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 811-8092
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
(Exact name of registrant as specified in charter)
125 Broad Street, New York, NY 10004
(Address of principal executive offices) (Zip code)
Christina T. Sydor, Esq.
300 First Stamford Place
Stamford, CT 06902
(Name and address of agent for service)
Registrant's telephone number, including area code:
(800)-725-6666
Date of fiscal year end: OCTOBER 31
Date of reporting period: APRIL 30, 2003
ITEM 1. REPORT TO STOCKHOLDERS.
The SEMI-ANNUAL Report to Stockholders is filed herewith.
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
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LETTER FROM THE CHAIRMAN
[PHOTO]
R. JAY GERKEN
Chairman
Dear Shareholder,
The philosopher Bertrand Russell famously remarked that,
"Change is one thing, progress is another." You will notice in
the following pages that we have begun to implement some
changes to your shareholder report and we will be reflecting
other changes in future reports. Our aim is to make meaningful
improvements in reporting on the management of your Fund and
its performance, not just to enact change for change's sake.
Please bear with us during this transition period.
We know that you have questions about fund managers' decisions
and plans, and we want to be sure that you have easy access to
the information you need. Keeping investors informed is, and
always will be, one of my top priorities as Chairman of your
Fund. To that end, we encourage you to contact Investor
Relations at 1-888-SALOMON.
As always, thank you for entrusting your assets to us. We look
forward to helping you continue to meet your financial goals.
Sincerely,
/s/ R. JAY GERKEN
R. Jay Gerken
Chairman
May 14, 2003
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
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SCHEDULE OF INVESTMENTS (unaudited)
April 30, 2003
<Table>
<Caption>
FACE
AMOUNT SECURITY(a) VALUE
- ----------------------------------------------------------------------------------------------------------
SOVEREIGN BONDS -- 88.5%
ARGENTINA -- 1.1%
Republic of Argentina:
$ 2,931,000 Due 4/10/05 (b)........................................... $ 908,610
6,998,000 Series E, zero coupon due 10/15/03........................ 1,749,500
------------
2,658,110
------------
BRAZIL -- 25.2%
Federal Republic of Brazil:
6,725,000 11.250% due 7/26/07....................................... 6,960,375
20,330,000 11.500% due 3/12/08....................................... 20,838,250
2,920,000 14.500% due 10/15/09...................................... 3,328,800
DCB, Series L:
34,000,000 Bearer, 2.1875% due 4/15/12 (c)......................... 25,298,125
1,225,000 Registered, 2.1875% due 4/15/12 (c)..................... 911,477
316,194 MYDFA, 2.0625% due 9/15/07 (c)............................ 266,393
4,694,118 NMB, Series L, 2.1875% due 4/15/09 (c).................... 3,937,192
------------
61,540,612
------------
BULGARIA -- 2.1%
Republic of Bulgaria:
1,900,000 8.250% due 1/15/15........................................ 2,142,250
3,164,037 Discount Bond, Series A, 2.1875% due 7/28/24 (c).......... 3,051,318
------------
5,193,568
------------
COLOMBIA -- 4.9%
Republic of Colombia:
1,950,000 7.625% due 2/15/07........................................ 2,037,750
3,000,000 8.625% due 4/1/08......................................... 3,195,000
25,000 9.750% due 4/23/09........................................ 27,750
2,150,000 9.750% (putable 4/25/05) due 4/23/09 (d).................. 2,381,125
1,225,000 10.000% due 1/23/12....................................... 1,355,769
1,875,000 10.750% due 1/15/13....................................... 2,160,469
1,000,000 8.700% due 2/15/16........................................ 830,000
------------
11,987,863
------------
COSTA RICA -- 0.6%
Republic of Costa Rica:
500,000 6.914% due 1/31/08 (e).................................... 518,750
850,000 9.995% due 8/1/20 (e)..................................... 966,875
------------
1,485,625
------------
</Table>
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See Notes to Financial Statements.
PAGE 2
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
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SCHEDULE OF INVESTMENTS (unaudited)(continued)
April 30, 2003
<Table>
<Caption>
FACE
AMOUNT SECURITY(a) VALUE
- ----------------------------------------------------------------------------------------------------------
CROATIA -- 0.0%
$ 11,584 Republic of Croatia, Series A, 2.1875% due 7/31/10 (c)...... $ 11,557
------------
ECUADOR -- 4.8%
Republic of Ecuador:
11,275,000 12.000% due 11/15/12...................................... 9,513,281
3,405,000 6.000% due 8/15/30 (c).................................... 2,128,125
------------
11,641,406
------------
EL SALVADOR -- 0.5%
1,125,000 Republic of El Salvador, 8.250% due 4/10/32................. 1,136,250
------------
MEXICO -- 19.3%
United Mexican States:
5,075,000 6.625% due 3/3/15......................................... 5,312,256
7,925,000 11.375% due 9/15/16....................................... 11,358,506
10,025,000 8.125% due 12/30/19....................................... 11,338,275
11,875,000 8.300% due 8/15/31........................................ 13,451,406
5,500,000 7.500% due 4/8/33......................................... 5,740,625
------------
47,201,068
------------
PANAMA -- 4.7%
Republic of Panama:
1,350,000 9.625% due 2/8/11......................................... 1,545,750
5,325,000 9.375% due 1/16/23........................................ 5,777,625
3,925,000 8.875% due 9/30/27........................................ 4,121,250
------------
11,444,625
------------
PERU -- 2.2%
Republic of Peru:
2,675,000 9.875% due 2/6/15......................................... 3,009,375
2,688,000 PDI Bond, 5.000% due 3/7/17 (c)........................... 2,355,360
------------
5,364,735
------------
</Table>
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See Notes to Financial Statements.
