Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 10-Q

 

 

(Mark One)

 

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2012

Or

 

¨	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from               to             

Commission File Number 001-34879

 

 

Nuveen Diversified Commodity Fund

(Exact name of registrant as specified in its charter)

 

Delaware		27-2048014
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
333 West Wacker Drive Chicago Illinois		60606
(Address of principal executive offices)		(Zip Code)

(877) 827-5920

(Registrant’s telephone number, including area code)

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated file, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer		¨				Accelerated filer		x
Non-accelerated filer		¨		(Do not check if smaller reporting company)		Smaller reporting company		¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

As of May 1, 2012, the registrant had 9,219,240 shares outstanding.

 

 

 

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Table of Contents

NUVEEN DIVERSIFIED COMMODITY FUND

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

TABLE OF CONTENTS

 

				Page No.
PART I. FINANCIAL INFORMATION
Item 1.		Financial Statements (Unaudited):
		Statements of Financial Condition at March 31, 2012 and December 31, 2011			3
		Schedule of Investments at March 31, 2012			4
		Statements of Operations for the three months ended March 31, 2012 and March 31, 2011			11
		Statements of Changes in Shareholders’ Capital for the three months ended March 31, 2012 and the year ended December 31, 2011			12
		Statements of Cash Flows for the three months ended March 31, 2012 and March 31, 2011			13
		Notes to Financial Statements			14
Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations			26
Item 3.		Quantitative and Qualitative Disclosures About Market Risk			34
Item 4.		Controls and Procedures			37
PART II. OTHER INFORMATION
Item 1.		Legal Proceedings			38
Item 1A.		Risk Factors			38
Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds			38
Item 3.		Defaults Upon Senior Securities			38
Item 4.		Mine Safety Disclosures			38
Item 5.		Other Information			38
Item 6.		Exhibits			39
Signatures					40

 

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Table of Contents

Part 1. Financial Information

 

Item 1.

Financial Statements

NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF FINANCIAL CONDITION

(Unaudited)

 

		March 31, 2012				December 31, 2011
ASSETS
Short-term investments, at value (cost $190,174,260 and $175,594,508, respectively)		$	190,183,351			$	175,626,953
Deposits with brokers			32,780,105				44,193,777
Interest receivable			479,946				561,049
Other assets			214,501				200,745
Total assets			223,657,903				220,582,524
LIABILITIES
Call options written, at value (premiums received $732,172 and $1,428,047, respectively)			212,581				551,457
Unrealized depreciation on futures contracts, net			4,401,503				4,921,830
Payable for:
Distributions			1,336,790				—
Shares repurchased			—				315,845
Accrued expenses:
Management fees			235,178				229,634
Other			358,887				383,629
Total liabilities			6,544,939				6,402,395
SHAREHOLDERS’ CAPITAL
Paid-in capital, unlimited number of shares authorized, 9,219,240 shares issued and outstanding at March 31, 2012 and 9,229,040 shares issued and outstanding at December 31, 2011			219,835,071				220,038,837
Accumulated undistributed earnings (deficit)			(2,722,107	)			(5,858,708	)
Total shareholders’ capital (Net assets)			217,112,964				214,180,129
Total liabilities and shareholders’ capital		$	223,657,903			$	220,582,524
Net assets		$	217,112,964			$	214,180,129
Shares outstanding			9,219,240				9,229,040
Net asset value per share outstanding (net assets divided by shares outstanding)		$	23.55			$	23.21
Market value per share outstanding		$	23.08			$	20.30

 

 

See accompanying notes to financial statements.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS

March 31, 2012

(Unaudited)

Investments

 

Principal Amount (000)				Description		Coupon				Maturity				Ratings(1)				Value
				Short-Term Investments
				U.S. Government and Agency Obligations
	$    30,000			Federal Home Loan Mortgage Corporation			0.000	%			8/07/12				Aaa			$	29,993,640
	18,860			Federal Home Loan Mortgage Corporation			1.000	%			8/28/12				Aaa				18,924,973
	20,000			Federal National Mortgage Association			0.000	%			4/02/12				Aaa				20,000,000
	21,000			Federal National Mortgage Association			0.000	%			9/04/12				Aaa				20,990,970
	23,000			U.S. Treasury Bills			0.000	%			4/05/12				Aaa				22,999,954
	12,000			U.S. Treasury Bills			0.000	%			6/28/12				Aaa				11,997,972
	15,000			U.S. Treasury Bills			0.000	%			8/23/12				Aaa				14,992,860
	10,000			U.S. Treasury Bills			0.000	%			11/15/12				Aaa				9,991,810
	10,000			U.S. Treasury Bills			0.000	%			2/07/13				Aaa				9,985,550
	29,000			U.S. Treasury Notes			4.750	%			5/31/12				Aaa				29,216,369
	188,860			Total U.S. Government and Agency Obligations (cost $189,085,007)															189,094,098
				Repurchase Agreements
	1,089			Repurchase Agreement with State Street Bank, dated 3/30/12, repurchase price $1,089,254, collateralized by $995,000 U.S. Treasury Notes, 3.125%, due 5/15/21, value $1,111,516			0.010	%			4/02/12				N/A				1,089,253
				Total Repurchase Agreements (cost $1,089,253)															1,089,253
				Total Short-Term Investments (cost $190,174,260)														$	190,183,351

 

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NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2012

(Unaudited)

Investments in Derivatives

Futures Contracts outstanding:

 

 

Commodity Group		Contract		Contract Position(2)				Contract Expiration				Number of Contracts				Notional Amount at Value				Unrealized Appreciation (Depreciation)
Energy		Crude Oil
		ICE Brent Crude Oil Futures Contract			Long				May 2012				57			$	7,004,160			$	(104,880	)
		ICE Brent Crude Oil Futures Contract			Long				July 2012				57				6,917,520				41,960
		NYMEX Crude Oil Futures Contract			Long				May 2012				175				18,028,500				(336,310	)
		NYMEX Crude Oil Futures Contract			Long				July 2012				118				12,275,540				(290,770	)
		Total Crude Oil																			(690,000	)
		Heating Oil
		ICE Gas Oil Futures Contract			Long				May 2012				28				2,838,500				(500	)
		NYMEX Heating Oil Futures Contract			Long				May 2012				55				7,322,931				(47,826	)
		NYMEX Heating Oil Futures Contract			Long				July 2012				6				803,653				(14,969	)
		Total Heating Oil																			(63,295	)
		Natural Gas
		NYMEX Natural Gas Futures Contract			Long				May 2012				395				8,397,700				(1,927,340	)
		NYMEX Natural Gas Futures Contract			Long				July 2012				74				1,767,860				(268,800	)
		Total Natural Gas																			(2,196,140	)
		Unleaded Gas
		NYMEX Gasoline RBOB Futures Contract			Long				May 2012				49				6,808,070				304,398
		NYMEX Gasoline RBOB Futures Contract			Long				July 2012				9				1,207,597				(32,105	)
		Total Unleaded Gas																			272,293
		Total Energy																			(2,677,142	)

 

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NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2012

(Unaudited)

Investments in Derivatives (Continued)

Futures Contracts outstanding (Continued):

 

Commodity Group		Contract		Contract Position(2)				Contract Expiration				Number of Contracts				Notional Amount at Value				Unrealized Appreciation (Depreciation)
Industrial Metals		Aluminum
		LME Primary Aluminum Futures Contract			Long				April 2012				102			$	5,340,337			$	(277,950	)
		LME Primary Aluminum Futures Contract			Long				May 2012				102				5,374,125				(423,300	)
		LME Primary Aluminum Futures Contract			Short				May 2012				(3	)			(158,063	)			10,663
		Total Aluminum																			(690,587	)
		Copper
		CEC Copper Futures Contract			Long				July 2012				90				8,625,375				(179,375	)
		CEC Copper Futures Contract			Long				September 2012				24				2,305,500				(42,013	)
		LME Copper Futures Contract			Long				April 2012				52				11,009,700				242,125
		Total Copper																			20,737
		Nickel
		LME Nickel Futures Contract			Long				April 2012				16				1,705,440				(93,696	)
		LME Nickel Futures Contract			Long				May 2012				16				1,707,936				(200,640	)
		Total Nickel																			(294,336	)
		Zinc
		LME Zinc Futures Contract			Long				April 2012				30				1,495,688				1,125
		LME Zinc Futures Contract			Long				May 2012				31				1,546,319				(56,769	)
		LME Zinc Futures Contract			Short				May 2012				(2	)			(99,763	)			6,388
		Total Zinc																			(49,256	)
		Lead
		LME Lead Futures Contract			Long				April 2012				36				1,833,300				(57,263	)
		LME Lead Futures Contract			Long				May 2012				19				968,525				(29,363	)
		LME Lead Futures Contract			Short				April 2012				(18	)			(916,650	)			28,350
		Total Lead																			(58,276	)
		Total Industrial Metals																			(1,071,718	)
Agriculturals		Corn
		CBOT Corn Futures Contract			Long				May 2012				157				5,055,400				41,463
		CBOT Corn Futures Contract			Long				July 2012				70				2,251,375				(4,392	)
		CBOT Corn Futures Contract			Long				September 2012				85				2,393,812				(67,656	)
		Total Corn																			(30,585	)
		Soybean
		CBOT Soybean Futures Contract			Long				May 2012				88				6,173,200				518,025
		CBOT Soybean Futures Contract			Long				July 2012				55				3,872,688				220,412
		CBOT Soybean Futures Contract			Long				November 2012				24				1,629,600				62,538
		Total Soybean																			800,975
		Wheat
		CBOT Wheat Futures Contract			Long				May 2012				69				2,279,588				55,975
		CBOT Wheat Futures Contract			Long				July 2012				52				1,752,400				18,163
		KCBT Wheat Futures Contract			Long				May 2012				98				3,417,750				9,875
		KCBT Wheat Futures Contract			Long				July 2012				15				530,250				(4,013	)
		Total Wheat																			80,000
		Soybean Meal
		CBOT Soybean Meal Futures Contract			Long				May 2012				76				2,954,120				402,843
		CBOT Soybean Meal Futures Contract			Long				July 2012				20				779,400				23,200
		Total Soybean Meal																			426,043

 

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NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2012

(Unaudited)

Investments in Derivatives (Continued)

Futures Contracts outstanding (Continued):

 

