UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-05488
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Nuveen Municipal Income Fund, Inc.
------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
Nuveen Investments
333 West Wacker Drive
Chicago, IL 60606
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(Address of principal executive offices) (Zip code)
Jessica R. Droeger
Nuveen Investments
333 West Wacker Drive
Chicago, IL 60606
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(Name and address of agent for service)
Registrant's telephone number, including area code: (312) 917-7700
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Date of fiscal year end: October 31
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Date of reporting period: October 31, 2004
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Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
ANNUAL REPORT October 31, 2004
Nuveen Investments
Municipal Closed-End
Exchange-Traded
Funds
NUVEEN MUNICIPAL VALUE FUND, INC.
NUV
NUVEEN MUNICIPAL INCOME FUND, INC.
NMI
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DEPENDABLE, TAX-FREE INCOME BECAUSE IT'S NOT WHAT YOU EARN, IT'S WHAT YOU
KEEP.(R)
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Photo of: Timothy R. Schwertfeger
Timothy R. Schwertfeger
Chairman of the Board
Chairman's
LETTER TO SHAREHOLDERS
Once again, I am pleased to report that over the most recent fiscal year your
Fund continued to provide you with monthly tax-free income and an attractive
total return. For more specific information about the performance of your Fund,
please see the Portfolio Managers' Perspectives and Performance Overview
sections of this report.
With longer-term interest rates still relatively low, many investors have begun
to wonder whether these rates will soon begin to rise, and whether that makes
this the time to adjust their holdings of fixed-income investments. No one knows
what the future will bring, which is why we think a well-balanced portfolio that
is structured and carefully monitored with the help of an investment
professional can be an impor-
"OUR MISSION CONTINUES TO BE TO ASSIST YOU AND YOUR FINANCIAL ADVISOR BY
OFFERING THE INVESTMENT SERVICES AND PRODUCTS THAT CAN HELP YOU TO SECURE YOUR
FINANCIAL OBJECTIVES."
tant component in achieving your long-term financial goals. A well-diversified
portfolio may actually help to reduce your overall investment risk, and we
believe that a municipal bond investment like your Nuveen Fund can be an
important building block in a portfolio designed to perform well through a
variety of market conditions.
As in past reports, I'd also like to direct your attention to the inside front
cover, which explains the quick and easy process to begin receiving these Fund
reports via e-mail and the internet. Thousands of Nuveen Fund shareholders
already have signed-up, and they are getting their Fund information faster and
more conveniently than ever. I urge you to consider joining them.
At Nuveen Investments, our mission continues to be to assist you and your
financial advisor by offering the investment services and products that can help
you to secure your financial objectives. We are grateful that you have chosen us
as a partner as you pursue your financial goals, and we look forward to
continuing to earn your trust in the months and years ahead.
Sincerely,
/s/ Timothy R. Schwertfeger
Timothy R. Schwertfeger
Chairman of the Board
December 15, 2004
Nuveen Municipal Closed-End Exchange-Traded Funds
NUV, NMI
Portfolio Managers'
PERSPECTIVE
Portfolio managers Tom Spalding and John Miller discuss the economic and market
environment, key investment strategies and the fiscal year performance of NUV
and NMI. With 27 years of investment experience at Nuveen, Tom has managed NUV
since its inception in 1987. John, who has 11 years of municipal market
experience, assumed portfolio management responsibility for NMI in 2001.
WHAT FACTORS AFFECTED THE U.S. ECONOMY AND MUNICIPAL MARKET DURING THE ANNUAL
REPORTING PERIOD ENDED OCTOBER 31, 2004?
During this fiscal year, the U.S. economy demonstrated improvement in a number
of key areas, although the pace of the recovery slowed over the last six months
of the period. As one example, the gross domestic product (GDP) expanded at
annualized rates of in the fourth quarter of 2003 and 4.5% in the first quarter
of 2004. However, sharply higher energy prices restrained consumer spending
during the second and third quarters of 2004, which in turn impacted economic
momentum. Over this period, GDP growth moderated to 3.3% annualized in the
second quarter and 3.9% annualized in the third quarter.
Higher energy costs also continued to fuel lingering concerns about inflation.
Although monthly gains in consumer prices were generally tame, by the end of
October 2004 inflation was running well ahead of the 2003 pace. The Consumer
Price Index (CPI) rose at a 3.9% annualized rate for the first 10 months of
2004, more than double the 1.9% rate for all of 2003. Excluding energy and food,
the CPI increased at an annual rate of 2.4% for the first 10 months of 2004.
During the second quarter of 2004 in particular, inflation worries, the slowing
pace of economic recovery and continued geopolitical uncertainty acted as
catalysts for heightened volatility in the fixed-income markets. As one example,
the yield on the Bond Buyer 25 Revenue Bond Index (BB25), a widely followed
municipal bond index, began this reporting period at 5.24%. The BB25 yield then
dropped steadily over the next five months to 4.73% by mid-March 2004. As a
series of improved employment reports sparked increased anticipation of action
by the Federal Reserve, the index yield began to climb again, rising more than
70 basis points over the next eight weeks to 5.45%, where it hovered through the
end of June. However, more bond-friendly news--including indications of
relatively slow growth of wages and employment--prompted a retreat to 4.97% by
the end of October 2004.
While intermediate and long-term bond yields generally fell over most of the
second half of the Funds' fiscal years, short-term rates slowly rose. The
Federal Reserve instituted three different one-quarter-point increases in the
fed funds rate between June and September 2004. (On both November 10 and
December 14, following the end of this reporting period, the Fed added
additional quarter-point increases, bringing the fed funds rate to 2.25%.)
4
Over the 12 month period, municipal new issue supply nationwide remained
relatively strong, with $363.4 billion in new bonds coming to market. This
represented a decrease of about 5% from the preceding 12-month period, as the
improving economy and higher tax revenues lessened the need for some issuers to
borrow.
IN THIS ENVIRONMENT, WHAT KEY STRATEGIES WERE USED TO MANAGE NUV AND NMI DURING
THE 12 MONTHS ENDED OCTOBER 31, 2004?
As the market continued to anticipate increased interest rates, our focus during
this reporting period remained on finding bonds with the potential to add value
and perform well under a variety of market scenarios. In general, our purchase
activity in NUV emphasized attractive, higher-quality securities that mature in
20 to 25 years, while NMI focused on higher-quality bonds with maturities in the
range of 15 to 20 years. In many cases, bonds in this intermediate to long
intermediate part of the yield curve offered yields similar to those of
longer-term bonds with what we believed to be less inherent interest rate risk
(the risk that the value of a Fund's portfolio will decline if market interest
rates rise, since bond prices move in the opposite direction of interest rates).
Demand for municipal securities remained firm through most of this reporting
period, which limited our ability to find bonds with attractive prices, yields
and structures. Because bonds in the insured and limited tax obligation sectors
constituted a major part of new issue volume during the fiscal year, we often
looked in these areas for purchase opportunities. Consequently, the allocations
to both limited tax obligation bonds and the insured category increased in NUV
and NMI over the course of this fiscal year.
We also sought to purchase higher-coupon bonds that we believed could help
support the Funds' dividends, and we worked to enhance the Funds' call
protection by selling some bonds with short call dates and reinvesting the
proceeds in longer-term securities with better call protection.
As noted, one of our goals in NMI over this period was to improve the Fund's
overall credit quality. We also wanted to enhance industry sector
diversification while trying to support the Fund's dividend-paying capabilities.
As of October 31, 2004, NMI's allocation to the top three credit quality
categories--AAA/U.S. Guaranteed, AA, and A--totaled 43%, up from 31% a year
earlier.
HOW DID THE FUNDS PERFORM?
Individual results for NUV and NMI, as well as for relevant comparative indexes,
are presented in the accompanying table.
5
TOTAL RETURNS ON NET ASSET VALUE
For periods ended 10/31/04
(Annualized)
1-YEAR 5-YEAR 10-YEAR
--------------------------------------------------------------------
NUV 7.77% 6.87% 6.38%
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NMI 8.69% 4.77% 5.63%
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Lehman Brothers Municipal
Bond Index1 6.03% 7.19% 7.05%
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Lipper General and Insured
Unleveraged Municipal Debt
Funds Average2 7.04% 5.71% 6.38%
--------------------------------------------------------------------
Past performance is not predictive of future results.
For additional information, see the individual Performance Overview for your
Fund in this report.
For the 12 months ended October 31, 2004, the total returns on net asset value
(NAV) for both NUV and NMI outperformed the return on the Lehman Brothers Index.
The two Funds also outperformed the average return for their Lipper peer group
for this period.
Even though we sought over the course of this fiscal year to improve the credit
quality of both Funds, their relatively large holdings of lower-quality bonds
was one of the major factors contributing to their outperformance of the Lehman
Brothers Index. Over most of the reporting period, lower-quality bonds generally
outperformed higher-quality securities as the economy improved and demand for
these lower-quality bonds increased.
Among the lower-rated bonds making positive contributions to the Funds' total
returns during this period were those issued by the healthcare sector,
especially hospital bonds. The performance of the healthcare sector as a whole
ranked second among the Lehman Brothers Index's revenue sectors for the 12-month
period. As of October 31, 2004, exposure to the healthcare sector was 20.3% in
NUV and 16.2% in NMI. In particular, NUV benefited from its holdings of bonds
issued by the Michigan State Hospital Finance Authority for Detroit Medical
Center, which appreciated in price as the center's financial situation continued
to improve. One NMI hospital holding, the West Penn Allegheny Health System in
Pennsylvania, also experienced price appreciation due to strong financial
results and the demand for high-yield hospital bonds.
NUV and NMI had a number of healthcare credits pre-refunded and/or upgraded
during this reporting period, which resulted in improved credit quality and
price appreciation, which added to the Funds' total returns. In addition, both
Funds benefited from the improvement in California general obligation bonds,
which were upgraded by Moody's, Standard & Poor's and Fitch to A3/A/A- from
Baa1/BBB/BBB between May and September 2004.
1 The Lehman Brothers Municipal Bond Index is an unleveraged, unmanaged
national index comprising a broad range of investment-grade municipal
bonds. Results for the Lehman index do not reflect any expenses.
2 The Lipper General and Insured Unleveraged Municipal Debt Funds category
average is calculated using the returns of all closed-end exchange-traded
funds in this category for each period as follows: 1 year, 9 funds; 5
years, 8 funds; and 10 years, 8 funds. Fund and Lipper returns assume
reinvestment of dividends.
6
Both Funds' returns were helped by the strong performance of their holdings of
uninsured bonds backed by the 1998 master tobacco settlement agreement. As of
October 31, 2004, NUV and NMI had exposures of approximately 5% to tobacco
bonds.
One sector that did not perform well during this period was housing, both
multifamily and single family. The housing sector, as a whole, ranked at the
bottom of the Lehman Brothers Index's revenue sectors for the 12-month period.
The sector's below-market performance stemmed largely from the increase in
mortgage prepayments as interest rates remained low, which resulted in a number
of bond calls. While the Funds' housing exposure had a negative impact on their
performance, this was minimized by the fact that as of October 31, 2004, NUV and
NMI each had allocated only 2% of their investments to the housing sector.
HOW ABOUT THE FUNDS' DIVIDENDS AND SHARE PRICES?
As noted, interest rates remained relatively low throughout this reporting
period. This meant that proceeds from the calls and sales of higher-yielding
bonds had to be reinvested in the current, lower interest rate environment. This
led to a dividend cut by NMI in March 2004 and by NUV in June 2004.
Both of these Funds seek to pay stable dividends at rates that reflect each
Fund's past results and projected future performance. During certain periods,
each Fund may pay dividends at a rate that may be more or less than the amount
of net investment income actually earned by the Fund during the period. If a
Fund has cumulatively earned more than it has paid in dividends, it holds the
excess in reserve as undistributed net investment income (UNII) as part of the
Fund's NAV. Conversely, if a Fund has cumulatively paid dividends in excess of
its earnings, the excess constitutes negative UNII that is likewise reflected in
the Fund's NAV. Each Fund will, over time, pay all of its net investment income
as dividends to shareholders. As of October 31, 2004, NUV had positive
UNIIbalances for both financial statement and tax purposes, and NMI had a
negative UNII balance for financial statement purposes, but a positive UNII
balance for tax purposes.
As of October 31, 2004, both NUV and NMI were trading at discounts to their
NAVs. These discounts were generally in line with the Funds' average discounts
over the entire 12-month reporting period.
HOW WERE THE FUNDS POSITIONED IN TERMS OF BOND CALLS AS OF OCTOBER 31, 2004?
As of October 31, 2004, the potential call exposure for these Funds during
2004-2006 was 16% in NUV and 21% in NMI. The number of actual bond calls in both
of these Funds depends largely on market interest rates in the future.
7
Nuveen Municipal Value Fund, Inc.
NUV
Performance
OVERVIEW As of October 31, 2004
Pie Chart:
CREDIT QUALITY
(as a % of total investments)
AAA/U.S. Guaranteed 52%
AA 13%
A 13%
BBB 14%
NR 2%
BB or Lower 6%
Bar Chart:
2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2
Nov 0.04
Dec 0.04
Jan 0.04
Feb 0.04
Mar 0.04
Apr 0.04
May 0.04
Jun 0.039
Jul 0.039
Aug 0.039
Sep 0.039
Oct 0.039
Line Chart:
SHARE PRICE PERFORMANCE
Weekly Closing Price
Past performance is not predictive of future results.
11/1/03 9.12
9.19
9.24
9.25
9.21
9.21
9.2
9.25
9.3
9.4
9.51
9.51
9.53
9.52
9.52
9.53
9.54
9.59
9.55
9.62
9.54
9.43
9.05
8.9
8.84
8.66
8.78
8.96
8.98
8.93
8.74
8.74
8.98
9.05
9.03
8.91
8.89
9.07
9.04
9.1
9.16
9.14
9.21
9.24
9.27
9.16
9.22
9.24
9.3
10/31/04 9.36
FUND SNAPSHOT
------------------------------------
Share Price $9.36
------------------------------------
Net Asset Value $10.11
------------------------------------
Premium/(Discount) to NAV -7.42%
------------------------------------
Market Yield 5.00%
------------------------------------
Taxable-Equivalent Yield1 6.94%
------------------------------------
Net Assets ($000) $1,971,925
------------------------------------
Average Effective
Maturity on Securities
(Years) 20.79
------------------------------------
Average Modified Duration 6.52
------------------------------------
AVERAGE ANNUAL TOTAL RETURN
(Inception 6/17/87)
------------------------------------
ON SHARE PRICE ON NAV
------------------------------------
1-Year 9.01% 7.77%
------------------------------------
5-Year 7.72% 6.87%
------------------------------------
10-Year 6.50% 6.38%
------------------------------------
STATES
(as a % of total investments)
------------------------------------
New York 15.8%
------------------------------------
Illinois 11.8%
------------------------------------
California 11.4%
------------------------------------
Michigan 5.8%
------------------------------------
Texas 5.7%
------------------------------------
Indiana 4.7%
------------------------------------
New Jersey 4.0%
------------------------------------
Massachusetts 2.9%
------------------------------------
Missouri 2.8%
------------------------------------
South Carolina 2.8%
------------------------------------
Colorado 2.7%
------------------------------------
Wisconsin 2.4%
------------------------------------
Washington 2.1%
------------------------------------
Georgia 2.0%
------------------------------------
Nevada 1.9%
------------------------------------
Louisiana 1.9%
------------------------------------
Pennsylvania 1.9%
------------------------------------
Florida 1.8%
------------------------------------
Other 15.6%
------------------------------------
SECTORS
(as a % of Total Investments)
------------------------------------
Tax Obligation/Limited 21.3%
------------------------------------
Healthcare 20.3%
------------------------------------
Tax Obligation/General 12.5%
------------------------------------
Utilities 12.3%
------------------------------------
Transportation 9.9%
------------------------------------
U.S. Guaranteed 8.2%
------------------------------------
Consumer Staples 4.9%
------------------------------------
Other 10.6%
------------------------------------
1 Taxable-equivalent yield represents the yield that must be earned on a
fully taxable investment in order to equal the yield of the Fund on an
after-tax basis. It is based on a federal income tax rate of 28%. For
investments that generate qualified dividend income, the taxable-equivalent
yield is lower.
2 The Fund also paid shareholders capital gains and net ordinary income
distributions in December 2003 of $0.0832 per share.
8
Nuveen Municipal Income Fund, Inc.
NMI
Performance
OVERVIEW As of October 31, 2004
Pie Chart:
CREDIT QUALITY
(as a % of total investments)
AAA/U.S. Guaranteed 20%
AA 10%
A 13%
BBB 39%
NR 11%
BB or Lower 7%
Bar Chart:
2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE
Nov 0.045
Dec 0.045
Jan 0.045
Feb 0.045
Mar 0.044
Apr 0.044
May 0.044
Jun 0.044
Jul 0.044
Aug 0.044
Sep 0.044
Oct 0.044
Line Chart:
SHARE PRICE PERFORMANCE
Weekly Closing Price
Past performance is not predictive of future results.
11/1/03 9.66
9.65
9.64
9.66
9.62
9.87
9.73
9.84
9.6
9.91
9.95
9.87
9.98
10.14
10.4
10.38
10.41
10.47
10.46
10.62
10.55
10.35
10.05
9.52
9.73
9.27
9.33
9.29
9.36
9.32
9.28
9.55
9.6
9.6
9.55
9.49
9.59
9.82
9.84
10
9.91
9.93
10.1
10.04
9.92
9.96
9.96
10.17
10.03
10/31/04 10.08
FUND SNAPSHOT
------------------------------------
Share Price $10.08
------------------------------------
Net Asset Value $10.76
------------------------------------
Premium/(Discount) to NAV -6.32%
------------------------------------
Market Yield 5.24%
------------------------------------
Taxable-Equivalent Yield1 7.28%
------------------------------------
Net Assets ($000) $87,324
------------------------------------
Average Effective
Maturity on Securities
(Years) 17.82
------------------------------------
Average Modified Duration 5.80
------------------------------------
AVERAGE ANNUAL TOTAL RETURN
(Inception 4/20/88)
------------------------------------
ON SHARE PRICE ON NAV
------------------------------------
1-Year 10.34% 8.69%
------------------------------------
5-Year 4.23% 4.77%
------------------------------------
10-Year 5.55% 5.63%
------------------------------------
STATES
(as a % of total investments)
------------------------------------
California 16.6%
------------------------------------
New York 9.6%
------------------------------------
Texas 8.7%
------------------------------------
Illinois 6.8%
------------------------------------
Pennsylvania 6.0%
------------------------------------
Connecticut 6.0%
------------------------------------
Colorado 5.5%
------------------------------------
South Carolina 4.4%
------------------------------------
Michigan 4.1%
------------------------------------
Indiana 4.1%
------------------------------------
Ohio 3.3%
------------------------------------
Florida 3.3%
------------------------------------
Virginia 3.2%
------------------------------------
Massachusetts 3.0%
------------------------------------
Louisiana 3.0%
------------------------------------
Other 12.4%
------------------------------------
SECTORS
(as a % of total investments)
------------------------------------
Utilities 22.5%
------------------------------------
Tax Obligation/Limited 16.3%
------------------------------------
Healthcare 16.2%
------------------------------------
Consumer Staples 7.5%
------------------------------------
Tax Obligation/General 7.4%
------------------------------------
Materials 6.9%
------------------------------------
Education and Civic
Organizations 6.9%
------------------------------------
U.S. Guaranteed 6.6%
------------------------------------
Transportation 5.0%
------------------------------------
Other 4.7%
------------------------------------
1 Taxable-equivalent yield represents the yield that must be earned on a
fully taxable investment in order to equal the yield of the Fund on an
after-tax basis. It is based on a federal income tax rate of 28%. For
investments that generate qualified dividend income, the taxable-equivalent
yield is lower.
