Renewal of Distribution Agreement
---------------------------------
This Agreement made this 31st day of July, 1998 by and between Nuveen Flagship
Multistate Trust III, a Massachusetts business trust (the "Fund"), and Xxxx
Nuveen & Co. Incorporated, a Delaware corporation (the "Underwriter"):
WHEREAS, the parties hereto are the contracting parties under that certain
Distribution Agreement (the "Agreement") pursuant to which the Underwriter acts
as agent for the distribution of shares of the Fund; and
WHEREAS, the Agreement terminates August 1, 1998 unless continued in the manner
required by the Investment Company Act of 1940;
WHEREAS, the Board of Trustees of the Fund, at a meeting called for the purpose
of reviewing the Agreement has approved the Agreement and its continuance until
August 1, 1999 in the manner required by the Investment Company Act of 1940;
NOW THEREFORE, in consideration of the mutual covenants contained in the
Agreement the parties hereto do hereby continue the Agreement in effect until
August 1, 1999 and ratify and confirm the Agreement in all respects.
NUVEEN FLAGSHIP MULTISTATE TRUST III
By: /s/ Xxxxxxx X. Xxxxxxxxx
----------------------------------
Vice President
ATTEST:
/s/ Xxxxx X. Xxxxx
-------------------------------
Assistant Secretary
XXXX NUVEEN & CO. INCORPORATED
By: /s/ Xxxx X. Berkshire
----------------------------------
Vice President
ATTEST:
/s/ Xxxxx Xxxxxx
-------------------------------
Assistant Secretary