pre14a
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 þ
Filed by a Party other than the Registrant o
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 Section 240.14A-11(c) or Section 240.14a-12 |
NUVEEN ARIZONA DIVIDEND ADVANTAGE MUNICIPAL FUND 3 (NXE)
(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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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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Proposed maximum aggregate value of transaction: |
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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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Amount Previously Paid: |
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Form, Schedule or Registration Statement No.: |
Important Notice
to Fund Shareholders
OCTOBER ,
2008
Although we recommend that you read the complete Proxy
Statement, for your convenience, we have provided a brief
overview of the issues to be voted on.
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Why am I receiving this Proxy Statement? |
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You are receiving this Proxy Statement as a Fund shareholder in
connection with the annual shareholders meeting for the Nuveen
closed-end funds listed at the top of the Notice to Shareholders. |
You are being asked to vote on one or more important matters
affecting your investment in the Fund:
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(i)
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Updated Investment Policies (all Municipal Funds, excluding
Insured Funds). Nuveen’s municipal
closed-end funds are seeking to adopt a uniform, “up to
date” set of investment policies (the “New Investment
Policies”). In general, these funds currently have a
somewhat diverse set of policies, reflecting when the funds were
launched over the past 20 years as well as developments
over time in the municipal market, including new types of
securities as well as investment strategies.
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(ii)
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Elimination of certain Fundamental Investment Policies and
Approval of New Fundamental Investment Policy (Insured Funds
only). Insured Fund shareholders are being asked
to approve the elimination of certain fundamental investment
policies and to approve a new fundamental policy. These changes
are designed to give the Insured Funds important flexibility to
respond to on-going developments in the bond insurance market
while maintaining their current focus on insured bonds backed by
insurers with solid credit ratings. In addition, the Insured
Funds are also seeking to adopt uniform, “up to date”
set of investment policies.
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(iii)
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Approval of Fund Board Nominees (all
Funds). Each year, you and other Fund
shareholders must approve the election of Board members to serve
on your Fund’s Board. This is a requirement for all funds
that list their common shares on a stock exchange. The Funds
described in this proxy statement are holding their annual
shareholders meetings at which Board members will be elected.
The list of specific nominees is contained in the enclosed Proxy
Statement.
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Your Fund’s Board of Trustees/Directors, including your
Board’s independent members, unanimously recommends that
you vote FOR each proposal.
Your vote is very important. We encourage you as a
shareholder to participate in your Fund’s governance by
returning your vote as soon as possible. If enough shareholders
don’t cast their votes, your Fund may not be able to hold
its meeting or the vote on each issue, and will be required to
incur additional solicitation costs in order to obtain
sufficient shareholder participation.
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What are the potential benefits of the New Investment
Policies for common shareholders of the Municipal Funds? |
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The potential benefits to common shareholders are: |
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• Enhanced ability of the Municipal Funds to generate
attractive tax-free income while retaining their orientation on
investment grade quality municipal securities;
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• Increased flexibility in diversifying portfolio
risks and managing duration (the sensitivity of bond prices to
interest rate changes) to pursue the preservation and possible
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growth of capital, which, if successful, will help to sustain
and build net asset value; and |
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• Improved secondary market competitiveness that may
lead to a higher relative market price and/or stronger
premium/discount performance.
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What are the potential benefits of the New Investment
Policies for preferred shareholders of the Municipal Funds? |
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The potential benefits to preferred shareholders are increased
flexibility in diversifying portfolio risks and managing
duration (the sensitivity of bond prices to interest rate
changes) to pursue the preservation and possible growth of
capital, which, if successful, will help to sustain and build
net asset value and therefore asset coverage levels for
preferred shares. |
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What actions are required in order to implement the New
Investment Policies? |
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In order to implement the New Investment Policies and obtain the
potential benefits described above, each Municipal Fund must
make certain changes to its existing policies, including certain
fundamental policies that require approval of shareholders. In
some cases, this may require shareholder approval of the
elimination of an existing fundamental policy as well as the
implementation of a new replacement fundamental policy. Because
each Municipal Fund tends to be situated somewhat differently,
the specific changes required to implement the New Investment
Policies often vary from fund to fund. |
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Why are shareholders of the Insured Funds being asked to
approve the elimination of certain fundamental investment
policies and to approve a new fundamental investment policy? |
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As a result of conditions facing the bond insurance market,
shareholders are being asked to approve the elimination of
certain fundamental investment policies that are restricting, or
may be expected in the future to restrict, each Insured
Fund’s ability to effectively maintain its existing focus
on insured bonds backed respectively by insurers with solid
credit ratings. In connection with eliminating the respective
fundamental investment policies, shareholders are being asked to
approve a new fundamental investment policy that will provide
the Insured Funds with flexibility to respond to on-going
developments in the bond insurance market, while ensuring that
the Insured Funds continue to invest substantially all (at least
80%) of their investments in insured bonds backed by insurers
with solid credit ratings. |
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What happens if shareholders don’t approve the
elimination of the fundamental investment policies and/or
don’t approve the new fundamental investment policies? |
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A Municipal Fund or an Insured Fund will not be able to
implement the new investment policies discussed above. The
Municipal Fund or Insured Fund would likely incur further
expenses to solicit additional shareholder participation, and
may experience potential disruptions to its investment
operations. The Municipal Funds’ and Insured Funds’
Boards urge you to vote without delay in order to avoid the
potential for higher costs and/or disruptions to portfolio
operations. |
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Who do I call if I have questions? |
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If you need any assistance, or have any questions regarding the
proposals or how to vote your shares, please call Computershare
Fund Services, your Fund’s proxy solicitor, at
(866) - .
Please have your proxy material available when you call. |
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How do I vote my shares? |
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You can vote your shares by completing and signing the enclosed
proxy card, and mailing it in the enclosed postage-paid
envelope. Alternatively, you may vote by telephone by calling
the toll-free number on the proxy card or by computer by going
to the Internet address provided on the proxy card and following
the instructions, using your proxy card as a guide. |
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Will anyone contact me? |
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You may receive a call from Computershare Fund Services,
the proxy solicitor hired by your Fund, to verify that you
received your proxy materials, to answer any questions you may
have about the proposals and to encourage you to vote your proxy. |
We recognize the inconvenience of the proxy solicitation process
and would not impose on you if we did not believe that the
matters being proposed were important and in the best interests
of the Fund’s shareholders. Once your vote has been
registered with the proxy solicitor, your name will be removed
from the solicitor’s
follow-up
contact list.
333 West Wacker
Drive
Chicago, Illinois 60606
(800) 257-8787
Notice
of Annual Meeting
of Shareholders
November 18, 2008
October ,
2008
Nuveen
Floating Rate Income Fund (JFR)
Nuveen
Floating Rate Income Opportunity Fund (JRO)
Nuveen
Senior Income Fund (NSL)
Nuveen
Tax-Advantaged Floating Rate Fund (JFP)
Nuveen
Arizona Dividend Advantage Municipal Fund (NFZ)
Nuveen
Arizona Dividend Advantage Municipal Fund 2 (NKR)
Nuveen
Arizona Dividend Advantage Municipal Fund 3 (NXE)
Nuveen
Arizona Premium Income Municipal Fund, Inc. (NAZ)
Nuveen
California Dividend Advantage Municipal Fund (NAC)
Nuveen
California Dividend Advantage Municipal Fund 2
(NVX)
Nuveen
California Dividend Advantage Municipal Fund 3
(NZH)
Nuveen
California Investment Quality Municipal Fund, Inc.
(NQC)
Nuveen
California Municipal Market Opportunity Fund, Inc.
(NCO)
Nuveen
California Municipal Value Fund, Inc. (NCA)
Nuveen
California Performance Plus Municipal Fund, Inc. (NCP)
Nuveen
California Premium Income Municipal Fund (NCU)
Nuveen
California Quality Income Municipal Fund, Inc. (NUC)
Nuveen
California Select Quality Municipal Fund, Inc. (NVC)
Nuveen
Insured California Dividend Advantage Municipal Fund
(NKL)
Nuveen
Insured California Premium Income Municipal Fund, Inc.
(NPC)
Nuveen
Insured California Premium Income Municipal Fund 2, Inc.
(NCL)
Nuveen
Insured California Tax-Free Advantage Municipal Fund
(NKX)
Nuveen
Connecticut Dividend Advantage Municipal Fund (NFC)
Nuveen
Connecticut Dividend Advantage Municipal Fund 2
(NGK)
Nuveen
Connecticut Dividend Advantage Municipal Fund 3
(NGO)
Nuveen
Connecticut Premium Income Municipal Fund (NTC)
Nuveen
Florida Investment Quality Municipal Fund (NQF)
Nuveen
Florida Quality Income Municipal Fund (NUF)
Nuveen
Insured Florida Premium Income Municipal Fund (NFL)
Nuveen
Insured Florida Tax-Free Advantage Municipal Fund
(NWF)
Nuveen
Georgia Dividend Advantage Municipal Fund (NZX)
Nuveen
Georgia Dividend Advantage Municipal Fund 2 (NKG)
Nuveen
Georgia Premium Income Municipal Fund (NPG)
Nuveen
Maryland Dividend Advantage Municipal Fund (NFM)
Nuveen
Maryland Dividend Advantage Municipal Fund 2
(NZR)
Nuveen
Maryland Dividend Advantage Municipal Fund 3
(NWI)
Nuveen
Maryland Premium Income Municipal Fund (NMY)
Nuveen
Massachusetts Dividend Advantage Municipal Fund (NMB)
Nuveen
Massachusetts Premium Income Municipal Fund (NMT)
Nuveen
Insured Massachusetts Tax-Free Advantage Municipal Fund
(NGX)
Nuveen
Michigan Dividend Advantage Municipal Fund (NZW)
Nuveen
Michigan Premium Income Municipal Fund, Inc. (NMP)
Nuveen
Michigan Quality Income Municipal Fund, Inc. (NUM)
Nuveen
Missouri Premium Income Municipal Fund (NOM)
Nuveen
New Jersey Dividend Advantage Municipal Fund (NXJ)
Nuveen
New Jersey Dividend Advantage Municipal Fund 2
(NUJ)
Nuveen
New Jersey Investment Quality Municipal Fund, Inc.
(NQJ)
Nuveen
New Jersey Premium Income Municipal Fund, Inc. (NNJ)
Nuveen
North Carolina Dividend Advantage Municipal Fund (NRB)
Nuveen
North Carolina Dividend Advantage Municipal Fund 2
(NNO)
Nuveen
North Carolina Dividend Advantage Municipal Fund 3
(NII)
Nuveen
North Carolina Premium Income Municipal Fund (NNC)
Nuveen
Ohio Dividend Advantage Municipal Fund (NXI)
Nuveen
Ohio Dividend Advantage Municipal Fund 2 (NBJ)
Nuveen
Ohio Dividend Advantage Municipal Fund 3 (NVJ)
Nuveen
Ohio Quality Income Municipal Fund, Inc. (NUO)
Nuveen
Pennsylvania Dividend Advantage Municipal Fund (NXM)
Nuveen
Pennsylvania Dividend Advantage Municipal Fund 2
(NVY)
Nuveen
Pennsylvania Investment Quality Municipal Fund (NQP)
Nuveen
Pennsylvania Premium Income Municipal Fund 2
(NPY)
Nuveen
Texas Quality Income Municipal Fund (NTX)
Nuveen
Virginia Dividend Advantage Municipal Fund (NGB)
Nuveen
Virginia Dividend Advantage Municipal Fund 2
(NNB)
Nuveen
Virginia Premium Income Municipal Fund (NPV)
To the
Shareholders of the Above Funds:
Notice is hereby given that the Annual Meeting of Shareholders
(the “Annual Meeting”) of Nuveen Arizona Premium
Income Municipal Fund, Inc. (“Arizona Premium
Income”), Nuveen California Investment Quality Municipal
Fund, Inc. (“California Investment Quality”), Nuveen
California Municipal Market Opportunity Fund, Inc.
(“California Market Opportunity”), Nuveen California
Municipal Value Fund, Inc. (“California Value”),
Nuveen California Performance Plus Municipal Fund, Inc.
(“California Performance Plus”), Nuveen California
Quality Income Municipal Fund, Inc. (“California Quality
Income”), Nuveen California Select Quality Municipal Fund,
Inc. (“California Select Quality”), Nuveen Insured
California Premium Income Municipal Fund, Inc. (“Insured
California Premium Income”), Nuveen Insured California
Premium Income Municipal Fund 2, Inc. (“Insured
California Premium Income 2”), Nuveen Michigan Premium
Income Municipal Fund, Inc. (“Michigan Premium
Income”), Nuveen Michigan Quality Income Municipal Fund,
Inc. (“Michigan Quality Income”), Nuveen New Jersey
Investment Quality Municipal Fund, Inc. (“New Jersey
Investment Quality”), Nuveen New Jersey Premium Income
Municipal Fund, Inc. (“New Jersey Premium Income”) and
Nuveen Ohio Quality Income Municipal Fund, Inc. (“Ohio
Quality Income”), each a Minnesota corporation
(collectively, the “Minnesota Corporations”), and
Nuveen Floating Rate Income Fund (“Floating Rate”),
Nuveen Floating Rate Income Opportunity Fund (“Floating
Rate Income Opportunity”), Nuveen Senior Income Fund
(“Senior Income”), Nuveen Tax-Advantaged Floating Rate
Fund (“Tax-Advantaged Floating Rate”), Nuveen Arizona
Dividend Advantage Municipal Fund (“Arizona Dividend
Advantage”), Nuveen Arizona Dividend Advantage Municipal
Fund 2 (“Arizona Dividend Advantage 2”), Nuveen
Arizona Dividend Advantage Municipal Fund 3 (“Arizona
Dividend Advantage 3”), Nuveen California Dividend
Advantage Municipal Fund (“California Dividend
Advantage”), Nuveen California Dividend Advantage Municipal
Fund 2 (“California Dividend Advantage 2”),
Nuveen California Dividend Advantage Municipal Fund 3
(“California Dividend Advantage 3”), Nuveen California
Premium Income Municipal Fund (“California Premium
Income”), Nuveen Insured California Dividend Advantage
Municipal Fund (“Insured California Dividend
Advantage”), Nuveen Insured California Tax-Free Advantage
Municipal Fund (“Insured California Tax-Free
Advantage”), Nuveen Connecticut Dividend Advantage
Municipal Fund (“Connecticut Dividend Advantage”),
Nuveen Connecticut Dividend Advantage Municipal Fund 2
(“Connecticut Dividend Advantage 2”), Nuveen
Connecticut Dividend Advantage Municipal Fund 3
(“Connecticut Dividend Advantage 3”), Nuveen
Connecticut Premium Income Municipal Fund
(“Connecticut Premium Income”), Nuveen Florida
Investment Quality Municipal Fund (“Florida Investment
Quality”), Nuveen Florida Quality Income Municipal Fund
(“Florida Quality Income”), Nuveen Insured Florida
Premium Income Municipal Fund (“Insured Florida Premium
Income”), Nuveen Insured Florida Tax-Free Advantage
Municipal Fund (“Insured Florida Tax-Free Advantage”),
Nuveen Georgia Dividend Advantage Municipal Fund (“Georgia
Dividend Advantage”), Nuveen Georgia Dividend Advantage
Municipal Fund 2 (“Georgia Dividend Advantage
2”), Nuveen Georgia Premium Income Municipal Fund
(“Georgia Premium Income”), Nuveen Maryland Dividend
Advantage Municipal Fund (“Maryland Dividend
Advantage”), Nuveen Maryland Dividend Advantage Municipal
Fund 2 (“Maryland Dividend Advantage 2”), Nuveen
Maryland Dividend Advantage Municipal Fund 3
(“Maryland Dividend Advantage 3”), Nuveen Maryland
Premium Income Municipal Fund (“Maryland Premium
Income”), Nuveen Massachusetts Dividend Advantage Municipal
Fund (“Massachusetts Dividend Advantage”), Nuveen
Massachusetts Premium Income Municipal Fund (“Massachusetts
Premium Income”), Nuveen Insured Massachusetts Tax-Free
Advantage Municipal Fund (“Insured Massachusetts Tax-Free
Advantage”), Nuveen Michigan Dividend Advantage Municipal
Fund (“Michigan Dividend Advantage”), Nuveen Missouri
Premium Income Municipal Fund (“Missouri Premium
Income”), Nuveen New Jersey Dividend Advantage Municipal
Fund (“New Jersey Dividend Advantage”), Nuveen New
Jersey Dividend Advantage Municipal Fund 2 (“New
Jersey Dividend Advantage 2”), Nuveen North Carolina
Dividend Advantage Municipal Fund (“North Carolina Dividend
Advantage”), Nuveen North Carolina Dividend Advantage
Municipal Fund 2 (“North Carolina Dividend Advantage
2”), Nuveen North Carolina Dividend Advantage Municipal
Fund 3 (“North Carolina Dividend Advantage 3”),
Nuveen North Carolina Premium Income Municipal Fund (“North
Carolina Premium Income”), Nuveen Ohio Dividend Advantage
Municipal Fund (“Ohio Dividend Advantage”), Nuveen
Ohio Dividend Advantage Municipal Fund 2 (“Ohio
Dividend Advantage 2”), Nuveen Ohio Dividend Advantage
Municipal Fund 3 (“Ohio Dividend Advantage 3”),
Nuveen Pennsylvania Dividend Advantage Municipal Fund
(“Pennsylvania Dividend Advantage”), Nuveen
Pennsylvania Dividend Advantage Municipal Fund 2
(“Pennsylvania Dividend Advantage 2”), Nuveen
Pennsylvania Investment Quality Municipal Fund
(“Pennsylvania Investment Quality”), Nuveen
Pennsylvania Premium Income Municipal Fund 2
(“Pennsylvania Premium Income 2”), Nuveen Texas
Quality Income Municipal Fund (“Texas Quality
Income”), Nuveen Virginia Dividend Advantage Municipal Fund
(“Virginia Dividend Advantage”), Nuveen Virginia
Dividend Advantage Municipal Fund 2 (“Virginia
Dividend Advantage 2”) and Nuveen Virginia Premium Income
Municipal Fund (“Virginia Premium Income”), each a
Massachusetts business trust (collectively, the
“Massachusetts Business Trusts”) (the Minnesota
Corporations and Massachusetts Business Trusts are each, a
“Fund” and collectively, the “Funds”), will
be held in the 31st floor conference room of Nuveen
Investments, 333 West Wacker Drive, Chicago, Illinois
60606, on Tuesday, November 18, 2008,
at : a.m., Central time, 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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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 Minnesota Corporation, except California Value, to
elect nine (9) Board Members:
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i)
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seven (7) Board Members to be elected by the holders of
Common Shares and Municipal Auction Rate Cumulative Preferred
Shares (“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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b.
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For California Value, to elect four (4) Board Members.
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c.
