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

811-10603

 

Western Asset Premier Bond Fund

(Exact name of registrant as specified in charter)

 

620 Eighth Avenue, New York, NY

 

10018

(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:

(888)777-0102

 

 

Date of fiscal year end:

December 31

 

 

Date of reporting period:

June 30, 2011

 

 



 

ITEM 1.          REPORT TO STOCKHOLDERS.

 

The Semi-Annual Report to Stockholders is filed herewith.

 



 

June 30, 2011

 

 

Semi-Annual Report

 

 

Western Asset Premier Bond Fund
(WEA)

 

 

 

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

 

 


 

 

II

 

   Western Asset Premier Bond Fund

 

 

Fund objective

 

The Fund’s investment objective is to provide current income and capital appreciation.

 

What’s inside

 

Letter from the president

 

II

 

 

 

Investment commentary

 

III

 

 

 

Fund at a glance

 

1

 

 

 

Spread duration

 

2

 

 

 

Effective duration

 

3

 

 

 

Schedule of investments

 

4

 

 

 

Statement of assets and liabilities

 

21

 

 

 

Statement of operations

 

22

 

 

 

Statements of changes in net assets

 

23

 

 

 

Financial highlights

 

24

 

 

 

Notes to financial statements

 

25

 

 

 

Dividend reinvestment plan

 

43

 

 

 

 

Letter from the president

 

Dear Shareholder,

 

We are pleased to provide the semi-annual report of Western Asset Premier Bond Fund for the six-month reporting period ended June 30, 2011. Please read on for Fund performance information and a detailed look at prevailing economic and market conditions during the Fund’s reporting period.

 

As always, we remain committed to providing you with excellent service and a full spectrum of investment choices. We also remain committed to supplementing the support you receive from your financial advisor. One way we accomplish this is through our website, www.leggmason.com/cef. Here you can gain immediate access to market and investment information, including:

 

·  Fund prices and performance,

 

·  Market insights and commentaries from our portfolio managers, and

 

·  A host of educational resources.

 

We look forward to helping you meet your financial goals.

 

Sincerely,

 

 

R. Jay Gerken, CFA

President

 

July 29, 2011

 


 

 

Western Asset Premier Bond Fund   

III

 

 

Investment commentary

 

Economic review

 

Although the U.S. economy continued to grow over the six months ended June 30, 2011, the pace of the expansion was disappointing, which resulted in a significant shift in investor sentiment. During the first half of the period, there were expectations of a strengthening economy and generally robust investor risk appetite. However, as the reporting period progressed, weakening economic data triggered a flight to quality as investor risk aversion increased. Despite giving back a portion of their previous gains in late May and June, investors who took on additional risk in their portfolios during the reporting period were generally rewarded.

 

U.S. gross domestic product (“GDP”)i growth, as reported by the U.S. Department of Commerce, has been less robust than previously realized during most other periods exiting a severe recession. Revised GDP growth was 2.3% during the fourth quarter of 2010 and 3.0% for calendar 2010 as a whole. The Commerce Department then reported that first and second quarter 2011 GDP growth were 0.4% and 1.3%, respectively. This moderation in growth during the first half of the year was due to a variety of factors, including less robust export activity, a decline in government spending and a deceleration in consumer spending given higher oil and food prices.

 

Turning to the job market, while there was some improvement in the first half of the reporting period, unemployment again moved higher from April through June. After being 9.0% or higher since April 2009, the unemployment rate fell to 8.9% in February and 8.8% in March 2011. The job market then weakened, as unemployment rose to 9.0% in April, 9.1% in May and 9.2% in June. As of the end of the reporting period, approximately 14.1 million Americans looking for work had yet to find a job, and roughly 44% of these individuals have been out of work for more than six months. In June 2011, the Federal Reserve Board (“Fed”)ii projected that unemployment would moderate, but that it would remain elevated and between 7.8% and 8.2% at the end of 2012.

 

The long-ailing housing market continued to show signs of strain during the reporting period. Looking back, sales increased in the spring of 2010 largely due to the government’s $8,000 tax credit for first-time home buyers. This proved to be only a temporary boost, as sales subsequently weakened after the tax credit expired at the end of April. Existing-home sales did rebound somewhat toward the end of 2010 and in January 2011, as mortgage rates remained relatively low. However, according to the National Association of Realtors (“NAR”), existing-home sales then declined a sharp 8.9% in February. After a 3.5% increase in March, existing-home sales fell 1.8%, 4.0% and 0.8% in April, May and June, respectively. At the end of June, the inventory of unsold homes was a 9.5 month supply at the current sales level, versus a 9.1 month supply in May. Existing-home prices were relatively stagnant versus a year ago, with the NAR reporting that the median existing-home price for all housing types was $184,300 in June 2011, up 0.8% from June 2010.

 

Even the manufacturing sector, one of the stalwarts of the economy in recent years, softened toward the end of the reporting period. Based on the Institute for Supply Management’s PMIiii, the manufacturing sector grew twenty-three consecutive months since it

 


 

IV

 

   Western Asset Premier Bond Fund

 

 

Investment commentary (cont’d)

 

began expanding in August 2009 (a reading below 50 indicates a contraction, whereas a reading above 50 indicates an expansion). In January 2011, the manufacturing sector expanded at its fastest pace since May 2004, with a reading of 60.8 versus 58.5 for the previous month. Manufacturing activity remained strong during the next three months and was 60.4 in April. However, it then declined to 53.5 in May, the lowest reading in the past twelve months. This was attributed, in part, to supply disruptions triggered by the March earthquake and tsunami in Japan. Manufacturing activity then moved modestly higher in June to 55.3, although only twelve of the eighteen industries tracked by the Institute for Supply Management expanded during the month.

 

Financial market overview

 

While stocks and lower-quality bonds generated solid results during the reporting period, there were several periods of heightened volatility and periodic sell-offs. These were triggered by a variety of factors, including concerns regarding the global economy, geopolitical unrest, the natural disasters in Japan and the ongoing European sovereign debt crisis. During those periods, investors tended to favor the relative safety of U.S. Treasury securities. However, these setbacks proved to be only temporary and risk aversion was generally replaced with solid demand for riskier assets.

 

The Fed took a number of actions as it sought to meet its dual mandate of fostering maximum employment and price stability. In November 2010, prior to the beginning of the reporting period, the Fed announced a second round of quantitative easing (often referred to as “QE2”) to help stimulate the economy, entailing the purchase of $600 billion of long-term U.S. Treasury securities by the end of the second quarter of 2011. Also, as has been the case since December 2008, the Fed kept the federal funds rateiv at a historically low range between 0 and 1/4 percent.

 

Despite these efforts, at its meeting in June 2011, the Fed said, “Information received since the Federal Open Market Committee met in April indicates that the economic recovery is continuing at a moderate pace, though somewhat more slowly than the Committee had expected. . . . To promote the ongoing economic recovery and to help ensure that inflation, over time, is at levels consistent with its mandate, the Committee decided today to keep the target range for the federal funds rate at 0 to 1/4 percent. The Committee continues to anticipate that economic conditions — including low rates of resource utilization and a subdued outlook for inflation over the medium run — are likely to warrant exceptionally low levels for the federal funds rate for an extended period.”

 

In June, the Fed also announced that it would complete QE2 on schedule at the end of June. However, given ongoing strains in the economy, it made no overtures toward reversing any of its accommodative policies and the Fed said it would “maintain its existing policy of reinvesting principal payments from its securities holdings” rather than seeking to reduce the size of its balance sheet.

 

Fixed income market review

 

While volatility was elevated at times, the U.S. spread sectors (non-Treasuries) produced positive results during the reporting period. As was the case for much of 2010, the spread sectors generally outperformed equal-durationv

 


 

 

Western Asset Premier Bond Fund   

V

 

 

Treasuries during the first four months of the reporting period. A combination of positive economic growth, benign core inflation, rising corporate profits and overall robust investor demand supported the spread sectors from January through April 2011. Investor sentiment then began to shift in May, as optimism about the economic expansion waned and investor risk appetite started to be replaced with increased risk aversion. While the U.S. spread sectors generally posted positive results in May, they underperformed equal-duration Treasuries. Risk aversion then increased in June given a host of disappointing economic data and a further escalation of the European sovereign debt crisis. Against this backdrop, the spread sectors generated relatively poor results during most of June as investors fled the spread sectors in favor of Treasury securities.

 

Both short- and long-term Treasury yields fluctuated during the six months ended June 30, 2011. When the period began, two- and ten-year Treasury yields were 0.61% and 3.30%, respectively. Yields initially moved higher given expectations for stronger growth in 2011 and the potential for rising inflation. On February 14, 2011, two-year Treasury yields peaked at 0.87%, while ten-year Treasuries peaked at 3.75% on February 8, 2011. Treasury yields then declined as investor risk aversion increased given the uprising in Libya and, later, due to the tragic events in Japan. Yields briefly moved higher toward the end of March, but then generally declined from April through June given disappointing economic data and periodic flights to quality. In late June, two- and ten-year Treasury yields bottomed at 0.35% and 2.88%, respectively, and ended the period at 0.45% and 3.18%, respectively. For the six months ended June 30, 2011, the Barclays Capital U.S. Aggregate Indexvi returned 2.72%.

 

The U.S. high-yield bond market produced strong results during the first five months of the reporting period. High-yield prices moved higher against a backdrop of generally better-than-expected corporate profits and overall strong investor demand. However, the asset class gave back a portion of its gains in June during the flight to quality, with the high-yield market posting its first monthly loss since November 2010. All told, the Barclays Capital U.S. High Yield — 2% Issuer Cap Indexvii returned 4.98% for the six months ended June 30, 2011.

 

Performance review

 

For the six months ended June 30, 2011, Western Asset Premier Bond Fund returned 6.70% based on its net asset value (“NAV”)viii and 20.49% based on its New York Stock Exchange (“NYSE”) market price per share. The Fund’s unmanaged benchmarks, the Barclays Capital U.S. Corporate High Yield Indexix and the Barclays Capital U.S. Credit Indexx, returned 4.97% and 3.41%, respectively, over the same time frame. The Lipper Corporate Debt Closed-End Funds BBB-Rated Category Averagexi returned 3.95% for the same period. Please note that Lipper performance returns are based on each fund’s NAV.

 

During this six-month period, the Fund made distributions to common stock shareholders totaling $0.66 per share, which may have included a return of capital. The performance table on the following page shows the Fund’s six-month total return based on its NAV

 


 

VI

 

   Western Asset Premier Bond Fund

 

 

Investment commentary (cont’d)

 

and market price as of June 30, 2011. Past performance is no guarantee of future results.

 

Performance Snapshot as of June 30, 2011 (unaudited)

 

Price Per Share

 

6-Month
Total Return*

 

$14.22 (NAV)

 

6.70%†

 

$16.28 (Market Price)

 

20.49%‡

 

 

All figures represent past performance and are not a guarantee of future results. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.

 

*       Total returns are based on changes in NAV or market price, respectively.

         Total return assumes the reinvestment of all distributions, including returns of capital, if any, at NAV.

       Total return assumes the reinvestment of all distributions, including returns of capital, if any, in additional shares in accordance with the Fund’s Dividend Reinvestment Plan.

 

Looking for additional information?

 

The Fund is traded under the symbol “WEA” and its closing market price is available in most newspapers under the NYSE listings. The daily NAV is available on-line under the symbol “XWEAX” on most financial websites. Barron’s and the Wall Street Journal’s Monday edition both carry closed-end fund tables that provide additional information. In addition, the Fund issues a quarterly press release that can be found on most major financial websites as well as www.leggmason.com/cef.

 

In a continuing effort to provide information concerning the Fund, shareholders may call 1-888-777-0102 (toll free), Monday through Friday from 8:00 a.m. to 5:30 p.m. Eastern Time, for the Fund’s current NAV, market price and other information.

 

As always, thank you for your confidence in our stewardship of your assets.

 

Sincerely,

 

 

R. Jay Gerken, CFA

President

 

July 29, 2011

 

RISKS: Bonds are subject to a variety of risks, including interest rate, credit and inflation risks. As interest rates rise, bond prices fall, reducing the value of a fixed-income investment’s price. The Fund may invest in high-yield bonds, which are rated below investment grade and carry more risk than higher-rated securities. To the extent that the Fund invests in asset-backed, mortgage-backed or mortgage-related securities, its exposure to prepayment and extension risks may be greater than investments in other fixed-income securities. Leverage may result in greater volatility of NAV and the market price of common shares and increases a shareholder’s risk of loss. The Fund may invest, to a limited extent, in foreign securities, including emerging markets, which involve additional risks. The Fund may make significant investments in derivative instruments. Derivative instruments can be illiquid, may disproportionately increase losses, and have a potentially large impact on Fund performance.

 

All investments are subject to risk including the possible loss of principal. Past performance is no guarantee of future results. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.

 

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.

 


 

 

Western Asset Premier Bond Fund   

VII

 

 

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

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

iii          The Institute for Supply Management’s PMI is based on a survey of purchasing executives who buy the raw materials for manufacturing at more than 350 companies. It offers an early reading on the health of the manufacturing sector.

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

v              Duration is the measure of the price sensitivity of a fixed-income security to an interest rate change of 100 basis points. Calculation is based on the weighted average of the present values for all cash flows.

vi           The Barclays Capital U.S. Aggregate Index is a broad-based bond index comprised of government, corporate, mortgage- and asset-backed issues, rated investment grade or higher, and having at least one year to maturity.

vii        The Barclays Capital U.S. High Yield — 2% Issuer Cap Index is an index of the 2% Issuer Cap component of the Barclays Capital U.S. Corporate High Yield Index, which covers the U.S. dollar-denominated, non-investment grade, fixed-rate, taxable corporate bond market.

viii     Net asset value (“NAV”) is calculated by subtracting total liabilities and outstanding preferred stock (if any) from the closing value of all securities held by the Fund (plus all other assets) and dividing the result (total net assets) by the total number of the common shares outstanding. The NAV fluctuates with changes in the market prices of securities in which the Fund has invested. However, the price at which an investor may buy or sell shares of the Fund is the Fund’s market price as determined by supply of and demand for the Fund’s shares.

ix            The Barclays Capital U.S. Corporate High Yield Index covers the universe of fixed-rate, non-investment grade debt, including corporate and non-corporate sectors. Pay-in-kind (“PIK”) bonds, Eurobonds and debt issues from countries designated as emerging markets are excluded, but Canadian and global bonds (SEC registered) of issuers in non-emerging market countries are included. Original issue zero coupon bonds, step-up coupon structures and 144-As are also included.

x               The Barclays Capital U.S. Credit Index is an index composed of corporate and non-corporate debt issues that are investment grade (rated Baa3/BBB- or higher).

xi            Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the six-month period ended June 30, 2011, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 27 funds in the Fund’s Lipper category.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

1

 

 

Fund at a glance (unaudited)

 

Investment breakdown (%) as a percent of total investments

 

 

†   The bar graph above represents the Fund’s portfolio as of June 30, 2011 and December 31, 2010 and does not include derivatives such as swap contracts. The Fund’s portfolio is actively managed. As a result, the composition of its portfolio holdings and sectors is subject to change at any time.

 


 

2

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Spread duration (unaudited)

 

Economic Exposure June 30, 2011

 

 

Spread duration measures the sensitivity to changes in spreads. The spread over Treasuries is the annual risk-premium demanded by investors to hold non-Treasury securities. Spread duration is quantified as the % change in price resulting from a 100 basis points change in spreads. For a security with positive spread duration, an increase in spreads would result in a price decline and a decline in spreads would result in a price increase. This chart highlights the market sector exposure of the Fund’s sectors relative to the selected benchmark sectors as of the end of the reporting period.

 


ABS

 

— Asset-Backed Securities

BCI

 

— Barclays Capital U.S. Credit Index

HY

 

— High Yield

IG Credit

 

— Investment Grade Credit

MBS

 

— Mortgage Backed Securities

WEA

 

— Western Asset Premier Bond Fund

EM

 

— Emerging Markets

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

3

 

 

Effective duration (unaudited)

 

Interest Rate Exposure June 30, 2011

 

 

Effective duration measures the sensitivity to changes in relevant interest rates. Effective duration is quantified as the % change in price resulting from a 100 basis points change in interest rates. For a security with positive effective duration, an increase in interest rates would result in a price decline and a decline in interest rates would result in a price increase. This chart highlights the interest rate exposure of the Fund’s sectors relative to the selected benchmark sectors as of the end of the reporting period.

 


ABS

 

— Asset-Backed Securities

BCI

 

— Barclays Capital U.S. Credit Index

HY

 

— High Yield

IG Credit

 

— Investment Grade Credit

MBS

 

— Mortgage Backed Securities

WEA

 

— Western Asset Premier Bond Fund

EM

 

— Emerging Markets

 

 


 

4

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

 

Face
Amount†

 

Value

 

Corporate Bonds & Notes — 47.6%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 7.3%

 

 

 

 

 

 

 

 

 

Automobiles — 2.2%

 

 

 

 

 

 

 

 

 

DaimlerChrysler NA Holding Corp., Notes

 

8.500

%

1/18/31

 

1,000,000

 

$

1,352,136

 

DaimlerChrysler North America Holding Corp., Notes

 

7.300

%

1/15/12

 

1,000,000

 

1,034,810

 

Ford Motor Credit Co., LLC, Senior Notes

 

7.500

%

8/1/12

 

70,000

 

73,248

 

Ford Motor Credit Co., LLC, Senior Notes

 

12.000

%

5/15/15

 

1,030,000

 

1,277,322

 

Total Automobiles

 

 

 

 

 

 

 

3,737,516

 

Diversified Consumer Services — 0.0%

 

 

 

 

 

 

 

 

 

Service Corp. International, Senior Notes

 

7.625

%

10/1/18

 

5,000

 

5,488

 

Service Corp. International, Senior Notes

 

7.500

%

4/1/27

 

60,000

 

57,300

 

Total Diversified Consumer Services

 

 

 

 

 

 

 

62,788

 

Hotels, Restaurants & Leisure — 1.2%

 

 

 

 

 

 

 

 

 

Caesar’s Entertainment Operating Co. Inc., Senior Notes

 

10.750

%

2/1/16

 

300,000

 

294,000

 

CCM Merger Inc., Notes

 

8.000

%

8/1/13

 

140,000

 

137,550

(a)

El Pollo Loco Inc.

 

12.000

%

12/28/17

 

380,000

 

380,000

(b)

El Pollo Loco Inc., Senior Notes

 

11.750

%

11/15/13

 

375,000

 

375,000

 

Inn of the Mountain Gods Resort & Casino, Senior Secured Notes

 

8.750

%

11/15/10

 

146,000

 

143,080

(a)(j)

Landry’s Restaurants Inc., Senior Secured Notes

 

11.625

%

12/1/15

 

110,000

 

117,700

 

Mohegan Tribal Gaming Authority, Senior Secured Notes

 

11.500

%

11/1/17

 

170,000

 

175,100

(a)

NCL Corp. Ltd., Senior Secured Notes

 

11.750

%

11/15/16

 

170,000

 

195,925

 

Snoqualmie Entertainment Authority, Senior Secured Notes

 

4.204

%

2/1/14

 

110,000

 

99,000

(a)(c)

Station Casinos Inc., Senior Notes

 

7.750

%

8/15/16

 

205,000

 

20

(d)(e)

Station Casinos Inc., Senior Subordinated Notes

 

6.625

%

3/15/18

 

100,000

 

10

(d)(e)

Total Hotels, Restaurants & Leisure

 

 

 

 

 

 

 

1,917,385

 

Media — 3.5%

 

 

 

 

 

 

 

 

 

Cablevision Systems Corp., Senior Notes

 

7.750

%

4/15/18

 

30,000

 

31,988

 

CCH II LLC/CCH II Capital Corp., Senior Notes

 

13.500

%

11/30/16

 

108,083

 

127,268

 

Cengage Learning Acquisitions Inc., Senior Notes

 

10.500

%

1/15/15

 

270,000

 

244,350

(a)

Charter Communications Operating LLC/Charter Communications Operating Capital, Senior Secured Notes

 

10.875

%

9/15/14

 

280,000

 

308,000

(a)

CMP Susquehanna Corp.

 

3.443

%

5/15/14

 

14,000

 

10,704

(a)(c)(e)

Comcast Corp.

 

5.900

%

3/15/16

 

400,000

 

455,332

 

Comcast Corp., Notes

 

7.050

%

3/15/33

 

1,000,000

 

1,157,266

 

CSC Holdings Inc., Senior Notes

 

6.750

%

4/15/12

 

250,000

 

257,187

 

DISH DBS Corp., Senior Notes

 

7.000

%

10/1/13

 

600,000

 

644,250

 

 

See Notes to Financial Statements.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

5

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

 

Face
Amount†

 

Value

 

Media — continued

 

 

 

 

 

 

 

 

 

DISH DBS Corp., Senior Notes

 

7.875

%

9/1/19

 

385,000

 

$

415,319

 

EchoStar DBS Corp., Senior Notes

 

7.125

%

2/1/16

 

120,000

 

126,600

 

News America Inc.

 

8.875

%

4/26/23

 

400,000

 

523,185

 

Time Warner Inc., Senior Debentures

 

7.700

%

5/1/32

 

980,000

 

1,183,204

 

Virgin Media Finance PLC, Senior Notes

 

9.125

%

8/15/16

 

335,000

 

352,587

 

Total Media

 

 

 

 

 

 

 

5,837,240

 

Multiline Retail — 0.2%

 

 

 

 

 

 

 

 

 

Neiman Marcus Group Inc., Senior Secured Notes

 

7.125

%

6/1/28

 

330,000

 

305,250

 

Specialty Retail — 0.0%

 

 

 

 

 

 

 

 

 

American Greetings Corp., Senior Notes

 

7.375

%

6/1/16

 

20,000

 

20,600

 

Textiles, Apparel & Luxury Goods — 0.2%

 

 

 

 

 

 

 

 

 

Oxford Industries Inc., Senior Secured Notes

 

11.375

%

7/15/15

 

255,000

 

288,150

 

Total Consumer Discretionary

 

 

 

 

 

 

 

12,168,929

 

Consumer Staples — 5.5%

 

 

 

 

 

 

 

 

 

Food & Staples Retailing — 4.9%

 

 

 

 

 

 

 

 

 

CVS Corp.

 

9.350

%

1/10/23

 

700,000

 

762,517

(a)

CVS Corp., Pass-Through Trust, Secured Bonds

 

5.789

%

1/10/26

 

785,520

 

801,388

(a)(b)

CVS Corp., Pass-Through Trust, Secured Notes

 

6.943

%

1/10/30

 

1,648,086

 

1,853,668

 

CVS Pass-Through Trust

 

7.507

%

1/10/32

 

1,948,594

 

2,308,811

(a)

CVS Pass-Through Trust, Secured Notes

 

5.880

%

1/10/28

 

893,241

 

927,943

(b)

CVS Pass-Through Trust, Secured Notes

 

6.036

%

12/10/28

 

771,351

 

818,643

 

Delhaize Group, Senior Notes

 

5.700

%

10/1/40

 

235,000

 

218,635

 

Safeway Inc., Notes

 

5.800

%

8/15/12

 

500,000

 

526,059

 

Total Food & Staples Retailing

 

 

 

 

 

 

 

8,217,664

 

Food Products — 0.5%

 

 

 

 

 

 

 

 

 

Ahold Lease USA Inc., Pass-Through Certificates

 

8.620

%

1/2/25

 

714,462

 

835,921

(b)

Tobacco — 0.1%

 

 

 

 

 

 

 

 

 

Alliance One International Inc., Senior Notes

 

10.000

%

7/15/16

 

160,000

 

154,400

 

Total Consumer Staples

 

 

 

 

 

 

 

9,207,985

 

Energy — 4.6%

 

 

 

 

 

 

 

 

 

Energy Equipment & Services — 0.3%

 

 

 

 

 

 

 

 

 

Complete Production Services Inc., Senior Notes

 

8.000

%

12/15/16

 

150,000

 

156,750

 

GulfMark Offshore Inc., Senior Subordinated Notes

 

7.750

%

7/15/14

 

270,000

 

272,700

 

Hercules Offshore LLC, Senior Secured Notes

 

10.500

%

10/15/17

 

155,000

 

161,975

(a)

Total Energy Equipment & Services

 

 

 

 

 

 

 

591,425

 

Oil, Gas & Consumable Fuels — 4.3%

 

 

 

 

 

 

 

 

 

Anadarko Finance Co., Senior Notes

 

7.500

%

5/1/31

 

570,000

 

658,388

 

Berry Petroleum Co., Senior Notes

 

10.250

%

6/1/14

 

160,000

 

182,800

 

Burlington Resources Finance Co.

 

7.400

%

12/1/31

 

450,000

 

557,286

 

 

See Notes to Financial Statements.

 


 

6

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

 

Face
Amount†

 

Value

 

Oil, Gas & Consumable Fuels — continued

 

 

 

 

 

 

 

 

 

Chesapeake Energy Corp., Senior Notes

 

7.250

%

12/15/18

 

300,000

 

$

327,000

 

Colorado Interstate Gas Co., Senior Notes

 

6.800

%

11/15/15

 

150,000

 

174,671

 

CONSOL Energy Inc., Senior Notes

 

8.250

%

4/1/20

 

440,000

 

479,600

 

Devon Energy Corp., Debentures

 

7.950

%

4/15/32

 

310,000

 

402,443

 

Devon Financing Corp. ULC, Notes

 

6.875

%

9/30/11

 

1,000,000

 

1,015,033

 

El Paso Corp., Medium-Term Notes

 

7.800

%

8/1/31

 

190,000

 

221,740

 

Hess Corp., Notes

 

7.875

%

10/1/29

 

350,000

 

439,463

 

Kinder Morgan Energy Partners LP, Senior Notes

 

7.125

%

3/15/12

 

390,000

 

407,106

 

LUKOIL International Finance BV, Bonds

 

6.356

%

6/7/17

 

340,000

 

366,350

(a)

Plains Exploration & Production Co., Senior Notes

 

10.000

%

3/1/16

 

140,000

 

157,500

 

Plains Exploration & Production Co., Senior Notes

 

8.625

%

10/15/19

 

125,000

 

136,250

 

Quicksilver Resources Inc., Senior Notes

 

11.750

%

1/1/16

 

185,000

 

211,825

 

Teekay Corp., Senior Notes

 

8.500

%

1/15/20

 

310,000

 

320,075

 

TNK-BP Finance SA, Senior Notes

 

7.875

%

3/13/18

 

220,000

 

252,450

(a)

Williams Cos. Inc., Debentures

 

7.500

%

1/15/31

 

668,000

 

763,958

 

Williams Cos. Inc., Senior Notes

 

8.750

%

3/15/32

 

63,000

 

80,106

 

Total Oil, Gas & Consumable Fuels

 

 

 

 

 

 

 

7,154,044

 

Total Energy

 

 

 

 

 

 

 

7,745,469

 

Financials — 8.3%

 

 

 

 

 

 

 

 

 

Capital Markets — 1.2%

 

 

 

 

 

 

 

 

 

Goldman Sachs Group Inc., Senior Notes

 

6.600

%

1/15/12

 

900,000

 

927,794

 

Morgan Stanley, Notes

 

6.600

%

4/1/12

 

1,000,000

 

1,044,420

 

Total Capital Markets

 

 

 

 

 

 

 

1,972,214

 

Consumer Finance — 1.5%

 

 

 

 

 

 

 

 

 

Ford Motor Credit Co., LLC, Senior Notes

 

8.000

%

12/15/16

 

680,000

 

764,650

 

HSBC Finance Corp.

 

4.750

%

7/15/13

 

1,670,000

 

1,768,385

 

Total Consumer Finance

 

 

 

 

 

 

 

2,533,035

 

Diversified Financial Services — 5.0%

 

 

 

 

 

 

 

 

 

Air 2 US, Notes

 

8.027

%

10/1/19

 

2,553,635

 

2,553,635

(a)

Citigroup Inc.

 

6.625

%

6/15/32

 

1,000,000

 

1,035,212

 

International Lease Finance Corp., Senior Notes

 

8.750

%

3/15/17

 

1,380,000

 

1,509,375

 

JPMorgan Chase & Co., Subordinated Notes

 

5.125

%

9/15/14

 

1,300,000

 

1,404,842

 

Liberty Media LLC

 

3.750

%

2/15/30

 

1,860,000

 

1,039,275

 

Smurfit Kappa Funding PLC, Senior Subordinated Notes

 

7.750

%

4/1/15

 

150,000

 

151,500

 

UFJ Finance Aruba AEC

 

6.750

%

7/15/13

 

500,000

 

549,401

 

Unitymedia GmbH, Senior Secured Bonds

 

8.125

%

12/1/17

 

100,000

 

106,250

(a)

Total Diversified Financial Services

 

 

 

 

 

 

 

8,349,490

 

 

See Notes to Financial Statements.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

7

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

 

Face
Amount†

 

Value

 

Insurance — 0.6%

 

 

 

 

 

 

 

 

 

XL Capital Ltd.

 

5.250

%

9/15/14

 

1,000,000

 

$

1,071,418

 

Total Financials

 

 

 

 

 

 

 

13,926,157

 

Health Care — 1.0%

 

 

 

 

 

 

 

 

 

Health Care Providers & Services — 1.0%

 

 

 

 

 

 

 

 

 

Community Health Systems Inc., Senior Notes

 

8.875

%

7/15/15

 

200,000

 

206,000

 

HCA Inc., Debentures

 

7.500

%

11/15/95

 

185,000

 

149,850

 

HCA Inc., Notes

 

6.375

%

1/15/15

 

430,000

 

438,600

 

HCA Inc., Notes

 

7.690

%

6/15/25

 

90,000

 

84,150

 

HCA Inc., Senior Notes

 

6.250

%

2/15/13

 

85,000

 

87,975

 

HCA Inc., Senior Secured Notes

 

9.625

%

11/15/16

 

399,000

 

424,436

(f)

Vanguard Health Holdings Co., II LLC, Senior Notes

 

8.000

%

2/1/18

 

215,000

 

221,988

 

Total Health Care

 

 

 

 

 

 

 

1,612,999

 

Industrials — 11.4%

 

 

 

 

 

 

 

 

 

Aerospace & Defense — 0.7%

 

 

 

 

 

 

 

 

 

Boeing Co., Notes

 

6.125

%

2/15/33

 

600,000

 

680,018

 

L-3 Communications Corp., Senior Subordinated Notes

 

6.375

%

10/15/15

 

535,000

 

549,712

 

Total Aerospace & Defense

 

 

 

 

 

 

 

1,229,730

 

Airlines — 9.8%

 

 

 

 

 

 

 

 

 

America West Airlines Inc., Ambac Assurance Corp.

 

8.057

%

7/2/20

 

2,393,105

 

2,488,829

 

Continental Airlines Inc.

 

7.160

%

9/24/14

 

273,116

 

272,092

(b)

Continental Airlines Inc.

 

6.820

%

5/1/18

 

913,728

 

936,571

 

Continental Airlines Inc., Pass-Through Certificates

 

6.900

%

1/2/18

 

834,555

 

883,543

 

Continental Airlines Inc., Pass-Through Certificates

 

6.545

%

2/2/19

 

1,090,448

 

1,146,279

 

Continental Airlines Inc., Pass-Through Certificates

 

6.703

%

6/15/21

 

675,130

 

703,823

 

Continental Airlines Inc., Pass-Through Certificates, 2000-1 A-1

 

8.048

%

11/1/20

 

524,480

 

561,193

 

DAE Aviation Holdings Inc., Senior Notes

 

11.250

%

8/1/15

 

250,000

 

260,000

(a)

Delta Air Lines Inc., Pass-Through Certificates, Secured Notes

 

8.021

%

8/10/22

 

176,095

 

178,947

 

Delta Air Lines Inc., Senior Secured Notes

 

9.500

%

9/15/14

 

67,000

 

71,439

(a)

JetBlue Airways Corp., Pass-Through Certificates

 

0.711

%

11/15/16

 

1,050,000

 

987,000

(c)

Northwest Airlines Corp., Pass-Through Certificates

 

7.575

%

9/1/20

 

503,014

 

540,413

(b)

Northwest Airlines Inc.

 

0.758

%

2/6/15

 

2,589,280

 

2,391,718

(b)(c)

US Airways Pass-Through Trust

 

6.850

%

1/30/18

 

2,991,267

 

2,938,950

(b)

US Airways Pass-Through Trust, Secured Notes

 

7.125

%

10/22/23

 

2,000,000

 

2,000,000

 

Total Airlines

 

 

 

 

 

 

 

16,360,797

 

 

See Notes to Financial Statements.

 

 

 


 

8

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Building Products — 0.0%

 

 

 

 

 

 

 

 

 

Ashton Woods USA LLC/Ashton Woods Finance Co., Senior Subordinated Notes

 

0.000

%

6/30/15

 

65,000

 

$

39,325

(a)(e)

Commercial Services & Supplies — 0.5%

 

 

 

 

 

 

 

 

 

ACCO Brands Corp., Senior Secured Notes

 

10.625

%

3/15/15

 

220,000

 

245,575

 

Altegrity Inc., Senior Subordinated Notes

 

10.500

%

11/1/15

 

310,000

 

320,850

(a)

RSC Equipment Rental Inc./RSC Holdings III LLC, Senior Secured Notes

 

10.000

%

7/15/17

 

170,000

 

189,550

(a)

Total Commercial Services & Supplies

 

 

 

 

 

 

 

755,975

 

Road & Rail — 0.2%

 

 

 

 

 

 

 

 

 

Kansas City Southern de Mexico, Senior Notes

 

12.500

%

4/1/16

 

111,000

 

132,090

 

RailAmerica Inc., Senior Secured Notes

 

9.250

%

7/1/17

 

208,000

 

228,280

 

Total Road & Rail

 

 

 

 

 

 

 

360,370

 

Trading Companies & Distributors — 0.2%

 

 

 

 

 

 

 

 

 

Ashtead Capital Inc., Notes

 

9.000

%

8/15/16

 

129,000

 

134,483

(a)

H&E Equipment Services Inc., Senior Notes

 

8.375

%

7/15/16

 

245,000

 

250,512

 

Total Trading Companies & Distributors

 

 

 

 

 

 

 

384,995

 

Total Industrials

 

 

 

 

 

 

 

19,131,192

 

Information Technology — 0.5%

 

 

 

 

 

 

 

 

 

IT Services — 0.4%

 

 

 

 

 

 

 

 

 

Ceridian Corp., Senior Notes

 

12.250

%

11/15/15

 

138,450

 

140,527

(f)

Electronic Data Systems Corp., Notes

 

7.450

%

10/15/29

 

500,000

 

635,141

 

Total IT Services

 

 

 

 

 

 

 

775,668

 

Semiconductors & Semiconductor Equipment — 0.1%

 

 

 

 

 

 

 

 

 

Freescale Semiconductor Inc., Senior Subordinated Notes

 

10.125

%

12/15/16

 

80,000

 

86,100

 

Total Information Technology

 

 

 

 

 

 

 

861,768

 

Materials — 2.6%

 

 

 

 

 

 

 

 

 

Chemicals — 0.6%

 

 

 

 

 

 

 

 

 

Dow Chemical Co.