Commodity Group		Contract		Contract Position(2)				Contract Expiration				Number of Contracts				Notional Amount at Value				Unrealized Appreciation (Depreciation)
Agriculturals		Soybean Oil
(continued)		CBOT Soybean Oil Futures Contract			Long				May 2012				48			$	1,586,880			$	17,280
		CBOT Soybean Oil Futures Contract			Long				July 2012				47				1,565,382				19,968
		Total Soybean Oil																			37,248
		Total Agriculturals																			1,313,681
Precious Metals		Gold
		CEC Gold Futures Contract			Long				June 2012				134				22,403,460				(143,380	)
		Silver
		CEC Silver Futures Contract			Long				May 2012				48				7,796,160				(630,450	)
		Platinum
		NYMEX Platinum Futures Contract			Long				July 2012				21				1,726,305				(32,215	)
		Palladium
		NYMEX Palladium Futures Contract			Long				June 2012				14				915,740				(87,415	)
		Total Precious Metals																			(893,460	)
Foods and Fibers		Cotton
		ICE Cotton Futures Contract			Long				May 2012				67				3,132,920				33,731
		ICE Cotton Futures Contract			Long				July 2012				33				1,549,680				35,025
		ICE Cotton Futures Contract			Long				December 2012				7				318,500				1,340
		Total Cotton																			70,096
		Sugar
		ICE Sugar Futures Contract			Long				May 2012				180				4,981,536				222,720
		ICE Sugar Futures Contract			Long				July 2012				121				3,228,086				32,625
		Total Sugar																			255,345
		Coffee
		ICE Coffee C Futures Contract			Long				May 2012				50				3,420,938				(678,356	)
		ICE Coffee C Futures Contract			Long				July 2012				5				346,875				4,219
		LIFFE Coffee Robusta Futures Contract			Long				May 2012				65				1,316,900				92,790
		Total Coffee																			(581,347	)
		Cocoa
		ICE Cocoa Futures Contract			Long				May 2012				59				1,309,210				(45,650	)
		Total Foods and Fibers																			(301,556	)
Livestock		Live Cattle
		CME Live Cattle Futures Contract			Long				June 2012				180				8,362,800				(453,490	)
		Lean Hogs
		CME Lean Hog Futures Contract			Long				April 2012				60				2,002,200				(71,400	)
		CME Lean Hog Futures Contract			Long				June 2012				58				2,097,280				(117,105	)
		Total Lean Hogs																			(188,505	)
		Feeder Cattle
		CME Feeder Cattle Futures Contract			Long				May 2012				26				1,938,625				(129,313	)
		Total Livestock																			(771,308	)
		Total Futures Contracts outstanding																		$	(4,401,503	)

 

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NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2012

(Unaudited)

Investments in Derivatives (Continued)

 

Call Options Written outstanding:

 

Commodity Group		Contract		Contract Expiration				Number of Contracts				Strike Price				Value
Energy		Crude Oil
		ICE Brent Crude Oil Futures Options			May 2012				(57	)		$	137.5			$	(4,560	)
		NYMEX Crude Oil Futures Options			April 2012				(146	)			115.5				(16,060	)
		Total Crude Oil															(20,620	)
		Heating Oil
		NYMEX Heating Oil Futures Options			April 2012				(41	)			3.6				(6,199	)
		Natural Gas
		NYMEX Natural Gas Futures Options			April 2012				(227	)			2,700.0				(11,350	)
		NYMEX Natural Gas Futures Options			April 2012				(7	)			2,400.0				(1,820	)
		Total Natural Gas															(13,170	)
		Unleaded Gas
		NYMEX Gasoline RBOB Futures Options			April 2012				(29	)			37,500.0				(7,430	)
		Total Energy															(47,419	)
Industrial Metals		Aluminum
		LME Primary Aluminum Futures Options(3)			April 2012				(101	)			2,375.0				—
		Copper
		LME Copper Futures Options(3)			April 2012				(52	)			9,150.0				(182	)
		Nickel
		LME Nickel Futures Options(3)			April 2012				(16	)			21,100.0				—
		Zinc
		LME Zinc Futures Options(3)			April 2012				(30	)			2,200.0				(23	)
		Lead
		LME Lead Futures Options(3)			April 2012				(18	)			2,300.0				(5	)
		Total Industrial Metals															(210	)
Agriculturals		Corn
		CBOT Corn Futures Options			April 2012				(156	)			710.0				(22,425	)
		Soybean
		CBOT Soybean Futures Options			April 2012				(83	)			1,480.0				(14,525	)
		Wheat
		CBOT Wheat Futures Options			April 2012				(60	)			720.0				(17,625	)
		KCBT Wheat Futures Options			April 2012				(57	)			760.0				(10,687	)
		Total Wheat															(28,312	)
		Soybean Meal
		CBOT Soybean Meal Futures Options			April 2012				(48	)			380.0				(61,440	)
		Soybean Oil
		CBOT Soybean Oil Futures Options			April 2012				(48	)			580.0				(5,183	)
		Total Agriculturals															(131,885	)

 

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NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2012

(Unaudited)

Investments in Derivatives (Continued)

Call Options Written outstanding (Continued):

 

Commodity Group		Contract		Contract Expiration				Number of Contracts				Strike Price				Value
Precious Metals		Gold
		CEC Gold Futures Options			May 2012				(67	)		$	1,960.0			$	(9,380	)
		Silver
		CEC Silver Futures Options			April 2012				(24	)			4,175.0				(1,800	)
		Total Precious Metals															(11,180	)
Foods and Fibers		Cotton
		ICE Cotton Futures Options			April 2012				(53	)			1,010.0				(3,710	)
		Sugar
		ICE Sugar Futures Options			April 2012				(150	)			270.0				(11,760	)
		Coffee
		ICE Coffee C Futures Options			April 2012				(36	)			240.0				(270	)
		Cocoa
		ICE Cocoa Futures Options			April 2012				(29	)			2,650.0				(290	)
		Total Foods and Fibers															(16,030	)
Livestock		Live Cattle
		CME Live Cattle Futures Options			June 2012				(111	)			130.0				(5,550	)
		Lean Hogs
		CME Lean Hogs Futures Options			April 2012				(59	)			95.0				(307	)
		Total Livestock															(5,857	)
		Total Call Options Written outstanding (premiums received $732,172)							(1,705	)						$	(212,581	)

 

(1)		Ratings: Using the highest of Standard & Poor’s Group, Moody’s Investors Service, Inc. or Fitch, Inc. rating.
(2)		The Fund expects to invest only in long futures contracts. Some short futures positions arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long LME futures positions. For every short LME futures contract outstanding, the Fund had previously entered into a long LME futures contract. The London Clearing House is the counterparty for both the long and short position.
(3)		For fair value measurement disclosure purposes, these Call Options Written are categorized as Level 2. See Notes to Financial Statements, Footnote 2 - Summary of Significant Accounting Policies, Fair Value Measurements and Investment Valuation for more information.
N/A		Not applicable.
CBOT		Chicago Board of Trade
CEC		Commodities Exchange Center

 

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NUVEEN DIVERSIFIED COMMODITY FUND

SCHEDULE OF INVESTMENTS (Continued)

March 31, 2012

(Unaudited)

 

CME		Chicago Mercantile Exchange
ICE		Intercontinental Exchange
KCBT		Kansas City Board of Trade
LIFFE		London International Financial Futures Exchange
LME		London Metal Exchange
NYMEX		New York Mercantile Exchange
RBOB		Reformulated Gasoline Blendstock for Oxygen Blending

 

See accompanying notes to financial statements.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF OPERATIONS

(Unaudited)

 

		Three Months Ended March 31,
		2012				2011
Investment Income:
Interest		$	65,786			$	110,343
Total Investment Income			65,786				110,343
Expenses:
Management fees			688,275				774,101
Brokerage commissions			41,222				40,088
Custodian’s fees and expenses			26,276				3,837
Trustees’ fees and expenses			31,250				33,125
Professional fees			98,577				84,307
Shareholder reporting expense			31,408				56,923
Other expenses			4,361				11,359
Total expenses			921,369				1,003,740
Net investment income (loss)			(855,583	)			(893,397	)
Net realized gain (loss) from:
Short-term investments			(652	)			—
Futures contracts			5,286,752				25,097,025
Call options written			2,576,480				2,393,598
Change in net unrealized appreciation (depreciation) of:
Short-term investments			(23,354	)			(18,145	)
Futures contracts			520,327				(13,176,947	)
Call options written			(356,999	)			2,498,539
Net realized gain (loss) and change in net unrealized appreciation (depreciation)			8,002,554				16,794,070
Net income (loss)		$	7,146,971			$	15,900,673
Net income (loss) per weighted-average share		$	0.78			$	1.72
Weighted-average shares outstanding			9,219,938				9,267,040

 

 

See accompanying notes to financial statements.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF CHANGES IN SHAREHOLDERS’ CAPITAL

(Unaudited)

 

		Three Months Ended March 31, 2012				Year Ended December 31, 2011
Shareholders’ capital—beginning of period		$	214,180,129			$	247,757,748
Repurchase of shares			(203,766	)			(748,433	)
Net increase (decrease) in shareholders’ capital resulting from operations:
Net investment income (loss)			(855,583	)			(3,612,955	)
Realized gain (loss) from:
Short-term investments			(652	)			21,761
Futures contracts			5,286,752				(2,120,418	)
Call options written			2,576,480				10,035,572
Change in net unrealized appreciation (depreciation) of:
Short-term investments			(23,354	)			4,506
Futures contracts			520,327				(23,776,469	)
Call options written			(356,999	)			2,741,582
Net income (loss)			7,146,971				(16,706,421	)
Distributions to shareholders			(4,010,370	)			(16,122,765	)
Shareholders’ capital—end of period		$	217,112,964			$	214,180,129
Shares—beginning of period			9,229,040				9,267,040
Issuance of shares			—				—
Repurchase of shares			(9,800	)			(38,000	)
Shares—end of period			9,219,240				9,229,040

 

 

See accompanying notes to financial statements.

