      1,327,636  
Shareholder reports (Note 4)      72,965  
Custody fees      66,942  
Registration fees      53,036  
Audit and tax      45,000  
Legal fees      37,750  
Trustees’ fees      13,992  
Insurance      6,945  
Miscellaneous expenses      5,641  

Total Expenses

     4,968,099  

Less: Fee waivers and/or expense reimbursements (Notes 2 and 4)

     (817,277 )

Net Expenses

     4,150,822  
NET INVESTMENT INCOME      3,250,415  
REALIZED AND UNREALIZED LOSS ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS (NOTES 1 AND 3):         
Net Realized Loss From:         

Investment transactions

     (84,687,594 )

Foreign currency transactions

     (133,888 )
Net Realized Loss      (84,821,482 )
Change in Net Unrealized Appreciation/Depreciation From:         

Investments

     (46,292,664 )

Foreign currencies

     (8,302 )
Change in Net Unrealized Appreciation/Depreciation      (46,300,966 )
NET LOSS ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS      (131,122,448 )
DECREASE IN NET ASSETS FROM OPERATIONS    $ (127,872,033 )

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   21


Statements of changes in net assets

 

FOR THE YEARS ENDED DECEMBER 31,   2008     2007  
OPERATIONS:                
Net investment income   $ 3,250,415     $ 394,005  
Net realized gain (loss)     (84,821,482 )     26,946,403  
Change in net unrealized appreciation/depreciation     (46,300,966 )     (8,111,798 )

Increase (Decrease) in Net Assets From Operations

    (127,872,033 )     19,228,610  
DISTRIBUTIONS TO SHAREHOLDERS FROM (NOTES 1 AND 5):                
Net investment income     (2,950,010 )     (500,019 )
Net realized gains           (16,490,588 )

Decrease in Net Assets From Distributions to Shareholders

    (2,950,010 )     (16,990,607 )
FUND SHARE TRANSACTIONS (NOTE 6):                
Net proceeds from sale of shares     83,036,565       97,068,783  
Reinvestment of distributions     2,935,883       16,013,060  
Cost of shares repurchased     (94,550,817 )     (86,581,772 )

Increase (Decrease) in Net Assets From Fund Share Transactions

    (8,578,369 )     26,500,071  
INCREASE (DECREASE) IN NET ASSETS     (139,400,412 )     28,738,074  
NET ASSETS:                
Beginning of year     293,883,216       265,145,142  
End of year*   $ 154,482,804     $ 293,883,216  

*Includes undistributed and (overdistributed) net investment income, respectively of:

    $126,484       $(29,728)  

 

See Notes to Financial Statements.

 

22   Legg Mason Partners Global Equity Fund 2008 Annual Report


Financial highlights

 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED DECEMBER 31, UNLESS OTHERWISE NOTED:
 
CLASS 1 SHARES1   2008     2007     20062  

NET ASSET VALUE, BEGINNING OF YEAR

  $ 12.60     $ 12.45     $ 12.19  

INCOME (LOSS) FROM OPERATIONS:

                       

Net investment income (loss)

    0.21       0.10       (0.00 )3

Net realized and unrealized gain (loss)

    (5.73 )     0.89       0.30  

Total income (loss) from operations

    (5.52 )     0.99       0.30  

LESS DISTRIBUTIONS FROM:

                       

Net investment income

    (0.17 )     (0.10 )     (0.04 )

Net realized gains

          (0.74 )      

Total distributions

    (0.17 )     (0.84 )     (0.04 )

NET ASSET VALUE, END OF YEAR

    $ 6.91     $ 12.60     $ 12.45  

Total return4

    (43.75 )%     7.83 %     2.45 %

NET ASSETS, END OF YEAR (000s)

    $1,935       $4,100       $4,166  

RATIOS TO AVERAGE NET ASSETS:

                       

Gross expenses

    1.40 %     1.75 %     1.04 %5,6

Net expenses7

    1.19 8,9     1.09 8     1.03 5,6

Net investment income

    2.01       0.80       0.44 5

PORTFOLIO TURNOVER RATE

    166 %     154 %     228 %

 

1

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

 

2

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

 

3

Amount represents less than $0.01 per share.

 

4

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.

 

5

Annualized.

 

6

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 1.01%.

 

7

Prior to April 28, 2008, as a result of a voluntary expense limitation, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets of Class 1 shares would not exceed 1.18%. The voluntary expense limitation on Class 1 shares was 1.03% prior to July 30, 2007.

 

8

Reflects fee waivers and/or expense reimbursements.

 

9

As a result of a voluntary expense limitation, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets of Class 1 shares will not exceed 1.25%.

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   23


Financial highlights continued

 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED DECEMBER 31:
 
CLASS A SHARES1   2008     2007     2006     2005     2004  

NET ASSET VALUE,
BEGINNING OF YEAR

  $ 12.65     $ 12.47     $ 11.90     $ 10.97     $ 9.45  

INCOME (LOSS) FROM OPERATIONS:

                                       

Net investment income

    0.18       0.07       0.14       0.17       0.07  

Net realized and unrealized gain (loss)

    (5.74 )     0.89       2.75       0.91       1.55  

Total income (loss) from operations

    (5.56 )     0.96       2.89       1.08       1.62  

LESS DISTRIBUTIONS FROM:

                                       

Net investment income

    (0.15 )     (0.04 )     (0.10 )     (0.15 )     (0.10 )

Net realized gains

          (0.74 )     (2.22 )            

Total distributions

    (0.15 )     (0.78 )     (2.32 )     (0.15 )     (0.10 )

NET ASSET VALUE,
END OF YEAR

    $6.94     $ 12.65     $ 12.47     $ 11.90     $ 10.97  

Total return2

    (43.88 )%     7.60 %     24.79 %     9.88 %     17.24 %

NET ASSETS,
END OF YEAR (000s)

    $74,660       $145,618       $125,389       $37,449       $34,599  

RATIOS TO AVERAGE NET ASSETS:

                                       

Gross expenses

    1.76 %     1.69 %     1.45 %3     1.62 %     1.83 %

Net expenses4

    1.46 5,6     1.33 5     1.43 3,5     1.62       1.69 5

Net investment income

    1.77       0.56       1.09       1.48       0.73  

PORTFOLIO TURNOVER RATE

    166 %     154 %     228 %     29 %     60 %

 

1

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

 

2

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

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 have been 1.40 % and 1.38%, respectively.

 

4

Prior to April 28, 2008, as a result of a contractual expense limitation, the ratio of expenses, other than brokerage, taxes and extraordinary expenses, to average net assets of Class A shares would not exceed 1.43%. A voluntary expense limitation of 1.75% was in place for Class A shares prior to April 16, 2007.

 

5

Reflects fee waivers and/or expense reimbursements.

 

6

As a result of a contractual expense limitation, until May 1, 2009, the ratio of expenses, other than brokerage, taxes and extraordinary expenses, to average net assets of Class A shares will not exceed 1.50%.

 

See Notes to Financial Statements.

 

24   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED DECEMBER 31:
 
CLASS B SHARES1   2008     2007     2006     2005     2004  

NET ASSET VALUE,
BEGINNING OF YEAR

  $ 12.03     $ 11.96     $ 11.53     $ 10.62     $ 9.13  

INCOME (LOSS) FROM OPERATIONS:

                                       

Net investment income (loss)

    0.09       (0.04 )     (0.00 )2     0.07       (0.00 )2

Net realized and unrealized gain (loss)

    (5.43 )     0.85       2.66       0.89       1.50  

Total income (loss) from operations

    (5.34 )     0.81       2.66       0.96       1.50  

LESS DISTRIBUTIONS FROM:

                                       

Net investment income

    (0.10 )           (0.01 )     (0.05 )     (0.01 )

Net realized gains

          (0.74 )     (2.22 )            

Total distributions

    (0.10 )     (0.74 )     (2.23 )     (0.05 )     (0.01 )

NET ASSET VALUE,
END OF YEAR

    $6.59     $ 12.03     $ 11.96     $ 11.53     $ 10.62  

Total return3

    (44.37 )%     6.65 %     23.60 %     9.00 %     16.40 %

NET ASSETS,
END OF YEAR (000s)

    $23,533       $59,303       $64,293       $7,356       $7,617  

RATIOS TO AVERAGE NET ASSETS:

                                       

Gross expenses

    2.70 %     2.64 %     2.29 %4     2.48 %     2.61 %

Net expenses5

    2.30 6,7     2.17 6     2.28 4,6     2.48       2.44 6

Net investment income (loss)

    0.90       (0.28 )     (0.01 )     0.66       (0.03 )

PORTFOLIO TURNOVER RATE

    166 %     154 %     228 %     29 %     60 %

 

1

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

 

2

Amount represents less than $0.01 per share.

 

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 have been 2.25% and 2.24%, respectively.

 

5

Prior to April 28, 2008, as a result of a contractual expense limitation, the ratio of expenses, other than brokerage, taxes and extraordinary expenses, to average net assets of Class B shares would not exceed 2.40%. A voluntary expense limitation of 2.50% was in place for Class B shares prior to April 16, 2007.

 

6

Reflects fee waivers and/or expense reimbursements.

 

7

As a result of a contractual expense limitation, until May 1, 2009, the ratio of expenses, other than brokerage, taxes and extraordinary expenses, to average net assets of Class B shares will not exceed 2.25%.

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   25


Financial highlights continued

 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED DECEMBER 31:
 
CLASS C SHARES1   2008     2007     2006     2005     2004  

NET ASSET VALUE,
BEGINNING OF YEAR

  $ 12.72     $ 12.60     $ 12.06     $ 11.11     $ 9.55  

INCOME (LOSS) FROM OPERATIONS:

 

                               

Net investment income (loss)

    0.10       (0.04 )     0.01       0.06       (0.01 )

Net realized and unrealized gain (loss)

    (5.74 )     0.90       2.76       0.93       1.57  

Total income (loss) from operations

    (5.64 )     0.86       2.77       0.99       1.56  

LESS DISTRIBUTIONS FROM:

                                       

Net investment income

    (0.10 )           (0.01 )     (0.04 )     (0.00 )2

Net realized gains

          (0.74 )     (2.22 )            

Total distributions

    (0.10 )     (0.74 )     (2.23 )     (0.04 )     (0.00 )2

NET ASSET VALUE,
END OF YEAR

    $6.98     $ 12.72     $ 12.60     $ 12.06     $ 11.11  

Total return3

    (44.30 )%     6.71 %     23.42 %     8.95 %     16.37 %

NET ASSETS,
END OF YEAR (000s)

    $41,892       $83,249       $69,239       $38,418       $19,040  

RATIOS TO AVERAGE NET ASSETS:

                                       

Gross expenses

    2.69 %     2.46 %     2.78 %4     2.74 %     2.65 %

Net expenses5,6

    2.23 7     2.20       2.52 4     2.50       2.42  

Net investment income (loss)

    0.98       (0.31 )     0.07       0.53       (0.10 )

PORTFOLIO TURNOVER RATE

    166 %     154 %     228 %     29 %     60 %

 

1

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

2

Amount represents less than $0.01 per share.

 

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 have been 2.72 % and 2.46%, respectively.

 

5

Prior to April 28, 2008, as a result of a contractual expense limitation, the ratio of expenses, other than brokerage, taxes and extraordinary expenses, to average net assets of Class C shares will not exceed 2.26%. A voluntary expense limitation of 2.50% was in place for Class C shares prior to April 16, 2007.

 

6

Reflects fee waivers and/or expense reimbursements.

 

7

As a result of a contractual expense limitation, until May 1, 2009, the ratio of expenses, other than brokerage, taxes and extraordinary expenses, to average net assets of Class C shares will not exceed 2.25%.

 

See Notes to Financial Statements.

 

26   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED DECEMBER 31:
 
CLASS I SHARES1   2008     2007     2006     2005     2004  

NET ASSET VALUE,
BEGINNING OF YEAR

  $ 12.62     $ 12.46     $ 11.89     $ 10.96     $ 9.46  

INCOME (LOSS) FROM OPERATIONS:

 

                               

Net investment income

    0.16       0.10       0.19       0.22       0.09  

Net realized and unrealized gain (loss)

    (5.67 )     0.88       2.74       0.92       1.56  

Total income (loss) from operations

    (5.51 )     0.98       2.93       1.14       1.65  

LESS DISTRIBUTIONS FROM:

                                       

Net investment income

    (0.19 )     (0.08 )     (0.14 )     (0.21 )     (0.15 )

Net realized gains

          (0.74 )     (2.22 )            

Total distributions

    (0.19 )     (0.82 )     (2.36 )     (0.21 )     (0.15 )

NET ASSET VALUE,
END OF YEAR

    $6.92     $ 12.62     $ 12.46     $ 11.89     $ 10.96  

Total return2

    (43.65 )%     7.75 %     25.13 %     10.38 %     17.60 %

NET ASSETS,
END OF YEAR (000s)

    $12,463       $1,613       $2,058       $2,174       $2,185  

RATIOS TO AVERAGE NET ASSETS:

                                       

Gross expenses

    1.01 %     1.18 %     1.15 %3     1.21 %     1.49 %

Net expenses

    1.01       1.18 4     1.14 3,4,5     1.21 4     1.43 4,5

Net investment income

    1.84       0.73       1.43       1.94       0.94  

PORTFOLIO TURNOVER RATE

    166 %     154 %     228 %     29 %     60 %

 

1

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

 

2

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

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 1.09%.

 

4

Prior to April 16, 2007, as a result of a voluntary expense limitation, the ratio of expenses, other than brokerage, taxes and extraordinary expenses, to average net assets of Class I shares will not exceed 1.50%.

 

5

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   27


Notes to financial statements

 

1. Organization and significant accounting policies

Legg Mason Partners Global Equity 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.

Effective January 1, 2008, the Fund adopted Statement of Financial Accounting Standards No. 157 (“FAS 157”). FAS 157 establishes a single definition of fair value, creates a three-tier hierarchy as a framework for measuring fair value based on inputs used to value the Fund’s investments, and requires additional disclosure about fair value. The hierarchy of inputs is summarized below.