 

6.000

%

10/1/12

 

1,000,000

 

1,060,308

 

Metals & Mining — 0.9%

 

 

 

 

 

 

 

 

 

Freeport-McMoRan Copper & Gold Inc., Senior Notes

 

8.375

%

4/1/17

 

730,000

 

797,525

 

Metals USA Inc., Senior Secured Notes

 

11.125

%

12/1/15

 

445,000

 

469,475

 

Vedanta Resources PLC, Senior Notes

 

8.750

%

1/15/14

 

130,000

 

139,425

(a)

Total Metals & Mining

 

 

 

 

 

 

 

1,406,425

 

Paper & Forest Products — 1.1%

 

 

 

 

 

 

 

 

 

Appleton Papers Inc., Senior Secured Notes

 

11.250

%

12/15/15

 

235,000

 

237,350

 

NewPage Corp., Senior Secured Notes

 

11.375

%

12/31/14

 

595,000

 

554,838

 

PE Paper Escrow GmbH, Senior Secured Notes

 

12.000

%

8/1/14

 

100,000

 

113,000

(a)

Weyerhaeuser Co., Debentures

 

7.375

%

3/15/32

 

940,000

 

978,193

 

Total Paper & Forest Products

 

 

 

 

 

 

 

1,883,381

 

Total Materials

 

 

 

 

 

 

 

4,350,114

 

 

See Notes to Financial Statements.


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

9

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Telecommunication Services — 3.0%

 

 

 

 

 

 

 

 

 

Diversified Telecommunication Services — 1.4%

 

 

 

 

 

 

 

 

 

AT&T Inc., Senior Notes

 

5.350

%

9/1/40

 

170,000

 

$

161,137

 

Cincinnati Bell Telephone Co., Senior Debentures

 

6.300

%

12/1/28

 

25,000

 

20,250

 

Deutsche Telekom International Finance BV

 

5.250

%

7/22/13

 

600,000

 

647,089

 

France Telecom SA, Notes

 

8.500

%

3/1/31

 

600,000

 

807,537

 

Frontier Communications Corp., Senior Notes

 

8.750

%

4/15/22

 

91,000

 

99,190

 

Intelsat Jackson Holdings Ltd., Senior Notes

 

9.500

%

6/15/16

 

35,000

 

36,706

 

Intelsat Jackson Holdings Ltd., Senior Notes

 

11.250

%

6/15/16

 

340,000

 

360,400

 

Qwest Communications International Inc., Senior Notes

 

7.500

%

2/15/14

 

140,000

 

142,100

 

Qwest Corp., Senior Notes

 

7.500

%

10/1/14

 

150,000

 

168,188

 

Total Diversified Telecommunication Services

 

 

 

 

 

 

 

2,442,597

 

Wireless Telecommunication Services — 1.6%

 

 

 

 

 

 

 

 

 

Cingular Wireless LLC

 

6.500

%

12/15/11

 

250,000

 

256,378

 

Sprint Capital Corp., Senior Notes

 

8.375

%

3/15/12

 

1,450,000

 

1,508,000

 

True Move Co., Ltd.

 

10.750

%

12/16/13

 

590,000

 

636,462

(a)

True Move Co., Ltd., Notes

 

10.750

%

12/16/13

 

200,000

 

215,750

(a)

Total Wireless Telecommunication Services

 

 

 

 

 

 

 

2,616,590

 

Total Telecommunication Services

 

 

 

 

 

 

 

5,059,187

 

Utilities — 3.4%

 

 

 

 

 

 

 

 

 

Electric Utilities — 1.5%

 

 

 

 

 

 

 

 

 

Duke Energy Corp., Notes

 

6.250

%

1/15/12

 

250,000

 

257,533

 

EEB International Ltd., Senior Bonds

 

8.750

%

10/31/14

 

820,000

 

870,430

(a)

FirstEnergy Corp., Notes

 

6.450

%

11/15/11

 

27,000

 

27,505

 

FirstEnergy Corp., Notes

 

7.375

%

11/15/31

 

1,020,000

 

1,161,406

 

MidAmerican Energy Holdings Co., Senior Notes

 

5.875

%

10/1/12

 

250,000

 

265,109

 

Total Electric Utilities

 

 

 

 

 

 

 

2,581,983

 

Gas Utilities — 0.0%

 

 

 

 

 

 

 

 

 

Southern Natural Gas Co., Senior Notes

 

8.000

%

3/1/32

 

20,000

 

25,060

 

Independent Power Producers & Energy Traders — 1.4%

 

 

 

 

 

 

 

 

 

AES Corp., Senior Notes

 

9.750

%

4/15/16

 

360,000

 

408,600

 

AES Corp., Senior Notes

 

8.000

%

10/15/17

 

525,000

 

556,500

 

AES Corp., Senior Notes

 

8.000

%

6/1/20

 

100,000

 

106,500

 

Edison Mission Energy, Senior Notes

 

7.750

%

6/15/16

 

180,000

 

162,000

 

Edison Mission Energy, Senior Notes

 

7.625

%

5/15/27

 

179,000

 

131,565

 

Energy Future Intermediate Holding Co. LLC/EFIH Finance Inc., Senior Secured Notes

 

10.000

%

12/1/20

 

885,000

 

943,817

 

Total Independent Power Producers & Energy Traders

 

 

 

 

 

 

 

2,308,982

 

 

See Notes to Financial Statements.


 

10

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Multi-Utilities — 0.5%

 

 

 

 

 

 

 

 

 

Dominion Resources Inc., Senior Notes

 

5.700

%

9/17/12

 

770,000

 

$

813,951

 

Total Utilities

 

 

 

 

 

 

 

5,729,976

 

Total Corporate Bonds & Notes (Cost — $75,346,486)

 

 

 

 

 

 

 

79,793,776

 

Asset-Backed Securities — 32.0%

 

 

 

 

 

 

 

 

 

ABFS Mortgage Loan Trust, 2002-3 M1

 

5.902

%

9/15/33

 

1,121,581

 

896,394

 

Ameriquest Mortgage Securities Inc., 2004-R1 A1B

 

0.586

%

2/25/34

 

639,536

 

521,364

(c)

Ameriquest Mortgage Securities Inc., 2004-R9 M1

 

0.806

%

10/25/34

 

400,000

 

348,980

(c)

Amortizing Residential Collateral Trust, 2004-1 A5

 

0.686

%

10/25/34

 

257,673

 

235,235

(c)

Argent Securities Inc., 2003-W3 M1

 

1.311

%

9/25/33

 

224,552

 

204,613

(c)

Associates Manufactured Housing Pass Through Certificates, 1997-CLB2

 

8.900

%

6/15/28

 

2,833,249

 

2,875,748

(b)

Associates Manufactured Housing Pass- Through Certificates, 1997-1 B1

 

7.600

%

6/15/28

 

379,869

 

402,065

(c)(e)

Bank of America Manufactured Housing Contract Trust, 1997-2M

 

6.900

%

4/10/28

 

100,000

 

152,932

(c)

Bayview Financial Acquisition Trust, 2007-B 2A1

 

0.486

%

8/28/47

 

597,707

 

579,295

(c)

Bayview Financial Asset Trust, 2004-SSRA A1

 

0.786

%

12/25/39

 

377,371

 

303,784

(a)(c)

Bayview Financial Asset Trust, 2007-SR1A A

 

0.636

%

3/25/37

 

2,178,872

 

1,590,576

(a)(c)

Bayview Financial Asset Trust, 2007-SR1A M1

 

0.986

%

3/25/37

 

1,432,818

 

931,332

(a)(b)(c)

Bayview Financial Asset Trust, 2007-SR1A M3

 

1.336

%

3/25/37

 

543,483

 

288,046

(a)(c)

Bayview Financial Asset Trust, 2007-SR1A M4

 

1.686

%

3/25/37

 

148,223

 

68,182

(a)(c)

Bear Stearns Asset Backed Securities Trust, 2006-SD3 1P0, STRIPS

 

0.000

%

8/25/36

 

1,067,942

 

739,977

(b)

Bear Stearns Asset Backed Securities Trust, 2007-SD1 1A3A

 

6.500

%

10/25/36

 

1,305,536

 

1,014,349

 

Centex Home Equity Loan Trust, 2003-B AF4

 

3.735

%

2/25/32

 

349,152

 

307,464

 

Citigroup Mortgage Loan Trust Inc., 2006-SHL1 A1

 

0.386

%

11/25/45

 

198,289

 

174,178

(a)(c)

Contimortgage Home Equity Trust, 1997-4 B1F

 

7.330

%

10/15/28

 

410,986

 

421,646

 

Countrywide Asset-Backed Certificates, 2006-3 3A1

 

0.376

%

6/25/36

 

853,790

 

600,992

(c)

Countrywide Asset-Backed Certificates, 2007-13 2A1

 

1.086

%

10/25/47

 

1,171,558

 

817,892

(c)

Countrywide Asset-Backed Certificates, 2007-SEA2 1A1

 

1.186

%

8/25/47

 

59,156

 

39,534

(a)(b)(c)

Countrywide Home Equity Loan Trust, 2006-HW 2A1B

 

0.369

%

11/15/36

 

548,073

 

421,307

(c)

Countrywide Home Equity Loan Trust, 2007-B A

 

0.337

%

2/15/37

 

641,799

 

500,004

(c)

Countrywide Home Equity Loan Trust, 2007-GW A

 

0.737

%

8/15/37

 

1,295,931

 

1,076,247

(c)

Credit-Based Asset Servicing & Securitization, 2005-CB4 M1

 

0.606

%

8/25/35

 

2,000,000

 

1,484,194

(c)

 

See Notes to Financial Statements.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

11

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Asset-Backed Securities — continued

 

 

 

 

 

 

 

 

 

Credit-Based Asset Servicing and Securitization LLC, 2004-CB2 M1

 

0.966

%

7/25/33

 

2,209,205

 

$

1,624,822

(c)(k)

Credit-Based Asset Servicing and Securitization LLC, 2005-RP1 M1

 

0.806

%

1/25/35

 

780,000

 

689,958

(a)(c)

CS First Boston Mortgage Securities Corp., 2004-CF2 2A1

 

0.656

%

5/25/44

 

41,931

 

40,657

(a)(c)

Educap Student Loan Asset-Backed Notes, 2004-1 B

 

2.030

%

6/25/38

 

1,500,000

 

1,320,000

(b)(c)

Ellington Loan Acquisition Trust, 2007-1 A2A1

 

1.186

%

5/26/37

 

176,976

 

158,584

(a)(c)

EMC Mortgage Loan Trust, 2003-B A1

 

0.736

%

11/25/41

 

87,393

 

78,618

(a)(c)

First Horizon ABS Trust, 2007-HE1 A

 

0.316

%

9/25/29

 

816,394

 

635,916

(c)

Firstfed Corp. Manufactured Housing Contract, 1996-1 B

 

8.060

%

10/15/22

 

1,845,936

 

1,772,661

(a)(k)

Fremont Home Loan Trust, 2006-2 2A2

 

0.296

%

2/25/36

 

150,478

 

149,210

(c)

Global Franchise Trust, 1998-1 A2

 

6.659

%

10/10/11

 

110,848

 

108,691

(a)

GMAC Mortgage Corp. Loan Trust, 2004-VF1 A1

 

0.936

%

2/25/31

 

459,595

 

397,899

(a)(c)

Green Tree Financial Corp., 1992-2 B

 

9.150

%

1/15/18

 

109,544

 

53,058

 

Green Tree Financial Corp., 1993-1 B

 

8.450

%

4/15/18

 

162,914

 

139,896

 

Green Tree Home Improvement Loan Trust, 1996-D HIB2

 

8.000

%

9/15/27

 

43,355

 

29,973

 

Green Tree Recreational Equiptment & Consumer Trust, 1996-C CTFS

 

7.650

%

10/15/17

 

13,265

 

12,090

 

Greenpoint Manufactured Housing, 1999-2 A2

 

3.109

%

3/18/29

 

275,000

 

229,625

(c)

Greenpoint Manufactured Housing, 1999-3 2A2

 

3.696

%

6/19/29

 

125,000

 

104,375

(c)

Greenpoint Manufactured Housing, 1999-4 A2

 

3.695

%

2/20/30

 

125,000

 

104,375

(c)

Greenpoint Manufactured Housing, 1999-5 A5

 

7.820

%

12/15/29

 

706,000

 

770,614

(c)

Greenpoint Manufactured Housing, 2000-4 A3

 

2.253

%

8/21/31

 

800,000

 

672,000

(c)

Greenpoint Manufactured Housing, 2000-6 A3

 

2.195

%

11/22/31

 

225,000

 

186,000

(c)

Greenpoint Manufactured Housing, 2000-7 A2

 

3.686

%

11/17/31

 

425,000

 

359,125

(c)

Greenpoint Manufactured Housing, 2001-2 IA2

 

3.690

%

2/20/32

 

300,000

 

243,735

(c)

Greenpoint Manufactured Housing, 2001-2 IIA2

 

3.689

%

3/13/32

 

375,000

 

294,946

(c)

GSAA Home Equity Trust, 2006-19 A3A

 

0.426

%

12/25/36

 

831,587

 

403,791

(c)

GSAMP Trust, 2003-SEA2 A1

 

4.422

%

7/25/33

 

1,999,947

 

1,714,418

 

GSRPM Mortgage Loan Trust, 2006-1 A1

 

0.486

%

3/25/35

 

156,277

 

133,594

(a)(c)

Indymac Manufactured Housing Contract, 1997-1 A5

 

6.970

%

2/25/28

 

229,759

 

228,129

 

Lehman XS Trust, 2007-1 WF1

 

5.724

%

1/25/37

 

912,464

 

533,746

(c)

Merit Securities Corp., 13 A4

 

7.930

%

12/28/33

 

2,714,831

 

2,915,455

(c)

Morgan Stanley ABS Capital I, 2003-SD1 A1

 

1.186

%

3/25/33

 

23,540

 

20,805

(c)

Morgan Stanley Capital Inc., 2003-NC9 M

 

1.311

%

9/25/33

 

2,037,670

 

1,532,916

(c)(k)

MSDWCC Heloc Trust, 2003-2 A

 

0.454

%

4/25/16

 

121,625

 

112,792

(c)

 

See Notes to Financial Statements.

 


 

12

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Asset-Backed Securities — continued

 

 

 

 

 

 

 

 

 

New Century Home Equity Loan Trust, 2004-2 A2

 

0.556

%

8/25/34

 

475,320

 

$

367,373

(c)

New Century Home Equity Loan Trust, 2004-3 M1

 

1.116

%

11/25/34

 

917,006

 

684,558

(c)

Oakwood Mortgage Investors Inc., 2002-B A3

 

6.060

%

3/15/25

 

262,910

 

257,197

(c)

Option One Mortgage Loan Trust, 2003-2 A2

 

0.862

%

4/25/33

 

417,578

 

352,341

(c)

Origen Manufactured Housing, 2006-A A2

 

3.697

%

10/15/37

 

2,700,000

 

1,809,000

(c)

Origen Manufactured Housing, 2007-A A2

 

3.697

%

4/15/37

 

3,600,000

 

2,340,000

(c)

PAMCO CLO, 1997-1A B

 

7.910

%

8/6/11

 

775,612

 

232,684

(b)(d)

Park Place Securities Inc., 2004-WCW1 M2

 

0.866

%

9/25/34

 

1,900,000

 

1,749,478

(c)

Park Place Securities Inc., 2004-WHQ2 M2

 

0.816

%

2/25/35

 

750,000

 

636,197

(c)

Pegasus Aviation Lease Securitization, 2000-1 A2

 

8.370

%

3/25/30

 

1,600,000

 

736,000

(a)

People’s Choice Home Loan Securities Trust, 2004-1 A3

 

1.226

%

6/25/34

 

400,842

 

354,960

(c)

RAAC Series, 2007-RP1 M1

 

0.736

%

5/25/46

 

210,000

 

35,967

(a)(c)

Renaissance Home Equity Loan Trust, 2004-2 AF4

 

5.392

%

7/25/34

 

566,852

 

574,054

 

Renaissance Home Equity Loan Trust, 2005-3 AV3

 

0.566

%

11/25/35

 

790,138

 

529,149

(c)

Residential Asset Mortgage Products Inc., 2004-RZ1 AII

 

0.666

%

3/25/34

 

384,530

 

253,734

(c)

Residential Asset Securities Corp., 2001-KS3 AII

 

0.646

%

9/25/31

 

300,571

 

234,385

(c)

Residential Asset Securities Corp., 2002-KS2 AI6

 

6.228

%

4/25/32

 

555,230

 

567,919

(c)

Residential Asset Securities Corp., 2003-KS8 AI6

 

4.830

%

10/25/33

 

834,140

 

818,196

(c)

Settlement Fee Finance LLC, 2004-1A A

 

9.100

%

7/25/34

 

954,354

 

988,402

(a)

SLM Student Loan Trust, 2001-4 B

 

0.774

%

1/25/21

 

1,000,000

 

947,600

(b)(c)

Structured Asset Securities Corp., 2002-AL1 A3

 

3.450

%

2/25/32

 

796,895

 

745,295

 

Structured Asset Securities Corp., 2003-AL1 A

 

3.357

%

4/25/31

 

116,136

 

112,134

(a)

Structured Asset Securities Corp., 2005-4XS 2A1A

 

1.961

%

3/25/35

 

536,256

 

395,330

(c)

Structured Asset Securities Corp., 2006-GEL3 A2

 

0.416

%

7/25/36

 

1,800,000

 

1,321,042

(a)(c)

Structured Asset Securities Corp., 2007-BC1 A2

 

0.236

%

2/25/37

 

443,640

 

429,315

(c)

Vanderbilt Mortgage Finance, 1997-B 1B2

 

8.155

%

10/7/26

 

446,461

 

407,505

 

Vanderbilt Mortgage Finance, 1997-C 1B2

 

7.830

%

8/7/27

 

124,497

 

119,777

(c)

Vanderbilt Mortgage Finance, 2000-B IB2

 

9.250

%

7/7/30

 

789,873

 

777,457

(c)

Total Asset-Backed Securities (Cost — $49,270,471)

 

 

 

 

 

 

 

53,545,853

 

Collateralized Mortgage Obligations — 38.0%

 

 

 

 

 

 

 

 

 

American Home Mortgage Investment Trust, 2007-A 4A

 

0.636

%

7/25/46

 

797,499

 

245,954

(a)(c)

Banc of America Funding Corp., 2004-B 6A1

 

3.221

%

12/20/34

 

578,569

 

289,582

(c)

Bayview Commercial Asset Trust, 2005-3A A2

 

0.586

%

11/25/35

 

662,416

 

548,620

(a)(c)

Bayview Commercial Asset Trust, 2005-4A A1

 

0.486

%

1/25/36

 

387,132

 

321,293

(a)(c)

BCAP LLC Trust, 2009-RR12 2A2

 

0.554

%

3/26/35

 

1,844,014

 

645,405

(a)(b)(c)

Bear Stearns Adjustable Rate Mortgage Trust, 2004-1 23A1

 

5.465

%

4/25/34

 

373,692

 

365,451

(c)

 

See Notes to Financial Statements.


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

13

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Collateralized Mortgage Obligations — continued

 

 

 

 

 

 

 

 

 

Bear Stearns Alt-A Trust, 2004-3 A1

 

0.826

%

4/25/34

 

466,780

 

$

389,039

(c)

Bear Stearns Alt-A Trust, 2004-8 1A

 

0.536

%

9/25/34

 

246,687

 

202,702

(c)

Bear Stearns Alt-A Trust, 2005-10 21A1

 

3.058

%

1/25/36

 

1,186,709

 

640,737

(c)

Bear Stearns Asset Backed Securities Trust, 2002-AC1 B4

 

7.000

%

1/25/32

 

891,461

 

195,141

(a)(b)

Bella Vista Mortgage Trust, 2004-2 A1

 

0.556

%

2/25/35

 

2,063,917

 

1,162,314

(c)

BlackRock Capital Finance LP, 1997-R2 B5

 

6.188

%

12/25/35

 

323,137

 

21,812

(a)(b)(c)

CBA Commercial Small Balance Commercial Trust, 2005-1A

 

0.506

%

7/25/35

 

1,571,608

 

961,400

(a)(c)

Chevy Chase Mortgage Funding Corp., 2004-3A A1

 

0.436

%

8/25/35

 

1,454,762

 

1,008,365

(a)(c)

Chevy Chase Mortgage Funding Corp., 2004-4A A1

 

0.416

%

10/25/35

 

2,062,158

 

1,364,266

(a)(c)

Chevy Chase Mortgage Funding Corp., 2005-4A A1

 

0.386

%

10/25/36

 

1,836,112

 

1,164,615

(a)(c)

CNL Funding, 1998-1 C2

 

0.936

%

9/18/11

 

2,195,396

 

1,985,736

(a)(c)

Countrywide Home Loan Mortgage Pass-Through Trust, 2004-HYB5 7A1

 

2.309

%

4/20/35

 

3,121,167

 

2,397,443

(c)

Countrywide Home Loans, 2004-R1 1AF

 

0.586

%

11/25/34

 

1,560,059

 

1,390,950

(a)(c)

Countrywide Home Loans, 2004-R2 1AF1

 

0.606

%

11/25/34

 

469,031

 

407,947

(a)(c)

Countrywide Home Loans, 2005-7 1A1

 

0.456

%

3/25/35

 

1,463,428

 

1,130,341

(c)

Countrywide Home Loans, 2005-R2 2A1

 

7.000

%

6/25/35

 

1,415,888

 

1,458,496

(a)

Countrywide Home Loans Mortgage Pass-Through Trust, 2005-09 1A1

 

0.486

%

5/25/35

 

1,632,113

 

1,116,299

(c)

Countrywide Home Loans Mortgage Pass-Through Trust, 2005-R1 1AF1

 

0.546

%

3/25/35

 

771,083

 

658,309

(a)(c)

Credit Suisse Mortgage Capital Certificates, 2007-C3 A4

 

5.905

%

6/15/39

 

242,000

 

256,063

(c)

Credit Suisse Mortgage Capital Certificates, 2009-16R 4A1

 

2.613

%

3/26/35

 

428,314

 

403,686

(a)(c)

Extended Stay America Trust, 2010-ESHA XB1, IO

 

1.368

%

1/5/16

 

20,500,000

 

357,126

(a)(c)

Federal Home Loan Mortgage Corp. (FHLMC), K007 X1, IO

 

1.413

%

4/25/20

 

11,255,769

 

841,573

(c)

Federal Home Loan Mortgage Corp. (FHLMC), K007 X1, IO

 

1.685

%

8/25/20

 

5,875,081

 

531,915

(c)

Federal Home Loan Mortgage Corp. (FHLMC), K008 X1, IO

 

1.842

%

6/25/20

 

993,457

 

99,407

(c)

GMAC Commercial Mortgage Securities Inc., 1998-C2 F

 

6.500

%

5/15/35

 

1,000,000

 

1,035,368

(a)

Greenpoint Mortgage Funding Trust, 2005-AR5 2A2

 

0.456

%

11/25/46

 

2,245,560

 

1,062,374

(c)

Greenpoint Mortgage Funding Trust, 2005-AR5 3A2

 

0.456

%

11/25/46

 

1,671,603

 

807,384

(c)

GS Mortgage Securities Corp., IO

 

2.370

%

2/10/21

 

6,193,228

 

274,979

(a)(b)(c)

GS Mortgage Securities Corp., IO

 

1.342

%

3/10/44

 

16,158,029

 

958,443

(a)(c)

 

See Notes to Financial Statements.

 


 

14

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Collateralized Mortgage Obligations — continued

 

 

 

 

 

 

 

 

 

GS Mortgage Securities Corp., 2010-C1 X, IO

 

1.711

%

8/10/43

 

12,909,097

 

$

1,211,432

(a)(c)

GSMPS Mortgage Loan Trust, 2001-2 A

 

7.500

%

6/19/32

 

1,549,865

 

1,550,911

(a)(c)

GSMPS Mortgage Loan Trust, 2004-4 1AF

 

0.586

%

6/25/34

 

973,796

 

813,244

(a)(c)

GSMPS Mortgage Loan Trust, 2005-RP1 1AF

 

0.536

%

1/25/35

 

274,600

 

234,358

(a)(c)

GSMPS Mortgage Loan Trust, 2005-RP1 2A1

 

3.994

%

1/25/35

 

1,560,405

 

1,470,933

(a)(c)

GSMPS Mortgage Loan Trust, 2005-RP3 1AF

 

0.536

%

9/25/35

 

1,256,569

 

1,057,186

(a)(c)

Harborview Mortgage Loan Trust, 2004-10 4A

 

2.712

%

1/19/35

 

421,331

 

393,157

(c)

Harborview Mortgage Loan Trust, 2004-8 3A2

 

0.586

%

11/19/34

 

162,289

 

97,312

(c)

Harborview Mortgage Loan Trust, 2005-9 B10

 

1.936

%

6/20/35

 

1,089,329

 

85,310

(c)

Impac CMB Trust, 2004-9 1A1

 

0.946

%

1/25/35

 

54,134

 

42,171

(c)

IMPAC CMB Trust, 2005-2 2A2

 

0.586

%

4/25/35

 

335,497

 

283,019

(c)

Impac CMB Trust, 2A-10

 

0.826

%

3/25/35

 

434,919

 

302,171

(c)

Indymac Index Mortgage Loan Trust, 2007-AR15 2A1

 

5.179

%

8/25/37

 

4,731,587

 

2,882,251

(c)

Jefferies & Co., 2009-B 9A

 

0.516

%

11/21/35

 

167,584

 

342,893

(a)(b)(c)

JPMorgan Mortgage Trust, 2007-A2 4A2

 

5.895

%

4/25/37

 

300,000

 

260,249

(c)

JPMorgan Reremic, 2009-5 6A1

 

5.895

%

4/26/37

 

257,155

 

256,899

(a)(c)

LB-UBS Commercial Mortgage Trust, 2001-C3 X, STRIPS, IO

 

0.979

%

6/15/36

 

916,863

 

274

(a)(c)(e)

Luminent Mortgage Trust, 2006-6 A1

 

0.386

%

10/25/46

 

1,071,132

 

715,785

(c)

MASTR Adjustable Rate Mortgages Trust, 2004-13 3A7

 

2.836

%

11/21/34

 

2,000,000

 

1,908,094

(c)

MASTR Alternative Loans Trust, PAC, 2003-7 7A1

 

0.586

%

11/25/33

 

188,400

 

186,368

(c)

MASTR ARM Trust, 2004-7 6M1

 

0.836

%

8/25/34

 

800,000

 

636,565

(c)

Merit Securities Corp., 11PA 3A1

 

0.811

%

4/28/27

 

168,935

 

142,880

(a)(c)

Merit Securities Corp., 11PA B3

 

2.436

%

9/28/32

 

850,000

 

570,959

(a)(c)

Metropolitan Asset Funding Inc., 1998-BI B1

 

8.000

%

11/20/24

 

881,653

 

539,743

(c)

Morgan Stanley Capital I, 1999-LIFE E

 

7.054

%

4/15/33

 

85,464

 

85,302

(c)

Nomura Asset Acceptance Corp., 2004-AR4 1A1

 

2.456

%

12/25/34

 

470,616

 

444,371

(c)

Prime Mortgage Trust, 2005-2 2XB, STRIPS

 

1.743

%

10/25/32

 

3,535,777

 

219,572

(b)(c)

Prime Mortgage Trust, 2005-5 1X, STRIPS, IO

 

0.909

%

7/25/34

 

7,571,179

 

120,789

(c)

Prime Mortgage Trust, 2005-5 1XB, STRIPS, IO

 

1.354

%

7/25/34

 

2,621,657

 

24,119

(b)(c)

Regal Trust IV, 1999-1 A

 

2.969

%

9/29/31

 

96,028

 

88,605

(a)(c)

Residential Asset Mortgage Products Inc., 2004-SL4 A5

 

7.500

%

7/25/32

 

1,257,756

 

1,266,210

 

Residential Asset Mortgage Products, Inc., 2005-SL2 AP0, STRIPS

 

0.010

%

2/25/32

 

231,351

 

214,734

 

Residential Asset Securitization Trust, 2003-A1 A2

 

0.686

%

3/25/33

 

75,880

 

75,600

(c)

Sequoia Mortgage Trust, 2003-2 A2

 

0.735

%

6/20/33

 

47,370

 

39,601

(c)

Sequoia Mortgage Trust, 2004-10 A1A

 

0.496

%

11/20/34

 

29,164

 

26,499

(c)

 

See Notes to Financial Statements.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

15

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Collateralized Mortgage Obligations — continued

 

 

 

 

 

 

 

 

 

Sequoia Mortgage Trust, 2004-11 A1

 

0.486

%

12/20/34

 

42,812

 

$

37,378

(c)

Sequoia Mortgage Trust, 2004-12 A1

 

0.456

%

1/20/35

 

352,447

 

281,620

(c)

Structured Asset Securities Corp., 1998-RF2 A

 

7.946

%

7/15/27

 

439,092

 

438,145

(a)(c)

Structured Asset Securities Corp., 2002-9 A2

 

0.486

%

10/25/27

 

957,269

 

841,080

(c)

Structured Asset Securities Corp., 2003-9A 2A2

 

2.538

%

3/25/33

 

246,704

 

225,148

(c)

Structured Asset Securities Corp., 2004-NP1 A

 

0.586

%

9/25/33

 

263,408

 

233,448

(a)(c)

Structured Asset Securities Corp., 2005-4XS 3A4

 

4.790

%

3/25/35

 

890,000

 

882,801

 

Structured Asset Securities Corp., 2005-RF2 A

 

0.536

%

4/25/35

 

1,233,103

 

1,012,850

(a)(c)

Structured Asset Securities Corp., 2005-RF3 2A

 

4.049

%

6/25/35

 

2,097,190

 

1,806,129

(a)(c)(k)

Thornburg Mortgage Securities Trust, 2003-4 A1

 

0.506

%

9/25/43

 

890,365

 

833,465

(c)

Thornburg Mortgage Securities Trust, 2004-03 A

 

0.926

%

9/25/44

 

892,366

 

831,063

(c)

Thornburg Mortgage Securities Trust, 2007-4 2A1

 

6.156

%

9/25/37

 

639,469

 

621,245

(c)

Thornburg Mortgage Securities Trust, 2007-4 3A1

 

6.027

%

9/25/37

 

670,478

 

666,184

(c)

WaMu Mortgage Pass-Through Certificates, 2004-AR08 A1

 

0.608

%

6/25/44

 

450,434

 

334,021

(c)

WaMu Mortgage Pass-Through Certificates, 2004-AR13 A2A

 

0.558

%

11/25/34

 

1,900,155

 

1,537,716

(c)

WaMu Mortgage Pass-Through Certificates, 2004-AR6 A

 

0.608

%

5/25/44

 

704,268

 

546,555

(c)

WaMu Mortgage Pass-Through Certificates, 2007-HY7 2A3

 

5.558

%

7/25/37

 

1,799,883

 

1,214,430

(c)

Washington Mutual Alternative Mortgage Pass-Through Certificates, 2006-5 3A3

 

6.221

%

7/25/36

 

833,768

 

462,661

 

Washington Mutual Alternative Mortgage Pass-Through Certificates, 2006-7 A2A

 

5.667

%

9/25/36

 

1,376,386

 

832,947

 

Washington Mutual Alternative Mortgage Pass-Through Certificates, 2006-7 A3

 

6.081

%

9/25/36

 

168,207

 

99,836

 

Washington Mutual Inc., 2004-AR11

 

2.718

%

10/25/34

 

515,182

 

479,034

(c)

Washington Mutual Inc., 2004-AR12 A2A

 

0.578

%

10/25/44

 

549,545

 

442,256

(c)

Washington Mutual Inc., 2005-AR8 2A1A

 

0.476

%

7/25/45

 

442,674

 

358,620

(c)

Washington Mutual Inc. Mortgage Pass-Through Certificates, 2004-AR02 A

 

1.678

%

4/25/44

 

316,803

 

256,813

(c)

Washington Mutual Inc. Mortgage Pass-Through Certificates, 2004-AR13 A1A

 

0.548

%

11/25/34

 

1,351,147

 

1,102,283

(c)

Washington Mutual Inc., Mortgage Pass-Through Certificates, 2005-AR06 2A1A

 

0.416

%

4/25/45

 

396,544

 

328,500

(c)

Washington Mutual Inc., Mortgage Pass-Through Certificates, 2005-AR08 1A1A

 

0.456

%

7/25/45

 

30,426

 

24,456

(c)

Washington Mutual Inc., Mortgage Pass-Through Certificates, 2005-AR09 A1A

 

0.506

%

7/25/45

 

204,457

 

167,856

(c)

Washington Mutual Inc., Mortgage Pass-Through Certificates, 2005-AR13 A1A1

 

0.476

%

10/25/45

 

364,367

 

298,286

(c)

 

See Notes to Financial Statements.

 


 

16

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Collateralized Mortgage Obligations — continued

 

 

 

 

 

 

 

 

 

Washington Mutual Inc., Mortgage Pass-Through Certificates, 2005-AR19 A1A1

 

0.456

%

12/25/45

 

743,542

 

$

613,956

(c)

Washington Mutual Inc., MSC Pass-Through Certificates, 2004-RA1 2A

 

7.000

%

3/25/34

 

44,990

 

46,766

 

Washington Mutual Mortgage Pass-Through Certificates, 2006-AR5 3A

 

1.218

%

7/25/46

 

1,345,887

 

547,969

(c)

Total Collateralized Mortgage Obligations (Cost — $59,852,536)

 

 

 

63,695,618

 

Collateralized Senior Loans — 6.0%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 2.3%

 

 

 

 

 

 

 

 

 

Carmike Cinemas Inc., Term Loan

 

5.500

%

1/27/16

 

887,589

 

888,698

(g)

Getty Images Inc., Term Loan B

 

5.250

%

11/7/16

 

992,500

 

996,842

(g)

Las Vegas Sands LLC, Delayed Draw Term Loan

 

2.690

%

11/23/16

 

166,092

 

161,026

(g)

Las Vegas Sands LLC, Term Loan B

 

2.690

%

11/23/16

 

826,389

 

800,105

(g)

Univision Communications Inc.

