Independent Proxy Voting Advisors Recommend Shareholders of The Salomon Brothers Fund Vote For the New Management Agreement.NEW YORK New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of -- The Salomon Brothers
Salomon Brothers was a Wall Street investment bank. Fund Inc. (NYSE NYSE See: New York Stock Exchange : SBF SBF Studium Biblicum Franciscanum (Franciscan School of Biblical Investigations; Jerusalem, Israel) SBF Small Block Ford (automotive engine) SBF Single Black Female SBF Société des Bourses Francaises ) today announced that both Institutional Shareholder Services (ISS ISS See Institutional Shareholder Services (ISS). ) and Glass, Lewis & Co. (Glass Lewis), the nation's leading independent proxy voting Proxy voting is the delegation to another member of a voting body of that member's power to vote in his absence. It is essentially synonymous to delegated voting. Proxy voting is commonly used in corporations for voting by members or shareholders, because it allows members advisory firms, are recommending that shareholders vote in favor of a new management agreement with Salomon Brothers Asset Management Inc. (SBAM SBAM Small Business Association of Michigan ), to take effect upon the completion of Legg Mason's purchase of Citigroup's asset management business. ISS's voting analyses and recommendations are relied upon by more than 1,500 major institutional investment funds, mutual funds, and fiduciaries and Glass Lewis's voting analyses and recommendations are relied upon by clients that collectively manage more than $8 trillion. ISS and Glass Lewis made their recommendations after considering the effort and arguments of Elliott Associates, L.P. and Elliott International, L.P. ("Elliott"), two related hedge funds, to solicit votes against approval of the management agreement. In its report, ISS noted that: "SBAM has performed well as investment advisor Investment Advisor 1. A person making investment recommendations in return for a flat fee or percentage of assets managed, known as a commission. 2. For mutual fund companies, it is the individual who has the day-to-day responsibility of investing and monitoring the cash and , leading to strong returns for shareholders over the years. The board is also carefully monitoring any discount, but it will not seek the discount's elimination at the expense of long-term shareholders. A vote against this proposal may create significant uncertainty for the fund and its shareholders. ISS does not believe that this is the proper means to narrow the discount." The ISS report continued, "Furthermore, the fund's closed-end structure is a fundamental component of the fund's investment objective and is critical to its successful implementation. In conclusion, ISS believes that long-term investors, presumably pre·sum·a·ble adj. That can be presumed or taken for granted; reasonable as a supposition: presumable causes of the disaster. the majority of shareholders, can still benefit from this fund's overall performance and relatively low expense." Glass Lewis's report noted that there would be no increase in management fees and stated "Elliott has not recommended a specific alternative strategy for shareholders to consider. We do not believe that it is in the Fund's best interest to operate without an active management agreement." "The Board is pleased that ISS and Glass Lewis have recognized the compelling reasons for approving the new management agreement," said R. Jay Gerken, Chairman of the Board. "Acting in the interests of all Fund shareholders, the Fund's Board has approved, and recommended that shareholders vote for approval of the new agreement, using the white proxy card they have received from the Fund. "Under SBAM's management, the Fund has outperformed its benchmark, the Standard & Poor's 500 Index, based on both market price and net asset value, over the three-year, five-year and ten-year periods ended August 31, 2005, according to Lipper Analytical Services," continued Mr. Gerken. "Furthermore, the Fund will be aligned with an organization with an excellent reputation, focused solely on asset management following completion of the Legg Mason transaction. Legg Mason has a strong record of long-term performance in asset management." As of May 31, 2005, 98% of Legg Mason's open- and closed-end mutual fund assets Fund assets The total value of a portfolio's securities, cash, and other holdings, minus any outstanding debts. had beaten their Lipper category averages over ten years, according to Lipper Analytical New Applications (excluding money markets). The Fund's Directors, including all Independent Directors, approved a new management agreement between SBAM and the Fund, following the announcement of Citigroup's intention to sell its asset management business to Legg Mason, in exchange for Legg Mason's broker-dealer business and other consideration. The Legg Mason transaction is expected to be completed by Citigroup in the fourth quarter of this year, at which time the new management agreement is intended to become effective. Shareholders can vote for approval of the new agreement by using the white proxy card they received in the mail from the Fund. If shares are held in a brokerage account Brokerage Account An arrangement between an investor and a licensed brokerage firm that allows the investor to deposit funds with the firm and place investment orders through the brokerage, which then carries out the transactions on the investor's behalf. , a broker can vote for the shareholder only if the broker has been instructed to do so by the shareholder. Shareholders can give their brokers instructions simply by signing and dating the white proxy card provided by the Fund and returning it in a postage-paid envelope provided to them or by following the instructions for phone or Internet voting on the proxy card. Shareholders need not contact their brokers directly. Shareholders may obtain a white proxy card and return envelope by calling 1-888-293-6728. The Salomon Brothers Fund Inc., a diversified investment management company, is managed by SBAM, an indirect wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Citigroup Inc. For more information, call 1-888-777-0102 or 1-800-SALOMON, or consult the Fund's web site at www.citigroupam.com. Please note that past performance does not guarantee future results. Investment return and principal value of a fund will fluctuate. Current performance may be lower or higher than the performance data quoted. |
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