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, 2005 ------------------ 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, 2005 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, woman and child at the beach. Photo of: A child. 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/ACCOUNTACCESS 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 12-month period covered by this report your Fund continued to provide you with monthly income free from federal and state income taxes, as well as with an attractive total return. For more details about the management strategy and performance of your Fund, please see the Portfolio Manager's Comments and Performance Overview sections of this report. Given the continued strength of the California economy, some market commentators are speculating about whether longer-term interest rates will soon begin to rise substantially, mirroring the rise that has taken place in shorter-term rates. If longer-term rates do begin to rise significantly, some have suggested that this would be a signal to begin adjusting your holdings of fixed-income investments. "IN FACT, A WELL-DIVERSIFIED PORTFOLIO MAY ACTUALLY HELP TO REDUCE YOUR OVERALL INVESTMENT RISK OVER THE LONG TERM." Nobody knows what the market will do in the future or what investments will turn out to be tomorrow's best performers. But from our experience, we do know that a well-balanced portfolio, structured and carefully monitored with the help of a trusted investment professional, can be an important component in helping you achieve your long-term financial goals. In fact, a well-diversified portfolio may actually help to reduce your overall investment risk over the long term. That is one reason why we believe that a municipal bond investment like your Fund can be an important building block in a comprehensive investment program designed to perform well in a variety of market conditions. As an added convenience for you, I urge you to consider receiving future Fund reports and other Fund information by e-mail and the Internet. Not only will you be able to receive the information faster, but this also may help lower your Fund's expenses. Sign up is quick and easy - see the inside front cover of this report for instructions. Earlier in 2005, The St. Paul Travelers Companies, Inc., which owned 79% of Nuveen Investments, Inc. (the parent of your Fund's investment adviser), sold a substantial portion of its stake in Nuveen. More recently, St. Paul sold the balance of its shares to Nuveen Investments or to others. Please be assured that these transactions only affect Nuveen's corporate structure, and they do not have any impact on the investment objectives or management of your Fund. At Nuveen Investments, our mission continues to be to assist you and your financial advisor by offering 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, 2005 Nuveen California Municipal Closed-End Exchange-Traded Funds (NCA, NCP, NCO, NQC, NVC, NUC) Portfolio Manager's COMMENTS Portfolio manager Scott Romans discusses the economic and municipal market environments, key investment strategies and the Funds' annual performance. Scott, who joined Nuveen in 2000, has managed these six Funds since 2003. WHAT FACTORS AFFECTED THE U.S. ECONOMY AND MUNICIPAL MARKET DURING THE ANNUAL REPORTING PERIOD ENDED AUGUST 31, 2005? Between September 1, 2004 and August 31, 2005, the Federal Reserve implemented eight separate one-quarter-point increases in the closely-watched fed funds rate. These increases, which were aimed at controlling economic growth as well as the pace of inflation, raised this short-term target rate to 3.50% from 1.50%. (On September 20, 2005, following the close of this reporting period, the fed funds rate was increased by another 0.25% to 3.75%.) As the fed funds rate rose during this reporting period, shorter-term municipal market interest rates showed a corresponding increase. At the same time, longer-term interest rates remained steady or slightly declined over this 12-month period. The yield on the benchmark 10-year U.S. Treasury note ended August 2005 at 4.02%, compared with 4.12% one year earlier. In the municipal market, with the yield on the Bond Buyer 25 Revenue Bond Index, a widely followed measure of longer-term municipal market rates, declining by approximately 25 basis points to 4.83% during this period. Together, the rise in shorter-term rates and decline in longer rates produced an overall flattening of the yield curve, which generally helped the performance of bonds with longer effective maturities while hindering the total return of bonds with shorter maturities or short call dates. Despite a surge in energy prices over this reporting period, the ongoing national economic expansion managed to maintain fairly solid footing. After expanding at an annualized rate of 4.0% in the third quarter of 2004, the U.S. gross domestic product (GDP) grew by 3.3% (annualized) in the fourth quarter of 2004, 3.8% (annualized) in the first quarter of 2005 and 3.3% (annualized) in the second quarter of 2005. Over the 12 months ended August 31, 2005, municipal bond supply nationwide remained strong, with $392.8 billion in new securities coming to market. A major factor behind the 4 increase in supply was the flatter yield curve, which made advance refundings economically attractive for many issuers. During January-August 2005, advance refundings were 62% higher than during the same period in 2004, as issuers sought to take advantage of the relatively low rates prevalent at the longer-end of the yield curve. (Advance refundings, also called pre-refundings, occur when an issuer sells new bonds and uses the proceeds to fund principal and interest payments of older, existing bonds. This process often results in lower borrowing costs for bond issuers.) HOW ABOUT ECONOMIC AND MARKET CONDITIONS IN CALIFORNIA? During this reporting period, California's economy experienced continued job growth that outpaced the national rate. Gains in professional and business services, construction, leisure and hospitality, education and health services led the way, overshadowing small losses in the government sector and in natural resources and mining. As of August 2005, California's unemployment rate was 5.2%, down from 6.1% in August 2004. The state's recent economic expansion has led to strong growth in both personal and corporate income, which in turn generated higher tax revenues. While this revenue increase helped California reduce its budget deficit, the state continued to face a structural budget gap estimated at $5 billion for fiscal 2006. In July 2005, both Moody's and Fitch upgraded their ratings on California's general obligation debt--to A2 from A3 and to A from A-, respectively. (Standard and Poor's had upgraded its California GO rating to A from BBB in August 2004.) In announcing the upgrades, both Moody's and Fitch cited the improvements in revenue generation and the resolution of the state's liquidity problems following California's issuance of economic recovery bonds in May 2004. For the 12 months ended August 2005, municipal issuance in California totaled $49.8 billion, a decrease of 15% from the previous 12 months. Despite the decrease, California issuance continued to lead all states over this time period. 5 WHAT KEY STRATEGIES WERE USED TO MANAGE THE FUNDS DURING THE 12 MONTHS ENDED AUGUST 31, 2005? One of our top priorities during this reporting period was careful duration management. Duration is a measure of a bond's price sensitivity as interest rates change, with longer duration bonds being more sensitive to changes and thereby presenting greater interest rate risk. Duration management became increasingly important during the first half of 2005, as the flattening of the yield curve over this period resulted in a dramatic rise in advance refundings. (The yield curve is said to flatten when shorter-term interest rates more closely approach the levels of longer-term interest rates.) Advance refunding of bonds held by the Funds generally had an immediate, positive impact on their performances, as well as a shortening effect on the Funds' durations. In order to maintain these durations within our preferred strategic range, we sold some of our holdings with shorter durations, including short-dated pre-refunded bonds, bonds that were currently callable, and bonds priced to short calls, all of which tended to underperform in the interest rate environment of the past 12 months. The proceeds from the sale of those holdings were reinvested in longer duration bonds, including zero coupon non-callable bonds, fixed-rate non-callable bonds, and 30-year bonds with at least 10 years of call protection. The longer durations of these bonds enabled us to counteract some of the duration shortening caused by the advance refundings and contributed to the positive Fund performance during this period. The purchase of these types of bonds also allowed us to improve the Funds' call protection. In addition, we tried to maintain the Funds' exposures to lower-rated credits. Lower-rated bonds generally performed very well during this period, and this resulted in considerable demand for the relatively light issuance of lower-rated credits that were available. As a result, we did not find many attractive opportunities to purchase lower-rated bonds that we believed would add value. One example of a lower-rated credit that did meet our purchase criteria during this period was a BBB+ rated issue from the California Statewide Community Development Authority for the Daughters of Charity Health System. These bonds were added to the portfolios of all six of these Funds. 6 HOW DID THE FUNDS PERFORM? Individual results for these Funds, as well as for a comparative index and peer group average, are presented in the accompanying table. ANNUALIZED TOTAL RETURNS ON NET ASSET VALUE For periods ended 8/31/05 1-YEAR 5-YEAR 10-YEAR -------------------------------------------------------------------------------- NCA1 6.82% 6.35% 5.87% -------------------------------------------------------------------------------- NCP 8.89% 7.78% 6.98% -------------------------------------------------------------------------------- NCO 9.19% 8.11% 6.99% -------------------------------------------------------------------------------- NQC 8.18% 7.98% 6.88% -------------------------------------------------------------------------------- NVC 9.33% 8.26% 7.32% -------------------------------------------------------------------------------- NUC 10.57% 7.76% 7.36% -------------------------------------------------------------------------------- Lehman Brothers CA Tax-Exempt Bond Index2 5.67% 6.30% 6.50% -------------------------------------------------------------------------------- Lipper CA Municipal Debt Funds Average3 10.50% 7.80% 7.08% -------------------------------------------------------------------------------- Past performance is not predictive of future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares. For additional information, see the individual Performance Overview for your Fund in this report. For the 12 months ended August 31, 2005, the total returns on net asset value (NAV) for all six of the Funds in this report exceeded the return on the Lehman Brothers California Tax-Exempt Bond Index. NUC also outperformed the average return for the Lipper California Fund peer group, while the remaining five Funds trailed this measure. One of the primary factors benefiting the 12-month performance of NCP, NCO, NQC, NVC and NUC relative to that of the unleveraged Lehman Brothers index was the Funds' use of financial leverage. While leveraging can add volatility to a Fund's NAV and share especially during periods when interest rates rise, this strategy can also provide opportunities for additional income and total return for common shareholders when short-term interest rates remain relatively low and long-term rates fall or remain constant. NCA does not use financial leverage, and this was the primary reason this Fund's return trailed the others during this reporting period. 1 NCA is an unleveraged Fund; the remaining five Funds in this report 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 closed-end exchange-traded funds in this category for each period as follows: 1 year, 27 funds; 5 years, 16 funds; and 10 years, 14 funds. Fund and Lipper returns assume reinvestment of dividends. 7 All of these Funds benefited from their allocations of lower-quality bonds during this period, as bonds rated BBB or lower and non-rated bonds generally outperformed higher rated issues. Among the lower-rated bonds making significant contributions to the Funds' total returns for this period were bonds backed by the 1998 master tobacco settlement agreement. Some of these California tobacco bonds posted returns of more than 20% over this period. Overall, tobacco bonds were the top-performing sector for the period, as the litigation environment improved and increased demand drove prices higher. The Funds' tobacco holdings, which are rated BBB and Baa3, accounted for 1% of the portfolio of NVC, 2% of NCA, 3% of NCP and NCO, and 5% of NUC as of August 31, 2005. NQC held less than 1% of its portfolio in tobacco bonds, which was a large part of the reason this Fund's return was less than the other Funds over this period. Another factor affecting the Funds' performances during this period was the amount and timing of advance refundings within their portfolios. Generally, a bond that was advance refunded tended to benefit from an immediate price increase as its credit quality was upgraded. However, that same bond - now priced as a high quality issue to a shorter final maturity - might then have underperformed lower quality issues and issues with longer final maturities over the balance of the reporting period. Therefore, the size of the holding, the credit quality benefit caused by the pre-refunding and the amount of time remaining before the end of the reporting period all had an impact on the overall performance of a pre-refunded bond. Among the pre-refundings that generally helped performance over this period were bonds issued by California Health Facilities Financing Authority for Cedars-Sinai Medical Center. These bonds were held by all six Funds, and some of the positions were significant. 8 HOW WERE THE FUNDS POSITIONED IN TERMS OF CREDIT QUALITY AND BOND CALLS AS OF AUGUST 31, 2005? We continued to believe that maintaining strong credit quality was an important requirement. As of August 31, 2005, all of these Funds offered excellent credit quality, with allocations of bonds rated AAA/U.S. guaranteed and AA ranging from 64% in NCA to 75% in NCP, 76% in NCO and NVC, 77% in NUC, and 78% in NQC. As of August 31, 2005, potential call exposure for the period from September 2005 through the end of 2006 ranged from 9% in NQC to 10% in NVC, 11% in NCP and NUC, 13% in NCA and 14% in NCO. The number of actual bond calls in all of these Funds depends largely on future market interest rates. 9 Dividend and Share Price INFORMATION All of the Funds in this report except NCA use leverage to enhance their opportunities to earn additional income for common shareholders. The extent of this benefit is tied in part to the short-term rates these leveraged Funds pay their MuniPreferred(R) shareholders. During periods of low short-term rates, leveraged Funds generally pay lower dividends to their MuniPreferred shareholders, which can leave more earnings to support common share dividends. However, when short-term interest rates rise, as they did during this reporting period, the Funds' borrowing costs also rise. While leveraging still provided benefits for common shareholders over this period, the extent of these benefits was reduced. This resulted in one monthly dividend reduction in NCO and NVC and two in NCP, NQC and NUC over the 12-month period ended August 31, 2005. The dividend of NCA remained stable throughout this reporting period. In addition, due to normal portfolio activity, common shareholders of the following Funds received capital gains and net ordinary income distributions at the end of December 2004 as follows: LONG-TERM CAPITAL GAINS ORDINARY INCOME (PER SHARE) (PER SHARE) -------------------------------------------------------------------------------- NCA $0.0800 $0.0057 -------------------------------------------------------------------------------- NCP $0.1714 $ -- -------------------------------------------------------------------------------- NQC $0.1057 $ -- -------------------------------------------------------------------------------- NVC $0.1003 $0.0120 -------------------------------------------------------------------------------- NUC $0.0793 $ -- -------------------------------------------------------------------------------- The relatively large distributions from these Funds represented an important part of these Funds' total returns for this period. For the most part, these distributions were generated by bond calls or by sales of appreciated securities. The proceeds of these calls or sales then were reinvested in bonds paying lower, current interest rates. This had a slight negative impact on the Funds' earning power and was a minor factor in the dividend reductions noted above. 10 All of the Funds in this report 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, 2005, all of the Funds in this report had positive UNII balances for both financial statement and tax purposes. At the end of the reporting period, the Funds' share prices were trading at discounts to their NAVs as shown in the accompanying chart: 8/31/05 12-MONTH AVERAGE DISCOUNT DISCOUNT -------------------------------------------------------------------------------- NCA -3.97% -6.99% -------------------------------------------------------------------------------- NCP -8.04% -7.59% -------------------------------------------------------------------------------- NCO -3.28% -6.94% -------------------------------------------------------------------------------- NQC -4.79% -5.67% -------------------------------------------------------------------------------- NVC -1.81% -5.13% -------------------------------------------------------------------------------- NUC -1.87% -3.76% -------------------------------------------------------------------------------- 11 Nuveen California Municipal Value Fund, Inc. NCA Performance OVERVIEW As of August 31, 2005 Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 60% AA 4% A 9% BBB 18% BB or Lower 1% NR 8% Bar Chart: 2004-2005 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 Sep 0.0385 Oct 0.0385 Nov 0.0385 Dec 0.0385 Jan 0.0385 Feb 0.0385 Mar 0.0385 Apr 0.0385 May 0.0385 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. 9/1/04 9.21 9.29 9.29 9.3 9.3 9.3 9.31 9.29 9.27 9.3 9.29 9.28 9.32 9.35 9.4 9.32 9.44 9.54 9.54 9.54 9.5 9.49 9.39 9.5 9.52 9.5 9.51 9.5 9.44 9.37 9.34 9.38 9.38 9.4 9.39 9.5 9.5 9.45 9.5 9.5 9.53 9.62 9.49 9.46 9.5 9.54 9.54 9.44 9.52 9.42 9.42 9.47 9.62 9.7 9.61 9.6 9.55 9.56 9.56 9.53 9.44 9.48 9.54 9.35 9.36 9.46 9.35 9.33 9.36 9.35 9.35 9.25 9.18 9.17 9.18 9.22 9.19 9.19 9.2 9.14 9.19 9.15 9.2 9.2 9.24 9.31 9.31 9.22 9.23 9.35 9.31 9.33 9.23 9.29 9.24 9.29 9.23 9.24 9.3 9.24 9.3 9.26 9.33 9.31 9.42 9.49 9.55 9.8 9.74 9.74 9.73 9.75 9.82 9.63 9.68 9.57 9.56 9.54 9.51 9.41 9.43 9.55 9.58 9.62 9.6 9.6 9.62 9.6 9.7 9.6 9.6 9.58 9.57 9.56 9.47 9.5 9.6 9.45 9.45 9.32 9.41 9.34 9.28 9.13 9.21 9.33 9.31 9.36 9.36 9.39 9.34 9.31 9.29 9.33 9.34 9.34 9.47 9.46 9.4 9.37 9.35 9.37 9.38 9.38 9.45 9.4 9.45 9.45 9.45 9.46 9.43 9.48 9.45 9.54 9.5 9.49 9.45 9.41 9.46 9.43 9.47 9.47 9.47 9.52 9.53 9.56 9.6 9.56 9.56 9.57 9.58 9.59 9.67 9.66 9.74 9.71 9.71 9.7 9.83 9.83 9.82 9.79 9.79 9.84 9.77 9.82 9.9 9.88 9.85 9.88 9.85 9.84 9.89 9.93 9.98 9.9 9.89 9.88 9.73 9.78 9.77 9.83 9.8 9.76 9.81 9.93 9.93 9.88 9.83 9.85 9.84 9.84 9.88 9.9 9.9 9.91 9.86 9.89 9.89 9.92 9.85 9.812 9.73 9.75 9.73 9.74 9.79 9.83 9.84 9.79 9.84 9.91 9.94 9.98 8/31/05 9.92 FUND SNAPSHOT ------------------------------------ Common Share Price $9.92 ------------------------------------ Common Share Net Asset Value $10.33 ------------------------------------ Premium/(Discount) to NAV -3.97% ------------------------------------ Market Yield 4.66% ------------------------------------ Taxable-Equivalent Yield1 7.11% ------------------------------------ Net Assets Applicable to Common Shares ($000) $260,782 ------------------------------------ Average Effective Maturity on Securities (Years) 16.46 ------------------------------------ Modified Duration 5.11 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 10/07/87) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 13.33% 6.82% ------------------------------------ 5-Year 7.00% 6.35% ------------------------------------ 10-Year 6.30% 5.87% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 32.1% ------------------------------------ U.S. Guaranteed 22.9% ------------------------------------ Tax Obligation/General 11.1% ------------------------------------ Healthcare 6.0% ------------------------------------ Utilities 6.0% ------------------------------------ Housing/Multifamily 5.2% ------------------------------------ Long-Term Care 4.6% ------------------------------------ Other 12.1% ------------------------------------ 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%. When comparing this fund to 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 2004 of $0.0857 per share. 12 Nuveen California Performance Plus Municipal Fund, Inc. NCP Performance OVERVIEW As of August 31, 2005 Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 63% AA 12% A 13% BBB 10% NR 2% Bar Chart: 2004-2005 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 0.0745 Apr 0.0745 May 0.0745 Jun 0.0705 Jul 0.0705 Aug 0.0705 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/04 14.26 14.31 14.23 14.32 14.35 14.28 14.31 14.24 14.21 14.27 14.31 14.35 14.38 14.38 14.41 14.46 14.5 14.52 14.53 14.49 14.4 14.43 14.39 14.4 14.36 14.39 14.42 14.57 14.58 14.49 14.59 14.64 14.64 14.61 14.57 14.63 14.64 14.66 14.61 14.65 14.65 14.74 14.75 14.75 14.79 14.83 14.69 14.61 14.54 14.51 14.37 14.49 14.53 14.42 14.47 14.48 14.48 14.47 14.4 14.44 14.47 14.29 14.16 14.07 13.95 14.14 14.05 14.12 14.17 14.18 14.23 14.03 13.98 13.99 13.97 13.9 13.93 14.02 13.92 13.96 13.96 13.99 13.959 13.99 13.99 14 13.97 13.97 14.09 14.14 14.14 14.2 14.09 14.15 14.21 14.16 14.24 14.48 14.45 14.35 14.28 14.38 14.42 14.43 14.45 14.55 14.59 14.63 14.59 14.65 14.7 14.68 14.73 14.7 14.8 14.86 14.8 14.61 14.55 14.55 14.62 14.78 14.83 14.85 14.88 14.86 14.84 14.9 14.89 14.82 14.62 14.55 14.6 14.54 14.42 14.38 14.34 14.25 14.3 14.2 14.2 14.01 13.84 13.9 13.69 13.79 13.65 13.66 13.72 13.78 13.85 14.04 14.07 14.27 14.02 13.94 14.02 14 14.06 13.9 13.95 13.99 13.97 13.99 14.02 14.03 14.32 14.32 14.31 14.21 14.29 14.33 14.25 14.11 14.26 14.17 14.29 14.21 14.23 14.26 14.39 14.37 14.37 14.33 14.41 14.56 14.65 14.82 14.81 14.8 14.61 14.7 14.58 14.8 14.75 14.63 14.8 14.79 14.7 14.53 14.7 14.58 14.45 14.45 14.51 14.5 14.55 14.52 14.52 14.54 14.54 14.51 14.47 14.7 14.92 14.85 14.89 14.87 14.79 14.71 14.7 14.67 14.76 14.606 14.75 14.69 14.74 14.62 14.65 14.71 14.69 14.69 14.61 14.62 14.6 14.51 14.37 14.29 14.29 14.36 14.25 14.27 14.38 14.43 14.38 14.45 14.48 14.45 14.47 14.47 14.5 14.48 14.52 14.5 8/31/05 14.52 FUND SNAPSHOT ------------------------------------ Common Share Price $14.52 ------------------------------------ Common Share Net Asset Value $15.79 ------------------------------------ Premium/(Discount) to NAV -8.04% ------------------------------------ Market Yield 5.83% ------------------------------------ Taxable-Equivalent Yield1 8.90% ------------------------------------ Net Assets Applicable to Common Shares ($000) $204,692 ------------------------------------ Average Effective Maturity on Securities (Years) 15.16 ------------------------------------ Leverage-Adjusted Duration 8.17 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 11/15/89) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 9.66% 8.89% ------------------------------------ 5-Year 5.30% 7.78% ------------------------------------ 10-Year 6.49% 6.98% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Transportation 18.9% ------------------------------------ Tax Obligation/General 16.9% ------------------------------------ Tax Obligation/Limited 15.9% ------------------------------------ U.S. Guaranteed 11.8% ------------------------------------ Water and Sewer 10.2% ------------------------------------ Utilities 9.4% ------------------------------------ Healthcare 6.3% ------------------------------------ Other 10.6% ------------------------------------ 1 Taxable-equivalent yield represents the yield that must be earned on a fully taxable investment in order to equal the yield of the Fund on an after-tax basis. It is based on a combined federal and state income tax rate of 34.5%. When comparing this fund to investments that generate qualified dividend income, the taxable-equivalent yield is lower. 2 The Fund also paid shareholders a capital gains distribution in December 2004 of $0.1714 per share. 