UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant
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Filed by a Party other than the Registrant
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Check the appropriate box:
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Preliminary Proxy Statement.
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Confidential, for Use of the Commission Only (as permitted by
Rule 14a-
6(e)(2)
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Definitive Proxy Statement.
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Definitive Additional Materials.
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Soliciting Material Pursuant to §240.14a-11(c) or §240.14a-12
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Nuveen Insured Municipal Opportunity Fund, Inc. (NIO)
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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Title of each class of securities to which transaction applies:
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Aggregate number of securities to which transaction applies:
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3)
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act
Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was
determined):
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4)
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Proposed maximum aggregate value of transaction:
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5)
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the Form or Schedule and the date of its
filing.
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1)
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Amount Previously Paid:
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2)
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Form, Schedule or Registration Statement No.:
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3)
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Filing Party:
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4)
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Date Filed:
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333 West Wacker
Drive
Chicago, Illinois 60606
(800) 257-8787
Notice
of Annual Meeting
of Shareholders
June 30, 2008
,
2008
Nuveen
New York Dividend Advantage Municipal Fund (NAN)
Nuveen
New York Dividend Advantage Municipal Fund 2
(NXK)
Nuveen
New York Investment Quality Municipal Fund, Inc. (NQN)
Nuveen
New York Municipal Value Fund, Inc. (NNY)
Nuveen
New York Performance Plus Municipal Fund, Inc. (NNP)
Nuveen
New York Quality Income Municipal Fund, Inc. (NUN)
Nuveen
New York Select Quality Municipal Fund, Inc. (NVN)
Nuveen
Insured Dividend Advantage Municipal Fund (NVG)
Nuveen
Insured Municipal Opportunity Fund, Inc. (NIO)
Nuveen
Insured Premium Income Municipal Fund 2 (NPX)
Nuveen
Insured Quality Municipal Fund, Inc. (NQI)
Nuveen
Insured Tax-Free Advantage Municipal Fund (NEA)
Nuveen
Insured New York Dividend Advantage Municipal Fund
(NKO)
Nuveen
Insured New York Premium Income Municipal Fund, Inc.
(NNF)
Nuveen
Insured New York Tax-Free Advantage Municipal Fund
(NRK)
Nuveen
Premier Insured Municipal Income Fund, Inc. (NIF)
Nuveen
Core Equity Alpha Fund (JCE)
Nuveen
Real Estate Income Fund (JRS)
Nuveen
Diversified Dividend and Income Fund (JDD)
Nuveen
Equity Premium and Growth Fund (JPG)
Nuveen
Equity Premium Advantage Fund (JLA)
Nuveen
Equity Premium Income Fund (JPZ)
Nuveen
Equity Premium Opportunity Fund (JSN)
Nuveen
Quality Preferred Income Fund (JTP)
Nuveen
Quality Preferred Income Fund 2 (JPS)
Nuveen
Quality Preferred Income Fund 3 (JHP)
Nuveen
Tax-Advantaged Total Return Strategy Fund (JTA)
Nuveen
Tax-Advantaged Dividend Growth Fund (JTD)
Nuveen
Global Government Enhanced Income Fund (JGG)
Nuveen
Global Value Opportunities Fund (JGV)
Nuveen
Multi-Currency Short-Term Government Income Fund (JGT)
Nuveen
Multi-Strategy Income and Growth Fund (JPC)
Nuveen
Multi-Strategy Income and Growth Fund 2 (JQC)
To the
Shareholders of the Above Funds:
Notice is hereby given that the Annual Meeting of Shareholders
of each of Nuveen New York Dividend Advantage Municipal Fund
(New York Dividend), Nuveen New York Dividend
Advantage Municipal Fund 2 (New York Dividend
2), Nuveen Insured Dividend Advantage Municipal Fund
(Insured Dividend Advantage), Nuveen Insured Premium
Income Municipal Fund 2 (Insured Premium Income
2), Nuveen Insured Tax-Free Advantage Municipal Fund
(Insured Tax-Free Advantage), Nuveen Insured New
York Dividend Advantage Municipal Fund (Insured New York
Dividend), Nuveen Insured New York Tax-Free Advantage
Municipal Fund (Insured New York Tax-Free), Nuveen
Core Equity Alpha Fund (Core Equity), Nuveen Real
Estate Income Fund (Real Estate), Nuveen Diversified
Dividend and Income Fund (Diversified Dividend),
Nuveen Equity Premium and Growth Fund (Equity
Premium), Nuveen Equity Premium Advantage Fund
(Equity Premium Advantage), Nuveen Equity Premium
Income Fund (Equity Premium Income), Nuveen Equity
Premium Opportunity Fund (Equity Premium
Opportunity), Nuveen Quality Preferred Income Fund
(Quality Preferred), Nuveen Quality Preferred Income
Fund 2 (Quality Preferred 2), Nuveen Quality
Preferred Income Fund 3 (Quality Preferred 3),
Nuveen Tax-Advantaged Total Return Strategy Fund
(Tax-Advantaged), Nuveen Tax-Advantaged Dividend
Growth Fund (Tax-Advantaged Dividend), Nuveen Global
Government Enhanced Income Fund (Global Government),
Nuveen Global Value Opportunities Fund (Global
Value), Nuveen Multi-Currency Short-Term Government Income
Fund (Multi-Currency), Nuveen Multi-Strategy Income
and Growth Fund (Multi-Strategy) and Nuveen
Multi-Strategy Income and Growth Fund 2
(Multi-Strategy 2), each a
Massachusetts Business
Trust,
and Nuveen New York Investment Quality Municipal
Fund, Inc. (New York Investment Quality), Nuveen New
York Municipal Value Fund, Inc. (New York Value),
Nuveen New York Performance Plus Municipal Fund, Inc. (New
York Performance Plus), Nuveen New York Quality Income
Municipal Fund, Inc. (New York Quality), Nuveen New
York Select Quality Municipal Fund, Inc. (New York
Select), Nuveen Insured Municipal Opportunity Fund, Inc.
(Insured Municipal Opportunity), Nuveen Insured
Quality Municipal Fund, Inc. (Insured Quality),
Nuveen Premier Insured Municipal Income Fund, Inc.
(Premier Insured) and Nuveen Insured New York
Premium Income Municipal Fund, Inc. (Insured New York
Premium), each a
Minnesota Corporation
(individually, a Fund and collectively, the
Funds), will be held [in the 31st Floor
Conference Room] of Nuveen Investments, 333 West Wacker
Drive, Chicago, Illinois, on Monday, June 30, 2008,
at a.m.,
Central time (for each Fund, an Annual Meeting), for
the following purposes and to transact such other business, if
any, as may properly come before the Annual Meeting.
Matters
to Be Voted on by Shareholders:
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1.
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To elect Members to the Board of Directors/Trustees (each a
Board and each Director or Trustee a Board
Member) of each Fund as outlined below:
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a.
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For each Massachusetts Business Trust, except Core Equity,
Equity Premium, Equity Premium Advantage, Equity Premium Income,
Equity Premium Opportunity, Global Government, Global Value
Multi-Currency, to elect four (4) Board Members.
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i)
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two (2) Class II Board Members to be elected by the
holders of Common Shares and FundPreferred shares for Quality
Preferred, Quality Preferred 2, Quality Preferred 3, Real
Estate, Diversified Dividend, Tax-Advantaged, Multi-Strategy and
Multi-
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Strategy 2; and Municipal Auction Rate Cumulative Preferred
Shares for each other Fund (collectively, Preferred
Shares), voting together as a single class; and
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ii)
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two (2) Board Members to be elected by the holders of
Preferred Shares only, voting separately as a single class.
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For Core Equity, Equity Premium, Equity Premium Advantage,
Equity Premium Income, Equity Premium Opportunity, Global
Government, Global Value and Multi-Currency to elect two
(2) Class II Board Members and one
(1) Class I Board Member.
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c.
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For each Minnesota Corporation, except New York Value, to elect
eight (8) Board Members.
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i)
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six (6) Board Members to be elected by the holders of
Common Shares and Preferred Shares, voting together as a single
class; and
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ii)
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two (2) Board Members to be elected by the holders of
Preferred Shares only, voting separately as a single class.
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d.
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For New York Value, to elect two (2) Class II Board
Members and one (1) Class I Board Member.
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2.
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To ratify the selection of PricewaterhouseCoopers LLP as the
independent registered public accounting firm for Core Equity.
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3.
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To approve the elimination of fundamental investment policies
and to approve a new fundamental investment policy for Insured
New York Premium, Insured Premium Income 2, Insured
Municipal Opportunity, Premier Insured, Insured Quality, New
York Quality, New York Select, Insured New York Tax-Free,
Insured Dividend Advantage, Insured Tax-Free Advantage, New York
Investment Quality and Insured New York Dividend.
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4.
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To transact such other business as may properly come before the
Annual Meeting. Shareholders of record at the close of business
on May 2, 2008 are entitled to notice of and to vote at the
Annual Meeting.
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All shareholders are cordially invited to attend the Annual
Meeting. In order to avoid delay and additional expense and to
assure that your shares are represented, please vote as promptly
as possible, regardless of whether or not you plan to attend the
Annual Meeting. You may vote by mail, telephone or over the
Internet. To vote by mail, please mark, sign, date and mail the
enclosed proxy card. No postage is required if mailed in the
United States. To vote by telephone, please call the toll-free
number located on your proxy card and follow the recorded
instructions, using your proxy card as a guide. To vote over the
Internet, go to the Internet address provided on your proxy card
and follow the instructions, using your proxy card as a
guide.
Kevin J. McCarthy
Vice President and Secretary
1
333 West Wacker
Drive
Chicago, Illinois 60606
(800) 257-8787
Joint
Proxy Statement
,
2008
This Joint Proxy Statement is first being mailed to shareholders
on or
about ,
2008.
Nuveen
New York Dividend Advantage Municipal Fund (NAN)
Nuveen
New York Dividend Advantage Municipal Fund 2
(NXK)
Nuveen
New York Investment Quality Municipal Fund, Inc. (NQN)
Nuveen
New York Municipal Value Fund, Inc. (NNY)
Nuveen
New York Performance Plus Municipal Fund, Inc. (NNP)
Nuveen
New York Quality Income Municipal Fund, Inc. (NUN)
Nuveen
New York Select Quality Municipal Fund, Inc. (NVN)
Nuveen
Insured Dividend Advantage Municipal Fund (NVG)
Nuveen
Insured Municipal Opportunity Fund, Inc. (NIO)
Nuveen
Insured Premium Income Municipal Fund 2 (NPX)
Nuveen
Insured Quality Municipal Fund, Inc. (NQI)
Nuveen
Insured Tax-Free Advantage Municipal Fund (NEA)
Nuveen
Insured New York Dividend Advantage Municipal Fund
(NKO)
Nuveen
Insured New York Premium Income Municipal Fund, Inc.
(NNF)
Nuveen
Insured New York Tax-Free Advantage Municipal Fund
(NRK)
Nuveen
Premier Insured Municipal Income Fund, Inc. (NIF)
Nuveen
Core Equity Alpha Fund (JCE)
Nuveen
Real Estate Income Fund (JRS)
Nuveen
Diversified Dividend and Income Fund (JDD)
Nuveen
Equity Premium and Growth Fund (JPG)
Nuveen
Equity Premium Advantage Fund (JLA)
Nuveen
Equity Premium Income Fund (JPZ)
Nuveen
Equity Premium Opportunity Fund (JSN)
Nuveen
Quality Preferred Income Fund (JTP)
Nuveen
Quality Preferred Income Fund 2 (JPS)
Nuveen
Quality Preferred Income Fund 3 (JHP)
Nuveen
Tax-Advantaged Total Return Strategy Fund (JTA)
Nuveen
Tax-Advantaged Dividend Growth Fund (JTD)
Nuveen
Global Government Enhanced Income Fund (JGG)
Nuveen
Global Value Opportunities Fund (JGV)
Nuveen
Multi-Currency Short-Term Government Income Fund (JGT)
2
Nuveen
Multi-Strategy Income and Growth Fund (JPC)
Nuveen
Multi-Strategy Income and Growth Fund 2 (JQC)
General
Information
This Joint Proxy Statement is furnished in connection with the
solicitation by the Board of Directors or Trustees (each a
Board and collectively, the Boards, and
each Director or Trustee a Board Member and
collectively, the Board Members) of each of Nuveen
New York Dividend Advantage Municipal Fund (New York
Dividend), Nuveen New York Dividend Advantage Municipal
Fund 2 (New York Dividend 2), Nuveen Insured
Dividend Advantage Municipal Fund (Insured Dividend
Advantage), Nuveen Insured Premium Income Municipal
Fund 2 (Insured Premium Income 2), Nuveen
Insured Tax-Free Advantage Municipal Fund (Insured
Tax-Free Advantage), Nuveen Insured New York Dividend
Advantage Municipal Fund (Insured New York
Dividend), Nuveen Insured New York Tax-Free Advantage
Municipal Fund (Insured New York Tax-Free), Nuveen
Core Equity Alpha Fund (Core Equity), Nuveen Real
Estate Income Fund (Real Estate), Nuveen Diversified
Dividend and Income Fund (Diversified Dividend),
Nuveen Equity Premium and Growth Fund (Equity
Premium), Nuveen Equity Premium Advantage Fund
(Equity Premium Advantage), Nuveen Equity Premium
Income Fund (Equity Premium Income), Nuveen Equity
Premium Opportunity Fund (Equity Premium
Opportunity), Nuveen Quality Preferred Income Fund
(Quality Preferred), Nuveen Quality Preferred Income
Fund 2 (Quality Preferred 2), Nuveen Quality
Preferred Income Fund 3 (Quality Preferred 3),
Nuveen Tax-Advantaged Total Return Strategy Fund
(Tax-Advantaged), Nuveen Tax-Advantaged Dividend
Growth Fund (Tax-Advantaged Dividend), Nuveen Global
Government Enhanced Income Fund (Global Government),
Nuveen Global Value Opportunities Fund (Global
Value), Nuveen Multi-Currency Short-Term Government Income
Fund (Multi-Currency), Nuveen Multi-Strategy Income
and Growth Fund (Multi-Strategy) and Nuveen
Multi-Strategy Income and Growth Fund 2
(Multi-Strategy 2), each a
Massachusetts Business
Trust,
and Nuveen New York Investment Quality Municipal
Fund, Inc. (New York Investment Quality), Nuveen New
York Municipal Value Fund, Inc. (New York Value),
Nuveen New York Performance Plus Municipal Fund, Inc. (New
York Performance Plus), Nuveen New York Quality Income
Municipal Fund, Inc. (New York Quality), Nuveen New
York Select Quality Municipal Fund, Inc. (New York
Select), Nuveen Insured Municipal Opportunity Fund, Inc.
(Insured Municipal Opportunity), Nuveen Insured
Quality Municipal Fund, Inc. (Insured Quality),
Nuveen Premier Insured Municipal Income Fund, Inc.
(Premier Insured) and Nuveen Insured New York
Premium Income Municipal Fund, Inc. (Insured New York
Premium), each a
Minnesota Corporation
(individually, a Fund and collectively, the
Funds), of proxies to be voted at the Annual Meeting
of Shareholders to be held in the 31st Floor Conference
Room of Nuveen Investments, 333 West Wacker Drive, Chicago,
Illinois, on Monday, June 30, 2008,
at a.m.,
Central time (for each Fund, an Annual Meeting and
collectively, the Annual Meetings), and at any and
all adjournments thereof.
On the matters coming before each Annual Meeting as to which a
choice has been specified by shareholders on the proxy, the
shares will be voted accordingly. If a properly executed proxy
is returned and no choice is specified, the shares will be voted
FOR the election of the nominees as listed in this Joint Proxy
Statement, FOR the ratification of the selection of the
independent registered public accounting firm for Core Equity
and FOR the elimination of the fundamental investment policies
and the approval of the new fundamental investment policy for
Insured New York Premium, Insured Premium Income 2, Insured
Municipal Opportunity, Premier Insured, Insured Quality, New
York Quality, New York Select, Insured New York Tax-Free,
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Insured Dividend Advantage, Insured Tax-Free Advantage, New York
Investment Quality and Insured New York Dividend. Shareholders
who execute proxies may revoke them at any time before they are
voted by filing with that Fund a written notice of revocation,
by delivering a duly executed proxy bearing a later date, or by
attending the Annual Meeting and voting in person. Merely
attending the Annual Meeting, however, will not revoke any
previously submitted proxy.
The Board of each Fund has determined that the use of this Joint
Proxy Statement for each Annual Meeting is in the best interest
of each Fund and its shareholders in light of the similar
matters being considered and voted on by the shareholders.
The following table indicates which shareholders are solicited
with respect to each matter:
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Matter
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Common Shares
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Preferred
Shares
(1)
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1a(i).
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For each Massachusetts Business Trust, election of two
(2) Class II Board Members by all shareholders (except
Core Equity, Equity Premium, Equity Premium Opportunity, Equity
Premium Advantage, Equity Premium Income, Global Government,
Global Value and Multi-Currency).
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X
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X
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1a(ii).
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For each Massachusetts Business Trust, election of two
(2) Board Members by Preferred Shares only (except Core
Equity, Equity Premium, Equity Premium Opportunity, Equity
Premium Advantage, Equity Premium Income, Global Government,
Global Value and Multi-Currency).
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X
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1b.
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For Core Equity, Equity Premium, Equity Premium Opportunity,
Equity Premium Advantage, Equity Premium Income, Global
Government, Global Value, and Multi-Currency, election of two
(2) Class II Board Members and one
(1) Class I Board Member by all shareholders.
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X
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N/A
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1c(i).
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For each Minnesota Corporation, election of six (6) Board
Members by all shareholders (except New York Value).
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X
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X
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1c(ii).
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For each Minnesota Corporation, election of two (2) Board
Members by Preferred Shares only (except New York Value).
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X
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1d.
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For New York Value, election of two (2) Class II Board
Members and one (1) Class I Board Member by all
shareholders.
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X
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N/A
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2.
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For Core Equity, ratification of independent registered public
accounting firm.
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X
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N/A
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4
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Matter
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Common Shares
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Preferred
Shares
(1)
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3.
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For Insured New York Premium, Insured Premium Income 2, Insured
Municipal Opportunity, Premier Insured, Insured Quality, New
York Quality, New York Select, Insured New York Tax-Free,
Insured Dividend Advantage, Insured Tax-Free Advantage, New York
Investment Quality and Insured New York Dividend, to approve the
elimination of fundamental investment policies and to approve a
new fundamental investment policy.
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X
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X
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(1)
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FundPreferred shares for Real Estate, Diversified Dividend,
Quality Preferred, Quality Preferred 2, Quality
Preferred 3, Tax-Advantaged, Multi-Strategy and
Multi-Strategy 2; and Municipal Auction Rate Cumulative
Preferred Shares (MuniPreferred) for each other Fund
are referred to as Preferred Shares.
