N-CSR 1 dncsr.htm LM CLEARBRIDGE EQUITY FUND LM ClearBridge 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

Stamford, CT 06902

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

 

Funds Investor Services 1-800-822-5544

or

Institutional Shareholder Services 1-888-425-6432

 

Date of fiscal year end: October 31

 

Date of reporting period: October 31, 2009


ITEM 1. REPORT TO STOCKHOLDERS.

The Annual Report to Stockholders is filed herewith.


LOGO

ANNUAL REPORT / OCTOBER 31, 2009

Legg Mason ClearBridge

Equity Fund

 

Managed by   CLEARBRIDGE ADVISORS

 

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

 


Fund objective

The Fund seeks growth and conservation of capital. Income is a secondary investment objective.

Fund name change

Prior to October 5, 2009, the Fund was known as Legg Mason Partners Equity Fund. There was no change in the Fund’s investment objective or investment policies as a result of the name change.

 

What’s inside

 

Letter from the chairman   I
Fund overview   1
Fund at a glance   7
Fund expenses   8
Fund performance   10
Historical performance   11
Schedule of investments   12
Statement of assets and liabilities   16
Statements of operations   17
Statements of changes in net assets   18
Financial highlights   19
Notes to financial statements   24
Report of independent registered public accounting firm   35
Additional information   36
Important tax information   43

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and ClearBridge Advisors, LLC (“ClearBridge”) is the Fund’s subadviser. LMPFA and ClearBridge 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,

At a meeting held in August 2009, the Fund’s Board of Trustees approved a recommendation from Legg Mason Partners Fund Advisor, LLC, the Fund’s investment manager, to change the fiscal year-end of the Fund from December 31 to October 31. As a result of this change, shareholders are being provided with a short period annual report and a “stub-period” audit for the ten-month period from January 1, 2009 through October 31, 2009.

Please read on for a more detailed look at the prevailing economic and market conditions during the Fund’s abbreviated 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

November 27, 2009

 

Legg Mason ClearBridge Equity Fund   I


Fund overview

 

Q. What is the Fund’s investment strategy?

A. The Fund seeks growth and conservation of capital. Income is a secondary investment objective. The Fund invests primarily in common stock or securities convertible into common stock of companies in industries we believe have the potential to grow at a faster rate than the economy as a whole and that appear to have above-average earnings and dividend growth potential.

The Fund emphasizes investments in U.S. stocks with large market capitalizations, but the Fund also invests in stocks with small- and mid-capitalizations and may invest up to 25% of its assets in foreign securities. These securities may be denominated and traded in foreign currencies and may be traded in the U.S. or on international stock exchanges.

In selecting securities for the Fund’s portfolio, we look for companies we believe are able to increase earnings and dividends at an above-average rate and still retain enough cash to finance future growth in their businesses. We favor companies with above-average growth in dividend yields because we believe this shows responsible use of capital on the part of the companies. We emphasize individual security selection while spreading the Fund’s investments among industries and sectors for broad market exposure.

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

A. The Fund’s ten-month reporting period was dominated by a remarkable set of conditions that heavily impacted performance in both positive and negative ways. The period began during the worst financial crisis since the Great Depression and included a major and historic disruption of the global stock and credit markets, a dramatic presidential election, record job losses, a Federal Reserve Board (“Fed”)i and U.S. Department of the Treasury thrust into the spotlight of national politics, and a significant reshaping of the financial services industry. It ended amidst a record-setting stock market rally and an economy expected to have, at least technically if not fully, emerged from a recession that began in December of 2007.

The domestic stock market was already in turmoil before the past fiscal year began. In hindsight, we can attribute the crisis largely to the initial bursting of the housing market bubble in 2007 and the subsequent devaluation of the collateralized debt obligations composed of the subprime mortgages that fueled the bubble.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   1


Fund overview continued

 

In the fall of 2008, during the months prior to the start of the Fund’s reporting period, a rapidly unfolding series of events linked to the emerging credit market and liquidity crisis culminated in the collapse and/or distressed acquisitions of several major financial services companies and the failure of the prominent investment bank Lehman Brothers in the largest bankruptcy filing in U.S. history.

The leading stock market indices saw a short-lived bear market rally through the end of calendar year 2008, but rapidly reversed course after the start of the new year and fell even further, setting what many now consider to be a durable bottom and a “generational” low on March 9, 2009 and marking the inflection point of the new stock market rally.

This powerful and sustained rally following the March low generated seven consecutive months of gains for the broad S&P 500 Indexii, which returned 55.31% from the March 9th bottom through the end of October — the best advance the S&P 500 Index has seen since 1938. The blue-chip Dow Jones Industrial Average (“DJIA”)iii rose 51.13% from its twelve-year low in March through the end of the reporting period, and the technology-oriented NASDAQ Composite Index (“NASDAQ”)iv gained 62.07% for the same period. Only in October did the rally let up, with the DJIA essentially flat for the month and both the S&P 500 Index and NASDAQ declining.

Stock market volatility, as measured by the Volatility Index (“VIX”)v — often referred to as the “fear index” — set a record high in November 2008 and remained elevated over much of the reporting period. However, the overall trend during the period was downwards and, by the close of the period, the VIX fell to a range within historical norms, 50% below its peak.

Preliminary estimates of third quarter 2009 U.S. growth domestic product (“GDP”)vi data released in November indicated that the economy had grown by an annual rate of 2.8%, technically marking the end of the so-called Great Recession. However, disappointing data for other key economic indicators, including an unemployment rate of 10.2% — the highest since 1983 — left many in the market with doubts about the strength and pace of the overall economic recovery and the long-term viability of the present bull market.

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

A. The portfolio entered the fiscal year in a defensive posture. In late 2008, the sharp market decline created the opportunity to start positions in several secular growth stocks — Apple Inc., First Solar Inc., American Tower Corp. (Class A Shares), Monsanto Co. and Edwards Lifesciences Corp. — that we had viewed as too expensive to buy prior to the market break. In late February, after attending the GE Capital meeting, it became apparent to us that the market was treating GE as if it might be insolvent, which, from the information disseminated at the meeting, appeared to us to

 

2   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

be an overreaction. We decided that the market was probably overly negative in general and increased the aggressiveness of the Fund. We doubled the size of our position in General Electric Co., added significantly to our oil holdings and initiated a position in Freeport-McMoRan Copper & Gold Inc.

In mid-May, after a fierce two-month +35% rally, we decided to pull back on the riskiness of our portfolio. While we believed that the economy was beginning to bottom, we were concerned (and remain concerned) that the recovery would be muted and might not support materially higher stock prices. This decision hurt the performance of the Fund during the remainder of the reporting period, as many of the positions sold down or out of had strong returns in the second half of the period. During this time, we, in general, reduced positions in companies we saw as riskier and purchased large-cap and very high-quality companies such as Johnson & Johnson, Kimberly-Clark Corp., AmerisourceBergen Corp. and United Parcel Service Inc. (Class B Shares). We went overweight the Health Care sector after many years of being underweight in it. In mid-May, as a hedge against a lower dollar, we initiated a position in Newmont Mining Corp., the large gold miner, that became a top ten holding.

Performance review

For the ten-month period from January 1, 2009 through October 31, 2009, Class A shares of Legg Mason ClearBridge Equity Fund, excluding sales charges, returned 14.96%. The Fund’s unmanaged benchmark, the S&P 500 Index, returned 17.05% for the same period. The Lipper Large-Cap Core Funds Category Average1 returned 17.99% over the same time frame.

 

1

Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the ten-month period from January 1, 2009 through October 31, 2009, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 912 funds in the Fund’s Lipper category, and excluding sales charges.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   3


Fund overview continued

 

PERFORMANCE SNAPSHOT as of October 31, 2009 (excluding sales charges) (unaudited)
     6 MONTHS   10 MONTHS
Equity Fund — Class A Shares   15.04%   14.96%
S&P 500 Index   20.04%   17.05%
Lipper Large-Cap Core Funds Category Average1   19.44%   17.99%
   
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 chares, Class C shares returned 14.77%, Class I shares returned 15.36% and Class O shares returned 15.36% over the six months ended October 31, 2009. Excluding sales charges, Class C shares returned 14.36%, Class I shares returned 15.37% and Class O shares returned 15.47% over the ten months ended October 31, 2009. 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 or the deduction of taxes that a shareholder would pay on Fund distributions. If sales charges were reflected, the performance quoted would be lower. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.
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 30, 2009, as supplemented September 18, 2009, the gross total operating expense ratios for Class A, Class C, Class I and Class O shares were 1.42%, 1.95%, 0.93% and 0.82%, respectively.
Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.
As a result of expense limitations, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets will not exceed 1.25% for Class A shares, 2.00% for Class C shares, 1.50% for Class I shares and 0.95% for Class O shares. These expense limitations cannot be terminated prior to December 31, 2011 without the Board of Trustees’ consent.

