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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 811-06444

Legg Mason Partners Equity Trust

(Exact name of registrant as specified in charter)

620 Eighth Avenue, 49 th Floor, 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: 1-877-721-1926

Date of fiscal year end: November 30

Date of reporting period: May 31, 2013

 

 

 


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ITEM 1.    REPORT TO STOCKHOLDERS.

The Semi-Annual Report to Stockholders is filed herewith.


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LOGO

 

Semi-Annual Report    LOGO    May 31, 2013

 

CLEARBRIDGE

LARGE CAP GROWTH FUND

 

 

 

 

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


Table of Contents
What’s inside
Letter from the president   II
Investment commentary   III
Fund at a glance   1
Fund expenses   2
Schedule of investments   3
Statement of assets and liabilities   6
Statement of operations   7
Statements of changes in net assets   8
Financial highlights   9
Notes to financial statements   15

 

Fund objective

The Fund seeks long-term capital growth.

Fund and subadviser name changes

Prior to January 1, 2013, the Fund was known as Legg Mason ClearBridge Large Cap Growth Fund. On December 5, 2012, the name of the Fund’s subadviser changed from ClearBridge Advisors, LLC to ClearBridge Investments, LLC. There was no change in the Fund’s investment objective or strategy as a result of these name changes.

 

Letter from the president

 

LOGO

 

Dear Shareholder,

We are pleased to provide the semi-annual report of ClearBridge Large Cap Growth Fund for the six-month reporting period ended May 31, 2013. Please read on for Fund performance information and a detailed look at prevailing economic and market conditions during the Fund’s reporting period.

I am pleased to introduce myself as the new President and Chief Executive Officer of the Fund, succeeding R. Jay Gerken, as he embarks upon his retirement. Jay has most recently served as Chairman of the Board, President and Chief Executive Officer of the Fund and other funds in the Legg Mason complex. On behalf of all our shareholders and the Fund’s Board of Trustees, I would like to thank Jay for his vision and guidance, and wish him all the best.

I am honored to have been appointed to my new role with the Fund. During my 23 year career in the financial industry, I have seen it evolve and expand. Despite these changes, keeping an unwavering focus on our shareholders and their needs remains paramount. This was a consistent focus of Jay’s, and I look forward to following his lead in the years to come.

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/individualinvestors. Here you can gain immediate access to market and investment information, including:

 

Ÿ  

Fund prices and performance,

 

Ÿ  

Market insights and commentaries from our portfolio managers, and

 

Ÿ  

A host of educational resources.

We look forward to helping you meet your financial goals.

Sincerely,

 

LOGO

Kenneth D. Fuller

President and Chief Executive Officer

June 28, 2013

 

II    ClearBridge Large Cap Growth Fund


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Investment commentary

 

Economic review

The U.S. economy continued to grow over the six months ended May 31, 2013 (the “reporting period”), but the pace was far from robust. Looking back, U.S. gross domestic product (“GDP”) i growth, as reported by the U.S. Department of Commerce, was 1.3% in the second quarter of 2012. Economic growth accelerated to 3.1% in the third quarter, partially due to increased private inventory investment, higher federal government spending and moderating imports. However, economic activity sharply moderated in the fourth quarter, with GDP expanding an anemic 0.4%. This was driven by a reversal of the above factors, as private inventory investment and federal government spending weakened. Economic growth then improved, as the U.S. Department of Commerce’s final reading for first quarter 2013 GDP growth, released after the reporting period ended, was 1.8%. Accelerating growth was due, in part, to strengthening consumer spending, which rose 2.6% during the first quarter, versus a 1.8% increase during the previous quarter.

While there was some improvement in the U.S. job market, unemployment remained elevated throughout the reporting period. When the period began, unemployment, as reported by the U.S. Department of Labor, was 7.8%. The unemployment rate fluctuated between 7.8% and 7.9% through January 2013. Unemployment then fell to 7.7% in February, 7.6% in March and 7.5% in April, before edging up to 7.6% in May. In an encouraging sign, the number of longer-term unemployed has declined in recent months. In February 2013, more than 40% of the people without a job had been out of work for more than six months. This fell to 37.3% in May 2013.

Meanwhile, the housing market brightened, as sales generally improved and home prices continued to rebound. According to the National Association of Realtors (“NAR”), existing-home sales rose 4.2% on a seasonally adjusted basis in May 2013 versus the previous month and were 12.9% higher than in May 2012. In addition, the NAR reported that the median existing-home price for all housing types was $208,000 in May 2013, up 15.4% from May 2012. This marked the fifteenth consecutive month that home prices rose compared to the same period a year earlier. While the inventory of homes available for sale rose 3.3% in May 2013 to a 5.1 month supply at the current sales pace, it was 10.1% lower than in May 2012.

While manufacturing activity was weak in many international developed countries, it was generally positive in the U.S. Based on the Institute for Supply Management’s Purchasing Managers’ Index (“PMI”) ii , the U.S. manufacturing sector expanded during the first five months of the reporting period. However, manufacturing then experienced a setback, falling from 50.7 in April 2013 to 49.0 in May (a reading below 50 indicates a contraction, whereas a reading above 50 indicates an expansion). During May, 10 of the 18 industries within the PMI expanded, versus 14 expanding the prior month.

 

ClearBridge Large Cap Growth Fund   III


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Investment commentary (cont’d)

 

Market review

Q. How did the Federal Reserve Board (“Fed”) iii respond to the economic environment?

A. The Fed took a number of actions as it sought to meet its dual mandate of fostering maximum employment and price stability. As has been the case since December 2008, the Fed kept the federal funds rate iv at a historically low range between zero and 0.25%. At its September 2012 meeting, prior to the beginning of the reporting period, the Fed announced a third round of quantitative easing (“QE3”), which involves purchasing $40 billion each month of agency mortgage-backed securities (“MBS”) on an open-end basis. In addition, the Fed further extended the duration that it expects to keep the federal funds rate on hold, until at least mid-2015. At its meeting in December, the Fed announced that it would continue purchasing $40 billion per month of agency MBS, as well as initially purchasing $45 billion a month of longer-term Treasuries. The Fed also said that it would keep the federal funds rate on hold “…as long as the unemployment rate remains above 6.5%, inflation between one and two years ahead is projected to be no more than a half percentage point above the Committee’s 2.0% longer-run goal, and longer-term inflation expectations continue to be well anchored.” At its meeting that ended on June 19, 2013, after the reporting period ended, the Fed did not make any material changes to its official policy statement. However, in a press conference following the meeting, Fed Chairman Bernanke said “…the Committee currently anticipates that it would be appropriate to moderate the monthly pace of purchases later this year; and if the subsequent data remain broadly aligned with our current expectations for the economy, we would continue to reduce the pace of purchases in measured steps through the first half of next year, ending purchases around midyear.”