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A quorum of shareholders is required to take action at each
Annual Meeting. A majority of the shares entitled to vote at
each Annual Meeting, represented in person or by proxy, will
constitute a quorum of shareholders at that Annual Meeting,
except that for the election of the two Board Member nominees by
holders of Preferred Shares of each Fund (with the exception of
Core Equity, Equity Premium, Equity Premium Opportunity, Equity
Premium Advantage, Equity Premium Income, Global Government,
Global Value, Multi-Currency, and New York Value),
33
1
/
3
%
of the Preferred Shares entitled to vote and represented in
person or by proxy will constitute a quorum. Votes cast by proxy
or in person at each Annual Meeting will be tabulated by the
inspectors of election appointed for that Annual Meeting. The
inspectors of election will determine whether or not a quorum is
present at the Annual Meeting. The inspectors of election will
treat abstentions and broker non-votes (i.e., shares
held by brokers or nominees, typically in street
name, as to which (i) instructions have not been
received from the beneficial owners or persons entitled to vote
and (ii) the broker or nominee does not have discretionary
voting power on a particular matter) as present for purposes of
determining a quorum.
For each Fund, the affirmative vote of a plurality of the shares
present and entitled to vote at the Annual Meeting will be
required to elect the Board Members of that Fund. Abstentions
and broker non-votes will have no effect on the election of
Board Members. For purposes of determining the ratification of
the selection of the independent registered public accounting
firm for Core Equity, the affirmative vote of a majority of the
shares of the Fund present and entitled to vote on the matter
will be required. For purposes of determining the approval of
the elimination of the fundamental investment policies and the
approval of the new fundamental investment policy for Insured
New York Premium, Insured Premium Income 2, Insured Municipal
Opportunity, Premier Insured, Insured Quality, New York Quality,
New York Select, Insured New York Tax-Free, Insured Dividend
Advantage, Insured Tax-Free Advantage, New York Investment
Quality and Insured New York Dividend, a change will only be
consummated if approved by the affirmative vote of the holders
of a majority of the outstanding shares of a Funds common
stock and preferred shares, each voting as a separate class, as
defined in the Investment Company Act of 1940, as amended (the
1940 Act) as (a) 67% or more of the class
shares present at the Annual Meeting, if the holders of more
than 50% of the outstanding voting securities of the class are
present or represented by proxy; or (b) more than 50% of
the outstanding voting securities of the class, whichever is
less. For purposes of determining the ratification of the
selection of the independent registered public accounting firm
for Core Equity and the approval
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of the elimination of the fundamental investment policies for
Insured New York Premium, Insured Premium Income 2, Insured
Municipal Opportunity, Premier Insured, Insured Quality, New
York Quality, New York Select and Insured New York Tax-Free.
Preferred Shares held in street name as to which
voting instructions have not been received from the beneficial
owners or persons entitled to vote as of one business day before
the Annual Meeting, or, if adjourned, one business day before
the day to which the Annual Meeting is adjourned, and that would
otherwise be treated as broker non-votes may,
pursuant to Rule 452 of the New York Stock Exchange, be
voted by the broker on the proposal in the same proportion as
the votes cast by all holders of Preferred Shares as a class who
have voted on the proposal or in the same proportion as the
votes cast by all holders of Preferred Shares of the Fund who
have voted on that item. Rule 452 permits proportionate
voting of Preferred Shares with respect to a particular item if,
among other things, (i) a minimum of 30% of the Preferred
Shares or shares of a series of Preferred Shares outstanding has
been voted by the holders of such shares with respect to such
item and (ii) less than 10% of the Preferred Shares or
shares of a series of Preferred Shares outstanding has been
voted by the holders of such shares against such item. For the
purpose of meeting the 30% test, abstentions will be treated as
shares voted and, for the purpose of meeting the 10%
test, abstentions will not be treated as shares
voted against the item.
Those persons who were shareholders of record at the close of
business on May 2, 2008 (the Record Date) will
be entitled to one vote for each share held and a proportionate
fractional vote for each fractional vote held. As of the Record
Date, the shares of each Fund were issued and outstanding as
follows:
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Fund
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Ticker
Symbol
(1)
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Common Shares
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Preferred Shares
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New York Dividend
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NAN
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Series F
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2,760
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New York Dividend 2
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NXK
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Series W
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1,880
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New York Investment Quality
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NQN
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Series M
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960
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Series T
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2,400
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Series F
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|
2,400
|
|
|
|
|
|
|
|
New York Value
|
|
NNY
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
New York Performance Plus
|
|
NNP
|
|
|
|
|
|
Series M
|
|
|
1,600
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
572
|
|
|
|
|
|
|
|
New York Quality
|
|
NUN
|
|
|
|
|
|
Series M
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,080
|
|
|
|
|
|
|
|
New York Select
|
|
NVN
|
|
|
|
|
|
Series T
|
|
|
1,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
3,600
|
|
|
|
|
|
|
|
Insured Dividend Advantage
|
|
NVG
|
|
|
|
|
|
Series M
|
|
|
3,160
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
3,080
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
3,080
|
|
|
|
|
|
6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Ticker
Symbol
(1)
|
|
Common Shares
|
|
|
Preferred Shares
|
|
|
|
|
|
|
Insured Municipal Opportunity
|
|
NIO
|
|
|
|
|
|
Series M
|
|
|
4,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
4,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W1
|
|
|
4,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W2
|
|
|
3,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH1
|
|
|
4,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH2
|
|
|
4,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
4,000
|
|
|
|
|
|
|
|
Insured Premium Income 2
|
|
NPX
|
|
|
|
|
|
Series M
|
|
|
2,080
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,080
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,196
|
|
|
|
|
|
|
|
Insured Quality
|
|
NQI
|
|
|
|
|
|
Series M
|
|
|
2,600
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
2,600
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,600
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,600
|
|
|
|
|
|
|
|
Insured Tax-Free Advantage
|
|
NEA
|
|
|
|
|
|
Series T
|
|
|
2,880
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,880
|
|
|
|
|
|
|
|
Insured New York Dividend
|
|
NKO
|
|
|
|
|
|
Series TH
|
|
|
2,440
|
|
|
|
|
|
|
|
Insured New York Premium
|
|
NNF
|
|
|
|
|
|
Series M
|
|
|
1,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
1,280
|
|
|
|
|
|
|
|
Insured New York Tax-Free
|
|
NRK
|
|
|
|
|
|
Series TH
|
|
|
1,080
|
|
|
|
|
|
|
|
Premier Insured
|
|
NIF
|
|
|
|
|
|
Series W
|
|
|
840
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,800
|
|
|
|
|
|
|
|
Core Equity
|
|
JCE
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Real Estate
|
|
JRS
|
|
|
|
|
|
Series M
|
|
|
1,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
1,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
1,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,720
|
|
|
|
|
|
|
|
Diversified Dividend
|
|
JDD
|
|
|
|
|
|
Series T
|
|
|
2,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,400
|
|
|
|
|
|
|
|
Equity Premium
|
|
JPG
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Equity Premium Advantage
|
|
JLA
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Equity Premium Income
|
|
JPZ
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Equity Premium Opportunity
|
|
JSN
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Quality Preferred
|
|
JTP
|
|
|
|
|
|
Series M
|
|
|
3,520
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
3,520
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
3,520
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
3,520
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
3,520
|
|
|
|
|
|
7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Ticker
Symbol
(1)
|
|
Common Shares
|
|
|
Preferred Shares
|
|
|
|
|
|
|
Quality Preferred 2
|
|
JPS
|
|
|
|
|
|
Series M
|
|
|
4,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
4,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T2
|
|
|
4,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
4,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
4,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH2
|
|
|
4,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
4,800
|
|
|
|
|
|
|
|
Quality Preferred 3
|
|
JHP
|
|
|
|
|
|
Series M
|
|
|
3,320
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
3,320
|
|
|
|
|
|
|
|
Tax-Advantaged
|
|
JTA
|
|
|
|
|
|
Series W
|
|
|
1,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
3,120
|
|
|
|
|
|
|
|
Tax-Advantaged Dividend
|
|
JTD
|
|
|
|
|
|
Series T
|
|
|
1,440
|
|
|
|
|
|
|
|
Global Government
|
|
JGG
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Global Value
|
|
JGV
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Multi-Currency
|
|
JGT
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
Multi-Strategy
|
|
JPC
|
|
|
|
|
|
Series M
|
|
|
4,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
4,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
4,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
4,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
4,720
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F2
|
|
|
4,720
|
|
|
|
|
|
|
|
Multi-Strategy 2
|
|
JQC
|
|
|
|
|
|
Series M
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series M2
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T2
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W2
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH2
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
3,860
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F2
|
|
|
3,860
|
|
|
|
|
|
|
|
(1)
|
The common shares of all of the Funds are listed on the New York
Stock Exchange, except NEA, NXK, NKO, NRK, NVG and JRS, which
are listed on the American Stock Exchange.
|
1. Election
of Board
Members
Massachusetts
Business Trusts
Pursuant to the organizational documents of each Massachusetts
Business Trust, each Board is divided into three classes,
Class I, Class II and Class III, to be elected by
the holders of the outstanding Common Shares and any outstanding
Preferred Shares, voting together as a single class to serve
until the third succeeding annual meeting subsequent to their
election or thereafter, in each case until their successors have
been duly elected and qualified. For each Massachusetts Business
Trust, except Core Equity, Equity Premium, Equity Premium
Advantage, Equity Premium Income, Equity Premium Opportunity,
Global Government, Global Value and Multi-Currency, under normal
circumstances, holders of Preferred Shares are entitled to elect
two (2) Board Members. The Board Members elected by holders
of Preferred Shares will be
8
elected to serve until the next annual meeting or until their
successors shall have been duly elected and qualified.
|
|
|
|
a.
|
For each Massachusetts Business Trust (except Core Equity,
Equity Premium, Equity Premium Advantage, Equity Premium Income,
Equity Premium Opportunity, Global Government, Global Value and
Multi-Currency:
|
|
|
|
|
(i)
|
two (2) Board Members are to be elected by holders of
Common Shares and Preferred Shares, voting together as a single
class. Board Member nominee Amboian and Board Member Kundert
have been designated as Class II Board Members, and as
nominees for Board Members for a term expiring at the annual
meeting of shareholders in 2011 or until their successors have
been duly elected and qualified. Board Members Bremner, Evans,
Stockdale and Stone are current and continuing Board Members.
Board Members Bremner and Evans have been designated as
Class III Board Members for a term expiring at the annual
meeting of shareholders in 2009 or until their successors have
been duly elected and qualified. Board Members Stockdale and
Stone have been designated as Class I Board Members for a
term expiring at the annual meeting of shareholders in 2010 or
until their successors have been duly elected and qualified.
|
|
|
(ii)
|
two (2) Board Members are to be elected by holders of
Preferred Shares, voting separately as a single class. Board
Members Hunter and Schneider are nominees for election by
holders of Preferred Shares for a term expiring at the next
annual meeting or until their successors have been duly elected
and qualified.
|
|
|
|
|
b.
|
For Core Equity, Equity Premium, Equity Premium Advantage,
Equity Premium Income, Equity Premium Opportunity, Global
Government, Global Value and Multi-Currency:
|
|
|
|
|
(i)
|
three (3) Board Members are to be elected by all
shareholders. Board Member nominee Amboian and Board Member
Kundert have been designated as Class II Board Members, and
as nominees for Board Members for a term expiring at the annual
meeting of shareholders in 2011 or until their successors have
been duly elected and qualified. Board Member Hunter has been
re-designated as a Class I Board Member, and as a nominee
for Board Member for a term expiring at the annual meeting of
shareholders in 2010, or until his successor has been duly
elected and qualified. Board Members Bremner, Evans, Schneider,
Stockdale and Stone are current and continuing Board Members.
Board Members Bremner, Evans and Schneider have been designated
as Class III Board Members for a term expiring at the
annual meeting of shareholders in 2009 or until their successors
have been duly elected and qualified. Board Members Stockdale
and Stone have been designated as Class I Board Members for
a term expiring at the annual meeting of shareholders in 2010 or
until their successors have been duly elected and qualified.
|
Minnesota
Corporations
At the Annual Meeting of each Minnesota Corporation, Board
Members are to be elected to serve until the next annual meeting
or until their successors shall have been duly elected and
qualified. Under the terms of each Minnesota Corporations
organizational documents (except New York Value), under normal
circumstances, holders of Preferred Shares are entitled to elect
9
two (2) Board Members, and the remaining Board Members are
to be elected by holders of Common Shares and Preferred Shares,
voting together as a single class. Pursuant to the
organizational documents of New York Value, the Board is divided
into three classes, with each class being elected to serve until
the third succeeding annual meeting subsequent to their election
or thereafter in each case when their respective successors are
duly elected and qualified. For New York Value, three
(3) Board Members are nominated to be elected at this
meeting.
|
|
|
|
c.
|
For each Minnesota Corporation, except New York Value:
|
|
|
|
|
(i)
|
six (6) Board Members are to be elected by holders of
Common Shares and Preferred Shares, voting together as a single
class. Board Member nominee Amboian and Board Members Bremner,
Evans, Kundert, Stockdale and Stone are nominees for election by
all shareholders.
|
|
|
(ii)
|
two (2) Board Members are to be elected by holders of
Preferred Shares, each series voting together as a single class.
Board Members Hunter and Schneider are nominees for election by
holders of Preferred Shares.
|
|
|
|
|
d.
|
For New York Value:
The Board of New York Value has
designated Board Member nominee Amboian and Board Member Kundert
as Class II Board Members and as nominees for Board Members
for a term expiring at the annual meeting of shareholders in
2011 and has redesignated Board Member Hunter as a Class I
Board Member, and as a nominee for Board Member for a term
expiring at the annual meeting of shareholders in 2010 or until
their successors have been duly elected and qualified. The
remaining Board Members Bremner, Evans, Schneider, Stockdale and
Stone are current and continuing Board Members. Board Members
Bremner, Evans and Schneider have been designated as
Class III Board Members for terms expiring in 2009 or until
their successors have been duly elected and qualified. Board
Members Stockdale and Stone have been designated as Class I
Board Members for a term expiring at the annual meeting of
shareholders in 2010 or until their successors have been duly
elected and qualified.
|
It is the intention of the persons named in the enclosed proxy
to vote the shares represented thereby for the election of the
nominees listed in the table below unless the proxy is marked
otherwise. Each of the nominees has agreed to serve as a Board
Member of each Fund if elected. However, should any nominee
become unable or unwilling to accept nomination for election,
the proxies will be voted for substitute nominees, if any,
designated by that Funds present Board.
For all Funds other than New York Value, Insured Dividend
Advantage, Insured Premium Income 2, Insured Tax-Free
Advantage, Insured Municipal Opportunity, Insured Quality,
Premier Insured, Core Equity, Tax-Advantaged Dividend,
Multi-Currency, Multi-Strategy and Multi-Strategy 2, all of
the Board Member nominees were last elected to each Funds
Board at the annual meeting of shareholders held on
April 4, 2007, with the exception of Mr. Amboian and
Mr. Kundert for Real Estate and Diversified Dividend only.
For all Funds, Mr. Amboian was appointed in April 2008 to
each Funds Board, effective June 30, 2008.
Mr. Amboian is presented in this Joint Proxy Statement as a
nominee for election by shareholders and was recommended for
election to the nominating and governance committee of each
Funds Board by Nuveen Asset Management (the
Adviser or NAM). For Real Estate and
Diversified Dividend, Mr. Kundert was appointed in April
2008 to each Funds Board, effective June 30,
10
2008 and is presented in this Proxy Statement as a nominee for
election by shareholders. For all the Funds, Timothy R.
Schwertfeger is not standing for re-election by shareholders at
the Annual Meeting and is expected to resign from the Board on
June 30, 2008.
For New York Value, Board Members Stockdale and Stone were last
elected as Class I Board Members at the annual meeting of
shareholders held on April 4, 2007. Board Members Bremner,
Evans and Schneider were last elected as Class III members
of the Board of New York Value at the annual meeting of
shareholders held on March 29, 2006. Board Members Hunter
and Kundert were last elected as Class II Board Members at
the annual meeting of shareholders held on March 22, 2005.
For Insured Dividend Advantage, Insured Premium Income 2 and
Insured Tax-Free Advantage, Board Members Stockdale and Stone
were last elected as Class I Board Members and Board Member
Schneider was last elected to each Funds Board at the
annual meeting of shareholders held on July 31, 2007. Board
Members Bremner, Evans, Hunter and Kundert were last elected to
each Funds Board at the annual meeting of shareholders
held on August 1, 2006.
For Insured Municipal Opportunity, Insured Quality and Premier
Insured, all of the Board Member nominees were last elected to
each Funds Board at the annual meeting of shareholders
held on July 31, 2007.
For Core Equity, Tax-Advantaged Dividend and Multi-Currency, all
of the Board Member nominees were elected by the initial
shareholder of the Fund, NAM on March 26, 2007,
June 21, 2007 and April 24, 2007, respectively.
For Multi-Strategy and Multi-Strategy 2, all of the Board Member
nominees were last elected to each Funds Board on
April 30, 2007.
Other than Mr. Amboian (for all Funds) and Mr. Kundert
(for Real Estate and Diversified Dividend), all Board Member
nominees are not interested persons, as defined in
the 1940 Act, of the Funds or the Adviser and have never been an
employee or director of Nuveen Investments, Inc.
(Nuveen), the Advisers parent company, or any
affiliate. Accordingly, such Board Members are deemed
Independent Board Members.
Mr. Kundert currently holds shares of JP Morgan
Chase & Co. (JP Morgan), the parent
company of Security Capital Research & Management
Incorporated, that are valued at more then $120,000 and, as of
the date of this proxy statement, are subject to restrictions
prohibiting the transfer thereof by Mr. Kundert. Security
Capital is a sub-adviser of Real Estate and Diversified Dividend
and so long as Mr. Kundert owns shares of JP Morgan,
Mr. Kundert may be considered to be an interested
person of those Funds. The restrictions prohibiting the
transfer of the JP Morgan shares held by Mr. Kundert are
scheduled to lapse, and Mr. Kundert is expected to dispose
of those shares prior to the time of the Annual Meeting. During
the past five years, Mr. Kundert also owned other shares of
JP Morgan which he no longer holds. As a result, it is expected
that Mr. Kundert will not be an interested
person of Real Estate and Diversified Dividend as of the
time of the Annual Meeting.
11
The Board unanimously recommends that shareholders vote FOR
the election of the nominees.
Board
Nominees/Board Members
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Number of
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Portfolios
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in Fund
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Other
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Complex
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Director-
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Position(s)
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Term of Office
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Overseen
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ships Held
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Name, Address
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Held with
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and Length
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Principal Occupation(s)
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by Board
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by Board
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and Birth Date
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Fund
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of Time
Served
(1)
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During Past 5 Years
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Member
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Member
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Nominees/Board Members who are not interested persons of the
Fund
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Robert P. Bremner
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(8/22/40)
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Board Member; Lead Independent Director
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Term: Annual or Class III Board Member until 2009
Length of Service:
Since 1996; Lead Independent Director Since 2005
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Private Investor and Management Consultant.
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184
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N/A
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Jack B. Evans
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(10/22/48)
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Board Member
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Term: Annual or Class III Board Member until 2009
Length of Service: Since 1999
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President, The Hall-Perrine Foundation, a private philanthropic
corporation (since 1996); Director and Vice Chairman, United
Fire Group, a publicly held company; Member of the Board of
Regents for the State of Iowa University System; Director,
Gazette Companies; Life Trustee of Coe College and Iowa College
Foundation; Member of the Advisory Council of the Department of
Finance in the Tippie College of Business, University of Iowa;
formerly, Director, Alliant Energy; formerly, Director, Federal
Reserve Bank of Chicago; formerly, President and Chief Operating
Officer, SCI Financial Group, Inc., a regional financial
services firm.
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184
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See Principal Occupation Description
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William C. Hunter
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(3/6/48)
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Board Member
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Term: Annual or Class II Board Member until 2008
Length of Service: Since 2004
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Dean, Tippie College of Business, University of Iowa (since July
2006); Director, Credit Research Center at George Washington
University; Director (since 2004) of Xerox Corporation, a
publicly held company; Director, Beta Gamma Sigma International
Honor Society (since 2005); formerly,
(2003-2006),
Dean and Distinguished Professor of Finance, School of Business
at the University of Connecticut; formerly, Senior Vice
President and Director of Research at the Federal Reserve Bank
of Chicago
(1995-2003);
formerly, Director, SS&C Technologies, Inc. (May
2005-October 2005).
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184
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See Principal Occupation Description
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David J.
Kundert
(2)
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(10/28/42)
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Board Member
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Term: Annual or Class II Board Member until 2008
Length of Service:
Since 2005
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Director, Northwestern Mutual Wealth Management Company; retired
(2004) as Chairman, JPMorgan Fleming Asset Management,
President and CEO, Banc One Investment Advisors Corporation, and
President, One Group Mutual Funds; prior thereto, Executive Vice
President, Bank One Corporation and Chairman and CEO, Banc One
Investment Management Group; Board of Regents, Luther College;
member of the Wisconsin Bar Association; member of Board of
Directors, Friends of Boerner Botanical Gardens; member of
Investment Committee, Greater Milwaukee Foundation.
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182
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See Principal Occupation Description
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12
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Number of
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Portfolios
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in Fund
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Other
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Complex
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Director-
|
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Position(s)
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Term of Office
|
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|
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Overseen
|
|
|
ships Held
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Name, Address
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Held with
|
|
and Length
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|
Principal Occupation(s)
|
|
by Board
|
|
|
by Board
|
and Birth Date
|
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Fund
|
|
of Time
Served
(1)
|
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During Past 5 Years
|
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Member
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|
Member
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William J. Schneider
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(9/24/44)
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Board Member
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Term: Annual or Class III Board Member until 2009
Length of Service:
Since 1996
|
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Chairman, Miller-Valentine Partners Ltd., a real estate
investment company; formerly, Senior Partner and Chief Operating
Officer (retired 2004) of Miller-Valentine Group; formerly,
Vice President, Miller-Valentine Realty; Director, Chair of the
Finance Committee and Member of the Audit Committee of Premier
Health Partners, the not-for-profit parent company of Miami
Valley Hospital; Vice President of the Dayton Philharmonic
Orchestra Association; Board Member, Regional Leaders Forum
which promotes cooperation on economic development issues;
formerly, Director, Dayton Development Coalition; formerly,
Member, Community Advisory Board, National City Bank, Dayton,
Ohio and Business Advisory Council, Cleveland Federal Reserve
Bank.
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184
|
|
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See Principal Occupation Description
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Judith M. Stockdale
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(12/29/47)
|
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Board Member
|
|
Term: Annual or Class I Board Member until 2010
Length of Service: Since 1997
|
|
Executive Director, Gaylord and Dorothy Donnelley Foundation
(since 1994); prior thereto, Executive Director, Great Lakes
Protection Fund (from 1990 to 1994).
|
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184
|
|
|
N/A
|
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|
|
|
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|
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Carole E. Stone
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(6/28/47)
|
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Board Member
|
|
Term: Annual or Class I Board Member until 2010
Length of Service: Since 2007
|
|
Director, Chicago Board Options Exchange (since 2006); Chair,
New York Racing Association Oversight Board (2005-12/2007);
Commissioner, NYSE Commission on Public Authority Reform (since
2005); formerly Director, New York State Division of the Budget
(2000-2004), Chair, Public Authorities Control Board (2000-2004)
and Director, Local Government Assistance Corporation
(2000-2004).
|
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184
|
|
|
See Principal Occupation Description
|
|
Nominee/Board Member who is an interested person of the
Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John P.
Amboian
(3)
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(6/14/61)
|
|
Board Member
|
|
Term: Annual or Class II Board Member
Length of Service: Since 2008
|
|
Chief Executive Officer (since July 2007) and Director
(since 1999) of Nuveen Investments, Inc.; Chief Executive
Officer (since 2007) of Nuveen Asset Management, Rittenhouse
Asset Management, Nuveen Investments Advisers, Inc. formerly,
President (1999-2004) of Nuveen Advisory Corp. and Nuveen
Institutional Advisory
Corp.
(4)
|
|
|
184
|
|
|
See Principal Occupation Description
|
|
|
|
|
|
(1)
|
|
Length of Service indicates the
year in which the individual became a Board Member of a fund in
the Nuveen fund complex.
|
|
(2)
|
|
Interested Person as
defined in the 1940 Act of Real Estate and Diversified Dividend
by reason of his ownership of shares of the Parent company and
those Funds sub-adviser.
|
|
(3)
|
|
Interested person as
defined in the 1940 Act, by reason of being an officer of each
Funds adviser.
|
|
(4)
|
|
Nuveen Advisory Corp. and Nuveen
Institutional Advisory Corp. were reorganized into Nuveen Asset
Management, effective January 1, 2005.
|
The dollar range of equity securities beneficially owned by each
Board Member in each Fund and all Nuveen funds overseen by the
Board Member as of December 31, 2007 is set forth in
Appendix A. The number of shares of each Fund beneficially
owned by each Board Member and by the Board Members and officers
of the Funds as a group as of December 31, 2007 is set
forth in Appendix A.
13
On December 31, 2007, Board Members and executive officers
as a group beneficially owned approximately
1,645,965 shares of all funds managed by NAM (including
shares held by the Board Members through the Deferred
Compensation Plan for Independent Board Members and by executive
officers in Nuveens 401(k)/profit sharing plan). Each
Board Members individual beneficial shareholdings of each
Fund constituted less than 1% of the outstanding shares of each
Fund. As of the Record Date, the Board Members and executive
officers as a group beneficially owned less than 1% of the
outstanding shares of each Fund. [As of May 2, 2008, no
shareholder beneficially owned more than 5% of any class of
shares of any Fund.]
As a result of the transaction on November 13, 2007 in
which Windy City Investments, Inc. (Windy City)
acquired Nuveen, Mr. Amboians outstanding options to
acquire shares of Nuveen common stock under various Nuveen stock
option plans were cashed out and his outstanding shares of
restricted stock (and deferred restricted stock) granted under
Nuveens equity incentive plans became fully vested and
were converted into the right to receive a cash payment. In
connection with the transaction, Mr. Amboian paid
$30 million to acquire interests in Windy City Investments
Holdings, L.L.C., the parent company of Windy City.
Compensation
Prior to January 1, 2008, for all Nuveen funds, Independent
Board Members received a $95,000 annual retainer plus (a) a
fee of $3,000 per day for attendance in person or by telephone
at a regularly scheduled meeting of the Board; (b) a fee of
$2,000 per meeting for attendance in person or by telephone
where in-person attendance is required and $1,500 per meeting
for attendance by telephone or in person where in-person
attendance is not required at a special, non-regularly scheduled
board meeting; (c) a fee of $1,500 per meeting for
attendance in person or by telephone at an audit committee
meeting; (d) a fee of $1,500 per meeting for attendance in
person or by telephone at a regularly scheduled compliance, risk
management and regulatory oversight committee meeting;
(e) a fee of $1,500 per meeting for attendance in person at
a non-regularly scheduled compliance, risk management and
regulatory oversight committee meeting where in-person
attendance is required and $1,000 per meeting for attendance by
telephone or in person where in-person attendance is not
required, except that the chairperson of the compliance, risk
management and regulatory oversight committee may at any time
designate a non-regularly scheduled meeting of the committee as
an in-person meeting for the purposes of fees to be paid;
(f) a fee of $1,000 per meeting for attendance in person or
by telephone for a meeting of the dividend committee; and
(g) a fee of $500 per meeting for attendance in person at
all other committee meetings (including shareholder meetings) on
a day on which no regularly scheduled board meeting is held in
which in-person attendance is required and $250 per meeting for
attendance by telephone or in person at such committee meetings
(excluding shareholder meetings) where in-person attendance is
not required and $100 per meeting when the executive committee
acts as pricing committee for IPOs, plus, in each case, expenses
incurred in attending such meetings. In addition to the payments
described above, the Lead Independent Director received $25,000,
the chairpersons of the audit committee and the compliance, risk
management and regulatory oversight committee received $7,500
and the chairperson of the nominating and governance committee
received $5,000 as additional retainers to the annual retainer
paid to such individuals. Independent Board Members also
received a fee of $2,000 per day for site visits to entities
that provide services to the Nuveen funds on days on which no
regularly scheduled board meeting is held. When ad hoc
committees are organized, the nominating and governance
committee will at the time of formation determine compensation
to be paid to the members of such committee, however, in general
such fees will be $1,000 per meeting for attendance in
14
person at any ad hoc committee meeting where in-person
attendance is required and $500 per meeting for attendance by
telephone or in person at such meetings where in-person
attendance is not required. The annual retainer, fees and
expenses were allocated among the funds managed by the Adviser,
on the basis of relative net asset sizes although fund
management may, in its discretion, establish a minimum amount to
be allocated to each fund. The Board Member affiliated with
Nuveen and the Adviser serves without any compensation from the
Funds.
Effective January 1, 2008, for all funds in the Nuveen
complex, Independent Board Members receive a $100,000 annual
retainer plus (a) a fee of $3,250 per day for attendance in
person or by telephone at a regularly scheduled meeting of the
Board; (b) a fee of $2,500 per meeting for attendance in
person where such in-person attendance is required and $1,500
per meeting for attendance by telephone or in person where
in-person attendance is not required at a special, non-regularly
scheduled board meeting; (c) a fee of $2,000 per meeting
for attendance in person or $1,500 per meeting for by telephone
at an audit committee meeting; (d) a fee of $2,000 per
meeting for attendance at a regularly scheduled compliance, risk
management and regulatory oversight committee meeting for
regular quarterly meetings and $1,000 per meeting for attendance
of other, non-quarterly meetings; (e) a fee of $1,000 per
meeting for attendance in person or by telephone for a meeting
of the dividend committee; and (f) a fee of $500 per
meeting for attendance in person at all other committee
meetings, $1,000 for attendance at shareholder meetings, on a
day on which no regularly scheduled board meeting is held in
which in-person attendance is required and $250 per meeting for
attendance by telephone or in person at such committee meetings
(excluding shareholder meetings) where in-person attendance is
not required and $100 per meeting when the executive committee
acts as pricing committee for IPOs, plus, in each case, expenses
incurred in attending such meetings. In addition to the payments
described above, the Independent Chairman receives $50,000 and
the Lead Independent Director, if any, receives $35,000, the
chairpersons of the audit committee and the compliance, risk
management and regulatory oversight committee receive $7,500 and
the chairperson of the nominating and governance committee
receives $5,000 as additional retainers to the annual retainer
paid to such individuals. Independent Board Members also receive
a fee of $2,500 per day for site visits to entities that provide
services to the Nuveen funds on days on which no regularly
scheduled board meeting is held. When ad hoc committees are
organized, the nominating and governance committee will at the
time of formation determine compensation to be paid to the
members of such committee, however, in general such fees will be
$1,000 per meeting for attendance in person at any ad hoc
committee meeting where in-person attendance is required and
$500 per meeting for attendance by telephone or in person at
such meetings where in-person attendance is not required. The
annual retainer, fees and expenses are allocated among the funds
managed by the Adviser, on the basis of relative net asset sizes
although fund management may, in its discretion, establish a
minimum amount to be allocated to each fund. The Board Member
affiliated with Nuveen and the Adviser serves without any
compensation from the Funds.
The boards of certain Nuveen funds (the Participating
Funds) established a Deferred Compensation Plan for
Independent Board Members (Deferred Compensation
Plan). Under the Deferred Compensation Plan, Independent
Board Members of the Participating Funds may defer receipt of
all, or a portion, of the compensation they earn for their
services to the Participating Funds, in lieu of receiving
current payments of such compensation. Any deferred amount is
treated as though an equivalent dollar amount had been invested
in shares of one or more eligible Nuveen funds.
15
The table below shows, for each Independent Board Member, the
aggregate compensation paid by each Fund to each Board Member
for its last fiscal year.
|
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|
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|
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|
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|
|
|
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|
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Aggregate Compensation from the
Funds
(1)
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carole E.
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
|
New York Dividend
|
|
|
584
|
|
|
|
558
|
|
|
|
446
|
|
|
|
490
|
|
|
|
551
|
|
|
|
469
|
|
|
|
221
|
|
New York Dividend 2
|
|
|
402
|
|
|
|
384
|
|
|
|
307
|
|
|
|
337
|
|
|
|
379
|
|
|
|
323
|
|
|
|
153
|
|
New York Investment Quality
|
|
|
1,146
|
|
|
|
1,098
|
|
|
|
918
|
|
|
|
937
|
|
|
|
1,144
|
|
|
|
950
|
|
|
|
431
|
|
New York Value
|
|
|
421
|
|
|
|
402
|
|
|
|
321
|
|
|
|
353
|
|
|
|
397
|
|
|
|
338
|
|
|
|
160
|
|
New York Performance Plus
|
|
|
1,012
|
|
|
|
970
|
|
|
|
811
|
|
|
|
828
|
|
|
|
1,011
|
|
|
|
839
|
|
|
|
381
|
|
New York Quality
|
|
|
1,562
|
|
|
|
1,497
|
|
|
|
1,252
|
|
|
|
1,278
|
|
|
|
1,560
|
|
|
|
1,295
|
|
|
|
588
|
|
New York Select
|
|
|
1,539
|
|
|
|
1,475
|
|
|
|
1,233
|
|
|
|
1,259
|
|
|
|
1,537
|
|
|
|
1,276
|
|
|
|
579
|
|
Insured Dividend Advantage
|
|
|
1,904
|
|
|
|
1,828
|
|
|
|
1,550
|
|
|
|
1,543
|
|
|
|
1,929
|
|
|
|
1,590
|
|
|
|
698
|
|
Insured Municipal Opportunity
|
|
|
5,322
|
|
|
|
5,109
|
|
|
|
4,332
|
|
|
|
4,313
|
|
|
|
5,390
|
|
|
|
4,443
|
|
|
|
1,950
|
|
Insured Premium Income 2
|
|
|
2,188
|
|
|
|
2,101
|
|
|
|
1,781
|
|
|
|
1,773
|
|
|
|
2,216
|
|
|
|
1,827
|
|
|
|
802
|
|
Insured Quality
|
|
|
2,487
|
|
|
|
2,388
|
|
|
|
2,024
|
|
|
|
2,016
|
|
|
|
2,519
|
|
|
|
2,076
|
|
|
|
912
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Compensation from the
Funds
(1)
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carole E.
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
|
Insured Tax-Free Advantage
|
|
|
1,157
|
|
|
|
1,110
|
|
|
|
941
|
|
|
|
937
|
|
|
|
1,171
|
|
|
|
965
|
|
|
|
425
|
|
Insured New York Dividend
|
|
|
504
|
|
|
|
482
|
|
|
|
385
|
|
|
|
423
|
|
|
|
476
|
|
|
|
406
|
|
|
|
192
|
|
Insured New York Premium
|
|
|
530
|
|
|
|
506
|
|
|
|
405
|
|
|
|
445
|
|
|
|
500
|
|
|
|
426
|
|
|
|
201
|
|
Insured New York Tax-Free
|
|
|
219
|
|
|
|
209
|
|
|
|
167
|
|
|
|
184
|
|
|
|
207
|
|
|
|
176
|
|
|
|
83
|
|
Premier Insured
|
|
|
1,259
|
|
|
|
1,209
|
|
|
|
1,025
|
|
|
|
1,021
|
|
|
|
1,275
|
|
|
|
1,051
|
|
|
|
461
|
|
Core Equity
|
|
|
524
|
|
|
|
1,370
|
|
|
|
300
|
|
|
|
327
|
|
|
|
333
|
|
|
|
1,394
|
|
|
|
340
|
|
Real Estate
|
|
|
4,870
|
|
|
|
4,653
|
|
|
|
3,191
|
|
|
|
3,946
|
|
|
|
3,455
|
|
|
|
3,526
|
|
|
|
3,058
|
|
Diversified Dividend
|
|
|
2,329
|
|
|
|
2,214
|
|
|
|
1,463
|
|
|
|
1,861
|
|
|
|
1,615
|
|
|
|
1,624
|
|
|
|
1,363
|
|
Equity Premium
|
|
|
1,104
|
|
|
|
1,039
|
|
|
|
839
|
|
|
|
858
|
|
|
|
936
|
|
|
|
923
|
|
|
|
524
|
|
Equity Premium Advantage
|
|
|
1,620
|
|
|
|
1,524
|
|
|
|
1,232
|
|
|
|
1,259
|
|
|
|
1,373
|
|
|
|
1,355
|
|
|
|
768
|
|
Equity Premium Income
|
|
|
2,437
|
|
|
|
2,292
|
|
|
|
1,853
|
|
|
|
1,894
|
|
|
|
2,066
|
|
|
|
2,037
|
|
|
|
1,151
|
|
|
|
16
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Compensation from the
Funds
(1)
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carole E.
