Item 7.01 Regulation FD Disclosure.
Effective November 2, 2020, the Board of Directors of the Western Asset
Investment Grade Income Fund Inc. (the "Fund") amended and restated the Fund's
bylaws (the "Bylaws") to, among other modifications, (i) modify the advance
notice provisions for stockholder nominations of board members and other
business proposals, including the required contents of such notices; (ii) change
the vote required to elect board members from a plurality- to a
majority-of-all-the votes entitled to be cast in the election of board members;
(iii) clarify the procedure for cancelling or postponing a stockholder meeting;
(iv) clarify the rules for the organization of stockholder meetings and the
procedural powers of the chairperson of such meetings; (v) establish new board
member qualifications for nomination and service as a board member; and
(vi) include a new provision to aid with meetings of the Board of Directors and
taking action that may be necessary during emergencies that prevent a majority
of board members from convening through normal means.
The Fund hereby furnishes the information in Exhibit 99.1, its Bylaws.
The above discussion is only a high-level summary of certain amendments, and is
qualified in its entirety by reference to the Bylaws. Investors should refer to
the Bylaws for more information.
The information disclosed under this Item 7.01, including Exhibit 99.1, shall
not be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities under
Section 18 and shall not be deemed to be incorporated by reference into any
filing of the Fund under the Securities Act of 1933, as amended, except as
expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibit
99.1 Amended and Restated Bylaws of the Fund, dated November 2, 2020
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