ThZeal - The Zeal

Management discussion of fund performance

Dear Shareholder,

We are pleased to provide the semi-annual report of Clarion Partners Real Estate Income Fund Inc. (the “Fund”) for the six-month reporting period ended June 30, 2024, highlighting a strong start to the year amidst a resilient market environment. So far in 2024, we:

Offered 5% of NAV in liquidity to investors each quarter and fulfilled 100% of requests, which averaged 1.37% of NAV*	Maintained our conservative leverage position with combined fund leverage (including unconsolidated subsidiaries) of 13.81%
Portfolio occupancy remained high at 96.89% with continued strong operational performance	Delivered a total return of 2.41% and an average annualized monthly distribution of 6.81% to shareholders (Class I shares)

The overarching goal of the Fund is to provide individual investors access to Clarion Partners’ longstanding institutional** platform via a simple, accessible, and transparent structure registered under the Investment Company Act of 1940, as amended. Today, the Fund has a well-diversified portfolio of 26 private real estate investments that have provided durable income and the potential to grow through appreciation over time. With a gross asset value of $845 million, the Fund has achieved scale across target markets and sectors, which include industrial warehouse and residential housing. Our thematic research approach and rigorous investment process, which focuses on identifying and leveraging the macro themes driving performance across sectors, locations, and industries, create the foundation for our portfolio construction.

Through 1H 2024, the U.S. economy remained resilient despite higher interest rates and heightened geopolitical uncertainties. Strong consumer spending, healthy job growth, and robust corporate profits continued to support a relatively positive GDP growth outlook and moderating inflationary conditions.1 In fact, inflation has decreased to 3.3% over the past year and is projected to stabilize in the 2.3% range by the end of 2025.2

Financing costs have begun to moderate and credit spreads have tightened with the 10-year treasury yield significantly below its recent peak of 5%. Through 1H 2024, overall U.S. tenant demand for institutional-quality property remained strong. Excluding office, most sectors are experiencing near-record high rents and vacancy levels generally below the long-term average.3 Tighter lending conditions and elevated construction costs have led to a sharp decline in new construction starts, which we project will continue to moderate and strengthen rent growth.4 Clarion Partners anticipates greater improvements in overall real estate liquidity and transaction activity in 2H 2024.

www.cprex.com

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

During the six months ended June 30, 2024, the Fund maintained relatively low leverage levels and ended the period with an overall portfolio leverage ratio, including non-consolidated debt, of 13.81%. The Fund also continued to benefit from its tactical increased allocation to private real estate debt investments given the higher interest rate environment. At June 30, 2024, the Fund’s private real estate debt investments comprised 26.5% of the Fund.

These investments serve to hedge against inflation and provide steady current income back to our investors, with a weighted average yield of 10.51%.

The Fund also completed one private real estate equity acquisition of a multifamily community in Marina, CA during the six months ended June 30, 2024. Current macro risks and ongoing market dislocation may allow compelling acquisition and lending opportunities to continue to develop over the next 12 to 18 months.

We believe the Fund’s disciplined investment strategy, balanced liquidity profile, and high caliber private real estate equity and debt investments position the Fund to take advantage of ongoing market volatility in a higher interest rate environment. In addition, we remain committed to providing you with excellent service and a full spectrum of investment choices. We also remain committed to supplementing the support you receive from your financial advisor. One way we accomplish this is through the Fund’s website, www.cprex.com.

www.cprex.com

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Here you can gain immediate access to market and investment information, including:

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Fund prices and performance,

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Market insights and commentaries from the portfolio managers, and

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A host of educational resources.

As we look ahead to the rest of 2024, we thank you for your continued support of the Fund.

Sincerely,


Richard H. Schaupp	Brian Watkins	Janis Mandarino
Managing Director Portfolio Manager	Managing Director Portfolio Manager	Senior Vice President Portfolio Manager


Brent E. Jenkins	Jane Trust, CFA
Managing Director Portfolio Manager	Chairman, President and Chief Executive Officer

All data is as of June 30, 2024, unless otherwise stated.

Moody’s Analytics, Clarion Partners Investment Research. June 2024.

U.S. Bureau of Labor Statistics, Bloomberg. June 2024.

CBRE-EA, Clarion Partners Investment Research. June 2024.

Moody’s Analytics, Clarion Partners Investment Research, June 2024.

Includes the tender offer which commenced June 13, 2024, and expired July 15, 2024, subsequent to the end of the reporting period.

An institutional-grade or institutional-quality property generally refers to a property of sufficient size and stature to merit attention from large national or

international investors.

www.cprex.com

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Performance review

For the six months ended June 30, 2024, Class I shares of Clarion Partners Real Estate Income Fund Inc. returned 2.41%. The S&P 500 Indexi and the Bloomberg U.S. Aggregate Indexii, representative of the broader U.S. equity and fixed income markets, returned 15.29% and -0.71%, respectively, over the same time period.

The Fund has a practice of seeking to maintain a relatively stable level of distributions to shareholders. This practice has no impact on the Fund’s investment strategy and may reduce the Fund’s NAV. The Fund’s manager believes the practice helps maintain the Fund’s competitiveness.

Performance Snapshot as of June 30, 2024 (unaudited)
(excluding sales charges)	6 months
Clarion Partners Real Estate Income Fund Inc.:
Class I	2.41 %
Class D	2.30 %
Class S	2.03 %
Class T	1.91 %
S&P 500 Index	15.29 %
Bloomberg U.S. Aggregate Index	-0.71 %

The performance shown represents past performance. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown above. Principal value and investment returns will fluctuate and investors’ shares, when redeemed, may be worth more or less than their original cost. To obtain performance data current to the most recent month-end, please visit our website at www.franklintempleton.com.

All share class returns assume the reinvestment of all distributions, including returns of capital, if any, at net asset value and the deduction of all Fund expenses. Returns have not been adjusted to include sales charges that may apply or the deduction of taxes that a shareholder would pay on Fund distributions. Class T shares are subject to a maximum front-end sales charge of 3.00% of the offering price. In addition, Class T shares are subject to a dealer manager fee of 0.50% of the offering price. If sales charges were reflected, the performance quoted would be lower. Performance figures for periods shorter than one year represent cumulative figures and are not annualized.

Fund performance figures reflect fee waivers and/or expense reimbursements, without which the performance would have been lower.

Total Annual Operating Expenses (unaudited)

As of the Fund’s current prospectus dated May 1, 2024, the gross total annual fund operating expense ratios were as follows:

	Class I	Class D	Class S	Class T
Total annual operating expenses before expenses reimbursed	3.09%	3.58%	4.16%	3.98%
Total annual operating expenses after reimbursing expenses*	3.09%	3.47%	4.07%	3.98%

*	Included in the operating expense ratio of each class were property level expenses and interest payments on properties of 1.07% and 0.40%, respectively.

Clarion Partners Real Estate Income Fund Inc. Semi-Annual Report

Performance review (cont’d)

Actual expenses may be higher. For example, expenses may be higher than those shown if average net assets decrease. Net assets are more likely to decrease and Fund expense ratios are more likely to increase when markets are volatile.

As a result of expense limitation arrangements, the ratio of total annual fund operating expenses, including organizational and offering expenses, but excluding property management, acquisition, disposition expenses, any other expenses related to investments in real property, debt and real estate related securities, expenses related to borrowings or the issuance of preferred stock, interest, brokerage, tax, extraordinary expenses and acquired fund fees and expenses, to average net assets will not exceed 1.75% for Class I shares, 2.00% for Class D shares, 2.60% for Class S shares and 2.60% of Class T shares, subject to recapture as described below. These expense limitation arrangements cannot be terminated prior to December 31, 2025 without the Board of Directors’ consent.

The manager is permitted to recapture amounts waived and/or reimbursed to a class within three years after the fiscal year in which the manager earned the fee or incurred the expense if the class’ total annual fund operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will the manager recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual fund operating expenses exceeding the expense cap or any other lower limit then in effect.

RISKS: The Fund is a non-diversified, closed-end management investment company designed primarily as a long-term investment and not as a trading vehicle. The Fund is not intended to be a complete investment program and, due to the uncertainty inherent in all investments, there can be no assurance that the Fund will achieve its investment objective. An investment in the Fund involves a considerable amount of risk. The Fund should be viewed as a long-term investment, as it is inherently illiquid and suitable only for investors who can bear the risks associated with the limited liquidity of the Fund. Limited liquidity is provided to shareholders only through the Fund’s quarterly repurchase offers for no more than 5% of the Fund’s shares outstanding at net asset value. There is no guarantee these repurchases will occur as scheduled, or at all. Shares will not be listed on a public exchange, and no secondary market is expected to develop. Shareholders may not be able to sell their shares in the Fund at all or at a favorable price. Because the Fund is non-diversified, it may be more susceptible to economic, political or regulatory events than a diversified fund.

The Fund’s investments are highly concentrated in real estate investments, and therefore will be subject to the risks typically associated with real estate, including but not limited to local, state, national or international economic conditions; including market disruptions caused by regional
concerns, political upheaval, sovereign debt crises and other factors. Fixed income securities involve interest rate, credit, inflation, and reinvestment risks. As interest rates rise, the value of fixed income securities falls. High yield bonds possess greater price volatility, illiquidity, and possibility of default. Asset-backed, mortgage-backed or mortgage-related securities are subject to prepayment and extension risks. The Fund may employ leverage, which increases the volatility of investment returns and subjects the Fund to magnified losses if an underlying fund’s investments decline in value. The Fund may use derivatives, such as options and futures, which can be illiquid, may disproportionately increase losses, and have a potentially large impact on
Fund performance. The market values of securities or other assets will fluctuate, sometimes sharply and unpredictably, due to changes in general market conditions, overall economic trends

Clarion Partners Real Estate Income Fund Inc. Semi-Annual Report

or events, governmental actions or intervention, actions taken by the U.S. Federal Reserve or foreign central banks, market disruptions caused by trade disputes or other factors, political developments, armed conflicts, economic sanctions and countermeasures in response to sanctions, major cybersecurity events, investor sentiment, the global and domestic effects of a pandemic, and other factors that may or may not be related to the issuer of the security or other asset. Please see the Fund’s prospectus for a more complete discussion of these and other risks and the Fund’s investment strategies.

All investments are subject to risk including the possible loss of principal. Past performance is no guarantee of future results. All index performance reflects no deduction for fees, expenses or taxes. Please note that an investor cannot invest directly in an index.

The information provided is not intended to be a forecast of future events, a guarantee of future
results or investment advice. Views expressed may differ from those of the firm as a whole.

The S&P 500 Index is an unmanaged index of the stocks of 500 leading companies, and is generally representative of the performance of larger companies in the U.S.

The Bloomberg U.S. Aggregate Index is a broad-based bond index comprised of government, corporate, mortgage- and asset-backed issues, rated investment grade or higher, and having at least one year to maturity.

Clarion Partners Real Estate Income Fund Inc. Semi-Annual Report

Consolidated schedule of investments (unaudited)

June 30, 2024

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

		Value
Private Real Estate — 83.5%
Equity — 57.1%
Real Estate Investments — 44.6%
Industrial — 21.2%
100 Friars Boulevard, West Deptford, NJ		$28,100,000 (a)
3828 Civic Center, Las Vegas, NV		8,300,000 (a)
12000 East 56th Avenue, Denver, CO		12,700,000 (a)
Chino Industrial Portfolio, Chino, CA		36,400,000 (a)
Nordeast Business Center, Minneapolis, MN		17,500,000 (a)
Rojas East Distribution Center, El Paso, TX		51,900,000 (a)
Total Industrial		154,900,000
Life Science — 2.5%
55 Messina Drive, Braintree, MA		18,500,000 (a)
Mixed-Use — 4.9%
Congress Commons, Austin, TX		35,500,000 (a)
Office — 6.1%
The Sheds on Charlotte, Nashville, TN		44,900,000 (a)
Residential — 9.9%
Anker Haus, Charlotte, NC		19,300,000 (a)
Retreat at Weaverville, Weaverville, NC		52,700,000 (a)
Total Residential		72,000,000

Total Real Estate Investments		325,800,000
	Stated Ownership %(b)
Investments in Non-Consolidated Joint Ventures — 12.5%
Industrial — 2.9%
456 Sullivan Avenue, South Windsor, CT	95.0%	21,254,180 (a)(c)
Life Science — 2.3%
Fusion Life Science HQ, Carlsbad, CA	85.0%	16,925,490 (a)(c)
Residential — 7.3%
Gates at Marina, Marina, CA	87.5%	18,497,111 (a)(c)(d)
Mosaic at Largo Station, Largo, MD	92.5%	34,767,671 (a)(c)
Total Residential		53,264,782

Total Investments in Non-Consolidated Joint Ventures		91,444,452

Total Equity (Cost — $415,227,335)		417,244,452

See Notes to Consolidated Financial Statements.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value
Real Estate Lending — 26.4%
Investments in Real Estate Loans — 20.4%
Mixed-Use — 2.5%
Aertson Midtown Mezzanine B Loan	9.140%	10/1/25	$18,000,000	$18,000,000 (a)
Office — 1.9%
Memphis Logistics Mezzanine Loan (SOFR + 6.464%, 0.150% SOFR floor)	11.791%	8/9/24	14,000,000	14,000,000 (a)(e)
Residential — 11.8%
Post District Mezzanine Loan (SOFR + 6.000%, 3.750% SOFR floor)	11.329%	11/11/25	17,576,909	17,576,909 (a)(e)
The Biltmore Mezzanine Loan (SOFR + 7.250%, 3.000% SOFR floor)	12.580%	4/11/26	41,470,373	41,470,373 (a)(e)
The Lodge Mezzanine Loan	7.400%	7/1/27	20,200,000	19,814,564 (a)
The Parker off Pearl Mezzanine Loan	7.400%	7/1/27	7,300,000	7,160,709 (a)
Total Residential				86,022,555
Retail — 4.2%
Southpark Meadows Mezzanine Loan	9.000%	11/10/27	31,000,000	31,000,000 (a)

Total Investments in Real Estate Loans (Cost — $149,547,283)				149,022,555
Senior Lending — 3.6%
Industrial — 3.6%
73rd and Washington Senior Loan (SOFR + 6.000%, 3.000% SOFR floor)	11.330%	6/1/26	14,726,155	14,726,154 (a)(e)
Summit at Surprise Senior Loan (SOFR + 5.000%, 5.329% SOFR floor)	10.330%	9/1/26	11,732,893	11,732,893 (a)(e)

Total Senior Lending (Cost — $26,459,047)				26,459,047
Preferred Equity — 2.4%
Residential — 2.4%
Avilla Enclave	10.125%	3/13/33	9,573,706	9,573,706 (a)
Avilla Suncoast (SOFR + 6.750%, 4.620% SOFR floor)	12.080%	3/29/33	7,794,825	7,794,825 (a)(e)

Total Preferred Equity (Cost — $17,368,531)				17,368,531

Total Real Estate Lending (Cost — $193,374,861)				192,850,133

Total Private Real Estate (Cost — $608,602,196)				610,094,585
Publicly-Traded Real Estate Securities — 13.5%
Collateralized Mortgage Obligations(f) — 12.1%
280 Park Avenue Mortgage Trust, 2017- 280P E (1 mo. Term SOFR + 2.419%)	7.746%	9/15/34	2,130,000	1,944,471 (g)(h)
BANK, 2021-BN34 F	2.250%	6/15/63	850,000	428,651 (g)
BANK, 2021-BN35 H	1.766%	6/15/64	1,050,000	348,857 (g)(h)

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Consolidated schedule of investments (unaudited) (cont’d)

June 30, 2024

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value

Collateralized Mortgage Obligations(f) — continued
BANK, 2021-BN35 K	1.766%	6/15/64	$3,076,923	$807,716 (g)(h)
BANK, 2022-BNK43 E	3.000%	8/15/55	1,000,000	628,335 (g)
BANK, 2022-BNK44 D	4.000%	11/15/32	590,000	450,313 (g)(h)
BANK, 2023-BNK46 D	4.000%	8/15/56	2,000,000	1,487,781 (g)
Bank of America Merrill Lynch Commercial Mortgage Trust, 2017-BNK3 E	4.640%	2/15/50	1,000,000	775,783 (g)(h)
Benchmark Mortgage Trust, 2019-B12 WMA	4.388%	8/15/52	1,000,000	855,634 (g)(h)
Benchmark Mortgage Trust, 2023-V3 D	4.000%	7/15/56	450,000	373,613 (g)
BIG Commercial Mortgage Trust, 2022-BIG F (1 mo. Term SOFR + 5.436%)	10.764%	2/15/39	500,000	485,902 (g)(h)
BMP, 2024-MF23 E (1 mo. Term SOFR + 3.389%)	8.718%	6/15/41	1,000,000	995,998 (g)(h)
BPR Trust, 2022-OANA A (1 mo. Term SOFR + 1.898%)	7.227%	4/15/37	750,000	751,187 (g)(h)
BX Commercial Mortgage Trust, 2019-IMC G (1 mo. Term SOFR + 3.646%)	8.975%	4/15/34	1,869,000	1,790,175 (g)(h)
BX Commercial Mortgage Trust, 2022-LP2 G (1 mo. Term SOFR + 4.106%)	9.435%	2/15/39	395,365	390,793 (g)(h)
BX Commercial Mortgage Trust, 2024-KING E (1 mo. Term SOFR + 3.688%)	9.017%	5/15/34	1,500,000	1,496,622 (g)(h)
BX Trust, 2021-SDMF F (1 mo. Term SOFR + 2.051%)	7.380%	9/15/34	479,626	461,379 (g)(h)
BX Trust, 2024-CNYN D (1 mo. Term SOFR + 2.690%)	8.019%	4/15/29	1,589,724	1,578,356 (g)(h)
BX Trust, 2024-VLT4 E (1 mo. Term SOFR + 2.889%)	8.209%	7/15/29	1,000,000	998,004 (g)(h)
BXHPP Trust, 2021-FILM C (1 mo. Term SOFR + 1.214%)	6.543%	8/15/36	430,000	405,559 (g)(h)
CAFL Issuer LLC, 2023-RTL1 A2	9.300%	12/28/30	580,000	582,643 (g)
Chase Mortgage Finance Corp., 2016-SH2 M4	3.750%	12/25/45	864,570	761,490 (g)(h)
Citigroup Commercial Mortgage Trust, 2013- 375P B	3.635%	5/10/35	980,000	944,316 (g)(h)
Citigroup Commercial Mortgage Trust, 2015- GC29 D	3.110%	4/10/48	2,000,000	1,796,045 (g)
Citigroup Commercial Mortgage Trust, 2015-P1 D	3.225%	9/15/48	1,500,000	1,330,963 (g)
Citigroup Commercial Mortgage Trust, 2015-P1 E	4.514%	9/15/48	1,000,000	770,623 (g)(h)

