nvx.htm

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 811-10197

Nuveen California Dividend Advantage Municipal Fund 2
(Exact name of registrant as specified in charter)

Nuveen Investments
333 West Wacker Drive
Chicago, IL 60606
(Address of principal executive offices) (Zip code)

Kevin J. McCarthy
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: February 28

Date of reporting period: February 28, 2013

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.
 
 

 
 

 
 
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Table of Contents

Chairman’s Letter to Shareholders
4
   
Portfolio Manager’s Comments
5
   
Fund Leverage
13
   
Common Share Information
15
   
Risk Considerations
17
   
Performance Overview & Holding Summaries
18
   
Shareholder Meeting Report
23
   
Report of Independent Registered Public Accounting Firm
25
   
Portfolios of Investments
26
   
Statement of Assets and Liabilities
64
   
Statement of Operations
65
   
Statement of Changes in Net Assets
66
   
Statement of Cash Flows
68
   
Financial Highlights
70
   
Notes to Financial Statements
79
   
Board Members & Officers
94
   
Reinvest Automatically, Easily and Conveniently
99
   
Glossary of Terms Used in this Report
101
   
Additional Fund Information
103

 
 

 
 
Chairman’s
Letter to Shareholders
 
 
Dear Shareholders,
 
Despite the global economy’s ability to muddle through the many economic headwinds of recent years, investors continue to have good reason to remain cautious. The European Central Bank’s commitment to “do what it takes” to support sovereign debt markets has stabilized the broader euro area financial markets. The larger member states of the European Union (EU) are working diligently to strengthen the framework for a tighter financial and banking union and meaningful progress has been made by agreeing to centralize large bank regulation under the European Central Bank. However, economic conditions in the southern tier members are not improving and the pressures on their political leadership remain intense. The jury is out on whether the respective populations will support the continuing austerity measures that are required to meet the EU fiscal targets.
 
In the U.S., the Fed’s commitment to low interest rates through Quantitative Easing is the subject of increasing debate in its policy making deliberations and many independent economists are expressing concern about the economic distortions resulting from negative real interest rates. There are encouraging signs in Congress that both political parties are working toward compromises on previously irreconcilable social issues. It is too early to tell whether those efforts will produce meaningful results or pave the way for cooperation on the major fiscal issues that potentially loom ahead. Over the longer term, there are some positive trends for the U.S. economy: house prices are clearly recovering, banks and corporations continue to strengthen their financial positions and incentives for capital investment in the U.S. by domestic and foreign corporations are increasing due to more competitive energy and labor costs.
 
During the last eighteen months, U.S. investors have benefited from strong returns in the domestic equity markets and steady total returns in many fixed income markets. However, many macroeconomic risks remain unresolved, including negotiating through the many U.S. fiscal issues, managing the risks of another year of abnormally low U.S. interest rates, achieving a better balance between fiscal discipline and encouraging economic growth in the euro area and reducing the potential economic impact of geopolitical issues, particularly in the Middle East and East Asia. In the face of these uncertainties, the experienced investment professionals at Nuveen Investments seek out investments in companies that are enjoying positive economic conditions. At the same time they are always on the alert for risks in markets subject to excessive optimism. Monitoring this process is a critical function for the Fund Board as it oversees your Nuveen Fund on your behalf.
 
As always, I encourage you to communicate with your financial consultant if you have any questions about your investment in a Nuveen Fund. On behalf of the other members of your Fund Board, we look forward to continuing to earn your trust in the months and years ahead.
 
Sincerely,
 
 
Robert P. Bremner
Chairman of the Board
April 22, 2013

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Portfolio Manager’s Comments
 
Nuveen California Premium Income Municipal Fund (NCU)
Nuveen California Dividend Advantage Municipal Fund (NAC)
Nuveen California Dividend Advantage Municipal Fund 2 (NVX)
Nuveen California Dividend Advantage Municipal Fund 3 (NZH)
Nuveen California AMT-Free Municipal Income Fund (NKX)
(formerly Nuveen Insured California Tax-Free Advantage Municipal Fund)
 
Portfolio manager Scott Romans reviews economic and municipal market conditions at both the national and state levels, key investment strategies and the twelve-month performance of these Nuveen California Municipal Funds. Scott, who joined Nuveen in 2000, has managed NCU, NAC, NVX, NZH and NKX since 2003.
 
REORGANIZATIONS
 
Effective on May 7, 2012, the following Acquired Funds were merged into the Acquiring Fund.
 
 
Acquired Funds
Acquiring Fund
Nuveen Insured California Premium
 
 
Income Municipal Fund, Inc. (NPC)
 
Nuveen Insured California Premium
Nuveen California AMT-Free
 
Income Municipal Fund 2, Inc. (NCL)
Municipal Income Fund (NKX)
Nuveen Insured California Dividend
 
 
Advantage Municipal Fund (NKL)
 
 
Upon the closing of the reorganizations, the Acquired Funds transfered their assets to the Acquiring Fund in exchange for common and preferred shares of the Acquiring Fund, and the assumption by the Acquiring Fund of the liabilities of the Acquired Funds.
 
The Acquired Funds were then liquidated, dissolved and terminated in accordance with their Declaration of Trust.
 
What factors affected the U.S. economic and municipal market environments during the twelve-month reporting period ended February 28, 2013?
 
During this reporting period, the U.S. economy’s progress toward recovery from recession continued at a moderate pace. The Federal Reserve (Fed) maintained its efforts to improve the overall economic environment by holding the benchmark fed funds rate at the record low level of zero to 0.25% that it established in December 2008. At its March 2013 meeting (following the end of this reporting period), the central bank stated it expected that its “highly accommodative stance of monetary
 
Certain statements in this report are forward-looking statements. Discussions of specific investments are for illustration only and are not intended as recommendations of individual investments. The forward-looking statements and other views expressed herein are those of the portfolio manager as of the date of this report. Actual future results or occurrences may differ significantly from those anticipated in any forward-looking statements, and the views expressed herein are subject to change at any time, due to numerous market and other factors. The Funds disclaim any obligation to update publicly or revise any forward-looking statements or views expressed herein.
 
Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.

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policy” would keep the fed funds rate in “this exceptionally low range” as long as the unemployment rate remained above 6.5% and the outlook for inflation was no higher than 2.5%. The Fed also decided to continue purchasing $40 billion of mortgage-backed securities and $45 billion of longer-term Treasury securities each month in an open-ended effort to bolster growth. Taken together, the goals of these actions are to put downward pressure on longer-term interest rates, make broader financial conditions more accommodative and support a stronger economic recovery as well as continued progress toward the Fed’s mandates of maximum employment and price stability.
 
In the fourth quarter of 2012, the U.S. economy, as measured by the U.S. gross domestic product (GDP), grew at an annualized rate of 0.4%, bringing GDP growth for the calendar year 2012 to 2.2%, compared with 1.8% in 2011. The Consumer Price Index (CPI) rose 2.0% year-over-year as of February 2013, while the core CPI (which excludes food and energy) increased 2.0% during the period, staying within the Fed’s unofficial objective of 2.0% or lower for this inflation measure. Labor market conditions continued to show signs of improvement. As of February 2013, the national unemployment rate was 7.7%, the lowest level since December 2008, down from 8.3% in February 2012. The housing market, long a major weak spot in the economic recovery, also delivered some good news, as the average home price in the S&P/Case-Shiller Index of 20 major metropolitan areas rose 8.1% for the twelve months ended January 2013 (most recent data available at the time this report was prepared). This marked the largest twelve-month percentage gain for the index since the pre-recession summer of 2006, although housing prices continued to be off approximately 30% from their mid-2006 peak.
 
During this period, the outlook for the U.S. economy continued to be clouded by uncertainty about global financial markets and the outcome of the “fiscal cliff.” The tax consequences of the fiscal cliff situation which were scheduled to become effective in January 2013 were averted through a last-minute deal that raised payroll taxes but left in place a number of tax breaks, including the tax exemption on municipal bond interest. However, lawmakers postponed and then failed to reach a resolution on $1.2 trillion in spending cuts, the “sequestration”, intended to address the federal budget deficit. As a result, automatic spending cuts affecting both defense and non-defense programs (excluding Social Security and Medicaid) took effect March 1, 2013, with potential implications for economic growth over the next decade.
 
Municipal bond prices generally rallied during this period, as strong demand and tight supply combined to create favorable market conditions for municipal bonds. Although the total volume of tax-exempt supply improved over that of the same period a year earlier, the issuance pattern remained light compared with long-term historical trends and new money issuance was relatively flat. This supply/demand dynamic served as a key driver of performance. Concurrent with rising prices, yields continued to decline across most maturities, especially at the longer end of the

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municipal yield curve and the long end of the curve continued to flatten. In addition to the lingering effects of the Build America Bonds (BAB) program, which expired at the end of 2010 but impacted issuance well into 2012, the low level of municipal issuance reflected the current political distaste for additional borrowing by state and local governments facing fiscal constraints and the prevalent atmosphere of municipal budget austerity. During this reporting period, we continued to see borrowers come to market seeking to take advantage of the low rate environment through refunding activity, with approximately two-thirds of municipal paper issued by borrowers that were calling existing debt and refinancing at lower rates.
 
Over the twelve months ended February 28, 2013, municipal bond issuance nationwide totaled $379.6 billion, an increase of 16% over the issuance for the twelve-month period ended February 29, 2012. As previously discussed, the majority of this supply was attributable to refunding issues, rather than new money issuance. During this period, demand for municipal bonds remained consistently strong, especially from individual investors, but also from mutual funds, banks and crossover buyers such as hedge funds.
 
How were the economic and market environments in California during this reporting period?
 
California’s economic recovery has broadened, driven by consumer and tourism spending and expanding technology services. As of February 2013, California’s unemployment rate was 9.6%, its lowest level since late 2008, down from 10.8% in February 2012. Recent improvements were expected to transform housing into a positive driver of the California economy. According to the S&P/Case-Shiller Index, home prices in San Diego, Los Angeles and San Francisco rose 9.8%, 12.1% and 17.5%, respectively, over the twelve months ended January 2013 (most recent data available at the time this report was prepared). This growth outpaced the average increase of 8.1% nationally for the same period. Recovering housing-related industries, including construction, should help employment numbers continue to improve.
 
On the fiscal front, the fiscal 2012 general fund budget totaled $91.3 billion and closed a projected two-year budget gap of $15.7 billion in part through spending reductions aimed at welfare and child care for the poor. Overall, continued budget problems, including persistent deficits and spending that outpaced revenues, posed the largest threat to the state’s economic recovery over the near and long term. This risk was averted when voters approved temporary sales and personal income tax increases (Proposition 30) in November 2012. Proposition 30 raised the state sales tax rate from 7.25% to 7.50% through 2016 and increased the top marginal income tax rate to 13.3% through 2018. These increases eliminated the need for $6 billion in cuts that would have affected K-12 and higher education spending. In addition, the new state sales tax rate combined with the new highest federal tax bracket of 39.6% has stimulated demand for municipal California tax-exempt paper. For fiscal 2013-2014,

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the proposed general fund budget is expected to be structurally balanced, with general fund expenditures estimated at $97.7 billion, a 5% increase over the revised fiscal 2013 estimates. Tempering the positive financial news at the state level was the number of local municipalities, including San Bernardino and Stockton, which filed for bankruptcy, as cities were increasingly squeezed by budget problems resulting from declines in property valuations and rising pension costs. In January 2013, S&P upgraded the rating on California general obligation (GO) debt to A from A-. Moody’s and Fitch maintained their ratings of A1 and A, respectively, as of February 2013. All three rating agencies listed their outlooks for California as stable. For the twelve months ended February 28, 2013, municipal issuance in California totaled $44.0 billion, an increase of 3% over the previous twelve months. For this period, California was the second largest state issuer in the nation (behind New York), representing approximately 11.6% of total issuance nationwide for the period.
 
How did the Funds perform during the twelve-month reporting period ended February 28, 2013? What strategies were used to manage the Funds during the reporting period and how did these strategies influence performance?
 
The tables in each Fund’s Performance Overview and Holding Summaries section of this report provide total returns for the Funds for the one-year, five-year and ten-year period ended February 28, 2013. Each Fund’s total returns are compared with the performance of a corresponding market index and Lipper classification average.
 
For the twelve months ended February 28, 2013, the total returns on common share net asset value (NAV) for all these California Funds exceeded the returns for the S&P Municipal Bond California Index and the S&P Municipal Bond Index. For this same period, NAC, NVX, NZH and NKX outperformed the average return for the Lipper California Municipal Debt Funds Classification Average, while NCU underperformed the Lipper average.
 
Key management factors that influenced the Funds’ returns during this period included duration and yield curve positioning, credit exposure and sector allocation. The use of regulatory leverage also was an important positive factor in performance during this period. Leverage is discussed in more detail later in this report.
 
In an environment of declining rates and a flattening yield curve, municipal bonds with longer maturities generally outperformed those with shorter maturities. Overall, credits at the longest end of the municipal yield curve posted the strongest returns during this period, while bonds at the shortest end produced the weakest results. The Funds’ duration and yield curve positionings were the most important determinants of performance during this period. On the whole, NAC was the most advantageously positioned, with overweights in the longest parts of the yield curve that outperformed and an underweight to the shortest end. NVX, NZH and NKX also benefited in proportion to their allocations along the outperforming longer end of the curve. NCU was less advantageously positioned than the other four Funds, with a

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shorter effective duration and an underweight in the longest end of the curve. In addition, the Funds were generally helped by their allocations of long duration bonds, many of which were zero coupon bonds, which generally outperformed the market as a whole during this period.
 
Credit exposure was another important factor in the Funds’ performance during these twelve months, as lower quality bonds generally outperformed higher quality bonds. This outperformance was due in part to the greater demand for lower rated bonds as investors looked for investment vehicles offering higher yields. As investors became more comfortable taking on additional investment risk, credit spreads, or the difference in yield spreads between U.S. Treasury securities and comparable investments such as municipal bonds, narrowed through a variety of rating categories. As a result of this spread compression, the Funds generally benefited from their holdings of lower rated credits. Among these Funds, NVX and NZH had the largest allocations of bonds rated BBB and NAC was helped by its overweightings in sub-investment grade and non-rated bonds and an underweighting in bonds rated AAA. On the other hand, NCU was negatively impacted by its overexposure to bonds rated AAA and underexposure to BBB and sub-investment grade bonds. NKX, which was managed as an insured Fund until March 2012, has had a relatively short time to expand its exposure to lower rated credits, and its overall higher credit profile, overweight in bonds rated AA and underweighted in sub-investment grade credits, was negative for performance.
 
During this period, revenue bonds as a whole outperformed the general municipal market. Holdings that generally made positive contributions to the Funds’ returns included industrial development revenue (IDR) credits, health care (together with hospitals), education, transportation and housing bonds. These Funds tended to have good weightings in health care, which boosted their performance, as did their overall sector allocations, including their exposure to redevelopment agency (RDA) bonds. Tobacco credits backed by the 1998 master tobacco settlement agreement were the top performing market sector in 2012, helped by their longer effective durations and the increased demand for higher yielding investments by investors who had become less risk-averse. In addition, based on recent data showing that cigarette sales had fallen less steeply than anticipated, the 46 states participating in the agreement, including California, stand to receive increased payments from the tobacco companies. During this period, as tobacco bonds rallied, all of these Funds benefited from their holdings of tobacco credits, with NZH having the heaviest weighting of tobacco bonds and NKX the smallest.
 
In contrast, pre-refunded bonds, which are often backed by U.S. Treasury securities, were among the poorest performing market segments during this period. The under-performance of these bonds can be attributed primarily to their shorter effective maturities and higher credit quality. As of February 28, 2013, NCU and NVX had the heaviest weightings in pre-refunded bonds, which hampered their performance, while

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NAC and NKX held the smallest allocations of pre-refunded bonds. We continued to hold pre-refunded bonds in our portfolios due to the higher yields they provided. Also lagging the performance of the general municipal market for this period were general obligation (GO) bonds and electric utilities credits. All of these Funds were underweighted to varying degrees in the tax-supported sector, especially California state GOs, relative to the California market, which lessened the negative impact of these holdings. This underweighting was due to the fact that California state GOs comprise such a large portion of the tax-supported sector in California that it would be very difficult to match the market weighting in our portfolios.
 
In addition, NZH and NKX had exposure to California municipalities that are experiencing financial difficulties. NZH and NKX each held lease revenue bonds issued by the Stockton Public Finance Authority. These bonds were purchased at distressed levels and have improved in price since purchase. It is important to note that the Stockton lease bonds are insured, and the insurer, National Public Finance Guaranty, has stated that it will make payments on the bonds if required. As of April 1, 2013 (after the end of this reporting period), Stockton became the most populous U.S. city to declare bankruptcy and the case is expected to become an important test case of the federal bankruptcy code versus California state pension law. (NZH and NKX also hold insured GO bonds issued by the Stockton Unified School District, which were not affected by the city’s bankruptcy filing). NKX also holds insured certificates of participation (COPs) issued by the city of San Bernardino. As with the Stockton lease bonds, the insurer of the San Bernardino COPs has indicated that it will make payments on the bonds if necessary.
 
In light of other recent events in the municipal marketplace, shareholders also should be aware of an issue involving some of the Funds’ holdings, i.e., the downgrade of Puerto Rico bonds. In December 2012, Moody’s downgraded Puerto Rico GO bonds to Baa3 from Baa1 based on Puerto Rico’s ongoing economic problems, unfunded pension liabilities, elevated debt levels and structural budget gaps. Earlier in the year (July 2012), bonds issued by the Puerto Rico Sales Tax Financing Corporation (COFINA) also were downgraded by Moody’s to Aa3 from Aa2. The downgrade of the COFINA bonds was due mainly to the performance of Puerto Rico’s economy and its impact on the projected growth of sales tax revenues, and not to any sector or structural issues. In addition, the COFINA bonds were able to maintain a higher rating than the GOs because, unlike the revenue streams supporting some Puerto Rican issues, the sales taxes supporting the COFINA bonds cannot be diverted and used to support the commonwealth’s GO bonds. Shareholders of the California Funds should note that NAC, NVX, NZH and NKX have limited exposure to Puerto Rico bonds, with holdings ranging from less than 1% in NAC to approximately 3% in NVX, while NCU does not have any Puerto Rico holdings. The majority of these holdings are the dedicated sales tax bonds issued by COFINA, which were added to NAC, NVX, NZH and NKX during this period based on their credit strength. NVX also has a small position in Puerto Rico

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GO and appropriation bonds, and NZH holds Puerto Rico highway revenue credits. Holdings other than the COFINA credits were generally purchased in the past to help keep the Funds fully invested and were aimed to provide higher yields, added diversification and triple exemption (i.e., exemption from federal, state and local taxes). For the reporting period ended February 28, 2013, Puerto Rico paper generally underperformed the market as a whole. The impact on performance differed from Fund to Fund in line with the type and amount of its holdings. As we continue to emphasize Puerto Rico’s stronger credits, we view the COFINA bonds as long-term holdings and note that the commonwealth’s recent enforcement of sales tax collections has improved significantly.
 
As previously discussed, municipal bond prices generally rallied nationally during this period, driven by strong demand and tight supply of new issuance. At the same time, yields continued to be relatively low. California municipal paper also performed well, due in part to demand triggered by recent changes in the state tax code as well as improving economic conditions in the state. In this environment, we continued to take a bottom-up approach to discovering sectors that appeared undervalued as well as individual credits that had the potential to perform well over the long term and helped us keep our Funds fully invested.
 
Much of our investment activity during this period was opportunistic, with purchases driven by the timing of cash flows from refunding activity as well as called or maturing bonds. To find attractive opportunities for the Funds, we were focused largely on the secondary market, rather than new issuance, which remained below historical levels. In particular, we looked for bonds with call dates between 2019 and 2021, a structure that we believed offered value, specifically, attractive pricing and yields relative to the bonds’ call dates. In addition, if these bonds are not called in 2019 to 2021, we stand to receive a higher yield by holding the bonds until they mature or are called. This type of bond is sometimes referred to as a “kicker bond” because of the additional yield, or “kick” to maturity, once the bond passes its initial call date.
 
We also continued to add exposure to RDA bonds in the secondary market. In 2011, as part of cost-saving measures to close gaps in the California state budget, all 400 RDAs in the state were ordered to dissolve by February 1, 2012, and successor agencies and oversight boards were created to manage obligations that were in place prior to the dissolution and take title to the RDAs’ housing and other assets. The uncertainty surrounding the fate of the state’s RDAs caused spreads on RDA bonds to widen substantially and prompted RDAs to issue their remaining capacity of bonds prior to the 2012 termination date, resulting in heavy issuance of these bonds offering attractive prices, higher coupons and very attractive structures, including 10-year call provisions. During this period as the market in general seemed to become more comfortable with these bonds, their spreads began to narrow, and we found fewer deals that we regarded as attractive as the period progressed. We continued to be very selective in

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our purchases in this sector, performing the underlying credit work and evaluating issuers on a case-by-case basis.
 
During this period, we also took advantage of short-term market opportunities created by supply/demand dynamics in the municipal market. While demand for tax-exempt paper remained consistently strong throughout the period, supply fluctuated widely. We found that periods of substantial supply provided good short-term buying opportunities not only because of the increased number of issues available, but also because some investors became more hesitant in their buying as supply grew, causing spreads to widen temporarily. At times when supply was more plentiful, we focused on anticipating cash flows from bond calls and maturing bonds and closely monitored opportunities for reinvestment.
 
Cash for new purchases during this period was generated primarily by the proceeds from the increased number of bond calls resulting from the growth in refinancings. The elevated number of bond calls provided a meaningful source of liquidity, which drove much of our activity during this period as we worked to redeploy these proceeds, as well as those from maturing bonds, to keep the Funds fully invested and support their income streams. In addition, we sold selected bonds with short effective maturities on the occasions when we needed additional cash to take advantage of attractive opportunities.
 
As of February 28, 2013, all five of these Funds continued to use inverse floating rate securities. We employ inverse floaters for a variety of reasons, including duration management, income enhancement and total return enhancement.

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Fund Leverage
 
 
IMPACT OF THE FUNDS’ LEVERAGE STRATEGIES ON PERFORMANCE
 
One important factor impacting the return of the Funds relative to their benchmarks was the Funds’ use of leverage. The Funds use leverage because their managers believe that, over time, leveraging provides opportunities for additional income and total return for common shareholders. However, use of leverage also can expose common shareholders to additional volatility. For example, as the prices of securities held by a Fund decline, the negative impact of these valuation changes on common share net asset value and common shareholder total return is magnified by the use of leverage. Conversely, leverage may enhance common share returns during periods when the prices of securities held by a Fund generally are rising. Leverage had a positive impact on the performance of the Funds over this reporting period.
 
As of February 28, 2013, the Funds’ percentages of effective and regulatory leverage are shown in the accompanying table.

 
Effective
 
Regulatory
 
Fund
Leverage*
 
Leverage*
 
NCU
35.35%
 
27.85%
 
NAC
31.89%
 
26.69%
 
NVX
36.05%
 
28.86%
 
NZH
37.61%
 
31.00%
 
NKX
35.91%
 
30.92%
 

*
Effective Leverage is a Fund’s effective economic leverage, and includes both regulatory leverage and the leverage effects of certain derivative and other investments in a Fund’s portfolio that increase the Fund’s investment exposure. Currently, the leverage effects of Tender Option Bond (TOB) inverse floater holdings are included in effective leverage values, in addition to any regulatory leverage. Regulatory leverage consists of preferred shares issued or borrowings of a Fund. Both of these are part of a Fund’s capital structure. Regulatory leverage is sometimes referred to as “‘40 Act Leverage” and is subject to asset coverage limits set forth in the Investment Company Act of 1940.

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THE FUNDS’ REGULATORY LEVERAGE
 
As of February 28, 2013, the Funds have issued and outstanding MuniFund Term Preferred (MTP) Shares and Variable Rate Demand Preferred (VRDP) Shares as shown in the accompanying tables.
 
MTP Shares

     
MTP Shares Issued
 
Annual
 
NYSE
 
Fund
Series
 
at Liquidation Value
 
Interest Rate
 
Ticker
 
NCU
2015
 
$35,250,000
 
2.00%
 
NCU PrC
 
NVX
2014
 
$42,846,300
 
2.35%
 
NVX PrA
 
NVX
2015
 
$55,000,000
 
2.05%
 
NVX PrC
 
NZH
2014
 
$27,000,000
 
2.35%
 
NZH PrA
 
NZH
2014-1
 
$46,294,500
 
2.25%
 
NZH PrB
 
NZH
2015
 
$86,250,000
 
2.95%
 
NZH PrC
 
 
VRDP Shares

 
VRDP Shares Issued
 
Fund
at Liquidation Value
 
NAC
$136,200,000
 
NKX*
$291,600,000
 
*
$221,100,000 VRDP Shares at Liquidation Value were issued in connection with the reorganization.
 
During the twelve month reporting period NKX issued $35,000,000 VRDP Shares at Liquidation Value through a privately negotiated offering.
 
Refer to Notes to Financial Statements, Footnote 1 – General Information and Significant Accounting Policies for further details on MTP and VRDP Shares.

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Common Share Information
 
 
COMMON SHARE DIVIDENDS
 
During the twelve-month reporting period ended February 28, 2013, the Funds’ monthly dividends to common shareholders were as shown in the accompanying table.

     
Per Common Share Amounts
 
     
NCU
   
NAC
   
NVX
   
NZH
   
NKX
**
March
 
$
0.0725
 
$
0.0770
 
$
0.0800
 
$
0.0750
 
$
0.0710
 
April
   
0.0725
   
0.0770
   
0.0800
   
0.0750
   
0.0710
 
May
   
0.0725
   
0.0770
   
0.0800
   
0.0750
   
0.0710
 
June
   
0.0725
   
0.0770
   
0.0800
   
0.0705
   
0.0710
 
July
   
0.0725
   
0.0770
   
0.0800
   
0.0705
   
0.0780
 
August
   
0.0725
   
0.0770
   
0.0800
   
0.0705
   
0.0780
 
September
   
0.0725
   
0.0770
   
0.0800
   
0.0705
   
0.0780
 
October
   
0.0725
   
0.0770
   
0.0800
   
0.0705
   
0.0780
 
November
   
0.0725
   
0.0770
   
0.0800
   
0.0705
   
0.0780
 
December
   
0.0700
   
0.0740
   
0.0750
   
0.0670
   
0.0700
 
January
   
0.0700
   
0.0740
   
0.0750
   
0.0670
   
0.0700
 
February
   
0.0700
   
0.0740
   
0.0750
   
0.0670
   
0.0700
 
                                 
Market Yield***
   
5.32%
 
 
5.62%
 
 
5.52%
 
 
5.64%
 
 
5.56%
 
Taxable-Equivalent Yield***
   
8.15%
 
 
8.61%
 
 
8.45%
 
 
8.64%
 
 
8.51%
 

**
NKX paid shareholders a capital gains distribution in December 2012 of $0.0160 per share.
***
Market Yield is based on the Fund’s current annualized monthly dividend divided by the Fund’s current market price as of the end of the reporting period. 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 34.7%. When comparing a Fund to investments that generate qualified dividend income, the Taxable-Equivalent Yield is lower.
 
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 February 28, 2013, all of the Funds in this report had positive UNII balances for tax and financial reporting purposes.

Nuveen Investments
 
15

 
 

 
 
COMMON SHARE REPURCHASES
 
During November 2012, the Nuveen Funds Board of Directors/Trustees reauthorized the Funds’ open-market share repurchase program, allowing each Fund to repurchase an aggregate of up to approximately 10% of its outstanding common shares.
 
As of February 28, 2013, and since the inception of the Funds’ repurchase programs, the Funds have cumulatively repurchased and retired common shares as shown in the accompanying table. Since the inception of the Funds’ repurchase programs, NAC and NKX have not repurchased any of their outstanding common shares.

 
Common Shares
 
% of Common Shares
Fund
Repurchased and Retired
 
Authorized for Repurchase
NCU
44,500
 
7.7%
NAC
 
NVX
50,700
 
3.4%
NZH
12,900
 
0.5%
NKX
 
 
During the twelve-month reporting period, the Funds did not repurchase any of their outstanding common shares.
 
SHELF EQUITY PROGRAMS
 
The following Funds filed a preliminary prospectus with the SEC for an equity shelf offering, which is not yet effective, pursuant to which the Fund may issue additional common shares as shown in the accompanying table.

 
Additional
Fund
Common Shares
NAC
2,300,000
NKX
4,100,000
 
Refer to Notes to Financial Statements, Footnote 1 – General Information and Significant Accounting Policies for further details on the Funds’ Shelf Equity Programs.
 
COMMON SHARE OTHER INFORMATION
 
As of February 28, 2013, and during the twelve-month reporting period, the Funds were trading at a premium/(discount) to their common share net asset value (NAV) as shown in the accompanying table.

     
NCU
   
NAC
   
NVX
   
NZH
   
NKX
 
Common Share NAV
 
$
15.93
 
$
15.90
 
$
16.35
 
$
14.71
 
$
15.57
 
Common Share Price
 
$
15.78
 
$
15.81
 
$
16.30
 
$
14.25
 
$
15.12
 
Premium/(Discount) to NAV
   
(0.94
)%
 
(0.57
)%
 
(0.31
)%
 
(3.13
)%
 
(2.89
)%
12-Month Average Premium/(Discount) to NAV
   
(1.26
)%
 
(0.35
)%
 
(0.77
)%
 
(1.25
)%
 
(0.79
)%

16
 
Nuveen Investments

 
 

 
 
Risk Considerations
 
Fund shares are not guaranteed or endorsed by any bank or other insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation. Past performance is no guarantee of future results. Fund common shares are subject to a variety of risks, including:
 
Investment, Market and Price Risk. An investment in common shares is subject to investment risk, including the possible loss of the entire principal amount that you invest. Your investment in common shares represents an indirect investment in the municipal securities owned by the Fund, which generally trade in the over-the-counter markets. Shares of closed-end investment companies like these Funds frequently trade at a discount to their net asset value (NAV). Your common shares at any point in time may be worth less than your original investment, even after taking into account the reinvestment of Fund dividends and distributions.
 
Leverage Risk. Each Fund’s use of leverage creates the possibility of higher volatility for the Fund’s per share NAV, market price, distributions and returns. There is no assurance that a Fund’s leveraging strategy will be successful.
 
Tax Risk. The tax treatment of Fund distributions may be affected by new IRS interpretations of the Internal Revenue Code and future changes in tax laws and regulations.
 
Issuer Credit Risk. This is the risk that a security in a Fund’s portfolio will fail to make dividend or interest payments when due.
 
Interest Rate Risk. Fixed-income securities such as bonds, preferred, convertible and other debt securities will decline in value if market interest rates rise.
 
Reinvestment Risk. If market interest rates decline, income earned from a Fund’s portfolio may be reinvested at rates below that of the original bond that generated the income.
 
Call Risk or Prepayment Risk. Issuers may exercise their option to prepay principal earlier than scheduled, forcing a Fund to reinvest in lower-yielding securities.
 
Inverse Floater Risk. The Funds invest in inverse floaters. Due to their leveraged nature, these investments can greatly increase a Fund’s exposure to interest rate risk and credit risk. In addition, investments in inverse floaters involve the risk that the Fund could lose more than its original principal investment.

Nuveen Investments
 
17

 
 

 
 
Nuveen California Premium Income Municipal Fund (NCU)
 
Performance Overview and Holding Summaries as of February 28, 2013
 
Average Annual Total Returns as of February 28, 2013

 
Average Annual
 
 
1-Year
 
5-Year
 
10-Year
 
NCU at Common Share NAV
9.89%
 
10.04%
 
6.82%
 
NCU at Common Share Price
10.10%
 
11.74%
 
7.96%
 
S&P California Municipal Bond Index
6.77%
 
7.22%
 
5.38%
 
S&P Municipal Bond Index
5.69%
 
6.81%
 
5.19%
 
Lipper California Municipal Debt Funds Classification Average
11.55%
 
9.29%
 
6.20%
 
 
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. Comparative index and Lipper return information is provided for the Fund’s shares at NAV only. Indexes and Lipper averages are not available for direct investment.
 
Common Share Price Performance — Weekly Closing Price
 
 

Portfolio Composition1
 
(as a % of total investments)
 
Tax Obligation/Limited
29.3%
Tax Obligation/General
22.3%
Health Care
21.1%
U.S. Guaranteed
7.2%
Water and Sewer
6.1%
Other
14.0%

Credit Quality
 
(as a % of total investment exposure)1,2,3
 
AAA/U.S.Guaranteed
15%
AA
34%
A
31%
BBB
16%
BB or Lower
2%
N/R
2%

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this Fund’s Performance Overview  and Holding Summaries page.
1
Holdings are subject to change.
2
Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s  Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.
3
Percentages may not add to 100% due to the exclusion of Other Assets Less Liabilities from the table.

18
 
Nuveen Investments

 
 

 
 
Nuveen California Dividend Advantage Municipal Fund (NAC)
 
Performance Overview and Holding Summaries as of February 28, 2013
 
Average Annual Total Returns as of February 28, 2013
 
 
Average Annual
 
 
1-Year
 
5-Year
 
10-Year
 
NAC at Common Share NAV
13.39%
 
9.81%
 
6.84%
 
NAC at Common Share Price
10.80%
 
11.22%
 
8.08%
 
S&P California Municipal Bond Index
6.77%
 
7.22%
 
5.38%
 
S&P Municipal Bond Index
5.69%
 
6.81%
 
5.19%
 
Lipper California Municipal Debt Funds Classification Average
11.55%
 
9.29%
 
6.20%
 
 
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. Comparative index and Lipper return information is provided for the Fund’s shares at NAV only. Indexes and Lipper averages are not available for direct investment.
 
Common Share Price Performance — Weekly Closing Price
 
 
 
Portfolio Composition1
   
(as a % of total investments)
   
Tax Obligation/Limited
26.6%
 
Tax Obligation/General
20.9%
 
Health Care
19.7%
 
Water and Sewer
11.8%
 
Consumer Staples
5.7%
 
Education and Civic Organizations
4.7%
 
Other
10.6%
 

Credit Quality
   
(as a % of total investment exposure)1,2,3
   
AAA/U.S.Guaranteed
4%
 
AA
42%
 
A
26%
 
BBB
13%
 
BB or Lower
7%
 
N/R
7%
 

Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this Fund’s Performance Overview and Holding Summaries page.
1
Holdings are subject to change.
2
Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.
3
Percentages may not add to 100% due to the exclusion of Other Assets Less Liabilities from the table.

Nuveen Investments
 
19

 
 

 
 
Nuveen California Dividend Advantage Municipal Fund 2 (NVX)
 
Performance Overview and Holding Summaries as of February 28, 2013
 
Average Annual Total Returns as of February 28, 2013
 
 
Average Annual
 
 
1-Year
 
5-Year
 
10-Year
 
NVX at Common Share NAV
11.94%
 
9.88%
 
7.08%
 
NVX at Common Share Price
11.03%
 
12.03%
 
8.41%
 
S&P California Municipal Bond Index
6.77%
 
7.22%
 
5.38%
 
S&P Municipal Bond Index
5.69%
 
6.81%
 
5.19%
 
Lipper California Municipal Debt Funds Classification Average
11.55%
 
9.29%
 
6.20%
 
 
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. Comparative index and Lipper return information is provided for the Fund’s shares at NAV only. Indexes and Lipper averages are not available for direct investment.
 
Common Share Price Performance — Weekly Closing Price
 
 
 
Portfolio Composition1
   
(as a % of total investments)
   
Tax Obligation/General
20.7%
 
Health Care
18.5%
 
Tax Obligation/Limited
15.9%
 
Water and Sewer
10.9%
 
U.S. Guaranteed
8.8%
 
Utilities
5.9%
 
Consumer Staples
5.8%
 
Education and Civic Organizations
5.6%
 
Other
7.9%
 

Credit Quality
   
(as a % of total investment exposure)1,2,3
   
AAA/U.S.Guaranteed
12%
 
AA
38%
 
A
19%
 
BBB
19%
 
BB or Lower
5%
 
N/R
6%
 
 
Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this Fund’s Performance Overview and Holding Summaries page.
1
Holdings are subject to change.
2
Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.
3
Percentages may not add to 100% due to the exclusion of Other Assets Less Liabilities from the table.
 
20
 
Nuveen Investments

 
 

 
 
Nuveen California Dividend Advantage Municipal Fund 3 (NZH)
 
Performance Overview and Holding Summaries as of February 28, 2013
 
Average Annual Total Returns as of February 28, 2013
 
Average Annual
 
 
1-Year
 
5-Year
 
10-Year
 
NZH at Common Share NAV
12.15%
 
9.25%
 
6.41%
 
NZH at Common Share Price
5.41%
 
9.93%
 
7.37%
 
S&P California Municipal Bond Index
6.77%
 
7.22%
 
5.38%
 
S&P Municipal Bond Index
5.69%
 
6.81%
 
5.19%
 
Lipper California Municipal Debt Funds Classification Average
11.55%
 
9.29%
 
6.20%
 
 
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. Comparative index and Lipper return information is provided for the Fund’s shares at NAV only. Indexes and Lipper averages are not available for direct investment.
 
Common Share Price Performance — Weekly Closing Price
 
 
 
Portfolio Composition1
   
(as a % of total investments)
   
Tax Obligation/Limited
29.3%
 
Health Care
21.8%
 
Tax Obligation/General
12.2%
 
Water and Sewer
8.5%
 
U.S. Guaranteed
6.8%
 
Consumer Staples
6.7%
 
Other
14.7%
 

Credit Quality
   
(as a % of total investment exposure)1,2,3
   
AAA/U.S.Guaranteed
7%
 
AA
31%
 
A
22%
 
BBB
26%
 
BB or Lower
7%
 
N/R
8%
 
 
Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this Fund’s Performance Overview and Holding Summaries page.
1
Holdings are subject to change.
2
Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.
3
Percentages may not add to 100% due to the exclusion of Other Assets Less Liabilities from the table.

Nuveen Investments
 
21

 
 

 
 
Nuveen California AMT-Free Municipal Income Fund (NKX)
 
Performance Overview and Holding Summaries as of February 28, 2013
 
Average Annual Total Returns as of February 28, 2013
 
 
Average Annual
 
 
1-Year
 
5-Year
 
10-Year
 
NKX at Common Share NAV
12.08%
 
8.82%
 
6.55%
 
NKX at Common Share Price
6.53%
 
8.60%
 
6.38%
 
S&P California Municipal Bond Index
6.77%
 
7.22%
 
5.38%
 
S&P Municipal Bond Index
5.69%
 
6.81%
 
5.19%
 
S&P Municipal Bond Insured Index
5.76%
 
7.10%
 
5.15%
 
Lipper California Municipal Debt Funds Classification Average
11.55%
 
9.29%
 
6.20%
 
 
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. Comparative index and Lipper return information is provided for the Fund’s shares at NAV only. Indexes and Lipper averages are not available for direct investment.
 
Common Share Price Performance — Weekly Closing Price
 
 
 
Portfolio Composition1
 
(as a % of total investments)
 
Tax Obligation/Limited
35.9%
Tax Obligation/General
20.1%
Water and Sewer
13.5%
Health Care
11.7%
U.S. Guaranteed
8.3%
Other
10.5%

Credit Quality
 
(as a % of total investment exposure)1,2,3
 
AAA/U.S.Guaranteed
10%
AA
46%
A
27%
BBB
9%
BB or Lower
4%
N/R
4%
 
Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this Fund’s Performance Overview and Holding Summaries page.
1
Holdings are subject to change.
2
Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below-investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.
3
Percentages may not add to 100% due to the exclusion of Other Assets Less Liabilities from the table.

22
 
Nuveen Investments
 
 
 

 

NCU
NAC
NVX
 
Shareholder Meeting Report
 
The annual meeting of shareholders was held in the offices of Nuveen Investments on November 14, 2012; at this meeting the shareholders were asked to vote on the election of Board Members, to approve the elimina- tion of the fundamental policies relating to the Fund’s ability to make loans and to approve the new fundamental policy relating to the Fund’s ability to make loans. Further information from the February 24, 2012 shareholder meeting for NKX to approve the issuance of additional common shares in connection with a Reorganization is included.
   

     
NCU
   
NAC
   
NVX
 
     
Common and
Preferred
shares voting
together
as a class
   
Preferred
Shares
   
Common and
Preferred
shares voting
together
as a class
   
Preferred
Shares
   
Common and
Preferred
shares voting
together
as a class
   
Preferred
shares voting
together
as a class
 
To approve the elimination of the fundamental policies relating to the Fund’s ability to make loans.
                                     
For
   
   
   
   
   
12,153,291
   
4,224,438
 
Against
   
   
   
   
   
737,606
   
171,651
 
Abstain
   
   
   
   
   
309,910
   
65,092
 
Broker Non-Votes
   
   
   
   
   
4,579,297
   
2,734,818
 
Total
   
   
   
   
   
17,780,104
   
7,195,999
 
To approve the new fundamental policy relating to the Fund’s ability to make loans.
                                     
For
   
   
   
   
   
12,146,763
   
4,223,818
 
Against
   
   
   
   
   
735,592
   
173,251
 
Abstain
   
   
   
   
   
318,452
   
64,112
 
Broker Non-Votes
   
   
   
   
   
4,579,297
   
2,734,818
 
Total
   
   
   
   
   
17,780,104
   
7,195,999
 
To approve the issuance of additional common shares in connection with each Reorganization.
                                     
For
   
   
   
   
   
   
 
Against
   
   
   
   
   
   
 
Abstain
   
   
   
   
   
   
 
Broker Non-Votes
   
   
   
   
   
   
 
Total
   
   
   
   
   
   
 
Approval of the Board Members was reached as follows:
                                     
Robert P. Bremner
                                     
For
   
8,408,053
   
   
20,410,998
   
   
20,912,097
   
 
Withhold
   
303,637
   
   
588,830
   
   
725,516
   
 
Total
   
8,711,690
   
   
20,999,828
   
   
21,637,613
   
 
Jack B. Evans
                                     
For
   
8,361,534
   
   
20,388,279
   
   
20,916,097
   
 
Withhold
   
350,156
   
   
611,549
   
   
721,516
   
 
Total
   
8,711,690
   
   
20,999,828
   
   
21,637,613
   
 
William C. Hunter
                                     
For
   
   
3,266,302
   
   
600
   
   
9,126,862
 
Withhold
   
   
141,126
   
   
   
   
343,374
 
Total
   
   
3,407,428
   
   
600
   
   
9,470,236
 
William J. Schneider
                                     
For
   
   
3,266,302
   
   
600
   
   
9,126,862
 
Withhold
   
   
141,126
   
   
   
   
343,374
 
Total
   
   
3,407,428
   
   
600
   
   
9,470,236
 

Nuveen Investments
 
23
 
 
 

 

NZH
NKX
 
Shareholder Meeting Report (continued)

     
NZH
   
NKX
 
     
Common and Preferred shares voting together as a class
   
Preferred Shares voting together as a class
   
Common and Preferred shares voting together as a class
   
Preferred Shares voting together as a class
   
Common Shares
 
To approve the elimination of the fundamental policies relating to the Fund’s ability to make loans.
                               
For
   
   
   
   
   
 
Against
   
   
   
   
   
 
Abstain
   
   
   
   
   
 
Broker Non-Votes
   
   
   
   
   
 
Total
   
   
   
   
   
 
To approve the new fundamental policy relating to the Fund’s ability to make loans.
                               
For
   
   
   
   
   
 
Against
   
   
   
   
   
 
Abstain
   
   
   
   
   
 
Broker Non-Votes
   
   
   
   
   
 
Total
   
   
   
   
   
 
To approve the issuance of additional common shares in connection with each Reorganization.
                               
For
   
   
   
2,617,715
   
   
2,617,360
 
Against
   
   
   
183,929
   
   
183,929
 
Abstain
   
   
   
105,422
   
   
105,422
 
Broker Non-Votes
   
   
   
888,385
   
   
888,385
 
Total
   
   
   
3,795,451
   
   
3,795,096
 
Approval of the Board Members was reached as follows:
                               
Robert P. Bremner
                               
For
   
35,577,002
   
   
36,607,839
   
   
 
Withhold
   
1,443,441
   
   
1,464,776
   
   
 
Total
   
37,020,443
   
   
38,072,615
   
   
 
Jack B. Evans
                               
For
   
35,587,511
   
   
36,516,638
   
   
 
Withhold
   
1,432,932
   
   
1,555,977
   
   
 
Total
   
37,020,443
   
   
38,072,615
   
   
 
William C. Hunter
                               
For
   
   
15,184,060
   
   
2,477
   
 
Withhold
   
   
418,288
   
   
89
   
 
Total
   
   
15,602,348
   
   
2,566
   
 
William J. Schneider
                               
For
   
   
15,184,060
   
   
2,477
   
 
Withhold
   
   
418,288
   
   
89
   
 
Total
   
   
15,602,348
   
   
2,566
   
 

24
 
Nuveen Investments

 
 

 
 
Report of Independent
Registered Public Accounting Firm
 
The Board of Trustees and Shareholders
Nuveen California Premium Income Municipal Fund
Nuveen California Dividend Advantage Municipal Fund
Nuveen California Dividend Advantage Municipal Fund 2
Nuveen California Dividend Advantage Municipal Fund 3
Nuveen California AMT-Free Municipal Income Fund
       (formerly Nuveen Insured California Tax-Free Advantage Municipal Fund)
 
We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of Nuveen California Premium Income Municipal Fund, Nuveen California Dividend Advantage Municipal Fund, Nuveen California Dividend Advantage Municipal Fund 2, Nuveen California Dividend Advantage Municipal Fund 3, and Nuveen California AMT-Free Municipal Income Fund (the “Funds”) as of February 28, 2013, and the related statements of operations and cash flows 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 periods indicated therein. 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 audits 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 February 28, 2013, by correspondence with the custodian and brokers or by 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 Premium Income Municipal Fund, Nuveen California Dividend Advantage Municipal Fund, Nuveen California Dividend Advantage Municipal Fund 2, Nuveen California Dividend Advantage Municipal Fund 3, and Nuveen California AMT-Free Municipal Income Fund at February 28, 2013, and the results of their operations and their cash flows for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles.
 
 
Chicago, Illinois
April 25, 2013

Nuveen Investments
 
25

 
 

 
 
   
Nuveen California Premium Income Municipal Fund
NCU
 
Portfolio of Investments
 
February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Consumer Staples – 6.3% (4.4% of Total Investments)
           
$
1,500
 
California County Tobacco Securitization Agency, Tobacco Settlement Asset-Backed Bonds, Alameda County Tobacco Asset Securitization Corporation, Series 2002, 5.750%, 6/01/29
 
5/13 at 100.00
BBB+
$
1,541,220
 
 
190
 
California County Tobacco Securitization Agency, Tobacco Settlement Asset-Backed Bonds, Sonoma County Tobacco Securitization Corporation, Series 2005, 4.250%, 6/01/21
 
6/15 at 100.00
BB+
 
184,954
 
 
2,795
 
California Statewide Financing Authority, Tobacco Settlement Asset-Backed Bonds, Pooled Tobacco Securitization Program, Series 2002A, 5.625%, 5/01/29
 
5/13 at 100.00
BBB
 
2,749,609
 
 
485
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-1, 5.750%, 6/01/47
 
6/17 at 100.00
B
 
454,741
 
 
865
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-2, 5.300%, 6/01/37
 
6/22 at 100.00
B
 
789,079
 
 
5,835
 
Total Consumer Staples
       
5,719,603
 
     
Education and Civic Organizations – 6.0% (4.2% of Total Investments)
           
 
70
 
California Educational Facilities Authority, Revenue Bonds, University of Redlands, Series 2005A, 5.000%, 10/01/35
 
10/15 at 100.00
A3
 
72,834
 
     
California Educational Facilities Authority, Revenue Bonds, University of the Pacific, Series 2006:
           
 
45
 
5.000%, 11/01/21
 
11/15 at 100.00
A2
 
48,863
 
 
60
 
5.000%, 11/01/25
 
11/15 at 100.00
A2
 
64,718
 
 
1,112
 
California State Public Works Board, Lease Revenue Bonds, University of California Regents, Tender Option Bond Trust 1065, 9.376%, 3/01/33 (IF)
 
3/18 at 100.00
Aa2
 
1,366,781
 
 
2,000
 
California State University, Systemwide Revenue Bonds, Series 2005C, 5.000%, 11/01/27 – NPFG Insured
 
11/15 at 100.00
Aa2
 
2,207,320
 
 
185
 
California Statewide Communities Development Authority, Charter School Revenue Bonds, Rocketship 4 – Mosaic Elementary Charter School, Series 2011A, 8.500%, 12/01/41
 
12/21 at 100.00
N/R
 
214,210
 
 
300
 
California Statewide Communities Development Authority, School Facility Revenue Bonds, Alliance College-Ready Public Schools, Series 2011A, 7.000%, 7/01/46
 
7/21 at 100.00
BBB
 
341,586
 
 
1,190
 
University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A, 5.125%, 5/15/17 – AMBAC Insured
 
5/13 at 100.00
Aa1
 
1,202,447
 
 
4,962
 
Total Education and Civic Organizations
       
5,518,759
 
     
Health Care – 30.1% (21.1% of Total Investments)
           
 
335
 
California Health Facilities Financing Authority, Revenue Bonds, Rady Children’s Hospital – San Diego, Series 2011, 5.250%, 8/15/41
 
8/21 at 100.00
A+
 
371,023
 
 
3,525
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Series 2007A, 5.250%, 11/15/46 (UB)
 
11/16 at 100.00
AA–
 
3,848,701
 
 
685
 
California Municipal Financing Authority, Certificates of Participation, Community Hospitals of Central California, Series 2007, 5.250%, 2/01/46
 
2/17 at 100.00
BBB
 
718,716
 
 
1,000
 
California Statewide Communities Development Authority, Revenue Bonds, Adventist Health System West, Series 2005A, 5.000%, 3/01/35
 
3/15 at 100.00
A
 
1,062,660
 
 
815
 
California Statewide Communities Development Authority, Revenue Bonds, ValleyCare Health System, Series 2007A, 5.125%, 7/15/31
 
7/17 at 100.00
N/R
 
842,800
 
 
1,740
 
California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A, 5.250%, 7/01/30
 
7/15 at 100.00
BBB
 
1,835,700
 
 
730
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2001C, 5.250%, 8/01/31
 
8/16 at 100.00
A+
 
818,527
 
 
2,680
 
California Statewide Community Development Authority, Revenue Bonds, Methodist Hospital Project, Series 2009, 6.750%, 2/01/38
 
8/19 at 100.00
Aa2
 
3,257,138
 
 
2,100
 
California Statewide Community Development Authority, Revenue Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 – AMBAC Insured
 
No Opt. Call
A1
 
2,325,015
 
 
1,690
 
California Statewide Community Development Authority, Revenue Bonds, Sutter Health, Series 2005A, 5.000%, 11/15/43
 
11/15 at 100.00
AA–
 
1,816,209
 

26
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Health Care (continued)
           
$
377
 
California Statewide Communities Development Authority, Revenue Bonds, Saint Joseph Health System, Trust 2554, 18.398%, 7/01/47 – AGM Insured (IF)
 
7/18 at 100.00
AA–
$
567,807
 
 
760
 
Loma Linda, California, Hospital Revenue Bonds, Loma Linda University Medical Center, Series 2008A, 8.250%, 12/01/38
 
12/17 at 100.00
BBB
 
885,552
 
 
2,600
 
Marysville, California, Revenue Bonds, The Fremont-Rideout Health Group, Series 2011, 5.250%, 1/01/42
 
1/21 at 100.00
A
 
2,861,794
 
 
1,450
 
Palomar Pomerado Health Care District, California, Certificates of Participation, Series 2010, 6.000%, 11/01/41
 
11/20 at 100.00
Baa3
 
1,578,441
 
 
1,000
 
Rancho Mirage Joint Powers Financing Authority, California, Revenue Bonds, Eisenhower Medical Center, Series 2007A, 5.000%, 7/01/38
 
7/17 at 100.00
Baa2
 
1,025,610
 
 
850
 
San Buenaventura, California, Revenue Bonds, Community Memorial Health System, Series 2011, 7.500%, 12/01/41
 
12/21 at 100.00
BB
 
1,039,380
 
 
1,415
 
Santa Clara County Financing Authority, California, Insured Revenue Bonds, El Camino Hospital, Series 2007A, 5.750%, 2/01/41 – AMBAC Insured
 
8/17 at 100.00
A+
 
1,564,891
 
 
1,000
 
The Regents of the University of California, Medical Center Pooled Revenue Bonds, Series 2009E, 5.000%, 5/15/38
 
5/17 at 101.00
Aa2
 
1,074,010
 
 
24,752
 
Total Health Care
       
27,493,974
 
     
Housing/Multifamily – 1.2% (0.8% of Total Investments)
           
 
495
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2010A, 6.400%, 8/15/45
 
8/20 at 100.00
BBB
 
547,777
 
 
155
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2012A, 5.500%, 8/15/47
 
8/22 at 100.00
BBB
 
165,481
 
 
350
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2012B, 7.250%, 8/15/47
 
8/22 at 100.00
A1
 
370,227
 
 
1,000
 
Total Housing/Multifamily
       
1,083,485
 
     
Housing/Single Family – 2.1% (1.5% of Total Investments)
           
 
1,770
 
California Housing Finance Agency, California, Home Mortgage Revenue Bonds, Series 2008L, 5.500%, 8/01/38
 
2/18 at 100.00
BBB
 
1,814,657
 
 
70
 
California Housing Finance Agency, Home Mortgage Revenue Bonds, Series 2006H, 5.750%, 8/01/30 – FGIC Insured (Alternative Minimum Tax)
 
2/16 at 100.00
BBB
 
73,273
 
 
1,840
 
Total Housing/Single Family
       
1,887,930
 
     
Tax Obligation/General – 31.9% (22.3% of Total Investments)
           
     
California State, General Obligation Bonds, Various Purpose Series 2009:
           
 
2,350
 
6.000%, 11/01/39
 
11/19 at 100.00
A1
 
2,876,142
 
 
1,300
 
5.500%, 11/01/39
 
11/19 at 100.00
A1
 
1,530,906
 
 
3,500
 
California State, General Obligation Bonds, Various Purpose Series 2012, 5.000%, 4/01/42
 
4/22 at 100.00
A1
 
3,950,765
 
 
4,475
 
Coast Community College District, Orange County, California, General Obligation Bonds, Series 2006C, 0.000%, 8/01/31 – AGM Insured
 
8/18 at 100.00
Aa1
 
4,617,887
 
 
6,000
 
Hartnell Community College District, California, General Obligation Bonds, Series 2006B, 5.000%, 6/01/29 – AGM Insured (UB)
 
6/16 at 100.00
Aa2
 
6,445,860
 
 
3,000
 
Los Angeles Unified School District, California, General Obligation Bonds, Series 2005A-2, 5.000%, 7/01/24 – NPFG Insured
 
7/15 at 100.00
Aa2
 
3,292,440
 
 
15
 
Riverside Community College District, California, General Obligation Bonds, Series 2004A, 5.250%, 8/01/22 – NPFG Insured
 
8/14 at 100.00
AA
 
16,060
 
 
135
 
Roseville Joint Union High School District, Placer County, California, General Obligation Bonds, Series 2006B, 5.000%, 8/01/27 – FGIC Insured
 
8/15 at 100.00
AA
 
147,417
 
 
1,355
 
San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A, 5.000%, 9/01/25 – NPFG Insured
 
9/15 at 100.00
Aa1
 
1,495,974
 
 
8,345
 
Yosemite Community College District, California, General Obligation Bonds, Capital Appreciation, Election 2004, Series 2010D, 0.000%, 8/01/42
 
No Opt. Call
Aa2
 
3,601,619
 
 
1,000
 
Yuba Community College District, California, General Obligation Bonds, Election 2006 Series 2011C, 5.250%, 8/01/47
 
8/21 at 100.00
Aa2
 
1,130,680
 
 
31,475
 
Total Tax Obligation/General
       
29,105,750
 

Nuveen Investments
 
27

 
 

 

   
Nuveen California Premium Income Municipal Fund (continued)
NCU
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited – 41.9% (29.3% of Total Investments)
           
$
1,000
 
Bell Community Redevelopment Agency, California, Tax Allocation Bonds, Bell Project Area, Series 2003, 5.625%, 10/01/33 – RAAI Insured
 
10/13 at 100.00
N/R
$
955,370
 
     
California Infrastructure and Economic Development Bank, Revenue Bonds, North County Center for Self-Sufficiency Corporation, Series 2004:
           
 
1,695
 
5.000%, 12/01/22 – AMBAC Insured
 
12/13 at 100.00
AA+
 
1,753,867
 
 
1,865
 
5.000%, 12/01/24 – AMBAC Insured
 
12/13 at 100.00
AA+
 
1,929,771
 
 
5,920
 
California State Public Works Board, Lease Revenue Bonds, Department of Veterans Affairs, Southern California Veterans Home – Chula Vista Facility, Series 1999A, 5.600%, 11/01/19 – AMBAC Insured
 
5/13 at 100.00
A2
 
5,944,568
 
 
1,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2009G-1, 5.750%, 10/01/30
 
10/19 at 100.00
A2
 
1,179,380
 
 
2,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2009-I, 6.375%, 11/01/34
 
11/19 at 100.00
A2
 
2,464,660
 
 
535
 
California State, Economic Recovery Revenue Bonds, Series 2004A, 5.000%, 7/01/15
 
7/14 at 100.00
Aa3
 
569,727
 
 
165
 
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District, Series 2005, 5.000%, 9/01/24 – FGIC Insured
 
9/15 at 100.00
N/R
 
170,453
 
 
500
 
Chino Redevelopment Agency, California, Merged Chino Redevelopment Project Area Tax Allocation Bonds, Series 2006, 5.000%, 9/01/38 – AMBAC Insured
 
9/16 at 101.00
A–
 
507,955
 
 
260
 
Dinuba Redevelopment Agency, California, Tax Allocation Bonds, Merged City of Dinuba Redevelopment Project and Dinuba Redevelopment Project 2, As Amended, Refunding Series 2001, 5.000%, 9/01/31 – NPFG Insured
 
9/13 at 100.00
BBB+
 
261,001
 
 
350
 
Fontana, California, Redevelopment Agency, Jurupa Hills Redevelopment Project, Tax Allocation Refunding Bonds, 1997 Series A, 5.500%, 10/01/27
 
4/13 at 100.00
A–
 
350,452
 
 
425
 
Hesperia Community Redevelopment Agency, California, Tax Allocation Bonds, Series 2005A, 5.000%, 9/01/35 – SYNCORA GTY Insured
 
9/15 at 100.00
BB+
 
414,902
 
 
320
 
Inglewood Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project, Subordinate Lien Series 2007A-1, 5.000%, 5/01/24 – AMBAC Insured
 
5/17 at 100.00
BBB+
 
329,443
 
     
Irvine, California, Unified School District, Community Facilities District Special Tax Bonds, Series 2006A:
           
 
75
 
5.000%, 9/01/26
 
9/16 at 100.00
N/R
 
77,609
 
 
175
 
5.125%, 9/01/36
 
9/16 at 100.00
N/R
 
179,197
 
 
3,500
 
Livermore Redevelopment Agency, California, Tax Allocation Revenue Bonds, Livermore Redevelopment Project Area, Series 2001A, 5.000%, 8/01/26 – NPFG Insured
 
8/13 at 100.00
BBB+
 
3,537,617
 
 
310
 
Los Angeles Community Redevelopment Agency, California, Lease Revenue Bonds, Manchester Social Services Project, Series 2005, 5.000%, 9/01/37 – AMBAC Insured
 
9/15 at 100.00
A1
 
322,853
 
 
2,000
 
Los Angeles Municipal Improvement Corporation, California, Lease Revenue Bonds, Police Headquarters, Series 2006A, 4.750%, 1/01/31 – FGIC Insured
 
1/17 at 100.00
A+
 
2,093,080
 
 
475
 
Lynwood Redevelopment Agency, California, Project A Revenue Bonds, Subordinate Lien Series 2011A, 7.250%, 9/01/38
 
9/21 at 100.00
A–
 
575,852
 
 
3,230
 
Murrieta Redevelopment Agency, California, Tax Allocation Bonds, Series 2005, 5.000%, 8/01/35 – NPFG Insured
 
8/15 at 100.00
A–
 
3,269,923
 
 
170
 
National City Community Development Commission, California, Tax Allocation Bonds, National City Redevelopment Project, Series 2011, 6.500%, 8/01/24
 
8/21 at 100.00
A–
 
212,592
 
 
65
 
Novato Redevelopment Agency, California, Tax Allocation Bonds, Hamilton Field Redevelopment Project, Series 2011, 6.750%, 9/01/40
 
9/21 at 100.00
BBB+
 
76,247
 
     
Perris Union High School District Financing Authority, Riverside County, California, Revenue Bonds, Series 2011:
           
 
60
 
6.000%, 9/01/33
 
9/13 at 103.00
N/R
 
62,158
 
 
135
 
6.125%, 9/01/41
 
9/13 at 103.00
N/R
 
139,771
 
 
540
 
Pittsburg Redevelopment Agency, California, Tax Allocation Bonds, Los Medanos Community Development Project, Refunding Series 2008A, 6.500%, 9/01/28
 
9/18 at 100.00
BBB–
 
591,619
 
 
210
 
Rancho Santa Fe CSD Financing Authority, California, Revenue Bonds, Superior Lien Series 2011A, 5.750%, 9/01/30
 
9/21 at 100.00
BBB+
 
242,504
 
 
155
 
Rialto Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 – SYNCORA GTY Insured
 
9/15 at 100.00
A–
 
156,837
 

28
 
Nuveen Investments

 
 

 
 
 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
40
 
Riverside County Redevelopment Agency, California, Tax Allocation Bonds, Jurupa Valley Project Area, Series 2011B, 6.500%, 10/01/25
 
10/21 at 100.00
A–
$
45,738
 
 
190
 
Roseville, California, Certificates of Participation, Public Facilities, Series 2003A, 5.000%, 8/01/25 – AMBAC Insured
 
8/13 at 100.00
AA–
 
192,844
 
 
1,500
 
Sacramento City Financing Authority, California, Lease Revenue Refunding Bonds, Series 1993A, 5.400%, 11/01/20 – NPFG Insured
 
No Opt. Call
A
 
1,729,440
 
 
3,000
 
Sacramento City Financing Authority, California, Lease Revenue Refunding Bonds, Series 1993B, 5.400%, 11/01/20
 
No Opt. Call
A
 
3,458,880
 
 
1,000
 
San Diego County Regional Transportation Commission, California, Sales Tax Revenue Bonds, Series 2012A, 5.000%, 4/01/42
 
4/22 at 100.00
AAA
 
1,148,220
 
 
2,000
 
San Francisco City and County, California, Certificates of Participation, Multiple Capital Improvement Projects, Series 2009A, 5.200%, 4/01/26
 
4/19 at 100.00
AA–
 
2,286,320
 
 
30
 
San Francisco Redevelopment Finance Authority, California, Tax Allocation Revenue Bonds, Mission Bay North Redevelopment Project, Series 2011C, 6.750%, 8/01/41
 
2/21 at 100.00
A–
 
36,131
 
     
San Francisco Redevelopment Financing Authority, California, Tax Allocation Revenue Bonds, Mission Bay South Redevelopment Project, Series 2011D:
           
 
30
 
7.000%, 8/01/33
 
2/21 at 100.00
BBB
 
35,267
 
 
40
 
7.000%, 8/01/41
 
2/21 at 100.00
BBB
 
46,400
 
     
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006C:
           
 
100
 
5.000%, 8/01/24 – NPFG Insured
 
8/17 at 100.00
BBB
 
104,469
 
 
275
 
5.000%, 8/01/25 – NPFG Insured
 
8/17 at 100.00
BBB
 
286,611
 
 
360
 
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006D, 5.000%, 8/01/23 – AMBAC Insured
 
8/17 at 100.00
BBB
 
370,192
 
 
50
 
Signal Hill Redevelopment Agency, California, Project 1 Tax Allocation Bonds, Series 2011, 7.000%, 10/01/26
 
4/21 at 100.00
N/R
 
55,810
 
 
95
 
Yorba Linda Redevelopment Agency, Orange County, California, Tax Allocation Revenue Bonds, Yorba Linda Redevelopment Project, Subordinate Lien Series 2011A, 6.000%, 9/01/26
 
9/21 at 100.00
A–
 
110,688
 
 
35,845
 
Total Tax Obligation/Limited
       
38,276,418
 
     
Transportation – 2.5% (1.8% of Total Investments)
           
 
220
 
Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2008, Trust 3211, 13.640%, 10/01/32 (IF)
 
4/18 at 100.00
AA
 
320,635
 
 
2,000
 
Foothill/Eastern Transportation Corridor Agency, California, Toll Road Revenue Bonds, Series 1995A, 5.000%, 1/01/35
 
7/13 at 100.00
BBB–
 
1,999,920
 
 
2,220
 
Total Transportation
       
2,320,555
 
     
U.S. Guaranteed – 10.3% (7.2% of Total Investments) (4)
           
 
780
 
Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2006F, 5.000%, 4/01/31 (Pre-refunded 4/01/16) (UB)
 
4/16 at 100.00
AA (4)
 
889,356
 
 
3,000
 
California Infrastructure and Economic Development Bank, First Lien Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2003A, 5.000%, 7/01/22 – AGM Insured (ETM)
 
No Opt. Call
Aaa
 
3,854,700
 
 
370
 
California State, Economic Recovery Revenue Bonds, Series 2004A, 5.000%, 7/01/15 (Pre-refunded 7/01/14)
 
7/14 at 100.00
Aaa
 
393,758
 
 
3,495
 
Orange County Sanitation District, California, Certificates of Participation, Series 2003, 5.250%, 2/01/21 (Pre-refunded 8/01/13) – FGIC Insured
 
8/13 at 100.00
AAA
 
3,570,737
 
 
325
 
San Mateo Union High School District, San Mateo County, California, Certificates of Participation, Phase 1, Series 2007A, 5.000%, 12/15/30 (Pre-refunded 12/15/17) – AMBAC Insured
 
12/17 at 100.00
AA– (4)
 
390,302
 
     
University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A:
           
 
255
 
5.125%, 5/15/17 (Pre-refunded 5/15/13) – AMBAC Insured
 
5/13 at 100.00
Aa1 (4)
 
257,678
 
 
55
 
5.125%, 5/15/17 (Pre-refunded 5/15/13) – AMBAC Insured
 
5/13 at 100.00
Aa1 (4)
 
55,587
 
 
8,280
 
Total U.S. Guaranteed
       
9,412,118
 

Nuveen Investments
 
29

 
 

 

   
Nuveen California Premium Income Municipal Fund (continued)
NCU
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Utilities – 1.8% (1.3% of Total Investments)
           
$
890
 
Long Beach Bond Finance Authority, California, Natural Gas Purchase Revenue Bonds, Series 2007A, 5.500%, 11/15/37
 
No Opt. Call
A
$
1,083,798
 
 
275
 
Los Angeles Department of Water and Power, California, Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 – NPFG Insured
 
7/13 at 100.00
AA–
 
279,560
 
 
295
 
Merced Irrigation District, California, Electric System Revenue Bonds, Series 2005, 5.125%, 9/01/31 – SYNCORA GTY Insured
 
9/15 at 100.00
N/R
 
303,912
 
 
1,460
 
Total Utilities
       
1,667,270
 
     
Water and Sewer – 8.7% (6.1% of Total Investments)
           
 
1,125
 
Burbank, California, Wastewater System Revenue Bonds, Series 2004A, 5.000%, 6/01/23 – AMBAC Insured
 
6/14 at 100.00
AA+
 
1,189,620
 
 
1,275
 
California Pollution Control Financing Authority, Water Furnishing Revenue Bonds, Poseidon Resources Channelside Desalination Project, Series 2012, 5.000%, 11/21/45 (Alternative Minimum Tax)
 
No Opt. Call
Baa3
 
1,322,124
 
 
205
 
Healdsburg Public Financing Authority, California, Wastewater Revenue Bonds, Series 2006, 5.000%, 4/01/36 – NPFG Insured
 
4/16 at 100.00
AA–
 
225,080
 
 
670
 
Metropolitan Water District of Southern California, Waterworks Revenue Bonds, Tender Option Bond Trust 09-8B, 18.355%, 7/01/35 (IF) (5)
 
7/19 at 100.00
AAA
 
1,097,889
 
 
1,500
 
Orange County Water District, California, Revenue Certificates of Participation, Tender Option Bond Trust 11782-1, 17.966%, 2/15/35 (IF)
 
8/19 at 100.00
AAA
 
2,319,120
 
 
1,795
 
Woodbridge Irrigation District, California, Certificates of Participation, Water Systems Project, Series 2003, 5.500%, 7/01/33
 
7/13 at 100.00
A+
 
1,804,137
 
 
6,570
 
Total Water and Sewer
       
7,957,970
 
$
124,239
 
Total Investments (cost $116,968,208) – 142.8%
       
130,443,832
 
     
Floating Rate Obligations – (6.0)%
       
(5,525,000
)
     
MuniFund Term Preferred Shares, at Liquidation Value – (38.6)% (6)
       
(35,250,000
)
     
Other Assets Less Liabilities – 1.8%
       
1,668,626
 
     
Net Assets Applicable to Common Shares – 100%
     
$
91,337,458
 

(1)
 
All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.
(2)
 
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. Certain mortgage-backed securities may be subject to periodic principal paydowns.
(3)
 
Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.
(4)
 
Backed by an escrow or trust containing sufficient U.S. Government or U.S. Government agency securities, which ensure the timely payment of principal and interest. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities.
(5)
 
Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in inverse floating rate transactions.
(6)
 
MuniFund Term Preferred Shares, at Liquidation Value as a percentage of Total Investments is 27.0%.
N/R
 
Not rated.
(ETM)
 
Escrowed to maturity.
(IF)
 
Inverse floating rate investment.
(UB)
 
Underlying bond of an inverse floating rate trust reflected as a financing transaction. See Notes to Financial Statements, Footnote 1 – General Information and Significant Accounting Policies, Inverse Floating Rate Securities for more information.

See accompanying notes to financial statements.

30
 
Nuveen Investments

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund
NAC
 
Portfolio of Investments
 
February 28, 2013
 
 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Consumer Staples – 8.1% (5.7% of Total Investments)
           
$
810
 
California County Tobacco Securitization Agency, Tobacco Settlement Asset-Backed Bonds, Sonoma County Tobacco Securitization Corporation, Series 2005, 4.250%, 6/01/21
 
6/15 at 100.00
BB+
$
788,486
 
     
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-1:
           
 
20,615
 
5.750%, 6/01/47
 
6/17 at 100.00
B
 
19,328,830
 
 
2,895
 
5.125%, 6/01/47
 
6/17 at 100.00
B
 
2,458,318
 
 
8,255
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-2, 5.300%, 6/01/37
 
6/22 at 100.00
B
 
7,530,459
 
 
32,575
 
Total Consumer Staples
       
30,106,093
 
     
Education and Civic Organizations – 6.7% (4.7% of Total Investments)
           
 
2,500
 
California Educational Facilities Authority, Revenue Bonds, Santa Clara University, Series 2010, 5.000%, 2/01/40
 
2/20 at 100.00
Aa3
 
2,789,800
 
 
290
 
California Educational Facilities Authority, Revenue Bonds, University of Redlands, Series 2005A, 5.000%, 10/01/35
 
10/15 at 100.00
A3
 
301,739
 
 
10,000
 
California Educational Facilities Authority, Revenue Bonds, University of Southern California, Series 2007A, 4.500%, 10/01/33 (UB)
 
10/17 at 100.00
Aa1
 
11,065,500
 
     
California Educational Facilities Authority, Revenue Bonds, University of the Pacific, Series 2006:
           
 
200
 
5.000%, 11/01/21
 
11/15 at 100.00
A2
 
217,168
 
 
265
 
5.000%, 11/01/25
 
11/15 at 100.00
A2
 
285,837
 
 
4,685
 
California State Public Works Board, Lease Revenue Bonds, University of California Regents, Tender Option Bond Trust 1065, 9.376%, 3/01/33 (IF)
 
3/18 at 100.00
Aa2
 
5,758,427
 
 
1,250
 
California Statewide Communities Development Authority, School Facility Revenue Bonds, Alliance College-Ready Public Schools, Series 2011A, 7.000%, 7/01/46
 
7/21 at 100.00
BBB
 
1,423,275
 
 
565
 
California Statewide Community Development Authority, Revenue Bonds, Notre Dame de Namur University, Series 2003, 6.500%, 10/01/23
 
10/13 at 100.00
N/R
 
569,882
 
 
2,775
 
University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A, 5.125%, 5/15/17 – AMBAC Insured
 
5/13 at 100.00
Aa1
 
2,804,027
 
 
22,530
 
Total Education and Civic Organizations
       
25,215,655
 
     
Health Care – 28.0% (19.7% of Total Investments)
           
 
3,815
 
California Health Facilities Financing Authority, Revenue Bonds, Catholic Healthcare West, Series 2008J, 5.625%, 7/01/32
 
7/15 at 100.00
A
 
4,215,728
 
 
2,500
 
California Health Facilities Financing Authority, Revenue Bonds, Cedars-Sinai Medical Center, Series 2009, 5.000%, 8/15/39
 
8/19 at 100.00
A+
 
2,758,550
 
 
1,420
 
California Health Facilities Financing Authority, Revenue Bonds, Rady Children’s Hospital – San Diego, Series 2011, 5.250%, 8/15/41
 
8/21 at 100.00
A+
 
1,572,693
 
 
14,895
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Series 2007A, 5.250%, 11/15/46 (UB)
 
11/16 at 100.00
AA–
 
16,262,808
 
 
6,530
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Series 2011B, 6.000%, 8/15/42
 
8/20 at 100.00
AA–
 
8,008,980
 
 
1,120
 
California Statewide Communities Development Authority, Revenue Bonds, Adventist Health System West, Series 2005A, 5.000%, 3/01/35
 
3/15 at 100.00
A
 
1,190,179
 
 
5,500
 
California Statewide Communities Development Authority, Revenue Bonds, Sutter Health, Series 2011A, 6.000%, 8/15/42
 
8/20 at 100.00
AA–
 
6,745,695
 
 
3,325
 
California Statewide Communities Development Authority, Revenue Bonds, ValleyCare Health System, Series 2007A, 5.125%, 7/15/31
 
7/17 at 100.00
N/R
 
3,438,416
 

Nuveen Investments
 
31

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund (continued)
NAC
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Health Care (continued)
           
     
California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A:
           
$
1,760
 
5.250%, 7/01/24
 
7/15 at 100.00
BBB
$
1,887,248
 
 
3,870
 
5.250%, 7/01/30
 
7/15 at 100.00
BBB
 
4,082,850
 
 
150
 
5.250%, 7/01/35
 
7/15 at 100.00
BBB
 
157,692
 
 
10,140
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2006, 5.000%, 3/01/41
 
3/16 at 100.00
A+
 
10,865,923
 
 
3,095
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2001C, 5.250%, 8/01/31
 
8/16 at 100.00
A+
 
3,470,331
 
 
9,980
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2006, 5.000%, 3/01/41 – BHAC Insured (UB)
 
3/16 at 100.00
AA+
 
10,929,198
 
 
2,010
 
California Statewide Community Development Authority, Revenue Bonds, Methodist Hospital Project, Series 2009, 6.750%, 2/01/38
 
8/19 at 100.00
Aa2
 
2,442,854
 
 
1,586
 
California Statewide Communities Development Authority, Revenue Bonds, Saint Joseph Health System, Trust 2554, 18.398%, 7/01/47 – AGM Insured (IF)
 
7/18 at 100.00
AA–
 
2,391,878
 
 
1,000
 
Loma Linda, California, Hospital Revenue Bonds, Loma Linda University Medical Center, Series 2005A, 5.000%, 12/01/23
 
12/15 at 100.00
BBB
 
1,022,840
 
 
2,860
 
Loma Linda, California, Hospital Revenue Bonds, Loma Linda University Medical Center, Series 2008A, 8.250%, 12/01/38
 
12/17 at 100.00
BBB
 
3,332,472
 
 
1,000
 
Madera County, California, Certificates of Participation, Children’s Hospital Central California, Series 2010, 5.375%, 3/15/36
 
3/20 at 100.00
A+
 
1,113,220
 
 
1,725
 
Newport Beach, California, Revenue Bonds, Hoag Memorial Hospital Presbyterian, Series 2011A, 6.000%, 12/01/40
 
12/21 at 100.00
AA
 
2,115,678
 
 
675
 
Oak Valley Hospital District, Stanislaus County, California, Revenue Bonds, Series 2010A, 6.500%, 11/01/29
 
11/20 at 100.00
BB+
 
710,046
 
 
5,450
 
Palomar Pomerado Health Care District, California, Certificates of Participation, Series 2010, 6.000%, 11/01/41
 
11/20 at 100.00
Baa3
 
5,932,761
 
 
2,570
 
Rancho Mirage Joint Powers Financing Authority, California, Revenue Bonds, Eisenhower Medical Center, Series 2007A, 5.000%, 7/01/38
 
7/17 at 100.00
Baa2
 
2,635,818
 
 
3,300
 
San Buenaventura, California, Revenue Bonds, Community Memorial Health System, Series 2011, 7.500%, 12/01/41
 
12/21 at 100.00
BB
 
4,035,240
 
 
3,000
 
Santa Clara County Financing Authority, California, Insured Revenue Bonds, El Camino Hospital, Series 2007A, 5.750%, 2/01/41 – AMBAC Insured
 
8/17 at 100.00
A+
 
3,317,790
 
 
93,276
 
Total Health Care
       
104,636,888
 
     
Housing/Multifamily – 2.0% (1.4% of Total Investments)
           
 
1,995
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2010A, 6.400%, 8/15/45
 
8/20 at 100.00
BBB
 
2,207,707
 
 
4,600
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2012A, 5.125%, 8/15/32
 
8/22 at 100.00
BBB
 
4,910,868
 
 
320
 
Independent Cities Lease Finance Authority, California, Mobile Home Park Revenue Bonds, San Juan Mobile Estates, Series 2006B, 5.850%, 5/15/41
 
5/16 at 100.00
N/R
 
327,670
 
 
6,915
 
Total Housing/Multifamily
       
7,446,245
 
     
Housing/Single Family – 0.7% (0.5% of Total Investments)
           
 
270
 
California Housing Finance Agency, Home Mortgage Revenue Bonds, Series 2006H, 5.750%, 8/01/30 – FGIC Insured (Alternative Minimum Tax)
 
2/16 at 100.00
BBB
 
282,623
 
 
2,395
 
California Housing Finance Agency, Home Mortgage Revenue Bonds, Tender Option Bond Trust 3206, 8.485%, 2/01/29 (Alternative Minimum Tax) (IF)
 
2/17 at 100.00
BBB
 
2,385,348
 
 
2,665
 
Total Housing/Single Family
       
2,667,971
 

32
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Industrials – 0.1% (0.1% of Total Investments)
           
$
5,120
 
California Statewide Communities Development Authority, Revenue Bonds, EnerTech Regional Biosolids Project, Series 2007A, 5.500%, 12/01/33 (Alternative Minimum Tax) (4)
 
No Opt. Call
D
$
305,869
 
     
Long-Term Care – 0.3% (0.2% of Total Investments)
           
 
1,000
 
California Municipal Finance Authority, Revenue Bonds, Harbor Regional Center Project, Series 2009, 8.000%, 11/01/29
 
11/19 at 100.00
Baa1
 
1,224,340
 
     
Tax Obligation/General – 29.7% (20.9% of Total Investments)
           
     
Alvord Unified School District, Riverside County, California, General Obligation Bonds, 2007 Election Series 2011B:
           
 
21,000
 
0.000%, 8/01/41 – AGM Insured
 
No Opt. Call
AA–
 
5,157,600
 
 
16,840
 
0.000%, 8/01/43 – AGM Insured
 
No Opt. Call
AA–
 
3,724,671
 
 
10,000
 
California State, General Obligation Bonds, Various Purpose Series 2009, 6.000%, 11/01/39
 
11/19 at 100.00
A1
 
12,238,900
 
     
California State, General Obligation Bonds, Various Purpose Series 2010:
           
 
5,000
 
6.000%, 3/01/33
 
3/20 at 100.00
A1
 
6,211,250
 
 
8,000
 
5.500%, 3/01/40
 
3/20 at 100.00
A1
 
9,474,800
 
 
1,000
 
5.250%, 11/01/40
 
11/20 at 100.00
A1
 
1,175,280
 
     
California State, General Obligation Bonds, Various Purpose Series 2011:
           
 
1,650
 
5.000%, 9/01/41
 
9/21 at 100.00
A1
 
1,852,043
 
 
4,330
 
5.000%, 10/01/41
 
10/21 at 100.00
A1
 
4,864,582
 
     
California State, General Obligation Bonds, Various Purpose Series 2012:
           
 
2,000
 
5.250%, 2/01/28
 
2/22 at 100.00
A1
 
2,411,740
 
 
5,000
 
5.250%, 2/01/29
 
2/22 at 100.00
A1
 
5,994,150
 
 
2,000
 
5.000%, 4/01/42
 
4/22 at 100.00
A1
 
2,257,580
 
 
4,435
 
California State, General Obligation Refunding Bonds, Series 2002, 6.000%, 4/01/16 – AMBAC Insured
 
No Opt. Call
A1
 
5,182,076
 
 
3,425
 
Coast Community College District, Orange County, California, General Obligation Bonds, Series 2006C, 0.000%, 8/01/31 – AGM Insured
 
8/18 at 100.00
Aa1
 
3,534,360
 
 
5,150
 
Hacienda La Puente Unified School District Facilities Financing Authority, California, General Obligation Revenue Bonds, Series 2007, 5.000%, 8/01/26 – AGM Insured
 
No Opt. Call
AA–
 
6,263,997
 
 
3,000
 
Los Angeles Unified School District, California, General Obligation Bonds, Series 2005A-2, 5.000%, 7/01/24 – NPFG Insured
 
7/15 at 100.00
Aa2
 
3,292,440
 
 
5,210
 
Oak Valley Hospital District, Stanislaus County, California, General Obligation Bonds, Series 2005, 5.000%, 7/01/35 – FGIC Insured
 
7/14 at 101.00
A1
 
5,400,426
 
 
575
 
Roseville Joint Union High School District, Placer County, California, General Obligation Bonds, Series 2006B, 5.000%, 8/01/27 – FGIC Insured
 
8/15 at 100.00
AA
 
627,889
 
 
4,000
 
San Diego Community College District, California, General Obligation Bonds, Refunding Series 2011, 5.000%, 8/01/41
 
8/21 at 100.00
AA+
 
4,606,040
 
 
5,000
 
San Diego Unified School District, San Diego County, California, General Obligation Bonds, Series 2003E, 5.250%, 7/01/20 – AGM Insured
 
7/13 at 101.00
AA–
 
5,130,950
 
 
50,070
 
Yosemite Community College District, California, General Obligation Bonds, Capital Appreciation, Election 2004, Series 2010D, 0.000%, 8/01/42
 
No Opt. Call
Aa2
 
21,609,711
 
 
157,685
 
Total Tax Obligation/General
       
111,010,485
 
     
Tax Obligation/Limited – 37.7% (26.6% of Total Investments)
           
     
Beaumont Financing Authority, California, Local Agency Revenue Bonds, Series 2004D:
           
 
1,000
 
5.500%, 9/01/24
 
9/14 at 102.00
N/R
 
1,035,650
 
 
615
 
5.800%, 9/01/35
 
9/14 at 102.00
N/R
 
633,641
 
 
1,910
 
Borrego Water District, California, Community Facilities District 2007-1 Montesoro, Special Tax Bonds, Series 2007, 5.750%, 8/01/25 (4)
 
8/17 at 102.00
N/R
 
516,311
 
 
1,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2009G-1, 5.750%, 10/01/30
 
10/19 at 100.00
A2
 
1,179,380
 

Nuveen Investments
 
33

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund (continued)
NAC
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
2,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2009-I, 6.375%, 11/01/34
 
11/19 at 100.00
A2
$
2,464,660
 
 
2,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2012G, 5.000%, 11/01/31
 
No Opt. Call
A2
 
2,289,360
 
 
2,000
 
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District 90-2 – Talega, Series 2003, 6.000%, 9/01/33
 
9/13 at 100.00
N/R
 
2,016,800
 
 
710
 
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District, Series 2005, 5.000%, 9/01/24 – FGIC Insured
 
9/15 at 100.00
N/R
 
733,466
 
 
1,225
 
Chino Redevelopment Agency, California, Merged Chino Redevelopment Project Area Tax Allocation Bonds, Series 2006, 5.000%, 9/01/38 – AMBAC Insured
 
9/16 at 101.00
A–
 
1,244,490
 
 
1,480
 
Commerce Joint Power Financing Authority, California, Tax Allocation Bonds, Redevelopment Projects 2 and 3, Refunding Series 2003A, 5.000%, 8/01/28 – RAAI Insured
 
8/13 at 100.00
BBB
 
1,484,721
 
 
1,040
 
Dinuba Redevelopment Agency, California, Tax Allocation Bonds, Merged City of Dinuba Redevelopment Project and Dinuba Redevelopment Project 2, As Amended, Refunding Series 2001, 5.000%, 9/01/31 – NPFG Insured
 
9/13 at 100.00
BBB+
 
1,044,004
 
 
1,430
 
Fontana, California, Redevelopment Agency, Jurupa Hills Redevelopment Project, Tax Allocation Refunding Bonds, 1997 Series A, 5.500%, 10/01/27
 
4/13 at 100.00
A–
 
1,431,845
 
 
3,490
 
Fontana, California, Senior Special Tax Refunding Bonds, Heritage Village Community Facilities District 2, Series 1998A, 5.250%, 9/01/17 – NPFG Insured
 
9/13 at 100.00
Baa2
 
3,543,327
 
 
1,125
 
Fontana, California, Special Tax Bonds, Sierra Community Facilities District 22, Series 2004, 6.000%, 9/01/34
 
9/14 at 100.00
N/R
 
1,144,080
 
 
3,980
 
Garden Grove, California, Certificates of Participation, Financing Project, Series 2002A, 5.500%, 3/01/22 – AMBAC Insured
 
3/14 at 100.00
A
 
4,016,775
 
 
31,090
 
Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Revenue Bonds, Series 2005A, 5.000%, 6/01/35 – FGIC Insured
 
6/15 at 100.00
AA–
 
32,697,655
 
 
2,850
 
Hesperia Community Redevelopment Agency, California, Tax Allocation Bonds, Series 2005A, 5.000%, 9/01/35 – SYNCORA GTY Insured
 
9/15 at 100.00
BB+
 
2,782,284
 
 
4,500
 
Inglewood Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project, Refunding Series 1998A, 5.250%, 5/01/23 – AMBAC Insured
 
No Opt. Call
N/R
 
5,034,060
 
 
1,285
 
Inglewood Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project, Subordinate Lien Series 2007A-1, 5.000%, 5/01/25 – AMBAC Insured
 
5/17 at 100.00
BBB+
 
1,318,474
 
     
Irvine, California, Unified School District, Community Facilities District Special Tax Bonds, Series 2006A:
           
 
325
 
5.000%, 9/01/26
 
9/16 at 100.00
N/R
 
336,307
 
 
755
 
5.125%, 9/01/36
 
9/16 at 100.00
N/R
 
773,105
 
 
675
 
Lammersville School District, San Joaquin County, California, Special Tax Bonds, Community Facilities District 2002 Mountain House, Series 2006, 5.125%, 9/01/35
 
9/16 at 100.00
N/R
 
680,704
 
 
2,000
 
Lee Lake Water District, Riverside County, California, Special Tax Bonds, Community Facilities District 1 of Sycamore Creek, Series 2003, 6.500%, 9/01/24
 
9/13 at 102.00
N/R
 
2,063,900
 
 
1,000
 
Lindsay Redevelopment Agency, California, Project 1 Tax Allocation Bonds, Series 2007, 5.000%, 8/01/37 – RAAI Insured
 
8/17 at 100.00
BBB+
 
1,012,420
 
 
1,290
 
Los Angeles Community Redevelopment Agency, California, Lease Revenue Bonds, Manchester Social Services Project, Series 2005, 5.000%, 9/01/37 – AMBAC Insured
 
9/15 at 100.00
A1
 
1,343,483
 
 
1,530
 
Moreno Valley Unified School District, Riverside County, California, Certificates of Participation, Series 2005, 5.000%, 3/01/24 – AGM Insured
 
3/14 at 100.00
AA–
 
1,593,021
 
 
3,500
 
Murrieta Redevelopment Agency, California, Tax Allocation Bonds, Series 2007A, 5.000%, 8/01/37 – NPFG Insured
 
8/17 at 100.00
A–
 
3,568,670
 
 
695
 
National City Community Development Commission, California, Tax Allocation Bonds, National City Redevelopment Project, Series 2011, 6.500%, 8/01/24
 
8/21 at 100.00
A–
 
869,125
 

34
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
9,200
 
Norco Redevelopment Agency, California, Tax Allocation Refunding Bonds, Project Area 1, Series 2001, 5.000%, 3/01/19 – NPFG Insured
 
5/13 at 100.00
A
$
9,217,848
 
     
North Natomas Community Facilities District 4, Sacramento, California, Special Tax Bonds, Series 2006D:
           
 
535
 
5.000%, 9/01/26
 
9/14 at 102.00
N/R
 
545,850
 
 
245
 
5.000%, 9/01/33
 
9/14 at 102.00
N/R
 
247,114
 
 
260
 
Novato Redevelopment Agency, California, Tax Allocation Bonds, Hamilton Field Redevelopment Project, Series 2011, 6.750%, 9/01/40
 
9/21 at 100.00
BBB+
 
304,988
 
 
3,290
 
Oakland Redevelopment Agency, California, Subordinate Lien Tax Allocation Bonds, Central District Redevelopment Project, Series 2003, 5.500%, 9/01/16 – FGIC Insured
 
5/13 at 100.00
A–
 
3,301,416
 
 
1,000
 
Palmdale Community Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project Areas, Series 2004, 5.000%, 12/01/24 – AMBAC Insured
 
12/14 at 100.00
A–
 
1,058,550
 
     
Perris Union High School District Financing Authority, Riverside County, California, Revenue Bonds, Series 2011:
           
 
245
 
6.000%, 9/01/33
 
9/13 at 103.00
N/R
 
253,810
 
 
530
 
6.125%, 9/01/41
 
9/13 at 103.00
N/R
 
548,730
 
 
8,250
 
Pico Rivera Water Authority, California, Revenue Bonds, Series 2001A, 6.250%, 12/01/32
 
6/13 at 101.00
N/R
 
8,335,470
 
 
2,130
 
Pittsburg Redevelopment Agency, California, Tax Allocation Bonds, Los Medanos Community Development Project, Refunding Series 2008A, 6.500%, 9/01/28
 
9/18 at 100.00
BBB–
 
2,333,607
 
 
1,570
 
Poway Redevelopment Agency, California, Tax Allocation Refunding Bonds, Paguay Redevelopment Project, Series 2000, 5.750%, 6/15/33 – NPFG Insured
 
5/13 at 100.00
Baa2
 
1,571,633
 
 
2,000
 
Puerto Rico Sales Tax Financing Corporation, Sales Tax Revenue Bonds, First Subordinate Series 2009A, 0.000%, 8/01/32
 
8/26 at 100.00
A+
 
2,120,020
 
 
845
 
Rancho Santa Fe CSD Financing Authority, California, Revenue Bonds, Superior Lien Series 2011A, 5.750%, 9/01/30
 
9/21 at 100.00
BBB+
 
975,789
 
 
620
 
Rialto Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 – SYNCORA GTY Insured
 
9/15 at 100.00
A–
 
627,347
 
 
150
 
Riverside County Redevelopment Agency, California, Tax Allocation Bonds, Jurupa Valley Project Area, Series 2011B, 6.500%, 10/01/25
 
10/21 at 100.00
A–
 
171,519
 
 
1,860
 
Riverside Redevelopment Agency, California, Tax Allocation Refunding Bonds, Merged Project Areas, Series 2003, 5.250%, 8/01/22 – NPFG Insured
 
8/13 at 100.00
A–
 
1,891,825
 
 
770
 
Roseville, California, Certificates of Participation, Public Facilities, Series 2003A, 5.000%, 8/01/25 – AMBAC Insured
 
8/13 at 100.00
AA–
 
781,527
 
 
2,500
 
Sacramento City Financing Authority, California, Lease Revenue Refunding Bonds, Series 1993A, 5.400%, 11/01/20 – AMBAC Insured
 
No Opt. Call
A
 
2,882,400
 
 
1,150
 
Sacramento, California, Special Tax Bonds, North Natomas Community Facilities District 4, Series 2003C, 6.000%, 9/01/33
 
9/14 at 100.00
N/R
 
1,170,919
 
 
120
 
San Francisco Redevelopment Finance Authority, California, Tax Allocation Revenue Bonds, Mission Bay North Redevelopment Project, Series 2011C, 6.750%, 8/01/41
 
2/21 at 100.00
A–
 
144,526
 
     
San Francisco Redevelopment Financing Authority, California, Tax Allocation Revenue Bonds, Mission Bay South Redevelopment Project, Series 2011D:
           
 
125
 
7.000%, 8/01/33
 
2/21 at 100.00
BBB
 
146,944
 
 
155
 
7.000%, 8/01/41
 
2/21 at 100.00
BBB
 
179,800
 
 
2,695
 
San Jose Financing Authority, California, Lease Revenue Refunding Bonds, Civic Center Project, Series 2002B, 5.250%, 6/01/19 – AMBAC Insured
 
5/13 at 100.00
AA
 
2,707,208
 
 
1,000
 
San Jose Redevelopment Agency, California, Housing Set-Aside Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2010A-1, 5.500%, 8/01/35
 
8/20 at 100.00
A
 
1,098,870
 

Nuveen Investments
 
35

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund (continued)
NAC
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
     
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006C:
           
$
1,100
 
5.000%, 8/01/24 – NPFG Insured
 
8/17 at 100.00
BBB
$
1,149,159
 
 
1,235
 
5.000%, 8/01/25 – NPFG Insured
 
8/17 at 100.00
BBB
 
1,287,142
 
 
1,000
 
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2005A, 5.000%, 8/01/27 – NPFG Insured
 
8/15 at 100.00
BBB
 
1,015,230
 
 
5,000
 
Santa Ana Community Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2011A, 6.750%, 9/01/28
 
3/21 at 100.00
A+
 
6,138,100
 
 
205
 
Signal Hill Redevelopment Agency, California, Project 1 Tax Allocation Bonds, Series 2011, 7.000%, 10/01/26
 
4/21 at 100.00
N/R
 
228,821
 
 
1,200
 
Turlock Public Financing Authority, California, Tax Allocation Revenue Bonds, Series 2011, 7.500%, 9/01/39
 
3/21 at 100.00
BBB+
 
1,375,776
 
 
1,000
 
Washington Unified School District, Yolo County, California, Certificates of Participation, Series 2007, 5.125%, 8/01/37 – AMBAC Insured
 
8/17 at 100.00
A
 
1,059,110
 
 
600
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Refunding Series 2009A, 8.625%, 9/01/39
 
9/14 at 105.00
N/R
 
648,546
 
 
2,810
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Series 2003B, 7.000%, 9/01/38
 
9/13 at 103.00
N/R
 
2,872,551
 
 
2,000
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Series 2004B, 6.000%, 9/01/39
 
9/13 at 102.00
N/R
 
1,984,260
 
 
1,350
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 2001-1, Series 2004A, 6.125%, 9/01/39
 
9/13 at 103.00
N/R
 
1,351,998
 
     
Yorba Linda Redevelopment Agency, Orange County, California, Tax Allocation Revenue Bonds, Yorba Linda Redevelopment Project, Subordinate Lien Series 2011A:
           
 
150
 
6.000%, 9/01/26
 
9/21 at 100.00
A–
 
174,771
 
 
210
 
6.500%, 9/01/32
 
9/21 at 100.00
A–
 
249,127
 
 
135,605
 
Total Tax Obligation/Limited
       
141,004,019
 
     
Transportation – 3.0% (2.1% of Total Investments)
           
 
11,150
 
Foothill/Eastern Transportation Corridor Agency, California, Toll Road Revenue Refunding Bonds, Series 1999, 5.750%, 1/15/40
 
7/13 at 100.00
BBB–
 
11,155,352
 
 
120
 
Palm Springs Financing Authority, California, Palm Springs International Airport Revenue Bonds, Series 2006, 5.450%, 7/01/20 (Alternative Minimum Tax)
 
7/14 at 102.00
N/R
 
121,193
 
 
11,270
 
Total Transportation
       
11,276,545
 
     
U.S. Guaranteed – 5.9% (4.1% of Total Investments) (5)
           
 
1,430
 
Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2006F, 5.000%, 4/01/31 (Pre-refunded 4/01/16) (UB)
 
4/16 at 100.00
AA (5)
 
1,630,486
 
 
655
 
California Statewide Community Development Authority, Revenue Bonds, Thomas Jefferson School of Law, Series 2005A, 4.875%, 10/01/31 (Pre-refunded 10/01/15)
 
10/15 at 100.00
N/R (5)
 
714,336
 
 
2,625
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.250%, 6/01/33 (Pre-refunded 6/01/13)
 
6/13 at 100.00
Aaa
 
2,666,239
 
 
3,630
 
Imperial Irrigation District, California, Certificates of Participation, Electric System Revenue Bonds, Series 2003, 5.250%, 11/01/23 (Pre-refunded 11/01/13) – AGM Insured
 
11/13 at 100.00
AA– (5)
 
3,753,892
 
 
1,335
 
Lincoln, California, Special Tax Bonds, Lincoln Crossing Community Facilities District 03-1, Series 2004, 6.000%, 9/01/34 (Pre-refunded 9/01/13)
 
9/13 at 102.00
N/R (5)
 
1,398,426
 

36
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
U.S. Guaranteed (5) (continued)
           
$
5,840
 
Orange County Water District, California, Revenue Certificates of Participation, Series 1999A, 5.375%, 8/15/29 (ETM)
 
No Opt. Call
N/R (5)
$
8,170,919
 
 
1,725
 
Rohnert Park Finance Authority, California, Senior Lien Revenue Bonds, Rancho Feliz Mobile Home Park, Series 2003A, 5.750%, 9/15/38 (Pre-refunded 9/15/13)
 
9/13 at 100.00
A+ (5)
 
1,777,009
 
 
1,120
 
Rohnert Park Finance Authority, California, Subordinate Lien Revenue Bonds, Rancho Feliz Mobile Home Park, Series 2003B, 6.625%, 9/15/38 (Pre-refunded 9/15/13)
 
9/13 at 100.00
N/R (5)
 
1,158,808
 
     
University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A:
           
 
600
 
5.125%, 5/15/17 (Pre-refunded 5/15/13) – AMBAC Insured
 
5/13 at 100.00
Aa1 (5)
 
606,300
 
 
125
 
5.125%, 5/15/17 (Pre-refunded 5/15/13) – AMBAC Insured
 
5/13 at 100.00
Aa1 (5)
 
126,335
 
 
19,085
 
Total U.S. Guaranteed
       
22,002,750
 
     
Utilities – 3.1% (2.2% of Total Investments)
           
 
3,775
 
Long Beach Bond Finance Authority, California, Natural Gas Purchase Revenue Bonds, Series 2007A, 5.000%, 11/15/35
 
No Opt. Call
A
 
4,335,097
 
 
5,500
 
Los Angeles Department of Water and Power, California, Power System Revenue Bonds, Series 2005A-1, 5.000%, 7/01/31 – AGM Insured (UB)
 
7/15 at 100.00
AA–
 
5,998,465
 
 
1,270
 
Merced Irrigation District, California, Electric System Revenue Bonds, Series 2005, 5.125%, 9/01/31 – SYNCORA GTY Insured
 
9/15 at 100.00
N/R
 
1,308,367
 
 
10,545
 
Total Utilities
       
11,641,929
 
     
Water and Sewer – 16.7% (11.8% of Total Investments)
           
     
California Pollution Control Financing Authority, Water Furnishing Revenue Bonds, Poseidon Resources Channelside Desalination Project, Series 2012:
           
 
1,265
 
5.000%, 7/01/37 (Alternative Minimum Tax)
 
No Opt. Call
Baa3
 
1,321,571
 
 
6,475
 
5.000%, 11/21/45 (Alternative Minimum Tax)
 
No Opt. Call
Baa3
 
6,714,316
 
 
875
 
Healdsburg Public Financing Authority, California, Wastewater Revenue Bonds, Series 2006, 5.000%, 4/01/36 – NPFG Insured
 
4/16 at 100.00
AA–
 
960,706
 
 
2,500
 
Indio Water Authority, California, Water Revenue Bonds, Series 2006, 5.000%, 4/01/31 – AMBAC Insured
 
4/16 at 100.00
A
 
2,753,775
 
 
9,955
 
Los Angeles Department of Water and Power, California, Waterworks Revenue Bonds, Series 2011A, 5.250%, 7/01/39
 
1/21 at 100.00
AA
 
11,626,743
 
 
835
 
Marina Coast Water District, California, Enterprise Certificate of Participation, Series 2006, 5.000%, 6/01/31 – NPFG Insured
 
6/16 at 100.00
AA–
 
878,863
 
 
2,250
 
Sacramento County Sanitation District Financing Authority, California, Revenue Bonds, Series 2006, 5.000%, 12/01/31 – FGIC Insured
 
6/16 at 100.00
AA
 
2,509,133
 
 
11,000
 
San Diego Public Facilities Financing Authority, California, Sewerage Revenue Bonds, Refunding Series 2010A, 5.250%, 5/15/26
 
5/20 at 100.00
AA
 
13,232,780
 
 
5,580
 
San Francisco City and County Public Utilities Commission, California, Water Revenue Bonds, Series 2011A, 5.000%, 11/01/41
 
No Opt. Call
AA–
 
6,451,987
 

Nuveen Investments
 
37

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund (continued)
NAC
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Water and Sewer (continued)
           
$
12,000
 
San Francisco City and County Public Utilities Commission, California, Water Revenue Bonds, Series 2012A, 5.000%, 11/01/43
 
5/22 at 100.00
AA–
$
13,751,400
 
 
2,000
 
West Basin Municipal Water District, California, Certificates of Participation, Refunding Series 2008B, 5.000%, 8/01/28 – AGC Insured
 
8/18 at 100.00
AA–
 
2,296,000
 
 
54,735
 
Total Water and Sewer
       
62,497,274
 
$
553,006
 
Total Investments (cost $475,458,019) – 142.0%
       
531,036,063
 
     
Floating Rate Obligations – (6.9)%
       
(25,920,000
)
     
Variable Rate Demand Preferred Shares, at Liquidation Value – (36.4)% (6)
       
(136,200,000
)
     
Other Assets Less Liabilities – 1.3%
       
5,179,588
 
     
Net Assets Applicable to Common Shares – 100%
     
$
374,095,651
 

(1)
 
All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.
(2)
 
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. Certain mortgage-backed securities may be subject to periodic principal paydowns.
(3)
 
Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.
(4)
 
At or subsequent to the end of the reporting period, this security is non-income producing. Non-income producing security, in the case of a fixed-income security, generally denotes that the issuer has (1) defaulted on the payment of principal or interest, (2) is under the protection of the Federal Bankruptcy Court or (3) the Fund’s Adviser has concluded that the issue is not likely to meet its future interest payment obligations and has directed the Fund’s custodian to cease accruing additional income on the Fund’s records.
(5)
 
Backed by an escrow or trust containing sufficient U.S. Government or U.S. Government agency securities, which ensure the timely payment of principal and interest. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities.
(6)
 
Variable Rate Demand Preferred Shares, at Liquidation Value as a percentage of Total Investments is 25.6%.
N/R
 
Not rated.
(ETM)
 
Escrowed to maturity.
(IF)
 
Inverse floating rate investment.
(UB)
 
Underlying bond of an inverse floating rate trust reflected as a financing transaction. See Notes to Financial Statements, Footnote 1 – General Information and Significant Accounting Policies, Inverse Floating Rate Securities for more information.

See accompanying notes to financial statements.
 
38
 
Nuveen Investments

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund 2
NVX
 
Portfolio of Investments
 
February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Consumer Staples – 8.4% (5.8% of Total Investments)
           
$
500
 
California County Tobacco Securitization Agency, Tobacco Settlement Asset-Backed Bonds, Sonoma County Tobacco Securitization Corporation, Series 2005, 4.250%, 6/01/21
 
6/15 at 100.00
BB+
$
486,720
 
 
3,635
 
California County Tobacco Securitization Agency, Tobacco Settlement Asset-Backed Bonds, Stanislaus County Tobacco Funding Corporation, Series 2002A, 5.500%, 6/01/33
 
5/13 at 100.00
Baa1
 
3,649,904
 
     
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-1:
           
 
12,540
 
5.750%, 6/01/47
 
6/17 at 100.00
B
 
11,757,629
 
 
1,270
 
5.125%, 6/01/47
 
6/17 at 100.00
B
 
1,078,433
 
 
3,660
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-2, 5.300%, 6/01/37
 
6/22 at 100.00
B
 
3,338,762
 
 
21,605
 
Total Consumer Staples
       
20,311,448
 
     
Education and Civic Organizations – 8.1% (5.6% of Total Investments)
           
 
1,775
 
ABAG Finance Authority for Non-Profit Corporations, California, Revenue Bonds, The Jackson Laboratory, Series 2012, 5.000%, 7/01/37
 
7/22 at 100.00
A1
 
1,987,769
 
 
2,745
 
California Educational Facilities Authority, Revenue Bonds, University of Southern California, Tender Option Bond Trust 09-11B, 18.456%, 10/01/38 (IF) (4)
 
10/18 at 100.00
Aa1
 
4,489,502
 
     
California Educational Facilities Authority, Revenue Bonds, University of the Pacific, Series 2006:
           
 
125
 
5.000%, 11/01/21
 
11/15 at 100.00
A2
 
135,730
 
 
165
 
5.000%, 11/01/25
 
11/15 at 100.00
A2
 
177,974
 
 
1,915
 
California Educational Facilities Authority, Student Loan Revenue Bonds, Cal Loan Program, Series 2001A, 5.400%, 3/01/21 – NPFG Insured (Alternative Minimum Tax)
 
9/13 at 100.00
Baa2
 
1,918,313
 
 
2,500
 
California Municipal Finance Authority, Revenue Bonds, University of La Verne, Series 2010A, 6.250%, 6/01/40
 
6/20 at 100.00
BBB+
 
2,886,025
 
 
2,945
 
California State Public Works Board, Lease Revenue Bonds, University of California Regents, Tender Option Bond Trust 1065, 9.376%, 3/01/33 (IF)
 
3/18 at 100.00
Aa2
 
3,619,758
 
 
850
 
California Statewide Communities Development Authority, School Facility Revenue Bonds, Alliance College-Ready Public Schools, Series 2011A, 7.000%, 7/01/46
 
7/21 at 100.00
BBB
 
967,827
 
 
565
 
California Statewide Community Development Authority, Revenue Bonds, Notre Dame de Namur University, Series 2003, 6.500%, 10/01/23
 
10/13 at 100.00
N/R
 
569,882
 
 
2,680
 
University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A, 5.000%, 5/15/33 – AMBAC Insured
 
5/13 at 100.00
Aa1
 
2,705,514
 
 
16,265
 
Total Education and Civic Organizations
       
19,458,294
 
     
Health Care – 26.6% (18.5% of Total Investments)
           
 
2,000
 
California Health Facilities Financing Authority, Revenue Bonds, Casa Colina Inc., Series 2001, 6.000%, 4/01/22
 
5/13 at 100.00
BBB
 
2,004,440
 
 
2,500
 
California Health Facilities Financing Authority, Revenue Bonds, Catholic Healthcare West, Series 2008J, 5.625%, 7/01/32
 
7/15 at 100.00
A
 
2,762,600
 
 
895
 
California Health Facilities Financing Authority, Revenue Bonds, Rady Children’s Hospital – San Diego, Series 2011, 5.250%, 8/15/41
 
8/21 at 100.00
A+
 
991,239
 
 
3,000
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Series 2007A, 5.250%, 11/15/46
 
11/16 at 100.00
AA–
 
3,275,490
 
 
9,260
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Series 2007A, 5.250%, 11/15/46 (UB)
 
11/16 at 100.00
AA–
 
10,110,346
 
 
4,215
 
California Municipal Financing Authority, Certificates of Participation, Community Hospitals of Central California, Series 2007, 5.250%, 2/01/27
 
2/17 at 100.00
BBB
 
4,493,569
 
 
2,520
 
California Statewide Communities Development Authority, Revenue Bonds, Adventist Health System West, Series 2005A, 5.000%, 3/01/35
 
3/15 at 100.00
A
 
2,677,903
 
 
2,225
 
California Statewide Communities Development Authority, Revenue Bonds, ValleyCare Health System, Series 2007A, 5.125%, 7/15/31
 
7/17 at 100.00
N/R
 
2,300,895
 

Nuveen Investments
 
39

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund 2 (continued)
NVX
 
Portfolio of Investments
    February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Health Care (continued)
           
$
5,250
 
California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A, 5.250%, 7/01/35
 
7/15 at 100.00
BBB
$
5,519,220
 
 
425
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2001C, 5.250%, 8/01/31
 
8/16 at 100.00
A+
 
476,540
 
 
1,035
 
California Statewide Community Development Authority, Revenue Bonds, Sutter Health, Series 2004D, 5.050%, 8/15/38 – AGM Insured
 
8/18 at 100.00
AA
 
1,166,186
 
     
California Statewide Community Development Authority, Revenue Bonds, Sutter Health, Series 2005A:
           
 
2,705
 
5.000%, 11/15/43
 
11/15 at 100.00
AA–
 
2,907,009
 
 
3,315
 
5.000%, 11/15/43 (UB) (4)
 
11/15 at 100.00
AA–
 
3,562,564
 
     
California Statewide Communities Development Authority, Revenue Bonds, Saint Joseph Health System, Trust 2554:
           
 
1,325
 
18.365%, 7/01/47 – AGM Insured (IF)
 
7/18 at 100.00
AA–
 
1,996,987
 
 
998
 
18.398%, 7/01/47 – AGM Insured (IF)
 
7/18 at 100.00
AA–
 
1,504,350
 
 
2,000
 
Loma Linda, California, Hospital Revenue Bonds, Loma Linda University Medical Center, Series 2008A, 8.250%, 12/01/38
 
12/17 at 100.00
BBB
 
2,330,400
 
 
1,610
 
Madera County, California, Certificates of Participation, Children’s Hospital Central California, Series 2010, 5.375%, 3/15/36
 
3/20 at 100.00
A+
 
1,792,284
 
 
455
 
Oak Valley Hospital District, Stanislaus County, California, Revenue Bonds, Series 2010A, 6.500%, 11/01/29
 
11/20 at 100.00
BB+
 
478,624
 
 
4,800
 
Palomar Pomerado Health Care District, California, Certificates of Participation, Series 2010, 6.000%, 11/01/41
 
11/20 at 100.00
Baa3
 
5,225,184
 
 
5,785
 
Rancho Mirage Joint Powers Financing Authority, California, Revenue Bonds, Eisenhower Medical Center, Series 2007A, 5.000%, 7/01/38
 
7/17 at 100.00
Baa2
 
5,933,154
 
 
2,250
 
San Buenaventura, California, Revenue Bonds, Community Memorial Health System, Series 2011, 7.500%, 12/01/41
 
12/21 at 100.00
BB
 
2,751,300
 
 
58,568
 
Total Health Care
       
64,260,284
 
     
Housing/Multifamily – 3.8% (2.6% of Total Investments)
           
 
1,320
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2010A, 6.400%, 8/15/45
 
8/20 at 100.00
BBB
 
1,460,738
 
 
410
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2012A, 5.500%, 8/15/47
 
8/22 at 100.00
BBB
 
437,724
 
 
940
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2012B, 7.250%, 8/15/47
 
8/22 at 100.00
A1
 
994,323
 
 
5,962
 
California Statewide Community Development Authority, Multifamily Housing Revenue Refunding Bonds, Claremont Village Apartments, Series 2001D, 5.500%, 6/01/31 (Mandatory put 6/01/16) (Alternative Minimum Tax)
 
6/13 at 100.00
AA+
 
6,021,978
 
 
205
 
Independent Cities Lease Finance Authority, California, Mobile Home Park Revenue Bonds, San Juan Mobile Estates, Series 2006B, 5.850%, 5/15/41
 
5/16 at 100.00
N/R
 
209,914
 
 
8,837
 
Total Housing/Multifamily
       
9,124,677
 
     
Housing/Single Family – 3.0% (2.1% of Total Investments)
           
 
1,490
 
California Housing Finance Agency, California, Home Mortgage Revenue Bonds, Series 2007G, 5.050%, 2/01/29 (Alternative Minimum Tax)
 
2/17 at 100.00
BBB
 
1,484,129
 
 
160
 
California Housing Finance Agency, Home Mortgage Revenue Bonds, Series 2006H, 5.750%, 8/01/30 – FGIC Insured (Alternative Minimum Tax)
 
2/16 at 100.00
BBB
 
167,480
 
 
5,775
 
California Housing Finance Agency, Home Mortgage Revenue Bonds, Series 2006M, 4.650%, 8/01/31 (Alternative Minimum Tax)
 
2/16 at 100.00
BBB
 
5,567,620
 
 
7,425
 
Total Housing/Single Family
       
7,219,229
 
     
Industrials – 0.1% (0.1% of Total Investments)
           
 
3,175
 
California Statewide Communities Development Authority, Revenue Bonds, EnerTech Regional Biosolids Project, Series 2007A, 5.500%, 12/01/33 (Alternative Minimum Tax) (5)
 
No Opt. Call
D
 
189,675
 

40
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Long-Term Care – 0.6% (0.4% of Total Investments)
           
$
1,550
 
California Health Facilities Financing Authority, Cal-Mortgage Insured Revenue Bonds, Northern California Retired Officers Community Corporation – Paradise Valley Estates, Series 2002, 5.125%, 1/01/22
 
5/13 at 100.00
A
$
1,556,448
 
     
Tax Obligation/General – 29.9% (20.7% of Total Investments)
           
 
10,000
 
California State, General Obligation Bonds, Series 2006CD, 4.600%, 12/01/32 (Alternative Minimum Tax)
 
12/15 at 100.00
AA
 
10,207,900
 
 
13,850
 
California State, General Obligation Bonds, Various Purpose Series 2009, 6.000%, 4/01/38
 
4/19 at 100.00
A1
 
16,742,569
 
     
California State, General Obligation Bonds, Various Purpose Series 2010:
           
 
2,000
 
6.000%, 3/01/33
 
3/20 at 100.00
A1
 
2,484,500
 
 
1,000
 
5.250%, 11/01/40
 
11/20 at 100.00
A1
 
1,175,280
 
     
California State, General Obligation Bonds, Various Purpose Series 2011:
           
 
3,650
 
5.000%, 9/01/41
 
9/21 at 100.00
A1
 
4,096,943
 
 
2,190
 
5.000%, 10/01/41
 
10/21 at 100.00
A1
 
2,460,377
 
     
California State, General Obligation Bonds, Various Purpose Series 2012:
           
 
4,850
 
5.250%, 2/01/29
 
2/22 at 100.00
A1
 
5,814,326
 
 
2,000
 
5.000%, 4/01/42
 
4/22 at 100.00
A1
 
2,257,580
 
 
1,285
 
Los Angeles Unified School District, Los Angeles County, California, General Obligation Bonds, Series 2009D, 5.000%, 7/01/27
 
7/19 at 100.00
Aa2
 
1,517,277
 
 
13,530
 
New Haven Unified School District, Alameda County, California, General Obligation Bonds, Series 2004A, 0.000%, 8/01/24 – NPFG Insured
 
No Opt. Call
Aa3
 
7,966,870
 
 
1,265
 
Palomar Pomerado Health, California, General Obligation Bonds, Election of 2004, Series 2007A, 5.000%, 8/01/32 – NPFG Insured
 
8/17 at 100.00
A+
 
1,421,443
 
 
2,000
 
Puerto Rico, General Obligation and Public Improvement Bonds, Series 2002A, 5.500%, 7/01/20 – NPFG Insured
 
No Opt. Call
BBB+
 
2,189,780
 
 
355
 
Roseville Joint Union High School District, Placer County, California, General Obligation Bonds, Series 2006B, 5.000%, 8/01/27 – FGIC Insured
 
8/15 at 100.00
AA
 
387,653
 
 
1,000
 
Southwestern Community College District, San Diego County, California, General Obligation Bonds, Election of 2008, Series 2011C, 5.250%, 8/01/36
 
8/21 at 100.00
Aa2
 
1,167,600
 
     
Yosemite Community College District, California, General Obligation Bonds, Capital Appreciation, Election 2004, Series 2010D:
           
 
6,480
 
0.000%, 8/01/31
 
No Opt. Call
Aa2
 
2,882,628
 
 
17,510
 
0.000%, 8/01/42
 
No Opt. Call
Aa2
 
7,557,141
 
 
1,600
 
Yuba Community College District, California, General Obligation Bonds, Election 2006 Series 2011C, 5.250%, 8/01/47
 
8/21 at 100.00
Aa2
 
1,809,088
 
 
84,565
 
Total Tax Obligation/General
       
72,138,955
 
     
Tax Obligation/Limited – 23.0% (15.9% of Total Investments)
           
     
Beaumont Financing Authority, California, Local Agency Revenue Bonds, Series 2004D:
           
 
650
 
5.500%, 9/01/24
 
9/14 at 102.00
N/R
 
673,173
 
 
385
 
5.800%, 9/01/35
 
9/14 at 102.00
N/R
 
396,669
 
 
1,190
 
Borrego Water District, California, Community Facilities District 2007-1 Montesoro, Special Tax Bonds, Series 2007, 5.750%, 8/01/25 (5)
 
8/17 at 102.00
N/R
 
321,681
 
 
1,245
 
California State, Economic Recovery Revenue Bonds, Series 2004A, 5.000%, 7/01/15
 
7/14 at 100.00
Aa3
 
1,325,813
 
 
1,200
 
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District 90-2 – Talega, Series 2003, 6.000%, 9/01/33
 
9/13 at 100.00
N/R
 
1,210,080
 
 
435
 
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District, Series 2005, 5.000%, 9/01/24 – FGIC Insured
 
9/15 at 100.00
N/R
 
449,377
 
 
700
 
Dinuba Redevelopment Agency, California, Tax Allocation Bonds, Merged City of Dinuba Redevelopment Project and Dinuba Redevelopment Project 2, As Amended, Series 2003, 5.000%, 9/01/33 – NPFG Insured
 
9/13 at 102.00
BBB+
 
712,117
 
 
960
 
Fontana, California, Redevelopment Agency, Jurupa Hills Redevelopment Project, Tax Allocation Refunding Bonds, 1997 Series A, 5.500%, 10/01/27
 
4/13 at 100.00
A–
 
961,238
 
 
750
 
Fontana, California, Special Tax Bonds, Sierra Community Facilities District 22, Series 2004, 6.000%, 9/01/34
 
9/14 at 100.00
N/R
 
762,720
 

Nuveen Investments
 
41

 
 

 


   
Nuveen California Dividend Advantage Municipal Fund 2 (continued)
NVX
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
1,500
 
Gilroy School Facilities Financing Authority, Santa Clara County, California, Revenue Bonds, Series 2013A, 5.000%, 8/01/46 (WI/DD, Settling 3/13/13)
 
8/23 at 100.00
Aa3
$
1,619,745
 
 
1,200
 
Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Revenue Bonds, Series 2005A, 5.000%, 6/01/45 – AGC Insured
 
6/15 at 100.00
AA–
 
1,259,088
 
 
1,785
 
Hawthorne Community Redevelopment Agency, California, Project Area 2 Tax Allocation Bonds, Series 2006, 5.250%, 9/01/36 – SYNCORA GTY Insured
 
9/16 at 100.00
N/R
 
1,845,244
 
 
1,800
 
Hesperia Unified School District, San Bernardino County, California, Certificates of Participation, Capital Improvement, Series 2007, 5.000%, 2/01/41 – AMBAC Insured
 
2/17 at 100.00
A–
 
1,834,200
 
 
870
 
Inglewood Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project, Subordinate Lien Series 2007A-1, 5.000%, 5/01/23 – AMBAC Insured
 
5/17 at 100.00
BBB+
 
901,068
 
     
Irvine, California, Unified School District, Community Facilities District Special Tax Bonds, Series 2006A:
           
 
205
 
5.000%, 9/01/26
 
9/16 at 100.00
N/R
 
212,132
 
 
470
 
5.125%, 9/01/36
 
9/16 at 100.00
N/R
 
481,271
 
 
2,000
 
Lake Elsinore Public Finance Authority, California, Local Agency Revenue Refunding Bonds, Series 2003H, 6.000%, 10/01/20
 
10/13 at 102.00
N/R
 
2,063,940
 
 
415
 
Lammersville School District, San Joaquin County, California, Special Tax Bonds, Community Facilities District 2002 Mountain House, Series 2006, 5.125%, 9/01/35
 
9/16 at 100.00
N/R
 
418,507
 
 
1,265
 
Lee Lake Water District, Riverside County, California, Special Tax Bonds, Community Facilities District 1 of Sycamore Creek, Series 2003, 6.500%, 9/01/24
 
9/13 at 102.00
N/R
 
1,305,417
 
 
800
 
Los Angeles Community Redevelopment Agency, California, Lease Revenue Bonds, Manchester Social Services Project, Series 2005, 5.000%, 9/01/37 – AMBAC Insured
 
9/15 at 100.00
A1
 
833,168
 
 
750
 
Lynwood Redevelopment Agency, California, Project A Revenue Bonds, Subordinate Lien Series 2011A, 7.000%, 9/01/31
 
9/21 at 100.00
A–
 
901,313
 
 
475
 
National City Community Development Commission, California, Tax Allocation Bonds, National City Redevelopment Project, Series 2011, 6.500%, 8/01/24
 
8/21 at 100.00
A–
 
594,007
 
 
485
 
North Natomas Community Facilities District 4, Sacramento, California, Special Tax Bonds, Series 2006D, 5.000%, 9/01/33
 
9/14 at 102.00
N/R
 
489,186
 
 
175
 
Novato Redevelopment Agency, California, Tax Allocation Bonds, Hamilton Field Redevelopment Project, Series 2011, 6.750%, 9/01/40
 
9/21 at 100.00
BBB+
 
205,280
 
 
2,000
 
Orange County, California, Special Tax Bonds, Community Facilities District 02-1 of Ladera Ranch, Series 2003A, 5.550%, 8/15/33
 
8/13 at 100.00
N/R
 
2,011,760
 
     
Perris Union High School District Financing Authority, Riverside County, California, Revenue Bonds, Series 2011:
           
 
165
 
6.000%, 9/01/33
 
9/13 at 103.00
N/R
 
170,933
 
 
360
 
6.125%, 9/01/41
 
9/13 at 103.00
N/R
 
372,722
 
 
3,085
 
Pittsburg Redevelopment Agency, California, Tax Allocation Bonds, Los Medanos Community Development Project, Refunding Series 2008A, 6.500%, 9/01/28
 
9/18 at 100.00
BBB–
 
3,379,895
 
 
5,000
 
Puerto Rico Sales Tax Financing Corporation, Sales Tax Revenue Bonds, First Subordinate Series 2009A, 0.000%, 8/01/32
 
8/26 at 100.00
A+
 
5,300,050
 
 
550
 
Rancho Santa Fe CSD Financing Authority, California, Revenue Bonds, Superior Lien Series 2011A, 5.750%, 9/01/30
 
9/21 at 100.00
BBB+
 
635,129
 
 
385
 
Rialto Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 – SYNCORA GTY Insured
 
9/15 at 100.00
A–
 
389,562
 
 
100
 
Riverside County Redevelopment Agency, California, Tax Allocation Bonds, Jurupa Valley Project Area, Series 2011B, 6.500%, 10/01/25
 
10/21 at 100.00
A–
 
114,346
 
 
475
 
Roseville, California, Certificates of Participation, Public Facilities, Series 2003A, 5.000%, 8/01/25 – AMBAC Insured
 
8/13 at 100.00
AA–
 
482,111
 
 
700
 
Sacramento, California, Special Tax Bonds, North Natomas Community Facilities District 4, Series 2003C, 6.000%, 9/01/33
 
9/14 at 100.00
N/R
 
712,733
 

42
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
     
San Buenaventura Redevelopment Agency, California, Merged Project Areas Tax Allocation Bonds, Series 2008:
           
$
1,000
 
7.750%, 8/01/28
 
8/16 at 102.00
A
$
1,159,530
 
 
1,325
 
8.000%, 8/01/38
 
8/16 at 102.00
A
 
1,512,249
 
 
990
 
San Diego, California, Special Tax Community Facilities District 4 Black Mountain Ranch Villages Bonds, Series 2008A, 6.000%, 9/01/37
 
9/13 at 103.00
N/R
 
1,026,769
 
 
80
 
San Francisco Redevelopment Finance Authority, California, Tax Allocation Revenue Bonds, Mission Bay North Redevelopment Project, Series 2011C, 6.750%, 8/01/41
 
2/21 at 100.00
A–
 
96,350
 
     
San Francisco Redevelopment Financing Authority, California, Tax Allocation Revenue Bonds, Mission Bay South Redevelopment Project, Series 2011D:
           
 
85
 
7.000%, 8/01/33
 
2/21 at 100.00
BBB
 
99,922
 
 
105
 
7.000%, 8/01/41
 
2/21 at 100.00
BBB
 
121,800
 
     
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006C:
           
 
1,100
 
5.000%, 8/01/24 – NPFG Insured
 
8/17 at 100.00
BBB
 
1,149,159
 
 
765
 
5.000%, 8/01/25 – NPFG Insured
 
8/17 at 100.00
BBB
 
797,298
 
 
995
 
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006D, 5.000%, 8/01/23 – AMBAC Insured
 
8/17 at 100.00
BBB
 
1,023,168
 
 
1,530
 
San Marcos Public Facilities Authority, California, Tax Allocation Bonds, Project Areas 2 and 3, Series 2005C, 5.000%, 8/01/35 – AMBAC Insured
 
8/15 at 100.00
A–
 
1,558,076
 
 
140
 
Signal Hill Redevelopment Agency, California, Project 1 Tax Allocation Bonds, Series 2011, 7.000%, 10/01/26
 
4/21 at 100.00
N/R
 
156,268
 
 
6,500
 
Ventura County Public Financing Authority, California, Lease Revenue Bonds Series 2013A, 5.000%, 11/01/38 (WI/DD, Settling 3/07/13)
 
11/22 at 100.00
AA
 
7,313,930
 
 
415
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Refunding Series 2009A, 8.625%, 9/01/39
 
9/14 at 105.00
N/R
 
448,578
 
 
1,930
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Series 2003B, 6.750%, 9/01/30
 
9/13 at 103.00
N/R
 
1,975,838
 
 
500
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Series 2004B, 6.000%, 9/01/39
 
9/13 at 102.00
N/R
 
496,065
 
 
850
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 2001-1, Series 2004A, 6.125%, 9/01/39
 
9/13 at 103.00
N/R
 
851,258
 
 
240
 
Yorba Linda Redevelopment Agency, Orange County, California, Tax Allocation Revenue Bonds, Yorba Linda Redevelopment Project, Subordinate Lien Series 2011A, 6.500%, 9/01/32
 
9/21 at 100.00
A–
 
284,717
 
 
53,080
 
Total Tax Obligation/Limited
       
55,416,650
 
     
Transportation – 3.8% (2.7% of Total Investments)
           
 
1,430
 
Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2008, Trust 3211, 13.640%, 10/01/32 (IF)
 
4/18 at 100.00
AA
 
2,084,125
 
 
7,000
 
Foothill/Eastern Transportation Corridor Agency, California, Toll Road Revenue Refunding Bonds, Series 1999, 5.875%, 1/15/27
 
1/14 at 101.00
BBB–
 
7,208,950
 
 
8,430
 
Total Transportation
       
9,293,075
 
     
U.S. Guaranteed – 12.7% (8.8% of Total Investments) (6)
           
 
1,930
 
Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2006F, 5.000%, 4/01/31 (Pre-refunded 4/01/16) (UB)
 
4/16 at 100.00
AA (6)
 
2,200,586
 
 
4,900
 
California State Public Works Board, Lease Revenue Bonds, Department of Corrections, Series 2003C, 5.500%, 6/01/16 (Pre-refunded 12/01/13)
 
12/13 at 100.00
AAA
 
5,093,158
 
 
860
 
California State, Economic Recovery Revenue Bonds, Series 2004A, 5.000%, 7/01/15 (Pre-refunded 7/01/14)
 
7/14 at 100.00
Aaa
 
915,221
 
 
415
 
California Statewide Community Development Authority, Revenue Bonds, Thomas Jefferson School of Law, Series 2005A, 4.875%, 10/01/31 (Pre-refunded 10/01/15)
 
10/15 at 100.00
N/R (6)
 
452,595
 
 
4,000
 
Daly City Housing Development Finance Agency, California, Mobile Home Park Revenue Bonds, Franciscan Mobile Home Park Project, Series 2002A, 5.850%, 12/15/32 (Pre-refunded 12/15/13)
 
12/13 at 102.00
A (6)
 
4,256,680
 

Nuveen Investments
 
43

 
 

 


   
Nuveen California Dividend Advantage Municipal Fund 2 (continued)
NVX
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
U.S. Guaranteed (6) (continued)
           
$
1,620
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.250%, 6/01/33 (Pre-refunded 6/01/13)
 
6/13 at 100.00
Aaa
$
1,645,450
 
 
1,170
 
Lincoln, California, Special Tax Bonds, Lincoln Crossing Community Facilities District 03-1, Series 2003A, 6.500%, 9/01/25 (Pre-refunded 9/01/13)
 
9/13 at 102.00
N/R (6)
 
1,228,547
 
 
885
 
Lincoln, California, Special Tax Bonds, Lincoln Crossing Community Facilities District 03-1, Series 2004, 6.000%, 9/01/34 (Pre-refunded 9/01/13)
 
9/13 at 102.00
N/R (6)
 
927,046
 
 
2,000
 
Puerto Rico Public Finance Corporation, Commonwealth Appropriation Bonds, Series 2002E, 6.000%, 8/01/26 (ETM)
 
No Opt. Call
AA+ (6)
 
2,867,700
 
 
1,055
 
Rohnert Park Finance Authority, California, Senior Lien Revenue Bonds, Rancho Feliz Mobile Home Park, Series 2003A, 5.750%, 9/15/38 (Pre-refunded 9/15/13)
 
9/13 at 100.00
A+ (6)
 
1,086,808
 
 
700
 
Rohnert Park Finance Authority, California, Subordinate Lien Revenue Bonds, Rancho Feliz Mobile Home Park, Series 2003B, 6.625%, 9/15/38 (Pre-refunded 9/15/13)
 
9/13 at 100.00
N/R (6)
 
724,255
 
 
1,700
 
San Buenaventura, California, Wastewater Revenue Certificates of Participation, Series 2004, 5.000%, 3/01/24 (Pre-refunded 3/01/14) – NPFG Insured
 
3/14 at 100.00
AA– (6)
 
1,779,883
 
     
San Francisco Airports Commission, California, Revenue Bonds, San Francisco International Airport, Second Series 2003, Issue 29A:
           
 
2,330
 
5.250%, 5/01/18 (Pre-refunded 5/01/13) – FGIC Insured (Alternative Minimum Tax)
 
5/13 at 100.00
A+ (6)
 
2,350,131
 
 
2,555
 
5.250%, 5/01/19 (Pre-refunded 5/01/13) – FGIC Insured (Alternative Minimum Tax)
 
5/13 at 100.00
A+ (6)
 
2,577,075
 
 
825
 
San Mateo Union High School District, San Mateo County, California, Certificates of Participation, Phase 1, Series 2007A, 5.000%, 12/15/30 (Pre-refunded 12/15/17) – AMBAC Insured
 
12/17 at 100.00
AA– (6)
 
990,767
 
 
1,315
 
University of California, Limited Project Revenue Bonds, Series 2007D, 5.000%, 5/15/41 (Pre-refunded 5/15/16) – FGIC Insured
 
5/16 at 101.00
Aa2 (6)
 
1,470,643
 
 
28,260
 
Total U.S. Guaranteed
       
30,566,545
 
     
Utilities – 8.5% (5.9% of Total Investments)
           
 
5,000
 
Anaheim Public Finance Authority, California, Second Lien Electric Distribution Revenue Bonds, Series 2004, 5.250%, 10/01/21 – NPFG Insured
 
10/14 at 100.00
AA–
 
5,316,050
 
 
2,355
 
Long Beach Bond Finance Authority, California, Natural Gas Purchase Revenue Bonds, Series 2007A, 5.000%, 11/15/35
 
No Opt. Call
A
 
2,704,411
 
 
1,000
 
Los Angeles Department of Water and Power, California, Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/23 – NPFG Insured
 
7/13 at 100.00
AA–
 
1,016,510
 
 
500
 
Los Angeles Department of Water and Power, California, Power System Revenue Bonds, Series 2005A-1, 5.000%, 7/01/31 – AGM Insured (UB)
 
7/15 at 100.00
AA–
 
545,315
 
     
Merced Irrigation District, California, Electric System Revenue Bonds, Series 2005:
           
 
790
 
5.125%, 9/01/31 – SYNCORA GTY Insured
 
9/15 at 100.00
N/R
 
813,866
 
 
1,500
 
5.250%, 9/01/36 – SYNCORA GTY Insured
 
9/15 at 100.00
N/R
 
1,543,245
 
 
2,000
 
Santa Clara, California, Subordinate Electric Revenue Bonds, Series 2003A, 5.250%, 7/01/20 – NPFG Insured
 
7/13 at 100.00
A+
 
2,033,960
 
 
1,500
 
Southern California Public Power Authority, California, Milford Wind Corridor Phase I Revenue Bonds, Series 2010-1, 5.000%, 7/01/28
 
1/20 at 100.00
AA–
 
1,765,890
 
 
4,000
 
Southern California Public Power Authority, Natural Gas Project 1 Revenue Bonds, Series 2007A, 5.000%, 11/01/33
 
No Opt. Call
Baa1
 
4,721,800
 
 
18,645
 
Total Utilities
       
20,461,047
 
     
Water and Sewer – 15.7% (10.9% of Total Investments)
           
 
5,240
 
California Pollution Control Financing Authority, Water Furnishing Revenue Bonds, Poseidon Resources Channelside Desalination Project, Series 2012, 5.000%, 11/21/45 (Alternative Minimum Tax)
 
No Opt. Call
Baa3
 
5,433,670
 
 
1,400
 
Castaic Lake Water Agency, California, Certificates of Participation, Series 2006C, 5.000%, 8/01/36 – NPFG Insured
 
8/16 at 100.00
AA–
 
1,538,390
 
 
545
 
Healdsburg Public Financing Authority, California, Wastewater Revenue Bonds, Series 2006, 5.000%, 4/01/36 – NPFG Insured
 
4/16 at 100.00
AA–
 
598,383
 

44
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Water and Sewer (continued)
           
$
2,000
 
Metropolitan Water District of Southern California, Water Revenue Bonds, 2006 Authorization Series 2007A, 5.000%, 7/01/37
 
7/17 at 100.00
AAA
$
2,284,520
 
 
1,160
 
Metropolitan Water District of Southern California, Waterworks Revenue Bonds, Tender Option Bond Trust 09-8B, 18.355%, 7/01/35 (IF) (4)
 
7/19 at 100.00
AAA
 
1,900,822
 
 
1,500
 
Orange County Water District, California, Revenue Certificates of Participation, Tender Option Bond Trust 11782-1, 17.966%, 2/15/35 (IF)
 
8/19 at 100.00
AAA
 
2,319,120
 
 
750
 
Sacramento County Sanitation District Financing Authority, California, Revenue Bonds, Series 2006, 5.000%, 12/01/31 – FGIC Insured
 
6/16 at 100.00
AA
 
836,378
 
 
20,000
 
San Francisco City and County Public Utilities Commission, California, Water Revenue Bonds, Series 2012A, 5.000%, 11/01/43
 
5/22 at 100.00
AA–
 
22,919,000
 
 
32,595
 
Total Water and Sewer
       
37,830,283
 
$
343,000
 
Total Investments (cost $316,350,562) – 144.2%
       
347,826,610
 
     
Floating Rate Obligations – (3.9)%
       
(9,380,000
)
     
MuniFund Term Preferred Shares, at Liquidation Value – (40.6)% (7)
       
(97,846,300
)
     
Other Assets Less Liabilities – 0.3%
       
636,342
 
     
Net Assets Applicable to Common Shares – 100%
     
$
241,236,652
 

(1)
 
All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.
(2)
 
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. Certain mortgage-backed securities may be subject to periodic principal paydowns.
(3)
 
Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.
(4)
 
Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in inverse floating rate transactions.
(5)
 
At or subsequent to the end of the reporting period, this security is non-income producing. Non-income producing security, in the case of a fixed-income security, generally denotes that the issuer has (1) defaulted on the payment of principal or interest, (2) is under the protection of the Federal Bankruptcy Court or (3) the Fund’s Adviser has concluded that the issue is not likely to meet its future interest payment obligations and has directed the Fund’s custodian to cease accruing additional income on the Fund’s records.
(6)
 
Backed by an escrow or trust containing sufficient U.S. Government or U.S. Government agency securities, which ensure the timely payment of principal and interest. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities.
(7)
 
MuniFund Term Preferred Shares, at Liquidation Value as a percentage of Total Investments is 28.1%.
N/R
 
Not rated.
(ETM)
 
Escrowed to maturity.
WI/DD
 
Investment, or portion of investment, purchased on a when-issued or delayed delivery basis.
(IF)
 
Inverse floating rate investment.
(UB)
 
Underlying bond of an inverse floating rate trust reflected as a financing transaction. See Notes to Financial Statements, Footnote 1 – General Information and Significant Accounting Policies, Inverse Floating Rate Securities for more information.

See accompanying notes to financial statements.
 
Nuveen Investments
 
45

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund 3
NZH
 
Portfolio of Investments
 
February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Consumer Staples – 9.8% (6.7% of Total Investments)
           
$
815
 
California County Tobacco Securitization Agency, Tobacco Settlement Asset-Backed Bonds, Sonoma County Tobacco Securitization Corporation, Series 2005, 4.250%, 6/01/21
 
6/15 at 100.00
BB+
$
793,354
 
     
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-1:
           
 
24,485
 
5.750%, 6/01/47
 
6/17 at 100.00
B
 
22,957,381
 
 
6,325
 
5.125%, 6/01/47
 
6/17 at 100.00
B
 
5,370,937
 
 
6,265
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-2, 5.300%, 6/01/37
 
6/22 at 100.00
B
 
5,715,121
 
 
37,890
 
Total Consumer Staples
       
34,836,793
 
     
Education and Civic Organizations – 5.2% (3.6% of Total Investments)
           
 
290
 
California Educational Facilities Authority, Revenue Bonds, University of Redlands, Series 2005A, 5.000%, 10/01/35
 
10/15 at 100.00
A3
 
301,739
 
 
2,160
 
California Educational Facilities Authority, Revenue Bonds, University of San Francisco, Series 2011, 6.125%, 10/01/36
 
10/21 at 100.00
A3
 
2,683,930
 
     
California Educational Facilities Authority, Revenue Bonds, University of the Pacific, Series 2006:
           
 
200
 
5.000%, 11/01/21
 
11/15 at 100.00
A2
 
217,168
 
 
270
 
5.000%, 11/01/25
 
11/15 at 100.00
A2
 
291,230
 
 
1,000
 
5.000%, 11/01/30
 
11/15 at 100.00
A2
 
1,047,980
 
 
1,275
 
California Educational Facilities Authority, Student Loan Revenue Bonds, Cal Loan Program, Series 2001A, 5.400%, 3/01/21 – NPFG Insured (Alternative Minimum Tax)
 
9/13 at 100.00
Baa2
 
1,277,206
 
 
6,000
 
California State University, Systemwide Revenue Bonds, Series 2005C, 5.000%, 11/01/27 – NPFG Insured
 
11/15 at 100.00
Aa2
 
6,621,960
 
 
1,300
 
California Statewide Communities Development Authority, School Facility Revenue Bonds, Alliance College-Ready Public Schools, Series 2011A, 7.000%, 7/01/46
 
7/21 at 100.00
BBB
 
1,480,206
 
 
560
 
California Statewide Community Development Authority, Revenue Bonds, Notre Dame de Namur University, Series 2003, 6.500%, 10/01/23
 
10/13 at 100.00
N/R
 
564,838
 
 
4,000
 
University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A, 5.000%, 5/15/23 – AMBAC Insured
 
5/13 at 100.00
Aa1
 
4,039,480
 
 
17,055
 
Total Education and Civic Organizations
       
18,525,737
 
     
Health Care – 31.8% (21.8% of Total Investments)
           
     
California Health Facilities Financing Authority, Revenue Bonds, Casa Colina Inc., Series 2001:
           
 
4,000
 
6.000%, 4/01/22
 
5/13 at 100.00
BBB
 
4,008,880
 
 
2,000
 
6.125%, 4/01/32
 
5/13 at 100.00
BBB
 
2,003,620
 
 
2,500
 
California Health Facilities Financing Authority, Revenue Bonds, Catholic Healthcare West, Series 2008J, 5.625%, 7/01/32
 
7/15 at 100.00
A
 
2,762,600
 
 
1,445
 
California Health Facilities Financing Authority, Revenue Bonds, Rady Children’s Hospital – San Diego, Series 2011, 5.250%, 8/15/41
 
8/21 at 100.00
A+
 
1,600,381
 
 
1,765
 
California Health Facilities Financing Authority, Revenue Bonds, St. Joseph Health System, Series 2009A, 5.750%, 7/01/39
 
7/19 at 100.00
AA–
 
2,094,296
 
 
4,050
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Series 2007A, 5.250%, 11/15/46
 
11/16 at 100.00
AA–
 
4,421,912
 
 
3,530
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Series 2011B, 6.000%, 8/15/42
 
8/20 at 100.00
AA–
 
4,329,510
 
 
3,735
 
California Health Facilities Financing Authority, Revenue Bonds, Sutter Health, Tender Option Bonds Trust 3765, 19.206%, 5/15/39 (IF) (4)
 
11/16 at 100.00
AA–
 
5,106,006
 
 
3,850
 
California Statewide Communities Development Authority, Revenue Bonds, Adventist Health System West, Series 2005A, 5.000%, 3/01/35
 
3/15 at 100.00
A
 
4,091,241
 

46
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Health Care (continued)
           
$
1,650
 
California Statewide Communities Development Authority, Revenue Bonds, Adventist Health System West, Series 2007B, 5.000%, 3/01/37 – AGC Insured
 
3/18 at 100.00
AA–
$
1,785,036
 
 
1,594
 
California Statewide Communities Development Authority, Revenue Bonds, Saint Joseph Health System, Trust 2554, 18.398%, 7/01/47 – AGM Insured (IF)
 
7/18 at 100.00
AA–
 
2,403,189
 
 
8,875
 
California Statewide Communities Development Authority, Revenue Bonds, Sutter Health, Series 2011A, 6.000%, 8/15/42
 
8/20 at 100.00
AA–
 
10,885,099
 
 
3,435
 
California Statewide Communities Development Authority, Revenue Bonds, ValleyCare Health System, Series 2007A, 5.125%, 7/15/31
 
7/17 at 100.00
N/R
 
3,552,168
 
 
4,500
 
California Statewide Community Development Authority, Insured Health Facility Revenue Bonds, Catholic Healthcare West, Series 2008K, 5.500%, 7/01/41 – AGC Insured
 
7/17 at 100.00
AA–
 
5,004,765
 
 
7,065
 
California Statewide Community Development Authority, Insured Mortgage Hospital Revenue Bonds, Mission Community Hospital, Series 2001, 5.375%, 11/01/21
 
5/13 at 100.00
A
 
7,081,461
 
 
2,330
 
California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A, 5.250%, 7/01/35
 
7/15 at 100.00
BBB
 
2,449,482
 
 
645
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2001C, 5.250%, 8/01/31
 
8/16 at 100.00
A+
 
723,219
 
 
3,860
 
California Statewide Community Development Authority, Revenue Bonds, St. Joseph Health System, Series 2007A, 5.750%, 7/01/47 – FGIC Insured
 
7/18 at 100.00
AA–
 
4,460,925
 
 
2,575
 
California Statewide Community Development Authority, Revenue Bonds, Sutter Health, Series 2005A, 5.000%, 11/15/43
 
11/15 at 100.00
AA–
 
2,767,301
 
 
5,600
 
California Statewide Community Development Authority, Revenue Bonds, Sutter Health, Tender Option Bond Trust 3102, 18.959%, 11/15/46 (IF) (4)
 
11/16 at 100.00
AA–
 
7,656,208
 
 
2,950
 
Loma Linda, California, Hospital Revenue Bonds, Loma Linda University Medical Center, Series 2008A, 8.250%, 12/01/38
 
12/17 at 100.00
BBB
 
3,437,340
 
 
4,000
 
Marysville, California, Revenue Bonds, The Fremont-Rideout Health Group, Series 2011, 5.250%, 1/01/42
 
1/21 at 100.00
A
 
4,402,760
 
 
2,330
 
Newport Beach, California, Revenue Bonds, Hoag Memorial Hospital Presbyterian, Series 2011A, 6.000%, 12/01/40
 
12/21 at 100.00
AA
 
2,857,698
 
 
695
 
Oak Valley Hospital District, Stanislaus County, California, Revenue Bonds, Series 2010A, 6.500%, 11/01/29
 
11/20 at 100.00
BB+
 
731,084
 
 
1,000
 
Palomar Pomerado Health Care District, California, Certificates of Participation, Series 2009, 6.750%, 11/01/39
 
11/19 at 100.00
Baa3
 
1,131,790
 
 
7,650
 
Palomar Pomerado Health Care District, California, Certificates of Participation, Series 2010, 6.000%, 11/01/41
 
11/20 at 100.00
Baa3
 
8,327,637
 
     
Rancho Mirage Joint Powers Financing Authority, California, Revenue Bonds, Eisenhower Medical Center, Series 2007A:
           
 
5,790
 
5.000%, 7/01/38
 
7/17 at 100.00
Baa2
 
5,938,282
 
 
2,500
 
5.000%, 7/01/47
 
7/17 at 100.00
Baa2
 
2,561,025
 
 
3,400
 
San Buenaventura, California, Revenue Bonds, Community Memorial Health System, Series 2011, 7.500%, 12/01/41
 
12/21 at 100.00
BB
 
4,157,520
 
 
99,319
 
Total Health Care
       
112,732,435
 
     
Housing/Multifamily – 1.3% (0.9% of Total Investments)
           
 
2,025
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2010A, 6.400%, 8/15/45
 
8/20 at 100.00
BBB
 
2,240,906
 
 
2,020
 
California Municipal Finance Authority, Mobile Home Park Revenue Bonds, Caritas Projects Series 2012A, 5.500%, 8/15/47
 
8/22 at 100.00
BBB
 
2,156,592
 
 
325
 
Independent Cities Lease Finance Authority, California, Mobile Home Park Revenue Bonds, San Juan Mobile Estates, Series 2006B, 5.850%, 5/15/41
 
5/16 at 100.00
N/R
 
332,790
 
 
4,370
 
Total Housing/Multifamily
       
4,730,288
 

Nuveen Investments
 
47

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund 3 (continued)
NZH
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Housing/Single Family – 3.8% (2.6% of Total Investments)
           
$
275
 
California Housing Finance Agency, Home Mortgage Revenue Bonds, Series 2006H, 5.750%, 8/01/30 – FGIC Insured (Alternative Minimum Tax)
 
2/16 at 100.00
BBB
$
287,856
 
     
California Housing Finance Agency, Home Mortgage Revenue Bonds, Tender Option Bond Trust 3206:
           
 
10,180
 
8.106%, 8/01/25 (Alternative Minimum Tax) (IF)
 
2/16 at 100.00
BBB
 
9,266,243
 
 
3,805
 
8.485%, 8/01/29 (Alternative Minimum Tax) (IF)
 
2/17 at 100.00
BBB
 
3,789,666
 
 
14,260
 
Total Housing/Single Family
       
13,343,765
 
     
Industrials – 1.6% (1.1% of Total Investments)
           
 
5,000
 
California Pollution Control Financing Authority, Solid Waste Disposal Revenue Bonds, Waste Management Inc., Series 2005C, 5.125%, 11/01/23 (Alternative Minimum Tax)
 
11/15 at 101.00
BBB
 
5,354,550
 
 
5,205
 
California Statewide Communities Development Authority, Revenue Bonds, EnerTech Regional Biosolids Project, Series 2007A, 5.500%, 12/01/33 (Alternative Minimum Tax) (5)
 
No Opt. Call
D
 
310,947
 
 
10,205
 
Total Industrials
       
5,665,497
 
     
Long-Term Care – 1.8% (1.2% of Total Investments)
           
 
2,450
 
California Health Facilities Financing Authority, Cal-Mortgage Insured Revenue Bonds, Northern California Retired Officers Community Corporation – Paradise Valley Estates, Series 2002, 5.125%, 1/01/22
 
5/13 at 100.00
A
 
2,460,192
 
     
California Health Facilities Financing Authority, Insured Senior Living Revenue Bonds, Aldersly Project, Series 2002A:
           
 
1,500
 
5.125%, 3/01/22
 
5/13 at 100.00
A
 
1,502,970
 
 
1,315
 
5.250%, 3/01/32
 
5/13 at 100.00
A
 
1,316,460
 
 
1,000
 
California Municipal Finance Authority, Revenue Bonds, Harbor Regional Center Project, Series 2009, 8.000%, 11/01/29
 
11/19 at 100.00
Baa1
 
1,224,340
 
 
6,265
 
Total Long-Term Care
       
6,503,962
 
     
Tax Obligation/General – 17.8% (12.2% of Total Investments)
           
     
California State, General Obligation Bonds, Various Purpose Series 2009:
           
 
3,040
 
6.000%, 11/01/39
 
11/19 at 100.00
A1
 
3,720,626
 
 
3,500
 
5.500%, 11/01/39
 
11/19 at 100.00
A1
 
4,121,670
 
     
California State, General Obligation Bonds, Various Purpose Series 2010:
           
 
1,960
 
5.500%, 3/01/40
 
3/20 at 100.00
A1
 
2,321,326
 
 
1,000
 
5.250%, 11/01/40
 
11/20 at 100.00
A1
 
1,175,280
 
     
California State, General Obligation Bonds, Various Purpose Series 2011:
           
 
7,000
 
5.000%, 9/01/41
 
9/21 at 100.00
A1
 
7,857,150
 
 
4,315
 
5.000%, 10/01/41
 
10/21 at 100.00
A1
 
4,847,730
 
     
California State, General Obligation Bonds, Various Purpose Series 2012:
           
 
2,970
 
5.250%, 2/01/28
 
2/22 at 100.00
A1
 
3,581,434
 
 
5,000
 
5.250%, 2/01/29
 
2/22 at 100.00
A1
 
5,994,150
 
 
4,000
 
5.000%, 4/01/42
 
4/22 at 100.00
A1
 
4,515,160
 
 
15
 
California, General Obligation Veterans Welfare Bonds, Series 2001BZ, 5.350%, 12/01/21 – NPFG Insured (Alternative Minimum Tax)
 
6/13 at 100.00
AA
 
15,030
 
 
18,500
 
Poway Unified School District, San Diego County, California, School Facilities Improvement District 2007-1 General Obligation Bonds, Series 2011A, 0.000%, 8/01/46
 
No Opt. Call
Aa2
 
3,827,095
 
 
575
 
Roseville Joint Union High School District, Placer County, California, General Obligation Bonds, Series 2006B, 5.000%, 8/01/27 – FGIC Insured
 
8/15 at 100.00
AA
 
627,889
 
 
2,715
 
San Jose-Evergreen Community College District, Santa Clara County, California, General Obligation Bonds, Series 2005A, 5.000%, 9/01/25 – NPFG Insured
 
9/15 at 100.00
Aa1
 
2,997,469
 
 
2,115
 
San Mateo Union High School District, San Mateo County, California, General Obligation Bonds, Election 2010 Series 2011A, 5.000%, 9/01/42
 
9/21 at 100.00
Aa1
 
2,384,007
 
 
5,530
 
Stockton Unified School District, San Joaquin County, California, General Obligation Bonds, Election 2008 Series 2011D, 0.000%, 8/01/50 – AGM Insured
 
8/37 at 100.00
AA–
 
3,077,998
 
     
Yosemite Community College District, California, General Obligation Bonds, Capital Appreciation, Election 2004, Series 2010D:
           
 
15,000
 
0.000%, 8/01/31
 
No Opt. Call
Aa2
 
6,672,750
 
 
12,520
 
0.000%, 8/01/42
 
No Opt. Call
Aa2
 
5,403,507
 
 
89,755
 
Total Tax Obligation/General
       
63,140,271
 

48
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited – 42.7% (29.3% of Total Investments)
           
$
1,960
 
Borrego Water District, California, Community Facilities District 2007-1 Montesoro, Special Tax Bonds, Series 2007, 5.750%, 8/01/25 (5)
 
8/17 at 102.00
N/R
$
529,827
 
 
4,000
 
California State Public Works Board, Lease Revenue Bonds, Department of General Services, Series 2002B, 5.000%, 3/01/27 – AMBAC Insured
 
5/13 at 100.00
A2
 
4,012,240
 
 
4,510
 
California State Public Works Board, Lease Revenue Bonds, Department of Mental Health, Hospital Addition, Series 2001A, 5.000%, 12/01/26 – AMBAC Insured
 
12/13 at 100.00
A2
 
4,569,081
 
 
1,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2009G-1, 5.750%, 10/01/30
 
10/19 at 100.00
A2
 
1,179,380
 
 
2,260
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2010A-1, 5.750%, 3/01/30
 
3/20 at 100.00
A2
 
2,644,742
 
 
4,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2012G, 5.000%, 11/01/31
 
No Opt. Call
A2
 
4,578,720
 
     
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District 90-2 – Talega, Series 2003:
           
 
1,750
 
5.875%, 9/01/23
 
9/13 at 100.00
N/R
 
1,769,338
 
 
550
 
6.000%, 9/01/33
 
9/13 at 100.00
N/R
 
554,620
 
 
715
 
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District, Series 2005, 5.000%, 9/01/24 – FGIC Insured
 
9/15 at 100.00
N/R
 
738,631
 
 
2,160
 
Chino Redevelopment Agency, California, Merged Chino Redevelopment Project Area Tax Allocation Bonds, Series 2006, 5.000%, 9/01/38 – AMBAC Insured
 
9/16 at 101.00
A–
 
2,194,366
 
 
1,050
 
Dinuba Redevelopment Agency, California, Tax Allocation Bonds, Merged City of Dinuba Redevelopment Project and Dinuba Redevelopment Project 2, As Amended, Series 2003, 5.000%, 9/01/33 – NPFG Insured
 
9/13 at 102.00
BBB+
 
1,068,176
 
 
1,445
 
Fontana, California, Redevelopment Agancy, Jurupa Hills Redevelopment Project, Tax Allocation Refunding Bonds, 1997 Series A, 5.500%, 10/01/27
 
4/13 at 100.00
A–
 
1,446,864
 
 
1,125
 
Fontana, California, Special Tax Bonds, Sierra Community Facilities District 22, Series 2004, 6.000%, 9/01/34
 
9/14 at 100.00
N/R
 
1,144,080
 
 
3,500
 
Fremont, California, Special Tax Bonds, Community Facilities District 1, Pacific Commons, Series 2005, 6.300%, 9/01/31
 
9/13 at 100.00
N/R
 
3,527,440
 
 
1,000
 
Gilroy School Facilities Financing Authority, Santa Clara County, California, Revenue Bonds, Series 2013A, 5.000%, 8/01/46 (WI/DD, Settling 3/13/13)
 
8/23 at 100.00
Aa3
 
1,079,830
 
 
1,310
 
Inglewood Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project, Subordinate Lien Series 2007A-1, 5.000%, 5/01/23 – AMBAC Insured
 
5/17 at 100.00
BBB+
 
1,356,780
 
     
Irvine, California, Unified School District, Community Facilities District Special Tax Bonds, Series 2006A:
           
 
330
 
5.000%, 9/01/26
 
9/16 at 100.00
N/R
 
341,481
 
 
760
 
5.125%, 9/01/36
 
9/16 at 100.00
N/R
 
778,225
 
 
3,000
 
Lake Elsinore Public Finance Authority, California, Local Agency Revenue Refunding Bonds, Series 2003H, 6.000%, 10/01/20
 
10/13 at 102.00
N/R
 
3,095,910
 
 
685
 
Lammersville School District, San Joaquin County, California, Special Tax Bonds, Community Facilities District 2002 Mountain House, Series 2006, 5.125%, 9/01/35
 
9/16 at 100.00
N/R
 
690,788
 
 
2,000
 
Lee Lake Water District, Riverside County, California, Special Tax Bonds, Community Facilities District 1 of Sycamore Creek, Series 2003, 6.500%, 9/01/24
 
9/13 at 102.00
N/R
 
2,063,900
 
 
1,000
 
Lindsay Redevelopment Agency, California, Project 1 Tax Allocation Bonds, Series 2007, 5.000%, 8/01/37 – RAAI Insured
 
8/17 at 100.00
BBB+
 
1,012,420
 
 
1,310
 
Los Angeles Community Redevelopment Agency, California, Lease Revenue Bonds, Manchester Social Services Project, Series 2005, 5.000%, 9/01/37 – AMBAC Insured
 
9/15 at 100.00
A1
 
1,364,313
 
     
Los Angeles Community Redevelopment Agency, California, Subordinate Lien Tax Allocation Bonds, Bunker Hill Redevelopment Project, Series 2004L:
           
 
1,715
 
5.000%, 3/01/18
 
5/13 at 100.00
BBB–
 
1,731,224
 
 
1,350
 
5.100%, 3/01/19
 
5/13 at 100.00
BBB–
 
1,362,893
 

Nuveen Investments
 
49

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund 3 (continued)
NZH
 
Portfolio of Investments
    February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
1,675
 
Moreno Valley Unified School District, Riverside County, California, Certificates of Participation, Series 2005, 5.000%, 3/01/26 – AGM Insured
 
3/14 at 100.00
AA–
$
1,740,526
 
 
725
 
National City Community Development Commission, California, Tax Allocation Bonds, National City Redevelopment Project, Series 2011, 6.500%, 8/01/24
 
8/21 at 100.00
A–
 
906,642
 
     
North Natomas Community Facilities District 4, Sacramento, California, Special Tax Bonds, Series 2006D:
           
 
535
 
5.000%, 9/01/26
 
9/14 at 102.00
N/R
 
545,850
 
 
245
 
5.000%, 9/01/33
 
9/14 at 102.00
N/R
 
247,114
 
 
270
 
Novato Redevelopment Agency, California, Tax Allocation Bonds, Hamilton Field Redevelopment Project, Series 2011, 6.750%, 9/01/40
 
9/21 at 100.00
BBB+
 
316,718
 
 
3,000
 
Oakland Redevelopment Agency, California, Subordinate Lien Tax Allocation Bonds, Central District Redevelopment Project, Series 2003, 5.500%, 9/01/19 – FGIC Insured
 
5/13 at 100.00
A–
 
3,008,430
 
 
2,000
 
Orange County, California, Special Tax Bonds, Community Facilities District 02-1 of Ladera Ranch, Series 2003A, 5.550%, 8/15/33
 
8/13 at 100.00
N/R
 
2,011,760
 
 
11,165
 
Palm Desert Financing Authority, California, Tax Allocation Revenue Refunding Bonds, Project Area 1, Series 2002, 5.100%, 4/01/30 – NPFG Insured
 
4/14 at 100.00
Baa2
 
11,226,854
 
     
Perris Union High School District Financing Authority, Riverside County, California, Revenue Bonds, Series 2011:
           
 
245
 
6.000%, 9/01/33
 
9/13 at 103.00
N/R
 
253,810
 
 
540
 
6.125%, 9/01/41
 
9/13 at 103.00
N/R
 
559,084
 
 
3,000
 
Pico Rivera Water Authority, California, Revenue Bonds, Series 2001A, 6.250%, 12/01/32
 
6/13 at 101.00
N/R
 
3,031,080
 
 
2,185
 
Pittsburg Redevelopment Agency, California, Tax Allocation Bonds, Los Medanos Community Development Project, Refunding Series 2008A, 6.500%, 9/01/28
 
9/18 at 100.00
BBB–
 
2,393,864
 
 
3,250
 
Pomona Public Financing Authority, California, Revenue Refunding Bonds, Merged Redevelopment Projects, Series 2001AD, 5.000%, 2/01/27 – NPFG Insured
 
8/13 at 100.00
Baa2
 
3,251,170
 
 
995
 
Poway Unified School District, San Diego County, California, Special Tax Bonds, Community Facilities District 14 Del Sur, Series 2006, 5.125%, 9/01/26
 
9/16 at 100.00
N/R
 
1,017,567
 
 
6,000
 
Puerto Rico Highway and Transportation Authority, Highway Revenue Bonds, Series 2007N, 5.250%, 7/01/39 – FGIC Insured
 
No Opt. Call
BBB
 
6,038,040
 
 
6,000
 
Puerto Rico Sales Tax Financing Corporation, Sales Tax Revenue Bonds, First Subordinate Series 2009A, 0.000%, 8/01/32
 
8/26 at 100.00
A+
 
6,360,060
 
 
865
 
Rancho Santa Fe CSD Financing Authority, California, Revenue Bonds, Superior Lien Series 2011A, 5.750%, 9/01/30
 
9/21 at 100.00
BBB+
 
998,885
 
 
625
 
Rialto Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 – SYNCORA GTY Insured
 
9/15 at 100.00
A–
 
632,406
 
 
3,375
 
Riverside County Redevelopment Agency, California, Interstate 215 Corridor Redevelopment Project Area Tax Allocation Bonds, Series 2010E, 6.500%, 10/01/40
 
10/20 at 100.00
A–
 
3,804,840
 
 
155
 
Riverside County Redevelopment Agency, California, Tax Allocation Bonds, Jurupa Valley Project Area, Series 2011B, 6.500%, 10/01/25
 
10/21 at 100.00
A–
 
177,236
 
     
Riverside County, California, Special Tax Bonds, Community Facilities District 04-2 Lake Hill Crest, Series 2012:
           
 
995
 
5.000%, 9/01/29
 
9/22 at 100.00
N/R
 
1,052,073
 
 
2,625
 
5.000%, 9/01/35
 
9/22 at 100.00
N/R
 
2,713,305
 
 
780
 
Roseville, California, Certificates of Participation, Public Facilities, Series 2003A, 5.000%, 8/01/25 – AMBAC Insured
 
8/13 at 100.00
AA–
 
791,677
 
 
1,145
 
Sacramento, California, Special Tax Bonds, North Natomas Community Facilities District 4, Series 2003C, 6.000%, 9/01/33
 
9/14 at 100.00
N/R
 
1,165,828
 
 
3,100
 
San Diego County, California, Certificates of Participation, Burnham Institute, Series 2006, 5.000%, 9/01/34
 
9/15 at 102.00
Baa2
 
3,193,186
 

50
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
14,505
 
San Diego Redevelopment Agency, California, Subordinate Lien Tax Allocation Bonds, Centre City Project, Series 2001A, 5.000%, 9/01/26 – AGM Insured
 
9/13 at 100.00
AA–
$
14,625,962
 
 
125
 
San Francisco Redevelopment Finance Authority, California, Tax Allocation Revenue Bonds, Mission Bay North Redevelopment Project, Series 2011C, 6.750%, 8/01/41
 
2/21 at 100.00
A–
 
150,548
 
     
San Francisco Redevelopment Financing Authority, California, Tax Allocation Revenue Bonds, Mission Bay South Redevelopment Project, Series 2011D:
           
 
125
 
7.000%, 8/01/33
 
2/21 at 100.00
BBB
 
146,944
 
 
160
 
7.000%, 8/01/41
 
2/21 at 100.00
BBB
 
185,600
 
 
1,160
 
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006C, 5.000%, 8/01/25 – NPFG Insured
 
8/17 at 100.00
BBB
 
1,208,975
 
 
1,500
 
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006D, 5.000%, 8/01/23 – AMBAC Insured
 
8/17 at 100.00
BBB
 
1,542,465
 
 
6,000
 
San Marcos Public Facilities Authority, California, Tax Allocation Bonds, Project Areas 1 and 3, Series 2005A, 5.000%, 8/01/34 – AMBAC Insured
 
8/15 at 102.00
A
 
6,205,260
 
 
215
 
Signal Hill Redevelopment Agency, California, Project 1 Tax Allocation Bonds, Series 2011, 7.000%, 10/01/26
 
4/21 at 100.00
N/R
 
239,983
 
 
1,250
 
Solana Beach School District Public Financing Authority, San Diego County, California, Special Tax Revenue Bonds, Series 2012, 5.000%, 9/01/42
 
9/22 at 100.00
BBB
 
1,303,313
 
 
8,710
 
South Orange County Public Financing Authority, California, Special Tax Revenue Bonds, Ladera Ranch, Series 2005A, 5.000%, 8/15/32 – AMBAC Insured
 
8/15 at 100.00
BBB+
 
8,902,056
 
 
1,500
 
Stockton Public Financing Authority, California, Lease Revenue Bonds, Series 2004, 5.250%, 9/01/34 – FGIC Insured
 
9/14 at 100.00
BB
 
1,358,355
 
 
1,165
 
Temecula Redevelopment Agency, California, Redevelopment Project 1 Tax Allocation Housing Bonds Series 2011A, 7.000%, 8/01/39
 
8/21 at 100.00
A
 
1,412,376
 
 
1,950
 
Ventura County Public Financing Authority, California, Lease Revenue Bonds Series 2013A, 5.000%, 11/01/38 (WI/DD, Settling 3/07/13)
 
11/22 at 100.00
AA
 
2,194,179
 
 
600
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Refunding Series 2009A, 8.625%, 9/01/39
 
9/14 at 105.00
N/R
 
648,546
 
 
2,810
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Series 2003B, 7.000%, 9/01/38
 
9/13 at 103.00
N/R
 
2,872,551
 
 
2,000
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 01-1, Series 2004B, 6.000%, 9/01/39
 
9/13 at 102.00
N/R
 
1,984,260
 
 
1,375
 
West Patterson Financing Authority, California, Special Tax Bonds, Community Facilities District 2001-1, Series 2004A, 6.125%, 9/01/39
 
9/13 at 103.00
N/R
 
1,377,035
 
 
370
 
Yorba Linda Redevelopment Agency, Orange County, California, Tax Allocation Revenue Bonds, Yorba Linda Redevelopment Project, Subordinate Lien Series 2011A, 6.500%, 9/01/32
 
9/21 at 100.00
A–
 
438,938
 
 
2,500
 
Yucaipa-Calimesa Joint Unified School District, San Bernardino County, California, Certificates of Participation, Refunding Series 2001A, 5.000%, 10/01/26 – NPFG Insured
 
4/13 at 100.00
A2
 
2,507,675
 
 
148,000
 
Total Tax Obligation/Limited
       
151,578,295
 
     
Transportation – 3.4% (2.3% of Total Investments)
           
 
11,750
 
Foothill/Eastern Transportation Corridor Agency, California, Toll Road Revenue Refunding Bonds, Series 1999, 5.875%, 1/15/28
 
1/14 at 101.00
BBB–
 
12,090,398
 
     
U.S. Guaranteed – 10.0% (6.8% of Total Investments) (6)
           
 
1,690
 
Bay Area Toll Authority, California, Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2006F, 5.000%, 4/01/31 (Pre-refunded 4/01/16) (UB)
 
4/16 at 100.00
AA (6)
 
1,926,938
 
 
8,210
 
California State Public Works Board, Lease Revenue Bonds, Department of Corrections, Series 2003C, 5.500%, 6/01/16 (Pre-refunded 12/01/13)
 
12/13 at 100.00
AAA
 
8,533,638
 
 
2,450
 
California Statewide Community Development Authority, Hospital Revenue Bonds, Monterey Peninsula Hospital, Series 2003B, 5.250%, 6/01/18 (Pre-refunded 6/01/13) – AGM Insured
 
6/13 at 100.00
AA– (6)
 
2,481,826
 

Nuveen Investments
 
51

 
 

 

   
Nuveen California Dividend Advantage Municipal Fund 3 (continued)
NZH
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
U.S. Guaranteed (6) (continued)
           
$
660
 
California Statewide Community Development Authority, Revenue Bonds, Thomas Jefferson School of Law, Series 2005A, 4.875%, 10/01/31 (Pre-refunded 10/01/15)
 
10/15 at 100.00
N/R (6)
$
719,789
 
 
2,000
 
Daly City Housing Development Finance Agency, California, Mobile Home Park Revenue Bonds, Franciscan Mobile Home Park Project, Series 2002A, 5.800%, 12/15/25 (Pre-refunded 12/15/13)
 
12/13 at 102.00
A (6)
 
2,127,540
 
 
3,080
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.250%, 6/01/33 (Pre-refunded 6/01/13)
 
6/13 at 100.00
Aaa
 
3,128,387
 
 
1,940
 
Lincoln, California, Special Tax Bonds, Lincoln Crossing Community Facilities District 03-1, Series 2003A, 6.500%, 9/01/25 (Pre-refunded 9/01/13)
 
9/13 at 102.00
N/R (6)
 
2,037,078
 
 
1,335
 
Lincoln, California, Special Tax Bonds, Lincoln Crossing Community Facilities District 03-1, Series 2004, 6.000%, 9/01/34 (Pre-refunded 9/01/13)
 
9/13 at 102.00
N/R (6)
 
1,398,426
 
 
1,735
 
Rohnert Park Finance Authority, California, Senior Lien Revenue Bonds, Rancho Feliz Mobile Home Park, Series 2003A, 5.750%, 9/15/38 (Pre-refunded 9/15/13)
 
9/13 at 100.00
A+ (6)
 
1,787,310
 
 
1,125
 
Rohnert Park Finance Authority, California, Subordinate Lien Revenue Bonds, Rancho Feliz Mobile Home Park, Series 2003B, 6.625%, 9/15/38 (Pre-refunded 9/15/13)
 
9/13 at 100.00
N/R (6)
 
1,163,981
 
 
1,000
 
San Buenaventura, California, Wastewater Revenue Certificates of Participation, Series 2004, 5.000%, 3/01/24 (Pre-refunded 3/01/14) – NPFG Insured
 
3/14 at 100.00
AA– (6)
 
1,046,990
 
 
4,110
 
San Francisco Airports Commission, California, Revenue Bonds, San Francisco International Airport, Second Series 2003, Issue 29B, 5.125%, 5/01/17 (Pre-refunded 5/01/13) – FGIC Insured
 
5/13 at 100.00
A+ (6)
 
4,146,045
 
 
3,315
 
San Francisco City and County Public Utilities Commission, California, Clean Water Revenue Refunding Bonds, Series 2003A, 5.250%, 10/01/18 (Pre-refunded 4/01/13) – NPFG Insured
 
4/13 at 100.00
AA– (6)
 
3,330,514
 
 
1,345
 
San Mateo Union High School District, San Mateo County, California, Certificates of Participation, Phase 1, Series 2007A, 5.000%, 12/15/30 (Pre-refunded 12/15/17) – AMBAC Insured
 
12/17 at 100.00
AA– (6)
 
1,615,251
 
 
33,995
 
Total U.S. Guaranteed
       
35,443,713
 
     
Utilities – 4.3% (3.0% of Total Investments)
           
 
3,815
 
Long Beach Bond Finance Authority, California, Natural Gas Purchase Revenue Bonds, Series 2007A, 5.000%, 11/15/35
 
No Opt. Call
A
 
4,381,032
 
     
Merced Irrigation District, California, Electric System Revenue Bonds, Series 2005:
           
 
2,000
 
5.000%, 9/01/26 – SYNCORA GTY Insured
 
9/15 at 100.00
N/R
 
2,072,420
 
 
1,285
 
5.125%, 9/01/31 – SYNCORA GTY Insured
 
9/15 at 100.00
N/R
 
1,323,820
 
 
5,000
 
Merced Irrigation District, California, Revenue Certificates of Participation, Electric System Project, Series 2003, 5.700%, 9/01/36
 
9/13 at 102.00
Baa2
 
5,095,700
 
 
2,500
 
Salinas Valley Solid Waste Authority, California, Revenue Bonds, Series 2002, 5.125%, 8/01/22 – AMBAC Insured (Alternative Minimum Tax)
 
5/13 at 100.00
A+
 
2,509,075
 
 
14,600
 
Total Utilities
       
15,382,047
 
     
Water and Sewer – 12.4% (8.5% of Total Investments)
           
 
1,070
 
Burbank, California, Wastewater System Revenue Bonds, Series 2004A, 5.000%, 6/01/22 – AMBAC Insured
 
6/14 at 100.00
AA+
 
1,131,461
 
     
California Pollution Control Financing Authority, Water Furnishing Revenue Bonds, Poseidon Resources Channelside Desalination Project, Series 2012:
           
 
2,685
 
5.000%, 7/01/37 (Alternative Minimum Tax)
 
No Opt. Call
Baa3
 
2,805,073
 
 
5,155
 
5.000%, 11/21/45 (Alternative Minimum Tax)
 
No Opt. Call
Baa3
 
5,345,529
 
 
3,000
 
East Valley Water District Financing Authority, California, Refunding Revenue Bonds, Series 2010, 5.000%, 10/01/40
 
10/20 at 100.00
AA–
 
3,319,770
 
 
1,125
 
Fortuna Public Finance Authority, California, Water Revenue Bonds, Series 2006, 5.000%, 10/01/36 – AGM Insured
 
10/16 at 100.00
AA–
 
1,178,933
 
 
890
 
Healdsburg Public Financing Authority, California, Wastewater Revenue Bonds, Series 2006, 5.000%, 4/01/36 – NPFG Insured
 
4/16 at 100.00
AA–
 
977,176
 
 
850
 
Marina Coast Water District, California, Enterprise Certificate of Participation, Series 2006, 5.000%, 6/01/31 – NPFG Insured
 
6/16 at 100.00
AA–
 
894,651
 

52
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Water and Sewer (continued)
           
$
2,000
 
Metropolitan Water District of Southern California, Water Revenue Bonds, 2006 Authorization Series 2007A, 5.000%, 7/01/37
 
7/17 at 100.00
AAA
$
2,284,520
 
 
3,000
 
San Francisco City and County Public Utilities Commission, California, Water Revenue Bonds, Series 2011A, 5.000%, 11/01/41
 
No Opt. Call
AA–
 
3,468,810
 
 
19,800
 
San Francisco City and County Public Utilities Commission, California, Water Revenue Bonds, Series 2012A, 5.000%, 11/01/43
 
5/22 at 100.00
AA–
 
22,689,810
 
 
39,575
 
Total Water and Sewer
       
44,095,733
 
$
527,039
 
Total Investments (cost $476,283,910) – 145.9%
       
518,068,934
 
     
Floating Rate Obligations – (0.2)%
       
(845,000
)
     
MuniFund Term Preferred Shares, at Liquidation Value – (44.9)% (7)
       
(159,544,500
)
     
Other Assets Less Liabilities – (0.8)%
       
(2,516,753
)
     
Net Assets Applicable to Common Shares – 100%
     
$
355,162,681
 

(1)
 
All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.
(2)
 
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. Certain mortgage-backed securities may be subject to periodic principal paydowns.
(3)
 
Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.
(4)
 
Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in inverse floating rate transactions.
(5)
 
At or subsequent to the end of the reporting period, this security is non-income producing. Non-income producing security, in the case of a fixed-income security, generally denotes that the issuer has (1) defaulted on the payment of principal or interest, (2) is under the protection of the Federal Bankruptcy Court or (3) the Fund’s Adviser has concluded that the issue is not likely to meet its future interest payment obligations and has directed the Fund’s custodian to cease accruing additional income on the Fund’s records.
(6)
 
Backed by an escrow or trust containing sufficient U.S. Government or U.S. Government agency securities, which ensure the timely payment of principal and interest. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities.
(7)
 
MuniFund Term Preferred Shares, at Liquidation Value as a percentage of Total Investments is 30.8%.
N/R
 
Not rated.
WI/DD
 
Investment, or portion of investment, purchased on a when-issued or delayed delivery basis.
(IF)
 
Inverse floating rate investment.
(UB)
 
Underlying bond of an inverse floating rate trust reflected as a financing transaction. See Notes to Financial Statements, Footnote 1 – General Information and Significant Accounting Policies, Inverse Floating Rate Securities for more information.

See accompanying notes to financial statements.
 
Nuveen Investments
 
53
 
 
 

 

   
Nuveen California AMT-Free Municipal Income Fund
   
(formerly Nuveen Insured California Tax-Free Advantage Municipal Fund)
NKX
 
Portfolio of Investments
February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Consumer Staples – 5.3% (3.6% of Total Investments)
           
$
1,350
 
California County Tobacco Securitization Agency, Tobacco Settlement Asset-Backed Bonds, Los Angeles County Securitization Corporation, Series 2006A, 5.600%, 6/01/36
 
12/18 at 100.00
BB–
$
1,290,762
 
     
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-1:
           
 
12,785
 
5.750%, 6/01/47
 
6/17 at 100.00
B
 
11,987,344
 
 
9,500
 
5.125%, 6/01/47
 
6/17 at 100.00
B
 
8,067,020
 
 
14,630
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Bonds, Series 2007A-2, 5.300%, 6/01/37
 
6/22 at 100.00
B
 
13,345,925
 
 
38,265
 
Total Consumer Staples
       
34,691,051
 
     
Education and Civic Organizations – 1.9% (1.3% of Total Investments)
           
 
1,600
 
California Municipal Finance Authority, Revenue Bonds, Goodwill Industries of Sacramento Valley & Northern Nevada Project, Series 2012A, 6.875%, 1/01/42
 
1/22 at 100.00
N/R
 
1,702,704
 
 
3,000
 
California State University, Systemwide Revenue Bonds, Series 2005A, 5.000%, 11/01/25 – AMBAC Insured
 
5/15 at 100.00
Aa2
 
3,282,180
 
 
1,000
 
California State University, Systemwide Revenue Bonds, Series 2005C, 5.000%, 11/01/27 – NPFG Insured
 
11/15 at 100.00
Aa2
 
1,103,660
 
 
6,000
 
University of California, Revenue Bonds, Multi-Purpose Projects, Series 2003A, 5.000%, 5/15/27 – AMBAC Insured
 
5/13 at 100.00
Aa1
 
6,056,520
 
 
11,600
 
Total Education and Civic Organizations
       
12,145,064
 
     
Health Care – 17.3% (11.7% of Total Investments)
           
 
5,000
 
ABAG Finance Authority for Non-Profit Corporations, California, Cal-Mortgage Insured Revenue Bonds, Sansum-Santa Barbara Medical Foundation Clinic, Series 2002A, 5.600%, 4/01/26
 
5/13 at 100.00
A
 
5,009,250
 
 
1,630
 
California Health Facilities Financing Authority, Revenue Bonds, Childrens Hospital Los Angeles, Series 2010A, 5.250%, 7/01/38 – AGC Insured
 
7/20 at 100.00
AA–
 
1,760,041
 
     
California Health Facilities Financing Authority, Revenue Bonds, City of Hope National Medical Center, Series 2012A:
           
 
1,000
 
5.000%, 11/15/35
 
No Opt. Call
AA–
 
1,152,380
 
 
1,625
 
5.000%, 11/15/39
 
No Opt. Call
AA–
 
1,842,068
 
 
2,000
 
California Health Facilities Financing Authority, Revenue Bonds, Memorial Health Services, Series 2012A, 5.000%, 10/01/33
 
No Opt. Call
AA–
 
2,301,500
 
 
2,000
 
California Statewide Communities Development Authority, Revenue Bonds, Cottage Health System Obligated Group, Series 2010, 5.000%, 11/01/40
 
11/20 at 100.00
AA–
 
2,215,200
 
 
4,543
 
California Statewide Communities Development Authority, Revenue Bonds, Saint Joseph Health System, Trust 2554, 18.398%, 7/01/47 – AGM Insured (IF)
 
7/18 at 100.00
AA–
 
6,851,389
 
 
1,000
 
California Statewide Communities Development Authority, Revenue Bonds, ValleyCare Health System, Series 2007A, 5.125%, 7/15/31
 
7/17 at 100.00
N/R
 
1,034,110
 
 
4,000
 
California Statewide Community Development Authority, Insured Health Facility Revenue Bonds, Catholic Healthcare West, Series 2008K, 5.500%, 7/01/41 – AGC Insured
 
7/17 at 100.00
AA–
 
4,448,680
 
     
California Statewide Community Development Authority, Revenue Bonds, Childrens Hospital of Los Angeles, Series 2007:
           
 
4,565
 
5.000%, 8/15/39 – NPFG Insured
 
8/17 at 100.00
Baa2
 
4,790,785
 
 
6,500
 
5.000%, 8/15/47
 
8/17 at 100.00
BBB+
 
6,799,715
 
 
1,000
 
California Statewide Community Development Authority, Revenue Bonds, Daughters of Charity Health System, Series 2005A, 5.250%, 7/01/30
 
7/15 at 100.00
BBB
 
1,055,000
 
 
20,120
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanante System, Series 2006, 5.000%, 3/01/41
 
3/16 at 100.00
A+
 
21,560,391
 
 
4,500
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2007A, 4.750%, 4/01/33
 
4/17 at 100.00
A+
 
4,831,695
 
 
5,020
 
California Statewide Community Development Authority, Revenue Bonds, Kaiser Permanente System, Series 2006, 5.000%, 3/01/41 – BHAC Insured (UB)
 
3/16 at 100.00
AA+
 
5,497,452
 

54
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Health Care (continued)
           
$
4,060
 
California Statewide Community Development Authority, Revenue Bonds, Sherman Oaks Health System, Series 1998A, 5.000%, 8/01/22 – AMBAC Insured
 
No Opt. Call
A1
$
4,495,029
 
 
7,500
 
California Statewide Community Development Authority, Revenue Bonds, St. Joseph Health System, Series 2007A, 5.750%, 7/01/47 – FGIC Insured
 
7/18 at 100.00
AA–
 
8,667,600
 
 
10,000
 
California Statewide Community Development Authority, Revenue Bonds, Sutter Health, Series 2007C, 5.000%, 8/15/38 – AMBAC Insured
 
8/17 at 100.00
AA–
 
11,187,800
 
 
2,735
 
California Statewide Community Development Authority, Revenue Bonds, Trinity Health, Series 2011, 5.000%, 12/01/41
 
12/21 at 100.00
AA
 
3,080,485
 
 
1,000
 
Palomar Pomerado Health Care District, California, Certificates of Participation, Series 2009, 6.750%, 11/01/39
 
11/19 at 100.00
Baa3
 
1,131,790
 
 
1,145
 
Palomar Pomerado Health Care District, California, Certificates of Participation, Series 2010, 6.000%, 11/01/41
 
11/20 at 100.00
Baa3
 
1,246,424
 
 
2,400
 
Rancho Mirage Joint Powers Financing Authority, California, Revenue Bonds, Eisenhower Medical Center, Series 2007A, 5.000%, 7/01/47
 
7/17 at 100.00
Baa2
 
2,458,584
 
 
7,670
 
Santa Clara County Financing Authority, California, Insured Revenue Bonds, El Camino Hospital, Series 2007A, 5.750%, 2/01/41 – AMBAC Insured
 
8/17 at 100.00
A+
 
8,482,483
 
 
650
 
University of California, Hospital Revenue Bonds, UCLA Medical Center, Series 2004A, 5.500%, 5/15/18 – AMBAC Insured
 
5/13 at 100.00
N/R
 
655,103
 
 
101,663
 
Total Health Care
       
112,554,954
 
     
Housing/Multifamily – 0.2% (0.1% of Total Investments)
           
 
1,165
 
Poway, California, Housing Revenue Bonds, Revenue Bonds, Poinsettia Mobile Home Park, Series 2003, 5.000%, 5/01/23
 
5/13 at 102.00
AA–
 
1,191,492
 
     
Long-Term Care – 1.5% (1.0% of Total Investments)
           
 
3,000
 
ABAG Finance Authority for Non-Profit Corporations, California, Cal-Mortgage Insured Revenue Bonds, Channing House, Series 2010, 6.125%, 5/15/40
 
5/20 at 100.00
A
 
3,408,930
 
 
2,000
 
California Health Facilities Financing Authority, Cal-Mortgage Insured Revenue Bonds, Northern California Retired Officers Community Corporation – Paradise Valley Estates, Series 2002, 5.250%, 1/01/26
 
5/13 at 100.00
A
 
2,008,360
 
 
1,575
 
California Health Facilities Financing Authority, Insured Revenue Bonds, California-Nevada Methodist Homes, Series 2006, 5.000%, 7/01/36
 
7/16 at 100.00
A
 
1,658,743
 
 
2,250
 
California Health Facilities Financing Authority, Insured Revenue Bonds, Community Program for Persons with Developmental Disabilities, Series 2011A, 6.250%, 2/01/26
 
2/21 at 100.00
A
 
2,791,350
 
 
8,825
 
Total Long-Term Care
       
9,867,383
 
     
Tax Obligation/General – 29.5% (20.1% of Total Investments)
           
 
1,425
 
Bassett Unified School District, Los Angeles County, California, General Obligation Bonds, Series 2006B, 5.250%, 8/01/30 – FGIC Insured
 
8/16 at 100.00
A–
 
1,594,276
 
 
900
 
California State, General Obligation Bonds, Series 2003, 5.000%, 2/01/21
 
8/13 at 100.00
A1
 
917,478
 
 
3,000
 
California State, General Obligation Bonds, Various Purpose Refunding Series 2012, 5.000%, 9/01/42
 
No Opt. Call
A1
 
3,401,520
 
 
6,000
 
California State, General Obligation Bonds, Various Purpose Series 2010, 6.000%, 3/01/33
 
3/20 at 100.00
A1
 
7,453,500
 
 
1,000
 
California State, General Obligation Bonds, Various Purpose Series 2011, 5.250%, 9/01/25
 
9/21 at 100.00
A1
 
1,210,280
 
 
8,500
 
California State, General Obligation Bonds, Various Purpose Series 2012, 5.000%, 4/01/42
 
4/22 at 100.00
A1
 
9,594,715
 
 
835
 
California State, General Obligation Refunding Bonds, Series 2002, 5.000%, 2/01/22 – NPFG Insured
 
5/13 at 100.00
A1
 
838,382
 
 
20,750
 
Coachella Valley Unified School District, Riverside County, California, General Obligation Bonds, Election 2005 Series 2010C, 0.000%, 8/01/43 – AGM Insured
 
No Opt. Call
AA–
 
4,457,930
 
 
7,575
 
Coast Community College District, Orange County, California, General Obligation Bonds, Series 2006C, 0.000%, 8/01/31 – AGM Insured
 
8/18 at 100.00
Aa1
 
7,816,870
 
 
2,500
 
Corona-Norco Unified School District, Riverside County, California, General Obligation Bonds, Election 2006 Series 2009B, 5.375%, 2/01/34 – AGC Insured
 
8/18 at 100.00
Aa2
 
2,907,650
 

Nuveen Investments
 
55

 
 

 

   
Nuveen California AMT-Free Municipal Income Fund (continued)
NKX
 
Portfolio of Investments
    February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/General (continued)
           
     
East Side Union High School District, Santa Clara County, California, General Obligation Bonds, 2008 Election Series 2010B:
           
$
3,490
 
5.000%, 8/01/27 – AGC Insured
 
8/19 at 100.00
AA–
$
3,967,781
 
 
3,545
 
5.000%, 8/01/28 – AGC Insured
 
8/19 at 100.00
AA–
 
3,999,504
 
 
3,110
 
5.000%, 8/01/29 – AGC Insured
 
8/19 at 100.00
AA–
 
3,485,439
 
 
10,000
 
East Side Union High School District, Santa Clara County, California, General Obligation Bonds, Series 2005, 0.000%, 8/01/28 – SYNCORA GTY Insured
 
8/13 at 47.75
A
 
4,613,000
 
 
230
 
El Monte Union High School District, Los Angeles County, California, General Obligation Bonds, Series 2003A, 5.000%, 6/01/28 – AGM Insured
 
6/13 at 100.00
AA
 
232,385
 
 
7,100
 
Fontana Unified School District, San Bernardino County, California, General Obligation Bonds, Trust 2668, 9.639%, 2/01/16 – AGM Insured (IF)
 
No Opt. Call
AA–
 
9,521,810
 
 
5,000
 
Grossmont Healthcare District, California, General Obligation Bonds, Series 2007A, 5.000%, 7/15/37 – AMBAC Insured
 
7/17 at 100.00
Aa2
 
5,498,650
 
 
1,255
 
Los Angeles Community College District, Los Angeles County, California, General Obligation Bonds, Series 2005A, 5.000%, 8/01/24 – AGM Insured
 
8/15 at 100.00
Aa1
 
1,384,014
 
 
1,270
 
Merced City School District, Merced County, California, General Obligation Bonds, Series 2004, 5.000%, 8/01/22 – FGIC Insured
 
8/13 at 100.00
AA–
 
1,292,581
 
 
4,500
 
Mount Diablo Unified School District, Contra Costa County, California, General Obligation Bonds, Series 2010A, 0.000%, 8/01/30 – AGM Insured
 
8/25 at 100.00
AA–
 
3,327,120
 
 
3,000
 
Murrieta Valley Unified School District, Riverside County, California, General Obligation Bonds, Series 2007, 4.500%, 9/01/30 – AGM Insured
 
9/17 at 100.00
AA–
 
3,194,670
 
 
13,880
 
New Haven Unified School District, Alameda County, California, General Obligation Bonds, Series 2004A, 0.000%, 8/01/26 – NPFG Insured
 
No Opt. Call
Aa3
 
7,246,470
 
 
2,500
 
Oakland Unified School District, Alameda County, California, General Obligation Bonds, Series 2002, 5.250%, 8/01/21 – FGIC Insured
 
5/13 at 100.00
N/R
 
2,510,275
 
 
16,000
 
Poway Unified School District, San Diego County, California, School Facilities Improvement District 2007-1 General Obligation Bonds, Series 2011A, 0.000%, 8/01/46
 
No Opt. Call
Aa2
 
3,309,920
 
 
980
 
Roseville Joint Union High School District, Placer County, California, General Obligation Bonds, Series 2006B, 5.000%, 8/01/27 – FGIC Insured
 
8/15 at 100.00
AA
 
1,070,140
 
 
5,500
 
Sacramento City Unified School District, Sacramento County, California, General Obligation Bonds, Series 2005, 5.000%, 7/01/27 – NPFG Insured
 
7/15 at 100.00
AA–
 
5,975,750
 
 
1,125
 
San Diego Unified School District, San Diego County, California, General Obligation Bonds, Election of 1998, Series 1999A, 0.000%, 7/01/21 – FGIC Insured
 
No Opt. Call
Aa2
 
900,596
 
 
11,980
 
San Diego Unified School District, San Diego County, California, General Obligation Bonds, Refunding Series 2012 R-1, 0.000%, 7/01/31
 
No Opt. Call
Aa2
 
5,544,344
 
 
10,000
 
San Francisco Bay Area Rapid Transit District, California, General Obligation Bonds, Election of 2004 Series 2007B, 5.000%, 8/01/32
 
8/17 at 100.00
AAA
 
11,471,200
 
 
2,000
 
San Francisco Community College District, California, General Obligation Bonds, Series 2002A, 5.000%, 6/15/26 – FGIC Insured
 
5/13 at 100.00
A1
 
2,007,600
 
 
5,000
 
San Jacinto Unified School District, Riverside County, California, General Obligation Bonds, Series 2007, 5.250%, 8/01/32 – AGM Insured
 
8/17 at 100.00
AA–
 
5,692,300
 
 
1,500
 
San Juan Capistrano, California, General Obligation Bonds, Open Space Program, Tender Option Bond Trust 3646, 18.111%, 8/01/17 (IF)
 
No Opt. Call
AAA
 
2,318,340
 
     
San Ysidro School District, San Diego County, California, General Obligation Bonds, 1997 Election Series 2011F:
           
 
7,230
 
0.000%, 8/01/42 – AGM Insured
 
8/21 at 21.00
AA–
 
1,021,165
 
 
10,450
 
0.000%, 8/01/43 – AGM Insured
 
8/21 at 19.43
AA–
 
1,376,997
 
 
21,225
 
0.000%, 8/01/44 – AGM Insured
 
8/21 at 17.98
AA–
 
2,615,557
 
 
12,550
 
0.000%, 8/01/45 – AGM Insured
 
8/21 at 16.64
AA–
 
1,429,571
 
 
23,425
 
0.000%, 8/01/46 – AGM Insured
 
8/21 at 15.39
AA–
 
2,482,582
 
 
14,915
 
Southwestern Community College District, San Diego County, California, General Obligation Bonds, Election of 2008, Series 2011C, 0.000%, 8/01/41
 
No Opt. Call
Aa2
 
3,978,875
 

56
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/General (continued)
           
     
Stockton Unified School District, San Joaquin County, California, General Obligation Bonds, Election 2008 Series 2011D:
           
$
24,280
 
0.000%, 8/01/47 – AGC Insured
 
8/37 at 100.00
AA–
$
13,460,346
 
 
38,845
 
0.000%, 8/01/50 – AGM Insured
 
8/37 at 100.00
AA–
 
21,621,127
 
 
15,780
 
Sylvan Union School District, Stanislaus County, California, General Obligation Bonds, Election of 2006, Series 2010, 0.000%, 8/01/49 – AGM Insured
 
No Opt. Call
AA–
 
6,241,306
 
 
3,905
 
West Kern Community College District, California, General Obligation Bonds, Election 2004, Series 2007C, 5.000%, 10/01/32 – SYNCORA GTY Insured
 
11/17 at 100.00
A+
 
4,182,372
 
 
12,520
 
Yosemite Community College District, California, General Obligation Bonds, Capital Appreciation, Election 2004, Series 2010D, 0.000%, 8/01/42
 
No Opt. Call
Aa2
 
5,403,507
 
 
350,575
 
Total Tax Obligation/General
       
192,569,895
 
     
Tax Obligation/Limited – 53.0% (35.9% of Total Investments)
           
     
Anaheim Public Finance Authority, California, Subordinate Lease Revenue Bonds, Public Improvement Project, Series 1997C:
           
 
5,130
 
0.000%, 9/01/18 – AGM Insured
 
No Opt. Call
AA–
 
4,544,564
 
 
8,000
 
0.000%, 9/01/21 – AGM Insured
 
No Opt. Call
AA–
 
6,264,480
 
 
2,235
 
Antioch Public Financing Authority, California, Lease Revenue Refunding Bonds, Municipal Facilities Project, Refunding Series 2002A, 5.500%, 1/01/32 – NPFG Insured
 
5/13 at 100.00
A
 
2,237,749
 
 
2,000
 
Baldwin Park Public Financing Authority, California, Sales Tax and Tax Allocation Bonds, Puente Merced Redevelopment Project, Series 2003, 5.250%, 8/01/21
 
8/13 at 102.00
BBB
 
2,055,080
 
 
655
 
Beaumont Financing Authority, California, Local Agency Revenue Bonds, Improvement Area 19C, Series 2013A, 5.000%, 9/01/27
 
9/23 at 100.00
N/R
 
683,853
 
 
7,895
 
Brea and Olinda Unified School District, Orange County, California, Certificates of Participation Refunding, Series 2002A, 5.125%, 8/01/26 – AGM Insured
 
5/13 at 100.00
AA–
 
7,924,843
 
 
1,165
 
Burbank Public Financing Authority, California, Revenue Refunding Bonds, Golden State Redevelopment Project, Series 2003A, 5.250%, 12/01/22 – AMBAC Insured
 
12/13 at 100.00
A
 
1,199,694
 
 
2,200
 
California Infrastructure and Economic Development Bank, Los Angeles County, Revenue Bonds, Department of Public Social Services, Series 2003, 5.000%, 9/01/28 – AMBAC Insured
 
9/13 at 101.00
AA–
 
2,239,270
 
     
California Infrastructure and Economic Development Bank, Revenue Bonds, North County Center for Self-Sufficiency Corporation, Series 2004:
           
 
1,215
 
5.000%, 12/01/19 – AMBAC Insured
 
12/13 at 100.00
AA+
 
1,257,671
 
 
1,535
 
5.000%, 12/01/20 – AMBAC Insured
 
12/13 at 100.00
AA+
 
1,588,311
 
 
1,615
 
5.000%, 12/01/21 – AMBAC Insured
 
12/13 at 100.00
AA+
 
1,671,089
 
 
1,780
 
5.000%, 12/01/23 – AMBAC Insured
 
12/13 at 100.00
AA+
 
1,841,819
 
 
3,725
 
California State Public Works Board, Lease Revenue Bonds, Department of Corrections & Rehabilitation, Series 2005J, 5.000%, 1/01/17 – AMBAC Insured
 
1/16 at 100.00
A2
 
4,154,157
 
     
California State Public Works Board, Lease Revenue Bonds, Department of Education, Riverside Campus Project, Series 2012H:
           
 
2,790
 
5.000%, 4/01/30
 
No Opt. Call
A2
 
3,198,791
 
 
2,065
 
5.000%, 4/01/31
 
No Opt. Call
A2
 
2,348,297
 
 
4,000
 
California State Public Works Board, Lease Revenue Bonds, Department of General Services, Capital East End Project, Series 2002A, 5.000%, 12/01/27 – AMBAC Insured
 
5/13 at 100.00
A2
 
4,012,240
 
 
3,100
 
California State Public Works Board, Lease Revenue Bonds, Department of Health Services, Richmond Lab, Series 2005B, 5.000%, 11/01/30 – SYNCORA GTY Insured
 
11/15 at 100.00
A2
 
3,269,973
 
 
4,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2009G-1, 5.750%, 10/01/30
 
10/19 at 100.00
A2
 
4,717,520
 
 
2,000
 
California State Public Works Board, Lease Revenue Bonds, Various Capital Projects, Series 2012G, 5.000%, 11/01/31
 
No Opt. Call
A2
 
2,289,360
 
 
1,210
 
Capistrano Unified School District, Orange County, California, Special Tax Bonds, Community Facilities District, Series 2005, 5.000%, 9/01/24 – FGIC Insured
 
9/15 at 100.00
N/R
 
1,249,991
 
 
2,520
 
Chino Redevelopment Agency, California, Merged Chino Redevelopment Project Area Tax Allocation Bonds, Series 2006, 5.000%, 9/01/38 – AMBAC Insured
 
9/16 at 101.00
A–
 
2,560,093
 
 
10,190
 
Chula Vista Public Financing Authority, California, Pooled Community Facility District Assessment Revenue Bonds, Series 2005A, 4.500%, 9/01/27 – NPFG Insured
 
9/15 at 100.00
BBB
 
10,334,698
 

Nuveen Investments
 
57

 
 

 

   
Nuveen California AMT-Free Municipal Income Fund (continued)
NKX
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
1,430
 
Cloverdale Community Development Agency, California, Tax Allocation Bonds, Cloverdale Redevelopment Project, Refunding Series 2006, 5.000%, 8/01/36 – AMBAC Insured
 
8/16 at 100.00
N/R
$
1,452,637
 
     
Compton Community Redevelopment Agency, California, Tax Allocation Revenue Bonds, Redevelopment Projects, Second Lien Series 2010B:
           
 
1,230
 
5.000%, 8/01/25
 
8/20 at 100.00
N/R
 
1,236,015
 
 
530
 
5.750%, 8/01/26
 
8/20 at 100.00
N/R
 
556,055
 
 
1,900
 
Corona-Norco Unified School District, Riverside County, California, Special Tax Bonds, Community Facilities District 98-1, Series 2002, 5.100%, 9/01/25 – AMBAC Insured
 
9/13 at 100.00
N/R
 
1,908,987
 
 
7,035
 
Corona-Norco Unified School District, Riverside County, California, Special Tax Bonds, Community Facilities District 98-1, Series 2003, 5.000%, 9/01/28 – NPFG Insured
 
9/13 at 100.00
Baa2
 
7,060,185
 
 
3,145
 
Culver City Redevelopment Agency, California, Tax Allocation Revenue Bonds, Redevelopment Project, Series 2002A, 5.125%, 11/01/25 – NPFG Insured
 
5/13 at 100.00
Baa2
 
3,146,887
 
 
1,905
 
Dinuba Redevelopment Agency, California, Tax Allocation Bonds, Merged City of Dinuba Redevelopment Project and Dinuba Redevelopment Project 2, As Amended, Refunding Series 2001, 5.000%, 9/01/31 – NPFG Insured
 
9/13 at 100.00
BBB+
 
1,912,334
 
     
El Monte, California, Senior Lien Certificates of Participation, Department of Public Services Facility Phase II, Series 2001:
           
 
10,730
 
5.000%, 1/01/21 – AMBAC Insured
 
7/13 at 100.00
A2
 
10,751,031
 
 
5,000
 
5.250%, 1/01/34 – AMBAC Insured
 
7/13 at 100.00
A2
 
5,003,850
 
 
3,000
 
Escondido Joint Powers Financing Authority, California, Lease Revenue Bonds, Water System Financing, Series 2012, 5.000%, 9/01/41
 
3/22 at 100.00
AA–
 
3,351,270
 
 
8,280
 
Fontana Public Financing Authority, California, Tax Allocation Revenue Bonds, North Fontana Redevelopment Project, Series 2005A, 5.000%, 10/01/32 – AMBAC Insured
 
10/15 at 100.00
A
 
8,492,879
 
 
1,000
 
Fullerton Community Facilities District 1, California, Special Tax Bonds, Amerige Heights, Refunding Series 2012, 5.000%, 9/01/32
 
9/22 at 100.00
A–
 
1,094,590
 
     
Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Revenue Bonds, Series 2005A:
           
 
7,250
 
5.000%, 6/01/35 – FGIC Insured
 
6/15 at 100.00
AA–
 
7,624,898
 
 
1,750
 
5.000%, 6/01/45 – AGC Insured
 
6/15 at 100.00
AA–
 
1,836,170
 
 
11,065
 
5.000%, 6/01/45 – AMBAC Insured
 
6/15 at 100.00
A2
 
11,560,261
 
 
7,500
 
5.000%, 6/01/45 – AGC Insured
 
6/15 at 100.00
AA–
 
7,869,300
 
 
20,000
 
Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Asset-Backed Revenue Bonds, Tender Option Bonds Trust 4686, 9.039%, 6/01/45 – AGC Insured (IF) (4)
 
6/15 at 100.00
AA–
 
21,969,600
 
 
2,000
 
Golden State Tobacco Securitization Corporation, California, Enhanced Tobacco Settlement Revenue Bonds, Tender Option Bonds Trust 2040, 10.675%, 6/01/45 – FGIC Insured (IF)
 
6/15 at 100.00
A2
 
2,268,560
 
 
3,315
 
Hesperia Public Financing Authority, California, Redevelopment and Housing Projects Tax Allocation Bonds, Series 2007A, 5.000%, 9/01/37 – SYNCORA GTY Insured
 
9/17 at 100.00
Ba1
 
3,214,788
 
 
1,700
 
Hesperia Unified School District, San Bernardino County, California, Certificates of Participation, Capital Improvement, Series 2007, 5.000%, 2/01/41 – AMBAC Insured
 
2/17 at 100.00
A–
 
1,732,300
 
 
435
 
Indian Wells Redevelopment Agency, California, Tax Allocation Bonds, Consolidated Whitewater Project Area, Series 2003A, 5.000%, 9/01/20 – AMBAC Insured
 
9/13 at 100.00
BBB–
 
438,502
 
 
2,115
 
Inglewood Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project, Refunding Series 1998A, 5.250%, 5/01/23 – AMBAC Insured
 
No Opt. Call
N/R
 
2,366,008
 
     
Inglewood Redevelopment Agency, California, Tax Allocation Bonds, Merged Redevelopment Project, Subordinate Lien Series 2007A-1:
           
 
1,665
 
5.000%, 5/01/24 – AMBAC Insured
 
5/17 at 100.00
BBB+
 
1,714,134
 
 
710
 
5.000%, 5/01/25 – AMBAC Insured
 
5/17 at 100.00
BBB+
 
728,496
 
     
Jurupa Community Services District, California, Special Tax Bonds, Community Facilities District 39 Eastvale Area, Series 2012A:
           
 
1,000
 
5.000%, 9/01/37
 
9/22 at 100.00
N/R
 
1,031,810
 
 
2,000
 
5.125%, 9/01/42
 
9/22 at 100.00
N/R
 
2,064,140
 
 
3,500
 
La Quinta Redevelopment Agency, California, Tax Allocation Bonds, Redevelopment Project Area 1, Series 2001, 5.100%, 9/01/31 – AMBAC Insured
 
9/13 at 100.00
A+
 
3,523,660
 

58
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
3,400
 
La Quinta Redevelopment Agency, California, Tax Allocation Bonds, Redevelopment Project Area 1, Series 2002, 5.000%, 9/01/22 – AMBAC Insured
 
9/14 at 100.00
A+
$
3,475,684
 
 
5,000
 
La Quinta Redevelopment Agency, California, Tax Allocation Refunding Bonds, Redevelopment Project Area 1, Series 1998, 5.200%, 9/01/28 – AMBAC Insured
 
9/13 at 100.00
A+
 
5,043,050
 
     
Lancaster Redevelopment Agency, California, Tax Allocation Bonds, Combined Redevelopment Project Areas Housing Programs, Subordinate Refunding Series 2003:
           
 
2,505
 
4.750%, 8/01/23 – NPFG Insured
 
8/15 at 102.00
BBB
 
2,574,288
 
 
2,425
 
4.750%, 8/01/27 – NPFG Insured
 
8/15 at 102.00
BBB
 
2,470,420
 
 
3,690
 
Los Angeles Community Redevelopment Agency, California, Lease Revenue Bonds, Manchester Social Services Project, Series 2005, 5.000%, 9/01/37 – AMBAC Insured
 
9/15 at 100.00
A1
 
3,842,987
 
 
1,895
 
Los Angeles Community Redevelopment Agency, California, Tax Allocation Bonds, Bunker Hill Project, Series 2004A, 5.000%, 12/01/20 – AGM Insured
 
12/14 at 100.00
AA–
 
2,031,667
 
 
6,000
 
Los Angeles Municipal Improvement Corporation, California, Lease Revenue Bonds, Police Headquarters, Series 2006A, 4.750%, 1/01/31 – FGIC Insured
 
1/17 at 100.00
A+
 
6,279,240
 
 
7,460
 
Los Angeles, California, Certificates of Participation, Municipal Improvement Corporation, Series 2003AW, 5.000%, 6/01/33 – AMBAC Insured
 
6/13 at 100.00
A+
 
7,536,092
 
 
1,500
 
Los Osos, California, Improvement Bonds, Community Services Wastewater Assessment District 1, Series 2002, 5.000%, 9/02/33 – NPFG Insured
 
9/13 at 100.00
Baa2
 
1,502,715
 
 
9,270
 
Moreno Valley Community Redevelopment Agency, California, Tax Allocation Bonds, Series 2007A, 5.000%, 8/01/38 – AMBAC Insured
 
8/17 at 100.00
A–
 
9,444,461
 
 
800
 
Moreno Valley Unified School District, Riverside County, California, Special Tax Bonds, Community Facilities District 2003-1, Series 2004, 5.550%, 9/01/29
 
9/14 at 100.00
N/R
 
814,296
 
 
2,810
 
Oakland Joint Powers Financing Authority, California, Lease Revenue Bonds, Administration Building Projects, Series 2008B, 5.000%, 8/01/21 – AGC Insured
 
8/18 at 100.00
AA–
 
3,255,245
 
 
3,300
 
Pacifica, California, Certificates of Participation, Series 2008, 5.375%, 1/01/37 – AMBAC Insured
 
1/16 at 102.00
A–
 
3,523,773
 
 
5,000
 
Palm Desert Financing Authority, California, Tax Allocation Revenue Refunding Bonds, Project Area 1, Series 2002, 5.000%, 4/01/25 – NPFG Insured
 
4/13 at 101.00
Baa2
 
5,038,850
 
 
1,000
 
Palm Springs Financing Authority, California, Lease Revenue Bonds, Convention Center Project, Refunding Series 2004A, 5.500%, 11/01/35 – NPFG Insured
 
11/14 at 102.00
A
 
1,047,310
 
 
4,140
 
Plumas County, California, Certificates of Participation, Capital Improvement Program, Series 2003A, 5.000%, 6/01/28 – AMBAC Insured
 
6/13 at 101.00
A
 
4,194,896
 
 
390
 
Poway Redevelopment Agency, California, Tax Allocation Refunding Bonds, Paguay Redevelopment Project, Series 2000, 5.750%, 6/15/33 – NPFG Insured
 
5/13 at 100.00
Baa2
 
390,406
 
 
3,895
 
Puerto Rico Sales Tax Financing Corporation, Sales Tax Revenue Bonds, First Subordinate Series 2009A, 0.000%, 8/01/32
 
8/26 at 100.00
A+
 
4,128,739
 
 
7,000
 
Rancho Cucamonga Redevelopment Agency, California, Housing Set-Aside Tax Allocation Bonds, Series 2007A, 5.000%, 9/01/34 – NPFG Insured
 
9/17 at 100.00
A+
 
7,181,580
 
 
1,045
 
Rialto Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2005A, 5.000%, 9/01/35 – SYNCORA GTY Insured
 
9/15 at 100.00
A–
 
1,057,383
 
 
3,000
 
Riverside County Public Financing Authority, California, Tax Allocation Bonds, Multiple Projects, Series 2005A, 5.000%, 10/01/35 – SYNCORA GTY Insured
 
10/15 at 100.00
BBB
 
2,979,780
 
     
Riverside County, California, Community Facilities District 05-8, Scott Road, Special Tax Bonds Series 2013:
           
 
660
 
5.000%, 9/01/32
 
9/22 at 100.00
N/R
 
676,058
 
 
1,250
 
5.000%, 9/01/42
 
9/22 at 100.00
N/R
 
1,257,513
 
 
1,000
 
Rocklin Unified School District, Placer County, California, Special Tax Bonds, Community Facilities District 1, Series 2004, 5.000%, 9/01/25 – NPFG Insured
 
9/13 at 100.00
AA–
 
1,017,930
 
 
5,000
 
Roseville Finance Authority, California, Special Tax Revenue Bonds, Series 2007A, 5.000%, 9/01/33 – AMBAC Insured
 
9/17 at 100.00
N/R
 
5,060,900
 
 
1,305
 
Roseville, California, Certificates of Participation, Public Facilities, Series 2003A, 5.000%, 8/01/25 – AMBAC Insured
 
8/13 at 100.00
AA–
 
1,324,536
 
 
3,910
 
San Bernardino Joint Powers Financing Authority, California, Certificates of Participation Refunding, Police Station Financing Project, Series 1999, 5.500%, 9/01/20 – NPFG Insured
 
9/13 at 100.00
Baa2
 
3,802,358
 

Nuveen Investments
 
59
 
 
 

 

   
Nuveen California AMT-Free Municipal Income Fund (continued)
NKX
 
Portfolio of Investments
    February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Tax Obligation/Limited (continued)
           
$
4,930
 
San Diego Redevelopment Agency, California, Subordinate Lien Tax Increment and Parking Revenue Bonds, Centre City Project, Series 2003B, 5.250%, 9/01/26
 
5/13 at 100.00
A
$
4,935,620
 
 
625
 
San Diego, California, Community Facilities District 3 Liberty Station Special Tax Refunding Bonds Series 2013, 5.000%, 9/01/36
 
9/23 at 100.00
N/R
 
662,763
 
 
380
 
San Francisco, California, Community Facilities District 6, Mission Bay South Public Improvements, Special Tax Refunding Bonds, Series 2013A, 5.000%, 8/01/33
 
8/22 at 100.00
N/R
 
407,117
 
 
5,150
 
San Jacinto Unified School District, Riverside County, California, Certificates of Participation, Series 2010, 5.375%, 9/01/40 – AGC Insured
 
9/20 at 100.00
AA–
 
5,654,340
 
 
2,770
 
San Jose Financing Authority, California, Lease Revenue Refunding Bonds, Civic Center Project, Series 2002B, 5.000%, 6/01/32 – AMBAC Insured
 
5/13 at 100.00
AA
 
2,786,121
 
 
4,000
 
San Jose Financing Authority, California, Lease Revenue Refunding Bonds, Convention Center Project, Series 2001F, 5.000%, 9/01/19 – NPFG Insured
 
5/13 at 100.00
AA
 
4,017,240
 
 
815
 
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2006C, 5.000%, 8/01/25 – NPFG Insured
 
8/17 at 100.00
BBB
 
849,409
 
 
1,000
 
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Area Redevelopment Project, Series 2007B, 4.250%, 8/01/36 – SYNCORA GTY Insured
 
8/17 at 100.00
BBB
 
907,400
 
     
San Jose Redevelopment Agency, California, Tax Allocation Bonds, Merged Project Area, Series 2005A:
           
 
3,310
 
5.000%, 8/01/20 – NPFG Insured
 
8/15 at 100.00
BBB
 
3,415,059
 
 
5,025
 
5.000%, 8/01/28 – NPFG Insured
 
8/15 at 100.00
BBB
 
5,094,596
 
     
San Marcos Public Facilities Authority, California, Special Tax Revenue Bonds, Refunding Series 2012D:
           
 
930
 
5.000%, 9/01/32
 
9/22 at 100.00
N/R
 
993,091
 
 
1,000
 
5.000%, 9/01/36
 
9/22 at 100.00
N/R
 
1,047,790
 
 
3,000
 
Santa Clara Redevelopment Agency, California, Tax Allocation Bonds, Bayshore North Project, Series 1999A, 5.500%, 6/01/23 – AMBAC Insured
 
6/13 at 100.00
A
 
3,036,210
 
     
Santa Clarita, California, Special Tax Bonds, Community Facilities District 2002-1 Valencia Town Center, Refunding Series 2012:
           
 
1,110
 
5.000%, 11/15/29
 
11/22 at 100.00
N/R
 
1,207,880
 
 
3,895
 
5.000%, 11/15/32
 
11/22 at 100.00
N/R
 
4,205,743
 
 
3,500
 
Stockton Public Financing Authority, California, Lease Revenue Bonds, Series 2004, 5.250%, 9/01/34 – FGIC Insured
 
9/14 at 100.00
BB
 
3,169,495
 
     
Sweetwater Union High School District Public Financing Authority, California, Special Tax Revenue Bonds, Series 2005A:
           
 
3,565
 
5.000%, 9/01/25 – AGM Insured
 
9/15 at 100.00
AA–
 
3,835,191
 
 
5,510
 
5.000%, 9/01/28 – AGM Insured
 
9/15 at 100.00
AA–
 
5,769,576
 
 
2,160
 
Temecula Redevelopment Agency, California, Tax Allocation Revenue Bonds, Redevelopment Project 1, Series 2002, 5.125%, 8/01/27 – NPFG Insured
 
5/13 at 100.00
A–
 
2,194,906
 
 
800
 
Tustin Community Redevelopment Agency, California, MCAS Project Area Tax Allocation Bonds, Series 2010, 5.000%, 9/01/35
 
9/18 at 102.00
A
 
852,776
 
     
Tustin Community Redevelopment Agency, California, Tax Allocation Housing Bonds Series 2010:
           
 
1,205
 
5.000%, 9/01/30 – AGM Insured
 
9/20 at 100.00
AA–
 
1,340,671
 
 
3,250
 
5.250%, 9/01/39 – AGM Insured
 
9/20 at 100.00
AA–
 
3,626,090
 
 
1,020
 
Washington Unified School District, Yolo County, California, Certificates of Participation, Series 2007, 5.125%, 8/01/37 – AMBAC Insured
 
8/17 at 100.00
A
 
1,080,292
 
 
2,670
 
Woodland Finance Authority, California, Lease Revenue Bonds, Series 2002, 5.000%, 3/01/32 – SYNCORA GTY Insured
 
5/13 at 102.00
A2
 
2,726,711
 
 
2,805
 
Yucaipa-Calimesa Joint Unified School District, San Bernardino County, California, Certificates of Participation, Refunding Series 2001A, 5.000%, 10/01/31 – NPFG Insured
 
4/13 at 100.00
A2
 
2,806,964
 
 
335,290
 
Total Tax Obligation/Limited
       
345,128,098
 
     
Transportation – 3.6% (2.4% of Total Investments)
           
 
2,000
 
Foothill/Eastern Transportation Corridor Agency, California, Toll Road Revenue Bonds, Series 1995A, 5.000%, 1/01/35
 
7/13 at 100.00
BBB–
 
1,999,920
 

60
 
Nuveen Investments

 
 

 
 
 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Transportation (continued)
           
     
Foothill/Eastern Transportation Corridor Agency, California, Toll Road Revenue Refunding Bonds, Series 1999:
           
$
6,500
 
0.000%, 1/15/18 – NPFG Insured
 
7/13 at 77.82
Baa2
$
4,955,145
 
 
7,500
 
5.875%, 1/15/29
 
1/14 at 101.00
BBB–
 
7,686,600
 
 
2,000
 
Los Angeles Department of Airports, California, Revenue Bonds, Los Angeles International Airport, Senior Lien Series 2010A, 5.000%, 5/15/40
 
5/20 at 100.00
AA
 
2,261,120
 
 
4,000
 
Orange County Transportation Authority, California, Toll Road Revenue Bonds, 91 Express Lanes Project, Series 2003A, 5.000%, 8/15/18 – AMBAC Insured
 
8/13 at 100.00
A1
 
4,073,880
 
 
2,400
 
San Diego Unified Port District, California, Revenue Bonds, Series 2004B, 5.000%, 9/01/29 – NPFG Insured
 
9/14 at 100.00
A+
 
2,542,320
 
 
24,400
 
Total Transportation
       
23,518,985
 
     
U.S. Guaranteed – 12.2% (8.3% of Total Investments) (5)
           
     
Bonita Unified School District, San Diego County, California, General Obligation Bonds, Series 2004A:
           
 
1,890
 
5.250%, 8/01/23 (Pre-refunded 8/01/14) – NPFG Insured
 
8/14 at 100.00
AA (5)
 
2,025,456
 
 
1,250
 
5.250%, 8/01/25 (Pre-refunded 8/01/14) – NPFG Insured
 
8/14 at 100.00
AA (5)
 
1,339,588
 
 
2,815
 
California Health Facilities Financing Authority, Revenue Bonds, Lucile Salter Packard Children’s Hospital, Series 2003C, 5.000%, 8/15/20 (Pre-refunded 8/15/13) – AMBAC Insured
 
8/13 at 100.00
AA (5)
 
2,877,887
 
 
2,250
 
California Infrastructure and Economic Development Bank, First Lien Revenue Bonds, San Francisco Bay Area Toll Bridge, Series 2003A, 5.000%, 7/01/36 (Pre-refunded 1/01/28) – AMBAC Insured
 
1/28 at 100.00
Aaa
 
3,018,533
 
 
500
 
California State, General Obligation Bonds, Series 2004, 5.250%, 4/01/34 (Pre-refunded 4/01/14)
 
4/14 at 100.00
AAA
 
527,635
 
 
1,275
 
Central Unified School District, Fresno County, California, General Obligation Bonds, Series 1993, 5.625%, 3/01/18 – AMBAC Insured (ETM)
 
9/13 at 100.00
N/R (5)
 
1,310,547
 
     
El Segundo Unified School District, Los Angeles County, California, General Obligation Bonds, Series 2004:
           
 
2,580
 
5.250%, 9/01/21 (Pre-refunded 9/01/14) – FGIC Insured
 
9/14 at 100.00
AA– (5)
 
2,775,512
 
 
1,775
 
5.250%, 9/01/22 (Pre-refunded 9/01/14) – FGIC Insured
 
9/14 at 100.00
AA– (5)
 
1,909,510
 
 
4,125
 
Golden State Tobacco Securitization Corporation, California, Tobacco Settlement Asset-Backed Revenue Bonds, Series 2003A-2, 7.900%, 6/01/42 (Pre-refunded 6/01/13)
 
6/13 at 100.00
Aaa
 
4,206,964
 
 
6,000
 
Huntington Park Redevelopment Agency, California, Single Family Residential Mortgage Revenue Refunding Bonds, Series 1986A, 8.000%, 12/01/19 (ETM)
 
No Opt. Call
Aaa
 
8,736,480
 
 
1,180
 
Jurupa Unified School District, Riverside County, California, General Obligation Bonds, Series 2004, 5.000%, 8/01/21 (Pre-refunded 8/01/13) – FGIC Insured
 
8/13 at 100.00
AA– (5)
 
1,203,907
 
     
Los Rios Community College District, Sacramento, El Dorado and Yolo Counties, California, General Obligation Bonds, Series 2006C:
           
 
2,110
 
5.000%, 8/01/21 (Pre-refunded 8/01/14) – AGM Insured (UB)
 
8/14 at 102.00
Aa2 (5)
 
2,295,807
 
 
3,250
 
5.000%, 8/01/22 (Pre-refunded 8/01/14) – AGM Insured (UB)
 
8/14 at 102.00
Aa2 (5)
 
3,536,195
 
 
3,395
 
5.000%, 8/01/23 (Pre-refunded 8/01/14) – AGM Insured (UB)
 
8/14 at 102.00
Aa2 (5)
 
3,693,964
 
 
1,000
 
5.000%, 8/01/25 (Pre-refunded 8/01/14) – AGM Insured (UB)
 
8/14 at 102.00
Aa2 (5)
 
1,088,060
 
 
1,710
 
Manteca Financing Authority, California, Sewerage Revenue Bonds, Series 2003B, 5.000%, 12/01/33 (Pre-refunded 12/01/13) – NPFG Insured
 
12/13 at 100.00
Aa3 (5)
 
1,771,594
 
 
1,000
 
Murrieta Valley Unified School District, Riverside County, California, General Obligation Bonds, Series 2003A, 5.000%, 9/01/26 (Pre-refunded 9/01/13) – FGIC Insured
 
9/13 at 100.00
A+ (5)
 
1,024,210
 
 
21,185
 
Orange County Sanitation District, California, Certificates of Participation, Series 2003, 5.000%, 2/01/33 (Pre-refunded 8/01/13) – FGIC Insured (UB) (4)
 
8/13 at 100.00
AAA
 
21,621,623
 
 
4,640
 
Rancho Mirage Joint Powers Financing Authority, California, Revenue Bonds, Eisenhower Medical Center, Series 2004, 5.875%, 7/01/26 (Pre-refunded 7/01/14)
 
7/14 at 100.00
Baa2 (5)
 
4,990,320
 
 
1,520
 
San Buenaventura, California, Water Revenue Certificates of Participation, Series 2004, 5.000%, 10/01/25 (Pre-refunded 10/01/14) – AMBAC Insured
 
10/14 at 100.00
AA (5)
 
1,634,608
 
     
Semitropic Water Storage District, Kern County, California, Water Banking Revenue Bonds, Series 2004A:
           
 
1,315
 
5.500%, 12/01/20 (Pre-refunded 12/01/14) – SYNCORA GTY Insured
 
12/14 at 100.00
A+ (5)
 
1,434,573
 
 
1,415
 
5.500%, 12/01/21 (Pre-refunded 12/01/14) – SYNCORA GTY Insured
 
12/14 at 100.00
A+ (5)
 
1,543,666
 

Nuveen Investments
 
61

 
 

 

   
Nuveen California AMT-Free Municipal Income Fund (continued)
NKX
 
Portfolio of Investments
     February 28, 2013

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
U.S. Guaranteed (5) (continued)
           
     
Yorba Linda Water District, California, Certificates of Participation, Highland Reservoir Renovation, Series 2003:
           
$
2,010
 
5.000%, 10/01/28 (Pre-refunded 10/01/13) – FGIC Insured
 
10/13 at 100.00
AA+ (5)
$
2,067,205
 
 
2,530
 
5.000%, 10/01/33 (Pre-refunded 10/01/13) – FGIC Insured
 
10/13 at 100.00
AA+ (5)
 
2,602,004
 
 
72,720
 
Total U.S. Guaranteed
       
79,235,848
 
     
Utilities – 3.1% (2.1% of Total Investments)
           
 
1,000
 
Anaheim Public Finance Authority, California, Second Lien Electric Distribution Revenue Bonds, Series 2004, 5.250%, 10/01/21 – NPFG Insured
 
10/14 at 100.00
AA–
 
1,063,210
 
     
Long Beach Bond Finance Authority, California, Natural Gas Purchase Revenue Bonds, Series 2007A:
           
 
2,490
 
5.000%, 11/15/35
 
No Opt. Call
A
 
2,859,441
 
 
945
 
5.500%, 11/15/37
 
No Opt. Call
A
 
1,150,774
 
 
275
 
Los Angeles Department of Water and Power, California, Power System Revenue Bonds, Series 2003A-2, 5.000%, 7/01/21 – NPFG Insured
 
7/13 at 100.00
AA–
 
279,560
 
 
2,155
 
Merced Irrigation District, California, Electric System Revenue Bonds, Series 2005, 5.125%, 9/01/31 – SYNCORA GTY Insured
 
9/15 at 100.00
N/R
 
2,220,103
 
 
100
 
Sacramento City Financing Authority, California, Capital Improvement Revenue Bonds, Solid Waste and Redevelopment Projects, Series 1999, 5.800%, 12/01/19 – AMBAC Insured
 
5/13 at 100.00
N/R
 
100,197
 
     
Santa Clara, California, Subordinate Electric Revenue Bonds, Series 2003A:
           
 
2,800
 
5.000%, 7/01/24 – NPFG Insured
 
7/13 at 100.00
A+
 
2,843,204
 
 
5,000
 
5.000%, 7/01/28 – NPFG Insured
 
7/13 at 100.00
A+
 
5,074,650
 
 
4,000
 
Southern California Public Power Authority, California, Milford Wind Corridor Phase I Revenue Bonds, Series 2010-1, 5.000%, 7/01/28
 
1/20 at 100.00
AA–
 
4,709,040
 
 
18,765
 
Total Utilities
       
20,300,179
 
     
Water and Sewer – 19.8% (13.5% of Total Investments)
           
 
13,200
 
Atwater Public Financing Authority, California, Wastewater Revenue Bonds, Series 2010, 5.125%, 5/01/40 – AGM Insured
 
5/19 at 100.00
AA–
 
13,654,080
 
 
7,200
 
California Pollution Control Financing Authority, Water Furnishing Revenue Bonds, Poseidon Resources Channelside Desalination Project, Series 2012, 5.000%, 11/21/45
 
No Opt. Call
Baa3
 
7,433,280
 
 
1,000
 
Castaic Lake Water Agency, California, Certificates of Participation, Series 2006C, 5.000%, 8/01/36 – NPFG Insured
 
8/16 at 100.00
AA–
 
1,098,850
 
 
3,230
 
El Dorado Irrigation District, California, Water and Sewer Certificates of Participation, Series 2004A, 5.000%, 3/01/21 – FGIC Insured
 
3/14 at 100.00
A+
 
3,376,739
 
 
2,250
 
Fortuna Public Finance Authority, California, Water Revenue Bonds, Series 2006, 5.000%, 10/01/36 – AGM Insured
 
10/16 at 100.00
AA–
 
2,357,865
 
 
1,480
 
Healdsburg Public Financing Authority, California, Wastewater Revenue Bonds, Series 2006, 5.000%, 4/01/36 – NPFG Insured
 
4/16 at 100.00
AA–
 
1,624,966
 
 
5,000
 
Indio Water Authority, California, Water Revenue Bonds, Series 2006, 5.000%, 4/01/31 – AMBAC Insured
 
4/16 at 100.00
A
 
5,507,550
 
 
12,230
 
Los Angeles County Sanitation Districts Financing Authority, California, Capital Projects Revenue Bonds, District 14, Series 2005, 5.000%, 10/01/34 – FGIC Insured
 
10/15 at 100.00
AA–
 
13,342,319
 
     
Los Angeles County Sanitation Districts Financing Authority, California, Senior Revenue Bonds, Capital Projects, Series 2003A:
           
 
2,700
 
5.000%, 10/01/21 – AGM Insured
 
10/13 at 100.00
AA+
 
2,776,842
 
 
4,500
 
5.000%, 10/01/23 – AGM Insured
 
10/13 at 100.00
AA+
 
4,625,910
 
 
16,000
 
Los Angeles Department of Water and Power, California, Waterworks Revenue Bonds, Series 2012A, 5.000%, 7/01/43
 
7/22 at 100.00
AA
 
18,469,760
 
 
1,320
 
Marina Coast Water District, California, Enterprise Certificate of Participation, Series 2006, 5.000%, 6/01/31 – NPFG Insured
 
6/16 at 100.00
AA–
 
1,389,340
 
 
1,500
 
Placerville Public Financing Authority, California, Wastewater System Refinancing and Improvement Project Revenue Bonds, Series 2006, 5.000%, 9/01/34 – SYNCORA GTY Insured
 
9/16 at 100.00
N/R
 
1,511,505
 
 
9,000
 
San Diego County Water Authority, California, Water Revenue Certificates of Participation, Series 2008A, 5.000%, 5/01/38 – AGM Insured
 
5/18 at 100.00
AA+
 
10,138,590
 

62
 
Nuveen Investments

 
 

 

 
Principal
     
Optional Call
       
 
Amount (000)
 
Description (1)
 
Provisions (2)
Ratings (3)
 
Value
 
     
Water and Sewer (continued)
           
$
3,675
 
San Dieguito Water District, California, Water Revenue Bonds, Refunding Series 2004, 5.000%, 10/01/23 – FGIC Insured
 
10/14 at 100.00
AA+
$
3,925,562
 
 
4,000
 
San Francisco City and County Public Utilities Commission, California, Water Revenue Bonds, Series 2011A, 5.000%, 11/01/28
 
No Opt. Call
AA–
 
4,864,160
 
 
25,000
 
San Francisco City and County Public Utilities Commission, California, Water Revenue Bonds, Series 2012A, 5.000%, 11/01/43
 
5/22 at 100.00
AA–
 
28,648,750
 
     
Santa Clara Valley Water District, California, Certificates of Participation, Series 2004A:
           
 
1,400
 
5.000%, 2/01/19 – FGIC Insured
 
2/14 at 100.00
AAA
 
1,462,580
 
 
445
 
5.000%, 2/01/20 – FGIC Insured
 
2/14 at 100.00
AAA
 
464,807
 
 
465
 
5.000%, 2/01/21 – FGIC Insured
 
2/14 at 100.00
AAA
 
485,562
 
 
1,180
 
South Feather Water and Power Agency, California, Water Revenue Certificates of Participation, Solar Photovoltaic Project, Series 2003, 5.375%, 4/01/24
 
4/13 at 100.00
A
 
1,182,100
 
 
875
 
West Basin Municipal Water District, California, Revenue Certificates of Participation, Series 2003A, 5.000%, 8/01/30 – NPFG Insured
 
8/13 at 100.00
Aa2
 
889,893
 
 
117,650
 
Total Water and Sewer
       
129,231,010
 
$
1,080,918
 
Total Investments (cost $878,447,266) – 147.4%
       
960,433,959
 
     
Floating Rate Obligations – (3.7)%
       
(24,125,000
)
     
Variable Rate Demand Preferred Shares, at Liquidation Value – (44.8)% (6)
       
(291,600,000
)
     
Other Assets Less Liabilities – 1.1%
       
6,693,392
 
     
Net Assets Applicable to Common Shares – 100%
     
$
651,402,351
 

(1)
 
All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.
(2)
 
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. Certain mortgage-backed securities may be subject to periodic principal paydowns.
(3)
 
Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.
(4)
 
Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in inverse floating rate transactions.
(5)
 
Backed by an escrow or trust containing sufficient U.S. Government or U.S. Government agency securities, which ensure the timely payment of principal and interest. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities.
(6)
 
Variable Rate Demand Preferred Shares, at Liquidation Value as a percentage of Total Investments is 30.4%.
N/R
 
Not rated.
(ETM)
 
Escrowed to maturity.
(IF)
 
Inverse floating rate investment.
(UB)
 
Underlying bond of an inverse floating rate trust reflected as a financing transaction. See Notes to Financial Statements, Footnote 1 – General Information and Significant Accounting Policies, Inverse Floating Rate Securities for more information.

See accompanying notes to financial statements.
 
Nuveen Investments
 
63

 
 

 

   
Statement of
   
Assets & Liabilities
 
February 28, 2013
 
   
California Premium
   
California Dividend
   
California Dividend
   
California Dividend
   
California AMT-
 
   
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Free Income
 
   
(NCU)
   
(NAC)
   
(NVX)
   
(NZH)
   
(NKX)
 
Assets
                             
Investments, at value (cost $116,968,208, $475,458,019, $316,350,562, $476,283,910 and $878,447,266, respectively)
  $ 130,443,832     $ 531,036,063     $ 347,826,610     $ 518,068,934     $ 960,433,959  
Cash
    306,357       205,035       153,502       178,705        
Receivables:
                                       
Interest
    1,531,782       7,209,643       4,762,542       7,936,390       11,570,548  
Investments sold
          2,160,000       10,596,383       225,000       220,000  
Deferred offering costs
    447,147       675,189       954,585       1,336,210       2,587,318  
Other assets
    679       187,947       36,203       56,558       333,492  
Total assets
    132,729,797       541,473,877       364,329,825       527,801,797       975,145,317  
Liabilities
                                       
Cash overdraft
                            4,020,780  
Floating rate obligations
    5,525,000       25,920,000       9,380,000       845,000       24,125,000  
Payables:
                                       
Common share dividends
    380,084       1,607,377       1,083,324       1,578,113       2,808,372  
Interest
    58,750             177,866       351,709        
Investments purchased
          3,223,359       14,188,580       9,614,586        
Offering costs
    59,753             128,724       281,183       354,919  
MuniFund Term Preferred (MTP) Shares, at liquidation value
    35,250,000             97,846,300       159,544,500        
Variable Rate Demand Preferred (VRDP) Shares, at liquidation value
          136,200,000                   291,600,000  
Accrued expenses:
                                       
Management fees
    62,872       251,999       164,814       248,931       446,144  
Reorganization
                            102,735  
Trustees fees
    487       60,190       36,202       56,734       13,356  
Other
    55,393       115,301       87,363       118,360       271,660  
Total liabilities
    41,392,339       167,378,226       123,093,173       172,639,116       323,742,966  
Net assets applicable to Common shares
  $ 91,337,458     $ 374,095,651     $ 241,236,652     $ 355,162,681     $ 651,402,351  
Common shares outstanding
    5,732,845       23,521,356       14,758,001       24,151,884       41,843,761  
Net asset value per Common share outstanding (net assets applicable to Common shares, divided by Common shares outstanding)
  $ 15.93     $ 15.90     $ 16.35     $ 14.71     $ 15.57  
Net assets applicable to Common shares consist of:
                                       
Common shares, $.01 par value per share
  $ 57,328     $ 235,214     $ 147,580     $ 241,519     $ 418,438  
Paid-in surplus
    77,489,589       334,997,373       208,763,832       338,050,061       564,096,858  
Undistributed (Over-distribution of) net investment income
    1,200,889       4,870,082       2,689,172       1,044,616       4,949,136  
Accumulated net realized gain (loss)
    (885,972 )     (21,585,062 )     (1,839,980 )     (25,958,539 )     (48,774 )
Net unrealized appreciation (depreciation)
    13,475,624       55,578,044       31,476,048       41,785,024       81,986,693  
Net assets applicable to Common shares
  $ 91,337,458     $ 374,095,651     $ 241,236,652     $ 355,162,681     $ 651,402,351  
Authorized shares:
                                       
Common
 
Unlimited
   
Unlimited
   
Unlimited
   
Unlimited
   
Unlimited
 
Preferred
 
Unlimited
   
Unlimited
   
Unlimited
   
Unlimited
   
Unlimited
 
 
See accompanying notes to financial statements.
 
64
 
Nuveen Investments

 
 

 

   
Statement of
   
Operations
 
Year Ended February 28, 2013
 
   
California Premium
   
California Dividend
   
California Dividend
   
California Dividend
   
California AMT-
 
   
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Free Income
 
   
(NCU)
   
(NAC)
   
(NVX)
   
(NZH)
   
(NKX)
 
Investment Income
  $ 6,422,722     $ 25,604,492     $ 17,651,441     $ 26,864,840     $ 38,361,392  
Expenses
                                       
Management fees
    816,560       3,248,829       2,130,210       3,217,636       4,730,022  
Shareholder servicing agent fees and expenses
    20,761       3,528       22,142       29,746       13,752  
Interest expense and amortization of offering costs
    908,499       662,323       2,717,468       5,088,611       870,385  
Liquidity fees
          1,406,463                   2,101,430  
Remarketing fees
          138,092                   226,200  
Custodian fees and expenses
    26,397       72,951       58,172       85,159       126,399  
Trustees fees and expenses
    3,548       13,672       9,190       13,849       35,942  
Professional fees
    33,392       86,095       49,100       72,569       317,689  
Shareholder reporting expenses
    42,500       70,480       87,561       96,009       179,494  
Stock exchange listing fees
    15,696       23,313       32,480       72,657       12,994  
Investor relations expenses
    12,394       38,205       28,576       43,638       72,329  
Reorganization expenses
                            43,428  
Other expenses
    30,052       43,858       37,088       42,592       101,446  
Total expenses
    1,909,799       5,807,809       5,171,987       8,762,466       8,831,510  
Net investment income (loss)
    4,512,923       19,796,683       12,479,454       18,102,374       29,529,882  
Realized and Unrealized Gain (Loss)
                                       
Net realized gain (loss) from investments
    149,357       (3,428,813 )     636,916       150,288       1,609,892  
Change in net unrealized appreciation (depreciation) of investments
    3,828,331       29,421,942       13,401,627       21,398,391       24,647,124  
Net realized and unrealized gain (loss)
    3,977,688       25,993,129       14,038,543       21,548,679       26,257,016  
Net increase (decrease) in net assets applicable to Common shares from operations
  $ 8,490,611     $ 45,789,812     $ 26,517,997     $ 39,651,053     $ 55,786,898  
 
See accompanying notes to financial statements.
 
Nuveen Investments
 
65

 
 

 

   
Statement of
   
Changes in Net Assets

   
California Premium Income (NCU)
   
California Dividend Advantage (NAC)
   
California Dividend Advantage 2 (NVX)
 
   
Year
   
Year
   
Year
   
Year
   
Year
   
Year
 
   
Ended
   
Ended
   
Ended
   
Ended
   
Ended
   
Ended
 
   
2/28/13
   
2/29/12
   
2/28/13
   
2/29/12
   
2/28/13
   
2/29/12
 
Operations
                                   
Net investment income (loss)
  $ 4,512,923     $ 4,835,191     $ 19,796,683     $ 21,995,697     $ 12,479,454     $ 13,334,987  
Net realized gain (loss) from investments
    149,357       (69,508 )     (3,428,813 )     (4,191,786 )     636,916       (1,141,813 )
Change in net unrealized appreciation (depreciation) of investments
    3,828,331       13,699,675       29,421,942       55,341,444       13,401,627       31,781,569  
Distributions to Auction Rate Preferred
                                               
Shareholders from net investment income
                      (164,318 )           (18,547 )
Net increase (decrease) in net assets applicable to Common shares from operations
    8,490,611       18,465,358       45,789,812       72,981,037       26,517,997       43,956,196  
Distributions to Common Shareholders
                                               
From net investment income
    (4,943,234 )     (4,985,699 )     (21,498,537 )     (21,449,669 )     (13,939,461 )     (14,156,853 )
From accumulated net realized gains
                                   
Decrease in net assets applicable to Common shares from distributions to Common shareholders
    (4,943,234 )     (4,985,699 )     (21,498,537 )     (21,449,669 )     (13,939,461 )     (14,156,853 )
Capital Share Transactions
                                               
Common shares:
                                               
Issued in the Reorganizations(1)
                                   
Net proceeds from shares issued to shareholders due to reinvestment of distributions
    34,943             601,534       42,394       184,119        
Net increase (decrease) in net assets applicable to Common shares from capital share transactions
    34,943             601,534       42,394       184,119        
Net increase (decrease) in net assets applicable to Common shares
    3,582,320       13,479,659       24,892,809       51,573,762       12,762,655       29,799,343  
Net assets applicable to Common shares at the beginning of period
    87,755,138       74,275,479       349,202,842       297,629,080       228,473,997       198,674,654  
Net assets applicable to Common shares at the end of period
  $ 91,337,458     $ 87,755,138     $ 374,095,651     $ 349,202,842     $ 241,236,652     $ 228,473,997  
Undistributed (Over-distribution of) net investment income at the end of period
  $ 1,200,889     $ 1,458,906     $ 4,870,082     $ 6,736,623     $ 2,689,172     $ 3,684,167  

(1)
Refer to Footnote 8 Fund Reorganizations for further details.
 
See accompanying notes to financial statements.
 
66
 
Nuveen Investments
 
 
 

 

   
California Dividend Advantage 3 (NZH)
   
California AMT-Free Income (NKX)
 
   
Year
   
Year
   
Year
   
Year
 
   
Ended
   
Ended
   
Ended
   
Ended
 
   
2/28/13
   
2/29/12
   
2/28/13
   
2/29/12
 
Operations
                       
Net investment income (loss)
  $ 18,102,374     $ 19,718,665     $ 29,529,882     $ 4,908,577  
Net realized gain (loss) from investments
    150,288       (5,120,796 )     1,609,892       29,958  
Change in net unrealized appreciation (depreciation) of investments
    21,398,391       50,296,977       24,647,124       11,150,968  
Distributions to Auction Rate Preferred Shareholders from net investment income
          (62,212 )            
Net increase (decrease) in net assets applicable to Common shares from operations
    39,651,053       64,832,634       55,786,898       16,089,503  
Distributions to Common Shareholders
                               
From net investment income
    (20,500,040 )     (21,716,912 )     (26,767,462 )     (4,874,826 )
From accumulated net realized gains
                (669,297 )      
Decrease in net assets applicable to
                               
Common shares from distributions to
                               
Common shareholders
    (20,500,040 )     (21,716,912 )     (27,436,759 )     (4,874,826 )
Capital Share Transactions
                               
Common shares:
                               
Issued in the Reorganizations(1)
                535,519,809        
Net proceeds from shares issued to shareholders due to reinvestment of distributions
    181,312       151,583       801,530       23,555  
Net increase (decrease) in net assets applicable to Common shares from capital share transactions
    181,312       151,583       536,321,339       23,555  
Net increase (decrease) in net assets applicable to Common shares
    19,332,325       43,267,305       564,671,478       11,238,232  
Net assets applicable to Common shares at the beginning of period
    335,830,356       292,563,051       86,730,873       75,492,641  
Net assets applicable to Common shares at the end of period
  $ 355,162,681     $ 335,830,356     $ 651,402,351     $ 86,730,873  
Undistributed (Over-distribution of) net investment income at the end of period
  $ 1,044,616     $ 2,623,057     $ 4,949,136     $ 1,216,642  

(1)
Refer to Footnote 1 – General Information and Significant Accounting Policies, Fund Reorganizations for further details.
 
See accompanying notes to financial statements.
 
Nuveen Investments
 
67

 
 

 

   
Statement of
   
Cash Flows
 
Year Ended February 28, 2013
 
   
California
   
California
   
California
 
   
Premium
Income
   
 Dividend
Advantage
   
Dividend
Advantage 2
 
   
(NCU)
   
(NAC)
   
(NVX)
 
Cash Flows from Operating Activities:
                 
Net Increase (Decrease) In Net Assets Applicable to Common Shares from Operations
  $ 8,490,611     $ 45,789,812     $ 26,517,997  
Adjustments to reconcile the net increase (decrease) in net assets applicable to Common shares from operations to net cash provided by (used in) operating activities:
                       
Purchases of investments
    (14,140,740 )     (64,448,320 )     (80,539,166 )
Proceeds from sales and maturities of investments
    13,145,684       70,946,295       76,673,501  
Assets and (Liabilities) acquired in the Reorganization, net
                 
Amortization (Accretion) of premiums and discounts, net
    (177,532 )     (1,013,519 )     (190,286 )
(Increase) Decrease in:
                       
Receivable for interest
    (45,649 )     440,772       161,283  
Receivable for investments sold
    2,350,000       (2,160,000 )     (10,586,083 )
Other assets
    2,795       (5,290 )     4,306  
Increase (Decrease) in:
                       
Payable for interest
    (1,951 )           (5,947 )
Payable for investments purchased
    (503,450 )     (1,330,641 )     12,842,680  
Accrued management fees
    (943 )     208       (876 )
Accrued reorganization expenses
                 
Accrued Trustees fees
    (793 )     236       (75 )
Accrued other expenses
    5,168       (1,604 )     14,842  
Net realized (gain) loss from investments
    (149,357 )     3,428,813       (636,916 )
Change in net unrealized (appreciation) depreciation of investments
    (3,828,331 )     (29,421,942 )     (13,401,627 )
Taxes paid on undistributed capital gains
          (7,383 )     (7,738 )
Net cash provided by (used in) operating activities
    5,145,512       22,217,437       10,845,895  
Cash Flows from Financing Activities:
                       
(Increase) Decrease in deferred offering costs
    172,711       (39,759 )     525,658  
Increase (Decrease) in:
                       
Cash overdraft balance
                 
Floating rate obligations
    (1,125,000 )     (2,625,000 )     (2,010,000 )
Payable for offering costs
    5,038       (38,004 )     (69,224 )
VRDP Shares, at liquidation value
                 
Cash distributions paid to Common shareholders
    (4,923,120 )     (21,049,759 )     (13,825,867 )
Net cash provided by (used in) financing activities
    (5,870,371 )     (23,752,522 )     (15,379,433 )
Net Increase (Decrease) in Cash
    (724,859 )     (1,535,085 )     (4,533,538 )
Cash at the beginning of period
    1,031,216       1,740,120       4,687,040  
Cash at the End of Period
  $ 306,357     $ 205,035     $ 153,502  

Supplemental Disclosure of Cash Flow Information

Non-cash financing activities not included herein consist of reinvestments of Common share distributions as follows:
                     
     
California
   
California Dividend
   
California Dividend
 
     
Premium Income
   
Advantage
   
Advantage 2
 
     
(NCU
 
(NAC
 
(NVX
      $ 34,943     $ 601,534     $ 184,119  

Cash paid for interest (excluding amortization of offering costs) was as follows:
                     
     
California
   
California Dividend
   
California Dividend
 
     
Premium Income
   
Advantage
   
Advantage 2
 
     
(NCU
 
(NAC
 
(NVX
      $ 737,738     $ 639,521     $ 2,197,757  
 
See accompanying notes to financial statements.
 
68
 
Nuveen Investments

 
 

 

         
California
 
   
California Dividend
   
AMT-Free
 
   
Advantage 3
   
Income
 
   
(NZH
 
(NKX
Cash Flows from Operating Activities:
           
Net Increase (Decrease) In Net Assets Applicable to Common Shares from Operations
  $ 39,651,053     $ 55,786,898  
Adjustments to reconcile the net increase (decrease) in net assets applicable to Common shares from operations to net cash provided by (used in) operating activities:
               
Purchases of investments
    (108,756,073 )     (184,225,894 )
Proceeds from sales and maturities of investments
    100,583,352       148,960,327  
Assets and (Liabilities) acquired in the Reorganization, net
          (210,686,974 )
Amortization (Accretion) of premiums and discounts, net
    (233,502 )     (3,579,422 )
(Increase) Decrease in:
               
Receivable for interest
    47,082       (10,084,453 )
Receivable for investments sold
    1,165,980       (220,000 )
Other assets
    8,575       (297,827 )
Increase (Decrease) in:
               
Payable for interest
    (11,745 )      
Payable for investments purchased
    6,231,052        
Accrued management fees
    (1,632 )     383,566  
Accrued reorganization expenses
          102,735  
Accrued Trustees fees
    (25 )     12,063  
Accrued other expenses
    27,847       104,645  
Net realized (gain) loss from investments
    (150,288 )     (1,609,892 )
Change in net unrealized (appreciation) depreciation of investments
    (21,398,391 )     (24,647,124 )
Taxes paid on undistributed capital gains
    (7,910 )      
Net cash provided by (used in) operating activities
    17,155,375       (230,001,352 )
Cash Flows from Financing Activities:
               
(Increase) Decrease in deferred offering costs
    790,629       (2,114,478 )
Increase (Decrease) in:
               
Cash overdraft balance
          4,020,780  
Floating rate obligations
    (3,000,000 )     (4,500,000 )
Payable for offering costs
    (90,950 )     354,919  
VRDP Shares, at liquidation value
          256,100,000  
Cash distributions paid to Common shareholders
    (20,496,367 )     (24,228,100 )
Net cash provided by (used in) financing activities
    (22,796,688 )     229,633,121  
Net Increase (Decrease) in Cash
    (5,641,313 )     (368,231 )
Cash at the beginning of period
    5,820,018       368,231  
Cash at the End of Period
  $ 178,705     $  

Supplemental Disclosure of Cash Flow Information
Non-cash financing activities not included herein consist of reinvestments of Common share distributions as follows:
       
   
California
 
  California Dividend  
AMT-Free
 
  Advantage 3  
Income
 
  (NZH
(NKX
  $181,312  
$801,530
 
Cash paid for interest (excluding amortization of offering costs) was as follows:
 
     
California
 
 
California Dividend
 
AMT-Free
 
 
Advantage 3
 
Income
 
 
(NZH
(NKX
 
$4,230,427
 
$798,710
 
 
See accompanying notes to financial statements.

Nuveen Investments
 
69

 
 

 
 
   
Financial
   
Highlights
     
    Selected data for a Common share outstanding throughout each period:
 
            Investment Operations       Less Distributions                    
   
Beginning Common Share Net Asset Value
   
Net Investment Income (Loss)
   
Net Realized/ Unrealized Gain (Loss)
   
Distributions from Net Investment Income to Auction Rate Preferred Shareholders
(a)   
Distributions from Accumulated Net Realized Gains to Auction Rate Preferred Shareholders
(a)  
Total
   
From Net Investment Income to Common Shareholders
   
From Accumulated Net Realized Gains to Common Shareholders
   
Total
   
Discount from Common Shares Repurchased and Retired
   
Ending Common Share Net Asset Value
   
Ending Market Value
 
California Premium Income (NCU)
                                                             
Year Ended 2/28-2/29:
                                                                   
2013
  $ 15.31     $ .79     $ .69     $     $     $ 1.48     $ (.86 )   $     $ (.86 )   $     $ 15.93     $ 15.78  
2012
    12.96       .84       2.38                   3.22       (.87 )           (.87 )           15.31       15.15  
2011
    13.71       .92       (.79 )     (.02 )           .11       (.86 )           (.86 )     **     12.96       12.28  
2010
    12.37       .95       1.13       (.03 )           2.05       (.72 )           (.72 )     .01       13.71       12.11  
2009(f)
    13.67       .43       (1.29 )     (.10 )     **     (.96 )     (.33 )     (.01 )     (.34 )     **     12.37       10.06  
Year Ended 8/31:
                                                                                               
2008
    14.06       .92       (.43 )     (.24 )           .25       (.64 )           (.64 )           13.67       12.58  
                                                                                                 
California Dividend Advantage (NAC)
                                                                                 
Year Ended 2/28-2/29:
                                                                                         
2013
    14.87       .84       1.11                   1.95       (.92 )           (.92 )           15.90       15.81  
2012
    12.68       .94       2.17       (.01 )           3.10       (.91 )           (.91 )           14.87       15.14  
2011
    13.88       .98       (1.27 )     (.02 )           (.31 )     (.89 )           (.89 )           12.68       12.20  
2010
    12.10       1.01       1.63       (.03 )     (.02 )     2.59       (.81 )           (.81 )           13.88       12.60  
2009(f)
    14.43       .49       (2.07 )     (.09 )     (.02 )     (1.69 )     (.38 )     (.26 )     (.64 )           12.10       10.82  
Year Ended 8/31:
                                                                                               
2008
    14.93       1.02       (.50 )     (.23 )     (.01 )     .28       (.74 )     (.04 )     (.78 )           14.43       13.44  

(a)
The amounts shown are based on Common share equivalents.
(b)
Total Return Based 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. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.
 
Total Return Based 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. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending net asset value. The actual reinvest price for the last dividend declared in the period may often be based on the Fund’s market price (and not its net asset value), and therefore may be different from the price used in the calculation. Total returns are not annualized.

70
 
Nuveen Investments

 
 

 

        Ratios/Supplemental Data  
Total Returns
         
Ratios to Average Net Assets Applicable to Common Shares Before Reimbursement(c)
   
Ratios to Average Net Assets
Applicable to Common Shares After Reimbursement(c)(d)
     
Based on
Market
Value
(b)   
Based on Common Share Net Asset Value
(b)   
Ending Net Assets Applicable to Common Shares (000)
   
Expenses
(e)   
Net Investment Income (Loss)
   
Expenses
(e)   
Net Investment Income (Loss)
   
Portfolio Turnover Rate
 
                                                             
  10.10 %     9.89 %   $ 91,337       2.12 %     5.01 %     N/A       N/A       10 %
  31.68       25.65       87,755       2.29       6.02       N/A       N/A       14  
  8.34       .63       74,275       1.69       6.66       N/A       N/A       5  
  28.13       17.06       78,581       1.30       7.18       N/A       N/A       10  
  (17.22 )     (6.92 )     71,260       1.57 *     7.06 *     N/A       N/A       14  
  1.51       1.81       78,966       1.34       6.56       N/A       N/A       5  
                                                             
                                                             
  10.80       13.39       374,096       1.60       5.44       N/A       N/A       12  
  32.82       25.30       349,203       1.50       6.84       N/A       N/A       13  
  3.54       (2.57 )     297,629       1.18       7.18       N/A       N/A       20  
  24.62       21.97       325,791       1.21       7.63       1.18 %     7.66 %     4  
  (14.14 )     (11.45 )     284,221       1.31 *     7.92 *     1.24 *     7.99 *     14  
  (.84 )     1.85       338,732       1.26       6.77       1.11       6.92       19  

(c)
Ratios do not reflect the effect of dividend payments to Auction Rate Preferred shareholders, where applicable; Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to Auction Rate Preferred Shares (“ARPS”), MTP Shares and/or VRDP Shares, where applicable.
(d)
After expense reimbursement from the Adviser, where applicable. As of July 31, 2009, the Adviser is no longer reimbursing California Dividend Advantage (NAC) for any fees or expenses.
(e)
The expense ratios reflect, among other things, all interest expense and other costs related to MTP Shares, VRDP Shares and/or the interest expense deemed to have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters held by the Fund, where applicable, each as described in Footnote 1 – General Information and Significant Accounting Policies, MuniFund Term Preferred Shares, Variable Rate Demand Preferred Shares and Inverse Floating Rate Securities, respectively, as follows:

     
California Premium Income (NCU)
   
Year Ended 2/28-2/29:
   
2013
1.01
2012
1.14
 
2011
.55
 
2010
.06
 
2009(f)
.20
Year Ended 8/31:
   
2008
.11
 

California Dividend Advantage (NAC)
   
Year Ended 2/28-2/29:
   
2013
.61
2012
.46
 
2011
.06
 
2010
.08
 
2009(f)
.14
Year Ended 8/31:
   
2008
.11
 

(f)
For the six months ended February 28, 2009.
*
Annualized.
**
Rounds to less than $.01 per share.
N/A
Fund did not have, or no longer has, a contractual reimbursement agreement with the Adviser.
 
See accompanying notes to financial statements.
 
Nuveen Investments
 
71

 
 

 

   
Financial
   
Highlights (continued)
     
   
Selected data for a Common share outstanding throughout each period:
 
            Investment Operations    
Less Distributions
                         
   
Beginning Common Share Net Asset Value
   
Net Investment Income (Loss)
   
Net Realized/ Unrealized Gain (Loss)
   
Distributions from Net Investment Income to Auction Rate Preferred Shareholders
(a)   
Distributions from Accumulated Net Realized Gains to Auction Rate Preferred Shareholders
(a)   
Total
   
From Net Investment Income to Common Share- holders
   
From Accumu- lated Net Realized Gains to Common Share- holders
   
Total
   
Discount from Common Shares Repurchased and Retired
   
Ending Common Share Net Asset Value
   
Ending Market Value
 
California Dividend Advantage 2 (NVX)
                                                             
Year Ended 2/28-2/29:
                                                                 
2013
  $ 15.49     $ .85     $ .96     $     $     $ 1.81     $ (.95 )   $     $ (.95 )   $     $ 16.35     $ 16.30  
2012
    13.47       .90       2.08       **           2.98       (.96 )           (.96 )           15.49       15.58  
2011
    14.49       1.03       (1.07 )     (.02 )           (.06 )     (.96 )           (.96 )           13.47       12.83  
2010
    12.91       1.07       1.43       (.04 )           2.46       (.88 )           (.88 )     **     14.49       13.56  
2009(f)
    14.39       .51       (1.47 )     (.11 )     (.01 )     (1.08 )     (.36 )     (.04 )     (.40 )     **     12.91       10.51  
Year Ended 8/31:
                                                                                               
2008
    14.69       1.01       (.37 )     (.25 )           .39       (.69 )           (.69 )           14.39       12.67  
                                                                                                 
California Dividend Advantage 3 (NZH)
                                                                                 
Year Ended 2/28-2/29:
                                                                                         
2013
    13.91       .75       .90                   1.65       (.85 )           (.85 )           14.71       14.25  
2012
    12.13       .82       1.86       **           2.68       (.90 )           (.90 )           13.91       14.35  
2011
    13.18       .88       (1.02 )     (.01 )           (.15 )     (.90 )           (.90 )           12.13       11.67  
2010
    11.53       .98       1.53       (.03 )           2.48       (.83 )           (.83 )           13.18       12.67  
2009(f)
    13.62       .50       (2.13 )     (.09 )           (1.72 )     (.37 )           (.37 )     **     11.53       10.23  
Year Ended 8/31:
                                                                                               
2008
    14.25       1.03       (.70 )     (.25 )           .08       (.71 )           (.71 )           13.62       12.87  

(a)
The amounts shown are based on Common share equivalents.
(b)
Total Return Based 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. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.
 
Total Return Based 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. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending net asset value. The actual reinvest price for the last dividend declared in the period may often be based on the Fund’s market price (and not its net asset value), and therefore may be different from the price used in the calculation. Total returns are not annualized.

72
 
Nuveen Investments

 
 

 

        Ratios/Supplemental Data  
Total Returns
          Ratios to Average Net Assets Applicable to Common Shares Before Reimbursement(c)       Ratios to Average Net Assets Applicable to Common Shares After Reimbursement(c)(d)        
Based
on
Market
Value
(b)   
Based on Common Share Net Asset Value
(b)   
Ending Net Assets Applicable to Common Shares (000)
 
Expenses
(e)   
Net Investment Income (Loss)
   
Expenses
(e)   
Net Investment Income (Loss)
   
Portfolio Turnover Rate
 
                                                           
  11.03 %     11.94 %   $ 241,237     2.19 %     5.29 %     N/A       N/A       23 %
  30.01       22.90       228,474     2.30       6.29       2.30 %     6.30 %     12  
  1.37       (.64 )     198,675     1.36       7.10       1.28       7.19       13  
  38.29       19.52       213,687     1.20       7.58       1.04       7.74       4  
  (13.83 )     (7.40 )     190,824     1.37 *     7.85 *     1.14 *     8.08 *     7  
  (2.80 )     2.76       212,890     1.25       6.56       .99       6.83       20  
                                                           
                                                           
  5.41       12.15       355,163     2.53       5.22       N/A       N/A       20  
  31.93       22.89       335,830     2.56       6.28       2.52       6.33       18  
  (1.21 )     (1.40 )     292,563     2.07       6.61       1.94       6.74       16  
  32.93       22.17       317,860     1.36       7.68       1.16       7.88       6  
  (17.58 )     (12.54 )     278,056     1.39 *     8.50 *     1.13 *     8.75 *     9  
  .46       .60       328,659     1.21       6.96       .90       7.27       23  

(c)
Ratios do not reflect the effect of dividend payments to Auction Rate Preferred shareholders, where applicable; Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to ARPS and/or MTP Shares, where applicable.
(d)
After expense reimbursement from the Adviser, where applicable. As of March 31, 2011 and September 30, 2011, the Adviser is no longer reimbursing California Dividend Advantage 2 (NVX) and California Dividend Advantage 3 (NZH), respectively, for any fees or expenses.
(e)
The expense ratios reflect, among other things, all interest expense and other costs related to MTP Shares and/or the interest expense deemed to have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters held by the Fund, where applicable, both as described in Footnote 1 – General Information and Significant Accounting Policies, MuniFund Term Preferred Shares and Inverse Floating Rate Securities, respectively, as follows:

California Dividend Advantage 2 (NVX)
   
Year Ended 2/28-2/29:
   
2013
1.15
2012
1.25
 
2011
.26
 
2010
.04
 
2009(f)
.05
Year Ended 8/31:
   
2008
.09
 

California Dividend Advantage 3 (NZH)
   
Year Ended 2/28-2/29:
   
2013
1.47
2012
1.49
 
2011
.94
 
2010
.19
 
2009(f)
.12
Year Ended 8/31:
   
2008
.02
 

(f)
For the six months ended February 28, 2009.
*
Annualized.
**
Rounds to less than $.01 per share.
N/A
Fund no longer has a contractual reimbursement agreement with the Adviser.
 
See accompanying notes to financial statements.
 
Nuveen Investments
 
73

 
 

 

   
Financial
   
Highlights (continued)
     
    Selected data for a Common share outstanding throughout each period:
 
            Investment Operations     Less Distributions              
   
Beginning Common Share Net Asset Value
   
Net Investment Income (Loss)
 
Net Realized/ Unrealized Gain (Loss)
   
Distributions from Net Investment Income to Auction Rate Preferred Shareholders
(a)   
Distributions from Accumulated Net Realized Gains to Auction Rate Preferred Shareholders
(a)   
Total
 
From Net Investment Income to Common Share- holders
   
From Accumu- lated Net Realized Gains to Common Share- holders
   
Total
   
Discount from Common Shares Repurchased and Retired
 
Ending Common Share Net Asset Value
 
Ending Market Value
 
California AMT-Free Income (NKX)
                                                     
Year Ended 2/28-2/29:
                                                     
2013
  $ 14.73     $ .77   $ .97     $     $     $ 1.74   $ (.88 )   $ (.02 )   $ (.90 )   $   $ 15.57   $ 15.12  
2012
    12.82       .83     1.91                   2.74     (.83 )           (.83 )         14.73     15.06  
2011
    14.03       .81     (1.22 )                 (.41 )   (.80 )           (.80 )         12.82     11.78  
2010
    12.85       .85     1.09                   1.94     (.76 )           (.76 )         14.03     12.87  
2009(f)
    14.19       .39     (1.32 )     **     (.01 )     (.94 )   (.35 )     (.05 )     (.40 )         12.85     11.75  
Year Ended 8/31:
                                                                                 
2008
    14.47       .97     (.30 )     (.24 )           .43     (.71 )           (.71 )         14.19     13.78  

(a)
The amounts shown are based on Common share equivalents.
(b)
Total Return Based 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. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.
 
Total Return Based 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. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending net asset value. The actual reinvest price for the last dividend declared in the period may often be based on the Fund’s market price (and not its net asset value), and therefore may be different from the price used in the calculation. Total returns are not annualized.

74
 
Nuveen Investments

 
 

 
 
        Ratios/Supplemental Data
Total Returns
         
Ratios to Average Net Assets Applicable to Common Shares Before Reimbursement(c)
   
Ratios to Average Net Assets Applicable to Common Shares After Reimbursement(c)(d)
       
Based
on
Market
Value
(b)   
Based on Common Share Net Asset Value
(b)   
Ending Net Assets Applicable to Common Shares (000)
   
Expenses
(e)   
Net Investment Income (Loss)
   
Expenses
(e)   
Net Investment Income (Loss)
   
Portfolio Turnover Rate
 
                                                             
  6.53 %     12.08 %   $ 651,402       1.64 %     5.48 %     N/A       N/A       20 %
  36.10       21.95       86,731       1.90       6.03       N/A       N/A       7  
  (2.71 )     (3.18 )     75,493       2.06       5.74       1.97 %     5.83 %     8  
  16.39       15.49       82,579       1.68       6.11       1.47       6.32       ***
  (11.55 )     (6.42 )     75,661       2.57 *     5.89 *     2.27 *     6.19 *     3  
                                                             
  .12       2.97       83,531       1.33       6.28       .94       6.67       28  

(c)
Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to VRDP Shares, where applicable.
(d)
After expense reimbursement from the Adviser, where applicable. As of November 30, 2010, the Adviser is no longer reimbursing California AMT-Free Income (NKX) for any fees or expenses.
(e)
The expense ratios reflect, among other things, all interest expense and other costs related to VRDP Shares and/or the interest expense deemed to have been paid by the Fund on the floating rate certificates issued by the special purpose trusts for the self-deposited inverse floaters held by the Fund, where applicable, both as described in Footnote 1 – General Information and Significant Accounting Policies, Variable Rate Demand Preferred Shares and Inverse Floating Rate Securities, respectively, as follows:

California AMT-Free Income (NKX)
   
Year Ended 2/28-2/29:
   
2013
.59
2012
.67
 
2011
.92
 
2010
.57
 
2009(f)
1.03
*
Year Ended 8/31:
   
2008
.08
 

(f)
For the six months ended February 28, 2009.
*
Annualized.
**
Rounds to less than $.01 per share.
***
Calculates to less than 1%.
N/A
Fund no longer has a contractual reimbursement agreement with the Adviser.
 
See accompanying notes to financial statements.
 
Nuveen Investments
 
75

 
 

 

   
Financial
   
Highlights (continued)

   
ARPS at the End of Period
   
VRDP Shares at the End of Period
   
MTP Shares at the End of Period (g)
 
   
Aggregate Amount Outstanding (000
 
Asset Coverage Per $25,000 Share
   
Aggregate Amount Outstanding (000
 
Asset Coverage Per $100,000 Share
   
Aggregate Amount Outstanding (000
 
Asset Coverage Per $10 Share
 
California Premium Income (NCU)
                                   
Year Ended 2/28-2/29:
                                   
2013
  $     $     $     $     $ 35,250     $ 35.91  
2012
                            35,250       34.90  
2011
                            35,250       31.07  
2010
    34,375       82,150                          
2009(f)
    40,875       68,584                          
Year Ended 8/31:
                                               
2008
    43,000       70,910                          
                                                 
California Dividend Advantage (NAC)
                                               
Year Ended 2/28-2/29:
                                               
2013
                136,200       374,666              
2012
                136,200       356,390              
2011
    135,525       79,903                          
2010
    135,525       85,098                          
2009(f)
    135,525       77,430                          
Year Ended 8/31:
                                               
2008
    135,525       87,485                          

(f)
For the six months ended February 28, 2009.
(g)
The Ending and Average Market Value Per Share for each Series of the Fund’s MTP Shares were as follows:

     
Ending
   
Average
 
     
Market Value
   
Market Value
 
 
Series
 
Per Share
   
Per Share
 
California Premium Income (NCU)
             
Year Ended 2/28-2/29:
             
2013
2015
  $ 10.05     $ 10.05  
2012
2015
    10.06       9.84  
2011
2015
    9.63    
9.74

^
For the period September 22, 2010 (first issuance date of shares) through February 28, 2011.

76
 
Nuveen Investments

 
 

 

   
ARPS at the End of Period
   
MTP Shares at the End of Period (g)
   
ARPS and MTP Shares at the End of Period
 
   
Aggregate Amount Outstanding (000)
   
Asset Coverage Per $25,000 Share
   
Aggregate Amount Outstanding (000)
   
Asset Coverage Per $10 Share
   
Asset Coverage Per $1 Liquidation Preference
 
California Dividend Advantage 2 (NVX)
                             
Year Ended 2/28-2/29:
                             
2013
  $     $     $ 97,846     $ 34.65     $  
2012
                97,846       33.35        
2011
    39,950       77,310       55,000       30.92       3.09  
2010
    93,775       81,968                    
2009(f)
    110,000       68,369                    
Year Ended 8/31:
                                       
2008
    110,000       73,384                    
                                         
California Dividend Advantage 3 (NZH)
                                       
Year Ended 2/28-2/29:
                                       
2013
                159,545       32.26        
2012
                159,545       31.05        
2011
    69,500       71,960       86,250       28.78       2.88  
2010
    69,500       76,021       86,250       30.41       3.04  
2009(f)
    154,075       70,117                    
Year Ended 8/31:
                                       
2008
    159,925       76,377                    

(f)
For the six months ended February 28, 2009.
(g)
The Ending and Average Market Value Per Share for each Series of the Fund’s MTP Shares were as follows:

   
Series
   
Ending Market Value Per Share
   
Average Market Value Per Share
   
Series
   
Ending Market Value Per Share
   
Average Market Value Per Share
 
Series
   
Ending Market Value Per Share
   
Average Market Value Per Share
 
California Dividend Advantage 2 (NVX)
                                         
Year Ended 2/28-2/29:
                                               
2013
        $     $       2014     $ 10.05     $ 10.07     2015     $ 10.05     $ 10.04  
2012
                      2014       10.11       10.09 Ω   2015       10.01       9.89  
2011
                                      2015       9.82    
9.72
^^ 
                                                                     
California Dividend Advantage 3 (NZH)
                                                       
Year Ended 2/28-2/29:
                                                               
2013
    2014       10.05       10.09       2014-1       10.05       10.08     2015       10.14       10.13  
2012
    2014       10.17       10.11
ΩΩ
  2014-1       10.15       10.12
ΩΩΩ
2015       10.18       10.11  
2011
                                      2015       10.06       10.14  
2010
                                      2015       10.11    
10.09
 
^
For the period December 21, 2009 (first issuance date of shares) through February 28, 2010.
^^
For the period October 22, 2010 (first issuance date of shares) through February 28, 2011.
Ω
For the period March 29, 2011 (first issuance date of shares) through February 29, 2012.
ΩΩ
For the period April 11, 2011 (first issuance date of shares) through February 29, 2012.
ΩΩΩ
For the period June 6, 2011 (first issuance date of shares) through February 29, 2012.
 
See accompanying notes to financial statements.
 
Nuveen Investments
 
77

 
 

 

   
Financial
   
Highlights (continued)

 
VRDP Shares at the End of Period
 
 
Aggregate
   
 
Amount
Asset
 
 
Outstanding
Coverage Per
 
 
(000)
$100,000 Share
 
California AMT-Free Income (NKX)
     
Year Ended 2/28-2/29:
     
2013
$291,600
$323,389
 
2012
35,500
344,312
 
2011
35,500
312,655
 
2010
35,500
332,616
 
2009(f)
35,500
313,131
 
Year Ended 8/31:
     
2008
35,500
335,299
 
 
See accompanying notes to financial statements.
 
78
 
Nuveen Investments
 
 
 

 
 
   
Notes to
   
Financial Statements
 
1. General Information and Significant Accounting Policies
 
General Information
 
The funds covered in this report and their corresponding Common share stock exchange symbols are Nuveen California Premium Income Municipal Fund (NCU), Nuveen California Dividend Advantage Municipal Fund (NAC), Nuveen California Dividend Advantage Municipal Fund 2 (NVX), Nuveen California Dividend Advantage Municipal Fund 3 (NZH) and Nuveen California AMT-Free Municipal Income Fund (NKX) (formerly Nuveen Insured California Tax-Free Advantage Municipal Fund) (each a “Fund” and collectively, the “Funds”). Common shares of California Dividend Advantage (NAC) are traded on the New York Stock Exchange (“NYSE”) while Common shares of California Premium Income (NCU), California Dividend Advantage 2 (NVX), California Dividend Advantage 3 (NZH) and California AMT-Free Income (NKX) are traded on the NYSE MKT. The Funds are registered under the Investment Company Act of 1940, as amended, as diversified, closed-end registered investment companies.
 
On December 31, 2012, the Funds’ investment adviser converted from a Delaware corporation to a Delaware limited liability company. As a result, Nuveen Fund Advisers, Inc., a wholly-owned subsidiary of Nuveen Investments, Inc. (“Nuveen”), changed its name to Nuveen Fund Advisors, LLC (the “Adviser”). There were no changes to the identities or roles of any personnel as a result of the change.
 
Each Fund seeks to provide current income exempt from both regular federal and California state income taxes, and in the case of California AMT-Free Income (NKX) the alternative minimum tax applicable to individuals, by investing primarily in a portfolio of municipal obligations issued by state and local government authorities within the state of California or certain U.S. territories.
 
Fund Reorganizations
Effective before the opening of business on May 7, 2012, certain Funds (the “Acquired Funds”) were reorganized into one, larger-state Fund (the “Acquiring Fund”) included in this report (each a “Reorganization” and collectively the “Reorganizations”) as follows:
 
  Acquired Funds   Acquiring Fund
 
Nuveen Insured California Premium Income Municipal Fund, Inc. (NPC)
    California AMT-Free Income (NKX)
    (“Insured California Premium Income”)      
 
Nuveen Insured California Premium Income Municipal Fund 2, Inc. (NCL)
     
    (“Insured California Premium Income 2”)      
 
Nuveen Insured California Dividend Advantage Municipal Fund (NKL)
     
    (“Insured California Dividend Advantage”)      
 
The Reorganizations of the Funds were approved by the shareholders of the Acquired Funds at a special meeting on March 30, 2012.
 
Upon the closing of the Funds’ Reorganizations, the Acquired Funds transferred their assets to the Acquiring Fund in exchange for common and  preferred shares of the Acquiring Fund, and the assumption by the Acquiring Fund of the liabilities of the Acquired Funds. The Acquired Funds were  then liquidated, dissolved and terminated in accordance with their Declaration of Trust. Shareholders of the Acquired Funds became shareholders of  the Acquiring Fund. Holders of common shares of the Acquired Fund received newly issued common shares of the Acquiring Fund, the aggregate net  asset value of which was equal to the aggregate net asset value of the common shares of the Acquired Funds held immediately prior to the Reorganizations (including for this purpose fractional Acquiring Fund shares to which shareholders would be entitled). Fractional shares were sold on the open market and shareholders received cash in lieu of such fractional shares. Holders of preferred shares of the Acquired Funds received on a one-for-one basis newly issued preferred shares of the Acquiring Fund, in exchange for preferred shares of the Acquired Funds held immediately prior to the Reorganization. Details of the Funds’ Reorganizations are further described in the Variable Rate Demand Preferred Shares section of this footnote and Footnote 8 – Fund Reorganizations.
 
Policy Changes
During the fiscal year ended February 28, 2013, the Funds’ shareholders approved changes to certain investment policies for California AMT-Free Income (NKX). These changes were designed to provide the Adviser with more flexibility regarding the types of securities available for investment by the Fund.
 
Nuveen Investments
 
  79
 
 
 

 
   
Notes to
   
Financial Statements (continued)
 
The investment policy changes are as follows:
 
 
The Fund eliminated the investment policy requiring it, under normal circumstances, to invest at least 80 percent of its managed assets (as defined in Footnote 7 – Management Fees and Other Transactions with Affiliates) in municipal securities that are covered by insurance which currently guarantees the timely payment of principal and interest.
     
 
The Fund adopted a new investment policy requiring it, under normal circumstances, to invest at least 80 percent of its managed assets in municipal securities that pay interest exempt from federal and California income tax.
     
 
The Fund eliminated the old fundamental loan policy and adopted a new fundamental loan policy, which states that the Fund may not make loans, except as permitted by the Investment Company Act of 1940, as amended, and exemptive orders granted under the Investment Company Act of 1940, as amended.
     
 
The Fund will continue to invest substantially all (at least 80 percent) of its managed assets in investment grade quality municipal securities.
     
 
The Fund will continue its policy of investing, under normal circumstances, at least 80% of its assets in AMT-free municipal securities.
 
Significant Accounting Policies
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 (“U.S. GAAP”).
 
Investment Valuation
Prices of municipal bonds are provided by a pricing service approved by the Funds’ Board of Trustees. These securities are generally classified as Level 2 for fair value measurement purposes. The pricing service establishes a security’s fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about a security, its issuer, or market activity, provided by the Adviser. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs.
 
Certain securities may not be able to be priced by the pre-established pricing methods as described above. Such securities may be valued by the Funds’ Board of Trustees or its designee at fair value. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; debt securities that have gone into default and for which there is no current market quotation; a security whose market price is not available from a pre-established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of a Fund’s net asset value (as may be the case in non-U.S. markets on which the security is primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, is not deemed to reflect the security’s fair value. As a general principle, the fair value of a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of those securities, which may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor’s credit characteristics considered relevant. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs. Regardless of the method employed to value a particular security, all valuations are subject to review by the Funds’ Board of Trustees or its designee.
 
Refer to Footnote 2 – Fair Value Measurements for further details on the leveling of securities held by the Funds as of the end of the reporting period.
 
Investment Transactions
Investment transactions are recorded on a trade date basis. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same basis used for federal income tax purposes. Investments purchased on a when-issued/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 earmark securities in the Funds’ portfolios with a current value at least equal to the amount of the when-issued/delayed delivery purchase commitments. As of February 28, 2013, Nuveen California Dividend Advantage Municipal Fund 2 (NVX) and Nuveen California Dividend Advantage Municipal Fund 3 (NZH) had outstanding when-issued delayed delivery purchase commitments of $8,895,130 and $3,262,446, respectively. There were no such outstanding purchase commitments in any of the other Funds.
 
80
 
Nuveen Investments
 
 
 

 
 
Investment Income
Investment income, which reflects the amortization of premiums and includes accretion of discounts for financial reporting purposes, is recorded on an accrual basis. Investment income also reflects paydown gains and losses, if any.
 
Professional Fees
Professional fees presented on the Statement of Operations consist of legal fees incurred in the normal course of operations, audit fees, tax consulting fees and, in some cases, workout expenditures. Workout expenditures are incurred in an attempt to protect or enhance an investment, or to pursue other claims or legal actions on behalf of Fund shareholders. Legal fee refund presented on the Statement of Operations reflects a refund of workout expenditures paid in a prior reporting period, when applicable.
 
Income Taxes
Each Fund is a separate taxpayer for federal income tax purposes. Each Fund intends to distribute substantially all of its 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 that will enable interest from municipal securities, which is exempt from regular federal and California state income taxes, and in the case of California AMT-Free Income (NKX) the alternative minimum tax applicable to individuals, to retain such tax-exempt status when distributed to shareholders of the Funds. Net realized capital gains and ordinary income distributions paid by the Funds are subject to federal taxation.
 
For all open tax years and all major taxing jurisdictions, management of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Funds is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.
 
Dividends and Distributions to Common Shareholders
Dividends from net investment income are declared monthly. Net realized capital gains and/or market discount from investment transactions, if any, are distributed to shareholders at least annually. Furthermore, capital gains are distributed only to the extent they exceed available capital loss carryforwards.
 
Distributions to Common shareholders of 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. GAAP.
 
Auction Rate Preferred Shares
Each Fund is authorized to issue Auction Rate Preferred Shares (“ARPS”). As of February 29, 2012, the Funds redeemed all of their outstanding ARPS at liquidation value.
 
MuniFund Term Preferred Shares
The following Funds have issued and outstanding MuniFund Term Preferred (“MTP”) Shares, with a $10 stated (“par”) value per share. Each Fund’s MTP Shares are issued in one or more Series and trade on NYSE/NYSE MKT. Dividends on MTP Shares, which are recognized as interest expense for financial reporting purposes, are paid monthly at a fixed annual rate, subject to adjustments in certain circumstances.
 
As of February 28, 2013, the Funds’ outstanding MTP Shares and annual interest rate by NYSE/NYSE MKT “ticker” symbol are as follows:
 
       
Shares
   
   
NYSE/
 
Outstanding
Annual
 
   
NYSE MKT
Shares
at $10 Per Share
Interest
 
 
Series
Ticker
Outstanding
Liquidation Value
Rate
 
California Premium Income (NCU)
           
 
2015
NCU PRC
3,525,000
$   35,250,000
2.00%
 
California Dividend Advantage 2 (NVX)
           
 
2014
NVX PRA
4,284,630
$   42,846,300
2.35%
 
 
2015
NVX PRC
5,500,000
55,000,000
2.05
 

Nuveen Investments
 
81
 
 
 

 
 
 
   
Notes to
   
Financial Statements (continued)

       
Shares
   
   
NYSE/
 
Outstanding
Annual
 
   
NYSE MKT
Shares
at $10 Per Share
Interest
 
California Dividend Advantage 3 (NZH)
Series
Ticker
Outstanding
Liquidation Value
Rate
 
 
2014
NZH PRA
2,700,000
$27,000,000
2.35%
 
 
2014-1
NZH PRB
4,629,450
46,294,500
2.25
 
 
2015
NZH PRC
8,625,000
86,250,000
2.95
 
 
Each Fund is obligated to redeem its MTP Shares by the date as specified in its offering document (“Term Redemption Date”), unless earlier redeemed or repurchased by the Fund. MTP Shares are subject to optional and mandatory redemption in certain circumstances. MTP Shares will be subject to redemption at the option of each Fund (“Optional Redemption Date”), subject to a payment of premium for one year following the Optional Redemption Date (“Premium Expiration Date”), and at par thereafter. MTP Shares also will be subject to redemption, at the option of each Fund, at par in the event of certain changes in the credit rating of the MTP Shares. Each Fund may be obligated to redeem certain of the MTP Shares if the Fund fails to maintain certain asset coverage and leverage ratio requirements and such failures are not cured by the applicable cure date. The redemption price per share is equal to the sum of the liquidation value per share plus any accumulated but unpaid dividends. The Term Redemption Date, Optional Redemption Date and Premium Expiration Date for each Fund’s series of MTP Shares by NYSE/NYSE MKT ticker symbol are as follows:
 
   
NYSE/
Term
Optional
Premium
   
NYSE MKT
Redemption
Redemption
Expiration
 
Series
Ticker
Date
Date
Date
California Premium Income (NCU)
         
 
2015
NCU PRC
October 1, 2015
October 1, 2011
September 30, 2012
California Dividend Advantage 2 (NVX)
         
 
2014
NVX PRA
April 1, 2014
April 1, 2012
March 31, 2013
 
2015
NVX PRC
November 1, 2015
November 1, 2011
October 31, 2012
California Dividend Advantage 3 (NZH)
         
 
2014
NZH PRA
May 1, 2014
May 1, 2012
April 30, 2013
 
2014-1
NZH PRB
July 1, 2014
July 1, 2012
June 30, 2013
 
2015
NZH PRC
January 1, 2015
January 1, 2011
December 31, 2011
 
The aggregate average liquidation value of all series of each Fund’s MTP Shares outstanding during the fiscal year ended February 28, 2013, was as follows:
 
   
California
   
California
   
California
 
   
Premium
   
Dividend
   
Dividend
 
   
Income
   
Advantage 2
   
Advantage 3
 
   
(NCU
)  
(NVX
)  
(NZH
)
Average liquidation value of MTP Shares outstanding
  $ 35,250,000     $ 97,846,300     $ 159,544,500  
 
For financial reporting purposes only, the liquidation value of MTP Shares is recorded as a liability and recognized as “MuniFund Term Preferred (MTP) Shares, at liquidation value” on the Statement of Assets and Liabilities. Unpaid dividends on MTP Shares are recognized as a component of “Interest payable” on the Statement of Assets and Liabilities. Costs incurred by the Funds in connection with their offerings of MTP Shares were recorded as a deferred charge, which are amortized over the life of the shares and are recognized as components of “Deferred offering costs” on the Statement of Assets and Liabilities and “Interest expense and amortization of offering costs” on the Statement of Operations. Dividends paid on MTP Shares and each Fund’s amortized deferred charges are recognized as a component of “Interest expense and amortization of offering costs” on the Statement of Operations.
 
Variable Rate Demand Preferred Shares
The following Funds have issued and outstanding Variable Rate Demand Preferred (“VRDP”) Shares, with a $100,000 liquidation value per share. California Dividend Advantage (NAC) and California AMT-Free Income (NKX) issued their VRDP Shares in a privately negotiated offering. The VRDP Shares were offered to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933.
 
In connection with California AMT-Free Income’s (NKX) Reorganizations, holders of VRDP Shares of the Acquired Funds received on a one-for-one basis newly issued VRDP Shares of the Acquiring Funds, in exchange for VRDP Shares of the Acquired Funds held immediately prior to the Reorganizations. California AMT-Free Income’s (NKX) Series 3 and Series 5 VRDP Shares were issued in conjunction with the Reorganizations of Insured California Premium Income (NPC) and Insured Dividend Advantage (NKL), respectively. California AMT-Free Income’s (NKX) Series 4 VRDP Shares are comprised of 740 VRDP Shares issued in conjunction with the Reorganization of Insured California Premium Income 2 (NCL) and 350 VRDP Shares issued through a privately negotiated offering during the fiscal year ended February 28, 2013.
 
82
 
Nuveen Investments
 
 
 

 
 
 
As of February 28, 2013, the number of VRDP Shares outstanding and maturity date for each Fund are as follows:
 
   
California
   
California
   
California
   
California
   
California
 
   
Dividend
   
AMT-Free
   
AMT-Free
   
AMT-Free
   
AMT-Free
 
   
Advantage
   
Income
   
Income
   
Income
   
Income
 
   
(NAC
)  
(NKX
 
(NKX
 
(NKX
 
(NKX
)
Series
    1       2       3       4       5  
VRDP Shares outstanding
    1,362       355       427       1,090       1,044  
Maturity
 
June 1, 2041
   
June 1, 2040
   
March 1, 2040
   
December 1, 2040
   
June 1, 2041
 
 
VRDP Shares include a liquidity feature that allows VRDP shareholders to have their shares purchased by a liquidity provider with whom each Fund has contracted in the event that purchase orders for VRDP Shares in a remarketing are not sufficient in number to be matched with the sale orders in that remarketing. Each Fund is required to redeem any VRDP Shares that are still owned by the liquidity provider after six months of continuous, unsuccessful remarketing. Each Fund pays an annual remarketing fee of .10% on the aggregate principal amount of all VRDP Shares outstanding. Each Fund’s VRDP Shares have successfully remarketed since issuance.
 
Dividends on the VRDP Shares (which are treated as interest payments for financial reporting purposes) are set weekly at a rate established by a remarketing agent; therefore, the market value of the VRDP Shares is expected to approximate its liquidation value. If remarketings for VRDP Shares are continuously unsuccessful for six months, the maximum rate is designed to escalate according to a specified schedule in order to enhance the remarketing agent’s ability to successfully remarket the VRDP Shares.
 
Subject to certain conditions, VRDP Shares may be redeemed, in whole or in part, at any time at the option of each Fund. Each Fund may also redeem certain of the VRDP Shares if the Fund fails to maintain certain asset coverage requirements and such failures are not cured by the applicable cure date. The redemption price per share is equal to the sum of the liquidation value per share plus any accumulated but unpaid dividends.
 
The average liquidation value of VRDP Shares outstanding and annualized dividend rate of VRDP Shares for each Fund during the fiscal year ended February 28, 2013, were as follows:
 
   
California
   
California
 
   
Dividend
   
AMT-Free
 
   
Advantage
   
Income
 
   
(NAC
)  
(NKX
)
Average liquidation value of VRDP Shares outstanding
  $ 136,200,000     $ 219,466,575  
Annualized dividend rate
    0.35%       0.29%  
 
For financial reporting purposes only, the liquidation value of VRDP Shares is recognized as a liability on the Statement of Assets and Liabilities. Unpaid dividends on VRDP Shares are recognized as a component of “Interest payable” on the Statement of Assets and Liabilities, when applicable. Costs incurred by the Funds in connection with their offerings of VRDP Shares were recorded as a deferred charge, which are amortized over the life of the shares and are recognized as a component of “Deferred offering costs” on the Statement of Assets and Liabilities and “Interest expense and amortization of offerings costs” on the Statement of Operations. California AMT-Free Income (NKX) incurred an additional $71,675 of offering costs in conjunction with its shares issued during the fiscal year ended February 28, 2013. Dividends paid on the VRDP Shares are recognized as a component of “Interest expense and amortization of offering costs” on the Statement of Operations. In addition to interest expense, each Fund also pays a per annum liquidity fee to the liquidity provider, as well as a remarketing fee, which are recognized as “Liquidity fees” and “Remarketing fees”, respectively, on the Statement of Operations.
 
Insurance
Since 2007, the financial status of most major municipal bond insurers has deteriorated substantially, and some insurers have gone out of business, rendering worthless the insurance policies they had written. Under normal circumstances, and during the period March 1, 2012 through March 30, 2012, California AMT-Free Income (NKX) invested at least 80% of its managed assets (as defined in Footnote 7 – Management Fees and Other Transactions with Affiliates) in municipal securities that are covered by insurance guaranteeing the timely payment of principal and interest. In addition, during the period March 1, 2012 through March 30, 2012, the Fund invested in municipal securities that, at the time of investment were rated investment grade (including (i) bonds insured by investment grade insurers or are rated investment grade; (ii) unrated bonds that are judged to be investment grade by the Adviser; and (iii) escrowed bonds). Ratings below BBB by one or more national rating agencies are considered to be below investment grade. As previously described in footnote 1 – General Information and Significant Accounting Policy Changes, effective March 30, 2012, the Fund eliminated this investment policy.
 
  Nuveen Investments
 
83
 
 
 

 
 
 
 
Notes to
   
Financial Statements (continued)
 
Inverse Floating Rate Securities
Each Fund is authorized to invest in inverse floating rate securities. An inverse floating rate security is created by depositing a municipal bond, typically with a fixed interest rate, into a special purpose trust created by a broker-dealer. In turn, this trust (a) issues floating rate certificates, in face amounts equal to some fraction of the deposited bond’s par amount or market value, that typically pay short-term tax-exempt interest rates to third parties, and (b) issues to a long-term investor (such as one of the Funds) an inverse floating rate certificate (sometimes referred to as an “inverse floater”) that represents all remaining or residual interest in the trust. The income received by the inverse floater holder varies inversely with the short-term rate paid to the floating rate certificates’ holders, and in most circumstances the inverse floater holder bears substantially all of the underlying bond’s downside investment risk and also benefits disproportionately from any potential appreciation of the underlying bond’s value. The price of an inverse floating rate security will be more volatile than that of the underlying bond because the interest rate is dependent on not only the fixed coupon rate of the underlying bond but also on the short-term interest paid on the floating rate certificates, and because the inverse floating rate security essentially bears the risk of loss of the greater face value of the underlying bond.
 
A Fund may purchase an inverse floating rate security in a secondary market transaction without first owning the underlying bond (referred to as an “externally-deposited inverse floater”), or instead by first selling a fixed-rate bond to a broker-dealer for deposit into the special purpose trust and receiving in turn the residual interest in the trust (referred to as a “self-deposited inverse floater”). The inverse floater held by a Fund gives the Fund the right (a) to cause the holders of the floating rate certificates to tender their notes at par, and (b) to have the broker transfer the fixed-rate bond held by the trust to the Fund, thereby collapsing the trust. An investment in an externally-deposited inverse floater is identified in the Portfolio of Investments as “(IF) – Inverse floating rate investment.” An investment in a self-deposited inverse floater is accounted for as a financing transaction. In such instances, a fixed-rate bond deposited into a special purpose trust is identified in the Portfolio of Investments as “(UB) – Underlying bond of an inverse floating rate trust reflected as a financing transaction,” with the Fund accounting for the short-term floating rate certificates issued by the trust as “Floating rate obligations” on the Statement of Assets and Liabilities. In addition, the Fund reflects in “Investment Income” the entire earnings of the underlying bond and the related interest paid to the holders of the short-term floating rate certificates as a component of “Interest expense and amortization of offering costs” on the Statement of Operations.
 
During the fiscal year ended February 28, 2013, each Fund invested in externally-deposited inverse floaters and/or self-deposited inverse floaters.
 
Each Fund may also enter into shortfall and forbearance agreements (sometimes referred to as a “recourse trust” or “credit recovery swap”) (such agreements referred to herein as “Recourse Trusts”) with a broker-dealer by which a Fund agrees to reimburse the broker-dealer, in certain circumstances, for the difference between the liquidation value of the fixed-rate bond held by the trust and the liquidation value of the floating rate certificates issued by the trust plus any shortfalls in interest cash flows. Under these agreements, a Fund’s potential exposure to losses related to or on inverse floaters may increase beyond the value of a Fund’s inverse floater investments as a Fund may potentially be liable to fulfill all amounts owed to holders of the floating rate certificates. At period end, any such shortfall is recognized as “Unrealized depreciation on Recourse Trusts” on the Statement of Assets and Liabilities.
 
As of February 28, 2013, each Fund’s maximum exposure to externally-deposited Recourse Trusts, was as follows:
 
   
California
   
California
   
California
   
California
   
California
 
   
Premium
   
Dividend
   
Dividend
   
Dividend
   
AMT-Free
 
   
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Income
 
   
(NCU
 
(NAC
)  
(NVX
)  
(NZH
)  
(NKX
)
Maximum exposure to Recourse Trusts
  $ 6,510,000     $ 3,590,000     $ 16,210,000     $ 48,960,000     $ 20,000,000  
 
The average floating rate obligations outstanding and average annual interest rate and fees related to self-deposited inverse floaters during the fiscal year ended February 28, 2013, were as follows:
 
 
   
California
   
California
   
California
   
California
   
California
 
   
Premium
   
Dividend
   
Dividend
   
Dividend
   
AMT-Free
 
   
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Income
 
   
(NCU
 
(NAC
 
(NVX
 
(NZH
 
(NKX
Average floating rate obligations outstanding
  $ 5,759,247     $ 26,466,575     $ 9,798,521     $ 1,469,658     $ 25,061,986  
Average annual interest rate and fees
    0.57 %     0.62 %     0.65 %     0.68 %     0.63 %
 
Derivative Financial Instruments
Each Fund is authorized to invest in certain derivative instruments, including foreign currency forwards, futures, options and swap contracts. Although the Funds are authorized to invest in such derivative instruments, and may do so in the future, they did not make any such investments during the fiscal year ended February 28, 2013.
 
84
 
Nuveen Investments
 
 
 

 
 
Market and Counterparty Credit Risk
In the normal course of business each Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose each Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of each Fund’s exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement of Assets and Liabilities. Futures contracts, when applicable, expose a Fund to minimal counterparty credit risk as they are exchange traded and the exchange’s clearinghouse, which is counterparty to all exchange traded futures, guarantees the futures contracts against default.
 
Each Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of each Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when each Fund has an unrealized loss, the Funds have instructed the custodian to pledge assets of the Funds as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.
 
Zero Coupon Securities
Each Fund is authorized to invest in zero coupon securities. A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.
 
Common Shares Shelf Offering and Shelf Offering Costs
During the current reporting period, California Dividend Advantage (NAC) and California AMT-Free Income (NKX) each filed initial registration statements with the Securities and Exchange Commission (“SEC”) authorizing the Funds to issue an additional 2.3 million and 4.1 million Common shares, respectively, through equity shelf programs (“Shelf Offerings”), which are not yet effective.
 
Under these Shelf Offerings, the Funds, subject to market conditions, may raise additional equity capital from time to time in varying amounts and offering methods at a net price at or above each Fund’s net asset value (“NAV”) per Common share.
 
Costs incurred by the Funds in connection with their initial Shelf Offerings are recorded as a deferred charge, which will be amortized over the period such additional Common shares are sold not to exceed the one-year life of the Shelf Offering period. Ongoing Shelf Offering costs, and any additional costs the Funds may incur in connection with the Shelf Offerings, are expensed as incurred.
 
Indemnifications
Under the Funds’ organizational documents, their officers and trustees 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. GAAP 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.
 
2. Fair Value Measurements
 
Fair value is defined as the price that the Funds would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.
 
Level 1 – 
Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities.
Level 2 – 
Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Nuveen Investments
 
85

 
 

 
 
   
Notes to
   
Financial Statements (continued)
 
Level 3 –  Prices are determined using significant unobservable inputs (including management’s assumptions in determining the fair value of investments).
 
The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of each Fund’s fair value measurements as of the end of the reporting period:

California Premium Income (NCU)
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Long-Term Investments*:
                       
Municipal Bonds
  $     $ 130,443,832     $     $ 130,443,832  
                         
California Dividend Advantage (NAC)
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Long-Term Investments*:
                               
Municipal Bonds
  $     $ 531,036,063     $     $ 531,036,063  
                         
California Dividend Advantage 2 (NVX)
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Long-Term Investments*:
                               
Municipal Bonds
  $     $ 347,826,610     $     $ 347,826,610  
                         
California Dividend Advantage 3 (NZH)
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Long-Term Investments*:
                               
Municipal Bonds
  $     $ 518,068,934     $     $ 518,068,934  
                         
California AMT-Free Income (NKX)
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Long-Term Investments*:
                               
Municipal Bonds
  $     $ 960,433,959     $     $ 960,433,959  
 
*       Refer to the Fund’s Portfolio of Investments for industry classifications.
 
The Nuveen funds’ Board of Directors/Trustees is responsible for the valuation process and has delegated the oversight of the daily valuation process to the Adviser’s Valuation Committee. The Valuation Committee, pursuant to the valuation policies and procedures adopted by the Board of Directors/Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the funds’ pricing policies, and reporting to the Board of Directors/Trustees. The Valuation Committee is aided in its efforts by the Adviser’s dedicated Securities Valuation Team, which is responsible for administering the daily valuation process and applying fair value methodologies as approved by the Valuation Committee. When determining the reliability of independent pricing services for investments owned by the funds, the Valuation Committee, among other things, conducts due diligence reviews of the pricing services and monitors the quality of security prices received through various testing reports conducted by the Securities Valuation Team.
 
The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer’s financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts’ research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.
 
For each portfolio security that has been fair valued pursuant to the policies adopted by the Board of Directors/Trustees, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such testing and fair valuation occurrences are reported to the Board of Directors/Trustees.
 
3. Derivative Instruments and Hedging Activities
 
The Funds record derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Funds’ investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes. The Funds did not invest in derivative instruments during the fiscal year ended February 28, 2013.
 
4. Fund Shares
 
Common Shares
The Funds have not repurchased any of their outstanding common shares during the fiscal years ended February 28, 2013 and February 29, 2012.
 
86
 
Nuveen Investments
 
 
 

 
 
 
Transactions in Common shares were as follows:

   
California Premium Income (NCU)
   
California Dividend Advantage (NAC)
 
   
Year
Ended
2/28/13
   
Year
Ended
2/29/12
   
Year
Ended
2/28/13
   
Year
Ended
2/29/12
 
Common shares:
                       
Issued to shareholders due to reinvestment of distributions
    2,157             38,134       2,968  


   
California Dividend
Advantage 2 (NVX)
   
California Dividend
Advantage 3 (NZH)
 
   
Year
Ended
2/28/13
   
Year Ended
2/29/12
   
Year Ended
2/28/13
   
Year Ended
2/29/12
 
Common shares:
                       
Issued to shareholders due to reinvestment of distributions
    11,279             12,652       11,313  
 
   
California AMT-Free
Income (NKX)
 
   
Year
Ended
2/28/13
   
Year Ended
2/29/12
 
Common shares:
           
Issued in the Reorganizations(1)
    35,902,926        
Issued to shareholders due to reinvestment of distributions
    51,960       1,612  

(1)
Refer to Footnote 8 – Fund Reorganizations for further details.
 
Preferred Shares
California Premium Income (NCU) redeemed all of its outstanding ARPS during the fiscal year ended February 28, 2011. California AMT-Free Income (NKX) redeemed all of its outstanding ARPS during the fiscal year ended August 31, 2008.
 
Transactions in ARPS were as follows:
 
   
California Dividend
Advantage (NAC)
 
   
Year Ended
2/28/13
   
Year Ended
2/29/12
 
   
Shares
   
Amount
   
Shares
   
Amount
 
ARPS redeemed:
                       
Series M
    N/A       N/A           $  
Series TH
    N/A       N/A       2,710       67,750,000  
Series F
    N/A       N/A       2,711       67,775,000  
Total
    N/A       N/A       5,421     $ 135,525,000  
 
     
California Dividend
Advantage 2 (NVX)
   
California Dividend
Advantage 3 (NZH)
 
     
Year Ended
2/28/13
   
Year Ended
2/29/12
   
Year Ended
2/28/13
   
Year Ended
2/29/12
 
     
Shares
   
Amount
   
Shares
   
Amount
   
Shares
   
Amount
   
Shares
   
Amount
 
ARPS redeemed:
                                                 
Series M
   
N/A
   
N/A
   
799
 
$
19,975,000
   
N/A
   
N/A
   
1,389
 
$
34,725,000
 
Series TH
   
N/A
   
N/A
   
   
   
N/A
   
N/A
   
1,391
   
34,775,000
 
Series F
   
N/A
   
N/A
   
799
   
19,975,000
   
N/A
   
N/A
   
   
 
Total
   
N/A
   
N/A
   
1,598
 
$
39,950,000
   
N/A
   
N/A
   
2,780
 
$
69,500,000
 
 
N/A - As of February 29, 2012, the Fund redeemed all of its outstanding ARPS at liquidation value.

Nuveen Investments
 
87

 
 

 
 
   
Notes to
   
Financial Statements (continued)
 
California Premium Income (NCU) did not have any transactions in MTP Shares during the fiscal years ended February 28, 2013 and February 28, 2012. Transactions in MTP Shares for the other Funds were as follows:
     
California Dividend
Advantage 2 (NVX)
 
     
Year Ended
2/28/13
   
Year Ended
2/29/12
 
     
Shares
   
Amount
   
Shares
   
Amount
 
MTP Shares issued:
         
             
Series 2014
   
 
$
   
4,284,630
 
$
42,846,300
 
Series 2015
   
   
   
   
 
Total
   
 
$
   
4,284,630
 
$
42,846,300
 

     
California Dividend
Advantage 3 (NZH)
 
     
Year Ended
2/28/13
   
Year Ended
2/29/12
 
     
Shares
   
Amount
   
Shares
   
Amount
 
MTP Shares issued:
                         
Series 2014
   
 
$
   
2,700,000
 
$
27,000,000
 
Series 2014-1
   
   
   
4,629,450
   
46,294,500
 
Total
   
 
$
   
7,329,450
 
$
73,294,500
 

Transactions in VRDP Shares were as follows:
 
     
California Dividend
Advantage (NAC)
 
     
Year Ended
2/28/13
   
Year Ended
2/29/12
 
     
Shares
   
Amount
   
Shares
   
Amount
 
VRDP Shares issued:
                         
Series 1
   
 
$
   
1,362  
 
$
136,200,000
 


     
California
AMT-Free Income (NKX)
 
     
Year Ended
2/28/13
   
Year Ended
2/29/12
 
     
Shares
   
Amount
   
Shares
   
Amount
 
VRDP Shares issued in the Reorganizations(1):
                         
Series 3
   
427
 
$
42,700,000
   
 
$
 
Series 4
   
740
   
74,000,000
   
   
 
Series 5
   
1,044
   
104,400,000
   
   
 
VRDP Shares issued:
                         
Series 4
   
530
   
53,000,000
   
   
 
Total
   
2,561
 
$
256,100,000
   
 
$
 

(1)
Refer to Footnote 8 – Fund Reorganizations for further details.

5. Investment Transactions
Purchases and sales (including maturities but excluding short-term investments, where applicable) during the fiscal year ended February 28, 2013, were as follows:

     
California
Premium
Income
(NCU
)  
California
Dividend
Advantage
(NAC
)  
California
Dividend
Advantage 2
(NVX
)  
California
Dividend
Advantage 3
(NZH
)  
California
AMT-Free
Income
(NKX
)
Purchases
 
$
14,140,740
 
$
64,448,320
 
$
80,539,166
 
$
108,756,073
 
$
184,225,894
 
Sales and maturities
   
13,145,684
   
70,946,295
   
76,673,501
   
100,583,352
   
148,960,327
 

88
 
Nuveen Investments

 
 

 
 
6. Income Tax Information
The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recognizing taxable market discount, timing differences in recognizing certain gains and losses on investment transactions and the treatment of investments in inverse floating rate securities reflected as financing transactions, if any. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification. Temporary and permanent differences do not impact the net asset values of the Funds.
 
As of February 28, 2013, the cost and unrealized appreciation (depreciation) of investments, as determined on a federal income tax basis, were as follows:
 
     
California
   
California
   
California
   
California
   
California
 
     
Premium
   
Dividend
   
Dividend
   
Dividend
   
AMT-Free
 
     
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Income
 
     
(NCU
)
 
(NAC
)
 
(NVX
)
 
(NZH
)
 
(NKX
)
Cost of investments
 
$
111,305,860
 
$
449,057,369
 
$
307,169,966
 
$
474,995,103
 
$
853,530,402
 
Gross unrealized:
                               
Appreciation
 
$
13,765,930
 
$
62,719,967
 
$
35,810,567
 
$
49,267,154
 
$
84,291,493
 
Depreciation
   
(158,115
)
 
(6,659,692
)
 
(4,531,062
)
 
(7,038,323
)
 
(1,510,318
)
Net unrealized appreciation (depreciation) of investments
 
$
13,607,815
 
$
56,060,275
 
$
31,279,505
 
$
42,228,831
 
$
82,781,175
 
 
Permanent differences, primarily due to federal taxes paid, taxable market discount, nondeductible offering costs, reorganization adjustments and nondeductible reorganization expenses, resulted in reclassifications among the Funds’ components of Common share net assets as of February 28, 2013, the Funds’ tax year end, as follows:
                                 
     
California
   
California
   
California
   
California
   
California
 
     
Premium
   
Dividend
   
Dividend
   
Dividend
   
AMT-Free
 
     
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Income
 
     
(NCU
)
 
(NAC
)
 
(NVX
)
 
(NZH
)
 
(NKX
)
Paid-in-surplus
 
$
(172,712
)
$
19,035
 
$
(482,443
)
$
(827,148
)
$
(962,599
)
Undistributed (Over-distribution of) net investment income
   
172,294
   
(164,687
)
 
465,012
   
819,225
   
970,074
 
Accumulated net realized gain (loss)
   
418
   
145,652
   
17,431
   
7,923
   
(7,475
)
 
The tax components of undistributed net tax-exempt income, net ordinary income and net long-term capital gains as of February 28, 2013, the Funds’ tax year end, were as follows:

     
California
   
California
   
California
   
California
   
California
 
     
Premium
   
Dividend
   
Dividend
   
Dividend
   
AMT-Free
 
     
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Income
 
     
(NCU
)
 
(NAC
)
 
(NVX
)
 
(NZH
)
 
(NKX
)
Undistributed net tax-exempt income *
 
$
1,490,902
 
$
6,150,666
 
$
3,497,312
 
$
2,620,061
 
$
6,311,700
 
Undistributed net ordinary income **
   
2,839
   
208
   
38,199
   
2,246
   
17,111
 
Undistributed net long-term capital gains
   
   
   
   
   
554,018
 

*
Undistributed net tax-exempt income (on a tax basis) has not been reduced for the dividend declared on February 1, 2013, paid on March 1, 2013.
**
Net ordinary income consists of taxable market discount income and net short-term capital gains, if any.
 
The tax character of distributions paid during the Funds’ tax years ended February 28, 2013 and February 29, 2012, was designated for purposes of the dividends paid deduction as follows:
 
     
California
Premium
Income
   
California
Dividend
Advantage
   
California
Dividend
Advantage 2
   
California
Dividend
Advantage 3
   
California
AMT-Free
Income
 
2013
   
(NCU
)
 
(NAC
)
 
(NVX
)
 
(NZH
)
 
(NKX
)
Distributions from net tax-exempt income***
 
$
5,662,424
 
$
22,042,288
 
$
16,146,699
 
$
24,912,763
 
$
24,898,294
 
Distributions from net ordinary income**
   
   
   
   
   
 
Distributions from net long-term capital gains****
   
   
   
   
669,297
 

Nuveen Investments
 
89
 
 
 

 
 
 
   
Notes to
   
Financial Statements (continued)

   
California
   
California
   
California
   
California
   
California
 
   
Premium
   
Dividend
   
Dividend
   
Dividend
   
AMT-Free
 
   
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Income
 
2012
 
(NCU
)  
(NAC
)  
(NVX
)  
(NZH
)  
(NKX
)
Distributions from net tax-exempt income
  $ 5,690,713     $ 21,712,743     $ 16,164,056     $ 25,521,629     $ 4,948,448  
Distributions from net ordinary income **
          105,661                    
Distributions from net long-term capital gains
                             

**
Net ordinary income consists of taxable market discount income and net short-term capital gains, if any.
***
The Funds hereby designate these amounts paid during the fiscal year ended February 28, 2013, as Exempt Interest Dividends.
****
The Funds designated as a long-term capital gain dividend, pursuant to the Internal Revenue Code Section 852 (b)(3), the amount necessary to reduce earnings and profits of the Funds related to net capital gain to zero for the tax year ended February 28, 2013.
 
As of February 28, 2013, the Funds’ tax year end, the Funds had unused capital loss carryforwards available for federal income tax purposes to be applied against future capital gains, if any. If not applied, the carryforwards will expire as follows:

   
California
   
California
   
California
   
California
   
California
 
   
Premium
   
Dividend
   
Dividend
   
Dividend
   
AMT-Free
 
   
Income
   
Advantage
   
Advantage 2
   
Advantage 3
   
Income
 
   
(NCU
)  
(NAC
)  
(NVX
)  
(NZH
)  
(NKX
)*
Expiration:
                             
February 29, 2016
  $     $     $     $ 3,869,938     $  
February 28, 2017
          10,106,897             4,536,999       185,948  
February 28, 2018
    850,963       731,149       705,843       10,646,251       530,894  
February 28, 2019
                      1,340,157        
Total
  $ 850,963     $ 10,838,046     $ 705,843     $ 20,393,345     $ 716,842  
 
*           A portion of NKX’s capital loss carryforward is subject to limitation under the Internal Revenue Code and related regulations.
 
During the Funds’ tax year ended February 28, 2013, the following Funds utilized capital loss carryforwards as follows:
 
   
California
   
California
 
   
Premium
   
AMT-Free
 
   
Income
   
Income
 
   
(NCU
)  
(NKX
)
Utilized capital loss carryforwards
  $ 91,683     $ 265,052  
 
Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), capital losses incurred by the Funds after December 31, 2010 will not be subject to expiration.
 
Capital losses incurred that will be carried forward under the provisions of the Act are as follows:

   
California
   
California
   
California
 
   
Dividend
   
Dividend
   
Dividend
 
   
Advantage
   
Advantage 2
   
Advantage 3
 
   
(NAC
 
(NVX
 
(NZH
)
Post-enactment losses:
                 
Short-term
  $     $     $  
Long-term
    10,769,460       499,216       5,616,809  
 
7. Management Fees and Other Transactions with Affiliates
 
Each Fund’s management fee consists of two components – a fund-level fee, based only on the amount of assets within the Fund, and a complex-level fee, based on the aggregate amount of all eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within their respective Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.
 
90
 
Nuveen Investments
 
 
 

 
 
The annual fund-level fee for each Fund, payable monthly, is calculated according to the following schedules:
 
 
California Premium Income (NCU)
Average Daily Managed Assets*
Fund-Level Fee Rate
For the first $125 million
.4500
For the next $125 million
.4375
 
For the next $250 million
.4250
 
For the next $500 million
.4125
 
For the next $1 billion
.4000
 
For the next $3 billion
.3875
 
For managed assets over $5 billion
.3750
 

 
California Dividend Advantage (NAC)
 
California Dividend Advantage 2 (NVX)
 
California Dividend Advantage 3 (NZH)
 
California AMT-Free Income (NKX)
Average Daily Managed Assets*
Fund-Level Fee Rate
For the first $125 million
.4500
%
For the next $125 million
.4375
 
For the next $250 million
.4250
 
For the next $500 million
.4125
 
For the next $1 billion
.4000
 
For managed assets over $2 billion
.3750
 
 
The annual complex-level fee for each Fund, payable monthly, is calculated according to the following schedule:
     
Complex-Level Managed Asset Breakpoint Level*
Effective Rate at Breakpoint Level
$55 billion
.2000
$56 billion
.1996
 
$57 billion
.1989
 
$60 billion
.1961
 
$63 billion
.1931
 
$66 billion
.1900
 
$71 billion
.1851
 
$76 billion
.1806
 
$80 billion
.1773
 
$91 billion
.1691
 
$125 billion
.1599
 
$200 billion
.1505
 
$250 billion
.1469
 
$300 billion
.1445
 
 
*
For the fund-level and complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to financial leverage. For these purposes, financial leverage includes the funds’ use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust’s issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen Funds that constitute “eligible assets.” Eligible assets do not include assets attributable to investments in other Nuveen Funds and assets in excess of $2 billion added to the Nuveen Fund complex in connection with the Adviser’s assumption of the management of the former First American Funds effective January 1, 2011. As of February 28, 2013, the complex-level fee rate for these Funds was .1668%.
 
The management fee compensates the Adviser for overall investment advisory and administrative services and general office facilities. The Adviser is responsible for each Fund’s overall strategy and asset allocation decisions. The Adviser has entered into sub-advisory agreements with Nuveen Asset Management, LLC (the “Sub-Adviser”), a wholly-owned subsidiary of the Adviser, under which the Sub-Adviser manages the investment portfolios of the Funds. The Sub-Adviser is compensated for its services to the Funds from the management fees paid to the Adviser.
 
The Funds pay no compensation directly to those of its trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Funds from the Adviser or its affiliates. The Board of Trustees has adopted a deferred compensation plan for independent trustees
 
Nuveen Investments
 
91
 
 
 

 
 
   
Notes to
   
Financial Statements (continued)
 
that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen-advised funds.
 
8. Fund Reorganizations
 
The Reorganizations were structured to qualify as tax-free reorganizations under the Internal Revenue Code for federal income tax purposes, and the Acquired Funds’ shareholders will recognize no gain or loss for federal income tax purposes as a result of the Reorganizations. Prior to the closing of each of the Reorganizations, the Acquired Funds distributed all of their net investment income and capital gains, if any. Such a distribution may be taxable to the Acquired Funds’ shareholders for federal income tax purposes.
 
The cost, fair value and net unrealized appreciation (depreciation) of the investments of the Acquired Funds as of the date of their respective Reorganization were as follows:
 
   
Insured
   
Insured
   
Insured
 
   
California
   
California
   
California
 
   
Premium
   
Premium
   
Dividend
 
   
Income
   
Income 2
   
Advantage
 
   
(NPC
 
(NCL
 
(NKL
)
Cost of investments
  $ 129,314,745     $ 245,980,975     $ 317,258,300  
Fair value of investments
    138,759,766       263,985,005       343,452,012  
Unrealized appreciation (depreciation) of investments
    9,445,021       18,004,030       26,193,712  
 
For financial reporting purposes, assets received and shares issued by the Acquiring Fund were recorded at fair value; however, the cost basis of the investments received from the Acquired Funds were carried forward to align ongoing reporting of the Acquiring Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.
 
For accounting and performance reporting purposes, the Acquiring Fund is the survivor. The shares outstanding, net assets and net asset value per Common share immediately before and after the Reorganizations are as follows:
 
   
Insured
   
Insured
   
Insured
 
   
California
   
California
   
California
 
   
Premium
   
Premium
   
Dividend
 
   
Income
   
Income 2
   
Advantage
 
Acquired Funds - Prior to Reorganizations
 
(NPC
 
(NCL
 
(NKL
)
Common shares outstanding
    6,451,061       12,672,975       15,267,631  
Net assets applicable to Common shares
  $ 98,477,915     $ 193,858,259     $ 243,183,635  
Net asset value per Common share outstanding
  $ 15.27     $ 15.30     $ 15.93  

   
California
 
   
AMT-Free
 
   
Income
 
Acquiring Fund - Prior to Reorganizations
 
(NKX
)
Common shares outstanding
    5,889,728  
Net assets applicable to Common shares
  $ 87,850,294  
Net asset value per Common share outstanding
  $ 14.92  

   
California
 
   
AMT-Free
 
   
Income
 
Acquiring Fund - Post Reorganizations
 
(NKX
)
Common shares outstanding
    41,792,654  
Net assets applicable to Common shares
  $ 623,370,103  
Net asset value per Common share outstanding
  $ 14.92  

92
 
Nuveen Investments

 
 

 

The beginning of the Acquired Funds’ current fiscal period was March 1, 2012.
 
Assuming the Reorganizations had been completed on March 1, 2012, the beginning of the Acquiring Fund’s current fiscal period, the pro forma results of operations for the fiscal year ended February 28, 2013, are as follows:
 
   
California
 
   
AMT-Free
 
   
Income
 
   
(NKX
)
Net investment income (loss)
  $ 35,003,268  
Net realized and unrealized gains (losses)
    33,034,971  
Change in net assets resulting from operations
    68,038,239  
 
Because the combined investment portfolios for each Reorganization have been managed as a single integrated portfolio since each Reorganization was completed, it is not practicable to separate the amounts of revenue and earnings of the Acquired Funds that have been included in the Statement of Operations since the Reorganizations were consummated.
 
In connection with the Reorganizations, the Acquiring Fund has accrued for certain associated costs and expenses. Such amounts are included as components of “Accrued reorganization expenses” on the Statement of Assets and Liabilities and “Reorganization expenses” on the Statement of Operations.
 
9. New Accounting Pronouncements
 
Financial Accounting Standards Board (“FASB”) Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities
In January 2013, Accounting Standards Update (“ASU”) 2013-01, Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities, replaced ASU 2011-11, Disclosures about Offsetting Assets and Liabilities. ASU 2013-01 is effective for fiscal years beginning on or after January 1, 2013. ASU 2011-11 was intended to enhance disclosure requirements on the offsetting of financial assets and liabilities. ASU 2013-01 limits the scope of the new balance sheet offsetting disclosures to derivatives, repurchase agreements and securities lending transactions to the extent that they are (1) offset in the financial statements or (2) subject to an enforceable master netting arrangement or similar agreement. Management is currently evaluating the application of ASU 2013-01 and its impact to the financial statements and footnote disclosures, if any.
 
Nuveen Investments
 
93

 
 

 
 
 
Board Members & Officers (Unaudited)
 
   
The management of the Funds, including general supervision of the duties performed for the Funds by the Adviser, is the responsibility of the board members of the Funds. The number of board members of the Funds is currently set at ten. None of the board members who are not “interested” persons of the Funds (referred to herein as “independent board members”) 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.
 
 
Name,
 
Position(s) Held
 
Year First
 
Principal
 
Number
 
Birthdate
 
with the Funds
 
Elected or
 
Occupation(s)
 
of Portfolios
 
& Address
 
   
Appointed
 
including other
 
in Fund Complex
         
and Term(1)
 
Directorships
 
Overseen by
 
         
During Past 5 Years
 
Board Member
Independent Board Members:
               
                 
ROBERT P. BREMNER
8/22/40
333 W. Wacker Drive
Chicago, IL 60606
 
 
Chairman of
the Board
and Board Member
 
 
 
1996
Class III
 
Private Investor and Management Consultant; Treasurer and Director, Humanities Council of Washington, D.C.; Board Member, Independent Directors Council affiliated with the Investment Company Institute.
 
206
                   
JACK B. EVANS
10/22/48
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
1999
Class III
 
President, The Hall-Perrine Foundation, a private philanthropic corporation (since 1996); Director and Chairman, United Fire Group, a publicly held company; member of the Board of Regents for the State of Iowa University System; Director, Source Media Group; Life Trustee of Coe College and the 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.
 
 
 
 
206
                   
WILLIAM C. HUNTER
3/6/48
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
2004
Class I
 
Dean Emeritus (since June 30, 2012), formerly, Dean, Tippie College of Business, University of Iowa (2006-2012); Director (since 2004) of Xerox Corporation; Director (since 2005), and President (since July 2012) Beta Gamma Sigma, Inc., The International Honor Society; Director of Wellmark, Inc. (since 2009); formerly, Dean and Distinguished Professor of Finance, School of Business at the University of Connecticut (2003-2006); previously, Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago (1995-2003); formerly, Director (1997-2007), Credit Research Center at Georgetown University.
 
 
 
 
206
                   
DAVID J. KUNDERT
10/28/42
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
2005
Class II
 
Director, Northwestern Mutual Wealth Management Company; retired (since 2004) as Chairman, JPMorgan Fleming Asset Management, President and CEO, Banc One Investment Advisors Corporation, and President, One Group Mutual Funds; prior thereto, Executive Vice President, Banc One Corporation and Chairman and CEO, Banc One Investment Management Group; Regent Emeritus, Member of Investment Committee, Luther College; member of the Wisconsin Bar Association; member of Board of Directors, Friends of Boerner Botanical Gardens; member of Board of Directors and Chair of Investment Committee, Greater Milwaukee Foundation; member of the Board of Directors (Milwaukee), College Possible.
 
 
 
 
206
                   
WILLIAM J. SCHNEIDER
9/24/44
333 W. Wacker Drive|
Chicago, IL 60606
 
 
 
Board Member
 
 
 
1996
Class III
 
Chairman of Miller-Valentine Partners Ltd., a real estate investment company; formerly, Senior Partner and Chief Operating Officer (retired 2004) of Miller-Valentine Group; Member of two Miller Valentine real estate LLC companies; member, University of Dayton Business School Advisory Council;member, Mid-America Health System Board; Board Member of Tech Town, Inc., a not-for-profit community development company; Board Member of WDPR Public Radio; formerly, member and chair, Dayton Philharmonic Orchestra Association; formerly, member, Business Advisory Council, Cleveland Federal Reserve Bank.
 
 
 
206
 
94
 
Nuveen Investments
 
 
 

 
 
 
Name,
 
Position(s) Held
 
Year First
 
Principal
 
Number
 
Birthdate
 
with the Funds
 
Elected or
 
Occupation(s)
 
of Portfolios
 
& Address
 
   
Appointed
 
Including other
 
in Fund Complex
         
and Term(1)
 
Directorships
 
Overseen by
             
During Past 5 Years
 
Board Member
Independent Board Members:
               
                 
JUDITH M. STOCKDALE
12/29/47
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
1997
Class I
 
Formerly, Executive Director (1994-2012), Gaylord and Dorothy Donnelley Foundation (since 1994); prior thereto, Executive Director, Great Lakes Protection Fund (1990-1994).
 
 
 
 
206
                   
CAROLE E. STONE
6/28/47
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
2007
Class I
 
Director, Chicago Board Options Exchange (since 2006); Director, C2 Options Exchange, Incorporated (since 2009); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010); formerly, Chair, New York Racing Association Oversight Board (2005-2007).
 
 
 
 
206
                   
VIRGINIA L. STRINGER
8/16/44
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
2011
Class I
 
Board Member, Mutual Fund Directors Forum; former governance consultant and non-profit board member; former Owner and President, Strategic Management Resources, Inc. a management consulting firm; former Member, Governing Board, Investment Company Institute’s Independent Directors Council; previously, held several executive positions in general management, marketing and human resources at IBM and The Pillsbury Company; Independent Director, First American Fund Complex (1987-2010) and Chair (1997-2010).
 
206
                   
TERENCE J. TOTH
9/29/59
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
2008
Class II
 
Managing Partner, Promus Capital (since 2008); formerly, Director, Legal & General Investment Management America, Inc. (since 2008-2013); Director, Fulcrum IT Service LLC (since 2010), Quality Control Corporation (since 2012) and LogicMark LLC (since 2012); Formerly, CEO and President, Northern Trust Global Investments (2004-2007); Executive Vice President, Quantitative Management & Securities Lending (2000-2004); prior thereto, various positions with Northern Trust Company (since 1994); member: Chicago Fellowship Board (since 2005), Catalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (since 2012), and a member of its investment committee; formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003-2007) and Northern Trust Hong Kong Board (1997-2004).
 
 
 
 
206
Interested Board Member:
               
                 
JOHN P. AMBOIAN(2)
6/14/61
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Board Member
 
 
 
2008
Class II
 
Chief Executive Officer and Chairman (since 2007) and Director (since 1999) of Nuveen Investments, Inc., formerly, President (1999-2007); Chief Executive Officer (since 2007) of Nuveen Investments Advisers, Inc.; Director (since 1998) formerly, Chief Executive Officer (2007-2010) of Nuveen Fund Advisors, LLC.
 
 
 
 
206
 
Nuveen Investments
 
95

 
 

 
 
Board Members & Officers (Unaudited) (continued)
 
 
Name,
 
Position(s) Held
 
Year First
 
Principal
 
Number
 
Birthdate
 
with the Funds
 
Elected or
 
Occupation(s)
 
of Portfolios
 
and Address
 
   
Appointed(3)
 
During Past 5 Years
 
in Fund Complex
                 
Overseen
                 
by Officer
Officers of the Funds:
               
                   
GIFFORD R. ZIMMERMAN
9/9/56
333 W. Wacker Drive
Chicago, IL 60606
 
 
Chief
Administrative
Officer
 
 
 
1988
 
Managing Director (since 2002), and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; Managing Director (since 2002), Assistant Secretary (since 1997) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (since 2011); Managing Director, Associate General Counsel and Assistant Secretary, of Symphony Asset Management LLC (since 2003); Vice President and Assistant Secretary of NWQ Investment Management Company, LLC (since 2002), Nuveen Investments Advisers Inc. (since 2002), Santa Barbara Asset Management, LLC (since 2006), and of Winslow Capital Management, LLC, (since 2010); Chief Administrative Officer and Chief Compliance Officer (since 2006) of Nuveen Commodities Asset Management, LLC; Chartered Financial Analyst.
 
 
 
206
                   
WILLIAM ADAMS IV
6/9/55
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Vice President
 
 
 
2007
 
Senior Executive Vice President, Global Structured Products (since 2010), formerly, Executive Vice President (1999-2010) of Nuveen Securities, LLC; Co-President of Nuveen Fund Advisors, LLC (since 2011); President (since 2011), formerly, Managing Director (2010-2011) of Nuveen Commodities Asset Management, LLC.
 
105
                   
CEDRIC H. ANTOSIEWICZ
1/11/62
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Vice President
 
 
 
2007
 
Managing Director of Nuveen Securities, LLC.
 
105
                   
MARGO L. COOK
4/11/64
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Vice President
 
 
 
2009
 
Executive Vice President (since 2008) of Nuveen Investments, Inc. and of Nuveen Fund Advisors, LLC (since 2011); Managing Director-Investment Services of Nuveen Commodities Asset Management, LLC (since August 2011), previously, Head of Institutional Asset Management (2007-2008) of Bear Stearns Asset Management; Head of Institutional Asset Management (1986-2007) of Bank of NY Mellon; Chartered Financial Analyst.
 
 
 
206
                   
LORNA C. FERGUSON
10/24/45
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Vice President
 
 
 
1998
 
Managing Director (since 2005) of Nuveen Fund Advisors, LLC and Nuveen Securities, LLC (since 2004).
 
 
 
206
                   
STEPHEN D. FOY
5/31/54
333 W. Wacker Drive
Chicago, IL 60606
 
 
Vice President
and Controller
 
 
 
1998
 
Senior Vice President (since 2010), formerly, Vice President (2005-2010) and Funds Controller of Nuveen Securities, LLC; Vice President of Nuveen Fund Advisors, LLC; Chief Financial Officer of Nuveen Commodities Asset Management, LLC (since 2010); Certified Public Accountant.
 
206
 
96
 
Nuveen Investments
 
 
 

 
 
 
Name,
 
Position(s) Held
 
Year First
 
Principal
 
Number
 
Birthdate
 
with the Funds
 
Elected or
 
Occupation(s)
 
of Portfolios
 
and Address
 
   
Appointed(3)
 
During Past 5 Years
 
in Fund Complex
                 
Overseen
                 
by Officer
Officers of the Funds:
               
SCOTT S. GRACE
8/20/70
333 W. Wacker Drive
Chicago, IL 60606s
 
 
 
Vice President
and Treasurer
 
 
 
 
2009
 
Managing Director, Corporate Finance & Development, Treasurer (since 2009) of Nuveen Securities, LLC; Managing Director and Treasurer (since 2009) of Nuveen Fund Advisors, LLC, Nuveen Investments Advisers, Inc., Nuveen Investments Holdings Inc. and (since 2011) Nuveen Asset Management, LLC; Vice President and Treasurer of NWQ Investment Management Company, LLC, Tradewinds Global Investors, LLC, Symphony Asset Management LLC and Winslow Capital Management, LLC.; Vice President of Santa Barbara Asset Management, LLC; formerly, Treasurer (2006-2009), Senior Vice President (2008-2009), previously, Vice President (2006-2008) of Janus Capital Group, Inc.; formerly, Senior Associate in Morgan Stanley’s Global Financial Services Group (2000-2003); Chartered Accountant Designation.
 
 
 
 
206
                   
WALTER M. KELLY
2/24/70
333 W. Wacker Drive
Chicago, IL 60606
 
 
Chief Compliance|
Officer and
Vice President
 
 
 
 
2003
 
Senior Vice President (since 2008) and Assistant Secretary (since 2003) of Nuveen Fund Advisors, LLC; Senior Vice President (since 2008) of Nuveen Investment Holdings, Inc.; formerly, Senior Vice President (2008-2011) of Nuveen Securities, LLC.
 
 
 
 
206
                   
TINA M. LAZAR
8/27/61
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Vice President
 
 
 
2002
 
Senior Vice President (since 2010), formerly, Vice President (2005-2010) of Nuveen Fund Advisors, LLC.
 
 
206
                   
KEVIN J. MCCARTHY
3/26/66
333 W. Wacker Drive
Chicago, IL 60606
 
 
 
Vice President
and Secretary
 
 
 
 
2007
 
Managing Director and Assistant Secretary (since 2008), Nuveen Securities, LLC; Managing Director (since 2008), Assistant Secretary (since 2007) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director (since 2008), and Assistant Secretary, Nuveen Investment Holdings, Inc.; Vice President (since 2007) and Assistant Secretary of Nuveen Investments Advisers Inc., NWQ Investment Management Company, LLC, NWQ Holdings, LLC, Symphony Asset Management LLC, Santa Barbara Asset Management, LLC, and of Winslow Capital Management, LLC. (since 2010); Vice President and Secretary (since 2010) of Nuveen Commodities Asset Management, LLC; prior thereto, Partner, Bell, Boyd & Lloyd LLP (1997-2007).
 
 
 
 
206
 
Nuveen Investments
 
97

 
 

 
 
Board Members & Officers (Unaudited) (continued)
 
 
Name,
 
Position(s) Held
 
Year First
 
Principal
 
Number
 
Birthdate
 
with the Funds
 
Elected or
 
Occupation(s)
 
of Portfolios
 
and Address
 
   
Appointed(3)
 
During Past 5 Years
 
in Fund Complex
                 
Overseen
                 
by Officer
Officers of the Funds:
               
KATHLEEN L. PRUDHOMME
3/30/53
901 Marquette Avenue
Minneapolis, MN 55402
 
 
 
Vice President and
Assistant Secretary
 
 
 
 
2011
 
Managing Director, Assistant Secretary and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director and Assistant Secretary (since 2011) of Nuveen Securities, LLC; formerly, Deputy General Counsel, FAF Advisors, Inc. (2004-2010).
 
 
 
 
206
 
(1)
For California Premium Income (NCU), California Dividend Advantage (NAC), California Dividend Advantage 2 (NVX), California Dividend Advantage 3 (NZH), Insured California Dividend Advantage (NKL) and Insured California Tax-Free Advantage (NKX), the Board of Trustees is divided into three classes, Class I, Class II, and Class III, with each being elected to serve until the third succeeding annual shareholders’ meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed, except two board members are elected by the holders of Preferred Shares to serve until the next annual shareholders’ meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed. 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.
(2)
Mr. Amboian is an interested trustee because of his position with Nuveen Investments, Inc. and certain of its subsidiaries, which are affiliates of the Nuveen Funds.
(3)
Officers serve one year terms through August 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.

98
 
Nuveen Investments

 
 

 
 
Reinvest Automatically,
Easily and Conveniently
 
Nuveen makes reinvesting easy. A phone call is all it takes to set up your reinvestment account.
 
Nuveen Closed-End Funds Automatic Reinvestment Plan
 
Your Nuveen Closed-End Fund allows you to conveniently reinvest 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 compounding. Just like distributions in cash, there may be times when income or capital gains taxes may be payable on 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 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 greater of the net asset value or 95% of 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. If the Plan Agent begins purchasing Fund shares on the open market while shares are trading below net asset value, but the Fund’s shares subsequently trade at or above their net asset value before the Plan Agent is able to complete its purchases, the Plan Agent may cease open-market purchases and may invest the uninvested portion of the distribution in newly-issued Fund shares at a price equal to the greater of the shares’ net asset value or 95% of the shares’ market value on the last business day immediately prior to the purchase date. Distributions received to purchase shares in the open market will normally be invested shortly after the distribution payment date. No interest will be paid on distributions awaiting reinvestment. Because the market price of the shares may increase before purchases are completed, the average purchase price per share may
 
Nuveen Investments
 
99
 
 
 

 
 
 
Reinvest Automatically,
Easily and Conveniently (continued)
 
exceed the market price at the time of valuation, resulting in the acquisition of fewer shares than if the 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.
 
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 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.
 
100
 
Nuveen Investments
 
 
 

 

 
Glossary of Terms
Used in this Report

Auction Rate Bond: An auction rate bond is a security whose interest payments are adjusted periodically through an auction process, which process typically also serves as a means for buying and selling the bond. Auctions that fail to attract enough buyers for all the shares offered for sale are deemed to have “failed,” with current holders receiving a formula-based interest rate until the next scheduled auction.
   
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.
   
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.
   
Effective Leverage: Effective leverage is a Fund’s effective economic leverage, and includes both regulatory leverage (see leverage) and the leverage effects of certain derivative investments in the Fund’s portfolio. Currently, the leverage effects of Tender Option Bond (TOB) inverse floater holdings are included in effective leverage values, in addition to any regulatory leverage.
   
Gross Domestic Product (GDP): The total market value of all final goods and services produced in a country/region in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports.
   
Inverse Floating Rate Securities: Inverse floating rate securities, also known as inverse floaters or tender option bonds (TOBs), are created by depositing a municipal bond, typically with a fixed interest rate, into a special purpose trust created by a broker-dealer. This trust, in turn, (a) issues floating rate certificates typically paying short-term tax-exempt interest rates to third parties in amounts equal to some fraction of the deposited bond’s par amount or market value, and (b) issues an inverse floating rate certificate (sometimes referred to as an “inverse floater”) to an investor (such as a Fund) interested in gaining investment exposure to a long-term municipal bond. The income received by the holder of the inverse floater varies inversely with the short-term rate paid to the floating rate certificates’ holders, and in most circumstances the holder of the inverse floater bears substantially all of the underlying bond’s downside investment risk. The holder of the inverse floater typically also benefits disproportionately from any potential appreciation of the underlying bond’s value. Hence, an inverse floater essentially represents an investment in the underlying bond on a leveraged basis.
   
Leverage: Using borrowed money to invest in securities or other assets, seeking to increase the return of an investment or portfolio.
 
Nuveen Investments
 
101
 
 
 

 
 
Glossary of Terms
Used in this Report (continued)

Lipper California Municipal Debt Funds Classification Average: Calculated using the returns of all closed-end funds in this category. Lipper returns account for the effects of management fees and assume reinvestment of distributions, but do not reflect any applicable sales charges.
   
Net Asset Value (NAV): The net market value of all securities held in a portfolio.
   
Net Asset Value (NAV) Per Share: The market value of one share of a mutual fund or closed-end fund. For a Fund, the NAV is calculated daily by taking the Fund’s total assets (securities, cash, and accrued earnings), subtracting the Fund’s liabilities, and dividing by the number of shares outstanding.
   
Pre-Refunding: Pre-Refunding, also known as advanced refundings or refinancings, is a procedure used by state and local governments to refinance municipal bonds to lower interest expenses. The issuer sells new bonds with a lower yield and uses the proceeds to buy U.S. Treasury securities, the interest from which is used to make payments on the higher-yielding bonds. Because of this collateral, pre-refunding generally raises a bond’s credit rating and thus its value.
   
Regulatory Leverage: Regulatory leverage consists of preferred shares issued by or borrowings of a Fund. Both of these are part of a Fund’s capital structure. Regulatory leverage is sometimes referred to as “‘40 Act Leverage” and is subject to asset coverage limits set in the Investment Company Act of 1940.
   
S&P Municipal Bond California Index: An unleveraged, market value-weighted index designed to measure the performance of the tax-exempt, investment-grade California municipal bond market. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.
   
S&P Municipal Bond Index: An unleveraged, market value-weighted index designed to measure the performance of the tax-exempt, investment-grade U.S. municipal bond market. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.
   
S&P Municipal Bond Insured Index: An unleveraged, market value-weighted index designed to measure the performance of the insured segment of the U.S. municipal bond market. Index returns assume reinvestment of distributions, but do not reflect any applicable sales charges or management fees.
   
Total Investment Exposure: Total investment exposure is a Fund’s assets managed by the Adviser that are attributable to financial leverage. For these purposes, financial leverage includes a Fund’s use of preferred stock and borrowings and investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust’s issuance of floating rate securities.
   
Zero Coupon Bond: A zero coupon bond does not pay a regular interest coupon to its holders during the life of the bond. Tax-exempt income to the holder of the bond comes from accretion of the difference between the original purchase price of the bond at issuance and the par value of the bond at maturity and is effectively paid at maturity. The market prices of zero coupon bonds generally are more volatile than the market prices of bonds that pay interest periodically.
 
102
 
Nuveen Investments
 
 
 

 
 
 
Additional Fund Information
 
Board of Trustees
John P. Amboian
Robert P. Bremner
Jack B. Evans
William C. Hunter
David J. Kundert
William J. Schneider
Judith M. Stockdale
Carole E. Stone
Virginia L. Stringer
Terence J. Toth
 
Fund Manager
Nuveen Fund Advisors, LLC
333 West Wacker Drive
Chicago, IL 60606
 
Custodian
State Street Bank
& Trust Company
Boston, MA
 
Transfer Agent and Shareholder Services
State Street Bank &
Trust Company
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
 
Quarterly Portfolio of Investments and Proxy Voting Information
 
You may obtain (i) each Fund’s quarterly portfolio of investments, (ii) information regarding how each Fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, and (iii) a description of the policies and procedures that each Fund used to determine how to vote proxies relating to portfolio securities 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 (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 100 F Street NE, Washington, D.C. 20549.
 
CEO Certification Disclosure
 
Each Fund’s Chief Executive Officer (CEO) has submitted to the New York Stock Exchange (NYSE) the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual.
 
Each Fund has filed with the SEC the certification of its Chief Executive Officer and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act.
 
Common Share Information
 
Each Fund intends to repurchase shares of its own common stock in the future at such times and in such amounts as is deemed advisable. During the period covered by this report, the Funds repurchased shares of their common stock as shown in the accompanying table.
 
 
Common Shares
Fund
Repurchased
NCU
NAC
NVX
NZH
NKX
 
Any future repurchases will be reported to shareholders in the next annual or semi-annual report.

Nuveen Investments
 
103
 
 
 

 

 
Nuveen Investments:
Serving Investors for Generations
 
Since 1898, financial advisors and their clients have relied on Nuveen Investments to provide dependable investment solutions through continued adherence to proven, long-term investing principles. Today, we offer a range of high quality equity and fixed-income solutions designed to be integral components of a well-diversified core portfolio.
 
Focused on meeting investor needs.
 
Nuveen Investments provides high-quality investment services designed to help secure the long-term goals of institutional and individual investors as well as the consultants and financial advisors who serve them. Nuveen Investments markets a wide range of specialized investment solutions which provide investors access to capabilities of its high-quality boutique investment affiliates—Nuveen Asset Management, Symphony Asset Management, NWQ Investment Management Company, Santa Barbara Asset Management, Tradewinds Global Investors, Winslow Capital Management and Gresham Investment Management. In total, Nuveen Investments managed $219 billion as of December 31, 2012.
 
Find out how we can help you.
 
To learn more about how the products and services of Nuveen Investments may be able to help you meet your financial goals, talk to your financial advisor, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Investors should consider the investment objective and policies, risk considerations, charges and expenses of any investment carefully. Where applicable, be sure to obtain a prospectus, which contains this and other relevant information. To obtain 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.
 
Learn more about Nuveen Funds at: www.nuveen.com/cef
 
Distributed by
Nuveen Securities, LLC
333 West Wacker Drive
Chicago, IL 60606
www.nuveen.com
 
EAN-B-0213D
 
 

 

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/CEF/Shareholder/FundGovernance.aspx. (To view the code, click on Code of Conduct.)

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

The registrant's Board of Directors or Trustees (“Board”) 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 Carole E. Stone, who is “independent” for purposes of Item 3 of Form N-CSR.

Ms. Stone served for five years as Director of the New York State Division of the Budget. As part of her role as Director, Ms. Stone was actively involved in overseeing the development of the State's operating, local assistance and capital budgets, its financial plan and related documents; overseeing the development of the State's bond-related disclosure documents and certifying that they fairly presented the State's financial position; reviewing audits of various State and local agencies and programs; and coordinating the State's system of internal audit and control. Prior to serving as Director, Ms. Stone worked as a budget analyst/examiner with increasing levels of responsibility over a 30 year period, including approximately five years as Deputy Budget Director.  Ms. Stone has also served as Chair of the New York State Racing Association Oversight Board, as Chair of the Public Authorities Control Board, as a Commissioner on the New York State Commission on Public Authority Reform and as a member of the Boards of Directors of several New York State public authorities. These positions have involved overseeing operations and finances of certain entities and assessing the adequacy of project/entity financing and financial reporting. Currently, Ms. Stone is on the Board of Directors of CBOE Holdings, Inc., of the Chicago Board Options Exchange, and of C2 Options Exchange. Ms. Stone's position on the boards of these entities and as a member of both CBOE Holdings' Audit Committee and its Finance Committee has involved, among other things, the oversight of audits, audit plans and preparation of financial statements.
 
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Nuveen California Dividend Advantage Municipal Fund 2

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 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 1
   
Billed to Fund 2
   
Billed to Fund 3
   
Billed to Fund 4
 
February 28, 2013
$ 22,250     $ 0     $ 0     $ 0  
                               
Percentage approved
  0 %     0 %     0 %     0 %
pursuant to
                             
pre-approval
                             
exception
                             
                               
February 29, 2012
$ 21,200     $ 12,500     $ 0     $ 0  
                               
Percentage approved
  0 %     0 %     0 %     0 %
pursuant to
                             
pre-approval
                             
exception
                             
                               
1 "Audit Fees" are the aggregate fees billed for professional services for the audit of the Fund's annual financial statements and services provided in
 
connection with statutory and regulatory filings or engagements.
                         
                               
2 "Audit Related Fees" are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review
 
of financial statements that are not reported under "Audit Fees". These fees include offerings related to the Fund's common shares and leverage.
 
                               
3 "Tax Fees" are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global
 
withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculations performed by the principal accountant.
 
                               
4 "All Other Fees" are the aggregate fees billed for products and services other than "Audit Fees", "Audit-Related Fees" and "Tax Fees". These fees
 
represent all "Agreed-Upon Procedures" engagements pertaining to the Fund's use of leverage.
         
 
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 Fund Advisors, LLC (formerly Nuveen Fund Advisors, Inc.) (the “Adviser” or “NFA”), and any entity controlling, controlled by or under common control with the Adviser 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.

 
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
Fiscal Year Ended
Service Providers
Service Providers
Service Providers
February 28, 2013
 $                                0
 $                                      0
 $                                    0
       
Percentage approved
0%
0%
0%
pursuant to
     
pre-approval
     
exception
     
February 29, 2012
 $                                0
 $                                      0
 $                                    0
       
Percentage approved
0%
0%
0%
pursuant to
     
pre-approval
     
exception
     

NON-AUDIT SERVICES

The following table shows the amount of fees that Ernst & Young LLP billed during the Fund's last two full fiscal years for non-audit services. The Audit Committee is required to pre-approve non-audit services that Ernst & Young LLP provides to the Adviser and any Affiliated Fund Services Provider, if the engagement related directly to the Fund's operations and financial reporting (except for those subject to the pre-approval 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.

   
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
 
Fiscal Year Ended
Billed to Fund
reporting of the Fund)
engagements)
Total
February 28, 2013
 $                                0
 $                                      0
 $                                    0
 $                           0
February 29, 2012
 $                                0
 $                                      0
 $                                    0
 $                           0
         
"Non-Audit Fees billed to Fund" for both fiscal year ends represent "Tax Fees" and "All Other Fees" billed to Fund in their respective
amounts from the previous table.
       
         
Less than 50 percent of the hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year were
attributed to work performed by persons other than the principal accountant's full-time, permanent employees.
 
 
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 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, Terence J. Toth, William J. Schneider, Carole E. Stone and David J. Kundert.

ITEM 6. SCHEDULE OF INVESTMENTS.

a) See Portfolio of Investments in Item 1.

b) Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Nuveen Fund Advisors, LLC, formerly known as Nuveen Fund Advisors, Inc., is the registrant’s investment adviser (also referred to as the “Adviser”). The Adviser is responsible for the on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged Nuveen Asset Management, LLC (“Sub-Adviser”) as Sub-Adviser to provide discretionary investment advisory services. As part of these services, the Adviser has delegated to the Sub-Adviser the full responsibility for proxy voting on securities held in the registrant’s portfolio and related duties in accordance with the Sub-Adviser's policy and procedures. The Adviser periodically monitors the Sub-Adviser's voting to ensure that it is carrying out its duties. The Sub-Adviser’s proxy voting policies and procedures are attached to this filing as an exhibit and incorporated herein by reference.
 
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Nuveen Fund Advisors, LLC, formerly known as Nuveen Fund Advisors, Inc., is the registrant’s investment adviser (also referred to as the “Adviser”).  The Adviser is responsible for the selection and on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services.  The Adviser has engaged Nuveen Asset Management, LLC (“Nuveen Asset Management” or “Sub-Adviser”) as Sub-Adviser to provide discretionary investment advisory services. The following section provides information on the portfolio manager at the Sub-Adviser:

The Portfolio Manager

The following individual has primary responsibility for the day-to-day implementation of the registrant’s investment strategies:
 
Name
Fund
Scott R. Romans
Nuveen California Dividend Advantage Municipal Fund 2

Other Accounts Managed. In addition to managing the registrant, the portfolio manager is also primarily responsible for the day-to-day portfolio management of the following accounts:
 
Portfolio Manager
Type of Account
Managed
Number of
Accounts
Assets*
Scott R. Romans
Registered Investment Company
26
$6.80 billion
 
Other Pooled Investment Vehicles
0
$0
 
Other Accounts
2
$1.37 million
*
Assets are as of February 28, 2013.  None of the assets in these accounts are subject to an advisory fee based on performance.

POTENTIAL MATERIAL CONFLICTS OF INTEREST

Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple accounts are presented a number of potential conflicts, including, among others, those discussed below.

The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. Nuveen Asset Management seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.

If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with these situations, Nuveen Asset Management has adopted procedures for allocating limited opportunities across multiple accounts.

With respect to many of its clients’ accounts, Nuveen Asset Management determines which broker to use to execute transaction orders, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts, Nuveen Asset Management may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, Nuveen Asset Management may place separate, non-simultaneous, transactions for a Fund and other accounts which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the other accounts.

Some clients are subject to different regulations. As a consequence of this difference in regulatory requirements, some clients may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other accounts managed by the portfolio manager. Finally, the appearance of a conflict of interest may arise where Nuveen Asset Management has an incentive, such as a performance-based management fee, which relates to the management of some accounts, with respect to which a portfolio manager has day-to-day management responsibilities.

Nuveen Asset Management has adopted certain compliance procedures which are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

Item 8(a)(3).
FUND MANAGER COMPENSATION

Portfolio manager compensation consists primarily of base pay, an annual cash bonus and long term incentive payments.

Base pay. Base pay is determined based upon an analysis of the portfolio manager’s general performance, experience, and market levels of base pay for such position.

Annual cash bonus.  The Fund’s portfolio managers are eligible for an annual cash bonus based on investment performance, qualitative evaluation and financial performance of Nuveen Asset Management.

A portion of each portfolio manager’s annual cash bonus is based on the Fund’s investment performance, generally measured over the past one- and three or five-year periods unless the portfolio manager’s tenure is shorter. Investment performance for the Fund generally is determined by evaluating the Fund’s performance relative to its benchmark(s) and/or Lipper industry peer group.

A portion of the cash bonus is based on a qualitative evaluation made by each portfolio manager’s supervisor taking into consideration a number of factors, including the portfolio manager’s team collaboration, expense management, support of personnel responsible for asset growth, and his or her compliance with Nuveen Asset Management’s policies and procedures.
 
The final factor influencing a portfolio manager’s cash bonus is the financial performance of Nuveen Asset Management based on its operating earnings.

Long-term incentive compensation. Certain key employees of Nuveen Investments and its affiliates, including certain portfolio managers, have received equity interests in the parent company of Nuveen Investments. In addition, certain key employees of Nuveen Asset Management, including certain portfolio managers, have received profits interests in Nuveen Asset Management which entitle their holders to participate in the firm’s growth over time.

There are generally no differences between the methods used to determine compensation with respect to the Fund and the Other Accounts shown in the table above.

Beneficial Ownership of Securities.  As of February 28, 2013 the portfolio manager beneficially owned the following dollar range of equity securities issued by the Registrant and other Nuveen Funds managed by Nuveen Asset Management’s municipal investment team.

Name of Portfolio Manager
Fund
Dollar range of
equity securities
beneficially
owned in Fund
Dollar range of equity
securities beneficially
owned in the remainder of
Nuveen funds managed by
Nuveen Asset Management’s
municipal investment team
Scott R. Romans
Nuveen California Dividend Advantage Municipal Fund 2
$0
$0

PORTFOLIO MANAGER BIO:

Scott R. Romans, PhD, Senior Vice President of Nuveen Asset Management, joined Nuveen Investments in 2000 as a senior analyst in the education sector. In 2003, he was assigned management responsibility for several closed- and open-ended municipal bond funds most of which are state funds covering California and other western states.   Currently, he manages investments for 27 Nuveen-sponsored investment companies.  He holds an undergraduate degree from the University of Pennsylvania and an MA and PhD from the University of Chicago.
 
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.

(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/CEF/Shareholder/FundGovernance.aspx and there were no amendments during the period covered by this report. (To view the code, click on 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 Dividend Advantage Municipal Fund 2

By (Signature and Title) /s/ Kevin J. McCarthy
Kevin J. McCarthy
Vice President and Secretary

Date: May 8, 2013

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: May 8, 2013
 
By (Signature and Title) /s/ Stephen D. Foy
Stephen D. Foy
Vice President and Controller
(principal financial officer)

Date: May 8, 2013