N-CSRS 1 a11-16512_1ncsrs.htm N-CSRS

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number

811-6302

 

Cohen & Steers Realty Shares, Inc.

(Exact name of registrant as specified in charter)

 

280 Park Avenue, New York, NY

 

10017

(Address of principal executive offices)

 

(Zip code)

 

Adam M. Derechin

Cohen & Steers Capital Management, Inc.

280 Park Avenue

New York, New York 10017

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

(212) 832-3232

 

 

Date of fiscal year end:

December 31

 

 

Date of reporting period:

June 30, 2011

 

 



 

Item 1. Reports to Stockholders.

 



COHEN & STEERS REALTY SHARES, INC.

To Our Shareholders:

We would like to share with you our report for the six months ended June 30, 2011. The net asset value (NAV) at that date was $64.27 per share.

The total returns, including income and change in NAV, for the Fund and its comparative benchmarks were:

    Six Months Ended
June 30, 2011
 
Cohen & Steers Realty Shares     10.74 %  
FTSE NAREIT Equity REIT Indexa     10.20 %  
S&P 500 Indexa     6.02 %  

 

The performance data quoted represent past performance. Past performance is no guarantee of future results. The investment return and the principal value of an investment will fluctuate and shares, if redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Current total returns of the Fund can be obtained by visiting our Web site at cohenandsteers.com.

Please note that distributions paid by the Fund to shareholders are subject to recharacterization for tax purposes and are taxable up to the amount of the Fund's investment company taxable income and net realized gains. Distributions in excess of the Fund's investment company taxable income and realized gains are a return of capital distributed from the Fund's assets.

Investment Review

For the six-month period ended June 30, 2011, U.S. real estate securities had good performance in absolute terms as well as relative to the broader equity market. REITs benefited from a steady improvement in real estate fundamentals, low and declining capital costs and an increasing number of transactions that revealed rising property values.

However, REITs, along with financial markets in general, faced frequent volatility resulting from natural disasters and economic uncertainty. Stocks came under pressure in March following the earthquake in Japan, and then again in June amid renewed fears of a Greek default and disappointing U.S. economic reports. The period ended on a positive note on news of passage of an austerity plan by Greece's parliament and encouraging U.S. manufacturing data.

a  The FTSE NAREIT Equity REIT Index is an unmanaged, market-capitalization-weighted index of all publicly traded REITs that invest predominantly in the equity ownership of real estate. The index is designed to reflect the performance of all publicly traded equity REITs as a whole. The S&P 500 Index is an unmanaged index of common stocks that is frequently used as a general measure of stock market performance.


1



COHEN & STEERS REALTY SHARES, INC.

Regional malls paced the rally

Nearly all property sectors had gains, led by regional mall owners (+15.8% total returnb within the index). The sector's strong showing reflected stabilizing retail sales and continued investor interest in acquiring regional malls that the Westfield Group was marketing for sale. Mall owners have also benefited from the improved operating earnings of large department store chains. Mall-based department stores such as Macy's had been losing market share to discounters and online retailers for many years, but during the period, they reported their best sales growth in decades.

The apartment sector (+14.1%) outperformed amid increased demand, strong pricing power and very low new supply. Occupancies have been supported by positive demographics and fewer people having the confidence to purchase single-family homes.

Office companies (+12.5%) performed well as a group, but results varied widely. Those located in urban areas tended to benefit from improving leasing trends and rising global investment demand for office assets located in major cities. Office operators with suburban properties continued to face challenging fundamentals.

Industrial REITs (+11.0%) had a strong first quarter amid improving fundamentals and a merger announcement between ProLogis and AMB Property, but later retreated on concerns of slowing global demand. In June, ProLogis had a $1 billion secondary stock offering to shore up its balance sheet, which became more constrained when the company consolidated the ownership of the majority of the separately-listed ProLogis European Properties it did not already own.

The health care sector (+6.0%) underperformed on relatively high valuations and uncertainty surrounding various Medicare budget proposals. Hotels (–2.4%) struggled amid high oil prices and concerns regarding the durability of global economic growth.

Fund performance

The Fund had a positive total return and outperformed its benchmark in the period. Stock selection in the office, health care and regional mall sectors significantly contributed to relative performance. Within offices, we stayed focused on urban properties located in areas with above-average employment growth. Our underweights in industrial and health care property companies also aided returns, as did our overweight in regional mall owners. Stock selection in the hotel and apartment sectors detracted from performance.

Investment Outlook

We have modified our estimates for 2011 GDP growth and employment gains very modestly downward, but we expect the economy to remain on an expansionary path. Heading into the second half of the year, we expect to see some normalization as Japan recovers from its recent disaster and as U.S. home prices begin to stabilize.

b  Sector returns as measured by the FTSE NAREIT Equity REIT Index.


2



COHEN & STEERS REALTY SHARES, INC.

REITs had traded at a premium to net asset value through much of the six-month period, but ended June trading close to NAV, on average, partly reflecting a trend of rising NAVs due to higher property values revealed by increased transaction activity.

We favor economically sensitive sectors, including hotels, regional malls and high-growth urban offices protected from new supply. Among regional mall companies, we are focused on geographic locations with attractive income profiles that can better withstand inflation in food and gas prices. We are cautious toward health care property stocks based, in part, on their high premiums to net asset value and persistent and likely secular threats to Medicare reimbursement rates.

Sincerely,

   
MARTIN COHEN   ROBERT H. STEERS  
Co-chairman   Co-chairman  
   
JOSEPH M. HARVEY   JON CHEIGH  
Portfolio Manager   Portfolio Manager  

 

The views and opinions in the preceding commentary are subject to change. There is no guarantee that any market forecast set forth in the commentary will be realized. This material represents an assessment of the market environment at a specific point in time, should not be relied upon as investment advice and is not intended to predict or depict performance of any investment.

Visit Cohen & Steers online at cohenandsteers.com

For more information about any of our funds, visit cohenandsteers.com, where you will find daily net asset values, fund fact sheets and portfolio highlights. You can also access newsletters, education tools and market updates covering the global real estate, listed infrastructure, utilities, large cap value and preferred securities sectors.