 

12

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NUVEEN DIVERSIFIED COMMODITY FUND

STATEMENTS OF CASH FLOWS

(Unaudited)

 

		Three Months Ended March 31,
		2012				2011
Cash flows from operating activities:
Net income (loss)		$	7,146,971			$	15,900,673
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Purchases of short-term investments			(211,136,829	)			(469,669,866	)
Proceeds from sales and maturities of short-term investments			195,975,256				460,128,232
Premiums paid for call options written			(95,412	)			(359,538	)
Premiums received for call options written			1,976,017				2,487,692
Amortization (Accretion)			581,169				(86,977	)
(Increase) Decrease in:
Deposits with brokers			11,413,672				(14,157,144	)
Interest receivable			81,103				(23,174	)
Other assets			(13,756	)			—
Increase (Decrease) in:
Payable due to broker			—				72,794
Accrued management fees			5,544				16,724
Other accrued expenses			(24,742	)			75,055
Net realized (gain) loss from:
Short-term investments			652				—
Call options written			(2,576,480	)			(2,393,598	)
Change in net unrealized (appreciation) depreciation of:
Short-term investments			23,354				18,145
Futures contracts			(520,327	)			13,176,947
Call options written			356,999				(2,498,539	)
Net cash provided by (used in) operating activities			3,193,191				2,687,426
Cash flows from financing activities:
Cash paid for shares repurchased			(519,611	)			—
Cash distributions paid to shareholders			(2,673,580	)			(2,687,442	)
Net cash provided by (used in) financing activities			(3,193,191	)			(2,687,442	)
Net increase (decrease) in cash			—				(16	)
Cash—beginning of period			—				16
Cash—end of period		$	—			$	—

 

 

See accompanying notes to financial statements.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS

March 31, 2012

(Unaudited)

1. Organization

The Nuveen Diversified Commodity Fund (the “Fund”) was organized as a Delaware statutory trust on December 7, 2005, to operate as a commodity pool. Nuveen Commodities Asset Management, LLC, the Fund’s manager (“NCAM” or the “Manager”), a wholly-owned subsidiary of Nuveen Investments, Inc. (“Nuveen”), is a Delaware limited liability company registered as a commodity pool operator and commodity trading advisor with the Commodity Futures Trading Commission (the “CFTC”) and is a member of the National Futures Association (“NFA”). The Fund commenced operations on September 27, 2010, with its initial public offering. The Fund operates pursuant to a Second Amended and Restated Trust Agreement dated as of March 30, 2012 (“Trust Agreement”). The Fund’s shares represent units of fractional undivided beneficial interest in, and ownership of, the Fund. The Fund’s shares trade on the NYSE Amex under the ticker symbol “CFD.” The Fund is not a mutual fund, a closed-end fund, or any other type of “investment company” within the meaning of the Investment Company Act of 1940, as amended (the “1940 Act”), and is not subject to regulation thereunder.

The Manager has selected Gresham Investment Management LLC (“Gresham” or the “Commodity Sub-advisor”) to manage the Fund’s commodity investment strategy and its options strategy. Gresham is a Delaware limited liability company, the successor to Gresham Investment Management, Inc., formed in July 1992. Gresham is registered with the CFTC as a commodity trading advisor and commodity pool operator, is a member of the NFA and is registered with the Securities and Exchange Commission (“SEC”) as an investment adviser. On December 31, 2011, Nuveen completed its acquisition of a 60% stake in Gresham. As part of the acquisition, Gresham’s management and investment teams will maintain a significant minority ownership stake in the firm, and will continue to operate independently while levering the strengths of Nuveen’s shared resources. Gresham continues to serve as the Fund’s Commodity Sub-advisor and there have been no changes in the Fund’s investment objectives, strategies or expenses as a result of this transaction.

The Manager has selected Nuveen Asset Management, LLC (“Nuveen Asset Management” or the “Collateral Sub-advisor”), an affiliate of the Manager, to serve as the Fund’s Collateral Sub-advisor, investing the Fund’s collateral in short-term, high grade debt securities. Nuveen Asset Management is a Delaware limited liability company and is registered with the SEC as an investment adviser.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

1. Organization (Continued)

 

The Fund’s investment objective is to generate higher risk-adjusted total return than leading commodity market benchmarks. Risk-adjusted total return refers to the income and capital appreciation generated by a portfolio (the combination of which equals its total return) per unit of risk taken, with such risk measured by the volatility of the portfolio’s total returns over a specific period of time. In pursuing its investment objective, the Fund invests directly in a diversified portfolio of commodity futures, forward and options contracts to obtain broad exposure to all principal groups in the global commodity markets. The Fund’s investment strategy has three elements:

 

•

An actively managed portfolio of commodity futures and forward contracts utilizing Gresham’s proprietary Tangible Asset Program®, or TAP®, a long-only rules-based commodity investment strategy designed to maintain consistent, fully collateralized exposure to commodities as an asset class;

 

•

An integrated program of writing commodity call options designed to enhance the risk-adjusted total return of the Fund’s commodity investments (TAP® and the options strategy are collectively referred to as TAP PLUSSM); and

 

•

A collateral portfolio of cash equivalents and short-term, high grade debt securities.

2. Summary of 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 accounting principles generally accepted in the United States (“U.S. GAAP”).

The accompanying unaudited financial statements were prepared in accordance with U.S. GAAP for interim financial information and with the instructions for Form 10-Q and the rules and regulations of the SEC. In the opinion of management, all material adjustments, consisting only of normal recurring adjustments, considered necessary for a fair statement of the interim period financial statements have been made. Interim period results are not necessarily indicative of results for a full-year period. These financial statements and the notes thereto should be read in conjunction with the Fund’s financial statements included in the Fund’s Annual Report on Form 10-K for the year ended December 31, 2011.

Basis of Accounting

The accompanying financial statements have been prepared in conformity with U.S. GAAP. The preparation of financial statements in conformity with U.S. GAAP requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Futures Contracts

The Fund invests in commodity futures contracts. Upon entering into a futures contract, the Fund is required to deposit with the broker an amount of cash or liquid securities equal to a specified dollar amount per contract. This is known as the “initial margin.” Cash held by the broker to cover initial margin requirements on open futures contracts, if any, is recognized as “Deposits with brokers” on the Statements of Financial Condition. During the period the futures contract is open, changes in the value of the contract are recognized as an unrealized gain or loss

 

15

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

by “marking-to-market” on a daily basis to reflect the changes in market value of the contract, which are recognized as a component of “Unrealized appreciation or depreciation on futures contracts, net” on the Statements of Financial Condition and “Change in net unrealized appreciation (depreciation) of futures contracts” on the Statements of Operations. When the contract is closed or expired, the Fund records a realized gain or loss equal to the difference between the value of the contract on the closing date and the value of the contract when originally entered into, which is recognized as a component of “Net realized gain (loss) from futures contracts” on the Statements of Operations.

The Fund expects to invest only in long futures contracts. Some short futures positions may arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long LME futures positions. For every short LME futures contract outstanding, the Fund had previously entered into a long futures contract. The LME Clearing House is the counterparty for both the long and short positions.

Risks of investments in commodity futures contracts include possible adverse movement in the price of the commodities underlying the contracts, the possibility that there may not be a liquid secondary market for the contracts and the possibility that a change in the value of the contract may not correlate with a change in the value of the underlying commodities.

The average number of futures contracts outstanding during the three months ended March 31, 2012 and the fiscal year ended December 31, 2011, was 3,380 and 3,636, respectively.

Refer to Footnote 3 – Derivative Instruments and Hedging Activities for further details on futures contract activity.

Options Contracts

The Fund may write (sell) and purchase options on commodity futures and forward contracts to enhance the Fund’s risk-adjusted total return. When the Fund writes an option, an amount equal to the premium received is recognized as a component of “Call options written, at value” on the Statements of Financial Condition and is subsequently adjusted to reflect the current value of the written option until the option expires or the Fund enters into a closing purchase transaction. The changes in value of the options written during the reporting period are recognized as a component of “Change in net unrealized appreciation (depreciation) of call options written” on the Statements 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 is recognized as a component of “Net realized gain (loss) from call options written” on the Statements of Operations. The Fund, as writer of an option, has no control over whether the underlying instrument may be sold (called) 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. During the three months ended March 31, 2012 and the fiscal year ended December 31, 2011, the Fund wrote call options on futures contracts.

The purchase of options involves the risk of loss of all or part of the cash paid for the options (the premium). The market risk associated with purchasing options is limited to the premium paid. The counterparty credit risk of purchasing options, however, needs to take into account the current value of the option, as this is the performance expected from the counterparty. The Fund did not purchase options on futures or forward contracts during the three months ended March 31, 2012 or the fiscal year ended December 31, 2011.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

Transactions in call options written were as follows:

 

		Three Months Ended March 31, 2012								Year Ended December 31, 2011
		Number of Contracts				Premiums Received				Number of Contracts				Premiums Received
Outstanding, beginning of period			1,657			$	1,428,047				1,813			$	1,629,313
Options written			3,455				1,976,017				13,702				10,798,390
Options terminated in closing purchase transactions			(2,323	)			(1,712,248	)			(9,895	)			(8,022,605	)
Options expired			(1,084	)			(959,644	)			(3,963	)			(2,977,051	)
Outstanding, end of the period			1,705			$	732,172				1,657			$	1,428,047

The average number of outstanding call option contracts written during the three months ended March 31, 2012 and the fiscal year ended December 31, 2011, was 1,681 and 1,712, respectively.

Refer to Footnote 3 – Derivative Instruments and Hedging Activities for further details on options activity.

Forward Contracts

The Fund may enter into forward contracts. A forward contract is an agreement between two parties to purchase or sell a specified quantity of a commodity at or before a specified date in the future at a specified price. Forward contracts are typically traded in the over-the-counter (“OTC”) markets and all details of the contract are negotiated between the counterparties to the agreement. Accordingly, the forward contracts are valued by reference to the contracts traded in the OTC markets.

The contractual obligations of a buyer or seller may generally be satisfied by taking or making physical delivery of the underlying commodity, establishing an opposite position in the contract and recognizing the profit or loss on both positions simultaneously on the delivery date or, in some instances, paying a cash settlement before the designated date of delivery. The forward contracts are adjusted by the daily fluctuation of the underlying commodity or currency and any gains or losses are recognized on the Statements of Operations as unrealized appreciation or depreciation until the contract settlement date.

Forward contracts are, in general, not cleared or guaranteed by a third party. The Fund may collateralize forward commodity contracts with cash and/or certain securities as indicated on its Statements of Financial Condition or Schedule of Investments, when applicable, and such collateral is held for the benefit of the counterparty in a segregated account at the custodian to protect the counterparty against non-payment by the Fund. In the event of a default by the counterparty, the Fund will seek return of this collateral and may incur certain costs exercising its right with respect to the collateral.

The Fund remains subject to credit risk with respect to the amount it expects to receive from counterparties, as those amounts are not similarly collateralized by the counterparty. If a counterparty becomes bankrupt or

 

17

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

otherwise fails to perform its obligations due to financial difficulties, the Fund may experience significant delays in obtaining any recovery in a bankruptcy or other reorganization proceeding. The Fund may obtain only limited recovery or may obtain no recovery in such circumstances.

Participants in trading foreign exchange forward contracts often do not require margin deposits, but rely upon internal credit limitations and their judgments regarding the creditworthiness of their counterparties.

The Fund will enter into forward contracts only with large, well-capitalized and well-established financial institutions. The creditworthiness of each of the firms, which is a party to a forward contract, is monitored by the Manager. The Fund did not enter into any forward contracts during the three months ended March 31, 2012 or the fiscal year ended December 31, 2011.