9
Shareholder
MEETING REPORT
The Shareholder Meeting was held on August 3, 2004, at the Northern Trust Bank,
Chicago, Illinois.
NUV NMI
------------------------------------------------------------------------------------------------------------------------------------
APPROVAL OF THE BOARD MEMBERS WAS REACHED AS FOLLOWS:
Common Common
Shares Shares
====================================================================================================================================
Lawrence H. Brown
For 167,203,265 7,206,102
Withhold 2,356,332 80,353
------------------------------------------------------------------------------------------------------------------------------------
Total 169,559,597 7,286,455
====================================================================================================================================
William C. Hunter
For 167,122,349 7,195,491
Withhold 2,437,248 90,964
------------------------------------------------------------------------------------------------------------------------------------
Total 169,559,597 7,286,455
====================================================================================================================================
Timothy R. Schwertfeger
For 167,312,331 7,206,646
Withhold 2,247,266 79,809
------------------------------------------------------------------------------------------------------------------------------------
Total 169,559,597 7,286,455
====================================================================================================================================
10
Report of
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
THE BOARD OF DIRECTORS AND SHAREHOLDERS
NUVEEN MUNICIPAL VALUE FUND, INC.
NUVEEN MUNICIPAL INCOME FUND, INC.
We have audited the accompanying statements of assets and liabilities, including
the portfolios of investments, of Nuveen Municipal Value Fund, Inc. and Nuveen
Municipal Income Fund, Inc. as of October 31, 2004, and the related statements
of operations for the year then ended, the statements of changes in net assets
for each of the two years in the period then ended and the financial highlights
for each of the five years in the period then ended. These financial statements
and financial highlights are the responsibility of the Funds' management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with the Standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements and financial highlights. Our procedures
included confirmation of investments owned as of October 31, 2004, by
correspondence with the custodian and brokers or by other appropriate auditing
procedures where replies from brokers were not received. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial positions of
Nuveen Municipal Value Fund, Inc. and Nuveen Municipal Income Fund, Inc. at
October 31, 2004, the results of their operations for the year then ended, the
changes in their net assets for each of the two years in the period then ended,
and the financial highlights for each of the five years in the period then ended
in conformity with U.S. generally accepted accounting principles.
/s/Ernst & Young LLP
Chicago, Illinois
December 15, 2004
11
Nuveen Municipal Value Fund, Inc. (NUV)
Portfolio of
INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
ALABAMA - 1.3%
$ 1,615 Alabama Housing Finance Authority, Collateralized Home 4/08 at 102.00 Aaa $ 1,644,555
Mortgage Program Single Family Mortgage Revenue Bonds,
Series 1998A-2, 5.450%, 10/01/28 (Alternative Minimum Tax)
5,000 Courtland Industrial Development Board, Alabama, Solid 11/09 at 101.00 Baa2 5,462,350
Waste Disposal Revenue Bonds, Champion International
Paper Corporation, Series 1999A, 6.700%, 11/01/29
(Alternative Minimum Tax)
1,750 Huntsville Healthcare Authority, Alabama, Revenue Bonds, 6/11 at 101.00 A2 1,826,895
Series 2001A, 5.750%, 6/01/31
4,000 Jasper Medical Clinic Board, Alabama, Hospital Revenue 1/05 at 100.00 Baa1 4,036,400
Bonds, Walker Regional Medical Center Inc., Series 1993,
6.375%, 7/01/18
12,000 Jefferson County, Alabama, Sewer Revenue Capital 2/09 at 101.00 AAA 13,463,520
Improvement Warrants, Series 1999A, 5.375%, 2/01/36
(Pre-refunded to 2/01/09) - FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
ALASKA - 0.3%
3,000 Anchorage, Alaska, General Obligation Bonds, Series 2003B, 9/13 at 100.00 AAA 3,163,050
5.000%, 9/01/23 - FGIC Insured
3,030 Northern Tobacco Securitization Corporation, Alaska, Tobacco 6/10 at 100.00 BBB 3,030,485
Settlement Asset-Backed Bonds, Series 2000, 6.200%, 6/01/22
------------------------------------------------------------------------------------------------------------------------------------
ARIZONA - 1.2%
4,900 Arizona Health Facilities Authority, Hospital System Revenue 11/09 at 100.00 Ba2 4,929,204
Bonds, Phoenix Children's Hospital, Series 1999A,
6.250%, 11/15/29
1,400 Arizona Health Facilities Authority, Hospital System Revenue 2/12 at 101.00 Ba2 1,412,446
Bonds, Phoenix Children's Hospital, Series 2002A,
6.250%, 2/15/21
13,100 Arizona Health Facilities Authority, Hospital Revenue Bonds, 7/10 at 101.00 BBB+ 14,501,045
Catholic Healthcare West, Series 1999A, 6.625%, 7/01/20
3,000 Phoenix Industrial Development Authority, Arizona, GNMA 4/15 at 100.00 Aaa 3,000,000
Collateralized Multifamily Housing Revenue Bonds, Park Lee
Apartments, Series 2004A, 5.050%, 4/20/44 (Alternative
Minimum Tax) (WI, settling 12/16/04)
------------------------------------------------------------------------------------------------------------------------------------
ARKANSAS - 0.8%
10,460 Cabot School District 4, Lonoke County, Arkansas, General 8/08 at 100.00 Aaa 10,734,470
Obligation Refunding Bonds, Series 2003, 5.000%, 2/01/32 -
AMBAC Insured
585 Conway, Arkansas, Sales and Use Tax Capital Improvement 12/06 at 101.00 AAA 628,109
Bonds, Series 1997A, 5.350%, 12/01/17 - FSA Insured
2,750 Jefferson County, Arkansas, Pollution Control Revenue 12/04 at 100.00 Baa2 2,753,053
Refunding Bonds, Entergy Arkansas Inc. Project, Series 1997,
5.600%, 10/01/17
2,000 University of Arkansas, Fayetteville, Various Facilities Revenue 12/12 at 100.00 Aaa 2,047,480
Bonds, Series 2002, 5.000%, 12/01/32 - FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
CALIFORNIA - 11.2%
7,310 California Educational Facilities Authority, Revenue Bonds, 10/09 at 39.19 Aaa 2,485,546
Loyola Marymount University, Series 2000,
0.000%, 10/01/24 (Pre-refunded to 10/01/09) - MBIA Insured
3,975 California Infrastructure Economic Development Bank, Revenue 10/11 at 101.00 A- 4,045,954
Bonds, J. David Gladstone Institutes, Series 2001,
5.250%, 10/01/34
California, General Obligation Bonds, Series 2003:
14,600 5.250%, 2/01/28 8/13 at 100.00 A 15,351,754
11,250 5.000%, 2/01/33 8/13 at 100.00 A 11,477,025
7,500 California, General Obligation Bonds, Series 2004, 5.000%, 2/01/33 2/14 at 100.00 A 7,658,250
California Department of Water Resources, Power Supply
Revenue Bonds, Series 2002A:
10,000 5.125%, 5/01/19 5/12 at 101.00 A2 10,753,700
10,000 5.250%, 5/01/20 5/12 at 101.00 A2 10,820,400
12
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
CALIFORNIA (continued)
$ 17,155 California State Public Works Board, Lease Revenue 12/04 at 101.00 Aa2 $ 17,361,889
Refunding Bonds, Various University of California
Projects, Series 1993A, 5.500%, 6/01/21
15,500 California Statewide Community Development Authority, 4/09 at 101.00 BBB- 15,809,380
Certificates of Participation, Internext Group, Series 1999,
5.375%, 4/01/17
3,000 Capistrano Unified School District, Ladera, California, Special 9/09 at 102.00 N/R 3,068,580
Tax Bonds, Community Facilities District 98-2, Series 1999,
5.750%, 9/01/29
5,895 Central California Joint Powers Health Finance Authority, 2/05 at 100.00 Baa2 5,739,018
Certificates of Participation, Community Hospitals of
Central California, Series 1993, 5.000%, 2/01/23
Foothill/Eastern Transportation Corridor Agency, California,
Toll Road Revenue Bonds, Series 1995A:
30,000 0.000%, 1/01/22 No Opt. Call AAA 13,589,700
2,500 6.000%, 1/01/34 (Pre-refunded to 1/01/07) 1/07 at 100.00 AAA 2,714,525
3,500 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 BBB 3,437,665
Tobacco Settlement Asset-Backed Bonds, Series 2003A-1,
6.750%, 6/01/39
33,150 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 AAA 33,809,685
Enhanced Tobacco Settlement Asset-Backed Bonds,
Series 2003B, 5.000%, 6/01/38 - AMBAC Insured
9,000 Los Angeles Department of Water and Power, California, 7/11 at 100.00 AA 9,208,530
Waterworks Revenue Refunding Bonds, Series 2001A,
5.125%, 7/01/41
4,000 Los Angeles Regional Airports Improvement Corporation, 12/12 at 102.00 B- 3,628,000
California, Sublease Revenue Bonds, Los Angeles International
Airport, American Airlines Inc. Terminal 4 Project,
Series 2002C, 7.500%, 12/01/24 (Alternative Minimum Tax)
30,470 Los Angeles County Public Works Financing Authority, 12/04 at 101.00 AAA 31,144,606
California, Lease Revenue Bonds, Multiple Capital Facilities
Project IV, Series 1993, 4.750%, 12/01/13 - MBIA Insured
8,000 Rancho Mirage Joint Powers Financing Authority, California, 7/14 at 100.00 A3 8,308,240
Revenue Bonds, Eisenhower Medical Center, Series 2004,
5.625%, 7/01/34
7,300 San Diego County, California, Certificates of Participation, 9/09 at 101.00 Baa3 7,580,612
Burnham Institute, Series 1999, 6.250%, 9/01/29
2,629 Yuba County Water Agency, California, Yuba River 3/05 at 100.00 Baa3 2,628,895
Development Revenue Bonds, Pacific Gas and Electric
Company, Series 1966A, 4.000%, 3/01/16
------------------------------------------------------------------------------------------------------------------------------------
COLORADO - 2.7%
1,800 Colorado Educational and Cultural Facilities Authority, 8/11 at 100.00 AAA 2,284,074
Charter School Revenue Bonds, Peak-to-Peak Charter
School, Series 2001, 7.625%, 8/15/31 (Pre-refunded
to 8/15/11)
2,000 Colorado Health Facilities Authority, Revenue Bonds, Catholic 3/12 at 100.00 AA 2,101,380
Health Initiatives, Series 2002A, 5.500%, 3/01/32
500 Colorado Health Facilities Authority, Revenue Bonds, 1/12 at 100.00 BBB 524,430
Vail Valley Medical Center Project, Series 2001,
5.750%, 1/15/22
2,580 Colorado Health Facilities Authority, Revenue Bonds, Sisters 11/04 at 102.00 AA 2,637,560
of Charity Healthcare Systems Inc., Series 1994,
5.250%, 5/15/14
18,915 Denver, Colorado, Airport System Revenue Refunding Bonds, 11/13 at 100.00 AAA 19,363,664
Series 2003B, 5.000%, 11/15/33 - XLCA Insured
E-470 Public Highway Authority, Colorado, Senior Revenue
Bonds, Series 2000A:
39,700 0.000%, 9/01/28 - MBIA Insured 9/10 at 31.42 AAA 9,928,176
5,000 5.750%, 9/01/35 - MBIA Insured 9/10 at 102.00 AAA 5,617,400
15,000 E-470 Public Highway Authority, Colorado, Senior Revenue No Opt. Call AAA 3,440,250
Bonds, Series 2000B, 0.000%, 9/01/32 - MBIA Insured
950 Northwest Parkway Public Highway Authority, Colorado, 6/11 at 102.00 AAA 1,071,752
Revenue Bonds, Senior Series 2001A, 5.500%, 6/15/19 -
AMBAC Insured
7,000 Northwest Parkway Public Highway Authority, Colorado, 6/16 at 100.00 AAA 5,573,680
Revenue Bonds, Senior Series 2001C, 0.000%, 6/15/21 -
AMBAC Insured
13
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
DISTRICT OF COLUMBIA - 1.6%
Washington Convention Center Authority, District of Columbia,
Senior Lien Dedicated Tax Revenue Bonds, Series 1998:
$ 2,500 5.250%, 10/01/15 - AMBAC Insured 10/08 at 101.00 AAA $ 2,740,075
29,300 4.750%, 10/01/28 - AMBAC Insured 10/08 at 100.00 AAA 29,132,990
------------------------------------------------------------------------------------------------------------------------------------
FLORIDA - 1.8%
4,000 Escambia County Health Facilities Authority, Florida, Revenue 11/12 at 101.00 AA 4,359,400
Bonds, Ascension Health Credit Group, Series 2002C,
5.750%, 11/15/32
10,690 Jacksonville, Florida, Better Jacksonville Sales Tax Revenue 10/11 at 100.00 AAA 10,931,166
Bonds, Series 2001, 5.000%, 10/01/30 - AMBAC Insured
4,880 Lee County, Florida, Airport Revenue Bonds, Series 2000A, 10/10 at 101.00 AAA 5,381,322
6.000%, 10/01/32 (Alternative Minimum Tax) - FSA Insured
5,000 Orange County Health Facilities Authority, Florida, Hospital 10/09 at 101.00 A 5,263,250
Revenue Bonds, Orlando Regional Healthcare System,
Series 1999E, 6.000%, 10/01/26
8,250 Orange County School Board, Florida, Certificates of 8/12 at 100.00 AAA 8,509,380
Participation, Series 2002A, 5.000%, 8/01/27 - MBIA Insured
1,025 West Palm Beach, Florida, Utility System Revenue Bonds, 10/07 at 101.00 Aaa 1,110,014
Series 2000, 5.625%, 10/01/27 - FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
GEORGIA - 1.9%
2,500 Atlanta, Georgia, Water and Wastewater Revenue Bonds, 5/12 at 100.00 AAA 2,566,850
Series 2001A, 5.000%, 11/01/33 - MBIA Insured
10,040 Atlanta, Georgia, Water and Wastewater Revenue Bonds, 5/09 at 101.00 AAA 10,203,150
Series 1999A, 5.000%, 11/01/38 - FGIC Insured
Coffee County Hospital Authority, Georgia, Revenue
Anticipation Certificates, Coffee Regional Medical Center
Inc., Series 1997A:
900 6.250%, 12/01/06 No Opt. Call N/R*** 967,545
21,100 6.750%, 12/01/26 (Pre-refunded to 12/01/06) 12/06 at 102.00 N/R*** 22,218,722
2,250 Royston Hospital Authority, Georgia, Revenue Anticipation 7/09 at 102.00 N/R 2,243,925
Certificates, Ty Cobb Healthcare System Inc. Project,
Series 1999, 6.500%, 7/01/27
------------------------------------------------------------------------------------------------------------------------------------
HAWAII - 0.4%
7,500 Hawaii, General Obligation Bonds, Series 2003DA, 9/13 at 100.00 AAA 8,096,175
5.250%, 9/01/23 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
ILLINOIS - 11.6%
2,060 Aurora, Illinois, Golf Course Revenue Bonds, Series 2000, 1/10 at 100.00 A+ 2,268,225
6.375%, 1/01/20
10,000 Chicago, Illinois, General Obligation Refunding Bonds, 7/12 at 100.00 AAA 11,067,400
Series 2002A, 5.625%, 1/01/39 - AMBAC Insured
2,425 Chicago Board of Education, Illinois, Unlimited Tax General 12/07 at 102.00 AAA 2,636,363
Obligation Bonds, Dedicated Tax Revenues, Series 1997A,
5.250%, 12/01/22 - AMBAC Insured
15,000 Chicago Board of Education, Illinois, Unlimited Tax General No Opt. Call AAA 5,478,750
Obligation Bonds, Dedicated Tax Revenues, Series 1998B-1,
0.000%, 12/01/24 - FGIC Insured
5,000 Chicago Housing Authority, Illinois, Revenue Bonds, 7/12 at 100.00 AA*** 5,393,550
Capital Fund Program, Series 2001, 5.375%, 7/01/18
1,125 Metropolitan Water Reclamation District of Greater Chicago, No Opt. Call Aaa 1,338,570
Illinois, General Obligation Capital Improvement Bonds,
Series 1991, 7.000%, 1/01/11
2,575 Chicago, Illinois, Second Lien Passenger Facility Charge 1/11 at 101.00 AAA 2,628,431
Revenue Bonds, O'Hare International Airport, Series 2001C,
5.100%, 1/01/26 (Alternative Minimum Tax) - AMBAC Insured
3,020 Cook County High School District 209, Proviso Township, 12/16 at 100.00 AAA 2,742,341
Illinois, General Obligation Bonds, Series 2004,
0.000%, 12/01/19 - FSA Insured
2,000 DuPage County Community School District 200, Wheaton, 11/13 at 100.00 Aaa 2,186,700
Illinois, General Obligation Bonds, Series 2003B,
5.250%, 11/01/20 - FSA Insured
3,995 Illinois Development Finance Authority, Industrial 12/04 at 100.00 N/R 3,995,080
Development Revenue Bonds, Plano Molding Company,
Series 1992, 7.750%, 6/01/12 (Alternative Minimum Tax)
14
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
ILLINOIS (continued)
$ 5,000 Illinois Development Finance Authority, Gas Supply Revenue 11/13 at 101.00 AAA $ 5,200,800
Bonds, Peoples Gas, Light and Coke Company, Series 2003E,
4.875%, 11/01/38 (Alternative Minimum Tax) (Mandatory
put 11/01/18) - AMBAC Insured
28,030 Illinois Development Finance Authority, Local Government No Opt. Call Aaa 14,753,871
Program Revenue Bonds, Elgin School District U46, Kane,
Cook and DuPage Counties, Series 2002, 0.000%, 1/01/19 -
FSA Insured
Illinois Development Finance Authority, Revenue Bonds,
Presbyterian Home of Lake Forest, Series 1996B:
6,495 6.400%, 9/01/31 (Pre-refunded to 9/01/06) 9/06 at 102.00 AAA 7,144,110
990 6.400%, 9/01/31 - FSA Insured 9/06 at 102.00 AAA 1,075,685
1,800 Illinois Development Finance Authority, Local Government No Opt. Call Aaa 942,570
Program Revenue Bonds, Rockford School District 205
Project, Series 2000, 0.000%, 2/01/19 - FSA Insured
3,180 Illinois Development Finance Authority, Revenue Bonds, 12/21 at 100.00 BBB 3,284,399
Chicago Charter School Foundation Project, Series 2002A,
6.250%, 12/01/32
8,000 Illinois Development Finance Authority, Revenue Bonds, 9/11 at 100.00 AAA 8,221,840
Illinois Wesleyan University, Series 2001, 5.125%, 9/01/35 -
AMBAC Insured
5,000 Illinois Finance Authority, Revenue Bonds, Northwestern 8/14 at 100.00 AA+ 5,200,400
Memorial Hospital, Series 2004A, 5.500%, 8/15/43