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
|
Equity Premium Opportunity
|
|
|
4,154
|
|
|
|
3,908
|
|
|
|
3,158
|
|
|
|
3,229
|
|
|
|
3,520
|
|
|
|
3,473
|
|
|
|
1,971
|
|
Quality Preferred
|
|
|
3,498
|
|
|
|
3,239
|
|
|
|
2,468
|
|
|
|
2,598
|
|
|
|
2,879
|
|
|
|
2,771
|
|
|
|
2,077
|
|
Quality Preferred 2
|
|
|
6,618
|
|
|
|
6,130
|
|
|
|
4,669
|
|
|
|
4,916
|
|
|
|
5,448
|
|
|
|
5,244
|
|
|
|
3,929
|
|
Quality Preferred 3
|
|
|
1,303
|
|
|
|
1,207
|
|
|
|
919
|
|
|
|
968
|
|
|
|
1,072
|
|
|
|
1,032
|
|
|
|
774
|
|
Tax-Advantaged
|
|
|
1,747
|
|
|
|
1,642
|
|
|
|
980
|
|
|
|
1,351
|
|
|
|
1,140
|
|
|
|
1,102
|
|
|
|
837
|
|
Tax-Advantaged Dividend
|
|
|
405
|
|
|
|
436
|
|
|
|
163
|
|
|
|
186
|
|
|
|
178
|
|
|
|
623
|
|
|
|
163
|
|
Global Government
|
|
|
479
|
|
|
|
447
|
|
|
|
365
|
|
|
|
405
|
|
|
|
438
|
|
|
|
388
|
|
|
|
281
|
|
Global Value
|
|
|
1,176
|
|
|
|
1,097
|
|
|
|
759
|
|
|
|
909
|
|
|
|
989
|
|
|
|
955
|
|
|
|
752
|
|
Multi-Currency
|
|
|
1,280
|
|
|
|
1,111
|
|
|
|
877
|
|
|
|
987
|
|
|
|
993
|
|
|
|
1,086
|
|
|
|
933
|
|
Multi-Strategy
|
|
|
6,130
|
|
|
|
5,712
|
|
|
|
3,888
|
|
|
|
4,635
|
|
|
|
5,099
|
|
|
|
4,961
|
|
|
|
3,871
|
|
Multi-Strategy 2
|
|
|
8,568
|
|
|
|
7,984
|
|
|
|
5,434
|
|
|
|
6,478
|
|
|
|
7,126
|
|
|
|
6,935
|
|
|
|
5,412
|
|
Total Compensation from Nuveen Funds Paid to Board
Members/Nominees
|
|
|
204,141
|
|
|
|
193,523
|
|
|
|
141,423
|
|
|
|
155,655
|
|
|
|
169,137
|
|
|
|
162,064
|
|
|
|
120,250
|
|
|
|
|
|
(1)
|
Includes deferred fees. Pursuant to a deferred compensation
agreement with certain of the Funds, deferred amounts are
treated as though an equivalent dollar amount has been invested
in shares of one or more eligible Nuveen funds. Total deferred
fees for the Funds (including the return from the assumed
investment in the eligible Nuveen funds) payable are:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred Fees
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carole E.
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
|
New York Investment Quality
|
|
|
180
|
|
|
|
284
|
|
|
|
918
|
|
|
|
937
|
|
|
|
1,144
|
|
|
|
538
|
|
|
|
0
|
|
New York Performance Plus
|
|
|
159
|
|
|
|
251
|
|
|
|
811
|
|
|
|
828
|
|
|
|
1,011
|
|
|
|
475
|
|
|
|
0
|
|
New York Quality Income
|
|
|
245
|
|
|
|
387
|
|
|
|
1,252
|
|
|
|
1,278
|
|
|
|
1,560
|
|
|
|
733
|
|
|
|
0
|
|
New York Select Quality
|
|
|
241
|
|
|
|
381
|
|
|
|
1,233
|
|
|
|
1,259
|
|
|
|
1,537
|
|
|
|
722
|
|
|
|
0
|
|
Insured Dividend Advantage
|
|
|
304
|
|
|
|
479
|
|
|
|
1,550
|
|
|
|
1,543
|
|
|
|
1,929
|
|
|
|
911
|
|
|
|
0
|
|
Insured Municipal Opportunity
|
|
|
849
|
|
|
|
1,340
|
|
|
|
4,332
|
|
|
|
4,313
|
|
|
|
5,390
|
|
|
|
2,547
|
|
|
|
0
|
|
Insured Premium Income 2
|
|
|
349
|
|
|
|
551
|
|
|
|
1,781
|
|
|
|
1,773
|
|
|
|
2,216
|
|
|
|
1,047
|
|
|
|
0
|
|
Insured Quality
|
|
|
397
|
|
|
|
626
|
|
|
|
2,024
|
|
|
|
2,016
|
|
|
|
2,519
|
|
|
|
1,190
|
|
|
|
0
|
|
Insured Tax-Free Advantage
|
|
|
184
|
|
|
|
291
|
|
|
|
941
|
|
|
|
937
|
|
|
|
1,171
|
|
|
|
553
|
|
|
|
0
|
|
Premier Insured
|
|
|
201
|
|
|
|
317
|
|
|
|
1,025
|
|
|
|
1,021
|
|
|
|
1,275
|
|
|
|
603
|
|
|
|
0
|
|
Core Equity Alpha
|
|
|
70
|
|
|
|
312
|
|
|
|
300
|
|
|
|
327
|
|
|
|
333
|
|
|
|
586
|
|
|
|
0
|
|
Real Estate Income
|
|
|
670
|
|
|
|
1,081
|
|
|
|
3,191
|
|
|
|
3,946
|
|
|
|
3,455
|
|
|
|
1,600
|
|
|
|
0
|
|
Diversified Dividend and Income
|
|
|
321
|
|
|
|
515
|
|
|
|
1,463
|
|
|
|
1,861
|
|
|
|
1,615
|
|
|
|
745
|
|
|
|
0
|
|
|
|
17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred Fees
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carole E.
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
|
Equity Premium and Growth
|
|
|
153
|
|
|
|
243
|
|
|
|
839
|
|
|
|
858
|
|
|
|
936
|
|
|
|
476
|
|
|
|
0
|
|
Equity Premium Advantage
|
|
|
225
|
|
|
|
357
|
|
|
|
1,232
|
|
|
|
1,259
|
|
|
|
1,373
|
|
|
|
699
|
|
|
|
0
|
|
Equity Premium Income
|
|
|
338
|
|
|
|
537
|
|
|
|
1,853
|
|
|
|
1,894
|
|
|
|
2,066
|
|
|
|
1,052
|
|
|
|
0
|
|
Equity Premium Opportunity
|
|
|
576
|
|
|
|
915
|
|
|
|
3,158
|
|
|
|
3,229
|
|
|
|
3,520
|
|
|
|
1,791
|
|
|
|
0
|
|
Quality Preferred Income
|
|
|
483
|
|
|
|
754
|
|
|
|
2,468
|
|
|
|
2,598
|
|
|
|
2,879
|
|
|
|
1,315
|
|
|
|
0
|
|
Quality Preferred Income 2
|
|
|
914
|
|
|
|
1,427
|
|
|
|
4,669
|
|
|
|
4,916
|
|
|
|
5,448
|
|
|
|
2,489
|
|
|
|
0
|
|
Quality Preferred Income 3
|
|
|
180
|
|
|
|
281
|
|
|
|
919
|
|
|
|
968
|
|
|
|
1,072
|
|
|
|
490
|
|
|
|
0
|
|
Tax-Advantaged Total Return Strategy
|
|
|
243
|
|
|
|
384
|
|
|
|
980
|
|
|
|
1,351
|
|
|
|
1,140
|
|
|
|
520
|
|
|
|
0
|
|
Global Value Opportunities
|
|
|
128
|
|
|
|
202
|
|
|
|
565
|
|
|
|
726
|
|
|
|
763
|
|
|
|
330
|
|
|
|
0
|
|
Multi-Currency Short-Term Government Income
|
|
|
76
|
|
|
|
121
|
|
|
|
404
|
|
|
|
458
|
|
|
|
425
|
|
|
|
202
|
|
|
|
0
|
|
Multi-Strategy Income & Growth
|
|
|
849
|
|
|
|
1,334
|
|
|
|
3,888
|
|
|
|
4,635
|
|
|
|
5,099
|
|
|
|
2,333
|
|
|
|
0
|
|
Multi-Strategy Income & Growth 2
|
|
|
1,186
|
|
|
|
1,864
|
|
|
|
5,434
|
|
|
|
6,478
|
|
|
|
7,126
|
|
|
|
3,261
|
|
|
|
0
|
|
|
|
Committees
The Board of each Fund has five standing committees: the
executive committee, the audit committee, the nominating and
governance committee, the dividend committee and the compliance,
risk management and regulatory oversight committee.
Robert P. Bremner, Judith M. Stockdale and Timothy R.
Schwertfeger, Chair, serve as current members of the executive
committee of each Fund. The executive committee, which meets
between regular meetings of the Board, is authorized to exercise
all of the powers of the Board; provided that the scope of the
powers of the executive committee, unless otherwise specifically
authorized by the full Board, is limited to: (i) emergency
matters where assembly of the full Board is impracticable (in
which case management will take all reasonable steps to quickly
notify each individual Board Member of the actions taken by the
executive committee) and (ii) matters of an administrative
or ministerial nature. The number of executive committee
meetings of each Fund held during its last fiscal year is shown
in Appendix B.
Jack B. Evans, Judith M. Stockdale and Timothy R. Schwertfeger,
Chair, are current members of the dividend committee of each
Fund. The dividend committee is authorized to declare
distributions on the Funds shares including, but not
limited to, regular and special dividends, capital gains and
ordinary income distributions. The dividend committee of each
Fund held three meetings during its last fiscal year.
William C. Hunter, William J. Schneider, Chair, Judith M.
Stockdale and Carole E. Stone are current members of the
compliance, risk management and regulatory oversight committee
of each Fund. The compliance, risk management and regulatory
oversight committee is responsible for the oversight of
compliance issues, risk management, and other regulatory matters
affecting the Funds which are not otherwise the jurisdiction of
the other Board committees. The number of compliance, risk
management and regulatory oversight committee meetings of each
Fund held during its last fiscal year is shown in
Appendix B.
Each Funds Board has an audit committee, in accordance
with Section 3(a)(58)(A) of the Securities Exchange Act of
1934, as amended (the 1934 Act), that is
composed of Independent Board Members who are also
independent as that term is defined in the listing
standards pertaining to closed-end funds of the New York Stock
Exchange. Robert P. Bremner, Jack B. Evans, Chair, David J.
Kundert and William J. Schneider are current members of the
audit committee of each Fund, except Mr. Kundert is not a
member with respect to Real Estate and Diversified Dividend. The
audit committee is responsible for the oversight and monitoring
of (1) the accounting and reporting policies, procedures
and practices and the audit of the financial statements of the
Funds, (2) the quality and integrity of the financial
statements of the Funds and (3) the independent registered
public accounting firms qualifications, performance and
independence. The audit committee reviews the work and any
recommendations of the Funds independent registered public
accounting firm. Based on such review, it is authorized to make
recommendations to the Board. The audit committee is also
responsible for the oversight of the Pricing Procedures of the
Funds and the internal Valuation Group. The Boards have adopted
a written Audit Committee Charter that conforms to the listing
standards of the New York Stock Exchange. A copy of the Audit
Committee Charter is attached as Appendix C. The number of
audit committee meetings of each Fund held during its last
fiscal year is shown in Appendix B.
Each Fund has a nominating and governance committee that is
composed entirely of Independent Board Members who are also
independent as defined by New York Stock
19
Exchange or American Stock Exchange listing standards, as
applicable. Robert P. Bremner, Chair, Jack B. Evans, William C.
Hunter, David J. Kundert, William J. Schneider, Judith M.
Stockdale and Carole E. Stone are current members of the
nominating and governance committee of each Fund, except
Mr. Kundert is not a member with respect to Real Estate and
Diversified Dividend. The purpose of the nominating and
governance committee is to seek, identify and recommend to the
Board qualified candidates for election or appointment to each
Funds Board. In addition, the committee oversees matters
of corporate governance, including the evaluation of Board
performance and processes, and assignment and rotation of
committee members, and the establishment of corporate governance
guidelines and procedures, to the extent necessary or desirable.
The committee operates under a written charter adopted and
approved by the Boards of each Fund, a copy of which is
available on the Funds website at
www.nuveen.com/etf/products/fundgovernance.aspx. In connection
with its annual review of committee membership, the committee
expects to consider Board Member nominee Amboian to serve on one
or more committees. The number of nominating and governance
committee meetings of each Fund held during its last fiscal year
is shown in Appendix B.
The nominating and governance committee looks to many sources
for recommendations of qualified candidates, including current
Board Members, employees of the Adviser, current shareholders of
the Funds, third party sources and any other persons or entities
that may be deemed necessary or desirable by the committee.
Shareholders of the Funds who wish to nominate a candidate to
their Funds Board should mail information to the attention
of Lorna Ferguson, Manager of Fund Board Relations, Nuveen
Investments, 333 West Wacker Drive, Chicago, Illinois
60606. This information must include evidence of Fund ownership
of the person or entity recommending the candidate, a full
listing of the proposed candidates education, experience,
current employment, date of birth, names and addresses of at
least three professional references, information as to whether
the candidate is an interested person (as such term
is defined in the 1940 Act) in relation to the Fund and such
other information that would be helpful to the nominating and
governance committee in evaluating the candidate. All
satisfactorily completed information regarding candidates will
be forwarded to the chairman of the nominating and governance
committee and the outside counsel to the Independent Board
Members. Recommendations for candidates to the Board will be
evaluated in light of whether the number of Board members is
expected to change and whether the Board expects any vacancies.
All nominations from Fund shareholders will be acknowledged,
although there may be times when the committee is not actively
recruiting new Board members. In those circumstances nominations
will be kept on file until active recruitment is under way.
The nominating and governance committee sets appropriate
standards and requirements for nominations to the Board. In
considering a candidates qualifications, each candidate
must meet certain basic requirements, including relevant skills
and experience, time availability and, if qualifying as an
Independent Board Member candidate, independence from the
Adviser or other service providers. These experience
requirements may vary depending on the current composition of
the Board, since the goal is to ensure an appropriate range of
skills and experience, in the aggregate. All candidates must
meet high expectations of personal integrity, governance
experience and professional competence that are assessed on the
basis of personal interviews, recommendations, or direct
knowledge by committee members. The committee may use any
process it deems appropriate for the purpose of evaluating
candidates, which process may include, without limitation,
personal interviews, background checks, written submissions by
the candidates and third party references. There is no
difference in
20
the manner in which the nominating and governance committee
evaluates candidates when the candidate is submitted by a
shareholder. The nominating and governance committee reserves
the right to make the final selection regarding the nomination
of any prospective Board member.
The Independent Board Members of each Fund have appointed Robert
P. Bremner as their Lead Independent Director. The role of the
Lead Independent Director is one of coordination and assuring
the appropriate, effective and efficient functioning of the
Board and the Board processes. Specific responsibilities may
include organizing and leading Independent Board Member
sessions, facilitating and ensuring an appropriate level of
communication among the Independent Board Members, leading the
assessment of the Boards effectiveness, and working with
the Advisers staff and outside counsel on board meeting
agendas, board material and workshops for Independent Board
Members to ensure that the priorities of the Independent Board
Members are addressed. Effective June 30, 2008,
Mr. Bremner has been appointed Chairman of the Board and
will no longer serve as the Lead Independent Director.
The number of regular quarterly meetings and special meetings
held by the Board of each Fund during the Funds last
fiscal year is shown in Appendix B. During the last fiscal
year, each Board Member attended 75% or more of each Funds
Board meetings and the committee meetings (if a member thereof)
held during the period for which such Board Member was a Board
Member. The policy of the Board relating to attendance by Board
Members at annual meetings of the Funds and the number of Board
Members who attended the last annual meeting of shareholders of
each Fund is posted on the Funds website at
www.nuveen.com/etf/products/fundgovernance.aspx.
21
The
Officers
The following table sets forth information with respect to each
officer of the Funds. Officers receive no compensation from the
Funds. The officers are elected by the Board on an annual basis
to serve until successors are elected and qualified.
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|
|
|
|
|
|
|
|
Number of
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|
|
|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
|
Office and
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in Fund
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Position(s)
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Length of
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Complex
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Name, Address
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Held
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|
Time
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Principal Occupation(s)
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Served by
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and Birthdate
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with Fund
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Served
(1)
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During Past 5 Years
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Officer
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Gifford R. Zimmerman
333 West Wacker Drive
Chicago, IL 60606
(9/9/56)
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Chief
Administrative
Officer
|
|
Term: Annual
Length of
Service:
Since 1988
|
|
Managing Director (since 2002), Assistant Secretary and
Associate General Counsel, formerly, Vice President of Nuveen
Investments, LLC; Managing Director (since 2002), Assistant
Secretary and Associate General Counsel, formerly, Vice
President of Nuveen Asset Management; Managing Director (since
2004) and Assistant Secretary (since 1994) of Nuveen
Investments, Inc.; Vice President and Assistant Secretary of NWQ
Investment Management Company, LLC (since 2002); Vice President
and Assistant Secretary of Nuveen Investments Advisers Inc.
(since 2002); Managing Director, Associate General Counsel and
Assistant Secretary of Rittenhouse Asset Management, Inc. and
Symphony Asset Management LLC (since 2003); Vice President and
Assistant Secretary, Santa Barbara Asset Management LLC,
Tradewinds Global Investors, LLC (since 2006); Nuveen HydePark
Group, LLC and Richards & Tierney, Inc. (since 2007;
previously, Managing Director (from 2002-2004), General Counsel
and Assistant Secretary of Nuveen Advisory Corp. and Nuveen
Institutional Advisory
Corp.
(2)
;
Chartered Financial Analyst.
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184
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Williams Adams IV
333 West Wacker Drive
Chicago, IL 60606
(6/9/55)
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Vice President
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Term: Annual Length of Service: Since 2007
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Executive Vice President, U.S. Structured Products of Nuveen
Investments, LLC (since 1999), prior thereto, Managing Director
of Structured Investments.
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120
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22
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Number of
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|
Term of
|
|
|
|
Portfolios
|
|
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Office and
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in Fund
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|
Position(s)
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Length of
|
|
|
|
Complex
|
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Name, Address
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Held
|
|
Time
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|
Principal Occupation(s)
|
|
Served by
|
|
and Birthdate
|
|
with Fund
|
|
Served
(1)
|
|
During Past 5 Years
|
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Officer
|
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Cedric H. Antosiewicz
333 West Wacker Drive
Chicago, IL 60606
(1/11/62)
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Vice President
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Term: Annual Length of Service: Since 2007
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Managing Director (since 2004), previously, Vice President
(1993-2004) of Nuveen Investments, LLC.
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120
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Michael T. Atkinson
333 West Wacker Drive
Chicago, IL 60606
(2/3/66)
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Vice President and Assistant Secretary
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Term: Annual Length of Service: Since 2002
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|
Vice President (since 2002), formerly Assistant Vice President,
formerly, Associate of Nuveen Investments, LLC.
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184
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Peter H. DArrigo
333 West Wacker Drive
Chicago, IL 60606
(11/28/67)
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Vice President and Treasurer
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Term: Annual Length of Service: Since 1999
|
|
Vice President and Treasurer (since 1999) of Nuveen Investments,
LLC and of Nuveen Investments, Inc.; Vice President and
Treasurer of Nuveen Asset Management (since 2002), Nuveen
Investments Advisers Inc. (since 2002), NWQ Investments
Management Company, LLC (since 2002), Rittenhouse Asset
Management, Inc. (since 2003), Tradewinds Global Investors, LLC,
Santa Barbara Asset Management, LLC, Nuveen HydePark Group
LLC and Richards & Tierney, Inc. (since 2007); Treasurer of
Symphony Asset Management LLC (since 2003); formerly, Vice
President and Treasurer (from 1999 to 2004) of Nuveen Advisory
Corp. and Nuveen Institutional Advisory
Corp.
(2)
;
Chartered Financial Analyst.
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|
|
184
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Lorna C. Ferguson
333 West Wacker Drive
Chicago, IL 60606
(10/24/45)
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Vice President
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Term: Annual Length of Service: Since 1998
|
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Managing Director (since 2004), formerly, Vice President of
Nuveen Investments, LLC; Managing Director of Nuveen Asset
Management; formerly, Managing Director (2004), formerly, Vice
President of Nuveen Advisory Corp. and Nuveen Institutional
Advisory
Corp.
(2)
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184
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23
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Number of
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Term of
|
|
|
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Portfolios
|
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|
|
|
Office and
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in Fund
|
|
|
|
Position(s)
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Length of
|
|
|
|
Complex
|
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Name, Address
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Held
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
and Birthdate
|
|
with Fund
|
|
Served
(1)
|
|
During Past 5 Years
|
|
Officer
|
|
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|
Stephen D. Foy
333 West Wacker Drive
Chicago, IL 60606
(5/31/54)
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Vice President and Controller
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Term: Annual Length of Service: Since 1993
|
|
Vice President (since 1993) and Funds Controller (since 1998) of
Nuveen Investments, LLC; Vice President of Nuveen Asset
Management (since 2005); Vice President (since 1998), formerly,
Funds Controller (1998-2003) of Nuveen Investments, Inc.;
Certified Public Accountant.
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|
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184
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Walter M. Kelly
333 West Wacker Drive
Chicago, IL 60606
(2/24/70)
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Chief Compliance Officer and Vice President
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Term: Annual Length of Service: Since 2003
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|
Senior Vice President (since 2008) formerly, Vice President
(2006-2008), formerly, Assistant Vice President and Assistant
General Counsel of Nuveen Investments, LLC; Vice President
(since 2006) and Assistant Secretary (since 2003) of Nuveen
Asset Management; formerly, Assistant Vice President and
Assistant Secretary of the Nuveen Funds (2003-2006).
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|
|
184
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David J. Lamb
333 West Wacker Drive
Chicago, IL 60606
(3/22/63)
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Vice President
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Term: Annual Length of Service: Since 2000
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|
Vice President of Nuveen Investments, LLC (since 2000);
Certified Public Accountant.
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184
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Tina M. Lazar
333 West Wacker Drive
Chicago, IL 60606
(8/27/61)
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Vice President
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Term: Annual Length of Service: Since 2002
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Vice President of Nuveen Investments, LLC (since 1999).
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184
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24
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|
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|
Number of
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|
|
|
|
|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
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Office and
|
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in Fund
|
|
|
|
Position(s)
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|
Length of
|
|
|
|
Complex
|
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Name, Address
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Held
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
and Birthdate
|
|
with Fund
|
|
Served
(1)
|
|
During Past 5 Years
|
|
Officer
|
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Larry W. Martin
333 West Wacker Drive
Chicago, IL 60606
(7/27/51)
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Vice President and Assistant Secretary
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Term: Annual Length of Service: Since 1988
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|
Vice President, Assistant Secretary and Assistant General
Counsel of Nuveen Investments, LLC; Vice President, Assistant
General Counsel and Assistant Secretary of Nuveen Investments,
Inc.; Vice President (since 2005) and Assistant Secretary (since
1997) of Nuveen Asset Management; Vice President (since 2000),
Assistant Secretary and Assistant General Counsel (since 1998)
of Rittenhouse Asset Management, Inc.; Vice President and
Assistant Secretary of Nuveen Investments Advisers Inc. (since
2002), NWQ Investment Management Company, LLC (since 2002),
Symphony Asset Management LLC (since 2003), Trade winds Global
Investors, LLC, Santa Barbara Asset Management LLC (since
2006), Nuveen HydePark Group, LLC and Richards & Tierney,
Inc. (since 2007); formerly, Vice President and Assistant
Secretary of Nuveen Advisory Corp. and Nuveen Institutional
Advisory
Corp.
(2)
|
|
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184
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25
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|
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|
|
|
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|
|
Number of
|
|
|
|
|
|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
|
Office and
|
|
|
|
in Fund
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
Name, Address
|
|
Held
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
and Birthdate
|
|
with Fund
|
|
Served
(1)
|
|
During Past 5 Years
|
|
Officer
|
|
|
|
|
Kevin J. McCarthy
333 West Wacker Drive
Chicago, IL 60606
(3/26/66)
|
|
Vice President and Secretary
|
|
Term: Annual Length of Service: Since 2007
|
|
Managing Director (since 2008), Vice President (since 2007),
Nuveen Investments, LLC; Managing Director (since 2008), Vice
President and Assistant Secretary, (since 2007) Nuveen Asset
Management, Rittenhouse Asset Management, Inc., Nuveen
Investment Advisers Inc., Nuveen Investment Institutional
Services Group LLC, NWQ Investment Management Company, LLC,
Tradewinds Global Investors, LLC, NWQ Holdings, LLC, Symphony
Asset Management LLC, Santa Barbara Asset Management, LLC,
Nuveen HydePark Group, LLC and Richards & Tierney, Inc.;
Vice President and Assistant General Counsel, Nuveen
Investments, Inc. (since 2007); prior thereto, Partner, Bell,
Boyd & Lloyd LLP (1997-2007).
|
|
|
184
|
|
John V. Miller
333 West Wacker Drive
Chicago, IL 60606
(4/10/67)
|
|
Vice President
|
|
Term: Annual Length of Service: Since 2007
|
|
Managing Director (since 2007), formerly, Vice President
(2002-2007), prior thereto, Credit Analyst of Nuveen Asset
Management and Nuveen Investments, LLC; Chartered Financial
Analyst.
|
|
|
184
|
|
James F. Ruane
333 West Wacker Drive
Chicago, IL 60606
(7/3/62)
|
|
Vice President and Assistant Secretary
|
|
Term: Annual Length of Service: Since 2007
|
|
Vice President, Nuveen Investments (since 2007); prior thereto,
Partner, Deloitte & Touche USA LLP (since 2005), formerly,
senior tax manager (since 2002).
|
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184
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26
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|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
|
Office and
|
|
|
|
in Fund
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
Name, Address
|
|
Held
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
and Birthdate
|
|
with Fund
|
|
Served
(1)
|
|
During Past 5 Years
|
|
Officer
|
|
|
|
|
Mark Winget
333 West Wacker Drive
Chicago, IL 60606
(12/21/68)
|
|
Vice President and Assistant Secretary
|
|
Term: Annual Length of Service: Since 2008
|
|
Vice President, Nuveen Investments, LLC (since 2008); Vice
President and Assistant Secretary, Nuveen Asset Management,
Rittenhouse Asset Management, Inc., Nuveen Investment Advisers
Inc., Nuveen Investment Institutional Services Group LLC, NWQ
Investment Management Company, LLC, Tradewinds Global Investors,
LLC, NWQ Holdings, LLC, Symphony Asset Management LLC,
Santa Barbara Asset Management, LLC, Nuveen HydePark Group,
LLC and Richards & Tierney, Inc. (since 2008); Vice
President and Assistant General Counsel, Nuveen Investments,
Inc. (since 2008); prior thereto, Counsel, Vedder Price P.C.
(1997-2007).
|
|
|
184
|
|
|
|
|
|
|
(1)
|
|
Length of Service indicates the
year the individual became an officer of a fund in the Nuveen
fund complex.
|
|
(2)
|
|
Nuveen Advisory Corp. and Nuveen
Institutional Advisory Corp. were reorganized into Nuveen Asset
Management, effective January 1, 2005.
|
|
|
2.
|
Ratification
of Independent Registered Public Accounting Firm for Core
Equity
|
The Independent Board Members of Core Equity have unanimously
selected PricewaterhouseCoopers LLP as the independent
registered public accounting firm to audit the books and records
of the Fund for the current fiscal year. The selection of the
independent registered public accounting firm for Core Equity,
is being submitted to the shareholders for ratification, which
requires the affirmative vote of a majority of the shares of the
Fund present and entitled to vote on the matter. A
representative of the independent registered public accounting
firm will be present at the Annual Meeting to make a statement,
if such representative so desires, and to respond to
shareholders questions. The independent registered public
accounting firm has informed the Fund that it has no direct or
indirect material financial interest in the Fund, Nuveen, the
Adviser or any other investment company sponsored by Nuveen.
The Board of Core Equity unanimously recommends that
shareholders vote FOR the ratification of PricewaterhouseCoopers
LLP as the independent registered public accounting firm.
27
|
|
3.
|
Approval
of the Elimination of Fundamental Investment Policies and
Approval of a New Fundamental Policy for Insured New York
Premium, Insured Premium Income 2, Insured Municipal
Opportunity, Premier Insured, Insured Quality, New York Quality,
New York Select, Insured New York Tax-Free, Insured Dividend
Advantage, Insured Tax-Free Advantage, New York Investment
Quality and Insured New York Dividend
|
Insured New York Premium, Insured Premium Income 2, Insured
Municipal Opportunity, Premier Insured, Insured Quality, New
York Quality, New York Select, Insured New York Tax-Free,
Insured Dividend Advantage, Insured Tax-Free Advantage, New York
Investment Quality and Insured New York Dividend (the
Insured Funds) have adopted certain fundamental
investment policies, as described below (together,
Fundamental Policies, each a Fundamental
Policy), that can only be changed by shareholder vote. The
Fundamental Policies adopted by the Insured Funds reflected
industry conditions present in the municipal bond market at the
time of the inception of these Funds.
Since that time, however, deterioration in the credit quality of
securities backed by sub-prime residential mortgages has
disrupted many markets and companies, including bond insurers,
who in addition to insuring municipal bonds, have also provided
guarantees on these mortgage-related securities. As a result,
the financial strength ratings of certain municipal bond
insurers have come under greater scrutiny. The ratings assigned
to some municipal bond insurers either have been downgraded or
are being reviewed for possible downgrades by certain of the
primary ratings agencies.
As a result of these conditions facing the bond insurance
market, the Board unanimously approved, and unanimously
recommends the approval by each Insured Funds
shareholders, the elimination of certain Fundamental Policies of
the Insured Funds that are restricting, or may be expected in
the future to restrict, each Funds ability to effectively
make investments. In connection with eliminating the Fundamental
Policies, the Board unanimously approved, and unanimously
recommends the approval by shareholders, a new fundamental
policy, described below (the New Fundamental
Policy). The elimination of each Fundamental Policy
(1) described below is contingent on shareholder approval
of the New Fundamental Policy. In addition, the Board has
approved new non-fundamental policies, described below (the
New Non-Fundamental Policies and together with the
New Fundamental Policy, the New Policies). The New
Policies are designed to provide portfolio managers with
important flexibility to respond to on-going developments in the
bond insurance market, while ensuring the Insured Funds continue
to invest substantially all (at least 80%) of their investments
in insured bonds backed by insurers with strong credit ratings.
28
Elimination
of fundamental investment policies
The Fundamental Policies of each Insured Fund that are proposed
to be eliminated are as follows:
Insured New York
Premium
(1) The Fund will invest all of its assets in tax-exempt
New York municipal obligations which are covered by insurance
guaranteeing the timely payment of principal and interest
thereon or backed by an escrow or trust account containing
sufficient U.S. Government or U.S. Government agency
securities to ensure timely payment of principal and interest.
(2) The Fund will only obtain policies of portfolio
insurance issued by insurers whose claims-paying ability is
rated Aaa by Moodys Investors Services, Inc.
(Moodys) or AAA by
Standard & Poors Corporation
(Standard & Poors).
(3) Municipal Obligations backed by an escrow or trust
account will not constitute more than 20% of the Funds
assets.
(4) The Fund may invest in New York Municipal Obligations
rated Aaa or AAA that are entitled to
the benefit of an escrow or trust account which contains
securities issued or guaranteed by the U.S. Government or
U.S. Government agencies and backed by the full faith and
credit of the United States sufficient in amount to ensure the
payment of interest and principal on the original interest
payment and maturity dates (collateralized
obligations). Such collateralized obligations generally
will not be insured and will include, but are not limited to,
New York Municipal Obligations that have been (1) advance
refunded where the proceeds of the refunding have been used to
purchase U.S. Government or U.S. Government agency
securities that are placed in escrow and whose interest or
maturing principal payments, or both, are sufficient to cover
the remaining scheduled debt service on the New York Municipal
Obligations, and (2) issued under state or local housing
finance programs which use the issuance proceeds to fund
mortgages that are then exchanged for U.S. Government or
U.S. Government agency securities and deposited with a
trustee as security for the New York Municipal Obligations.
(5) Each insured New York Municipal Obligation held by the
Fund will either be (1) covered by an insurance policy
applicable to a specific security, whether obtained by the
issuer of the security or a third party at the time of original
issuance (Original Issue Insurance) or by the Fund
or a third party subsequent to the time of original issuance
(Secondary Market Insurance), or (2) covered by
a master municipal insurance policy purchased by the Fund
(Portfolio Insurance).
Insured Premium
Income 2
(1) Except to the extent the Fund invests in temporary
investments, the Fund will invest all of its assets in
tax-exempt Municipal Obligations which are either covered by
insurance guaranteeing the timely payment of principal and
interest thereon or backed by an escrow or trust account
containing sufficient U.S. Government or
U.S. Government agency securities to ensure timely payment
of principal and interest.
29
(2) The Fund will only obtain policies of portfolio
insurance issued by insurers whose claims-paying ability is
rated Aaa by Moodys Investors Services, Inc.
(Moodys) or AAA by
Standard & Poors Corporation
(Standard & Poors).
(3) Municipal obligations backed by an escrow account or
trust account will not constitute more than 20% of the
Funds assets.
Insured Municipal
Opportunity and Premier Insured
(1) Except to the extent that the Fund buys temporary
investments, the Fund will invest substantially all of its
assets in tax-exempt municipal bonds that either are covered by
insurance guaranteeing the timely payment of principal and
interest on the bonds, or are backed by an escrow or trust
account containing sufficient U.S. Government or
U.S. Government agency securities to ensure timely payment
of principal and interest. Uninsured municipal bonds backed by
an escrow or trust account will not constitute more than 20% of
the Funds assets.
Insured
Quality
(1) Except to the extent that the Fund buys temporary
investments as described below, the Fund will invest all of its
assets in tax exempt municipal bonds that are either covered by
insurance guaranteeing the timely payment of principal and
interest on the bonds or are backed by an escrow or trust
account containing sufficient U.S. Government or
U.S. Government agency securities to ensure timely payment
of principal and interest.
(2) Uninsured municipal bonds backed by an escrow or trust
account will not constitute more than 20% of the Funds
assets.
New York
Quality
(1) The Fund seeks to achieve its investment objectives by
investing substantially all of its assets in a diversified
portfolio of tax-exempt New York municipal bonds that are either
insured or are backed by an escrow or trust account containing
sufficient U.S. Government or U.S. Government agency
securities to ensure principal and interest payments.
(2) If the Fund discontinues its policy of investing
substantially all of its assets in New York municipal bonds that
are insured or backed by an escrow account, the Fund thereafter
will invest substantially all of its assets in New York
municipal bonds rated within the four highest grades (Baa or BBB
or better) by Moodys or Standard & Poors,
except that the Fund may invest up to 20% of its assets in
unrated New York municipal bonds that, in Nuveen Advisorys
opinion, have credit characteristics equivalent to, and are of
comparable quality to, New York municipal bonds so rated.
New York
Select
(1) The Fund seeks to achieve its investment objectives by
investing substantially all of its assets (more than 80%) in a
diversified portfolio of New York municipal bonds that either
are insured or are backed by an escrow or trust account
containing sufficient U.S. Government or
U.S. Government agency securities to ensure principal and
interest payments.
30
(2) If the Fund discontinues its policy of investing
substantially all of its assets in New York municipal bonds that
are insured or backed by an escrow account, the Fund thereafter
will invest substantially all of its assets in New York
municipal bonds rated within the four highest grades (Baa or BBB
or better) by Moodys or Standard & Poors,
except that the Fund may invest up to 20% of its assets in
unrated New York municipal bonds that, in Nuveen Advisorys
opinion, have credit characteristics equivalent to, and are of
comparable quality to, New York municipal bonds so rated.
Insured New York
Tax-Free
(1) Under normal circumstances, the Fund will invest at
least 80% of its average daily net assets, including assets
attributable to MuniPreferred shares outstanding in a portfolio
of municipal bonds that pay interest that is exempt from regular
federal, New York State and New York City income taxes and from
the federal alternative minimum tax applicable to individuals.
Insured Dividend
Advantage
(1) Under normal market conditions, the Fund will invest at
least 80% of its net assets in a portfolio of municipal bonds
that are exempt from regular federal income taxes and that are
covered by insurance guaranteeing the timely payment of
principal and interest thereon.
Insured Tax-Free
Advantage
(1) Under normal circumstances, the Fund will invest at
least 80% of its average daily net assets, including assets
attributable to MuniPreferred shares outstanding (Managed
Assets) in a portfolio of municipal bonds that pay
interest that is exempt from regular federal income tax and from
the federal alternative minimum tax applicable to individuals;
and are covered by insurance guaranteeing the timely payment of
principal and interest thereon.
New York
Investment Quality
(1) The Fund seeks to achieve its investment objectives by
investing substantially all of its assets (more than 80%) in a
diversified portfolio of New York municipal bonds that either
are insured or are backed by an escrow or trust account
containing sufficient U.S. Government or
U.S. Government agency securities to ensure principal and
interest payments.
Insured New York
Dividend
(1) Under normal circumstances, the Fund will invest at
least 80% of its net assets in a portfolio of municipal bonds
that are exempt from regular federal and New York State and New
York City income taxes and that are covered by insurance
guaranteeing the timely payment of principal and interest
thereon.
Approval of new
fundamental policy
In connection with eliminating the Fundamental Policies, the
Board of each Insured Fund has unanimously approved, and
recommends that shareholders of each Insured Fund approve, a
31
New Fundamental Policy relating to each Insured Funds
policy of investing 80% (or greater) of its assets in a
portfolio of tax-exempt securities. The New Fundamental Policy
will replace each Insured Funds Fundamental Policy (1), as
described above. Implementation of the New Fundamental Policy is
contingent on shareholder approval of the elimination of
Fundamental Policy (1) for each Insured Fund. The New
Fundamental Policy is as follows:
Under normal circumstances, the Fund will invest at least 80% of
its net assets, including assets attributable to any principal
amount of any borrowings (including the issuance of commercial
paper or notes) or preferred shares outstanding (Managed
Assets), in a portfolio of securities that pay interest
exempt from federal [and New York State and New York City] (for
the New York insured funds only) income taxes (municipal
securities) [and from the federal alternative minimum tax
applicable to individuals] (for the insured tax free funds only).
New
Non-fundamental policies
In connection with eliminating the Fundamental Policies, the
Board of each Insured Fund has also adopted New Non-Fundamental
Policies, as described below. To the extent that the New
Non-Fundamental Policies conflict with the existing Fundamental
Policies, implementation of the New Non-Fundamental Policies is
contingent on shareholder approval of the elimination of the
Fundamental Policies. To the extent such Non-Fundamental
Policies do not conflict with the existing Fundamental Policies,
the New Non-Fundamental Policies have already been implemented.
