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 811-5235 --------------------- Nuveen California Municipal Value Fund, Inc. ------------------------------------------------------------------------------ (Exact name of registrant as specified in charter) Nuveen Investments 333 West Wacker Drive Chicago, IL 60606 ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip code) Jessica R. Droeger Nuveen Investments 333 West Wacker Drive Chicago, IL 60606 ------------------------------------------------------------------------------ (Name and address of agent for service) Registrant's telephone number, including area code: (312) 917-7700 ------------------- Date of fiscal year end: August 31 ------------------ Date of reporting period: August 31, 2004 ------------------ 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 August 31, 2004 Nuveen Investments Municipal Closed-End Exchange-Traded Funds NUVEEN CALIFORNIA MUNICIPAL VALUE FUND, INC. NCA NUVEEN CALIFORNIA PERFORMANCE PLUS MUNICIPAL FUND, INC. NCP NUVEEN CALIFORNIA MUNICIPAL MARKET OPPORTUNITY FUND, INC. NCO NUVEEN CALIFORNIA INVESTMENT QUALITY MUNICIPAL FUND, INC. NQC NUVEEN CALIFORNIA SELECT QUALITY MUNICIPAL FUND, INC. NVC NUVEEN CALIFORNIA QUALITY INCOME MUNICIPAL FUND, INC. NUC Photo of: Man and woman sitting on porch. Photo of: 2 children sitting in the grass. DEPENDABLE, TAX-FREE INCOME BECAUSE IT'S NOT WHAT YOU EARN, IT'S WHAT YOU KEEP.(R) Logo: NUVEEN Investments Photo of: Woman Photo of: Man and child Photo of: Woman NOW YOU CAN RECEIVE YOUR NUVEEN FUND REPORTS FASTER. NO MORE WAITING. SIGN UP TODAY TO RECEIVE NUVEEN FUND INFORMATION BY E-MAIL. It only takes a minute to sign up for E-Reports. Once enrolled, you'll receive an e-mail as soon as your Nuveen Investments Fund information is ready -- no more waiting for delivery by regular mail. Just click on the link within the e-mail to see the report, and save it on your computer if you wish. ------------------ DELIVERY DIRECT TO YOUR E-MAIL INBOX ------------------ IT'S FAST, EASY & FREE: WWW.INVESTORDELIVERY.COM if you get your Nuveen Fund dividends and statements from your financial advisor or brokerage account. OR WWW.NUVEEN.COM/CORPORATE/ENROLLMENT if you get your Nuveen Fund dividends and statements directly from Nuveen. (Be sure to have the address sheet that accompanied this report handy. You'll need it to complete the enrollment process.) Logo: NUVEEN Investments 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 reporting period your Fund continued to provide you with monthly income free from both federal and California state income taxes, as well as with an attractive total return. For more specific information about the performance of your Fund, please see the Portfolio Manager's Comments and Performance Overview sections of this report. With long-term interest rates still near historic lows, many investors have begun to wonder whether these interest rates will 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 is an important component in achieving your long-term financial goals. A well-diversified portfolio may -------------------------------------------------------------------------------- "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." -------------------------------------------------------------------------------- actually help to reduce your overall investment risk, and we believe that a municipal bond investment like your Nuveen California 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 October 15, 2004 Nuveen California Municipal Closed-End Exchange-Traded Funds (NCA, NCP, NCO, NQC, NVC, NUC) Portfolio Manager's PERSPECTIVE Portfolio manager Scott Romans discusses the market environment, key investment strategies and the annual performance of the California Funds. Scott, who joined Nuveen in 2000, has managed these six Funds since January 2003. WHAT FACTORS AFFECTED THE U.S. ECONOMY AND MUNICIPAL MARKET DURING THE ANNUAL REPORTING PERIOD ENDED AUGUST 31, 2004? Over the entire 12 months, the U.S. economy demonstrated evidence of improvement in a number of key areas, although the recovery slowed somewhat in the last five months of the period. After surging at the fastest pace in almost 20 years (7.4% annualized) during the third quarter of 2003, the U.S. gross domestic product (GDP) expanded at annualized rates of 4.2% in the fourth quarter of 2003 and 4.5% in the first quarter of 2004. However, during the second quarter of 2004 rising energy prices restrained consumer spending, which in turn impacted economic momentum and GDP growth in the second quarter moderated to 3.3% annualized. Higher energy costs also fueled increased worries about the future rate of inflation. While rises in consumer prices were relatively tame over this fiscal year, the annualized rise of 3.7% in the Consumer Price Index for the eight months ended August 2004 was running well ahead of the 1.9% increase for all of 2003. During the second quarter of 2004 in particular, inflation concerns, combined with the general pace of economic recovery and continued geopolitical uncertainty, caused heightened volatility in the longer-term fixed-income markets. This volatility can be seen in the yield of the Bond Buyer 25 Revenue Bond Index, a widely followed long-term municipal bond index, over the course of this fiscal year (September 1, 2003 through August 31, 2004). At the start of the period, the index yield was 5.41%, still close to its mid-August 2003 peak of 5.50%. From there, the yield dropped steadily over the next seven months to 4.73% by mid-March 2004. As investors increasingly anticipated action by the Federal Reserve in response to a series of improved employment reports, the index yield began to climb again, rising more than 80 basis points over the next 12 weeks to 5.45%, before retreating to end August 2004 at 5.13%. 4 Between June and August 2004, the Fed moved twice to increase the short-term fed funds rate by a total of 50 basis points in an attempt to promote a sustainable economic recovery without increasing inflationary pressures. (On September 21, following the close of this reporting period, the Fed added another 25 basis points to its fed funds target rate, bringing it to 1.75%.) Historically, long-term interest rates often have moved in the same direction when the Fed has adjusted short-term rates up or down. Municipal supply nationwide continued to be relatively strong over the entire 12-month reporting period, with $369.5 billion in new bonds coming to market. Looking just at 2004, new issue supply reached $241 billion for the first eight months, a decrease of 5% from January-August 2003's record $254 billion. HOW ABOUT MARKET AND ECONOMIC CONDITIONS IN CALIFORNIA? The biggest story in California over this 12-month period was voters' approval of $15 billion in economic recovery bonds (ERBs) in March 2004 and the state's subsequent issuance of $11 billion of ERBs in May and June. This essentially resolved the cash flow crisis that was facing California on June 30 when the state's fiscal year ended. While many observers believe work remains to address the state's longer-term deficit problems, the ERBs improved the state's balance sheet liquidity and, combined with California's steadily recovering economy, led all three major credit rating agencies to upgrade the state's $33 billion of outstanding general obligation debt. In May 2004, Moody's revised its rating of California GOs to A3 from Baa1, followed in August 2004 by Standard & Poor's upgrade to A from BBB. S&P also removed California from its credit watch. (On September 7, following the end of this reporting period, Fitch moved its rating for California to A- from BBB.) During the 12-month reporting period ended August 2004, issuers in California sold $58.6 billion in new municipal bonds, down 8% from the previous 12-month period. For the first eight months of 2004, supply was slightly more plentiful, due in part to the ERBs, with issuance totaling $42.7 billion, on par with January-August 2003 levels. 5 On July 31, 2004, the state enacted its $105 billion fiscal 2005 budget, closing a $14 billion structural gap through a combination of expenditure cuts, borrowing and fund transfers, but no new tax increases. While we believe this represents meaningful progress toward fiscal balance in California, the potential still exists for smaller, but significant, deficits to re-emerge in fiscal 2006 and 2007 if no further action is taken by that time. This is partially the result of budget compromises--which offered future concessions for current spending cuts--negotiated with various constituents, including education groups, unions representing state workers, and Native Americans. These deals could limit the state's ability to address future gaps. On a positive note, in July 2004, the state controller's office reported that fiscal 2004 general fund revenues totaled $75.5 billion, an increase of 10% from fiscal 2003, and current economic data suggest that revenue growth assumptions in the 2005 budget are reasonable. California continued to benefit from the stability provided by a diverse state economy. Overall, the general economic downturn of the past several years has had a limited impact, despite severe weakness in the Silicon Valley area which skewed economic and job performance statistics for the entire state. Recent indicators suggest that the employment picture in Silicon Valley is stabilizing, while the jobless rate in California as a whole dropped to 5.8% in August 2004, compared with 6.8% in August 2003. The national average in August 2004 was 5.4%. Personal income growth in California consistently has outpaced the national average over the past two years, which benefits the state budget since personal income taxes represent approximately 50% of the state's general fund revenues. California's housing market also continued to be very strong, both in the Bay area and Southern California, with tight inventories of homes for sale and foreclosure rates at the lowest level in 10 years. IN THIS ENVIRONMENT, WHAT KEY STRATEGIES WERE USED TO MANAGE THE FUNDS DURING THE 12 MONTHS ENDED AUGUST 31, 2004? As the market continued to anticipate increased interest rates, our major focus during this reporting period remained on efforts to find bonds that we thought represented good value or that we judged would have attractive total return potential under a variety of market scenarios. With the yield curve relatively steep during this period, our purchase 6 activity focused on finding attractive securities in the long-intermediate part of the curve (i.e., bonds that mature in 15 to 20 years). In many cases, these bonds offered yields similar to those of longer-term bonds with less inherent interest rate risk and greater total return prospects. We believe this yield curve positioning also may help the Funds produce more consistent returns over time as interest rates rise and fall. Much of the municipal bond issuance in California during this period came from the general and limited tax obligation sectors, and we increased each Fund's overall allocation to these sectors in all six Funds over the 12 month period. As the credit ratings on California GOs were upgraded in recent months, their prices generally improved and the Funds were able to capture some of this benefit. We also purchased bonds whose coupons were higher than the prevailing market interest rates. Historically, these bonds often have held value better than current coupon bonds when interest rates have risen. Some of the additions to our portfolios over the past 12 months were financed through the sale of bonds with longer maturities (i.e., beyond 20 years). In addition, we also sought to reduce our positions in pre-refunded bonds with shorter effective maturities or durations. In NCA, for example, we pared our holdings of pre-refunded and escrowed bonds to 13% from 18% over the course of the fiscal year, and reduced NUC's allocation of these bonds to 9% from 14% over the period. We also worked to diversify credit risk by reducing the Funds' positions in certain lower-rated and non-rated holdings. Since lower-rated bonds generally performed well over the 12 month period, we considered it a good time to take advantage of opportunities to sell some bonds at very attractive prices. We also were able to sell some lower-rated bonds with short call dates at what we thought were very attractive prices. These bonds generally had less upside potential than bonds with longer call or maturity dates. However, we were careful to balance these efforts against the goal of building and maintaining the Funds' income streams. Even as we sold some BBB rated bonds, we continued to add other BBB and sub-investment grade bonds to the portfolios. 7 In cases where our research showed promising credit situations, we were willing to buy bonds further out on the yield curve than our target range. We believed these bonds held the potential for meaningful price improvement if the conditions of the issuers improved as expected. HOW DID THE FUNDS PERFORM DURING THIS FISCAL YEAR? Individual results for the Nuveen California Funds, as well as for relevant benchmarks, are presented in the accompanying table. TOTAL RETURNS ON NET ASSET VALUE For periods ended 8/31/04 (Annualized) 1-YEAR 5-YEAR 10-YEAR --------------------------------------------------------------------- NCA1 8.40% 6.35% 5.88% --------------------------------------------------------------------- NCP 12.00% 7.54% 6.97% --------------------------------------------------------------------- NCO 12.86% 7.53% 7.01% --------------------------------------------------------------------- NQC 11.11% 7.68% 6.90% --------------------------------------------------------------------- NVC 11.97% 7.88% 7.30% --------------------------------------------------------------------- NUC 11.76% 7.18% 7.26% --------------------------------------------------------------------- --------------------------------------------------------------------- Lehman Brothers CA Tax-Exempt Bond Index2 8.04% 6.60% 6.67% --------------------------------------------------------------------- Lipper CA Municipal Debt Funds Average3 11.91% 7.50% 7.09% --------------------------------------------------------------------- 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 August 31, 2004, the annual total returns on net asset value (NAV) for all six Funds in this report outperformed the return on the Lehman Brothers California Tax-Exempt Bond Index. NCP, NCO and NVC also outperformed the average return for the Lipper California peer group for this period, while NCA, NQC and NUC trailed the Lipper average. One of the primary factors benefiting the 12-month performances of NCP, NCO, NQC, NVC and NUC relative to that of the unleveraged Lehman index was those Funds' use of 1 NCA is an unleveraged Fund; the other Nuveen Funds are leveraged. 2 The Lehman Brothers California Tax-Exempt Bond Index is an unleveraged, unmanaged index comprising a broad range of investment-grade California municipal bonds. Results for the Lehman index do not reflect any expenses. 3 The Lipper California Municipal Debt Funds category average is calculated using the returns of all leveraged and unleveraged closed-end exchange-traded funds in this category for each period as follows: 1 year, 30 funds; 5 years, 19 funds; and 10 years, 17 funds. Fund and Lipper returns assume reinvestment of dividends. 8 financial leverage. These Funds leverage themselves by issuing MuniPreferred(R) shares that pay dividends based on current short-term rates and essentially do not bear the risk of principal loss or gain. While leveraging can add volatility to the Funds' NAVs and share prices, especially when substantial shifts in interest rates occur, this strategy can also provide opportunities for additional income and total returns for common shareholders when short-term interest rates remain low and long-term rates are relatively steady or falling. Because NCA is not leveraged, it could not benefit from this strategy, and this accounted for much of the performance differential between this Fund and the five leveraged Funds over this period. Another factor that influenced the Funds' performances during this reporting period was their relative yield curve positioning. For much of the reporting period, NCP and NCO were more heavily weighted toward the longer end of the yield curve, which helped their performance in what generally was a falling rate environment. By contrast, NQC had relatively more exposure to the short end of the curve, in part because of a greater number of bonds priced to shorter call dates. This Fund did experience a number of bond calls during the period, which necessitated the reinvestment of these proceeds in today's lower interest rate environment. In general, these Funds also benefited from their allocations to lower investment-grade quality bonds. These BBB rated or unrated bonds generally outperformed other higher quality issues as the economy improved and demand for higher-yielding securities increased. In particular, lower-rated California general obligation bonds performed well following their credit upgrades. The Funds' returns were also boosted by the strong performance of non-rated land-secured holdings and bonds backed by revenues from the 1998 master tobacco settlement agreement. Among the Funds' holdings that did not perform as well during this period were some uninsured toll road bonds, which represented approximately 2%-3% of each Fund's portfolio. 9 HOW ABOUT THE FUNDS' DIVIDENDS AND SHARE PRICES? With short-term interest rates remaining at or near historically low levels throughout this fiscal year, the leveraged structures of NCP, NCO, NQC, NVC and NUC continued to support their dividend-paying capabilities. The extent of this benefit is tied in part to the short-term rates these five leveraged Funds pay their MuniPreferred(R) shareholders. During periods of low short-term rates, the leveraged Funds generally pay relatively lower dividends to their MuniPreferred shareholders, which can leave more net earnings to support common share dividends. During this reporting period, this strategy enabled us to increase the dividend of NCO, while helping to maintain the dividends of NCP, NQC, NVC and NUC. Unlike the other five Funds in this report, NCA is unleveraged and therefore unable to benefit from the leveraging strategy. This, plus the need to reinvest bond call proceeds in a lower rate environment, led to a dividend reduction in this Fund in June 2004. All 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 August 31, 2004, all of the Funds in this report had positive UNII balances. As of August 31, 2004, all six of these Funds were trading at discounts to their NAVs that were generally in line with their average discounts over this entire 12-month reporting period. 10 HOW WERE THE FUNDS POSITIONED IN TERMS OF CREDIT QUALITY AND BOND CALLS AS OF AUGUST 31, 2004? Given the current geopolitical and economic climate, we continued to believe that maintaining strong credit quality was an important requirement. As of the end of August 2004, these six Funds continued to offer excellent credit quality, with allocations of bonds rated AAA/U.S. guaranteed and AA ranging from 75% in NQC to 72% in NCO and NVC, 71% in NCP, 65% in NUC and 55% in NCA. At the end of August 2004, potential call exposure for these Funds during 2004-2005 ranged from 14% in NCO to 11% in NUC, 10% in NVC, 9% in NCP, 8% in NCA and 6% in NQC. The number of actual bond calls in all of these Funds depends largely on market interest rates. 11 Nuveen California Municipal Value Fund, Inc. NCA Performance OVERVIEW As of August 31, 2004 FUND SNAPSHOT ------------------------------------ Share Price $9.27 ------------------------------------ Common Share Net Asset Value $10.20 ------------------------------------ Premium/(Discount) to NAV -9.12% ------------------------------------ Market Yield 4.98% ------------------------------------ Taxable-Equivalent Yield1 7.60% ------------------------------------ Net Assets Applicable to Common Shares ($000) $257,550 ------------------------------------ Average Effective Maturity (Years) 19.25 ------------------------------------ Leverage-Adjusted Duration 6.22 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 10/07/87) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 8.02% 8.40% ------------------------------------ 5-Year 5.73% 6.35% ------------------------------------ 10-Year 4.26% 5.88% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 38% ------------------------------------ Tax Obligation/General 13% ------------------------------------ U.S. Guaranteed 12% ------------------------------------ Healthcare 10% ------------------------------------ Utilities 6% ------------------------------------ Long-Term Care 5% ------------------------------------ Housing/Multifamily 5% ------------------------------------ Transportation 4% ------------------------------------ Water and Sewer 4% ------------------------------------ Other 3% ------------------------------------ Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 51% AA 4% A 16% BBB 19% NR 9% BB or Lower 1% Bar Chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 Sep 0.04 Oct 0.04 Nov 0.04 Dec 0.04 Jan 0.04 Feb 0.04 Mar 0.04 Apr 0.04 May 0.04 Jun 0.0385 Jul 0.0385 Aug 0.0385 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/03 9.22 9.17 9.23 9.25 9.34 9.14 9.22 9.23 9.28 9.19 9.2 9.27 9.34 9.26 9.35 9.28 9.22 9.36 9.49 9.47 9.51 9.66 9.85 9.85 9.95 9.86 9.9 9.74 9.75 9.39 9.34 9.13 8.91 9.05 8.9 8.98 9.02 9.07 8.93 8.84 8.78 8.77 8.94 8.94 8.94 8.97 9.07 9.08 9.18 9.24 8/31/04 9.19 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 combined federal and state income tax rate of 34.5%. 