 

4.436

%

3/31/17

 

990,478

 

939,941

(g)

Total Consumer Discretionary

 

 

 

 

 

 

 

3,786,612

 

Health Care — 2.3%

 

 

 

 

 

 

 

 

 

Community Health Systems Inc., Term Loan B

 

3.754

%

1/25/17

 

1,495,000

 

1,443,976

(g)

Grifols Inc., Term Loan B

 

6.000

%

11/23/16

 

1,500,000

 

1,505,313

(g)

MedAssets Inc., Term Loan B

 

5.250

%

11/16/16

 

955,630

 

957,620

(g)

Total Health Care

 

 

 

 

 

 

 

3,906,909

 

Industrials — 0.0%

 

 

 

 

 

 

 

 

 

Trico Shipping AS, Term Loan A

 

10.000

%

5/12/14

 

66,208

 

66,208

(b)(g)

Information Technology — 1.4%

 

 

 

 

 

 

 

 

 

First Data Corp., Term Loan B

 

4.186

%

3/23/18

 

424,158

 

388,641

(g)

First Data Corp., Term Loan B2

 

2.936

%

9/24/14

 

514,436

 

475,912

(g)

Freescale Semiconductor Inc., Term Loan

 

4.441

%

12/1/16

 

1,483,221

 

1,474,646

(g)

Total Information Technology

 

 

 

 

 

 

 

2,339,199

 

Total Collateralized Senior Loans (Cost — $10,090,816)

 

 

 

 

 

 

 

10,098,928

 

Mortgage-Backed Securities — 0.3%

 

 

 

 

 

 

 

 

 

FNMA — 0.3%

 

 

 

 

 

 

 

 

 

Federal National Mortgage Association (FNMA), Whole Loan (Cost — $472,258)

 

6.500

%

8/25/44

 

459,360

 

511,671

 

Municipal Bonds — 6.6%

 

 

 

 

 

 

 

 

 

Florida — 1.6%

 

 

 

 

 

 

 

 

 

Florida Educational Loan Marketing Corp., 2002-1 B

 

0.490

%

12/1/36

 

700,000

 

559,650

(c)(h)

Florida Educational Loan Marketing Corp., Education Loan Revenue

 

0.405

%

12/1/18

 

2,500,000

 

2,084,375

(b)(c)(h)

Total Florida

 

 

 

 

 

 

 

2,644,025

 

 

See Notes to Financial Statements.


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

17

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Kentucky — 0.9%

 

 

 

 

 

 

 

 

 

Carroll County, KY, PCR, Kentucky Utilities Co. Project, AMBAC

 

0.180

%

10/1/32

 

1,800,000

 

$

1,505,250

(b)(c)

Nevada — 0.8%

 

 

 

 

 

 

 

 

 

Washoe County, NV, Pollution Control, Gas & Water Facilities Revenue, Sierra Pacific Power Co., AMBAC

 

0.521

%

3/1/36

 

1,700,000

 

1,411,000

(b)(c)(h)

New York — 0.8%

 

 

 

 

 

 

 

 

 

New York State Energy Research & Development Authority Facilities Revenue, Consolidated Edison Co. of New York Inc., AMBAC

 

0.315

%

10/1/36

 

1,600,000

 

1,212,000

(c)(h)

New York State Energy Research & Development Authority, Gas Facilities Revenue, Brooklyn Union Gas Project, NATL-RE

 

1.173

%

12/1/20

 

200,000

 

154,000

(c)

Total New York

 

 

 

 

 

 

 

1,366,000

 

Pennsylvania — 2.5%

 

 

 

 

 

 

 

 

 

Pennsylvania State Higher Education Assistance Agency, Student Loan Revenue

 

0.164

%

6/1/47

 

4,525,000

 

4,153,950

(c)

Total Municipal Bonds (Cost — $10,977,164)

 

 

 

 

 

 

 

11,080,225

 

Non-U.S. Treasury Inflation Protected Securities — 5.8%

 

 

 

 

 

 

 

 

 

Brazil Nota do Tesouro Nacional

 

6.000

%

5/15/45

 

4,700,000

 

6,247,020

 

Brazil Nota do Tesouro Nacional, Notes

 

6.000

%

8/15/50

 

5,339,201

 

3,487,212

 

Total Non-U.S. Treasury Inflation Protected Securities (Cost — $8,045,628)

 

 

 

9,734,232

 

Sovereign Bonds — 1.4%

 

 

 

 

 

 

 

 

 

Brazil — 0.2%

 

 

 

 

 

 

 

 

 

Brazil Nota do Tesouro Nacional, Notes

 

10.000

%

1/1/14

 

280,000

BRL

169,814

 

Brazil Nota do Tesouro Nacional, Notes

 

10.000

%

1/1/17

 

312,000

BRL

181,246

 

Total Brazil

 

 

 

 

 

 

 

351,060

 

Honduras — 0.0%

 

 

 

 

 

 

 

 

 

Republic of Honduras

 

0.235

%

10/1/11

 

17,624

 

17,649

(c)

India — 0.1%

 

 

 

 

 

 

 

 

 

ICICI Bank Ltd., Junior Subordinated Bonds

 

6.375

%

4/30/22

 

184,000

 

179,400

(a)(c)

Malaysia — 0.4%

 

 

 

 

 

 

 

 

 

Government of Malaysia, Senior Bonds

 

3.835

%

8/12/15

 

1,500,000

MYR

504,991

 

Government of Malaysia, Senior Bonds

 

4.262

%

9/15/16

 

290,000

MYR

99,301

 

Total Malaysia

 

 

 

 

 

 

 

604,292

 

Mexico — 0.7%

 

 

 

 

 

 

 

 

 

Mexican Bonos, Bonds

 

8.000

%

6/11/20

 

10,180,000

MXN

930,618

 

United Mexican States, Bonds

 

10.000

%

12/5/24

 

2,750,000

MXN

289,451

 

Total Mexico

 

 

 

 

 

 

 

1,220,069

 

 

See Notes to Financial Statements.


 

18

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Venezuela — 0.0%

 

 

 

 

 

 

 

 

 

Bolivarian Republic of Venezuela, Collective Action Securities, Global Senior Bonds

 

9.375

%

1/13/34

 

2,000

 

$

1,425

 

Total Sovereign Bonds (Cost — $2,352,911)

 

 

 

 

 

 

 

2,373,895

 

U.S. Government & Agency Obligations — 1.8%

 

 

 

 

 

 

 

 

 

U.S. Government Obligations — 1.8%

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds

 

4.250

%

11/15/40

 

2,680,000

 

2,619,700

 

U.S. Treasury Notes

 

3.125

%

5/15/21

 

320,000

 

319,101

 

Total U.S. Government & Agency Obligations (Cost — $2,943,585)

 

 

 

2,938,801

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares

 

 

 

Common Stocks — 0.6%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 0.3%

 

 

 

 

 

 

 

 

 

Automobiles — 0.1%

 

 

 

 

 

 

 

 

 

General Motors Co.

 

 

 

 

 

8,588

 

260,732

*

Media — 0.2%

 

 

 

 

 

 

 

 

 

Charter Communications Inc., Class A Shares

 

 

 

 

 

4,936

 

267,827

*

Total Consumer Discretionary

 

 

 

 

 

 

 

528,559

 

Energy — 0.0%

 

 

 

 

 

 

 

 

 

Oil, Gas & Consumable Fuels — 0.0%

 

 

 

 

 

 

 

 

 

SemGroup Corp., Class A Shares

 

 

 

 

 

789

 

20,254

*

Industrials — 0.1%

 

 

 

 

 

 

 

 

 

Building Products — 0.0%

 

 

 

 

 

 

 

 

 

Ashton Woods USA LLC, Class B Membership

 

 

 

 

 

20

 

12,900

(b)(e)

Nortek Inc.

 

 

 

 

 

1,206

 

43,404

*

Total Building Products

 

 

 

 

 

 

 

56,304

 

Marine — 0.1%

 

 

 

 

 

 

 

 

 

DeepOcean Group Holding AS

 

 

 

 

 

8,860

 

132,900

(b)

Total Industrials

 

 

 

 

 

 

 

189,204

 

Materials — 0.2%

 

 

 

 

 

 

 

 

 

Chemicals — 0.2%

 

 

 

 

 

 

 

 

 

Georgia Gulf Corp.

 

 

 

 

 

8,950

 

216,053

*

Total Common Stocks (Cost — $1,365,382)

 

 

 

 

 

 

 

954,070

 

 

See Notes to Financial Statements.


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

19

 

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

 

 

Shares

 

Value

 

Convertible Preferred Stocks — 0.1%

 

 

 

 

 

 

 

 

 

Financials — 0.1%

 

 

 

 

 

 

 

 

 

Thrifts & Mortgage Finance — 0.1%

 

 

 

 

 

 

 

 

 

Federal National Mortgage Association (FNMA)
(Cost — $1,357,500)

 

5.375

%

 

 

15

 

$

136,875

*

Preferred Stocks — 0.0%

 

 

 

 

 

 

 

 

 

Consumer Discretionary — 0.0%

 

 

 

 

 

 

 

 

 

Automobiles — 0.0%

 

 

 

 

 

 

 

 

 

Escrow GCB General Motors

 

0.000

%

 

 

55,025

 

35,766

(e)

Media — 0.0%

 

 

 

 

 

 

 

 

 

CMP Susquehanna Radio Holdings Corp.

 

0.000

%

 

 

3,171

 

0

*(a)(e)(i)

Total Consumer Discretionary

 

 

 

 

 

 

 

35,766

 

Financials — 0.0%

 

 

 

 

 

 

 

 

 

Diversified Financial Services — 0.0%

 

 

 

 

 

 

 

 

 

Corporate-Backed Trust Certificates, Series 2001-8, Class A-1

 

7.375

%

 

 

33,900

 

0

*(b)(d)(e)(i)

Thrifts & Mortgage Finance — 0.0%

 

 

 

 

 

 

 

 

 

Federal Home Loan Mortgage Corp. (FHLMC)

 

0.000

%

 

 

100

 

465

*(c)

Federal Home Loan Mortgage Corp. (FHLMC)

 

5.000

%

 

 

200

 

930

*

Federal Home Loan Mortgage Corp. (FHLMC)

 

8.375

%

 

 

1,025

 

3,024

*(c)

Total Thrifts & Mortgage Finance

 

 

 

 

 

 

 

4,419

 

Total Financials

 

 

 

 

 

 

 

4,419

 

Total Preferred Stocks (Cost — $39,213)

 

 

 

 

 

 

 

40,185

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expiration

 

 

 

 

 

 

 

 

 

Date

 

Warrants

 

 

 

Warrants — 0.2%

 

 

 

 

 

 

 

 

 

Buffets Restaurant Holdings

 

 

 

4/28/14

 

223

 

2

*(b)(e)

Charter Communications Inc.

 

 

 

11/30/14

 

265

 

3,180

*(b)

CMP Susquehanna Radio Holdings Co.

 

 

 

3/23/19

 

3,624

 

0

*(a)(b)(e)(i)

General Motors Co.

 

 

 

7/10/16

 

7,849

 

167,969

*

General Motors Co.

 

 

 

7/10/19

 

7,849

 

125,035

*

Nortek Inc.

 

 

 

12/7/14

 

576

 

4,608

*(b)(e)

SemGroup Corp.

 

 

 

11/30/14

 

830

 

5,602

*(e)

Total Warrants (Cost — $750,001)

 

 

 

 

 

 

 

306,396

 

Total Investments before Short-Term Investments
(Cost — $222,863,951)

 

 

 

 

 

 

 

235,210,525

 

 

See Notes to Financial Statements.


 

20

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Schedule of investments (unaudited) (cont’d)

June 30, 2011

 

Western Asset Premier Bond Fund

 

Security

 

Rate

 

Maturity
Date

 

Face
Amount†

 

Value

 

Short-Term Investments — 4.7%

 

 

 

 

 

 

 

 

 

Repurchase Agreements — 4.7%

 

 

 

 

 

 

 

 

 

Deutsche Bank Securities Inc. repurchase agreement dated 6/30/11; Proceeds at maturity — $7,915,002; (Fully collateralized by U.S. government agency obligations, 3.500% due 8/17/20; Market value — $8,073,296) (Cost — $7,915,000)

 

0.010

%

7/1/11

 

7,915,000

 

$    7,915,000

 

Total Investments — 145.1% (Cost — $230,778,951#)

 

 

 

 

 

 

 

243,125,525

 

Liabilities in Excess of Other Assets — (2.1)%

 

 

 

 

 

 

 

(3,601,802

)

Liquidation value of Preferred Shares — (43.0)%

 

 

 

 

 

 

 

(72,000,000

)

Total Net Assets — 100.0%

 

 

 

 

 

 

 

$167,523,723

 

 

Face amount denominated in U.S. dollars, unless otherwise noted.

*

Non-income producing security.

(a)

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 Trustees, unless otherwise noted.

(b)

Security is valued in good faith in accordance with procedures approved by the Board of Trustees (See Note 1).

(c)

Variable rate security. Interest rate disclosed is as of the most recent information available.

(d)

The coupon payment on these securities is currently in default as of June 30, 2011.

(e)

Illiquid security.

(f)

Payment-in-kind security for which part of the income earned may be paid as additional principal.

(g)

Interest rates disclosed represent the effective rates on collateralized senior loans. Ranges in interest rates are attributable to multiple contracts under the same loan.

(h)

Income from this issue is considered a preference item for purposes of calculating the alternative minimum tax (“AMT”).

(i)

Value is less than $1.

(j)

The maturity principal is currently in default as of June 30, 2011.

(k)

All or a portion of this security is held by the counterparty as collateral for open reverse repurchase agreements.

#

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

 

 

 

Abbreviations used in this schedule:

 

ARM

— Adjustable Rate Mortgage

 

BRL

— Brazilian Real

 

CMB

— Cash Management Bill

 

IO

— Interest Only

 

MXN

— Mexican Peso

 

MYR

— Malaysian Ringgit

 

PAC

— Planned Amortization Class

 

STRIPS

— Separate Trading of Registered Interest and Principal Securities

 

See Notes to Financial Statements.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

21

 

 

Statement of assets and liabilities (unaudited)

June 30, 2011

 

Assets:

 

 

 

Investments, at value (Cost — $230,778,951)

 

$243,125,525

 

Foreign currency, at value (Cost — $362,272)

 

382,280

 

Cash

 

106,846

 

Interest receivable

 

2,006,712

 

Deposits with brokers for swap contracts

 

300,000

 

Swaps, at value (net premiums paid — $31,725)

 

197,501

 

Receivable for securities sold

 

79,799

 

Principal paydown receivable

 

28,337

 

Receivable for open swap contracts

 

5,712

 

Prepaid expenses

 

37,503

 

Total Assets

 

246,270,215

 

 

 

 

 

Liabilities:

 

 

 

Payable for open reverse repurchase agreement (Note 3)

 

4,935,771

 

Payable for securities purchased

 

1,326,581

 

Swaps, at value (net premium received — $40,322)

 

244,103

 

Management fee payable

 

109,817

 

Interest payable

 

35,084

 

Distributions payable to auction rate preferred stockholders

 

13,462

 

Trustees’ fees payable

 

4,369

 

Payable for open swap contracts

 

3,903

 

Accrued expenses

 

73,402

 

Total Liabilities

 

6,746,492

 

 

 

 

 

Preferred Shares:

 

 

 

No par value, 2,880 shares authorized, issued and outstanding, $25,000 liquidation value per share (Note 6)

 

72,000,000

 

Total Net Assets

 

$167,523,723

 

 

 

 

 

Net Assets:

 

 

 

Common shares, no par value, unlimited number of shares authorized, 11,783,077 shares issued and outstanding (Note 5)

 

$165,356,251

 

Undistributed net investment income

 

9,721,552

 

Accumulated net realized loss on investments, swap contracts and foreign currency transactions

 

(19,887,227)

 

Net unrealized appreciation on investments, swap contracts and foreign currencies

 

12,333,147

 

Total Net Assets

 

$167,523,723

 

 

 

 

 

Shares Outstanding

 

11,783,077

 

 

 

 

 

Net Asset Value

 

$14.22

 

 

See Notes to Financial Statements.

