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

811-07154

 

Cohen & Steers Total Return Realty Fund, Inc.

(Exact name of registrant as specified in charter)

 

280 Park Avenue
New York, NY

 

10017

(Address of principal executive offices)

 

(Zip code)

 

Tina M. Payne

280 Park Avenue

New York, NY 10017

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

(212) 832-3232

 

 

Date of fiscal year end:

December 31

 

 

Date of reporting period:

March 31, 2014

 

 



 

Item 1. Schedule of Investments

 



 

COHEN & STEERS TOTAL RETURN REALTY FUND, INC.

 

SCHEDULE OF INVESTMENTS

March 31, 2014 (Unaudited)

 

 

 

Number
of Shares

 

Value

 

COMMON STOCK—REAL ESTATE 83.4%

 

 

 

 

 

COMMUNICATIONS 0.6%

 

 

 

 

 

CBS Outdoor Americas(a)

 

26,769

 

$

782,993

 

 

 

 

 

 

 

DIVERSIFIED 8.2%

 

 

 

 

 

American Assets Trust

 

30,178

 

1,018,206

 

American Realty Capital Properties

 

120,336

 

1,687,110

 

AmREIT

 

38,374

 

635,857

 

Cousins Properties

 

82,474

 

945,977

 

Forest City Enterprises, Class A(a)

 

38,651

 

738,234

 

Hibernia REIT PLC (Ireland)(a)

 

221,495

 

322,841

 

Societe Fonciere Lyonnaise SA (France)

 

14,100

 

736,105

 

Vornado Realty Trust

 

42,521

 

4,190,870

 

 

 

 

 

10,275,200

 

HEALTH CARE 8.3%

 

 

 

 

 

Aviv REIT

 

38,102

 

931,594

 

Health Care REIT

 

37,466

 

2,232,974

 

Omega Healthcare Investors

 

39,620

 

1,328,062

 

Ventas

 

97,324

 

5,894,915

 

 

 

 

 

10,387,545

 

HOTEL 5.6%

 

 

 

 

 

Ashford Hospitality Prime

 

32,312

 

488,558

 

Hersha Hospitality Trust

 

188,014

 

1,096,122

 

Host Hotels & Resorts

 

97,143

 

1,966,174

 

Orient-Express Hotels Ltd., Class A (Bermuda)(a)

 

35,817

 

516,123

 

Strategic Hotels & Resorts(a)

 

146,538

 

1,493,222

 

Sunstone Hotel Investors

 

106,954

 

1,468,478

 

 

 

 

 

7,028,677

 

INDUSTRIALS 6.9%

 

 

 

 

 

First Industrial Realty Trust

 

30,442

 

588,140

 

Gramercy Property Trust(b)

 

118,233

 

610,082

 

Prologis

 

153,253

 

6,257,320

 

Rexford Industrial Realty

 

36,134

 

512,380

 

STAG Industrial

 

27,599

 

665,136

 

 

 

 

 

8,633,058

 

OFFICE 13.7%

 

 

 

 

 

Boston Properties

 

30,680

 

3,513,781

 

Corporate Office Properties Trust

 

47,384

 

1,262,310

 

 

1



 

 

 

Number
of Shares

 

Value

 

Douglas Emmett

 

63,416

 

$

1,721,110

 

Empire State Realty Trust, Class A

 

69,262

 

1,046,549

 

Hudson Pacific Properties

 

51,801

 

1,195,049

 

Kilroy Realty Corp.

 

29,930

 

1,753,299

 

Parkway Properties

 

99,266

 

1,811,605

 

PS Business Parks

 

16,508

 

1,380,399

 

SL Green Realty Corp.

 

34,999

 

3,521,599

 

 

 

 

 

17,205,701

 

RESIDENTIAL 11.3%

 

 

 

 

 

APARTMENT 10.6%

 

 

 

 

 

Apartment Investment & Management Co.

 

44,344

 

1,340,076

 

AvalonBay Communities

 

10,178

 

1,336,575

 

Equity Residential

 

113,154

 

6,561,800

 

Essex Property Trust

 

7,795

 

1,325,540

 

UDR

 

103,062

 

2,662,091

 

 

 

 

 

13,226,082

 

MANUFACTURED HOME 0.7%

 

 

 

 

 

Sun Communities

 

20,483

 

923,579

 

TOTAL RESIDENTIAL

 

 

 

14,149,661

 

 

 

 

 

 

 

SELF STORAGE 7.1%

 

 

 

 

 

CubeSmart

 

62,500

 

1,072,500

 

Extra Space Storage

 

25,897

 

1,256,263

 

Public Storage

 

30,057

 

5,064,304

 

Sovran Self Storage

 

20,879

 

1,533,563

 

 

 

 

 

8,926,630

 

SHOPPING CENTERS 19.8%

 

 

 

 

 

COMMUNITY CENTER 5.5%

 

 

 

 

 

Kimco Realty Corp.

 

102,956

 

2,252,677

 

Ramco-Gershenson Properties Trust

 

70,223

 

1,144,635

 

Regency Centers Corp.

 

39,218

 

2,002,471

 

Weingarten Realty Investors

 

50,752

 

1,522,560

 

 

 

 

 

6,922,343

 

FREE STANDING 0.7%

 

 

 

 

 

Realty Income Corp.

 

19,861

 

811,520

 

 

 

 

 

 

 

REGIONAL MALL 13.6%

 

 

 

 

 

General Growth Properties

 

99,994

 

2,199,868

 

Glimcher Realty Trust

 

141,700

 

1,421,251

 

Macerich Co. (The)

 

42,471

 

2,647,218

 

 

2



 

 

 

Number
of Shares

 

Value

 

Simon Property Group

 

57,879

 

$

9,492,156

 

Taubman Centers

 

18,589

 

1,315,915

 

 

 

 

 

17,076,408

 

TOTAL SHOPPING CENTERS

 

 

 

24,810,271

 

 

 

 

 

 

 

SPECIALTY 1.9%

 

 

 

 

 

Digital Realty Trust

 

39,804

 

2,112,796

 

Weyerhaeuser Co.

 

7,492

 

219,890

 

 

 

 

 

2,332,686

 

TOTAL COMMON STOCK
(Identified cost—$76,055,174)

 

 

 

104,532,422

 

 

 

 

 

 

 

PREFERRED SECURITIES—$25 PAR VALUE 12.7%

 

 

 

 

 

BANKS—FOREIGN 0.3%

 

 

 

 

 

National Westminster Bank PLC, 7.76%, Series C (United Kingdom)

 

13,358

 

341,831

 

 

 

 

 

 

 

INSURANCE—MULTI-LINE—FOREIGN 0.3%

 

 

 

 

 

ING Groep N.V., 7.375% (Netherlands)

 

15,000

 

382,950

 

 

 

 

 

 

 

REAL ESTATE 12.1%

 

 

 

 

 

DIVERSIFIED 3.4%

 

 

 

 

 

Colony Financial, 8.50%, Series A

 

30,700

 

796,051

 

DuPont Fabros Technology, 7.875%, Series A

 

20,000

 

505,000

 

DuPont Fabros Technology, 7.625%, Series B

 

20,000

 

501,600

 

EPR Properties, 9.00%, Series E (Convertible)

 

15,400

 

472,780

 

Lexington Realty Trust, 6.50%, Series C ($50 Par Value)

 

14,400

 

675,360

 

National Retail Properties, 5.70%

 

4,991

 

104,512

 

NorthStar Realty Finance Corp., 8.50%, Series D

 

19,900

 

495,311

 

PS Business Parks, 5.75%, Series U

 

20,000

 

428,200

 

Vornado Realty Trust, 6.625%, Series I

 

10,000

 

249,800

 

 

 

 

 

4,228,614

 

HOTEL 3.3%

 

 

 

 

 

Ashford Hospitality Trust, 8.45%, Series D

 

19,350

 

491,296

 

Ashford Hospitality Trust, 9.00%, Series E

 

20,000

 

538,200

 

Chesapeake Lodging Trust, 7.75%, Series A

 

20,000

 

518,800

 

Hersha Hospitality Trust, 8.00%, Series B

 

25,000

 

637,500

 

Hospitality Properties Trust, 7.125%, Series D

 

18,600

 

471,510

 

Pebblebrook Hotel Trust, 7.875%, Series A

 

35,000

 

907,550

 

Sunstone Hotel Investors, 8.00%, Series D

 

25,000

 

645,000

 

 

 

 

 

4,209,856

 

 

3



 

 

 

Number
of Shares

 

Value

 

INDUSTRIALS 0.7%

 

 

 

 

 

First Potomac Realty Trust, 7.75%, Series A

 

15,000

 

$

379,050

 

Monmouth Real Estate Investment Corp., 7.875%, Series B(c)

 

20,000

 

512,600

 

 

 

 

 

891,650

 

OFFICE 0.9%

 

 

 

 

 

American Realty Capital Properties, 6.70%, Series F

 

42,647

 

971,072

 

Hudson Pacific Properties, 8.375%, Series B

 

8,500

 

222,700

 

 

 

 

 

1,193,772

 

RESIDENTIAL—MANUFACTURED HOME 0.9%

 

 

 

 

 

Campus Crest Communities, 8.00%, Series A

 

24,650

 

619,948

 

Equity Lifestyle Properties, 6.75%, Series C

 

19,060

 

465,064

 

 

 

 

 

1,085,012

 

SHOPPING CENTERS 2.9%

 

 

 

 

 

COMMUNITY CENTER 1.2%

 

 

 

 

 

Cedar Realty Trust, 7.25%, Series B

 

20,000

 

470,200

 

DDR Corp., 7.375%, Series H

 

5,339

 

134,222

 

DDR Corp., 6.50%, Series J

 

25,200

 

606,312

 

Kite Realty Group Trust, 8.25%, Series A

 

10,000

 

257,100

 

 

 

 

 

1,467,834

 

REGIONAL MALL 1.7%

 

 

 

 

 

CBL & Associates Properties, 7.375%, Series D

 

29,998

 

753,850

 

Glimcher Realty Trust, 8.125%, Series G

 

29,989

 

755,423

 

Pennsylvania REIT, 8.25%, Series A

 

25,000

 

648,000

 

 

 

 

 

2,157,273

 

TOTAL SHOPPING CENTERS

 

 

 

3,625,107

 

TOTAL REAL ESTATE

 

 

 

15,234,011

 

TOTAL PREFERRED SECURITIES—$25 PAR VALUE
(Identified cost—$14,783,247)

 

 

 

15,958,792

 

 

 

 

 

 

 

PREFERRED SECURITIES—CAPITAL SECURITIES 2.1%

 

 

 

 

 

BANKS 0.5%

 

 

 

 

 

Farm Credit Bank of Texas, 10.00%, Series I

 

500

 

606,406

 

 

 

 

 

 

 

BANKS—FOREIGN 1.2%

 

 

 

 

 

Banco Bilbao Vizcaya Argentaria SA, 9.00% (Spain)(d)

 

400,000

 

434,375

 

Credit Agricole SA, 7.875%, 144A (France)(e)

 

400,000

 

423,000

 

 

4



 

 

 

Number
of Shares

 

Value

 

Dresdner Funding Trust I, 8.151%, due 6/30/31, 144A (Germany)(e)

 

500,000

 

$

570,000

 

 

 

 

 

1,427,375

 

INSURANCE—LIFE/HEALTH INSURANCE—FOREIGN 0.4%

 

 

 

 

 

La Mondiale Vie, 7.625% (France)

 

500,000

 

546,875

 

TOTAL PREFERRED SECURITIES—CAPITAL SECURITIES
(Identified cost—$2,354,857)

 

 

 

2,580,656

 

 

 

 

Principal
Amount

 

 

 

CORPORATE BONDS 0.6%

 

 

 

 

 

INSURANCE—PROPERTY CASUALTY 0.3%

 

 

 

 

 

Liberty Mutual Insurance, 7.697%, due 10/15/97, 144A(e)

 

$

375,000

 

409,829

 

 

 

 

 

 

 

REAL ESTATE—SHOPPING CENTERS 0.3%

 

 

 

 

 

General Shopping Finance Ltd., 10.00%, 144A (Cayman Islands)(c),(e)

 

378,000

 

301,455

 

TOTAL CORPORATE BONDS
(Identified cost—$723,005)

 

 

 

711,284

 

 

 

 

Number
of Shares

 

 

 

SHORT-TERM INVESTMENTS 0.2%

 

 

 

 

 

MONEY MARKET FUNDS

 

 

 

 

 

State Street Institutional Treasury Money Market Fund, 0.00%(f)

 

300,000

 

300,000

 

TOTAL SHORT-TERM INVESTMENTS
(Identified cost—$300,000)

 

 

 

300,000

 

 

5



 

 

 

 

 

 

 

Value

 

TOTAL INVESTMENTS (Identified cost—$94,216,283)

 

99.0

%

 

 

$

124,083,154

 

 

 

 

 

 

 

 

 

WRITTEN CALL OPTIONS

 

0.0

 

 

 

(104

)

 

 

 

 

 

 

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES

 

1.0

 

 

 

1,284,194

 

 

 

 

 

 

 

 

 

NET ASSETS (Equivalent to $13.08 per share based on 9,586,556 shares of common stock outstanding)

 

100.0

%

 

 

$

125,367,244

 

 

 

 

 

 

Number
of Contracts

 

 

 

WRITTEN CALL OPTIONS 0.0 %

 

 

 

 

 

 

 

Gramercy Property Trust, USD Strike Price 5.73, 4/17/14

 

 

 

545

 

$

(104

)

TOTAL WRITTEN CALL OPTIONS
(Premiums received—$10,982)

 

 

 

 

 

$

(104

)

 

Glossary of Portfolio Abbreviations

 

REIT

 

Real Estate Investment Trust

USD

 

United States Dollar

 


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

(a)

Non-income producing security.

(b)

All or a portion of the security is pledged as collateral in connection with written option contracts. $28,380 in aggregate has been pledged as collateral.

(c)

Illiquid security. Aggregate holdings equal 0.7% of the net assets of the Fund.

(d)

Fair valued security. This security has been valued at its fair value as determined in good faith under procedures established by and under the general supervision of the Fund’s Board of Directors. Aggregate fair valued securities represent 0.4% of the net assets of the Fund.

(e)

Resale is restricted to qualified institutional investors. Aggregate holdings equal 1.4% of the net assets of the Fund, of which 0.2% are illiquid.

(f)

Rate quoted represents the seven-day yield of the Fund.

 

6



 

Cohen & Steers Total Return Realty Fund, Inc.

 

NOTES TO SCHEDULE OF INVESTMENTS (Unaudited)

 

Note 1. Portfolio Valuation

 

Investments in securities that are listed on the New York Stock Exchange (NYSE) are valued, except as indicated below, at the last sale price reflected at the close of the NYSE on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and ask prices on such day or, if no ask price is available, at the bid price. Exchange traded options are valued at their last sale price as of the close of options trading on applicable exchanges on the valuation date. In the absence of a last sale price on such day, options are valued at the average of the quoted bid and ask prices as of the close of business. Over-the-counter options are valued based upon prices provided by the respective counterparty.

 

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

 

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

 

Short-term debt securities with a maturity date of 60 days or less are valued at amortized cost, which approximates fair value. Investments in open-end mutual funds are valued at their closing net asset value.

 

The policies and procedures approved by the Fund’s Board of Directors delegate authority to make fair value determinations to the investment advisor, subject to the oversight of the Board of Directors. The investment advisor has established a valuation committee (Valuation Committee) to administer, implement and oversee the fair valuation process according to the policies and procedures approved annually by the Board of Directors. Among other things, these procedures

 



 

Cohen & Steers Total Return Realty Fund, Inc.

 

NOTES TO SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

 

allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.

 

Securities for which market prices are unavailable, or securities for which the investment advisor determines that the bid and/or ask price or a counterparty valuation does not reflect market value, will be valued at fair value, as determined in good faith by the Valuation Committee, pursuant to procedures approved by the Fund’s Board of Directors. Circumstances in which market prices may be unavailable include, but are not limited to, when trading in a security is suspended, the exchange on which the security is traded is subject to an unscheduled close or disruption or material events occur after the close of the exchange on which the security is principally traded. In these circumstances, the Fund determines fair value in a manner that fairly reflects the market value of the security on the valuation date based on consideration of any information or factors it deems appropriate. These may include, but are not limited to, recent transactions in comparable securities, information relating to the specific security and developments in the markets.

 

Foreign equity fair value pricing procedures utilized by the Fund may cause certain non-U.S. equity holdings to be fair valued on the basis of fair value factors provided by a pricing service to reflect any significant market movements between the time the Fund values such securities and the earlier closing of foreign markets.

 

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

 

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

 

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

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

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

 

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

 

For movements between the levels within the fair value hierarchy, the Fund has adopted a policy of recognizing the transfer at the end of the period in which the underlying event causing the movement occurred. Changes in valuation techniques may result in transfers into or out of an

 



 

Cohen & Steers Total Return Realty Fund, Inc.

 

NOTES TO SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

 

assigned level within the disclosure hierarchy. There were no transfers between Level 1 and Level 2 securities as of March 31, 2014.

 

The following is a summary of the inputs used as of March 31, 2014 in valuing the Fund’s investments carried at value:

 

 

 

Total

 

Quoted Prices In
Active Markets for
Identical
Investments
(Level 1)

 

Other
Significant
Observable
Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Common Stock

 

$

104,532,422

 

$

104,532,422

 

$

 

$

 

Preferred Securities - $25 Par Value

 

15,958,792

 

15,958,792

 

 

 

Preferred Securities - Capital Securities

 

2,580,656

 

 

2,580,656

 

 

Corporate Bonds

 

711,284

 

 

711,284

 

 

Money Market Funds

 

300,000

 

 

300,000

 

 

Total Investments(a)

 

$

124,083,154

 

$

120,491,214

 

$

3,591,940

 

$

 

Written Call Options

 

$

(104

)

$

 

$

(104

)

$

 

Total Depreciation In Other Financial Instruments(a)

 

$

(104

)

$

 

$

(104

)

$

 

 


(a) Portfolio holdings are disclosed individually on the Schedule of Investments.

 

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

 

 

 

Total Investments in
Securities

 

Balance as of December 31, 2013

 

$

630,194

 

Change in unrealized appreciation (depreciation)

 

(20,112

)

Transfers out of Level 3(a)

 

(610,082

)

Balance as of March 31, 2014

 

$

 

 

The change in unrealized appreciation (depreciation) attributable to securities owned on March 31, 2014 which were valued using significant unobservable inputs (Level 3) amounted to $0.

 



 

Cohen & Steers Total Return Realty Fund, Inc.

 

NOTES TO SCHEDULE OF INVESTMENTS (Unaudited) (Continued)

 


(a) As of December 31, 2013, the Fund used significant unobservable inputs in determining the value of certain investments. As of March 31, 2014, the Fund used significant observable inputs in determining the value of the same investments.

 

Note 2.   Derivative Instruments

 

Options:  The Fund writes covered call options on securities and may write put or call options on an index and put options on securities with the intention of earning option premiums. Option premiums may increase the Fund’s realized gains and therefore may help increase distributable income. When the Fund writes (sells) an option, an amount equal to the premium received by the Fund is recorded on the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option written. When an option expires, the Fund realizes a gain on the option to the extent of the premium received. Premiums received from writing options which are exercised or closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. If a put option on a security is exercised, the premium reduces the cost basis of the security purchased by the Fund.  If a call option is exercised, the premium is added to the proceeds of the security sold to determine the realized gain or loss. The Fund, as writer of an option, bears the market risk of an unfavorable change in the price of the underlying index or security. Other risks include the possibility of an illiquid options market or the inability of the counterparties to fulfill their obligations under the contracts.

 

Transactions in written options for the three months ended March 31, 2014, were as follows:

 

 

 

Number

 

 

 

 

 

of Contracts

 

Premiums

 

Options outstanding at December 31, 2013

 

545

 

$

10,982

 

Options written

 

 

 

Options expired

 

 

 

Options outstanding at March 31, 2014

 

545

 

$

10,982

 

 

Note 3.   Income Tax Information

 

As of March 31, 2014, the federal tax cost and net unrealized appreciation and depreciation in value of securities held were as follows:

 

Cost for federal income tax purposes

 

$

94,216,283

 

Gross unrealized appreciation

 

$

31,060,104

 

Gross unrealized depreciation

 

(1,193,233

)

Net unrealized appreciation

 

$

29,866,871

 

 



 

Cohen & Steers Total Return Realty Fund, Inc.

 

NOTES TO SCHEDULE OF INVESTMENTS (Unaudited)

 

Note 4. Reorganization

 

On December 10, 2013, the Board of Directors of the Fund and Cohen & Steers Dividend Majors Fund, Inc. (DVM) approved the reorganization of DVM with and into the Fund, pursuant to which the Fund would continue as the surviving fund (the Reorganization).  A notice and proxy statement was filed with the SEC on February 12, 2014 and mailed to shareholders of record of both funds, as of January 30, 2014, on February 28, 2014.

 

At a special joint meeting on April 24, 2014, shareholders of DVM approved the Reorganization and shareholders of the Fund approved the issuance of additional shares of the Fund’s common stock in connection with the Reorganization.  The Reorganization will be effected at the net asset value and is expected to occur after the close of business on June 13, 2014.  Shareholders of the Fund also approved changes to certain fundamental investment policies of the Fund, including (i) amending the Fund’s fundamental investment policy with respect to making loans; (ii) converting to non-fundamental its current fundamental investment restriction regarding limits on the Fund’s ability to enter into short sales of securities or maintain short positions; and (iii) converting to non-fundamental its current fundamental investment restriction regarding the purchase of securities on margin.  Shareholders of the Fund did not approve an amendment to the Fund’s charter to authorize the Board of Directors from time to time to amend the charter to increase or decrease the number of authorized shares of stock of any class or series without further action by the shareholders.

 



 

Item 2. Controls and Procedures

 

(a)                                 The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) are effective based on their evaluation of these disclosure controls and procedures required by Rule 30a-3(b) under the Investment Company Act of 1940 and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act as of a date within 90 days of the filing of this report.

 

(b)                                 During the last fiscal quarter, there were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 3. Exhibits.

 

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

 



 

SIGNATURES

 

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

 

COHEN & STEERS TOTAL RETURN REALTY FUND, INC.

 

 

By:

/s/ Adam M. Derechin

 

 

 

Name: Adam M. Derechin

 

 

 

Title: President

 

 

 

Date: May 23, 2014

 

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

 

 

By:

/s/ Adam M. Derechin

 

By:

/s/ James Giallanza

 

Name: Adam M. Derechin

 

 

Name: James Giallanza

 

Title: President and Principal Executive Officer

 

 

Title: Treasurer and Principal Financial Officer

 

Date: May 23, 2014