Collateral Investments

Currently, in the normal course of business, approximately 15% of the Fund’s assets are committed to secure the Fund’s futures and forward contract positions. These assets are placed in a commodity futures account maintained by the Fund’s clearing broker, and are held in eligible cash equivalents and high-quality short-term debt securities.

The remaining assets are held in a separate collateral investment account managed by the Collateral Sub-advisor. The Fund’s assets held in the separate collateral account are invested in cash equivalents and high-quality short-term debt securities with final terms not exceeding one year at the time of investment. These collateral investments are rated at the applicable highest short-term or long-term debt or deposit rating or money market fund rating as determined by at least one nationally recognized statistical rating organization (“NRSRO”), or if unrated, are judged by the Collateral Sub-advisor to be of comparable quality.

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 three-tier hierarchy of inputs is summarized in the three broad levels listed below:

Level 1—Quoted prices in active markets for identical securities.

Level 2—Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3—Significant unobservable inputs (including management’s assumptions in determining the fair value of investments).

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

The inputs or methodologies used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the Fund’s fair value measurements as of March 31, 2012 and December 31, 2011:

 

		March 31, 2012
		Level 1				Level 2				Level 3				Total
Short-Term Investments:
U.S. Government and Agency Obligations		$	—			$	189,094,098			$	—			$	189,094,098
Repurchase Agreements			—				1,089,253				—				1,089,253
Derivatives:
Futures Contracts*			(4,401,503	)			—				—				(4,401,503	)
Call Options Written**			(212,371	)			(210	)			—				(212,581	)
Total		$	(4,613,874	)		$	190,183,141			$	—			$	185,569,267

 

		December 31, 2011
		Level 1				Level 2				Level 3				Total
Short-Term Investments***:
U.S. Government and Agency Obligations		$	—			$	174,425,536			$	—			$	174,425,536
Repurchase Agreements			—				1,201,417				—				1,201,417
Derivatives:
Futures Contracts*			(4,921,830	)			—				—				(4,921,830	)
Call Options Written**			(548,427	)			(3,030	)			—				(551,457	)
Total		$	(5,470,257	)		$	175,623,923			$	—			$	170,153,666

 

*	Represents net unrealized appreciation (depreciation) as reported in the Schedule of Investments.

**	Refer to the Schedule of Investments for breakdown of Call Options Written classified as Level 2.

***	Amounts have been reclassified to conform to the current period presentation.

    During the three months ended March 31, 2012 and the fiscal year ended December 31, 2011, the Fund recognized no transfers to or from Level 1, Level 2 or Level 3.

Investment Valuation

Commodity futures and forward contracts and options on commodity futures and forward contracts traded on an exchange will be valued at the final settlement price or official closing price as determined by the principal exchange on which the instruments are traded as supplied by independent pricing services. These securities are generally classified as Level 1 for fair value measurement purposes. OTC commodity futures and forward contracts and options on commodity futures and forward contracts not traded on an exchange will be valued, in order of hierarchy, by independent pricing services, price quotations obtained from counterparty broker-dealers, or through fair valuation methodologies as determined by the Manager. These securities are generally classified as Level 2. Additionally, events may occur after the close of the market, but prior to the determination of the Fund’s net asset value that may affect the values of the Fund’s investments. In such circumstances, the Manager will determine a fair valuation for such investments that in its opinion is reflective of fair market value. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

Prices of fixed-income securities, including but not limited to, highly rated zero coupon fixed-income securities and U.S. Treasury bills, issued with maturities of one year or less, are provided by a pricing service approved by the Fund’s Manager. These securities are generally classified as Level 2. When price quotes are not readily available, 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. These securities are generally classified as Level 2 or Level 3 depending on the priority of the significant inputs.

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

Investment Transactions

Investment transactions are recorded on a trade date basis. Realized gains and losses from investment transactions are determined on the specific identification method, which is the same for federal income tax purposes.

Investment Income

Interest income, which reflects the amortization of premiums and includes accretion of discount for financial reporting purposes, is recorded on an accrual basis.

Brokerage Commissions and Fees

The Fund pays its respective brokerage commissions, including applicable clearing costs, exchange fees, NFA fees, give-up fees, pit brokerage fees and other transaction-related fees and expenses, incurred in connection with trading activities for the Fund’s investment in CFTC regulated investments.

Income Taxes

No provision for federal, state, and local income taxes has been made in the accompanying financial statements because the Fund has elected to be classified as a partnership for U.S. federal income tax purposes. Each owner of the Fund’s shares will be required to take into account its allocable share of the Fund’s income, gains, losses, deductions and other items for the Fund’s taxable year.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

For all open tax years and all major taxing jurisdictions, the Manager 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, the Manager 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.

Expense Recognition

All expenses of the Fund are recognized on an accrual basis. The Fund pays all routine and extraordinary costs and expenses of its operations, brokerage expenses, custody fees, transfer agent expenses, professional fees, expenses of preparing, printing and distributing reports, notices, information statements, proxy statements, reports to governmental agencies, and taxes, if any.

Custodian Fee Credit

The Fund has an arrangement with its custodian bank, State Street Bank and Trust Company, whereby certain custodian fees and expenses are reduced by net credits earned on the Fund’s cash on deposit. Such deposit arrangements are an alternative to overnight investments. Credits for cash balances may be offset by charges for any days on which the Fund overdraws its account at the custodian bank.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

Calculation of Net Asset Value

The net asset value per share of the Fund on any given day is computed by dividing the value of all assets of the Fund (including any accrued interest), less all liabilities (including accrued expenses and distributions declared but unpaid), by the total number of shares outstanding.

Distributions

The Fund intends to make regular monthly distributions to its shareholders (stated in terms of a fixed cents per share distribution rate) based on the past and projected performance of the Fund. Among other factors, the Fund seeks to establish a distribution rate that roughly corresponds to the Manager’s projections of the total return that could reasonably be expected to be generated by the Fund over an extended period of time. Each monthly distribution is not solely dependent on the amount of income earned or capital gains realized by the Fund, and such distributions may from time to time represent a return of capital and may require that the Fund liquidate investments. As market conditions and portfolio performance may change, the rate of distribution on the shares and the Fund’s distribution policy could change. The Fund reserves the right to change its distribution policy and the basis for establishing the rate of its monthly distributions, or may temporarily suspend or reduce distributions without a change in policy, at any time and may do so without prior notice to shareholders.

Distributions to shareholders are recorded on the ex-dividend date.

Commitments and Contingencies

Under the Fund’s organizational documents, the Manager, Wilmington Trust Company (the Fund’s Delaware trustee) and the Manager’s Independent Committee members 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 immaterial.

Financial Instrument Risk

In the normal course of its business, the Fund is party to financial instruments with off-balance sheet risk. The term “off-balance sheet risk” refers to an unrecorded potential liability that, even though it does not appear on the Statements of Financial Condition, may result in a future obligation or loss. The financial instruments used by the Fund are commodity futures and options, whose values are based upon an underlying asset and generally represent future commitments that have a reasonable possibility of being settled in cash or through physical delivery. As of March 31, 2012 and December 31, 2011, the financial instruments held by the Fund are traded on an exchange and are standardized contracts.

Market risk is the potential for changes in the value of the financial instruments traded by the Fund due to market changes, including fluctuations in commodity prices. In entering into futures contracts, there exists a market risk that such futures contracts may be significantly influenced by adverse market conditions, resulting in such futures contracts being less valuable. If the markets should move against all of the futures contracts at the same time, the Fund could experience substantial losses.

 

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

2. Summary of Significant Accounting Policies (Continued)

 

Credit risk is the possibility that a loss may occur due to failure of a counterparty to perform according to the terms of the forwards, futures and option contracts. Credit risk with respect to exchange-traded instruments is reduced to the extent that an exchange or clearing organization acts as a counterparty to the transactions. The Fund’s risk of loss in the event of counterparty default is typically limited to the amounts recognized on the Statements of Financial Condition and not represented by the contract or notional amounts of the instruments.

3. Derivative Instruments and Hedging Activities

The Fund records derivative instruments at fair value, with changes in fair value recognized on the Statements of Operations, when applicable. For additional information on the derivative instruments in which the Fund invested during and at the end of the reporting period, refer to the Schedule of Investments and Footnote 2 – Summary of Significant Accounting Policies.

The following tables present the fair value of all derivative instruments held by the Fund, the location of these instruments on the Statements of Financial Condition and the primary underlying risk exposure.

 

Three Months Ended March 31, 2012 Location on the Statements of Financial Condition

Underlying Risk Exposure

Derivative Instrument

Asset Derivatives

Liability Derivatives

Location

Value

Location

Value

Commodity

Futures Contracts

Unrealized depreciation on futures contracts, net*

$

2,447,201

Unrealized depreciation on futures contracts, net*

$

6,848,704

Commodity

Options

—

—

Call options written, at value

212,581

Total

$

2,447,201

$

7,061,285

 

Year Ended December 31, 2011 Location on the Statements of Financial Condition

Underlying Risk Exposure

Derivative Instrument

Asset Derivatives

Liability Derivatives

Location

Value

Location

Value

Commodity

Futures Contracts

Unrealized depreciation on futures contracts, net*

$

2,849,485

Unrealized depreciation on futures contracts, net*

$

7,771,315

Commodity

Options

—

—

Call options written, at value

551,457

Total

$

2,849,485

$

8,322,772

*

Value represents cumulative gross unrealized appreciation (depreciation) of futures contracts as reported in the Schedule of Investments and not the “Deposits with brokers” or the “Unrealized appreciation (depreciation) on futures contracts, net” as presented on the Statements of Financial Condition.

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

3. Derivative Instruments and Hedging Activities (Continued)

 

The following table presents the amount of net realized gain (loss) and change in net unrealized appreciation (depreciation) recognized on derivative instruments and the primary underlying risk exposure.

 

Commodity Risk Exposure		Three Months Ended March 31, 2012				Year Ended December 31, 2011
Net realized gain (loss) from:
Futures contracts Call options written		$	5,286,752 2,576,480			$	(2,120,418 10,035,572	)
Change in net unrealized appreciation (depreciation) of:
Futures contracts Call options written		$	520,327 (356,999	)		$	(23,776,469 2,741,582	)

4. Related Parties

The Manager, the Commodity Sub-advisor (as of December 31, 2012) and the Collateral Sub-advisor are considered to be related parties to the Fund.

For the services and facilities provided by the Manager, the Fund has agreed to pay the Manager an annual management fee, payable monthly, based on the Fund’s average daily net assets, according to the following schedule:

 

Average Daily Net Assets		Management Fee
For the first $500 million			1.250	%
For the next $500 million			1.225
For the next $500 million			1.200
For the next $500 million			1.175
For net assets over $2 billion			1.150

“Average daily net assets” means the total assets of the Fund, minus the sum of its total liabilities.