See Notes to Consolidated Financial Statements.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value

Collateralized Mortgage Obligations(f) — continued
Citigroup Mortgage Loan Trust, 2022-A A1, Step bond (6.170% to 8/25/25, 9.170% to 8/25/26 then 10.170%)	6.170%	9/25/62	$637,396	$637,725 (g)
COLT Mortgage Loan Trust, 2022-2 B1	3.949%	2/25/67	500,000	390,820 (g)(h)
CSAIL Commercial Mortgage Trust, 2015-C3 C	4.493%	8/15/48	250,000	216,360 (h)
CSMC Trust, 2020-FACT E (1 mo. Term SOFR + 5.226%)	10.555%	10/15/37	1,500,000	1,368,690 (g)(h)
Eagle RE Ltd., 2023-1 M1B (30 Day Average SOFR + 3.950%)	9.285%	9/26/33	1,000,000	1,039,507 (g)(h)
Eagle RE Ltd., 2023-1 M2 (30 Day Average SOFR + 5.200%)	10.535%	9/26/33	420,000	446,119 (g)(h)
Ellington Financial Mortgage Trust, 2020-2 B2	4.804%	10/25/65	500,000	421,864 (g)(h)
Ellington Financial Mortgage Trust, 2022-1 B1	3.874%	1/25/67	750,000	535,116 (g)(h)
FARM Mortgage Trust, 2021-1 B	3.240%	7/25/51	348,525	251,073 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) REMIC, Structured Agency Credit Risk Debt Notes, 2019-HQA4 B2 (30 Day Average SOFR + 6.714%)	12.050%	11/25/49	710,000	785,692 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) REMIC, Structured Agency Credit Risk Debt Notes, 2021-DNA3 B2 (30 Day Average SOFR + 6.250%)	11.585%	10/25/33	725,000	861,417 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) REMIC, Structured Agency Credit Risk Debt Notes, 2021-DNA5 B2 (30 Day Average SOFR + 5.500%)	10.835%	1/25/34	1,500,000	1,688,039 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) REMIC, Structured Agency Credit Risk Debt Notes, 2021-DNA6 B2 (30 Day Average SOFR + 7.500%)	12.835%	10/25/41	750,000	811,616 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) REMIC, Structured Agency Credit Risk Debt Notes, 2021-HQA4 B2 (30 Day Average SOFR + 7.000%)	12.335%	12/25/41	640,000	683,427 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) Seasoned Credit Risk Transfer Trust, 2021-1 BXS	13.570%	9/25/60	746,877	582,939 (g)(h)

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Consolidated schedule of investments (unaudited) (cont’d)

June 30, 2024

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value

Collateralized Mortgage Obligations(f) — continued
Federal Home Loan Mortgage Corp. (FHLMC) Seasoned Credit Risk Transfer Trust, 2022-1 BXS, IO	5.210%	11/25/61	$1,718,251	$678,230 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Debt Notes, 2015-DNA3 B (30 Day Average SOFR + 9.464%)	14.800%	4/25/28	1,225,039	1,335,053 (h)
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Debt Notes, 2016-DNA1 B (30 Day Average SOFR + 10.114%)	15.450%	7/25/28	511,981	571,253 (h)
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Securitized Participation Interests Trust, 2017-SPI1 B	4.120%	9/25/47	154,951	113,515 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Trust, 2019-DNA3 B2 (30 Day Average SOFR + 8.264%)	13.600%	7/25/49	750,000	869,892 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Trust, 2019-FTR3 B2 (30 Day Average SOFR + 4.914%)	10.238%	9/25/47	800,000	860,808 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Trust, 2019-FTR4 B2 (30 Day Average SOFR + 5.114%)	10.450%	11/25/47	750,000	810,922 (g)(h)
Federal Home Loan Mortgage Corp. (FHLMC) Structured Agency Credit Risk Trust, 2019-HQA3 B2 (30 Day Average SOFR + 7.614%)	12.950%	9/25/49	340,000	385,262 (g)(h)
Federal National Mortgage Association (FNMA) — CAS, 2016-C04 1B (30 Day Average SOFR + 10.364%)	15.700%	1/25/29	246,744	283,329 (g)(h)
Federal National Mortgage Association (FNMA) — CAS, 2018-C06 1B1 (30 Day Average SOFR + 3.864%)	9.200%	3/25/31	350,000	381,636 (g)(h)
Federal National Mortgage Association (FNMA) — CAS, 2020-R01 1B1 (30 Day Average SOFR + 3.364%)	8.700%	1/25/40	140,000	146,044 (g)(h)

See Notes to Consolidated Financial Statements.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value

Collateralized Mortgage Obligations(f) — continued
Federal National Mortgage Association (FNMA) — CAS, 2021-R01 1B1 (30 Day Average SOFR + 3.100%)	8.435%	10/25/41	$500,000	$515,286 (g)(h)
Federal National Mortgage Association (FNMA) — CAS, 2022-R01 1B1 (30 Day Average SOFR + 3.150%)	8.485%	12/25/41	1,000,000	1,035,699 (g)(h)
Federal National Mortgage Association (FNMA) — CAS, 2024-R01 1B2 (30 Day Average SOFR + 4.000%)	9.335%	1/25/44	340,000	352,531 (g)(h)
Federal National Mortgage Association (FNMA) — CAS, 2024-R02 1B1 (30 Day Average SOFR + 2.500%)	7.835%	2/25/44	1,000,000	1,019,645 (g)(h)
FREMF Mortgage Trust, 2021-F117 CS (30 Day Average SOFR + 6.400%)	11.724%	7/25/31	1,127,077	1,122,031 (g)(h)
Greystone CRE Notes, 2024-HC3 D (1 mo. Term SOFR + 5.333%)	10.661%	3/15/41	750,000	746,835 (g)(h)
GS Mortgage Securities Corp. Trust, 2018- 3PCK B (1 mo. Term SOFR + 2.864%)	8.193%	9/15/31	575,000	566,561 (g)(h)
GS Mortgage Securities Corp. Trust, 2018- HULA G (1 mo. Term SOFR + 3.703%)	9.033%	7/15/25	1,800,000	1,746,819 (g)(h)
GS Mortgage Securities Corp. Trust, 2018- SRP5 C (1 mo. Term SOFR + 4.297%)	9.626%	9/15/31	511,828	101,537 (g)(h)
GS Mortgage Securities Corp. Trust, 2024- 70P E	9.263%	3/10/41	1,000,000	1,007,429 (g)(h)
GS Mortgage Securities Trust, 2015-GC28, D	4.449%	2/10/48	500,000	459,508 (g)(h)
GS Mortgage Securities Trust, 2015-GC30 D	3.384%	5/10/50	1,630,000	1,361,562
GS Mortgage Securities Trust, 2015-GC32 D	3.345%	7/10/48	1,500,000	1,358,020
Hawaii Hotel Trust, 2019-MAUI F (1 mo. Term SOFR + 3.047%)	8.376%	5/15/38	1,570,000	1,564,448 (g)(h)
HIT Trust, 2022-HI32 G (1 mo. Term SOFR + 7.228%)	12.556%	7/15/24	969,139	967,878 (g)(h)
Home RE Ltd., 2023-1 M2 (30 Day Average SOFR + 6.000%)	11.335%	10/25/33	500,000	542,912 (g)(h)
JPMorgan Chase Commercial Mortgage Securities Trust, 2015-JP1 D	4.379%	1/15/49	1,500,000	1,216,914 (h)
JPMorgan Chase Commercial Mortgage Securities Trust, 2017-FL11 E (PRIME + 0.964%)	9.464%	10/15/32	82,765	82,459 (g)(h)

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|15

Consolidated schedule of investments (unaudited) (cont’d)

June 30, 2024

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value

Collateralized Mortgage Obligations(f) — continued
JPMorgan Chase Commercial Mortgage Securities Trust, 2020-MKST G (1 mo. Term SOFR + 4.864%)	10.193%	12/15/36	$175,000	$3,638 (g)(h)
JPMorgan Chase Commercial Mortgage Securities Trust, 2020-MKST H (1 mo. Term SOFR + 7.364%)	12.693%	12/15/36	175,000	858 (g)(h)
JPMorgan Chase Commercial Mortgage Securities Trust, 2021-HTL5 F (1 mo. Term SOFR + 4.379%)	9.708%	11/15/38	500,000	489,511 (g)(h)
JPMorgan Chase Commercial Mortgage Securities Trust, 2021-NYMZ M (1 mo. Term SOFR + 7.364%)	12.943%	6/15/26	500,000	403,039 (g)(h)
LHOME Mortgage Trust, 2024-RTL1 A2	9.165%	1/25/29	650,000	648,722 (g)
LHOME Mortgage Trust, 2024-RTL3 A2	8.373%	5/25/29	780,000	781,448 (g)
Med Trust, 2021-MDLN G (1 mo. Term SOFR + 5.364%)	10.693%	11/15/38	1,890,925	1,895,374 (g)(h)
MIC Trust, 2023-MIC A	8.732%	12/5/38	1,000,000	1,076,074 (g)(h)
MIC Trust, 2023-MIC B	9.863%	12/5/38	500,000	535,312 (g)(h)
Morgan Stanley Capital Trust, 2016-BNK2 B	3.485%	11/15/49	500,000	414,036
MSWF Commercial Mortgage Trust, 2023-2 D	4.000%	12/15/56	950,000	716,139 (g)
MTN Commercial Mortgage Trust, 2022- LPFL F (1 mo. Term SOFR + 5.285%)	10.615%	3/15/39	500,000	475,849 (g)(h)
Natixis Commercial Mortgage Securities Trust, 2022-JERI G (1 mo. Term SOFR + 7.458%)	12.787%	1/15/39	3,000,000	2,269,677 (g)(h)
Natixis Commercial Mortgage Securities Trust, 2022-RRI E (1 mo. Term SOFR + 5.193%)	10.522%	3/15/35	1,500,000	1,501,694 (g)(h)
NCMF Trust, 2022-MFP G (1 mo. Term SOFR + 5.128%)	10.457%	3/15/39	2,000,000	1,934,000 (g)(h)
New Residential Mortgage Loan Trust, 2022- NQM4 A3	5.000%	6/25/62	834,977	790,480 (g)
NYMT Loan Trust, 2022-SP1 A1, Step bond (5.250% to 7/1/25, 8.250% to 7/1/26 then 9.250%)	5.250%	7/25/62	849,851	868,151 (g)
NYMT Loan Trust, 2024-BPL1 A2	8.617%	2/25/29	530,000	530,085 (g)
OBX Trust, 2021-NQM2 A3	1.563%	5/25/61	102,138	80,832 (g)(h)
OBX Trust, 2022-NQM1 A2	3.001%	11/25/61	750,000	554,317 (g)(h)
OBX Trust, 2022-NQM7 A3	5.700%	8/25/62	500,241	494,457 (g)

See Notes to Consolidated Financial Statements.

16|

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value

Collateralized Mortgage Obligations(f) — continued
PMT Credit Risk Transfer Trust, 2019-2R A (1 mo. Term SOFR + 3.864%)	9.210%	5/30/25	$226,214	$226,502 (g)(h)
PMT Credit Risk Transfer Trust, 2019-3R A (30 Day Average SOFR + 3.814%)	9.149%	11/27/31	136,210	136,301 (g)(h)
PRKCM Trust, 2023-AFC1 A3	7.304%	2/25/58	349,192	344,960 (g)
PRKCM Trust, 2023-AFC1 M1	7.555%	2/25/58	430,000	422,448 (g)(h)
PRKCM Trust, 2023-AFC3 A3	7.088%	9/25/58	853,835	857,933 (g)
PRKCM Trust, 2024-AFC1 A2	6.636%	3/25/59	1,175,299	1,179,317 (g)
PRKCM Trust, 2024-AFC1 B2	8.500%	3/25/59	550,000	539,813 (g)(h)
RIAL Issuer Ltd., 2022-FL8 E (1 mo. Term SOFR + 5.500%)	10.829%	1/19/37	500,000	473,476 (g)(h)
Saluda Grade Alternative Mortgage Trust, 2024-RTL4 A2	7.500%	2/25/30	580,000	554,490 (g)
Saluda Grade Alternative Mortgage Trust, 2024-RTL5 A1	7.762%	4/25/30	560,000	564,608 (g)
SMR Mortgage Trust, 2022-IND G (1 mo. Term SOFR + 7.500%)	12.829%	2/15/39	556,635	473,346 (g)(h)
SMRT, 2022-MINI E (1 mo. Term SOFR + 2.700%)	8.029%	1/15/39	1,650,000	1,614,436 (g)(h)
Toorak Mortgage Trust, 2024-RRTL1 B1	10.332%	2/25/39	300,000	292,879 (g)(h)
Toorak Mortgage Trust, 2024-RRTL1 B2	10.332%	2/25/39	240,000	232,287 (g)(h)
UBS Commercial Mortgage Trust, 2018-C15 C	5.311%	12/15/51	650,000	583,416 (h)
Verus Securitization Trust, 2020-2 B1	5.360%	5/25/60	750,000	716,857 (g)(h)
Verus Securitization Trust, 2020-5 B1	3.707%	5/25/65	500,000	437,508 (g)(h)
Verus Securitization Trust, 2024-4 B1	7.643%	6/25/69	240,000	239,962 (g)(h)
Verus Securitization Trust, 2024-4 B2	8.066%	6/25/69	320,000	312,138 (g)(h)
Verus Securitization Trust, 2024-INV1 A3	6.470%	3/25/69	971,986	970,958 (g)
WB Commercial Mortgage Trust, 2024-HQ A	6.134%	3/15/40	1,000,000	1,000,324 (g)(h)
Wells Fargo Commercial Mortgage Trust, 2015-C28 D	4.216%	5/15/48	1,500,000	1,215,822 (h)
Wells Fargo Commercial Mortgage Trust, 2017-C42 D	2.800%	12/15/50	1,500,000	1,067,938 (g)(h)
Wells Fargo Commercial Mortgage Trust, 2022-JS2 G	3.569%	12/15/39	750,000	502,515 (g)(h)
Wells Fargo Commercial Mortgage Trust, 2022-ONL F	5.092%	12/15/39	500,000	394,125 (g)(h)

Total Collateralized Mortgage Obligations (Cost — $87,723,774)				88,383,683

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|17

Consolidated schedule of investments (unaudited) (cont’d)

June 30, 2024

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate	Maturity Date	Face Amount	Value

Asset-Backed Securities — 0.8%
Argent Securities Inc., Asset-Backed Pass- Through Certificates, 2003-W3 M1 (1 mo. Term SOFR + 1.239%)	4.412%	9/25/33	$220,596	$198,063 (h)
Cascade MH Asset Trust, 2019-MH1 M	5.985%	11/25/44	300,000	280,834 (g)(h)
Cascade MH Asset Trust, 2021-MH1 B2	5.573%	2/25/46	500,000	427,875 (g)
Cascade MH Asset Trust, 2021-MH1 B3	7.711%	2/25/46	500,000	395,487 (g)(h)
FS Rialto Issuer LLC, 2022-FL5 E (1 mo. Term SOFR + 5.415%)	10.753%	6/19/37	650,000	622,558 (g)(h)
Home Partners of America Trust, 2021-2 F	3.799%	12/17/26	480,506	436,954 (g)
KREF Ltd., 2021-FL2 C (1 mo. Term SOFR + 2.114%)	7.443%	2/15/39	928,500	866,427 (g)(h)
MF1 LLC, 2022-FL10 E (1 mo. Term SOFR + 6.229%)	11.568%	9/17/37	1,500,000	1,496,820 (g)(h)
MF1 Ltd., 2020-FL4 A (1 mo. Term SOFR + 1.814%)	7.143%	11/15/35	305,599	305,508 (g)(h)
RAAC Trust, 2007-SP1 M3 (1 mo. Term SOFR + 1.614%)	6.960%	3/25/37	608,499	475,989 (h)
TRTX Issuer Ltd., 2022-FL5 E (1 mo. Term SOFR + 4.350%)	9.679%	2/15/39	500,000	452,059 (g)(h)

Total Asset-Backed Securities (Cost — $6,223,395)				5,958,574
Corporate Bonds & Notes — 0.2%
Consumer Discretionary — 0.0%††
Hotels, Restaurants & Leisure — 0.0%††
Full House Resorts Inc., Senior Secured Notes	8.250%	2/15/28	400,000	384,557 (g)

Real Estate — 0.2%
Hotel & Resort REITs — 0.1%
Service Properties Trust, Senior Secured Notes	8.625%	11/15/31	570,000	594,672 (g)
Real Estate Management & Development — 0.1%
Five Point Operating Co. LP/Five Point Capital Corp., Senior Notes, Step bond (10.500% to 11/15/24 then 11.000%)	10.500%	1/15/28	600,000	615,654 (g)

Total Real Estate				1,210,326
Total Corporate Bonds & Notes (Cost — $1,541,924)				1,594,883

See Notes to Consolidated Financial Statements.

18|

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Clarion Partners Real Estate Income Fund Inc.

(Percentages shown based on Fund net assets)

	Rate		Shares	Value
Preferred Stocks — 0.2%
Financials — 0.2%
Mortgage Real Estate Investment Trusts (REITs) — 0.2%
AGNC Investment Corp., Non Voting Shares (6.125% to 4/15/25 then 3 mo. USD LIBOR + 4.697%)	6.125%		32,040	$773,125 (h)
MFA Financial Inc., Non Voting Shares (6.500% to 3/31/25 then 3 mo. USD LIBOR + 5.345%)	6.500%		24,758	581,813 (h)

Total Preferred Stocks (Cost — $1,339,126)				1,354,938
		Maturity Date	Face Amount
Convertible Bonds & Notes — 0.2%
Financials — 0.2%
Mortgage Real Estate Investment Trusts (REITs) — 0.2%
PennyMac Corp., Senior Notes	5.500%	3/15/26	$380,000	363,394
Two Harbors Investment Corp., Senior Notes	6.250%	1/15/26	710,000	681,600

Total Convertible Bonds & Notes (Cost — $1,019,499)				1,044,994

Total Publicly-Traded Real Estate Securities (Cost — $97,847,718)				98,337,072
Total Investments before Short-Term Investments (Cost — $706,449,914)				708,431,657

Short-Term Investments — 3.3%
U.S. Treasury Bills — 1.0%
U.S. Treasury Bills (Cost — $7,497,151)	5.376%	10/3/24	$7,600,000	7,497,404 (i)
			Shares
Money Market Funds — 2.3%
Dreyfus Government Cash Management, Institutional Shares (Cost — $16,788,507)	5.201%		16,788,507	16,788,507 (j)

Total Short-Term Investments (Cost — $24,285,658)				24,285,911
Total Investments — 100.3% (Cost — $730,735,572)				732,717,568
Other Liabilities in Excess of Other Assets — (0.3)%				(2,328,072 )
Total Net Assets Applicable to Common Shareholders — 100.0%				$730,389,496

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|19

Consolidated schedule of investments (unaudited) (cont’d)

June 30, 2024

Clarion Partners Real Estate Income Fund Inc.

††	Represents less than 0.1%.
(a)	Investment is valued using significant unobservable inputs (Note 1).
(b)	Stated ownership % represents the Fund’s contractual ownership in the joint venture prior to the impact of promote structures.
(c)	In this instance, as defined in the Investment Company Act of 1940, an “Affiliated Company” represents Fund ownership of at least 5% of the outstanding voting securities of an issuer. At June 30, 2024, the total market value of investments in Affiliated Companies was $91,444,452 and the cost was $88,946,330 (Note 13).
(d)	Investment is fair valued in accordance with procedures approved by the Board of Directors (Note 1).
(e)	Floating rate investment. Interest rate disclosed is as of the most recent information available.
(f)	Collateralized mortgage obligations are secured by an underlying pool of mortgages or mortgage pass-through certificates that are structured to direct payments on underlying collateral to different series or classes of the obligations. The interest rate may change positively or inversely in relation to one or more interest rates, financial indices or other financial indicators and may be subject to an upper and/or lower limit.
(g)	Security is exempt from registration under Rule 144A of the Securities Act of 1933. This security may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. This security has been deemed liquid pursuant to guidelines approved by the Board of Directors.
(h)	Variable rate security. Interest rate disclosed is as of the most recent information available. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions. These securities do not indicate a reference rate and spread in their description above.
(i)	Rate shown represents yield-to-maturity.
(j)	Rate shown is one-day yield as of the end of the reporting period.

Abbreviation(s) used in this schedule:
CAS	—	Connecticut Avenue Securities
IO	—	Interest Only
LIBOR	—	London Interbank Offered Rate
REMIC	—	Real Estate Mortgage Investment Conduit
SOFR	—	Secured Overnight Financing Rate
USD	—	United States Dollar

At June 30, 2024, the Fund had the following open futures contracts:

	Number of Contracts	Expiration Date	Notional Amount	Market Value	Unrealized Depreciation
Contracts to Sell:
U.S. Treasury 5-Year Notes	8	9/24	$847,798	$852,625	$(4,827 )
U.S. Treasury 10-Year Notes	47	9/24	5,123,215	5,169,266	(46,051 )
Net unrealized depreciation on open futures contracts					$(50,878 )

See Notes to Consolidated Financial Statements.

20|

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Consolidated statement of assets and liabilities (unaudited)

June 30, 2024

Assets:
Investments, at value (Cost — $730,735,572)	$732,717,568
Cash	2,208,435
Interest and dividends receivable	1,762,462
Receivable for Fund shares sold	1,608,080
Deferred loan financing costs	148,372
Deposits with brokers for open futures contracts	141,656
Receivable from brokers — net variation margin on open futures contracts	13,359
Other receivables	2,896,793
Prepaid expenses	157,844
Total Assets	741,654,569
Liabilities:
Prepaid rent received	2,590,929
Distributions payable to Common Shareholders	2,542,622
Deferred origination fees	1,364,740
Real estate taxes and insurance payable	1,102,999
Tenant security deposits	973,725
Investment management fee payable	757,944
Interest and commitment fees payable	119,718
Service and/or distribution fees payable	94,433
Directors’ fees payable	10,919
Accrued expenses and accounts payable	1,707,044
Total Liabilities	11,265,073
Total Net Assets Applicable to Common Shareholders	$730,389,496
Net Assets Applicable to Common Shareholders:
Common stock par value (Note 11)	$62,376
Paid-in capital in excess of par value	706,636,203
Total distributable earnings (loss), net of income taxes	23,690,917
Total Net Assets Applicable to Common Shareholders	$730,389,496

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|21

Consolidated statement of operations (unaudited)

For the Six Months Ended June 30, 2024

Investment Income:
Rental income	$11,038,031
Interest – private real estate	9,728,008
Interest – real estate securities and other investments	4,141,006
Dividends from non-consolidated joint ventures and investments	2,921,431
Total Investment Income	27,828,476
Expenses: Fund Operating Expenses
Investment management fee (Note 2)	4,256,651
Service and/or distribution fees (Notes 2 and 9)	546,424
Transfer agent fees (Note 9)	441,873
Legal fees	210,993
Audit and tax fees	187,967
Commitment fees (Note 6)	153,019
Amortization of deferred loan financing costs	142,845
Interest expense (Note 6)	139,710
Directors’ fees	106,230
Fees recaptured by investment manager (Note 2)	82,385
Other fund operating expenses	291,594
Total Fund Operating Expenses	6,559,691
Private Real Estate Expenses
Real estate taxes and insurance	1,542,722
Real estate operating expenses	1,207,244
Real estate investment administration fees	273,552
Franchise taxes	50,236
Other private real estate expenses	161,753
Total Private Real Estate Expenses	3,235,507
Total Expenses	9,795,198
Net Expenses	9,795,198
Net Investment Income	18,033,278
Realized and Unrealized Gain (Loss) on Investments and Futures Contracts (Notes 1, 3 and 5):
Net Realized Gain (Loss) From:
Investment transactions	(1,357,073 )
Futures contracts	7,799
Net Realized Loss	(1,349,274 )

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|23

Consolidated statements of changes in net assets

For the Six Months Ended June 30, 2024 (unaudited) and the Year Ended December 31, 2023	2024	2023
Operations:
Net investment income, net of income taxes	$18,033,278	$26,738,041
Net realized gain (loss)	(1,349,274 )	118,783
Change in net unrealized appreciation (depreciation)	(1,100,860 )	(17,980,934 )
Increase in Net Assets Applicable to Common Shareholders From Operations	15,583,144	8,875,890
Distributions to Common Shareholders From (Notes 1 and 10):
Total distributable earnings	(22,835,666 )	(11,521,302 )
Return of capital	—	(25,117,544 )
Decrease in Net Assets From Distributions to Common Shareholders	(22,835,666 )	(36,638,846 )
Fund Share Transactions (Note 11):
Net proceeds from sale of shares	115,944,069 †	186,637,346 †
Reinvestment of distributions	8,008,849	10,679,292
Cost of shares repurchased through tender offer (Note 12)	(19,560,432 )	(34,079,571 )
Redemption fees (Note 1(j))	80,206	1,651
Cost of shares exchanged	(5,136,560 )	(22,202,849 )
Increase in Net Assets From Fund Share Transactions	99,336,132	141,035,869
Increase in Net Assets Applicable to Common Shareholders	92,083,610	113,272,913
Net Assets Applicable to Common Shareholders:
Beginning of period	638,305,886	525,032,973
End of period	$730,389,496	$638,305,886

†	Amount shown includes exchanges of $5,136,560 and $22,202,849, respectively (Note 11).

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|25

Consolidated statement of cash flows (unaudited)

For the Six Months Ended June 30, 2024

Increase (Decrease) in Cash:
Cash Flows from Operating Activities:
Net increase in net assets resulting from operations	$15,583,144
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided (used) by operating activities:
Purchases of real estate and portfolio securities	(71,106,273 )
Sales of portfolio securities	6,425,163
Net purchases, sales and maturities of short-term investments	(20,808,284 )
Net amortization of premium (accretion of discount)	(359,661 )
Amortization of deferred loan financing costs	142,845
Increase in interest and dividends receivable	(212,625 )
Decrease in prepaid expenses	248,656
Increase in other receivables	(492,624 )
Increase in receivable from brokers — net variation margin on open futures contracts	(13,359 )
Increase in investment management fee payable	76,395
Decrease in deferred origination fees	(294,831 )
Decrease in Directors’ fees payable	(1,391 )
Decrease in interest and commitment fees payable	(133,863 )
Increase in tenant security deposits	533
Decrease in accrued expenses and accounts payable	(549,671 )
Decrease in payable to brokers — net variation margin on open futures contracts	(688 )
Increase in service and/or distribution fees payable	7,921
Decrease in real estate taxes and insurance payable	(535,958 )
Increase in prepaid rent received	456,946
Net realized loss on investments	1,357,073
Change in net unrealized appreciation (depreciation) of investments	1,071,621
Net Cash Used in Operating Activities*	(69,138,931 )
Cash Flows from Financing Activities:
Distributions paid on common stock (net of distributions payable)	(14,675,677 )
Proceeds from loan facility borrowings	63,600,000
Repayment of loan facility borrowings	(70,600,000 )
Proceeds from sale of shares (net of receivable for Fund shares sold)	109,974,507
Loan financing costs paid	(48,220 )
Payment for shares repurchased through tender offer (net of redemption fees)	(19,480,226 )
Net Cash Provided by Financing Activities	68,770,384
Net Decrease in Cash and Restricted Cash	(368,547 )
Cash and restricted cash at beginning of period	2,718,638
Cash and restricted cash at end of period	$2,350,091

*	Included in operating expenses is $426,592 paid for interest and commitment fees on borrowings and $1,954,796 paid for taxes.

See Notes to Consolidated Financial Statements.

26|

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

The following table provides a reconciliation of cash and restricted cash reported within the Consolidated Statement of Assets and Liabilities that sums to the total of such amounts shown on the Consolidated Statement

of Cash Flows.

	June 30, 2024
Cash	$2,208,435
Restricted cash	141,656
Total cash and restricted cash shown in the Consolidated Statement of Cash Flows	$2,350,091

Restricted cash consists of cash that has been segregated to cover the Fund’s collateral or margin obligations under derivative contracts. These are separately reported on the Consolidated Statement of Assets and Liabilities

as Deposits with brokers.

Non-Cash Financing Activities:
Proceeds from reinvestment of distributions	$8,008,849

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|27

Consolidated financial highlights

For a share of each class of capital stock outstanding throughout each year ended December 31, unless otherwise noted:
Class I Shares1	20242	2023	2022	2021	2020	20193
Net asset value, beginning of period	$11.83	$12.38	$12.08	$10.18	$9.99	$10.00
Income (loss) from operations:
Net investment income, net of income taxes	0.32	0.58	0.61	0.59	0.61	0.16
Net realized and unrealized gain (loss)	(0.04 )	(0.35 )	0.34	1.88	0.08	0.01
Distributions paid to Series A Cumulative Preferred Stockholders from net investment income	—	—	(0.00 )4	(0.00 )4	(0.00 )4	—
Total income from operations	0.28	0.23	0.95	2.47	0.69	0.17
Less distributions to common shareholders from:
Net investment income	(0.40 )5	(0.24 )	(0.27 )	(0.24 )	(0.50 )	(0.18 )
Net realized gains	—	(0.00 )4	(0.00 )4	(0.01 )	—	—
Return of capital	—	(0.54 )	(0.38 )	(0.32 )	—	—
Total distributions to common shareholders	(0.40 )	(0.78 )	(0.65 )	(0.57 )	(0.50 )	(0.18 )
Net asset value, end of period	$11.71	$11.83	$12.38	$12.08	$10.18	$9.99
Total return6	2.41 %	1.88 %	7.83 %	25.04 %	7.22 %	1.69 %
Net assets applicable to common shareholders, end of period (000s)	$579,402	$503,584	$405,094	$145,940	$45,356	$21,386
Ratios to average net assets:
Gross expenses	2.69 %7	3.10 %	3.40 %8,9	6.06 %9,10	7.79 %9	15.08 %7
Net expenses11	2.69 7	3.10	2.15 8,9,12	4.71 9,10,12	2.39 9,12	2.57 7,12
Net investment income, net of income taxes	5.49 7	4.79	4.87 9	5.32 9,10	6.18 9	6.17 7
Portfolio turnover rate	1 %	4 %	1 %	16 %	8 %	2 %
Supplemental data:
Loan and Mortgage Note Payable, End of Period (000s)	—	$7,000	—	$52,700	$10,100	—
Asset Coverage Ratio for Loan and Mortgage Note Payable13	—	9,219 %	—	455 %	647 %	—
Asset Coverage, per $1,000 Principal Amount of Loan and Mortgage Note Payable13	—	$92,187	—	$4,553	$6,470	—
Weighted Average Loan and Mortgage Note Payable (000s)	$10,631	$25,672	$49,119	$30,296	$10,100	—
Weighted Average Interest Rate on Loan and Mortgage Note Payable	7.06 %	6.67 %	2.50 %	2.03 %	2.42 %	—
Series A Cumulative Preferred Stock at Liquidation Value, End of Period (000s)	—	—	—	$125	$125	—
Asset Coverage Ratio for Series A Cumulative Preferred Stock14	—	—	—	454 %	639 %	—
Asset Coverage, per $1,000 Liquidation Value per Share of Series A Cumulative Preferred Stock14	—	—	—	$4,543	$6,391	—

See Notes to Consolidated Financial Statements.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

1	Per share amounts have been calculated using the average shares method.
2	For the six months ended June 30, 2024 (unaudited).
3	For the period September 27, 2019 (inception date) to December 31, 2019.
4	Amount represents less than $0.005 or greater than $(0.005) per share.
5	The actual source of the Fund’s current fiscal year distributions may be from net investment income, realized capital gains, return of capital or a combination thereof. Shareholders will be informed of the tax characteristics of the distributions after the close of the fiscal year.
6	Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
7	Annualized.
8	Reflects recapture of fees waived and/or expenses reimbursed from prior fiscal years.
9	Calculated on the basis of average net assets of common stock shareholders. Ratios do not reflect the effect of dividend payments to Series A Cumulative Preferred Stockholders.
10	Ratios include the impact of other income and deferred tax expense. Refer to Notes 1 and 2.
11	As a result of an expense limitation arrangement, effective May 14, 2020, the ratio of total annual fund operating expenses, other than property management, acquisition, disposition expenses, any other expenses related to investments in real property, debt and real estate related securities, expenses related to borrowings or the issuance of preferred stock, interest, brokerage, tax, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class I shares did not exceed 1.75%. This expense limitation arrangement cannot be terminated prior to December 31, 2025 without the Board of Directors’ consent. In addition, the manager agreed to waive the Fund’s management fee from April 1, 2021 through December 31, 2022. Prior to May 14, 2020, expenses related to borrowings or the issuance of preferred stock were included in the expense limitation arrangement.
12	Reflects fee waivers and/or expense reimbursements.
13	Represents value of Fund net assets plus the loan, mortgage note payable (for the period May 12, 2020 through November 30, 2021) and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan and mortgage note payable outstanding, if any, at the end of the period.
14	Represents value of Fund net assets plus the loan, mortgage note payable and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan, mortgage note payable and Series A Cumulative Preferred Stock outstanding, if any, at the end of the period.

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Consolidated financial highlights (cont’d)

For a share of each class of capital stock outstanding throughout each year ended December 31, unless otherwise noted:
Class D Shares1	20242	2023	2022	2021	2020	20193
Net asset value, beginning of period	$11.82	$12.37	$12.07	$10.18	$9.99	$10.00
Income (loss) from operations:
Net investment income, net of income taxes	0.30	0.52	0.57	0.51	0.63	0.15
Net realized and unrealized gain (loss)	(0.03 )	(0.34 )	0.35	1.92	0.03	0.01
Distributions paid to Series A Cumulative Preferred Stockholders from net investment income	—	—	(0.00 )4	(0.00 )4	(0.00 )4	—
Total income from operations	0.27	0.18	0.92	2.43	0.66	0.16
Less distributions to common shareholders from:
Net investment income	(0.38 )5	(0.23 )	(0.25 )	(0.22 )	(0.47 )	(0.17 )
Net realized gains	—	(0.00 )4	(0.00 )4	(0.01 )	—	—
Return of capital	—	(0.50 )	(0.37 )	(0.31 )	—	—
Total distributions to common shareholders	(0.38 )	(0.73 )	(0.62 )	(0.54 )	(0.47 )	(0.17 )
Net asset value, end of period	$11.71	$11.82	$12.37	$12.07	$10.18	$9.99
Total return6	2.30 %	1.48 %	7.65 %	24.46 %	7.04 %	1.62 %
Net assets applicable to common shareholders, end of period (000s)	$20,325	$18,753	$25,232	$5,637	$74	$51
Ratios to average net assets:
Gross expenses	3.08 %7,8	3.58 %	3.90 %9	8.91 %9,10	28.35 %9	228.69 %7
Net expenses11	3.08 7,8	3.48 12	2.40 9,12	5.02 9,10,12	2.55 9,12	2.80 7,12
Net investment income, net of income taxes	5.09 7	4.30	4.58 9	4.48 9,10	6.28 9	5.94 7
Portfolio turnover rate	1 %	4 %	1 %	16 %	8 %	2 %
Supplemental data:
Loan and Mortgage Note Payable, End of Period (000s)	—	$7,000	—	$52,700	$10,100	—
Asset Coverage Ratio for Loan and Mortgage Note Payable13	—	9,219 %	—	455 %	647 %	—
Asset Coverage, per $1,000 Principal Amount of Loan and Mortgage Note Payable13	—	$92,187	—	$4,553	$6,470	—
Weighted Average Loan and Mortgage Note Payable (000s)	$10,631	$25,672	$49,119	$30,296	$10,100	—
Weighted Average Interest Rate on Loan and Mortgage Note Payable	7.06 %	6.67 %	2.50 %	2.03 %	2.42 %	—
Series A Cumulative Preferred Stock at Liquidation Value, End of Period (000s)	—	—	—	$125	$125	—
Asset Coverage Ratio for Series A Cumulative Preferred Stock14	—	—	—	454 %	639 %	—
Asset Coverage, per $1,000 Liquidation Value per Share of Series A Cumulative Preferred Stock14	—	—	—	$4,543	$6,391	—

See Notes to Consolidated Financial Statements.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

1	Per share amounts have been calculated using the average shares method.
2	For the six months ended June 30, 2024 (unaudited).
3	For the period September 27, 2019 (inception date) to December 31, 2019.
4	Amount represents less than $0.005 or greater than $(0.005) per share.
5	The actual source of the Fund’s current fiscal year distributions may be from net investment income, realized capital gains, return of capital or a combination thereof. Shareholders will be informed of the tax characteristics of the distributions after the close of the fiscal year.
6	Performance figures may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
7	Annualized.
8	Reflects recapture of fees waived and/or expenses reimbursed from prior fiscal years.
9	Calculated on the basis of average net assets of common stock shareholders. Ratios do not reflect the effect of dividend payments to Series A Cumulative Preferred Stockholders.
10	Ratios include the impact of other income and deferred tax expense. Refer to Notes 1 and 2.
11	As a result of an expense limitation arrangement, effective May 14, 2020, the ratio of total annual fund operating expenses, other than property management, acquisition, disposition expenses, any other expenses related to investments in real property, debt and real estate related securities, expenses related to borrowings or the issuance of preferred stock, interest, brokerage, tax, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class D shares did not exceed 2.00%. This expense limitation arrangement cannot be terminated prior to December 31, 2025 without the Board of Directors’ consent. In addition, the manager agreed to waive the Fund’s management fee from April 1, 2021 through December 31, 2022. Prior to May 14, 2020, expenses related to borrowings or the issuance of preferred stock were included in the expense limitation arrangement.
12	Reflects fee waivers and/or expense reimbursements.
13	Represents value of Fund net assets plus the loan, mortgage note payable (for the period May 12, 2020 through November 30, 2021) and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan and mortgage note payable outstanding, if any, at the end of the period.
14	Represents value of Fund net assets plus the loan, mortgage note payable and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan, mortgage note payable and Series A Cumulative Preferred Stock outstanding, if any, at the end of the period.

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Consolidated financial highlights (cont’d)

For a share of each class of capital stock outstanding throughout each year ended December 31, unless otherwise noted:
Class S Shares1	20242	2023	2022	2021	2020	20193
Net asset value, beginning of period	$11.82	$12.39	$12.09	$10.19	$9.99	$10.00
Income (loss) from operations:
Net investment income, net of income taxes	0.27	0.51	0.47	0.51	0.54	0.14
Net realized and unrealized gain (loss)	(0.03 )	(0.41 )	0.37	1.86	0.07	0.01
Distributions paid to Series A Cumulative Preferred Stockholders from net investment income	—	—	(0.00 )4	(0.00 )4	(0.00 )4	—
Total income from operations	0.24	0.10	0.84	2.37	0.61	0.15
Less distributions to common shareholders from:
Net investment income	(0.35 )5	(0.21 )	(0.23 )	(0.20 )	(0.41 )	(0.16 )
Net realized gains	—	(0.00 )4	(0.00 )4	(0.01 )	—	—
Return of capital	—	(0.46 )	(0.31 )	(0.26 )	—	—
Total distributions to common shareholders	(0.35 )	(0.67 )	(0.54 )	(0.47 )	(0.41 )	(0.16 )
Net asset value, end of period	$11.71	$11.82	$12.39	$12.09	$10.19	$9.99
Total return6	2.03 %	0.82 %	6.97 %	23.86 %	6.36 %	1.47 %
Net assets applicable to common shareholders, end of period (000s)	$18,436	$8,490	$65	$63	$53	$51
Ratios to average net assets:
Gross expenses	3.67 %7,8	4.11 %	28.21 %9	51.72 %9,10	57.33 %9	260.63 %7
Net expenses11	3.67 7,8	4.02 12	3.11 9,12	5.53 9,10,12	3.21 9,12	3.39 7,12
Net investment income, net of income taxes	4.53 7	4.34	3.72 9	4.66 9,10	5.46 9	5.34 7
Portfolio turnover rate	1 %	4 %	1 %	16 %	8 %	2 %
Supplemental data:
Loan and Mortgage Note Payable, End of Period (000s)	—	$7,000	—	$52,700	$10,100	—
Asset Coverage Ratio for Loan and Mortgage Note Payable13	—	9,219 %	—	455 %	647 %	—
Asset Coverage, per $1,000 Principal Amount of Loan and Mortgage Note Payable13	—	$92,187	—	$4,553	$6,470	—
Weighted Average Loan and Mortgage Note Payable (000s)	$10,631	$25,672	$49,119	$30,296	$10,100	—
Weighted Average Interest Rate on Loan and Mortgage Note Payable	7.06 %	6.67 %	2.50 %	2.03 %	2.42 %	—
Series A Cumulative Preferred Stock at Liquidation Value, End of Period (000s)	—	—	—	$125	$125	—
Asset Coverage Ratio for Series A Cumulative Preferred Stock14	—	—	—	454 %	639 %	—
Asset Coverage, per $1,000 Liquidation Value per Share of Series A Cumulative Preferred Stock14	—	—	—	$4,543	$6,391	—

See Notes to Consolidated Financial Statements.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

1	Per share amounts have been calculated using the average shares method.
2	For the six months ended June 30, 2024 (unaudited).
3	For the period September 27, 2019 (inception date) to December 31, 2019.
4	Amount represents less than $0.005 or greater than $(0.005) per share.
5	The actual source of the Fund’s current fiscal year distributions may be from net investment income, realized capital gains, return of capital or a combination thereof. Shareholders will be informed of the tax characteristics of the distributions after the close of the fiscal year.
6	Performance figures, exclusive of sales charges that were in effect prior to June 23, 2023, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
7	Annualized.
8	Reflects recapture of fees waived and/or expenses reimbursed from prior fiscal years.
9	Calculated on the basis of average net assets of common stock shareholders. Ratios do not reflect the effect of dividend payments to Series A Cumulative Preferred Stockholders.
10	Ratios include the impact of other income and deferred tax expense. Refer to Notes 1 and 2.
11	As a result of an expense limitation arrangement, effective May 14, 2020, the ratio of total annual fund operating expenses, other than property management, acquisition, disposition expenses, any other expenses related to investments in real property, debt and real estate related securities, expenses related to borrowings or the issuance of preferred stock, interest, brokerage, tax, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class S shares did not exceed 2.60%. This expense limitation arrangement cannot be terminated prior to December 31, 2025 without the Board of Directors’ consent. In addition, the manager agreed to waive the Fund’s management fee from April 1, 2021 through December 31, 2022. Prior to May 14, 2020, expenses related to borrowings or the issuance of preferred stock were included in the expense limitation arrangement.
12	Reflects fee waivers and/or expense reimbursements.
13	Represents value of Fund net assets plus the loan, mortgage note payable (for the period May 12, 2020 through November 30, 2021) and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan and mortgage note payable outstanding, if any, at the end of the period.
14	Represents value of Fund net assets plus the loan, mortgage note payable and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan, mortgage note payable and Series A Cumulative Preferred Stock outstanding, if any, at the end of the period.

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Consolidated financial highlights (cont’d)

For a share of each class of capital stock outstanding throughout each year ended December 31, unless otherwise noted:
Class T Shares1	20242	2023	2022	2021	2020	20193
Net asset value, beginning of period	$11.81	$12.36	$12.07	$10.18	$9.99	$10.00
Income (loss) from operations:
Net investment income, net of income taxes	0.26	0.46	0.50	0.49	0.49	0.14
Net realized and unrealized gain (loss)	(0.04 )	(0.35 )	0.33	1.88	0.14	0.01
Distributions paid to Series A Cumulative Preferred Stockholders from net investment income	—	—	(0.00 )4	(0.00 )4	(0.00 )4	—
Total income from operations	0.22	0.11	0.83	2.37	0.63	0.15
Less distributions to common shareholders from:
Net investment income	(0.34 )5	(0.21 )	(0.22 )	(0.20 )	(0.44 )	(0.16 )
Net realized gains	—	(0.00 )4	(0.00 )4	(0.01 )	—	—
Return of capital	—	(0.45 )	(0.32 )	(0.27 )	—	—
Total distributions to common shareholders	(0.34 )	(0.66 )	(0.54 )	(0.48 )	(0.44 )	(0.16 )
Net asset value, end of period	$11.69	$11.81	$12.36	$12.07	$10.18	$9.99
Total return6	1.91 %	0.90 %	6.95 %	23.97 %	6.41 %	1.47 %
Net assets applicable to common shareholders, end of period (000s)	$112,227	$107,478	$94,642	$35,493	$9,642	$51
Ratios to average net assets:
Gross expenses	3.68 %7,8	4.08 %8	4.30 %9	7.52 %9,10	10.72 %9	260.63 %7
Net expenses11	3.68 7,8	4.08 8	3.04 9,12	5.56 9,10,12	3.43 9,12	3.39 7,12
Net investment income, net of income taxes	4.49 7	3.79	4.02 9	4.45 9,10	4.99 9	5.34 7
Portfolio turnover rate	1 %	4 %	1 %	16 %	8 %	2 %
Supplemental data:
Loan and Mortgage Note Payable, End of Period (000s)	—	$7,000	—	$52,700	$10,100	—
Asset Coverage Ratio for Loan and Mortgage Note Payable13	—	9,219 %	—	455 %	647 %	—
Asset Coverage, per $1,000 Principal Amount of Loan and Mortgage Note Payable13	—	$92,187	—	$4,553	$6,470	—
Weighted Average Loan and Mortgage Note Payable (000s)	$10,631	$25,672	$49,119	$30,296	$10,100	—
Weighted Average Interest Rate on Loan and Mortgage Note Payable	7.06 %	6.67 %	2.50 %	2.03 %	2.42 %	—
Series A Cumulative Preferred Stock at Liquidation Value, End of Period (000s)	—	—	—	$125	$125	—
Asset Coverage Ratio for Series A Cumulative Preferred Stock14	—	—	—	454 %	639 %	—
Asset Coverage, per $1,000 Liquidation Value per Share of Series A Cumulative Preferred Stock14	—	—	—	$4,543	$6,391	—

See Notes to Consolidated Financial Statements.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

1	Per share amounts have been calculated using the average shares method.
2	For the six months ended June 30, 2024 (unaudited).
3	For the period September 27, 2019 (inception date) to December 31, 2019.
4	Amount represents less than $0.005 or greater than $(0.005) per share.
5	The actual source of the Fund’s current fiscal year distributions may be from net investment income, realized capital gains, return of capital or a combination thereof. Shareholders will be informed of the tax characteristics of the distributions after the close of the fiscal year.
6	Performance figures, exclusive of sales charges and dealer manager fees, may reflect compensating balance arrangements, fee waivers and/or expense reimbursements. In the absence of compensating balance arrangements, fee waivers and/or expense reimbursements, the total return would have been lower. Past performance is no guarantee of future results. Total returns for periods of less than one year are not annualized.
7	Annualized.
8	Reflects recapture of fees waived and/or expenses reimbursed from prior fiscal years.
9	Calculated on the basis of average net assets of common stock shareholders. Ratios do not reflect the effect of dividend payments to Series A Cumulative Preferred Stockholders.
10	Ratios include the impact of other income and deferred tax expense. Refer to Notes 1 and 2.
11	As a result of an expense limitation arrangement, effective May 14, 2020, the ratio of total annual fund operating expenses, other than property management, acquisition, disposition expenses, any other expenses related to investments in real property, debt and real estate related securities, expenses related to borrowings or the issuance of preferred stock, interest, brokerage, tax, extraordinary expenses and acquired fund fees and expenses, to average net assets of Class T shares did not exceed 2.60%. This expense limitation arrangement cannot be terminated prior to December 31, 2025 without the Board of Directors’ consent. In addition, the manager agreed to waive the Fund’s management fee from April 1, 2021 through December 31, 2022. Prior to May 14, 2020, expenses related to borrowings or the issuance of preferred stock were included in the expense limitation arrangement.
12	Reflects fee waivers and/or expense reimbursements.
13	Represents value of Fund net assets plus the loan, mortgage note payable (for the period May 12, 2020 through November 30, 2021) and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan and mortgage note payable outstanding, if any, at the end of the period.
14	Represents value of Fund net assets plus the loan, mortgage note payable and Series A Cumulative Preferred Stock, if any, at the end of the period divided by the loan, mortgage note payable and Series A Cumulative Preferred Stock outstanding, if any, at the end of the period.

See Notes to Consolidated Financial Statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Notes to consolidated financial statements (unaudited)

1. Organization and significant accounting policies

Clarion Partners Real Estate Income Fund Inc. (the “Fund”) is a non-diversified, closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), that continuously offers its shares. The Fund is a Maryland corporation and has elected to be taxed as a real estate investment trust (a “REIT”) for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”). The Board of Directors authorized 400 million shares of $0.001 par value common stock. The Fund’s investment objective is to provide current income and long-term capital appreciation.

The Fund seeks to achieve its objective by investing primarily in a portfolio of private commercial real estate and publicly traded real estate securities.

Generally, all investments made by the Fund in private commercial real estate, including real property and investments in real estate loans, will be made through individual special purpose vehicles (“SPV”). Unless otherwise noted, each SPV is wholly-owned by the Fund and these financial statements are consolidated financial statements of the Fund and each SPV. All intercompany transactions have been eliminated in consolidation. Investments which are joint ventures, where no party has control, are not consolidated and are carried at fair value as disclosed below.

The Fund follows the accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946, Financial Services – Investment Companies (“ASC 946”). The following are significant accounting policies consistently followed by the Fund and are in conformity with U.S. generally accepted accounting principles (“GAAP”), including, but not limited to, ASC 946. Estimates and assumptions are required to be made regarding assets, liabilities and changes in net assets resulting from operations when financial statements are prepared. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ. Subsequent events have been evaluated through the date the financial statements were issued.

(a) Investment valuation. The Fund calculates its net asset value by subtracting liabilities (including accrued expenses or distributions) from the total assets of the Fund (the value of investments, plus cash or other assets, including interest and distributions accrued but not yet received). The Fund’s assets and liabilities are valued in accordance with GAAP using the principles set forth below.

Private commercial real estate

The fair values of private real estate lending investments are generally determined by discounting the future contractual cash flows to the present value using a current market interest rate. The market rate is determined by considering one or more of the following criteria as appropriate: (i) interest rates for loans of comparable quality and maturity, (ii) the value of the underlying collateral and (iii) the prevailing state of the debt markets. The

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

valuations of investments in real estate loans are prepared by independent external appraisers on a monthly basis. The significant unobservable inputs used in the fair value measurement of the Fund’s investment in real estate loans are the selection of certain credit spreads and the loan to value ratios.