In addition, our Web site contains comprehensive information about our firm, including our most recent press releases, profiles of our senior investment professionals and an overview of our investment approach.


3



COHEN & STEERS REALTY SHARES, INC.

Performance Review (Unaudited)

Average Annual Total Returns—For Periods Ended June 30, 2011

    1 Year   5 Years   10 Years   Since Inceptiona  
Fund     34.86 %     3.44 %     11.72 %     12.62 %  

The performance data quoted represent past performance. Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate and shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Current total returns of the Fund can be obtained by visiting our Web site at cohenandsteers.com. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods presented above, the advisor waived fees and/or reimbursed expenses. Without this arrangement, performance would have been lower.

The annual expense ratio as reported in the prospectus dated May 1, 2011 was 0.99%.

a  Inception date of July 2, 1991.


4



COHEN & STEERS REALTY SHARES, INC.

Expense Example (Unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees and (2) ongoing costs including management fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2011—June 30, 2011.

Actual Expenses

The first line of the following table provides information about actual account values and expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing cost of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such redemption fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

    Beginning
Account Value
January 1, 2011
  Ending
Account Value
June 30, 2011
  Expenses Paid
During Perioda
January 1, 2011–
June 30, 2011
 
Actual (10.74% return)   $ 1,000.00     $ 1,107.40     $ 4.96    
Hypothetical (5% annual return before expenses)   $ 1,000.00     $ 1,020.08     $ 4.76    

a  Expenses are equal to the Fund's annualized expense ratio of 0.95% multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).


5



COHEN & STEERS REALTY SHARES, INC.

JUNE 30, 2011

Top Ten Holdings
(Unaudited)

Security   Value   % of
Net
Assets
 
Simon Property Group   $ 397,149,658       10.0 %  
Vornado Realty Trust     251,686,634       6.3    
Equity Residential     228,591,780       5.7    
ProLogis     223,653,427       5.6    
Boston Properties     172,106,167       4.3    
Host Hotels & Resorts     165,745,270       4.2    
General Growth Properties     125,841,348       3.2    
Developers Diversified Realty Corp.     122,977,408       3.1    
UDR     119,774,908       3.0    
Macerich Co.     116,664,989       2.9    

 

Sector Breakdown
(Based on Net Assets)
(Unaudited)


6




COHEN & STEERS REALTY SHARES, INC.

SCHEDULE OF INVESTMENTS

June 30, 2011 (Unaudited)

        Number
of Shares
  Value  
COMMON STOCK   96.6%              
BANK   0.6%              
Bond Street Holdings LLC, Class A, 144Aa,b,c,d         662,947     $ 13,590,413    
SJB Escrow Corp., Class A, 144Aa,b,c,d         499,400       9,988,000    
              23,578,413    
REAL ESTATE   96.0%              
DIVERSIFIED   8.6%              
Alexander's         53,681       21,311,357    
American Assets Trust         960,968       21,573,732    
Forest City Enterprisesc         2,628,486       49,073,834    
Vornado Realty Trust         2,701,080       251,686,634    
              343,645,557    
HEALTH CARE   6.8%              
HCP         2,031,507       74,535,992    
Health Care REIT         216,793       11,366,457    
Nationwide Health Properties         1,101,019       45,593,197    
Senior Housing Properties Trust         1,562,298       36,573,396    
Ventas         1,936,979       102,098,163    
              270,167,205    
HOTEL   10.5%              
FelCor Lodging Trustc         2,462,154       13,123,281    
Hersha Hospitality Trust         4,921,430       27,412,365    
Host Hotels & Resorts         9,778,482       165,745,270    
Hyatt Hotels Corp., Class Ac         568,326       23,199,067    
Orient-Express Hotels Ltd., Class A (Bermuda)c         2,541,745       27,323,759    
Pebblebrook Hotel Trust         1,225,085       24,734,466    
RLJ Lodging Trust         1,103,192       19,162,445    
Starwood Hotels & Resorts Worldwide         1,058,797       59,334,984    
Strategic Hotels & Resortsc         4,473,192       31,670,199    
Sunstone Hotel Investorsc         2,812,739       26,074,091    
              417,779,927    

See accompanying notes to financial statements.
7



COHEN & STEERS REALTY SHARES, INC.

SCHEDULE OF INVESTMENTS—(Continued)

June 30, 2011 (Unaudited)

        Number
of Shares
  Value  
INDUSTRIAL   7.5%              
DCT Industrial Trust         11,298,958     $ 59,093,550    
EastGroup Properties         440,711       18,734,625    
ProLogis         6,240,330       223,653,427    
              301,481,602    
OFFICE   11.4%              
BioMed Realty Trust         1,104,196       21,244,731    
Boston Properties         1,621,196       172,106,167    
Brandywine Realty Trust         336,317       3,897,914    
Brookfield Office Properties (Canada)         1,716,777       33,099,461    
Hudson Pacific Properties         1,237,912       19,224,773    
Kilroy Realty Corp.         1,160,480       45,827,355    
Liberty Property Trust         1,583,545       51,591,896    
SL Green Realty Corp.         1,294,249       107,254,415    
              454,246,712    
OFFICE/INDUSTRIAL   0.7%              
PS Business Parks         497,226       27,397,152    
RESIDENTIAL   17.8%              
APARTMENT   16.6%              
Apartment Investment & Management Co.         2,440,007       62,293,379    
AvalonBay Communities         830,708       106,662,907    
BRE Properties         305,214       15,224,074    
Campus Crest Communities         1,277,778       16,534,448    
Colonial Properties Trust         1,578,819       32,207,908    
Education Realty Trust         1,141,474       9,782,432    
Equity Residential         3,809,863       228,591,780    
Home Properties         491,006       29,892,445    
Post Properties         962,416       39,228,076    
UDR         4,878,815       119,774,908    
              660,192,357    
MANUFACTURED HOME   1.2%              
Equity Lifestyle Properties         776,938       48,512,009    
TOTAL RESIDENTIAL             708,704,366    

See accompanying notes to financial statements.
8



COHEN & STEERS REALTY SHARES, INC.