By eliminating the Fundamental Policies and adopting the New
Non-Fundamental Policies, each Insured Fund would be able to
change these policies in the future with the approval of the
Board, without the need to obtain prior shareholder approval.
[Shareholders will receive 60 days notice, however, of any
change to the first sentence of the New Non-Fundamental Policy
(1) below.]
The New Non-Fundamental Policies that the Board of each Insured
Fund has adopted are as follows:
(1) Under normal circumstances, the Fund will invest at
least 80% of its net assets, including assets attributable to
any principal amount of any borrowings (including the issuance
of commercial paper or notes) or preferred shares outstanding
(Managed Assets), in a portfolio of securities that
are covered by insurance guaranteeing the timely payment of
principal and interest thereon. Inverse floaters whose
underlying bonds are covered by insurance guaranteeing the
timely payment of principal and interest thereon are included in
the above-referenced 80% test. In addition, for the 80% test
above, insurers must have a claims-paying ability rated at least
A by a nationally recognized statistical rating organization
(NRSRO) at the time of purchase or at the time the bond is
insured while in the portfolio.
(2) Under normal circumstances, the Fund will invest at
least 80% of its Managed Assets in municipal securities covered
by insurance from insurers with a claims-paying ability rated AA
or better by an NRSRO at the time of purchase; municipal
securities rated AA or better by an NRSRO, or that are unrated
but judged to be of comparable quality by the Funds
investment adviser, at the time of purchase; or municipal bonds
backed by an escrow or trust account containing sufficient
U.S. Government or U.S. Government agency securities
to ensure timely payment of principal and interest.
(3) Under normal circumstances, the Fund may invest up to
20% of its Managed Assets in municipal securities covered by
insurance from insurers with a claims-paying
32
ability rated BBB or better by an NRSRO; or municipal securities
rated at least BBB or better by an NRSRO, or that are unrated
but judged to be of comparable quality by the Funds
investment adviser, at the time of purchase.
Board
recommendation
The Board believes that eliminating the Fundamental Policies and
adopting the New Policies gives the Adviser flexibility to
rapidly respond to continuing developments in the bond insurance
market and would enhance the portfolio managers ability to
meet each Insured Funds investment objective and keep each
Fund fully invested. While the Board believes that the New
Policies give the Adviser adequate flexibility under current
market conditions, if the market changes in the future, the
Insured Funds may desire to refine these parameters further and
the Board may change the New Non-Fundamental Policies without
shareholder approval.
The Board of Trustees recommends that shareholders of each
Insured Fund vote to approve the elimination of each Fundamental
Policy and vote to approve the New Fundamental Policy.
Audit
Committee Report
The audit committee of each Board is responsible for the
oversight and monitoring of (1) the accounting and
reporting policies, processes and practices, and the audit of
the financial statements, of each Fund, (2) the quality and
integrity of the Funds financial statements and
(3) the independent registered public accounting
firms qualifications, performance and independence. In its
oversight capacity, the committee reviews each Funds
annual financial statements with both management and the
independent registered public accounting firm and the committee
meets periodically with the independent registered public
accounting firm and internal auditors to consider their
evaluation of each Funds financial and internal controls.
The committee also selects, retains, evaluates and may replace
each Funds independent registered public accounting firm.
The committee is currently composed of three (for Real Estate
and Diversified Dividend) or four (for each other Fund)
Independent Board Members and operates under a written charter
adopted and approved by each Board. Each committee member meets
the independence and experience requirements, as applicable, of
the New York Stock Exchange, American Stock Exchange,
Section 10A of the 1934 Act and the rules and
regulations of the Securities and Exchange Commission (the
SEC).
The committee, in discharging its duties, has met with and held
discussions with management and each Funds independent
registered public accounting firm. The committee has also
reviewed and discussed the audited financial statements with
management. Management has represented to the independent
registered public accounting firm that each Funds
financial statements were prepared in accordance with generally
accepted accounting principles. The committee has also discussed
with the independent registered public accounting firm the
matters required to be discussed by Statement on Auditing
Standards (SAS) No. 61 (Communication with
Audit Committees), as amended by SAS No. 90 (Audit
Committee Communications). Each Funds independent
registered public accounting firm provided to the committee the
written disclosure and letter required by Independence Standards
Board Standard No. 1 (Independence Discussions with Audit
Committees), and the committee discussed with representatives of
the independent registered public accounting firm their
firms independence. As provided in the Audit Committee
Charter, it is not the committees responsibility to
determine, and the considerations and discussions referenced
above do not
33
ensure, that each Funds financial statements are complete
and accurate and presented in accordance with generally accepted
accounting principles.
Based on the committees review and discussions with
management and the independent registered public accounting
firm, the representations of management and the report of the
independent registered public accounting firm to the committee,
the committee has recommended that the Boards include the
audited financial statements in each Funds Annual Report.
The current members of the committee are:
Robert P. Bremner
Jack B. Evans
David J. Kundert (except for Real Estate and Diversified
Dividend)
William J. Schneider
34
Audit and Related
Fees.
The following
tables provide the aggregate fees billed during each Funds
last two fiscal years by each Funds independent registered
public accounting firm for engagements directly related to the
operations and financial reporting of each Fund including those
relating (i) to each Fund for services provided to the Fund
and (ii) to the Adviser and certain entities controlling,
controlled by, or under common control with the Adviser that
provide ongoing services to each Fund (Adviser
Entities).
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Audit
Fees
(1)
|
|
Audit Related
Fees
(2)
|
|
Tax
Fees
(3)
|
|
All Other
Fees
(4)
|
|
|
|
|
|
|
|
|
Adviser and
|
|
|
|
Adviser and
|
|
|
|
Adviser and
|
|
|
|
|
Fund
|
|
Fund
|
|
Adviser Entities
|
|
Fund
|
|
Adviser Entities
|
|
Fund
|
|
Adviser Entities
|
|
|
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
|
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
|
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
|
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
|
|
|
New York Dividend Advantage
|
|
$
|
11,312
|
|
|
$
|
11,878
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
400
|
|
|
$
|
500
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
2,950
|
|
|
$
|
1,550
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
|
|
|
New York Dividend Advantage 2
|
|
|
9,665
|
|
|
|
10,161
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
1,550
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
New York Investment Quality
|
|
|
16,300
|
|
|
|
17,109
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
New York Municipal Value
|
|
|
9,819
|
|
|
|
10,346
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
New York Performance Plus
|
|
|
15,083
|
|
|
|
15,856
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
New York Quality Income
|
|
|
20,048
|
|
|
|
21,023
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
New York Select Quality
|
|
|
19,838
|
|
|
|
20,809
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured Dividend Advantage
|
|
|
23,278
|
|
|
|
24,467
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
1,550
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured Municipal Opportunity
|
|
|
54,258
|
|
|
|
56,946
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured Premium Income 2
|
|
|
25,811
|
|
|
|
27,178
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
1,550
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured Quality Income
|
|
|
28,568
|
|
|
|
30,015
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured Tax-Free Advantage
|
|
|
16,438
|
|
|
|
17,375
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
1,550
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured New York Dividend Advantage
|
|
|
10,589
|
|
|
|
11,140
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
1,550
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured New York Premium Income
|
|
|
10,823
|
|
|
|
11,377
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Insured New York Tax-Free Advantage
|
|
|
8,011
|
|
|
|
8,438
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
1,550
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Premier Insured
|
|
|
17,475
|
|
|
|
18,333
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
400
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,950
|
|
|
|
3,150
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Core Equity
|
|
|
N/A
|
|
|
|
24,130
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
|
|
|
35
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Audit
Fees
(1)
|
|
Audit Related
Fees
(2)
|
|
Tax
Fees
(3)
|
|
All Other
Fees
(4)
|
|
|
|
|
Fund
|
|
Fund
|
|
Adviser and Adviser Entities
|
|
Fund
|
|
Adviser and Adviser Entities
|
|
Fund
|
|
Adviser and Adviser Entities
|
|
|
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
|
|
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
Year
|
|
|
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
Ended
|
|
|
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
2006
|
|
2007
|
|
|
|
|
Real Estate Income
|
|
|
21,000
|
|
|
|
22,100
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,950
|
|
|
|
10,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Diversified Dividend and Income
|
|
|
29,000
|
|
|
|
31,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
950
|
|
|
|
7,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Equity Premium and Growth
|
|
|
16,367
|
|
|
|
17,770
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Equity Premium Advantage
|
|
|
20,019
|
|
|
|
21,313
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Equity Premium Income
|
|
|
24,959
|
|
|
|
26,994
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
21,232
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Equity Premium Opportunity
|
|
|
36,207
|
|
|
|
38,759
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
932
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Quality Preferred Income
|
|
|
19,977
|
|
|
|
21,409
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,950
|
|
|
|
4,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Quality Preferred Income 2
|
|
|
30,313
|
|
|
|
32,473
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,950
|
|
|
|
4,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Quality Preferred Income 3
|
|
|
12,710
|
|
|
|
13,619
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,950
|
|
|
|
4,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Tax-Advantaged Total Return Strategy
|
|
|
23,000
|
|
|
|
24,600
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,550
|
|
|
|
1,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Tax-Advantaged Dividend Growth
|
|
|
N/A
|
|
|
|
15,000
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
|
|
Global Government Enhanced Income
|
|
|
29,200
|
|
|
|
25,199
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Global Value Opportunities
|
|
|
23,500
|
|
|
|
28,341
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,715
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Multi-Currency Short-Term Govt Income
|
|
|
N/A
|
|
|
|
49,583
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
|
|
Multi-Strategy Income and Growth
|
|
|
20,731
|
|
|
|
22,060
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
625
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,950
|
|
|
|
4,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
Multi-Strategy Income and Growth 2
|
|
|
25,269
|
|
|
|
26,940
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
800
|
|
|
|
625
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,950
|
|
|
|
4,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
|
(1)
|
Audit Fees are the aggregate fees billed for
professional services for the audit of the Funds annual
financial statements and services provided in connection with
statutory and regulatory filings or engagements.
|
(2)
|
Audit Related Fees are the aggregate fees billed for
assurance and related services reasonably related to the
performance of the audit or review of financial statements and
are not reported under Audit Fees.
|
(3)
|
Tax Fees are the aggregate fees billed for
professional services for tax advice, tax compliance and tax
planning. The amounts reported for each Fund under the column
heading Tax FeesAdviser and Adviser Entities
represents amounts billed to the Adviser, by each Funds
independent registered public accounting firm, exclusively for
the preparation of the Funds tax return, the cost of which
is borne by the Adviser. In the aggregate, for all Nuveen funds,
these fees amounted to $161,400 for Ernst & Young LLP
and $113,550 for PricewaterhouseCoopers LLP in 2006 and
$ for
Ernst & Young LLP and
$ for
PricewaterhouseCoopers LLP in 2007. Beginning with the fund
fiscal years ended August 31, 2006 the independent
registered public accounting firms no longer prepared the fund
tax returns.
|
(4)
|
All Other Fees are the aggregate fees billed for
products and services for
agreed-upon
procedures engagements for leveraged Funds.
|
36
Non-Audit
Fees.
The following
tables provide the aggregate non-audit fees billed by each
Funds independent registered public accounting firm for
services rendered to each Fund, the Adviser and the Adviser
Entities during each Funds last two fiscal years.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-Audit Fees Billed to
|
|
|
|
|
|
|
|
|
Adviser and Adviser Entities
|
|
|
|
|
|
|
|
|
(Engagements Related
|
|
Total Non-Audit Fees Billed to
|
|
|
|
|
Total Non-Audit
|
|
Directly to the Operations and
|
|
Adviser and Adviser Entities
|
|
|
|
|
Fees Billed to Fund
|
|
Financial Reporting of
Fund)
(1)
|
|
(All Other Engagements)
|
|
Total
|
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
Fund
|
|
Ended 2006
|
|
Ended 2007
|
|
Ended 2006
|
|
Ended 2007
|
|
Ended 2006
|
|
Ended 2007
|
|
Ended 2006
|
|
Ended 2007
|
|
|
New York Dividend Advantage
|
|
$
|
3,350
|
|
|
$
|
2,050
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
3,350
|
|
|
$
|
2,050
|
|
New York Dividend Advantage 2
|
|
|
3,350
|
|
|
|
2,050
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
2,050
|
|
New York Investment Quality
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
New York Municipal Value
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
New York Performance Plus
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
New York Quality Income
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
New York Select Quality
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
Insured Dividend Advantage
|
|
|
3,350
|
|
|
|
2,050
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
2,050
|
|
Insured Municipal Opportunity
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
Insured Premium Income 2
|
|
|
3,350
|
|
|
|
2,050
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
2,050
|
|
Insured Quality Income
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
Insured Tax-Free Advantage
|
|
|
3,350
|
|
|
|
2,050
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
2,050
|
|
Insured New York Dividend Advantage
|
|
|
3,350
|
|
|
|
2,050
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
2,050
|
|
Insured New York Premium Income
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
Insured New York Tax-Free Advantage
|
|
|
3,350
|
|
|
|
2,050
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
2,050
|
|
Premier Insured
|
|
|
3,350
|
|
|
|
3,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,350
|
|
|
|
3,650
|
|
Core Equity
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
Real Estate Income
|
|
|
4,750
|
|
|
|
11,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
4,750
|
|
|
|
11,300
|
|
|
|
|
(1)
|
Total Non-Audit Fees Billed to Adviser and Adviser
Entities for both fiscal year ends represent Tax
Fees billed to the Adviser in their respective amounts
from the previous table.
|
37
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-Audit Fees Billed to
|
|
|
|
|
|
|
|
|
Adviser and Adviser Entities
|
|
|
|
|
|
|
|
|
(Engagements Related
|
|
Total Non-Audit Fees Billed to
|
|
|
|
|
Total Non-Audit
|
|
Directly to the Operations and
|
|
Adviser and Adviser Entities
|
|
|
|
|
Fees Billed to Fund
|
|
Financial Reporting of
Fund)
(1)
|
|
(All Other Engagements)
|
|
Total
|
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
Fund
|
|
Ended 2006
|
|
Ended 2007
|
|
Ended 2006
|
|
Ended 2007
|
|
Ended 2006
|
|
Ended 2007
|
|
Ended 2006
|
|
Ended 2007
|
|
|
Diversified Dividend and Income
|
|
$
|
1,750
|
|
|
$
|
8,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1,750
|
|
|
$
|
8,000
|
|
Equity Premium and Growth
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Equity Premium Advantage
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Equity Premium Income
|
|
|
21,232
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
21,232
|
|
|
|
0
|
|
Equity Premium Opportunity
|
|
|
932
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
932
|
|
|
|
0
|
|
Quality Preferred Income
|
|
|
4,750
|
|
|
|
5,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
4,750
|
|
|
|
5,300
|
|
Quality Preferred Income 2
|
|
|
4,750
|
|
|
|
5,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
4,750
|
|
|
|
5,300
|
|
Quality Preferred Income 3
|
|
|
4,750
|
|
|
|
5,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
4,750
|
|
|
|
5,300
|
|
Tax-Advantaged Total Return Strategy
|
|
|
2,350
|
|
|
|
2,650
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,350
|
|
|
|
2,650
|
|
Tax-Advantaged Dividend Growth
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
Global Government Enhanced Income
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Global Value Opportunities
|
|
|
0
|
|
|
|
2,715
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,715
|
|
Multi-Currency Short-Term Govt Income
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
|
|
N/A
|
|
|
|
0
|
|
Multi-Strategy Income and Growth
|
|
|
4,750
|
|
|
|
4,925
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
4,750
|
|
|
|
4,925
|
|
Multi-Strategy Income and Growth 2
|
|
|
4,750
|
|
|
|
4,925
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
4,750
|
|
|
|
4,925
|
|
|
|
|
(1)
|
Total Non-Audit Fees Billed to Adviser and Adviser
Entities for both fiscal year ends represent Tax
Fees billed to the Adviser in their respective amounts
from the previous table.
|
38
Audit Committee Pre-Approval Policies and
Procedures.
Generally, the audit committee must approve
each Funds independent registered public accounting
firms engagements (i) with the Fund for audit or
non-audit services and (ii) with the Adviser and Adviser
Entities for non-audit services if the engagement relates
directly to the operations and financial reporting of the Fund.
Regarding tax and research projects conducted by the independent
registered public accounting firm for each Fund and the Adviser
and Adviser Entities (with respect to the operations and
financial reporting of each Fund), such engagements will be
(i) pre-approved by the audit committee if they are
expected to be for amounts greater than $10,000;
(ii) reported to the audit committee chairman for his
verbal approval prior to engagement if they are expected to be
for amounts under $10,000 but greater than $5,000; and
(iii) reported to the audit committee at the next audit
committee meeting if they are expected to be for an amount under
$5,000.
For engagements with each Funds independent registered
public accounting firm entered into on or after May 6,
2003, the audit committee approved in advance all audit services
and non-audit services that the independent registered public
accounting firm provided to each Fund and to the Adviser and
Adviser Entities (with respect to the operations and financial
reporting of the Fund). None of the services rendered by the
Funds independent registered public accounting firm to
each Fund or the Adviser or Adviser Entities were pre-approved
by the audit committee pursuant to the pre-approval exception
under Rule 2.01(c)(7)(i)(C) or Rule 2.01(c)(7)(ii) of
Regulation S-X.
Additional
Information
Appointment of
the Independent Registered Public Accounting Firm
The Board of each Fund (except Equity Premium, Equity Premium
Advantage, Equity Premium Income, Core Equity, Equity Premium
Opportunity and Multi-Currency) has appointed Ernst &
Young LLP as independent registered public accounting firm to
audit the books and records of the Fund for its current fiscal
year. The Boards of Equity Premium, Equity Premium Advantage,
Equity Premium Income, Core Equity, Equity Premium Opportunity
and Multi-Currency have appointed PricewaterhouseCoopers LLP as
independent registered public accounting firm to audit the books
and records of these Funds for their current fiscal years. A
representative of each independent registered public accounting
firm will be present at the Annual Meetings to make a statement,
if such representative so desires, and to respond to
shareholders questions. Each independent registered public
accounting firm has informed each applicable Fund that it has no
direct or indirect material financial interest in the Funds,
Nuveen, the Adviser or any other investment company sponsored by
Nuveen.
Section 16(a)
Beneficial Interest Reporting Compliance
Section 30(h) of the 1940 Act and Section 16(a) of the
1934 Act require Board Members and officers, the Adviser,
affiliated persons of the investment adviser and persons who own
more than 10% of a registered class of a Funds equity
securities to file forms reporting their affiliation with that
Fund and reports of ownership and changes in ownership of that
Funds shares with the SEC and the New York Stock Exchange
or American Stock Exchange, as applicable. These persons and
entities are required by SEC regulation to furnish the Funds
with copies of all Section 16(a) forms they file. Based on
a review of these forms furnished to each Fund, each Fund
believes that its Board Members and officers, investment adviser
and
39
affiliated persons of the investment adviser have complied with
all applicable Section 16(a) filing requirements during its
last fiscal year. [To the knowledge of management of the Funds,
no shareholder of a Fund owns more than 10% of a registered
class of a Funds equity securities.]
Information About
the Adviser
The Adviser, located at 333 West Wacker Drive, Chicago,
Illinois 60606, serves as investment adviser and manager for
each Fund. The Adviser is a wholly-owned subsidiary of Nuveen.
Nuveen is a wholly-owned subsidiary of Windy City, a corporation
formed by investors led by Madison Dearborn Partners, LLC
(MDP), a private equity investment firm based in
Chicago, Illinois. Windy City is controlled by MDP on behalf of
the Madison Dearborn Capital Partner V funds. Other owners of
Windy City include Merrill Lynch & Co.s Global
Private Equity group and affiliates (including private equity
funds) of Wachovia, Citigroup and Deutsche Bank.
Shareholder
Proposals
To be considered for presentation at the annual meeting of
shareholders for the Funds to be held in 2008, shareholder
proposals submitted pursuant to
Rule 14a-8
of the 1934 Act must be received at the offices of that
Fund, 333 West Wacker Drive, Chicago, Illinois 60606, not
later
than , .
A shareholder wishing to provide notice in the manner prescribed
by
Rule 14a-4(c)(1)
of a proposal submitted outside of the process of
Rule 14a-8
for the annual meeting must, pursuant to each Funds
By-Laws, submit such written notice to the Fund not later
than ,
or prior
to
, . Timely submission of a proposal
does not mean that such proposal will be included in a proxy
statement.
Shareholder
Communications
Shareholders who want to communicate with the Board or any
individual Board Member should write their Fund to the attention
of Lorna Ferguson, Manager of Fund Board Relations, Nuveen
Investments, 333 West Wacker Drive, Chicago, Illinois
60606. The letter should indicate that you are a Fund
shareholder, and identify the Fund (or Funds). If the
communication is intended for a specific Board Member and so
indicates it will be sent only to that Board Member. If a
communication does not indicate a specific Board Member it will
be sent to the chair of the nominating and governance committee
and the outside counsel to the Independent Board Members for
further distribution as deemed appropriate by such persons.
Expenses of Proxy
Solicitation
The cost of preparing, printing and mailing the enclosed proxy,
accompanying notice and proxy statement and all other costs in
connection with the solicitation of proxies will be paid by the
Funds pro rata based on the number of shareholder accounts.
Additional solicitation may be made by letter or telephone by
officers or employees of Nuveen or the Adviser, or by dealers
and their representatives. Any additional costs of solicitation
will be paid by the Fund that requires additional solicitation.
Fiscal
Year
The last fiscal year end for the New York Funds was
September 30, 2007. The last fiscal year end for Insured
Dividend Advantage, Insured Municipal Opportunity, Insured
Premium Income 2,
40
Insured Quality, Insured Tax-Free Advantage and Premier Insured
was October 31, 2007. The last fiscal year end for Real
Estate, Diversified Dividend, Equity Premium, Equity Premium
Advantage, Equity Premium Income, Equity Premium Opportunity,
Quality Preferred, Quality Preferred 2, Quality
Preferred 3, Tax-Advantaged, Tax-Advantaged Dividend,
Global Government, Global Value, Core Equity, Multi-Currency,
Multi-Strategy and Multi-Strategy 2 was December 31,
2007.
Annual Report
Delivery
Annual reports will be sent to shareholders of record of each
Fund following each Funds fiscal year end. Each Fund will
furnish, without charge, a copy of its annual report
and/or
semi-annual report as available upon request. Such written or
oral requests should be directed to such Fund at 333 West
Wacker Drive, Chicago, Illinois 60606 or by calling
1-800-257-8787.
Please note that only one annual report or proxy statement may
be delivered to two or more shareholders of a Fund who share an
address, unless the Fund has received instructions to the
contrary. To request a separate copy of an annual report or
proxy statement, or for instructions as to how to request a
separate copy of such documents or as to how to request a single
copy if multiple copies of such documents are received,
shareholders should contact the applicable Fund at the address
and phone number set forth above.
General
Management does not intend to present and does not have reason
to believe that any other items of business will be presented at
the Annual Meetings. However, if other matters are properly
presented to the Annual Meetings for a vote, the proxies will be
voted by the persons acting under the proxies upon such matters
in accordance with their judgment of the best interests of the
Fund.
A list of shareholders entitled to be present and to vote at
each Annual Meeting will be available at the offices of the
Funds, 333 West Wacker Drive, Chicago, Illinois, for
inspection by any shareholder during regular business hours
beginning ten days prior to the date of the Annual Meeting.
Failure of a quorum to be present at any Annual Meeting will
necessitate adjournment and will subject that Fund to additional
expense. The persons named in the enclosed proxy may also move
for an adjournment of any Annual Meeting to permit further
solicitation of proxies with respect to the proposal if they
determine that adjournment and further solicitation is
reasonable and in the best interests of the shareholders. Under
each Funds By-Laws, an adjournment of a meeting with
respect to a matter requires the affirmative vote of a majority
of the shares entitled to vote on the matter present in person
or represented by proxy at the meeting.
IF YOU CANNOT BE PRESENT AT THE MEETING, YOU ARE REQUESTED TO
FILL IN, SIGN AND RETURN THE ENCLOSED PROXY CARD PROMPTLY. NO
POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES.
Kevin J. McCarthy
Vice President and Secretary
May , 2008
41
Appendix A
Beneficial
Ownership
The following table lists the dollar range of equity securities
beneficially owned by each Board Member nominee in each Fund and
in all Nuveen funds overseen by the Board Member nominee as of
December 31, 2007.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dollar Range of Equity Securities
|
|
|
|
|
|
|
New York
|
|
|
|
New York
|
|
|
|
|
|
Insured
|
|
Insured
|
|
Insured
|
|
|
Board Member Nominees/
|
|
New York
|
|
New York
|
|
Investment
|
|
New York
|
|
Performance
|
|
New York
|
|
New York
|
|
Dividend
|
|
Municipal
|
|
Premium
|
|
Insured
|
Board Members
|
|
Dividend
|
|
Dividend
(2)
|
|
Quality
|
|
Value
|
|
Plus
|
|
Quality
|
|
Select
|
|
Advantage
|
|
Opportunity
|
|
Income
(2)
|
|
Quality
|
|
|
Nominees/Board Members who are not interested persons of the
Fund
|
Robert P. Bremner
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Jack B. Evans
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
William C. Hunter
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
David J. Kundert
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
William J. Schneider
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Judith M. Stockdale
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Carole E. Stone
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0]
|
|
Nominee who is an interested person of the Fund
|
John P.
Amboian
(2)
|
|
[$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0]
|
|
|
A-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dollar Range of Equity Securities
|
|
|
Insured
|
|
Insured
|
|
Insured
|
|
Insured
|
|
|
|
|
|
|
|
|
|
|
|
Equity
|
|
Equity
|
Board Member Nominees/
|
|
Tax-Free
|
|
New York
|
|
New York
|
|
New York
|
|
Premier
|
|
Core
|
|
Real
|
|
Diversified
|
|
Equity
|
|
Premium
|
|
Premium
|
Board Members
|
|
Advantage
|
|
Dividend
|
|
Premium
|
|
Tax-Free
|
|
Insured
|
|
Equity
|
|
Estate
|
|
Dividend
|
|
Premium
|
|
Advantage
|
|
Income
|
|
|
Nominees/Board Members who are not interested persons of the
Fund
|
Robert P. Bremner
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Over $
|
100,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Jack B. Evans
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
William C. Hunter
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
David J. Kundert
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
William J. Schneider
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1-$10,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Judith M. Stockdale
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Carole E. Stone
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
Nominee who is an interested person of the Fund
|
John P.
Amboian
(2)
|
|
[$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0]
|
|
|
A-2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dollar Range of Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Dollar
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Range of Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Securities in
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Registered
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Companies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Overseen by
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Board Member
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nominees in
|
Board Member
|
|
Equity
|
|
|
|
|
|
|
|
|
|
Tax-
|
|
|
|
|
|
|
|
|
|
|
|
Family of
|
Nominees/Board
|
|
Premium
|
|
Quality
|
|
Quality
|
|
Quality
|
|
Tax-
|
|
Advantaged
|
|
Global
|
|
Global
|
|
Multi-
|
|
Multi-
|
|
Multi-
|
|
Investment
|
Members
|
|
Opportunity
|
|
Preferred
|
|
Preferred 2
|
|
Preferred 3
|
|
Advantaged
|
|
Dividend
|
|
Government
|
|
Value
|
|
Currency
|
|
Strategy
|
|
Strategy 2
|
|
Companies
(1)
|
|
|
Robert P. Bremner
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Over $
|
100,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
$
|
0
|
|
|
Over $
|
100,000
|
|
Jack B. Evans
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
$
|
0
|
|
|
Over $
|
100,000
|
|
William C. Hunter
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Over $
|
100,000
|
|
David J. Kundert
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Over $
|
100,000
|
|
William J. Schneider
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1-$10,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
$
|
0
|
|
|
Over $
|
100,000
|
|
John P.
Amboian
(2)
|
|
[$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Over $
|
100,000]
|
|
Judith M. Stockdale
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1-$10,000
|
|
|
Over $
|
100,000
|
|
Carole E. Stone
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
10,001-$50,000
|
|
|
|
|
(1)
|
The amounts reflect the aggregate dollar range of equity
securities and the number of shares beneficially owned by the
Board Member in the Funds and in all Nuveen funds overseen by
each Board Member.
|
|
|
(2)
|
In April 2008, Mr. Amboian was appointed to each
Funds Board effective June 30, 2008.
[Mr. Amboian did not own any shares of Nuveen Funds prior
to becoming a Board Member.]
|
A-3
The following table sets forth, for each Board Member and for
the Board Members and officers as a group, the amount of shares
beneficially owned in each Fund as of December 31, 2007.
The information as to beneficial ownership is based on
statements furnished by each Board Member and officer.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund Shares Owned By Board Members And
Officers
(1)
|
Board Member
|
|
|
|
|
|
New York
|
|
|
|
New York
|
|
|
|
|
|
Insured
|
|
Insured
|
|
Insured
|
|
|
Nominees/Board
|
|
New York
|
|
New York
|
|
Investment
|
|
New York
|
|
Performance
|
|
New York
|
|
New York
|
|
Dividend
|
|
Municipal
|
|
Premium
|
|
Insured
|
Members
|
|
Dividend
|
|
Dividend 2
|
|
Quality
|
|
Value
|
|
Plus
|
|
Quality
|
|
Select
|
|
Advantage
|
|
Opportunity
|
|
Income 2
|
|
Quality
|
|
|
Nominees/Board Members who are not interested persons of the
Fund
|
Robert P. Bremner
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Jack B. Evans
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
William C. Hunter
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
David J. Kundert
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
William J. Schneider
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Judith M. Stockdale
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Carole E. Stone
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Nominee who is an interested person of the Fund
|
John P.
Amboian
(2)
|
|
|
[0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0]
|
|
|
A-4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund Shares Owned By Board Members And
Officers
(1)
|
|
|
Insured
|
|
Insured
|
|
Insured
|
|
Insured
|
|
|
|
|
|
|
|
|
|
|
|
Equity
|
|
Equity
|
Board Member Nominees/
|
|
Tax-Free
|
|
New York
|
|
New York
|
|
New York
|
|
Premier
|
|
Core
|
|
Real
|
|
Diversified
|
|
Equity
|
|
Premium
|
|
Premium
|
Board Members
|
|
Advantage
|
|
Dividend
|
|
Premium
|
|
Tax-Free
|
|
Insured
|
|
Equity
|
|
Estate
|
|
Dividend
|
|
Premium
|
|
Advantage
|
|
Income
|
|
|
Nominees/Board Members who are not interested persons of the
Fund
|
Robert P. Bremner
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
13,200
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Jack B. Evans
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,100
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
William C. Hunter
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
David J. Kundert
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
William J. Schneider
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
664
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Judith M. Stockdale
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,152
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Carole E. Stone
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Nominee who is an interested person of the Fund
|
John P.
Amboian
(2)
|
|
|
[0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0]
|
|
|
A-5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund Shares Owned By Board Members And
Officers
(1)
|
Board Member
|
|
Equity
|
|
|
|
|
|
|
|
|
|
Tax-
|
|
|
|
|
|
|
|
|
|
|
Nominees/
|
|
Premium
|
|
Quality
|
|
Quality
|
|
Quality
|
|
Tax-
|
|
Advantaged
|
|
Global
|
|
Global
|
|
Multi-
|
|
Multi-
|
|
Multi-
|
Board Members
|
|
Opportunity
|
|
Preferred
|
|
Preferred
(2)
|
|
Preferred
(3)
|
|
Advantaged
|
|
Dividend
|
|
Government
|
|
Value
|
|
Currency
|
|
Strategy
|
|
Strategy
(2)
|
|
|
Nominees/Board Members who are not interested persons of the
Fund
|
Robert P. Bremner
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
12,500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,500
|
|
|
|
0
|
|
Jack B. Evans
|
|
|
0
|
|
|
|
0
|
|
|
|
4,400
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,000
|
|
|
|
0
|
|
William C. Hunter
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
David J. Kundert
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
William J. Schneider
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
511
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,023
|
|
|
|
0
|
|
Judith M. Stockdale
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
672
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
638
|
|
Carole E. Stone
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
Nominee who is an interested person of the Fund
|
John P.
Amboian
(2)
|
|
|
[0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
]
|
|
|
|
|
(1)
|
The numbers include share equivalents of certain Nuveen funds in
which the Board Member is deemed to be invested pursuant to the
Deferred Compensation Plan for Independent Board Members as more
fully described below.
|
|
|
(2)
|
In April 2008, Mr. Amboian was appointed to each
Funds Board effective June 30, 2008.
[Mr. Amboian did not own shares of Nuveen Funds prior to
being appointed as a Board Member.]
|
A-6
APPENDIX B
NUMBER OF
BOARD AND COMMITTEE MEETINGS
HELD DURING EACH FUNDS LAST FISCAL YEAR
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compliance, Risk
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management
|
|
|
|
Nominating
|
|
|
|
|
|
|
|
|
|
|
and Regulatory
|
|
|
|
and
|
|
|
Regular
|
|
Special
|
|
Executive
|
|
Dividend
|
|
Oversight
|
|
Audit
|
|
Governance
|
|
|
Board
|
|
Board
|
|
Committee
|
|
Committee
|
|
Committee
|
|
Committee
|
|
Committee
|
Fund
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
|
Nuveen New York Dividend Advantage Municipal Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen New York Dividend Advantage Municipal Fund 2
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen New York Investment Quality Municipal Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen New York Municipal Value Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen New York Performance Plus Municipal Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen New York Quality Income Municipal Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen New York Select Quality Municipal Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured Dividend Advantage Municipal Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured Municipal Opportunity Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured Premium Income Municipal Fund 2
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured Quality Municipal Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured Tax-Free Advantage Municipal Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured New York Dividend Advantage Municipal Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured New York Premium Income Municipal Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Insured New York Tax-Free Advantage Municipal Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Premier Insured Municipal Income Fund, Inc.
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Core Equity Alpha Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Real Estate Income Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Diversified Dividend and Income Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Equity Premium and Growth Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Equity Premium Advantage Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Equity Premium Income Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Equity Premium Opportunity Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
|
|
B-1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compliance, Risk
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management
|
|
|
|
Nominating
|
|
|
|
|
|
|
|
|
|
|
and Regulatory
|
|
|
|
and
|
|
|
Regular
|
|
Special
|
|
Executive
|
|
Dividend
|
|
Oversight
|
|
Audit
|
|
Governance
|
|
|
Board
|
|
Board
|
|
Committee
|
|
Committee
|
|
Committee
|
|
Committee
|
|
Committee
|
Fund
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
Meeting
|
|
|
Nuveen Quality Preferred Income Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Quality Preferred Income Fund 2
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Quality Preferred Income Fund 3
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Tax-Advantaged Total Return Strategy Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Tax-Advantaged Dividend Growth Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Global Government Enhanced Income Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Global Value Opportunities Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Multi-Currency Short-Term Government Income Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Multi-Strategy Income & Growth Fund
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
Nuveen Multi-Strategy Income & Growth Fund 2
|
|
|
4
|
|
|
|
10
|
|
|
|
1
|
|
|
|
5
|
|
|
|
4
|
|
|
|
4
|
|
|
|
4
|
|
|
|
APPENDIX
C
NUVEEN
FUND BOARD
AUDIT COMMITTEE CHARTER
JANUARY 15,2008
|
|
I.
|
Organization
and Membership
|
There shall be a committee of each Board of Directors/Trustees
(theBoard) of the Nuveen Management Investment
Companies (the Funds or, individually, a
Fund) to be known as the Audit Committee. The Audit
Committee shall be comprised of at least three
Directors/Trustees. Audit Committee members shall be independent
of the Funds and free of any relationship that, in the opinion
of the Directors/Trustees, would interfere with their exercise
of independent judgment as an Audit Committee member. In
particular, each member must meet the independence and
experience requirements applicable to the Funds of the exchanges
on which shares are listed, Section 10A of the Securities
Exchange Act of 1934 (the Exchange Act), and the
rules and regulations of the Securities and Exchange Commission
(the Commission). Each such member of the Audit
Committee shall have a basic understanding of finance and
accounting, be able to read and understand fundamental financial
statements, and be financially literate, and at least one such
member shall have accounting or related financial management
expertise, in each case as determined by the Directors/Trustees,
exercising their business judgment (this person may also serve
as the Audit Committees financial expert as
defined by the Commission). The Board shall appoint the members
and the Chairman of the Audit Committee, on the recommendation
of the Nominating and Governance Committee. The Audit Committee
shall meet periodically but in any event no less frequently than
on a semi-annual basis. Except for the Funds, Audit Committee
members shall not serve simultaneously on the audit committees
of more than two other public companies.
|
|
II.
|
Statement
of Policy, Purpose and Processes
|
The Audit Committee shall assist the Board in oversight and
monitoring of (1) the accounting and reporting policies,
processes and practices, and the audits of the financial
statements, of the Funds; (2) the quality and integrity of
the financial statements of the Funds; (3) the Funds
compliance with legal and regulatory requirements, (4) the
independent auditors qualifications, performance and
independence; and (5) oversight of the Pricing Procedures
of the Funds and the Valuation Group. In exercising this
oversight, the Audit Committee can request other committees of
the Board to assume responsibility for some of the monitoring as
long as the other committees are composed exclusively of
independent directors.
In doing so, the Audit Committee shall seek to maintain free and
open means of communication among the Directors/Trustees, the
independent auditors, the internal auditors and the management
of the Funds. The Audit Committee shall meet periodically with
Fund management, the Funds internal auditor, and the
Funds independent auditors, in separate executive
sessions. The Audit Committee shall prepare reports of the Audit
Committee as required by the Commission to be included in the
Funds annual proxy statements or otherwise.
