Wells Fargo Bank N A Form 4 NUVEEN AMT-FREE MUNICIPAL INCOME FUND / FARGO BANK N A WELLS ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WELLS FARGO BANK N A

(Last) (First) (Middle)

101 NORTH PHILLIPS STREET

(Street)

SIOUX FALLS SD 57104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NUVEEN AMT-FREE MUNICIPAL INCOME FUND [ NEA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Variable Rate MuniFund Term Preferred Shares	06/01/2016		J(1)(2)		1,510	D	(1)	0	I	By Subsidiary(2)(3)
Variable Rate MuniFund Term Preferred Shares	06/01/2016		J(1)(2)		2,380	A	(1)	2,380	I	By Subsidiary(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

WELLS FARGO BANK N A

(Last) (First) (Middle)

101 NORTH PHILLIPS STREET

(Street)

SIOUX FALLS SD 57104

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Wells Fargo Municipal Capital Strategies, LLC

(Last) (First) (Middle)

375 PARK AVENUE

(Street)

NEW YORK NY 10152

(City) (State) (Zip)

Explanation of Responses:

1. The disposition of shares occurred pursuant to an Exchange and Purchase Agreement among the Issuer and Wells Fargo Municipal Capital Strategies, LLC ("Capital Strategies") pursuant to which Capital Strategies exchanged 1,510 existing Variable Rate MuniFund Term Preferred Shares of NEA for an equal number of newly issued Variable Rate MuniFund Term Preferred Shares, Series 2019, of NEA, and purchased 870 newly issued Variable Rate MuniFund Term Preferred Shares, Series 2019, of NEA, for a purchase price of $100,000 per share.

2. This statement is jointly filed by Wells Fargo Bank, N.A. and Capital Strategies. Wells Fargo Bank, N.A. holds an indirect interest in the securities listed in Table I (the "Securities") by virtue of its indirect ownership of its subsidiary Capital Strategies.

3. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) of the US Securities Exchange Act of 1934 or any other purpose, (i) acting (or has agreed or is agreeing to act together with any other person) as a partnership, limited partnership, syndicate or other group for the purpose of acquiring, holding or disposing of securities of the Issuer or otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any group with respect to the Issuer or any securities of the Issuer.

Remarks:

Exhibits Index Exhibit 99.1 - Joint Filing Agreement Exhibit 99.2 - Joint Filer Information

	WELLS FARGO BANK, N.A., /s/ Michael J. Choquette	06/03/2016
	WELLS FARGO MUNICIPAL CAPITAL STRATEGIES, LLC, /s/ Daniel E. George	06/03/2016
	** Signature of Reporting Person	Date
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