SCHEDULE OF INVESTMENTS—(Continued)

June 30, 2011 (Unaudited)

        Number
of Shares
  Value  
SELF STORAGE   3.5%              
Extra Space Storage         1,325,636     $ 28,275,816    
Public Storage         966,100       110,145,061    
              138,420,877    
SHOPPING CENTER   27.8%              
COMMUNITY CENTER   10.1%              
Developers Diversified Realty Corp.         8,721,802       122,977,408    
Federal Realty Investment Trust         252,887       21,540,915    
Kimco Realty Corp.         5,110,155       95,253,289    
Regency Centers Corp.         1,984,547       87,260,532    
Weingarten Realty Investors         3,036,400       76,395,824    
              403,427,968    
REGIONAL MALL   17.7%              
General Growth Properties         7,539,925       125,841,348    
Macerich Co.         2,180,654       116,664,989    
Simon Property Group         3,416,929       397,149,658    
Taubman Centers         1,144,706       67,766,595    
              707,422,590    
TOTAL SHOPPING CENTER             1,110,850,558    
SPECIALTY   1.4%              
DuPont Fabros Technology         624,936       15,748,387    
Rayonier         605,836       39,591,383    
              55,339,770    
TOTAL REAL ESTATE             3,828,033,726    

See accompanying notes to financial statements.
9



COHEN & STEERS REALTY SHARES, INC.

SCHEDULE OF INVESTMENTS—(Continued)

June 30, 2011 (Unaudited)

            Value  
TOTAL INVESTMENTS (Identified cost—$2,760,426,936)     96.6 %         $ 3,851,612,139    
OTHER ASSETS IN EXCESS OF LIABILITIES     3.4             135,542,080    
NET ASSETS (Equivalent to $64.27 per share based on 62,040,528
shares of common stock outstanding)
    100.0 %         $ 3,987,154,219    

 

Glossary of Portfolio Abbreviation

REIT  Real Estate Investment Trust

Note: Percentages indicated are based on the net assets of the Fund.

a  Illiquid security. Aggregate holdings equal 0.6% of net assets of the Fund.

b  Resale is restricted to qualified institutional investors. Aggregate holdings equal 0.6% of net assets of the Fund, all of which are illiquid.

c  Non-income producing security.

d  Fair valued security. This security has been valued at its fair value as determined in good faith under procedures established by and under the general supervision of the Fund's Board of Directors. Aggregate fair value securities represent 0.6% of the net assets of the Fund.

See accompanying notes to financial statements.
10




COHEN & STEERS REALTY SHARES, INC.

STATEMENT OF ASSETS AND LIABILITIES

June 30, 2011 (Unaudited)

ASSETS:  
Investments in securities, at value (Identified cost—$2,760,426,936)   $ 3,851,612,139    
Cash     99,605,489    
Receivable for:  
Investment securities sold     80,200,422    
Fund shares sold     11,939,611    
Dividends     6,659,155    
Other assets     24,102    
Total Assets     4,050,040,918    
LIABILITIES:  
Payable for:  
Investment securities purchased     50,160,660    
Fund shares redeemed     7,816,195    
Investment advisory fees     2,524,422    
Dividends declared     1,063,417    
Administration fees     64,030    
Directors' fees     2,208    
Other liabilities     1,255,767    
Total Liabilities     62,886,699    
NET ASSETS applicable to 62,040,528 shares of $0.001 par value of common stock
outstanding
  $ 3,987,154,219    
NET ASSET VALUE PER SHARE:  
($3,987,154,219 ÷ 62,040,528 shares outstanding)   $ 64.27    
NET ASSETS consist of:  
Paid-in capital   $ 2,877,125,958    
Dividends in excess of net investment income     (14,173,398 )  
Accumulated undistributed net realized gain     33,016,456    
Net unrealized appreciation     1,091,185,203    
    $ 3,987,154,219    

 

See accompanying notes to financial statements.
11



COHEN & STEERS REALTY SHARES, INC.

STATEMENT OF OPERATIONS

For the Six Months Ended June 30, 2011 (Unaudited)

Investment Income:  
Dividend income (net of $36,052 of foreign withholding tax)   $ 27,166,153    
Expenses:  
Investment advisory fees     14,237,252    
Transfer agent fees and expenses     1,390,958    
Administration fees     600,146    
Reports to shareholders     279,517    
Custodian fees and expenses     164,916    
Directors' fees and expenses     140,569    
Registration and filing fees     109,868    
Professional fees     73,261    
Line of credit fees     55,635    
Miscellaneous     81,277    
Total Expenses     17,133,399    
Net Investment Income     10,032,754    
Net Realized and Unrealized Gain:  
Net realized gain     194,528,416    
Net change in unrealized appreciation     157,421,047    
Net realized and unrealized gain     351,949,463    
Net Increase in Net Assets Resulting from Operations   $ 361,982,217    

 

See accompanying notes to financial statements.
12



COHEN & STEERS REALTY SHARES, INC.

STATEMENT OF CHANGES IN NET ASSETS (Unaudited)

    For the
Six Months Ended
June 30, 2011
  For the
Year Ended
December 31, 2010
 
Change in Net Assets:  
From Operations:  
Net investment income   $ 10,032,754     $ 29,941,383    
Net realized gain     194,528,416       243,889,397    
Net change in unrealized appreciation     157,421,047       376,687,250    
Net increase in net assets resulting from operations     361,982,217       650,518,030    
Dividends to Shareholders from Net Investment Income     (28,288,101 )     (63,729,549 )  
Capital Stock Transactions:  
Increase in net assets from Fund share transactions     488,390,797       278,893,671    
Total increase in net assets     822,084,913       865,682,152    
Net Assets:  
Beginning of period     3,165,069,306       2,299,387,154    
End of perioda   $ 3,987,154,219     $ 3,165,069,306    

 

a  Includes dividends in excess of net investment income and accumulated undistributed net investment income of $14,173,398 and $4,081,949, respectively.

See accompanying notes to financial statements.
13




COHEN & STEERS REALTY SHARES, INC.

FINANCIAL HIGHLIGHTS (Unaudited)

The following table includes selected data for a share outstanding throughout each period and other performance information derived from the financial statements. It should be read in conjunction with the financial statements and notes thereto.

    For the Six   Year ended December 31,  
    Months Ended      
Per Share Operating Performance:   June 30,2011   2010   2009   2008   2007   2006  
Net asset value, beginning of period   $ 58.46     $ 47.06     $ 37.01     $ 58.80     $ 89.45     $ 72.59    
Income from investment operations:  
Net investment income     0.17       1.22       0.89       1.15       1.24 a      0.91    
Net realized and unrealized
gain (loss)
    6.11       11.39       10.55       (20.93 )     (18.21 )     25.52    
Total income (loss) from
investment operations
    6.28       12.61       11.44       (19.78 )     (16.97 )     26.43    
Less dividends and distributions to
shareholders from:
 
Net investment income     (0.47 )     (1.22 )     (0.89 )     (1.22 )     (1.09 )     (0.91 )  
Net realized gain                             (12.63 )     (8.14 )  
Tax return of capital                 (0.51 )     (0.80 )           (0.53 )  
Total dividends and
distributions to
shareholders
    (0.47 )     (1.22 )     (1.40 )     (2.02 )     (13.72 )     (9.58 )  
Redemption fees retained
by the Fund
    0.00 b      0.01       0.01       0.01       0.04       0.01    
Net increase (decrease) in
net asset value
    5.81       11.40       10.05       (21.79 )     (30.65 )     16.86    
Net asset value, end of period   $ 64.27     $ 58.46     $ 47.06     $ 37.01     $ 58.80     $ 89.45    
Total investment return     10.74 %c,d     27.14 %     32.50 %     –34.40 %     –19.19 %     37.13 %  
Ratios/Supplemental Data:  
Net assets, end of period (in millions)   $ 3,987.2     $ 3,165.1     $ 2,299.4     $ 1,392.1     $ 2,295.1     $ 3,601.9    
Ratio of expenses to average daily
net assets
    0.95 %e     0.99 %     1.06 %     1.00 %     0.95 %     0.96 %  
Ratio of net investment income to
average daily net assets
    0.56 %e     1.10 %     2.45 %     2.06 %     1.21 %     1.08 %  
Portfolio turnover rate     40 %c     106 %     119 %     99 %     58 %     31 %  

a  15.1% of net investment income was attributable to a special dividend paid by Boston Properties, Inc.

b  Amount is less than $0.005.

c  Not annualized.

d  The net asset value (NAV) disclosed in this report reflects adjustments in accordance with accounting principles generally accepted in the United States of America and as such, differs from the NAV reported on June 30, 2011. The total return reported is based on the unadjusted NAV which was the official NAV for executing transactions on June 30, 2011.

e  Annualized.

See accompanying notes to financial statements.
14




COHEN & STEERS REALTY SHARES, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)

Note 1. Significant Accounting Policies

Cohen & Steers Realty Shares, Inc. (the Fund) was incorporated under the laws of the State of Maryland on April 26, 1991 and is registered under the Investment Company Act of 1940, as amended, as a nondiversified, open-end management investment company. The Fund's investment objective is total return.

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (GAAP). The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

Portfolio Valuation: Investments in securities that are listed on the New York Stock Exchange are valued, except as indicated below, at the last sale price reflected at the close of the New York Stock Exchange on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices on such day or, if no asked price is available, at the bid price.

Securities not listed on the New York Stock Exchange but listed on other domestic or foreign securities exchanges are valued in a similar manner. Securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is being determined as reflected on the tape at the close of the exchange representing the principal market for such securities. If after the close of a foreign market, but prior to the close of business on the day the securities are being valued, market conditions change significantly, certain foreign securities may be fair valued pursuant to procedures established by the Board of Directors.

Readily marketable securities traded in the over-the-counter market, including listed securities whose primary market is believed by Cohen & Steers Capital Management, Inc. (the advisor) to be over-the-counter, are valued at the official closing prices as reported by sources as the Board of Directors deem appropriate to reflect their fair market value. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices on such day, or if no asked price is available, at the bid price. However, certain fixed-income securities may be valued on the basis of prices provided by a pricing service when such prices are believed by the advisor, pursuant to delegation by the Board of Directors, to reflect the fair market value of such securities.

Securities for which market prices are unavailable, or securities for which the advisor determines that the bid and/or asked price or a counterparty valuation does not reflect market value, will be valued at fair value pursuant to procedures approved by the Fund's Board of Directors. Circumstances in which market prices may be unavailable include, but are not limited to, when trading in a security is suspended, the exchange on which the security is traded is subject to an unscheduled close or disruption or material events occur after the close of the exchange on which the security is principally traded. In these circumstances, the Fund determines fair value in a manner that fairly reflects the market value of the security on the valuation date based on consideration of any


15



COHEN & STEERS REALTY SHARES, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)—(Continued)

information or factors it deems appropriate. These may include, but are not limited to, recent transactions in comparable securities, information relating to the specific security and developments in the markets.

The Fund's use of fair value pricing may cause the net asset value of Fund shares to differ from the net asset value that would be calculated using market quotations. Fair value pricing involves subjective judgments and it is possible that the fair value determined for a security may be materially different than the value that could be realized upon the sale of that security.

Short-term debt securities with a maturity date of 60 days or less are valued at amortized cost, which approximates value.

Fair value is defined as the price that the Fund would receive to sell an investment or pay to transfer a liability in an orderly transaction with an independent buyer in the principal market, or in the absence of a principal market the most advantageous market for the investment or liability. The hierarchy of inputs that are used in determining the fair value of the Fund's investments is summarized below.

