NUVEEN INVESTMENT TRUST II
NOTICE OF CONTINUANCE OF INVESTMENT SUB-ADVISORY AGREEMENT
WHEREAS, Nuveen Institutional Advisory Corp., a Delaware corporation (the
"Manager ") and Xxxxxxxxxxx Asset Management, Inc., formerly known as
Xxxxxxxxxxx Financial Services, Inc., a Delaware corporation (the "Sub-Adviser")
have entered into a Sub-Advisory Agreement dated as of October 31, 1997, as
amended (the "Agreement"), pursuant to which the Sub-Adviser furnishes
investment advisory services to the various series of Nuveen Investment Trust
II; and
WHEREAS, pursuant to the terms of the Agreement, the Agreement shall continue in
force from year to year after the initial effective period of two years,
provided that such continuance is specifically approved for each Portfolio (as
defined in the Agreement) at least annually in the manner required by the
Investment Company Act of 1940 and the rules and regulations thereunder.
NOW THEREFORE, this Notice memorializes between the parties that the Board of
Trustees of Nuveen Investment Trust II, including the independent Trustees, at a
meeting called in part for the purpose of reviewing the Agreement, have approved
the continuance of the Agreement with respect to each Portfolio until August 1,
2005, in the manner required by the Investment Company Act of 1940.
Dated as of July 30, 2004
NUVEEN INSTITUTIONAL ADVISORY CORP.
By: /s/ Xxxxxxx X. Xxxxxxxxxx
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Managing Director
ATTEST:
/s/ Xxxxxxx X. Xxxxxxx
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Assistant Secretary
XXXXXXXXXXX ASSET MANAGEMENT, INC.
By: /s/ Xxxxxxx X. Xxxxxx
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Its: Managing Director
ATTEST:
/s/ Xxxxxx X. Xxxx
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V.P. Client Services