Performance review

For the six months ended May 31, 2013, Class A shares of ClearBridge Large Cap Growth Fund, excluding sales charges, returned 17.24%. The Fund’s unmanaged benchmark, the Russell 1000 Growth Index v , returned 13.92% for the same period. The Lipper Large-Cap Growth Funds Category Average 1 returned 12.67% over the same time frame.

 

Performance Snapshot as of May 31, 2013
(unaudited)
 
(excluding sales charges)   6 months  
ClearBridge Large Cap Growth Fund:  

Class A

    17.24

Class B 2

    16.71

Class C

    16.82

Class R

    17.09

Class I

    17.54
Russell 1000 Growth Index     13.92
Lipper Large-Cap Growth Funds
Category Average
    12.67

The performance shown represents past performance. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown above. Principal value and investment returns will fluctuate and investors’ shares, when redeemed, may be worth more or less than their original cost. To obtain performance data current to the most recent month-end, please visit our website at www.leggmason.com/individualinvestors.

All share class returns assume the reinvestment of all distributions, including returns of capital, if any, at net asset value and the deduction of all Fund expenses. Returns have not been adjusted to include sales charges that may apply or the deduction of taxes that a shareholder would pay on Fund distributions. If sales charges were reflected, the performance quoted would be lower. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.

 

1  

Lipper, Inc., a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments. Returns are based on the six-month period ended May 31, 2013, including the reinvestment of all distributions, including returns of capital, if any, calculated among the 761 funds in the Fund’s Lipper category, and excluding sales charges.

 

2  

Effective July 1, 2011, the Fund no longer offers Class B shares for purchase by new and existing investors. Individual investors who owned Class B shares on June 30, 2011 may continue to hold those shares but may not add to their Class B share positions except through dividend reinvestment. Class B shares are also available for incoming exchanges.

 

IV    ClearBridge Large Cap Growth Fund


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Fund performance figures reflect fee waivers and/or expense reimbursements, without which the performance would have been lower.

Performance of Class IS is not shown because this share class commenced operations on March 15, 2013.

 

Total Annual Operating Expenses (unaudited)

As of the Fund’s current prospectus dated March 31, 2013, the gross total annual operating expense ratios for Class A, Class B, Class C, Class R and Class I shares were 1.29%, 2.21%, 2.00%, 1.70% and 0.81%, respectively.

Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.

As a result of expense limitation arrangements, the ratio of expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets is not expected to exceed 2.30% for Class B shares, 1.60% for Class R shares and 1.05% for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2014 without the Board of Trustees’ consent.

The manager is permitted to recapture amounts waived or reimbursed to a class during the same fiscal year if the class’ total annual operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will the manager recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual operating expenses exceeding the expense cap or any other lower limit then in effect.

Q. What factors impacted the U.S. stock market during the reporting period?

A. Despite periods of volatility and several “flights to quality,” the U.S. stock market generated strong results during the reporting period. In October 2012, prior to the beginning of the period, the market experienced a setback given renewed concerns about the economy and the upcoming “fiscal cliff.” While these and other macro issues, including the European sovereign debt crisis and uncertainties surrounding the impact of sequestration, weighed on investor sentiment at times, the market posted positive results during all six months of the reporting period. For the six months ended May 31, 2013, the S&P 500 Index vi gained 16.43%.

Looking at the U.S. stock market more closely, small-cap stocks generated the best returns during the six months ended May 31, 2013, with the Russell 2000 Index vii gaining 20.60%. In contrast, large-cap stocks, as measured by the Russell 1000 Index viii , returned 16.68% and the Russell Midcap Index ix returned 19.49%. From an investment style perspective, growth and value stocks, as measured by the Russell 3000 Growth x and Russell 3000 Value xi Indices, returned 14.48% and 19.37%, respectively. As always, thank you for your confidence in our stewardship of your assets.

Sincerely,

 

LOGO

Kenneth D. Fuller

President and Chief Executive Officer

June 28, 2013

RISKS: Common stocks are subject to market fluctuations. Diversification does not assure against market loss. Please see the Fund’s prospectus for a more complete discussion of these and other risks, and the Fund’s investment strategies.

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.

 

ClearBridge Large Cap Growth Fund   V


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Investment commentary (cont’d)

 

 

 

 

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.

 

i i  

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.

 

iii  

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.

 

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  

The Russell 1000 Growth Index measures the performance of those Russell 1000 Index companies with higher price-to-book ratios and higher forecasted growth values. (A price-to-book ratio is the price of a stock compared to the difference between a company’s assets and liabilities.)

 

vi  

The S&P 500 Index is an unmanaged index of 500 stocks and is generally representative of the performance of larger companies in the U.S.

 

vii  

The Russell 2000 Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000 is a subset of the Russell 3000 Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2,000 of the smallest securities based on a combination of their market cap and current index membership. The Russell 3000 Index measures the performance of the 3,000 largest U.S. companies based on total market capitalization, which represents approximately 98% of the U.S. equity market.

 

viii  

The Russell 1000 Index measures the performance of the large-cap segment of the U.S. equity universe. It is a subset of the Russell 3000 Index and includes approximately 1,000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000 represents approximately 92% of the U.S. market.

 

ix  

The Russell Midcap Index measures the performance of the mid-cap segment of the U.S. equity universe. The Russell Midcap is a subset of the Russell 1000 Index. It includes approximately 800 of the smallest securities based on a combination of their market cap and current index membership. The Russell Midcap represents approximately 31% of the total market capitalization of the Russell 1000 companies.

 

x  

The Russell 3000 Growth Index measures the performance of the broad growth segment of the U.S. equity universe. It includes those Russell 3000 Index companies with higher price-to-book ratios and higher forecasted growth values. (A price-to-book ratio is the price of a stock compared to the difference between a company’s assets and liabilities.)

 

xi  

The Russell 3000 Value Index measures the performance of the broad value segment of the U.S. equity universe. It includes those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values.

 

VI    ClearBridge Large Cap Growth Fund


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Fund at a glance (unaudited)

 

Investment breakdown (%) as a percent of total investments

 

LOGO

 

The bar graph above represents the composition of the Fund’s investments as of May 31, 2013 and November 30, 2012. The Fund is actively managed. As a result, the composition of the Fund’s investments is subject to change at any time.

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   1


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Fund expenses (unaudited)

 

Example

As a shareholder of the Fund, you may incur two types of costs: (1) transaction costs, including front-end and back-end sales charges (loads) on purchase payments; and (2) ongoing costs, including management fees; service and/or distribution (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested on December 1, 2012 and held for the six months ended May 31, 2013, unless otherwise noted.

Actual expenses

The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.

Hypothetical example for comparison purposes

The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratio and an assumed rate of return of 5.00% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Fund and other funds. To do so, compare the 5.00% hypothetical example relating to the Fund with the 5.00% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or back-end sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

 

Based on actual total return 1         Based on hypothetical total return 1  
      Actual
Total Return
Without
Sales
Charge 2
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period
              Hypothetical
Annualized
Total Return
    Beginning
Account
Value
    Ending
Account
Value
    Annualized
Expense
Ratio
    Expenses
Paid
During
the
Period 3
 
Class A     17.24   $ 1,000.00      $ 1,172.40        1.31   $ 7.10 3       Class A     5.00   $ 1,000.00      $ 1,018.40        1.31   $ 6.59   
Class B     16.71        1,000.00        1,167.10        2.30        12.43 3       Class B     5.00        1,000.00        1,013.46        2.30        11.55   
Class C     16.82        1,000.00        1,168.20        2.02        10.92 3       Class C     5.00        1,000.00        1,014.86        2.02        10.15   
Class R     17.09        1,000.00        1,170.90        1.60        8.66 3       Class R     5.00        1,000.00        1,016.95        1.60        8.05   
Class I     17.54        1,000.00        1,175.40        0.80        4.34 3       Class I     5.00        1,000.00        1,020.94        0.80        4.03   
Class IS 4     5.50        1,000.00        1,055.00        0.80        1.69 5       Class IS     5.00        1,000.00        1,020.94        0.80        4.03   

 

1  

For the six months ended May 31, 2013, unless otherwise noted.

 

2  

Assumes the reinvestment of all distributions, including returns of capital, if any, at net asset value and does not reflect the deduction of the applicable sales charge with respect to Class A shares or the applicable contingent deferred sales charge (“CDSC”) with respect to Class B and Class C shares. Total return is not annualized, as it may not be representative of the total return for the year. Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results.

 

3  

Expenses (net of compensating balance arrangements, fee waivers and/or expense reimbursements) are equal to each class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (182), then divided by 365.

 

4  

For the period March 15, 2013 (inception date) to May 31, 2013.

 

5  

Expenses (net of compensating balance arrangements, fee waivers and/or expense reimbursements) are equal to the class’ respective annualized expense ratio multiplied by the average account value over the period, multiplied by the number of days in the most recent period (75), then divided by 365.

 

2    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


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Schedule of investments (unaudited)

May 31, 2013

 

ClearBridge Large Cap Growth Fund

 

Security               Shares     Value  
Common Stocks — 99.2%                        
Consumer Discretionary — 16.4%                        

Hotels, Restaurants & Leisure — 1.1%

                       

Yum! Brands Inc.

            146,560      $ 9,929,440   

Internet & Catalog Retail — 3.1%

                       

Amazon.com Inc.

            100,373        27,003,348   *  

Media — 5.8%

                       

Comcast Corp., Special Class A Shares

            605,250        23,483,700   

Walt Disney Co.

            422,810        26,670,855   

Total Media

                    50,154,555   

Specialty Retail — 5.0%

                       

Bed Bath & Beyond Inc.

            188,350        12,854,888  

Home Depot Inc.

            389,170        30,612,112   

Total Specialty Retail

                    43,467,000   

Textiles, Apparel & Luxury Goods — 1.4%

                       

NIKE Inc., Class B Shares

            204,010        12,579,256   

Total Consumer Discretionary

                    143,133,599   
Consumer Staples — 10.7%                        

Beverages — 6.4%

                       

Anheuser-Busch InBev NV, ADR

            233,240        21,439,421   

Coca-Cola Co.

            488,410        19,531,516   

PepsiCo Inc.

            189,487        15,304,865   

Total Beverages

                    56,275,802   

Food & Staples Retailing — 3.3%

                       

CVS Caremark Corp.

            499,749        28,775,547   

Household Products — 1.0%

                       

Procter & Gamble Co.

            108,520        8,329,995   

Total Consumer Staples

                    93,381,344   
Energy — 4.6%                        

Energy Equipment & Services — 4.6%

                       

Cameron International Corp.

            279,720        17,026,556  

Schlumberger Ltd.

            315,000        23,004,450   

Total Energy

                    40,031,006   
Financials — 6.8%                        

Capital Markets — 4.1%

                       

BlackRock Inc.

            83,850        23,410,920   

Charles Schwab Corp.

            621,660        12,346,168   

Total Capital Markets

                    35,757,088   

Diversified Financial Services — 2.7%

                       

CME Group Inc.

            206,630        14,036,376   

 

See Notes to Financial Statements.

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   3


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Schedule of investments (unaudited) (cont’d)

May 31, 2013

 

ClearBridge Large Cap Growth Fund

 

Security               Shares     Value  

Diversified Financial Services — continued

                       

Nasdaq OMX Group Inc.

            291,390      $ 9,167,129   

Total Diversified Financial Services

                    23,203,505   

Total Financials

                    58,960,593   
Health Care — 16.2%                        

Biotechnology — 7.9%

                       

Amgen Inc.

            98,850        9,937,390   

Biogen Idec Inc.

            115,740        27,487,093  

Celgene Corp.

            250,520        30,976,798  

Total Biotechnology

                    68,401,281   

Health Care Equipment & Supplies — 2.3%

                       

Thermo Fisher Scientific Inc.

            224,222        19,798,803   

Health Care Providers & Services — 3.5%

                       

Express Scripts Holding Co.

            225,600        14,014,272  

UnitedHealth Group Inc.

            268,160        16,794,861   

Total Health Care Providers & Services

                    30,809,133   

Pharmaceuticals — 2.5%

                       

Johnson & Johnson

            261,380        22,002,968   

Total Health Care

                    141,012,185   
Industrials — 7.7%                        

Air Freight & Logistics — 2.0%

                       

United Parcel Service Inc., Class B Shares

            200,460        17,219,514   

Electrical Equipment — 1.7%

                       

Eaton Corp. PLC

            228,530        15,096,692   

Industrial Conglomerates — 1.5%

                       

General Electric Co.

            556,630        12,980,612   

Machinery — 2.5%

                       

Caterpillar Inc.

            153,330        13,155,714   

Deere & Co.

            99,240        8,644,796   

Total Machinery

                    21,800,510   

Total Industrials

                    67,097,328   
Information Technology — 34.3%                        

Communications Equipment — 3.2%

                       

Juniper Networks Inc.

            861,940        15,282,196  

QUALCOMM Inc.

            200,660        12,737,897   

Total Communications Equipment

                    28,020,093   

Computers & Peripherals — 5.8%

                       

Apple Inc.

            35,680        16,044,583   

EMC Corp.

            659,820        16,337,143  

NetApp Inc.

            481,785        18,081,391  

Total Computers & Peripherals

                    50,463,117   

 

See Notes to Financial Statements.