 

   

Level 1 — quoted prices in active markets for identical investments

 

   

Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

   

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

 

28   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used in valuing the Fund’s assets carried at fair value:

 

     DECEMBER 31, 2008   QUOTED PRICES
(LEVEL 1)
  OTHER SIGNIFICANT
OBSERVABLE INPUTS
(LEVEL 2)
  SIGNIFICANT
UNOBSERVABLE
INPUTS
(LEVEL 3)
Investments in Securities   $ 153,604,751   $ 85,001,093   $ 67,822,554   $ 781,104

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

 

      INVESTMENTS IN
SECURITIES
Balance as of December 31, 2007     
Accrued Premiums/Discounts     
Realized Gain (Loss)     
Change in unrealized appreciation (depreciation)     
Net purchases (sales)     
Transfers in and/or out of Level 3    $ 781,104
Balance as of December 31, 2008    $ 781,104

(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) 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

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   29


Notes to financial statements continued

 

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.

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

(e) 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.

(f) REIT Distributions. The character of distributions received from Real Estate Investment Trusts (“REITs”) held by the Fund is generally comprised of net investment income, capital gains, and return of capital. It is the policy of the Fund to estimate the character of distributions received from underlying REITs based on historical data provided by the REITs. After each calendar year end, REITs report the actual tax character of these distributions. Differences between the estimated and actual amounts reported by the REITs are reflected in the Fund’s records in the year in which they are reported by the REITs.

 

30   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

(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 December 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.

(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)   $ (10,305 )   $ 5,336,896   $ (5,326,591 )
(b)     (133,888 )     133,888      

 

(a) Reclassifications are primarily due to the expiration of a capital loss carryover and distributions paid in connection with the redemption of Fund shares in a previous year.

 

(b) Reclassifications are primarily due to foreign currency transactions treated as ordinary income for tax purposes.

2. Investment management agreement and other transactions with affiliates

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

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   31


Notes to financial statements continued

 

Under the investment management agreement, the Fund pays an investment management fee calculated daily and paid monthly in accordance with the following breakpoint schedule:

 

AVERAGE DAILY NET ASSETS    ANNUAL RATE  
Up to $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, LMPFA pays Batterymarch 70% of the net management fee it receives from the Fund.

During the year ended December 31, 2008, the Fund’s Class A, B and C shares had contractual expense limitations in place of 1.50%, 2.25% and 2.25%, respectively. The Fund’s Class 1 shares had a voluntary expense limitation in place of 1.25%. Prior to April 28, 2008 the contractual expense limitations in place for Class A, B and C shares were 1.43%, 2.40% and 2.26%, respectively. Prior to April 28, 2008 Class 1 shares had a voluntary expense limitation of 1.18%.

During the year ended December 31, 2008, Class 1, A, B and C were reimbursed for expenses amounting to $817,277.

Effective January 1, 2008, the manager is permitted to recapture amounts previously voluntarily forgone or reimbursed by the manager to Class 1 shares of the Fund during the same fiscal year if the Class 1 shares total annual operating expenses have fallen to a level below the voluntary fee waiver/reimbursement (“expense cap”) shown in the fee table of the Fund’s prospectus. In no case will the manager recapture any amount that would result, on any particular business day of Class 1 shares, in the Class 1 shares total annual operating expenses exceeding the expense cap.

Legg Mason Investor Services, LLC, (“LMIS”), a wholly-owned broker-dealer subsidiary of Legg Mason, serves as the Fund’s sole and exclusive distributor.

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

 

32   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

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.

Effective July 27, 2007, the Fund’s Class 1 shares were closed to all purchases and incoming exchanges. Investors owning Class 1 shares on that date may continue to maintain their current Class 1 shares but are no longer permitted to add to their Class 1 share positions excluding reinvestment of dividends and distributions.

For the year ended December 31, 2008, LMIS and its affiliates received sales charges of approximately $67,000 on sales of the Fund’s Class A shares. In addition, for the year ended December 31, 2008, CDSCs paid to LMIS and its affiliates were approximately:

 

      CLASS B    CLASS C
CDSCs    $ 8,000    $ 1,000

Former Trustees of the Fund (the “Prior Board”) had adopted a Retirement Plan (the “Plan”) for certain Trustees of the fund. Subsequently, such Plan was effectively terminated by the Prior Board, with only certain former Trustees of the Prior Board eligible to continue to receive any payments under the Plan. Benefits under the Plan are unfunded. Two former Trustees are currently receiving payments under the Plan. At December 31, 2008, $3,370 was accrued in connection with this Plan.

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

 

Purchases    $ 384,748,559
Sales      391,010,540

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

 

Gross unrealized appreciation    $ 5,099,567  
Gross unrealized depreciation      (30,463,855 )
Net unrealized depreciation    $ (25,364,288 )

4. Class specific expenses, waivers and/or reimbursements

The Fund has adopted a Rule 12b-1distribution 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 Global Equity Fund 2008 Annual Report   33


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 December 31, 2008, class specific expenses were as follows:

 

      DISTRIBUTION
FEES
   TRANSFER AGENT
FEES
   SHAREHOLDER REPORTS
EXPENSES
Class 1         $ 12,764    $ 682
Class A    $ 289,551      606,225      44,744
Class B      403,552      285,698      16,931
Class C      634,533      461,473      10,552
Class I           5,021      56
Total    $ 1,327,636    $ 1,371,181    $ 72,965

For the year ended December 31, 2008, class specific waivers and/or reimbursements were as follows:

 

      WAIVERS/
REIMBURSEMENTS
Class 1    $ 6,379
Class A      352,676
Class B      162,679
Class C      295,543
Class I     
Total    $ 817,277

5. Distributions to shareholders by class

 

      YEAR ENDED
DECEMBER 31, 2008
   YEAR ENDED
DECEMBER 31, 2007
Net Investment Income:      
Class 1    $ 47,229    $ 31,447
Class A      1,627,083      457,406
Class B      352,346     
Class C      596,091     
Class I      327,261      11,166
Total    $ 2,950,010    $ 500,019
Net Realized Gains:      
Class 1         $ 234,095
Class A           7,977,066
Class B           3,632,459
Class C           4,542,074
Class I           104,894
Total         $ 16,490,588

 

34   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

6. Shares of beneficial interest

At December 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 specifically related to the distribution of its shares.

Transactions in shares of each class were as follows:

 

     YEAR ENDED
DECEMBER 31, 2008
     YEAR ENDED
DECEMBER 31, 2007
 
      SHARES      AMOUNT      SHARES      AMOUNT  
Class 1            
Shares sold                19,536      $ 257,749  
Shares issued on reinvestment    7,018      $ 47,229      20,447        265,543  
Shares repurchased    (52,421 )      (564,364 )    (49,328 )      (644,733 )
Net decrease    (45,403 )    $ (517,135 )    (9,345 )    $ (121,441 )
Class A            
Shares sold    2,499,634      $ 26,305,027      3,125,011      $ 41,084,738  
Shares issued on reinvestment    239,724        1,618,135      592,302        7,706,187  
Shares repurchased    (3,491,760 )      (35,193,382 )    (2,260,920 )      (29,835,757 )
Net increase (decrease)    (752,402 )    $ (7,270,220 )    1,456,393      $ 18,955,168  
Class B            
Shares sold    537,255      $ 5,361,610      889,705      $ 11,158,603  
Shares issued on reinvestment    54,405        349,281      284,416        3,531,050  
Shares repurchased    (1,950,863 )      (19,535,968 )    (1,622,373 )      (20,347,573 )
Net decrease    (1,359,203 )    $ (13,825,077 )    (448,252 )    $ (5,657,920 )
Class C            
Shares sold    2,809,836      $ 28,415,448      3,361,257      $ 44,386,979  
Shares issued on reinvestment    87,478        593,977      344,439        4,509,640  
Shares repurchased    (3,438,504 )      (34,943,909 )    (2,653,482 )      (35,060,789 )
Net increase (decrease)    (541,190 )    $ (5,934,484 )    1,052,214      $ 13,835,830  
Class I            
Shares sold    2,067,533      $ 22,954,480      13,779      $ 180,714  
Shares issued on reinvestment    48,555        327,261      50        640  
Shares repurchased    (443,616 )      (4,313,194 )    (51,169 )      (692,920 )
Net increase (decrease)    1,672,472      $ 18,968,547      (37,340 )    $ (511,566 )

7. Income tax information and distributions to shareholders

The tax character of distributions paid during the fiscal years ended December 31, were as follows:

 

      2008    2007
Distributions Paid From:      
Ordinary income    $ 2,950,010    $ 2,781,185
Net long-term capital gains           14,209,422
Total distributions paid    $ 2,950,010    $ 16,990,607

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   35


Notes to financial statements continued

 

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

 

Undistributed ordinary income — net    $ 203,723  
Capital loss carryforward*      (60,246,935 )
Other book/tax temporary differences(a)      (35,258,672 )
Unrealized appreciation/(depreciation)(b)      (25,347,398 )
Total accumulated earnings/(losses) — net    $ (120,649,282 )

 

* As of December 31, 2008, the Fund had the following net capital loss carryforwards remaining:

 

YEAR OF EXPIRATION    AMOUNT  
12/31/2009    $ (9,897,977 )
12/31/2016      (50,348,958 )
     $ (60,246,935 )

 

  These amounts will be available to offset any future taxable capital gains. However, the Fund is subject to an annual limitation of $5,978,469 as a result of the merger with Legg Mason Partners International Fund on December 1, 2006.

 

(a)

Other book/tax temporary differences are attributable primarily to book/tax differences in the realization for tax purposes of unrealized losses on certain foreign currency contracts, the deferral of post-October capital losses for tax purposes and book/tax differences in the timing of the deductibility of various expenses.

 

(b)

The difference between book-basis and tax-basis unrealized appreciation/(depreciation) is attributable primarily to the tax deferral of losses on wash sales.

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 Citigroup Global Markets Inc. (“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 subtransfer 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

 

36   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

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.

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

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   37


Notes to financial statements continued

 

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 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.

 

38   Legg Mason Partners Global Equity Fund 2008 Annual Report


 

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, (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 judgement 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 pronouncement

In March 2008, the Financial Accounting Standards Board 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.

