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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-8A
NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a)
OF THE INVESTMENT COMPANY ACT OF 1940
The undersigned investment company hereby notifies the Securities and
Exchange Commission that it registers under and pursuant to the provisions of
Section 8(a) of the Investment Company Act of 1940 and in connection with such
notification of registration submits the following information:
NAME: Nuveen Flagship Multistate Trust II
ADDRESS OF PRINCIPAL BUSINESS OFFICE (NO. & STREET, CITY, STATE ZIP CODE):
333 West Wacker Drive, Chicago, Illinois 60606
TELEPHONE NUMBER (INCLUDING AREA CODE): 312-917-7700
NAME AND ADDRESS OF AGENT FOR SERVICE OF PROCESS:
James J. Wesolowski, Esq.
Vice President and Secretary
333 West Wacker Drive
Chicago, Illinois 60606
copy to:
Cathy G. O'Kelly
Vedder, Price, Kaufman & Kammholz
222 N. LaSalle Street
Chicago, Illinois 60606
CHECK APPROPRIATE BOX:
Registrant is filing a Registration Statement pursuant to Section 8(b) of
the Investment Company Act of 1940 concurrently with the filing of form N-8A:
Yes [ ] No [X]
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ITEM 1. EXACT NAME OF REGISTRANT.
Nuveen Flagship Multistate Trust II.
ITEM 2. NAME OF STATE UNDER THE LAWS OF WHICH REGISTRANT WAS ORGANIZED OR
CREATED AND THE DATE OF SUCH ORGANIZATION OR CREATION.
Massachusetts; July 1, 1996.
ITEM 3. FORM OF ORGANIZATION OF REGISTRATION (FOR EXAMPLE, CORPORATION,
PARTNERSHIP, TRUST, JOINT STOCK COMPANY, ASSOCIATION, FUND).
Massachusetts Business Trust.
ITEM 4. CLASSIFICATION OF REGISTRANT (FACE-AMOUNT CERTIFICATE COMPANY,
UNIT INVESTMENT TRUST, OR MANAGEMENT COMPANY).
Management Company.
ITEM 5. IF REGISTRANT IS A MANAGEMENT COMPANY:
(a) STATE WHETHER REGISTRANT IS A "CLOSED-END" COMPANY OR AN
"OPEN-END" COMPANY;
open-end company.
(b) STATE WHETHER REGISTRANT IS REGISTERING AS A "DIVERSIFIED"
COMPANY OR A "NON-DIVERSIFIED" COMPANY (READ INSTRUCTION 4(i) CAREFULLY
BEFORE REPLYING).
Registrant is an open-end management series company under
Rule 18f-2. Certain series will be "diversified" and certain
series will be "non-diversified."
ITEM 6. NAME AND ADDRESS OF EACH INVESTMENT ADVISER OF REGISTRANT.
Nuveen Advisory Corp.
333 West Wacker Drive
Chicago, Illinois 60606
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ITEM 7. IF REGISTRANT IS AN INVESTMENT COMPANY HAVING A BOARD OF
DIRECTORS, STATE THE NAME AND ADDRESS OF EACH OFFICER AND DIRECTOR OF
REGISTRANT.
Registrant maintains a board of trustees.
Name and Address: Position with Registrant:
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Timothy R. Schwertfeger Chairman and Trustee
333 W. Wacker Drive
Chicago, IL 60606
Lawrence H. Brown Trustee
201 Michigan Avenue
Highwood, IL 60040
Anthony T. Dean President and Trustee
333 W. Wacker Drive
Chicago, IL 60606
Anne E. Impellizzeri Trustee
3 West 29th Street
New York, NY 10001
Margaret K. Rosenheim Trustee
969 East 60th Street
Chicago, IL 60637
Peter R. Sawers Trustee
22 The Landmark
Northfield, IL 60093
William M. Fitzgerald Vice President
333 W. Wacker Drive
Chicago, IL 60606
Kathleen M. Flanagan Vice President
333 W. Wacker Drive
Chicago, IL 60606
J. Thomas Futrell Vice President
333 W. Wacker Drive
Chicago, IL 60606
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Steven J. Krupa Vice President
333 W. Wacker Drive
Chicago, IL 60606
Anna R. Kucinskis Vice President
333 W. Wacker Drive
Chicago, IL 60606
Larry W. Martin Vice President and
333 W. Wacker Drive Assistant Secretary
Chicago, IL 60606
O. Walter Renfftlen Vice President and Controller
333 W. Wacker Drive
Chicago, IL 60606
Thomas C. Spalding, Jr. Vice President
333 W. Wacker Drive
Chicago, IL 60606
H. William Stabenow Vice President and Treasurer
333 W. Wacker Drive
Chicago, IL 60606
James J. Wesolowski Vice President and Secretary
333 W. Wacker Drive
Chicago, IL 60606
Gifford R. Zimmerman Vice President and
333 W. Wacker Drive Assistant Secretary
Chicago, IL 60606
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ITEM 8. IF REGISTRANT IS AN UNINCORPORATED INVESTMENT COMPANY NOT HAVING
A BOARD OF DIRECTORS:
(a) STATE THE NAME AND ADDRESS OF EACH SPONSOR OF REGISTRANT;
(b) STATE THE NAME AND ADDRESS OF EACH OFFICER AND DIRECTOR OF EACH
SPONSOR OF REGISTRANT;
(c) STATE THE NAME AND ADDRESS OF EACH TRUSTEE AND EACH CUSTODIAN OF
REGISTRANT.
Not Applicable.
ITEM 9. (a) STATE WHETHER REGISTRANT IS CURRENTLY ISSUING AND OFFERING
ITS SECURITIES DIRECTLY TO THE PUBLIC (YES OR NO).
No
(b) IF REGISTRANT IS CURRENTLY ISSUING AND OFFERING ITS SECURITIES
TO THE PUBLIC THROUGH AN UNDERWRITER, STATE THE NAME AND ADDRESS OF SUCH
UNDERWRITER.
Not applicable.
(c) IF THE ANSWER TO ITEM 9(a) IS "NO" AND THE ANSWER TO ITEM 9(b)
IS "NOT APPLICABLE," STATE WHETHER REGISTRANT PRESENTLY PROPOSES TO MAKE A
PUBLIC OFFERING OF ITS SECURITIES (YES OR NO).
Yes.
(d) STATE WHETHER REGISTRANT HAS ANY SECURITIES CURRENTLY ISSUED AND
OUTSTANDING (YES OR NO).
Yes
(e) IF THE ANSWER TO ITEM 9(d) IS "YES," STATE AS OF A DATE NOT TO
EXCEED TEN DAYS PRIOR TO THE FILING OF THIS NOTIFICATION OF REGISTRATION THE
NUMBER OF BENEFICIAL OWNERS OF REGISTRANT'S OUTSTANDING SECURITIES (OTHER THAN
SHORT-TERM PAPER) AND THE NAME OF ANY COMPANY OWNING 10 PERCENT OR MORE OF
REGISTRANT'S OUTSTANDING VOTING SECURITIES.
There is one beneficial owner of registrant's outstanding securities; Nuveen
Advisory Corp.
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ITEM 10. STATE THE CURRENT VALUE OF REGISTRANT'S TOTAL ASSETS.
$100,000
ITEM 11. STATE WHETHER REGISTRANT HAS APPLIED OR INTENDS TO APPLY FOR A
LICENSE TO OPERATE AS A SMALL BUSINESS INVESTMENT COMPANY UNDER THE SMALL
BUSINESS INVESTMENT ACT OF 1958 (YES OR NO).
No.
ITEM 12. ATTACH AS AN EXHIBIT A COPY OF THE REGISTRANT'S LAST REGULAR
PERIODIC REPORT TO ITS SECURITYHOLDERS, IF ANY.
Not applicable.
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has caused this notification of registration to be duly signed on
its behalf of the City of Chicago and State of Illinois on the 30th day of
July, 1996.
NUVEEN FLAGSHIP MULTISTATE TRUST II
By: /s/ JAMES J. WESOLOWSKI
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James J. Wesolowski, Esq.
Vice President and Secretary
ATTEST:
/s/ GIFFORD R. ZIMMERMAN
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Gifford R. Zimmerman
Vice President and Assistant Secretary