UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-10491

Nuveen Real Estate Income Fund

(Exact name of registrant as specified in charter)

     333 West Wacker Drive, Chicago, Illinois 60606     
(Address of principal executive offices) (Zip code)

Kevin J. McCarthy—Vice President and Secretary
     333 West Wacker Drive, Chicago, Illinois 60606     
(Name and address of agent for service)

Registrant’s telephone number, including area code:      312-917-7700     

Date of fiscal year end:        12/31      

Date of reporting period:    3/31/2009   

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

 

 

Item 1. Schedule of Investments

Shares				Description (1)								Value
				Real Estate Investment Trust Common Stocks – 53.2% (38.3% of Total Investments)
				Diversified – 0.0%
	947			Vornado Realty Trust								$	31,478
				Office – 8.2%
	153,400			Boston Properties, Inc.									5,373,602
	294,900			Douglas Emmett Inc.									2,179,311
	166,800			SL Green Realty Corporation									1,801,440
				Total Office									9,354,353
				Residential – 13.1%
	105,908			AvalonBay Communities, Inc.									4,984,030
	369,700			Equity Residential									6,783,995
	302,400			Post Properties, Inc.									3,066,336
				Total Residential									14,834,361
				Retail – 14.6%
	178,800			Federal Realty Investment Trust									8,224,800
	274,400			Macerich Company									1,717,745
	140,000			Regency Centers Corporation									3,719,800
	83,271			Simon Property Group, Inc.									2,884,507
				Total Retail									16,546,852
				Specialized – 17.3%
	1,459,200			Extra Space Storage Inc.									8,040,192
	301,000			Health Care Property Investors Inc.									5,372,850
	278,400			Ventas Inc.									6,294,624
				Total Specialized									19,707,666
				Total Real Estate Investment Trust Common Stocks (cost $121,316,153)									60,474,710

Shares				Description (1)		Coupon						Value
				Real Estate Investment Trust Preferred Stocks – 75.2% (54.2% of Total Investments)
				Diversified – 21.2%
	679,942			Duke-Weeks Realty Corporation		6.950%						$	5,779,507
	115,300			Lexington Corporate Properties Trust, Series B		8.050%							1,049,230
	686,600			Lexington Realty Trust		7.550%							5,506,532
	400,000			PS Business Parks, Inc., Series O		7.375%							6,400,000
	196,000			Vornado Realty Trust, Series G		6.625%							2,747,920
	75,200			Vornado Realty Trust, Series H		6.750%							1,075,360
	102,000			Vornado Realty Trust, Series I		6.625%							1,545,300
				Total Diversified									24,103,849
				Industrial – 2.6%
	211,000			AMB Property Corporation, Series P		6.850%							2,991,980
				Office – 8.3%
	12,141			Highwoods Properties, Inc., Series A		8.625%							7,956,149
	43,419			Highwoods Properties, Inc., Series B		8.000%							715,762
	81,000			HRPT Properties Trust, Series C		7.125%							799,470
				Total Office									9,471,381
				Residential – 9.5%
	511,100			Apartment Investment & Management Company, Series U		7.750%							5,162,110
	179,300			Apartment Investment & Management Company, Series Y		7.875%							1,852,169
	253,325			BRE Properties, Series D		6.750%							3,726,411
				Total Residential									10,740,690
				Retail – 8.6%
	103,400			Saul Centers, Inc.		9.000%							2,088,680
	143,100			Taubman Centers, Inc., Series G		8.000%							2,176,551
	356,900			Taubman Centers, Inc., Series H		7.625%							5,446,294
				Total Retail									9,711,525
				Specialized – 25.0%
	103,300			Hersha Hospitality Trust, Series A		8.000%							841,895
	799,900			Hospitality Properties Trust, Series C		7.000%							9,318,834
	678,999			Public Storage, Inc., Series I		7.250%							13,240,482
	76,462			Public Storage, Inc., Series K		7.250%							1,470,364
	175,000			Strategic Hotel Capital Inc., Series B		8.250%							437,500
	320,000			Strategic Hotel Capital Inc., Series C		8.250%							800,000
	274,300			Sunstone Hotel Investors Inc., Series A		8.000%							2,331,550
				Total Specialized									28,440,625
				Total Real Estate Investment Trust Preferred Stocks (cost $162,232,526)									85,460,050

Principal

Amount (000)

Description (1)

Coupon

Maturity

Ratings

Value

Convertible Bonds – 2.7% (1.9% of Total Investments)

Retail – 2.7%

$

6,500

Macerich Company, Convertible Bond

3.250%

3/15/12

N/R

$

3,063,125

Total Convertible Bonds (cost $5,416,773)

3,063,125

Principal
Amount (000)				Description (1)		Coupon		Maturity				Value
				Short-Term Investments – 7.8% (5.6% of Total Investments)
$	8,833			Repurchase Agreement with Fixed Income Clearing Corporation, dated 3/31/09, repurchase price $8,833,034, collateralized by $8,980,000 U.S. Treasury Notes, 2.375%, due 3/31/16, value $9,013,675		0.100%		4/01/09				$	8,833,009
				Total Short-Term Investments (cost $8,833,009)									8,833,009
				Total Investments (cost $297,798,461) – 138.9%									157,830,894
				Borrowings – (18.9)% (2)(3)									(21,500,000	)
				Other Assets Less Liabilities – 5.0%									(5,704,826	)
				Taxable Auction Preferred Shares, at Liquidation Value – (15.0)% (2)									(17,000,000	)
				Net Assets Applicable to Common Shares – 100%								$	113,626,068

During the current fiscal period, the Fund adopted the provisions of Statement of Financial Accounting Standards No. 157 (SFAS No. 157) “Fair Value Measurements.” SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosure about fair value measurements. In determining the value of the Fund’s investments various inputs are used. These inputs are summarized in the three broad levels listed below:

    Level 1 – Quoted prices in active markets for identical securities.

    Level 2 – Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk,

etc.).

    Level 3 – Significant unobservable inputs (including management’s assumptions in determining the fair value of investments).

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

The following is a summary of the Fund’s fair value measurements as of March 31, 2009:

		Level 1				Level 2				Level 3				Total
Investments		$	146,811,620			$	11,019,274			$	—			$	157,830,894

The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recognition of income on REIT investments and timing differences in recognizing certain gains and losses on investment transactions. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts on the Statement of Assets and Liabilities presented in the annual report, based on their federal tax basis treatment; temporary differences do not require reclassification. Temporary and permanent differences do not impact the net asset value of the Fund.

At March 31, 2009, the cost of investments was $300,290,064.

Gross unrealized appreciation and gross unrealized depreciation of investments at March 31, 2009, were as follows:

Gross unrealized:
Appreciation		$	5,485,175
Depreciation			(147,944,345	)
Net unrealized appreciation (depreciation) of investments		$	(142,459,170	)

(1)		All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.
(2)		Borrowings and Taxable Auction Preferred Shares, at Liquidation Value as a percentage of Total Investments are 13.6% and 10.8%, respectively.
(3)		The Fund may pledge up to 100% of its eligible investments in the Portfolio of Investments as collateral for Borrowings. As of March 31, 2009, investments with a value of $69,792,843 have been pledged as collateral for Borrowings.
N/R		Not rated.

Item 2. Controls and Procedures.

	a.		The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)).
	b.		There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3. Exhibits.

File as exhibits as part of this Form a separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)), exactly as set forth below: EX-99 CERT Attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant) Nuveen Real Estate Income Fund

Date May 29, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Date May 29, 2009

Date May 29, 2009