schemaVersion:
| CUSIP Number(s): |
95766A101 |
| 1 | Names of Reporting Persons
Morgan Stanley |
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| 2 | Check the appropriate box if a member of a Group (see instructions)
(a) |
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE |
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
5,041,719.00 |
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| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9)
8.7 % |
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| 12 | Type of Reporting Person (See Instructions)
HC, CO |
| CUSIP Number(s): |
95766A101 |
| 1 | Names of Reporting Persons
Parametric Portfolio Associates LLC |
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| 2 | Check the appropriate box if a member of a Group (see instructions)
(a) |
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| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE |
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
5,041,719.00 |
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| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions) | ||||||||
| 11 | Percent of class represented by amount in row (9)
8.7 % |
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| 12 | Type of Reporting Person (See Instructions)
IA, CO |
| Item 1. | ||
| (a) | Name of issuer:
WESTERN ASSET EMERGING MARKETS DEBT FUND INC. |
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| (b) | Address of issuer’s principal executive offices:
620 EIGHTH AVENUE, 47TH FLOOR, NEW YORK, NY, 10018 |
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| Item 2. | ||
| (a) | Name of person filing:
1: Morgan Stanley 2: Parametric Portfolio Associates LLC |
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| (b) | Address or principal business office or, if none, residence:
1: 1585 Broadway, New York, NY 10036 ;2: 800 Fifth Avenue, Suite 2800, Seattle, WA 98104 |
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| (c) | Citizenship:
1: Delaware 2: Delaware |
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| (d) | Title of class of securities:
Common Stock |
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| (e) | CUSIP No.:
95766A101 |
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| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: | |
| (a) | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); | |
| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | |
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); | |
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | |
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | |
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | |
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | |
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); | |
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
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| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). | |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
See the response(s) to Item 9 on the attached cover page(s). |
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| (b) | Percent of class:
8.7 % |
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| (c) | Number of shares as to which the person has: |
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| (i) Sole power to vote or to direct the vote:
See the response(s) to Item 5 on the attached cover page(s). |
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| (ii) Shared power to vote or to direct the vote:
See the response(s) to Item 6 on the attached cover page(s). |
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| (iii) Sole power to dispose or to direct the disposition of:
See the response(s) to Item 7 on the attached cover page(s). |
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| (iv) Shared power to dispose or to direct the disposition of:
See the response(s) to Item 8 on the attached cover page(s). |
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| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Not Applicable |
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| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
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Not Applicable |
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| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. | |
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If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. See Exhibit 99.2 |
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| Item 8. | Identification and Classification of Members of the Group. | |
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Not Applicable |
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| Item 9. | Notice of Dissolution of Group. | |
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Not Applicable |
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| Item 10. | Certifications: |
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11. * In Accordance with the Securities and Exchange Commission Release |
| SIGNATURE | |
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After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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EXHIBIT NO. EXHIBITS 99.1 Joint Filing Agreement 99.2 Item 7 Information * Attention. Intentional misstatements or omissions of fact constitute federal |