******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-07920
Reporting Period: 07/01/2015 - 06/30/2016
Western Asset High Income Opportunity Fund Inc.









=============== Western Asset High Income Opportunity Fund Inc. ================


CITIGROUP INC

Ticker:       C              Security ID:  172967424
Meeting Date: APR 26, 2016   Meeting Type: ANNUAL
Record Date:  FEB 29, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   ELECTION OF DIRECTOR: MICHAEL L. CORBAT FOR       FOR          Management
1B.   ELECTION OF DIRECTOR: ELLEN M. COSTELLO FOR       FOR          Management
1C.   ELECTION OF DIRECTOR: DUNCAN P. HENNES  FOR       FOR          Management
1D.   ELECTION OF DIRECTOR: PETER B. HENRY    FOR       FOR          Management
1E.   ELECTION OF DIRECTOR: FRANZ B. HUMER    FOR       FOR          Management
1F.   ELECTION OF DIRECTOR: RENEE J. JAMES    FOR       FOR          Management
1G.   ELECTION OF DIRECTOR: EUGENE M. MCQUADE FOR       FOR          Management
1H.   ELECTION OF DIRECTOR: MICHAEL E.        FOR       FOR          Management
      O'NEILL
1I.   ELECTION OF DIRECTOR: GARY M. REINER    FOR       FOR          Management
1J.   ELECTION OF DIRECTOR: JUDITH RODIN      FOR       FOR          Management
1K.   ELECTION OF DIRECTOR: ANTHONY M.        FOR       FOR          Management
      SANTOMERO
1L.   ELECTION OF DIRECTOR: JOAN E. SPERO     FOR       FOR          Management
1M.   ELECTION OF DIRECTOR: DIANA L. TAYLOR   FOR       FOR          Management
1N.   ELECTION OF DIRECTOR: WILLIAM S.        FOR       FOR          Management
      THOMPSON, JR.
1O.   ELECTION OF DIRECTOR: JAMES S. TURLEY   FOR       FOR          Management
1P.   ELECTION OF DIRECTOR: ERNESTO ZEDILLO   FOR       FOR          Management
      PONCE DE LEON
2     PROPOSAL TO RATIFY THE SELECTION OF     FOR       FOR          Management
      KPMG LLP AS CITI'S INDEPENDENT
      REGISTERED PUBLIC ACCOUNTING FIRM FOR
      2016.
3     ADVISORY APPROVAL OF CITI'S 2015        FOR       FOR          Management
      EXECUTIVE COMPENSATION.
4     APPROVAL OF AN AMENDMENT TO THE         FOR       FOR          Management
      CITIGROUP 2014 STOCK INCENTIVE PLAN
      AUTHORIZING ADDITIONAL SHARES.
5     APPROVAL OF THE AMENDED AND RESTATED    FOR       FOR          Management
      2011 CITIGROUP EXECUTIVE PERFORMANCE
      PLAN.
6     STOCKHOLDER PROPOSAL REQUESTING A       FOR       FOR          Management
      REPORT DEMONSTRATING THE COMPANY DOES
      NOT HAVE A GENDER PAY GAP.
7     STOCKHOLDER PROPOSAL REQUESTING A       FOR       FOR          Management
      REPORT ON LOBBYING AND GRASSROOTS
      LOBBYING CONTRIBUTIONS.
8     STOCKHOLDER PROPOSAL REQUESTING THAT    FOR       FOR          Management
      THE BOARD APPOINT A STOCKHOLDER VALUE
      COMMITTEE.
9     STOCKHOLDER PROPOSAL REQUESTING AN      FOR       FOR          Management
      AMENDMENT TO THE GENERAL CLAWBACK
      POLICY.
10    STOCKHOLDER PROPOSAL REQUESTING THAT    FOR       FOR          Management
      THE BOARD ADOPT A POLICY PROHIBITING
      THE VESTING OF EQUITY-BASED AWARDS FOR
      SENIOR EXECUTIVES DUE TO A VOLUNTARY
      RESIGNATION TO ENTER GOVERNMENT
      SERVICE.


--------------------------------------------------------------------------------

JPMORGAN CHASE & CO

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 17, 2016   Meeting Type: ANNUAL
Record Date:  MAR 18, 2016

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   ELECTION OF DIRECTOR: LINDA B. BAMMANN  FOR       ABSTAIN      Management
1B.   ELECTION OF DIRECTOR: JAMES A. BELL     FOR       ABSTAIN      Management
1C.   ELECTION OF DIRECTOR: CRANDALL C.       FOR       ABSTAIN      Management
      BOWLES
1D.   ELECTION OF DIRECTOR: STEPHEN B. BURKE  FOR       ABSTAIN      Management
1E.   ELECTION OF DIRECTOR: JAMES S. CROWN    FOR       ABSTAIN      Management
1F.   ELECTION OF DIRECTOR: JAMES DIMON       FOR       ABSTAIN      Management
1G.   ELECTION OF DIRECTOR: TIMOTHY P. FLYNN  FOR       ABSTAIN      Management
1H.   ELECTION OF DIRECTOR: LABAN P.          FOR       ABSTAIN      Management
      JACKSON, JR.
1I.   ELECTION OF DIRECTOR: MICHAEL A. NEAL   FOR       ABSTAIN      Management
1J.   ELECTION OF DIRECTOR: LEE R. RAYMOND    FOR       ABSTAIN      Management
1K.   ELECTION OF DIRECTOR: WILLIAM C. WELDON FOR       ABSTAIN      Management
2     ADVISORY RESOLUTION TO APPROVE          FOR       ABSTAIN      Management
      EXECUTIVE COMPENSATION
3     RATIFICATION OF INDEPENDENT REGISTERED  FOR       ABSTAIN      Management
      PUBLIC ACCOUNTING FIRM
4     INDEPENDENT BOARD CHAIRMAN - REQUIRE    FOR       ABSTAIN      Management
      AN INDEPENDENT CHAIR
5     HOW VOTES ARE COUNTED - COUNT VOTES     FOR       ABSTAIN      Management
      USING ONLY FOR AND AGAINST AND IGNORE
      ABSTENTIONS
6     VESTING FOR GOVERNMENT SERVICE          FOR       ABSTAIN      Management
      -PROHIBIT VESTING OF EQUITY-BASED
      AWARDS FOR SENIOR EXECUTIVES DUE TO
      VOLUNTARY RESIGNATION TO ENTER
      GOVERNMENT SERVICE
7     APPOINT A STOCKHOLDER VALUE COMMITTEE   FOR       ABSTAIN      Management
      - ADDRESS WHETHER DIVESTITURE OF ALL
      NON- CORE BANKING BUSINESS SEGMENTS
      WOULD ENHANCE SHAREHOLDER VALUE
8     CLAWBACK AMENDMENT - DEFER              FOR       ABSTAIN      Management
      COMPENSATION FOR 10 YEARS TO HELP
      SATISFY ANY MONETARY PENALTY
      ASSOCIATED WITH VIOLATION OF LAW
9     EXECUTIVE COMPENSATION PHILOSOPHY -     FOR       ABSTAIN      Management
      ADOPT A BALANCED EXECUTIVE
      COMPENSATION PHILOSOPHY WITH SOCIAL
      FACTORS TO IMPROVE THE FIRM'S ETHICAL
      CONDUCT AND PUBLIC REPUTATION

========== END NPX REPORT