<PAGE>
As filed with the Securities and Exchange Commission on June 28, 2000
================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933 [_]
File No. 2-78736
Pre-Effective Amendment No.--- [_]
Post-Effective Amendment No. 20 [X]
---
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940
[_]
File No. 811-3531
Amendment No. 21 [X]
---
Nuveen Municipal Money Market Fund, Inc.
(Exact Name of Registrant as Specified in Charter)
333 West Wacker Drive, Chicago, Illinois 60606
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (312) 917-7700
Gifford R. Zimmerman, Esq.--Vice President and Assistant Secretary
333 West Wacker Drive
Chicago, Illinois 60606
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box):
[X] Immediately upon filing [_] on (date) pursuant to paragraph (a)(1)
pursuant to paragraph (b)
[_] on (date) pursuant [_] 75 days after filing pursuant
to paragraph (b) to paragraph (a)(2)
[_] 60 days after filing [_] on (date) pursuant to paragraph
pursuant to paragraph (a)(1) (a)(2) of Rule 485.
If appropriate, check the following box:
[_] This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
================================================================================
<PAGE>
NUVEEN MUNICIPAL MONEY MARKET FUND, INC.
CONTENTS
OF
POST-EFFECTIVE AMENDMENT NO. 20
TO
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
FILE NO. 2-78736
AND
AMENDMENT NO. 21
TO
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
FILE NO. 811-3531
This Registration Statement comprises the following papers and contents:
The Facing Sheet
Table of Contents
Part A--The Prospectus
Part B--The Statement of Additional Information
Copy of Annual Report to Shareholders (the financial
statements from which are incorporated by reference into the
Statement of Additional Information)
Part C--Other Information
Signatures
Index to Exhibits
Exhibits
<PAGE>
PART A--PROSPECTUS
NUVEEN MUNICIPAL MONEY MARKET FUND, INC.
333 West Wacker Drive
Chicago, Illinois 60606
<PAGE>
NUVEEN
Investments
Municipal
Money Market
Funds
PROSPECTUS JUNE 28, 2000
For investors seeking tax-free income, stability and liquidity in a flexible
cash management investment.
INVEST WELL
LOOK AHEAD
LEAVE YOUR MARK/SM/
[PHOTO APPEARS HERE]
California Tax-Exempt Money Market Fund
New York Tax-Exempt Money Market Fund
Municipal Money Market Fund
The Securities and Exchange Commission has not approved or disapproved these
securities or passed upon the adequacy of this prospectus. Any representation to
the contrary is a criminal offense.
<PAGE>
We have used the icons below throughout this prospectus to make it easy for you
to find the type of information you need.
Investment
Strategy
Risks
Fees, Charges
and Expenses
Shareholder
Instructions
Performance and
Current Portfolio
Information
Table of Contents
Section 1 The Funds
This section provides you with an overview of the funds including investment
objectives, portfolio holdings and historical performance information.
Introduction 1
-------------------------------------------------------------------------------
Nuveen California Tax-Exempt Money Market Fund 2
-------------------------------------------------------------------------------
Nuveen New York Tax-Exempt Money Market Fund 4
-------------------------------------------------------------------------------
Nuveen Municipal Money Market Fund 6
-------------------------------------------------------------------------------
Section 2 How We Manage Your Money
This section gives you a detailed discussion of our investment and risk
management strategies.
Who Manages the Funds 8
-------------------------------------------------------------------------------
What Securities We Invest In 8
-------------------------------------------------------------------------------
How We Select Investments 10
-------------------------------------------------------------------------------
What the Risks Are and How We Manage Them 10
-------------------------------------------------------------------------------
Section 3 How You Can Buy and Sell Shares
This section provides the information you need to move money into and out
of your account.
How to Buy Shares 12
-------------------------------------------------------------------------------
Systematic Investing 13
-------------------------------------------------------------------------------
Special Services 13
-------------------------------------------------------------------------------
How to Sell Shares 14
-------------------------------------------------------------------------------
Section 4 General Information
This section summarizes the funds' distribution policies and other general
fund information.
Dividends, Distributions and Taxes 16
-------------------------------------------------------------------------------
Service Plan 17
-------------------------------------------------------------------------------
Net Asset Value 18
-------------------------------------------------------------------------------
Fund Service Providers 18
-------------------------------------------------------------------------------
Section 5 Financial Highlights
This section provides the funds' financial performance for the past five
years. 19
-------------------------------------------------------------------------------
Appendix Additional State Information 22
-------------------------------------------------------------------------------
<PAGE>
June 28, 2000
Section 1 The Funds
Nuveen California Tax-Exempt Money Market Fund
Nuveen New York Tax-Exempt Money Market Fund
Nuveen Municipal Money Market Fund
--------------------------------------------------------------------------------
Introduction
--------------------------------------------------------------------------------
This prospectus is intended to provide important information to help you
evaluate whether one of the Nuveen Mutual Funds listed above may be right for
you. Please read it carefully before investing and keep it for future
reference.
NOT FDIC OR GOVERNMENT INSURED MAY LOSE VALUE NO BANK GUARANTEE
Section 1 The Funds 1
<PAGE>
Nuveen California Tax-Exempt
Money Market Fund
-------------------------------------------------------------------------------
Fund Overview
-------------------------------------------------------------------------------
Investment Objective
The fund's investment objective is to provide as high a level of current income
exempt from both regular federal and California personal income taxes as is
consistent with the stability of principal and the maintenance of liquidity.
How the Fund Pursues Its Objective
The fund invests substantially all of its assets in high quality, California
tax-exempt money market instruments that the fund's investment adviser believes
present minimal credit risks. The adviser selects money market instruments based
on its assessment of current market interest rates and its market outlook. The
adviser seeks to identify money market instruments with favorable
characteristics the adviser believes are not yet recognized by the market.
What are the Risks of Investing in the Fund?
While the fund invests in securities its investment adviser believes present
minimal credit and interest rate risks, the fund is not risk free. The value of
the fund's investments may be adversely affected by changes in prevailing
interest rates, an issuer's credit quality or California's economy. The fund's
investment policies are designed to mitigate these risks and maintain a constant
price per share of $1.00, but there can be no guarantee of this. Like any mutual
fund investment, loss of money is a risk of investing. An investment in the fund
is not FDIC or government insured, or a bank deposit.
Is This Fund Right for You?
The fund may be appropriate for you if you seek to:
. Earn regular income on your cash reserves with check-writing privileges;
. Maintain stability of principal;
. Make gradual transfers into stock or bond funds; or
. Lower the overall risk of your investment portfolio.
You should not invest in this fund if you seek to pursue long-term growth of
principal.
-------------------------------------------------------------------------------
How the Fund Has Performed
-------------------------------------------------------------------------------
The chart and table below illustrate annual fund returns for each of the past
ten years as well as annualized fund and index returns for the one-, five- and
ten-year periods ended December 31, 1999. This information is intended to help
you assess the variability of fund returns over the past ten years (and
consequently, the potential rewards and risks of a fund investment). Past
performance is not necessarily an indication of future performance.
Total Returns
[BAR CHART APPEARS HERE]
<TABLE>
<CAPTION>
Year Annual Returns*
---- ---------------
<S> <C>
1990 5.39%
1991 4.09%
1992 2.44%
1993 1.96%
1994 2.38%
1995 3.44%
1996 2.99%
1997 3.15%
1998 2.97%
1999 2.64%
</TABLE>
*The year-to-date return as of March 31, 2000 was .63%.
During the last ten years ended December 31, 1999, the highest and lowest
quarterly returns were 1.36% and .45%, respectively, for the quarters ended
June 30, 1990 and March 31, 1993.
<PAGE>
<TABLE>
<CAPTION>
Average Annual Total Returns for
the Periods Ended December 31, 1999
-----------------------------------
1 Year 5 Year 10 Year
-----------------------------------
<S> <C> <C> <C>
Nuveen California Tax-
Exempt Money
Market Fund 2.64% 3.04% 3.14%
----------------------------------------------------------
Lipper Index/1/ 2.52% 3.03% 3.14%
</TABLE>
Based on the seven-day period ended December 31, 1999, the fund's yield was
3.58%, and the taxable equivalent yield (using the maximum combined federal and
California income tax rate of 45.0%) was 6.51%. For the fund's current yields,
please call Nuveen at (800) 257-8787.
2 Section 1 The Funds
<PAGE>
--------------------------------------------------------------------------------
What are the Costs of Investing?
--------------------------------------------------------------------------------
These tables describe the fees and expenses that you may pay if you buy and hold
shares of the fund.
Shareholder Transaction Expenses
Paid Directly From Your Investment
---------------------------------------------------
Maximum Sales Charge Imposed
on Purchases None
---------------------------------------------------
Maximum Sales Charge Imposed
on Reinvested Dividends None
---------------------------------------------------
Exchange Fees None
---------------------------------------------------
Annual Fund Operating Expenses/2/
Paid From Fund Assets
Management Fees .40%
----------------------------------------------------
12b-1 Distribution and Service Fees/2/ .25%
----------------------------------------------------
Other Expenses .35%
====================================================
Total Annual Fund Operating Expenses--Gross+ 1.00%
----------------------------------------------------
+ After Expense Reimbursements
Expense Reimbursements (.35%)
Total Annual Fund Operating Expenses--Net .65%
The adviser undertook to reimburse expenses through December 31, 1999 in an
amount necessary to limit total operating expenses to 55%. The adviser
currently is reimbursing expenses at a lower rate, but may modify or
discontinue this at any time. Net operating expenses are likely to be higher
in the current fiscal year.
Example
The following example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
you invest $10,000 in the fund for the time periods indicated, and then redeem
all your shares at the end of a period. The example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
remain the same. Your actual costs may be higher or lower.
1 Year $ 102
---------------------------------------------------
3 Years $ 318
---------------------------------------------------
5 Years $ 552
---------------------------------------------------
10 Years $ 1,225
---------------------------------------------------
--------------------------------------------------------------------------------
How the Fund Is Invested (as of 02/29/00)
--------------------------------------------------------------------------------
Portfolio Statistics
Weighted Average Maturity (Days) 32
---------------------------------------------------
Credit Quality/3/
Standard & Poor's Moody's
SP-1+, SP-1, A-1+, A-1 VMIG-1, MIG-1, P-1 88%
----------------------------------------------------
A-2 VMIG-2, MIG-2, P-2 2%
----------------------------------------------------
N/R NR 10%
----------------------------------------------------
Sector Diversification (Top 5)
Tax Obligation/General 18%
----------------------------------------------------
Healthcare 14%
----------------------------------------------------
Utilities 14%
----------------------------------------------------
Tax Obligation/Limited 13%
----------------------------------------------------
Housing/Multifamily 12%
1. Lipper Index returns reflect the performance of funds in the Lipper
California Tax-Exempt Money Market Index. Returns assume reinvestment of
dividends and do not reflect any applicable sales charge.
2. Annual Fund Operating Expenses have been restated to reflect current fees
payable under the 12b-1 Plan.
3. Ratings: Using the higher of Standard & Poor's or Moody's rating.
Section 1 The Funds 3
<PAGE>
Nuveen New York Tax-Exempt Money Market Fund
Fund Overview
Investment Objective
The fund's investment objective is to provide as high a level of current income
exempt from both regular federal and New York personal income taxes as is
consistent with the stability of principal and the maintenance of liquidity.
How the Fund Pursues Its Objective
The Fund invests substantially all of its assets in high quality New York
tax-exempt money market instruments that the fund's investment adviser believes
present minimal credit risks. The adviser selects money market instruments based
on its assessment of current market interest rates and its market outlook. The
adviser seeks to identify money market instruments with favorable
characteristics the adviser believes are not yet recognized by the market.
What are the Risks of Investing in the Fund?
While the fund invests in securities its investment adviser believes present
minimal credit and interest rate risks, the fund is not risk free. The value of
the fund's investments may be adversely affected by changes in prevailing
interest rates, an issuer's credit quality or New York's economy. The fund's
investment policies are designed to mitigate these risks and maintain a constant
price per share of $1.00, but there can be no guarantee of this. Like any mutual
fund investment, loss of money is a risk of investing. An investment in the fund
is not FDIC or government insured, or a bank deposit.
Is This Fund Right for You?
The fund may be appropriate for you if you seek to:
.Earn monthly tax-free income on your cash reserves with check-writing
privileges;
.Maintain stability of principal;
.Make gradual transfers into stock or bond funds; or
.Lower the overall risk of your investment portfolio.
You should not invest in this fund if you seek to pursue long-term growth of
principal.
How the Fund Has Performed
The chart and table below illustrate annual fund returns for each of the past
ten years as well as annualized fund and index returns for the one-, five- and
ten-year periods ended December 31, 1999. This information is intended to help
you assess the variability of fund returns over the past ten years (and
consequently, the potential rewards and risks of a fund investment). Past
performance is not necessarily an indication of future performance.
Total Returns
[BAR CHART APPEARS HERE]
<TABLE>
<CAPTION>
Annual Returns*
<S> <C>
1990 5.19%
1991 3.92%
1992 2.23%
1993 1.62%
1994 2.17%
1995 3.45%
1996 2.92%
1997 3.15%
1998 2.87%
1999 2.68%
</TABLE>
* The year-to-date return as of March 31, 2000 was .70%.
During the last ten years ended December 31, 1999, the highest and lowest
quarterly returns were 1.30% and .34%, respectively, for the quarters ended
June 30, 1990 and March 31, 1993.
<TABLE>
<CAPTION>
Average Annual Total Returns for
the Periods Ended December 31, 1999
-----------------------------------
1 Year 5 Year 10 Year
-----------------------------------
<S> <C> <C> <C>
Nuveen New York
Tax-Exempt Money
Market Fund 2.68% 3.01% 3.02%
----------------------------------------------------------------
Lipper Index/1/ 2.62% 2.95% 3.05%
</TABLE>
Based on the seven-day period ended December 31, 1999, the fund's yield was
3.95%, and the taxable equivalent yield (using the maximum combined federal and
New York income tax rate of 43.5%) was 6.99%. For the fund's current yields,
please call Nuveen at (800) 257-8787.
4 Section 1 The Funds
<PAGE>
--------------------------------------------------------------------------------
What are the Costs of Investing?
--------------------------------------------------------------------------------
These tables describe the fees and expenses that you may pay if you buy and hold
shares of the fund.
Shareholder Transaction Expenses
Paid Directly From Your Investment
------------------------------------------------------
Maximum Sales Charge Imposed
on Purchases None
------------------------------------------------------
Maximum Sales Charge Imposed
on Reinvested Dividends None
------------------------------------------------------
Exchange Fees None
------------------------------------------------------
Annual Fund Operating Expenses/2/
Paid From Fund Assets
------------------------------------------------------
Management Fees .40%
------------------------------------------------------
12b-1 Distribution and Service Fees/2/ .25%
------------------------------------------------------
Other Expenses .31%
------------------------------------------------------
Total Annual Fund Operating Expenses--Gross+ .96%
------------------------------------------------------
+ After Expense Reimbursements
Expense Reimbursements (.32%)
Total Annual Fund Operating Expenses--Net .64%
The adviser undertook to reimburse expenses through December 31, 1999 in an
amount necessary to limit total operating expenses to .55%. The adviser
currently is reimbursing expenses at a lower rate, but may modify or discontinue
this at any time. Net operating expenses are likely to be higher in the current
fiscal year.
Example
The following example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
you invest $10,000 in the fund for the time periods indicated, and then redeem
all your shares at the end of a period. The example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
remain the same. Your actual costs may be higher or lower.
-------------------------------------------------------------
1 Year $ 98
-------------------------------------------------------------
3 Years $ 306
-------------------------------------------------------------
5 Years $ 531
-------------------------------------------------------------
10 Years $1,178
-------------------------------------------------------------
--------------------------------------------------------------------------------
How the Fund Is Invested (as of 02/29/00)
--------------------------------------------------------------------------------
Portfolio Statistics
Weighted Average Maturity (Days) 29
-------------------------------------------------------------
Credit Quality/3/
Standard & Poor's Moody's
SP-1+, SP-1, A-1+, A-1 VMIG-1, MIG-1, P-1 82%
-------------------------------------------------------------
A-2 VMIG-2, MIG-2, P-2 9%
-------------------------------------------------------------
N/R N/R 9%
-------------------------------------------------------------
Sector Diversification (Top 5)
-------------------------------------------------------------
Tax Obligation/General 30%
-------------------------------------------------------------
Education and Civic Organizations 17%
-------------------------------------------------------------
Housing/Multifamily 15%
-------------------------------------------------------------
Transportation 9%
-------------------------------------------------------------
Utilities 9%
-------------------------------------------------------------
1. Lipper Index returns reflect the performance of mutual funds in the Lipper
New York Tax-Exempt Money Market Index. Returns assume reinvestment of
dividends and do not reflect any applicable sales charges.
2. Annual Fund Operating Expenses have been restated to reflect current fees
payable under the 12b-1 Plan.
3. Ratings: Using the higher of Standard & Poor's or Moody's rating.
Section 1 The Funds 5
<PAGE>
Nuveen Municipal Money Market Fund
Fund Overview
Investment Objective
The fund's investment objective is to provide as high a level of current income
exempt from regular federal income taxes as is consistent with the stability of
principal and the maintenance of liquidity.
How the Fund Pursues Its Objective
The fund invests substantially all of its assets in a diversified portfolio of
high quality municipal money market instruments that the fund's investment
adviser believes present minimal credit risks. The adviser selects money market
instruments based on its assessment of current market interest rates and its
market outlook. The adviser seeks to identify money market instruments with
favorable characteristics the adviser believes are not yet recognized by the
market.
What are the Risks of Investing in the Fund?
While the fund invests in securities its investment adviser believes present
minimal credit and interest rate risks, the fund is not risk free. The value of
the fund's investments may be adversely affected by changes in prevailing
interest rates or an issuer's credit quality. The fund's investment policies are
designed to mitigate these risks and maintain a constant price per share of
$1.00, but there can be no guarantee of this. Like any mutual fund investment,
loss of money is a risk of investing. An investment in the fund is not FDIC or
government insured, or a bank deposit.
Is This Fund Right for You?
The fund may be appropriate for you if you seek to:
. Earn monthly tax-free income on your cash reserves with check-writing
privileges;
. Maintain stability of principal;
. Make gradual transfers into stock or bond funds; or
. Lower the overall risk of your investment portfolio.
You should not invest in this fund if you seek to pursue long-term growth of
principal.
How the Fund Has Performed
The chart and table below illustrate annual fund returns for each of the past
ten years as well as annualized fund and index returns for the one-, five- and
ten-year periods ended December 31, 1999. This information is intended to help
you assess the variability of fund returns over the past ten years (and
consequently, the potential rewards and risks of a fund investment). Past
performance is not necessarily an indication of future performance.
Total Returns
Annual Returns*
[BAR CHART APPEARS HERE]
1990 5.57%
1991 4.23%
1992 2.55%
1993 1.88%
1994 2.27%
1995 3.32%
1996 2.92%
1997 3.06%
1998 2.96%
1999 2.78%
*The year-to-date return as of March 31, 2000 was .72%.
During the last ten years ended December 31, 1999, the highest and lowest
quarterly returns were 1.40% and .44%, respectively, for the quarters ended
December 31, 1990 and March 31, 1994.
<TABLE>
<CAPTION>
Average Annual Total Returns for
the Periods Ended December 31, 1999
-----------------------------------
1 Year 5 Year 10 Year
-----------------------------------
<S> <C> <C> <C>
Nuveen Municipal
Money Market Fund 2.78% 3.01% 3.15%
-----------------------------------
Lipper Index/1/ 2.81% 3.13% 3.27%
</TABLE>
Based on the seven-day period ended December 31, 1999, the fund's yield was
3.94%, and the taxable equivalent yield (using the maximum federal income tax
rate of 39.6%) was 6.52%. For the fund's current yields, please call Nuveen at
(800) 257-8787.
6 Section 1 The Funds
<PAGE>
--------------------------------------------------------------------------------
What are the Costs of Investing?
--------------------------------------------------------------------------------
These tables describe the fees and expenses that you may pay if you buy and hold
shares of the fund.
Shareholder Transaction Expenses
Paid Directly From Your Investment
<TABLE>
<CAPTION>
--------------------------------------------------
<S> <C>
Maximum Sales Charge Imposed
on Purchases None
--------------------------------------------------
Maximum Sales Charge Imposed
on Reinvested Dividends None
--------------------------------------------------
Exchange Fees None
--------------------------------------------------
</TABLE>
Annual Fund Operating Expenses/2/
Paid From Fund Assets
<TABLE>
<CAPTION>
--------------------------------------------------
<S> <C>
Management Fees .50%
--------------------------------------------------
12b-1 Distribution and Service Fees/2/ .20%
--------------------------------------------------
Other Expenses .40%
--------------------------------------------------
Total Annual Fund Operating Expenses--Gross+ 1.10%
--------------------------------------------------
</TABLE>
+ After Expense Reimbursements
---------------------------------------------------
Expense Reimbursements (.26%)
---------------------------------------------------
Total Annual Fund Operating Expenses--Net .84%
---------------------------------------------------
The adviser undertook to reimburse expenses through December 31, 1999 in an
amount necessary to limit total operating expenses to .75%. The adviser
currently is reimbursing expenses at a lower rate, but may modify or
discontinue this at any time. Net operating expenses are likely to be higher
in the current fiscal year.
Example
The following example is intended to help you compare the cost of investing in
the fund with the cost of investing in other mutual funds. The example assumes
you invest $10,000 in the fund for the time periods indicated, and then redeem
all your shares at the end of a period. The example also assumes that your
investment has a 5% return each year and that the fund's operating expenses
remain the same. Your actual costs may be higher or lower.
1 Year $ 112
----------------
3 Years $ 350
----------------
5 Years $ 606
----------------
10 Years $1,340
----------------
--------------------------------------------------------------------------------
How the Fund Is Invested (as of 02/29/00)
--------------------------------------------------------------------------------
Portfolio Statistics
Weighted Average Maturity (Days) 27
------------------------------------------
Credit Quality/3/
<TABLE>
<CAPTION>
Standard & Poor's Moody's
-----------------------------------------------------
<S> <C> <C>
SP-1+, SP-1, A-1+, A-1 VMIG-1, MIG-1, P-1 63%
-----------------------------------------------------
A-2 VMIG-2, MIG-2, P-2 3%
-----------------------------------------------------
N/R N/R 34%
-----------------------------------------------------
</TABLE>
Sector Diversification (Top 5)
<TABLE>
<CAPTION>
<S> <C>
--------------------------------------
Education and Civic Organizations 11%
--------------------------------------
Long-Term Care 11%
--------------------------------------
Tax Obligation/General 11%
--------------------------------------
Utilities 11%
--------------------------------------
Capital Goods 10%
--------------------------------------
</TABLE>
1. Lipper Index returns reflect the performance of funds in the Lipper Tax
Exempt Money Market Index. Returns assume reinvestment of dividends and do
not reflect any applicable sales charges.
2. Annual Fund Operating Expenses have been restated to reflect current fees
payable under the 12b-1 Plan.
3. Ratings: Using the higher of Standard & Poor's or Moody's rating.
Section 1 The Funds 7
<PAGE>
Section 2 How We Manage Your Money
To help you understand how the funds' assets are managed, this section includes
a detailed discussion of the adviser's investment and risk management
strategies. For a more complete discussion of these matters, please consult the
Statement of Additional Information.
--------------------------------------------------------------------------------
Who Manages the Funds
--------------------------------------------------------------------------------
Nuveen Advisory Corp. ("Nuveen Advisory"), the funds' investment adviser,
together with its advisory affiliate, Nuveen Institutional Advisory Corp., offer
premier advisory and investment management services to a broad range of mutual
fund clients. In the Nuveen family, these advisers are commonly referred to as
Nuveen Investment Management or NIM. Nuveen Advisory is responsible for the
selection and on-going monitoring of the securities in each fund's portfolio,
managing each fund's business affairs and providing certain clerical,
bookkeeping and other administrative services. The NIM advisers are located at
333 West Wacker Drive, Chicago, IL 60606. For providing these services, Nuveen
Advisory is paid an annual management fee. For the most recent fiscal year, each
fund paid the following fees, as a percentage of its average net assets, to
Nuveen Advisory for its services.
<TABLE>
<CAPTION>
Management Fee
--------------
<S> <C>
Nuveen California Tax-Exempt Money Market Fund .05%
Nuveen New York Tax-Exempt Money Market Fund .09%
Nuveen Municipal Money Market Fund .24%
</TABLE>
The NIM advisers are wholly owned subsidiaries of John Nuveen & Co. Incorporated
("Nuveen"). Founded in 1898, Nuveen has been synonymous with investments that
withstand the test of time. Today we provide managed assets and structured
investment products and services to help financial advisors serve the wealth
management needs of individuals and families. Nuveen manages or oversees $71
billion in assets.
--------------------------------------------------------------------------------
What Securities We Invest In
--------------------------------------------------------------------------------
The funds invest in high quality, short-term tax-exempt debt securities,
commonly known as municipal money market securities. Substantially all of the
California and New York funds' investments are from issuers within the States of
California and New York, respectively. Municipal money market securities pay
income that is exempt from regular federal income tax but may be subject to the
federal alternative minimum tax. New York municipal money market securities pay
income that also is exempt from New York state and local personal income taxes.
California municipal
8 Section 2 How We Manage Your Money
<PAGE>
money market securities pay income that is exempt from California state income
tax.
States and local governments, municipalities, agencies and other governmental
units issue municipal money market securities to raise money for various public
purposes, such as building public facilities, refinancing outstanding debt and
financing general operating expenses. These securities include general
obligation bonds, which are backed by the full faith and credit of the issuer
and may be repaid from any revenue source, and revenue bonds, which may be
repaid only from the revenue of a specific facility or source. These securities
also include notes, such as bond anticipation, revenue anticipation,
construction loan and bank notes, and commercial paper.
Credit-Enhanced Investments
Some of each fund's investments may be backed by a letter of credit or other
type of credit enhancements. For example, if an issuer does not have the desired
credit rating, another company may use its higher credit rating to back the
issuer's rating by selling the issuer a letter of credit. Investments backed by
a letter of credit are subject to the risk that the company issuing the letter
of credit will not be able to fulfill its obligations to the fund, or is thought
to be unlikely to be able to do so. This could cause losses to the fund and
affect its share price.
Variable Rate and Floating Rate Demand Notes
We expect variable rate and floating rate securities will constitute a large
portion of each fund's portfolio. These investments may have stated maturities
of more than 397 days, but generally allow the holder to receive payment of
principal plus accrued interest much sooner than this. Because their interest
rates are not fixed, the income a fund earns on these securities generally will
fluctuate with changes in short-term interest rates.
When-Issued and Delayed-Delivery Transactions
Each fund may buy or sell securities on a when-issued or delayed-delivery basis,
paying for or taking delivery of the securities at a later date, normally within
15-45 days of the trade. These transactions involve an element of risk because
the value of the security to be purchased may decline before the settlement
date.
Temporary Strategies
Each fund on a temporary basis may invest in taxable money market securities.
The California and New York funds also may invest in municipal money market
securities whose income is not exempt from that state's state and local personal
income taxes. Taxable money market securities include U.S. government
securities, quality commercial paper or similar fixed-income securities with
remaining maturities of one year or less. Each fund will only do so under
extraordinary circumstances or unusual market conditions. Under these
circumstances, the fund will not be pursuing and may not achieve its investment
objective.
Section 2 How We Manage Your Money 9
<PAGE>
How We Select Investments
Nuveen Advisory selects money market instruments based on its assessment of
current market interest rates and its market outlook. Portfolio managers are
supported by a team of specialized research analysts who review securities
available for purchase, monitor the continued creditworthiness of each fund's
investments, and analyze economic, political and demographic trends affecting
the municipal money market. We seek to identify money market instruments with
favorable characteristics we believe are not yet recognized by the market. We
then select those higher-yielding and undervalued money market instruments that
we believe represent the most attractive values without adding undue risk. We
actively manage the maturity of each fund and its portfolio to optimally balance
the fund's yield with the fund's exposure to interest rate risk.
An Important Note About Risk
Although each fund's investment policies are intended to minimize interest rate
and credit risk, there can be no guarantee that they will do so.
What the Risks Are and How We Manage Them
Risk is inherent in all investing. Investing in a mutual fund -- even a money
market fund -- involves risk, including the risk that you may receive little or
no return on your investment or even that you may lose part of your investment.
In pursuing its investment objective, each fund assumes investment risk, chiefly
in the form of interest rate and credit risk. Each fund tries to limit risk by
restricting the types and maturities of the money market instruments it
purchases, and by diversifying its investment portfolio among issuers and across
different industries. Therefore, before investing, you should consider carefully
the following risks that you assume when you invest in each fund.
Credit risk: Each fund is subject to credit risk. Credit risk is the risk that
an issuer of a money market instrument will be unable to meet its obligation to
make interest and principal payments due to changing financial or market
conditions. Generally, higher rated fixed-income securities carry less credit
risk than lower rated fixed-income securities.
Each fund attempts to mitigate credit risk by investing only in high quality
money market instruments that Nuveen Advisory believes present minimal credit
risks at the time of purchase. High quality instruments are:
. rated in one of the two highest short-term rating categories by at least
two nationally recognized rating services, or
. if only one service has rated the instrument, rated by that service in
one of its two highest short-term rating categories, or
. unrated instruments that Nuveen Advisory judges to be of comparable
quality.
Interest rate risk: Because each fund invests in fixed-income securities, the
fund is subject to interest rate risk. Interest rate risk is the risk that the
value of the fund's portfolio will decline because of rising interest rates.
Interest rate risk is generally lower for shorter-term investments and higher
for longer-term investments.
To mitigate interest rate risk, each fund, under normal market conditions,
maintains an investment portfolio with an overall weighted average maturity of
90 days or less. In addition, each fund limits its investments to
10 Section 2 How We Manage Your Money
<PAGE>
money market instruments with remaining effective maturities of 397 days or
less.
