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

811-6629

 

 

Western Asset Managed Municipals 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

300 First Stamford Place

Stamford, CT 06902

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

1-800-451-2010

 

 

Date of fiscal year end:

May 31

 

 

 

 

Date of reporting period:

August 31, 2008

 

 



 

ITEM 1.

SCHEDULE OF INVESTMENTS

 



 

WESTERN ASSET

MANAGED MUNICIPALS FUND INC.

 

FORM N-Q

AUGUST 31, 2008

 



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited)

August 31, 2008

 

Face
Amount

 

 

 

Security

 

Value

 

MUNICIPAL BONDS — 99.3%

 

 

 

Arizona — 3.9%

 

 

 

$

3,705,000

 

 

 

Greater Arizona Development Authority, Development Authority Infrastructure Revenue, Pinal County Road Project, MBIA, 5.000% due 8/1/19

 

$

3,972,094

 

4,000,000

 

 

 

Mesa, AZ, IDA, Revenue, Discovery Health Systems, MBIA, 5.625% due 1/1/29 (a)

 

4,228,040

 

 

 

 

 

Phoenix, AZ:

 

 

 

3,000,000

 

 

 

Civic Improvement Corp. Airport Revenue, Senior Lien, FGIC, 5.250% due 7/1/22 (b)

 

2,979,390

 

1,000,000

 

 

 

GO, 5.000% due 7/1/27 (a)

 

1,051,500

 

 

 

 

 

Salt Verde, AZ Financial Corp., Gas Revenue:

 

 

 

10,000,000

 

 

 

5.000% due 12/1/32

 

8,512,500

 

10,040,000

 

 

 

5.000% due 12/1/37

 

8,404,283

 

 

 

 

 

Total Arizona

 

29,147,807

 

California — 9.5%

 

 

 

1,170,000

 

 

 

California EFA Revenue, 5.625% due 7/1/23

 

1,131,659

 

 

 

 

 

California Health Facilities Finance Authority Revenue:

 

 

 

6,000,000

 

 

 

Cedars-Sinai Medical Center, 6.250% due 12/1/34 (a)

 

6,371,820

 

1,000,000

 

 

 

Sutter Health, 6.250% due 8/15/35

 

1,048,290

 

 

 

 

 

California Housing Finance Agency Revenue, Home Mortgage:

 

 

 

3,100,000

 

 

 

4.700% due 8/1/24 (b)

 

2,801,036

 

10,000,000

 

 

 

4.800% due 8/1/37 (b)

 

8,243,500

 

5,000,000

 

 

 

California State Department of Veterans Affairs, Home Purchase Revenue, AMBAC, 5.350% due 12/1/27

 

5,065,900

 

9,500,000

 

 

 

California Statewide CDA Revenue, St. Joseph Health System, FGIC, 5.750% due 7/1/47

 

9,926,930

 

7,375,000

 

 

 

Garden Grove, CA, Agency for Community Development, Tax Allocation, Refunding, AMBAC, 5.000% due 10/1/29

 

7,298,890

 

6,000,000

 

 

 

Golden State Tobacco Securitization Corp., CA, Tobacco Settlement Revenue, 6.750% due 6/1/39 (a)

 

6,941,220

 

6,000,000

 

 

 

Long Beach, CA, Bond Finance Authority, Natural Gas Purpose Revenue, 5.500% due 11/15/28

 

5,654,040

 

3,340,000

 

 

 

Rancho Cucamonga, CA, RDA, Tax Allocation, Rancho Redevelopment Projects, MBIA, 5.125% due 9/1/30

 

3,337,795

 

1,145,000

 

 

 

Sacramento County, CA, COP, Unrefunded Balance, Public Facilities Project, MBIA, 5.375% due 2/1/19

 

1,158,099

 

5,000,000

 

 

 

San Diego, CA, USD GO, FSA, 5.000% due 7/1/28

 

5,420,150

 

3,000,000

 

 

 

San Mateo County Community College District, COP, MBIA, 5.000% due 10/1/25 (a)

 

3,348,540

 

2,500,000

 

 

 

Santa Clara, CA, RDA, Tax Allocation, Bayshore North Project, MBIA, 5.000% due 6/1/23

 

2,546,250

 

 

 

 

 

Total California

 

70,294,119

 

Colorado — 9.3%

 

 

 

 

 

 

 

Colorado Educational & Cultural Facilities Authority Revenue, University of Denver Project, AMBAC:

 

 

 

2,050,000

 

 

 

5.375% due 3/1/23 (a)

 

2,204,385

 

1,950,000

 

 

 

5.375% due 3/1/23 (a)

 

2,094,398

 

 

 

 

 

Colorado Health Facilities Authority Revenue:

 

 

 

5,000,000

 

 

 

Refunding Adventist Health, Sunbelt, 5.250% due 11/15/35 (c)

 

4,703,550

 

4,000,000

 

 

 

Remarketed 7/8/98, 5.350% due 8/1/15 (d)

 

4,093,280

 

2,000,000

 

 

 

Denver, CO, City & County, COP, AMBAC, 5.500% due 12/1/25 (a)

 

2,158,900

 

 

 

 

 

Denver, CO, City & County Airport Revenue:

 

 

 

10,945,000

 

 

 

6.125% due 11/15/25 (b)(d)

 

12,681,971

 

13,630,000

 

 

 

Unrefunded Balance, 6.125% due 11/15/25 (b)

 

13,745,991

 

 

See Notes to Schedule of Investments.

 

1



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

Face
Amount

 

 

 

Security

 

Value

 

Colorado — 9.3% (continued)

 

 

 

$

1,700,000

 

 

 

El Paso County, CO, COP, Detention Facility Project, AMBAC, 5.000% due 12/1/23

 

$

1,706,953

 

 

 

 

 

Garfield County, CO, GO, School District No. 2, FSA, State Aid Withholding:

 

 

 

2,300,000

 

 

 

5.000% due 12/1/23

 

2,362,560

 

1,000,000

 

 

 

5.000% due 12/1/25

 

1,022,140

 

15,000,000

 

 

 

Public Authority for Colorado Energy, Natural Gas Purchase Revenue, 6.500% due 11/15/38

 

14,573,700

 

7,320,000

 

 

 

University of Colorado, COP, Master Lease Purchase Agreement, AMBAC, 5.000% due 6/1/28 (a)

 

7,925,218

 

 

 

 

 

Total Colorado

 

69,273,046

 

Connecticut — 1.0%

 

 

 

 

 

 

 

Connecticut State:

 

 

 

 

 

 

 

GO:

 

 

 

4,490,000

 

 

 

5.500% due 6/15/21 (a)

 

4,943,849

 

1,600,000

 

 

 

5.000% due 6/15/22 (a)

 

1,733,152

 

970,000

 

 

 

HEFA Revenue, Child Care Facilities Project, AMBAC, 5.625% due 7/1/29

 

1,001,302

 

 

 

 

 

Total Connecticut

 

7,678,303

 

Delaware — 1.4%

 

 

 

10,000,000

 

 

 

Delaware State, EDA Revenue, PCR, Refunding, Delmarva Project, AMBAC, 5.200% due 2/1/19

 

10,433,500

 

District of Columbia — 4.8%

 

 

 

35,000,000

 

 

 

District of Columbia, Hospital Revenue, Childrens Hospital Obligation, FSA, 5.450% due 7/15/35

 

35,600,600

 

Florida — 4.7%

 

 

 

5,000,000

 

 

 

Florida State Board of Education, Capital Outlay, GO, Public Education, Refunding, FSA, 5.000% due 6/1/24

 

5,107,300

 

1,465,000

 

 

 

Florida State Department of Transportation, GO, Right of Way Project, FGIC, 5.000% due 7/1/25

 

1,484,309

 

3,305,000

 

 

 

Jacksonville, FL, Electric Authority, Electric System Revenue, 5.000% due 10/1/28

 

3,334,348

 

5,620,000

 

 

 

Jacksonville, FL, Health Facilities Authority Revenue, Brooks Health System, 5.250% due 11/1/38

 

5,031,867

 

6,500,000

 

 

 

Martin County, FL, IDA Revenue, Indiantown Cogeneration Project, 7.875% due 12/15/25 (b)

 

6,507,215

 

1,290,000

 

 

 

Miami Beach, FL, Stormwater Revenue, FGIC, 5.375% due 9/1/30

 

1,307,931

 

4,545,000

 

 

 

Orange County, FL, Health Facilities Authority Revenue, Hospital-Orlando Regional Healthcare, 5.000% due 11/1/35

 

4,445,601

 

5,000,000

 

 

 

Orlando, FL, State Sales Tax Payments Revenue, 5.000% due 8/1/32

 

5,063,450

 

2,500,000

 

 

 

South Brevard, FL, Recreational Facilities Improvement, Special District, AMBAC, 5.000% due 7/1/20

 

2,551,950

 

 

 

 

 

Total Florida

 

34,833,971

 

Georgia — 5.6%

 

 

 

4,440,000

 

 

 

Atlanta, GA, Development Authority Educational Facilities Revenue, Science Park LLC Project, 5.000% due 7/1/39

 

4,209,475

 

8,535,000

 

 

 

Burke County, GA, Development Authority, PCR, Oglethorpe Power Corp., Vogtle Project, 5.700% due 1/1/43

 

8,571,018

 

2,000,000

 

 

 

LaGrange-Troup County, GA, Hospital Authority Revenue, Anticipation Certificates, GO, 5.500% due 7/1/38

 

1,962,340

 

 

 

 

 

Main Street Natural Gas Inc., GA, Gas Project Revenue:

 

 

 

4,000,000

 

 

 

5.000% due 3/15/22

 

3,485,840

 

12,750,000

 

 

 

5.500% due 9/15/24

 

11,403,345

 

5,205,000

 

 

 

5.500% due 9/15/27

 

4,530,901

 

 

 

 

 

Private Colleges & Universities Authority Revenue, Mercer University Project:

 

 

 

 

See Notes to Schedule of Investments.

