1
EXHIBIT 10.16(C)
MUTUAL FUNDS SERVICE AGREEMENT
O FUND ACCOUNTING SERVICES
NUVEEN FUNDS
APRIL 30, 1998
2
MUTUAL FUNDS SERVICE AGREEMENT
TABLE OF CONTENTS
SECTION PAGE
1. Appointment............................................ 1
2. Representations and Warranties......................... 1
3. Delivery of Documents.................................. 3
4. Services Provided...................................... 3
5. Fees and Expenses...................................... 4
6. Limitation of Liability and Indemnification............ 6
7. Term................................................... 8
8. Notices................................................ 8
9. Waiver................................................. 9
10. Force Majeure.......................................... 9
11. Additional Funds....................................... 9
12. Amendments............................................. 9
13. Severability........................................... 10
14. Governing Law.......................................... 10
Signatures..................................................... 10
3
MUTUAL FUNDS SERVICE AGREEMENT
TABLE OF CONTENTS (CONTINUED)
PAGE
Schedule A -- Fees and Expenses............................ A-1
Schedule B -- Fund Accounting Services Description......... B-1
Schedule C -- List of Nuveen Funds and Jurisdictions under
which Funds are Organized.................... C-1
4
MUTUAL FUNDS SERVICE AGREEMENT
AGREEMENT made as of April 30, 1998 by and between the NUVEEN
FUNDS (each, a "Fund" and collectively, the "Funds") for the Funds listed on the
attached Schedule C, and organized under the laws of the jurisdictions set forth
on Schedule C and CHASE GLOBAL FUNDS SERVICES COMPANY ("Chase"), a Delaware
corporation.
W I T N E S S E T H:
WHEREAS, each Fund is registered as an open-end management
investment company under the Investment Company Act of 1940, as amended (the
"1940 Act"); and
WHEREAS, each Fund wishes to contract with Chase to provide
certain services with respect to the Fund;
NOW, THEREFORE, in consideration of the premises and mutual
covenants herein contained, it is agreed between the parties hereto as follows:
1. APPOINTMENT. The Funds hereby appoints Chase to provide services
for the Funds, as described hereinafter, subject to the supervision of the Board
of Directors or Trustees of the Fund (the "Board"), for the period and on the
terms set forth in this Agreement. Chase accepts such appointment and agrees to
furnish the services herein set forth in return for the compensation as provided
in Section 5 of and Schedule A to this Agreement.
2. REPRESENTATIONS AND WARRANTIES.
(a) Chase represents and warrants to the Funds that:
(i) Chase is a corporation, duly organized
and existing under the laws of the State of Delaware;
(ii) Chase is duly qualified to carry on its
business in the Commonwealth of Massachusetts;
(iii) Chase is empowered under applicable laws and by
its Articles of Incorporation and By-Laws to enter into and perform this
Agreement;
(iv) all requisite corporate proceedings have been
taken to authorize Chase to enter into and perform this Agreement;
1
5
(v) Chase has, and will continue to have,
access to the facilities, personnel and equipment required to fully perform
its duties and obligations hereunder;
(vi) no legal or administrative proceedings
have been instituted or threatened which would impair Chase's ability to
perform its duties and obligations under this Agreement; and
(vii) Chase's entrance into this Agreement shall not
cause a material breach or be in material conflict with any other agreement
or obligation of Chase or any law or regulation applicable to Chase;
(b) Each Fund represents and warrants to Chase that:
(i) the Fund is duly organized and existing and
in good standing under the laws of the jurisdictions set forth above its name
on Schedule C;
(ii) the Fund is empowered under applicable laws
and by its Charter Document and By-Laws to enter into and perform this
Agreement;
(iii) all requisite proceedings have been taken to
authorize the Fund to enter into and perform this Agreement;
(iv) the Fund is an investment company properly
registered under the 1940 Act;
(v) a registration statement under the Securities
Act of 1933, as amended ("1933 Act") and the 1940 Act on Form N-1A has been
filed and will be effective and will remain effective during the term of
this Agreement, and all necessary filings under the laws of the states
will have been made and will be current during the term of this
Agreement;
(vi) no legal or administrative proceedings
have been instituted or threatened which would impair the Fund's
ability to perform its duties and obligations under this Agreement;
(vii) the Fund's registration statements comply in all
material respects with the 1933 Act and the 1940 Act (including the rules and
regulations thereunder) and none of the Fund's prospectuses and/or
statements of additional information contain any untrue statement of
material fact or omit to state a material fact necessary to make the
statements therein not misleading; and
2
6
(viii) the Fund's entrance into this Agreement shall
not cause a material breach or be in material conflict with any other agreement
or obligation of the Fund or any law or regulation applicable to it.
