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

ICA File Number: 811-22444
Reporting Period: 07/01/2014 - 06/30/2015
Western Asset High Yield Defined Opportunity Fund Inc.









============ Western Asset High Yield Defined Opportunity Fund Inc. ============


BARCLAYS PLC

Ticker:       BCS            Security ID:  06738E204
Meeting Date: APR 23, 2015   Meeting Type: ANNUAL
Record Date:  MAR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     TO RECEIVE THE REPORTS OF THE           FOR       ABSTAIN      Management
      DIRECTORS AND AUDITORS AND THE AUDITED
      ACCOUNTS FOR THE YEAR ENDED 31
      DECEMBER 2014.
2     TO APPROVE THE DIRECTORS' REMUNERATION  FOR       ABSTAIN      Management
      REPORT (OTHER THAN THE PART CONTAINING
      THE ABRIDGED DIRECTORS' REMUNERATION
      POLICY) FOR THE YEAR ENDED 31 DECEMBER
      2014.
3     TO APPOINT CRAWFORD GILLIES AS A        FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY
4     TO APPOINT JOHN MCFARLANE AS A          FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
5     TO REAPPOINT MIKE ASHLEY AS A DIRECTOR  FOR       ABSTAIN      Management
      OF THE COMPANY.
6     TO REAPPOINT TIM BREEDON AS A DIRECTOR  FOR       ABSTAIN      Management
      OF THE COMPANY.
7     TO REAPPOINT REUBEN JEFFERY III AS A    FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
8     TO REAPPOINT ANTONY JENKINS AS A        FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
9     TO REAPPOINT WENDY LUCAS-BULL AS A      FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
10    TO REAPPOINT TUSHAR MORZARIA AS A       FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
11    TO REAPPOINT DAMBISA MOYO AS A          FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
12    TO REAPPOINT FRITS VAN PAASSCHEN AS A   FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
13    TO REAPPOINT SIR MICHAEL RAKE AS A      FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
14    TO REAPPOINT STEVE THIEKE AS A          FOR       ABSTAIN      Management
      DIRECTOR OF THE COMPANY.
15    TO REAPPOINT DIANE DE SAINT VICTOR AS   FOR       ABSTAIN      Management
      A DIRECTOR OF THE COMPANY.
16    TO REAPPOINT PRICEWATERHOUSECOOPERS     FOR       ABSTAIN      Management
      LLP AS AUDITORS OF THE COMPANY.
17    TO AUTHORISE THE DIRECTORS TO SET THE   FOR       ABSTAIN      Management
      REMUNERATION OF THE AUDITORS.
18    TO AUTHORISE THE COMPANY AND ITS        FOR       ABSTAIN      Management
      SUBSIDIARIES TO MAKE POLITICAL
      DONATIONS AND INCUR POLITICAL
      EXPENDITURE.
19    TO AUTHORISE THE DIRECTORS TO ALLOT     FOR       ABSTAIN      Management
      SHARES AND EQUITY SECURITIES.
20    TO AUTHORISE THE DIRECTORS TO ALLOT     FOR       ABSTAIN      Management
      EQUITY SECURITIES FOR CASH OR TO SELL
      TREASURY SHARES OTHER THAN ON A PRO
      RATA BASIS TO SHAREHOLDERS.
21    TO AUTHORISE THE DIRECTORS TO ALLOT     FOR       ABSTAIN      Management
      EQUITY SECURITIES IN RELATION TO THE
      ISSUANCE OF CONTINGENT EQUITY
      CONVERSION NOTES.
22    TO AUTHORISE THE DIRECTORS TO ALLOT     FOR       ABSTAIN      Management
      EQUITY SECURITIES FOR CASH OTHER THAN
      ON A PRO RATA BASIS TO SHAREHOLDERS IN
      RELATION TO THE ISSUANCE OF CONTINGENT
      EQUITY CONVERSION NOTES.
23    TO AUTHORISE THE COMPANY TO PURCHASE    FOR       ABSTAIN      Management
      ITS OWN SHARES.
24    TO AUTHORISE THE DIRECTORS TO CALL      FOR       ABSTAIN      Management
      GENERAL MEETINGS (OTHER THAN AN AGM)
      ON NOT LESS THAN 14 CLEAR DAYS' NOTICE.


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

CITIGROUP INC

Ticker:       C              Security ID:  172967424
Meeting Date: APR 28, 2015   Meeting Type: ANNUAL
Record Date:  FEB 27, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Election of Directors - Michael L.      FOR       FOR          Management
      Corbat
1B.   Election of Directors - Duncan P.       FOR       FOR          Management
      Hennes
1C.   Election of Directors - Peter B. Henry  FOR       FOR          Management
1D.   Election of Directors - Franz B. Humer  FOR       FOR          Management
1E.   Election of Directors - Michael E.      FOR       FOR          Management
      O'Neill
1F.   Election of Directors -  Gary M. Reiner FOR       FOR          Management
1G.   Election of Directors - Judith Rodin    FOR       FOR          Management
1H.   Election of Directors - Anthony M.      FOR       FOR          Management
      Santomero
1I.   Election of Directors - Joan E. Spero   FOR       FOR          Management
1J.   Election of Directors - Diana. L.       FOR       FOR          Management
      Taylor
1K.   Election of Directors - William S.      FOR       FOR          Management
      Thompson, Jr.
1L.   Election of Directors - James S. Turley FOR       FOR          Management
1M.   Election of Directors - Ernesto         FOR       FOR          Management
      Zedillo Ponce de leon
2     PROPOSAL TO RATIFY THE SELECTION OF     FOR       FOR          Management
      KPMG LLP AS CITI'S INDEPENDENT
      REGISTERED PUBLIC ACCOUNTING FIRM FOR
      2015
3     ADVISORY APPROVAL OF CITI'S 2014        FOR       FOR          Management
      EXECUTIVE COMPENSATION
4     APPROVAL OF AN AMENDMENT TO THE         FOR       FOR          Management
      CITIGROUP 2014 STOCK INCENTIVE PLAN
      AUTHORIZING ADDITIONAL SHARES
5     STOCKHOLDER PROPOSAL REQUESTING PROXY   FOR       FOR          Management
      ACCESS FOR SHAREHOLDERS
6     STOCKHOLDER PROPOSAL REQUESTING A       AGAINST   AGAINST      Management
      REPORT ON LOBBYING AND GRASSROOTS
      LOBBYING CONTRIBUTIONS
7     STOCKHOLDER PROPOSAL REQUESTING AN      AGAINST   AGAINST      Management
      AMENDMENT TO THE GENERAL CLAWBACK
      POLICY
8     STOCKHOLDER PROPOSAL REQUESTING A       AGAINST   AGAINST      Management
      BY-LAW AMENDMENT TO EXCLUDE FROM THE
      BOARD OF DIRECTORS' AUDIT COMMITTEE
      ANY DIRECTOR WHO WAS A DIRECTOR AT A
      PUBLIC COMPANY WHILE THAT COMPANY
      FILED FOR REORGANIZATION UNDER CHAPTER
      11
9     STOCKHOLDER PROPOSAL REQUESTING A       AGAINST   AGAINST      Management
      REPORT REGARDING THE VESTING OF
      EQUITY-BASED AWARDS FOR SENIOR
      EXECUTIVES DUE TO A VOLUNTARY
      RESIGNATION TO ENTER GOVERNMENT SERVICE


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

FORD MOTOR COMPANY

Ticker:       F              Security ID:  345370860
Meeting Date: MAY 14, 2015   Meeting Type: ANNUAL
Record Date:  MAR 17, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   Election of Directors - Stephen G.      FOR       ABSTAIN      Management
      Butler
1B.   Election of Directors - Kimberly A.     FOR       ABSTAIN      Management
      Casiano
1C.   Election of Directors - Anthony F.      FOR       ABSTAIN      Management
      Earley, Jr.
1D.   Election of Directors - Mark Fields     FOR       ABSTAIN      Management
1E.   Election of Directors Edsel B. Ford II  FOR       ABSTAIN      Management
1F.   Election of Directors - William Clay    FOR       ABSTAIN      Management
      Ford, Jr.
1G.   Election of Directors - James P.        FOR       ABSTAIN      Management
      Hackett
1H.   Election of Directors - James H.        FOR       ABSTAIN      Management
      Hance, Jr.
1I.   Election of Directors - William W.      FOR       ABSTAIN      Management
      Helman IV
1J.   Election of Directors - Jon M.          FOR       ABSTAIN      Management
      Huntsman, Jr.
1K.   Election of Directors - William E.      FOR       ABSTAIN      Management
      Kennard
1L.   Election of Directors - John C.         FOR       ABSTAIN      Management
      Lechleiter
1M.   Election of Directors - Ellen R. Marram FOR       ABSTAIN      Management
1N.   Election of Directors - Gerald L.       FOR       ABSTAIN      Management
      Shaheen
1O.   Election of Directors - John L.         FOR       ABSTAIN      Management
      Thornton
2     Ratify Appointment of Independent       FOR       ABSTAIN      Management
      Auditors
3     Say on Pay - An advisory vote to        FOR       ABSTAIN      Management
      approve the compensation of the named
      executives
4     Relating to consideration of a          AGAINST   ABSTAIN      Shareholder
      recapitalization plan to provide that
      all of the company's outstanding stock
      have one vote per share
5     Relating to allowing holders of 20% of  AGAINST   ABSTAIN      Shareholder
      outstanding common stock to call
      special meetings of shareholders


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

GENERAL MOTORS CO

Ticker:       GM             Security ID:  37045V100
Meeting Date: JUN 09, 2015   Meeting Type: ANNUAL
Record Date:  APR 10, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   ELECTION OF DIRECTOR: JOSEPH J. ASHTON  FOR       FOR          Management
1B.   ELECTION OF DIRECTOR: MARY T. BARRA     FOR       FOR          Management
1C.   ELECTION OF DIRECTOR: STEPHEN J. GIRSKY FOR       FOR          Management
1D.   ELECTION OF DIRECTOR: LINDA R. GOODEN   FOR       FOR          Management
1E.   ELECTION OF DIRECTOR: JOSEPH JIMENEZ,   FOR       FOR          Management
      JR.
1F.   ELECTION OF DIRECTOR: KATHRYN V.        FOR       FOR          Management
      MARINELLO
1G.   ELECTION OF DIRECTOR: MICHAEL G. MULLEN FOR       FOR          Management
1H.   ELECTION OF DIRECTOR: JAMES J. MULVA    FOR       FOR          Management
1I.   ELECTION OF DIRECTOR: PATRICIA F. RUSSO FOR       FOR          Management
1J.   ELECTION OF DIRECTOR: THOMAS M. SCHOEWE FOR       FOR          Management
1K.   ELECTION OF DIRECTOR: THEODORE M. SOLSO FOR       FOR          Management
1L.   ELECTION OF DIRECTOR: CAROL M.          FOR       FOR          Management
      STEPHENSON
2     RATIFICATION OF THE SELECTION OF        FOR       FOR          Management
      DELOITTE & TOUCHE LLP AS GM'S
      INDEPENDENT REGISTERED PUBLIC
      ACCOUNTING FIRM FOR 2015
3     ADVISORY VOTE TO APPROVE EXECUTIVE      FOR       FOR          Management
      COMPENSATION
4     INDEPENDENT BOARD CHAIRMAN              AGAINST   AGAINST      Shareholder
5     CUMULATIVE VOTING                       AGAINST   AGAINST      Shareholder


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

H&E EQUIPMENT SERVICES INC

Ticker:       HEES           Security ID:  404030108
Meeting Date: MAY 15, 2015   Meeting Type: ANNUAL
Record Date:  MAR 19, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Election of Directors                   FOR       FOR          Management
2     RATIFICATION OF APPOINTMENT OF BDO      FOR       FOR          Management
      USA, LLP AS INDEPENDENT REGISTERED
      PUBLIC ACCOUNTING FIRM FOR THE YEAR
      ENDING DECEMBER 31, 2015.
3     ADVISORY VOTE ON NAMED EXECUTIVE        FOR       FOR          Management
      OFFICER COMPENSATION AS DISCLOSED IN
      THE PROXY STATEMENT.


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

HORIZON LINES INC

Ticker:       HRZL           Security ID:  44044K309
Meeting Date: FEB 25, 2015   Meeting Type: CONSENT
Record Date:  JAN 27, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                FOR       FOR          Management
2     14A Extraordinary Transaction           FOR       FOR          Management
      Executive Compensation
3     Approve Motion to Adjourn Meeting       FOR       FOR          Management


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

JPMORGAN CHASE & CO

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 19, 2015   Meeting Type: ANNUAL
Record Date:  MAR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A.   ELECTION OF DIRECTOR: LINDA B. BAMMANN  For       For          Management
1B.   ELECTION OF DIRECTOR: JAMES A. BELL     For       For          Management
1C.   ELECTION OF DIRECTOR: CRANDALL C.       For       For          Management
      BOWLES
1D.   ELECTION OF DIRECTOR: STEPHEN B. BURKE  For       For          Management
1E.   ELECTION OF DIRECTOR: JAMES S. CROWN    For       For          Management
1F.   ELECTION OF DIRECTOR: JAMES DIMON       For       For          Management
1G.   ELECTION OF DIRECTOR: TIMOTHY P. FLYNN  For       For          Management
1H.   ELECTION OF DIRECTOR: LABAN P.          For       For          Management
      JACKSON, JR.
1I.   ELECTION OF DIRECTOR: MICHAEL A. NEAL   For       For          Management
1J.   ELECTION OF DIRECTOR: LEE R. RAYMOND    For       For          Management
1K.   ELECTION OF DIRECTOR: WILLIAM C. WELDON For       For          Management
2     ADVISORY RESOLUTION TO APPROVE          Against   Against      Management
      EXECUTIVE COMPENSATION
3     RATIFICATION OF INDEPENDENT REGISTERED  For       For          Management
      PUBLIC ACCOUNTING FIRM
4     APPROVAL OF AMENDMENT TO LONG-TERM      Against   Against      Management
      INCENTIVE PLAN
5     INDEPENDENT BOARD CHAIRMAN - REQUIRE    Against   For          Shareholder
      AN INDEPENDENT CHAIR
6     LOBBYING - REPORT ON POLICIES,          Against   For          Shareholder
      PROCEDURES AND EXPENDITURES
7     SPECIAL SHAREOWNER MEETINGS - REDUCE    For       Against      Shareholder
      OWNERSHIP THRESHOLD FROM 20% TO 10%
8     HOW VOTES ARE COUNTED - COUNT VOTES     Against   For          Shareholder
      USING ONLY FOR AND AGAINST
9     ACCELERATED VESTING PROVISIONS -        Against   For          Shareholder
      REPORT NAMES OF SENIOR EXECUTIVES AND
      VALUE OF EQUITY AWARDS THAT WOULD VEST
      IF THEY RESIGN TO ENTER GOVERNMENT
      SERVICE
10    CLAWBACK DISCLOSURE POLICY - DISCLOSE   Against   For          Shareholder
      WHETHER THE FIRM RECOUPED ANY
      INCENTIVE COMPENSATION FROM SENIOR
      EXECUTIVES


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

MIRABELA NICKEL LTD

Ticker:       MBN            Security ID:  AU000000MBN9
Meeting Date: MAY 28, 2015   Meeting Type: ANNUAL
Record Date:  MAY 26, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     ADOPTION OF REMUNERATION REPORT         FOR       FOR          Management
2     RE-ELECTION OF MR ROSS EDWARD           FOR       FOR          Management
      GRIFFITHS AS A DIRECTOR


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

VODAFONE GROUP PLC - VODAFONE GROUP PLC-SP ADR

Ticker:       VOD            Security ID:  92857W308
Meeting Date: JUL 29, 2014   Meeting Type: ANNUAL
Record Date:  JUN 03, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     TO RECEIVE THE COMPANY'S ACCOUNTS, THE  FOR       ABSTAIN      Management
      STRATEGIC REPORT AND REPORTS OF THE
      DIRECTORS AND THE AUDITOR FOR THE YEAR
      ENDED 31 MARCH 2014
2     TO RE-ELECT GERARD KLEISTERLEE AS A     FOR       ABSTAIN      Management
      DIRECTOR
3     TO RE-ELECT VITTORIO COLAO AS A         FOR       ABSTAIN      Management
      DIRECTOR
4     TO ELECT NICK READ AS A DIRECTOR        FOR       ABSTAIN      Management
5     TO RE-ELECT STEPHEN PUSEY AS A DIRECTOR FOR       ABSTAIN      Management
6     TO ELECT SIR CRISPIN DAVIS AS A         FOR       ABSTAIN      Management
      DIRECTOR
7     TO ELECT DAME CLARA FURSE AS A          FOR       ABSTAIN      Management
      DIRECTOR, WITH EFFECT FROM 1 SEPTEMBER
      2014
8     TO ELECT VALERIE GOODING AS A DIRECTOR  FOR       ABSTAIN      Management
9     TO RE-ELECT RENEE JAMES AS A DIRECTOR3  FOR       ABSTAIN      Management
10    TO RE-ELECT SAMUEL JONAH AS A DIRECTOR  FOR       ABSTAIN      Management
11    TO RE-ELECT OMID KORDESTANI AS A        FOR       ABSTAIN      Management
      DIRECTOR
12    TO RE-ELECT NICK LAND AS A DIRECTOR     FOR       ABSTAIN      Management
13    TO RE-ELECT LUC VANDEVELDE AS A         FOR       ABSTAIN      Management
      DIRECTOR
14    TO RE-ELECT PHILIP YEA AS A DIRECTOR    FOR       ABSTAIN      Management
15    TO DECLARE A FINAL DIVIDEND OF 7.47     FOR       ABSTAIN      Management
      PENCE PER ORDINARY SHARE FOR THE YEAR
      ENDED 31 MARCH 2014
16    TO APPROVE THE DIRECTORS' REMUNERATION  FOR       ABSTAIN      Management
      POLICY FOR THE YEAR ENDED 31 MARCH 2014
17    TO APPROVE THE REMUNERATION REPORT OF   FOR       ABSTAIN      Management
      THE BOARD FOR THE YEAR ENDED 31 MARCH
      2014
18    TO APPROVE THE VODAFONE GLOBAL          FOR       ABSTAIN      Management
      INCENTIVE PLAN RULES
19    TO CONFIRM PWC'S APPOINTMENT AS AUDITOR FOR       ABSTAIN      Management
20    TO AUTHORISE THE AUDIT AND RISK         FOR       ABSTAIN      Management
      COMMITTEE TO DETERMINE THE
      REMUNERATION OF THE AUDITOR
21    TO AUTHORISE THE DIRECTORS TO ALLOT     FOR       ABSTAIN      Management
      SHARES.
S22   TO AUTHORISE THE DIRECTORS TO           FOR       ABSTAIN      Management
      DIS-APPLY PRE-EMPTION RIGHTS
S23   TO AUTHORISE THE COMPANY TO PURCHASE    FOR       ABSTAIN      Management
      ITS OWN SHARES
24    TO AUTHORISE POLITICAL DONATIONS AND    FOR       ABSTAIN      Management
      EXPENDITURE
S25   TO AUTHORISE THE COMPANY TO CALL        FOR       ABSTAIN      Management
      GENERAL MEETINGS (OTHER THAN AGMS) ON
      14 CLEAR DAYS' NOTICE

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