<SEC-DOCUMENT>0001504304-15-000133.txt : 20151124
<SEC-HEADER>0001504304-15-000133.hdr.sgml : 20151124
<ACCEPTANCE-DATETIME>20151124093020
ACCESSION NUMBER:		0001504304-15-000133
CONFORMED SUBMISSION TYPE:	SC 13D/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20151124
DATE AS OF CHANGE:		20151124
GROUP MEMBERS:		ANDREW DAKOS
GROUP MEMBERS:		BULLDOG INVESTORS GROUP OF FUNDS
GROUP MEMBERS:		BULLDOG INVESTORS, LLC
GROUP MEMBERS:		PHILLIP GOLDSTEIN
GROUP MEMBERS:		STEVEN SAMUELS

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			LMP REAL ESTATE INCOME FUND INC.
		CENTRAL INDEX KEY:			0001173557
		IRS NUMBER:				000000000

	FILING VALUES:
		FORM TYPE:		SC 13D/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-80986
		FILM NUMBER:		151251253

	BUSINESS ADDRESS:	
		STREET 1:		620 EIGHTH AVENUE
		STREET 2:		49TH FLOOR
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10018
		BUSINESS PHONE:		8887770102

	MAIL ADDRESS:	
		STREET 1:		620 EIGHTH AVENUE
		STREET 2:		49TH FLOOR
		CITY:			NEW YORK
		STATE:			NY
		ZIP:			10018

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	REAL ESTATE INCOME FUND INC
		DATE OF NAME CHANGE:	20020617

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	SALOMON BROTHERS REAL ESTATE INCOME FUND INC
		DATE OF NAME CHANGE:	20020516

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Bulldog Investors, LLC
		CENTRAL INDEX KEY:			0001504304
		IRS NUMBER:				270926182
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13D/A

	BUSINESS ADDRESS:	
		STREET 1:		PARK 80 WEST - PLAZA TWO
		STREET 2:		250 PEHLE AVE. SUITE 708
		CITY:			SADDLE BROOK
		STATE:			NJ
		ZIP:			07663
		BUSINESS PHONE:		201 556-0092

	MAIL ADDRESS:	
		STREET 1:		PARK 80 WEST - PLAZA TWO
		STREET 2:		250 PEHLE AVE. SUITE 708
		CITY:			SADDLE BROOK
		STATE:			NJ
		ZIP:			07663

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Brooklyn Capital Management LLC
		DATE OF NAME CHANGE:	20101026
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13D/A
<SEQUENCE>1
<FILENAME>thirda.txt
<TEXT>
SCHEDULE 13D/A


DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT
11/23/15


1. NAME OF REPORTING PERSON
Bulldog Investors, LLC


2. CHECK THE BOX IF MEMBER OF A GROUP                  a[ ]

                                                       b[]

3. SEC USE ONLY

4. SOURCE OF FUNDS
WC


5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e)                        []

6. CITIZENSHIP OR PLACE OF ORGANIZATION
DE
___________________________________________________________


7. SOLE VOTING POWER
1,901,379

8. SHARED VOTING POWER
383,734

9. SOLE DISPOSITIVE POWER
1,901,379
_______________________________________________________

10. SHARED DISPOSITIVE POWER
383,734

11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
2,285,113 (Footnote 1)

12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES

[]
___________________________________________________________


13. PERCENT OF CLASS REPRESENTED BY ROW 11
19.97%

14. TYPE OF REPORTING PERSON

IA

1. NAME OF REPORTING PERSON
Bulldog Investors Group of Funds


2. CHECK THE BOX IF MEMBER OF A GROUP                  a[X]

                                                       b[]

3. SEC USE ONLY

4. SOURCE OF FUNDS
WC


5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e)                        []

6. CITIZENSHIP OR PLACE OF ORGANIZATION
DE
___________________________________________________________


7. SOLE VOTING POWER
1,901,379

8. SHARED VOTING POWER
0

9. SOLE DISPOSITIVE POWER
1,901,379
_______________________________________________________

10. SHARED DISPOSITIVE POWER
0


11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
1,901,379 (Footnote 1)

12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES

[]
___________________________________________________________


13. PERCENT OF CLASS REPRESENTED BY ROW 11

16.62%

14. TYPE OF REPORTING PERSON

IC
___________________________________________________________
1. NAME OF REPORTING PERSON
Phillip Goldstein


2. CHECK THE BOX IF MEMBER OF A GROUP                  a[ ]

                                                       b[]

3. SEC USE ONLY

4. SOURCE OF FUNDS
WC


5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e)                        []

6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________



7. SOLE VOTING POWER
1,901,379

8. SHARED VOTING POWER
383,734

9. SOLE DISPOSITIVE POWER
1,901,379
_______________________________________________________

10. SHARED DISPOSITIVE POWER
383,734

11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
2,285,113 (Footnote 1)

12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES

[]
___________________________________________________________


13. PERCENT OF CLASS REPRESENTED BY ROW 11
19.97%


14. TYPE OF REPORTING PERSON

IN

___________________________________________________________
1. NAME OF REPORTING PERSON
Andrew Dakos


2. CHECK THE BOX IF MEMBER OF A GROUP                  a[ ]

                                                       b[]

3. SEC USE ONLY

4. SOURCE OF FUNDS
WC


5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e)                        []

6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________



7. SOLE VOTING POWER
1,901,379

8. SHARED VOTING POWER
383,734

9. SOLE DISPOSITIVE POWER
1,901,379
_______________________________________________________

10. SHARED DISPOSITIVE POWER
383,734

11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
2,285,113 (Footnote 1)

12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES

[]
___________________________________________________________


13. PERCENT OF CLASS REPRESENTED BY ROW 11
19.97%


14. TYPE OF REPORTING PERSON

IN

___________________________________________________________
1. NAME OF REPORTING PERSON
Steven Samuels


2. CHECK THE BOX IF MEMBER OF A GROUP                  a[ ]

                                                       b[]

3. SEC USE ONLY

4. SOURCE OF FUNDS
WC


5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) AND 2(e)                        []

6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
___________________________________________________________


7. SOLE VOTING POWER
1,901,379

8. SHARED VOTING POWER
383,734

9. SOLE DISPOSITIVE POWER
1,901,379
_______________________________________________________

10. SHARED DISPOSITIVE POWER
383,734

11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON
2,285,113 (Footnote 1)

12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES

[]
___________________________________________________________


13. PERCENT OF CLASS REPRESENTED BY ROW 11
19.97%


14. TYPE OF REPORTING PERSON

IN
_______________________________________________________

Item 1. SECURITY AND ISSUER

This statement constitutes Amendment #13 to the schedule 13d
filed January 15, 2015. Except as specifically set forth
herein,  the Schedule 13d remains unmodified.



ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) As per the N-CSR filed on August 24,2015, there were 11,441,022 shares
of common stock outstanding as of June 30, 2015. The percentages set forth
herein were derived using such number.  Phillip Goldstein, Andrew Dakos and
Steven Samuels own Bulldog Investors, LLC, a registered investment advisor.
As of November 23, 2015, Bulldog Investors, LLC is deemed to be the beneficial
owner of 2,285,113 shares of RIT (representing 19.97% of RIT's outstanding
shares) solely by virtue of Bulldog Investors LLC's power to direct the vote
of, and dispose of, these shares. These 2,285,113 shares of RIT include
1,901,379 shares (representing 16.62% of RIT's outstanding shares) that are
beneficially owned by the following entities over which Messrs. Goldstein,
Dakos and Samuels exercise control:Bulldog Investors General Partnership,
Opportunity Partners LP, Calapasas West Partners LP, Full Value Special
Situations Fund, LP, Full Value Offshore Fund, Ltd., Full Value Partners, LP,
Opportunity Income Plus, LP, MCM Opportunity Partners, LP, Steady Gain
Partners, LP, and Mercury Partners, LP (collectively,"Bulldog Investors Group
of Funds"). Bulldog Investors Group of Funds may be deemed to constitute a
group. All other shares included in the aforementioned 2,285,113 shares of
RIT beneficially owned by Bulldog Investors, LLC (solely by virtue of its
power to sell or direct the vote of these shares) are also beneficially
owned by clients of Bulldog Investors, LLC who are not members of any group.
The total number of these "non-group" shares is 383,734 (representing 3.35%
of RIT's outstanding shares).

(b) Bulldog Investors, LLC has sole power to dispose of and vote 1,901,379
shares. Bulldog Investors, LLC has shared power to dispose of and vote 383,734
shares. Certain of Bulldog Investors, LLC's clients (none of whom beneficially
own more than 5% of RIT's shares) share this power with Bulldog Investors, LLC.
Messrs. Goldstein, Dakos and Samuels are control persons of Bulldog Investors,
LLC.


(c) Since the last filing on 11/5/15 the following shares of RIT were purchased:

Date:		        Shares:		Price:
11/16/15		8,212		12.4757
11/17/15	 	8,598		12.5881
11/20/15		27,897		12.7349
11/23/15		191,098		12.7300



d) Clients of Bulldog Investors, LLC are entitled to receive any dividends or
sales proceeds.

e) N/A

ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
N/A


ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None


After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this
statement is true, complete and correct.

Dated: 11/24/2015

By: /S/ Phillip Goldstein
Name:   Phillip Goldstein

By: /S/ Andrew Dakos
Name:   Andrew Dakos


By: /S/ Steven Samuels
Name:   Steven Samuels

Bulldog Investors, LLC
By: /s/ Andrew Dakos
Andrew Dakos, Member

Footnote 1: The reporting persons disclaim beneficial ownership except
to the extent of any pecuniary interest therein.




</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>