SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

ADAMS P. BRADLEY

(Last)

(First)

(Middle)

11550 ASH STREET

SUITE 300

(Street)

LEAWOOD

66211

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TORTOISE POWER & ENERGY INFRASTRUCTURE FUND INC [ TPZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
11/30/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	12/01/2015		L	7.16⁽¹⁾	A	$18.55	1,685.48⁽²⁾	D
Common Shares	01/04/2016		L	8⁽¹⁾	A	$16.73	1,685.48	D
Common Shares	02/01/2016		L	8.98⁽¹⁾	A	$15.02	1,685.48	D
Common Shares	03/01/2016		L	8.85⁽¹⁾	A	$15.39	1,685.48	D
Common Shares	04/01/2016		L	7.3⁽¹⁾	A	$17.1	1,685.48	D
Common Shares	05/02/2016		L	6.66⁽¹⁾	A	$18.88	1,685.48	D
Common Shares	06/01/2016		L	6.71⁽¹⁾	A	$18.85	1,685.48	D
Common Shares	07/01/2016		L	6.5⁽¹⁾	A	$19.6	1,050.31⁽³⁾	I	By adult child living at home
Common Shares	08/01/2016		L	6.44⁽¹⁾	A	$19.91	1,050.31	I	By adult child living at home
Common Shares	09/01/2016		L	5.97⁽¹⁾	A	$21.6	1,050.31	I	By adult child living at home
Common Shares	10/03/2016		L	5.82⁽¹⁾	A	$22.31	1,050.31	I	By adult child living at home
Common Shares	11/01/2016		L	6.26⁽¹⁾	A	$20.84	1,050.31	I	By adult child living at home

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Automatic reinvestment of distribution by broker not made at the Tortoise Power and Energy Infrastructure Fund, Inc. dividend reinvestment plan price. This transaction is being reported on Form 5 pursuant to Rule 16a-6.

2. Includes 136.45 shares acquired under the Tortoise Power and Energy Infrastructure Fund, Inc. dividend reinvestment plan and excludes 1,019.31 shares formerly reported as direct ownership but now being reported as indirect beneficial ownership held by adult child living at home.

3. Includes 1,019.31 shares formerly reported as direct beneficial ownership but now held by adult child living at home.

	P. Bradley Adams	01/12/2017
	** Signature of Reporting Person	Date
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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