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

FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-21616

RMR F.I.R.E. FUND
(Exact name of registrant as specified in charter)

400 CENTRE STREET
NEWTON, MASSACHUSETTS 02458
(Address of principal executive offices)(Zip code)

(Name and Address of Agent for Service)
Adam D. Portnoy, President
RMR F.I.R.E. Fund
400 Centre Street
Newton, Massachusetts 02458

Copy to:
Robert N. Hickey, Esq.
Sullivan & Worcester LLP
1666 K Street, NW
Washington, DC 20006

Julie A. Tedesco, Esq.
State Street Bank and Trust Company
One Federal Street, 9th Floor
Boston, Massachusetts 02111

Registrant's telephone number, including area code: (617) 332-9530
Date of fiscal year end: December 31
Date of reporting period: June 30, 2007



Item 1. Reports to Shareholders.



 

 

 





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SEMI -ANNUAL REPORTS
JUNE 30, 2007





 





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RMR Real Estate Fund

RMR Hospitality and Real Estate Fund

RMR F.I.R.E. Fund

RMR Preferred Dividend Fund

RMR Asia Pacific Real Estate Fund

RMR Asia Real Estate Fund

About information contained in this report:


NOTICE CONCERNING LIMITED LIABILITY

THE AGREEMENTS AND DECLARATIONS OF TRUST OF RMR REAL ESTATE FUND, RMR HOSPITALITY AND REAL ESTATE FUND, RMR F.I.R.E. FUND, RMR PREFERRED DIVIDEND FUND, RMR ASIA PACIFIC REAL ESTATE FUND AND RMR ASIA REAL ESTATE FUND, COPIES OF WHICH, TOGETHER WITH ALL AMENDMENTS AND SUPPLEMENTS THERETO, ARE DULY FILED IN THE OFFICE OF THE SECRETARY, CORPORATIONS DIVISION, OF THE COMMONWEALTH OF MASSACHUSETTS, PROVIDE THAT THE NAMES "RMR REAL ESTATE FUND", "RMR HOSPITALITY AND REAL ESTATE FUND", "RMR F.I.R.E. FUND", "RMR PREFERRED DIVIDEND FUND", "RMR ASIA PACIFIC REAL ESTATE FUND" AND "RMR ASIA REAL ESTATE FUND" REFER TO THE TRUSTEES UNDER THE AGREEMENTS AND DECLARATIONS COLLECTIVELY AS TRUSTEES, BUT NOT INDIVIDUALLY OR PERSONALLY, AND THAT NO TRUSTEE, OFFICER, SHAREHOLDER, EMPLOYEE OR AGENT OF ANY OF THE FUNDS SHALL BE HELD TO ANY PERSONAL LIABILITY, JOINTLY OR SEVERALLY, FOR ANY OBLIGATION OF, OR CLAIM AGAINST, ANY OF THESE FUNDS. ALL PERSONS DEALING WITH ANY OF THE FUNDS IN ANY WAY, SHALL LOOK ONLY TO THE ASSETS OF THAT FUND WITH WHICH HE OR SHE MAY DEAL FOR THE PAYMENT OF ANY SUM OR THE PERFORMANCE OF ANY OBLIGATION.


RMR Funds
June 30, 2007
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August 15, 2007

To our shareholders,

We are pleased to present you with our 2007 semi-annual report for our six funds:

We invite you to read through the information contained in this report and to view our website at www.rmrfunds.com.

Sincerely,

LOGO

Adam D. Portnoy
President


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1


RMR Real Estate Fund
June 30, 2007

    LOGO

To our shareholders,

In the pages that follow, you will find data summarizing our financial results for the six months ended June 30, 2007, and our financial position as of June 30, 2007.

Relevant Market Conditions

Real Estate Industry Fundamentals.    The operating environment for real estate companies continued to strengthen during the first half of 2007 as occupancy and rental rates trended higher. We expect real estate fundamentals to remain favorable during the second half of the year because of continued strength in the job market, a favorable supply picture (i.e., limited new development completion) and continued demand for commercial real estate properties by both domestic and foreign institutional investors.

Real Estate Industry Technicals.    The first half of the year was marked by increased volatility in the REIT market. REITs' share prices were up almost 14% for 2007 through early February driven by continued M&A activity, then gave back all of their gains and more through June, when the REIT market was down 9% on investor concern about a spillover effect from the sub-prime residential meltdown to commercial real estate, and REITs' share prices finished the first half of 2007 down 6%. While we believe volatility will continue during 2007, the pullback in REITs' share prices has resulted in very attractive valuations for the sector. REITs are trading at discounts to estimated net asset value of 10% to 15%, well below the long term average premium of 5% to 7%. We would not be surprised if the level of M&A activity intensifies for the remainder of 2007 given such discounted valuations. Of course M&A activity depends in large part upon the availability of financing. If the liquidity freeze which began in July (as we are writing this report) continues, M&A activity will cease and underlying net asset value and equity valuations may be challenged.

We believe that over the long term demand for real estate securities will continue to increase given the sector's attractive dividend yield and diversification benefits. These should be attractive features to investors as a larger portion of the U.S. population reaches retirement age.

Fund Strategies, Techniques and Performance

Our primary investment objective is to earn and pay a high level of current income to our common shareholders by investing in real estate companies. Our secondary investment objective is capital appreciation. There can be no assurances that we will meet our investment objectives.

During the first six months of 2007, our total return on net asset value, or NAV (including NAV changes and assuming a hypothetical reinvestment of distributions at NAV), was negative 5.4%. During that same period, the total return for the MSCI US REIT Total Return Index (an unmanaged index of REIT common stocks) was negative 6.5% and the total return for the Merrill Lynch REIT Preferred Index (an unmanaged index of REIT preferred stocks) was 0.4%. We believe these two indices are relevant to us because our investments,


2



excluding short term investments, as of June 30, 2007, included 71% REIT common stocks and 25% REIT preferred stocks. The S&P 500 Index (an unmanaged index published as Standard and Poor's Composite Index of 500 common stocks) total return for the six months ended June 30, 2007 was 6.9%.

Our investment allocation to the diversified and hotel REITs, which accounted for 19% and 13%, respectively of total investments, contributed positively to the fund's performance. We benefited from our holdings in the hospitality REIT sub-sector because of the high level of M&A activity that took place within this sub-sector during the first half of 2007. Highland Hospitality, Equity Inns and Eagle Hospitality, three of our hospitality REIT holdings, were acquired at premiums of approximately 40% over the closing stock price as of the end of 2006. Crescent Real Estate, a diversified REIT, and one of our largest positions in the fund, was acquired at an 18% premium over its year-end 2006 stock price and contributed positively to our performance. Our security selections in the mortgage REITs detracted from our performance as a result of weakness in the sub-prime related stocks. Our biggest losses were in New Century Financial and Novastar Financial, two mortgage REITs with exposure to sub-prime home loans, which were down 98% and 73%, respectively, very shortly after the sub-prime crisis first surfaced in late February of 2007.

Thank you for your continued support. For more information, please view our website, at www.rmrfunds.com.

Sincerely,

LOGO

Adam D. Portnoy
President

Portfolio holdings by sub-sector as a percentage of investments
(as of June 30, 2007) *

  REITs      
    Diversified   19 %
    Health care   15 %
    Hospitality   13 %
    Apartments   10 %
    Mortgage   10 %
    Others, less than 10% each   27 %
   
 
      Total REITs   94 %
    Other   4 %
    Short term investments   2 %
   
 
      Total investments   100 %
   
 

*
These percentages represent the Fund's portfolio holdings by sub-sector as a percentage of total portfolio holdings and do not agree with the percentages included in the Portfolio of Investments schedule which represent the Fund's portfolio holdings by sub-sector as a percentage of the Fund's total net assets.

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RMR Real Estate Fund
Portfolio of Investments
— June 30, 2007 (unaudited)


 
Company

  Shares

  Value

 

 
Common Stocks – 102.1%
Real Estate Investment Trusts – 97.1%
           
  Apartments – 11.8%            
    Apartment Investment & Management Co.   70,100   $ 3,534,442  
    Archstone-Smith Trust   600     35,466  
    Associated Estates Realty Corp.   105,400     1,643,186  
    AvalonBay Communities, Inc.   13,000     1,545,440  
    Equity Residential   49,000     2,235,870  
    Essex Property Trust, Inc.   2,000     232,600  
    Home Properties, Inc.   88,800     4,611,384  
    Mid-America Apartment Communities, Inc.   5,000     262,400  
    UDR, Inc.   21,000     552,300  
       
 
          14,653,088  
  Diversified – 26.9%            
    Colonial Properties Trust   138,700     5,055,615  
    Cousins Properties, Inc.   10,100     293,001  
    Crescent Real Estate Equities Co.   337,500     7,573,500  
    Duke Realty Corp.   7,000     249,690  
    Franklin Street Properties Corp.   3,000     49,620  
    iStar Financial, Inc.   6,000     265,980  
    Lexington Corporate Properties Trust   383,800     7,983,040  
    Liberty Property Trust   24,000     1,054,320  
    Mission West Properties, Inc.   5,000     69,700  
    National Retail Properties, Inc.   352,700     7,710,022  
    Spirit Finance Corp.   17,500     254,800  
    Vornado Realty Trust   26,000     2,855,840  
    Washington Real Estate Investment Trust   300     10,200  
       
 
          33,425,328  
  Health Care – 14.5%            
    Care Investment Trust, Inc. (a)   28,200     387,750  
    Cogdell Spencer, Inc.   15,000     308,850  
    Health Care Property Investors, Inc.   19,080     551,984  
    Health Care REIT, Inc.   162,600     6,562,536  
    Healthcare Realty Trust, Inc.   16,200     450,036  
    Medical Properties Trust, Inc.   64,520     853,600  
    Nationwide Health Properties, Inc.   257,600     7,006,720  
    OMEGA Healthcare Investors, Inc.   93,200     1,475,356  
    Universal Health Realty Income Trust   13,000     432,900  
       
 
          18,029,732  
See notes to financial statements and notes to portfolio of investments.  

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  Hospitality – 5.4%            
    Ashford Hospitality Trust, Inc.   185,500   $ 2,181,480  
    Eagle Hospitality Properties Trust, Inc.   60,000     789,600  
    Entertainment Properties Trust   22,000     1,183,160  
    Equity Inns, Inc.   11,000     246,400  
    FelCor Lodging Trust, Inc.   17,000     442,510  
    Hersha Hospitality Trust   6,100     72,102  
    Highland Hospitality Corp.   7,000     134,400  
    LaSalle Hotel Properties   7,200     312,624  
    Supertel Hospitality, Inc.   161,000     1,363,670  
       
 
          6,725,946  
  Industrial – 8.9%            
    AMB Property Corp.   4,000     212,880  
    DCT Industrial Trust, Inc.   47,500     511,100  
    EastGroup Properties, Inc.   21,400     937,748  
    First Industrial Realty Trust, Inc.   211,240     8,187,662  
    ProLogis   21,000     1,194,900  
       
 
          11,044,290  
  Manufactured Homes – 1.8%            
    Sun Communities, Inc.   75,900     2,259,543  
  Mortgage – 9.7%            
    Abingdon Investment, Ltd. (b)   550,000     5,214,000  
    Alesco Financial, Inc.   558,600     4,541,418  
    American Home Mortgage Investment Corp.   12,000     220,560  
    American Mortgage Acceptance Co.   22,800     229,140  
    Anthracite Capital, Inc.   2,000     23,400  
    Arbor Realty Trust, Inc.   1,200     30,972  
    CBRE Realty Finance, Inc.   5,000     59,450  
    Crystal River Capital, Inc.   26,800     650,704  
    Deerfield Triarc Capital Corp.   3,000     43,890  
    Newcastle Investment Corp.   21,600     541,512  
    NorthStar Realty Finance Corp.   10,000     125,100  
    NovaStar Financial, Inc.   45,500     317,590  
    Thornburg Mortgage, Inc.   3,500     91,630  
       
 
          12,089,366  
See notes to financial statements and notes to portfolio of investments.  

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  Office – 9.1%            
    American Financial Realty Trust   309,100   $ 3,189,912  
    Boston Properties, Inc.   18,000     1,838,340  
    Brandywine Realty Trust   15,400     440,132  
    Corporate Office Properties Trust   15,500     635,655  
    Douglas Emmett, Inc.   12,500     309,250  
    Highwoods Properties, Inc.   55,000     2,062,500  
    Mack-Cali Realty Corp.   11,000     478,390  
    Maguire Properties, Inc.   48,000     1,647,840  
    Parkway Properties, Inc.   400     19,212  
    SL Green Realty Corp.   5,000     619,450  
       
 
          11,240,681  
  Other Financial Services – 0.0%            
    Friedman Billings Ramsey Group, Inc.   5,000     27,300  
  Retail – 5.8%            
    CBL & Associates Properties, Inc.   36,000     1,297,800  
    Cedar Shopping Centers, Inc.   5,000     71,750  
    Developers Diversified Realty Corp.   2,000     105,420  
    Equity One, Inc.   10,000     255,500  
    Feldman Mall Properties, Inc.   3,000     34,200  
    Glimcher Realty Trust   109,400     2,735,000  
    Kimco Realty Corp.   5,000     190,350  
    Pennsylvania Real Estate Investment Trust   12,000     531,960  
    Ramco-Gershenson Properties Trust   3,000     107,790  
    Realty Income Corp.   18,200     458,458  
    Simon Property Group, Inc.   12,000     1,116,480  
    Tanger Factory Outlet Centers, Inc.   5,000     187,250  
    Urstadt Biddle Properties, Inc.   8,900     151,389  
       
 
          7,243,347  
  Specialty – 1.0%            
    Getty Realty Corp.   32,600     856,728  
    Resource Capital Corp.   27,500     384,450  
       
 
          1,241,178  
See notes to financial statements and notes to portfolio of investments.  

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  Storage – 2.2%            
    Public Storage, Inc.   3,000   $ 230,460  
    Sovran Self Storage, Inc.   50,000     2,408,000  
    U-Store-It Trust   5,000     81,950  
       
 
          2,720,410  
Total Real Estate Investment Trusts (Cost $112,898,450)         120,700,209  
  Other – 5.0%            
    American Capital Strategies, Ltd.   23,500     999,220  
    IndyMac Bancorp, Inc.   8,000     233,360  
    Iowa Telecommunication Services, Inc.   50,500     1,147,865  
    KKR Financial Holdings LLC   15,500     386,105  
    MCG Capital Corp.   11,000     176,220  
    Meruelo Maddux Properties, Inc. (a)   24,600     200,736  
    Seaspan Corp.   48,200     1,551,076  
    Starwood Hotels & Resorts Worldwide, Inc.   17,000     1,140,190  
    Thomas Properties Group, Inc.   20,100     321,198  
Total Other (Cost $5,253,960)         6,155,970  
Total Common Stocks (Cost $118,152,410)         126,856,179  
Preferred Stocks – 34.7%            
Real Estate Investment Trusts – 34.7%            
  Apartments – 1.9%            
    Apartment Investment & Management Co., Series G   32,800     838,040  
    Apartment Investment & Management Co., Series T   60,000     1,502,400  
       
 
          2,340,440  
  Diversified – 0.2%            
    Colonial Properties Trust, Series D   10,000     254,300  
  Health Care – 7.0%            
    Health Care REIT, Inc., Series G   20,000     595,200  
    LTC Properties, Inc., Series F   160,000     3,968,000  
    OMEGA Healthcare Investors Inc., Series D   160,000     4,129,600  
       
 
          8,692,800  
See notes to financial statements and notes to portfolio of investments.  

7


Preferred Stocks – continued
Real Estate Investment Trusts – continued
           
  Hospitality – 12.5%            
    Ashford Hospitality Trust, Series A   107,900   $ 2,773,570  
    Eagle Hospitality Properties Trust, Inc., Series A   28,000     650,440  
    Equity Inns, Inc., Series B   34,000     806,140  
    FelCor Lodging Trust, Inc., Series A (c)   83,000     2,108,200  
    FelCor Lodging Trust, Inc., Series C   49,200     1,233,936  
    Innkeepers USA Trust, Series C   120,000     2,604,000  
    Strategic Hotels & Resorts, Inc., Series B   54,500     1,359,775  
    Winston Hotels, Inc., Series B   160,000     4,059,200  
       
 
          15,595,261  
  Manufactured Homes – 5.6%            
    Affordable Residential Communities, Series A   280,000     6,958,000  
  Mortgage – 4.4%            
    Anthracite Capital, Inc., Series D   24,000     559,800  
    Gramercy Capital Corp., Series A   80,000     1,980,000  
    RAIT Investment Trust, Series A   125,000     2,920,000  
       
 
          5,459,800  
  Office – 0.7%            
    Corporate Office Properties Trust, Series J   4,000     100,840  
    Kilroy Realty Corp., Series F   30,000     750,300  
       
 
          851,140  
  Retail – 2.4%            
    Cedar Shopping Centers, Inc., Series A   24,000     627,360  
    Glimcher Realty Trust, Series F   20,000     508,000  
    Glimcher Realty Trust, Series G   50,000     1,247,500  
    The Mills Corp., Series E   7,100     192,126  
    The Mills Corp., Series G   17,000     449,820  
       
 
          3,024,806  
Total Preferred Stocks (Cost $42,488,455)         43,176,547  
See notes to financial statements and notes to portfolio of investments.  

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Other Investment Company – 0.0%            
    LMP Real Estate Income Fund, Inc. (Cost $27,491)   1,150   $ 24,794  
Short-Term Investments – 2.6%            
  Other Investment Companies – 2.6%            
    SSgA Money Market Fund, 4.98% (d) (Cost $3,240,593)   3,240,593     3,240,593  
Total Investments – 139.4% (Cost $163,908,949)         173,298,113  
Other assets less liabilities – 0.8%         1,030,580  
Preferred Shares, at liquidation preference – (40.2)%         (50,000,000 )
Net Assets applicable to common shareholders – 100%       $ 124,328,693  

Notes to Portfolio of Investments

(a)
As of June 30, 2007, this security had not paid a distribution.

(b)
144A securities. Securities restricted for resale to Qualified Institutional Buyers (4.2% of net assets).

(c)
Convertible into common stock.

(d)
Rate reflects 7 day yield as of June 30, 2007.

See notes to financial statements.


9



RMR Real Estate Fund
Financial Statements

Statement of Assets and Liabilities


June 30, 2007 (unaudited)

   

Assets      
  Investments in securities, at value (cost $163,908,949)   $ 173,298,113
  Cash     11,626
  Dividends and interest receivable     1,258,494
  Other assets     8,780
   
    Total assets     174,577,013
   
Liabilities      
  Advisory fee payable     88,348
  Distributions payable – preferred shares     55,560
  Accrued expenses and other liabilities     104,412
   
    Total liabilities     248,320
   
Preferred shares, at liquidation preference      
  Auction preferred shares, Series T;
$.001 par value per share; 2,000 shares issued
and outstanding at $25,000 per share liquidation preference
    50,000,000
   
Net assets attributable to common shares   $ 124,328,693
   
Composition of net assets      
  Common shares, $.001 par value per share;
unlimited number of shares authorized,
6,824,000 shares issued and outstanding
  $ 6,824
  Additional paid-in capital     96,510,797
  Undistributed net investment income     1,965,660
  Accumulated net realized gain on investment transactions     16,456,248
  Net unrealized appreciation on investments     9,389,164
   
Net assets attributable to common shares   $ 124,328,693
   
Net asset value per share attributable to common shares
(based on 6,824,000 common shares outstanding)
  $ 18.22
   

See notes to financial statements.


10



RMR Real Estate Fund

Financial Statements
– continued

Statement of Operations


 
Six Months Ended June 30, 2007 (unaudited)

   
 

 
Investment Income        
  Dividends (cash distributions received or due)   $ 7,318,994  
  Interest     197,650  
   
 
    Total investment income     7,516,644  
   
 
Expenses        
  Advisory     778,238  
  Preferred share remarketing     63,961  
  Administrative     53,965  
  Audit and legal     46,065  
  Custodian     45,482  
  Shareholder reporting     25,090  
  Compliance and internal audit     22,817  
  Trustees' fees and expenses     10,873  
  Other     46,787  
   
 
    Total expenses     1,093,278  
  Less: expense waived by the Advisor     (228,894 )
   
 
    Net expenses     864,384  
   
 
      Net investment income     6,652,260  
   
 
Realized and unrealized gain (loss) on investments        
  Net realized gain on investments     8,006,312  
  Net change in unrealized appreciation/(depreciation) on investments     (20,464,154 )
   
 
  Net realized and unrealized loss on investments     (12,457,842 )
   
 
  Distributions to preferred shareholders from net investment income     (1,274,600 )
   
 
    Net decrease in net assets attributable to common shares resulting from operations   $ (7,080,182 )
   
 

See notes to financial statements.


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RMR Real Estate Fund
Financial Statements
– continued

Statements of Changes in Net Assets


 
 
  Six Months Ended
June 30,
2007
(unaudited)

  Year Ended
December 31,
2006

 

 
Increase (decrease) in net assets resulting from operations              
  Net investment income   $ 6,652,260   $ 6,724,184  
  Net realized gain on investments     8,006,312     11,075,804  
  Net change in unrealized appreciation/(depreciation) on investments     (20,464,154 )   20,905,533  
  Distributions to preferred shareholders from:              
    Net investment income     (1,274,600 )   (1,552,028 )
    Net realized gain on investments         (813,812 )
   
 
 
      Net increase (decrease) in net assets attributable to common shares resulting from operations     (7,080,182 )   36,339,681  
   
 
 
  Distributions to common shareholders from:              
    Net investment income     (3,412,000 )   (5,371,982 )
    Net realized gains on investments         (2,816,818 )
   
 
 
    Total increase (decrease) in net assets attributable to common shares     (10,492,182 )   28,150,881  
Net assets attributable to common shares              
  Beginning of period     134,820,875     106,669,994  
   
 
 
  End of period (including undistributed net investment income of
$1,965,660 and $0, respectively)
  $ 124,328,693   $ 134,820,875  
   
 
 
Common shares issued and repurchased              
  Shares outstanding, beginning of period     6,824,000     6,824,000  
    Shares issued          
   
 
 
  Shares outstanding, end of period     6,824,000     6,824,000  
   
 
 

See notes to financial statements.


12


RMR Real Estate Fund
Financial Highlights

Selected Data For A Common Share Outstanding Throughout Each Period


 
 
  Six Months Ended
June 30,
2007
(unaudited)

  Year Ended
December 31,
2006

  Year Ended
December 31,
2005

  Year Ended
December 31,
2004

  For the Period
December 18,
2003(a) to
December 31,
2003

 

 
Per Common Share Operating Performance (b)                                
Net asset value, beginning of period   $ 19.76   $ 15.63   $ 16.61   $ 14.35   $ 14.33 (c)
   
 
 
 
 
 
Income from Investment Operations                                
Net investment income (d)     .97 (e)   .99     .64     .47     .10  
Net realized and unrealized appreciation/(depreciation) on investments     (1.82 )(e)   4.69     (.08 )   3.11     (.05 )
Distributions to preferred shareholders (common stock equivalent basis) from:                                
  Net investment income     (.19 )(e)   (.23 )   (.10 )   (.05 )    
  Net realized gain on investments     (e)   (.12 )   (.14 )   (.05 )    
   
 
 
 
 
 
Net increase (decrease) in net asset value from operations     (1.04 )   5.33     .32     3.48     .05  
Less: Distributions to common shareholders from:                                
  Net investment income     (.50 )(e)   (.79 )   (.54 )   (.53 )    
  Net realized gain on investments     (e)   (.41 )   (.76 )   (.57 )    
Common share offering costs charged to capital                     (.03 )
Preferred share offering costs charged to capital                 (.12 )    
   
 
 
 
 
 
Net asset value, end of period   $ 18.22   $ 19.76   $ 15.63   $ 16.61   $ 14.35  
   
 
 
 
 
 
Market price, beginning of period   $ 17.48   $ 13.15   $ 14.74   $ 15.00   $ 15.00  
   
 
 
 
 
 
Market price, end of period   $ 15.93   $ 17.48   $ 13.15   $ 14.74   $ 15.00  
   
 
 
 
 
 
Total Return (f)                                
Total investment return based on:                                
  Market price (g)     (6.19 )%   43.77 %   (1.96 )%   6.42 %   0.00 %
  Net asset value (g)     (5.42 )%   35.27 %   2.10 %   24.73 %   0.14 %
Ratios/Supplemental Data:                                
Ratio to average net assets attributable to common shares of:                                
  Net investment income, before total preferred share distributions (d)     9.96 %(e)(h)   5.60 %   4.02 %   3.22 %   27.45 %(h)
  Total preferred share distributions     1.91 %(h)   1.97 %   1.47 %   0.67 %   0.00 %(h)
  Net investment income, net of preferred share distributions (d)     8.05 %(e)(h)   3.63 %   2.55 %   2.55 %   27.45 %(h)
  Expenses, net of fee waivers     1.29 %(h)   1.50 %   1.50 %   1.69 %   2.40 %(h)
  Expenses, before fee waivers     1.64 %(h)   1.86 %   1.87 %   2.05 %   2.65 %(h)
Portfolio Turnover Rate     20.55 %   36.20 %   22.15 %   35.52 %   17.49 %
Net assets attributable to common shares, end of period (000s)   $ 124,329   $ 134,821   $ 106,670   $ 113,357   $ 95,776  
Preferred shares, liquidation preference ($25,000 per share) (000s)   $ 50,000   $ 50,000   $ 50,000   $ 50,000   $  
Asset coverage per preferred share (i)   $ 87,164   $ 92,411   $ 78,335   $ 81,679   $  
(a)
Commencement of operations.
(b)
Based on average shares outstanding.
(c)
Net asset value at December 18, 2003, reflects the deduction of the average sales load or offering costs of $0.67 per share paid by the holders of common shares from the $15.00 offering price. We paid a sales load of $0.68 per share on 6,660,000 shares sold to the public and no sales load or offering costs on 7,000 common shares sold to affiliates of the RMR Advisors for $15 per share.
(d)
Amounts are net of expenses waived by RMR Advisors.
(e)
As discussed in Note A (7) to the financial statements, these amounts are subject to change to the extent 2007 distributions by the issuers of the Fund's investments are characterized as capital gains and return of capital.
(f)
Total returns for periods of less than one year are not annualized.
(g)
Total return based on per share market price assumes the purchase of common shares at the market price on the first day and sales of common shares at the market price on the last day of the period indicated; dividends and distributions, if any, are assumed to be reinvested at market prices on the ex-dividend date. The total return based net asset value, or NAV, assumes the purchase of common shares at NAV on the first day and sales of common shares at NAV on the last day of the period indicated; distributions are assumed to be reinvested at NAV on the ex-dividend date. Results represent past performance and do not guarantee future results. Total return would have been lower if RMR Advisors had not contractually waived a portion of its investment advisory fee.
(h)
Annualized.
(i)
Asset coverage per share equals net assets attributable to common shares plus the liquidation preference of the preferred shares divided by the total number of preferred shares outstanding at the end of the period.