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For each Massachusetts Business Trust, to elect five
(5) Board Members:
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For each Massachusetts Business Trust, except Floating Rate,
Floating Rate Income Opportunity, Senior Income, Tax-Advantaged
Floating Rate and Insured California Tax-Free Advantage, three
(3) Board Members to be elected by the holders of Common
Shares and Preferred Shares, voting together as a single class;
and three (3) Board Members to be elected by the holders of
Common Shares and Taxable Auctioned Preferred Shares for Senior
Income, FundPreferred Shares for Floating Rate, Floating Rate
Income Opportunity and Tax-Advantaged Floating Rate and Variable
Rate Demand Preferred Shares for Insured California Tax-Free
Advantage (collectively, also referred to herein as
“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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To approve the elimination of fundamental investment policies
and to approve the adoption of new fundamental investment
policies for Arizona Dividend Advantage, Arizona Dividend
Advantage 2, Arizona Dividend Advantage 3, Arizona Premium
Income, California Dividend Advantage, California Dividend
Advantage 2, California Dividend Advantage 3, California
Investment Quality, California Market Opportunity, California
Value, California Performance Plus, California Premium Income,
California Quality Income, California Select Quality,
Connecticut Dividend Advantage, Connecticut Dividend Advantage
2, Connecticut Dividend Advantage 3, Connecticut Premium Income,
Florida Investment Quality, Florida Quality Income, Georgia
Dividend Advantage, Georgia Dividend Advantage 2, Georgia
Premium Income, Maryland Dividend Advantage, Maryland Dividend
Advantage 2, Maryland Dividend Advantage 3, Maryland Premium
Income, Massachusetts Dividend Advantage, Massachusetts Premium
Income, Michigan Dividend Advantage, Michigan Premium Income,
Michigan Quality Income, Missouri Premium Income, New Jersey
Dividend Advantage, New Jersey Dividend Advantage 2, New Jersey
Investment Quality, New Jersey Premium Income, North Carolina
Dividend Advantage, North Carolina Dividend Advantage 2, North
Carolina Dividend Advantage 3, North Carolina Premium Income,
Ohio Dividend Advantage, Ohio Dividend Advantage 2, Ohio
Dividend Advantage 3, Ohio Quality Income, Pennsylvania Dividend
Advantage, Pennsylvania Dividend Advantage 2, Pennsylvania
Investment Quality,
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Pennsylvania Premium Income 2, Texas Quality Income, Virginia
Dividend Advantage, Virginia Dividend Advantage 2 and Virginia
Premium Income (each a “Municipal Fund”), as follows:
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a.
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For each Municipal Fund, to approve the elimination of the
Fund’s fundamental investment policies relating to
investments in municipal securities and below investment grade
securities.
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b.
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For each Municipal Fund, to approve the new fundamental policy
relating to investments in municipal securities.
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c.
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For Arizona Premium Income, California Investment Quality,
California Market Opportunity, California Value, California
Performance Plus, California Premium Income, California Quality
Income, California Select Quality, Connecticut Premium Income,
Florida Investment Quality, Florida Quality Income, Georgia
Premium Income, Maryland Premium Income, Massachusetts Premium
Income, Michigan Premium Income, Michigan Quality Income,
Missouri Premium Income, New Jersey Investment Quality, New
Jersey Premium Income, North Carolina Premium Income, Ohio
Quality Income, Pennsylvania Investment Quality, Pennsylvania
Premium Income 2, Texas Quality Income and Virginia Premium
Income (each a “Premium/Quality Fund”), to approve the
elimination of the Fund’s fundamental policy relating to
commodities.
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d.
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For each Premium/Quality Fund, to approve the new fundamental
policy relating to commodities.
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e.
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For each Premium/Quality Fund, to approve the elimination of the
Fund’s fundamental policies relating to derivatives and
short sales.
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f.
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For each Premium/Quality Fund, to approve the elimination of the
Fund’s fundamental policy prohibiting investment in other
investment companies.
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To approve the elimination of fundamental investment policies
and to approve the new fundamental investment policy for Insured
California Dividend Advantage, Insured California Premium
Income, Insured California Premium Income 2, Insured California
Tax-Free Advantage, Insured Florida Premium Income, Insured
Florida Tax-Free Advantage and Insured Massachusetts Tax-Free
Advantage (each an “Insured Fund”), as follows:
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a.
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For each Insured Fund, to approve the elimination of the
Fund’s fundamental investment policies relating to
investments in insured municipal securities.
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b.
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For each Insured Fund, to approve the new fundamental investment
policy relating to investment in insured municipal securities.
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c.
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For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the elimination of the Fund’s fundamental policy relating
to commodities.
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d.
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For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the new fundamental policy relating to commodities.
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e.
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For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the elimination of the Fund’s fundamental policies relating
to derivatives and short sales.
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f.
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For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the elimination of the Fund’s fundamental policy
prohibiting investment in other investment companies.
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To transact such other business as may properly come before the
Annual Meeting.
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Shareholders of record at the close of business on
September 22, 2008 are entitled to notice of and to vote at
the Annual Meeting.
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
333 West Wacker
Drive
Chicago, Illinois 60606
(800) 257-8787
Joint
Proxy Statement
October ,
2008
This Joint Proxy Statement is first being mailed to shareholders
on or
about October , 2008.
Nuveen
Floating Rate Income Fund (JFR)
Nuveen
Floating Rate Income Opportunity Fund (JRO)
Nuveen
Senior Income Fund (NSL)
Nuveen
Tax-Advantaged Floating Rate Fund (JFP)
Nuveen
Arizona Dividend Advantage Municipal Fund (NFZ)
Nuveen
Arizona Dividend Advantage Municipal Fund 2 (NKR)
Nuveen
Arizona Dividend Advantage Municipal Fund 3 (NXE)
Nuveen
Arizona Premium Income Municipal Fund, Inc. (NAZ)
Nuveen
California Dividend Advantage Municipal Fund (NAC)
Nuveen
California Dividend Advantage Municipal Fund 2
(NVX)
Nuveen
California Dividend Advantage Municipal Fund 3
(NZH)
Nuveen
California Investment Quality Municipal Fund, Inc.
(NQC)
Nuveen
California Municipal Market Opportunity Fund, Inc.
(NCO)
Nuveen
California Municipal Value Fund, Inc. (NCA)
Nuveen
California Performance Plus Municipal Fund, Inc. (NCP)
Nuveen
California Premium Income Municipal Fund (NCU)
Nuveen
California Quality Income Municipal Fund, Inc. (NUC)
Nuveen
California Select Quality Municipal Fund, Inc. (NVC)
Nuveen
Insured California Dividend Advantage Municipal Fund
(NKL)
Nuveen
Insured California Premium Income Municipal Fund, Inc.
(NPC)
Nuveen
Insured California Premium Income Municipal Fund 2, Inc.
(NCL)
Nuveen
Insured California Tax-Free Advantage Municipal Fund
(NKX)
Nuveen
Connecticut Dividend Advantage Municipal Fund (NFC)
Nuveen
Connecticut Dividend Advantage Municipal Fund 2
(NGK)
Nuveen
Connecticut Dividend Advantage Municipal Fund 3
(NGO)
Nuveen
Connecticut Premium Income Municipal Fund (NTC)
Nuveen
Florida Investment Quality Municipal Fund (NQF)
Nuveen
Florida Quality Income Municipal Fund (NUF)
Nuveen
Insured Florida Premium Income Municipal Fund (NFL)
Nuveen
Insured Florida Tax-Free Advantage Municipal Fund
(NWF)
Nuveen
Georgia Dividend Advantage Municipal Fund (NZX)
Nuveen
Georgia Dividend Advantage Municipal Fund 2 (NKG)
Nuveen
Georgia Premium Income Municipal Fund (NPG)
Nuveen
Maryland Dividend Advantage Municipal Fund (NFM)
Nuveen
Maryland Dividend Advantage Municipal Fund 2
(NZR)
Nuveen
Maryland Dividend Advantage Municipal Fund 3
(NWI)
Nuveen
Maryland Premium Income Municipal Fund (NMY)
Nuveen
Massachusetts Dividend Advantage Municipal Fund (NMB)
Nuveen
Massachusetts Premium Income Municipal Fund (NMT)
Nuveen
Insured Massachusetts Tax-Free Advantage Municipal Fund
(NGX)
Nuveen
Michigan Dividend Advantage Municipal Fund (NZW)
Nuveen
Michigan Premium Income Municipal Fund, Inc. (NMP)
Nuveen
Michigan Quality Income Municipal Fund, Inc. (NUM)
Nuveen
Missouri Premium Income Municipal Fund (NOM)
1
Nuveen
New Jersey Dividend Advantage Municipal Fund (NXJ)
Nuveen
New Jersey Dividend Advantage Municipal Fund 2
(NUJ)
Nuveen
New Jersey Investment Quality Municipal Fund, Inc.
(NQJ)
Nuveen
New Jersey Premium Income Municipal Fund, Inc. (NNJ)
Nuveen
North Carolina Dividend Advantage Municipal Fund (NRB)
Nuveen
North Carolina Dividend Advantage Municipal Fund 2
(NNO)
Nuveen
North Carolina Dividend Advantage Municipal Fund 3
(NII)
Nuveen
North Carolina Premium Income Municipal Fund (NNC)
Nuveen
Ohio Dividend Advantage Municipal Fund (NXI)
Nuveen
Ohio Dividend Advantage Municipal Fund 2 (NBJ)
Nuveen
Ohio Dividend Advantage Municipal Fund 3 (NVJ)
Nuveen
Ohio Quality Income Municipal Fund, Inc. (NUO)
Nuveen
Pennsylvania Dividend Advantage Municipal Fund (NXM)
Nuveen
Pennsylvania Dividend Advantage Municipal Fund 2
(NVY)
Nuveen
Pennsylvania Investment Quality Municipal Fund (NQP)
Nuveen
Pennsylvania Premium Income Municipal Fund 2
(NPY)
Nuveen
Texas Quality Income Municipal Fund (NTX)
Nuveen
Virginia Dividend Advantage Municipal Fund (NGB)
Nuveen
Virginia Dividend Advantage Municipal Fund 2
(NNB)
Nuveen
Virginia Premium Income Municipal Fund (NPV)
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 Nuveen Arizona
Premium Income Municipal Fund, Inc. (“Arizona Premium
Income”), Nuveen California Investment Quality Municipal
Fund, Inc. (“California Investment Quality”), Nuveen
California Municipal Market Opportunity Fund, Inc.
(“California Market Opportunity”), Nuveen California
Municipal Value Fund, Inc. (“California Value”),
Nuveen California Performance Plus Municipal Fund, Inc.
(“California Performance Plus”), Nuveen California
Quality Income Municipal Fund, Inc. (“California Quality
Income”), Nuveen California Select Quality Municipal Fund,
Inc. (“California Select Quality”), Nuveen Insured
California Premium Income Municipal Fund, Inc. (“Insured
California Premium Income”), Nuveen Insured California
Premium Income Municipal Fund 2, Inc. (“Insured
California Premium Income 2”), Nuveen Michigan Premium
Income Municipal Fund, Inc. (“Michigan Premium
Income”), Nuveen Michigan Quality Income Municipal Fund,
Inc. (“Michigan Quality Income”), Nuveen New Jersey
Investment Quality Municipal Fund, Inc. (“New Jersey
Investment Quality”), Nuveen New Jersey Premium Income
Municipal Fund, Inc. (“New Jersey Premium Income”) and
Nuveen Ohio Quality Income Municipal Fund, Inc. (“Ohio
Quality Income”), each a Minnesota corporation
(collectively, the “Minnesota Corporations”), and
Nuveen Floating Rate Income Fund (“Floating Rate”),
Nuveen Floating Rate Income Opportunity Fund (“Floating
Rate Income Opportunity”), Nuveen Senior Income Fund
(“Senior Income”), Nuveen Tax-Advantaged Floating Rate
Fund (“Tax-Advantaged Floating Rate”), Nuveen Arizona
Dividend Advantage Municipal Fund (“Arizona Dividend
Advantage”), Nuveen Arizona Dividend Advantage Municipal
Fund 2 (“Arizona Dividend Advantage 2”), Nuveen
Arizona Dividend Advantage Municipal Fund 3 (“Arizona
Dividend Advantage 3”), Nuveen California Dividend
Advantage Municipal Fund (“California Dividend
Advantage”), Nuveen California Dividend Advantage Municipal
Fund 2 (“California Dividend Advantage 2”),
Nuveen California Dividend Advantage Municipal Fund 3
(“California Dividend Advantage 3”), Nuveen California
Premium Income Municipal Fund (“California Premium
Income”), Nuveen
2
Insured California Dividend Advantage Municipal Fund
(“Insured California Dividend Advantage”), Nuveen
Insured California Tax-Free Advantage Municipal Fund
(“Insured California Tax-Free Advantage”), Nuveen
Connecticut Dividend Advantage Municipal Fund (“Connecticut
Dividend Advantage”), Nuveen Connecticut Dividend Advantage
Municipal Fund 2 (“Connecticut Dividend Advantage
2”), Nuveen Connecticut Dividend Advantage Municipal
Fund 3 (“Connecticut Dividend Advantage 3”),
Nuveen Connecticut Premium Income Municipal Fund
(“Connecticut Premium Income”), Nuveen Florida
Investment Quality Municipal Fund (“Florida Investment
Quality”), Nuveen Florida Quality Income Municipal Fund
(“Florida Quality Income”), Nuveen Insured Florida
Premium Income Municipal Fund (“Insured Florida Premium
Income”), Nuveen Insured Florida Tax-Free Advantage
Municipal Fund (“Insured Florida Tax-Free Advantage”),
Nuveen Georgia Dividend Advantage Municipal Fund (“Georgia
Dividend Advantage”), Nuveen Georgia Dividend Advantage
Municipal Fund 2 (“Georgia Dividend Advantage
2”), Nuveen Georgia Premium Income Municipal Fund
(“Georgia Premium Income”), Nuveen Maryland Dividend
Advantage Municipal Fund (“Maryland Dividend
Advantage”), Nuveen Maryland Dividend Advantage Municipal
Fund 2 (“Maryland Dividend Advantage 2”), Nuveen
Maryland Dividend Advantage Municipal Fund 3
(“Maryland Dividend Advantage 3”), Nuveen Maryland
Premium Income Municipal Fund (“Maryland Premium
Income”), Nuveen Massachusetts Dividend Advantage Municipal
Fund (“Massachusetts Dividend Advantage”), Nuveen
Massachusetts Premium Income Municipal Fund (“Massachusetts
Premium Income”), Nuveen Insured Massachusetts Tax-Free
Advantage Municipal Fund (“Insured Massachusetts Tax-Free
Advantage”), Nuveen Michigan Dividend Advantage Municipal
Fund (“Michigan Dividend Advantage”), Nuveen Missouri
Premium Income Municipal Fund (“Missouri Premium
Income”), Nuveen New Jersey Dividend Advantage Municipal
Fund (“New Jersey Dividend Advantage”), Nuveen New
Jersey Dividend Advantage Municipal Fund 2 (“New
Jersey Dividend Advantage 2”), Nuveen North Carolina
Dividend Advantage Municipal Fund (“North Carolina Dividend
Advantage”), Nuveen North Carolina Dividend Advantage
Municipal Fund 2 (“North Carolina Dividend Advantage
2”), Nuveen North Carolina Dividend Advantage Municipal
Fund 3 (“North Carolina Dividend Advantage 3”),
Nuveen North Carolina Premium Income Municipal Fund (“North
Carolina Premium Income”), Nuveen Ohio Dividend Advantage
Municipal Fund (“Ohio Dividend Advantage”), Nuveen
Ohio Dividend Advantage Municipal Fund 2 (“Ohio
Dividend Advantage 2”), Nuveen Ohio Dividend Advantage
Municipal Fund 3 (“Ohio Dividend Advantage 3”),
Nuveen Pennsylvania Dividend Advantage Municipal Fund
(“Pennsylvania Dividend Advantage”), Nuveen
Pennsylvania Dividend Advantage Municipal Fund 2
(“Pennsylvania Dividend Advantage 2”), Nuveen
Pennsylvania Investment Quality Municipal Fund
(“Pennsylvania Investment Quality”), Nuveen
Pennsylvania Premium Income Municipal Fund 2
(“Pennsylvania Premium Income 2”), Nuveen Texas
Quality Income Municipal Fund (“Texas Quality
Income”), Nuveen Virginia Dividend Advantage Municipal Fund
(“Virginia Dividend Advantage”), Nuveen Virginia
Dividend Advantage Municipal Fund 2 (“Virginia
Dividend Advantage 2”) and Nuveen Virginia Premium Income
Municipal Fund (“Virginia Premium Income”), each a
Massachusetts business trust (collectively, the
“Massachusetts Business Trusts”) (the Minnesota
Corporations and Massachusetts Business Trusts are each, 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
60606, on Tuesday, November 18, 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 proxy is returned and no
choice is specified, the shares will be voted FOR the
election of the nominees as listed in this
3
Joint Proxy Statement and FOR the elimination of the
fundamental investment policies and the adoption of new
fundamental investment policies for each Fund. 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.
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:
| |
|
|
|
|
|
|
|
|
|
|
|
Matter
|
|
|
Common Shares
|
|
|
Preferred
Shares(1)(2)
|
|
|
|
1a(i).
|
|
For each Minnesota Corporation, except California Value,
election of seven (7) Board Members by all shareholders.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
a(ii).
|
|
For each Minnesota Corporation, except California Value,
election of two (2) Board Members by Preferred Shares only.
|
|
|
|
|
|
X
|
|
|
|
|
|
b.
|
|
Election of four (4) Board Members for California Value by
all shareholders.
|
|
|
X
|
|
|
N/A
|
|
|
|
|
|
c(i).
|
|
For each Massachusetts Business Trust, election of three
(3) Board Members by all shareholders.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
c(ii).
|
|
For each Massachusetts Business Trust, election of two
(2) Board Members by Preferred Shares only.
|
|
|
|
|
|
X
|
|
|
|
|
4
| |
|
|
|
|
|
|
|
|
|
|
|
Matter
|
|
|
Common Shares
|
|
|
Preferred
Shares(1)(2)
|
|
|
|
2a.
|
|
For Arizona Dividend Advantage, Arizona Dividend Advantage 2,
Arizona Dividend Advantage 3, Arizona Premium Income, California
Dividend Advantage, California Dividend Advantage 2, California
Dividend Advantage 3, California Investment Quality, California
Market Opportunity, California Value, California Performance
Plus, California Premium Income, California Quality Income,
California Select Quality, Connecticut Dividend Advantage,
Connecticut Dividend Advantage 2, Connecticut Dividend Advantage
3, Connecticut Premium Income, Florida Investment Quality,
Florida Quality Income, Georgia Dividend Advantage, Georgia
Dividend Advantage 2, Georgia Premium Income, Maryland Dividend
Advantage, Maryland Dividend Advantage 2, Maryland Dividend
Advantage 3, Maryland Premium Income, Massachusetts Dividend
Advantage, Massachusetts Premium Income, Michigan Dividend
Advantage, Michigan Premium Income, Michigan Quality Income,
Missouri Premium Income, New Jersey Dividend Advantage, New
Jersey Dividend Advantage 2, New Jersey Investment Quality, New
Jersey Premium Income, North Carolina Dividend Advantage, North
Carolina Dividend Advantage 2, North Carolina Dividend Advantage
3, North Carolina Premium Income, Ohio Dividend Advantage, Ohio
Dividend Advantage 2, Ohio Dividend Advantage 3, Ohio Quality
Income, Pennsylvania Dividend Advantage, Pennsylvania Dividend
Advantage 2, Pennsylvania Investment Quality, Pennsylvania
Premium Income 2, Texas Quality Income, Virginia Dividend
Advantage, Virginia Dividend Advantage 2 and Virginia Premium
Income (each a “Municipal Fund”), to approve the
elimination of the Fund’s fundamental investment policies
relating to investments in municipal securities and below
investment grade securities.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
b.
|
|
For each Municipal Fund, to approve the new fundamental policy
relating to investments in municipal securities.
|
|
|
X
|
|
|
X
|
|
|
|
|
5
| |
|
|
|
|
|
|
|
|
|
|
|
Matter
|
|
|
Common Shares
|
|
|
Preferred
Shares(1)(2)
|
|
|
|
c.
|
|
For Arizona Premium Income, California Investment Quality,
California Market Opportunity, California Value, California
Performance Plus, California Premium Income, California Quality
Income, California Select Quality, Connecticut Premium Income,
Florida Investment Quality, Florida Quality Income, Georgia
Premium Income, Maryland Premium Income, Massachusetts Premium
Income, Michigan Premium Income, Michigan Quality Income,
Missouri Premium Income, New Jersey Investment Quality, New
Jersey Premium Income, North Carolina Premium Income, Ohio
Quality Income, Pennsylvania Investment Quality, Pennsylvania
Premium Income 2, Texas Quality Income and Virginia Premium
Income (each a “Premium/Quality Fund”), to approve the
elimination of the Fund’s fundamental policy relating to
commodities.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
d.
|
|
For each Premium/Quality Fund, to approve the new fundamental
policy relating to commodities.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
e.
|
|
For each Premium/Quality Fund, to approve the elimination of the
Fund’s fundamental policies relating to derivatives and
short sales.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
f.
|
|
For each Premium/Quality Fund, to approve the elimination of the
Fund’s fundamental policy prohibiting investment in other
investment companies.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
3a.
|
|
For Insured California Dividend Advantage, Insured California
Premium Income, Insured California Premium Income 2, Insured
California Tax-Free Advantage, Insured Florida Premium Income,
Insured Florida Tax-Free Advantage and Insured Massachusetts
Tax-Free Advantage (each an “Insured Fund”), to
approve the elimination of the Fund’s fundamental
investment policies relating to investments in insured municipal
securities.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
b.
|
|
For each Insured Fund, to approve the new fundamental investment
policy relating to investments in insured municipal securities.
|
|
|
X
|
|
|
X
|
|
|
|
|
6
| |
|
|
|
|
|
|
|
|
|
|
|
Matter
|
|
|
Common Shares
|
|
|
Preferred
Shares(1)(2)
|
|
|
|
c.
|
|
For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the elimination of the Fund’s fundamental policy relating
to commodities.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
d.
|
|
For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the new fundamental policy relating to commodities.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
e.
|
|
For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the elimination of the Fund’s fundamental policies relating
to derivatives and short sales.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
f.
|
|
For Insured California Premium Income, Insured California
Premium Income 2 and Insured Florida Premium Income, to approve
the elimination of the Fund’s fundamental policy
prohibiting investment in other investment companies.
|
|
|
X
|
|
|
X
|
|
|
|
|
|
|
| (1)
|
Taxable Auctioned Preferred Shares for Senior Income;
FundPreferred shares for Floating Rate, Floating Rate Income
Opportunity and Tax-Advantaged Floating Rate; Variable Rate
Demand Preferred Shares for Insured California Tax-Free
Advantage; and Municipal Auction Rate Cumulative Preferred
Shares for each Municipal Fund, except California Value, are
referred to as “Preferred Shares”.
|
| |
| (2)
|
California Value has not issued Preferred Shares.
|
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 to
be elected by holders of Preferred Shares of each Fund (except
California Value),
331/3%
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. For purposes
of determining the approval of the proposal to elect nominees
for each Fund, abstentions and broker non-votes will have no
effect on the election of Board Members. For purposes of
determining the approval of the elimination of the fundamental
investment policies and the approval of the adoption of the new
fundamental investment policies for California Value, a change
will only be consummated if approved by the affirmative vote of
the holders of a majority of the outstanding shares of a Fund.
For purposes of determining the approval of the
7
elimination of the fundamental investment policies and the
approval of the adoption of the new fundamental investment
policies for the Insured Funds and Municipal Funds, except
California Value, a change will only be consummated if approved
by the affirmative vote of the holders of a majority of the
outstanding shares of a Fund’s Common Shares and Preferred
Shares, voting together as a single class, and by the
affirmative vote of a majority of the Fund’s outstanding
Preferred Shares, voting as a separate class. For this purpose,
a majority of the outstanding shares means, as defined in the
Investment Company Act of 1940, as amended (the “1940
Act”), (a) 67% or more of the voting securities
present at the Annual Meeting, if the holders of more than 50%
of the outstanding voting securities are present or represented
by proxy; or (b) more than 50% of the outstanding voting
securities, whichever is less. For purposes of determining the
approval of the elimination of the fundamental investment
policies and the approval of the new fundamental investment
policies, abstentions and broker non-votes will have the same
effect as shares voted against the proposal.
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.
8
Those persons who were shareholders of record at the close of
business on September 22, 2008 will be entitled to one vote
for each share held and a proportionate fractional vote for each
fractional share held. As of September 22, 2008, the shares
of the Funds were issued and outstanding as follows:
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Ticker Symbol*
|
|
Common Shares
|
|
|
Preferred Shares
|
|
|
|
|
|
|
|
|
Floating Rate Income
|
|
JFR
|
|
|
|
|
|
Series M
|
|
|
1,650
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series T
|
|
|
1,650
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
1,650
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,650
|
|
|
|
|
|
|
|
|
|
|
Floating Rate Income Opportunity
|
|
JRO
|
|
|
|
|
|
Series M
|
|
|
1,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
1,334
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,332
|
|
|
|
|
|
|
|
|
|
|
Senior Income
|
|
NSL
|
|
|
|
|
|
Series TH
|
|
|
1,840
|
|
|
|
|
|
|
|
|
|
|
Tax-Advantaged Floating Rate
|
|
JFP
|
|
|
|
|
|
Series TH
|
|
|
920
|
|
|
|
|
|
|
|
|
|
|
Arizona Dividend Advantage
|
|
NFZ
|
|
|
|
|
|
Series T
|
|
|
480
|
|
|
|
|
|
|
|
|
|
|
Arizona Dividend Advantage 2
|
|
NKR
|
|
|
|
|
|
Series W
|
|
|
740
|
|
|
|
|
|
|
|
|
|
|
Arizona Dividend Advantage 3
|
|
NXE
|
|
|
|
|
|
Series M
|
|
|
880
|
|
|
|
|
|
|
|
|
|
|
Arizona Premium Income
|
|
NAZ
|
|
|
|
|
|
Series TH
|
|
|
1,200
|
|
|
|
|
|
|
|
|
|
|
California Dividend Advantage
|
|
NAC
|
|
|
|
|
|
Series TH
|
|
|
2,710
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,711
|
|
|
|
|
|
|
|
|
|
|
California Dividend Advantage 2
|
|
NVX
|
|
|
|
|
|
Series M
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
California Dividend Advantage 3
|
|
NZH
|
|
|
|
|
|
Series M
|
|
|
3,198
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
3,199
|
|
|
|
|
|
|
|
|
|
|
California Investment Quality
|
|
NQC
|
|
|
|
|
|
Series M
|
|
|
3,051
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
746
|
|
|
|
|
|
|
|
|
|
|
California Market Opportunity
|
|
NCO
|
|
|
|
|
|
Series W
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
520
|
|
|
|
|
|
|
|
|
|
|
California Value
|
|
NCA
|
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
California Performance Plus
|
|
NCP
|
|
|
|
|
|
Series T
|
|
|
1,697
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
603
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,697
|
|
|
|
|
|
|
|
|
|
|
California Premium Income
|
|
NCU
|
|
|
|
|
|
Series M
|
|
|
1,720
|
|
|
|
|
|
|
|
|
|
|
California Quality Income
|
|
NUC
|
|
|
|
|
|
Series M
|
|
|
1,249
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,676
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,676
|
|
|
|
|
|
|
|
|
|
|
California Select Quality
|
|
NVC
|
|
|
|
|
|
Series T
|
|
|
2,116
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
1,481
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
3,174
|
|
|
|
|
|
|
|
|
|
|
Insured California Dividend Advantage
|
|
NKL
|
|
|
|
|
|
Series T
|
|
|
2,165
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,165
|
|
|
|
|
|
|
|
|
|
|
Insured California Premium Income
|
|
NPC
|
|
|
|
|
|
Series T
|
|
|
1,800
|
|
|
|
|
|
|
|
|
|
|
Insured California Premium Income 2
|
|
NCL
|
|
|
|
|
|
Series T
|
|
|
1,597
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
1,596
|
|
|
|
|
|
|
|
9
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Ticker Symbol*
|
|
Common Shares
|
|
|
Preferred Shares
|
|
|
|
|
|
|
|
|
Insured California Tax-Free Advantage
|
|
NKX
|
|
|
|
|
|
Series 1
|
|
|
355
|
|
|
|
|
|
|
|
|
|
|
Connecticut Dividend Advantage
|
|
NFC
|
|
|
|
|
|
Series T
|
|
|
780
|
|
|
|
|
|
|
|
|
|
|
Connecticut Dividend Advantage 2
|
|
NGK
|
|
|
|
|
|
Series W
|
|
|
700
|
|
|
|
|
|
|
|
|
|
|
Connecticut Dividend Advantage 3
|
|
NGO
|
|
|
|
|
|
Series F
|
|
|
1,280
|
|
|
|
|
|
|
|
|
|
|
Connecticut Premium Income
|
|
NTC
|
|
|
|
|
|
Series TH
|
|
|
1,532
|
|
|
|
|
|
|
|
|
|
|
Florida Investment Quality
|
|
NQF
|
|
|
|
|
|
Series T
|
|
|
3,080
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
2,200
|
|
|
|
|
|
|
|
|
|
|
Florida Quality Income
|
|
NUF
|
|
|
|
|
|
Series M
|
|
|
1,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
1,700
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,280
|
|
|
|
|
|
|
|
|
|
|
Insured Florida Premium Income
|
|
NFL
|
|
|
|
|
|
Series W
|
|
|
1,640
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,800
|
|
|
|
|
|
|
|
|
|
|
Insured Florida Tax-Free Advantage
|
|
NWF
|
|
|
|
|
|
Series W
|
|
|
1,160
|
|
|
|
|
|
|
|
|
|
|
Georgia Dividend Advantage
|
|
NZX
|
|
|
|
|
|
Series M
|
|
|
600
|
|
|
|
|
|
|
|
|
|
|
Georgia Dividend Advantage 2
|
|
NKG
|
|
|
|
|
|
Series F
|
|
|
1,320
|
|
|
|
|
|
|
|
|
|
|
Georgia Premium Income
|
|
NPG
|
|
|
|
|
|
Series TH
|
|
|
1,112
|
|
|
|
|
|
|
|
|
|
|
Maryland Dividend Advantage
|
|
NFM
|
|
|
|
|
|
Series M
|
|
|
1,280
|
|
|
|
|
|
|
|
|
|
|
Maryland Dividend Advantage 2
|
|
NZR
|
|
|
|
|
|
Series F
|
|
|
1,280
|
|
|
|
|
|
|
|
|
|
|
Maryland Dividend Advantage 3
|
|
NWI
|
|
|
|
|
|
Series T
|
|
|
1,560
|
|
|
|
|
|
|
|
|
|
|
Maryland Premium Income
|
|
NMY
|
|
|
|
|
|
Series W
|
|
|
1,404
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
1,760
|
|
|
|
|
|
|
|
|
|
|
Massachusetts Dividend Advantage
|
|
NMB
|
|
|
|
|
|
Series T
|
|
|
600
|
|
|
|
|
|
|
|
|
|
|
Massachusetts Premium Income
|
|
NMT
|
|
|
|
|
|
Series TH
|
|
|
1,360
|
|
|
|
|
|
|
|
|
|
|
Insured Massachusetts Tax-Free Advantage
|
|
NGX
|
|
|
|
|
|
Series W
|
|
|
820
|
|
|
|
|
|
|
|
|
|
|
Michigan Dividend Advantage
|
|
NZW
|
|
|
|
|
|
Series W
|
|
|
640
|
|
|
|
|
|
|
|
|
|
|
Michigan Premium Income
|
|
NMP
|
|
|
|
|
|
Series M
|
|
|
840
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
1,400
|
|
|
|
|
|
|
|
|
|
|
Michigan Quality Income
|
|
NUM
|
|
|
|
|
|
Series TH
|
|
|
3,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
560
|
|
|
|
|
|
|
|
|
|
|
Missouri Premium Income
|
|
NOM
|
|
|
|
|
|
Series TH
|
|
|
640
|
|
|
|
|
|
|
|
|
|
|
New Jersey Dividend Advantage
|
|
NXJ
|
|
|
|
|
|
Series T
|
|
|
1,920
|
|
|
|
|
|
|
|
|
|
|
New Jersey Dividend Advantage 2
|
|
NUJ
|
|
|
|
|
|
Series W
|
|
|
1,380
|
|
|
|
|
|
|
|
|
|
|
New Jersey Investment Quality
|
|
NQJ
|
|
|
|
|
|
Series M
|
|
|
3,200
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,280
|
|
|
|
|
|
|
|
|
|
|
New Jersey Premium Income
|
|
NNJ
|
|
|
|
|
|
Series T
|
|
|
624
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
1,440
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
1,600
|
|
|
|
|
|
|
|
|
|
|
North Carolina Dividend Advantage
|
|
NRB
|
|
|
|
|
|
Series T
|
|
|
680
|
|
|
|
|
|
|
|
|
|
|
North Carolina Dividend Advantage 2
|
|
NNO
|
|
|
|
|
|
Series F
|
|
|
1,120
|
|
|
|
|
|
|
|
10
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fund
|
|
Ticker Symbol*
|
|
Common Shares
|
|
|
Preferred Shares
|
|
|
|
|
|
|
|
|
North Carolina Dividend Advantage 3
|
|
NII
|
|
|
|
|
|
Series W
|
|
|
1,120
|
|
|
|
|
|
|
|
|
|
|
North Carolina Premium Income
|
|
NNC
|
|
|
|
|
|
Series TH
|
|
|
1,872
|
|
|
|
|
|
|
|
|
|
|
Ohio Dividend Advantage
|
|
NXI
|
|
|
|
|
|
Series W
|
|
|
1,240
|
|
|
|
|
|
|
|
|
|
|
Ohio Dividend Advantage 2
|
|
NBJ
|
|
|
|
|
|
Series F
|
|
|
960
|
|
|
|
|
|
|
|
|
|
|
Ohio Dividend Advantage 3
|
|
NVJ
|
|
|
|
|
|
Series T
|
|
|
660
|
|
|
|
|
|
|
|
|
|
|
Ohio Quality Income
|
|
NUO
|
|
|
|
|
|
Series M
|
|
|
680
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH1
|
|
|
1,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH2
|
|
|
1,000
|
|
|
|
|
|
|
|
|
|
|
Pennsylvania Dividend Advantage
|
|
NXM
|
|
|
|
|
|
Series T
|
|
|
1,000
|
|
|
|
|
|
|
|
|
|
|
Pennsylvania Dividend Advantage 2
|
|
NVY
|
|
|
|
|
|
Series M
|
|
|
1,140
|
|
|
|
|
|
|
|
|
|
|
Pennsylvania Investment Quality
|
|
NQP
|
|
|
|
|
|
Series T
|
|
|
880
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series W
|
|
|
2,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,000
|
|
|
|
|
|
|
|
|
|
|
Pennsylvania Premium Income 2
|
|
NPY
|
|
|
|
|
|
Series M
|
|
|
844
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,080
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series F
|
|
|
1,800
|
|
|
|
|
|
|
|
|
|
|
Texas Quality Income
|
|
NTX
|
|
|
|
|
|
Series M
|
|
|
760
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
2,000
|
|
|
|
|
|
|
|
|
|
|
Virginia Dividend Advantage
|
|
NGB
|
|
|
|
|
|
Series W
|
|
|
960
|
|
|
|
|
|
|
|
|
|
|
Virginia Dividend Advantage 2
|
|
NNB
|
|
|
|
|
|
Series M
|
|
|
1,680
|
|
|
|
|
|
|
|
|
|
|
Virginia Premium Income
|
|
NPV
|
|
|
|
|
|
Series T
|
|
|
832
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series TH
|
|
|
1,720
|
|
|
|
|
|
|
|
|
|
|
|
*
|
|
The Common Shares of all of the
Funds are listed on the American Stock Exchange, except JFR,
JRO, NSL, JFP, NAZ, NAC, NQC, NCO, NCA, NCP, NUC, NVC, NPC, NCL,
NTC, NQF, NUF, NFL, NMY, NMT, NMP, NUM, NQJ, NNJ, NNC, NUO, NQP,
NPY, NTX and NPV which are listed on the New York Stock Exchange.
|
1. Election
of Board
Members
Minnesota
Corporations
At the Annual Meeting of each Minnesota Corporation (except
California Value), 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 Corporation’s organizational documents (except
California Value), under normal circumstances, holders of
Preferred Shares are entitled to elect 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
California Value, its 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 California Value, four (4) Board Members are
nominated to be elected at this Annual Meeting.
a. For each Minnesota Corporation, except
California Value:
|
|
|
| |
(i)
|
seven (7) Board Members are to be elected by holders of
Common Shares and Preferred Shares, voting together as a single
class. Board Members Amboian,
|
11
|
|
|
| |
|
Bremner, Evans, Kundert, Stockdale, Stone and Toth 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.
|
|
|
|
| |
b.
|
For California Value: The Board of California Value has
designated Board Members Amboian, Kundert and Toth 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 re-designated Board Member Hunter as a Class I
Board Member and as a nominee for a 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. The Board of
California Value has designated Board Members Stockdale and
Stone as continuing Class I Board Members for a term
expiring in 2010 and has designated Board Members Bremner, Evans
and Schneider as Class III Board Members for a term
expiring in 2009.
|
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, 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 elected
to serve until the next annual meeting or until their successors
shall have been duly elected and qualified.
c. For each Massachusetts Business Trust:
|
|
|
| |
(i)
|
three (3) Board Members are to be elected by holders of
Common Shares and Preferred Shares, voting together as a single
class. Board Members Amboian, Kundert and Toth 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, each series voting together 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.
|
12
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 Fund’s present Board.
For each Minnesota Corporation, except for California Investment
Quality, California Market Opportunity, California Value,
California Performance Plus, California Quality Income,
California Select Quality, Insured California Premium Income and
Insured California Premium Income 2, all Board Member nominees,
with the exception of Mr. Amboian and Mr. Toth, were
last elected to each Fund’s Board at the annual meeting of
shareholders held on October 12, 2007.
For California Investment Quality, California Market
Opportunity, California Performance Plus, California Quality
Income, California Select Quality, Insured California Premium
Income and Insured California Premium Income 2 all Board Member
nominees, with the exception of Mr. Amboian and
Mr. Toth, were last elected to each Fund’s Board at
the annual meeting of shareholders held on December 18,
2007.
For California Value, Board Members Stockdale and Stone were
last elected as Class I Board Members at the annual meeting
of shareholders held on December 18, 2007. Board Members
Bremner, Evans and Schneider were last elected as Class III
Board Members at the annual meeting of shareholders held on
November 14, 2006. Board Members Hunter and Kundert were
last elected as Class II Board Members at the annual
meeting of shareholders held on November 15, 2005.
For each Massachusetts Business Trust, except Floating Rate,
Floating Rate Income Opportunity, Tax-Advantage Floating Rate,
California Dividend Advantage, California Dividend Advantage 2,
California Dividend Advantage 3, California Premium Income,
Insured California Dividend Advantage, Insured California
Tax-Free Advantage, Florida Quality Income, Maryland Dividend
Advantage 3 and New Jersey Dividend Advantage, Board Members
Stockdale and Stone were last elected to each Fund’s Board
as Class I Board Members and Board Member Schneider was
last elected to each Fund’s Board at the annual meeting of
shareholders held on October 12, 2007. For Floating Rate
Income, Floating Rate Income Opportunity and Maryland Dividend
Advantage 3, Board Members Stockdale and Stone were last elected
to each Fund’s Board as Class I Board Members and
Board Member Schneider was last elected to each Fund’s
Board at the annual meeting of shareholders held on
October 12, 2007, which was adjourned to October 22,
2007. For Florida Quality Income and New Jersey Dividend
Advantage, Board Members Stockdale and Stone were last elected
to each Fund’s Board as Class I Board Members and
Board Member Schneider was last elected to each Fund’s
Board at the annual meeting of shareholders held on
October 12, 2007, which was adjourned to October 22,
2007 and November 8, 2007. For Tax-Advantaged Floating
Rate, Board Members Stockdale and Stone were last elected to the
Fund’s Board as Class I Board Members and Board Member
Schneider were last elected to the Fund’s Board at the
annual meeting of shareholders held on October 12, 2007,
which was adjourned to October 22, 2007, November 12,
2007 and November 30, 2007. For each Massachusetts Business
Trust, except California Dividend Advantage, California Dividend
Advantage 2, California Dividend Advantage 3, California Premium
Income, Insured California Dividend Advantage and Insured
California Tax-Free Advantage, Board Members Bremner, Evans,
Hunter and Kundert were last elected to each Fund’s Board
at the annual meeting of shareholders held on November 14,
2006.
13
For California Dividend Advantage, California Dividend Advantage
2, California Dividend Advantage 3, California Premium Income,
Insured California Dividend Advantage and Insured California
Tax-Free Advantage, Board Members Stockdale and Stone were last
elected to each Fund’s Board as Class I Board Members
and Board Member Schneider was last elected to each Fund’s
Board at the annual meeting of shareholders held on
December 18, 2007. Board Members Bremner, Evans, Hunter and
Kundert were last elected to each Fund’s Board at the
annual meeting of shareholders held on November 14, 2006.
For all Funds, Mr. Amboian and Mr. Toth were appointed
in April 2008 to each Fund’s Board, effective June 30,
2008. Mr. Amboian and Mr. Toth are presented in this
Joint Proxy Statement as nominees for election by shareholders
and were recommended for election to the nominating and
governance committee of each Fund’s Board by Nuveen Asset
Management (the “Adviser” or “NAM”).
Other than Mr. Amboian, all Board Member nominees are not
“interested persons” as defined in the 1940 Act, of
the Funds or of the Adviser and have never been an employee or
director of Nuveen Investments, Inc. (“Nuveen”), the
Adviser’s parent company, or any affiliate. Accordingly,
such Board Members are deemed “Independent Board
Members.”
The Board unanimously recommends that shareholders vote FOR
the election of the nominees named below.
14
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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Complex
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Other
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Term of Office
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Overseen
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Director-ships Held
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Name, Address
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Position(s)
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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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Held with 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 Funds
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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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Chairman of the Board, Board Member and Nominee
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Term: Annual or Class III Board Member until 2009
Length of Service: Since 1996; Chairman of the Board Since 2008;
Lead Independent Director
(2005-2008)
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Private Investor and Management Consultant.
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186
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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 and Nominee
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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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186
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See Principal Occupation Description
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15
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Number of
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Portfolios
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in Fund
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Complex
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Other
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Term of Office
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Overseen
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Director-ships Held
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Name, Address
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Position(s)
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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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Held with 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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William C. Hunter
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(3/6/48)
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Board Member and Nominee
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Term: Annual or Class I Board Member until 2010
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 Georgetown
University; Director (since 2004) of Xerox Corporation, a
publicly held company; 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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186
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See Principal Occupation Description
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David J. Kundert
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(10/28/42)
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Board Member and Nominee
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Term: Annual or Class II Board Member until 2011
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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186
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See Principal Occupation Description
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16
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Number of
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Portfolios
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in Fund
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Complex
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Other
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Term of Office
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Overseen
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Director-ships Held
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Name, Address
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Position(s)
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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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Held with 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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William J. Schneider
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(9/24/44)
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Board Member and Nominee
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Term: Annual or Class III Board Member until 2009 Length of
Service: Since 1996
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Chairman, formerly, Senior Partner and Chief Operating Officer
(retired, 2004) of Miller-Valentine Partners Ltd., a real estate
investment company; Director, Dayton Development Coalition;
formerly, member, Business Advisory Council, Cleveland Federal
Reserve Bank.
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186
|
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See Principal Occupation Description
|
Judith M. Stockdale
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(12/29/47)
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Board Member and Nominee
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Term: Annual or Class I Board Member until 2010
Length of Service: Since 1997
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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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186
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N/A
|
Carole E. Stone
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(6/28/47)
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Board Member and Nominee
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Term: Annual or Class I Board Member until 2010
Length of Service: Since 2007
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Director, Chicago Board Options Exchange (since 2006);
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); Chair, New York Racing Association Oversight Board
(2005-2007).
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186
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See Principal Occupation Description
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17
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Number of
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Portfolios
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in Fund
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Complex
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Other
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Term of Office
|
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Overseen
|
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|
Director-ships Held
|
Name, Address
|
|
Position(s)
|
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and Length
|
|
Principal Occupation(s)
|
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by Board
|
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|
by Board
|
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and Birth Date
|
|
Held with Fund
|
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of Time
Served(1)
|
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During Past 5 Years
|
|
Member
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|
Member
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Terence J. Toth
c/o Nuveen
Investments, Inc.
333 West Wacker Drive
Chicago, IL 60606
(9/29/59)
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Board Member and Nominee
|
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Term: Annual or Class II Board Member until 2011
Length of Service: Since 2008
|
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Private Investor (since 2007); CEO and President, Northern Trust
Investments (2004-2007); Executive Vice President, Quantitative
Management & Securities Lending (2000-2004); prior thereto,
various positions with Northern Trust Company (since 1994);
Member: Goodman Theatre Board (since 2004); Chicago Fellowship
Board (since 2005), University of Illinois Leadership Council
Board (since 2007) and Catalyst Schools of Chicago Board (since
2008); formerly Member: Northern Trust Mutual Funds Board
(2005-2007), Northern Trust Japan Board (2004-2007), Northern
Trust Securities Inc. Board (2003-2007) and Northern Trust Hong
Kong Board (1997-2004).
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186
|
|
|
See Principal Occupation Description
|
Nominee/Board Member who is an interested person of
the Funds
|
|
|
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|
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John P.
Amboian(2)
333 West Wacker Drive
Chicago, IL 60606
(6/14/61)
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Board Member and Nominee
|
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Term: Annual or Class II Board Member until 2011
Length of Service: Since 2008
|
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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.(3)
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186
|
|
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See Principal Occupation Description
|
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(1)
|
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Length of Time served indicates the
year in which the individual became a Board Member of a fund in
the Nuveen fund complex.
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| |
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(2)
|
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“Interested person” as
defined in the 1940 Act, by reason of being an officer and
director of each Fund’s adviser.
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(3)
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Nuveen Advisory Corp. and Nuveen
Institutional Advisory Corp. were merged into Nuveen Asset
Management, effective January 1, 2005.
|
18
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. On December 31, 2007, Board
Members and executive officers as a group beneficially owned
approximately [1,700,000] 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 Nuveen’s 401(k)/profit sharing plan).
[As of September 22, 2008, each Board Member’s
individual beneficial shareholdings of each Fund constituted
less than 1% of the outstanding shares of each Fund.] [As of
September 22, 2008, the Board Members and executive
officers as a group beneficially owned less than 1% of the
outstanding shares of each Fund.] [As of September 22,
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. Amboian’s 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
Nuveen’s 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
19
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 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
20
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.
21
The table below shows, for each Independent Board Member, the
aggregate compensation (i) paid by each Fund to each Board
Member for its last fiscal year and (ii) paid (including
deferred fees) for service on the boards of the Nuveen open-end
and closed-end funds managed by the Adviser for the last
calendar year.
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Aggregate Compensation from the
Funds(2)
|
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Robert P.
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Jack B.
|
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William C.
|
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David J.
|
|
William J.
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Judith M.
|
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Carol E.
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Terence
|
|
Fund
|
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Bremner
|
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Evans
|
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Hunter
|
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Kundert
|
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Schneider
|
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Stockdale
|
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Stone
|
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J.
Toth(1)
|
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Floating Rate Income
|
|
$
|
3,593
|
|
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$
|
3,267
|
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$
|
2,720
|
|
|
$
|
2,792
|
|
|
$
|
2,995
|
|
|
$
|
3,043
|
|
|
$
|
2,967
|
|
|
$
|
—
|
|
|
Floating Rate Income Opportunity
|
|
|
2,167
|
|
|
|
1,968
|
|
|
|
1,640
|
|
|
|
1,683
|
|
|
|
1,805
|
|
|
|
1,834
|
|
|
|
1,789
|
|
|
|
—
|
|
|
Senior Income
|
|
|
1,318
|
|
|
|
1,219
|
|
|
|
1,013
|
|
|
|
1,040
|
|
|
|
1,116
|
|
|
|
1,111
|
|
|
|
1,107
|
|
|
|
—
|
|
|
Tax-Advantaged Floating Rate
|
|
|
769
|
|
|
|
711
|
|
|
|
542
|
|
|
|
572
|
|
|
|
624
|
|
|
|
622
|
|
|
|
614
|
|
|
|
—
|
|
|
Arizona Dividend Advantage
|
|
|
103
|
|
|
|
96
|
|
|
|
82
|
|
|
|
93
|
|
|
|
95
|
|
|
|
87
|
|
|
|
82
|
|
|
|
—
|
|
|
Arizona Dividend Advantage 2
|
|
|
163
|
|
|
|
152
|
|
|
|
130
|
|
|
|
147
|
|
|
|
150
|
|
|
|
138
|
|
|
|
130
|
|
|
|
—
|
|
|
Arizona Dividend Advantage 3
|
|
|
196
|
|
|
|
182
|
|
|
|
156
|
|
|
|
177
|
|
|
|
180
|
|
|
|
166
|
|
|
|
156
|
|
|
|
—
|
|
|
Arizona Premium Income
|
|
|
277
|
|
|
|
258
|
|
|
|
220
|
|
|
|
250
|
|
|
|
255
|
|
|
|
235
|
|
|
|
220
|
|
|
|
—
|
|
|
California Dividend Advantage
|
|
|
1,560
|
|
|
|
1,442
|
|
|
|
1,147
|
|
|
|
1,218
|
|
|
|
1,299
|
|
|
|
1,294
|
|
|
|
1,263
|
|
|
|
—
|
|
|
California Dividend Advantage 2
|
|
|
979
|
|
|
|
905
|
|
|
|
720
|
|
|
|
765
|
|
|
|
816
|
|
|
|
812
|
|
|
|
793
|
|
|
|
—
|
|
|
California Dividend Advantage 3
|
|
|
1,574
|
|
|
|
1,455
|
|
|
|
1,157
|
|
|
|
1,229
|
|
|
|
1,310
|
|
|
|
1,305
|
|
|
|
1,274
|
|
|
|
—
|
|
|
California Investment Quality
|
|
|
932
|
|
|
|
862
|
|
|
|
685
|
|
|
|
728
|
|
|
|
776
|
|
|
|
773
|
|
|
|
755
|
|
|
|
—
|
|
|
California Market Opportunity
|
|
|
573
|
|
|
|
533
|
|
|
|
455
|
|
|
|
516
|
|
|
|
527
|
|
|
|
486
|
|
|
|
455
|
|
|
|
—
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Compensation from the
Funds(2)
|
|
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carol E.
|
|
Terence
|
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
J.
Toth(1)
|
|
|
|
|
|
California Value
|
|
$
|
718
|
|
|
$
|
648
|
|
|
$
|
522
|
|
|
$
|
557
|
|
|
$
|
595
|
|
|
$
|
578
|
|
|
$
|
576
|
|
|
$
|
—
|
|
|
California Performance Plus
|
|
|
883
|
|
|
|
816
|
|
|
|
649
|
|
|
|
689
|
|
|
|
735
|
|
|
|
732
|
|
|
|
715
|
|
|
|
—
|
|
|
California Premium Income
|
|
|
377
|
|
|
|
351
|
|
|
|
300
|
|
|
|
340
|
|
|
|
347
|
|
|
|
320
|
|
|
|
300
|
|
|
|
—
|
|
|
California Quality Income
|
|
|
1,539
|
|
|
|
1,422
|
|
|
|
1,131
|
|
|
|
1,202
|
|
|
|
1,282
|
|
|
|
1,276
|
|
|
|
1,245
|
|
|
|
—
|
|
|
California Select Quality
|
|
|
1,588
|
|
|
|
1,467
|
|
|
|
1,167
|
|
|
|
1,240
|
|
|
|
1,322
|
|
|
|
1,317
|
|
|
|
1,285
|
|
|
|
—
|
|
|
Insured California Dividend Advantage
|
|
|
1,033
|
|
|
|
955
|
|
|
|
760
|
|
|
|
807
|
|
|
|
860
|
|
|
|
857
|
|
|
|
836
|
|
|
|
—
|
|
|
Insured California Premium Income
|
|
|
435
|
|
|
|
405
|
|
|
|
346
|
|
|
|
392
|
|
|
|
400
|
|
|
|
369
|
|
|
|
346
|
|
|
|
—
|
|
|
Insured California Premium Income 2
|
|
|
834
|
|
|
|
771
|
|
|
|
613
|
|
|
|
651
|
|
|
|
695
|
|
|
|
691
|
|
|
|
675
|
|
|
|
—
|
|
|
Insured California Tax-Free Advantage
|
|
|
397
|
|
|
|
370
|
|
|
|
316
|
|
|
|
358
|
|
|
|
365
|
|
|
|
337
|
|
|
|
316
|
|
|
|
—
|
|
|
Connecticut Dividend Advantage
|
|
|
176
|
|
|
|
167
|
|
|
|
139
|
|
|
|
159
|
|
|
|
163
|
|
|
|
150
|
|
|
|
139
|
|
|
|
—
|
|
|
Connecticut Dividend Advantage 2
|
|
|
159
|
|
|
|
150
|
|
|
|
125
|
|
|
|
143
|
|
|
|
147
|
|
|
|
135
|
|
|
|
125
|
|
|
|
—
|
|
|
Connecticut Dividend Advantage 3
|
|
|
288
|
|
|
|
272
|
|
|
|
227
|
|
|
|
259
|
|
|
|
266
|
|
|
|
245
|
|
|
|
227
|
|
|
|
—
|
|
|
Connecticut Premium Income
|
|
|
353
|
|
|
|
334
|
|
|
|
278
|
|
|
|
318
|
|
|
|
326
|
|
|
|
300
|
|
|
|
278
|
|
|
|
—
|
|
|
|
|
|
22
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Compensation from the
Funds(2)
|
|
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carol E.
|
|
Terence
|
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
J.
Toth(1)
|
|
|
|
|
|
Florida Investment Quality
|
|
$
|
1,130
|
|
|
$
|
1,059
|
|
|
$
|
838
|
|
|
$
|
904
|
|
|
$
|
971
|
|
|
$
|
937
|
|
|
$
|
900
|
|
|
$
|
—
|
|
|
Florida Quality Income
|
|
|
995
|
|
|
|
933
|
|
|
|
738
|
|
|
|
796
|
|
|
|
856
|
|
|
|
826
|
|
|
|
793
|
|
|
|
—
|
|
|
Insured Florida Premium Income
|
|
|
989
|
|
|
|
927
|
|
|
|
733
|
|
|
|
791
|
|
|
|
850
|
|
|
|
820
|
|
|
|
787
|
|
|
|
—
|
|
|
Insured Florida Tax-Free Advantage
|
|
|
260
|
|
|
|
245
|
|
|
|
204
|
|
|
|
234
|
|
|
|
240
|
|
|
|
220
|
|
|
|
204
|
|
|
|
—
|
|
|
Georgia Dividend Advantage
|
|
|
135
|
|
|
|
127
|
|
|
|
106
|
|
|
|
121
|
|
|
|
124
|
|
|
|
114
|
|
|
|
106
|
|
|
|
—
|
|
|
Georgia Dividend Advantage 2
|
|
|
300
|
|
|
|
283
|
|
|
|
236
|
|
|
|
270
|
|
|
|
277
|
|
|
|
255
|
|
|
|
236
|
|
|
|
—
|
|
|
Georgia Premium Income
|
|
|
254
|
|
|
|
240
|
|
|
|
200
|
|
|
|
228
|
|
|
|
235
|
|
|
|
216
|
|
|
|
200
|
|
|
|
—
|
|
|
Maryland Dividend Advantage
|
|
|
283
|
|
|
|
267
|
|
|
|
222
|
|
|
|
254
|
|
|
|
261
|
|
|
|
240
|
|
|
|
222
|
|
|
|
—
|
|
|
Maryland Dividend Advantage 2
|
|
|
285
|
|
|
|
270
|
|
|
|
224
|
|
|
|
257
|
|
|
|
264
|
|
|
|
242
|
|
|
|
224
|
|
|
|
—
|
|
|
Maryland Dividend Advantage 3
|
|
|
354
|
|
|
|
334
|
|
|
|
278
|
|
|
|
319
|
|
|
|
327
|
|
|
|
301
|
|
|
|
278
|
|
|
|
—
|
|
|
Maryland Premium Income
|
|
|
713
|
|
|
|
674
|
|
|
|
561
|
|
|
|
642
|
|
|
|
659
|
|
|
|
606
|
|
|
|
561
|
|
|
|
—
|
|
|
Massachusetts Dividend Advantage
|
|
|
134
|
|
|
|
127
|
|
|
|
106
|
|
|
|
121
|
|
|
|
124
|
|
|
|
114
|
|
|
|
106
|
|
|
|
—
|
|
|
Massachusetts Premium Income
|
|
|
315
|
|
|
|
298
|
|
|
|
248
|
|
|
|
284
|
|
|
|
292
|
|
|
|
268
|
|
|
|
248
|
|
|
|
—
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Compensation from the
Funds(2)
|
|
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carol E.
|
|
Terence
|
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
J.
