SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(A)
of the Securities Exchange Act of 1934
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the
[X] Definitive Proxy Statement Commission Only (as permitted
[ ] Definitive Additional Materials by Rule 14a-6(e)(2))
[ ] Soliciting Material Pursuant to
240.14a-11(c) or 240.14a-12
WESTERN ASSET/CLAYMORE INFLATION-LINKED
OPPORTUNITIES & INCOME FUND
---------------------------------------
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction
applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (Set forth the
amount on which the filing fee is calculated and state how it
was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was previously paid. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
WESTERN ASSET/CLAYMORE INFLATION-LINKED
OPPORTUNITIES & INCOME FUND
(NYSE - WIW)
385 EAST COLORADO BOULEVARD
PASADENA, CALIFORNIA 91101
--------------------------------------------------------------------------------
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD MAY 11, 2009
--------------------------------------------------------------------------------
To the Shareholders of
WESTERN ASSET/CLAYMORE INFLATION-LINKED
OPPORTUNITIES & INCOME FUND
The Annual Meeting of Shareholders of Western Asset/Claymore
Inflation-Linked Opportunities & Income Fund (the "Fund") will be held at the
offices of Claymore Advisors, LLC, 2455 Corporate West Drive, Lisle, Illinois
60532, on Monday, May 11, 2009 at 2:30 p.m., Central time, for the following
purposes:
(1) Electing one Class II Trustee to hold office for the term
indicated; and
(2) Transacting such other business as may properly come before the
Annual Meeting and any adjournment(s) thereof.
The Board of Trustees has fixed the close of business on March 31, 2009
as the record date for the determination of shareholders entitled to receive
notice of and to vote at the Annual Meeting and any adjournment(s) or
postponement(s) thereof. The enclosed proxy is being solicited on behalf of the
Board of Trustees of the Fund.
By Order of the Board of Trustees
/s/ Melissa J. Nguyen, Secretary
Pasadena, California
April 3, 2009
SHAREHOLDERS WHO DO NOT EXPECT TO ATTEND THE ANNUAL MEETING IN PERSON
ARE URGED TO DATE, FILL IN, SIGN AND MAIL THE ENCLOSED PROXY IN THE ACCOMPANYING
ENVELOPE, WHICH REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES.
1
WESTERN ASSET/CLAYMORE INFLATION-LINKED
OPPORTUNITIES & INCOME FUND
385 East Colorado Boulevard
Pasadena, California 91101
PROXY STATEMENT
The accompanying proxy is solicited by the Board of Trustees of the
Fund for use at the annual meeting of shareholders of the Fund, to be held on
May 11, 2009 at 2:30 p.m., Central time (the "Annual Meeting"), and at any
adjournment(s) or postponement(s) thereof. At the Annual Meeting, shareholders
will be asked to consider the re-election of Ronald A. Nyberg to the Board of
Trustees of the Fund. This Proxy Statement and the form of proxy were first
mailed to shareholders on or about April 9, 2009.
The Board of Trustees has fixed the close of business on March 31, 2009
as the record date for the determination of shareholders entitled to notice of
and to vote at the Annual Meeting and any adjournment(s) thereof. As of the
close of business on that date, the Fund had issued and outstanding 61,184,134
common shares of beneficial interest, no par value (the "Shares"). The Shares
constitute the only outstanding voting securities of the Fund entitled to be
voted at the Annual Meeting.
Shareholders of the Fund as of the close of business on March 31, 2009
will be entitled to one vote for each Share held, and a fractional vote with
respect to fractional Shares, with no cumulative voting rights.
Thirty percent of the total Shares of the Fund entitled to vote at the
Annual Meeting must be represented in person or by proxy to constitute a quorum
for the Annual Meeting. Each shareholder has the right to revoke his or her
proxy at any time before it is voted. A proxy, including a proxy given by
telephone, may be revoked by filing with the Secretary of the Fund a written
revocation or a properly executed proxy bearing a later date (including a proxy
given by telephone) or by voting in person at the Annual Meeting. Any
shareholder may attend the Annual Meeting, whether or not he or she has
previously given a proxy.
The solicitation of proxies for the Annual Meeting will be made
primarily by mail. However, if necessary to ensure satisfactory representation
at the Annual Meeting, additional solicitation may take place in writing or by
telephone or personal interview by officers of the Fund (or their designees),
who will not receive compensation from the Fund for such services. The Fund will
reimburse brokers and other nominees, in accordance with New York Stock Exchange
approved reimbursement rates, for their expenses in forwarding solicitation
material to the beneficial owners of shares of the Fund. All expenses incurred
in connection with the solicitation of proxies by the Board of Trustees will be
borne by the Fund.
Abstentions and "broker non-votes" (i.e., proxies signed and returned
by brokers with respect to shares held by brokers or nominees as to which one or
more votes is not indicated because (i) instructions have not been received from
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the beneficial owners or the persons entitled to vote and (ii) the broker or
nominee does not have discretionary voting power on a particular matter) will be
counted as shares present for purposes of determining whether a quorum is
present, but will not be counted as having been voted on the matter in question.
Assuming that a quorum would otherwise be present, abstentions and broker
non-votes will accordingly have no effect for the purpose of determining whether
a Trustee has been elected.
R. Jay Gerken, Kevin M. Robinson and Melissa J. Nguyen, the persons
named as proxies on the proxy card accompanying this Proxy Statement, were
selected by the Board of Trustees to serve in such capacity. Mr. Gerken and Ms.
Nguyen are each officers of the Fund, and Mr. Gerken is also a Trustee of the
Fund. Each executed and returned proxy will be voted in accordance with the
directions indicated thereon or, if no direction is indicated, such proxy will
be voted for the election as Trustee of the Fund of the Board of Trustees' the
nominee listed in this Proxy Statement. Discretionary authority is provided in
the proxy as to any matters not specifically referred to therein. The Board of
Trustees is not aware of any other matters which are likely to be brought before
the Annual Meeting. However, if any such matters properly come before the Annual
Meeting, the persons named in the proxy are fully authorized to vote thereon in
accordance with their judgment and discretion. Except when a different vote is
required by any provision of law or the Fund's Amended and Restated Agreement
and Declaration of Trust (the "Declaration of Trust") or Bylaws, a plurality of
the quorum of Shares necessary for the transaction of business at the Annual
Meeting will decide any questions and a plurality of Shares voted shall elect a
Trustee.