State specific risk: Because the California and New York funds invest primarily
in California and New York municipal money market securities, respectively, each
fund bears investment risk from the economical, political or regulatory changes
that could adversely affect municipal issuers in that state and therefore the
value of the fund's portfolio. See "Appendix--Additional State
Information."
Concentration risk: Concentration risk is the risk that economic or other
developments affecting a single industry may cause the value of related money
market instruments to decline.
To mitigate concentration risk, each fund will not invest more than 25% of its
total assets in any one industry, excluding governmental issuers. Each fund may,
however, invest more than 25% of its assets in a broad segment of the tax-exempt
market, such as instruments issued to fund hospitals, housing or airports, if
Nuveen Advisory believes that the potential returns justify any additional risks
that may arise from doing so. These policies on concentration risk may not be
changed without shareholder approval.
Each fund may invest without limit in securities backed by letters of credit or
other credit enhancements issued by banks and other financial institutions. As a
result, changes in the banking industry may cause the value of securities backed
by these credit enhancements to decline.
Insurance: Each fund has purchased liability insurance against a decline in the
value of the fund's portfolio caused by the default or bankruptcy of an issuer
whose securities the fund owns. The insurance covers substantially all of a
fund's investments except U.S. government securities. The maximum total coverage
for all Nuveen money market funds is $50 million, with a deductible for each
loss of 0.10% of a fund's net assets. Each fund pays the policy's premiums.
Coverage under the policy is subject to certain conditions and may not be
renewable upon expiration. While the policy is intended to provide some
protection against credit risk and to help each fund maintain a constant price
per share of $1.00, there is no guarantee that the insurance will do so.
Section 2 How We Manage Your Money 11
<PAGE>
Section 3 How You Can Buy and Sell Shares
We offer a number of features for your convenience. Please see the Statement of
Additional Information for further details.
-------------------------------------------------------------------------------
How to Buy Shares
-------------------------------------------------------------------------------
Fund shares may be purchased on any business day, which is any day the Federal
Reserve Bank of Boston is normally open for business. Generally, the bank is
closed on weekends and National holidays. Each fund's net asset value is
determined at 4:00 p.m. Eastern Time on each business day, and on other days
where there is significant trading activity in the fund's shares. If a fund
receives your check (or electronic transfer) before 4:00 p.m. Eastern Time on a
business day, you will receive that day's net asset value. You will begin
earning dividends on your investment the following calendar day. If a fund
receives your check (or electronic transfer) after 4:00 p.m. Eastern Time on a
business day, you will receive the next business day's net asset value and will
begin earning dividends on your investment the following calendar day.
Through a Financial Advisor
You may purchase shares through your financial advisor, who can handle all the
details for you, including opening a new account. Financial advisors also can
help you review your financial needs and formulate long-term investment goals
and objectives. In addition, financial advisors generally can help you develop
a customized financial plan, select investments, and monitor and review your
portfolio on an on-going basis to help assure that your investments continue to
meet your needs as circumstances change. Financial advisors are paid for on-
going investment advice and services either from fund sales charges and fees or
by charging you a separate fee in lieu of a sales charge. If you do not have a
financial advisor, call (800) 257-8787 and Nuveen can refer you to one in your
area.
By Mail
You may open an account and buy shares by mail by completing the enclosed
application and mailing it along with your check to: Nuveen Investor Services,
P.O. Box 5186, Bowling Green Station, New York, NY 10274-5186. No third party
checks will be accepted.
Investment Minimums
The minimum initial investment in each Fund is $3,000 ($50 if you establish a
systematic investment plan) and may be lower for accounts opened through
certain fee-based programs. Subsequent investments must be in amounts of $50 or
more. Each fund reserves the right to reject purchase orders and to waive or
increase the minimum investment requirements.
12 Section 3 How You Can Buy and Sell Shares
<PAGE>
-------------------------------------------------------------------------------
Systematic Investing
-------------------------------------------------------------------------------
Systematic investing allows you to make regular investments through automatic
deductions from your bank account, directly from your paycheck or from
exchanging shares from another mutual fund account. The minimum automatic
deduction is $50 per month. There is no charge to participate in each fund's
systematic investment plan. You can stop the deductions at any time by notifying
the fund in writing. To participate in systematic investing, simply complete the
appropriate section of the account application form or submit an Account Update
Form.
From Your Bank Account
You can make systematic investments of $50 or more per month by authorizing us
to draw preauthorized checks on your bank account.
From Your Paycheck
With your employer's consent, you can make systematic investments of $25 or more
per pay period (meeting the monthly minimum of $50) by authorizing your employer
to deduct monies from your paycheck.
Systematic Exchanging
You can make systematic investments by authorizing Nuveen to exchange shares
from one Nuveen mutual fund account into another identically registered Nuveen
account of the same share class.
-------------------------------------------------------------------------------
Special Services
-------------------------------------------------------------------------------
To help make your investing with us easy and efficient, we offer you the
following services at no extra cost.
Exchanging Shares
You may exchange fund shares into an identically registered account at any time
for an appropriate class of another Nuveen mutual fund available in your state.
Your exchange must meet the minimum purchase requirements of the fund into which
you are exchanging. You may have to pay a sales charge when exchanging shares
that you purchased without a sales charge for shares that are sold with a sales
charge. Please consult the Statement of Additional Information for details.
Each fund may change or cancel its exchange policy at any time upon 60 days'
notice.
Fund Direct/SM/
The Fund Direct Program allows you to link your fund account to your bank
account, transfer money electronically between these accounts, and perform a
variety of account transactions, including purchasing shares by telephone and
investing through a systematic investment plan. You also may have dividends,
distributions, redemption payments or systematic withdrawal plan payments sent
directly to your bank account. Your financial advisor can help you complete the
forms for these services, or you can call Nuveen at (800) 257-8787 for copies of
the necessary forms.
Section 3 How You Can Buy and Sell Shares 13
<PAGE>
An Important Note About Telephone Transactions
Although Nuveen Investor Services has certain safeguards and procedures to
confirm the identity of callers, it will not be liable for losses resulting from
following telephone instructions it reasonably believes to be genuine. Also, you
should verify your trade confirmations immediately upon receipt.
--------------------------------------------------------------------------------
How to Sell Shares
--------------------------------------------------------------------------------
You may sell (redeem) your shares on any business day. You will receive the
share price next determined after a fund has received your properly completed
redemption request. If you are selling shares purchased recently with a check,
you will not receive your redemption proceeds until your check has cleared.
This may take up to ten days from your purchase date.
Through Your Financial Advisor
You may sell your shares through your financial advisor who can prepare the
necessary documentation. Your advisor may charge you for this service.
By Telephone
If you have authorized telephone redemption privileges, you can redeem your
shares by calling (800) 257-8787. Telephone redemptions are not available if
you own shares in certificate form and may not exceed $50,000. Checks will only
be issued to you as the shareholder of record and mailed to your address of
record. If you have established Fund Direct privileges, you may have redemption
proceeds transferred electronically to your bank account. We will normally mail
your check the next business day.
By Check
You may request that the funds provide you with redemption checks. These checks
may be made payable to any person in the amount of $500 or more. Simply fill out
the appropriate section of the application form and submit the enclosed
signature card. You must have enough shares in your account to cover the amount
of each check you write or it will be returned. Writing checks from your fund
account does not mean that your account is like a bank checking account. This
check redemption privilege may be modified or terminated at any time.
By Mail
You can sell your shares at any time by sending a written request to the
appropriate fund, c/o Nuveen Investor Services, P.O. Box 5186, Bowling Green
Station, New York, NY 10274-5186. Your redemption request must include the
following information:
. The fund's name;
. Your name and account number;
. The dollar or share amount you wish to redeem;
. The signature of each owner exactly as it appears on the account;
. The name of the person to whom you want your redemption proceeds paid (if
other than to the shareholder of record);
. The address where you want your redemption proceeds sent (if other than the
address of record); and
. Any required signature guarantees (see below).
14 Section 3 How You Can Buy and Sell Shares
<PAGE>
An Important Note About Involuntary Redemption
From time to time, each fund may establish minimum account size requirements.
Each fund reserves the right to liquidate your account upon 30 days' written
notice if the value of your account falls below an established minimum. Each
fund presently has set a minimum account balance of $100 unless you have an
active Nuveen Defined Portfolio reinvestment account.
A fund will normally mail your check the next business day after it receives
your redemption request, but in no event more than seven days after the fund
receives your request.
Signature Guarantees
Signature guarantees are required if you are redeeming more than $50,000, you
want the check payable to someone other than the shareholder of record, you want
the check sent to another address, or if the address on the fund's records has
been changed within the last 60 days. Signature guarantees must be obtained from
a bank, brokerage firm or other financial intermediary that is a member of an
approved Medallion Guarantee Program or that is otherwise approved by the fund.
A notary public cannot provide a signature guarantee.
Systemic Withdrawal
If the value of your fund account is at least $10,000, you may participate in
the fund's systematic withdrawal plan. The plan allows you to make regular
withdrawals through automatic deductions from your fund account. The minimum
automatic withdrawal is $50 per month. You may elect to receive payments
monthly, quarterly, semi-annually or annually, and may choose to receive a
check, or have the monies transferred directly to your bank account (see
"Special Services -- Fund Direct" above), paid to a third party or sent payable
to you at an address other than the address on the fund's records. To
participate in the systematic withdrawal plan, simply complete the appropriate
section of the account application or submit an account update form.
Redemptions In-Kind
The funds generally pay redemption proceeds in cash. Under unusual conditions
that make cash payment unwise and for the protection of existing shareholders,
the funds may pay all or a portion of your redemption proceeds in securities or
other fund assets. Although it is unlikely that your shares would be redeemed
in-kind, you would probably have to pay transaction costs to sell the securities
distributed to you, as well as taxes on any capital gains from that sale.
Section 3 How You Can Buy and Sell Shares 15
<PAGE>
Section 4 General Information
To help you understand the tax implications of investing in the funds, this
section includes important details about how the funds make distributions to
shareholders. We discuss some other fund policies, as well.
--------------------------------------------------------------------------------
Dividends, Distributions and Taxes
--------------------------------------------------------------------------------
The funds pay tax-free dividends monthly. The funds declare dividends on each
business day to shareholders of record on that day.
Payment and Reinvestment Options
The funds automatically reinvest your dividends in additional fund shares unless
you request otherwise. You may request to have your dividends paid to you by
check, deposited directly into your bank account, paid to a third party, sent to
an address other than your address of record, or reinvested in shares of another
Nuveen mutual fund. For more information, contact your financial advisor or call
Nuveen at (800) 257-8787.
Taxes and Tax Reporting
Because each fund invests in municipal money market securities, your regular
monthly dividends will be exempt from regular federal income tax. A portion of
these dividends, however, may be subject to the federal alternative minimum tax.
Because the California and New York funds invest substantially all of their
assets in California and New York municipal money market securities,
respectively, your regular monthly dividends comprised of interest on California
and New York State obligations, respectively, will be exempt from California
personal income tax and New York State and local personal income taxes,
respectively. A portion of the dividends from the Municipal Money Market Fund's
investments may be subject to state and local taxes. Although very unlikely,
each fund may, from time to time, distribute taxable ordinary income or capital
gains.
Early in each year, you will receive a statement detailing the amount and
nature of all dividends that you were paid during the prior year. If you hold
your investment at the firm where you purchased your fund shares, you will
receive the statement from that firm. If you hold your shares directly at the
funds, Nuveen will send you the statement. The tax status of your dividends is
the same whether you reinvest your dividends or elect to receive them in cash.
If you receive social security or railroad retirement benefits, you should
consult your tax advisor about how an investment in the funds may affect the
taxation of your benefits. The State of California does not tax any portion of
these benefits.
Please note that if you do not furnish the funds with your correct Social
Security number or employer identification number, federal law requires
16 Section 4 General Information
<PAGE>
the funds to withhold federal income tax from your distributions and redemption
proceeds, currently at a rate of 31%.
Please consult the Statement of Additional Information and your tax advisor for
more information about taxes.
Taxable Equivalent Yields
The taxable equivalent yield is the current yield you would need to earn on a
taxable investment in order to equal a stated tax-free yield on a municipal
investment. To assist you to more easily compare municipal investments like each
fund with taxable alternative investments, the tables below present the taxable
equivalent yields for a range of hypothetical tax-free yields and tax rates.
Taxable Equivalent Yield--California Fund
Combined Federal and Tax-Exempt Yields
State Tax Rates 2.00% 2.50% 3.00% 3.50% 4.00%
...........................................................
34.5% 3.05% 3.82% 4.58% 5.34% 6.11%
...........................................................
37.5% 3.20% 4.00% 4.80% 5.60% 6.40%
...........................................................
42.0% 3.45% 4.31% 5.17% 6.03% 6.90%
...........................................................
45.0% 3.64% 4.55% 5.45% 6.36% 7.27%
...........................................................
Taxable Equivalent Yield--New York Fund
Combined State and Tax-Exempt Yields
Federal Tax Rates 2.00% 2.50% 3.00% 3.50% 4.00%
...........................................................
33.0% 2.99% 3.73% 4.48% 5.22% 5.97%
...........................................................
35.5% 3.10% 3.88% 4.65% 5.43% 6.20%
...........................................................
40.5% 3.36% 4.20% 5.04% 5.88% 6.72%
...........................................................
43.5% 3.54% 4.42% 5.31% 6.19% 7.08%
...........................................................
Taxable Equivalent Yield--Municipal Fund
Tax-Exempt Yields
Federal Tax Rates 2.00% 2.50% 3.00% 3.50% 4.00%
...........................................................
28.0% 2.78% 3.47% 4.17% 4.86% 5.56%
...........................................................
31.0% 2.90% 3.62% 4.35% 5.07% 5.80%
...........................................................
36.0% 3.13% 3.91% 4.69% 5.47% 6.25%
...........................................................
39.6% 3.31% 4.14% 4.97% 5.79% 6.62%
...........................................................
The yields and tax rates shown above are hypothetical and do not predict your
actual returns or effective tax rate. For more detailed information, see the
Statement of Additional Information or consult your tax advisor.
--------------------------------------------------------------------------------
Service Plan
--------------------------------------------------------------------------------
Nuveen serves as the selling agent and distributor of each fund's shares. In
this capacity, Nuveen manages the offering of each fund's shares and is
responsible for all sales and promotional activities, and for providing certain
services to shareholders. Each fund has adopted a service plan in accordance
with Rule 12b-1 under the Investment Company Act of 1940 to reimburse Nuveen
for these services.
Nuveen uses this fee to compensate authorized dealers, including Nuveen, for
providing on-going account services to shareholders. These services
Section 4 General Information 17
<PAGE>
may include establishing and maintaining your account, answering your questions
and providing other personal services to you. Because these fees are paid out of
each fund's assets on an on-going basis, over time these fees will increase the
cost of your investment. Nuveen may, in its discretion and from its own
resources, pay certain financial service firms additional amounts for services
rendered to shareholders.
The service fee payable under the plan is .25% of the average daily net assets
of serviced accounts for the California Tax-Exempt and New York Tax-Exempt
Money Market Funds.
For the Municipal Money Market Fund, service fees under the plan are paid in
accordance with the following schedule:
Average Daily Net Assets
of Serviced Accounts Fee
-----------------------------------------------------------------
Less than $2 million .10%
.................................................................
$2 million to $5 million .15%
.................................................................
$5 million to $10 million .20%
.................................................................
$10 million and over .25%
.................................................................
--------------------------------------------------------------------------------
Net Asset Value
--------------------------------------------------------------------------------
The price you pay and receive for your shares is based on each fund's net asset
value per share, which is determined at 4:00 p.m. Eastern Time on each business
day. Because each fund seeks to maintain a constant price per share of $1.00,
each fund values its portfolio securities using the amortized cost method, which
approximates market value and is described in more detail in the Statement of
Additional Information. There can be no assurance that a fund will be able to
maintain a constant price per share of $1.00.
--------------------------------------------------------------------------------
Fund Service Providers
--------------------------------------------------------------------------------
The custodian of each fund's assets is The Chase Manhattan Bank, 4 New York
Plaza, New York, NY 10004-2413. Chase also provides certain accounting services
to each fund. Each fund's transfer, shareholder services and dividend paying
agent, Chase Global Funds Services Company, P.O. Box 5186, New York, NY
10274-5186, performs bookkeeping, data processing and administrative services
for the maintenance of shareholder accounts.
18 Section 4 General Information
<PAGE>
Section 5 Financial Highlights
The financial highlights table is intended to help you understand a fund's
financial performance for the past 5 years. Certain information reflects
financial results for a single fund share. The total returns in the table
represent the rate that an investor would have earned on an investment in a fund
(assuming reinvestment of all dividends and distributions). This information has
been audited by Arthur Andersen LLP, whose report, along with the funds'
financial statements, are included in the SAI and annual report, which is
available upon request.
--------------------------------------------------------------------------------
Nuveen California Tax-Exempt Money Market Fund*
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Ratios/Supplemental Data
------------------------------------------
Less Ratio
Distributions of Net
Beginning Net from Net Ending Ending Ratio of Investment
Net Invest- Invest- Net Net Expenses Income to
Year Ended Asset ment ment Asset Total Assets to Average Average
February 28/29, Value Income Income Value Return (000) Net Assets (a) Net Assets (a)
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
2000 (b) $1.00 $ .03 $ (.03) $ 1.00 2.65% $ 55,514 .58% 2.58%
1999 1.00 .03 (.03) 1.00 2.81 113,761 .55 2.79
1998 1.00 .03 (.03) 1.00 3.13 86,916 .55 3.12
1997 1.00 .03 (.03) 1.00 2.94 95,306 .55 2.93
1996 1.00 .03 (.03) 1.00 3.32 70,722 .54 3.30
---------------------------------------------------------------------------------------------------------------------------
</TABLE>
* Information included prior to the year ended February 29, 2000, reflects the
financial highlights of the Service Plan series of the Nuveen California
Tax-Free Money Market Fund.
(a) After expense reimbursement from the investment adviser, where applicable.
(b) Information includes the financial highlights of the Service Plan series of
the Nuveen California Tax-Free Money Market Fund through the close of
business on June 25, 1999, and the financial highlights of the Nuveen
California Tax-Exempt Money Market Fund from such date through February 29,
2000.
Section 5 Financial Highlights 19
<PAGE>
--------------------------------------------------------------------------------
Nuveen New York Tax-Exempt Money Market Fund*
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Ratios/Supplemental Data
------------------------------------------
Less Ratio
Distributions of Net
Beginning Net from Net Ending Ending Ratio of Investment
Net Invest- Invest- Net Net Expenses Income to
Year Ended Asset ment ment Asset Total Assets to Average Average
February 28/29, Value Income Income Value Return (000) Net Assets (a) Net Assets (a)
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
2000 (b) $1.00 $ .03 $ (.03) $ 1.00 2.73% $ 31,646 .58% 2.72%
1999 1.00 .03 (.03) 1.00 2.73 33,107 .55 2.71
1998 1.00 .03 (.03) 1.00 3.10 28,854 .55 3.09
1997 1.00 .03 (.03) 1.00 2.90 26,116 .55 2.89
1996 1.00 .03 (.03) 1.00 3.20 31,631 .55 3.19
---------------------------------------------------------------------------------------------------------------------------
</TABLE>
* Information included prior to the year ended February 29, 2000, reflects
the financial highlights of the Distribution Plan series of the Nuveen New
York Tax-Free Money Market Fund.
(a) After expense reimbursement from the investment adviser, where applicable.
When custodian fee credits are applied, the Ratio of Expenses to Average
Net Assets for 2000 is .57% and the Ratio of Net Investment Income to
Average Net Assets for 2000 is 2.72%.
(b) Information includes the financial highlights of the Distribution Plan
series of the Nuveen New York Tax-Free Money Market Fund prior to the
close of business on June 25, 1999, and the financial highlights of the
Nuveen New York Tax-Exempt Money Market Fund from such date through
February 29, 2000.
20 Section 5 Financial Highlights
<PAGE>
--------------------------------------------------------------------------------
Nuveen Municipal Money Market Fund
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Ratios/Supplemental Data
------------------------------------------
Less Ratio
Distributions of Net
Beginning Net from Net Ending Ending Ratio of Investment
Net Invest- Invest- Net Net Expenses Income to
Year Ended Asset ment ment Asset Total Assets to Average Average
February 28/29, Value Income Income Value Return (000) Net Assets (a) Net Assets (a)
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
2000 $1.00 $ .03 $ (.03) $ 1.00 2.79% $242,698 .77% 2.79%
1999 1.00 .03 (.03) 1.00 2.85 252,354 .75 2.84
1998 1.00 .03 (.03) 1.00 3.02 270,723 .75 3.02
1997 1.00 .03 (.03) 1.00 2.87 304,087 .75 2.87
1996 1.00 .03 (.03) 1.00 3.23 339,662 .75 3.22
---------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) After expense reimbursement from the investment adviser, where
applicable.
Section 5 Financial Highlights 21
<PAGE>
Appendix Additional State Information
Because the California and New York funds primarily purchase municipal money
market securities from a specific state, each fund also bears investment risks
from economic, political, or regulatory changes that could adversely affect
municipal money market securities issuers in that state and therefore the value
of the fund's investment portfolio. The following discussion of special state
considerations was obtained from official offering statements of these issuers
and has not been independently verified by the funds. The discussion includes
general state tax information related to an investment in fund shares. Because
tax laws are complex and often change, you should consult your tax advisor about
the state tax consequences of a specific fund investment. See the Statement of
Additional Information for further information.
These factors, among others, may affect tax-exempt issuers' ability to pay their
obligations when due and may adversely impact each fund and its shareholders.
California
During the early 1990's, the State of California experienced significant
financial difficulties (economic recession), which led to a reduction in the
credit ratings assigned to California's general obligation bonds. However, the
State's finances have improved since 1994. Should the financial condition of
California deteriorate again, its credit ratings could be further reduced, and
the market value and marketability of all general obligation bonds issued by
California, its public authorities or local governments could be adversely
affected.
Tax Treatment.
The California fund's regular monthly dividends will not be subject to
California personal income taxes to the extent they are paid out of income
earned on California municipal money market securities or U.S. government
securities. You will be subject to California personal income taxes, however, to
the extent the fund distributes any taxable income or realized capital gains, or
if you sell or exchange shares of the fund and realize capital gain on the
transaction.
The treatment of corporate shareholders of the fund differs from that described
above. Corporate shareholders should refer to the Statement of Additional
Information for more detailed information.
New York
During the early 1990's, the State of New York experienced significant financial
difficulties (economic recession), which led to a reduction in the credit
ratings assigned to New York's general obligation bonds. However,
22 Appendix
<PAGE>
the State's economy has improved, but continues to lag the nation in several
areas, including job growth and unemployment. In addition, many of the State's
agencies and local governments have been experiencing, and continue to
experience financial difficulties. Should the financial condition of New York
deteriorate again, its credit ratings could be further reduced, and the market
value and marketability of all general obligation bonds issued by New York, its
public authorities or local governments could be adversely affected.
Tax Treatment.
The New York fund's regular monthly dividends will not be subject to New York
State or New York City personal income taxes to the extent they are paid out of
income earned on New York municipal money market securities or out of income
earned on obligations of U.S. territories and possessions that is exempt from
federal taxation. The portion of the New York fund's monthly dividends that is
attributable to income earned on other obligations will be subject to the New
York State or the New York City personal income taxes. You also will be subject
to New York State and New York City personal income taxes to the extent the New
York fund distributes any taxable income or realized capital gains, or if you
sell or exchange shares of the New York fund and realize a capital gain on the
transaction.
The treatment of corporate and unincorporated business shareholders of the New
York fund differs from that described above. Corporate shareholders should refer
to the Statement of Additional Information for more detailed information and are
urged to consult their tax advisor.
Appendix 23
<PAGE>
Nuveen Mutual Funds
Nuveen offers a variety of mutual funds designed to help you reach your
financial goals. The funds below are grouped by investment objectives.
Growth
International Growth Fund
Innovation Fund
Nuveen Rittenhouse Growth Fund
Growth and Income
European Value Fund
Growth and Income Stock Fund
Balanced Stock and Bond Fund
Balanced Municipal and Stock Fund
Dividend and Growth Fund
Income
Income Fund
Floating Rate Fund/1/
Tax-Free Income
National Municipal Bond Funds
High Yield
Long-term
Insured Long-term
Intermediate-term
Limited-term
State Municipal Bond Funds
Arizona
California/2/
Colorado
Connecticut
Florida
Georgia
Kansas
Kentucky
Louisiana
Maryland
Massachusetts/2/
Michigan
Missouri
New Jersey
New Mexico
New York/2/
North Carolina
Ohio
Pennsylvania
Tennessee
Virginia
Wisconsin
Cash Reserves
Money Market Fund
Municipal Money Market Fund
California Tax-Exempt Money Market Fund
New York Tax-Exempt Money Market Fund
Several additional sources of information are available to you. The Statement of
Additional Information ("SAI"), incorporated by reference into this prospectus,
contains detailed information on fund policies and operation. Call Nuveen at
(800) 257-8787 to request a free copy of the SAI or other fund information; or
ask your financial advisor for copies.
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 (800) SEC-0330
for room hours and operation. You may also request fund information by writing
to the SEC's Public Reference Section, Washington, D.C. 20549. The California
Tax-Exempt Money Market Fund's and New York Tax-Exempt Money Market Fund's
Investment Company file number is 811-09267. The Municipal Money Market Fund's
Investment Company file number is 811-03531.
1. This is a continuously-offered closed-end interval fund. As such, redemptions
are only available during quarterly repurchase periods. See fund prospectus
for additional information.
2. Long-term and insured long-term portfolios.
NUVEEN
Investments
John Nuveen & Co. Incorporated
333 West Wacker Drive
Chicago, IL 60606-1286
(800) 257-8787
www.nuveen.com
<PAGE>
PART B--STATEMENT OF ADDITIONAL INFORMATION
NUVEEN MUNICIPAL MONEY MARKET FUND, INC.
333 West Wacker Drive
Chicago, Illinois 60606
<PAGE>
Statement of Additional Information
June 28, 2000
Nuveen Municipal Money Market Fund, Inc.
333 West Wacker Drive
Chicago, Illinois 60606
NUVEEN MUNICIPAL MONEY MARKET FUND
This Statement of Additional Information is not a prospectus. This Statement of
Additional Information should be read in conjunction with the Prospectus of the
Nuveen Municipal Money Market Fund (the "Fund") dated June 28, 2000. The Pro-
spectus may be obtained without charge from certain securities representatives,
banks, and other financial institutions that have entered into sales agreements
with John Nuveen & Co. Incorporated, or from the Fund by mailing a written re-
quest to the Fund, c/o John Nuveen & Co. Incorporated ("Nuveen"), 333 West
Wacker Drive, Chicago, Illinois 60606 or by calling (800) 257-8787.
<TABLE>
<S> <C>
Table of Contents Page
------------------------------------------------------------
Fundamental Policies and Investment Portfolio S-2
------------------------------------------------------------
Management S-11
------------------------------------------------------------
Investment Adviser and Investment Management Agreement S-15
------------------------------------------------------------
Portfolio Transactions S-16
------------------------------------------------------------
Net Asset Value S-17
------------------------------------------------------------
Tax Matters S-19
------------------------------------------------------------
Performance Information S-23
------------------------------------------------------------
Additional Information About Purchases and Sales S-26
------------------------------------------------------------
Service Plan S-29
------------------------------------------------------------
Other Information Regarding Shares of the Fund S-30
------------------------------------------------------------
Financial Statements S-31
------------------------------------------------------------
</TABLE>
Principal Underwriter Investment Adviser Independent Public Accountants
John Nuveen & Co. Incorporated
Nuveen Advisory for the Fund
Corp., Subsidiary
of John Nuveen &
Co. Incorporated
Arthur Andersen LLP
Chicago: 33 West Monroe Street
333 West Wacker Drive Chicago, Illinois 60603
Chicago, Illinois 60606 333 West Wacker
Drive
(312) 917-7700
Chicago, Illinois
60606
Transfer and Dividend
New York: Disbursing Agent
10 East 50th Street Chase Global Funds
New York, New York 10022Custodian Services Company
(212) 207-2000 The Chase Manhattan P.O. Box 5186
Bank New York, New York 10274
4 New York Plaza
New York, New York
10004
<PAGE>
FUNDAMENTAL POLICIES AND INVESTMENT PORTFOLIO
Fundamental Policies
The Fund's investment objective and certain fundamental policies are described
in the Prospectus. The Fund, as a fundamental policy, may not, without the ap-
proval of the holders of a majority of the shares:
(1) Invest in securities other than Municipal Obligations and temporary in-
vestments as those terms are defined in the Prospectus;
(2) Invest more than 5% of its total assets in securities of any one issuer,
excluding the United States government, its agencies and instrumentalities;
(3) Borrow money, except for temporary or emergency purposes and not for in-
vestment purposes and then only in an amount not exceeding (a) 10% of the
value of the Fund's total assets at the time of borrowing or (b) one-third of
the value of the Fund's total assets including the amount borrowed in order to
meet redemption requests which might otherwise require the untimely disposi-
tion of securities. While any such borrowings exceed 5% of total assets, no
additional purchases of investment securities will be made by the Fund. If due
to market fluctuations or other reasons the value of the Fund's assets fall
below 300% of its borrowings, the Fund will reduce its borrowings within 3
business days. To do this, the Fund may have to sell a portion of its invest-
ments at a time when it may be disadvantageous to do so;
(4) Pledge, mortgage or hypothecate its assets, except that, to secure
borrowings permitted by subparagraph (3) above, it may pledge securities hav-
ing a market value at the time of pledge not exceeding 10% of the value of the
Fund's total assets;
(5) Issue senior securities as defined in the Investment Company Act of 1940
except to the extent such issuance might be involved with respect to
borrowings described under item (3) above;
(6) Underwrite any issue of securities, except to the extent that the purchase
of Municipal Obligations in accordance with the Fund's investment objective,
policies, and limitations, may be deemed to be an underwriting;
(7) Purchase or sell real estate, but this shall not prevent the Fund from in-
vesting in Municipal Obligations secured by real estate or interests therein
or foreclosing upon and selling such security;
(8) Purchase or sell commodities or commodities contracts or oil, gas or other
mineral exploration or development programs;
(9) Make loans, other than by entering into repurchase agreements and through
the purchase of Municipal Obligations or temporary investments in accordance
with its investment objective, policies and limitations;
(10) Make short sales of securities or purchase any securities on margin, ex-
cept for such short-term credits as are necessary for the clearance of trans-
actions;
(11) Write or purchase put or call options, except to the extent that the pur-
chase of a stand-by commitment may be considered the purchase of a put;
S-2
<PAGE>
(12) Concentrate more than 25% of its assets in the securities of issuers in
any single industry; provided, however, that such limitations shall not be ap-
plicable on the purchase of Municipal Obligations issued by governments or po-
litical subdivisions of governments, and obligations issued or guaranteed by
the U.S. Government, its agencies or instrumentalities;
(13) Invest more than 10% of its assets in repurchase agreements maturing in
more than seven days, "illiquid" securities (such as non-negotiable CDs) and
securities without readily available market quotations.