 


 

 

22

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Statement of operations (unaudited)

For the Six Months Ended June 30, 2011

 

Investment Income:

 

 

 

Interest

 

$  8,834,276

 

 

 

 

 

Expenses:

 

 

 

Investment management fee (Note 2)

 

652,141

 

Legal fees

 

40,550

 

Interest expense (Note 3)

 

35,084

 

Shareholder reports

 

29,359

 

Audit and tax

 

29,067

 

Custody fees

 

23,119

 

Fund accounting fees

 

20,045

 

Auction participation fees

 

17,966

 

Excise tax (Note 1)

 

16,666

 

Transfer agent fees

 

13,938

 

Rating agency fees

 

11,915

 

Stock exchange listing fees

 

10,722

 

Trustees’ fees

 

6,393

 

Insurance

 

2,850

 

Auction agent fees

 

1,698

 

Miscellaneous expenses

 

122

 

Total Expenses

 

911,635

 

Net Investment Income

 

7,922,641

 

 

 

 

 

Realized and Unrealized Gain (Loss) on Investments, Swap Contracts and Foreign Currency Transactions (Notes 1, 3 and 4):

 

 

 

Net Realized Gain (Loss) From:

 

 

 

Investment transactions

 

(2,131,110)

 

Swap contracts

 

39,738

 

Foreign currency transactions

 

3,240

 

Net Realized Loss

 

(2,088,132)

 

Change in Net Unrealized Appreciation (Depreciation) From:

 

 

 

Investments

 

5,201,164

 

Swap contracts

 

(132,587)

 

Foreign currencies

 

17,310

 

Change in Net Unrealized Appreciation (Depreciation)

 

5,085,887

 

Net Gain on Investments, Swap Contracts and Foreign Currency Transactions

 

2,997,755

 

Distributions Paid to Auction Rate Preferred Stockholders from Net Investment Income

 

(103,990)

 

Increase in Net Assets from Operations

 

$10,816,406

 

 

See Notes to Financial Statements.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

23

 

 

Statements of changes in net assets

 

For the Six Months Ended June 30, 2011 (unaudited) 
and the Year Ended December 31, 2010

 

 

2011

 

 

2010

 

 

 

 

 

 

 

Operations:

 

 

 

 

 

Net investment income

 

$    7,922,641

 

$   17,135,971

 

Net realized gain (loss)

 

(2,088,132)

 

3,802,044

 

Change in net unrealized appreciation (depreciation)

 

5,085,887

 

14,388,419

 

Distributions paid to auction rate preferred stockholders from net investment income

 

(103,990)

 

(219,880)

 

Increase in Net Assets From Operations

 

10,816,406

 

35,106,554

 

 

 

 

 

 

 

Distributions to Shareholders From (Note 1):

 

 

 

 

 

Net investment income

 

(7,760,146)

 

(16,932,624)

 

Decrease in Net Assets From Distributions to Shareholders

 

(7,760,146)

 

(16,932,624)

 

 

 

 

 

 

 

Fund Share Transactions:

 

 

 

 

 

Reinvestment of distributions (44,535 and 131,781 shares issued, respectively)

 

653,820

 

1,780,994

 

Increase in Net Assets From Fund Share Transactions

 

653,820

 

1,780,994

 

Increase in Net Assets

 

3,710,080

 

19,954,924

 

 

 

 

 

 

 

Net Assets:

 

 

 

 

 

Beginning of period

 

163,813,643

 

143,858,719

 

End of period*

 

$167,523,723

 

$163,813,643

 

* Includes undistributed net investment income of:

 

$9,721,552

 

$9,663,047

 

 

See Notes to Financial Statements.

 


 

 

24

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Financial highlights

 

For a share of capital stock outstanding throughout each year ended December 31, unless otherwise noted:

 

 

 

 

20111

 

 

2010

 

 

2009

 

 

2008

 

 

2007

 

 

2006

 

Net asset value, beginning of period

 

$13.96

 

$12.39

 

$8.72

 

$14.26

 

$15.15

 

$14.93

 

Income (loss) from operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income2

 

0.67

 

1.47

 

1.64

 

1.46

 

1.27

 

1.37

 

Net realized and unrealized gain (loss)

 

0.26

 

1.57

 

3.33

 

(5.64

)

(0.60

)

0.45

 

Distributions paid to auction rate preferred stockholders from:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

(0.01)

 

(0.02)

 

(0.02)

 

(0.19)

 

(0.25)

 

(0.30)

 

Net realized gains

 

 

 

 

(0.02)

 

(0.09)

 

(0.01)

 

Total income (loss) from operations

 

0.92

 

3.02

 

4.95

 

(4.39

)

0.33

 

1.51

 

Less distributions from:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

(0.66)

 

(1.45)

 

(1.28)

 

(1.05)

 

(0.97)

 

(1.10)

 

Net realized gains

 

 

 

 

(0.10)

 

(0.25)

 

(0.19)

 

Total distributions

 

(0.66)

 

(1.45)

 

(1.28)

 

(1.15)

 

(1.22)

 

(1.29)

 

Net asset value, end of period

 

$14.22

 

$13.96

 

$12.39

 

$8.72

 

$14.26

 

$15.15

 

Market price, end of period

 

$16.28

 

$14.13

 

$13.36

 

$8.90

 

$13.13

 

$15.15

 

Total return, based on NAV3,4

 

6.70

%

25.50

%

60.98

%

(32.45)

%

2.17

%

10.67

%

Total return, based on Market Price3,5

 

20.49

%

17.56

%

68.84

%

(24.60)

%

(5.79)

%

20.43

%

Net assets, end of period (000s)

 

$167,524

 

$163,814

 

$143,859

 

$100,102

 

$163,544

 

$173,707

 

Ratios to Average Net Assets:6,7

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross expenses

 

1.10

%8

1.38

%

1.95

%

2.06

%

1.72

%

1.86

%

Net expenses9

 

1.10

8

1.38

 

1.95

 

2.06

 

1.71

 

1.86

 

Net expenses, excluding interest expense9

 

1.06

8

1.38

 

1.95

 

1.83

 

1.15

 

1.15

 

Net investment income

 

9.56

8

11.12

 

15.94

 

10.68

 

6.76

 

7.18

 

Portfolio turnover rate

 

11

%

33

%

29

%

45

%

90

%

65

%

Auction Rate Preferred Stock:

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Amount Outstanding (000s)

 

$72,000

 

$72,000

 

$72,000

 

$72,000

 

$72,000

 

$72,000

 

Asset Coverage10

 

333

%

327

%

300

%

239

%

327

%

341

%

Involuntary Liquidating Preference Per Share (000s)

 

25

 

25

 

25

 

25

 

25

 

25

 

 

1

For the six months ended June 30, 2011 (unaudited).

2

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

3

Performance figures may reflect compensating balance arrangements, fees forgone and/or expense reimbursements. In the absence of compensating balance arrangements, fees forgone and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

4

The total return calculation assumes that distributions are reinvested at NAV. Past performance is no guarantee of future results.

5

The total return calculation assumes that distributions are reinvested in accordance with the Fund’s dividend reinvestment plan. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.

6

Calculated on the basis of average net assets of common stock shareholders. Ratios do not reflect the effect of dividend payments to preferred stockholders.

7

Gross expenses reflects operating expenses prior to any voluntary expense waivers and/or compensating balance agreements. Net expenses reflects expenses less any compensating balance credits and/or voluntary expense waivers.

8

Annualized.

9

The impact of compensating balance arrangements, if any, was less than 0.01%.

10

Asset coverage on preferred shares equals net assets of common shares plus the redemption value of the preferred shares divided by the value of outstanding preferred stock.

 

See Notes to Financial Statements.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

25

 

 

 

Notes to financial statements (unaudited)

 

1. Organization and significant accounting policies

 

Western Asset Premier Bond Fund (the “Fund”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, closed-end management investment company. The Fund commenced investment operations on March 28, 2002.

 

The Fund’s investment objective is to provide current income and capital appreciation by investing primarily in a diversified portfolio of investment grade bonds. The Fund currently seeks to achieve its investment objective by investing substantially all of its assets in bonds, including corporate bonds, U.S. government and agency securities and mortgage-related securities. The ability of the issuers of the securities held by the Fund to meet their obligations might be affected by, among other things, economic developments in a specific state, industry or region.

 

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 the date the financial statements were issued.

 

(a) Investment valuation. Debt securities are valued at the last quoted bid price 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. Publicly traded foreign government debt securities are typically traded internationally in the over-the-counter market, and are valued at the bid price as of the close of business of that market. 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. When reliable prices are not readily available, 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 values these securities as determined in accordance with 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 (“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

 


 

26

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

·             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)

 

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 and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.

 

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

 

ASSETS

 

Description

 

Quoted Prices
(Level 1)

 

Other Significant
Observable Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Total

 

Long-term investments†:

 

 

 

 

 

 

 

 

 

 

Corporate bonds & notes

 

 

 

$  74,456,806

 

 

$  5,336,970

 

 

$  79,793,776

 

 

Asset-backed securities

 

 

 

47,429,844

 

 

6,116,009

 

 

53,545,853

 

 

Collateralized mortgage obligations

 

 

 

62,314,590

 

 

1,381,028

 

 

63,695,618

 

 

Collateralized senior loans

 

 

 

10,032,720

 

 

66,208

 

 

10,098,928

 

 

Mortgage-backed securities

 

 

 

511,671

 

 

 

 

511,671

 

 

Municipal bonds

 

 

 

6,079,600

 

 

5,000,625

 

 

11,080,225

 

 

Non-U.S. treasury inflation protected securities

 

 

 

9,734,232

 

 

 

 

9,734,232

 

 

Sovereign bonds

 

 

 

2,373,895

 

 

 

 

2,373,895

 

 

U.S. government & agency obligations

 

 

 

2,938,801

 

 

 

 

2,938,801

 

 

Common stocks

 

$   808,270

 

 

 

 

145,800

 

 

954,070

 

 

Convertible preferred stocks

 

 

 

136,875

 

 

 

 

136,875

 

 

Preferred stocks

 

3,954

 

 

36,231

 

 

0

*

 

40,185

 

 

Warrants

 

298,606

 

 

 

 

7,790

 

 

306,396

 

 

Total long-term investments

 

$1,110,830

 

 

$216,045,265

 

 

$18,054,430

 

 

$235,210,525

 

 

Short-term investments†

 

 

 

7,915,000

 

 

 

 

7,915,000

 

 

Total investments

 

$1,110,830

 

 

$223,960,265

 

 

$18,054,430

 

 

$243,125,525

 

 

Other financial instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

Credit default swaps on corporate issues — buy protection‡

 

 

 

$           3,328

 

 

 

 

$           3,328

 

 

Credit default swaps on credit indices — sell protection

 

 

 

174,841

 

 

 

 

174,841

 

 

Credit default swaps on credit indices — buy protection‡

 

 

 

19,332

 

 

 

 

19,332

 

 

Total other financial instruments

 

 

 

$       197,501

 

 

 

 

$       197,501

 

 

Total

 

$1,110,830

 

 

$224,157,766

 

 

$18,054,430

 

 

$243,323,026

 

 

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

27

 

 

 

LIABILITIES

 

Description

 

Quoted Prices
(Level 1)

 

Other Significant
Observable Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Total

 

Other financial instruments:

 

 

 

 

 

 

 

 

 

Credit default swaps on corporate issues — buy protection‡

 

 

$229,600

 

 

 

$229,600

 

 

Credit default swaps on credit indices — sell protection‡

 

 

14,503

 

 

 

14,503

 

 

Total

 

 

$244,103

 

 

 

$244,103

 

 

†  See Schedule of Investments for additional detailed categorizations.

‡  Values include any premiums paid or received with respect to swap contracts.

*  Value is less than $1.

 

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

 

Investments In Securities

 

Corporate
Bonds & 
Notes

 

Asset-
Backed 
Securities

 

Collateralized 
Mortgage
Obligations

 

Collateralized 
Senior
Loans

 

Municipal
Bonds

 

Common
Stocks

 

Preferred 
Stocks

 

Warrants

 

Total

 

Balance as of December 31, 2010

 

$   852,866

 

$  5,590,638

 

$     19,644

 

 

 

$    9,001

 

$   0

*

$4,034

 

$   6,476,183

 

Accrued premiums/discounts 

 

(2,985

)

45,930

 

2,354

 

 

$        2,433

 

 

 

 

47,732

 

Realized gain (loss)1

 

 

(27,226

)

(42,855

)

 

 

 

 

(0

)*

(70,081

)

Change in unrealized appreciation (depreciation)2

 

(3,256

)

(38,835

)

48,988

 

 

(2,433

)

(68,825

)

 

576

 

(63,785

)

Net purchases (sales)

 

380,000

 

(82,573

)

268,660

 

$66,208

 

5,000,625

 

205,624

 

 

 

5,838,544

 

Transfers into Level 3

 

4,121,049

 

1,920,261

 

1,084,237

 

 

 

 

0

*

3,180

 

7,128,727

 

Transfers out of Level 3

 

(10,704

)

(1,292,186

)

 

 

 

 

(0

)*

 

(1,302,890

)

Balance as of June 30, 2011

 

$5,336,970

 

$ 6,116,009

 

$1,381,028

 

$66,208

 

$5,000,625

 

$145,800

 

$   0

*

$7,790

 

$18,054,430

 

Net change in unrealized appreciation (depreciation) for investments in securities still held at June 30, 20112

 

$      (4,022

)

$     (75,925

)

$     48,988

 

 

$      (2,433

)

$(68,825

)

 

$  576

 

$    (101,641

)

*       Value is less than $1.

1     This amount is included in net realized gain (loss) from investment transactions in the accompanying Statement of Operations.

2     This amount is included in the change in net unrealized appreciation (depreciation) in the accompanying Statement of Operations. Change in unrealized appreciation (depreciation) includes net unrealized appreciation (depreciation) resulting from changes in investment values during the reporting period and the reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized.

 


 

28

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

(b) Repurchase agreements. The Fund may enter into repurchase agreements with institutions that its investment adviser has determined are creditworthy. Each repurchase agreement is recorded at cost. Under the terms of a typical repurchase agreement, the Fund acquires a debt security subject to an obligation of the seller to repurchase, and of the Fund to resell, the security at an agreed-upon price and time, thereby determining the yield during the Fund’s holding period. When entering into repurchase agreements, it is the Fund’s policy that its custodian or a third party custodian, acting on the Fund’s behalf, 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 maturity exceeds one business day, the value of the collateral is marked-to-market and measured against the value of the agreement in an effort to ensure the adequacy of the collateral. If the counterparty defaults, the Fund generally has the right to use the collateral to satisfy the terms of the repurchase transaction. However, if the market value of the collateral declines during the period in which the Fund seeks to assert its rights 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. Under the terms of a typical reverse repurchase agreement, a Fund sells a security subject to an obligation to repurchase the security from the buyer at an agreed-upon time and price. In the event the buyer of securities under a reverse repurchase agreement files for bankruptcy or becomes insolvent, the fund’s use of the proceeds of the agreement may be restricted pending a determination by the counterparty, or its trustee or receiver, whether to enforce the Fund’s obligation to repurchase the securities. In entering into reverse repurchase agreements, the Fund will maintain cash, U.S. government securities or other liquid debt obligations at least equal in value to its obligations with respect to reverse repurchase agreements or will take other actions permitted by law to cover its obligations.

 

(d) Stripped securities. The Fund invests in ‘‘Stripped Securities,’’ a term used collectively for components, or strips, of fixed income securities. Stripped securities can be principal only securities (“PO”), which are debt obligations that have been stripped of unmatured interest coupons or, interest only securities (“IO”), which are unmatured interest coupons that have been stripped from debt obligations. The market value of Stripped Securities will fluctuate in response to changes in economic conditions, rates of pre-payment, interest rates and the market’s perception of the securities. However, fluctuations in response to interest rates may be greater in Stripped Securities than for debt obligations of comparable maturities that pay interest currently. The amount of fluctuation may increase with a longer period of maturity.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

29

 

 

The yield to maturity on IO’s is sensitive to the rate of principal repayments (including prepayments) on the related underlying debt obligation and principal payments may have a material effect on yield to maturity. If the underlying debt obligation experiences greater than anticipated prepayments of principal, the Fund may not fully recoup its initial investment in IO’s.

 

(e) Swap agreements. The Fund invests in swaps for the purpose of managing its exposure to interest rate, credit or market risk, or for other purposes. The use of swaps involves risks that are different from those associated with ordinary portfolio transactions.

 

Swap contracts are marked-to-market daily and changes in value are recorded as unrealized appreciation (depreciation). Gains or losses are realized upon termination of the swap agreement. Collateral, in the form of restricted cash or securities, may be required to be held in segregated accounts with the Fund’s custodian in compliance with the terms of the swap contracts. Securities posted as collateral for swap contracts are identified in the Schedule of Investments and restricted cash, if any, is identified on the Statement of Assets and Liabilities. Risks may exceed amounts recorded in the Statement of Assets and Liabilities. These risks include changes in the returns of the underlying instruments, failure of the counterparties to perform under the contracts’ terms, and the possible lack of liquidity with respect to the swap agreements.

 

Payments received or made at the beginning of the measurement period are reflected as a premium or deposit, respectively, on the Statement of Assets and Liabilities. These upfront payments are amortized over the life of the swap and are recognized as realized gain or loss in the Statement of Operations. Net periodic payments received or paid by the Fund are recognized as a realized gain or loss in the Statement of Operations.

 

The Fund’s maximum exposure in the event of a defined credit event on a credit default swap to sell protection is the notional amount. As of June 30, 2011, the total notional value of all credit default swaps to sell protection is $21,886,202. This amount would be offset by the value of the swap’s reference entity, upfront premiums received on the swap and any amounts received from the settlement of a credit default swap where the Fund bought protection for the same referenced security/entity.

 

For average notional amounts of swaps held during the six months ended June 30, 2011 see Note 4.

 

Credit default swaps

 

The Fund enters into credit default swap (“CDS”) contracts for investment purposes, to manage its credit risk or to add leverage. CDS agreements involve one party making a stream of payments to another party in exchange for the right to receive a specified return in the event of a default by a third

 


 

30

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

party, typically corporate or sovereign issuers, on a specified obligation, or in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising a credit index. The Fund may use a CDS to provide protection against defaults of the issuers (i.e., to reduce risk where the Fund has exposure to an issuer) or to take an active long or short position with respect to the likelihood of a particular issuer’s default. As a seller of protection, the Fund generally receives an upfront payment or a stream of payments throughout the term of the swap provided that there is no credit event. If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the maximum potential amount of future payments (undiscounted) that the Fund could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. These amounts of potential payments will be partially offset by any recovery of values from the respective referenced obligations. As a seller of protection, the Fund effectively adds leverage to its portfolio because, in addition to its total net assets, the Fund is subject to investment exposure on the notional amount of the swap. As a buyer of protection, the Fund generally receives an amount up to the notional value of the swap if a credit event occurs.

 

Implied spreads are the theoretical prices a lender receives for credit default protection. When spreads rise, market perceived credit risk rises and when spreads fall, market perceived credit risk falls. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to enter into the agreement. Wider credit spreads and decreasing market values, when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement. Credit spreads utilized in determining the period end market value of credit default swap agreements on corporate or sovereign issues are disclosed in the Notes to Financial Statements and serve as an indicator of the current status of the payment/performance risk and represent the likelihood or risk of default for credit derivatives. For credit default swap agreements on asset-backed securities and credit indices, the quoted market prices and resulting values, particularly in relation to the notional amount of the contract as well as the annual payment rate, serve as an indication of the current status of the payment/performance risk.

 

The Fund’s maximum risk of loss from counterparty risk, as the protection buyer, is the fair value of the contract (this risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty). As the protection seller, the Fund’s maximum risk is the notional amount of the contract. Credit default swaps are considered to have credit risk-related contingent features since they require payment by the protection seller to the protection buyer upon the occurrence of a defined credit event.

 


 

 

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Entering into a CDS agreement involves, to varying degrees, elements of credit, market and documentation risk in excess of the related amounts recognized on the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreement may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreement, and that there will be unfavorable changes in net interest rates.

 

(f) 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.

 

The Fund does not isolate that portion of the results of operations resulting from fluctuations 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 values of assets and liabilities, other than investments in securities, on 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.

 

(g) 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 risks. 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 Fund. The Fund’s investment in non-U.S. dollar denominated securities may also result in foreign currency losses caused by devaluations and exchange rate fluctuations.

 


 

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   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

Investments in securities that are collateralized by residential real estate mortgages are subject to certain credit and liquidity risks. When market conditions result in an increase in default rates of the underlying mortgages and the foreclosure values of underlying real estate properties are materially below the outstanding amount of these underlying mortgages, collection of the full amount of accrued interest and principal on these investments may be doubtful. Such market conditions may significantly impair the value and liquidity of these investments and may result in a lack of correlation between their credit ratings and values.

 

(h) Counterparty risk and credit-risk-related contingent features of derivative instruments. The Fund may invest in certain securities or engage in other transactions, where the Fund is exposed to counterparty credit risk in addition to broader market risks. The Fund may invest in securities of issuers, which may also be considered counterparties as trading partners in other transactions. This may increase the risk of loss in the event of default or bankruptcy by the counterparty or if the counterparty otherwise fails to meet its contractual obligations. The Fund’s investment manager attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment and (iii) requiring collateral from the counterparty for certain transactions. Market events and changes in overall economic conditions may impact the assessment of such counterparty risk by the investment manager. In addition, declines in the values of underlying collateral received may expose the Fund to increased risk of loss.

 

The Fund has entered into master agreements with certain of its derivative counterparties that provide for general obligations, representations, agreements, collateral, events of default or termination and credit related contingent features. The credit related contingent features include, but are not limited to, a percentage decrease in the Fund’s net assets or NAV over a specified period of time. If these credit related contingent features were triggered, the derivatives counterparty could terminate the positions and demand payment or require additional collateral.

 

As of June 30, 2011, the Fund held credit default swaps with credit related contingent features which had a liability position of $244,103. If a contingent feature in the Master Agreements would have been triggered, the Fund would have been required to pay this amount to its derivatives counterparties. As of June 30, 2011, the Fund had posted with its counterparties cash and/or securities as collateral to cover the net liability of these derivatives amounting to $300,000, which could be used to reduce the required payment.

 

(i) 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. The cost of investments sold is determined by use of the specific identification method. To the

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

33

 

 

extent any issuer defaults or a credit event occurs that impacts the issuer, the Fund may halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default or credit event.

 

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

 

(k) Compensating balance arrangements. The Fund has an arrangement with its custodian bank whereby a portion of the custodian’s fees is paid indirectly by credits earned on the Fund’s cash on deposit with the bank.

 

(l) Single sourced securities. Certain securities held by the Fund at June 30, 2011 are valued based on a price provided by a single source or dealer. The prices provided may differ from the value that would be realized if the securities were sold. As of June 30, 2011, 19.06% of the securities held by the Fund were either fair valued securities or were valued based on a price provided by a single independent pricing service or dealer (“single source securities”).

 

(m) 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 or state income tax provision is required in the Fund’s financial statements.

 

However, due to the timing of when distributions are made by the Fund, the Fund may be subject to an excise tax of 4% of the amount by which 98% of the Fund’s annual taxable income and net realized gains exceed the distributions from such taxable income and realized gains for the calendar year. Under the recently enacted Regulated Investment Company Modernization Act of 2010, the minimum distribution requirement for capital gains that must be met in order to avoid the imposition of excise tax has been raised from 98% to 98.2% for calendar years beginning after December 22, 2010.

 

Management has analyzed the Fund’s tax positions taken on income tax returns for all open tax years and has concluded that as of June 30, 2011, no provision for income tax is required in the Fund’s financial statements. The Fund’s federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by Internal Revenue Service and state departments of revenue.

 

(n) Reclassification. GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax

 


 

34

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

reporting. These reclassifications have no effect on net assets or net asset value per share.

 

2. Investment management agreement and other transactions with affiliates

 

The Fund has a management agreement with Western Asset Management Company (“Western Asset”). Pursuant to the terms of the management agreement, the Fund pays Western Asset an annual fee, payable monthly, in an amount equal to 0.55% of the average weekly value of the Fund’s total managed assets. “Total managed assets” means the total assets of the Fund (including any assets attributable to leverage) minus accrued liabilities. The liquidation preference of any Preferred Shares outstanding is not considered a liability. Pursuant to a Portfolio Management Agreement between Western Asset and Western Asset Management Company Limited (“WAML”), Western Asset pays a portion of the fees it receives from the Fund to WAML at an annual rate of 0.425% of the average weekly value of the Fund’s total managed assets that WAML manages. Western Asset Management Company Pte. Ltd. (“Western Singapore”) and Western Asset Management Company Ltd (“Western Japan”) are additional subadvisers to the Fund under portfolio management agreements between Western Asset and Western Singapore, and Western Asset and Western Japan.

 

Western Singapore and Western Japan provide certain subadvisory services to the Fund relating to currency transactions and investments in non-U.S. dollar-denominated securities and related foreign currency instruments in Asia (excluding Japan) and Japan, respectively. The Fund’s current management fee remains unchanged. WAML will continue to provide subadvisory services with respect to other aspects of the non-U.S. dollar-denominated portions of the Fund’s investment portfolio.

 

Under the terms of the administration services agreement among the Fund, Western Asset and Legg Mason Fund Adviser, Inc. (“LMFA”), Western Asset (not the Fund) pays Legg Mason Partners Funds Advisor, LLC (“LMPFA”), a monthly fee at an annual rate of 0.125% of the Fund’s average weekly total managed assets, subject to a monthly minimum fee of $12,500.

 

LMPFA, LMFA, Western Asset, WAML, Western Singapore and Western Japan are wholly-owned subsidiaries of Legg Mason, Inc.

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

35

 

 

3. Investments

 

During the six months ended June 30, 2011, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) and U.S Government & Agency Obligations were as follows:

 

 

 

Investments

 

U.S. Government &
Agency Obligations

 

Purchases

 

$24,291,053

 

 

$2,398,977

 

 

Sales

 

31,039,116

 

 

 

 

 

At June 30, 2011, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

 

Gross unrealized appreciation

 

$23,158,270 

 

Gross unrealized depreciation

 

(10,811,696)

 

Net unrealized appreciation

 

$12,346,574 

 

 

Transactions in reverse repurchase agreements for the Fund during the six months ended June 30, 2011 were as follows:

 

Average Daily
Balance*

 

Weighted Average
Interest Rate*

 

Maximum Amount
Outstanding

 

$4,935,771

 

1.41%

 

$4,935,771

 

 

*  Average based on the number of days the Fund had reverse repurchase agreements outstanding.

 

Interest rates on reverse repurchase agreements ranged from 1.31% to 1.56% during the six months ended June 30, 2011. Interest expense incurred on reverse repurchase agreements totaled $35,084.

 

At June 30, 2011, the Fund had the following open reverse repurchase agreements:

 

Security

 

Face Amount

Reverse repurchase agreement with Barclays, dated 1/3/11 bearing 1.306% to be repurchased at $1,300,777 on 7/1/11, collateralized by: $2,209,205, Credit-Based Asset Servicing and Securitization LLC, 0.97% due 7/25/33; Market value (including accrued interest) $1,625,177

 

$1,292,385

 

Reverse repurchase agreement with Barclays, dated 1/3/11 bearing 1.556% to be repurchased at $716,734 on 7/1/11, collateralized by: $987,821, Firstfed Corp. Manufactured Housing Contract, 8.06% due 10/15/22; Market value (including accrued interest) $955,244

 

711,231

 

Reverse repurchase agreement with Barclays, dated 1/3/11 bearing 1.306% to be repurchased at $1,210,245 on 7/1/11, collateralized by: $2,037,669, Morgan Stanley Capital Inc., 1.31% due 9/25/33; Market value (including accrued interest) $1,533,362

 

1,202,437

 

 


 

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   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

Security

 

Face Amount

Reverse repurchase agreement with Barclays, dated 1/3/11 bearing 1.556% to be repurchased at $1,743,100 on 7/1/11, collateralized by: $2,097,190, Structured Asset Securities Corp., 4.05% due 6/25/35; Market value (including accrued interest) $1,815,083

 

$1,729,718

 

Total reverse repurchase agreements (Proceeds — $4,935,771)

 

$4,935,771

 

 

At June 30, 2011, the Fund held the following open swap contracts:

 

CREDIT DEFAULT SWAPS ON CORPORATE ISSUES — BUY PROTECTION1

 

Swap Counterparty
(Reference Entity)

 

Notional
Amount
2

 

Termination
Date

 

Periodic
Payments
Made
by the
Fund‡

 

Market
Value

 

Upfront
Premiums
Paid
(Received)

 

Unrealized
(Depreciation)

Goldman Sachs Group Inc.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Citigroup Inc., 6.125%,

 

 

 

 

 

 

4.700%

 

 

 

 

 

 

 

 

 

 

due 5/15/18)

 

$1,700,000

 

 

3/20/14

 

quarterly

 

 

$(179,257)

 

 

 

 

$(179,257)

 

Goldman Sachs Group Inc.
(CVS Corporation, 4.875%,
due 9/15/14)

 

2,000,000

 

 

12/20/14

 

0.680%
quarterly

 

 

(38,551)

 

 

$(17,531)

 

 

(21,020)

 

Goldman Sachs Group Inc.
(Assured Guaranty Municipal
Corp., 0.480% due 11/15/13)

 

100,000

 

 

3/20/15

 

5.000%
quarterly

 

 

(2,813)

 

 

727 

 

 

(3,540)

 

Goldman Sachs Group Inc.
(Assured Guaranty Municipal
Corp., 0.480% due 11/15/13)

 

130,000

 

 

3/20/20

 

5.000%
quarterly

 

 

2,403 

 

 

2,987 

 

 

(584)

 

Goldman Sachs Group Inc.
(Assured Guaranty Municipal
Corp., 0.480%, due 11/15/13)

 

70,000

 

 

3/20/13

 

5.000%
quarterly

 

 

(2,615)

 

 

(266)

 

 

(2,349)

 

Goldman Sachs Group Inc.
(Assured Guaranty Municipal
Corp., 0.480%, due 11/15/13)

 

80,000

 

 

3/20/13

 

5.000%
quarterly

 

 

(2,988)

 

 

(182)

 

 

(2,806)

 

Goldman Sachs Group Inc.
(Assured Guaranty Municipal
Corp., 0.480%, due 11/15/13)

 

120,000

 

 

3/20/15

 

5.000%
quarterly

 

 

(3,376)

 

 

1,218 

 

 

(4,594)

 

Goldman Sachs Group Inc.
(Assured Guaranty Municipal
Corp., 0.480%, due 11/15/13)

 

50,000

 

 

3/20/20

 

5.000%
quarterly

 

 

925 

 

 

1,393 

 

 

(468)

 

Total

 

$4,250,000

 

 

 

 

 

 

 

$(226,272)

 

 

$(11,654)

 

 

$(214,618)

 

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

37

 

 

CREDIT DEFAULT SWAPS ON CREDIT INDICES — SELL PROTECTION3

 

Swap Counterparty
(Reference Entity)

 

Notional
Amount
2

 

Termination
Date

 

Periodic
Payments
Received
by the
Fund‡

 

Market
Value
4

 

Upfront
Premiums
Paid
(Received)

 

Unrealized
Appreciation

Banc of America

 

 

 

 

 

 

0.860%

 

 

 

 

 

 

 

 

 

 

Securities LLC (CDX HY 8)

 

$21,666,202

 

 

6/20/12

 

quarterly

 

 

$174,841 

 

 

 

 

$174,841

 

JPMorgan Securities Inc.

 

 

 

 

 

 

0.500%

 

 

 

 

 

 

 

 

 

 

(CMBX NA AM 1)

 

220,000

 

 

10/12/52

 

monthly

 

 

(14,503)

 

 

$(22,343)

 

 

7,840

 

Total

 

$21,886,202

 

 

 

 

 

 

 

$160,338 

 

 

$(22,343)

 

 

$182,681

 

 

CREDIT DEFAULT SWAPS ON CREDIT INDICES — BUY PROTECTION1

 

Swap Counterparty
(Reference Entity)

 

Notional
Amount
2

 

Termination
Date

 

Periodic
Payments
Received
by the
Fund‡

 

Market
Value
4

 

Upfront
Premiums
Paid
(Received)

 

Unrealized
(Depreciation)

Goldman Sachs Group Inc.

 

 

 

 

 

 

0.500%

 

 

 

 

 

 

 

 

 

 

(CMBX NA AM 4)

 

$127,000

 

 

2/17/51

 

monthly

 

 

$19,332

 

 

$25,400

 

 

$(6,068)

 

 

1     If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and deliver the underlying securities comprising the referenced index or (ii) receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the underlying securities comprising the referenced index.

2     The maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

3     If the Fund is a seller of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

4     The quoted market prices and resulting values for credit default swap agreements on asset-backed securities and credit indices serve as an indicator of the current status of the payment/performance risk and represent the likelihood of an expected liability (or profit) for the credit derivative should the notional amount of the swap agreement been closed/sold as of the period end. Decreasing market values when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and a greater likelihood or risk of default or other credit event occurring as defined under the terms of the agreement.

        Percentage shown is an annual percentage rate.

 


 

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   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

4. Derivative instruments and hedging activities

 

Financial Accounting Standards Board Codification Topic 815 requires enhanced disclosure about an entity’s derivative and hedging activities.

 

Below is a table, grouped by derivative type that provides information about the fair value and the location of derivatives within the Statement of Assets and Liabilities at June 30, 2011.

 

ASSET DERIVATIVES1

 

 

 

Credit Contracts
Risk

Swap contracts2

 

$197,501

 

LIABILITY DERIVATIVES1

 

 

 

Credit Contracts
Risk

Swap contracts2

 

$244,103

 

1     Generally, the balance sheet location for asset derivatives is receivables/net unrealized appreciation (depreciation) and for liability derivatives is payables/net unrealized appreciation (depreciation).

2     Values include premiums paid (received) on swap contracts which are shown separately in the Statement of Assets and Liabilities.

 

The following tables provide information about the effect of derivatives and hedging activities on the Fund’s Statement of Operations for the six months ended June 30, 2011. The first table provides additional detail about the amounts and sources of gains (losses) realized on derivatives during the period. The second table provides additional information about the change in unrealized appreciation (depreciation) resulting from the Fund’s derivatives and hedging activities during the period.

 

AMOUNT OF REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED

 

 

 

Credit 
Contracts
Risk

Swap contracts

 

$39,738

 

CHANGE IN UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED

 

 

 

Credit 
Contracts 
Risk

Swap contracts

 

$(132,587)

 

During the six months ended June 30, 2011, the volume of derivative activity for the Fund was as follows:

 

 

 

Average 
Notional Balance

Credit default swap contracts (to buy protection)

 

$4,362,429

 

Credit default swap contracts (to sell protection)

 

21,697,631

 

 


 

 

Western Asset Premier Bond Fund 2011 Semi-Annual Report   

39

 

 

5. Common shares

 

Of the 11,783,077 shares of common stock outstanding at June 30, 2011, the Investment Adviser owned 16,658 shares.

 

6. Preferred shares

 

There are 2,880 shares of Auction Market Preferred Shares (“Preferred Shares”) authorized. The Preferred Shares have rights as set forth in the Fund’s Agreement and Declaration of Trust, as amended to date, and its Bylaws, as amended to date (the “Bylaws”), or as otherwise determined by the Trustees. The 2,880 Preferred Shares outstanding consist of two series, 1,440 shares of Series M and 1,440 shares of Series W. The Preferred Shares have a liquidation value of $25,000 per share, plus any accumulated but unpaid dividends whether or not earned or declared.