HOW TO SUBMIT A PROXY
Shareholders of record may submit a proxy in respect of their shares by
using any of the following methods:
By Telephone. Submit a proxy by calling the toll-free telephone number
printed on the proxy card. The proxy card should be in hand when making the
call. Easy-to-follow voice prompts allow the shareholder of record to
authenticate his or her identity by entering the validation numbers printed on
the enclosed proxy card, provide voting instructions for the shares, and confirm
that the instructions have been properly recorded.
By Mail. Shareholders of record may complete, sign, and date the proxy
card and return it in the prepaid envelope provided.
Please see the instructions on the enclosed card for telephone
touch-tone proxy submission. Shareholders will have an opportunity to review
their voting instructions and to make any necessary changes before submitting
their voting instructions and terminating their telephone call.
3
PROPOSAL
ELECTION OF CLASS II TRUSTEE
In accordance with the Declaration of Trust, the Trustees were divided
into the following three classes (each a "Class") prior to the initial public
offering of the Shares: Class I, whose term will expire at the 2011 annual
meeting of shareholders; Class II, whose term will expire at the Annual Meeting;
and Class III, whose term will expire at the 2010 annual meeting of
shareholders. At each annual meeting, successors to the Class of Trustees whose
term expires at that annual meeting will be elected for a three-year term.
The following table sets forth the nominee who will stand for
re-election at the Annual Meeting, the Class of Trustees to which he has been
designated and the expiration of his term if elected:
NOMINEE CLASS EXPIRATION OF TERM IF ELECTED*
Ronald A. Nyberg Class II 2012 Annual Meeting
------------
* Each Trustee holds office until the annual meeting for the year in which
his or her term expires and until his or her successor shall be elected and
shall qualify, subject, however, to prior death, resignation, retirement,
disqualification or removal from office.
Under the Fund's classified Board structure, ordinarily only the
Trustee(s) in a single Class may be replaced in any one year, and it would
require a minimum of two years to change a majority of the Board of the Fund
under normal circumstances. This structure, which may be regarded as an
"anti-takeover" measure, may make it more difficult for the Fund's shareholders
to change the majority of Trustees of the Fund and, thus, promotes the
continuity of management.
It is the intention of the persons designated as proxies in the proxy
card, unless otherwise directed therein, to vote at the Annual Meeting for the
re-election of Mr. Nyberg. The nominee has agreed to continue to serve if
elected at the Annual Meeting. If the nominee is unable or unavailable to serve,
the persons named in the proxies will vote the proxies for such other person as
the Board of Trustees may recommend.
Information Regarding the Trustees. Information about the Trustees and
nominees, including their ages as of February 1, 2009, is set forth below. The
address of each Trustee and the nominee is c/o the Fund at its principal
business address (385 East Colorado Boulevard, Pasadena, California 91101). Of
the individuals listed below, only Mr. Nyberg is a nominee for election at the
Annual Meeting.
4
NUMBER OF
PORTFOLIOS SHARES OF
TERM OF IN FUND OTHER THE FUND
POSITION(S) OFFICE AND PRINCIPAL COMPLEX* DIRECTORSHIPS BENEFICIALLY
HELD LENGTH OCCUPATIONS OVERSEEN BY HELD BY OWNED ON
WITH OF TIME DURING THE TRUSTEE OR TRUSTEE OR FEBRUARY 1,
NAME AND AGE FUND SERVED PAST 5 YEARS NOMINEE NOMINEE* 2009
------------------------------------------------------------------------------------------------------------------------------------
Independent Trustees
Michael Larson Trustee and Term Chief Investment 2 Pan American 4,547**
49 Chairman of expires in Officer for William H. Silver Corp.
the Board of 2011; Gates III (1994-present). (silver mining,
Trustees(1)(2) served since development and
September exploration
2004 company)
(1999-present).
Ronald A. Nominee and Term Partner of Nyberg & 47 None 677
Nyberg Trustee(1)(2) expires at Cassioppi, LLC, a law firm
55 the Annual specializing in Corporate
Meeting; Law, Estate Planning and
served Business Transactions
since (2000-present). Formerly,
January Executive Vice President,
2004 General Counsel, and Corporate
Secretary of Van Kampen
Investments (1982-1999).
Ronald E. Trustee(1)(2) Term Retired. Formerly Vice 44 None None
Toupin, Jr. expires in President, Manager and
50 2010; Portfolio Manager of
served Nuveen Asset Management
since (1998-1999), Vice
January President of Nuveen
2004 Investment Advisory
Corporation (1993-1999),
Vice President and
Manager of Nuveen
Unit Investment
Trusts (1991-1999),
and Assistant Vice
President and
Portfolio Manager of
Nuveen Unit
Investment Trusts
(1988- 1999), each
of John Nuveen &
Company, Inc.
(1982-1999).
Interested Trustees
Nicholas Trustee Term Attorney. Formerly, Senior 46 None None
Dalmaso expires Managing Director and Chief
43(3) in 2011; Administrative Officer (2007-
served 2008) and General Counsel
since (2001-2007) of Claymore
January Advisors, LLC and Claymore
2004 Securities, Inc. Formerly,
President and Secretary of
Claymore Investments, Inc.
(2004-2008). Formerly,
Assistant General Counsel,
John Nuveen and Company
(1999-2001). Formerly Vice
President and Associate
General Counsel of Van Kampen
Investments (1992-1999).
5
NUMBER OF
PORTFOLIOS SHARES OF
TERM OF IN FUND OTHER THE FUND
POSITION(S) OFFICE AND PRINCIPAL COMPLEX* DIRECTORSHIPS BENEFICIALLY
HELD LENGTH OCCUPATIONS OVERSEEN BY HELD BY OWNED ON
WITH OF TIME DURING THE TRUSTEE OR TRUSTEE OR FEBRUARY 1,
NAME AND AGE FUND SERVED PAST 5 YEARS NOMINEE NOMINEE* 2009
------------------------------------------------------------------------------------------------------------------------------------
R. Jay Gerken Trustee Term Managing Director 152 None 2,090
57(4) and expires in of Legg Mason &
President 2010; Co., Chairman,
served President and
since Chief Executive
March Officer of certain
2007 mutual funds
associated with Legg
Mason & Co., LLC
("Legg Mason & Co.")
or its affiliates (2005-
present); President of
Legg Mason Partners
Fund Advisor, LLC
("LMPFA") (2006-
present); Chairman of
Smith Barney Fund
Management LLC and
Citi Fund Management
Inc. (2002-2005);
Chairman, President
and Chief Executive
Officer of Travelers
Investment Adviser,
Inc. (2002-2005).
