TIAA REAL ESTATE ACCOUNT
424B3, 1997-06-16
REAL ESTATE DEALERS (FOR THEIR OWN ACCOUNT)
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                           SUPPLEMENT NO. 1
                         dated June 16, 1997
                          to the Prospectus
                          dated May 1, 1997
                    for the TIAA Real Estate Account


            The TIAA Real Estate Account (the "Account") has recently
acquired several additional properties for its portfolio.  With
these purchases, as of June 12, 1997, approximately 75% of the
Account's net assets are invested in real estate and real estate-
related investments (including REITs).  The following property
descriptions supplement the information set forth in Appendix A
of the Prospectus:

Neighborhood Shopping Centers

Rolling Meadows Shopping Center -- Rolling Meadows, Illinois

            On May 28, 1997, the Account purchased the fee interest in
Rolling Meadows Shopping Center, a 131,070 square foot
neighborhood shopping center located in Rolling Meadows, Illinois
for a purchase price of approximately $12.5 million.  The
property is not subject to a mortgage.

            The center, built in 1957 and renovated in 1991 and 1995 is
located on approximately 15.7 acres with space for 768 cars.  It
is currently 93% occupied, and is anchored by a 62,230 square
foot Jewel/Osco supermarket.  Rents average $10.06 per square
foot.  Although the terms vary under each lease, most of the
expenses for operating the property are either borne or
reimbursed by the tenants.  The Jewel/Osco lease expires in the
year 2010.

            The center is located in Rolling Meadows, Illinois, a suburb
approximately 25 miles northwest of downtown Chicago.

Industrial Properties

Eastgate Distribution Center - San Diego, California

            On May 29, 1997, the Account purchased the fee interest in a
single story warehouse distribution property located in San
Diego, California for a purchase price of approximately $11.9
million.  Rents on the building, which totals approximately
200,000 rentable square feet, average $5.29 per square foot. 
Operating expenses for the property are borne by the tenants. The
building is not subject to a mortgage.

            The building, built in 1996, is on approximately 10.5 acres
of land with space for 225 cars.  Federal Express Corporation and
Roadway Package System lease 100% of the building under leases
which expire in 2001 and 2003, respectively.

            The building is located approximately 21 miles northwest of
downtown San Diego, and approximately 1/2 mile west of Interstate
85.  The population of the San Diego metropolitan area has grown
steadily during the last five years and is expected to continue
to expand into the near future.

Saks National Distribution Facility -- Aberdeen, Maryland

            On May 15, 1997, the Account purchased the fee interest in a
single story warehouse distribution property located in Aberdeen,
Maryland for a purchase price of approximately $27.0 million. 
Rent on the property, which totals approximately 470,707 rentable
square feet, averages $6.51 per square foot over the initial
lease term. Operating expenses for the property are borne by the
tenant. The building is not subject to a mortgage.

            The building, which was recently completed, is on
approximately 46 acres of land with space for 415 cars.  Saks &
Company leases 100% of the building with an initial term of
fifteen years.

            The building is located approximately 28 miles northeast of
downtown Baltimore and 2.5 miles east of Interstate 95.  The
Baltimore/Washington area is a prominent industrial distribution
hub with immediate access to several major highways.



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