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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0001504304-23-000024 0001504304 XXXXXXXX LIVE 4 Common Stock 08/07/2025 false 0001557523 74255X104 Principal Real Estate Income Fund 1290 Broadway, Suite 1100 Denver CO 80203 Bill Demo (201) 881-7108 250 Pehle Ave. Suite 708 Saddle Brook NJ 07663 0001504304 N Bulldog Investors, LLP WC N DE 0.00 333144.00 0.00 333144.00 333144.00 N 4.98 IA Y Phillip Goldstein WC N X1 0.00 333261.00 0.00 333261.00 333261.00 N 4.98 IN Y Andrew Dakos WC N X1 0.00 333144.00 0.00 333144.00 333144.00 N 4.98 IN Common Stock Principal Real Estate Income Fund 1290 Broadway, Suite 1100 Denver CO 80203 This Constitutes Amendment #4 to the schedule 13D filed October 16 2023. Except as specifically set forth herein, the schedule 13D rmains unmodified. As per the N-CSRS filed on 7/3/25 there were 6,694,109 shares of common stock outstanding as of 4/30/25. The percentages set forth herein were derived using such number. Phillip Goldstein and Andrew Dakos own Bulldog Investors, LLP, a registered investment advisor. As of August 8, 2025, Bulldog Investors, LLP is deemed to be the beneficial owner of 333,144 shares of PGZ (representing 4.98% of PGZ's outstanding shares) soley by virtue of Bulldog Investors, LLP's power to direct the vote of, and dispose of, these shares. As of August 8, 2025, Mr. Goldstein is deemed to be the beneficial owner of 333,261 shares of PGZ (representing 4.98% of PGZ's outstanding shares) and Mr. Dakos is deemed to be the beneficial owner of 333,144 shares of PGZ (representing 4.98% of PGZ's outstanding shares) by virtue of their power to direct the vote of, and dispose of, these shares. Bulldog Investors, LLP has sole power to dispose of and vote 0 shares. Bulldog Investors, LLP has shared power to dispose and vote 333,144 shares. Certain of Bulldog Investors, LLP's clients (none of whom beneficially own more than 5% of PGZ's shares) share this power with Bulldog Investors. Messrs. Goldstein and Dakos are partners of Bulldog Investors, LLP. During the last 60 days the following shares of PGZ were sold: Date Shares Price 8/8/2025 (3,000) $10.4431 8/7/2025 (29,159) $10.5275 8/6/2025 (3,578) $10.4851 8/4/2025 (2,015) $10.4500 Clients of Bulldog Investors, LLP and the owners of accounts reflected herein are entitled to receive any dividends or sales proceeds. 8/8/2025 None Bulldog Investors, LLP Andrew Dakos Andrew Dakos, Partner 08/11/2025 Phillip Goldstein Phillip Goldstein Phillip Goldstein 08/11/2025 Andrew Dakos Andrew Dakos Andrew Dakos 08/11/2025