The Manager and the Fund have entered into sub-advisory agreements with the Commodity Sub-advisor and the Collateral Sub-advisor. Both the Commodity Sub-advisor and Collateral Sub-advisor (collectively, the “Sub-advisors”) are compensated for their services to the Fund from the management fees paid to the Manager.

5. Share Repurchase Program

On December 21, 2011, the Fund adopted an open-market share repurchase program allowing the Fund to repurchase an aggregate of up to 10% of its outstanding common shares (approximately 920,000 shares) in open-market transactions at the Manager’s discretion.

Transactions in share repurchases were as follows:

 

		Three Months Ended March 31, 2012				Year Ended December 31, 2011
Shares repurchased			(9,800	)			(38,000	)
Weighted average price per share repurchased		$	20.77			$	19.68

 

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NUVEEN DIVERSIFIED COMMODITY FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

March 31, 2012

(Unaudited)

 

6. Financial Highlights

 

The following financial highlights relate to investment performance and operations for a Fund share outstanding during the three months ended March 31, 2012 and March 31, 2011. The Net Asset Value presentation is calculated using average daily shares outstanding. The Ratios to Average Net Assets are calculated using average daily net assets and have been annualized for periods less than a full fiscal year. The Total Returns at Net Asset Value and Market Value are based on the change in net asset value and market value, respectively, for a share during the period. An investor’s return and ratios will vary based on the timing of purchasing and selling Fund shares.

 

			June 30, 2011				June 30, 2011
		Three Months Ended March  31, 2012				Three Months Ended March 31, 2011
Net Asset Value:
Net asset value per share—beginning of period		$	23.21			$	26.74
Net investment income (loss)			(.09	)			(.10	)
Net realized and unrealized gain (loss)			.87				1.82
Distributions			(.44	)			(.44	)
Net asset value per share—end of period		$	23.55			$	28.02
Market Value:
Market value per share—beginning of period		$	20.30			$	25.80
Market value per share—end of period		$	23.08			$	27.26
Ratios to Average Net Assets:(a)
Net investment income (loss)			(1.55	)%			(1.44	)%
Expenses			1.67	%			1.62	%
Total Returns:(b)
Based on Net Asset Value			3.31	%			6.44	%
Based on Market Value			15.83	%			7.35	%

 

(a)	Annualized.

(b)

Total Return Based on Net Asset Value is the combination of changes in net asset value per share and the assumed reinvestment of distributions, if any, at net asset value per share on the distribution payment date. The last distribution declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the net asset value per share at the end of the period. Total returns are not annualized.

Total Return Based on Market Value is the combination of changes in the market price per share and the assumed reinvestment of distributions, if any, at the ending market price per share on the distribution payment date. The last distribution 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 per share at the end of the period. Total returns are not annualized.

 

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This information should be read in conjunction with the financial statements and notes to financial statements included in Item 1 of Part I of this Quarterly Report (the “Report”). The discussion and analysis includes forward-looking statements that generally relate to future events or future performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or the negative of these terms or other comparable terminology. These forward-looking statements are based on information currently available to Nuveen Commodities Asset Management, LLC (“NCAM” or the “Manager”), Gresham Investment Management LLC (“Gresham” or the “Commodity Sub-advisor”) and Nuveen Asset Management, LLC (“Nuveen Asset Management” or the “Collateral Sub-advisor”) and are subject to a number of risks, uncertainties and other factors, both known and unknown, that could cause the actual results, performance, prospects or opportunities of the Nuveen Diversified Commodity Fund (the “Fund”) to differ materially from those expressed in, or implied by, these forward-looking statements.

You should not place undue reliance on any forward-looking statements. Except as expressly required by the federal securities laws, the Fund and the Manager undertake no obligation to publicly update or revise any forward-looking statements or the risks, uncertainties or other factors described in this Report, as a result of new information, future events or changed circumstances or for any other reason after the date of this Report.

Introduction

The Fund is a commodity pool which was organized as a Delaware statutory trust on December 7, 2005, and completed its initial public offering on September 30, 2010. The shares of the Fund trade on the NYSE Amex under the ticker symbol “CFD.” The Fund’s investment objective is to generate higher risk-adjusted total return than leading commodity market benchmarks. In pursuing its investment objective, the Fund invests directly in a diversified portfolio of commodity futures and forward contracts to obtain broad exposure to all principal groups in the global commodity markets. The Fund is unleveraged, and the Fund’s commodity contract positions are fully collateralized with cash equivalents and short-term, high grade debt securities. The Fund also writes commodity call options seeking to enhance the Fund’s risk-adjusted total return. The Manager focuses on the Dow Jones-UBS Commodity Index^® (“DJ-UBSCI”) when evaluating the performance of the commodity futures, forwards, and options positions (the commodity portfolio) in the Fund’s portfolio against the overall commodity market.

Results of Operations

The Quarter Ended March 31, 2012 – Fund Share Price

The Fund’s shares traded on the NYSE Amex at a price of $23.08 on the close of business on March 30, 2012 (the last trading date of the period). This represents an increase of 13.69% in share price (not including the effect of distributions) from the $20.30 price at which the shares of the Fund traded on the close of business on December 30, 2011 (the last trading day of the previous fiscal period). The high and low intra-day share prices for the quarter were $24.98 (March 22) and $20.48 (January 3), respectively. During the quarter, the Fund declared distributions totaling $0.435 per share to shareholders, of which $0.145 was paid on April 2, 2012. The remainder was paid during the quarter. The cumulative total return on market value for the Fund, including distributions during the period, for the quarter ended March 31, 2012 was 15.83%. At March 30, 2012, the shares of the Fund traded at a 2.00% discount to the Fund’s net asset value of $23.55.

The Quarter Ended March 31, 2011 – Fund Share Price

The Fund’s shares traded on the NYSE Amex at a price of $27.26 on the close of business on March 31, 2011. This represents an increase of 5.66% in share price (not including the effect of distributions) from the $25.80 price at which the shares of the Fund traded on the close of business on December 31, 2010. The high and low

 

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share prices for the quarter were $28.90 (March 2) and $25.16 (January 10), respectively. During the quarter, the Fund declared distributions totaling $0.435 per share to shareholders, of which $0.145 was paid on April 1, 2011. The remainder was paid during the quarter. The cumulative total return on market value for the Fund, including distributions during the period, for the quarter ended March 31, 2011 was 7.35%. At March 31, 2011, the shares of the Fund traded at a 2.71% discount to the Fund’s net asset value of $28.02.

The Quarter Ended March 31, 2012 – Net Assets of the Fund

The Fund’s net assets increased from $214.2 million at December 31, 2011, to $217.1 million at March 31, 2012, an increase of $2.9 million. The increase in the Fund’s net assets was due to $7.9 million in net realized gains and $0.1 million in unrealized appreciation on the Fund’s commodity portfolio during the quarter, a net investment loss of $0.9 million, $4 million of distributions declared to shareholders and $0.2 million decrease in net assets due to share repurchases.

The Fund’s commodity and options portfolio gained more than 3.8% during the quarter before considering the expenses of the Fund. The overall commodities market, as measured by the DJ-UBSCI, was up 0.9% during the quarter. Commodity markets started the year off strong, posting positive returns in January and February, which offset losses experienced in March.

Performance was mixed, with three of the six principal commodity groups in the DJ-UBSCI increasing in the first quarter of 2012, including precious metals, industrial metals and agriculture. Commodity groups with negative returns for the quarter within the benchmark included energy, livestock and foods and fibers. The Fund’s commodity portfolio fared better than the index with five of the six principal commodity groups advancing during the quarter. The precious metals sector within the Fund was the strongest absolute performer and returned nearly 9% due to platinum and silver each posting gains in excess of 16%. Both agriculturals and industrial metals also posted positive results, experiencing returns that were greater than 6% as soybean meal, soybeans, and copper had significant gains for the quarter. Also, although natural gas experienced another difficult quarter, declining over 30%, the positive returns from crude oil, heating oil, and unleaded gas helped the Fund’s energy sector gain more than 1% in the quarter. Foods and fibers gained modestly, experiencing a return of less than 1%, and livestock was the Fund’s only sector with a negative return (approximately 4%) as prices in live cattle, lean hogs, and feeder cattle contracts all declined.

The portfolio outperformed the DJ-UBSCI by approximately 3% for the quarter, before considering the expenses of the Fund. The Fund’s different commodity weights versus the benchmark and Gresham’s trading strategy drove the outperformance. When adjusted for commodity weighting differences between the Fund and the benchmark, three of the six commodity groups in which the Fund trades outperformed the benchmark. Energy drove the outperformance in the quarter, led by the portfolio’s significant underweight to natural gas and overweight to crude oil. Secondarily, the Fund’s holdings of foods and fibers commodities, such as coffee, and the precious metals sector also outperformed the DJ-UBSCI. The underweight position in soybeans was the primary factor in the Fund’s agricultural sector underperformance as soybean prices rose on reports of tight crop supply. The Fund’s industrial metals and livestock holdings slightly underperformed the benchmark.

The commodity call option component of the portfolio was successful over the period as it served to limit volatility without significant impact on the price appreciation of the commodity futures contracts. Gresham utilizes a quantitatively driven strategy to set the call option strike prices it writes (sells) at various out-of-the money levels. Typically, the more out-of-the-money a written call option strike price is, the more upside potential remains, though this is balanced by less premium received for selling the options. During the quarter, several of the commodity portfolio’s options expired without being exercised, including natural gas options. This benefited the Fund as it collected call option premium to offset some of the losses experienced in the futures positions without sacrificing any appreciation, depending on the contract and time period. In certain cases early in the quarter where the futures price appreciation for certain commodity contracts was significant, such as zinc and soybeans contracts, the options the Fund wrote were exercised, which limited the Fund’s full participation in

 

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that commodity contract’s gains. For example, in January, while zinc futures prices rose approximately 14%, the commodity portfolio’s futures and options performance was approximately 12% over the same period, reflecting the impact of the forgone futures contract appreciation due to the option contracts being in-the-money. In total for the quarter, across all of the commodity and options holdings, the Fund’s commodity portfolio outperformed the DJ-UBSCI by approximately 3% while experiencing less volatility.

During the quarter ended March 31, 2012, the Fund’s collateral investments generated interest income of $65,786.

The net asset value per share on March 31, 2012, was $23.55. This represents an increase of 1.46% in net asset value (not including the effect of distributions) from the $23.21 net asset value as of December 31, 2011. The Fund declared distributions of $0.435 per share during the quarter, of which $0.145 was paid on April 2, 2012. The remainder was paid during the quarter. When these distributions are taken into account, the cumulative total return for the Fund on net asset value was 3.31% for the quarter ended March 31, 2012.

