Citibank acts as liquidity provider and Citigroup Global Markets acts as remarketing agent and initial purchaser in Rule 144A offerings of VRDP Shares by three Western Asset Management Company funds

Client(s) Citibank, N.A. and Citigroup Global Markets Inc.

Jones Day represented Citibank, N.A., as liquidity provider, and Citigroup Global Markets Inc., as remarketing agent and initial purchaser, in connection with the $330 million offering under Rule 144A by three Western Asset Management Company closed-end funds of Variable Rate Demand Preferred Shares (VRDP Shares). The proceeds were used to redeem existing Auction Rate Cumulative Preferred Shares of the issuing funds.