Clarion Partners Real Estate Income Fund Inc.
Sales Charge and Breakpoint Information

The information below relates to Class S and Class T shares.

You should review the fund's prospectus before choosing your share class.

You may buy Class S and Class T shares through financial intermediaries that have entered into an agreement with the distributor, Legg Mason Investor Services, LLC ("LMIS"), to sell shares of the fund (each called a "Selling Agent").

Your Selling Agent may provide shareholder services that differ from the services provided by other Selling Agents. Services provided by your Selling Agent may vary by class. You should ask your Selling Agent to explain the shareholder services it provides for each class and the compensation it receives in connection with each class. Remember that your Selling Agent may receive different compensation for selling one class of shares than for selling another class, which may depend on the policies, procedures and trading platforms of the Selling Agent. Your Selling Agent may not offer all classes of shares. You should contact your Selling Agent for further information.

Clarion Partners Real Estate Income Fund Inc. Sales Charge and Breakpoint Schedules

The schedule below sets forth sales charge and, where applicable, breakpoint information for Class S and Class T shares.

Class S Shares
 Value of SharesSales load as a % of offering price
Class S

Up to $149,999.99

 $150,000.00 to $499,999.993.00
 $500,000.00 to $999,999.992.50
 $1,000,000.00 and over2.00
Class T Shares
 Value of SharesSales load as a % of offering priceDealer Manager Fee As a % of the
offering price
Class TUp to $149,999.993.000.50
 $150,000.00 to $499,999.992.500.50
 $500,000.00 to $999,999.992.000.50
 $1,000,000.00 and over1.500.50

More about sales charges

Qualifying for a reduced Class S or Class T sales load

There are several ways you can combine multiple accounts to take advantage of available reductions in the Class S and Class T sales load schedule. In order to take advantage of such reductions when you purchase Fund shares, you must inform your Selling Agent if you are eligible for a letter of intent or a right of accumulation and if other accounts may be eligible to be aggregated with your purchases. Certain records, such as account statements, may be necessary in order to verify your eligibility for a reduced sales load.  

Accumulation Privilege

Accumulation Privilege – allows you to combine the current value of shares of the Fund with other shares of the Fund held in other accounts and owned by:

•     you or

•     your spouse and children under the age of 21

with the dollar amount of your next purchase of Class S or Class T Shares for purposes of calculating the initial sales load.

If you hold Fund shares in accounts at two or more Selling Agents, please contact your Selling Agents to determine which shares may be combined.

Letter of Intent

Letter of Intent – allows you to purchase Class S and Class T Shares over a 13-month period and pay the same sales load, if any, as if all shares had been purchased at once. At the time you enter into the letter of intent, you select your asset goal amount. Generally, purchases of shares of the Fund that are purchased during the 13-month period by:

•     you or

•     your spouse and children under the age of 21

are eligible for inclusion under the letter of intent, based on the public offering price at the time of the purchase and any capital appreciation on those shares. In addition, you can include the current value of any eligible holdings toward your asset goal amount.

If you hold shares of the Fund in accounts at two or more Selling Agents, please contact your Selling Agents to determine which shares may be credited toward your asset goal amount.  If you do not meet your asset goal amount, shares in the amount of any sales charges due, based on the amount of your actual purchases, will be redeemed from your account. 

Waivers for certain Class S or Class T investors

Class S and Class T sales loads are waived for certain types of investors, including investors investing through certain retirement plans.


Other things to know

Buying shares

A purchase order received by the Fund or its designee prior to the close of the New York Stock Exchange, on a day the Fund is open for business, together with payment will be effected at that day’s net asset value, plus any applicable sales load.

Prospective investors should inquire as to whether the fund is available for sale in their state of residence.

Subject to Financial Industry Regulatory Authority (“FINRA”) limits, participating broker dealers will receive ongoing distribution and servicing fees (a) of 0.85% of NAV per annum for Class S and Class T shares only (consisting of a 0.60% distribution fee (the “Distribution Fee”) and a 0.25% stockholder servicing fee (the “Servicing Fee”)), accrued daily and payable monthly and (b) of 0.25% for Class D shares only (all of which constitutes payment for stockholder services, with no payment for distribution services) in each case as accrued daily, and payable monthly. Class I shares do not incur Distribution or Servicing Fees.  The Fund will cease paying the Distribution Fee with respect to any Class S or Class T share, and the Servicing Fee with respect to any Class S, Class T or Class D share held in a stockholder’s account at the end of the month in which the Distributor, in conjunction with the transfer agent, determines that total upfront sales loads, dealer manager fees, Distribution Fees and Servicing Fees paid with respect to such shares would exceed 8.75% of the gross proceeds from the sale of such shares (excluding the gross proceeds of any shares issued under our DRIP with respect thereto). Shares sold through certain participating broker-dealers may be subject to a lower limit as set forth in the applicable dealer agreement between the LMIS or and a participating broker-dealer at the time such shares were issued.

At the end of such month, such Class S Shares, Class T Shares or Class D Shares (and any shares issued under our dividend reinvestment plan with respect thereto) held in such stockholder’s account will convert into a number of Class I shares (including any fractional shares) with an equivalent aggregate NAV.

Buying shares through a systematic investment plan

After your initial investment, you may participate in the Fund’s Systematic Investment Plan, an investment plan that automatically moves money from your bank account and invests it in the Fund through the use of electronic funds transfers or automatic bank drafts. Amounts transferred must meet the applicable minimums and may be transferred monthly, every alternate month, quarterly, semi-annually or annually. If you do not have sufficient funds in your account on a transfer date, your initial investment will be cancelled and you may be liable for any loss to fund or charged a fee. 


The Fund’s common stock will not be listed for trading on a securities exchange. The Fund intends, but is not obligated, to conduct quarterly tender offers for up to 5.0% of the aggregate net asset value of its common stock then outstanding as of the applicable valuation date in the sole discretion of its Board. The Fund expects to make its first tender offer for its common stock no later than the end of its first full calendar quarter of operations.

A stockholder who tenders its common stock with a tender valuation date within 12 months of the original issue date of such shares will be subject to a fee of 2.00% of the net asset value of the common stock repurchased by the Fund; this reduction is referred to herein as an “Early Withdrawal Fee.” If applicable, payment of the Early Withdrawal Fee will be made by reducing the repurchase proceeds. The Early Withdrawal Fee will be retained by the Fund for the benefit of remaining stockholders. Shares repurchased will be treated as having been repurchased on a “first-in/first-out” basis. Therefore, the portion of shares repurchased will be deemed to have been taken from the earliest common stock purchased by such stockholder. The Fund’s manager may waive the Early Withdrawal Fee in its sole discretion under certain circumstances.

For more information concerning repurchases, see the Fund’s prospectus;  “Risks—Liquidity Risk” and “Repurchases.”

Account registration changes

Changes in registration or certain account options for accounts held directly with the Fund must be made in writing. Medallion signature guarantees may be required. All correspondence must include the account number and must be sent to one of the following addresses:

Regular Mail:

Clarion Partners Real Estate Income Fund Inc.

PO Box 219520

Kansas City, MO 64121-9520

Express, Certified or Registered Mail:

Clarion Partners Real Estate Income Fund Inc.

430 W 7th Street Suite 219520

Kansas City, MO 64105-1407

The information above relating to the Fund is qualified in its entirety by information in the Fund’s current prospectus.  In the event of a conflict or inconsistency, the information in the prospectus will govern.