The Audit Committee shall have the authority and resources in
its discretion to retain special legal, accounting or other
consultants to advise the Audit Committee and to otherwise
discharge its responsibilities, including appropriate funding as
determined by the Audit Committee for compensation to
independent auditors engaged for the purpose of preparing
C-1
or issuing an audit report or performing other audit, review or
attest services for a Fund, compensation to advisers employed by
the Audit Committee, and ordinary administrative expenses of the
Audit Committee that are necessary or appropriate in carrying
out its duties, as determined in its discretion. The Audit
Committee may request any officer or employee of Nuveen
Investments, Inc. (or its affiliates) (collectively,
Nuveen) or the Funds independent auditors or
outside counsel to attend a meeting of the Audit Committee or to
meet with any members of, or consultants to, the Audit
Committee. The Funds independent auditors and internal
auditors shall have unrestricted accessibility at any time to
Committee members.
Responsibilities
Fund management has the primary responsibility to establish and
maintain systems for accounting, reporting, disclosure and
internal control.
The independent auditors have the primary responsibility to plan
and implement an audit, with proper consideration given to the
accounting, reporting and internal controls. Each independent
auditor engaged for the purpose of preparing or issuing an audit
report or performing other audit, review or attest services for
the Funds shall report directly to the Audit Committee. The
independent auditors are ultimately accountable to the Board and
the Audit Committee. It is the ultimate responsibility of the
Audit Committee to select, appoint, retain, evaluate, oversee
and replace any independent auditors and to determine their
compensation, subject to ratification of the Board, if required.
These Audit Committee responsibilities may not be delegated to
any other Committee or the Board.
The Audit Committee is responsible for the following:
With Respect to
Fund Financial Statements:
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1.
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Reviewing and discussing the annual audited financial statements
and semi-annual financial statements with Fund management and
the independent auditors including major issues regarding
accounting and auditing principles and practices, and the
Funds disclosures in its periodic reports under
Managements Discussion and Analysis.
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2.
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Requiring the independent auditors to deliver to the Chairman of
the Audit Committee a timely report on any issues relating to
the significant accounting policies, management judgments and
accounting estimates or other matters that would need to be
communicated under Statement on Auditing Standards
(SAS) No. 90, Audit Committee Communications (which
amended SAS No. 61, Communication with Audit Committees),
that arise during the auditors review of the Funds
financial statements, which information the Chairman shall
further communicate to the other members of the Audit Committee,
as deemed necessary or appropriate in the chairmans
judgment.
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3.
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Discussing with management the Funds press releases
regarding financial results and dividends, as well as financial
information and earnings guidance provided to analysts and
rating agencies. This discussion may be done generally,
consisting of discussing the types of information to be
disclosed and the types of presentations to be made. The
Chairman of the Audit Committee shall be authorized to have
these discussions with management on behalf of the Audit
Committee.
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C-2
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4.
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Discussing with management and the independent auditors
(a) significant financial reporting issues and judgments
made in connection with the preparation and presentation of the
Funds financial statements, including any significant
changes in the Funds selection or application of
accounting principles and any major issues as to the adequacy of
the Funds internal controls and any special audit steps
adopted in light of material control deficiencies; and
(b) analyses prepared by Fund management and/or the
independent auditor setting forth significant financial
reporting issues and judgments made in connection with the
preparation of the financial statements, including analyses of
the effects of alternative GAAP methods on the financial
statements.
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5.
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Discussing with management and the independent auditors the
effect of regulatory and accounting initiatives on the
Funds financial statements.
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6.
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Reviewing and discussing reports, both written and oral, from
the independent auditors and/or Fund management regarding
(a) all critical accounting policies and practices to be
used; (b) all alternative treatments of financial
information within generally accepted accounting principles that
have been discussed with management, ramifications of the use of
such alternative treatments and disclosures, and the treatment
preferred by the independent auditors; and (c) other
material written communications between the independent auditors
and management, such as any management letter or schedule of
unadjusted differences.
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7.
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Discussing with Fund management the Funds major financial
risk exposures and the steps management has taken to monitor and
control these exposures, including the Funds risk
assessment and risk management policies and guidelines. In
fulfilling its obligations under this paragraph, the Audit
Committee may review in a general manner the processes other
Board committees have in place with respect to risk assessment
and risk management.
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8.
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Reviewing disclosures made to the Audit Committee by the
Funds principal executive officer and principal financial
officer during their certification process for the Funds
periodic reports about any significant deficiencies in the
design or operation of internal controls or material weaknesses
therein and any fraud involving management or other employees
who have a significant role in the Funds internal
controls. In fulfilling its obligations under this paragraph,
the Audit Committee may review in a general manner the processes
other Board committees have in place with respect to
deficiencies in internal controls, material weaknesses, or any
fraud associated with internal controls.
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With Respect to
the Independent Auditors:
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1.
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Selecting, appointing, retaining or replacing the independent
auditors, subject, if applicable, only to Board and shareholder
ratification; and compensating, evaluating and overseeing the
work of the independent auditor (including the resolution of
disagreements between Fund management and the independent
auditor regarding financial reporting).
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2.
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Meeting with the independent auditors and Fund management to
review the scope, fees, audit plans and staffing for the audit,
for the current year. At the conclusion of the audit, reviewing
such audit results, including the independent auditors
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C-3
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evaluation of the Funds financial and internal controls,
any comments or recommendations of the independent auditors, any
audit problems or difficulties and managements response,
including any restrictions on the scope of the independent
auditors activities or on access to requested information,
any significant disagreements with management, any accounting
adjustments noted or proposed by the auditor but not made by the
Fund, any communications between the audit team and the audit
firms national office regarding auditing or accounting
issues presented by the engagement, any significant changes
required from the originally planned audit programs and any
adjustments to the financial statements recommended by the
auditors.
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3.
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Pre-approving all audit services and permitted non-audit
services, and the terms thereof, to be performed for the Funds
by their independent auditors, subject to the de minimis
exceptions for non-audit services described in Section 10A
of the Exchange Act that the Audit Committee approves prior to
the completion of the audit, in accordance with any policies or
procedures relating thereto as adopted by the Board or the Audit
Committee. The Chairman of the Audit Committee shall be
authorized to give pre-approvals of such non-audit services on
behalf of the Audit Committee.
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4.
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Obtaining and reviewing a report or reports from the independent
auditors at least annually (including a formal written statement
delineating all relationships between the auditors and the Funds
consistent with Independent Standards Board Standard 1, as may
be amended, restated, modified or replaced) regarding
(a) the independent auditors internal quality-control
procedures; (b) any material issues raised by the most
recent internal quality-control review, or peer review, of the
firm, or by any inquiry or investigation by governmental or
professional authorities within the preceding five years,
respecting one or more independent audits carried out by the
firm; (c) any steps taken to deal with any such issues; and
(d) all relationships between the independent auditor and
the Funds and their affiliates, in order to assist the Audit
Committee in assessing the auditors independence. After
reviewing the foregoing report[s] and the independent
auditors work throughout the year, the Audit Committee
shall be responsible for evaluating the qualifications,
performance and independence of the independent auditor and
their compliance with all applicable requirements for
independence and peer review, and a review and evaluation of the
lead partner, taking into account the opinions of Fund
management and the internal auditors, and discussing such
reports with the independent auditors. The Audit Committee shall
present its conclusions with respect to the independent auditor
to the Board.
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5.
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Reviewing any reports from the independent auditors mandated by
Section 10A(b) of the Exchange Act regarding any illegal
act detected by the independent auditors (whether or not
perceived to have a material effect on the Funds financial
statements) and obtaining from the independent auditors any
information about illegal acts in accordance with
Section 10A(b).
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6.
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Ensuring the rotation of the lead (or coordinating) audit
partner having primary responsibility for the audit and the
audit partner responsible for reviewing the audit as required by
law, and further considering the rotation of the independent
auditor firm itself.
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C-4
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7.
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Establishing and recommending to the Board for ratification
policies for the Funds, Fund management or the Fund
advisers hiring of employees or former employees of the
independent auditor who participated in the audits of the Funds.
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8.
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Taking, or recommending that the Board take, appropriate action
to oversee the independence of the outside auditor.
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With Respect to
Any Internal Auditor:
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1.
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Reviewing the proposed programs of the internal auditor for the
coming year. It is not the obligation or responsibility of the
Audit Committee to confirm the independence of any Nuveen
internal auditors performing services relating to the Funds or
to approve any termination or replacement of the Nuveen Manager
of Internal Audit.
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2.
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Receiving a summary of findings from any completed internal
audits pertaining to the Funds and a progress report on the
proposed internal audit plan for the Funds, with explanations
for significant deviations from the original plan.
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With Respect to
Pricing and Valuation Oversight:
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1.
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The Board has responsibilities regarding the pricing of a
Funds securities under the 1940 Act. The Board has
delegated this responsibility to the Committee to address
valuation issues that arise between Board meetings, subject to
the Boards general supervision of such actions. The
Committee is primarily responsible for the oversight of the
Pricing Procedures and actions taken by the internal Valuation
Group (Valuation Matters). The Valuation Group will
report on Valuation Matters to the Committee and/or the Board of
Directors/Trustees, as appropriate.
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2.
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Performing all duties assigned to it under the Funds
Pricing Procedures, as such may be amended from time to time.
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3.
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Periodically reviewing and making recommendations regarding
modifications to the Pricing Procedures as well as consider
recommendations by the Valuation Group regarding the Pricing
Procedures.
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4.
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Reviewing any issues relating to the valuation of a Funds
securities brought to the Committees attention, including
suspensions in pricing, pricing irregularities, price overrides,
self-pricing, NAV errors and corrections thereto, and other
pricing matters. In this regard, the Committee should consider
the risks to the Funds in assessing the possible resolutions of
these Valuation Matters.
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5.
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Evaluating, as it deems necessary or appropriate, the
performance of any pricing agent and recommend changes thereto
to the full Board.
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6.
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Reviewing any reports or comments from examinations by
regulatory authorities relating to Valuation Matters of the
Funds and consider managements responses to any such
comments and, to the extent the Committee deems necessary or
appropriate, propose to management and/or the full Board the
modification of the Funds policies and procedures relating
to such matters. The Committee, if deemed necessary or
desirable, may also meet with regulators.
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C-5
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7.
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Meeting with members of management of the Funds, outside
counsel, or others in fulfilling its duties hereunder, including
assessing the continued appropriateness and adequacy of the
Pricing Procedures, eliciting any recommendations for
improvements of such procedures or other Valuation Matters, and
assessing the possible resolutions of issues regarding Valuation
Matters brought to its attention.
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8.
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Performing any special review, investigations or oversight
responsibilities relating to Valuation as requested by the Board
of Directors/Trustees.
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9.
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9. Investigating or initiating an investigation of reports of
improprieties or suspected improprieties in connection with the
Funds policies and procedures relating to Valuation
Matters not otherwise assigned to another Board committee.
|
Other
Responsibilities:
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1.
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Reviewing with counsel to the Funds, counsel to Nuveen, the Fund
advisers counsel and independent counsel to the Board
legal matters that may have a material impact on the Funds
financial statements or compliance policies.
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2.
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Receiving and reviewing periodic or special reports issued on
exposure/controls, irregularities and control failures related
to the Funds.
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3.
|
Reviewing with the independent auditors, with any internal
auditor and with Fund management, the adequacy and effectiveness
of the accounting and financial controls of the Funds, and
eliciting any recommendations for the improvement of internal
control procedures or particular areas where new or more
detailed controls or procedures are desirable. Particular
emphasis should be given to the adequacy of such internal
controls to expose payments, transactions or procedures that
might be deemed illegal or otherwise improper.
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4.
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Reviewing the reports of examinations by regulatory authorities
as they relate to financial statement matters.
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5.
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Discussing with management and the independent auditor any
correspondence with regulators or governmental agencies that
raises material issues regarding the Funds financial
statements or accounting policies.
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6.
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Obtaining reports from management with respect to the
Funds policies and procedures regarding compliance with
applicable laws and regulations.
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7.
|
Reporting regularly to the Board on the results of the
activities of the Audit Committee, including any issues that
arise with respect to the quality or integrity of the
Funds financial statements, the Funds compliance
with legal or regulatory requirements, the performance and
independence of the Funds independent auditors, or the
performance of the internal audit function.
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8.
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Performing any special reviews, investigations or oversight
responsibilities requested by the Board.
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9.
|
Reviewing and reassessing annually the adequacy of this charter
and recommending to the Board approval of any proposed changes
deemed necessary or advisable by the Audit Committee.
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C-6
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10.
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Undertaking an annual review of the performance of the Audit
Committee
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11.
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Establishing procedures for the receipt, retention and treatment
of complaints received by the Funds regarding accounting,
internal accounting controls or auditing matters, and the
confidential, anonymous submission of concerns regarding
questionable accounting or auditing matters by employees of Fund
management, the investment adviser, administrator, principal
underwriter, or any other provider of accounting related
services for the Funds, as well as employees of the Funds.
|
Although the Audit Committee shall have the authority and
responsibilities set forth in this Charter, it is not the
responsibility of the Audit Committee to plan or conduct audits
or to determine that the Funds financial statements are
complete and accurate and are in accordance with generally
accepted accounting principles. That is the responsibility of
management and the independent auditors. Nor is it the duty of
the Audit Committee to conduct investigations, to resolve
disagreements, if any, between management and the independent
auditors or to ensure compliance with laws and regulations.
C-7
Nuveen
Investments
333
West Wacker Drive
Chicago,
IL 60606-1286
(800) 257-8787
Nuveen Investments
333 West Wacker Dr.
Chicago IL 60606 www.nuveen.com
999 999 999 999 99
ß
3 EASY WAYS TO VOTE YOUR PROXY
1.
|
|
Automated Touch Tone Voting: Call toll-free 1-888-221-0697 and follow the recorded
instructions.
|
|
2.
|
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On the Internet at
www.proxyweb.com
, and follow the simple instructions.
|
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3.
|
|
Sign, Date and Return this proxy card using the enclosed postage-paid envelope.
|
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FUND NAME PRINTS HERE
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THIS PROXY IS SOLICITED BY THE BOARD OF THE FUND
|
COMMON STOCK
|
|
FOR AN ANNUAL MEETING OF SHAREHOLDERS, JUNE 30, 2008
|
The Annual Meeting of shareholders will be held Monday, June 30, 2008 at 10:00 a.m. Central time,
in the 31
st
Floor conference room of Nuveen Investments, 333 West Wacker Drive, Chicago,
Illinois. At this meeting, you will be asked to vote on the proposals described in the proxy
statement attached. The undersigned hereby appoints Kevin J. McCarthy and
Gifford R. Zimmerman, and each of them, with full power of substitution, proxies for the
undersigned, to represent and vote the shares of the undersigned at the Annual Meeting of
shareholders to be held on June 30, 2008 or any adjournment or adjournments thereof.
WHETHER OR NOT YOU PLAN TO JOIN US AT THE MEETING, PLEASE COMPLETE, DATE AND SIGN YOUR PROXY CARD
AND RETURN IT IN THE ENCLOSED ENVELOPE SO THAT YOUR VOTE WILL BE COUNTED. AS AN ALTERNATIVE, PLEASE
CONSIDER VOTING BY TELEPHONE AT (888) 221-0697 OR OVER THE INTERNET (
www.proxyweb.com
).
ê
Date:
SIGN HERE EXACTLY AS NAME(S) APPEAR(S) ON LEFT.
(Please sign in Box)
NOTE: PLEASE SIGN YOUR NAME EXACTLY AS IT APPEARS ON THIS PROXY. IF SHARES ARE HELD JOINTLY, EACH
HOLDER MUST SIGN THE PROXY. IF YOU ARE SIGNING ON BEHALF OF AN ESTATE, TRUST OR CORPORATION, PLEASE
STATE YOUR TITLE OR CAPACITY.
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ê
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Please
fill in box(es) as shown using black or blue ink or number 2
pencil.
PLEASE DO NOT USE FINE
POINT PENS.
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x
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ê
|
In their discretion, the proxies are authorized to vote upon such other business as may properly
come before the Annual Meeting.
Properly executed proxies will be voted as specified. If no specification is made, such shares
will be voted FOR each proposal.
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1. Election of Board Members:
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FOR
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WITHHOLD
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NOMINEES
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AUTHORITY
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listed at left
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to vote for
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(except as
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all nominees
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marked to
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listed at left
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the contrary)
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(01) Robert
P. Bremner
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(03) John P. Amboian
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(05) Judith M. Stockdale
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o
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o
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(02)
Jack B. Evans
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(04) David J. Kundert
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(06) Carole E. Stone
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(INSTRUCTION: To withhold authority to vote for any individual nominee(s), write the number(s) of
the nominee(s) on the line provided below.)
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FOR
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AGAINST
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ABSTAIN
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2a.
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Approve the elimination of
the fundamental policy relating to insured/ uninsured bonds.
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o
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o
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o
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2b.
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Approve the fundamental
policy relating to tax-exempt securities.
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3.
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To transact such other business as may properly come before the Annual Meeting.
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PLEASE SIGN ON REVERSE SIDE
Nuveen Investments
333 West Wacker Dr.
Chicago IL 60606 www.nuveen.com
999 999 999 999 99
ß
3 EASY WAYS TO VOTE YOUR PROXY
1.
|
|
Automated Touch Tone Voting: Call toll-free 1-888-221-0697 and follow the recorded
instructions.
|
|
2.
|
|
On the Internet at
www.proxyweb.com
, and follow the simple instructions.
|
|
3.
|
|
Sign, Date and Return this proxy card using the enclosed postage-paid envelope.
|
|
|
|
FUND NAME PRINTS HERE
|
|
THIS PROXY IS SOLICITED BY THE BOARD OF THE FUND
|
PREFERRED SHARES
|
|
FOR AN ANNUAL MEETING OF SHAREHOLDERS, JUNE 30, 2008
|
The Annual Meeting of shareholders will be held Monday, June 30, 2008 at 10:00 a.m. Central time,
in the 31
st
Floor conference room of Nuveen Investments, 333 West Wacker Drive, Chicago,
Illinois. At this meeting, you will be asked to vote on the proposals described in the proxy
statement attached. The undersigned hereby appoints Kevin J. McCarthy and
Gifford R. Zimmerman, and each of them, with full power of substitution, proxies for the
undersigned, to represent and vote the shares of the undersigned at the Annual Meeting of
shareholders to be held on June 30, 2008 or any adjournment or adjournments thereof.
WHETHER OR NOT YOU PLAN TO JOIN US AT THE MEETING, PLEASE COMPLETE, DATE AND SIGN YOUR PROXY CARD
AND RETURN IT IN THE ENCLOSED ENVELOPE SO THAT YOUR VOTE WILL BE COUNTED. AS AN ALTERNATIVE, PLEASE
CONSIDER VOTING BY TELEPHONE AT (888) 221-0697 OR OVER THE INTERNET (
www.proxyweb.com
).
ê
Date:
SIGN HERE EXACTLY AS NAME(S) APPEAR(S) ON LEFT.
(Please sign in Box)
NOTE: PLEASE SIGN YOUR NAME EXACTLY AS IT APPEARS ON THIS PROXY. IF SHARES ARE HELD JOINTLY, EACH
HOLDER MUST SIGN THE PROXY. IF YOU ARE SIGNING ON BEHALF OF AN ESTATE, TRUST OR CORPORATION, PLEASE
STATE YOUR TITLE OR CAPACITY.
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