The Fund generated a net gain of $7.1 million for the quarter ended March 31, 2012, resulting from interest income of $0.1 million, net expenses of $1.0 million, net realized gains of $7.9 million, and net unrealized appreciation of $0.1 million.

The Quarter Ended March 31, 2011 – Net Assets of the Fund

The Fund’s net assets increased from $247.8 million at December 31, 2010, to $259.6 million at March 31, 2011, an increase of $11.8 million. The increase in the Fund’s net assets was primarily due to the realization of gains on the Fund’s futures and options portfolio (the commodity portfolio) during the quarter, offset by a decrease in the change in net unrealized value of the Fund’s commodity portfolio, and distributions paid to shareholders.

The Fund’s commodity portfolio rose approximately 6.8% during the period before considering the expenses of the Fund. The overall commodities market, as measured by the DJ-UBSCI, rose 4.5%. Commodity market performance was driven in part by the continuing recovery of global economic growth and the expectation of rising inflation, as well as geopolitical concerns and natural disasters, such as the political unrest in the Middle East and the devastating earthquake and tsunami in Japan, which affected the supply and demand relationship of various commodities in which the Fund traded.

The Fund’s commodity portfolio performed well in this environment as it generated positive returns in all six principal commodity groups and most sub-groups in which it trades. Among the six principal commodity groups in which the Fund trades, energy, foods and fibers, and livestock led the commodity portfolio’s results and experienced an increase in value of approximately 12%, 10% and 7%, respectively. The remaining commodity groups, precious metals, agriculturals, and industrial metals, experienced increases of nearly 5%, 2% and 2%, respectively. The commodity portfolio’s largest futures position was crude oil, which represented almost 24% of the commodity portfolio at the end of the quarter and generated a return of approximately 11.7% versus the DJ-UBSCI crude oil return of 8.0%. Within the crude oil segment, the commodity portfolio holds both West Texas Intermediate (“WTI”) and Brent crude oil contracts. The DJ-UBSCI only includes WTI crude oil contracts. WTI crude oil is a representation of more U.S. oriented supply. Brent crude oil generally reflects international oil supply as oil from Europe, North Africa and the Middle East is priced off the Brent crude oil price. Generally, as a result of Middle East and North African turmoil and unrest, Brent crude oil contracts rose over 20% over the quarter while WTI gained about 8%. The Commodity Sub-advisor’s inclusion of Brent crude oil in the Fund’s commodity portfolio drove the outperformance by the Fund against the DJ-UBSCI in relation to crude oil.

The commodity call option component of the investment strategy used by the Commodity Sub-advisor was generally successful over the period as it served to limit volatility without sacrificing significant appreciation in the commodity futures contracts. The Commodity Sub-advisor utilizes a quantitatively driven strategy to set the call option strike prices it writes (sells) at various levels out-of-the money. Typically, the more out-of-the-money

 

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a written call option strike price is, the more upside potential remains, though this is balanced by less premium received for selling the options. During the quarter, several of the commodity portfolio’s options expired without being exercised. This allowed the Fund to earn the call option premium without sacrificing any appreciation in the commodity futures contracts which benefited the Fund’s performance. In certain cases where the futures price appreciation was significant, such as cotton, the options the Fund wrote were exercised, which limited the Fund’s full participation in that commodity contract’s gains. While cotton futures prices rose approximately 40%, the commodity portfolio’s futures and options performance was approximately 34%, reflecting the impact of the forgone futures contract appreciation due to the option contracts being exercised. In total, across all of the commodity and options holdings, the Fund’s commodity portfolio outperformed the DJ-UBSCI by approximately 2.3% while experiencing less volatility.

During the quarter ended March 31, 2011, the Fund’s collateral investments generated interest income of $110,343.

The net asset value per share on March 31, 2011, was $28.02. This represents an increase of 4.79% in net asset value (not including the effect of distributions) from the $26.74 net asset value as of December 31, 2010. The Fund declared distributions of $0.435 per share during the quarter, of which $0.145 was paid on April 1, 2011. The remainder was paid during the quarter. When these distributions are taken into account, the cumulative total return for the Fund on net asset value was 6.44% for the quarter ended March 31, 2011.

The Fund generated net income of $15.9 million for the quarter ended March 31, 2011, resulting from interest income of $0.1 million, net realized gains of $27.5 million, change in net unrealized depreciation of $10.7 million, and net expenses of $1.0 million.

Fund Total Returns

The following table presents selected total returns for the Fund as of March 31, 2012. Total returns based on net asset value and market value are based on the change in net asset value and market value, respectively, for a share during the period presented. The total returns presented assume the reinvestment of distributions at net asset value on the distribution payment date for returns based on net asset value, and at market value on the distribution payment date for returns based on market value. The last distribution declared in the period, which is typically paid on the first business day of the following month, is assumed to be reinvested at the net asset value per share at the end of the period for total returns based on net asset value, and at the ending market price per share at the end of the period for total returns based on market value.

 

		Cumulative								Annualized
		1 Month				3 Month				1 Year				Since Inception
Market Value			0.06	%			15.83	%			-8.91	%			1.75	%
Net Asset Value			-3.25	%			3.31	%			-9.89	%			6.04	%

“Since inception” returns present performance for the period since the Fund’s commencement of operations on September 27, 2010.

Returns represent past performance, which is no guarantee of future performance.

 

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Commodity Weightings

The table below presents the composition of the Fund’s TAP PLUS^SM strategy (Gresham’s long-only rules-based investment strategy, which uses futures and forward contracts to gain exposure to commodities and options to enhance the Fund’s risk-adjusted total return) and the DJ-UBSCI as of March 31, 2012. This table serves as a guide to how the composition of the Fund’s TAP PLUS^SM investment strategy compared to that of the DJ-UBSCI, a leading commodity market benchmark.

 

				Composition
Commodity Group		Commodity		TAP PLUSSM				DJ-UBSCI
Energy		Crude Oil			20.36	%			15.52	%
		Heating Oil			5.05	%			3.59	%
		Natural Gas			4.68	%			7.48	%
		Unleaded Gas			3.69	%			4.12	%
					33.78	%			30.71	%
Industrial Metals		Aluminum			4.86	%			6.03	%
		Copper			10.11	%			7.82	%
		Nickel			1.57	%			2.36	%
		Zinc			1.35	%			3.38	%
		Lead			0.87	%			0.00	%
					18.76	%			19.59	%
Agriculturals		Corn			4.47	%			6.27	%
		Soybean			5.38	%			8.04	%
		Wheat			3.67	%			4.87	%
		Soybean Meal			1.72	%			0.00	%
		Soybean Oil			1.45	%			3.54	%
					16.69	%			22.72	%
Precious Metals		Gold			10.32	%			10.04	%
		Silver			3.59	%			3.09	%
		Platinum			0.79	%			0.00	%
		Palladium			0.42	%			0.00	%
					15.12	%			13.13	%
Foods and Fibers		Cotton			2.30	%			1.96	%
		Sugar			3.78	%			3.98	%
		Coffee			2.34	%			2.05	%
		Cocoa			0.60	%			0.00	%
					9.02	%			7.99	%
Livestock		Live Cattle			3.85	%			3.59	%
		Lean Hogs			1.89	%			2.27	%
		Feeder Cattle			0.89	%			0.00	%
					6.63	%			5.86	%
Total					100.00	%			100.00	%

 

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Liquidity and Capital Resources

The Fund pursues its investment objective by taking long positions in commodity futures contracts and writing commodity call options as part of an integrated program designed to enhance the risk-adjusted total return of the Fund’s commodity investments. The Fund’s investment activity in futures contracts and writing commodity call options do not require a significant outlay of capital. The Fund does not intend to utilize leverage and its commodity contract positions are fully collateralized. Ordinary expenses and distributions are met by cash on hand, although distributions may at times consist of return of capital and may require that the Fund liquidate investments. The Fund earns interest on its continuing investments in short-term, high grade debt securities with any remaining cash balance on deposit with the custodian earning custody fee credits. The Fund also generates cash from the premiums it receives when writing call options on the Fund’s futures contracts.

The Fund’s investments in commodity futures contracts and options on commodity futures contracts may be subject to periods of illiquidity because of market conditions, regulatory considerations and other reasons. For example, commodity exchanges limit fluctuations in certain commodity futures contract prices during a single day by regulations referred to as “daily limits.” During a single day, no trades may be executed at prices beyond the daily limit. Once the price of a futures contract for a particular commodity has increased or decreased by an amount equal to the daily limit, positions in the futures contract can neither be taken nor liquidated unless the traders are willing to effect trades at or within the limit. Commodity futures prices have occasionally moved to the daily limit for several consecutive days with little or no trading. Such market conditions could prevent the Fund from promptly liquidating its commodity futures positions.

The Fund’s shares trade on the NYSE Amex and shares are not redeemed by the Fund in the normal course of business (although the Manager may decide to do so at its discretion), thereby alleviating the need for the Fund to have liquidity available for possible shareholder redemptions. On April 15, 2011, the Fund filed a Registration Statement on Form S-1 with the Securities and Exchange Commission (SEC) to register additional shares of the Fund for future issuance. On June 8, 2011, the Fund filed Pre-Effective Amendment No.1 to Form S-1 with the SEC. The Fund has not yet determined the size or timing of any potential future offering. On December 21, 2011 the Fund announced the adoption of an open-market share repurchase program, whereby the Fund is authorized to repurchase an aggregate of up to 10% of its outstanding common shares in open-market transactions. Refer to “Item 2. Unregistered Sales of Equity Securities and Use of Proceeds” in this Report for details of repurchase activity during the quarter ended March 31, 2012.

The Fund is unaware of any other trends, demands, conditions or events that are reasonably likely to result in material changes to the Fund’s liquidity needs.

Because the Fund invests in commodity futures contracts, its capital is at risk from changes in the value of these contracts (market risk) or the inability of clearing brokers or counterparties to perform under the terms of the contracts (credit risk).

Market Risk

Investing in commodity futures and forward contracts involves the Fund entering into contractual commitments to purchase or sell a particular commodity at a specified date and price. The market risk associated with the Fund’s commitments to purchase commodities will be limited to the gross or face amount of the contracts held.

The Fund’s exposure to market risk may be influenced by a number of factors, including changes in international balances of payments and trade, currency devaluations and revaluations, changes in interest and foreign currency exchange rates, price volatility of commodity futures and forwards contracts and market liquidity, weather, geopolitical events and other factors. These factors also affect the Fund’s investments in options on commodity futures and forward contracts. The inherent uncertainty of the Fund’s investments as well as the development of drastic market occurrences could ultimately lead to a loss of all or substantially all of investors’ capital.