3. DELIVERY OF DOCUMENTS. Each Fund will promptly furnish to Chase such
copies, properly certified or authenticated, of contracts, documents and other
related information that Chase may request or requires to properly discharge its
duties. Such documents may include but are not limited to the following:
(a) Resolutions of the Board authorizing the appointment
of Chase to provide certain services to the Fund and approving this Agreement;
(b) The Fund's Charter Document;
(c) The Fund's By-Laws;
(d) The Fund's Notification of Registration on Form N-8A under
the 1940 Act as filed with the Securities and Exchange Commission ("SEC");
(e) The Fund's registration statement including exhibits, as
amended, on Form N-1A (the "Registration Statement") under the 1933 Act and the
1940 Act, as filed with the SEC;
(f) Copies of the Investment Advisory Agreement between the Fund
and its investment adviser (the "Advisory Agreement");
(g) Opinions of counsel and auditors' reports;
(h) The Fund's prospectus(es) and statement(s) of additional
information relating to all funds, series, portfolios and classes, as
applicable, and all amendments and supplements thereto (such Prospectus(es) and
Statement(s) of Additional Information and supplements thereto, as presently in
effect and as from time to time hereafter amended and supplemented, herein
called the "Prospectuses"); and
(i) Such other agreements as the Fund may enter into from time
to time including securities lending agreements, futures and commodities account
agreements, brokerage agreements and options agreements.
4. SERVICES PROVIDED.
(a) Chase will provide the following services subject to the
control, direction and supervision of the Board and in compliance with the
objectives, policies and limitations set forth in the
3
7
Funds' Registration Statement, Charter Documents and By-Laws; applicable laws
and regulations; and all resolutions and policies implemented by the Board:
(ii) Fund Accounting.
A detailed description of each of the above services is contained
in Schedule B to this Agreement.
(b) Chase will also:
(i) provide office facilities with respect to
the provision of the services contemplated herein (which may be in the offices
of Chase or a corporate affiliate of Chase );
(ii) provide or otherwise obtain personnel
sufficient for provision of the services contemplated herein;
(iii) furnish equipment and other materials, which
are necessary or desirable for provision of the services contemplated
herein; and
(iv) keep records relating to the services provided
hereunder in such form and manner as Chase may deem appropriate or advisable. To
the extent required by Section 31 of the 1940 Act and the rules
thereunder, Chase agrees that all such records prepared or maintained by
Chase relating to the services provided hereunder are the property of the
Funds and will be preserved for the periods prescribed under Rule 31a-2
under the 1940 Act, maintained at the Funds' expense, and made available
in accordance with such Section and rules.
5. FEES AND EXPENSES.
(a) As compensation for the services rendered to the Funds
pursuant to this Agreement the Funds shall pay Chase monthly fees determined as
set forth in Schedule A to this Agreement. Such fees are to be billed monthly
and shall be due and payable upon receipt of the invoice. Upon any termination
of the provision of services under this Agreement before the end of any month,
the fee for the part of the month before such termination shall be prorated
according to the proportion which such part bears to the full monthly period and
shall be payable upon the date of such termination.
(b) For the purpose of determining fees calculated as a function
of each Fund's assets, the value of the Fund's assets and net assets shall be
computed as required by its currently effective Prospectus, generally accepted
accounting principles, and resolutions of the Board.
(c) The Funds may request additional services, additional
processing, or special reports, with such specifications and requirements
documentation as may be reasonably required
4
8
by Chase . If Chase elects to provide such services or arrange for their
provision, it shall be entitled to additional fees and expenses at its
customary rates and charges.