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 $0.0726 per share. 12 Nuveen California Performance Plus Municipal Fund, Inc. NCP Performance OVERVIEW As of August 31, 2004 FUND SNAPSHOT ------------------------------------ Share Price $14.26 ------------------------------------ Common Share Net Asset Value $15.53 ------------------------------------ Premium/(Discount) to NAV -8.18% ------------------------------------ Market Yield 6.52% ------------------------------------ Taxable-Equivalent Yield1 9.95% ------------------------------------ Net Assets Applicable to Common Shares ($000) $201,307 ------------------------------------ Average Effective Maturity (Years) 17.38 ------------------------------------ Leverage-Adjusted Duration 9.79 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 11/15/89) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 9.65% 12.00% ------------------------------------ 5-Year 3.05% 7.54% ------------------------------------ 10-Year 6.09% 6.97% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/General 21% ------------------------------------ Tax Obligation/Limited 20% ------------------------------------ Transportation 19% ------------------------------------ Water and Sewer 10% ------------------------------------ Utilities 9% ------------------------------------ Healthcare 7% ------------------------------------ Education and Civic Organizations 5% ------------------------------------ Housing/Multifamily 4% ------------------------------------ Consumer Staples 3% ------------------------------------ Other 2% ------------------------------------ Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 59% AA 12% A 17% BBB 10% NR 2% Bar Chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 Sep 0.0775 Oct 0.0775 Nov 0.0775 Dec 0.0775 Jan 0.0775 Feb 0.0775 Mar 0.0775 Apr 0.0775 May 0.0775 Jun 0.0775 Jul 0.0775 Aug 0.0775 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/03 14.1 14.18 14.51 14.44 14.56 14.51 14.48 14.46 14.77 14.68 15.01 14.94 14.8 14.63 14.55 14.72 14.75 14.81 15.05 15.04 14.78 14.89 14.91 14.8 14.9 14.97 15.06 15.07 14.97 15.06 14.72 14.18 13.75 13.51 13.08 13.09 13.25 13.51 13.4 13.36 13.25 13.28 13.62 13.8 13.79 13.7 13.79 14.2 14.36 14.49 8/31/04 14.21 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 combined federal and state income tax rate of 34.5%. 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 $0.0287 per share. 13 Nuveen California Municipal Market Opportunity Fund, Inc. NCO Performance OVERVIEW As of August 31, 2004 FUND SNAPSHOT ------------------------------------ Share Price $14.45 ------------------------------------ Common Share Net Asset Value $15.67 ------------------------------------ Premium/(Discount) to NAV -7.79% ------------------------------------ Market Yield 6.56% ------------------------------------ Taxable-Equivalent Yield1 10.02% ------------------------------------ Net Assets Applicable to Common Shares ($000) $127,743 ------------------------------------ Average Effective Maturity (Years) 18.45 ------------------------------------ Leverage-Adjusted Duration 9.67 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 5/17/90) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 10.63% 12.86% ------------------------------------ 5-Year 3.41% 7.53% ------------------------------------ 10-Year 5.99% 7.01% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 23% ------------------------------------ Tax Obligation/General 22% ------------------------------------ Transportation 17% ------------------------------------ Water and Sewer 12% ------------------------------------ Healthcare 8% ------------------------------------ Utilities 6% ------------------------------------ Education and Civic Organizations 5% ------------------------------------ Consumer Staples 3% ------------------------------------ U.S. Guaranteed 3% ------------------------------------ Other 1% ------------------------------------ Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 55% AA 17% A 13% BBB 10% NR 3% BB or Lower 2% Bar Chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 Sep 0.078 Oct 0.078 Nov 0.078 Dec 0.079 Jan 0.079 Feb 0.079 Mar 0.079 Apr 0.079 May 0.079 Jun 0.079 Jul 0.079 Aug 0.079 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/03 14.4 14.26 14.29 14.35 14.6 14.41 14.48 14.41 14.7 14.57 14.54 14.63 14.68 14.69 14.73 14.64 14.73 14.86 14.85 15 14.86 15.02 15.27 15.11 15.16 15.22 15.5 15.4 15.36 15.35 15.01 14.49 13.8 13.53 13.22 13.03 13.29 13.81 13.7 13.62 13.45 13.48 13.85 13.98 13.76 13.78 13.86 14.27 14.26 14.38 8/31/04 14.33 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 combined federal and state income tax rate of 34.5%. For investments that generate qualified dividend income, the taxable-equivalent yield is lower. 2 The Fund also paid shareholders a net ordinary income distribution in December 2003 of $0.0070 per share. 14 Nuveen California Investment Quality Municipal Fund, Inc. NQC Performance OVERVIEW As of August 31, 2004 FUND SNAPSHOT ------------------------------------ Share Price $14.80 ------------------------------------ Common Share Net Asset Value $15.65 ------------------------------------ Premium/(Discount) to NAV -5.43% ------------------------------------ Market Yield 6.45% ------------------------------------ Taxable-Equivalent Yield1 9.85% ------------------------------------ Net Assets Applicable to Common Shares ($000) $212,509 ------------------------------------ Average Effective Maturity (Years) 18.13 ------------------------------------ Leverage-Adjusted Duration 8.69 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 11/20/90) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 8.94% 11.11% ------------------------------------ 5-Year 4.70% 7.68% ------------------------------------ 10-Year 6.02% 6.90% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 28% ------------------------------------ Transportation 19% ------------------------------------ Tax Obligation/General 17% ------------------------------------ Education and Civic Organizations 10% ------------------------------------ Healthcare 8% ------------------------------------ Water and Sewer 7% ------------------------------------ Utilities 6% ------------------------------------ Other 5% ------------------------------------ Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 63% AA 12% A 13% BBB 9% NR 1% BB or Lower 2% Bar Chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 Sep 0.0795 Oct 0.0795 Nov 0.0795 Dec 0.0795 Jan 0.0795 Feb 0.0795 Mar 0.0795 Apr 0.0795 May 0.0795 Jun 0.0795 Jul 0.0795 Aug 0.0795 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/03 14.62 14.54 14.67 14.61 14.7 14.54 14.59 14.72 14.85 14.68 14.77 14.81 14.9 14.83 14.76 14.83 14.7 14.86 14.98 15.07 15.02 15.06 15.05 15.11 15.18 15.31 15.47 15.6 15.48 15.26 14.81 14.57 14.04 14.15 13.48 13.39 13.53 13.79 13.7 13.61 13.47 13.58 13.91 14.13 14.03 13.99 14.17 14.43 14.42 14.83 8/31/04 14.64 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 combined federal and state income tax rate of 34.5%. 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 $0.1159 per share. 15 Nuveen California Select Quality Municipal Fund, Inc. NVC Performance OVERVIEW As of August 31, 2004 FUND SNAPSHOT ------------------------------------ Share Price $14.81 ------------------------------------ Common Share Net Asset Value $15.63 ------------------------------------ Premium/(Discount) to NAV -5.25% ------------------------------------ Market Yield 6.52% ------------------------------------ Taxable-Equivalent Yield1 9.95% ------------------------------------ Net Assets Applicable to Common Shares ($000) $360,938 ------------------------------------ Average Effective Maturity (Years) 18.48 ------------------------------------ Leverage-Adjusted Duration 8.13 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 5/22/91) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 12.38% 11.97% ------------------------------------ 5-Year 5.07% 7.88% ------------------------------------ 10-Year 7.08% 7.30% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 18% ------------------------------------ Tax Obligation/General 18% ------------------------------------ Utilities 14% ------------------------------------ Transportation 13% ------------------------------------ Healthcare 11% ------------------------------------ Water and Sewer 9% ------------------------------------ U.S. Guaranteed 7% ------------------------------------ Consumer Staples 3% ------------------------------------ Other 7% ------------------------------------ Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 66% AA 6% A 18% BBB 9% NR 1% Bar Chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 Sep 0.0805 Oct 0.0805 Nov 0.0805 Dec 0.0805 Jan 0.0805 Feb 0.0805 Mar 0.0805 Apr 0.0805 May 0.0805 Jun 0.0805 Jul 0.0805 Aug 0.0805 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/03 14.46 14.56 14.79 14.83 14.9 14.59 14.71 14.68 15 14.96 14.8 14.88 14.94 14.94 14.95 15.02 15 14.99 15.16 15.46 15.18 15.16 15.24 15.18 15.35 15.53 15.72 15.59 15.48 15.14 14.73 14.14 13.87 13.69 13.13 13.01 13.45 13.87 13.89 13.86 13.75 13.67 14.37 14.2 14.32 14.42 14.56 14.51 14.48 14.67 8/31/04 14.66 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 combined federal and state income tax rate of 34.5%. 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 $0.0759 per share. 16 Nuveen California Quality Income Municipal Fund, Inc. NUC Performance OVERVIEW As of August 31, 2004 FUND SNAPSHOT ------------------------------------ Share Price $15.00 ------------------------------------ Common Share Net Asset Value $15.49 ------------------------------------ Premium/(Discount) to NAV -3.16% ------------------------------------ Market Yield 6.64% ------------------------------------ Taxable-Equivalent Yield1 10.14% ------------------------------------ Net Assets Applicable to Common Shares ($000) $340,873 ------------------------------------ Average Effective Maturity (Years) 18.79 ------------------------------------ Leverage-Adjusted Duration 9.53 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 11/20/91) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 9.67% 11.76% ------------------------------------ 5-Year 4.67% 7.18% ------------------------------------ 10-Year 7.37% 7.26% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 27% ------------------------------------ Tax Obligation/General 17% ------------------------------------ Education and Civic Organizations 11% ------------------------------------ U.S. Guaranteed 10% ------------------------------------ Utilities 9% ------------------------------------ Transportation 8% ------------------------------------ Healthcare 8% ------------------------------------ Water and Sewer 4% ------------------------------------ Consumer Staples 4% ------------------------------------ Other 2% ------------------------------------ Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 59% AA 6% A 24% BBB 8% NR 2% BB or Lower 1% Bar Chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 Sep 0.083 Oct 0.083 Nov 0.083 Dec 0.083 Jan 0.083 Feb 0.083 Mar 0.083 Apr 0.083 May 0.083 Jun 0.083 Jul 0.083 Aug 0.083 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/03 14.92 14.85 15.12 15.1 15.07 14.99 15 15.09 15.24 15.19 15.08 15.18 15.27 15.25 15.33 15.31 15.52 15.53 15.62 15.73 15.54 15.61 15.63 15.62 15.74 15.88 15.97 15.99 15.72 15.46 15 14.53 14.21 14.14 13.9 13.49 13.59 14.24 14.44 14.18 14.19 14.09 14.76 14.51 14.62 14.41 14.5 14.82 14.71 15.17 15.01 15.18 15.27 15.25 15.33 15.31 15.52 15.53 15.62 15.73 15.54 15.61 15.63 15.62 15.74 15.88 15.97 15.99 15.72 15.46 15 14.53 14.21 14.14 13.9 13.49 13.59 14.24 14.44 14.18 14.19 14.09 14.76 14.51 14.62 14.41 14.5 14.82 14.71 15.17 8/31/04 15.01 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 combined federal and state income tax rate of 34.5%. 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 $0.0657 per share. 17 Report of INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM THE BOARD OF DIRECTORS AND SHAREHOLDERS NUVEEN CALIFORNIA MUNICIPAL VALUE FUND, INC. NUVEEN CALIFORNIA PERFORMANCE PLUS MUNICIPAL FUND, INC. NUVEEN CALIFORNIA MUNICIPAL MARKET OPPORTUNITY FUND, INC. NUVEEN CALIFORNIA INVESTMENT QUALITY MUNICIPAL FUND, INC. NUVEEN CALIFORNIA SELECT QUALITY MUNICIPAL FUND, INC. NUVEEN CALIFORNIA QUALITY INCOME MUNICIPAL FUND, INC. We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of Nuveen California Municipal Value Fund, Inc., Nuveen California Performance Plus Municipal Fund, Inc., Nuveen California Municipal Market Opportunity Fund, Inc., Nuveen California Investment Quality Municipal Fund, Inc., Nuveen California Select Quality Municipal Fund, Inc. and Nuveen California Quality Income Municipal Fund, Inc. as of August 31, 2004, and the related statement 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 August 31, 2004, by correspondence with the custodian and brokers or 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 California Municipal Value Fund, Inc., Nuveen California Performance Plus Municipal Fund, Inc., Nuveen California Municipal Market Opportunity Fund, Inc., Nuveen California Investment Quality Municipal Fund, Inc., Nuveen California Select Quality Municipal Fund, Inc. and Nuveen California Quality Income Municipal Fund, Inc. at August 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 October 15, 2004 18 Nuveen California Municipal Value Fund, Inc. (NCA) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 1.7% $ 2,400 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 1,986,456 Settlement Asset-Backed Bonds, Sonoma County Tobacco Funding Corporation, Series 2002B, 5.500%, 6/01/30 2,500 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 BBB 2,334,475 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.250%, 6/01/33 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 0.6% 1,500 California Statewide Community Development Authority, 12/06 at 105.00 N/R 1,498,290 Certificates of Participation, San Diego Space and Science Foundation, Series 1996, 7.500%, 12/01/26 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 10.4% 1,000 Arcadia, California, Hospital Revenue Bonds, Methodist 11/04 at 100.00 BBB+ 1,004,770 Hospital of Southern California, Series 1992, 6.500%, 11/15/12 12,000 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3 12,848,640 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 4,000 California Statewide Community Development Authority, No Opt. Call AAA 4,272,080 Revenue Refunding Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 - AMBAC Insured 5,000 Central California Joint Powers Health Finance Authority, 2/10 at 101.00 Baa2 5,133,150 Certificates of Participation, Community Hospitals of Central California Obligated Group, Series 2000, 6.000%, 2/01/30 1,440 Stockton, California, Health Facility Revenue Bonds, 12/07 at 102.00 BBB+ 1,547,395 Dameron Hospital Association, Series 1997A, 5.300%, 12/01/08 1,730 West Contra Costa Healthcare District, California, Certificates 7/14 at 100.00 AAA 1,884,264 of Participation, Series 2004, 5.375%, 7/01/21 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 4.4% 3,350 ABAG Finance Authority for Non-Profit Corporations, No Opt. Call Baa2 3,665,101 California, Multifamily Housing Revenue Refunding Bonds, United Dominion/2000 Post Apartments, Series 2000B, 6.400%, 8/15/30 (Alternative Minimum Tax) (Mandatory put 8/15/08) 2,600 California Statewide Community Development Authority, 7/09 at 102.00 N/R 2,479,880 Multifamily Housing Revenue Bonds, Harbor City Lights, Series 1999Y, 6.650%, 7/01/39 (Alternative Minimum Tax) 5,000 California Statewide Community Development Authority, No Opt. Call BBB+ 5,312,550 Multifamily Housing Refunding Bonds, Archstone Communities Trust, Archstone Pelican Point Apartments, Series 1999H, 5.300%, 6/01/29 (Mandatory put 6/01/08) ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/SINGLE FAMILY - 0.3% 65 California Rural Home Mortgage Finance Authority, No Opt. Call Aaa 66,199 Single Family Mortgage Revenue Bonds, Mortgage-Backed Securities Program, Series 1993A-2, 7.950%, 12/01/24 (Alternative Minimum Tax) 630 California Rural Home Mortgage Finance Authority, Single No Opt. Call AAA 638,940 Family Mortgage Revenue Bonds, Mortgage-Backed Securities Program, Series 1997D, 6.700%, 5/01/29 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ INDUSTRIALS - 0.4% 1,000 California Municipal Finance Authority, Solid Waste Disposal No Opt. Call BBB 1,002,150 Revenue Bonds, Waste Management Inc., Series 2004, 4.100%, 9/01/14 (Alternative Minimum Tax) (WI, settling 9/09/04) (Mandatory put 9/01/09) ------------------------------------------------------------------------------------------------------------------------------------ LONG-TERM CARE - 4.6% ABAG Finance Authority for Non-Profit Corporations, California, Revenue Bonds, Elder Care Alliance of Union City, Series 2004: 1,850 5.400%, 8/15/24 8/14 at 100.00 BBB 1,882,023 2,130 5.600%, 8/15/34 8/14 at 100.00 BBB 2,177,222 2,720 ABAG Finance Authority for Non-Profit Corporations, 10/07 at 102.00 BB+ 2,685,918 California, Certificates of Participation, American Baptist Homes of the West, Series 1997A, 5.750%, 10/01/17 19 Nuveen California Municipal Value Fund, Inc. (NCA) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ LONG-TERM CARE (continued) $ 3,000 California Statewide Community Development Authority, 4/09 at 101.00 BBB- $ 3,035,970 Certificates of Participation, Internext Group, Series 1999, 5.375%, 4/01/17 2,000 Riverside County Public Financing Authority, California, 5/09 at 101.00 BBB- 2,069,220 Certificates of Participation, Air Force Village West, Series 1999, 5.750%, 5/15/19 ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 13.0% 7,500 California, Various Purpose General Obligation Bonds, 3/10 at 101.00 AAA 8,198,325 Series 2000, 5.750%, 3/01/27 - MBIA Insured California, General Obligation Bonds, Series 2004: 500 5.000%, 2/01/20 2/14 at 100.00 A 526,650 5,200 5.000%, 2/01/21 2/14 at 100.00 A 5,448,456 2,000 5.300%, 4/01/29 4/14 at 100.00 A 2,081,460 2,850 5.250%, 4/01/34 4/14 at 100.00 A 2,941,286 1,000 Fremont Unified School District, Alameda County, California, 8/12 at 101.00 AAA 1,057,810 General Obligation Bonds, Series 2002A, 5.000%, 8/01/21 - FGIC Insured 3,200 Los Angeles Unified School District, California, General 7/13 at 100.00 AAA 3,364,192 Obligation Bonds, Series 2003A, 5.000%, 7/01/22 - FSA Insured 1,845 Oakland Unified School District, Alameda County, California, 8/08 at 101.00 AAA 1,918,782 General Obligation Bonds, Series 2001, 5.125%, 8/01/21 - FSA Insured 2,000 Puerto Rico, Public Improvement General Obligation No Opt. Call AAA 2,340,260 Refunding Bonds, Series 2001A, 5.500%, 7/01/20 - MBIA Insured 1,500 San Ramon Valley Unified School District, Contra Costa 8/13 at 100.00 AAA 1,568,550 County, California, General Obligation Bonds, Series 2003, 5.000%, 8/01/23 - FSA Insured 2,325 Temecula Valley Unified School District, Riverside County, 9/06 at 102.00 AAA 2,576,100 California, General Obligation Bonds, Series 1990F, 6.000%, 9/01/20 (Pre-refunded to 9/01/06) - FSA Insured 1,460 West Contra Costa Unified School District, Contra Costa 8/11 at 101.00 AAA 1,544,476 County, California, General Obligation Bonds, Series 2003B, 5.000%, 8/01/20 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 37.0% Bell Community Redevelopment Agency, California, Tax Allocation Bonds, Bell Project Area, Series 2003: 3,000 5.500%, 10/01/23 - RAAI Insured 10/13 at 100.00 AA 3,193,920 1,000 5.625%, 10/01/33 - RAAI Insured 10/13 at 100.00 AA 1,053,340 Burbank Redevelopment Agency, California, Tax Allocation Bonds, Golden State Redevelopment Project, Series 2003: 1,700 5.625%, 12/01/28 - FGIC Insured 12/13 at 100.00 AAA 1,845,282 5,010 5.750%, 12/01/33 - FGIC Insured 12/13 at 100.00 AAA 5,477,233 2,400 Calexico Community Redevelopment Agency, California, 8/13 at 102.00 AAA 2,447,472 Tax Allocation Bonds, Merged Central Business and Residential District Project, Series 2003C, 5.000%, 8/01/28 - AMBAC Insured California, Economic Recovery Revenue Bonds, Series 2004A: 3,400 5.000%, 7/01/15 7/14 at 100.00 AA- 3,751,084 2,000 5.000%, 7/01/16 7/11 at 100.00 AA- 2,140,040 9,000 California State Public Works Board, Lease Revenue Bonds, 1/06 at 100.00 AAA 9,323,460 Department of Corrections, State Substance Abuse Treatment Facility and Corcoran II State Prison, Series 1996A, 5.250%, 1/01/21 - AMBAC Insured 4,000 California State Public Works Board, Lease Revenue Bonds, 11/09 at 101.00 AAA 4,403,600 Department of Health Services, Series 1999A, 5.750%, 11/01/24 - MBIA Insured 2,000 Capistrano Unified School District, Ladera, California, 9/09 at 102.00 N/R 2,032,780 Special Tax Bonds, Community Facilities District 98-2, Series 1999, 5.750%, 9/01/29 3,025 Chino Unified School District, California, Certificates 9/05 at 102.00 AAA 3,202,658 of Participation, Master Lease Program, Series 1995, 6.000%, 9/01/20 - FSA Insured 2,800 Commerce Community Development Commission, California, 8/07 at 102.00 N/R 2,883,104 Subordinate Lien Tax Allocation Refunding Bonds, Redevelopment Project 1, Series 1997B, 6.000%, 8/01/21 2,000 Duarte Redevelopment Agency, California, Tax Allocation 9/07 at 102.00 N/R 2,154,740 Refunding Bonds, Amended Davis Addition Project Area, Series 1997A, 6.700%, 9/01/14 20 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B: $ 3,800 5.500%, 6/01/33 6/13 at 100.00 A- $ 3,907,236 3,000 5.625%, 6/01/38 6/13 at 100.00 A- 3,106,590 2,750 Los Angeles County Schools, California, Certificates of 9/13 at 100.00 AAA 2,796,860 Participation, Pooled Financing Program, Regionalized Business Services Corporation, Series 2003A, 5.000%, 9/01/28 - FSA Insured 3,685 Milpitas, California, Local Improvement District 20 Limited 9/04 at 103.00 N/R 3,839,881 Obligation Bonds, Series 1998A, 5.650%, 9/02/13 Modesto Schools Infrastructure Financing Agency, Stanislaus County, California, Special Tax Revenue Bonds, Series 2004: 1,045 5.250%, 9/01/22 - AMBAC Insured 9/14 at 100.00 AAA 1,130,742 1,145 5.250%, 9/01/23 - AMBAC Insured 9/14 at 100.00 AAA 1,231,207 1,255 5.250%, 9/01/24 - AMBAC Insured 9/14 at 100.00 AAA 1,342,122 420 Oakland Redevelopment Agency, California, Subordinate 3/13 at 100.00 AAA 468,061 Lien Tax Allocation Bonds, Central District Redevelopment Project, Series 2003, 5.500%, 9/01/18 - FGIC Insured 8,000 Palmdale Elementary School District, Los Angeles County, 8/09 at 101.00 AAA 8,866,800 California, Special Tax Bonds, Community Facilities District 90-1, Series 1999, 5.800%, 8/01/29 - FSA Insured 3,300 Puerto Rico Highway and Transportation Authority, Highway 7/12 at 100.00 A 3,428,337 Revenue Bonds, Series 2002D, 5.375%, 7/01/36 485 Riverside County, California, Subordinate Lien Mobile Home 10/04 at 100.00 N/R 422,406 Park Revenue Bonds, Bravo Mobile Home Park Project, Series 1999B, 6.500%, 3/20/29 1,440 San Dimas Housing Authority, California, Mobile Home 7/08 at 102.00 N/R 1,413,202 Park Revenue Bonds, Charter Oak Mobile Home Estates Acquisition Project, Series 1998A, 5.700%, 7/01/28 3,130 San Francisco Redevelopment Agency, California, Lease 7/11 at 102.00 AAA 3,350,008 Revenue Bonds, Moscone Convention Center, Series 2004, 5.250%, 7/01/23 - AMBAC Insured 345 San Jose Redevelopment Agency, California, Tax Allocation 2/06 at 100.00 AAA 348,767 Bonds, Merged Area Redevelopment Project, Series 1993, 5.000%, 8/01/20 - MBIA Insured 2,750 San Jose Financing Authority, California, Lease Revenue 9/11 at 100.00 AAA 2,899,463 Refunding Bonds, Convention Center Project, Series 2001F, 5.000%, 9/01/20 - MBIA Insured 1,700 Shafter Joint Powers Financing Authority, California, Lease 1/07 at 101.00 A- 1,847,900 Revenue Bonds, Community Correctional Facility Acquisition Project, Series 1997A, 5.950%, 1/01/11 1,000 Simi Valley, California, Certificates of Participation, 9/14 at 100.00 AAA 1,036,240 Series 2004, 5.000%, 9/01/24 (WI, settling 9/02/04) - AMBAC Insured 3,845 Ventura County Superintendent of Schools, California, 12/11 at 100.00 AAA 3,901,906 Certificates Participation, Series 2003, 5.000%, 12/01/27 - AMBAC Insured 3,000 Virgin Islands Public Finance Authority, Gross Receipts 10/10 at 101.00 BBB 3,423,150 Taxes Loan Notes, Series 1999A, 6.500%, 10/01/24 2,570 Vista Joint Powers Financing Authority, California, Special 9/05 at 102.00 N/R 2,630,858 Tax Lease Revenue Refunding Bonds, Community Facilities District 90-2, Series 1997A, 5.875%, 9/01/20 ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 4.3% 5,500 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 4,307,930 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/27 1,250 Fresno, California, Airport Revenue Bonds, Series 2000A, 7/10 at 101.00 AAA 1,326,038 5.500%, 7/01/30 - FSA Insured 5,000 San Francisco Airports Commission, California, Revenue 5/06 at 102.00 AAA 5,318,200 Bonds, San Francisco International Airport, Second Series, Issue 10A, 5.625%, 5/01/21 (Alternative Minimum Tax) - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED*** - 12.2% 3,115 California Educational Facilities Authority, Revenue Bonds, 6/10 at 101.00 Baa3*** 3,747,688 Pooled College and University Projects, Series 2000C, 6.750%, 6/01/30 2,065 Contra Costa County, California, GNMA Mortgage-Backed No Opt. Call AAA 2,974,220 Securities Program, Home Mortgage Revenue Bonds, Series 1988, 8.250%, 6/01/21 (Alternative Minimum Tax) 21 Nuveen California Municipal Value Fund, Inc. (NCA) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED (continued) $ 2,500 Los Angeles Community Redevelopment Agency, California, 1/05 at 100.00 BBB*** $ 2,562,725 Tax Allocation Refunding Bonds, Central Business District Redevelopment Project, Series 1987G, 6.750%, 7/01/10 4,808 Merced Irrigation District, California, Subordinated Revenue 3/08 at 102.00 AAA 5,687,576 Certificates of Participation, Electric System Project, Series 2000, 7.450%, 3/01/18 (Pre-refunded to 3/01/08) 8,565 Palmdale, California, GNMA Mortgage-Backed Securities No Opt. Call AAA 4,925,732 Program, Single Family Mortgage Revenue Bonds, Series 1988A, 0.000%, 3/01/17 20,415 San Bernardino County, California, GNMA Mortgage-Backed No Opt. Call AAA 8,972,188 Securities Program, Single Family Home Mortgage Revenue Bonds, Series 1988A, 0.000%, 9/01/21 (Alternative Minimum Tax) 2,220 South Placer Wastewater Authority, California, Wastewater 11/10 at 101.00 AAA 2,511,308 Revenue Bonds, Series 2000A, 5.000%, 11/01/20 (Pre-refunded to 11/01/10) - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 5.8% 4,500 California Department of Water Resources, Power Supply 5/12 at 101.00 A2 4,811,310 Revenue Bonds, Series 2002A, 5.125%, 5/01/18 3,000 California Statewide Community Development Authority, 12/04 at 102.00 N/R 2,588,790 Refunding Certificates of Participation, Rio Bravo Fresno Project, Series 1999A, 6.300%, 12/01/18 500 Los Angeles Department of Water and Power, California, 7/13 at 100.00 AAA 527,540 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured 3,300 Merced Irrigation District, California, Revenue Refunding 9/05 at 102.00 Baa3 3,420,877 Bonds, Electric System Project, Series 2001, 6.850%, 9/01/36 3,470 Puerto Rico Industrial, Tourist, Educational, Medical and 6/10 at 101.00 Baa3 3,717,096 Environmental Control Facilities Financing Authority, Cogeneration Facility Revenue Bonds, Series 2000A, 6.625%, 6/01/26 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 4.2% 500 Los Angeles County Sanitation Districts Financing Authority, 10/13 at 100.00 AAA 523,200 California, Senior Revenue Bonds, Capital Projects, Series 2003A, 5.000%, 10/01/23 - FSA Insured 5,000 Orange County Sanitation District, California, Certificates 8/13 at 100.00 AAA 5,229,750 of Participation, Series 2003, 5.250%, 2/01/27 - FGIC Insured 1,580 San Diego County Water Authority, California, Water 5/12 at 101.00 AAA 1,610,510 Revenue Refunding Certificates of Participation, Series 2002A, 5.000%, 5/01/26 - MBIA Insured 3,500 Woodbridge Irrigation District, California, Certificates 7/13 at 100.00 BBB+ 3,568,250 of Participation, Water Systems Project, Series 2003, 5.625%, 7/01/43 ------------------------------------------------------------------------------------------------------------------------------------ $ 258,083 Total Long-Term Investments (cost $237,126,678) - 98.9% 254,722,417 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 1.1% 2,827,927 -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 257,550,344 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares. * 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. See accompanying notes to financial statements. 22 Nuveen California Performance Plus Municipal Fund, Inc. (NCP) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 4.4% $ 6,125 California County Tobacco Securitization Agency, 6/12 at 100.00 Baa3 $ 6,070,978 Tobacco Settlement Asset-Backed Bonds, Sonoma County Tobacco Funding Corporation, Series 2002B, 5.125%, 6/01/20 3,000 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 BBB 2,804,700 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 6.8% 4,730 California Infrastructure Economic Development Bank, 10/11 at 101.00 A- 4,996,488 Revenue Bonds, J. David Gladstone Institutes, Series 2001, 5.500%, 10/01/21 4,730 California State University, Systemwide Revenue Bonds, 11/12 at 100.00 AAA 5,031,112 Series 2002A, 5.000%, 11/01/19 - AMBAC Insured 1,500 California Statewide Community Development Authority, 8/12 at 100.00 A 1,545,510 Student Housing Revenue Bonds, EAH - Irvine East Campus Apartments LLC Project, Series 2002A, 5.500%, 8/01/22 - ACA Insured 2,000 University of California, Revenue Bonds, Multi-Purpose 5/13 at 100.00 AAA 2,184,660 Projects, Series 2003A, 5.125%, 5/15/17 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 10.3% 3,000 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3 3,212,160 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 2,780 California Health Facilities Financing Authority, Insured 11/04 at 101.00 A 2,815,528 Health Facility Revenue Refunding Bonds, Valley Memorial Hospital, Series 1993A, 6.000%, 5/01/17 5,500 California Statewide Community Development Authority, 7/07 at 102.00 AA- 5,677,650 Refunding Certificates of Participation, St. Joseph Health System, Series 1997, 5.125%, 7/01/17 2,000 California Statewide Community Development Authority, No Opt. Call AAA 2,136,040 Revenue Refunding Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 - AMBAC Insured Central California Joint Powers Health Finance Authority, Certificates of Participation, Community Hospitals of Central California, Series 1993: 2,500 5.250%, 2/01/13 2/05 at 100.00 Baa2 2,509,075 4,665 5.000%, 2/01/23 2/05 at 100.00 Baa2 4,467,111 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 5.7% 5,000 California Statewide Community Development Authority, 7/08 at 101.00 BBB 5,294,550 Revenue Refunding Bonds, Irvine Apartment Communities Development, Series 1998A, 4.900%, 5/15/25 (Mandatory put 5/15/08) 3,915 Los Angeles, California, GNMA Collateralized Multifamily 3/07 at 102.00 AAA 4,068,037 Housing Revenue Bonds, Ridgecroft Apartments, Series 1997E, 6.250%, 9/20/39 (Alternative Minimum Tax) 2,060 Los Angeles County Community Development Commission, 11/04 at 100.00 Aaa 2,065,706 California, FHA-Insured Section 8 Mortgage Revenue Refunding Bonds, Los Tomas Apartments, Series 1993, 6.500%, 7/15/23 ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 31.9% 6,435 California, General Obligation Veterans Welfare Bonds, 12/05 at 101.00 A 6,573,095 Series 2000BT, 5.375%, 12/01/16 (Alternative Minimum Tax) California, General Obligation Bonds, Series 2003: 2,350 5.250%, 2/01/21 8/13 at 100.00 A 2,509,330 2,000 5.250%, 2/01/22 - CIFG Insured 8/13 at 100.00 AAA 2,147,840 California, General Obligation Bonds, Series 2004: 500 5.000%, 2/01/23 2/14 at 100.00 A 516,480 3,950 5.200%, 4/01/26 4/14 at 100.00 A 4,094,333 2,345 5.300%, 4/01/29 4/14 at 100.00 A 2,440,512 3,400 5.250%, 4/01/34 4/14 at 100.00 A 3,508,902 23 Nuveen California Performance Plus Municipal Fund, Inc. (NCP) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) $ 3,550 Centinela Valley Union High School District, Los Angeles No Opt. Call AAA $ 3,890,197 County, California, General Obligation Bonds, Series 2002A, 5.250%, 2/01/26 - MBIA Insured 2,500 Hawthorne School District, Los Angeles County, California, 11/08 at 102.00 AAA 2,743,325 General Obligation Bonds, Series 1997A, 5.500%, 5/01/22 - FGIC Insured 1,530 Long Beach Community College District, California, General 5/13 at 100.00 AAA 1,645,102 Obligation Bonds, Series 2003A, 5.000%, 5/01/18 - MBIA Insured 8,000 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA 8,403,280 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 - FGIC Insured 4,765 North Orange County Community College District, California, No Opt. Call AAA 1,400,529 General Obligation Bonds, Series 2003B, 0.000%, 8/01/27 - FGIC Insured 2,575 Oxnard School District, Ventura County, California, General 2/22 at 103.00 AAA 2,923,398 Obligation Refunding Bonds, Series 2001A, 5.750%, 8/01/30 - MBIA Insured 6,000 Puerto Rico, Public Improvement Bond Payment Obligation, No Opt. Call AAA 7,316,520 Series 1993, 7.000%, 7/01/10 - MBIA Insured Riverside Community College District, California, General Obligation Bonds, Series 2004A: 1,485 5.250%, 8/01/25 - MBIA Insured 8/14 at 100.00 AAA 1,581,198 1,980 5.250%, 8/01/26 - MBIA Insured 8/14 at 100.00 AAA 2,096,860 4,000 San Diego Unified School District, San Diego County, 7/13 at 101.00 AAA 4,522,960 California, General Obligation Bonds, Series 2003E, 5.250%, 7/01/22 - FSA Insured 3,000 San Jose-Evergreen Community College District, Santa 9/10 at 100.00 AAA 3,409,170 Clara County, California, General Obligation Bonds, Series 2000B, 5.600%, 9/01/24 - FGIC Insured 2,200 Santa Maria Joint Union High School District, No Opt. Call Aaa 2,556,598 Santa Barbara and San Luis Obispo Counties, California, General Obligation Bonds, Series 2003B, 5.625%, 8/01/24 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 30.2% California, Economic Recovery Revenue Bonds, Series 2004A: 4,170 5.000%, 7/01/15 7/14 at 100.00 AA- 4,600,594 2,500 5.000%, 7/01/16 7/11 at 100.00 AA- 2,675,050 1,575 California State Public Works Board, Lease Revenue Bonds, 12/13 at 100.00 A- 1,701,032 Department of General Services, Series 2003D, 5.500%, 6/01/20 3,010 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 A- 3,286,198 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.500%, 6/01/19 5,045 California State Public Works Board, Lease Revenue 3/12 at 100.00 AAA 5,367,779 Bonds, Department of Corrections, Series 2002A, 5.250%, 3/01/22 - AMBAC Insured 2,500 Corona Public Financing Authority, California, Superior 9/09 at 102.00 AAA 2,638,675 Lien Revenue Bonds, Series 1999A, 5.000%, 9/01/20 - FSA Insured 3,750 Golden State Tobacco Securitization Corporation, 6/13 at 100.00 A- 3,855,825 California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B, 5.500%, 6/01/33 2,000 Oakland Redevelopment Agency, California, Subordinate 3/13 at 100.00 AAA 2,255,060 Lien Tax Allocation Bonds, Central District Redevelopment Project, Series 2003, 5.500%, 9/01/15 - FGIC Insured 8,800 Orange County, California, Recovery Certificates of 7/06 at 102.00 AAA 9,536,384 Participation, Series 1996A, 6.000%, 7/01/26 - MBIA Insured 1,000 Paramount Redevelopment Agency, California, Tax Allocation 8/13 at 100.00 AAA 1,041,200 Bonds, Project Area 1, Series 2003, 5.000%, 8/01/23 - MBIA Insured 4,000 Puerto Rico Highway and Transportation Authority, Highway 7/12 at 100.00 A 4,155,560 Revenue Bonds, Series 2002D, 5.375%, 7/01/36 1,000 Sacramento City Financing Authority, California, Lease No Opt. Call AAA 1,139,230 Revenue Refunding Bonds, Series 1993A, 5.400%, 11/01/20 - MBIA Insured 24 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) Santa Clara Redevelopment Agency, California, Tax Allocation Bonds, Bayshore North Project, Series 2003: $ 3,850 5.000%, 6/01/19 - MBIA Insured 6/13 at 100.00 AAA $ 4,098,017 2,695 5.000%, 6/01/20 - MBIA Insured 6/13 at 100.00 AAA 2,852,361 2,000 5.000%, 6/01/21 - MBIA Insured 6/13 at 100.00 AAA 2,104,800 3,115 5.000%, 6/01/22 - MBIA Insured 6/13 at 100.00 AAA 3,259,692 Sweetwater Union High School District, San Diego County, California, Certificates of Participation, Series 2002: 2,000 5.000%, 9/01/23 - FSA Insured 9/12 at 102.00 AAA 2,082,280 4,015 5.000%, 9/01/24 - FSA Insured 9/12 at 102.00 AAA 4,160,504 ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 29.3% 5,360 California Infrastructure Economic Development Bank, 7/13 at 100.00 AAA 5,602,969 First Lien Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2003A, 5.000%, 7/01/23 - FSA Insured 6,500 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 4,989,400 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/29 Long Beach, California, Harbor Revenue Bonds, Series 2000A: 2,740 5.750%, 5/15/14 (Alternative Minimum Tax) 5/10 at 101.00 AA- 3,072,335 11,885 5.750%, 5/15/15 (Alternative Minimum Tax) 5/10 at 101.00 AA- 13,176,305 Orange County, California, Airport Revenue Refunding Bonds, John Wayne Airport, Series 2003: 1,835 4.500%, 7/01/14 - FSA Insured 7/13 at 100.00 AAA 1,947,522 2,500 5.000%, 7/01/17 - FSA Insured 7/13 at 100.00 AAA 2,696,925 8,550 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA 9,203,562 5.750%, 11/01/29 (Alternative Minimum Tax) - FGIC Insured 1,400 Port of Oakland, California, Revenue Bonds, Series 2002M, 11/12 at 100.00 AAA 1,509,186 5.250%, 11/01/20 - FGIC Insured 14,000 San Francisco Airports Commission, California, Revenue 5/10 at 101.00 AAA 14,675,920 Bonds, San Francisco International Airport, Second Series 2000, Issue 25, 5.500%, 5/01/24 (Alternative Minimum Tax) - FSA Insured 2,000 San Francisco Airports Commission, California, Revenue 5/11 at 100.00 AAA 2,064,480 Refunding Bonds, San Francisco International Airport, Second Series 2001, Issue 27B, 5.000%, 5/01/23 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED*** - 3.7% 1,590 California Statewide Community Development Authority, No Opt. Call N/R*** 1,683,794 Certificates of Participation, Insured Hospital Revenue Refunding Bonds, Triad Healthcare, Series 1992, 6.250%, 8/01/06 4,000 Contra Costa County, California, GNMA Mortgage-Backed No Opt. Call AAA 5,761,200 Securities Program, Home Mortgage Revenue Bonds, Series 1988, 8.250%, 6/01/21 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 13.6% 747 California Pollution Control Financing Authority, Solid Waste 7/07 at 102.00 N/R 110,232 Disposal Revenue Bonds, CanFibre of Riverside, Series 1997A, 9.000%, 7/01/19 (Alternative Minimum Tax)# 5,250 California Department of Water Resources, Power Supply 5/12 at 101.00 A2 5,613,195 Revenue Bonds, Series 2002A, 5.125%, 5/01/18 5,160 California Statewide Community Development Authority, 12/04 at 102.00 N/R 4,452,719 Refunding Certificates of Participation, Rio Bravo Fresno Project, Series 1999A, 6.300%, 12/01/18 725 Los Angeles Department of Water and Power, California, 7/13 at 100.00 AAA 764,933 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured 4,100 Merced Irrigation District, California, Revenue Refunding 9/05 at 102.00 Baa3 4,246,370 Bonds, Electric System Project, Series 2001, 6.750%, 9/01/31 10,450 Orange County Public Financing Authority, California, Waste No Opt. Call Aaa 11,578,809 Management System Revenue Refunding Bonds, Series 1997, 5.250%, 12/01/13 (Alternative Minimum Tax) - AMBAC Insured 500 Sacramento Municipal Utility District, California, Electric 8/12 at 100.00 AAA 533,965 Revenue Refunding Bonds, Series 2002Q, 5.250%, 8/15/22 - FSA Insured 25 Nuveen California Performance Plus Municipal Fund, Inc. (NCP) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 14.8% $ 2,500 California Department of Water Resources, Water System 6/13 at 100.00 AAA $ 2,774,425 Revenue Bonds, Central Valley Project, Series 2003Y, 5.250%, 12/01/16 - FGIC Insured 4,770 Los Angeles Department of Water and Power, California, 7/14 at 100.00 AAA 5,228,206 Waterworks Revenue Bonds, Series 2004C, 5.250%, 7/01/20 - MBIA Insured 2,500 Pajaro Valley Water Management Agency, California, 3/09 at 101.00 AAA 2,739,150 Revenue Certificates of Participation, Series 1999A, 5.750%, 3/01/29 - AMBAC Insured 5,985 Sacramento County Sanitation District Financing Authority, 12/10 at 101.00 AA 6,715,828 California, Revenue Bonds, Series 2000A, 5.250%, 12/01/12 4,000 Sacramento County Sanitation District Financing Authority, No Opt. Call AAA 4,636,000 California, Revenue Refunding Bonds, Series 2001, 5.500%, 12/01/20 - AMBAC Insured 4,585 Santa Maria, California, Subordinate Water and Wastewater 8/12 at 101.00 AAA 4,963,675 Revenue Certificates of Participation, Series 1997A, 5.550%, 8/01/27 - AMBAC Insured 1,700 South Gate Utility Authority, California, Subordinate Revenue 10/11 at 102.00 AAA 1,781,481 Bonds, Water and Sewer System Projects, Series 2001, 5.000%, 10/01/22 - FGIC Insured 945 Woodbridge Irrigation District, California, Certificates 7/13 at 100.00 BBB+ 963,426 of Participation, Water Systems Project, Series 2003, 5.625%, 7/01/43 ------------------------------------------------------------------------------------------------------------------------------------ $ 289,372 Total Long-Term Investments (cost $287,077,950) - 150.7% 303,455,187 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 2.0% 3,851,708 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (52.7)% (106,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 201,306,895 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares. * 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. CFRHoldings, Inc. determined that a sale of the facility was in the best interest of the shareholders and proceeded accordingly. N/R Investment is not rated. See accompanying notes to financial statements. 