Clarion Partners Real Estate Income Fund (CPRDX) DEFA14AAdditional proxy soliciting materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

Filed by the Registrant [X]

Filed by a Party other than the Registrant [ ]

Check the appropriate box:

[ ] Preliminary Proxy Statement

[] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

[] Definitive Proxy Statement

[X]Definitive Additional Materials

(Name of Registrant(s) as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box):

[X]No fee required.

[] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

1)Title of each class of securities to which transaction applies:

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2)Aggregate number of securities to which transaction applies:

3)Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

4)Proposed maximum aggregate value of transaction:

5)Total fee paid:

[ ] Fee paid previously with preliminary materials.

[] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

1)Amount Previously Paid:

2)Form, Schedule or Registration Statement No.:

3)Filing Party:

4)Date Filed:

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revenue consent to the continuation of their advisory relationships at close. This includes Legg Mason Funds whose shareholders have approved new management agreements.

Information About the New Management Agreements and Subadvisory Agreements

Q. How do the new management and subadvisory agreements differ from the current agreements?

A:The new agreements will be identical to the current agreements, except for the dates of execution, effectiveness and termination.

Q. Will the Funds' contractual management fee rates go up?

A:No. The sale of Legg Mason will not result in any changes to the contractual management fee rates charged to the Funds, nor will the sale cause expense waiver and reimbursement arrangements to change.

Q. Will the new management and subadvisory agreements result in any changes in the portfolio management, investment objective or investment strategy of the Funds?

A:No. The new agreements are not expected to result in any changes to the portfolio managers of the Funds or to a Fund's investment objective or investment strategy.

Information About Other Service Providers

Q. Will there be changes to a Fund's custodian or other service providers as a result of the sale of Legg Mason?

A:No. There are not expected to be any changes to a Fund's custodian or other service providers as a result of the Transaction.

Q. Will Legg Mason Investor Services, LLC (LMIS) continue to serve as the principal underwriter for each Open"End Fund following the consummation of the Transaction?

A:LMIS is expected to continue to serve as the principal underwriter for each Open"End Fund following the consummation of the Transaction. LMIS also serves as a service agent of the Funds and is expected to continue to provide such services following the consummation of the Transaction.

Potential Benefits to Shareholders of the Funds as a Result of the Transaction

Q. How could the sale of Legg Mason potentially benefit shareholders of the Funds?

A:Following the sale, Legg Mason and its affiliates will be part of an organization with greater scale, broader distribution capabilities and new opportunities to grow. Approval of the new management and

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subadvisory agreements will provide continuity of the investment program shareholders of the Funds selected through their investment in the Funds and allow the Funds' operations to continue uninterrupted after the sale.

Additional Information About the Current Agreements and the New Agreements

Q. What happens if new management and new subadvisory agreements are not approved for a Fund?

A:The Board of each Fund has approved interim management and subadvisory agreements to provide for maximum flexibility for each Fund's future. The terms of the interim agreements are identical to those of the current agreements except for term and escrow provisions required by applicable law. If shareholders of a Fund do not approve a new management agreement, or a new subadvisory agreement or agreements, and the sale of Legg Mason to Franklin Templeton occurs, the Fund's current agreements will terminate, and the manager or subadviser will not be able to provide services to the Fund. If this should happen, the Board of the Fund will implement the interim management or subadvisory agreements for a period of no more than 150 days in order to determine appropriate action, which could include continuing to solicit approval of new management or subadvisory agreements.

Q. What will happen if the Transaction is not consummated?

A:If the Transaction is not consummated, the investment manager and subadviser(s) to each Fund will continue to serve their respective Funds pursuant to the terms of the current management and subadvisory agreements.

Information About the Shareholder Proxy Process

Q. How does each Fund's Board of Trustees/Directors recommend that shareholders vote?

A:After careful consideration, each Fund's Board recommends that shareholders vote FOR each proposal applicable to their Fund.

Q. How can shareholders vote their shares?

A:Shareholders can vote their shares in one of four ways:

∙By telephone: Call the toll"free number printed on the proxy card(s) that was mailed to them and follow the instructions.

∙By Internet: Access the website address printed on the proxy card(s) that was mailed to them and follow the directions on the website.

∙By mail: Complete, sign and date the proxy card(s) that was mailed to them and return in the self"addressed, postage"paid envelope.

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telephone or over the Internet, shareholders are asked to please vote on the proposals with respect to EACH Fund they own.

Certain closed"end funds have investors that have sent solicitations in opposition to the proposals to approve new management and subadvisory agreements. These closed"end funds request that shareholders not sign or return or vote on any color proxy cards other than the WHITE proxy card that was mailed to shareholders with the proxy statement.

Q. Who can shareholders call if they have questions?

A:They may call the proxy solicitor, Computershare, regardless of whether they hold shares directly with a particular fund or through their brokerage account, at 866"963"5819.

Q. What can shareholders do if they have lost their proxy card(s)?

A:Shareholders who have lost their proxy cards may call the proxy solicitor, Computershare, for assistance at 866"963"5819.

Q. Are the Funds paying for the proxy statements?

A:No. All costs of the proxy and the shareholder meetings, including proxy solicitation costs, legal fees and the costs of printing and mailing the proxy statements, will be borne by Legg Mason.

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Please see Schedule A for a list of proxy statements, record dates and scheduled shareholder meeting dates.

Shareholders of record at the close of business on the dates specified in Schedule A with respect to each fund are entitled to vote at the meetings.

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