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

 

FORM N-Q

 

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

 

Investment Company Act file number

811-7686

 

 

Western Asset Emerging Markets Income Fund Inc.

(Exact name of registrant as specified in charter)

 

55 Water Street, New York, NY

 

10041

(Address of principal executive offices)

 

(Zip code)

 

Robert I. Frenkel, Esq.

Legg Mason & Co., LLC

100 First Stamford Place

Stamford, CT 06902

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

888-777-0102

 

 

Date of fiscal year end:

May 31

 

 

 

 

Date of reporting period:

February 28, 2010

 

 



 

ITEM 1.                  SCHEDULE OF INVESTMENTS

 



 

WESTERN ASSET

EMERGING MARKETS INCOME FUND INC.

 

FORM N-Q

FEBRUARY 28, 2010

 


 

Schedule of investments (unaudited)

February 28, 2010

 

WESTERN ASSET EMERGING MARKETS INCOME FUND INC.

 

SECURITY

 

RATE    

MATURITY
DATE

 

FACE
AMOUNT †

 

VALUE

 

SOVEREIGN BONDS — 49.0%

 

 

 

 

 

 

 

 

 

Argentina — 4.2%

 

 

 

 

 

 

 

 

 

Republic of Argentina

 

10.250

%

2/6/03

 

 

2,000,000

DEM

$

578,228

(a)

Republic of Argentina

 

9.000

%

9/19/03

 

1,000,000

DEM

275,181

(a)

Republic of Argentina

 

7.000

%

3/18/04

 

3,500,000

DEM

975,325

(a)

Republic of Argentina

 

8.500

%

2/23/05

 

3,875,000

DEM

1,106,820

(a)

Republic of Argentina

 

11.250

%

4/10/06

 

5,400,000

DEM

1,542,407

(a)

Republic of Argentina

 

9.000

%

4/26/06

 

1,000,000

EUR

562,052

(a)

Republic of Argentina

 

9.000

%

7/6/10

 

550,000

EUR

303,508

(a)

Republic of Argentina

 

11.750

%

5/20/11

 

1,000,000

DEM

285,631

(a)

Republic of Argentina

 

12.000

%

9/19/16

 

8,800,000

DEM

2,390,940

(a)

Republic of Argentina

 

11.750

%

11/13/26

 

950,000

DEM

256,458

(a)

Republic of Argentina, Bonds

 

7.000

%

9/12/13

 

5,165,000

 

4,231,426

 

Republic of Argentina, GDP Linked Securities

 

1.330

%

12/15/35

 

3,195,000

 

183,712

(b)

Republic of Argentina, GDP Linked Securities

 

1.985

%

12/15/35

 

3,800,000

EUR

238,174

(b)

Republic of Argentina, GDP Linked Securities

 

2.458

%

12/15/35

 

20,189,523

ARS

259,008

(b)

Republic of Argentina, Medium-Term Notes

 

7.000

%

3/18/04

 

6,500,000,000

ITL

1,783,875

(a)

Republic of Argentina, Medium-Term Notes

 

5.002

%

7/13/05

 

3,000,000,000

ITL

833,883

(a)

Republic of Argentina, Medium-Term Notes

 

10.000

%

2/22/07

 

1,000,000

EUR

575,677

(a)

Republic of Argentina, Medium-Term Notes

 

7.625

%

8/11/07

 

1,000,000,000

ITL

275,322

(a)

Republic of Argentina, Medium-Term Notes

 

8.000

%

10/30/09

 

625,000

DEM

168,723

(a)

Total Argentina

 

 

 

 

 

 

 

16,826,350

 

Brazil — 6.2%

 

 

 

 

 

 

 

 

 

Brazil Nota do Tesouro Nacional, Notes

 

10.000

%

7/1/10

 

1,419,000

BRL

786,457

 

Brazil Nota do Tesouro Nacional, Notes

 

10.000

%

1/1/12

 

32,118,000

BRL

17,306,750

 

Brazil Nota do Tesouro Nacional, Notes

 

10.000

%

1/1/17

 

1,902,000

BRL

925,423

 

Federative Republic of Brazil

 

7.125

%

1/20/37

 

5,188,000

 

5,888,380

 

Federative Republic of Brazil, Collective Action Securities, Notes

 

8.000

%

1/15/18

 

889

 

1,040

 

Total Brazil

 

 

 

 

 

 

 

24,908,050

 

Colombia — 3.8%

 

 

 

 

 

 

 

 

 

Republic of Colombia

 

7.375

%

9/18/37

 

8,701,000

 

9,505,843

 

Republic of Colombia, Senior Notes

 

7.375

%

3/18/19

 

4,926,000

 

5,664,900

 

Total Colombia

 

 

 

 

 

 

 

15,170,743

 

Gabon — 0.6%

 

 

