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

811-21293

 

Nuveen Preferred Income Opportunities Fund

(Exact name of registrant as specified in charter)

 

Nuveen Investments
333 West Wacker Drive
Chicago, IL 60606

(Address of principal executive offices) (Zip code)

 

Kevin J. McCarthy
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:

December 31

 

 

Date of reporting period:

December 31, 2012

 

 

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.

 



Closed-End Funds

Nuveen Investments

Closed-End Funds

Seeks Attractive Regular Distributions from a Portfolio of Preferred Securities.

Annual Report

December 31, 2012

Nuveen Preferred Income Opportunities Fund

JPC



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Table of Contents

Chairman's Letter to Shareholders

   

4

   

Portfolio Managers' Comments

   

5

   

Fund Leverage and Other Information

   

10

   

Common Share Distribution and Price Information

   

12

   

Performance Overviews

   

14

   

Report of Independent Registered Public Accounting Firm

   

15

   

Portfolio of Investments

   

16

   

Statement of Assets & Liabilities

   

23

   

Statement of Operations

   

24

   

Statement of Changes in Net Assets

   

25

   

Statement of Cash Flows

   

26

   

Financial Highlights

   

28

   

Notes to Financial Statements

   

30

   

Board Members & Officers

   

42

   

Glossary of Terms Used in this Report

   

47

   

Additional Fund Information

   

51

   



Chairman's
Letter to Shareholders

Dear Shareholders,

Despite the global economy's ability to muddle through the many economic headwinds of 2012, investors continue to have good reasons to remain cautious. The European Central Bank's decisions to extend intermediate term financing to major European banks and to support sovereign debt markets have begun to show signs of a stabilized euro area financial market. The larger member states of the European Union (EU) are working diligently to strengthen the framework for a tighter financial and banking union and meaningful progress has been made by agreeing to centralize large bank regulation under the European Central Bank. However, economic conditions in the southern tier members are not improving and the pressures on their political leadership remain intense. The jury is out on whether the respective populations will support the continuing austerity measures that are needed to meet the EU fiscal targets.

In the U.S., the Fed remains committed to low interest rates into 2015 through its third program of Quantitative Easing (QE3). Inflation remains low but a growing number of economists are expressing concern about the economic distortions resulting from negative real interest rates. The highly partisan atmosphere in Congress led to a disappointingly modest solution for dealing with the end-of-year tax and spending issues. Early indications for the new Congressional term have not given much encouragement that the atmosphere for dealing with the sequestration legislation and the debt ceiling issues, let alone a more encompassing "grand bargain," will be any better than the last Congress. Over the longer term, there are some encouraging trends for the U.S. economy: house prices are beginning to recover, banks and corporations continue to strengthen their financial positions and incentives for capital investment in the U.S. by domestic and foreign corporations are increasing due to more competitive energy and labor costs.

During 2012 U.S. investors have benefited from strong returns in the domestic equity markets and solid returns in most fixed income markets. However, many of the macroeconomic risks of 2012 remain unresolved, including negotiating through the many U.S. fiscal issues, managing the risks of another year of abnormally low U.S. interest rates, sustaining the progress being made in the euro area and reducing the potential economic impact of geopolitical issues, particularly in the Middle East. In the face of these uncertainties, the experienced investment professionals at Nuveen Investments seek out investments that are enjoying positive economic conditions. At the same time they are always on the alert for risks in markets subject to excessive optimism or for opportunities in markets experiencing undue pessimism. Monitoring this process is a critical function for the Fund Board as it oversees your Nuveen Fund on your behalf.

As always, I encourage you to communicate with your financial consultant if you have any questions about your investment in a Nuveen Fund. On behalf of the other members of your Fund Board, we look forward to continuing to earn your trust in the months and years ahead.

Sincerely,

Robert P. Bremner
Chairman of the Board
February 22, 2013

Nuveen Investments
4



Portfolio Managers' Comments

Certain statements in this report are forward-looking statements. Discussions of specific investments are for illustration only and are not intended as recommendations of individual investments. The forward-looking statements and other views expressed herein are those of the portfolio managers as of the date of this report. Actual future results or occurrences may differ significantly from those anticipated in any forward-looking statements and the views expressed herein are subject to change at any time, due to numerous market and other factors. The Fund disclaims any obligation to update publicly or revise any forward-looking statements or views expressed herein.

Ratings shown are the highest rating given by one of the following national rating agencies: Standard & Poor's Group, Moody's Investors Service, Inc. or Fitch, Inc. Credit ratings are subject to change. AAA, AA, A, and BBB are investment grade ratings; BB, B, CCC, CC, C and D are below investment grade ratings. Certain bonds backed by U.S. Government or agency securities are regarded as having an implied rating equal to the rating of such securities. Holdings designated N/R are not rated by these national rating agencies.

Nuveen Preferred Income Opportunities Fund (JPC)

(formerly Nuveen Multi-Strategy Income and Growth Fund)

Portfolio Repositioning
On January 23, 2012, the Fund began the repositioning of its portfolio as previously approved by common shareholders during November 2011. The goal of the portfolio repositioning was to increase the attractiveness of the Fund's common shares and narrow the Fund's trading discount by:

  Simplifying the Fund to focus on one of its current core portfolio strategies;

  Positioning the Fund in a closed-end fund category that is well understood and has historically seen more consistent secondary market demand; and

  Differentiating the Fund from similar funds, including other Nuveen closed-end funds in the same fund category.

In connection with the portfolio repositioning, Nuveen Asset Management, LLC (NAM) and NWQ Investment Management Company, LLC (NWQ), affiliates of Nuveen Investments, assumed portfolio management responsibilities from the Fund's previous sub-advisers. NAM and NWQ each manage approximately half of the Fund's investment portfolio. Douglas Baker, CFA and Brenda Langenfeld, CFA, were appointed portfolio managers to the NAM team and Michael Carne, CFA, and Kevin Hunter were appointed portfolio managers to the NWQ team.

Upon completion of the portfolio repositioning on April 2, 2012, the Fund changed its name from the Nuveen Multi-Strategy Income and Growth Fund. The Fund's ticker symbol remained unchanged. The Fund also discontinued its managed distribution policy (in which distributions may be sourced not just from income but also from realized capital gains and, if necessary, from capital), and shifted from quarterly to monthly distributions. The Fund's investment objective of high current income with a secondary objective of total return remained unchanged.

Here they discuss the general market conditions, their management strategies and the performance of the Fund for the twelve-month period ended December 31, 2012.

What were the general market conditions and trends over the course of this reporting period?

During this period, the U.S. economy's progress toward recovery from recession continued at a moderate pace. The Federal Reserve (Fed) maintained its efforts to improve the overall economic environment by holding the benchmark fed funds rate at

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5



the record low level of zero to 0.25% that it established in December 2008. The central bank decided during its December 2012 meeting to keep the fed funds rate at "exceptionally low levels" until either the unemployment rate reaches 6.5% or expected inflation goes above 2.5%. The Fed also affirmed its decision, announced in September 2012, to purchase $40 billion of mortgage-backed securities each month in an effort to stimulate the housing market. In addition to this new, open-ended stimulus program, the Fed plans to continue its program to extend the average maturity of its holdings of U.S. Treasury securities through the end of December 2012. The goals of these actions, which together will increase the Fed's holdings of longer-term securities by approximately $85 billion a month through the end of the year, are to put downward pressure on longer-term interest rates, make broader financial conditions more accommodative and support a stronger economic recovery as well as continued progress toward the Fed's mandates of maximum employment and price stability.

In the fourth quarter 2012, the U.S. economy, as measured by the U.S. gross domestic product (GDP), decreased at an estimated annualized rate of 0.1%, down from a 3.1% increase in the third quarter. This slight decline was due to lower inventory investment, federal spending and net exports. The Consumer Price Index (CPI) rose 1.7% year-over-year as of December 2012, after a 3.0% increase in 2011. The core CPI (which excludes food and energy) increased 1.9% during the period, staying just within the Fed's unofficial objective of 2.0% or lower for this inflation measure. As of January 2013, the national unemployment rate was 7.9%, slightly higher than the 7.8% unemployment rate for December 2012 but below the 8.3% level recorded in January 2012. The housing market continued to show signs of improvement, with the average home price in the S&P/Case-Shiller Index of 20 major metropolitan areas rising 5.5% for the twelve months ended November 2012 (most recent data available at the time this report was prepared). This was the largest year-over-year price gain since August 2006. The outlook for the U.S. economy remained clouded by uncertainty about global financial markets and the continued negotiations by Congress regarding potential spending cuts and tax policy reform.

During the reporting period, the preferred/hybrid asset class posted impressive absolute and relative returns, benefiting from the same factors that were generally supportive of fixed-income and credit products during the twelve month period. As has been the case over the last several quarters, strong supply-and-demand technicals continued to support preferred/hybrid valuations. 2012 preferred security new issue supply was well received, particularly in the $25 par segment of the market. Given the prolonged low interest rate environment, retail investors in search of income continued to be drawn to the asset class. While new issue flow was quite healthy over the past year, net supply was actually negative as low interest rates, tighter credit spreads and compliance with new bank capital regulations triggered aggressive redemption activity that far exceeded aggregate new issue volume.

During 2012, both $25 par and $1,000 par securities posted positive results. Indeed, the $1,000 par side of the market, as measured by the Barclays USD Securities Index—posted a 20.5% return for the year; however, the $25 par side of the market

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6



posted a relatively lower 13.6% return for the year-long period, as represented by the BofA Merrill Lynch Fixed Rate Preferred Securities Index. We believe valuations on the $25 par side of the market may have reflected some modest investor fatigue in the face of the new issue supply. In addition, the $25 par side of the market had previously outperformed the $1,000 par side of the market in each of the previous two years. As a result, the relative performance in 2012 also may have been due to a broader reversion of valuations between the retail and institutional sides of the market.

What key strategies were used to manage the Fund during this reporting period?

The Fund invests at least 80% of its managed assets in preferred securities and up to 20% opportunistically over the market cycle in other types of securities, primarily income oriented securities such as corporate and taxable municipal debt and common equity. The Fund is managed by two experienced portfolio teams with distinctive, complementary approaches to the preferred market. NAM employs a debt-oriented approach that combines top down relative value analysis of industry sectors with fundamental credit analysis. NWQ employs a bottom up, fundamentally driven approach that combines equity research to identify which companies to own with fixed income analysis to identify the most attractive securities of a company to hold. This unique, multi-team approach gives investors access to a broader investment universe with greater diversification potential.

For the portion of the Fund managed by NAM, we continued to believe that $1,000 par structures were generally more attractive than corresponding $25 par retail securities. As a result, we maintained a relative overweight to $1,000 par institutional structures compared to the comparative benchmark's allocation of 35% to institutional $1,000 par and 65% to retail $25 par. As of December 31, 2012, the Fund had an allocation of approximately 28% to $25 par and other retail structures, and roughly 72% allocated to $1,000 par institutional structures.

For the portion of the Fund managed by NWQ, we continued to invest in securities from across the capital structure of companies that possess favorable investment characteristics. These characteristics may include attractive absolute valuation, potential downside protection and catalysts expected to unlock value or improve profitability. Once an undervalued company has been identified, the strategy's portfolio management team performs a comprehensive analysis of all available investment choices within the company's capital structure to decide the optimal investment for the portfolio that would offer the greatest expected return for a given level of risk. We believe that by understanding the company first, through our experienced research team, we can more effectively evaluate the risk and reward characteristics of the company's debt and equity securities and then select the optimal point for investment in the company's capital structure.

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7



Past performance is not predictive of future results. Current performance may be higher or lower than the data shown. Returns do not reflect the deduction of taxes that shareholders may have to pay on Fund distributions or upon the sale of Fund shares.

For additional information, see the Performance Overview page in this report.

*  Since inception returns are from 3/26/03.

**  Refer to Glossary of Terms Used in this Report for definitions. Indexes are not available for direct investment.

How did the Fund perform during this twelve-month period ended December 31, 2012?

The performance of the Fund, as well as for its comparative benchmark and index, is presented in the accompanying table.

Average Annual Total Returns on Common Share Net Asset Value

For periods ended 12/31/12

 

1-Year

 

5-Year

  Since
Inception*
 

JPC

   

28.17

%

   

5.19

%

   

5.36

%

 

Comparative Benchmark**

   

16.61

%

   

6.08

%

   

7.33

%

 

BofA Merrill Lynch Fixed Rate Preferred Securities Index**

   

13.59

%

   

3.83

%

   

2.89

%

 

For the twelve-month period ended December 31, 2012, the Fund's common shares at net asset value (NAV) outperformed the comparative benchmark and the general market index.

For the portion of the Fund managed by NAM, several factors contributed to the sleeve's outperformance, including a relative overweight to $1,000 par structures versus $25 par structures, a relative overweight to the insurance sector versus the bank sector, a relative overweight to lower rated investment-grade and below investment-grade securities versus the index and a relative overweight to the more subordinate tier-1 securities versus the relatively more senior lower tier-2 structures.

During the year, an overweight to $1,000 par structures contributed meaningfully to the strategy's outperformance. The $1,000 par institutional side of the market significantly outperformed the $25 par retail side. We did not find this relative performance surprising as the average option adjusted spread (OAS) valuation for the $25 par side of the market at the beginning of the period was meaningfully richer compared to the $1,000 par side of the market. We believe valuations between retail and institutional structures will likely continue to normalize in the near future, potentially resulting in further outperformance of institutional structures versus their retail counterparts.

Another factor contributing to the Fund's relative outperformance was its overweight to the insurance sector versus the bank sector. While the financial services sector continued to perform well during the period, the insurance sub-sector outperformed. Supply from the insurance sub-sector remained relatively light during 2012, thus providing technical support for valuations across the sector. As has been the case for several quarters, investors continued to anticipate that insurance companies might buy back high coupon, long non-call, preferred/hybrid security structures. In our opinion, this also helped the insurance sub-sector to outperform during the measurement period.

The Fund also benefited from being overweight to lower rated investment-grade, below investment-grade and more subordinate tier-1 securities versus the Comparative Benchmark. During measurement periods when credit spreads in general have contracted, lower rated investment-grade and below investment-grade securities, as well as more subordinate tier-1 securities, have tended to outperform their higher rated counterparts and 2012 was no exception.

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During the reporting period, the preferred sleeve managed by NWQ outperformed its benchmark. Our holdings in the insurance and real estate investment trust (REIT) sectors were the largest positive contributors to performance while the largest sector detractor was banking. In individual securities, American International Group debt securities and Swiss Re Capital insurance perpetual preferred stock provided the largest contribution to return while our holdings in Solar Capital Limited senior debt, Santander Financial PFD SA UNI debt securities and BBVA Global Finance Ltd. subordinated debt were the biggest detractors of performance. The latter two holdings were eliminated during the year.

During an environment of rising interest rates, preferreds, especially those with perpetual maturities and low dividend rates will exhibit a measure of duration extension. While we do not foresee a significant rise in either longer term or short term interest rates through 2013, in that eventuality, we may look to invest in shorter duration preferred stocks with higher dividend rates as well as preferreds with floating rate features in order to mitigate price depreciation due to rising rates.

We also wrote (sold) call options on individual stocks held in the portfolio to enhance returns while foregoing some upside potential. Prior to the Fund's repositioning, the Fund entered into a put option on a single stock to benefit in the event its price declined.

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Fund Leverage
and Other Information

IMPACT OF THE FUND'S LEVERAGE STRATEGY ON PERFORMANCE

One important factor impacting the returns of the Fund relative to its benchmark was the Fund's use of leverage through the use of bank borrowings. The Fund uses leverage because its managers believe that, over time, leveraging provides opportunities for additional income and total return for common shareholders. However, use of leverage also can expose common shareholders to additional volatility. For example, as the prices of securities held by the Fund decline, the negative impact of these valuation changes on common share net asset value and common shareholder total return is magnified by the use of leverage. Conversely, leverage may enhance common share returns during periods when the prices of securities held by a Fund generally are rising. Leverage had a positive impact on the performance of the Fund over this reporting period. During the period, the Fund entered into forward starting interest rate swap contracts, which have yet to become effective, in order to hedge future leverage costs. The combination of those forward starting swaps along with the existing interest rate swap contracts that were previously entered into in order to hedge a portion of the Fund's leverage costs partially detracted from the overall positive contribution of leverage. Short-term floating interest rates remained below the existing fixed swap rates for the period which increased realized leverage costs and exceeded the combined positive mark-to-market impact of unrealized gains.

RISK CONSIDERATIONS

Fund shares are not guaranteed or endorsed by any bank or other insured depository institution, and are not federally insured by the Federal Deposit Insurance Corporation. Shares of closed-end funds are subject to investment risks, including the possible loss of principal invested. Past performance is no guarantee of future results. Fund common shares are subject to a variety of risks, including:

Investment, Market and Price Risk. An investment in common shares is subject to investment risk, including the possible loss of the entire principal amount that you invest. Your investment in common shares represents an indirect investment in the corporate securities owned by the Fund, which generally trade in the over-the-counter markets. Shares of closed-end investment companies like the Fund frequently trade at a discount to their NAV. Your common shares at any point in time may be worth less than your original investment, even after taking into account the reinvestment of Fund dividends and distributions.

Leverage Risk. The Fund's use of leverage creates the possibility of higher volatility for the Fund's per share NAV, market price and distributions. Leverage risk can be introduced

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10



through regulatory leverage (issuing preferred shares or debt borrowings at the Fund level) or through certain derivative investments held in the Fund's portfolio. Leverage typically magnifies the total return of the Fund's portfolio, whether that return is positive or negative. The use of leverage creates an opportunity for increased common share net income, but there is no assurance that the Fund's leveraging strategy will be successful.

Tax Risk. The Fund's investment program and the tax treatment of Fund distributions may be affected by IRS interpretations of the Internal Revenue Code and future changes in tax laws and regulations.

Common Stock Risk. Common stock returns often have experienced significant volatility.

Issuer Credit Risk. This is the risk that a security in the Fund's portfolio will fail to make dividend or interest payments when due.

Non-U.S. Securities Risk. Investments in non-U.S securities involve special risks not typically associated with domestic investments including currency risk and adverse political, social and economic development. These risks often are magnified in emerging markets.

Interest Rate Risk. Fixed-income securities such as bonds, preferred, convertible and other debt securities will decline in value if market interest rates rise.

Preferred Stock Risk. Preferred stocks are subordinated to bonds and other debt instruments in a company's capital structure, and therefore are subject to greater credit risk.

Convertible Securities Risk. Convertible securities generally offer lower interest or dividend yields than non-convertible fixed-income securities of similar credit quality.

Currency Risk. Changes in exchange rates will affect the value of the Fund's investments.

Reinvestment Risk. If market interest rates decline, income earned from the Fund's portfolio may be reinvested at rates below that of the original bond that generated the income.

Below-Investment Grade Risk. Investments in securities below investment grade quality are predominantly speculative and subject to greater volatility and risk of default.

Derivatives Risk. Derivative securities include, but are not limited to, calls, puts, warrants, swaps and forwards, The Fund's use of derivatives involves risks different from, and possibly greater than, the risks associated with the underlying investments. The derivatives market is largely unregulated.

Unrated Investment Risk. In determining whether an unrated security is an appropriate investment for the Fund, the portfolio manager will consider information from industry sources, as well as its own quantitative and qualitative analysis, in making such a determination. However such a determination by the portfolio manager is not the equivalent of a rating by a rating agency

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Common Share Distribution
and Price Information

Distribution Information

The following information regarding the Fund's distributions is current as of December 31, 2012, and likely will vary over time based on the Fund's investment activities and portfolio investment value changes.

As mentioned previously, upon completion of its portfolio repositioning, the Fund discontinued its managed distribution policy (in which distributions may be sourced not just from income but also from realized capital gains and, if necessary, from capital), and shifted from quarterly to monthly distributions.

During the current reporting period, the Fund declared a quarterly distribution to common shareholders of $0.1900 in March and then maintained a stable monthly distributions of $0.0633 per share for the subsequent nine months. Some of the important factors affecting the amount and composition of these distributions are summarized below.

The Fund employs financial leverage through the use of bank borrowings. Financial leverage provides the potential for higher earnings (net investment income), total returns and distributions over time, but–as noted earlier–also increases the variability of common shareholders' net asset value per share in response to changing market conditions.

During certain periods, the 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 the Fund has cumulatively earned more than it has paid in dividends, it holds excess in reserve as undistributed net investment income (UNII) as part of the Fund's NAV. Conversely, if the Fund has cumulatively paid dividends in excess of earnings, the excess constitutes negative UNII that is likewise reflected in the Fund's NAV. The Fund will, over time, pay all of its net investment income as dividends to shareholders. As of December 31, 2012, the Fund had a zero UNII balance for tax purposes and a negative UNII balance for financial reporting purposes.

Common Share Repurchases and Price Information

During November 2012, the Nuveen Funds Board of Directors/Trustees reauthorized the Fund's open-market share repurchase program, allowing the Fund to repurchase an aggregate of up to approximately 10% of its outstanding common shares.

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12



As of December 31, 2012, and since the inception of the Fund's repurchase program, the Fund has cumulatively repurchased and retired shares of its common stock as shown in the accompanying table.

    Common Shares
Repurchased and Retired
  % of Outstanding
Common Shares
 

JPC

   

2,724,287

     

2.8

%

 

During the current reporting period, the Fund did not repurchase any of its common shares.

As of December 31, 2012, the Fund was trading at a -5.54% discount to its common share NAV compared with an average discount of -4.33% for the entire twelve-month period.

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Fund Snapshot

Common Share Price

 

$

9.71

   

Common Share Net Asset Value (NAV)

 

$

10.28

   

Premium/(Discount) to NAV

   

-5.54

%

 

Latest Dividend

 

$

0.0633

   

Current Distribution Rate4

   

7.82

%

 
Net Assets Applicable to Common
Shares ($000)
 

$

997,484

   

Leverage

Regulatory Leverage

   

27.78

%

 

Effective Leverage

   

27.78

%

 

Average Annual Total Returns

(Inception 3/26/03)

   

On Share Price

 

On NAV

 
1-Year    

31.44

%

   

28.17

%

 
5-Year    

7.93

%

   

5.19

%

 

Since Inception

   

5.22

%

   

5.36

%

 

Portfolio Composition

(as a % of total investments)1,3

Insurance

   

38.7

%

 

Commercial Banks

   

20.1

%

 

Real Estate

   

15.2

%

 

Diversified Financial Services

   

13.5

%

 

Short-Term Investments

   

0.5

%

 

Other

   

12.0

%

 

Country Allocation

(as a % of total investments)1,3

United States

   

76.3

%

 

Netherlands

   

6.0

%

 

United Kingdom

   

5.9

%

 

France

   

3.1

%

 

Other

   

8.7

%

 

Top Five Issuers

(as a % of total investments)2,3

MetLife Inc

   

3.6

%

 

Bank of America Corporation

   

3.3

%

 

Liberty Mutual Insurance Corporation

   

3.2

%

 

General Electric Company

   

2.8

%

 

JPMorgan Chase & Company

   

2.8

%

 

JPC

Performance

OVERVIEW

Nuveen Preferred Income Opportunities Fund

  as of December 31, 2012

Portfolio Allocation (as a % of total investments)1,3

2012 Distributions Per Common Share5

Common Share Price Performance — Weekly Closing Price

  Refer to the Glossary of Terms Used in this Report for further definition of the terms used within this Fund's Performance Overview page.

1 Excluding investments in derivatives.

2 Excluding short-term investments and investments in derivatives.

3 Holdings are subject to change.

4 Current Distribution Rate is based on the Fund's current annualized monthly distribution divided by the Fund's current market price. The Fund's monthly distributions to its shareholders may be comprised of ordinary income, net realized capital gains and, if at the end of the calendar year the Fund's cumulative net ordinary income and net realized gains are less than the amount of the Fund's distributions, a return of capital for tax purposes.

5 As previously explained in the Common Share Distribution and Share Price Information section of this report, the Fund shifted from a quarterly to a monthly distribution beginning with its April distribution declared 4/11/12 and paid 5/1/12.

6 Rounds to less than 0.1%.

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14




Report of INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

The Board of Trustees and Shareholders
Nuveen Preferred Income Opportunities Fund
  (formerly known as Nuveen Multi-Strategy Income and Growth Fund)

We have audited the accompanying statement of assets and liabilities, including the portfolio of investments, of Nuveen Preferred Income Opportunities Fund (the "Fund") as of December 31, 2012, and the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund's internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2012, by correspondence with the custodian, counterparty, and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Nuveen Preferred Income Opportunities Fund at December 31, 2012, and the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Chicago, Illinois
February 27, 2013

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15




JPC

Nuveen Preferred Income Opportunities Fund

(formerly known as Nuveen Multi-Strategy Income and Growth Fund)

Portfolio of Investments

  December 31, 2012

Shares  

Description (1)

             

Value

 
   

Common Stocks – 1.7% (1.3% of Total Investments)

 
   

Capital Markets – 0.7%

 
  449,000    

Medley Capital Corporation

                         

$

6,537,440

   
   

Insurance – 0.2%

 
  65,000    

American International Group, (2)

                           

2,294,500

   
   

Oil, Gas & Consumable Fuels – 0.3%

 
  107,500    

Canadian Natural Resources Limited

                           

3,103,525

   
   

Real Estate – 0.5%

 
  63,750    

Hospitality Properties Trust

                           

1,695,750

   
  1,700    

Kite Realty Group Trust

                           

43,605

   
  72,400    

Penn Real Estate Investment Trust

                           

1,832,444

   
  70,653    

Public Storage, Inc.

                           

1,847,576

   
   

Total Real Estate

                           

5,419,375

   
   

Total Common Stocks (cost $16,672,279)

                           

17,354,840

   
Shares  

Description (1)

 

Coupon

     

Ratings (3)

 

Value

 
   

Convertible Preferred Securities – 0.1% (0.0% of Total Investments)

 
   

Thrifts & Mortgage Finance – 0.1%

 
  15,056    

New York Community Capital Trust V

   

6.000

%

         

Baa3

 

$

741,508

   
   

Total Convertible Preferred Securities (cost $725,090)

                           

741,508

   
Shares  

Description (1)

 

Coupon

     

Ratings (3)

 

Value

 
   

$25 Par (or similar) Preferred Securities – 65.1% (47.1% of Total Investments)

 
   

Capital Markets – 5.0%

 
  39,839    

Allied Capital Corporation

   

6.875

%

         

BBB

 

$

991,194

   
  100,440    

Ameriprise Financial, Inc.

   

7.750

%

           

A

     

2,759,087

   
  63,820    

Apollo Investment Corporation

   

6.625

%

         

BBB-

   

1,512,534

   
  216,700    

Ares Capital Corporation

   

7.000

%

         

BBB

   

5,759,886

   
  575,880    

Deutsche Bank Capital Funding Trust II

   

6.550

%

         

BBB

   

14,782,840

   
  66,500    

Gladstone Investment Corporation

   

7.125

%

         

N/R

   

1,721,020

   
  25,450    

Goldman Sachs Group Inc., Series 2004-4 (CORTS)

   

6.000

%

         

Baa3

   

621,744

   
  22,600    

Goldman Sachs Group Inc., Series GSC-3 (PPLUS)

   

6.000

%

         

Baa3

   

549,406

   
  149,500    

Hercules Technology Growth Capital Incorporated

   

7.000

%

           

N/A

     

3,749,460

   
  118,000    

Hercules Technology Growth Capital Incorporated

   

7.000

%

           

N/A

     

2,959,440

   
  39,700    

Medley Capital Corporation

   

7.125

%

           

N/A

     

1,025,451

   
  1,100    

Morgan Stanley Capital Trust III

   

6.250

%

         

BB+

   

27,456

   
  1,350    

Morgan Stanley Capital Trust IV

   

6.250

%

         

BB+

   

33,737

   
  15,900    

Morgan Stanley Capital Trust V

   

5.750

%

         

Ba1

   

392,094

   
  41,575    

Morgan Stanley Capital Trust VI

   

6.600

%

         

BB+

   

1,047,690

   
  2,500    

Morgan Stanley Capital Trust VII

   

6.600

%

         

BB+

   

62,625

   
  279,575    

Solar Capital Limited

   

6.750

%

         

BBB-

   

6,419,042

   
  88,700    

Triangle Capital Corporation

   

7.000

%

         

N/R

   

2,332,810

   
  139,350    

Triangle Capital Corporation

   

6.375

%

           

N/A

     

3,379,238

   
   

Total Capital Markets

                           

50,126,754

   

Nuveen Investments
16



Shares  

Description (1)

 

Coupon

     

Ratings (3)

 

Value

 
   

Commercial Banks – 12.2%

 
  18,850    

Barclays Bank PLC

   

7.100

%

         

A+

 

$

472,381

   
  508,200    

BB&T Corporation

   

5.625

%

         

BBB

   

12,948,936

   
  94,525    

Cobank Agricultural Credit Bank, (4)

   

6.250

%

         

A-

   

9,845,374

   
  299,850    

First Naigara Finance Group

   

8.625

%

         

BB+

   

8,530,733

   
  245,000    

First Republic Bank of San Francisco

   

6.200

%

         

BBB

   

6,394,500

   
  30,000    

GMAC LLC

   

7.350

%

         

BB-

   

750,900

   
  290,000    

GMAC LLC

   

7.300

%

         

BB-

   

7,247,100

   
  375,250    

HSBC Holdings PLC

   

8.000

%

         

BBB+

   

10,341,890

   
  12,750    

HSBC Holdings PLC

   

6.200

%

         

BBB+

   

319,133

   
  999,788    

PNC Financial Services, (5)

   

6.125

%

         

BBB

   

27,704,125

   
  225,900    

Private Bancorp Incorporated

   

7.125

%

           

N/A

     

5,794,335

   
  197,430    

Regions Financial Corporation

   

6.375

%

         

BB

   

4,878,495

   
  133,300    

TCF Financial Corporation

   

7.500

%

         

BB

   

3,504,457

   
  113,600    

U.S. Bancorp.

   

6.500

%

         

BBB+

   

3,253,504

   
  219,200    

Webster Financial Corporation

   

6.400

%

         

Ba1

   

5,473,424

   
  231,000    

Zions Bancorporation

   

9.500

%

         

BB

   

5,978,280

   
  269,863    

Zions Bancorporation

   

7.900

%

         

BB

   

8,074,301

   
   

Total Commercial Banks

                           

121,511,868

   
   

Consumer Finance – 1.8%

 
  534,700    

Discover Financial Services

   

6.500

%

         

BB

   

13,501,175

   
  145,900    

GMAC LLC

   

7.250

%

         

BB-

   

3,647,500

   
  32,742    

SLM Corporation

   

6.000

%

         

BBB-

   

785,153

   
   

Total Consumer Finance

                           

17,933,828

   
   

Diversified Financial Services – 9.0%

 
  200,000    

Bank of America Corporation

   

8.625

%

         

BB+

   

5,112,000

   
  100,000    

Bank of America Corporation

   

8.200

%

         

BB+

   

2,560,000

   
  6,191    

Bank of America Corporation

   

7.250

%

         

BB+

   

7,026,785

   
  102,000    

Citigroup Capital Trust XI

   

6.000

%

         

BB

   

2,534,700

   
  181,884    

Citigroup Capital XIII

   

7.875

%

         

BB+

   

5,074,564

   
  54,991    

Citigroup Capital XVI

   

6.450

%

         

BB+

   

1,375,875

   
  16,300    

Citigroup Capital XVII

   

6.350

%

         

BB+

   

407,989

   
  159,401    

Citigroup Inc.

   

8.125

%

         

BB

   

4,541,334

   
  476,651    

Countrywide Capital Trust III

   

7.000

%

         

BB+

   

12,006,839

   
  136,200    

Countrywide Capital Trust IV

   

6.750

%

         

BB+

   

3,380,484

   
  80,000    

GMAC LLC

   

7.375

%

         

BB-

   

1,990,400

   
  285,000    

ING Groep N.V.

   

8.500

%

         

BBB-

   

7,293,150

   
  65,000    

ING Groep N.V.

   

7.375

%

         

BBB-

   

1,624,350

   
  204,023    

ING Groep N.V.

   

7.200

%

         

BBB-

   

5,116,897

   
  783,499    

ING Groep N.V.

   

7.050

%

         

BBB-

   

19,595,306

   
  25,000    

ING Groep N.V.

   

6.375

%

         

BBB-

   

604,750

   
  50,000    

ING Groep N.V.

   

6.125

%

         

BBB-

   

1,195,500

   
  57,234    

JPMorgan Chase Capital Trust XI

   

5.875

%

         

BBB

   

1,440,580

   
  23,750    

JPMorgan Chase Capital Trust XXIX

   

6.700

%

         

A

   

606,813

   
  71,700    

KCAP Financial Inc.

   

7.375

%

           

N/A

     

1,817,595

   
  50,000    

KKR Financial Holdings LLC

   

7.500

%

         

BBB

   

1,337,500

   
  21,825    

Merrill Lynch Capital Trust II

   

6.450

%

         

BB+

   

543,006

   
  102,460    

Merrill Lynch Preferred Capital Trust V

   

7.280

%

         

BB+

   

2,566,623

   
   

Total Diversified Financial Services

                           

89,753,040

   
   

Diversified Telecommunication Services – 1.2%

 
  208,137    

Qwest Corporation

   

7.500

%

         

BBB-

   

5,613,455

   
  2,500    

Qwest Corporation

   

7.375

%

         

BBB-

   

67,025

   
  255,000    

Qwest Corporation

   

7.000

%

         

BBB-

   

6,732,000

   
   

Total Diversified Telecommunication Services

                           

12,412,480

   

Nuveen Investments
17



JPC

Nuveen Preferred Income Opportunities Fund (continued)

Portfolio of Investments December 31, 2012

Shares  

Description (1)

 

Coupon

     

Ratings (3)

 

Value

 
   

Electric Utilities – 2.2%

 
  288,375    

Entergy Texas Inc.

   

7.875

%

         

BBB+

 

$

8,328,270

   
  143,568    

SCE Trust I

   

5.625

%

         

BBB+

   

3,704,054

   
  100,000    

Southern California Edison Company, (4)

   

6.000

%

         

BBB+

   

10,078,130

   
   

Total Electric Utilities

                           

22,110,454

   
   

Insurance – 12.9%

 
  118,745    

Aegon N.V.

   

8.000

%

         

Baa1

   

3,322,485

   
  635,804    

Aegon N.V.

   

6.375

%

         

Baa1

   

15,996,829

   
  328,754    

Allianz SE, (4)

   

8.375

%

         

A+

   

8,424,321

   
  898,410    

Arch Capital Group Limited

   

6.750

%

         

BBB

   

24,104,340

   
  221,100    

Argo Group US Inc.

   

6.500

%

         

BBB-

   

5,503,179

   
  49,020    

Aspen Insurance Holdings Limited

   

7.250

%

         

BBB-

   

1,283,344

   
  808,495    

Axis Capital Holdings Limited

   

6.875

%

         

BBB

   

21,586,817

   
  150,000    

Endurance Specialty Holdings Limited

   

7.500

%

         

BBB-

   

3,999,000

   
  137,862    

EverestRe Capital Trust II

   

6.200

%

         

Baa1

   

3,464,472

   
  56,682    

Hartford Financial Services Group Inc.

   

7.875

%

         

BB+

   

1,627,340

   
  299,470    

Maiden Holdings Limited

   

8.250

%

         

BB

   

7,789,215

   
  3,832    

Maiden Holdings NA Limited

   

8.250

%

         

BBB-

   

100,552

   
  200,000    

Maiden Holdings NA Limited

   

8.000

%

         

BBB-

   

5,274,000

   
  244,152    

PartnerRe Limited

   

6.750

%

         

BBB+

   

6,155,072

   
  126,730    

Prudential Financial Inc.

   

9.000

%

         

BBB+

   

3,272,169

   
  8,205    

Prudential PLC

   

6.750

%

         

A-

   

205,946

   
  572,140    

Reinsurance Group of America Inc.

   

6.200

%

         

BBB

   

15,510,715

   
  27,078    

RenaissanceRe Holdings Limited, Series C

   

6.080

%

         

BBB+

   

679,387

   
   

Total Insurance

                           

128,299,183

   
   

Multi-Utilities – 0.8%

 
  230,684    

Dominion Resources Inc.

   

8.375

%

         

BBB

   

6,212,320

   
  8,644    

DTE Energy Company

   

6.500

%

         

BBB-

   

235,895

   
  76,975    

Xcel Energy Inc.

   

7.600

%

         

BBB

   

1,947,468

   
   

Total Multi-Utilities

                           

8,395,683

   
   

Oil, Gas & Consumable Fuels – 0.4%

 
  150,000    

Nexen Inc.

   

7.350

%

         

BB+

   

3,819,000

   
   

Real Estate – 19.3%

 
  199,300    

AG Mortgage Investment Trust

   

8.000

%

           

N/A

     

4,972,535

   
  249,100    

Annaly Capital Management

   

7.625

%

           

N/A

     

6,252,410

   
  149,500    

Apollo Commercial Real Estate Finance

   

8.625

%

           

N/A

     

3,909,425

   
  249,100    

Apollo Residential Mortgage Inc.

   

8.000

%

           

N/A

     

6,175,189

   
  69,000    

Ashford Hospitality Trust Inc.

   

9.000

%

           

N/A

     

1,849,200

   
  40,100    

Ashford Hospitality Trust Inc.

   

8.550

%

           

N/A

     

1,011,723

   
  359,524    

Ashford Hospitality Trust Inc.

   

8.450

%

         

N/R

   

9,042,029

   
  289,622    

CBL & Associates Properties Inc.

   

7.375

%

           

N/A

     

7,255,031

   
  144,916    

Cedar Shopping Centers Inc., Series A

   

7.250

%

           

N/A

     

3,543,196

   
  208,314    

Chesapeake Lodging Trust

   

7.750

%

           

N/A

     

5,516,155

   
  146,596    

CYS Invsetments Inc.

   

7.750

%

           

N/A

     

3,660,502

   
  260,390    

DDR Corporation

   

6.500

%

         

Ba1

   

6,369,139

   
  16,200    

Digital Realty Trust Inc.

   

7.000

%

         

Baa3

   

432,054

   
  6,800    

Duke Realty Corporation, Series K

   

6.500

%

         

Baa3

   

169,048

   
  71,421    

Duke Realty Corporation, Series L

   

6.600

%

         

Baa3

   

1,792,667

   
  12,248    

Duke-Weeks Realty Corporation

   

6.625

%

         

Baa3

   

306,322

   
  175,000    

Dupont Fabros Technology

   

7.875

%

         

Ba2

   

4,651,500

   
  99,700    

Dynex Capital inc.

   

8.500

%

           

N/A

     

2,551,323

   
  250,000    

First Potomac Realty Trust

   

7.750

%

         

N/R

   

6,417,500

   
  298,900    

Hatteras Financial Corporation

   

7.625

%

           

N/A

     

7,463,533

   
  80,000    

Health Care REIT, Inc.

   

6.500

%

         

Baa3

   

2,152,000

   
  9,756    

Hospitality Properties Trust

   

7.000

%

         

Baa3

   

246,046

   
  178,580    

Inland Real Estate Corporation

   

8.250

%

         

N/R

   

4,652,009

   

Nuveen Investments
18



Shares  

Description (1)

 

Coupon

     

Ratings (3)

 

Value

 
    Real Estate (continued)  
  269,000    

Invesco Mortgage Capital Inc.

   

7.750

%

           

N/A

   

$

6,708,860

   
  39,551    

Kimco Realty Corporation

   

6.900

%

         

Baa2

   

1,053,243

   
  198,500    

MFA Financial Inc., (4)

   

8.000

%

           

D

     

5,092,776

   
  178,500    

Northstar Realty Finance Corporation, (2)

   

8.875

%

           

N/A

     

4,391,100

   
  278,500    

Northstar Realty Finance Corporation

   

8.250

%

         

N/R

   

6,583,740

   
  200,000    

Penn Real Estate Investment Trust

   

8.250

%

           

N/A

     

5,256,000

   
  42,905    

Prologis Inc., (4)

   

8.540

%

         

BB

   

2,670,836

   
  40,000    

Prologis Inc.

   

6.750

%

         

BB

   

1,010,000

   
  51,275    

Prologis Inc.

   

6.750

%

         

BB

   

1,282,388

   
  21,000    

PS Business Parks, Inc.

   

6.875

%

         

BBB-

   

558,180

   
  59,960    

PS Business Parks, Inc.

   

6.450

%

         

BBB-

   

1,581,145

   
  27,006    

Public Storage, Inc.

   

6.875

%

         

A3

   

730,512

   
  10,396    

Realty Income Corporation

   

6.750

%

         

Baa2

   

265,722

   
  250,000    

Realty Income Corporation

   

6.625

%

         

Baa2

   

6,630,000

   
  217,000    

Regency Centers Corporation

   

6.625

%

         

Baa3

   

5,765,690

   
  422,600    

Senior Housing Properties Trust

   

5.625

%

         

BBB-

   

10,400,186

   
  174,400    

Strategic Hotel Capital Inc., Series B

   

8.250

%

         

N/R

   

4,360,000

   
  174,400    

Strategic Hotel Capital Inc., Series C

   

8.250

%

         

N/R

   

4,253,616

   
  149,300    

Urstadt Biddle Properties

   

7.125

%

           

N/A

     

3,880,307

   
  438,595    

Vornado Realty LP

   

7.875

%

         

BBB

   

11,877,153

   
  80,798    

Wachovia Preferred Funding Corporation

   

7.250

%

         

BBB+

   

2,133,875

   
  150,000    

Weingarten Realty Trust

   

6.750

%

         

Baa3

   

3,754,500

   
  74,338    

Weingarten Realty Trust

   

6.500

%

         

Baa3

   

1,855,476

   
  236,425    

Winthrop Realty Trust Inc.

   

9.250

%

         

N/R

   

6,251,077

   
  149,400    

Winthrop Realty Trust Inc., (4)

   

7.750

%

           

N/A

     

3,842,389

   
   

Total Real Estate

                           

192,579,307

   
   

Thrifts & Mortgage Finance – 0.1%

 
  39,002    

Everbank Financial Corporation

   

6.750

%

           

N/A

     

943,848

   
   

U.S. Agency – 0.2%

 
  31,000    

Cobank Agricultural Credit Bank, (4)

   

11.000

%

         

A-

   

1,595,533

   
   

Total $25 Par (or similar) Preferred Securities (cost $622,001,982)

                           

649,480,978

   
Principal
Amount (000)
 

Description (1)

 

Coupon

 

Maturity

 

Ratings (3)

 

Value

 
   

Corporate Bonds – 6.2% (4.5% of Total Investments)

 
   

Consumer Finance – 0.4%

 

$

5,000

   

SLM Corporation

   

5.625

%

 

8/01/33

 

BBB-

 

$

4,637,500

   
   

Insurance – 5.0%

 
  22,222    

American International Group, Inc.

   

8.175

%

 

5/15/68

 

BBB

   

28,944,155

   
  2,426    

Hartford Life Inc.

   

7.650

%

 

6/15/27

 

BBB-

   

3,097,522

   
  7,957    

Protective Life Corporation

   

8.450

%

 

10/15/39

 

A-

   

10,377,233

   
  6,900    

QBE Capital Funding Trust II, 144A

   

7.250

%

 

5/24/41

 

BBB+

   

7,141,500

   
  39,505    

Total Insurance

                           

49,560,410

   
   

Media – 0.8%

 
  7,588    

RR Donnelley & Son Company

   

8.250

%

 

3/15/19

 

BB

   

7,663,880

   

$

52,093

   

Total Corporate Bonds (cost $53,565,267)

                           

61,861,790

   

Nuveen Investments
19



JPC

Nuveen Preferred Income Opportunities Fund (continued)

Portfolio of Investments December 31, 2012

Principal
Amount (000)/
Shares
 

Description (1)

 

Coupon

 

Maturity

 

Ratings (3)

 

Value

 
   

Capital Preferred Securities – 64.5% (46.6% of Total Investments)

 
   

Capital Markets – 0.4%

 
  2,000    

Aberdeen Asset Management PLC, Perpetual Subordinated Capital Securities

   

7.900

%

 

12/31/49

 

N/R

 

$

2,030,000

   
  500    

Credit Suisse thru Claudius Limited

   

8.250

%

 

12/27/58

 

BBB

   

521,500

   
  1,500    

Macquarie PMI LLC

   

8.375

%

 

12/29/49

 

BB+

   

1,561,533

   
   

Total Capital Markets

                           

4,113,033

   
   

Commercial Banks – 15.7%

 
  19,361    

Abbey National Capital Trust I

   

8.963

%

 

12/31/49

 

BBB-

   

21,950,534

   
  575    

Barclays Bank PLC, 144A

   

10.179

%

 

6/12/21

 

A-

   

782,817

   
  18,845    

Barclays Bank PLC

   

6.278

%

 

12/15/55

 

BBB

   

18,080,345

   
  14,375    

BNP Paribas, 144A

   

7.195

%

 

12/25/57

 

BBB

   

14,734,375

   
  9,000    

First Empire Capital Trust I

   

8.234

%

 

2/01/27

 

BBB

   

9,057,159

   
  1,000    

HSBC Bank PLC

   

1.000

%

 

12/19/35

 

A-

   

500,000

   
  500    

HSBC Bank PLC

   

0.850

%

 

6/11/37

 

A-

   

248,000

   
  3,654    

HSBC Capital Funding LP, Debt

   

10.176

%

 

12/31/50

 

BBB+

   

5,005,980

   
  4,000    

North Fork Capital Trust II

   

8.000

%

 

12/15/27

 

Baa3

   

4,076,000

   
  5,000    

PNC Financial Services Inc.

   

6.750

%

 

2/01/62

 

BBB

   

5,678,700

   
  21,113    

Rabobank Nederland, 144A

   

11.000

%

 

12/31/59

 

A-

   

28,555,333

   
  600    

Reliance Capital Trust I, Series B

   

8.170

%

 

5/01/28

 

N/R

   

614,706

   
  570    

Standard Chartered PLC, 144A

   

7.014

%

 

1/30/58

 

BBB+

   

613,294

   
 

(6)

 

Union Planters Preferred Fund

   

7.750

%

 

7/15/53

 

BB

   

10,806,750

   
  30,750    

Wells Fargo & Company, Series K

   

7.980

%

 

9/15/58

 

BBB+

   

35,285,625

   
   

Total Commercial Banks

                           

155,989,618

   
   

Consumer Finance – 0.1%

 
  500    

Capital One Capital IV Corporation

   

6.745

%

 

2/05/82

 

Baa3

   

500,000

   
  850    

Capital One Capital VI Corporation

   

8.875

%

 

5/15/40

 

Baa3

   

850,000

   
   

Total Consumer Finance

                           

1,350,000

   
   

Diversified Financial Services – 9.7%

 
  10,575    

Bank of America Corporation

   

8.000

%

 

7/30/58

 

BB+

   

11,696,796

   
  600    

Bank One Capital III

   

8.750

%

 

9/01/30

 

BBB

   

825,661

   
  1,000    

Citigroup Inc.

   

8.400

%

 

10/30/58

 

BB

   

1,074,940

   
  9,000    

Citigroup Inc.

   

5.950

%

 

10/30/58

 

BB

   

9,112,500

   
  9,500    

General Electric Capital Corporation, (5)

   

6.250

%

 

12/15/62

 

AA-

   

10,345,310

   
  25,300    

General Electric Capital Corporation, (5)

   

7.125

%

 

12/15/62

 

AA-

   

28,596,337

   
  30,912    

JPMorgan Chase & Company

   

7.900

%

 

10/30/58

 

BBB

   

35,023,605

   
   

Total Diversified Financial Services

                           

96,675,149

   
   

Insurance – 35.5%

 
  7,500    

Allstate Corporation

   

6.500

%

 

5/15/67

 

Baa1

   

7,978,125

   
  5,546    

Allstate Corporation

   

6.125

%

 

5/15/67

 

Baa1

   

5,767,840

   
  5,000    

Aviva PLC, Reg S

   

8.250

%

 

12/31/49

 

Baa1

   

5,430,685

   
  27,950    

AXA SA, 144A

   

6.380

%

 

6/14/57

 

Baa1

   

27,391,000

   
  22,254    

Catlin Insurance Company Limited

   

7.249

%

 

7/19/57

 

BBB+

   

22,198,365

   
  6,815    

Cloverie PLC Zurich Insurance

   

8.250

%

 

4/18/62

   

A

     

7,840,821

   
  2,750    

Dai-Ichi Mutual Life, 144A

   

7.250

%

 

3/15/61

 

A3

   

3,134,632

   
  32,040    

Financial Security Assurance Holdings, 144A

   

6.400

%

 

12/15/66

 

Baa1

   

25,632,000

   
  31,805    

Glen Meadows Pass Through Trust

   

6.505

%

 

2/12/67

 

BB+

   

29,181,084

   
  22,085    

Liberty Mutual Group Inc., 144A

   

10.750

%

 

6/15/88

 

Baa3

   

32,906,650

   
  9,700    

Liberty Mutual Group Inc., 144A

   

7.800

%

 

3/07/87

 

Baa3

   

10,791,250

   
  8,550    

Lincoln National Corporation

   

7.000

%

 

5/17/66

 

BBB

   

8,742,375

   
  1,750    

Lincoln National Corporation

   

6.050

%

 

4/20/67

 

BBB

   

1,743,438

   
  9,335    

MetLife Capital Trust IV, 144A

   

7.875

%

 

12/15/67

 

BBB

   

11,435,375

   
  26,465    

MetLife Capital Trust X, 144A

   

9.250

%

 

4/08/68

 

BBB

   

36,521,700

   
  1,000    

MetLife Inc.

   

10.750

%

 

8/01/69

 

BBB

   

1,510,000

   
  28,570    

National Financial Services Inc.

   

6.750

%

 

5/15/67

 

Baa2

   

29,777,083

   
  1,150    

Nationwide Financial Services Capital Trust

   

7.899

%

 

3/01/37

 

Baa2

   

1,229,681

   

Nuveen Investments
20



Principal
Amount (000)/
Shares
 

Description (1)

 

Coupon

 

Maturity

 

Ratings (3)

 

Value

 
    Insurance (continued)  
  1,900    

Prudential Financial Inc.

   

8.875

%

 

6/15/68

 

BBB+

 

$

2,308,500

   
  7,038    

Prudential PLC

   

7.750

%

 

3/23/49

 

A-

   

7,611,597

   
  7,200    

Prudential PLC

   

6.500

%

 

9/23/53

 

A-

   

7,212,960

   
  4,600    

QBE Capital Funding Trust II, 144A

   

6.797

%

 

12/01/57

 

BBB+

   

4,666,093

   
  12,174    

Swiss Re Capital I, 144A

   

6.854

%

   

N/A (7)

     

A

     

12,759,594

   
  18,168    

Symetra Financial Corporation, 144A

   

8.300

%

 

10/15/37

 

BBB-

   

18,751,665

   
  12,940    

White Mountains Re Group Limited

   

7.506

%

 

6/30/57

 

BB+

   

13,353,821

   
  7,500    

XL Capital Ltd

   

6.500

%

 

10/15/57

 

BBB-

   

7,012,500

   
  10,350    

ZFS Finance USA Trust II, 144A

   

6.450

%

 

12/15/65

   

A

     

11,074,500

   
   

Total Insurance

                           

353,963,334

   
   

Real Estate – 1.2%

 
  9    

Sovereign Real Estate Investment Trust, 144A

   

12.000

%

 

10/31/50

 

Ba1

   

12,088,982

   
   

U.S. Agency – 1.9%

 
  16,825    

AgFirst Farm Credit Bank

   

7.300

%

 

12/15/53

 

A-

   

16,823,318

   
  2    

Farm Credit Bank of Texas

   

10.000

%

 

12/15/60

 

A3

   

2,118,094

   
   

Total U.S. Agency

                           

18,941,412

   
   

Total Capital Preferred Securities (cost $588,780,686)

                           

643,121,528

   
Principal
Amount (000)
 

Description (1)

 

Coupon

 

Maturity

     

Value

 
   

Short-Term Investments – 0.7% (0.5% of Total Investments)

 

$

6,605

    Repurchase Agreement with Fixed Income Clearing Corporation, dated 12/31/12,
repurchase price $6,605,155, collateralized by $6,460,000 U.S.
  0.010

%

  1/02/13
 
         

$

6,605,151
 
   

Treasury Notes, 1.750%, due 7/31/15, value $6,742,186

         

 

                 
   

Total Short-Term Investments (cost $6,605,151)

                           

6,605,151

   
   

Total Investments (cost $1,288,350,455) – 138.3%

                           

1,379,165,795

   
   

Borrowings – (38.5)% (8), (9)

                           

(383,750,000

)

 
   

Other Assets Less Liabilities – 0.2% (10)

                           

2,068,701

   
   

Net Assets Applicable to Common Shares – 100%

                         

$

997,484,496

   

Investments in Derivatives as of December 31, 2012

Interest Rate Swaps outstanding:

Counterparty

  Notional
Amount
  Fund
Pay/Receive
Floating Rate
 

Floating Rate Index

  Fixed Rate
(Annualized)
  Fixed Rate
Payment
Frequency
  Effective
Date (11)
  Termination
Date
  Unrealized
Appreciation
(Depreciation) (10)
 

JPMorgan

 

$

69,725,000

   

Receive

  1-Month USD-LIBOR    

1.193

%

 

Monthly

 

3/21/11

 

3/21/14

 

$

(832,784

)

 

JPMorgan

   

114,296,000

   

Receive

  1-Month USD-LIBOR    

1.255

   

Monthly

 

12/01/14

 

12/01/18

   

269,383

   

JPMorgan

   

114,296,000

   

Receive

  1-Month USD-LIBOR    

1.673

   

Monthly

 

12/01/14

 

12/01/20

   

657,612

   

Morgan Stanley

   

69,725,000

   

Receive

  1-Month USD-LIBOR    

2.064

   

Monthly

 

3/21/11

 

3/21/16

   

(3,700,944

)

 
                               

$

(3,606,733

)

 

Nuveen Investments
21



JPC

Nuveen Preferred Income Opportunities Fund (continued)

Portfolio of Investments December 31, 2012

    For Fund portfolio compliance purposes, the Fund's industry classifications refer to any one or more of the industry sub-classifications used by one or   more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes   of this report, which may combine industry sub-classifications into sectors for reporting ease.

  (1)  All percentages shown in the Portfolio of Investments are based on net assets applicable to Common shares unless otherwise noted.

  (2)  Non-income producing; issuer has not declared a dividend within the past twelve months.

  (3)  Ratings (not covered by the report of independent registered public accounting firm): Using the highest of Standard & Poor's Group ("Standard & Poor's"), Moody's Investors Service, Inc. ("Moody's") or Fitch, Inc. ("Fitch") rating. Ratings below BBB by Standard & Poor's, Baa by Moody's or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.

  (4)  For fair value measurement disclosure purposes, $25 Par (or similar) Preferred Security classified as Level 2. See Notes to Financial Statements, Footnote 1-General Information and Significant Accounting Policies, Investment Valuation for more information.

  (5)  Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in derivatives.

  (6)  Principal Amount (000) rounds to less than $1,000.

  (7)  Perpetual security. Maturity date is not applicable.

  (8)  The Fund may pledge up to 100% of its eligible investments in the Portfolio of Investments as collateral for Borrowings. As of the end of the reporting period, investments with a value of $914,379,833 have been pledged as collateral for Borrowings.

  (9)  Borrowings as a percentage of Total Investments is 27.8%.

  (10)  Other Assets Less Liabilities includes the Unrealized Appreciation (Depreciation) of derivative instruments as listed within Investments in Derivatives as of the end of the reporting period.

  (11)  Effective date represents the date on which both the Fund and Counterparty commence interest payment accruals on each swap contract.

  N/A  Not applicable.

  N/R  Not rated.

  144A  Investment is exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These investments may only be resold in transactions exempt from registration, which are normally those transactions with qualified institutional buyers.

  CORTS  Corporate Backed Trust Securities.

  PPLUS  PreferredPlus Trust.

  Reg S  Regulation S allows U.S. companies to sell securities to persons or entities located outside of the United States without registering those securities with the Securities and Exchange Commission. Specifically, Regulation S provides a safe harbor from the registration requirements of the Securities Act for the offers and sales of securities by both foreign and domestic issuers that are made outside the United States.

  REIT  Real Estate Investment Trust.

  USD-LIBOR  United States Dollar—London Inter-Bank Offered Rate.

See accompanying notes to financial statements.

Nuveen Investments
22




Statement of

ASSETS & LIABILITIES

  December 31, 2012

Assets

         

Investments, at value (cost $1,288,350,455)

 

$

1,379,165,795

   

Cash

   

2,386,933

   

Unrealized appreciation on interest rate swaps, net

   

94,211

   

Receivables:

 

Dividends

   

2,447,612

   

Interest

   

7,071,473

   

Investments sold

   

1,044,060

   

Reclaims

   

74,804

   

Other assets

   

178,075

   

Total assets

   

1,392,462,963

   

Liabilities

 

Borrowings

   

383,750,000

   

Unrealized depreciation on interest rate swaps

   

3,700,944

   

Payable for investments purchased

   

5,934,543

   

Accrued expenses:

 
Interest on borrowings    

47,065

   

Management fees

   

952,984

   
Trustees fees    

179,324

   

Other

   

413,607

   

Total liabilities

   

394,978,467

   

Net assets applicable to Common shares

 

$

997,484,496

   

Common shares outstanding

   

96,990,341

   

Net asset value per Common share outstanding (net assets applicable to Common shares, divided by Common shares outstanding)

 

$

10.28

   

Net assets applicable to Common shares consist of:

 

Common shares, $.01 par value per share

 

$

969,903

   

Paid-in surplus

   

1,292,140,972

   

Undistributed (Over-distribution of) net investment income

   

(8,330,468

)

 

Accumulated net realized gain (loss)

   

(374,506,934

)

 

Net unrealized appreciation (depreciation)

   

87,211,023

   

Net assets applicable to Common shares

 

$

997,484,496

   

Authorized shares:

 

Common

   

Unlimited

   

FundPreferred

   

Unlimited

   

See accompanying notes to financial statements.

Nuveen Investments
23



Statement of

OPERATIONS

  Year Ended December 31, 2012

Investment Income

         

Dividends (net of foreign tax withheld of $107,582)

 

$

46,027,688

   

Interest

   

44,103,292

   

Total investment income

   

90,130,980

   

Expenses

 

Management fees

   

10,769,605

   

Interest expense on borrowings

   

4,837,000

   

Shareholder servicing agent fees and expenses

   

5,531

   

Custodian fees and expenses

   

310,599

   

Trustees fees and expenses

   

24,406

   

Professional fees

   

207,634

   

Shareholder reporting expenses

   

201,145

   

Stock exchange listing fees

   

30,500

   

Investor relations expense

   

270,805

   

Other expenses

   

70,997

   

Total expenses

   

16,728,222

   

Net investment income (loss)

   

73,402,758

   

Realized and Unrealized Gain (Loss)

 

Net realized gain (loss) from:

 

Investment and foreign currency

   

37,117,450

   

Securities sold short

   

(1,666,640

)

 

Call options written

   

2,565,730

   

Interest rate swaps

   

(1,942,963

)

 

Put options purchased

   

(158,961

)

 

Change in net unrealized appreciation (depreciation) of:

 

Investment and foreign currency

   

120,367,362

   

Securities sold short

   

1,293,234

   

Call options written

   

(1,365,960

)

 

Interest rate swaps

   

754,389

   

Put options purchased

   

158,251

   

Net realized and unrealized gain (loss)

   

157,121,892

   

Net increase (decrease) in net assets applicable to Common shares from operations

 

$

230,524,650

   

See accompanying notes to financial statements.

Nuveen Investments
24



Statement of

CHANGES in NET ASSETS

  Year
Ended
12/31/12
  Year
Ended
12/31/11
 

Operations

 

Net investment income (loss)

 

$

73,402,758

   

$

49,769,100

   

Net realized gain (loss) from:

 

Investment and foreign currency

   

37,117,450

     

20,827,371

   

Securities sold short

   

(1,666,640

)

   

(257,417

)

 

Call options written

   

2,565,730

     

2,645,835

   

Interest rate swaps

   

(1,942,963

)

   

(1,540,259

)

 

Put options purchased

   

(158,961

)

   

   

Change in net unrealized appreciation (depreciation) of:

 

Investment and foreign currency

   

120,367,362

     

(90,229,278

)

 

Securities sold short

   

1,293,234

     

(64,105

)

 

Call options written

   

(1,365,960

)

   

2,935,353

   

Interest rate swaps

   

754,389

     

(4,361,122

)

 

Put options purchased

   

158,251

     

(37,985

)

 

Net increase (decrease) in net assets applicable to Common shares from operations

   

230,524,650

     

(20,312,507

)

 

Distributions to Common Shareholders

 

From net investment income

   

(73,683,563

)

   

(72,490,114

)

 

Return of capital

   

     

(334,401

)

 

Decrease in net assets applicable to Common shares from distributions to Common shareholders

   

(73,683,563

)

   

(72,824,515

)

 

Capital Share Transactions

 

Common shares repurchased and retired

   

     

(5,063,325

)

 

Net increase (decrease) in net assets applicable to Common shares from capital share transactions

   

     

(5,063,325

)

 

Net increase (decrease) in net assets applicable to Common shares

   

156,841,087

     

(98,200,347

)

 

Net assets applicable to Common shares at the beginning of period

   

840,643,409

     

938,843,756

   

Net assets applicable to Common shares at the end of period

 

$

997,484,496

   

$

840,643,409

   

Undistributed (Over-distribution of) net investment income at the end of period

 

$

(8,330,468

)

 

$

(12,176,715

)

 

See accompanying notes to financial statements.

Nuveen Investments
25



Statement of

CASH FLOWS

  Year Ended December 31, 2012

Cash Flows from Operating Activities:

     

Net Increase (Decrease) in Net Assets Applicable to Common Shares from Operations

 

$

230,524,650

   
Adjustments to reconcile the net increase (decrease) in net assets applicable to Common shares
from operations to net cash provided by (used in) operating activities:
 

Purchases of investments

   

(1,686,856,060

)

 

Proceeds from sales and maturities of investments and securities sold short

   

1,572,031,828

   

Proceeds from (Purchases of) short-term investments, net

   

77,624,446

   

Proceeds from (Payments for) cash denominated in foreign currencies, net

   

217,252

   

Proceeds from (Payments for) swap contracts, net

   

(1,942,963

)

 

Premiums received for call options written

   

836,854

   

Cash paid for call options written

   

(1,531,478

)

 

Amortization (Accretion) of premiums and discounts, net

   

(2,795,535

)

 

(Increase) Decrease in:

 

Deposits with brokers for securities sold short and options written

   

4,624,233

   

Receivable for dividends

   

(1,348,730

)

 

Receivable for interest

   

(560,611

)

 

Receivable for investments sold

   

2,461,768

   

Receivable for matured senior loans

   

505,206

   

Receivable for reclaims

   

34,462

   

Other assets

   

(29,535

)

 

Increase (Decrease) in:

 

Payable for dividends on securities sold short

   

(2,552

)

 

Payable for investment purchased

   

5,850,743

   

Accrued interest on borrowings

   

17,027

   

Accrued management fees

   

104,129

   

Accrued trustees fees

   

7,513

   

Accrued other expenses

   

(3,904

)

 

Net realized (gain) loss from:

 

Investments and foreign currency

   

(37,117,450

)

 

Securities sold short

   

1,666,640

   

Call options written

   

(2,565,730

)

 

Interest rate swaps

   

1,942,963

   

Put options purchased

   

158,961

   

Change in net unrealized (appreciation) depreciation of:

 

Investments and foreign currency

   

(120,367,362

)

 

Securities sold short

   

(1,293,234

)

 

Call options written

   

1,365,960

   

Interest rate swaps

   

(754,389

)

 

Put options purchased

   

(158,251

)

 

Net cash provided by (used in) operating activities

   

42,646,851

   

Cash Flows from Financing Activities:

 

Increase in borrowings

   

35,700,000

   

Increase (Decrease) in cash overdraft balance

   

(2,326,355

)

 

Cash distributions paid to Common shareholders

   

(73,683,563

)

 

Net cash provided by (used in) financing activities

   

(40,259,918

)

 

Net Increase (Decrease) in Cash

   

2,386,933

   

Cash at the beginning of period

   

   

Cash at the End of Period

 

$

2,386,933

   

Supplemental Disclosure of Cash Flow Information

 

Cash paid for interest on borrowings (excluding borrowing costs) was $4,819,973.

See accompanying notes to financial statements.

Nuveen Investments
26




Intentionally Left Blank

Nuveen Investments
27



Financial

HIGHLIGHTS

Selected data for a Common share outstanding throughout each period:

       
       

Investment Operations

 

Less Distributions

 
    Beginning
Common
Share
Net Asset
Value
  Net
Investment
Income
(Loss)(a)
  Net
Realized/
Unrealized
Gain (Loss)
  Distributions
from Net
Investment
Income to
Fund-
Preferred
Share-
holders(b)
  Distributions
from
Accumulated
Net Realized
Gains to
Fund-
Preferred
Share-
holders(b)
 

Total

  From Net
Investment
Income to
Common
Share-
holders
  From
Accumulated
Net
Realized
Gains to
Common
Share-
holders
  Return of
Capital to
Common
Share-
holders
 

Total

 

Year Ended 12/31:

 
 

2012

   

$

8.67

   

$

.76

   

$

1.61

   

$

   

$

   

$

2.37

   

$

(.76

)

 

$

   

$

   

$

(.76

)

 
 

2011

     

9.62

     

.51

     

(.72

)

   

     

     

(.21

)

   

(.75

)

   

     

*

   

(.75

)

 
 

2010

     

8.56

     

.50

     

1.23

     

     

     

1.73

     

(.57

)

   

     

(.11

)

   

(.68

)

 
 

2009

     

5.60

     

.54

     

3.03

     

*

   

     

3.57

     

(.61

)

   

     

(.02

)

   

(.63

)

 
 

2008

     

12.38

     

.86

     

(6.49

)

   

(.15

)

   

     

(5.78

)

   

(.69

)

   

     

(.31

)

   

(1.00

)

 
   

FundPreferred Shares at End of Period

 

Borrowings at End of Period

 
    Aggregate
Amount
Outstanding
(000)
  Liquidation
Value
Per Share
  Asset
Coverage
Per Share
  Aggregate
Amount
Outstanding
(000)
  Asset
Coverage
Per $1,000
 

Year Ended 12/31:

 
 

2012

   

$

   

$

   

$

   

$

383,750

   

$

3,599

   
 

2011

     

     

     

     

348,000

     

3,416

   
 

2010

     

     

     

     

270,000

     

4,477

   
 

2009

     

     

     

     

270,000

     

4,111

   
 

2008

     

118,650

     

25,000

     

142,298

     

145,545

     

5,640

   

(a)  Per share Net Investment Income (Loss) is calculated using the average daily shares method.

(b)  The amounts shown are based on Common share equivalents.

(c)  Total Return Based on Market Value is the combination of changes in the market price per share and the effect of reinvested dividend income and reinvested capital gains distributions, if any, at the average price paid per share at the time of reinvestment. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending market price. The actual reinvestment for the last dividend declared in the period may take place over several days, and in some instances may not be based on the market price, so the actual reinvestment price may be different from the price used in the calculation. Total returns are not annualized.

  Total Return Based on Common Share Net Asset Value is the combination of changes in Common share net asset value, reinvested dividend income at net asset value and reinvested capital gains distributions at net asset value, if any. The last dividend declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the ending net asset value. The actual reinvest price for the last dividend declared in the period may often be based on the Fund's market price (and not its net asset value), and therefore may be different from the price used in the calculation. Total returns are not annualized.

Nuveen Investments
28



           

Ratios/Supplemental Data

 
               

Total Returns

      Ratios to Average Net Assets
Applicable to Common Shares
Before Reimbursement(d)
  Ratios to Average Net Assets
Applicable to Common Shares
After Reimbursement(d)(e)
     
    Discount
from
Common
Shares
Repurchased
and Retired
  Ending
Common
Share
Net Asset
Value
  Ending
Market
Value
  Based
on
Market
Value(c)
  Based
on
Common
Share
Net
Asset
Value(c)
  Ending Net
Assets
Applicable to
Common
Shares (000)
 

Expenses

  Net
Investment
Income (Loss)
 

Expenses

  Net
Investment
Income (Loss)
  Portfolio
Turnover
Rate
 

Year Ended 12/31:

 
 

2012

   

$

   

$

10.28

   

$

9.71

     

31.44

%

   

28.17

%

 

$

997,484

     

1.79

%

   

7.85

%

   

N/A

     

N/A

     

123

%

 
 

2011

     

.01

     

8.67

     

8.01

     

4.95

     

(2.23

)

   

840,643

     

1.73

     

5.40

     

1.70

%

   

5.43

%

   

34

   
 

2010

     

.01

     

9.62

     

8.35

     

21.28

     

21.06

     

938,844

     

1.67

     

5.39

     

1.54

     

5.52

     

49

   
 

2009

     

.02

     

8.56

     

7.49

     

81.73

     

67.37

     

839,846

     

1.80

     

7.76

     

1.57

     

7.99

     

50

   
 

2008

     

*

   

5.60

     

4.60

     

(51.80

)

   

(49.27

)

   

556,698

     

2.47

     

8.14

     

2.04

     

8.57

     

36

   

(d)  • Ratios do not reflect the effect of dividend payments to FundPreferred shareholders, where applicable.

  • Net Investment Income (Loss) ratios reflect income earned and expenses incurred on assets attributable to FundPreferred shares and/or borrowings, where applicable.

  • Each ratio includes the effect of dividends expense on securities sold short and all interest expense paid and other costs related to borrowings, where applicable as follows:

  Ratios of Dividends Expense
on Securities Sold Short
to Average Net Assets Applicable
to Common Shares(f)
  Ratios of Borrowings
Interest Expense
to Average Net Assets Applicable
to Common Shares
 
 

Year Ended 12/31:

       

 
 

2012

     

%

   

0.52

%

 
 

2011

     

**

   

0.43

   
 

2010

     

**

   

0.40

   
 

2009

     

**

   

0.45

   
 

2008

     

0.01

     

0.82

   

(e)  After expense reimbursement from the Adviser, where applicable. As of March 31, 2011, the Adviser is no longer reimbursing the Fund for any fees or expenses.

(f)  Effective for periods beginning after December 31, 2011, the Fund no longer makes short sales of securities.

N/A  The Fund no longer has a contractual reimbursement agreement with the Adviser.

*  Rounds to less than $.01 per share.

**  Rounds to less than .01%.

See accompanying notes to financial statements.

Nuveen Investments
29




Notes to

FINANCIAL STATEMENTS

1. General Information and Significant Accounting Policies

General Information

Nuveen Preferred Income Opportunities Fund (the "Fund") is a diversified closed-end registered investment company registered under the Investment Company Act of 1940, as amended. The Fund's Common shares are listed on the New York Stock Exchange ("NYSE") and trade under the ticker symbol "JPC."

On December 31, 2012, the Funds' investment adviser converted from a Delaware corporation to a Delaware limited liability company. As a result, Nuveen Fund Advisers, Inc., a wholly-owned subsidiary of Nuveen Investments, Inc. ("Nuveen"), changed its name to Nuveen Fund Advisers, LLC (the "Adviser"). There were no changes to the identities or roles of any personnel as a result of the change.

Portfolio Repositioning

On January 23, 2012, the Fund began the repositioning of its portfolio (the "Repositioning") as previously approved by Common shareholders during November 2011. The goal of the Repositioning was to increase the attractiveness of the Fund's Common shares and narrow the Fund's trading discount by:

•  Simplifying the Fund to focus on one of its current core portfolio strategies;

•  Positioning the Fund in a closed-end fund category that is well understood and has historically seen more consistent secondary market demand; and

•  Differentiating the Fund from similar funds, including other Nuveen closed-end funds in the same fund category.

In connection with the Repositioning, Nuveen Asset Management, LLC ("NAM"), a wholly-owned subsidiary of the Adviser, and NWQ Investment Management Company, LLC (NWQ), an affiliate of Nuveen, assumed equal portfolio management responsibilities from the Fund's previous sub-advisers.

Upon completion of the Repositioning on April 2, 2012:

•  The Fund changed its name from Nuveen Multi-Strategy Income and Growth Fund. The Fund's ticker symbol remained unchanged; and

•  The Fund discontinued its managed distribution policy (in which distributions may be sourced not just from income but also from realized capital gains and, if necessary, from capital), and shifted from quarterly to monthly distributions.

Investment Objectives

The Fund's investment objective of high current income with a secondary objective of total return remained unchanged as a result of the Repositioning.

Prior to its Repositioning, the Fund met its investment objective by maintaining a portfolio exposure target of approximately 70% in income-oriented debt securities (preferred securities and fixed- and floating-rate debt including high yield debt and senior loans), and 30% in equities and equity-like securities (convertibles and domestic and international equities).

Effective with the completion of the Repositioning, the Fund meets its investment objective by investing at least 80% of its managed assets (as defined in Footnote 7—Management Fees and Other Transactions with Affiliates) in preferred securities, and up to 20% opportunistically over the market cycle in other types of securities, primarily income-oriented securities such as corporate and taxable municipal debt and common equity.

Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements in accordance with U.S. generally accepted accounting principles ("U.S. GAAP").

Nuveen Investments
30



Investment Valuation

Common stocks and other equity-type securities are valued at the last sales price on the securities exchange on which such securities are primarily traded and are generally classified as Level 1 for fair value measurement purposes. Securities primarily traded on the NASDAQ National Market ("NASDAQ") are valued, except as indicated below, at the NASDAQ Official Closing Price and are generally classified as Level 1. However, securities traded on a securities exchange or NASDAQ for which there were no transactions on a given day or securities not listed on a securities exchange or NASDAQ are valued at the quoted bid price and are generally classified as Level 2. Investments in investment companies are valued at their respective net asset values on the valuation date. These investment vehicles are generally classified as Level 1.

Prices of fixed-income securities and interest rate swap contracts are provided by a pricing service approved by the Fund's Board of Trustees. These securities are generally classified as Level 2 for fair value measurement purposes. The pricing service establishes a security's fair value using methods that may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor's credit characteristics considered relevant. In pricing certain securities, particularly less liquid and lower quality securities, the pricing service may consider information about a security, its issuer, or market activity, provided by the Adviser. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs.

Like most fixed income instruments, the senior and subordinated loans in which the Fund invested are not listed on an organized exchange. The secondary market of such instruments may be less liquid relative to markets for other fixed-income securities. Consequently, the value of senior and subordinated loans, determined as described above, may differ significantly from the value that would have been determined had there been an active market for that senior loan. These securities are generally classified as Level 2.

The value of exchange-traded options are based on the mean of the closing bid and ask prices. Exchange-traded options are generally classified as Level 1. Options traded in the over-the-counter market are valued using an evaluated mean price and are generally classified as Level 2.

Repurchase agreements are valued at contract amount plus accrued interest, which approximates market value. These securities are generally classified as Level 2.

Certain securities may not be able to be priced by the pre-established pricing methods as described above. Such securities may be valued by the Fund's Board of Trustees or its designee at fair value. These securities generally include, but are not limited to, restricted securities (securities which may not be publicly sold without registration under the Securities Act of 1933, as amended) for which a pricing service is unable to provide a market price; securities whose trading has been formally suspended; debt securities that have gone into default and for which there is no current market quotation; a security whose market price is not available from a pre-established pricing source; a security with respect to which an event has occurred that is likely to materially affect the value of the security after the market has closed but before the calculation of a Fund's net asset value (as may be the case in non-U.S. markets on which the security is primarily traded) or make it difficult or impossible to obtain a reliable market quotation; and a security whose price, as provided by the pricing service, is not deemed to reflect the security's fair value. As a general principle, the fair value of a security would appear to be the amount that the owner might reasonably expect to receive for it in a current sale. A variety of factors may be considered in determining the fair value of such securities, which may include consideration of the following: yields or prices of investments of comparable quality, type of issue, coupon, maturity and rating, market quotes or indications of value from security dealers, evaluations of anticipated cash flows or collateral, general market conditions and other information and analysis, including the obligor's credit characteristics considered relevant. These securities are generally classified as Level 2 or as Level 3 depending on the priority of the significant inputs. Regardless of the method employed to value a particular security, all valuations are subject to review by the Fund's Board of Trustees or its designee.

Refer to Footnote 2—Fair Value Measurements for further details on the leveling of securities held by the Fund as of the end of the reporting period.

Investment Transactions

Investment transactions are recorded on a trade date basis. Trade date for senior and subordinated loans purchased in the "primary market" is considered the date on which the loan allocations are determined. Trade date for senior and subordinated loans purchased in the "secondary market" is the date on which the transaction is entered into. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same basis used for federal income tax purposes. Investments purchased on a when-issued/delayed delivery basis may have extended settlement periods. Any investments so purchased are subject to market fluctuation during this period. The Fund has instructed the custodian to earmark securities in the Fund's portfolio with a current value at least equal to the amount of the when-issued/delayed delivery purchase commitments. As of December 31, 2012, there were no outstanding when-issued/delayed delivery purchase commitments.

Nuveen Investments
31



Notes to

FINANCIAL STATEMENTS (continued)

Investment Income

Dividend income on securities purchased and dividend expense on securities sold short are recorded on the ex-dividend date or, for foreign securities, when information is available. Interest income, which reflects the amortization of premiums and includes accretion of discounts for financial reporting purposes, is recorded on an accrual basis. Fee income consists primarily of amendment fees. Amendment fees are earned as compensation for evaluating and accepting changes to an original senior loan agreement and are recognized when received. Fee income and amendment fees are a component of "Interest income," if any.

Professional Fees

Professional fees presented on 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 Fund shareholders. Legal fee refund presented on the Statement of Operations reflects a refund of workout expenditures paid in a prior reporting period, when applicable.

Income Taxes

The Fund intends to distribute substantially all of its investment company taxable income to shareholders and to otherwise comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies. In any year when the Fund realizes net capital gains, the Fund may choose to distribute all or a portion of its net capital gains to shareholders, or alternatively, to retain all or a portion of its net capital gains and pay federal corporate income taxes on such retained gains.

For all open tax years and all major taxing jurisdictions, management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Open tax years are those that are open for examination by taxing authorities (i.e., generally the last four tax year ends and the interim tax period since then). Furthermore, management of the Fund is also not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

Dividends and Distributions to Common Shareholders

Distributions to Common shareholders 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 U.S. GAAP.

Prior to the Fund's last quarterly cash distribution declared March 1, 2012, and paid April 2, 2012, the Fund made quarterly cash distributions to Common shareholders of a stated dollar amount per share. Subject to approval and oversight by the Fund's Board of Trustees, the Fund would seek to maintain a stable distribution level designed to deliver the long-term return potential of the Fund's investment strategy through regular quarterly distributions (a "Managed Distribution Program"). Total distributions during a calendar year generally were made from the Fund's net investment income, net realized capital gains and net unrealized capital gains in the Fund's portfolio, if any. The portion of distributions paid attributed to net unrealized gains, if any, was distributed from the Fund's assets and was treated by shareholders as a non-taxable distribution ("Return of Capital") for tax purposes. In the event that total distributions during a calendar year exceeded the Fund's total return on net asset value, the difference would reduce net asset value per share. If the Fund's total return on net asset value exceeded total distributions during a calendar year, the excess was reflected as an increase in net asset value per share. The final determination of the source and character of all distributions for the fiscal year was made after the end of the fiscal year and are reflected in the financial statements contained in the annual report as of December 31 each year.

The actual character of distributions made by the Fund during the fiscal years ended December 31, 2012 and December 31, 2011, are reflected in the accompanying financial statements.

Effective with the completion of the Repositioning, dividends declared to Common shareholders are declared monthly. Net realized capital gains from investment transactions, if any, are declared and distributed to shareholders at least annually. Furthermore, capital gains are distributed only to the extent they exceed available capital loss carryforwards.

Nuveen Investments
32



FundPreferred Shares

The Fund is authorized to issue auction rate preferred ("FundPreferred") shares. As of December 31, 2009, the Fund redeemed all $708,000,000 of its outstanding FundPreferred shares, at liquidation value.

Foreign Currency Transactions

The Fund is authorized to engage in foreign currency exchange transactions, including forward foreign currency exchange contracts, futures, options and swap contracts. To the extent that the Fund invests in securities and/or contracts that are denominated in a currency other than U.S. dollars, the Fund will be subject to currency risk, which is the risk that an increase in the U.S. dollar relative to the foreign currency will reduce returns or portfolio value. Generally, when the U.S. dollar rises in value against a foreign currency, the Fund's investments denominated in that currency will lose value because its currency is worth fewer U.S. dollars; the opposite effect occurs if the U.S. dollar falls in relative value. Investments and other assets and liabilities denominated in foreign currencies are converted into U.S. dollars on a spot (i.e. cash) basis at the spot rate prevailing in the foreign currency exchange market at the time of valuation. Purchases and sales of investments and income denominated in foreign currencies are translated into U.S. dollars on the respective dates of such transactions.

The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, assets and liabilities are translated into U.S. dollars at 4:00 p.m. Eastern time. Investments transactions, income and expenses are translated on the respective dates of such transactions. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date of the transactions, foreign currency transactions and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received.

The realized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with other assets and liabilities on investments, forward foreign currency exchange contracts, futures, options purchased, options written and swaps are recognized as a component of "Net realized gain (loss) from investments and foreign currency" on the Statement of Operations, when applicable.

The unrealized gains and losses resulting from changes in foreign currency exchange rates and changes in foreign exchange rates associated with other assets and liabilities on investments are recognized as a component of "Change in unrealized appreciation (depreciation) of investments and foreign currency" on the Statement of Operations, when applicable. The unrealized gains and losses resulting from changes in foreign exchange rates associated with forward foreign currency exchange contracts, futures, options purchased, options written and swaps are recognized as a component of "Change in net unrealized appreciation (depreciation) of forward foreign currency exchange contracts, futures, put options purchased, call options written and interest rate swaps," respectively, on the Statement of Operations, when applicable.

Interest Rate Swap Contracts

The Fund is subject to interest rate risk in the normal course of pursuing its investment objectives and is authorized to invest in interest rate swap transactions in an attempt to manage such risk. The Fund's use of interest rate swap contracts is intended to mitigate the negative impact that an increase in short-term interest rates could have on Common share net earnings as a result of leverage. Forward interest rate swap transactions involve the Fund's agreement with a counterparty to pay, in the future, a fixed or variable rate payment in exchange for the counterparty paying the Fund a variable or fixed rate payment, the accruals for which would begin at a specified date in the future (the "effective date"). Interest rate swap contracts involve the Fund's agreement with the counterparty to pay or receive a fixed rate payment in exchange for the counterparty receiving or paying a variable rate payment that is intended to approximate the Fund's variable rate payment obligation on FundPreferred shares or any variable rate borrowing. The payment obligation is based on the notional amount of the interest rate swap contract. Interest rate swap contracts do not involve the delivery of securities or other underlying assets or principal. Accordingly, the risk of loss with respect to the swap counterparty on such transactions is limited to the net amount of interest payments that the Fund is to receive. Interest rate swap positions are valued daily. The Fund accrues the fixed rate payment expected to be paid or received and the variable rate payment expected to be received or paid on interest rate swap contracts on a daily basis, and recognizes the daily change in the fair value of the Fund's contractual rights and obligations under the contracts. The net amount recorded for these transactions for each counterparty is recognized on the Statement of Assets and Liabilities as a component of "Unrealized appreciation or depreciation on interest rate swaps (, net)" with the change during the fiscal period recognized on the Statement of Operations as a component of "Change in net unrealized appreciation (depreciation) of interest rate swaps." Income received or paid by the Fund is recognized as a component of "Net realized gain (loss) from interest rate swaps" on the Statement of Operations, in addition to the net realized gains or losses recognized upon the termination of an interest rate swap contract and are equal to the difference between the Fund's basis in the interest rate swap and the proceeds from (or cost of) the closing transaction. Payments received or made at the beginning of the measurement period are recognized as a component of "Interest rate swap premiums paid and/or received" on the Statement of Assets and Liabilities, when applicable. For tax purposes, periodic payments are treated as ordinary income or expense.

During the fiscal year ended December 31, 2012, the Fund continued to use interest rate swap contracts to partially fix the interest cost of leverage, which the Fund uses through the use of bank borrowings.

Nuveen Investments
33



Notes to

FINANCIAL STATEMENTS (continued)

The average notional amount of interest rate swap contracts outstanding during the fiscal year ended December 31, 2012, was as follows:

Average notional amount of interest rate swap contracts outstanding*

 

$

199,113,400

   

*  The average notional amount is calculated based on the outstanding notional amount at the beginning of the fiscal year and at the end of each fiscal quarter within the current fiscal year.

Refer to Footnote 3—Derivative Instruments and Hedging Activities for further details on interest rate swap contract activity.

Options Transactions

The Fund is subject to equity price risk in the normal course of pursuing its investment objectives and is authorized to purchase and write (sell) call and put options, in an attempt to manage such risk. The purchase of put options involves the risk of loss of all or a part of the cash paid for the options (the premium). The market risk associated with purchasing put options is limited to the premium paid. The counterparty credit risk of purchasing options, however, needs also to take into account the current value of the option, as this is the performance expected from the counterparty. When the Fund purchases an option, an amount equal to the premium paid (the premium plus commission) is recognized as a component of "Call and/or Put options purchased, at value" on the Statement of Assets and Liabilities. When the Fund writes an option, an amount equal to the net premium received (the premium less commission) is recognized as a component of "Call and/or Put options written, at value" on the Statement of Assets and Liabilities and is subsequently adjusted to reflect the current value of the written option until the option is exercised or expires or the Fund enters into a closing purchase transaction. The changes in the value of options purchased during the fiscal period are recognized as a component of "Change in net unrealized appreciation (depreciation) of call and/or put options purchased" on the Statement of Operations. The changes in the value of options written during the fiscal period are recognized as a component of "Change in net unrealized appreciation (depreciation) of call and/or put options written" on the Statement of Operations. When an option is exercised or expires or the Fund enters into a closing purchase transaction, the difference between the net premium received and any amount paid at expiration or on executing a closing purchase transaction, including commission, is recognized as a component of "Net realized gain (loss) from call and/or put options purchased and/or written "on the Statement of Operations. The Fund, as a writer of an option, has no control over whether the underlying instrument may be sold (called) or purchased (put) and as a result bears the risk of an unfavorable change in the market value of the instrument underlying the written option. There is also the risk the Fund may not be able to enter into a closing transaction because of an illiquid market.

Prior to the Repositioning, the Fund held put options on a single stock to benefit in the event its price declined. During the fiscal year ended December 31, 2012, the Fund wrote call options on individual stocks held in its portfolio to enhance returns while foregoing some upside potential. The Fund did not purchase call options or write put options during the fiscal year ended December 31, 2012.

The average notional amount of put options purchased and call options written during the fiscal year ended December 31, 2012, were as follows:

Average notional amount of put options purchased*

 

$

284,000

   

Average notional amount of call options written*

 

$

(12,854,010

)

 

*  The average notional amount is calculated based on the outstanding notional amount at the beginning of the fiscal year and at the end of each fiscal quarter within the current fiscal year.

Refer to Footnote 3—Derivative Instruments and Hedging Activities and Footnote 5—Investment Transactions for further details on options activity.

Short Sales

Prior to the Repositioning, the Fund was authorized to make short sales of securities. To secure its obligation to deliver securities sold short, the Fund instructed the custodian to segregate assets of the Fund, which were then held at the applicable broker, as collateral with an equivalent amount of the securities sold short. The collateral required was determined by reference to the market value of the short positions and was recognized as a component of "Deposits with brokers for securities sold short and options written" on the Statement of Assets and Liabilities. The Fund was obligated to pay to the party to which the securities were sold short, dividends declared on the stock by the issuer and recognized such amounts as "Dividends on securities sold short" on the

Nuveen Investments
34



Statement of Operations. Short sales were valued daily with the corresponding unrealized gains or losses recognized as a component of "Change in net unrealized appreciation (depreciation) of securities sold short" on the Statement of Operations.

Liabilities for securities sold short were reported at market value in the financial statements. Short sale transactions resulted in off-balance sheet risk because the ultimate obligation may exceed the related amounts shown on the Statement of Assets and Liabilities. The Fund incurred a loss if the price of the security increased between the date of the short sale and the date on which the Fund replaced the borrowed security. The Fund's loss on a short sale was potentially unlimited because there was no upward limit on the price a borrowed security could attain. The Fund realized a gain if the price of the security declined between those dates. Gains and losses from securities sold short are recognized as a component of "Net realized gain (loss) from securities sold short" on the Statement of Operations.

Market and Counterparty Credit Risk

In the normal course of business the Fund may invest in financial instruments and enter into financial transactions where risk of potential loss exists due to changes in the market (market risk) or failure of the other party to the transaction to perform (counterparty credit risk). The potential loss could exceed the value of the financial assets recorded on the financial statements. Financial assets, which potentially expose the Fund to counterparty credit risk, consist principally of cash due from counterparties on forward, option and swap transactions, when applicable. The extent of the Fund's exposure to counterparty credit risk in respect to these financial assets approximates their carrying value as recorded on the Statement of Assets and Liabilities. Futures contracts, when applicable, expose the Fund to minimal counterparty credit risk as they are exchange traded and the exchange's clearinghouse, which is counterparty to all exchange traded futures, guarantees the futures contracts against default.

The Fund helps manage counterparty credit risk by entering into agreements only with counterparties the Adviser believes have the financial resources to honor their obligations and by having the Adviser monitor the financial stability of the counterparties. Additionally, counterparties may be required to pledge collateral daily (based on the daily valuation of the financial asset) on behalf of the Fund with a value approximately equal to the amount of any unrealized gain above a pre-determined threshold. Reciprocally, when the Fund has an unrealized loss, the Fund has instructed the custodian to pledge assets of the Fund as collateral with a value approximately equal to the amount of the unrealized loss above a pre-determined threshold. Collateral pledges are monitored and subsequently adjusted if and when the valuations fluctuate, either up or down, by at least the pre-determined threshold amount.

Repurchase Agreements

In connection with transactions in repurchase agreements, it is the Fund's policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the repurchase transaction, including accrued interest, at all times. If the counterparty defaults, and the fair value of the collateral declines, realization of the collateral may be delayed or limited.

Zero Coupon Securities

The Fund is authorized to invest in zero coupon securities. A zero coupon security does not pay a regular interest coupon to its holders during the life of the security. Income to the holder of the security comes from accretion of the difference between the original purchase price of the security at issuance and the par value of the security at maturity and is effectively paid at maturity. The market prices of zero coupon securities generally are more volatile than the market prices of securities that pay interest periodically.

Indemnifications

Under the Fund's organizational documents, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts that provide general indemnifications to other parties. The Fund's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP 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 applicable to Common shares from operations during the reporting period. Actual results may differ from those estimates.

2. Fair Value Measurements

Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.

Level 1 – Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities.

Level 2 – Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Nuveen Investments
35



Notes to

FINANCIAL STATEMENTS (continued)

Level 3 – Prices are determined using significant unobservable inputs (including management's assumptions in determining the fair value of investments).

The inputs or methodologies used for valuing securities are not an indication of the risks associated with investing in those securities. The following is a summary of the Fund's fair value measurements as of the end of the reporting period:

   

Level 1

 

Level 2

 

Level 3

 

Total

 

Long-Term Investments*:

 

Common Stocks

 

$

17,354,840

   

$

   

$

   

$

17,354,840

   
Convertible Preferred Securities    

741,508

     

     

     

741,508

   

$25 Par (or similar) Preferred Securities

   

607,931,619

     

41,549,359

     

     

649,480,978

   

Corporate Bonds

   

     

61,861,790

     

     

61,861,790

   

Capital Preferred Securities

   

     

643,121,528

     

     

643,121,528

   

Short-Term Investments:

 

Repurchase Agreements

   

     

6,605,151

     

     

6,605,151

   

Derivatives:

 
Interest Rate Swaps**    

     

(3,606,733

)

   

     

(3,606,733

)

 

Total

 

$

626,027,967

   

$

749,531,095

   

$

   

$

1,375,559,062

   

*  Refer to the Fund's Portfolio of Investments for industry classifications and breakdown of $25 Par (or similar) Preferred Securities classified as Level 2.

**  Represents net unrealized appreciation (depreciation) as reported in the Fund's Portfolio of Investments.

The Nuveen funds' Board of Directors/Trustees is responsible for the valuation process and has delegated the oversight of the daily valuation process to the Adviser's Valuation Committee. The Valuation Committee, pursuant to the valuation policies and procedures adopted by the Board of Directors/Trustees, is responsible for making fair value determinations, evaluating the effectiveness of the funds' pricing policies, and reporting to the Board of Directors/Trustees. The Valuation Committee is aided in its efforts by the Adviser's dedicated Securities Valuation Team, which is responsible for administering the daily valuation process and applying fair value methodologies as approved by the Valuation Committee. When determining the reliability of independent pricing services for investments owned by the funds, the Valuation Committee, among other things, conducts due diligence reviews of the pricing services and monitors the quality of security prices received through various testing reports conducted by the Securities Valuation Team.

The Valuation Committee will consider pricing methodologies it deems relevant and appropriate when making fair value determinations. Examples of possible methodologies include, but are not limited to, multiple of earnings; discount from market of a similar freely traded security; discounted cash-flow analysis; book value or a multiple thereof; risk premium/yield analysis; yield to maturity; and/or fundamental investment analysis. The Valuation Committee will also consider factors it deems relevant and appropriate in light of the facts and circumstances. Examples of possible factors include, but are not limited to, the type of security; the issuer's financial statements; the purchase price of the security; the discount from market value of unrestricted securities of the same class at the time of purchase; analysts' research and observations from financial institutions; information regarding any transactions or offers with respect to the security; the existence of merger proposals or tender offers affecting the security; the price and extent of public trading in similar securities of the issuer or comparable companies; and the existence of a shelf registration for restricted securities.

For each portfolio security that has been fair valued pursuant to the policies adopted by the Board of Directors/Trustees, the fair value price is compared against the last available and next available market quotations. The Valuation Committee reviews the results of such testing and fair valuation occurrences are reported to the Board of Directors/Trustees.

3. Derivative Instruments and Hedging Activities

The Fund records derivative instruments at fair value, with changes in fair value recognized on the Statement of Operations, when applicable. Even though the Fund's investments in derivatives may represent economic hedges, they are not considered to be hedge transactions for financial reporting purposes. For additional information on the derivative instruments in which the Fund was invested

Nuveen Investments
36



during and at the end of the reporting period, refer to the Portfolio of Investments, Financial Statements and Footnote 1 – General Information and Significant Accounting Policies.

The following table presents the fair value of all derivative instruments held by the Fund as of December 31, 2012, the location of these instruments on the Statement of Assets and Liabilities, and the primary underlying risk exposure.

       

Location on the Statement of Assets and Liabilities

 

Underlying

 

Derivative

 

Asset Derivatives

 

Liability Derivatives

 

Risk Exposure

 

Instrument

 

Location

 

Value

 

Location

 

Value

 
Interest Rate
 
  Swaps
 
  Unrealized appreciation
on interest rate swaps, net
 

$

926,995
 
  Unrealized depreciation
on interest rate swaps
 

$

(3,700,944
 

)

 
Interest Rate
 
  Swaps
 
  Unrealized appreciation
on interest rate swaps, net
  (832,784
 

)

 
 
 
 
 

Total

         

$

94,211

   

 

$

(3,700,944

)

 

The following tables present the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized for the fiscal year ended December 31, 2012, on derivative instruments, as well as the primary risk exposure associated with each.

Net Realized Gain (Loss) from Call Options Written

 

Risk Exposure

 

Equity Price

 

$

2,565,730

   

Net Realized Gain (Loss) from Interest Rate Swaps

 

Risk Exposure

 

Interest Rate

 

$

(1,942,963

)

 

Net Realized Gain (Loss) from Put Options Purchased

 

Risk Exposure

 

Equity Price

 

$

(158,961

)

 

Change in Net Unrealized Appreciation (Depreciation) of Call Options Written

 

Risk Exposure

 

Equity Price

 

$

(1,365,960

)

 

Change in Net Unrealized Appreciation (Depreciation) of Interest Rate Swaps

 

Risk Exposure

 

Interest Rate

 

$

754,389

   

Change in Net Unrealized Appreciation (Depreciation) of Put Options Purchased

 

Risk Exposure

 

Equity Price

 

$

158,251

   

4. Fund Shares

Common Shares

Transactions in Common shares were as follows:

    Year
Ended
12/31/12
  Year
Ended
12/31/11
 

Common shares repurchased and retired

   

     

(601,037

)

 

Weighted average:

 

Price per Common share repurchased and retired

 

$

   

$

8.40

   

Discount per Common share repurchased and retired

   

%

   

13.78

%

 

5. Investment Transactions

Purchases and sales (including maturities and proceeds from securities sold short, but excluding short-term investments and derivative transactions) during the fiscal year ended December 31, 2012, aggregated $1,686,856,060 and $1,572,031,828, respectively.

Nuveen Investments
37



Notes to

FINANCIAL STATEMENTS (continued)

Transactions in call options written during the fiscal year ended December 31, 2012, were as follows:

    Number of
Contracts
  Premiums
Received
 

Call options outstanding, beginning of period

   

17,985

   

$

3,260,353

   

Call options written

   

2,384

     

836,854

   

Call options terminated in closing purchase transactions

   

(7,261

)

   

(925,510

)

 

Call options exercised

   

(5,366

)

   

(1,453,135

)

 

Call options expired

   

(7,742

)

   

(1,718,562

)

 

Call options outstanding, end of period

   

   

$

   

6. 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 recognition of premium amortization, timing differences in the recognition of income on real estate investment trust ("REIT") investments and timing differences in recognizing certain gains and losses on investment transactions. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts as detailed below. Temporary differences do not require reclassification. Temporary and permanent differences do not impact the net asset value of the Fund.

As of December 31, 2012, the cost and unrealized appreciation (depreciation) of investments (excluding investments in derivatives), as determined on a federal income tax basis, were as follows:

Cost of investments

 

$

1,295,526,976

   

Gross unrealized:

 

Appreciation

 

$

94,270,345

   

Depreciation

   

(10,631,526

)

 

Net unrealized appreciation (depreciation) of investments

 

$

83,638,819

   

Permanent differences, primarily due to tax basis earnings and profit adjustments, complex securities character adjustments, adjustments for REITs, adjustments for passive foreign investment companies, and foreign currency reclasses, resulted in reclassifications among the Fund's components of Common share net assets as of December 31, 2012, the Fund's tax year end, as follows:

Paid-in-surplus

 

$

(3,653,815

)

 

Undistributed (Over-distribution of) net investment income

   

4,127,052

   

Accumulated net realized gain (loss)

   

(473,237

)

 

The tax components of undistributed net ordinary income and net long-term capital gains as of December 31, 2012, the Fund's tax year end, were as follows:

Undistributed net ordinary income

 

$

   

Undistributed net long-term capital gains

   

   

The tax character of distributions paid during the Fund's tax years ended December 31, 2012 and December 31, 2011, was designated for purposes of the dividends paid deduction as follows:

2012

 

Distributions from net ordinary income*

 

$

73,683,563

   

Distributions from net long-term capital gains

   

   

Return of capital

   

   

Nuveen Investments
38



2011

 

 

Distributions from net ordinary income*

 

$

72,490,114

   

Distributions from net long-term capital gains

   

   

Return of capital

   

334,401

   

*  Net ordinary income consists of net taxable income derived from dividends, interest, and current year earnings and profits attributable to realized gains.

As of December 31, 2012, the Fund's tax year end, the Fund had unused capital loss carryforwards available for federal income tax purposes to be applied against future capital gains, if any. If not applied, the carryforwards will expire as follows:

Expiration:

 

December 31, 2016

 

$

159,992,014

   

December 31, 2017

   

204,895,930

   

December 31, 2018

   

9,385,427

   

Total

 

$

374,273,371

   

During the Fund's tax year ended December 31, 2012, the Fund utilized capital loss carryforwards as follows:

Utilized capital loss carryforwards

 

$

32,997,614

   

Under the Regulated Investment Company Modernization Act of 2010, capital losses incurred by the Fund after December 31, 2010 will not be subject to expiration. During the Fund's tax year ended December 31, 2012, there were no post-enactment capital losses generated.

7. Management Fees and Other Transactions with Affiliates

The Fund's management fee consists of two components — a fund-level fee, based only on the amount of assets within the Fund, and a complex-level fee, based on the aggregate amount of all eligible fund assets managed by the Adviser. This pricing structure enables Fund shareholders to benefit from growth in the assets within the Fund as well as from growth in the amount of complex-wide assets managed by the Adviser.

Prior to the Repositioning, the annual fund-level fee, payable monthly, was calculated according to the following schedule:

Average Daily Managed Assets*

 

Fund-Level Fee Rate

 

For the first $500 million

   

.7000

%

 

For the next $500 million

   

.6750

   

For the next $500 million

   

.6500

   

For the next $500 million

   

.6250

   

For managed assets over $2 billion

   

.6000

   

Effective January 23, 2012, the annual fund-level fee for the Fund, payable monthly, is calculated according to the following schedule:

Average Daily Managed Assets*

 

Fund-Level Fee Rate

 

For the first $500 million

   

.6800

%

 

For the next $500 million

   

.6550

   

For the next $500 million

   

.6300

   

For the next $500 million

   

.6050

   

For managed assets over $2 billion

   

.5800

   

Nuveen Investments
39



Notes to

FINANCIAL STATEMENTS (continued)

The annual complex-level fee, payable monthly, is calculated according to the following schedule:

Complex-Level Managed Asset Breakpoint Level*

 

Effective Rate at Breakpoint Level

 
$55 billion    

.2000

%

 
$56 billion    

.1996

   
$57 billion    

.1989

   
$60 billion    

.1961

   
$63 billion    

.1931

   
$66 billion    

.1900

   
$71 billion    

.1851

   
$76 billion    

.1806

   
$80 billion    

.1773

   
$91 billion    

.1691

   
$125 billion    

.1599

   
$200 billion    

.1505

   
$250 billion    

.1469

   
$300 billion    

.1445

   

*  For the fund-level and complex-level fees, managed assets include closed-end fund assets managed by the Adviser that are attributable to financial leverage. For these purposes, financial leverage includes the funds' use of preferred stock and borrowings and certain investments in the residual interest certificates (also called inverse floating rate securities) in tender option bond (TOB) trusts, including the portion of assets held by a TOB trust that has been effectively financed by the trust's issuance of floating rate securities, subject to an agreement by the Adviser as to certain funds to limit the amount of such assets for determining managed assets in certain circumstances. The complex-level fee is calculated based upon the aggregate daily managed assets of all Nuveen Funds that constitute "eligible assets." Eligible assets do not include assets attributable to investments in other Nuveen Funds and assets in excess of $2 billion added to the Nuveen Fund complex in connection with the Adviser's assumption of the management of the former First American Funds effective January 1, 2011. As of December 31, 2012, the complex-level fee rate for the Fund was .1684%.

The management fee compensates the Adviser for overall investment strategy advisory and administrative services and general office facilities. The Adviser is responsible for the Fund's overall investment strategy and asset allocation decisions.

Prior to the Repositioning, the Adviser had entered into sub-advisory agreements with Spectrum Asset Management, Inc. ("Spectrum"), Symphony and Tradewinds Global Investors, LLC ("Tradewinds"). Symphony and Tradewinds are both affiliates of Nuveen. Spectrum managed the portion of the Fund's investment portfolio allocated to preferred securities. Symphony managed the portion of the Fund's investment portfolio allocated to debt securities and certain equity investments. Tradewinds managed the portion of the Fund's investment portfolios allocated to global equities, common stocks sold short and options strategies. The Adviser is responsible for overseeing the Fund's investments in interest rate swap contracts. Each sub-adviser was compensated for its services to the Fund from the management fees paid to the Adviser. Spectrum also received compensation on certain portfolio transactions providing brokerage services to the Fund. During the fiscal year ended December 31, 2012, the Fund paid Spectrum commissions of $14,251.

Subsequent to the Repositioning, the Adviser entered into sub-advisory agreements with NWQ and NAM. NWQ and NAM are each responsible for approximately half of the Fund's portfolio. The Adviser continues to be responsible for overseeing the Fund's investments in interest rate swap contracts. NWQ and NAM are compensated for their services to the Fund from the management fees paid to the Adviser.

The Fund pays no compensation directly to those of its trustees who are affiliated with the Adviser or to its officers, all of whom receive remuneration for their services to the Fund from the Adviser or its affiliates. The Board of Trustees has adopted a deferred compensation plan for independent trustees that enables trustees to elect to defer receipt of all or a portion of the annual compensation they are entitled to receive from certain Nuveen-advised funds. Under the plan, deferred amounts are treated as though equal dollar amounts had been invested in shares of select Nuveen-advised funds.

Nuveen Investments
40



8. Borrowing Arrangements

The Fund has entered into a $405 million (maximum commitment amount) prime brokerage facility ("Borrowings") with BNP Paribas Prime Brokerage, Inc. ("BNP") as a means of financial leverage. On December 19, 2012, the Fund amended its prime brokerage facility with BNP and increased its maximum commitment amount from $365 million to $405 million. As of December 31, 2012, the outstanding balance on these Borrowings was $384 million. During the fiscal year ended December 31, 2012, the average daily balance outstanding and annual interest rate on these Borrowings were $361 million and 1.28%, respectively.

In order to maintain these Borrowings, the Fund must meet certain collateral, asset coverage and other requirements. Borrowings outstanding are fully secured by securities held in the Fund's portfolio of investments. Interest is charged on these Borrowings at 3-Month LIBOR (London Inter-Bank Offered Rate) plus .85% on the amounts borrowed and .50% on the undrawn balance. The Fund also paid a .25% one-time set-up fee on the increase to the maximum commitment amount, which was fully expensed during the current reporting period. All other terms remained unchanged.

Effective January 9, 2012, interest charged on the amount borrowed changed from 3-Month LIBOR plus .95% to 3-Month LIBOR plus .85%.

Borrowings outstanding are recognized as "Borrowings" on the Statement of Assets and Liabilities. Interest expense incurred on the borrowed amount and undrawn balance and the one-time amendment fee are recognized as a component of "Interest expense on borrowings" on the Statement of Operations.

9. New Accounting Pronouncements

Financial Accounting Standards Board ("FASB") Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities

In December 2011, the FASB issued Accounting Standards Update ("ASU") No. 2011-11 ("ASU No. 2011-11") to enhance disclosures about financial instruments and derivative instruments that are subject to offsetting ("netting") on the Statement of Assets and Liabilities. This information will enable users of the entity's financial statements to evaluate the effect or potential effect of netting arrangements on the entity's financial position. ASU No. 2011-11 is effective prospectively during interim or annual periods beginning on or after January 1, 2013. At this time, management is evaluating the implications of this guidance and the impact it will have to the financial statements amounts and footnote disclosures, if any.

10. Subsequent Events

Fiscal Year End Change

Effective January 1, 2013, the Fund's fiscal year ended changed from December 31 to July 31, as previously approved by the Fund's Board of Trustees.

Nuveen Investments
41




Board Members & Officers (Unaudited)

The management of the Funds, including general supervision of the duties performed for the Funds by the Adviser, is the responsibility of the board members of the Funds. The number of board members of the Funds is currently set at ten. None of the board members who are not "interested" persons of the Funds (referred to herein as "independent board members") has ever been a director or employee of, or consultant to, Nuveen or its affiliates. The names and business addresses of the board members and officers of the Funds, their principal occupations and other affiliations during the past five years, the number of portfolios each oversees and other directorships they hold are set forth below.

Name, Birthdate
& Address
  Position(s) Held
with the Funds
  Year First
Elected or
Appointed
and Term(1)
  Principal Occupation(s)
including other Directorships
During Past 5 Years
  Number of Portfolios
in Fund Complex
Overseen by
Board Member
 

Independent Board Members:

     
nROBERT P. BREMNER      
8/22/40
333 W. Wacker Drive
Chicago, IL 60606
  Chairman of
the Board
and Board Member
 
1996
Class III
 

Private Investor and Management Consultant; Treasurer and Director, Humanities Council of Washington, D.C.; Board Member, Independent Directors Council affiliated with the Investment Company Institute.

 

216

 
nJACK B. EVANS      
10/22/48
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
1999
Class III
 

President, The Hall-Perrine Foundation, a private philanthropic corporation (since 1996); Director and Chairman, United Fire Group, a publicly held company; member of the Board of Regents for the State of Iowa University System; Director, Source Media Group; Life Trustee of Coe College and the Iowa College Foundation; formerly, Director, Alliant Energy; formerly, Director, Federal Reserve Bank of Chicago; formerly, President and Chief Operating Officer, SCI Financial Group, Inc., a regional financial services firm.

 

216

 
nWILLIAM C. HUNTER      
3/6/48
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
2004
Class I
 

Dean Emeritus (since June 30, 2012), formerly, Dean, Tippie College of Business, University of Iowa (2006-2012); Director (since 2004) of Xerox Corporation; Director (since 2005), and President (since July 2012) Beta Gamma Sigma, Inc., The International Honor Society; Director of Wellmark, Inc. (since 2009); formerly, Dean and Distinguished Professor of Finance, School of Business at the University of Connecticut (2003-2006); previously, Senior Vice President and Director of Research at the Federal Reserve Bank of Chicago (1995-2003); formerly, Director (1997-2007), Credit Research Center at Georgetown University.

 

216

 

Nuveen Investments
42



Name, Birthdate
& Address
  Position(s) Held
with the Funds
  Year First
Elected or
Appointed
and Term(1)
  Principal Occupation(s)
including other Directorships
During Past 5 Years
  Number of Portfolios
in Fund Complex
Overseen by
Board Member
 

Independent Board Members (continued):

     
nDAVID J. KUNDERT      
10/28/42
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
2005
Class II
 

Director, Northwestern Mutual Wealth Management Company; retired (since 2004) as Chairman, JPMorgan Fleming Asset Management, President and CEO, Banc One Investment Advisors Corporation, and President, One Group Mutual Funds; prior thereto, Executive Vice President, Banc One Corporation and Chairman and CEO, Banc One Investment Management Group; Regent Emeritus, Member of Investment Committee, Luther College; member of the Wisconsin Bar Association; member of Board of Directors, Friends of Boerner Botanical Gardens; member of Board of Directors and Chair of Investment Committee, Greater Milwaukee Foundation; member of the Board of Directors (Milwaukee), College Possible.

 

216

 
nWILLIAM J. SCHNEIDER      
9/24/44
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
1996
Class III
 

Chairman of Miller-Valentine Partners Ltd., a real estate investment company; formerly, Senior Partner and Chief Operating Officer (retired 2004) of Miller-Valentine Group; member, University of Dayton Business School Advisory Council; member, Mid-America Health System Board; formerly, member and chair, Dayton Philharmonic Orchestra Association; formerly, member, Business Advisory Council, Cleveland Federal Reserve Bank.

 

216

 
nJUDITH M. STOCKDALE      
12/29/47
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
1997
Class I
 

Formerly, Executive Director (1994-2012), Gaylord and Dorothy Donnelley Foundation (since 1994); prior thereto, Executive Director, Great Lakes Protection Fund (1990-1994).

 

216

 
nCAROLE E. STONE      
6/28/47
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
2007
Class I
 

Director, Chicago Board Options Exchange (since 2006); Director, C2 Options Exchange, Incorporated (since 2009); formerly, Commissioner, New York State Commission on Public Authority Reform (2005-2010); formerly, Chair, New York Racing Association Reform (2005-2010); formerly, Chair, New York Racing Association Oversight Board (2005-2007).

 

216

 
nVIRGINIA L. STRINGER      
8/16/44
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
2011
Class I
 

Board Member, Mutual Fund Directors Forum; former governance consultant and non-profit board member; former Owner and President, Strategic Management Resources, Inc. a management consulting firm; former Member, Governing Board, Investment Company Institute's Independent Directors Council; previously, held several executive positions in general management, marketing and human resources at IBM and The Pillsbury Company; Independent Director, First American Fund Complex (1987-2010) and Chair (1997-2010).

 

216

 

Nuveen Investments
43



Board Members & Officers (Unaudited) (continued)

Name, Birthdate
& Address
  Position(s) Held
with the Funds
  Year First
Elected or
Appointed
and Term(1)
  Principal Occupation(s)
including other Directorships
During Past 5 Years
  Number of Portfolios
in Fund Complex
Overseen by
Board Member
 

Independent Board Members (continued):

     
nTERENCE J. TOTH      
9/29/59
333 W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
2008
Class II
 

Director, Legal & General Investment Management America, Inc. (since 2008); Managing Partner, Promus Capital (since 2008); formerly, CEO and President, Northern Trust Global Investments (2004-2007); Executive Vice President, Quantitative Management & Securities Lending (2000-2004); prior thereto, various positions with Northern Trust Company (since 1994); member: Chicago Fellowship Board (since 2005), Catalyst Schools of Chicago Board (since 2008) and Mather Foundation Board (since 2012), and a member of its investment committee; formerly, Member, Northern Trust Mutual Funds Board (2005-2007), Northern Trust Global Investments Board (2004-2007), Northern Trust Japan Board (2004-2007), Northern Trust Securities Inc. Board (2003-2007) and Northern Trust Hong Kong Board (1997-2004).

 

216

 

Interested Board Member:

     
nJOHN P. AMBOIAN(2)      
6/14/61 333
W. Wacker Drive
Chicago, IL 60606
 

Board Member

 
2008
Class II
 

Chief Executive Officer and Chairman (since 2007) and Director (since 1999) of Nuveen Investments, Inc., formerly, President (1999-2007); Chief Executive Officer (since 2007) of Nuveen Investments Advisers, Inc.; Director (since 1998) formerly, Chief Executive Officer (2007-2010) of Nuveen Fund Advisors, LLC.

 

216

 
Name, Birthdate
and Address
  Position(s) Held with
the Funds
  Year First
Elected or
Appointed(3)
  Principal Occupation(s)
During Past 5 Years
  Number of Portfolios
in Fund Complex
Overseen by
Officer
 

Officers of the Funds:

     
nGIFFORD R. ZIMMERMAN      
9/9/56
333 W. Wacker Drive
Chicago, IL 60606
  Chief
Administrative
Officer
 
1988
 

Managing Director (since 2002), and Assistant Secretary of Nuveen Securities, LLC; Managing Director (since 2004) and Assistant Secretary (since 1994) of Nuveen Investments, Inc.; Managing Director (since 2002), Assistant Secretary (since 1997) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel of Nuveen Asset Management, LLC (since 2011); Managing Director, Associate General Counsel and Assistant Secretary, of Symphony Asset Management LLC (since 2003); Vice President and Assistant Secretary of NWQ Investment Management Company, LLC (since 2002), Nuveen Investments Advisers Inc. (since 2002), Santa Barbara Asset Management, LLC (since 2006), and of Winslow Capital Management, LLC, (since 2010); Chief Administrative Officer and Chief Compliance Officer (since 2006) of Nuveen Commodities Asset Management, LLC; Chartered Financial Analyst.

 

216

 

Nuveen Investments
44



Name, Birthdate
and Address
  Position(s) Held with
the Funds
  Year First
Elected or
Appointed(3)
  Principal Occupation(s)
During Past 5 Years
  Number of Portfolios
in Fund Complex
Overseen by
Officer
 

Officers of the Funds (continued):

     
nWILLIAM ADAMS IV      
6/9/55
333 W. Wacker Drive
Chicago, IL 60606
 

Vice President

 
2007
 

Senior Executive Vice President, Global Structured Products (since 2010), formerly, Executive Vice President (1999-2010) of Nuveen Securities, LLC; Co-President of Nuveen Fund Advisors, LLC (since 2011); President (since 2011), formerly, Managing Director (2010-2011) of Nuveen Commodities Asset Management, LLC.

 

116

 
nCEDRIC H. ANTOSIEWICZ      
1/11/62
333 W. Wacker Drive
Chicago, IL 60606
 

Vice President

 
2007
 

Managing Director of Nuveen Securities, LLC.

 

116

 
nMARGO L. COOK      
4/11/64
333 W. Wacker Drive
Chicago, IL 60606
 

Vice President

 
2009
 

Executive Vice President (since 2008) of Nuveen Investments, Inc. and of Nuveen Fund Advisors, LLC (since 2011); Managing Director-Investment Services of Nuveen Commodities Asset Management, LLC (since August 2011), previously, Head of Institutional Asset Management (2007-2008) of Bear Stearns Asset Management; Head of Institutional Asset Management (1986-2007) of Bank of NY Mellon; Chartered Financial Analyst.

 

216

 
nLORNA C. FERGUSON      
10/24/45
333 W. Wacker Drive
Chicago, IL 60606
 

Vice President

 
1998
 

Managing Director (since 2005) of Nuveen Fund Advisors, LLC and Nuveen Securities, LLC (since 2004).

 

216

 
nSTEPHEN D. FOY      
5/31/54
333 W. Wacker Drive
Chicago, IL 60606
  Vice President
and Controller
 
1998
 

Senior Vice President (since 2010), formerly, Vice President (2005-2010) and Funds Controller of Nuveen Securities, LLC; Vice President of Nuveen Fund Advisors, LLC; Chief Financial Officer of Nuveen Commodities Asset Management, LLC (since 2010); Certified Public Accountant.

 

216

 
nSCOTT S. GRACE      
8/20/70
333 W. Wacker Drive
Chicago, IL 60606
  Vice President
and Treasurer
 
2009
 

Managing Director, Corporate Finance & Development, Treasurer (since 2009) of Nuveen Securities, LLC; Managing Director and Treasurer (since 2009) of Nuveen Fund Advisors, LLC, Nuveen Investments Advisers, Inc., Nuveen Investments Holdings Inc. and (since 2011) Nuveen Asset Management, LLC; Vice President and Treasurer of NWQ Investment Management Company, LLC, Tradewinds Global Investors, LLC, Symphony Asset Management LLC and Winslow Capital Management, LLC.; Vice President of Santa Barbara Asset Management, LLC; formerly, Treasurer (2006-2009), Senior Vice President (2008-2009), previously, Vice President (2006-2008) of Janus Capital Group, Inc.; formerly, Senior Associate in Morgan Stanley's Global Financial Services Group (2000-2003); Chartered Accountant Designation.

 

216

 

Nuveen Investments
45



Board Members & Officers (Unaudited) (continued)

Name, Birthdate
and Address
  Position(s) Held with
the Funds
  Year First
Elected or
Appointed(3)
  Principal Occupation(s)
During Past 5 Years
  Number of Portfolios
in Fund Complex
Overseen by
Officer
 

Officers of the Funds (continued):

     
nWALTER M. KELLY      
2/24/70
333 W. Wacker Drive
Chicago, IL 60606
  Chief Compliance
Officer and
Vice President
 
2003
 

Senior Vice President (since 2008) and Assistant Secretary (since 2003) of Nuveen Fund Advisors, LLC; Senior Vice President (since 2008) of Nuveen Investment Holdings, Inc.; formerly, Senior Vice President (2008-2011) of Nuveen Securities, LLC.

 

216

 
nTINA M. LAZAR      
8/27/61
333 W. Wacker Drive
Chicago, IL 60606
 

Vice President

 
2002
 

Senior Vice President (since 2010), formerly, Vice President (2005-2010) of Nuveen Fund Advisors, LLC.

 

216

 
nKEVIN J. MCCARTHY      
3/26/66
333 W. Wacker Drive
Chicago, IL 60606
  Vice President
and Secretary
 
2007
 

Managing Director and Assistant Secretary (since 2008), formerly, Vice President (2007-2008), Nuveen Securities, LLC; Managing Director (since 2008), Assistant Secretary (since 2007) and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director (since 2008), and Assistant Secretary, Nuveen Investment Holdings, Inc.; Vice President (since 2007) and Assistant Secretary of Nuveen Investments Advisers Inc., NWQ Investment Management Company, LLC, NWQ Holdings, LLC,Symphony Asset Management LLC, Santa Barbara Asset Management,LLC, and of Winslow Capital Management, LLC (since 2010); Vice President and Secretary (since 2010) of Nuveen Commodities Asset Management, LLC; prior thereto, Partner, Bell, Boyd & Lloyd LLP (1997-2007).

 

216

 
nKATHLEEN L. PRUDHOMME      
3/30/53
901 Marquette Avenue
Minneapolis, MN 55402
  Vice President and
Assistant Secretary
 
2011
 

Managing Director, Assistant Secretary and Co-General Counsel (since 2011) of Nuveen Fund Advisors, LLC; Managing Director, Assistant Secretary and Associate General Counsel (since 2011) of Nuveen Asset Management, LLC; Managing Director and Assistant Secretary (since 2011) of Nuveen Securities, LLC; formerly, Deputy General Counsel, FAF Advisors, Inc. (2004-2010).

 

216

 

(1)  The Board Members serve three year terms. The Board of Trustees is divided into three classes. Class I, Class II, and Class III, with each being elected to serve until the third succeeding annual shareholders' meeting subsequent to its election or thereafter in each case when its respective successors are duly elected or appointed. The first year elected or appointed represents the year in which the board member was first elected or appointed to any fund in the Nuveen Complex.

(2)  Mr. Amboian is an interested Director because of his position with Nuveen Investments, Inc. and certain of its subsidiaries, which are affiliates of the Nuveen Funds.

(3)  Officers serve one year terms through August of each year. The year first elected or appointed represents the year in which the Officer was first elected or appointed to any fund in the Nuveen Complex.

Nuveen Investments
46



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 that would have been necessary each year to equal the investment's actual cumulative performance (including change in NAV or market price and reinvested dividends and capital gains distributions, if any) over the time period being considered.

•  BofA Merrill Lynch Fixed Rate Preferred Securities Index: An index that tracks the performance of fixed rate U.S. dollar denominated preferred securities issued in the U.S. Domestic Market. Qualifying securities must be rated investment grade (based on an average of Moody's, S&P, and Fitch) and must have an investment grade rated country of risk (based on an average of Moody's, S&P, and Fitch foreign currency long-term sovereign debt ratings). In addition, qualifying securities must be issued as public securities or through a 144a filing, must be issued in $25, $50 or $100 par/liquidation preference increments, must have a fixed coupon or dividend schedule, and must have a minimum amount outstanding of $100 million. The index returns assume reinvestment of dividends, but do not reflect any applicable sales charges.

•  Comparative Benchmark: A blended return consisting of: 1) 27.5% of the Merrill Lynch Preferred Stock Hybrid Securities Index, an unmanaged index of investment-grade, exchange traded preferred issues with outstanding market values of at least $100 million and at least one year to maturity; 2) 22.5% of the Barclays Tier 1 Capital Securities Index, an unmanaged index that includes securities that can generally be viewed as hybrid fixed-income securities that either receive regulatory capital treatment or a degree of "equity credit" from a rating agency; 3) 10.0% of the Russell 3000 Index, which measures the performance of the largest 3000 U.S. companies representing approximately 98% of the investable U.S. equity market; 4) 10.0% of the MSCI EAFE Index, a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. & Canada; 5) 10.0% of the MSCI AC World Index, a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of developed and emerging markets; 6) 6.7% of the Merrill Lynch All U.S. Convertibles Index consisting of approximately 595 securities with a par value greater than $50 million that were issued by U.S. companies or non-U.S. based issuers that have a significant business presence in the U.S.; 7) 6.7% of the CSFB High Yield Index, which includes approximately $515 billion of U.S.$-denominated high yield debt with a minimum of $75 million in par value and at least one rating below investment-grade; and 8) 6.6% of the CSFB Leverage Loan Index, which includes approximately $611 billion of U.S.$-denominated Leveraged Loans at least one rating below investment-grade. Benchmark returns do not include the effects of any sales charges or management fees.

Nuveen Investments
47



Glossary of Terms
Used in this Report (continued)

•  Gross Domestic Product (GDP): The total market value of all final goods and services produced in a country/region in a given year, equal to total consumer, investment and government spending, plus the value of exports, minus the value of imports.

•  Effective Leverage: Effective leverage is a Fund's effective economic leverage, and includes both Regulatory Leverage (see below) and the leverage effects of certain derivative investments in the Fund's portfolio that increase the Fund's investment exposure.

•  Leverage: Using borrowed money to invest in securities or other assets, seeking to increase the return of an investment or portfolio.

•  Net Asset Value (NAV): The net market value of all securities held in a portfolio.

•  Net Asset Value (NAV) Per Share: The market value of one share of a mutual fund or closed-end fund. For a Fund, the NAV is calculated daily by taking the Fund's total assets (securities, cash, and accrued earnings), subtracting the Fund's liabilities, and dividing by the number of shares outstanding.

•  Regulatory Leverage: Regulatory Leverage consists of preferred shares issued by or borrowings of the Fund. Both of these are part of the Fund's capital structure. Regulatory leverage is sometimes referred to as "'40 Act Leverage" and is subject to asset coverage limits set in the Investment Company Act of 1940.

Nuveen Investments
48



Notes

Nuveen Investments
49



Notes

Nuveen Investments
50




Additional Fund Information

Board of Trustees

John P. Amboian
Robert P. Bremner
Jack B. Evans
William C. Hunter
David J. Kundert
William J. Schneider
Judith M. Stockdale
Carole E. Stone
Virginia L. Stringer
Terence J. Toth

Fund Manager

Nuveen Fund Advisors, LLC
333 West Wacker Drive
Chicago, IL 60606

Custodian

State Street Bank & Trust Company
Boston, MA

Transfer Agent and
Shareholder Services

State Street Bank & Trust Company
Nuveen Funds
P.O. Box 43071
Providence, RI 02940-3071
(800) 257-8787

Legal Counsel

Chapman and Cutler LLP
Chicago, IL

Independent Registered
Public Accounting Firm

Ernst & Young LLP
Chicago, IL

Quarterly Portfolio of Investments and Proxy Voting Information

You may obtain (i) the Fund's quarterly portfolio of investments, (ii) information regarding how the Fund voted proxies relating to portfolio securities held during the most recent twelve-month period ended June 30, and (iii) a description of the policies and procedures that the Fund used to determine how to vote proxies relating to portfolio securities without charge, upon request, by calling Nuveen Investments toll-free at (800) 257-8787 or on Nuveen's website at www.nuveen.com.

You may also obtain this and other Fund information directly from the Securities and Exchange Commission (SEC). The SEC may charge a copying fee for this information. Visit the SEC on-line at http://www.sec.gov or in person at the SEC's Public Reference Room in Washington, D.C. Call the SEC at (202) 942-8090 for room hours and operation. You may also request Fund information by sending an e-mail request to publicinfo@sec.gov or by writing to the SEC's Public Reference Section at 100 F Street NE, Washington, D.C. 20549.

CEO Certification Disclosure

The Fund's Chief Executive Officer has submitted to the New York Stock Exchange (NYSE) the annual CEO certification as required by Section 303A.12(a) of the NYSE Listed Company Manual.

The Fund has filed with the SEC the certification of its Chief Executive Officer and Chief Financial Officer required by Section 302 of the Sarbanes-Oxley Act.

Distribution Information

The Fund hereby designates its percentages of dividends paid from net ordinary income as dividends qualifying for the 70% dividends received deduction (DRD) for corporations and their percentages as qualified dividend income (QDI) for individuals under Section 1(h)(11) of the Internal Revenue Code as shown in the accompanying table. The actual qualified dividend income distributions will be reported to shareholders on Form 1099-DIV which will be sent to shareholders shortly after calendar year end.

 

% of DRD

 

% of QDI

 

JPC

   

15.16

%

   

40.26

%  

Common Share Information

The Fund intends to repurchase shares of its own common stock in the future at such times and in such amounts as is deemed advisable. During the period covered by this report, the Fund repurchased shares of its common stock as shown in the accompanying table.

  Common
Shares
Repurchased
 

JPC

   

   

Any future repurchases will be reported to shareholders in the next annual or semi-annual report.

Nuveen Investments
51



Nuveen Investments:
Serving Investors for Generations

Since 1898, financial advisors and their clients have relied on Nuveen Investments to provide dependable investment solutions through continued adherence to proven, long-term investing principles. Today, we offer a range of high quality equity and fixed-income solutions designed to be integral components of a well-diversified core portfolio.

Focused on meeting investor needs.

Nuveen Investments provides high-quality investment services designed to help secure the long-term goals of institutional and individual investors as well as the consultants and financial advisors who serve them. Nuveen Investments markets a wide range of specialized investment solutions which provide investors access to capabilities of its high-quality boutique investment affiliates—Nuveen Asset Management, Symphony Asset Management, NWQ Investment Management Company, Santa Barbara Asset Management, Tradewinds Global Investors, Winslow Capital Management and Gresham Investment Management. In total, Nuveen Investments managed $219 billion as of December 31, 2012.

Find out how we can help you.

To learn more about how the products and services of Nuveen Investments may be able to help you meet your financial goals, talk to your financial advisor, or call us at (800) 257-8787. Please read the information provided carefully before you invest. Investors should consider the investment objective and policies, risk considerations, charges and expenses of any investment carefully. Where applicable, be sure to obtain a prospectus, which contains this and other relevant information. To obtain a prospectus, please contact your securities representative or Nuveen Investments, 333 W. Wacker Dr., Chicago, IL 60606. Please read the prospectus carefully before you invest or send money.

Learn more about Nuveen Funds at: www.nuveen.com/cef

Distributed by
Nuveen Securities, LLC
333 West Wacker Drive
Chicago, IL 60606
www.nuveen.com/cef

EAN-F-1212D




 

ITEM 2. CODE OF ETHICS.

 

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments to or waivers from the Code during the period covered by this report. The registrant has posted the code of ethics on its website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx. (To view the code, click on Code of Conduct.)

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

The registrant’s Board of Directors or Trustees (“Board”) determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its Audit Committee. The registrant’s audit committee financial expert is Carole E. Stone, who is “independent” for purposes of Item 3 of Form N-CSR.

 

Ms. Stone served for five years as Director of the New York State Division of the Budget.  As part of her role as Director, Ms. Stone was actively involved in overseeing the development of the State’s operating, local assistance and capital budgets, its financial plan and related documents; overseeing the development of the State’s bond-related disclosure documents and certifying that they fairly presented the State’s financial position; reviewing audits of various State and local agencies and programs; and coordinating the State’s system of internal audit and control.  Prior to serving as Director, Ms. Stone worked as a budget analyst/examiner with increasing levels of responsibility over a 30 year period, including approximately five years as Deputy Budget Director.   Ms. Stone has also served as Chair of the New York State Racing Association Oversight Board, as Chair of the Public Authorities Control Board, as a Commissioner on the New York State Commission on Public Authority Reform and as a member of the Boards of Directors of several New York State public authorities.  These positions have involved overseeing operations and finances of certain entities and assessing the adequacy of project/entity financing and financial reporting.  Currently, Ms. Stone is on the Board of Directors of CBOE Holdings, Inc., of the Chicago Board Options Exchange, and of C2 Options Exchange.  Ms. Stone’s position on the boards of these entities and as a member of both CBOE Holdings’ Audit Committee and its Finance Committee has involved, among other things, the oversight of audits, audit plans and preparation of financial statements.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

Nuveen Preferred Income Opportunities Fund

 

The following tables show the amount of fees that Ernst & Young LLP, the Fund’s auditor, billed to the Fund during the Fund’s last two full fiscal years. For engagements with Ernst & Young LLP the Audit Committee approved in advance all audit services and non-audit services that Ernst & Young LLP provided to the Fund, except for those non-audit services that were subject to the pre-approval exception under Rule 2-01 of Regulation S-X (the “pre-approval exception”). The pre-approval exception for services provided directly to the Fund waives the pre-approval requirement for services other than audit, review or attest services if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid by the Fund to its accountant during the fiscal year in which the services are provided; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the audit is completed.

 

The Audit Committee has delegated certain pre-approval responsibilities to its Chairman (or, in his absence, any other member of the Audit Committee).

 

SERVICES THAT THE FUND’S AUDITOR BILLED TO THE FUND

 

 

 

Audit Fees Billed

 

Audit-Related Fees

 

Tax Fees

 

All Other Fees

 

Fiscal Year Ended

 

to Fund (1)

 

Billed to Fund (2)

 

Billed to Fund (3)

 

Billed to Fund (4)

 

December 31, 2012

 

$

27,000

 

$

0

 

$

0

 

$

0

 

 

 

 

 

 

 

 

 

 

 

Percentage approved pursuant to pre-approval exception

 

0

%

0

%

0

%

0

%

 

 

 

 

 

 

 

 

 

 

December 31, 2011

 

$

26,600

 

$

0

 

$

7,221

 

$

0

 

 

 

 

 

 

 

 

 

 

 

Percentage approved pursuant to pre-approval exception

 

0

%

0

%

0

%

0

%

 


(1) “Audit Fees” are the aggregate fees billed for professional services for the audit of the Fund’s annual financial statements and services provided in connection with statutory and regulatory filings or engagements.

 

(2) “Audit-Related Fees” are the aggregate fees billed for assurance and related services reasonably related to the performance of the audit or review of financial statements that are not reported under “Audit Fees”. These fees include offerings related to the Fund’s common shares and leverage.

 

(3) “Tax Fees” are the aggregate fees billed for professional services for tax advice, tax compliance, and tax planning. These fees include: all global withholding tax services; excise and state tax reviews; capital gain, tax equalization and taxable basis calculations performed by the principal accountant.

 

(4) “All Other Fees” are the aggregate fees billed for products and services other than “Audit Fees”, “Audit-Related Fees” and “Tax Fees”. These fees represent all “Agreed-Upon Procedures” engagements pertaining to the Fund’s use of leverage.

 

SERVICES THAT THE FUND’S AUDITOR BILLED TO THE

ADVISER AND AFFILIATED FUND SERVICE PROVIDERS

 

The following tables show the amount of fees billed by Ernst & Young LLP to Nuveen Fund Advisors, LLC (formerly Nuveen Fund Advisors, Inc.) (the “Adviser”), and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Fund (“Affiliated Fund Service Provider”), for engagements directly related to the Fund’s operations and financial reporting, during the Fund’s last two full fiscal years.

 

The tables also show the percentage of fees subject to the pre-approval exception. The pre-approval exception for services provided to the Adviser and any Affiliated Fund Service Provider (other than audit, review or attest services) waives the pre-approval requirement if: (A) the aggregate amount of all such services provided constitutes no more than 5% of the total amount of revenues paid to Ernst & Young LLP by the Fund, the Adviser and Affiliated Fund Service Providers during the fiscal year in which the services are provided that would have to be pre-approved by the Audit Committee; (B) the Fund did not recognize the services as non-audit services at the time of the engagement; and (C) the services are promptly brought to the Audit Committee’s attention, and the Committee (or its delegate) approves the services before the Fund’s audit is completed.

 

 

 

Audit-Related Fees

 

Tax Fees Billed to

 

All Other Fees

 

 

 

Billed to Adviser and

 

Adviser and

 

Billed to Adviser

 

 

 

Affiliated Fund

 

Affiliated Fund

 

and Affiliated Fund

 

Fiscal Year Ended

 

Service Providers

 

Service Providers

 

Service Providers

 

December 31, 2012

 

$

0

 

$

0

 

$

0

 

 

 

 

 

 

 

 

 

Percentage approved pursuant to pre-approval exception

 

0

%

0

%

0

%

 

 

 

 

 

 

 

 

December 31, 2011

 

$

0

 

$

0

 

$

0

 

 

 

 

 

 

 

 

 

Percentage approved pursuant to pre-approval exception

 

0

%

0

%

0

%

 



 

NON-AUDIT SERVICES

 

The following table shows the amount of fees that Ernst & Young LLP billed during the Fund’s last two full fiscal years for non-audit services. The Audit Committee is required to pre-approve non-audit services that Ernst & Young LLP provides to the Adviser and any Affiliated Fund Services Provider, if the engagement related directly to the Fund’s operations and financial reporting (except for those subject to the pre-approval exception described above). The Audit Committee requested and received information from Ernst & Young LLP about any non-audit services that Ernst & Young LLP rendered during the Fund’s last fiscal year to the Adviser and any Affiliated Fund Service Provider. The Committee considered this information in evaluating Ernst & Young LLP’s independence.

 

 

 

 

 

Total Non-Audit Fees

 

 

 

 

 

 

 

 

 

billed to Adviser and

 

 

 

 

 

 

 

 

 

Affiliated Fund Service

 

Total Non-Audit Fees

 

 

 

 

 

 

 

Providers (engagements

 

billed to Adviser and

 

 

 

 

 

 

 

related directly to the

 

Affiliated Fund Service

 

 

 

 

 

Total Non-Audit Fees

 

operations and financial

 

Providers (all other

 

 

 

Fiscal Year Ended 

 

Billed to Fund

 

reporting of the Fund)

 

engagements)

 

Total

 

December 31, 2012

 

$

0

 

$

0

 

$

0

 

$

0

 

December 31, 2011

 

$

7,221

 

$

0

 

$

0

 

$

7,221

 

 

“Non-Audit Fees billed to Fund” for both fiscal year ends represent “Tax Fees” and “All Other Fees” billed to Fund in their respective amounts from the previous table.

 

Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

 

Audit Committee Pre-Approval Policies and Procedures. Generally, the Audit Committee must approve (i) all non-audit services to be performed for the Fund by the Fund’s independent accountants and (ii) all audit and non-audit services to be performed by the Fund’s independent accountants for the Affiliated Fund Service Providers with respect to operations and financial reporting of the Fund. Regarding tax and research projects conducted by the independent accountants for the Fund and Affiliated Fund Service Providers (with respect to operations and financial reports of the Fund) such engagements will be (i) pre-approved by the Audit Committee if they are expected to be for amounts greater than $10,000; (ii) reported to the Audit Committee chairman for his verbal approval prior to engagement if they are expected to be for amounts under $10,000 but greater than $5,000; and (iii) reported to the Audit Committee at the next Audit Committee meeting if they are expected to be for an amount under $5,000.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

The registrant’s Board has a separately designated Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended (15 U.S.C. 78c(a)(58)(A)). The members of the audit committee are Robert P. Bremner, David J. Kundert, William J. Schneider, Carole E. Stone and Terence J. Toth.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

 

(a) See Portfolio of Investments in Item 1.

 

(b) Not applicable.

 



 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

Nuveen Fund Advisors, LLC, formerly known as Nuveen Fund Advisors, Inc., is the registrant’s investment adviser (also referred to as the “Adviser”).  The Adviser is responsible for the on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services.  The Adviser has engaged NWQ Investment Management Company, LLC (“NWQ”) and Nuveen Asset Management, LLC (“Nuveen Asset Management”) (NWQ and Nuveen Asset Management are collectively referred to as “Sub-Advisers”) as Sub-Advisers to provide discretionary investment advisory services.  As part of these services, the Adviser has delegated to each Sub-Adviser the full responsibility for proxy voting and related duties in accordance with each Sub-Adviser’s policies and procedures.  The Adviser periodically monitors each Sub-Adviser’s voting to ensure that it is carrying out its duties.  Each Sub-Adviser’s proxy voting policies and procedures are attached to this filing as an exhibit and incorporated herein by reference.

 



 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

Nuveen Fund Advisors, LLC, formerly known as Nuveen Fund Advisors, Inc. (“NFALLC”), is the registrant’s investment adviser (NFALLC is also referred to as the “Adviser”).  NFALLC is responsible for the selection and on-going monitoring of the Fund’s investment portfolio, managing the Fund’s business affairs and providing certain clerical, bookkeeping and administrative services. The Adviser has engaged NWQ Investment Management Company, LLC (“NWQ”) (as of January 23, 2012) and Nuveen Asset Management, LLC (“Nuveen Asset Management”) (as of January 23, 2012) (NWQ and Nuveen Asset Management are also collectively referred to as “Sub-Advisers”), each responsible for a portion of the registrant’s portfolio as Sub-Advisers to provide discretionary investment advisory services.  The following section provides information on the portfolio managers at each Sub-Adviser:

 

NUVEEN ASSET MANAGEMENT

 

Item 8(a)(1).                           PORTFOLIO MANAGER BIOGRAPHIES

 

Douglas M. Baker, CFA, and Brenda A. Langenfeld, CFA, are primarily responsible for the day-to-day management of the portion of the registrant’s portfolio managed by Nuveen Asset Management.

 

Douglas Baker, CFA, is a Senior Vice President at Nuveen Asset Management and a portfolio manager for the fund and related preferred security strategies. He originally joined Nuveen Asset Management in 2006 as a Vice President and Derivatives Analyst, and later that year his responsibilities expanded to include portfolio management duties for the Fund. In addition to managing the Nuveen Preferred Securities Fund.  Mr. Baker also manages Nuveen Asset Management’s derivative overlay group, where he is responsible for implementing derivatives-based hedging strategies across the Nuveen fund complex.

 

Brenda A. Langenfeld, CFA, is a Vice President at Nuveen Asset Management and a portfolio manager for the fund and related preferred security strategies. She started working in the financial services industry with FAF Advisors, Inc. in 2004. Previously, Ms. Langenfeld was a member of the High Grade Credit Sector Team, responsible for trading corporate bonds, and prior to that, she was a member of the Securitized Debt Sector Team, trading mortgage-backed securities, asset-backed securities and commercial mortgage-backed securities.

 

Item 8(a)(2).                           OTHER ACCOUNTS MANAGED BY PORTFOLIO MANAGERS

 

In addition to the Fund, as of December 31, 2012, the portfolio managers are also primarily responsible for the day-to-day portfolio management of the following accounts:

 



 

Portfolio Manager

 

Type of Account
Managed

 

Number of
Accounts

 

Assets*

 

 

 

 

 

 

 

 

 

Douglas Baker

 

Registered Investment Companies

 

7

 

$

1.702 billion

 

 

 

Pooled Accounts

 

2

 

$

624 million

 

 

 

Separately Managed accounts

 

15

 

$

49.64 million

 

 

 

 

 

 

 

 

 

Brenda Langenfeld

 

Registered Investment Companies

 

2

 

$

1.618 billion

 

 

 

Pooled Accounts

 

0

 

$

0

 

 

 

Separately Managed accounts

 

15

 

$

49.64 million

 

 


*         Assets are as of December 31, 2012.  None of the assets in these accounts are subject to an advisory fee based on performance.

 

POTENTIAL MATERIAL CONFLICTS OF INTEREST

 

Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one account. More specifically, portfolio managers who manage multiple accounts are presented a number of potential conflicts, including, among others, those discussed below.

 

The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. Nuveen Asset Management seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.

 

If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible accounts. To deal with these situations, Nuveen Asset Management has adopted procedures for allocating limited opportunities across multiple accounts.

 

With respect to many of its clients’ accounts, Nuveen Asset Management determines which broker to use to execute transaction orders, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts, Nuveen Asset Management may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, Nuveen Asset Management may place separate, non-simultaneous, transactions for a Fund and other accounts which may temporarily affect the market price of the security or the execution of the transaction, or both, to the detriment of the Fund or the other accounts.

 

Some clients are subject to different regulations. As a consequence of this difference in regulatory requirements, some clients may not be permitted to engage in all the investment techniques or transactions or to engage in these transactions to the same extent as the other accounts managed by the portfolio manager. Finally, the appearance of a conflict of interest may arise where Nuveen Asset Management has an incentive, such as a performance-based management fee, which relates to the management of some accounts, with respect to which a portfolio manager has day-to-day management responsibilities.

 



 

Nuveen Asset Management has adopted certain compliance procedures which are designed to address these types of conflicts common among investment managers. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

 

Item 8(a)(3).                           FUND MANAGER COMPENSATION

 

Portfolio manager compensation consists primarily of base pay, an annual cash bonus and long term incentive payments.

 

Base pay. Base pay is determined based upon an analysis of the portfolio manager’s general performance, experience, and market levels of base pay for such position.

 

Annual cash bonus.  The Fund’s portfolio managers are eligible for an annual cash bonus based on investment performance, qualitative evaluation and financial performance of Nuveen Asset Management.

 

A portion of each portfolio manager’s annual cash bonus is based on the Fund’s investment performance, generally measured over the past one- and three or five-year periods unless the portfolio manager’s tenure is shorter. Investment performance for the Fund generally is determined by evaluating the Fund’s performance relative to its benchmark(s) and/or Lipper industry peer group.

 

A portion of the cash bonus is based on a qualitative evaluation made by each portfolio manager’s supervisor taking into consideration a number of factors, including the portfolio manager’s team collaboration, expense management, support of personnel responsible for asset growth, and his or her compliance with Nuveen Asset Management’s policies and procedures.

 

The final factor influencing a portfolio manager’s cash bonus is the financial performance of Nuveen Asset Management based on its operating earnings.

 

Long-term incentive compensation. Certain key employees of Nuveen Investments and its affiliates, including certain portfolio managers, have received equity interests in the parent company of Nuveen Investments. In addition, certain key employees of Nuveen Asset Management, including certain portfolio managers, have received profits interests in Nuveen Asset Management which entitle their holders to participate in the firm’s growth over time.

 

There are generally no differences between the methods used to determine compensation with respect to the Fund and the Other Accounts shown in the table above.

 

Item 8(a)(4).                           OWNERSHIP OF JPC SECURITIES AS OF DECEMBER 31, 2012

 

Name of Portfolio
Manager

 

None

 

$1 -
$10,000

 

$10,001-
$50,000

 

$50,001-
$100,000

 

$100,001-
$500,000

 

$500,001-
$1,000,000

 

Over
$1,000,000

Doug Baker

 

X

 

 

 

 

 

 

 

 

 

 

 

 

Brenda Langenfeld

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 



 

NWQ

 

Item 8(a)(1).                           PORTFOLIO MANAGER BIOGRAPHIES

 

Michael Carne, CFA, Managing Director and Fixed Income Portfolio Manager

 

Prior to joining NWQ in 2002, Mr. Carne managed institutional, private client fixed income and balanced portfolios for over twenty years.  During this time, he held assignments as Director of Global Fixed Income at Aetna Capital Management, as Chief Investment Officer of a Phoenix Home Life affiliate and was a principal in Standard Asset Group.  Mr. Carne graduated from the University of Massachusetts with a B.B.A. degree in Finance and received his M.B.A. from Harvard University.  He earned the designation of Chartered Financial Analyst in 1989.

 

Kevin Hunter, Managing Director and Portfolio Manager

 

Prior to joining NWQ in 2004, Mr. Hunter spent twenty years with Trust Company of the West where he was a Managing Director and co-managed their convertible securities group.  In addition, early in his career, Mr. Hunter was an Equity Research Analyst covering the healthcare and consumer staples industries at TCW.  Mr. Hunter graduated magna cum laude from the University of California in Santa Barbara with a B.A. in Economics, and received his M.B.A. from the University of California in Los Angeles.

 

Item 8 (a)(2).  OTHER ACCOUNTS MANAGED — AS OF DECEMBER 31, 2012

 

 

 

Michael Carne

 

Kevin Hunter

 

(a) RICs

 

 

 

 

 

Number of accts

 

3

 

0

 

Assets ($000s)

 

$

178,119,096

 

0

 

 

 

 

 

 

 

(b) Other pooled accts

 

 

 

 

 

Non-performance fee accts

 

 

 

 

 

Number of accts

 

0

 

0

 

Assets ($000s)

 

0

 

0

 

(c) Other

 

 

 

 

 

Non-performance fee accts

 

 

 

 

 

Number of accts

 

5,894

 

70

 

Assets ($000s)

 

$

1,159,660,764

 

$

1,582,799,829

 

Performance fee accts

 

 

 

 

 

Number of accts

 

0

 

0

 

Assets ($000s)

 

0

 

0

 

 

POTENTIAL MATERIAL CONFLICTS OF INTEREST

 

NWQ has an investment philosophy and operating belief which seeks to manage each account in a particular strategy alike. Conflicts of interest may include, but are not limited to:

 



 

·                  The management of multiple accounts may result in a portfolio manager devoting unequal time and attention to the management of each account. NWQ seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most accounts managed by a portfolio manager in a particular investment strategy are managed using the same investment models.

 

·                  If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one account, an account may not be able to take full advantage of that opportunity due to its limited availability (i.e., an allocation of filled purchase or sale orders across all eligible accounts.) To deal with these situations, NWQ has adopted procedures for allocating limited opportunities across multiple accounts.

 

·                  In the event a client has directed certain brokerage activities, NWQ may place separate, non-simultaneous transactions for a Fund and other accounts which may temporarily affect the market price of the security or the execution of the transactions, or both, to the detriment of the Fund or the other accounts.

 

·                  The appearance of a conflict of interest may arise where NWQ has an incentive, such as a performance-based management fee, which relates to the management of some accounts, where a portfolio manager has day-to-day management responsibilities.  However, again, NWQ has an operating belief/philosophy which seeks to manage all accounts alike.

 

NWQ has adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

 

Item 8(a)(3).                           FUND MANAGER COMPENSATION

 

NWQ offers a highly competitive compensation structure with the purpose of attracting and retaining the most talented investment professionals.  These professionals are rewarded through a combination of cash and long-term incentive compensation as determined by the firm’s executive committee.  Total cash compensation (TCC) consists of both a base salary and an annual bonus that can be a multiple of the base salary.  The firm annually benchmarks TCC to prevailing industry norms with the objective of achieving competitive levels for all contributing professionals.

 

Available bonus pool compensation is primarily a function of the firm’s overall annual profitability, and in the interest of employee and client interest alliance, NWQ’s bonus pool will be augmented should the firm outperform its benchmarks on a 1, 2 and 3 year basis.  Individual bonuses are based primarily on the following:

 

·                  Overall performance of client portfolios

·                  Objective review of stock recommendations and the quality of primary research

 



 

·                  Subjective review of the professional’s contributions to portfolio strategy, teamwork, collaboration and work ethic

 

To further strengthen our incentive compensation package and to create an even stronger alignment to the long-term success of the firm, NWQ provides a number of other incentive opportunities through long-term employment contracts with senior executives, retention agreements, and an equity incentive plan with non-solicitation and non-compete provisions for participating employees.  The equity incentive plan provides meaningful equity to employees which is similar to restricted stock and options and which vests over the next 5 to 7 years.  Equity incentive plans allowing key employees of NWQ to participate in the firm’s growth over time have been in place since Nuveen’s acquisition of NWQ.

 

At NWQ, we believe that we are an employer of choice. Our analysts have a meaningful impact on the portfolio and, therefore, are compensated in a manner similar to portfolio managers at many other firms.  Benefits besides compensation include a college tuition program for the children of all full-time employees whereby they are eligible for reimbursement of tuition and other mandatory fees, among others.

 

Item 8(a)(4).                           OWNERSHIP OF JPC SECURITIES AS OF DECEMBER 31, 2012

 

Name of Portfolio
Manager

 

None

 

$1 -
$10,000

 

$10,001-
$50,000

 

$50,001-
$100,000

 

$100,001-
$500,000

 

$500,001-
$1,000,000

 

Over
$1,000,000

Michael Carne

 

X

 

 

 

 

 

 

 

 

 

 

 

 

Kevin Hunter

 

X

 

 

 

 

 

 

 

 

 

 

 

 

 


 


 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

Not applicable.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s Board implemented after the registrant last provided disclosure in response to this Item.

 

ITEM 11. 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 second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 



 

ITEM 12. 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 because the code is posted on registrant’s website at www.nuveen.com/CEF/Shareholder/FundGovernance.aspx and there were no amendments during the period covered by this report. (To view the code, click on Code of Conduct.)

 

(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.

 

(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 Preferred Income Opportunities Fund

 

 

By (Signature and Title)

/s/ Kevin J. McCarthy

 

 

Kevin J. McCarthy

 

 

Vice President and Secretary

 

 

Date: March 8, 2013

 

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: March 8, 2013

 

 

By (Signature and Title)

/s/ Stephen D. Foy

 

 

Stephen D. Foy

 

 

Vice President and Controller

 

 

(principal financial officer)

 

 

Date: March 8, 2013