 

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Credit Risk

The Fund may be exposed to credit risk from its investments in commodity futures and forward contracts and options on commodity futures and forward contracts resulting from the clearing house associated with a particular exchange failing to meet its obligations to the Fund. In general, clearing houses are backed by their corporate members who may be required to share in the financial burden resulting from the nonperformance of one of their members, which should significantly reduce this credit risk. In cases where the clearing house is not backed by the clearing members (i.e., as in some foreign exchanges), it may be backed by a consortium of banks or other financial institutions. There can be no assurance that any counterparty, clearing member or clearing house will meet its obligations to the Fund.

The Fund’s investment strategy attempts to moderate market risks, and the Commodity Sub-advisor attempts to minimize credit risks, by requiring the Fund to abide by various investment limitations and policies, which include limiting margin accounts, investing only in liquid markets and permitting the use of stop-loss orders. The Commodity Sub-advisor implements procedures which include, but are not limited to:

 

•

Employing the options strategy to reduce directional risk (although there is no guarantee that the Fund’s options strategy will be successful);

 

•

Executing and clearing trades only with creditworthy counterparties;

 

•

Limiting the amount of margin or premium required for any one commodity contract or all commodities contracts combined; and

 

•

Generally limiting transactions to contracts which are traded in sufficient volume to permit the efficient taking and liquidating of positions.

A commodity broker, when acting as the Fund’s futures commission merchant in accepting orders for the purchase or sale of domestic commodity futures contracts, is required by Commodity Futures Trading Commission (“CFTC”) regulations to separately account for, and segregate as belonging to the Fund, all assets of the Fund relating to domestic futures investments. A commodity broker is not allowed to commingle such assets with other assets of, or held by, the commodity broker. In addition, CFTC regulations also require a commodity broker, when acting as the Fund’s futures commission merchant, to hold in a separate account the assets of the Fund related to foreign commodity futures investments and not commingle such assets with other assets of, or held by, the commodity broker.

If the Fund purchases over-the-counter (“OTC”) commodity put options, the Fund will be exposed to credit risk that the counterparty to the contract will not meet its obligations. In cases where the Fund purchases OTC commodity put options with a counterparty, the sole recourse of the Fund will be the financial resources of the counterparty to the transaction since there is no clearing house to assume the obligations of the counterparty.

As it relates to the Fund’s assets held as collateral for its investments in commodity futures and forwards contracts, there is credit risk present in the securities used to invest the Fund’s cash. While these consist of eligible cash equivalents and high-quality short-term debt securities, like any investment, these too would be affected by any credit difficulties that might be experienced by their issuers.

Off-Balance Sheet Arrangements

As of March 31, 2012, the Fund has not utilized, nor does it expect to utilize in the future, special purpose entities to facilitate off-balance sheet financing arrangements and has no loan guarantee arrangements or off-balance sheet arrangements of any kind other than agreements entered into in the normal course of business, which may include indemnification provisions related to certain risks service providers undertake in performing services which are in the best interests of the Fund. While the Fund’s exposure under such indemnification provisions cannot be estimated, these general business indemnifications are not expected to have a material impact on the Fund’s financial position.

 

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Contractual Obligations

The Fund’s contractual obligations are with the Manager, the Collateral Sub-advisor, the Commodity Sub-advisor, the custodian, the transfer agent, the commodity broker and, to the extent that the Fund enters into OTC transactions, dealers. Management fee payments made to the Manager are calculated as a fixed percentage of the Fund’s net assets. The custodian fee is calculated based on the Fund’s assets and trading activity. The transfer agent fee is calculated based on the total number of registered accounts. Commission payments to the commodity broker are on a contract-by-contract basis, and payments to forward contract dealers are usually based on a fee or percentage of the notional value of the contract. The Manager cannot anticipate the amount of payments that will be required under these arrangements for future periods, as these payments are based on figures which are not known until a future date. Additionally, these agreements may be terminated by either party for various reasons.

Critical Accounting Policies

The Fund’s critical accounting policies are as follows:

 

•

Preparation of the financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires the application of appropriate accounting rules and guidance, as well as the use of estimates. The Fund’s application of these policies involves judgments and actual results may differ from the estimates used.

 

•

The Fund holds a significant portion of its assets in options and futures contracts, and high quality debt instruments, all of which are recorded on a trade date basis and at fair value, with changes in fair value reported on the Statements of Operations as changes in net unrealized appreciation (depreciation).

 

•

The use of fair value to measure financial instruments, with related unrealized appreciation (depreciation) recognized in earnings in each period, is fundamental to the Fund’s financial statements. The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

•

Generally, commodity futures and forward contracts and options on commodity futures and forward contracts traded on an exchange will be valued at the final settlement price or official closing price as determined by the principal exchange on which the instruments are traded as supplied by independent pricing services. OTC commodity futures and forward contracts and options on commodity futures and forward contracts not traded on an exchange will be valued, in order of hierarchy, by independent pricing services, price quotations obtained from counterparty broker-dealers, or through fair valuation methodologies as determined by the Manager.

 

•

Market quotations for exchange-traded commodity futures and forward contracts and options on commodity futures and forward contracts may not be readily available as a result of significant events, which can include, but are not limited to: trading halts or suspensions, market disruptions, or the absence of market makers willing to make a market in such instruments. In addition, events may occur after the close of the market, but prior to the determination of the Fund’s net asset value, which may affect the values of the Fund’s investments. In such circumstances, the Manager will determine a fair valuation for such investments that in its opinion is reflective of fair market value.

 

•

Realized gains (losses) on investment transactions are determined on a specific identification basis and recognized in the Statements of Operations in the period in which they occur.

 

•

Interest income, which reflects the amortization of premiums and includes accretion of discounts for financial reporting purposes, is recorded on an accrual basis.

 

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

Quantitative Disclosure

The Fund is exposed to commodity price risk through the futures and forward contracts and the options on futures and forward contracts that the Fund invests in as part of its investment strategy. These instruments have been entered into for trading purposes. The following table provides information about the Fund’s futures contracts and options on futures contracts, which are sensitive to changes in commodity prices as of March 31, 2012. The Fund expects to invest only in long futures contracts. Some short futures positions arise in futures contracts traded on the London Metal Exchange (“LME”) solely as the result of closing existing long LME futures positions. For every short LME futures contract held by the Fund, the Fund had previously entered into a long futures contract. As of March 31, 2012, the Fund has not invested in forward contracts.

 

Futures Contracts
Commodity Group		Contract		Contract Position		Contract Expiration		Number of Contracts				Valuation Price				Contract Multiplier				Notional Amount at Value
Energy		Crude Oil
		ICE Brent Crude Oil Futures     Contract		Long		May 2012			57			$	122.8800				1,000			$	7,004,160
		ICE Brent Crude Oil Futures     Contract		Long		July 2012			57				121.3600				1,000				6,917,520
		NYMEX Crude Oil Futures     Contract		Long		May 2012			175				103.0200				1,000				18,028,500
		NYMEX Crude Oil Futures     Contract		Long		July 2012			118				104.0300				1,000				12,275,540
		Heating Oil
		ICE Gas Oil Futures Contract		Long		May 2012			28				1,013.7500				100				2,838,500
		NYMEX Heating Oil Futures     Contract		Long		May 2012			55				3.1701				42,000				7,322,931
		NYMEX Heating Oil Futures     Contract		Long		July 2012			6				3.1891				42,000				803,653
		Natural Gas
		NYMEX Natural Gas Futures     Contract		Long		May 2012			395				2.1260				10,000				8,397,700
		NYMEX Natural Gas Futures     Contract		Long		July 2012			74				2.3890				10,000				1,767,860
		Unleaded Gas
		NYMEX Gasoline RBOB     Futures Contract		Long		May 2012			49				3.3081				42,000				6,808,070
		NYMEX Gasoline RBOB     Futures Contract		Long		July 2012			9				3.1947				42,000				1,207,597
Industrial Metals		Aluminum
		LME Primary Aluminum     Futures Contract		Long		April 2012			102				2,094.2500				25				5,340,337
		LME Primary Aluminum     Futures Contract		Long		May 2012			102				2,107.5000				25				5,374,125
		LME Primary Aluminum     Futures Contract		Short		May 2012			(3	)			2,107.5000				25				(158,063	)
		Copper
		CEC Copper Futures Contract		Long		July 2012			90				3.8335				25,000				8,625,375
		CEC Copper Futures Contract		Long		September 2012			24				3.8425				25,000				2,305,500
		LME Copper Futures Contract		Long		April 2012			52				8,469.0000				25				11,009,700
		Nickel
		LME Nickel Futures Contract		Long		April 2012			16				17,765.0000				6				1,705,440
		LME Nickel Futures Contract		Long		May 2012			16				17,791.0000				6				1,707,936
		Zinc
		LME Zinc Futures Contract		Long		April 2012			30				1,994.2500				25				1,495,688
		LME Zinc Futures Contract		Long		May 2012			31				1,995.2500				25				1,546,319
		LME Zinc Futures Contract		Short		May 2012			(2	)			1,995.2500				25				(99,763	)
		Lead
		LME Lead Futures Contract		Long		April 2012			36				2,037.0000				25				1,833,300
		LME Lead Futures Contract		Long		May 2012			19				2,039.0000				25				968,525
		LME Lead Futures Contract		Short		April 2012			(18	)			2,037.0000				25				(916,650	)

 

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Futures Contracts (Continued)
Commodity Group		Contract		Contract Position		Contract Expiration		Number of Contracts		Valuation Price				Contract Multiplier				Notional Amount at Value
Agriculturals		Corn
		CBOT Corn Futures Contract		Long		May 2012		157		$	6.4400				5,000			$	5,055,400
		CBOT Corn Futures Contract		Long		July 2012		70			6.4325				5,000				2,251,375
		CBOT Corn Futures Contract		Long		September 2012		85			5.6325				5,000				2,393,812
		Soybean
		CBOT Soybean Futures Contract		Long		May 2012		88			14.0300				5,000				6,173,200
		CBOT Soybean Futures Contract		Long		July 2012		55			14.0825				5,000				3,872,688
		CBOT Soybean Futures Contract		Long		November 2012		24			13.5800				5,000				1,629,600
		Wheat
		CBOT Wheat Futures Contract		Long		May 2012		69			6.6075				5,000				2,279,588
		CBOT Wheat Futures Contract		Long		July 2012		52			6.7400				5,000				1,752,400
		KCBT Wheat Futures Contract		Long		May 2012		98			6.9750				5,000				3,417,750
		KCBT Wheat Futures Contract		Long		July 2012		15			7.0700				5,000				530,250
		Soybean Meal
		CBOT Soybean Meal Futures     Contract		Long		May 2012		76			388.7000				100				2,954,120
		CBOT Soybean Meal Futures     Contract		Long		July 2012		20			389.7000				100				779,400
		Soybean Oil
		CBOT Soybean Oil Futures     Contract		Long		May 2012		48			0.5510				60,000				1,586,880
		CBOT Soybean Oil Futures     Contract		Long		July 2012		47			0.5551				60,000				1,565,382
Precious Metals		Gold
		CEC Gold Futures Contract		Long		June 2012		134			1,671.9000				100				22,403,460
		Silver
		CEC Silver Futures Contract		Long		May 2012		48			32.4840				5,000				7,796,160
		Platinum
		NYMEX Platinum Futures     Contract		Long		July 2012		21			1,644.1000				50				1,726,305
		Palladium
		NYMEX Palladium Futures     Contract		Long		June 2012		14			654.1000				100				915,740
Foods and Fibers		Cotton
		ICE Cotton Futures Contract		Long		May 2012		67			0.9352				50,000				3,132,920
		ICE Cotton Futures Contract		Long		July 2012		33			0.9392				50,000				1,549,680
		ICE Cotton Futures Contract		Long		December 2012		7			0.9100				50,000				318,500
		Sugar
		ICE Sugar Futures Contract		Long		May 2012		180			0.2471				112,000				4,981,536
		ICE Sugar Futures Contract		Long		July 2012		121			0.2382				112,000				3,228,086
		Coffee
		ICE Coffee C Futures Contract		Long		May 2012		50			1.8245				37,500				3,420,938
		ICE Coffee C Futures Contract		Long		July 2012		5			1.8500				37,500				346,875
		LIFFE Coffee Robusta Futures     Contract		Long		May 2012		65			2,026.0000				10				1,316,900
		Cocoa
		ICE Cocoa Futures Contract		Long		May 2012		59			2,219.0000				10				1,309,210
Livestock		Live Cattle
		CME Live Cattle Futures     Contract		Long		June 2012		180			1.1615				40,000				8,362,800
		Lean Hogs
		CME Lean Hog Futures     Contract		Long		April 2012		60			0.8343				40,000				2,002,200
		CME Lean Hog Futures     Contract		Long		June 2012		58			0.9040				40,000				2,097,280
		Feeder Cattle
		CME Feeder Cattle Futures     Contract		Long		May 2012		26			1.4913				50,000				1,938,625

 

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Commodity Call Options Written

 

Commodity Group		Contract		Contract Expiration		Number of Contracts				Strike Price				Value
Energy		Crude Oil
		ICE Brent Crude Oil Futures Options		May 2012			(57	)		$	137.5			$	(4,560	)
		NYMEX Crude Oil Futures Options		April 2012			(146	)			115.5				(16,060	)
		Heating Oil
		NYMEX Heating Oil Futures Options		April 2012			(41	)			3.6				(6,199	)
		Natural Gas
		NYMEX Natural Gas Futures Options		April 2012			(227	)			2,700.0				(11,350	)
		NYMEX Natural Gas Futures Options		April 2012			(7	)			2,400.0				(1,820	)
		Unleaded Gas
		NYMEX Gasoline RBOB Futures Options		April 2012			(29	)			37,500.0				(7,430	)
Industrial Metals		Aluminum
		LME Primary Aluminum Futures Options		April 2012			(101	)			2,375.0				—
		Copper
		LME Copper Futures Options		April 2012			(52	)			9,150.0				(182	)
		Nickel
		LME Nickel Futures Options		April 2012			(16	)			21,100.0				—
		Zinc
		LME Zinc Futures Options		April 2012			(30	)			2,200.0				(23	)
		Lead
		LME Lead Futures Options		April 2012			(18	)			2,300.0				(5	)
Agriculturals		Corn
		CBOT Corn Futures Options		April 2012			(156	)			710.0				(22,425	)
		Soybean
		CBOT Soybean Futures Options		April 2012			(83	)			1,480.0				(14,525	)
		Wheat
		CBOT Wheat Futures Options		April 2012			(60	)			720.0				(17,625	)
		KCBT Wheat Futures Options		April 2012			(57	)			760.0				(10,687	)
		Soybean Meal
		CBOT Soybean Meal Futures Options		April 2012			(48	)			380.0				(61,440	)
		Soybean Oil
		CBOT Soybean Oil Futures Options		April 2012			(48	)			580.0				(5,183	)
Precious Metals		Gold
		CEC Gold Futures Options		May 2012			(67	)			1,960.0				(9,380	)
		Silver
		CEC Silver Futures Options		April 2012			(24	)			4,175.0				(1,800	)
Foods and Fibers		Cotton
		ICE Cotton Futures Options		April 2012			(53	)			1,010.0				(3,710	)
		Sugar
		ICE Sugar Futures Options		April 2012			(150	)			270.0				(11,760	)
		Coffee
		ICE Coffee C Futures Options		April 2012			(36	)			240.0				(270	)
		Cocoa
		ICE Cocoa Futures Options		April 2012			(29	)			2,650.0				(290	)
Livestock		Live Cattle
		CME Live Cattle Futures Options		June 2012			(111	)			130.0				(5,550	)
		Lean Hogs
		CME Lean Hogs Futures Options		April 2012			(59	)			95.0				(307	)

CBOT		Chicago Board of Trade
CEC		Commodities Exchange Center
CME		Chicago Mercantile Exchange
ICE		Intercontinental Exchange
KCBT		Kansas City Board of Trade
LIFFE		London International Financial Futures Exchange
LME		London Metal Exchange
NYMEX		New York Mercantile Exchange
RBOB		Reformulated Gasoline Blendstock for Oxygen Blending

 

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The Fund also invests the assets held as collateral for its investments in commodity futures and forward contracts in cash equivalents and short-term, high-quality debt securities, which exposes the Fund to interest rate risk. These instruments are deemed to be entered into for non-trading purposes, with an emphasis on current income, liquidity and preservation of capital. As of March 31, 2012, the Fund held agency notes, agency discount notes, and U.S. Treasury bills and notes worth $189,094,098 with a total par value of $188,860,000, and repurchase agreements worth $1,089,253.

Qualitative Disclosure

The Fund’s primary trading risk exposure is commodity price risk, which affects the futures contracts and options on futures contracts in which the Fund invests. There are numerous uncertainties, contingencies and risks associated with these investments (as discussed in Item 1A. Risk Factors of the December 31, 2011 Form 10-K filed with the SEC). These include, but are not limited to, government interventions, defaults and expropriations, adverse weather conditions, commodity supply factors, illiquid markets, the emergence of dominant fundamental factors, political upheavals, changes in historical price relationships, an influx of new market participants, and increased regulation. Investors may lose all or substantially all of their investment in the Fund.

To help manage the commodity price risk mentioned above, the Fund uses its options strategy in an attempt to enhance the Fund’s risk-adjusted total returns. In up markets, the portion of the Fund on which call options have been sold will forego potential appreciation in the value of the underlying contracts to the extent the price of those contracts exceeds the exercise price of options written plus the premium collected by writing the call options. In flat or sideways markets, the portion of the Fund on which call options have been sold will generate current gains from the premium collected by writing the call options. In down markets, the Fund will experience declines in value of the underlying contracts to the extent that the amount of the decline in the value of the underlying contracts exceeds the option premium collected by writing the call options. There can be no assurance that the Fund’s options strategy will be successful. The Fund’s risk-adjusted returns over any particular period may be positive or negative. The Fund invests in a diversified portfolio of commodity futures and forward contracts to obtain broad exposure to all principal groups in the global commodity markets, thereby limiting its exposure to the commodity price risk of any one futures contract or any specific commodity group.

The Fund’s primary non-trading risk exposure is interest rate risk as it relates to its collateral investments in short-term, high-quality debt securities which is mitigated due to the short-term nature of these debt securities, as well as by ensuring that the collateral investments are rated at the highest rating applicable for the type of investment as determined by at least one nationally recognized statistical rating organization or, if unrated, judged by the Collateral Sub-advisor to be of comparable quality.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of the principal executive officer and principal financial officer of the Manager of the Fund, the Manager has evaluated the effectiveness of the Fund’s disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934. Based upon that evaluation, the principal executive officer and principal financial officer concluded that the Fund’s disclosure controls and procedures were effective as of the end of the period covered by this Report.

Changes in Internal Control Over Financial Reporting

There were no changes in the Fund’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act of 1934) that occurred during the reporting period covered by this Report that have materially affected, or are reasonably likely to materially affect, the Fund’s internal control over financial reporting.

 

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 1A. Risk Factors

There have been no changes to the Risk Factors since last reported on Part 1, Item 1A of the Fund’s Annual Report on Form 10-K filed with the SEC.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

a) None.

b) The Fund did not issue new shares within the three month period ended on March 31, 2012.

c) On December 21, 2011 the Fund announced the adoption of an open-market share repurchase program whereby the Fund is authorized to repurchase an aggregate of up to 10% of its outstanding common shares (approximately 920,000 shares) in open-market transactions. Share repurchases during the fiscal year to date period ended March 31, 2012 were as set forth in the following table:

 

Period		Total Number of Shares Repurchased				Weighted Average Price per Share				Maximum Number of Shares that May Yet Be Repurchased
1/1/12 to 1/31/12			9,800			$	20.77				Approximately 872,200
2/1/12 to 2/29/12			—			$	—				Approximately 872,200
3/1/12 to 3/31/12			—			$	—				Approximately 872,200

A total of 47,800 shares have been repurchased through the repurchase program described above. No shares have been repurchased outside of the program described.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

 

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Item 6. Exhibits

4.1 Second Amended and Restated Trust Agreement of the Fund.¹

31.1 Certification of Principal Executive Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2 Certification of Principal Financial Officer Pursuant to Rule 13a-14(a) or Rule 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1 Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2 Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS XBRL Instance Document.

101.SCH XBRL Taxonomy Extension Schema Document.

101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.

101.LAB XBRL Taxonomy Extension Label Linkbase Document.

101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.

 

1	Filed on March 30, 2012 as an exhibit to Registrant’s Form 8-K dated March 30, 2012 and incorporated by reference herein.

 

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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, in the City of Chicago, State of Illinois, on May 7, 2012.

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

Nuveen Commodities Asset Management, LLC

Manager of Registrant

 

/s/  William Adams IV
President (Principal Executive Officer) May 7, 2012
/s/ Stephen D. Foy
Chief Financial Officer (Principal Financial and Accounting Officer) May 7, 2012

 

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