Toth(1)
|
|
|
|
|
|
Insured Massachusetts Tax-Free Advantage
|
|
$
|
184
|
|
|
$
|
173
|
|
|
$
|
144
|
|
|
$
|
165
|
|
|
$
|
170
|
|
|
$
|
156
|
|
|
$
|
144
|
|
|
$
|
—
|
|
|
Michigan Dividend Advantage
|
|
|
139
|
|
|
|
129
|
|
|
|
110
|
|
|
|
125
|
|
|
|
128
|
|
|
|
118
|
|
|
|
110
|
|
|
|
—
|
|
|
Michigan Premium Income
|
|
|
510
|
|
|
|
475
|
|
|
|
406
|
|
|
|
460
|
|
|
|
469
|
|
|
|
433
|
|
|
|
406
|
|
|
|
—
|
|
|
Michigan Quality Income
|
|
|
797
|
|
|
|
736
|
|
|
|
589
|
|
|
|
620
|
|
|
|
666
|
|
|
|
661
|
|
|
|
643
|
|
|
|
—
|
|
|
Missouri Premium Income
|
|
|
147
|
|
|
|
139
|
|
|
|
116
|
|
|
|
133
|
|
|
|
136
|
|
|
|
125
|
|
|
|
116
|
|
|
|
—
|
|
|
New Jersey Dividend Advantage
|
|
|
443
|
|
|
|
418
|
|
|
|
348
|
|
|
|
398
|
|
|
|
409
|
|
|
|
376
|
|
|
|
348
|
|
|
|
—
|
|
|
New Jersey Dividend Advantage 2
|
|
|
311
|
|
|
|
294
|
|
|
|
245
|
|
|
|
280
|
|
|
|
288
|
|
|
|
264
|
|
|
|
245
|
|
|
|
—
|
|
|
New Jersey Investment Quality
|
|
|
1,396
|
|
|
|
1,308
|
|
|
|
1,035
|
|
|
|
1,117
|
|
|
|
1,201
|
|
|
|
1,158
|
|
|
|
1,111
|
|
|
|
—
|
|
|
New Jersey Premium Income
|
|
|
821
|
|
|
|
770
|
|
|
|
609
|
|
|
|
658
|
|
|
|
707
|
|
|
|
682
|
|
|
|
654
|
|
|
|
—
|
|
|
North Carolina Dividend Advantage
|
|
|
154
|
|
|
|
146
|
|
|
|
121
|
|
|
|
139
|
|
|
|
142
|
|
|
|
131
|
|
|
|
121
|
|
|
|
—
|
|
|
North Carolina Dividend Advantage 2
|
|
|
255
|
|
|
|
241
|
|
|
|
200
|
|
|
|
229
|
|
|
|
236
|
|
|
|
216
|
|
|
|
200
|
|
|
|
—
|
|
|
North Carolina Dividend Advantage 3
|
|
|
258
|
|
|
|
244
|
|
|
|
203
|
|
|
|
232
|
|
|
|
239
|
|
|
|
219
|
|
|
|
203
|
|
|
|
—
|
|
|
North Carolina Premium Income
|
|
|
421
|
|
|
|
397
|
|
|
|
331
|
|
|
|
378
|
|
|
|
389
|
|
|
|
357
|
|
|
|
331
|
|
|
|
—
|
|
|
|
|
|
23
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Aggregate Compensation from the
Funds(2)
|
|
|
|
|
|
Robert P.
|
|
Jack B.
|
|
William C.
|
|
David J.
|
|
William J.
|
|
Judith M.
|
|
Carol E.
|
|
Terence
|
|
Fund
|
|
Bremner
|
|
Evans
|
|
Hunter
|
|
Kundert
|
|
Schneider
|
|
Stockdale
|
|
Stone
|
|
J.
Toth(1)
|
|
|
|
|
|
Ohio Dividend Advantage
|
|
$
|
284
|
|
|
$
|
264
|
|
|
$
|
226
|
|
|
$
|
256
|
|
|
$
|
261
|
|
|
$
|
241
|
|
|
$
|
226
|
|
|
$
|
—
|
|
|
Ohio Dividend Advantage 2
|
|
|
209
|
|
|
|
195
|
|
|
|
166
|
|
|
|
189
|
|
|
|
193
|
|
|
|
178
|
|
|
|
166
|
|
|
|
—
|
|
|
Ohio Dividend Advantage 3
|
|
|
147
|
|
|
|
137
|
|
|
|
117
|
|
|
|
133
|
|
|
|
135
|
|
|
|
125
|
|
|
|
117
|
|
|
|
—
|
|
|
Ohio Quality Income
|
|
|
695
|
|
|
|
647
|
|
|
|
553
|
|
|
|
627
|
|
|
|
640
|
|
|
|
590
|
|
|
|
553
|
|
|
|
—
|
|
|
Pennsylvania Dividend Advantage
|
|
|
229
|
|
|
|
216
|
|
|
|
180
|
|
|
|
206
|
|
|
|
211
|
|
|
|
194
|
|
|
|
180
|
|
|
|
—
|
|
|
Pennsylvania Dividend Advantage 2
|
|
|
258
|
|
|
|
244
|
|
|
|
203
|
|
|
|
232
|
|
|
|
238
|
|
|
|
219
|
|
|
|
203
|
|
|
|
—
|
|
|
Pennsylvania Investment Quality
|
|
|
1,122
|
|
|
|
1,052
|
|
|
|
832
|
|
|
|
898
|
|
|
|
965
|
|
|
|
931
|
|
|
|
893
|
|
|
|
—
|
|
|
Pennsylvania Premium Income 2
|
|
|
1,032
|
|
|
|
967
|
|
|
|
765
|
|
|
|
825
|
|
|
|
887
|
|
|
|
856
|
|
|
|
822
|
|
|
|
—
|
|
|
Texas Quality Income
|
|
|
631
|
|
|
|
587
|
|
|
|
501
|
|
|
|
569
|
|
|
|
580
|
|
|
|
535
|
|
|
|
501
|
|
|
|
—
|
|
|
Virginia Dividend Advantage
|
|
|
213
|
|
|
|
202
|
|
|
|
168
|
|
|
|
192
|
|
|
|
197
|
|
|
|
181
|
|
|
|
168
|
|
|
|
—
|
|
|
Virginia Dividend Advantage 2
|
|
|
387
|
|
|
|
366
|
|
|
|
305
|
|
|
|
349
|
|
|
|
358
|
|
|
|
329
|
|
|
|
305
|
|
|
|
—
|
|
|
Virginia Premium Income
|
|
|
597
|
|
|
|
564
|
|
|
|
470
|
|
|
|
537
|
|
|
|
552
|
|
|
|
507
|
|
|
|
470
|
|
|
|
—
|
|
|
Total Compensation from Nuveen Funds Paid to Board
Members/Nominees
|
|
|
204,141
|
|
|
|
193,523
|
|
|
|
141,423
|
|
|
|
155,655
|
|
|
|
169,137
|
|
|
|
162,064
|
|
|
|
120,250
|
|
|
|
0
|
|
|
|
|
|
|
|
| (1)
|
In April 2008, Mr. Toth was appointed to each Fund’s
Board effective June 30, 2008.
|
| |
| (2)
|
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 Participating Funds. Total deferred
fees for the Funds (including the return from the assumed
investment in the Participating Funds) payable are:
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Robert P.
|
|
|
Jack B.
|
|
|
William C.
|
|
|
David J.
|
|
|
William J.
|
|
|
Judith M.
|
|
|
Carol E.
|
|
|
Terence
|
|
|
Fund
|
|
Bremner
|
|
|
Evans
|
|
|
Hunter
|
|
|
Kundert
|
|
|
Schneider
|
|
|
Stockdale
|
|
|
Stone
|
|
|
J.
Toth(1)
|
|
|
|
|
|
|
|
Floating Rate Income
|
|
$
|
493
|
|
|
$
|
758
|
|
|
$
|
2,720
|
|
|
$
|
2,792
|
|
|
$
|
2,995
|
|
|
$
|
1,083
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Floating Rate Income Opportunity
|
|
|
298
|
|
|
|
456
|
|
|
|
1,640
|
|
|
|
1,683
|
|
|
|
1,805
|
|
|
|
652
|
|
|
|
—
|
|
|
|
—
|
|
|
Senior Income
|
|
|
181
|
|
|
|
283
|
|
|
|
1,013
|
|
|
|
1,040
|
|
|
|
1,116
|
|
|
|
398
|
|
|
|
—
|
|
|
|
—
|
|
|
Tax-Advantaged Floating Rate
|
|
|
104
|
|
|
|
161
|
|
|
|
542
|
|
|
|
572
|
|
|
|
624
|
|
|
|
235
|
|
|
|
—
|
|
|
|
—
|
|
|
California Dividend Advantage
|
|
|
210
|
|
|
|
333
|
|
|
|
1,147
|
|
|
|
1,218
|
|
|
|
1,299
|
|
|
|
447
|
|
|
|
—
|
|
|
|
—
|
|
|
California Dividend Advantage 2
|
|
|
132
|
|
|
|
209
|
|
|
|
720
|
|
|
|
765
|
|
|
|
816
|
|
|
|
280
|
|
|
|
—
|
|
|
|
—
|
|
|
California Dividend Advantage 3
|
|
|
212
|
|
|
|
336
|
|
|
|
1,157
|
|
|
|
1,229
|
|
|
|
1,310
|
|
|
|
451
|
|
|
|
—
|
|
|
|
—
|
|
|
California Investment Quality
|
|
|
126
|
|
|
|
199
|
|
|
|
685
|
|
|
|
728
|
|
|
|
776
|
|
|
|
267
|
|
|
|
—
|
|
|
|
—
|
|
|
California Value
|
|
|
97
|
|
|
|
149
|
|
|
|
522
|
|
|
|
557
|
|
|
|
595
|
|
|
|
201
|
|
|
|
—
|
|
|
|
—
|
|
|
California Performance Plus
|
|
|
119
|
|
|
|
188
|
|
|
|
649
|
|
|
|
689
|
|
|
|
735
|
|
|
|
253
|
|
|
|
—
|
|
|
|
—
|
|
|
California Quality Income
|
|
|
207
|
|
|
|
328
|
|
|
|
1,131
|
|
|
|
1,202
|
|
|
|
1,282
|
|
|
|
440
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
24
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Robert P.
|
|
|
Jack B.
|
|
|
William C.
|
|
|
David J.
|
|
|
William J.
|
|
|
Judith M.
|
|
|
Carol E.
|
|
|
Terence
|
|
|
Fund
|
|
Bremner
|
|
|
Evans
|
|
|
Hunter
|
|
|
Kundert
|
|
|
Schneider
|
|
|
Stockdale
|
|
|
Stone
|
|
|
J.
Toth(1)
|
|
|
|
|
|
|
|
California Select Quality
|
|
$
|
214
|
|
|
$
|
339
|
|
|
$
|
1,167
|
|
|
$
|
1,240
|
|
|
$
|
1,322
|
|
|
$
|
455
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Insured California Dividend Advantage
|
|
|
139
|
|
|
|
220
|
|
|
|
760
|
|
|
|
807
|
|
|
|
860
|
|
|
|
296
|
|
|
|
—
|
|
|
|
—
|
|
|
Insured California Premium Income 2
|
|
|
112
|
|
|
|
178
|
|
|
|
613
|
|
|
|
651
|
|
|
|
695
|
|
|
|
239
|
|
|
|
—
|
|
|
|
—
|
|
|
Florida Investment Quality
|
|
|
157
|
|
|
|
248
|
|
|
|
838
|
|
|
|
904
|
|
|
|
971
|
|
|
|
360
|
|
|
|
—
|
|
|
|
—
|
|
|
Florida Quality Income
|
|
|
139
|
|
|
|
219
|
|
|
|
738
|
|
|
|
796
|
|
|
|
856
|
|
|
|
317
|
|
|
|
—
|
|
|
|
—
|
|
|
Insured Florida Premium Income
|
|
|
138
|
|
|
|
217
|
|
|
|
733
|
|
|
|
791
|
|
|
|
850
|
|
|
|
314
|
|
|
|
—
|
|
|
|
—
|
|
|
Michigan Quality Income
|
|
|
110
|
|
|
|
171
|
|
|
|
589
|
|
|
|
620
|
|
|
|
666
|
|
|
|
229
|
|
|
|
—
|
|
|
|
—
|
|
|
New Jersey Investment Quality
|
|
|
194
|
|
|
|
307
|
|
|
|
1,035
|
|
|
|
1,117
|
|
|
|
1,201
|
|
|
|
444
|
|
|
|
—
|
|
|
|
—
|
|
|
New Jersey Premium Income
|
|
|
114
|
|
|
|
181
|
|
|
|
609
|
|
|
|
658
|
|
|
|
707
|
|
|
|
261
|
|
|
|
—
|
|
|
|
—
|
|
|
Pennsylvania Investment Quality
|
|
|
156
|
|
|
|
247
|
|
|
|
832
|
|
|
|
898
|
|
|
|
965
|
|
|
|
357
|
|
|
|
—
|
|
|
|
—
|
|
|
Pennsylvania Premium Income 2
|
|
|
144
|
|
|
|
227
|
|
|
|
765
|
|
|
|
825
|
|
|
|
887
|
|
|
|
328
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
Committees
The Board of each Fund has five standing committees: the
executive committee, the dividend committee, the compliance,
risk management and regulatory oversight committee, the audit
committee and the nominating and governance committee.
John P. Amboian, Robert P. Bremner, Chair, and Judith M.
Stockdale 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, Chair, Judith M. Stockdale and Terence J. Toth
are current members of the dividend committee of each Fund. The
dividend committee is authorized to declare distributions on the
Fund’s shares including, but not limited to, regular and
special dividends, capital gains and ordinary income
distributions. The number of dividend committee meetings of each
Fund held during its last fiscal year is shown in
Appendix B.
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 Fund’s 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 and American Stock Exchange, as applicable. Robert P.
Bremner, Jack B. Evans, David J. Kundert, Chair, and William J.
Schneider are current members of the audit committee of each
Fund. 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 firm’s
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 and American Stock Exchange. A copy of
the Audit Committee Charter is attached to the proxy statement
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 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, Carole E.
Stone and Terence J. Toth are current members of the nominating
and governance committee of each Fund. 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 Fund’s Board. In addition, the
committee oversees matters of corporate governance, including
the evaluation of Board
26
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. 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 Fund’s 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 candidate’s 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 candidate’s 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 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 number of regular quarterly meetings and special meetings
held by the Board of each Fund during the Fund’s last
fiscal year is shown in Appendix B. During the last fiscal
year, each Board Member attended 75% or more of each Fund’s
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.
27
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.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Portfolios
|
|
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Office and
|
|
|
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in Fund
|
|
|
|
|
Position(s)
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|
Length of
|
|
|
|
Complex
|
|
Name, Address
|
|
Held with
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
|
and Birthdate
|
|
Fund
|
|
Served(1)
|
|
During Past 5 Years
|
|
Officer
|
|
|
|
|
|
|
Gifford R. Zimmerman 333 West Wacker Drive Chicago, IL
60606
(9/9/56)
|
|
Chief Administrative Officer
|
|
Term: Annual Length of Service: Since 1988
|
|
Managing Director (since 2002), Assistant Secretary and
Associate General Counsel 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)
and 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,
Tradewinds Global Investors, LLC and Santa Barbara Asset
Management 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.
|
|
|
186
|
|
Williams Adams IV 333 West Wacker Drive Chicago, IL
60606
(6/9/55)
|
|
Vice President
|
|
Term: Annual Length of Service: Since 2007
|
|
Executive Vice President, U.S. Structured Products of Nuveen
Investments, LLC (since 1999), prior thereto, Managing Director
of Structured Investments.
|
|
|
120
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28
| |
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|
Number of
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|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
|
|
Office and
|
|
|
|
in Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
Name, Address
|
|
Held with
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
|
and Birthdate
|
|
Fund
|
|
Served(1)
|
|
During Past 5 Years
|
|
Officer
|
|
|
|
|
|
|
Cedric H. Antosiewicz 333 West Wacker Drive Chicago, IL
60606
(1/11/62)
|
|
Vice President
|
|
Term: Annual Length of Service: Since 2007
|
|
Managing Director (since 2004), previously, Vice President
(1993-2004) of Nuveen Investments LLC.
|
|
|
120
|
|
Michael T. Atkinson 333 West Wacker Drive Chicago, IL
60606
(2/3/66)
|
|
Vice President and Assistant Secretary
|
|
Term: Annual Length of Service: Since 2002
|
|
Vice President (since 2002) of Nuveen Investments, LLC.
|
|
|
186
|
|
|
Lorna C. Ferguson 333 West Wacker Drive Chicago, IL 60606
(10/24/45)
|
|
Vice President
|
|
Term: Annual Length of Service: Since 1998
|
|
Managing Director (since 2004), formerly, Vice President of
Nuveen Investments, LLC; Managing Director of Nuveen Asset
Management; Managing Director (2004), formerly, Vice President
(1998-2004) of Nuveen Advisory Corp. and Nuveen Institutional
Advisory
Corp.(2)
|
|
|
186
|
|
Stephen D. Foy
333 West Wacker Drive
Chicago, IL 60606
(5/31/54)
|
|
Vice President and Controller
|
|
Term: Annual Length of Service: Since 1993
|
|
Vice President (since 1993) and Funds Controller (since 1998) of
Nuveen Investments, LLC; Vice President (since 1998), formerly,
Funds Controller of Nuveen Investments, Inc.; Certified Public
Accountant.
|
|
|
186
|
|
Walter M. Kelly
333 West Wacker Drive
Chicago, IL 60606
(2/24/70)
|
|
Chief Compliance Officer and Vice President
|
|
Term: Annual Length of Service: Since 2003
|
|
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).
|
|
|
186
|
|
David J. Lamb
333 West Wacker Drive
Chicago, IL 60606
(3/22/63)
|
|
Vice President
|
|
Term: Annual Length of Service: Since 2000
|
|
Vice President of Nuveen Investments, LLC (since 2000);
Certified Public Accountant.
|
|
|
186
|
|
Tina M. Lazar
333 West Wacker Drive
Chicago, IL 60606
(8/27/61)
|
|
Vice President
|
|
Term: Annual Length of Service: Since 2002
|
|
Vice President of Nuveen Investments, LLC (since 1999).
|
|
|
186
|
|
29
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
|
|
Office and
|
|
|
|
in Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
Name, Address
|
|
Held with
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
|
and Birthdate
|
|
Fund
|
|
Served(1)
|
|
During Past 5 Years
|
|
Officer
|
|
|
|
|
|
|
Larry W. Martin
333 West Wacker Drive
Chicago, IL 60606
(7/27/51)
|
|
Vice President and Assistant Secretary
|
|
Term: Annual Length of Service: Since 1988
|
|
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), Tradewinds Global
Investors, LLC and Santa Barbara Asset Management LLC
(since 2006), Nuveen Hyde Park Group, LLC and Richards &
Tierney, Inc. (since 2007); formerly, Vice President and
Assistant Secretary of Nuveen Advisory Corp. and Nuveen
Institutional Advisory
Corp.(2)
|
|
|
186
|
|
30
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
|
|
Office and
|
|
|
|
in Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
Name, Address
|
|
Held with
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
|
and Birthdate
|
|
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
Investments 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).
|
|
|
186
|
|
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) of Nuveen Investments, LLC; Chartered Financial
Analyst.
|
|
|
186
|
|
Christopher M. Rohrbacher
333 West Wacker Drive
Chicago, IL 60606
(8/1/71)
|
|
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
(since 2008); prior thereto, Associate, Skadden, Arps, Slate,
Meagher & Flom LLP (2002-2008).
|
|
|
186
|
|
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).
|
|
|
186
|
|
31
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
|
|
|
|
Term of
|
|
|
|
Portfolios
|
|
|
|
|
|
|
Office and
|
|
|
|
in Fund
|
|
|
|
|
Position(s)
|
|
Length of
|
|
|
|
Complex
|
|
Name, Address
|
|
Held with
|
|
Time
|
|
Principal Occupation(s)
|
|
Served by
|
|
|
and Birthdate
|
|
Fund
|
|
Served(1)
|
|
During Past 5 Years
|
|
Officer
|
|
|
|
|
|
|
Mark L. 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
(since 2008); Vice President and Assistant General Counsel,
Nuveen Investments, Inc. (since 2008); prior thereto, Counsel,
Vedder Price P.C. (1997-2007).
|
|
|
186
|
|
|
|
|
|
|
|
|
|
(1)
|
|
Length of Time Served 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.
|
Approval
of the Elimination of Fundamental Investment Policies and
Approval of New Fundamental Policies for each Municipal
Fund
|
The Municipal Funds have adopted certain fundamental investment
policies relating to (i) investments in municipal
securities and below investment grade securities,
(ii) investments in other investment companies and
(iii) investments in derivatives, short sales and
commodities as described below (together, the “Current
Fundamental Policies,” and each, a “Current
Fundamental Policy”), that can only be changed by
shareholder vote. The Current Fundamental Policies adopted by
the Municipal Funds reflected industry and other market
conditions present at the time of the inception of each Fund.
Nuveen’s municipal closed-end funds are seeking to adopt a
uniform, “up to date” set of investment policies (the
“New Investment Policies”). In general, the funds
currently have a somewhat diverse set of policies, reflecting
when the funds were launched over the past 20 years as well
as developments over time in the municipal market, including new
types of securities as well as investment strategies. The
potential benefits to you as a fund shareholder of the New
Investment Policies are:
|
|
| •
|
enhanced ability of the Municipal Funds to generate attractive
levels of tax-exempt income, while retaining the Municipal
Funds’ orientation on investment grade quality municipal
securities;
|
| |
| •
|
increased flexibility in diversifying portfolio risks and
managing duration (the sensitivity of bond prices to interest
rate changes) to pursue the preservation and possible growth of
capital, which, if successful, will help to sustain and build
common shareholder net asset value and asset coverage levels for
preferred shares; and
|
| |
| •
|
improved secondary market competitiveness which may benefit
common shareholders through higher relative market price
and/or
stronger premium/discount performance.
|
32
In order to implement the New Investment Policies, each
Municipal Fund must make certain changes to its existing
policies, including certain fundamental policies that require
your vote of approval. In some cases, this may require your
separate votes to approve the elimination of a Current
Fundamental Policy as well as the implementation of a new,
replacement fundamental policy (together, the “New
Fundamental Policies” and each, a “New Fundamental
Policy”). Because each Municipal Fund tends to be situated
somewhat differently, the specific changes required to implement
the New Investment Policies often vary from fund to fund.
The primary purposes of these changes are to provide the
Municipal Funds with increased investment flexibility and to
create consistent investment policies for all Nuveen municipal
bond funds to promote operational efficiencies. Implementation
of the New Fundamental Policy is contingent on shareholder
approval of the elimination of the corresponding Current
Fundamental Policy.
The Board has unanimously approved, and unanimously recommends
the approval by shareholders of each Municipal Fund, the
elimination of the Current Fundamental Policies of the Municipal
Funds. In connection with eliminating the Current Fundamental
Policies, the Board unanimously approved, and unanimously
recommends the approval by shareholders of each Municipal Fund
of the New Fundamental Policies, described below. In addition,
the Board has approved certain new non-fundamental policies,
described below (the “New Non-Fundamental Policies”).
|
|
|
| |
a.
|
Elimination of Fundamental Policies Relating to Investments
in Municipal Securities and Below Investment Grade Securities
|
The Current Fundamental Policies with respect to each Municipal
Fund’s investments in municipal securities and the ability
to invest in below investment grade securities that are proposed
to be eliminated are as follows:
Arizona Dividend Advantage, Arizona Dividend Advantage 2,
Connecticut Dividend Advantage, Georgia Dividend Advantage,
Maryland Dividend Advantage, Maryland Dividend Advantage 2,
Massachusetts Dividend Advantage, Michigan Dividend Advantage,
New Jersey Dividend Advantage, North Carolina Dividend
Advantage, North Carolina Dividend Advantage 2, Ohio Dividend
Advantage, Ohio Dividend Advantage 2, Pennsylvania Dividend
Advantage, Virginia Dividend Advantage and Virginia Dividend
Advantage 2
(1) Under normal [circumstances/market conditions], the
Fund will invest its net assets in a portfolio of municipal
bonds that are exempt from regular federal and [State] income
taxes. Under normal market conditions, the Fund expects to be
fully invested (at least 95% of its assets) in such tax-exempt
municipal bonds.
Arizona Dividend Advantage 3, Connecticut Dividend Advantage
2, Connecticut Dividend Advantage 3, Georgia Dividend Advantage
2, Maryland Dividend Advantage 3, New Jersey Dividend Advantage
2, North Carolina Dividend Advantage 3, Ohio Dividend Advantage
3 and Pennsylvania Dividend Advantage 2
(1) The Fund [as a fundamental policy] may not, under
normal circumstances, invest less than 80% of the Fund’s
net assets (plus any borrowings for investment
33
purposes) in investments the income from which is exempt from
both regular federal and [State] income tax.
Arizona Premium Income, California Premium Income,
Connecticut Premium Income, Georgia Premium Income, Maryland
Premium Income, Massachusetts Premium Income, Michigan Premium
Income, Missouri Premium Income, New Jersey Premium Income,
North Carolina Premium Income, Ohio Quality Income, Pennsylvania
Premium Income, Texas Quality Income and Virginia Premium
Income
(1) [Except to the extent the Fund invests in temporary
investments as described below and more fully in the Statement
of Additional Information], the Fund [will, as a fundamental
policy,] invest substantially all (in excess of 80%) of its
assets in tax-exempt [State] Municipal Obligations rated at the
time of purchase within the four highest grades ( Baa or BBB or
better) by Moody’s Investors Services, Inc.
(“Moody’s”) or Standard & Poor’s
Corporation (“S&P”), or in unrated [State]
Municipal Obligations which, in the opinion of the Adviser, have
credit characteristics equivalent to, and will be of comparable
quality to, [State] Municipal Obligations rated within the four
highest grades by Moody’s or S&P, provided that the
Fund may not invest more than 20% of its assets in such unrated
[State] Municipal Obligations.
(2) The Fund will not invest in any rated [State] Municipal
Obligations that are rated lower than Baa by Moody’s or BBB
by S&P at the time of purchase.
California Dividend Advantage
(1) The Fund will invest its net assets in a diversified
portfolio of municipal bonds that are exempt from regular
Federal and California income tax. Under normal market
conditions, the Fund expects to be fully invested (at least 95%
of its assets) in such tax-exempt municipal bonds.
(2) The Fund will invest at least 80% of its net assets in
investment grade quality municipal bonds.
(3) The Fund may invest up to 20% of its net assets in
municipal bonds that are rated, at the time of investment, Ba/BB
or B by Moody’s, S&P or Fitch or that are unrated but
judged to be of comparable quality by Nuveen Advisory.
California Dividend Advantage 2 and California Dividend
Advantage 3
(1) The Fund will invest its net assets in a diversified
portfolio of municipal bonds that are exempt from regular
Federal and California income tax. Under normal market
conditions, the Fund expects to be fully invested (at least 95%
of its assets) in such tax-exempt municipal bonds.
California Investment Quality, California Market Opportunity,
California Performance Plus, Florida Investment Quality, Florida
Quality Income, Michigan Quality Income, New Jersey Investment
Quality and Pennsylvania Investment Quality
(1) Except to the extent that the Fund buys temporary
investments as described in [the Fund’s Statement of
Additional Information], the Fund will, as
34
a fundamental policy, invest substantially all of its assets
(more than 80%) in tax-exempt [State] municipal bonds that are
rated at the time of purchase within the four highest grades
(Baa or BBB or better) by Moody’s or Standard and
Poor’s, except that the Fund may invest up to 20% of its
assets in unrated [State] municipal bonds which, in Nuveen
Advisory’s opinion, have credit characteristics equivalent
to, and are of comparable quality to, municipal bonds so rated.
California Value
(1) Except during temporary defensive periods, the Fund
will, as a fundamental policy, invest 100% of its net assets in
tax-exempt California Municipal Obligations, of which 80% will
be Municipal Obligations rated at the time of purchase within
the four highest grades (Baa or BBB or better) by Moody’s
or S&P.
(2) The Fund may invest up to 20% of its net assets in
unrated California Municipal Obligations or in California
Municipal Obligations rated lower than the four highest grades,
but no more than half of this amount (10% of the Fund’s net
assets) will be invested in such lower rated California
Municipal Obligations.
(3) The Fund will only invest in unrated California
Municipal Obligations which, in the opinion of the Adviser, have
credit characteristics equivalent to Obligations rated Baa or
BBB or better. The Fund will not invest in any rated California
Municipal Obligations that are rated lower than Ba by
Moody’s or BB by S&P at the time of purchase.
California Quality Income and California Select Quality
(1) Except to the extent that the Fund buys temporary
investments as described in [the Fund’s Statement of
Additional Information], the Fund will, as a fundamental policy,
invest substantially all of its assets (more than 80%) in
tax-exempt California municipal bonds that are rated at the time
of purchase within the four highest grades (Baa or BBB or
better) by Moody’s or Standard and Poor’s, except that
the Fund may invest up to 20% of its assets in unrated
California municipal bonds which, in Nuveen Advisory’s
opinion, have credit characteristics equivalent to, and are of
comparable quality to, California municipal bonds so rated.
|
|
|
| |
b.
|
Approval of New Fundamental Policy Relating to Investments in
Municipal Securities
|
The following New Fundamental Policies will replace each
Municipal Fund’s Current Fundamental Policies
(1) referenced in 2a. above. Implementation of the
following New Fundamental Policy by each Municipal Fund is
contingent on shareholder approval of the elimination of each
Municipal Fund’s Current Fundamental Policies. The proposed
New Fundamental Policy with respect to each Fund’s
investments in municipal securities is as follows:
All Municipal Funds
(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 any preferred shares
outstanding (“Managed Assets”) in municipal securities
and other related
35
investments, the income from which is exempt from regular
federal [and state] income taxes.
In addition, the Board has adopted New Non-Fundamental Policies
with respect to investing in investment grade securities for
each Municipal Fund. The New Non-Fundamental Policies will be
implemented upon the elimination of the Current Fundamental
Policies described in 2a. above for the Municipal Funds that
currently have different fundamental policies relating to
investing in investment grade securities. The New
Non-Fundamental Policies relating to investing in investment
grade securities are as follows:
(1) Under normal circumstances, the Fund will invest at
least 80% of its Managed Assets in investment grade securities
that, at the time of investment, are rated within the four
highest grades (Baa or BBB or better) by at least one nationally
recognized statistical rating organization or are unrated but
judged to be of comparable quality by the Fund’s investment
adviser (“NAM”).
(2) The Fund may invest up to 20% of its Managed Assets in
municipal securities that at the time of investment are rated
below investment grade or are unrated but judged to be of
comparable quality by NAM.
(3) No more than 10% of the Fund’s Managed Assets may
be invested in municipal securities rated below B3/B- or that
are unrated but judged to be of comparable quality by NAM.
Related to these changes, the Board of each Municipal Fund has
also amended and standardized the description of “municipal
securities” or “municipal obligations” in which a
Municipal Fund may invest to include various types of municipal
securities. The new description, tailored as appropriate to each
Municipal Fund, generally provides:
The Fund may invest in various municipal securities, including
municipal bonds and notes, other securities issued to finance
and refinance public projects, and other related securities and
derivative instruments creating exposure to municipal bonds,
notes and securities that provide for the payment of interest
income that is exempt from federal [and State] income tax[es]
(“Municipal Obligations”). Municipal Obligations are
generally debt obligations issued by state and local
governmental entities and may be issued by U.S. territories
to finance or refinance public projects such as roads, schools,
and water supply systems. Municipal Obligations may also be
issued for private activities, such as housing, medical and
educational facility construction, or for privately owned
transportation, electric utility and pollution control projects.
Municipal Obligations may be issued on a long term basis to
provide permanent financing. The repayment of such debt may be
secured generally by a pledge of the full faith and credit
taxing power of the issuer, a limited or special tax, or any
other revenue source including project revenues, which may
include tolls, fees and other user charges, lease payments, and
mortgage payments. Municipal Obligations may also be issued to
finance projects on a short term interim basis, anticipating
repayment with the proceeds on long term debt. Municipal
Obligations may be issued and purchased in the form of bonds,
notes, leases or certificates of participation; structured as
callable or non-callable; with payment forms including fixed
coupon, variable rate, zero coupon, capital appreciation bonds,
tender option bonds, and residual interest bonds or inverse
floating rate securities; or acquired
36
through investments in pooled vehicles, partnerships or other
investment companies. Inverse floating rate securities are
securities that pay interest at rates that vary inversely with
changes in prevailing short-term tax-exempt interest rates and
represent a leveraged investment in an underlying municipal
security, which may increase the effective leverage of the Fund.
c. Elimination of Fundamental Policies Relating to
Commodities
The Current Fundamental Policies relating to commodities that
are proposed to be eliminated are as follow:
Arizona Premium Income, California Investment Quality,
California Market Opportunity, California Value, California
Performance Plus, California Quality Income, California Select
Quality, Florida Investment Quality, Florida Quality Income,
Maryland Premium Income, Michigan Premium Income, Michigan
Quality Income, New Jersey Investment Quality, New Jersey
Premium Income, Pennsylvania Investment Quality and Texas
Quality Income
(1) The Fund, as a fundamental policy, may not purchase or
sell commodities or commodities contracts, except for
transactions involving futures contracts within the limits
described under “Certain Trading Strategies of the
Fund — Financial Futures and Options
Transactions.”*
California Premium Income, Connecticut Premium Income,
Georgia Premium Income, Massachusetts Premium Income, Missouri
Premium Income, North Carolina Premium Income, Ohio Quality
Income, Pennsylvania Premium Income 2 and Virginia Premium
Income
(1) The Fund, as a fundamental policy, may not purchase or
sell commodities or commodities contracts, except for
transactions involving futures contracts that represent no more
than 10% of the Fund’s total assets and are otherwise
within the limits described in “Certain Trading Strategies
of The Fund — Financial Futures and Options
Transactions.”*
d. Approval of New Fundamental Policy Relating to
Commodities
It is proposed that each Premium/Quality Fund adopt a New
Fundamental Policy with respect to commodities. The adoption of
the following New Fundamental Policy for each Premium/Quality
Fund is contingent on shareholder approval of the elimination of
that Premium/Quality Fund’s Current Fundamental Policy with
respect to commodities, as reflected in 2c above. The proposed
New Fundamental Policy is as follows:
All Premium/Quality Funds
(1) The Fund may not purchase or sell physical commodities
unless acquired as a result of ownership of securities or other
instruments (but this shall not prevent the Fund from purchasing
or selling options, futures contracts or derivative
* References are to a Fund’s registration statement.
37
instruments or from investing in securities or other instruments
backed by physical commodities).
e. Elimination of Fundamental Policies Relating to
Derivatives and Short Sales
The Current Fundamental Policies relating to derivatives and
short sales that are proposed to be eliminated are as follows:
Arizona Premium Income, California Investment Quality,
California Market Opportunity, California Performance Plus,
California Quality Income, California Select Quality, Florida
Investment Quality, Florida Quality Income, Maryland Premium
Income, Michigan Premium Income, Michigan Quality Income, New
Jersey Investment Quality, New Jersey Premium Income,
Pennsylvania Investment Quality and Texas Quality Income
(1) The Fund may not make short sales of securities or
purchase any securities on margin (except for such short-term
credits as are necessary for the clearance of transactions), or
write or purchase put or call options, except to the extent that
the purchase of a stand-by commitment may be considered the
purchase of a put, and except for transactions involving options
within the limits described [in/under] “Certain Trading
Strategies of The Fund — Financial Futures and Options
Transactions.”*
(2) The Fund may not purchase financial futures and options
except within the limits described in “Certain Trading
Strategies of The Fund — Financial Futures and Options
Transactions.”*
California Value
(1) The Fund may not make short sales of securities or
purchase any securities on margin (except for such short-term
credits as are necessary for the clearance of transactions), or
write or purchase put or call options, and except for
transactions involving options within the limits described under
“Certain Trading Strategies of The Fund —
Financial Futures and Options Transactions.”*
California Premium Income, Connecticut Premium Income,
Georgia Premium Income, Massachusetts Premium Income, Missouri
Premium Income, North Carolina Premium Income, Ohio Quality
Income, Pennsylvania Premium Income 2 and Virginia Premium
Income
(1) The Fund may not make short sales of securities or
purchase any securities on margin (except for such short-term
credits as are necessary for the clearance of transactions), or
write or purchase put or call options, except to the extent that
the purchase of a stand-by commitment may be considered the
purchase of a put, and except for transactions involving options
that represent no more than 10% of the Fund’s total assets
and are otherwise within the limits described in “Certain
Trading Strategies of The Fund — Financial Futures and
Options Transactions.”*
(2) The Fund may not purchase financial futures and options
that represent no more than 10% of the Fund’s total assets
and are otherwise within the limits
* References are to a Fund’s registration statement.
38
described in “Certain Trading Strategies of The
Fund — Financial Futures and Options
Transactions.”*
In connection with the elimination of the Current Fundamental
Policies relating to derivatives and short sales, as reflected
in 2c above, the Board has adopted the following New
Non-Fundamental Policies for each of the above Premium/Quality
Funds. The New Non-Fundamental Policies are contingent on
shareholder approval of the elimination of that Premium/Quality
Fund’s Current Fundamental Policies with respect to
derivatives and short sales. The New Non-Fundamental Polices are
as follows:
(1) The Fund may invest in derivative instruments in
pursuit of its investment objectives. Such instruments include
financial futures contracts, swap contracts (including interest
rate and credit default swaps), options on financial futures,
options on swap contracts, or other derivative instruments. NAM
uses derivatives to seek to enhance return, to hedge some of the
risks of its investments in fixed income securities or as a
substitute for a position in the underlying asset.
(2) The Fund may not sell securities short, unless the Fund
owns or has the right to obtain securities equivalent in kind
and amount to the securities sold at no added cost, and provided
that transactions in options, futures contracts, options on
futures contracts, or other derivative instruments are not
deemed to constitute selling securities short.
(3) The Fund may not enter into futures contracts or
related options or forward contracts, if more than 30% of the
Fund’s net assets would be represented by futures contracts
or more than 5% of the Fund’s net assets would be committed
to initial margin deposits and premiums on futures contracts and
related options.
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f.
|
Elimination of the Fundamental Policy Prohibiting Investment
in Other Investment Companies
|
The Current Fundamental Policies of the Premium/Quality Funds
relating to investments in other investment companies that are
proposed to be eliminated are noted below. The Premium/Quality
Funds do not have specific restrictions as to investments in
other investment companies. However, each Premium/Quality Fund
has an investment policy which only permits investment in
municipal obligations and temporary investments and thereby
prohibits investment in other investment companies. The general
restriction that only permits investment in municipal
obligations and temporary investments is as follows:
All Premium/Quality Funds, except California Value
(1) The Fund may not invest in securities other than
[state] Municipal Obligations and temporary investments[,] as
described [in/under] “Investment Objective and Policies [of
the Funds] — Portfolio Investments.”*
California Value
(1) The Fund may not invest in securities other than
California Municipal Obligations and temporary investments, as
those terms are defined [in the Fund’s Prospectus.]
* References are to a Fund’s registration statement.
39
In addition, with respect to each Fund’s ability to invest
in other investment companies, the Board has adopted a New
Non-Fundamental Policy to be implemented upon the elimination of
that Premium/Quality Fund’s Current Fundamental Policy that
only permits investment in municipal obligations and temporary
investments. The proposed New Non-Fundamental Policy relating to
investments in other investment companies is as follows:
(1) The Fund may invest up to 10% of its Managed Assets in
securities of other open- or closed-end investment companies
(including exchange-traded funds (often referred to as
“ETFs”)) that invest primarily in municipal securities
of the types in which the Fund may invest directly.
Board
Recommendation
The Board believes that eliminating the Current Fundamental
Policies and adopting the New Investment Policies gives the
Adviser flexibility to rapidly respond to continuing
developments in the municipal market and would enhance the
portfolio managers’ ability to meet each Municipal
Fund’s investment objective. In addition, the Board
believes that the proposed changes will create consistent
investment policies for all Nuveen municipal bond funds and will
help to promote operational efficiencies.
The Board recommends that shareholders of each Municipal Fund
vote to approve the elimination of each Current Fundamental
Policy and vote to approve each New Fundamental Policy.
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3.
|
Approval
of the Elimination of Fundamental Investment Policies and
Approval of New Fundamental Policy for Each Insured
Fund
|
The Insured Funds have adopted certain fundamental investment
policies, as described below (together, “Insured
Fundamental Policies,” each an “Insured Fundamental
Policy”), that can only be changed by shareholder vote. The
Insured Fundamental Policies adopted by the Insured Funds
reflected industry conditions present in the municipal bond
market at the time of the inception of each Fund.
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.
Additionally, all of Nuveen’s municipal closed-end funds
are seeking to adopt a uniform, “up to date” set of
investment policies, as described in 2 above. In general, the
funds currently have a somewhat diverse set of policies,
reflecting when the funds were launched over the past
20 years as well as developments over time in the municipal
market, including new types of securities as well as investment
strategies.
As a result of these conditions facing the bond insurance market
and the developments of the municipal market, the Board
unanimously approved, and unanimously recommends the
40
approval by each Insured Fund’s shareholders of the
elimination of certain Insured Fundamental Policies of the
Insured Funds that are restricting, or may be expected in the
future to restrict, each Insured Fund’s ability to
effectively make investments. In connection with eliminating the
Insured Fundamental Policies, the Board unanimously approved,
and unanimously recommends the approval by shareholders of a new
fundamental policy, described below (each a “New Insured
Fundamental Policy”). Implementation of the New Insured
Fundamental Policy, with respect to each Insured Fund, is
contingent on shareholder approval of the elimination of such
Insured Fund’s Insured Fundamental Policy or Insured
Fundamental Policies, as applicable. In addition, the Board has
approved new non-fundamental policies, described below (the
“New Insured Non-Fundamental Policies” and together
with the New Insured Fundamental Policy, the “New Insured
Policies”). The New Insured 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 municipal investments in insured bonds
backed by insurers with solid credit ratings.
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a.
|
Elimination of Insured Fundamental Policies Relating to
Investments in Insured Municipal Securities
|
The Insured Fundamental Policies of each Insured Fund that are
proposed to be eliminated are as follows:
Insured California Dividend Advantage
(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 California income taxes
and that are covered by insurance guaranteeing the timely
payment of principal and interest thereon.
Insured California Premium Income, Insured California Premium
Income 2 and Insured Florida Premium Income
(1) Except to the extent the Fund invests in temporary
investments, the Fund will invest all of its assets in
tax-exempt [State] 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.
(2) Each insured [State] 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”) 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”).
(3) The Fund will only obtain policies of portfolio
insurance issued by insurers whose claims-paying ability is
rated “Aaa” by Moody’s Investors Services, Inc.
(“Moody’s”) or “AAA” by
Standard & Poor’s Corporation
(“Standard & Poor’s”).
(4) Municipal obligations backed by an escrow account or
trust account will not constitute more than 20% of the
Fund’s assets.
41
Insured California Tax-Free Advantage, Insured Florida Tax
Free Advantage and Insured Massachusetts 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 and [State] income
tax and from the federal alternative minimum tax applicable to
individuals [and are exempt from the Florida intangible personal
property tax](Insured Florida Tax Free Advantage only).
(2) 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 are covered
by insurance guaranteeing the timely payment of principal and
interest thereon.
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b.
|
Approval of the New Insured Fundamental Policy Relating to
Investments in Insured Municipal Securities
|
In connection with eliminating the Insured Fundamental Policies,
the Board of each Insured Fund has unanimously approved, and
recommends that shareholders of each Insured Fund approve, a New
Insured Fundamental Policy relating to each Insured Fund’s
policy of investing 80% (or greater) of its assets in a
portfolio of municipal securities or related investments that
pay tax-exempt interest. The New Insured Fundamental Policy will
replace each Insured Fund’s Insured Fundamental Policy or
Insured Fundamental Policies, as described above. Implementation
of the New Insured Fundamental Policy is contingent on
shareholder approval of the elimination of the Insured
Fundamental Policy or Insured Fundamental Policies for each
Insured Fund, as applicable. The New Insured Fundamental Policy
is 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 municipal securities and other
related investments that pay interest exempt from federal and
[State] income taxes (“municipal securities”) and are
covered by insurance guaranteeing the timely payment of
principal and interest thereon.
New Insured Non-Fundamental Policies
In connection with eliminating the Insured Fundamental Policies,
the Board of each Insured Fund has also adopted New Insured
Non-Fundamental Policies, as described below. To the extent that
the New Insured Non-Fundamental Policies conflict with the
existing Insured Fundamental Policies, implementation of the New
Insured Non-Fundamental Policies is contingent on shareholder
approval of the elimination of the Insured Fundamental Policies.
To the extent such Insured Non-Fundamental Policies do not
conflict with the existing Insured Fundamental Policies, the New
Insured Non-Fundamental Policies have already been implemented.
By eliminating the Insured Fundamental Policies and adopting the
New Insured 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.
42
The New Insured Non-Fundamental Policies that the Board of each
Insured Fund has adopted are as follows:
(1) 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 Fund’s
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 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 Fund’s investment adviser, at
the time of purchase.
c. Elimination of Fundamental Policies Relating to
Commodities
The Current Insured Fundamental Policies relating to commodities
that are proposed to be eliminated are as follow:
Insured California Premium Income and Insured Florida Premium
Income
(1) The Fund, as a fundamental policy, may not purchase or
sell commodities or commodities contracts, except for
transactions involving futures contracts within the limits
described in “Certain Trading Strategies of the
Fund — Financial Futures and Options
Transactions.”*
Insured California Premium Income 2
(1) The Fund, as a fundamental policy, may not purchase or
sell commodities or commodities contracts, except for
transactions involving futures contracts that represent no more
than 10% of the Fund’s total assets and are otherwise
within the limits described in “Certain Trading Strategies
of The Fund — Financial Futures and Options
Transactions.”*
d. Approval of New Fundamental Policy Relating to
Commodities
It is proposed that Insured California Premium Income, Insured
California Premium Income 2 and Insured Florida Premium Income
adopt a New Insured Fundamental Policy with
** The above referenced 80% test refers to the new
fundamental policy proposed in item 3(b).
* References are to a Fund’s registration
statement.
43
respect to commodities. The adoption of the following New
Insured Fundamental Policy for each applicable Insured Fund is
contingent on shareholder approval of the elimination of that
Insured Fund’s Current Insured Fundamental Policy with
respect to commodities, as reflected in 3c above. The proposed
New Insured Fundamental Policy is as follows:
Insured California Premium Income, Insured California Premium
Income 2 and Insured Florida Premium Income
(1) The Fund may not purchase or sell physical commodities
unless acquired as a result of ownership of securities or other
instruments (but this shall not prevent the Fund from purchasing
or selling options, futures contracts or derivative instruments
or from investing in securities or other instruments backed by
physical commodities)
e. Elimination of Fundamental Policies Relating to
Derivatives and Short Sales
The Current Insured Fundamental Policies relating to derivatives
and short sales that are proposed to be eliminated are as
follows:
Insured California Premium Income and Insured Florida Premium
Income
(1) The Fund, as a fundamental policy, may not make short
sales of securities or purchase any securities on margin (except
for such short-term credits as are necessary for the clearance
of transactions), or write or purchase put or call options,
except to the extent that the purchase of a stand-by commitment
may be considered the purchase of a put, and except for
transactions involving options within the limits described in
“Certain Trading Strategies of The Fund —
Financial Futures and Options Transactions.”*
(2) The Fund may not purchase financial futures and options
except within the limits described in “Certain Trading
Strategies of The Fund — Financial Futures and Options
Transactions.”*
Insured California Premium Income 2
(1) The Fund may not make short sales of securities or
purchase any securities on margin (except for such short-term
credits as are necessary for the clearance of transactions), or
write or purchase put or call options, except to the extent that
the purchase of a stand-by commitment may be considered the
purchase of a put, and except for transactions involving options
within the limits described in “Certain Trading Strategies
of The Fund — Financial Futures and Options
Transactions.”*
(2) The Fund may not purchase financial futures and options
that represent no more than 10% of the Fund’s total assets
and are otherwise within the limits described in “Certain
Trading Strategies of The Fund — Financial Futures and
Options Transactions.”*
In connection with the elimination of the Current Insured
Fundamental Policies relating to derivatives and short sales, as
reflected in 3e above, the Board has adopted the following New
Insured Non-Fundamental Policies for each of Insured California
Premium Income,
* References are to a Fund’s registration statement.
44
Insured California Premium Income 2 and Insured Florida Premium
Income. The New Insured Non-Fundamental Policies are contingent
on shareholder approval of the elimination of that Insured
Fund’s Current Fundamental Policies with respect to
derivatives and short sales. The New Insured Non-Fundamental
Polices are as follows:
(1) The Fund may not sell securities short, unless the Fund
owns or has the right to obtain securities equivalent in kind
and amount to the securities sold at no added cost, and provided
that transactions in options, futures contracts, options on
futures contracts, or other derivative instruments are not
deemed to constitute selling securities short.
(2) The Fund may invest in derivative instruments in
pursuit of its investment objectives. Such instruments include
financial futures contracts, swap contracts (including interest
rate and credit default swaps), options on financial futures,
options on swap contracts, or other derivative instruments. NAM
uses derivatives to seek to enhance return, to hedge some of the
risks of its investments in fixed income securities or as a
substitute for a position in the underlying asset.
(3) The Fund may not enter into futures contracts or
related options or forward contracts, if more than 30% of the
Fund’s net assets would be represented by futures contracts
or more than 5% of the Fund’s net assets would be committed
to initial margin deposits and premiums on futures contracts and
related options.
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f.
|
Elimination of the Fundamental Policy Prohibiting Investment
in Other Investment Companies
|
The Current Insured Fundamental Policies of Insured California
Premium Income, Insured California Premium Income 2 and Insured
Florida Premium Income relating to investments in other
investment companies that are proposed to be eliminated are
noted below. Insured California Premium Income, Insured
California Premium Income 2 and Insured Florida Premium Income
do not have specific restrictions as to investments in other
investment companies. However, each such Fund has an investment
policy which only permits investment in municipal obligations
and temporary investments and thereby prohibiting investment in
other investment companies. The general restriction that only
permits investment in municipal obligations and temporary
investments is as follows:
Insured California Premium Income, Insured California Premium
Income 2 and Insured Florida Premium Income
(1) The Fund may not invest in securities other than
[state] Municipal Obligations and temporary investments, as
described in “Investment Objective and Policies —
Portfolio Investments.”*
In addition, with respect to each Fund’s ability to invest
in other investment companies, the Board has adopted a New
Insured Non-Fundamental Policy to be implemented upon the
elimination of Insured California Premium Income, Insured
California Premium Income 2 and Insured Florida Premium
Income’s Current Fundamental Policy prohibiting
* References are to a Fund’s registration statement.
45
investments in other investment companies. The proposed New
Insured Non-Fundamental Policy relating to investments in other
investment companies is as follows:
Insured California Premium Income, Insured California Premium
Income 2 and Insured Florida Premium Income
(1) The Fund may invest up to 10% of its Managed Assets in
securities of other open- or closed-end investment companies
(including exchange-traded funds (often referred to as
“ETFs”)) that invest primarily in municipal securities
of the types in which the Fund may invest directly.
Board
Recommendation
The Board believes that eliminating the Insured Fundamental
Policies and adopting the New Insured 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 Fund’s
investment objective and keep each Fund fully invested. While
the Board believes that the New Insured 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 Insured Non-Fundamental Policies without shareholder
approval.
The Board of Trustees recommends that shareholders of each
Insured Fund vote to approve the elimination of each Insured
Fundamental Policy and vote to approve the New Insured
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, and (2) the quality
and integrity of the Fund’s financial statements, and
(3) the independent registered public accounting
firm’s qualifications, performance and independence. In its
oversight capacity, the committee reviews each Fund’s
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 Fund’s financial and internal controls.
The committee also selects, retains, evaluates and may replace
each Fund’s independent registered public accounting firm.
The committee is currently composed of four Board Members and
operates under a written charter adopted and approved by each
Board, a copy of which is attached as Appendix C. Each
committee member meets the independence and experience
requirements, as applicable, of the New York Stock Exchange,
American Stock Exchange, Section 10A of the Securities
Exchange Act of 1934 and the rules and regulations of the
Securities and Exchange Commission.
The committee, in discharging its duties, has met with and held
discussions with management and each Fund’s 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 Fund’s
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
46
(Communication with Audit Committees), as amended by SAS
No. 90 (Audit Committee Communications). Each Fund’s
independent registered public accounting firm provided to the
committee the written disclosure 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 firm’s independence. As provided in the Audit
Committee Charter, it is not the committee’s responsibility
to determine, and the considerations and discussions referenced
above do not ensure, that each Fund’s financial statements
are complete and accurate and presented in accordance with
generally accepted accounting principles.
Based on the committee’s 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 Fund’s Annual Report.
The current members of the committee are:
Robert P. Bremner
Jack B. Evans (financial expert)
David J. Kundert
William J. Schneider
47
Audit and Related Fees. The following tables provide
the aggregate fees billed during each Fund’s last two
fiscal years by each Fund’s independent registered
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”).