(1) Member of the Audit Committee of the Board of Trustees.
(2) Member of the Governance and Nominating Committee of the Board of Trustees.
(3) Mr. Dalmaso is an "interested person" (as defined in section 2(a)(19) of
the Investment Company Act of 1940, as amended (the "1940 Act")) of the
Fund because of his former position as an officer of Claymore Advisors,
LLC, the Fund's investment adviser, and his ownership interest in Claymore
Group Inc., the parent company of that entity.
(4) Mr. Gerken is an "interested person" (as defined above) of the Fund because
of his position as President of the Fund, his positions with subsidiaries
of, and ownership of shares of common stock of, Legg Mason, Inc., the
parent company of the Fund's investment manager, Western Asset Management
Company.
* Each Trustee also serves as a Trustee of Western Asset/Claymore
Inflation-Linked Securities & Income Fund, a closed-end investment company.
The Investment Manager serves as investment adviser to Western
Asset/Claymore Inflation-Linked Securities & Income Fund. Messrs. Nyberg,
Toupin and Dalmaso also serve as Trustees of MBIA Capital/Claymore Managed
Duration Investment Grade Municipal Fund, TS&W/Claymore Tax-Advantaged
Balanced Fund, Madison/Claymore Covered Call & Equity Strategy Fund,
Fiduciary/Claymore MLP Opportunity Fund, Fiduciary/Claymore Dynamic Equity
Fund, Old Mutual/Claymore Long-Short Fund and Claymore/Guggenheim Strategic
Opportunities Fund, each of which is a closed-end management investment
company, Claymore Exchange-Traded Fund Trust (consisting of 20 separate
portfolios) and Claymore Exchange-Traded Fund Trust 2 (consisting of 14
separate portfolios), each an open-end management investment company.
Additionally, Messrs. Nyberg and Toupin serve as Trustees for
Dreman/Claymore Dividend & Income Fund, and Messrs. Nyberg and Dalmaso
serve as Trustees for Advent Claymore Convertible Securities & Income Fund,
Advent/Claymore Enhanced Growth & Income Fund and Advent/Claymore Global
Convertible Securities & Income Fund, each a closed-end investment company.
Mr. Gerken also serves as Chairman, Trustee or Director of an additional
152 open- and closed-end management investment companies associated with
Legg Mason & Co. or its affiliates. Each of these Funds is considered part
of the same Fund Complex as the Fund.
** As discussed below under "Share Ownership Information", Mr. Larson
disclaims beneficial ownership of the Shares of the Fund beneficially owned
by Cascade Investment, L.L.C. and William H. Gates III.
6
The following table states the dollar range of equity securities
beneficially owned as of February 1, 2009 by each Trustee and nominee in the
Fund and, on an aggregate basis, in any registered investment companies overseen
or to be overseen by the Trustee or nominee in the same "family of investment
companies."
AGGREGATE DOLLAR RANGE
OF EQUITY SECURITIES IN ALL
FUNDS OVERSEEN OR TO
DOLLAR RANGE OF BE OVERSEEN BY TRUSTEE
EQUITY SECURITIES OR NOMINEE IN FAMILY
NAME OF TRUSTEE OR NOMINEE IN THE FUND OF INVESTMENT COMPANIES
--------------------------------------------------------------------------------
Independent Trustees
Michael Larson $50,001-$100,000 Over $100,000
Ronald A. Nyberg $1-$10,000 Over $100,000
Ronald E. Toupin None None
Interested Trustees
Nicholas Dalmaso None None
R. Jay Gerken $10,001-$50,000 $10,001-$50,000
Audit Committee. The Board of Trustees has established an Audit
Committee composed solely of Trustees who are not "interested persons" (as
defined in the 1940 Act) of the Fund, the Fund's investment adviser, Claymore
Advisors, LLC (the "Investment Adviser"), or the Fund's investment manager,
Western Asset Management Company (the "Investment Manager"), consisting of
Messrs. Larson, Nyberg and Toupin (Chairman). Each member of the Audit Committee
is "independent," as independence for audit committee members is defined in the
currently applicable listing standards of the New York Stock Exchange, on which
the Shares of the Fund are listed and traded. The Audit Committee provides
oversight with respect to the accounting and financial reporting policies and
procedures of the Fund and, among other things, considers the selection of the
independent registered public accounting firm for the Fund and the scope of the
audit and approves services proposed to be performed by the independent
registered public accounting firm on behalf of the Fund and, under certain
circumstances, the Investment Adviser, the Investment Manager and certain of
their affiliates. The Trustees have adopted a written charter for the Audit
Committee, a copy of which was attached as Appendix A to the Fund's Proxy
Statement dated March 30, 2007. The charter is not currently made available on
the Fund's website.
The Audit Committee of the Fund has submitted the following report:
The Audit Committee has reviewed and discussed with management of the
Fund the audited financial statements for the last fiscal year. The Audit
Committee has discussed with the Fund's independent registered public accounting
firm the matters required to be discussed by Statement on Auditing Standards No.
7
61 ("SAS 61"). SAS 61 requires the independent registered public accounting firm
to communicate to the Audit Committee matters including, if applicable: (1)
methods used to account for significant unusual transactions; (2) the effect of
significant accounting policies in controversial or emerging areas for which
there is a lack of authoritative guidance or consensus; (3) the process used by
management in formulating particularly sensitive accounting estimates and the
basis for the independent registered public accounting firm's conclusions
regarding the reasonableness of those estimates; and (4) disagreements with
management over the application of accounting principles and certain other
matters. The Audit Committee has received the written disclosures and the letter
from the Fund's independent registered public accounting firm required by
Independence Standards Board Standard No. 1 (requiring the independent
registered public accounting firm to make written disclosures to and discuss
with the Audit Committee various matters relating to the independent registered
public accounting firm's independence), and has discussed with such independent
registered public accounting firm the independence of such independent
registered public accounting firm. Based on the foregoing review and
discussions, the Audit Committee recommended to the Trustees the inclusion of
the Fund's audited financial statements for the last fiscal year in the Fund's
annual report to shareholders.
Ronald E. Toupin (Chairman)
Michael Larson
Ronald A. Nyberg
Governance and Nominating Committee. The Board of Trustees has
established a Governance and Nominating Committee composed solely of Trustees
who are not "interested persons" (as defined in the 1940 Act) of the Fund, the
Investment Adviser or the Investment Manager, consisting of Messrs. Larson,
Nyberg (Chairman) and Toupin. The Governance and Nominating Committee meets to
select nominees for election as Trustees of the Fund and consider other matters
of Board policy. The Trustees have adopted a written charter for the Governance
and Nominating Committee, a copy of which was attached as Appendix A to the
Fund's Proxy Statement dated April 11, 2008. The Fund's charter is not currently
made available on the Fund's website.
The Governance and Nominating Committee requires that Trustee
candidates have a college degree or equivalent business experience, but has not
otherwise established specific, minimum qualifications that must be met by an
individual to be considered by the Committee for nomination as a Trustee. The
Governance and Nominating Committee may take into account a wide variety of
factors in considering Trustee candidates, including, but not limited to: (i)
availability and commitment of a candidate to attend meetings and perform his or
her responsibilities to the Board of Trustees, (ii) relevant industry and
related experience, (iii) educational background, (iv) financial expertise, (v)
an assessment of the candidate's ability, judgment and expertise and (vi)
overall diversity of the Board's composition. The Governance and Nominating
Committee may consider candidates for Trustee recommended by the Fund's current
Trustees, officers,
8
Investment Adviser, Investment Manager, shareholders or any other source deemed
to be appropriate by the Governance and Nominating Committee. Candidates
properly submitted by shareholders (as described below) will be considered and
evaluated on the same basis as candidates recommended by other sources.
The policy of the Governance and Nominating Committee is to consider
nominees recommended by shareholders to serve as Trustee, provided that any such
recommendation is submitted in writing to the Fund, to the attention of the
Secretary, at the address of the principal executive offices of the Fund, not
less than one hundred and twenty calendar days nor more than one hundred and
thirty-five calendar days prior to the date of the meeting at which the nominee
would be elected and that such shareholder recommendation contains the
information about such nominee required by the Fund's procedures for
shareholders to submit nominee candidates, which are a part of the Governance
and Nominating Committee's Charter. The Governance and Nominating Committee has
full discretion to reject nominees recommended by shareholders, and there is no
assurance that any such person so recommended and considered by the Governance
and Nominating Committee will be nominated for election to the Fund's Board of
Trustees.
Meetings. During 2008, the Board of Trustees held six meetings, the
Audit Committee held four meetings and the Governance and Nominating Committee
held three meetings. Each Trustee attended at least 75% of the aggregate of the
total number of meetings of the Board of Trustees and the Committees of the
Board of Trustees on which he served. The Fund's policies require the Trustees
to attend the Fund's annual shareholder meetings. Each current Trustee attended
the Fund's annual shareholder meeting in May 2008, as postponed to June 2008.
Shareholder Communications. The Board of Trustees provides a process
for shareholders to send communications to the Board of Trustees. Shareholders
may mail written communications to the attention of the Board of Trustees, care
of the Fund's Secretary, at Claymore Advisors, LLC, 2455 Corporate West Drive,
Lisle, Illinois 60532. The written communication must include the shareholder's
name, be signed by the shareholder, refer to the Fund, and include the class and
number of shares held by the shareholder as of a recent date.
Trustee Compensation. Trustees of the Fund who are not Independent
Trustees receive no salary or fees from the Fund. Effective with the first
meeting of the Trustees in 2009, each Independent Trustee of the Fund receives a
fee of $15,000 annually for serving as a Trustee of the Fund, and a fee of
$1,500 and related expenses for each meeting of the Board of Trustees attended.
The Chairman of the Board of Trustees receives an additional $5,000 per year for
serving in that capacity. The Audit Committee Chairman and the Governance and
Nominating Committee Chairman each receive an additional $3,000 annually for
serving in their respective capacities. Members of the Audit Committee and the
Governance and Nominating Committee receive $500 for each committee meeting
attended. In 2008, the fees paid to the Independent Trustees were the same as
those set forth
9
above except that the Chairman of the Board received $2,000 annually for serving
in that capacity; the Audit Committee Chairman and the Governance and Nominating
Committee Chairman each received an additional $1,500 annually for serving in
their respective capacities; and the in-person meeting fee was $1,000.
For the fiscal year ended December 31, 2008, the Trustees received the
compensation set forth in the following table for serving as Trustees of the
Fund and as Trustees of the other funds in the same "Fund Complex."
TOTAL
PENSION OR COMPENSATION
RETIREMENT ESTIMATED FROM THE
AGGREGATE BENEFITS ANNUAL FUND AND ITS
COMPENSATION ACCRUED AS BENEFITS FUNC COMPLEX
NAME OF TRUSTEE FROM PART OF FUND'S UPON PAID TO
OR NOMINEE THE FUND EXPENSES RETIREMENT TRUSTEES(1)
--------------------------------------------------------------------------------
Independent Trustees
Michael Larson $25,750 $0 $0 $51,500
Ronald A. Nyberg $25,250 $0 $0 $390,688
Ronald E. Toupin $25,250 $0 $0 $319,563
Interested Trustees
Nicholas Dalmaso $0 $0 $0 $0
R. Jay Gerken $0 $0 $0 $0
(1) Represents aggregate compensation paid to each Trustee during the fiscal
year ended December 31, 2008 for serving as Trustees to the Fund and other
funds in the Fund Complex. Messrs. Larson, Nyberg, Toupin, Dalmaso and
Gerken serve as Trustees to 2, 47, 44, 46 and 152 funds in the Fund
Complex, respectively.
During 2008, the Fund paid no remuneration to its officers, all of whom
were also officers or employees of the Investment Adviser, the Investment
Manager or their respective affiliates.
Required Vote. A plurality of the Shares voted at the Annual Meeting
with respect to a particular Class of Trustees is required to elect a Trustee
nominee as a member of that Class of Trustees. Thus, with respect to Class II,
the Trustee nominee who receives the greatest number of votes properly cast with
respect to the Class II Trustee will be elected as a Class II Trustee. The
Trustees unanimously recommend that shareholders vote to elect Mr. Nyberg to the
Board of Trustees, as a Class II Trustee.
INFORMATION CONCERNING THE INVESTMENT
ADVISER, THE INVESTMENT MANAGER
AND THE FUND'S OFFICERS
The Investment Adviser is a subsidiary of Claymore Group Inc., a
privately-held financial services company. The address of Claymore Group Inc.
and the Investment Adviser is 2455 Corporate West Drive, Lisle, Illinois 60532.
The Investment Manager is a subsidiary of Legg Mason, Inc., a holding company
which, through its subsidiaries, is engaged in providing investment advisory
services to individuals and institutions. The Investment Manager's address is
385 East Colorado Boulevard, Pasadena, California 91101. At their September 8,
2008
10
meeting, the Trustees, including the Independent Trustees, approved the addition
of the following three non-U.S. affiliates of the Investment Manager as
additional investment subadvisers of the Fund: Western Asset Management Company
Pte. Ltd. in Singapore, Reg. No. 200007692R, 1 George Street #23-01, Singapore
049145, Western Asset Management Company Limited in London, 10 Exchange Square,
Primrose Street, London, England EC2A 2EC and Western Asset Management Company
Ltd in Japan, 36F Shin-Marunouchi Building, 5-1 Marunouchi 1-Chome Chiyoda-Ku,
Tokyo 100-6536, Japan. The address of Legg Mason, Inc. is 100 Light Street,
Baltimore, Maryland 21202. An affiliate of the Investment Manager, Legg Mason
Fund Adviser, Inc., 100 Light Street, Baltimore, Maryland 21202, serves as the
Fund's administrator.
Information regarding the executive officers of the Fund, including
their ages as of February 1, 2009 and their ownership of Shares of the Fund, is
set forth below. Unless otherwise noted, the address of each officer is c/o the
Fund at the address listed above.
TERM OF SHARES OF THE
POSITION(S) OFFICE AND FUND BENEFICIALLY
HELD LENGTH OF PRINCIPAL OCCUPATION(S) OWNED ON
NAME AND AGE WITH FUND TIME SERVED(1) DURING THE PAST 5 YEARS FEBRUARY 1, 2009
-----------------------------------------------------------------------------------------------------------------------
R. Jay Gerken Trustee and Served since See "Election of Class II 2,090
57 President March 2007 Trustee" above.
Charles A. Vice Served since General Counsel of Western None
Ruys de Perez President March 2007 Asset Management Company
51 (2007-present). Formerly:
Chief Compliance Officer,
Putnam Investments (2004 - 2007);
Managing Director and Senior
Counsel of Putnam Investments
(2001-2004).
Marie K. Karpinski Treasurer Served since Vice President, Legg Mason None
60 and January 2004 & Co. (2005-present); Vice
Principal President and Chief Financial
100 Light Street Financial Officer (1986-present) and
Baltimore, MD and Treasurer (1986-2006) of all
21202 Accounting Legg Mason retail, open-end
Officer investment companies; Vice
President, Legg Mason Wood Walker,
Incorporated (1992- 2005);
Treasurer and Principal Financial
and Accounting Officer of Western
Asset/ Claymore Inflation-Linked
Securities & Income Fund
(2003-present); Principal Financial
and Accounting Officer of Western
Asset Funds, Inc. (1990-present),
Western Asset Income Fund and
Western Asset Premier Bond Fund
(2001-present); Treasurer of
Western Asset Funds, Inc.
(1990-2006), Western Asset Income
Fund and Western Asset Premier Bond
Fund (2001-2006).
11
TERM OF SHARES OF THE
POSITION(S) OFFICE AND FUND BENEFICIALLY
HELD LENGTH OF PRINCIPAL OCCUPATION(S) OWNED ON
NAME AND AGE WITH FUND TIME SERVED(1) DURING THE PAST 5 YEARS FEBRUARY 1, 2009
-----------------------------------------------------------------------------------------------------------------------
Steven M. Hill Assistant Served since Senior Managing Director None
44 Treasurer May 2004 of Claymore Advisors, LLC
and Claymore Securities,
2455 Corporate Inc. (2005-present); Chief
West Drive Financial Officer of Claymore
Lisle, IL 60532 Group Inc. (2005-2006);
Managing Director of Claymore
Advisors, LLC and Claymore
Securities, Inc. (2003-2005); Chief
Financial and Accounting Officer
and Treasurer or Assistant
Treasurer of certain closed- end
investment companies in the
Claymore fund complex; Treasurer of
Henderson Global Funds and
Operations Manager for Henderson
Global Investors (North America)
Inc. (2002-2003).
Susan C. Curry Assistant Served since Director of Tax--Mutual Funds, None
42 Treasurer February Legg Mason & Co. (2005-
2007 present); Director of Tax--
125 Broad St. Mutual Funds, Citigroup (2004-
New York, NY 2005); Assistant Treasurer, Western
Asset Funds, Inc., Western Asset
Income Fund, Western Asset Premier
Bond Fund, Western Asset/ Claymore
Inflation-Linked Securities &
Income Fund (2007- present);
Partner, Deloitte & Touche
(1990-2004).
Erin K. Morris Assistant Served since Vice President (2008). Vice None
42 Treasurer January President and Manager, Funds
2004 Accounting, Legg Mason & Co.
100 Light Street (2005-present); Assistant Vice
Baltimore, MD President of Legg Mason Wood
21202 Walker, Incorporated (2002-2005);
Treasurer of Legg Mason Income
Trust, Inc., Legg Mason Tax-Free
Income Fund, Western Asset Income
Fund, Western Asset Funds, Inc. and
Western Asset Premier Bond Fund
(2006-present); Assistant
Treasurer, Legg Mason Partners Fund
fixed income complex
(2007-present). Western Asset/
Claymore Inflation-Linked
Securities & Income Fund
(2003-present). Assistant Treasurer
of Western Asset/ Claymore
Inflation-Linked Securities &
Income Fund (2003-present);
Assistant Treasurer, Western Asset
Income Fund, Western Asset Funds,
Inc., Western Asset Premier Bond
Fund, Legg Mason Income Trust, Inc.
and Legg Mason Tax-Free Income Fund
(2001-2006); Manager, Funds
Accounting, Legg Mason Wood Walker,
Incorporated (2000-2005).
12
TERM OF SHARES OF THE
POSITION(S) OFFICE AND FUND BENEFICIALLY
HELD LENGTH OF PRINCIPAL OCCUPATION(S) OWNED ON
NAME AND AGE WITH FUND TIME SERVED(1) DURING THE PAST 5 YEARS FEBRUARY 1, 2009
-----------------------------------------------------------------------------------------------------------------------
Todd F. Kuehl Chief Served since Vice President, Legg Mason None
39 Compliance February & Co. (2006-present); Chief
Officer 2007 Compliance Officer of Western
100 Light Street Asset/Claymore Inflation-Linked
Baltimore, MD Securities & Income Fund,
21202 Western Asset Income Fund,
Western Asset Premier Bond Fund,
Western Asset Funds, Inc.
(2007-present) and Barrett Growth
Fund and Barrett Opportunity Fund
(2006-present); Branch Chief,
Division of Investment Management,
U.S. Securities and Exchange
Commission (2002-2006).
Melissa J. Nguyen Secretary Served since Vice President and Assistant None
30 February General Counsel of Claymore
2006 Securities, Inc. (2005-present);
2455 Corporate Secretary of certain funds in the
West Drive Claymore fund complex (2006-
Lisle, IL 60532 present). Formerly, Associate,
Vedder Price P.C. (2003-2005).
Mark E. Mathiasen Assistant Served since Assistant Vice President and None
30 Secretary May 2007 Assistant General Counsel of
Claymore Advisors, LLC (2007
2455 Corporate to present). Secretary of certain
West Drive funds in the Claymore fund
Lisle, IL 60532 complex. Previously, Law Clerk
for the Idaho State Courts
(2003-2007).
(1) Each officer holds office until his or her respective successor is chosen
and qualified, or in each case until he or she sooner dies, resigns, is
removed with or without cause or becomes disqualified.
SHAREHOLDER PROPOSALS FOR 2010 ANNUAL MEETING
It is currently anticipated that the Fund's next annual meeting of
shareholders will be held in May 2010. Proposals that shareholders wish to
present to the 2010 Annual Meeting and to have included in the Fund's proxy
materials relating to such meeting pursuant to Rule 14a-8 under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), must be delivered to the
Secretary of the Fund not less than 120 days prior to April 9, 2010 (i.e., on or
before December 10, 2009).
Shareholders who wish to propose one or more nominees for election as
Trustees, or to make another proposal, at the 2010 annual meeting must provide
written notice to the Fund (including all required information) so that such
notice is received in good order by the Fund not less than 45 days nor more than
60 days, prior to April 9, 2010 (i.e., no earlier than February 8, 2010 and no
later than February 23, 2010).
The proper submission of a shareholder proposal does not guarantee that
it will be included in the Fund's proxy materials or presented at a shareholder
13
meeting. Shareholder proposals are subject to the requirements of applicable law
and the Fund's Declaration of Trust and Bylaws.
SHARE OWNERSHIP INFORMATION
As of February 1 , 2009, all Trustees, nominees for Trustee and
officers of the Fund as a group beneficially owned less than 1% of the
outstanding Shares of the Fund. As of April 1, 2009, Cede & Co., as nominee for
participants in The Depository Trust Company, held of record 61,160,584 Shares
(representing approximately 99.96% of the outstanding Shares). Cede & Co.'s
address is 55 Water Street, 25th Floor, New York, New York 10041-0001. As of
April 1, 2009, the persons shown in the table below owned, to the knowledge of
the Fund, beneficially more than five percent of the outstanding Shares.
SHAREHOLDER NAME AND ADDRESS SHARE HOLDINGS PERCENTAGE OWNED
Cascade Investment, L.L.C. and William H. Gates III 4,718,300 7.71%
(as sole member of Cascade Investment, L.L.C.)(1)(2)
Cascade Investment, L.L.C. -2365 Carillon Point,
Kirkland, WA 98033
William H. Gates III - One Microsoft Way,
Redmond, WA 98052
Wells Fargo & Company(3) 6,586,076 10.76%
420 Montgomery Street, San Francisco, CA 94163
(1) Based on information obtained from a Schedule 13D filed with the Securities
and Exchange Commission on September 29, 2008.
(2) Mr. Larson is the Business Manager of Cascade Investment, L.L.C. and has
voting and investment power with respect to the Shares held by Cascade
Investment, L.L.C, but disclaims any beneficial ownership of the Shares
beneficially owned by Cascade Investment, L.L.C. and Mr. Gates.
(3) Based on information obtained from a Schedule 13G filed with the Securities
and Exchange Commission on January 12, 2009.
SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
Section 30(h) of the 1940 Act and Section 16(a) of the Exchange Act,
require the Fund's officers and Trustees, the Investment Adviser, the Investment
Manager, certain affiliates of the Investment Adviser and Investment Manager,
and persons who beneficially own more than ten percent of a registered class of
the Fund's equity securities, among others, to file reports of ownership and
changes in ownership with the SEC and the New York Stock Exchange. These persons
are required by SEC regulation to furnish the Fund with copies of all Section
16(a) forms they file.
Based solely on its review of the copies of such forms received by it,
or written representations from certain reporting persons, the Fund believes
that, during 2008, all such filing requirements were met with respect to the
Fund.
ANNUAL REPORT TO SHAREHOLDERS
The Fund's Annual Report to Shareholders for the fiscal year ended
December 31, 2008 contains financial and other information pertaining to the
Fund. The Fund will furnish without charge to each person whose proxy is being
solicited, upon request of such person, a copy of the Annual Report to
Shareholders. Requests for copies of the Annual Report
14
to Shareholders should be directed to Western Asset/Claymore Inflation-Linked
Opportunities & Income Fund, c/o Claymore Advisors, LLC, 2455 Corporate West
Drive, Lisle, Illinois 60532 or you may call 1-866-486-2228.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Audit Committee of the Board of Trustees has selected
PricewaterhouseCoopers LLP as the independent registered public accounting firm
of the Fund for the fiscal year ending December 31, 2009, and the Board of
Trustees, including a majority of the Trustees who are not "interested persons"
(as defined in the 1940 Act) of the Fund, has unanimously ratified such
selection. PricewaterhouseCoopers LLP's service is subject to termination by a
majority of the outstanding Shares of the Fund. Representatives of
PricewaterhouseCoopers LLP are not currently expected to attend the Annual
Meeting.
The following table presents fees billed in each of the Fund's last two
fiscal years for services rendered to the Fund by PricewaterhouseCoopers LLP:
Audit Audit-Related
Fiscal year ended Fees Fees Tax Fees All Other Fees
------------------------------------------------------------------------------
December 31, 2007 $29,850 $0 $2,400 $0
December 31, 2008 $30,000 $0 $4,000 $0
"Audit Fees" represents fees billed for each of the last two fiscal
years for professional services rendered for the audit of the Fund's financial
statements for those fiscal years and services that are normally provided by the
accountant in connection with statutory or regulatory filings or engagements for
that fiscal year.
"Audit Related Fees" represents fees billed for each of the last two
fiscal years for assurance and related services reasonably related to the
performance of the audit of the Fund's annual financial statements for those
years.
"Tax Fees" represents fees billed for each of the last two fiscal years
for professional services related to tax compliance, tax advice and tax
planning, including preparation of federal and state income tax returns and
preparation of excise tax returns.
"All Other Fees" represents fees, if any, billed for other products and
services rendered by PricewaterhouseCoopers LLP to the Fund for the last two
fiscal years.
For the Fund's fiscal years ended December 31, 2007 and December 31,
2008, PricewaterhouseCoopers LLP billed aggregate non-audit fees in the amounts
of $29,000 and $20,000, respectively, to the Fund, the Investment Adviser and
any entity controlling, controlled by or under common control with the
Investment Adviser that provides ongoing services to the Fund.
Pre-Approval Policies of the Audit Committee. The Audit Committee has
determined that all work performed for the Fund by PricewaterhouseCoopers LLP
will be pre-approved by the full Audit Committee and, therefore, has not adopted
15
pre-approval procedures. Since the Fund's inception in October 2003, all audit
and non-audit services performed by PricewaterhouseCoopers LLP for the Fund, and
all non-audit services performed by PricewaterhouseCoopers LLP for the
Investment Adviser, the Investment Manager and any entity controlling,
controlled by or under common control with the Investment Adviser or the
Investment Manager that provides ongoing services to the Fund (a "Service
Affiliate"), to the extent that such services related directly to the operations
and financial reporting of the Fund, have been pre-approved by the Audit
Committee. No "Audit-Related Fees," "Tax Fees" and "Other Fees" set forth in the
table above were waived pursuant to paragraph (c)(7)(i)(c) of Rule 2-01 of
Regulation S-X. PricewaterhouseCoopers LLP did not bill any "Tax Fees" or "All
Other Fees" that required pre-approval by the Audit Committee pursuant to
paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X during the Fund's fiscal
years ended December 31, 2007 and December 31, 2008.
PricewaterhouseCoopers LLP did not bill any fees for non-audit services
that required pre-approval by the Audit Committee pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X during the Fund's fiscal years ended
December 31, 2007 and December 31, 2008.
The Audit Committee has considered whether the provision of the
non-audit services rendered by PricewaterhouseCoopers LLP to the Investment
Adviser and any Service Affiliate that were not required to be pre-approved by
the Audit Committee pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation
S-X is compatible with maintaining the independence of PricewaterhouseCoopers
LLP.
ADJOURNMENT
In the absence of a quorum at the Annual Meeting, or (even if a quorum
is present) if sufficient votes in favor of a proposal set forth in the Notice
of Annual Meeting are not received by the time scheduled for the Annual Meeting,
the persons named as proxies may propose one or more adjournments of the Annual
Meeting after the date set for the original Annual Meeting, with no other notice
than announcement at the Annual Meeting, to permit further solicitation of
proxies with respect to such proposal. In addition, if, in the judgment of the
persons named as proxies, it is advisable to defer action on a proposal, the
persons named as proxies may propose one or more adjournments of the Annual
Meeting with respect to such proposal for a reasonable time. Any adjournment(s)
with respect to a proposal will require the affirmative vote of a plurality of
the Shares of the Fund entitled to vote thereon present in person or represented
by proxy at the session of the Annual Meeting to be adjourned. The persons named
as proxies will vote in favor of such adjournment those proxies which they are
entitled to vote in favor of the proposal in question. They will vote against
any such adjournment those proxies required to be voted against such proposal.
The costs of any additional solicitation and of any adjourned session will be
borne by the Fund. Any proposals for which sufficient favorable votes have been
received by the time of the Annual Meeting may be acted upon and, if so, such
action will be final regardless of
16
whether the Annual Meeting is adjourned to permit additional solicitation with
respect to any other proposal.
OTHER BUSINESS
The Fund is not aware of any other matters to be presented for action
at the Annual Meeting. However, if any such other matters are properly
presented, it is the intention of the persons designated in the enclosed proxy
to vote in accordance with their best judgment.
By Order of the Board of Trustees
/s/ Melissa J. Nguyen, Secretary
April 3, 2009
WESTERN ASSET/CLAYMORE INFLATION-LINKED OPPORTUNITIES & INCOME FUND
Dear Shareholder:
Please take note of the important information enclosed with this Proxy Ballot.
Your vote counts, and you are strongly encouraged to exercise your right to vote
your shares.
Please mark the boxes on this proxy card to indicate how your shares will be
voted. Then sign the card and return your proxy vote in the enclosed postage
paid envelope. Your vote must be received prior to the Annual Meeting of
Shareholders, May 11, 2009.
Thank you in advance for your prompt consideration of this matter.
Sincerely,
Western Asset/Claymore Inflation-Linked Opportunities & Income Fund
WESTERN ASSET/CLAYMORE INFLATION-LINKED OPPORTUNITIES & INCOME FUND
COMMON SHARES
PROXY FOR ANNUAL MEETING OF SHAREHOLDERS ON MAY 11, 2009
SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
AS AN ALTERNATIVE TO COMPLETING THIS FORM, YOU MAY ENTER YOUR VOTE
INSTRUCTION BY TELEPHONE AT 1-800-PROXIES, AND FOLLOW THE SIMPLE
INSTRUCTIONS. USE THE COMPANY NUMBER AND ACCOUNT NUMBER SHOWN ON YOUR PROXY
CARD.
The undersigned, revoking all prior proxies, hereby appoints R. Jay
Gerken, Melissa J. Nguyen and Kevin M. Robinson, and each of them,
attorneys and proxies of the undersigned, each with full power of
substitution, to attend the Annual Meeting of Shareholders of Western
Asset/Claymore Inflation-Linked Opportunities & Income Fund, a
Massachusetts business trust (the "Fund"), to be held at 2455 Corporate
West Drive, Lisle, Illinois, on May 11, 2009, at 2:30 p.m., Central time,
and at any adjournment(s) or postponement(s) thereof, and thereat to vote
as indicated all common shares of beneficial interest of the Fund which the
undersigned would be entitled to vote if personally present with respect to
the matters listed on the reverse, which are more fully described in the
Notice of Meeting and Proxy Statement of the Fund, receipt of which is
acknowledged by the undersigned.
(CONTINUED AND TO BE SIGNED ON THE REVERSE SIDE.)
14475
ANNUAL MEETING OF SHAREHOLDERS OF
WESTERN ASSET/CLAYMORE
INFLATION-LINKED OPPORTUNITIES & INCOME FUND
May 11, 2009
PROXY VOTING INSTRUCTIONS
TELEPHONE - Call toll-free 1-800-PROXIES (1-800-776-9437) in
the United States or 1-718-921-8500 from foreign countries
from any touch-tone telephone and follow the instructions.
Have your proxy card available when you call and use the
Company Number and Account Number shown on your proxy card.
Vote by phone until 11:59 PM EST the day before the meeting.
MAIL - Sign, date and mail your proxy card in the envelope
provided as soon as possible.
IN PERSON - You may vote your shares in person by attending
the Annual Meeting.
COMPANY NUMBER
--------------- ----------------
ACCOUNT NUMBER
-------------- ----------------
NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL: The Notice of Meeting, proxy
statement and proxy card are available at www.proxyvote.com
Please detach along perforated line and mail in the envelope provided IF you are
not voting via telephone.
10000000000000000000 9 051109
--------------------------------------------------------------------------------
THE BOARD OF TRUSTEES RECOMMENDS A VOTE "FOR" THE ELECTION OF THE NOMINEE
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK YOUR
VOTE IN BLUE OR BLACK INK AS SHOWN HERE [x]
1. ELECTION OF CLASS II TRUSTEE:
NOMINEE:
[ ] FOR THE NOMINEE Ronald A. Nyberg Class II Trustee
[ ] WITHHOLD AUTHORITY
FOR THE NOMINEE
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Annual Meeting or any adjournment(s) or
postponement(s) thereof. This proxy when properly executed will be voted as
directed herein by the undersigned shareholder. IF NO DIRECTION IS MADE, THIS
PROXY WILL BE VOTED FOR THE NOMINEE IN PROPOSAL 1.
To change the address on your account, please check the box at
right and indicate your new address in the address space above. [ ]
Please note that changes to the registered name(s) on the account
may not be submitted via this method.
Signature of Shareholder Date:
---------------------- ------------------
Signature of Shareholder Date:
---------------------- ------------------
NOTE: Please sign exactly as your name or names appear on this Proxy. When
shares are held jointly, each holder should sign. When signing as
executor, administrator, attorney, trustee or guardian, please give full
title as such. If the signer is a corporation, please sign full corporate
name by duly authorized officer, giving full title as such. If signer is
a partnership, please sign in partnership name by authorized person.
WESTERN ASSET/CLAYMORE INFLATION-LINKED OPPORTUNITIES & INCOME FUND
Dear Shareholder:
Please take note of the important information enclosed with this Proxy Ballot.
Your vote counts, and you are strongly encouraged to exercise your right to vote
your shares.
Please mark the boxes on this proxy card to indicate how your shares will be
voted. Then sign the card and return your proxy vote in the enclosed postage
paid envelope. Your vote must be received prior to the Annual Meeting of
Shareholders, May 11, 2009.
Thank you in advance for your prompt consideration of this matter.
Sincerely,
Western Asset/Claymore Inflation-Linked Opportunities & Income Fund
WESTERN ASSET/CLAYMORE INFLATION-LINKED OPPORTUNITIES & INCOME FUND
COMMON SHARES
PROXY FOR ANNUAL MEETING OF SHAREHOLDERS ON MAY 11, 2009
SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
AS AN ALTERNATIVE TO COMPLETING THIS FORM, YOU MAY ENTER YOUR VOTE
INSTRUCTION BY TELEPHONE AT 1-800-PROXIES, AND FOLLOW THE SIMPLE
INSTRUCTIONS. USE THE COMPANY NUMBER AND ACCOUNT NUMBER SHOWN ON YOUR PROXY
CARD.
The undersigned, revoking all prior proxies, hereby appoints R. Jay
Gerken, Melissa J. Nguyen and Kevin M. Robinson, and each of them,
attorneys and proxies of the undersigned, each with full power of
substitution, to attend the Annual Meeting of Shareholders of Western
Asset/Claymore Inflation-Linked Opportunities & Income Fund, a
Massachusetts business trust (the "Fund"), to be held at 2455 Corporate
West Drive, Lisle, Illinois, on May 11, 2009, at 2:30 p.m., Central time,
and at any adjournment(s) or postponement(s) thereof, and thereat to vote
as indicated all common shares of beneficial interest of the Fund which the
undersigned would be entitled to vote if personally present with respect to
the matters listed on the reverse, which are more fully described in the
Notice of Meeting and Proxy Statement of the Fund, receipt of which is
acknowledged by the undersigned.
(CONTINUED AND TO BE SIGNED ON THE REVERSE SIDE.)
ANNUAL MEETING OF SHAREHOLDERS OF
WESTERN ASSET/CLAYMORE
INFLATION-LINKED OPPORTUNITIES & INCOME FUND
May 11, 2009
NOTICE OF INTERNET AVAILABILITY OF PROXY MATERIAL:
--------------------------------------------------
The Notice of Meeting, proxy statement and proxy card
are available at www.proxyvote.com
Please sign, date and mail
your proxy card in the
envelope provided as soon
as possible.
Please detach along perforated line and mail in the envelope provided.
10000000000000000000 9 051109
--------------------------------------------------------------------------------
THE BOARD OF TRUSTEES RECOMMENDS A VOTE "FOR" THE ELECTION OF THE NOMINEE.
PLEASE SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE MARK
YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE /X/
--------------------------------------------------------------------------------
1. ELECTION OF CLASS II TRUSTEE:
NOMINEE:
[ ] FOR THE NOMINEE Ronald A. Nyberg Class II Trustee
[ ] WITHHOLD AUTHORITY
FOR THE NOMINEE
--------------------------------------------------------------------------------
In their discretion, the proxies are authorized to vote upon such other business
as may properly come before the Annual Meeting or any adjournment(s) or
postponement(s) thereof. This proxy when properly executed will be voted as
directed herein by the undersigned shareholder. IF NO DIRECTION IS MADE, THIS
PROXY WILL BE VOTED FOR THE NOMINEE IN PROPOSAL 1.
--------------------------------------------------------------------------------
To change the address on your account, please check the box at
right and indicate your new address in the address space above. [ ]
Please note that changes to the registered name(s) on the account
may not be submitted via this method.
--------------------------------------------------------------------------------
Signature of Shareholder Date:
---------------------- ------------------
Signature of Shareholder Date:
---------------------- ------------------
NOTE: Please sign exactly as your name or names appear on this Proxy.
When shares are held jointly, each holder should sign. When signing as
executor, administrator, attorney, trustee or guardian, please give
full title as such. If the signer is a corporation, please sign full
corporate name by duly authorized officer, giving full title as such.
If signer is a partnership, please sign in partnership name by
authorized person.