 

4    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


Table of Contents

ClearBridge Large Cap Growth Fund

 

Security                   Shares     Value  

Internet Software & Services — 10.1%

                               

Akamai Technologies Inc.

                    534,159      $ 24,635,413  

eBay Inc.

                    509,800        27,580,180  

Facebook Inc., Class A Shares

                    241,000        5,868,350  

Google Inc., Class A Shares

                    34,348        29,896,843  

Total Internet Software & Services

                            87,980,786   

IT Services — 3.5%

                               

Visa Inc., Class A Shares

                    172,674        30,760,146   

Semiconductors & Semiconductor Equipment — 4.5%

  

               

Broadcom Corp., Class A Shares

                    395,570        14,204,919   

Texas Instruments Inc.

                    374,281        13,432,945   

Xilinx Inc.

                    277,280        11,271,432   

Total Semiconductors & Semiconductor Equipment

  

                    38,909,296   

Software — 7.2%

                               

Citrix Systems Inc.

                    276,940        17,821,089  

Intuit Inc.

                    224,690        13,130,883   

Microsoft Corp.

                    677,050        23,615,504   

Oracle Corp.

                    255,251        8,617,274   

Total Software

                            63,184,750   

Total Information Technology

                            299,318,188   
Materials — 2.5%                                

Chemicals — 2.5%

                               

Monsanto Co.

                    213,973        21,534,243   

Total Investments before Short-Term Investments (Cost — $516,758,417)

  

    864,468,486   
      Rate     Maturity
Date
    Face
Amount
         
Short-Term Investments — 0.2%                                

Repurchase Agreements — 0.2%

                               

Interest in $298,851,000 joint tri-party repurchase agreement dated 5/31/13 with Deutsche Bank Securities Inc.; Proceeds at maturity — $2,003,010; (Fully collateralized by U.S. government obligations, 0.125% due 4/30/15;
Market value — $2,043,060) (Cost — $2,003,000)

    0.060     6/3/13      $ 2,003,000        2,003,000   

Total Investments — 99.4% (Cost — $518,761,417#)

  

            866,471,486   

Other Assets in Excess of Liabilities — 0.6%

  

            5,570,226   

Total Net Assets — 100.0%

  

          $ 872,041,712   

 

* Non-income producing security.

 

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

 

Abbreviation used in this schedule:

ADR   — American Depositary Receipts

 

See Notes to Financial Statements.

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   5


Table of Contents

Statement of assets and liabilities (unaudited)

May 31, 2013

 

Assets:         

Investments, at value (Cost — $518,761,417)

   $ 866,471,486   

Cash

     619   

Receivable for securities sold

     5,117,311   

Receivable for Fund shares sold

     2,300,501   

Dividends and interest receivable

     1,436,513   

Prepaid expenses

     54,123   

Total Assets

     875,380,553   
Liabilities:         

Payable for Fund shares repurchased

     1,158,744   

Investment management fee payable

     560,812   

Service and/or distribution fees payable

     325,347   

Trustees’ fees payable

     40,770   

Accrued expenses

     1,253,168   

Total Liabilities

     3,338,841   
Total Net Assets    $ 872,041,712   
Net Assets:         

Par value (Note 7)

   $ 339   

Paid-in capital in excess of par value

     472,895,499   

Accumulated net investment loss

     (202,862)   

Accumulated net realized gain on investments

     51,537,980   

Net unrealized appreciation on investments and foreign currencies

     347,810,756   
Total Net Assets    $ 872,041,712   
Shares Outstanding:         

Class A

     21,815,946   

Class B

     873,390   

Class C

     9,237,616   

Class R

     7,282   

Class I

     1,996,679   

Class IS

     369   
Net Asset Value:         

Class A (and redemption price)

     $26.57   

Class B*

     $23.80   

Class C*

     $23.19   

Class R (and redemption price)

     $26.09   

Class I (and redemption price)

     $28.60   

Class IS (and redemption price)

     $28.60   
Maximum Public Offering Price Per Share:         

Class A (based on maximum initial sales charge of 5.75%)

     $28.19   

 

* Redemption price per share is NAV of Class B and Class C shares reduced by a 5.00% and 1.00% CDSC, respectively, if shares are redeemed within one year from purchase payment (See Note 2).

 

See Notes to Financial Statements.

 

6    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


Table of Contents

Statement of operations (unaudited)

For the Six Months Ended May 31, 2013

 

Investment Income:         

Dividends

   $ 6,104,859   

Interest

     1,198   

Less: Foreign taxes withheld

     (34,870)   

Total Investment Income

     6,071,187   
Expenses:         

Investment management fee (Note 2)

     3,124,910   

Service and/or distribution fees (Notes 2 and 5)

     1,836,347   

Transfer agent fees (Note 5)

     1,016,832   

Registration fees

     51,435   

Fund accounting fees

     39,339   

Trustees’ fees

     32,592   

Shareholder reports

     27,775   

Legal fees

     23,771   

Audit and tax

     17,723   

Insurance

     8,789   

Custody fees

     4,160   

Miscellaneous expenses

     7,066   

Total Expenses

     6,190,739   

Less: Fee waivers and/or expense reimbursements (Notes 2 and 5)

     (9,807)   

Net Expenses

     6,180,932   
Net Investment Loss      (109,745)   
Realized and Unrealized Gain (Loss) on Investments
and Foreign Currency Transactions (Notes 1 and 3):
        

Net Realized Gain from Investment Transactions

     54,765,813   

Change in Net Unrealized Appreciation (Depreciation) From:

        

Investments

     77,345,717   

Foreign currencies

     (22,262)   

Change in Net Unrealized Appreciation (Depreciation)

     77,323,455   
Net Gain on Investments and Foreign Currency Transactions      132,089,268   
Increase in Net Assets from Operations    $ 131,979,523   

 

See Notes to Financial Statements.

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   7


Table of Contents

Statements of changes in net assets

 

 

For the Six Months Ended May 31, 2013 (unaudited)

and the Year Ended November 30, 2012

   2013      2012  
Operations:                  

Net investment loss

   $ (109,745)       $ (453,007)   

Net realized gain

     54,765,813         55,888,416   

Change in net unrealized appreciation (depreciation)

     77,323,455         80,442,429   

Increase in Net Assets From Operations

     131,979,523         135,877,838   
Distributions to Shareholders From (Notes 1 and 6):                  

Net realized gains

     (55,565,690)         (121,762,469)   

Decrease in Net Assets From Distributions to Shareholders

     (55,565,690)         (121,762,469)   
Fund Share Transactions (Note 7):                  

Net proceeds from sale of shares

     51,628,572         64,883,287   

Reinvestment of distributions

     52,817,516         116,195,633   

Cost of shares repurchased

     (109,179,743)         (206,836,967)   

Decrease in Net Assets From Fund Share Transactions

     (4,733,655)         (25,758,047)   

Increase (Decrease) in Net Assets

     71,680,178         (11,642,678)   
Net Assets:                  

Beginning of period

     800,361,534         812,004,212   

End of period*

   $ 872,041,712       $ 800,361,534   

*   Includes accumulated net investment loss of:

     $(202,862)         $(93,117)   

 

See Notes to Financial Statements.

 

8    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


Table of Contents

Financial highlights

 

For a share of each class of beneficial interest outstanding throughout each year ended November 30,
unless otherwise noted:
 
Class A Shares 1   2013 2     2012     2011     2010     2009     2008  
Net asset value, beginning of period     $24.29        $24.01        $22.95        $21.30        $14.92        $25.74   
Income (loss) from operations:            

Net investment income (loss)

    0.02        0.03        (0.02)        (0.07)        (0.03)        (0.06)   

Net realized and unrealized gain (loss)

    3.89        3.77        1.08        1.70        6.41        (10.76)   

Proceeds from settlement of a regulatory matter

                         0.02                 

Total income (loss) from operations

    3.91        3.80        1.06        1.65        6.38        (10.82)   
Less distributions from:            

Net realized gains

    (1.63)        (3.52)                               

Total distributions

    (1.63)        (3.52)                               
Net asset value, end of period     $26.57        $24.29        $24.01        $22.95        $21.30        $14.92   

Total return 3

    17.24     18.49     4.62     7.75 % 4,5       42.76 % 5       (42.04)
Net assets, end of period (millions)     $580        $535        $513        $662        $1,338        $1,259   
Ratios to average net assets:            

Gross expenses

    1.31 % 6       1.29     1.33     1.40     1.25     1.20

Net expenses 7

    1.31 6       1.29        1.33        1.40        1.25        1.20   

Net investment income (loss)

    0.14 6       0.13        (0.09)        (0.33)        (0.16)        (0.26)   
Portfolio turnover rate     9     12     41     14     13     26

 

1  

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

 

2  

For the six months ended May 31, 2013 (unaudited).

 

3  

Performance figures, exclusive of sales charges, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers 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 reflects a payment received due to the settlement of a regulatory matter. Absent this payment, the total return would have been 7.65%. Class A received $1,332,739 related to this distribution.

 

5  

The total return includes gains from settlement of security litigations. Without these gains, the total return would have been 7.65% and 42.49% for 2010 and 2009, respectively.

 

6  

Annualized.

 

7  

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

 

See Notes to Financial Statements.

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   9


Table of Contents

Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended November 30,
unless otherwise noted:
 
Class B Shares 1   2013 2     2012     2011     2010     2009     2008  
Net asset value, beginning of period     $22.02        $22.27        $21.46        $19.46        $13.73        $23.86   
Income (loss) from operations:            

Net investment loss

    (0.09)        (0.17)        (0.21)        (0.21)        (0.14)        (0.20)   

Net realized and unrealized gain (loss)

    3.50        3.44        1.02        1.56        5.87        (9.93)   

Proceeds from settlement of a regulatory matter

                         0.65                 

Total income (loss) from operations

    3.41        3.27        0.81        2.00        5.73        (10.13)   
Less distributions from:            

Net realized gains

    (1.63)        (3.52)                               

Total distributions

    (1.63)        (3.52)                               
Net asset value, end of period     $23.80        $22.02        $22.27        $21.46        $19.46        $13.73   

Total return 3

    16.71     17.38     3.77     10.28 % 4,5       41.73 % 5       (42.46)
Net assets, end of period (millions)     $21        $23        $37        $62        $90        $102   
Ratios to average net assets:            

Gross expenses

    2.39 % 6       2.21     2.16     2.12     2.00     1.93

Net expenses 7

    2.30 6,8,9       2.21        2.16        2.12        2.00        1.91 9,10  

Net investment loss

    (0.84) 6       (0.80)        (0.94)        (1.05)        (0.89)        (0.98)   
Portfolio turnover rate     9     12     41     14     13     26

 

1  

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

 

2  

For the six months ended May 31, 2013 (unaudited).

 

3  

Performance figures, exclusive of CDSC, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers 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 reflects a payment received due to the settlement of a regulatory matter. Absent this payment, the total return would have been 6.94%. Class B received $2,411,941 related to this distribution.

 

5  

The total return includes gains from settlement of security litigations. Without these gains, the total return would have been 10.23% and 41.44% for 2010 and 2009, respectively.

 

6  

Annualized.

 

7  

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

 

8  

As a result of an expense limitation arrangement, effective December 1, 2012, the ratio of expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class B shares did not exceed 2.30%. This expense limitation arrangement cannot be terminated prior to December 31, 2014 without the Board of Trustees’ consent.

 

9  

Reflects fee waivers and/or expense reimbursements.

 

10  

Effective February 2, 2007 until April 1, 2008, the manager contractually agreed to waive fees and/or reimburse operating expenses (other than brokerage, taxes and extraordinary expenses) to limit total annual operating expenses to 1.88% of average net assets of Class B shares.

 

See Notes to Financial Statements.

 

10    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


Table of Contents
For a share of each class of beneficial interest outstanding throughout each year ended November 30,
unless otherwise noted:
 
Class C Shares 1   2013 2     2012     2011     2010     2009     2008  
Net asset value, beginning of period     $21.48        $21.77        $20.95        $19.47        $13.73        $23.86   
Income (loss) from operations:            

Net investment loss

    (0.06)        (0.12)        (0.17)        (0.19)        (0.14)        (0.19)   

Net realized and unrealized gain (loss)

    3.40        3.35        0.99        1.56        5.88        (9.94)   

Proceeds from settlement of a regulatory matter

                         0.11                 

Total income (loss) from operations

    3.34        3.23        0.82        1.48        5.74        (10.13)   
Less distributions from:            

Net realized gains

    (1.63)        (3.52)                               

Total distributions

    (1.63)        (3.52)                               
Net asset value, end of period     $23.19        $21.48        $21.77        $20.95        $19.47        $13.73   

Total return 3

    16.82     17.63     3.91     7.60 % 4,5       41.81 % 5       (42.46)
Net assets, end of period (millions)     $214        $202        $214        $255        $299        $263   
Ratios to average net assets:            

Gross expenses

    2.02 % 6       2.00     2.00     2.03     1.94     1.90

Net expenses 7

    2.02 6       2.00        2.00        2.03        1.94        1.89 8,9  

Net investment loss

    (0.56) 6       (0.58)        (0.77)        (0.95)        (0.84)        (0.95)   
Portfolio turnover rate     9     12     41     14     13     26

 

1  

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

 

2  

For the six months ended May 31, 2013 (unaudited).

 

3  

Performance figures, exclusive of CDSC, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers 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 reflects a payment received due to the settlement of a regulatory matter. Absent this payment, the total return would have been 7.04%. Class C received $1,561,711 related to this distribution.

 

5  

The total return includes gains from settlement of security litigations. Without these gains, the total return would have been 7.55% and 41.59% for 2010 and 2009, respectively.

 

6  

Annualized.

 

7  

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

 

8  

Effective February 2, 2007 until April 1, 2008, the manager contractually agreed to waive fees and/or reimburse operating expenses (other than brokerage, taxes and extraordinary expenses) to limit total annual operating expenses to 1.85% of average net assets of Class C shares.

 

9  

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   11


Table of Contents

Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended November 30,
unless otherwise noted:
 
Class R Shares 1   2013 2     2012     2011     2010     2009     2008  
Net asset value, beginning of period     $23.90        $23.75        $22.76        $21.18        $14.86        $25.69   
Income (loss) from operations:            

Net investment loss

    (0.01)        (0.04)        (0.09)        (0.12)        (0.06)        (0.09)   

Net realized and unrealized gain (loss)

    3.83        3.71        1.08        1.70        6.38        (10.74)   

Total income (loss) from operations

    3.82        3.67        0.99        1.58        6.32        (10.83)   
Less distributions from:            

Net realized gains

    (1.63)        (3.52)                               

Total distributions

    (1.63)        (3.52)                               
Net asset value, end of period     $26.09        $23.90        $23.75        $22.76        $21.18        $14.86   

Total return 3

    17.09     18.08     4.35     7.46 % 4       42.53 % 4       (42.16)
Net assets, end of period (000s)     $190        $282        $218        $307        $338        $189   
Ratios to average net assets:            

Gross expenses

    1.81 % 5       1.70     1.85     1.83     1.49     1.41

Net expenses 6

    1.60 5,7,8       1.60 7,8       1.60 7,8       1.59 7,8       1.43 7,8       1.41   

Net investment loss

    (0.12) 5       (0.17)        (0.37)        (0.53)        (0.34)        (0.44)   
Portfolio turnover rate     9     12     41     14     13     26

 

1  

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

 

2  

For the six months ended May 31, 2013 (unaudited).

 

3  

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers 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 includes gains from settlement of security litigations. Without these gains, the total return would have been 7.41% and 42.33% for 2010 and 2009, respectively.

 

5  

Annualized.

 

6  

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

 

7  

As a result of an expense limitation arrangement, effective September 18, 2009, the ratio of expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class R shares did not exceed 1.60%. This expense limitation arrangement cannot be terminated prior to December 31, 2014 without the Board of Trustees’ consent.

 

8  

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

12    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


Table of Contents
For a share of each class of beneficial interest outstanding throughout each year ended November 30,
unless otherwise noted:
 
Class I Shares 1   2013 2     2012     2011     2010     2009     2008  
Net asset value, beginning of period     $25.96        $25.32        $24.12        $22.28        $15.55        $26.74   
Income (loss) from operations:            

Net investment income

    0.08        0.15        0.05        0.05        0.04        0.02   

Net realized and unrealized gain (loss)

    4.19        4.01        1.15        1.79        6.69        (11.21)   

Total income (loss) from operations

    4.27        4.16        1.20        1.84        6.73        (11.19)   
Less distributions from:            

Net realized gains

    (1.63)        (3.52)                               

Total distributions

    (1.63)        (3.52)                               
Net asset value, end of period     $28.60        $25.96        $25.32        $24.12        $22.28        $15.55   

Total return 3

    17.54     19.03     4.98     8.26 % 4       43.28 % 4       (41.85)
Net assets, end of period (millions)     $57        $40        $48        $132        $110        $169   
Ratios to average net assets:            

Gross expenses

    0.80 % 5       0.81     1.08     0.88     0.92     0.83

Net expenses 6

    0.80 5,7       0.81 7       1.03 7,8       0.88 7       0.92 7       0.83   

Net investment income

    0.64 5       0.61        0.19        0.20        0.20        0.11   
Portfolio turnover rate     9     12     41     14     13     26

 

1  

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

 

2  

For the six months ended May 31, 2013 (unaudited).

 

3  

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers 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 includes gains from settlement of security litigations. Without these gains, the total return would have been 8.21% and 42.96% for 2010 and 2009, respectively.

 

5  

Annualized.

 

6  

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

 

7  

As a result of an expense limitation arrangement, effective September 18, 2009, the ratio of expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class I shares did not exceed 1.05%. This expense limitation arrangement cannot be terminated prior to December 31, 2014 without the Board of Trustees’ consent.

 

8  

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

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Financial highlights (cont’d)

 

For a share of each class of beneficial interest outstanding throughout each year ended November 30,
unless otherwise noted:
 
Class IS Shares 1    2013 2  
Net asset value, beginning of period      $27.11   
Income (loss) from operations:   

Net investment income

     0.03   

Net realized and unrealized gain

     1.46   

Total income from operations

     1.49   
Net asset value, end of period      $28.60   

Total return 3

     5.50
Net assets, end of period (000s)      $11   
Ratios to average net assets:   

Gross expenses 4

     1.02

Net expenses 4,5,6,7

     0.80   

Net investment income 4

     0.44   
Portfolio turnover rate      9

 

1  

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

 

2  

For the period March 15, 2013 (inception date) to May 31, 2013 (unaudited).

 

3  

Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers 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  

Annualized.

 

5  

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

 

6  

As a result of an expense limitation arrangement, the ratio of expenses, other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class IS shares did not exceed those of Class I Shares. This expense limitation arrangement cannot be terminated prior to December 31, 2014 without the Board of Trustees’ consent.

 

7  

Reflects fee waivers and/or expense reimbursements.

 

See Notes to Financial Statements.

 

14    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


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Notes to financial statements (unaudited)

 

1. Organization and significant accounting policies

ClearBridge Large Cap Growth Fund (the “Fund”) is a separate diversified investment series of Legg Mason Partners Equity Trust (the “Trust”). The Trust, a Maryland statutory trust, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company.

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. 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. The valuations for fixed income securities (which may include, but are not limited to, corporate, government, municipal, mortgage-backed, collateralized mortgage obligations and asset-backed securities) and certain derivative instruments are typically the prices supplied by independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Short-term fixed income securities that will mature in 60 days or less are valued at amortized cost, unless it is determined that using this method would not reflect an investment’s fair value. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. (Eastern Time). If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. 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.

The Board of Trustees is responsible for the valuation process and has delegated the supervision of the daily valuation process to the Legg Mason North American Fund Valuation Committee (the “Valuation Committee”). The Valuation Committee, pursuant to the policies adopted by the Board of Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the Fund’s pricing policies, and reporting to the Board of Trustees. When determining the reliability of third party pricing information for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of pricing vendors, monitors the daily change in prices and reviews transactions among market participants.

The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or

 

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

 

fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer’s financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts’ research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.

For each portfolio security that has been fair valued pursuant to the policies adopted by the Board of Trustees, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such back testing monthly and fair valuation occurrences are reported to the Board of Trustees quarterly.

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.

GAAP establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are summarized in the three broad levels listed below:

 

Ÿ  

Level 1 — quoted prices in active markets for identical investments

 

Ÿ  

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

 

Ÿ  

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

The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

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

 

ASSETS  
Description   Quoted Prices
(Level 1)
    Other Significant
Observable Inputs
(Level 2)
    Significant
Unobservable
Inputs
(Level 3)
    Total  
Common stocks†   $ 864,468,486                    $ 864,468,486   
Short-term investments†          $ 2,003,000               2,003,000   
Total investments   $ 864,468,486      $ 2,003,000             $ 866,471,486   

 

 

See Schedule of Investments for additional detailed categorizations.

(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

 

16    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


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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) 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.

(d) Foreign investment risks. The Fund’s investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies or pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which affect the market and/or credit risk of the investments.

(e) 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. Foreign dividend income is recorded on the ex-dividend date or as soon as practicable after the Fund determines the existence of a dividend declaration after exercising reasonable due diligence. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a

 

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

 

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.

(f) Distributions to shareholders. Distributions from net investment income and 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.

(g) 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.

(h) Share class accounting. Investment income, common expenses and realized/unrealized gains (losses) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that share class.

(i) 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.

Management has analyzed the Fund’s tax positions taken on income tax returns for all open tax years and has concluded that as of May 31, 2013, 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 the Internal Revenue Service and state departments of revenue.

Under the applicable foreign tax laws, a withholding tax may be imposed on interest, dividends and capital gains at various rates.

(j) Reclassification. GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.

2. Investment management agreement and other transactions with affiliates

Legg Mason Partners Fund Advisor, LLC (“LMPFA”) is the Fund’s investment manager and ClearBridge Investments, LLC (formerly ClearBridge Advisors, LLC) (“ClearBridge”) is the Fund’s subadviser. Western Asset Management Company (“Western Asset”) manages the Fund’s cash and short-term instruments. LMPFA, ClearBridge and Western Asset are wholly-owned subsidiaries of Legg Mason, Inc. (“Legg Mason”).

Under the investment management agreement, the Fund pays a investment management fee, calculated daily and paid monthly, in accordance with the following breakpoint schedule:

 

Average Daily Net Assets      Annual Rate  
First $1 billion        0.750
Next $1 billion        0.725   
Next $3 billion        0.700   
Next $5 billion        0.675   
Over $10 billion        0.650   

 

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LMPFA provides administrative and certain oversight services to the Fund. LMPFA delegates to the subadviser the day-to-day portfolio management of the Fund, except for the management of cash and short term instruments, which is provided by Western Asset. For its services, LMPFA pays ClearBridge and Western Asset an aggregate fee equal to 70% of the net management fee it receives from the Fund.

As a result of expense limitation arrangements between the Fund and LMPFA, the ratio of expenses other than brokerage, interest, taxes, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class B, Class R and Class I shares did not exceed 2.30%, 1.60% and 1.05% respectively. In addition, the total annual operating expenses for Class IS shares did not exceed those for Class I shares. These expense limitation arrangements cannot be terminated prior to December 31, 2014 without the Board of Trustees’ consent.

During the six months ended May 31, 2013, fees waived and/or expenses reimbursed amounted to $9,807.

The investment manager is permitted to recapture amounts waived or reimbursed to a class during the same fiscal year if the class’ total annual operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will the investment manager recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual operating expenses exceeding the expense cap or any other lower limit then in effect.

Legg Mason Investor Services, LLC (“LMIS”), a wholly-owned broker-dealer subsidiary of Legg Mason, serves as the Fund’s sole and exclusive distributor.

There is a maximum initial sales charge of 5.75% for Class A shares. There is a contingent deferred sales charge (“CDSC”) of 5.00% on Class B shares, which applies if redemption occurs within 12 months from purchase payment. This CDSC declines by 1.00% per year until no CDSC is incurred. Class C shares have a 1.00% CDSC, which applies if redemption occurs within 12 months from purchase payment. In certain cases, Class A shares have a 1.00% CDSC, which applies if redemption occurs within 18 months from purchase payment (or within 12 months for shares purchased prior to August 1, 2012). This CDSC only applies to those purchases of Class A shares, which, when combined with current holdings of other shares of funds sold by LMIS, equal or exceed $1,000,000 in the aggregate. These purchases do not incur an initial sales charge.

For the six months ended May 31, 2013, LMIS and its affiliates retained sales charges of $24,628 on sales of the Fund’s Class A shares. In addition, for the six months ended May 31, 2013, CDSCs paid to LMIS and its affiliates were:

 

         Class A        Class B        Class C  
CDSCs      $ 49         $ 5,728         $ 1,274   

All officers and one Trustee of the Trust are employees of Legg Mason or its affiliates and do not receive compensation from the Trust.

3. Investments

During the six months ended May 31, 2013, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) were as follows:

 

Purchases      $ 76,579,809   
Sales        143,408,860   

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   19


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

 

At May 31, 2013, the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

 

Gross unrealized appreciation      $ 348,348,190   
Gross unrealized depreciation        (638,121)   
Net unrealized appreciation      $ 347,710,069   

4. Derivative instruments and hedging activities

GAAP requires enhanced disclosure about an entity’s derivative and hedging activities.

During the six months ended   May 31, 2013, the Fund did not invest in any derivative instruments.

5. Class specific expenses, waivers and/or expense reimbursements

The Fund has adopted a Rule 12b-1 distribution plan and under that plan the Fund pays a service fee with respect to its Class A, Class B, Class C and Class R shares calculated at the annual rate of 0.25% of the average daily net assets of each respective class. The Fund also pays a distribution fee with respect to its Class B, Class C and Class R shares calculated at the annual rate of 0.75%, 0.75% and 0.25% of the average daily net assets of each class, respectively. Service and distribution fees are accrued daily and paid monthly.

For the six months ended May 31, 2013, class specific expenses were as follows:

 

         Service and/or
Distribution Fees
       Transfer Agent
Fees
 
Class A      $ 690,064         $ 723,642   
Class B        110,725           64,880   
Class C        1,034,937           227,178   
Class R        621           628   
Class I                  499   
Class IS*                  5   
Total      $ 1,836,347         $ 1,016,832   

 

* For the period March 15, 2013 (inception date) to May 31, 2013.

For the six months ended May 31, 2013, waivers and/or expense reimbursements by class were as follows:

 

         Waivers/Expense
Reimbursements
 
Class A          
Class B      $ 9,546   
Class C          
Class R        256   
Class I          
Class IS*        5   
Total      $ 9,807   

 

* For the period March 15, 2013 (inception date) to May 31, 2013.

