Sec Form 4 Filing - LEGG MASON, INC. @ Clarion Partners Real Estate Income Fund Inc. - 2021-03-12

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
LEGG MASON, INC.
2. Issuer Name and Ticker or Trading Symbol
Clarion Partners Real Estate Income Fund Inc. [ N/A]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Affiliate of the Inv Mgr
(Last) (First) (Middle)
100 INTERNATIONAL DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
03/12/2021
(Street)
BALTIMORE, MD21202
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/12/2021 J( 1 ) 5,148,181.467 ( 2 ) ( 3 ) D $ 0 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LEGG MASON, INC.
100 INTERNATIONAL DRIVE
BALTIMORE, MD21202
X Affiliate of the Inv Mgr
Signatures
/s/ Thomas C. Mandia, Authorized Signatory of Legg Mason, Inc. 08/05/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These securities were transferred by the reporting person to its parent corporation, Franklin Resources, Inc., for no consideration. Future filings under section 16 of the Securities Exchange Act with respect to the issuer will be made by Franklin Resources, Inc. on behalf of itself and/or its subsidiaries.
( 2 )Includes 84,158.416 shares of Class I Common Stock purchased by the filer on 3/13/2020 for $10.10 per share. The transaction was not reported previously but the shares were included in the total shares held by the filer on subsequent reports.
( 3 )Legg Mason, Inc.("Legg Mason") owned 5,148,181.467 shares in the aggregate among four share classes. Specifically, Legg Mason owned 5,223.242 Shares of Class S Shares, 5,232.408 Shares of Class T Shares, 5,250.651 Shares of Class D Shares and 5,132,475.166 Shares of Class I Shares.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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