26 Nuveen California Municipal Market Opportunity Fund, Inc. (NCO) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 4.8% $ 4,305 California County Tobacco Securitization Agency, 6/12 at 100.00 Baa3 $ 4,267,030 Tobacco Settlement Asset-Backed Bonds, Sonoma County Tobacco Funding Corporation, Series 2002B, 5.125%, 6/01/20 2,000 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 BBB 1,867,580 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.250%, 6/01/33 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 6.9% 1,530 University of California, Certificates of Participation, 1/10 at 101.00 Aa2 1,620,851 San Diego and Sacramento Campus Projects, Series 2002A, 5.250%, 1/01/20 6,580 University of California, Revenue Bonds, Multiple Purpose 9/08 at 101.00 Aa2 7,219,247 Projects, Series 2000K, 5.000%, 9/01/13 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 11.9% 2,000 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3 2,141,440 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 3,200 California Infrastructure Economic Development Bank, 8/11 at 102.00 A 3,294,592 Revenue Bonds, Kaiser Hospital Assistance LLC, Series 2001A, 5.550%, 8/01/31 1,000 California Statewide Community Development Authority, No Opt. Call AAA 1,068,020 Revenue Refunding Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 - AMBAC Insured 5,930 Central California Joint Powers Health Finance Authority, 2/05 at 100.00 Baa2 5,678,449 Certificates of Participation, Community Hospitals of Central California, Series 1993, 5.000%, 2/01/23 3,000 Loma Linda, California, Hospital Revenue Bonds, Loma Linda 12/04 at 101.00 BB+ 3,037,290 University Medical Center, Series 1993A, 6.500%, 12/01/18 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 1.3% 1,550 San Bernardino County Housing Authority, California, No Opt. Call BBB+ 1,662,127 Multifamily Housing Revenue Refunding Bonds, Equity Residential Properties/Redlands Lawn and Tennis Apartments, Series 1999A, 5.200%, 6/15/29 (Mandatory put 6/15/09) ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 32.7% 4,950 California, Various Purpose General Obligation Bonds, 3/10 at 101.00 AAA 5,410,895 Series 2000, 5.750%, 3/01/27 - MBIA Insured 5,000 California, General Obligation Veterans Welfare Bonds, 12/05 at 101.00 A 5,107,300 Series 2000BT, 5.375%, 12/01/16 (Alternative Minimum Tax) California, General Obligation Bonds, Series 2003: 1,000 5.250%, 11/01/19 - RAAI Insured 11/13 at 100.00 AA 1,081,520 1,400 5.250%, 2/01/20 8/13 at 100.00 A 1,502,424 1,000 5.250%, 2/01/22 - CIFG Insured 8/13 at 100.00 AAA 1,073,920 California, General Obligation Bonds, Series 2004: 3,000 5.000%, 2/01/23 2/14 at 100.00 A 3,098,880 2,500 5.125%, 4/01/23 4/14 at 100.00 A 2,613,525 2,100 5.250%, 4/01/34 4/14 at 100.00 A 2,167,263 2,670 Coast Community College District, Orange County, California, 8/13 at 100.00 AAA 2,824,353 General Obligation Refunding Bonds, Series 2003A, 5.000%, 8/01/21 - MBIA Insured 5,000 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA 5,252,050 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 - FGIC Insured 2,500 Oakland Unified School District, Alameda County, California, 8/12 at 100.00 AAA 2,686,475 General Obligation Bonds, Series 2002, 5.250%, 8/01/21 - FGIC Insured 1,000 Pomona Unified School District, Los Angeles County, California, 8/11 at 103.00 AAA 1,189,010 General Obligation Refunding Bonds, Series 1997A, 6.150%, 8/01/15 - MBIA Insured 2,000 Riverside Community College District, California, General 8/14 at 100.00 AAA 2,142,840 Obligation Bonds, Series 2004A, 5.250%, 8/01/24 - MBIA Insured 27 Nuveen California Municipal Market Opportunity Fund, Inc. (NCO) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) $ 5,000 San Diego Unified School District, California, General 7/10 at 100.00 AAA $ 5,544,750 Obligation Bonds, Election of 1998, Series 2000B, 5.125%, 7/01/21 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 35.9% California, Economic Recovery Revenue Bonds, Series 2004A: 2,700 5.000%, 7/01/15 7/14 at 100.00 AA- 2,978,802 2,000 5.000%, 7/01/16 7/11 at 100.00 AA- 2,140,040 2,000 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 A- 2,183,520 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.500%, 6/01/19 3,000 Los Angeles County Public Works Financing Authority, 10/07 at 101.00 AA 3,098,970 California, Revenue Bonds, Regional Park and Open Space District, Series 1997A, 5.000%, 10/01/19 Modesto Schools Infrastructure Financing Agency, Stanislaus County, California, Special Tax Revenue Bonds, Series 2004: 1,375 5.250%, 9/01/25 - AMBAC Insured 9/14 at 100.00 AAA 1,461,295 1,500 5.250%, 9/01/26 - AMBAC Insured 9/14 at 100.00 AAA 1,585,470 2,000 Monterey County, California, Certificates of Participation, 8/11 at 100.00 Aaa 2,079,880 Master Plan Financing, Series 2001, 5.000%, 8/01/21 - MBIA Insured 1,000 Ontario, California, Special Tax Bonds, Community Facilities 9/06 at 102.00 N/R 1,047,980 District 5, Freeway Interchange Project, Series 1997, 6.375%, 9/01/17 10,900 Ontario Redevelopment Financing Authority, San Bernardino No Opt. Call AAA 14,969,624 County, California, Revenue Refunding Bonds, Redevelopment Project 1, Series 1995, 7.400%, 8/01/25 - MBIA Insured 2,500 Sacramento City Financing Authority, California, Lease No Opt. Call AAA 2,866,825 Revenue Refunding Bonds, Series 1993A, 5.400%, 11/01/20 - AMBAC Insured 2,255 San Bernardino County, California, Certificates of Participation, 8/05 at 102.00 AAA 2,363,826 Medical Center Financing Project, Series 1995, 5.500%, 8/01/22 - MBIA Insured 1,200 San Jose Financing Authority, California, Lease Revenue 9/11 at 100.00 AAA 1,265,220 Refunding Bonds, Convention Center Project, Series 2001F, 5.000%, 9/01/20 - MBIA Insured 7,000 Union City Community Redevelopment Agency, California, 10/09 at 101.00 AAA 7,726,530 Tax Allocation Revenue Bonds, Redevelopment Project, Series 1999, 5.750%, 10/01/32 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 26.3% 4,000 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 3,070,400 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/29 8,500 Long Beach, California, Harbor Revenue Bonds, 5/10 at 101.00 AA- 9,530,965 Series 2000A, 5.750%, 5/15/14 (Alternative Minimum Tax) 5,250 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA 5,651,310 5.750%, 11/01/29 (Alternative Minimum Tax) - FGIC Insured 5,000 Sacramento County, California, Airport System Revenue 7/06 at 102.00 AAA 5,369,850 Bonds, Series 1996A, 5.900%, 7/01/24 (Alternative Minimum Tax) - MBIA Insured San Francisco Airports Commission, California, Revenue Bonds, San Francisco International Airport, Second Series 2000, Issue 25: 2,515 5.500%, 5/01/24 (Alternative Minimum Tax) - FSA Insured 5/10 at 101.00 AAA 2,636,424 3,100 5.750%, 5/01/30 (Alternative Minimum Tax) - FSA Insured 5/10 at 101.00 AAA 3,334,639 2,500 San Francisco Airports Commission, California, Special 1/08 at 102.00 AAA 2,757,100 Facilities Lease Revenue Bonds, San Francisco International Airport, SFO Fuel Company LLC, Series 2000A, 6.125%, 1/01/27 (Alternative Minimum Tax) - FSA Insured 1,250 San Francisco Airports Commission, California, Revenue 5/10 at 101.00 AAA 1,304,950 Bonds, San Francisco International Airport, Second Series 2000, Issue 26B, 5.000%, 5/01/21 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED*** - 4.2% 4,000 Pomona, California, GNMA/FHLMC Collateralized Single No Opt. Call AAA 5,373,000 Family Mortgage Revenue Refunding Bonds, Series 1990B, 7.500%, 8/01/23 28 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 9.4% $ 1,500 California Pollution Control Financing Authority, Revenue 9/09 at 101.00 AAA $ 1,592,685 Refunding Bonds, Southern California Edison Company, Series 1999A, 5.450%, 9/01/29 - MBIA Insured 492 California Pollution Control Financing Authority, Solid Waste 7/07 at 102.00 N/R 72,592 Disposal Revenue Bonds, CanFibre of Riverside, Series 1997A, 9.000%, 7/01/19 (Alternative Minimum Tax)# 3,000 California Department of Water Resources, Power Supply 5/12 at 101.00 A2 3,207,540 Revenue Bonds, Series 2002A, 5.125%, 5/01/18 4,500 California Statewide Community Development Authority, 12/04 at 102.00 N/R 3,883,185 Refunding Certificates of Participation, Rio Bravo Fresno Project, Series 1999A, 6.300%, 12/01/18 500 Los Angeles Department of Water and Power, California, 7/13 at 100.00 AAA 527,540 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured Merced Irrigation District, California, Revenue Refunding Bonds, Electric System Project, Series 2001: 1,650 6.750%, 9/01/31 9/05 at 102.00 Baa3 1,708,905 1,000 6.850%, 9/01/36 9/05 at 102.00 Baa3 1,036,630 ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 17.8% 4,000 California Department of Water Resources, Water System 12/11 at 100.00 AA 4,527,280 Revenue Bonds, Central Valley Project, Series 2001W, 5.500%, 12/01/15 1,030 California Department of Water Resources, Water System No Opt. Call AAA 1,199,775 Revenue Bonds, Central Valley Project, Series 2002X, 5.500%, 12/01/17 - FGIC Insured 4,000 Los Angeles, California, Wastewater System Revenue Bonds, 11/04 at 101.00 AAA 4,023,720 Series 1993D, 4.700%, 11/01/19 - FGIC Insured 2,000 San Francisco City and County Public Utilities Commission, 4/13 at 100.00 AAA 2,171,720 California, Clean Water Revenue Refunding Bonds, Series 2003A, 5.250%, 10/01/20 - MBIA Insured 10,000 Santa Maria, California, Subordinate Water and Wastewater 8/12 at 101.00 AAA 10,825,900 Revenue Certificates of Participation, Series 1997A, 5.550%, 8/01/27 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ $ 179,432 Total Long-Term Investments (cost $177,996,560) - 151.2% 193,125,923 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 2.0% 2,617,398 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (53.2)% (68,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 127,743,321 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares. * 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. CFRHoldings, Inc. determined that a sale of the facility was in the best interest of the shareholders and proceeded accordingly. N/R Investment is not rated. See accompanying notes to financial statements. 29 Nuveen California Investment Quality Municipal Fund, Inc. (NQC) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 0.4% $ 1,000 Southern California Tobacco Securitization Authority, 6/12 at 100.00 BBB $ 815,630 Tobacco Settlement Asset-Backed Bonds, Senior Series 2001A, 5.500%, 6/01/36 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 15.7% 5,000 California Educational Facilities Authority, Revenue Bonds, 10/06 at 102.00 AAA 5,071,450 Chapman University, Series 1996, 5.125%, 10/01/26 - CONNIE LEE/AMBAC Insured 3,000 California Educational Facilities Authority, Revenue Bonds, 11/10 at 100.00 Aaa 3,292,470 University of the Pacific, Series 2000, 5.750%, 11/01/30 - MBIA Insured 6,000 California State Public Works Board, Lease Revenue Bonds, 10/07 at 102.00 A- 6,280,140 California State University Projects, Series 1997C, 5.400%, 10/01/22 2,500 Long Beach Bond Financing Authority, California, Lease 11/11 at 101.00 AAA 2,601,650 Revenue Refunding Bonds, Long Beach Aquarium of the South Pacific, Series 2001, 5.250%, 11/01/30 - AMBAC Insured 2,540 University of California, Revenue Bonds, Research 9/09 at 101.00 AAA 2,604,033 Facilities, Series 2001E, 5.000%, 9/01/25 - AMBAC Insured University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A: 9,270 5.125%, 5/15/16 - AMBAC Insured 5/13 at 100.00 AAA 10,176,235 3,000 5.125%, 5/15/17 - AMBAC Insured 5/13 at 100.00 AAA 3,276,990 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 12.0% 2,110 California Health Facilities Financing Authority, Revenue 10/08 at 101.00 AAA 2,341,193 Bonds, Kaiser Permanente System, Series 1998B, 5.250%, 10/01/12 3,000 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3 3,212,160 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 3,000 California Health Facilities Financing Authority, Revenue 7/14 at 100.00 BBB+ 2,945,250 Bonds, Catholic Healthcare West, Series 2004G, 5.250%, 7/01/23 2,145 California Statewide Community Development Authority, No Opt. Call A 2,305,317 Revenue Bonds, Kaiser Permanente System, Series 2002E, 4.700%, 11/01/36 (Mandatory put 6/01/09) Central California Joint Powers Health Finance Authority, Certificates of Participation, Community Hospitals of Central California, Series 1993: 1,750 5.250%, 2/01/13 2/05 at 100.00 Baa2 1,756,353 6,820 5.500%, 2/01/15 2/05 at 100.00 Baa2 6,842,642 5,000 Loma Linda, California, Hospital Revenue Bonds, Loma Linda 12/04 at 101.00 BB+ 5,062,150 University Medical Center, Series 1993A, 6.500%, 12/01/18 1,000 Stockton, California, Health Facility Revenue Bonds, 12/07 at 102.00 BBB+ 1,051,770 Dameron Hospital Association, Series 1997A, 5.700%, 12/01/14 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 3.2% 6,500 California Statewide Community Development Authority, 7/08 at 101.00 BBB 6,882,915 Revenue Refunding Bonds, Irvine Apartment Communities Development, Series 1998A, 4.900%, 5/15/25 (Mandatory put 5/15/08) ------------------------------------------------------------------------------------------------------------------------------------ LONG-TERM CARE - 1.4% 2,945 California Statewide Community Development Authority, 4/09 at 101.00 BBB- 2,980,311 Certificates of Participation, Internext Group, Series 1999, 5.375%, 4/01/17 ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 25.0% California, Various Purpose General Obligation Bonds, Series 2000: 4,075 5.250%, 9/01/20 9/10 at 100.00 A 4,362,736 14,000 5.750%, 3/01/27 - MBIA Insured 3/10 at 101.00 AAA 15,303,540 2,400 California, General Obligation Bonds, Series 2003, 5.250%, 2/01/20 8/13 at 100.00 A 2,575,584 30 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) California, General Obligation Bonds, Series 2004: $ 1,000 5.000%, 2/01/21 2/14 at 100.00 A $ 1,047,780 3,150 5.250%, 4/01/34 4/14 at 100.00 A 3,250,895 2,395 Fontana Unified School District, San Bernardino County, 5/09 at 102.00 AAA 2,715,667 California, General Obligation Refunding Bonds, Series 1997D, 5.800%, 5/01/17 - FGIC Insured 10,060 Los Angeles, California, General Obligation Bonds, 9/11 at 100.00 AA 10,534,430 Series 2001A, 5.000%, 9/01/21 2,285 Moreno Valley Unified School District, Riverside County, 8/14 at 100.00 AAA 2,448,195 California, General Obligation Bonds, Series 2004A, 5.250%, 8/01/24 - FSA Insured 1,100 Newhall School District, Los Angeles County, California, 8/12 at 101.00 AAA 1,197,658 General Obligation Bonds, Series 2002B, 5.375%, 8/01/22 - FSA Insured 3,250 Puerto Rico, Public Improvement General Obligation Refunding No Opt. Call AAA 3,802,923 Bonds, Series 2001A, 5.500%, 7/01/20 - MBIA Insured 1,835 Riverside Community College District, California, General 8/14 at 100.00 AAA 2,000,003 Obligation Bonds, Series 2004A, 5.250%, 8/01/21 - MBIA Insured 3,500 San Diego Unified School District, San Diego County, 7/13 at 101.00 AAA 3,957,590 California, General Obligation Bonds, Series 2003E, 5.250%, 7/01/24 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 41.3% 4,460 California, Economic Recovery Revenue Bonds, 7/14 at 100.00 AA- 4,920,540 Series 2004A, 5.000%, 7/01/15 3,135 California State Public Works Board, Lease Revenue Bonds, 12/12 at 100.00 AAA 3,460,005 Department of General Services, Capital East End, Series 2002A, 5.250%, 12/01/15 - AMBAC Insured 3,000 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 A- 3,255,420 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.500%, 6/01/20 3,000 California State Public Works Board, Lease Revenue Bonds, 12/11 at 102.00 AAA 3,162,210 Department of Mental Health, Hospital Addition, Series 2001A, 5.000%, 12/01/21 - AMBAC Insured 2,000 Daly City Housing Development Finance Agency, California, 12/13 at 102.00 A- 2,065,920 Mobile Home Park Revenue Bonds, Franciscan Mobile Home Park Project, Series 2002A, 5.850%, 12/15/32 1,595 Fontana Public Financing Authority, California, Tax Allocation 9/11 at 101.00 AAA 1,691,753 Revenue Bonds, North Fontana Redevelopment Project, Series 2003A, 5.375%, 9/01/25 - AMBAC Insured 2,250 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 A- 2,333,160 Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B, 5.625%, 6/01/33 Los Angeles County Metropolitan Transportation Authority, California, Proposition C Second Senior Lien Sales Tax Revenue Bonds, Series 2000A: 8,005 5.250%, 7/01/25 - FGIC Insured 7/10 at 101.00 AAA 8,385,478 6,500 5.250%, 7/01/30 - FGIC Insured 7/10 at 101.00 AAA 6,758,440 4,130 Manteca Unified School District, San Joaquin County, 9/11 at 101.00 AAA 4,302,675 California, Special Tax Bonds, Community Facilities District 89-2, Series 2001C, 5.000%, 9/01/23 - MBIA Insured 1,685 Ontario, California, Special Tax Bonds, Community Facilities 9/06 at 102.00 N/R 1,765,846 District 5, Freeway Interchange Project, Series 1997, 6.375%, 9/01/17 3,890 Ontario Redevelopment Financing Authority, California, 8/11 at 101.00 AAA 4,100,566 Lease Revenue Bonds, Capital Projects, Series 2001, 5.000%, 8/01/21 - AMBAC Insured 3,600 Ontario Redevelopment Financing Authority, San Bernardino No Opt. Call AAA 4,944,096 County, California, Revenue Refunding Bonds, Redevelopment Project 1, Series 1995, 7.400%, 8/01/25 - MBIA Insured 1,500 Orange County, California, Special Tax Bonds, Community 8/12 at 101.00 N/R 1,524,210 Facilities District 03-1 of Ladera Ranch, Series 2004A, 5.625%, 8/15/34 9,825 Orange County, California, Recovery Certificates of 7/06 at 102.00 AAA 10,647,156 Participation, Series 1996A, 6.000%, 7/01/26 - MBIA Insured 1,000 Paramount Redevelopment Agency, California, Tax Allocation 8/13 at 100.00 AAA 1,041,200 Bonds, Project Area 1, Series 2003, 5.000%, 8/01/23 - MBIA Insured 4,000 Puerto Rico Highway and Transportation Authority, Highway 7/12 at 100.00 A 4,155,560 Revenue Bonds, Series 2002D, 5.375%, 7/01/36 31 Nuveen California Investment Quality Municipal Fund, Inc. (NQC) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) $ 4,000 Sacramento City Financing Authority, California, Lease No Opt. Call AAA $ 4,586,920 Revenue Refunding Bonds, Series 1993A, 5.400%, 11/01/20 - AMBAC Insured 3,535 San Jose Financing Authority, California, Lease Revenue 9/11 at 100.00 AAA 3,727,127 Refunding Bonds, Convention Center Project, Series 2001F, 5.000%, 9/01/20 - MBIA Insured 2,000 San Jose Financing Authority, California, Lease Revenue 6/12 at 100.00 AAA 2,176,600 Refunding Bonds, Civic Center Project, Series 2002B, 5.250%, 6/01/19 - AMBAC Insured 2,840 Santa Clara Redevelopment Agency, California, Tax Allocation 6/13 at 100.00 AAA 2,955,134 Bonds, Bayshore North Project, Series 2003, 5.000%, 6/01/23 - MBIA Insured 5,250 Santa Cruz County Redevelopment Agency, California, 9/10 at 102.00 AAA 5,535,547 Subordinate Lien Tax Allocation Bonds, Live Oak and Soquel Community Improvement Projects, Series 2000, 5.250%, 9/01/25 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 28.9% 13,000 Alameda Corridor Transportation Authority, California, 10/09 at 101.00 AAA 13,173,550 Senior Lien Revenue Bonds, Series 1999A, 5.000%, 10/01/29 - MBIA Insured Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2001D: 3,875 5.000%, 4/01/12 4/11 at 100.00 AA 4,249,364 2,605 5.000%, 4/01/16 4/11 at 100.00 AA 2,807,487 6,500 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 4,989,400 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/29 9,980 Long Beach, California, Harbor Revenue Bonds, Series 2000A, 5/10 at 101.00 AA- 10,448,761 5.500%, 5/15/25 (Alternative Minimum Tax) 9,000 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA 9,687,960 5.750%, 11/01/29 (Alternative Minimum Tax) - FGIC Insured 15,000 San Francisco Airports Commission, California, Revenue Bonds, 5/10 at 101.00 AAA 16,135,350 San Francisco International Airport, Second Series 2000, Issue 24A, 5.750%, 5/01/30 (Alternative Minimum Tax) - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED*** - 3.1% 3,000 California, Various Purpose General Obligation Bonds, 3/05 at 101.00 A*** 3,097,380 Series 1995, 5.750%, 3/01/13 (Pre-refunded to 3/01/05) 795 California Statewide Community Development Authority, No Opt. Call N/R*** 841,897 Certificates of Participation, Insured Hospital Revenue Refunding Bonds, Triad Healthcare, Series 1992, 6.250%, 8/01/06 2,500 Los Angeles Community Redevelopment Agency, California, 1/05 at 100.00 BBB*** 2,562,725 Tax Allocation Refunding Bonds, Central Business District Redevelopment Project, Series 1987G, 6.750%, 7/01/10 ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 9.4% California Department of Water Resources, Power Supply Revenue Bonds, Series 2002A: 3,600 5.375%, 5/01/17 - XLCA Insured 5/12 at 101.00 AAA 3,986,892 6,000 5.125%, 5/01/18 5/12 at 101.00 A2 6,415,080 5,000 Los Angeles Department of Water and Power, California, 7/11 at 100.00 AAA 5,415,550 Power System Revenue Bonds, Series 2001A-1, 5.250%, 7/01/20 - FSA Insured 700 Los Angeles Department of Water and Power, California, 7/13 at 100.00 AAA 738,556 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured 3,210 Turlock Irrigation District, California, Electric Revenue Bonds, 1/13 at 100.00 AAA 3,474,440 Series 2003A, 5.000%, 1/01/16 - MBIA Insured 32 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 10.1% $ 4,000 California Department of Water Resources, Water System 12/11 at 100.00 AA $ 4,513,600 Revenue Bonds, Central Valley Project, Series 2001W, 5.500%, 12/01/16 4,000 Los Angeles Department of Water and Power, California, 7/14 at 100.00 AAA 4,411,520 Waterworks Revenue Bonds, Series 2004C, 5.250%, 7/01/19 - MBIA Insured 2,745 Northridge Water District, California, Revenue Certificates 2/11 at 101.00 AAA 2,927,378 of Participation, Series 2001, 5.250%, 2/01/21 - AMBAC Insured 3,015 Oxnard Financing Authority, California, Wastewater Revenue 6/13 at 100.00 AAA 3,264,491 Bonds, Series 2003, 5.000%, 6/01/17 - FGIC Insured San Elijo Joint Powers Authority, San Diego County, California, Revenue Refunding Bonds, San Elijo Wastewater Facilities, Series 2003: 1,245 5.000%, 3/01/16 - FSA Insured 3/12 at 101.00 AAA 1,350,660 1,310 5.000%, 3/01/17 - FSA Insured 3/12 at 101.00 AAA 1,414,944 3,430 Westlands Water District, California, Revenue Certificates 9/12 at 101.00 AAA 3,680,321 of Participation, Series 2002, 5.250%, 9/01/22 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ $ 301,340 Total Long-Term Investments (cost $300,475,804) - 150.5% 319,778,529 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 2.2% 4,730,624 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (52.7)% (112,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 212,509,153 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares. * 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. See accompanying notes to financial statements. 