PAGE 3
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
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SCHEDULE OF INVESTMENTS (unaudited)(continued)
April 30, 2003
<Table>
<Caption>
FACE
AMOUNT SECURITY(a) VALUE
- ----------------------------------------------------------------------------------------------------------
PHILIPPINES -- 4.2%
Republic of Philippines:
$ 500,000 8.375% due 3/12/09........................................ $ 517,500
875,000 9.000% due 2/15/13........................................ 911,094
1,125,000 9.375% due 1/18/17........................................ 1,195,312
50,000 9.875% due 1/15/19........................................ 52,187
1,068,000 9.500% due 10/21/24....................................... 1,188,150
2,000,000 10.625% due 3/16/25....................................... 2,166,825
2,800,000 DCB, Series 92-B, 2.3125% due 12/1/09 (c)................. 2,478,000
1,833,333 FLIRB, Series B, 2.3125% due 6/1/08 (c)................... 1,663,750
------------
10,172,818
------------
RUSSIA -- 15.7%
Russian Government:
12,200,000 10.000% due 6/26/07....................................... 14,624,750
6,815,000 11.000% due 7/24/18....................................... 9,149,137
16,150,000 5.000% due 3/31/30 (c).................................... 14,605,656
------------
38,379,543
------------
TURKEY -- 3.0%
Republic of Turkey:
6,840,000 12.375% due 6/15/09....................................... 7,250,400
200,000 11.000% due 1/14/13....................................... 200,000
------------
7,450,400
------------
VENEZUELA -- 0.2%
Republic of Venezuela:
308,093 DCB, Series DL, 2.3125% due 12/18/07 (c).................. 232,418
390,389 NMB, Series A, 2.4375% due 12/18/05 (c)................... 306,943
------------
539,361
------------
TOTAL SOVEREIGN BONDS (Cost -- $194,248,411)................ 216,207,541
------------
</Table>
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See Notes to Financial Statements.
PAGE 4
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
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SCHEDULE OF INVESTMENTS (unaudited)(continued)
April 30, 2003
<Table>
<Caption>
FACE
AMOUNT SECURITY(a) VALUE
- ----------------------------------------------------------------------------------------------------------
LOAN PARTICIPATIONS (c)(f) -- 4.7%
MOROCCO -- 4.7%
Kingdom of Morocco:
$12,029,611 Tranche A, 2.1875% due 1/2/09 (Credit Suisse First Boston
Corp., J.P. Morgan Chase & Co.)......................... $ 11,307,834
98,033 Tranche B, 2.1875% due 1/2/04 (Morgan Stanley Emerging
Markets Inc.)........................................... 95,092
------------
TOTAL LOAN PARTICIPATIONS (Cost -- $11,236,072)............. 11,402,926
------------
CORPORATE BONDS -- 4.5%
MEXICO -- 4.5%
PEMEX, Project Funding Master Trust:
1,075,000 6.125% due 8/15/08 (e).................................... 1,139,500
8,000,000 9.125% due 10/13/10....................................... 9,620,000
250,000 8.000% due 11/15/11....................................... 285,000
------------
TOTAL CORPORATE BONDS (Cost -- $9,813,151).................. 11,044,500
------------
<Caption>
WARRANTS/
RIGHTS
- ----------------
WARRANTS AND RIGHTS (g) -- 0.0%
2,000 (Warrants) Asia Pulp & Paper (Exercise price of $7.8375 per share
expiring on 3/15/05. Each warrant exercisable for 12.914
shares of common stock.) (e).............................. 20
76,755 (Rights) Venezuela Discount Rights (h)............................... 1
------------
TOTAL WARRANTS AND RIGHTS (Cost -- $0)...................... 21
------------
</Table>
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See Notes to Financial Statements.
PAGE 5
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS (unaudited)(continued)
April 30, 2003
<Table>
<Caption>
FACE
AMOUNT SECURITY(a) VALUE
- ----------------------------------------------------------------------------------------------------------
REPURCHASE AGREEMENTS -- 2.3%
$ 1,614,000 Greenwich Capital Markets Inc., 1.180% due 5/1/03; Proceeds
at maturity -- $1,614,053; (Fully collateralized by U.S.
Treasury Notes, 2.125% due 8/31/04; Market
value -- $1,647,344)...................................... $ 1,614,000
4,000,000 UBS PaineWebber Inc., 1.240% due 5/1/03; Proceeds at
maturity -- $4,000,138; (Fully collateralized by U.S.
Treasury Bonds, 12.000% due 8/15/13; Market
value -- $4,080,124)...................................... 4,000,000
------------
TOTAL REPURCHASE AGREEMENTS (Cost -- $5,614,000)............ 5,614,000
------------
TOTAL INVESTMENTS -- 100% (Cost -- $220,911,634*)........... $244,268,988
============
</Table>
- ---------------
(a) All securities, except for those that are on loan, are segregated as
collateral pursuant to a revolving credit facility.
(b) Security is currently in default.
(c) Rate shown reflects current rate on variable rate instrument or instrument
with step coupon rates.
(d) If notes are not put on 4/25/05, issue will by funded with Republic of
Colombia, 9.750% due 4/23/09.
(e) Security is exempt from registration under Rule 144A of the Securities Act
of 1933. This security may be resold in transactions that are exempt from
registration, normally to qualified institutional buyers.
(f) Participation interests were acquired through the financial institutions
indicated parenthetically.
(g) Non-income producing security.
(h) Securities valued in accordance with fair valuation procedures.
* Aggregate cost for Federal income tax purposes is substantially the same.
<Table>
<Caption>
Abbreviations used in this schedule:
- ------------------------------------
DCB -- Debt Conversion Bond
FLIRB -- Front Loaded Interest Reduction Bond
MYDFA -- Multi Year Depository Facility Agreement
NMB -- New Money Bond
PDI -- Past Due Interest
</Table>
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See Notes to Financial Statements.
