UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) ~~February~~June 151, 2013

Western Asset High Income Fund Inc.

(Exact name of registrant as specified in its charter)

Maryland		811-07162		13-3695576
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

620 Eighth Avenue, New York, NY		10018
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (888) 777-0102

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

x o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Western Asset High Income Fund Inc.
CURRENT REPORT ON FORM 8-K

Item 85.0102 ~~Other~~Departure ~~Events~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 21, 2013, Western Asset High Income Fund Inc. (~~NYSE:~~the ~~HIF~~“Fund”) ~~and~~issued ~~Western~~a ~~Asset~~press ~~High~~release, ~~Income~~the ~~Opportunity~~text ~~Fund~~of ~~Inc.~~which ~~(NYSE:~~is ~~HIO) today~~attached ~~announced~~hereto ~~approval~~as byExhibit ~~each~~99.1, ~~Fund’s~~announcing ~~Board~~the retirement of ~~Directors~~R. ofJay aGerken ~~proposal~~as todirector, ~~merge~~Chairman, ~~Western~~Chief ~~Asset~~Executive ~~High~~Officer ~~Income~~and ~~Fund~~President ~~Inc.~~of ~~with~~certain ~~and~~closed-end ~~into~~funds ~~Western~~advised ~~Asset~~by ~~High~~Legg ~~Income~~Mason ~~Opportunity~~Partners Fund ~~Inc.~~Advisors, ~~subject~~LLC to(“LMPFA”), ~~approval~~effective byJune ~~stockholders~~1, of2013, ~~Western~~and ~~Asset~~announcing ~~High~~the ~~Income~~appointment ~~Fund~~of ~~Inc~~Kenneth D. IfFuller ~~approved~~as bya ~~stockholders~~member of ~~Western~~the ~~Asset~~Board ~~High~~of ~~Income~~Directors ~~Fund~~of ~~Inc.,~~each ~~the~~respective ~~merger~~closed-end isfund, ~~anticipated~~effective toJune ~~occur~~1, by2013. ~~the~~In ~~end~~addition, of the ~~second~~Board ~~quarter~~ of ~~2013.~~Directors ~~A copy~~ of ~~the~~each ~~press~~respective ~~release~~closed-end isfund ~~attached~~has asappointed ~~Exhibit 99~~Mr.1 toFuller ~~this~~as ~~Current~~the ~~Report~~Chairman, onChief ~~Form~~Executive ~~8-K~~Officer and ~~incorporated~~President byof ~~reference~~each ~~herein~~closed-end fund.

IfMr. Fuller ~~the~~is ~~proposed~~a ~~merger~~Managing isDirector ~~approved~~of Legg Mason & Co., ~~stockholders~~LLC (“Legg Mason & Co.”) (since 2013); Officer and/or Director/Trustee of ~~Western~~162 funds associated with LMPFA (since 2013); President and Chief Executive Officer of LM Asset ~~High~~Services, ~~Income~~LLC ~~Fund~~(formerly ~~Inc~~a registered investment adviser) (since 2013); formerly, Senior Vice President of LMPFA (since 2012); formerly, Director of Legg Mason & Co. ~~would~~(2012 ~~receive~~to ~~common~~2013); ~~stock~~formerly, Vice President of ~~Western~~Legg ~~Asset~~Mason & ~~High~~Co. ~~Income~~(2009 ~~Opportunity~~to ~~Fund~~2012); ~~Inc~~formerly, Vice President of T. Rowe Price Associates (1993 to 2009), ~~based~~as onwell ~~each~~as ~~Fund’s~~Investment ~~respective~~Analyst ~~net~~and Portfolio Manager for certain asset ~~value~~allocation ~~per~~accounts ~~share~~(2004 to 2009). Effective June 1, 2013, Mr. Fuller will become President and Chief Executive Officer of LMPFA.

InThe ~~connection~~information ~~with~~disclosed ~~the~~under ~~proposal~~this toItem ~~merge Western Asset High Income Fund Inc~~5.02, ~~with~~including ~~and~~Exhibit ~~into Western Asset High Income Opportunity Fund Inc~~99.1, ~~Western~~shall ~~Asset~~not ~~High~~be ~~Income~~deemed ~~Fund~~to ~~Inc.~~be ~~intends~~“filed” tofor ~~files~~purposes aof ~~proxy~~Section ~~statement~~18 ~~with~~of the Securities ~~and~~ Exchange ~~Commission~~Act ~~(“SEC”).~~of ~~Investors~~1934, ~~and~~as ~~stockholders~~amended, ~~are~~or ~~advised~~otherwise subject to ~~read~~ the ~~proxy~~liabilities ~~statement~~under ~~when~~Section it18 ~~becomes~~and ~~available~~shall ~~because~~not itbe ~~will~~deemed ~~contain~~to ~~important~~be ~~information.~~incorporated ~~When filed with the SEC, the proxy statement and other documents filed~~ by ~~either~~reference ~~fund~~into ~~will~~any befiling ~~available free~~ of ~~charge at~~ the ~~SEC’s~~Fund ~~website,~~under ~~http://www.sec.gov.~~the ~~Stockholders~~Securities ~~can~~Act ~~also obtain copies~~ of ~~these documents~~1933, ~~when~~as ~~available~~amended, ~~for~~except ~~free~~as expressly set forth by ~~calling~~specific ~~the~~reference ~~Fund~~in atsuch ~~1-888-777-0102~~filing.

Western Asset High Income Fund Inc., its directors and executive officers and the Fund’s investment adviser, members of its management and employees may be deemed to be participants in the Fund’s solicitation of proxies from its stockholders in connection with the proposed merger. Information concerning the interests of the participants in the solicitation will be set forth in Western Asset High Income Fund Inc.’s proxy statement and stockholder reports on Form N-CSR, to be filed with the SEC.

For more information, please call Investor Relations: 888-777-0102, or consult either fund’s web site at www.lmcef.com.

This communication is not intended to, and shall not, constitute an offer to purchase as sell shares of either fund; nor is the press release intended to solicit a proxy from any stockholder of Western Asset High Income Fund Inc.

Item 9.01 Financial Statements and Exhibits.

(c)

Exhibits.

Exhibit Number 99.1 Press Release of the Fund, dated ~~February~~May 1521, 2013.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Western Asset High Income Fund Inc.
		(Registrant)
Date:	~~February~~June 1514, 2013
		/s/ George P. Hoyt
		(Signature)
		Name: George P. Hoyt
		Title: Assistant Secretary

EXHIBIT INDEX

Exhibit Number 99.1 Press release of the Fund, dated ~~February~~May 1521, 2013.

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