Q. What were the leading contributors to performance?

A. The Fund’s stock selection in the Energy, Health Care and Information Technology (“IT”) sectors, its overweight position in the Industrials sector and underweight positions in the Telecommunication Services and Health Care sectors made positive contributions to performance relative to the benchmark. In terms of individual holdings, leading contributors for the period included Apple Inc. and Corning Inc., both in the IT sector, Newfield Exploration Co. and Diamond Offshore Drilling Inc., both in the Energy sector, and JPMorgan Chase & Co. in the Financials sector.

 

1

Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the period ended October 31, 2009, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 928 funds for the six-month period and among the 912 funds for the ten-month period from January 1, 2009 through October 31, 2009 in the Fund’s Lipper category, and excluding sales charges.

 

4   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

Q. What were the leading detractors from performance?

A. The Fund’s stock selection in the Consumer Discretionary, Industrials, Consumer Staples, Financials and Materials sectors detracted from performance relative to the benchmark. Additionally, the Fund’s overweight positions in the Financials, Energy, Consumer Staples and Materials sectors and its cash position detracted from relative performance. In terms of individual holdings, leading detractors for the period included Orbital Sciences Corp. in the Industrials sector, AFLAC Inc. and State Street Corp., both in the Financials sector, Genzyme Corp. in the Health Care sector and Toll Brothers Inc. in the Consumer Discretionary sector.

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

A. During the period, we added significant new positions in Newmont Mining Corp. in the Materials sector: AmerisourceBergen Corp., Bristol-Myers Squibb Co. and Johnson & Johnson all in the Health Care sector; Juniper Networks Inc. in the IT sector; and Petroleo Brasileiro SA (ADR) in the Energy sector. We closed out significant existing positions in Sempra Energy in the Utilities sector; AFLAC Inc. in the Financials sector; Schering-Plough Corp. in the Health Care sector; McDonald’s Corp. in the Consumer Discretionary sector; ConocoPhillips in the Energy sector; and Hewlett-Packard Co. and Cisco Systems Inc., both in the IT sector.

Thank you for your investment in Legg Mason ClearBridge 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,

LOGO

Michael A. Kagan

Portfolio Manager

ClearBridge Advisors, LLC

November 24, 2009

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   5


Fund overview continued

 

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

Portfolio holdings and breakdowns are as of October 31, 2009 and are subject to change and may not be representative of the portfolio manager’s current or future investments. The Fund’s top ten holdings (as a percentage of net assets) as of this date were: Microsoft Corp. (3.8%), Wells Fargo & Co. (3.4%), JPMorgan Chase & Co. (3.3%). Apple Inc. (2.9%), Staples Inc. (2.7%), Novartis AG, ADR (2.6%), Exxon Mobil Corp. (2.6%), Newmont Mining Corp. (2.4%), PepsiCo Inc. (2.4%) and Masco Corp. (2.4%). Please refer to pages 12 through 15 for a list and percentage breakdown of the Fund’s holdings.

The mention of sector breakdowns is for informational purposes only and should not be construed as a recommendation to purchase or sell any securities. The information provided regarding such sectors is not a sufficient basis upon which to make an investment decision. Investors seeking financial advice regarding the appropriateness of investing in any securities or investment strategies discussed should consult their financial professional. The Fund’s top five sector holdings (as a percentage of net assets) as of October 31, 2009 were: Information Technology (18.7%), Financials (13.9%), Health Care (13.3%), Consumer Staples (12.9%) and Energy (11.2%). The Fund’s portfolio composition is subject to change at any time.

RISKS: Keep in mind, stock prices are subject to market fluctuations. Investments in small- and mid-capitalization companies may involve a higher degree of risk and volatility than investments in larger, more established companies. The Fund may use derivatives, such as options and futures, which can be illiquid, may disproportionately increase losses, and have a potentially large impact on Fund performance. The Fund may invest in foreign securities which are subject to certain risks of overseas investing, including currency fluctuations and changes in political and economic conditions, which could result in significant market fluctuations. Lower-rated, higher-yielding securities are subject to greater credit risk, including the risk of default, than higher-rated obligations. 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 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.

 

ii

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.

 

iii

The Dow Jones Industrial Average (“DJIA”) is a widely followed measurement of the stock market. The average is comprised of thirty stocks that represent leading companies in major industries. These stocks, widely held by both individual and institutional investors, are considered to be all blue-chip companies.

 

iv

The NASDAQ Composite Index (“NASDAQ”) is a market-value weighted index, which measures all securities listed on the NASDAQ stock market.

 

v

VIX is a volatility index for the Chicago Board Options Exchange, known by its ticker symbol, VIX. It is calculated by taking a weighted average of the implied volatility from eight calls and puts on the S&P 100 Index. The S&P 100 Index is a market-capitalization weighted index consisting of 100 large blue-chip stocks covering a broad range of industries.

 

vi

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

 

6   Legg Mason ClearBridge Equity Fund 2009 Annual Report


Fund at a glance (unaudited)

 

INVESTMENT BREAKDOWN (%) As a percent of total investments

LOGO

 

The bar graphs above represent the composition of the Fund’s investments as of October 31, 2009 and December 31, 2008 and do not include derivatives. The Fund is actively managed. As a result the composition of the Fund’s investments is subject to change at any time.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   7


Fund expenses (unaudited)

 

Example

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

This example is based on an investment of $1,000 invested on May 1, 2009 and held for the six months ended October 31, 2009.

Actual expenses

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

 

BASED ON ACTUAL TOTAL RETURN1              
     ACTUAL TOTAL
RETURN
WITHOUT
SALES
CHARGES2
    BEGINNING
ACCOUNT
VALUE
  ENDING
ACCOUNT
VALUE
  ANNUALIZED
EXPENSE
RATIO
    EXPENSES
PAID DURING
THE PERIOD3
Class A   15.04   $ 1,000.00   $ 1,150.40   1.25   $ 6.78
Class C   14.77        1,000.00     1,147.70   1.91        10.34
Class I   15.36        1,000.00     1,153.60   0.86        4.67
Class O   15.36        1,000.00     1,153.60   0.79        4.29

 

1

For the six months ended October 31, 2009.

 

2

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable initial sales charge with respect to Class A shares or the applicable contingent deferred sales charge (“CDSC”) with respect to Class 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 365.

 

8   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

Hypothetical example for comparison purposes

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

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

 

BASED ON HYPOTHETICAL TOTAL RETURN1              
     HYPOTHETICAL
ANNUALIZED
TOTAL
RETURN
    BEGINNING
ACCOUNT
VALUE
  ENDING
ACCOUNT
VALUE
  ANNUALIZED
EXPENSE
RATIO
    EXPENSES
PAID DURING
THE PERIOD2
Class A   5.00   $ 1,000.00   $ 1,018.90   1.25   $ 6.36
Class C   5.00        1,000.00     1,015.58   1.91        9.70
Class I   5.00        1,000.00     1,020.87   0.86        4.38
Class O   5.00        1,000.00     1,021.22   0.79        4.02

 

1

For the six months ended October 31, 2009.

