ClearBridge MLP & Midstream Fund (CEM) Form 3 Initial statement of insider ownership

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

AMERICAN INTERNATIONAL GROUP INC

(Last) (First) (Middle)

175 WATER STREET

(Street)

NEW YORK NY 10038

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/11/2015

3. Issuer Name and Ticker or Trading Symbol
ClearBridge Energy MLP Fund Inc. [ CEM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
See Remarks section

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Series F Mandatory Redeemable Preferred Stock	160	I	Held through subsidiaries(1)
Series G Mandatory Redeemable Preferred Stock	300	I	Held through subsidiaries(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Lexington Insurance Company ("Lexington"), United Guaranty Residential Insurance Company ("UGRIC") and The United States Life Insurance Company in the City of New York, each an indirectly wholly owned subsidiary of American International Group, Inc. ("AIG"), directly hold 52 shares, 2 shares and 106 shares, respectively, of the Series F Mandatory Redeemable Preferred Stock.

2. American General Life Insurance Company, also an indirectly wholly owned subsidiary of AIG, and Lexington and UGRIC directly hold 200 shares, 97 shares and 3 shares, respectively, of the Series G Mandatory Redeemable Preferred Stock.

Remarks:

Filed pursuant to Section 30(h) of the Investment Company Act of 1940. The referenced mandatory redeemable preferred stock are securities which the Reporting Person is informed represent, in the aggregate, in excess of 10% of the preferred equity securities of the Issuer. The Reporting Person expressly disclaims whether the Series F and G Mandatory Redeemable Preferred Stock are subject to reporting under Section 30(h).

	/s/ Geoffrey Cornell, Authorized Person	06/22/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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