 

Legg Mason Partners Global Equity Fund 2008 Annual Report   39


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 Global Equity Fund, a series of Legg Mason Partners Equity Trust, as of December 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 four-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. The financial highlights for the year ended December 31, 2004 were audited by other independent registered public accountants whose report thereon, dated February 18, 2005, expressed an unqualified opinion on those financial highlights.

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 December 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 Global Equity Fund as of December 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 four-year period then ended, in conformity with U.S. generally accepted accounting principles.

LOGO

New York, New York

February 24, 2009

 

40   Legg Mason Partners Global Equity Fund 2008 Annual Report


Board approval of management and subadvisory agreements (unaudited)

 

At a meeting of the Fund’s Board of Trustees, the Board considered the re-approval for an annual period of the Fund’s management agreement, pursuant to which Legg Mason Partners Fund Advisor, LLC (the “Manager”) provides the Fund with investment advisory and administrative services, and the Fund’s sub-advisory agreement, pursuant to which Batterymarch Financial Management, Inc. (the “Sub-Adviser”) provides day-to-day management of the Fund’s portfolio. (The management agreement and sub-advisory agreement are collectively referred to as the “Agreements.”) The Manager and the Sub-Adviser are wholly-owned subsidiaries of Legg Mason, Inc. The Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “Independent Trustees”)) of the Fund were assisted in their review by Fund counsel and independent legal counsel and met with independent legal counsel in executive sessions separate from representatives of the Manager and the Sub-Adviser. The Independent Trustees requested and received information from the Manager and the Sub-Adviser they deemed reasonably necessary for their review of the Agreements and the performance of the Manager and the Sub-Adviser. Included was information about the Manager, the Sub-Adviser and the Fund’s distributor (including any distributors affiliated with the Fund during the past two years), as well as the management, sub-advisory and distribution arrangements for the Fund and other funds overseen by the Board. This information was initially reviewed by a special committee of the Independent Trustees and then by the full Board.

In voting to approve the Agreements, the Independent Trustees considered whether the approval of the Agreements would be in the best interests of the Fund and its shareholders, an evaluation based on several factors including those discussed below.

Nature, extent and quality of the services provided to the fund under the management agreement and sub-advisory agreement

The Board received and considered information regarding the nature, extent and quality of services provided to the Fund by the Manager and the Sub-Adviser under the Management Agreement and Sub-Advisory Agreement, respectively, during the past two years. The Trustees also considered the Manager’s supervisory activities over the Sub-Adviser. In addition, the Independent Trustees received and considered other information regarding the administrative and other services rendered to the Fund and its shareholders by the Manager. The Board noted information received at regular meetings throughout the year related to the services rendered by the Manager in its management of the Fund’s affairs, including the management of cash and short-term instruments, and the Manager’s role in coordinating the activities of the Sub-Adviser and the Fund’s other service providers. The Board’s evaluation of the services provided by the Manager and the Sub-Adviser took into account the Board’s knowledge and familiarity gained as Trustees of funds in the Legg Mason Partners fund complex, including the scope and quality of

 

Legg Mason Partners Global Equity Fund   41


Board approval of management and subadvisory agreements (unaudited) continued

 

the investment management and other capabilities of the Manager and the Sub-Adviser and the quality of the Manager’s administrative and other services. The Board observed that the scope of services provided by the Manager had expanded over time as a result of regulatory and other developments, including maintaining and monitoring its own and the Fund’s expanded compliance programs. The Board reviewed information received from the Manager and the Fund’s Chief Compliance Officer regarding the Fund’s compliance policies and procedures established pursuant to Rule 38a-1 under the Investment Company Act of 1940, as amended.

The Board reviewed the qualifications, backgrounds and responsibilities of the Fund’s senior personnel and the portfolio management team primarily responsible for the day-to-day portfolio management of the Fund. The Board considered the degree to which the Manager implemented organizational changes to improve investment results and the services provided to the Legg Mason Partners fund complex. The Board also considered, based on its knowledge of the Manager and the Manager’s affiliates, the financial resources available to the Manager’s parent organization, Legg Mason, Inc.

The Board also considered the division of responsibilities between the Manager and the Sub-Adviser and the oversight provided by the Manager. The Board also considered the Manager’s and the Sub-Adviser’s brokerage policies and practices, the standards applied in seeking best execution, the Manager’s policies and practices regarding soft dollars, and the existence of quality controls applicable to brokerage allocation procedures. In addition, management also reported to the Board on, among other things, its business plans, recent organizational changes, portfolio manager compensation plan and policy regarding portfolio managers’ ownership of fund shares.

The Board concluded that, overall, it was satisfied with the nature, extent and quality of services provided (and expected to be provided) under the respective Agreement by the Manager and the Sub-Adviser.

Fund performance

The Board received and reviewed performance information for the Fund and for all retail and institutional global multi-cap core funds (the “Performance Universe”) selected by Lipper, Inc. (“Lipper”), an independent provider of investment company data. The Board was provided with a description of the methodology Lipper used to determine the similarity of the Fund with the funds included in the Performance Universe. The Trustees noted that they also had received and discussed with management information at periodic intervals comparing the Fund’s performance to that of its benchmark index. The information comparing the Fund’s performance to that of the Performance Universe was for the one-, three-, five- and ten-year periods ended June 30, 2008. The Fund performed below the median for the one- and ten-year periods and better than the median for the three- and five-year periods. The

 

42   Legg Mason Partners Global Equity Fund


 

Board also reviewed performance information provided by the Manager for periods ended September 30, 2008, which showed the Fund’s performance was below the Lipper category average during the third quarter. The Trustees then discussed with representatives of management the portfolio management strategy of the Fund’s portfolio managers and noted that the Fund’s investment strategy changed in October 2006 to permit the Fund to invest in stocks of U.S. issuers and that an additional primary portfolio manager joined the portfolio management team for the Fund in April 2008. The Trustees also noted that the Manager was committed to providing the resources necessary to assist the portfolio managers and improve Fund performance. Based on its review, the Board generally was satisfied with management’s efforts to improve performance going forward. The Board determined to continue to evaluate the Fund’s performance and directed the Independent Trustees’ performance committee to continue to periodically review Fund performance with the Manager and report to the full Board during periods between Board meetings.

Management fees and expense ratios

The Board reviewed and considered, the contractual management fee (the “Contractual Management Fee”) payable by the Fund to the Manager in light of the nature, extent and quality of the management and sub-advisory services provided by the Manager and the Sub-Adviser, respectively. The Board noted that the Manager, and not the Fund, pays the sub-advisory fee to the Sub-Adviser and, accordingly, that the retention of the Sub-Adviser does not increase the fees and expenses incurred by the Fund. In addition, because of the Manager’s fee waiver and/or expense reimbursement arrangement that was in effect for the Fund, which partially reduced the management fee paid to the Manager, the Board also reviewed and considered the actual management fee rate (after taking into account waivers and reimbursements) (“Actual Management Fee”).

The Board also reviewed information regarding the fees the Manager and the Sub-Adviser charged any of their U.S. clients investing primarily in an asset class similar to that of the Fund including, where applicable, separate accounts. The Manager reviewed with the Board the significant differences in the scope of services provided to the Fund and to such other clients, noting that the Fund is provided with regulatory compliance and administrative services, office facilities and Fund officers (including the Fund’s chief financial, chief legal and chief compliance officers), and that the Manager coordinates and oversees the provision of services to the Fund by other fund service providers, including the Sub-Adviser. The Board considered the fee comparisons in light of the scope of services required to manage these different types of accounts.

The Board received an analysis of complex-wide management fees provided by the Manager, which, among other things, set out a framework of fees based on asset classes. Management also discussed with the Board the Fund’s distribution arrangements, including how amounts received by the Fund’s

 

Legg Mason Partners Global Equity Fund   43


Board approval of management and subadvisory agreements (unaudited) continued

 

distributors are expended, and the fees received and expenses incurred in connection with such arrangements by affiliates of the Manager.

Additionally, the Board received and considered information comparing the Fund’s Contractual Management Fee and Actual Management Fee and the Fund’s overall expense ratio with those of a group of six retail front-end load global multi-cap core funds selected by Lipper as comparable to the Fund (the “Expense Group”), and a broader group of funds selected by Lipper consisting of all retail front-end load global multi-cap core funds (the “Expense Universe”). This information showed that the Fund’s Contractual Management Fee and Actual Management Fee were lower than the median of management fees paid by the other funds in the Expense Group and that the Fund’s Actual Management Fee also was lower than the average management fee paid by the other funds in the Expense Universe. This information also showed that the Fund’s actual total expense ratio was lowest of the total expense ratios of the funds in the Expense Group and was lower than the average total expense ratio of the other funds in the Expense Universe.

Manager profitability

The Board received and considered a profitability analysis of the Manager and its affiliates in providing services to the Fund. The Board also received profitability information with respect to the Legg Mason Partners fund complex as a whole. In addition, the Board received information with respect to the Manager’s allocation methodologies used in preparing this profitability data as well as a report from an outside consultant that had reviewed the Manager’s methodology. The Board also noted the profitability percentage ranges determined by appropriate court cases to be reasonable given the services rendered to investment companies. The Board determined that the Manager’s profitability was not excessive in light of the nature, extent and quality of the services provided to the Fund.

Economies of scale

The Board received and considered information regarding whether there have been economies of scale with respect to the management of the Fund as the Fund’s assets grow, whether the Fund has appropriately benefited from any economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered whether economies of scale in the provision of services to the Fund were being passed along to the shareholders.