 

2



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

Face
Amount

 

 

 

Security

 

Value

 

Georgia — 5.6% (continued)

 

 

 

$

2,180,000

 

 

 

5.750% due 10/1/21 (a)

 

$

2,429,479

 

 

 

 

 

Refunding:

 

 

 

2,000,000

 

 

 

5.250% due 10/1/25

 

1,964,540

 

1,000,000

 

 

 

5.375% due 10/1/29

 

966,320

 

2,000,000

 

 

 

Savannah, GA, EDA, Revenue, College of Arts & Design Inc. Project, 6.900% due 10/1/29 (a)

 

2,141,260

 

 

 

 

 

Total Georgia

 

41,664,518

 

Hawaii — 0.5%

 

 

 

4,000,000

 

 

 

Hawaii State, Department of Budget & Finance, Special Purpose Revenue, Kaiser Permanente, 5.100% due 3/1/14 (d)

 

4,093,000

 

Illinois — 4.1%

 

 

 

4,095,000

 

 

 

Chicago, IL, Refunding GO, FGIC, 5.500% due 1/1/35

 

4,212,649

 

12,530,000

 

 

 

Illinois Finance Authority, Revenue, Alexian, FSA, 5.500% due 1/1/28

 

12,848,889

 

8,000,000

 

 

 

Illinois Health Facilities Authority Revenue, Order of Saint Francis Healthcare System, 6.250% due 11/15/29 (a)

 

8,485,920

 

5,000,000

 

 

 

Illinois State, GO, MBIA, 5.625% due 6/1/25 (a)

 

5,301,450

 

 

 

 

 

Total Illinois

 

30,848,908

 

Indiana — 1.1%

 

 

 

3,000,000

 

 

 

Indiana State DFA Environment Improvement Revenue, USX Corp. Project, 5.250% due 12/1/22

 

3,092,160

 

5,000,000

 

 

 

Indianapolis, IN, Thermal Energy System, 5.000% due 10/1/25 (c)

 

5,074,950

 

 

 

 

 

Total Indiana

 

8,167,110

 

Iowa — 0.3%

 

 

 

2,500,000

 

 

 

Iowa Finance Authority Single Family Mortgage Revenue, GNMA/FNMA, 4.900% due 7/1/31 (b)

 

2,147,450

 

Kentucky — 2.3%

 

 

 

 

 

 

 

Louisville & Jefferson County, KY:

 

 

 

13,000,000

 

 

 

Metro Government Health System Revenue, Norton Healthcare Inc., 5.250% due 10/1/36

 

11,850,540

 

5,000,000

 

 

 

Metropolitan Government Health Facilities Revenue, Jewish Hospital St. Mary’s Healthcare, 6.125% due 2/1/37

 

5,065,600

 

 

 

 

 

Total Kentucky

 

16,916,140

 

Maine — 0.2%

 

 

 

1,770,000

 

 

 

Maine State Housing Authority Mortgage Revenue, 5.300% due 11/15/23

 

1,751,840

 

Maryland — 1.2%

 

 

 

 

 

 

 

Baltimore, MD, Project Revenue, Refunding, Wastewater Projects, FGIC:

 

 

 

2,500,000

 

 

 

5.125% due 7/1/32

 

2,500,250

 

3,385,000

 

 

 

5.200% due 7/1/32

 

3,417,428

 

3,075,000

 

 

 

Maryland State Health & Higher EFA Revenue, Johns Hopkins Hospital Issue, 5.000% due 11/15/26 (a)

 

3,382,777

 

 

 

 

 

Total Maryland

 

9,300,455

 

Massachusetts — 4.7%

 

 

 

2,430,000

 

 

 

Massachusetts Bay Transportation Authority, Sales Tax Revenue, 5.500% due 7/1/30 (a)(e)

 

2,580,247

 

1,125,000

 

 

 

Massachusetts DFA Revenue, Merrimack College Issue, MBIA, 5.200% due 7/1/32

 

1,050,705

 

1,850,000

 

 

 

Massachusetts HEFA Revenue, University of Massachusetts Issue, FGIC, 5.125% due 10/1/27

 

1,865,817

 

3,500,000

 

 

 

Massachusetts State DFA Revenue, Boston University, AMBAC, 5.000% due 10/1/39

 

3,371,690

 

 

See Notes to Schedule of Investments.

 

3



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

Face
Amount

 

 

 

Security

 

Value

 

Massachusetts — 4.7% (continued)

 

 

 

$

5,000,000

 

 

 

Massachusetts State Special Obligation Revenue, Consolidated Loan, FGIC, 5.000% due 6/1/21 (a)

 

$

5,365,900

 

 

 

 

 

Massachusetts State:

 

 

 

 

 

 

 

GO, Consolidated Loan:

 

 

 

10,950,000

 

 

 

5.250% due 11/1/30 (a)

 

11,941,851

 

6,050,000

 

 

 

Refunded Balance, 5.250% due 11/1/30 (a)

 

6,598,009

 

2,500,000

 

 

 

HEFA Revenue, Berklee College of Music, 5.000% due 10/1/32

 

2,441,750

 

 

 

 

 

Total Massachusetts

 

35,215,969

 

Michigan — 2.6%

 

 

 

5,000,000

 

 

 

East Lansing, MI, Community School District, GO, School Building & Site, Q-SBLF, 5.625% due 5/1/30 (a)

 

5,294,900

 

 

 

 

 

Michigan State, COP, AMBAC:

 

 

 

2,345,000

 

 

 

5.500% due 6/1/19 (a)(e)

 

2,479,322

 

6,000,000

 

 

 

5.500% due 6/1/27 (a)

 

6,343,680

 

2,500,000

 

 

 

Michigan State Hospital Finance Authority Revenue, Refunding, Trinity Health Credit, 5.375% due 12/1/23

 

2,545,750

 

3,000,000

 

 

 

Michigan State Housing Development Authority, Rental Housing Revenue, 5.300% due 10/1/26 (b)

 

2,979,180

 

 

 

 

 

Total Michigan

 

19,642,832

 

Minnesota — 1.9%

 

 

 

1,500,000

 

 

 

Dakota County, MN, CDA, MFH Revenue, Southfork Apartments, FNMA-Collateralized, 5.625% due 2/1/26