7,000 Illinois Health Facilities Authority, Revenue Bonds, Swedish 11/04 at 101.00 AAA 7,085,190
American Hospital, Series 1993, 5.375%, 11/15/23 -
AMBAC Insured
18,015 Illinois Health Facilities Authority, Revenue Bonds, 11/04 at 101.00 AAA 18,230,820
Rush-Presbyterian St. Luke's Medical Center Obligated
Group, Series 1993, 5.250%, 11/15/20 - MBIA Insured
4,350 Illinois Health Facilities Authority, Revenue Bonds, No Opt. Call A*** 5,454,248
South Suburban Hospital, Series 1992, 7.000%, 2/15/18
8,100 Illinois Health Facilities Authority, Revenue Bonds, Sherman 8/07 at 101.00 AAA 8,626,176
Health Systems, Series 1997, 5.250%, 8/01/22 -
AMBAC Insured
15,000 Illinois Health Facilities Authority, Revenue Bonds, Condell 5/10 at 101.00 Baa2 15,776,850
Medical Center, Series 2000, 6.500%, 5/15/30
15,000 Illinois Health Facilities Authority, Revenue Bonds, Edward 2/11 at 101.00 AAA 15,549,300
Hospital Obligated Group, Series 2001B, 5.250%, 2/15/34 -
FSA Insured
5,000 Illinois Sports Facility Authority, State Tax Supported Bonds, 6/15 at 101.00 AAA 3,920,450
Series 2001, 0.000%, 6/15/30 - AMBAC Insured
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Bonds, McCormick Place Expansion Project, Series 1992A:
18,955 0.000%, 6/15/17 - FGIC Insured No Opt. Call AAA 10,926,989
12,300 0.000%, 6/15/18 - FGIC Insured No Opt. Call AAA 6,706,944
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Bonds, McCormick Place Expansion Project, Series 1994B:
7,250 0.000%, 6/15/18 - MBIA Insured No Opt. Call AAA 3,953,280
3,385 0.000%, 6/15/21 - MBIA Insured No Opt. Call AAA 1,548,265
5,190 0.000%, 6/15/28 - MBIA Insured No Opt. Call AAA 1,531,050
9,900 0.000%, 6/15/29 - FGIC Insured No Opt. Call AAA 2,766,852
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Refunding Bonds, McCormick Place Expansion Project, Series 1996A:
16,550 0.000%, 12/15/21 - MBIA Insured No Opt. Call AAA 7,386,431
1,650 5.250%, 6/15/27 - AMBAC Insured 6/06 at 102.00 AAA 1,726,577
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Bonds, McCormick Place Expansion Project, Series 2002A:
10,000 0.000%, 6/15/24 - MBIA Insured 6/22 at 101.00 AAA 5,753,800
21,375 0.000%, 6/15/34 - MBIA Insured No Opt. Call AAA 4,537,485
21,000 0.000%, 12/15/35 - MBIA Insured No Opt. Call AAA 4,097,940
20,000 0.000%, 6/15/36 - MBIA Insured No Opt. Call AAA 3,790,000
18,855 0.000%, 6/15/39 - MBIA Insured No Opt. Call AAA 3,005,487
2,150 5.250%, 6/15/42 - MBIA Insured 6/12 at 101.00 AAA 2,246,148
15
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
ILLINOIS (continued)
Metropolitan Pier and Exposition Authority, Illinois, Revenue
Refunding Bonds, McCormick Place Expansion Project, Series 2002B:
$ 3,000 0.000%, 6/15/20 - MBIA Insured 6/17 at 101.00 AAA $ 2,257,620
2,950 0.000%, 6/15/21 - MBIA Insured 6/17 at 101.00 AAA 2,202,706
935 Tri-City Regional Port District, Illinois, Port and Terminal No Opt. Call N/R 991,315
Facilities Revenue Refunding Bonds, Dock 2 Enhancement
Project, Series 1998B, 5.875%, 7/01/08 (Alternative
Minimum Tax)
1,150 Tri-City Regional Port District, Illinois, Port and Terminal No Opt. Call N/R 1,161,224
Facilities Revenue Refunding Bonds, Delivery Network
Project, Series 2003A, 4.900%, 7/01/14 (Alternative
Minimum Tax)
2,295 Will County Community School District 161, Summit Hill, No Opt. Call Aaa 1,267,230
Illinois, Capital Appreciation School Bonds, Series 1999,
0.000%, 1/01/18 - FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
INDIANA - 4.6%
10,000 Indiana Bond Bank, State Revolving Fund Program Bonds, 2/13 at 101.00 AAA 11,063,600
Series 2001A, 5.375%, 2/01/19
2,000 Indiana Health Facility Financing Authority, Hospital Revenue 3/14 at 100.00 AAA 2,123,960
Bonds, Deaconess Hospital Inc., Series 2004A,
5.375%, 3/01/34 - AMBAC Insured
10,000 Indiana Health Facility Financing Authority, Hospital Revenue 11/07 at 102.00 AAA 10,392,800
Bonds, Sisters of St. Francis Health Services Inc.,
Series 1997A, 5.375%, 11/01/27 - MBIA Insured
17,105 Indiana Health Facility Financing Authority, Hospital Revenue 2/07 at 102.00 AA- 18,128,050
Bonds, Clarian Health Partners Inc., Series 1996A,
6.000%, 2/15/21
20,000 Indiana Transportation Finance Authority, Highway Revenue 6/13 at 100.00 AAA 20,614,600
Bonds, Series 2003A, 5.000%, 6/01/28 - FSA Insured
Indianapolis Local Public Improvement Bond Bank, Indiana,
Series 1999E:
12,500 0.000%, 2/01/21 - AMBAC Insured No Opt. Call AAA 5,754,125
14,425 0.000%, 2/01/27 - AMBAC Insured No Opt. Call AAA 4,542,433
5,000 Mooresville School Building Corporation, Morgan County, 1/09 at 102.00 AAA 5,382,750
Indiana, First Mortgage Bonds, Series 1998, 5.000%, 7/15/15 -
FSA Insured
13,100 Noblesville, Indiana, Revenue Bonds, Catholic High School 7/13 at 101.00 N/R 13,646,270
Corporation, Series 2003, 5.750%, 7/01/22
------------------------------------------------------------------------------------------------------------------------------------
IOWA - 0.4%
3,500 Iowa Higher Education Loan Authority, Private College Facility 10/12 at 100.00 A 3,656,205
Revenue Bonds, Wartburg College, Series 2002,
5.500%, 10/01/33 - ACA Insured
5,820 Iowa Tobacco Settlement Authority, Tobacco Settlement 6/11 at 101.00 BBB 4,838,457
Asset-Backed Revenue Bonds, Series 2001B, 5.600%, 6/01/35
------------------------------------------------------------------------------------------------------------------------------------
KANSAS - 0.5%
10,000 Kansas Department of Transportation, Highway Revenue 3/14 at 100.00 AA+ 10,664,000
Bonds, Series 2004A, 5.000%, 3/01/22
------------------------------------------------------------------------------------------------------------------------------------
KENTUCKY - 0.1%
1,755 Greater Kentucky Housing Assistance Corporation, FHA-Insured 1/05 at 100.00 AAA 1,756,983
Section 8 Mortgage Revenue Refunding Bonds, Series 1997A,
6.100%, 1/01/24 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
LOUISIANA - 1.9%
1,000 East Baton Rouge Parish, Louisiana, Revenue Refunding 3/08 at 102.00 Ba3 991,470
Bonds, Georgia Pacific Corporation Project, Series 1998,
5.350%, 9/01/11 (Alternative Minimum Tax)
14,770 Louisiana Public Facilities Authority, Hospital Revenue 11/04 at 100.00 AAA 17,694,312
Refunding Bonds, Southern Baptist Hospital, Series 1986,
8.000%, 5/15/12
20,880 Tobacco Settlement Financing Corporation, Louisiana, 5/11 at 101.00 BBB 18,160,589
Tobacco Settlement Asset-Backed Bonds, Series 2001B,
5.875%, 5/15/39
------------------------------------------------------------------------------------------------------------------------------------
MARYLAND - 1.0%
10,900 Maryland Community Development Administration, 3/07 at 101.50 Aa2 11,322,702
Residential Revenue Bonds, Series 1997B, 5.875%, 9/01/25
(Alternative Minimum Tax)
3,500 Maryland Energy Financing Administration, Revenue Bonds, 9/05 at 102.00 N/R 3,584,665
AES Warrior Run Project, Series 1995, 7.400%, 9/01/19
(Alternative Minimum Tax)
16
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
MARYLAND (continued)
$ 4,600 Maryland Health and Higher Educational Facilities Authority, 8/14 at 100.00 BBB $ 4,699,176
Revenue Bonds, Medstar Health, Series 2004, 5.500%, 8/15/33
------------------------------------------------------------------------------------------------------------------------------------
MASSACHUSETTS - 2.9%
10,000 Massachusetts Bay Transportation Authority, Senior Sales 7/12 at 100.00 AAA 10,249,000
Tax Revenue Refunding Bonds, Series 2002A, 5.000%, 7/01/32
Massachusetts Municipal Wholesale Electric Company, Power Supply
System Revenue Bonds, Nuclear Project 6, Series 1987A:
105 8.750%, 7/01/18 (Pre-refunded to 1/01/05) 1/05 at 100.00 Aaa 106,250
110 8.750%, 7/01/18 (Pre-refunded to 7/01/05) 7/05 at 100.00 Aaa 115,073
1,250 Massachusetts, General Obligation Bonds, Consolidated 1/13 at 100.00 AAA 1,409,450
Loan, Series 2002E, 5.250%, 1/01/22 - FGIC Insured
1,720 Massachusetts Development Finance Agency, Resource 12/08 at 102.00 BBB 1,707,564
Recovery Revenue Bonds, Ogden Haverhill Project,
Series 1998B, 5.100%, 12/01/12 (Alternative Minimum Tax)
4,000 Massachusetts Health and Educational Facilities Authority, 11/11 at 101.00 AA 4,142,600
Revenue Bonds, Cape Cod Healthcare Inc., Series 2001C,
5.250%, 11/15/31 - RAAI Insured
Massachusetts Health and Educational Facilities Authority,
Revenue Bonds, Northern Berkshire Community Services Inc.,
Series 2004B:
1,340 6.250%, 7/01/24 7/14 at 100.00 BB 1,322,406
1,000 6.375%, 7/01/34 7/14 at 100.00 BB 989,110
16,400 Massachusetts Turnpike Authority, Metropolitan Highway 1/07 at 102.00 AAA 16,574,004
System Revenue Bonds, Senior Series 1997A,
5.000%, 1/01/37 - MBIA Insured
8,000 Massachusetts Turnpike Authority, Metropolitan Highway 1/07 at 102.00 AAA 8,144,480
System Revenue Bonds, Subordinate Series 1997B,
5.125%, 1/01/37 - MBIA Insured
5,000 Massachusetts Turnpike Authority, Metropolitan Highway 1/09 at 101.00 AAA 5,057,550
System Revenue Bonds, Subordinate Series 1999A,
5.000%, 1/01/39 - AMBAC Insured
Massachusetts Water Pollution Abatement Trust, Pooled Loan
Program Bonds, Series 6:
1,750 5.500%, 8/01/30 (Pre-refunded to 8/01/10) 8/10 at 101.00 AAA 2,009,560
4,250 5.500%, 8/01/30 8/10 at 101.00 AAA 4,631,735
------------------------------------------------------------------------------------------------------------------------------------
MICHIGAN - 5.7%
6,000 Dearborn Economic Development Corporation, Michigan, 2/05 at 102.00 AAA 6,131,760
Hospital Revenue Refunding Bonds, Oakwood Obligated
Group, Series 1994A, 5.250%, 8/15/21 - MBIA Insured
10,600 Detroit Local Development Finance Authority, Michigan, 5/09 at 101.00 BB- 9,212,354
Tax Increment Bonds, Series 1998A, 5.500%, 5/01/21
1,400 Detroit, Michigan, Sewerage Disposal System Revenue 7/05 at 101.00 AAA 1,443,624
Refunding Bonds, Series 1995B, 5.250%, 7/01/15 -
MBIA Insured
Michigan Municipal Bond Authority, Public School Academy Revenue
Bonds, Detroit Academy of Arts and Sciences Charter School,
Series 2001A:
1,900 7.500%, 10/01/12 10/09 at 102.00 Ba1 1,980,275
3,000 7.900%, 10/01/21 10/09 at 102.00 Ba1 3,130,050
3,500 8.000%, 10/01/31 10/09 at 102.00 Ba1 3,641,540
Michigan State Hospital Finance Authority, Revenue Refunding
Bonds, Detroit Medical Center Obligated Group, Series 1993A:
1,000 6.250%, 8/15/13 2/05 at 101.00 Ba3 944,970
12,925 6.500%, 8/15/18 2/05 at 101.00 Ba3 12,194,091
37,490 Michigan State Hospital Finance Authority, Hospital 8/08 at 101.00 Ba3 29,218,956
Revenue Bonds, Detroit Medical Center Obligated Group,
Series 1998A, 5.250%, 8/15/28
9,805 Michigan Housing Development Authority, Rental Housing 6/05 at 102.00 AAA 10,109,445
Revenue Bonds, Series 1995B, 6.150%, 10/01/15 -
MBIA Insured
25,000 Michigan Strategic Fund, Collateralized Limited Obligation 9/05 at 102.00 AAA 26,390,000
Pollution Control Revenue Refunding Bonds, Detroit Edison
Company, Series 1995AA, 6.400%, 9/01/25 - MBIA Insured
7,200 Michigan Strategic Fund, Limited Obligation Resource 12/12 at 100.00 AAA 7,504,056
Recovery Revenue Refunding Bonds, Detroit Edison
Company, Series 2002D, 5.250%, 12/15/32 - XLCA Insured
17
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
MINNESOTA - 0.2%
$ 1,500 Breckenridge, Minnesota, Revenue Bonds, Catholic Health 5/14 at 100.00 AA $ 1,524,975
Initiatives, Series 2004A, 5.000%, 5/01/30 (WI, settling
11/18/04)
2,910 Minnesota Housing Finance Agency, Rental Housing Bonds, 2/05 at 102.00 AAA 2,979,840
Series 1995D, 5.900%, 8/01/15 - MBIA Insured
------------------------------------------------------------------------------------------------------------------------------------
MISSOURI - 2.7%
2,000 Missouri-Illinois Metropolitan District Bi-State Development 10/13 at 100.00 AAA 2,062,060
Agency, Mass Transit Sales Tax Appropriation Bonds,
Metrolink Cross County Extension Project, Series 2002B,
5.000%, 10/01/32 - FSA Insured
40,000 Missouri Health and Educational Facilities Authority, Revenue 5/13 at 100.00 AA 41,618,400
Bonds, BJC Health System, Series 2003, 5.250%, 5/15/32
4,000 Sugar Creek, Missouri, Industrial Development Revenue 6/13 at 101.00 BBB 4,050,880
Bonds, Lafarge North America Inc., Series 2003A,
5.650%, 6/01/37 (Alternative Minimum Tax)
West Plains Industrial Development Authority, Missouri, Hospital
Facilities Revenue Bonds, Ozark Medical Center, Series 1997:
1,750 5.500%, 11/15/12 11/07 at 101.00 BB+ 1,768,813
1,000 5.600%, 11/15/17 11/07 at 101.00 BB+ 989,130
3,075 West Plains Industrial Development Authority, Missouri, 11/09 at 101.00 BB+ 3,177,797
Hospital Facilities Revenue Bonds, Ozark Medical Center,
Series 1999, 6.750%, 11/15/24
------------------------------------------------------------------------------------------------------------------------------------
MONTANA - 0.2%
3,750 Forsyth, Rosebud County, Montana, Pollution Control Revenue 3/13 at 101.00 AAA 3,861,188
Refunding Bonds, Puget Sound Energy, Series 2003A,
5.000%, 3/01/31 - AMBAC Insured
------------------------------------------------------------------------------------------------------------------------------------
NEVADA - 1.8%
2,500 Carson City, Nevada, Hospital Revenue Bonds, Carson-Tahoe 9/13 at 100.00 AA 2,552,375
Hospital, Series 2003A, 5.125%, 9/01/29 - RAAI Insured
Director of Nevada State Department of Business and Industry,
Revenue Bonds, Las Vegas Monorail Project, First Tier, Series 2000:
15,095 0.000%, 1/01/24 - AMBAC Insured No Opt. Call AAA 5,737,157
11,000 0.000%, 1/01/25 - AMBAC Insured No Opt. Call AAA 3,914,570
2,000 5.625%, 1/01/32 - AMBAC Insured 1/10 at 102.00 AAA 2,208,720
19,510 5.375%, 1/01/40 - AMBAC Insured 1/10 at 100.00 AAA 20,238,503
------------------------------------------------------------------------------------------------------------------------------------
NEW JERSEY - 3.9%
23,625 New Jersey Economic Development Authority, Special 9/09 at 101.00 B 17,164,035
Facilities Revenue Bonds, Continental Airlines Inc.,
Series 1999, 6.250%, 9/15/29 (Alternative Minimum Tax)
9,000 New Jersey Economic Development Authority, Special Facilities 11/10 at 101.00 B 7,127,100
Revenue Bonds, Continental Airlines Inc., Series 2000,
7.000%, 11/15/30 (Alternative Minimum Tax)
New Jersey Health Care Facilities Financing Authority, Revenue
Bonds, Trinitas Hospital Obligated Group, Series 2000:
250 7.375%, 7/01/15 7/10 at 101.00 BBB- 288,488
11,200 7.500%, 7/01/30 7/10 at 101.00 BBB- 12,577,936
7,500 New Jersey Transportation Trust Fund Authority, 6/13 at 100.00 A+ 8,196,300
Transportation System Bonds, Series 2003C, 5.500%, 6/15/24
New Jersey Turnpike Authority, Revenue Bonds, Series 1991C:
1,490 6.500%, 1/01/16 - MBIA Insured No Opt. Call AAA 1,819,707
415 6.500%, 1/01/16 - MBIA Insured No Opt. Call AAA 512,023
26,680 Tobacco Settlement Financing Corporation, New Jersey, 6/12 at 100.00 BBB 23,705,714
Tobacco Settlement Asset-Backed Bonds, Series 2002,
6.125%, 6/01/42
6,250 Tobacco Settlement Financing Corporation, New Jersey, 6/13 at 100.00 BBB 5,653,625
Tobacco Settlement Asset-Backed Bonds, Series 2003,
6.250%, 6/01/43
------------------------------------------------------------------------------------------------------------------------------------
NEW MEXICO - 0.6%
1,500 University of New Mexico, System Revenue Refunding Bonds, No Opt. Call AA 1,820,400
Series 1992A, 6.000%, 6/01/21
18
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
NEW MEXICO (continued)
$ 9,600 University of New Mexico, Subordinate Lien System Revenue 6/12 at 100.00 AA $ 9,819,168
Refunding and Improvement Bonds, Series 2002A,
5.000%, 6/01/32
------------------------------------------------------------------------------------------------------------------------------------
NEW YORK - 15.6%
5,360 East Rochester Housing Authority, New York, FHA-Insured 8/07 at 102.00 AAA 5,704,273
Mortgage Revenue Bonds, St. John's Meadows Project,
Series 1997A, 5.600%, 8/01/17 - MBIA Insured
11,000 Long Island Power Authority, New York, Electric System 6/08 at 101.00 AAA 11,707,740
General Revenue Bonds, Series 1998A, 5.250%, 12/01/26 -
MBIA Insured
15,500 Long Island Power Authority, New York, Electric System 9/11 at 100.00 A- 16,294,530
General Revenue Bonds, Series 2001A, 5.375%, 9/01/25
13,395 New York City, New York, General Obligation Bonds, 8/07 at 101.00 A 14,351,001
Fiscal Series 1998D, 5.500%, 8/01/10
New York City, New York, General Obligation Bonds,
Fiscal Series 1997G:
10,620 6.000%, 10/15/26 (Pre-refunded to 10/15/07) 10/07 at 101.00 Aaa 11,927,959
28,990 6.000%, 10/15/26 10/07 at 101.00 A 31,751,877
New York City, New York, General Obligation Bonds,
Fiscal Series 1997E:
6,365 6.000%, 8/01/16 (Pre-refunded to 8/01/06) 8/06 at 101.50 A*** 6,916,655
3,635 6.000%, 8/01/16 8/06 at 101.50 A 3,898,356
New York City, New York, General Obligation Bonds,
Fiscal Series 2003J:
15,000 5.500%, 6/01/21 6/13 at 100.00 A 16,467,000
10,000 5.500%, 6/01/22 6/13 at 100.00 A 10,932,600
New York City, New York, General Obligation Bonds,
Fiscal Series 1996G:
2,830 5.750%, 2/01/14 (Pre-refunded to 2/01/06) 2/06 at 101.50 A*** 3,011,969
2,170 5.750%, 2/01/14 2/06 at 101.50 A 2,291,303
New York City, New York, General Obligation Bonds,
Fiscal Series 2004C:
8,000 5.250%, 8/15/24 8/14 at 100.00 A 8,499,840
6,000 5.250%, 8/15/25 8/14 at 100.00 A 6,360,180
New York City Municipal Water Finance Authority, New York, Water
and Sewerage System Revenue Bonds, Fiscal Series 1996B:
5,280 5.750%, 6/15/26 (Pre-refunded to 6/15/06) - MBIA Insured 6/06 at 101.00 AAA 5,665,282
9,720 5.750%, 6/15/26 - MBIA Insured 6/06 at 101.00 AAA 10,388,250
10,000 New York City Industrial Development Agency, New York, 8/12 at 101.00 CCC 7,570,900
Special Facilities Revenue Bonds, JFK Airport - American
Airlines Inc., Series 2002B, 8.500%, 8/01/28 (Alternative
Minimum Tax)
5,200 Dormitory Authority of the State of New York, Court Facilities 5/10 at 101.00 A 5,734,300
Lease Revenue Bonds, Series 1999, 6.000%, 5/15/39
8,500 Dormitory Authority of the State of New York, FHA-Insured 2/14 at 100.00 AAA 8,825,805
Mortgage Hospital Revenue Bonds, Kaleida Health,
Series 2004, 5.050%, 2/15/25
Dormitory Authority of the State of New York, Improvement
Revenue Bonds, Mental Health Services Facilities, Series 1999D:
6,490 5.250%, 2/15/29 (Pre-refunded to 8/15/09) 8/09 at 101.00 AA-*** 7,316,047
510 5.250%, 2/15/29 8/09 at 101.00 AA- 528,962
7,665 New York State Medical Care Facilities Finance Agency, 2/05 at 101.00 AAA 7,900,315
FHA-Insured Mortgage Revenue Bonds, St. Luke's-Roosevelt
Hospital Center, Series 1993A, 5.600%, 8/15/13
8,500 New York State Power Authority, General Revenue Bonds, 11/10 at 100.00 Aa2 8,815,265
Series 2000A, 5.250%, 11/15/40
Dormitory Authority of the State of New York, Revenue Bonds,
Mount Sinai NYU Health Obligated Group, Series 2002C:
4,350 5.750%, 7/01/13 (Optional put 7/01/05) 2/05 at 100.00 BBB- 4,361,093
7,500 6.000%, 7/01/26 2/05 at 100.00 BBB- 7,521,750
2,000 New York State Urban Development Corporation, State 3/13 at 100.00 AA 2,044,520
Personal Income Tax Revenue Bonds, State Facilities and
Equipment, Series 2002C-1, 5.000%, 3/15/33
2,500 Port Authority of New York and New Jersey, Special Project No Opt. Call AAA 2,849,875
Bonds, JFK International Air Terminal LLC, Sixth Series 1997,
6.250%, 12/01/10 (Alternative Minimum Tax) - MBIA Insured
19
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
NEW YORK (continued)
New York State Tobacco Settlement Financing Corporation, Tobacco
Settlement Asset-Backed and State Contingency Contract-Backed
Bonds, Series 2003A-1:
$ 10,000 5.500%, 6/01/17 6/11 at 100.00 AA- $ 10,954,900
26,190 5.500%, 6/01/18 6/12 at 100.00 AA- 28,837,547
33,810 5.500%, 6/01/19 6/13 at 100.00 AA- 37,451,675
------------------------------------------------------------------------------------------------------------------------------------
NORTH CAROLINA - 0.9%
1,500 Charlotte, North Carolina, Certificates of Participation, 6/13 at 100.00 AA+ 1,535,160
Governmental Facilities Projects, Series 2003G,
5.000%, 6/01/33
2,500 North Carolina Eastern Municipal Power Agency, Power 1/13 at 100.00 BBB 2,533,125
System Revenue Refunding Bonds, Series 2003D,
5.125%, 1/01/26
1,105 North Carolina Eastern Municipal Power Agency, Power 1/07 at 102.00 AAA 1,206,516
System Revenue Refunding Bonds, Series 1996A,
5.700%, 1/01/13 - MBIA Insured
10,000 North Carolina Municipal Power Agency 1, Catawba Electric 1/10 at 101.00 BBB+ 11,171,400
Revenue Bonds, Series 1999B, 6.500%, 1/01/20
1,500 North Carolina Infrastructure Finance Corporation, 2/14 at 100.00 AA+ 1,602,420
Certificates of Participation, Correctional Facilities,
Series 2004A, 5.000%, 2/01/20
------------------------------------------------------------------------------------------------------------------------------------
OHIO - 0.2%
3,000 Columbus City School District, Franklin County, Ohio, 6/13 at 100.00 AAA 3,093,900
General Obligation Bonds, Series 2003, 5.000%, 12/01/31 -
FGIC Insured
------------------------------------------------------------------------------------------------------------------------------------
OKLAHOMA - 1.0%
4,450 Central Oklahoma Transportation and Parking Authority, 7/06 at 100.00 AAA 4,673,746
Oklahoma City, Parking System Revenue Refunding Bonds,
Series 1996, 5.250%, 7/01/16 - FSA Insured
15,000 Oklahoma Development Finance Authority, Revenue Bonds, 2/14 at 100.00 AA 15,265,200
St. John Health System, Series 2004, 5.125%, 2/15/31
------------------------------------------------------------------------------------------------------------------------------------
OREGON - 0.1%
2,500 Clackamas County Hospital Facility Authority, Oregon, 5/11 at 101.00 AA 2,647,675
Revenue Refunding Bonds, Legacy Health System,
Series 2001, 5.250%, 5/01/21
------------------------------------------------------------------------------------------------------------------------------------
PENNSYLVANIA - 1.8%
5,955 Pennsylvania Convention Center Authority, Revenue 3/05 at 102.00 BBB 6,093,216
Refunding Bonds, Series 1994A, 6.750%, 9/01/19
4,500 Pennsylvania Higher Educational Facilities Authority, Revenue 7/08 at 100.00 AA 4,543,380
Bonds, University of Pennsylvania, Series 1998,
4.500%, 7/15/21
6,500 Pennsylvania Turnpike Commission, Turnpike Revenue Bonds, 12/14 at 100.00 AAA 7,096,570
Series 2004A, 5.500%, 12/01/31 - AMBAC Insured
8,000 Philadelphia School District, Pennsylvania, General Obligation 6/14 at 100.00 AAA 8,334,960
Bonds, Series 2004D, 5.125%, 6/01/34 - FGIC Insured
10,075 State Public School Building Authority, Pennsylvania, Lease 6/13 at 100.00 AAA 10,339,872
Revenue Bonds, Philadelphia School District Project,
Series 2003, 5.000%, 6/01/33 - FSA Insured
------------------------------------------------------------------------------------------------------------------------------------
PUERTO RICO - 1.1%
5,000 Puerto Rico, General Obligation Bonds, Series 2000B, 7/10 at 100.00 AAA 5,672,700
5.625%, 7/01/19 - MBIA Insured
10,000 Puerto Rico Infrastructure Financing Authority, Special 10/10 at 101.00 AAA 10,937,500
Obligation Bonds, Series 2000A, 5.500%, 10/01/40
5,450 Puerto Rico Industrial, Tourist, Educational, Medical and 6/10 at 101.00 Baa3 5,904,367
Environmental Control Facilities Financing Authority,
Cogeneration Facility Revenue Bonds, Series 2000A,
6.625%, 6/01/26 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
RHODE ISLAND - 1.1%
6,250 Rhode Island Health and Educational Building Corporation, 5/07 at 102.00 AAA 6,440,563
Hospital Financing Revenue Bonds, Lifespan Obligated
Group, Series 1996, 5.250%, 5/15/26 - MBIA Insured
16,000 Rhode Island Tobacco Settlement Financing Corporation, 6/12 at 100.00 BBB 14,462,080
Tobacco Settlement Asset-Backed Bonds, Series 2002A,
6.250%, 6/01/42
20
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
SOUTH CAROLINA - 2.8%
$ 7,000 Dorchester County School District 2, South Carolina, 12/14 at 100.00 A $ 7,176,050
Installment Purchase Revenue Bonds, Series 2004,
5.250%, 12/01/29
3,000 Myrtle Beach, South Carolina, Hospitality and Accommodation 6/14 at 100.00 AAA 3,063,840
Fee Revenue Bonds, Series 2004A, 5.000%, 6/01/36 -
FGIC Insured
Piedmont Municipal Power Agency, South Carolina, Electric
Revenue Refunding Bonds, Series 1986:
8,475 5.000%, 1/01/25 11/04 at 100.00 BBB 8,357,875
4,525 5.000%, 1/01/25 (Pre-refunded to 1/01/05) 1/05 at 100.00 BBB*** 4,549,118
20,750 South Carolina JOBS Economic Development Authority, 11/12 at 100.00 A- 21,398,853
Revenue Bonds, Bon Secours Health System Inc.,
Series 2002A, 5.625%, 11/15/30
8,000 South Carolina JOBS Economic Development Authority, 12/10 at 102.00 BBB*** 9,953,120
Hospital Revenue Bonds, Palmetto Health Alliance,
Series 2000A, 7.375%, 12/15/21 (Pre-refunded to 12/15/10)
110 Tobacco Settlement Revenue Management Authority, 5/11 at 101.00 BBB 105,565
South Carolina, Tobacco Settlement Asset-Backed Bonds,
Series 2001B, 6.000%, 5/15/22
------------------------------------------------------------------------------------------------------------------------------------
TENNESSEE - 0.3%
Knox County Health, Educational and Housing Facilities Board,
Tennessee, Hospital Revenue Bonds, Baptist Health System of East
Tennessee Inc. Series 2002:
3,000 6.375%, 4/15/22 4/12 at 101.00 Baa3 3,037,800
2,500 6.500%, 4/15/31 4/12 at 101.00 Baa3 2,538,850
------------------------------------------------------------------------------------------------------------------------------------
TEXAS - 5.6%
13,000 Alliance Airport Authority, Texas, Special Facilities Revenue 12/04 at 100.00 CCC 8,340,800
Bonds, American Airlines Inc., Series 1990, 7.500%, 12/01/29
(Alternative Minimum Tax)
1,900 Alliance Airport Authority, Texas, Special Facilities Revenue 4/06 at 102.00 BBB 1,994,943
Bonds, FedEx Inc., Series 1996, 6.375%, 4/01/21
(Alternative Minimum Tax)
24,265 Austin, Texas, Combined Utility System Revenue Refunding No Opt. Call AAA 31,411,528
Bonds, Series 1992A, 12.500%, 11/15/07 - MBIA Insured
5,110 Brazos River Authority, Texas, Pollution Control Revenue 4/13 at 101.00 BBB 6,074,564
Refunding Bonds, TXU Electric Company Project,
Series 1999C, 7.700%, 3/01/32 (Alternative Minimum Tax)
420 Corpus Christi Housing Finance Corporation, Texas, 1/05 at 100.00 AAA 421,163
Single Family Mortgage Senior Revenue Refunding Bonds,
Series 1991A, 7.700%, 7/01/11 - MBIA Insured
2,700 Harris County-Houston Sports Authority, Texas, Senior Lien 11/11 at 100.00 AAA 2,807,811
Revenue Bonds, Series 2001G, 5.250%, 11/15/30 -
MBIA Insured
10,045 Houston, Texas, Subordinate Lien Airport System Revenue 7/10 at 100.00 AAA 11,104,346
Bonds, Series 2000A, 5.875%, 7/01/16 (Alternative
Minimum Tax) - FSA Insured
23,565 Houston, Texas, Hotel Occupancy Tax and Special Revenue No Opt. Call AAA 6,364,671
Bonds, Convention and Entertainment Project,
Series 2001B, 0.000%, 9/01/29 - AMBAC Insured
Irving Independent School District, Texas, Unlimited Tax
School Building Bonds, Series 1997:
5,685 0.000%, 2/15/10 No Opt. Call AAA 4,761,870
3,470 0.000%, 2/15/11 No Opt. Call AAA 2,770,622
22,060 Leander Independent School District, Williamson and Travis 8/09 at 31.45 AAA 5,768,249
Counties, Texas, Unlimited Tax School Building and
Refunding Bonds, Series 2000, 0.000%, 8/15/27
6,000 Matagorda County Navigation District 1, Texas, Revenue 4/08 at 102.00 BBB- 6,668,700
Bonds, Reliant Energy Inc., Series 1999C,
8.000%, 5/01/29 (Mandatory put 4/01/08)
3,250 Midland, Texas, Tax and Limited Pledge Revenue Bonds, 3/10 at 100.00 AAA 3,689,563
Certificates of Obligation, Series 2000,
6.100%, 3/01/27 - FGIC Insured
5,000 Port Corpus Christi Industrial Development Corporation, 5/07 at 102.00 Ba2 5,350,350
Texas, Environmental Facilities Revenue Bonds, CITGO
Petroleum Corporation, Series 2003, 8.250%, 11/01/31
(Alternative Minimum Tax)
5,000 Port Corpus Christi Industrial Development Corporation, 4/08 at 102.00 BBB 5,165,600
Texas, Revenue Refunding Bonds, Valero Refining and
Marketing Company Project, Series 1997A, 5.400%, 4/01/18
5,000 Richardson Hospital Authority, Texas, Revenue Bonds, 12/13 at 100.00 BBB 5,171,250
Richardson Regional Medical Center, Series 2004,
6.000%, 12/01/34
21
Nuveen Municipal Value Fund, Inc. (NUV) (continued)
Portfolio of INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
TEXAS (continued)
$ 2,000 Sabine River Authority, Texas, Pollution Control Revenue 7/13 at 101.00 BBB $ 2,061,000
Refunding Bonds, TXU Electric Company, Series 2003A,
5.800%, 7/01/22
------------------------------------------------------------------------------------------------------------------------------------
UTAH - 1.2%
12,000 Intermountain Power Agency, Utah, Power Supply Revenue 7/06 at 102.00 A+ 12,327,000
Refunding Bonds, Series 1996D, 5.000%, 7/01/21
5,000 Intermountain Power Agency, Utah, Power Supply Revenue 7/07 at 102.00 AAA 5,526,750
Refunding Bonds, Series 1997B, 5.750%, 7/01/19 -
MBIA Insured
3,700 Utah State Board of Regents, Utah State University, Revenue 4/14 at 100.00 AAA 3,796,607
Bonds, Series 2004, 5.000%, 4/01/35 - MBIA Insured
2,840 Utah Housing Finance Agency, Single Family Mortgage Bonds, 1/10 at 101.50 AAA 2,888,564
Series 1998G-2, Class I, 5.200%, 7/01/30 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
VIRGIN ISLANDS - 0.1%
2,500 Virgin Islands Public Finance Authority, Refinery Revenue 1/14 at 100.00 BBB- 2,689,250
Bonds, Hovensa LLC, Series 2003, 6.125%, 7/01/22
(Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
VIRGINIA - 0.4%
4,125 Metropolitan Washington D.C. Airports Authority, Airport 10/12 at 100.00 AAA 4,640,666
System Revenue Bonds, Series 2002A, 5.750%, 10/01/16
(Alternative Minimum Tax) - FGIC Insured
3,245 Virginia Housing Development Authority, Multifamily Housing 1/08 at 102.00 AA+ 3,424,643
Bonds, Series 1997E, 5.600%, 11/01/17 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
WASHINGTON - 2.1%
6,400 Cowlitz County Public Utilities District 1, Washington, Electric 9/14 at 100.00 AAA 6,544,384
Production Revenue Bonds, Series 2004,
5.000%, 9/01/34 - FGIC Insured
12,500 Energy Northwest, Washington, Electric Revenue Refunding 7/12 at 100.00 AAA 14,604,375
Bonds, Columbia Generating Station, Series 2002B,
6.000%, 7/01/18 - AMBAC Insured
4,000 Energy Northwest, Washington, Electric Revenue Refunding 7/13 at 100.00 Aaa 4,480,920
Bonds, Nuclear Project 3, Series 2003A, 5.500%, 7/01/17
3,700 Washington State Tobacco Settlement Authority, Tobacco 6/13 at 100.00 BBB 3,563,914
Settlement Asset-Backed Revenue Bonds, Series 2002,
6.625%, 6/01/32
Washington, Motor Vehicle Fuel Tax General Obligation Bonds,
Series 2002-03C:
7,000 0.000%, 6/01/29 - MBIA Insured No Opt. Call AAA 1,913,380
16,195 0.000%, 6/01/30 - MBIA Insured No Opt. Call AAA 4,176,367
8,200 Washington Public Power Supply System, Revenue Refunding No Opt. Call Aaa 5,469,892
Bonds, Nuclear Project 3, Series 1989B, 0.000%, 7/01/14
------------------------------------------------------------------------------------------------------------------------------------
WISCONSIN - 2.4%
Badger Tobacco Asset Securitization Corporation, Wisconsin,
Tobacco Settlement Asset-Backed Bonds, Series 2002:
8,680 6.125%, 6/01/27 6/12 at 100.00 BBB 8,431,578
10,610 6.375%, 6/01/32 6/12 at 100.00 BBB 9,834,091
6,000 Milwaukee Redevelopment Authority, Wisconsin, Lease 8/13 at 100.00 AAA 6,401,340
Revenue Bonds, Public Schools, Series 2003A,
5.125%, 8/01/22 - AMBAC Insured
11,800 Wisconsin Health and Educational Facilities Authority, 8/07 at 102.00 AAA 12,152,938
Revenue Bonds, Aurora Health Care Inc., Series 1997,
5.250%, 8/15/27 - MBIA Insured
3,750 Wisconsin Health and Educational Facilities Authority, 2/12 at 101.00 A 3,929,663
Revenue Bonds, Wheaton Franciscan Services Inc.,
Series 2002, 5.750%, 8/15/30
6,000 Wisconsin Health and Educational Facilities Authority, 9/13 at 100.00 A- 6,144,772
Revenue Bonds, Franciscan Sisters of Christian Charity
HealthCare Ministry, Series 2003A, 5.875%, 9/01/33
------------------------------------------------------------------------------------------------------------------------------------
$ 2,169,394 Total Long-Term Investments (cost $1,816,864,244) - 98.0% 1,933,812,076
=============-----------------------------------------------------------------------------------------------------------------------
22
PRINCIPAL MARKET
AMOUNT (000) DESCRIPTION RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
SHORT-TERM INVESTMENTS - 0.2%
$ 3,000 Clark County School District, Nevada, General Obligation A-1+ $ 3,000,000
Bonds, Variable Rate Demand Obligations, Series 2001B,
1.630%, 6/15/21 - FSA Insured+
------------------------------------------------------------------------------------------------------------------------------------
$ 3,000 Total Short-Term Investments (cost $3,000,000) 3,000,000
=============-----------------------------------------------------------------------------------------------------------------------
Total Investments (cost $1,819,864,244) - 98.2% 1,936,812,076
--------------------------------------------------------------------------------------------------------------------
Other Assets Less Liabilities - 1.8% 35,112,922
--------------------------------------------------------------------------------------------------------------------
Net Assets - 100% $1,971,924,998
====================================================================================================================
* Optional Call Provisions (not covered by the report of
independent registered public accounting firm): Dates
(month and year) and prices of the earliest optional
call or redemption. There may be other call provisions
at varying prices at later dates.
