<DOCUMENT>
<TYPE>EX-99.77D POLICIES
<SEQUENCE>3
<FILENAME>item77d.txt
<TEXT>
Changes to Investment Policies Relating to the Fund
Definition of Emerging Market Country Announced


NEW YORK  (BUSINESS WIRE)  May 23, 2007
 Western Asset High Income Fund II
Inc. (NYSE: HIX) today announced changes to the non-
fundamental investment policies relating to the Fund
definition of emerging market country effective June 1,
2007.
Under the Fund previous investment policies, the Fund
defined an emerging market country as: any country which
is considered to be an emerging country by the
International Bank for Reconstruction and Development
(World Bank) at the time of the Funds investment.  The
countries that will not be considered emerging market
countries include:  Australia; Austria; Belgium; Canada;
Denmark; Finland; France; Germany; Ireland; Italy; Japan;
Luxembourg; Netherlands; New Zealand; Norway; Spain;
Sweden; Switzerland; the United Kingdom; and the United
States.
On May 17, 2007, the Boards of the Fund approved a change
in the Fund definition of emerging market country to
include any country which is, at the time of investment,
represented in the JP Morgan EMBI Global Index or
categorized by the World Bank, in its annual
categorization, as middle or low-income.  The Fund Board
of Directors approved this revision to the definition of
emerging market country, after considering the best
interests of the Fund shareholders based on management
advice that the revision would both allow Legg Mason
Partners Fund Advisor, LLC, the Fund investment manager,
and Western Asset Management Company, the Fund
subadviser, greater flexibility and opportunity to achieve
the Fund investment objectives and make consistent the
range of countries available for investment by the
Fund and the countries represented in their current
benchmarks.  Management believes that the definition, as
revised, is consistent with that utilized by funds with
comparable investment objectives.
The Fund is a closed-end management investment
company managed by Legg Mason Partners Fund Advisor, LLC, a
wholly owned subsidiary of Legg Mason, Inc., and sub-
advised by Western Asset Management Company, an affiliate
of the investment manager.
For more information on the Funds, please contact our
Investor Relations Group at 1-888-777-0102 or consult the
Funds' web site at www.leggmason.com/InvestorServices.

Symbol:   HIX

Contact:
Legg Mason & Co., LLC
Brenda Grandell
Director, Closed-End Funds
212-291-3775





</TEXT>
</DOCUMENT>