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All Other
Fees(3)
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Audit
Fees(1)
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Audit Related Fees
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Tax
Fees(2)
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Adviser and
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Adviser and Adviser
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Adviser and Adviser
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Adviser
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Fund
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Fund
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Entities
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Fund
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Entities
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Fund
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Entities
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Fiscal
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Year
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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Ended
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2007
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2008
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2007
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2008
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2007
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2008
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2007
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2008
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2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
|
|
|
|
|
|
Floating Rate Income
|
|
$
|
63,484
|
|
|
$
|
66,809
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1,000
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1,650
|
|
|
$
|
1,800
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Floating Rate Income Opportunity
|
|
|
45,923
|
|
|
|
48,236
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,650
|
|
|
|
1,800
|
|
|
|
0
|
|
|
|
0
|
|
|
Senior Income
|
|
|
36,092
|
|
|
|
37,955
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
6,750
|
|
|
|
7,400
|
|
|
|
0
|
|
|
|
0
|
|
|
Tax-Advantaged Floating Rate
|
|
|
22,700
|
|
|
|
24,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,000
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,650
|
|
|
|
1,800
|
|
|
|
0
|
|
|
|
0
|
|
|
Arizona Dividend Advantage
|
|
|
7,283
|
|
|
|
8,242
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Arizona Dividend Advantage 2
|
|
|
7,817
|
|
|
|
8,847
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Arizona Dividend Advantage 3
|
|
|
8,113
|
|
|
|
9,182
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Arizona Premium Income
|
|
|
8,834
|
|
|
|
10,005
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
California Dividend Advantage
|
|
|
20,481
|
|
|
|
23,226
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
|
|
|
|
0
|
|
|
California Dividend Advantage 2
|
|
|
15,186
|
|
|
|
17,257
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
|
|
|
|
0
|
|
|
California Dividend Advantage 3
|
|
|
20,774
|
|
|
|
23,388
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
|
|
|
|
0
|
|
|
California Investment Quality
|
|
|
14,772
|
|
|
|
16,795
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
California Market Opportunity
|
|
|
11,483
|
|
|
|
12,998
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
California Value
|
|
|
13,057
|
|
|
|
14,840
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
California Performance Plus
|
|
|
14,382
|
|
|
|
16,280
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
California Premium Income
|
|
|
9,702
|
|
|
|
11,006
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
California Quality Income
|
|
|
20,177
|
|
|
|
23,024
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
California Select Quality
|
|
|
20,740
|
|
|
|
23,540
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
Insured California Dividend Advantage
|
|
|
15,669
|
|
|
|
17,818
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,300
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Insured California Premium Income
|
|
|
10,157
|
|
|
|
11,604
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
Insured California Premium Income 2
|
|
|
13,844
|
|
|
|
15,795
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
Insured California Tax-Free Advantage
|
|
|
9,861
|
|
|
|
11,215
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
|
|
|
|
0
|
|
|
Connecticut Dividend Advantage
|
|
|
7,881
|
|
|
|
8,952
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Connecticut Dividend Advantage 2
|
|
|
7,733
|
|
|
|
8,780
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
48
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Other
Fees(3)
|
|
|
|
Audit
Fees(1)
|
|
Audit Related Fees
|
|
Tax
Fees(2)
|
|
|
|
Adviser and
|
|
|
|
|
|
|
|
Adviser and Adviser
|
|
|
|
Adviser and Adviser
|
|
|
|
Adviser
|
|
|
|
Fund
|
|
Fund
|
|
Entities
|
|
Fund
|
|
Entities
|
|
Fund
|
|
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
|
|
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
|
|
|
|
|
|
Connecticut Dividend Advantage 3
|
|
$
|
8,856
|
|
|
$
|
10,064
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
500
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
2,250
|
|
|
$
|
800
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Connecticut Premium Income
|
|
|
9,415
|
|
|
|
10,711
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Florida Investment Quality
|
|
|
16,422
|
|
|
|
18,540
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Florida Quality Income
|
|
|
15,188
|
|
|
|
17,212
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Insured Florida Premium Income
|
|
|
15,099
|
|
|
|
17,114
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Insured Florida Tax-Free Advantage
|
|
|
8,605
|
|
|
|
9,780
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Georgia Dividend Advantage
|
|
|
7,521
|
|
|
|
8,537
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Georgia Dividend Advantage 2
|
|
|
8,973
|
|
|
|
10,173
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Georgia Premium Income
|
|
|
8,561
|
|
|
|
9,723
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Maryland Dividend Advantage
|
|
|
8,827
|
|
|
|
9,996
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Maryland Dividend Advantage 2
|
|
|
8,849
|
|
|
|
10,025
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Maryland Dividend Advantage 3
|
|
|
9,445
|
|
|
|
10,711
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Maryland Premium Income
|
|
|
12,558
|
|
|
|
14,295
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Massachusetts Dividend Advantage
|
|
|
7,527
|
|
|
|
8,530
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Massachusetts Premium Income
|
|
|
9,097
|
|
|
|
10,330
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Insured Massachusetts Tax-Free Advantage
|
|
|
7,949
|
|
|
|
9,032
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Michigan Dividend Advantage
|
|
|
7,599
|
|
|
|
8,603
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Michigan Premium Income
|
|
|
10,881
|
|
|
|
12,343
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
Michigan Quality Income
|
|
|
13,548
|
|
|
|
15,368
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
Missouri Premium Income
|
|
|
7,655
|
|
|
|
8,656
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
New Jersey Dividend Advantage
|
|
|
10,223
|
|
|
|
11,592
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
New Jersey Dividend Advantage 2
|
|
|
9,081
|
|
|
|
10,274
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
New Jersey Investment Quality
|
|
|
18,649
|
|
|
|
21,228
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,300
|
|
|
|
3,250
|
|
|
|
0
|
|
|
|
0
|
|
|
New Jersey Premium Income
|
|
|
13,582
|
|
|
|
15,464
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,300
|
|
|
|
3,250
|
|
|
|
0
|
|
|
|
0
|
|
|
North Carolina Dividend Advantage
|
|
|
7,694
|
|
|
|
8,727
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
North Carolina Dividend Advantage 2
|
|
|
8,567
|
|
|
|
9,723
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
North Carolina Dividend Advantage 3
|
|
|
8,599
|
|
|
|
9,767
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
North Carolina Premium Income
|
|
|
10,015
|
|
|
|
11,371
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
49
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All Other
Fees(3)
|
|
|
|
Audit
Fees(1)
|
|
Audit Related Fees
|
|
Tax
Fees(2)
|
|
|
|
Adviser and
|
|
|
|
|
|
|
|
Adviser and Adviser
|
|
|
|
Adviser and Adviser
|
|
|
|
Adviser
|
|
|
|
Fund
|
|
Fund
|
|
Entities
|
|
Fund
|
|
Entities
|
|
Fund
|
|
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
|
|
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
2007
|
|
2008
|
|
|
|
|
|
|
|
Ohio Dividend Advantage
|
|
$
|
8,867
|
|
|
$
|
10,057
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
500
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1,500
|
|
|
$
|
800
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
Ohio Dividend Advantage 2
|
|
|
8,219
|
|
|
|
9,309
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Ohio Dividend Advantage 3
|
|
|
7,658
|
|
|
|
8,685
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Ohio Quality Income
|
|
|
12,520
|
|
|
|
14,208
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,300
|
|
|
|
|
|
|
|
0
|
|
|
Pennsylvania Dividend Advantage
|
|
|
8,358
|
|
|
|
9,462
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Pennsylvania Dividend Advantage 2
|
|
|
8,608
|
|
|
|
9,754
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Pennsylvania Investment Quality
|
|
|
16,322
|
|
|
|
18,476
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Pennsylvania Premium Income 2
|
|
|
15,560
|
|
|
|
17,550
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Texas Quality Income
|
|
|
11,964
|
|
|
|
13,557
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Virginia Dividend Advantage
|
|
|
8,237
|
|
|
|
9,306
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Virginia Dividend Advantage 2
|
|
|
9,757
|
|
|
|
11,022
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
Virginia Premium Income
|
|
|
11,566
|
|
|
|
13,122
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
|
|
| (1)
|
“Audit Fees” are the aggregate fees billed for
professional services for the audit of the Fund’s annual
financial statements and services provided in connection with
statutory and regulatory filings or engagements.
|
| (2)
|
“Tax Fees” are the aggregate fees billed for
professional services for tax advice, tax compliance and tax
planning.
|
| (3)
|
“All Other Fees” are the aggregate fees billed for
products and services for
agreed-upon
procedures engagements for the leveraged Funds.
|
50
Non-Audit Fees. The following tables provide the
aggregate non-audit fees billed by each Fund’s independent
registered accounting firm for services rendered to each Fund,
the Adviser and the Adviser Entities during each Fund’s
last two fiscal years.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-Audit Fees
|
|
|
|
|
|
|
|
|
|
Billed to Adviser and
|
|
|
|
|
|
|
|
|
|
Adviser Entities
|
|
|
|
|
|
|
|
|
|
(Engagements Related
|
|
Total Non-Audit Fees
|
|
|
|
|
|
|
|
Directly to the Operations
|
|
Billed to Adviser and
|
|
|
|
|
|
Total Non-Audit Fees
|
|
and Financial Reporting
|
|
Adviser Entities (All Other
|
|
|
|
Fund
|
|
Billed to Fund
|
|
of Fund)
|
|
Engagements)
|
|
Total
|
|
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
|
|
Ended 2007
|
|
Ended 2008
|
|
Ended 2007
|
|
Ended 2008
|
|
Ended 2007
|
|
Ended 2008
|
|
Ended 2007
|
|
Ended 2008
|
|
|
|
|
|
Floating Rate Income
|
|
$
|
1,650
|
|
|
$
|
2,800
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
1,650
|
|
|
$
|
2,800
|
|
|
Floating Rate Income Opportunity
|
|
|
1,650
|
|
|
|
2,800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,650
|
|
|
|
2,800
|
|
|
Senior Income
|
|
|
6,750
|
|
|
|
8,400
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
6,750
|
|
|
|
8,400
|
|
|
Tax-Advantaged Floating Rate
|
|
|
1,650
|
|
|
|
2,800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,650
|
|
|
|
2,800
|
|
|
Arizona Dividend Advantage
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Arizona Dividend Advantage 2
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Arizona Dividend Advantage 3
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Arizona Premium Income
|
|
|
3,100
|
|
|
|
3,800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,800
|
|
|
California Dividend Advantage
|
|
|
2,000
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,000
|
|
|
|
800
|
|
|
California Dividend Advantage 2
|
|
|
2,000
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,000
|
|
|
|
800
|
|
|
California Dividend Advantage 3
|
|
|
2,000
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,000
|
|
|
|
800
|
|
|
California Investment Quality
|
|
|
3,600
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,600
|
|
|
|
3,300
|
|
|
California Market Opportunity
|
|
|
3,600
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,600
|
|
|
|
3,300
|
|
|
California Value
|
|
|
500
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
500
|
|
|
|
0
|
|
|
California Performance Plus
|
|
|
3,600
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,600
|
|
|
|
3,300
|
|
|
California Premium Income
|
|
|
2,000
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,000
|
|
|
|
800
|
|
|
California Quality Income
|
|
|
3,600
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,600
|
|
|
|
3,300
|
|
|
California Select Quality
|
|
|
3,600
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,600
|
|
|
|
3,300
|
|
|
Insured California Dividend Advantage
|
|
|
2,800
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,800
|
|
|
|
800
|
|
|
Insured California Premium Income
|
|
|
3,600
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,600
|
|
|
|
3,300
|
|
|
Insured California Premium Income 2
|
|
|
3,600
|
|
|
|
3,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,600
|
|
|
|
3,300
|
|
|
Insured California Tax-Free Advantage
|
|
|
2,000
|
|
|
|
800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,000
|
|
|
|
800
|
|
|
Connecticut Dividend Advantage
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
51
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-Audit Fees
|
|
|
|
|
|
|
|
|
|
Billed to Adviser and
|
|
|
|
|
|
|
|
|
|
Adviser Entities
|
|
|
|
|
|
|
|
|
|
(Engagements Related
|
|
Total Non-Audit Fees
|
|
|
|
|
|
|
|
Directly to the Operations
|
|
Billed to Adviser and
|
|
|
|
|
|
Total Non-Audit Fees
|
|
and Financial Reporting
|
|
Adviser Entities (All Other
|
|
|
|
Fund
|
|
Billed to Fund
|
|
of Fund)
|
|
Engagements)
|
|
Total
|
|
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
Fiscal Year
|
|
|
|
Ended 2007
|
|
Ended 2008
|
|
Ended 2007
|
|
Ended 2008
|
|
Ended 2007
|
|
Ended 2008
|
|
Ended 2007
|
|
Ended 2008
|
|
|
|
|
|
Connecticut Dividend Advantage 2
|
|
$
|
2,250
|
|
|
$
|
1,300
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
2,250
|
|
|
$
|
1,300
|
|
|
Connecticut Dividend Advantage 3
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Connecticut Premium Income
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Florida Investment Quality
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Florida Quality Income
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Insured Florida Premium Income
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Insured Florida Tax-Free Advantage
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Georgia Dividend Advantage
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Georgia Dividend Advantage 2
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Georgia Premium Income
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Maryland Dividend Advantage
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Maryland Dividend Advantage 2
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Maryland Dividend Advantage 3
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Maryland Premium Income
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Massachusetts Dividend Advantage
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Massachusetts Premium Income
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Insured Massachusetts Tax-Free Advantage
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Michigan Dividend Advantage
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Michigan Premium Income
|
|
|
3,100
|
|
|
|
3,800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,800
|
|
|
Michigan Quality Income
|
|
|
3,100
|
|
|
|
3,800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,800
|
|
|
Missouri Premium Income
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
New Jersey Dividend Advantage
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
New Jersey Dividend Advantage 2
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
New Jersey Investment Quality
|
|
|
2,300
|
|
|
|
3,750
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,300
|
|
|
|
3,750
|
|
|
New Jersey Premium Income
|
|
|
2,300
|
|
|
|
3,750
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,300
|
|
|
|
3,750
|
|
|
North Carolina Dividend Advantage
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
52
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Non-Audit Fees
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Billed to Adviser and
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adviser Entities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Engagements Related
|
|
|
Total Non-Audit Fees
|
|
|
|
|
|
|
|
|
|
|
Directly to the Operations
|
|
|
Billed to Adviser and
|
|
|
|
|
|
|
|
Total Non-Audit Fees
|
|
|
and Financial Reporting
|
|
|
Adviser Entities (All Other
|
|
|
|
|
|
Fund
|
|
Billed to Fund
|
|
|
of Fund)
|
|
|
Engagements)
|
|
|
Total
|
|
|
|
|
Fiscal Year
|
|
|
Fiscal Year
|
|
|
Fiscal Year
|
|
|
Fiscal Year
|
|
|
Fiscal Year
|
|
|
Fiscal Year
|
|
|
Fiscal Year
|
|
|
Fiscal Year
|
|
|
|
|
Ended 2007
|
|
|
Ended 2008
|
|
|
Ended 2007
|
|
|
Ended 2008
|
|
|
Ended 2007
|
|
|
Ended 2008
|
|
|
Ended 2007
|
|
|
Ended 2008
|
|
|
|
|
|
|
|
North Carolina Dividend Advantage 2
|
|
$
|
2,250
|
|
|
$
|
1,300
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
0
|
|
|
$
|
2,250
|
|
|
$
|
1,300
|
|
|
North Carolina Dividend Advantage 3
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
North Carolina Premium Income
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Ohio Dividend Advantage
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Ohio Dividend Advantage 2
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Ohio Dividend Advantage 3
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Ohio Quality Income
|
|
|
3,100
|
|
|
|
3,800
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
3,100
|
|
|
|
3,800
|
|
|
Pennsylvania Dividend Advantage
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Pennsylvania Dividend Advantage 2
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Pennsylvania Investment Quality
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Pennsylvania Premium Income 2
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Texas Quality Income
|
|
|
1,500
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
1,500
|
|
|
|
1,300
|
|
|
Virginia Dividend Advantage
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Virginia Dividend Advantage 2
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
|
Virginia Premium Income
|
|
|
2,250
|
|
|
|
1,300
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
0
|
|
|
|
2,250
|
|
|
|
1,300
|
|
53
Audit Committee Pre-Approval Policies and
Procedures. Generally, the audit committee must approve
each Fund’s independent registered public accounting
firm’s 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.
The audit committee has 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 each Fund). None of the services rendered by the
independent registered 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
Each Board has appointed Ernst & Young LLP as
independent registered public accounting firm to audit the books
and records of each Fund for its current fiscal year. A
representative of Ernst & Young LLP will be present at
the Annual Meetings to make a statement, if such representative
so desires, and to respond to shareholders’ questions.
Ernst & Young LLP has informed each 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 Adviser and persons who own more than
10% of a registered class of a Fund’s equity securities to
file forms reporting their affiliation with that Fund and
reports of ownership and changes in ownership of that
Fund’s shares with the Securities and Exchange Commission
(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 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 Fund’s 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.
54
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 of the Funds to be held in 2009, a shareholder
proposal 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 June 8, 2009. 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
must, pursuant to each Fund’s By-Laws, submit such written
notice to the Fund not later than August 21, 2009 or prior
to August 6, 2009. Timely submission of a proposal does not
mean that such proposal will be included in a proxy statement.
Shareholder
Communications
Fund shareholders who want to communicate with the Board or any
individual Board Member should write 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 note the fund or funds that you own. 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 and so
indicates it will be sent to the [Independent Chairman] 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 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.
The Funds, with the exception of Floating Rate, Floating Rate
Income Opportunity, Senior Income and Tax-Advantaged Floating
Rate, have engaged Computershare Fund Services to assist in
the solicitation of proxies at an estimated cost of $2,000 per
Fund plus reasonable expenses.
Fiscal
Year
The fiscal year end for each of the Funds is as follows:
April 30, 2008 for Florida Investment Quality, Florida
Quality Income, Insured Florida Premium Income and Insured
Florida Tax-Free Advantage, New Jersey Dividend Advantage, New
Jersey Dividend Advantage 2, New Jersey Investment Quality, New
Jersey Premium Income, Pennsylvania Dividend Advantage,
Pennsylvania Dividend Advantage 2, Pennsylvania Investment
Quality and Pennsylvania Premium Income 2; May 31, 2008 for
Connecticut Dividend Advantage, Connecticut Dividend Advantage
2, Connecticut Dividend Advantage 3, Connecticut Premium Income,
Georgia Dividend Advantage, Georgia Dividend Advantage 2,
Georgia Premium Income, Maryland Dividend Advantage, Maryland
Dividend Advantage 2, Maryland Dividend Advantage 3, Maryland
Premium Income, Massachusetts Dividend Advantage, Massachusetts
Premium Income, Insured Massachusetts
55
Tax-Free Advantage, Missouri Premium Income, North Carolina
Dividend Advantage, North Carolina Dividend Advantage 2, North
Carolina Dividend Advantage 3, North Carolina Premium Income,
Virginia Dividend Advantage, Virginia Dividend Advantage 2 and
Virginia Premium Income; June 30, 2008 for Tax-Advantaged
Floating Rate; July 31, 2008 for Floating Rate Income,
Floating Rate Income Opportunity, Senior Income, Arizona
Dividend Advantage, Arizona Dividend Advantage 2, Arizona
Dividend Advantage 3, Arizona Premium Income, Michigan Dividend
Advantage, Michigan Premium Income, Michigan Quality Income,
Ohio Dividend Advantage, Ohio Dividend Advantage 2, Ohio
Dividend Advantage 3, Ohio Quality Income and Texas Quality
Income; and August 31, 2008 for California Dividend
Advantage, California Dividend Advantage 2, California Dividend
Advantage 3, California Investment Quality, California Market
Opportunity, California Value, California Performance Plus,
California Premium Income, California Quality Income, California
Select Quality, Insured California Dividend Advantage, Insured
California Premium Income, Insured California Premium Income 2,
Insured California Tax-Free Advantage.
Annual
Report Delivery
Annual reports will be sent to shareholders of record of each
Fund following each Fund’s 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 Fund’s By-Laws, an adjournment of a meeting requires
the affirmative vote of a majority of the shares present in
person or represented by proxy at the meeting.
56
IF YOU CANNOT BE PRESENT AT THE MEETING, YOU ARE REQUESTED TO
FILL IN, SIGN AND RETURN THE ENCLOSED PROXY PROMPTLY. NO POSTAGE
IS REQUIRED IF MAILED IN THE UNITED STATES.
Kevin J. McCarthy
Vice President and Secretary
October , 2008
57
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.
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Floating
|
|
|
|
|
|
Tax-
|
|
|
|
|
|
|
|
|
|
|
Floating
|
|
|
Rate
|
|
|
|
|
|
Advantaged
|
|
|
Arizona
|
|
|
Arizona
|
|
Board Member
|
|
Rate
|
|
|
Income
|
|
|
Senior
|
|
|
Floating
|
|
|
Dividend
|
|
|
Dividend
|
|
|
Nominees
|
|
Income
|
|
|
Opportunity
|
|
|
Income
|
|
|
Rate
|
|
|
Advantage
|
|
|
Advantage 2
|
|
|
|
|
|
|
|
Board Members/Nominees who are not interested persons of the
Funds
|
|
Robert P. Bremner
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
Jack B. Evans
|
|
|
$10,001-
50,000
|
|
|
|
$0
|
|
|
|
$50,001-
100,000
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
William C. Hunter
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
David J. Kundert
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
William J. Schneider
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
Judith M. Stockdale
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
Carole E. Stone
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
Terence J.
Toth(1)
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
Board Member/Nominee who is an interested person of the
Funds
|
|
John P.
Amboian(1)
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
|
|
|
|
$0
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Arizona
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Arizona
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California
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California
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California
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California
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Board Member
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Dividend
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Premium
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Dividend
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Dividend
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Dividend
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Investment
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Nominees
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Advantage 3
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Income
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Advantage
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Advantage 2
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Advantage 3
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Quality
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Board Members/Nominees who are not interested persons of the
Funds
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Robert P. Bremner
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