** Ratings (not covered by the report of independent
registered public accounting firm): Using the higher of
Standard & Poor's or Moody's rating.
*** Securities are backed by an escrow or trust containing
sufficient U.S. Government or U.S. Government agency
securities which ensures the timely payment of
principal and interest. Such securities are normally
considered to be equivalent to AAA rated securities.
N/R Investment is not rated.
(WI) Security purchased on a when-issued basis.
+ Security has a maturity of more than one year, but has
variable rate and demand features which qualify it as a
short-term security. The rate disclosed is that
currently in effect. This rate changes periodically
based on market conditions or a specified market index.
See accompanying notes to financial statements.
23
Nuveen Municipal Income Fund, Inc. (NMI)
Portfolio of
INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
ALABAMA - 0.8%
$ 690 Phenix City Industrial Development Board, Alabama, 5/12 at 100.00 BBB $ 725,363
Environmental Improvement Revenue Bonds, MeadWestvaco
Corporation, Series 2002A, 6.350%, 5/15/35 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
CALIFORNIA - 16.4%
5,530 Adelanto School District, San Bernardino County, California, No Opt. Call AAA 2,333,771
General Obligation Bonds, Series 1997A, 0.000%, 9/01/22 -
MBIA Insured
Brea Olinda Unified School District, California, General
Obligation Bonds, Series 1999A:
2,000 0.000%, 8/01/21 - FGIC Insured No Opt. Call AAA 904,120
2,070 0.000%, 8/01/22 - FGIC Insured No Opt. Call AAA 877,121
2,120 0.000%, 8/01/23 - FGIC Insured No Opt. Call AAA 840,368
219 California Pollution Control Financing Authority, Solid 7/07 at 102.00 N/R 28,435
Waste Disposal Revenue Bonds, CanFibre of Riverside,
Series 1997A, 9.000%, 7/01/19 (Alternative Minimum Tax) #
500 California, General Obligation Bonds, Series 2004, 4/14 at 100.00 A 527,050
5.200%, 4/01/26
3,000 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 A- 3,090,900
Department of Mental Health, Coalinga State Hospital,
Series 2004A, 5.000%, 6/01/25
1,150 Foothill/Eastern Transportation Corridor Agency, California, 1/07 at 100.00 AAA 1,248,682
Toll Road Revenue Bonds, Series 1995A, 6.000%, 1/01/34
(Pre-refunded to 1/01/07)
3,000 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 BBB 2,946,570
Tobacco Settlement Asset-Backed Bonds, Series 2003A-1,
6.750%, 6/01/39
500 Lake Elsinore Public Financing Authority, California, 10/13 at 102.00 N/R 515,075
Local Agency Revenue Refunding Bonds, Series 2003H,
6.375%, 10/01/33
1,000 Vernon, California, Electric System Revenue Bonds, 4/08 at 100.00 A2 1,039,480
Malburg Generating Station Project, Series 2003C,
5.375%, 4/01/18
------------------------------------------------------------------------------------------------------------------------------------
COLORADO - 5.5%
500 Colorado Educational and Cultural Facilities Authority, 8/11 at 100.00 AAA 623,330
Charter School Revenue Bonds, Peak-to-Peak Charter
School, Series 2001, 7.500%, 8/15/21 (Pre-refunded
to 8/15/11)
1,000 Colorado Educational and Cultural Facilities Authority, 6/11 at 100.00 Ba1 1,038,360
Charter School Revenue Bonds, Weld County School
District 6 - Frontier Academy, Series 2001, 7.375%, 6/01/31
900 Colorado Educational and Cultural Facilities Authority, 7/12 at 100.00 BBB 874,593
Charter School Revenue Bonds, Douglas County School
District RE-1 - DCS Montessori School, Series 2002A,
6.000%, 7/15/22
2,000 Denver, Colorado, Airport System Revenue Refunding Bonds, 11/10 at 100.00 AAA 2,234,560
Series 2000A, 6.000%, 11/15/16 (Alternative Minimum
Tax) - AMBAC Insured
------------------------------------------------------------------------------------------------------------------------------------
CONNECTICUT - 5.9%
1,480 Capitol Region Education Council, Connecticut, Revenue 10/05 at 102.00 BBB 1,543,448
Bonds, Series 1995, 6.750%, 10/15/15
2,000 Connecticut Health and Educational Facilities Authority, 7/06 at 102.00 BBB- 2,069,560
Revenue Bonds, University of New Haven, Series 1996D,
6.700%, 7/01/26
500 Eastern Connecticut Resource Recovery Authority, 1/05 at 100.00 BBB 500,750
Solid Waste Revenue Bonds, Wheelabrator Lisbon Project,
Series 1993A, 5.500%, 1/01/14 (Alternative Minimum Tax)
960 Williamantic Housing Authority, Connecticut, GNMA 10/05 at 105.00 AAA 1,023,782
Collateralized Multifamily Housing Mortgage Revenue
Bonds, Village Heights Apartments, Series 1995A,
8.000%, 10/20/30
------------------------------------------------------------------------------------------------------------------------------------
FLORIDA - 3.3%
180 Dade County Industrial Development Authority, Florida, 6/05 at 102.00 N/R 183,944
Revenue Bonds, Miami Cerebral Palsy Residential Services
Inc., Series 1995, 8.000%, 6/01/22
2,000 Martin County Industrial Development Authority, Florida, 12/04 at 102.00 BBB- 2,052,340
Industrial Development Revenue Bonds, Indiantown
Cogeneration LP Project, Series 1994A, 7.875%, 12/15/25
(Alternative Minimum Tax)
24
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
FLORIDA (continued)
$ 600 Martin County Industrial Development Authority, Florida, 12/04 at 102.00 BBB- $ 615,864
Industrial Development Revenue Refunding Bonds,
Indiantown Cogeneration LP Project, Series 1995B,
8.050%, 12/15/25 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
ILLINOIS - 6.7%
1,565 Chicago, Illinois, Tax Increment Allocation Bonds, 1/09 at 100.00 N/R 1,605,033
Irving/Cicero Redevelopment Project, Series 1998,
7.000%, 1/01/14
Illinois Development Finance Authority, Revenue Bonds,
Chicago Charter School Foundation Project, Series 2002A:
500 6.125%, 12/01/22 12/12 at 100.00 BBB 520,980
1,000 6.250%, 12/01/32 12/21 at 100.00 BBB 1,032,830
1,000 Illinois Educational Facilities Authority, Student Housing 5/12 at 101.00 Baa2 1,028,220
Revenue Bonds, Educational Advancement Foundation Fund,
University Center Project, Series 2002, 6.250%, 5/01/34
1,825 Joliet Regional Port District, Illinois, Airport Facilities 7/07 at 103.00 N/R 1,642,975
Revenue Bonds, Lewis University Airport, Series 1997A,
7.250%, 7/01/18 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
INDIANA - 4.0%
2,000 Indiana Health Facility Financing Authority, Hospital 8/12 at 101.00 Baa1 2,083,620
Revenue Bonds, Riverview Hospital, Series 2002,
6.125%, 8/01/31
1,350 Whitley County, Indiana, Solid Waste and Sewerage Disposal 11/10 at 102.00 N/R 1,424,466
Revenue Bonds, Steel Dynamics Inc., Series 1998,
7.250%, 11/01/18 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
LOUISIANA - 2.9%
2,000 Louisiana Public Facilities Authority, Extended Care Facilities No Opt. Call BBB 2,560,640
Revenue Bonds, Comm-Care Corporation Project,
Series 1994, 11.000%, 2/01/14
------------------------------------------------------------------------------------------------------------------------------------
MARYLAND - 1.2%
1,000 Maryland Energy Financing Administration, Revenue Bonds, 9/05 at 102.00 N/R 1,024,190
AES Warrior Run Project, Series 1995, 7.400%, 9/01/19
(Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
MASSACHUSETTS - 3.0%
500 Massachusetts Development Finance Agency, Resource 12/09 at 102.00 BBB 541,765
Recovery Revenue Bonds, Ogden Haverhill, Series 1999A,
6.700%, 12/01/14 (Alternative Minimum Tax)
1,000 Massachusetts Industrial Finance Agency, Resource Recovery No Opt. Call BBB 1,011,490
Remarketed Revenue Refunding Bonds, Ogden Haverhill
Project, Series 1992A, 4.850%, 12/01/05
270 Massachusetts Industrial Finance Agency, Resource Recovery 12/08 at 102.00 BBB 274,739
Revenue Refunding Bonds, Ogden Haverhill Project,
Series 1998A, 5.450%, 12/01/12 (Alternative Minimum Tax)
625 Shelby County Health, Educational and Housing Facilities 9/12 at 100.00 A-*** 763,181
Board, Tennessee, Hospital Revenue Bonds, Methodist
Healthcare, Series 2002, 6.500%, 9/01/26
(Pre-refunded to 9/01/12)
------------------------------------------------------------------------------------------------------------------------------------
MICHIGAN - 4.1%
1,000 Delta County Economic Development Corporation, Michigan, 4/12 at 100.00 BBB 1,059,980
Environmental Improvement Revenue Refunding Bonds,
MeadWestvaco Corporation - Escanaba Paper Company,
Series 2002B, 6.450%, 4/15/23 (Alternative Minimum Tax)
2,150 Michigan State Hospital Finance Authority, Hospital Revenue 1/06 at 102.00 Ba3 2,063,871
Refunding Bonds, Sinai Hospital, Series 1995, 6.625%, 1/01/16
500 Wayne County, Michigan, Special Airport Facilities Revenue 12/05 at 102.00 N/R 413,150
Refunding Bonds, Northwest Airlines Inc., Series 1995,
6.750%, 12/01/15
------------------------------------------------------------------------------------------------------------------------------------
MINNESOTA - 1.0%
880 St. Paul Housing and Redevelopment Authority, Minnesota, 11/04 at 101.00 BB 889,354
Hospital Facility Revenue Refunding Bonds, HealthEast Inc.,
Series 1993A, 6.625%, 11/01/17
------------------------------------------------------------------------------------------------------------------------------------
MONTANA - 1.5%
1,200 Montana Board of Investments, Exempt Facility Revenue 7/10 at 101.00 Ba3 1,270,824
Bonds, Stillwater Mining Company Project, Series 2000,
8.000%, 7/01/20 (Alternative Minimum Tax)
25
Nuveen Municipal Income Fund, Inc. (NMI) (continued)
Portfolio of INVESTMENTS October 31, 2004
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
NEBRASKA - 1.2%
$ 1,000 Washington County, Nebraska, Wastewater Facilities 11/12 at 101.00 A+ $ 1,079,310
Revenue Bonds, Cargill Inc., Series 2002, 5.900%, 11/01/27
(Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
NEW HAMPSHIRE - 0.8%
700 New Hampshire Higher Educational and Health Facilities 1/07 at 102.00 BBB- 712,971
Authority, Revenue Bonds, New Hampshire College,
Series 1997, 6.375%, 1/01/27
------------------------------------------------------------------------------------------------------------------------------------
NEW YORK - 9.4%
1,000 Dormitory Authority of the State of New York, Revenue 7/13 at 100.00 AA 1,124,940
Bonds, Brooklyn Law School, Series 2003A,
5.500%, 7/01/15 - RAAI Insured
2,500 New York State Medical Care Facilities Finance Agency, 2/05 at 102.00 AAA 2,586,975
Secured Hospital Revenue Bonds, Brookdale Hospital
Medical Center, Series 1995A, 6.800%, 8/15/12
(Pre-refunded to 2/15/05)
4,190 Yates County Industrial Development Agency, New York, 2/11 at 101.00 AA+ 4,535,717
FHA-Insured Civic Facility Mortgage Revenue Bonds,
Soldiers and Sailors Memorial Hospital, Series 2000A,
6.000%, 2/01/41
------------------------------------------------------------------------------------------------------------------------------------
OHIO - 3.3%
400 Ohio Water Development Authority, Solid Waste Disposal 9/05 at 102.00 A+ 417,660
Revenue Bonds, BHP Steel LLC, Series 1995,
6.300%, 9/01/20 (Alternative Minimum Tax)
2,400 Ohio Water Development Authority, Solid Waste Disposal 9/09 at 102.00 N/R 2,462,160
Revenue Bonds, Bay Shore Power, Series 1998B,
6.625%, 9/01/20 (Alternative Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
PENNSYLVANIA - 6.0%
1,080 Allegheny County Hospital Development Authority, 11/10 at 102.00 B1 1,245,823
Pennsylvania, Revenue Bonds, West Penn Allegheny
Health System, Series 2000B, 9.250%, 11/15/30
1,290 Carbon County Industrial Development Authority, No Opt. Call BBB- 1,399,921
Pennsylvania, Resource Recovery Revenue Refunding
Bonds, Panther Creek Partners Project, Series 2000,
6.650%, 5/01/10 (Alternative Minimum Tax)
1,000 Pennsylvania Convention Center Authority, Revenue 3/05 at 102.00 BBB 1,023,210
Refunding Bonds, Series 1994A, 6.750%, 9/01/19
1,500 Pennsylvania Economic Development Financing Authority, 12/04 at 102.00 BBB- 1,536,030
Resource Recovery Revenue Bonds, Colver Project,
Series 1994D, 7.150%, 12/01/18 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
RHODE ISLAND - 0.5%
500 Rhode Island Tobacco Settlement Financing Corporation, 6/12 at 100.00 BBB 451,940
Tobacco Settlement Asset-Backed Bonds, Series 2002A,
6.250%, 6/01/42
------------------------------------------------------------------------------------------------------------------------------------
SOUTH CAROLINA - 4.3%
2,500 Greenville County School District, South Carolina, Installment 12/12 at 101.00 AA- 2,815,100
Purchase Revenue Bonds, Series 2002, 5.500%, 12/01/13
1,000 Tobacco Settlement Revenue Management Authority, 5/11 at 101.00 BBB 959,680
South Carolina, Tobacco Settlement Asset-Backed Bonds,
Series 2001B, 6.000%, 5/15/22
------------------------------------------------------------------------------------------------------------------------------------
TENNESSEE - 1.7%
1,000 Knox County Health, Educational and Housing Facilities 4/12 at 101.00 Baa3 1,012,600
Board, Tennessee, Hospital Revenue Bonds, Baptist
Health System of East Tennessee Inc. Series 2002,
6.375%, 4/15/22
375 Shelby County Health, Educational and Housing Facilities 9/12 at 100.00 A-*** 454,384
Board, Tennessee, Hospital Revenue Bonds, Methodist
Healthcare, Series 2002, 6.500%, 9/01/26
------------------------------------------------------------------------------------------------------------------------------------
TEXAS - 8.5%
2,000 Gulf Coast Waste Disposal Authority, Texas, Sewerage 4/12 at 100.00 A+ 2,125,280
and Solid Waste Disposal Revenue Bonds, Anheuser Busch
Company, Series 2002, 5.900%, 4/01/36 (Alternative
Minimum Tax)
280 Hidalgo County Housing Finance Corporation, Texas, 4/05 at 101.00 Aaa 282,248
GNMA/FNMA Collateralized Single Family Mortgage
Revenue Bonds, Series 1994A, 7.000%, 10/01/27
(Alternative Minimum Tax)
2,000 Matagorda County Navigation District 1, Texas, 10/13 at 101.00 AAA 2,035,380
Collateralized Revenue Refunding Bonds, Houston Light
and Power Company, Series 1995, 4.000%, 10/15/15 -
MBIA Insured
2,000 Weslaco Health Facilities Development Corporation, Texas, 6/12 at 100.00 BBB+ 2,089,520
Hospital Revenue Bonds, Knapp Medical Center,
Series 2002, 6.250%, 6/01/25
26
PRINCIPAL OPTIONAL CALL MARKET
AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE
------------------------------------------------------------------------------------------------------------------------------------
TEXAS (continued)
West Texas Independent School District, McLennan and Hill
Counties, General Obligation Refunding Bonds, Series 1998:
$ 1,000 0.000%, 8/15/25 8/13 at 51.84 AAA $ 328,230
1,000 0.000%, 8/15/26 8/13 at 49.08 AAA 308,880
1,000 0.000%, 8/15/27 8/13 at 46.47 AAA 290,180
------------------------------------------------------------------------------------------------------------------------------------
VIRGINIA - 3.2%
1,000 Chesterfield County Industrial Development Authority, 11/10 at 102.00 A3 1,108,030
Virginia, Pollution Control Revenue Bonds, Virginia Electric
and Power Company, Series 1987A, 5.875%, 6/01/17
1,500 Mecklenburg County Industrial Development Authority, 10/12 at 100.00 A3 1,681,785
Virginia, Revenue Bonds, UAE Mecklenburg Cogeneration
LP Project, Series 2002, 6.500%, 10/15/17 (Alternative
Minimum Tax)
------------------------------------------------------------------------------------------------------------------------------------
WEST VIRGINIA - 2.3%
2,000 Mason County, West Virginia, Pollution Control Revenue 10/11 at 100.00 BBB 2,043,160
Bonds, Appalachian Power Company, Series 2003L,
5.500%, 10/01/22
------------------------------------------------------------------------------------------------------------------------------------
WISCONSIN - 1.2%
1,000 Wisconsin Health and Educational Facilities Authority, 10/11 at 100.00 BBB 1,033,058
Revenue Bonds, Carroll College Inc., Series 2001,
6.250%, 10/01/21
------------------------------------------------------------------------------------------------------------------------------------
$ 91,479 Total Long-Term Investments (cost $81,604,908) - 98.7% 86,192,946
=============-----------------------------------------------------------------------------------------------------------------------
Other Assets Less Liabilities - 1.3% 1,131,372
--------------------------------------------------------------------------------------------------------------------
Net Assets - 100% $ 87,324,318
====================================================================================================================
* Optional Call Provisions (not covered by the report of
independent registered public accounting firm): Dates
(month and year) and prices of the earliest optional
call or redemption. There may be other call provisions
at varying prices at later dates.
** Ratings (not covered by the report of independent
registered public accounting firm): Using the higher of
Standard & Poor's or Moody's rating.
*** Securities are backed by an escrow or trust containing
sufficient U.S. Government or U.S. Government agency
securities which ensures the timely payment of
principal and interest. Such securities are normally
considered to be equivalent to AAA rated securities.
# Non-income producing security. On January 1, 2002, CFR
Holdings, Inc. (an entity formed by Nuveen for the
benefit of the Nuveen Funds owning various interests in
CanFibre of Riverside) took possession of the CanFibre
of Riverside assets on behalf of the various Nuveen
Funds. CFR Holdings, Inc., determined that a sale of
the facility was in the best interest of shareholders
and is proceeded accordingly.
N/R Investment is not rated.
See accompanying notes to financial statements.
27
Statement of
ASSETS AND LIABILITIES October 31, 2004
MUNICIPAL VALUE MUNICIPAL INCOME
(NUV) (NMI)
------------------------------------------------------------------------------------------------------------------------------------
ASSETS
Investments, at market value (cost $1,819,864,244 and $81,604,908, respectively) $1,936,812,076 $86,192,946
Cash 2,049,219 --
Receivables:
Interest 31,669,378 1,479,155
Investments sold 7,368,000 90,000
Other assets 86,586 2,897
------------------------------------------------------------------------------------------------------------------------------------
Total assets 1,977,985,259 87,764,998
------------------------------------------------------------------------------------------------------------------------------------
LIABILITIES
Cash overdraft -- 362,265
Payable for investments purchased 4,524,825 --
Accrued expenses:
Management fees 873,890 47,459
Other 661,546 30,956
------------------------------------------------------------------------------------------------------------------------------------
Total liabilities 6,060,261 440,680
------------------------------------------------------------------------------------------------------------------------------------
Net assets $1,971,924,998 $87,324,318
====================================================================================================================================
Shares outstanding 194,959,520 8,113,876
====================================================================================================================================
Net asset value per share outstanding (net assets
divided by shares outstanding) $ 10.11 $ 10.76
====================================================================================================================================
NET ASSETS CONSIST OF:
------------------------------------------------------------------------------------------------------------------------------------
Shares, $.01 par value per share $ 1,949,595 $ 81,139
Paid-in surplus 1,837,696,454 90,828,586
Undistributed (Over-distribution of) net investment income 4,444,078 (86,400)
Accumulated net realized gain (loss) from investments 10,887,039 (8,087,045)
Net unrealized appreciation of investments 116,947,832 4,588,038
------------------------------------------------------------------------------------------------------------------------------------
Net assets $1,971,924,998 $87,324,318
====================================================================================================================================
Authorized shares 350,000,000 200,000,000
====================================================================================================================================
See accompanying notes to financial statements.
28
Statement of
OPERATIONS Year Ended October 31, 2004
MUNICIPAL VALUE MUNICIPAL INCOME
(NUV) (NMI)
------------------------------------------------------------------------------------------------------------------------------------
INVESTMENT INCOME $105,741,406 $5,217,625
------------------------------------------------------------------------------------------------------------------------------------
EXPENSES
Management fees 10,462,875 555,018
Shareholders' servicing agent fees and expenses 550,539 29,975
Custodian's fees and expenses 380,850 22,868
Directors' fees and expenses 35,306 2,670
Professional fees 96,414 49,471
Shareholders' reports - printing and mailing expenses 167,023 17,209
Stock exchange listing fees 57,579 11,026
Investor relations expense 149,489 7,816
Other expenses 58,324 6,242
------------------------------------------------------------------------------------------------------------------------------------
Total expenses before custodian fee credit 11,958,399 702,295
Custodian fee credit (44,412) (5,765)
------------------------------------------------------------------------------------------------------------------------------------
Net expenses 11,913,987 696,530
------------------------------------------------------------------------------------------------------------------------------------
Net investment income 93,827,419 4,521,095
------------------------------------------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS
Net realized gain (loss) from investments 10,588,040 (931,682)
Change in net unrealized appreciation (depreciation) of investments 41,903,003 3,560,613
------------------------------------------------------------------------------------------------------------------------------------
Net gain from investments 52,491,043 2,628,931
------------------------------------------------------------------------------------------------------------------------------------
Net increase in net assets from operations $146,318,462 $7,150,026
====================================================================================================================================
See accompanying notes to financial statements.
29
Statement of
CHANGES IN NET ASSETS
MUNICIPAL VALUE (NUV) MUNICIPAL INCOME (NMI)
----------------------------------- --------------------------------
YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED
10/31/04 10/31/03 10/31/04 10/31/03
------------------------------------------------------------------------------------------------------------------------------------
OPERATIONS
Net investment income $ 93,827,419 $ 96,451,985 $ 4,521,095 $ 4,392,430
Net realized gain (loss) from investment transactions 10,588,040 12,292,008 (931,682) (7,054,148)
Change in net unrealized appreciation (depreciation)
of investments 41,903,003 (15,927,673) 3,560,613 5,775,847
------------------------------------------------------------------------------------------------------------------------------------
Net increase in net assets from operations 146,318,462 92,816,320 7,150,026 3,114,129
------------------------------------------------------------------------------------------------------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS
From net investment income (96,249,057) (96,727,379) (4,316,582) (4,747,653)
From accumulated net realized gains from
investment transactions (12,577,331) (8,063,396) -- --
------------------------------------------------------------------------------------------------------------------------------------
Decrease in net assets from distributions
to shareholders (108,826,388) (104,790,775) (4,316,582) (4,747,653)
------------------------------------------------------------------------------------------------------------------------------------
CAPITAL SHARE TRANSACTIONS
Net proceeds from shares issued to shareholders
due to reinvestment of distributions -- -- -- 227,854
------------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets 37,492,074 (11,974,455) 2,833,444 (1,405,670)
Net assets at the beginning of year 1,934,432,924 1,946,407,379 84,490,874 85,896,544
------------------------------------------------------------------------------------------------------------------------------------
Net assets at the end of year $1,971,924,998 $1,934,432,924 $87,324,318 $84,490,874
====================================================================================================================================
Undistributed (Over-distribution of) net
investment income at the end of year $ 4,444,078 $ 7,300,260 $ (86,400) $ (275,990)
====================================================================================================================================
See accompanying notes to financial statements.
30
Notes to
FINANCIAL STATEMENTS
1. GENERAL INFORMATION AND SIGNIFICANT ACCOUNTING POLICIES
The funds (the "Funds") covered in this report and their corresponding Common
share New York Stock Exchange symbols are Nuveen Municipal Value Fund, Inc.
(NUV) and Nuveen Municipal Income Fund, Inc. (NMI). The Funds are registered
under the Investment Company Act of 1940, as amended, as closed-end, diversified
management investment companies.
Each Fund seeks to provide current income exempt from regular federal income tax
by investing primarily in a diversified portfolio of municipal obligations
issued by state and local government authorities.
The following is a summary of significant accounting policies followed by the
Funds in the preparation of their financial statements in accordance with U.S.
generally accepted accounting principles.
Securities Valuation
The prices of municipal bonds in each Fund's investment portfolio are provided
by a pricing service approved by the Fund's Board of Directors. When price
quotes are not readily available (which is usually the case for municipal
securities), the pricing service establishes fair market value based on yields
or prices of municipal bonds of comparable quality, type of issue, coupon,
maturity and rating, indications of value from securities dealers, evaluations
of anticipated cash flows or collateral and general market conditions. If it is
determined that market prices for a security are unavailable or inappropriate,
the Board of Directors of the Funds, or its designee, may establish a fair value
for the security. Temporary investments in securities that have variable rate
and demand features qualifying them as short-term securities are valued at
amortized cost, which approximates market value.
Securities Transactions
Securities transactions are recorded on a trade date basis. Realized gains and
losses from such transactions are determined on the specific identification
method. Securities purchased or sold on a when-issued or delayed delivery basis
may have extended settlement periods. The securities so purchased are subject to
market fluctuation during this period. The Funds have instructed the custodian
to segregate assets with a current value at least equal to the amount of the
when-issued and delayed delivery purchase commitments. At October 31, 2004,
Municipal Value (NUV)had outstanding when-issued purchase commitments of
$4,524,825. There were no such outstanding purchase commitments in Municipal
Income (NMI).
Investment Income
Interest income, which includes the amortization of premiums and accretion of
discounts for financial reporting purposes, is recorded on an accrual basis.
Investment income also includes paydown gains and losses, if any.
Professional Fees
Professional fees presented in the Statement of Operations consist of legal fees
incurred in the normal course of operations, audit fees, tax consulting fees
and, in some cases, workout expenditures. Workout expenditures are incurred in
an attempt to protect or enhance an investment, or to pursue other claims or
legal actions on behalf of Fund shareholders.
Income Taxes
Each Fund is a separate taxpayer for federal income tax purposes. Each Fund
intends to distribute all net investment income and net capital gains to
shareholders and to otherwise comply with the requirements of Subchapter M of
the Internal Revenue Code applicable to regulated investment companies.
Therefore, no federal income tax provision is required. Furthermore, each Fund
intends to satisfy conditions which will enable interest from municipal
securities, which is exempt from regular federal income tax, to retain such
tax-exempt status when distributed to shareholders of the Funds. All monthly
tax-exempt income dividends paid during the fiscal year ended October 31, 2004,
have been designated Exempt Interest Dividends. Net realized capital gains and
ordinary income distributions made by the Funds are subject to federal taxation.
31
Notes to
FINANCIAL STATEMENTS (continued)
Dividends and Distributions to Shareholders
Dividends from tax-exempt net investment income are declared monthly. Net
realized capital gains and/or market discount from investment transactions, if
any, are distributed to shareholders not less frequently than annually.
Furthermore, capital gains are distributed only to the extent they exceed
available capital loss carryforwards.
Distributions to shareholders of tax-exempt net investment income, net realized
capital gains and/or market discount, if any, are recorded on the ex-dividend
date. The amount and timing of distributions are determined in accordance with
federal income tax regulations, which may differ from U.S. generally accepted
accounting principles.
Derivative Financial Instruments
The Funds may invest in certain derivative financial instruments including
futures, forward, swap and option contracts, and other financial instruments
with similar characteristics. Although the Funds are authorized to invest in
such financial instruments, and may do so in the future, they did not make any
such investments during the fiscal year ended October 31, 2004.
Custodian Fee Credit
Each Fund has an arrangement with the custodian bank whereby certain custodian
fees and expenses are reduced by credits earned on each Fund's cash on deposit
with the bank. Such deposit arrangements are an alternative to overnight
investments.
Indemnifications
Under the Funds' organizational documents, its Officers and Directors are
indemnified against certain liabilities arising out of the performance of their
duties to the Funds. In addition, in the normal course of business, the Funds
enter into contracts that provide general indemnifications to other parties. The
Funds' maximum exposure under these arrangements is unknown as this would
involve future claims that may be made against the Funds that have not yet
occurred. However, the Funds have not had prior claims of losses pursuant to
these contracts and expect the risk of loss to be remote.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of increases and
decreases in net assets from operations during the reporting period. Actual
results may differ from those estimates.
2. FUND SHARES
Transactions in shares were as follows:
MUNICIPAL VALUE (NUV) MUNICIPAL INCOME (NMI)
--------------------- ----------------------
YEAR YEAR YEAR YEAR
ENDED ENDED ENDED ENDED
10/31/04 10/31/03 10/31/04 10/31/03
----------------------------------------------------------------------------------------------------------
Shares issued to shareholders
due to reinvestment of
distributions -- -- -- 20,892
==========================================================================================================
3. SECURITIES TRANSACTIONS
Purchases and sales (including maturities) of investments in long-term municipal
securities during the fiscal year ended October 31, 2004, were as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Purchases $253,960,114 $12,798,427
Sales and maturities 249,792,081 11,540,644
================================================================================
32
4. INCOME TAX INFORMATION
The following information is presented on an income tax basis. Differences
between amounts for financial statement and federal income tax purposes are
primarily due to the treatment of paydown gains and losses on investments,
timing differences in recognizing income on taxable market discount securities
and timing differences in recognizing certain gains and losses on security
transactions.
At October 31, 2004, the cost of investments was as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Cost of investments $1,816,202,350 $81,536,657
================================================================================
Gross unrealized appreciation and gross unrealized depreciation of investments
at October 31, 2004, were as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Gross unrealized:
Appreciation $140,814,129 $5,165,362
Depreciation (20,204,403) (509,073)
--------------------------------------------------------------------------------
Net unrealized appreciation of investments $120,609,726 $4,656,289
================================================================================
The tax components of undistributed net investment income and net realized gains
at October 31, 2004, were as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Undistributed net tax-exempt income * $7,163,417 $152,721
Undistributed net ordinary income ** 1,222,188 942
Undistributed net long-term capital gains 10,887,039 --
================================================================================
* Undistributed net tax-exempt income (on a tax basis) has not been reduced
for the dividend declared on October 1, 2004, paid on November 1, 2004.
** Net ordinary income consists of taxable market discount income and net
short-term capital gains, if any.
The tax character of distributions paid during the fiscal years ended October
31, 2004 and October 31, 2003, was designated for purposes of the dividends paid
deduction as follows:
MUNICIPAL MUNICIPAL
2004 VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Distributions from net tax-exempt income $92,800,716 $4,324,697
Distributions from net ordinary income ** 3,643,302 --
Distributions from net long-term capital gains 12,577,331 --
================================================================================
MUNICIPAL MUNICIPAL
2003 VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Distributions from net tax-exempt income $97,187,351 $4,645,020
Distributions from net ordinary income ** 175,464 142,072
Distributions from net long-term capital gains 7,915,360 --
================================================================================
** Net ordinary income consists of taxable market discount income and net
short-term capital gains, if any.
At October 31, 2004, Municipal Income (NMI) has an unused capital loss
carryforward of $8,038,260, available to be applied against future capital
gains, if any. If not applied, $116,138, $7,005,363 and $916,759 of the
carryforward will expire in the years 2008, 2011 and 2012, respectively.
5. MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES
As approved by the Board of Directors, effective August 1, 2004, a complex-wide
management fee structure was adopted for all funds sponsored by Nuveen Advisory
Corp. (the "Adviser"), a wholly owned subsidiary of Nuveen Investments, Inc. and
its affiliates. This fee structure separates each fund's management fee into two
components - a complex-level component, based on the aggregate amount of all
funds assets managed by the Adviser and its affiliates, and a specific
fund-level component, based only on the amount of assets within each individual
fund. This pricing structure enables Nuveen fund shareholders to benefit from
growth in the assets within each individual fund as well as from growth in the
amount of complex-wide assets managed by the Adviser and its affiliates. Under
no circumstances will this pricing structure result in a fund paying management
fees at a rate higher than would otherwise have been applicable had the
complex-wide management fee structure not been implemented. As a consequence of
this new management fee structure, the funds' effective management fees were
reduced by approximately .006% as of November 30, 2004.
33
Notes to
FINANCIAL STATEMENTS (continued)
Effective August 1, 2004, Municipal Value's (NUV) annual fund-level fee, payable
monthly, at the rates set forth below, which are based upon the average daily
net assets of the Fund as follows:
MUNICIPAL VALUE (NUV)
AVERAGE DAILY NET ASSETS FUND-LEVEL FEE RATE
--------------------------------------------------------------------------------
For the first $500 million .1500%
For the next $500 million .1250
For net assets over $1 billion .1000
================================================================================
In addition, Municipal Value (NUV) pays an annual management fee, payable
monthly, based on gross interest income as follows:
GROSS INTEREST INCOME MUNICIPAL VALUE (NUV)
--------------------------------------------------------------------------------
For the first $50 million 4.125%
For the next $50 million 4.000
For gross income over $100 million 3.875
================================================================================
Effective August 1, 2004, Municipal Income's (NMI) annual fund-level fee,
payable monthly, at the rates set forth below, which are based upon the average
daily net assets of the Fund as follows:
MUNICIPAL INCOME (NMI)
AVERAGE DAILY NET ASSETS FUND-LEVEL FEE RATE
--------------------------------------------------------------------------------
For the first $125 million .4500%
For the next $125 million .4375
For the next $250 million .4250
For the next $500 million .4125
For the next $1 billion .4000
For the next $3 billion .3875
For net assets over $5 billion .3750
================================================================================
Effective August 1, 2004, the annual complex-level fee, payable monthly, which
is additive to the fund-level fee, for all Nuveen sponsored funds in the U.S.,
is based on the aggregate amount of total fund assets managed as follows:
COMPLEX-LEVEL ASSETS(1) COMPLEX-LEVEL FEE RATE
--------------------------------------------------------------------------------
For the first $55 billion .2000%
For the next $1 billion .1800
For the next $1 billion .1600
For the next $3 billion .1425
For the next $3 billion .1325
For the next $3 billion .1250
For the next $5 billion .1200
For the next $5 billion .1175
For the next $15 billion .1150
For Managed Assets over $91 billion(2) .1400
================================================================================
(1) The complex-level fee component of the management fee for the funds is
calculated based upon the aggregate Managed Assets ("Managed Assets" means
the average daily net assets of each fund including assets attributable to
all types of leverage used by the Nuveen funds) of Nuveen-sponsored funds
in the U.S.
(2) With respect to the complex-wide Managed Assets over $91 billion, the fee
rate or rates that will apply to such assets will be determined at a later
date. In the unlikely event that complex-wide Managed Assets reach $91
billion prior to a determination of the complex-level fee rate or rates to
be applied to Managed Assets in excess of $91 billion, the complex-level
fee rate for such complex-wide Managed Assets shall be .1400% until such
time as a different rate or rates is determined.
34
Municipal Value (NUV) paid through July 31, 2004, an annual management fee,
payable monthly, at the rates set forth below, which were based upon the average
daily net assets of the Fund as follows:
AVERAGE DAILY NET ASSETS MUNICIPAL VALUE (NUV)
--------------------------------------------------------------------------------
For the first $500 million .3500%
For the next $500 million .3250
For net assets over $1 billion .3000
================================================================================
In addition, Municipal Value (NUV) paid an annual management fee, payable
monthly, based on gross interest income as follows:
GROSS INTEREST INCOME MUNICIPAL VALUE (NUV)
--------------------------------------------------------------------------------
For the first $50 million 4.125%
For the next $50 million 4.000
For gross income over $100 million 3.875
================================================================================
Municipal Income (NMI) paid through July 31, 2004, an annual management fee,
payable monthly, at the rates set forth below, which were based upon the average
daily net assets of the Fund as follows:
MUNICIPAL INCOME (NMI)
AVERAGE DAILY NET ASSETS MANAGEMENT FEE RATE
--------------------------------------------------------------------------------
For the first $125 million .6500%
For the next $125 million .6375
For the next $250 million .6250
For the next $500 million .6125
For the next $1 billion .6000
For the next $3 billion .5875
For net assets over $5 billion .5750
================================================================================
The management fee compensates the Adviser for overall investment advisory and
administrative services and general office facilities. The Funds pay no
compensation directly to those of its Directors who are affiliated with the
Adviser or to their officers, all of whom receive remuneration for their
services to the Funds from the Adviser or its affiliates. The Board of Directors
has adopted a deferred compensation plan for independent Directors that enables
Directors to elect to defer receipt of all or a portion of the annual
compensation they are entitled to receive from certain Nuveen advised Funds.
Under the plan, deferred amounts are treated as though equal dollar amounts had
been invested in shares of select Nuveen advised Funds.
6. SUBSEQUENT EVENT - DISTRIBUTIONS TO SHAREHOLDERS
The Funds declared dividend distributions from their tax-exempt net investment
income which were paid on December 1, 2004, to shareholders of record on
November 15, 2004, as follows:
MUNICIPAL MUNICIPAL
VALUE (NUV) INCOME (NMI)
--------------------------------------------------------------------------------
Dividend per share $.0390 $.0440
================================================================================
35
Financial
HIGHLIGHTS
Selected data for a share outstanding throughout each period:
Investment Operations Less Distributions
------------------------------------ -------------------------------------
Net Realized/
Beginning Net Unrealized Net Ending
Net Asset Investment Investment Investment Capital Net Asset
Value Income Gain (Loss) Total Income Gains Total Value
------------------------------------------------------------------------------------------------------------------------------
MUNICIPAL VALUE (NUV)
------------------------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2004 $ 9.92 $.48 $ .26 $ .74 $(.49) $(.06) $(.55) $10.11
2003 9.98 .49 (.01) .48 (.50) (.04) (.54) 9.92
2002 10.17 .51 (.18) .33 (.51) (.01) (.52) 9.98
2001 9.77 .51 .42 .93 (.51) (.02) (.53) 10.17
2000 9.48 .52 .28 .80 (.51) -- (.51) 9.77
MUNICIPAL INCOME (NMI)
------------------------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2004 10.41 .56 .32 .88 (.53) -- (.53) 10.76
2003 10.61 .54 (.15) .39 (.59) -- (.59) 10.41
2002 10.92 .61 (.30) .31 (.62) -- (.62) 10.61
2001 11.01 .67 (.06) .61 (.70) -- (.70) 10.92
2000 11.43 .70 (.36) .34 (.70) (.06) (.76) 11.01
==============================================================================================================================
Total Returns
------------------------------
Ending Based on Based on Net
Market Value Market Value+ Asset Value+
-----------------------------------------------------------------------------
MUNICIPAL VALUE (NUV)
-----------------------------------------------------------------------------
Year Ended 10/31:
2004 $ 9.3600 9.01% 7.77%
2003 9.1200 3.66 4.90
2002 9.3200 3.80 3.32
2001 9.4800 17.32 9.77
2000 8.5625 5.46 8.71
MUNICIPAL INCOME (NMI)
-----------------------------------------------------------------------------
Year Ended 10/31:
2004 10.0800 10.34 8.69
2003 9.6400 3.02 3.71
2002 9.9000 (11.93) 2.87
2001 11.9000 12.24 5.68
2000 11.2500 9.45 3.02
=============================================================================
Ratios/Supplemental Data
-----------------------------------------------------------------------------------------
Before Credit After Credit*
--------------------------- ----------------------------
Ratio of Net Ratio of Net
Ratio of Investment Ratio of Investment
Ending Expenses Income to Expenses Income to Portfolio
Net Assets to Average Average to Average Average Turnover
(000) Net Assets Net Assets Net Assets Net Assets Rate
--------------------------------------------------------------------------------------------------------------------
MUNICIPAL VALUE (NUV)
--------------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2004 $1,971,925 .62% 4.83% .61% 4.84% 13%
2003 1,934,433 .64 4.97 .64 4.97 36
2002 1,946,407 .65 5.07 .65 5.08 13
2001 1,982,139 .65 5.09 .64 5.10 10
2000 1,903,967 .65 5.44 .64 5.44 17
MUNICIPAL INCOME (NMI)
--------------------------------------------------------------------------------------------------------------------
Year Ended 10/31:
2004 87,324 .82 5.28 .81 5.28 14
2003 84,491 1.12 5.14 1.12 5.14 10
2002 85,897 .91 5.62 .90 5.64 36
2001 88,089 .83 6.14 .83 6.15 11
2000 88,214 .80 6.20 .77 6.23 6
====================================================================================================================
* After custodian fee credit, where applicable.
+ Total Investment Return on Market Value is the combination of changes in
the market price per share and the effect of reinvested dividend income and
reinvested capital gains distributions, if any, at the average price paid
per share at the time of reinvestment. Total Return on Net Asset Value is
the combination of changes in net asset value, reinvested dividend income
at net asset value and reinvested capital gains distributions at net asset
value, if any. Total returns are not annualized.
See accompanying notes to financial statements.
36-37 spread
Board Members
AND OFFICERS
The management of the Funds, including general supervision of the duties
performed for the Funds by the Adviser, is the responsibility of the Board
Members of the Funds. The number of board members of the Funds is currently set
at seven. None of the board members who are not "interested" persons of the
Funds has ever been a director or employee of, or consultant to, Nuveen or its
affiliates. The names and business addresses of the board members and officers
of the Funds, their principal occupations and other affiliations during the past
five years, the number of portfolios each oversees and other directorships they
hold are set forth below.
NUMBER OF
PORTFOLIOS IN
POSITION(S) YEAR FIRST PRINCIPAL OCCUPATION(S) FUND COMPLEX
NAME, BIRTHDATE HELD WITH ELECTED OR INCLUDING OTHER DIRECTORSHIPS OVERSEEN BY
AND ADDRESS THE FUNDS APPOINTED(2) DURING PAST 5 YEARS BOARD MEMBER
------------------------------------------------------------------------------------------------------------------------------------
BOARD MEMBER WHO IS AN INTERESTED PERSON OF THE FUNDS:
------------------------------------------------------------------------------------------------------------------------------------
Timothy R. Schwertfeger (1) Chairman of 1994 Chairman and Director (since 1996) of Nuveen Investments, 152
3/28/49 the Board Inc. and Nuveen Investments, LLC; Director (since 1992) and
333 W. Wacker Drive and Trustee Chairman (since 1996) of Nuveen Advisory Corp. and Nuveen
Chicago, IL 60606 Institutional Advisory Corp.; Chairman and Director (since
1997) of Nuveen Asset Management Inc.; Director (since
1996) of Institutional Capital Corporation; Chairman and
Director (since 1999) of Rittenhouse Asset Management, Inc.;
Chairman of Nuveen Investments Advisers Inc. (since 2002).
BOARD MEMBERS WHO ARE NOT INTERESTED PERSONS OF THE FUNDS:
------------------------------------------------------------------------------------------------------------------------------------
Robert P. Bremner Board member 1997 Private Investor and Management Consultant. 152
8/22/40
333 W. Wacker Drive
Chicago, IL 60606
------------------------------------------------------------------------------------------------------------------------------------
Lawrence H. Brown Board member 1993 Retired (1989) as Senior Vice President of The Northern 152
7/29/34 Trust Company; Director, Community Advisory Board for
333 W. Wacker Drive Highland Park and Highwood, United Way of the North
Chicago, IL 60606 Shore (since 2002).
------------------------------------------------------------------------------------------------------------------------------------
Jack B. Evans Board member 1999 President, The Hall-Perrine Foundation, a private philanthropic 152
10/22/48 corporation (since 1996); Director and Vice Chairman, United
333 W. Wacker Drive Fire & Casualty Company; formerly Director, Federal Reserve
Chicago, IL 60606 Bank of Chicago; formerly, President and Chief Operating
Officer, SCI Financial Group, Inc., a regional financial
services firm.
------------------------------------------------------------------------------------------------------------------------------------
William C. Hunter Board member 2004 Dean and Distinguished Professor of Finance, School of 152
3/6/48 Business at the University of Connecticut (since 2003);
333 W. Wacker Drive previously Senior Vice President and Director of Research
Chicago, IL 60606 at the Federal Reserve Bank of Chicago (1995-2003);
Director, Credit Research Center at Georgetown University;
Director of Xerox Corporation (since 2004).
38
NUMBER OF
PORTFOLIOS IN
POSITION(S) YEAR FIRST PRINCIPAL OCCUPATION(S) FUND COMPLEX
NAME, BIRTHDATE HELD WITH ELECTED OR INCLUDING OTHER DIRECTORSHIPS OVERSEEN BY
AND ADDRESS THE FUNDS APPOINTED(2) DURING PAST 5 YEARS BOARD MEMBER
------------------------------------------------------------------------------------------------------------------------------------
BOARD MEMBERS WHO ARE NOT INTERESTED PERSONS OF THE FUNDS (CONTINUED):
------------------------------------------------------------------------------------------------------------------------------------
William J. Schneider Board member 1997 Senior Partner and Chief Operating Officer, Miller-Valentine 152
9/24/44 Group, Vice President, Miller-Valentine Realty, a construction
333 W. Wacker Drive company; Chair, Miami Valley Hospital; Chair, Dayton
Chicago, IL 60606 Development Coalition; formerly, Member, Community
Advisory Board, National City Bank, Dayton, Ohio and
Business Advisory Council, Cleveland Federal Reserve Bank.
------------------------------------------------------------------------------------------------------------------------------------
Judith M. Stockdale Board member 1997 Executive Director, Gaylord and Dorothy Donnelley 152
12/29/47 Foundation (since 1994); prior thereto, Executive Director,
333 W. Wacker Drive Great Lakes Protection Fund (from 1990 to 1994)
Chicago, IL 60606
NUMBER OF
PORTFOLIOS IN
POSITION(S) YEAR FIRST FUND COMPLEX
NAME, BIRTHDATE HELD WITH ELECTED OR PRINCIPAL OCCUPATION(S) OVERSEEN BY
AND ADDRESS THE FUNDS APPOINTED(3) DURING PAST 5 YEARS OFFICER
------------------------------------------------------------------------------------------------------------------------------------
OFFICERS OF THE FUNDS:
------------------------------------------------------------------------------------------------------------------------------------
Gifford R. Zimmerman Chief 1988 Managing Director (since 2002), Assistant Secretary and 152
9/9/56 Administrative Associate General Counsel, formerly, Vice President and
333 W. Wacker Drive Officer Assistant General Counsel of Nuveen Investments, LLC;
Chicago, IL 60606 Managing Director (since 2002), General Counsel and
Assistant Secretary, formerly, Vice President of Nuveen
Advisory Corp. and Nuveen Institutional Advisory Corp.;
Managing Director (since 2002), Assistant Secretary and
Associate General Counsel, formerly, Vice President
(since 2000), of Nuveen Asset Management Inc.; Managing
Director (since 2004) and Assistant Secretary (since 1994)
of Nuveen Investments Inc.; Assistant Secretary of NWQ
Investment Management Company, LLC (since 2002); Vice
President and Assistant Secretary of Nuveen Investments
Advisers Inc. (since 2002); Managing Director, Associate
General Counsel and Assistant Secretary of Rittenhouse
Asset Management, Inc. (since 2003); Chartered Financial Analyst.
------------------------------------------------------------------------------------------------------------------------------------
Julia L. Antonatos Vice President 2004 Vice President (since 2002), formerly, Assistant Vice President 152
9/22/63 (since 1999) of Nuveen Investments, LLC; Chartered
333 W. Wacker Drive Financial Analyst.
Chicago, IL 60606
------------------------------------------------------------------------------------------------------------------------------------
Michael T. Atkinson Vice President 2000 Vice President (since 2002), formerly, Assistant Vice 152
2/3/66 and Assistant President (since 2000), previously, Associate of Nuveen
333 W. Wacker Drive Secretary Investments, LLC.
Chicago, IL 60606
39
Board Members
AND OFFICERS (CONTINUED)
NUMBER OF
PORTFOLIOS IN
POSITION(S) YEAR FIRST FUND COMPLEX
NAME, BIRTHDATE HELD WITH ELECTED OR PRINCIPAL OCCUPATION(S) OVERSEEN BY
AND ADDRESS THE FUNDS APPOINTED(3) DURING PAST 5 YEARS OFFICER
------------------------------------------------------------------------------------------------------------------------------------
OFFICERS OF THE FUNDS (CONTINUED):
------------------------------------------------------------------------------------------------------------------------------------
Peter H. D'Arrigo Vice President 1999 Vice President of Nuveen Investments, LLC (since 1999), 152
11/28/67 and Treasurer prior thereto, Assistant Vice President (since 1997); Vice
333 W. Wacker Drive President and Treasurer of Nuveen Investments, Inc. (since
Chicago, IL 60606 1999); Vice President and Treasurer of Nuveen Advisory Corp.
and Nuveen Institutional Advisory Corp (since 1999); Vice
President and Treasurer of Nuveen Asset Management Inc.
(since 2002) and of Nuveen Investments Advisers Inc. (since
2002); Assistant Treasurer of NWQ Investment Management
Company, LLC (since 2002); Vice President and Treasurer of
Nuveen Rittenhouse Asset Management, Inc. (since 2003);
Chartered Financial Analyst.
------------------------------------------------------------------------------------------------------------------------------------
Jessica R. Droeger Vice President 2000 Vice President (since 2002) and Assistant General Counsel 152
9/24/64 and Secretary (since 1998); formerly, Assistant Vice President (since 1998)
333 W. Wacker Drive of Nuveen Investments, LLC; Vice President (since 2002)
Chicago, IL 60606 and Assistant Secretary (since 1998), formerly Assistant
Vice President of Nuveen Advisory Corp. and Nuveen
Institutional Advisory Corp.
------------------------------------------------------------------------------------------------------------------------------------
Lorna C. Ferguson Vice President 1998 Managing Director (since 2004) formerly, Vice President of 152
10/24/45 Nuveen Investments, LLC; Managing Director (since 2004)
333 W. Wacker Drive formerly, Vice President (since 1998) of Nuveen Advisory
Chicago, IL 60606 Corp. and Nuveen Institutional Advisory Corp.
------------------------------------------------------------------------------------------------------------------------------------
William M. Fitzgerald Vice President 1995 Managing Director (since 2002) of Nuveen Investments, 152
3/2/64 LLC; Managing Director (since 2001), formerly Vice President
333 W. Wacker Drive of Nuveen Advisory Corp. and Nuveen Institutional Advisory
Chicago, IL 60606 Corp. (since 1995); Managing Director of Nuveen Asset
Management Inc. (since 2001); Vice President of Nuveen
Investment Advisers Inc. (since 2002); Chartered Financial Analyst.
------------------------------------------------------------------------------------------------------------------------------------
Stephen D. Foy Vice President 1998 Vice President (since 1993) and Funds Controller (since 1998) 152
5/31/54 and Controller of Nuveen Investments, LLC; formerly, Vice President and
333 W. Wacker Drive Funds Controller (1998-2003) of Nuveen Investments, Inc.;
Chicago, IL 60606 Certified Public Accountant.
40
NUMBER OF
PORTFOLIOS IN
POSITION(S) YEAR FIRST FUND COMPLEX
NAME, BIRTHDATE HELD WITH ELECTED OR PRINCIPAL OCCUPATION(S) OVERSEEN BY
AND ADDRESS THE FUNDS APPOINTED(3) DURING PAST 5 YEARS OFFICER
------------------------------------------------------------------------------------------------------------------------------------
OFFICERS OF THE FUNDS (CONTINUED):
------------------------------------------------------------------------------------------------------------------------------------
James D. Grassi Vice President 2004 Vice President and Deputy Director of Compliance 152
4/13/56 and Chief (since August 2004) of Nuveen Investments, LLC,
333 W. Wacker Drive Compliance Nuveen Investments Advisers Inc., Nuveen Asset
Chicago, IL 60606 Officer Management Inc., Nuveen Advisory Corp., Nuveen
Institutional Advisory Corp. and Rittenhouse Asset
Management, Inc.; formerly, Senior Attorney
(1994-July 2004), The Northern Trust Company.
------------------------------------------------------------------------------------------------------------------------------------
David J. Lamb Vice President 2000 Vice President (since 2000) of Nuveen Investments, 152
3/22/63 LLC, previously Assistant Vice President (since 1999);
333 W. Wacker Drive prior thereto, Associate of Nuveen Investments, LLC;
Chicago, IL 60606 Certified Public Accountant.
------------------------------------------------------------------------------------------------------------------------------------
Tina M. Lazar Vice President 2002 Vice President (since 1999), previously, Assistant Vice 152
8/27/61 President (since 1993) of Nuveen Investments, LLC.
333 W. Wacker Drive
Chicago, IL 60606
------------------------------------------------------------------------------------------------------------------------------------
Larry W. Martin Vice President 1988 Vice President, Assistant Secretary and Assistant General 152
7/27/51 and Assistant Counsel of Nuveen Investments, LLC; Vice President and
333 W. Wacker Drive Secretary Assistant Secretary of Nuveen Advisory Corp. and Nuveen
Chicago, IL 60606 Institutional Advisory Corp.; Assistant Secretary of Nuveen
Investments, Inc. and (since 1997) Nuveen Asset Management
Inc.; 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); Assistant
Secretary of NWQ Investment Management Company, LLC
(since 2002).
------------------------------------------------------------------------------------------------------------------------------------
Edward F. Neild, IV Vice President 1996 Managing Director (since 2002) of Nuveen Investments, LLC; 152
7/7/65 Managing Director (since 1997), formerly Vice President
333 W. Wacker Drive (since 1996) of Nuveen Advisory Corp. and Nuveen Institutional
Chicago, IL 60606 Advisory Corp.; Managing Director of Nuveen Asset Management
Inc. (since 1999). Chartered Financial Analyst.
(1) Mr. Schwertfeger is an "interested person" of the Funds, as defined in the
Investment Company Act of 1940, because he is an officer and board member
of the Adviser.
(2) Board members serve an indefinite term until his/her successor is elected.
The year first elected or appointed represents the year in which the board
member was first elected or appointed to any fund in the Nuveen Complex.
(3) Officers serve one year terms through July of each year. The year first
elected or appointed represents the year in which the Officer was first
elected or appointed to any fund in the Nuveen Complex.
41
Reinvest Automatically
EASILY AND CONVENIENTLY
Sidebar text: NUVEEN MAKES REINVESTING EASY. A PHONE CALL IS ALL IT TAKES TO SET
UP YOUR REINVESTMENT ACCOUNT.
NUVEEN CLOSED-END EXCHANGE-TRADED FUNDS
DIVIDEND REINVESTMENT PLAN
Your Nuveen Closed-End Exchange-Traded Fund allows you to conveniently reinvest
dividends and/or capital gains distributions in additional fund shares.
By choosing to reinvest, you'll be able to invest money regularly and
automatically, and watch your investment grow through the power of tax-free
compounding. Just like dividends or distributions in cash, there may be times
when income or capital gains taxes may be payable on dividends or distributions
that are reinvested.
It is important to note that an automatic reinvestment plan does not ensure a
profit,nor does it protect you against loss in a declining market.
EASY AND CONVENIENT
To make recordkeeping easy and convenient, each month you'll receive a statement
showing your total dividends and distributions, the date of investment, the
shares acquired and the price per share, and the total number of shares you own.
HOW SHARES ARE PURCHASED
The shares you acquire by reinvesting will either be purchased on the open
market or newly issued by the Fund. If the shares are trading at or above net
asset value at the time of valuation, the Fund will issue new shares at the
then-current market price. If the shares are trading at less than net asset
value, shares for your account will be purchased on the open market. Dividends
and distributions received to purchase shares in the open market will normally
be invested shortly after the dividend payment date. No interest will be paid on
the dividends or distributions awaiting reinvestment. Because the market price
may increase before purchases are completed, the average purchase price per
share may exceed the market price at the time of valuation, resulting in the
acquisition of fewer shares than if the dividend or distribution had been paid
in shares issued by the Fund. A pro rata portion of any applicable brokerage
commissions on open market purchases will be paid by Plan participants. These
commissions usually will be lower than those charged on individual transactions.
FLEXIBLE
You may change your distribution option or withdraw from the Plan at any time,
should your needs or situation change. Should you withdraw, you can receive a
certificate for all whole shares credited to your reinvestment account and cash
payment for fractional shares, or cash payment for all reinvestment account
shares, less brokerage commissions and a $2.50 service fee.
You can reinvest whether your shares are registered in your name, or in the name
of a brokerage firm, bank, or other nominee. Ask your investment advisor if his
or her firm will participate on your behalf. Participants whose shares are
registered in the name of one firm may not be able to transfer the shares to
another firm and continue to participate in the Plan.
The Fund reserves the right to amend or terminate the Plan at any time. Although
the Fund reserves the right to amend the Plan to include a service charge
payable by the participants, there is no direct service charge to participants
in the Plan at this time.
For more information on the Nuveen Automatic Reinvestment Plan or to enroll in
or withdraw from the Plan, speak with your financial advisor or call us at (800)
257-8787.
42
Other Useful
INFORMATION
QUARTERLY PORTFOLIO OF INVESTMENTS AND PROXY VOTING INFORMATION
Each Fund's (i) quarterly portfolio of investments and (ii) information
regarding how the Funds voted proxies relating to portfolio securities held
during the most recent 12-month period ended June 30, 2004, are available
without charge, upon request, by calling Nuveen Investments toll-free at (800)
257-8787 or on Nuveen's web site at www.nuveen.com.
You may also obtain this and other Fund information directly from the Securities
and Exchange Commission ("SEC"). The SEC may charge a copying fee for this
information. Visit the SEC on-line at http://www.sec.gov or in person at the
SEC's Public Reference Room in Washington, D.C. Call the SEC at 1-202-942-8090
for room hours and operation. You may also request Fund information by sending
an e-mail request to publicinfo@sec.gov or by writing to the SEC's Public
References Section at 450 Fifth Street NW, Washington, D.C. 20549.
GLOSSARY OF TERMS USED IN THIS REPORT
AVERAGE ANNUAL TOTAL RETURN: This is a commonly used method to express an
investment's performance over a particular, usually multi-year time period. It
expresses the return that would have been necessary each year to equal the
investment's actual cumulative performance (including change in NAV or market
price and reinvested dividends and capital gains distributions, if any) over the
time period being considered.
AVERAGE EFFECTIVE MATURITY: The average of all the maturities of the bonds in a
fund's portfolio, computed by weighting each maturity date (the date the
security comes due) by the market value of the security. This figure does not
account for the likelihood of prepayments or the exercise of call provisions.
AVERAGE MODIFIED DURATION: Duration is a measure of the sensitivity of a bond or
bond fund's value to changes when interest rates change. Generally, the longer a
bond or fund's duration, the more the price of the bond or fund will change as
interest rates change.
MARKET YIELD (ALSO KNOWN AS DIVIDEND YIELD OR CURRENT YIELD): An investment's
current annualized dividend divided by its current market price.
NET ASSET VALUE (NAV): A Fund's common share NAV per share is calculated by
subtracting the liabilities of the Fund from its total assets and then dividing
the remainder by the number of shares outstanding. Fund NAVs are calculated at
the end of each business day.
TAXABLE-EQUIVALENT YIELD: The yield necessary from a fully taxable investment to
equal, on an after-tax basis, the yield of a municipal bond investment.
BOARD OF DIRECTORS
Robert P. Bremner
Lawrence H. Brown
Jack B. Evans
William C. Hunter
William J. Schneider
Timothy R. Schwertfeger
Judith M. Stockdale
FUND MANAGER
Nuveen Advisory Corp.
333 West Wacker Drive
Chicago, IL 60606
CUSTODIAN
State Street Bank & Trust
Boston, MA
TRANSFER AGENT AND
SHAREHOLDER SERVICES
State Street Bank & Trust
Nuveen Funds
P.O. Box 43071
Providence, RI 02940-3071
(800) 257-8787
LEGAL COUNSEL
Chapman and Cutler LLP
Chicago, IL
INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Ernst & Young LLP
Chicago, IL
Each Fund intends to repurchase shares of its own common or preferred stock in
the future at such times and in such amounts as is deemed advisable. No shares
were repurchased during the period ended October 31, 2004. Any future
repurchases will be reported to shareholders in the next annual or semiannual
report.
43
Nuveen Investments:
SERVING Investors
For GENERATIONS
Photo of: 2 women looking at a photo album.
Since 1898, financial advisors and their clients have relied on Nuveen
Investments to provide dependable investment solutions. For the past century,
Nuveen Investments has adhered to the belief that the best approach to investing
is to apply conservative risk-management principles to help minimize volatility.
Building on this tradition, we today offer a range of high quality equity and
fixed-income solutions that are integral to a well-diversified core portfolio.
Our clients have come to appreciate this diversity, as well as our continued
adherence to proven, long-term investing principles.
WE OFFER MANY DIFFERENT INVESTING SOLUTIONS FOR OUR CLIENTS' DIFFERENT NEEDS.
Managing $100 billion in assets, Nuveen Investments offers access to a number of
different asset classes and investing solutions through a variety of products.
Nuveen Investments markets its capabilities under four distinct brands: Nuveen,
a leader in tax-free investments; NWQ, a leader in value-style equities;
Rittenhouse, a leader in growth-style equities; and Symphony, a leading
institutional manager of market-neutral alternative investment portfolios.
FIND OUT HOW WE CAN HELP YOU REACH YOUR FINANCIAL GOALS.
To learn more about the products and services Nuveen Investments offers and for
a prospectus, where applicable, talk to your financial advisor, or call us at
(800) 257-8787. Please read the information carefully before you invest.
o Share prices
Learn more o Fund details
about Nuveen Funds at o Daily financial news
WWW.NUVEEN.COM/ETF o Investor education
o Interactive planning tools
Logo: NUVEEN Investments
EAN-A-1004D
ITEM 2. CODE OF ETHICS.
As of the end of the period covered by this report, the registrant has adopted
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller, or
persons performing similar functions. The registrant has posted such code of
ethics on its website at www.nuveen.com/etf.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
The registrant's Board of Directors or Trustees determined that the registrant
has at least one "audit committee financial expert" (as defined in Item 3 of
Form N-CSR) serving on its Audit Committee. The registrant's audit committee
financial expert is Jack B. Evans, Chairman of the Audit Committee, who is
"independent" for purposes of Item 3 of Form N-CSR. Mr. Evans has served as the
registrant's audit committee financial expert from July 26, 2004 to the end of
the reporting period on October 31, 2004.
Prior to July 26, 2004, William E. Bennett, who was "independent" for purposes
of Item 3 of Form N-CSR, served as the audit committee financial expert.
Although Mr. Bennett served as the audit committee financial expert during the
reporting period, he unexpectedly resigned from the Board effective April 30,
2004. Accordingly for this reporting period, the registrant did not have a
designated "audit committee financial expert" from May 1, 2004 to July 26, 2004.
Mr. Evans was formerly President and Chief Operating Officer of SCI Financial
Group, Inc., a full service registered broker-dealer and registered investment
adviser ("SCI"). As part of his role as President and Chief Operating Officer,
Mr. Evans actively supervised the Chief Financial Officer (the "CFO") and
actively supervised the CFO's preparation of financial statements and other
filings with various regulatory authorities. In such capacity, Mr. Evans was
actively involved in the preparation of SCI's financial statements and the
resolution of issues raised in connection therewith. Mr. Evans has also served
on the audit committee of various reporting companies. At such companies, Mr.
Evans was involved in the oversight of audits, audit plans, and the preparation
of financial statements. Mr. Evans also formerly chaired the audit committee of
the Federal Reserve Bank of Chicago.
Mr. Bennett was formerly Executive Vice President and Chief Credit Officer of
First Chicago Corporation and its principal subsidiary, The First National Bank
of Chicago. As part of his role as Chief Credit Officer, Mr. Bennett set policy
as to accrual of assets/loans; designated performing/non-performing assets; set
the level of reserves against the credit portfolio; and determined the carrying
value of credit related assets and exposure. Among other things, Mr. Bennett was
also responsible for the oversight of the internal analysis function including
setting ground rules for the review and preparation of financial analysis and
financial statements for use in making credit and risk decisions for clients.
Mr. Bennett has significant experience reviewing, analyzing and evaluating
financial statements of domestic and international companies in a variety of
industries with complex accounting issues.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
NUVEEN MUNICIPAL INCOME FUND, INC.
The following tables show the amount of fees that Ernst & Young LLP, the Fund's
auditor, billed to the Fund during the Fund's last two full fiscal years. For
engagements with Ernst & Young LLP entered into on or after May 6, 2003, the
Audit Committee approved in advance all audit services and non-audit services
that Ernst & Young LLP provided to the Fund, except for those non-audit services
that were subject to the pre-approval exception under Rule 2-01 of Regulation
S-X (the "pre-approval exception"). The pre-approval exception for services
provided directly to the Fund waives the pre-approval requirement for services
other than audit, review or attest services if: (A) the aggregate amount of all
such services provided constitutes no more than 5% of the total amount of
revenues paid by the Fund to its accountant during the fiscal year in which the
services are provided; (B) the Fund did not recognize the services as non-audit
services at the time of the engagement; and (C) the services are promptly
brought to the Audit Committee's attention, and the Committee (or its delegate)
approves the services before the audit is completed.
The Audit Committee has delegated certain pre-approval responsibilities to its
Chairman (or, in his absence, any other member of the Audit Committee).
SERVICES THAT THE FUND'S AUDITOR BILLED TO THE FUND
AUDIT FEES BILLED AUDIT-RELATED FEES TAX FEES ALL OTHER FEES
FISCAL YEAR ENDED TO FUND BILLED TO FUND BILLED TO FUND BILLED TO FUND
------------------------------------------------------------------------------------------------------------------------------------
October 31, 2004 $ 7,286 $ 0 $ 364 $ 0
------------------------------------------------------------------------------------------------------------------------------------
Percentage approved N/A 0% 0% 0%
pursuant to
pre-approval
exception
------------------------------------------------------------------------------------------------------------------------------------
October 31, 2003 $ 6,658 $ 0 $ 367 $ 0
------------------------------------------------------------------------------------------------------------------------------------
Percentage approved N/A 0% 0% 0%
pursuant to
pre-approval
exception
------------------------------------------------------------------------------------------------------------------------------------
The above "Tax Fees" were billed for professional services for tax advice, tax
compliance and tax planning.
SERVICES THAT THE FUND'S AUDITOR BILLED TO THE
ADVISER AND AFFILIATED FUND SERVICE PROVIDERS
The following tables show the amount of fees billed by Ernst & Young LLP to
Nuveen Advisory Corp. ("NAC" or the "Adviser"), and any entity controlling,
controlled by or under common control with NAC ("Control Affiliate") that
provides ongoing services to the Fund ("Affiliated Fund Service Provider"), for
engagements directly related to the Fund's operations and financial reporting,
during the Fund's last two full fiscal years.
The table also shows the percentage of fees subject to the pre-approval
exception. The pre-approval exception for services provided to the Adviser and
any Affiliated Fund Service Provider (other than audit, review or attest
services) waives the pre-approval requirement if: (A) the aggregate amount of
all such services provided constitutes no more than 5% of the total amount of
revenues paid to Ernst & Young LLP by the Fund, the Adviser and Affiliated Fund
Service Providers during the fiscal year in which the services are provided that
would have to be pre-approved by the Audit Committee; (B) the Fund did not
recognize the services as non-audit services at the time of the engagement; and
(C) the services are promptly brought to the Audit Committee's attention, and
the Committee (or its delegate) approves the services before the Fund's audit is
completed.
FISCAL YEAR ENDED AUDIT-RELATED FEES TAX FEES BILLED TO ALL OTHER FEES
BILLED TO ADVISER AND ADVISER AND BILLED TO ADVISER
AFFILIATED FUND AFFILIATED FUND AND AFFILIATED FUND
SERVICE PROVIDERS SERVICE PROVIDERS SERVICE PROVIDERS
------------------------------------------------------------------------------------------------------------------------------------
October 31, 2004 $ 0 $ 0 $ 0
------------------------------------------------------------------------------------------------------------------------------------
Percentage approved 0% 0% 0%
pursuant to
pre-approval
exception
------------------------------------------------------------------------------------------------------------------------------------
October 31, 2003 $ 0 $ 0 $ 0
------------------------------------------------------------------------------------------------------------------------------------
Percentage approved N/A N/A N/A
pursuant to
pre-approval
exception
------------------------------------------------------------------------------------------------------------------------------------
NON-AUDIT SERVICES
The following table shows the amount of fees that Ernst & Young LLP billed
during the Fund's last two full fiscal years for non-audit services. For
engagements entered into on or after May 6, 2003, the Audit Committee is
required to pre-approve non-audit services that Ernst & Young LLP provides to
the Adviser and any Affiliated Fund Services Provider, if the engagement related
directly to the Fund's operations and financial reporting (except for those
subject to the de minimis exception described above). The Audit Committee
requested and received information from Ernst & Young LLP about any non-audit
services that Ernst & Young LLP rendered during the Fund's last fiscal year to
the Adviser and any Affiliated Fund Service Provider. The Committee considered
this information in evaluating Ernst & Young LLP independence.
FISCAL YEAR ENDED TOTAL NON-AUDIT FEES
BILLED TO ADVISER AND
AFFILIATED FUND SERVICE TOTAL NON-AUDIT FEES
PROVIDERS (ENGAGEMENTS BILLED TO ADVISER AND
RELATED DIRECTLY TO THE AFFILIATED FUND SERVICE
TOTAL NON-AUDIT FEES OPERATIONS AND FINANCIAL PROVIDERS (ALL OTHER
BILLED TO FUND REPORTING OF THE FUND) ENGAGEMENTS) TOTAL
------------------------------------------------------------------------------------------------------------------------------------
October 31, 2004 $ 364 $ 0 $ 0 $ 364
October 31, 2003 $ 367 $ 0 $ 0 $ 367
Audit Committee Pre-Approval Policies and Procedures. Generally, the audit
committee must approve (i) all non-audit services to be performed for the Fund
by the Fund's independent accountants and (ii) all audit and non-audit services
to be performed by the Fund's independent accountants for the Affiliated Fund
Service Providers with respect to operations and financial reporting of the
Fund. Regarding tax and research projects conducted by the independent
accountants for the Fund and Affiliated Fund Service Providers (with respect to
operations and financial reports of the 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.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
The registrant's Board of Directors or Trustees has a separately designated
audit committee established in accordance with Section 3(a)(58)(A) of the
Securities Exchange Act of 1934, as amended (the "Exchange Act") (15 U.S.C.
78c(a)(58)(A)). The members of the audit committee are Robert P. Bremner,
Lawrence H. Brown, Jack B. Evans and William J. Schneider.
ITEM 6. SCHEDULE OF INVESTMENTS.
See Schedule I in Item 1.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
In the rare event that a municipal issuer held by the Fund were to issue a proxy
or that the Fund were to receive a proxy issued by a cash management security,
the Adviser would either engage an independent third party to determine how the
proxy should be voted or vote the proxy with the consent, or based on the
instructions, of the Fund's Board of Directors or Trustees or its
representative. In the case of a conflict of interest, the proxy would be
submitted to the applicable Fund's Board to determine how the proxy should be
voted. A member of the Adviser's legal department would oversee the
administration of the voting, and ensure that records were maintained in
accordance with Rule 204-2(c)(2) under the Investment Advisers Act of 1940 (17
CFR 275.204-2(c)(2)), reports were filed with the SEC on Form N-PX, and the
results were provided to the Board of Directors or Trustees and made available
to shareholders as required by applicable rules.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable at this time.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
In the event of a vacancy on the Board, the nominating and governance committee
receives suggestions from various sources, including shareholders, as to
suitable candidates. Suggestions should be sent in writing to Lorna Ferguson,
Vice President for Board Relations, Nuveen Investments, 333 West Wacker Drive,
Chicago, IL 60606. The nominating and governance committee sets appropriate
standards and requirements for nominations for new directors or trustees and
reserves the right to interview all candidates and to make the final selection
of any new directors or trustees.
ITEM 11. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of this report that includes the disclosure
required by this paragraph, based on their evaluation of the controls
and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR
270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act
(17 CFR 240.13a-15(b) or 240.15d-15(b)).
(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act
(17 CFR 270.30a-3(d)) that occurred during the second fiscal quarter
of the period covered by this report that has materially affected, or
is reasonably likely to materially affect, the registrant's internal
control over financial reporting.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a)(1) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit: Not applicable
because posted on registrant's website at www.nuveen.com/etf.
(a)(2) A separate certification for each principal executive officer and
principal financial officer of the registrant as required by Rule 30a-2(a) under
the 1940 Act (17 CFR 270.30a-2(a)) in the exact form set forth below: Ex-99.CERT
Attached hereto.
(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under
the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the
report by or on behalf of the registrant to 10 or more persons. Not applicable.
(b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act,
provide the certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR
270.30a-2(b)); Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR
240.13a-14(b) or 240.15d-14(b)), and Section 1350 of Chapter 63 of Title 18 of
the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished
pursuant to this paragraph will not be deemed "filed" for purposes of Section 18
of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of
that section. Such certification will not be deemed to be incorporated by
reference into any filing under the Securities Act of 1933 or the Exchange Act,
except to the extent that the registrant specifically incorporates it by
reference. Ex-99.906 CERT attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Nuveen Municipal Income Fund, Inc.
-----------------------------------------------------------
By (Signature and Title)* /s/ Jessica R. Droeger
----------------------------------------------
Jessica R. Droeger
Vice President and Secretary
Date: January 6, 2005
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Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ Gifford R. Zimmerman
----------------------------------------------
Gifford R. Zimmerman
Chief Administrative Officer
(Principal Executive Officer)
Date: January 6, 2005
-------------------------------------------------------------------
By (Signature and Title)* /s/ Stephen D. Foy
----------------------------------------------
Stephen D. Foy
Vice President and Controller
(Principal Financial Officer)
Date: January 6, 2005
-------------------------------------------------------------------
* Print the name and title of each signing officer under his or her signature.