1
 
                                  SCHEDULE 14A
                                 (RULE 14A-101)
                    INFORMATION REQUIRED IN PROXY STATEMENT
                            SCHEDULE 14A INFORMATION
          PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
                     EXCHANGE ACT OF 1934 (AMENDMENT NO.  )
 
Filed by the registrant /X/
 
Filed by a party other than the registrant / /
 
Check the appropriate box:
 
/ / Preliminary proxy statement             / / Confidential, for Use of the
                                                Commission Only (as permitted by
                                                Rule 14a-6(e)(2))
 
/X/ Definitive proxy statement
 
/ / Definitive additional materials
 
/ / Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
         NUVEEN INSURED CALIFORNIA PREMIUM INCOME MUNICIPAL FUND, INC.
- --------------------------------------------------------------------------------
                (Name of Registrant as Specified in Its Charter)
 
- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
Payment of filing fee (Check the appropriate box):
 
/X/ $125 per Exchange Act Rule 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(i)(2) or
Item 22(a)(2) of Schedule 14A.
 
/ / $500 per each party to the controversy pursuant to Exchange Act Rule
14a-6(i)(3).
 
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
 
(1) Title of each class of securities to which transaction applies:
 
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(2) Aggregate number of securities to which transaction applies:
 
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(3) Per unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is
calculated and state how it was determined):
 
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(4) Proposed maximum aggregate value of transaction:
 
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(5) Total fee paid:
 
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/ / Fee paid previously with preliminary materials.
 
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/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number, or
the form or schedule and the date of its filing.
 
(1) Amount previously paid:
 
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(2) Form, schedule or registration statement no.:
 
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(3) Filing party:
 
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(4) Date filed:
 
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   2
 

                                                      
NOTICE OF ANNUAL MEETINGS                                333 West Wacker Drive
OF SHAREHOLDERS -                                        Chicago, Illinois
NOVEMBER 21, 1996                                        60606
                                                         800-257-8787

 
NUVEEN INSURED CALIFORNIA PREMIUM INCOME MUNICIPAL FUND, INC.
NUVEEN INSURED CALIFORNIA PREMIUM INCOME MUNICIPAL FUND 2, INC.
NUVEEN CALIFORNIA PREMIUM INCOME MUNICIPAL FUND
 
September 30, 1996
 
TO THE SHAREHOLDERS OF THE ABOVE FUNDS:
 
Notice is hereby given that the Annual Meeting of Shareholders of each of Nuveen
Insured California Premium Income Municipal Fund, Inc. and Nuveen Insured
California Premium Income Municipal Fund 2, Inc., each a Minnesota corporation,
and Nuveen California Premium Income Municipal Fund, a Massachusetts business
trust (individually, a "Fund" and, collectively, the "Funds"), will be held in
the 31st floor conference room of John Nuveen & Co. Incorporated, 333 West
Wacker Drive, Chicago, Illinois, on Thursday, November 21, 1996, at 10:00 a.m.,
Chicago time, for the following purposes:
 
MATTERS TO BE VOTED ON BY ALL SHAREHOLDERS OF EACH FUND:
 
    1. To elect four (4) Board Members to serve until the next Annual Meeting
and until their successors shall have been duly elected and qualified.
 
    2. To ratify the selection of Ernst & Young LLP as independent auditors for
the fiscal year ending August 31, 1997.
 
    3. To transact such other business as may properly come before the Annual
Meeting.
 
MATTER TO BE VOTED ON BY EACH FUND'S HOLDERS OF SHARES OF MUNICIPAL AUCTION RATE
CUMULATIVE PREFERRED ONLY:
 
To elect two (2) Board Members to serve until the next Annual Meeting and until
their successors shall have been duly elected and qualified.
 
Shareholders of record of each Fund at the close of business on September 23,
1996 are entitled to notice of and to vote at that Fund's Annual Meeting.
 
