N-Q 1 c39247_n-q.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-8092

Salomon Brothers Worldwide Income Fund Inc.

(Exact name of registrant as specified in charter)

125 Broad Street, New York, NY 10004
(Address of principal executive offices) (Zip code)

Robert I. Frenkel, Esq.
c/o Citigroup Asset Management
300 First Stamford Place, 4th Floor
Stamford, CT 06902
(Name and address of agent for service)

Registrant's telephone number, including area code: 1-800-725-6666

Date of fiscal year end: October 31
Date of reporting period: July 31, 2005


     SALOMON BROTHERS
WORLDWIDE INCOME FUND INC.

 

FORM N-Q
JULY 31, 2005


     
ITEM 1. 
SCHEDULE OF INVESTMENTS 



SALOMON BROTHERS WORLDWIDE INCOME FUND INC.

Schedule of Investments (unaudited) 
July 31, 2005 

FACE
 
AMOUNT†
SECURITY(a) 
VALUE 
 
 
CORPORATE BONDS & NOTES — 8.9%   
Oil & Gas — 8.9%  
9,800,000   Gaz Capital SA, 8.625% due 4/28/34 (b) 
$
12,106,920   
  Pemex Project Funding Master Trust:     
8,000,000        9.125% due 10/13/10 (b)  9,356,000   
250,000        8.000% due 11/15/11  282,625   
650,000        7.375% due 12/15/14 (c)  719,875   
1,100,000        9.500% due 9/15/27 (b)  1,435,500   
625,000   Petronas Capital Ltd., 7.875% due 5/22/22  789,614   
 
  TOTAL CORPORATE BONDS & NOTES     
       (Cost — $23,428,936)  24,690,534   
SOVEREIGN BONDS — 85.5%
 
Argentina — 3.6%  
  Republic of Argentina:     
14,071,755    ARS      5.830% due 12/31/33  5,756,837   
4,600,000        Discount Bonds, 3.010% due 8/3/12 (d)  4,163,000   
 
  Total Argentina  9,919,837   
 
Brazil — 21.9%  
  Federative Republic of Brazil:     
4,130,000        10.125% due 5/15/27  4,708,200   
3,795,000        12.250% due 3/6/30  4,961,962   
2,480,000        11.000% due 8/17/40 (c)  2,915,240   
25,632,682        Bearer, DCB, Series L, 4.313% due 4/15/12 (d)  24,823,651   
13,088,076        C Bonds, 8.000% due 4/15/14 (c)  13,280,144   
       Collective Action Securities:     
725,000             10.500% due 7/14/14 (c)  842,994   
2,350,000             8.000% due 1/15/18  2,394,650   
1,008,828        DCB, Series L, Registered, 4.313% due 4/15/12 (d)  978,248   
2,769,231        FLIRB, Series L, Registered, 4.250% due 4/15/09 (d)  2,717,308   
266        MYDFA, 4.125% due 9/15/07 (b)(d)  261   
2,906,079        NMB, Series L, 4.313% due 4/15/09 (d)  2,884,283   
 
  Total Brazil  60,506,941   
 
Bulgaria — 1.0%  
2,150,000   Republic of Bulgaria, 8.250% due 1/15/15 (b)  2,666,000   
 
Chile — 1.6%  
4,150,000   Republic of Chile, 5.500% due 1/15/13  4,340,088   
 
Colombia — 4.6%  
  Republic of Colombia:     
2,450,000        8.625% due 4/1/08 (c)  2,670,500   
1,050,000        9.750% due 4/23/09  1,194,113   
800,000        10.000% due 1/23/12  920,000   
1,825,000        10.750% due 1/15/13  2,167,188   
1,000,000        8.700% due 2/15/16  1,057,500   
1,175,000        8.125% due 5/21/24 (c)  1,169,125   
2,625,000        Medium-Term Notes, 11.750% due 2/25/20  3,419,062   
 
  Total Colombia  12,597,488   
 
Ecuador — 1.0%  
  Republic of Ecuador:     
455,000        12.000% due 11/15/12 (b)(c)  448,175   
2,650,000        step bond to yield 8.000% due 8/15/30 (b)  2,292,250   
 
  Total Ecuador  2,740,425   
 

See Notes to Schedule of Investments.

1



SALOMON BROTHERS WORLDWIDE INCOME FUND INC.

Schedule of Investments (unaudited) (continued) 
July 31, 2005 

FACE 
   
AMOUNT† 
SECURITY(a) 
VALUE   
El Salvador — 0.8% 
   
    Republic of El Salvador:     
950,000 
       7.750% due 1/24/23 (b) 
$
1,071,125   
1,125,000 
       8.250% due 4/10/32 (b)  1,220,625   
    Total El Salvador  2,291,750   
Malaysia — 1.5% 
   
3,675,000 
  Federation of Malaysia, 7.500% due 7/15/11  4,202,401   
Mexico — 16.1% 
   
    United Mexican States:     
2,725,000 
       11.375% due 9/15/16 (c)  3,998,938   
9,750,000 
       8.125% due 12/30/19 (c)  11,787,750   
       Medium-Term Notes:     
7,450,000 
            8.300% due 8/15/31  9,219,375   
            Series A:     
17,455,000 
                 6.625% due 3/3/15  18,895,037   
600,000 
                 8.000% due 9/24/22  723,900   
    Total Mexico  44,625,000   
Panama — 3.4% 
   
    Republic of Panama:     
1,090,000 
       9.625% due 2/8/11  1,308,000   
1,075,000 
       7.250% due 3/15/15  1,169,600   
3,525,000 
       10.750% due 5/15/20  4,802,813   
1,475,000 
       9.375% due 4/1/29  1,851,125   
200,000 
       BCA, 9.375% due 7/23/12  244,000   
    Total Panama  9,375,538   
Peru — 4.1%     
    Republic of Peru:     
3,075,000 
       9.875% due 2/6/15  3,828,375   
2,970,000 
       FLIRB, 5.000% due 3/7/17 (d)  2,836,350   
4,760,000 
       PDI, 5.000% due 3/7/17 (d)  4,620,175   
    Total Peru  11,284,900   
Philippines — 4.4% 
   
    Republic of the Philippines:     
250,000 
       9.000% due 2/15/13  262,650   
3,675,000 
       8.250% due 1/15/14  3,711,750   
1,125,000 
       9.375% due 1/18/17  1,203,750   
1,068,000 
       9.500% due 10/21/24  1,145,430   
2,300,000 
       10.625% due 3/16/25  2,552,195   
2,505,600 
       DCB, 4.375% due 12/1/09 (d)  2,405,376   
999,968 
       FLIRB, Series B, 4.375% due 6/1/08 (d)  927,470   
    Total Philippines  12,208,621   
Russia — 9.2% 
   
2,200,000 
 
Aries Vermogensverwaltungs GmbH, Russian Federation Credit-Linked 
   
       Notes, Series C, 9.600% due 10/25/14 (b)(c)  2,835,800   
  Russian Federation:     
7,615,000 
       11.000% due 7/24/18 (b)  11,308,275   
50,000 
       12.750% due 6/24/28 (b)  90,187   
10,040,000 
       Step bond to yield 5.000% due 3/31/30 (b)  11,144,400   
    Total Russia  25,378,662   

See Notes to Schedule of Investments.

2



SALOMON BROTHERS WORLDWIDE INCOME FUND INC.

Schedule of Investments (unaudited) (continued) 
July 31, 2005 

FACE 
   
AMOUNT† 
SECURITY(a)
VALUE 
 
 
South Africa — 1.6% 
 
4,125,000 
Republic of South Africa, 6.500% due 6/2/14
$
4,485,938 
  
 
Turkey — 4.7% 
   
Republic of Turkey:
   
5,090,000 
     12.375% due 6/15/09
6,286,150 
 
900,000 
     11.750% due 6/15/10
1,117,125 
 
3,250,000 
     11.500% due 1/23/12
4,147,812 
 
1,325,000 
     Collective Action Securities, 9.500% due 1/15/14
1,563,500 
 
 
Total Turkey
13,114,587 
 
 
Ukraine — 1.5% 
 
Republic of Ukraine:
 
774,701 
     11.000% due 3/15/07 (b)
815,373 
 
2,930,000 
     7.650% due 6/11/13 (b)(c)
3,226,663 
 
 
Total Ukraine
4,042,036 
 
 
Uruguay — 0.9% 
 
Republic of Uruguay, Benchmark Bonds:
 
500,000 
     7.500% due 3/15/15 (c)
495,000 
 
2,008,938 
     7.875% due 1/15/33 (e)
1,868,312 
 
 
Total Uruguay
2,363,312 
 
 
Venezuela — 3.6% 
 
Bolivarian Republic of Venezuela:
 
3,225,000 
     5.375% due 8/7/10
3,029,081 
 
938,000 
     8.500% due 10/8/14
973,175 
 
     Collective Action Securities:
 
2,200,000 
          4.640% due 4/20/11 (d)
2,046,000 
 
3,075,000 
          10.750% due 9/19/13
3,574,688 
 
475,000 
     Par Bonds, Series A, 6.750% due 3/31/20
477,375 
 
 
Total Venezuela
10,100,319 
 
 
TOTAL SOVEREIGN BONDS
 
     (Cost — $214,738,748)
236,243,843 
 
 
LOAN PARTICIPATION (d)(f) — 0.2%
 
Morocco — 0.2% 
 
616,162 
Kingdom of Morocco, Tranche A, 3.813% due 1/2/09 (CS First Boston Inc.) 
 
     (Cost — $588,365)
611,541 
 
 
WARRANT 
 
 
 
WARRANT — 0.2% 
 
23,180 
Bolivarian Republic of Venezuela, Oil-linked payment obligations, expires 4/15/20*
 
     (Cost — $0)
556,320 
 
 
TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENTS 
 
     (Cost — $238,756,049)
262,102,238 
 
 
FACE 
 
AMOUNT 
 
 
 
SHORT-TERM INVESTMENTS — 5.2%
 
Repurchase Agreement — 1.7% 
 
$
4,611,000 
Interest in $576,470,000 joint tri-party repurchase agreement dated 7/29/05 
 
     with Morgan Stanley, 3.300% due 8/1/05, 3.300% due 8/1/05, Proceeds at 
 
     maturity — $4,612,268; (Fully collateralized by various U.S. government 
 
     agency obligations 0.000% to 6.250% due 6/28/07 to 7/7/25; Market value 
 
 
     — $4,704,561) (Cost — $4,611,000)
4,611,000 
  
 
 

See Notes to Schedule of Investments.

3

 



SALOMON BROTHERS WORLDWIDE INCOME FUND INC.

Schedule of Investments (unaudited) (continued) 
July 31, 2005 

 SHARES   
SECURITY 
VALUE   
 
Securities Purchased from Securities Lending Collateral — 3.5%     
$
9,663,291
   State Street Navigator Securities Lending Trust Prime Portfolio     
         (Cost — $9,663,291) 
$
9,663,291 
  
 
    TOTAL SHORT-TERM INVESTMENTS     
         (Cost — $14,274,291)  14,274,291   
 
 
    TOTAL INVESTMENTS — 100.0% (Cost — $253,030,340#) 
$
276,376,529   
 
 

* Non-income producing security. 
   
† Face amount denominated in U.S. dollars, unless otherwise indicated. 
   
(a)      All securities (except those on loan) are segregated as collateral pursuant to loan agreement, futures contracts, reverse repurchase agreements, swap agreements and/or extended settlements.
 
(b)      Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. This security has been deemed liquid pursuant to guidelines approved by the Board of Directors unless otherwise noted.
 
(c)      All or a portion of security is on loan.
 
(d)      Variable rate security. Coupon rates disclosed is that which is in effect at July 31, 2005. Maturity date shown is the date of the next coupon rate reset or actual maturity.
 
(e)      Payment-in-kind security for which part of the income earned may be paid as additional principle.
 
(f)      Participation interest was acquired through the financial institutions indicated parenthetically.
 
#      Aggregate cost for federal income tax purposes is substantially the same.
 
 

Abbreviations used in this schedule:
ARS — Argentine Peso
C Bonds — Capitalization Bond
DCB — Debt Conversion Bond
FLIRB — Front-Loaded Interest Reduction Bonds
MYDFA — Multi-Year Depository Facility Agreement
NMB — New Money Bond
PDI — Past Due Interest

 

See Notes to Schedule of Investments.

4



Notes to Schedule of Investments (unaudited)

1.   Organization and Significant Accounting Policies

The Salomon Brothers Worldwide Income Fund Inc. (the “Fund”) was incorporated in Maryland on October 21, 1993 and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended. The Fund seeks to maintain a high level of current income by investing primarily in a portfolio of high-yield non-U.S. and U.S. corporate debt securities. As a secondary objective, the Fund seeks capital appreciation.

The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles (“GAAP”).

(a)   Investment Valuation. Debt securities are valued at the mean between the 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 relationships between securities. Equity securities for which market quotations are available are valued at the last sale price or official closing price on the primary market or exchange on which they trade. Publicly traded government debt securities are typically traded internationally in the over-the-counter market, and are valued at the mean between the bid and asked price as of the close of business of that market. However, when the spread between the bid and asked price exceeds five percent of the par value of the security, the security is valued at the bid price. 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 investments at fair value as determined in accordance with the procedures approved by the Fund’s Board of Directors. Short-term obligations with maturities of 60 days or less are valued at amortized cost, which approximates market value.

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

(c)   Reverse Repurchase Agreements. The Fund may enter into reverse repurchase agreements in which the Fund sells portfolio securities and agrees to repurchase them from the buyer at a specified date and price. Whenever the Fund enters into a reverse repurchase agreement, the Fund’s custodian delivers liquid assets to the counterparty in an amount at least equal to the repurchase price marked-to-market daily (including accrued interest). The Fund pays interest on amounts obtained pursuant to reverse repurchase agreements. Reverse repurchase agreements are considered to be borrowings which may create leverage risk by the Fund.

(d)   Financial Futures Contracts. The Fund may enter into financial futures contracts typically to hedge a portion of the portfolio. Upon entering into a financial futures contract, the Fund is required to deposit cash or securities as initial margin. Additional securities are also segregated up to the current market value of the financial futures contracts. Subsequent payments, known as variation margin, are made or received by the Fund each day, depending on the daily fluctuation in the value of the underlying financial instruments. The Fund recognizes an unrealized gain or loss equal to the daily variation margin. When the financial futures contracts are closed, a realized gain or loss is recognized equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contracts.

The risks associated with entering into financial futures contracts include the possibility that a change in the value of the contract may not correlate with the changes in the value of the underlying instruments. In addition, investing in financial futures contracts involves the risk that the Fund could lose more than the original margin deposit and subsequent payments required for a futures transaction. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts.

(e)   Lending of Portfolio Securities. The Fund has an agreement with its custodian whereby the custodian may lend securities owned by the Fund to brokers, dealers and other financial organizations. In exchange for lending securities under the terms of the agreement with its custodian, the Fund receives a lender’s fee. Fees earned by the Fund on securities lending are recorded as securities lending income. Loans of securities by the Fund are collateralized by cash, U.S. government securities or high quality money market instruments that are maintained at all times in an amount at



Notes to Schedule of Investments (unaudited) (continued)

least equal to the current market value of the loaned securities, plus a margin which varies depending on the type of securities loaned. The custodian establishes and maintains the collateral in a segregated account. The Fund has the right under the lending agreement to recover the securities from the borrower on demand.

The Fund maintains the risk of any loss on the securities on loan as well as the potential loss on investments purchased with cash collateral received from securities lending.

(f)   Credit Default Swaps. The Fund enters into credit default swap contracts (“swaps”) for investment purposes, to manage its credit risk or to add leverage. As a seller in a credit default swap contract, the Fund is required to pay the notional or other agreed-upon value to the counterparty in the event of a default by a third party, such as a U.S. or foreign corporate issuer, on the referenced debt obligation. In return, the Fund receives from the counterparty a periodic stream of payments over the term of the contract provided that no event of default has occurred. If no default occurs, the Fund keeps the stream of payments and has no payment obligations. Such periodic payments are accrued daily and accounted for as realized gain.

The Fund may also purchase credit default swap contracts in order to hedge against the risk of default of debt securities held, in which case the Fund functions as the counterparty referenced in the preceding paragraph. As a purchaser of a credit default swap contract, the Fund receives the notional or other agreed upon value from the counterparty in the event of a default by a third party, such as a U.S. or foreign corporate issuer on the referenced debt obligation. In return, the Fund makes periodic payments to the counterparty over the term of the contract provided no event of default has occurred. Such periodic payments are accrued daily and accounted for as realized loss.

Swaps are marked-to-market daily based upon quotations from market makers. For a credit default swap sold by the Fund, payment of the agreed upon amount made by the Fund in the event of default of the referenced debt obligation is recorded as the cost of the referenced debt obligation purchased/received. For a credit default swap purchased by the Fund, the agreed upon amount received by the Fund in the event of default of the referenced debt obligation is recorded as proceeds from sale/delivery of the referenced debt obligation and the resulting gain or loss realized on the referenced debt obligation is recorded as such by the Fund.

Entering into Credit Default Swaps involves, to varying degrees, elements of credit, market and documentation risk. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreements, and that there will be unfavorable changes in net interest rates.

(g)   Loan Participations. The Fund may invest in loans arranged through private negotiation between one or more financial institutions. The Fund’s investment in any such loan may be in the form of a participation in or an assignment of the loan. In connection with purchasing participations, the Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement relating to the loan, nor any rights of set-off against the borrower and the Fund may not benefit directly from any collateral supporting the loan in which it has purchased the participation.

The Fund will assume the credit risk of both the borrower and the lender that is selling the participation and any other persons interpositioned between the Fund and borrow. In the event of the insolvency of the lender selling the participation, the Fund may be treated as a general creditor of the lender and may not benefit from any set-off between the lender and the borrower.

(h)   Credit and Market Risk. The Fund invests in high yield and emerging market instruments that are subject to certain credit and market risks. The yields of high yield and emerging market debt obligations reflect, among other things, perceived credit and market risk. The Fund’s investment in securities rated below investment grade typically involve risks not associated with higher rated securities including, among others, greater risk related to timely and ultimate payment of interest and principal, greater market price volatility and less liquid secondary market trading. The consequences of political, social, economic or diplomatic changes may have disruptive effects on the market prices of investments held by the Funds. The Fund’s investment in non-dollar denominated securities may also result in foreign currency losses caused by devaluations and exchange rate fluctuations.



Notes to Schedule of Investments (unaudited) (continued)

(i)   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 on 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.

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.

(j)   Security Transactions. Security transactions are accounted for on a trade date basis.

2.   Investments

At July 31, 2005, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

Gross unrealized appreciation  $ 23,554,621  
Gross unrealized depreciation  (208,432 ) 
Net unrealized appreciation  $ 23,346,189  

Transactions in reverse repurchase agreements for the Fund during the period ended July 31, 2005:

FACE
       
AMOUNT
SECURITY 
VALUE 
 
 
$      11,315,000
   Reverse Repurchase Agreement with JPMorgan Chase & Co., dated 7/5/05 bearing 3.350% to be repurchased at $11,699,317 on 7/5/06, collateralized by: $10,000,000 Russian Federation, 5.000% due 3/31/30; Market value (including accrued interest) — $11,268,478
$
11,315,000   
8,840,786   Reverse Repurchase Agreement with JPMorgan Chase & Co., dated 7/8/05 bearing 3.35% to be repurchased at $9,141,066 on 7/8/06, collateralized by: $7,000,000 United Mexican States, Medium-Term Notes, 8.300% due 8/15/31; Market value (including accrued interest) — $8,930,718 8,840,786   
 
  Total Reverse Repurchase Agreements      
       (Cost — $20,155,786) 
$ 
20,155,786  
 

 

At July 31, 2005, the Fund had the following open futures contracts:

 
Number of 
Expiration 
Basis 
Market 
Unrealized 
 
Contracts 
Date 
Value 
Value 
Gain 
Contracts to Sell:           
U.S. Treasury Notes 10 Year 
150 
09/05 
$17,011,332 
$16,647,656 
$363,676 
 
At July 31, 2005, the Fund held the following credit default swap contracts: 
 
Swap Counterparty:      Morgan Stanley & Co. International Ltd. 
Effective Date:      3/16/05 
Reference Entity:      Federative Republic of Brazil, 12.250% 
      due 3/6/30 
Notional Amount:      $13,000,000, Fixed Rate 3.600% 
Termination Date:      3/20/10 
Unrealized Appreciation:      $254,667    
     
   
Swap Counterparty:      Morgan Stanley & Co. International Ltd. 
Effective Date:      4/16/05 
Reference Entity:      General Motors Acceptance Corp., 
      6.875% due 8/28/12 
Notional Amount:      $5,000,000, Fixed Rate 6.300% 
Termination Date:      6/20/10 
Unrealized Appreciation:      $558,197
     

At July 31, 2005, the Fund loaned securities having a market value of $9,410,782. The Fund received cash collateral amounting to $9,663,291 which was invested into the State Street Navigator Securities Lending Trust Prime Portfolio, a Rule 2a-7 money market fund, registered under the 1940 Act.



Notes to Schedule of Investments (unaudited) (continued)

At July 31, 2005, the Fund held one loan participation with a total cost of $588,365 and a total market value of $611,541.

3.   Loan

At July 31, 2005, the Fund had a $35,000,000 loan available pursuant to a revolving credit and security agreement, of which the Fund had $35,000,000 outstanding with CXC, LLC (the “Lender”), an affiliate of Citigroup, a commercial paper conduit issuer for which Citicorp North America, Inc., an affiliate of the Adviser, acts as administrative agent. The loans generally bear interest at a variable rate based on the weighted average interest rates of the commercial paper or LIBOR, plus any applicable margin. Securities held by the Fund are subject to a lien, granted to the lenders, to the extent of the borrowing outstanding and any additional expenses.



ITEM 2. 
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 quarter that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting.
     
     
ITEM 3.  EXHIBITS. 
     
    Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940, as amended, are attached hereto. 
     



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, thereunto duly authorized.

Salomon Brothers Worldwide Income Fund Inc.
     
By
/s/ R. Jay Gerken 
 
 
 
 
R. Jay Gerken 
 
 
Chief Executive Officer 
 
     
Date:   September 28, 2005

 

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 
 
     
Date:   September 28, 2005

By
/s/ Frances M. Guggino 
 
 
 
 
Frances M. Guggino 
 
 
Chief Financial Officer 
 
     
Date:   September 28, 2005