 

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 365.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   9


Fund performance (unaudited)

 

AVERAGE ANNUAL TOTAL RETURNS1      
     WITHOUT SALES CHARGES2  
     CLASS A     CLASS C     CLASS I     CLASS O  
Twelve Months Ended 10/31/09   6.85   6.23   7.35   7.25
Five Years Ended 10/31/09   N/A      N/A      N/A      0.70   
Ten Years Ended 10/31/09   N/A      N/A      N/A      0.26   
Inception* through 10/31/09   -7.49      -15.73      -14.84      N/A   
     WITH SALES CHARGES3  
     CLASS A     CLASS C     CLASS I     CLASS O  
Twelve Months Ended 10/31/09   0.68   5.23   7.35   7.25
Five Years Ended 10/31/09   N/A      N/A      N/A      0.70   
Ten Years Ended 10/31/09   N/A      N/A      N/A      0.26   
Inception* through 10/31/09   -9.40   -15.73      -14.84      N/A   
       
CUMULATIVE TOTAL RETURNS1      
     WITHOUT SALES CHARGES2  
Class A (Inception date of 12/28/06 through 10/31/09)         -19.84%         
Class C (Inception date of 4/30/08 through 10/31/09)         -22.70         
Class I (Inception date of 4/30/08 through 10/31/09)         -21.46         
Class O (10/31/99 through 10/31/09)             2.67         

 

1

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

 

2

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

 

3

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value. In addition, Class A shares reflect the deduction of the maximum initial sales charge of 5.75%. Class C shares reflect the deduction of a 1.00% CDSC, which applies if shares are redeemed within one year from purchase payment.

 

* Inception dates for Class A, C, I and O shares are December 28, 2006, April 30, 2008, April 30, 2008 and September 24, 1929, respectively.

 

10   Legg Mason ClearBridge Equity Fund 2009 Annual Report


Historical performance (unaudited)

 

VALUE OF $10,000 INVESTED IN CLASS O SHARES OF LEGG MASON CLEARBRIDGE EQUITY FUND VS.
S&P 500 INDEX
— October 1999 - October 2009

LOGO

 

Hypothetical illustration of $10,000 invested in Class O shares of Legg Mason ClearBridge Equity Fund on October 31, 1999, assuming the reinvestment of all distributions, including returns of capital, if any, at net asset value through October 31, 2009. 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. The Index is unmanaged and is not subject to the same management and trading expenses as a mutual fund. Please note that an investor cannot invest directly in an index. The performance of the Fund’s other classes may be greater or less than the Class O 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.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   11


Schedule of investments

October 31, 2009

 

LEGG MASON CLEARBRIDGE EQUITY FUND     
SHARES    SECURITY    VALUE
     
COMMON STOCKS — 99.0%       
CONSUMER DISCRETIONARY — 8.4%       
     Household Durables — 2.7%       
277,920    Newell Rubbermaid Inc.    $ 4,032,619
541,000    Toll Brothers Inc.*      9,370,120
    

Total Household Durables

     13,402,739
     Media — 3.0%       
622,260    News Corp., Class B Shares      8,462,736
216,550    Walt Disney Co.      5,926,974
    

Total Media

     14,389,710
     Specialty Retail — 2.7%       
609,184    Staples Inc.      13,219,293
     TOTAL CONSUMER DISCRETIONARY      41,011,742
CONSUMER STAPLES — 12.9%       
     Beverages — 2.4%       
189,480    PepsiCo Inc.      11,473,014
     Food & Staples Retailing — 2.1%       
202,610    Wal-Mart Stores Inc.      10,065,665
     Food Products — 3.9%       
218,310    Kellogg Co.      11,251,697
219,060    McCormick & Co. Inc., Non Voting Shares      7,669,291
    

Total Food Products

     18,920,988
     Household Products — 2.2%       
40,700    Kimberly-Clark Corp.      2,489,212
146,520    Procter & Gamble Co.      8,498,160
    

Total Household Products

     10,987,372
     Tobacco — 2.3%       
235,810    Philip Morris International Inc.      11,167,961
     TOTAL CONSUMER STAPLES      62,615,000
ENERGY — 11.2%       
     Energy Equipment & Services — 4.5%       
72,100    Diamond Offshore Drilling Inc.      6,867,525
250,110    Halliburton Co.      7,305,713
182,900    National-Oilwell Varco Inc.*      7,497,071
    

Total Energy Equipment & Services

     21,670,309
     Oil, Gas & Consumable Fuels — 6.7%       
174,290    Exxon Mobil Corp.      12,491,364
146,260    Newfield Exploration Co.*      5,999,585
140,290    Petroleo Brasileiro SA, ADR      6,484,204

 

See Notes to Financial Statements.

 

12   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

LEGG MASON CLEARBRIDGE EQUITY FUND     
SHARES    SECURITY    VALUE
     
     Oil, Gas & Consumable Fuels continued       
126,850    Total SA, ADR    $ 7,619,880
    

Total Oil, Gas & Consumable Fuels

     32,595,033
     TOTAL ENERGY      54,265,342
FINANCIALS — 13.9%       
     Capital Markets — 1.0%       
284,910    Charles Schwab Corp.      4,940,339
     Commercial Banks — 3.3%       
592,270    Wells Fargo & Co.      16,299,270
     Consumer Finance — 1.1%       
147,880    American Express Co.      5,152,139
     Diversified Financial Services — 6.4%       
728,270    Bank of America Corp.      10,618,177
386,140    JPMorgan Chase & Co.      16,129,068
177,650    Moody’s Corp.      4,206,752
    

Total Diversified Financial Services

     30,953,997
     Insurance — 2.1%       
50    Berkshire Hathaway Inc., Class A Shares*      4,950,000
328,580    Progressive Corp.*      5,257,280
    

Total Insurance

     10,207,280
     TOTAL FINANCIALS      67,553,025
HEALTH CARE — 13.3%
     Biotechnology — 2.4%       
107,480    Celgene Corp.*      5,486,854
123,440    Genzyme Corp.*      6,246,064
    

Total Biotechnology

     11,732,918
     Health Care Equipment & Supplies — 1.2%       
75,760    Edwards Lifesciences Corp.*      5,828,975
     Health Care Providers & Services — 1.3%       
290,160    AmerisourceBergen Corp.      6,427,044
     Pharmaceuticals — 8.4%       
223,240    Abbott Laboratories      11,289,247
359,500    Bristol-Myers Squibb Co.      7,837,100
147,500    Johnson & Johnson      8,709,875
244,670    Novartis AG, ADR      12,710,606
    

Total Pharmaceuticals

     40,546,828
     TOTAL HEALTH CARE      64,535,765
INDUSTRIALS — 10.6%       
     Aerospace & Defense — 1.2%       
467,790    Orbital Sciences Corp.*      6,025,135

 

See Notes to Financial Statements.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   13


Schedule of investments continued

October 31, 2009

 

LEGG MASON CLEARBRIDGE EQUITY FUND     
SHARES    SECURITY    VALUE
     
     
     Air Freight & Logistics — 0.5%       
45,740    United Parcel Service Inc., Class B Shares    $ 2,455,323
     Building Products — 2.4%       
970,560    Masco Corp.      11,404,080
     Electrical Equipment — 1.6%       
61,930    First Solar Inc.*      7,551,125
     Industrial Conglomerates — 2.2%       
754,840    General Electric Co.      10,764,018
     Machinery — 1.2%       
95,710    Eaton Corp.      5,785,670
     Professional Services — 0.1%       
21,300    Verisk Analytics Inc., Class A Shares*      584,259
     Road & Rail — 1.4%       
144,130    Norfolk Southern Corp.      6,719,341
     TOTAL INDUSTRIALS      51,288,951
INFORMATION TECHNOLOGY — 18.7%       
     Communications Equipment — 6.0%       
630,490    Corning Inc.      9,211,459
308,650    Juniper Networks Inc.*      7,873,661
283,070    Nokia Oyj, ADR      3,569,513
207,810    QUALCOMM Inc.      8,605,412
    

Total Communications Equipment

     29,260,045
     Computers & Peripherals — 2.9%       
73,720    Apple Inc.*      13,896,220
     Electronic Equipment, Instruments & Components — 2.2%       
256,660    Dolby Laboratories Inc., Class A Shares*      10,764,321
     IT Services — 0.8%       
50,980    Visa Inc.      3,862,245
     Semiconductors & Semiconductor Equipment — 2.0%       
354,981    ASML Holding NV, New York Registered Shares      9,563,188
     Software — 4.8%       
206,010    Autodesk Inc.*      5,135,829
656,208    Microsoft Corp.      18,196,648
    

Total Software

     23,332,477
     TOTAL INFORMATION TECHNOLOGY      90,678,496
MATERIALS — 6.0%
     Chemicals — 2.0%       
76,550    Air Products & Chemicals Inc.      5,904,301
56,350    Monsanto Co.      3,785,593
    

Total Chemicals

     9,689,894

 

See Notes to Financial Statements.

 

14   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

LEGG MASON CLEARBRIDGE EQUITY FUND       
SHARES    SECURITY    VALUE  
     
       Metals & Mining — 2.9%         
  35,380    Freeport-McMoRan Copper & Gold Inc.*    $ 2,595,477   
  266,080    Newmont Mining Corp.      11,563,837   
      

Total Metals & Mining

     14,159,314   
       Paper & Forest Products — 1.1%         
  228,610    International Paper Co.      5,100,289   
       TOTAL MATERIALS      28,949,497   
  TELECOMMUNICATION SERVICES — 2.2%         
       Diversified Telecommunication Services — 1.4%         
  230,420    Verizon Communications Inc.      6,818,128   
       Wireless Telecommunication Services — 0.8%         
  102,020    American Tower Corp., Class A Shares*      3,756,376   
       TOTAL TELECOMMUNICATION SERVICES      10,574,504   
  UTILITIES — 1.8%         
       Electric Utilities — 1.8%         
  167,290    Exelon Corp.      7,855,938   
  20,040    FPL Group Inc.      983,964   
       TOTAL UTILITIES      8,839,902   
       TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENTS
(Cost — $435,074,482)
     480,312,224   
  SHORT-TERM INVESTMENTS — 1.4%         
FACE
AMOUNT
             
       Repurchase Agreements — 1.4%         
$ 3,273,000    Interest in $150,053,000 joint tri-party repurchase agreement dated 10/30/09 with Deutsche Bank Securities Inc., 0.060% due 11/2/09; Proceeds at maturity - $3,273,016; (Fully collateralized by various U.S. government agency obligations, 3.000% to 5.500% due 8/20/12 to 9/3/13; Market value - $3,338,476)      3,273,000   
  3,273,000    Interest in $499,994,000 joint tri-party repurchase agreement dated 10/30/09 with RBS Securities Inc., 0.070% due 11/2/09; Proceeds at maturity - $3,273,019; (Fully collateralized by various U.S. government agency obligations, 2.000% to 6.000% due 12/9/09 to 4/23/29; Market value - $3,338,461)      3,273,000   
       TOTAL SHORT-TERM INVESTMENTS (Cost — $6,546,000)      6,546,000   
       TOTAL INVESTMENTS — 100.4% (Cost — $441,620,482#)      486,858,224   
       Liabilities in Excess of Other Assets — (0.4)%      (1,742,066
       TOTAL NET ASSETS — 100.0%    $ 485,116,158   

 

* Non-income producing security.

 

# Aggregate cost for federal income tax purposes is $445,413,074.

 

Abbreviation used in this schedule:
ADR  

—American Depositary Receipt

 

See Notes to Financial Statements.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   15


Statement of assets and liabilities

October 31, 2009

 

ASSETS:         
Investments, at value (Cost — $441,620,482)    $ 486,858,224   
Cash      502   
Receivable for securities sold      3,392,682   
Dividends and interest receivable      827,799   
Receivable for Fund shares sold      150   
Prepaid expenses      33,469   

Total Assets

     491,112,826   
LIABILITIES:         
Payable for securities purchased      4,901,398   
Payable for Fund shares repurchased      579,149   
Investment management fee payable      244,110   
Trustees’ fees payable      14,625   
Distribution fees payable      258   
Accrued expenses      257,128   

Total Liabilities

     5,996,668   
TOTAL NET ASSETS    $ 485,116,158   
NET ASSETS:         
Par value (Note 7)    $ 471   
Paid-in capital in excess of par value      487,541,548   
Undistributed net investment income      271,420   
Accumulated net realized loss on investments      (47,935,023
Net unrealized appreciation on investments      45,237,742   
TOTAL NET ASSETS    $ 485,116,158   
Shares Outstanding:         
Class A      23,658   
Class C      7,220   
Class I      61,586   
Class O      47,011,716   
Net Asset Value:         
Class A (and redemption price)      $10.33   
Class C*      $10.33   
Class I (and redemption price)      $10.36   
Class O (and redemption price)      $10.30   
Maximum Public Offering Price Per Share:         
Class A (based on maximum initial sales charge of 5.75%)      $10.96   

 

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

 

See Notes to Financial Statements.

 

16   Legg Mason ClearBridge Equity Fund 2009 Annual Report


Statements of operations

 

FOR THE PERIOD ENDED OCTOBER 31, 2009
AND THE YEAR ENDED DECEMBER 31, 2008

  2009†     2008  
INVESTMENT INCOME:                
Dividends   $ 8,302,107      $ 12,548,535   
Interest     6,166        128,081   
Less: Foreign taxes withheld     (158,902     (146,345

Total Investment Income

    8,149,371        12,530,271   
EXPENSES:                
Investment management fee (Note 2)     2,401,995        4,218,227   
Transfer agent fees (Note 5)     378,784        535,189   
Shareholder reports (Note 5)     67,255        100,901   
Registration fees     52,210        60,877   
Trustees’ fees     41,327        45,424   
Legal fees     38,157        63,757   
Audit and tax     29,413        33,913   
Insurance     12,889        11,706   
Custody fees     2,827        5,345   
Distribution fees (Notes 2 and 5)     1,071        1,042   
Miscellaneous expenses     7,801        9,195   

Total Expenses

    3,033,729        5,085,576   

Less: Fee waivers and/or expense reimbursements (Notes 2 and 5)

    (15,694       

Fees paid indirectly (Note 1)

           (119

Net Expenses

    3,018,035        5,085,457   
NET INVESTMENT INCOME     5,131,336        7,444,814   
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTES 1 AND 3):           
Net Realized Loss From Investment Transactions     (34,637,590     (8,659,082
Change in Net Unrealized Appreciation/Depreciation From
Investment Transactions
    94,964,558        (263,239,435
NET GAIN (LOSS) ON INVESTMENTS     60,326,968        (271,898,517
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS   $ 65,458,304      $ (264,453,703

 

For the period January 1, 2009 through October 31, 2009.

 

See Notes to Financial Statements.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   17


Statements of changes in net assets

 

FOR THE PERIOD ENDED OCTOBER 31, 2009
AND THE YEARS ENDED DECEMBER 31,
   October 31†      2008      2007  
OPERATIONS:                           
Net investment income    $ 5,131,336       $ 7,444,814       $ 8,715,287   
Net realized gain (loss)      (34,637,590      (8,659,082      106,735,500   
Change in net unrealized appreciation/depreciation      94,964,558         (263,239,435      (39,210,858

Increase (Decrease) in Net Assets From Operations

     65,458,304         (264,453,703      76,239,929   
DISTRIBUTIONS TO SHAREHOLDERS FROM
(NOTES 1 AND 6):
                          
Net investment income      (5,724,661      (6,585,624      (9,470,020
Net realized gains              (20,791,979      (119,366,706

Decrease in Net Assets From Distributions to Shareholders

     (5,724,661      (27,377,603      (128,836,726
FUND SHARE TRANSACTIONS (NOTE 7):                           
Net proceeds from sale of shares      864,044         2,734,747         4,290,766   
Reinvestment of distributions      3,597,726         16,977,332         74,950,492   
Cost of shares repurchased      (37,636,746      (76,365,810      (183,113,276

Decrease in Net Assets From
Fund Share Transactions

     (33,174,976      (56,653,731      (103,872,018
INCREASE (DECREASE) IN NET ASSETS      26,558,667         (348,485,037      (156,468,815
NET ASSETS:                           
Beginning of period      458,557,491         807,042,528         963,511,343   
End of period*    $ 485,116,158       $ 458,557,491       $ 807,042,528   

* Includes undistributed net investment income of:

     $271,420         $864,745         $5,574   

 

For the period January 1, 2009 through October 31, 2009.

 

See Notes to Financial Statements.

