CTR / ClearBridge MLP and Midstream Total Return Fund Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

ClearBridge MLP and Midstream Total Return Fund Inc.
US ˙ NYSE ˙ US18469Q2075
HINDI NA ACTIVE ANG SIMBONG ITO

Mga Batayang Estadistika
LEI 549300FO806NCJW4RO34
CIK 1547341
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ClearBridge MLP and Midstream Total Return Fund Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
October 10, 2024 SC 13G/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc. / Advisors Asset Management, Inc. - SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP Passive Investment

SC 13G/A 1 ctr-sc13ga093024.htm SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1 )* ClearBridge MLP & Midstream Total Return Fund Inc. - (NAME OF ISSUER) Common Stock - (TITLE OF CLASS OF SECURITIES) 18469Q207 - (CUSIP NUMBER) September 30, 202

September 9, 2024 EX-99.25

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on September 20, 2024, pursuant to the provisions of Rule 12d2-2 (a).

September 9, 2024 N-8F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8F I. General Identifying Information 1. Reason fund is applying to deregister: ☒ Merger ☐ Liquidation ☐ Abandonment of Registration (Note: Abandonments of Registration answer only questions 1 through 15, 24 and 25 of this form and complete the verification at the end of the form.) ☐ Election of status as a Business Dev

July 10, 2024 SC 13G

CTR / ClearBridge MLP and Midstream Total Return Fund Inc. / Advisors Asset Management, Inc. - SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )* ClearBridge MLP & Midstream Total Return Fund Inc. - (NAME OF ISSUER) Common Stock - (TITLE OF CLASS OF SECURITIES) 18469Q207 - (CUSIP NUMBER) June 30, 2024 - (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate t

June 25, 2024 EX-99.(A)(5)(III)

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ANNOUNCES FINAL RESULTS OF ISSUER TENDER OFFER FOR COMMON STOCK

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ANNOUNCES FINAL RESULTS OF ISSUER TENDER OFFER FOR COMMON STOCK NEW YORK – (BUSINESS WIRE) – June 24, 2024 – ClearBridge MLP and Midstream Total Return Fund Inc. (NYSE: CTR) (the “Fund”) announced today the final results for its issuer tender offer for up to 50% of the outstanding shares of common stock (“Shares”) of the Fund (the “Tender Offer”

June 25, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Schedule TO (Form Type) ClearBridge MLP and Midstream Total Return Fund Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation   Transaction    Valuation      Fee      rate   Amount

Exhibit I Calculation of Filing Fee Tables Schedule TO (Form Type) ClearBridge MLP and Midstream Total Return Fund Inc.

June 25, 2024 SC 13G/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) June 21, 2024 (Date of Event which Requires Filing of this

June 25, 2024 EX-99.(A)(5)(II)

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ANNOUNCES PRELIMINARY RESULTS OF ISSUER TENDER OFFER FOR COMMON STOCK AND ANTICIPATED DATE OF MERGER

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ANNOUNCES PRELIMINARY RESULTS OF ISSUER TENDER OFFER FOR COMMON STOCK AND ANTICIPATED DATE OF MERGER NEW YORK – (BUSINESS WIRE) – June 21, 2024 – ClearBridge MLP and Midstream Total Return Fund Inc. (NYSE: CTR) (the “Fund”) announced today the expiration and preliminary results for its issuer tender offer for up to 50% of the outstanding shares

June 25, 2024 SC TO-I/A

As filed with the Securities and Exchange Commission on June 24, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934

ClearBridge MLP and Midstream Total Return Fund Inc As filed with the Securities and Exchange Commission on June 24, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 21, 2024 EX-99.(A)(1)(V)

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. 620 EIGHTH AVENUE, 47th FLOOR NEW YORK, NEW YORK 10018

Exhibit (a)(1)(v) CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. 620 EIGHTH AVENUE, 47th FLOOR NEW YORK, NEW YORK 10018 DEAR STOCKHOLDER: At a meeting held on December 20, 2023, the Board of Directors of ClearBridge MLP and Midstream Total Return Fund Inc. (the “Fund”) approved a tender offer to purchase up to 50% of the Fund’s outstanding shares of common stock. The offer is for cash at a p

May 21, 2024 SC TO-I

As filed with the Securities and Exchange Commission on May 21, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934

As filed with the Securities and Exchange Commission on May 21, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 21, 2024 SC TO-C

As filed with the Securities and Exchange Commission on May 21, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934

As filed with the Securities and Exchange Commission on May 21, 2024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

May 21, 2024 EX-FILING FEES

Calculation of Filing Fee Tables Schedule TO (Form Type) ClearBridge MLP and Midstream Total Return Fund Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation   Transaction    Valuation      Fee      rate   Amount

Exhibit I Calculation of Filing Fee Tables Schedule TO (Form Type) ClearBridge MLP and Midstream Total Return Fund Inc.

May 21, 2024 EX-99.(A)(1)(II)

❑ Partial Tender

Exhibit (a)(1)(ii) CLEARBRIDGE MLP & MIDSTREAM TOTAL RETURN Computershare Trust Company, N.

May 21, 2024 EX-99.(A)(1)(IV)

OFFER BY CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. TO PURCHASE FOR CASH UP TO 50% OF THE FUND’S OUTSTANDING SHARES OF COMMON STOCK AT 100% OF NET ASSET VALUE PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY

Exhibit (a)(1)(iv) OFFER BY CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. TO PURCHASE FOR CASH UP TO 50% OF THE FUND’S OUTSTANDING SHARES OF COMMON STOCK AT 100% OF NET ASSET VALUE PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JUNE 20, 2024 OR SUCH LATER DATE TO WHICH THE OFFER IS EXTENDED (“TERMINATION DATE”) THIS OFFER IS NOT CONDITIONED ON ANY

May 21, 2024 EX-99.(A)(1)(III)

OFFER BY CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. TO PURCHASE FOR CASH UP TO 50% OF THE FUND’S OUTSTANDING SHARES OF COMMON STOCK AT 100% OF NET ASSET VALUE PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY

Exhibit (a)(1)(iii) OFFER BY CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. TO PURCHASE FOR CASH UP TO 50% OF THE FUND’S OUTSTANDING SHARES OF COMMON STOCK AT 100% OF NET ASSET VALUE PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JUNE 20, 2024 OR SUCH LATER DATE TO WHICH THE OFFER IS EXTENDED (“TERMINATION DATE”) THIS OFFER IS NOT CONDITIONED ON AN

May 21, 2024 EX-99.(A)(1)(I)

OFFER TO PURCHASE CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. (THE “FUND”) DATED MAY 21, 2024 OFFER TO PURCHASE FOR CASH UP TO 50% OF ITS ISSUED AND SHARES OF COMMON STOCK, PAR VALUE $0.001 PER SHARE (THE “SHARES”), AT 100% OF NET ASSET VALU

Exhibit (a)(1)(i) OFFER TO PURCHASE CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

March 29, 2024 DEFA14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 6, 2024 DEF 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

January 29, 2024 EX-99.1

FOURTH AMENDED AND RESTATED BYLAWS CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. A Maryland Corporation ARTICLE I

Exhibit 99.1 FOURTH AMENDED AND RESTATED BYLAWS OF CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. A Maryland Corporation ARTICLE I OFFICES SECTION 1. Principal Office in Maryland. ClearBridge MLP and Midstream Total Return Fund Inc. (the “Corporation”) shall have a principal office at such place as the Board of Directors may designate. SECTION 2. Other Offices. The Corporation may have offic

January 29, 2024 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2024 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdiction

January 8, 2024 SC 13G

CTR / ClearBridge MLP and Midstream Total Return Fund Inc. / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

SC 13G 1 formsc13g.htm FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) January 8, 2024 (Date of Event which Requires Filing of this Statem

December 27, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc. / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

SC 13D/A 1 formsc13da.htm FORM SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 12)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th

December 27, 2023 EX-3

Standstill Agreement

EX-3 2 exhibit3.htm EXHIBIT 3 Exhibit 3 Standstill Agreement This Agreement is entered into as of December 22, 2023 (this "Agreement" (including the exhibits hereto), by and among Saba Capital Management, L.P. ("Saba"), ClearBridge MLP and Midstream Fund Inc., a Maryland corporation ("CEM"), ClearBridge MLP and Midstream Total Return Fund Inc., a Maryland corporation ("CTR"), ClearBridge Energy Mi

December 26, 2023 SC TO-C

As filed with the Securities and Exchange Commission on December 26, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF

As filed with the Securities and Exchange Commission on December 26, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 13, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 11)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Mich

December 11, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

SC 13D/A 1 formsc13da.htm FORM SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 10)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th

December 7, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Micha

September 26, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

SC 13D/A 1 formsc13da.htm FORM SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 8)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th F

July 27, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Micha

June 30, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Micha

June 30, 2023 EX-2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

EXHIBIT 2 COMPLAINT UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK SABA CAPITAL MASTER FUND, LTD.

June 21, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Micha

June 8, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Micha

June 1, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3 )* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Mich

June 1, 2023 EX-2

Management Agreement Termination Proposal Letter.

EXHIBIT 2 MANAGEMENT AGREEMENT TERMINATION PROPOSAL LETTER May 30, 2023 Via Electronic Mail George P.

April 27, 2023 NPORT-EX

See Notes to Schedule of Investments. ClearBridge MLP and Midstream Total Return Fund Inc. 2023 Quarterly Report 1

NPORT-EX 2 LMA1100LM043023.htm CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) (Percentages shown based on Fund net assets) February 28, 2023 SECURITY SHARES/UNITS VALUE MASTER LIMITED PARTNERSHIPS - 97.5% Diversified Energy Infrastructure - 36.3% Energy Transfer LP 2,204,498 $ 27,908,945 Enterprise Products Partners LP 915,011 23,360,231 Genesis Energy LP

March 8, 2023 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ 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 Ru

February 28, 2023 SC 13D/A

CTR / ClearBridge MLP and Midstream Total Return Fund Inc / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Micha

February 22, 2023 PRE 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

PRE 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ 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 Ru

February 17, 2023 SC 13G/A

CTR / ClearBridge Energy MLP Total Return Fund Inc. / GUARDIAN LIFE INSURANCE CO OF AMERICA - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Clearbridge Energy MLP Total Return Fund Inc (Name of Issuer) Mandatory Redeemable Preferred Stock (Title of Class of Securities) 18469Q3#3, 18469Q2#4 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check

December 12, 2022 SC 13G

CTR / ClearBridge Energy MLP Total Return Fund Inc. / PRUDENTIAL FINANCIAL INC Passive Investment

SC 13G 1 ctr13g.htm DOCUMENT TYPE SC 13G TEXT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Name of Issuer: ClearBridge MLP & Midstream Total Return Fund Inc. Title of Class of Securities: Preferred Stock CUSIP Number: 18469Q3@5 1) NAME AND I.R.S. IDENTIFICATION NO. OF REPORTING PERSON Prudential Financial, Inc. 22-3703799 2.) MEMB

November 18, 2022 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 17, 2022 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdictio

November 18, 2022 EX-99.2

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ARTICLES SUPPLEMENTARY SERIES E MANDATORY REDEEMABLE PREFERRED STOCK

Exhibit 99.2 CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ARTICLES SUPPLEMENTARY SERIES E MANDATORY REDEEMABLE PREFERRED STOCK ClearBridge MLP and Midstream Total Return Fund Inc. (the ?Company?), a Maryland corporation, certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Under a power contained in Article V of the charter of the Company (which, as restat

November 18, 2022 EX-99.1

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ARTICLES SUPPLEMENTARY SERIES D MANDATORY REDEEMABLE PREFERRED STOCK

Exhibit 99.1 CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. ARTICLES SUPPLEMENTARY SERIES D MANDATORY REDEEMABLE PREFERRED STOCK ClearBridge MLP and Midstream Total Return Fund Inc. (the ?Company?), a Maryland corporation, certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Under a power contained in Article V of the charter of the Company (which, as restat

October 28, 2022 NPORT-EX

See Notes to Schedule of Investments. ClearBridge MLP and Midstream Total Return Fund Inc. 2022 Quarterly Report 1

NPORT-EX 2 LMA1100LM103122.htm CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) August 31, 2022 (Percentages shown based on Fund net assets) SECURITY SHARES/UNITS VALUE MASTER LIMITED PARTNERSHIPS - 90.4% Diversified Energy Infrastructure - 30.1% Energy Transfer LP 2,127,498 $ 24,913,002 Enterprise Products Partners LP 830,011 21,845,889 Genesis Energy LP 53

October 25, 2022 SC 13D/A

CTR / ClearBridge Energy MLP Total Return Fund Inc. / Saba Capital Management, L.P. - FORM SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1 )* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Mich

September 26, 2022 SC 13D

CTR / ClearBridge Energy MLP Total Return Fund Inc. / Saba Capital Management, L.P. - FORM SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Shares, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) Saba Capital Management, L.P. 405 Lexington Avenue 58th Floor New York, NY 10174 Attention: Michael

September 8, 2022 SC 13G

CTR / ClearBridge Energy MLP Total Return Fund Inc. / Allen Jim L. - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) April 3, 2020, December 31, 2020 (Date of Event which Requires Filing of this Statement) Check the app

August 2, 2022 SC 13G/A

CTR / ClearBridge Energy MLP Total Return Fund Inc. / Saba Capital Management, L.P. - FORM SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) July 28, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to

June 24, 2022 SC 13G

CTR / ClearBridge Energy MLP Total Return Fund Inc. / Saba Capital Management, L.P. - FORM SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* ClearBridge MLP & Midstream Total Return Fund Inc (Name of Issuer) Common Stock, $0.001 par value (Title of Class of Securities) 18469Q207 (CUSIP Number) June 16, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to des

May 2, 2022 CORRESP

Morgan, Lewis & Bockius LLP One Federal Street Boston, MA 02110 May 2, 2022

CORRESP 1 filename1.htm Morgan, Lewis & Bockius LLP One Federal Street Boston, MA 02110 May 2, 2022 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Washington, DC 20549 Attention: Jeff Long Re: The Registrants (the “Registrants”) and Fund (the “Funds”) Listed in Annex A Dear Mr. Long: On behalf of the Registrants,1 we are filing this letter to resp

April 27, 2022 NPORT-EX

See Notes to Schedule of Investments. ClearBridge MLP and Midstream Total Return Fund Inc. 2022 Quarterly Report 1

NPORT-EX 2 LMA1100LM022822.htm CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) (Percentages shown based on Fund net assets) February 28, 2022 SECURITY SHARES/UNITS VALUE MASTER LIMITED PARTNERSHIPS - 87.2% Crude/Refined Products Pipelines - 3.5% BP Midstream Partners LP 275,595 $ 4,583,145 Shell Midstream Partners LP 286,790 4,012,192 Total Crude/Refined Pr

March 18, 2022 DEFA14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 1, 2022 DEF 14A

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

October 27, 2021 NPORT-EX

See Notes to Schedule of Investments. ClearBridge MLP and Midstream Total Return Fund Inc. 2021 Quarterly Report 1

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) August 31, 2021 (Percentages shown based on Fund net assets) SECURITY SHARES/UNITS VALUE MASTER LIMITED PARTNERSHIPS - 91.4% Crude/Refined Products Pipelines - 6.0% BP Midstream Partners LP 636,095 $ 8,358,289 Shell Midstream Partners LP 286,790 3,490,234 Total Crude/Refined Products Pipelines 11,848,523 Diver

April 23, 2021 NPORT-EX

See Notes to Schedule of Investments. ClearBridge MLP and Midstream Total Return Fund Inc. 2021 Quarterly Report 1

HTML CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) February 28, 2021 SECURITY SHARES/ UNITS VALUE MASTER LIMITED PARTNERSHIPS - 96.6% Crude/Refined Products Pipelines - 6.4% BP Midstream Partners LP 636,095 $ 7,257,844 Shell Midstream Partners LP 286,790 3,140,350 Total Crude/Refined Products Pipelines 10,398,194 Diversified Energy Infrastructure - 26.3%

April 21, 2021 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

March 1, 2021 DEF 14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

October 27, 2020 NPORT-EX

See Notes to Schedule of Investments. ClearBridge MLP and Midstream Total Return Fund Inc. 2020 Quarterly Report 1

HTML CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) August 31, 2020 SECURITY SHARES/ UNITS VALUE MASTER LIMITED PARTNERSHIPS - 98.2% Crude/Refined Products Pipelines - 8.5% BP Midstream Partners LP 636,095 $ 7,499,560 Shell Midstream Partners LP 286,790 2,979,748 Total Crude/Refined Products Pipelines 10,479,308 Diversified Energy Infrastructure - 25.7% En

August 18, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits - 8-K

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2020 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdict

August 18, 2020 EX-99.1

THIRD AMENDED AND RESTATED BYLAWS CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. A Maryland Corporation ARTICLE I

EX-99.1 Exhibit 99.1 THIRD AMENDED AND RESTATED BYLAWS OF CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. A Maryland Corporation ARTICLE I OFFICES SECTION 1. Principal Office in Maryland. ClearBridge MLP and Midstream Total Return Fund Inc. (the “Corporation”) shall have a principal office at such place as the Board of Directors may designate. SECTION 2. Other Offices. The Corporation may hav

June 26, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS - PROXY STATEMENTS VOTING

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 Pro

June 19, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM FUND INC. (CEM)

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 Pro

June 18, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

June 12, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

June 9, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

June 8, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of t

June 8, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

June 8, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of t

June 8, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of t

May 27, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

May 26, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

May 22, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

DEFA14A 1 f5797d1.htm LEGG MASON CLOSED-END FUNDS 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 (a

May 22, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of t

May 22, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of t

May 20, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

May 20, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of t

May 18, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

May 15, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

DEFA14A 1 f5679d1.htm LEGG MASON CLOSED-END FUNDS 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 (a

May 14, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

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 Pro

May 1, 2020 DEFA14A

- LEGG MASON CLOSED-END FUNDS

DEFA14A 1 f5307d1.htm LEGG MASON CLOSED-END FUNDS 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 (a

April 28, 2020 DEFA14A

- CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 24, 2020 NPORT-EX

See Notes to Schedule of Investments.

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) February 29, 2020 Security Shares/Units Value MASTER LIMITED PARTNERSHIPS - 106.5% Crude/Refined Products Pipelines - 6.2% BP Midstream Partners LP 822,095 $ 10,950,305 Shell Midstream Partners LP 333,790 5,711,147 TOTAL CRUDE/REFINED PRODUCTS PIPELINES 16,661,452 Diversified Energy Infrastructure - 37.4% Ener

April 21, 2020 DEFA14A

CTR / ClearBridge Energy MLP Total Return Fund Inc. DEFA14A - - CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

April 20, 2020 DEFA14A

BWG / Legg Mason BW Global Income Opportunities Fund Inc. DEFA14A - - LEGG MASON CLOSED-END FUNDS

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 Pro

April 16, 2020 DEF 14A

BWG / Legg Mason BW Global Income Opportunities Fund Inc. DEF 14A - - LEGG MASON CLOSED-END FUNDS

Legg Mason Closed-End Funds UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 9, 2020 PRER14A

BWG / Legg Mason BW Global Income Opportunities Fund Inc. PRER14A - - LEGG MASON CLOSED-END FUNDS

Legg Mason Closed-End Funds UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 9, 2020 CORRESP

-

SEC Response Letter Morgan, Lewis & Bockius LLP One Federal Street Boston, MA 02110 April 9, 2020 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, NE Washington, D.

April 3, 2020 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 1, 2020 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdictio

April 3, 2020 EX-99.1

The bylaws of the Fund are hereby amended and restated to include the following as Article II, Section 3(b) immediately following Article II, Section 3 (now Article II, Section 3(a) in the Second Amended and Restated Bylaws):

EX-99.1 Exhibit 99.1 The bylaws of the Fund are hereby amended and restated to include the following as Article II, Section 3(b) immediately following Article II, Section 3 (now Article II, Section 3(a) in the Second Amended and Restated Bylaws): (b) Notwithstanding anything to the contrary in these Bylaws, the Board or a committee of the Board authorized for such purpose may determine at any time

March 25, 2020 PRE 14A

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

Legg Mason Closed-End Funds UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 25, 2020 COVER

Morgan, Lewis & Bockius LLP One Federal Street Boston, MA 02110

COVER Morgan, Lewis & Bockius LLP One Federal Street Boston, MA 02110 March 25, 2020 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, NE Washington, D.

March 4, 2020 DEFA14A

CTR / ClearBridge Energy MLP Total Return Fund Inc. DEFA14A - - CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

March 3, 2020 N-23C-2/A

CTR / ClearBridge Energy MLP Total Return Fund Inc. N-23C-2/A - - N-23C-2/A

N-23C-2/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 RULE 23C-2 NOTICE OF INTENTION TO REDEEM SECURITIES (Amendment No.

February 20, 2020 DEFA14A

CTR / ClearBridge Energy MLP Total Return Fund Inc. DEFA14A - - CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC.

ClearBridge MLP and Midstream Total Return Fund Inc. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of t

February 10, 2020 DEF 14A

CTR / ClearBridge Energy MLP Total Return Fund Inc. DEF 14A - - CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

November 5, 2019 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2019 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdic

November 5, 2019 EX-99.1

AMENDED AND RESTATED BYLAWS CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. A Maryland Corporation ARTICLE I

EX-99.1 2 d810183dex991.htm EX-99.1 Exhibit 99.1 AMENDED AND RESTATED BYLAWS OF CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. A Maryland Corporation ARTICLE I OFFICES SECTION 1. Principal Office in Maryland. ClearBridge MLP and Midstream Total Return Fund Inc. (the “Corporation”) shall have a principal office at such place as the Board of Directors may designate. SECTION 2. Other Offices. T

October 25, 2019 NPORT-EX

CTR / ClearBridge Energy MLP Total Return Fund Inc. NPORT-EX - -

NPORT-EX 1 CBMLPMidstreamTotalReturn.htm CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. Schedule of investments (unaudited) August 31, 2019 SECURITY SHARES/UNITS VALUE MASTER LIMITED PARTNERSHIPS - 100.4% Crude/Refined Products Pipelines - 4.9% BP Midstream Partners LP 822,095 $ 12,216,332 Shell Midstream Partners LP 333,790 6,412,106 Total Crude/Refined Products Pipelines 18,628,438 Diversi

October 1, 2019 CORRESP

Legg Mason Partners Income Trust CORRESP - -

LEGG MASON PARTNERS INCOME TRUST Morgan, Lewis & Bockius LLP One Federal Street Boston, MA 02110 October 1, 2019 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, N.

August 29, 2019 CORRESP

Legg Mason Partners Income Trust CORRESP - -

LEGG MASON PARTNERS INCOME TRUST Morgan, Lewis & Bockius LLP One Federal Street Boston, MA 02110 August 29, 2019 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, N.

April 22, 2019 EX-99.CERT

CERTIFICATIONS

EX-99.CERT 2 d717675dex99cert.htm CERTIFICATIONS CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge MLP and Midstream Total Return Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under whic

April 22, 2019 N-Q

CTR / ClearBridge Energy MLP Total Return Fund Inc. CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. (Quarterly Schedule of Portfolio Holdings)

N-Q 1 d717675dnq.htm CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth

March 5, 2019 DEF 14A

CTR / ClearBridge Energy MLP Total Return Fund Inc. CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC

CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

January 2, 2019 EX-99.1

CERTAIN CLOSED-END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR AND RETIREMENTS

EX-99.1 Exhibit 99.1 CERTAIN CLOSED-END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR AND RETIREMENTS New York – (Business Wire) – January 2, 2019 ClearBridge MLP and Midstream Fund Inc. (NYSE: CEM), ClearBridge Energy Midstream Opportunity Fund Inc. (NYSE: EMO), ClearBridge MLP and Midstream Total Return Fund Inc. (NYSE: CTR), BrandywineGLOBAL - Globa

January 2, 2019 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2018 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdi

December 13, 2018 EX-24

EX-24

CLEARBRIDGE ENERGY MLP FUND INC. ("CEM") CLEARBRIDGE ENERGY MLP OPPORTUNITY FUND INC. ("EMO") CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. ("CTR") LMP CAPITAL AND INCOME FUND INC. ("SCD") NEW YORK POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that each person whose signature appears below hereby makes, constitutes and appoints each of Robert Frenkel, Thomas Mandia, R. Jay Gerken, Richard W

October 26, 2018 N-Q

CTR / ClearBridge Energy MLP Total Return Fund Inc. CLEARBRIDGE MLP AND MIDSTREAM TOTAL RETURN FUND INC. (Quarterly Schedule of Portfolio Holdings)

ClearBridge MLP and Midstream Total Return Fund Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge MLP and Midstream Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, N

October 26, 2018 EX-99.CERT

CERTIFICATIONS

Certifications CERTIFICATIONS PURSUANT TO SECTION 302 EX-99.CERT CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge MLP and Midstream Total Return Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumst

August 17, 2018 8-K

Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2018 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdiction of

August 17, 2018 EX-99.1

ClearBridge Energy MLP Total Return Fund Inc. Announces Name Change and Amended Investment Policy

EX-99.1 2 d593568dex991.htm PRESS RELEASE OF THE FUND DATED AUGUST 17, 2018 Exhibit 99.1 ClearBridge Energy MLP Total Return Fund Inc. Announces Name Change and Amended Investment Policy NEW YORK – (Business Wire) – August 17, 2018—ClearBridge Energy MLP Total Return Fund Inc. (the “Fund”) (NYSE: CTR) announced today that the Board of Directors of the Fund has approved a change to the Fund’s name.

April 20, 2018 EX-99.CERT

CERTIFICATIONS

EX-99.CERT 2 d510908dex99cert.htm CERTIFICATIONS CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such

April 20, 2018 N-Q

CTR / ClearBridge Energy MLP Total Return Fund Inc. CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. (Quarterly Schedule of Portfolio Holdings)

ClearBridge Energy MLP Total Return Fund Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10

March 7, 2018 DEF 14A

CTR / ClearBridge Energy MLP Total Return Fund Inc. CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

DEF 14A 1 d518250ddef14a.htm CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Conf

January 10, 2018 EX-24

EX-24

ClearBridge American Energy MLP Fund Inc. (NYSE: CBA), ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), BrandywineGLOBAL - Global Income Opportunities Fund Inc. (NYSE: BWG), LMP Capital and Income Fund Inc. (NYSE: SCD), Western Asset Corporate Loan Fund Inc. (NYSE: TLI), EnTrustPermal

October 25, 2017 N-Q

Clearbridge Energy Mlp Total Return Fund Inc. - CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND (CTR)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of principal executive offices) (

October 25, 2017 EX-99.CERT

CERTIFICATIONS

CERTIFICATION Exhibit 99.CERT CERTIFICATIONS PURSUANT TO SECTION 302 EX-99.CERT CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the

August 16, 2017 EX-16.1

(Firm Letterhead)

EX-16.1 Exhibit 16.1 (Firm Letterhead) August 16, 2017 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We were previously principal accountants for ClearBridge Energy MLP Total Return Fund Inc. (the ?Fund?) and, under the date of January 25, 2017, we reported on the financial statements of the Fund as of and for the year ended November 30, 2016. On August 14, 2017 w

August 16, 2017 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2017 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdiction of

July 10, 2017 N-Q/A

ClearBridge Energy MLP Total Return Fund CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND (Quarterly Schedule of Portfolio Holdings)

ClearBridge Energy MLP Total Return Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 10, 2017 EX-99.CERT

CERTIFICATIONS

CERTIFICATION Exhibit 99.CERT CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were mad

June 2, 2017 EX-24

EX-24

CLEARBRIDGE ENERGY MLP FUND INC. ("CEM") CLEARBRIDGE ENERGY MLP OPPORTUNITY FUND INC. ("EMO") CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. ("CTR") CLEARBRIDGE AMERICAN ENERGY MLP FUND INC. ("CBA") LMP CAPITAL AND INCOME FUND INC. ("SCD") POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that the person whose signature appears below hereby makes, constitutes and appoints each of Robert Frenkel,

May 16, 2017 EX-24

EX-24

ClearBridge American Energy MLP Fund Inc. (NYSE: CBA), ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Legg Mason BW Global Income Opportunities Fund Inc. (NYSE: BWG), LMP Capital and Income Fund Inc. (NYSE: SCD), Western Asset Corporate Loan Fund Inc. (NYSE: TLI), EnTrustPermal Hedge

April 24, 2017 EX-99.CERT

CERTIFICATIONS

CERTIFICATION Exhibit 99.CERT CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were mad

April 24, 2017 N-Q

Clearbridge Energy Mlp Total Return Fund Inc. - CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of principal executive offices) (

March 8, 2017 DEF 14A

ClearBridge Energy MLP Total Return Fund CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

DEF 14A 1 d290761ddef14a.htm CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Conf

October 21, 2016 EX-99.CERT

CERTIFICATIONS

Certifications Exhibit 99.CERT CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.: 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were ma

October 21, 2016 N-Q

ClearBridge Energy MLP Total Return Fund CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND (Quarterly Schedule of Portfolio Holdings)

ClearBridge Energy MLP Total Return Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 20, 2016 N-Q

ClearBridge Energy MLP Total Return Fund CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of principal executive offices) (

April 20, 2016 EX-99.CERT

CERTIFICATIONS

CERTIFICATION Exhibit 99.CERT CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.: 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were mad

March 29, 2016 EX-24

EX-24

CLEARBRIDGE ENERGY MLP FUND INC. ("CEM") CLEARBRIDGE ENERGY MLP OPPORTUNITY FUND INC. ("EMO") CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. ("CTR") CLEARBRIDGE AMERICAN ENERGY MLP FUND INC. ("CBA") LMP CAPITAL AND INCOME FUND INC. ("SCD") LMP REAL ESTATE INCOME FUND INC. ("RIT") POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that each person whose signature appears below hereby makes, consti

March 29, 2016 EX-24

EX-24

CLEARBRIDGE ENERGY MLP FUND INC. ("CEM") CLEARBRIDGE ENERGY MLP OPPORTUNITY FUND INC. ("EMO") CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. ("CTR") CLEARBRIDGE AMERICAN ENERGY MLP FUND INC. ("CBA") LMP CAPITAL AND INCOME FUND INC. ("SCD") LMP REAL ESTATE INCOME FUND INC. ("RIT") POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that each person whose signature appears below hereby makes, consti

March 29, 2016 EX-24

EX-24

CLEARBRIDGE ENERGY MLP FUND INC. ("CEM") CLEARBRIDGE ENERGY MLP OPPORTUNITY FUND INC. ("EMO") CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. ("CTR") CLEARBRIDGE AMERICAN ENERGY MLP FUND INC. ("CBA") LMP CAPITAL AND INCOME FUND INC. ("SCD") LMP REAL ESTATE INCOME FUND INC. ("RIT") POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that each person whose signature appears below hereby makes, consti

March 29, 2016 EX-24

EX-24

CLEARBRIDGE ENERGY MLP FUND INC. ("CEM") CLEARBRIDGE ENERGY MLP OPPORTUNITY FUND INC.("EMO") CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.("CTR") CLEARBRIDGE AMERICAN ENERGY MLP FUND INC.("CBA") LMP CAPITAL AND INCOME FUND INC. ("SCD") LMP REAL ESTATE INCOME FUND INC. ("RIT") POWER OF ATTORNEY KNOW ALL PEOPLE BY THESE PRESENTS, that each person whose signature appears below hereby makes, constitut

February 26, 2016 DEF 14A

ClearBridge Energy MLP Total Return Fund CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

DEF 14A 1 d145109ddef14a.htm CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Conf

October 22, 2015 N-Q

ClearBridge Energy MLP Total Return Fund CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND (Quarterly Schedule of Portfolio Holdings)

ClearBridge Energy MLP Total Return Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

October 22, 2015 EX-99.CERT

/s/ JANE TRUST

Certifications CERTIFICATIONS I, Jane Trust, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.: 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleadi

July 31, 2015 SC 13G

CTR / ClearBridge Energy MLP Total Return Fund Inc. / Mutual of Omaha Insurance Co - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ClearBridge Energy MLP Total Return Fund, Inc. (Name of Issuer) Mandatory Redeemable Preferred Shares (Title of Class of Securities) 18469Q 2#4 18469Q 3#3 (CUSIP Number) March 26, 2015 (Date of Event Which Requires Filing of this Statement) Check t

July 31, 2015 SC 13G

CTR / ClearBridge Energy MLP Total Return Fund Inc. / UNITED OF OMAHA LIFE INSURANCE CO - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ClearBridge Energy MLP Total Return Fund, Inc. (Name of Issuer) Mandatory Redeemable Preferred Shares (Title of Class of Securities) 18469Q 2#4 18469Q 3#3 (CUSIP Number) March 26, 2015 (Date of Event Which Requires Filing of this Statement) Check t

July 22, 2015 EX-99.1

CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR AND OFFICER

EX-99.1 Exhibit 99.1 CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR AND OFFICER New York ? July 22, 2015 ClearBridge American Energy MLP Fund Inc. (NYSE: CBA), ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Legg Mason BW

July 22, 2015 8-K

ClearBridge Energy MLP Total Return Fund FORM 8-K (Current Report/Significant Event)

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2015 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdiction

April 24, 2015 EX-24

EX-24

ClearBridge American Energy MLP Fund Inc. (NYSE: CBA), ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Legg Mason BW Global Income Opportunities Fund Inc. (NYSE: BWG), LMP Capital and Income Fund Inc. (NYSE: SCD), LMP Corporate Loan Fund Inc. (NYSE: TLI), LMP Real Estate Income Fund I

April 17, 2015 N-Q

ClearBridge Energy MLP Total Return Fund CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND (Quarterly Schedule of Portfolio Holdings)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of principal executive offices) (

April 17, 2015 EX-99.CERT

CERTIFICATIONS

CERTIFICATION CERTIFICATIONS PURSUANT TO SECTION 302 EX-99.CERT CERTIFICATIONS I, Kenneth D. Fuller, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.: 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumsta

April 10, 2015 SC 13G

CTR / ClearBridge Energy MLP Total Return Fund Inc. / GUARDIAN LIFE INSURANCE CO OF AMERICA - SCHEDULE 13G Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. (Name of Issuer) Mandatory Redeemable Preferred Stock (Title of Class of Securities) 18469Q 3#3 18469Q 2#4 (CUSIP Number) March 26, 2015 (Date of Event Which Requires Filing of this Statement) Che

April 10, 2015 EX-99.A

This Schedule 13G is filed by Voya Financial, Inc. pursuant to Rule 13d-1(b)(1)(ii)(G) as the ultimate parent corporation of the following entities, each of which is a direct or indirect wholly owned subsidiary of Voya Financial, Inc.:

Exhibit A EXHIBIT A Exhibit A This Schedule 13G is filed by Voya Financial, Inc. pursuant to Rule 13d-1(b)(1)(ii)(G) as the ultimate parent corporation of the following entities, each of which is a direct or indirect wholly owned subsidiary of Voya Financial, Inc.: Voya Retirement Insurance and Annuity Company State of Incorporation: Connecticut Address: One Orange Way, Windsor, CT 06095 Item 3 Cl

April 10, 2015 SC 13G

CTR / ClearBridge Energy MLP Total Return Fund Inc. / Voya Financial, Inc. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. (Name of Issuer) Mandatory Redeemable Preferred Stock (Title of Class of Securities) 18469Q2#4, 18469Q3#3, 18469Q4#2 (CUSIP Number) March 26, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropr

March 30, 2015 CORRESP

ClearBridge Energy MLP Total Return Fund ESP

ClearBridge Energy MLP Total Return Fund Inc. March 30, 2015 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Mailstop 4720, Washington, D.C. 20549 Attn.: Mr. Vincent Di Stefano and Mr. Asen Parachkevov Re: ClearBridge Energy MLP Total Return Fund Inc. (the ?Fund?) Post-Effective Amendment No. 4 to Registration Statement on Form N-2, File Numbers 81

March 27, 2015 EX-99.(D)(3)

INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND

Exhibit (d)(3) INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND CUSIP: 18469Q 3#3 Number Shares *[ ]* *[ ]* ClearBridge Energy MLP Total Return Fund Inc.

March 27, 2015 EX-99.(A)(2)

CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. ARTICLES SUPPLEMENTARY SERIES A MANDATORY REDEEMABLE PREFERRED STOCK SERIES B MANDATORY REDEEMABLE PREFERRED STOCK SERIES C MANDATORY REDEEMABLE PREFERRED STOCK

Exhibit (a)(2) CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. ARTICLES SUPPLEMENTARY SERIES A MANDATORY REDEEMABLE PREFERRED STOCK SERIES B MANDATORY REDEEMABLE PREFERRED STOCK SERIES C MANDATORY REDEEMABLE PREFERRED STOCK ClearBridge Energy MLP Total Return Fund Inc. (the ?Company?), a Maryland corporation, certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Unde

March 27, 2015 EX-99.(K)(4)

CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. Series A Mandatory Redeemable Preferred Stock Series B Mandatory Redeemable Preferred Stock Series C Mandatory Redeemable Preferred Stock SECURITIES PURCHASE AGREEMENT Dated as of March 26, 2015 TABLE OF

Exhibit (k)(4) EXECUTION COPY CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. Series A Mandatory Redeemable Preferred Stock Series B Mandatory Redeemable Preferred Stock Series C Mandatory Redeemable Preferred Stock SECURITIES PURCHASE AGREEMENT Dated as of March 26, 2015 TABLE OF CONTENTS SECTION HEADING PAGE SECTION 1. AUTHORIZATION OF MRP SHARES 1 Section 1.1. Authorization of Mandatory Redeemabl

March 27, 2015 EX-99.(D)(2)

INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND

Exhibit (d)(2) INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND CUSIP: 18469Q 2#4 Number Shares *[ ]* *[ ]* ClearBridge Energy MLP Total Return Fund Inc.

March 27, 2015 CORRESP

Comments and Responses

CORRESP 13 filename13.htm March 27, 2015 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Mailstop 4720, Washington, D.C. 20549 Attn.: Mr. Asen Parachkevov and Mr. Jeffrey Wong Re: ClearBridge Energy MLP Total Return Fund Inc. (the “Fund”) Post-Effective Amendment No. 3 to Registration Statement on Form N-2, File Numbers 811-22693 & 333-191067 Ladie

March 27, 2015 POS 8C

As filed with the Securities and Exchange Commission on March 27, 2015

ClearBridge Energy MLP Total Return Fund Inc. As filed with the Securities and Exchange Commission on March 27, 2015 Securities Act Registration No. 333-191067 Investment Company Registration No. 811-22693 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 x Pre-Effective Amendment No. ¨ Post-Effective Amendment

March 27, 2015 EX-99.(N)

Consent of Independent Registered Public Accounting Firm

Exhibit (n) Consent of Independent Registered Public Accounting Firm The Board of Directors ClearBridge Energy MLP Total Return Fund Inc.

March 27, 2015 EX-99.(D)(4)

INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND

EX-99.(D)(4) 5 d872927dex99d4.htm FORM OF PREFERRED STOCK CERTIFICATE, SERIES C MANDATORY REDEEMABLE PREFERRED Exhibit (d)(4) INCORPORATED UNDER THE LAWS OF THE STATE OF MARYLAND CUSIP: 18469Q 4#2 Number Shares *[ ]* *[ ]* ClearBridge Energy MLP Total Return Fund Inc. (the “Corporation”) Authorized capital: [ ] shares of Common Stock, $0.001 par value per share, 150 shares of Series A Mandatory Re

February 20, 2015 DEF 14A

CTR / ClearBridge Energy MLP Total Return Fund Inc. DEF 14A - - CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

February 13, 2015 EX-99.(S)(2)

ClearBridge American Energy MLP Fund Inc. (NYSE: CBA), ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Legg Mason BW Global Income Oppo

EX-99.(S)(2) 3 d872927dex99s2.htm POWER OF ATTORNEY Exhibit (s)(2) ClearBridge American Energy MLP Fund Inc. (NYSE: CBA), ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Legg Mason BW Global Income Opportunities Fund Inc. (NYSE: BWG), LMP Capital and Income Fund Inc. (NYSE: SCD), LMP

February 13, 2015 COVER

CTR / ClearBridge Energy MLP Total Return Fund Inc. COVER - -

Sec Transmittal Letter Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, NY 10017 February 13, 2015 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, NE Washington, DC 20549 Re: ClearBridge Energy MLP Total Return Fund Inc.

February 13, 2015 POS 8C

CTR / ClearBridge Energy MLP Total Return Fund Inc. POS 8C - - CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

As filed with the Securities and Exchange Commission on February 13, 2015 Securities Act Registration No.

February 13, 2015 EX-99.(N)

Consent of Independent Registered Public Accounting Firm

EX-99.(N) 2 d872927dex99n.htm CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit (n) Consent of Independent Registered Public Accounting Firm The Board of Directors ClearBridge Energy MLP Total Return Fund Inc. We consent to the use of our report dated January 21, 2015, included herein, with respect to the financial statements of ClearBridge Energy MLP Total Return Fund Inc. as of No

December 23, 2014 EX-99.1

CERTAIN CLOSED-END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR

EX-99.1 Exhibit 99.1 CERTAIN CLOSED-END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR New York – (Business Wire) – December 23, 2014 ClearBridge American Energy MLP Fund Inc. (NYSE: CBA), ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Leg

December 23, 2014 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2014 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdict

October 23, 2014 N-Q

Clearbridge Energy Mlp Total Return Fund Inc. - CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of principal executive offices) (

October 23, 2014 EX-99.CERT

/s/ KENNETH D. FULLER

CERTIFICATION CERTIFICATIONS I, Kenneth D. Fuller, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.: 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not mi

May 29, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

ClearBridge Energy MLP Total Return Fund Inc. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 21, 2014 ClearBridge Energy MLP Total Return Fund Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 811-22693 45-4

May 29, 2014 EX-99.1

CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE RETIREMENT OF DIRECTOR AND APPOINTMENT OF NEW LEAD INDEPENDENT DIRECTOR

EX-99.1 2 d733909dex991.htm PRESS RELEASE Exhibit 99.1 CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE RETIREMENT OF DIRECTOR AND APPOINTMENT OF NEW LEAD INDEPENDENT DIRECTOR New York – (Business Wire) – May 29, 2014 ClearBridge American Energy MLP Fund Inc. (NYSE: CBA) ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NY

April 25, 2014 N-Q

Quarterly Schedule of Portfolio Holdings - CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND

ClearBridge Energy MLP Total Return Fund UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 25, 2014 EX-99.CERT

CERTIFICATIONS

EX-99.CERT 2 d695737dex99cert.htm CERTIFICATION CERTIFICATIONS I, Kenneth D. Fuller, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which

April 7, 2014 CORRESP

-

ClearBridge Energy MLP Total Return Fund April 7, 2014 VIA EDGAR Securities and Exchange Commission Division of Investment Management 100 F Street, N.

April 1, 2014 POS EX

- CLEARBRIDGE ENERGY MLP TOTAL RETURN INC.

As filed with the Securities and Exchange Commission on April 1, 2014 Securities Act Registration No.

April 1, 2014 EX-99.N

Consent of Independent Registered Public Accounting Firm

Consent Exhibit (n) Consent of Independent Registered Public Accounting Firm The Board of Directors ClearBridge Energy MLP Total Return Fund Inc.

March 28, 2014 CORRESP

-

ClearBridge Energy MLP Total Return Fund Inc. March 28, 2014 VIA EDGAR AND EMAIL Securities and Exchange Commission Division of Investment Management 100 F Street, N.E. Mailstop 4720, Washington, D.C. 20549 Attn.: Mr. Vincent J. Di Stefano, Senior Counsel, and Ms. Stephanie D. Hui Re: ClearBridge Energy MLP Total Return Fund Inc. (the “Fund”) Post-Effective Amendment No. 1 to Registration Statemen

February 25, 2014 DEF 14A

- CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

DEF 14A 1 d676932ddef14a.htm CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Conf

February 21, 2014 EX-99.(H)

CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC. UP TO 3,000,000 COMMON SHARES CAPITAL ON DEMAND™ SALES AGREEMENT

Sales Agreement Exhibit (H) Execution Version CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

February 21, 2014 CORRESP

-

CORRESP 9 filename9.htm Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York, NY 10017 February 21, 2014 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Attn: Filing Desk Re: ClearBridge Energy MLP Total Return Fund Inc. Dear Mr. Di Stefano: On behalf of ClearBridge Energy MLP Total Return Fund Inc. (the “Fund”), we hereby submit for filing by direct elec

February 21, 2014 EX-99.(L)(1)

1

Opinion and Consent of Simpson Thacher & Bartlett LLP Exhibit (l)(1) February 21, 2014 ClearBridge Energy MLP Total Return Fund Inc.

February 21, 2014 EX-99.(N)

Consent of Independent Registered Public Accounting Firm

Consent of Independent Registered Public Accounting Firm Exhibit (n) Consent of Independent Registered Public Accounting Firm The Board of Directors ClearBridge Energy MLP Total Return Fund Inc.

February 21, 2014 EX-99.(L)(2)

February 21, 2014

Opinion and Consent of Foley & Lardner LLP Exhibit (l)(2) February 21, 2014 CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

February 21, 2014 POS 8C

- CLEARBRIDGE ENERGY MLP TOTAL RETURN INC.

As filed with the Securities and Exchange Commission on February 21, 2014 Securities Act Registration No.

October 25, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

N-Q 1 a13-1813011nq.htm N-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of pr

October 25, 2013 EX-99.CERT

CERTIFICATIONS

EX-99.CERT 2 a13-1813011ex99dcert.htm EX-99.CERT Exhibit 99.CERT CERTIFICATIONS I, Kenneth D. Fuller, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.: 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumst

June 14, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) June 1, 2013 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdiction of incorpor

June 14, 2013 EX-99.1

CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR AND OFFFICER

EX-99.1 2 a13-149303ex99d1.htm EX-99.1 Exhibit 99.1 CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR AND OFFFICER New York — (Business Wire) — May 21, 2013 ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Legg Mason BW Globa

April 26, 2013 EX-99.CERT

CERTIFICATIONS

Exhibit 99.CERT CERTIFICATIONS I, R. Jay Gerken, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleadin

April 26, 2013 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

N-Q 1 a13-75208nq.htm N-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of prin

February 27, 2013 DEF 14A

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confide

January 28, 2013 EX-99.1

CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR

EX-99.1 2 a13-37643ex99d1.htm EX-99.1 Exhibit 99.1 CERTAIN CLOSED END FUNDS ADVISED BY LEGG MASON PARTNERS FUND ADVISOR, LLC ANNOUNCE APPOINTMENT OF NEW DIRECTOR New York – (Business Wire) – January 25, 2013 ClearBridge Energy MLP Fund Inc. (NYSE: CEM), ClearBridge Energy MLP Opportunity Fund Inc. (NYSE: EMO), ClearBridge Energy MLP Total Return Fund Inc. (NYSE: CTR), Legg Mason BW Global Income O

January 28, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 25, 2013 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 811-22693 45-4960969 (State or other jurisdiction of inco

November 14, 2012 DEF 14A

- DEF 14A

DEF 14A 1 a12-193731def14a.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box:

October 26, 2012 EX-99.CERT

CERTIFICATIONS

Exhibit 99.CERT CERTIFICATIONS I, R. Jay Gerken, certify that: 1. I have reviewed this report on Form N-Q of ClearBridge Energy MLP Total Return Fund Inc.: 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misl

October 26, 2012 N-Q

Quarterly Schedule of Portfolio Holdings - N-Q

N-Q 1 a12-2101611nq.htm N-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-22693 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in charter) 620 Eighth Avenue, 49th Floor, New York, NY 10018 (Address of pr

June 20, 2012 8-A12B

- CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC

8-A12B 1 d368694d8a12b.htm CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ClearBridge Energy MLP Total Return Fund Inc. (Exact name of registrant as specified in its charter) Maryland 45-4960969 (Sta

April 13, 2012 N-8A

- CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC.

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-8A NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a) OF THE INVESTMENT COMPANY ACT OF 1940 The undersigned investment company hereby notifies the Securities and Exchange Commission that it registers under and pursuant to the provisions of Section 8(a) of the Investment Company Act of 1940 and in connection with such notific

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