(d) Chase will bear its own expenses in connection with the
performance of the services under this Agreement except as provided herein or as
agreed to by the parties. Each Fund agrees to promptly reimburse Chase for any
services, equipment or supplies ordered by or for the Fund through Chase and for
any other expenses that Chase may incur on the Fund's behalf at the Fund's
request or as consented to by the Fund. Such other expenses to be incurred in
the operation of each Fund and to be borne by the Fund, include, but are not
limited to: taxes; interest; brokerage fees and commissions; salaries and fees
of officers, directors and trustees who are not officers, directors,
shareholders or employees of Chase, or the Fund's investment adviser or
distributor; SEC and state Blue Sky registration and qualification fees, levies,
fines and other charges; XXXXX filing fees', processing services and related
fees; postage and mailing costs; costs of share certificates; advisory and
administration fees; charges and expenses of pricing and data services,
independent public accountants and custodians; insurance premiums including
fidelity bond premiums; legal expenses; consulting fees; customary bank charges
and fees; costs of maintenance of corporate or trust existence; expenses of
typesetting and printing of Prospectuses for regulatory purposes and for
distribution to current shareholders of the Fund (the Fund's distributor to bear
the expense of all other printing, production, and distribution of Prospectuses,
and marketing materials); expenses of printing and production costs of
shareholders' reports and proxy statements and materials; expenses of proxy
solicitation, proxy tabulation and annual meetings; costs and expenses of Fund
stationery and forms; costs and expenses of special telephone and data lines and
devices; costs associated with corporate or trust, shareholder, and Board
meetings; trade association dues and expenses; reprocessing costs to Chase
caused by third party errors; and any extraordinary expenses and other customary
Fund expenses. In addition, Chase may utilize one or more independent pricing
services to obtain securities prices and to act as backup to the primary pricing
services, in connection with determining the net asset values of each Fund. The
Funds will reimburse Chase for the Funds' share of the cost of such services
based upon the actual usage, or a pro-rata estimate of the use, of the services
for the benefit of the Funds.
5
9
(e) All fees, out-of-pocket expenses, or additional charges of
Chase shall be billed on a monthly basis and shall be due and payable upon
receipt of the invoice.
(f) Chase will render, after the close of each month in which
services have been furnished, a statement reflecting all of the charges for such
month. Charges remaining unpaid after thirty (30) days shall bear interest in
finance charges equivalent to, in the aggregate, the Prime Rate (as determined
by Chase) plus two percent per year and all costs and expenses of effecting
collection of any such sums, including reasonable attorney's fees, shall be paid
by the Funds to Chase.
(g) In the event that the Funds are more than sixty (60) days
delinquent in payments of monthly xxxxxxxx in connection with this Agreement
(with the exception of specific amounts which may be contested in good faith by
the Funds), this Agreement may be terminated upon thirty (30) days' written
notice to the Funds by Chase. The Funds must notify Chase in writing of any
contested amounts within thirty (30) days of receipt of a billing for such
amounts. Disputed amounts are not due and payable while they are being
investigated.
6. LIMITATION OF LIABILITY AND INDEMNIFICATION.
(a) Chase shall not be liable for any error of judgment or
mistake of law or for any loss or expense suffered by the Funds, in connection
with the matters to which this Agreement relates, except for a loss or expense
solely caused by or resulting from willful misfeasance, bad faith or negligence
on Chase's part in the performance of its duties or from reckless disregard by
Chase of its obligations and duties under this Agreement. In no event shall
Chase be liable for any indirect, incidental, special or consequential losses or
damages of any kind whatsoever, even if Chase has been advised of the likelihood
of such loss or damage and regardless of the form of action.
(b) Subject to Section 6(a) above, Chase shall not be
responsible for, and the Funds shall indemnify and hold Chase harmless from and
against, any and all losses, damages, costs, reasonable attorneys' fees and
expenses, payments, expenses and liabilities incurred by Chase, any of its
agents, or the Funds' agents in the performance of its/their duties hereunder,
including but not limited to those arising out of or attributable to:
(i) any and all actions of Chase or its officers
or agents required to be taken pursuant to this Agreement;
6
10
(ii) the reasonable reliance on or use by Chase
or its officers or agents of information, records, or documents which are
received by Chase or its officers or agents and furnished to it or them by or
on behalf of the Funds, and which have been prepared or maintained by the Funds
or any third party on behalf of the Funds;
(iii) the Funds' refusal or failure to comply with the
terms of this Agreement or the Fund's lack of good faith, or its actions, or
lack thereof, involving negligence or willful misfeasance;
(iv) the breach of any representation or warranty of
the Funds hereunder;
(v) the taping or other form of recording of
telephone conversations or other forms of electronic communications with
investors and shareholders, or reliance by Chase on telephone or other
electronic instructions of any person acting on behalf of a shareholder or
shareholder account for which telephone or other electronic services have been
authorized;
(vi) the reliance on or the carrying out by Chase or
its officers or agents of any proper instructions reasonably believed to be duly
authorized, or requests of the Funds or recognition by Chase of any share
certificates which are reasonably believed to bear the proper signatures of the
officers of the Funds and the proper countersignature of any transfer agent or
registrar of the Funds;
(vii) any delays, inaccuracies, errors in or omissions
from information or data provided to Chase by data, corporate action pricing
services or securities brokers and dealers;
(viii) the offer or sale of shares by the Funds in
violation of any requirement under the Federal securities laws or regulations or
the securities laws or regulations of any state, or in violation of any stop
order or other determination or ruling by any Federal agency or any state agency
with respect to the offer or sale of such shares in such state (1) resulting
from activities, actions, or omissions by the Funds or its other service
providers and agents, or (2) existing or arising out of activities, actions or
omissions by or on behalf of the Funds prior to the effective date of this
Agreement;
(ix) any failure of the Funds' registration
statement to comply with the 1933 Act and the 1940 Act (including the rules and
regulations thereunder) and any other applicable laws, or any untrue statement
of a material fact or omission of a material fact necessary to make any
statement therein not misleading in a Funds' prospectuses;
7
11
(x) the actions taken by the Funds, their
investment adviser, and their distributor in compliance with applicable
securities, tax, commodities and other laws, rules and regulations, or the
failure to so comply; and
(xi) all actions, inactions, omissions, or errors
caused by third parties to whom Chase or the Funds have assigned any rights
and/or delegated any duties under this Agreement at the request of or as
required by the Funds, their investment advisers, distributor, administrator or
sponsor.
(c) In performing its services hereunder, Chase shall be
entitled to reasonably rely on any oral or written instructions, notices or
other communications, including electronic transmissions, from the Funds and
their custodians, officers and directors, investors, agents and other service
providers which Chase reasonably believes to be genuine, valid and authorized,
and shall be indemnified by the Funds for any loss or expense caused by such
reliance. Chase shall also be entitled to consult with and rely on the advice
and opinions of outside legal counsel retained by the Funds, as necessary or
appropriate.
(d) Chase shall indemnify and hold the Funds harmless from and
against any and all losses, damages, costs, charges, payments, expenses and
liability, excluding attorneys' fees and costs, arising out of or attributable
to Chase's refusal or failure to comply with the material terms of this
Agreement, or Chase's lack of good faith, negligence or willful misconduct.
7. TERM. This Agreement shall become effective on the date first
hereinabove written and may be modified or amended from time to time by mutual
agreement between the parties hereto. The Agreement shall continue in effect
unless terminated by either party on 180 days' prior written notice. Upon
termination of this Agreement, the Fund shall pay to Chase such compensation and
any out-of-pocket or other reimbursable expenses which may become due or payable
under the terms hereof as of the date of termination or after the date that the
provision of services ceases, whichever is later.
8. NOTICES. Any notice required or permitted hereunder shall be in
writing and shall be deemed effective on the date of personal delivery (by
private messenger, courier service or otherwise) or upon confirmed receipt of
telex or facsimile, whichever occurs first, or upon receipt if by mail to the
parties at the following address (or such other address as a party may specify
by notice to the other):
8
12
If to the Funds:
Xxxx Nuveen & Co., Incorporated
000 Xxxx Xxxxxx Xxxxx
Xxxxxxx, XX 00000
Attention: Controller
Fax: (000) 000-0000
If to Chase:
Chase Global Funds Services Company
00 Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
Attention: Xxxx X. Xxxxxxxx, Esq., General Counsel
Fax: 000-000-0000
9. WAIVER. The failure of a party to insist upon strict adherence to any
term of this Agreement on any occasion shall not be considered a waiver nor
shall it deprive such party of the right thereafter to insist upon strict
adherence to that term or any term of this Agreement. Any waiver must be in
writing signed by the waiving party.