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

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

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

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used as of June 30, 2011 in valuing the Fund's investments carried at value:

    Total   Quoted Prices In
Active Market for
Identical Assets
(Level 1)
  Significant
Other Observable
Inputs
(Level 2)
  Significant
Unobservable
Inputs
(Level 3)
 
Common Stock—Bank   $ 23,578,413     $     $     $ 23,578,413    
Common Stock—Real Estate     3,828,033,726       3,828,033,726                
Total Investments   $ 3,851,612,139     $ 3,828,033,726     $     $ 23,578,413    


16



COHEN & STEERS REALTY SHARES, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)—(Continued)

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

    Investments
in Securities
 
Balance as of December 31, 2010   $ 23,909,887    
Change in unrealized depreciation     (331,474 )  
Balance as of June 30, 2011   $ 23,578,413    

 

Investments classified as Level 3 infrequently trade and have significant unobservable inputs. The Level 3 common stock has been fair valued utilizing inputs and assumptions which include book value, recent comparables in similar securities, as well as liquidity and market risk factors.

Security Transactions and Investment Income: Security transactions are recorded on trade date. Realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis. Discounts are accreted and premiums are amortized over the life of the respective securities. Dividend income is recorded on the ex-dividend date. The Fund records distributions received in excess of income from underlying investments as a reduction of cost of investments and/or an increase in realized gain. Such amounts are based on estimates if actual amounts are not available, and actual amounts of income, realized gain and return of capital may differ from the estimated amounts. The Fund adjusts the estimated amounts of the components of distributions (and consequently its net investment income) as an increase to unrealized appreciation/(depreciation) and realized gain/(loss) on investments as necessary once the issuers provide information about the actual composition of the distributions.

Dividends and Distributions to Shareholders: Dividends from net investment income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from GAAP. Dividends from net investment income, if any, are declared and paid quarterly. Net realized capital gains, unless offset by any available capital loss carryforward, are typically distributed to shareholders at least annually. Dividends and distributions to shareholders are recorded on the ex-dividend date and are automatically reinvested in full and fractional shares of the Fund based on the net asset value per share at the close of business on the payable date unless the shareholder has elected to have them paid in cash. Distributions paid by the Fund are subject to recharacterization for tax purposes.

Income Taxes: It is the policy of the Fund to continue to qualify as a regulated investment company, if such qualification is in the best interest of the shareholders, by complying with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies, and by distributing substantially all of its taxable earnings to its shareholders. Accordingly, no provision for federal income or excise tax is necessary. Dividend and interest income from holdings in non-U.S. securities is recorded net of non-U.S. taxes paid.


17



COHEN & STEERS REALTY SHARES, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)—(Continued)

Management has analyzed the Fund's tax positions taken on federal income tax returns as well as its tax positions in non-U.S. jurisdictions where it trades for all open tax years and has concluded that as of June 30, 2011, no additional provisions for income tax would be required in the Fund's financial statements. The Fund's tax positions for the tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service, state departments of revenue and by foreign tax authorities.

Cash: As of June 30, 2011, the balance of cash was held at the Fund's custodian.

Note 2. Investment Advisory and Administration Fees and Other Transactions with Affiliates

Investment Advisory Fees: The advisor serves as the Fund's investment advisor pursuant to an investment advisory agreement (the advisory agreement). Under the terms of the advisory agreement, the advisor provides the Fund with the day-to-day investment decisions and generally manages the Fund's investments in accordance with the stated policies of the Fund, subject to the supervision of the Fund's Board of Directors. For the services provided to the Fund, the advisor receives a fee, accrued daily and paid monthly, at the annual rate of 0.85% for the first $1.5 billion and 0.75% thereafter of the average daily net assets of the Fund.

Administration Fees: The Fund has entered into an administration agreement with the advisor under which the advisor performs certain administrative functions for the Fund and receives a fee, accrued daily and paid monthly, at the annual rate of 0.02% of the Fund's average daily net assets. For the six months ended June 30, 2011, the Fund paid the advisor $359,825 in fees under this administration agreement. Additionally, the Fund has retained State Street Bank and Trust Company as co-administrator under a fund accounting and administration agreement.

Directors' and Officers' Fees: Certain directors and officers of the Fund are also directors, officers, and/or employees of the advisor. The Fund does not pay compensation to any affiliated directors and officers except for the Chief Compliance Officer, who received $29,639 from the Fund for the six months ended June 30, 2011.

Note 3. Purchases and Sales of Securities

Purchases and sales of securities, excluding short-term investments, for the six months ended June 30, 2011, totaled $1,897,048,560 and $1,437,141,989 respectively.


18



COHEN & STEERS REALTY SHARES, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)—(Continued)

Note 4. Income Tax Information

As of June 30, 2011, the federal tax cost and net unrealized appreciation on securities were as follows:

Cost for federal income tax purposes   $ 2,760,426,936    
Gross unrealized appreciation   $ 1,101,928,361    
Gross unrealized depreciation     (10,743,158 )  
Net unrealized appreciation   $ 1,091,185,203    

 

As of December 31, 2010, the Fund had a net capital loss carryforward of $64,212,791, of which $46,206,122 will expire on December 31, 2016 and $18,006,669 which will expire on December 31, 2017. This carryforward may be used to offset future capital gains to the extent provided by regulations.

Note 5. Capital Stock

The Fund is authorized to issue 200 million shares of capital stock, at a par value of $0.001 per share. The Board of Directors of the Fund may increase or decrease the aggregate number of shares of common stock that the Fund has authority to issue. Transactions in Fund shares were as follows:

    For the
Six Months Ended
June 30, 2011
  For the
Year Ended
December 31, 2010
 
    Shares   Amount   Shares   Amount  
Sold     13,461,294     $ 832,943,598       19,552,899     $ 1,029,459,255    
Issued as reinvestment of dividends     413,040       26,091,067       1,117,455       58,694,499    
Redeemed     (5,972,412 )     (370,687,239 )     (15,394,219 )     (809,590,482 )  
Redemption fees retained by the Funda           43,371             330,399    
Net increase     7,901,922     $ 488,390,797       5,276,135     $ 278,893,671    

 

a  A 2% redemption fee may be charged on shares sold within 60 days of the time of purchase. Redemption fees are paid directly to the Fund. Effective March 1, 2011, the Fund no longer charges redemption fees.

Note 6. Borrowings

The Fund, in conjunction with other Cohen & Steers funds, is a party to a $200,000,000 syndicated credit agreement (the credit agreement) with State Street Bank and Trust Company, as administrative agent and operations agent, and the lenders identified in the credit agreement, which expires January 27, 2012. The Fund


19



COHEN & STEERS REALTY SHARES, INC.

NOTES TO FINANCIAL STATEMENTS (Unaudited)—(Continued)

pays a commitment fee of 0.125% per annum on its proportionate share of the unused portion of the credit agreement. (For the period January 1, 2011 through January 28, 2011, the commitment fee was 0.15%).

During the six months ended June 30, 2011, the Fund did not borrow under the credit agreement.

Note 7. Other

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future and, therefore, cannot be estimated; however, based on experience, the risk of material loss from such claims is considered remote.

Note 8. Subsequent Events

Events and transactions occurring after June 30, 2011 and through the date that the financial statements were issued, have been evaluated in the preparation of the financial statements and no additional disclosure is required.


20




COHEN & STEERS REALTY SHARES, INC.

OTHER INFORMATION

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling 800-330-7348, (ii) on our Web site at cohenandsteers.com or (iii) on the Securities and Exchange Commission's Web site at http://www.sec.gov. In addition, the Fund's proxy voting record for the most recent 12-month period ended June 30 is available by August 31 of each year (i) without charge, upon request, by calling 800-330-7348 or (ii) on the SEC's Web site at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund's Forms N-Q are available (i) without charge, upon request by calling 800-330-7348, or (ii) on the SEC's Web site at http://www.sec.gov. In addition, the Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

Please note that the distributions paid by the Fund to shareholders are subject to recharacterization for tax purposes. The Fund may also pay distributions in excess of the Fund's net investment company taxable income and this excess could be a tax free return of capital distributed from the Fund's assets. The final tax treatment of all distributions is reported to shareholders on their 1099-DIV forms, which are mailed after the close of each calendar year.

APPROVAL OF INVESTMENT ADVISORY AGREEMENT

The Board of Directors of the Fund, including a majority of the directors who are not parties to the Fund's investment advisory agreement (the "Advisory Agreement"), or interested persons of any such party ("Independent Directors"), has the responsibility under the 1940 Act to approve the Fund's Advisory Agreement for its initial two year term and its continuation annually thereafter at a meeting of the Board of Directors called for the purpose of voting on the approval or continuation. At a telephonic meeting held on June 14, 2011 and at a meeting held in person on June 21-22, 2011, the Advisory Agreement was discussed and was unanimously continued for a term ending June 30, 2012 by the Fund's Board of Directors, including the Independent Directors. The Independent Directors were represented by independent counsel who assisted them in their deliberations during the meeting and executive session.

In considering whether to continue the Advisory Agreement, the Board of Directors reviewed materials provided by the Fund's investment advisor (the "Investment Advisor") and Fund counsel which included, among other things, fee, expense and performance information compared to peer funds ("Peer Funds") and performance comparisons to a larger category universe, prepared by an independent data provider; summary information prepared by the Investment Advisor; and a memorandum outlining the legal duties of the Board of Directors. The Board of Directors also spoke directly with representatives of the independent data provider and met with investment advisory personnel. In addition, the Board of Directors considered information provided from time to time by the Investment Advisor throughout the year at meetings of the Board of Directors, including presentations by portfolio


21



COHEN & STEERS REALTY SHARES, INC.

managers relating to the investment performance of the Fund and the investment strategies used in pursuing the Fund's objective. In particular, the Board of Directors considered the following:

(i) The nature, extent and quality of services provided by the Investment Advisor: The Board of Directors reviewed the services that the Investment Advisor provides to the Fund, including, but not limited to, making the day-to-day investment decisions for the Fund, and generally managing the Fund's investments in accordance with the stated policies of the Fund. The Board of Directors also discussed with officers and portfolio managers of the Fund the types of transactions that were being done on behalf of the Fund. Additionally, the Board of Directors took into account the services provided by the Investment Advisor to its other funds, including those that have investment objectives and strategies similar to the Fund. The Board of Directors next considered the education, background and experience of the Investment Advisor's personnel, noting particularly that the favorable history and reputation of the portfolio managers for the Fund has had, and would likely continue to have, a favorable impact on the Fund. The Board of Directors further noted the Investment Advisor's ability to attract qualified and experienced personnel. After consideration of the above factors, among others, the Board of Directors concluded that the nature, extent and quality of services provided by the Investment Advisor are adequate and appropriate.

(ii) Investment performance of the Fund and the Investment Advisor: The Board of Directors considered the investment performance of the Fund compared to Peer Funds and compared to a relevant benchmark. The Board of Directors considered that the Fund outperformed its benchmark and the medians of the Peer Funds for the three, five- and ten-year periods ended March 31, 2011. The Board of Directors noted that the Fund had outperformed its benchmark for the one-year period ended March 31, 2011 while slightly underperforming versus the Peer Funds median for the period. The Board of Directors engaged in discussions with the Investment Advisor regarding the contributors and detractors to the Fund's performance during the periods. The Board of Directors also considered supplemental information provided by the Investment Advisor, including a narrative summary of various factors affecting performance and the Investment Advisor's performance in managing other real estate funds. The Board of Directors further considered the Fund's performance across all periods versus a group of open-end funds compiled by the Investment Advisor, and noted that the Fund outperformed the group's median for the three- and five-year periods ended March 31, 2011, performed in line with the median for the ten-year period and underperformed for the one-year period. The Board of Directors then determined that Fund performance, in light of all the considerations noted above, was satisfactory.

(iii) Cost of the services provided and profits realized by the Investment Advisor from the relationship with the Fund: Next, the Board of Directors considered the advisory fees and administrative fees payable by the Fund as well as the Fund's expense ratio. As part of its analysis, the Board of Directors gave consideration to the fee and expense analyses provided by the independent data provider. The Board of Directors noted that the Fund's actual and contractual management fees were higher than the Peer Funds' medians. The Board of Directors further noted that the Fund's total expense ratio was higher than the Peer Funds' median. The Board of Directors further considered the Fund's expenses versus the group of open-end funds compiled by the Investment Advisor, and noted that the Fund's net expense ratio was higher than the median of the group.The Board of Directors noted that the Fund has a


22



COHEN & STEERS REALTY SHARES, INC.

breakpoint of 10 basis points on assets over $1.5 billion and, as a result of asset size, the Fund is currently benefitting from the reduced fee. The Board of Directors then considered the administrative services provided by the Investment Advisor, including compliance and accounting services, and further noted that the Fund pays an administration fee to the Investment Advisor. In light of the considerations above, the Board of Directors concluded that the Fund's expense structure was satisfactory.

The Board of Directors also reviewed information regarding the profitability to the Investment Advisor of its relationship with the Fund. The Board of Directors considered the level of the Investment Advisor's profits and whether the profits were reasonable for the Investment Advisor. The Board of Directors took into consideration other benefits to be derived by the Investment Advisor in connection with the Advisory Agreement, noting particularly the research and related services, within the meaning of Section 28(e) of the Securities Exchange Act of 1934, as amended, that the Investment Advisor receives by allocating the Fund's brokerage transactions. The Board of Directors also considered the fees received by the Investment Advisor under the Administration Agreement, and noted the significant services received, such as compliance, accounting and operational services and furnishing office space and facilities for the Fund, and providing persons satisfactory to the Board of Directors to serve as officers of the Fund, and that these services were beneficial to the Fund. The Board of Directors concluded that the profits realized by the Investment Advisor from its relationship with the Fund were reasonable and consistent with fiduciary duties.

(iv) The extent to which economies of scale would be realized as the Fund grows and whether fee levels would reflect such economies of scale: The Board of Directors noted that the Fund's advisory fee schedule contains a breakpoint of 10 basis points once the Fund's assets reach $1.5 billion. The Board of Directors considered the Fund's asset size and determined that there were not at this time significant economies of scale that were not being shared with shareholders.

(v) Comparison of services rendered and fees paid to those under other investment advisory contracts, such as contracts of the same and other investment advisers or other clients: As discussed above in (iii), the Board of Directors compared the fees paid under the Advisory Agreement to those under other investment advisory contracts of other investment advisors managing Peer Funds. The Board of Directors also considered the services rendered, fees paid and profitability under the Advisory Agreement to the Investment Advisor's other fund advisory agreements, as well as the services rendered, fees paid and profitability under the Advisory Agreement to the Investment Advisor's other advisory contracts with institutional and other clients with similar investment mandates, including subadvised mutual funds and proprietary funds. The Board of Directors also considered the entrepreneurial risk and financial exposure assumed by the Investment Advisor in developing and managing the Fund that the Investment Advisor does not with institutional and other clients. The Board of Directors determined that on a comparative basis the fees under the Advisory Agreement were reasonable in relation to the services provided.

No single factor was cited as determinative to the decision of the Board of Directors. Rather, after weighing all of the considerations and conclusions discussed above, the Board of Directors, including the Independent Directors, unanimously approved the continuation of the Advisory Agreement.


23



COHEN & STEERS REALTY SHARES, INC.

Cohen & Steers Privacy Policy

Facts   What Does Cohen & Steers Do With Your Personal Information?  
Why?   Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.  
What?   The types of personal information we collect and share depend on the product or service you have with us. This information can include:
• Social Security number and account balances
• Transaction history and account transactions
• Purchase history and wire transfer instructions
 
How?   All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons Cohen & Steers chooses to share; and whether you can limit this sharing.  

 

Reasons we can share your personal information   Does Cohen & Steers
share?
  Can you limit this
sharing?
 
For our everyday business purposes—
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or reports to credit bureaus
  Yes   No  
For our marketing purposes—
to offer our products and services to you
  Yes   No  
For joint marketing with other financial companies—   no   We don't share  
For our affiliates' everyday business purposes—
information about your transactions and experiences
  No   We don't share  
For our affiliates' everyday business purposes—
information about your creditworthiness
  No   We don't share  
For our affiliates to market to you—   no   We don't share  
For non-affiliates to market to you—   no   We don't share  

 

Questions?  Call 800.330.7348


24



COHEN & STEERS REALTY SHARES, INC.

Cohen & Steers Privacy Policy—(Continued)

Who we are      
Who is providing this notice?   Cohen & Steers Capital Management, Inc., Cohen & Steers Asia Limited, Cohen & Steers UK Limited, Cohen & Steers Europe SA, Cohen & Steers Securities, LLC, Cohen & Steers Private Funds, and Cohen & Steers Open and Closed-End Funds (collectively, "Cohen & Steers").  
What we do      
How does Cohen & Steers protect my personal information?   To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We restrict access to your information to those employees who need it to perform their jobs, and also require companies that provide services on our behalf to protect your information.  
How does Cohen & Steers collect my personal information?   We collect your personal information, for example, when you
• Open an account or buy securities from us
• Provide account information or give us your contact information
• Make deposits or withdrawals from your account
We also collect your personal information from other companies.
 
Why can't I limit all sharing?   Federal law gives you the right to limit only
• sharing for affiliates' everyday business purposes—information about your creditworthiness
• affiliates from using your information to market to you
• sharing for non-affiliates to market to you
State law and individual companies may give you additional rights to limit sharing.
 
Definitions      
Affiliates   Companies related by common ownership or control. They can be financial and nonfinancial companies.
• Cohen & Steers does not share with affiliates.
 
Non-affiliates   Companies not related by common ownership or control. They can be financial and nonfinancial companies
• Cohen & Steers does not share with non-affiliates so they can market to you.
 
Joint marketing   A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
• Cohen & Steers does not jointly market.
 


25



COHEN & STEERS REALTY SHARES, INC.

Cohen & Steers Investment Solutions

COHEN & STEERS
GLOBAL REALTY SHARES

  •  Designed for investors seeking total return, investing primarily in global real estate equity securities

  •  Symbols: CSFAX, CSFBX*, CSFCX, CSSPX

COHEN & STEERS
INSTITUTIONAL GLOBAL REALTY SHARES

  •  Designed for institutional investors seeking total return, investing primarily in global real estate securities

  •  Symbol: GRSIX

COHEN & STEERS REALTY INCOME FUND

  •  Designed for investors seeking total return, investing primarily in real estate securities with an emphasis on both income and capital appreciation

  •  Symbols: CSEIX, CSBIX*, CSCIX, CSDIX

COHEN & STEERS
INTERNATIONAL REALTY FUND

  •  Designed for investors seeking total return, investing primarily in international real estate securities

  •  Symbols: IRFAX, IRFCX, IRFIX

COHEN & STEERS
EMERGING MARKETS REAL ESTATE FUND

  •  Designed for investors seeking total return, investing primarily in emerging market real estate securities

  •  Symbols: APFAX, APFCX, APFIX

COHEN & STEERS REALTY SHARES

  •  Designed for investors seeking total return, investing primarily in REITs

  •  Symbol: CSRSX

COHEN & STEERS
INSTITUTIONAL REALTY SHARES

  •  Designed for institutional investors seeking total return, investing primarily in REITs

  •  Symbol: CSRIX

COHEN & STEERS
GLOBAL INFRASTRUCTURE FUND

  •  Designed for investors seeking total return, investing primarily in global infrastructure securities

  •  Symbols: CSUAX, CSUBX*, CSUCX, CSUIX

COHEN & STEERS
DIVIDEND VALUE FUND

  •  Designed for investors seeking high current income and long-term growth of income and capital appreciation, investing primarily in dividend paying common stocks and preferred stocks

  •  Symbols: DVFAX, DVFCX, DVFIX

COHEN & STEERS
PREFERRED SECURITIES AND INCOME FUND

  •  Designed for investors seeking total return (high current income and capital appreciation), investing primarily in preferred and debt securities

  •  Symbols: CPXAX, CPXCX, CPXIX

Distributed by Cohen & Steers Securities, LLC.

COHEN & STEERS
GLOBAL REALTY MAJORS ETF

  •  Designed for investors who seek a relatively low-cost "passive" approach for investing in a portfolio of real estate equity securities of companies in a specified index

  •  Symbol: GRI

Distributed by ALPS Distributors, Inc.

ISHARES COHEN & STEERS
REALTY MAJORS INDEX FUND

  •  Designed for investors who seek a relatively low-cost "passive" approach for investing in a portfolio of real estate equity securities of companies in a specified index

  •  Symbol: ICF

Distributed by SEI Investments Distribution Co.

*  Class B shares are no longer offered except through dividend reinvestment and permitted exchanges by existing Class B shareholders.

Please consider the investment objectives, risks, charges and expenses of the fund carefully before investing. A prospectus containing this and other information can be obtained by calling 800-330-7348 or by visiting cohenandsteers.com. Please read the prospectus carefully before investing.


26



COHEN & STEERS REALTY SHARES, INC.

OFFICERS AND DIRECTORS

Robert H. Steers
Director and co-chairman

Martin Cohen
Director and co-chairman

Michael G. Clark
Director

Bonnie Cohen
Director

George Grossman
Director

Richard E. Kroon
Director

Richard J. Norman
Director

Frank K. Ross
Director

Willard H. Smith Jr.
Director

C. Edward Ward, Jr.
Director

Adam M. Derechin
President and chief executive officer

Joseph M. Harvey
Vice president

Jon Cheigh
Vice president

Francis C. Poli
Secretary

James Giallanza
Treasurer and chief financial officer

Lisa D. Phelan
Chief compliance officer

KEY INFORMATION

Investment Advisor

Cohen & Steers Capital Management, Inc.
280 Park Avenue
New York, NY 10017
(212) 832-3232

Fund Co-administrator and Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, MA 02111

Transfer Agent

Boston Financial Data Services, Inc.
30 Dan Road
Canton, MA 02021
(800) 437-9912

Legal Counsel

Stroock & Stroock & Lavan LLP
180 Maiden Lane
New York, NY 10038

Distributor

Cohen & Steers Securities, LLC
280 Park Avenue
New York, NY 10017

Nasdaq Symbol: CSRSX

Web site: cohenandsteers.com

This report is authorized for delivery only to shareholders of Cohen & Steers Realty Shares, Inc. unless accompanied or preceded by the delivery of a currently effective prospectus setting forth details of the Fund. Past performance is no guarantee of future results and your investment may be worth more or less at the time you sell.


27




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COHEN & STEERS

REALTY SHARES

280 PARK AVENUE

NEW YORK, NY 10017

SEMIANNUAL REPORT

JUNE 30, 2011

CSRSXSAR




 

Item 2. Code of Ethics.

 

Not applicable.

 

Item 3. Audit Committee Financial Expert.

 

Not applicable.

 

Item 4. Principal Accountant Fees and Services.

 

Not applicable.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable.

 

Item 6. Schedule of Investments.

 

Included in Item 1 above.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable.

 

Item 8.  Portfolio Managers of Closed-End Investment Companies.

 

Not applicable.

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable.

 

Item 10. Submission of Matters to a Vote of Security Holders.

 

Not applicable.

 

Item 11. Controls and Procedures.

 

(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, based upon such officers’ evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

 



 

(b) There were no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12. Exhibits.

 

(a)(1) Not applicable.

 

(a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.

 

(a)(3) Not applicable

 

(b) Certifications of chief executive officer and chief financial officer as required by Rule 30a- 2(b) under the Investment Company Act of 1940.

 



 

SIGNATURES

 

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, thereunto duly authorized.

 

COHEN & STEERS REALTY SHARES, INC.

 

 

 

By:

/s/ Adam M. Derechin

 

 

 

Name: Adam M. Derechin

 

 

 

Title: President and Chief Executive Officer

 

 

 

 

 

Date: August 31, 2011

 

 

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.

 

 

 

By:

/s/ Adam M. Derechin

 

 

 

Name:

Adam M. Derechin

 

 

 

Title:

President and Chief Executive Officer

 

 

 

 

(principal executive officer)

 

 

 

By:

/s/ James Giallanza

 

 

 

Name:

James Giallanza

 

 

 

Title:

Treasurer and Chief Financial Officer

 

 

 

 

(principal financial officer)

 

 

 

 

 

 

 

 

Date: August 31, 2011