 

18   Legg Mason ClearBridge Equity Fund 2009 Annual Report


Financial highlights

 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED OCTOBER 31, UNLESS OTHERWISE NOTED:
 
CLASS A SHARES1    20092     20083     20073      20064,5  

NET ASSET VALUE, BEGINNING OF PERIOD

     $9.08      $ 14.54      $ 15.59       $ 15.71   

INCOME (LOSS) FROM OPERATIONS:

                                 

Net investment income (loss)

     0.08        0.11        0.12         (0.00 )6 

Net realized and unrealized gain (loss)

     1.26        (5.08     1.14         (0.07

Total income (loss) from operations

     1.34        (4.97     1.26         (0.07

LESS DISTRIBUTIONS FROM:

                                 

Net investment income

     (0.09     (0.10     (0.13        

Net realized gains

            (0.39     (2.18      (0.05

Total distributions

     (0.09     (0.49     (2.31      (0.05

NET ASSET VALUE, END OF PERIOD

   $ 10.33      $ 9.08      $ 14.54       $ 15.59   

Total return7

     14.96     (35.17 )%      8.04      (0.46 )% 

NET ASSETS, END OF PERIOD (000s)

     $244        $205        $497         $11   

RATIOS TO AVERAGE NET ASSETS:

                                 

Gross expenses

     1.21 %8      1.07     0.98      0.64 %8,9 

Net expenses

     1.17 8,10      1.07 11      0.98         0.64 8,9 

Net investment income (loss)

     0.99 8      0.80        0.76         (0.62 )8 

PORTFOLIO TURNOVER RATE

     31     39     32      41

 

1

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

 

2

For the period January 1, 2009 through October 31, 2009.

 

3

For the year ended December 31.

 

4

For the period December 28, 2006 (inception date) to December 31, 2006.

 

5

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

 

6

Amount represents less than $0.01 per share.

 

7

Performance figures, exclusive of sales charges, 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.

 

8

Annualized.

 

9

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 0.60%.

 

10

As the result of an expense limitation, effective September 18, 2009 through December 31, 2011, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets of Class A shares will not exceed 1.25%.

 

11

The impact to the expense ratio was less than 0.01% as a result of fees paid indirectly.

 

See Notes to Financial Statements.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   19


Financial highlights continued

 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED OCTOBER 31, UNLESS OTHERWISE NOTED:
 
CLASS C SHARES1    20092      20083  

NET ASSET VALUE, BEGINNING OF PERIOD

     $9.09       $ 13.85   

INCOME (LOSS) FROM OPERATIONS:

                 

Net investment income

     0.02         0.02   

Net realized and unrealized gain (loss)

     1.27         (4.38

Total income (loss) from operations

     1.29         (4.36

LESS DISTRIBUTIONS FROM:

                 

Net investment income

     (0.05      (0.01

Net realized gains

             (0.39

Total distributions

     (0.05      (0.40

NET ASSET VALUE, END OF PERIOD

   $ 10.33         $9.09   

Total return4

     14.36      (32.40 )% 

NET ASSETS, END OF PERIOD (000s)

     $75         $65   

RATIOS TO AVERAGE NET ASSETS:

                 

Gross expenses5

     1.91      1.75

Net expenses5

     1.86 6       1.75 7 

Net investment income5

     0.27         0.28   

PORTFOLIO TURNOVER RATE

     31      39

 

1

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

 

2

For the period January 1, 2009 through October 31, 2009.

 

3

For the period April 30, 2008 (inception date) to December 31, 2008.

 

4

Performance figures, exclusive of CDSC, 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

As the result of an expense limitation, effective September 18, 2009 through December 31, 2011, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets of Class C shares will not exceed 2.00%.

 

7

The impact to the expense ratio was less than 0.01% as a result of fees paid indirectly.

 

See Notes to Financial Statements.

 

20   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED OCTOBER 31, UNLESS OTHERWISE NOTED:
 
CLASS I SHARES1    20092      20083  

NET ASSET VALUE, BEGINNING OF PERIOD

     $9.10       $ 13.85   

INCOME (LOSS) FROM OPERATIONS:

                 

Net investment income

     0.10         0.10   

Net realized and unrealized gain (loss)

     1.28         (4.39

Total income (loss) from operations

     1.38         (4.29

LESS DISTRIBUTIONS FROM:

                 

Net investment income

     (0.12      (0.07

Net realized gains

             (0.39

Total distributions

     (0.12      (0.46

NET ASSET VALUE, END OF PERIOD

   $ 10.36         $9.10   

Total return4

     15.37      (31.92 )% 

NET ASSETS, END OF PERIOD (000s)

     $638         $477   

RATIOS TO AVERAGE NET ASSETS:

                 

Gross expenses5

     0.88      0.72

Net expenses5

     0.82 6       0.72 7 

Net investment income5

     1.25         1.29   

PORTFOLIO TURNOVER RATE

     31      39

 

1

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

 

2

For the period January 1, 2009 through October 31, 2009.

 

3

For the period April 30, 2008 (inception date) to December 31, 2008.

 

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

As the result of an expense limitation, effective September 18, 2009 through December 31, 2011, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets of Class I shares will not exceed 0.95%.

 

7

The impact to the expense ratio was less than 0.01% as a result of fees paid indirectly.

 

See Notes to Financial Statements.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   21


Financial highlights continued

 

FOR A SHARE OF EACH CLASS OF BENEFICIAL INTEREST OUTSTANDING THROUGHOUT EACH YEAR
ENDED OCTOBER 31, UNLESS OTHERWISE NOTED:
 
CLASS O SHARES1   20092,3     20083,4     20073,4     20063,4,5     20054,5     20044,5  

NET ASSET VALUE,
BEGINNING OF PERIOD

    $9.04      $ 14.49      $ 15.53      $ 15.61      $ 15.16      $ 14.04   

INCOME (LOSS) FROM OPERATIONS:

  

                                       

Net investment income

    0.10        0.14        0.15        0.17        0.15        0.21   

Net realized and unrealized gain (loss)

    1.28        (5.08     1.16        1.91 6      0.52        1.04   

Total income (loss) from operations

    1.38        (4.94     1.31        2.08        0.67        1.25   

GAIN FROM REPURCHASE OF
TREASURY STOCK

                                       0.01   

LESS DISTRIBUTIONS FROM:

                                               

Net investment income

    (0.12     (0.12     (0.17     (0.18     (0.22     (0.14

Net realized gains

           (0.39     (2.18     (1.98              

Total distributions

    (0.12     (0.51     (2.35     (2.16     (0.22     (0.14

NET ASSET VALUE,
END OF PERIOD

  $ 10.30        $9.04      $ 14.49      $ 15.53      $ 15.61      $ 15.16   

Market value, end of year

    N/A        N/A        N/A        15.49     15.08        13.00   

Total return, based on NAV7

    15.47     (35.09 )%      8.39     13.49 %6      4.41     8.99

Total return, based on market value

    N/A        N/A        N/A        3.24 %8,9      17.76 %9      9.24 %9 

NET ASSETS,
END OF PERIOD (MILLIONS)

    $484        $458        $807        $964        $1,548        $1,505   

RATIOS TO AVERAGE NET ASSETS:

  

                                       

Gross expenses

    0.81 %10      0.78     0.69     0.61 %11      0.58     0.62

Net expenses

    0.80 10,12,13      0.78 14      0.69        0.60 11,13      0.58        0.62   

Net investment income

    1.37 10      1.14        0.95        1.04        0.97        1.46   

PORTFOLIO TURNOVER RATE

    31     39     32     41     53     44

 

1

Effective June 30, 2006, the Fund was converted to an open-end investment company and the shares of the Fund were designated Class O shares.

 

2

For the period January 1, 2009 through October 31, 2009.

 

3

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

 

4

For the year ended December 31.

 

5

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

 

6

The investment manager fully reimbursed the Fund for losses incurred resulting from an investment transaction error. Without the reimbursement, total return would have been 13.42%. The impact of this reimbursement to net realized and unrealized gain was $0.01 per share.

 

7

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.

 

8

For the period January 1, 2006 to June 30, 2006.

 

9

The total return calculation assumes that distributions are reinvested in accordance with the Fund’s dividend reinvestment plan and the broker commissions paid to purchase or sell shares is excluded. Past performance is no guarantee of future results.

 

10

Annualized.

 

See Notes to Financial Statements.

 

22   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

11

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 0.59%.

 

12

As the result of an expense limitation, effective September 18, 2009 through December 31, 2011, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets of Class O shares will not exceed 0.95%.

 

13

Reflects fee waivers and/or expense reimbursements.

 

14

The impact to the expense ratio was less than 0.01% as a result of fees paid indirectly.

 

* As of June 30, 2006.

 

See Notes to Financial Statements.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   23


Notes to financial statements

 

1. Organization and significant accounting policies

Legg Mason ClearBridge Equity Fund (formerly known as Legg Mason Partners Equity Fund) (the “Fund”), is a separate diversified investment series of the 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. Subsequent events have been evaluated through December 21, 2009, the issuance date of the financial statements.

(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. Short-term obligations with maturities of 60 days or less are valued at amortized cost, which approximates fair value.

The Fund has adopted Financial Accounting Standards Board Codification Topic 820 (formerly Statement of Financial Accounting Standards No. 157) (“ASC Topic 820”). ASC Topic 820 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)

 

24   Legg Mason ClearBridge Equity Fund 2009 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 Fund uses valuation techniques to measure fair value that are consistent with the market approach, income approach and/or cost approach, depending on the type of the security and the particular circumstance.

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

 

DESCRIPTION   QUOTED PRICES
(LEVEL 1)
  OTHER SIGNIFICANT
OBSERVABLE INPUTS
(LEVEL 2)
  SIGNIFICANT
UNOBSERVABLE
INPUTS
(LEVEL 3)
  TOTAL
Common stocks†   $ 480,312,224         $ 480,312,224
Short-term investments†       $ 6,546,000       6,546,000
Total   $ 480,312,224   $ 6,546,000     $ 486,858,224

 

See Schedule of Investments for additional detailed categorizations.

(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 daily 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 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 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.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   25


Notes to financial statements continued

 

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

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

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

(e) Distributions to shareholders. Distributions from net investment income for the Fund, if any, are declared and paid on a quarterly basis. Distributions of net realized gains, if any, are declared at least annually. Distributions are recorded on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP.

(f) Share class accounting. Investment income, common expenses and realized/unrealized gains (losses) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each share class. Fees relating to a specific class are charged directly to that share class.

(g) Fees paid indirectly. The Fund’s custody fees are reduced according to a fee arrangement, which provides for a reduction based on the level of cash deposited with the custodian by the Fund.

(h) 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 (the “Code”), as amended, applicable to regulated investment companies. Accordingly, the Fund intends to distribute its taxable income and net realized gains, if any, to shareholders in accordance with timing requirements imposed by the Code. Therefore, no federal income tax provision is required in the Fund’s financial statements.

Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years and has concluded that as of October 31, 2009, 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

 

26   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

years for which the applicable statutes of limitations have not expired are subject to examination by 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.

(i) 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 period, the Fund had no reclassifications.

2. Investment management agreement and other transactions with affiliates

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

Under the investment management agreement, the Fund pays an investment management fee subject to an increase or decrease depending on the extent, if any, to which the investment performance of the Fund exceeds or is exceeded by the investment record of the S&P 500 Index. The base fee is paid quarterly based on the following annual rates:

 

AVERAGE DAILY NET ASSETS    ANNUAL RATE  
First $350 million    0.650
Next $150 million    0.550   
Next $250 million    0.525   
Next $250 million    0.500   
Over $1 billion    0.450   

The performance adjustment is paid quarterly based on a rolling one year period. A performance adjustment will only be made after the investment performance of the Fund exceeds or is exceeded by the investment record of the S&P 500 Index by at least one percentage point. For each percentage point by which the investment performance of the Fund exceeds or is exceeded by the investment record of the S&P 500 Index, the base fee will be adjusted upward or downward by 0.01% (annualized). The maximum annual adjustment is 0.10% which would occur if the Fund’s performance exceeds or is exceeded by the S&P 500 Index by ten or more percentage points. For this purpose, the performance fee calculation is based on the total return value of the S&P 500 Index versus the Fund’s total return calculated based on net asset value and assuming all distributions are reinvested at net asset value on the record date of the distribution. For the rolling one year periods ended March 31, 2009, June 30, 2009 and September 30, 2009, and the rolling ten-month period ended October 31, 2009, the Fund’s performance varied from that of the S&P 500 Index

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   27


Notes to financial statements continued

 

by 1.94%, 0.76%, 0.06% and (1.71)%, respectively. This resulted in a total increase of the base management fee of $42,866.

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 ClearBridge 70% of the net management fee it receives from the Fund.

As the result of an expense limitation, effective September 18, 2009 through December 31, 2011, the ratio of expenses, other than interest, brokerage, taxes and extraordinary expenses, to average net assets will not exceed 1.25% for Class A shares, 2.00% for Class C shares, 0.95% for Class I shares and 0.95% for Class O shares. This expense limitation cannot be terminated prior to December 31, 2011 without the Board of Trustees’ consent.

For the period January 1, 2009 through October 31, 2009, LMPFA waived its fees and/or reimbursed the Fund for expenses amounting to $15,694.

The manager is permitted to recapture amounts previously forgone or reimbursed to the Fund during the same fiscal year if the Fund’s total annual operating expenses have fallen to a level below an expense limitation (“expense cap”). In no case will the manager recapture any amount that would result, on any particular business day of the Fund, in the Fund’s 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. Class C shares have a 1.00% CDSC, which applies if redemption occurs within one year from purchase payment. In certain cases, Class A shares have a 1.00% CDSC, which applies if redemption occurs within one year from purchase payment. This CDSC only applies to those purchases of Class A shares, which, when combined with current holdings of Class A shares, equal or exceed $1,000,000 in the aggregate. These purchases do not incur an initial sales charge.

For the period January 1, 2009 through October 31, 2009, LMIS and its affiliates did not receive sales charges on sales of the Fund’s Class A shares. In addition, for the period ended October 31, 2009, there were no CDSCs paid to LMIS and its affiliates.

Certain officers and one Trustee of the Trust are employees of Legg Mason or its affiliates and do not receive compensation from the Trust.

 

28   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

3. Investments

For the period January 1, 2009 through October 31, 2009, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:

 

Purchases    $ 138,901,994
Sales      170,782,378

At October 31, 2009, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were as follows:

 

Gross unrealized appreciation    $ 86,985,065   
Gross unrealized depreciation      (45,539,915
Net unrealized appreciation    $ 41,445,150   

4. Derivative instruments and hedging activities

Financial Accounting Standards Board Codification Topic 815 (formerly Statement of Financial Accounting standards No. 161) (“ASC Topic 815”) requires enhanced disclosure about an entity’s derivative and hedging activities.

For the period January 1, 2009 through October 31, 2009, the Fund did not invest in any derivative instruments.

5. Class specific expenses, waivers and/or reimbursements

The Fund has adopted a Rule 12b-1 distribution plan and under that plan the Fund pays a service fee with respect to its Class A and C shares calculated at the annual rate of 0.25% of the average daily net assets. The Fund also pays a distribution fee with respect to its Class C shares calculated at the annual rate of 0.75% of the average daily net assets of the class. Distribution fees are accrued daily and paid monthly.

For the period January 1, 2009 through October 31, 2009, class specific expenses were as follows:

 

      DISTRIBUTION
FEES
   TRANSFER AGENT
FEES
   SHAREHOLDER REPORTS
EXPENSES*
Class A    $ 445    $ 357    $ 1,264
Class C      626      137      6
Class I           845      11
Class O           377,445      62,374
Total    $ 1,071    $ 378,784    $ 63,655

 

* For the period January 1, 2009 through September 16, 2009. Subsequent to September 16, 2009, these expenses were accrued as common fund expenses.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   29


Notes to financial statements continued

 

For the period January 1, 2009 through October 31, 2009, waivers and/or reimbursements by class were as follows:

 

      WAIVERS/
REIMBURSEMENTS
Class A    $ 76
Class C      34
Class I      270
Class O      15,314
Total    $ 15,694

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

 

      DISTRIBUTION
FEES
     TRANSFER AGENT
FEES
     SHAREHOLDER REPORTS
EXPENSES
 
Class A    $ 486       $ 183       $ 128   
Class C      556      19      16
Class I              41      20
Class O              534,946         100,737   
Total    $ 1,042       $ 535,189       $ 100,901   

 

* For the period April 30, 2008 (inception date) to December 31, 2008.

6. Distributions to shareholders by class

 

      PERIOD ENDED
OCTOBER 31, 2009†
   YEAR ENDED
DECEMBER 31, 2008
     YEAR ENDED
DECEMBER 31, 2007
Net Investment Income:      
Class A    $ 2,121    $ 1,983       $ 4,127
Class C      450      50     
Class I      6,324      3,633     
Class O      5,715,766      6,579,958         9,465,893
Total    $ 5,724,661    $ 6,585,624       $ 9,470,020
Net Realized Gains:         
Class A         $ 628       $ 66,291
Class C           2,798     
Class I           19,153     
Class O           20,769,400         119,300,415
Total         $ 20,791,979       $ 119,366,706

 

For the period January 1, 2009 through October 31, 2009.
* For the period April 30, 2008 (inception date) to December 31, 2008.

 

30   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

7. Shares of beneficial interest

At October 31, 2009, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. The Fund has the ability to issue multiple classes of shares. Each share of a class represents an identical interest and has the same rights, except that each class bears certain direct expenses, including those specifically related to the distribution of its shares. Prior to April 16, 2007, the Fund had 125 million shares of capital stock authorized with a par value of $1.00 per share.

Transactions in shares of each class were as follows:

 

    PERIOD ENDED
OCTOBER 31, 2009†
    YEAR ENDED
DECEMBER 31, 2008
    YEAR ENDED
DECEMBER 31, 2007
 
     SHARES     AMOUNT     SHARES     AMOUNT     SHARES     AMOUNT  
Class A            
Shares sold   1,603      $ 14,281      21,660      $ 194,112      28,758      $ 437,413   
Shares issued on reinvestment   239        2,100      201        2,451      4,674        70,418   
Shares repurchased   (781     (6,400   (33,430     (475,882            
Net increase (decrease)   1,061      $ 9,981      (11,569   $ (279,319   33,432      $ 507,831   
Class C            
Shares sold   1,449      $ 12,000      7,220   $ 100,000            
Shares issued on reinvestment   9        75                           
Shares repurchased   (1,458     (15,532                        
Net increase (decrease)        $ (3,457   7,220   $ 100,000            
Class I            
Shares sold   22,262      $ 209,319      50,894   $ 720,237            
Shares issued on reinvestment   657        5,870      1,532     19,482            
Shares repurchased   (13,759     (125,155                        
Net increase   9,160      $ 90,034      52,426   $ 739,719            
Class O            
Shares sold   72,271      $ 628,444      149,940      $ 1,720,398      221,616      $ 3,853,353   
Shares issued on reinvestment   408,956        3,589,681      1,325,907        16,955,399      4,984,004        74,880,074   
Shares repurchased   (4,085,703     (37,489,659   (6,510,032     (75,889,928   (11,598,263     (183,113,276
Net decrease   (3,604,476   $ (33,271,534   (5,034,185   $ (57,214,131   (6,392,643   $ (104,379,849

 

For the period January 1, 2009 through October 31, 2009.

 

* For the period April 30, 2008 (inception date) to December 31, 2008.

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   31


Notes to financial statements continued

 

8. Income tax information and distributions to shareholders

The tax character of distributions paid during the fiscal period ended October 31, 2009, and the fiscal years ended December 31, were as follows:

 

      OCTOBER 31,
2009
   DECEMBER 31,
2008
   DECEMBER 31,
2007
Distributions Paid From:         
Ordinary income    $ 5,724,661    $ 8,879,107    $ 22,185,584
Net long-term capital gains           18,498,496      106,651,142
Total distributions paid    $ 5,724,661    $ 27,377,603    $ 128,836,726

As of October 31, 2009, the components of accumulated earnings on a tax basis were as follows:

 

Undistributed ordinary income — net    $ 337,574   
Capital loss carryforward*      (44,142,431
Other book/tax temporary differences(a)      (66,154
Unrealized appreciation/(depreciation)(b)      41,445,150   
Total accumulated earnings/(losses) — net    $ (2,425,861

 

* As of October 31, 2009, the Fund had the following net capital loss carryforward remaining:

 

YEAR OF EXPIRATION    AMOUNT  
10/31/2016    $ (4,694,382
10/31/2017      (39,448,049
     $ (44,142,431

 

   These amounts will be available to offset any future taxable capital gains.

 

(a)

Other book/tax temporary differences are attributable primarily to 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.

9. Legal matters

Beginning in May 2004, class action lawsuits alleging violations of the federal securities laws were filed against Citigroup Global Markets Inc. (“CGM”), a former distributor of the Fund, and other affiliated funds (collectively, the “Funds”) and a number of its then affiliates, including Salomon Brothers Fund Management LLC (“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

 

32   Legg Mason ClearBridge Equity Fund 2009 Annual Report


 

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 replead 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 Citigroup Asset Management (“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. The appeal was fully briefed and oral argument before the U.S. Court of Appeals for the Second Circuit took place on March 5, 2009. The parties currently are awaiting a decision from the U.S. Court of Appeals for the Second Circuit.

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 previously described. The

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   33


Notes to financial statements continued

 

complaints seek injunctive relief and compensatory and punitive damages, removal of SBFM as the investment manager for the Smith Barney family of funds, rescission of the funds’ management and other contracts with SBFM, recovery of all fees paid to SBFM pursuant to such contracts, and an award of attorneys’ fees and litigation expenses. The five actions were subsequently consolidated, and a consolidated complaint was filed.

On September 26, 2007, the United States District Court for the Southern District of New York issued an order dismissing the consolidated complaint, and judgment was later entered. An appeal was filed with the U.S. Court of Appeals for the Second Circuit. After full briefing, oral argument before the U.S. Court of Appeals for the Second Circuit took place on March 4, 2009. The parties currently are awaiting a decision from the U.S. Court of Appeals for the Second Circuit.

 

34   Legg Mason ClearBridge Equity Fund 2009 Annual Report


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 ClearBridge Equity Fund (formerly Legg Mason Partners Equity Fund), a series of Legg Mason Partners Equity Trust, as of October 31, 2009, and the related statements of operations for the period from January 1, 2009 to October 31, 2009 and for the year ended December 31, 2008, the statements of changes in net assets for the period from January 1, 2009 to October 31, 2009 and for each of the years in the two-year period ended December 31, 2008, and the financial highlights for the period from January 1, 2009 to October 31, 2009 and for each of the years or periods in the four-year period ended December 31, 2008. 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 23, 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 October 31, 2009, 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 ClearBridge Equity Fund as of October 31, 2009, and the results of its operations, the changes in its net assets, and the financial highlights for the periods described above, in conformity with U.S. generally accepted accounting principles.

LOGO

New York, New York

December 21, 2009

 

Legg Mason ClearBridge Equity Fund 2009 Annual Report   35


Additional information (unaudited)

Information about Trustees and Officers

 

The business and affairs of Legg Mason ClearBridge Equity Fund (formerly known as Legg Mason Partners Equity Fund) (the “Fund”) are managed under the direction of the Board of Trustees. The current Trustees, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”), and executive officers of the Fund, their years of birth, their principal occupations during at least the past five years (their titles may have varied during that period), the number of funds associated with Legg Mason the Trustees oversee, and other board memberships they hold are set forth below. The address of each Trustee is c/o R. Jay Gerken, 620 Eighth Avenue, New York, New York 10018.

The Statement of Additional Information includes additional information about Trustees and is available, without charge, upon request by calling Funds Investor Services at 1-800-822-5544 or Institutional Shareholder Services at 1-888-425-6432.

 

INDEPENDENT TRUSTEES
PAUL R. ADES
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   

55

Other board memberships held by Trustee    None
ANDREW L. BREECH
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   

55

Other board memberships held by Trustee    None

 

36   Legg Mason ClearBridge Equity Fund


 

DWIGHT B. CRANE
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    Professor Emeritus, Harvard Business School (since 2007); formerly, Professor, Harvard Business School (1969 to 2007); Independent Consultant (since 1969)
Number of portfolios in fund complex overseen by Trustee   

55

Other board memberships held by Trustee    None
ROBERT M. FRAYN, JR.
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; formerly, President and Director, Book Publishing Co. (1970 to 2002)
Number of portfolios in fund complex overseen by Trustee   

55

Other board memberships held by Trustee    None
FRANK G. HUBBARD
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   

55

Other board memberships held by Trustee    None

 

Legg Mason ClearBridge Equity Fund   37


Additional information (unaudited) continued

Information about Trustees and Officers

 

HOWARD J. JOHNSON
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   

55

Other board memberships held by Trustee    None
DAVID E. MARYATT
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 1992)
Number of portfolios in fund complex overseen by Trustee   

55

Other board memberships held by Trustee    None
JEROME H. MILLER
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   

55

Other board memberships held by Trustee    None

 

38   Legg Mason ClearBridge Equity Fund


 

KEN MILLER
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) division of Li & Fung (since 1963)
Number of portfolios in fund complex overseen by Trustee   

55

Other board memberships held by Trustee    None
JOHN J. MURPHY
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    Founder and Senior Principal, Murphy Capital Management (investment management) (since 1983)
Number of portfolios in fund complex overseen by Trustee   

55

Other board memberships held by Trustee    Director, Nicholas Applegate Institutional Funds (since 2005); Trustee, Consulting Group Capital Markets Funds (since 2002); Trustee, UBS Funds (since 2008); formerly, Director, Atlantic Stewardship Bank (2004 to 2005); formerly, Director, Barclays International Funds Group Ltd. and affiliated companies (1983 to 2003)
THOMAS F. SCHLAFLY
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    President, The Saint Louis Brewery, Inc. (brewery) (since 1989) Partner, Thompson Coburn LLP (law firm) (since 2009); Of Counsel, Husch Blackwell Sanders LLP (law firm) and its predecessor firm (prior to May 2009)
Number of portfolios in fund complex overseen by Trustee   

55

Other board memberships held by Trustee    Director, Citizens National Bank of Greater St. Louis (since 2006)

 

Legg Mason ClearBridge Equity Fund   39


Additional information (unaudited) continued

Information about Trustees and Officers

 

JERRY A. VISCIONE
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   

55

Other board memberships held by Trustee    None
INTERESTED TRUSTEE
R. JAY GERKEN, CFA3
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, Legg Mason & Co., LLC; Chairman of the Board and Trustee/Director of 148 funds associated with Legg Mason Partners Fund Advisor, LLC (“LMPFA”) and its affiliates; President of LMPFA (since 2006); Chairman, President and Chief Executive Officer (“CEO”) of certain mutual funds associated with Legg Mason, Inc. or its affiliates; President and CEO, Smith Barney Fund Management LLC and Chairman, President and CEO, Citi Fund Management, Inc. (formerly registered investment advisers) (since 2002); formerly, Managing Director of Citigroup Global Markets Inc. (“CFM”) (1989 to 2006); formerly, Chairman, President and CEO, Travelers Investment Adviser Inc. (2002 to 2005)
Number of portfolios in fund complex overseen by Trustee    135
Other board memberships held by Trustee    Former Trustee, Consulting Group Capital Markets Funds (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 (2002 to 2004)

 

40   Legg Mason ClearBridge 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 (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 with certain mutual funds associated with Legg Mason or its affiliates (since 2008); Chief Anti-Money Laundering Compliance Officer with certain mutual funds associated with Legg Mason or its affiliates (since 2006); Vice President of Legg Mason or its predecessor (since 2004); Prior to August 2004, Chief AML Compliance Officer with TD Waterhouse
ROBERT I. FRENKEL
Legg Mason
100 First Stamford Place, Stamford, CT 06902
Birth year    1954
Position(s) held with Fund1    Secretary and Chief Legal Officer
Term of office1 and length of time served2    Since 2003
Principal occupation(s) during past five years    Managing Director and General Counsel of Global Mutual Funds for Legg Mason and its predecessors (since 1994); Secretary and Chief Legal Officer of mutual funds associated with Legg Mason (since 2003); formerly, Secretary of CFM (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); formerly, Managing Director and Deputy General Counsel for CAM (1992 to 2005)

 

Legg Mason ClearBridge Equity Fund   41


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 (2005 to 2007); formerly, Accounting Manager of certain mutual funds associated with certain predecessor firms of Legg Mason (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 (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.

 

42   Legg Mason ClearBridge Equity Fund


Important tax information (unaudited)

 

The following information is provided with respect to the distributions paid during the taxable period ended October 31, 2009:

 

Record date:    3/30/2009     6/29/2009     9/29/2009  
Payable date:    3/31/2009     6/30/2009     9/30/2009  
Ordinary income:                   

Qualified dividend income for individuals

   100.00   100.00   100.00

Dividends qualifying for the dividends received deduction for corporations

   100.00   100.00   100.00

Please retain this information for your records.

 

Legg Mason ClearBridge Equity Fund   43


 

Legg Mason ClearBridge 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

 

ClearBridge Advisors, LLC

 

Distributor

 

Legg Mason Investor Services, LLC

 

Custodian

 

State Street Bank and Trust Company

 

Transfer agent

 

Boston Financial Data Services, Inc.

2 Heritage Drive

Quincy, Massachusetts 02171

 

Independent registered public accounting firm

 

KPMG LLP

345 Park Avenue

New York, New York 10154


 

Legg Mason ClearBridge Equity Fund

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

LEGG MASON CLEARBRIDGE EQUITY FUND

Legg Mason 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 Funds Investor Services at 1-800-822-5544 or Institutional Shareholder Services at 1-888-425-6432.

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 Funds Investor Services at 1-800-822-5544 or Institutional Shareholder Services at 1-888-425-6432, (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 ClearBridge 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


 

Privacy policy

We are committed to keeping nonpublic personal information about you secure and confidential. This notice is intended to help you understand how we fulfill this commitment. From time to time, we may collect a variety of personal information about you, including:

 

 

Information we receive from you on applications and forms, via the telephone, and through our websites;

 

 

Information about your transactions with us, our affiliates, or others (such as your purchases, sales, or account balances); and

 

 

Information we receive from consumer reporting agencies.

We do not disclose nonpublic personal information about our customers or former customers, except to our affiliates (such as broker-dealers or investment advisers within the Legg Mason family of companies) or as is otherwise permitted by applicable law or regulation. For example, we may share this information with others in order to process your transactions or service an account. We may also provide this information to companies that perform marketing services on our behalf, such as printing and mailing, or to other financial institutions with whom we have joint marketing agreements. When we enter into such agreements, we will require these companies to protect the confidentiality of this information and to use it only to perform the services for which we hired them.

With respect to our internal security procedures, we maintain physical, electronic, and procedural safeguards to protect your nonpublic personal information, and we restrict access to this information.

If you decide at some point either to close your account(s) or become an inactive customer, we will continue to adhere to our privacy policies and practices with respect to your nonpublic personal information.

NOT PART OF THE ANNUAL REPORT

 


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 eleventh-largest money manager in the world, according to Pensions & Investments, May 18, 2009, based on 12/31/08 worldwide assets under management.

www.leggmason.com/individualinvestors

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

FD04093 12/09 SR09-971

 

NOT PART OF THE ANNUAL REPORT

 


ITEM 2. CODE OF ETHICS.

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

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

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

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES

a) Audit Fees. The aggregate fees billed in the last two fiscal years ending October 31, 2008 and October 31, 2009 (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 $91,000 in 2008 and $120,400 in 2009.

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 $4,500 in 2008 and $285 in 2009. These services consisted of procedures performed in connection with the Re-domiciliation of the various reviews of Prospectus supplements, and consent issuances related to the N-1A filings for the Legg Mason Partners Equity Trust.

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

(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning (“Tax Services”) were $12,100 in 2008 and $12,900 in 2009. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.

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

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

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

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

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

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

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

(2) For the Legg Mason Partners Equity Trust, the percentage of fees that were approved by the audit committee, with respect to: Audit-Related Fees were 100% and 100% for 2008 and 2009; Tax Fees were 100% and 100% for 2008 and 2009; and Other Fees were 100% and 100% for 2008 and 2009.

(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 2009.

(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: December 29, 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: December 29, 2009

 

By:  

/s/ Kaprel Ozsolak

  (Kaprel Ozsolak)
  Chief Financial Officer of
  Legg Mason Partners Equity Trust
Date: December 29, 2009