10. FORCE MAJEURE. Chase shall not be responsible or liable for any
harm, loss or damage suffered by the Funds, their investors, or other third
parties or for any failure or delay in performance of Chase's obligations under
this Agreement arising out of or caused, directly or indirectly, by
circumstances beyond Chase's control. In the event of a force majeure, any
resulting harm, loss, damage, failure or delay by Chase will not give the Funds
the right to terminate this Agreement.
11. ADDITIONAL FUNDS. In the event that Xxxx Nuveen & Company
Incorporated sponsors additional open-end management companies with respect to
which it desires Chase to provide services under the terms of this Agreement, it
shall so notify Chase in writing, and if Chase agrees in writing to provide such
services, such Fund or Funds shall be subject to the terms of this Agreement and
Schedule C shall be modified accordingly.
12. AMENDMENTS. This Agreement may be modified or amended from time to
time by mutual written agreement between the parties. No provision of this
Agreement may be changed, discharged, or terminated orally, but only by an
instrument in writing signed by the party against which enforcement of the
change, discharge or termination is sought.
9
13
13. SEVERABILITY. If any provision of this Agreement is invalid or
unenforceable, the balance of the Agreement shall remain in effect, and if any
provision is inapplicable to any person or circumstance it shall nevertheless
remain applicable to all other persons and circumstances.
14. GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY THE SUBSTANTIVE
LAWS OF THE STATE OF NEW YORK.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their officers designated below as of the date first written above.
NUVEEN FUNDS
By:____________________________
Name:__________________________
Title:_________________________
CHASE GLOBAL FUNDS
SERVICES COMPANY
By:____________________________
Name:__________________________
Title:_________________________
10
14
MUTUAL FUNDS SERVICE AGREEMENT
SCHEDULE A
FEES AND EXPENSES
FUND ACCOUNTING FEES
A. For the services rendered under this Agreement, the Fund shall pay
to the Administrator an annual fee based on the following
schedule:
$1,925 per Portfolio/per month for all single class Funds
(including, money market Funds) $2,925 per Portfolio/per month for
all multi-class Funds
B. Out-of-pocket expenses, including but not limited to those in
Section 5(d), will be computed, billed and payable monthly.
A-1
15
MUTUAL FUNDS SERVICE AGREEMENT
SCHEDULE B
DESCRIPTION OF FUND ACCOUNTING SERVICES
I. GENERAL DESCRIPTION
Chase shall provide the following accounting services to the Fund:
A. Maintenance of the books and records for the Fund's assets,
including records of all securities transactions;
B. Calculation of each Fund's Net Asset Value in accordance with
the prospectus, and once the Fund meets eligibility
requirements, transmission to NASDAQ and to such other
entities as directed by the Fund;
C. Calculation of SEC Yield
D. Accounting for dividends and interest received and
distributions made by the Fund;
E. Production of transaction data, financial reports and such
other periodic and special reports as mutually agreed upon by
the parties;
F. Liaison with the Fund's independent auditors and with respect
to the annual audits, and as otherwise requested by the Fund;
G. Coordinating with the Fund's custodian and depository banks;
and
H. A listing of reports that will be available to the Fund is
included below, with such additional reports as may be
requested by the Fund, and as mutually agreed upon.