13 Nuveen California Municipal Market Opportunity Fund, Inc. NCO Performance OVERVIEW As of August 31, 2005 Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 61% AA 15% A 10% BBB 12% NR 2% Bar Chart: 2004-2005 MONTHLY TAX-FREE DIVIDENDS PER SHARE Sep 0.079 Oct 0.079 Nov 0.079 Dec 0.079 Jan 0.079 Feb 0.079 Mar 0.076 Apr 0.076 May 0.076 Jun 0.076 Jul 0.076 Aug 0.076 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/04 14.46 14.44 14.47 14.69 14.75 14.67 14.75 14.71 14.6 14.6 14.6 14.63 14.94 14.77 14.91 14.84 14.78 14.89 14.89 14.91 14.71 14.79 14.78 14.73 14.78 14.76 14.88 14.87 14.93 14.93 15.03 15.04 15.02 15 14.95 15.03 15.04 14.94 14.98 15 14.95 14.95 14.88 15.07 15.13 15.13 14.83 14.5 14.47 14.4 14.35 14.43 14.65 14.55 14.64 14.7 14.64 14.69 14.69 14.66 14.66 14.77 14.69 14.69 14.58 14.7 14.58 14.55 14.67 14.6 14.62 14.43 14.42 14.455 14.39 14.25 14.3 14.21 14.3 14.22 14.18 14.19 14.13 14.16 14.12 14.15 14.14 14.17 14.2 14.34 14.38 14.39 14.3 14.36 14.34 14.58 14.58 14.58 14.61 14.58 14.57 14.59 14.64 14.68 14.89 14.92 14.96 15.12 15.105 15.24 15.24 15.16 15.1 15.01 15 14.95 15.03 14.81 14.59 14.54 14.5 14.59 14.98 14.9 14.93 14.96 14.96 14.94 14.92 14.89 14.8 14.7 14.74 14.8 14.72 14.55 14.53 14.51 14.51 14.5 14.09 14.24 14.3 14.3 14.38 14.38 14.35 14.22 14.19 14.22 14.34 14.23 14.24 14.25 14.21 14.21 14.23 14.22 14.34 14.22 14.18 14.21 14.3 14.33 14.36 14.4 14.44 14.44 14.53 14.57 14.6 14.56 14.43 14.45 14.6 14.64 14.61 14.68 14.69 14.72 14.76 14.87 14.8 14.88 14.83 14.8 14.85 14.85 14.89 14.97 14.93 14.9 14.98 14.96 14.98 14.97 14.97 14.76 14.8 14.72 14.81 14.8 14.88 14.79 14.81 14.91 14.99 15 15 15 15.05 15.14 15.19 15.15 15.32 15.45 15.46 15.5 15.46 15.51 15.45 15.45 15.41 15.41 15.28 15.244 15.29 15.26 15.31 15.27 15.24 15.24 15.28 15.2 15.24 15.19 15 15.1 15.19 15.2 15.1 15 15.1 15.34 15.34 15.45 15.55 15.41 15.41 15.452 15.5 15.55 15.67 15.66 8/31/05 15.61 FUND SNAPSHOT ------------------------------------ Common Share Price $15.61 ------------------------------------ Common Share Net Asset Value $16.14 ------------------------------------ Premium/(Discount) to NAV -3.28% ------------------------------------ Market Yield 5.84% ------------------------------------ Taxable-Equivalent Yield1 8.92% ------------------------------------ Net Assets Applicable to Common Shares ($000) $131,587 ------------------------------------ Average Effective Maturity on Securities (Years) 16.85 ------------------------------------ Leverage-Adjusted Duration 8.52 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 5/17/90) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 15.00% 9.19% ------------------------------------ 5-Year 6.11% 8.11% ------------------------------------ 10-Year 7.00% 6.99% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 22.6% ------------------------------------ Transportation 17.0% ------------------------------------ Tax Obligation/General 16.6% ------------------------------------ Water and Sewer 11.3% ------------------------------------ U.S. Guaranteed 10.6% ------------------------------------ Healthcare 7.4% ------------------------------------ Utilities 5.8% ------------------------------------ Other 8.7% ------------------------------------ 1 Taxable-equivalent yield represents the yield that must be earned on a fully taxable investment in order to equal the yield of the Fund on an after-tax basis. It is based on a combined federal and state income tax rate of 34.5%. When comparing this fund to investments that generate qualified dividend income, the taxable-equivalent yield is lower. 14 Nuveen California Investment Quality Municipal Fund, Inc. NQC Performance OVERVIEW As of August 31, 2005 Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 67% AA 11% A 12% BBB 9% NR 1% Bar Chart: 2004-2005 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 0.0765 Apr 0.0765 May 0.0765 Jun 0.0725 Jul 0.0725 Aug 0.0725 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/04 14.9 14.81 14.65 14.92 15 14.95 14.99 14.96 14.9 14.96 15.04 14.96 15.05 14.97 14.98 14.98 15.02 15.03 15.09 15.06 15.07 14.96 15 15.04 15.1 15.1 15.14 15.26 15.26 15.22 15.18 15.03 15.02 15.08 15.04 15.05 15.12 15.11 15.11 15.1 15.17 15.21 15.14 15.16 15.15 15.17 15.06 14.95 15.21 15.25 15.19 15.2 15.2 15.12 15.12 15.05 14.98 15 14.96 14.98 15.04 14.96 14.97 14.98 14.95 15.05 14.99 14.99 15.05 15.02 14.96 14.83 14.61 14.62 14.52 14.41 14.34 14.32 14.24 14.24 14.19 14.17 14.19 14.19 14.18 14.18 14.16 14.18 14.25 14.31 14.44 14.42 14.4 14.41 14.41 14.45 14.51 14.55 14.59 14.61 14.52 14.49 14.49 14.48 14.61 14.77 14.83 14.92 14.98 14.94 15 15.11 15.14 15.11 15.13 15.2 15.12 15.01 14.8 14.77 14.85 15.27 15.58 15.3 15.19 15.37 15.32 15.27 15.18 15.15 14.96 14.81 14.57 14.41 14.41 14.35 14.45 14.48 14.37 14.37 14.4 14.2 14.19 14.3 14.24 14.33 14.37 14.52 14.4 14.45 14.41 14.46 14.48 14.42 14.33 14.4 14.368 14.36 14.36 14.35 14.39 14.3 14.52 14.5 14.79 14.78 14.75 14.75 14.67 14.73 14.74 14.75 14.54 14.55 14.58 14.53 14.51 14.67 14.76 14.98 14.93 14.86 14.75 14.75 14.8 14.8005 14.85 14.8 14.75 14.8 14.76 14.83 14.81 14.9 14.83 14.87 14.88 14.72 14.7 14.65 14.6 14.75 14.66 14.8 14.874 15 15.06 14.95 15 15.02 15.14 15.03 15.08 14.94 15.06 15.01 15.1 15.15 15.18 15.22 15.3 15.25 15.08 15.118 15.02 14.91 14.98 14.94 15 15.13 15.06 15.06 15.15 15.15 15.11 15.03 14.94 14.77 14.95 15.05 14.82 14.82 14.96 14.92 14.93 14.88 14.9 14.94 15.01 14.97 15.06 15.02 15.12 15.08 8/31/05 15.1 FUND SNAPSHOT ------------------------------------ Common Share Price $15.10 ------------------------------------ Common Share Net Asset Value $15.86 ------------------------------------ Premium/(Discount) to NAV -4.79% ------------------------------------ Market Yield 5.76% ------------------------------------ Taxable-Equivalent Yield1 8.79% ------------------------------------ Net Assets Applicable to Common Shares ($000) $215,446 ------------------------------------ Average Effective Maturity on Securities (Years) 15.87 ------------------------------------ Leverage-Adjusted Duration 7.58 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 11/20/90) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 9.33% 8.18% ------------------------------------ 5-Year 5.98% 7.98% ------------------------------------ 10-Year 6.58% 6.88% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 23.6% ------------------------------------ Transportation 19.4% ------------------------------------ Tax Obligation/General 13.1% ------------------------------------ U.S. Guaranteed 12.8% ------------------------------------ Education and Civic Organizations 9.9% ------------------------------------ Healthcare 6.7% ------------------------------------ Utilities 6.2% ------------------------------------ Water and Sewer 5.4% ------------------------------------ Other 2.9% ------------------------------------ 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%. When comparing this fund to investments that generate qualified dividend income, the taxable-equivalent yield is lower. 2 The Fund also paid shareholders a capital gains distribution in December 2004 of $0.1057 per share. 15 Nuveen California Select Quality Municipal Fund, Inc. NVC Performance OVERVIEW As of August 31, 2005 Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 70% AA 6% A 16% BBB 6% NR 2% Bar Chart: 2004-2005 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 0.0775 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. 9/1/04 14.76 14.75 14.7 14.74 14.74 14.88 14.8 14.65 14.63 14.61 14.83 14.67 14.75 14.75 14.78 14.85 14.77 14.87 14.89 14.88 14.84 14.7 14.85 15.01 14.94 15.1 15.15 15.07 15.13 15.07 15.06 15.04 15.09 15.19 15.08 15.08 15.23 15.17 15.1 15.01 15.03 15.17 15.24 15.32 15.18 15.48 15.27 14.93 14.88 14.68 14.72 15.06 15.16 15.16 15.17 15.12 15.1 15.18 15.1 15.18 15.15 15.1 15.04 15.17 15.1 15.16 15.18 15.11 15.24 15.19 15.14 15.09 15.01 15 14.88 14.7 14.67 14.59 14.56 14.5 14.41 14.36 14.33 14.31 14.37 14.39 14.42 14.46 14.57 14.61 14.51 14.53 14.44 14.53 14.43 14.53 14.57 14.63 14.69 14.63 14.67 14.61 14.72 14.79 15.01 14.97 15.01 14.93 14.99 15.08 15.11 15.19 15.26 15.06 15.04 15 15.07 14.98 14.92 14.68 14.69 14.76 14.89 15.01 14.94 15.01 14.98 15.09 15.1 15.01 14.84 14.75 14.75 14.67 14.64 14.59 14.6 14.73 14.58 14.33 14.24 14.37 14.05 14.09 14.16 14.23 14.38 14.38 14.44 14.44 14.49 14.47 14.54 14.52 14.38 14.43 14.5 14.59 14.67 14.57 14.56 14.56 14.69 14.56 14.58 14.64 14.95 14.95 14.9 14.8 14.76 14.71 14.65 14.66 14.74 14.7 14.65 14.73 14.65 14.73 14.75 14.74 14.73 14.78 14.8 14.8 14.83 14.87 14.91 14.95 14.99 14.92 14.95 15.14 15.24 15.1 15.08 15.06 15.07 15.09 15.23 15.25 15.25 15.16 15.08 15.09 15.04 15.101 15.14 15.1 15.26 15.27 15.29 15.26 15.4 15.56 15.54 15.44 15.5 15.51 15.4 15.42 15.42 15.43 15.52 15.49 15.49 15.43 15.53 15.52 15.5 15.5 15.6 15.614 15.65 15.58 15.37 15.39 15.55 15.55 15.67 15.67 15.75 15.78 15.72 15.71 15.56 15.57 15.57 15.56 15.6 15.55 15.68 15.7 8/31/05 15.69 FUND SNAPSHOT ------------------------------------ Common Share Price $15.69 ------------------------------------ Common Share Net Asset Value $15.98 ------------------------------------ Premium/(Discount) to NAV -1.81% ------------------------------------ Market Yield 5.93% ------------------------------------ Taxable-Equivalent Yield1 9.05% ------------------------------------ Net Assets Applicable to Common Shares ($000) $369,087 ------------------------------------ Average Effective Maturity on Securities (Years) 16.57 ------------------------------------ Leverage-Adjusted Duration 7.66 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 5/22/91) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 13.70% 9.33% ------------------------------------ 5-Year 7.17% 8.26% ------------------------------------ 10-Year 7.73% 7.32% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 19.2% ------------------------------------ U.S. Guaranteed 17.3% ------------------------------------ Tax Obligation/General 14.5% ------------------------------------ Transportation 12.1% ------------------------------------ Utilities 11.9% ------------------------------------ Water and Sewer 7.8% ------------------------------------ Healthcare 7.5% ------------------------------------ Other 9.7% ------------------------------------ 1 Taxable-equivalent yield represents the yield that must be earned on a fully taxable investment in order to equal the yield of the Fund on an after-tax basis. It is based on a combined federal and state income tax rate of 34.5%. When comparing this fund to 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 2004 of $0.1123 per share. 16 Nuveen California Quality Income Municipal Fund, Inc. NUC Performance OVERVIEW As of August 31, 2005 Pie Chart: CREDIT QUALITY (as a % of total investments) AAA/U.S. Guaranteed 68% AA 9% A 11% BBB 10% NR 2% Bar Chart: 2004-2005 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 0.08 Apr 0.08 May 0.08 Jun 0.076 Jul 0.076 Aug 0.076 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 9/1/04 15.07 15.1 15.06 15.09 15.05 15 15.05 15.01 14.97 14.95 15.04 14.98 15.09 15.09 15.11 15.1 15.15 15.18 15.1 15.12 15.02 15.09 15.05 15.11 15.11 15.2 15.26 15.37 15.47 15.37 15.18 15.34 15.38 15.27 15.26 15.21 15.32 15.23 15.28 15.26 15.3 15.28 15.3 15.37 15.46 15.59 15.23 15.02 15.08 15.05 15 14.98 15.04 15.05 15.12 15.3 15.26 15.21 15.45 15.38 15.5 15.4 15.22 15.21 15.02 15.11 15.06 15.05 15.15 15.03 15.04 14.89 14.79 14.86 14.85 14.8 14.78 14.79 14.82 14.77 14.76 14.64 14.61 14.69 14.71 14.76 14.76 14.79 14.89 15.05 15.1 15.2 15.11 15.01 15.04 15.18 15.19 15.3 15.41 15.35 15.255 15.31 15.31 15.36 15.53 15.47 15.49 15.46 15.5 15.54 15.62 15.78 15.71 15.49 15.49 15.46 15.47 15.395 15.35 15.2 15.3 15.36 15.49 15.47 15.42 15.4 15.38 15.4 15.39 15.32 15.05 15.07 14.85 14.84 14.93 14.88 14.89 14.87 14.75 14.66 14.65 14.49 14.29 14.28 14.28 14.36 14.42 14.46 14.43 14.47 14.45 14.46 14.47 14.51 14.45 14.41 14.56 14.72 14.75 14.78 14.7 14.7 14.71 14.63 14.69 14.73 14.87 14.87 14.93 15 15.04 15.06 15.02 14.99 15.13 15.04 15.11 15.14 15.23 15.31 15.37 15.37 15.32 15.37 15.54 15.38 15.47 15.46 15.47 15.5 15.51 15.46 15.42 15.4 15.5 15.4 15.31 15.2 15.21 15.23 15.2 15.21 15.2 15.18 15.2 15.26 15.23 15.27 15.26 15.3 15.25 15.27 15.29 15.24 15.34 15.3 15.45 15.39 15.3 15.31 15.3 15.25 15.26 15.204 14.97 15.09 15.07 15.1 15.24 15.33 15.27 15.27 15.35 15.37 15.38 15.32 15.27 15.25 15.192 15.32 15.33 15.27 15.38 15.4 15.5 15.55 15.55 15.52 15.53 15.69 15.63 15.66 15.75 15.61 8/31/05 15.73 FUND SNAPSHOT ------------------------------------ Common Share Price $15.73 ------------------------------------ Common Share Net Asset Value $16.03 ------------------------------------ Premium/(Discount) to NAV -1.87% ------------------------------------ Market Yield 5.80% ------------------------------------ Taxable-Equivalent Yield1 8.85% ------------------------------------ Net Assets Applicable to Common Shares ($000) $352,752 ------------------------------------ Average Effective Maturity on Securities (Years) 16.84 ------------------------------------ Leverage-Adjusted Duration 8.09 ------------------------------------ AVERAGE ANNUAL TOTAL RETURN (Inception 11/20/91) ------------------------------------ ON SHARE PRICE ON NAV ------------------------------------ 1-Year 12.30% 10.57% ------------------------------------ 5-Year 6.32% 7.76% ------------------------------------ 10-Year 7.68% 7.36% ------------------------------------ SECTORS (as a % of total investments) ------------------------------------ Tax Obligation/Limited 21.7% ------------------------------------ U.S. Guaranteed 17.4% ------------------------------------ Tax Obligation/General 17.0% ------------------------------------ Education and Civic Organizations 10.6% ------------------------------------ Transportation 8.6% ------------------------------------ Utilities 7.8% ------------------------------------ Consumer Staples 5.1% ------------------------------------ Other 11.8% ------------------------------------ 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%. When comparing this fund to investments that generate qualified dividend income, the taxable-equivalent yield is lower. 2 The Fund also paid shareholders a capital gains distribution in December 2004 of $0.0793 per share. 17 Shareholder MEETING REPORT The Special Shareholder Meeting was held at The Northern Trust Bank, 50 S. LaSalle St., Chicago, IL on July 26, 2005. NCA NCP NCO NQC NVC NUC ------------------------------------------------------------------------------------------------------------------------------------ APPROVAL OF THE NEW INVESTMENT MANAGEMENT AGREEMENT WAS REACHED AS FOLLOWS: Common and Common and Common and Common and Common and MuniPreferred MuniPreferred MuniPreferred MuniPreferred MuniPreferred shares shares shares shares shares Common voting together voting together voting together voting together voting together shares as a class as a class as a class as a class as a class ------------------------------------------------------------------------------------------------------------------------------------ For 22,805,944 11,920,877 7,457,546 12,369,746 21,299,997 20,491,713 Against 158,345 56,820 50,355 137,736 111,602 121,942 Abstain 285,042 89,660 106,573 165,742 351,137 198,062 ------------------------------------------------------------------------------------------------------------------------------------ Total 23,249,331 12,067,357 7,614,474 12,673,224 21,762,736 20,811,717 ==================================================================================================================================== 18 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, 2005, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Funds' internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds' internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2005, by correspondence with the custodian and brokers or other appropriate auditing procedures where replies from brokers were not received. 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, 2005, and the results of their operations for the year then ended, changes in their net assets for each of the two years in the period then ended, and their 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 17, 2005 19 Nuveen California Municipal Value Fund, Inc. (NCA) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 2.0% (2.1% OF TOTAL INVESTMENTS) $ 2,400 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 2,489,400 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 2,792,900 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.250%, 6/01/33 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 0.6% (0.6% OF TOTAL INVESTMENTS) 1,500 California Statewide Community Development Authority, 12/06 at 105.00 N/R 1,574,805 Certificates of Participation, San Diego Space and Science Foundation, Series 1996, 7.500%, 12/01/26 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 5.9% (6.0% OF TOTAL INVESTMENTS) 915 Arcadia, California, Hospital Revenue Bonds, Methodist 11/05 at 100.00 BBB+ 916,857 Hospital of Southern California, Series 1992, 6.500%, 11/15/12 625 California Health Facilities Financing Authority, Revenue Bonds, 11/15 at 100.00 A3 647,150 Cedars-Sinai Medical Center, Series 2005, 5.000%, 11/15/34 California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A: 250 5.250%, 7/01/24 7/15 at 100.00 BBB+ 265,058 530 5.250%, 7/01/35 7/15 at 100.00 BBB+ 555,175 4,000 California Statewide Community Development Authority, No Opt. Call AAA 4,384,600 Revenue 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 5,285,750 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, Dameron 12/07 at 102.00 BBB+ 1,517,213 Hospital Association, Series 1997A, 5.300%, 12/01/08 1,730 West Contra Costa Healthcare District, California, 7/14 at 100.00 AAA 1,915,629 Certificates of Participation, Series 2004, 5.375%, 7/01/21 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 5.2% (5.2% OF TOTAL INVESTMENTS) 3,350 ABAG Finance Authority for Non-Profit Corporations, California, No Opt. Call Baa2 3,578,504 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) 2,580 California Statewide Community Development Authority, 7/09 at 102.00 N/R 2,664,443 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+ 5,225,050 Multifamily Housing Revenue Refunding Bonds, Archstone Communities Trust, Archstone Pelican Point Apartments, Series 1999H, 5.300%, 6/01/29 (Mandatory put 6/01/08) 480 Riverside County, California, Subordinate Lien Mobile Home 10/05 at 100.00 N/R 480,192 Park Revenue Bonds, Bravo Mobile Home Park Project, Series 1999B, 6.500%, 3/20/29 1,440 San Dimas Housing Authority, California, Mobile Home Park 7/08 at 102.00 N/R 1,487,246 Revenue Bonds, Charter Oak Mobile Home Estates Acquisition Project, Series 1998A, 5.700%, 7/01/28 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/SINGLE FAMILY - 0.1% (0.1% OF TOTAL INVESTMENTS) 25 California Rural Home Mortgage Finance Authority, GNMA No Opt. Call Aaa 25,366 Collateralized Single Family Mortgage Revenue Bonds, Series 1993A-2, 7.950%, 12/01/24 (Alternative Minimum Tax) 235 California Rural Home Mortgage Finance Authority, No Opt. Call AAA 236,810 Mortgage-Backed Securities Program Single Family Mortgage Revenue Bonds, Series 1997D, 6.700%, 5/01/29 (Alternative Minimum Tax) 20 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ INDUSTRIALS - 0.4% (0.5% OF TOTAL INVESTMENTS) $ 1,000 California Municipal Finance Authority, Solid Waste Disposal No Opt. Call BBB $ 1,010,180 Revenue Bonds, Waste Management Inc., Series 2004, 4.100%, 9/01/14 (Alternative Minimum Tax) (Mandatory put 9/01/09) ------------------------------------------------------------------------------------------------------------------------------------ LONG-TERM CARE - 4.5% (4.6% OF TOTAL INVESTMENTS) ABAG Finance Authority for Non-Profit Corporations, California, Cal-Mortgage Revenue Bonds, Elder Care Alliance of Union City, Series 2004: 1,850 5.400%, 8/15/24 8/14 at 100.00 A 1,978,742 2,130 5.600%, 8/15/34 8/14 at 100.00 A 2,287,769 2,720 ABAG Finance Authority for Non-Profit Corporations, 10/07 at 102.00 BB+ 2,767,763 California, Certificates of Participation, American Baptist Homes of the West, Series 1997A, 5.750%, 10/01/17 3,000 California Statewide Community Development Authority, 4/09 at 101.00 BBB 3,091,350 Certificates of Participation, Internext Group, Series 1999, 5.375%, 4/01/17 1,500 Riverside County Public Financing Authority, California, 5/09 at 101.00 BBB- 1,574,115 Certificates of Participation, Air Force Village West, Series 1999, 5.750%, 5/15/19 ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 10.9% (11.1% OF TOTAL INVESTMENTS) California, General Obligation Bonds, Series 2004: 500 5.000%, 2/01/20 2/14 at 100.00 A 537,450 5,200 5.000%, 2/01/21 2/14 at 100.00 A 5,574,088 2,850 5.250%, 4/01/34 4/14 at 100.00 A 3,141,384 1,000 Fremont Unified School District, Alameda County, California, 8/12 at 101.00 AAA 1,086,170 General Obligation Bonds, Series 2002A, 5.000%, 8/01/21 - FGIC Insured 2,475 Long Beach Community College District, California, General 5/13 at 100.00 AAA 2,622,634 Obligation Bonds, Series 2003A, 5.000%, 5/01/28 - MBIA Insured 1,110 Los Angeles Community College District, Los Angeles County, 8/15 at 100.00 AAA 1,195,859 California, General Obligation Bonds, Series 2005A, 5.000%, 6/01/26 - FSA Insured 3,200 Los Angeles Unified School District, California, General 7/13 at 100.00 AAA 3,470,752 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 1,950,921 General Obligation Bonds, Series 2001, 5.125%, 8/01/21 - FSA Insured Oakland Unified School District, Alameda County, California, General Obligation Bonds, Series 2005: 360 5.000%, 8/01/25 - MBIA Insured 8/15 at 100.00 AAA 388,148 380 5.000%, 8/01/26 - MBIA Insured 8/15 at 100.00 AAA 408,105 2,000 Puerto Rico, General Obligation and Public Improvement No Opt. Call AAA 2,381,460 Bonds, Series 2001A, 5.500%, 7/01/20 - MBIA Insured San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A: 285 5.000%, 9/01/25 - MBIA Insured 9/15 at 100.00 AAA 308,179 415 5.000%, 9/01/27 - MBIA Insured 9/15 at 100.00 AAA 446,623 1,500 San Ramon Valley Unified School District, Contra Costa 8/13 at 100.00 AAA 1,624,470 County, California, General Obligation Bonds, Series 2003, 5.000%, 8/01/23 - FSA Insured 1,570 Southwestern Community College District, San Diego County, 8/15 at 102.00 AAA 1,727,471 California, General Obligation Bonds, Series 2005, 5.000%, 8/01/23 - MBIA Insured 1,460 West Contra Costa Unified School District, Contra Costa 8/11 at 101.00 AAA 1,571,821 County, California, General Obligation Bonds, Series 2003B, 5.000%, 8/01/20 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 31.6% (32.1% OF TOTAL INVESTMENTS) 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 3,264,870 1,000 5.625%, 10/01/33 - RAAI Insured 10/13 at 100.00 AA 1,088,200 21 Nuveen California Municipal Value Fund, Inc. (NCA) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) 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 $ 1,938,527 5,010 5.750%, 12/01/33 - FGIC Insured 12/13 at 100.00 AAA 5,757,191 2,400 Calexico Community Redevelopment Agency, California, 8/13 at 102.00 AAA 2,559,360 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- 3,753,226 2,000 5.000%, 7/01/16 7/11 at 100.00 AA- 2,158,600 9,000 California State Public Works Board, Lease Revenue Bonds, 1/06 at 100.00 AAA 9,064,530 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 4,406,720 Department of Health Services, Series 1999A, 5.750%, 11/01/24 - MBIA Insured 2,800 Commerce Community Development Commission, California, 8/07 at 102.00 N/R 2,954,392 Subordinate Lien Tax Allocation Refunding Bonds, Redevelopment Project 1, Series 1997B, 6.000%, 8/01/21 1,855 Duarte Redevelopment Agency, California, Tax Allocation 9/07 at 102.00 N/R 1,970,400 Refunding Bonds, Amended Davis Addition Project Area, Series 1997A, 6.700%, 9/01/14 260 Hesperia Community Redevelopment Agency, California, 9/15 at 100.00 AAA 281,590 Tax Allocation Bonds, Series 2005A, 5.000%, 9/01/20 - XLCA Insured 2,750 Los Angeles County Schools, California, Certificates of 9/13 at 100.00 AAA 2,902,955 Participation, Pooled Financing Program, Regionalized Business Services Corporation, Series 2003A, 5.000%, 9/01/28 - FSA Insured 3,665 Milpitas, California, Local Improvement District 20 Limited 9/05 at 103.00 N/R 3,797,820 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 1,154,976 1,145 5.250%, 9/01/23 - AMBAC Insured 9/14 at 100.00 AAA 1,263,668 1,255 5.250%, 9/01/24 - AMBAC Insured 9/14 at 100.00 AAA 1,383,060 420 Oakland Redevelopment Agency, California, Subordinate Lien 3/13 at 100.00 AAA 466,939 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 8,777,680 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 3,550,371 Revenue Bonds, Series 2002D, 5.375%, 7/01/36 290 Rialto Redevelopment Agency, California, Tax Allocation 9/15 at 100.00 AAA 305,996 Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 - XLCA Insured 195 Riverside County Public Financing Authority, California, 10/15 at 100.00 AAA 206,312 Tax Allocation Bonds, Multiple Projects, Series 2005A, 5.000%, 10/01/35 (WI, settling 9/08/05) - XLCA Insured 3,130 San Francisco Redevelopment Agency, California, Lease 7/11 at 102.00 AAA 3,422,812 Revenue Bonds, Moscone Convention Center, Series 2004, 5.250%, 7/01/23 - AMBAC Insured 2,750 San Jose Financing Authority, California, Lease Revenue 9/11 at 100.00 AAA 2,943,848 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- 1,776,636 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 1,071,450 Series 2004, 5.000%, 9/01/24 - AMBAC Insured 3,845 Ventura County Superintendent of Schools, California, 12/11 at 100.00 AAA 4,021,985 Certificates Participation, Series 2003, 5.000%, 12/01/27 - AMBAC Insured 3,000 Virgin Islands Public Finance Authority, Gross Receipts Taxes 10/10 at 101.00 BBB 3,400,350 Loan Note, Series 1999A, 6.500%, 10/01/24 2,570 Vista Joint Powers Financing Authority, California, Special 9/05 at 102.00 N/R 2,623,379 Tax Lease Revenue Refunding Bonds, Community Facilities District 90-2, Series 1997A, 5.875%, 9/01/20 22 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 4.3% (4.4% OF TOTAL INVESTMENTS) $ 5,500 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- $ 4,752,110 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 1,366,700 5.500%, 7/01/30 - FSA Insured 5,000 San Francisco Airports Commission, California, Revenue Bonds, 5/06 at 102.00 AAA 5,170,750 San Francisco International Airport, Second Series Issue 10A, 5.625%, 5/01/21 (Alternative Minimum Tax) - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** - 22.6% (22.9% OF TOTAL INVESTMENTS) 3,115 California Educational Facilities Authority, Revenue Bonds, 6/10 at 101.00 Baa3*** 3,614,553 Pooled College and University Projects, Series 2000C, 6.750%, 6/01/30 12,000 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3*** 13,564,200 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 (Pre-refunded to 12/01/09) 6,260 California, Various Purpose General Obligation Bonds, 3/10 at 101.00 AAA 7,002,123 Series 2000, 5.750%, 3/01/27 (Pre-refunded to 3/01/10) - MBIA Insured 2,000 Capistrano Unified School District, Orange County, California, 9/09 at 102.00 N/R*** 2,234,520 Special Tax Bonds, Community Facilities District 98-2 - Ladera, Series 1999, 5.750%, 9/01/29 (Pre-refunded to 9/01/09) 2,065 Contra Costa County, California, GNMA Mortgage-Backed No Opt. Call AAA 3,014,342 Securities Program Home Mortgage Revenue Bonds, Series 1988, 8.250%, 6/01/21 (Alternative Minimum Tax) Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B: 3,800 5.500%, 6/01/33 (Pre-refunded to 6/01/13) 6/13 at 100.00 Aaa 4,316,724 3,000 5.625%, 6/01/38 (Pre-refunded to 6/01/13) 6/13 at 100.00 Aaa 3,433,230 2,500 Los Angeles Community Redevelopment Agency, California, 1/06 at 100.00 BBB*** 2,671,200 Tax Allocation Refunding Bonds, Central Business District Redevelopment Project, Series 1987G, 6.750%, 7/01/10 4,401 Merced Irrigation District, California, Subordinated Revenue 3/08 at 102.00 AAA 4,873,095 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 5,322,462 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 8,703,527 Securities Program Single Family Home Mortgage Revenue Bonds, Series 1988A, 0.000%, 9/01/21 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 5.9% (6.0% OF TOTAL INVESTMENTS) 4,500 California Department of Water Resources, Power Supply 5/12 at 101.00 A2 4,848,525 Revenue Bonds, Series 2002A, 5.125%, 5/01/18 2,875 California Statewide Community Development Authority, 12/05 at 101.50 N/R 2,933,794 Certificates of Participation Refunding, 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 542,980 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 3,371,544 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 3,769,669 Environmental Control Facilities Financing Authority, Co-Generation Facility Revenue Bonds, Series 2000A, 6.625%, 6/01/26 (Alternative Minimum Tax) 23 Nuveen California Municipal Value Fund, Inc. (NCA) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 4.3% (4.4% OF TOTAL INVESTMENTS) $ 500 Los Angeles County Sanitation Districts Financing Authority, 10/13 at 100.00 AAA $ 541,770 California, Senior Revenue Bonds, Capital Projects, Series 2003A, 5.000%, 10/01/23 - FSA Insured 5,000 Orange County Sanitation District, California, Certificates of 8/13 at 100.00 AAA 5,404,500 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 1,669,997 Revenue Refunding Certificates of Participation, Series 2002A, 5.000%, 5/01/26 - MBIA Insured 3,500 Woodbridge Irrigation District, California, Certificates of 7/13 at 100.00 BBB+ 3,707,269 Participation, Water Systems Project, Series 2003, 5.625%, 7/01/43 ------------------------------------------------------------------------------------------------------------------------------------ $ 253,931 Total Long-Term Investments (cost $234,367,818) - 98.3% 256,285,029 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 1.7% 4,496,795 -------------------------------------------------------------------------------------------------------------------- Net Assets - 100% $ 260,781,824 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted. * 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. 24 Nuveen California Performance Plus Municipal Fund, Inc. (NCP) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 4.3% (2.8% OF TOTAL INVESTMENTS) $ 5,170 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 5,296,975 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 3,461,670 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 6.1% (4.1% OF TOTAL INVESTMENTS) 4,730 California Infrastructure Economic Development Bank, Revenue 10/11 at 101.00 A- 5,084,419 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 5,149,173 Series 2002A, 5.000%, 11/01/19 - AMBAC Insured 2,000 University of California, Revenue Bonds, Multi-Purpose 5/13 at 100.00 AAA 2,207,780 Projects, Series 2003A, 5.125%, 5/15/17 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 9.4% (6.3% OF TOTAL INVESTMENTS) 750 California Health Facilities Financing Authority, Revenue 11/15 at 100.00 A3 776,580 Bonds, Cedars-Sinai Medical Center, Series 2005, 5.000%, 11/15/34 2,630 California Health Facilities Financing Authority, Insured Health 11/05 at 100.00 A 2,635,050 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- 5,722,750 Certificates of Participation Refunding, St. Joseph Health System, Series 1997, 5.125%, 7/01/17 California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A: 300 5.250%, 7/01/24 7/15 at 100.00 BBB+ 318,069 630 5.250%, 7/01/35 7/15 at 100.00 BBB+ 659,925 2,000 California Statewide Community Development Authority, No Opt. Call AAA 2,192,300 Revenue 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: 2,275 5.250%, 2/01/13 2/06 at 100.00 Baa2 2,276,797 4,665 5.000%, 2/01/23 2/06 at 100.00 Baa2 4,665,793 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 5.6% (3.7% OF TOTAL INVESTMENTS) 3,750 California Statewide Community Development Authority, 7/08 at 101.00 BBB 3,873,225 Revenue Refunding Bonds, Irvine Apartment Communities Development, Series 1998A, 4.900%, 5/15/25 (Mandatory put 5/15/08) 1,500 California Statewide Community Development Authority, 8/12 at 100.00 A 1,596,960 Student Housing Revenue Bonds, EAH - Irvine East Campus Apartments, LLC Project, Series 2002A, 5.500%, 8/01/22 - ACA Insured 3,915 Los Angeles, California, GNMA Collateralized Multifamily 3/07 at 102.00 AAA 4,062,478 Housing Revenue Bonds, Ridgecroft Apartments, Series 1997E, 6.250%, 9/20/39 (Alternative Minimum Tax) 2,000 Los Angeles County Community Development Commission, 11/05 at 100.00 Aaa 2,005,980 California, FHA-Insured Section 8 Assisted Mortgage Revenue Refunding Bonds, Los Tomas Apartments, Series 1993, 6.500%, 7/15/23 ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 25.4% (16.9% OF TOTAL INVESTMENTS) 4,435 California, General Obligation Veterans Welfare Bonds, 12/05 at 101.00 A 4,505,694 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 2,586,246 2,000 5.250%, 2/01/22 - CIFG Insured 8/13 at 100.00 AAA 2,171,680 25 Nuveen California Performance Plus Municipal Fund, Inc. (NCP) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) California, General Obligation Bonds, Series 2004: $ 500 5.000%, 2/01/23 2/14 at 100.00 A $ 533,025 3,950 5.200%, 4/01/26 4/14 at 100.00 A 4,305,461 3,400 5.250%, 4/01/34 4/14 at 100.00 A 3,747,616 3,550 Centinela Valley Union High School District, Los Angeles No Opt. Call AAA 4,081,932 County, California, General Obligation Bonds, Series 2002A, 5.250%, 2/01/26 - MBIA Insured 1,530 Long Beach Community College District, California, General 5/13 at 100.00 AAA 1,674,463 Obligation Bonds, Series 2003A, 5.000%, 5/01/18 - MBIA Insured 1,320 Los Angeles Community College District, Los Angeles County, 8/15 at 100.00 AAA 1,422,102 California, General Obligation Bonds, Series 2005A, 5.000%, 6/01/26 - FSA Insured 1,000 Los Angeles Unified School District, California, General 7/14 at 100.00 AAA 1,086,540 Obligation Bonds, Series 2004A-2, 5.000%, 7/01/20 - FGIC Insured 4,765 North Orange County Community College District, California, No Opt. Call AAA 1,769,626 General Obligation Bonds, Series 2003B, 0.000%, 8/01/27 - FGIC Insured Oakland Unified School District, Alameda County, California, General Obligation Bonds, Series 2005: 435 5.000%, 8/01/25 - MBIA Insured 8/15 at 100.00 AAA 469,013 460 5.000%, 8/01/26 - MBIA Insured 8/15 at 100.00 AAA 494,022 2,575 Oxnard School District, Ventura County, California, General 2/22 at 103.00 AAA 3,096,000 Obligation Refunding Bonds, Series 2001A, 5.750%, 8/01/30 - MBIA Insured 6,000 Puerto Rico, General Obligation and Public Improvement Bonds, No Opt. Call AAA 7,026,360 Series 1993, 7.000%, 7/01/10 - MBIA Insured Riverside Community College District, California, General Obligation Bonds, Series 2004A: 15 5.250%, 8/01/25 - MBIA Insured 8/14 at 100.00 AAA 16,518 20 5.250%, 8/01/26 - MBIA Insured 8/14 at 100.00 AAA 21,961 4,000 San Diego Unified School District, San Diego County, California, 7/13 at 101.00 AAA 4,484,360 General Obligation Bonds, Series 2003E, 5.250%, 7/01/22 - FSA Insured 3,000 San Jose-Evergreen Community College District, Santa Clara 9/10 at 100.00 AAA 3,324,690 County, California, General Obligation Bonds, Series 2000B, 5.600%, 9/01/24 - FGIC Insured San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A: 340 5.000%, 9/01/25 - MBIA Insured 9/15 at 100.00 AAA 367,652 495 5.000%, 9/01/27 - MBIA Insured 9/15 at 100.00 AAA 532,719 2,200 Santa Maria Joint Union High School District, Santa Barbara No Opt. Call Aaa 2,686,024 and San Luis Obispo Counties, California, General Obligation Bonds, Series 2003B, 5.625%, 8/01/24 - FSA Insured 1,440 Southwestern Community College District, San Diego County, 8/15 at 102.00 AAA 1,580,688 California, General Obligation Bonds, Series 2005, 5.000%, 8/01/24 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 23.8% (15.9% OF TOTAL INVESTMENTS) California, Economic Recovery Revenue Bonds, Series 2004A: 4,170 5.000%, 7/01/15 7/14 at 100.00 AA- 4,603,221 2,500 5.000%, 7/01/16 7/11 at 100.00 AA- 2,698,250 1,575 California State Public Works Board, Lease Revenue Bonds, 12/13 at 100.00 A- 1,754,156 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- 3,374,601 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.500%, 6/01/19 5,045 California State Public Works Board, Lease Revenue Bonds, 3/12 at 100.00 AAA 5,440,225 Department of Corrections, Series 2002A, 5.250%, 3/01/22 - AMBAC Insured 2,500 Corona Public Financing Authority, California, Superior Lien 9/09 at 102.00 AAA 2,680,900 Revenue Bonds, Series 1999A, 5.000%, 9/01/20 - FSA Insured Hesperia Community Redevelopment Agency, California, Tax Allocation Bonds, Series 2005A: 310 5.000%, 9/01/20 - XLCA Insured 9/15 at 100.00 AAA 335,742 1,750 5.000%, 9/01/25 - XLCA Insured 9/15 at 100.00 AAA 1,869,998 26 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) $ 1,395 Moreno Valley Unified School District, Riverside County, 3/14 at 100.00 AAA $ 1,497,281 California, Certificates of Participation, Series 2005, 5.000%, 3/01/22 - FSA Insured 2,000 Oakland Redevelopment Agency, California, Subordinate 3/13 at 100.00 AAA 2,241,140 Lien Tax Allocation Bonds, Central District Redevelopment Project, Series 2003, 5.500%, 9/01/15 - FGIC Insured 1,000 Paramount Redevelopment Agency, California, Tax Allocation 8/13 at 100.00 AAA 1,066,200 Bonds, Redevelopment 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 4,303,480 Revenue Bonds, Series 2002D, 5.375%, 7/01/36 350 Rialto Redevelopment Agency, California, Tax Allocation 9/15 at 100.00 AAA 369,306 Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 - XLCA Insured 235 Riverside County Public Financing Authority, California, 10/15 at 100.00 AAA 248,632 Tax Allocation Bonds, Multiple Projects, Series 2005A, 5.000%, 10/01/35 (WI, settling 9/08/05) - XLCA Insured 1,000 Sacramento City Financing Authority, California, Lease Revenue No Opt. Call AAA 1,151,080 Refunding Bonds, Series 1993A, 5.400%, 11/01/20 - MBIA Insured 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 4,137,364 2,695 5.000%, 6/01/20 - MBIA Insured 6/13 at 100.00 AAA 2,888,690 1,500 5.000%, 6/01/21 - MBIA Insured 6/13 at 100.00 AAA 1,604,700 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 2,142,900 4,015 5.000%, 9/01/24 - FSA Insured 9/12 at 102.00 AAA 4,301,872 ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 28.2% (18.9% OF TOTAL INVESTMENTS) 5,360 California Infrastructure Economic Development Bank, 7/13 at 100.00 AAA 5,803,326 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- 5,585,905 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- 3,019,535 11,885 5.750%, 5/15/15 (Alternative Minimum Tax) 5/10 at 101.00 AA- 12,965,822 2,500 Orange County, California, Airport Revenue Refunding Bonds, 7/13 at 100.00 AAA 2,704,125 John Wayne Airport, Series 2003, 5.000%, 7/01/17 - FSA Insured 8,550 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA 9,235,454 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 1,532,678 5.250%, 11/01/20 - FGIC Insured 14,000 San Francisco Airports Commission, California, Revenue Bonds, 5/10 at 101.00 AAA 14,967,540 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 2,098,860 Refunding Bonds, San Francisco International Airport, Second Series 2001, Issue 27B, 5.000%, 5/01/23 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** - 17.8% (11.8% OF TOTAL INVESTMENTS) 3,000 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3*** 3,391,050 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 (Pre-refunded to 12/01/09) 4,000 Contra Costa County, California, GNMA Mortgage-Backed No Opt. Call AAA 5,838,920 Securities Program Home Mortgage Revenue Bonds, Series 1988, 8.250%, 6/01/21 (Alternative Minimum Tax) 3,750 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 Aaa 4,259,925 Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B, 5.500%, 6/01/33 (Pre-refunded to 6/01/13) 2,500 Hawthorne School District, Los Angeles County, California, 11/08 at 102.00 AAA 2,739,900 General Obligation Bonds, Series 1997A, 5.500%, 5/01/22 (Pre-refunded to 11/01/08) - FGIC Insured 8,000 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA 8,824,000 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 (Pre-refunded to 7/01/10) - FGIC Insured 27 Nuveen California Performance Plus Municipal Fund, Inc. (NCP) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** (continued) $ 7,100 Orange County, California, Recovery Certificates of Participation, 7/06 at 102.00 AAA $ 7,426,387 Series 1996A, 6.000%, 7/01/26 (Pre-refunded to 7/01/06) - MBIA Insured Riverside Community College District, California, General Obligation Bonds, Series 2004A: 1,470 5.250%, 8/01/25 (Pre-refunded to 8/01/14) - MBIA Insured 8/14 at 100.00 AAA 1,666,142 1,960 5.250%, 8/01/26 (Pre-refunded to 8/01/14) - MBIA Insured 8/14 at 100.00 AAA 2,221,523 ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 14.1% (9.4% OF TOTAL INVESTMENTS) 5,250 California Department of Water Resources, Power Supply 5/12 at 101.00 A2 5,656,613 Revenue Bonds, Series 2002A, 5.125%, 5/01/18 4,945 California Statewide Community Development Authority, 12/05 at 101.50 N/R 5,046,125 Certificates of Participation Refunding, 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 787,321 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured 4,100 Merced Irrigation District, California, Revenue Refunding Bonds, 9/05 at 102.00 Baa3 4,188,560 Electric System Project, Series 2001, 6.750%, 9/01/31 10,450 Orange County Public Financing Authority, California, No Opt. Call Aaa 11,555,192 Waste 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 547,460 Revenue Refunding Bonds, Series 2002Q, 5.250%, 8/15/22 - FSA Insured 1,000 Sacramento Municipal Utility District, California, Electric No Opt. Call AAA 1,103,050 Revenue Bonds, Series 2004T, 5.250%, 5/15/23 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 15.3% (10.2% OF TOTAL INVESTMENTS) 2,500 California Department of Water Resources, Water System 6/13 at 100.00 AAA 2,791,000 Revenue Bonds, Central Valley Project, Series 2003Y, 5.250%, 12/01/16 - FGIC Insured 1,000 California Statewide Community Development Authority, 10/13 at 100.00 AAA 1,093,160 Water and Wastewater Revenue Bonds, Pooled Financing Program, Series 2003A, 5.250%, 10/01/23 - FSA Insured 4,770 Los Angeles Department of Water and Power, California, 7/14 at 100.00 AAA 5,301,664 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 2,711,950 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 6,624,258 California, Revenue Bonds, Series 2000A, 5.250%, 12/01/12 4,000 Sacramento County Sanitation District Financing Authority, No Opt. Call AAA 4,727,680 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 5,176,098 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 1,815,770 Bonds, Water and Sewer System Projects, Series 2001, 5.000%, 10/01/22 - FGIC Insured 945 Woodbridge Irrigation District, California, Certificates of 7/13 at 100.00 BBB+ 1,000,960 Participation, Water Systems Project, Series 2003, 5.625%, 7/01/43 ------------------------------------------------------------------------------------------------------------------------------------ $ 285,895 Total Long-Term Investments (cost $284,348,825) - 150.0% 307,088,007 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 1.8% 3,604,060 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (51.8)% (106,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 204,692,067 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted. * 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. 28 Nuveen California Municipal Market Opportunity Fund, Inc. (NCO) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 4.5% (3.0% OF TOTAL INVESTMENTS) $ 3,635 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 3,724,276 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 2,234,320 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.250%, 6/01/33 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 7.4% (4.9% OF TOTAL INVESTMENTS) 1,000 California Infrastructure Economic Development Bond Bank, 7/15 at 100.00 Aa3 1,070,090 Revenue Bonds, Scripps Research Institute, Series 2005A, 5.000%, 7/01/24 1,530 University of California, Certificates of Participation, San Diego 1/10 at 101.00 Aa2 1,624,156 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 AA 6,995,922 Projects, Series 2000K, 5.000%, 9/01/13 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 11.1% (7.4% OF TOTAL INVESTMENTS) 485 California Health Facilities Financing Authority, Revenue Bonds, 11/15 at 100.00 A3 502,188 Cedars-Sinai Medical Center, Series 2005, 5.000%, 11/15/34 3,200 California Infrastructure Economic Development Bank, Revenue 8/11 at 102.00 A+ 3,432,608 Bonds, Kaiser Hospital Assistance LLC, Series 2001A, 5.550%, 8/01/31 California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A: 190 5.250%, 7/01/24 7/15 at 100.00 BBB+ 201,444 400 5.250%, 7/01/35 7/15 at 100.00 BBB+ 419,000 1,000 California Statewide Community Development Authority, Revenue No Opt. Call AAA 1,096,150 Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 - AMBAC Insured 5,930 Central California Joint Powers Health Finance Authority, 2/06 at 100.00 Baa2 5,931,008 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 12/05 at 100.00 BBB- 3,011,310 University Medical Center, Series 1993A, 6.500%, 12/01/18 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 1.2% (0.8% OF TOTAL INVESTMENTS) 1,550 San Bernardino County Housing Authority, California, No Opt. Call BBB+ 1,636,738 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 - 25.1% (16.6% OF TOTAL INVESTMENTS) 4,125 Alameda Unified School District, Alameda County, California, No Opt. Call AAA 1,683,743 General Obligation Bonds, Series 2004A, 0.000%, 8/01/25 - FSA Insured California, General Obligation Bonds, Series 2003: 1,000 5.250%, 11/01/19 - RAAI Insured 11/13 at 100.00 AA 1,107,220 1,400 5.250%, 2/01/20 8/13 at 100.00 A 1,540,938 1,000 5.250%, 2/01/22 - CIFG Insured 8/13 at 100.00 AAA 1,085,840 California, General Obligation Bonds, Series 2004: 3,000 5.000%, 2/01/23 2/14 at 100.00 A 3,198,150 2,500 5.125%, 4/01/23 4/14 at 100.00 A 2,697,825 2,100 5.250%, 4/01/34 4/14 at 100.00 A 2,314,704 860 Los Angeles Community College District, Los Angeles County, 8/15 at 100.00 AAA 926,521 California, General Obligation Bonds, Series 2005A, 5.000%, 6/01/26 - FSA Insured 4,100 Monrovia Unified School District, Los Angeles County, California, No Opt. Call AAA 1,519,706 General Obligation Bonds, Series 2001B, 0.000%, 8/01/27 - FGIC Insured 29 Nuveen California Municipal Market Opportunity Fund, Inc. (NCO) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) $ 2,500 Oakland Unified School District, Alameda County, California, 8/12 at 100.00 AAA $ 2,736,100 General Obligation Bonds, Series 2002, 5.250%, 8/01/21 - FGIC Insured Oakland Unified School District, Alameda County, California, General Obligation Bonds, Series 2005: 280 5.000%, 8/01/25 - MBIA Insured 8/15 at 100.00 AAA 301,893 295 5.000%, 8/01/26 - MBIA Insured 8/15 at 100.00 AAA 316,818 1,000 Pomona Unified School District, Los Angeles County, California, 8/11 at 103.00 AAA 1,177,630 General Obligation Refunding Bonds, Series 1997A, 6.150%, 8/01/15 - MBIA Insured 2,620 Rancho Santiago Community College District, Orange County, 9/15 at 100.00 AAA 2,819,644 California, General Obligation Bonds, Series 2005B, 5.000%, 9/01/27 - FSA Insured 25 Riverside Community College District, California, General 8/14 at 100.00 AAA 27,590 Obligation Bonds, Series 2004A, 5.250%, 8/01/24 - MBIA Insured 5,000 San Diego Unified School District, California, General Obligation 7/10 at 100.00 AAA 5,433,450 Bonds, Election of 1998, Series 2000B, 5.125%, 7/01/21 - MBIA Insured San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A: 220 5.000%, 9/01/25 - MBIA Insured 9/15 at 100.00 AAA 237,893 320 5.000%, 9/01/27 - MBIA Insured 9/15 at 100.00 AAA 344,384 4,970 San Rafael City High School District, Marin County, California, No Opt. Call AAA 1,854,059 General Obligation Bonds, Series 2004B, 0.000%, 8/01/27 - FGIC Insured 4,175 Southwestern Community College District, San Diego County, No Opt. Call AAA 1,704,152 California, General Obligation Bonds, Series 2004, 0.000%, 8/01/25 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 34.2% (22.6% OF TOTAL INVESTMENTS) California, Economic Recovery Revenue Bonds, Series 2004A: 2,700 5.000%, 7/01/15 7/14 at 100.00 AA- 2,980,503 2,000 5.000%, 7/01/16 7/11 at 100.00 AA- 2,158,600 2,000 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 A- 2,242,260 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.500%, 6/01/19 195 Hesperia Community Redevelopment Agency, California, Tax 9/15 at 100.00 AAA 211,193 Allocation Bonds, Series 2005A, 5.000%, 9/01/20 - XLCA Insured 1,065 Los Angeles County Public Works Financing Authority, 10/07 at 101.00 AA 1,116,429 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 1,512,019 1,500 5.250%, 9/01/26 - AMBAC Insured 9/14 at 100.00 AAA 1,643,520 2,000 Monterey County, California, Certificates of Participation, 8/11 at 100.00 Aaa 2,107,080 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 1,036,520 District 5, Freeway Interchange Project, Series 1997, 6.375%, 9/01/17 10,900 Ontario Redevelopment Financing Authority, San Bernardino No Opt. Call AAA 15,294,771 County, California, Revenue Refunding Bonds, Redevelopment Project 1, Series 1995, 7.400%, 8/01/25 - MBIA Insured 225 Rialto Redevelopment Agency, California, Tax Allocation Bonds, 9/15 at 100.00 AAA 237,411 Merged Project Area, Series 2005A, 5.000%, 9/01/35 - XLCA Insured 150 Riverside County Public Financing Authority, California, 10/15 at 100.00 AAA 158,702 Tax Allocation Bonds, Multiple Projects, Series 2005A, 5.000%, 10/01/35 (WI, settling 9/08/05) - XLCA Insured 2,500 Sacramento City Financing Authority, California, Lease No Opt. Call AAA 2,924,575 Revenue Refunding Bonds, Series 1993A, 5.400%, 11/01/20 - AMBAC Insured 2,255 San Bernardino County, California, Certificates of Participation, 2/06 at 102.00 AAA 2,304,655 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 1,284,588 Refunding Bonds, Convention Center Project, Series 2001F, 5.000%, 9/01/20 - MBIA Insured 30 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) $ 7,000 Union City Community Redevelopment Agency, California, 10/09 at 101.00 AAA $ 7,691,460 Tax Allocation Revenue Bonds, Redevelopment Project, Series 1999, 5.750%, 10/01/32 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 25.6% (17.0% OF TOTAL INVESTMENTS) 4,000 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 3,437,480 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/29 8,500 Long Beach, California, Harbor Revenue Bonds, Series 2000A, 5/10 at 101.00 AA- 9,367,170 5.750%, 5/15/14 (Alternative Minimum Tax) 5,250 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA 5,670,893 5.750%, 11/01/29 (Alternative Minimum Tax) - FGIC Insured 5,000 Sacramento County, California, Airport System Revenue 7/06 at 102.00 AAA 5,204,100 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 2,688,812 3,100 5.750%, 5/01/30 (Alternative Minimum Tax) - FSA Insured 5/10 at 101.00 AAA 3,374,474 2,465 San Francisco Airports Commission, California, Special 1/08 at 102.00 AAA 2,654,953 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 Bonds, 5/10 at 101.00 AAA 1,332,863 San Francisco International Airport, Second Series 2000, Issue 26B, 5.000%, 5/01/21 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** - 15.9% (10.6% OF TOTAL INVESTMENTS) 2,000 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3*** 2,260,700 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 (Pre-refunded to 12/01/09) 4,950 California, Various Purpose General Obligation Bonds, 3/10 at 101.00 AAA 5,536,823 Series 2000, 5.750%, 3/01/27 (Pre-refunded to 3/01/10) - MBIA Insured 5,000 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA 5,515,000 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 (Pre-refunded to 7/01/10) - FGIC Insured 4,000 Pomona, California, GNMA/FHLMC Collateralized Single No Opt. Call AAA 5,425,360 Family Mortgage Revenue Refunding Bonds, Series 1990B, 7.500%, 8/01/23 1,975 Riverside Community College District, California, General 8/14 at 100.00 AAA 2,238,524 Obligation Bonds, Series 2004A, 5.250%, 8/01/24 (Pre-refunded to 8/01/14) - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 8.7% (5.8% OF TOTAL INVESTMENTS) 1,500 California Pollution Control Financing Authority, Revenue 9/09 at 101.00 AAA 1,617,150 Refunding Bonds, Southern California Edison Company, Series 1999A, 5.450%, 9/01/29 - MBIA Insured 3,000 California Department of Water Resources, Power Supply 5/12 at 101.00 A2 3,232,350 Revenue Bonds, Series 2002A, 5.125%, 5/01/18 3,310 California Statewide Community Development Authority, 12/05 at 101.50 N/R 3,377,690 Certificates of Participation Refunding, 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 542,980 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 1,685,640 1,000 6.850%, 9/01/36 9/05 at 102.00 Baa3 1,021,680 ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 17.1% (11.3% OF TOTAL INVESTMENTS) 3,330 California Department of Water Resources, Water System 12/11 at 100.00 AA 3,718,578 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 1,207,345 Revenue Bonds, Central Valley Project, Series 2002X, 5.500%, 12/01/17 - FGIC Insured 31 Nuveen California Municipal Market Opportunity Fund, Inc. (NCO) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER (continued) $ 4,000 Los Angeles, California, Wastewater System Revenue Bonds, 11/05 at 100.00 AAA $ 4,004,920 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 2,218,640 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 11,289,195 Revenue Certificates of Participation, Series 1997A, 5.550%, 8/01/27 - AMBAC Insured ----------------------------------------------------------------------------------------------------------------------------------- $ 191,380 Total Long-Term Investments (cost $179,360,002) - 150.8% 198,435,076 ===============-------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 0.9% 1,151,587 ------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (51.7)% (68,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 131,586,663 =================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted. * 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. 32 Nuveen California Investment Quality Municipal Fund, Inc. (NQC) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 0.5% (0.3% OF TOTAL INVESTMENTS) $ 1,000 Tobacco Securitization Authority of Southern California, 6/12 at 100.00 BBB $ 1,030,570 Tobacco Settlement Asset-Backed Bonds, San Diego County Tobacco Asset Securitization Corporation, Senior Series 2001A, 5.500%, 6/01/36 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 14.9% (9.9% OF TOTAL INVESTMENTS) 2,250 California Educational Facilities Authority, Revenue Bonds, 10/06 at 102.00 AAA 2,334,803 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 3,325,320 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 A2 6,315,540 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 2,682,350 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 Facilities, 9/09 at 101.00 AAA 2,689,504 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 10,246,224 3,000 5.125%, 5/15/17 - AMBAC Insured 5/13 at 100.00 AAA 3,311,670 1,060 5.000%, 5/15/24 - AMBAC Insured 5/13 at 100.00 AAA 1,145,319 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 10.1% (6.7% OF TOTAL INVESTMENTS) 3,000 California Health Facilities Financing Authority, Revenue 7/14 at 100.00 A- 3,188,160 Bonds, Catholic Healthcare West, Series 2004G, 5.250%, 7/01/23 795 California Health Facilities Financing Authority, Revenue Bonds, 11/15 at 100.00 A3 823,175 Cedars-Sinai Medical Center, Series 2005, 5.000%, 11/15/34 California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A: 320 5.250%, 7/01/24 7/15 at 100.00 BBB+ 339,274 660 5.250%, 7/01/35 7/15 at 100.00 BBB+ 691,350 2,145 California Statewide Community Development Authority, No Opt. Call A+ 2,227,733 Revenue Bonds, Kaiser Permanente System, Series 2002E, 4.700%, 11/01/36 (Mandatory put 5/31/09) Central California Joint Powers Health Finance Authority, Certificates of Participation, Community Hospitals of Central California, Series 1993: 1,595 5.250%, 2/01/13 2/06 at 100.00 Baa2 1,596,260 6,820 5.500%, 2/01/15 2/06 at 100.00 Baa2 6,826,206 5,000 Loma Linda, California, Hospital Revenue Bonds, Loma Linda 12/05 at 100.00 BBB- 5,018,850 University Medical Center, Series 1993A, 6.500%, 12/01/18 1,000 Stockton, California, Health Facility Revenue Bonds, Dameron 12/07 at 102.00 BBB+ 1,052,020 Hospital Association, Series 1997A, 5.700%, 12/01/14 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 2.4% (1.6% OF TOTAL INVESTMENTS) 3,000 California Statewide Community Development Authority, 7/08 at 101.00 BBB 3,098,580 Revenue Refunding Bonds, Irvine Apartment Communities Development, Series 1998A, 4.900%, 5/15/25 (Mandatory put 5/15/08) 2,000 Daly City Housing Development Finance Agency, California, 12/13 at 102.00 A- 2,105,000 Mobile Home Park Revenue Bonds, Franciscan Mobile Home Park Project, Series 2002A, 5.850%, 12/15/32 ------------------------------------------------------------------------------------------------------------------------------------ LONG-TERM CARE - 1.4% (1.0% OF TOTAL INVESTMENTS) 2,945 California Statewide Community Development Authority, 4/09 at 101.00 BBB 3,034,675 Certificates of Participation, Internext Group, Series 1999, 5.375%, 4/01/17 33 Nuveen California Investment Quality Municipal Fund, Inc. (NQC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 19.8% (13.1% OF TOTAL INVESTMENTS) $ 4,075 California, Various Purpose General Obligation Bonds, 9/10 at 100.00 A $ 4,362,858 Series 2000, 5.250%, 9/01/20 2,400 California, General Obligation Bonds, Series 2003, 5.250%, 2/01/20 8/13 at 100.00 A 2,641,608 California, General Obligation Bonds, Series 2004: 1,000 5.000%, 2/01/21 2/14 at 100.00 A 1,071,940 3,150 5.250%, 4/01/34 4/14 at 100.00 A 3,472,056 2,395 Fontana Unified School District, San Bernardino County, 5/09 at 102.00 AAA 2,661,324 California, General Obligation Refunding Bonds, Series 1997D, 5.800%, 5/01/17 - FGIC Insured 3,000 Fresno Unified School District, Fresno County, California, No Opt. Call AAA 3,812,490 General Obligation Bonds, Series 2002A, 6.000%, 8/01/26 - MBIA Insured 10,060 Los Angeles, California, General Obligation Bonds, 9/11 at 100.00 AA 10,791,463 Series 2001A, 5.000%, 9/01/21 1,385 Los Angeles Community College District, Los Angeles County, 8/15 at 100.00 AAA 1,492,130 California, General Obligation Bonds, Series 2005A, 5.000%, 6/01/26 - FSA Insured 2,285 Moreno Valley Unified School District, Riverside County, 8/14 at 100.00 AAA 2,521,703 California, General Obligation Bonds, Series 2004A, 5.250%, 8/01/24 - FSA Insured Oakland Unified School District, Alameda County, California, General Obligation Bonds, Series 2005: 460 5.000%, 8/01/25 - MBIA Insured 8/15 at 100.00 AAA 495,967 480 5.000%, 8/01/26 - MBIA Insured 8/15 at 100.00 AAA 515,501 3,250 Puerto Rico, General Obligation and Public Improvement No Opt. Call AAA 3,869,872 Bonds, Series 2001A, 5.500%, 7/01/20 - MBIA Insured 20 Riverside Community College District, California, General 8/14 at 100.00 AAA 22,183 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 3,923,815 California, General Obligation Bonds, Series 2003E, 5.250%, 7/01/24 - FSA Insured San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A: 360 5.000%, 9/01/25 - MBIA Insured 9/15 at 100.00 AAA 389,279 525 5.000%, 9/01/27 - MBIA Insured 9/15 at 100.00 AAA 565,005 ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 35.6% (23.6% OF TOTAL INVESTMENTS) 4,460 California, Economic Recovery Revenue Bonds, Series 2004A, 7/14 at 100.00 AA- 4,923,349 5.000%, 7/01/15 3,135 California State Public Works Board, Lease Revenue Bonds, 12/12 at 100.00 AAA 3,470,539 Department of General Services, Capital East End Project, 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- 3,358,650 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 3,225,840 Department of Mental Health, Hospital Addition, Series 2001A, 5.000%, 12/01/21 - AMBAC Insured 1,595 Fontana Public Financing Authority, California, Tax Allocation 9/11 at 101.00 AAA 1,746,764 Revenue Bonds, North Fontana Redevelopment Project, Series 2003A, 5.375%, 9/01/25 - AMBAC Insured 325 Hesperia Community Redevelopment Agency, California, 9/15 at 100.00 AAA 351,988 Tax Allocation Bonds, Series 2005A, 5.000%, 9/01/20 - XLCA Insured 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 8,653,085 6,500 5.250%, 7/01/30 - FGIC Insured 7/10 at 101.00 AAA 7,026,240 1,250 Los Angeles County Public Works Financing Authority, 12/15 at 100.00 AAA 1,344,925 California, Lease Revenue Bonds, Master Refunding Project, Series 2005A, 5.000%, 12/01/25 - MBIA Insured 4,130 Manteca Unified School District, San Joaquin County, 9/11 at 101.00 AAA 4,449,910 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 9/06 at 102.00 N/R 1,746,536 Facilities 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 4,224,462 Lease Revenue Bonds, Capital Projects, Series 2001, 5.000%, 8/01/21 - AMBAC Insured 34 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) $ 3,600 Ontario Redevelopment Financing Authority, San Bernardino No Opt. Call AAA $ 5,051,484 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 1,563,375 Facilities District 03-1 of Ladera Ranch, Series 2004A, 5.625%, 8/15/34 1,000 Paramount Redevelopment Agency, California, Tax Allocation 8/13 at 100.00 AAA 1,066,200 Bonds, Redevelopment 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 4,303,480 Revenue Bonds, Series 2002D, 5.375%, 7/01/36 370 Rialto Redevelopment Agency, California, Tax Allocation Bonds, 9/15 at 100.00 AAA 390,409 Merged Project Area, Series 2005A, 5.000%, 9/01/35 - XLCA Insured 245 Riverside County Public Financing Authority, California, 10/15 at 100.00 AAA 259,212 Tax Allocation Bonds, Multiple Projects, Series 2005A, 5.000%, 10/01/35 (WI, settling 9/08/05) - XLCA Insured 4,000 Sacramento City Financing Authority, California, Lease No Opt. Call AAA 4,679,320 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 3,784,182 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 2,196,700 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 3,024,572 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 5,698,980 Subordinate Lien Tax Allocation Bonds, Live Oak and Soquel Community Improvement Projects, Series 2000, 5.250%, 9/01/25 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 29.1% (19.4% OF TOTAL INVESTMENTS) 13,000 Alameda Corridor Transportation Authority, California, 10/09 at 101.00 AAA 13,503,230 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 4,200,074 2,605 5.000%, 4/01/16 4/11 at 100.00 AA 2,809,076 6,500 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 5,585,905 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- 10,652,053 5.500%, 5/15/25 (Alternative Minimum Tax) 9,000 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA 9,721,530 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 16,328,100 San Francisco International Airport, Second Series 2000, Issue 24A, 5.750%, 5/01/30 (Alternative Minimum Tax) - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** - 19.3% (12.8% OF TOTAL INVESTMENTS) 2,110 California Health Facilities Financing Authority, Revenue Bonds, 10/08 at 101.00 AAA 2,263,819 Kaiser Permanente System, Series 1998B, 5.250%, 10/01/12 3,000 California Health Facilities Financing Authority, Revenue Bonds, 12/09 at 101.00 A3*** 3,391,050 Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 (Pre-refunded to 12/01/09) 13,300 California, Various Purpose General Obligation Bonds, 3/10 at 101.00 AAA 14,876,715 Series 2000, 5.750%, 3/01/27 (Pre-refunded to 3/01/10) - MBIA Insured 670 California Department of Water Resources, Water System 12/11 at 100.00 AA*** 756,832 Revenue Bonds, Central Valley Project, Series 2001W, 5.500%, 12/01/16 (Pre-refunded to 12/01/11) 2,250 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 Aaa 2,574,923 Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B, 5.625%, 6/01/33 (Pre-refunded to 6/01/13) 2,500 Los Angeles Community Redevelopment Agency, California, 1/06 at 100.00 BBB*** 2,671,200 Tax Allocation Refunding Bonds, Central Business District Redevelopment Project, Series 1987G, 6.750%, 7/01/10 35 Nuveen California Investment Quality Municipal Fund, Inc. (NQC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** (continued) $ 1,100 Newhall School District, Los Angeles County, California, 8/12 at 101.00 AAA $ 1,250,469 General Obligation Bonds, Series 2002B, 5.375%, 8/01/22 (Pre-refunded to 8/01/12) - FSA Insured 2,745 Northridge Water District, California, Revenue Certificates of 2/11 at 101.00 AAA 3,057,161 Participation, Series 2001, 5.250%, 2/01/21 (Pre-refunded to 2/01/11) - AMBAC Insured 8,225 Orange County, California, Recovery Certificates of 7/06 at 102.00 AAA 8,603,103 Participation, Series 1996A, 6.000%, 7/01/26 (Pre-refunded to 7/01/06) - MBIA Insured 1,815 Riverside Community College District, California, General 8/14 at 100.00 AAA 2,057,175 Obligation Bonds, Series 2004A, 5.250%, 8/01/21 (Pre-refunded to 8/01/14) - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 9.3% (6.2% OF TOTAL INVESTMENTS) 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 3,987,000 6,000 5.125%, 5/01/18 5/12 at 101.00 A2 6,464,700 5,000 Los Angeles Department of Water and Power, California, 7/11 at 100.00 AAA 5,408,500 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 760,172 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 3,508,049 Series 2003A, 5.000%, 1/01/16 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 8.1% (5.4% OF TOTAL INVESTMENTS) 3,330 California Department of Water Resources, Water System 12/11 at 100.00 AA 3,725,537 Revenue Bonds, Central Valley Project, Series 2001W, 5.500%, 12/01/16 1,500 Los Angeles Department of Water and Power, California, 7/14 at 100.00 AAA 1,670,760 Waterworks Revenue Bonds, Series 2004C, 5.250%, 7/01/19 - MBIA Insured 3,015 Oxnard Financing Authority, California, Wastewater Revenue 6/13 at 100.00 AAA 3,304,500 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 1,353,888 1,310 5.000%, 3/01/17 - FSA Insured 3/12 at 101.00 AAA 1,422,974 3,430 Westlands Water District, California, Revenue Certificates 9/12 at 101.00 AAA 3,752,454 of Participation, Series 2002, 5.250%, 9/01/22 - MBIA Insured 2,155 Westlands Water District, California, Revenue Certificates 3/15 at 100.00 AAA 2,303,718 of Participation, Series 2005A, 5.000%, 9/01/25 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ $ 299,730 Total Long-Term Investments (cost $300,343,538) - 150.5% 324,196,646 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 1.5% 3,249,687 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (52.0)% (112,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 215,446,333 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted. * 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. 36 Nuveen California Select Quality Municipal Fund, Inc. (NVC) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 4.8% (3.2% OF TOTAL INVESTMENTS) $ 4,625 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 4,797,281 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+ 9,482,694 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 3,461,670 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 2.4% (1.6% OF TOTAL INVESTMENTS) 1,595 California Infrastructure Economic Development Bank, 10/12 at 100.00 Aa3 1,697,096 Revenue Bonds, Claremont University Consortium, Series 2003, 5.125%, 10/01/24 1,740 California Infrastructure Economic Development Bond Bank, 7/15 at 100.00 Aa3 1,861,957 Revenue Bonds, Scripps Research Institute, Series 2005A, 5.000%, 7/01/24 5,125 University of California, Revenue Bonds, Research Facilities, 9/09 at 101.00 AAA 5,454,230 Series 2001E, 5.000%, 9/01/22 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ ENERGY - 2.7% (1.8% OF TOTAL INVESTMENTS) 9,500 California Pollution Control Financing Authority, Exempt 12/06 at 102.00 AAA 9,933,960 Facilities Revenue Bonds, Mobil Oil Corporation, Series 1996, 5.500%, 12/01/29 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 11.3% (7.5% OF TOTAL INVESTMENTS) 1,750 ABAG Finance Authority for Non-Profit Corporations, 4/12 at 100.00 A 1,893,710 California, Cal-Mortgage Insured Revenue Bonds, Sansum- Santa Barbara Medical Foundation Clinic, Series 2002A, 5.500%, 4/01/21 545 California Health Facilities Financing Authority, Insured 1/06 at 101.00 AAA 548,265 Health Facility Revenue Refunding Bonds, Catholic Healthcare West, Series 1994A, 4.750%, 7/01/19 - MBIA Insured 1,365 California Health Facilities Financing Authority, Revenue 11/15 at 100.00 A3 1,413,376 Bonds, Cedars-Sinai Medical Center, Series 2005, 5.000%, 11/15/34 5,000 California Statewide Community Development Authority, 7/07 at 102.00 AA- 5,202,500 Certificates of Participation Refunding, St. Joseph Health System, Series 1997, 5.125%, 7/01/17 14,000 California Statewide Community Development Authority, 7/10 at 101.00 A- 15,724,380 Certificates of Participation, Catholic Healthcare West, Series 1999, 6.500%, 7/01/20 California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A: 545 5.250%, 7/01/24 7/15 at 100.00 BBB+ 577,825 690 5.250%, 7/01/35 7/15 at 100.00 BBB+ 722,775 2,000 California Statewide Community Development Authority, No Opt. Call AAA 2,192,300 Revenue Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 - AMBAC Insured 6,000 Loma Linda, California, Hospital Revenue Refunding Bonds, 12/05 at 100.00 AAA 6,109,560 Loma Linda University Medical Center, Series 1993C, 5.375%, 12/01/22 - MBIA Insured 6,000 Madera County, California, Certificates of Participation, 9/05 at 102.00 AAA 6,139,020 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+ 1,108,076 Dameron Hospital Association, Series 1997A, 5.450%, 12/01/10 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 1.7% (1.2% OF TOTAL INVESTMENTS) 1,000 Independent Cities Lease Finance Authority, California, 11/14 at 100.00 N/R 1,050,490 Revenue Bonds, Morgan Hill, Hacienda Valley Mobile Home Park, Series 2004A, 5.950%, 11/15/39 4,750 Montclair Redevelopment Agency, California, Revenue Bonds, 12/10 at 102.00 N/R 5,081,408 Monterey Manor Mobile Home Estates Project, Series 2000, 6.400%, 12/15/30 37 Nuveen California Select Quality Municipal Fund, Inc. (NVC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/SINGLE FAMILY - 1.3% (0.9% OF TOTAL INVESTMENTS) $ 240 California Housing Finance Agency, Single Family Mortgage 11/05 at 102.00 AAA $ 242,777 Bonds, Senior Series 1995A-2, 6.350%, 8/01/15 (Alternative Minimum Tax) 155 California Housing Finance Agency, Single Family Mortgage 10/05 at 102.00 AAA 155,375 Bonds, Mezzanine Series 1995B-2, 6.250%, 8/01/14 (Alternative Minimum Tax) - AMBAC Insured 930 California Housing Finance Agency, Single Family Mortgage 10/05 at 102.00 AAA 937,049 Bonds, Senior Series 1995B-2, 6.250%, 2/01/18 (Alternative Minimum Tax) 3,560 Puerto Rico Housing Bank and Finance Agency, Affordable 10/05 at 102.00 AAA 3,642,877 Housing Mortgage Subsidy Program Single Family Mortgage Revenue Bonds, Series 1995I, 6.250%, 4/01/29 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ INDUSTRIALS - 1.5% (1.0% OF TOTAL INVESTMENTS) 5,000 California Pollution Control Financing Authority, Solid Waste No Opt. Call BBB+ 5,411,150 Disposal Revenue Bonds, Republic Services Inc., Series 2002C, 5.250%, 6/01/23 (Alternative Minimum Tax) (Mandatory put 12/01/17) ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 21.9% (14.5% OF TOTAL INVESTMENTS) 4,700 California, Various Purpose General Obligation Bonds, 5/10 at 101.00 AAA 5,176,956 Series 2000, 5.625%, 5/01/22 - FGIC Insured California, General Obligation Bonds, Series 2003: 3,750 5.250%, 11/01/19 - RAAI Insured 11/13 at 100.00 AA 4,152,075 3,700 5.250%, 2/01/21 8/13 at 100.00 A 4,071,961 1,000 5.250%, 2/01/22 - CIFG Insured 8/13 at 100.00 AAA 1,085,840 5,000 5.250%, 2/01/22 8/13 at 100.00 A 5,500,100 California, General Obligation Bonds, Series 2004: 3,800 5.000%, 2/01/21 2/14 at 100.00 A 4,073,372 3,700 5.125%, 4/01/25 4/14 at 100.00 A 3,978,906 1,850 5.200%, 4/01/26 4/14 at 100.00 A 2,016,482 1,880 Compton Community College District, Los Angeles County, 7/14 at 100.00 AAA 2,089,545 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 1,634,669 1,040 5.250%, 5/01/20 - MBIA Insured 5/14 at 100.00 AAA 1,154,057 1,520 Jurupa Unified School District, Riverside County, California, 8/13 at 100.00 AAA 1,646,130 General Obligation Bonds, Series 2004, 5.000%, 8/01/23 - FGIC Insured 10,060 Los Angeles, California, General Obligation Bonds, 9/11 at 100.00 AA 10,791,463 Series 2001A, 5.000%, 9/01/20 2,425 Los Angeles Community College District, Los Angeles County, 8/15 at 100.00 AAA 2,612,574 California, General Obligation Bonds, Series 2005A, 5.000%, 6/01/26 - FSA Insured 6,000 North Orange County Community College District, California, No Opt. Call AAA 2,228,280 General Obligation Bonds, Series 2003B, 0.000%, 8/01/27 - FGIC Insured 2,200 Oakland Unified School District, Alameda County, California, 8/08 at 101.00 AAA 2,326,302 General Obligation Bonds, Series 2001, 5.125%, 8/01/21 - FSA Insured Oakland Unified School District, Alameda County, California, General Obligation Bonds, Series 2005: 785 5.000%, 8/01/25 - MBIA Insured 8/15 at 100.00 AAA 846,379 825 5.000%, 8/01/26 - MBIA Insured 8/15 at 100.00 AAA 886,017 5,000 Puerto Rico, General Obligation and Public Improvement No Opt. Call AAA 5,953,650 Bonds, Series 2001A, 5.500%, 7/01/20 - MBIA Insured 7,375 Rancho Santiago Community College District, Orange County, 9/15 at 100.00 AAA 7,936,975 California, General Obligation Bonds, Series 2005B, 5.000%, 9/01/27 - FSA Insured San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A: 615 5.000%, 9/01/25 - MBIA Insured 9/15 at 100.00 AAA 665,018 895 5.000%, 9/01/27 - MBIA Insured 9/15 at 100.00 AAA 963,199 1,500 Southwestern Community College District, San Diego County, 8/15 at 102.00 AAA 1,641,360 California, General Obligation Bonds, Series 2005, 5.000%, 8/01/25 - MBIA Insured 38 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) $ 1,000 Vista Unified School District, San Diego County, California, 8/12 at 100.00 AAA $ 1,076,770 General Obligation Bonds, Series 2002A, 5.000%, 8/01/23 - FSA Insured 2,000 West Contra Costa Unified School District, Contra Costa 8/11 at 101.00 AAA 2,153,180 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 4,047,978 County, California, General Obligation Bonds, Series 2003B, 5.000%, 8/01/22 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 28.8% (19.2% OF TOTAL INVESTMENTS) 2,870 Bell Community Redevelopment Agency, California, Tax 10/13 at 100.00 AA 3,123,392 Allocation Bonds, Bell Project Area, Series 2003, 5.500%, 10/01/23 - RAAI Insured 7,390 California, Economic Recovery Revenue Bonds, Series 2004A, 7/14 at 100.00 AA- 8,157,747 5.000%, 7/01/15 3,765 California State Public Works Board, Lease Revenue Bonds, 12/12 at 100.00 AAA 4,151,778 Department of General Services, Capital East End Project, 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- 4,465,640 2,000 5.500%, 6/01/23 6/14 at 100.00 A- 2,223,420 1,030 Folsom Cordova Unified School District, Sacramento County, 10/14 at 100.00 AAA 1,107,363 California, General Obligation Bonds, School Facilities Improvement District 2, Series 2004B, 5.000%, 10/01/25 - FSA Insured 555 Hesperia Community Redevelopment Agency, California, 9/15 at 100.00 AAA 601,087 Tax Allocation Bonds, Series 2005A, 5.000%, 9/01/20 - XLCA Insured 1,405 Indian Wells Redevelopment Agency, California, Tax Allocation 9/13 at 100.00 AAA 1,508,844 Bonds, Consolidated Whitewater Project Area, Series 2003A, 5.000%, 9/01/20 - AMBAC Insured 3,000 La Quinta Redevelopment Agency, California, Tax Allocation 9/11 at 102.00 AAA 3,215,100 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 3,679,884 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 17,315,430 California, Proposition C Second Senior Lien 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 3,242,880 California, Proposition C Second Senior Lien Sales Tax Revenue Bonds, Series 2000A, 5.250%, 7/01/25 - FGIC Insured 1,250 Los Angeles County Public Works Financing Authority, 12/15 at 100.00 AAA 1,344,925 California, Lease Revenue Bonds, Master Refunding Project, Series 2005A, 5.000%, 12/01/25 - MBIA Insured 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 2,197,301 3,000 5.000%, 8/01/26 - MBIA Insured 8/11 at 100.00 Aaa 3,136,470 2,580 Oakland Redevelopment Agency, California, Subordinate 3/13 at 100.00 AAA 2,868,341 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 3,771,227 Bonds, Elihu M. Harris State Office Building, Series 1998A, 5.000%, 4/01/23 - AMBAC Insured 2,280 Ontario Redevelopment Financing Authority, California, Lease 8/11 at 101.00 AAA 2,510,713 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 1,037,440 Facilities District 03-1 of Ladera Ranch, Series 2004A, 5.500%, 8/15/24 8,750 Pittsburg Redevelopment Agency, California, Tax Allocation No Opt. Call AAA 3,935,313 Bonds, Los Medanos Community Development Project, Series 1999, 0.000%, 8/01/23 - AMBAC Insured 2,000 Puerto Rico Public Finance Corporation, Commonwealth No Opt. Call AAA 2,561,520 Appropriation Bonds, Series 2002E, 6.000%, 8/01/26 - AGC Insured 635 Rialto Redevelopment Agency, California, Tax Allocation 9/15 at 100.00 AAA 670,027 Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 - XLCA Insured 125 Riverside Public Financing Authority, California, Revenue 2/06 at 100.00 N/R 126,865 Bonds, Multiple Project Loans, Series 1991A, 8.000%, 2/01/18 39 Nuveen California Select Quality Municipal Fund, Inc. (NVC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) $ 1,680 Riverside Redevelopment Agency, California, Tax Allocation 8/13 at 100.00 AAA $ 1,830,158 Refunding Bonds, Merged Project Areas, Series 2003, 5.250%, 8/01/23 - MBIA Insured 425 Riverside County Public Financing Authority, California, 10/15 at 100.00 AAA 449,654 Tax Allocation Bonds, Multiple Projects, Series 2005A, 5.000%, 10/01/35 (WI, settling 9/08/05) - XLCA Insured 10,000 San Jose Redevelopment Agency, California, Tax Allocation 8/08 at 102.00 A 10,403,100 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 2,355,078 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 4,999,116 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 2,640,682 1,625 5.250%, 11/01/23 - MBIA Insured 11/12 at 100.00 AAA 1,776,856 5,000 West Hollywood, California, Refunding Certificates of 2/08 at 102.00 AAA 5,239,950 Participation, Series 1998, 5.000%, 2/01/25 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 18.3% (12.1% OF TOTAL INVESTMENTS) 10,500 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 9,023,385 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 8,714,336 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 7,774,575 Series 1996, 6.200%, 8/01/25 (Alternative Minimum Tax) - MBIA Insured 2,000 Orange County Transportation Authority, California, Toll Road 8/13 at 100.00 AAA 2,176,880 Revenue Bonds, 91 Express Lanes Project, Series 2003A, 5.000%, 8/15/20 - AMBAC Insured 8,000 Port of Oakland, California, Revenue Bonds, Series 2000K, 5/10 at 100.00 AAA 8,641,360 5.750%, 11/01/29 (Alternative Minimum Tax) - FGIC Insured 20,000 San Francisco Airports Commission, California, Revenue Bonds, 5/10 at 101.00 AAA 21,770,800 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 5,425,900 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 3,925,032 Refunding Bonds, San Francisco International Airport, Second Series 2002, Issue 28A, 5.250%, 5/01/18 (Alternative Minimum Tax) - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** - 26.0% (17.3% OF TOTAL INVESTMENTS) 13,500 California Health Facilities Financing Authority, Revenue 12/09 at 101.00 A3*** 15,259,725 Bonds, Cedars-Sinai Medical Center, Series 1999A, 6.125%, 12/01/30 (Pre-refunded to 12/01/09) 3,000 California Pollution Control Financing Authority, Solid 1/06 at 100.00 Aaa 3,514,920 Waste Disposal Revenue Bonds, North County Recycling Center, Series 1991A, 6.750%, 7/01/17 10,000 California, Various Purpose General Obligation Bonds, 3/10 at 101.00 AAA 11,185,500 Series 2000, 5.750%, 3/01/27 (Pre-refunded to 3/01/10) - MBIA Insured 1,935 Contra Costa County, California, GNMA Mortgage-Backed No Opt. Call AAA 2,127,378 Securities Program Home Mortgage Revenue Bonds, Series 1989, 7.700%, 11/01/09 (Alternative Minimum Tax) 5,515 Fresno Unified School District, Fresno County, California, 8/09 at 102.00 AAA 5,802,001 General Obligation Bonds, Series 2001E, 5.000%, 8/01/25 - FGIC Insured Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B: 2,000 5.625%, 6/01/33 (Pre-refunded to 6/01/13) 6/13 at 100.00 Aaa 2,288,820 2,500 5.625%, 6/01/38 (Pre-refunded to 6/01/13) 6/13 at 100.00 Aaa 2,861,025 12,020 Los Angeles Unified School District, California, General 7/08 at 101.00 AAA 12,813,921 Obligation Bonds, Series 1998B, 5.000%, 7/01/23 (Pre-refunded to 7/01/08) - FGIC Insured 40 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** (continued) $ 6,030 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA $ 6,651,090 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 (Pre-refunded to 7/01/10) - FGIC Insured 2,270 Pajaro Valley Unified School District, Santa Cruz County, 8/13 at 100.00 AAA 2,523,831 California, General Obligation Bonds, Series 2003A, 5.000%, 8/01/20 (Pre-refunded to 8/01/13) - FSA Insured 10,000 Puerto Rico Highway and Transportation Authority, Highway 7/10 at 101.00 A*** 11,327,500 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 4,413,800 Obligation Bonds, Series 2000A, 5.500%, 10/01/32 Sweetwater Authority, California, Water Revenue Bonds, Series 2002: 2,800 5.500%, 4/01/19 (Pre-refunded to 4/01/10) - FSA Insured 4/10 at 101.00 AAA 3,115,028 9,055 5.000%, 4/01/22 (Pre-refunded to 4/01/10) - FSA Insured 4/10 at 101.00 AAA 9,881,540 2,000 Vista, California, Mobile Home Park Revenue Bonds, Vista 3/24 at 100.00 N/R*** 2,203,660 Manor Mobile Home Park Project, Series 1999A, 5.750%, 3/15/29 (Pre-refunded to 3/15/24) ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 18.0% (11.9% OF TOTAL INVESTMENTS) 2,000 Anaheim Public Finance Authority, California, Revenue 10/12 at 100.00 AAA 2,207,940 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 1,998,982 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+ 12,343,928 Bonds, San Diego Gas and Electric Company, Series 1991A, 6.800%, 6/01/15 (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 2,768,750 9,750 5.125%, 5/01/18 5/12 at 101.00 A2 10,505,138 4,000 Imperial Irrigation District, California, Certificates of 11/13 at 100.00 AAA 4,367,040 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 5,443,750 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 1,303,152 Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 - MBIA Insured 5,225 Los Angeles, California, Sanitation Equipment Charge Revenue 2/11 at 100.00 AAA 5,679,157 Bonds, Series 2001A, 5.250%, 2/01/18 - FSA Insured 1,025 Los Angeles, California, Sanitation Equipment Charge Revenue 2/14 at 100.00 AAA 1,105,585 Bonds, Series 2004A, 5.000%, 2/01/22 - AMBAC Insured 7,000 Merced Irrigation District, California, Revenue Refunding 9/05 at 102.00 Baa3 7,151,760 Bonds, Electric System Project, Series 2001, 6.850%, 9/01/36 2,630 Pasadena, California, Electric Works Revenue Bonds, 6/12 at 100.00 AAA 2,873,012 Series 2002, 5.250%, 6/01/21 - MBIA Insured 4,360 Sacramento Municipal Utility District, California, Electric 8/12 at 100.00 AAA 4,806,159 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 3,723,064 Magnolia Power Project, Series 2003-1A, 5.000%, 7/01/20 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 11.7% (7.8% OF TOTAL INVESTMENTS) 1,185 Burbank, California, Wastewater System Revenue Bonds, 6/14 at 100.00 AAA 1,270,332 Series 2004A, 5.000%, 6/01/24 - AMBAC Insured 2,750 Los Angeles Department of Water and Power, California, 7/14 at 100.00 AAA 3,056,515 Waterworks Revenue Bonds, Series 2004C, 5.250%, 7/01/20 - MBIA Insured 5,000 Los Angeles, California, Wastewater System Revenue Bonds, 6/08 at 101.00 AAA 5,230,800 Series 1998A, 5.000%, 6/01/28 - FGIC Insured 3,750 Metropolitan Water District of Southern California, Water 10/14 at 100.00 AAA 4,005,150 Revenue Bonds, Series 2004B-3, 5.000%, 10/01/29 - MBIA Insured 2,000 Pico Rivera Water Authority, California, Revenue Bonds, 12/11 at 102.00 N/R 2,168,160 Series 2001A, 6.250%, 12/01/32 41 Nuveen California Select Quality Municipal Fund, Inc. (NVC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER (continued) $ 2,525 Sacramento County Sanitation District Financing Authority, No Opt. Call AAA $ 2,984,348 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 18,985,885 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 2,353,242 2,960 5.250%, 10/01/20 - MBIA Insured 4/13 at 100.00 AAA 3,283,584 ------------------------------------------------------------------------------------------------------------------------------------ $ 523,320 Total Long-Term Investments (cost $511,845,385) - 150.4% 555,235,780 ===============-------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 1.6% 5,851,578 ------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (52.0)% (192,000,000) ------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 369,087,358 =================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted. * 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. 42 Nuveen California Quality Income Municipal Fund, Inc. (NUC) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER STAPLES - 7.7% (5.1% OF TOTAL INVESTMENTS) $ 4,620 California County Tobacco Securitization Agency, Tobacco 6/12 at 100.00 Baa3 $ 4,792,095 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 7,597,856 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 5,257,450 Settlement Asset-Backed Bonds, Alameda County Tobacco Asset Securitization Corporation, Series 2002, 5.750%, 6/01/29 8,980 California Statewide Financing Authority, Tobacco Settlement 5/12 at 100.00 Baa3 9,374,312 Asset-Backed Bonds, Pooled Tobacco Securitization Program, Series 2002A, 5.625%, 5/01/29 ------------------------------------------------------------------------------------------------------------------------------------ EDUCATION AND CIVIC ORGANIZATIONS - 16.0% (10.6% OF TOTAL INVESTMENTS) 8,975 California Educational Facilities Authority, Revenue Bonds, 11/10 at 100.00 Aaa 9,948,249 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 4,134,720 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 6,906,688 Series 2002A, 5.000%, 11/01/20 - AMBAC Insured 1,000 California Statewide Community Development Authority, 4/06 at 101.00 AAA 1,026,470 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 1,711,738 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 AA 7,816,125 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 2,453,073 5,150 5.000%, 9/01/24 - AMBAC Insured 9/09 at 101.00 AAA 5,480,836 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 5,697,625 10,255 5.000%, 9/01/19 - FGIC Insured 9/10 at 101.00 AAA 11,097,653 ------------------------------------------------------------------------------------------------------------------------------------ HEALTHCARE - 5.6% (3.8% OF TOTAL INVESTMENTS) 1,750 ABAG Finance Authority for Non-Profit Corporations, 4/12 at 100.00 A 1,893,710 California, Cal-Mortgage Insured Revenue Bonds, Sansum-Santa Barbara Medical Foundation Clinic, Series 2002A, 5.500%, 4/01/21 1,285 California Health Facilities Financing Authority, Revenue 11/15 at 100.00 A3 1,330,540 Bonds, Cedars-Sinai Medical Center, Series 2005, 5.000%, 11/15/34 3,790 California Health Facilities Financing Authority, Insured 11/05 at 100.00 A 3,797,277 Health Facility Revenue Refunding Bonds, Valley Memorial Hospital, Series 1993A, 6.000%, 5/01/17 1,225 California State Public Works Board, Revenue Bonds, 11/14 at 100.00 AAA 1,309,917 University of California - Davis Medical Center, Series 2004II-A, 5.000%, 11/01/23 - MBIA Insured 1,060 California Statewide Community Development Authority, No Opt. Call A3 1,169,996 Certificates of Participation, Cedars-Sinai Medical Center, Series 1992, 6.500%, 8/01/12 California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A: 520 5.250%, 7/01/24 7/15 at 100.00 BBB+ 551,320 1,090 5.250%, 7/01/35 7/15 at 100.00 BBB+ 1,141,775 5,355 California Statewide Community Development Authority, No Opt. Call A+ 5,561,542 Revenue Bonds, Kaiser Permanente System, Series 2002E, 4.700%, 11/01/36 (Mandatory put 5/31/09) 3,110 Loma Linda, California, Hospital Revenue Bonds, Loma Linda 12/05 at 100.00 BBB- 3,121,725 University Medical Center, Series 1993A, 6.500%, 12/01/18 43 Nuveen California Quality Income Municipal Fund, Inc. (NUC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/MULTIFAMILY - 5.9% (3.9% OF TOTAL INVESTMENTS) $ 3,836 California Housing Finance Agency, Multi-Unit Rental Housing 2/06 at 100.00 Aa3 $ 3,845,360 Revenue Bonds, Series 1992B-II, 6.700%, 8/01/15 1,000 California Statewide Community Development Authority, 7/08 at 101.00 BBB 1,043,540 Revenue Refunding Bonds, Irvine Apartment Communities Development, Series 1998A, 5.100%, 5/15/25 (Mandatory put 5/17/10) 3,000 Daly City Housing Development Finance Agency, California, 12/13 at 102.00 A- 3,157,500 Mobile Home Park Revenue Bonds, Franciscan Mobile Home Park Project, Series 2002A, 5.850%, 12/15/32 1,000 Independent Cities Lease Finance Authority, California, 11/14 at 100.00 N/R 1,050,490 Revenue Bonds, Morgan Hill, Hacienda Valley Mobile Home Park, Series 2004A, 5.950%, 11/15/39 2,285 Irvine, California, Mobile Home Park Revenue Bonds, 3/08 at 102.00 N/R 2,386,111 Meadows Mobile Home Park, Series 1998A, 5.700%, 3/01/18 2,420 Oceanside, California, Mobile Home Park Revenue Bonds, 3/08 at 102.00 N/R 2,476,144 Laguna Vista Mobile Estates Acquisition Project, Series 1998, 5.800%, 3/01/28 3,040 Riverside County, California, Mobile Home Park Revenue 3/09 at 102.00 N/R 3,115,635 Bonds, Bravo Mobile Home Park Project, Series 1999A, 5.900%, 3/20/29 1,740 Stanton, California, Multifamily Housing Revenue Bonds, 8/07 at 102.00 AAA 1,826,269 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: 720 6.900%, 11/01/08 11/05 at 100.00 Aa2 721,692 1,030 7.000%, 11/01/14 11/05 at 100.00 Aa2 1,031,854 ------------------------------------------------------------------------------------------------------------------------------------ HOUSING/SINGLE FAMILY - 0.0% (0.0% OF TOTAL INVESTMENTS) 60 Riverside County, California, GNMA Mortgage-Backed No Opt. Call AAA 60,482 Securities Program Single Family Mortgage Revenue Bonds, Series 1989B, 7.600%, 11/01/19 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL - 25.5% (17.0% OF TOTAL INVESTMENTS) 1,900 Azusa Unified School District, Los Angeles County, California, 7/12 at 100.00 AAA 2,092,926 General Obligation Bonds, Series 2002, 5.375%, 7/01/20 - FSA Insured 11,865 California, General Obligation Veterans Welfare Bonds, 12/05 at 100.00 AA- 11,929,427 Series 1997BH, 5.600%, 12/01/32 (Alternative Minimum Tax) 1,500 California, Various Purpose General Obligation Bonds, 6/10 at 100.00 A 1,625,025 Series 2000, 5.500%, 6/01/25 6,085 California, General Obligation Veterans Welfare Bonds, 12/06 at 102.00 AA- 6,301,991 Series 1997BJ, 5.700%, 12/01/32 (Alternative Minimum Tax) 2,000 California, General Obligation Refunding Bonds, 4/12 at 100.00 A 2,184,360 Series 2002, 5.250%, 4/01/32 7,500 California, Various Purpose General Obligation Bonds, 6/11 at 100.00 A 7,931,100 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 4,152,075 500 5.250%, 2/01/33 2/13 at 100.00 A 548,525 6,300 California, General Obligation Bonds, Series 2004, 4/14 at 100.00 A 6,866,937 5.200%, 4/01/26 1,615 Compton Unified School District, Los Angeles County, 9/13 at 100.00 AAA 1,816,310 California, General Obligation Bonds, Series 2003A, 5.375%, 9/01/19 - MBIA Insured 1,370 Fremont-Newark Community College District, Alameda County, 8/11 at 101.00 AAA 1,508,836 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 5,556,479 County, California, General Obligation Bonds, Election of 1999, Series 2001, 5.125%, 8/01/26 - FSA Insured 2,265 Los Angeles Community College District, Los Angeles County, 8/15 at 100.00 AAA 2,440,198 California, General Obligation Bonds, Series 2005A, 5.000%, 6/01/26 - FSA Insured 1,170 Los Angeles Unified School District, California, General 7/13 at 100.00 AAA 1,283,396 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 2,621,026 California, General Obligation Bonds, Series 2004A, 5.250%, 8/01/24 - FSA Insured 44 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/GENERAL (continued) Oakland Unified School District, Alameda County, California, General Obligation Bonds, Series 2005: $ 745 5.000%, 8/01/25 - MBIA Insured 8/15 at 100.00 AAA $ 803,252 785 5.000%, 8/01/26 - MBIA Insured 8/15 at 100.00 AAA 843,059 6,760 San Diego Unified School District, San Diego County, 7/13 at 101.00 AAA 7,578,568 California, General Obligation Bonds, Series 2003E, 5.250%, 7/01/21 - FSA Insured 5,055 San Joaquin Delta Community College District, California, 8/15 at 100.00 AAA 5,424,622 General Obligation Bonds, Series 2005A, 5.000%, 8/01/29 - FSA Insured 1,500 San Jose Unified School District, Santa Clara County, 8/15 at 100.00 AAA 1,621,110 California, General Obligation Bonds, Series 2005B, 5.000%, 8/01/25 - FGIC Insured San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A: 585 5.000%, 9/01/25 - MBIA Insured 9/15 at 100.00 AAA 632,578 860 5.000%, 9/01/27 - MBIA Insured 9/15 at 100.00 AAA 925,532 6,865 San Ramon Valley Unified School District, Contra Costa 8/13 at 100.00 AAA 7,434,658 County, California, General Obligation Bonds, Series 2003, 5.000%, 8/01/23 - FSA Insured 1,390 South Pasadena Unified School District, Los Angeles County, 8/13 at 100.00 AAA 1,508,025 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 4,225,616 County, California, General Obligation Bonds, Series 2003B, 5.000%, 8/01/23 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED - 32.4% (21.7% OF TOTAL INVESTMENTS) 1,200 Burbank Public Financing Authority, California, Revenue 12/12 at 100.00 AAA 1,287,672 Bonds, West Olive Redevelopment Project, Series 2002, 5.125%, 12/01/22 - AMBAC Insured 7,160 California, Economic Recovery Revenue Bonds, Series 2004A, 7/14 at 100.00 AA- 7,903,852 5.000%, 7/01/15 3,070 California State Public Works Board, Lease Revenue Bonds, 12/12 at 100.00 AAA 3,385,381 Department of General Services, Capital East End Project, 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- 5,726,498 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.500%, 6/01/20 2,000 California State Public Works Board, Lease Revenue Bonds, No Opt. Call AAA 2,245,420 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 2,192,664 Department of General Services, Series 2002C, 5.250%, 3/01/21 - AMBAC 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 1,065,290 2,765 5.700%, 8/01/28 8/08 at 102.00 N/R 2,952,495 3,065 Corona-Norco Unified School District, Riverside County, 9/13 at 100.00 AAA 3,462,132 California, Special Tax Bonds, Community Facilities District 98-1, Series 2003, 5.500%, 9/01/33 - MBIA Insured 2,725 Fresno, California, Certificates of Participation, Street 12/05 at 100.00 A+ 2,747,645 Improvement Project, Series 1991, 6.625%, 12/01/11 530 Hesperia Community Redevelopment Agency, California, 9/15 at 100.00 AAA 574,011 Tax Allocation Bonds, Series 2005A, 5.000%, 9/01/20 - XLCA Insured 1,910 Industry Urban Development Agency, California, Tax Allocation 5/07 at 101.50 AAA 2,016,654 Refunding Bonds, Civic, Recreational and Industrial Redevelopment Project 1, Series 2002, 5.500%, 5/01/19 - MBIA Insured 1,350 Los Angeles Community Redevelopment Agency, California, 3/13 at 100.00 BBB- 1,386,977 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 8,647,680 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 5,326,997 California, Proposition A First Tier Senior Sales Tax Revenue Bonds, Series 2003A, 5.000%, 7/01/16 - FSA Insured 4,000 Los Angeles County Public Works Financing Authority, 12/15 at 100.00 AAA 4,289,920 California, Lease Revenue Bonds, Master Refunding Project, Series 2005A, 5.000%, 12/01/26 - MBIA Insured 45 Nuveen California Quality Income Municipal Fund, Inc. (NUC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ TAX OBLIGATION/LIMITED (continued) $ 3,005 Monterey County, California, Certificates of Participation, 8/11 at 100.00 Aaa $ 3,175,624 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 14,812,918 Bonds, Elihu M. Harris State Office Building, Series 1998A, 5.000%, 4/01/23 - AMBAC Insured 15,300 Ontario Redevelopment Financing Authority, San Bernardino No Opt. Call AAA 21,468,807 County, California, Revenue Refunding Bonds, Redevelopment Project 1, Series 1995, 7.400%, 8/01/25 - MBIA Insured 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 1,648,125 1,500 5.000%, 9/01/20 - MBIA Insured 9/13 at 100.00 AAA 1,632,990 600 Rialto Redevelopment Agency, California, Tax Allocation 9/15 at 100.00 AAA 633,096 Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 - XLCA Insured 4,320 Richmond Joint Powers Financing Authority, California, 9/13 at 100.00 AAA 4,697,395 Tax Allocation Bonds, Series 2003A, 5.250%, 9/01/22 - MBIA Insured 400 Riverside County Public Financing Authority, California, 10/15 at 100.00 AAA 423,204 Tax Allocation Bonds, Multiple Projects, Series 2005A, 5.000%, 10/01/35 (WI, settling 9/08/05) - XLCA Insured 3,000 San Francisco Bay Area Rapid Transit District, California, 7/15 at 100.00 AAA 3,250,650 Sales Tax Revenue Bonds, Series 2005A, 5.000%, 7/01/24 (WI, settling 9/07/05) - MBIA Insured 2,500 San Jose Financing Authority, California, Lease Revenue 9/11 at 100.00 AAA 2,676,225 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 2,109,080 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 2,982,598 County, California, Tax Allocation Refunding Bonds, South Main Street Redevelopment, Series 2003B, 5.000%, 9/01/19 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ TRANSPORTATION - 12.8% (8.6% OF TOTAL INVESTMENTS) 11,000 Foothill/Eastern Transportation Corridor Agency, California, 1/14 at 101.00 BBB- 9,453,070 Toll Road Revenue Refunding Bonds, Series 1999, 0.000%, 1/15/29 2,000 Orange County Transportation Authority, California, 8/13 at 100.00 AAA 2,176,880 Toll Road 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 2,929,040 Bonds, Series 2002A, 5.250%, 7/01/21 - FSA Insured 20,000 San Francisco Airports Commission, California, Revenue 5/10 at 101.00 AAA 21,770,800 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 1,588,588 3,865 5.250%, 5/01/19 (Alternative Minimum Tax) - MBIA Insured 5/12 at 100.00 AAA 4,132,226 3,000 San Francisco Airports Commission, California, Revenue 5/12 at 100.00 AAA 3,266,790 Refunding Bonds, San Francisco International Airport, Second Series 2002, Issue 28B, 5.250%, 5/01/22 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** - 26.1% (17.4% OF TOTAL INVESTMENTS) California Health Facilities Financing Authority, Revenue Bonds, Cedars-Sinai Medical Center, Series 1999A: 10,400 6.125%, 12/01/30 (Pre-refunded to 12/01/09) 12/09 at 101.00 A3*** 11,755,640 7,700 6.250%, 12/01/34 (Pre-refunded to 12/01/09) 12/09 at 101.00 A3*** 8,741,810 8,000 California Pollution Control Financing Authority, Solid Waste 1/06 at 100.00 Aaa 9,373,120 Disposal Revenue Bonds, North County Recycling Center, Series 1991A, 6.750%, 7/01/17 4,440 Coast Community College District, Orange County, California, 8/13 at 100.00 AAA 4,910,507 General Obligation Refunding Bonds, Series 2003A, 5.000%, 8/01/22 (Pre-refunded to 8/01/13) - MBIA Insured 12,805 Contra Costa County, California, GNMA Mortgage-Backed No Opt. Call AAA 18,691,843 Securities Program Home Mortgage Revenue Bonds, Series 1988, 8.250%, 6/01/21 (Alternative Minimum Tax) 46 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ U.S. GUARANTEED *** (continued) Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B: $ 5,000 5.625%, 6/01/33 (Pre-refunded to 6/01/13) 6/13 at 100.00 Aaa $ 5,722,050 2,500 5.625%, 6/01/38 (Pre-refunded to 6/01/13) 6/13 at 100.00 Aaa 2,861,025 2,000 Los Angeles Unified School District, California, General 7/10 at 100.00 AAA 2,206,000 Obligation Bonds, Series 2000D, 5.375%, 7/01/25 (Pre-refunded to 7/01/10) - FGIC Insured 5,200 Orange County, California, Recovery Certificates of 7/06 at 102.00 AAA 5,439,044 Participation, Series 1996A, 6.000%, 7/01/26 (Pre-refunded to 7/01/06) - MBIA Insured 5,000 Puerto Rico Infrastructure Financing Authority, Special 10/10 at 101.00 AAA 5,517,250 Obligation Bonds, Series 2000A, 5.500%, 10/01/32 13,525 San Bernardino County, California, GNMA Mortgage-Backed No Opt. Call AAA 16,723,392 Securities Program Single Family Home Mortgage Revenue Bonds, Series 1989A, 7.750%, 11/01/14 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ UTILITIES - 11.7% (7.8% OF TOTAL INVESTMENTS) 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 2,768,750 9,000 5.125%, 5/01/18 5/12 at 101.00 A2 9,697,050 1,200 Los Angeles Department of Water and Power, California, 7/13 at 100.00 AAA 1,303,152 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 1,532,205 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 5,308,000 of Participation, Electric System Project, Series 2003, 5.700%, 9/01/36 1,705 Redlands, California, Certificates of Participation Refunding, 9/05 at 100.00 AAA 1,710,644 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 2,638,757 Revenue Refunding Bonds, Series 2002Q, 5.250%, 8/15/21 - FSA Insured Sacramento Municipal Utility District, California, Electric Revenue Bonds, Series 2004T: 2,500 5.250%, 5/15/22 - FGIC Insured 5/14 at 100.00 AAA 2,761,525 2,500 5.250%, 5/15/23 - FGIC Insured No Opt. Call AAA 2,757,625 5,500 Southern California Public Power Authority, Revenue Bonds, No Opt. Call A 6,392,925 Multiple Projects, Series 1989, 6.750%, 7/01/11 4,000 Southern California Public Power Authority, Revenue Bonds, 7/13 at 100.00 AAA 4,304,120 Magnolia Power Project, Series 2003-1A, 5.000%, 7/01/20 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER - 6.2% (4.1% OF TOTAL INVESTMENTS) 7,040 California Statewide Community Development Authority, 10/13 at 101.00 AAA 7,737,101 Water and Wastewater Revenue Bonds, Pooled Financing Program, Series 2004A, 5.250%, 10/01/24 - FSA Insured Goleta Water District, California, Certificates of Participation Revenue Bonds, Series 2003: 1,000 5.250%, 12/01/20 - MBIA Insured 12/13 at 100.00 AAA 1,117,570 1,440 5.250%, 12/01/21 - MBIA Insured 12/13 at 100.00 AAA 1,609,301 1,205 5.250%, 12/01/22 - MBIA Insured 12/13 at 100.00 AAA 1,346,672 500 Norco, California, Certificates of Participation Refunding, 10/08 at 102.00 AAA 531,355 Water and Sewerage System Improvement Project, Series 1998, 5.125%, 10/01/28 - AMBAC Insured 5,375 San Francisco City and County Public Utilities Commission, 11/12 at 100.00 AAA 5,851,332 California, Water Revenue Bonds, Series 2002A, 5.000%, 11/01/19 - MBIA Insured 47 Nuveen California Quality Income Municipal Fund, Inc. (NUC) (continued) Portfolio of INVESTMENTS August 31, 2005 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION(1) PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ WATER AND SEWER (continued) Turlock Public Finance Authority, California, Sewerage Revenue Bonds, Series 2003A: $ 1,565 5.000%, 9/15/19 - FGIC Insured 9/13 at 100.00 AAA $ 1,711,249 1,650 5.000%, 9/15/20 - FGIC Insured 9/13 at 100.00 AAA 1,796,520 ------------------------------------------------------------------------------------------------------------------------------------ $ 481,641 Total Long-Term Investments (cost $485,005,015) - 149.9% 528,600,328 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 2.5% 9,151,614 -------------------------------------------------------------------------------------------------------------------- Preferred Shares, at Liquidation Value - (52.4)% (185,000,000) -------------------------------------------------------------------------------------------------------------------- Net Assets Applicable to Common Shares - 100% $ 352,751,942 ==================================================================================================================== (1) All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted. * 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. 48 Statement of ASSETS AND LIABILITIES August 31, 2005 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 $234,367,818, $284,348,825, $179,360,002, $300,343,538, $511,845,385, $485,005,015, respectively) $256,285,029 $307,088,007 $198,435,076 $324,196,646 $555,235,780 $528,600,328 Cash -- 33,851 -- -- 322,365 -- Receivables: Interest 3,299,254 3,952,639 2,331,279 4,672,771 7,081,701 7,540,444 Investments sold 3,243,724 1,034,184 -- 1,056,493 1,074,158 10,185,917 Other assets 9,182 34,434 15,338 31,956 38,398 49,037 ------------------------------------------------------------------------------------------------------------------------------------ Total assets 262,837,189 312,143,115 200,781,693 329,957,866 563,752,402 546,375,726 ------------------------------------------------------------------------------------------------------------------------------------ LIABILITIES Cash overdraft 875,160 -- 257,437 988,583 -- 2,947,486 Payable for investments purchased 994,616 1,202,066 771,258 1,260,618 2,164,742 5,241,884 Accrued expenses: Management fees 120,448 164,813 106,714 173,602 294,168 282,083 Other 65,141 67,134 39,981 68,452 156,270 106,814 Preferred share dividends payable N/A 17,035 19,640 20,278 49,864 45,517 ------------------------------------------------------------------------------------------------------------------------------------ Total liabilities 2,055,365 1,451,048 1,195,030 2,511,533 2,665,044 8,623,784 ------------------------------------------------------------------------------------------------------------------------------------ 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 $260,781,824 $204,692,067 $131,586,663 $215,446,333 $369,087,358 $352,751,942 ==================================================================================================================================== 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) $ 10.33 $ 15.79 $ 16.14 $ 15.86 $ 15.98 $ 16.03 ==================================================================================================================================== 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 237,577,056 181,322,481 113,688,343 189,659,207 322,047,029 306,481,101 Undistributed net investment income 44,642 744,084 1,108,793 943,916 2,504,303 1,822,613 Accumulated net realized gain (loss) from investments 990,497 (243,337) (2,367,094) 854,300 914,664 632,918 Net unrealized appreciation of investments 21,917,211 22,739,182 19,075,074 23,853,108 43,390,395 43,595,313 ------------------------------------------------------------------------------------------------------------------------------------ Net assets applicable to Common shares $260,781,824 $204,692,067 $131,586,663 $215,446,333 $369,087,358 $352,751,942 ==================================================================================================================================== 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. 49 Statement of OPERATIONS Year Ended August 31, 2005 CALIFORNIA CALIFORNIA CALIFORNIA CALIFORNIA INVESTMENT CALIFORNIA CALIFORNIA VALUE PERFORMANCE PLUS OPPORTUNITY QUALITY SELECT QUALITY QUALITY INCOME (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) ------------------------------------------------------------------------------------------------------------------------------------ INVESTMENT INCOME $13,372,747 $15,054,914 $ 9,936,486 $15,904,690 $27,746,180 $27,082,786 ------------------------------------------------------------------------------------------------------------------------------------ EXPENSES Management fees 1,434,801 1,947,309 1,258,344 2,054,771 3,470,033 3,319,637 Preferred shares - auction fees N/A 265,000 170,000 280,000 480,000 462,500 Preferred shares - dividend disbursing agent fees N/A 30,000 20,000 20,000 30,000 30,000 Shareholders' servicing agent fees and expenses 43,663 26,388 16,359 24,267 33,242 30,000 Custodian's fees and expenses 63,032 64,354 46,957 71,415 122,952 114,405 Directors' fees and expenses 5,176 6,096 4,246 5,854 9,519 9,533 Professional fees 15,423 39,628 28,493 21,210 22,692 30,350 Shareholders' reports - printing and mailing expenses 22,750 24,350 17,195 20,532 36,072 36,370 Stock exchange listing fees 11,554 10,555 10,555 10,555 10,555 10,619 Investor relations expense 36,065 40,394 24,191 42,554 68,251 67,535 Other expenses 9,045 24,714 24,829 30,726 34,536 38,598 ------------------------------------------------------------------------------------------------------------------------------------ Total expenses before custodian fee credit 1,641,509 2,478,788 1,621,169 2,581,884 4,317,852 4,149,547 Custodian fee credit (10,924) (11,756) (8,807) (12,964) (23,412) (9,553) ------------------------------------------------------------------------------------------------------------------------------------ Net expenses 1,630,585 2,467,032 1,612,362 2,568,920 4,294,440 4,139,994 ------------------------------------------------------------------------------------------------------------------------------------ Net investment income 11,742,162 12,587,882 8,324,124 13,335,770 23,451,740 22,942,792 ------------------------------------------------------------------------------------------------------------------------------------ REALIZED AND UNREALIZED GAIN Net realized gain from investments 992,787 26,124 166,107 835,843 1,329,957 678,309 Change in net unrealized appreciation (depreciation) of investments 4,321,472 6,361,946 3,945,711 4,550,382 11,008,345 14,266,825 ------------------------------------------------------------------------------------------------------------------------------------ Net realized and unrealized gain 5,314,259 6,388,070 4,111,818 5,386,225 12,338,302 14,945,134 ------------------------------------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO PREFERRED SHAREHOLDERS From net investment income N/A (1,569,978) (1,008,746) (1,714,541) (3,020,321) (2,896,581) From accumulated net realized gains from investments N/A (129,312) -- (86,722) (130,670) (116,424) ------------------------------------------------------------------------------------------------------------------------------------ Decrease in net assets applicable to Common shares from distributions to Preferred shareholders N/A (1,699,290) (1,008,746) (1,801,263) (3,150,991) (3,013,005) ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares from operations $17,056,421 $17,276,662 $11,427,196 $16,920,732 $32,639,051 $34,874,921 ==================================================================================================================================== N/A - Fund is not authorized to issue Preferred shares. See accompanying notes to financial statements. 50 Statement of CHANGES IN NET ASSETS CALIFORNIA VALUE (NCA) CALIFORNIA PERFORMANCE PLUS (NCP) CALIFORNIA OPPORTUNITY (NCO) ------------------------------ --------------------------------- ----------------------------- YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED 8/31/05 8/31/04 8/31/05 8/31/04 8/31/05 8/31/04 ------------------------------------------------------------------------------------------------------------------------------------ OPERATIONS Net investment income $ 11,742,162 $ 12,008,252 $ 12,587,882 $ 12,851,702 $ 8,324,124 $ 8,410,461 Net realized gain from investments 992,787 2,319,697 26,124 2,167,610 166,107 742,324 Change in net unrealized appreciation (depreciation) of investments 4,321,472 6,308,476 6,361,946 8,089,622 3,945,711 6,419,737 Distributions to Preferred Shareholders: From net investment income N/A N/A (1,569,978) (780,694) (1,008,746) (503,354) From accumulated net realized gains from investments N/A N/A (129,312) (71) -- -- ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares from operations 17,056,421 20,636,425 17,276,662 22,328,169 11,427,196 15,069,168 ------------------------------------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO COMMON SHAREHOLDERS From net investment income (11,804,999) (12,049,077) (11,669,172) (12,427,198) (7,583,854) (7,763,200) From accumulated net realized gains from investments (2,019,942) (1,785,958) (2,222,318) (2,579) -- -- ------------------------------------------------------------------------------------------------------------------------------------ Decrease in net assets applicable to Common shares from distributions to Common shareholders (13,824,941) (13,835,035) (13,891,490) (12,429,777) (7,583,854) (7,763,200) ------------------------------------------------------------------------------------------------------------------------------------ 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 3,231,480 6,801,390 3,385,172 9,898,392 3,843,342 7,305,968 Net assets applicable to Common shares at the beginning of year 257,550,344 250,748,954 201,306,895 191,408,503 127,743,321 120,437,353 ------------------------------------------------------------------------------------------------------------------------------------ Net assets applicable to Common shares at the end of year $260,781,824 $257,550,344 $204,692,067 $201,306,895 $131,586,663 $127,743,321 ==================================================================================================================================== Undistributed net investment income at the end of year $ 44,642 $ 107,479 $ 744,084 $ 1,404,796 $ 1,108,793 $ 1,403,870 ==================================================================================================================================== N/A - Fund is not authorized to issue Preferred shares. See accompanying notes to financial statements. 51 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 8/31/05 8/31/04 8/31/05 8/31/04 8/31/05 8/31/04 ------------------------------------------------------------------------------------------------------------------------------------ OPERATIONS Net investment income $ 13,335,770 $ 13,589,096 $ 23,451,740 $ 24,132,385 $ 22,942,792 $ 23,205,072 Net realized gain from investments 835,843 2,364,123 1,329,957 3,395,405 678,309 2,114,115 Change in net unrealized appreciation (depreciation) of investments 4,550,382 7,064,201 11,008,345 14,117,283 14,266,825 13,820,855 Distributions to Preferred Shareholders: From net investment income (1,714,541) (844,306) (3,020,321) (1,397,366) (2,896,581) (1,484,370) From accumulated net realized gains from investments (86,722) (108,863) (130,670) (138,177) (116,424) (66,203) ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares from operations 16,920,732 22,064,251 32,639,051 40,109,530 34,874,921 37,589,469 ------------------------------------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO COMMON SHAREHOLDERS From net investment income (12,548,137) (13,143,809) (22,172,610) (22,364,963) (21,251,737) (22,324,260) From accumulated net realized gains from investments (1,435,415) (1,385,531) (2,316,774) (1,699,283) (1,744,585) (1,020,300) ------------------------------------------------------------------------------------------------------------------------------------ Decrease in net assets applicable to Common shares from distributions to Common shareholders (13,983,552) (14,529,340) (24,489,384) (24,064,246) (22,996,322) (23,344,560) ------------------------------------------------------------------------------------------------------------------------------------ CAPITAL SHARE TRANSACTIONS Net proceeds from Common shares issued to shareholders due to reinvestment of distributions -- -- -- -- -- 348,755 ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets applicable to Common shares 2,937,180 7,534,911 8,149,667 16,045,284 11,878,599 14,593,664 Net assets applicable to Common shares at the beginning of year 212,509,153 204,974,242 360,937,691 344,892,407 340,873,343 326,279,679 ------------------------------------------------------------------------------------------------------------------------------------ Net assets applicable to Common shares at the end of year $215,446,333 $212,509,153 $369,087,358 $360,937,691 $352,751,942 $340,873,343 ==================================================================================================================================== Undistributed net investment income at the end of year $ 943,916 $ 1,889,978 $ 2,504,303 $ 4,251,091 $ 1,822,613 $ 3,033,040 ==================================================================================================================================== See accompanying notes to financial statements. 52 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 or certain U.S. territories. Effective January 1, 2005, Nuveen Advisory Corp. ("NAC"), the Funds' previous Adviser, and its affiliate, Nuveen Institutional Advisory Corp. ("NIAC"), were merged into Nuveen Asset Management ("NAM"), each wholly owned subsidiaries of Nuveen Investments, Inc. ("Nuveen"). As a result of the merger, NAM is now the Adviser to all funds previously advised by either NAC or NIAC. 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. Investment Valuation The prices of municipal bonds in each Fund's investment portfolio are provided by a pricing service approved by the Funds' Board of Directors. When market price quotes are not readily available (which is usually the case for municipal securities), the pricing service or, in the absence of a pricing service for a particular security, the Board of Directors of the Funds, or its designee, may establish fair market value using a wide variety of market data including yields or prices of municipal bonds of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from securities dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor's credit characteristics considered relevant by the pricing service of the Board of Directors' designee. 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. Investment Transactions Investment transactions are recorded on a trade date basis. Realized gains and losses from transactions are determined on the specific identification method. Investments purchased on a when-issued or delayed delivery basis may have extended settlement periods. Any investments 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, 2005, California Value (NCA), California Performance Plus (NCP), California Opportunity (NCO), California Investment Quality (NQC), California Select Quality (NVC), and California Quality Income (NUC), had outstanding when-issued purchase commitments of $203,457, $245,192, $156,506, $255,626, $443,432, and $3,606,108, respectively. Investment Income Interest income, which includes the amortization of premiums and accretion of discounts for financial reporting purposes, is recorded on an accrual basis. Investment income also includes paydown gains and losses, if any. Professional Fees Professional fees presented in the Statement of Operations consist of legal fees incurred in the normal course of operations, audit fees, tax consulting fees and, in some cases, workout expenditures. Workout expenditures are incurred in an attempt to protect or enhance an investment, or to pursue other claims or legal actions on behalf of the Fund's shareholders. Income Taxes Each Fund is a separate taxpayer for federal income tax purposes. Each Fund intends to distribute substantially 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, 2005, have been designated Exempt Interest Dividends. Net realized capital gains and ordinary income distributions paid by the Funds are subject to federal taxation. 53 Notes to FINANCIAL STATEMENTS (continued) 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. 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 Preferred shares, $25,000 stated value per share, as a means of effecting financial leverage. Each Fund's Preferred shares are issued in more than one Series. The dividend rate paid by the Funds on each Series is determined every seven days, pursuant to a dutch auction process overseen by the auction agent, and is payable at 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, 2005. 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. 54 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 8/31/05 8/31/04 8/31/05 8/31/04 8/31/05 8/31/04 ========================================================================================================= 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 8/31/05 8/31/04 8/31/05 8/31/04 8/31/05 8/31/04 ========================================================================================================= Shares issued to shareholders due to reinvestment of distributions -- -- -- -- -- 22,300 --------------------------------------------------------------------------------------------------------- 3. SECURITIES TRANSACTIONS Purchases and sales (including maturities) of investments in long-term municipal securities during the fiscal year ended August 31, 2005, 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 $ 9,225,824 $14,011,390 $13,823,476 $14,739,276 $57,564,158 $32,243,908 Sales and maturities 13,706,101 16,666,258 12,791,921 15,739,955 45,643,194 37,076,418 ========================================================================================================= 4. INCOME TAX INFORMATION The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to the treatment of paydown gains and losses, timing differences in recognizing taxable market discount and timing differences in recognizing certain gains and losses on investment transactions. At August 31, 2005, the cost of investments was 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 $234,297,738 $284,067,305 $178,939,494 $299,913,201 $511,834,580 $484,770,828 ================================================================================================================== Gross unrealized appreciation and gross unrealized depreciation of investments at August 31, 2005, 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 $22,011,116 $23,020,702 $19,495,582 $24,286,098 $43,630,304 $43,829,500 Depreciation (23,825) -- -- (2,653) (229,104) -- ------------------------------------------------------------------------------------------------------------------ Net unrealized appreciation of investments $21,987,291 $23,020,702 $19,495,582 $24,283,445 $43,401,200 $43,829,500 ================================================================================================================== The tax components of undistributed net investment income and net realized gains at August 31, 2005, 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 * $944,832 $1,393,697 $1,327,689 $1,518,418 $4,089,129 $3,305,919 Undistributed net ordinary income ** 123,279 -- -- 102,358 15,117 -- Undistributed net long-term capital gains 868,757 312 -- 751,942 1,143,768 632,919 ================================================================================================================== * Undistributed net tax exempt income (on a tax basis) has not been reduced for the dividend declared on August 1, 2005, paid on September 1, 2005. ** Net ordinary income consists of taxable market discount income and net short-term capital gains, if any. 55 Notes to FINANCIAL STATEMENTS (continued) The tax character of distributions paid during the fiscals year ended August 31, 2005 and August 31, 2004, were 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 2005 (NCA) (NCP) (NCO) (NQC) (NVC) (NUC) ------------------------------------------------------------------------------------------------------------------ Distributions from net tax-exempt income $11,661,719 $13,327,648 $8,607,230 $14,342,984 $24,952,005 $24,276,134 Distributions from net ordinary income ** 143,281 -- -- -- 292,603 -- Distributions from net long-term capital gains 2,019,942 2,351,630 -- 1,522,137 2,447,444 1,861,009 ================================================================================================================== 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 ================================================================================================================== ** Net ordinary income consists of taxable market discount income and net short-term capital gains, if any. At August 31, 2005, California Opportunity (NCO) had unused capital loss carryforwards of $2,367,094 available for federal income tax purposes to be applied against future capital gains, if any. If not applied, $851,972 of the carryforwards will expire in the year 2011 and $1,515,122 will expire in 2012. California Performance Plus (NCP) elected to defer net realized losses from investments incurred from November 1, 2004 through August 31, 2005 ("post-October losses") in accordance with Federal income tax regulations. The post-October losses of $243,649 are treated as having arisen on the first day of the following fiscal year. 5. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES Each Fund's management fee is separated into two components - a complex-level component, based on the aggregate amount of all fund assets managed by the Adviser, 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. 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. 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 ================================================================================ 56 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 stated in the table below. As of August 31, 2005, the complex level fee rate was .1896%. 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. The management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. The Funds pay no compensation directly to those of its Directors who are affiliated with the Adviser or to their officers, all of whom receive remuneration for their services to the Funds from the Adviser or its affiliates. The Board of Directors has adopted a deferred compensation plan for independent Directors that enables Directors to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen advised Funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen advised Funds. 6. ANNOUNCEMENT REGARDING PARENT COMPANY OF ADVISER In early April, 2005, The St. Paul Travelers Companies, Inc. ("St. Paul Travelers"), which owned 79% of Nuveen, (A) completed a public offering of a substantial portion of its equity stake in Nuveen, (B) sold Nuveen $200 million of its Nuveen shares, (C) entered into an agreement with Nuveen to sell an additional $400 million of its Nuveen shares on a "forward" basis with payment for and settlement of these shares delayed for several months, and (D) entered into agreements with two unaffiliated investment banking firms to sell an amount equal to most or all of its remaining Nuveen shares for current payment but for future settlement. Transactions (C) and (D) above were settled in late July, which effectively reduced St. Paul Travelers' controlling stake in Nuveen and was deemed an "assignment" (as defined in the 1940 Act) of the investment management agreements between the Funds and the Adviser, which resulted in the automatic termination of each agreement under the 1940 Act. In anticipation of such deemed assignment, the Board of Directors had approved new ongoing investment management agreements for each Fund and the submission of those agreements for approval by each respective Fund's shareholders, which shareholder approval was received prior to the settlement of transactions (C) and (D). The new ongoing management agreements took effect upon such settlement. 7. 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 3, 2005, to shareholders of record on September 15, 2005, 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 $.0705 $.0725 $.0695 $.0740 $.0760 ========================================================================================================= 57 Financial HIGHLIGHTS Selected data for a Common share outstanding throughout each period: Investment Operations Less Distributions ---------------------------------------------------------------- -------------------------------- Distributions Distributions from Net from Net Beginning Investment Capital Investment Capital Common Net Income to Gains to Income to Gains to Share Net Realized/ Preferred Preferred Common Common Net Asset Investment Unrealized Share- Share- Share- Share- Value Income Gain (Loss) holders+ holders+ Total holders holders Total ------------------------------------------------------------------------------------------------------------------------------------ CALIFORNIA VALUE (NCA) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2005 $10.20 $ .47 $ .21 $N/A $N/A $ .68 $(.47) $(.08) $ (.55) 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) CALIFORNIA PERFORMANCE PLUS (NCP) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2005 15.53 .97 .49 (.12) (.01) 1.33 (.90) (.17) (1.07) 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) CALIFORNIA OPPORTUNITY (NCO) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2005 15.67 1.02 .50 (.12) -- 1.40 (.93) -- (.93) 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) ==================================================================================================================================== Total Returns -------------------- Based on Ending Common Common Based Share Share Ending on Net Net Asset Market Market Asset Value Value Value* Value* -------------------------------------------------------------------------- CALIFORNIA VALUE (NCA) -------------------------------------------------------------------------- Year Ended 8/31: 2005 $10.33 $ 9.92 13.33% 6.82% 2004 10.20 9.27 8.02 8.40 2003 9.93 9.10 (3.55) 1.73 2002 10.27 9.95 6.61 4.80 2001 10.31 9.83 11.41 10.20 CALIFORNIA PERFORMANCE PLUS (NCP) -------------------------------------------------------------------------- Year Ended 8/31: 2005 15.79 14.52 9.66 8.89 2004 15.53 14.26 9.65 12.00 2003 14.76 13.90 (1.30) 2.30 2002 15.32 15.00 1.11 6.84 2001 15.32 15.85 7.88 9.13 CALIFORNIA OPPORTUNITY (NCO) -------------------------------------------------------------------------- Year Ended 8/31: 2005 16.14 15.61 15.00 9.19 2004 15.67 14.45 10.63 12.86 2003 14.77 13.95 (2.45) 2.73 2002 15.26 15.22 (.26) 6.51 2001 15.32 16.30 8.65 9.51 ========================================================================== 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: 2005 $260,782 .63% 4.54% .63% 4.54% 4% 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 CALIFORNIA PERFORMANCE PLUS (NCP) ---------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2005 204,692 1.23 6.22 1.22 6.23 5 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 CALIFORNIA OPPORTUNITY (NCO) ---------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2005 131,587 1.25 6.42 1.25 6.43 7 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 ============================================================================================================================ 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: 2005 $ N/A $ N/A $ N/A 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 CALIFORNIA PERFORMANCE PLUS (NCP) --------------------------------------------------------------------- Year Ended 8/31: 2005 106,000 25,000 73,276 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 CALIFORNIA OPPORTUNITY (NCO) --------------------------------------------------------------------- Year Ended 8/31: 2005 68,000 25,000 73,377 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 ===================================================================== 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, 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. 58-59 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 Investment Capital Investment Capital Common Net Income to Gains to Income to Gains to Share Net Realized/ Preferred Preferred Common Common Net Asset Investment Unrealized Share- Share- Share- Share- Value Income Gain (Loss) holders+ holders+ Total holders holders Total ------------------------------------------------------------------------------------------------------------------------------------ CALIFORNIA INVESTMENT QUALITY (NQC) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2005 $15.65 $ .98 $ .40 $(.13) $(.01) $1.24 $ (.92) $(.11) $(1.03) 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) CALIFORNIA SELECT QUALITY (NVC) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2005 15.63 1.02 .53 (.13) (.01) 1.41 (.96) (.10) (1.06) 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) CALIFORNIA QUALITY INCOME (NUC) ------------------------------------------------------------------------------------------------------------------------------------ Year Ended 8/31: 2005 15.49 1.04 .69 (.13) (.01) 1.59 (.97) (.08) (1.05) 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) ==================================================================================================================================== Total Returns -------------------- Based on Ending Common Common Based Share Share Ending on Net Net Asset Market Market Asset Value Value Value* Value* ------------------------------------------------------------------------- CALIFORNIA INVESTMENT QUALITY (NQC) Year Ended 8/31: 2005 $15.86 $15.10 9.33% 8.18% 2004 15.65 14.80 8.94 11.11 2003 15.09 14.61 .29 1.60 2002 15.78 15.52 (.55) 6.28 2001 15.78 16.58 12.54 13.09 CALIFORNIA SELECT QUALITY (NVC) ------------------------------------------------------------------------- Year Ended 8/31: 2005 15.98 15.69 13.70 9.33 2004 15.63 14.81 12.38 11.97 2003 14.93 14.14 (2.78) 2.24 2002 15.53 15.51 2.79 6.61 2001 15.63 16.18 10.70 11.43 CALIFORNIA QUALITY INCOME (NUC) ------------------------------------------------------------------------- Year Ended 8/31: 2005 16.03 15.73 12.30 10.57 2004 15.49 15.00 9.67 11.76 2003 14.85 14.67 (2.38) .71 2002 15.84 16.14 4.15 4.79 2001 16.16 16.55 8.51 11.44 ========================================================================= 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: 2005 $215,446 1.21% 6.24% 1.20% 6.25% 5% 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 CALIFORNIA SELECT QUALITY (NVC) --------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2005 369,087 1.19 6.44 1.18 6.44 8 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 CALIFORNIA QUALITY INCOME (NUC) --------------------------------------------------------------------------------------------------------------------------------- Year Ended 8/31: 2005 352,752 1.20 6.62 1.20 6.63 6 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 ================================================================================================================================= 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: 2005 $112,000 $25,000 $73,091 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 CALIFORNIA SELECT QUALITY (NVC) --------------------------------------------------------------------------- Year Ended 8/31: 2005 192,000 25,000 73,058 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 CALIFORNIA QUALITY INCOME (NUC) --------------------------------------------------------------------------- Year Ended 8/31: 2005 185,000 25,000 72,669 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 =========================================================================== * 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, 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. 60-61 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 Fund is currently set at nine. 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 (since 1996) and Director of Nuveen Investments, 155 3/28/49 the Board Inc., Nuveen Investments, LLC, Nuveen Advisory Corp. and 333 W. Wacker Drive and Trustee Nuveen Institutional Advisory Corp.(3); Director (since 1996) Chicago, IL 60606 of Institutional Capital Corporation; Chairman and Director (since 1997) of Nuveen Asset Management; Chairman and Director of Rittenhouse Asset Management, Inc. (since 1999); 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. 155 8/22/40 333 W. Wacker Drive Chicago, IL 60606 ------------------------------------------------------------------------------------------------------------------------------------ Lawrence H. Brown Board member 1993 Retired (since 1989) as Senior Vice President of The 155 7/29/34 Northern Trust Company; Director (since 2002) Community 333 W. Wacker Drive Advisory Board for Highland Park and Highwood, United Chicago, IL 60606 Way of the North Shore. ------------------------------------------------------------------------------------------------------------------------------------ Jack B. Evans Board member 1999 President, The Hall-Perrine Foundation, a private philanthropic 155 10/22/48 corporation (since 1996); Director and Vice Chairman, United 333 W. Wacker Drive Fire Group, a publicly held company; Adjunct Faculty Member, Chicago, IL 60606 University of Iowa; Director, Gazette Companies; Life Trustee of Coe College; Director, Iowa College Foundation; formerly, Director, Alliant Energy; formerly, Director, Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer, SCI Financial Group, Inc., a regional financial services firm. ------------------------------------------------------------------------------------------------------------------------------------ William C. Hunter Board member 2004 Dean and Distinguished Professor of Finance, School of 155 3/6/48 Business at the University of Connecticut (since 2002); 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 (since 1997), Credit Research Center at Georgetown University; Director (since 2004) of Xerox Corporation. ------------------------------------------------------------------------------------------------------------------------------------ David J. Kundert Board member 2005 Retired (since 2004) as Chairman, JPMorgan Fleming Asset 153 10/28/42 Management, President and CEO, Banc One Investment 333 W. Wacker Drive Advisors Corporation, and President, One Group Mutual Chicago, IL 60606 Funds; prior thereto, Executive Vice President, Banc One Corporation and Chairman and CEO, Banc One Investment Management Group; Board of Regents, Luther College; currently a member of the American and Wisconsin Bar Associations. 62 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 Chairman, formerly, Senior Partner and Chief Operating 155 9/24/44 Officer (retired, December 2004), Miller-Valentine Partners 333 W. Wacker Drive Ltd., a real estate investment company; formerly, Vice Chicago, IL 60606 President, Miller-Valentine Realty, a construction company; Chair of the Finance Committee and member of the Audit Committee of Premier Health Partners, the not-for-profit company of Miami Valley Hospital; President, Dayton Philharmonic Orchestra Association; Board Member, Regional Leaders Forum, which promotes cooperation on economic development issues; Director and Immediate Past Chair, Dayton 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 155 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 ------------------------------------------------------------------------------------------------------------------------------------ Eugene S. Sunshine Board member 2005 Senior Vice President for Business and Finance, 155 1/22/50 Northwestern University (since 1997); Director (since 2003), 333 W. Wacker Drive Chicago Board of Options Exchange; Director (since 2003), Chicago, IL 60606 National Mentor Holdings, a privately-held, national provider of home and community-based services; Chairman (since 1997), Board of Directors, Rubicon, a pure captive insurance company owned by Northwestern University; Director (since 1997), Evanston Chamber of Commerce and Evanston Inventure, a business development organization. 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(4) DURING PAST 5 YEARS OFFICER ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS OF THE FUND: ------------------------------------------------------------------------------------------------------------------------------------ Gifford R. Zimmerman Chief 1988 Managing Director (since 2002), Assistant Secretary and 155 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 (2002-2004), General Counsel (1998-2004) and Assistant Secretary, formerly, Vice President of Nuveen Advisory Corp. and Nuveen Institutional Advisory Corp.(3); Managing Director (since 2002) and Assistant Secretary and Associate General Counsel, formerly, Vice President (since 1997), of Nuveen Asset Management; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; Assistant Secretary of NWQ Investment Management Company, LLC. (since 2002); Vice President and Assistant Secretary of Nuveen Investments Advisers Inc. (since 2002); Managing Director, Associate General Counsel and Assistant Secretary of Rittenhouse Asset Management, Inc. (since 2003); Chartered Financial Analyst. 63 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(4) DURING PAST 5 YEARS OFFICER ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS OF THE FUNDS (CONTINUED): ------------------------------------------------------------------------------------------------------------------------------------ Julia L. Antonatos Vice President 2004 Managing Director (since 2005), formerly Vice President 155 9/22/63 (since 2002); formerly, Assistant Vice President (since 2000) 333 W. Wacker Drive of Nuveen Investments, LLC; Chartered Financial Analyst. Chicago, IL 60606 ------------------------------------------------------------------------------------------------------------------------------------ Michael T. Atkinson Vice President 2000 Vice President (since 2002), formerly, Assistant Vice 155 2/3/66 and Assistant President (since 2000) of Nuveen Investments, LLC. 333 W. Wacker Drive Secretary Chicago, IL 60606 ------------------------------------------------------------------------------------------------------------------------------------ Peter H. D'Arrigo Vice President 1999 Vice President of Nuveen Investments, LLC (since 1999); Vice 155 11/28/67 and Treasurer President and Treasurer (since 1999) of Nuveen Investments, 333 W. Wacker Drive Inc.; Vice President and Treasurer (1999-2004) of Nuveen Chicago, IL 60606 Advisory Corp. and Nuveen Institutional Advisory Corp.(3); Vice President and Treasurer of Nuveen Asset Management (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 1998 Vice President (since 2002), Assistant Secretary and 155 9/24/64 and Secretary Assistant General Counsel (since 1998) formerly, Assistant 333 W. Wacker Drive Vice President (since 1998) of Nuveen Investments, LLC; Chicago, IL 60606 Vice President (2002-2004) and Assistant Secretary (1998-2004) formerly, Assistant Vice President of Nuveen Advisory Corp. and Nuveen Institutional Advisory Corp.(3); Vice President and Assistant Secretary (since 2005) of Nuveen Asset Management. ------------------------------------------------------------------------------------------------------------------------------------ Lorna C. Ferguson Vice President 1998 Managing Director (since 2004), formerly, Vice President of 155 10/24/45 Nuveen Investments, LLC, Managing Director (2004) formerly, 333 W. Wacker Drive Vice President (1998-2004) of Nuveen Advisory Corp. and Chicago, IL 60606 Nuveen Institutional Advisory Corp.(3); Managing Director (since 2005) of Nuveen Asset Management. ------------------------------------------------------------------------------------------------------------------------------------ William M. Fitzgerald Vice President 1995 Managing Director (since 2002), formerly, Vice President of 155 3/2/64 Nuveen Investments; Managing Director (1997-2004) of 333 W. Wacker Drive Nuveen Advisory Corp. and Nuveen Institutional Advisory Chicago, IL 60606 Corp.(3); Managing Director of Nuveen Asset Management (since 2001); Vice President of Nuveen Investments Advisers Inc. (since 2002); Chartered Financial Analyst. ------------------------------------------------------------------------------------------------------------------------------------ Stephen D. Foy Vice President 1998 Vice President (since 1993) and Funds Controller (since 1998) 155 5/31/54 and Controller of Nuveen Investments, LLC; formerly, Vice President and 333 W. Wacker Drive Funds Controller (1998-2004) of Nuveen Investments, Inc.; Chicago, IL 60606 Certified Public Accountant. ------------------------------------------------------------------------------------------------------------------------------------ James D. Grassi Vice President 2004 Vice President and Deputy Director of Compliance (since 2004) 155 4/13/56 and Chief of Nuveen Investments, LLC, Nuveen Investments Advisers Inc., 333 W. Wacker Drive Compliance Nuveen Asset Management and Rittenhouse Asset Management, Chicago, IL 60606 Officer Inc.; previously, Vice President and Deputy Director of Compliance (2004) of Nuveen Advisory Corp. and Nuveen Institutional Advisory Corp.(3); formerly, Senior Attorney (1994-2004), The Northern Trust Company. 64 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(4) DURING PAST 5 YEARS OFFICER ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS OF THE FUNDS (CONTINUED): ------------------------------------------------------------------------------------------------------------------------------------ David J. Lamb Vice President 2000 Vice President (since 2000) of Nuveen Investments, 155 3/22/63 LLC; Certified Public Accountant. 333 W. Wacker Drive Chicago, IL 60606 ------------------------------------------------------------------------------------------------------------------------------------ Tina M. Lazar Vice President 2002 Vice President of Nuveen Investments, LLC (since 1999). 155 8/27/61 333 W. Wacker Drive Chicago, IL 60606 ------------------------------------------------------------------------------------------------------------------------------------ Larry W. Martin Vice President 1988 Vice President, Assistant Secretary and Assistant General 155 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.(3); Vice President (since 2005) and Assistant Secretary of Nuveen Investments, Inc.; Vice President (since 2005) and Assistant Secretary (since 1997) of Nuveen Asset Management; Vice President (since 2000), Assistant Secretary and Assistant General Counsel (since 1998) of Rittenhouse Asset Management, Inc.; Vice President and Assistant Secretary of Nuveen Investments Advisers Inc. (since 2002); Assistant Secretary of NWQ Investment Management Company, LLC (since 2002). (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) Nuveen Advisory Corp. and Nuveen Institutional Advisory Corp. were reorganized into Nuveen Asset Management, effective January 1, 2005. (4) 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. 65 ANNUAL INVESTMENT MANAGEMENT AGREEMENT APPROVAL PROCESS At a meeting held on May 10-12, 2005, the Board of Trustees of the Funds, including the independent Trustees, unanimously approved the Investment Management Agreement between each Fund and NAM. THE APPROVAL PROCESS To assist the Board in its evaluation of an advisory contract with NAM, the independent Trustees received a report in adequate time in advance of their meeting which outlined, among other things, the services provided by NAM; the organization of NAM, including the responsibilities of various departments and key personnel; the Fund's past performance as well as the Fund's performance compared to funds of similar investment objectives compiled by an independent third party (a "Peer Group") and if available, with recognized or, in certain cases, customized benchmarks; the profitability of NAM and certain industry profitability analyses for advisers to unaffiliated investment companies; the expenses of NAM in providing the various services; the management fees of NAM, including comparisons of such fees with the management fees of comparable funds in its Peer Group as well as comparisons of NAM's management fees with the fees NAM assesses to other types of investment products or accounts, if any; the soft dollar practices of NAM; and the expenses of each Fund, including comparisons of the Fund's expense ratios (after any fee waivers) with the expense ratios of its Peer Group. This information supplements that received by the Board throughout the year regarding Fund performance, expense ratios, portfolio composition, trade execution and sales activity. In addition to the foregoing materials, independent legal counsel to the independent Trustees provided, in advance of the meeting, a legal memorandum outlining, among other things, the duties of the Trustees under the 1940 Act as well as the general principles of relevant state law in reviewing and approving advisory contracts; the requirements of the 1940 Act in such matters; an adviser's fiduciary duty with respect to advisory agreements and compensation; the standards used by courts in determining whether investment company boards of directors have fulfilled their duties and factors to be considered by the board in voting on advisory agreements. At the Board meeting, NAM made a presentation to and responded to questions from the Board. After the presentations and after reviewing the written materials, the independent Trustees met privately with their legal counsel to review the Board's duties in reviewing advisory contracts and consider the renewal of the advisory contract. It is with this background that the Trustees considered each Investment Management Agreement with NAM. The independent Trustees, in consultation with independent counsel, reviewed the factors set out in judicial decisions and SEC directives relating to the renewal of advisory contracts. As outlined in more detail below, the Trustees considered all factors they believed relevant with respect to each Fund, including the following: (a) the nature, extent and quality of the services to be provided by NAM; (b) the investment performance of the Fund and NAM; (c) the costs of the services to be provided and profits to be realized by NAM and its affiliates from the relationship with the Fund; (d) the extent to which economies of scale would be realized as the Fund grows; and (e) whether fee levels reflect these economies of scale for the benefit of Fund investors. A. NATURE, EXTENT AND QUALITY OF SERVICES In evaluating the nature, extent and quality of NAM's services, the Trustees reviewed information concerning the types of services that NAM or its affiliates provide and are expected to provide to the Nuveen Funds; narrative and statistical information concerning the Fund's performance record and how such performance compares to the Fund's Peer Group and, if available, recognized benchmarks or, in certain cases, customized benchmarks (as described in further detail in Section B below); information describing NAM's organization and its various departments, the experience and responsibilities of key personnel, and available resources. In the discussion of key personnel, the Trustees received materials regarding the changes or additions in personnel of NAM. The Trustees further noted the willingness of the personnel of NAM to engage in open, candid discussions with the Board. The Trustees further considered the quality of NAM's investment process in making portfolio management decisions, including any refinements or improvements to the portfolio management processes, enhancements to technology and systems that are available to portfolio managers, and any additions of new personnel which may strengthen or expand the research and investment capabilities of NAM. In their review of advisory contracts for the fixed income funds, such as the Funds, the Trustees also noted that Nuveen won the Lipper Award for Best Fund Family: Fixed Income-Large Asset Class, for 2004. Given the Trustees' experience with the Funds, other Nuveen funds and NAM, the Trustees noted that they were familiar with and continue to have a good understanding of the organization, operations and personnel of NAM. In addition to advisory services, the independent Trustees considered the quality of the administrative or non-advisory services provided. In this regard, NAM provides the Fund with such administrative and other services (exclusive of, and in addition to, any such services provided by others for the Funds) and officers and other personnel as are necessary for the operations of the respective Fund. In addition to investment management services, NAM and its affiliates provide each Fund with a wide range of services, including: 66 preparing shareholder reports; providing daily accounting; providing quarterly financial statements; overseeing and coordinating the activities of other service providers; administering and organizing Board meetings and preparing the Board materials for such meetings; providing legal support (such as helping to prepare registration statements, amendments thereto and proxy statements and responding to regulatory inquiries); and performing other Fund administrative tasks necessary for the operation of the respective Fund (such as tax reporting and fulfilling regulatory filing requirements). In addition, in evaluating the administrative services, the Trustees considered, in particular, NAM's policies and procedures for assuring compliance with applicable laws and regulations in light of the new SEC regulations governing compliance. The Trustees noted NAM's focus on compliance and its compliance systems. In their review, the Trustees considered, among other things, the additions of experienced personnel to NAM's compliance group and modifications and other enhancements to NAM's computer systems. In addition to the foregoing, the Trustees also noted that NAM outsources certain services that cannot be replicated without significant costs or at the same level of expertise. Such outsourcing has been a beneficial and efficient use of resources by keeping expenses low while obtaining quality services. In addition to the above, in reviewing the variety of additional services that NAM or its affiliates must provide to closed-end funds, such as the Funds, the independent Trustees determined that Nuveen's commitment to supporting the secondary market for the common shares of its closed-end funds is particularly noteworthy. In this regard, the Trustees noted Nuveen's efforts to sponsor numerous forums for analysts and specialists regarding the various Nuveen closed-end funds, its creation of a new senior position dedicated to providing secondary market support services and enhancing communications with investors and analysts, and its advertising and media relations efforts designed to raise investor and analyst awareness of the closed-end funds. With respect to services provided to municipal funds, such as the Funds, the Trustees also noted, among other things, the enhancements NAM implemented to its municipal portfolio management processes (e.g., the increased use of benchmarks to guide and assess the performance of its portfolio managers); the implementation of a risk management program; and the various initiatives being undertaken to enhance or modify NAM's computer systems as necessary to support the innovations of the municipal investment team (such as, the ability to assess certain historical data in order to create customized benchmarks, perform attribution analysis and facilitate the use of derivatives as hedging instruments). With respect to certain of the Funds with a less seasoned portfolio, the Trustees also noted the hedging program implemented for such Funds and the team responsible for developing, implementing and monitoring the hedging procedures. The hedging program was designed to help maintain the applicable Fund's duration within certain benchmarks. Based on their review, the Trustees found that, overall, the nature, extent and quality of services provided (and expected to be provided) to the Funds under the Investment Management Agreements were of a high level and were quite satisfactory. B. THE INVESTMENT PERFORMANCE OF THE FUND AND ADVISER As previously noted, the Board received a myriad of performance information regarding each Fund and its Peer Group, if available. Among other things, the Board received materials reflecting a Fund's historic performance, the Fund's performance compared to its Peer Group and, if available, its performance compared to recognized and, in certain cases, customized benchmarks. Further, in evaluating the performance information, in certain limited instances, the Trustees noted that the closest Peer Group for a Fund still would not adequately reflect such Fund's investment objectives and strategies, thereby limiting the usefulness of the comparisons of such Fund's performance with that of the Peer Group. For state municipal funds, such as the Funds, the performance data included, among other things, the respective Fund's performance relative to its peers. More specifically, a Fund's one-, three- and five-year total returns (as available) for the periods ending December 31, 2004 were evaluated relative to the unaffiliated funds in its respective Peer Group (including the returns of individual peers as well as the Peer Group average) as well as additional performance information with respect to all the funds in the Peer Group, subject to the following. Certain state municipal Funds do not have a corresponding Peer Group in which case their performance is measured against a state-specific municipal index compiled by an independent third party. Such indices measure bond performance rather than fund performance. The closed-end Funds that utilize such indices are from Connecticut, Georgia, Maryland, Missouri, North Carolina, Texas and Virginia. Based on their review, the Trustees determined that each Fund's absolute and relative investment performance over time had been satisfactory. C. FEES, EXPENSES AND PROFITABILITY 1. FEES AND EXPENSES In evaluating the management fees and expenses that a Fund is expected to bear, the Trustees considered the Fund's current management fee structure and the Fund's expected expense ratios in absolute terms as well as compared with the fees and expense ratios of the unaffiliated funds in its Peer Group. The Trustees reviewed the financial information of NAM, including its respective revenues, expenses and profitability. In reviewing fees, the Trustees, among other things, reviewed comparisons of the Fund's gross management fees (fees after fund-level and complex-wide level breakpoints but before reimbursements and fee waivers), net management fees (after breakpoints and reimbursements and fee waivers) and total expense ratios (before and after waivers) with those of the unaffiliated funds in the Peer Group and peer averages. In this regard, the Trustees noted that the relative ranking of the Nuveen Funds on fees and expenses was aided by the significant level of fee reductions provided by the fund-level and complex-wide breakpoint schedules, and the fee waivers and reimbursements provided by Nuveen for certain Funds launched since 1999. The complex-wide breakpoint schedule was instituted in 2004 and is described in further detail below in Section D entitled "Economies of Scale and Whether Fee Levels Reflect these Economies of Scale." In their review of the fee and expense information provided, including, in particular, the expense ratios of the unaffiliated funds in the respective Peer Group, the Trustees determined that each Fund's net total expense ratio was within an acceptable range compared to such peers. 67 ANNUAL INVESTMENT MANAGEMENT AGREEMENT APPROVAL PROCESS (continued) 2. COMPARISONS WITH THE FEES OF OTHER CLIENTS The Trustees further compared the fees of NAM to the fees NAM assessed for other types of clients investing in municipal funds (such as municipal managed accounts). With respect to such separately managed accounts, the advisory fees for such accounts are generally lower than those charged to the comparable Fund. The Trustees noted, however, the additional services that are provided and the costs incurred by Nuveen in managing and operating registered investment companies, such as the Funds, compared to individually managed separate accounts. For instance, as described above, NAM and its affiliates provide numerous services to the Funds including, but not limited to, preparing shareholder reports; providing daily accounting; preparing quarterly financial statements; overseeing and coordinating the activities of other service providers; administering and organizing Board meetings and preparing the Board materials for such meetings; providing legal support; and administering all other aspects of the Fund's operations. Further, the Trustees noted the increased compliance requirements for funds in light of new SEC regulations and other legislation. These services are generally not required to the same extent, if at all, for separate accounts. In addition to the differences in services, the Trustees also considered, among other things, the differences in product distribution, investment policies, investor profiles and account sizes. Accordingly, the Trustees believe that the nature and number of services provided to operate a Fund merit the higher fees than those to separate managed accounts. 3. PROFITABILITY OF ADVISER In conjunction with its review of fees, the Trustees also considered NAM's profitability. The Trustees reviewed NAM's revenues, expenses and profitability margins (on both a pre-tax and after-tax basis). In reviewing profitability, the Trustees recognized that one of the most difficult issues in determining profitability is establishing a method of allocating expenses. Accordingly, the Trustees reviewed NAM's assumptions and methodology of allocating expenses. In this regard, the methods of allocation used appeared reasonable but the Board noted the inherent limitations in allocating costs among various advisory products. The Trustees also recognized that individual fund or product line profitability of other advisers is generally not publicly available. Further, profitability may be affected by numerous factors including the types of funds managed, expense allocations, business mix, etc. and therefore comparability of profitability is somewhat limited. Nevertheless, to the extent available, the Trustees considered NAM's profit margin compared to the profitability of various publicly-traded investment management companies and/or investment management companies that publicly disclose some or all of their financial results compiled by three independent third-party service providers. The Trustees also reviewed the revenues, expenses and profit margins of various unaffiliated advisory firms with similar amounts of assets under management for the last year prepared by NAM. Based on their review, the Trustees were satisfied that NAM's level of profitability from its relationship with each Fund was reasonable in light of the services provided. In evaluating the reasonableness of the compensation, the Trustees also considered any other revenues paid to NAM as well as any indirect benefits (such as soft dollar arrangements, if any) NAM and its affiliates are expected to receive that are directly attributable to their management of the Funds, if any. See Section E below for additional information. Based on their review of the overall fee arrangements of the applicable Fund, the Trustees determined that the advisory fees and expenses of the respective Fund were reasonable. D. ECONOMIES OF SCALE AND WHETHER FEE LEVELS REFLECT THESE ECONOMIES OF SCALE In reviewing the compensation, the Trustees have long understood the benefits of economies of scale as the assets of a fund grow and have sought to ensure that shareholders share in these benefits. One method for shareholders to share in economies of scale is to include breakpoints in the advisory fee schedules that reduce fees as fund assets grow. Accordingly, the Trustees received and reviewed the schedules of advisory fees for each Fund, including fund-level breakpoints thereto. In addition, after lengthy negotiations with management, the Board in May 2004 approved a complex-wide fee arrangement pursuant to which fees of the funds in the Nuveen complex, including the Funds, are reduced as the assets in the fund complex reach certain levels. The complex-wide fee arrangement was introduced on August 1, 2004 and the Trustees reviewed data regarding the reductions of fees for the Funds for the period of August 1, 2004 to December 31, 2004. In evaluating the complex-wide fee arrangement, the Trustees considered, among other things, the historic and expected fee savings to shareholders as assets grow, the amount of fee reductions at various asset levels, and that the arrangement would extend to all Funds in the Nuveen complex. The Trustees also considered the impact, if any, the complex-wide fee arrangement may have on the level of services provided. Based on their review, the Trustees concluded that the breakpoint schedule and complex-wide fee arrangement currently was acceptable and desirable in providing benefits from economies of scale to shareholders. 68 E. INDIRECT BENEFITS In evaluating fees, the Trustees also considered any indirect benefits or profits NAM or its affiliates may receive as a result of its relationship with each Fund. In this regard, the Trustees considered any benefits from soft dollar arrangements. The Trustees noted that although NAM manages a large amount of assets, it has very little, if any, brokerage to allocate. This is due to the fact that NAM typically manages the portfolios of the municipal funds in the Nuveen complex and municipal bonds generally trade on a principal basis. Accordingly, NAM does not currently have any soft dollar arrangements and does not pay excess brokerage commissions (or spreads on principal transactions) in order to receive research services. In addition to soft dollar arrangements, the Trustees also considered any other revenues, if any, received by NAM or its affiliates. With respect to Funds with outstanding preferred shares and new Funds, the Trustees considered revenues received by Nuveen for serving as agent for broker-dealers at its preferred trading desk and for acting as co-manager in the initial public offering of new closed-end exchange-traded funds. F. OTHER CONSIDERATIONS Nuveen, until recently, was a majority-owned subsidiary of St. Paul Travelers Companies, Inc. ("St. Paul"). As noted, St. Paul earlier this year announced its intention to divest its equity stake in Nuveen. Nuveen is the parent of NAM. Pursuant to a series of transactions, St. Paul had begun to reduce its interest in Nuveen which would ultimately result in a change of control of Nuveen and therefore NAM. As mandated by the 1940 Act, such a change in control would result in an assignment of the advisory agreement with NAM and the automatic termination of such agreement. Accordingly, the Board also considered for each Fund the approval of a New Investment Management Agreement with each Fund in light of, and which would take effect upon, the anticipated change of control. More specifically, the Board considered for each Fund a New Investment Management Agreement on substantially identical terms to the existing Investment Management Agreement, to take effect after the change of control has occurred and the contract has been approved by Fund shareholders. In its review, the Board considered whether the various transactions necessary to divest St. Paul's interest will have an impact on the various factors they considered in approving NAM, such as the scope and quality of services to be provided following the change of control. In reviewing the St. Paul transactions, the Board considered, among other things, the impact, if any, on the operations and organizational structure of NAM; the possible benefits and costs of the transactions to the respective Fund; the potential implications of any arrangements used by Nuveen to finance certain of the transactions; the ability of NAM to perform its duties after the transactions; whether a Fund's fee structure or expense ratio would change; any changes to the current practices of the respective Fund; any changes to the terms of the advisory agreement; and any anticipated changes to the operations of NAM. Based on its review, the Board determined that St. Paul's divestiture would not affect the nature and quality of services provided by NAM, the terms of the Investment Management Agreement, including the fees thereunder, and would not materially affect the organization or operations of NAM. Accordingly, the Board determined that their analysis of the various factors regarding their approval of NAM would continue to apply after the change of control. G. APPROVAL The Trustees did not identify any single factor discussed previously as all-important or controlling. The Trustees, including a majority of independent Trustees, concluded that the terms of the Investment Management Agreements were fair and reasonable, that the respective Fund Adviser's fees are reasonable in light of the services provided to each Fund, that the renewal of the NAM Investment Management Agreements should be approved, and that the new, post-change of control NAM Investment Management Agreements be approved and recommended to shareholders. 69 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 dividends and distributions awaiting reinvestment. Because the market price of the shares 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. CALL TODAY TO START REINVESTING DIVIDENDS AND/OR DISTRIBUTIONS 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. 70 Other Useful INFORMATION In April, 2005, The St. Paul Travelers Companies, Inc. ("St. Paul Travelers") sold the majority of its controlling equity interest in Nuveen Investments, Inc. ("Nuveen") to the general public. Nuveen is the parent of Nuveen Asset Management ("NAM"), which is each Fund's investment manager. This sale was deemed to be an "assignment" of the investment management agreement between each Fund and NAM and, if applicable, of the sub-advisory agreement between NAM and the Fund's sub-adviser. As required by law, the shareholders of each Fund were asked to approve a new investment management agreement and, if applicable, a new subadvisory agreement that reflected this change in ownership. The shareholders of each Fund voted this approval at a Shareholders' Meeting on July 26. 2005. There were no changes to the investment objectives or management of any Fund as a result of these actions. QUARTERLY PORTFOLIO OF INVESTMENTS AND PROXY VOTING INFORMATION Each Fund's (i) quarterly portfolio of investments, (ii) information regarding how the Funds voted proxies relating to portfolio securities held during the 12-month period ended June 30, 2005, and (iii) a description of the policies and procedures that the Funds used to determine how to vote proxies relating to portfolio securities are available without charge, upon request, by calling Nuveen Investments toll-free at (800) 257-8787 or on Nuveen's website 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. CEO CERTIFICATION DISCLOSURE Each Fund's Chief Executive Officer has submitted to the New York Stock Exchange the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual. Each Fund has filed with the Securities and Exchange Commission the certification of its Chief Executive Officer and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act. 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 expected period over which a bond's principal and interest will be paid, and consequently is a measure of the sensitivity of a bond's or bond Fund's value to changes when market interest rates change. Generally, the longer a bond's 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. MODIFIED DURATION: Duration is a measure of the expected period over which a bond's principal and interest will be paid and consequently is a measure of the sensitivity of a bond's or bond Fund's value to changes when market interest rates change. Generally, the longer a bond's or Fund's duration, the more the price of the bond or Fund will change as interest rates change. 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 David J. Kundert William J. Schneider Timothy R. Schwertfeger Judith M. Stockdale Eugene S. Sunshine FUND MANAGER Nuveen Asset Management 333 West Wacker Drive Chicago, IL 60606 CUSTODIAN State Street Bank & Trust Boston, MA TRANSFER AGENT AND SHAREHOLDER SERVICES State Street Bank & Trust Nuveen Funds P.O. Box 43071 Providence, RI 02940-3071 (800) 257-8787 LEGAL COUNSEL Chapman and Cutler LLP Chicago, IL INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Ernst & Young LLP Chicago, IL Each Fund intends to repurchase shares of its own common or preferred stock in the future at such times and in such amounts as is deemed advisable. No shares were repurchased during the period covered by this report. Any future repurchases will be reported to shareholders in the next annual or semiannual report. 71 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 more than $120 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 fixed-income 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, talk to your financial advisor, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Be sure to obtain a prospectus, where applicable. Investors should consider the investment objective and policies, risk considerations, charges and expenses of the Fund carefully before investing. The prospectus contains this and other information relevant to an investment in the Fund. For a prospectus, please contact your securities representative or Nuveen Investments, 333 W. Wacker Dr., Chicago, IL 60606. Please read the prospectus carefully before you invest or send money. o Share prices o Fund details Learn more o Daily financial news about Nuveen Funds at o Investor education WWW.NUVEEN.COM/ETF o Interactive planning tools Logo: NUVEEN Investments EAN-A-0805D 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. There were no amendments to or waivers from the Code during the period covered by this report. The registrant has posted the code of ethics on its website at www.nuveen.com/etf. (To view the code, click on the Investor Resources drop down menu box, click on Fund Governance and then click on Code of Conduct.) ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The registrant's Board of Directors or Trustees determined that the registrant has at least one "audit committee financial expert" (as defined in Item 3 of Form N-CSR) serving on its Audit Committee. The registrant's audit committee financial expert is Jack B. Evans, Chairman of the Audit Committee, who is "independent" for purposes of Item 3 of Form N-CSR. Mr. Evans was formerly President and Chief Operating Officer of SCI Financial Group, Inc., a full service registered broker-dealer and registered investment adviser ("SCI"). As part of his role as President and Chief Operating Officer, Mr. Evans actively supervised the Chief Financial Officer (the "CFO") and actively supervised the CFO's preparation of financial statements and other filings with various regulatory authorities. In such capacity, Mr. Evans was actively involved in the preparation of SCI's financial statements and the resolution of issues raised in connection therewith. Mr. Evans has also served on the audit committee of various reporting companies. At such companies, Mr. Evans was involved in the oversight of audits, audit plans, and the preparation of financial statements. Mr. Evans also formerly chaired the audit committee of the Federal Reserve Bank of Chicago. 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 to its accountant during the fiscal year in which the services are provided; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee's attention, and the Committee (or its delegate) approves the services before the audit is completed. The Audit Committee has delegated certain pre-approval responsibilities to its Chairman (or, in his absence, any other member of the Audit Committee). SERVICES THAT THE FUND'S AUDITOR BILLED TO THE FUND AUDIT FEES BILLED AUDIT-RELATED FEES TAX FEES ALL OTHER FEES FISCAL YEAR ENDED TO FUND BILLED TO FUND BILLED TO FUND BILLED TO FUND ------------------------------------------------------------------------------------------------------------------------------------ August 31, 2005 $ 11,682 $ 0 $ 429 $ 0 ------------------------------------------------------------------------------------------------------------------------------------ Percentage approved 0% 0% 0% pursuant to pre-approval exception ------------------------------------------------------------------------------------------------------------------------------------ August 31, 2004 $ 11,096 $ 0 $ 405 $ 0 ------------------------------------------------------------------------------------------------------------------------------------ Percentage approved 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 Asset Management ("NAM" or the "Adviser"), and any entity controlling, controlled by or under common control with NAM ("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 tables also show 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, 2005 $ 0 $ 282,575 $ 0 --------------------------------------------------------------------------------------------------------------------- Percentage approved 0% 0% 0% pursuant to pre-approval exception --------------------------------------------------------------------------------------------------------------------- August 31, 2004 $ 0 $ 0 $ 0 --------------------------------------------------------------------------------------------------------------------- Percentage approved 0% 0% 0% pursuant to pre-approval exception --------------------------------------------------------------------------------------------------------------------- The above "Tax Fees" are primarily fees billed to the Adviser for Fund tax return preparation. 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 Service 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's 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, 2005 $ 429 $ 282,575 $ 0 $ 283,004 August 31, 2004 $ 405 $ 0 $ 0 $ 405 The above "Non-Audit Fees billed to Adviser" for 2005 include "Tax-Fees" billed to Adviser in the amount of $282,575 from previous table. Audit Committee Pre-Approval Policies and Procedures. Generally, the audit committee must approve (i) all non-audit services to be performed for the Fund by the Fund's independent accountants and (ii) all audit and non-audit services to be performed by the Fund's independent accountants for the Affiliated Fund Service Providers with respect to operations and financial reporting of the Fund. Regarding tax and research projects conducted by the independent accountants for the Fund and Affiliated Fund Service Providers (with respect to operations and financial reports of the Fund) such engagements will be (i) pre-approved by the audit committee if they are expected to be for amounts greater than $10,000; (ii) reported to the audit committee chairman for his verbal approval prior to engagement if they are expected to be for amounts under $10,000 but greater than $5,000; and (iii) reported to the audit committee at the next audit committee meeting if they are expected to be for an amount under $5,000. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. The registrant's Board of Directors or Trustees has a separately designated audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78c(a)(58)(A)). The members of the audit committee are Robert P. Bremner, Lawrence H. Brown, Jack B. Evans, William J. Schneider and Eugene S. Sunshine. ITEM 6. SCHEDULE OF INVESTMENTS. See Portfolio of Investments 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. There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant's Board implemented after the registrant last provided disclosure in response to this Item. 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 second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 12. EXHIBITS. File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated. (a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable because the code is posted on registrant's website at www.nuveen.com/etf and there were no amendments during the period covered by this report. (To view the code, click on the Investor Resources drop down menu box, click on Fund Governance and then Code of Conduct.) (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 8, 2005 ------------------------------------------------------------------- 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 8, 2005 ------------------------------------------------------------------- By (Signature and Title)* /s/ Stephen D. Foy ---------------------------------------------- Stephen D. Foy Vice President and Controller (principal financial officer) Date: November 8, 2005 ------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature.