8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 29, 2010

NUVEEN INVESTMENTS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-11123	36-3817266
(State or other	(Commission File Number)	(IRS Employer
jurisdiction of		Identification
incorporation)		Number)

333 West Wacker Drive, Chicago, Illinois	60606
(Address of principal executive offices)	(Zip Code)

(312) 917-7700

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 8.01 — Other Events

Item 8.01 Other Events

Attached as Exhibit 99.1 is press release announcing Nuveen Asset Management’s acquisition of the long term assets of FAF Advisors. Attached as Exhibit 99.2 is an investor presentation for an investor conference call outlining the transaction that is to be held at 10:00 am CST on July 29, 2010.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release dated July 29, 2010
99.2	Investor Presentation

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: July 29, 2010	NUVEEN INVESTMENTS, INC.
	By:	/s/ John L. MacCarthy
		Name:	John L. MacCarthy
		Title:	Executive Vice President

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated July 29, 2010
99.2	Investor Presentation

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE
ATTN: BUSINESS/FINANCIAL EDITORS

MEDIA CONTACT:
KATHLEEN CARDOZA
312-917-7813
KATHLEEN.CARDOZA@NUVEEN.COM

Nuveen Investments Announces Strategic Combination with FAF Advisors

Advisor of First American Funds to Join Nuveen Asset Management Affiliate

Chicago, IL, July 29, 2010 — Nuveen Investments, Inc., a leading global provider of investment services to institutions and high-net-worth investors, today announced that U.S. Bancorp will receive a 9.5% stake in Nuveen Investments and cash consideration in exchange for the long-term asset business of U.S. Bancorp’s FAF Advisors (FAF). FAF, which manages $25 billion of long-term assets and serves as the advisor of the First American Funds, will be combined with Nuveen Asset Management, which manages $75 billion in municipal fixed income assets and serves as advisor of the Nuveen funds. Upon completion of the transaction, Nuveen Investments, which currently manages $150 billion of assets across several high-quality affiliates, will manage a combined total of $175 billion in institutional and retail assets.

“We are combining two highly respected investment organizations and capabilities. The resulting business will bring together Nuveen Asset Management’s market-leading municipal bond expertise with FAF’s proven and distinct investment capabilities including taxable fixed income, real assets, equities and asset allocation,” said John Amboian, Chairman and CEO of Nuveen Investments. “The FAF investment teams joining Nuveen Asset Management will continue to follow their established investment processes under their current investment leaders. Additionally, and importantly, the combination will help scale and diversify Nuveen Investments’ mutual fund line up by building upon the successes of First American Funds and Nuveen Funds – both of which were featured recently among the top five fund families by Barron’s Magazine. This combination will provide us even more ways to meet the needs of investors who work with financial advisors and consultants.”

“Together the acquired FAF business and Nuveen Asset Management, which will operate under the name of Nuveen Asset Management with operations in Chicago and Minneapolis, will create a substantial affiliate within Nuveen Investments’ multi-boutique business model. We’re excited to bring into one business two strong

investment platforms and to leverage the scaled distribution, marketing and service capabilities provided by both organizations,” said Tom Schreier, Chief Executive Officer of FAF. “We look forward to maintaining our strong partnership with U.S. Bank, particularly with its Wealth Management business, and we intend to strengthen even further our commitment to FAF’s current mutual fund, retirement and institutional clients.”

Tom Schreier will become Vice Chairman, Wealth Management, of Nuveen Investments and oversee the firm’s efforts to further scale and develop its wealth management platforms and to enhance related shared-service functions of Nuveen Investments. Bill Huffman, current co-head and Chief Operating Officer of Nuveen Asset Management, will become the President of the combined Nuveen Asset Management businesses, taking on responsibility for all business activities of Nuveen Asset Management and reporting to the Office of the Chairman of Nuveen Investments through Tom Schreier. Huffman and Schreier will work together to combine and leverage the respective strengths of FAF and Nuveen Asset Management. Products managed by the investment teams within Nuveen Asset Management will be offered under the Nuveen brand name and possibly, for legacy First American Funds, the Nuveen FAF brand name.

The combination of FAF with Nuveen Asset Management will further enhance the multi-boutique model of Nuveen Investments which also includes the highly respected investment boutiques of NWQ Investment Management, Santa Barbara Asset Management, Symphony Asset Management, Tradewinds Global Investors, Winslow Capital and Nuveen HydePark.

The transaction is expected to close later this year, subject to customary conditions. Nuveen was advised by Bank of America Merrill Lynch.

Conference Call

Nuveen Investments will host a conference call at 10:00 a.m. Central Time today to discuss this announcement. The conference call can be accessed via audio webcast on the Investor Relations page of our website, www.nuveen.com, or by dialing 866-658-3991 (U.S. callers) or 973-935-8714 (non-U.S. callers) and entering access code 1473848. There will be no Q&A during the call. Slides to accompany the conference call will be available on the Investor Relations page of our website. A replay will be available on the website or by dialing 888-266-2081 and entering access code 1473848. The replay will be available through Thursday, August 12, 2010.

About FAF Advisors

FAF Advisors, Inc., a registered investment advisor, is a U.S. asset-management firm with more than $86 billion under management/administration in equity, fixed income, specialty and cash investment strategies, as of June 30, 2010. Headquartered in Minneapolis, FAF Advisors has more than 300 employees, and its portfolio managers

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average more than 20 years of industry experience. FAF Advisors, Inc., serves as the investment advisor to First American Funds. First American Funds are distributed by Quasar Distributors, LLC, an affiliate of the investment advisor. FAF Advisors, Inc. is a subsidiary of U.S. Bank National Association. U.S. Bank is not responsible for and does not guarantee the products, services, or performance of its affiliates and third parties.

About U.S. Bancorp

U.S. Bancorp, with $283 billion in assets as of June 30, 2010, is the parent company of U.S. Bank, the fifth largest commercial bank in the United States. The company operates 3,002 banking offices in 24 states and 5,309 ATMs and provides a comprehensive line of banking, brokerage, insurance, investment, mortgage, trust and payment services products to consumers, businesses and institutions. Visit U.S. Bancorp on the web at www.usbank.com.

About Nuveen Investments

Nuveen Investments provides high quality investment services designed to help secure the long-term goals of institutions and high net worth investors as well as the consultants and financial advisors who serve them. Nuveen Investments markets its growing range of specialized investment solutions under the high-quality brands of NWQ, Nuveen, Santa Barbara, Symphony, Tradewinds, Winslow Capital and Nuveen HydePark. In total, the Company managed $150 billion of assets on June 30, 2010.

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Certain statements made by the Company in this release are forward-looking statements. The Company’s actual future results may differ significantly from those anticipated in any forward-looking statements due to numerous factors. These include, but are not limited to, the effects of the substantial competition in the investment management business, including competition for access to brokerage firms’ retail distribution systems, the Company’s reliance on revenues from investment management contracts which renew annually, regulatory developments, accounting pronouncements, and other additional risks and uncertainties as set forth in the Company’s filings with the SEC. The Company undertakes no responsibility to update publicly or revise any forward-looking statements.

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EX-99.2

Exhibit 99.2

Strategic Combination with FAF Advisors Investor Presentation July 2010 July 2010

Overview of Transaction Expected Timing Transaction is expected to close by year-end, subject to customary conditions Ongoing USB Distribution Relationship 5-year strategic investment services agreement with US Bank Wealth Management Transaction Consideration 9.5% post transaction $80 million cash (no debt financing) Transaction Nuveen to acquire the long-term assets of FAF Advisors, the Minneapolis-based investment adviser to the First American Funds mutual fund family, and a subsidiary of US Bancorp ("USB") FAF Advisors manages $25.4 billion in long-term assets under management, including 41 mutual funds USB Cash Management USB to retain cash management business representing $62bn of AUM

Significant Strategic Benefits FAF Advisors is a high quality, diversified asset manager Exceptional complementary fit Substantially broadens and scales Nuveen's Mutual Fund business Fills important investment capability gaps Creates significant distribution benefits for both Nuveen and FAF Creates meaningful shareholder value

Leading Mutual Fund Family $25bn AUM (June, 2010) Consistent positive quarterly net flows Strong, diversified business... Diversified business: fixed income, real asset, asset allocation and equities Leading mutual fund family Ranked #4 in 2009 by Barron's Deep investment team with strong investment results Strategic relationship with US Bancorp 5th largest commercial bank in the U.S. Fixed Income Equity Real Assets Asset Allocation 49.7 37 10 4 Diversified Long-Term Business AUM $25.4bn Institutional Retail Platform USB Closed End Fund 23 15 11 46 5

Strong Investment Performance Across Investment Products First Quartile Second Quartile 66 31 3 Top Quartile Top Half 100 First Quartile Second Quartile 33 64 3 First Quartile 100 First Quartile Second Quartile 40 57 3 Top Quartile 100 5 star 4 star 3 star 0.02 0.31 0.66 0.01 5 star 1 Source: SIMFUND 5 star 4 star 3 star 2 star Not rated 0.19 0.38 0.36 0.02 0.04 0.01 First Quartile Second Quartile 20 40 40 First Quartile Second Quartile 51 24 25 First Quartile Second Quartile 34 28 38

($Bn) Nuveen Investments FAF Combined Mutual Funds $23.5 $17.2 $40.7 Institutional 42.6 5.8 48.4 CEFs 46.8 1.2 48.0 Retail MAs 37.3 1.2 38.5 Total $150.2 $25.4 $175.6 Q4, 2006 Q2, 2010 Institutional 0.2 0.28 Mutual Funds 0.11 0.23 CEFs 0.33 0.27 Retail Managed Accts. 0.36 0.22 Product Line Mix (% AUM) Retail MAs CEFs Mutual Funds Institutional 20% 11% 33% 36% 28% 23% 27% 22% 100% 100% Nuveen Investments Nuveen Investments + FAF AUM by Product Line (Q2, 2010) Substantially Broadens and Scales Nuveen's Mutual Fund Business

Creates opportunity to accelerate growth Expanded and complementary distribution capabilities Broadened product offering Provides added diversification: asset class, product & channel Adds $40 million of run-rate EBITDA (including synergies) Synergies anticipated to come largely from combining distribution and back office functions Reduces leverage (debt/EBITDA) by more than 0.5x in the near term Transaction consideration primarily equity Cash consideration funded from available cash on Nuveen's balance sheet (no debt required) Creates Meaningful Shareholder Value