II. DOMESTIC FUND ACCOUNTING REPORTS
A. General Ledger Reports
1. Trial Balance Report and Rate Sheet
2. General Ledger Activity Report
B. Portfolio Reports
1. Portfolio Report
2. Cost Lot Report
3. Transaction History for Portfolio Trades
4. Amortization/Accretion Report
B-1
16
5. Maturity Projection Report
6. Investment Activity/Cost Proof Report
B-2
17
C. Pricing Reports
1. Pricing Report
2. Pricing Report by Market Value
3. Pricing Variance by % Change
4. NAV Report
5. NAV Proof Report
6. Money Market Pricing Report
D. Accounts Receivable/Payable Reports
1. Accounts Receivable for Investments Report
2. Accounts Payable for Investments Report
3. Interest Receivable and Aging Report
4. Dividend Receivable and Aging and Capital
Gain Payable Report
E. Other Reports
1. Dividend Distribution Report
2. Cash Availability Report
3. Settlement Journal
4. Net Income by State and AMT Report
5. Schedule D Summaries
6. Wash Sale Reports
7. Cash and Custody Reconciliation
8. Taxable Market Discount Income Summary
Report
9. Shareholder Activity Report
10. Realized Gain/Loss Report
B-3
18
MUTUAL FUNDS SERVICE AGREEMENT
SCHEDULE C
(AS OF NOVEMBER 24, 1997)
FLAGSHIP ADMIRAL FUNDS INC. (MARYLAND CORPORATION)
Flagship Utility Income Fund
The Golden Rainbow A Xxxxx Advised Mutual Fund
NUVEEN INVESTMENT TRUST (MASSACHUSETTS BUSINESS TRUST)
Nuveen Growth and Income Stock Fund
Nuveen Balanced Stock and Bond Fund
Nuveen Balanced Municipal and Stock Fund
NUVEEN INVESTMENT TRUST II (MASSACHUSETTS BUSINESS TRUST)
Nuveen Xxxxxxxxxxx Growth Fund
NUVEEN FLAGSHIP MUNICIPAL TRUST (MASSACHUSETTS BUSINESS TRUST)
Nuveen Municipal Bond Fund
Nuveen Insured Municipal Bond Fund
Nuveen Flagship All-American Municipal Bond Fund
Nuveen Flagship Limited Term Municipal Bond Fund
Nuveen Flagship Intermediate Municipal Bond Fund
NUVEEN FLAGSHIP MULTISTATE TRUST I (MASSACHUSETTS BUSINESS TRUST)
Nuveen Flagship Arizona Municipal Bond Fund
Nuveen Flagship Colorado Municipal Bond Fund
Nuveen Flagship Florida Municipal Bond Fund
Nuveen Flagship Florida Intermediate Municipal Bond Fund
Nuveen Maryland Municipal Bond Fund
Nuveen Flagship New Mexico Municipal Bond Fund
Nuveen Flagship Pennsylvania Municipal Bond Fund
Nuveen Flagship Virginia Municipal Bond Fund
C-1
19
NUVEEN FLAGSHIP MULTISTATE TRUST II (MASSACHUSETTS BUSINESS TRUST)
Nuveen California Municipal Bond Fund
Nuveen California Insured Municipal Bond Fund
Nuveen Flagship Connecticut Municipal Bond Fund
Nuveen Massachusetts Municipal Bond Fund
Nuveen Massachusetts Insured Municipal Bond Fund
Nuveen Flagship New Jersey Municipal Bond Fund
Nuveen Flagship New Jersey Intermediate Municipal Bond Fund
Nuveen Flagship New York Municipal Bond Fund
Nuveen New York Insured Municipal Bond Fund
NUVEEN FLAGSHIP MULTISTATE TRUST III (MASSACHUSETTS BUSINESS TRUST)
Nuveen Flagship Alabama Municipal Bond Fund
Nuveen Flagship Georgia Municipal Bond Fund
Nuveen Flagship Louisiana Municipal Bond Fund
Nuveen Flagship North Carolina Municipal Bond Fund
Nuveen Flagship South Carolina Municipal Bond Fund
Nuveen Flagship Tennessee Municipal Bond Fund
NUVEEN FLAGSHIP MULTISTATE TRUST IV (MASSACHUSETTS BUSINESS TRUST)
Nuveen Flagship Kansas Municipal Bond Fund
Nuveen Flagship Kentucky Municipal Bond Fund
Nuveen Flagship Kentucky Limited Term Municipal Bond Fund
Nuveen Flagship Michigan Municipal Bond Fund
Nuveen Flagship Missouri Municipal Bond Fund
Nuveen Flagship Ohio Municipal Bond Fund
Nuveen Flagship Wisconsin Municipal Bond Fund
NUVEEN TAX-EXEMPT MONEY MARKET FUND, INC. (MARYLAND CORPORATION)
NUVEEN TAX-FREE RESERVES, INC. (MARYLAND CORPORATION)
NUVEEN TAX-FREE MONEY MARKET FUND, INC. (MINNESOTA CORPORATION)
Nuveen Massachusetts Tax-Free Money Market Fund
Nuveen New York Tax-Free Money Market Fund
C-2
20
NUVEEN CALIFORNIA TAX-FREE FUND, INC. (MARYLAND CORPORATION)
Nuveen California Tax-Free Money Market Fund
C-3