 

1,512,585

 

4,000,000

 

 

 

Minneapolis & St. Paul, MN, Metropolitan Airports Commission, Airport Revenue, FGIC, 5.250% due 1/1/26 (a)

 

4,265,520

 

7,000,000

 

 

 

Minneapolis, MN, Healthcare System Revenue, Allina Health System, 6.000% due 11/15/23 (a)

 

7,860,230

 

310,000

 

 

 

Minnesota State Housing Financing Agency, Single-Family Mortgage, 5.500% due 1/1/17

 

311,038

 

 

 

 

 

Total Minnesota

 

13,949,373

 

Mississippi — 0.6%

 

 

 

4,000,000

 

 

 

Mississippi Development Bank, Special Obligation, Capital Projects & Equipment Program, AMBAC, 5.625% due 7/1/31

 

4,138,280

 

Missouri — 0.9%

 

 

 

1,500,000

 

 

 

Greene County, MO, Reorganized School District No. 8, GO, Missouri State Aid Direct Deposit Program, FSA, 5.100% due 3/1/22

 

1,609,350

 

5,000,000

 

 

 

Platte County, MO, IDA Revenue, Refunding & Improvement Zona Rosa Retail Project, 5.000% due 12/1/32

 

5,025,350

 

 

 

 

 

Total Missouri

 

6,634,700

 

Montana — 1.2%

 

 

 

9,550,000

 

 

 

Montana State Board of Investment, Resource Recovery Revenue, Yellowstone Energy LP Project, 7.000% due 12/31/19 (b)

 

9,292,532

 

Nebraska — 0.4%

 

 

 

3,000,000

 

 

 

Nebraska Public Power Generation Agency Revenue, Whelan Energy Center Unit 2-A, AMBAC, 5.000% due 1/1/25

 

3,050,880

 

Nevada — 1.7%

 

 

 

12,750,000

 

 

 

Reno, NV, Hospital Revenue, Washoe Medical Centre, FSA, 5.500% due 6/1/33

 

12,892,545

 

New Jersey — 4.4%

 

 

 

 

 

 

 

New Jersey Health Care Facilities Financing Authority Revenue:

 

 

 

3,875,000

 

 

 

Englewood Hospital, FHA/MBIA, 5.000% due 8/1/23

 

3,953,314

 

8,000,000

 

 

 

Robert Wood Johnson University Hospital, 5.700% due 7/1/20

 

8,208,160

 

 

See Notes to Schedule of Investments.

 

4



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

Face
Amount

 

 

 

Security

 

Value

 

New Jersey — 4.4% (continued)

 

 

 

$

2,395,000

 

 

 

New Jersey State Highway Authority, Garden State Parkway General Revenue, 5.625% due 1/1/30 (a)

 

$

2,534,796

 

 

 

 

 

New Jersey State:

 

 

 

3,125,000

 

 

 

EDA, PCR, Refunding, PSEG Power LLC Project, 5.000% due 3/1/12

 

3,206,406

 

10,000,000

 

 

 

Higher Education Assistance Authority, Student Loan Revenue, Student Loan, 6.125% due 6/1/30 (b)

 

9,981,000

 

1,350,000

 

 

 

South Jersey Port Corp., New Jersey Revenue, Refunding, 5.000% due 1/1/26

 

1,359,815

 

3,040,000

 

 

 

Tobacco Settlement Financing Corp., NJ, Asset-Backed Bonds, 5.750% due 6/1/32

 

3,304,480

 

 

 

 

 

Total New Jersey

 

32,547,971

 

New Mexico — 0.1%

 

 

 

440,000

 

 

 

New Mexico Mortgage Financing Authority, Single-Family Mortgage Revenue, 5.625% due 9/1/28 (e)

 

440,427

 

New York — 3.5%

 

 

 

 

 

 

 

Nassau Health Care Corp., New York Health Systems Revenue, FSA:

 

 

 

2,000,000

 

 

 

5.500% due 8/1/19 (a)

 

2,100,440

 

3,000,000

 

 

 

5.750% due 8/1/29 (a)

 

3,157,380

 

 

 

 

 

New York City, NY:

 

 

 

5,100,000

 

 

 

Housing Development Corp. Revenue, Capital Fund Package, New York City Housing Authority, FGIC, 5.000% due 7/1/25

 

5,114,280

 

6,000,000

 

 

 

Municipal Water Finance Authority, Water & Sewer System Revenue, 5.250% due 6/15/25

 

6,192,300

 

 

 

 

 

New York State Dormitory Authority Revenue:

 

 

 

5,000,000

 

 

 

State University Educational Facility, FSA, 5.500% due 5/15/30 (a)

 

5,357,100

 

1,000,000

 

 

 

Willow Towers Inc. Project, GNMA-Collateralized, 5.250% due 2/1/22

 

1,029,530

 

3,000,000

 

 

 

New York State Thruway Authority, Highway & Bridge, Transportation Fund, FGIC, 5.400% due 4/1/17 (a)

 

3,194,160

 

 

 

 

 

Total New York

 

26,145,190

 

North Carolina — 0.9%

 

 

 

1,750,000

 

 

 

Charlotte, NC, COP, Governmental Facilities Projects, 5.000% due 6/1/28

 

1,775,672

 

1,615,000

 

 

 

Harnett County, NC, GO, Refunded Custody Receipts, AMBAC, 5.250% due 6/1/24

 

1,686,367

 

1,000,000

 

 