 

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6. Distributions to shareholders by class

 

         Six Months Ended
May 31, 2013
       Year Ended
November 30, 2012
 
Net Realized Gains:                      
Class A      $ 35,887,325         $ 74,833,357   
Class B        1,694,250           5,822,408   
Class C        15,164,768           34,417,433   
Class R        19,398           32,542   
Class I        2,799,949           6,656,729   
Class IS*                    
Total      $ 55,565,690         $ 121,762,469   

 

* For the period March 15, 2013 (inception date) to May 31, 2013.

7. Shares of beneficial interest

At May 31, 2013, the Trust had an unlimited number of shares of beneficial interest authorized with a par value of $0.00001 per share. The Fund has the ability to issue multiple classes of shares. Each class of shares represents an identical interest and has the same rights, except that each class bears certain direct expenses, including those specifically related to the distribution of its shares.

Transactions in shares of each class were as follows:

 

     Six Months Ended
May 31, 2013
     Year Ended
November 30, 2012
 
       Shares      Amount      Shares      Amount  
Class  A                                    
Shares sold      996,564       $ 24,854,818         1,856,183       $ 41,899,236   
Shares issued on reinvestment      1,534,899         34,934,304         3,543,633         72,927,967   
Shares repurchased      (2,742,555)         (67,035,614)         (4,729,403)         (106,241,648)   
Net increase (decrease)      (211,092)       $ (7,246,492)         670,413       $ 8,585,555   
Class B                                    
Shares sold      3,065       $ 67,522         6,910       $ 137,463   
Shares issued on reinvestment      80,416         1,646,924         299,933         5,647,731   
Shares repurchased      (263,306)         (5,859,825)         (916,300)         (18,864,786)   
Net decrease      (179,825)       $ (4,145,379)         (609,457)       $ (13,079,592)   
Class C                                    
Shares sold      206,503       $ 4,487,105         433,624       $ 8,672,523   
Shares issued on reinvestment      736,933         14,687,079         1,823,565         33,425,941   
Shares repurchased      (1,091,400)         (23,554,704)         (2,700,438)         (53,980,650)   
Net decrease      (147,964)       $ (4,380,520)         (443,249)       $ (11,882,186)   
Class R                                    
Shares sold      1,302       $ 31,403         2,564       $ 57,040   
Shares issued on reinvestment      867         19,397         1,601         32,542   
Shares repurchased      (6,687)         (165,576)         (1,536)         (34,940)   
Net increase (decrease)      (4,518)       $ (114,776)         2,629       $ 54,642   

 

ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report   21


Table of Contents

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

 

     Six Months Ended
May 31, 2013
     Year Ended
November 30, 2012
 
       Shares      Amount      Shares      Amount  
Class I                                    
Shares sold      846,490       $ 22,177,724         600,667       $ 14,117,025   
Shares issued on reinvestment      62,595         1,529,812         190,107         4,161,452   
Shares repurchased      (466,512)         (12,564,024)         (1,129,441)         (27,714,943)   
Net increase (decrease)      442,573       $ 11,143,512         (338,667)       $ (9,436,466)   
Class IS*                                    
Shares sold      369       $ 10,000                   
Net increase (decrease)      369       $ 10,000                   

 

* For the period March 15, 2013 (inception date) to May 31, 2013.

 

22    ClearBridge Large Cap Growth Fund 2013 Semi-Annual Report


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ClearBridge

Large Cap Growth Fund

 

Trustees

Paul R. Ades

Andrew L. Breech

Dwight B. Crane

Kenneth D. Fuller*

President

Frank G. Hubbard

Howard J. Johnson*

Chairman

Jerome H. Miller

Ken Miller

John J. Murphy

Thomas F. Schlafly

Jerry A. Viscione

Investment manager

Legg Mason Partners Fund Advisor, LLC

Subadviser

ClearBridge Investments, LLC

Distributor

Legg Mason Investor Services, LLC

Custodian

State Street Bank and Trust Company

Co-transfer agents

Boston Financial Data Services, Inc.

2000 Crown Colony Drive

Quincy, MA 02169

BNY Mellon Asset Servicing

4400 Computer Drive

Westborough, MA 01581

Independent registered public accounting firm

KPMG LLP

345 Park Avenue

New York, NY 10154

 

* Effective June 1, 2013, Mr. Johnson became Chairman and Mr. Fuller became a Trustee, President and Chief Executive Officer.

 

ClearBridge Large Cap Growth Fund

The Fund is a separate investment series of Legg Mason Partners Equity Trust, a Maryland statutory trust.

ClearBridge Large Cap Growth Fund

Legg Mason Funds

620 Eighth Avenue, 49 th Floor

New York, NY 10018

 

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, shareholders can call the Fund at 1-877-721-1926

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 the Fund at 1-877-721-1926, (2) on the Fund’s website at www.leggmason.com/individualinvestors and (3) on the SEC’s website at www.sec.gov.

 

This report is submitted for the general information of the shareholders of ClearBridge Large Cap Growth Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by a current prospectus.

Investors should consider the Fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other important information about the Fund. Please read the prospectus carefully before investing.

www.leggmason.com/individualinvestors

©2013 Legg Mason Investor Services, LLC

Member FINRA, SIPC


Table of Contents

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 and certain closed-end funds managed or sub-advised by Legg Mason or its affiliates. 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:

 

Ÿ  

Personal information included on applications or other forms;

 

Ÿ  

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

 

Ÿ  

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

 

Ÿ  

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:

 

Ÿ  

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;

 

Ÿ  

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;

 

Ÿ  

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

 

Ÿ  

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


Table of Contents

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 1-877-721-1926.

Revised April 2011

 

NOT PART OF THE SEMI-ANNUAL REPORT


Table of Contents

LOGO

 

www.leggmason.com/individualinvestors

©2013 Legg Mason Investor Services, LLC Member FINRA, SIPC

FD1520 7/13 SR13-1957


Table of Contents
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 second fiscal quarter of the period covered by this report that have materially affected, or are likely to materially affect the registrant’s internal control over financial reporting.


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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


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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.

Legg Mason Partners Equity Trust

 

By:  

/s/ Kenneth D. Fuller

 

Kenneth D. Fuller

Chief Executive Officer

  Legg Mason Partners Equity Trust

Date: July 25, 2013

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 / Kenneth D. Fuller

  Kenneth D. Fuller
  Chief Executive Officer
  Legg Mason Partners Equity Trust

Date: July 25, 2013

 

By:  

/s/ Richard F. Sennett

  Richard F. Sennett
  Principal Financial Officer
  Legg Mason Partners Equity Trust

Date: July 25, 2013

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