PAGE 6
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
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STATEMENT OF ASSETS AND LIABILITIES
(unaudited)
April 30, 2003
<Table>
ASSETS:
Investments, at value (Cost -- $220,911,634).............. $244,268,988
Foreign currency, at value (Cost -- $42,124).............. 27,819
Cash...................................................... 407
Interest receivable....................................... 3,805,678
Receivable for securities sold............................ 967,500
Prepaid expenses.......................................... 24,140
------------
TOTAL ASSETS.............................................. 249,094,532
------------
LIABILITIES:
Loan payable (Note 4)..................................... 60,000,000
Payable for securities purchased.......................... 726,137
Investment advisory fee payable........................... 131,757
Loan interest payable..................................... 116,427
Administration fee payable................................ 21,960
Accrued expenses.......................................... 161,547
------------
TOTAL LIABILITIES......................................... 61,157,828
------------
TOTAL NET ASSETS............................................ $187,936,704
============
NET ASSETS:
Common stock ($0.001 par value, authorized 100,000,000
shares; 12,897,130 shares outstanding).................. $ 12,897
Additional paid-in capital................................ 179,513,336
Undistributed net investment income....................... 955,855
Accumulated net realized loss from security
transactions............................................ (15,888,433)
Net unrealized appreciation on investments and foreign
currencies.............................................. 23,343,049
------------
TOTAL NET ASSETS............................................ $187,936,704
============
NET ASSET VALUE, PER SHARE ($187,936,704 / 12,897,130 shares
outstanding).............................................. $14.57
============
</Table>
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See Notes to Financial Statements.
PAGE 7
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- -----------------------------------------------
STATEMENT OF OPERATIONS (unaudited)
For the Six Months Ended April 30, 2003
<Table>
INCOME:
Interest (includes amortization of net premium/discount of
$2,809,437)............................................. $12,331,683
-----------
EXPENSES:
Interest.................................................. 755,083
Investment advisory fee (Note 2).......................... 722,982
Administration fee (Note 2)............................... 120,497
Audit and legal........................................... 59,745
Custody................................................... 39,121
Shareholder communications................................ 31,182
Directors' fees........................................... 22,106
Loan fees................................................. 19,703
Shareholder servicing fees................................ 17,755
Registration fees......................................... 14,408
Other..................................................... 8,896
-----------
TOTAL EXPENSES............................................ 1,811,478
-----------
NET INVESTMENT INCOME....................................... 10,520,205
-----------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCIES (NOTE 3):
Realized Loss From:
Security transactions (excluding short-term
securities)............................................ (885,877)
Foreign currency transactions........................... (28,224)
-----------
NET REALIZED LOSS......................................... (914,101)
-----------
Change in Net Unrealized Appreciation From:
Security transactions................................... 42,266,163
Foreign currency transactions........................... 35,212
-----------
INCREASE IN NET UNREALIZED APPRECIATION................... 42,301,375
-----------
NET GAIN ON INVESTMENTS AND FOREIGN CURRENCIES.............. 41,387,274
-----------
INCREASE IN NET ASSETS FROM OPERATIONS...................... $51,907,479
===========
</Table>
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See Notes to Financial Statements.
PAGE 8
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS
For the Six Months Ended April 30, 2003 (unaudited)
and the Year Ended October 31, 2002
<Table>
<Caption>
2003 2002
- ------------------------------------------------------------------------------------------
OPERATIONS:
Net investment income................................... $ 10,520,205 $ 20,184,659
Net realized loss....................................... (914,101) (2,052,236)
Increase (decrease) in net unrealized appreciation...... 42,301,375 (10,894,458)
------------ ------------
INCREASE IN NET ASSETS FROM OPERATIONS.................. 51,907,479 7,237,965
------------ ------------
DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income................................... (9,678,119) (19,412,575)
------------ ------------
DECREASE IN NET ASSETS FROM DISTRIBUTIONS TO
SHAREHOLDERS.......................................... (9,678,119) (19,412,575)
------------ ------------
FUND SHARE TRANSACTIONS:
Proceeds from shares issued in reinvestment of dividends
(28,985 and 64,091 shares issued, respectively)....... 377,634 803,128
------------ ------------
INCREASE IN NET ASSETS FROM FUND SHARE TRANSACTIONS..... 377,634 803,128
------------ ------------
INCREASE (DECREASE) IN NET ASSETS........................... 42,606,994 (11,371,482)
NET ASSETS:
Beginning of period..................................... 145,329,710 156,701,192
------------ ------------
END OF PERIOD*.......................................... $187,936,704 $145,329,710
============ ============
* Includes undistributed net investment income of:.......... $955,855 $141,993
============ ============
</Table>
- --------------------------------------------------------------------------------
See Notes to Financial Statements.
PAGE 9
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
STATEMENT OF CASH FLOWS (unaudited)
For the Six Months Ended April 30, 2003
<Table>
CASH FLOWS PROVIDED (USED) BY OPERATING AND INVESTING
ACTIVITIES:
Interest and dividend received.......................... $ 9,727,445
Operating expenses paid................................. (1,079,672)
Net short-term sales.................................... 2,068,000
Realized loss on foreign currency....................... (28,224)
Unrealized appreciation on other assets and liabilities
denominated in foreign currency........................ 35,212
Net long-term purchases................................. (131,586,094)
Proceeds from disposition of long-term securities....... 130,943,050
Interest paid on bank loans............................. (785,215)
-------------
NET CASH PROVIDED BY OPERATING AND INVESTING
ACTIVITIES............................................. 9,294,502
CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES:
Cash dividends paid on Common Stock..................... (9,678,119)
Proceeds from reinvestment of dividends................. 377,634
-------------
NET CASH USED BY FINANCING ACTIVITIES................... (9,300,485)
-------------
NET DECREASE IN CASH........................................ (5,983)
Cash, Beginning of period............................... 34,209
-------------
CASH, END OF PERIOD..................................... $ 28,226
=============
RECONCILIATION OF INCREASE IN NET ASSETS FROM OPERATIONS TO
NET CASH FLOWS PROVIDED (USED) BY OPERATING AND INVESTING
ACTIVITIES:
INCREASE IN NET ASSETS FROM OPERATIONS.................. $ 51,907,479
-------------
Accretion of discount on securities..................... (2,910,200)
Amortization of premium on investments.................. 100,903
Increase in investments, at value....................... (52,685,459)
Increase in payable of securities purchased............. 726,137
Decrease in receivable for securities sold.............. 12,003,992
Decrease in accrued expenses............................ (5,958)
Decrease in interest and dividend receivable............ 205,059
Increase in prepaid expenses............................ (17,319)
Decrease in interest payable on loan.................... (30,132)
-------------
TOTAL ADJUSTMENTS....................................... (42,612,977)
-------------
NET CASH FLOWS PROVIDED BY OPERATING AND INVESTING
ACTIVITIES............................................. $ 9,294,502
=============
</Table>
- --------------------------------------------------------------------------------
See Notes to Financial Statements.
PAGE 10
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited)
NOTE 1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
The Salomon Brothers Worldwide Income Fund Inc ("Fund") was incorporated in
Maryland on October 21, 1993 and is registered under the Investment Company Act
of 1940, as amended, as a non-diversified, closed-end management investment
company. The Fund seeks to maintain a high level of current income by investing
primarily in a portfolio of high-yield foreign sovereign debt securities and
high-yield non-U.S. and U.S. corporate debt securities. As a secondary
objective, the Fund seeks capital appreciation.
The following is a summary of significant accounting policies consistently
followed by the Fund in the preparation of its financial statements. The
policies are in conformity with accounting principles generally accepted in the
United States of America ("GAAP"). The preparation of financial statements in
accordance with GAAP requires management to make estimates and assumptions that
affect the reported amounts and disclosures in the financial statements. Actual
results could differ from those estimates.
(a) SECURITIES VALUATION. In valuing the Fund's assets, all securities for
which market quotations are readily available are valued (except as described
below) (i) at the last sales price prior to the time of determination if there
was a sales price on the date of determination, (ii) at the mean between the
last current bid and asked prices if there was no sales price on such date and
bid and asked quotations are available and (iii) at the bid price if there was
no sales price on such date and only bid quotations are available. Publicly
traded sovereign bonds are typically traded internationally in the
over-the-counter market and are valued at the mean between the last current bid
and asked price as of the close of business of that market. However, where the
spread between bid and asked price exceeds five percent of the par value of the
security, the security is valued at the bid price. Securities may be valued by
independent pricing services which use prices provided by market-makers or
estimates of market values obtained from yield data relating to instruments or
securities with similar characteristics. Short-term investments having a
maturity of 60 days or less are valued at amortized cost which approximates
market value. Securities for which reliable quotations are not readily available
are valued at fair value as determined in good faith by, or under procedures
established by the Board of Directors.
(b) REPURCHASE AGREEMENTS. When entering into repurchase agreements, it is the
Fund's policy that its custodian takes possession of the underlying collateral
securities, the value of which at least equals the principal amount of the
repurchase transaction, including accrued interest. To the extent that any
repurchase transaction exceeds one business day, the value of the collateral is
marked-to-market to ensure the adequacy of the collateral. If the seller
defaults and the value of the collateral declines 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. The books and records of the Fund are
maintained in U.S. dollars. Foreign currency amounts are translated into U.S.
dollars on the following basis:
(i) market value of investment securities, other assets and liabilities -- at
the 12:00 noon rate of exchange reported by Reuters;
PAGE 11
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
(ii) purchases and sales of investment securities, income and expenses -- at the
rate of exchange prevailing on the respective dates of such transactions.
Although the net assets of the Fund are presented at the foreign exchange rates
and market values at the close of the period, the Fund does not isolate that
portion of the results of operations arising as a result of changes in the
foreign exchange rates from the fluctuations arising from changes in the market
prices of securities held at the end of the period. Similarly, the Fund does not
isolate the effect of changes in foreign exchange rates from the fluctuations
arising from changes in the market prices of portfolio securities sold during
the period.
Net realized gains on foreign currency transactions represent net foreign
exchange gains from disposition of foreign currency, gains or losses realized
between the trade and settlement dates on security transactions, and the
difference between amounts of interest recorded on the Fund's books and the U.S.
dollar equivalent amounts actually received. Net currency gains and losses from
valuing foreign currency denominated assets, except portfolio securities, and
liabilities at period end exchange rates are reflected as a component of net
unrealized appreciation/depreciation on investments and foreign currency
translation.
(d) FORWARD CURRENCY CONTRACTS. A forward currency contract ("forward
contract") is a commitment to purchase or sell a foreign currency at a future
date at a negotiated forward rate. The contracts are valued on each valuation
date at current exchange rates and any unrealized gain or loss is included in
net unrealized appreciation or depreciation on investments and foreign
currencies. The Fund records realized gains or losses on delivery of the
currency or at the time the forward contract is extinguished (compensated) by
entering into a closing transaction prior to delivery. This gain or loss, if
any, is included in net realized gain (loss) on foreign currency transactions.
(e) OPTION CONTRACTS. When the Fund writes or purchases a call or a put
option, an amount equal to the premium received or paid by the Fund is recorded
as a liability or asset, the value of which is marked-to-market to reflect the
current market value of the option. When the option expires, the Fund realizes a
gain or loss equal to the amount of the premium received or paid. When the Fund
enters into a closing transaction by purchasing or selling an offsetting option,
it realizes a gain or loss without regard to any unrealized gain or loss on the
underlying security. When a written call option is exercised, the Fund realizes
a gain or loss from the sale of the underlying security and the proceeds from
such sale are increased by the premium originally received on the option. If a
written put option is exercised, the amount of the premium received reduces the
cost of the security that the Fund purchased upon exercise of the option.
(f) CASH FLOW INFORMATION. The Fund invests in securities and distributes
dividends and distributions from net investment income and from net realized
gains which are paid in cash and may be reinvested at the discretion of
shareholders. These activities are reported in the Statement of Changes in Net
Assets and additional information on cash receipts and cash payments is
presented in the Statement of Cash Flows.
Accounting practices that do not affect reporting activities on a cash basis
include carrying investments at value and amortizing discounts or premiums on
debt obligations. For the six months ended April 30, 2003, the Fund paid
interest expense of $785,215.
PAGE 12
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
(g) SECURITIES TRANSACTIONS AND INVESTMENT INCOME. Securities transactions are
recorded on the trade date. Realized gains and losses are calculated on the
identified cost basis. Interest income is recorded on the accrual basis and the
Fund accretes discount and amortizes premium on securities purchased using the
effective interest method.
(h) FEDERAL INCOME TAXES. It is the Fund's intention to continue to meet the
requirements of the Internal Revenue Code applicable to regulated investment
companies and to distribute substantially all of its taxable income and capital
gains, if any, to shareholders. Therefore, no federal income tax or excise tax
provision is required.
(i) DIVIDEND AND DISTRIBUTION TO SHAREHOLDERS. The Fund declares and pays
dividends monthly from net investment income. Net long-term capital gains, if
any, in excess of loss carryforwards will be distributed annually. Dividends are
recorded on the ex-dividend date. Income distributions and capital gain
distributions are determined in accordance with federal income tax regulations
which may differ from GAAP. These "book/tax" differences are either considered
temporary or permanent in nature. To the extent these differences are permanent
in nature, such amounts are reclassified within the capital accounts based on
their federal tax basis treatment; temporary differences do not require
reclassifications. Dividends and distributions which exceed net investment
income and net realized capital gains for tax purposes are reported as
distributions in excess of net investment income and distributions in excess of
net realized capital gains.
NOTE 2. INVESTMENT ADVISORY AND ADMINISTRATION FEES AND OTHER TRANSACTIONS
The Fund has an Investment Advisory Agreement with Salomon Brothers Asset
Management Inc ("Adviser"), an indirect wholly-owned subsidiary of Citigroup
Inc. ("Citigroup"). The Fund's Adviser is responsible for the day to day
management of the Fund's portfolio in accordance with the Fund's investment
objectives and policies and for making decisions to buy, sell, or hold
particular securities. The Fund pays the Adviser a monthly fee for its
investment advisory services at an annual rate of 0.90% of the value of the
Fund's average weekly net assets.
The Adviser also serves as Administrator to the Fund and Prudential Investments
Fund Management, Inc. serves as Sub-administrator. The Administrator and
Sub-administrator perform certain administrative services necessary for the
operation of the Fund. Under the terms of the Administration Agreement, the Fund
pays the Administrator a monthly fee at an annual rate of 0.15% of the value of
the Fund's average weekly net assets up to $250 million and 0.125% of the value
of such net assets in excess of $250 million for its services, out of which the
Administrator pays the Sub-administrator 80% of such fees collected for its
services.
Certain officers and/or directors of the Fund are also officers and/or directors
of the Adviser.
PAGE 13
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
The Fund pays each Director not affiliated with the Adviser a fee of $5,000 per
year, a fee of $700 for attendance at each in-person meeting, a fee of $100 for
participation in each telephonic meeting and reimbursement for travel and
out-of-pocket expenses for each board and committee meeting attended.
NOTE 3. PORTFOLIO ACTIVITY
During the six months ended April 30, 2003, the aggregate cost of purchases and
proceeds from sales of investments (including maturities of long-term
securities, but excluding short-term securities) were as follows:
<Table>
Purchases................................................... $132,312,231
============
Sales....................................................... $118,939,058
============
</Table>
At April 30, 2003, the aggregate gross unrealized appreciation and depreciation
of investments for Federal income tax purposes were substantially as follows:
<Table>
Gross unrealized appreciation............................... $ 28,687,396
Gross unrealized depreciation............................... (5,330,042)
------------
Net unrealized appreciation................................. $ 23,357,354
============
</Table>
NOTE 4. BANK LOAN
The Fund had outstanding a $60,000,000 loan pursuant to a secured loan agreement
with ING Baring (U.S.) Capital Corporation which matured on November 20, 2001.
At April 30, 2003, the Fund had a $66,000,000 loan available pursuant to a
revolving credit and security agreement, of which the Fund had $60,000,000
outstanding with CXC, LLC, an affiliate of Citigroup, a commercial paper conduit
issuer for which Citicorp North America, Inc. an affiliate of the Adviser, acts
as administrative agent. The loans generally bear interest at a variable rate
based on the weighted average interest rates of the underlying commercial paper
or LIBOR, plus any applicable margin. Securities held by the Fund are subject to
a lien, granted to the lenders, to the extent of the borrowing outstanding and
any additional expenses.
NOTE 5. LOAN PARTICIPATIONS
The Fund invests in U.S. dollar-denominated fixed and floating rate loans
("Loans") arranged through private negotiations between a foreign sovereign
entity and one or more financial institutions ("Lenders"). The Fund invests in
such Loans in the form of participations in Loans ("Participations") or
assignments of all or a portion of loans from third parties ("Assignments").
Participations typically result in the Fund having a contractual relationship
PAGE 14
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (unaudited) (continued)
only with the Lender, not with the sovereign borrower. The Fund has the right to
receive payments of principal, interest and any fees to which it is entitled
only from the Lender selling the Participation and only upon receipt by the
Lender of the payments from the borrower. The total cost of the Fund's loan
participations at April 30, 2003 was $11,236,072.
In connection with purchasing Participations, the Fund generally has no right to
enforce compliance by the borrower with the terms of the loan agreements
relating to the loan, nor any rights of set-off against the borrower, and the
Fund will not benefit directly from any collateral supporting the Loan in which
it has purchased the Participation. As a result, the Fund assumes the credit
risk of both the borrower and the Lender that is selling the Participation. The
Fund may have difficulty disposing of Participations and Assignments because the
market for such instruments is not highly liquid.
NOTE 6. CREDIT AND MARKET RISK
The yields of emerging market debt obligations and high-yield corporate debt
obligations reflect, among other things, perceived credit risk. The Fund's
investment in securities rated below investment grade typically involves risks
not associated with higher rated securities including, among others, overall
greater risk of timely and ultimate payment of interest and principal, greater
market price volatility and less liquid secondary market trading. The
consequences of political, social, economic or diplomatic changes may have
disruptive effects on the market prices of investments held by the Fund. At
April 30, 2003, the Fund had a concentration of credit risk in sovereign debt of
emerging market countries.
Investing in foreign securities may also involve certain considerations and
risks not typically associated with those of domestic origin as a result of,
among other factors, the level of governmental supervision and regulation of
foreign securities markets and the risks of loss from currency devaluations and
other exchange rate fluctuations.
NOTE 7. FOREIGN SECURITIES
Investing in securities of foreign companies and foreign governments involves
special risks and considerations not typically associated with investing in U.S.
companies and the U.S. government. These risks include revaluation of currencies
and future adverse political and economic developments. Moreover, securities of
many foreign companies and foreign governments and their markets may be less
liquid and their prices more volatile than those of securities of comparable
U.S. companies and the U.S. government.
NOTE 8. DISTRIBUTIONS TO SHAREHOLDERS
On May 2, 2003, the Board of Directors of the Fund declared three dividends from
net investment income each in the amount of $0.11875 per share, payable on June
27, 2003, July 25, 2003 and August 29, 2003 to shareholders of record on June
17, 2003, July 15, 2003 and August 12, 2003, respectively.
PAGE 15
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- -----------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
Data for a share of common stock outstanding throughout each year ended October
31, unless
otherwise noted:
<Table>
<Caption>
2003(1)(2) 2002(2) 2001 2000 1999 1998
- ----------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD......... $11.29 $12.24 $12.96 $11.77 $ 9.70 $15.65
------ ------ ------ ------ -------- -------
INCOME (LOSS) FROM OPERATIONS:
Net investment income(3)................. 0.82 1.57 1.57 1.78 1.74 1.87
Net realized and unrealized gain
(loss)(3).............................. 3.21 (1.01) (0.52) 1.08 2.15 (5.16)
------ ------ ------ ------ -------- -------
Total Income (Loss) From Operations.......... 4.03 0.56 1.05 2.86 3.89 (3.29)
------ ------ ------ ------ -------- -------
LESS DISTRIBUTIONS FROM:
Net investment income.................... (0.75) (1.51) (1.77) (1.67) (1.82) (1.66)
Net realized gains....................... -- -- -- -- -- (1.00)
------ ------ ------ ------ -------- -------
Total Distributions.......................... (0.75) (1.51) (1.77) (1.67) (1.82) (2.66)
------ ------ ------ ------ -------- -------
NET ASSET VALUE, END OF PERIOD............... $14.57 $11.29 $12.24 $12.96 $11.77 $9.70
====== ====== ====== ====== ======== =======
MARKET PRICE, END OF PERIOD.................. $14.75 $11.60 $13.00 $11.50 $11.0625 $10.875
====== ====== ====== ====== ======== =======
TOTAL RETURN(4).............................. 34.22%++ 0.61% 30.15% 20.06% 20.49% 4.83%
RATIOS TO AVERAGE NET ASSETS:
Total expenses, including interest
expense................................ 2.23%+ 2.67% 4.04% 4.34% 4.22% 3.48%
Total expenses, excluding interest
expense (operating expenses)........... 1.30%+ 1.46% 1.32% 1.24% 1.36% 1.32%
Net investment income(3)................. 12.94%+ 12.91% 12.13% 13.65% 16.06% 13.35%
SUPPLEMENTAL DATA:
Net assets, end of period (000's)........ $187,937 $145,330 $156,701 $165,459 $150,184 $122,877
Average net assets (000's)............... $163,973 $156,343 $163,117 $165,290 $137,389 $177,337
Portfolio turnover rate.................. 55% 143% 192% 119% 80% 122%
Asset coverage for loan outstanding...... 413% 342% 361% 376% 350% 305%
Weighted average bank loan (000's)....... $60,000 $60,000 $60,000 $60,000 $60,000 $60,000
Weighted average interest rate on bank
loan................................... 2.54%+ 3.10% 7.29% 8.44% 6.45% 6.40%
</Table>
- --------------------------------------------------------------------------------
<Table>
(1) For the six months ended April 30, 2003 (unaudited).
(2) Per share amounts have been calculated using the monthly
average shares method.
(3) Effective November 1, 2001, the Fund adopted a change in the
accounting method that requires the Fund to amortize
premiums and accrete all discounts. Without the adoption of
this change, for the year ended October 31, 2002, net
investment income, net realized and unrealized loss and the
ratio of net investment income to average net assets would
have been $1.58, $1.02 and 12.97%, respectively. Per share,
ratios and supplemental data for the periods prior to
November 1, 2001 have not been restated to reflect this
change in presentation.
(4) Total investment return is calculated assuming a purchase of
common stock at the current market price on the first day
and a sale at the current market price on the last day of
each period reported. Dividends and distributions are
assumed, for purposes of this calculation, to be reinvested
at prices obtained under the Fund's dividend reinvestment
plan. Total investment return does not reflect brokerage
commissions.
++ Total return is not annualized, as it may not be
representative of the total return for the year.
+ Annualized.
</Table>
PAGE 16
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
ADDITIONAL STOCKHOLDER INFORMATION (unaudited)
RESULT OF ANNUAL MEETING OF STOCKHOLDERS
The Annual Meeting of Stockholders of Salomon Brothers Worldwide Income Fund Inc
was held on February 20, 2003, for the purpose of considering and voting upon
the election of Directors. The following table provides information concerning
the matters voted upon at the Meeting.
1. ELECTION OF DIRECTORS
<Table>
<Caption>
NOMINEES VOTES FOR VOTES WITHHELD
- -------- ---------- --------------
Carol L. Colman.......................................... 11,934,679 156,069
R. Jay Gerken............................................ 11,935,090 155,658
</Table>
PAGE 17
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
FORM OF AMENDED AND RESTATED TERMS AND CONDITIONS OF
DIVIDEND REINVESTMENT PLAN (unaudited)
Pursuant to certain rules of the Securities and Exchange Commission, the
following additional disclosure is provided.
1. Each shareholder initially purchasing shares of common stock ("Shares") of
Salomon Brothers Worldwide Income Fund Inc ("Fund") on or after September 6,
1996 will be deemed to have elected to be a participant in the Amended and
Restated Dividend Reinvestment Plan ("Plan"), unless the shareholder
specifically elects in writing (addressed to the Agent at the address below or
to any nominee who holds Shares for the shareholder in its name) to receive all
income dividends and distributions of capital gains in cash, paid by check,
mailed directly to the record holder by or under the direction of American Stock
Transfer & Trust Company as the Fund's dividend-paying agent ("Agent"). A
shareholder whose Shares are held in the name of a broker or nominee who does
not provide an automatic reinvestment service may be required to take such
Shares out of "street name" and register such Shares in the shareholder's name
in order to participate, otherwise dividends and distributions will be paid in
cash to such shareholder by the broker or nominee. Each participant in the Plan
is referred to herein as a "Participant." The Agent will act as Agent for each
Participant, and will open accounts for each Participant under the Plan in the
same name as their Shares are registered.
2. Unless the Fund declares a dividend or distribution payable only in the form
of cash, the Agent will apply all dividends and distributions in the manner set
forth below.
3. If, on the determination date, the market price per Share equals or exceeds
the net asset value per Share on that date (such condition, a "market premium"),
the Agent will receive the dividend or distribution in newly issued Shares of
the Fund on behalf of Participants. If, on the determination date, the net asset
value per Share exceeds the market price per Share (such condition, a "market
discount"), the Agent will purchase Shares in the open-market. The determination
date will be the fourth New York Stock Exchange trading day (a New York Stock
Exchange trading day being referred to herein as a "Trading Day") preceding the
payment date for the dividend or distribution. For purposes herein, "market
price" will mean the average of the highest and lowest prices at which the
Shares sell on the New York Stock Exchange on the particular date, or if there
is no sale on that date, the average of the closing bid and asked quotations.
4. Purchases made by the Agent will be made as soon as practicable commencing on
the Trading Day following the determination date and terminating no later than
30 days after the dividend or distribution payment date except where temporary
curtailment or suspension of purchase is necessary to comply with applicable
provisions of federal securities law; provided, however, that such purchases
will, in any event, terminate on the Trading Day prior to the "ex-dividend" date
next succeeding the dividend or distribution payment date.
PAGE 18
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
FORM OF AMENDED AND RESTATED TERMS AND CONDITIONS OF
DIVIDEND REINVESTMENT PLAN (unaudited) (continued)
5. If (i) the Agent has not invested the full dividend amount in open-market
purchases by the date specified in paragraph 4 above as the date on which such
purchases must terminate or (ii) a market discount shifts to a market premium
during the purchase period, then the Agent will cease making open-market
purchases and will receive the uninvested portion of the dividend amount in
newly issued Shares (x) in the case of (i) above, at the close of business on
the date the Agent is required to terminate making open-market purchases as
specified in paragraph 4 above or (y) in the case of (ii) above, at the close of
business on the date such shift occurs; but in no event prior to the payment
date for the dividend or distribution.
6. In the event that all or part of a dividend or distribution amount is to be
paid in newly issued Shares, such Shares will be issued to Participants in
accordance with the following formula: (i) if, on the valuation date, the net
asset value per share is less than or equal to the market price per Share, then
the newly issued Shares will be valued at net asset value per Share on the
valuation date; provided, however, that if the net asset value is less than 95%
of the market price on the valuation date, then such Shares will be issued at
95% of the market price and (ii) if, on the valuation date, the net asset value
per share is greater than the market price per Share, then the newly issued
Shares will be issued at the market price on the valuation date. The valuation
date will be the dividend or distribution payment date, except that with respect
to Shares issued pursuant to paragraph 5 above, the valuation date will be the
date such Shares are issued. If a date that would otherwise be a valuation date
is not a Trading Day, the valuation date will be the next preceding Trading Day.
7. The open-market purchases provided for above may be made on any securities
exchange on which the Shares of the Fund are traded, in the over-the-counter
market or in negotiated transactions, and may be on such terms as to price,
delivery and otherwise as the Agent shall determine. Funds held by the Agent
uninvested will not bear interest, and it is understood that, in any event, the
Agent shall have no liability in connection with any inability to purchase
Shares within the time periods herein provided, or with the timing of any
purchases effected. The Agent shall have no responsibility as to the value of
the Shares acquired for the Participant's account. The Agent may commingle
amounts of all Participants to be used for open-market purchases of Shares and
the price per Share allocable to each Participant in connection with such
purchases shall be the average price (including brokerage commissions) of all
Shares purchased by the Agent.
8. The Agent will maintain all Participant accounts in the Plan and will furnish
written confirmations of all transactions in each account, including information
needed by Participants for personal and tax records. The Agent will hold Shares
acquired pursuant to the Plan in noncertificated form in the Participant's name
or that of its nominee, and each Participant's proxy will include those Shares
purchased pursuant to the Plan. The Agent will forward to
PAGE 19
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
FORM OF AMENDED AND RESTATED TERMS AND CONDITIONS OF
DIVIDEND REINVESTMENT PLAN (unaudited) (continued)
Participants any proxy solicitation material and will vote any Shares so held
for Participants only in accordance with the proxy returned by Participants to
the Fund. Upon written request, the Agent will deliver to Participants, without
charge, a certificate or certificates for the full Shares.
9. The Agent will confirm to Participants each acquisition made for their
respective accounts as soon as practicable but not later than 60 days after the
date thereof. Although Participants may from time to time have an undivided
fractional interest (computed to three decimal places) in a Share of the Fund,
no certificates for fractional shares will be issued. Dividends and
distributions on fractional shares will be credited to each Participant's
account. In the event of termination of a Participant's account under the Plan,
the Agent will adjust for any such undivided fractional interest in cash at the
market value of the Fund's Shares at the time of termination less the pro rata
expense of any sale required to make such an adjustment.
10. Any share dividends or split shares distributed by the Fund on Shares held
by the Agent for Participants will be credited to their respective accounts. In
the event that the Fund makes available to Participants rights to purchase
additional Shares or other securities, the Shares held for Participants under
the Plan will be added to other Shares held by the Participants in calculating
the number of rights to be issued to Participants.
11. The Agent's service fee for handling capital gains distributions or income
dividends will be paid by the Fund. Participants will be charged a pro rata
share of brokerage commissions on all open-market purchases.
12. Participants may terminate their accounts under the Plan by notifying the
Agent in writing. Such termination will be effective immediately if notice is
received by the Agent not less than ten days prior to any dividend or
distribution record date; otherwise such termination will be effective on the
first trading day after the payment date for such dividend or distribution with
respect to any subsequent dividend or distribution. The Plan may be amended or
terminated by the Fund as applied to any dividend or capital gains distribution
paid subsequent to written notice of the change or termination sent to
Participants at least 30 days prior to the record date for the dividend or
capital gains distribution. The Plan may be amended or terminated by the Agent,
with the Fund's prior written consent, on at least 30 days' written notice to
Plan Participants. Notwithstanding the preceding two sentences, the Agent or the
Fund may amend or supplement the Plan at any time or times when necessary or
appropriate to comply with applicable law or rules or policies of the Securities
and Exchange Commission or any other regulatory authority. Upon any termination,
the Agent will cause a certificate or certificates for the full Shares held by
each Participant under the Plan and cash adjustment for any fraction to be
delivered to each Participant without charge. If the Participant elects by
notice to the Agent in writing in advance of such termination to have the
PAGE 20
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- --------------------------------------------------------------------------------
FORM OF AMENDED AND RESTATED TERMS AND CONDITIONS OF
DIVIDEND REINVESTMENT PLAN (unaudited) (continued)
Agent sell part or all of a Participant's Shares and remit the proceeds to
Participant, the Agent is authorized to deduct a $2.50 fee plus brokerage
commission for this transaction from the proceeds.
13. Any amendment or supplement shall be deemed to be accepted by each
Participant unless, prior to the effective date thereof, the Agent receives
written notice of the termination of the Participant's account under the Plan.
Any such amendment may include an appointment by the Agent in its place and
stead of a successor Agent under these terms and conditions, with full power and
authority to perform all or any of the acts to be performed by the Agent under
these terms and conditions. Upon any such appointment of an Agent for the
purpose of receiving dividends and distributions, the Fund will be authorized to
pay to such successor Agent, for each Participant's account, all dividends and
distributions payable on Shares of the Fund held in each Participant's name or
under the Plan for retention or application by such successor Agent as provided
in these terms and conditions.
14. In the case of Participants, such as banks, broker-dealers or other
nominees, which hold Shares for others who are beneficial owners ("Nominee
Holders"), the Agent will administer the Plan on the basis of the number of
Shares certified from time to time by each Nominee Holder as representing the
total amount registered in the Nominee Holder's name and held for the account of
beneficial owners who are to participate in the Plan.
15. The Agent shall at all times act in good faith and use its best efforts
within reasonable limits to insure the accuracy of all services performed under
this Agreement and to comply with applicable law, but assumes no responsibility
and shall not be liable for loss or damage due to errors unless such error is
caused by its negligence, bad faith, or willful misconduct or that of its
employees.
16. All correspondence concerning the Plan should be directed to the Agent at 59
Maiden Lane, New York, New York 10038.
PAGE 21
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
- -----------
DIRECTORS
CAROL L. COLMAN
DANIEL P. CRONIN
LESLIE H. GELB
R. JAY GERKEN
RIORDAN ROETT
JESWALD W. SALACUSE
- ---------
OFFICERS
R. JAY GERKEN
Chairman
PETER J. WILBY, CFA
President
LEWIS E. DAIDONE
Executive Vice President and Chief Administrative Officer
JAMES E. CRAIGE, CFA
Executive Vice President
THOMAS K. FLANAGAN, CFA
Executive Vice President
MAUREEN O'CALLAGHAN
Executive Vice President
BETH A. SEMMEL, CFA
Executive Vice President
FRANCES M. GUGGINO
Controller
CHRISTINA T. SYDOR
Secretary
- ----------------------
SALOMON BROTHERS
WORLDWIDE INCOME FUND INC
125 Broad Street
10th Floor, MF-2
New York, New York 10004
For information call (toll free)
1-888-777-0102
INVESTMENT ADVISER AND ADMINISTRATOR
Salomon Brothers Asset Management Inc
399 Park Avenue
New York, New York 10022
SUB-ADMINISTRATOR
Prudential Investments Fund
Management, Inc.
Gateway Center 3
100 Mulberry Street
Newark, New Jersey 07102
CUSTODIAN
State Street Bank and Trust Company
225 Franklin Street
Boston, Massachusetts 02110
TRANSFER AGENT
American Stock Transfer & Trust Company
59 Maiden Lane
New York, New York 10038
INDEPENDENT ACCOUNTANTS
PricewaterhouseCoopers LLP
1177 Avenue of the Americas
New York, New York 10036
LEGAL COUNSEL
Simpson Thacher & Bartlett
425 Lexington Avenue
New York, New York 10017
NEW YORK STOCK EXCHANGE SYMBOL
SBW
NOTICE IS HEREBY GIVEN IN ACCORDANCE WITH
SECTION 23(C) OF THE INVESTMENT COMPANY ACT
OF 1940 THAT THE FUND MAY PURCHASE, FROM TIME
TO TIME, SHARES OF ITS COMMON STOCK AT MARKET
PRICES.
THIS REPORT IS FOR STOCKHOLDER INFORMATION.
THIS IS NOT A PROSPECTUS INTENDED FOR USE IN THE PURCHASE OR SALE OF FUND
SHARES.
- --------------------------------------------------------------------------------
PAGE 22
AMERICAN STOCK TRANSFER & TRUST COMPANY
59 MAIDEN LANE
NEW YORK, NEW YORK 10038
SBWSEMI 4/03
03-4963
[WORLD GRAPHIC]
[SALOMON BROTHERS ASSET
MANAGEMENT LOGO]
------------------------------------------------------------------
SALOMON BROTHERS
WORLDWIDE INCOME FUND INC
SEMI-ANNUAL REPORT
April 30, 2003
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. [RESERVED]
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. [RESERVED]
ITEM 9. 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-2(c) under the Investment Company Act of 1940, as amended)
are effective based on their evaluation of the disclosure
controls and procedures as of a date within 90 days of the
filing date of this document.
(b) In the last 90 days, there have been no significant changes in
the Registrant's internal controls or in other factors that
could significantly affect these controls.
ITEM 10. EXHIBITS.
(a) Not applicable.
(b) Attached hereto.
Exhibit 99.CERT Certifications pursuant to section
302 of the Sarbanes-Oxley Act of 2002
Exhibit 99.906CERT Certifications pursuant to Section
906 of the Sarbanes-Oxley Act of 2002
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.
SALOMON BROTHERS WORLDWIDE INCOME FUND INC
By: /s/ R. Jay Gerken
R. Jay Gerken
Chief Executive Officer of
Salomon Worldwide Income Fund Inc
Date:
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By: /s/ R. Jay Gerken
(R. Jay Gerken)
Chief Executive Officer of
Salomon Brothers Worldwide Income Fund Inc
Date:
By: /s/ Lewis Daidone
Chief Administrative Officer of
Salomon Brothers Worldwide Income Fund Inc
Date: