UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-05120 --------------------- Nuveen Municipal Value Fund, Inc. ------------------------------------------------------------------------------ (Exact name of registrant as specified in charter) Nuveen Investments 333 West Wacker Drive Chicago, IL 60606 ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip code) Jessica R. Droeger Nuveen Investments 333 West Wacker Drive Chicago, IL 60606 ------------------------------------------------------------------------------ (Name and address of agent for service) Registrant's telephone number, including area code: (312) 917-7700 ------------------- Date of fiscal year end: October 31 ------------------ Date of reporting period: April 30, 2004 ------------------ Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. REPORTS TO STOCKHOLDERS. Nuveen Municipal Closed-End Exchange-Traded Funds SEMIANNUAL REPORT April 30, 2004 NUVEEN MUNICIPAL VALUE FUND, INC. NUV NUVEEN MUNICIPAL INCOME FUND, INC. NMI Photo of: Man holding up small boy. Photo of: 2 women with 2 girls looking at seashells. DEPENDABLE, TAX-FREE INCOME BECAUSE IT'S NOT WHAT YOU EARN, IT'S WHAT YOU KEEP.(R) Logo: NUVEEN Investments FASTER INFORMATION RECEIVE YOUR NUVEEN FUND REPORT ELECTRONICALLY By registering for electronic delivery, you will receive an e-mail as soon as your Nuveen Fund information is available. Click on the link and you will be taken directly to the report. Your Fund report can be viewed and saved on your computer. Your report will arrive faster via e-mail than by traditional mail. Registering is easy and only takes a few minutes (see instructions at right). -------------------------------------------------------------------------------- SOME COMMON CONCERNS: WILL MY E-MAIL ADDRESS BE DISTRIBUTED TO OTHER COMPANIES? No, your e-mail address is strictly confidential and will not be used for anything other than notification of shareholder information. WHAT IF I CHANGE MY MIND AND WANT TO RECEIVE INVESTOR MATERIALS THROUGH REGULAR MAIL DELIVERY AGAIN? If you decide you do not like receiving your reports electronically, it's a simple process to go back to regular mail delivery. -------------------------------------------------------------------------------- IF YOUR NUVEEN FUND DIVIDENDS AND STATEMENTS COME FROM YOUR FINANCIAL ADVISOR OR BROKERAGE ACCOUNT, FOLLOW THE STEPS OUTLINED BELOW: 1 Go to WWW.INVESTORDELIVERY.COM and follow the simple instructions, using the address sheet that accompanied this report as a guide. 2 You'll be taken to a page with several options. Select the NEW ENROLLMENT-CREATE screen and follow the simple instructions. 3 Click Submit. Confirm the information you just entered is correct, then click Submit again. 4 You should get a confirmation e-mail within 24 hours. If you do not, go back through these steps to make sure all the information is correct. 5 Use this same process if you need to change your registration information or cancel internet viewing. IF YOUR NUVEEN FUND DIVIDENDS AND STATEMENTS COME DIRECTLY TO YOU FROM NUVEEN, FOLLOW THE STEPS OUTLINED BELOW: 1 Go to WWW.NUVEEN.COM 2 Select ACCESS YOUR ACCOUNT. Select the E-REPORT ENROLLMENT section. Click on Enrollment Today. 3 You'll be taken to a screen that asks for your Social Security number and e-mail address. Fill in this information, then click Enroll. 4 You should get a confirmation e-mail within 24 hours. If you do not, go back through these steps to make sure all the information is correct. 5 Use this same process if you need to change your registration information or cancel internet viewing. Logo: NUVEEN Investments Photo of: Timothy R. Schwertfeger Timothy R. Schwertfeger Chairman of the Board Sidebar text: WE THINK THAT MUNICIPAL BOND INVESTMENTS LIKE YOUR NUVEEN FUND CAN BE IMPORTANT BUILDING BLOCKS IN A WELL-BALANCED PORTFOLIO. Dear SHAREHOLDER I am very pleased to report that for the period ended April 30, 2004, your Nuveen Fund continued to provide you with attractive monthly tax-free income. While tax-free income is always welcome, we know that many shareholders are beginning to wonder whether interest rates will rise significantly, and whether that possibility should cause them to adjust that portion of their investment portfolios allocated to tax-free municipal bonds. We believe this is a question you should consider carefully with the help of a trusted financial advisor. In many cases, it may be more appropriate to focus on long-term goals and objectives rather than shorter-term market movements, and this is where a professional advisor may be able to help keep you focused on the larger objectives of your investment program. As you read through this report, please review the inside front cover and consider receiving future Fund reports and other Fund information by e-mail and the Internet. Not only will you be able to receive the information faster, but this also may help lower your Fund's expenses. Sign up is quick and easy. Since 1898, Nuveen Investments has offered financial products and solutions that incorporate careful research, diversification and the application of conservative risk-management principles. We are grateful that you have chosen us as a partner as you pursue your financial goals. We look forward to continuing to earn your trust in the months and years ahead. Sincerely, /s/ Timothy R. Schwertfeger Timothy R. Schwertfeger Chairman of the Board June 15, 2004 1 Nuveen National Municipal Closed-End Exchange-Traded Funds (NUV, NMI) Portfolio Managers' COMMENTS Portfolio managers Tom Spalding and John Miller review the market environment, key investment strategies and the reporting period performance of NUV and NMI. With 27 years of investment experience at Nuveen, Tom has managed NUV since its inception in 1987. John, who has 11 years of municipal market experience, assumed portfolio management responsibility for NMI in 2001. WHAT FACTORS AFFECTED THE U.S. ECONOMY AND MUNICIPAL MARKET DURING THE SIX-MONTH REPORTING PERIOD ENDED APRIL 30, 2004? During this reporting period, the greatest influences on the national economy and the municipal market continued to be historically low interest rates, growing evidence of economic improvement, and a generally modest rate of inflation. Since its last credit easing in June 2003, the Federal Reserve has maintained the fed funds rate at 1.0%, the lowest level since 1958. This accommodative monetary policy helped to spur GDP (gross domestic product) growth of 4.4% annualized in the first quarter of 2004, following a 3.1% rise in 2003. Over the six-month reporting period, the year-over-year rate of inflation, as measured by the core Consumer Price Index, averaged 1.3%. This generally favorable environment helped many municipal bonds perform well during most of the six-month period ended April 30, 2004. However, in early April, a sharply improved jobs report, along with subsequent indications of growing momentum in the U.S. economy, served as catalysts for increased expectations of a Fed rate hike. This all contributed to heightened volatility in the fixed-income markets. During April, the yield on the Bond Buyer 25 Revenue Bond Index, a widely-followed municipal bond index, rose almost 40 basis points. This rise in the index yield and the corresponding decline in bond price, effectively offset the yield declines and price gains of the previous five months. As of April 30, 2004, the index stood at approximately the same level as at the beginning of the six-month reporting period. In general, municipal supply remained strong over the past six months, although the pace of issuance slowed. The first four months of 2004 saw $110 billion in new municipal supply, down 9% from January-April 2003. Over the entire six-month reporting period ended April 2004, the supply of new bonds decreased 13% compared with the preceding six months. IN THIS ENVIRONMENT, WHAT KEY STRATEGIES WERE USED TO MANAGE NUV AND NMI DURING THE SIX MONTHS ENDED APRIL 30, 2004? With the market continuing to anticipate an increase in interest rates, a major focus during this reporting period remained careful management of the Funds' durations1 as a way of controlling the interest rate risk inherent in each Fund's portfolio. Interest rate risk is the risk that the value of a Fund's portfolio will decline if market interest rates rise (since bond prices move in the opposite 1 Duration is a measure of a fund's net asset value (NAV) volatility in reaction to interest rate movements. 2 direction of interest rates). The longer the duration of a Fund's portfolio, the greater the Fund's interest rate risk. Our use of such a duration management strategy is designed to position the Funds to potentially produce more consistent returns over time as interest rates inevitably rise and fall. Our purchase activity in both Funds over this reporting period focused primarily on identifying attractive securities in the long-intermediate part of the yield curve (i.e., bonds that mature in 15 to 25 years). In many cases, bonds in this part of the curve offered yields similar to those of longer-term bonds with less inherent interest rate risk and greater total return potential. We looked for bonds that would help us keep the Funds well diversified in terms of industry sector, maturity, and geographic region. Based on the recent implementation of economic reforms in California, we believed this state had demonstrated signs of progress, and we took advantage of selected opportunities to add California bonds in both Funds. (On May 21, 2004, following the end of this reporting period, Moody's upgraded California general obligation bonds to A3 with a positive outlook from Baa1 with a stable outlook.) In NMI, enhancing diversification and credit quality remained a major theme as we worked to reposition the Fund's portfolio following the resolution of several credit issues. One example was the purchase of bonds backed by Steel Dynamics, a steel manufacturing company based in Fort Wayne, Indiana. As market prices for steel rose over the six-month reporting period, Steel Dynamics' revenues and earnings rose, and the company's credit was upgraded. Several of NMI's purchases used proceeds from the sales of higher-coupon pre-refunded bonds, which generally underperformed the market during this reporting period. HOW DID THE FUNDS PERFORM? Individual results for the Funds, as well as for relevant benchmarks, are presented in the accompanying table. TOTAL RETURNS ON NET ASSET VALUE For periods ended 4/30/04 (6-month returns cumulative, all others annualized) 6-MONTH 1-YEAR 5-YEAR 10-YEAR -------------------------------------------------------------------------------- NUV 2.12% 3.96% 4.75% 5.85% -------------------------------------------------------------------------------- NMI 2.96% 4.38% 3.30% 5.15% -------------------------------------------------------------------------------- LEHMAN BROTHERS MUNICIPAL BOND INDEX2 1.19% 2.68% 5.44% 6.46% -------------------------------------------------------------------------------- LIPPER GENERAL & INSURED UNLEVERAGED MUNICIPAL DEBT FUNDS AVERAGE3 1.71% 3.22% 4.24% 5.82% -------------------------------------------------------------------------------- Past performance is not predictive of future results. For additional information, see the individual Performance Overview for your Fund in this report. For the six months ended April 30, 2004, the cumulative returns of both NUV and NMI outperformed the returns of both the Lehman Brothers index and their Lipper peer group. We believe that sector allocation and specific 2 The Lehman Brothers Municipal Bond Index is an unleveraged, unmanaged national index comprising a broad range of investment-grade municipal bonds. Results for the Lehman index do not reflect any expenses. 3 The Lipper General and Insured Unleveraged Municipal Debt Funds category average is calculated using the returns of all closed-end exchange-traded funds in this category for each period as follows: 6 months - 10 funds; 1 year - 9 funds; 5 years - 9 funds; and 10 years - 9 funds. Fund and Lipper returns assume reinvestment of dividends. 3 security selection were the primary drivers of Fund performance over this period. For example, healthcare and tobacco bonds made strong contributions to both Funds' cumulative returns during this reporting period. Healthcare, which ranked second in terms of returns among the Lehman municipal revenue sectors for the six months ended April 30, 2004, continued to perform well due to improvements in cost containment and reimbursement practices which helped their long-term outlook. As of April 30, 2004, NUV had 20% of its portfolio invested in the healthcare sector, while NMI had 19%. NUV's largest healthcare issuer was a 2% weighting (par value) in bonds rated Ba3 issued by the Michigan State Hospital Finance Authority for the Detroit Medical Center, the largest healthcare provider in southeastern Michigan. As the center's financial situation stabilized following implementation of cost-cutting initiatives and improved operating efficiencies, the performance of these bonds rebounded. Another strong healthcare performer over this period was the B rated West Penn Allegheny Health System, which represented just over 2% (par value) of NMI's portfolio. Over this reporting period, NUV and NMI maintained positions in bonds backed by revenues from the 1998 master tobacco settlement agreement. In general, these bonds made positive contributions to the performances of both Funds over this reporting period. On April 21, 2004, based on an adverse ruling in a tobacco-related court case, Moody's downgraded all tobacco bonds that were not enhanced or additionally secured. As a result, the majority of unenhanced municipal-issued tobacco securities were rated Baa by Moody's, while insured tobacco bonds continued to be rated Aaa. The other major credit rating agencies--S&P and Fitch--did not change their tobacco bond ratings. As of April 30, 2004, we believed that the prices of tobacco bonds accurately reflected the risks involved and that, when maintained at appropriate levels in the Funds, these bonds would continue to represent good value. NMI's performance during this period also benefited from the successful reduction of the Fund's overall credit risk. As discussed in past shareholder reports, this Fund had held a small number of distressed credits that had negatively impacted performance in prior periods. These 4 credits either have been sold out of the portfolio or, in certain cases where we decided to hold onto a credit, performance rebounded over the past six months as the economy improved. Two examples were the Boulder County (Colorado) Peak to Peak Charter School project and the Stillwater Mining Company project in Montana. The state of Colorado continued to provide strong financial support to the charter school movement, and the bonds issued for Peak to Peak were recently pre-refunded and upgraded in quality. The pollution control revenue bonds issued for Stillwater, the only producer of platinum group metals outside South Africa and Russia, also performed well due to higher market prices for platinum and palladium during this period and the announced takeover of the company by Norilsk Nickel, the world's largest producer of nickel and palladium. Additional factors that impacted the performances of NUM and NMI over this semiannual reporting period included: o Modest weightings in both single family and multifamily housing bonds, which were generally poor performers over this reporting period, as measured by the Lehman Brothers index. o The advance refunding of several holdings, which enhanced their prices and contributed to returns. HOW ABOUT THE FUNDS' DIVIDENDS AND SHARE PRICES? During this reporting period, NUV maintained a steady dividend. As noted, NMI was in the process of diversifying and upgrading its portfolio, and this necessitated the purchase of bonds in the current, relatively low yield environment. Overall, this had the effect of reducing NMI's income stream and led to a monthly dividend reduction in this Fund in March 2004. Both NUV and NMI seek to pay stable dividends at rates that reflect each Fund's past results and projected future performance. During certain periods, each Fund may pay dividends at a rate that may be more or less than the amount of net investment income actually earned by the Fund during the period. If a Fund has cumulatively earned more than it has paid in dividends, it holds the excess in reserve as undistributed net investment income (UNII) as part of the Fund's NAV. Conversely, if a Fund has cumulatively paid 5 dividends in excess of its earnings, the excess constitutes negative UNII that is likewise reflected in the Fund's NAV. Each Fund will, over time, pay all of its net investment income as dividends to shareholders. As of April 30, 2004, both NUV and NMI had negative UNII balances. As of April 30, 2004, NUV was trading at a -9.89% discount to its common share net asset value, compared with an average discount of -7.04% for the six-month reporting period. NMI was trading at a discount of -6.89%, compared with an average discount of -5.68% for the period. HOW WERE THE FUNDS POSITIONED IN TERMS OF CREDIT QUALITY AND BOND CALLS AS OF APRIL 30, 2004? Given the current geopolitical and economic climate, we continued to believe that maintaining strong overall credit quality was important. As of the end of April 2004, NUV had 64% of its portfolio in securities rated AAA/U.S. Guaranteed or AA. In NMI, which is allowed to invest up to 25% of its portfolio in bonds rated BB or lower (below investment grade), the Fund's 9% allocation to BB or lower bonds and 12% allocation to non-rated bonds were balanced by a 26% weighting in bonds rated AAA/U.S. Guaranteed or AA. As of April 30, 2004, potential call exposure for these Funds during 2004-2005 was 17% of the portfolio for both NUV and NMI. The number of actual bond calls in each Fund will depend largely on market interest rates. 6 Nuveen Municipal Value Fund, Inc. Performance OVERVIEW As of April 30, 2004 NUV Pie chart: CREDIT QUALITY AAA/U.S. Guaranteed 51% AA 13% A 12% BBB 15% NR 3% BB or Lower 6% FUND SNAPSHOT -------------------------------------------------- Share Price $8.84 -------------------------------------------------- Common Share Net Asset Value $9.81 -------------------------------------------------- Premium/(Discount) to NAV -9.89% -------------------------------------------------- Market Yield 5.43% -------------------------------------------------- Taxable-Equivalent Yield1 7.54% -------------------------------------------------- Net Assets ($000) $1,912,389 -------------------------------------------------- Average Effective Maturity (Years) 20.66 -------------------------------------------------- Duration 7.74 -------------------------------------------------- AVERAGE ANNUAL TOTAL RETURN (INCEPTION 6/17/87) -------------------------------------------------- ON SHARE PRICE ON NAV -------------------------------------------------- 6-Month (Cumulative) 0.33% 2.12% -------------------------------------------------- 1-Year 1.45% 3.96% -------------------------------------------------- 5-Year 4.12% 4.75% -------------------------------------------------- 10-Year 5.04% 5.85% -------------------------------------------------- TOP FIVE SECTORS (AS A % OF TOTAL INVESTMENTS) -------------------------------------------------- Tax Obligation/Limited 21% -------------------------------------------------- Healthcare 20% -------------------------------------------------- Utilities 14% -------------------------------------------------- Tax Obligation/General 11% -------------------------------------------------- Transportation 10% -------------------------------------------------- Bar chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE2 May $0.0415 Jun 0.0415 Jul 0.0415 Aug 0.0415 Sep 0.04 Oct 0.04 Nov 0.04 Dec 0.04 Jan 0.04 Feb 0.04 Mar 0.04 Apr 0.04 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 5/1/03 $9.29 9.32 9.48 9.51 9.62 9.4 9.51 9.55 9.56 9.23 9.19 9.2 9.03 9.03 9.14 9.12 9.1 9.16 9.16 9.15 9.09 9.13 9.12 9.12 9.19 9.24 9.25 9.21 9.21 9.3 9.4 9.51 9.51 9.53 9.52 9.52 9.53 9.54 9.59 9.55 9.62 9.54 9.43 9.22 9.05 8.9 4/30/04 8.84 1 Taxable-equivalent yield represents the yield that must be earned on a fully taxable investment in order to equal the yield of the Fund on an after-tax basis. It is based on a federal income tax rate of 28%. For investments that generate qualified dividend income, the taxable-equivalent yield is lower. 2 The Fund also paid shareholders capital gains and net ordinary income distributions in December 2003 of $0.0832 per share. 7 Nuveen Municipal Income Fund, Inc. Performance OVERVIEW As of April 30, 2004 NMI Pie chart: CREDIT QUALITY AAA/U.S. Guaranteed 17% AA 9% A 8% BBB 45% NR 12% BB or Lower 9% FUND SNAPSHOT -------------------------------------------------- Share Price $9.73 -------------------------------------------------- Common Share Net Asset Value $10.45 -------------------------------------------------- Premium/(Discount) to NAV -6.89% -------------------------------------------------- Market Yield 5.43% -------------------------------------------------- Taxable-Equivalent Yield1 7.54% -------------------------------------------------- Net Assets ($000) $84,792 -------------------------------------------------- Average Effective Maturity (Years) 18.64 -------------------------------------------------- Duration 6.70 -------------------------------------------------- AVERAGE ANNUAL TOTAL RETURN (INCEPTION 4/20/88) -------------------------------------------------- ON SHARE PRICE ON NAV -------------------------------------------------- 6-Month (Cumulative) 3.67% 2.96% -------------------------------------------------- 1-Year -6.43% 4.38% -------------------------------------------------- 5-Year 1.75% 3.30% -------------------------------------------------- 10-Year 4.01% 5.15% -------------------------------------------------- TOP FIVE SECTORS (AS A % OF TOTAL INVESTMENTS) -------------------------------------------------- Utilities 24% -------------------------------------------------- Healthcare 19% -------------------------------------------------- Tax Obligation/Limited 16% -------------------------------------------------- Consumer Staples 8% -------------------------------------------------- Tax Obligation/General 7% -------------------------------------------------- Bar Chart: 2003-2004 MONTHLY TAX-FREE DIVIDENDS PER SHARE May $0.05 Jun 0.048 Jul 0.048 Aug 0.048 Sep 0.045 Oct 0.045 Nov 0.045 Dec 0.045 Jan 0.045 Feb 0.045 Mar 0.044 Apr 0.044 Line Chart: SHARE PRICE PERFORMANCE Weekly Closing Price Past performance is not predictive of future results. 5/1/03 $10.91 11 10.93 11.07 11 10.85 10.78 10.69 10.46 10.3 10.11 9.95 9.81 9.78 9.76 9.9 9.91 9.77 9.74 9.97 9.75 9.64 9.64 9.66 9.65 9.64 9.66 9.62 9.87 9.6 9.91 9.95 9.87 9.98 10.14 10.4 10.38 10.41 10.47 10.46 10.62 10.55 10.35 9.9 10.05 9.52 4/30/04 9.73 1 Taxable-equivalent yield represents the yield that must be earned on a fully taxable investment in order to equal the yield of the Fund on an after-tax basis. It is based on a federal income tax rate of 28%. For investments that generate qualified dividend income, the taxable-equivalent yield is lower. 8 Nuveen Municipal Value Fund, Inc. (NUV) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ ALABAMA - 1.4% $ 1,800 Alabama Housing Finance Authority, Collateralized Home 4/08 at 102.00 Aaa $ 1,808,586 Mortgage Program Single Family Mortgage Revenue Bonds, Series 1998A-2, 5.450%, 10/01/28 (Alternative Minimum Tax) 5,000 The Industrial Development Board of the Town of Courtland, 11/09 at 101.00 Baa2 5,321,100 Alabama, Solid Waste Disposal Revenue Bonds, Champion International Paper Corporation, Series 1999A, 6.700%, 11/01/29 (Alternative Minimum Tax) 1,750 Huntsville Health Care Authority, Alabama, Revenue 6/11 at 101.00 A2 1,814,068 Bonds, Series 2001A, 5.750%, 6/01/31 4,000 The Medical Clinic Board of the City of Jasper, 7/04 at 100.00 Baa1 4,007,280 Alabama, Hospital Revenue Bonds, Walker Regional Medical Center, Inc. Project, Series 1993, 6.375%, 7/01/18 12,000 Jefferson County, Alabama, Sewer Revenue Capital 2/09 at 101.00 AAA 13,384,440 Improvement Warrants, Series 1999A, 5.375%, 2/01/36 (Pre-refunded to 2/01/09) - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ ALASKA - 0.3% 3,000 Municipality of Anchorage, Alaska, General Obligation Bonds, 9/13 at 100.00 AAA 3,045,660 Series 2003B, 5.000%, 9/01/23 - FGIC Insured 3,250 Northern Tobacco Securitization Corporation, Alaska, 6/10 at 100.00 BBB 3,146,942 Tobacco Settlement Asset-Backed Bonds, Series 2000, 6.200%, 6/01/22 ------------------------------------------------------------------------------------------------------------------------------------ ARIZONA - 1.1% 4,900 Arizona Health Facilities Authority, Hospital System 11/09 at 100.00 Ba2 4,695,278 Revenue Bonds, Phoenix Children's Hospital, Series 1999A, 6.250%, 11/15/29 1,400 Arizona Health Facilities Authority, Hospital System 2/12 at 101.00 Ba2 1,351,910 Revenue Bonds, Phoenix Children's Hospital, Series 2002A, 6.250%, 2/15/21 13,100 Arizona Health Facilities Authority, Hospital System 7/10 at 101.00 BBB+ 14,405,022 Revenue Bonds, Catholic Healthcare West, Series 1999A, 6.625%, 7/01/20 ------------------------------------------------------------------------------------------------------------------------------------ ARKANSAS - 0.8% 10,460 Cabot School District No. 4 of Lonoke County, Arkansas, 8/08 at 100.00 Aaa 10,464,707 General Obligation Bonds, Series 2003 Refunding, 5.000%, 2/01/32 - AMBAC Insured 945 Conway, Arkansas, Sales and Use Tax Capital Improvement 12/06 at 101.00 AAA 1,014,486 Bonds, Series 1997A, 5.350%, 12/01/17 - FSA Insured 2,750 Jefferson County, Arkansas, Pollution Control Revenue 6/04 at 101.00 BBB- 2,767,490 Refunding Bonds, Entergy Arkansas, Inc. Project, Series 1997, 5.600%, 10/01/17 2,000 University of Arkansas, Fayetteville, Various Facilities 12/12 at 100.00 Aaa 2,000,740 Revenue Bonds, Series 2002, 5.000%, 12/01/32 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ CALIFORNIA - 11.9% 7,310 California Educational Facilities Authority, Revenue 10/09 at 39.19 Aaa 2,416,394 Bonds, Loyola Marymount University, Series 2000, 0.000%, 10/01/24 (Pre-refunded to 10/01/09) - MBIA Insured 13,000 California Health Facilities Financing Authority, 3/13 at 100.00 A 12,398,360 Revenue Bonds, Adventist Health System/West, Series 2003A, 5.000%, 3/01/33 3,975 California Infrastructure Economic Development Bank, 10/11 at 101.00 A- 3,926,028 Revenue Bonds, J. David Gladstone Institutes Project, Series 2001, 5.250%, 10/01/34 California, General Obligation Bonds, Series 2003: 14,600 5.250%, 2/01/28 8/13 at 100.00 Baa1 14,440,422 11,250 5.000%, 2/01/33 8/13 at 100.00 Baa1 10,713,938 7,500 California, General Obligation Bonds, Series 2004, 2/14 at 100.00 Baa1 7,142,625 5.000%, 2/01/33 14,500 California Department of Water Resources, Water System 6/04 at 100.50 AA 14,191,730 Revenue Bonds, Central Valley Project, Series 1993M, 4.750%, 12/01/24 9 Nuveen Municipal Value Fund, Inc. (NUV) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ CALIFORNIA (CONTINUED) California Department of Water Resources, Power Supply Revenue Bonds, Series 2002A: $ 10,000 5.125%, 5/01/19 5/12 at 101.00 A3 $ 10,165,800 10,000 5.250%, 5/01/20 5/12 at 101.00 A3 10,231,800 17,155 California State Public Works Board, Lease Revenue 6/04 at 101.00 Aa2 17,405,120 Refunding Bonds, Various University of California Projects, Series 1993A, 5.500%, 6/01/21 15,500 California Statewide Community Development Authority, 4/09 at 101.00 BBB- 15,677,630 Certificates of Participation, Internext Group, Series 1999, 5.375%, 4/01/17 3,000 Capistrano Unified School District, Ladera, California, 9/09 at 102.00 N/R 3,004,170 Special Tax Bonds, Community Facilities District 98-2, Series 1999, 5.750%, 9/01/29 5,895 Central California Joint Powers Health Financing 8/04 at 100.00 Baa2 5,568,771 Authority, Certificates of Participation, Community Hospitals of Central California, Series 1993, 5.000%, 2/01/23 Foothill-Eastern Transportation Corridor Agency, California, Toll Road Revenue Bonds, Series 1995A: 30,000 0.000%, 1/01/22 No Opt. Call AAA 12,184,500 2,500 6.000%, 1/01/34 (Pre-refunded to 1/01/07) 1/07 at 100.00 AAA 2,750,025 3,500 Golden State Tobacco Securitization Corporation, 6/13 at 100.00 BBB 3,284,470 California, Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39 30,000 Golden State Tobacco Securitization Corporation, 6/13 at 100.00 AAA 29,022,000 California, Enhanced Tobacco Settlement Asset-Backed Bonds, Series 2003B, 5.000%, 6/01/38 - AMBAC Insured 9,000 Los Angeles Department of Water and Power, California, 7/11 at 100.00 AA 9,004,140 Waterworks Revenue Refunding Bonds, Series 2001A, 5.125%, 7/01/41 4,000 Los Angeles Regional Airports Improvement Corporation, 12/12 at 102.00 B- 3,407,520 California, Sublease Revenue Bonds, Los Angeles International Airport, American Airlines, Inc. Terminal 4 Project, Series 2002C, 7.500%, 12/01/24 (Alternative Minimum Tax) 30,470 Los Angeles County, California, Public Works Financing 6/04 at 102.00 AAA 31,153,747 Authority Lease Revenue Bonds, Multiple Capital Facilities Project IV, Series 1993, 4.750%, 12/01/13 - MBIA Insured 7,300 San Diego County, California, Certificates of Participation, 9/09 at 101.00 Baa3 7,460,527 Burnham Institute, Series 1999, 6.250%, 9/01/29 2,699 Yuba County Water Agency, California, Yuba River 9/04 at 100.00 Baa3 2,684,290 Development Revenue Bonds, Pacific Gas and Electric Company Project, Series 1966A, 4.000%, 3/01/16 ------------------------------------------------------------------------------------------------------------------------------------ COLORADO - 3.5% 1,800 Colorado Educational and Cultural Facilities Authority, 8/11 at 100.00 AAA 2,219,904 Charter School Revenue Bonds, Peak to Peak Charter School, Series 2001, 7.625%, 8/15/31 (Pre-refunded to 8/15/11) 2,000 Colorado Health Facilities Authority, Revenue Bonds, 3/12 at 100.00 AA 2,051,640 Catholic Health Initiatives, Series 2002A, 5.500%, 3/01/32 500 Colorado Health Facilities Authority, Revenue Bonds, 1/12 at 100.00 BBB 511,345 Vail Valley Medical Center Project, Series 2001, 5.750%, 1/15/22 2,580 Colorado Health Facilities Authority Revenue Bonds, 5/04 at 102.00 AA 2,622,080 Sisters of Charity Health Care Systems, Inc., Series 1994, 5.250%, 5/15/14 18,915 Denver City and County, Colorado, Airport System Revenue 11/13 at 100.00 AAA 18,698,612 Refunding Bonds, Series 2003B, 5.000%, 11/15/33 - XLCA Insured 20,000 Denver Convention Center Hotel Authority, Colorado, 12/13 at 100.00 AAA 19,861,600 Convention Center Hotel Senior Revenue Bonds, Series 2003A, 5.000%, 12/01/33 - XLCA Insured E-470 Public Highway Authority, Colorado, Senior Revenue Bonds, Series 2000A: 39,700 0.000%, 9/01/28 - MBIA Insured 9/10 at 31.42 AAA 9,238,190 5,000 5.750%, 9/01/35 - MBIA Insured 9/10 at 102.00 AAA 5,371,500 950 Northwest Parkway Public Highway Authority, Colorado, 6/11 at 102.00 AAA 1,022,314 Revenue Bonds, Senior Series 2001A, 5.500%, 6/15/19 - AMBAC Insured 7,000 Northwest Parkway Public Highway Authority, Colorado, 6/16 at 100.00 AAA 5,129,670 Revenue Bonds, Senior Series 2001C, 0.000%, 6/15/21 - AMBAC Insured 10 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ DISTRICT OF COLUMBIA - 1.8% $ 4,125 Metropolitan Washington D.C. Airports Authority, Airport 10/12 at 100.00 AAA $ 4,479,874 System Revenue Bonds, Series 2002A, 5.750%, 10/01/16 (Alternative Minimum Tax) - FGIC Insured Washington Convention Center Authority, District of Columbia, Senior Lien Dedicated Tax Revenue Bonds, Series 1998: 2,500 5.250%, 10/01/15 - AMBAC Insured 10/08 at 101.00 AAA 2,656,475 27,850 4.750%, 10/01/28 - AMBAC Insured 10/08 at 100.00 AAA 26,451,652 ------------------------------------------------------------------------------------------------------------------------------------ FLORIDA - 1.8% 4,000 Escambia County Health Facilities Authority, Florida, 11/12 at 101.00 AA 4,237,160 Revenue Bonds, Ascension Health Credit Group, Series 2002C, 5.750%, 11/15/32 10,690 Jacksonville, Florida, Better Jacksonville Sales Tax 10/11 at 100.00 AAA 10,699,407 Revenue Bonds, Series 2001, 5.000%, 10/01/30 - AMBAC Insured 4,880 Lee County, Florida, Airport Revenue Bonds, Series 2000A, 10/10 at 101.00 AAA 5,212,035 6.000%, 10/01/32 (Alternative Minimum Tax) - FSA Insured 5,000 Orange County, Florida, Health Facilities Authority, 10/09 at 101.00 A2 5,194,450 Hospital Revenue Bonds, Orlando Regional Healthcare System, Series 1999E, 6.000%, 10/01/26 8,250 The School Board of Orange County, Florida, Certificates 8/12 at 100.00 AAA 8,271,533 of Participation, Series 2002A, 5.000%, 8/01/27 - MBIA Insured 1,025 West Palm Beach, Florida, Utility System Revenue 10/07 at 101.00 Aaa 1,085,639 Bonds, Series 2000, 5.625%, 10/01/27 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ GEORGIA - 2.0% 2,500 City of Atlanta, Georgia, Water and Wastewater Revenue 5/12 at 100.00 AAA 2,500,800 Bonds, Series 2001A, 5.000%, 11/01/33 - MBIA Insured 10,040 Atlanta, Georgia, Water and Wastewater Revenue Bonds, 5/09 at 101.00 AAA 9,966,507 Series 1999A, 5.000%, 11/01/38 - FGIC Insured Coffee County Hospital Authority, Georgia, Revenue Anticipation Certificates, Coffee Regional Medical Center, Inc. Project, Series 1997A: 1,300 6.250%, 12/01/06 No Opt. Call N/R 1,361,750 21,100 6.750%, 12/01/26 12/06 at 102.00 N/R 21,441,398 2,250 Royston Hospital Authority, Georgia, Revenue Anticipation 7/09 at 102.00 N/R 2,195,595 Certificates, Ty Cobb Healthcare System, Inc. Project, Series 1999, 6.500%, 7/01/27 ------------------------------------------------------------------------------------------------------------------------------------ HAWAII - 0.4% 7,500 Hawaii, General Obligation Bonds, Series 2003DA, 9/13 at 100.00 AAA 7,799,700 5.250%, 9/01/23 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ ILLINOIS - 11.9% 2,060 Aurora, Illinois, Golf Course Revenue Bonds, Series 2000, 1/10 at 100.00 A+ 2,230,362 6.375%, 1/01/20 10,000 Chicago, Illinois, General Obligation Project and Refunding 7/12 at 100.00 AAA 10,513,500 Bonds, Series 2002A, 5.625%, 1/01/39 - AMBAC Insured 2,425 Chicago School Reform Board of Trustees of the Chicago 12/07 at 102.00 AAA 2,518,096 Board of Education, Illinois, Unlimited Tax General Obligation Bonds, Dedicated Tax Revenues, Series 1997A, 5.250%, 12/01/22 - AMBAC Insured 15,000 Chicago School Reform Board of Trustees of the Chicago No Opt. Call AAA 4,855,350 Board of Education, Illinois, Unlimited Tax General Obligation Bonds, Dedicated Tax Revenues, Series 1998B-1, 0.000%, 12/01/24 - FGIC Insured 5,000 Chicago Housing Authority, Illinois, Revenue Bonds, Capital 7/12 at 100.00 AA*** 5,242,000 Fund Program, Series 2001, 5.375%, 7/01/18 1,125 Metropolitan Water Reclamation District of Greater No Opt. Call Aaa 1,340,291 Chicago, Illinois, General Obligation Capital Improvement Bonds, Series of June, 1991, 7.000%, 1/01/11 2,575 Chicago, Illinois, Second Lien Passenger Facility Charge 1/11 at 101.00 AAA 2,549,817 Revenue Bonds, O'Hare International Airport, Series 2001C, 5.100%, 1/01/26 (Alternative Minimum Tax) - AMBAC Insured 3,020 Cook County High School District No. 209, Proviso 12/16 at 100.00 AAA 2,529,854 Township, Illinois, General Obligation Bonds, Series 2004, 0.000%, 12/01/19 - FSA Insured 2,000 DuPage County Community Unit School District No. 200, 11/13 at 100.00 Aaa 2,106,240 Wheaton, Illinois, General Obligation Bonds, Series 2003B, 5.250%, 11/01/20 - FSA Insured 11 Nuveen Municipal Value Fund, Inc. (NUV) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ ILLINOIS (CONTINUED) $ 4,335 Illinois Development Finance Authority, Industrial Development 6/04 at 100.00 N/R $ 4,334,523 Revenue Bonds, Plano Molding Company Project, Series 1992, 7.750%, 6/01/12 (Alternative Minimum Tax) 3,000 Illinois Development Finance Authority, Pollution Control No Opt. Call A- 3,201,120 Revenue Refunding Bonds, Commonwealth Edison Company Project, Series 1994D, 5.850%, 1/15/14 5,000 Illinois Development Finance Authority, Gas Supply Revenue 11/13 at 101.00 AAA 4,931,000 Bonds, Peoples Gas Light and Coke Company, Series 2003E, 4.875%, 11/01/38 (Alternative Minimum Tax) (Mandatory put 11/01/18) - AMBAC Insured 28,030 Illinois Development Finance Authority, Local Government No Opt. Call Aaa 13,275,569 Program Revenue Bonds, Elgin School District U46, Kane, Cook, and DuPage Counties, Series 2002, 0.000%, 1/01/19 - FSA Insured Illinois Development Finance Authority, Revenue Bonds, Presbyterian Home of Lake Forest, Series 1996B: 6,495 6.400%, 9/01/31 (Pre-refunded to 9/01/06) 9/06 at 102.00 AAA 7,279,856 990 6.400%, 9/01/31 - FSA Insured 9/06 at 102.00 AAA 1,087,535 1,800 Illinois Development Finance Authority, Local Government No Opt. Call Aaa 853,812 Program Revenue Bonds, Rockford School District 205 Project, Series 2000, 0.000%, 2/01/19 - FSA Insured 3,180 Illinois Development Finance Authority, Revenue Bonds, 12/21 at 100.00 BBB 3,195,487 Chicago Charter School Foundation Project, Series 2002A, 6.250%, 12/01/32 8,000 Illinois Development Finance Authority, Revenue Bonds, 9/11 at 100.00 AAA 8,024,160 Illinois Wesleyan University, Series 2001, 5.125%, 9/01/35 - AMBAC Insured 7,000 Illinois Health Facilities Authority, Revenue Bonds, Swedish 5/04 at 102.00 AAA 7,142,520 American Hospital Project, Series 1993, 5.375%, 11/15/23 - AMBAC Insured 18,015 Illinois Health Facilities Authority, Revenue Bonds, 5/04 at 102.00 AAA 18,407,187 Rush-Presbyterian St. Luke's Medical Center Obligated Group, Series 1993, 5.250%, 11/15/20 - MBIA Insured 1,500 Illinois Health Facilities Authority, Revenue Bonds, OSF 6/04 at 102.00 A*** 1,538,685 Healthcare System, Series 1993, 6.000%, 11/15/10 (Pre-refunded to 6/14/04) 4,350 Illinois Health Facilities Authority, Revenue Bonds, South No Opt. Call A*** 5,313,264 Suburban Hospital, Series 1992, 7.000%, 2/15/18 8,100 Illinois Health Facilities Authority, Revenue Bonds, 8/07 at 101.00 AAA 8,229,276 Sherman Health Systems, Series 1997, 5.250%, 8/01/22 - AMBAC Insured 15,000 Illinois Health Facilities Authority, Revenue Bonds, Condell 5/10 at 101.00 A3 15,888,000 Medical Center, Series 2000, 6.500%, 5/15/30 15,000 Illinois Health Facilities Authority, Revenue Bonds, Edward 2/11 at 101.00 AAA 15,204,600 Hospital Obligated Group, Series 2001B, 5.250%, 2/15/34 - FSA Insured 5,000 Illinois Sports Facilities Authority, State Tax Supported 6/15 at 101.00 AAA 3,679,950 Bonds, Series 2001, 0.000%, 6/15/30 - AMBAC Insured Metropolitan Pier and Exposition Authority, Illinois, McCormick Place Expansion Project Bonds, Series 1992A: 18,955 0.000%, 6/15/17 - FGIC Insured No Opt. Call AAA 9,964,264 12,300 0.000%, 6/15/18 - FGIC Insured No Opt. Call AAA 6,089,238 Metropolitan Pier and Exposition Authority, Illinois, McCormick Place Expansion Project Bonds, Series 1994B: 7,250 0.000%, 6/15/18 - MBIA Insured No Opt. Call AAA 3,589,185 3,385 0.000%, 6/15/21 - MBIA Insured No Opt. Call AAA 1,386,631 5,190 0.000%, 6/15/28 - MBIA Insured No Opt. Call AAA 1,356,510 9,900 0.000%, 6/15/29 - FGIC Insured No Opt. Call AAA 2,435,598 Metropolitan Pier and Exposition Authority, Illinois, McCormick Place Expansion Project Refunding Bonds, Series 1996A: 16,550 0.000%, 12/15/21 - MBIA Insured No Opt. Call AAA 6,605,271 1,650 5.250%, 6/15/27 - AMBAC Insured 6/06 at 102.00 AAA 1,665,725 12 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ ILLINOIS (CONTINUED) Metropolitan Pier and Exposition Authority, Illinois, McCormick Place Expansion Project Bonds, Series 2002A: $ 10,000 0.000%, 6/15/24 - MBIA Insured 6/22 at 101.00 AAA $ 5,111,500 21,000 0.000%, 6/15/34 - MBIA Insured No Opt. Call AAA 3,785,670 21,000 0.000%, 12/15/35 - MBIA Insured No Opt. Call AAA 3,463,320 20,000 0.000%, 6/15/36 - MBIA Insured No Opt. Call AAA 3,201,600 18,855 0.000%, 6/15/39 - MBIA Insured No Opt. Call AAA 2,522,988 2,150 5.250%, 6/15/42 - MBIA Insured 6/12 at 101.00 AAA 2,183,347 Metropolitan Pier and Exposition Authority, Illinois, McCormick Place Expansion Project Refunding Bonds, Series 2002B: 3,000 0.000%, 6/15/20 - MBIA Insured 6/17 at 101.00 AAA 2,063,730 2,950 0.000%, 6/15/21 - MBIA Insured 6/17 at 101.00 AAA 2,012,402 11,650 Regional Transportation Authority, Cook, DuPage, Kane, 6/04 at 102.00 AAA 11,933,911 Lake, McHenry and Will Counties, Illinois, General Obligation Bonds, Series 1994A, 6.250%, 6/01/24 (Pre-refunded to 6/01/04) - AMBAC Insured 1,135 Tri-City Regional Port District, Illinois, Port and Terminal No Opt. Call N/R 1,196,733 Facilities Revenue Bonds, Refunding and Dock 2 Enhancement Project, Series 1998B, 5.875%, 7/01/08 (Alternative Minimum Tax) 1,230 Tri-City Regional Port District, Illinois, Port and Terminal No Opt. Call N/R 1,219,533 Facilities Revenue Refunding Bonds, Delivery Network Project, Series 2003A, 4.900%, 7/01/14 (Alternative Minimum Tax) 2,295 Will County Community School District 161, Summit Hill, No Opt. Call Aaa 1,159,113 Illinois, Capital Appreciation School Bonds, Series 1999, 0.000%, 1/01/18 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ INDIANA - 4.8% 10,000 Indiana Bond Bank, State Revolving Fund Program Bonds, 2/13 at 101.00 AAA 10,761,600 Series 2001A, 5.375%, 2/01/19 10,000 Indiana Health Facility Financing Authority, Hospital 11/07 at 102.00 AAA 10,172,200 Revenue Bonds, Sisters of St. Francis Health Services, Inc. Project, Series 1997A, 5.375%, 11/01/27 - MBIA Insured 17,105 Indiana Health Facility Financing Authority, Hospital Revenue 2/07 at 102.00 AA- 18,027,986 Bonds, Clarian Health Partners, Inc., Series 1996A, 6.000%, 2/15/21 20,000 Indiana Transportation Finance Authority, Highway Revenue 6/13 at 100.00 AAA 19,990,800 Bonds, Series 2003A, 5.000%, 6/01/28 - FSA Insured 4,840 Indianapolis Airport Authority, Indiana, Special Facilities 7/04 at 102.00 BBB 4,981,812 Revenue Bonds, Federal Express Corporation Project, Series 1994, 7.100%, 1/15/17 (Alternative Minimum Tax) Indianapolis Local Public Improvement Bond Bank, Indiana, Series 1999E: 12,500 0.000%, 2/01/21 - AMBAC Insured No Opt. Call AAA 5,204,625 14,425 0.000%, 2/01/27 - AMBAC Insured No Opt. Call AAA 4,056,743 5,000 Mooresville School Building Corporation, Morgan County, 1/09 at 102.00 AAA 5,228,450 Indiana, First Mortgage Bonds, Series 1998, 5.000%, 7/15/15 - FSA Insured 13,100 Noblesville, Indiana, Revenue Bonds, Catholic High School 7/13 at 101.00 N/R 12,613,204 Corporation, Series 2003, 5.750%, 7/01/22 ------------------------------------------------------------------------------------------------------------------------------------ IOWA - 0.4% 3,500 Iowa Higher Education Loan Authority, Private College 10/12 at 100.00 A 3,581,480 Facility Revenue Bonds, Wartburg College Project, Series 2002, 5.500%, 10/01/33 - ACA Insured 1,105 Iowa Housing Finance Authority, Single Family Housing No Opt. Call AAA 276,548 Bonds, Series 1984A, 0.000%, 9/01/16 - AMBAC Insured 5,820 Iowa Tobacco Settlement Authority, Tobacco Settlement 6/11 at 101.00 BBB 4,648,725 Asset-Backed Revenue Bonds, Series 2001B, 5.600%, 6/01/35 ------------------------------------------------------------------------------------------------------------------------------------ KANSAS - 0.4% 6,650 Newton, Kansas, Hospital Revenue Bonds, Newton 11/04 at 102.00 N/R*** 7,006,906 Healthcare Corporation, Series 1994A, 7.750%, 11/15/24 (Pre-refunded to 11/15/04) ------------------------------------------------------------------------------------------------------------------------------------ KENTUCKY - 0.3% 4,910 Greater Kentucky Housing Assistance Corporation, 7/04 at 100.00 AAA 4,913,830 FHA-Insured Section 8 Mortgage Revenue Refunding Bonds, Series 1997A, 6.100%, 1/01/24 - MBIA Insured 13 Nuveen Municipal Value Fund, Inc. (NUV) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ LOUISIANA - 1.9% $ 1,000 East Baton Rouge Parish, Louisiana, Revenue Refunding 3/08 at 102.00 Ba3 $ 961,220 Bonds, Georgia Pacific Corporation Project, Series 1998, 5.350%, 9/01/11 (Alternative Minimum Tax) 14,770 Louisiana Public Facilities Authority, Hospital Revenue 5/04 at 100.00 AAA 17,713,070 Refunding Bonds, Southern Baptist Hospital, Series 1986, 8.000%, 5/15/12 20,880 Tobacco Settlement Financing Corporation, Louisiana, Tobacco 5/11 at 101.00 BBB 17,347,522 Settlement Asset-Backed Bonds, Series 2001B, 5.875%, 5/15/39 ------------------------------------------------------------------------------------------------------------------------------------ MARYLAND - 1.0% 10,900 Maryland Community Development Administration, Residential 3/07 at 101.50 Aa2 11,275,941 Revenue Bonds, Series 1997B, 5.875%, 9/01/25 (Alternative Minimum Tax) 3,500 Maryland Energy Financing Administration, Revenue Bonds, 9/05 at 102.00 N/R 3,544,660 AES Warrior Run Project, Series 1995, 7.400%, 9/01/19 (Alternative Minimum Tax) 4,600 Maryland Health and Higher Educational Facilities Authority, 8/14 at 100.00 BBB 4,453,398 Revenue Bonds, Medstar Health, Series 2004, 5.500%, 8/15/33 ------------------------------------------------------------------------------------------------------------------------------------ MASSACHUSETTS - 2.8% 10,000 Massachusetts Bay Transportation Authority, Senior Sales 7/12 at 100.00 AAA 9,984,300 Tax Revenue Refunding Bonds, Series 2002A, 5.000%, 7/01/32 Massachusetts Municipal Wholesale Electric Company, Power Supply System Revenue Bonds, Series 1987A: 110 8.750%, 7/01/18 (Pre-refunded to 7/01/05) 7/05 at 100.00 Aaa 119,261 105 8.750%, 7/01/18 (Pre-refunded to 1/01/05) 1/05 at 100.00 Aaa 110,172 220 8.750%, 7/01/18 (Pre-refunded to 7/01/04) 7/04 at 100.00 Aaa 222,787 1,250 Massachusetts, General Obligation Bonds, Consolidated 1/13 at 100.00 AAA 1,367,763 Loan, Series 2002E, 5.250%, 1/01/22 - FGIC Insured 1,720 Massachusetts Development Finance Agency, Resource 12/08 at 102.00 BBB 1,624,936 Recovery Revenue Bonds, Ogden Haverhill Project, Series 1998B, 5.100%, 12/01/12 (Alternative Minimum Tax) 4,000 Massachusetts Health and Educational Facilities Authority, 11/11 at 101.00 AA 4,016,280 Revenue Bonds, Cape Cod Health Care, Inc., Series 2001C, 5.250%, 11/15/31 - RAAI Insured 16,400 Massachusetts Turnpike Authority, Metropolitan Highway 1/07 at 102.00 AAA 16,203,692 System Revenue Bonds, Senior Series 1997A, 5.000%, 1/01/37 - MBIA Insured 8,000 Massachusetts Turnpike Authority, Metropolitan Highway 1/07 at 102.00 AAA 8,010,240 System Revenue Bonds, Subordinate Series 1997B, 5.125%, 1/01/37 - MBIA Insured 5,000 Massachusetts Turnpike Authority, Metropolitan Highway 1/09 at 101.00 AAA 4,930,750 System Revenue Bonds, Subordinated Series 1999A, 5.000%, 1/01/39 - AMBAC Insured 6,000 Massachusetts Water Pollution Abatement Trust, Pooled Loan 8/10 at 101.00 AAA 6,271,800 Program Bonds, Series 6, 5.500%, 8/01/30 ------------------------------------------------------------------------------------------------------------------------------------ MICHIGAN - 6.1% 6,000 Dearborn Economic Development Corporation, Michigan, 8/04 at 102.00 AAA 6,125,640 Hospital Revenue Refunding Bonds, Oakwood Obligated Group, Series 1994A, 5.250%, 8/15/21 - MBIA Insured 10,600 Detroit Local Development Finance Authority, Michigan, 5/09 at 101.00 BB- 8,901,138 Tax Increment Bonds, Series 1998A, 5.500%, 5/01/21 1,400 Detroit, Michigan, Sewerage Disposal System Revenue 7/05 at 101.00 AAA 1,458,982 Refunding Bonds, Series 1995B, 5.250%, 7/01/15 - MBIA Insured 8,800 Detroit, Michigan, Water Supply System Revenue Refunding 7/04 at 102.00 AAA 8,838,896 Bonds, Series 1993, 5.000%, 7/01/23 - FGIC Insured Michigan Municipal Bond Authority, Public School Academy Revenue Bonds, Detroit Academy of Arts and Sciences Charter School, Series 2001A: 2,000 7.500%, 10/01/12 10/09 at 102.00 Ba1 2,069,200 3,000 7.900%, 10/01/21 10/09 at 102.00 Ba1 3,085,050 3,500 8.000%, 10/01/31 10/09 at 102.00 Ba1 3,597,650 14 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ MICHIGAN (CONTINUED) Michigan State Hospital Finance Authority, Revenue Refunding Bonds, Detroit Medical Center Obligated Group, Series 1993A: $ 1,000 6.250%, 8/15/13 8/04 at 101.00 Ba3 $ 859,000 12,925 6.500%, 8/15/18 8/04 at 101.00 Ba3 10,835,286 37,490 Michigan State Hospital Finance Authority, Hospital Revenue 8/08 at 101.00 Ba3 25,417,095 Bonds, Detroit Medical Center Obligated Group, Series 1998A, 5.250%, 8/15/28 11,180 Michigan Housing Development Authority, Rental Housing 6/05 at 102.00 AAA 11,568,393 Revenue Bonds, Series 1995B, 6.150%, 10/01/15 - MBIA Insured 25,000 Michigan Strategic Fund, Collateralized Limited Obligation 9/05 at 102.00 AAA 26,850,250 Revenue Refunding Pollution Control Bonds, Detroit Edison Company, Series 1995AA, 6.400%, 9/01/25 - MBIA Insured 7,200 Michigan Strategic Fund, Resource Recovery Limited Obligation 12/12 at 100.00 AAA 7,287,192 Revenue Refunding Bonds, Detroit Edison Company, Series 2002D, 5.250%, 12/15/32 - XLCA Insured ------------------------------------------------------------------------------------------------------------------------------------ MINNESOTA - 0.2% 2,935 Minnesota Housing Finance Agency, Rental Housing Bonds, 2/05 at 102.00 AAA 3,017,650 Series 1995D, 5.900%, 8/01/15 - MBIA Insured ------------------------------------------------------------------------------------------------------------------------------------ MISSOURI - 2.7% 2,000 Missouri-Illinois Metropolitan District Bi-State Development 10/13 at 100.00 AAA 2,005,580 Agency, Mass Transit Sales Tax Appropriation Bonds, Metrolink Cross County Extension Project, Series 2002B, 5.000%, 10/01/32 - FSA Insured 40,000 Missouri Health and Educational Facilities Authority, Revenue 5/13 at 100.00 AA 40,539,200 Bonds, BJC Health System, Series 2003, 5.250%, 5/15/32 4,000 Sugar Creek, Missouri, Industrial Development Revenue 6/13 at 101.00 BBB 3,951,360 Bonds, Lafarge North America, Inc., Series 2003A, 5.650%, 6/01/37 (Alternative Minimum Tax) West Plains Industrial Development Authority, Missouri, Hospital Facilities Revenue Bonds, Ozark Medical Center, Series 1997: 1,750 5.500%, 11/15/12 11/07 at 101.00 BB+ 1,741,250 1,000 5.600%, 11/15/17 11/07 at 101.00 BB+ 962,430 3,075 West Plains Industrial Development Authority, Missouri, 11/09 at 101.00 BB+ 3,154,089 Hospital Facilities Revenue Bonds, Ozark Medical Center, Series 1999, 6.750%, 11/15/24 ------------------------------------------------------------------------------------------------------------------------------------ MONTANA - 0.3% 5,000 Forsyth, Rosebud County, Montana, Pollution Control Revenue 3/13 at 101.00 AAA 5,013,150 Refunding Bonds, Puget Sound Energy, Series 2003A, 5.000%, 3/01/31 - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ NEVADA - 1.7% 2,500 Carson City, Nevada, Hospital Revenue Bonds, Carson-Tahoe 9/13 at 100.00 AA 2,454,600 Hospital Project, Series 2003A, 5.125%, 9/01/29 - RAAI Insured Director of Nevada, State Department of Business and Industry, Revenue Bonds, Las Vegas Monorail Project, First Tier Series 2000: 15,095 0.000%, 1/01/24 - AMBAC Insured No Opt. Call AAA 5,113,280 11,000 0.000%, 1/01/25 - AMBAC Insured No Opt. Call AAA 3,484,360 2,000 5.625%, 1/01/32 - AMBAC Insured 1/10 at 102.00 AAA 2,102,200 19,510 5.375%, 1/01/40 - AMBAC Insured 1/10 at 100.00 AAA 19,914,052 ------------------------------------------------------------------------------------------------------------------------------------ NEW JERSEY - 4.0% 23,625 New Jersey Economic Development Authority, Special 9/09 at 101.00 B 18,528,143 Facilities Revenue Bonds, Continental Airlines, Inc., Series 1999, 6.250%, 9/15/29 (Alternative Minimum Tax) 9,000 New Jersey Economic Development Authority, Special 11/10 at 101.00 B 7,735,680 Facilities Revenue Bonds, Continental Airlines, Inc., Series 2000, 7.000%, 11/15/30 (Alternative Minimum Tax) New Jersey Health Care Facilities Financing Authority, Revenue Bonds, Trinitas Hospital Obligated Group, Series 2000: 250 7.375%, 7/01/15 7/10 at 101.00 BBB- 280,167 11,200 7.500%, 7/01/30 7/10 at 101.00 BBB- 12,262,208 15 Nuveen Municipal Value Fund, Inc. (NUV) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ NEW JERSEY (CONTINUED) $ 7,500 New Jersey Transportation Trust Fund Authority, Transportation 6/13 at 100.00 AA- $ 8,006,625 System Bonds, Series 2003C, 5.500%, 6/15/24 New Jersey Turnpike Authority, Turnpike Revenue Bonds, Series 1991C: 1,490 6.500%, 1/01/16 - MBIA Insured No Opt. Call AAA 1,779,105 415 6.500%, 1/01/16 - MBIA Insured No Opt. Call AAA 493,261 26,680 Tobacco Settlement Financing Corporation, New Jersey, 6/12 at 100.00 BBB 22,857,823 Tobacco Settlement Asset-Backed Bonds, Series 2002, 6.125%, 6/01/42 6,250 Tobacco Settlement Financing Corporation, New Jersey, 6/13 at 100.00 BBB 5,451,500 Tobacco Settlement Asset-Backed Bonds, Series 2003, 6.250%, 6/01/43 ------------------------------------------------------------------------------------------------------------------------------------ NEW MEXICO - 0.1% 1,500 Regents of the University of New Mexico, System Revenue No Opt. Call AA 1,731,840 Refunding Bonds, Series 1992A, 6.000%, 6/01/21 ------------------------------------------------------------------------------------------------------------------------------------ NEW YORK - 14.8% 5,360 East Rochester Housing Authority, New York, FHA-Insured 8/07 at 102.00 AAA 5,664,555 Mortgage Revenue Bonds, St. John's Meadows Project, Series 1997A, 5.600%, 8/01/17 - MBIA Insured 11,000 Long Island Power Authority, New York, Electric System 6/08 at 101.00 AAA 11,153,780 General Revenue Bonds, Series 1998A, 5.250%, 12/01/26 - MBIA Insured 15,500 Long Island Power Authority, New York, Electric System General 9/11 at 100.00 A- 15,866,575 Revenue Bonds, Series 2001A, 5.375%, 9/01/25 13,395 New York City, New York, General Obligation Bonds, Fiscal 8/07 at 101.00 A 14,232,455 Series 1998D, 5.500%, 8/01/10 New York City, New York, General Obligation Bonds, Fiscal Series 1997G: 5,685 6.000%, 10/15/26 (Pre-refunded to 10/15/07) 10/07 at 101.00 Aaa 6,425,983 33,925 6.000%, 10/15/26 10/07 at 101.00 A 36,204,082 New York City, New York, General Obligation Bonds, Fiscal Series 1997E: 610 6.000%, 8/01/16 (Pre-refunded to 8/01/06) 8/06 at 101.50 A*** 673,617 9,390 6.000%, 8/01/16 8/06 at 101.50 A 10,112,654 New York City, New York, General Obligation Bonds, Fiscal Series 2003J: 15,000 5.500%, 6/01/21 6/13 at 100.00 A 15,895,500 10,000 5.500%, 6/01/22 6/13 at 100.00 A 10,574,300 New York City, New York, General Obligation Bonds, Fiscal Series 1996G: 2,585 5.750%, 2/01/14 (Pre-refunded to 2/01/06) 2/06 at 101.50 A*** 2,797,332 2,415 5.750%, 2/01/14 2/06 at 101.50 A 2,577,868 New York City Municipal Water Finance Authority, New York, Water and Sewer System Revenue Bonds, Fiscal Series 1996B: 5,280 5.750%, 6/15/26 (Pre-refunded to 6/15/06) - MBIA Insured 6/06 at 101.00 AAA 5,754,989 9,720 5.750%, 6/15/26 - MBIA Insured 6/06 at 101.00 AAA 10,334,790 10,000 New York City Industrial Development Agency, New York, 8/12 at 101.00 CCC 7,910,300 Special Facilities Revenue Bonds, JFK Airport - American Airlines, Inc., Series 2002B, 8.500%, 8/01/28 (Alternative Minimum Tax) 5,200 Dormitory Authority of the State of New York, New York City, 5/10 at 101.00 A 5,486,676 Court Facilities Lease Revenue Bonds, Series 1999, 6.000%, 5/15/39 8,500 Dormitory Authority of the State of New York, FHA 2/14 at 100.00 AAA 8,500,000 Mortgage-Backed Hospital Revenue Bonds, Kaleida Health, Series 2004, 5.050%, 2/15/25 (WI, settling 5/20/04) Dormitory Authority of the State of New York, Improvement Revenue Bonds, Mental Health Services Facilities, Series 1999D: 6,490 5.250%, 2/15/29 (Pre-refunded to 8/15/09) 8/09 at 101.00 AA-*** 7,238,167 510 5.250%, 2/15/29 8/09 at 101.00 AA- 518,762 8,035 New York State Medical Care Facilities Finance Agency, 8/04 at 101.00 AAA 8,336,714 St. Luke's-Roosevelt Hospital Center, FHA-Insured Mortgage Revenue Bonds, Series 1993A, 5.600%, 8/15/13 8,500 Power Authority of the State of New York, General Revenue 11/10 at 100.00 Aa2 8,620,445 Bonds, Series 2000A, 5.250%, 11/15/40 16 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ NEW YORK (CONTINUED) Dormitory Authority of the State of New York, Revenue Bonds, Mount Sinai NYU Health Obligated Group, Series 2002C: $ 4,350 5.750%, 7/01/13 (Optional put 7/01/05) 2/05 at 100.00 BBB- $ 4,376,927 7,500 6.000%, 7/01/26 2/05 at 100.00 BBB- 7,548,825 2,000 New York State Urban Development Corporation, State 3/13 at 100.00 AA 1,977,280 Personal Income Tax Revenue Bonds, State Facilities and Equipment, Series 2002C-1, 5.000%, 3/15/33 2,500 Port Authority of New York and New Jersey, Special No Opt. Call AAA 2,796,225 Project Bonds, JFK International Air Terminal LLC, Sixth Series 1997, 6.250%, 12/01/10 (Alternative Minimum Tax) - MBIA Insured New York Tobacco Settlement Financing Corporation, Tobacco Settlement Asset-Backed and State Contingency Contract-Backed Bonds, Series 2003A-1: 10,000 5.500%, 6/01/17 6/11 at 100.00 AA- 10,641,100 26,190 5.500%, 6/01/18 6/12 at 100.00 AA- 27,975,110 33,810 5.500%, 6/01/19 6/13 at 100.00 AA- 36,190,224 ------------------------------------------------------------------------------------------------------------------------------------ NORTH CAROLINA - 0.9% 1,500 Charlotte, North Carolina, Certificates of Participation, 6/13 at 100.00 AA+ 1,485,180 Governmental Facilities Projects, Series 2003G, 5.000%, 6/01/33 2,500 North Carolina Eastern Municipal Power Agency, Power System 1/13 at 100.00 BBB 2,417,275 Revenue Refunding Bonds, Series 2003D, 5.125%, 1/01/26 1,105 North Carolina Eastern Municipal Power Agency, Power 1/07 at 102.00 AAA 1,214,285 System Revenue Refunding Bonds, Series 1996A, 5.700%, 1/01/13 - MBIA Insured 10,000 North Carolina Municipal Power Agency 1, Catawba Electric 1/10 at 101.00 BBB+ 10,918,500 Revenue Bonds, Series 1999B, 6.500%, 1/01/20 1,500 North Carolina Infrastructure Finance Corporation, Certificates 2/14 at 100.00 AA+ 1,544,835 of Participation, Correctional Facilities, Series 2004A, 5.000%, 2/01/20 ------------------------------------------------------------------------------------------------------------------------------------ OHIO - 0.2% 3,000 Board of Education, City School District of Columbus, Franklin 6/13 at 100.00 AAA 3,003,120 County, Ohio, General Obligation Bonds, Series 2003, 5.000%, 12/01/31 - FGIC Insured ------------------------------------------------------------------------------------------------------------------------------------ OKLAHOMA - 0.2% 4,450 Central Oklahoma Transportation and Parking Authority, 7/06 at 100.00 AAA 4,689,321 Oklahoma City, Oklahoma, Parking System Revenue Refunding Bonds, Series 1996, 5.250%, 7/01/16 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ OREGON - 0.1% 2,000 Hospital Facility Authority of Clackamas County, Oregon, 5/11 at 101.00 AA 2,055,880 Revenue Refunding Bonds, Legacy Health System, Series 2001, 5.250%, 5/01/21 ------------------------------------------------------------------------------------------------------------------------------------ PENNSYLVANIA - 1.3% 5,955 Pennsylvania Convention Center Authority, Revenue 9/04 at 102.00 BBB 6,152,468 Refunding Bonds, Series 1994A, 6.750%, 9/01/19 3,830 Pennsylvania Housing Finance Agency, Single Family Mortgage 10/04 at 101.00 AA+ 3,913,226 Revenue Bonds, Series 1993-36, 5.450%, 10/01/14 4,500 Pennsylvania Higher Educational Facilities Authority, Revenue 7/08 at 100.00 AA 4,371,030 Bonds, University of Pennsylvania, Series 1998, 4.500%, 7/15/21 10,075 State Public School Building Authority, Pennsylvania, Lease 6/13 at 100.00 AAA 10,036,312 Revenue Bonds, Philadelphia School District Project, Series 2003, 5.000%, 6/01/33 - FSA Insured ------------------------------------------------------------------------------------------------------------------------------------ PUERTO RICO - 0.9% 10,000 Puerto Rico Infrastructure Financing Authority, Special 10/10 at 101.00 AAA 10,699,100 Obligation Bonds, Series 2000A, 5.500%, 10/01/40 5,450 Puerto Rico Industrial, Tourist, Educational, Medical and 6/10 at 101.00 Baa3 5,690,182 Environmental Control Facilities Financing Authority, Cogeneration Facility Revenue Bonds, Series 2000A, 6.625%, 6/01/26 (Alternative Minimum Tax) 17 Nuveen Municipal Value Fund, Inc. (NUV) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ RHODE ISLAND - 1.1% $ 6,250 Rhode Island Health and Educational Building Corporation, 5/07 at 102.00 AAA $ 6,309,000 Hospital Financing Revenue Bonds, Lifespan Obligated Group Issue, Series 1996, 5.250%, 5/15/26 - MBIA Insured 16,000 Rhode Island Tobacco Settlement Financing Corporation, 6/12 at 100.00 BBB 13,874,560 Tobacco Settlement Asset-Backed Bonds, Series 2002A, 6.250%, 6/01/42 ------------------------------------------------------------------------------------------------------------------------------------ SOUTH CAROLINA - 2.6% 7,000 Dorchester County School District No. 2, South Carolina, 12/14 at 100.00 A 6,888,350 Installment Purchase Revenue Bonds, Series 2004, 5.250%, 12/01/29 13,000 Piedmont Municipal Power Agency, South Carolina, Electric 7/04 at 100.00 BBB- 12,141,350 Revenue Refunding Bonds, Series 1986, 5.000%, 1/01/25 20,750 South Carolina JOBS Economic Development Authority, Revenue 11/12 at 100.00 A- 20,468,008 Bonds, Bon Secours Health System, Inc., Series 2002A, 5.625%, 11/15/30 8,000 South Carolina JOBS Economic Development Authority, 12/10 at 102.00 BBB*** 9,861,920 Hospital Revenue Bonds, Palmetto Health Alliance, Series 2000A, 7.375%, 12/15/21 (Pre-refunded to 12/15/10) ------------------------------------------------------------------------------------------------------------------------------------ TEXAS - 5.5% 13,000 Alliance Airport Authority, Inc., Texas, Special Facilities 6/04 at 100.00 CCC 9,416,550 Revenue Bonds, American Airlines, Inc. Project, Series 1990, 7.500%, 12/01/29 (Alternative Minimum Tax) 1,900 Alliance Airport Authority, Inc., Texas, Special Facilities 4/06 at 102.00 BBB 2,000,339 Revenue Bonds, Federal Express Corporation Project, Series 1996, 6.375%, 4/01/21 (Alternative Minimum Tax) 24,265 Austin, Texas, Combined Utility System Revenue Refunding No Opt. Call AAA 32,246,729 Bonds, Series 1992A, 12.500%, - 11/15/07 - MBIA Insured 5,110 Brazos River Authority, Texas, Pollution Control Revenue 4/13 at 101.00 BBB 5,839,759 Refunding Bonds, TXU Electric Company Project, Series 1999C, 7.700%, 3/01/32 (Alternative Minimum Tax) 710 Corpus Christi Housing Finance Corporation, Texas, Single 7/04 at 100.00 AAA 713,500 Family Mortgage Senior Revenue Refunding Bonds, Series 1991A, 7.700%, 7/01/11 - MBIA Insured 2,700 Harris County-Houston Sports Authority, Texas, Senior Lien 11/11 at 100.00 AAA 2,741,067 Revenue Bonds, Series 2001G, 5.250%, 11/15/30 - MBIA Insured 10,045 Houston, Texas, Airport System Subordinate Lien Revenue 7/10 at 100.00 AAA 10,945,333 Bonds, Series 2000A, 5.875%, 7/01/16 (Alternative Minimum Tax) - FSA Insured 23,565 Houston, Texas, Hotel Occupancy Tax and Special Revenue No Opt. Call AAA 5,681,757 Bonds, Convention Project, Series 2001B, 0.000%, 9/01/29 - AMBAC Insured Irving Independent School District, Texas, Unlimited Tax School Building Bonds, Series 1997: 5,685 0.000%, 2/15/10 No Opt. Call AAA 4,581,257 3,470 0.000%, 2/15/11 No Opt. Call AAA 2,641,052 22,060 Leander Independent School District, Williamson & Travis 8/09 at 31.45 AAA 5,551,399 Counties, Texas, Unlimited Tax School Building and Refunding Bonds, Series 2000, 0.000%, 8/15/27 6,000 Matagorda County Navagation District No. 1, Texas, Revenue No Opt. Call BBB- 6,513,960 Bonds, Reliant Energy, Inc., Series 1999C, 8.000%, 5/01/29 (Mandatory put 4/01/08) 3,250 Midland, Texas, Tax and Limited Pledge Revenue Bonds, 3/10 at 100.00 AAA 3,623,003 Certificates of Obligation, Series 2000, 6.100%, 3/01/27 - FGIC Insured 5,000 Port Corpus Christi Industrial Development Corporation, 5/07 at 102.00 BB- 5,213,050 Texas, Environmental Facilities Revenue Bonds, CITGO Petroleum Corporation, Series 2003, 8.250%, 11/01/31 (Alternative Minimum Tax) 5,000 Port Corpus Christi Industrial Development Corporation, 4/08 at 102.00 BBB 5,087,850 Texas, Revenue Refunding Bonds, Valero Refining and Marketing Company Project, Series 1997A, 5.400%, 4/01/18 2,000 Sabine River Authority, Texas, Pollution Control Revenue 7/13 at 101.00 BBB 2,027,420 Refunding Bonds, TXU Electric Company, Series 2003A, 5.800%, 7/01/22 18 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ UTAH - 1.6% $ 12,000 Intermountain Power Agency, Utah, Power Supply Revenue 7/06 at 102.00 A+ $ 12,095,640 Refunding Bonds, Series 1996D, 5.000%, 7/01/21 5,000 Intermountain Power Agency, Utah, Power Supply Revenue 7/07 at 102.00 AAA 5,504,350 Refunding Bonds, Series 1997B, 5.750%, 7/01/19 - MBIA Insured 8,845 Intermountain Power Agency, Utah, Power Supply Revenue 7/04 at 101.00 A+*** 9,051,265 Refunding Bonds, Series 1993A, 5.500%, 7/01/20 3,475 Utah Housing Finance Agency, Single Family Mortgage Bonds, 1/10 at 101.50 AAA 3,476,911 Series 1998G-2, Class I, 5.200%, 7/01/30 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ VIRGIN ISLANDS - 0.1% 2,500 Virgin Islands Public Finance Authority, Refinery Revenue 10/14 at 100.00 BBB- 2,598,625 Bonds, Hovensa LLC Project, Series 2003, 6.125%, 7/01/22 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ VIRGINIA - 0.2% 3,245 Virginia Housing Development Authority, Multifamily Housing 1/08 at 102.00 AA+ 3,388,332 Bonds, Series 1997E, 5.600%, 11/01/17 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ WASHINGTON - 2.6% 12,500 Energy Northwest, Washington, Electric Revenue Refunding 7/12 at 100.00 AAA 14,047,125 Bonds, Columbia Generating Station, Series 2002B, 6.000%, 7/01/18 - AMBAC Insured 4,000 Energy Northwest, Washington, Electric Revenue Refunding 7/13 at 100.00 Aaa 4,352,400 Bonds, Nuclear Project 3, Series 2003A, 5.500%, 7/01/17 3,700 Washington State Tobacco Settlement Authority, Tobacco 6/13 at 100.00 BBB 3,430,122 Settlement Asset-Backed Revenue Bonds, Series 2002, 6.625%, 6/01/32 Washington, Motor Vehicle Fuel Tax General Obligation Bonds, Series 2002-03C: 7,000 0.000%, 6/01/29 - MBIA Insured No Opt. Call AAA 1,707,090 16,195 0.000%, 6/01/30 - MBIA Insured No Opt. Call AAA 3,719,182 17,700 Washington Public Power Supply System, Revenue Refunding 7/04 at 102.00 Aaa 18,158,784 Bonds, Nuclear Project 2, Series 1994A, 5.375%, 7/01/10 8,200 Washington Public Power Supply System, Nuclear Project 3 No Opt. Call Aaa 5,052,020 Revenue Refunding Bonds, Series 1989B, 0.000%, 7/01/14 ------------------------------------------------------------------------------------------------------------------------------------ WISCONSIN - 2.0% Badger Tobacco Asset Securitization Corporation, Wisconsin, Tobacco Settlement Asset-Backed Bonds, Series 2002: 4,500 6.125%, 6/01/27 6/12 at 100.00 BBB 4,185,405 10,610 6.375%, 6/01/32 6/12 at 100.00 BBB 9,542,630 6,000 Milwaukee Redevelopment Authority, Wisconsin, Lease 8/13 at 100.00 AAA 6,160,560 Revenue Bonds, Public Schools, Series 2003A, 5.125%, 8/01/22 - AMBAC Insured 11,800 Wisconsin Health and Educational Facilities Authority, Revenue 8/07 at 102.00 AAA 11,906,903 Bonds, Aurora Health Care, Inc., Series 1997, 5.250%, 8/15/27 - MBIA Insured 6,000 Wisconsin Health and Educational Facilities Authority, 9/13 at 100.00 A- 6,025,080 Revenue Bonds, Franciscan Sisters of Christian Charity HealthCare Ministry, Series 2003A, 5.875%, 9/01/33 ------------------------------------------------------------------------------------------------------------------------------------ $ 2,152,034 Total Long-Term Investments (cost $1,804,824,578) - 97.7% 1,868,602,481 =============----------------------------------------------------------------------------------------------------------------------- 19 Nuveen Municipal Value Fund, Inc. (NUV) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL MARKET AMOUNT (000) DESCRIPTION RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ SHORT-TERM INVESTMENTS - 0.1% $ 1,000 Chester County Industrial Development Authority, Pennsylvania, VMIG-1 $ 1,000,000 Archdiocese of Philadelphia, Variable Rate Demand Revenue Bonds, Series 2001, 1.100%, 7/01/31+ ------------------------------------------------------------------------------------------------------------------------------------ $ 1,000 Total Short-Term Investments (cost $1,000,000) 1,000,000 =============----------------------------------------------------------------------------------------------------------------------- Total Investments (cost $1,805,824,578) - 97.8% 1,869,602,481 -------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 2.2% 42,786,925 -------------------------------------------------------------------------------------------------------------------- Net Assets - 100% $1,912,389,406 ==================================================================================================================== * Optional Call Provisions: Dates (month and year) and prices of the earliest optional call or redemption. There may be other call provisions at varying prices at later dates. ** Ratings: Using the higher of Standard & Poor's or Moody's rating. *** Securities are backed by an escrow or trust containing sufficient U.S. Government or U.S. Government agency securities which ensures the timely payment of principal and interest. Such securities are normally considered to be equivalent to AAA rated securities. N/R Investment is not rated. (WI) Security purchased on a when-issued basis. + 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. 20 Nuveen Municipal Income Fund, Inc. (NMI) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ ALABAMA - 0.8% $ 690 Phenix City, Alabama, Industrial Development Board, 5/12 at 100.00 BBB $ 715,889 Environmental Improvement Revenue Bonds, MeadWestvaco Project, Series 2002A, 6.350%, 5/15/35 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ CALIFORNIA - 15.9% 5,530 Adelanto School District, San Bernardino County, California, No Opt. Call AAA 2,113,511 General Obligation Bonds, Series 1997A, 0.000%, 9/01/22 - MBIA Insured Brea Olinda Unified School District, California, General Obligation Bonds, Series 1999A: 2,000 0.000%, 8/01/21 - FGIC Insured No Opt. Call AAA 814,540 2,070 0.000%, 8/01/22 - FGIC Insured No Opt. Call AAA 790,367 2,120 0.000%, 8/01/23 - FGIC Insured No Opt. Call AAA 757,858 219 California Pollution Control Financing Authority, Solid 7/07 at 102.00 N/R 39,372 Waste Disposal Revenue Bonds, CanFibre of Riverside Project, Series 1997A, 9.000%, 7/01/19 (Alternative Minimum Tax)# 500 California, General Obligation Bonds, Series 2004, 4/14 at 100.00 Baa1 492,585 5.200%, 4/01/26 3,000 California State Public Works Board, Lease Revenue Bonds, 6/14 at 100.00 Baa2 2,862,600 Department of Mental Health, Coalinga State Hospital, Series 2004A, 5.000%, 6/01/25 1,150 Foothill-Eastern Transportation Corridor Agency, California, 1/07 at 100.00 AAA 1,265,012 Toll Road Revenue Bonds, Series 1995A, 6.000%, 1/01/34 (Pre-refunded to 1/01/07) 3,000 Golden State Tobacco Securitization Corporation, California, 6/13 at 100.00 BBB 2,815,260 Tobacco Settlement Asset-Backed Bonds, Series 2003A-1, 6.750%, 6/01/39 500 Lake Elsinore Public Financing Authority, California, Local 10/13 at 102.00 N/R 478,460 Agency Revenue Refunding Bonds, Series 2003H, 6.375%, 10/01/33 1,000 Vernon, California, Electric System Revenue Bonds, Malburg 4/08 at 100.00 A2 1,015,460 Generating Station Project, Series 2003C, 5.375%, 4/01/18 ------------------------------------------------------------------------------------------------------------------------------------ COLORADO - 4.2% 500 Colorado Educational and Cultural Facilities Authority, 8/11 at 100.00 AAA 584,595 Charter School Revenue Bonds, Peak to Peak Charter School, Series 2001, 7.500%, 8/15/21 (Pre-refunded to 8/15/11) 1,000 Colorado Educational and Cultural Facilities Authority, 6/11 at 100.00 Ba1 1,038,990 Charter School Revenue Bonds, Weld County School District 6 - Frontier Academy, Series 2001, 7.375%, 6/01/31 915 Colorado Educational and Cultural Facilities Authority, Charter 7/12 at 100.00 BBB 871,620 School Revenue Bonds, Douglas County School District RE-1 - DCS Montessori School, Series 2002A, 6.000%, 7/15/22 1,000 Denver City and County, Colorado, Airport System Revenue 11/10 at 100.00 AAA 1,099,370 Refunding Bonds, Series 2000A, 6.000%, 11/15/16 (Alternative Minimum Tax) - AMBAC Insured ------------------------------------------------------------------------------------------------------------------------------------ CONNECTICUT - 6.1% 1,480 Capitol Region Education Council, Connecticut, Revenue 10/05 at 102.00 BBB 1,547,754 Bonds, Series 1995, 6.750%, 10/15/15 2,000 Connecticut Health and Educational Facilities Authority, Revenue 7/06 at 102.00 BBB- 2,053,340 Bonds, University of New Haven, Series 1996D, 6.700%, 7/01/26 500 Eastern Connecticut Resource Recovery Authority, Solid Waste 7/04 at 101.00 BBB 510,800 Revenue Bonds, Wheelabrator Lisbon Project, Series 1993A, 5.500%, 1/01/14 (Alternative Minimum Tax) 965 Williamantic Housing Authority, Connecticut, GNMA 10/05 at 105.00 AAA 1,033,081 Collateralized Mortgage Loan, Multifamily Housing Revenue Bonds, Village Heights Apartments Project, Series 1995A, 8.000%, 10/20/30 ------------------------------------------------------------------------------------------------------------------------------------ FLORIDA - 3.4% 190 Dade County Industrial Development Authority, Florida, Revenue 6/05 at 102.00 N/R 192,778 Bonds, Miami Cerebral Palsy Residential Services, Inc. Project, Series 1995, 8.000%, 6/01/22 2,000 Martin County Industrial Development Authority, Florida, 12/04 at 102.00 BBB- 2,062,320 Industrial Development Revenue Bonds, Indiantown Cogeneration LP Project, Series 1994A, 7.875%, 12/15/25 (Alternative Minimum Tax) 21 Nuveen Municipal Income Fund, Inc. (NMI) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ FLORIDA (CONTINUED) $ 600 Martin County Industrial Development Authority, Florida, 12/04 at 102.00 BBB- $ 618,954 Industrial Development Revenue Refunding Bonds, Indiantown Cogeneration Project, Series 1995B, 8.050%, 12/15/25 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ ILLINOIS - 6.7% 1,565 Chicago, Illinois, Tax Increment Allocation Bonds, Irving/Cicero 1/09 at 100.00 N/R 1,535,265 Redevelopment Project, Series 1998, 7.000%, 1/01/14 Illinois Development Finance Authority, Revenue Bonds, Chicago Charter School Foundation Project, Series 2002A: 500 6.125%, 12/01/22 12/12 at 100.00 BBB 503,845 1,000 6.250%, 12/01/32 12/21 at 100.00 BBB 1,004,870 1,000 Illinois Educational Facilities Authority, Student Housing 5/12 at 101.00 Baa2 1,024,190 Revenue Bonds, Educational Advancement Foundation Fund, University Center Project, Series 2002, 6.250%, 5/01/34 1,850 Joliet Regional Port District, Illinois, Airport Facilities Revenue 7/07 at 103.00 N/R 1,644,595 Bonds, Lewis University Airport, Series 1997A, 7.250%, 7/01/18 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ INDIANA - 4.1% 2,000 Indiana Health Facility Financing Authority, Hospital Revenue 8/12 at 101.00 Baa1 2,045,680 Bonds, Riverview Hospital Project, Series 2002, 6.125%, 8/01/31 1,395 Whitley County, Indiana, Solid Waste and Sewerage Disposal 11/10 at 102.00 N/R 1,408,629 Revenue Bonds, Steel Dynamics, Inc., Series 1998, 7.250%, 11/01/18 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ LOUISIANA - 3.0% 2,000 Louisiana Public Facilities Authority, Extended Care Facilities No Opt. Call BBB 2,532,680 Revenue Bonds, Comm-Care Corporation Project, Series 1994, 11.000%, 2/01/14 ------------------------------------------------------------------------------------------------------------------------------------ MARYLAND - 1.2% 1,000 Maryland Energy Financing Administration, Revenue Bonds, 9/05 at 102.00 N/R 1,012,760 AES Warrior Run Project, Series 1995, 7.400%, 9/01/19 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ MASSACHUSETTS - 2.1% 500 Massachusetts Development Finance Agency, Resource 12/09 at 102.00 BBB 524,145 Recovery Revenue Bonds, Ogden Haverhill, Series 1999A, 6.700%, 12/01/14 (Alternative Minimum Tax) 1,000 Massachusetts Industrial Finance Agency, Resource Recovery No Opt. Call BBB 1,009,010 Remarketed Revenue Refunding Bonds, Ogden Haverhill Project, Series 1992A, 4.850%, 12/01/05 270 Massachusetts Industrial Finance Agency, Resource Recovery 12/08 at 102.00 BBB 263,663 Revenue Refunding Bonds, Ogden Haverhill Project, Series 1998A, 5.450%, 12/01/12 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ MICHIGAN - 3.9% 1,000 Delta County Economic Development Corporation, Michigan, 4/12 at 100.00 BBB 1,037,710 Environmental Improvement Revenue Refunding Bonds, MeadWestvaco Corporation-Escanaba Paper Company Project, Series 2002B, 6.450%, 4/15/23 (Alternative Minimum Tax) 2,150 Michigan State Hospital Finance Authority, Hospital Revenue 1/06 at 102.00 Ba3 1,859,212 Refunding Bonds, Sinai Hospital, Series 1995, 6.625%, 1/01/16 500 Wayne County, Michigan, Special Airport Facilities Revenue 12/05 at 102.00 N/R 449,450 Refunding Bonds, Northwest Airlines, Inc., Series 1995, 6.750%, 12/01/15 ------------------------------------------------------------------------------------------------------------------------------------ MINNESOTA - 1.1% 925 St. Paul Housing and Redevelopment Authority, Minnesota, 5/04 at 102.00 BB 935,656 Hospital Facility Revenue Refunding Bonds, HealthEast, Inc., Series 1993A, 6.625%, 11/01/17 ------------------------------------------------------------------------------------------------------------------------------------ MONTANA - 1.8% 1,500 Montana Board of Investments, Exempt Facility Revenue 7/10 at 101.00 Ba3 1,551,780 Bonds, Stillwater Mining Company Project, Series 2000, 8.000%, 7/01/20 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ NEBRASKA - 1.2% 1,000 Washington County, Nebraska, Wastewater Facilities Revenue 11/12 at 101.00 A+ 1,048,220 Bonds, Cargill, Inc. Project, Series 2002, 5.900%, 11/01/27 (Alternative Minimum Tax) 22 PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ NEW HAMPSHIRE - 0.8% $ 700 New Hampshire Higher Educational and Health Facilities 1/07 at 102.00 BBB- $ 704,963 Authority, Revenue Bonds, New Hampshire College, Series 1997, 6.375%, 1/01/27 ------------------------------------------------------------------------------------------------------------------------------------ NEW YORK - 9.4% 1,455 Cattaraugus County Industrial Development Agency, No Opt. Call N/R 837,731 New York, Revenue Bonds, Laidlaw Energy and Environmental, Inc. Project, Series 1999A, 8.500%, 7/01/21 (Alternative Minimum Tax)## 2,500 New York State Medical Care Facilities Finance Agency, 2/05 at 102.00 AAA 2,657,675 Secured Hospital Revenue Bonds, Brookdale Hospital Medical Center, Series 1995A, 6.800%, 8/15/12 (Pre-refunded to 2/15/05) 4,190 Yates County Industrial Development Agency, New York, Civic 2/11 at 101.00 AA+ 4,451,079 Facility Revenue Bonds, Series 2000A, Soldiers and Sailors Memorial Hospital - FHA-Insured Mortgage, 6.000%, 2/01/41 ------------------------------------------------------------------------------------------------------------------------------------ OHIO - 3.0% 2,500 Ohio Water Development Authority, Solid Waste Disposal 9/09 at 102.00 N/R 2,511,225 Revenue Bonds, Bay Shore Power, Series 1998B, 6.625%, 9/01/20 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ PENNSYLVANIA - 7.1% 1,800 Allegheny County Hospital Development Authority, Pennsylvania, 11/10 at 102.00 B 2,012,400 Revenue Bonds, West Penn Allegheny Health System, Series 2000B, 9.250%, 11/15/30 1,290 Carbon County Industrial Development Authority, Pennsylvania, No Opt. Call BBB- 1,390,762 Resource Recovery Revenue Refunding Bonds, Panther Creek Partners Project, Series 2000, 6.650%, 5/01/10 (Alternative Minimum Tax) 1,000 Pennsylvania Convention Center Authority, Revenue Refunding 9/04 at 102.00 BBB 1,033,160 Bonds, Series 1994A, 6.750%, 9/01/19 1,500 Pennsylvania Economic Development Financing Authority, 12/04 at 102.00 BBB- 1,550,595 Resource Recovery Revenue Bonds, Colver Project, Series 1994D, 7.150%, 12/01/18 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ RHODE ISLAND - 0.5% 500 Rhode Island Tobacco Settlement Financing Corporation, 6/12 at 100.00 BBB 433,580 Tobacco Settlement Asset-Backed Bonds, Series 2002A, 6.250%, 6/01/42 ------------------------------------------------------------------------------------------------------------------------------------ SOUTH CAROLINA - 4.3% 2,500 Greenville County School District, South Carolina, Installment 12/12 at 101.00 AA- 2,719,850 Purchase Revenue Bonds, Series 2002, 5.500%, 12/01/13 1,000 Tobacco Settlement Revenue Management Authority, 5/11 at 101.00 BBB 924,840 South Carolina, Tobacco Settlement Asset-Backed Bonds, Series 2001B, 6.000%, 5/15/22 ------------------------------------------------------------------------------------------------------------------------------------ TENNESSEE - 2.5% 1,000 Knox County Health, Educational and Housing Facilities Board, 4/12 at 101.00 Baa2 1,029,500 Tennessee, Hospital Facilities Revenue Bonds, Baptist Health System of East Tennessee, Inc., Series 2002, 6.375%, 4/15/22 1,000 Shelby County Health, Educational and Housing Facilities 9/12 at 100.00 A- 1,079,580 Board, Tennessee, Hospital Revenue Bonds, Methodist Healthcare, Series 2002, 6.500%, 9/01/26 ------------------------------------------------------------------------------------------------------------------------------------ TEXAS - 8.5% 2,000 Gulf Coast Waste Disposal Authority, Texas, Sewage and 4/12 at 100.00 A+ 2,076,040 Solid Waste Disposal Revenue Bonds, Anheuser Busch Company Project, Series 2002, 5.900%, 4/01/36 (Alternative Minimum Tax) 290 Hidalgo County Housing Finance Corporation, Texas, 10/04 at 102.00 Aaa 292,658 GNMA/FNMA Collateralized Single Family Mortgage Revenue Bonds, Series 1994A, 7.000%, 10/01/27 (Alternative Minimum Tax) 2,000 Matagorda County Navigation District 1, Texas, Collateralized 10/13 at 101.00 AAA 1,929,440 Revenue Refunding Bonds, Houston Light and Power Company Project, Series 1995, 4.000%, 10/15/15 - MBIA Insured 2,000 Weslaco Health Facilities Development Corporation, Texas, 6/12 at 100.00 BBB+ 2,045,020 Hospital Revenue Bonds, Knapp Medical Center Project, Series 2002, 6.250%, 6/01/25 West Independent School District, McLennan and Hill Counties, Texas, General Obligation Refunding Bonds, Series 1998: 1,000 0.000%, 8/15/25 8/13 at 51.84 AAA 298,720 1,000 0.000%, 8/15/26 8/13 at 49.08 AAA 279,810 1,000 0.000%, 8/15/27 8/13 at 46.47 AAA 262,840 23 Nuveen Municipal Income Fund, Inc. (NMI) (continued) Portfolio of INVESTMENTS April 30, 2004 (Unaudited) PRINCIPAL OPTIONAL CALL MARKET AMOUNT (000) DESCRIPTION PROVISIONS* RATINGS** VALUE ------------------------------------------------------------------------------------------------------------------------------------ VIRGINIA - 3.1% $ 1,000 Chesterfield County Industrial Development Authority, 11/10 at 102.00 A3 $ 1,067,290 Virginia, Pollution Control Revenue Bonds, Virginia Electric and Power Company, Series 1987A, 5.875%, 6/01/17 1,500 Mecklenburg County Industrial Development Authority, 10/12 at 100.00 BBB- 1,523,700 Virginia, Exempt Facility Revenue Refunding Bonds, UAE LP Project, Series 2002, 6.500%, 10/15/17 (Alternative Minimum Tax) ------------------------------------------------------------------------------------------------------------------------------------ WEST VIRGINIA - 2.3% 2,000 Mason County, West Virginia, Pollution Control Revenue 10/11 at 100.00 BBB 1,985,040 Bonds, Appalachian Power Company Project, Series 2003L, 5.500%, 10/01/22 ------------------------------------------------------------------------------------------------------------------------------------ WISCONSIN - 1.2% 1,000 Wisconsin Health and Educational Facilities Authority, Revenue 10/11 at 100.00 BBB 1,007,300 Bonds, Carroll College, Inc., Series 2001, 6.250%, 10/01/21 ------------------------------------------------------------------------------------------------------------------------------------ $ 91,809 Total Long-Term Investments (cost $81,552,900) - 98.2% 83,270,674 =============----------------------------------------------------------------------------------------------------------------------- Other Assets Less Liabilities - 1.8% 1,521,674 -------------------------------------------------------------------------------------------------------------------- Net Assets - 100% $ 84,792,348 ==================================================================================================================== * Optional Call Provisions: Dates (month and year) and prices of the earliest optional call or redemption. There may be other call provisions at varying prices at later dates. ** Ratings: Using the higher of Standard & Poor's or Moody's rating. N/R Investment is not rated. # Non-income producing security. On January 1, 2002, CFR Holdings, Inc. (an entity formed by Nuveen for the benefit of the Nuveen Funds owning various interests in CanFibre of Riverside) took possession of the CanFibre of Riverside assets on behalf of the various Nuveen Funds. CFR Holdings, Inc. determined that a sale of the facility was in the best interest of shareholders and proceeded accordingly. ## Non-income producing security. Subsequent to the reporting period, the Fund sold its position in the security. See accompanying notes to financial statements. 24 Statement of ASSETS AND LIABILITIES April 30, 2004 (Unaudited) MUNICIPAL VALUE MUNICIPAL INCOME (NUV) (NMI) ------------------------------------------------------------------------------------------------------------------------------------ ASSETS Investments, at market value (cost $1,805,824,578 and $81,552,900, respectively) $1,869,602,481 $83,270,674 Cash 88,749 49,629 Receivables: Interest 34,094,670 1,423,699 Investments sold 18,511,037 110,000 Other assets 71,668 6,914 ------------------------------------------------------------------------------------------------------------------------------------ Total assets 1,922,368,605 84,860,916 ------------------------------------------------------------------------------------------------------------------------------------ LIABILITIES Payable for investments purchased 8,500,000 -- Accrued expenses: Management fees 860,796 45,550 Other 618,403 23,018 ------------------------------------------------------------------------------------------------------------------------------------ Total liabilities 9,979,199 68,568 ------------------------------------------------------------------------------------------------------------------------------------ Net assets $1,912,389,406 $84,792,348 ==================================================================================================================================== Shares outstanding 194,959,520 8,113,876 ==================================================================================================================================== Net asset value per share outstanding (net assets divided by shares outstanding) $ 9.81 $ 10.45 ==================================================================================================================================== NET ASSETS CONSIST OF: ------------------------------------------------------------------------------------------------------------------------------------ Shares, $.01 par value per share $ 1,949,595 $ 81,139 Paid-in surplus 1,837,694,558 90,828,586 Undistributed (Over-distribution of) net investment income 3,410,598 (185,494) Accumulated net realized gain (loss) from investments 5,556,752 (7,649,657) Net unrealized appreciation of investments 63,777,903 1,717,774 ------------------------------------------------------------------------------------------------------------------------------------ Net assets $1,912,389,406 $84,792,348 ==================================================================================================================================== Authorized shares 350,000,000 200,000,000 ==================================================================================================================================== See accompanying notes to financial statements. 25 Statement of OPERATIONS Six Months Ended April 30, 2004 (Unaudited) MUNICIPAL VALUE MUNICIPAL INCOME (NUV) (NMI) ------------------------------------------------------------------------------------------------------------------------------------ INVESTMENT INCOME $ 52,562,602 $2,623,416 ------------------------------------------------------------------------------------------------------------------------------------ EXPENSES Management fees 5,239,054 277,283 Shareholders' servicing agent fees and expenses 275,352 14,796 Custodian's fees and expenses 185,090 11,971 Directors' fees and expenses 12,351 980 Professional fees 52,925 31,489 Shareholders' reports - printing and mailing expenses 114,285 9,679 Stock exchange listing fees 36,038 5,526 Investor relations expense 80,337 5,011 Other expenses 39,436 3,705 ------------------------------------------------------------------------------------------------------------------------------------ Total expenses before custodian fee credit 6,034,868 360,440 Custodian fee credit (16,217) (2,039) ------------------------------------------------------------------------------------------------------------------------------------ Net expenses 6,018,651 358,401 ------------------------------------------------------------------------------------------------------------------------------------ Net investment income 46,543,951 2,265,015 ------------------------------------------------------------------------------------------------------------------------------------ REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS Net realized gain (loss) from investments 5,690,401 (479,371) Change in net unrealized appreciation (depreciation) of investments (11,266,926) 690,349 ------------------------------------------------------------------------------------------------------------------------------------ Net gain (loss) from investments (5,576,525) 210,978 ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets from operations $ 40,967,426 $2,475,993 ==================================================================================================================================== See accompanying notes to financial statements. 26 Statement of CHANGES IN NET ASSETS (Unaudited) MUNICIPAL VALUE (NUV) MUNICIPAL INCOME (NMI) ------------------------------------- ------------------------------------- SIX MONTHS ENDED YEAR ENDED SIX MONTHS ENDED YEAR ENDED 4/30/04 10/31/03 4/30/04 10/31/03 ------------------------------------------------------------------------------------------------------------------------------------ OPERATIONS Net investment income $ 46,543,951 $ 96,451,985 $ 2,265,015 $ 4,392,430 Net realized gain (loss) from investment transactions 5,690,401 12,292,008 (479,371) (7,054,148) Change in net unrealized appreciation (depreciation) of investments (11,266,926) (15,927,673) 690,349 5,775,847 ------------------------------------------------------------------------------------------------------------------------------------ Net increase in net assets from operations 40,967,426 92,816,320 2,475,993 3,114,129 ------------------------------------------------------------------------------------------------------------------------------------ DISTRIBUTIONS TO SHAREHOLDERS From net investment income (50,433,613) (96,727,379) (2,174,519) (4,747,653) From accumulated net realized gains from investment transactions (12,577,331) (8,063,396) -- -- ------------------------------------------------------------------------------------------------------------------------------------ Decrease in net assets from distributions to shareholders (63,010,944) (104,790,775) (2,174,519) (4,747,653) ------------------------------------------------------------------------------------------------------------------------------------ CAPITAL SHARE TRANSACTIONS Net proceeds from shares issued to shareholders due to reinvestment of distributions -- -- -- 227,854 ------------------------------------------------------------------------------------------------------------------------------------ Net increase (decrease) in net assets (22,043,518) (11,974,455) 301,474 (1,405,670) Net assets at the beginning of period 1,934,432,924 1,946,407,379 84,490,874 85,896,544 ------------------------------------------------------------------------------------------------------------------------------------ Net assets at the end of period 1,912,389,406 1,934,432,924 84,792,348 84,490,874 ==================================================================================================================================== Undistributed (Over-distribution of) net investment income at the end of period $ 3,410,598 $ 7,300,260 $ (185,494) $ (275,990) ==================================================================================================================================== See accompanying notes to financial statements. 27 Notes to FINANCIAL STATEMENTS (Unaudited) 1. GENERAL INFORMATION AND SIGNIFICANT ACCOUNTING POLICIES The National Funds (the "Funds") covered in this report and their corresponding Common share New York Stock Exchange symbols are Nuveen Municipal Value Fund, Inc. (NUV) and Nuveen Municipal Income Fund, Inc. (NMI). The Funds are registered under the Investment Company Act of 1940, as amended, as closed-end, diversified management investment companies. Each Fund seeks to provide current income exempt from regular federal income tax by investing primarily in a diversified portfolio of municipal obligations issued by state and local government authorities. 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 The prices of municipal bonds in each Fund's investment portfolio are provided by a pricing service approved by the Fund's Board of Directors. When price quotes are not readily available (which is usually the case for municipal securities), the pricing service establishes fair market value based on yields or prices of municipal bonds of comparable quality, type of issue, coupon, maturity and rating, indications of value from securities dealers, evaluations of anticipated cash flows or collateral and general market conditions. If it is determined that market prices for a security are unavailable or inappropriate, the Board of Directors of the Funds, or its designee, may establish a fair value for the security. Temporary investments in securities that have variable rate and demand features qualifying them as short-term securities are valued at amortized cost, which approximates market value. 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. The securities so purchased are subject to market fluctuation during this period. The Funds have instructed the custodian to segregate assets with a current value at least equal to the amount of the when-issued and delayed delivery purchase commitments. At April 30, 2004, Municipal Value (NUV)had an outstanding when-issued purchase commitment of $8,500,000. There were no such outstanding purchase commitments in Municipal Income (NMI). Investment Income Interest income, which includes the amortization of premiums and accretion of discounts for financial reporting purposes, is recorded on an accrual basis. Professional Fees Professional fees presented in the Statement of Operations consist of legal fees incurred in the normal course of operations, audit fees, tax consulting fees and, in some cases, workout expenditures. Workout expenditures are incurred in an attempt to protect or enhance an investment, or to pursue other claims or legal actions on behalf of the Fund's shareholders. Federal Income Taxes Each Fund is a separate taxpayer for federal income tax purposes. Each Fund intends to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its net investment income to its shareholders. 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, to retain such tax-exempt status when distributed to shareholders of the Funds. 28 Dividends and Distributions to Shareholders Dividends from tax-exempt net investment income are declared monthly. Net realized capital gains and/or market discount from investment transactions, if any, are distributed to shareholders not less frequently than annually. Furthermore, capital gains are distributed only to the extent they exceed available capital loss carryforwards. Distributions to shareholders of tax-exempt net investment income, net realized capital gains and/or market discount, if any, are recorded on the ex-dividend date. The amount and timing of distributions are determined in accordance with federal income tax regulations, which may differ from accounting principles generally accepted in the United States. Derivative Financial Instruments The Funds may invest 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 six months ended April 30, 2004. Custodian Fee Credit Each Fund has an arrangement with the custodian bank whereby certain 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. Indemnifications Under the Funds' organizational documents, its Officers and Directors/Trustees are indemnified against certain liabilities arising out of the performance of their duties to the Funds. In addition, in the normal course of business, the Funds enter into contracts that provide general indemnifications to other parties. The Funds' maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred. 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. FUND SHARES Transactions in shares were as follows: MUNICIPAL VALUE (NUV) MUNICIPAL INCOME (NMI) ----------------------- ----------------------- SIX MONTHS YEAR SIX MONTHS YEAR ENDED ENDED ENDED ENDED 4/30/04 10/31/03 4/30/04 10/31/03 ------------------------------------------------------------------------------------ Shares issued to shareholders due to reinvestment of distributions -- -- -- 20,892 ==================================================================================== 29 Notes to FINANCIAL STATEMENTS (Unaudited) (continued) 3. SECURITIES TRANSACTIONS Purchases and sales (including maturities) of investments in long-term municipal securities during the six months ended April 30, 2004, were as follows: MUNICIPAL MUNICIPAL VALUE (NUV) INCOME (NMI) -------------------------------------------------------------------------------- Purchases $110,700,688 $10,207,225 Sales and maturities 110,051,435 9,339,789 ================================================================================ 4. INCOME TAX INFORMATION The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recognizing income on taxable market discount securities and timing differences in recognizing certain gains and losses on security transactions. At April 30, 2004, the cost of investments were as follows: MUNICIPAL MUNICIPAL VALUE (NUV) INCOME (NMI) -------------------------------------------------------------------------------- Cost of investments $1,802,122,325 $81,504,700 ================================================================================ Gross unrealized appreciation and gross unrealized depreciation of investments at April 30, 2004, were as follows: MUNICIPAL MUNICIPAL VALUE (NUV) INCOME (NMI) -------------------------------------------------------------------------------- Gross unrealized: Appreciation $100,594,260 $ 3,534,825 Depreciation (33,114,104) (1,768,851) -------------------------------------------------------------------------------- Net unrealized appreciation of investments $ 67,480,156 $ 1,765,974 ================================================================================ 30 The tax components of undistributed net investment income and net realized gains at October 31, 2003, the Funds' last fiscal year end, were as follows: MUNICIPAL MUNICIPAL VALUE (NUV) INCOME (NMI) -------------------------------------------------------------------------------- Undistributed net tax-exempt income $ 7,076,676 $ -- Undistributed net ordinary income * 3,630,014 -- Undistributed net long-term capital gains 12,590,238 -- ================================================================================ * Net ordinary income consists of taxable market discount income and net short-term capital gains, if any. The tax character of distributions paid during the fiscal year ended October 31, 2003, the Funds' last fiscal year end, was designated for purposes of the dividends paid deduction as follows: MUNICIPAL MUNICIPAL VALUE (NUV) INCOME (NMI) -------------------------------------------------------------------------------- Distributions from net tax-exempt income $97,187,351 $4,645,020 Distributions from net ordinary income * 175,464 142,072 Distributions from net long-term capital gains 7,915,360 -- ================================================================================ * Net ordinary income consists of taxable market discount income and net short-term capital gains, if any. At October 31, 2003, the Funds' last fiscal year end, Municipal Income (NMI) has an unused capital loss carryforward of $7,121,501, available to be applied against future capital gains, if any. If not applied, $116,138 and $7,005,363 of the carryforward will expire in the years 2008 and 2011, respectively. 5. MANAGEMENT FEES AND OTHER TRANSACTIONS WITH AFFILIATES Under Municipal Value's (NUV) investment management agreement with Nuveen Advisory Corp. (the "Adviser"), a wholly owned subsidiary of Nuveen Investments, Inc., the Fund pays an annual management fee, payable monthly, at the rates set forth below, which are based upon the average daily net assets of the Fund as follows: AVERAGE DAILY NET ASSETS MUNICIPAL VALUE (NUV) -------------------------------------------------------------------------------- For the first $500 million .3500% For the next $500 million .3250 For net assets over $1 billion .3000 ================================================================================ In addition, Municipal Value (NUV) pays an annual management fee, payable monthly, based on gross interest income as follows: GROSS INTEREST INCOME MUNICIPAL VALUE (NUV) -------------------------------------------------------------------------------- For the first $50 million 4.125% For the next $50 million 4.000 For gross income over $100 million 3.875 ================================================================================ 31 Notes to FINANCIAL STATEMENTS (Unaudited) (continued) Under Municipal Income's (NMI) investment management agreement with the Adviser, the Fund pays an annual management fee, payable monthly, at the rates set forth below, which are based upon the average daily net assets of the Fund as follows: AVERAGE DAILY NET ASSETS MUNICIPAL INCOME (NMI) -------------------------------------------------------------------------------- For the first $125 million .6500% For the next $125 million .6375 For the next $250 million .6250 For the next $500 million .6125 For the next $1 billion .6000 For the next $3 billion .5875 For net assets over $5 billion .5750 ================================================================================ 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 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. As approved by the Board of Directors, a complex-wide fee schedule for all Funds managed by the Adviser and its affiliates will go into effect on August 1, 2004. This complex-wide fee schedule is expected to marginally decrease the rate at which management fees are to be paid by the Funds. Under no circumstances will the complex-wide fee schedule result in an increase in the rate at which management fees would be paid by the Funds if the complex-wide fee schedule were not implemented. 6. INVESTMENT COMPOSITION At April 30, 2004, the revenue sources by municipal purpose, expressed as a percent of total investments, were as follows: MUNICIPAL MUNICIPAL VALUE (NUV) INCOME (NMI) -------------------------------------------------------------------------------- Consumer Staples 5% 8% Education and Civic Organizations 3 6 Healthcare 20 19 Housing/Multifamily 1 1 Housing/Single Family 1 -- Long-Term Care 1 3 Materials 1 7 Tax Obligation/General 11 7 Tax Obligation/Limited 21 16 Transportation 10 4 U.S. Guaranteed 8 5 Utilities 14 24 Water and Sewer 4 -- -------------------------------------------------------------------------------- 100% 100% ================================================================================ Certain investments owned by the Funds are either covered by insurance issued by several private insurers or are backed by an escrow or trust containing U.S. Government or U.S. Government agency securities, both of which ensure the timely payment of principal and interest in the event of default (46% for Municipal Value (NUV) and 14% for Municipal Income (NMI)). Such insurance or escrow, however, does not guarantee the market value of the municipal securities or the value of the Funds' shares. For additional information regarding each investment security, refer to the Portfolio of Investments of each Fund. 32 7. SUBSEQUENT EVENT - DISTRIBUTIONS TO SHAREHOLDERS The Funds declared dividend distributions from their tax-exempt net investment income which were paid on June 1, 2004, to shareholders of record on May 15, 2004, as follows: MUNICIPAL MUNICIPAL VALUE (NUV) INCOME (NMI) -------------------------------------------------------------------------------- Dividend per share $.0400 $.0440 ================================================================================ 33 Financial HIGHLIGHTS (Unaudited) Selected data for a share outstanding throughout each period: Investment Operations Less Distributions ------------------------------------ ------------------------------- Net Realized/ Beginning Net Unrealized Net Ending Net Asset Investment Investment Investment Capital Net Asset Value Income Gain (Loss) Total Income Gains Total Value ====================================================================================================================== MUNICIPAL VALUE (NUV) ---------------------------------------------------------------------------------------------------------------------- Year Ended 10/31: 2004(a) $ 9.92 $.24 $(.03) $ .21 $(.26) $(.06) $(.32) $ 9.81 2003 9.98 .49 (.01) .48 (.50) (.04) (.54) 9.92 2002 10.17 .51 (.18) .33 (.51) (.01) (.52) 9.98 2001 9.77 .51 .42 .93 (.51) (.02) (.53) 10.17 2000 9.48 .52 .28 .80 (.51) -- (.51) 9.77 1999 10.37 .51 (.80) (.29) (.51) (.09) (.60) 9.48 MUNICIPAL INCOME (NMI) ---------------------------------------------------------------------------------------------------------------------- Year Ended 10/31: 2004(a) 10.41 .28 .03 .31 (.27) -- (.27) 10.45 2003 10.61 .54 (.15) .39 (.59) -- (.59) 10.41 2002 10.92 .61 (.30) .31 (.62) -- (.62) 10.61 2001 11.01 .67 (.06) .61 (.70) -- (.70) 10.92 2000 11.43 .70 (.36) .34 (.70) (.06) (.76) 11.01 1999 12.10 .70 (.61) .09 (.69) (.07) (.76) 11.43 ====================================================================================================================== Total Returns ------------------------------- Ending Based on Based on Net Market Value Market Value+ Asset Value+ ============================================================================ MUNICIPAL VALUE (NUV) ---------------------------------------------------------------------------- Year Ended 10/31: 2004(a) $ 8.8400 .33% 2.12% 2003 9.1200 3.66 4.90 2002 9.3200 3.80 3.32 2001 9.4800 17.32 9.77 2000 8.5625 5.46 8.71 1999 8.6250 (7.50) (2.94) MUNICIPAL INCOME (NMI) ---------------------------------------------------------------------------- Year Ended 10/31: 2004(a) 9.7300 3.67 2.96 2003 9.6400 3.02 3.71 2002 9.9000 (11.93) 2.87 2001 11.9000 12.24 5.68 2000 11.2500 9.45 3.02 1999 11.0000 (5.77) .74 ============================================================================ Ratios/Supplemental Data -------------------------------------------------------------------------------------------- Before Credit After Credit** ---------------------------- ---------------------------- Ratio of Net Ratio of Net Ratio of Investment Ratio of Investment Ending Expenses Income to Expenses Income to Portfolio Net Assets to Average Average to Average Average Turnover (000) Net Assets Net Assets Net Assets Net Assets Rate ====================================================================================================================== MUNICIPAL VALUE (NUV) ---------------------------------------------------------------------------------------------------------------------- Year Ended 10/31: 2004(a) $1,912,389 .62%* 4.77%* .62%* 4.77%* 6% 2003 1,934,433 .64 4.97 .64 4.97 36 2002 1,946,407 .65 5.07 .65 5.08 13 2001 1,982,139 .65 5.09 .64 5.10 10 2000 1,903,967 .65 5.44 .64 5.44 17 1999 1,847,333 .65 5.09 .65 5.10 13 MUNICIPAL INCOME (NMI) ---------------------------------------------------------------------------------------------------------------------- Year Ended 10/31: 2004(a) 84,792 .84* 5.29* .84* 5.29* 11 2003 84,491 1.12 5.14 1.12 5.14 10 2002 85,897 .91 5.62 .90 5.64 36 2001 88,089 .83 6.14 .83 6.15 11 2000 88,214 .80 6.20 .77 6.23 6 1999 91,123 .82 5.88 .82 5.89 31 ====================================================================================================================== * Annualized. ** After custodian fee credit, where applicable. + Total Investment Return on Market Value is the combination of reinvested dividend income, reinvested capital gains distributions, if any, and changes in stock price per share. Total Return on Net Asset Value is the combination of reinvested dividend income at net asset value, reinvested capital gains distributions at net asset value, if any, and changes in net asset value per share. Total returns are not annualized. (a) For the six months ended April 30, 2004. See accompanying notes to financial statements. 34-35 spread Build Your Wealth AUTOMATICALLY Sidebar text: NUVEEN MAKES REINVESTING EASY. A PHONE CALL IS ALL IT TAKES TO SET UP YOUR REINVESTMENT ACCOUNT. NUVEEN CLOSED-END EXCHANGE-TRADED FUNDS DIVIDEND REINVESTMENT PLAN Your Nuveen Closed-End Exchange-Traded Fund allows you to conveniently reinvest dividends and/or capital gains distributions in additional fund shares. By choosing to reinvest, you'll be able to invest money regularly and automatically, and watch your investment grow through the power of tax-free compounding. Just like dividends or distributions in cash, there may be times when income or capital gains taxes may be payable on dividends or distributions that are reinvested. It is important to note that an automatic reinvestment plan does not ensure a profit, nor does it protect you against loss in a declining market. EASY AND CONVENIENT To make recordkeeping easy and convenient, each month you'll receive a statement showing your total dividends and distributions, the date of investment, the shares acquired and the price per share, and the total number of shares you own. HOW SHARES ARE PURCHASED The shares you acquire by reinvesting will either be purchased on the open market or newly issued by the Fund. If the shares are trading at or above net asset value at the time of valuation, the Fund will issue new shares at the then-current market price. If the shares are trading at less than net asset value, shares for your account will be purchased on the open market. Dividends and distributions received to purchase shares in the open market will normally be invested shortly after the dividend payment date. No interest will be paid on dividends and distributions awaiting reinvestment. Because the market price of shares may increase before purchases are completed, the average purchase price per share may exceed the market price at the time of valuation, resulting in the acquisition of fewer shares than if the dividend or distribution had been paid in shares issued by the Fund. A pro rata portion of any applicable brokerage commissions on open market purchases will be paid by Plan participants. These commissions usually will be lower than those charged on individual transactions. FLEXIBILITY You may change your distribution option or withdraw from the Plan at any time, should your needs or situation change. Should you withdraw, you can receive a certificate for all whole shares credited to your reinvestment account and cash payment for fractional shares, or cash payment for all reinvestment account shares, less brokerage commissions and a $2.50 service fee. You can reinvest whether your shares are registered in your name, or in the name of a brokerage firm, bank, or other nominee. Ask your investment advisor if his or her firm will participate on your behalf. Participants whose shares are registered in the name of one firm may not be able to transfer the shares to another firm and continue to participate in the Plan. The Fund reserves the right to amend or terminate the Plan at any time. Although the Fund reserves the right to amend the Plan to include a service charge payable by the participants, there is no direct service charge to participants in the Plan at this time. For more information on the Nuveen Automatic Reinvestment Plan or to enroll in or withdraw from the Plan, speak with your financial advisor or call us at (800) 257-8787. 36 Fund INFORMATION BOARD OF DIRECTORS Robert P. Bremner Lawrence H. Brown Jack B. Evans William C. Hunter Anne E. Impellizzeri* William L. Kissick* Thomas E. Leafstrand* Peter R. Sawers* William J. Schneider Timothy R. Schwertfeger Judith M. Stockdale Sheila W. Wellington* FUND MANAGER Nuveen Advisory Corp. 333 West Wacker Drive Chicago, IL 60606 CUSTODIAN State Street Bank & Trust Boston, MA TRANSFER AGENT AND SHAREHOLDER SERVICES State Street Bank & Trust Nuveen Funds P.O. Box 43071 Providence, RI 02940-3071 (800) 257-8787 LEGAL COUNSEL Chapman and Cutler LLP Chicago, IL INDEPENDENT AUDITORS Ernst & Young LLP Chicago, IL PROXY VOTING POLICIES AND PROCEDURES A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling Nuveen Investments at (800) 257-8787; and (ii) on the Commission's website at http://www.sec.gov. GLOSSARY OF TERMS USED IN THIS REPORT AVERAGE ANNUAL TOTAL RETURN: This is a commonly used method to express an investment's performance over a particular, usually multi-year time period. It expresses the return (including change in NAV and reinvested dividends) that would have been necessary on an annual basis to equal the investment's actual performance over the time period being considered. AVERAGE DURATION: Duration is a measure of a bond or bond fund's sensitivity to changes in interest rates. Generally, the longer a bond or fund's duration, the more the price of the bond or fund will change as interest rates change. AVERAGE EFFECTIVE MATURITY: The average of all the maturities of the bonds in a fund's portfolio, computed by weighting each maturity date (the date the security comes due) by the market value of the security. This figure does not account for the likelihood of prepayments or the exercise of call provisions. LEVERAGE-ADJUSTED DURATION: Duration is a measure of a bond or bond fund's sensitivity to changes in interest rates. Generally, the longer a bond or fund's duration, the more the price of the bond or fund will change as interest rates change. Leverage-adjusted duration takes into account the leveraging process for a Fund and therefore is generally longer than the duration of the actual portfolio of individual bonds that make up the Fund. MARKET YIELD (ALSO KNOWN AS DIVIDEND YIELD OR CURRENT YIELD): An investment's current annualized dividend divided by its current market price. NET ASSET VALUE (NAV): A fund's NAV is calculated by subtracting the liabilities of the fund from its total assets and then dividing the remainder by the number of shares outstanding. Fund NAVs are calculated at the end of each business day. TAXABLE-EQUIVALENT YIELD: The yield necessary from a fully taxable investment to equal, on an after-tax basis, the yield of a municipal bond investment. ---------- *Director will be retiring on June 30, 2004. Each Fund intends to repurchase shares of its own common or preferred stock, where applicable, in the future at such times and in such amounts as is deemed advisable. No shares were purchased during the six-months ended April 30, 2004. Any future repurchases will be reported to shareholders in the next annual or semiannual report. 37 Serving Investors FOR GENERATIONS Since 1898, financial advisors and their clients have relied on Nuveen Investments to provide dependable investment solutions. For the past century, Nuveen Investments has adhered to the belief that the best approach to investing is to apply conservative risk-management principles to help minimize volatility. Building on this tradition, we today offer a range of high quality equity and fixed-income solutions that are integral to a well-diversified core portfolio. Our clients have come to appreciate this diversity, as well as our continued adherence to proven, long-term investing principles. Managing $100 billion in assets, Nuveen Investments offers access to a number of different asset classes and investing solutions through a variety of products. Nuveen Investments markets its capabilities under four distinct brands: Nuveen, a leader in tax-free investments; NWQ, a leader in value-style equities; Rittenhouse, a leader in growth-style equities; and Symphony, a leading institutional manager of market-neutral alternative investment portfolios. To learn more about the products and services Nuveen Investments offers and for a prospectus, where applicable, talk to your financial advisor, or call us at (800) 257-8787. Please read the information carefully before you invest. Distributed by NUVEEN INVESTMENTS, LLC | 333 West Wacker Drive | Chicago, Illinois 60606 | www.nuveen.com ESA-A-0404D ITEM 2. CODE OF ETHICS. Not applicable to this filing. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable to this filing. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable to this filing. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable to this filing. ITEM 6. SCHEDULE OF INVESTMENTS. Not applicable at this time. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable to this filing. ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable at this time. ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. In the event of a vacancy on the Board, the nominating and governance committee receives suggestions from various sources, including shareholders, as to suitable candidates. Suggestions should be sent in writing to Lorna Ferguson, Vice President for Board Relations, Nuveen Investments, 333 West Wacker Drive, Chicago, IL 60606. The nominating and governance committee sets appropriate standards and requirements for nominations for new directors and reserves the right to interview all candidates and to make the final selection of any new directors. ITEM 10. CONTROLS AND PROCEDURES. (a) The registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the "1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")(17 CFR 240.13a-15(b) or 240.15d-15(b)). (b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant's last fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 11. EXHIBITS. File the exhibits listed below as part of this Form. (a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit: Not applicable to this filing. (a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)) in the exact form set forth below: Ex-99.CERT attached hereto. (a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the 1940 Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons: Not applicable at this time. (b) If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the 1940 Act (17 CFR 270.30a-2(b)); Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)), and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed "filed" for purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Ex-99.906 CERT attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Nuveen Municipal Value Fund, Inc. ----------------------------------------------------------- By (Signature and Title)* /s/ Jessica R. Droeger ---------------------------------------------- Jessica R. Droeger Vice President and Secretary Date: July 8, 2004 ------------------------------------------------------------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ Gifford R. Zimmerman ---------------------------------------------- Gifford R. Zimmerman Chief Administrative Officer (Principal Executive Officer) Date: July 8, 2004 ------------------------------------------------------------------- By (Signature and Title)* /s/ Stephen D. Foy ---------------------------------------------- Stephen D. Foy Vice President and Controller (Principal Financial Officer) Date: July 8, 2004 ------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature.