Western Asset Management Company LLC

Item 5. FEES AND COMPENSATION
Advisory Fees
Investment management fees are generally calculated under contractual arrangements with the advisers’

clients as a percentage of the market value of assets under management. Annual rates vary by investment
objective and type of services provided. Fee arrangements for separate accounts vary by client, and are
based on several different factors, including investment mandate, services performed, and
account/relationship size. To the extent permitted under the Investment Advisers Act of 1940, as amended
(the “Advisers Act”) and other applicable law, the advisers can negotiate and charge performance fees or
special allocations in addition to asset-based fees in connection with accounts. In addition, fees and
allocations can be fixed, fixed plus performance, or performance only. Please refer to Item 6. “Performance-
Based Fees and Side-by-Side Management” for additional information.
Western Asset’s advisory fees are generally based on a percentage of asset under its management and
generally, are not negotiable, but from time-to-time may be depending on facts and circumstances. In the
event of account termination, fees paid in advance will be prorated to the date of termination specified in
the notice of termination, and any unearned portion thereof will be refunded to the client. Although
agreements are individually negotiated and may vary, either clients or Western Asset, generally, have the
right to terminate the advisory agreement by giving the other party thirty (30) days written notice.
Western Asset will normally negotiate a performance-based fee on request subject to any regulatory limits
on fees. In such an arrangement, compensation is typically based on account performance relative to a
mutually agreed benchmark. Performance-based fees vary depending on the extent to which Western Asset
is authorized to employ a full array of investment techniques. In certain cases, Western Asset may be paid
a percentage of the account’s return (e.g., 20%), typically above a “hurdle” or base return. Please refer to

Item 7. Types of Clients
Western Asset provides investment advisory and sub-advisory services to primarily institutional clients,
which include, from time to time, corporate and other business entities, corporate and government pension
funds, , corporate defined contribution and profit-sharing plans, state and municipal entities, Taft-Hartley
plans, charitable foundations and organizations, endowment funds, insurance companies, , sovereign wealth
fund and foreign government and private institutions, family offices, non-U.S. government entities, U.S.
and non-U.S. mutual funds, collateralized debt/loan obligations issuers, pooled investment vehicles, and
collective investment trusts.

Western Asset U.S. also provides investment advisory services to individuals, primarily through wrap fee

programs sponsored by its affiliate, Franklin Templeton Private Portfolio Group, or non-affiliated third
parties.