See notes to financial statements.


13



RMR Real Estate Fund
Notes to Financial Statements

June 30, 2007 (unaudited)

Note A

(1)  Organization

RMR Real Estate Fund, or the Fund, was organized as a Massachusetts business trust on July 2, 2002, and is registered under the Investment Company Act of 1940, as amended, or the 1940 Act, as a non-diversified closed-end management investment company. The Fund had no operations prior to December 18, 2003, other than matters relating to the Fund's establishment and registration of the Fund's common shares under the Securities Act of 1933.

(2)  Interim Financial Statements

The accompanying June 30, 2007, financial statements have been prepared without audit. The Fund believes that disclosures made are adequate to make the information presented not misleading. In the opinion of the Fund's management, all adjustments, which include normal recurring adjustments considered necessary for a fair presentation, have been included. The Fund's operating results for this interim period are not necessarily indicative of the results that may be expected in the future.

(3)  Use of Estimates

Preparation of these financial statements in conformity with accounting principles generally accepted in the United States requires the Fund's management to make estimates and assumptions that may affect the amounts reported in the financial statements and related notes. The actual results could differ from these estimates particularly for reasons described in Note A (7), and for other reasons.

(4)  Portfolio Valuation

Investment securities of the Fund are valued at the latest sales price whenever that price is readily available on that day; securities for which no sales were reported on that day, unless otherwise noted, are valued at the last available bid price on that day. Securities traded primarily on the NASDAQ Stock Market, or NASDAQ, are normally valued by the Fund at the NASDAQ Official Closing Price, or NOCP, provided by NASDAQ each business day. The NOCP is the most recently reported price as of 4:00:06 p.m., eastern time, unless that price is outside the range of the "inside" bid and asked prices (i.e., the bid and asked prices that dealers quote to each other when trading for their own accounts); in that case, NASDAQ will adjust the price to equal the inside bid or asked price, whichever is closer. Because of delays in reporting trades, the NOCP may not be based on the price of the last trade to occur before the market closes. Some fixed income securities may be valued using pricing provided by a pricing service. Any of the Fund's securities which are not readily marketable, which are not traded or which have other characteristics of illiquidity are valued by the Fund at fair value as determined in good faith under the supervision of the Fund's board of trustees. Numerous factors may be considered when determining fair value of a security, including cost at date of purchase, type of security, the nature and duration of restrictions on disposition of the security and whether the issuer of the security being fair valued has other securities of the same type outstanding. Short-term debt securities with less than 60 days until maturity may be valued at cost, which when combined with interest accrued, approximates market value.

(5)  Securities Transactions and Investment Income

Securities transactions are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the


14


securities received. Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost.

(6)  Federal Taxes

The Fund has qualified and intends to qualify in the future as a "regulated investment company" and to comply with the applicable provisions of subchapter M of the Internal Revenue Code of 1986, as amended, so that it will generally not be subject to federal income tax. However, the Fund may be subject to a 4% excise tax to the extent the Fund does not distribute substantially all taxable earnings each year.

(7)  Distributable Earnings

The Fund earns income, net of expenses, daily on its investments. It is the policy of the Fund to pay a stable distribution amount to common shareholders on a monthly basis and distributions to Fund shareholders are declared pursuant to this policy. On July 12, 2007, the Fund declared regular monthly distributions of $0.10 per common share payable in August and September, 2007 and a special distribution consisting entirely of long term capital gains of $0.32 per share payable on September 14, 2007. Distributions to shareholders are recorded on the ex-dividend date. The Fund's distributions may consist of ordinary income (net investment income and short term capital gains), long term capital gains and return of capital. To the extent the Fund's net realized capital gains, if any, can be offset by capital loss carry-forwards, it is the policy of the Fund not to distribute such gains. Distributions to preferred shareholders are determined as described in Note D.

The Fund has substantial investments in real estate investment trusts, or REITs, which are generally not subject to federal income taxes. Distributions that the Fund received from REITs can be classified as ordinary income, capital gain income or return of capital by the REITs that make these distributions to the Fund. However, it is not possible to characterize distributions received from REITs during interim periods because the issuers do not report their tax characterization until subsequent to year end. Final characterization of the Fund's 2007 distributions to shareholders is also dependent upon the magnitude or timing of the Fund's securities transactions prior to year end. Therefore it is likely that some portion of the Fund's 2007 investment income and distributions to shareholders will be recharacterized as long term capital gain and return of capital for financial statement and federal income tax purposes subsequent to year end and reflected accordingly in the Fund's year end financial statements.

Although subject to adjustments, the cost, gross unrealized appreciation and unrealized depreciation of the Fund's investments for federal income tax purposes as of June 30, 2007, are as follows:

Cost   $ 163,908,949  
   
 
Gross unrealized appreciation   $ 15,839,686  
Gross unrealized depreciation     (6,450,522 )
   
 
Net unrealized appreciation/(depreciation)   $ 9,389,164  
   
 

(8)  Concentration of Risk

Under normal market conditions, the Fund's investments will be concentrated in income producing common shares, preferred shares and debt securities, including convertible preferred and debt securities, issued by real estate companies and REITs. The value of Fund shares may fluctuate more than the shares of a fund not


15


concentrated in the real estate industry due to economic, legal, regulatory, technological or other developments affecting the United States real estate industry.

(9)  Recent Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board, or FASB, issued Interpretation No. 48, "Accounting for Uncertainty in Income Taxes", or FIN 48. FIN 48 was effective for the fiscal years beginning after December 15, 2006. The Securities and Exchange Commission delayed the application of FIN 48 to open and closed end funds to not later than June 29, 2007. FIN 48 prescribes how the Fund should recognize, measure and present in the Fund's financial statements uncertain tax provisions that have been taken or expected to be taken in a tax return. Pursuant to FIN 48 the Fund can recognize a tax benefit only if it is "more likely than not" that a particular tax position will be sustained upon examination or audit. To the extent the "more likely than not" standard has been satisfied the benefits associated with a tax position is measured as the largest amount that is greater than 50% likely of being realized upon settlement. As required, the Fund has adopted FIN 48 effective June 29, 2007, and concluded that the effect is not material to its financial statements.

In September 2006, FASB issued Statement of Accounting Standards No. 157, "Fair Value Measurement", or SFAS 157, which is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands required disclosures about fair value measurements. The Fund is currently evaluating the impact, if any, the adoption of SFAS 157 will have on its financial statements.

(10)   Other Investment Companies

The Fund may invest in the securities of other investment companies to the extent that such investments are consistent with the Fund's investment objectives and principal investment strategies and permissible under the 1940 Act. Under one provision of the 1940 Act, the Fund may not acquire the securities of other investment companies if, as a result, (i) more than 3% of the total outstanding voting securities of any one investment company would be held by the Fund, (ii) more than 5% of the Fund's total assets would be invested in any one investment company or (iii) more than 10% of the Fund's total assets would be invested in securities of other investment companies. Other provisions of the 1940 Act are less restrictive provided that the Fund is able to meet certain conditions. These limitations do not apply to the acquisition of shares of any investment company in connection with a merger, consolidation, reorganization or acquisition of substantially all of the assets of another investment company and the acquisition of money market instruments. The Fund, as a holder of the securities of other investment companies, will bear its pro rata portion of the other investment companies' expenses, including advisory fees. These expenses will be in addition to the direct expenses incurred by the Fund.

Note B

Advisory and Administration Agreements and Other Transactions with Affiliates

The Fund has an advisory agreement with RMR Advisors, Inc., or RMR Advisors, to provide the Fund with a continuous investment program, to make day-to-day investment decisions and to generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to the agreement, RMR Advisors is compensated at an annual rate of 0.85% of the Fund's average daily managed assets. Managed assets means the total assets of the Fund less liabilities other than any indebtedness entered


16



into for purposes of leverage. For purposes of calculating managed assets, the liquidation preference of preferred shares are not considered liabilities.

RMR Advisors has contractually agreed to waive a portion of its annual fee equal to 0.25% of the Fund's average daily managed assets until December 18, 2008. The Fund incurred net advisory fees of $549,344 during the six months ended June 30, 2007.

RMR Advisors, and not the Fund, has contractually agreed to pay the lead underwriter of the Fund's initial public offering, an annual fee equal to 0.15% of the Fund's managed assets. This fee is paid quarterly in arrears during the term of RMR Advisors' advisory agreement and is paid by RMR Advisors, not the Fund. The aggregate fees paid pursuant to the contract plus reimbursement of legal expenses of the underwriters in that offering will not exceed 4.5% of the total price of the common shares in the initial public offering.

RMR Advisors also performs administrative functions for the Fund pursuant to an administration agreement with the Fund. RMR Advisors has entered into a subadministration agreement with State Street Bank and Trust Company, or State Street, to perform substantially all Fund accounting and other administrative services. Under the administration agreement, RMR Advisors is entitled to reimbursement of the cost of providing administrative services. The Fund reimbursed RMR Advisors for $53,965 of subadministrative fees charged by State Street for the six months ended June 30, 2007.

Each trustee who is not a director, officer or employee of RMR Advisors and who is not an "interested person" of the Fund as defined under the 1940 Act is considered to be a "disinterested trustee". Disinterested trustees are each paid by the Fund an annual fee plus fees for board and committee meetings. The Fund incurred $10,873 of trustee fees and expenses during the six months ended June 30, 2007.

The Fund's board of trustees and separately the disinterested trustees authorized the Fund to make reimbursement payments to RMR Advisors for costs related to the Fund's compliance and internal audit programs. The Fund incurred $22,817 of compliance and internal audit expense during the six months ended June 30, 2007. The Fund also participates in pooled insurance programs with RMR Advisors and other funds managed by RMR Advisors and makes payments of allocated portions of related premiums. The Fund incurred $11,511 of insurance expense during the six months ended June 30, 2007.

Note C

Securities Transactions

During the six months ended June 30, 2007, there were purchases and sales transactions (excluding short term securities) of $40,097,185 and $36,263,466, respectively. Brokerage commissions on securities transactions amounted to $38,449 during the six months ended June 30, 2007.

Note D

Preferred Shares

The Fund's 2,000 outstanding Series T auction preferred shares have a liquidation preference of $25,000 per share plus an amount equal to accumulated but unpaid distributions. The preferred shares are senior to the Fund's common shares and rank on parity with any other class or series of preferred shares of the Fund as to the payment of periodic distributions, including distribution of assets upon liquidation. If the Fund does not


17



timely cure a failure to (1) maintain asset coverage for the preferred shares as required by rating agencies, or (2) maintain asset coverage, as defined in the 1940 Act, of at least 200%, the preferred shares will be subject to redemption in an amount equal to their liquidation preference plus accumulated but unpaid distributions. The holders of the preferred shares have voting rights equal to the holders of the Fund's common shares and generally vote together with the holders of the common shares as a single class. Holders of the preferred shares, voting as a separate class, also are entitled to elect two of the Fund's trustees. The Fund pays distributions on the preferred shares at a rate set at auctions held generally every seven days. Distributions are generally payable every seven days, on the first business day following the end of a distribution period. The preferred share distribution rate was 5.00% per annum as of June 30, 2007.

Note E

Submission of Proposals to a Vote of Shareholders

The annual meeting of Fund shareholders was held on May 8, 2007. Following is a summary of the proposals submitted to shareholders for vote at the meeting and votes cast:

Proposal

  Votes for
  Votes withheld
  Votes abstained
Common and Preferred shares            
  Election of Arthur G. Koumantzelis as trustee until the 2010 annual meeting.   6,353,394   164,448  
Preferred shares            
  Election of Barry M. Portnoy as trustee until the 2010 annual meeting.   1,980   18  
Proposal

  Votes for
  Votes against
  Votes abstained
  Broker Non-Vote
Common and Preferred shares                
  Amendment to declaration of trust to explicitly provide that any shareholder that breaches the Fund's declaration of trust or bylaws will indemnify and hold harmless the Fund (and, if applicable, any charitable trustee) from and against all costs, expenses, penalties, fines and other amounts, including attorneys' and other professional fees, arising from the shareholder's breach, together with interest on such amounts.   2,240,930   202,129   59,015   4,015,688

18


Note F

Portfolio Management Changes

On May 21, 2007, Fernando Diaz and Adam D. Portnoy were appointed co-portfolio managers for the RMR Funds which invest in U.S. domestic securities: RMR Real Estate Fund, RMR Hospitality and Real Estate Fund, RMR F.I.R.E. Fund and RMR Preferred Dividend Fund. Barry M. Portnoy remains a co-portfolio manager for these Funds. Mr. Diaz joined RMR Advisors as a Vice President on May 21, 2007. He also serves as Vice President of each of the RMR Funds. Mr. Adam Portnoy has been with RMR Advisors since 2004 and serves as its President. He also serves as President of each of the RMR Funds.


19


RMR Hospitality and Real Estate Fund
June 30, 2007

    LOGO

To our shareholders,

In the pages that follow, you will find data summarizing our financial results for the six months ended June 30, 2007, and our financial position as of June 30, 2007.

Relevant Market Conditions

Hospitality Industry Fundamentals.    We expect operating fundamentals to remain sound for the remainder of 2007 despite moderating growth in revenue per available room, or RevPAR, and accelerating supply (i.e., new hotel openings) growth. Business transient and group demand remains strong and demand from leisure travelers is still intact, helped by healthy consumer spending and a weaker dollar which has encouraged higher demand from foreign travelers. Privatizations continued during the first half of the year with four publicly traded hospitality REITs taken private; such activity serves as an indication of a valuation discrepancy between the public and private markets.

Real Estate Industry Fundamentals.    The operating environment for real estate companies continued to strengthen during the first half of 2007 as occupancy and rental rates trended higher. We expect real estate fundamentals to remain favorable during the second half of the year because of continued strength in the job market, a favorable supply picture (i.e., limited new development completion) and continued demand for commercial real estate properties by both domestic and foreign institutional investors.

Real Estate Industry Technicals.    The first half of the year was marked by increased volatility in the REIT market. REITs' share prices were up almost 14% for 2007 through early February driven by continued M&A activity, then gave back all of their gains and more through June, when the REIT market was down 9% on investor concern about a spillover effect from the sub-prime residential meltdown to commercial real estate, and REITs' share prices finished the first half of 2007 down 6%. While we believe volatility will continue during 2007, the pullback in REITs' share prices has resulted in very attractive valuations for the sector. REITs are trading at discounts to estimated net asset value of 10% to 15%, well below the long term average premium of 5% to 7%. We would not be surprised if the level of M&A activity intensifies for the remainder of 2007 given such discounted valuations. Of course M&A activity depends in large part upon the availability of financing. If the liquidity freeze which began in July (as we are writing this report) continues, M&A activity will cease and underlying net asset value and equity valuations may be challenged.

We believe that over the long term demand for real estate securities will continue to increase given the sector's attractive dividend yield and diversification benefits. These should be attractive features to investors as a larger portion of the U.S. population reaches retirement age.


20



Fund Strategies, Techniques and Performance

Our primary objective is to earn and pay to our common shareholders a high level of current income by investing in hospitality and real estate companies. Our secondary objective is capital appreciation. There can be no assurance that we will achieve our investment objectives.

During the first six months of 2007, our total return on net asset value, or NAV (including NAV changes and assuming a hypothetical reinvestment of distributions at NAV), was negative 4.5%. During that same period, the total return for the MSCI US REIT Total Return Index (an unmanaged index of REIT common stocks) was negative 6.5% and the total return for the Merrill Lynch REIT Preferred Index (an unmanaged index of REIT preferred stocks) was 0.4%. We believe these two indices are relevant to us because our investments, excluding short term investments, as of June 30, 2007, included 60% REIT common stocks and 31% REIT preferred stocks. The S&P 500 Index (an unmanaged index published as Standard and Poor's Composite Index of 500 common stocks) total return for the first six months of 2007 was 6.9%.

Our investment allocation to hospitality and diversified REITs, which accounted for 35% and 16%, respectively of total investments, contributed positively to the fund's performance. We benefited from our holdings in hospitality REITs because of the high level of M&A activity that took place within this sub-sector during the first half of 2007. Three of our five hotel holdings, Highland Hospitality, Equity Inns and Eagle Hospitality were acquired at premiums of approximately 40% over the closing stock price as of the end of 2006; our other two hotel holdings; Innkeepers and Winston Hotels, were acquired at premiums of approximately 15%. Crescent Real Estate, a diversified REIT and one of our largest positions in the fund, was acquired at an 18% premium over its year end 2006 stock price and contributed positively to our performance. Our security selections in the mortgage REITs detracted from our performance as a result of weakness in the sub-prime related stocks. Our biggest losses were in New Century Financial and Novastar Financial, two mortgage REITs with exposure to sub-prime home loans, which were down 98% and 73%, respectively, very shortly after the sub-prime crisis first surfaced in late February of 2007.

Thank you for your continued support. For more information, please view our website, at www.rmrfunds.com.

Sincerely,

LOGO

Adam D. Portnoy
President


21


Portfolio holdings by sub-sector as a percentage of investments
(as of June 30, 2007) *

 
   
 
Hospitality real estate   35 %
Diversified real estate   16 %
Office real estate   12 %
Health care real estate   11 %
Others, less than 10% each   24 %
Short term investments   2 %
   
 
  Total investments   100 %
   
 
REITs   89 %
Other   9 %
Short term investments   2 %
   
 
  Total investments   100 %
   
 

*
These percentages represent the Fund's portfolio holdings by sub-sector as a percentage of total portfolio holdings and do not agree with the percentages included in the Portfolio of Investments schedule which represent the Fund's portfolio holdings by sub-sector as a percentage of the Fund's total net assets.

22


RMR Hospitality and Real Estate Fund
Portfolio of Investments
– June 30, 2007 (unaudited)


Company

  Shares

  Value


Common Stocks – 90.3%          
Real Estate Investment Trusts – 85.8%          
  Apartments – 5.9%          
    Apartment Investment & Management Co.   36,200   $ 1,825,204
    Associated Estates Realty Corp.   5,600     87,304
    Equity Residential   8,000     365,040
    Essex Property Trust, Inc.   2,000     232,600
    Home Properties, Inc.   10,500     545,265
    UDR, Inc.   18,100     476,030
       
          3,531,443
  Diversified – 21.2%          
    Colonial Properties Trust   85,900     3,131,055
    Cousins Properties, Inc.   10,000     290,100
    Crescent Real Estate Equities Co.   105,100     2,358,444
    Franklin Street Properties Corp.   3,000     49,620
    iStar Financial, Inc.   6,000     265,980
    Lexington Corporate Properties Trust   128,800     2,679,040
    Liberty Property Trust   26,000     1,142,180
    Mission West Properties, Inc.   3,000     41,820
    National Retail Properties, Inc.   105,850     2,313,881
    Spirit Finance Corp.   12,500     182,000
    Vornado Realty Trust   2,000     219,680
    Washington Real Estate Investment Trust   300     10,200
       
          12,684,000
  Health Care – 11.1%          
    Care Investment Trust, Inc. (a)   14,100     193,875
    Health Care Property Investors, Inc.   6,770     195,856
    Health Care REIT, Inc.   75,740     3,056,866
    Healthcare Realty Trust, Inc.   9,300     258,354
    Medical Properties Trust, Inc.   26,020     344,245
    Nationwide Health Properties, Inc.   86,000     2,339,200
    OMEGA Healthcare Investors, Inc.   5,000     79,150
    Universal Health Realty Income Trust   5,000     166,500
       
          6,634,046
  Hospitality – 17.1%          
    Ashford Hospitality Trust, Inc.   140,000     1,646,400
    Eagle Hospitality Properties Trust, Inc.   51,000     671,160
    Entertainment Properties Trust   18,800     1,011,064
    Equity Inns, Inc.   62,200     1,393,280
    FelCor Lodging Trust, Inc.   20,000     520,600
    Hersha Hospitality Trust   38,100     450,342
    Host Hotels & Resorts, Inc.   24,000     554,880
    Innkeepers USA Trust   18,200     322,686
    LaSalle Hotel Properties   11,200     486,304
See notes to financial statements and notes to portfolio of investments.

23


  Hospitality – continued          
    Marriott International, Inc.   8,000   $ 345,920
    Strategic Hotels & Resorts, Inc.   12,000     269,880
    Sunstone Hotel Investors, Inc.   8,000     227,120
    Supertel Hospitality, Inc.   267,130     2,262,591
    Winston Hotels, Inc.   5,000     75,000
       
          10,237,227
  Industrial – 8.4%          
    AMB Property Corp.   1,000     53,220
    DCT Industrial Trust, Inc.   5,300     57,028
    EastGroup Properties, Inc.   6,000     262,920
    First Industrial Realty Trust, Inc.   104,160     4,037,241
    ProLogis   11,000     625,900
       
          5,036,309
  Manufactured Homes – 0.1%          
    Sun Communities, Inc.   2,000     59,540
  Mortgage – 6.7%          
    Abingdon Investment, Ltd. (b)   200,000     1,896,000
    Alesco Financial, Inc.   19,000     154,470
    American Mortgage Acceptance Co.   12,700     127,635
    Anthracite Capital, Inc.   10,000     117,000
    Arbor Realty Trust, Inc.   1,100     28,391
    Crystal River Capital, Inc.   26,900     653,132
    JER Investors Trust, Inc.   10,000     150,000
    Newcastle Investment Corp.   21,600     541,512
    NovaStar Financial, Inc.   35,500     247,790
    Thornburg Mortgage, Inc.   3,500     91,630
       
          4,007,560
  Office – 9.4%          
    American Financial Realty Trust   121,500     1,253,880
    Boston Properties, Inc.   6,000     612,780
    Brandywine Realty Trust   49,400     1,411,852
    Corporate Office Properties Trust   11,500     471,615
    Douglas Emmett, Inc.   8,300     205,342
    Highwoods Properties, Inc.   45,000     1,687,500
    Parkway Properties, Inc.   300     14,409
       
          5,657,378
  Other Financial Services – 0.0%          
    Friedman Billings Ramsey Group, Inc.   5,000     27,300
See notes to financial statements and notes to portfolio of investments.

24


  Retail – 3.4%          
    CBL & Associates Properties, Inc.   12,000   $ 432,600
    Developers Diversified Realty Corp.   2,000     105,420
    Equity One, Inc.   3,000     76,650
    Glimcher Realty Trust   27,400     685,000
    Pennsylvania Real Estate Investment Trust   2,000     88,660
    Ramco-Gershenson Properties Trust   3,000     107,790
    Realty Income Corp.   12,200     307,318
    Tanger Factory Outlet Centers, Inc.   5,000     187,250
    Urstadt Biddle Properties, Inc.   2,900     49,329
       
          2,040,017
  Specialty – 1.6%          
    Getty Realty Corp.   34,000     893,520
    Resource Capital Corp.   6,300     88,074
       
          981,594
  Storage – 0.9%          
    Sovran Self Storage, Inc.   8,100     390,096
    U-Store-It Trust   10,000     163,900
       
          553,996
Total Real Estate Investment Trusts (Cost $47,195,152)         51,450,410
  Other – 4.5%          
    American Capital Strategies, Ltd.   3,500     148,820
    IndyMac Bancorp, Inc.   3,000     87,510
    Iowa Telecommunication Services, Inc.   20,800     472,784
    KKR Financial Holdings LLC   5,500     137,005
    MCG Capital Corp.   11,000     176,220
    Meruelo Maddux Properties, Inc. (a)   6,300     51,408
    Seaspan Corp.   33,400     1,074,812
    Thomas Properties Group, Inc.   9,900     158,202
    Wyndham Worldwide Corp. (a)(c)   11,000     398,861
Total Other (Cost $2,103,110)         2,705,622
Total Common Stocks (Cost $49,298,262)         54,156,032
Preferred Stocks – 44.3%          
Real Estate Investment Trusts – 44.3%          
  Apartments – 1.0%          
    Apartment Investment & Management Co., Series U   24,000     614,400
See notes to financial statements and notes to portfolio of investments.

25


  Diversified – 1.7%          
    Digital Realty Trust, Inc., Series A   15,000   $ 389,250
    LBA Realty LLC, Series B   30,000     630,000
       
          1,019,250
  Health Care – 4.3%          
    Health Care REIT, Inc., Series F   40,000     1,008,800
    Health Care REIT, Inc., Series G   20,000     595,200
    LTC Properties, Inc., Series F   40,000     992,000
       
          2,596,000
  Hospitality – 25.6%          
    Ashford Hospitality Trust, Series A   46,000     1,182,430
    Eagle Hospitality Properties Trust, Inc., Series A   28,000     650,440
    FelCor Lodging Trust, Inc., Series C   60,000     1,504,800
    Hersha Hospitality Trust, Series A   44,000     1,098,240
    Highland Hospitality Corp., Series A   170,000     4,258,500
    Host Marriott Corp., Series E   100,000     2,646,000
    Innkeepers USA Trust, Series C   27,000     585,900
    LaSalle Hotel Properties, Series E   5,000     127,500
    LaSalle Hotel Properties, Series G   10,000     236,000
    Strategic Hotels & Resorts, Inc., Series C   20,000     507,600
    Winston Hotels, Inc., Series B   99,000     2,511,630
       
          15,309,040
  Manufactured Homes – 0.4%          
    Affordable Residential Communities, Series A   9,600     238,560
  Mortgage – 2.7%          
    Anthracite Capital, Inc., Series D   7,000     163,275
    Gramercy Capital Corp., Series A   40,000     990,000
    HomeBanc Corp., Series A   25,000     455,000
       
          1,608,275
  Office – 8.1%          
    Alexandria Real Estate Equities, Inc., Series C   120,000     3,068,400
    SL Green Realty Corp., Series D   70,000     1,774,500
       
          4,842,900
  Retail – 0.5%          
    The Mills Corp., Series E   1,800     48,708
    The Mills Corp., Series G   10,000     264,600
       
          313,308
Total Preferred Stocks (Cost $26,358,982)         26,541,733
See notes to financial statements and notes to portfolio of investments.

26



 
Company

  Shares or
Principal Amount

  Value

 

 
Debt Securities – 8.9%              
  Hospitality – 8.9%              
    American Real Estate Partners LP, 8.125%, 06/01/2012   $ 2,000,000   $ 2,007,500  
    FelCor Lodging LP, 8.50%, 06/01/2011 (d)     1,600,000     1,682,000  
    Six Flags, Inc., 9.75%, 04/15/2013     1,760,000     1,656,600  
Total Debt Securities (Cost $5,261,968)           5,346,100  
Short-Term Investments – 2.5%              
  Other Investment Companies – 2.5%              
    SSgA Money Market Fund, 4.98% (e) (Cost $1,506,973)     1,506,973     1,506,973  
Total Investments – 146.0% (Cost $82,426,185)           87,550,838  
Other assets less liabilities – 0.7%           413,467  
Preferred Shares, at liquidation preference – (46.7)%           (28,000,000 )
Net Assets applicable to common shareholders – 100%         $ 59,964,305  

Notes to Portfolio of Investments

(a)
As of June 30, 2007, this security had not paid a distribution.
(b)
144A securities. Securities restricted for resale to Qualified Institutional Buyers (3.2% of net assets).
(c)
A hospitality company.
(d)
Also a Real Estate Investment Trust.
(e)
Rate reflects 7 day yield as of June 30, 2007.

See notes to financial statements.


27



RMR Hospitality and Real Estate Fund
Financial Statements

Statement of Assets and Liabilities


June 30, 2007 (unaudited)

   

Assets      
  Investments in securities, at value (cost $82,426,185)   $ 87,550,838
  Cash     635
  Dividends and interest receivable     854,332
  Other assets     7,528
   
    Total assets     88,413,333
   
Liabilities      
  Payable for investment securities purchased     164,231
  Advisory fee payable     44,139
  Distributions payable – preferred shares     26,410
  Accrued expenses and other liabilities     214,248
   
    Total liabilities     449,028
   
Preferred shares, at liquidation preference      
  Auction preferred shares, Series Th;
$.001 par value per share; 1,120 shares issued and
outstanding at $25,000 per share liquidation preference
    28,000,000
   
Net assets attributable to common shares   $ 59,964,305
   
Composition of net assets      
  Common shares, $.001 par value per share;
unlimited number of shares authorized,
2,485,000 shares issued and outstanding
  $ 2,485
  Additional paid-in capital     46,993,809
  Undistributed net investment income     326,295
  Accumulated net realized gain on investment transactions     7,517,063
  Net unrealized appreciation on investments     5,124,653
   
Net assets attributable to common shares   $ 59,964,305
   
Net asset value per share attributable to common shares
(based on 2,485,000 common shares outstanding)
  $ 24.13
   

See notes to financial statements.


28



RMR Hospitality and Real Estate Fund
Financial Statements
– continued

Statement of Operations


 
Six Months Ended June 30, 2007 (unaudited)

   
 

 
Investment Income        
  Dividends (cash distributions received or due)   $ 3,631,030  
  Interest     294,336  
   
 
    Total investment income     3,925,366  
   
 
Expenses        
  Legal     806,376  
  Advisory     388,356  
  Administrative     53,951  
  Custodian     37,918  
  Preferred share remarketing     34,988  
  Audit     28,068  
  Shareholder reporting     26,470  
  Compliance and internal audit     22,817  
  Trustees' fees and expenses     9,780  
  Other     41,095  
   
 
    Total expenses     1,449,819  
  Less: expense waived by the Advisor     (114,222 )
   
 
    Net expenses     1,335,597  
   
 
      Net investment income     2,589,769  
   
 
Realized and unrealized gain (loss) on investments        
  Net realized gain on investments     1,633,844  
  Net change in unrealized appreciation/(depreciation) on investments     (6,312,803 )
   
 
  Net realized and unrealized loss on investments     (4,678,959 )
   
 
  Distributions to preferred shareholders from net investment income     (710,349 )
   
 
    Net decrease in net assets attributable to common shares resulting from operations   $ (2,799,539 )
   
 

See notes to financial statements.


29



RMR Hospitality and Real Estate Fund
Financial Statements
– continued

Statements of Changes in Net Assets


 
 
  Six Months Ended
June 30,
2007
(unaudited)

  Year Ended
December 31,
2006

 

 
Increase (decrease) in net assets resulting from operations              
  Net investment income   $ 2,589,769   $ 2,673,464  
  Net realized gain on investments     1,633,844     6,418,390  
  Net change in unrealized appreciation/(depreciation) on investments     (6,312,803 )   5,902,770  
  Distributions to preferred shareholders from:              
    Net investment income     (710,349 )   (748,592 )
    Net realized gain on investments         (579,000 )
   
 
 
      Net increase (decrease) in net assets attributable to common shares resulting from operations     (2,799,539 )   13,667,032  
   
 
 
  Distributions to common shareholders from:              
    Net investment income     (1,553,125 )   (2,101,833 )
    Net realized gains on investments         (1,625,667 )
   
 
 
    Total increase (decrease) in net assets attributable to common shares     (4,352,664 )   9,939,532  
Net assets attributable to common shares              
  Beginning of period     64,316,969     54,377,437  
   
 
 
  End of period (including undistributed net investment income of $326,295 and $0, respectively)   $ 59,964,305   $ 64,316,969  
   
 
 
Common shares issued and repurchased              
  Shares outstanding, beginning of period     2,485,000     2,485,000  
    Shares issued          
   
 
 
  Shares outstanding, end of period     2,485,000     2,485,000  
   
 
 

See notes to financial statements.


30



RMR Hospitality and Real Estate Fund
Financial Highlights

Selected Data For A Common Share Outstanding Throughout Each Period


 
 
  Six Months
Ended
June 30,
2007
(unaudited)

  Year Ended
December 31,
2006

  Year Ended
December 31,
2005

  For the
Period
April 27,
2004(a) to
December 31,
2004

 

 
Per Common Share Operating Performance (b)                          
Net asset value, beginning of period   $ 25.88   $ 21.88   $ 22.94   $ 19.28 (c)
   
 
 
 
 
Income from Investment Operations                          
Net investment income (d)     1.04 (e)   1.08     1.13     .71  
Net realized and unrealized appreciation/(depreciation) on investments     (1.87 )(e)   4.95     (.19 )   3.95  
Distributions to preferred shareholders (common stock equivalent basis) from:                          
  Net investment income     (.29 )(e)   (.30 )   (.16 )   (.06 )
  Net realized gain on investments     (e)   (.23 )   (.11 )   (.01 )
   
 
 
 
 
Net increase (decrease) in net asset value from operations     (1.12 )   5.50     .67     4.59  
Less: Distributions to common shareholders from:                          
  Net investment income     (.63 )(e)   (.85 )   (.96 )   (.65 )
  Net realized gain on investments     (e)   (.65 )   (.65 )   (.10 )
Common share offering costs charged to capital                 (.04 )
Preferred share offering costs charged to capital             (.12 )   (.14 )
   
 
 
 
 
Net asset value, end of period   $ 24.13   $ 25.88   $ 21.88   $ 22.94  
   
 
 
 
 
Market price, beginning of period   $ 22.95   $ 18.21   $ 19.98   $ 20.00  
   
 
 
 
 
Market price, end of period   $ 21.68   $ 22.95   $ 18.21   $ 19.98  
   
 
 
 
 
Total Return (f)                          
Total investment return based on:                          
  Market price (g)     (2.87 )%   35.54 %   (0.73 )%   3.93 %
  Net asset value (g)     (4.47 )%   25.89 %   2.54 %   23.16 %
Ratios/Supplemental Data:                          
Ratio to average net assets attributable to common shares of:                          
  Net investment income, before total preferred share distributions (d)     8.14 %(e)(h)   4.50 %   5.04 %   4.96 %(h)
  Total preferred share distributions     2.23 %(h)   2.23 %   1.20 %   0.50 %(h)
  Net investment income, net of preferred share distributions (d)     5.91 %(e)(h)   2.27 %   3.84 %   4.46 %(h)
  Expenses, net of fee waivers     4.20 %(h)   3.13 %   1.80 %   1.86 %(h)
  Expenses, before fee waivers     4.56 %(h)   3.49 %   2.14 %   2.18 %(h)
Portfolio Turnover Rate     14.29 %   45.70 %   23.95 %   20.83 %
Net assets attributable to common shares, end of period (000s)   $ 59,964   $ 64,317   $ 54,377   $ 57,005  
Preferred shares, liquidation preference ($25,000 per share) (000s)   $ 28,000   $ 28,000   $ 28,000   $ 17,000  
Asset coverage per preferred share (i)   $ 78,540   $ 82,426   $ 73,551   $ 108,830  
(a)
Commencement of operations.
(b)
Based on average shares outstanding.
(c)
Net asset value at April 27, 2004, reflects the deduction of the average sales load and offering costs of $0.72 per share paid by the holders of common shares from the $20.00 offering price. We paid a sales load and offering cost of $0.90 per share on 2,000,000 common shares sold to the public and no sales load or offering costs on 480,000 common shares sold to affiliates of RMR Advisors for $20 per share.
(d)
Amounts are net of expenses waived by RMR Advisors.
(e)
As discussed in Note A (7) to the financial statements, these amounts are subject to change to the extent 2007 distributions by the issuers of the Fund's investments are characterized as capital gains and return of capital.
(f)
Total returns for periods of less than one year are not annualized.
(g)
Total return based on per share market price assumes the purchase of common shares at the market price on the first day and sales of common shares at the market price on the last day of the period indicated; dividends and distributions, if any, are assumed to be reinvested at market prices on the ex-dividend date. The total return based net asset value, or NAV, assumes the purchase of common shares at NAV on the first day and sales of common shares at NAV on the last day of the period indicated; distributions are assumed to be reinvested at NAV on the ex-dividend date. Results represent past performance and do not guarantee future results. Total return would have been lower if RMR Advisors had not contractually waived a portion of its investment advisory fee.
(h)
Annualized.
(i)
Asset coverage per share equals net assets attributable to common shares plus the liquidation preference of the preferred shares divided by the total number of preferred shares outstanding at the end of the period.

See notes to financial statements.


31



RMR Hospitality and Real Estate Fund
Notes to Financial Statements

June 30, 2007 (unaudited)

Note A

(1)  Organization

RMR Hospitality and Real Estate Fund, or the Fund, was organized as a Massachusetts business trust on January 27, 2004, and is registered under the Investment Company Act of 1940, as amended, or the 1940 Act, as a non-diversified closed-end management investment company. The Fund had no operations until April 27, 2004, other than matters relating to the Fund's establishment and registration of the Fund's common shares under the Securities Act of 1933.

(2)  Interim Financial Statements

The accompanying June 30, 2007, financial statements have been prepared without audit. The Fund believes that disclosures made are adequate to make the information presented not misleading. In the opinion of the Fund's management, all adjustments, which include normal recurring adjustments considered necessary for a fair presentation, have been included. The Fund's operating results for this interim period are not necessarily indicative of the results that may be expected in the future.

(3)  Use of Estimates

Preparation of these financial statements in conformity with accounting principles generally accepted in the United States requires the Fund's management to make estimates and assumptions that may affect the amounts reported in the financial statements and related notes. The actual results could differ from these estimates particularly for reasons described in Note A (7), and for other reasons.

(4)  Portfolio Valuation

Investment securities of the Fund are valued at the latest sales price whenever that price is readily available on that day; securities for which no sales were reported on that day, unless otherwise noted, are valued at the last available bid price on that day. Securities traded primarily on the NASDAQ Stock Market, or NASDAQ, are normally valued by the Fund at the NASDAQ Official Closing Price, or NOCP, provided by NASDAQ each business day. The NOCP is the most recently reported price as of 4:00:06 p.m., eastern time, unless that price is outside the range of the "inside" bid and asked prices (i.e., the bid and asked prices that dealers quote to each other when trading for their own accounts); in that case, NASDAQ will adjust the price to equal the inside bid or asked price, whichever is closer. Because of delays in reporting trades, the NOCP may not be based on the price of the last trade to occur before the market closes. Some fixed income securities may be valued using pricing provided by a pricing service. Any of the Fund's securities which are not readily marketable, which are not traded or which have other characteristics of illiquidity are valued by the Fund at fair value as determined in good faith under the supervision of the Fund's board of trustees. Numerous factors may be considered when determining fair value of a security, including cost at date of purchase, type of security, the nature and duration of restrictions on disposition of the security and whether the issuer of the security being fair valued has other securities of the same type outstanding. Short-term debt securities with less than 60 days until maturity may be valued at cost, which when combined with interest accrued, approximates market value.

(5)  Securities Transactions and Investment Income

Securities transactions are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the


32


securities received. Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost.

(6)  Federal Taxes

The Fund has qualified and intends to qualify in the future as a "regulated investment company" and to comply with the applicable provisions of subchapter M of the Internal Revenue Code of 1986, as amended, so that it will generally not be subject to federal income tax. However, the Fund may be subject to a 4% excise tax to the extent the Fund does not distribute substantially all taxable earnings each year.

(7)  Distributable Earnings

The Fund earns income, net of expenses, daily on its investments. It is the policy of the Fund to pay a stable distribution amount to common shareholders on a monthly basis and distributions to Fund shareholders are declared pursuant to this policy. On July 12, 2007, the Fund declared regular monthly distributions of $0.125 per common share payable in August and September and a special distribution consisting entirely of long term capital gains of $1.10 per share payable on September 14, 2007. Distributions to shareholders are recorded on the ex-dividend date. The Fund's distributions may consist of ordinary income (net investment income and short term capital gains), long term capital gains and return of capital. To the extent the Fund's net realized capital gains, if any, can be offset by capital loss carry-forwards, it is the policy of the Fund not to distribute such gains. Distributions to preferred shareholders are determined as described in Note D.

The Fund has substantial investments in real estate investment trusts, or REITs, which are generally not subject to federal income taxes. Distributions that the Fund received from REITs can be classified as ordinary income, capital gain income or return of capital by the REITs that make these distributions to the Fund. However, it is not possible to characterize distributions received from REITs during interim periods because the issuers do not report their tax characterization until subsequent to year end. Final characterization of the Fund's 2007 distributions to shareholders is also dependent upon the magnitude or timing of the Fund's securities transactions prior to year end. Therefore it is likely that some portion of the Fund's 2007 investment income and distributions to shareholders will be recharacterized as long term capital gain and return of capital for financial statement and federal income tax purposes subsequent to year end and reflected accordingly in the Fund's year end financial statements.

Although subject to adjustments, the cost, gross unrealized appreciation and unrealized depreciation of the Fund's investments for federal income tax purposes as of June 30, 2007, are as follows:

Cost   $ 82,426,185  
   
 
Gross unrealized appreciation   $ 7,834,206  
Gross unrealized depreciation     (2,709,553 )
   
 
Net unrealized appreciation/(depreciation)   $ 5,124,653  
   
 

(8)  Concentration of Risk

Under normal market conditions, the Fund's investments are concentrated in income producing common shares, preferred shares and debt securities, including convertible preferred and debt securities, issued by hospitality and real estate companies and REITs. The value of Fund shares may fluctuate more than the shares


33


of a fund not concentrated in the hospitality and real estate industries due to economic, legal, regulatory, technological or other developments affecting the United States hospitality and real estate industries.

(9)  Recent Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board, or FASB, issued Interpretation No. 48, "Accounting for Uncertainty in Income Taxes", or FIN 48. FIN 48 was effective for the fiscal years beginning after December 15, 2006. The Securities and Exchange Commission delayed the application of FIN 48 to open and closed end funds to not later than June 29, 2007. FIN 48 prescribes how the Fund should recognize, measure and present in the Fund's financial statements uncertain tax provisions that have been taken or expected to be taken in a tax return. Pursuant to FIN 48 the Fund can recognize a tax benefit only if it is "more likely than not" that a particular tax position will be sustained upon examination or audit. To the extent the "more likely than not" standard has been satisfied the benefits associated with a tax position is measured as the largest amount that is greater than 50% likely of being realized upon settlement. As required, the Fund adopted FIN 48 effective June 29, 2007, and concluded that the effect is not material to its financial statements.

In September 2006, FASB issued Statement of Accounting Standards No. 157, "Fair Value Measurement", or SFAS 157, which is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands required disclosures about fair value measurements. The Fund is currently evaluating the impact, if any, the adoption of SFAS 157 will have on its financial statements.

(10)   Other Investment Companies

The Fund may invest in the securities of other investment companies to the extent that such investments are consistent with the Fund's investment objectives and principal investment strategies and permissible under the 1940 Act. Under one provision of the 1940 Act, the Fund may not acquire the securities of other investment companies if, as a result, (i) more than 3% of the total outstanding voting securities of any one investment company would be held by the Fund, (ii) more than 5% of the Fund's total assets would be invested in any one investment company or (iii) more than 10% of the Fund's total assets would be invested in securities of other investment companies. Other provisions of the 1940 Act are less restrictive provided that the Fund is able to meet certain conditions. These limitations do not apply to the acquisition of shares of any investment company in connection with a merger, consolidation, reorganization or acquisition of substantially all of the assets of another investment company and the acquisition of money market instruments. The Fund, as a holder of the securities of other investment companies, will bear its pro rata portion of the other investment companies' expenses, including advisory fees. These expenses will be in addition to the direct expenses incurred by the Fund.

Note B

Advisory and Administration Agreements and Other Transactions with Affiliates

The Fund has an advisory agreement with RMR Advisors, Inc., or RMR Advisors, to provide the Fund with a continuous investment program, to make day-to-day investment decisions and to generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to the agreement, RMR Advisors is compensated at an annual rate of 0.85% of the Fund's average daily managed assets. Managed assets means the total assets of the Fund less liabilities other than any indebtedness entered


34



into for purposes of leverage. For purposes of calculating managed assets, the liquidation preference of preferred shares are not considered liabilities.

RMR Advisors has contractually agreed to waive a portion of its annual fee equal to 0.25% of the Fund's average daily managed assets, until April 27, 2009. The Fund incurred net advisory fees of $274,134 during the six months ended June 30, 2007.

RMR Advisors, and not the Fund, has contractually agreed to pay the lead underwriters of the Fund's initial public offering, an aggregate annual fee equal to 0.15% of the Fund's managed assets. This fee is paid quarterly in arrears during the term of RMR Advisors' advisory agreement and is paid by RMR Advisors, not the Fund. The aggregate fees paid pursuant to the contract plus reimbursement of legal expenses of the underwriters will not exceed 4.5% of the total price of the common shares in the initial public offering.

RMR Advisors also performs administrative functions for the Fund pursuant to an administration agreement with the Fund. RMR Advisors has entered into a subadministration agreement with State Street Bank and Trust Company, or State Street, to perform substantially all Fund accounting and other administrative services. Under the administration agreement, RMR Advisors is entitled to reimbursement of the cost of providing administrative services. The Fund reimbursed RMR Advisors for $53,951 of subadministrative fees charged by State Street for the six months ended June 30, 2007.

Each trustee who is not a director, officer or employee of RMR Advisors and who is not an "interested person" of the Fund as defined under the 1940 Act, is considered to be a "disinterested trustee". Disinterested trustees are each paid by the Fund an annual fee plus fees for board and committee meetings. The Fund incurred $9,780 of trustee fees and expenses during the six months ended June 30, 2007.

The Fund's board of trustees and separately the disinterested trustees authorized the Fund to make reimbursement payments to RMR Advisors for costs related to the Fund's compliance and internal audit programs. The Fund incurred $22,817 of compliance and internal audit expense during the six months ended June 30, 2007. The Fund also participates in pooled insurance programs with RMR Advisors and other funds managed by RMR Advisors and makes payments of allocated portions of related premiums. The Fund incurred $9,975 of insurance expense during the six months ended June 30, 2007.

Note C

Securities Transactions

During the six months ended June 30, 2007, there were purchases and sales transactions (excluding short term securities) of $12,796,811 and $13,843,511, respectively. Brokerage commissions on securities transactions amounted to $20,033 during the six months ended June 30, 2007.

Note D

Preferred Shares

The Fund's 1,120 outstanding Series Th auction preferred shares, have a liquidation preference of $25,000 per share, plus an amount equal to accumulated but unpaid distributions. The preferred shares are senior to the Fund's common shares and rank on parity with any other class or series of preferred shares of the Fund as to the payment of periodic distributions, including distribution of assets upon liquidation. If the Fund does not


35



timely cure a failure to (1) maintain asset coverage for the preferred shares as required by rating agencies, or (2) maintain asset coverage, as defined in the 1940 Act, of at least 200%, the preferred shares will be subject to redemption in an amount equal to their liquidation preference plus accumulated but unpaid distributions. The holders of the preferred shares have voting rights equal to the holders of the Fund's common shares and generally vote together with the holders of the common shares as a single class. Holders of the preferred shares, voting as a separate class, also are entitled to elect two of the Fund's trustees. The Fund pays distributions on the preferred shares at a rate set at auctions held generally every seven days. Distributions are generally payable every seven days, on the first business day following the end of a distribution period. The preferred share distribution rate was 4.85% per annum as of June 30, 2007.

Note E

Submission of Proposals to a Vote of Shareholders

The annual meeting of Fund shareholders was held on March 8, 2007. Following is a summary of the proposals submitted to shareholders for vote at the meeting and votes cast:

Proposal

  Votes for
  Votes withheld
  Votes abstained
Common and Preferred shares            
  Election of Arthur G. Koumantzelis as trustee until the 2010 annual meeting.   1,051,758   15,893  
Preferred shares            
  Election of Barry M. Portnoy as trustee until the 2010 annual meeting.   546    

Note F

Litigation and Legal Fees

The Fund is involved in litigation with Bulldog Investors General Partnership, a hedge fund controlled by Mr. Phillip Goldstein and various affiliated entities and persons (collectively Bulldog). The purpose of this litigation is to enforce provisions of the Fund's organizational documents which limit ownership of the Fund and that appear to have been intentionally violated by Bulldog. This litigation was begun by the Fund in November 2006 after extended correspondence with Bulldog. Bulldog commenced a proxy contest to elect Mr. Goldstein and another Bulldog affiliate at the Fund's 2007 annual meeting and to promote various shareholder proposals; Bulldog's nominees were not elected and its proposals were not adopted at the 2007 annual meeting in March 2007. In May 2007, Bulldog's motion to dismiss the pending litigation was denied by the Massachusetts Superior Court. In June 2007, Bulldog sought to remove the litigation to the federal courts; the Fund is currently opposing this removal. In July 2007, Bulldog made a demand upon the Fund's board of trustees pursuant to the Massachusetts Universal Demand Statute which appears to be a prelude to a possible derivative action against the Fund or its trustees. During the six months ended June 30, 2007, the Fund incurred approximately $784,000 of expense in connection with the Bulldog litigation and related matters. In June 2007, the Fund amended its litigation against Bulldog to seek recovery of its expenses incurred in connection with Bulldog's activities.


36



Note G

Portfolio Management Changes

On May 21, 2007, Fernando Diaz and Adam D. Portnoy were appointed co-portfolio managers for the RMR Funds which invest in U.S. domestic securities: RMR Real Estate Fund, RMR Hospitality and Real Estate Fund, RMR F.I.R.E. Fund and RMR Preferred Dividend Fund. Barry M. Portnoy remains a co-portfolio manager for these Funds. Mr. Diaz joined RMR Advisors as a Vice President on May 21, 2007. He also serves as Vice President of each of the RMR Funds. Mr. Adam Portnoy has been with RMR Advisors since 2004 and serves as its President. He also serves as President of each of the RMR Funds.


37


RMR F.I.R.E. Fund
June 30, 2007

    LOGO

To our shareholders,

In the pages that follow, you will find data summarizing our financial results for the six months ended June 30, 2007, and our financial position as of June 30, 2007.

Relevant Market Conditions

Financial Services Industry Fundamentals.    Companies in the financial sector witnessed an increase in earnings during the first half of 2007 as a result of strong trading gains and tight expense controls. Net interest margins, however, continued to remain under pressure as a result of the inverted yield curve which existed throughout most of this period, whereby the yield on longer term Treasury bonds was lower than the yield on shorter term Treasury obligations. Also during the period, credit quality of loans outstanding appeared well under control, with non-performing loans holding well below historical percentages.

The expectation by market participants of a rate cut, and a subsequent steepening in the yield curve, during the first half of the year as a result of a slowing housing market never materialized. Job and wage growth remained strong and inflation remained above the comfort level of the Federal Reserve allowing it to keep interest rates unchanged.

Toward the end of the first half of 2007, serious credit concerns emerged for those financial institutions with exposure to sub-prime home loans and for larger banks with exposure to bridge loans to private equity buyouts. Also, it appears unlikely that the second half of 2007 will see the same opportunities for trading gains and fee income at larger financial institutions as was earned during the past six months.

Real Estate Industry Fundamentals.    The operating environment for real estate companies continued to strengthen during the first half of 2007 as occupancy and rental rates trended higher. We expect real estate fundamentals to remain favorable during the second half of the year because of continued strength in the job market, a favorable supply picture (i.e., limited new development completion) and continued demand for commercial real estate properties by both domestic and foreign institutional investors.

Real Estate Industry Technicals.    The first half of the year was marked by increased volatility in the REIT market. REITs' share prices were up almost 14% for 2007 through early February driven by continued M&A activity, then gave back all of their gains and more through June, when the REIT market was down 9% on investor concern about a spillover effect from the sub-prime residential meltdown to commercial real estate, and REITs' share prices finished the first half of 2007 down 6%. While we believe volatility will continue during 2007, the pullback in REITs' share prices has resulted in very attractive valuations for the sector. REITs are trading at discounts to estimated net asset value of 10% to 15%, well below the long term average premium of 5% to 7%. We would not be surprised if the level of M&A activity intensifies for the remainder of 2007 given such discounted valuations. Of course M&A activity depends in large part upon the availability of


38



financing. If the liquidity freeze which began in July (as we are writing this report) continues, M&A activity will cease and underlying net asset value and equity valuations may be challenged.

We believe that over the long term demand for real estate securities will continue to increase given the sector's attractive dividend yield and diversification benefits. These should be attractive features to investors as a larger portion of the U.S. population reaches retirement age.

Fund Strategies, Techniques and Performance

Our investment objective is to provide high total returns to our common shareholders through a combination of capital appreciation and current income. There can be no assurance that we will achieve our investment objective.

During the first six months of 2007, our total return on net asset value, or NAV (including NAV changes and assuming a hypothetical reinvestment of distributions at NAV), was negative 7.9%. During the same period the S&P 500 Financial Sector Index (an unmanaged index of financial services common stocks) total return was negative 0.8%, the total return for the MSCI US REIT Total Return Index (an unmanaged index of REIT common stocks) was negative 6.5% and the Merrill Lynch REIT Preferred Index (an unmanaged index of REIT preferred stocks) was 0.4%. We believe these three indices are relevant to us because our investments, excluding short term investments, as of June 30, 2007, included 18% financial services stocks, 41% REIT common stocks and 39% REIT preferred stocks. The S&P 500 Index (an unmanaged index published as Standard and Poor's Composite Index of 500 common stocks) total return for the first six months of 2007 was 6.4%.

Our biggest losses were in New Century Financial and Novastar Financial, two mortgage REITs with exposure to sub-prime home loans, which were down 98% and 73%, respectively, very shortly after the sub-prime crisis first surfaced in late February of 2007. The Fund's negative performance was somewhat offset by strong returns from our security selections in the hotel sub-sector. Eagle Hospitality Properties, one of our REIT holdings, was acquired at a 48% premium to the stock's closing price as of the end of 2006.

Thank you for your continued support. For more information, please view our website, at www.rmrfunds.com.

Sincerely,

LOGO

Adam D. Portnoy
President


39


Portfolio holdings by sub-sector as a percentage of investments
(as of June 30, 2007) *

Banks & Thrifts   11 %
Other Financial Services   7 %
Mortgage REITs   13 %
Diversified REITs   12 %
Hospitality REITs   12 %
Retail REITs   11 %
Other REITs less than 10%   27 %
Other   3 %
Short term investments   4 %
   
 
  Total investments   100 %
   
 
REITs   75 %
Financial Services   18 %
Other   3 %
Short term investments   4 %
   
 
  Total investments   100 %
   
 

*
These percentages represent the Fund's portfolio holdings by sub-sector as a percentage of total portfolio holdings and do not agree with the percentages included in the Portfolio of Investments schedule which represent the Fund's portfolio holdings by sub-sector as a percentage of the Fund's total net assets.

40



Company

  Shares

  Value


Common Stocks – 89.2%          
Financial Services – 24.2%          
  Banks – 10.3%          
    Bank of America Corp.   10,000   $ 488,900
    Cullen/Frost Bankers, Inc.   3,000     160,410
    Farmers Capital Bank Corp.   3,035     87,803
    Fifth Third Bancorp   3,000     119,310
    First Commonwealth Financial Corp.   28,000     305,760
    First Horizon National Corp.   11,400     444,600
    Firstmerit Corp.   12,800     267,904
    FNB Corp.   28,500     477,090
    KeyCorp   7,000     240,310
    National City Corp.   12,400     413,168
    Regions Financial Corp.   4,000     132,400
    Trustco Bank Corp. NY   23,400     231,192
    U.S. Bancorp   1,000     32,950
       
          3,401,797
  Thrifts – 6.2%          
    Beverly Hills Bancorp, Inc.   58     453
    Capitol Federal Financial   9,605     354,617
    Flagstar Bancorp, Inc.   25,000     301,250
    IndyMac Bancorp, Inc.   5,500     160,435
    New York Community Bancorp, Inc.   72,200     1,228,844
       
          2,045,599
  Other Financial Services – 7.7%          
    American Capital Strategies, Ltd.   2,000     85,040
    Centerline Holding Co.   44,200     795,600
    Fannie Mae   13,000     849,290
    Friedman Billings Ramsey Group, Inc. *   54,000     294,840
    MCG Capital Corp.   32,000     512,640
       
          2,537,410
Total Financial Services (Cost $9,938,185)         7,984,806
Real Estate – 62.4%          
  Apartments – 4.9%          
    Apartment Investment & Management Co. *   10,000     504,200
    AvalonBay Communities, Inc. *   3,000     356,640
    Home Properties, Inc. *   300     15,579
    Mid-America Apartment Communities, Inc. *   9,600     503,808
    UDR, Inc. *   9,000     236,700
       
          1,616,927
See notes to financial statements and notes to portfolio of investments.

41


  Diversified – 13.9%          
    Colonial Properties Trust *   15,780   $ 575,181
    Cousins Properties, Inc. *   6,900     200,169
    Crescent Real Estate Equities Co. *   46,900     1,052,436
    Franklin Street Properties Corp. *   3,000     49,620
    iStar Financial, Inc. *   7,000     310,310
    Lexington Corporate Properties Trust *   56,400     1,173,120
    Meruelo Maddux Properties, Inc. (a)   3,100     25,296
    National Retail Properties, Inc. *   55,350     1,209,951
       
          4,596,083
  Health Care – 10.7%          
    Care Investment Trust, Inc. *(a)   8,550     117,563
    Health Care Property Investors, Inc. *   16,850     487,470
    Health Care REIT, Inc. *   34,904     1,408,725
    Healthcare Realty Trust, Inc. *   13,500     375,030
    Medical Properties Trust, Inc. *   24,365     322,349
    Nationwide Health Properties, Inc. *   26,400     718,080
    OMEGA Healthcare Investors, Inc. *   5,000     79,150
       
          3,508,367
  Hospitality – 3.2%          
    Ashford Hospitality Trust *   51,000     599,760
    Eagle Hospitality Properties Trust, Inc. *   16,500     217,140
    LaSalle Hotel Properties *   5,400     234,468
       
          1,051,368
  Industrial – 5.4%          
    AMB Property Corp. *   3,000     159,660
    DCT Industrial Trust, Inc. *   5,200     55,952
    First Industrial Realty Trust, Inc. *   40,200     1,558,152
       
          1,773,764
  Manufactured Homes – 2.4%          
    Sun Communities, Inc. *   27,000     803,790
See notes to financial statements and notes to portfolio of investments.

42


  Mortgage – 10.4%          
    Abingdon Investment, Ltd. (b)   100,000   $ 948,000
    Alesco Financial, Inc. *   142,400     1,157,712
    American Mortgage Acceptance Co. *   7,400     74,370
    Anthracite Capital, Inc. *   15,000     175,500
    Jer Investors Trust, Inc. *   10,000     150,000
    Newcastle Investment Corp. *   26,500     664,355
    NovaStar Financial, Inc. *   37,500     261,750
       
          3,431,687
  Office – 3.5%          
    American Financial Realty Trust *   54,000     557,280
    Boston Properties, Inc. *   2,000     204,260
    Parkway Properties, Inc. *   300     14,409
    SL Green Realty Corp. *   3,000     371,670
       
          1,147,619
  Retail – 6.5%          
    CBL & Associates Properties, Inc. *   3,000     108,150
    Developers Diversified Realty Corp. *   3,000     158,130
    Equity One, Inc. *   3,000     76,650
    Feldman Mall Properties, Inc. *   5,000     57,000
    Glimcher Realty Trust *   59,300     1,482,500
    Realty Income Corp. *   200     5,038
    Simon Property Group, Inc. *   2,000     186,080
    Tanger Factory Outlet Centers, Inc. *   2,000     74,900
       
          2,148,448
  Specialty – 1.0%          
    Getty Realty Corp. *   4,000     105,120
    Resource Capital Corp. *   15,588     217,920
       
          323,040
  Storage – 0.5%          
    U-Store-It Trust   10,000     163,900
Total Real Estate (Cost $21,830,113)         20,564,993
See notes to financial statements and notes to portfolio of investments.

43



Company

  Shares

  Value


Common Stocks – continued          
  Other – 2.6%          
    Iowa Telecommunication Services, Inc.   37,500   $ 852,375
Total Other (Cost $631,150)         852,375
Total Common Stocks (Cost $32,399,448)         29,402,174
Preferred Stocks – 62.7%          
Real Estate – 59.7%          
  Apartments — 9.7%          
    Apartment Investment & Management Co., Series U *   32,500     832,000
    Apartment Investment & Management Co., Series V *   27,700     701,918
    Apartment Investment & Management Co., Series Y *   65,000     1,648,400
       
          3,182,318
  Diversified – 6.0%          
    Cousins Properties, Inc., Series B *   20,000     499,000
    Digital Realty Trust, Inc., Series A *   20,000     519,000
    LBA Realty LLC, Series B *   45,000     945,000
       
          1,963,000
  Health Care – 3.5%          
    Health Care REIT, Inc., Series F *   26,900     678,418
    OMEGA Healthcare Investors Inc., Series D *   19,000     490,390
       
          1,168,808
  Hospitality – 15.2%          
    Eagle Hospitality Properties Trust, Inc., Series A *   14,000     325,220
    Entertainment Properties Trust, Series B *   40,000     1,016,000
    Equity Inns, Inc., Series B *   50,000     1,185,500
    FelCor Lodging Trust, Inc., Series C *   64,000     1,605,120
    Host Marriott Corp., Series E *   10,000     264,600
    Strategic Hotels & Resorts, Inc., Series B *   13,700     341,815
    Winston Hotels, Inc., Series B *   10,900     276,533
       
          5,014,788
See notes to financial statements and notes to portfolio of investments.

44


Preferred Stocks – continued
Real Estate – continued
         
  Manufactured Homes – 0.5%          
    Affordable Residential Communities, Series A *   6,900   $ 171,465
  Mortgage – 10.9%          
    Anthracite Capital, Inc., Series D *   6,000     139,950
    Gramercy Capital Corp., Series A *   20,000     495,000
    HomeBanc Corp., Series A *   10,000     182,000
    MFA Mortgage Investments, Inc., Series A *   13,800     339,480
    RAIT Investment Trust, Series B *   59,000     1,431,340
    Thornburg Mortgage, Inc., Series C *   40,000     1,003,200
       
          3,590,970
  Office – 2.4%          
    Alexandria Real Estate Equities, Inc., Series C *   31,600     808,012
  Retail – 11.5%          
    CBL & Associates Properties, Inc., Series D *   10,000     250,200
    Glimcher Realty Trust, Series F *   26,500     673,100
    Glimcher Realty Trust, Series G *   41,000     1,022,950
    Ramco-Gershenson Properties Trust, Series B *   36,000     909,360
    Taubman Centers, Inc., Series G *   15,000     380,100
    The Mills Corp., Series E *   9,500     257,070
    The Mills Corp., Series G *   11,500     304,290
       
          3,797,070
Total Real Estate (Cost $20,241,462)         19,696,431
Financial Services – 3.0%          
    Corts-UNUM Provident Financial Trust   38,000     990,280
Total Financial Services (Cost $982,300)         990,280
Total Preferred Stocks (Cost $21,223,762)         20,686,711
Other Investment Companies – 1.8%          
    Alpine Total Dynamic Dividend Fund   19,960     413,970
    Cornerstone Strategic Value Fund, Inc.   14,800     136,012
    LMP Real Estate Income Fund, Inc.   1,300     28,028
Total Other Investment Companies (Cost $592,852)         578,010
See notes to financial statements and notes to portfolio of investments.

45



 
Company

  Shares

  Value

 

 
Short-Term Investments – 5.9%            
  Other Investment Companies – 5.9%            
    SSgA Money Market Fund, 4.98% (c) (Cost $1,958,271)   1,958,271   $ 1,958,271  
Total Investments – 159.6% (Cost $56,174,333)         52,625,166  
Other assets less liabilities – 1.1%         347,343  
Preferred Shares, at liquidation preference – (60.7)%         (20,000,000 )
Net Assets applicable to common shareholders – 100%       $ 32,972,509  

Notes to Portfolio of Investments

*
Real Estate Investment Trust, or REIT
(a)
As of June 30, 2007, this security had not paid a distribution.
(b)
144A securities. Securities restricted for resale to Qualified Institutional Buyers (2.9% of net assets).
(c)
Rate reflects 7 day yield as of June 30, 2007.

See notes to financial statements.


46



RMR F.I.R.E. Fund
Financial Statements

Statement of Assets and Liabilities


 
June 30, 2007 (unaudited)

   
 

 
Assets        
  Investments in securities, at value (cost $56,174,333)   $ 52,625,166  
  Cash     598  
  Dividends and interest receivable     542,286  
  Receivable for securities sold     143,585  
  Other assets     8,419  
   
 
    Total assets     53,320,054  
   
 
Liabilities        
  Payable for investment securities purchased     164,231  
  Advisory fee payable     26,793  
  Distributions payable – preferred shares     19,248  
  Accrued expenses and other liabilities     137,273  
   
 
    Total liabilities     347,545  
   
 
Preferred shares, at liquidation preference        
  Auction preferred shares, Series W;
$.001 par value per share; 800 shares issued and
outstanding at $25,000 per share liquidation preference
    20,000,000  
   
 
Net assets attributable to common shares   $ 32,972,509  
   
 
Composition of net assets        
  Common shares, $.001 par value per share;
unlimited number of shares authorized,
1,484,000 shares issued and outstanding
  $ 1,484  
  Additional paid-in capital     35,173,277  
  Undistributed net investment income     99,780  
  Accumulated net realized gain on investment transactions     1,247,135  
  Net unrealized depreciation on investments     (3,549,167 )
   
 
Net assets attributable to common shares   $ 32,972,509  
   
 
Net asset value per share attributable to common shares
(based on 1,484,000 common shares outstanding)
  $ 22.22  
   
 

See notes to financial statements.


47



RMR F.I.R.E. Fund
Financial Statements
– continued

Statement of Operations


 
Six Months Ended June 30, 2007 (unaudited)

   
 

 
Investment Income        
  Dividends (cash distributions received or due)   $ 2,012,064  
  Interest     84,517  
   
 
    Total investment income     2,096,581  
   
 
Expenses        
  Advisory     234,239  
  Administrative     53,923  
  Audit and legal     40,349  
  Custodian     37,537  
  Preferred share remarketing     24,992  
  Compliance and internal audit     22,817  
  Trustees' fees and expenses     11,149  
  Shareholder reporting     9,872  
  Other     43,169  
   
 
    Total expenses     478,047  
  Less: expense waived by the Advisor     (68,894 )
   
 
    Net expenses     409,153  
   
 
      Net investment income     1,687,428  
   
 
Realized and unrealized loss on investments        
  Net realized loss on investments     (239,080 )
  Net change in unrealized appreciation/(depreciation) on investments     (3,799,806 )
   
 
  Net realized and unrealized loss on investments     (4,038,886 )
   
 
  Distributions to preferred shareholders from net investment income     (504,328 )
   
 
    Net decrease in net assets attributable to common shares resulting from operations   $ (2,855,786 )
   
 

See notes to financial statements.


48



RMR F.I.R.E. Fund
Financial Statements
– continued

Statements of Changes in Net Assets


 
 
  Six Months Ended
June 30,
2007
(unaudited)

  Year Ended
December 31, 2006

 

 
Increase (decrease) in net assets resulting from operations              
  Net investment income   $ 1,687,428   $ 2,537,768  
  Net realized gain (loss) on investments     (239,080 )   2,091,017  
  Net change in unrealized appreciation/(depreciation) on investments     (3,799,806 )   3,090,835  
  Distributions to preferred shareholders from:              
    Net investment income     (504,328 )   (690,977 )
    Net realized gain on investments         (261,999 )
   
 
 
      Net increase (decrease) in net assets attributable to common shares resulting from operations     (2,855,786 )   6,766,644  
   
 
 
  Distributions to common shareholders from:              
    Net investment income     (1,083,320 )   (1,885,168 )
    Net realized gains on investments         (714,800 )
   
 
 
    Total increase (decrease) in net assets attributable to common shares     (3,939,106 )   4,166,676  
Net assets attributable to common shares              
  Beginning of period     36,911,615     32,744,939  
   
 
 
  End of period (including undistributed net investment income of $99,780 and $0, respectively)   $ 32,972,509   $ 36,911,615  
   
 
 
Common shares issued and repurchased              
  Shares outstanding, beginning of period     1,484,000     1,484,000  
    Shares issued          
   
 
 
  Shares outstanding, end of period     1,484,000     1,484,000  
   
 
 

See notes to financial statements.


49


Selected Data For A Common Share Outstanding Throughout Each Period


 
 
  Six Months
Ended
June 30,
2007
(unaudited)

  Year Ended
December 31,
2006

  Year Ended
December 31, 2005

  For the Period
November 22,
2004(a) to
December 31, 2004

 

 
Per Common Share Operating Performance (b)                          
Net asset value, beginning of period   $ 24.87   $ 22.07   $ 23.99   $ 24.03 (c)
   
 
 
 
 
Income from Investment Operations                          
Net investment income (d)     1.14 (e)   1.71     1.28     .10  
Net realized and unrealized appreciation/(depreciation) on investments     (2.72 )(e)   3.49     (1.01 )   .17  
Distributions to preferred shareholders (common stock equivalent basis) from:                          
  Net investment income     (.34 )(e)   (.47 )   (.28 )   (.02 )
  Net realized gain on investments     (e)   (.18 )   (.15 )    
   
 
 
 
 
Net increase (decrease) in net asset value from operations     (1.92 )   4.55     (.16 )   .25  
Less: Distributions to common shareholders from:                          
  Net investment income     (.73 )(e)   (1.27 )   (1.09 )    
  Net realized gain on investments     (e)   (.48 )   (.67 )    
Common share offering costs charged to capital                 (.04 )
Preferred share offering costs charged to capital                 (.25 )
   
 
 
 
 
Net asset value, end of period   $ 22.22   $ 24.87   $ 22.07   $ 23.99  
   
 
 
 
 
Market price, beginning of period   $ 22.20   $ 18.99   $ 24.05   $ 25.00  
   
 
 
 
 
Market price, end of period   $ 19.95   $ 22.20   $ 18.99   $ 24.05  
   
 
 
 
 
Total Return (f)                          
Total investment return based on:                          
  Market price (g)     (7.04 )%   27.44 %   (14.00 )%   (3.80 )%
  Net asset value (g)     (7.87 )%   21.54 %   (0.64 )%   (0.17 )%
Ratios/Supplemental Data:                          
  Ratio to average net assets attributable to common shares of:                          
    Net investment income, before total preferred share distributions (d)     9.57 %(e)(h)   7.42 %   5.64 %   3.92 %(h)
  Total preferred share distributions     2.86 %(h)   2.78 %   1.88 %   0.58 %(h)
  Net investment income, net of preferred share distributions (d)     6.71 %(e)(h)   4.64 %   3.76 %   3.34 %(h)
  Expenses, net of fee waivers     2.32 %(h)   2.39 %   2.63 %   3.45 %(h)
  Expenses, before fee waivers     2.71 %(h)   2.78 %   3.03 %   3.73 %(h)
Portfolio Turnover Rate     48.31 %   59.48 %   64.96 %   0.00 %
Net assets attributable to common shares, end of period (000s)   $ 32,973   $ 36,912   $ 32,745   $ 35,594  
Preferred shares, liquidation preference ($25,000 per share) (000s)   $ 20,000   $ 20,000   $ 20,000   $ 20,000  
Asset coverage per preferred share (i)   $ 66,216   $ 71,140   $ 65,931   $ 69,493  
(a)
Commencement of operations.
(b)
Based on average shares outstanding.
(c)
Net asset value at November 22, 2004, reflects the deduction of the average sales load and offering costs of $0.97 per share paid by the holders of common share from the $25.00 offering price. We paid a sales load and offering cost of $1.125 per share on 1,280,000 common shares sold to the public and no sales load or offering costs on 200,000 common shares sold to affiliates of RMR Advisors for $25 per share.
(d)
Amounts are net of expenses waived by RMR Advisors.
(e)
As discussed in Note A (7) to the financial statements, these amounts are subject to change to the extent 2007 distributions by the issuers of the Fund's investments are characterized as capital gains and return of capital.
(f)
Total returns for periods of less than one year are not annualized.
(g)
Total return based on per share market price assumes the purchase of common shares at the market price on the first day and sales of common shares at the market price on the last day of the period indicated; dividends and distributions, if any, are assumed to be reinvested at market prices on the ex-dividend date. The total return based net asset value, or NAV, assumes the purchase of common shares at NAV on the first day and sales of common shares at NAV on the last day of the period indicated; distributions are assumed to be reinvested at NAV on the ex-dividend date. Results represent past performance and do not guarantee future results. Total return would have been lower if RMR Advisors had not contractually waived a portion of its investment advisory fee.
(h)
Annualized.
(i)
Asset coverage per share equals net assets attributable to common shares plus the liquidation preference of the preferred shares divided by the total number of preferred shares outstanding at the end of the period.

See notes to financial statements.


50



RMR F.I.R.E. Fund
Notes to Financial Statements

June 30, 2007 (unaudited)

Note A

(1)  Organization

RMR F.I.R.E. Fund, or the Fund, was organized as a Massachusetts business trust on August 6, 2004, and is registered under the Investment Company Act of 1940, as amended, the 1940 Act, as a non-diversified closed-end management investment company. The Fund had no operations until November 22, 2004, other than matters relating to the Fund's establishment and registration of the Fund's common shares under the Securities Act of 1933.

(2)  Interim Financial Statements

The accompanying June 30, 2007, financial statements have been prepared without audit. The Fund believes that disclosures made are adequate to make the information presented not misleading. In the opinion of the Fund's management, all adjustments, which include normal recurring adjustments considered necessary for a fair presentation, have been included. The Fund's operating results for this interim period are not necessarily indicative of the results that may be expected on an annual basis or in the future.

(3)  Use of Estimates

Preparation of these financial statements in conformity with accounting principles generally accepted in the United States requires the Fund's management to make estimates and assumptions that may affect the amounts reported in the financial statements and related notes. The actual results could differ from these estimates particularly for reasons described in Note A (7), and for other reasons.

(4)  Portfolio Valuation

Investment securities of the Fund are valued at the latest sales price whenever that price is readily available on that day; securities for which no sales were reported on that day, unless otherwise noted, are valued at the last available bid price on that day. Securities traded primarily on the NASDAQ Stock Market, or NASDAQ, are normally valued by the Fund at the NASDAQ Official Closing Price, or NOCP, provided by NASDAQ each business day. The NOCP is the most recently reported price as of 4:00:06 p.m., eastern time, unless that price is outside the range of the "inside" bid and asked prices (i.e., the bid and asked prices that dealers quote to each other when trading for their own accounts); in that case, NASDAQ will adjust the price to equal the inside bid or asked price, whichever is closer. Because of delays in reporting trades, the NOCP may not be based on the price of the last trade to occur before the market closes. Some fixed income securities may be valued using pricing provided by a pricing service. Any of the Fund's securities which are not readily marketable, which are not traded or which have other characteristics of illiquidity are valued by the Fund at fair value as determined in good faith under the supervision of the Fund's board of trustees. Numerous factors may be considered when determining fair value of a security, including cost at date of purchase, type of security, the nature and duration of restrictions on disposition of the security and whether the issuer of the security being fair valued has other securities of the same type outstanding. Short-term debt securities with less than 60 days until maturity may be valued at cost, which when combined with interest accrued, approximates market value.

(5)  Securities Transactions and Investment Income

Securities transactions are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, including accretion of original issue discount, where applicable, and


51


accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost.

(6)  Federal Taxes

The Fund has qualified and intends to qualify in the future as a "regulated investment company" and to comply with the applicable provisions of subchapter M of the Internal Revenue Code of 1986, as amended, so that it will generally not be subject to federal income tax. However, the Fund may be subject to a 4% excise tax to the extent the Fund does not distribute substantially all taxable earnings each year.

(7)  Distributable Earnings

The Fund earns income, net of expenses, daily on its investments. It is the policy of the Fund to pay a stable distribution amount to common shareholders on a monthly basis and distributions to Fund shareholders are declared pursuant to this policy. On July 12, 2007, the Fund declared regular monthly distributions of $0.146 per common share payable in August and September 2007. Distributions to shareholders are recorded on the ex-dividend date. The Fund's distributions may consist of ordinary income (net investment income and short term capital gains), long term capital gains and return of capital. To the extent the Fund's net realized capital gains, if any, can be offset by capital loss carry-forwards, it is the policy of the Fund not to distribute such gains. Distributions to preferred shareholders are determined as described in Note D.

The Fund has substantial investments in real estate investment trusts, or REITs, which are generally not subject to federal income taxes. Distributions that the Fund received from REITs can be classified as ordinary income, capital gain income or return of capital by the REITs that make these distributions to the Fund. However, it is not possible to characterize distributions received from REITs during interim periods because the issuers do not report their tax characterization until subsequent to year end. Final characterization of the Fund's 2007 distributions to shareholders is also dependent upon the magnitude or timing of the Fund's securities transactions prior to year end. Therefore it is likely that some portion of the Fund's 2007 investment income and distributions to shareholders will be recharacterized as long term capital gain and return of capital for financial statement and federal income tax purposes subsequent to year end and reflected accordingly in the Fund's year end financial statements.

Although subject to adjustments, the cost, gross unrealized appreciation and unrealized depreciation of the Fund's investments for federal income tax purposes as of June 30, 2007, are as follows:

Cost   $ 56,174,333  
   
 
Gross unrealized appreciation   $ 1,120,407  
Gross unrealized depreciation     (4,669,574 )
   
 
Net unrealized appreciation/(depreciation)   $ (3,549,167 )
   
 

(8)  Concentration of Risk

Under normal market conditions, the Fund's investments will be concentrated in income producing common shares and preferred shares issued by F.I.R.E. companies. F.I.R.E. is a commonly used acronym for the combined financial services, insurance and real estate companies. The value of Fund shares may fluctuate more than the shares of a fund not concentrated in the F.I.R.E. industries due to economic, legal, regulatory, technological or other developments affecting the United States F.I.R.E. industries.


52


(9)  Recent Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board, or FASB, issued Interpretation No. 48, "Accounting for Uncertainty in Income Taxes", or FIN 48. FIN 48 was effective for the fiscal years beginning after December 15, 2006. The Securities and Exchange Commission delayed the application of FIN 48 to open and closed end funds to not later than June 29, 2007. FIN 48 prescribes how the Fund should recognize, measure and present in the Fund's financial statements uncertain tax provisions that have been taken or expected to be taken in a tax return. Pursuant to FIN 48 the Fund can recognize a tax benefit only if it is "more likely than not" that a particular tax position will be sustained upon examination or audit. To the extent the "more likely than not" standard has been satisfied the benefits associated with a tax position is measured as the largest amount that is greater than 50% likely of being realized upon settlement. As required, the Fund adopted FIN 48 effective June 29, 2007, and concluded that the effect is not material to its financial statements.

In September 2006, FASB issued Statement of Accounting Standards No. 157, "Fair Value Measurement", or SFAS 157, which is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands required disclosures about fair value measurements. The Fund is currently evaluating the impact, if any, the adoption of SFAS 157 will have on its financial statements.

(10)   Other Investment Companies

The Fund may invest in the securities of other investment companies to the extent that such investments are consistent with the Fund's investment objectives and principal investment strategies and permissible under the 1940 Act. Under one provision of the 1940 Act, the Fund may not acquire the securities of other investment companies if, as a result, (i) more than 3% of the total outstanding voting securities of any one investment company would be held by the Fund, (ii) more than 5% of the Fund's total assets would be invested in any one investment company or (iii) more than 10% of the Fund's total assets would be invested in securities of other investment companies. Other provisions of the 1940 Act are less restrictive provided that the Fund is able to meet certain conditions. These limitations do not apply to the acquisition of shares of any investment company in connection with a merger, consolidation, reorganization or acquisition of substantially all of the assets of another investment company and the acquisition of money market instruments. The Fund, as a holder of the securities of other investment companies, will bear its pro rata portion of the other investment companies' expenses, including advisory fees. These expenses will be in addition to the direct expenses incurred by the Fund.

Note B

Advisory and Administration Agreements and Other Transactions with Affiliates

The Fund has an advisory agreement with RMR Advisors, Inc., or RMR Advisors, to provide the Fund with a continuous investment program, to make day-to-day investment decisions and to generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to this agreement, RMR Advisors is compensated at an annual rate of 0.85% of the Fund's average daily managed assets. Managed assets means the total assets of the Fund less liabilities other than any indebtedness entered for purposes of leverage. For purposes of calculating managed assets, the liquidation preference of preferred shares are not considered liabilities.


53



RMR Advisors has contractually agreed to waive a portion of its annual fee equal to 0.25% of the Fund's average daily managed assets, until November 22, 2009. The Fund incurred net advisory fees of $165,345 during the six months ended June 30, 2007.

RMR Advisors, and not the Fund, has contractually agreed to pay the lead underwriter of the Fund's initial public offering, an annual fee equal to 0.15% of the Fund's managed assets. This fee is paid quarterly in arrears during the term of RMR Advisors' advisory agreement and is paid by the RMR Advisors, not the Fund. The aggregate fees paid pursuant to the contract plus reimbursement of legal expenses of the underwriters will not exceed 4.5% of the total price of the common shares in the initial public offering.

RMR Advisors also performs administrative functions for the Fund pursuant to an administration agreement with the Fund. RMR Advisors has entered into a subadministration agreement with State Street Bank and Trust Company, or State Street, to perform substantially all Fund accounting and other administrative services. Under the administration agreement, RMR Advisors is entitled to reimbursement of the cost of providing administrative services. The Fund reimbursed RMR Advisors for $53,923 of subadministrative fees charged by State Street for the six months ended June 30, 2007.

Each trustee who is not a director, officer or employee of RMR Advisors and who is not an "interested person" of the Fund as defined under the 1940 Act, is considered to be a "disinterested trustee". Disinterested trustees are each paid by the Fund an annual fee plus fees for board and committee meetings. The Fund incurred $11,149 of trustee fees and expenses during the six months ended June 30, 2007.

The Fund's board of trustees and separately the disinterested trustees authorized the Fund to make reimbursement payments to RMR Advisors for costs related to the Fund's compliance and internal audit programs. The Fund incurred $22,817 of compliance and internal audit expense during the six months ended June 30, 2007. The Fund also participates in pooled insurance programs with RMR Advisors and other funds managed by RMR Advisors and makes payments of allocated portions of related premiums. The Fund incurred $11,576 of insurance expense during the six months ended June 30, 2007.

Note C

Securities Transactions

During the six months ended June 30, 2007, there were purchases and sales transactions (excluding short term securities) of $25,275,451 and $26,371,745, respectively. Brokerage commissions on securities transactions amounted to $36,021 during the six months ended June 30, 2007.

Note D

Preferred Shares

The Fund's 800 outstanding Series W auction preferred shares have a liquidation preference of $25,000 per share plus an amount equal to accumulated but unpaid distributions. The preferred shares are senior to the Fund's common shares and rank on parity with any other class or series of preferred shares of the Fund as to the payment of periodic distributions, including distribution of assets upon liquidation. If the Fund does not timely cure a failure to (1) maintain asset coverage for the preferred shares as required by rating agencies, or (2) maintain asset coverage, as defined in the 1940 Act, of at least 200%, the preferred shares will be subject to redemption in an amount equal to their liquidation preference plus accumulated but unpaid distributions.


54



The holders of the preferred shares have voting rights equal to the holders of the Fund's common shares and generally vote together with the holders of the common shares as a single class. Holders of the preferred shares, voting as a separate class, also are entitled to elect two of the Fund's trustees. The Fund pays distributions on the preferred shares at a rate set at auctions held generally every seven days. Distributions are generally payable every seven days, on the first business day following the end of a distribution period. The preferred share distribution rate was 4.95% per annum as of June 30, 2007.

Note E

Submission of Proposals to a Vote of Shareholders

The annual meeting of Fund shareholders was held on May 8, 2007. Following is a summary of the proposals submitted to shareholders for vote at the meeting and the votes cast:

Proposal

  Votes for
  Votes withheld
  Votes abstained
Common and Preferred shares            
  Election of Arthur G. Koumantzelis as trustee until the 2010 annual meeting.   1,440,659   20,391  
Preferred shares            
  Election of Barry M. Portnoy as trustee until the 2010 annual meeting.   780   12  
Proposal

  Votes for
  Votes against
  Votes abstained
  Broker Non-Vote
Common and Preferred shares                
  Amendment to declaration of trust to explicitly provide that any shareholder that breaches the Fund's declaration of trust or bylaws will indemnify and hold harmless the Fund (and, if applicable, any charitable trustee) from and against all costs, expenses, penalties, fines and other amounts, including attorneys' and other professional fees, arising from the shareholder's breach, together with interest on such amounts.   564,075   17,826   18,986   860,163

Note F

Portfolio Management Changes

On May 21, 2007, Fernando Diaz and Adam D. Portnoy were appointed co-portfolio managers for the RMR Funds which invest in U.S. domestic securities: RMR Real Estate Fund, RMR Hospitality and Real Estate Fund, RMR F.I.R.E. Fund and RMR Preferred Dividend Fund. Barry M. Portnoy remains a co-portfolio manager for these Funds. Mr. Diaz joined RMR Advisors as a Vice President on May 21, 2007. He also serves as Vice President of each of the RMR Funds. Mr. Adam Portnoy has been with RMR Advisors since 2004 and serves as its President. He also serves as President of each of the RMR Funds.


55


RMR Preferred Dividend Fund
June 30, 2007


 

 

LOGO

To our shareholders,

In the pages that follow, you will find data summarizing our financial results for the six months ended June 30, 2007, and our financial position as of June 30, 2007.

Relevant Market Conditions

An important characteristic of the market for preferred securities during the first half of 2007, especially preferred securities of REITs, has been the reduced amount of securities available for investment. An unprecedented number of going private transactions combined with regular redemptions and few new quality issues has lead some investors, including the Fund, to focus more on other yield securities, such as dividend paying REIT common shares.

Real Estate Industry Fundamentals.    The operating environment for real estate companies continued to strengthen during the first half of 2007 as occupancy and rental rates trended higher. We expect real estate fundamentals to remain favorable during the second half of the year because of continued strength in the job market, a favorable supply picture (i.e., limited new development completion) and continued demand for commercial real estate properties by both domestic and foreign institutional investors.

Real Estate Industry Technicals.    The first half of the year was marked by increased volatility in the REIT market. REITs' share prices were up almost 14% for 2007 through early February driven by continued M&A activity, then gave back all of their gains and more through June, when the REIT market was down 9% on investor concern about a spillover effect from the sub-prime residential meltdown to commercial real estate, and REITs' share prices finished the first half of 2007 down 6%. While we believe volatility will continue during 2007, the pullback in REITs' share prices has resulted in very attractive valuations for the sector. REITs are trading at discounts to estimated net asset value of 10% to 15%, well below the long term average premium of 5% to 7%. We would not be surprised if the level of M&A activity intensifies for the remainder of 2007 given such discounted valuations. Of course M&A activity depends in large part upon the availability of financing. If the liquidity freeze which began in July (as we are writing this report) continues, M&A activity will cease and underlying net asset value and equity valuations may be challenged.

We believe that over the long term demand for real estate securities will continue to increase given the sector's attractive dividend yield and diversification benefits. These should be attractive features to investors as a larger portion of the U.S. population reaches retirement age.

Fund Strategies, Techniques and Performance

Our primary investment objective is to provide our common shareholders high current income. Our secondary investment objective is capital appreciation. There can be no assurance that we will achieve our investment objectives.


56



During the first six months of 2007 our total return on net asset value, or NAV (including NAV changes and assuming a hypothetical reinvestment of distributions at NAV), was negative 4.9%. During that same period, the total return for the Merrill Lynch REIT Preferred Index (an unmanaged index of REIT preferred stocks) was 0.4%. We believe this index is relevant to us because our investments as of June 30, 2007, excluding short term investments, included 77% REIT preferred stocks. The S&P 500 Index (an unmanaged index published as Standard and Poor's Composite Index of 500 Stocks) total return for the first six months of 2007 was 6.9%.

Despite the REIT preferred market being flat to slightly down for the first half of the year, our comparatively poor performance was affected by our prior holdings in New Century Financial's preferred securities, a mortgage REIT with exposure to sub-prime home loans which eventually was forced into bankruptcy.

Thank you for your continued support. For more information, please view our website, at www.rmrfunds.com.

Sincerely,

LOGO

Adam D. Portnoy
President

Portfolio holdings by sub-sector as a percentage of investments
(as of June 30, 2007) *

  Hospitality real estate   24 %
  Mortgage real estate   23 %
  Retail real estate   14 %
  Other, less than 10%   36 %
  Short term investments   3 %
   
 
    Total investments   100 %
   
 
  REITs   80 %
  Other   17 %
  Short term investments   3 %
   
 
    Total investments   100 %
   
 

*
These percentages represent the Fund's portfolio holdings by sub-sector as a percentage of total portfolio holdings and do not agree with the percentages included in the Portfolio of Investments schedule which represent the Fund's portfolio holdings by sub-sector as a percentage of the Fund's total net assets.

57


RMR Preferred Dividend Fund
Portfolio of Investments
– June 30, 2007 (unaudited)


Company

  Shares

  Value


Preferred Stocks – 121.1%
Real Estate Investment Trusts – 113.5%
         
  Apartments – 5.5%          
    Apartment Investment & Management Co., Series G   56,400   $ 1,441,020
    Associated Estates Realty Corp., Series B   39,800     1,034,402
       
          2,475,422
  Diversified – 13.4%          
    Colonial Properties Trust, Series D   10,000     254,300
    Crescent Real Estate Equities Co., Series B   163,700     4,149,795
    Digital Realty Trust, Inc., Series A   40,000     1,038,000
    LBA Realty LLC, Series B   25,000     525,000
       
          5,967,095
  Health Care – 0.4%          
    LTC Properties, Inc., Series F   4,000     99,200
    OMEGA Healthcare Investors Inc., Series D   3,200     82,592
       
          181,792
  Hospitality – 36.6%          
    Ashford Hospitality Trust, Series A   58,000     1,490,890
    Eagle Hospitality Properties Trust, Inc., Series A   95,000     2,206,850
    Equity Inns, Inc., Series B   83,800     1,986,898
    FelCor Lodging Trust, Inc., Series C   167,400     4,198,392
    Hersha Hospitality Trust, Series A   99,500     2,483,520
    Highland Hospitality Corp., Series A   120,000     3,006,000
    Host Marriott Corp., Series E   15,000     396,900
    Strategic Hotels & Resorts, Inc., Series B   6,800     169,660
    Strategic Hotels & Resorts, Inc., Series C   4,000     101,520
    Sunstone Hotel Investors, Inc., Series A   12,500     314,500
       
          16,355,130
  Manufactured Homes – 5.4%          
    Affordable Residential Communities, Series A   97,200     2,415,420
  Mortgage – 28.9%          
    Accredited Mortgage Loan REIT Trust, Series A   1,500     31,590
    American Home Mortgage Investment Corp., Series A   92,000     2,236,520
    Anthracite Capital, Inc., Series C   3,000     76,740
    Anthracite Capital, Inc., Series D   51,000     1,189,575
    Impac Mortgage Holdings, Inc., Series B   54,900     1,067,805
    Impac Mortgage Holdings, Inc., Series C   57,400     1,130,780
    MFA Mortgage Investments, Inc., Series A   40,000     984,000
    Newcastle Investment Corp., Series B   120,000     2,996,400
    NorthStar Realty Finance Corp., Series A   20,000     495,000
    NorthStar Realty Finance Corp., Series B   76,000     1,804,240
    RAIT Financial Trust, Series C   32,000     800,000
    Thornburg Mortgage, Inc., Series C   2,500     62,700
       
          12,875,350
  Office – 2.2%          
    DRA CRT Acquisition Corp., Series A   40,060     971,455
See notes to financial statements and notes to portfolio of investments.

58



Company

  Shares

  Value


Preferred Stocks – continued
Real Estate Investment Trusts – continued
         
  Retail – 21.1%          
    Cedar Shopping Centers, Inc., Series A   27,000   $ 705,780
    Glimcher Realty Trust, Series F   30,000     762,000
    Pennsylvania Real Estate Investment Trust, Series A   59,000     3,110,480
    The Mills Corp., Series B   6,000     162,660
    The Mills Corp., Series C   107,500     2,914,325
    The Mills Corp., Series E   13,600     368,016
    The Mills Corp., Series G   52,500     1,389,150
       
          9,412,411
Total Real Estate Investment Trusts (Cost $52,825,452)         50,654,075
  Other – 7.6%          
    Ford Motor Co., 6/15/43 Series   9,400     182,924
    General Motors Corp., 5/15/48 Series   26,100     518,346
    Great Atlantic & Pacific Tea Co., 8/01/39 Series   87,800     2,257,338
    Red Lion Hotels Corp., 2/19/44 Series   15,925     424,561
Total Other (Cost $3,333,721)         3,383,169
Total Preferred Stocks (Cost $56,159,173)         54,037,244
Common Stocks – 10.3%          
Real Estate Investment Trusts – 8.0%          
  Diversified – 0.8%          
    Colonial Properties Trust   9,800     357,210
  Health Care – 0.6%          
    Care Investment Trust, Inc. (a)   10,600     145,750
    Medical Properties Trust, Inc.   11,275     149,168
       
          294,918
  Mortgage – 6.1%          
    Abingdon Investment, Ltd. (b)   150,000     1,422,000
    Alesco Financial, Inc.   142,500     1,158,525
    NovaStar Financial, Inc.   19,500     136,110
       
          2,716,635
  Retail – 0.1%          
    Feldman Mall Properties, Inc.   5,000     57,000
  Storage – 0.4%          
    U-Store-It Trust   10,000     163,900
Total Real Estate Investment Trusts (Cost $4,291,428)         3,589,663
See notes to financial statements and notes to portfolio of investments.

59



 
Company

  Shares or Principal Amount

  Value

 

 
Preferred Stocks – continued
Real Estate Investment Trusts – continued
             
  Other – 2.3%              
    American Capital Strategies, Ltd.     10,700   $ 454,964  
    Iowa Telecommunication Services, Inc.     24,500     556,885  
Total Other (Cost $962,395)           1,011,849  
Total Common Stocks (Cost $5,253,823)           4,601,512  
Debt Securities – 14.8%              
    Ford Motor Co., 7.75%, 06/15/2043   $ 2,210,000     1,723,800  
    Ford Motor Co., 8.90%, 01/15/2032     557,000     484,590  
    General Motors Corp., 8.375%, 07/15/2033     2,000,000     1,825,000  
    Six Flags, Inc., 9.75%, 04/15/2013     2,740,000     2,579,025  
Total Debt Securities (Cost $6,523,590)           6,612,415  
  Other Investment Companies – 1.5%              
    Alpine Total Dynamic Dividend Fund     22,295     462,398  
    Cornerstone Strategic Value Fund, Inc.     16,800     154,392  
    LMP Real Estate Income Fund, Inc.     1,150     24,794  
Total Other Investment Companies (Cost $657,455)           641,584  
Short-Term Investments – 4.0%              
  Other Investment Companies – 4.0%              
    SSgA Money Market Fund, 4.98% (c) (Cost $1,776,376)     1,776,376     1,776,376  
Total Investments – 151.7% (Cost $70,370,417)           67,669,131  
Other assets less liabilities – (1.2)%           (555,127 )
Preferred Shares, at liquidation preference – (50.5)%           (22,500,000 )
Net Assets applicable to common shareholders – 100%         $ 44,614,004  

Notes to Portfolio of Investments

(a)
As of June 30, 2007, this security had not paid a distribution.
(b)
144A securities. Securities restricted for resale to Qualified Institutional Buyers (3.2% of net assets).
(c)
Rate reflects 7 day yield as of June 30, 2007.

See notes to financial statements.


60



RMR Preferred Dividend Fund
Financial Statements

Statement of Assets and Liabilities


 
June 30, 2007 (unaudited)

   
 

 
Assets        
  Investments in securities, at value (cost $70,370,417)   $ 67,669,131  
  Cash     8,600  
  Dividends and interest receivable     544,949  
  Other assets     7,380  
   
 
    Total assets     68,230,060  
   
 
Liabilities        
  Payable for investment securities purchased     964,231  
  Distributions payable – preferred shares     21,879  
  Advisory fee payable     16,736  
  Accrued expenses and other liabilities     113,210  
   
 
    Total liabilities     1,116,056  
   
 
Preferred shares, at liquidation preference        
  Auction preferred shares, Series M;        
    $.001 par value per share; 900 shares issued and        
    outstanding at $25,000 per share liquidation preference     22,500,000  
   
 
Net assets attributable to common shares   $ 44,614,004  
   
 
Composition of net assets        
  Common shares, $.001 par value per share;        
    unlimited number of shares authorized,        
    2,626,103 shares issued and outstanding   $ 2,626  
  Additional paid-in capital     49,656,127  
  Distributions in excess of net investment income     (71,759 )
  Accumulated net realized loss on investment transactions     (2,271,704 )
  Net unrealized depreciation on investments     (2,701,286 )
   
 
Net assets attributable to common shares   $ 44,614,004  
   
 
Net asset value per share attributable to common shares        
  (based on 2,626,103 common shares outstanding)   $ 16.99  
   
 

See notes to financial statements.


61



RMR Preferred Dividend Fund
Financial Statements
– continued

Statement of Operations


 
Six Months Ended June 30, 2007 (unaudited)

   
 

 
Investment Income        
  Dividends (cash distributions received or due)   $ 2,451,019  
  Interest     385,237  
   
 
    Total investment income     2,836,256  
   
 
Expenses        
  Advisory     291,286  
  Audit and legal     69,407  
  Administrative     53,927  
  Custodian     30,122  
  Preferred share remarketing     28,118  
  Compliance and internal audit     22,817  
  Trustees' fees and expenses     10,842  
  Shareholder reporting     10,595  
  Other     42,200  
   
 
    Total expenses     559,314  
  Less: expense waived by the Advisor     (188,479 )
   
 
    Net expenses     370,835  
   
 
      Net investment income     2,465,421  
   
 
Realized and unrealized loss on investments        
  Net realized loss on investments     (2,321,360 )
  Net change in unrealized appreciation/(depreciation) on investments     (1,971,852 )
   
 
  Net realized and unrealized loss on investments     (4,293,212 )
   
 
  Distributions to preferred shareholders from net investment income     (570,465 )
   
 
    Net decrease in net assets attributable to common shares resulting from operations   $ (2,398,256 )
   
 

See notes to financial statements.


62



RMR Preferred Dividend Fund
Financial Statements
– continued

Statement of Changes in Net Assets


 
 
  Six Months
Ended
June 30,
2007
(unaudited)

  Year Ended
December 31,
2006

 

 
Increase (decrease) in net assets resulting from operations              
  Net investment income   $ 2,465,421   $ 4,931,552  
  Net realized gain (loss) on investments     (2,321,360 )   832,486  
  Net change in unrealized appreciation/(depreciation) on investments     (1,971,852 )   2,897,321  
  Distributions to preferred shareholders from:              
    Net investment income     (570,465 )   (902,855 )
    Net realized gain on investments         (147,481 )
   
 
 
      Net increase (decrease) in net assets attributable to common shares resulting from operations     (2,398,256 )   7,611,023  
   
 
 
  Distributions to common shareholders from:              
    Net investment income     (1,966,715 )   (4,028,697 )
    Net realized gains on investments         (658,083 )
Capital shares transactions              
  Net proceeds from reinvestment of distributions     239,388     435,418  
   
 
 
    Net increase from capital transactions     239,388     435,418  
   
 
 
    Total increase (decrease) in net assets attributable to common shares     (4,125,583 )   3,359,661  
Net assets attributable to common shares              
  Beginning of period     48,739,587     45,379,926  
   
 
 
  End of period (including distributions in excess of net investment income of ($71,759) and $0, respectively)   $ 44,614,004   $ 48,739,587  
   
 
 
Common shares issued and repurchased              
  Shares outstanding, beginning of period     2,613,188     2,589,311  
    Shares issued          
    Shares issued (reinvestment of distributions)     12,915     23,877  
   
 
 
  Shares outstanding, end of period     2,626,103     2,613,188  
   
 
 

See notes to financial statements.


63


RMR Preferred Dividend Fund
Financial Highlights

Selected Data For A Common Share Outstanding Throughout Each Period


 
 
  Six Months
Ended
June 30,
2007
(unaudited)

  Year Ended
December 31,
2006

  For the Period
May 25,
2005(a) to
December 31, 2005

 

 
Per Common Share Operating Performance                    
Net asset value, beginning of period   $ 18.65   $ 17.53   $ 19.09  (c)
   
 
 
 
Income from Investment Operations                    
Net investment income (b)(d)     .94  (e)   1.90     .93  
Net realized and unrealized appreciation/(depreciation)                    
  on investments     (1.63) (e)   1.43     (1.22 )
Distributions to preferred shareholders (common stock equivalent basis) from:                    
  Net investment income     (.22) (e)   (.35 )   (.14 )
  Net realized gain on investments      (e)   (.06 )   (.02 )
   
 
 
 
Net increase (decrease) in net asset value from operations     (.91 )   2.92     (.45 )
Less: Distributions to common shareholders from:                    
  Net investment income     (.75) (e)   (1.55 )   (.77 )
  Net realized gain on investments      (e)   (.25 )   (.13 )
Common share offering costs charged to capital             (.04 )
Preferred share offering costs charged to capital             (.17 )
   
 
 
 
Net asset value, end of period   $ 16.99   $ 18.65   $ 17.53  
   
 
 
 
Market price, beginning of period   $ 20.75   $ 16.35   $ 20.00  
   
 
 
 
Market price, end of period   $ 19.61   $ 20.75   $ 16.35  
   
 
 
 
Total Return (f)                    
Total investment return based on:                    
  Market price (g)     0.69 %   39.90 %   14.10 %
  Net asset value (g)     (4.92) %   17.48 %   3.50 %
Ratios/Supplemental Data:                    
Ratio to average net assets attributable to common shares of:                    
  Net investment income, before total preferred share distributions (d)     10.67 % (e)(h)   10.47 %   8.22 % (h)
  Total preferred share distributions     2.47 % (h)   2.23 %   1.40 % (h)
  Net investment income, net of preferred share distributions (d)     8.20 % (e)(h)   8.24 %   6.82 % (h)
  Expenses, net of fee waivers     1.60 % (h)   1.45 %   1.54 % (h)
  Expenses, before fee waivers     2.42 % (h)   2.26 %   2.29 % (h)
Portfolio Turnover Rate     12.43 %   23.60 %   5.60 %
Net assets attributable to common shares, end of period (000s)   $ 44,614   $ 48,740   $ 45,380  
Preferred shares, liquidation preference ($25,000 per share) (000s)   $ 22,500   $ 22,500   $ 22,500  
Asset coverage per preferred share (i)   $ 74,571   $ 79,156   $ 75,422  
(a)
Commencement of operations.
(b)
Based on average shares outstanding.
(c)
Net asset value at May 25, 2005, reflects the deduction of the average sales load and offering costs of $0.91 per share paid by the holders of common shares from the $20.00 offering price. We paid a sales load and offering cost of $0.94 per share on 2,237,500 common shares sold to the public and no sales load or offering costs on 67,500 common shares sold to affiliates of the RMR Advisors for $20 per share.
(d)
Amounts are net of expenses waived by RMR Advisors.
(e)
As discussed in Note A (7) to the financial statements, these amounts are subject to change to the extent 2007 distributions by the issuers of the Fund's investments are characterized as capital gains and return of capital.
(f)
Total returns for periods of less than one year are not annualized.
(g)
Total return based on per share market price assumes the purchase of common shares at the market price on the first day and sales of common shares at the market price on the last day of the period indicated; dividends and distributions, if any, are assumed to be reinvested at market prices on the ex-dividend date. The total return based net asset value, or NAV, assumes the purchase of common shares at NAV on the first day and sales of common shares at NAV on the last day of the period indicated; distributions are assumed to be reinvested at NAV on the ex-dividend date. Results represent past performance and do not guarantee future results. Total return would have been lower if RMR Advisors had not contractually waived a portion of its investment advisory fee.
(h)
Annualized.
(i)
Asset coverage per share equals net assets attributable to common shares plus the liquidation preference of the preferred shares divided by the total number of preferred shares outstanding at the end of the period.

See notes to financial statements.


64



RMR Preferred Dividend Fund
Notes to Financial Statements

June 30, 2007 (unaudited)

Note A

(1)  Organization

RMR Preferred Dividend Fund, or the Fund, was organized as a Massachusetts business trust on November 8, 2004, and is registered under the Investment Company Act of 1940, as amended, or the 1940 Act, as a non-diversified closed-end management investment company. The Fund had no operations until May 25, 2005, other than matters relating to the Fund's establishment and registration of the Fund's common shares under the Securities Act of 1933.

(2)  Interim Financial Statements

The accompanying June 30, 2007, financial statements have been prepared without audit. The Fund believes that disclosures made are adequate to make the information presented not misleading. In the opinion of the Fund's management, all adjustments, which include normal recurring adjustments considered necessary for a fair presentation, have been included. The Fund's operating results for this interim period are not necessarily indicative of the results that may be expected on an annual basis or in the future.

(3)  Use of Estimates

Preparation of these financial statements in conformity with accounting principles generally accepted in the United States requires the Fund's management to make estimates and assumptions that may affect the amounts reported in the financial statements and related notes. The actual results could differ from these estimates particularly for reasons described in Note A (7), and for other reasons.

(4)  Portfolio Valuation

Investment securities of the Fund are valued at the latest sales price whenever that price is readily available on that day; securities for which no sales were reported on that day, unless otherwise noted, are valued at the last available bid price on that day. Securities traded primarily on the NASDAQ Stock Market, or NASDAQ, are normally valued by the Fund at the NASDAQ Official Closing Price, or NOCP, provided by NASDAQ each business day. The NOCP is the most recently reported price as of 4:00:06 p.m., eastern time, unless that price is outside the range of the "inside" bid and asked prices (i.e., the bid and asked prices that dealers quote to each other when trading for their own accounts); in that case, NASDAQ will adjust the price to equal the inside bid or asked price, whichever is closer. Because of delays in reporting trades, the NOCP may not be based on the price of the last trade to occur before the market closes. Some fixed income securities may be valued using pricing provided by a pricing service. Any of the Fund's securities which are not readily marketable, which are not traded or which have other characteristics of illiquidity are valued by the Fund at fair value as determined in good faith under the supervision of the Fund's board of trustees. Numerous factors may be considered when determining fair value of a security, including cost at date of purchase, type of security, the nature and duration of restrictions on disposition of the security and whether the issuer of the security being fair valued has other securities of the same type outstanding. Short-term debt securities with less than 60 days until maturity may be valued at cost, which when combined with interest accrued, approximates market value.

(5)  Securities Transactions and Investment Income

Securities transactions are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the


65


securities received. Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost.

(6)  Federal Taxes

The Fund has qualified and intends to qualify in the future as a "regulated investment company" and to comply with the applicable provisions of subchapter M of the Internal Revenue Code of 1986, as amended, so that it will generally not be subject to federal income tax. However, the Fund may be subject to a 4% excise tax to the extent the Fund does not distribute substantially all taxable earnings each year.

(7)  Distributable Earnings

The Fund earns income, net of expenses, daily on its investments. It is the policy of the Fund to pay a stable distribution amount to common shareholders on a monthly basis and distributions to Fund shareholders are declared pursuant to this policy. On July 12, 2007, the Fund declared distributions of $0.15 per common share payable in August and September 2007. Distributions to shareholders are recorded on the ex-dividend date. The Fund's distributions may consist of ordinary income (net investment income and short term capital gains), long term capital gains and return of capital. To the extent the Fund's net realized capital gains, if any, can be offset by capital loss carry-forwards, it is the policy of the Fund not to distribute such gains. Distributions to preferred shareholders are determined as described in Note D.

The Fund has substantial investments in real estate investment trusts, or REITs, which are generally not subject to federal income taxes. Distributions that the Fund received from REITs can be classified as ordinary income, capital gain income or return of capital by the REITs that make these distributions to the Fund. However, it is not possible to characterize distributions received from REITs during interim periods because the issuers do not report their tax characterization until subsequent to year. Final characterization of the Fund's 2007 distributions to shareholders is also dependent upon the magnitude or timing of the Fund's securities transactions prior to year end. Therefore it is likely that some portion of the Fund's 2007 investment income and distributions to shareholders will be recharacterized as long term capital gain and return of capital for financial statement and federal income tax purposes subsequent to year end and reflected accordingly in the Fund's year end financial statements.

Although subject to adjustments, the cost, gross unrealized appreciation and unrealized depreciation of the Fund's investments for federal income tax purposes as of June 30, 2007, are as follows:

Cost   $ 70,370,417  
   
 
Gross unrealized appreciation   $ 907,340  
Gross unrealized depreciation     (3,608,626 )
   
 
Net unrealized appreciation/(depreciation)   $ (2,701,286 )
   
 

(8)  Concentration of Risk

Under normal market conditions, the Fund's investments will be concentrated in preferred securities issued by real estate investment trusts. The value of Fund shares may fluctuate more than the shares of a fund not concentrated in the real estate industry due to economic, legal, regulatory, technological or other developments affecting the United States real estate industry.


66


(9)  Recent Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board, or FASB, issued Interpretation No. 48, "Accounting for Uncertainty in Income Taxes", or FIN 48. FIN 48 was effective for the fiscal years beginning after December 15, 2006. The Securities and Exchange Commission delayed the application of FIN 48 to open and closed end funds to not later than June 29, 2007. FIN 48 prescribes how the Fund should recognize, measure and present in the Fund's financial statements uncertain tax provisions that have been taken or expected to be taken in a tax return. Pursuant to FIN 48 the Fund can recognize a tax benefit only if it is "more likely than not" that a particular tax position will be sustained upon examination or audit. To the extent the "more likely than not" standard has been satisfied the benefits associated with a tax position is measured as the largest amount that is greater than 50% likely of being realized upon settlement. As required, the Fund adopted FIN 48 effective June 29, 2007, and concluded that the effect is not material to its financial statements.

In September 2006, FASB issued Statement of Accounting Standards No. 157, "Fair Value Measurement", or SFAS 157, which is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands required disclosures about fair value measurements. The Fund is currently evaluating the impact, if any, the adoption of SFAS 157 will have on its financial statements.

(10)   Other Investment Companies

The Fund may invest in the securities of other investment companies to the extent that such investments are consistent with the Fund's investment objectives and principal investment strategies and permissible under the 1940 Act. Under one provision of the 1940 Act, the Fund may not acquire the securities of other investment companies if, as a result, (i) more than 3% of the total outstanding voting securities of any one investment company would be held by the Fund, (ii) more than 5% of the Fund's total assets would be invested in any one investment company or (iii) more than 10% of the Fund's total assets would be invested in securities of other investment companies. Other provisions of the 1940 Act are less restrictive provided that the Fund is able to meet certain conditions. These limitations do not apply to the acquisition of shares of any investment company in connection with a merger, consolidation, reorganization or acquisition of substantially all of the assets of another investment company and the acquisition of money market instruments. The Fund, as a holder of the securities of other investment companies, will bear its pro rata portion of the other investment companies' expenses, including advisory fees. These expenses will be in addition to the direct expenses incurred by the Fund.

(11)   Common Shares

The Fund issued 12,915 common shares during the six months ended June 30, 2007 and 23,877 common shares during the year ended December 31, 2006, for a total consideration of $239,388 and $435,418 respectively, pursuant to its dividend reinvestment plan.

Note B

Advisory and Administration Agreements and Other Transactions with Affiliates

The Fund has an advisory agreement with RMR Advisors, Inc., or RMR Advisors, to provide the Fund with a continuous investment program, to make day-to-day investment decisions and to generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to this


67



agreement, RMR Advisors is compensated at an annual rate of 0.85% of the Fund's average daily managed assets. Managed assets means the total assets of the Fund less liabilities other than any indebtedness entered into for purposes of leverage. For purposes of calculating managed assets the liquidation preference of preferred shares are not considered liabilities.

RMR Advisors has contractually agreed to waive a portion of its annual fee equal to 0.55% of the Fund's average daily managed assets, until May 24, 2010. The Fund incurred net advisory fees of $102,807 during the six months ended June 30, 2007.

RMR Advisors also performs administrative functions for the Fund pursuant to an administration agreement with the Fund. RMR Advisors has entered into a subadministration agreement with State Street Bank and Trust Company, or State Street, to perform substantially all Fund accounting and other administrative services. Under the administration agreement, RMR Advisors is entitled to reimbursement of the cost of providing administrative services. The Fund reimbursed RMR Advisors for $53,927 of subadministrative fees charged by State Street for the six months ended June 30, 2007.

Each trustee who is not a director, officer or employee of RMR Advisors and who is not an "interested person" of the Fund as defined under the 1940 Act, is considered to be a "disinterested trustee". Disinterested trustees are each paid by the Fund an annual fee plus fees for board and committee meetings. The Fund incurred $10,842 of trustee fees and expenses during the six months ended June 30, 2007.

The Fund's board of trustees and separately the disinterested trustees authorized the Fund to make reimbursement payments to RMR Advisors for costs related to the Fund's compliance and internal audit programs. The Fund incurred $22,817 of compliance and internal audit expense during the six months ended June 30, 2007. The Fund also participates in pooled insurance programs with RMR Advisors and other funds managed by RMR Advisors and makes payments of allocated portions of related premiums. The Fund incurred $9,835 of insurance expense during the six months ended June 30, 2007.

Note C

Securities Transactions

During the six months ended June 30, 2007, there were purchases and sales transactions (excluding short term securities) of $8,882,383 and $8,348,489, respectively. Brokerage commissions on securities transactions amounted to $4,981 during the six months ended June 30, 2007.

Note D

Preferred Shares

The Fund's 900 outstanding Series M auction preferred shares have a liquidation preference of $25,000 per share plus an amount equal to accumulated plus unpaid distributions. The preferred shares are senior to the Fund's common shares and rank on parity with any other class or series of preferred shares of the Fund as to the payment of periodic distributions, including distribution of assets upon liquidation. If the Fund does not timely cure a failure to (1) maintain asset coverage for the preferred shares as required by rating agencies, or (2) maintain asset coverage, as defined in the 1940 Act, of at least 200%, the preferred shares will be subject to redemption in an amount equal to their liquidation preference plus accumulated but unpaid distributions. The holders of the preferred shares have voting rights equal to the holders of the Fund's common shares and


68



will generally vote together with the holders of the Fund's common shares as a single class. Holders of the preferred shares, voting as a separate class, also are entitled to elect two of the Fund's trustees. The Fund pays distributions on the preferred shares at a rate set at auctions held generally every seven days. Distributions are generally payable every seven days, on the first business day following the end of a distribution period. The preferred share distribution rate was 5.00% per annum as of June 30, 2007.

Note E

Submission of Proposals to a Vote of Shareholders

The annual meeting of Fund shareholders was held on May 8, 2007. Following is a summary of the proposals submitted to shareholders for vote at the meeting and the votes cast:

Proposal

  Votes for
  Votes withheld
  Votes abstained
Common and Preferred shares            
  Election of Arthur G. Koumantzelis as trustee until
the 2010 annual meeting.
  2,554,635   26,250  
Preferred shares            
  Election of Barry M. Portnoy as trustee until
the 2010 annual meeting.
  855   5  
Proposal

  Votes for
  Votes against
  Votes abstained
  Broker Non-Vote
Common and Preferred shares                
  Amendment to declaration of trust to explicitly provide that any shareholder that breaches the Fund's declaration of trust or bylaws will indemnify and hold harmless the Fund (and, if applicable, any charitable trustee) from and against all costs, expenses, penalties, fines and other amounts, including attorneys' and other professional fees, arising from the shareholder's breach, together with interest on such amounts.   861,007   38,689   21,016   1,660,173

Note F

Portfolio Management Changes

On May 21, 2007, Fernando Diaz and Adam D. Portnoy were appointed co-portfolio managers for the RMR Funds which invest in U.S. domestic securities: RMR Real Estate Fund, RMR Hospitality and Real Estate Fund, RMR F.I.R.E. Fund and RMR Preferred Dividend Fund. Barry M. Portnoy remains a co-portfolio manager for these Funds. Mr. Diaz joined RMR Advisors as a Vice President on May 21, 2007. He also serves as Vice President of each of the RMR Funds. Mr. Adam Portnoy has been with RMR Advisors since 2004 and serves as its President. He also serves as President of each of the RMR Funds.


69


RMR Asia Pacific Real Estate Fund
June 30, 2007


 

 

LOGO

To our shareholders,

In the pages that follow, you will find data summarizing our financial results for the six months ended June 30, 2007, and our financial position as of June 30, 2007.

Relevant Market Conditions

Real Estate Industry Fundamentals.    Economic growth in the Asian region remains strong and inflation appears to be generally under control. Authorities have been raising interest rates in China and India in order to slow down extreme growth, which appears to working in India but not yet in China. Official interest rates are expected to rise in Japan over the long term as they are currently very low; however, weak consumer demand has caused the monetary authority to slow the tightening process. As a result the Japanese yen has declined in value, or at least not risen as much as expected. Demand for office space in the financial centers of Tokyo, Hong Kong and Singapore has been very strong. This has led to low vacancy levels and some of the highest asking rents for years. Wage growth and low unemployment have resulted in rising consumer incomes and confidence. This supports retail sales and demand for residential property in most of the markets, except perhaps Japan. Strong exports from Japan, Korea and China have helped to revive the industrial real estate sector. The hotel sector is also buoyant, with strong occupancy and rising room rates.

Real Estate Industry Technicals.    Rising bond yields have damaged investor sentiment caused a serious correction in the real estate security markets in June. However, we expect stabilization in the credit markets and a gradual recovery in real estate securities over the remainder of this year. Demand for underlying real estate remains strong and property capital values continue to rise. There has only been one Real Estate Investment Trust, or REIT, initial public offering in Japan this year, which is a significant slowdown from last year. Singapore is becoming a major regional securities market center and it has seen several new REIT listings, including trusts with assets in India and Indonesia.

Fund Strategies, Techniques and Performance

Our primary investment objective is capital appreciation. There can be no assurance that we will achieve our investment objective.


70


During the first six months of 2007, our total return on net asset value, or NAV, was 12.9%. During that same period, the total return for the EPRA NAREIT Asia Index (an unmanaged index of Asia Pacific real estate common stocks) was 11.7%. We believe this index is relevant to us because all our investments as of June 30, 2007, excluding short term investments, were in securities of real estate companies in countries covered by this index. The S&P 500 Index (an unmanaged index published as Standard and Poor's Composite Index of 500 common stocks) total return for the same period was 6.9%.

Thank you for your continued support. For more information, please view our website, at www.rmrfunds.com.

Sincerely,

LOGO

Adam D. Portnoy
President

Portfolio holdings by sub-sector as a percentage of investments
(as of June 30, 2007) *

  Diversified   61 %
  Office   14 %
  Retail   14 %
  Others, less than 10%   10 %
  Short term investments   1 %
   
 
    Total investments   100 %
   
 
  Real Estate   99 %
  Short term investments   1 %
   
 
    Total investments   100 %
   
 

Portfolio holdings by country (as of June 30, 2007) *

  Japan   36 %
  Hong Kong   29 %
  Australia   18 %
  Singapore   12 %
  Others, less than 10%   4 %
  Short term investments   1 %
   
 
    Total   100 %
   
 

*
These percentages represent the Fund's portfolio holdings by sub-sector as a percentage of total portfolio holdings and do not agree with the percentages included in the Portfolio of Investments schedule which represent the Fund's portfolio holdings by sub-sector as a percentage of the Fund's total net assets.

71


RMR Asia Pacific Real Estate Fund
Portfolio of Investments
– June 30, 2007 (unaudited)


Company

  Shares

  Value


Common Stocks – 97.4%
Australia – 16.6%
         
  Apartments – 1.9%          
    Peet, Ltd.   260,000   $ 908,164
  Diversified – 8.2%          
    Abacus Property Group   490,000     822,536
    Charter Hall Group   400,000     963,101
    GPT Group *   210,000     829,657
    Multiplex Group *   140,000     583,965
    Valad Property Group   378,700     637,308
       
          3,836,567
  Office – 5.2%          
    Cromwell Group   958,898     963,350
    Macquarie Goodman Group   260,000     1,481,277
       
          2,444,627
  Retail – 1.3%          
    Centro Properties Group   85,000     612,536
Total Australia (Cost $6,861,395)         7,801,894
Hong Kong – 29.2%          
  Diversified – 12.4%          
    Greentown China Holdings, Ltd.   275,000     597,887
    Guangzhou R&F Properties Co., Ltd., Class H   135,200     414,979
    Hongkong Land Holdings, Ltd.   340,983     1,534,423
    Hopson Development Holdings, Ltd.   330,000     926,374
    Hysan Development Co., Ltd.   180,000     478,821
    Kerry Properties, Ltd.   70,000     441,350
    New World China Land, Ltd.   450,000     382,712
    Shenzhen Investment, Ltd.   710,000     537,549
    Shun TAK Holdings, Ltd.   340,000     501,790
       
          5,815,885
  Hospitality – 6.5%          
    Regal Real Estate Investment Trust *(a)   2,200,000     748,414
    Sun Hung Kai Properties, Ltd.   191,000     2,301,028
       
          3,049,442
  Office – 3.4%          
    Champion Real Estate Investment Trust *   2,800,000     1,597,094
  Retail – 6.9%          
    Hang Lung Properties, Ltd.   765,000     2,636,683
    The Link REIT *   260,000     575,251
       
          3,211,934
Total Hong Kong (Cost $11,114,379)         13,674,355
See notes to financial statements and notes to portfolio of investments.

72


Common Stocks – continued          
Japan – 35.3%          
  Apartments – 0.9%          
    Nippon Residential Investment Corp. *   71   $ 412,305
  Diversified – 25.9%          
    Mitsubishi Estate Co., Ltd.   152,000     4,135,635
    Mitsui Fudosan Co., Ltd   125,000     3,512,690
    Shoei Co., Ltd.   22,000     461,888
    Sumitomo Realty & Development Co., Ltd.   123,000     4,015,919
       
          12,126,132
  Office – 5.1%          
    Nippon Building Fund, Inc. *   45     624,975
    NTT Urban Development Corp.   920     1,785,827
       
          2,410,802
  Retail – 3.4%          
    Diamond City Co., Ltd.   66,000     1,597,401
Total Japan (Cost $12,819,019)         16,546,640
Malaysia – 2.4%          
  Diversified – 2.4%          
    KLCC Property Holdings Berhad   690,000     727,473
    SP Setia Berhad   158,000     395,858
       
          1,123,331
Total Malaysia (Cost $968,316)         1,123,331
Philippines – 2.0%          
  Diversified – 2.0%          
    Filinvest Land, Inc.   5,800,000     270,875
    Megaworld Corp.   7,599,868     657,286
       
          928,161
Total Philippines (Cost $601,889)         928,161
Singapore – 11.9%          
  Diversified – 10.0%          
    Capitacommercial Trust *   465,000     890,054
    Capitaland, Ltd.   242,000     1,280,549
    CDL Hospitality Trusts *   420,000     674,963
    Keppel Land, Ltd.   97,000     554,467
    Singapore Land, Ltd.   34,000     253,209
    Suntec Real Estate Investment Trust *   813,157     1,030,557
       
          4,683,799
See notes to financial statements and notes to portfolio of investments.

73


Common Stocks – continued          
Singapore – continued          
 
Retail – 1.9%

 

 

 

 

 
    CapitaRetail China Trust *(a)   170,000   $ 350,939
    Frasers Centrepoint Trust *   470,000     528,107
       
          879,046
Total Singapore (Cost $4,451,484)         5,562,845
Total Common Stocks (Cost $36,816,482)         45,637,226
Rights – 0.0%          
Australia – 0.0%          
    Valad Property Group, Rights, expiring 7/17/07 (a) (Cost $0)   284,025     0
Warrants – 1.4%          
Australia – 1.4%          
    Macquarie Bank, Ltd., Warrants, expiring 6/19/08 (a) (Cost $718,945)   53,000     656,670
Short-Term Investments – 1.1%          
  Other Investment Companies – 1.1%          
    SSgA Money Market Fund, 4.98% (b) (Cost $509,962)   509,962     509,962
Total Investments – 99.9% (Cost $38,045,389)         46,803,858
Other assets less liabilities – 0.1%         37,630
Net Assets – 100%       $ 46,841,488

Notes to Portfolio of Investments

*
Company is organized as a real estate investment trust as defined by the laws of its country of domicile.
(a)
As of June 30, 2007, this security had not paid a distribution.
(b)
Rate reflects 7 day yield as of June 30, 2007.

See notes to financial statements.


74



RMR Asia Pacific Real Estate Fund
Financial Statements

Statement of Assets and Liabilities


June 30, 2007 (unaudited)

   

Assets      
  Investments in securities, at value (cost $38,045,389)   $ 46,803,858
  Cash     423
  Foreign currency, at value (cost $39,536)     39,547
  Dividends and interest receivable     120,440
  Other assets     11,172
   
    Total assets     46,975,440
   
Liabilities      
  Advisory fee payable     29,542
  Accrued expenses and other liabilities     104,410
   
    Total liabilities     133,952
   
Net assets   $ 46,841,488
   
Composition of net assets      
  $.001 par value per share;
unlimited number of shares authorized,
1,755,000 shares issued and outstanding
  $ 1,755
  Additional paid-in capital     33,437,837
  Undistributed net investment income     985,066
  Accumulated net realized gain on investments and foreign currency     3,658,358
  Net unrealized appreciation on investments and foreign currency transactions     8,758,472
   
Net assets   $ 46,841,488
   
Net asset value per share
(based on 1,755,000 shares outstanding)
  $ 26.69
   

See notes to financial statements.


75



RMR Asia Pacific Real Estate Fund
Financial Statements
– continued

Statement of Operations


 
Six Months Ended June 30, 2007 (unaudited)

   
 

 
Investment Income        
  Dividends (cash distributions received or due, net of foreign taxes withheld of $59,633)   $ 492,827  
  Interest     11,461  
   
 
    Total investment income     504,288  
   
 
Expenses        
  Advisory     229,123  
  Administrative     54,046  
  Custodian     37,670  
  Audit and legal     37,335  
  Compliance and internal audit     22,530  
  Trustees' fees and expenses     10,545  
  Shareholder reporting     10,150  
  Other     32,525  
   
 
    Total expenses     433,924  
  Less: expense waived by the Advisor     (57,281 )
   
 
    Net expenses     376,643  
   
 
      Net investment income     127,645  
   
 
Realized and unrealized gain (loss) on investment and foreign currency transactions        
  Net realized gain on investments (net of foreign capital gain taxes of $10,336)     3,474,494  
  Net realized loss on foreign currency transactions     (12,705 )
  Net change in unrealized appreciation on investments     1,739,965  
   
 
    Net increase in net assets resulting from operations   $ 5,329,399  
   
 

See notes to financial statements.


76



RMR Asia Pacific Real Estate Fund
Financial Statements
– continued

Statement of Changes in Net Assets


 
  Six Months Ended
June 30,
2007
(unaudited)

  For the Period
May 25,
2006(a) to December 31,
2006


Increase in net assets resulting from operations            
  Net investment income   $ 127,645   $ 353,151
  Net realized gain on investment transactions and foreign currency transactions     3,461,789     647,831
  Net change in unrealized appreciation/(depreciation) on investments     1,739,965     7,018,507
   
 
    Net increase in net assets resulting from operations     5,329,399     8,019,489
   
 
Capital shares transactions            
  Net proceeds from sale of common shares         33,392,600
   
 
    Net increase from capital transactions         33,392,600
   
 
    Total increase in net assets     5,329,399     41,412,089
Net assets            
  Beginning of period     41,512,089     100,000
   
 
  End of period (including undistributed net investment income of $985,066 and $857,421, respectively)   $ 46,841,488   $ 41,512,089
   
 
Common shares            
  Shares outstanding, beginning of period     1,755,000     5,000
    Shares issued         1,750,000
   
 
  Shares outstanding, end of period     1,755,000     1,755,000
   
 

(a) Commencement of operations.
See notes to financial statements.


77


RMR Asia Pacific Real Estate Fund
Financial Highlights

Selected Data For A Common Share Outstanding Throughout Each Period


 
 
  Six Months
Ended
June 30, 2007
(unaudited)

  For the Period
May 25,
2006(a) to
December 31, 2006

 

 
Per Common Share Operating Performance (b)              
Net asset value, beginning of period   $ 23.65   $ 19.08 (c)
   
 
 
Income from Investment Operations              
Net investment income (d)     .07     .21  
Net realized and unrealized appreciation/(depreciation) on investments     2.97     4.40  
   
 
 
Net increase in net asset value from operations     3.04     4.61  
Common share offering costs charged to capital         (.04 )
   
 
 
Net asset value, end of period   $ 26.69   $ 23.65  
   
 
 
Market price, beginning of period   $ 23.41   $ 20.00  
   
 
 
Market price, end of period   $ 23.86   $ 23.41  
   
 
 
Total Return (e)              
Total investment return based on:              
  Market price (f)     1.92 %   17.05 %
  Net asset value (f)     12.85 %   23.95 %
Ratios/Supplemental Data:              
Ratio to average net assets attributable to common shares of: (g)              
  Net investment income, before total preferred share distributions (d)     0.56 %   1.64 %
  Expenses, net of fee waivers     1.64 %   2.25 %
  Expenses, before fee waivers     1.89 %   2.50 %
Portfolio Turnover Rate     36.79 %   27.61 %
Net assets attributable to common shares, end of period (000s)   $ 46,841   $ 41,512  
(a)
Commencement of operations.
(b)
Based on average shares outstanding.
(c)
Net asset value at May 25, 2006, reflects the deduction of the average sales load and offering costs of $0.92 per share paid by the holders of common shares from the $20.00 offering price. We paid a sales load and offering cost of $0.94 per share on 1,710,000 shares sold to the public and no sales load or offering costs on 4,000 common shares sold to affiliates of the RMR Advisors for $20 per share.
(d)
Amounts are net of expenses waived by RMR Advisors.
(e)
Total returns for periods of less than one year are not annualized.
(f)
Total return based on per share market price assumes the purchase of common shares at the market price on the first day and sales of common shares at the market price on the last day of the period indicated; dividends and distributions, if any, are assumed to be reinvested at market prices on the ex-dividend date. The total return based net asset value, or NAV, assumes the purchase of common shares at NAV on the first day and sales of common shares at NAV on the last day of the period indicated; distributions are assumed to be reinvested at NAV on the ex-dividend date. Results represent past performance and do not guarantee future results. Total return would have been lower if RMR Advisors had not contractually waived a portion of its investment advisory fee.
(g)
Annualized.

See notes to financial statements.


78



RMR Asia Pacific Real Estate Fund
Notes to Financial Statements

June 30, 2007 (unaudited)

Note A

(1)  Organization

RMR Asia Pacific Real Estate Fund, or the Fund, was organized as a Massachusetts business trust on February 14, 2006, and is registered under the Investment Company Act of 1940, as amended, or the 1940 Act, as a non-diversified closed-end management investment company. The Fund had no operations prior to May 25, 2006, other than matters relating to the Fund's establishment, registration of the Fund's common shares under the Securities Act of 1933, and the sale of 5,000 common shares for $100,000 to RMR Advisors, Inc., or RMR Advisors. On May 25, 2006, the Fund sold 1,750,000 common shares in an initial public offering including 40,000 shares sold to affiliates of RMR Advisors. Proceeds to the Fund were $33,392,600 after deducting underwriting commissions and $68,400 of offering expenses. There was no underwriting commission or offering expenses paid on shares sold to the affiliates of RMR Advisors.

(2)  Interim Financial Statements

The accompanying June 30, 2007, financial statements have been prepared without audit. The Fund believes that disclosures made are adequate to make the information presented not misleading. In the opinion of the Fund's management, all adjustments, which include normal recurring adjustments considered necessary for a fair presentation, have been included. The Fund's operating results for this interim period are not necessarily indicative of the results that may be expected on an annual basis or in the future.

(3)  Use of Estimates

Preparation of these financial statements in conformity with accounting principles generally accepted in the United States requires the Fund's management to make estimates and assumptions that may affect the amounts reported in the financial statements and related notes. The actual results could differ from these estimates.

(4)  Portfolio Valuation

Investment securities of the Fund are valued at the latest sales price reflected on the consolidated tape of the exchange that reflects the principal market for such securities whenever that price is readily available on that day; securities for which no sales were reported on that day, unless otherwise noted, are valued at the last available bid price on that day. Any of the Fund's securities which are not readily marketable, which are not traded or which have other characteristics of illiquidity are valued by the Fund at fair value as determined in good faith under the supervision of the Fund's board of trustees. Numerous factors may be considered when determining fair value of a security, including cost at date of purchase, type of security, the nature and duration of restrictions on disposition of the security and whether the issuer of the security being fair valued has other securities of the same type outstanding. Short-term debt securities with less than 60 days until maturity may be valued at cost, which when combined with interest accrued, approximates market value.

Some foreign markets close before the close of customary trading sessions on the American Stock Exchange or AMEX (normally 4:00 p.m. eastern time). Occasionally, events occur after the principal foreign exchange on which the foreign securities trade has closed but before the AMEX closes and the Fund determines net asset value, or NAV, that could affect the value of the securities the Fund owns or cause their prices to be unreliable. If these events are expected to materially affect the Fund's NAV, the prices of such securities will be adjusted to reflect their estimated fair value as of the close of the AMEX, as determined in good faith under procedures established by the Fund's board of trustees.


79



(5)  Securities Transactions and Investment Income

Securities transactions are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost.

(6)  Taxes

The Fund has qualified and intends to qualify in the future as a "regulated investment company" and to comply with the applicable provisions of subchapter M of the Internal Revenue Code of 1986, as amended, so that it will generally not be subject to United States federal income tax. However, the Fund may be subject to a 4% excise tax to the extent the Fund does not distribute substantially all taxable earnings each year.

Some Asia Pacific governments may subject the Fund's investment income and securities sales to withholding or other taxes. For the six months June 30, 2007, $59,633 of foreign taxes have been withheld from distributions to the Fund and recorded as a reduction of dividend income and $10,336 of foreign taxes have been withheld from the proceeds of sales of securities and recorded as a reduction of net realized gains on investments.

(7)  Distributable Earnings

The Fund earns income, net of expenses, daily on its investments. It is the policy of the Fund to make distributions of its income at least annually in amounts at least equal to the amount necessary to maintain its status as a registered investment company. On July 12, 2007, the Fund declared a distribution of $1.52 to common shareholders payable on September 14, 2007. Distributions to shareholders are recorded on the ex-dividend date. The Fund's distributions may consist of ordinary income (net investment income and short term capital gains), long term capital gains and return of capital. To the extent the Fund's net realized capital gains, if any, can be offset by capital loss carry-forwards, it is the policy of the Fund not to distribute such gains.

Although subject to adjustments, the cost, gross unrealized appreciation and unrealized depreciation of the Fund's investments for federal income tax purposes as of June 30, 2007, are as follows:

Cost   $ 38,045,389  
   
 
Gross unrealized appreciation   $ 9,066,755  
Gross unrealized depreciation     (308,286 )
   
 
Net unrealized appreciation/(depreciation)   $ 8,758,469  
   
 

(8)  Concentration of Risk

Under normal market conditions, the Fund's investments will be concentrated in common shares, preferred shares and debt securities, including convertible preferred and debt securities, issued by Asia Pacific real estate companies and REITs. The value of Fund shares may fluctuate more than the shares of a fund not concentrated in the real estate industry or in the Asia Pacific region due to economic, legal, regulatory, technological or other developments affecting the Asia Pacific real estate industry and securities market.


80


(9)  Foreign Securities Risk

As compared to U.S. securities, foreign securities may be issued by companies which provide less financial and other information, and which are subject to less developed and difficult to access legal systems, less stringent accounting, auditing and financial reporting standards or different governmental regulations. As compared to U.S. securities markets, foreign securities markets may have different settlement procedures, may have higher transaction costs, may be conducted in a less regulated manner, are generally smaller and may be less liquid and more volatile than securities markets in the U.S. The value of foreign securities may also decline or be unstable because of political, social or economic events or instability outside of the U.S.

(10)   Foreign Currency Translations

The accounting records of the Fund are maintained in U.S. dollars. Portfolio securities and other assets and liabilities denominated in a foreign currency are translated daily into U.S. dollars at the prevailing rates of exchange. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the prevailing exchange rates on the respective transaction dates.

The Fund does not isolate the portion of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of investments. Such fluctuations are included in net realized and unrealized gain (loss) on investments. Net realized gain (loss) on foreign currency transactions represents net foreign currency gain (loss) from forward currency contracts, disposition of foreign currencies, currency gain (loss) realized between the trade and settlement dates on securities transactions, and the difference between the amount of dividends, interest and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid. Net unrealized foreign currency appreciation/(depreciation) arises from changes in the value of assets and liabilities, other than investments in securities, as a result of changes in exchange rates.

(11)   Recent Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board, or FASB, issued Interpretation No. 48 "Accounting for Uncertainty in Income Taxes", or FIN 48. FIN 48 was effective for the fiscal years beginning after December 15, 2006. The Securities and Exchange Commission delayed the application of FIN 48 to open and closed end funds to not later than June 29, 2007. FIN 48 prescribes how the Fund should recognize, measure and present in the Fund's financial statements uncertain tax provisions that have been taken or expected to be taken in a tax return. Pursuant to FIN 48 the Fund can recognize a tax benefit only if it is "more likely than not" that a particular tax position will be sustained upon examination or audit. To the extent the "more likely than not" standard has been satisfied the benefits associated with a tax position is measured as the largest amount that is greater than 50% likely of being realized upon settlement. As required, the Fund adopted FIN 48 effective June 29, 2007, and concluded that the effect is not material to its financial statements.

In September 2006, FASB issued Statement of Accounting Standards No. 157, "Fair Value Measurement", or SFAS 157, which is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands required disclosures about fair value measurements. The Fund is currently evaluating the impact, if any, the adoption of SFAS 157 will have on its financial statements.


81


(12)   Other Investment Companies

The Fund may invest in the securities of other investment companies to the extent that such investments are consistent with the Fund's investment objectives and principal investment strategies and permissible under the 1940 Act. Under one provision of the 1940 Act, the Fund may not acquire the securities of other investment companies if, as a result, (i) more than 3% of the total outstanding voting securities of any one investment company would be held by the Fund, (ii) more than 5% of the Fund's total assets would be invested in any one investment company or (iii) more than 10% of the Fund's total assets would be invested in securities of other investment companies. Other provisions of the 1940 Act are less restrictive provided that the Fund is able to meet certain conditions. These limitations do not apply to the acquisition of shares of any investment company in connection with a merger, consolidation, reorganization or acquisition of substantially all of the assets of another investment company and the acquisition of money market instruments. The Fund, as a holder of the securities of other investment companies, will bear its pro rata portion of the other investment companies' expenses, including advisory fees. These expenses will be in addition to the direct expenses incurred by the Fund.

Note B

Advisory, Subadvisory and Administration Agreements and Other Transactions with Affiliates

The Fund has an advisory agreement with RMR Advisors, to provide the Fund with a continuous investment program, oversee the subadvisor and generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to the agreement, RMR Advisors is compensated at an annual rate of 1% of the Fund's average daily net assets.

RMR Advisors has contractually agreed to waive a portion of its annual fee equal to 0.25% of the Fund's average daily managed assets until May 25, 2011. The Fund incurred net advisory fees of $171,842 during the six months ended June 30, 2007.

RMR Advisors has entered into a subadvisory agreement with MacarthurCook Investment Managers Ltd., or MacarthurCook, to make day-to-day investment decisions and to generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to the agreement, RMR Advisors, and not the Fund, will pay the subadvisor a monthly fee equal to an annual rate of 0.375% of the Fund's average daily managed assets. MacarthurCook has agreed to waive a portion of the fee payable by RMR Advisors such that until May 25, 2011, the fee payable will be equal to 0.25% of the Fund's average daily managed assets.

RMR Advisors also performs administrative functions for the Fund pursuant to an administration agreement with the Fund. RMR Advisors has entered into a subadministration agreement with State Street Bank and Trust Company, or State Street, to perform substantially all Fund accounting and other administrative services. Under the administration agreement, RMR Advisors is entitled to reimbursement of the cost of providing administrative services. The Fund reimbursed RMR Advisors for $54,046 of subadministrative fees charged by State Street for the six months ended June 30, 2007.

Each trustee who is not a director, officer or employee of RMR Advisors and who is not an "interested person" of the Fund as defined under the 1940 Act, is considered to be a "disinterested trustee". Disinterested trustees are each paid by the Fund an annual fee plus fees for board and committee meetings. The Fund incurred $10,545 of trustee fees and expenses during the six months ended June 30, 2007.


82



The Fund's board of trustees and separately the disinterested trustees authorized the Fund to make reimbursement payments to RMR Advisors for costs related to the Fund's compliance and internal audit programs. The Fund incurred $22,530 of compliance and internal audit expense during the six months ended June 30, 2007. The Fund also participates in pooled insurance programs with RMR Advisors and other funds managed by RMR Advisors and makes payments of allocated portions of related premiums. The Fund incurred $9,835 of insurance expense during the six months ended June 30, 2007.

Note C

Securities Transactions

During the six months ended June 30, 2007, there were purchases and sales transactions (excluding short term securities) of $16,703,113 and $16,923,981, respectively. Brokerage commissions on securities transactions amounted to $75,568 during the six months ended June 30, 2007.

Note D

Submission of Proposals to a Vote of Shareholders

The annual meeting of Fund shareholders was held on May 8, 2007. Following is a summary of the proposals submitted to shareholders for vote at the meeting and the votes cast:

Proposal

  Votes for
  Votes withheld
  Votes abstained
Election of Arthur G. Koumantzelis as trustee until the 2010 annual meeting.   1,557,253   37,451  
Election of Barry M. Portnoy as trustee until the 2010 annual meeting.   1,547,386   47,318  
Proposal

  Votes for
  Votes against
  Votes abstained
  Broker Non-Vote
Amendment to declaration of trust to explicitly provide that any shareholder that breaches the Fund's declaration of trust or bylaws will indemnify and hold harmless the Fund (and, if applicable, any charitable trustee) from and against all costs, expenses, penalties, fines and other amounts, including attorneys' and other professional fees, arising from the shareholder's breach, together with interest on such amounts.   509,739   33,729   8,891   1,042,345

83


RMR Asia Real Estate Fund
June 30, 2007


 

 

LOGO

To our shareholders,

In the pages that follow, you will find data summarizing our financial results for the period from May 25, 2007, the date we commenced operations, through June 30, 2007, and our financial position as of June 30, 2007.

Although the Fund has been in operation for only a short time, we have taken the steps to build what we believe will be a sound long term investment portfolio.

Relevant Market Conditions

Real Estate Industry Fundamentals.    Economic growth in the Asian region remains strong and inflation appears to be generally under control. Authorities have been raising interest rates in China and India in order to slow down extreme growth, which appears to working in India but not yet in China. Official interest rates are expected to rise in Japan over the long term as they are currently very low; however, weak consumer demand has caused the monetary authority to slow the tightening process. As a result the Japanese yen has declined in value, or at least not risen as much as expected. Demand for office space in the financial centers of Tokyo, Hong Kong and Singapore has been very strong. This has led to low vacancy levels and some of the highest asking rents for years. Wage growth and low unemployment have resulted in rising consumer incomes and confidence. This supports retail sales and demand for residential property in most of the markets, except perhaps Japan. Strong exports from Japan, Korea and China have helped to revive the industrial real estate sector. The hotel sector is also buoyant, with strong occupancy and rising room rates.

Real Estate Industry Technicals.    Rising bond yields have damaged investor sentiment caused a serious correction in the real estate security markets in June. However, we expect stabilization in the credit markets and a gradual recovery in real estate securities over the remainder of this year. Demand for underlying real estate remains strong and property capital values continue to rise. There has only been one Real Estate Investment Trust, or REIT, initial public offering in Japan this year, which is a significant slowdown from last year. Singapore is becoming a major regional securities market center and it has seen several new REIT listings, including trusts with assets in India and Indonesia.

Fund Strategies, Techniques and Performance

Our primary investment objective is capital appreciation. There can be no assurance that we will achieve our investment objective.

During the period from May 25, 2007, through June 30, 2007, our total return on net asset value, or NAV, was negative 5.25%. During that same period, the total return for the EPRA NAREIT Asia Index (an unmanaged index of Asia Pacific real estate common stocks) was negative 4.5%. We believe this index is


84



relevant to us because all our investments as of June 30, 2007, excluding short term investments, were in securities of real estate companies in countries covered by this index. The S&P 500 Index (an unmanaged index published as Standard and Poor's Composite Index of 500 common stocks) total return for the same period was negative 0.6%.

Thank you for your continued support. For more information, please view our website, at www.rmrfunds.com.

Sincerely,

LOGO

Adam D. Portnoy
President

Portfolio holdings by sub-sector as a percentage of investments
(as of June 30, 2007) *

  Diversified   70 %
  Retail   11 %
  Other, less than 10%   14 %
  Short term investments   5 %
   
 
    Total investments   100 %
   
 
  Real Estate   99 %
  Short term investments   1 %
   
 
    Total investments   100 %
   
 

Portfolio holdings by country (as of June 30, 2007) *

  Hong Kong   39 %
  Japan   35 %
  Singapore   13 %
  Other, less than 10%   8 %
  Short term investments   5 %
   
 
    Total   100 %
   
 

*
These percentages represent the Fund's portfolio holdings by sub-sector as a percentage of total portfolio holdings and do not agree with the percentages included in the Portfolio of Investments schedule which represent the Fund's portfolio holdings by sub-sector as a percentage of the Fund's total net assets.

85


RMR Asia Real Estate Fund
Portfolio of Investments
– June 30, 2007 (unaudited)


 
Company

  Shares

  Value

 

 
Common Stocks – 94.4%            
Hong Kong – 39.1%            
  Diversified – 23.5%            
    China Resources Land, Ltd.   1,158,000   $ 1,732,735  
    Great Eagle Holdings, Ltd.   200,000     700,839  
    Henderson Land Development Co. Ltd   333,000     2,267,783  
    Hongkong Land Holdings, Ltd.   1,847,000     8,311,500  
    Hysan Development Co., Ltd.   1,122,000     2,984,653  
    New World China Land, Ltd.   1,842,000     1,566,567  
    Shenzhen Investment, Ltd.   2,486,000     1,882,177  
    Shimao Property Holdings, Ltd.   330,000     739,411  
       
 
          20,185,665  
  Hospitality – 6.6%            
    Sun Hung Kai Properties, Ltd.   469,000     5,650,169  
  Retail – 9.0%            
    Hang Lung Properties, Ltd.   1,174,000     4,046,360  
    The Link REIT *   1,689,000     3,736,917  
       
 
          7,783,277  
Total Hong Kong (Cost $33,971,595)         33,619,111  
Japan – 34.8%            
  Apartments – 1.0%            
    Nippon Residential Investment Corp. *   148     859,452  
  Diversified – 28.9%            
    Aeon Mall Co., Ltd.   47,900     1,474,445  
    Mitsubishi Estate Co., Ltd.   450,000     12,243,655  
    Mitsui Fudosan Co., Ltd   220,000     6,182,335  
    Shoei Co., Ltd.   40,260     845,255  
    Sumitomo Realty & Development Co., Ltd.   125,000     4,081,218  
       
 
          24,826,908  
  Office – 4.9%            
    Nippon Building Fund, Inc. *   203     2,819,330  
    NTT Urban Development Corp.   700     1,358,782  
       
 
          4,178,112  
Total Japan (Cost $34,610,682)         29,864,472  

See notes to financial statements and notes to portfolio of investments.

 

 

 

 

 

 

86


Common Stocks – continued            
Malaysia – 3.5%            
  Diversified – 3.5%            
    KLCC Property Holdings Berhad   1,349,000   $ 1,422,262  
    SP Setia Berhad   616,000     1,543,345  
       
 
          2,965,607  
Total Malaysia (Cost $3,139,243)         2,965,607  
Philippines – 3.8%            
  Diversified – 3.8%            
    Filinvest Land, Inc.   36,202,000     1,690,731  
    Megaworld Corp.   17,963,000     1,553,557  
       
 
          3,244,288  
Total Philippines (Cost $3,204,054)         3,244,288  
Singapore – 13.2%            
  Diversified – 10.6%            
    Allgreen Properties, Ltd.   1,965,000     2,682,901  
    CDL Hospitality Trusts *   1,343,000     2,158,275  
    City Developments, Ltd.   203,000     2,294,235  
    Keppel Land, Ltd,   170,000     971,746  
    Singapore Land, Ltd.   137,000     1,020,284  
       
 
          9,127,441  
  Office – 0.9%            
    Ascott Residence Trust   593,000     782,531  
  Retail – 1.7%            
    Frasers Centrepoint Trust *   1,289,000     1,448,362  
Total Singapore (Cost $11,004,678)         11,358,334  
Total Common Stocks (Cost $85,930,252)         81,051,812  
Warrants – 1.3%            
  Australia – 1.3%            
    Macquarie Bank, Ltd., Warrants, expriring 6/19/08 (a) (Cost $1,121,584)   90,000     1,115,100  
Short-Term Investments – 4.5%            
  Other Investment Companies – 4.5%            
    SSgA Money Market Fund, 4.98% (b) (Cost $3,857,778)   3,857,778     3,857,778  
Total Investments – 100.2% (Cost $90,909,614)         86,024,690  
Other assets less liabilities – (0.2)%         (143,915 )
Net Assets – 100%       $ 85,880,775  

Notes to Portfolio of Investments

*
Company is organized as a real estate investment trust as defined by the laws of its country of domicile.
(a)
As of June 30, 2007, this security had not paid a distribution.
(b)
Rate reflects 7 day yield as of June 30, 2007.

See notes to financial statements.


87



RMR Asia Real Estate Fund
Financial Statements

Statement of Assets and Liabilities


 
June 30, 2007 (unaudited)

   
 

 
Assets        
  Investments in securities, at value (cost $90,909,614)   $ 86,024,690  
  Cash     121  
  Dividends and interest receivable     140,252  
   
 
    Total assets     86,165,063  
   
 
Liabilities        
  Advisory fee payable     53,970  
  Accrued expenses and other liabilities     230,318  
   
 
    Total liabilities     284,288  
   
 
Net assets   $ 85,880,775  
   
 
Composition of net assets        
  $.001 par value per share;        
    unlimited number of shares authorized,        
      4,755,000 shares issued and outstanding   $ 4,755  
  Additional paid-in capital     90,630,245  
  Undistributed net investment income     109,632  
  Accumulated net realized gain on investment and foreign currency transactions     21,035  
  Net unrealized depreciation on investments and foreign currency transactions     (4,884,892 )
   
 
Net assets   $ 85,880,775  
   
 
Net asset value per share
(based on 4,755,000 shares outstanding)
  $ 18.06  
   
 

See notes to financial statements.


88



RMR Asia Real Estate Fund
Financial Statements
– continued

Statement of Operations


 
For the Period May 25, 2007(a) to June 30, 2007 (unaudited)

   
 

 
Investment Income        
  Dividends (cash distributions received or due, net of foreign taxes withheld of $2,625)   $ 109,718  
  Interest     102,134  
   
 
    Total investment income     211,852  
   
 
Expenses        
  Advisory     79,409  
  Audit and legal     11,050  
  Administrative     8,353  
  Compliance and internal audit     6,719  
  Custodian     5,810  
  Shareholder reporting     3,136  
  Trustees' fees and expenses     2,195  
  Other     5,400  
   
 
    Total expenses     122,072  
  Less: expense waived by the Advisor     (19,852 )
   
 
    Net expenses     102,220  
   
 
      Net investment income     109,632  
   
 
Realized and unrealized gain (loss) on investment and foreign currency transactions        
  Net realized gain on foreign currency transactions     21,035  
  Net change in unrealized appreciation/(depreciation) on investments     (4,884,892 )
   
 
    Net decrease in net assets attributable to common shares resulting from operations   $ (4,754,225 )
   
 

(a) Commencement of operations.
See notes to financial statements.


89



RMR Asia Real Estate Fund
Financial Statements
– continued

Statements of Changes in Net Assets


 
For the Period May 25, 2007(a) to June 30, 2007 (unaudited)

   
 

 
Increase (decrease) in net assets resulting from operations        
  Net investment income   $ 109,632  
  Net realized gain on foreign currency transactions     21,035  
  Net change in unrealized appreciation/(depreciation) on investments     (4,884,892 )
   
 
    Net decrease in net assets resulting from operations     (4,754,225 )
   
 
Capital shares transactions        
  Net proceeds from sale of common shares     90,535,000  
   
 
    Net increase from capital transactions     90,535,000  
   
 
    Total increase in net assets     85,780,775  
Net assets        
  Beginning of period     100,000  
   
 
  End of period (including undistributed net investment income of $109,632)   $ 85,880,775  
   
 
Common shares        
  Shares outstanding, beginning of period     5,000  
    Shares issued     4,750,000  
   
 
  Shares outstanding, end of period     4,755,000  
   
 

(a) Commencement of operations.
See notes to financial statements.


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RMR Asia Real Estate Fund
Financial Highlights

Selected Data For A Common Share Outstanding Throughout The Period


 
 
  For the Period
May 25,
2007(a) to
June 30,
2007
(unaudited)

 

 
Per Common Share Operating Performance (b)        
Net asset value, beginning of period   $ 19.06  (c)
   
 
Income from Investment Operations        
Net investment income (d)     .02  
Net realized and unrealized appreciation/(depreciation) on investments     (.98 )
   
 
Net decrease in net asset value from operations     (.96 )
Common share offering costs charged to capital     (.04 )
   
 
Net asset value, end of period   $ 18.06  
   
 
Market price, beginning of period   $ 20.00  
   
 
Market price, end of period   $ 19.16  
   
 
Total Return (e)        
Total investment return based on:        
  Market price (f)     (4.20 )%
  Net asset value (f)     (5.25 )%
Ratios/Supplemental Data:        
Ratio to average net assets attributable to common shares of: (g)        
  Net investment income (d)     1.38 %
  Expenses, net of fee waivers     1.29 %
  Expenses, before fee waivers     1.54 %
Portfolio Turnover Rate     0.00 %
Net assets attributable to common shares, end of period (000s)   $ 85,881  
(a)
Commencement of operations.
(b)
Based on average shares outstanding.
(c)
Net asset value at May 25, 2007, reflects the deduction of the average sales load and offering costs of $0.94 per share paid by the holders of common shares from the $20.00 offering price. We paid a sales load of $0.90 per share on 4,750,000 common shares sold to the public.
(d)
Amounts are net of expenses waived by RMR Advisors.
(e)
Total returns for periods of less than one year are not annualized.
(f)
Total return based on per share market price assumes the purchase of common shares at the market price on the first day and sales of common shares at the market price on the last day of the period indicated; dividends and distributions, if any, are assumed to be reinvested at market prices on the ex-dividend date. The total return based net asset value, or NAV, assumes the purchase of common shares at NAV on the first day and sales of common shares at NAV on the last day of the period indicated; distributions are assumed to be reinvested at NAV on the ex-dividend date. Results represent past performance and do not guarantee future results. Total return would have been lower if RMR Advisors had not contractually waived a portion of its investment advisory fee.
(g)
Annualized.

See notes to financial statements.


91



RMR Asia Real Estate Fund
Notes to Financial Statements

June 30, 2007 (unaudited)

Note A

(1)  Organization

RMR Asia Real Estate Fund, or the Fund, was organized as a Massachusetts business trust on January 18, 2007, and is registered under the Investment Company Act of 1940, as amended, or the 1940 Act, as a non-diversified closed-end management investment company. The Fund had no operations prior to May 25, 2007, other than matters relating to the Fund's establishment, registration of the Fund's common shares under the Securities Act of 1933, and the sale of 5,000 common shares for $100,000 to RMR Advisors, Inc., or RMR Advisors. On May 25, 2007, the Fund sold 4,750,000 common shares in an initial public offering. Proceeds to the Fund were $90,535,000 after deducting underwriting commissions and $190,000 of offering expenses.

(2)  Interim Financial Statements

The accompanying June 30, 2007, financial statements have been prepared without audit. The Fund believes that disclosures made are adequate to make the information presented not misleading. In the opinion of the Fund's management, all adjustments, which include normal recurring adjustments considered necessary for a fair presentation, have been included. The Fund's operating results for this interim period are not necessarily indicative of the results that may be expected on an annual basis or in the future.

(3)  Use of Estimates

Preparation of these financial statements in conformity with accounting principles generally accepted in the United States requires the Fund's management to make estimates and assumptions that may affect the amounts reported in the financial statements and related notes. The actual results could differ from these estimates.

(4)  Portfolio Valuation

Investment securities of the Fund are valued at the latest sales price reflected on the consolidated tape of the exchange that reflects the principal market for such securities whenever that price is readily available on that day; securities for which no sales were reported on that day, unless otherwise noted, are valued at the last available bid price on that day. Any of the Fund's securities which are not readily marketable, which are not traded or which have other characteristics of illiquidity are valued by the Fund at fair value as determined in good faith under the supervision of the Fund's board of trustees. Numerous factors may be considered when determining fair value of a security, including cost at date of purchase, type of security, the nature and duration of restrictions on disposition of the security and whether the issuer of the security being fair valued has other securities of the same type outstanding. Short-term debt securities with less than 60 days until maturity may be valued at cost, which when combined with interest accrued, approximates market value.

Some foreign markets close before the close of customary trading sessions on the American Stock Exchange or AMEX (normally 4:00 p.m. eastern time). Occasionally, events occur after the principal foreign exchange on which the foreign securities trade has closed but before the AMEX closes and the Fund determines net asset value, or NAV, that could affect the value of the securities the Fund owns or cause their prices to be unreliable. If these events are expected to materially affect the Fund's NAV, the prices of such securities will be adjusted to reflect their estimated fair value as of the close of the AMEX, as determined in good faith under procedures established by the Fund's board of trustees.


92



(5)  Securities Transactions and Investment Income

Securities transactions are recorded on a trade date basis. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost.

(6)  Taxes

The Fund has qualified and intends to qualify in the future as a "regulated investment company" and to comply with the applicable provisions of subchapter M of the Internal Revenue Code of 1986, as amended, so that it will generally not be subject to United States federal income tax. However, the Fund may be subject to a 4% excise tax to the extent the Fund does not distribute substantially all taxable earnings each year.

Some Asian governments may subject the Fund's investment income and securities sales to withholding or other taxes. For the period ended June 30, 2007, $2,625 of foreign taxes has been withheld from distributions to the Fund and recorded as a reduction of dividend income. There were no sales of securities during the period.

(7)  Distributable Earnings

The Fund earns income, net of expenses, daily on its investments. It is the policy of the Fund to make distributions of its income at least annually in amounts at least equal to the amount necessary to maintain its status as a registered investment company. As of June 30, 2007, the Fund had not declared or paid distributions to shareholders. Distributions to shareholders are recorded on the ex-dividend date. The Fund's distributions may consist of ordinary income (net investment income and short term capital gains), long term capital gains and return of capital. To the extent the Fund's net realized capital gains, if any, can be offset by capital loss carry-forwards, it is the policy of the Fund not to distribute such gains.

Although subject to adjustments, the cost, gross unrealized appreciation and unrealized depreciation of the Fund's investments for federal income tax purposes as of June 30, 2007, are as follows:

Cost   $ 90,909,614  
   
 
Gross unrealized appreciation   $ 1,487,889  
Gross unrealized depreciation     (6,372,813 )
   
 
Net unrealized appreciation/(depreciation)   $ (4,884,924 )
   
 

(8)  Concentration of Risk

Under normal market conditions, the Fund's investments will be concentrated in common shares, preferred shares and debt securities, including convertible preferred and debt securities, issued by Asian real estate companies and REITs. The value of Fund shares may fluctuate more than the shares of a fund not concentrated in the real estate industry or in the Asian region due to economic, legal, regulatory, technological or other developments affecting the Asian real estate industry and securities market.


93


(9)  Foreign Securities Risk

As compared to U.S. securities, foreign securities may be issued by companies which provide less financial and other information, and which are subject to less developed and difficult to access legal systems, less stringent accounting, auditing and financial reporting standards or different governmental regulations. As compared to U.S. securities markets, foreign securities markets may have different settlement procedures, may have higher transaction costs, may be conducted in a less regulated manner, are generally smaller and may be less liquid and more volatile than securities markets in the U.S. The value of foreign securities may also decline or be unstable because of political, social or economic events or instability outside of the U.S.

(10)   Foreign Currency Translations

The accounting records of the Fund are maintained in U.S. dollars. Portfolio securities and other assets and liabilities denominated in a foreign currency are translated daily into U.S. dollars at the prevailing rates of exchange. Purchases and sales of securities, income receipts and expense payments are translated into U.S. dollars at the prevailing exchange rates on the respective transaction dates.

The Fund does not isolate the portion of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of investments. Such fluctuations are included in net realized and unrealized gain (loss) on investments. Net realized gain (loss) on foreign currency transactions represents net foreign currency gain (loss) from forward currency contracts, disposition of foreign currencies, currency gain (loss) realized between the trade and settlement dates on securities transactions, and the difference between the amount of dividends, interest and foreign withholding taxes recorded on the Fund's accounting records and the U.S. dollar equivalent amounts actually received or paid. Net unrealized foreign currency appreciation/(depreciation) arises from changes in the value of assets and liabilities, other than investments in securities, as a result of changes in exchange rates.

(11)   Recent Accounting Pronouncements

In June 2006, the Financial Accounting Standards Board, or FASB, issued Interpretation No. 48 "Accounting for Uncertainty in Income Taxes", or FIN 48. FIN 48 was effective for the fiscal years beginning after December 15, 2006. The Securities and Exchange Commission delayed the application of FIN 48 to open and closed end funds to not later than June 29, 2007. FIN 48 prescribes how the Fund should recognize, measure and present in the Fund's financial statements uncertain tax provisions that have been taken or expected to be taken in a tax return. Pursuant to FIN 48 the Fund can recognize a tax benefit only if it is "more likely than not" that a particular tax position will be sustained upon examination or audit. To the extent the "more likely than not" standard has been satisfied the benefits associated with a tax position is measured as the largest amount that is greater than 50% likely of being realized upon settlement. As required, the Fund adopted Fin 48 effective June 29, 2007, and concluded that the effect is not material to its financial statements.

In September 2006, FASB issued Statement of Accounting Standards No. 157, "Fair Value Measurement", or SFAS 157, which is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and expands required disclosures about fair value measurements. The Fund is currently evaluating the impact, if any, the adoption of SFAS 157 will have on its financial statements.


94



(12)   Other Investment Companies

The Fund may invest in the securities of other investment companies to the extent that such investments are consistent with the Fund's investment objectives and principal investment strategies and permissible under the 1940 Act. Under one provision of the 1940 Act, the Fund may not acquire the securities of other investment companies if, as a result, (i) more than 3% of the total outstanding voting securities of any one investment company would be held by the Fund, (ii) more than 5% of the Fund's total assets would be invested in any one investment company or (iii) more than 10% of the Fund's total assets would be invested in securities of other investment companies. Other provisions of the 1940 Act are less restrictive provided that the Fund is able to meet certain conditions. These limitations do not apply to the acquisition of shares of any investment company in connection with a merger, consolidation, reorganization or acquisition of substantially all of the assets of another investment company and the acquisition of money market instruments. The Fund, as a holder of the securities of other investment companies, will bear its pro rata portion of the other investment companies' expenses, including advisory fees. These expenses will be in addition to the direct expenses incurred by the Fund.

Note B

Advisory, Subadvisory and Administration Agreements and Other Transactions with Affiliates

The Fund has an advisory agreement with RMR Advisors, to provide the Fund with a continuous investment program, oversee the subadvisor and generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to the agreement, RMR Advisors is compensated at an annual rate of 1% of the Fund's average daily net assets.

RMR Advisors has contractually agreed to waive a portion of its annual fee equal to 0.25% of the Fund's average daily managed assets until May 25, 2012. The Fund incurred net advisory fees of $59,557 during the period ended June 30, 2007.

RMR Advisors has entered into a subadvisory agreement with MacarthurCook Investment Managers Ltd., or MacarthurCook, to make day-to-day investment decisions and to generally manage the business affairs of the Fund in accordance with its investment objectives and policies. Pursuant to the agreement, RMR Advisors, and not the Fund, will pay the subadvisor a monthly fee equal to an annual rate of 0.375% of the Fund's average daily managed assets. MacarthurCook has agreed to waive a portion of the fee payable by RMR Advisors such that until May 25, 2012, the fee payable will be equal to 0.25% of the Fund's average daily managed assets.

RMR Advisors also performs administrative functions for the Fund pursuant to an administration agreement with the Fund. RMR Advisors has entered into a subadministration agreement with State Street Bank and Trust Company, or State Street, to perform substantially all Fund accounting and other administrative services. Under the administration agreement, RMR Advisors is entitled to reimbursement of the cost of providing administrative services. The Fund reimbursed RMR Advisors for $8,353 of subadministrative fees charged by State Street for the period ended June 30, 2007.

Each trustee who is not a director, officer or employee of RMR Advisors and who is not an "interested person" of the Fund as defined under the 1940 Act, is considered to be a "disinterested trustee". Disinterested trustees are each paid by the Fund an annual fee plus fees for board and committee meetings. The Fund incurred $2,195 of trustee fees and expenses during the period ended June 30, 2007.


95



The Fund's board of trustees and separately the disinterested trustees authorized the Fund to make reimbursement payments to RMR Advisors for costs related to the Fund's compliance and internal audit programs. The Fund incurred $6,719 of compliance and internal audit expense during the period ended June 30, 2007. The Fund also participates in pooled insurance programs with RMR Advisors and other funds managed by RMR Advisors and makes payments of allocated portions of related premiums. The Fund incurred $1,742 of insurance expense during the period ended June 30, 2007.

Note C

Securities Transactions

During the period ended June 30, 2007, there were purchases and sales transactions (excluding short term securities) of $87,051,836 and $0 respectively. Brokerage commissions on securities transactions amounted to $50,372 during the period ended June 30, 2007.


96


RMR Real Estate Fund
RMR Hospitality and Real Estate Fund
RMR F.I.R.E. Fund
RMR Preferred Dividend Fund
RMR Asia Pacific Real Estate Fund
RMR Asia Real Estate Fund
June 30, 2007

For the purposes of the following, RMR Real Estate Fund (RMR), RMR Hospitality and Real Estate Fund (RHR), RMR F.I.R.E. Fund (RFR), RMR Preferred Dividend Fund (RDR), RMR Asia Pacific Real Estate Fund (RAP) and RMR Asia Real Estate Fund (RAF) are each referred to as a "Trust" or collectively as the "Trusts".

Consideration of the Investment Advisory and Investment Sub-Advisory Agreements for RAF

RMR Advisors serves as the investment advisor to RAF, and MacarthurCook Investment Managers Limited ("MacarthurCook") serves as the sub-advisor to RAF. On February 12, 2007, the RAF board of trustees (the "board") entered into investment advisory and investment sub-advisory agreements for a period of two years to expire on February 11, 2009.

Investment Advisory Agreement.  In making their determination to approve the RAF investment advisory agreement, the board, including the disinterested trustees, considered all of the factors described below.

The board considered the anticipated benefits to RAF shareholders from appointing RMR Advisors as investment advisor. The board's considerations included, among others: the nature, scope and quality of services that RMR Advisors was expected to provide to RAF; the advisory and other fees to be paid; the fact that RMR Advisors has agreed to waive a portion of its fee during the first five years of the RAF's existence in order to reduce RAF's operating expenses; the quality and depth of personnel of RMR Advisors's organization; the capacity and future commitment of RMR Advisors to perform its duties; the financial condition and anticipated profitability of RMR Advisors; the experience and expertise of RMR Advisors as an investment adviser; the level of fees to be paid to RMR Advisors as compared to similar funds; the potential for economies of scale; and any indirect benefits expected to be derived by RMR Advisors's relationship with RAF.

The board considered the level and depth of knowledge of RMR Advisors. In evaluating the quality of services to be provided by RMR Advisors, the board took into account its familiarity with RMR Advisors' management through board meetings, conversations and reports of other funds managed by RMR Advisors. The board also considered the historical performance of the other funds managed by RMR Advisors. The board also took into account RMR Advisors's compliance policies and procedures.

The board compared the proposed advisory fees and the estimated total expense ratio of RAF with various comparative fund data. The board considered RAF's investment objective. The board also considered the RAF's model portfolio composition and investment strategy.

The board considered the potential economies of scale that may be realized if the assets of the RAF grow. The board noted that shareholders might benefit from lower operating expenses as a result of an increasing amount of assets being spread over RAF's fixed expenses.

In considering the approval of the investment advisory agreement, the board, including the disinterested trustees, did not identify any single factor as controlling. Based on the board's evaluation of all the factors that it deemed to be relevant, the board, including the disinterested trustees of the board, concluded that: RMR


97



Advisors has demonstrated that it possesses the capability and resources to perform the duties required of it under the investment advisory agreement for the Fund; RMR Advisors maintains an appropriate compliance program; and the proposed advisory fee rate is fair and reasonable, given the scope and quality of the services to be rendered by RMR Advisors.

Investment Sub-Advisory Agreement.  In making their determination to approve the RAF investment sub-advisory agreement, the board, including the disinterested trustees, considered all of the factors described below.

The board considered the anticipated benefits to RAF shareholders from appointing MacarthurCook as investment sub-advisor. The board's considerations included, among others: the nature, scope and quality of services that MacarthurCook was expected to provide; the sub-advisory fees to be paid by RMR Advisors to MacarthurCook; the fact that MacarthurCook has agreed to waive a portion of its fee during the first five years of RAF's existence; the quality and depth of personnel of MacarthurCook's organization; the capacity and future commitment of MacarthurCook to perform its duties; and the experience and expertise of MacarthurCook as an investment adviser.

The board considered the level and depth of knowledge of MacarthurCook, noting that MacarthurCook specialized in the area of real estate investment management. The board also took into account MacarthurCook's compliance policies and procedures.

The board compared the proposed sub-advisory fees and the estimated total expense ratio of RAF with various comparative fund data. The board considered RAF's investment objective. The board also took into consideration the performance of a model portfolio on which RAF's initial holdings would be based as well as the performance of other funds managed by MacarthurCook.

The board noted that sub-advisory fees under the investment sub-advisory agreement would be paid by RMR Advisers and not by RAF and therefore were the product of arm's-length negotiations between RMR Advisors and MacarthurCook. For these reasons, the anticipated profitability to MacarthurCook from its relationship with RAF was not a material factor in the board's deliberations. For similar reasons, the board did not consider the potential economies of scale in MacarthurCook's management of RAF to be a material factor in its consideration.

In considering the approval of the investment sub-advisory agreement, the board, including the disinterested trustees, did not identify any single factor as controlling. Based on the board's evaluation of all the factors that it deemed to be relevant, the board, including the disinterested trustees of the board, concluded that: MacarthurCook possesses the capability and resources to perform the duties required of it under the investment sub-advisory agreement; MacarthurCook maintains an appropriate compliance program; and the proposed sub-advisory fee rate is fair and reasonable, given the scope and quality of the services to be rendered by MacarthurCook.


98


Privacy Policy

Each of the Funds is committed to maintain shareholder privacy and to safeguard shareholder nonpublic personal information.

The Funds do not receive any nonpublic personal information relating to shareholders who purchase Fund shares through an intermediary that acts as the record owner of the shares. If a shareholder is the record owner of any Fund's shares, that Fund may receive nonpublic personal information on shareholder account documents or otherwise and also has access to specific information regarding shareholder Fund share transactions, either directly or through the Fund's transfer agent.

The Funds do not disclose any nonpublic personal information about shareholders or any former shareholders to anyone, except as permitted by law (e.g. in connection with litigation between the Fund and a shareholder) or as is necessary to service shareholder accounts. The Funds restrict access to nonpublic personal information about shareholders to employees of the Funds and RMR Advisors with a legitimate business need for the information.

Proxy Voting Policies and Procedures

A description of the policies and procedures that are used to vote proxies relating to each Fund's portfolio securities is available: (1) without charge, upon request, by calling us at 1-866-790-8165; and (2) as an exhibit to each Fund's annual report on Form N-CSR, which is available on the website of the U.S. Securities and Exchange Commission (the "Commission") at http://www.sec.gov. Information regarding how proxies received by each Fund during the most recent 12 month period ended June 30, 2007, have been voted is available (1) without charge, on request, by calling us at 1-866-790-3165, or (2) by visiting the Commission's website at http://www.sec.gov and accessing each Fund's Form N-PX.

Procedures for the Submission of Confidential and Anonymous Concerns or Complaints about Accounting, Internal Accounting Controls or Auditing Matters

The Funds are committed to compliance with all applicable securities laws and regulations, accounting standards, accounting controls and audit practices and have established procedures for handling concerns or complaints about accounting, internal accounting controls or auditing matters. Any shareholder or other interested party who desires to communicate with our independent trustees or any other trustees, individually or as a group, may do so by filling out a report at the "Contact Us" section of our website (www.rmrfunds.com), by calling our toll-free confidential message system at 866-511-5038, or by writing to the party for whom the communication is intended, care of our director of internal audit, RMR Funds, 400 Centre Street, Newton, MA 02458. Our director of internal audit will then deliver any communication to the appropriate party or parties.

Portfolio Holdings Reports

Each Fund files its complete schedule of portfolio holdings with the Commission for the first and third quarters of each fiscal year on Form N-Q, which are available on the Commission's website at http://www.sec.gov. The Funds' Forms N-Q may also be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling the Commission at 1-800-SEC-0330. Each Fund provides additional data at its website at www.rmrfunds.com.


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Certifications

Each Fund's principal executive officer and principal financial officer certifications required by Section 302 of the Sarbanes-Oxley Act of 2002 and filed with the Fund's N-CSR are available on the Securities and Exchange Commission's website at http://www.sec.gov.


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Item 2. Code of Ethics.

        The information is only required for the annual report on Form N-CSR.


Item 3. Audit Committee Financial Expert.

        The information is only required for the annual report on Form N-CSR.


Item 4. Principal Accountant Fees and Services.

        The information is only required for the annual report on Form N-CSR.


Item 5. Audit Committee of Listed Registrant.

        The information is only required for the annual report on Form N-CSR.


Item 6. Schedule of Investments.

        The information required under Item 6 is included as part of the report to shareholders filed under Item 1 of this Form N-CSR.


Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

        The information is only required for the annual report on Form N-CSR.


Item 8. Portfolio Managers of Closed-End Management Investment Companies.

        The registrant's portfolio managers are:

        Adam D. Portnoy.    Mr. Portnoy is the President of the registrant and each of the other RMR Funds since May 2007. Mr. Portnoy is also a portfolio manager of the registrant, RMR Real Estate Fund or RMR, RMR Hospitality and Real Estate Fund or RHR or RFR and RMR Preferred Dividend Fund or RDR, since May 2007. Mr. Portnoy was the Vice President of RMR from 2004 to May 2007, RHR, RFR, RDR, RAP and RAF from inception to May 2007. Mr. Portnoy is also a President, Director and an owner of the Advisor. Mr. Portnoy was the Vice President of the Advisor from 2003 to May 2007. Mr. Portnoy is also a Managing Trustee of three public companies: HRPT Properties Trust (since 2006); Hospitality Properties Trust (January 2007 to present); and Senior Housing Properties Trust (May 2007 to present). Mr. Portnoy is the son of the registrant's trustee and portfolio manager Barry M. Portnoy.

        Fernando Diaz.    Mr. Diaz is Vice President of the registrant and each of the other RMR Funds since May 2007. Mr. Diaz is also a portfolio manager of the registrant, RMR, RHR and RDR, since May 2007. Mr. Diaz is also the Vice President of the Advisor from May 2007. Mr. Diaz was an assistant portfolio manager and senior reit analyst for GID Securities, LLC from 2006 to May, 2007 and SsGA/Tuckerman Group from 2001 to 2006.

        Barry M. Portnoy.    Mr. Portnoy is a Vice President of the registrant and each of the other RMR Funds since their respective inception dates. Mr. Portnoy is also a Vice President, Director and an owner of the Advisor, and has been since its inception date. Mr. Portnoy is also a portfolio manager of the registrant, RHR, RFR and RDR, positions he has held since their respective inception dates. Mr. Portnoy is also a Managing Trustee of three public companies and has been since their respective inception dates: HRPT Properties Trust (inception in 1986); Hospitality Properties Trust (inception in 1996); and Senior Housing Properties Trust (inception in 1999). Mr. Portnoy is also a Managing Director of two public companies and has been since their respective inception dates: Five Star Quality Care, Inc. (inception in 2001); and TravelCenters of America LLC.



        The portfolio managers generally function as a team. Generally, Mr. Barry Portnoy provides strategic guidance to the team, while Messrs. Adam Portnoy and Fernando Diaz are in charge of substantially all of the day to day operations, research and trading functions.

        The registrant's portfolio managers together manage RMR, RHR and RDR, registered investment companies that have an aggregate of $329 million of managed assets as of June 30, 2007. Each RMR Fund pays an advisory fee to the Advisor solely on the basis of assets under management. None of the portfolio managers currently manage other pooled investment vehicles or other accounts.

        CONFLICTS OF INTEREST.    Actual or potential conflicts of interest may arise when a portfolio manager has management responsibilities for more than one fund. For example, a portfolio manager may identify a limited investment opportunity that may be appropriate for us as well as for other funds he manages. A conflict of interest also might arise where a portfolio manager has a larger personal investment in one fund than in another. A portfolio manager may purchase a particular security for one or more funds while selling the security for one or more other funds; this could have a detrimental effect on the price or volume of the securities purchased or sold by a fund. A portfolio manager might devote unequal time and attention to the funds he manages. Our Advisor believes that the risk of a material conflict of interest developing is limited because: (i) the funds are generally managed in a similar fashion; (ii) the Advisor has adopted policies requiring the equitable allocation of trade orders for a particular security among participating funds; and (iii) the advisory fee and portfolio managers' compensation are not affected by the amount of time required to manage each fund. As a result, our Advisor does not believe that any of these potential sources of conflicts of interest will affect the portfolio managers' professional judgment in managing the funds.

        COMPENSATION.    Messrs. Barry M. Portnoy and Adam D. Portnoy are the owners of our Advisor and, to date, have not received a salary or other compensation from our Advisor except to the extent of their distributions from the Advisor and their interest in the Advisor's profits, if any.

        Our other portfolio manager, Mr. Diaz, is paid based upon the discretion of the board of directors of our Advisor. Our Advisor's board of directors consists of Messrs. Barry M. Portnoy, Gerard M. Martin and Adam D. Portnoy. Compensation of Mr. Diaz includes base salary, annual cash bonus and he has the opportunity to participate in other employee benefit plans available to all of the employees of the Advisor. The level of compensation is not based upon a formula with reference to fund performance or the value of fund assets; however these factors, among others, may be considered by individual directors of our Advisor. Other factors which may be considered in setting the compensation of the portfolio manager are his historical levels of compensation and levels of compensation paid for similar services or to persons with similar responsibilities in the market generally and in the geographic area where the Advisor is located. Mr. Diaz devotes a substantial majority of his business time to providing services as a portfolio manager or officer of our Advisor and funds managed by our Advisor. Messrs. Barry D. Portnoy and Adam D. Portnoy also receive compensation for their services to affiliates of our Advisor.

        OWNERSHIP OF SECURITIES OF THE FUND.    The following table sets forth, for each portfolio manager, the aggregate dollar range of our equity securities beneficially owned as of June 30, 2007.

Name of Portfolio Manager

  Dollar Range of Equity
Securities in the Fund
as of June 30, 2007

Fernando Diaz   None
Barry M. Portnoy   Over $100,000(1)
Adam D. Portnoy   $50,000—$100,000(2)

(1)
5,000 common shares of the Fund will be held indirectly by virtue of Mr. Barry M. Portnoy's ownership of our Advisor.

(2)
5,000 common shares of the Fund will be held indirectly by virtue of Mr. Adam D. Portnoy's ownership of our Advisor.


Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

        During the period ended June 30, 2007, there were no purchases made by or on behalf of the registrant or any "affiliated purchaser" as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")(17 CFR 240.10b-18(a)(3)), of shares of the registrant's equity securities that are registered by the registrant pursuant to Section 12 of the Exchange Act.


Item 10. Submission of Matters to a Vote of Security Holders.

        There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant's board of trustees.


Item 11. 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, as amended (the "1940 Act")) are effective, as of a date within 90 days of the filing date of this report, based on their evaluation of these controls and procedures.

(b)
There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant's second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.


Item 12. Exhibits.

(a)
(2) Certifications of principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act are attached hereto.

(b)
Certifications of principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.


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.

RMR F.I.R.E. FUND

By:

 

/s/  
ADAM D. PORTNOY      
Adam D. Portnoy
President
Date: August 17, 2007

        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 D. PORTNOY      
Adam D. Portnoy
President
Date: August 17, 2007

By:

 

/s/  
MARK L. KLEIFGES      
Mark L. Kleifges
Treasurer
Date: August 17, 2007



QuickLinks

NOTICE CONCERNING LIMITED LIABILITY
RMR Real Estate Fund Financial Statements
RMR Real Estate Fund Financial Statements – continued
RMR Real Estate Fund Financial Statements – continued
RMR Real Estate Fund Notes to Financial Statements June 30, 2007 (unaudited)
RMR Hospitality and Real Estate Fund Financial Statements
RMR Hospitality and Real Estate Fund Financial Statements – continued
RMR Hospitality and Real Estate Fund Financial Statements – continued
RMR Hospitality and Real Estate Fund Financial Highlights
RMR Hospitality and Real Estate Fund Notes to Financial Statements June 30, 2007 (unaudited)
RMR F.I.R.E. Fund Financial Statements
RMR F.I.R.E. Fund Financial Statements – continued
RMR F.I.R.E. Fund Financial Statements – continued
RMR F.I.R.E. Fund Notes to Financial Statements June 30, 2007 (unaudited)
RMR Preferred Dividend Fund Financial Statements
RMR Preferred Dividend Fund Financial Statements – continued
RMR Preferred Dividend Fund Financial Statements – continued
RMR Preferred Dividend Fund Notes to Financial Statements June 30, 2007 (unaudited)
RMR Asia Pacific Real Estate Fund Financial Statements
RMR Asia Pacific Real Estate Fund Financial Statements – continued
RMR Asia Pacific Real Estate Fund Financial Statements – continued
RMR Asia Pacific Real Estate Fund Notes to Financial Statements June 30, 2007 (unaudited)
RMR Asia Real Estate Fund Financial Statements
RMR Asia Real Estate Fund Financial Statements – continued
RMR Asia Real Estate Fund Financial Statements – continued
RMR Asia Real Estate Fund Notes to Financial Statements June 30, 2007 (unaudited)
SIGNATURES