0001193125-15-109413 Sample Contracts

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

Securities Purchase Agreement • March 27th, 2015 • ClearBridge Energy MLP Total Return Fund Inc. • New York

• Contract Type
  Securities Purchase Agreement
• Filed
  March 27th, 2015
• Company
  ClearBridge Energy MLP Total Return Fund Inc.
• Jurisdiction
  New York

CLEARBRIDGE ENERGY MLP TOTAL RETURN FUND INC., a Maryland corporation (the “Fund”), agrees with each of the purchasers whose names appear at the end hereof (each, a “Purchaser” and, collectively, the “Purchasers”) as follows: