UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ____)*
Cogdell Spencer Inc.
(Name of Issuer)
Common Stock
(Title and Class of Securities)
19238U107
(CUSIP Number)
December 31, 2006
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 (the "Act") or otherwise subject to the liabilities of that section of the
Act, but shall be subject to all other provisions of the Act (however, see the
Notes.)
CUSIP No. 19238U107
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1. Name of Reporting Person: Nuveen Asset Management
I.R.S. Identification No. of Above Person:
31-0942504
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2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
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3. SEC Use Only
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4. Citizenship or Place of Organization:
Delaware
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5. Sole Voting Power:
0
-----------------------------------------------------------------
Number 6. Shared Voting Power:
of Shares
Beneficially 571,900
Owned by -----------------------------------------------------------------
Reporting 7. Sole Dispositive Power:
Person
With: 0
-----------------------------------------------------------------
8. Shared Dispositive Power:
571,900
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9. Aggregate Amount Beneficially Owned by Reporting Person:
571,900
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10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
11. Percent of Class Represented by Amount in Row (9):
7.2%
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12. Type of Reporting Person:
IA
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CUSIP No. 760737106
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1. Name of Reporting Person: Nuveen Real Estate Income Fund
I.R.S. Identification No. of Above Person:
36-4472501
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2. Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
--------------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------------
4. Citizenship or Place of Organization:
Massachusetts
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5. Sole Voting Power:
0
-----------------------------------------------------------------
Number 6. Shared Voting Power:
of Shares
Beneficially 493,400
Owned by -----------------------------------------------------------------
Reporting 7. Sole Dispositive Power:
Person
With: 0
-----------------------------------------------------------------
8. Shared Dispositive Power:
493,400
--------------------------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Reporting Person:
493,400
--------------------------------------------------------------------------------
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
[ ]
--------------------------------------------------------------------------------
11. Percent of Class Represented by Amount in Row (9):
6.2%
--------------------------------------------------------------------------------
12. Type of Reporting Person:
IV
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ITEM 1.
(a) Name of Issuer: Cogdell Spencer Inc.
(b) Address of Issuer's Principal Executive Offices: 4401 Barclay Downs
Drive, Suite 300, Charlotte, NC 28209
ITEM 2.
(a) Name of Persons Filing:
(1) Nuveen Asset Management
(2) Nuveen Real Estate Income Fund
(b) Address of Principal Business Office or, if None, Residence:
(1) 333 West Wacker Drive, Chicago, IL 60606
(2) 333 West Wacker Drive, Chicago, IL 60606
(c) Citizenship:
(1) Delaware
(2) Massachusetts
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 19238U107
ITEM 3. This statement is being filed pursuant to Section 240.13d-1(b) by Nuveen
Asset Management, an investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E), on behalf of itself and Nuveen Real Estate Income Fund,
an investment company registered under Section 8 of the Investment Company Act
of 1940 (15 U.S.C. 80a-8).
ITEM 4. OWNERSHIP. The securities that are the subject of this report are owned
by and held for the investment advisory clients of Nuveen Asset Management,
including Nuveen Real Estate Income Fund (the "Fund"), and are managed on behalf
of Nuveen Asset Management by an unaffiliated third-party subadviser, Security
Capital Research & Management Incorporated. The Fund is the owner of record of
493,400 shares of the reported securities, representing approximately 6.2% of
the class of securities outstanding, and has the right to receive and the power
to direct the receipt of dividends from, and the proceeds from the sale of, such
securities.
In accordance with Securities and Exchange Commission Release No. 34-39538
(January 12, 1998), this filing includes the securities which may be deemed
beneficially owned by Nuveen Asset Management, a wholly-owned subsidiary of
Nuveen Investments, Inc. (the "Parent"). Nuveen Asset Management exercises
voting and investment powers independently of the Parent and each of the
Parent's other subsidiaries. Nuveen Asset Management disclaims beneficial
ownership of securities managed on its behalf by third parties, including the
securities that are the subject of this report.
(a) Amount beneficially owned: See the responses to Item 9 on the attached
cover pages.
(b) Percent of Class: See the responses to Item 11 on the attached cover
pages.
(c) Number of shares as to which each reporting person has:
(i) Sole power to vote or to direct the vote: See the responses to
Item 5 on the attached cover pages.
(ii) Shared power to vote or to direct the vote: See the responses to
Item 6 on the attached cover pages.
(iii) Sole power to dispose or to direct the disposition of: See the
responses to Item 7 on the attached cover pages.
(iv) Shared power to dispose or to direct the disposition of: See the
responses to Item 8 on the attached cover pages.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
The securities that are the subject of this report are managed on behalf of
Nuveen Asset Management and its clients, including the Fund, by an
unaffiliated third-party subadviser, Security Capital Research & Management
Incorporated.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: February 12, 2007
NUVEEN ASSET MANAGEMENT
By: /s/ Jessica R. Droeger
---------------------------------
Names: Jessica R. Droeger
Title: Vice President
NUVEEN REAL ESTATE INCOME FUND
By: /s/ Gifford R. Zimmerman
---------------------------------
Name: Gifford R. Zimmerman
Title: Chief Administrative Officer