 

Iredell County, NC, COP, Iredell County School Project, FSA, 5.000% due 6/1/28

 

1,031,850

 

 

 

 

 

North Carolina Capital Facilities Finance Agency, Educational Facilities Revenue, Elizabeth City State University Housing Foundation LLC Project, AMBAC:

 

 

 

1,000,000

 

 

 

5.000% due 6/1/23

 

1,029,670

 

1,250,000

 

 

 

5.000% due 6/1/33

 

1,265,688

 

 

 

 

 

Total North Carolina

 

6,789,247

 

North Dakota — 1.4%

 

 

 

10,250,000

 

 

 

North Dakota State Housing Finance Agency Revenue, Housing Finance Program, Home Mortgage Finance, 5.625% due 1/1/39

 

10,297,048

 

Ohio — 5.3%

 

 

 

2,000,000

 

 

 

Canton, OH, City School District, GO, Variable Purpose, MBIA, 5.500% due 12/1/20 (a)

 

2,148,980

 

3,000,000

 

 

 

Cuyahoga County, OH, Hospital Revenue, University Hospitals Health System Inc., AMBAC, 5.500% due 1/15/30 (a)

 

3,123,390

 

1,000,000

 

 

 

Garfield Heights, OH, City School District, School Improvement, FSA, 5.000% due 12/15/22

 

1,038,430

 

 

 

 

 

Hamilton County, OH:

 

 

 

2,000,000

 

 

 

Hospital Facilities Revenue, Cincinnati Childrens Hospital, FGIC, 5.250% due 5/15/23

 

1,963,700

 

5,075,000

 

 

 

Sales Tax Revenue, AMBAC, 5.250% due 12/1/32

 

5,106,516

 

 

See Notes to Schedule of Investments.

 

5



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

Face
Amount

 

 

 

Security

 

Value

 

Ohio — 5.3% (continued)

 

 

 

$

7,500,000

 

 

 

Lorain County, OH, Hospital Revenue, Catholic Healthcare Partners, 5.375% due 10/1/30

 

$

7,477,425

 

5,990,000

 

 

 

Lucas County, OH, Hospital Revenue, Promedica Healthcare Obligation Group, AMBAC, 5.375% due 11/15/29

 

5,896,436

 

3,025,000

 

 

 

Muskingum County, OH, GO, Refunding & County Facilities Improvement, MBIA, 5.125% due 12/1/19

 

3,122,859

 

1,375,000

 

 

 

Ohio State, Higher Educational Facility Commission Revenue, University of Dayton Project, AMBAC, 5.500% due 12/1/25 (a)

 

1,485,811

 

1,805,000

 

 

 

Ohio State Revenue, Revitalization Project, AMBAC, 5.000% due 4/1/21

 

1,881,153

 

1,500,000

 

 

 

Steubenville, OH, Hospital Revenue, 6.375% due 10/1/20 (a)

 

1,630,140

 

 

 

 

 

Summit County, OH, GO, FGIC:

 

 

 

1,000,000

 

 

 

5.000% due 12/1/21

 

1,035,320

 

500,000

 

 

 

5.000% due 12/1/22

 

515,290

 

1,500,000

 

 

 

Trumbull County, OH, GO, MBIA, 5.200% due 12/1/20

 

1,579,575

 

1,500,000

 

 

 

Warrensville Heights, OH, GO, City School District, School Improvements, FGIC, 5.625% due 12/1/20 (a)(e)

 

1,624,965

 

 

 

 

 

Total Ohio

 

39,629,990

 

Oregon — 2.1%

 

 

 

3,210,000

 

 

 

Clackamas County, OR, Hospital Facilities Authority Revenue, Legacy Health System, 5.750% due 5/1/16

 

3,374,063

 

4,895,000

 

 

 

Oregon State Department of Transportation, Highway User Tax Revenue, 5.125% due 11/15/23 (a)

 

5,379,165

 

1,680,000

 

 

 

Oregon State Housing & Community Services Department, Mortgage Revenue, Single-Family Mortgage Program, 5.050% due 7/1/26 (b)

 

1,578,226

 

3,980,000

 

 

 

Oregon State Veterans Welfare, GO, 5.500% due 12/1/42

 

3,994,845

 

1,000,000

 

 

 

Umatilla County, OR, Hospital Facility Authority Revenue, Catholic Health Initiatives, 5.000% due 5/1/32

 

950,690

 

 

 

 

 

Total Oregon

 

15,276,989

 

Pennsylvania — 2.8%

 

 

 

18,745,000

 

 

 

State Public School Building Authorities, School Revenue, Philadelphia School District Project, FSA, State Aid Withholding, 5.250% due 6/1/26 (a)

 

20,717,536

 

South Carolina — 2.9%

 

 

 

 

 

 

 

Berkeley County, SC:

 

 

 

10,000,000

 

 

 

PCR, Refunding, SC Generating Co. Project, 4.875% due 10/1/14

 

10,218,400

 

2,025,000

 

 

 

Water & Sewer Revenue, FSA, 5.000% due 6/1/23

 

2,108,268

 

 

 

 

 

South Carolina Transportation Infrastructure Bank Revenue:

 

 

 

2,505,000

 

 

 

AMBAC, 5.125% due 10/1/31 (a)

 

2,703,045

 

3,000,000

 

 

 

MBIA, 5.500% due 10/1/30 (a)

 

3,144,720

 

3,000,000

 

 

 

Refunding, AMBAC, 5.000% due 10/1/23

 