For the purpose of applying the limitations set forth in paragraph (2) above,
the issuer shall be deemed a separate issuer when its assets and revenues are
separate from other governmental entities and its securities are backed only
by its assets and revenues. Similarly, in the case of a non-governmental user,
such as an industrial corporation or a privately owned or operated hospital,
if the security is backed only by the assets and revenues of the non-govern-
mental user then such non-governmental user would be deemed to be the sole is-
suer. Where a security is also backed by the enforceable obligation of a supe-
rior or unrelated governmental entity or other entity (other than a bond in-
surer) it shall be included in the computation of securities owned that are
issued by such governmental entity or other entity.
Where a security is guaranteed by a governmental entity or some other facili-
ty, such as a bank guarantee or letter of credit, such a guarantee or letter
of credit would be considered a separate security and would be treated as an
issue of such government, other entity or bank. Where a security is insured by
bond insurance, it shall not be considered a security issued or guaranteed by
the insurer; instead the issuer of such security will be determined in accor-
dance with the principles set forth above. The foregoing restrictions do not
limit the percentage of the Fund's assets that may be invested in securities
insured by any single insurer. It is a fundamental policy of the Fund, which
cannot be changed without the approval of the holders of a majority of shares
of such Fund, that the Fund will not hold securities of a single bank, includ-
ing securities backed by a letter of credit of such bank, if such holdings
would exceed 10% of the total assets of the Fund.
The foregoing restrictions and limitations, as well as the Fund's policies as
to ratings of fund investments, will apply only at the time of purchase of se-
curities, and the percentage limitations will not be considered violated un-
less an excess or deficiency occurs or exists immediately after and as a re-
sult of an acquisition of securities, unless otherwise indicated.
The foregoing fundamental investment policies, together with the investment
objective of the Fund, cannot be changed without approval by holders of a "ma-
jority of the Fund's outstanding voting shares." As defined in the Investment
Company Act of 1940, this means the vote of (i) 67% or more of the Fund's
shares present at a meeting, if the holders of more than 50% of the Fund's
shares are present or represented by proxy, or (ii) more than 50% of the
Fund's shares, whichever is less.
S-3
<PAGE>
General Information
The Nuveen Municipal Money Market Fund, Inc. (the "Corporation") is an open-end
diversified management company incorporated as a Maryland corporation on July
6, 1982. It is authorized to issue 2,000,000,000 shares of Common Stock, $.01
par value. Prior to June 1999, the Corporation was called Nuveen Tax-Free Re-
serves, Inc. Fund shares represent an interest in the same portfolio of invest-
ments of the Fund. Fund shares have equal rights as to voting, redemption, div-
idends and liquidation, and have exclusive voting rights with respect to any
applicable distribution or service plan. There are no conversion, preemptive or
other subscription rights. The Board of Directors of the Corporation has the
right to establish additional series and classes of shares in the future, to
change those series or classes and to determine the preferences, voting powers,
rights and privileges thereof.
Portfolio Securities
The various securities in which the Fund intends to invest are described in the
Prospectus. The following is a more complete description of certain Municipal
Obligations in which the Fund may invest:
Municipal Obligations
The Fund invests in debt obligations issued by states, cities and local author-
ities to obtain funds for various public purposes, including the construction
of such public facilities as airports, bridges, highways, housing, hospitals,
mass transportation, schools, streets and water and sewer works. Other public
purposes for which these securities may be issued include the refinancing of
outstanding obligations, the obtaining of funds for general operating expenses
and for loans to other public institutions and facilities. In addition, certain
industrial development bonds and pollution control bonds may be included within
the term Municipal Obligations if the interest paid thereon qualifies as exempt
from federal income tax.
Two principal classifications of these securities (sometimes called Municipal
Obligations) are "general obligation" and "revenue" bonds. General obligation
bonds are secured by the issuer's pledge of its full faith, credit and taxing
power for the payment of principal and interest. Revenue bonds are payable only
from the revenues derived from a particular facility or class of facilities or,
in some cases, from the proceeds of a special excise or other specific revenue
source. Industrial development and pollution control bonds are in most cases
revenue bonds and do not generally constitute the pledge of the credit or tax-
ing power of the issuer of such bonds.
Municipal Obligations can be further classified between bonds and notes. Bonds
are issued to raise longer-term capital but, when purchased by the Fund, will
have 397 days or less remaining until maturity or will have a variable or
floating rate of interest. These issues may be either general obligation bonds
or revenue bonds.
Notes are short-term instruments with a maturity of two years or less. Most
notes are general obligations of the issuer and are sold in anticipation of a
bond sale, collection of taxes or receipt of other revenues. Payment of these
notes is primarily dependent upon the issuer's receipt of the anticipated reve-
nues.
S-4
<PAGE>
Municipal Obligations also include very short-term unsecured, negotiable prom-
issory notes, issued by states, municipalities, and their agencies, which are
known as "tax-exempt commercial paper" or "municipal paper." Payment of princi-
pal and interest on issues of municipal paper may be made from various sources,
to the extent that funds are available therefrom. There is a limited secondary
market for issues of municipal paper.
While these various types of notes as a group represent the major portion of
the tax-exempt note market, other types of notes are occasionally available in
the marketplace and the Fund may invest in such other types of notes to the ex-
tent consistent with its investment objective and limitations. Such notes may
be issued for different purposes and with different security than those men-
tioned above.
The yields on Municipal Obligations are dependent on a variety of factors, in-
cluding the condition of the general money market and the Municipal Obligation
market, the size of a particular offering, the maturity of the obligation and
the rating of the issue. The ratings of Moody's and S&P represent their opin-
ions as to the quality of those Municipal Obligations which they undertake to
rate. It should be emphasized, however, that ratings are general and are not
absolute standards of quality. Consequently, Municipal Obligations with the
same maturity, coupon and rating may have different yields while obligations of
the same maturity and coupon with different ratings may have the same yield.
The market value of outstanding Municipal Obligations will vary with changes in
prevailing interest rate levels and as a result of changing evaluations of the
ability of their issuers to meet interest and principal payments.
Obligations of issuers of debt securities are subject to the provisions of
bankruptcy, insolvency and other laws affecting the rights and remedies of
creditors. In addition, the obligations of such issuers may become subject to
laws enacted in the future by Congress, state legislatures or referenda ex-
tending the time for payment of principal and/or interest, or imposing other
constraints upon enforcement of such obligations or upon municipalities to levy
taxes. There is also the possibility that, as a result of legislation or other
conditions, the power or ability of any issuer to pay, when due, the principal
of and interest on its debt security may be materially affected.
Bond Anticipation Notes (BANs) are usually general obligations of state and lo-
cal governmental issuers which are sold to obtain interim financing for pro-
jects that will eventually be funded through the sale of long-term debt obliga-
tions or bonds. The ability of an issuer to meet its obligations on its BANs is
primarily dependent on the issuer's access to the long-term municipal bond mar-
ket and the likelihood that the proceeds of such bond sales will be used to pay
the principal and interest on the BANs.
Tax Anticipation Notes (TANs) are issued by state and local governments to fi-
nance the current operations of such governments. Repayment is generally to be
derived from specific future tax revenues. TANs are usually general obligations
of the issuer. A weakness in an issuer's capacity to raise taxes due to, among
other things, a decline in its tax base or a rise in delinquencies, could ad-
versely affect the issuer's ability to meet its obligations on outstanding
TANs.
Revenue Anticipation Notes (RANs) are issued by governments or governmental
bodies with the expectation that future revenues from a designated source will
be used to repay the notes. In general they also constitute general obligations
of the issuer. A decline in the receipt of projected revenues, such as antici-
pated revenues from another level of government, could adversely affect an is-
suer's ability to meet
S-5
<PAGE>
its obligations on outstanding RANs. In addition, the possibility that the rev-
enues would, when received, be used to meet other obligations could affect the
ability of the issuer to pay the principal and interest on RANs.
Construction Loan Notes are issued to provide construction financing for spe-
cific projects. Frequently, these notes are redeemed with funds obtained from
the Federal Housing Administration.
Bank Notes are notes issued by local governmental bodies and agencies such as
those described above to commercial banks as evidence of borrowings. The pur-
poses for which the notes are issued are varied but they are frequently issued
to meet short-term working-capital or capital-project needs. These notes may
have risks similar to the risks associated with TANs and RANs.
Industrial Development and Pollution Control Bonds are issued by or on behalf
of public authorities to finance various privately-rated facilities. Typically
the interest paid thereon is exempt from federal income tax.
Variable and Floating Rate Instruments. Certain money market instruments may
carry variable or floating rates of interest. Such instruments bear interest at
rates which are not fixed, but which vary with changes in specified market
rates or indices, such as a bank prime rate or tax-exempt money market index.
Variable rate notes are adjusted to current interest rate levels at certain
specified times, such as every 30 days, as set forth in the instrument. A
floating rate note adjusts automatically whenever there is a change in its base
interest rate adjustor, e.g., a change in the prime lending rate or specified
interest rate indices. Typically such instruments carry demand features permit-
ting the Fund to recover the full principal amount thereof upon specified
notice.
One form of variable or floating rate instrument consists of an underlying
fixed rate municipal bond that is subject to a third party demand feature or
"tender option." The holder of the bond would pay a "tender fee" to the third
party tender option provider, the amount of which would be periodically ad-
justed so that the bond/tender option combination would reasonably be expected
to have a market value that approximates the par value of the bond. This
bond/tender option combination would therefore be functionally equivalent to
ordinary variable or floating rate obligations as described above, and the Fund
may purchase such obligations subject to certain conditions specified by the
Securities and Exchange Commission.
The Fund's right to obtain payment at par on a demand instrument upon demand
could be adversely affected by events occurring between the date the Fund
elects to tender the instrument and the date proceeds are due. Nuveen Advisory
will monitor on an ongoing basis the pricing, quality and liquidity of such in-
struments and will similarly monitor the ability of an obligor under the demand
arrangement, including demand obligors as to instruments supported by bank let-
ters of credit or guarantees, to pay principal and interest on demand. Although
the ultimate maturity of such variable rate obligations may exceed one year,
the Fund will treat the maturity of each variable rate demand obligation, for
purposes of computing its dollar-weighted average portfolio maturity, as the
longer of (i) the notice period required before the Fund is entitled to payment
of the principal amount through demand, or (ii) the period remaining until the
next interest rate adjustment.
S-6
<PAGE>
The Fund may also obtain standby commitments with respect to Municipal Obliga-
tions. Under a standby commitment (often referred to as a put), the party is-
suing the commitment agrees to purchase at the Fund's option the Municipal Ob-
ligation at an agreed-upon price on certain dates or within a specific period.
Since the value of a standby commitment depends in part upon the ability of
the issuing party to meet its purchase obligations thereunder, the Fund will
enter into standby commitments only with parties which have been evaluated by
Nuveen Advisory and, in the opinion of Nuveen Advisory, present minimal credit
risks.
The amount payable to the Fund upon its exercise of a standby commitment would
be (1) the acquisition cost of the Municipal Obligations (excluding any ac-
crued interest that the Fund paid on acquisition), less any amortized market
premium or plus any amortized market or original during the period the Fund
owned the security, plus (2) all interest accrued on the security since the
last interest payment date during the period the security was owned by the
Fund. The Fund's right to exercise standby commitments held by it will be un-
conditional and unqualified. The acquisition of a standby commitment will not
affect the valuation of the underlying security, which will continue to be
valued in accordance with the amortized cost method. The standby commitment
itself will be valued at zero in determining net asset value. The Fund may
purchase standby commitments for cash or pay a higher price for portfolio se-
curities which are acquired subject to such a commitment (thus reducing the
yield to maturity otherwise available for the same securities). The maturity
of a Municipal Obligation purchased by the Fund will not be considered short-
ened by any standby commitment to which such security is subject. Although the
Fund rights under a standby commitment would not be transferable, the Fund
could sell Municipal Obligations which were subject to a standby commitment to
a third party at any time.
When-Issued or Delayed-Delivery Securities
The Fund may purchase and sell Municipal Obligations on a when-issued or de-
layed-delivery basis. When-issued and delayed-delivery transactions arise when
securities are purchased or sold with payment and delivery beyond the regular
settlement date. (When-issued transactions normally settle within 30-45 days.)
On such transactions the payment obligation and the interest rate are fixed at
the time the buyer enters into the commitment. The commitment to purchase se-
curities on a when-issued or delayed-delivery basis may involve an element of
risk because the value of the securities is subject to market fluctuation, no
interest accrues to the purchaser prior to settlement of the transaction, and
at the time of delivery the market value may be less than cost. At the time
the Fund makes the commitment to purchase a Municipal Obligation on a when-is-
sued or delayed-delivery basis, it will record the transaction and reflect the
amount due and the value of the security in determining its net asset value.
Likewise, at the time the Fund makes the commitment to sell a Municipal Obli-
gation on a delayed- delivery basis, it will record the transaction and in-
clude the proceeds to be received in determining its net asset value; accord-
ingly, any fluctuations in the value of the Municipal Obligation sold pursuant
to a delayed-delivery commitment are ignored in calculating net asset value so
long as the commitment remains in effect. The Fund will maintain designated
readily marketable assets at least equal in value to commitments to purchase
when-issued or delayed-delivery securities, such assets to be segregated by
the Custodian specifically for the settlement of such commitments. The Fund
will only make commitments to purchase Municipal Obligations on a when-issued
or delayed-delivery basis with the intention of actually acquiring the securi-
ties, but the Fund reserves the right to sell these securities before the
S-7
<PAGE>
settlement date if it is deemed advisable. If a when-issued security is sold
before delivery any gain or loss would not be tax-exempt.
Taxable Investments
Taxable investments (sometimes called "Temporary Investments") include obliga-
tions of the United States Government, its agencies or instrumentalities; debt
securities of issuers having, at the time of purchase, a quality rating within
the two highest grades by either Moody's Investors Service, Inc. ("Moody's"),
Standard & Poor's Corporation ("S&P") or Fitch (Aaa or Aa, AAA or AA, or AAA or
AA, respectively); commercial paper rated in the highest grade by Moody's or
S&P (Prime-1 or A-1, respectively); certificates of deposit of domestic banks
with assets of $1 billion or more; and Municipal Obligations and U.S. Govern-
ment obligations subject to short-term repurchase agreements.
Subject to the limitations described in the Prospectus the Fund may invest in
the following taxable investments:
U.S. Government Direct Obligations--issued by the United States Treasury and
include bills, notes, and bonds.
--Treasury bills are issued with maturities of up to one year. They are issued
in bearer form, are sold on a discount basis and are payable at par value at
maturity.
--Treasury notes are longer-term interest-bearing obligations with original ma-
turities of one to seven years.
--Treasury bonds are longer-term interest-bearing obligations with original ma-
turities from five to thirty years.
U.S. Government Agencies Securities--Certain federal agencies have been estab-
lished as instrumentalities of the United States government to supervise and
finance certain types of activities. These agencies include, but are not lim-
ited to the Bank for Cooperatives, Federal Land Banks, Federal Intermediate
Credit Banks, Federal Home Loan Banks, Federal National Mortgage Association,
Government National Mortgage Association, Export-Import Bank of the United
States and Tennessee Valley Authority. Issues of these agencies, while not di-
rect obligations of the United States government, are either backed by the full
faith and credit of the United States or are guaranteed by the Treasury or sup-
ported by the issuing agencies' right to borrow from the Treasury. There can be
no assurance that the United States government itself will pay interest and
principal on securities as to which it is not so legally obligated.
Certificates of Deposit (CDs)--A certificate of deposit is a negotiable inter-
est-bearing instrument with a specific maturity. CDs are issued by banks in ex-
change for the deposit of funds and normally can be traded in the secondary
market, prior to maturity. The Fund will only invest in U.S. dollar denominated
CDs issued by U.S. banks with assets of $1 billion or more.
Commercial Paper--Commercial paper is the term used to designate unsecured
short-term promissory notes issued by corporations. Maturities on these issues
vary from a few to 397 days. Commercial paper may be purchased from U.S. corpo-
rations.
S-8
<PAGE>
Other Corporate Obligations--The Fund may purchase notes, bonds and debentures
issued by corporations if at the time of purchase there is less than 397 days
remaining until maturity or if they carry a variable or floating rate of inter-
est.
Repurchase Agreements--A repurchase agreement is a contractual agreement
whereby the seller of securities (U.S. Government or Municipal Obligations)
agrees to repurchase the same security at a specified price on a future date
agreed upon by the parties. The agreed upon repurchase price determines the
yield during the Fund's holding period. Repurchase agreements are considered to
be loans collateralized by the underlying security that is the subject of the
repurchase contract. The Fund will only enter into repurchase agreements with
dealers, domestic banks or recognized financial institutions that in the opin-
ion of Nuveen Advisory represent minimal credit risk. The risk to the Fund is
limited to the ability of the issuer to pay the agreed upon repurchase price on
the delivery date; however, although the value of the underlying collateral at
the time the transaction is entered into always equals or exceeds the agreed
upon repurchase price, if the value of the collateral declines there is a risk
of loss of both principal and interest. In the event of default, the collateral
may be sold but the Fund might incur a loss if the value of the collateral de-
clines, and might incur disposition costs or experience delays in connection
with liquidating the collateral. In addition, if bankruptcy proceedings are
commenced with respect to the seller of the security, realization upon the col-
lateral by the Fund may be delayed or limited. Nuveen Advisory will monitor the
value of the collateral at the time the transaction is entered into and at all
times subsequent during the term of the repurchase agreement in an effort to
determine that the value always equals or exceeds the agreed upon repurchase
price. In the event the value of the collateral declines below the repurchase
price, Nuveen Advisory will demand additional collateral from the issuer to in-
crease the value of the collateral to at least that of the repurchase price.
Ratings of Investments
The two highest ratings of Moody's for Municipal Obligations are Aaa and Aa.
Municipal Obligations rated Aaa are judged to be of the "best quality." The
rating of Aa is assigned to Municipal Obligations which are of "high quality by
all standards," but as to which margins of protection or other elements make
long-term risks appear somewhat larger than in Aaa rated Municipal Obligations.
The Aaa and Aa rated Municipal Obligations comprise what are generally known as
"high grade bonds." Moody's bond rating symbols may contain numerical modifiers
of a generic rating classification. The modifier 1 indicates that the bond
ranks at the high end of its category; the modifier 2 indicates a mid-range
ranking; and the modifier 3 indicates that the issue ranks in the lower end of
its generic rating category.
The two highest ratings of S&P for Municipal Obligations are AAA and AA. Munic-
ipal Obligations rated AAA have an extremely strong capacity to pay principal
and interest. The rating of AA indicates that capacity to pay principal and in-
terest is very strong and such bonds differ from AAA issues only in small de-
gree.
The two highest ratings of Fitch for Municipal Obligations are AAA and AA. Mu-
nicipal Obligations rated AAA have an exceptionally strong ability to pay in-
terest and repay principal. The rating of AA indicates that capacity to pay
principal and interest is very strong, although not quite as strong as bonds
rated AAA.
S-9
<PAGE>
The highest rating of Moody's and S&P for federally tax-exempt short-term loans
and notes is VMIG-1 or MIG-I and SP-1, respectively. Obligations designated
VMIG-I and MIG-I are the best quality, enjoying strong protection from estab-
lished cash flows for their servicing or from established and broad-based ac-
cess to the market for refinancing, or both. The designation SP-1 indicates a
very strong or strong capacity to pay principal and interest.
The Fund's ability to purchase commercial paper of tax-exempt and corporate is-
suers is limited to commercial paper rated Prime-1 by Moody's or A-1 by S&P.
The rating Prime-1 (P-1) is the highest commercial paper rating assigned by
Moody's. Issuer's rated P-1 have a superior capacity for repayment of short-
term obligations normally evidenced by the following characteristics: leading
market positions in well-established industries; high rates of return on funds
employed; conservative capitalization structures which moderate reliance on
debt and ample asset protection; broad margins in earnings coverage of fixed
financial charges and high internal cash generation; well-established access to
a range of financial markets and assured sources of alternative liquidity. The
designation A-1 indicates that the degree of safety regarding timely payment is
very strong.
Subsequent to its purchase by the Fund, an issue may cease to be rated or its
rating may be reduced below the minimum required for purchase by the Fund. Nei-
ther event requires the elimination of such obligations from the Fund, but
Nuveen Advisory will consider such an event in its determination of whether the
Fund should continue to hold such obligation.
S-10
<PAGE>
MANAGEMENT
The management of the Corporation, including general supervision of the duties
performed for the Fund under the Investment Management Agreement, is the re-
sponsibility of its Board of Directors. The Corporation currently has seven di-
rectors, one of whom is an "interested person" (as the term "interested person"
is defined in the Investment Company Act of 1940) and six of whom are "disin-
terested persons." The names and business addresses of the directors and offi-
cers of the Corporation and their principal occupations and other affiliations
during the past five years are set forth below, with those directors who are
"interested persons" of the Corporation indicated by an asterisk.
<TABLE>
------------------------------------------------------------------------------------
<CAPTION>
Date of Positions and Principal Occupations
Name and Address Birth Offices with Fund During Past Five Years
------------------------------------------------------------------------------------
<C> <C> <C> <S>
Timothy R. Schwertfeger* 3/28/49 Chairman of the Board Chairman since July 1,
333 West Wacker Drive and President 1996 of The John Nuveen
Chicago, IL 60606 Director Company, John Nuveen &
Co. Incorporated, Nuveen
Advisory Corp. and
Nuveen Institutional
Advisory Corp., prior
thereto Executive Vice
President and Director
of The John Nuveen
Company and John Nuveen
& Co. Incorporated;
Director of Nuveen
Advisory Corp. (since
1992) and Nuveen
Institutional Advisory
Corp.; Chairman and
Director (since January
1997) of Nuveen Asset
Management, Inc.;
Director (since 1996) of
Institutional Capital
Corporation; Chairman
and Director of
Rittenhouse Financial
Services Inc. (since
1999); Chief Executive
Officer (since September
1999) of Nuveen Senior
Loan Asset Management
Inc.
------------------------------------------------------------------------------------
Robert P. Bremner 8/22/40 Director Private Investor and
3725 Huntington Street, N.W. Management Consultant.
Washington, D.C. 20015
------------------------------------------------------------------------------------
Lawrence H. Brown 7/29/34 Director Retired (August 1989) as
201 Michigan Avenue Senior Vice President of
Highwood, IL 60040 The Northern Trust
Company
------------------------------------------------------------------------------------
Anne E. Impellizzeri 1/26/33 Director President and Chief
3 West 29th Street Executive Officer of
New York, NY 10001 Blanton-Peale Institutes
of Religion and Health
(since December 1990).
------------------------------------------------------------------------------------
Peter R. Sawers 4/3/33 Director Adjunct Professor of
22 The Landmark Business and Economics,
Northfield, IL 60093 University of Dubuque,
Iowa; Adjunct Professor,
Lake Forest Graduate
School of Management,
Lake Forest, Illinois.
------------------------------------------------------------------------------------
William J. Schneider 9/24/44 Director Senior Partner and Chief
4000 Miller-Valentine Ct. Operating Officer,
P.O. Box 744 Miller-Valentine
Dayton, OH 45401 Partners; Vice
President, Miller-
Valentine Group, a
development and contract
company; Member
Community Advisory
Board, National City
Bank, Dayton, Ohio.
</TABLE>
--------------------------------------------------------------------------------
S-11
<PAGE>
<TABLE>
--------------------------------------------------------------------------------------
<CAPTION>
Date of Positions and Principal Occupations
Name and Address Birth Offices with Fund During Past Five Years
--------------------------------------------------------------------------------------
<C> <C> <C> <S>
Judith M. Stockdale 12/29/47 Director Executive Director,
35 E. Wacker Drive Gaylord and Dorothy
Suite 2600 Donnelley Foundation
Chicago, IL 60601 (since 1994); prior
thereto, Executive
Director, Great Lakes
Protection Fund (from
1990 to 1994).
-------------------------------------------------------------------------------
Alan G. Berkshire 12/28/60 Vice President and Senior Vice President
333 West Wacker Drive Assistant Secretary and General Counsel
Chicago, IL 60606 (since September 1997)
and Secretary (since May
1998) of The John Nuveen
Company, John Nuveen &
Co. Incorporated, Nuveen
Advisory Corp. and
Nuveen Institutional
Advisory Corp., Senior
Vice President and
Secretary (since
September 1999) of
Nuveen Senior Loan Asset
Management Inc.; prior
thereto, Partner in the
law firm of Kirkland &
Ellis.
-------------------------------------------------------------------------------
Peter H. D'Arrigo 11/28/67 Vice President and Vice President of John
333 West Wacker Drive Treasurer Nuveen & Co.
Chicago, IL 60606 Incorporated (since
January 1999), prior
thereto. Assistant Vice
President (from January
1997); formerly,
Associate of John Nuveen
& Co. Incorporated; Vice
President and Treasurer
(since September 1999)
of Nuveen Senior Loan
Asset Management Inc.;
Chartered Financial
Analyst.
-------------------------------------------------------------------------------
Michael S. Davern 6/26/57 Vice President Vice President of Nuveen
333 West Wacker Drive Advisory Corp. (since
Chicago, IL 60606 January 1997); prior
thereto, Vice President
and Portfolio Manager of
Flagship Financial.
--------------------------------------------------------------------------------------
Lorna C. Ferguson 10/24/45 Vice President Vice President of John
333 West Wacker Drive Nuveen & Co.
Chicago, IL 60606 Incorporated; Vice
President (since January
1998) of Nuveen Advisory
Corp. and Nuveen
Institutional Advisory
Corp.
--------------------------------------------------------------------------------------
William M. Fitzgerald 3/2/64 Vice President Vice President of Nuveen
333 West Wacker Drive Advisory Corp. (since
Chicago, IL 60606 December 1995);
Assistant Vice President
of Nuveen Advisory Corp.
(from September 1992 to
December 1995), prior
thereto, Assistant
Portfolio Manager of
Nuveen Advisory Corp.
--------------------------------------------------------------------------------------
Stephen D. Foy 5/31/54 Vice President and Controller Vice President of John
333 West Wacker Drive Nuveen & Co.
Chicago, IL 60606 Incorporated and (since
May 1998) The John
Nuveen Company, Vice
President (since
September 1999) of
Nuveen Senior Loan Asset
Management Inc.,
Certified Public
Accountant.
--------------------------------------------------------------------------------------
J. Thomas Futrell 7/5/55 Vice President Vice President of Nuveen
333 West Wacker Drive Advisory Corp.;
Chicago, IL 60606 Chartered Financial
Analyst
--------------------------------------------------------------------------------------
</TABLE>
S-12
<PAGE>
<TABLE>
-------------------------------------------------------------------------------
<CAPTION>
Date of Positions and Principal Occupations
Name and Address Birth Offices with Fund During Past Five Years
-------------------------------------------------------------------------------
<C> <C> <C> <S>
Richard A. Huber 3/26/63 Vice President Vice President of Nuveen
333 West Wacker Drive Institutional Advisory
Chicago, IL 60606 Corp. (since March 1998)
and Nuveen Advisory Corp.
(since January 1997);
prior thereto, Vice
President and Portfolio
Manager of Flagship
Financial, Inc.
-------------------------------------------------------------------------------
Steven J. Krupa 8/21/57 Vice President Vice President of Nuveen
333 West Wacker Drive Advisory Corp.
Chicago, IL 60606
-------------------------------------------------------------------------------
Larry W. Martin 7/27/51 Vice President and Vice President, Assistant
333 West Wacker Drive Assistant Secretary Secretary and Assistant
Chicago, IL 60606 General Counsel of John
Nuveen & Co. Incorporated;
Vice President and
Assistant Secretary of
Nuveen Advisory Corp.;
Vice President and
Assistant Secretary of
Nuveen Institutional
Advisory Corp.; Assistant
Secretary of The John
Nuveen Company and (since
January 1997) Nuveen Asset
Management Inc.; Vice
President and Assistant
Secretary (since September
1999) of Nuveen Senior
Loan Asset Management Inc.
-------------------------------------------------------------------------------
Edward F. Neild, IV 7/7/65 Vice President Vice President (since
333 West Wacker Drive September 1996),
Chicago, IL 60606 previously Assistant Vice
President (since December
1993) of Nuveen Advisory
Corp., Portfolio Manager
prior thereto; Vice
President (since September
1996), previously
Assistant Vice President
(since May 1995) of Nuveen
Institutional Advisory
Corp., Portfolio Manager
prior thereto; Chartered
Financial Analyst.
-------------------------------------------------------------------------------
Stephen S. Peterson 9/20/57 Vice President Vice President (since
333 West Wacker Drive September 1997),
Chicago, IL 60606 previously Assistant Vice
President (since September
1996), Portfolio Manager
prior thereto of Nuveen
Advisory Corp., Chartered
Financial Analyst.
-------------------------------------------------------------------------------
Thomas C. Spalding, Jr. 7/31/51 Vice President Vice President of Nuveen
333 West Wacker Drive Advisory Corp. and Nuveen
Chicago, IL 60606 Institutional Advisory
Corp.; Chartered Financial
Analyst.
-------------------------------------------------------------------------------
Gifford R. Zimmerman 9/9/56 Vice President and Vice President, Assistant
333 West Wacker Drive Secretary Secretary and Associate
Chicago, IL 60606 General Counsel formerly
Assistant General Counsel
of John Nuveen & Co.
Incorporated; Vice
President and Assistant
Secretary of Nuveen
Advisory Corp. and Nuveen
Institutional Advisory
Corp.; Vice President and
Assistant Secretary of The
John Nuveen Company (since
May 1994); Vice President
and Assistant Secretary
(since September 1999) of
Nuveen Senior Loan Asset
Management Inc.; Chartered
Financial Analyst.
</TABLE>
--------------------------------------------------------------------------------
Timothy R. Schwertfeger and Peter R. Sawers serve as members of the Executive
Committee of the Board of Directors. The Executive Committee, which meets be-
tween regular meetings of the Board of Directors, is authorized to exercise all
of the powers of the Board of Directors.
S-13
<PAGE>
The directors of the Corporation are directors or trustees, as the case may be,
of 37 Nuveen open-end funds and 54 Nuveen closed-end funds advised by Nuveen
Advisory Corp. Mr. Schwertfeger is a director or trustee, as the case may be,
of 13 Nuveen open-end funds and closed-end funds advised by Nuveen Institu-
tional Advisory Corp. and two funds advised by Nuveen Senior Loan Asset Manage-
ment. None of the independent directors has ever been a director, officer, or
employee of, or a consultant to, Nuveen Advisory, Nuveen or their affiliates.
The following table sets forth compensation paid by the Corporation to each of
the directors of the Corporation and the total compensation paid to each direc-
tor during the fiscal year ended February 29, 2000. The Corporation has no re-
tirement or pension plans. The officers and directors affiliated with Nuveen
serve without any compensation from the Corporation.
<TABLE>
<CAPTION>
Aggregate Total Compensation
Compensation From Corporation and
from the series of Fund Complex
Name of Trustee this Corporation(1) paid to Directors(2)
--------------- ------------------- --------------------
<S> <C> <C>
Robert P. Bremner................ $822 $72,000
Lawrence H. Brown................ $885 $78,750
Anne E. Impellizzeri............. $822 $72,000
Peter R. Sawers.................. $822 $74,500
William S. Schneider............. $822 $72,000
Judith M. Stockdale.............. $822 $72,000
</TABLE>
--------
(1) The compensation paid (but not including amounts deferred) to the indepen-
dent directors for the fiscal year ended February 29, 2000 for services to
the Fund.
(2) Based on the compensation paid (including any amounts deferred) to the in-
dependent directors for the fiscal year ended February 29, 2000 for serv-
ices to the open-end and closed-end funds advised by NAC.
Each director who is not affiliated with NAC receives a $60,000 annual retainer
for serving as a director or trustee of all funds for which NAC serves as in-
vestment adviser or manager and a $1,000 fee per day plus expenses for atten-
dance at all meetings held on a day on which a regularly scheduled Board meet-
ing is held, a $1,000 fee per day plus expenses for attendance in person or a
$500 fee per day plus expenses for attendance by telephone at a meeting held on
a day which no regular Board meeting is held and a $250 fee per day plus ex-
penses for attendance in person or by telephone at a meeting of the Executive
Committee held solely to declare dividends. The annual retainer, fees and ex-
penses are allocated among the funds for which NAC serves as investment adviser
or manager on the basis of relative net asset sizes. The Corporation requires
no employees other than its officers, all of whom are compensated by NAC or
Nuveen.
The John Nuveen Company (JNC) maintains charitable contributions programs to
encourage the active support and involvement of individuals in the civic activ-
ities of their community. These programs include a matching contributions pro-
gram and a direct contributions program. The independent directors of the funds
managed by NAC are eligible to participate in the charitable contributions pro-
gram of JNC. Under the matching program, JNC will match the personal contribu-
tions of a director to
S-14
<PAGE>
Section 501(c)(3) organizations up to an aggregate maximum amount of $10,000
during any calendar year. Under its direct (non-matching) program, JNC makes
contributions to qualifying Section 501(c)(3) organizations, as approved by the
Corporate Contributions Committee of JNC. The independent directors are also
eligible to submit proposals to the committee requesting that contributions be
made under this program to Section 501(c)(3) organizations identified by the
director, in an aggregate amount not to exceed $5,000 during any calendar year.
Any contribution made by JNC under the direct program is made solely at the
discretion of the Corporate Contributions Committee.
The officers and directors of the Corporation, in the aggregate, own less than
1% of the shares of the Fund.
INVESTMENT ADVISER AND INVESTMENT MANAGEMENT AGREEMENT
Nuveen Advisory acts as investment adviser for the Fund and in such capacity
manages the investment and reinvestment of the assets of the Fund. Nuveen Advi-
sory also administers the Fund's business affairs, provides office facilities
and equipment and certain clerical, bookkeeping and administrative services,
and permits any of its officers or employees to serve without compensation as
directors or officers of the Fund if elected to such positions. See "Who Man-
ages the Fund" in the Prospectus.
Pursuant to an investment management agreement between Nuveen Advisory and the
Fund, the Fund has agreed to pay annual management fees at the rates set forth
below, which are based on the Fund's average daily net assets:
<TABLE>
<CAPTION>
Average Daily Net Assets Management Fee
----------------------------------------
<S> <C>
First $125M 0.5000 of 1%
Next $125M 0.4875 of 1%
Next $250M 0.4750 of 1%
Next $500M 0.4625 of 1%
Next $1B 0.4500 of 1%
Over $2B 0.4250 of 1%
</TABLE>
Through December 31, 1999, Nuveen Advisory had undertaken to reimburse Fund ex-
penses in an amount necessary to limit total operating expenses to .75 of 1% of
the Fund's daily net assets. Thereafter, Nuveen Advisory may choose to modify,
continue or discontinue these reimbursements at its sole discretion.
Before June 25, 1999 and pursuant to an investment management agreement between
Nuveen Advisory and the Fund, the Fund agreed to pay annual management fees at
the rates set forth below, which are based on the Fund's average daily net as-
sets:
<TABLE>
<CAPTION>
Average Daily Net Assets Management Fees
-------------------------------------------
<S> <C>
For the first $500 million .5000 of 1%
For the next $500 million .4750 of 1%
For assets over $1 billion .4500 of 1%
</TABLE>
S-15
<PAGE>
For periods before June 25, 1999, Nuveen Advisory had agreed to waive all or a
portion of its management fee or reimburse certain expenses of the Fund in or-
der to prevent total operating expenses (including Nuveen Advisory's manage-
ment fee, but excluding interest, taxes, fees incurred in acquiring and dis-
posing of portfolio securities, any asset-based distribution or service fees
and, to the extent permitted, extraordinary expenses) in any fiscal year from
exceeding .75 of 1% of the average daily net assets of the Fund. Nuveen Advi-
sory could also voluntarily agree to reimburse additional expenses from time
to time, which could be terminated at any time in its discretion. For the last
three fiscal years, the Fund paid net management fees to Nuveen Advisory as
follows:
<TABLE>
<CAPTION>
Fee Waivers and Expense
Management Fees Net of Expense Reimbursements from Nuveen
Reimbursement Paid to Nuveen Advisory for the Year
Advisory for the Year Ended Ended
------------------------------------------------------------
2/28/98 2/28/99 2/29/00 2/28/98 2/28/99 2/29/00
------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
$1,196,845 $1,146,838 $584,105 $178,780 $131,692 $657,154
</TABLE>
Nuveen Advisory is a wholly-owned subsidiary of John Nuveen & Co. Incorporated
("Nuveen"), the Fund's principal underwriter. Nuveen is sponsor of the Nuveen
Defined Portfolios, registered unit investment trusts, is the principal under-
writer for Nuveen Mutual Funds, and has served as co-managing underwriter for
the Nuveen Exchange-Traded Funds. Over 1,300,000 individuals have invested to
date in Nuveen's funds and trusts. Founded in 1898, Nuveen brings over a cen-
tury of expertise to the Municipal bond market. Overall, Nuveen and its affil-
iates manage or oversee more than $70 billion in assets in a variety of prod-
ucts. Nuveen is a subsidiary of The John Nuveen Company which, in turn, is ap-
proximately 78% owned by The St. Paul Companies, Inc. ("St. Paul"). St. Paul
is located in St. Paul, Minnesota and is principally engaged in providing
property-liability insurance through subsidiaries.
Nuveen Advisory's portfolio managers call upon the resources of Nuveen's Re-
search Department. The Nuveen Research Department reviews more than $100 bil-
lion in municipal bonds every year.
The Fund, the other Nuveen funds, Nuveen Advisory, and other related entities
have adopted a code of ethics which essentially prohibits all Nuveen fund man-
agement personnel, including Nuveen fund portfolio managers, from engaging in
personal investments which compete or interfere with, or attempt to take ad-
vantage of, the Fund's anticipated or actual portfolio transactions, and is
designed to assure that the interest of Fund shareholders are placed before
the interest of Nuveen personnel in connection with personal investment trans-
actions.
PORTFOLIO TRANSACTIONS
Nuveen Advisory, in effecting purchases and sales of portfolio securities for
the account of the Fund, will place orders in such manner as, in the opinion
of management, will offer the best price and market for the execution of each
transaction. Portfolio securities will normally be purchased directly from an
underwriter or in the over-the-counter market from the principal dealers in
such securities, unless it appears that a better price or execution may be ob-
tained elsewhere. Portfolio securities will not be purchased from Nuveen or
its affiliates except in compliance with the Investment Company Act of 1940.
S-16
<PAGE>
The Fund since its inception has effected all portfolio transactions on a prin-
cipal (as opposed to an agency) basis and, accordingly, has not paid any bro-
kerage commissions.
Purchases from underwriters include a commission or concession paid by the is-
suer to the underwriter, and purchases from dealers include the spread between
the bid and asked price. Given the best price and execution obtainable, it is
the practice of the Fund to select dealers which, in addition, furnish research
information (primarily credit analyses of issuers) and statistical and other
services to Nuveen Advisory. It is not possible to place a dollar value on in-
formation and statistical and other services received from dealers. Since it is
only supplementary to Nuveen Advisory's own research efforts, the receipt of
research information is not expected to reduce significantly Nuveen Advisory's
expenses. Any research benefits obtained are available to all of Nuveen
Advisory's other clients. While Nuveen Advisory will be primarily responsible
for the placement of the Fund's business, the policies and practices of Nuveen
Advisory in this regard must be consistent with the foregoing and will, at all
times, be subject to review by the Board of Directors of the Corporation.
Nuveen Advisory reserves the right to, and does, manage other investment ac-
counts and investment companies or other clients which may have investment ob-
jectives similar to the Fund. Subject to applicable laws and regulations,
Nuveen Advisory will attempt to allocate equitably portfolio transactions among
the Fund and the portfolios of its other clients purchasing securities whenever
decisions are made to purchase or sell securities by the Fund and one or more
of such other clients simultaneously. In making such allocations the main fac-
tors to be considered will be the respective investment objectives of the Fund
and such other clients, the relative size of portfolio holdings of the same or
comparable securities, the availability of cash for investment by the Fund and
such other clients, the size of investment commitments generally held by the
Fund and such other clients and opinions of the persons responsible for recom-
mending investments to the Fund and such other clients.
While this procedure could have a detrimental effect on the price or amount of
the securities available to the Fund from time to time, it is the opinion of
the Corporation's Board of Directors that the benefits available from Nuveen
Advisory's organization will outweigh any disadvantage that may arise from ex-
posure to simultaneous transactions.
Under the Investment Company Act of 1940, the Fund may not purchase portfolio
securities from any underwriting syndicate of which Nuveen is a member except
under certain limited conditions set forth in Rule 10f-3. The Rule sets forth
requirements relating to, among other things, the type of securities purchased
by the Fund and the amount of securities which may be purchased in any one is-
sue. In addition, purchases of securities made pursuant to the terms of the
Rule must be approved at least quarterly by the Board of Directors of the Cor-
poration, including a majority of the members thereof who are not interested
persons of the Fund.
NET ASSET VALUE
As stated in the Prospectus, the net asset value of the shares of the Fund will
be determined by The Chase Manhattan Bank, the Fund's custodian, as of 4:00
p.m., Eastern Time, (1) on each day on which
S-17
<PAGE>
the Federal Reserve Bank of Boston is normally open and (2) on any day during
which there is sufficient degree of trading in the Fund's portfolio securities
that the current net asset value of the Fund's shares might be materially af-
fected by such changes in the value of the portfolio securities. The Federal
Reserve Bank of Boston is not open and the Fund will similarly not be open on
New Year's Day, Martin Luther King's Birthday, Washington's Birthday, Good Fri-
day, Memorial Day, Independence Day, Labor Day, Columbus Day, Veteran's Day,
Thanksgiving Day and Christmas Day. It is possible that changing circumstances
during the year will result in addition or deletions to the above lists. The
net asset value per share will be computed by dividing the value of the portfo-
lio securities held by the Fund, plus cash or other assets, less liabilities,
by the total number of shares outstanding at such time.
As stated in the Prospectus, the Fund will seek to maintain a net asset value
of $1.00 per share. In this connection, the Fund values its portfolio securi-
ties at their amortized cost, as permitted by the Securities and Exchange Com-
mission (the "Commission") under Rule 2a-7 under the Investment Company Act of
1940. This method does not take into account unrealized securities gains or
losses. It involves valuing an instrument at its cost on the date of purchase
and thereafter assuming a constant amortization to maturity of any discount or
premium. While this method provides certainty in valuation, it may result in
periods during which the value of an investment, as determined by amortized
cost, is higher or lower than the price the Fund would receive if it sold the
instrument. During periods of declining interest rates, the daily yield on
shares of the Fund may tend to be higher than a like computation made by a fund
with identical investments utilizing a method of valuation based upon market
prices and estimates of market prices for all of its portfolio instruments.
Thus, if the use of the amortized cost method by the Fund resulted in a lower
aggregate portfolio value on a particular day, a prospective investor in the
Fund would be able to obtain a somewhat higher yield than would result from an
investment in a fund utilizing solely market values, and existing investors in
the Fund would receive less investment income. The converse would apply in a
period of rising interest rates.
The Fund, as a condition to the use of amortized cost and the maintenance of
its per share net asset value of $1.00, must maintain a dollar-weighted average
portfolio maturity of 90 days or less, only purchase instruments having remain-
ing maturities of 397 days or less, and invest only in securities determined to
be of high quality with minimal credit risks. The Fund may invest in variable
and floating rate instruments even if they carry stated maturities in excess of
397 days, upon certain conditions contained in rules and regulations issued by
the Securities and Exchange Commission under the Investment Company Act of
1940, but will do so only if there is a secondary market for such instruments
or if they carry demand features, permissible under rules of the Commission for
money market funds, to recover the full principal amount thereof upon specified
notice at par, or both.
The Board of Directors, pursuant to Rule 2a-7, has established procedures de-
signed to stabilize, to the extent reasonably possible, the Fund's price per
share as computed for the purpose of sales and redemptions at $1.00. Such pro-
cedures will include review of the Fund's portfolio holdings by the Board of
Directors, at such intervals as it may deem appropriate, to determine whether
the net asset value calculated by using available market quotations or market
equivalents deviates from $1.00 per share based on amortized cost. Market quo-
tations and market equivalents used in such review may be obtained from a pric-
ing agent approved by the Board of Directors. The Board has selected Nuveen Ad-
visory to act as pricing agent, but in the future may select an independent
pricing service to
S-18
<PAGE>
perform this function. In serving as pricing agent, Nuveen Advisory will follow
guidelines adopted by the Board, and the Board will monitor Nuveen Advisory to
see that the guidelines are followed. The pricing agent will value the Fund's
investment based on methods which include consideration of yield or prices of
municipal obligations of comparable quality, coupon, maturity, and type; indi-
cations as to values from dealers; and general market conditions. The pricing
agent may employ electronic data processing techniques and/or a matrix system
to determine valuations. The extent of any deviation between the Fund's net as-
set value based on the pricing agent's market valuation and $1.00 per share
based on amortized cost will be examined by the Board of Directors. If such de-
viation exceeds 1/2 of 1%, the Board of Directors will promptly consider what
action, if any, will be initiated. In the event the Board of Directors deter-
mines that a deviation exists which may result in material dilution or other
unfair results to investors or existing shareholders, it has agreed to take
such corrective action as it regards as necessary and appropriate, including
the sale of portfolio instruments prior to maturity to realize capital gains or
losses or to shorten average portfolio maturity; withholding dividends or pay-
ment of distributions from capital gains; redemption of shares in kind; or es-
tablishing a net asset value per share by using available market quotations.
TAX MATTERS
Federal Income Tax Matters
The following discussion of federal income tax matters is based upon the advice
of Morgan, Lewis & Bockius LLP, counsel to the Fund.
The Fund intends to qualify, as it has in prior years, under Subchapter M of
the Internal Revenue Code of 1986, as amended, (the "Code"), for tax treatment
as a regulated investment company. In order to qualify as a regulated
investment company, the Fund must satisfy certain requirements relating to the
source of its income, diversification of its assets, and distributions of its
income to shareholders. First, the Fund must derive at least 90% of its annual
gross income (including tax-exempt interest) from dividends, interest, payments
with respect to securities loans, gains from the sale or other disposition of
stock or securities, foreign currencies or other income (including but not
limited to gains from options and futures) derived with respect to its business
of investing in such stock or securities (the "90% gross income test"). Second,
the Fund must diversify its holdings so that, at the close of each quarter of
its taxable year, (i) at least 50% of the value of its total assets is
comprised of cash, cash items, United States Government securities, securities
of other regulated investment companies and other securities limited in respect
of any one issuer to an amount not greater in value than 5% of the value of the
Fund's total assets and to not more than 10% of the outstanding voting
securities of such issuer, and (ii) not more than 25% of the value of the total
assets is invested in the securities of any one issuer (other than United
States Government securities and securities of other regulated investment
companies) or two or more issuers controlled by the Fund and engaged in the
same, similar or related trades or businesses.
As a regulated investment company, the Fund will not be subject to federal in-
come tax on the portion of its net investment income and net realized gain that
is currently distributed to shareholders in any taxable year for which the Fund
distributes at least 90% of the sum of (i) its "investment company
S-19
<PAGE>
taxable income" (which includes dividends, taxable interest, taxable original
issue discount and market discount income, income from securities lending, net
short-term capital gain in excess of long-term capital loss, and any other tax-
able income other than "net capital gain" (the excess of its net long-term cap-
ital gain over its net short-term capital loss) and is reduced by deductible
expenses) and (ii) its "net tax-exempt interest" (the excess of its gross tax-
exempt interest income over certain disallowed deductions).
The Fund also intends to satisfy conditions which will enable it to designate
certain distributions, as Exempt Interest Dividends. Shareholders receiving
Exempt Interest Dividends will not be subject to regular federal income tax on
the amount of such dividends.
Distributions by the Fund of net interest income received from certain taxable
investments (such as certificates of deposit, commercial paper and obligations
of the United States Government, its agencies and instrumentalities) and net
short-term capital gains realized by the Fund, if any, will be taxable to
shareholders as ordinary income whether received in cash or additional shares.
If the Fund purchases a security at a market discount, any gain realized by the
Fund upon the sale or redemption of the security will be treated as taxable
interest income to the extent such gain does not exceed the market discount,
and any gain realized in excess of the market discount will be treated as a
capital gain. Any net long-term capital gains realized by the Fund and
distributed to shareholders in cash or in additional shares will be taxable to
shareholders as long-term capital gains regardless of the length of time
investors have owned shares of the Fund. The Fund does not expect to realize
significant long-term capital gains. Because the taxable portion of the Fund's
investment income consists primarily of interest, none of its dividends,
whether or not treated as exempt-interest dividends, is expected to qualify
under the Internal Revenue Code for the dividends received deductions for
corporations.
Capital gains are taxable to shareholders either as ordinary income or as long-
term capital gains, depending on how long the fund owned the investment. Early
in each year, you will receive a statement detailing the amount and nature of
all capital gains that you were paid during the prior year.
In the very unlikely event that the fund realizes capital gains or ordinary
income subject to regular federal income tax, it will pay any capital gains or
other taxable distributions in December.
If the Fund has both tax-exempt and taxable income, it will use the "average
annual" method for determining the designated percentage that is taxable income
and designate the use of such method within 60 days after the end of the Fund's
taxable year. Under this method, one designated percentage is applied uniformly
to all distributions made during the Fund's taxable year. The percentage of
income designated as tax-exempt for any particular distribution may be
substantially different from the percentage of the Fund's income that was tax-
exempt during the period covered by the distribution.
Although dividends generally will be treated as distributed when paid,
dividends declared in October, November or December, payable to shareholders of
record on a specified date in one of those months and paid during the following
January, will be treated as having been distributed by the Fund (and received
by the shareholders) on December 31.
S-20
<PAGE>
The redemption or exchange of the shares of the Fund is not expected to result
in capital gain or loss to the shareholders because the Fund's net asset value
is expected to remain constant at $1.00 per share. To the extent that the
Fund's net asset value is greater or less than $1.00 per share, redemptions or
exchanges may result in capital gain or loss to the shareholder.
In order to avoid a 4% federal excise tax, the Fund must distribute or be
deemed to have distributed by December 31 of each calendar year at least 98% of
its taxable ordinary income for such year, at least
98% of the excess of its realized capital gains over its realized capital
losses (generally computed on the basis of the one-year period ending on Octo-
ber 31 of such year) and 100% of any taxable ordinary income and the excess of
realized capital gains over realized capital losses for the prior year that was
not distributed during such year and on which the Fund paid no federal income
tax. The Fund intends to make timely distributions in compliance with these re-
quirements and consequently it is anticipated that it generally will not be re-
quired to pay the excise tax.
If in any year the Fund should fail to qualify under Subchapter M for tax
treatment as a regulated investment company, the Fund would incur a regular
corporate federal income tax upon its income for that year (other than interest
income from tax-exempt securities) and distributions to its shareholders out of
net interest income from tax-exempt securities or other investments, or out of
net capital gains, would be taxable to shareholders as ordinary dividend income
for federal income tax purposes to the extent of the Fund's available earnings
and profits.
The Fund may invest in the type of private activity bonds the interest on which
is not federally tax-exempt to persons who are "substantial users" of the fa-
cilities financed by such bonds or "related persons" of such "substantial us-
ers." Accordingly, the Fund may not be an appropriate investment for a share-
holder who is considered either a "substantial user" or a "related person"
within the meaning of the Code. In general, a "substantial user" of a facility
financed from the proceeds of private activity bonds includes a "non-exempt
person who regularly uses a part of such facility in his trade or business."
"Related persons" are in general defined to include persons among whom there
exists a relationship, either by family or business, which would result in a
disallowance of losses in transactions among them under various provisions of
the Code (or if they are members of the same controlled group of corporations
under the Code). This includes a partnership and each of its partners (includ-
ing their spouses and minor children) and an S corporation and each of its
shareholders (and their spouses and minor children). Various combinations of
these relationships may also constitute "related persons" under the Code. For
additional information, investors should consult their tax advisors before in-
vesting in the Fund.
Federal tax law imposes an alternative minimum tax with respect to both corpo-
rations and individuals. Interest on certain securities, such as bonds issued
to make loans for housing purposes or to private entities (but not for certain
tax-exempt organizations such as universities and non-profit hospitals), is in-
cluded as an item of tax preference in determining the amount of a taxpayer's
alternative minimum taxable income. To the extent that the Fund receives income
from securities subject to the alternative minimum tax, a portion of the divi-
dends paid by it, although otherwise exempt from federal income tax, will be
taxable to shareholders to the extent that their tax liability is determined
under the alternative minimum tax regime. The Fund will annually supply share-
holders with a report indicating the percentage of Fund income attributable to
securities subject to the federal alternative minimum tax.
S-21
<PAGE>
In addition, the alternative minimum taxable income for corporations is in-
creased by 75% of the difference between an alternative measure of income ("ad-
justed current earnings") and the amount otherwise determined to be the alter-
native minimum taxable income. Interest on all securities, and therefore all
distributions by the Fund that would otherwise be tax-exempt, is included in
calculating a corporation's adjusted current earnings.
Individuals whose provisional income exceeds a base amount will be subject to
federal income tax on up to one-half of their social security or railroad re-
tirement benefits. Provisional income currently includes adjusted gross income,
one-half of social security benefits and tax-exempt interest, including exempt-
interest dividends from the Fund. Individuals whose modified income exceeds an
adjusted base amount are required to include in gross income up to 85% of their
social security or railroad retirement benefits.
The Code provides that interest on indebtedness incurred or continued to pur-
chase or carry shares of the Fund is not deductible. Under rules used by the
IRS for determining when borrowed funds are considered used for the purpose of
purchasing or carrying particular assets, the purchase of shares of the Fund
may be considered to have been made with borrowed funds even though such funds
are not directly traceable to the purchase of shares.
The Fund is required in certain circumstances to withhold 31% of taxable divi-
dends and certain other payments paid to non-corporate holders of shares who
have not furnished to the Fund their correct taxpayer identification number (in
the case of individuals, their social security number) and certain certifi-
cates, or who are otherwise subject to back-up withholding.
The foregoing is a general and abbreviated summary of the provisions of the
Code and Treasury Regulations presently in effect as they directly govern the
taxation of the Fund and its shareholders. For complete provisions, reference
should be made to the pertinent Code sections and Treasury Regulations. The
Code and Treasury Regulations are subject to change by legislative or adminis-
trative action, and any such change may be retroactive with respect to Fund
transactions. Shareholders are advised to consult their own tax advisors for
more detailed information concerning the federal taxation of the Fund and the
income tax consequences to its shareholders.
State Tax Matters
The following is based upon the advice of Morgan, Lewis & Bockius LLP, counsel
to the Fund, and assumes that the Fund will be qualified as a regulated invest-
ment company under Subchapter M of the Code.
The exemption from federal income tax for distributions which are designated
Exempt Interest Dividends will not necessarily result in exemption under the
income or other tax laws of any state or local taxing authority. The laws of
the several states and local taxing authorities vary with respect to the taxa-
tion of such distributions, and shareholders of the Fund are advised to consult
their own tax advisors in that regard.
S-22
<PAGE>
PERFORMANCE INFORMATION
The historical performance may be expressed in terms of "yield," "effective
yield" or "taxable equivalent yield." The Fund's "yield" refers to the rate of
income generated by an investment in the Fund over a specified seven-day peri-
od, expressed as an annualized figure. "Effective yield" is calculated simi-
larly except that, when annualized, the income earned by the investment is as-
sumed to be reinvested. Due to this compounding effect, the effective yield
will be slightly higher than the yield. Yield figures will fluctuate over time.
"Taxable equivalent yield" is the yield that a taxable investment would need to
generate in order to equal the Fund's yield on an after-tax basis for an in-
vestor in a stated tax bracket (normally assumed to be the bracket with the
highest marginal tax rate). A taxable equivalent yield quotation will be higher
than the yield or the effective yield quotations for the Fund. The Fund's yield
and effective yield for the seven-day period ended February 29, 2000 were 3.01%
and 3.05%, respectively. These various measures of performance are described
below.
Yield is computed in accordance with a standard method prescribed by rules of
the Securities and Exchange Commission. Under that method, current yield is
based on a seven-day period and is computed as follows: The Fund's net invest-
ment income per share for the period is divided by the price per share (ex-
pected to remain constant at $1.00) at the beginning of the period, the result
(the "base period return") is divided by 7 and multiplied by 365, and the re-
sulting figure is carried to the nearest hundredth of one percent. For the pur-
pose of this calculation, the Fund's net investment income per share includes
its accrued interest income plus or minus amortized purchase discount or pre-
mium less accrued expenses, but does not include realized capital gains or
losses or unrealized appreciation or depreciation of investments.
The Fund's effective yield is calculated by taking the base period return (com-
puted as described above) and calculating the effect of assumed compounding.
The formula for effective yield is: (base period return + 1) 365/7 - 1.
Taxable equivalent yield is computed by dividing that portion of the Fund's
yield which is tax-exempt by 1 minus the stated federal income tax rate and
adding the result to that portion, if any, of the yield of the Fund that is not
tax-exempt. Based upon (1) a 2000 federal income tax of 39.6%, and (2) the
yield for the Fund as described above for the seven-day period ended February
29, 2000, the taxable equivalent yield for the Fund for that period was 4.98%.
The Fund's yield will fluctuate, and the publication of annualized yield quota-
tions is not a representation of what an investment in the Fund will actually
yield for any given future period. Actual yields will depend not only on
changes in interest rates on money market instruments during the period in
question, but also on such matters as the Fund's expenses.
In reports or other communications to shareholders or in advertising and sales
literature, the Fund may compare its performance to that of other money market
mutual funds tracked by Lipper Analytical Services, Inc. ("Lipper"), by
Donoghue's Money Fund Report ("Donoghue's") or similar services or by financial
publications such as Barron's, Changing Times, Forbes and Money Magazine. Per-
formance comparisons by these indexes, services or publications may rank mutual
funds over different periods of
S-23
<PAGE>
time by means of aggregate, average, year-by-year or other types of performance
figures. Lipper performance calculations include the reinvestment of all capi-
tal gain and income dividends for the periods covered by the calculations. As
reported by Donoghue's, all investment results represent total return
(annualized results for the period net of management fees and expenses) and one
year investment results are effective annual yields assuming reinvestment of
dividends.
A comparison of tax-exempt and taxable equivalent yields is one element to con-
sider in making an investment decision. The Fund may from time to time in its
advertising and sales materials compare its then current yields as of a recent
date with the yields on taxable investments such as corporate or U.S. Govern-
ment bonds and bank CDs or money market accounts, each of which has investment
characteristics that may differ from those of the Fund. U.S. Government bonds,
for example, are backed by the full faith and credit of the U.S. Government,
and bank CDs and money market accounts are generally shorter term investments
insured by an agency of the federal government. Bank money market accounts and
money market funds provide stability of principal but pay interest at rates
which vary with the condition of the short-term taxable debt market.
The following table shows the effects for individuals of federal income taxes
on the amount that those subject to a given tax rate would have to put into a
tax-free investment in order to generate the same after-tax income as a taxable
investment.*
Read down to find the amount of a tax-free investment at the specified rate
that would provide the same after-tax income as a $50,000 taxable invest-
ment at the stated taxable rate.
<TABLE>
<CAPTION>
2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00%
Taxable Tax-Free Tax-Free Tax-Free Tax-Free Tax-Free Tax-Free Tax-Free
-----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
3.00% $ 51,750 $41,400 $34,500 $29,571 $25,875 $23,000 $20,700
-----------------------------------------------------------------------
4.00% $ 69,000 $55,200 $46,000 $39,429 $34,500 $30,667 $27,600
-----------------------------------------------------------------------
5.00% $ 86,250 $69,000 $57,500 $49,286 $43,125 $38,333 $34,500
-----------------------------------------------------------------------
6.00% $103,500 $82,800 $69,000 $59,143 $51,750 $46,000 $41,400
-----------------------------------------------------------------------
7.00% $120,750 $96,600 $80,500 $69,000 $60,375 $53,667 $48,300
-----------------------------------------------------------------------
</TABLE>
*The dollar amounts in the table reflect a 31% federal income tax rate.
The table is for illustrative purposes only and is not intended to predict the
actual return you might earn on your investment. The Fund occasionally may ad-
vertise its performance in similar tables using a different current tax rate
than that shown here. The tax rate shown here may be higher or lower than your
actual tax rate; a higher tax rate would tend to make the dollar amounts in the
table lower, while a lower tax rate would make the amounts higher. You should
consult your tax advisor to determine your actual tax rate.
Taxable Equivalent Yield Tables
The following tables show the effects for individuals of federal income taxes
on what you would have to earn on a taxable investment to equal a given tax-
free yield. These tables are for illustrative purposes only and are not in-
tended to predict the actual return you might earn on a Fund investment. The
Fund occasionally may advertise its performance in similar tables using other
current tax rates than
S-24
<PAGE>
those shown here. The tax rates used in these tables have been rounded to the
nearest one-half of one percent. They are based upon published 2000 marginal
federal tax rates and do not take into account changes in tax rates that are
proposed from time to time. A taxpayer's marginal tax rate is affected by both
his taxable income and his adjusted gross income. The tables assume taxpayers
are not subject to any alternative minimum taxes and deduct any state income
taxes paid on their federal income tax return. They reflect the effect of the
current federal tax limitations on itemized deductions and personal exemptions,
which were designed to phase out certain benefits of these deductions for
higher income taxpayers. These limitations are subject to certain maximums,
which depend on the number of exemptions claimed and the total amount of the
taxpayer's itemized deductions. For example, the limitation on itemized deduc-
tions will not cause a taxpayer to lose more than 80% of his allowable itemized
deductions with certain exceptions. The tax rates shown here may be higher or
lower than your actual tax rate.
Marginal tax rates for joint taxpayers with four personal exemptions
<TABLE>
<CAPTION>
Federal Tax-Free Yield
Federal Adjusted Federal 2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00%
Taxable Gross Tax -----------------------------------------------------------------------
Income Income Rate Taxable Equivalent Yield
-----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
$ 0-
43,850 $ 0-128,950 15.0% 2.35 2.94 3.53 4.12 4.71 5.29 5.88
43,850-
105,950 0-128,950 28.0 2.78 3.47 4.17 4.86 5.56 6.25 6.94
128,950-193,400 29.0 2.82 3.52 4.23 4.93 5.63 6.34 7.04
105,950-
161,450 0-128,950 31.0 2.90 3.62 4.35 5.07 5.80 6.52 7.25
128,950-193,400 32.0 2.94 3.68 4.41 5.15 5.88 6.62 7.35
193,400-315,900 34.5 3.05 3.82 4.58 5.34 6.11 6.87 7.63
161,450-
288,350 128,950-193,400 37.0 3.17 3.97 4.76 5.56 6.35 7.14 7.94
193,400-315,900 40.5 3.36 4.20 5.04 5.88 6.72 7.56 8.40
Over 315,900 37.0 3.17 3.97 4.76 5.56 6.35 7.14 7.94
Over
288,350 193,400-315,900 44.5 3.60 4.50 5.41 6.31 7.21 8.11 9.01
Over 315,900 41.0 3.39 4.24 5.08 5.93 6.78 7.63 8.47
-----------------------------------------------------------------------------------------------------------
</TABLE>
Marginal tax rates for single taxpayers with one personal exemption
<TABLE>
<CAPTION>
Federal Tax-Free Yield
Federal Adjusted 2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00%
Taxable Gross Federal --------------------------------------------------------------------
Income Income Tax Rate Taxable Equivalent Yield
----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
$ 0-
26,250 $ 0-128,950 15.0% 2.35 2.94 3.53 4.12 4.71 5.29 5.88
26,250-
63,550 0-128,950 28.0 2.78 3.47 4.17 4.86 5.56 6.25 6.94
63,550-
132,600 0-128,950 31.0 2.90 3.62 4.35 5.07 5.80 6.52 7.25
128,950-251,450 32.5 2.96 3.70 4.44 5.19 5.93 6.67 7.41
132,600-
288,350 128,950-251,450 38.0 3.23 4.03 4.84 5.65 6.45 7.26 8.06
Over 251,450 37.0 3.17 3.97 4.76 5.56 6.35 7.14 7.94
Over
288,350 Over 251,450 41.0 3.39 4.24 5.08 5.93 6.78 7.63 8.47
----------------------------------------------------------------------------------------------------------
</TABLE>
S-25
<PAGE>
ADDITIONAL INFORMATION ABOUT PURCHASES AND SALES
Exchange Privileges
You may exchange shares of the fund for the appropriate class of shares of any
other open-end management investment company with reciprocal exchange privi-
leges advised by Nuveen Advisory or Nuveen Institutional Advisory (the "Nuveen
Funds"), into an identically registered account, provided that the Nuveen Fund
into which shares are to be exchanged is offered in the shareholder's state of
residence and that the shares to be exchanged have been held by the shareholder
for a period of at least 15 days. You may exchange fund shares by calling (800)
257-8787 or by mailing your written request to our Transfer Agent. Shares of
Nuveen Funds purchased subject to a front-end sales charge may be exchanged for
shares of the fund or any other Nuveen Fund at the next determined net asset
value without any front-end sales charge. No CDSC otherwise applicable will be
assessed on an exchange, and the holding period of your investment will be car-
ried over to the new fund for purposes of determining any future CDSC. Shares
of any Nuveen Fund purchased through dividend reinvestment or through reinvest-
ment of Nuveen Defined Portfolio distributions (and any dividends thereon) may
be exchanged for Class A shares of any Nuveen Fund without a front-end sales
charge. Exchanges of shares with respect to which no front-end sales charge has
been paid will be made at the public offering price, which may include a front-
end sales charge, unless a front-end sales charge has previously been paid on
the investment represented by the exchanged shares (i.e., the shares to be ex-
changed were originally issued in exchange for shares on which a front-end
sales charge was paid), in which case the exchange will be made at net asset
value. Because certain other Nuveen Funds may determine net asset value and
therefore honor purchase or redemption requests on days when the fund does not
(generally, Martin Luther King's Birthday, Columbus Day and Veterans Day), ex-
changes of shares of one of those funds for shares of the fund may not be ef-
fected on such days.
The total value of shares being exchanged must at least equal the minimum in-
vestment requirement of the Nuveen Fund into which they are being exchanged.
Exchanges are made based on the relative dollar values of the shares involved
in the exchange, and will be effected by redemption of shares of the Nuveen
Fund held and purchase of the shares of the other Nuveen Fund. For federal in-
come tax purposes, any such exchange constitutes a sale and purchase of shares
and may result in capital gain or loss. Before exercising any exchange, you
should obtain the Prospectus for the Nuveen Fund into which shares are to be
exchanged and read it carefully. If the registration of the account for the
fund you are purchasing is not exactly the same as that of the fund account
from which the exchange is made, written instructions from all holders of the
account from which the exchange is being made must be received, with signatures
guaranteed by a member of an approved Medallion Guarantee Program or in such
other manner as may be acceptable to the fund. The exchange privilege may be
modified or discontinued at any time. If you do not wish to have telephone ex-
change privileges, you must indicate this in the "Telephone Services" section
of your Account Application or otherwise notify the Fund in writing of your
desire.
Additional Information
An account will be maintained for each shareholder of record in the Fund by our
Transfer Agent. Share certificates will be issued only upon written request of
the shareholder to our Transfer Agent. No
S-26
<PAGE>
certificates are issued for fractional shares. The Fund reserves the right to
reject any purchase order and to waive or increase minimum investment require-
ments.
Confirmations of each purchase and redemption order as well as monthly state-
ments are sent to every shareholder. Master accounts also receive a monthly
summary report setting forth the share balance and dividends earned for the
month for each sub-account established under that master account.
A change in registration or transfer of shares held in the name of a
broker/dealer can only be effected by an order in good form from the
broker/dealer acting on behalf of the investor. Broker/dealers are encouraged
to open single master accounts. However, some broker/dealers may wish to use
our Transfer Agent's sub-accounting system to minimize their internal record-
keeping requirements. A broker/dealer or other investor requesting shareholder
servicing or accounting other than the master account or subaccounting service
offered by the Fund will be required to enter into a separate agreement with
the agent for these services for a fee to be determined in accordance with the
level of services to be furnished.
Banks and other organizations through which investors may purchase shares of
the Fund may impose charges in connection with purchase orders. Investors
should contact their institutions directly to determine what charges, if any,
may be imposed.
A fee of 1% of the current market value of any shares represented by a certifi-
cate will be charged if the certificate is lost, stolen, or destroyed. The fee
is paid to Seaboard Surety Company for issuance of the lost, stolen, or de-
stroyed certificate.
Subject to the rules of the SEC, the Fund reserves the right to suspend the
continuous offering of the shares at any time, but such suspension shall not
affect the shareholder's right of redemption as described below. The Fund also
reserves the right to reject any purchase order and to waive or increase mini-
mum investment requirements.
Telephone Redemption via Fund DirectSM
To redeem shares held in non-certificate form by telephone with the redemption
proceeds paid via Fund Direct-Electronic Funds Transfer, you must complete the
Telephone Services section of the enclosed Application Form and return it to
Nuveen or our Transfer Agent. If you did not authorize Telephone Redemption via
Fund Direct when you opened your account, you may do so by sending a written
request to the Fund signed by each account owner with signatures guaranteed by
a member of an approved Medallion Guarantee Program or in such other manner as
may be acceptable to the Fund. Proceeds of share redemptions made by Fund Di-
rect will be transferred only to the commercial bank account specified by the
shareholder. Redemption proceeds may be delayed one additional business day if
the Federal Reserve Bank of Boston or the Federal Reserve Bank of New York is
closed on the day the redemption proceeds would ordinarily be wired.
You may make Fund Direct redemption requests by calling Nuveen at (800) 257-
8787. If a telephone redemption request is received prior to 4:00 p.m. Eastern
Time, the shares to be redeemed earn income
S-27
<PAGE>
on the day the request is made, and the redemption is effected on the follow-
ing business day. For regular redemption requests received after 4:00 p.m.
Eastern Time, the shares to be redeemed earn income through the following
business day, and the redemption is effected on the second business day fol-
lowing the request. You will typically receive your funds within three busi-
ness days after your redemption is effected.
How to Change Authorized Redemption Instructions
In order to establish multiple accounts, or to change the account or accounts
designated to receive redemption proceeds, a written request specifying the
change must be sent to Nuveen. This request must be signed by each account
owner with signatures guaranteed by a member of an approved Medallion Guaran-
tee Program or in such other manner as may be acceptable to the Fund. Further
documentation may be required from corporations, executors, trustees or per-
sonal representatives.
The Fund reserves the right to refuse a telephone redemption and, at its op-
tion, may limit the timing, amount or frequency of these redemptions. This
procedure may be modified or terminated at any time, on 30 days' notice, by
the Fund. The Fund, the transfer agent and Nuveen will not be liable for fol-
lowing telephone instructions reasonably believed to be genuine.
Redemption in Kind
The Fund has committed to pay in cash all redemption requests made by each
shareholder during any 90 day period up to the lesser of $250,000 or 1% of the
net asset value of the Fund at the beginning of such period. This commitment
is irrevocable without the prior approval of the SEC and is a fundamental pol-
icy of the Fund which may not be changed without shareholder approval. In the
case of redemption requests in excess of such amounts, the Board of Directors
reserves the right to have the Fund make payment in whole or in part in secu-
rities or other assets of the Fund in case of an emergency or any time a cash
distribution would impair the liquidity of the Fund to the detriment of the
existing shareholders. In this event, the securities would be valued in the
same manner as the portfolio of the Fund is valued. If the recipient were to
sell such securities, he or she would incur brokerage charges.
Other Practices
The Fund may encourage registered representatives and their firms to help ap-
portion their assets among bonds, stocks and cash, and may seek to participate
in programs that recommend a portion of their assets be invested in money mar-
ket instruments.
The Fund may suspend the right of redemption or delay payment more than seven
days (a) during any period when the New York Stock Exchange is closed (other
than customary weekend and holiday closings), (b) when trading in the markets
the Fund normally utilizes is restricted, or an emergency exists as determined
by the SEC so that disposal of the Fund's investments or determination of its
net asset value is not reasonably practicable, or (c) for such other periods
as the SEC by order may permit for protection of the shareholders of the Fund.
S-28
<PAGE>
The Fund has authorized certain brokers and firms to accept purchase and re-
demption orders on its behalf. The Fund will consider an order to be "received"
when such a broker or firm accepts the order from its customer.
In addition to the types of compensation to dealers to promote sales of Fund
shares that are described in the prospectus, Nuveen may from time to time make
additional reallowances only to certain authorized dealers who sell or are ex-
pected to sell certain minimum amounts of shares of the Nuveen Mutual Funds
during specified time periods.
SERVICE PLAN
The Fund has adopted a Service Plan pursuant to Rule 12b-1 under the 1940 Act.
The Plan was adopted by the Board of Directors, including a majority of direc-
tors who are not interested persons and who have no direct or indirect finan-
cial interest in the Plan, and approved by shareholders.
Under the Plan, the Fund pays Nuveen an annual fee according to the schedule
below. Nuveen will pay this fee to authorized dealers of record, including
Nuveen, for providing ongoing services to the Fund and its shareholders. Such
services generally include establishing and maintaining shareholder accounts,
processing purchase and redemption orders, arranging for bank wires and answer-
ing shareholder inquiries. Under the Plan, the Fund pays the entire amount of
the fees. Nuveen may, in its discretion and from its own resources, pay certain
financial service firms additional amounts for services rendered to sharehold-
ers.
The annual 12b-1 fee under the Plan is computed as follows:
<TABLE>
<CAPTION>
Net Assets of Serviced 12b-1
Accounts Fee
--------------------------------
<S> <C>
Less than $2 million .10%
$2 million to $5 million .15%
$5 million to $10 million .20%
$10 million and over .25%
--------------------------------
</TABLE>
Under the Plan, the Controller or Treasurer of the Corporation will report
quarterly to the Board of Directors for its review amounts expended for distri-
bution services. The Plan, may be terminated at any time, without the payment
of any penalty, by a vote of a majority of the directors who are not "inter-
ested persons" and who have no direct or indirect financial interest in the
Plan or any related agreements or by vote of a majority of the outstanding vot-
ing securities of the Fund. The Plan may be renewed from year to year if ap-
proved at least annually by a vote of the Board of Directors and a vote of the
non-interested directors who have no direct or indirect financial interest in
the Plan or the related service agreements cast in person at a meeting called
for the purpose of voting on the Plan. The Plan may be continued only if the
Directors who vote to approve such continuance conclude, in the exercise of
reasonable business judgment and in light of their fiduciary duties under ap-
plicable law, that there is a reasonable likelihood that the Plan will benefit
the Fund and its shareholders. The Plan is intended to
S-29
<PAGE>
benefit the fund by promoting the sale of Fund shares, which in turn leads to
economies of scale and helps assure the continued viability of the Fund. The
Plan may not be amended to increase materially the cost which the Fund may
bear under the Plan without shareholder approval, and any other material
amendments of the Plan must be approved by the non-interested directors by a
vote cast in person at a meeting called for the purpose of considering such
amendments. During the continuance of the Plan, as required by the Rule, the
selection and nomination of the non-interested directors of the Corporation
will be committed to the discretion of the non-interested directors then in
office. Nuveen's compensation under the Plan is not based on Nuveen's expenses
incurred in providing services to shareholders.
No director of the Corporation and no "interested" person of the Corporation
has any direct or indirect financial interest in the Plan or any agreement re-
lated to the Plan.
Before June 1999, Fund shares were offered subject to a 12b-1 fee pursuant to
a Distribution Plan. The Plan was adopted by a vote of the Board of Directors
including a majority of the directors who are not interested persons of the
Corporation and who have no direct or indirect financial interest in the oper-
ation of the Plan. Under the Plan, the Fund and Nuveen paid fees to service
organizations for services rendered in the distribution of shares of the Fund
or the servicing of shareholder accounts. Nuveen entered into service agree-
ments with organizations who render such services. Service payments to such
organizations were made in accordance with the following schedule:
<TABLE>
<CAPTION>
Daily Average Assets of Payment on an
Serviced Accounts Annualized Basis
-----------------------------------------
<S> <C>
$0-$2 Million .10 of 1%
$2-$5 Million .15 of 1%
$5-$10 Million .20 of 1%
$10 Million and Over .30 of 1%
</TABLE>
Payments of the above fees were split evenly between Nuveen and the Fund and
thus the maximum the Fund paid on an annualized basis was .15 of 1%. Nuveen
could, in its discretion, pay from its own resources to a service organization
satisfying certain criteria an additional amount not to exceed in the case of
a given service organization the greater of (a) .05 of 1% per year based on
average assets of accounts serviced, or (b) the amount by which the payment,
if based on .30 of 1% of average assets of accounts serviced, would have ex-
ceeded the actual amount of the payment under the above schedule. Expenses
that are incurred under the Plan in a given fiscal year but not reimbursed by
the Fund in that year are not carried over to future years. For the fiscal
year ended February 29, 2000, the Fund paid fees to service organizations un-
der the Plan in the amount of $333,532.
OTHER INFORMATION REGARDING SHARES OF THE FUND
Shareholders should note that when a fund dividend check has been returned to
the sender by the post office after repeated mailings, the shareholder account
will thereafter be registered for automatic reinvestment of dividends and thus
the dividend check and future dividend checks will be reinvested in additional
Fund shares. Shareholders are reminded that they need to advise the Fund
promptly in writing of any change in address.
S-30
<PAGE>
The Glass-Steagall Act and other applicable laws, among other things, may
limit banks from engaging in the business of underwriting, selling or distrib-
uting securities. Since the only functions of banks who may be engaged as
service organizations is to perform administrative shareholder servicing func-
tions, the fund believes that such laws should not preclude a bank from acting
as a service organization. However, future changes in either federal or state
statutes or regulations relating to the permissible activities of banks and
their subsidiaries or affiliates, as well as judicial or administrative deci-
sions or interpretations of statutes or regulations, could prevent a bank from
continuing to perform all or a part of its shareholder servicing activities.
If a bank were prohibited from so acting, its shareholder customers would be
permitted to remain shareholders of the Fund and alternative means for contin-
uing the servicing of such shareholders would be sought.
Nuveen serves as the principal underwriter of the shares of the Fund pursuant
to a "best efforts" arrangement as provided by a distribution agreement with
the Fund, dated February 1, 1987 and last renewed on July 30, 1999 ("Distribu-
tion Agreement"). Pursuant to the Distribution Agreement, the Fund, appointed
Nuveen to be its agent for the distribution of the Fund's shares on a continu-
ous offering basis. Nuveen sells shares to or through brokers, dealers, banks
or other qualified financial intermediaries (collectively referred to as
"Dealers"), or others, in a manner consistent with the Fund's then effective
registration statement. Pursuant to the Distribution Agreement, Nuveen, at its
own expense, finances certain activities incident to the sale and distribution
of the Fund's shares, including printing and distributing of prospectuses and
Statements of Additional Information to other than existing shareholders, the
printing and distributing of sales literature, advertising and payment of com-
pensation and giving of concessions to dealers. Expenses incurred in register-
ing the Fund and its shares under federal and state securities laws are paid
by the Fund.
To help advisors and investors better understand and more efficiently use an
investment in the Fund to reach their investment goals, the Fund and its spon-
sor, Nuveen, may advertise and create specific investment programs and sys-
tems. For example, such activities may include presenting information on how
to use an investment in the Fund, alone or in combination with an investment
in other mutual funds or unit investment trusts sponsored by Nuveen, to accu-
mulate assets for future education needs or periodic payments such as insur-
ance premiums. The Fund and its sponsor may produce software or additional
sales literature to promote the advantages of using the Fund to meet these and
other specific investor needs.
FINANCIAL STATEMENTS
The audited financial statements for the Fund's most recent fiscal year appear
in the Fund's Annual Reports. The Annual Reports accompany this Statement of
Additional Information.
S-31
<PAGE>
ANNUAL REPORT February 29, 2000
NUVEEN
Investments
NUVEEN
MONEY MARKET
FUNDS
[PHOTO APPEARS HERE]
Municipal
California Tax-Exempt
New York Tax-Exempt
<PAGE>
Contents
1 Dear Shareholder
3 Nuveen Money Market Funds Spotlight
4 Portfolio of Investments
12 Statement of Net Assets
13 Statement of Operations
14 Statement of Changes in Net Assets
17 Notes to Financial Statements
21 Financial Highlights
22 Report of Independent Public Accountants
23 Shareholder Meeting Report
25 Fund Information
<PAGE>
DEAR
Shareholder,
Setting financial goals is an important first step toward building wealth. At
Nuveen Investments, we believe those goals should not be considered ends in
themselves. Rather, you and your financial advisor's focus should be on
realizing your life's dreams - the things that matter most to you and how you
can make them happen - or make them better.
Through a well-crafted financial plan, you have the chance to shape future
generations - to broaden your sphere of influence - to leave your legacy.
As you develop that plan, you'll want to consider the different ways your
success can benefit others. You may find that you want to create a new set of
goals to achieve this. Working with your financial advisor, you have the ability
to make those dreams a reality - for yourself and future generations.
A Trusted Resource As you face some of the most important, lasting decisions
you and your family will make, you'll want to draw upon the support, counsel and
objectivity of a trusted advisor. That's because your financial advisor has the
expertise and access to other professionals who can help you make informed
choices - choices that affect not only your loved ones today, but those your
legacy will touch in the future.
Your financial advisor can provide sound financial insight, an integrated
approach to your investments and can serve as a knowledgeable friend with your
family's best interest at heart.
Family Wealth Management Too often, family wealth management is thought of in
one dimension - as the stewardship of your household's financial resources. At
Nuveen Investments, we think of family wealth management as the map to help you
reach your financial, and your life's, destinations. It's a multi-faceted
strategy to plan for not just your needs, but the needs of future generations.
We are dedicated to helping you and your financial advisor develop a family
wealth management strategy unique to you and your goals and values.
The Economic Environment You may be reading this report at the suggestion of
your financial advisor. I want to briefly report on the economic environment in
which your Nuveen investment performed.
The end of your fund's fiscal period, February 29, 2000, was an important
day in our nation's economic life. It marked the 107th month of continued
economic expansion, the longest period of expansion in history. The only period
to rival that length was the 106-month expansion from February 1961 to December
1969, a period known best for its military conflicts, domestic unrest and
soaring inflation.
That was then; this is now.
The vigilant inflationary watch of Federal Reserve Chairman Alan Greenspan,
the growth of the Internet and other technology-related developments and the
globalization of the economy are three reasons for continued economic health.
[PHOTO OF TIMOTHY R. SCHWERTFEGER APPEARS HERE]
Timothy R. Schwertfeger
Chairman of the Board
"We are dedicated to helping you and your financial advisor develop a family
wealth management strategy unique to you and your goals and values."
ANNUAL REPORT page 1
<PAGE>
In their battle to keep inflation at bay, Greenspan's Fed raised interest
rates on February 2, 2000 and again on March 21, 2000. The latest increase
marked the fifth time the Fed has raised the federal funds rate - the interest
that banks charge each other on overnight loans - since June 1999.
Over the short term, the inflation threat has meant increased price
fluctuations in the equity markets. Part of that is due to the fact that
investors and the various markets have been watching -- and reacting to -- every
announcement concerning economic statistics.
Longer term, there's still faith in the emerging paradigm, which holds that
improvements in productivity enable us to have both economic growth and low
inflation at the same time. The 1960's 106-month expansion that I noted earlier
was fueled by government spending. Today's economy has been fueled by consumer
spending and improved productivity.
Performance Review I'm pleased to report that despite market volatility,
Nuveen's municipal money market funds continued to provide investors with
attractive short-term rates. As of February 29, 2000, Nuveen Municipal Money
Market Fund offered investors a 7-day tax-free yield of 3.01%, which represented
a taxable-equivalent yield of 4.36% for investors in the 31% federal income tax
bracket. The tax-free 7-day yields for the two state money market funds were
2.99% for New York and 2.34% for California. The taxable-equivalent yield for
New York was 4.64% for investors in the 35.5% combined federal and state income
tax bracket. The taxable-equivalent yield for California was 3.74% for investors
in the 37.5% combined federal and state income tax bracket. Please see the Fund
Spotlight in this report for more information.
In Closing We believe the potential presence of inflation and price swings in
the markets reinforce the importance of working with an advisor, staying focused
on the long term and adhering to your financial plan. With a sound plan in
place, you may be better positioned to weather the markets' ups and downs. As
you pursue your life's dreams, your financial advisor can serve as a valuable
resource in helping you keep short-term market events in perspective while you
focus on your overall financial plan.
For more information on any Nuveen investment, including a prospectus,
contact your financial advisor. Or call Nuveen at (800) 621-7227 or visit our
Internet site at www.nuveen.com. Please read the prospectus carefully before you
invest or send money.
Since 1898, Nuveen has been synonymous with investments that stand the test
of time. We are committed to maintaining that reputation and working with
financial advisors to provide investment solutions that help individuals achieve
their lives dreams. Thank you for your continued confidence.
Sincerely,
/s/Tim Schwertfeger
Timothy R. Schwertfeger
Chairman of the Board
April 14, 2000
Nuveen is dedicated to providing investors access to a team of highly
experienced investment managers, each overseeing portfolios within their
specific areas of expertise. This select group of asset management firms directs
the investment activities of the Nuveen Mutual Funds. Nuveen has chosen them for
their rigorously disciplined investment approaches and their focus on consistent
long-term performance.
Drawing on decades of experience and specialized knowledge, these skilled asset
managers have earned reputations for excellence in their fields of expertise,
whether it is blue-chip growth stocks, large-cap value stocks, bonds or
international securities.
Nuveen's income-oriented funds feature portfolio management by Nuveen Investment
Advisory Services (NIAS). NIAS follows a disciplined, research-driven investment
approach to uncover income securities that combine exceptional relative value
with above-average return potential. Drawing upon 300 combined years of
investment experience, the Nuveen team of portfolio managers and research
analysts offers:
. A commitment to exhaustive research
. An active, value-oriented investment style
. The unmatched presence and trading leverage of a market leader.
ANNUAL REPORT page 2
<PAGE>
Terms To Know
SEC Yield A standardized calculation that the Securities and Exchange
Commission requires mutual funds to use when advertising rates of income return.
This standardized rate ensures that investors are comparing "apples to apples"
when comparing advertisements from different mutual fund companies.
Taxable Equivalent Yield The yield that would have to be earned on a security
to pay as much, after tax, as what is earned from a tax-exempt bond.
Past performance is no guarantee of future results.
An investment in the fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency.
Although the fund serves to preserve the value of an investment in the fund at
$1.00 per share, it is possible to lose money by investing in the fund.
Fund Spotlight as of February 29, 2000
NUVEEN MUNICIPAL MONEY MARKET FUND
<TABLE>
<CAPTION>
Portfolio Statistics
<S> <C>
Inception Date 11/82
-----------------------------------------------------------------
Net Assets $242.7 million
-----------------------------------------------------------------
Average Weighted Maturity 27.37 days
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Tax-Free Yields
<S> <C>
SEC 7-Day Yield 3.01%
-----------------------------------------------------------------
SEC 30-Day Yield 2.80%
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Taxable Equivalent
(based on a federal income tax rate of 31%)
<S> <C>
SEC 7-Day Yield 4.36%
-----------------------------------------------------------------
SEC 30-Day Yield 4.06%
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Diversification (as a % of market value)
<S> <C>
Education and Civic Organizations 11%
-----------------------------------------------------------------
Long-Term Care 11%
-----------------------------------------------------------------
Tax Obligation (General) 11%
-----------------------------------------------------------------
Utilities 11%
-----------------------------------------------------------------
Capital Goods 10%
-----------------------------------------------------------------
Healthcare 10%
-----------------------------------------------------------------
Housing (Multifamily) 10%
-----------------------------------------------------------------
Industrial/Other 9%
-----------------------------------------------------------------
Basic Material 8%
-----------------------------------------------------------------
Consumer Cyclicals 5%
-----------------------------------------------------------------
Consumer Staples 2%
-----------------------------------------------------------------
Tax Obligation (Limited) 1%
-----------------------------------------------------------------
Transportation 1%
-----------------------------------------------------------------
</TABLE>
NUVEEN CALIFORNIA TAX-EXEMPT MONEY MARKET FUND
<TABLE>
<CAPTION>
Portfolio Statistics
<S> <C>
Inception Date 3/86
-----------------------------------------------------------------
Net Assets $55.5 million
-----------------------------------------------------------------
Average Weighted Maturity 31.52 days
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Tax-Free Yields
<S> <C>
SEC 7-Day Yield 2.34%
-----------------------------------------------------------------
SEC 30-Day Yield 2.20%
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Taxable Equivalent
(based on a combined federal and state income tax rate of 37.5%)
<S> <C>
SEC 7-Day Yield 3.74%
-----------------------------------------------------------------
SEC 30-Day Yield 3.52%
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Diversification (as a % of market value)
<S> <C>
Tax Obligation (General) 18%
-----------------------------------------------------------------
Healthcare 14%
-----------------------------------------------------------------
Utilities 14%
-----------------------------------------------------------------
Tax Obligation (Limited) 13%
-----------------------------------------------------------------
Housing (Multifamily) 12%
-----------------------------------------------------------------
Transportation 9%
-----------------------------------------------------------------
Water and Sewer 6%
-----------------------------------------------------------------
Capital Goods 5%
-----------------------------------------------------------------
Consumer Staples 5%
-----------------------------------------------------------------
Industrial (Other) 4%
-----------------------------------------------------------------
</TABLE>
NUVEEN NEW YORK TAX-EXEMPT MONEY MARKET FUND
<TABLE>
<CAPTION>
Portfolio Statistics
<S> <C>
Inception Date 2/87
-----------------------------------------------------------------
Net Assets $31.6 million
-----------------------------------------------------------------
Average Weighted Maturity 29.01 days
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Tax-Free Yields
<S> <C>
SEC 7-Day Yield 2.99%
-----------------------------------------------------------------
SEC 30-Day Yield 2.73%
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Taxable Equivalent
(based on a combined federal and state income tax rate of 35.5%)
<S> <C>
SEC 7-Day Yield 4.64%
-----------------------------------------------------------------
SEC 30-Day Yield 4.23%
-----------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
Diversification (as a % of market value)
<S> <C>
Tax Obligation (General) 30%
-----------------------------------------------------------------
Education and Civic Organizations 17%
-----------------------------------------------------------------
Housing (Multifamily) 15%
-----------------------------------------------------------------
Transportation 9%
-----------------------------------------------------------------
Utilities 9%
-----------------------------------------------------------------
Healthcare 7%
-----------------------------------------------------------------
Long-Term Care 6%
-----------------------------------------------------------------
Consumer Cyclicals 3%
-----------------------------------------------------------------
Industrial (Other) 2%
-----------------------------------------------------------------
Water and Sewer 2%
-----------------------------------------------------------------
</TABLE>
ANNUAL REPORT page 3
<PAGE>
Portfolio of Investments
Nuveen Municipal Money Market Fund
February 29, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
Alabama - 1.5%
$ 1,500 Industrial Development Board of the City of Citronelle, Alabama, Pollution Control Aa-2 $ 1,500,000
Revenue Bonds, Series 1992 Refunding (Akzo Chemicals Inc. Project), Variable Rate
Demand Bonds, 4.050%, 2/01/04+
2,250 Jefferson County, Alabama, Public Improvement Warrants, Series 1988 (Briarwood N/R 2,250,000
Presbyterian Church Project), Variable Rate Demand Bonds, 4.278%, 5/01/08+
-----------------------------------------------------------------------------------------------------------------------------------
Arizona - 1.4%
3,300 Maricopa County Pollution Control Corporation, Pollution Control Revenue Refunding A-1+ 3,300,000
Bonds (Arizona Public Service Company - Palo Verde Project), 1994 Series A, Variable
Rate Demand Bonds, 3.750%, 5/01/29+
-----------------------------------------------------------------------------------------------------------------------------------
Florida - 2.8%
3,100 Pasco County Housing Finance Authority, Multi-Family Housing Revenue Bonds (Carlton Arms VMIG-1 3,100,000
of Magnolia Valley Project), Series 1985, Variable Rate Demand Bonds, 3.975%, 12/01/07+
3,800 Sarasota County Public Hospital District, Sarasota Memorial Hospital Project, Commercial A-1+ 3,800,000
Paper Notes, 3.350%, 3/13/00
-----------------------------------------------------------------------------------------------------------------------------------
Illinois - 10.5%
7,000 Illinois Development Finance Authority, Pollution Control Revenue Bonds (Diamond-Star P-1 7,000,000
Motors Corporation Project), Series 1985, Variable Rate Demand Bonds, 4.800%, 12/01/08+
6,000 Illinois Educational Facilities Authority, Shedd Aquarium Society, Series 1987B, VMIG-1 6,000,000
Commercial Paper, 3.450%, 7/18/00
3,300 Illinois Health Facilities Authority, Healthcorp Affiliates, Series 1990 (Central VMIG-1 3,300,000
Du Page Hospital Association), Variable Rate Demand Revenue Bonds, 3.900%, 11/01/20+
5,430 City of Chicago, Illinois, Revenue Bonds (De La Salle Institute Project), Series 1997, A-1+ 5,430,000
Variable Rate Demand Bonds, 3.950%, 4/01/27+
1,065 County of Lake, Illinois, Variable Rate Demand Industrial Development Revenue Bonds, N/R 1,065,000
Series 1996A (Lake County Press, Inc. Project), 4.000%, 4/01/16+ (Alternative Minimum
Tax)
1,550 City of McHenry, Illinois, Variable Rate Demand Multifamily Housing Revenue Refunding N/R 1,550,000
Bonds (Westside Crest Apartments Project), Series 1996A, 4.000%, 3/01/21+ (Alternative
Minimum Tax)
1,000 City of McHenry, Illinois, Variable Rate Demand Multifamily Housing Revenue Refunding N/R 1,000,000
Bonds (Fawn Ridge Apartments Project), Series 1998, 4.000%, 12/01/24+ (Alternative
Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Indiana - 3.1%
3,615 City of Lawrence, Indiana, Adjustable Rate Economic Development Revenue Bonds, Series 1998 A-1+ 3,615,000
(Lawrence Affordable Housing, LLC Project), Variable Rate Demand Bonds, 3.950%, 9/01/28+
(Alternative Minimum Tax)
4,000 Tippecanoe School Corporation, Indiana, Temporary Loan Warrants, 4.750%, 12/29/00 N/R 4,014,333
-----------------------------------------------------------------------------------------------------------------------------------
Iowa - 6.6%
8,800 Iowa Finance Authority, Solid Waste Disposal Revenue (Cedar River Paper Company), Variable A-1+ 8,800,000
Rate Demand Bonds, Series 1995A, 3.950%, 5/01/25+ (Alternative Minimum Tax)
4,400 Iowa Higher Education Loan Authority, Private College Variable Rate Demand Revenue Bonds N/R 4,400,000
(Maharishi University Project), Series 1999, 3.900%, 3/01/29+
2,900 City of Eddyville, Iowa, Industrial Development Revenue Bonds (Heartland Lysine, Inc. N/R 2,900,000
Project), Series 1985, Variable Rate Demand Bonds, 4.300%, 11/01/03+
-----------------------------------------------------------------------------------------------------------------------------------
Kansas - 2.9%
2,100 Kansas Development Finance Authority, Revenue Bonds (Village Shalom Obligated Group), A-1+ 2,100,000
Series 1998BB, Variable Rate Demand Bonds, 3.850%, 11/15/28+
5,000 City of Olathe, Kansas, Recreational Facilities Revenue, Series 1999B (YMCA of Kansas VMIG-1 5,000,000
City Project), Variable Rate Demand Bonds, 4.000%, 11/01/14+
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
Kentucky - 6.8%
$ 1,600 Carroll County Collateralized Solid Waste Disposal Facilities (Kentucky Utilities VMIG-1 $ 1,600,000
Company Project), Variable Rate Demand Bonds, Series 1994A, 3.950%, 11/01/24+
(Alternative Minimum Tax)
3,100 City of Covington, Kentucky, Industrial Building Revenue Bonds, Series 1999 (Baptist N/R 3,100,000
Convalescent Center Project), Variable Rate Demand Bonds, 3.860%, 4/01/19+
9,005 Hancock County, Kentucky, Industrial Building Revenue Refunding Bonds (Southwire Company N/R 9,005,000
Project), Series 1990, Variable Rate Demand Bonds, 4.100%, 7/01/10+
2,825 City of Wilmore, Kentucky, Adjustable Rate Demand Housing Facilities Revenue Bonds, Series N/R 2,825,000
1999 (United Methodist Retirement Community, Inc. Project), 4.060%, 11/01/26+
-----------------------------------------------------------------------------------------------------------------------------------
Louisiana - 0.6%
1,410 Kentwood, Louisiana, Industrial Development Adjustable Rate Demand Revenue Bonds, Series Aa-2 1,410,000
1993 Refunding (Suntory Water Group Inc.), 4.050%, 8/01/12+
-----------------------------------------------------------------------------------------------------------------------------------
Massachusetts - 1.9%
4,548 Town of Milton, Massachusetts, Bond Anticipation Notes, 4.500%, 8/16/00 N/R 4,557,041
-----------------------------------------------------------------------------------------------------------------------------------
Michigan - 3.5%
7,100 Michigan Job Development Authority, Limited Obligation Revenue Bonds (Frankenmuth A-1 7,100,000
Bavarian Inn Motor Lodge Project), Series A, Variable Rate Demand Bonds, 4.000%,
9/01/15+
1,375 Michigan Strategic Fund, Variable Rate Demand Limited Obligation Revenue Bonds, Series 2000 N/R 1,375,000
(Fastco Industries, Inc. Project), 4.000%, 1/01/16+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Minnesota - 2.0%
4,825 City of Bloomington, Minnesota, Floating Rate Demand Commercial Revenue Bonds (James A-1+ 4,825,000
Avenue Associates Project), Series 1985, Variable Rate Demand Bonds, 3.950%, 12/01/15+
-----------------------------------------------------------------------------------------------------------------------------------
Missouri - 8.6%
2,000 Health and Educational Facilities Authority of the State of Missouri, Variable Rate A-1+ 2,000,000
Demand Bonds, Health Facilities Revenue Bonds (St. Francis' Medical Center), Series
1996A, 3.900%, 6/01/26+
4,600 Health and Educational Facilities Authority of the State of Missouri, Variable Rate VMIG-1 4,600,000
Demand Bonds, Health Facilities Revenue Bonds (Bethesda Barclay), Series 1996A, 4.000%,
8/15/26+
2,150 Health and Educational Facilities Authority of the State of Missouri, School District SP-1+ 2,155,690
Advance Funding, Series 1999L, Windsor C-1 School District, 4.250%, 9/19/00
8,000 State Environmental Improvement and Energy Resources Authority of Missouri, Unit Priced VMIG-1 8,000,000
Demand Adjustable Pollution Control Revenue Bonds, Series 1985A (Union Electric
Company), Commercial Paper, 3.250%, 3/07/00
4,000 The Industrial Development Authority of the County of Jackson, State of Missouri, VMIG-1 4,000,000
Variable Rate Demand Recreational Facilities Revenue Bonds (YMCA of Greater Kansas
City Project), Series 1996A, 4.000%, 11/01/16+
-----------------------------------------------------------------------------------------------------------------------------------
Montana - 2.1%
5,000 Forsyth, Montana, Pollution Control Revenue Bonds (Pacificorp Colstrip), Variable N/R 5,000,000
Rate Demand Bonds, Series 1986, 3.950%, 12/01/16+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
New Hampshire - 2.1%
5,000 New Hampshire Higher Educational and Health Facilities Authority, Revenue Bonds, Hunt A-1 5,000,000
Community Issue, Series 1996, Variable Rate Demand Bonds, 3.900%, 5/01/26+
-----------------------------------------------------------------------------------------------------------------------------------
New Jersey - 0.5%
1,150 New Jersey Economic Development Authority, Economic Development Bonds (AJV Holdings, N/R 1,150,000
L.L.C. - 1999 Project), Variable Rate Demand Bonds, 4.000%, 12/01/14+ (Alternative
Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Ohio - 14.2%
1,000 Ohio Housing Finance Agency, Residential Mortgage Revenue Notes (Mortgage Backed MIG-1 1,000,000
Securities Program), 2000 Series A-2, 4.050%, 9/01/00 (Alternative Minimum Tax)
2,500 Avon Local School District, Lorain County, Bond Anticipation Notes, Series 1999, N/R 2,504,543
School Improvement Bonds (General Unlimited Tax), 4.640%, 6/15/00
</TABLE>
5
<PAGE>
Portfolio of Investments
Nuveen Municipal Money Market Fund (continued)
February 29, 2000
<TABLE>
<CAPTION>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Ohio (continued)
$ 7,000 Cuyahoga County, Ohio, Multifamily Revenue Bonds (National Terminal Apartments Project), A-1 $ 7,000,000
Series 1999A, Variable Rate Demand Bonds, 4.010%, 7/01/29+
5,005 County of Erie, Ohio, Adjustable Rate Demand Health Care Facilities Revenue Bonds (The VMIG-1 5,005,000
Commons of Providence Project), Series 1996 B, Variable Rate Demand Bonds, 3.960%,
10/01/21+
3,300 Fairborn City School District, Greene County, Bond Anticipation Notes, Series 1999, N/R 3,306,879
School Improvement Bonds (General Unlimited Tax), 4.400%, 9/14/00
3,315 County of Franklin, Ohio, Floating Rate Demand Hospital Financing Revenue Bonds, Series N/R 3,315,000
1993 (Traditions at Mill Run Project), Variable Rate Demand Bonds, 4.040%, 11/01/14+
3,000 Kings Local School District, Ohio, Bond Anticipation Notes, Series 1999, 4.190%, 3/01/00 N/R 3,000,000
6,500 Lorain County, Ohio, Industrial Development Multiple Mode Revenue Bonds (Skill Tools N/R 6,500,000
Project), Variable Rate Demand Bonds, Series 1999, 4.100%, 8/01/14+ (Alternative Minimum
Tax)
2,610 City of Parma, Ohio, Adjustable Rate Industrial Development Revenue Bonds, Series 1999 (FDC N/R 2,610,000
Realty Project), Variable Rate Demand Bonds, 4.060%, 12/01/19+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Oregon - 1.2%
3,000 Multnomah County School District 1J, Portland (Oregon), Series 1999, Tax and Revenue MIG-1 3,004,803
Anticipation Notes, 4.000%, 6/30/00
-----------------------------------------------------------------------------------------------------------------------------------
Pennsylvania - 2.1%
2,175 Butler County Industrial Development Authority (Pennsylvania), Industrial Development N/R 2,175,000
Revenue Bonds (Wise Business Forms Project), Series 1997, Variable Rate Demand Bonds,
3.960%, 8/01/18+
3,000 Philadelphia School District, Tax and Revenue Anticipation Notes, Series 1999, 4.000%, MIG-1 3,005,266
6/30/00
-----------------------------------------------------------------------------------------------------------------------------------
Tennessee - 1.6%
4,000 The Industrial Development Board of the City of Memphis and County of Shelby, Tennessee, N/R 4,000,000
Industrial Development Refunding Revenue Bonds, Series 1999 (Techno Steel Corp.) (Tomen
Corporation Guarantor), Variable Rate Demand Bonds, 4.140%, 10/01/11+ (Alternative Minimum
Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Texas - 8.0%
7,000 Brownsville, Texas, Utilities System, Commercial Paper Notes, Series A, 3.800%, 4/14/00 A-1+ 7,000,000
2,000 Brownsville, Texas, Utilities System, Commercial Paper Notes, Series A, 3.550%, 5/19/00 A-1+ 2,000,000
7,900 Midlothian Industrial Development Corporation, Exempt Facilities Revenue Bonds (Texas VMIG-1 7,900,000
Industries, Inc. Project), Variable Rate Demand Bonds, Series 1999, 3.950%, 5/01/29+
(Alternative Minimum Tax)
2,500 Sabine River Authority of Texas, Collateralized Pollution Control, Variable Rate Demand A-1+ 2,500,000
Bonds (Texas Utilities Electric Company), 3.900%, 4/01/30+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Vermont - 1.3%
3,195 Vermont Economic Development Authority, Variable Rate Demand Revenue Bonds (Vermont Pure N/R 3,195,000
Springs, Inc. Project), 1999 Series A, 4.000%, 1/01/20+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Virginia - 0.9%
2,235 Virginia Small Business Financing Authority, Variable Rate Demand Industrial Development N/R 2,235,000
Revenue Bonds, Series 1999 (Coral Graphic Services of Virginia, Inc. Project), 4.000%,
11/01/06+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Washington - 7.6%
4,400 Washington Health Care Facilities Authority, Variable Rate Demand Revenue Bonds, Series A-2 4,400,000
1984 (Adventist Health System-West/Walla Walla General Hospital), 3.710%, 9/01/09+
1,720 Washington State Housing Finance Commission, Variable Rate Demand Multifamily Revenue A-1 1,720,000
Bonds (LTC Properties, Inc. Project), Series 1995, 4.100%, 12/01/15+ (Alternative
Minimum Tax)
1,775 Washington State Housing Finance Commission, Variable Rate Demand Multifamily Revenue A-1 1,775,000
Bonds (Summer Ridge Apartments Project), Series 1999A, 4.150%, 12/02/29+ (Alternative
Minimum Tax)
5,000 Washington State Housing Finance Commission, Multifamily Revenue Bonds, Series 1999A A-1 5,000,000
(Regency Park Apartments Project), Variable Rate Demand Bonds, 4.150%, 10/01/29+
(Alternative Minimum Tax)
</TABLE>
6
<PAGE>
<TABLE>
<CAPTION>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Washington (continued)
$ 2,500 Lake Tapps Parkway Properties, Washington, Special Revenue Bonds, Series 1999B, VMIG-1 $ 2,500,000
Variable Rate Demand Bonds, 3.900%, 12/01/19+
3,000 Port Benton Economic Development Corporation, Washington, Solid Waste Revenue N/R 3,000,000
Bonds, Series 1999B (ATG Inc. Project), Variable Rate Demand Bonds, 4.000%,
11/01/14+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Wisconsin - 6.0%
7,600 Wisconsin Health and Educational Facilities Authority, Commercial Paper (Alexian VMIG-1 7,600,000
Village of Milwaukee, Inc.-Refinancing), Series 1988A, 3.600%, 3/28/00
3,000 Wisconsin Health and Educational Facilities Authority, Adjustable Put Option Revenue A-1 3,000,000
Bonds, Series 1997 (Froedtert Memorial Lutheran Hospital Trust), 3.980%, 4/01/27+
2,910 City of Milwaukee, Wisconsin, Variable Rate Demand Industrial Development Revenue N/R 2,910,000
Bonds, Series 1998 (Midwest Express Airlines, Inc. Project), 4.050%, 8/01/30+
(Alternative Minimum Tax)
1,150 City of New Berlin, Wisconsin, Adjustable Rate Industrial Development Revenue Bonds, N/R 1,150,000
Series 1992 (Wenninger Project), 4.000%, 4/01/07+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
$242,088 Total Investments - 99.8% 242,138,555
============-----------------------------------------------------------------------------------------------------------------------
Other Assets Less Liabilities - 0.2% 559,931
--------------------------------------------------------------------------------------------------------------------
Net Assets - 100% $242,698,486
====================================================================================================================
</TABLE>
* Ratings (not covered by the report of independent public accountants):
Using the higher of Standard & Poor's or Moody's rating.
N/R Investment is not rated.
+ The security has a maturity of more than one year, but has variable rate
and demand features which qualify it as a short-term security. The rate
disclosed is that currently in effect. This rate changes periodically
based on market conditions or a specified market index.
See accompanying notes to financial statements.
7
<PAGE>
Portfolio of Investments
Nuveen California Tax-Exempt Money Market Fund
February 29, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
Capital Goods - 5.4%
$ 3,000 California Pollution Control Financing Authority, Solid Waste Disposal, Series VMIG-1 $ 3,000,000
1994A (Western Waste Industries), Variable Rate Demand Revenue Bonds, 2.750%,
10/01/06+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Consumer Staples - 5.4%
3,000 San Dimas Industrial Development Revenue Bonds (Bausch & Lomb Incorporated), Series N/R 3,000,000
1985, Variable Rate Demand Bonds, 4.050%, 12/01/15+
-----------------------------------------------------------------------------------------------------------------------------------
Health Care - 13.5%
2,500 California Health Facilities Financing Authority, Hospital Revenue Bonds, Series 1998A VMIG-1 2,500,000
(Adventist Health System West), Variable Rate Demand Bonds, 3.200%, 9/01/28+
2,500 California Health Facilities Authority (St. Joseph Health System), Series 1991B, Variable VMIG-1 2,500,000
Rate Demand Bonds, 3.200%, 7/01/09+
2,500 The City of Newport Beach (Orange County, California), Series 1992 (Hoag Memorial VMIG-1 2,500,000
Presbyterian Hospital), Variable Rate Demand Bonds, 3.250%, 10/01/22+
-----------------------------------------------------------------------------------------------------------------------------------
Housing/Multifamily - 11.8%
2,570 City of Chico, California, Multifamily Housing Revenue Refunding Bonds, Series 1995A N/R 2,570,000
(Sycamore Glen Project), Variable Rate Demand Bonds, 4.150%, 4/07/14+
1,000 Los Angeles Community Redevelopment Agency, Multifamily Housing Revenue, Series 1985 VMIG-2 1,000,000
(Skyline at South Park Apartments - Phase II), Variable Rate Demand Bonds, 5.550%,
12/01/05+
3,000 Housing Authority of the County of Santa Cruz, Variable Rate Demand Bonds, Multifamily A-1+ 3,000,000
Housing Revenue Bonds (Paloma del Mar Apartments), 1992 Issue A, 2.850%, 6/01/22+
(Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Industrial/Other - 3.7%
2,030 Industrial Development Authority of the County of Riverside, California, Variable A-1+ 2,030,000
Rate Demand Bonds, Industrial Development Revenue Bonds, Series 1997 (Merrick Engineering,
Inc. Project), 3.000%, 3/01/27+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Tax Obligation/General - 18.3%
2,000 State of California, Commercial Paper Notes, General Obligation, 3.000%, 3/10/00 A-1+ 2,000,000
2,400 Hillsborough City School District (County of San Mateo, California), 1999 Tax and Revenue SP-1+ 2,409,011
Anticipation Notes, 4.250%, 8/30/00
2,000 Millbrae School District (County of Mateo, California), Tax and Revenue Anticipation SP-1+ 2,003,832
Notes, Series 1999, 4.000%, 6/30/00
2,500 City of Ontario (County of San Bernardino, California), 1999 Tax and Revenue Anticipation SP-1+ 2,504,633
Notes, 4.000%, 6/30/00
1,250 San Carlos School District (County of San Mateo, California), 1999 Tax and Revenue SP-1+ 1,252,397
Anticipation Notes, 4.000%, 6/30/00
-----------------------------------------------------------------------------------------------------------------------------------
Tax Obligation/Limited - 12.6%
2,000 Hacienda La Puente Unified School District, Certificates of Participation, Adult Education VMIG-1 2,000,000
Facility Financing Project, Series 1999, Variable Rate Demand Obligations, 2.550%,
10/01/09+
2,000 Orange County Improvement Bond Act of 1915, Irvine Coast Assessment District No. 88-1, VMIG-1 2,000,000
Limited Obligation Improvement, Variable Rate Demand Bonds, 3.200%, 9/02/18+
3,000 San Joaquin County Transportation Authority, Sales Tax Revenue, Commercial Paper Notes, A-1+ 3,000,000
3.150%, 3/16/00
</TABLE>
8
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
Transportation - 9.1%
$ 2,000 San Diego Unified Port District, Subordinate Airport Revenue (Lindberg Field), A-1+ $ 2,000,000
Series B, Commercial Paper Notes, 2.800%, 3/06/00
3,025 San Francisco Airport Commission, Commercial Paper Notes, 3.300%, 4/04/00 A-1+ 3,025,000
-----------------------------------------------------------------------------------------------------------------------------------
Utilities - 13.5%
2,500 California Pollution Control Financing Authority, Pollution Control Refunding Revenue A-1+ 2,500,000
Bonds (Pacific Gas and Electric Company), 1997 Series B, Variable Rate Demand Bonds,
3.150%, 11/01/26+ (Alternative Minimum Tax)
2,500 Los Angeles Department of Water and Power, Electric Plant, Commercial Paper Notes, A-1+ 2,500,000
2.750%, 4/13/00
2,500 Sacramento Municipal Utility District, Commercial Paper Notes, 2.650%, 5/12/00 VMIG-1 2,500,000
-----------------------------------------------------------------------------------------------------------------------------------
Water and Sewer - 6.1%
3,360 Hillsborough (California), Certificates of Participation, Water and Sewer System Project, A-1 3,360,000
Series 1995A, Variable Rate Demand Bonds, 3.850%, 6/01/15+
-----------------------------------------------------------------------------------------------------------------------------------
$55,135 Total Investments - 99.4% 55,154,873
===============--------------------------------------------------------------------------------------------------------------------
Other Assets Less Liabilities - 0.6% 358,805
--------------------------------------------------------------------------------------------------------------------
Net Assets - 100% $55,513,678
====================================================================================================================
</TABLE>
* Ratings (not covered by the report of independent public accountants):
Using the higher of Standard & Poor's or Moody's rating.
N/R Investment is not rated.
+ The security has a maturity of more than one year, but has variable rate
and demand features which qualify it as a short-term security. The rate
disclosed is that currently in effect. This rate changes periodically
based on market conditions or a specified market index.
See accompanying notes to financial statements.
9
<PAGE>
Portfolio of Investments
Nuveen New York Tax-Exempt Money Market Fund
February 29, 2000
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
Consumer Cyclicals - 3.2%
$ 1,000 Dutchess County Industrial Development Agency, Industrial Development Revenue Bonds A-1 $ 1,000,000
(Toys "R" Us - NYTEX Inc. Facility), Series 1984, Variable Rate Demand Bonds, 3.975%,
11/01/19+
-----------------------------------------------------------------------------------------------------------------------------------
Education and Civic Organizations - 17.4%
1,300 Dormitory Authority of the State of New York, New York Founding Charitable Corporation VMIG-1 1,300,000
Revenue Bonds, Series 1997, Variable Rate Demand Bonds, 3.750%, 7/01/12+
1,400 Madison County Industrial Development Agency (New York), Civic Facility Revenue, Series A-2 1,400,000
1999 (Cazenovia College), Variable Rate Demand Bonds, 4.100%, 6/01/19+
1,400 County of Monroe Industrial Development Agency, New York, Variable Rate Demand Revenue VMIG-1 1,400,000
Bonds (CHF - Rochester, L.L.C. - Rochester Institute of Technology Project), Series
1999A, 3.850%, 6/01/29+
1,400 New York City Industrial Development Agency, Revenue Bonds, Series 1989, Audubon Society, A-1+ 1,400,000
Variable Demand Revenue Bonds, 3.700%, 12/01/14+
-----------------------------------------------------------------------------------------------------------------------------------
Health Care - 7.6%
1,000 New York State Dormitory Authority, Sloan Kettering Cancer Center, Series 1989C, Variable VMIG-1 1,000,000
Rate Demand Revenue Bonds, 3.700%, 7/01/19+
1,400 New York State Housing Finance Agency, The Hospital for Special Surgery, Series 1985A, HSS VMIG-1 1,400,000
Properties Corporation, Variable Rate Demand Bonds, 3.800%, 11/01/10+
-----------------------------------------------------------------------------------------------------------------------------------
Housing/Multifamily - 15.2%
1,000 New York City Housing Development Corporation, Multifamily Rental Housing Revenue Bonds A-1+ 1,000,000
(Brittany Development), 1999 Series A, Variable Rate Demand Bonds, 3.800%, 6/15/29+
(Alternative Minimum Tax)
1,000 New York City Housing Development Corporation, Multifamily Rental Housing Revenue Bonds A-1+ 1,000,000
(One Columbus Place Development), 1998 Series A, Variable Rate Demand Bonds, 3.800%,
11/15/28+ (Alternative Minimum Tax)
1,400 New York State Housing Finance Agency, Housing Revenue, Series 1995A (East 84th Street), VMIG-1 1,400,000
Variable Rate Demand Bonds, 3.800%, 11/01/28+ (Alternative Minimum Tax)
1,400 New York City Housing Development Corporation (Upper Fifth Avenue Project), Variable VMIG-1 1,400,000
Rate Demand Bonds, 3.800%, 1/01/16+
-----------------------------------------------------------------------------------------------------------------------------------
Industrial/Other - 2.5%
800 Guilderland Industrial Development Agency, Variable Rate Demand Revenue Bonds (Northeastern P-1 800,000
Industrial Park Project), Series 1993A, 3.800%, 12/01/08+
-----------------------------------------------------------------------------------------------------------------------------------
Long-Term Care - 6.6%
700 New York State Dormitory Authority, Revenue Bonds, Series 1995 (Beverwyck Inc.), Variable VMIG-1 700,000
Rate Demand Bonds, 3.850%, 7/01/25+
1,400 County of Otsego Industrial Development Agency (New York), Civic Facility Revenue Bonds A-2 1,400,000
(St. James Retirement Community Project - Letter of Credit Secured), Series 1998A,
Variable Rate Demand Bonds, 3.800%, 8/01/28+
-----------------------------------------------------------------------------------------------------------------------------------
Tax Obligation/General - 31.3%
1,400 State of New York, General Obligation Environmental Quality, Commercial Paper Notes, A-1+ 1,400,000
Series 1997A, 3.500%, 3/09/00
1,400 Town of Hempstead, Nassau County, New York, Bond Anticipation Notes, Series 1999D, N/R 1,401,550
4.250%, 5/09/00
1,000 Mahopac Central School District, Putnam County, Bond Anticipation Notes, Series 2000A, A-1 1,002,450
4.500%, 9/01/00 (WI)
</TABLE>
10
<PAGE>
<TABLE>
<CAPTION>
Principal Amortized
Amount (000) Description Ratings* Cost
-----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Tax Obligation/General (continued)
$ 1,300 City of New York, General Obligation Bonds, Fiscal 1995 Series B, Variable Rate Demand VMIG-1 $ 1,300,000
Bonds, 3.750%, 8/15/05+
1,400 City of New York, General Obligation Bonds, Variable Rate Demand Bonds, Fiscal 1996 VMIG-1 1,400,000
Series J - Subseries J3, 3.800%, 2/15/16+
1,000 Patchogue-Medford Union Free School District, Suffolk County, New York, Tax MIG-1 1,001,533
Anticipation Notes for 1999-2000, 4.250%, 6/28/00
1,400 County of Schenectady, New York, Bond Anticipation Notes, Series 1999A, 4.25%, 3/22/00 N/R 1,400,359
1,000 County of Westchester, New York, General Obligation Serial Bonds, 1997 Series D, 4.625%, Aaa 1,005,312
11/15/00
-----------------------------------------------------------------------------------------------------------------------------------
Transportation - 9.2%
1,400 Metropolitan Transit Authority, New York, Transit Facilities, Commercial Paper Notes, A-1+ 1,400,000
3.700%, 6/09/00
700 The Port Authority of New York and New Jersey, Versatile Structure Obligations, Series A-1+ 700,000
2, Variable Rate Demand Bonds, 3.750%, 5/01/19+
800 The Port Authority of New York and New Jersey, Versatile Structure Obligations, Series VMIG-1 800,000
4, Variable Rate Demand Bonds, 3.850%, 4/01/24+ (Alternative Minimum Tax)
-----------------------------------------------------------------------------------------------------------------------------------
Utilities - 8.8%
1,400 New York State Energy Research and Development Authority (Niagara Mohawk Power P-1 1,400,000
Corporation), Pollution Control Revenue, Variable Rate Demand Bonds, Series 1986A,
3.800%, 12/01/26+ (Alternative Minimum Tax)
1,400 Long Island Power Authority (New York), Electric System Revenue Bonds, Series 6 of 1998, VMIG-1 1,400,000
Subordinate Lien, Variable Rate Demand Obligations, 3.700%, 5/01/33+
-----------------------------------------------------------------------------------------------------------------------------------
Water and Sewer - 1.6%
500 New York City Municipal Water Finance Authority, Water and Sewer System Revenue Bonds, VMIG-1 500,000
Fiscal 1996 Series A, Variable Rate Demand Bonds, 3.900%, 6/15/25+
-----------------------------------------------------------------------------------------------------------------------------------
$32,700 Total Investments - 103.4% 32,711,204
============-----------------------------------------------------------------------------------------------------------------------
Other Assets Less Liabilities - (3.4)% (1,065,028)
--------------------------------------------------------------------------------------------------------------------
Net Assets - 100% $31,646,176
====================================================================================================================
</TABLE>
* Ratings (not covered by the report of independent public
accountants): Using the higher of Standard & Poor's or Moody's
rating.
N/R Investment is not rated.
+ The security has a maturity of more than one year, but has
variable rate and demand features which qualify it as a short-
term security. The rate disclosed is that currently in effect.
This rate changes periodically based on market conditions or a
specified market index.
(WI) Security purchased on a when-issued basis (note 1).
See accompanying notes to financial statements.
11
<PAGE>
Statement of Net Assets
February 29, 2000
<TABLE>
<CAPTION>
Municipal California New York
-----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Assets
Investments in short-term municipal securities, at amortized cost, which approximates
market value $242,138,555 $55,154,873 $32,711,204
Cash -- 47,340 --
Receivables:
Fund manager 438,199 32,887 14,553
Interest 1,118,694 303,375 143,104
Investments sold 100,000 175,000 --
Other assets 1,625 181 274
-----------------------------------------------------------------------------------------------------------------------------------
Total assets 243,797,073 55,713,656 32,869,135
-----------------------------------------------------------------------------------------------------------------------------------
Liabilities
Cash overdraft 142,667 -- 78,753
Payable for investments purchased -- -- 1,002,450
Accrued expenses:
12b-1 fees 185,713 58,063 31,886
Other 241,475 47,497 41,118
Dividends payable 528,732 94,418 68,752
-----------------------------------------------------------------------------------------------------------------------------------
Total liabilities 1,098,587 199,978 1,222,959
-----------------------------------------------------------------------------------------------------------------------------------
Net assets applicable to shares outstanding $242,698,486 $55,513,678 $31,646,176
-----------------------------------------------------------------------------------------------------------------------------------
Shares outstanding 242,698,486 55,513,678 31,646,176
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value, offering and redemption price per share (net assets divided
by shares outstanding) $ 1.00 $ 1.00 $ 1.00
-----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to financial statements.
12
<PAGE>
Statement of Operations
Year Ended February 29, 2000
<TABLE>
<CAPTION>
Municipal California* New York**
---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Investment Income $8,909,172 $1,192,029 $1,072,749
---------------------------------------------------------------------------------------------------------------------------
Expenses
Management fees 1,241,259 149,466 130,249
12b-1 fees 333,532 68,137 58,581
Shareholders' servicing agent fees and expenses 600,091 29,337 43,546
Custodian's fees and expenses 57,687 24,461 21,277
Trustees' fees and expenses 4,800 157 178
Professional fees 110,931 29,323 18,140
Shareholders' reports - printing and mailing expenses 156,292 29,859 10,470
Federal and state registration fees 22,954 3,460 188
Portfolio insurance expense 25,832 2,489 2,330
Other expenses 27,589 14,997 3,926
---------------------------------------------------------------------------------------------------------------------------
Total expenses before custodian fee credit and expense reimbursement 2,580,967 351,686 288,885
Custodian fee credit (1,418) (1,321) (1,291)
Expense reimbursement (657,154) (131,921) (101,182)
---------------------------------------------------------------------------------------------------------------------------
Net expenses 1,922,395 218,444 186,412
---------------------------------------------------------------------------------------------------------------------------
Net investment income 6,986,777 973,585 886,337
Net realized gain from investment transactions -- -- --
---------------------------------------------------------------------------------------------------------------------------
Net increase in net assets from operations $6,986,777 $ 973,585 $ 886,337
---------------------------------------------------------------------------------------------------------------------------
</TABLE>
* California includes the operations of the Service Plan series of the Nuveen
California Tax-Free Money Market Fund through the close of business on June 25,
1999, and the operations of the Nuveen California Tax-Exempt Money Market Fund
from such date through February 29, 2000.
**New York includes the operations of the Distribution Plan series of the Nuveen
New York Tax-Free Money Market Fund through the close of business on June 25,
1999, and the operations of the Nuveen New York Tax-Exempt Money Market Fund
from such date through February 29, 2000.
See accompanying notes to financial statements.
13
<PAGE>
Statement of Changes in Net Assets
<TABLE>
<CAPTION>
Municipal
----------------------------------------------------------------------------------------------------------------------
Year Ended Year Ended
2/29/00 2/28/99
<S> <C> <C>
----------------------------------------------------------------------------------------------------------------------
Operations
Net investment income $ 6,986,777 $ 7,273,829
Net realized gain from investment transactions -- --
----------------------------------------------------------------------------------------------------------------------
Net increase in net assets from operations 6,986,777 7,273,829
----------------------------------------------------------------------------------------------------------------------
Distributions to Shareholders (6,986,777) (7,273,829)
----------------------------------------------------------------------------------------------------------------------
Common Share Transactions
(at constant net asset value of $1 per share)
Net proceeds from sale of shares 163,405,512 159,407,682
Net proceeds from shares issued to shareholders due to reinvestment of distributions 6,413,805 6,997,731
----------------------------------------------------------------------------------------------------------------------
169,819,317 166,405,413
Cost of shares redeemed (179,474,987) (184,774,094)
----------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets from share transactions (9,655,670) (18,368,681)
Net assets at the beginning of year 252,354,156 270,722,837
----------------------------------------------------------------------------------------------------------------------
Net assets at the end of year $ 242,698,486 $ 252,354,156
----------------------------------------------------------------------------------------------------------------------
</TABLE>
See accompanying notes to financial statements.
14
<PAGE>
<TABLE>
<CAPTION>
California
--------------------------------------------------------------------------------
Year Ended 2/29/00*
--------------------------------------------------------------------------------
<S> <C>
Operations
Net investment income $ 973,585
Net realized gain from investment transactions --
--------------------------------------------------------------------------------
Net increase in net assets from operations 973,585
--------------------------------------------------------------------------------
Distributions to Shareholders (973,585)
--------------------------------------------------------------------------------
Common Share Transactions
(at constant net asset value of $1 per share)
Net proceeds from shares issued in the reorganization
of Nuveen California Tax-Free Money Market Fund
Institutional Series 3,634,486
Net proceeds from sale of shares 103,596,018
Net proceeds from shares issued to shareholders
due to reinvestment of distributions 615,227
--------------------------------------------------------------------------------
107,845,731
Cost of shares redeemed (166,093,543)
--------------------------------------------------------------------------------
Net increase (decrease) in net assets from share transactions (58,247,812)
Net assets at the beginning of year 113,761,490
--------------------------------------------------------------------------------
Net assets at the end of year $ 55,513,678
--------------------------------------------------------------------------------
</TABLE>
*The year ended February 29, 2000, information includes the change in net assets
of the Service Plan series of the Nuveen California Tax-Free Money Market Fund
through June 25, 1999, and the changes in net assets of the Nuveen California
Tax-Exempt Money Market Fund from such date through February 29, 2000.
<TABLE>
<CAPTION>
California
--------------------------------------------------------------------------------
Year Ended 2/28/99
--------------------------------------------------------------------------------
Service Plan
Series
--------------------------------------------------------------------------------
<S> <C>
Operations
Net investment income $ 2,778,800
Net realized gain from investment transactions --
--------------------------------------------------------------------------------
Net increase in net assets from operations 2,778,800
--------------------------------------------------------------------------------
Distributions to Shareholders (2,778,800)
--------------------------------------------------------------------------------
Common Share Transactions
(at constant net asset value of $1 per share)
Net proceeds from sale of shares 295,788,047
Net proceeds from shares issued to shareholders
due to reinvestment of distributions 2,604,802
--------------------------------------------------------------------------------
298,392,849
Cost of shares redeemed (271,546,956)
--------------------------------------------------------------------------------
Net increase in net assets from share transactions 26,845,893
Net assets at the beginning of year 86,915,597
--------------------------------------------------------------------------------
Net assets at the end of year $ 113,761,490
--------------------------------------------------------------------------------
</TABLE>
See accompanying notes to financial statements.
15
<PAGE>
Statement of Changes in Net Assets (continued)
<TABLE>
<CAPTION>
New York
--------------------------------------------------------------------------------
Year Ended 2/29/00*
--------------------------------------------------------------------------------
<S> <C>
Operations
Net investment income $ 886,337
Net realized gain from investment transactions --
--------------------------------------------------------------------------------
Net increase in net assets from operations 886,337
--------------------------------------------------------------------------------
Distributions to Shareholders (886,337)
--------------------------------------------------------------------------------
Common Share Transactions
(at constant net asset value of $1 per share)
Net proceeds from shares issued in the reorganization of
Nuveen New York Tax-Free Money Market Fund
Service Plan series 1,473,077
Net proceeds from shares issued in the reorganization of
Nuveen New York Tax-Free Money Market Fund
Institutional series 16,667
Net proceeds from sale of shares 40,147,717
Net proceeds from shares issued to shareholders
due to reinvestment of distributions 832,491
--------------------------------------------------------------------------------
42,469,952
Cost of shares redeemed (43,930,385)
--------------------------------------------------------------------------------
Net increase in net assets from share transactions (1,460,433)
Net assets at the beginning of year 33,106,609
--------------------------------------------------------------------------------
Net assets at the end of year $ 31,646,176
--------------------------------------------------------------------------------
</TABLE>
*The year ended February 29, 2000, information includes the changes in net
assets of the Distribution Plan series of the Nuveen New York Tax-Free Money
Market Fund through June 25, 1999, and the changes in net assets of the Nuveen
New York Tax-Exempt Money Market Fund from such date through February 29, 2000.
<TABLE>
<CAPTION>
New York
--------------------------------------------------------------------------------
<S> <C>
Year Ended 2/28/99
--------------------------------------------------------------------------------
Distribution Plan
Series
--------------------------------------------------------------------------------
Operations
Net investment income $ 835,048
Net realized gain from investment transactions --
--------------------------------------------------------------------------------
Net increase in net assets from operations 835,048
--------------------------------------------------------------------------------
Distributions to Shareholders (835,048)
--------------------------------------------------------------------------------
Common Share Transactions
(at constant net asset value of $1 per share)
Net proceeds from sale of shares 16,651,466
Net proceeds from shares issued to shareholders
due to reinvestment of distributions 810,058
--------------------------------------------------------------------------------
17,461,524
Cost of shares redeemed (13,209,032)
--------------------------------------------------------------------------------
Net increase in net assets from share transactions 4,252,492
Net assets at the beginning of year 28,854,117
--------------------------------------------------------------------------------
Net assets at the end of year $ 33,106,609
--------------------------------------------------------------------------------
</TABLE>
See accompanying notes to financial statements.
16
<PAGE>
Notes to Financial Statements
1. General Information and Significant Accounting Policies
The money market funds (the "Funds") covered in this report are Nuveen Municipal
Money Market Fund ("Municipal"), formerly, Nuveen Tax-Free Reserves, Inc.,
Nuveen California Tax-Exempt Money Market Fund ("California"), formerly, Nuveen
California Tax-Free Money Market Fund and Nuveen New York Tax-Exempt Money
Market Fund ("New York"), formerly, Nuveen New York Tax-Free Money Market Fund.
Nuveen California Tax-Free Money Market Fund and Nuveen New York Tax-Free Money
Market Fund were reorganized after the close of business on June 25, 1999, as
previously approved by shareholders. As part of the reorganization of the Nuveen
California Tax-Free Money Market Fund, the Service Plan series and the
Institutional series were consolidated and renamed Class A in California. As
part of the reorganization of the Nuveen New York Tax-Free Money Market Fund,
the Service Plan series, the Distribution Plan series and the Institutional
series were consolidated into New York.
Municipal is an open-end, diversified management company incorporated as a
Maryland corporation on July 6, 1982. California and New York are each a series
of the Nuveen Money Market Trust, an open-end management series investment
company organized as a Massachusetts business trust on January 15, 1999.
Each Fund invests substantially all of its assets in a diversified portfolio of
high quality, tax-exempt money market instruments for current income, the
stability of principal, and the maintenance of liquidity.
Each Fund issues its own shares at net asset value, which the Fund will seek to
maintain at $1.00 per share, without a sales charge.
The following is a summary of significant accounting policies followed by the
Funds in the preparation of their financial statements in accordance with
accounting principles generally accepted in the United States.
Securities Valuation
Each Fund invests in short-term municipal securities maturing within one year
from the date of acquisition. Securities with a maturity of more than one year
in all cases have variable rate and demand features qualifying them as short-
term securities and are valued at amortized cost. On a dollar-weighted basis,
the average maturity of all such securities must be 90 days or less (at February
29, 2000, the dollar-weighted average life was 27.37 days for Municipal, 31.52
days for California, and 29.01 days for New York).
Securities Transactions
Securities transactions are recorded on a trade date basis. Realized gains and
losses from such transactions are determined on the specific identification
method. Securities purchased or sold on a when-issued or delayed delivery basis
may have extended settlement periods. Any securities so purchased are subject to
market fluctuation during this period. The Funds have instructed the custodian
to segregate assets in a separate account with a current value at least equal to
the amount of the when-issued and delayed delivery purchase commitments. At
February 29, 2000, New York had an outstanding when-issued purchase commitment
of $1,002,450. There were no such outstanding purchase commitments in either
Municipal or California.
Investment Income
Interest income is determined on the basis of interest accrued, adjusted for
amortization of premiums and accretion of discounts.
Dividends and Distributions to Shareholders
Tax-exempt net investment income is declared as a dividend to shareholders of
record as of the close of each business day and payment is made or reinvestment
is credited to shareholder accounts after month-end. The Fund may also
distribute, from time to time, net ordinary taxable income and/or capital gains.
Income Taxes
Each Fund is a separate taxpayer for federal income tax purposes. Each Fund
intends to distribute all of its tax-exempt net investment income, taxable
ordinary income and/or net realized capital gains from investment transactions,
if any, and to otherwise comply with the requirements of Subchapter M of the
Internal Revenue Code applicable to regulated investment companies. Therefore,
no federal income tax provision is required. Furthermore, each Fund intends to
satisfy conditions which will enable interest from municipal securities, which
is exempt from regular federal income tax and designated state income taxes for
the California and New York Funds, to retain such tax-exempt status when
distributed to the shareholders of the Funds. All income dividends paid during
the fiscal year ended February 29, 2000, have been designated Exempt Interest
Dividends. Net ordinary taxable income and net realized capital gain
distributions, if any, are subject to federal taxation.
17
<PAGE>
Notes to Financial Statements (continued)
12b-1 Plan
Effective after the close of business on June 25, 1999, each Fund pays a fee to
reimburse John Nuveen & Co., Incorporated ("Nuveen"), a wholly owned subsidiary
of the John Nuveen Company, the Funds' principal underwriter and distributor,
for compensating authorized dealers of record, including Nuveen, for providing
ongoing services to the Fund or its shareholders. Nuveen may pay additional
amounts to such firms from its own resources at its discretion, and may retain
any portion of the 12b-1 fees not paid to such firms.
Insurance Commitments
Effective April 1, 1999, the Funds purchased liability insurance to protect
against a decline in the value of securities held in the Funds' portfolio caused
by the default of securities owned by the Funds. This policy replaces a similar
insurance policy from MBIA Insurance Corp. The insurance covers substantially
all of the Funds' investments except U.S. Government securities. The maximum
total coverage for all Nuveen money market funds is $50 million, with certain
deductibles for each loss. The Funds pay the policy premiums. Coverage under the
policy is subject to certain conditions and may not be renewable upon
expiration. While the policy is intended to provide some protection against
credit risk and to help the Funds maintain a constant price per share of $1.00,
there is no guarantee that the insurance will do so.
Derivative Financial Instruments
The Funds may invest in transactions in certain derivative financial
instruments, including futures, forward, swap, and option contracts, and other
financial instruments with similar characteristics. Although the Funds are
authorized to invest in such financial instruments, and may do so in the future,
they did not make any such investments during the fiscal year ended February 29,
2000.
Custodian Fee Credit
Each Fund has an agreement with the custodian bank whereby the custodian fees
and expenses are reduced by credits earned on each Fund's cash on deposit with
the bank. Such deposit arrangements are an alternative to overnight investments.
Use of Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities at
the date of the financial statements and the reported amounts of increases and
decreases in net assets from operations during the reporting period. Actual
results may differ from those estimates.
2. Securities Transactions
Purchases and sales (including maturities) of investments in short-term
municipal securities during the fiscal year ended February 29, 2000, were as
follows:
<TABLE>
<CAPTION>
Municipal California* New York**
<S> <C> <C> <C>
----------------------------------------------------------------
Purchases $712,414,542 $277,036,747 $78,781,139
Sales 721,330,000 396,669,150 81,280,000
----------------------------------------------------------------
</TABLE>
*The securities transactions include the purchases and sales (including
maturities) of the Nuveen California Tax-Free Money Market Fund through the
close of business on June 25, 1999, and the purchases and sales (including
maturities) of the Nuveen California Tax-Exempt Money Market Fund from such date
through February 29, 2000.
**The securities transactions include the purchases and sales (including
maturities) of the Nuveen New York Tax-Free Money Market Fund through the close
of business on June 25, 1999, and the purchases and sales (including maturities)
of the Nuveen New York Tax-Exempt Money Market Fund from such date through
February 29, 2000.
At February 29, 2000, the cost of investments owned for federal income tax
purposes was the same as the cost for financial reporting purposes for each
Fund.
At February 29, 2000, California had unused capital loss carryforwards of
$25,566 available for federal income tax purposes to be applied against future
capital gains if any. If not applied, $18,364 of the carryforwards will expire
in the year 2003 and $7,202 will expire in the year 2008.
3. Composition of Net Assets
At February 29, 2000, the Funds had common stock authorized of $.01 par value
per share. The composition of net assets as well as the number of authorized
shares were as follows:
<TABLE>
<CAPTION>
Municipal California New York
<S> <C> <C> <C>
--------------------------------------------------------------------------------
Capital paid in $ 242,698,486 $55,539,244 $31,646,176
Accumulated net realized gain (loss)
from investment transactions -- (25,566) --
--------------------------------------------------------------------------------
Net assets $ 242,698,486 $55,513,678 $31,646,176
--------------------------------------------------------------------------------
Authorized shares 2,000,000,000 Unlimited Unlimited
--------------------------------------------------------------------------------
</TABLE>
18
<PAGE>
4. Management Fees and Other Transactions with Affiliates
Prior to the close of business on June 25, 1999, under the Funds' investment
management agreement with Nuveen Advisory Corp. (the "Adviser"), a wholly owned
subsidiary of The John Nuveen Company, each Fund pays an annual management fee,
payable monthly, at the rates set forth below which are based upon the average
daily net assets of each Fund as follows:
<TABLE>
<CAPTION>
Management Fees
-------------------------
Average Daily Net Assets Municipal CA, NY
----------------------------------------------------------
<S> <C> <C>
For the first $500 million .500 of 1% .400 of 1%
For the next $500 million .475 of 1 .375 of 1
For net assets over $1 billion .450 of 1 .350 of 1
----------------------------------------------------------
</TABLE>
Prior to the close of business on June 25, 1999, pursuant to the management
agreements, the Adviser was obligated to reduce the management fee or assume
certain expenses of each Fund, in an amount necessary to prevent the total
expenses of each Fund (including the management fee and each Fund's share of
service payments under the Distribution and Service Plans, but excluding
interest, taxes, fees incurred in acquiring and disposing of portfolio
securities and, to the extent permitted, extraordinary expenses) in any fiscal
year from exceeding .75 of 1% of the average daily net assets of Municipal, and
.55 of 1% of the average daily net assets of California and New York.
Effective after the close of business on June 25, 1999, as approved by
shareholders, the management fee was as follows:
<TABLE>
<CAPTION>
Management Fees
--------------------------
Average Daily Net Assets Municipal CA, NY
------------------------------------------------------------
<S> <C> <C>
For the first $125 million .5000 of 1% .4000 of 1%
For the next $125 million .4875 of 1 .3875 of 1
For the next $250 million .4750 of 1 .3750 of 1
For the next $500 million .4625 of 1 .3625 of 1
For the next $1 billion .4500 of 1 .3500 of 1
For net assets over $2 billion .4250 of 1 .3250 of 1
------------------------------------------------------------
</TABLE>
Although not obligated to do so pursuant to the new advisory agreements, the
Adviser may for limited periods of time voluntarily agree to reimburse certain
expenses of the Funds and has agreed to limit the total operating expenses of
the Funds to .75 of 1% of the average daily net assets of Municipal and .55 of
1% of the average daily net assets of California and New York through December
31, 1999.
The management fee compensates the Adviser for overall investment advisory and
administrative services, and general office facilities. The Funds pay no
compensation directly to those of its Directors/Trustees who are affiliated with
the Adviser or to their officers, all of whom receive remuneration for their
services to the Funds from the Adviser or its affiliates.
19
<PAGE>
Notes to Financial Statements (continued)
5. Investment Composition
At February 29, 2000, the revenue sources by municipal purpose, expressed as a
percent of total investments, were as follows:
<TABLE>
<CAPTION>
Municipal California New York
-----------------------------------------------------------------------
<S> <C> <C> <C>
Basic Materials 8% --% --%
Capital Goods 10 5 --
Consumer Cyclicals 5 -- 3
Consumer Staples 2 5 --
Education and Civic Organizations 11 -- 17
Health Care 10 14 7
Housing/Multifamily 10 12 15
Industrial/Other 9 4 2
Long-Term Care 11 -- 6
Tax Obligation/General 11 18 30
Tax Obligation/Limited 1 13 --
Transportation 1 9 9
Utilities 11 14 9
Water and Sewer -- 6 2
-----------------------------------------------------------------------
100% 100% 100%
-----------------------------------------------------------------------
</TABLE>
At February 29, 2000, certain investments in short-term municipal securities
have credit enhancements (letters of credit, guarantees or insurance) issued by
third party domestic or foreign banks or other institutions (90% for Municipal,
85% for California, and 82% for New York).
For additional information regarding each investment security, refer to the
Portfolio of Investments.
20
<PAGE>
Financial Highlights
Selected data for a share outstanding throughout each period:
<TABLE>
<CAPTION>
Ratios/Supplemental Data
-------------------------------------------------------------------------
Before Credit/ After After Credit/
Reimbursement Reimbursement(a) Reimbursement(b)
--------------------- ------------------ --------------------
MUNICIPAL Ratio of Ratio Ratio of Ratio Ratio of Ratio
Less Expenses of Net Expenses of Net Expenses of Net
Year Beginning Distributions Ending Ending to Investment to Investment to Investment
Ending Net Net from Net Net Net Average Income to Average Income Average Income to
February Asset Investment Investment Asset Total Assets Net Average Net to Average Net Average
28/29, Value Income Income Value Return (000) Assets Net Assets Assets Net Assets Assets Net Assets
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
2000 $1.00 $.03 $(.03) $1.00 2.79% $242,698 1.03% 2.53% .77% 2.79% .77% 2.79%
1999 1.00 .03 (.03) 1.00 2.85 252,354 .80 2.79 .75 2.84 .75 2.84
1998 1.00 .03 (.03) 1.00 3.02 270,723 .81 2.96 .75 3.02 .75 3.02
1997 1.00 .03 (.03) 1.00 2.87 304,087 .80 2.82 .75 2.87 .75 2.87
1996 1.00 .03 (.03) 1.00 3.23 339,662 .79 3.18 .75 3.22 .75 3.22
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
(a) After expense reimbursement from the investment adviser, where applicable.
(b) After custodian fee credit and expense reimbursement, where applicable.
<TABLE>
<CAPTION>
Ratios/Supplemental Data
-------------------------------------------------------------------------
Before Credit/ After After Credit/
Reimbursement Reimbursement(a) Reimbursement(b)
--------------------- ------------------ --------------------
CALIFORNIA* Ratio of Ratio Ratio of Ratio Ratio of Ratio
Less Expenses of Net Expenses of Net Expenses of Net
Year Beginning Distributions Ending Ending to Investment to Investment to Investment
Ending Net Net from Net Net Net Average Income to Average Income Average Income to
February Asset Investment Investment Asset Total Assets Net Average Net to Average Net Average
28/29, Value Income Income Value Return (000) Assets Net Assets Assets Net Assets Assets Net Assets
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
2000(c) $1.00 $.03 $(.03) $1.00 2.65% $ 55,514 .93% 2.23% .58% 2.58% .58% 2.58%
1999 1.00 .03 (.03) 1.00 2.81 113,761 .59 2.75 .55 2.79 .55 2.79
1998 1.00 .03 (.03) 1.00 3.13 86,916 .58 3.09 .55 3.12 .55 3.12
1997 1.00 .03 (.03) 1.00 2.94 95,306 .59 2.89 .55 2.93 .55 2.93
1996 1.00 .03 (.03) 1.00 3.32 70,722 .56 3.28 .54 3.30 .54 3.30
------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
* Information included prior to the year ended February 29, 2000, reflects the
financial highlights of the Service Plan series of the Nuveen California Tax-
Free Money Market Fund.
(a) After expense reimbursement from the investment adviser, where applicable.
(b) After custodian fee credit and expense reimbursement, where applicable.
(c) Information includes the financial highlights of the Service Plan series of
the Nuveen California Tax-Free Money Market Fund through the close of
business on June 25, 1999, and the financial highlights of the Nuveen
California Tax-Exempt Money Market Fund from such date through February 29,
2000.
<TABLE>
<CAPTION>
Ratios/Supplemental Data
-------------------------------------------------------------------------
Before Credit/ After After Credit/
Reimbursement Reimbursement(a) Reimbursement(b)
--------------------- ------------------ --------------------
NEW YORK* Ratio of Ratio Ratio of Ratio Ratio of Ratio
Less Expenses of Net Expenses of Net Expenses of Net
Year Beginning Distributions Ending Ending to Investment to Investment to Investment
Ending Net Net from Net Net Net Average Income to Average Income Average Income to
February Asset Investment Investment Asset Total Assets Net Average Net to Average Net Average
28/29, Value Income Income Value Return (000) Assets Net Assets Assets Net Assets Assets Net Assets
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
2000(c) $1.00 $.03 $(.03) $1.00 2.73% $ 31,646 .89% 2.41% .58% 2.72% .57% 2.72%
1999 1.00 .03 (.03) 1.00 2.73 33,107 .72 2.54 .55 2.71 .55 2.71
1998 1.00 .03 (.03) 1.00 3.10 28,854 .89 2.75 .55 3.09 .55 3.09
1997 1.00 .03 (.03) 1.00 2.90 26,116 .92 2.52 .55 2.89 .55 2.89
1996 1.00 .03 (.03) 1.00 3.20 31,631 .94 2.80 .55 3.19 .55 3.19
</TABLE>
* Information included prior to the year ended February 29, 2000, reflects the
financial highlights of the Distribution Plan series of the Nuveen New York Tax-
Free Money Market Fund.
(a) After expense reimbursement from the investment adviser, where applicable.
(b) After custodian fee credit and expense reimbursement, where applicable.
(c) Information includes the financial highlights of the Distribution Plan
series of the Nuveen New York Tax-Free Money Market Fund prior to the close
of business on June 25, 1999, and the financial highlights of the Nuveen
New York Tax-Exempt Money Market Fund from such date through February 29,
2000.
21
<PAGE>
Report of Independent Public Accountants
To the Board of Directors/Trustees and Shareholders of
Nuveen Municipal Money Market Fund
Nuveen California Tax-Exempt Money Market Fund
Nuveen New York Tax-Exempt Money Market Fund:
We have audited the accompanying statements of net assets of Nuveen Municipal
Money Market Fund (a Maryland Corporation), Nuveen California Tax-Exempt Money
Market Fund and Nuveen New York Tax-Exempt Money Market Fund (each a series of
the Nuveen Money Market Trust) (a Massachusetts business Trust), including the
portfolios of investments, as of February 29, 2000, and the related statements
of operations for the year then ended, the statements of changes in net assets
for each of the two years then ended and the financial highlights for the
periods indicated thereon. 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 auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. Our procedures included confirmation of securities
owned as of February 29, 2000, by correspondence with the custodian and brokers.
As to securities purchased but not received, we requested confirmation from
brokers, and when replies were not received, we carried out alternative auditing
procedures. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the net assets of each of the
respective funds constituting the Nuveen Municipal Money Markey Fund, Nuveen
California Tax-Exempt Money Market Fund and Nuveen New York Tax-Exempt Money
Market Fund as of February 29, 2000, the results of their operations for the
year then ended, the changes in their net assets for each of the two years then
ended, and the financial highlights for the periods indicated thereon in
conformity with accounting principles generally accepted in the United States.
ARTHUR ANDERSEN LLP
Chicago, Illinois
April 14, 2000
22
<PAGE>
Shareholder Meeting Report
A special shareholder meeting was held in Chicago, Illinois on June 4, 1999
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Municipal California New York
--------------------------------------------------------------------------------
Approval of the Directors/Trustees
was reached as follows:
Robert P. Bremner
For 147,093,944 59,113,169 15,194,075
Withhold 4,061,638 1,919,061 316,066
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Lawrence H. Brown
For 147,131,185 59,113,169 15,194,264
Withhold 4,024,397 1,919,061 315,877
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Anne E. Impellizzeri
For 147,131,185 59,113,169 15,194,264
Withhold 4,024,397 1,919,061 315,877
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Peter R. Sawers
For 147,131,185 59,113,169 15,194,264
Withhold 4,024,397 1,919,061 315,877
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
William J. Schneider
For 147,131,185 59,113,169 15,194,264
Withhold 4,024,397 1,919,061 315,877
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Timothy R. Schwertfeger
For 147,131,185 59,113,169 15,194,264
Withhold 4,024,397 1,919,061 315,877
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Judith M. Stockdale
For 147,131,185 59,113,169 15,194,264
Withhold 4,024,397 1,919,061 315,877
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Ratification of auditors was reached
as follows:
For 138,560,834 53,840,864 14,799,429
Against 3,174,394 3,063,841 130,944
Abstain 9,420,354 4,127,525 579,768
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Approval of new investment management
agreement:
For 129,260,136 46,178,389 13,977,012
Against 7,871,753 10,782,780 587,586
Abstain 10,220,629 4,057,102 841,070
Broker Non-Vote 3,803,064 13,959 104,473
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
</TABLE>
23
<PAGE>
Shareholder Meeting Report (continued)
<TABLE>
<CAPTION>
Municipal California New York
--------------------------------------------------------------------------------
<S> <C> <C> <C>
Approval of new Rule 12B-1 plan:
Service Plan Service Plan
Series Series
------------- ------------
For 123,428,990 12,791,022 875,823
Against 11,925,115 1,679,673 40,695
Abstain 11,998,412 -- 177,290
Broker Non-Vote 3,803,065 12,626 49,075
--------------------------------------------------------------------------------
Total 151,155,582 14,483,321 1,142,883
--------------------------------------------------------------------------------
Distribution Distribution
Plan Series Plan Series
------------- ------------
For -- 27,367,030 12,920,231
Against -- 11,959,853 598,979
Abstain -- 4,339,386 775,982
Broker Non-Vote -- 1,331 55,399
--------------------------------------------------------------------------------
Total -- 43,667,600 14,350,591
--------------------------------------------------------------------------------
Institutional Institutional
Plan Series Plan Series
---------------------------
For -- 2,650,287 16,666
Against -- 231,022 --
Abstain -- -- --
Broker Non-Vote -- -- --
--------------------------------------------------------------------------------
Total -- 2,881,309 16,666
--------------------------------------------------------------------------------
Approval of plan and agreement of
reorganization:
For 128,915,984 42,905,192 13,357,820
Against 7,097,985 13,833,850 1,166,721
Abstain 11,338,548 4,279,231 881,127
Broker Non-Vote 3,803,065 13,957 104,473
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Approval of amendments to the Fund's
investment objective:
For 129,579,240 44,422,103 14,087,953
Against 6,980,755 11,996,643 621,629
Abstain 10,792,522 4,599,527 696,086
Broker Non-Vote 3,803,065 13,957 104,473
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Approval of elimination of the Fund's
fundamental investment policy on
unseasoned issuers:
For 126,900,773 44,732,732 13,431,154
Against 8,204,172 11,366,647 1,240,027
Abstain 12,247,572 4,918,894 734,487
Broker Non-Vote 3,803,065 13,957 104,473
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
Approval of elimination of the Fund's
fundamental investment policy on
limitation on ownership of
securities:
For 126,807,484 45,973,400 13,371,249
Against 8,197,706 10,302,634 1,340,496
Abstain 12,347,327 4,742,239 693,923
Broker Non-Vote 3,803,065 13,957 104,473
--------------------------------------------------------------------------------
Total 151,155,582 61,032,230 15,510,141
--------------------------------------------------------------------------------
</TABLE>
24
<PAGE>
Fund Information
Board of Directors/Trustees
Robert P. Bremner
Lawrence H. Brown
Anne E. Impellizzeri
Peter R. Sawers
William J. Schneider
Timothy R. Schwertfeger
Judith M. Stockdale
Fund Manager
Nuveen Advisory Corp.
333 West Wacker Drive
Chicago, IL 60606
Transfer Agent and Shareholder Services
Chase Global Funds Services
73 Tremont Street
Boston, MA 02108
(800) 257-8787
Legal Counsel
Morgan, Lewis & Bockius LLP
Washington, D.C.
Independent Public Accountants
Arthur Andersen LLP
Chicago, IL
25
<PAGE>
John Nuveen, Sr.
[PHOTO APPEARS HERE]
SERVING
INVESTORS
FOR GENERATIONS
A 100-Year Tradition of Quality Investments
Since 1898, John Nuveen & Co. Incorporated has been synonymous with investments
that withstand the test of time. In fact, more than 1.3 million investors have
trusted Nuveen to help them build and sustain the wealth of a lifetime.
Whether your focus is long-term growth, dependable income or sustaining
accumulated wealth, Nuveen offers a wide variety of investments and services to
help meet your unique circumstances and financial planning needs. We can help
you build a better, well-diversified portfolio.
Call Your Financial Adviser Today
To find out how the Nuveen Innovation Fund might round out your investment
portfolio, contact your financial adviser today. Or call Nuveen at (800)
257-8787 for more information. Ask your adviser or call for a prospectus which
details risks, fees and expenses. Please read the prospectus carefully before
you invest.
NUVEEN
Investments
John Nuveen & Co. Incorporated
333 West Wacker Drive
Chicago, IL 60606-1286
www.nuveen.com
<PAGE>
PART C--OTHER INFORMATION
NUVEEN MUNICIPAL MONEY MARKET FUND, INC.
333 West Wacker Drive
Chicago, Illinois 60606
<PAGE>
PART C--OTHER INFORMATION
Item 23: Exhibits.
<TABLE>
<C> <S>
(a) Articles of Incorporation of Registrant, as amended and as
currently in effect. Filed as Exhibit 1 to Registrant's
Registration Statement on Form N-1A (File No. 2-78736) and
incorporated herein by reference thereto.
(a)(1) Amendment to Articles of Incorporation of Registrant designating
name change. Filed as Exhibit (a)(1) to Post-Effective Amendment
No. 19 to the Registrant's Registration Statement on Form N-1A
(File No. 2-78736) as filed on June 25, 1999, and incorporated by
reference thereto.
(b) By-Laws of Registrant as currently in effect. Filed as Exhibit 2
to Registrant's Registration Statement on Form N-1A (File No. 2-
78736) and incorporated herein by reference thereto.
(b)(1) Amendment to By-Laws of Registrant. Filed as Exhibit (b)(1) to
Post-Effective Amendment No. 19 to the Registrant's Registration
Statement on Form N-1A (File No. 2-78736) as filed on June 25,
1999, and incorporated herein by reference thereto.
(c) Not applicable.
(d) Investment Management Agreement between Registrant and Nuveen
Advisory Corp. dated May 1, 1988. Filed as Exhibit 5(a) to Post-
Effective Amendment No. 14 to the Registrant's Registration
Statement on Form N-1A (File No. 2-78736) as filed on April 27,
1995, and incorporated herein by reference thereto.
(d)(1) Renewal, dated June 1, 2000, of Investment Management Agreement.
(e) Distribution Agreement between Registrant and John Nuveen & Co.
Incorporated, dated August 2, 1982. Filed as Exhibit 6 to
Registrant's Registration Statement on Form N-1A (File No. 2-
78736) and incorporated herein by reference thereto.
(e)(1) Renewal, dated July 30, 1999, of Distribution Agreement.
(f) Not applicable.
(g) Custody Agreement, dated October 1, 1993, between Registrant and
United States Trust Company of New York. Filed as Exhibit 8 to
Post-Effective Amendment No. 13 to Registrant's Registration
Statement on Form N-1A (File No. 2-78736) and incorporated herein
by reference thereto.
(g)(1) Letter evidencing assignment of U.S. Trust Company of New York's
rights and responsibilities under the Custody Agreement to The
Chase Manhattan Bank, and is incorporated herein by reference
thereto.
</TABLE>
C-1
<PAGE>
<TABLE>
<C> <S>
(h). Transfer Agency Agreement between Registrant and Chase Global
Funds Services Company, dated August 24, 1998. Filed as Exhibit
(h) to Post-Effective Amendment No. 19 to the Registrant's
Registration Statement on Form N-1A (File No. 2-78736) as filed
on June 25, 1999, and incorporated by reference thereto.
(i). Opinion of Morgan, Lewis & Bockius LLP.
(j). Consent of Independent Public Accountants.
(k). Not applicable.
(l). Not applicable.
(m). Registrant's 12b-1 Service Plan. Filed as Exhibit (m) to Post-
Effective Amendment No. 19 to the Registrant's Registration
Statement on Form N-1A (File No. 2-78736) as filed on June 25,
1999, and incorporated by reference thereto.
(n). Not applicable.
(o). Not applicable.
99(p). Form of Money Market Fund Insurance Program. Filed as Exhibit
99(p) to Post-Effective Amendment No. 19 to the Registrant's
Registration Statement on Form N-1A (File No. 2-78736) as filed
on June 25, 1999, and incorporated by reference thereto.
99(s)(1). Certified copy of Resolution of Board of Directors authorizing
the signing of the names of officers and directors on the
Registration Statement pursuant to power of attorney.
99(s)(2). Original Powers of Attorney for all of Registrant's Directors
authorizing, among others, Gifford R. Zimmerman and Alan G.
Berkshire to execute the Registration Statement.
99(s)(3). Code of Ethics and Reporting Requirements.
</TABLE>
Item 24: Persons Controlled by or under Common Control with Registrant
Not applicable.
C-2
<PAGE>
Item 25: Indemnification
Section 2-418 of the General Corporation Law of Maryland provides for Indemni-
fication of officers and directors. Article NINTH of the Articles of Incorpo-
ration of Registrant provides as follows:
NINTH: To the maximum extent permitted by the General Corporation Law of
the State of Maryland, as from time to time amended, the Corporation shall
indemnify its currently acting and its former directors, officers, employ-
ees and agents, and those persons who, at the request of the Corporation
serve or have served another corporation, partnership, joint venture, trust
or other enterprise in one or more such capacities. The indemnification
provided for herein shall not be deemed exclusive of any other rights to
which those seeking indemnification may otherwise be entitled.
Expenses (including attorneys' fees) incurred in defending a civil or crim-
inal action, suit or proceeding (including costs connected with the prepa-
ration of a settlement) may be paid by the Corporation in advance of the
final disposition of such action, suit or proceeding, if authorized by the
Board of Directors in the specific case, upon receipt of an undertaking by
or on behalf of the director, officer, employee or agent to repay that
amount of the advance which exceeds the amount which it is ultimately de-
termined that he is entitled to receive from the Corporation by reason of
indemnification as authorized herein; provided, however, that prior to mak-
ing any such advance at least one of the following conditions shall have
been met: (1) the indemnitee shall provide a security for his undertaking,
(2) the Corporation shall be insured against losses arising by reason of
any lawful advances, or (3) a majority of a quorum of the disinterested,
non-party directors of the Corporation, or an independent legal counsel in
a written opinion, shall determine, based on a review of readily available
facts, that there is reason to believe that the indemnitee ultimately will
be found and entitled to indemnification.
Nothing in these Articles of Incorporation or in the By-Laws shall be
deemed to protect or provide indemnification to any director or officer of
the Corporation against any liability to the Corporation or to its security
holders to which he would otherwise be subject by reason of willful misfea-
sance, bad faith, gross negligence or reckless disregard of the duties in-
volved in the conduct of his office ("disabling conduct"), and the Corpora-
tion shall not indemnify any of its officers or directors against any lia-
bility to the Corporation or to its security holders unless a determination
shall have been made in the manner provided hereafter that such liability
has not arisen from such officer's or director's disabling conduct. A de-
termination that an officer or director is entitled to indemnification
shall have been properly made if it is based upon (1) a final decision on
the merits by a court or other body before whom the proceeding was brought
that the person to be indemnified ("indemnitee") was not liable by reason
of disabling conduct or, (2) in the absence of such a decision, a reason-
able determination, based upon a review of the facts, that the indemnitee
was not liable by reason of disabling conduct, by (a) the vote of a major-
ity of a quorum of directors who are neither "interested persons" of the
Corporation as defined in the Investment Company Act of 1940 nor parties to
the proceeding, or (b) an independent legal counsel in a written opinion.
-----------------
Insofar as indemnification for liabilities arising under the Securities Act of
1933 may be permitted to the officers, directors or controlling persons of the
Registrant pursuant to the Articles of Incorporation of the Registrant or oth-
erwise, the Registrant has been advised that in the opinion of the Securities
C-3
<PAGE>
and Exchange Commission such indemnification is against public policy as ex-
pressed in the Act and is, therefore, unenforceable. In the event that a claim
for indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by an officer or director or control-
ling person of the Registrant in the successful defense of any action, suit or
proceeding) is asserted by such officer, director or controlling persons in
connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling pre-
cedent, submit to a court of appropriate jurisdiction the question of whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
The directors and officers of the Registrant (and of the other management in-
vestment companies for which Nuveen Advisory serves as investment adviser) are
covered by an Investment Trust Errors and Omissions policy in the aggregate
amount of $20,000,000 (with a maximum deductible of $500,000) against liabil-
ity and expenses of claims of wrongful acts arising out of their position with
the Registrant (and such other companies), except for matters which involve
willful acts, bad faith, gross negligence and willful disregard of duty (i.e.,
where the insured did not act in good faith for a purpose he or she reasonably
believed to be in the best interest of the applicable investment company or
where he or she had reasonable cause to believe this conduct was unlawful).
Item 26: Business and Other Connections of Investment Adviser
Nuveen Advisory Corp. serves as investment adviser to the following open-end
management type investment companies: Nuveen Flagship Multistate Trust I,
Nuveen Multistate Trust II, Nuveen Flagship Multistate Trust III, Nuveen Flag-
ship Multistate Trust IV, Nuveen Flagship Municipal Trust, Nuveen Taxable
Funds Inc., Nuveen Money Market Trust, and Nuveen Municipal Money Market Fund,
Inc. It also serves as investment adviser to the following closed-end manage-
ment investment companies: Nuveen Municipal Value Fund, Inc., Nuveen Califor-
nia Municipal Value Fund, Inc., Nuveen New York Municipal Value Fund, Inc.,
Nuveen Municipal Income Fund, Inc., Nuveen Premium Income Municipal Fund,
Inc., Nuveen Performance Plus Municipal Fund, Inc., Nuveen California Perfor-
mance Plus Municipal Fund, Inc., Nuveen New York Performance Plus Municipal
Fund, Inc., Nuveen Municipal Advantage Fund, Inc., Nuveen Municipal Market Op-
portunity Fund, Inc., Nuveen California Municipal Market Opportunity Fund,
Inc., Nuveen Investment Quality Municipal Fund, Inc., Nuveen California In-
vestment Quality Municipal Fund, Inc., Nuveen New York Investment Quality Mu-
nicipal Fund, Inc., Nuveen Insured Quality Municipal Fund, Inc., Nuveen Flor-
ida Investment Quality Municipal Fund, Nuveen New Jersey Investment Quality
Municipal Fund, Inc., Nuveen Pennsylvania Investment Quality Municipal Fund,
Nuveen Select Quality Municipal Fund, Inc., Nuveen California Select Quality
Municipal Fund, Inc., Nuveen New York Select Quality Municipal Fund, Inc.,
Nuveen Quality Income Municipal Fund, Inc., Nuveen Insured Municipal Opportu-
nity Fund, Inc., Nuveen Florida Quality Income Municipal Fund, Nuveen Michigan
Quality Income Municipal Fund, Inc., Nuveen Ohio Quality Income Municipal
Fund, Inc., Nuveen Texas Quality Income Municipal Fund, Nuveen California
Quality Income Municipal Fund, Inc., Nuveen New York Quality Income Municipal
Fund, Inc., Nuveen Premier Municipal Income Fund, Inc., Nuveen Premier Insured
Municipal Income Fund, Inc., Nuveen Premium Income Municipal Fund 2, Inc.,
Nuveen Insured California Premium Income Municipal Fund, Inc., Nuveen Insured
New York Premium Income Mu -
C-4
<PAGE>
nicipal Fund, Inc., Nuveen Select Maturities Municipal Fund, Nuveen Arizona
Premium Income Municipal Fund, Inc., Nuveen Insured Florida Premium Income Mu-
nicipal Fund, Nuveen Michigan Premium Income Municipal Fund, Inc., Nuveen New
Jersey Premium Income Municipal Fund, Inc., Nuveen Premium Income Municipal
Fund 4, Inc., Nuveen Insured California Premium Income Municipal Fund 2, Inc.,
Nuveen Pennsylvania Premium Income Municipal Fund 2, Nuveen Maryland Premium
Income Municipal Fund, Nuveen Massachusetts Premium Income Municipal Fund,
Nuveen Virginia Premium Income Municipal Fund, Nuveen Connecticut Premium In-
come Municipal Fund, Nuveen Georgia Premium Income Municipal Fund, Nuveen Mis-
souri Premium Income Municipal Fund, Nuveen North Carolina Premium Income Mu-
nicipal Fund, Nuveen California Premium Income Municipal Fund, Nuveen Insured
Premium Income Municipal Fund 2, Nuveen Dividend Advantage Municipal Fund,
Nuveen California Dividend Advantage Municipal Fund, and Nuveen New York Divi-
dend Advantage Municipal Fund. Nuveen Advisory Corp. has no other clients or
business at the present time. The principal business address for all of these
investment companies is 333 West Wacker Drive, Chicago, Illinois 60606.
For a description of other business, profession, vocation or employment of a
substantial nature in which any director or officer, other than John P.
Amboian, of the investment adviser has engaged during the last two years for
his account or in the capacity of director, officer, employee, partner or
trustee, see the descriptions under "Management" in the Statement of Addi-
tional Information.
John P. Amboian is President, formerly Executive Vice-President and Chief Fi-
nancial Officer, and Director of Nuveen Advisory Corp., the investment advis-
er. Mr. Amboian has, during the last two years, been President, formerly Exec-
utive Vice-President and Chief Financial Officer of John Nuveen & Co. Incorpo-
rated, the John Nuveen Company and Nuveen Institutional Advisory Corp., Execu-
tive Vice President of Rittenhouse Financial Services, Inc. and President and
Chief Operating Officer of Nuveen Senior Loan Asset Management, Inc.
Item 27: Principal Underwriters
(a) John Nuveen & Co. Incorporated ("Nuveen") acts as principal underwriter to
the following open-end management type investment companies: Nuveen Flagship
Multistate Trust I, Nuveen Multistate Trust II, Nuveen Flagship Multistate
Trust III, Nuveen Flagship Multistate Trust IV, Nuveen Flagship Municipal
Trust, Nuveen Municipal Money Market Fund, Inc., Nuveen Money Market Trust,
Nuveen Taxable Funds Inc., Nuveen Investment Trust, Nuveen Investment Trust II
and Nuveen Investment Trust III. Nuveen also acts as depositor and principal
underwriter of the Nuveen Tax-Exempt Unit Trust and Nuveen Unit Trusts, regis-
tered unit investment trusts. Nuveen has also served as a co-managing under-
writer of the shares of Nuveen Municipal Value Fund, Inc., Nuveen California
Municipal Value Fund, Inc., Nuveen New York Municipal Value Fund, Inc., Nuveen
Municipal Income Fund, Inc., Nuveen Premium Income Municipal Fund, Inc.,
Nuveen Performance Plus Municipal Fund, Inc., Nuveen California Performance
Plus Municipal Fund, Inc., Nuveen New York Performance Plus Municipal Fund,
Inc., Nuveen Municipal Advantage Fund, Inc., Nuveen Municipal Market Opportu-
nity Fund, Inc., Nuveen California Municipal Market Opportunity Fund, Inc.,
Nuveen Investment Quality Municipal Fund, Inc., Nuveen California Investment
Quality Municipal Fund, Inc., Nuveen New York Investment Quality Municipal
Fund, Inc., Nuveen Insured Quality Municipal
C-5
<PAGE>
Fund, Inc., Nuveen Florida Investment Quality Municipal Fund, Nuveen New Jer-
sey Investment Quality Municipal Fund, Inc., Nuveen Pennsylvania Investment
Quality Municipal Fund, Nuveen Select Quality Municipal Fund, Inc., Nuveen
California Select Quality Municipal Fund, Inc., Nuveen New York Select Quality
Municipal Fund, Inc., Nuveen Quality Income Municipal Fund, Inc., Nuveen In-
sured Municipal Opportunity Fund, Inc., Nuveen Florida Quality Income Munici-
pal Fund, Nuveen Michigan Quality Income Municipal Fund, Inc., Nuveen Ohio
Quality Income Municipal Fund, Inc., Nuveen Texas Quality Income Municipal
Fund, Nuveen California Quality Income Municipal Fund, Inc., Nuveen New York
Quality Income Municipal Fund, Inc., Nuveen Premier Municipal Income Fund,
Inc., Nuveen Premier Insured Municipal Income Fund, Inc., Nuveen Select Tax-
Free Income Portfolio, Nuveen Premium Income Municipal Fund 2, Inc., Nuveen
Insured California Premium Income Municipal Fund, Inc., Nuveen Insured New
York Premium Income Municipal Fund, Inc., Nuveen Select Maturities Municipal
Fund, Nuveen Arizona Premium Income Municipal Fund, Inc., Nuveen Insured Flor-
ida Premium Income Municipal Fund, Nuveen Michigan Premium Income Municipal
Fund, Inc., Nuveen New Jersey Premium Income Municipal Fund, Inc., Nuveen Pre-
mium Income Municipal Fund 4, Inc., Nuveen Insured California Premium Income
Municipal Fund 2, Inc., Nuveen Pennsylvania Premium Income Municipal Fund 2,
Nuveen Maryland Premium Income Municipal Fund, Nuveen Massachusetts Premium
Income Municipal Fund, Nuveen Virginia Premium Income Municipal Fund, Nuveen
Connecticut Premium Income Municipal Fund, Nuveen Georgia Premium Income Mu-
nicipal Fund, Nuveen Missouri Premium Income Municipal Fund, Nuveen North Car-
olina Premium Income Municipal Fund, Nuveen California Premium Income Munici-
pal Fund, Nuveen Insured Premium Income Municipal Fund 2, Nuveen Select Tax-
Free Income Portfolio 2, Nuveen Insured California Select Tax-Free Income
Portfolio, Nuveen Insured New York Select Tax-Free Income Portfolio, Nuveen
Select Tax-Free Income Portfolio 3, Nuveen Dividend Advantage Municipal Fund,
Nuveen California Dividend Advantage Municipal Fund, Nuveen New York Dividend
Advantage Municipal Fund, Nuveen Floating Rate Fund and Nuveen Senior Income
Fund.
(b)
<TABLE>
<CAPTION>
Name and
Principal
Business Positions and Offices Positions and Offices
Address with Underwriter with Registrant
-------------------------------------------------------------------------------
<S> <C> <C>
Timothy R. Chairman of the Board, Chairman of the Board,
Schwertfeger Chief Executive Officer President and Director
333 West Wacker and Director
Drive
Chicago, IL
60606
John P. Amboian President and Director None
333 West Wacker
Drive
Chicago, IL
60606
Alan G. Senior Vice President Vice President and Assistant Secretary
Berkshire and Secretary
333 West Wacker
Drive
Chicago, IL
60606
Robert K. Burke Vice President None
333 West Wacker
Drive
Chicago, IL
60606
</TABLE>
C-6
<PAGE>
<TABLE>
<S> <C> <C>
Peter H. D'Arrigo Vice President and Treasurer None
333 West Wacker
Drive
Chicago, IL 60606
William Adams IV Executive Vice President None
333 West Wacker
Drive
Chicago, IL 60606
Kathleen M. Vice President None
Flanagan
333 West Wacker
Drive
Chicago, IL 60606
Stephen D. Foy Vice President Vice President and Controller
333 West Wacker
Drive
Chicago, IL 60606
Robert D. Freeland Vice President None
333 West Wacker
Drive
Chicago, IL 60606
Benjamin T. Fulton Vice President None
333 West Wacker
Drive
Chicago, IL 60606
Anna R. Kucinskis Vice President None
333 West Wacker
Drive
Chicago, IL 60606
Robert B. Kuppen- Vice President None
heimer
333 West Wacker
Drive
Chicago, IL 60606
Larry W. Martin Vice President and Vice President and
333 West Wacker Assistant Secretary Assistant Secretary
Drive
Chicago, IL 60606
Thomas C. Muntz Vice President None
333 West Wacker
Drive
Chicago, IL 60606
Paul C. Williams Vice President None
333 West Wacker
Drive
Chicago, IL 60606
Margaret E. Wilson Senior Vice President and None
333 West Wacker Corporate Controller
Drive
Chicago, IL 60606
Gifford R. Zimmer- Vice President and Vice President and
man Assistant Secretary Secretary
333 West Wacker
Drive
Chicago, IL 60606
</TABLE>
C-7
<PAGE>
Item 28: Location of Account and Records
Nuveen Advisory Corp., 333 West Wacker Drive, Chicago, Illinois 60606, main-
tains Articles of Incorporation, By-Laws, minutes of directors and shareholder
meetings, contracts and all advisory material of the investment adviser.
The Chase Manhattan Bank, 4 New York Plaza, New York, New York 10004, main-
tains all general and subsidiary ledgers, journals, trial balances, records of
all portfolio purchases and sales, and all other required records not main-
tained by Nuveen Advisory Corp. or Chase Global Funds Services Company.
Chase Global Funds Services Company, P.O. Box 5186, New York, New York 10274-
5186, will maintain all the required records in its capacity as transfer,
dividend paying, and shareholder service agent for the Registrant.
Item 29: Management Services
Not applicable.
Item 30: Undertakings
Not applicable.
C-8
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, as amended, and
the Investment Company Act of 1940, as amended, the Registrant certifies that
it meets all of the requirements for effectiveness of this Registration State-
ment pursuant to Rule 485(b) under the Securities Act of 1933 and has duly
caused this Post-Effective Amendment No. 20 to Registration Statement No. 2-
78736 to be signed on its behalf by the undersigned, thereunto duly autho-
rized, in the City of Chicago, State of Illinois on the 28th day of June,
2000.
NUVEEN MUNICIPAL MONEY MARKET FUND,
INC.
/s/ Gifford R. Zimmerman
--------------------------------------
Gifford R. Zimmerman, Vice President
Pursuant to the requirements of the Securities Act of 1933, this amendment to
the Registration Statement has been signed below by the following persons in
the capacities and on the date indicated.
<TABLE>
<CAPTION>
Signature Title Date
--------- ----- ----
<S> <C> <C>
/s/ Stephen D. Foy Vice President and
------------------------------- Controller (Principal
Stephen D. Foy Financial and June 28, 2000
Accounting Officer)
Timothy R. Schwertfeger Chairman of the Board, )
President and Director )
(Principal Executive ) By /s/ Gifford R. Zimmerman
Officer) ) ------------------------
Robert P. Bremner Director ) Gifford R. Zimmerman
Lawrence H. Brown Director ) Attorney-in-Fact
Anne E. Impellizzeri Director )
Peter R. Sawers Director ) June 28, 2000
William J. Schneider Director )
Judith M. Stockdale Director )
</TABLE>
An original power of attorney authorizing, among others, Gifford R. Zimmerman
to execute this Registration Statement, and Amendments thereto, for each of
the other officers and directors of the Registrant has been executed and is
filed as an exhibit to this Registration Statement.
C-9
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Name Exhibit
---- --------
<S> <C>
Renewal, dated June 1, 2000, of Investment Management Agreement....... (d)(1)
Renewal, dated July 30, 1999, of Distribution Agreement............... (e)(1)
Opinion of Morgan, Lewis & Bockius LLP................................ (i)
Consent of Independent Public Accountants............................. (j)
Certified copy of Resolution of Board of Directors authorizing the
signing of the names of officers and directors on the Registration
Statement pursuant to power of attorney.............................. 99(s)(1)
Powers of Attorney.................................................... 99(s)(2)
Code of Ethics and Reporting Requirements............................. 99(s)(3)
</TABLE>
