UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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(Name
of Issuer)
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(Title
of Class of Securities)
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(CUSIP
Number)
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(Date
of Event Which Requires Filing of this
Statement)
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[x]
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Rule
13d-1(b)
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£
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Rule
13d-1(c)
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£
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Rule
13d-1(d)
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1.
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Names
of Reporting Persons
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|||
I.R.S.
Identification Nos. of above persons (entities only).
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||||
Royal
Bank of Canada
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2.
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Check
the Appropriate Box if a Member of a group (See
Instructions)
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(a)[ ]
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(b)[ ]
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3.
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SEC
Use Only
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4.
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Citizenship
or Place of Organization
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Canada
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Number
of Shares Beneficially Owned By
Each
Reporting
Person
With:
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5.
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Sole
Voting Power
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0
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6.
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Shared
Voting Power
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22 (Series Th)
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7.
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Sole
Dispositive Power
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0
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8.
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Shared
Dispositive Power
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22 (Series Th)
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9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
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22 (Series Th)
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10.
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Check
if Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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[ ]
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11.
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Percent
of Class Represented by Amount in Row (9)
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24.2% (Series Th)
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12.
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Type
of Reporting Person (See Instructions)
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HC
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1.
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Names
of Reporting Persons
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|||
I.R.S.
Identification Nos. of above persons (entities only).
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||||
RBC
Capital Markets Corporation
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||||
2.
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Check
the Appropriate Box if a Member of a group (See
Instructions)
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|||
(a)[ ]
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(b)[ ]
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3.
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SEC
Use Only
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|||
4.
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Citizenship
or Place of Organization
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|||
Minnesota
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||||
Number
of Shares Beneficially Owned By
Each
Reporting
Person
With:
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5.
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Sole
Voting Power
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0
|
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6.
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Shared
Voting Power
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22 (Series Th)
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||
7.
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Sole
Dispositive Power
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0
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||
8.
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Shared
Dispositive Power
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22 (Series Th)
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||
9.
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Aggregate
Amount Beneficially Owned by Each Reporting Person
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22 (Series Th)
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||
10.
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Check
if Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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[ ]
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11.
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Percent
of Class Represented by Amount in Row (9)
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24.2% (Series Th)
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12.
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Type
of Reporting Person (See Instructions)
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BD
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(a)
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Name
of Issuer
RMR
Real Estate Income Fund
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(b)
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Address
of Issuer’s Principal Executive Offices
400
Centre Street
Newton,
MA 02458
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(a)
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Name
of Person Filing
1. Royal
Bank of Canada
2. RBC
Capital Markets Corporation
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(b)
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Address
of Principal Business Office or, if none, Residence
1. 200
Bay Street
Toronto, Ontario M5J 2J5
Canada
2. One
Liberty Plaza
165 Broadway
New York, New York 10006
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(c)
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Citizenship
See
Item 4 of the cover pages.
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(d)
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Title
of Class of Securities
Auction
Preferred Shares (Series Th)
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(e)
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CUSIP
Number
74964k500
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Item
3.
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If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is
a:
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(a)
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[x]
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Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o).
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(b)
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£
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Bank
as defined in section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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£
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Insurance
company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
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(d)
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£
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Investment
company registered under section 8 of the Investment Company Act of
1940 (15 U.S.C 80a-8).
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(e)
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£
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An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E);
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(f)
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£
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An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F);
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(g)
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[x]
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A
parent holding company or control person in accordance with §
240.13d-1(b)(1)(ii)(G);
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(h)
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£
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A
savings associations as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813);
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(i)
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£
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A
church plan that is excluded from the definition of an investment company
under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3);
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(j)
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£
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A
non-U.s. institution in accordance with Rule
13d-1(b0(1)(ii)(J);
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(k)
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£
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Group,
in accordance with §240.13d-1(b)(1)(ii)(J).
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Item
4.
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Ownership
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(a)
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Amount
beneficially owned: See Item 9 of the Cover Page.
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(b)
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Percent
of class: See Item 11 of the Cover Page.
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(c)
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Number
of shares as to which the person has:
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(i)
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Sole
power to vote or to direct the vote
0
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(ii)
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Shared
power to vote or to direct the vote
See
Item 9 of the cover pages.
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(iii)
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Sole
power to dispose or to direct the disposition of
0
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(iv)
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Shared
power to dispose or to direct the disposition of
See
Item 9 of the cover pages.
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Item
5.
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Ownership
of Five Percent or Less of a Class
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Item
6.
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Ownership
of More than Five Percent on Behalf of Another
Person
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Not
applicable.
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding
Company
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Item
8.
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Identification
and Classification of Members of the
Group
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Item
9.
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Notice
of Dissolution of Group
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Item
10.
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Certification
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ROYAL
BANK OF CANADA
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/s/
Tom Smee
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Signature
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Tom
Smee/Senior Vice President
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Name/Title
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/s/
Carol Ann Bartlett
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Signature
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Carol
Ann Bartlett/Senior Vice President
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Name/Title
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RBC
CAPITAL MARKETS CORPORATION
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*/s/
John Penn
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Signature
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John
Penn/Authorized Signatory
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Name/Title
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Exhibit
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Exhibit
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A.
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Joint
Filing Agreement
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ROYAL
BANK OF CANADA
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/s/
Tom Smee
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Signature
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Tom
Smee/Senior Vice President
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Name/Title
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/s/
Carol Ann Bartlett
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Signature
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Carol
Ann Bartlett/Senior Vice President
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Name/Title
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RBC
CAPITAL MARKETS CORPORATION
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*/s/
John Penn
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Signature
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John
Penn/Authorized Signatory
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Name/Title
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