33 Nuveen California Select Quality Municipal Fund, Inc. (NVC) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 4.4% $ 4,625 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 3,797,310 Settlement Asset-Backed Bonds, Stanislaus County Tobacco Funding Corporation, Series 2002A, 5.500%, 6/01/33 9,150 California Pollution Control Financing Authority, Sewerage 12/06 at 101.00 A+ 9,443,440 and Solid Waste Disposal Facilities Revenue Bonds, Anheuser-Busch Companies Inc., Series 1996, 5.750%, 12/01/30 (Alternative Minimum Tax) 3,000 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 BBB 2,804,700 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 1.5% 5,125 University of California, Revenue Bonds, Research Facilities, 9/09 at 101.00 AAA 5,308,731 Series 2001E, 5.000%, 9/01/22 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ ENERGY - 2.8% 9,500 California Pollution Control Financing Authority, Exempt 12/06 at 102.00 AAA 10,040,740 Facilities Revenue Bonds, Mobil Oil Corporation, Series 1996, 5.500%, 12/01/29 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 15.6% 1,750 ABAG Finance Authority for Non-Profit Corporations, 4/12 at 100.00 A 1,861,895 California, Insured Revenue Bonds, Sansum-Santa Barbara Medical Foundation Clinic, Series 2002A, 5.500%, 4/01/21 13,500 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3 14,454,720 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 545 California Health Facilities Financing Authority, Insured Health 1/05 at 102.00 AAA 549,774 Facility Revenue Refunding Bonds, Catholic Healthcare West, Series 1994A, 4.750%, 7/01/19 - MBIA Insured 5,000 California Statewide Community Development Authority, 7/07 at 102.00 AA- 5,161,500 Refunding Certificates of Participation, St. Joseph Health System, Series 1997, 5.125%, 7/01/17 14,000 California Statewide Community Development Authority, 7/10 at 101.00 BBB+ 15,188,180 Certificates of Participation, Catholic Healthcare West, Series 1999, 6.500%, 7/01/20 2,000 California Statewide Community Development Authority, No Opt. Call AAA 2,136,040 Revenue Refunding Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 - AMBAC Insured 9,350 Loma Linda, California, Hospital Revenue Refunding Bonds, 12/04 at 101.00 AAA 9,672,388 Loma Linda University Medical Center, Series 1993C, 5.375%, 12/01/22 - MBIA Insured 6,000 Madera County, California, Certificates of Participation, 3/05 at 102.00 AAA 6,223,800 Valley Children's Hospital Project, Series 1995, 5.750%, 3/15/28 - MBIA Insured 1,050 Stockton, California, Health Facility Revenue Bonds, 12/07 at 102.00 BBB+ 1,120,718 Dameron Hospital Association, Series 1997A, 5.450%, 12/01/10 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/SINGLE FAMILY - 2.2% 645 California Housing Finance Agency, Single Family Mortgage 5/05 at 102.00 AAA 654,998 Bonds, Senior Series 1995A-2, 6.350%, 8/01/15 (Alternative Minimum Tax) 255 California Housing Finance Agency, Single Family Mortgage 10/05 at 102.00 AAA 260,921 Bonds, Mezzanine Series 1995B-2, 6.250%, 8/01/14 (Alternative Minimum Tax) - AMBAC Insured 1,440 California Housing Finance Agency, Single Family Mortgage 10/05 at 102.00 AAA 1,452,110 Bonds, Senior Series 1995B-2, 6.250%, 2/01/18 (Alternative Minimum Tax) 10,395 California Housing Finance Agency, Home Mortgage Revenue 8/10 at 27.19 AAA 1,975,674 Bonds, Series 2000T, 0.000%, 2/01/32 (Alternative Minimum Tax) - MBIA Insured 3,560 Puerto Rico Housing Bank and Finance Agency, Single Family 4/05 at 102.00 AAA 3,655,479 Mortgage Revenue Bonds, Affordable Housing Mortgage Subsidy Program, Series 1995-I, 6.250%, 4/01/29 (Alternative Minimum Tax) 34 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ INDUSTRIALS - 2.8% $ 4,720 California Pollution Control Financing Authority, Solid Waste No Opt. Call BBB $ 4,768,333 Disposal Revenue Bonds, Waste Management Inc., Series 2002B, 4.450%, 7/01/27 (Alternative Minimum Tax) (Mandatory put 7/01/05) 5,000 California Pollution Control Financing Authority, Solid Waste No Opt. Call BBB+ 5,230,850 Disposal Revenue Bonds, Republic Services Inc., Series 2002C, 5.250%, 6/01/23 (Alternative Minimum Tax) (Mandatory put 12/01/17) ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 27.1% California, Various Purpose General Obligation Bonds, Series 2000: 4,700 5.625%, 5/01/22 - FGIC Insured 5/10 at 101.00 AAA 5,186,732 10,000 5.750%, 3/01/27 - MBIA Insured 3/10 at 101.00 AAA 10,931,100 California, General Obligation Bonds, Series 2003: 3,750 5.250%, 11/01/19 - RAAI Insured 11/13 at 100.00 AA 4,055,700 3,700 5.250%, 2/01/21 8/13 at 100.00 A 3,950,860 5,000 5.250%, 2/01/22 8/13 at 100.00 A 5,304,800 1,000 5.250%, 2/01/22 - CIFG Insured 8/13 at 100.00 AAA 1,073,920 California, General Obligation Bonds, Series 2004: 3,800 5.000%, 2/01/21 2/14 at 100.00 A 3,981,564 3,700 5.125%, 4/01/25 4/14 at 100.00 A 3,830,166 1,850 5.200%, 4/01/26 4/14 at 100.00 A 1,917,599 1,880 Compton Community College District, Los Angeles County, 7/14 at 100.00 AAA 2,060,593 California, General Obligation Bonds, Series 2004A, 5.250%, 7/01/20 - MBIA Insured Fontana Unified School District, San Bernardino County, California, General Obligation Bonds, Series 2004: 1,470 5.250%, 5/01/19 - MBIA Insured 5/14 at 100.00 AAA 1,619,132 1,040 5.250%, 5/01/20 - MBIA Insured 5/14 at 100.00 AAA 1,138,519 5,515 Fresno Unified School District, Fresno County, California, 8/09 at 102.00 AAA 5,782,202 General Obligation Bonds, Series 2001E, 5.000%, 8/01/25 - FGIC Insured 10,060 Los Angeles, California, General Obligation Bonds, 9/11 at 100.00 AA 10,653,842 Series 2001A, 5.000%, 9/01/20 13,020 Los Angeles Unified School District, California, General 7/08 at 101.00 AAA 13,413,855 Obligation Bonds, Series 1998B, 5.000%, 7/01/23 - FGIC Insured 6,030 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA 6,333,972 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 - FGIC Insured 2,200 Oakland Unified School District, Alameda County, California, 8/08 at 101.00 AAA 2,287,978 General Obligation Bonds, Series 2001, 5.125%, 8/01/21 - FSA Insured 2,270 Pajaro Valley Unified School District, Santa Cruz County, 8/13 at 100.00 AAA 2,415,121 California, General Obligation Bonds, Series 2003, 5.000%, 8/01/20 - FSA Insured 5,000 Puerto Rico, Public Improvement General Obligation Refunding No Opt. Call AAA 5,850,650 Bonds, Series 2001A, 5.500%, 7/01/20 - MBIA Insured 2,000 West Contra Costa Unified School District, Contra Costa 8/11 at 101.00 AAA 2,093,720 County, California, General Obligation Bonds, Series 2003C, 5.000%, 8/01/22 - FGIC Insured 3,760 West Contra Costa Unified School District, Contra Costa 8/11 at 101.00 AAA 3,936,194 County, California, General Obligation Bonds, Series 2003B, 5.000%, 8/01/22 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 28.5% 2,870 Bell Community Redevelopment Agency, California, Tax 10/13 at 100.00 AA 3,055,517 Allocation Bonds, Bell Project Area, Series 2003, 5.500%, 10/01/23 - RAAI Insured 7,390 California, Economic Recovery Revenue Bonds, 7/14 at 100.00 AA- 8,153,091 Series 2004A, 5.000%, 7/01/15 3,765 California State Public Works Board, Lease Revenue Bonds, 12/12 at 100.00 AAA 4,135,702 Department of General Services, Capital East End, Series 2002A, 5.250%, 12/01/16 - AMBAC Insured California State Public Works Board, Lease Revenue Bonds, Department of Mental Health, Coalinga State Hospital, Series 2004A: 4,000 5.500%, 6/01/21 6/14 at 100.00 A- 4,314,240 2,000 5.500%, 6/01/23 6/14 at 100.00 A- 2,124,640 35 Nuveen California Select Quality Municipal Fund, Inc. (NVC) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B: $ 2,000 5.625%, 6/01/33 6/13 at 100.00 A- $ 2,073,920 2,500 5.625%, 6/01/38 6/13 at 100.00 A- 2,588,825 3,000 La Quinta Redevelopment Agency, California, Tax Allocation 9/11 at 102.00 AAA 3,161,070 Bonds, Redevelopment Project Area 1, Series 2001, 5.000%, 9/01/21 - AMBAC Insured 3,510 Long Beach Bond Financing Authority, California, Lease 10/07 at 102.00 AAA 3,548,294 Revenue and Refunding Bonds, Civic Center Project, Series 1997A, 5.000%, 10/01/27 - MBIA Insured 16,500 Los Angeles County Metropolitan Transportation Authority, 7/08 at 101.00 AAA 16,900,620 California, Second Senior Lien Proposition C Sales Tax Revenue Refunding Bonds, Series 1998A, 5.000%, 7/01/23 - AMBAC Insured 3,000 Los Angeles County Metropolitan Transportation Authority, 7/10 at 101.00 AAA 3,142,590 California, Second Senior Lien Proposition C Sales Tax Revenue Bonds, Series 2000A, 5.250%, 7/01/25 - FGIC Insured 4,750 Montclair Redevelopment Agency, California, Revenue Bonds, 12/10 at 102.00 N/R 4,710,623 Monterey Manor Mobile Home Estates Project, Series 2000, 6.400%, 12/15/30 Monterey County, California, Certificates of Participation, Master Plan Financing, Series 2001: 2,075 5.000%, 8/01/19 - MBIA Insured 8/11 at 100.00 Aaa 2,184,498 3,000 5.000%, 8/01/26 - MBIA Insured 8/11 at 100.00 Aaa 3,048,090 2,580 Oakland Redevelopment Agency, California, Subordinate 3/13 at 100.00 AAA 2,875,229 Lien Tax Allocation Bonds, Central District Redevelopment Project, Series 2003, 5.500%, 9/01/18 - FGIC Insured 3,605 Oakland State Building Authority, California, Lease Revenue 4/08 at 101.00 AAA 3,702,479 Bonds, Elihu M. Harris State Office Building, Series 1998A, 5.000%, 4/01/23 - AMBAC Insured 2,280 Ontario Redevelopment Financing Authority, California, 8/11 at 101.00 AAA 2,475,898 Lease Revenue Bonds, Capital Projects, Series 2001, 5.250%, 8/01/18 - AMBAC Insured 1,000 Orange County, California, Special Tax Bonds, Community 8/12 at 101.00 N/R 1,015,870 Facilities District 03-1 of Ladera Ranch, Series 2004A, 5.500%, 8/15/24 130 Riverside Public Financing Authority, California, Revenue 2/05 at 100.00 N/R 131,794 Bonds, Multiple Project Loans, Series 1991A, 8.000%, 2/01/18 2,000 San Francisco State Building Authority, California, Lease 12/06 at 102.00 AAA 2,158,320 Revenue Bonds, San Francisco Civic Center Complex, Series 1996A, 5.250%, 12/01/16 - AMBAC Insured 10,000 San Jose Redevelopment Agency, California, Tax Allocation 8/08 at 102.00 A 10,156,900 Bonds, Merged Area Redevelopment Project, Series 1998, 5.250%, 8/01/29 2,200 San Jose Financing Authority, California, Lease Revenue 9/11 at 100.00 AAA 2,319,570 Refunding Bonds, Convention Center Project, Series 2001F, 5.000%, 9/01/20 - MBIA Insured 4,625 Santa Clara Redevelopment Agency, California, Tax Allocation No Opt. Call AAA 4,986,351 Bonds, Bayshore North Project, Series 2003, 5.000%, 6/01/17 - MBIA Insured Solano County, California, Certificates of Participation, Series 2002: 2,415 5.250%, 11/01/22 - MBIA Insured 11/12 at 100.00 AAA 2,568,884 1,625 5.250%, 11/01/23 - MBIA Insured 11/12 at 100.00 AAA 1,719,380 5,000 West Hollywood, California, Refunding Certificates of 2/08 at 102.00 AAA 5,081,550 Participation, Series 1998, 5.000%, 2/01/25 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 18.7% 10,500 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 8,059,800 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/29 8,300 Foothill/Eastern Transportation Corridor Agency, California, 1/10 at 100.00 AAA 8,363,163 Toll Road Revenue Bonds, Series 1995A, 5.000%, 1/01/35 - MBIA Insured 7,500 Los Angeles Harbors Department, California, Revenue Bonds, 8/06 at 101.00 AAA 8,070,000 Series 1996, 6.200%, 8/01/25 (Alternative Minimum Tax) - MBIA Insured 1,500 Orange County, California, Airport Revenue Refunding Bonds, 7/13 at 100.00 AAA 1,607,730 John Wayne Airport, Series 2003, 5.000%, 7/01/18 - FSA Insured 2,000 Orange County Transportation Authority, California, Toll Road 8/13 at 100.00 AAA 2,128,340 Revenue Bonds, 91 Express Lanes Project, Series 2003A, 5.000%, 8/15/20 - AMBAC Insured 36 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION (continued) $ 8,000 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA $ 8,611,520 5.750%, 11/01/29 (Alternative Minimum Tax) - FGIC Insured 20,000 San Francisco Airports Commission, California, Revenue 5/10 at 101.00 AAA 21,513,800 Bonds, San Francisco International Airport, Second Series 2000, Issue 25, 5.750%, 5/01/30 (Alternative Minimum Tax) - FSA Insured 5,000 San Francisco Airports Commission, California, Revenue 5/11 at 100.00 AAA 5,433,600 Refunding Bonds, San Francisco International Airport, Second Series 2001, Issue 27B, 5.250%, 5/01/18 - FGIC Insured 3,665 San Francisco Airports Commission, California, Revenue 5/12 at 100.00 AAA 3,883,984 Refunding Bonds, San Francisco International Airport, Second Series 2002, Issue 28A, 5.250%, 5/01/18 (Alternative Minimum Tax) - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED*** - 9.8% 3,000 California Pollution Control Financing Authority, Solid Waste 11/04 at 100.00 Aaa 3,457,350 Disposal Revenue Bonds, North County Recycling Center, Series 1991A, 6.750%, 7/01/17 1,500 California State Public Works Board, Lease Revenue Bonds, 9/05 at 100.00 A3*** 1,569,435 California State University System, Series 1995A, 6.000%, 9/01/15 (Pre-refunded to 9/01/05) 2,110 Contra Costa County, California, GNMA Mortgage-Backed 5/05 at 100.00 AAA 2,437,556 Securities Program, Home Mortgage Revenue Bonds, Series 1989, 7.700%, 11/01/09 (Alternative Minimum Tax) 4,000 Los Angeles County Public Works Financing Authority, 10/04 at 102.00 Aa3*** 4,096,080 California, Revenue Bonds, Regional Park and Open Space District, Series 1994A, 6.000%, 10/01/15 (Pre-refunded to 10/01/04) Southern California Metropolitan Water District, Water Revenue Bonds, Series 1997A: 2,105 5.000%, 7/01/26 (Pre-refunded to 1/01/08) 1/08 at 101.00 AAA 2,321,184 1,220 5.000%, 7/01/26 (Pre-refunded to 1/01/08) 1/08 at 101.00 AAA 1,345,294 1,705 Palm Springs Financing Authority, California, Tax Allocation 8/05 at 100.00 N/R*** 1,790,557 Revenue Bonds, Agency Loans, Series 1991B, 6.800%, 8/01/11 (Pre-refunded to 8/01/05) 10,000 Puerto Rico Highway and Transportation Authority, Highway 7/10 at 101.00 A*** 11,727,900 Revenue Bonds, Series 2000B, 6.000%, 7/01/31 (Pre-refunded to 7/01/10) 4,000 Puerto Rico Infrastructure Financing Authority, Special 10/10 at 101.00 AAA 4,324,280 Obligation Bonds, Series 2000A, 5.500%, 10/01/32 2,000 Vista, California, Mobile Home Park Revenue Bonds, Vista 3/09 at 102.00 N/R*** 2,231,700 Manor Mobile Home Park Project, Series 1999A, 5.750%, 3/15/29 (Pre-refunded to 3/15/24 at 100) ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 20.6% 2,000 Anaheim Public Finance Authority, California, Revenue 10/12 at 100.00 AAA 2,199,700 Refunding Bonds, Electric Generating System, Series 2002B, 5.250%, 10/01/18 - FSA Insured 1,810 Anaheim Public Finance Authority, California, Second Lien 10/14 at 100.00 AAA 1,965,624 Electric Distribution Revenue Bonds, Series 2004, 5.250%, 10/01/21 - MBIA Insured 10,350 California Pollution Control Financing Authority, Revenue No Opt. Call A+ 11,815,146 Bonds, San Diego Gas and Electric Company, Series 1991A, 6.800%, 6/01/15 (Alternative Minimum Tax) 9,550 California Pollution Control Financing Authority, Revenue 12/04 at 100.00 A3 9,569,100 Bonds, Southern California Edison Company, Series 1991, 6.900%, 12/01/17 (Alternative Minimum Tax) California Department of Water Resources, Power Supply Revenue Bonds, Series 2002A: 2,500 5.375%, 5/01/17 - XLCA Insured 5/12 at 101.00 AAA 2,768,675 9,750 5.125%, 5/01/18 5/12 at 101.00 A2 10,424,505 4,000 Imperial Irrigation District, California, Certificates of 11/13 at 100.00 AAA 4,271,080 Participation, Electric System Revenue Bonds, Series 2003, 5.250%, 11/01/23 - FSA Insured 5,000 Los Angeles Department of Water and Power, California, 7/11 at 100.00 AAA 5,485,850 Power System Revenue Refunding Bonds, Series 2001A-2, 5.375%, 7/01/20 - MBIA Insured 1,200 Los Angeles Department of Water and Power, California, 7/13 at 100.00 AAA 1,266,096 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured 5,225 Los Angeles, California, Revenue Bonds, Sanitation 2/11 at 100.00 AAA 5,727,436 Equipment Charge, Series 2001A, 5.250%, 2/01/18 - FSA Insured 7,000 Merced Irrigation District, California, Revenue Refunding 9/05 at 102.00 Baa3 7,256,410 Bonds, Electric System Project, Series 2001, 6.850%, 9/01/36 37 Nuveen California Select Quality Municipal Fund, Inc. (NVC) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES (continued) $ 4,360 Sacramento Municipal Utility District, California, Electric 8/12 at 100.00 AAA $ 4,769,186 Revenue Refunding Bonds, Series 2002Q, 5.250%, 8/15/19 - FSA Insured 3,460 Southern California Public Power Authority, Revenue Bonds, 7/13 at 100.00 AAA 3,663,621 Magnolia Power Project, Series 2003-1A, 5.000%, 7/01/20 - AMBAC Insured 3,060 Turlock Irrigation District, California, Electric Revenue Bonds, 1/13 at 100.00 AAA 3,334,849 Series 2003A, 5.000%, 1/01/15 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 13.1% 7,000 Los Angeles, California, Wastewater System Revenue Bonds, 6/08 at 101.00 AAA 7,081,410 Series 1998A, 5.000%, 6/01/28 - FGIC Insured 1,075 Southern California Metropolitan Water District, Water 1/08 at 101.00 AA 1,089,233 Revenue Bonds, Series 1997A, 5.000%, 7/01/26 2,525 Sacramento County Sanitation District Financing Authority, No Opt. Call AAA 2,926,475 California, Revenue Refunding Bonds, Series 2001, 5.500%, 12/01/20 - AMBAC Insured 17,670 San Francisco City and County Public Utilities Commission, 11/11 at 100.00 AAA 18,243,215 California, Water Revenue Bonds, Series 2001A, 5.000%, 11/01/24 - FSA Insured San Francisco City and County Public Utilities Commission, California, Clean Water Revenue Refunding Bonds, Series 2003A: 2,120 5.250%, 10/01/19 - MBIA Insured 4/13 at 100.00 AAA 2,314,870 2,960 5.250%, 10/01/20 - MBIA Insured 4/13 at 100.00 AAA 3,214,146 Sweetwater Authority, California, Water Revenue Bonds, Series 2002: 2,800 5.500%, 4/01/19 - FSA Insured 4/10 at 101.00 AAA 3,114,690 9,055 5.000%, 4/01/22 - FSA Insured 4/10 at 101.00 AAA 9,417,381 ------------------------------------------------------------------------------------------------------------------------------------ $ 512,750 Total Long-Term Investments (cost $498,424,386) - 147.1% 530,806,436 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 6.1% 22,131,255 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (53.2)% (192,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 360,937,691 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares. * 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. See accompanying notes to financial statements. 38 Nuveen California Quality Income Municipal Fund, Inc. (NUC) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 6.5% $ 4,620 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 3,793,205 Settlement Asset-Backed Bonds, Stanislaus County Tobacco Funding Corporation, Series 2002A, 5.500%, 6/01/33 7,325 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 6,062,829 Settlement Asset-Backed Bonds, Sonoma County Tobacco Funding Corporation, Series 2002B, 5.500%, 6/01/30 5,000 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 4,329,450 Settlement Asset-Backed Bonds, Alameda County Tobacco Asset Securitization Corporation, Series 2002, 5.750%, 6/01/29 9,320 California Statewide Financing Authority, Tobacco Settlement 5/12 at 100.00 Baa3 8,023,029 Asset-Backed Bonds, Pooled Tobacco Securitization Program, Series 2002A, 5.625%, 5/01/29 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 16.3% 8,975 California Educational Facilities Authority, Revenue Bonds, 11/10 at 100.00 Aaa 9,849,973 University of the Pacific, Series 2000, 5.750%, 11/01/30 - MBIA Insured 4,000 California State Public Works Board, Lease Revenue Refunding 3/06 at 102.00 AAA 4,284,840 Bonds, Community Colleges Projects, Series 1996B, 5.625%, 3/01/19 - AMBAC Insured 6,400 California State University, Systemwide Revenue Bonds, 11/12 at 100.00 AAA 6,770,944 Series 2002A, 5.000%, 11/01/20 - AMBAC Insured 1,000 California Statewide Community Development Authority, 4/06 at 101.00 AAA 1,065,940 Auxiliary Organization Revenue Certificates of Participation, University Corporation - California State University - Northridge, Series 1996, 6.000%, 4/01/26 - AMBAC Insured 1,615 University of California, Certificates of Participation, 1/10 at 101.00 Aa2 1,704,552 San Diego and Sacramento Campus Projects, Series 2002A, 5.250%, 1/01/21 7,500 University of California, Revenue Bonds, Multiple Purpose 9/08 at 101.00 Aa2 7,726,575 Projects, Series 2000K, 5.300%, 9/01/30 University of California, Revenue Bonds, Research Facilities, Series 2001E: 2,305 5.000%, 9/01/23 - AMBAC Insured 9/09 at 101.00 AAA 2,387,634 5,150 5.000%, 9/01/24 - AMBAC Insured 9/09 at 101.00 AAA 5,313,564 University of California, Revenue Bonds, Multi-Purpose Projects, Series 2002O: 5,265 5.000%, 9/01/18 - FGIC Insured 9/10 at 101.00 AAA 5,628,232 10,255 5.000%, 9/01/19 - FGIC Insured 9/10 at 101.00 AAA 10,847,124 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 11.6% 1,750 ABAG Finance Authority for Non-Profit Corporations, 4/12 at 100.00 A 1,861,895 California, Insured Revenue Bonds, Sansum-Santa Barbara Medical Foundation Clinic, Series 2002A, 5.500%, 4/01/21 California Health Facilities Financing Authority, Revenue Bonds, Cedars-Sinai Medical Center, Series 1999A: 10,400 6.125%, 12/01/30 12/09 at 101.00 A3 11,135,488 7,700 6.250%, 12/01/34 12/09 at 101.00 A3 8,262,408 4,000 California Health Facilities Financing Authority, Insured Health 11/04 at 101.00 A 4,051,120 Facility Revenue Refunding Bonds, Valley Memorial Hospital, Series 1993A, 6.000%, 5/01/17 California Statewide Community Development Authority, Certificates of Participation, Cedars-Sinai Medical Center, Series 1992: 1,160 6.500%, 8/01/12 No Opt. Call A3 1,313,271 4,140 6.500%, 8/01/15 2/05 at 100.00 A3 4,154,945 5,355 California Statewide Community Development Authority, No Opt. Call A 5,755,233 Revenue Bonds, Kaiser Permanente System, Series 2002E, 4.700%, 11/01/36 (Mandatory put 6/01/09) 3,110 Loma Linda, California, Hospital Revenue Bonds, Loma Linda 12/04 at 101.00 BB+ 3,148,657 University Medical Center, Series 1993A, 6.500%, 12/01/18 39 Nuveen California Quality Income Municipal Fund, Inc. (NUC) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 3.0% $ 5,250 California Housing Finance Agency, Multi-Unit Rental Housing 2/05 at 100.00 Aa3 $ 5,257,823 Revenue Bonds, Series 1992B-II, 6.700%, 8/01/15 1,000 California Statewide Community Development Authority, 7/08 at 101.00 BBB 1,058,170 Revenue Refunding Bonds, Irvine Apartment Communities Development, Series 1998A, 5.100%, 5/15/25 (Mandatory put 5/17/10) 1,770 Stanton, California, Multifamily Housing Revenue Bonds, 8/07 at 102.00 AAA 1,899,228 Continental Gardens Apartments, Series 1997, 5.625%, 8/01/29 (Alternative Minimum Tax) (Mandatory put 8/01/09) Yolo County Housing Authority, California, Revenue Refunding Bonds, Russell Park Apartments, Series 1992A: 865 6.900%, 11/01/08 11/04 at 101.00 Aa2 875,968 1,030 7.000%, 11/01/14 11/04 at 101.00 Aa2 1,042,175 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/SINGLE FAMILY - 0.6% 10,370 California Housing Finance Agency, Home Mortgage Revenue 8/10 at 27.19 AAA 1,970,922 Bonds, Series 2000T, 0.000%, 2/01/32 (Alternative Minimum Tax) - MBIA Insured 180 Riverside County, California, GNMA Mortgage-Backed No Opt. Call AAA 181,750 Securities Program, Single Family Mortgage Revenue Bonds, Series 1989B, 7.600%, 11/01/19 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 25.4% 1,900 Azusa Unified School District, Los Angeles County, California, 7/12 at 100.00 AAA 2,073,432 General Obligation Bonds, Series 2002, 5.375%, 7/01/20 - FSA Insured 13,665 California, General Obligation Veterans Welfare Bonds, 12/04 at 101.00 A 13,732,095 Series 1997BH, 5.600%, 12/01/32 (Alternative Minimum Tax) 1,500 California, Various Purpose General Obligation Bonds, 6/10 at 100.00 A 1,601,670 Series 2000, 5.500%, 6/01/25 6,085 California, General Obligation Veterans Welfare Bonds, 12/06 at 102.00 A 6,207,430 Series 1997BJ, 5.700%, 12/01/32 (Alternative Minimum Tax) 2,000 California, General Obligation Refunding Bonds, Series 2002, 4/12 at 100.00 A 2,055,160 5.250%, 4/01/32 7,500 California, Various Purpose General Obligation Bonds, 6/11 at 100.00 A 7,794,075 Series 2001, 5.125%, 6/01/22 California, General Obligation Bonds, Series 2003: 3,750 5.250%, 11/01/19 - RAAI Insured 11/13 at 100.00 AA 4,055,700 500 5.250%, 2/01/33 2/13 at 100.00 A 514,535 6,300 California, General Obligation Bonds, Series 2004, 4/14 at 100.00 A 6,530,202 5.200%, 4/01/26 5,440 Coast Community College District, Orange County, California, 8/13 at 100.00 AAA 5,721,411 General Obligation Refunding Bonds, Series 2003A, 5.000%, 8/01/22 - MBIA Insured 1,615 Compton Unified School District, Los Angeles County, 9/13 at 100.00 AAA 1,788,532 California, General Obligation Bonds, Series 2003A, 5.375%, 9/01/19 - MBIA Insured 1,200 Fremont Union High School District, Santa Clara County, 9/12 at 100.00 AAA 1,284,432 California, General Obligation Bonds, Series 2002C, 5.000%, 9/01/18 - FSA Insured 1,370 Fremont-Newark Community College District, Alameda 8/11 at 101.00 AAA 1,492,779 County, California, General Obligation Bonds, Series 2002A, 5.375%, 8/01/20 - MBIA Insured 5,255 Livermore Valley Joint Unified School District, Alameda 8/11 at 100.00 AAA 5,418,220 County, California, General Obligation Bonds, Election of 1999, Series 2001, 5.125%, 8/01/26 - FSA Insured 2,000 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA 2,100,820 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 - FGIC Insured 1,170 Los Angeles Unified School District, California, General 7/13 at 100.00 AAA 1,267,601 Obligation Bonds, Series 2003F, 5.000%, 7/01/17 - FSA Insured 2,375 Moreno Valley Unified School District, Riverside County, 8/14 at 100.00 AAA 2,544,623 California, General Obligation Bonds, Series 2004A, 5.250%, 8/01/24 - FSA Insured 6,760 San Diego Unified School District, San Diego County, 7/13 at 101.00 AAA 7,643,802 California, General Obligation Bonds, Series 2003E, 5.250%, 7/01/21 - FSA Insured 6,865 San Ramon Valley Unified School District, Contra Costa 8/13 at 100.00 AAA 7,178,730 County, California, General Obligation Bonds, Series 2003, 5.000%, 8/01/23 - FSA Insured 40 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) $ 1,390 South Pasadena Unified School District, Los Angeles 8/13 at 100.00 AAA $ 1,461,905 County, California, General Obligation Bonds, Series 2003A, 5.000%, 8/01/22 - FGIC Insured 3,925 West Contra Costa Unified School District, Contra Costa 8/11 at 101.00 AAA 4,087,495 County, California, General Obligation Bonds, Series 2003B, 5.000%, 8/01/23 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 40.8% 1,200 Burbank Public Financing Authority, California, Revenue 12/12 at 100.00 AAA 1,266,792 Bonds, West Olive Redevelopment Project, Series 2002, 5.125%, 12/01/22 - AMBAC Insured 7,160 California, Economic Recovery Revenue Bonds, 7/14 at 100.00 AA- 7,899,342 Series 2004A, 5.000%, 7/01/15 3,070 California State Public Works Board, Lease Revenue Bonds, 12/12 at 100.00 AAA 3,372,272 Department of General Services, Capital East End, Series 2002A, 5.250%, 12/01/16 - AMBAC Insured 5,115 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 A- 5,550,491 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.500%, 6/01/20 2,000 California State Public Works Board, Lease Revenue No Opt. Call AAA 2,262,340 Bonds, Department of Corrections, Susanville State Prison, Series 1993D, 5.250%, 6/01/15 - FSA Insured 2,030 California State Public Works Board, Lease Revenue Bonds, 3/12 at 100.00 AAA 2,165,259 Department of General Services, Series 2002C, 5.250%, 3/01/21 - AMBAC Insured 1,750 California State Public Works Board, Lease Revenue Bonds, No Opt. Call AAA 1,980,195 Department of Corrections, Series 1993E, 5.500%, 6/01/15 - MBIA Insured Commerce Community Development Commission, California, Tax Allocation Refunding Bonds, Merged Area Development Projects 2 and 3, Series 1998A: 1,000 5.650%, 8/01/18 8/08 at 102.00 N/R 1,032,530 2,765 5.700%, 8/01/28 8/08 at 102.00 N/R 2,786,208 3,065 Corona-Norco Unified School District, Riverside County, 9/13 at 100.00 AAA 3,286,262 California, Special Tax Bonds, Community Facilities District 98-1, Series 2003, 5.500%, 9/01/33 - MBIA Insured Cupertino, California, Certificates of Participation, Refinancing Capital Improvement Project, Series 2002: 1,945 5.000%, 7/01/18 - AMBAC Insured 7/09 at 102.00 AAA 2,069,169 2,040 5.000%, 7/01/19 - AMBAC Insured 7/09 at 102.00 AAA 2,159,320 2,145 5.000%, 7/01/20 - AMBAC Insured 7/09 at 102.00 AAA 2,262,975 3,000 Daly City Housing Development Finance Agency, California, 12/13 at 102.00 A- 3,098,880 Mobile Home Park Revenue Bonds, Franciscan Mobile Home Park Project, Series 2002A, 5.850%, 12/15/32 2,725 Fresno, California, Certificates of Participation, Street 12/04 at 100.00 A+ 2,756,556 Improvement Project, Series 1991, 6.625%, 12/01/11 Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B: 5,000 5.625%, 6/01/33 6/13 at 100.00 A- 5,184,800 2,500 5.625%, 6/01/38 6/13 at 100.00 A- 2,588,825 1,910 Industry Urban Development Agency, California, Tax Allocation 5/07 at 101.50 AAA 2,081,690 Refunding Bonds, Civic, Recreational and Industrial Redevelopment Project 1, Series 2002, 5.500%, 5/01/19 - MBIA Insured 2,300 Irvine, California, Mobile Home Park Revenue Bonds, 3/08 at 102.00 N/R 2,241,948 Meadows Mobile Home Park, Series 1998A, 5.700%, 3/01/18 1,350 Los Angeles Community Redevelopment Agency, California, 3/13 at 100.00 BBB- 1,364,566 Subordinate Lien Tax Allocation Bonds, Bunker Hill Redevelopment Project, Series 2004L, 5.100%, 3/01/19 8,000 Los Angeles County Metropolitan Transportation Authority, 7/10 at 101.00 AAA 8,380,240 California, Proposition C Second Senior Lien Sales Tax Revenue Bonds, Series 2000A, 5.250%, 7/01/25 - FGIC Insured 4,850 Los Angeles County Metropolitan Transportation Authority, 7/13 at 100.00 AAA 5,281,117 California, Proposition A First Tier Senior Sales Tax Revenue Bonds, Series 2003A, 5.000%, 7/01/16 - FSA Insured 3,005 Monterey County, California, Certificates of Participation, 8/11 at 100.00 Aaa 3,148,819 Master Plan Financing, Series 2001, 5.000%, 8/01/20 - MBIA Insured 14,160 Oakland State Building Authority, California, Lease Revenue 4/08 at 101.00 AAA 14,542,886 Bonds, Elihu M. Harris State Office Building, Series 1998A, 5.000%, 4/01/23 - AMBAC Insured 41 Nuveen California Quality Income Municipal Fund, Inc. (NUC) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) $ 2,470 Oceanside, California, Mobile Home Park Revenue Bonds, 3/08 at 102.00 N/R $ 2,286,899 Laguna Vista Mobile Estates Acquisition Project, Series 1998, 5.800%, 3/01/28 15,300 Ontario Redevelopment Financing Authority, San Bernardino No Opt. Call AAA 21,012,408 County, California, Revenue Refunding Bonds, Redevelopment Project 1, Series 1995, 7.400%, 8/01/25 - MBIA Insured 5,200 Orange County, California, Recovery Certificates of 7/06 at 102.00 AAA 5,635,136 Participation, Series 1996A, 6.000%, 7/01/26 - MBIA Insured 2,500 Puerto Rico Highway and Transportation Authority, Highway 7/12 at 100.00 A 2,597,225 Revenue Bonds, Series 2002D, 5.375%, 7/01/36 Redding Redevelopment Agency, California, Tax Allocation Bonds, Canby-Hilltop-Cypress Area Project, Series 2003A: 1,500 5.000%, 9/01/17 - MBIA Insured 9/13 at 100.00 AAA 1,627,200 1,500 5.000%, 9/01/20 - MBIA Insured 9/13 at 100.00 AAA 1,596,690 4,320 Richmond Joint Powers Financing Authority, California, 9/13 at 100.00 AAA 4,554,360 Tax Allocation Bonds, Series 2003A, 5.250%, 9/01/22 - MBIA Insured 3,040 Riverside County, California, Mobile Home Park Revenue 3/09 at 102.00 N/R 2,727,032 Bonds, Bravo Mobile Home Park Project, Series 1999A, 5.900%, 3/20/29 2,500 San Jose Financing Authority, California, Lease Revenue 9/11 at 100.00 AAA 2,635,875 Refunding Bonds, Convention Center Project, Series 2001F, 5.000%, 9/01/20 - MBIA Insured 2,000 San Jose Unified School District, Santa Clara County, 6/07 at 101.00 AAA 2,185,200 California, Certificates of Participation, Series 1999, 5.750%, 6/01/24 - MBIA Insured 2,770 Santa Ana Community Redevelopment Agency, Orange 9/13 at 100.00 AAA 2,952,848 County, California, Tax Allocation Refunding Bonds, South Main Street Redevelopment, Series 2003B, 5.000%, 9/01/19 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 12.8% 11,000 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 8,443,600 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/29 2,000 Orange County Transportation Authority, California, Toll Road 8/13 at 100.00 AAA 2,128,340 Revenue Bonds, 91 Express Lanes Project, Series 2003A, 5.000%, 8/15/20 - AMBAC Insured 2,685 Sacramento County, California, Airport System Revenue 7/12 at 100.00 AAA 2,872,306 Bonds, Series 2002A, 5.250%, 7/01/21 - FSA Insured 20,000 San Francisco Airports Commission, California, Revenue 5/10 at 101.00 AAA 21,513,800 Bonds, San Francisco International Airport, Second Series 2000, Issue 25, 5.750%, 5/01/30 (Alternative Minimum Tax) - FSA Insured San Francisco Airports Commission, California, Revenue Refunding Bonds, San Francisco International Airport, Second Series 2002, Issue 28A: 1,480 5.250%, 5/01/17 (Alternative Minimum Tax) - MBIA Insured 5/12 at 100.00 AAA 1,576,378 3,865 5.250%, 5/01/19 (Alternative Minimum Tax) - MBIA Insured 5/12 at 100.00 AAA 4,075,295 3,000 San Francisco Airports Commission, California, Revenue 5/12 at 100.00 AAA 3,191,340 Refunding Bonds, San Francisco International Airport, Second Series 2002, Issue 28B, 5.250%, 5/01/22 - MBIA Insured 42 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED*** - 15.0% $ 8,000 California Pollution Control Financing Authority, Solid Waste 11/04 at 100.00 Aaa $ 9,219,600 Disposal Revenue Bonds, North County Recycling Center, Series 1991A, 6.750%, 7/01/17 1,100 California Statewide Community Development Authority, No Opt. Call N/R*** 1,164,889 Certificates of Participation, Insured Hospital Revenue Refunding Bonds, Triad Healthcare, Series 1992, 6.250%, 8/01/06 12,805 Contra Costa County, California, GNMA Mortgage-Backed No Opt. Call AAA 18,443,042 Securities Program, Home Mortgage Revenue Bonds, Series 1988, 8.250%, 6/01/21 (Alternative Minimum Tax) 5,000 Puerto Rico Infrastructure Financing Authority, Special 10/10 at 101.00 AAA 5,405,350 Obligation Bonds, Series 2000A, 5.500%, 10/01/32 13,525 San Bernardino County, California, GNMA Mortgage-Backed No Opt. Call AAA 17,040,553 Securities Program, Single Family Home Mortgage Revenue Bonds, Series 1989A, 7.750%, 11/01/14 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 13.6% 10,000 California Pollution Control Financing Authority, Revenue 12/04 at 100.00 A3 10,020,000 Bonds, Southern California Edison Company, Series 1991, 6.900%, 12/01/17 (Alternative Minimum Tax) California Department of Water Resources, Power Supply Revenue Bonds, Series 2002A: 2,500 5.375%, 5/01/17 - XLCA Insured 5/12 at 101.00 AAA 2,768,675 9,000 5.125%, 5/01/18 5/12 at 101.00 A2 9,622,620 1,200 Los Angeles Department of Water and Power, California, 7/13 at 100.00 AAA 1,266,096 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured 1,500 Merced Irrigation District, California, Revenue Refunding 9/05 at 102.00 Baa3 1,552,995 Bonds, Electric System Project, Series 2001, 6.500%, 9/01/22 5,000 Merced Irrigation District, California, Revenue Certificates 9/13 at 102.00 Baa3 5,103,650 of Participation, Electric System Project, Series 2003, 5.700%, 9/01/36 2,480 Redlands, California, Refunding Certificates of Participation, 9/04 at 100.00 AAA 2,491,011 Capital Improvement Projects, Series 1992, 6.800%, 3/01/07 - AMBAC Insured 2,410 Sacramento Municipal Utility District, California, Electric 8/12 at 100.00 AAA 2,585,472 Revenue Refunding Bonds, Series 2002Q, 5.250%, 8/15/21 - FSA Insured 5,500 Southern California Public Power Authority, Revenue Bonds, No Opt. Call A 6,561,115 Multiple Projects, Series 1989, 6.750%, 7/01/11 4,000 Southern California Public Power Authority, Revenue Bonds, 7/13 at 100.00 AAA 4,235,400 Magnolia Power Project, Series 2003-1A, 5.000%, 7/01/20 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 6.5% 7,040 California Statewide Community Development Authority, 10/13 at 101.00 AAA 7,513,933 Water and Wastewater Revenue Bonds, Pooled Financing Program, Series 2004A, 5.250%, 10/01/24 - FSA Insured Goleta Water District, California, Revenue Refunding Certificates of Participation, Series 2003: 1,000 5.250%, 12/01/20 - MBIA Insured 12/13 at 100.00 AAA 1,088,930 1,440 5.250%, 12/01/21 - MBIA Insured 12/13 at 100.00 AAA 1,558,829 1,205 5.250%, 12/01/22 - MBIA Insured 12/13 at 100.00 AAA 1,297,725 1,090 Marin Municipal Water District, California, Water Revenue 7/12 at 100.00 AAA 1,177,462 Refunding Bonds, Series 2002, 5.000%, 7/01/16 - AMBAC Insured 500 Norco, California, Refunding Certificates of Participation, 10/08 at 102.00 AAA 510,180 Water and Sewerage System Improvement Project, Series 1998, 5.125%, 10/01/28 - AMBAC Insured 43 Nuveen California Quality Income Municipal Fund, Inc. (NUC) (continued) Portfolio of INVESTMENTS August 31, 2004 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER (continued) $ 5,375 San Francisco City and County Public Utilities Commission, 11/12 at 100.00 AAA $ 5,717,173 California, Water Revenue Bonds, Series 2002A, 5.000%, 11/01/19 - MBIA Insured Turlock Public Finance Authority, California, Sewerage Revenue Bonds, Series 2003A: 1,565 5.000%, 9/15/19 - FGIC Insured No Opt. Call AAA 1,675,954 1,650 5.000%, 9/15/20 - FGIC Insured 9/13 at 100.00 AAA 1,756,706 ------------------------------------------------------------------------------------------------------------------------------------ $ 495,475 Total Long-Term Investments (cost $489,135,879) - 152.1% 518,464,367 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 2.2% 7,408,976 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (54.3)% (185,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 340,873,343 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares. * 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. See accompanying notes to financial statements. 44 Statement of ASSETS AND LIABILITIES August 31, 2004 CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA INVESTMENT CALIFORNIA CALIFORNIA VALUE PERFORMANCE PLUS OPPORTUNITY QUALITY SELECT QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) ------------------------------------------------------------------------------------------------------------------------------------ ASSETS Investments, at market value (cost $237,126,678, $287,077,950, $177,996,560, $300,475,804, $498,424,386 and $489,135,879, respectively) $254,722,417 $303,455,187 $193,125,923 $319,778,529 $530,806,436 $518,464,367 Cash 1,684,124 38,370 399,012 129,447 1,902,070 183,118 Receivables: Interest 3,358,913 4,027,222 2,353,357 4,818,580 7,102,993 7,575,197 Investments sold -- -- -- -- 13,574,189 -- Other assets 6,783 23,834 12,466 24,144 26,066 34,772 ------------------------------------------------------------------------------------------------------------------------------------ Total assets 259,772,237 307,544,613 195,890,758 324,750,700 553,411,754 526,257,454 ------------------------------------------------------------------------------------------------------------------------------------ LIABILITIES Payable for investments purchased 2,027,720 -- -- -- -- -- Accrued expenses: Management fees 120,636 163,997 105,220 172,995 291,898 277,943 Other 73,537 58,947 32,410 63,030 149,915 86,833 Preferred share dividends payable N/A 14,774 9,807 5,522 32,250 19,335 ------------------------------------------------------------------------------------------------------------------------------------ Total liabilities 2,221,893 237,718 147,437 241,547 474,063 384,111 ------------------------------------------------------------------------------------------------------------------------------------ Preferred shares, at liquidation value N/A 106,000,000 68,000,000 112,000,000 192,000,000 185,000,000 ------------------------------------------------------------------------------------------------------------------------------------ Net assets applicable to Common shares $257,550,344 $201,306,895 $127,743,321 $212,509,153 $360,937,691 $340,873,343 ==================================================================================================================================== Common shares outstanding 25,241,808 12,965,742 8,154,681 13,580,232 23,096,654 21,999,728 ==================================================================================================================================== Net asset value per Common share outstanding (net assets applicable to Common shares, divided by Common shares outstanding) $ 10.20 $ 15.53 $ 15.67 $ 15.65 $ 15.63 $ 15.49 ==================================================================================================================================== NET ASSETS APPLICABLE TO COMMON SHARES CONSIST OF: ------------------------------------------------------------------------------------------------------------------------------------ Common shares, $.01 par value per share $ 252,418 $ 129,657 $ 81,547 $ 135,802 $ 230,967 $ 219,997 Paid-in surplus 237,577,056 181,322,480 113,661,742 189,659,207 322,047,029 306,481,101 Undistributed net investment income 107,479 1,404,796 1,403,870 1,889,978 4,251,091 3,033,040 Accumulated net realized gain (loss) from investments 2,017,652 2,072,725 (2,533,201) 1,521,441 2,026,554 1,810,717 Net unrealized appreciation of investments 17,595,739 16,377,237 15,129,363 19,302,725 32,382,050 29,328,488 ------------------------------------------------------------------------------------------------------------------------------------ Net assets applicable to Common shares $257,550,344 $201,306,895 $127,743,321 $212,509,153 $360,937,691 $340,873,343 ==================================================================================================================================== Authorized shares: Common 250,000,000 200,000,000 200,000,000 200,000,000 200,000,000 200,000,000 Preferred N/A 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 ==================================================================================================================================== N/A - Fund is not authorized to issue Preferred shares. See accompanying notes to financial statements. 45 Statement of OPERATIONS Year Ended August 31, 2004 CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA INVESTMENT CALIFORNIA CALIFORNIA VALUE PERFORMANCE PLUS OPPORTUNITY QUALITY SELECT QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) ------------------------------------------------------------------------------------------------------------------------------------ INVESTMENT INCOME $13,657,067 $15,323,931 $10,007,948 $16,139,916 $28,415,912 $27,293,679 ------------------------------------------------------------------------------------------------------------------------------------ EXPENSES Management fees 1,464,310 1,945,314 1,244,771 2,054,712 3,462,418 3,301,803 Preferred shares - auction fees N/A 265,890 170,570 280,939 481,611 464,052 Preferred shares - dividend disbursing agent fees N/A 30,082 20,053 20,053 30,082 30,082 Shareholders' servicing agent fees and expenses 46,926 29,844 18,152 26,677 37,720 24,559 Custodian's fees and expenses 57,481 74,169 51,231 76,176 133,169 117,818 Directors' fees and expenses 4,485 7,761 4,600 6,212 11,170 14,278 Professional fees 15,570 32,969 24,271 16,959 23,386 28,651 Shareholders' reports - printing and mailing expenses 25,605 27,641 18,551 17,132 29,336 40,073 Stock exchange listing fees 13,479 14,997 11,010 15,010 15,019 12,582 Investor relations expense 20,734 30,598 19,230 23,442 40,831 45,678 Other expenses 12,051 26,771 22,974 26,464 33,727 36,584 ------------------------------------------------------------------------------------------------------------------------------------ Total expenses before custodian fee credit 1,660,641 2,486,036 1,605,413 2,563,776 4,298,469 4,116,160 Custodian fee credit (11,826) (13,807) (7,926) (12,956) (14,942) (27,553) ------------------------------------------------------------------------------------------------------------------------------------ Net expenses 1,648,815 2,472,229 1,597,487 2,550,820 4,283,527 4,088,607 ------------------------------------------------------------------------------------------------------------------------------------ Net investment income 12,008,252 12,851,702 8,410,461 13,589,096 24,132,385 23,205,072 ------------------------------------------------------------------------------------------------------------------------------------ REALIZED AND UNREALIZED GAIN FROM INVESTMENTS Net realized gain from investments 2,319,697 2,167,610 742,324 2,364,123 3,395,405 2,114,115 Change in net unrealized appreciation (depreciation) of investments 6,308,476 8,089,622 6,419,737 7,064,201 14,117,283 13,820,855 ------------------------------------------------------------------------------------------------------------------------------------ Net gain from investments 8,628,173 10,257,232 7,162,061 9,428,324 17,512,688 15,934,970 ------------------------------------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO PREFERRED SHAREHOLDERS From net investment income N/A (780,694) (503,354) (844,306) (1,397,366) (1,484,370) From accumulated net realized gains from investments N/A (71) -- (108,863) (138,177) (66,203) ------------------------------------------------------------------------------------------------------------------------------------ Decrease in net assets applicable to Common shares from distributions to Preferred shareholders N/A (780,765) (503,354) (953,169) (1,535,543) (1,550,573) ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares from operations $20,636,425 $22,328,169 $15,069,168 $22,064,251 $40,109,530 $37,589,469 ==================================================================================================================================== N/A - Fund is not authorized to issue Preferred shares. See accompanying notes to financial statements. 46 Statement of CHANGES IN NET ASSETS CALIFORNIA CALIFORNIA VALUE (NCA) PERFORMANCE PLUS (NCP) CALIFORNIA OPPORTUNITY (NCO) ----------------------------- ----------------------------- ----------------------------- YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 8/31/04 8/31/03 8/31/04 8/31/03 8/31/04 8/31/03 ------------------------------------------------------------------------------------------------------------------------------------ OPERATIONS Net investment income $12,008,252 $ 12,496,543 $ 12,851,702 $ 13,234,951 $ 8,410,461 $ 8,451,534 Net realized gain (loss) from investments 2,319,697 1,473,738 2,167,610 1,004,022 742,324 (2,416,823) Change in net unrealized appreciation (depreciation) of investments 6,308,476 (9,461,698) 8,089,622 (8,515,354) 6,419,737 (1,963,613) Distributions to Preferred Shareholders: From net investment income N/A N/A (780,694) (979,590) (503,354) (606,611) From accumulated net realized gains from investments N/A N/A (71) -- -- -- ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares from operations 20,636,425 4,508,583 22,328,169 4,744,029 15,069,168 3,464,487 ------------------------------------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO COMMON SHAREHOLDERS From net investment income (12,049,077) (12,869,723) (12,427,198) (11,928,784) (7,763,200) (7,452,565) From accumulated net realized gains from investments (1,785,958) (235,826) (2,579) (1,019) -- -- ------------------------------------------------------------------------------------------------------------------------------------ Decrease in net assets applicable to Common shares from distributions to Common shareholders (13,835,035) (13,105,549) (12,429,777) (11,929,803) (7,763,200) (7,452,565) ------------------------------------------------------------------------------------------------------------------------------------ CAPITAL SHARE TRANSACTIONS Net proceeds from Common shares issued to shareholders due to reinvestment of distributions -- -- -- -- -- -- ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares 6,801,390 (8,596,966) 9,898,392 (7,185,774) 7,305,968 (3,988,078) Net assets applicable to Common shares at the beginning of period 250,748,954 259,345,920 191,408,503 198,594,277 120,437,353 124,425,431 ------------------------------------------------------------------------------------------------------------------------------------ Net assets applicable to Common shares at the end of period $257,550,344 $250,748,954 $201,306,895 $191,408,503 $127,743,321 $120,437,353 ==================================================================================================================================== Undistributed net investment income at the end of period $ 107,479 $ 157,276 $ 1,404,796 $ 1,832,606 $ 1,403,870 $ 1,304,648 ==================================================================================================================================== N/A - Fund is not authorized to issue Preferred shares. See accompanying notes to financial statements. 47 Statement of CHANGES IN NET ASSETS (continued) CALIFORNIA CALIFORNIA CALIFORNIA INVESTMENT QUALITY (NQC) SELECT QUALITY (NVC) QUALITY INCOME (NUC) ----------------------------- ----------------------------- ----------------------------- YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 8/31/04 8/31/03 8/31/04 8/31/03 8/31/04 8/31/03 ------------------------------------------------------------------------------------------------------------------------------------ OPERATIONS Net investment income $ 13,589,096 $ 14,400,972 $ 24,132,385 $ 24,351,670 $ 23,205,072 $ 23,635,564 Net realized gain (loss) from investments 2,364,123 594,277 3,395,405 553,846 2,114,115 676,834 Change in net unrealized appreciation (depreciation) of investments 7,064,201 (10,261,134) 14,117,283 (14,789,814) 13,820,855 (19,847,121) Distributions to Preferred Shareholders: From net investment income (844,306) (1,031,502) (1,397,366) (1,731,308) (1,484,370) (1,526,791) From accumulated net realized gains from investments (108,863) (25,327) (138,177) (25,494) (66,203) (242,125) ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares from operations 22,064,251 3,677,286 40,109,530 8,358,900 37,589,469 2,696,361 ------------------------------------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO COMMON SHAREHOLDERS From net investment income (13,143,809) (12,711,116) (22,364,963) (21,757,051) (22,324,260) (21,879,825) From accumulated net realized gains from investments (1,385,531) (252,596) (1,699,283) (341,832) (1,020,300) (2,618,427) ------------------------------------------------------------------------------------------------------------------------------------ Decrease in net assets applicable to Common shares from distributions to Common shareholders (14,529,340) (12,963,712) (24,064,246) (22,098,883) (23,344,560) (24,498,252) ------------------------------------------------------------------------------------------------------------------------------------ CAPITAL SHARE TRANSACTIONS Net proceeds from Common shares issued to shareholders due to reinvestment of distributions -- -- -- -- 348,755 520,494 ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares 7,534,911 (9,286,426) 16,045,284 (13,739,983) 14,593,664 (21,281,397) Net assets applicable to Common shares at the beginning of period 204,974,242 214,260,668 344,892,407 358,632,390 326,279,679 347,561,076 ------------------------------------------------------------------------------------------------------------------------------------ Net assets applicable to Common shares at the end of period $212,509,153 $204,974,242 $360,937,691 $344,892,407 $340,873,343 $326,279,679 ==================================================================================================================================== Undistributed net investment income at the end of period $ 1,889,978 $ 2,321,681 $ 4,251,091 $ 3,884,290 $ 3,033,040 $ 3,675,428 ==================================================================================================================================== See accompanying notes to financial statements. 48 Notes to FINANCIAL STATEMENTS 1. GENERAL INFORMATION AND SIGNIFICANT ACCOUNTING POLICIES The California Funds (the "Funds") covered in this report and their corresponding Common share New York Stock Exchange symbols are Nuveen California Municipal Value Fund, Inc. (NCA), Nuveen California Performance Plus Municipal Fund, Inc. (NCP), Nuveen California Municipal Market Opportunity Fund, Inc. (NCO), Nuveen California Investment Quality Municipal Fund, Inc. (NQC), Nuveen California Select Quality Municipal Fund, Inc. (NVC) and Nuveen California Quality Income Municipal Fund, Inc. (NUC). 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 both regular federal and California state income taxes by investing primarily in a diversified portfolio of municipal obligations issued by state and local government authorities within the state of California. 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 August 31, 2004, California Value (NCA) had outstanding when-issued purchase commitments of $2,027,720. There were no such outstanding purchase commitments in any of the other Funds. Investment Income Interest income, which includes the amortization of premiums and accretion of discounts for financial reporting purposes, is recorded on an accrual basis. 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 the Fund's 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 and California state income taxes, 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 August 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. Dividends and Distributions to Common 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. 49 Notes to FINANCIAL STATEMENTS (continued) Distributions to Common 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. Preferred Shares California Value (NCA) is not authorized to issue Preferred shares. The Funds below have issued and outstanding $25,000 stated value Preferred shares as a means of effecting financial leverage. Each Fund's Preferred shares are issued in more than one Series. The dividend rate on each Series may change every seven days, as set pursuant to a dutch auction process by the auction agent, and is payable at or near the end of each rate period. The number of Preferred shares outstanding, by Series and in total, for each Fund is as follows: CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY PLUS OPPORTUNITY QUALITY QUALITY INCOME (NCP) (NCO) (NQC) (NVC) (NUC) --------------------------------------------------------------------------------------------------------- Number of shares: Series M -- -- 3,600 -- 1,400 Series T 1,800 -- -- 2,400 -- Series W 640 2,200 880 1,680 3,000 Series TH -- -- -- 3,600 -- Series F 1,800 520 -- -- 3,000 --------------------------------------------------------------------------------------------------------- Total 4,240 2,720 4,480 7,680 7,400 ========================================================================================================= 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 August 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, their 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 or 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 applicable to Common shares from operations during the reporting period. Actual results may differ from those estimates. 50 2. FUND SHARES Transactions in Common shares were as follows: CALIFORNIA CALIFORNIA CALIFORNIA VALUE (NCA) PERFORMANCE PLUS (NCP) OPPORTUNITY (NCO) ----------------------- ----------------------- ----------------------- YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 8/31/04 8/31/03 8/31/04 8/31/03 8/31/04 8/31/03 --------------------------------------------------------------------------------------------------------- Shares issued to shareholders due to reinvestment of distributions -- -- -- -- -- -- ========================================================================================================= CALIFORNIA CALIFORNIA CALIFORNIA INVESTMENT QUALITY (NQC) SELECT QUALITY (NVC) QUALITY INCOME (NUC) ------------------------ ----------------------- ----------------------- YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 8/31/04 8/31/03 8/31/04 8/31/03 8/31/04 8/31/03 --------------------------------------------------------------------------------------------------------- Shares issued to shareholders due to reinvestment of distributions -- -- -- -- 22,300 32,183 ========================================================================================================= 3. SECURITIES TRANSACTIONS Purchases and sales (including maturities) of investments in long-term municipal securities during the fiscal year ended August 31, 2004, were as follows: CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY VALUE PLUS OPPORTUNITY QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) --------------------------------------------------------------------------------------------------------- Purchases $73,201,242 $58,677,605 $29,035,213 $71,159,979 $74,365,300 $91,534,961 Sales and maturities 69,751,874 47,814,381 25,335,233 63,819,497 86,694,441 81,744,617 ========================================================================================================= 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 timing differences in recognizing income on taxable market discount securities and timing differences in recognizing certain gains and losses on security transactions. At August 31, 2004, the cost of investments were as follows: CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY VALUE PLUS OPPORTUNITY QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) ------------------------------------------------------------------------------------------------------------- Cost of investments $237,069,519 $287,000,143 $177,739,540 $300,091,779 $498,468,832 $488,937,678 ============================================================================================================= Gross unrealized appreciation and gross unrealized depreciation of investments at August 31, 2004, were as follows: CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY VALUE PLUS OPPORTUNITY QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) ------------------------------------------------------------------------------------------------------------- Gross unrealized: Appreciation $18,841,506 $17,815,524 $16,483,072 $19,687,677 $33,336,755 $33,549,719 Depreciation (1,188,608) (1,360,480) (1,096,689) (927) (999,151) (4,023,030) ------------------------------------------------------------------------------------------------------------- Net unrealized appreciation of investments $17,652,898 $16,455,044 $15,386,383 $19,686,750 $32,337,604 $29,526,689 ============================================================================================================= 51 Notes to FINANCIAL STATEMENTS (continued) The tax components of undistributed net investment income and net realized gains at August 31, 2004, were as follows: CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY VALUE PLUS OPPORTUNITY QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) --------------------------------------------------------------------------------------------------------- Undistributed net tax-exempt income $ 878,849 $2,180,066 $1,664,601 $2,591,098 $5,665,359 $4,680,149 Undistributed net ordinary income * 143,281 -- 26,601 -- 292,603 -- Undistributed net long-term capital gains 2,017,652 2,239,279 -- 1,521,440 2,255,657 1,810,718 ========================================================================================================= * 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 August 31, 2004 and August 31, 2003, was designated for purposes of the dividends paid deduction as follows: CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY VALUE PLUS OPPORTUNITY QUALITY QUALITY INCOME 2004 (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) --------------------------------------------------------------------------------------------------------- Distributions from net tax-exempt income $12,078,206 $12,806,121 $8,178,868 $13,787,139 $23,664,226 $23,353,732 Distributions from net ordinary income * 46,597 398,934 61,570 232,284 57,960 538,127 Distributions from net long-term capital gains 1,785,958 2,650 -- 1,465,179 1,837,461 999,516 ========================================================================================================= CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY VALUE PLUS OPPORTUNITY QUALITY QUALITY INCOME 2003 (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) --------------------------------------------------------------------------------------------------------- Distributions from net tax-exempt income $12,835,461 $12,761,551 $8,012,712 $13,711,299 $23,411,429 $23,392,483 Distributions from net ordinary income * 72,124 113,847 43,789 -- -- 62,978 Distributions from net long-term capital gains 235,826 1,019 -- 277,923 367,326 2,797,575 ========================================================================================================= * Net ordinary income consists of taxable market discount income and net short-term capital gains, if any. At August 31, 2004, California Opportunity (NCO) had an unused capital loss carryforward of $2,423,519 available for federal income tax purposes to be applied against future capital gains, if any. If not applied, $908,397 of the carryforward will expire in the year 2011 and $1,515,122 will expire in 2012. 5. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES As approved by the Board of Trustees, 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 September 30, 2004. 52 Effective August 1, 2004, the annual fund-level fee, payable monthly, for each of the Funds (excluding California Value (NCA)) is based upon the average daily net assets (including net assets attributable to Preferred shares) of each Fund as follows: AVERAGE DAILY NET ASSETS (INCLUDING NET ASSETS ATTRIBUTABLE TO PREFERRED SHARES) 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 ================================================================================ California Value (NCA) pays an annual fund-level fee, payable monthly, of .15% of the average daily net assets of the Fund, as well as 4.125% of the gross interest income of the Fund. 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. Each Fund (excluding California Value (NCA)) 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 (including net assets attributable to Preferred shares) of each Fund as follows: AVERAGE DAILY NET ASSETS (INCLUDING NET ASSETS ATTRIBUTABLE TO PREFERRED SHARES) 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 ================================================================================ California Value (NCA) paid through July 31, 2004, an annual management fee, payable monthly, of .35% of the average daily net assets of the Fund, as well as 4.125% of the gross interest income of the Fund. 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 Trustees 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 Trustees has adopted a deferred compensation plan for independent Trustees that enables Trustees 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 COMMON SHAREHOLDERS The Funds declared Common share dividend distributions from their tax-exempt net investment income which were paid on October 1, 2004, to shareholders of record on September 15, 2004, as follows: CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA PERFORMANCE CALIFORNIA INVESTMENT SELECT QUALITY VALUE PLUS OPPORTUNITY QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) --------------------------------------------------------------------------------------------------------- Dividend per share $.0385 $.0775 $.0790 $.0795 $.0805 $.0830 ========================================================================================================= 53 Financial HIGHLIGHTS Selected data for a Common share outstanding throughout each period: Investment Operations Less Distributions ------------------------------------------------------------------ ------------------------------- Distributions Distributions from Net from Net Beginning Net Investment Capital Investment Capital Common Realized/ Income to Gains to Income to Gains to Share Net Unrealized Preferred Preferred Common Common Net Asset Investment Investment Share- Share- Share- Share- Value Income Gain (Loss) holders+ holders+ Total holders holders Total ==================================================================================================================================== CALIFORNIA VALUE (NCA) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2004 $ 9.93 $ .48 $ .34 $ N/A $ N/A $ .82 $ (.48) $(.07) $ (.55) 2003 10.27 .50 (.32) N/A N/A .18 (.51) (.01) (.52) 2002 10.31 .51 (.03) N/A N/A .48 (.52) -- (.52) 2001 9.85 .51 .47 N/A N/A .98 (.52) -- (.52) 2000 9.73 .51 .12 N/A N/A .63 (.51) -- (.51) CALIFORNIA PERFORMANCE PLUS (NCP) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2004 14.76 .99 .80 (.06) -- 1.73 (.96) -- (.96) 2003 15.32 1.02 (.58) (.08) -- .36 (.92) -- (.92) 2002 15.32 1.05 .07 (.10) (.03) .99 (.89) (.10) (.99) 2001 14.96 1.12 .44 (.25) (.01) 1.30 (.90) (.04) (.94) 2000 14.85 1.22 .11 (.26) -- 1.07 (.96) -- (.96) CALIFORNIA OPPORTUNITY (NCO) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2004 14.77 1.03 .88 (.06) -- 1.85 (.95) -- (.95) 2003 15.26 1.04 (.55) (.07) -- .42 (.91) -- (.91) 2002 15.32 1.06 -- (.10) (.02) .94 (.91) (.09) (1.00) 2001 14.97 1.14 .48 (.23) (.03) 1.36 (.92) (.09) (1.01) 2000 15.06 1.25 (.07) (.29) -- .89 (.98) -- (.98) ==================================================================================================================================== Total Returns ----------------- Based Offering on Costs and Ending Common Preferred Common Based Share Share Share Ending on Net Underwriting Net Asset Market Market Asset Discounts Value Value Value* Value* ======================================================================================= CALIFORNIA VALUE (NCA) --------------------------------------------------------------------------------------- Year Ended 8/31: 2004 $-- $10.20 $ 9.2700 8.02% 8.40% 2003 -- 9.93 9.1000 (3.55) 1.73 2002 -- 10.27 9.9500 6.61 4.80 2001 -- 10.31 9.8300 11.41 10.20 2000 -- 9.85 9.3125 6.80 6.80 CALIFORNIA PERFORMANCE PLUS (NCP) --------------------------------------------------------------------------------------- Year Ended 8/31: 2004 -- 15.53 14.2600 9.65 12.00 2003 -- 14.76 13.9000 (1.30) 2.30 2002 -- 15.32 15.0000 1.11 6.84 2001 -- 15.32 15.8500 7.88 9.13 2000 -- 14.96 15.6250 (1.56) 7.68 CALIFORNIA OPPORTUNITY (NCO) --------------------------------------------------------------------------------------- Year Ended 8/31: 2004 -- 15.67 14.4500 10.63 12.86 2003 -- 14.77 13.9500 (2.45) 2.73 2002 -- 15.26 15.2200 (.26) 6.51 2001 -- 15.32 16.3000 8.65 9.51 2000 -- 14.97 16.0000 1.14 6.33 ======================================================================================= 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 Net to Average Average to Average Average Assets Net Assets Net Assets Net Assets Net Assets Applicable Applicable Applicable Applicable Applicable Portfolio to Common to Common to Common to Common to Common Turnover Shares (000) Shares++ Shares++ Shares++ Shares++ Rate =========================================================================================================================== CALIFORNIA VALUE (NCA) --------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2004 $257,550 .65% 4.70% .65% 4.70% 28% 2003 250,749 .66 4.84 .66 4.85 24 2002 259,346 .68 5.06 .68 5.07 4 2001 260,145 .70 5.14 .69 5.15 7 2000 248,375 .70 5.42 .69 5.43 36 CALIFORNIA PERFORMANCE PLUS (NCP) --------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2004 201,307 1.26 6.48 1.25 6.49 16 2003 191,409 1.26 6.65 1.25 6.66 30 2002 198,594 1.28 7.04 1.27 7.05 11 2001 197,642 1.26 7.57 1.25 7.59 27 2000 191,957 1.30 8.48 1.28 8.49 38 CALIFORNIA OPPORTUNITY (NCO) --------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2004 127,743 1.28 6.72 1.28 6.73 13 2003 120,437 1.27 6.74 1.26 6.75 16 2002 124,425 1.30 7.13 1.29 7.14 11 2001 124,296 1.30 7.68 1.28 7.69 31 2000 120,794 1.29 8.62 1.28 8.64 24 =========================================================================================================================== Preferred Shares at End of Period ------------------------------------------ Aggregate Liquidation Amount and Market Asset Outstanding Value Coverage (000) Per Share Per Share ====================================================================== CALIFORNIA VALUE (NCA) ---------------------------------------------------------------------- Year Ended 8/31: 2004 $ N/A $ N/A $ N/A 2003 N/A N/A N/A 2002 N/A N/A N/A 2001 N/A N/A N/A 2000 N/A N/A N/A CALIFORNIA PERFORMANCE PLUS (NCP) ---------------------------------------------------------------------- Year Ended 8/31: 2004 106,000 25,000 72,478 2003 106,000 25,000 70,144 2002 106,000 25,000 71,838 2001 106,000 25,000 71,614 2000 106,000 25,000 70,273 CALIFORNIA OPPORTUNITY (NCO) ---------------------------------------------------------------------- Year Ended 8/31: 2004 68,000 25,000 71,964 2003 68,000 25,000 69,278 2002 68,000 25,000 70,745 2001 68,000 25,000 70,697 2000 68,000 25,000 69,410 ====================================================================== N/A Fund is not authorized to issue Preferred shares. * 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 Common Share Net Asset Value is the combination of changes in Common Share net asset value per share, reinvested dividend income at net asset value and reinvested capital gains distributions at net asset value, if any. Total returns are not annualized. ** After custodian fee credit, where applicable. + The amounts shown are based on Common share equivalents. ++ Ratios do not reflect the effect of dividend payments to Preferred shareholders; income ratios reflect income earned on assets attributable to Preferred shares, where applicable. See accompanying notes to financial statements. 54-55 spread Financial HIGHLIGHTS (continued) Selected data for a Common share outstanding throughout each period: Investment Operations Less Distributions ------------------------------------------------------------------ ------------------------------- Distributions Distributions from Net from Net Beginning Net Investment Capital Investment Capital Common Realized/ Income to Gains to Income to Gains to Share Net Unrealized Preferred Preferred Common Common Net Asset Investment Investment Share- Share- Share- Share- Value Income Gain (Loss) holders+ holders+ Total holders holders Total ==================================================================================================================================== CALIFORNIA INVESTMENT QUALITY (NQC) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2004 $15.09 $1.00 $ .70 $(.06) $(.01) $1.63 $ (.97) $(.10) $(1.07) 2003 15.78 1.06 (.71) (.08) -- .27 (.94) (.02) (.96) 2002 15.78 1.08 (.02) (.11) (.01) .94 (.92) (.02) (.94) 2001 14.83 1.15 .97 (.25) -- 1.87 (.92) -- (.92) 2000 14.83 1.24 (.04) (.27) -- .93 (.93) -- (.93) CALIFORNIA SELECT QUALITY (NVC) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2004 14.93 1.04 .77 (.06) (.01) 1.74 (.97) (.07) (1.04) 2003 15.53 1.05 (.63) (.07) -- .35 (.94) (.01) (.95) 2002 15.63 1.08 .01 (.08) (.04) .97 (.91) (.16) (1.07) 2001 14.90 1.18 .72 (.26) -- 1.64 (.91) -- (.91) 2000 14.80 1.21 .11 (.28) -- 1.04 (.94) -- (.94) CALIFORNIA QUALITY INCOME (NUC) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2004 14.85 1.05 .73 (.07) -- 1.71 (1.02) (.05) (1.07) 2003 15.84 1.08 (.87) (.07) (.01) .13 (1.00) (.12) (1.12) 2002 16.16 1.19 (.35) (.10) (.02) .72 (.96) (.08) (1.04) 2001 15.41 1.21 .75 (.26) -- 1.70 (.94) (.01) (.95) 2000 15.28 1.23 .16 (.29) -- 1.10 (.97) -- (.97) ==================================================================================================================================== Total Returns ----------------- Based Offering on Costs and Ending Common Preferred Common Based Share Share Share Ending on Net Underwriting Net Asset Market Market Asset Discounts Value Value Value* Value* ===================================================================================== CALIFORNIA INVESTMENT QUALITY (NQC) ------------------------------------------------------------------------------------- Year Ended 8/31: 2004 $-- $15.65 $14.8000 8.94% 11.11% 2003 -- 15.09 14.6100 .29 1.60 2002 -- 15.78 15.5200 (.55) 6.28 2001 -- 15.78 16.5800 12.54 13.09 2000 -- 14.83 15.6250 2.91 6.69 CALIFORNIA SELECT QUALITY (NVC) ------------------------------------------------------------------------------------- Year Ended 8/31: 2004 -- 15.63 14.8100 12.38 11.97 2003 -- 14.93 14.1400 (2.78) 2.24 2002 -- 15.53 15.5100 2.79 6.61 2001 -- 15.63 16.1800 10.70 11.43 2000 -- 14.90 15.5000 2.96 7.47 CALIFORNIA QUALITY INCOME (NUC) ------------------------------------------------------------------------------------- Year Ended 8/31: 2004 -- 15.49 15.0000 9.67 11.76 2003 -- 14.85 14.6700 (2.38) .71 2002 -- 15.84 16.1400 4.15 4.79 2001 -- 16.16 16.5500 8.51 11.44 2000 -- 15.41 16.1875 3.83 7.64 ===================================================================================== 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 Net to Average Average to Average Average Assets Net Assets Net Assets Net Assets Net Assets Applicable Applicable Applicable Applicable Applicable Portfolio to Common to Common to Common to Common to Common Turnover Shares (000) Shares++ Shares++ Shares++ Shares++ Rate ============================================================================================================================ CALIFORNIA INVESTMENT QUALITY (NQC) ---------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2004 $212,509 1.22% 6.48% 1.22% 6.49% 20% 2003 204,974 1.21 6.73 1.21 6.73 26 2002 214,261 1.25 7.03 1.23 7.04 11 2001 213,221 1.25 7.64 1.23 7.65 34 2000 199,258 1.25 8.65 1.24 8.66 18 CALIFORNIA SELECT QUALITY (NVC) ---------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2004 360,938 1.21 6.78 1.20 6.78 14 2003 344,892 1.20 6.78 1.20 6.78 20 2002 358,632 1.23 7.14 1.22 7.15 19 2001 359,318 1.24 7.81 1.22 7.83 29 2000 340,791 1.27 8.39 1.25 8.40 20 CALIFORNIA QUALITY INCOME (NUC) ---------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2004 340,873 1.22 6.89 1.21 6.89 16 2003 326,280 1.22 6.90 1.21 6.91 46 2002 347,561 1.23 7.58 1.22 7.59 22 2001 352,693 1.23 7.77 1.21 7.78 18 2000 335,148 1.22 8.28 1.21 8.29 21 ============================================================================================================================ Preferred Shares at End of Period ------------------------------------------ Aggregate Liquidation Amount and Market Asset Outstanding Value Coverage (000) Per Share Per Share ======================================================================= CALIFORNIA INVESTMENT QUALITY (NQC) ----------------------------------------------------------------------- Year Ended 8/31: 2004 $112,000 $25,000 $72,435 2003 112,000 25,000 70,753 2002 112,000 25,000 72,826 2001 112,000 25,000 72,594 2000 112,000 25,000 69,477 CALIFORNIA SELECT QUALITY (NVC) ----------------------------------------------------------------------- Year Ended 8/31: 2004 192,000 25,000 71,997 2003 192,000 25,000 69,908 2002 192,000 25,000 71,697 2001 192,000 25,000 71,786 2000 192,000 25,000 69,374 CALIFORNIA QUALITY INCOME (NUC) ----------------------------------------------------------------------- Year Ended 8/31: 2004 185,000 25,000 71,064 2003 185,000 25,000 69,092 2002 185,000 25,000 71,968 2001 185,000 25,000 72,661 2000 185,000 25,000 70,290 ======================================================================= * 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 Common Share Net Asset Value is the combination of changes in Common Share net asset value per share, reinvested dividend income at net asset value and reinvested capital gains distributions at net asset value, if any. Total returns are not annualized. ** After custodian fee credit, where applicable. + The amounts shown are based on Common share equivalents. ++ Ratios do not reflect the effect of dividend payments to Preferred shareholders; income ratios reflect income earned on assets attributable to Preferred shares, where applicable. See accompanying notes to financial statements. 56-57 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, 145 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. 145 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 145 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 145 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 145 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). 58 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 145 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 145 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 145 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. Assistant Secretary of Nuveen Investments, Inc. (since 1994); 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. ------------------------------------------------------------------------------------------------------------------------------------ Michael T. Atkinson Vice President 2000 Vice President (since 2002), formerly, Assistant Vice 145 2/3/66 and Assistant President (since 2000), previously, Associate of Nuveen 333 W. Wacker Drive Secretary Investments, LLC. Chicago, IL 60606 59 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), 145 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 145 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 145 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, 145 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) 145 5/31/54 and Controller of Nuveen Investments, LLC and Vice President and Funds 333 W. Wacker Drive Controller (since 1998) of Nuveen Investments, Inc.; Chicago, IL 60606 Certified Public Accountant. 60 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 145 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, 145 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 145 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 145 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; 145 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. 61 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. 62 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. LEVERAGE-ADJUSTED DURATION: Duration is a measure of the security 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. Leverage-adjusted duration takes into account the leveraging process for a Fund and therefore is longer than the duration of the Fund's portfolio of bonds. 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 (including any MuniPreferred shares issued in order to leverage 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 fiscal year ended August 31, 2004. Any future repurchases will be reported to shareholders in the next annual or semiannual report. 63 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. Learn more about Nuveen Funds at WWW.NUVEEN.COM/ETF o Share prices o Fund details o Daily financial news o Investor education o Interactive planning tools Logo: NUVEEN Investments EAN-A-0804D 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 determined that the registrant had 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 was William E. Bennett, who was "independent" for purposes of Item 3 of Form N-CSR. Although Mr. Bennett served as the audit committee financial expert during the reporting period, he unexpectedly resigned from the Board effective April 30, 2004. Since that time, the Audit Committee determined that Jack B. Evans, the Chairman of the Audit Committee, qualifies as an audit committee financial expert and recommended to the full Board that he be designated as such. On July 26, 2004, the full Board voted to so designate Mr. Evans. Accordingly for this reporting period, the registrant did not have a designated "audit committee financial expert" from April 30, 2004 to July 26, 2004. Mr. Evans, who is independent for purposes of Item 3 of Form N-CSR, served as the registrant's audit committee financial expert from July 26, 2004 to the end of the reporting period on August 31, 2004 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 portfolo; 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. Mr. Evans was formerly President and Chief Operating Office 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. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. NUVEEN CALIFORNIA MUNICIPAL VALUE 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 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 ------------------------------------------------------------------------------------------------------------------------------------ August 31, 2004 $ 11,096 $ 0 $ 405 $ 0 ------------------------------------------------------------------------------------------------------------------------------------ Percentage approved N/A 0% 0% 0% pursuant to pre-approval exception ------------------------------------------------------------------------------------------------------------------------------------ August 31, 2003 $ 9,888 $ 0 $ 359 $ 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 ------------------------------------------------------------------------------------------------------------------------------------ August 31, 2004 $ 0 $ 0 $ 0 ------------------------------------------------------------------------------------------------------------------------------------ Percentage approved 0% 0% 0% pursuant to pre-approval exception ------------------------------------------------------------------------------------------------------------------------------------ August 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 ------------------------------------------------------------------------------------------------------------------------------------ August 31, 2004 $ 405 $ 0 $ 0 $ 405 August 31, 2003 $ 359 $ 0 $ 0 $ 359 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. Not applicable at this time. 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 and reserves the right to interview all candidates and to make the final selection of any new directors. 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 Securities Exchange Act of 1934, as amended (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 registrant's last fiscal half-year (the registrant's second fiscal half-year in the case of an annual 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 California Municipal Value Fund, Inc. ----------------------------------------------------------- By (Signature and Title)* /s/ Jessica R. Droeger ---------------------------------------------- Jessica R. Droeger Vice President and Secretary Date: November 5, 2004 ------------------------------------------------------------------- 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: November 5, 2004 ------------------------------------------------------------------- By (Signature and Title)* /s/ Stephen D. Foy ---------------------------------------------- Stephen D. Foy Vice President and Controller (Principal Financial Officer) Date: November 5, 2004 ------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature.