Scholars Choice 529 Plan Announces Investment Changes Investment changes take advantage of investment capabilities at Legg Mason

and other investment managers



    NEW YORK, Sept. 11 /PRNewswire-FirstCall/ -- Scholars Choice, the
 adviser-sold 529 college savings plan managed for the State of Colorado by
 a Legg Mason subsidiary (NYSE:   LM), today announced changes to its
 investment options' mix of underlying fund investments. Legg Mason is
 replacing several underlying funds in which the program's investment
 portfolios are invested with new underlying funds, managed by Legg Mason's
 investment management subsidiaries and an unaffiliated manager with
 experience across a broad number of asset classes. Legg Mason acquired the
 asset management businesses of Citigroup, whose subsidiary managed the
 program, on December 1, 2005(1). The Scholars Choice College savings
 program has nearly $2 billion in assets under management as of June 30,
 2006 and is the eighth largest college savings plan in the country(2).
     The plan has selected five funds from Legg Mason's investment
 management subsidiaries, including the Legg Mason Value Trust Fund, managed
 by Bill Miller of Legg Mason Capital Management; the Legg Mason Partners
 Aggressive Growth Fund(3), managed by Richie Freeman of ClearBridge
 Advisors(4); The Royce Pennsylvania Mutual Fund, managed by Chuck Royce of
 Royce & Co., the Legg Mason International Equity Trust, managed by Charlie
 Lovejoy of Batterymarch Financial Management, and the Western Asset Core
 Plus Bond Portfolio, managed by a Western Asset Portfolio Management team.
 The plan will also add the John Hancock Classic Value Fund, managed by
 Pzena Investment Management, an advisor that is not affiliated with Legg
 Mason.
     "As part of Legg Mason, we are able to offer investors expanded
 capabilities from a number of Legg Mason's investment management
 subsidiaries, as well as new options from well-regarded outside managers.
 Each of the new investment advisors has a long-term track record in their
 particular investment style, which spans the spectrum of equity asset
 classes, growth and value styles, and fixed income investing," said Steven
 Bleiberg, Global Head of Asset Allocation for the 529 Plans managed by Legg
 Mason affiliates.
     "We have always worked with the State of Colorado to enhance over time
 our offerings to families that are saving for their children's education.
 As we are now part of a much larger diversified asset management firm, we
 are pleased to be able to leverage our new parent company in this important
 relationship," said Bleiberg.
     "We are proud to have built a well-regarded program in partnership with
 the former Citigroup Asset Management and now with Legg Mason. We are
 constantly seeking to innovate and to enhance the program's investment
 offerings," said Debra Demuth, Director of CollegeInvest.
     In February 2006, investment research firm Morningstar, Inc. named
 Scholars Choice one of the nation's best 529 plans available through
 advisors for the second consecutive year(5). The Scholars Choice College
 Savings Plan offers a range of investment options including automatic
 allocations, and selected allocations, managed by CAM North America, a Legg
 Mason affiliated company. These options are exclusively available through
 investment advisors.
     As a 529 plan, Scholars Choice offers important tax benefits to help
 families save and pay for college expenses. By investing in Scholars
 Choice, you'll be able to take advantage of tax-deferred growth, federal
 income tax- free withdrawals if used to pay for qualified college expenses,
 and other benefits (non-qualified withdrawals are subject to taxes and
 penalties. (Restrictions apply).
     Legg Mason is a global asset management firm, structured as a holding
 company, with on-the-ground asset management capabilities around the world.
 As of June 30, 2006, its assets under management aggregated approximately
 $855 billion. The firm is headquartered in Baltimore, Maryland, and its
 common stock in listed on the New York Stock Exchange (symbol: LM).
     Consider the investment objectives, risks, charges and expenses before
 investing. The program disclosure statement, at www.scholars-choice.com
 contains more information that should be read carefully before investing.
 If you or your beneficiary are not Colorado taxpayers, consider before
 investing whether your or the beneficiary's home state offers a 529 Plan
 that provides state tax and other benefits only available to investments in
 that plan.
     Mutual Funds are sold through prospectus only. No offer is made
 hereunder or pursuant to the Program of any of the funds discussed in this
 press release. An investor in the Scholars Choice does not have a direct
 beneficial interest in these funds. Additional fees for the 529 plans will
 apply.
     Investments are not guaranteed by the State of Colorado, CollegeInvest,
 CAM North America LLC, Legg Mason Investor Services, LLC, or Legg Mason Inc
 or any of its affiliates.
     Scholars Choice(R) is a registered service mark of Legg Mason Investor
 Services, LLC. CollegeInvest and the CollegeInvest logo are registered
 trademarks. Administered and issued by CollegeInvest.
     CAM North America LLC (CAM NA), Investment Manager, is part of
 ClearBridge Advisors, a Legg Mason affiliated business unit comprised of
 various investment advisors, including CAM NA and other affiliated advisor
 entities. Legg Mason Investor Services, LLC, a Legg Mason affiliate, is the
 primary distributor of interest in the Program.
     (1) Citigroup, Inc. sold substantially all of its worldwide asset
         management business, Citigroup Asset Management, to Legg Mason, Inc.
         on 12/1/2005.  As a part of this transaction, CAM North America, LLC
         became a wholly-owned subsidiary of Legg Mason and replaced Citigroup
         Global Markets Inc. as the investment manager for the Scholars Choice.
     (2) Source: Financial Research Corporation (FRC) as of 6/30/06
     (3) Prior to April 7, 2006, the fund was known as the Smith Barney
         Aggressive Growth Fund.  The fund's portfolio manager, investment
         objective and strategy were not changed.
     (4) Investment management services are provided by CAM North America LLC,
         a part of ClearBridge Advisors, a Legg Mason affiliated business unit
         comprised of various investment units, including CAM North American
         LLC and other affiliated advisor entities.
     (5) An analysis prepared and based on the opinions and judgments of
         Morningstar, an independent investment research company. Morningstar
         analysts evaluated 529 College Savings Plans-26 broker-sold plans and
         63 direct-sold plans.  Morningstar evaluated each plan and its
         underlying investments based on the following factors as of 12/31/05:
         costs, quality of underlying investments, portfolio construction and
         asset allocation, flexibility of investment options, and the
         investment managers' record of treating shareholders well. For each
         plan and its underlying investments that were evaluated, Morningstar
         assigned a relative grade (e.g., good, average, poor) for each factor.
         By analyzing and combining the factor grades, the Morningstar analysts
         determined what they thought were the "best" and "worst" 529 plans.
         Out of the 26 broker sold plans evaluated by Morningstar, Colorado's
         Scholars Choice Plan was identified as being among the top three
         broker-sold plans (the "best" list). (Source: Morningstar
         FundInvestor, February 2006.) On September 8, 2006, the Scholars
         Choice program underwent some changes in underlying fund options,
         benchmarks and allocations. The annual Morningstar rating cited here
         is as of 12/31/05, and therefore does not reflect the impact of these
         changes. Morningstar has not evaluated the program since. Results may
         differ from those provided here.
 
 

SOURCE Legg Mason
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