3,066,210

 

 

 

 

 

Total South Carolina

 

21,240,643

 

Tennessee — 2.3%

 

 

 

955,000

 

 

 

Hardeman County, TN, Correctional Facilities Corp., Correctional Facilities Revenue, 7.750% due 8/1/17

 

965,027

 

6,420,000

 

 

 

Memphis-Shelby County, TN, Sports Authority Income Revenue, Memphis Arena Project, AMBAC, 5.125% due 11/1/21 (a)

 

7,036,191

 

3,000,000

 

 

 

Tennessee Energy Acquisition Corp., Gas Revenue, 5.000% due 2/1/27

 

2,651,190

 

7,170,000

 

 

 

Tennessee Housing Development Agency, Home Ownership Program, 4.950% due 1/1/37 (b)

 

6,197,820

 

 

 

 

 

Total Tennessee

 

16,850,228

 

Texas — 5.2%

 

 

 

5,000,000

 

 

 

Brazos River Authority Texas PCR, TXU Co., 8.250% due 5/1/33 (b)(f)

 

4,926,650

 

5,000,000

 

 

 

Brazos River, TX, Harbor Navigation District, Brazoria County Environmental, Dow Chemical Co. Project, 5.950% due 5/15/33 (b)(c)

 

4,643,550

 

 

See Notes to Schedule of Investments.

 

6



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

Face
Amount

 

 

 

Security

 

Value

 

Texas — 5.2% (continued)

 

 

 

 

 

 

 

Dallas-Fort Worth, TX:

 

 

 

$

5,000,000

 

 

 

International Airport Facilities Improvement Corp. Revenue, American Airlines Inc., Guarantee Agreement, 6.375% due 5/1/35 (b)

 

$

2,995,150

 

5,000,000

 

 

 

International Airport Revenue, MBIA, 6.000% due 11/1/23 (b)

 

5,029,450

 

1,000,000

 

 

 

Harris County, TX, Health Facilities Development Corp., School Health Care System, Revenue, 5.750% due 7/1/27 (d)

 

1,158,020

 

 

 

 

 

North Texas Tollway Authority Revenue:

 

 

 

5,000,000

 

 

 

5.750% due 1/1/33

 

4,865,550

 

15,000,000

 

 

 

5.750% due 1/1/40

 

14,848,050

 

 

 

 

 

Total Texas

 

38,466,420

 

Virginia — 1.8%

 

 

 

3,000,000

 

 

 

Chesterfield County, VA, IDA, PCR, Virginia Electric & Power Co., Remarketed 11/8/02, 5.875% due 6/1/17

 

3,136,350

 

10,000,000

 

 

 

Virginia State HDA Commonwealth Mortgage Revenue, MBIA, 5.350% due 7/1/31

 

10,007,000

 

 

 

 

 

Total Virginia

 

13,143,350

 

West Virginia — 0.6%

 

 

 

 

 

 

 

West Virginia State Housing Development Fund, Housing Finance Revenue:

 

 

 

3,845,000

 

 

 

5.300% due 5/1/24

 

3,864,763

 

400,000

 

 

 

5.350% due 11/1/27

 

400,972

 

 

 

 

 

Total West Virginia

 

4,265,735

 

Wisconsin — 0.3%

 

 

 

 

 

 

 

Wisconsin State HEFA Revenue:

 

 

 

1,100,000

 

 

 

Kenosha Hospital & Medical Center Project, 5.700% due 5/15/20

 

1,115,147

 

1,250,000

 

 

 

Medical College of Wisconsin Inc. Project, MBIA, 5.400% due 12/1/16

 

1,259,825

 

 

 

 

 

Total Wisconsin

 

2,374,972

 

Wyoming — 1.8%

 

 

 

13,890,000

 

 

 

Wyoming CDA, Housing Revenue, 5.600% due 6/1/35 (b)

 

13,476,773

 

 

 

 

 

TOTAL INVESTMENTS BEFORE SHORT-TERM INVESTMENTS (Cost — $721,253,831)

 

738,630,397

 

SHORT-TERM INVESTMENTS — 0.7%

 

 

 

Florida — 0.3%

 

 

 

100,000

 

 

 

Jacksonville, FL, Electric Authority Revenue, Electric Systems, SPA-Bank of America, 2.350%, 9/2/08 (g)

 

100,000

 

2,000,000

 

 

 

Orlando & Orange County, FL, Expressway Authority, Revenue, FSA, SPA-Dexia Credit Local, 1.950%, 9/4/08 (g)

 

2,000,000

 

 

 

 

 

Total Florida

 

2,100,000

 

New York — 0.3%

 

 

 

2,300,000

 

 

 

Long Island Power Authority, NY, Electric System Revenue, FSA, SPA-Dexia Credit Local, 2.100%, 9/5/08 (g)

 

2,300,000

 

Tennessee — 0.0%

 

 

 

300,000

 

 

 

Clarksville, TN, Public Building Authority Revenue, Pooled Financing, Tennessee Municipal Bond Fund, LOC-Bank of America N.A., 2.450%, 9/2/08 (g)

 

300,000

 

Virginia — 0.1%

 

 

 

400,000

 

 

 

Virginia Commonwealth University, LOC-Wachovia Bank NA, AMBAC, 2.450%, 9/2/08 (g)

 

400,000

 

 

 

 

 

TOTAL SHORT-TERM INVESTMENTS
(Cost — $5,100,000)

 

5,100,000

 

 

 

 

 

TOTAL INVESTMENTS — 100.0% (Cost — $726,353,831#)

 

743,730,397

 

 

See Notes to Schedule of Investments.

 

7



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

(a)

Pre-Refunded bonds are escrowed with U.S. government obligations and/or U.S. government agency securities and are considered by the manager to be triple-A rated even if issuer has not applied for new ratings.

(b)

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

(c)

Variable rate security.  Interest rate disclosed is that which is in effect at August 31, 2008.

(d)

Bonds are escrowed to maturity by government securities and/or U.S. government agency securities and are considered by the manager to be triple-A rated even if issuer has not applied for new ratings.

(e)

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

(f)

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.

(g)

Variable rate demand obligations have a demand feature under which the Fund can tender them back to the issuer on no more than 7 days notice.  Date shown is the date of the next interest rate change.

#

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

 

 

Abbreviations used in this schedule:

 

AMBAC

-

Ambac Assurance Corporation - Insured Bonds

 

CDA

-

Community Development Authority

 

COP

-

Certificate of Participation

 

DFA

-

Development Finance Agency

 

EDA

-

Economic Development Authority

 

EFA

-

Educational Facilities Authority

 

FGIC

-

Financial Guaranty Insurance Company - Insured Bonds

 

FHA

-

Federal Housing Administration

 

FNMA

-

Federal National Mortgage Association

 

FSA

-

Financial Security Assurance - Insured Bonds

 

GNMA

-

Government National Mortgage Association

 

GO

-

General Obligation

 

HDA

-

Housing Development Agency

 

HEFA

-

Health & Educational Facilities Authority

 

IDA

-

Industrial Development Authority

 

LOC

-

Letter of Credit

 

MBIA

-

Municipal Bond Investors Assurance Corporation - Insured Bonds

 

MFH

-

Multi-Family Housing

 

PCR

-

Pollution Control Revenue

 

Q-SBLF

-

Qualified School Board Loan Fund

 

RDA

-

Redevelopment Agency

 

SPA

-

Standby Bond Purchase Agreement - Insured Bonds

 

USD

-

Unified School District

 

Summary of Investments by Industry*

 

Pre-Refunded/Escrowed to Maturity

 

30.9

%

Hospitals

 

19.2

 

Industrial Development

 

11.3

 

Housing

 

10.2

 

Transportation

 

5.8

 

Electric

 

5.5

 

Special Tax

 

4.3

 

Education

 

4.0

 

Local General Obligation

 

2.6

 

Water & Sewer

 

2.1

 

Resource Recovery

 

1.3

 

State General Obligation

 

1.2

 

Leasing

 

0.8

 

Other Revenue

 

0.4

 

Utilities

 

0.3

 

Public Facilities

 

0.1

 

 

 

100.0

%

 


* As a percentage of total investments. Please note that Fund holdings are as of August 31, 2008 and are subject to change.

 

See Notes to Schedule of Investments.

 

8



 

Western Asset Managed Municipals Fund Inc.

 

Schedule of Investments  (unaudited) (continued)

August 31, 2008

 

Ratings Table†

 

S&P/Moody’s

AAA/Aaa

 

27.0

%

AA/ Aa

 

37.6

 

A

 

25.8

 

BBB/Baa

 

3.6

 

BB/Ba

 

1.0

 

CCC/Caa

 

1.1

 

A-1/VMIG1

 

0.7

 

NR

 

3.2

 

 

 

100.0

%

 


As a percentage of total investments.

S&P primary rating, then Moody’s.

 

See pages 10 and 11 for definitions of ratings.

 

See Notes to Schedule of Investments.

 

9



 

Bond Ratings (unaudited)

 

The definitions of the applicable rating symbols are set forth below:

 

Standard & Poor’s Ratings Service (“Standard & Poor’s”)—Ratings from “AA” to “CCC” may be modified by the addition of a plus (+) or minus (—) sign to show relative standings within the major rating categories.

 

AAA

Bonds rated “AAA” have the highest rating assigned by Standard & Poor’s. Capacity to pay interest and repay principal is extremely strong.

AA

Bonds rated “AA” have a very strong capacity to pay interest and repay principal and differ from the highest rated issues only in a small degree.

A

Bonds rated “A” have a strong capacity to pay interest and repay principal although they are somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher rated categories.

BBB

Bonds rated “BBB” are regarded as having an adequate capacity to pay interest and repay principal. Whereas they normally exhibit adequate protection parameters, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to pay interest and repay principal for bonds in this category than in higher rated categories.

BB, B,

 

 

CCC,

 

 

CC and C

 

Bonds rated “BB”, “B”, “CCC”, “CC” and “C” are regarded, on balance, as predominantly speculative with respect to capacity to pay interest and repay principal in accordance with the terms of the obligation. “BB” represents the lowest degree of speculation and “C” the highest degree of speculation. While such bonds will likely have some quality and protective characteristics, these are outweighed by large uncertainties or major risk exposures to adverse conditions.

D

Bonds rated “D” are in default and payment of interest and/or repayment of principal is in arrears.

 

Moody’s Investors Service (“Moody’s”)—Numerical modifiers 1, 2 and 3 may be applied to each generic rating from “Aa” to “Caa,” where 1 is the highest and 3 the lowest ranking within its generic category.

 

Aaa

Bonds rated “Aaa” are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as “gilt edge.” Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes can be visualized as most unlikely to impair the fundamentally strong position of such issues.

Aa

Bonds rated “Aa” are judged to be of high quality by all standards. Together with the “Aaa” group they comprise what are generally known as high grade bonds. They are rated lower than the best bonds because margins of protection may not be as large as in “Aaa” securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risks appear somewhat larger than in “Aaa” securities.

A

Bonds rated “A” possess many favorable investment attributes and are to be considered as upper medium grade obligations. Factors giving security to principal and interest are considered adequate but elements may be present which suggest a susceptibility to impairment some time in the future.

Baa

Bonds rated “Baa” are considered as medium grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.

Ba

Bonds rated “Ba” are judged to have speculative elements; their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and therefore

 

10



 

Bond Ratings (unaudited)(continued)

 

 

 

not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.

B

Bonds rated “B” generally lack characteristics of desirable investments.  Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.

Caa

Bonds rated “Caa” are of poor standing. These may be in default, or present elements of danger may exist with respect to principal or interest.

Ca

Bonds rated “Ca” represent obligations which are speculative in a high degree. Such issues are often in default or have other marked short-comings.

C

Bonds rated “C” are the lowest class of bonds and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing.

NR

Indicates that the bond is not rated by Standard & Poor’s or Moody’s.

 

Short-Term Security Ratings (unaudited)

 

SP-1

Standard & Poor’s highest rating indicating very strong or strong capacity to pay principal and interest; those issues determined to possess overwhelming safety characteristics are denoted with a plus (+) sign.

A-1

Standard & Poor’s highest commercial paper and variable-rate demand obligation (VRDO) rating indicating that the degree of safety regarding timely payment is either overwhelming or very strong; those issues determined to possess overwhelming safety characteristics are denoted with a plus (+) sign.

VMIG 1

Moody’s highest rating for issues having a demand feature— VRDO.

MIG1

Moody’s highest rating for short-term municipal obligations.

P-1

Moody’s highest rating for commercial paper and for VRDO prior to the advent of the VMIG 1 rating.

 

11



 

Notes to Schedule of Investments (unaudited)

 

1. Organization and Significant Accounting Policies

 

Western Asset Managed Municipals 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 investment objective is to seek as high a level of current income exempt from federal tax as is consistent with the preservation of principal.

 

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

 

(a) Financial Futures Contracts.  The Fund may enter into financial futures contracts typically to hedge a portion of the portfolio. Upon entering into a financial futures contract, the Fund is required to deposit cash or securities as initial margin, equal to a certain percentage of the contract amount (initial margin deposit). Additional securities are also segregated up to the current market value of the financial futures contracts. Subsequent payments, known as “variation margin,” are made or received by the Fund each day, depending on the daily fluctuations in the value of the underlying financial instruments. For foreign denominated futures, variation margins are not settled daily. The Fund recognizes an unrealized gain or loss equal to the fluctuation in the value. When the financial futures contracts are closed, a realized gain or loss is recognized equal to the difference between the proceeds from (or cost of) the closing transactions and the Fund’s basis in the contracts.

 

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

 

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

 

2.  Investment Valuation

 

Effective June 1, 2008, the Fund adopted Statement of Financial Accounting Standards No. 157 (“FAS 157”). FAS 157 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)

 

Securities are valued at the mean between the last quoted bid and asked prices provided by an independent pricing service that are based on transactions in municipal obligations, quotations from municipal bond dealers, market transactions in comparable securities and various other relationships between securities. When prices are not readily available, or are determined not to reflect fair value, the Fund may value these securities at fair value as determined in accordance with the procedures approved by the Fund’s Board of Directors. Short-term obligations with maturities of 60 days or less are valued at amortized cost, which approximates fair value.

 

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

 

 

 

August 31, 2008

 

Quoted Prices
(Level 1)

 

Other
Significant
Observable
Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Investments in Securities

 

$

743,730,397

 

 

$

743,730,397

 

 

Other Financial Instruments*

 

111,414

 

$

111,414

 

 

 

Total

 

$

743,841,811

 

$

111,414

 

$

743,730,397

 

 

 


* Other financial instruments includes futures contracts.

 

12



 

Notes to Schedule of Investments (unaudited) (continued)

 

3.  Investments

 

At August 31, 2008, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

 

Gross unrealized appreciation

 

$

28,250,425

 

Gross unrealized depreciation

 

(10,873,859

)

Net unrealized appreciation

 

$

17,376,566

 

 

At August 31, 2008, the Fund had the following open futures contracts:

 

 

 

Number of
Contracts

 

Expiration
Date

 

Basis
Value

 

Market
Value

 

Unrealized
Gain

 

Contracts to Sell:

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds

 

474

 

12/08

 

$55,717,539

 

$55,606,125

 

$111,414

 

 

4. Recent Accounting Pronouncement

 

In March 2008, the Financial Accounting Standards Board issued the Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (“FAS 161”). FAS 161 is effective for fiscal years and interim periods beginning after November 15, 2008. FAS 161 requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effect on the Fund’s financial position, performance and cash flows. Management is currently evaluating the impact the adoption of FAS 161 will have on the Fund’s financial statements and related disclosures.

 

13



 

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 Managed Municipals Fund Inc.

 

By

/s/ R. Jay Gerken

 

R. Jay Gerken

 

Chief Executive Officer

 

 

Date:  October 29, 2008

 

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:  October 29, 2008

 

By

/s/ Kaprel Ozsolak

 

Kaprel Ozsolak

 

Chief Financial Officer

 

 

Date:  October 29, 2008