 

 

 

 

 

 

 

Gabonese Republic

 

8.200

%

12/12/17

 

2,160,000

 

2,319,300

(c)

Hungary — 0.5%

 

 

 

 

 

 

 

 

 

Republic of Hungary, Senior Notes

 

6.250

%

1/29/20

 

2,110,000

 

2,165,772

 

Indonesia — 2.7%

 

 

 

 

 

 

 

 

 

Republic of Indonesia

 

10.250

%

7/15/22

 

10,904,000,000

IDR

1,191,983

 

Republic of Indonesia

 

11.000

%

9/15/25

 

21,720,000,000

IDR

2,445,507

 

Republic of Indonesia

 

10.250

%

7/15/27

 

21,034,000,000

IDR

2,219,020

 

Republic of Indonesia, Bonds

 

9.750

%

5/15/37

 

25,039,000,000

IDR

2,468,765

 

Republic of Indonesia, Senior Bonds

 

6.875

%

1/17/18

 

2,220,000

 

2,469,750

(c)

Total Indonesia

 

 

 

 

 

 

 

10,795,025

 

Mexico — 3.9%

 

 

 

 

 

 

 

 

 

United Mexican States, Medium-Term Notes

 

8.000

%

9/24/22

 

8,175,000

 

10,218,750

 

United Mexican States, Medium-Term Notes

 

6.050

%

1/11/40

 

5,334,000

 

5,280,660

 

Total Mexico

 

 

 

 

 

 

 

15,499,410

 

Panama — 2.6%

 

 

 

 

 

 

 

 

 

Republic of Panama

 

7.250

%

3/15/15

 

1,664,000

 

1,917,760

 

Republic of Panama

 

9.375

%

4/1/29

 

2,283,000

 

3,070,635

 

Republic of Panama

 

6.700

%

1/26/36

 

4,940,000

 

5,273,450

 

Total Panama

 

 

 

 

 

 

 

10,261,845

 

Peru — 3.1%

 

 

 

 

 

 

 

 

 

Republic of Peru

 

8.750

%

11/21/33

 

169,000

 

221,390

 

 

See Notes to Schedule of Investments.

 

1


 

Schedule of investments (unaudited) (continued)

February 28, 2010

 

WESTERN ASSET EMERGING MARKETS INCOME FUND INC.

 

SECURITY

 

RATE    

MATURITY
DATE

 

FACE
AMOUNT †

 

VALUE

 

Peru — continued

 

 

 

 

 

 

 

 

 

 

Republic of Peru, Bonds

 

6.550

%

3/14/37

 

 

2,725,000

 

$

2,874,875

 

Republic of Peru, Global Senior Bonds

 

8.375

%

5/3/16

 

3,550,000

 

4,339,875

 

Republic of Peru, Global Senior Bonds

 

7.350

%

7/21/25

 

4,300,000

 

5,031,000

 

Total Peru

 

 

 

 

 

 

 

12,467,140

 

Qatar — 0.3%

 

 

 

 

 

 

 

 

 

State of Qatar, Senior Notes

 

4.000

%

1/20/15

 

1,080,000

 

1,096,200

(c)

Russia — 6.2%

 

 

 

 

 

 

 

 

 

Russian Federation

 

11.000

%

7/24/18

 

110,000

 

156,189

(c)

Russian Federation

 

12.750

%

6/24/28

 

617,000

 

1,069,014

(c)

Russian Foreign Bond-Eurobond, Senior Bonds

 

7.500

%

3/31/30

 

20,899,020

 

23,732,927

(c)

Total Russia

 

 

 

 

 

 

 

24,958,130

 

Turkey — 8.5%

 

 

 

 

 

 

 

 

 

Republic of Turkey

 

11.875

%

1/15/30

 

3,348,000

 

5,314,950

 

Republic of Turkey, Notes

 

6.875

%

3/17/36

 

25,804,000

 

25,868,510

 

Republic of Turkey, Notes

 

6.750

%

5/30/40

 

2,750,000

 

2,698,437

 

Republic of Turkey, Senior Notes

 

7.500

%

7/14/17

 

100,000

 

113,125

 

Total Turkey

 

 

 

 

 

 

 

33,995,022

 

United Arab Emirates — 0.2%

 

 

 

 

 

 

 

 

 

MDC-GMTN B.V., Senior Notes

 

5.750

%

5/6/14

 

860,000

 

909,896

(c)

Venezuela — 6.2%

 

 

 

 

 

 

 

 

 

Bolivarian Republic of Venezuela

 

8.500

%

10/8/14

 

6,694,000

 

5,656,430

 

Bolivarian Republic of Venezuela

 

5.750

%

2/26/16

 

10,922,000

 

7,563,485

(c)

Bolivarian Republic of Venezuela

 

7.000

%

12/1/18

 

1,920,000

 

1,296,000

(c)

Bolivarian Republic of Venezuela

 

7.650

%

4/21/25

 

933,000

 

591,522

 

Bolivarian Republic of Venezuela, Collective Action Securities

 

9.375

%

1/13/34

 

7,239,000

 

5,157,788

 

Bolivarian Republic of Venezuela, Collective Action Securities, Notes

 

10.750

%

9/19/13

 

4,600,000

 

4,333,200

 

Bolivarian Republic of Venezuela, Senior Bonds

 

9.250

%

9/15/27

 

500,000

 

376,250

 

Total Venezuela

 

 

 

 

 

 

 

24,974,675

 

TOTAL SOVEREIGN BONDS (Cost — $187,715,658)

 

 

 

196,347,558

 

COLLATERALIZED SENIOR LOANS — 0.5%

 

 

 

 

 

 

 

 

 

ENERGY — 0.5%

 

 

 

 

 

 

 

 

 

Ashmore Energy International, Synthetic Revolving Credit Facility

 

3.229

%

3/26/10

 

248,796

 

227,959

(c)(d)(e)

Ashmore Energy International, Term Loan

 

3.251

%

3/31/10

 

1,900,842

 

1,741,647

(d)(e)

TOTAL COLLATERALIZED SENIOR LOANS (Cost — $1,940,816)

 

 

 

1,969,606

 

CORPORATE BONDS & NOTES — 43.1%

 

 

 

 

 

 

 

 

 

CONSUMER DISCRETIONARY — 3.2%

 

 

 

 

 

 

 

 

 

Media — 3.2%

 

 

 

 

 

 

 

 

 

Globo Communicacoes e Participacoes SA, Bonds

 

7.250

%

4/26/22

 

866,000

 

904,970

(c)

Globo Communicacoes e Participacoes SA, Senior Bonds

 

7.250

%

4/26/22

 

110,000

 

114,950

(c)

Grupo Televisa SA, Senior Bonds

 

6.625

%

1/15/40

 

4,050,000

 

4,000,550

(c)

Grupo Televisa SA, Senior Notes

 

6.625

%

3/18/25

 

4,900,000

 

4,977,836

 

NET Servicos de Comunicacao SA, Bonds

 

7.500

%

1/27/20

 

2,690,000

 

2,763,975

(c)

TOTAL CONSUMER DISCRETIONARY

 

 

 

 

 

 

 

12,762,281

 

ENERGY — 14.6%

 

 

 

 

 

 

 

 

 

Oil, Gas & Consumable Fuels — 14.6%

 

 

 

 

 

 

 

 

 

Dolphin Energy Ltd., Senior Secured Bonds

 

5.888

%

6/15/19

 

1,811,700

 

1,826,348

(c)

Ecopetrol SA, Senior Notes

 

7.625

%

7/23/19

 

2,600,000

 

2,873,000

 

KazMunaiGaz Finance Sub B.V., Senior Notes

 

8.375

%

7/2/13

 

7,070,000

 

7,756,175

(c)

LUKOIL International Finance BV, Bonds

 

6.656

%

6/7/22

 

5,216,000

 

4,994,320

(c)

LUKOIL International Finance BV, Notes

 

6.356

%

6/7/17

 

1,459,000

 

1,462,647

(c)

Pemex Project Funding Master Trust, Senior Bonds

 

6.625

%

6/15/35

 

10,591,000

 

10,122,973

 

Petrobras International Finance Co., Senior Notes

 

6.875

%

1/20/40

 

3,710,000

 

3,797,523

 

Petroleos de Venezuela SA, Senior Notes

 

5.250

%

4/12/17

 

4,950,000

 

3,019,500

 

 

See Notes to Schedule of Investments.

 

2


 

Schedule of investments (unaudited) (continued)

February 28, 2010

 

WESTERN ASSET EMERGING MARKETS INCOME FUND INC.

 

SECURITY

 

RATE    

MATURITY
DATE

 

FACE
AMOUNT †

 

VALUE

 

Oil, Gas & Consumable Fuels — continued

 

 

 

 

 

 

 

 

 

 

Petroleos Mexicanos, Notes

 

8.000

%

5/3/19

 

 

130,000

 

$

151,450

 

Petroleum Co. of Trinidad & Tobago Ltd., Senior Notes

 

9.750

%

8/14/19

 

1,740,000

 

1,983,600

(c)

Petronas Capital Ltd.

 

5.250

%

8/12/19

 

14,668,000

 

14,933,099

(c)

Ras Laffan Liquefied Natural Gas Co., Ltd. III, Senior Secured Bonds

 

6.750

%

9/30/19

 

2,429,000

 

2,652,519

(c)

Ras Laffan Liquefied Natural Gas Co., Ltd. III, Senior Secured Notes

 

5.500

%

9/30/14

 

2,640,000

 

2,798,400

(c)

TOTAL ENERGY

 

 

 

 

 

 

 

58,371,554

 

FINANCIALS — 6.9%

 

 

 

 

 

 

 

 

 

Commercial Banks — 4.9%

 

 

 

 

 

 

 

 

 

HSBC Bank PLC, Credit-Linked Notes, (Russian Agricultural Bank)

 

8.900

%

12/20/10

 

56,805,000

RUB

1,504,689

(b)(c)(f)

ICICI Bank Ltd., Subordinated Bonds

 

6.375

%

4/30/22

 

1,024,000

 

943,549

(b)(c)

RSHB Capital, Loan Participation Notes, Secured Notes

 

7.125

%

1/14/14

 

6,650,000

 

7,049,000

(c)

RSHB Capital, Loan Participation Notes, Senior Secured Bonds

 

6.299

%

5/15/17

 

3,563,000

 

3,571,908

(c)

RSHB Capital, Loan Participation Notes, Senior Secured Notes

 

9.000

%

6/11/14

 

5,580,000

 

6,375,150

(c)

Total Commercial Banks

 

 

 

 

 

 

 

19,444,296

 

Diversified Financial Services — 2.0%

 

 

 

 

 

 

 

 

 

TNK-BP Finance SA

 

6.625

%

3/20/17

 

2,387,000

 

2,375,065

(c)

TNK-BP Finance SA

 

7.875

%

3/13/18

 

218,000

 

229,445

(c)

TNK-BP Finance SA, Senior Notes

 

7.500

%

3/13/13

 

2,105,000

 

2,262,875

(c)

TNK-BP Finance SA, Senior Notes

 

7.500

%

7/18/16

 

2,830,000

 

2,996,262

(c)

TNK-BP Finance SA, Senior Notes

 

7.875

%

3/13/18

 

310,000

 

325,903

(c)

Total Diversified Financial Services

 

 

 

 

 

 

 

8,189,550

 

TOTAL FINANCIALS

 

 

 

 

 

 

 

27,633,846

 

INDUSTRIALS — 1.3%

 

 

 

 

 

 

 

 

 

Building Products — 0.5%

 

 

 

 

 

 

 

 

 

GTL Trade Finance Inc., Senior Notes

 

7.250

%

10/20/17

 

1,993,000

 

2,087,668

(c)

Construction & Engineering — 0.8%

 

 

 

 

 

 

 

 

 

Odebrecht Finance Ltd.

 

7.500

%

10/18/17

 

560,000

 

589,400

(c)

Odebrecht Finance Ltd., Senior Notes

 

7.000

%

4/21/20

 

2,440,000

 

2,476,600

(c)

Total Construction & Engineering

 

 

 

 

 

 

 

3,066,000

 

Road & Rail — 0.0%

 

 

 

 

 

 

 

 

 

Kansas City Southern de Mexico, Senior Notes

 

9.375

%

5/1/12

 

101,000

 

104,535

 

TOTAL INDUSTRIALS

 

 

 

 

 

 

 

5,258,203

 

MATERIALS — 7.7%

 

 

 

 

 

 

 

 

 

Metals & Mining — 7.1%

 

 

 

 

 

 

 

 

 

Evraz Group SA, Notes

 

8.875

%

4/24/13

 

2,995,000

 

3,103,695

(c)

Evraz Group SA, Notes

 

9.500

%

4/24/18

 

810,000

 

844,425

(c)

Freeport-McMoRan Copper & Gold Inc., Senior Notes

 

8.375

%

4/1/17

 

310,000

 

336,802

 

Gerdau Holdings Inc., Senior Notes

 

7.000

%

1/20/20

 

980,000

 

994,700

(c)

Vale Overseas Ltd., Notes

 

8.250

%

1/17/34

 

4,536,000

 

5,281,641

 

Vale Overseas Ltd., Notes

 

6.875

%

11/21/36

 

10,858,000

 

11,050,567

 

Vedanta Resources PLC, Senior Notes

 

8.750

%

1/15/14

 

6,200,000

 

6,572,000

(c)

Total Metals & Mining

 

 

 

 

 

 

 

28,183,830

 

Paper & Forest Products — 0.6%

 

 

 

 

 

 

 

 

 

Celulosa Arauco y Constitucion SA, Senior Notes

 

7.250

%

7/29/19

 

2,287,000

 

2,534,609

 

TOTAL MATERIALS

 

 

 

 

 

 

 

30,718,439

 

TELECOMMUNICATION SERVICES — 7.3%

 

 

 

 

 

 

 

 

 

Diversified Telecommunication Services — 4.4%

 

 

 

 

 

 

 

 

 

Axtel SAB de CV, Senior Notes

 

7.625

%

2/1/17

 

10,696,000

 

10,583,650

(c)

UBS Luxembourg SA for OJSC Vimpel Communications, Loan Participation Notes

 

8.250

%

5/23/16

 

657,000

 

691,493

(c)

Vimpel Communications, Loan Participation Notes

 

8.375

%

4/30/13

 

750,000

 

806,250

(c)

 

See Notes to Schedule of Investments.

 

3


 

Schedule of investments (unaudited) (continued)

February 28, 2010

 

WESTERN ASSET EMERGING MARKETS INCOME FUND INC.

 

SECURITY

 

RATE    

MATURITY
DATE

 

FACE
AMOUNT †

 

VALUE

 

Diversified Telecommunication Services — continued

 

 

 

 

 

 

 

 

 

 

VIP Finance Ireland Ltd. for OJSC Vimpel Communications, Loan Participation Notes,
Secured Notes

 

8.375

%

4/30/13

 

 

5,017,000

 

$

5,411,883

(c)

Total Diversified Telecommunication Services

 

 

 

 

 

 

 

17,493,276

 

Wireless Telecommunication Services — 2.9%

 

 

 

 

 

 

 

 

 

America Movil SAB de CV, Senior Notes

 

5.625

%

11/15/17

 

1,878,000

 

1,980,698

 

True Move Co., Ltd.

 

10.750

%

12/16/13

 

430,000

 

436,450

(c)

True Move Co., Ltd.

 

10.375

%

8/1/14

 

3,070,000

 

3,070,000

(c)

True Move Co., Ltd., Notes

 

10.750

%

12/16/13

 

6,200,000

 

6,293,000

(c)

Total Wireless Telecommunication Services

 

 

 

 

 

 

 

11,780,148

 

TOTAL TELECOMMUNICATION SERVICES

 

 

 

 

 

 

 

29,273,424

 

UTILITIES — 2.1%

 

 

 

 

 

 

 

 

 

Electric Utilities — 1.5%

 

 

 

 

 

 

 

 

 

Centrais Eletricas Brasileiras SA, Senior Notes

 

6.875

%

7/30/19

 

3,660,000

 

3,897,900

(c)

EEB International Ltd.

 

8.750

%

10/31/14

 

720,000

 

789,300

(c)

EEB International Ltd., Senior Bonds

 

8.750

%

10/31/14

 

1,120,000

 

1,227,800

(c)

Total Electric Utilities

 

 

 

 

 

 

 

5,915,000

 

Independent Power Producers & Energy Traders — 0.4%

 

 

 

 

 

 

 

Colbun SA, Senior Notes

 

6.000

%

1/21/20

 

1,660,000

 

1,677,989

(c)

Multi-Utilities — 0.2%

 

 

 

 

 

 

 

 

 

Empresas Publicas de Medellin ESP, Senior Notes

 

7.625

%

7/29/19

 

870,000

 

948,300

(c)

TOTAL UTILITIES

 

 

 

 

 

 

 

8,541,289

 

TOTAL CORPORATE BONDS & NOTES (Cost — $162,598,466)

 

 

 

 

172,559,036

 

U.S. GOVERNMENT & AGENCY OBLIGATIONS — 0.8%

 

 

 

 

 

 

U.S. Government Agencies — 0.8%

 

 

 

 

 

 

 

 

 

Federal Home Loan Bank (FHLB), Bonds

 

4.750

%

12/10/10

 

900,000

 

930,448

 

Federal National Mortgage Association (FNMA), Notes

 

2.875

%

10/12/10

 

2,100,000

 

2,133,270

 

TOTAL U.S. GOVERNMENT & AGENCY OBLIGATIONS (Cost — $3,048,174)

 

 

 

3,063,718

 

 

 

 

 

 

EXPIRATION
DATE

 

WARRANTS

 

 

 

WARRANTS — 0.1%

 

 

 

 

 

 

 

 

 

Bolivarian Republic of Venezuela, Oil-linked payment obligations (Cost - $356,500)

 

 

 

4/15/20

 

11,500

 

316,250

*

TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENTS (Cost — $355,659,614)

 

374,256,168

 

 

 

 

 

 

MATURITY
DATE

 

FACE
AMOUNT

 

 

 

SHORT-TERM INVESTMENTS — 4.4%

 

 

 

 

 

 

 

 

 

U.S. Government Agency — 0.2%

 

 

 

 

 

 

 

 

 

Federal National Mortgage Association (FNMA), Discount Notes (Cost - $640,439)

 

0.180

%

8/23/10

 

$

641,000

 

640,439

(g)(h)

U.S. Government Obligations — 1.2%

 

 

 

 

 

 

 

 

 

U.S. Treasury Bills (Cost - $4,998,648)

 

0.165

%

4/29/10

 

5,000,000

 

4,999,180

(g)

Repurchase Agreement — 3.0%

 

 

 

 

 

 

 

 

 

Morgan Stanley tri-party repurchase agreement dated 2/26/10; Proceeds at maturity - $12,085,101; (Fully collateralized by U.S. government agency obligation, 3.875% due 8/25/11; Market value - $12,331,930)
(Cost - $12,085,000)

 

0.100

%

3/1/10

 

12,085,000

 

12,085,000

 

TOTAL SHORT-TERM INVESTMENTS (Cost — $17,724,087)

 

 

 

 

17,724,619

 

TOTAL INVESTMENTS — 97.9% (Cost — $373,383,701#)

 

 

 

 

391,980,787

 

Other Assets in Excess of Liabilities — 2.1%

 

 

 

 

8,244,305

 

TOTAL NET ASSETS — 100.0%

 

 

 

 

$

400,225,092

 

 

 

See Notes to Schedule of Investments.

 

4


 

Schedule of investments (unaudited) (continued)

February 28, 2010

 

WESTERN ASSET EMERGING MARKETS INCOME FUND INC.

 

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

*

Non-income producing security.

(a)

The coupon payment on these securities is currently in default as of February 28, 2010.

(b)

Variable rate security. Interest rate disclosed is that which is in effect at February 28, 2010.

(c)

Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. This security has been deemed liquid pursuant to guidelines approved by the Board of Directors, unless otherwise noted.

(d)

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

(e)

The date shown represents the last in range of interest reset dates.

(f)

Illiquid security.

(g)

Rate shown represents yield-to-maturity.

(h)

All or a portion of this security is held at the broker as collateral for open futures contracts.

#

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

 

Abbreviations used in this schedule:

ARS

- Argentine Peso

BRL

- Brazilian Real

DEM

- German Mark

EUR

- Euro

GDP

- Gross Domestic Product

IDR

- Indonesian Rupiah

ITL

- Italian Lira

OJSC

- Open Joint Stock Company

RUB

- Russian Ruble

 

Summary of Investments by Country **

 

Russia

 

15.8

%

Brazil

 

14.0

 

Mexico

 

12.1

 

Turkey

 

8.7

 

Venezuela

 

7.2

 

Colombia

 

5.3

 

Argentina

 

4.3

 

Malaysia

 

3.8

 

Peru

 

3.2

 

Indonesia

 

2.7

 

Panama

 

2.6

 

Thailand

 

2.5

 

United Kingdom

 

2.1

 

Kazakhstan

 

2.0

 

Qatar

 

1.7

 

Ireland

 

1.4

 

United States

 

1.4

 

Chile

 

1.1

 

Cayman Islands

 

1.0

 

United Arab Emirates

 

0.7

 

Gabon

 

0.6

 

Hungary

 

0.6

 

Trinidad and Tobago

 

0.5

 

India

 

0.2

 

Short-Term Investments

 

4.5

 

 

 

 

 

 

 

100.0

%

 

**As a percentage of total investments. Please note that Fund holdings are as of February 28, 2010 and are subject to change.

 

See Notes to Schedule of Investments.

 

5


 

Notes to Schedule of Investments (unaudited)

 

1. Organization and Significant Accounting Policies

 

Western Asset Emerging Markets Income Fund Inc. (the “Fund”) was incorporated in Maryland and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary investment objective is to seek high current income. As a secondary objective, the Fund seeks capital appreciation. In pursuit of these objectives, the Fund under normal conditions invests at least 80% of its net assets, plus any borrowings for investment purposes, in debt securities of government and government related issuers located in emerging market countries (including participations in loans between governments and financial institutions), and of entities organized to restructure the outstanding debt of such issuers, and in debt securities of corporate issuers located in emerging market countries.

 

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

 

(a) Investment Valuation.  Debt securities are valued at the mean between the last quoted bid and asked prices provided by an independent pricing service, which 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 mean between the last quoted bid and asked prices as of the close of business of that market. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. 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 prices are not readily available, or are determined not to reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities at fair value as determined in accordance with procedures approved by the Fund’s Board of Directors. Short-term obligations with maturities of 60 days or less are valued at amortized cost, which approximates fair value.

 

The Fund has adopted Financial Accounting Standards Board Codification Topic 820 (formerly, Statement of Financial Accounting Standards No. 157) (“ASC Topic 820”). ASC Topic 820 establishes a single definition of fair value, creates a three-tier hierarchy as a framework for measuring fair value based on inputs used to value the Fund’s investments, and requires additional disclosure about fair value. The hierarchy of inputs is summarized below.

 

·                  Level 1—quoted prices in active markets for identical investments

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

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

 

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 the 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 convert future amounts to a single present amount.

 

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

 

DESCRIPTION

 

QUOTED
PRICES
(LEVEL 1)

 

OTHER
SIGNIFICANT
OBSERVABLE
INPUTS
(LEVEL 2)

 

SIGNIFICANT
UNOBSERVABLE
INPUTS
(LEVEL 3)

 

TOTAL

 

Long-term investments†:

 

 

 

 

 

 

 

 

 

Sovereign bonds

 

 

$

196,347,558

 

 

$

196,347,558

 

Collateralized senior loans

 

 

1,969,606

 

 

1,969,606

 

Corporate bonds & notes

 

 

172,559,036

 

 

172,559,036

 

U.S. government & agency obligations

 

 

3,063,718

 

 

3,063,718

 

Warrants

 

 

316,250

 

 

316,250

 

Total long-term investments

 

 

$

374,256,168

 

 

$

374,256,168

 

Short-term investments†

 

 

17,724,619

 

 

17,724,619

 

Total investments

 

 

$

391,980,787

 

 

$

391,980,787

 

Other financial instruments:

 

 

 

 

 

 

 

 

 

Futures contracts

 

$

586,376

 

 

 

$

586,376

 

Forward foreign currency contracts

 

 

$

2,382

 

 

2,382

 

Interest rate swaps‡

 

 

(67,367

)

 

(67,367

)

Total other financial instruments

 

$

586,376

 

$

(64,985

)

 

$

521,391

 

Total

 

$

586,376

 

$

391,915,802

 

 

$

392,502,178

 

 

6


 

Notes to Schedule of Investments (unaudited) (continued)

 

†See Schedule of Investments for additional detailed categorizations.

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

 

(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, a fund takes possession of an underlying debt obligation subject to an obligation of the seller to repurchase, and of the fund to resell, the obligation at an agreed-upon price and time, thereby determining the yield during a 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 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) Loan Participations. The Fund may invest in loans arranged through private negotiation between one or more financial institutions. The Fund’s investment in any such loan may be in the form of a participation in or an assignment of the loan. In connection with purchasing participations, the Fund generally will have no right to enforce compliance by the borrower with the terms of the loan agreement related to the loan, or any rights of off-set against the borrower and the Fund may not benefit directly from any collateral supporting the loan in which it has purchased the participation.

 

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

 

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

 

When entering into a Forward foreign currency contract, the Fund bears the risk of an unfavorable change in the foreign exchange rate underlying the forward foreign currency contract. Risks may also arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts.

 

(e) Futures Contracts.  The Fund may use futures contracts to gain exposure to, or hedge against, changes in the value of equities, interest rates or foreign currencies. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

 

Upon entering into a futures contract, the Fund is required to deposit cash or cash equivalents with a broker in an amount equal to a certain percentage of the contract amount. This is known as the ‘‘initial margin’’ and subsequent payments (‘‘variation margin’’) are made or received by the Fund each day, depending on the daily fluctuation in the value of the contract. For certain futures, including

 

7


 

Notes to Schedule of Investments (unaudited) (continued)

 

foreign denominated futures, variation margin is not settled daily, but is recorded as a net variation margin payable or receivable. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded.

 

Futures contracts involve, to varying degrees, risk of loss. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market.

 

(f) Swap Agreements. The Fund may invest 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 held as collateral for swap contracts are identified in the Schedule of Investments.

 

Interest Rate Swaps. The Fund may enter into interest rate swap contracts.  Interest rate swaps are agreements between two parties to exchange cash flows based on a notional principal amount. The Fund may elect to pay a fixed rate and receive a floating rate, or, receive a fixed rate and pay a floating rate on a notional principal amount. The net interest received or paid on interest rate swap agreements is accrued daily as interest income. Interest rate swaps are marked to market daily based upon quotations from market makers. When a swap contract is terminated early, the Fund records a realized gain or loss equal to the difference between the original cost and the settlement amount of the closing transaction.

 

The risks of interest rate swaps include changes in market conditions that will affect the value of the contract or changes in the present value of the future cash flow streams and the possible inability of the counterparty to fulfill its obligations under the agreement. The Fund’s maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life, to the extent that that amount is positive. This risk is mitigated by the posting of collateral by the counterparty to the Fund to cover the Fund’s exposure to the counterparty.

 

(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.

 

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

 

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

 

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

 

2.  Investments

 

At February 28, 2010, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

 

Gross unrealized appreciation

 

$28,407,722

 

Gross unrealized depreciation

 

(9,810,636

)

Net unrealized appreciation

 

$18,597,086

 

 

8


 

Notes to Schedule of Investments (unaudited) (continued)

 

At February 28, 2010, the Fund had the following open futures contracts:

 

 

 

Number of

 

Expiration

 

Basis

 

Market

 

Unrealized

 

 

 

Contracts

 

Date

 

Value

 

Value

 

Gain

 

Contracts to Buy:

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury 10-Year Notes

 

353

 

6/10

 

$

40,885,608

 

$

41,471,984

 

$

586,376

 

 

At February 28, 2010, the Fund had the following open forward foreign currency contracts:

 

Foreign Currency

 

Local
Currency

 

Market
Value

 

Settlement
Date

 

Unrealized Gain(Loss)

 

Contracts to Buy:

 

 

 

 

 

 

 

 

 

Brazilian Real

 

2,010,059

 

$

1,112,373

 

3/2/10

 

$

2,763

 

Brazilian Real

 

2,010,059

 

1,104,883

 

4/5/10

 

7,989

 

 

 

 

 

 

 

 

 

10,752

 

Contracts to Sell:

 

 

 

 

 

 

 

 

 

Brazilian Real

 

2,010,059

 

1,112,373

 

3/2/10

 

(8,370

)

Net Unrealized Gain on Open Forward Foreign Currency Contracts

 

 

 

$

2,382

 

 

At February 28, 2010, the Fund had the following open swap contracts:

 

SWAP COUNTERPARTY

 

NOTIONAL
AMOUNT

 

TERMINATION
DATE

 

PERIODIC
PAYMENTS
MADE BY
THE FUND ‡

 

PERIODIC
PAYMENTS
RECEIVED
BY THE
FUND ‡

 

UPFRONT
PREMIUMS
PAID/
(RECEIVED)

 

UNREALIZED
DEPRECIATION

 

Interest Rate Swaps:

 

 

 

 

 

 

 

 

 

 

 

 

 

Credit Suisse

 

$

7,108,337

 

1/2/12

 

BRL-CDI

 

10.560%

 

 

$

(23,576

)*

Credit Suisse

 

10,798,227

 

1/2/12

 

BRL-CDI

 

10.510%

 

 

(43,791

)*

TOTAL

 

$

17,906,564

 

 

 

 

 

 

 

 

$

(67,367

)

 

† Notional amount denominated in U.S. dollars, unless otherwise noted.

‡  Percentage shown is an annual percentage rate.

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

 

3. Derivative Instruments and Hedging Activities

 

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

 

The following is a summary of the Fund’s derivative instruments categorized by risk exposure at February 28, 2010.

 

 

 

Futures
Contracts

 

 

Forward Foreign Currency
Contracts

 

 

Swap Contracts,
at value

 

 

 

 

Primary Underlying Risk
Disclosure

 

Unrealized
Appreciation

 

 

Unrealized
Appreciation

 

 

Unrealized
Depreciation

 

 

Unrealized
Depreciation

 

 

Total

 

Interest Rate Contracts

 

$586,376

 

 

 

 

 

 

$(67,367

)

 

$519,009

 

Foreign Exchange Contracts

 

 

 

$10,752

 

 

$(8,370

)

 

 

 

2,382

 

Other Contracts

 

 

 

 

 

 

 

 

 

 

Total

 

$586,376

 

 

$10,752

 

 

$(8,370

)

 

$(67,367

)

 

$521,391

 

 

9


 

Notes to Schedule of Investments (unaudited) (continued)

 

For the period ended February 28, 2010, the Fund had average market values of $41,503,423, $327,750 and $111,237 in futures contracts (to buy), forward foreign currency contracts (to buy) and forward foreign currency contracts (to sell), respectively, and average notional balances in interest rate swap contracts of $16,115,908.

 

The Fund has several credit related contingent features that if triggered would allow its derivatives counterparties to close out and demand payment or additional collateral to cover their exposure from the Fund.  Credit related contingent features are established between the Fund and its derivatives counterparties to reduce the risk that the Fund will not fulfill its payment obligations to its counterparties. These triggering features include, but are not limited to, a percentage decrease in the Fund’s net assets and or percentage decrease in the Fund’s Net Asset Value or NAV. The contingent features are established within the Fund’s International Swap and Derivatives Association, Inc. master agreements which govern positions in swaps, over-the-counter options, and forward currency exchange contracts for each individual counterparty.

 

10

 


 

ITEM 2.

CONTROLS AND PROCEDURES.

 

 

 

(a)

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

 

 

 

 

(b)

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

 

 

ITEM 3.

EXHIBITS.

 

 

 

Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940, as amended, are attached hereto.

 



 

SIGNATURES

 

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

 

Western Asset Emerging Markets Income Fund Inc.

 

 

By

/s/ R. Jay Gerken

 

 

R. Jay Gerken

 

Chief Executive Officer

 

Date:  April 23, 2010

 

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

 

By

/s/ R. Jay Gerken

 

 

R. Jay Gerken

 

Chief Executive Officer

 

Date:  April 23, 2010

 

By

/s/ Kaprel Ozsolak

 

 

Kaprel Ozsolak

 

Chief Financial Officer

 

Date:   April 23, 2010