The Board noted that the Manager instituted breakpoints in the Fund’s Contractual Management Fee, reflecting the potential for reducing the Contractual Management Fee as the Fund’s assets grow. The Board noted that the Fund’s assets had not yet reached the specified asset level at which a breakpoint to its Contractual Management Fee would be triggered. The Board noted, however, that the Contractual Management Fee increases the potential

 

44   Legg Mason Partners Global Equity Fund


 

for sharing economies of scale with shareholders as the Fund’s assets grow than if no breakpoints were in place. The Board also noted that as the Fund’s assets increase over time, the Fund and its shareholders should realize other economies of scale as certain expenses, such as fixed fund fees, become a smaller percentage of overall assets. The Board noted that it appeared that the benefits of any economies of scale also would be appropriately shared with shareholders through increased investment in fund management and administration resources.

Taking all of the above into consideration, the Board determined that the management fee was reasonable in light of the comparative performance and expense information and the nature, extent and quality of the services provided to the Fund under the Agreements.

Other benefits to the manager

The Board considered other benefits received by the Manager and its affiliates, including the Sub-Adviser, as a result of the Manager’s relationship with the Fund, including the opportunity to offer additional products and services to Fund shareholders.

In light of the costs of providing investment management and other services to the Fund and the Manager’s ongoing commitment to the Fund, the profits and other ancillary benefits that the Manager and its affiliates received were considered reasonable.

Based on their discussions and considerations, including those described above, the Trustees approved the Management Agreement and the Sub-Advisory Agreement to continue for another year.

No single factor reviewed by the Board was identified by the Board as the principal factor in determining whether to approve the Management Agreement and the Sub-Advisory Agreement.

 

Legg Mason Partners Global Equity Fund   45


Additional information (unaudited)

Information about Trustees and Officers

 

The business and affairs of Legg Mason Partners Global Equity 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

 

46   Legg Mason Partners Global Equity Fund


 

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); formerly, Professor, Harvard Business School (from 1969 to 2007)
Number of portfolios in fund complex overseen by Trustee    57
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

 

Legg Mason Partners Global Equity Fund   47


Additional information (unaudited) continued

Information about Trustees and Officers

 

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

 

48   Legg Mason Partners Global Equity Fund


 

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 of Greater St. Louis, Maplewood, MO (since 2006)

 

Legg Mason Partners Global Equity Fund   49


Additional information (unaudited) continued

Information about Trustees and Officers

 

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 159 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    146
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)

 

50   Legg Mason Partners Global Equity Fund


 

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/Identity Theft Prevention Officer
Term of office1 and length of time served2    Since 2006/2008
Principal occupation(s) during past five years    Identity Theft Prevention Officer of certain mutual funds associated with Legg Mason & Co. (since 2008); Chief Anti-Money Laundering Compliance Officer of certain mutual funds associated with Legg Mason & Co. (since 2006); Vice President of Legg Mason & Co. (since 2005); Vice President at CAM (since 2004); Prior to August 2004, Chief Anti-Money Laundering Compliance Officer of 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)

 

Legg Mason Partners Global Equity Fund   51


Additional information (unaudited) continued

Information about Trustees and Officers

 

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)
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)

 

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.

 

52   Legg Mason Partners Global Equity Fund


Important tax information (unaudited)

 

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

 

       

Record date:

  12/26/2008
Payable date:   12/29/2008
Ordinary income:    

Qualified dividend income for individuals

  100%

Dividends qualifying for the dividends

 

received deduction for corporations

  58.23%

Please retain this information for your records.

 

Legg Mason Partners Global Equity Fund   53


 

Legg Mason Partners Global Equity 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

 

Batterymarch Financial Management, Inc.

 

Distributor

 

Legg Mason Investor Services, LLC

 

Custodian

 

State Street Bank and Trust Company

 

Transfer agent

 

PNC Global Investment Servicing

4400 Computer Drive

Westborough,
Massachusetts 01581

 

Independent registered public accounting firm

 

KPMG LLP

345 Park Avenue

New York, New York 10154


 

Legg Mason Partners Global Equity Fund

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

LEGG MASON PARTNERS GLOBAL EQUITY 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 related 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 the shareholders of Legg Mason Partners Global Equity 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

© 2009 Legg Mason Investor Services, LLC

Member FINRA, SIPC


BUILT TO WINSM

LOGO

 

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

©2009 Legg Mason Investor Services, LLC Member FINRA, SIPC

FD02696 2/09 SR09-739

 

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 December 31, 2007 and December 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 $320,200 in 2007 and $310,850 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 $54,633 in 2007 and $21,900 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 and calculations pursuant to Funds revolving credit 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 $33,900 in 2007 and $53,213 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. The 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 were $35,150 in 2007 and $0 in 2008. These fees consisted of procedures performed in connection with the mergers on December 1, 2006, March 2, 2007 and March 16, 2007.

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: March 5, 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:   March 5, 2009
By:  

/s/ Kaprel Ozsolak

  (Kaprel Ozsolak)
  Chief Financial Officer of
  Legg Mason Partners Equity Trust
Date:   March 5, 2009