The fair values of real estate investments are generally determined by considering the income, cost and sales comparison approaches of estimating property value. The income approach estimates an income stream for a property (typically 10 years) and discounts this income plus a reversion (presumed sale) into a present value at a risk adjusted rate. Yield rates and growth assumptions utilized in this approach are derived from market transactions as well as other financial and industry data. The cost approach estimates the replacement cost of the building less physical depreciation plus the land value. Generally, this approach provides a check on the value derived using the income approach. The sales comparison approach compares recent transactions to the appraised property. Adjustments are made for dissimilarities that typically provide a range of value. The discount rate and the exit capitalization rate are significant inputs to these valuations. These rates are based on the location, type and nature of each property, and current and anticipated market conditions.

Many factors are also considered in the determination of fair value including, but not limited to, the operating cash flows and financial performance of the properties, property types and geographic locations, the physical condition of the asset, prevailing market capitalization rates, prevailing market discount rates, general economic conditions, economic conditions specific to the market in which the assets are located, and any specific rights or terms associated with the investment. Because of the inherent uncertainties of valuation, the values reflected in the consolidated financial statements may materially differ from the values that would be determined by negotiations held between parties in a sale transaction.

The valuations of real estate investments are prepared by independent external appraisers. Limited scope, restricted appraisals are performed on a monthly basis and typically include a limited comparable sales analysis and a full discounted cash flow income approach. Annually, a full-scope, detailed appraisal report is completed and typically includes a market analysis, cost approach, sales comparison approach and an income approach containing a discounted cash flow analysis and direct capitalization method. The full-scope report is prepared by an additional third-party appraisal firm. Since appraisals consider the estimated effect of physical depreciation, historical cost depreciation and amortization on real estate related assets have been excluded from net investment income. Development costs and major renovations are capitalized as a component of cost, while routine maintenance and repairs are expensed as incurred.

Investments in non-consolidated joint ventures are stated at fair value. The Fund’s ownership interests are valued based on the Fund’s ownership interest in the underlying entities and the fair value of the underlying real estate, using the same techniques as described within this Note. Any other factors, such as ownership percentage, ownership

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

|37

Notes to consolidated financial statements (unaudited) (cont’d)

rights, buy/sell agreements, distribution provisions, and capital call obligations are also considered. Upon the disposition of all investments in joint ventures by an investee entity, the Fund will continue to state its equity in the remaining net assets of the investee entity during the wind down period, if any, that occurs prior to the dissolution of the investee entity.

Real estate securities and other investments

The valuations for fixed income securities (which may include, but are not limited to, corporate bonds, mortgage-backed and asset-back securities, and collateralized mortgage obligations) and certain derivative instruments are typically the prices supplied by independent third party pricing services, which may use market prices or broker/dealer quotations or a variety of valuation techniques and methodologies. The independent third party pricing services typically use inputs that are observable such as issuer details, interest rates, yield curves, prepayment speeds, credit risks/spreads, default rates and quoted prices for similar securities. Investments in open-end funds are valued at the closing net asset value per share of each fund on the day of valuation. Futures contracts are valued daily at the settlement price established by the board of trade or exchange on which they are traded. Equity securities for which market quotations are available are valued at the last reported sales price or official closing price on the primary market or exchange on which they trade. When the Fund holds securities or other assets that are denominated in a foreign currency, the Fund will normally use the currency exchange rates as of 4:00 p.m. (Eastern Time). If independent third party pricing services are unable to supply prices for a portfolio investment, or if the prices supplied are deemed by the manager to be unreliable, the market price may be determined by the manager using quotations from one or more broker/dealers or at the transaction price if the security has recently been purchased and no value has yet been obtained from a pricing service or pricing broker. When reliable prices are not readily available, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded, but before the Fund calculates its net asset value, the Fund values these securities as determined in accordance with procedures approved by the Fund’s Board of Directors.

Valuation oversight

Pursuant to policies adopted by the Board of Directors, the Fund’s manager has been designated as the valuation designee and is responsible for the oversight of the daily valuation process. The Fund’s manager is assisted by the Global Fund Valuation Committee (the “Valuation Committee”). The Valuation Committee is responsible for making fair value determinations, evaluating the effectiveness of the Fund’s pricing policies, and reporting to the Fund’s manager and the Board of Directors. When determining the reliability of third party pricing information for investments owned by the Fund, the Valuation Committee, among other things, conducts due diligence reviews of pricing vendors, monitors the daily change in prices and reviews transactions among market participants.

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer’s financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts’ research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.

For each portfolio investment that has been fair valued pursuant to the policies adopted by the Board of Directors, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such back testing monthly and fair valuation occurrences are reported to the Board of Directors quarterly.

The Fund uses valuation techniques to measure fair value that are consistent with the market approach and/or income approach, depending on the type of security and the particular circumstance. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable securities. The income approach uses valuation techniques to discount estimated future cash flows to present value.

GAAP establishes a disclosure hierarchy that categorizes the inputs to valuation techniques used to value assets and liabilities at measurement date. These inputs are summarized in the three broad levels listed below:

•

Level 1 — unadjusted quoted prices in active markets for identical investments

•

Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

•

Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

The inputs or methodologies used to value securities are not necessarily an indication of the risk associated with investing in those securities.

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Notes to consolidated financial statements (unaudited) (cont’d)

The following is a summary of the inputs used in valuing the Fund’s assets and liabilities carried at fair value:

ASSETS
Description	Quoted Prices (Level 1)	Other Significant Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Total
Long-Term Investments†:
Real Estate Investments	—	—	$325,800,000	$325,800,000
Investments in Non-Consolidated Joint Ventures	—	—	91,444,452	91,444,452
Investments in Real Estate Loans	—	—	149,022,555	149,022,555
Senior Lending	—	—	26,459,047	26,459,047
Preferred Equity	—	—	17,368,531	17,368,531
Collateralized Mortgage Obligations	—	$88,383,683	—	88,383,683
Asset-Backed Securities	—	5,958,574	—	5,958,574
Corporate Bonds & Notes	—	1,594,883	—	1,594,883
Preferred Stocks	$1,354,938	—	—	1,354,938
Convertible Bonds & Notes	—	1,044,994	—	1,044,994
Total Long-Term Investments	1,354,938	96,982,134	610,094,585	708,431,657
Short-Term Investments†:
U.S. Treasury Bills	—	7,497,404	—	7,497,404
Money Market Funds	16,788,507	—	—	16,788,507
Total Short-Term Investments	16,788,507	7,497,404	—	24,285,911
Total Investments	$18,143,445	$104,479,538	$610,094,585	$732,717,568
LIABILITIES
Description	Quoted Prices (Level 1)	Other Significant Observable Inputs (Level 2)	Significant Unobservable Inputs (Level 3)	Total
Other Financial Instruments:
Futures Contracts††	$50,878	—	—	$50,878

†	See Consolidated Schedule of Investments for additional detailed categorizations.
††	Reflects the unrealized appreciation (depreciation) of the instruments.

The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

Investments	Balance as of December 31, 2023	Accrued premiums/ discounts	Realized gain (loss)	Change in unrealized appreciation (depreciation)1	Purchases
Real Estate Investments	$326,098,899	—	—	$(1,120,600)	$821,701

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

Investments	Balance as of December 31, 2023	Accrued premiums/ discounts	Realized gain (loss)	Change in unrealized appreciation (depreciation)1	Purchases
Investments in Non- Consolidated Joint Ventures	$73,859,696	—	—	$(3,955,368)	$21,540,124
Investments in Real Estate Loans	147,377,110	—	—	(104,938)	1,750,383
Senior Lending	5,728,125	—	—	—	20,730,922
Preferred Equity	16,885,511	—	—	—	483,020
Total	$569,949,341	—	—	$(5,180,906)	$45,326,150

Investments (cont’d)	Sales	Transfers into Level 3	Transfers out of Level 3	Balance as of June 30, 2024	Net change in unrealized appreciation (depreciation) for investments still held at June 30, 20241
Real Estate Investments	—	—	—	$325,800,000	$(1,120,600)
Investments in Non- Consolidated Joint Ventures	—	—	—	91,444,452	(3,955,368)
Investments in Real Estate Loans	—	—	—	149,022,555	(104,938)
Senior Lending	—	—	—	26,459,047	—
Preferred Equity	—	—	—	17,368,531	—
Total	—	—	—	$610,094,585	$(5,180,906)

This amount is included in the change in net unrealized appreciation (depreciation) in the accompanying

Consolidated Statement of Operations. Change in unrealized appreciation (depreciation) includes net unrealized

appreciation (depreciation) resulting from changes in investment values during the reporting period and the

reversal of previously recorded unrealized appreciation (depreciation) when gains or losses are realized.

The following table summarizes the valuation techniques used and unobservable inputs approved by the Valuation Committee to determine the fair value of certain material Level 3 investments. The table does not include Level 3 investments with values derived utilizing

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Notes to consolidated financial statements (unaudited) (cont’d)

prices from prior transactions or third party pricing information without adjustment (e.g., broker quotes, pricing services, net asset values).

	Fair Value at 6/30/24 (000’s)*	Valuation Technique(s)	Unobservable Input(s)	Value/Range	Impact to Valuation from an Increase in Input**
Real Estate Investments:
Industrial	$154,900	Discounted cash flow	Discount rate Exit capitalization rate	6.50% to 8.00% 5.25% to 6.50%	Decrease Decrease
Life Science	$18,500	Discounted cash flow	Discount rate Exit capitalization rate	7.00% 5.50%	Decrease Decrease
Mixed-Use	$35,500	Discounted cash flow	Discount rate Exit capitalization rate	7.25% 6.25%	Decrease Decrease
Office	$44,900	Discounted cash flow	Discount rate Exit capitalization rate	7.50% 6.50%	Decrease Decrease
Residential	$72,000	Discounted cash flow	Discount rate Exit capitalization rate	7.00% 5.50%	Decrease Decrease
Investments in Non-Consolidated Joint Ventures:
Industrial	$21,254	Discounted cash flow	Discount rate Exit capitalization rate	6.75% 4.75%	Decrease Decrease
Life Science	$16,925	Discounted cash flow	Discount rate Exit capitalization rate	7.75% 7.00%	Decrease Decrease
Residential	$34,768	Discounted cash flow	Discount rate Exit capitalization rate	7.00% 5.50%	Decrease Decrease
Investments in Real Estate Loans:
Mixed-Use	$18,000	Yield Method	Credit spread Loan to value ratio	7.28% 82.98%	Decrease Decrease
Office	$14,000	Yield Method	Loan to value ratio	88.79%	Decrease
Residential	$86,023	Yield Method	Credit spread Loan to value ratio	6.00% 49.04% to 80.78%	Decrease Decrease
Retail	$31,000	Yield Method	Credit spread Loan to value ratio	8.75% 83.87%	Decrease Decrease
Senior Lending:
Industrial	$26,459	Yield Method	Loan to value ratio	20.13% to 42.07%	Decrease
Preferred Equity:
Residential	$17,369	Yield Method	Credit spread Loan to value ratio	7.00% 75.26% to 82.64%	Decrease Decrease

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

* Investments in underlying real estate held by non-consolidated joint ventures of $18,497,111 are fair valued at cost as

of June 30, 2024, in accordance with procedures approved by the Board of Directors and are not included in the table

above.

** This column represents the directional change in the fair value of the Level 3 investments that would result in an

increase from the corresponding unobservable input. A decrease to the unobservable input would have the opposite

effect. Significant increases and decreases in these unobservable inputs in isolation could result in significantly higher or

lower fair value measurements.

(b) Private commercial real estate. The Fund’s investments in private commercial real estate (“CRE”) may include whole or partial interests in real properties, mortgage debt, mezzanine debt and preferred equity. The investments typically depend on the generation of cash flows, such as mortgage interest and rental and lease payments. Changes in broad market and economic conditions such as prevailing interest rates, as well as property specific delinquencies, fluctuations in underlying property values, and lease defaults may all impact the valuation of these investments.

(c) Futures contracts. The Fund uses futures contracts generally to gain exposure to, or hedge against, changes in interest rates or gain exposure to, or hedge against, changes in certain asset classes. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.

Upon entering into a futures contract, the Fund is required to deposit cash or securities with a broker in an amount equal to a certain percentage of the contract amount. This is known as the ‘‘initial margin’’ and subsequent payments (‘‘variation margin’’) are made or received by the Fund each day, depending on the daily fluctuation in the value of the contract. For certain futures, including foreign denominated futures, variation margin is not settled daily, but is recorded as a net variation margin payable or receivable. The daily changes in contract value are recorded as unrealized appreciation or depreciation in the Consolidated Statement of Operations and the Fund recognizes a realized gain or loss when the contract is closed.

Futures contracts involve, to varying degrees, risk of loss in excess of the amounts reflected in the financial statements. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market.

(d) Cash flow information. The Fund invests in securities and distributes dividends from net investment income and net realized gains, which are paid in cash and may be reinvested at the discretion of shareholders. These activities are reported in the Consolidated Statements of Changes in Net Assets and additional information on cash receipts and cash payments is presented in the Consolidated Statement of Cash Flows.

(e) Credit and market risk. Investments in securities that are collateralized by real estate mortgages are subject to certain credit and liquidity risks. When market conditions result in an increase in default rates of the underlying mortgages and the foreclosure values of underlying real estate properties are materially below the outstanding amount of these

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Notes to consolidated financial statements (unaudited) (cont’d)

underlying mortgages, collection of the full amount of accrued interest and principal on these investments may be doubtful. Such market conditions may significantly impair the value and liquidity of these investments and may result in a lack of correlation between their credit ratings and values.

(f) Foreign investment risks. The Fund’s investments in foreign securities may involve risks not present in domestic investments. Since securities may be denominated in foreign currencies, may require settlement in foreign currencies or may pay interest or dividends in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, all of which affect the market and/or credit risk of the investments.

(g) Counterparty risk and credit-risk-related contingent features of derivative instruments. The Fund may invest in certain securities or engage in other transactions where the Fund is exposed to counterparty credit risk in addition to broader market risks. The Fund may invest in securities of issuers, which may also be considered counterparties as trading partners in other transactions. This may increase the risk of loss in the event of default or bankruptcy by the counterparty or if the counterparty otherwise fails to meet its contractual obligations. The Fund’s subadviser attempts to mitigate counterparty risk by (i) periodically assessing the creditworthiness of its trading partners, (ii) monitoring and/or limiting the amount of its net exposure to each individual counterparty based on its assessment and (iii) requiring collateral from the counterparty for certain transactions. Market events and changes in overall economic conditions may impact the assessment of such counterparty risk by the subadviser. In addition, declines in the values of underlying collateral received may expose the Fund to increased risk of loss.

With exchange traded and centrally cleared derivatives, there is less counterparty risk to the Fund since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, the credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, the Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default of the clearing broker or clearinghouse.

The Fund has entered into master agreements, such as an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement, with certain of its derivative counterparties that govern over-the-counter (“OTC”) derivatives and provide for general obligations, representations, agreements, collateral posting terms, netting provisions in the event of default or termination and credit related contingent features. The credit related contingent features include, but are not limited to, a percentage decrease in the Fund’s net assets or net asset value per share over a specified

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

period of time. If these credit related contingent features were triggered, the derivatives counterparty could terminate the positions and demand payment or require additional collateral.

Under an ISDA Master Agreement, the Fund may, under certain circumstances, offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment. However, absent an event of default by the counterparty or a termination of the agreement, the terms of the ISDA Master Agreements do not result in an offset of reported amounts of financial assets and financial liabilities in the Consolidated Statement of Assets and Liabilities across transactions between the Fund and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction.

Collateral requirements differ by type of derivative. Collateral or margin requirements are set by the broker or exchange clearinghouse for exchange traded derivatives while collateral terms are contract specific for OTC traded derivatives. Cash collateral that has been pledged to cover obligations of the Fund under derivative contracts, if any, will be reported separately in the Consolidated Statement of Assets and Liabilities. Securities pledged as collateral, if any, for the same purpose are noted in the Consolidated Schedule of Investments.

As of June 30, 2024, the Fund did not have any open OTC derivative transactions.

(h) Security transactions and investment income. Investment transactions are accounted for on a trade date basis or the date the Fund obtains a right to the investment or to collect the proceeds from sale or incurs an obligation to the price of the investment purchased. Interest income (including interest income from payment-in-kind securities) is recorded on the accrual basis. Amortization of premiums and accretion of discounts on debt securities are recorded to interest income over the lives of the respective securities, except for premiums on certain callable debt securities, which are amortized to the earliest call date. Rental income, including tenant reimbursements and recovery charges, earned from real estate investments is recognized on an accrual basis in accordance with the terms of the underlying lease agreement. Origination fees received in connection with CRE investments are deferred and recognized as income over the life of each respective investment. The cost of investments sold is determined by use of the specific identification method. To the extent any issuer defaults or a credit event occurs that impacts the issuer, the Fund may halt any additional interest income accruals and consider the realizability of interest accrued up to the date of default or credit event.

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Notes to consolidated financial statements (unaudited) (cont’d)

Future minimum rents expected to be received from tenants under noncancellable leases as of June 30, 2024 are as follows:

2024	$11,181,003
2025	19,239,818
2026	18,479,604
2027	16,607,429
2028	15,516,395
Thereafter	27,180,445
Total	$108,204,694

(i) Distributions to shareholders. Distributions from net investment income of the Fund, if any, are declared and paid on a monthly basis. The actual source of the Fund’s current fiscal year distributions may be from net investment income, return of capital or a combination of both. Shareholders will be informed of the tax characteristics of the distributions after the close of the 2024 fiscal year. Distributions of net realized gains, if any, are declared annually. Distributions to shareholders of the Fund are recorded on the ex-dividend date and are determined in accordance with income tax regulations, which may differ from GAAP. For tax purposes, a distribution that for purposes of GAAP is composed of return of capital and net investment income may be subsequently re-characterized to also include capital gains.

Distributions to holders of Series A Cumulative Preferred Stock, if any, are accrued daily and paid semi-annually and are determined as described in Note 7. For tax purposes, the payments made to the holders of the Fund’s Series A Cumulative Preferred Stock are treated as dividends or distributions.

(j) Redemption fees. Common stock shares redeemed prior to 12 months from the original issue date are subject to a 2% early redemption fee. Shares acquired through dividend reinvestment are not subject to the redemption fee. The redemption fee is accounted for as an addition to paid-in capital.

(k) Share class accounting. Investment income, common expenses and realized/unrealized gains (losses) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that share class.

(l) Compensating balance arrangements. The Fund has an arrangement with its custodian bank whereby a portion of the custodian’s fees is paid indirectly by credits earned on the Fund’s cash on deposit with the bank.

(m) Federal and other taxes. The Fund has elected to be taxed as a REIT. The Fund’s qualification and taxation as a REIT depend upon the Fund’s ability to meet on a continuing basis, through actual operating results, certain qualification tests set forth in the U.S. federal tax laws. Those qualification tests involve the percentage of income that the Fund earns

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

from specified sources, the percentage of the Fund’s assets that falls within specified categories, the diversity of the ownership of the Fund’s shares, and the percentage of the Fund’s taxable income that the Fund distributes. No assurance can be given that the Fund will in fact satisfy such requirements for any taxable year. If the Fund qualifies as a REIT, the Fund generally will be allowed to deduct dividends paid to shareholders and, as a result, the Fund generally will not be subject to U.S. federal income tax on that portion of the Fund’s ordinary income and net capital gain that the Fund annually distributes to shareholders, as long as the Fund meets the minimum distribution requirements under the Code. The Fund intends to make distributions to shareholders on a regular basis as necessary to avoid material U.S. federal income tax and to comply with the REIT distribution requirements.

Due to concentration of ownership in the Fund’s shares, the Fund could be deemed a captive real estate investment trust (“Captive REIT”) in certain states. As a result, the Fund could be subject to income tax in such states on the gains realized from the disposition of real estate investments if the Fund were deemed a Captive REIT at the time of disposition. The Fund was not considered a captive REIT for the taxable years beginning January 1, 2023, or January 1, 2024, and accordingly has not accrued any related deferred tax liability.

Management has analyzed the Fund’s tax positions taken on income tax returns for all open tax years and has concluded that as of December 31, 2023, no additional provision for income tax is required in the Fund’s financial statements. The Fund’s federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

(n) Reclassification. GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.

2. Investment management agreement and other transactions with affiliates

Franklin Templeton Fund Adviser, LLC (“FTFA”) is the Fund’s investment manager. Clarion Partners, LLC (“Clarion Partners”) is the Fund’s investment subadviser. Clarion Partners is a registered investment adviser and is responsible for the day-to-day portfolio management of the Fund subject to the supervision of the Fund’s Board of Directors and FTFA. For its services, the Fund pays FTFA a management fee, payable monthly, in an amount equal to 1.25% of the Fund’s average daily net assets. Clarion Partners receives an annual subadvisory fee, payable monthly, from FTFA in an amount equal to 70% of the management fee paid to FTFA, net of expense waivers and reimbursements. No subadvisory fee is paid by the Fund directly to Clarion Partners.

Western Asset Management Company, LLC (“Western Asset”) is the Fund’s securities subadviser. Western Asset, an affiliate of FTFA and Clarion Partners, is a registered investment adviser and has day-to-day responsibility for managing the portion of the Fund’s

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Notes to consolidated financial statements (unaudited) (cont’d)

securities investments allocated to it by Clarion Partners, including publicly traded real estate securities and investments in cash, cash equivalents and other short-term investments to facilitate liquidity for the quarterly repurchases of common stock. FTFA, and not the Fund, pays Western Asset a fee based on the assets of the Fund allocated to Western Asset by Clarion Partners.

FTFA and Western Asset are indirect, wholly-owned subsidiaries of Franklin Resources, Inc. (“Franklin Resources”) and Clarion Partners is an indirect, majority-owned subsidiary of Franklin Resources.

FTFA has agreed to waive fees and/or reimburse the expenses (including organizational and offering expenses, but excluding property management, acquisition, disposition expenses, any other expenses related to investments in real property, debt and real estate related securities, expenses related to borrowings or the issuance of preferred stock, interest, brokerage, tax, extraordinary expenses and acquired fund fees and expenses) to the extent necessary to ensure that the total annual fund operating expenses attributable to Class I shares, Class D shares, Class S shares and Class T shares did not exceed 1.75%, 2.00%, 2.60% and 2.60%, respectively, of the average net assets of that class per year. These arrangements cannot be terminated prior to December 31, 2025 without the consent of the Board of Directors of the Fund.

During the six months ended June 30, 2024, there were no fees waived and/or expenses reimbursed.

FTFA is permitted to recapture amounts waived and/or reimbursed to a class within three years after the fiscal year in which FTFA earned the fee or incurred the expense if the class’ total annual fund operating expenses have fallen to a level below the expense limitation (“expense cap”) in effect at the time the fees were earned or the expenses incurred. In no case will FTFA recapture any amount that would result, on any particular business day of the Fund, in the class’ total annual fund operating expenses exceeding the expense cap or any other lower limit then in effect.

Pursuant to these arrangements, at June 30, 2024, the Fund had remaining fee waivers and/or expense reimbursements subject to recapture by FTFA and respective dates of expiration as follows:

	Class I	Class D	Class S	Class T
Expires December 31, 2024	$165,794	$40,916	$14,463	$88,113
Expires December 31, 2025	—	36,709	15,569	9,087
Expires December 31, 2026	—	19,483	1,955	—
Expires December 31, 2027	—	—	—	—
Total fee waivers/expense reimbursements subject to recapture	$165,794	$97,108	$31,987	$97,200

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

For the six months ended June 30, 2024, fee waivers and/or expense reimbursements recaptured by FTFA were as follows:

	Class D	Class S	Class T
FTFA recaptured	$1,542	$11,294	$69,549

Franklin Distributors, LLC (“Franklin Distributors”) serves as the Fund’s principal underwriter and distributor of the common stock pursuant to a distribution agreement with the Fund. Franklin Distributors is an indirect, wholly-owned broker-dealer subsidiary of Franklin Resources.

There is a maximum initial sales charge of 3.00% and a dealer manager fee of 0.50% for Class T shares. Certain participating broker-dealers may offer Class T shares subject to a dealer manager fee of up to 1.50%, provided that the sum of the sales load and dealer manager fee will not exceed 3.50% of the total purchase price. These purchases do not incur an initial sales charge.

For the six months ended June 30, 2024, Franklin Distributors did not retain any sales charges.

All officers and one Director of the Fund are employees of Franklin Resources or its affiliates and do not receive compensation from the Fund.

As of June 30, 2024, Franklin Resources and its affiliates owned 38% of the Fund.

Franklin Resources and the Fund have entered an indemnification agreement (the “Agreement”) whereby Franklin Resources agrees to be solely responsible for and fully indemnify the Fund against any tax liability or obligation, which may arise at the disposition of any real estate investment, due to the Fund’s Captive REIT status and Franklin Resources’ ownership in the Fund. Such liability would be triggered only in certain states and only to the extent the Fund was considered a Captive REIT at the time of sale. The Fund may also be subject to other state income and franchise taxes; these taxes are not covered by, or indemnified against, under the Agreement. The Agreement is applicable to any period in which the Fund is considered a Captive REIT due to Franklin Resources’ ownership in the Fund.

3. Investments

During the six months ended June 30, 2024, the aggregate cost of purchases and proceeds from sales of investments (excluding short-term investments) and U.S. Government & Agency Obligations were as follows:

	Investments	U.S. Government & Agency Obligations
Purchases	$69,593,466	$1,512,807
Sales	5,270,207	1,154,956

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Notes to consolidated financial statements (unaudited) (cont’d)

At June 30, 2024, the aggregate cost of investments and the aggregate gross unrealized appreciation and depreciation of investments for federal income tax purposes were substantially as follows:

	Cost	Gross Unrealized Appreciation	Gross Unrealized Depreciation	Net Unrealized Appreciation (Depreciation)
Securities	$730,735,572	$19,934,720	$(17,952,724)	$1,981,996
Futures contracts	—	—	(50,878)	(50,878)

As of June 30, 2024, the Fund has made commitments totaling $59,272,517, of which $31,052,646 was unfunded at June 30, 2024.

4. Investments in non-consolidated joint ventures

In accordance with requirements under Regulation S-X Rules 3-09 and 4-08(g), the Fund evaluates its unconsolidated subsidiaries as significant subsidiaries under the rules and, accordingly, below is summary financial information for the Fund’s investments in non-consolidated joint ventures as of June 30, 2024. The Fund states its ownership interests in non-consolidated joint ventures at fair value.

Based on the requirements under Regulation S-X Rules 3-09 and 4-08(g), separate financial statements for Mosaic at Largo Station are included in the Fund’s annual report filing on Form N-CSR.

	456 Sullivan Avenue, South Windsor, CT	Fusion Life Science HQ, Carlsbad, CA	Gates at Marina, Marina, CA	Mosaic at Largo Station, Largo, MD	Total
Balance sheets (As of June 30, 2024):
Assets:
Real estate (total cost - $220,862,467)	$51,300,000	$54,200,000	$45,602,537	$73,400,000	$224,502,537
Cash	1,601,447	245,446	606,579	737,634	3,191,106
Derivatives	554,624	—	—	1,570,074	2,124,698
Other current assets	96,827	515,560	57,307	795,993	1,465,687
Total assets	53,552,898	54,961,006	46,266,423	76,503,701	231,284,028

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

	456 Sullivan Avenue, South Windsor, CT	Fusion Life Science HQ, Carlsbad, CA	Gates at Marina, Marina, CA	Mosaic at Largo Station, Largo, MD	Total
Balance sheets (As of June 30, 2024):
Liabilities and equity:
Mortgage notes payable, net	$30,975,733	$34,571,137	$24,510,670	$38,139,267	$128,196,807
Accrued expenses and accounts payable	204,341	168,289	593,243	578,294	1,544,167
Tenant security deposits	—	309,238	209,580	84,253	603,071
Other liabilities	—	—	19,432	26,932	46,364
Total liabilities	31,180,074	35,048,664	25,332,925	38,828,746	130,390,409
Equity	22,372,824	19,912,342	20,933,498	37,674,955	100,893,619
Total liabilities and equity	$53,552,898	$54,961,006	$46,266,423	$76,503,701	$231,284,028
Income statements (For the six months ended June 30, 2024):
Revenue	$1,830,062	$2,418,681	$856,180	$2,679,255	$7,784,178
Expenses	1,331,707	1,086,570	611,351	1,892,553	4,922,181
Unrealized loss - real estate	(900,000)	(1,216,145)	—	(1,426,769)	(3,542,914)
Unrealized loss - derivatives	(366,995)	—	—	(984,602)	(1,351,597)
Net income (loss)	$(768,640)	$115,966	$244,829	$(1,624,669)	$(2,032,514)

5. Derivative instruments and hedging activities

Below is a table, grouped by derivative type, that provides information about the fair value and the location of derivatives within the Consolidated Statement of Assets and Liabilities at June 30, 2024.

LIABILITY DERIVATIVES1
	Interest Rate Risk
Futures contracts2	$50,878

1	Generally, the balance sheet location for asset derivatives is receivables/net unrealized appreciation and for liability derivatives is payables/net unrealized depreciation.
2	Includes cumulative unrealized appreciation (depreciation) of futures contracts as reported in the Consolidated Schedule of Investments. Only net variation margin is reported within the receivables and/or payables on the Consolidated Statement of Assets and Liabilities.

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Notes to consolidated financial statements (unaudited) (cont’d)

The following tables provide information about the effect of derivatives and hedging activities on the Fund’s Consolidated Statement of Operations for the six months ended June 30, 2024. The first table provides additional detail about the amounts and sources of gains (losses) realized on derivatives during the period. The second table provides additional information about the change in net unrealized appreciation (depreciation) resulting from the Fund’s derivatives and hedging activities during the period.

AMOUNT OF NET REALIZED GAIN (LOSS) ON DERIVATIVES RECOGNIZED
	Interest Rate Risk
Futures contracts	$7,799

CHANGE IN NET UNREALIZED APPRECIATION (DEPRECIATION) ON DERIVATIVES RECOGNIZED
	Interest Rate Risk
Futures contracts	$(29,239 )

During the six months ended June 30, 2024, the volume of derivative activity for the Fund was as follows:

	Average Market Value
Futures contracts (to sell)	$4,157,478

6. Loan

The Fund has a revolving credit agreement with Bank of America, N.A. (“Credit Agreement”) that allows the Fund to borrow up to an aggregate amount of $125,000,000, with increases in commitments up to $150,000,000 with subsequent credit approval, all subject to availability under the borrowing base and restrictions imposed on borrowings under the 1940 Act. The maturity date of the Credit Agreement is November 30, 2024. Financing costs incurred by the Fund in connection with the Credit Agreement were $1,764,448. These financing costs are recorded as a deferred charge and amortized through the maturity date of the Credit Agreement. The Fund pays a commitment fee on the unutilized portion of the loan commitment amount at an annual rate of 0.25%, except that the commitment fee is 0.20% if the aggregate outstanding balance of the loan is equal to or greater than 50% of the current commitment. The interest on the loan is calculated at a variable rate based on the Bloomberg Short-Term Bank Yield Index (BSBY) rate, plus any applicable margin. The Fund’s Credit Agreement contains customary covenants that, among other things, may limit the Fund’s ability to pay distributions in certain circumstances, incur additional debt, and engage in certain transactions, including mergers and consolidations, and require asset coverage ratios in addition to those required by the 1940 Act. Pursuant to the Credit Agreement, the Fund is required to pledge and grant to Bank of America, N.A. a lien on and security interests on and to unencumbered properties, subject to certain conditions. In addition, the Credit Agreement may be subject to early termination

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

under certain conditions and may contain other provisions that could limit the Fund’s ability to utilize borrowing under the agreement. At June 30, 2024, the Fund had no borrowings outstanding per this Credit Agreement. Interest expense related to this loan for the six months ended June 30, 2024, was $139,710. For the six months ended June 30, 2024, the Fund incurred commitment fees of $153,019. For the six months ended June 30, 2024, based on the number of days during the reporting period that the Fund had a loan balance outstanding, the average daily loan balance was $10,631,343 and the weighted average interest rate was 7.06%.

7. Series A cumulative preferred stock

On January 7, 2020, the Fund issued 125 shares of Series A Cumulative Preferred Stock (the “Preferred Stock”), with a liquidation preference of $1,000 per share plus an amount equal to accrued but unpaid dividends (the “Liquidation Preference”). The Preferred Stock dividends are cumulative at a rate of 12.0% per annum and are redeemable under certain conditions by the Fund.

On December 21, 2022, the Fund redeemed 125 shares of Preferred Stock at the Liquidation Preference value of $125,000 plus any accrued but unpaid dividends.

8. Distributions to common shareholders subsequent to June 30, 2024

The following distributions to common shareholders have been declared by the Fund and are payable subsequent to the period end of this report:

	Record Date	Payable Date	Class I Amount	Class D Amount	Class S Amount	Class T Amount
	7/30/2024	7/31/2024	$0.067000	$0.062820	$0.056997	$0.056372

9. Class specific expenses, waivers and/or expense reimbursements

The Fund has adopted a Distribution and Service Plan and under that plan the Fund pays service and/or distribution fees with respect to its Class D, Class S and Class T shares calculated at the annual rate of 0.25%, 0.85% and 0.85% of the average daily net assets of each class, respectively. Service and/or distribution fees are accrued daily and paid monthly.

For the six months ended June 30, 2024, class specific expenses were as follows:

	Service and/or Distribution Fees	Transfer Agent Fees
Class I	—	$335,137
Class D	$23,592	23,712
Class S	53,345	4,807
Class T	469,487	78,217
Total	$546,424	$441,873

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Notes to consolidated financial statements (unaudited) (cont’d)

10. Distributions to shareholders by class

	Six Months Ended June 30, 2024	Year Ended December 31, 2023
Net Investment Income:
Class I	$18,589,500	$9,197,875
Class D	611,442	381,245
Class S	398,132	45,709
Class T	3,236,592	1,762,058
Total	$22,835,666	$11,386,887
Net Realized Gains:
Class I	—	$108,575
Class D	—	4,500
Class S	—	540
Class T	—	20,800
Total	—	$134,415
Return of Capital:
Class I	—	$20,288,954
Class D	—	840,961
Class S	—	100,827
Class T	—	3,886,802
Total	—	$25,117,544

11. Capital shares

At June 30, 2024, the Fund had 400 million shares of capital stock authorized with a par value of $0.001 per share. Transactions in shares of each class were as follows:

	Six Months Ended June 30, 2024		Year Ended December 31, 2023
	Shares	Amount	Shares	Amount
Class I
Shares issued	7,767,502 †	$92,023,445 †	11,993,308 †	$146,156,888 †
Shares issued on reinvestment	460,191	5,428,532	537,774	6,487,200
Shares repurchased through tender offer	(1,344,543 )	(15,938,717 )	(2,665,590 )	(32,274,008 )
Redemption fees	—	63,626	—	1,306
Net increase	6,883,150	$81,576,886	9,865,492	$120,371,386

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

	Six Months Ended June 30, 2024		Year Ended December 31, 2023
	Shares	Amount	Shares	Amount
Class D
Shares issued	179,055	$2,115,092	632,728	$7,776,468
Shares issued on reinvestment	34,790	410,430	68,490	829,477
Shares repurchased through tender offer	(64,287 )	(761,566 )	(37,731 )	(463,466 )
Redemption fees	—	2,232	—	46
Shares exchanged	—	—	(1,116,897 )	(13,769,020 )
Net increase (decrease)	149,558	$1,766,188	(453,410 )	$(5,626,495 )
Class S
Shares issued	828,127	$9,801,908	701,700	$8,427,399
Shares issued on reinvestment	28,603	337,148	11,182	133,127
Shares repurchased through tender offer	—	—	—	—
Redemption fees	—	2,024	—	0*
Net increase	856,730	$10,141,080	712,882	$8,560,526
Class T
Shares issued	1,014,996	$12,003,624	1,988,949	$24,276,591
Shares issued on reinvestment	155,571	1,832,739	267,571	3,229,488
Shares repurchased through tender offer	(241,704 )	(2,860,149 )	(110,897 )	(1,342,097 )
Redemption fees	—	12,324	—	299
Shares exchanged	(435,334 )	(5,136,560 )	(697,881 )	(8,433,829 )
Net increase	493,529	$5,851,978	1,447,742	$17,730,452

†	Amounts shown include exchanges of 434,598 shares and $5,136,560 for the six months ended June 30, 2024, and 1,811,824 shares and $22,202,849 for the year ended December 31, 2023.
*	Amount represents less than $1.

12. Tender offer

On the announcement dates below, including those subsequent to the end of the reporting period, the Fund’s Board of Directors approved a tender offer for up to 5.0% of the Fund’s aggregate NAV, subject to the right to purchase additional shares representing up to 2.0% of the Fund’s NAV without amending or extending the offer. The tender offers were conducted at a price equal to the Fund’s NAV per share of common stock as of the close of the trading session on the New York Stock Exchange on the day each tender offer expired. Shares that were tendered but not accepted for payment, if applicable, and shares that were not tendered, remained outstanding.

Announcement Date	Commencement Date	Expiration Date	Share Class	Total Shares Tendered	Total Shares Accepted	Purchase Price
8/2/2024	9/16/2024	10/15/2024 *	N/A	N/A	N/A	N/A

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Notes to consolidated financial statements (unaudited) (cont’d)

Announcement Date	Commencement Date	Expiration Date	Share Class	Total Shares Tendered	Total Shares Accepted	Purchase Price
5/22/2024	6/13/2024	7/15/2024	Class I	525,830	525,830	$11.74
			Class D	6,717	6,717	$11.73
			Class S	1,961	1,961	$11.73
			Class T	165,590	165,590	$11.72
2/16/2024	3/14/2024	4/15/2024	Class I	756,327	756,327	$11.85
			Class D	23,762	23,762	$11.84
			Class T	162,302	162,302	$11.83
11/9/2023	12/11/2023	1/11/2024	Class I	588,216	588,216	$11.86
			Class D	40,525	40,525	$11.85
			Class T	79,402	79,402	$11.84
7/28/2023	9/13/2023	10/12/2023	Class I	1,421,978	1,421,978	$11.97
			Class D	929	929	$11.95
			Class T	51,129	51,129	$11.94
5/11/2023	6/13/2023	7/14/2023	Class I	493,498	493,498	$12.15
			Class D	14,501	14,501	$12.14
			Class T	26,273	26,273	$12.13
2/10/2023	3/15/2023	4/14/2023	Class I	649,815	649,815	$12.33
			Class D	2,344	2,344	$12.31
			Class T	23,061	23,061	$12.30
11/10/2022	12/12/2022	1/12/2023	Class I	100,299	100,299	$12.41
			Class D	19,957	19,957	$12.40
			Class T	10,434	10,434	$12.39

Date shown represents expected expiration date. Shares tendered, if any, will be determined upon expiration.

13. Transactions with affiliated companies

As defined by the 1940 Act, an affiliated company is one in which the Fund owns 5% or more of the outstanding voting securities. The following companies were considered affiliated companies for all or some portion of the six months ended June 30, 2024. The following transactions were effected in such companies for the six months ended June 30, 2024.

	Affiliate Value at December 31, 2023	Purchased	Sold
	Affiliate Value at December 31, 2023	Cost	Proceeds
456 Sullivan Avenue, South Windsor, CT	$21,261,913	$1,220,275	—
Fusion Life Science HQ, Carlsbad, CA	17,575,175	362,950	—

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Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

	Affiliate Value at December 31, 2023	Purchased	Sold
	Affiliate Value at December 31, 2023	Cost	Proceeds
Gates at Marina, Marina, CA	—	$18,496,299	—
Mosaic at Largo Station, Largo, MD	$35,022,608	1,460,600	—
	$73,859,696	$21,540,124	—

(cont’d)	Realized Gain (Loss)	Dividend Income	Net Increase (Decrease) in Unrealized Appreciation (Depreciation)	Affiliate Value at June 30, 2024
456 Sullivan Avenue, South Windsor, CT	—	$497,800	$(1,228,008 )	$21,254,180
Fusion Life Science HQ, Carlsbad, CA	—	1,111,206	(1,012,635 )	16,925,490
Gates at Marina, Marina, CA	—	213,413	812	18,497,111
Mosaic at Largo Station, Largo, MD	—	828,600	(1,715,537 )	34,767,671
	—	$2,651,019	$(3,955,368 )	$91,444,452

14. Recent accounting pronouncement

In March 2020, the FASB issued Accounting Standards Update (ASU) No. 2020-04, Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting. In January 2021 and December 2022, the FASB issued ASU No. 2021-01 and ASU No. 2022-06, with further amendments to Topic 848. The amendments in the ASUs provide optional temporary accounting recognition and financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the London Interbank Offered Rate (LIBOR) and other interbank-offered based reference rates as of the end of 2021 for certain LIBOR settings and 2023 for the remainder. The ASUs are effective for certain reference rate-related contract modifications that occur during the period March 12, 2020, through December 31, 2024. Management has reviewed the requirements and believes the adoption of these ASUs will not have a material impact on the financial statements.

Clarion Partners Real Estate Income Fund Inc. 2024 Semi-Annual Report

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Funds from operations, adjusted funds from operations and funds available for distribution (unaudited)

The Fund believes funds from operations (“FFO”) is a meaningful supplemental non-GAAP operating metric. FFO is a standard REIT industry metric defined by the National Association of Real Estate Investment Trusts (“NAREIT”). FFO as presented below is calculated as a net increase in net assets resulting from operations (computed in accordance with accounting principles generally accepted in the U.S. (“GAAP”)), excluding (i) gain or losses from sales of investments and (ii) the change in net unrealized appreciation (depreciation) of investments.

The Fund also believes that adjusted FFO (“AFFO”) is a meaningful non-GAAP supplemental disclosure of its operating results. AFFO further adjusts FFO in order for the Fund’s operating results to reflect the specific characteristics of its business by adjusting for items it believes are not related to its core operations. The Fund’s adjustments to FFO to arrive at AFFO include removing the impact of (i) amortization of premium (accretion of discount) on real estate securities, (ii) amortization of deferred origination fees and (iii) amortization of deferred loan financing costs.

Furthermore, the Fund believes that funds available for distribution (“FAD”) is an additional meaningful non-GAAP supplemental disclosure that provides useful information for considering Fund operating results and certain other items relative to the amount of Fund distributions by removing the impact of certain non-cash items from Fund operating results. FAD is calculated as AFFO excluding (i) recurring tenant improvements, leasing commissions and other capital expenditures and adjusted for (ii) undistributed/(overdistributed) income attributable to non-consolidated joint ventures. FAD is not indicative of cash available to fund the Fund’s cash needs and does not represent cash flows from operating activities in accordance with GAAP, as it excludes adjustments for working capital items.

FFO, AFFO and FAD should not be considered more relevant or accurate than the GAAP methodology in evaluating the Fund’s operating performance. In addition, FFO, AFFO and FAD should not be considered alternatives to net income (loss) as indications of the Fund’s performance or as alternatives to cash flows from operating activities as indications of liquidity, but rather should be reviewed in conjunction with these and other GAAP measurements. Further, FFO, AFFO and FAD are not intended to be used as liquidity measures indicative of cash flow available to fund the Fund’s cash needs, including its ability to make distributions to stockholders.

Clarion Partners Real Estate Income Fund Inc.

For the period of January 1, 2024 to June 30, 2024:

Net increase in net assets applicable to common shareholders resulting from operations	$15,583,144
Adjustments to arrive at FFO:
Net realized loss on investments	1,349,274
Change in net unrealized appreciation (depreciation) of investments	1,100,860
FFO attributable to common shareholders	18,033,278
Adjustments to arrive at AFFO:
Amortization of premium (accretion of discount) on real estate securities	(359,661)
Amortization of deferred origination fees	(294,831)
Amortization of deferred loan financing costs	142,845
Amount attributable to non-consolidated joint ventures for above adjustments	143,981
AFFO attributable to common shareholders	17,665,612
Adjustments to arrive at FAD:
Recurring tenant improvements, leasing commissions and other capital expenditures	(167,094)
Undistributed/(overdistributed) income attributable to non-consolidated joint ventures	(103,363)
Amount attributable to non-consolidated joint ventures for above adjustments	(101,633)
FAD attributable to common shareholders	$17,293,522
Distributions to common shareholders	$(22,835,666)

Clarion Partners Real Estate Income Fund Inc.

Board approval of management and

subadvisory agreements (unaudited)

Background

The Investment Company Act of 1940, as amended (the “1940 Act”), requires that the Board of Directors (the “Board”) of Clarion Partners Real Estate Income Fund Inc. (the “Fund”), including a majority of its members who are not considered to be “interested persons” under the 1940 Act (the “Independent Directors”) voting separately, approve on an annual basis the continuation of the investment management agreement (the “Management Agreement”) between the Fund and the Fund’s manager, Franklin Templeton Fund Adviser, LLC (formerly, Legg Mason Partners Fund Advisor, LLC) (the “Manager”), and the sub-advisory agreements (individually, a “Sub-Advisory Agreement,” and collectively, the “Sub-Advisory Agreements”) with the Manager’s affiliates, Clarion Partners, LLC (“Clarion”) and Western Asset Management Company, LLC (“Western Asset,” and together with Clarion, collectively the “Sub-Advisers”), with respect to the Fund.

At an in-person meeting (the “Contract Renewal Meeting”) held on May 20-21, 2024, the Board, including the Independent Directors, considered and approved the continuation of each of the Management Agreement and the Sub-Advisory Agreements for an additional one-year period. To assist in its consideration of the renewal of each of the Management Agreement and the Sub-Advisory Agreements, the Board received and considered extensive information (together with the information provided at the Contract Renewal Meeting, the “Contract Renewal Information”) about the Manager and the Sub-Advisers, as well as the management and sub-advisory arrangements for the Fund and the other closed-end funds in the same complex under the Board’s purview (the “Franklin Templeton Closed-end Funds”), certain portions of which are discussed below.

A presentation made by the Manager and the Sub-Advisers to the Board at the Contract Renewal Meeting in connection with the Board’s evaluation of each of the Management Agreement and the Sub-Advisory Agreements encompassed the Fund and other Franklin Templeton Closed-end Funds. In addition to the Contract Renewal Information, the Board received performance and other information throughout the year related to the respective services rendered by the Manager and the Sub-Advisers to the Fund. The Board’s evaluation took into account the information received throughout the year and also reflected the knowledge and experience gained as members of the Boards of the Fund and other Franklin Templeton Closed-end Funds with respect to the services provided to the Fund by the Manager and the Sub-Advisers. The information received and considered by the Board (including its various committees) in conjunction with both the Contract Renewal Meeting and throughout the year was both written and oral. The contractual arrangements discussed below are the product of multiple years of review and negotiation and information received and considered by the Board during each of those years.

At a meeting held on April 26, 2024, the Independent Directors, in preparation for the Contract Renewal Meeting, met in a private session with their independent legal counsel to

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Clarion Partners Real Estate Income Fund Inc.

review the Contract Renewal Information regarding the Franklin Templeton Closed-end Funds, including the Fund, received to date. No representatives of the Manager or the Sub-Advisers participated in this meeting. Following the April 26, 2024 meeting, the Independent Directors submitted certain questions and requests for additional information to Fund management. The Independent Directors also met in private sessions with their independent legal counsel to consider the Contract Renewal Information and Fund management’s responses to the Independent Directors’ questions and requests for additional information in advance of and during the Contract Renewal Meeting. The discussion below reflects all of these reviews.

The Manager provides the Fund with investment advisory and administrative services pursuant to the Management Agreement and the Sub-Advisers together provide the Fund with investment sub-advisory services pursuant to the Sub-Advisory Agreements. The discussion below covers both the advisory and administrative functions being rendered by the Manager, each such function being encompassed by the Management Agreement, and the investment sub-advisory functions being rendered by the Sub-Advisers pursuant to the Sub-Advisory Agreements.

Board Approval of Management Agreement and Sub-Advisory Agreements

The Independent Directors were advised by separate independent legal counsel throughout the process. Prior to voting, the Independent Directors received a memorandum discussing the legal standards for their consideration of the proposed continuation of the Management Agreement and the Sub-Advisory Agreements. The Independent Directors considered the Management Agreement and each Sub-Advisory Agreement separately during the course of their review. In doing so, they noted the respective roles of the Manager and the Sub-Advisers in providing services to the Fund.

In approving the continuation of the Management Agreement and Sub-Advisory Agreements, the Board, including the Independent Directors, considered a variety of factors, including those factors discussed below. No single factor reviewed by the Board was identified by the Board as the principal factor in determining whether to approve the continuation of the Management Agreement and the Sub-Advisory Agreements. Each Director may have attributed different weight to the various factors in evaluating the Management Agreement and the Sub-Advisory Agreements.

After considering all relevant factors and information, the Board, exercising its reasonable business judgment, determined that the continuation of the Management Agreement and Sub-Advisory Agreements were in the best interests of the Fund’s stockholders and approved the continuation of each such agreement for an additional one-year period.

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Board approval of management and

subadvisory agreements (unaudited) (cont’d)

Nature, Extent and Quality of the Services under the Management Agreement and Sub-Advisory Agreements

The Board received and considered Contract Renewal Information regarding the nature, extent, and quality of services provided to the Fund by the Manager and the Sub-Advisers under the Management Agreement and the Sub-Advisory Agreements, respectively, during the past year. The Board noted information received at regular meetings throughout the year related to the services provided by the Manager in its management of the Fund’s affairs and the Manager’s role in coordinating the activities of the Sub-Advisers and the Fund’s other service providers. The Board observed that the scope of services provided by the Manager and the Sub-Advisers, and of the undertakings required of the Manager and Sub-Advisers in connection with those services, including maintaining and monitoring their respective compliance programs as well as the Fund’s compliance programs, had expanded over time as a result of regulatory, market and other developments. The Board also noted that on a regular basis it received and reviewed information from the Manager and the Sub-Advisers regarding the Fund’s compliance policies and procedures established pursuant to Rule 38a-1 under the 1940 Act. The Board also considered the risks borne by the Manager, the Sub-Advisers and their respective affiliates on behalf of the Fund, including entrepreneurial, operational, reputational, litigation and regulatory risks, as well as the Manager’s and the Sub-Advisers’ risk management processes.

The Board reviewed the qualifications, backgrounds, and responsibilities of the Manager’s senior personnel and the Sub-Advisers’ portfolio management teams primarily responsible for the day-to-day portfolio management of the Fund. The Board also considered, based on its knowledge of the Manager and its affiliates, the financial resources of Franklin Resources, Inc., the parent organization of the Manager and the Sub-Advisers. The Board recognized the importance of having a fund manager with significant resources.

The Board considered the division of responsibilities between the Manager and the Sub-Advisers under the Management Agreement and the Sub-Advisory Agreements, respectively, including the Manager’s coordination and oversight of the services provided to the Fund by the Sub-Advisers and other fund service providers. The Management Agreement permits the Manager to delegate certain of its responsibilities, including its investment advisory duties thereunder, provided that the Manager, in each case, will supervise the activities of the delegee.

In reaching its determinations regarding continuation of the Management Agreement and the Sub-Advisory Agreements, the Board took into account that Fund stockholders, in pursuing their investment goals and objectives, may have purchased their shares of the Fund based upon the reputation and the investment style, philosophy and strategy of the Manager and the Sub-Advisers, as well as the resources available to the Manager and the Sub-Advisers.

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Clarion Partners Real Estate Income Fund Inc.

The Board concluded that, overall, the nature, extent, and quality of the management and other services provided (and expected to be provided) to the Fund, under the Management Agreement and the Sub-Advisory Agreements were satisfactory.

Fund Performance

The Board received and considered information regarding Fund performance, including information and analyses (the “Broadridge Performance Information”) for the Fund, as well as for a group of comparable funds (the “Performance Universe”) selected by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent third-party provider of investment company data. The Board was provided with a description of the methodology Broadridge used to determine the similarity of the Fund with the funds included in the Performance Universe. It was noted that while the Board found the Broadridge Performance Information generally useful, they recognized its limitations, including that the data may vary depending on the end date selected, and that the results of the performance comparisons may vary depending on the selection of the peer group and its composition over time. The Board also noted that Board members had received and discussed with the Manager and the Sub-Advisers information throughout the year at periodic intervals comparing the Fund’s performance against its benchmark and against the Fund’s peers. In addition, the Board considered the Fund’s performance in view of overall financial market conditions.

The Broadridge Performance Information comparing the Fund’s performance to that of its Performance Universe, consisting of the Fund and all leveraged closed-end real estate funds, regardless of asset size, showed, among other data, that based on net asset value per share, the Fund’s performance was above the median for the 1- and 3-year periods ended December 31, 2023. The Board noted the explanations from the Manager and the Sub-Advisers regarding the Fund’s relative performance versus the Performance Universe for the period.

Based on the reviews and discussions of Fund performance and considering other relevant factors, including those noted above, the Board concluded, under the circumstances, that continuation of the Management Agreement and the Sub-Advisory Agreements for an additional one-year period would be consistent with the interests of the Fund and its stockholders.

Management and Sub-Advisory Fees and Expense Ratios

The Board reviewed and considered the contractual management fee (the “Contractual Management Fee”) and the actual management fee (the “Actual Management Fee”) payable by the Fund to the Manager under the Management Agreement and the sub-advisory fees (the “Sub-Advisory Fees”) payable by the Manager to the Sub-Advisers under the Sub-Advisory Agreements in view of the nature, extent and overall quality of the management, investment advisory and other services provided by the Manager and the Sub-Advisers, respectively. The Board noted that the Sub-Advisory Fees payable to Clarion and Western

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Board approval of management and

subadvisory agreements (unaudited) (cont’d)

Asset under their Sub-Advisory Agreements with the Manager are paid by the Manager, not the Fund, and, accordingly, that the retention of Clarion and Western Asset does not increase the fees or expenses otherwise incurred by the Fund’s stockholders.

In addition, the Board received and considered information and analyses prepared by Broadridge (the “Broadridge Expense Information”) comparing the Contractual Management Fee and the Actual Management Fee and the Fund’s total actual expenses with those of funds in an expense group (the “Expense Group”), as well as a broader group of funds, each selected and provided by Broadridge. The comparison was based upon the constituent funds’ latest fiscal years. It was noted that while the Board found the Broadridge Expense Information generally useful, they recognized its limitations, including that the data may vary depending on the selection of the peer group.

The Broadridge Expense Information showed that the Fund’s Contractual Management Fee was equal to the median. The Broadridge Expense Information also showed that the Fund’s Actual Management Fee was above the median. The Broadridge Expense Information also showed that the Fund’s actual total expenses were above the median. The Board took into account management’s discussion of the Fund’s expenses and noted the limited size of the Expense Group.

The Board also reviewed Contract Renewal Information regarding fees charged by the Manager and/or the Sub-Advisers to other U.S. clients investing primarily in an asset class similar to that of the Fund, including, where applicable, institutional and separate accounts. The Manager reviewed with the Board the differences in services provided to these different types of accounts, noting that the Fund is provided with certain administrative services, office facilities, and Fund officers, and that the Fund is subject not only to heightened regulatory requirements relative to institutional clients but also to requirements for listing on the New York Stock Exchange, and that the Manager coordinates and oversees the provision of services to the Fund by other fund service providers. The Board considered the fee comparisons in view of the different services provided in managing these other types of clients and funds.

The Board considered the overall management fee, the fees of the Sub-Advisers and the amount of the management fee retained by the Manager after payment of the subadvisory fees in each case in view of the services rendered for those amounts. The Board also received an analysis of complex-wide management fees provided by the Manager, which, among other things, set out a framework of fees based on asset classes.

Taking all of the above into consideration, as well as the factors identified below, the Board determined that the management fee and the Sub-Advisory Fees were reasonable in view of the nature, extent and overall quality of the management, investment advisory and other

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Clarion Partners Real Estate Income Fund Inc.

services provided by the Manager and the Sub-Advisers to the Fund under the Management Agreement and the Sub-Advisory Agreements, respectively.

Manager Profitability

The Board, as part of the Contract Renewal Information, received an analysis of the profitability to the Manager and its affiliates in providing services to the Fund for the Manager’s fiscal years ended September 30, 2023 and September 30, 2022. The Board also received profitability information with respect to the Franklin Templeton fund complex as a whole. In addition, the Board received Contract Renewal Information with respect to the Manager’s revenue and cost allocation methodologies used in preparing such profitability data. It was noted that the allocation methodologies had been reviewed by an outside consultant. The profitability to each of the Sub-Advisers was not considered to be a material factor in the Board’s considerations since the Sub-Advisory Fee is paid by the Manager, not the Fund, although the Board noted the affiliation of the Manager with the Sub-Advisers. The profitability of the Manager and its affiliates was considered by the Board to be reasonable in view of the nature, extent and quality of services provided to the Fund.

Economies of Scale

The Board received and discussed Contract Renewal Information concerning whether the Manager realizes economies of scale if the Fund’s assets grow. The Board noted that because the Fund is a closed-end fund it has limited ability to increase its assets. The Board determined that the management fee structure was appropriate under the circumstances. For similar reasons as stated above with respect to the Sub-Advisers’ profitability and the costs of the Sub-Advisers’ provision of services, the Board did not consider the potential for economies of scale in the Sub-Advisers’ management of the Fund to be a material factor in the Board’s consideration of the Sub-Advisory Agreements.

Other Benefits to the Manager and the Sub-Advisers

The Board considered other benefits received by the Manager, the Sub-Advisers and their affiliates as a result of their relationship with the Fund, including the opportunity to offer additional products and services to the Fund’s stockholders. In view of the costs of providing investment management and other services to the Fund and the ongoing commitment of the Manager and the Sub-Advisers to the Fund, the Board considered that the ancillary benefits that the Manager and its affiliates, including the Sub-Advisers, were reasonable.

Clarion Partners Real Estate Income Fund Inc.

|65

Dividend reinvestment plan (unaudited)

Unless you elect to receive distributions in cash (i.e., opt-out), all dividends, including any capital gain dividends, on your Common Stock will be automatically reinvested in additional shares of Common Stock at the NAV determined on the reinvestment date. You may elect not to participate in the Fund’s Dividend Reinvestment Plan (the “Plan”) by contacting DST Asset Manager Solutions, Inc. (“the Plan Agent”). An election to receive cash may be revoked or reinstated at the option of the stockholder. If you do not participate, you will receive all distributions in cash. All distributions will be wired to your account. The Fund will not pay distributions via check.

Common Stock in your account will be held by the Plan Agent in non-certificated form. Any proxy you receive will include all shares of Common Stock you have received under the Plan.

You may withdraw from the Plan (i.e., opt-out) by notifying the Plan Agent in writing at PO Box 219520 Kansas City, MO 64105 or by calling the Plan Agent at 844-534-4627 between 8:00 am and 5:00 pm CT. Such withdrawal will be effective immediately if notice is received by the Plan Agent more than three business days prior to any dividend or distribution payment date for that dividend to be paid out in cash. If the notice is received less than three business days prior to any dividend or distribution payment date, then that dividend will be reinvested and all subsequent dividends or distributions will be paid out in cash. The Plan may be terminated, amended or supplemented by the Fund upon notice in writing mailed to stockholders at least 30 days prior to the record date for the payment of any dividend or distribution by the Fund for which the termination or amendment is to be effective.

Automatically reinvesting dividends and distributions does not mean that you do not have to pay income taxes due upon receiving dividends and distributions. Investors will be subject to income tax on amounts reinvested under the Plan.

The Fund reserves the right to amend or terminate the Plan if, in the judgment of the Board, the change is warranted. The Plan Agent’s service fee for handling distributions will be paid by the Fund. For participants holding shares directly with the Plan Agent, the Plan Agent will charge each participant a fee of $15.00 plus commissions upon any sale of shares accepted for tender by the Fund. Additional information about the Plan and your account may be obtained from the Plan Agent in writing at PO Box 219520 Kansas City, MO 64105 or by calling the Plan Agent at 844-534-4627 between 8:00 am and 5:00 pm CT.

66|

Clarion Partners Real Estate Income Fund Inc.

Clarion Partners

Real Estate Income Fund Inc.

Directors

Robert D. Agdern

Carol L. Colman

Daniel P. Cronin

Paolo M. Cucchi

Eileen A. Kamerick

Nisha Kumar

Jane Trust
Chairman

Officers

Jane Trust
President and Chief Executive
Officer

Christopher Berarducci
Treasurer and Principal Financial
Officer

Fred Jensen
Chief Compliance Officer

Marc A. De Oliveira
Secretary and Chief Legal Officer

Thomas C. Mandia
Senior Vice President

Jeanne M. Kelly
Senior Vice President

Clarion Partners Real Estate Income Fund Inc.

620 Eighth Avenue
47th Floor
New York, NY 10018

Investment manager

Franklin Templeton Fund Adviser, LLC

Subadvisers

Clarion Partners, LLC

Western Asset Management Company, LLC

Custodian

The Bank of New York Mellon

Transfer agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Dr.
Quincy, MA 02169

Independent registered
public accounting firm

PricewaterhouseCoopers LLP
Baltimore, MD

Legal counsel

Simpson Thacher & Bartlett LLP
900 G Street NW
Washington, DC 20001

Franklin Templeton Funds Privacy and Security Notice

Your Privacy and the Security of Your Personal Information is Very Important to Us

This Privacy and Security Notice (the “Privacy Notice”) addresses the Funds’ privacy and data protection practices with respect to nonpublic personal information the Fund receives. The Legg Mason Funds include the Western Asset Money Market Funds (Funds) sold by the Funds’ distributor, Franklin Distributors, LLC, as well as Legg Mason-sponsored closed-end funds. The provisions of this Privacy Notice apply to your information both while you are a shareholder and after you are no longer invested with the Funds.

The Type of Nonpublic Personal Information the Funds Collect About You

The Funds collect and maintain nonpublic personal information about you in connection with your shareholder account. Such information may include, but is not limited to:

•

Personal information included on applications or other forms;

•

Account balances, transactions, and mutual fund holdings and positions;

•

Bank account information, legal documents, and identity verification documentation; and

•

Online account access user IDs, passwords, security challenge question responses.

How the Funds Use Nonpublic Personal Information About You

The Funds do not sell or share your nonpublic personal information with third parties or with affiliates for their marketing purposes, unless you have authorized the Funds to do so. The Funds do not disclose any nonpublic personal information about you except as may be required to perform transactions or services you have authorized or as permitted or required by law. The Funds may disclose information about you to:

•

Employees, agents, and affiliates on a “need to know” basis to enable the Funds to conduct ordinary business or to comply with obligations to government regulators;

•

Service providers, including the Funds’ affiliates, who assist the Funds as part of the ordinary course of business (such as printing, mailing services, or processing or servicing your account with us) or otherwise perform services on the Funds’ behalf, including companies that may perform statistical analysis, market research and marketing services solely for the Funds;

•

Permit access to transfer, whether in the United States or countries outside of the United States to such Funds’ employees, agents and affiliates and service providers as required to enable the Funds to conduct ordinary business, or to comply with obligations to government regulators;

•

The Funds’ representatives such as legal counsel, accountants and auditors to enable the Funds to conduct ordinary business, or to comply with obligations to government regulators;

•

Fiduciaries or representatives acting on your behalf, such as an IRA custodian or trustee of a grantor trust.

NOT PART OF THE SEMI-ANNUAL REPORT

Franklin Templeton Funds Privacy and Security Notice

(cont’d)

Except as otherwise permitted by applicable law, companies acting on the Funds’ behalf, including those outside the United States, are contractually obligated to keep nonpublic personal information the Funds provide to them confidential and to use the information the Funds share only to provide the services the Funds ask them to perform.

The Funds may disclose nonpublic personal information about you when necessary to enforce their rights or protect against fraud, or as permitted or required by applicable law, such as in connection with a law enforcement or regulatory request, subpoena, or similar legal process. In the event of a corporate action or in the event a Fund service provider changes, the Funds may be required to disclose your nonpublic personal information to third parties. While it is the Funds’ practice to obtain protections for disclosed information in these types of transactions, the Funds cannot guarantee their privacy policy will remain unchanged.

Keeping You Informed of the Funds’ Privacy and Security Practices

The Funds will notify you annually of their privacy policy as required by federal law. While the Funds reserve the right to modify this policy at any time, they will notify you promptly if this privacy policy changes.

The Funds’ Security Practices

The Funds maintain appropriate physical, electronic and procedural safeguards designed to guard your nonpublic personal information. The Funds’ internal data security policies restrict access to your nonpublic personal information to authorized employees, who may use your nonpublic personal information for Fund business purposes only.

Although the Funds strive to protect your nonpublic personal information, they cannot ensure or warrant the security of any information you provide or transmit to them, and you do so at your own risk. In the event of a breach of the confidentiality or security of your nonpublic personal information, the Funds will attempt to notify you as necessary so you can take appropriate protective steps. If you have consented to the Funds using electronic communications or electronic delivery of statements, they may notify you under such circumstances using the most current email address you have on record with them.

In order for the Funds to provide effective service to you, keeping your account information accurate is very important. If you believe that your account information is incomplete, not accurate or not current, if you have questions about the Funds’ privacy practices, or our use of your nonpublic personal information, write the Funds using the contact information on your account statements, email the Funds by clicking on the Contact Us section of the Funds’ website at www.franklintempleton.com, or contact the Funds at 1-877-721-1926 for the Western Asset Money Market Funds or 1-888-777-0102 for the Legg Mason-sponsored closed-end funds. For additional information related to certain state privacy rights, please visit https://www.franklintempleton.com/help/privacy-policy.

Revised December 2023.

NOT PART OF THE SEMI-ANNUAL REPORT

Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, and the applicable rules thereunder, that from time to time the Fund may purchase shares of its stock.

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov. To obtain information on Form N-PORT, shareholders can call the Fund at 1-888-777-0102.

Information on how the Fund voted proxies relating to portfolio securities during the prior 12-month period ended June 30th of each year and a description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio transactions are available (1) without charge, upon request, by calling 1-888-777-0102, (2) at www.franklintempleton.com and (3) on the SEC’s website at www.sec.gov.

Quarterly performance, semi-annual and annual reports, current net asset value and other information regarding the Fund may be found on Franklin Templeton’s website, which can be accessed at www.franklintempleton.com. Any reference to Franklin Templeton’s website in this report is intended to allow investors public access to information regarding the Fund and does not, and is not intended to, incorporate Franklin Templeton’s website in this report.

This report is transmitted to the shareholders of Clarion Partners Real Estate Income Fund Inc. for their information. This is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report.

Investors should consider the Fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this and other important information about the Fund. Please read the prospectus carefully before

investing.

92083 S 08/24

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this Report to be signed on its behalf by the undersigned, there unto duly authorized.

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Change in Net Unrealized Appreciation (Depreciation) From:
Investments	4,109,285
Investments in non-consolidated joint ventures	(3,955,368 )
Investments in real estate loans	(104,938 )
Real estate investments	(1,120,600 )
Futures contracts	(29,239 )
Change in Net Unrealized Appreciation (Depreciation)	(1,100,860 )
Net Loss on Investments and Futures Contracts	(2,450,134 )
Net Increase in Net Assets From Operations	15,583,144
Net Increase in Net Assets Applicable to Common Shareholders From Operations	$15,583,144

Management discussion of fund performance	1
Performance review	5
Fund at a glance	9
Consolidated schedule of investments	10
Consolidated statement of assets and liabilities	21
Consolidated statement of operations	23
Consolidated statements of changes in net assets	25
Consolidated statement of cash flows	26
Consolidated financial highlights	28
Notes to consolidated financial statements	36
Funds from operations, adjusted funds from operations and funds available for distribution	58
Board approval of management and subadvisory agreements	60
Dividend reinvestment plan	66

Net Assets:
Class I	$579,401,569
Class D	$20,324,502
Class S	$18,436,382
Class T	$112,227,043
Common Shares Outstanding:
Class I	49,467,600
Class D	1,736,314
Class S	1,574,835
Class T	9,597,336
Net Asset Value Per Common Share:
Class I	$11.71
Class D	$11.71
Class S	$11.71
Class T	$11.69
Maximum Public Offering Price Per Share:
Class T (based on maximum initial sales charge of 3.00% and dealer manager fee of 0.50%)	$12.11

	(a) (1) Not applicable.
	Exhibit 99.CODE ETH

	(a) (2) Certifications pursuant to section 302 of the Sarbanes-Oxley Act of 2002 attached hereto.
	Exhibit 99.CERT

	(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto.
	Exhibit 99.906CERT

By:	/s/ Jane Trust
	Jane Trust
	Chief Executive Officer

Date:	August 27, 2024

By:	/s/ Christopher Berarducci
	Christopher Berarducci
	Principal Financial Officer

Date:	August 27, 2024