 

Dividends on the Series M and Series W Preferred Shares are cumulative and are paid at a rate typically reset every seven and twenty-eight days, respectively, based on the results of an auction. The weekly auctions for Series M and W have all failed during the six months ended June 30, 2011; consequently, the dividend rate paid on the preferred shares has moved to the maximum rate as defined in the prospectus. Since mid-February 2008, holders of auction-rate preferred shares (“ARPS”) issued by the Fund have been impacted by the lack of liquidity, which has similarly affected ARPS holders in many of the nation’s closed-end funds. Since then, regularly scheduled auctions for ARPS issued by the Fund have consistently “failed” because of insufficient demand (bids to buy shares) to meet the supply (shares offered for sale) at each auction. While repeated auction failures have affected the liquidity for ARPS, they do not constitute a default or automatically alter the credit quality of the ARPS, and ARPS holders have continued to receive dividends at the defined “maximum rate”. The maximum rate is calculated at 200% of the reference rates, which is the 7-day “AA” Financial Composite Commercial Paper rate for Series M and the 30-day “AA” Commercial Paper rate for Series W. Dividend rates ranged from 0.120% to 0.422% between January 1, 2011 to June 30, 2011.

 

The Preferred Shares are redeemable at the option of the Fund, in whole or in part, on the second business day preceding any dividend payment date at $25,000 per share plus any accumulated but unpaid dividends.

 

The Fund is subject to certain restrictions relating to the Preferred Stock. The Fund may not declare dividends or make other distributions on shares of common stock or purchase any such shares if, at the time of the declaration, distribution or purchase, asset coverage with respect to the outstanding Preferred Stock would be less than 200%. The Preferred Stock is also subject to mandatory redemption at $25,000 per share plus any accumulated or unpaid dividends, whether or not declared, if certain requirements relating to the composition of the assets and liabilities of the Fund as set forth in Bylaws are not satisfied.

 


 

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   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

The Preferred Stock Shareholders are entitled to one vote per share and generally vote with the common shareholders but vote separately as a class to elect two trustees and on certain matters affecting the rights of the Preferred Stock. The issuance of Preferred Stock poses certain risks to holders of common stock, including, among others, the possibility of greater market price volatility, and in certain market conditions, the yield to holders of common stock may be adversely affected. The Fund is required to maintain certain asset coverages with respect to the Preferred Stock. If the Fund fails to maintain these coverages and does not cure any such failure within the required time period, the Fund is required to redeem a requisite number of shares of the Preferred Stock in order to meet the applicable requirement. The Preferred Stock is otherwise not redeemable by holders of the shares. Additionally, failure to meet the foregoing asset coverage requirements would restrict the Fund’s ability to pay dividends to common shareholders.

 

After each auction, the auction agent will pay to each broker/dealer, from monies the Fund provides, a participation fee. For the previous periods since the ARPS have been outstanding, the participation fee has been paid at the annual rate of 0.25% of the purchase price of the ARPS that the broker/dealer places at the auction. Since January 1, 2010, the participation fee has been reduced to an annual rate of 0.05% of the purchase price of the ARPS, in the case of failed auctions.

 

7. Trustee compensation

 

Each Independent Trustee receives an aggregate fee of $75,000 annually for serving on the combined Board of Trustees/Directors of the Fund, Western Asset Income Fund and Western Asset Funds, Inc. Each Trustee also receives a fee of $7,500 and related expenses for each meeting of the Board attended in-person and a fee of $2,500 for participating in each telephonic meeting. The Chairman of the Board receives an additional $30,000 per year for serving such capacity. The Chairman of the Audit Committee receives an additional $25,000 per year for serving in such capacity. Each member of the Audit Committee receives a fee of $6,000 for serving as a member of the Audit Committee. Other committee members receive $3,000 for serving as a member of each committee upon which they serve. Committee members also receive a fee of $2,500 for participating in each telephonic committee meeting. All such fees are allocated among the Fund, Western Asset Income Fund and Western Asset Funds, Inc. according to each such investment company’s average annual net assets. Trustee Ronald Olson receives from Western Asset an aggregate fee of $75,000 annually for serving on the combined Board of Trustees/Directors of the Fund, Western Asset Income Fund and Western Asset Funds, Inc., as well as a fee of $7,500 and related expenses for each meeting of the Board attended in person and a fee of $2,500 for participating in each telephonic meeting.

 


 

 

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41

 

 

8. Distributions subsequent to June 30, 2011

 

On May 19, 2011, the Board of Directors (the “Board”) of the Fund declared four distributions, each in the amount of $0.1100 per share, payable on July 29, 2011, August 26, 2011, September 30, 2011 and October 28, 2011 to shareholders of record on July 22, 2011, August 19, 2011, September 23, 2011 and October 21, 2011, respectively.

 

9. Capital loss carryforward

 

As of December 31, 2010, the Fund had a net capital loss carryforward of approximately $17,762,367, of which $827,946 expires in 2016 and $16,934,421 expires in 2017. These amounts will be available to offset any future taxable capital gains.

 

Under the recently enacted Regulated Investment Company Modernization Act of 2010, the Fund will be permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future years will be required to be utilized prior to the losses incurred in pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

 

10. Other tax information

 

On December 22, 2010, President Obama signed into law the Regulated Investment Company Modernization Act of 2010 (the “Act”). The Act updates certain tax rules applicable to regulated investment companies (“RICs”). The various provisions of the Act will generally be effective for RICs with taxable years beginning after December 22, 2010. Additional information regarding the impact of the Act on the Fund, if any, will be contained within the relevant sections of the notes to the financial statements for the fiscal year ending December 31, 2011.

 

11. Shareholder meeting results

 

The Fund’s annual meeting of shareholders was held on May 18, 2011. Of the 11,761,872 common shares outstanding, the following shares were voted in the meeting:

 

Election of Trustees:

 

For

 

Withheld

Ronald J. Arnault

 

11,001,027

 

131,791

Anita L. DeFrantz

 

10,894,533

 

238,285

William E.B. Siart

 

11,002,559

 

130,259

Jaynie Miller Studenmund

 

10,899,339

 

233,479

Avedick B. Poladian

 

11,005,858

 

126,960

 


 

42

 

   Western Asset Premier Bond Fund 2011 Semi-Annual Report

 

 

Notes to financial statements (unaudited) (cont’d)

 

Of the 2,880 preferred shares outstanding, the following shares were voted in the meeting:

 

Election of Trustees:

 

For

 

Withheld

Ronald J. Arnault

 

593

 

154

Anita L. DeFrantz

 

593

 

154

William E.B. Siart

 

593

 

154

Jaynie Miller Studenmund

 

593

 

154

Avedick B. Poladian

 

593

 

154

 

Ronald J. Arnault, Anita L. DeFrantz, William E.B. Siart, Avedick B. Poladian, and Jaynie Miller Studenmund were elected as Trustees of the Fund by owners of its common shares and preferred shares voting together as a single class.

 

Mr. Gerken and Mr. Olson are the Preferred Trustees to be elected by a plurality vote of the preferred shares, voting as a separate class. The Fund did not achieve a quorum with respect to the election of the Preferred Trustees. R. Jay Gerken and Ronald L. Olson will serve as Preferred Trustees of the Fund until the annual meeting of shareholders in the year 2012 or thereafter when respective successors are duly elected and qualified.

 


 

 

Western Asset Premier Bond Fund   

43

 

 

Dividend reinvestment plan (unaudited)

 

The Fund and American Stock Transfer & Trust Company LLC (“Agent”), as the Transfer Agent and Registrar of the Fund, offer a convenient way to add shares of the Fund to your account. The Fund offers to all common shareholders a Dividend Reinvestment Plan (“Plan”). Under the Plan, cash distributions (e.g., dividends and capital gains) of registered shareholders (those who own shares in their own name on the Fund’s records) on the common shares are automatically invested in shares of the Fund unless the shareholder elects otherwise by contacting the Agent at the address set forth below. Shareholders who own shares in a brokerage, bank or other financial institution account must contact the company where their account is held in order to participate in the Plan.

 

As a participant in the Dividend Reinvestment Plan you will automatically receive your dividend or net capital gains distribution in newly issued shares of the Fund if the market price of a share on the date of the distribution is at or above the NAV of a Fund share, minus estimated brokerage commissions that would be incurred upon the purchase of common shares on the open market. The number of shares to be issued to you will be determined by dividing the amount of the cash distribution to which you are entitled (net of any applicable withholding taxes) by the greater of the NAV per share on such date or 95% of the market price of a share on such date. If the market price of a share on such distribution date is below the NAV, minus estimated brokerage commissions that would be incurred upon the purchase of common shares on the open market, the Agent will, as agent for the participants, buy shares of the Fund through a broker on the open market. The price per share of shares purchased for each participant’s account with respect to a particular dividend or other distribution will be the average price (including brokerage commissions, transfer taxes and any other costs of purchase) of all shares purchased with respect to that dividend or other distribution. All common shares acquired on your behalf through the Plan will be automatically credited to an account maintained on the books of the Agent. Full and fractional shares will be voted by the Agent in accordance with your instructions.

 

Additional information regarding the plan

 

The Fund will pay all costs applicable to the Plan, except for brokerage commissions for open market purchases by the Agent under the Plan, which will be charged to participants. All shares acquired through the Plan receive voting rights and are eligible for any stock split, stock dividend, or other rights accruing to shareholders that the Board of Trustees may declare. Registered shareholder may terminate participation in the Plan at any time by giving notice to the Agent. Such termination will be effective prior to the record date next succeeding the receipt of such instructions or by a later date of termination specified in such instructions. Upon termination, a participant will receive a certificate for the full shares credited to his or her account or may request the sale of all or part of such shares. Fractional shares credited to a

 


 

44

 

   Western Asset Premier Bond Fund

 

 

Dividend reinvestment plan (unaudited) (cont’d)

 

terminating account will be paid for in cash at the current market price at the time of termination. Shareholders who own shares in a brokerage, bank or other financial institution account must contact the company where their account is held in order to terminate participation in the Plan.

 

Dividends and other distributions invested in additional shares under the Plan are subject to income tax just as if they had been received in cash. After year end, dividends paid on the accumulated shares will be included in the Form 1099-DIV information return to the Internal Revenue Service (IRS) and only one Form 1099-DIV will be sent to participants each year. Inquiries regarding the Plan, as well as notices of termination, should be directed to American Stock Transfer & Trust Company LLC, 59 Maiden Lane, New York, NY, 10038. Investor Relations Telephone number 1-888-888-0151.

 


 

Western Asset Premier Bond Fund

 

Trustees

Western Asset Premier Bond Fund

Legal counsel

William E. B. Siart

620 Eighth Avenue

Ropes & Gray LLP

Chairman

49th Floor

1211 Avenue of the Americas

Ronald J. Arnault

New York, NY 10018

New York, NY 10036

Anita L. DeFrantz

 

 

R. Jay Gerken

Investment advisers

Transfer agent

Ronald L. Olson

Western Asset Management Company

American Stock Transfer & Trust Company

Avedick B. Poladian

Western Asset Management Company Limited

59 Maiden Lane

Jaynie Miller Studenmund

Western Asset Management Company Pte. Ltd.

New York, NY 10038

 

Western Asset Management Company Ltd

 

Officers

 

New York Stock Exchange Symbol

R. Jay Gerken, CFA

Custodian

WEA

President

State Street Bank and Trust Company

 

Kaprel Ozsolak

1 Lincoln Street

 

Principal Financial and Accounting Officer

Boston, MA 02111

 

Todd F. Kuehl

 

 

Chief Compliance Officer

Independent registered public accounting firm

 

Robert I. Frenkel

PricewaterhouseCoopers LLP

 

Secretary and Chief Legal Officer

100 East Pratt Street

 

Erin K. Morris

Baltimore, MD 21202

 

Treasurer

 

 

 


 

Legg Mason Funds Privacy and Security Notice

 

Your Privacy and the Security of Your Personal Information is Very Important to the Legg Mason Funds

 

This Privacy and Security Notice (the “Privacy Notice”) addresses the Legg Mason Funds’ privacy and data protection practices with respect to nonpublic personal information the Funds receive. The Legg Mason Funds include any funds sold by the Funds’ distributor, Legg Mason Investor Services, LLC, as well as Legg Mason-sponsored closed-end funds. The provisions of this Privacy Notice apply to your information both while you are a shareholder and after you are no longer invested with the Funds.

 

The Type of Nonpublic Personal Information the Funds Collect About You

 

The Funds collect and maintain nonpublic personal information about you in connection with your shareholder account. Such information may include, but is not limited to:

 

·        Personal information included on applications or other forms;

·        Account balances, transactions, and mutual fund holdings and positions;

·        Online account access user IDs, passwords, security challenge question responses; and

·        Information received from consumer reporting agencies regarding credit history and creditworthiness (such as the amount of an individual’s total debt, payment history, etc.).

 

How the Funds Use Nonpublic Personal Information About You

 

The Funds do not sell or share your nonpublic personal information with third parties or with affiliates for their marketing purposes, or with other financial institutions or affiliates for joint marketing purposes, unless you have authorized the Funds to do so. The Funds do not disclose any nonpublic personal information about you except as may be required to perform transactions or services you have authorized or as permitted or required by law. The Funds may disclose information about you to:

 

·        Employees, agents, and affiliates on a “need to know” basis to enable the Funds to conduct ordinary business or comply with obligations to government regulators;

·        Service providers, including the Funds’ affiliates, who assist the Funds as part of the ordinary course of business (such as printing, mailing services, or processing or servicing your account with us) or otherwise perform services on the Funds’ behalf, including companies that may perform marketing services solely for the Funds;

·        The Funds’ representatives such as legal counsel, accountants and auditors; and

·        Fiduciaries or representatives acting on your behalf, such as an IRA custodian or trustee of a grantor trust.

 

 

 

 

 

 

NOT PART OF THE SEMI-ANNUAL REPORT

 

 

 

 

 


 

Legg Mason Funds Privacy and Security Notice (cont’d)

 

Except as otherwise permitted by applicable law, companies acting on the Funds’ behalf are contractually obligated to keep nonpublic personal information the Funds provide to them confidential and to use the information the Funds share only to provide the services the Funds ask them to perform.

 

The Funds may disclose nonpublic personal information about you when necessary to enforce their rights or protect against fraud, or as permitted or required by applicable law, such as in connection with a law enforcement or regulatory request, subpoena, or similar legal process. In the event of a corporate action or in the event a Fund service provider changes, the Funds may be required to disclose your nonpublic personal information to third parties. While it is the Funds’ practice to obtain protections for disclosed information in these types of transactions, the Funds cannot guarantee their privacy policy will remain unchanged.

 

Keeping You Informed of the Funds’ Privacy and Security Practices

 

The Funds will notify you annually of their privacy policy as required by federal law. While the Funds reserve the right to modify this policy at any time they will notify you promptly if this privacy policy changes.

 

The Funds’ Security Practices

 

The Funds maintain appropriate physical, electronic and procedural safeguards designed to guard your nonpublic personal information. The Funds’ internal data security policies restrict access to your nonpublic personal information to authorized employees, who may use your nonpublic personal information for Fund business purposes only.

 

Although the Funds strive to protect your nonpublic personal information, they cannot ensure or warrant the security of any information you provide or transmit to them, and you do so at your own risk. In the event of a breach of the confidentiality or security of your nonpublic personal information, the Funds will attempt to notify you as necessary so you can take appropriate protective steps. If you have consented to the Funds using electronic communications or electronic delivery of statements, they may notify you under such circumstances using the most current email address you have on record with them.

 

In order for the Funds to provide effective service to you, keeping your account information accurate is very important. If you believe that your account information is incomplete, not accurate or not current, or if you have questions about the Funds’ privacy practices, write the Funds using the contact information on your account statements, email the Funds by clicking on the Contact Us section of the Funds’ website at www.leggmason.com, or contact the Fund at 1-888-777-0102.

 

Revised April 2011

 

 

 

 

 

 

NOT PART OF THE SEMI-ANNUAL REPORT

 

 

 

 

 


 

Western Asset Premier Bond Fund

 

Western Asset Premier Bond Fund
620 Eighth Avenue
49th Floor
New York, NY 10018

 

Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that from time to time the Fund may purchase at market prices, shares of its Common Stock in the open market.

 

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 1-888-777-0102.

 

Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio transactions are available (1) without charge, upon request, by calling 1-888-777-0102, (2) on the Fund’s website at www.leggmason.com/cef and (3) on the SEC’s website at www.sec.gov.

 

This report is transmitted to the shareholders of Western Asset Premier Bond Fund for their information. This is not a prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or any securities mentioned in this report.

 

American Stock
Transfer & Trust Company
59 Maiden Lane
New York, NY 10038

 

 

WASX012842 8/11 SR11-1446

 


 

ITEM 2.

CODE OF ETHICS.

 

 

 

Not applicable.

 

 

ITEM 3.

AUDIT COMMITTEE FINANCIAL EXPERT.

 

 

 

Not applicable.

 

 

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

 

 

Not applicable.

 

 

ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

 

 

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)  Not applicable.

 

 

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.

 

 

Western Asset Premier Bond Fund

 

 

 

By:

/s/ R. Jay Gerken

 

 

(R. Jay Gerken)

 

 

President

 

 

Western Asset Premier Bond Fund

 

 

 

 

Date:

August 26, 2011

 

 

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)

 

 

President

 

 

Western Asset Premier Bond Fund

 

 

 

 

Date:

August 26, 2011

 

 

 

 

 

 

 

By:

/s/ Kaprel Ozsolak

 

 

(Kaprel Ozsolak)

 

 

Principal Financial and Accounting Officer

 

 

Western Asset Premier Bond Fund

 

 

 

 

Date:

August 26, 2011