IN ORDER TO AVOID DELAY AND ADDITIONAL EXPENSE FOR YOUR FUND, AND TO ASSURE THAT
YOUR SHARES ARE REPRESENTED, IF YOU DO NOT EXPECT TO BE PRESENT IN PERSON AT
YOUR ANNUAL MEETING, YOU ARE REQUESTED TO FILL IN, SIGN AND MAIL THE ENCLOSED
PROXY AS PROMPTLY AS POSSIBLE. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED
STATES.
 
James J. Wesolowski
Secretary
   3
 

                                                     
JOINT PROXY STATEMENT                                   333 West Wacker Drive
SEPTEMBER 30, 1996                                      Chicago, Illinois
                                                        60606
                                                        800-257-8787

 
NUVEEN INSURED CALIFORNIA PREMIUM INCOME MUNICIPAL FUND, INC.
NUVEEN INSURED CALIFORNIA PREMIUM INCOME MUNICIPAL FUND 2, INC.
NUVEEN CALIFORNIA PREMIUM INCOME MUNICIPAL FUND
 
GENERAL INFORMATION
 
This Joint Proxy Statement is furnished in connection with the solicitation by
the Board of Directors or Board of Trustees, as the case may be, (each a "Board"
and each director or trustee a "Board Member") of each of Nuveen Insured
California Premium Income Municipal Fund, Inc. ("Insured Premium"), Nuveen
Insured California Premium Income Municipal Fund 2, Inc. ("Insured Premium 2")
and Nuveen California Premium Income Municipal Fund ("Premium Income")
(individually, a "Fund" and, collectively, the "Funds"), of proxies to be voted
at the Annual Meeting of Shareholders of each Fund to be held on November 21,
1996 (for each Fund, an "Annual Meeting" and, collectively, the "Annual
Meetings"), and at any and all adjournments thereof.
 
On the matters coming before each Fund's Annual Meeting as to which a choice has
been specified by the shareholders of that Fund on the proxy, the shares of that
Fund will be voted accordingly. If no choice is so specified, the shares of each
Fund will be voted FOR the election of the four Board nominees to be elected by
all shareholders and the two Board nominees to be elected by holders of shares
of Municipal Auction Rate Cumulative Preferred ("MuniPreferred(R)"), as listed
in this Joint Proxy Statement, and FOR ratification of the selection of Ernst &
Young LLP as each Fund's independent auditors. Shareholders of any Fund who
execute proxies may revoke them at any time before they are voted by filing with
that Fund a written notice of revocation, by delivering a duly executed proxy
bearing a later date, or by attending that Annual Meeting and voting in person.
 
The Board of each Fund has determined that the use of this Joint Proxy Statement
for each Fund's Annual Meeting is in the best interest of each Fund and its
shareholders in light of the similar matters being considered and voted on by
the shareholders. Shareholders of each Fund will vote separately on each
proposal relating to their Fund, and a vote on a proposal by the shareholders of
one Fund will not affect the vote on the proposal by the shareholders of another
Fund.
 
The following table indicates which shareholders are solicited with respect to
each matter:
 


- ------------------------------------------------------------------------------
                     MATTER                     COMMON SHARES  MUNIPREFERRED
- ------------------------------------------------------------------------------
                                                        
 Election of Board Members by all Shareholders X              X
 (Lawrence Brown, Anthony Dean, Anne
 Impellizzeri and
 Peter Sawers nominated)
- ------------------------------------------------------------------------------
 Election of Board Members by MuniPreferred                   X
 only (Margaret Rosenheim and Timothy
 Schwertfeger nominated)
- ------------------------------------------------------------------------------
 Ratify Selection of Auditors                  X              X
- ------------------------------------------------------------------------------

 
 1
   4
 
A quorum of shareholders is required to take action at each Fund's Annual
Meeting. A majority of the shares entitled to vote at each Annual Meeting,
represented in person or by proxy, will constitute a quorum of shareholders at
that Annual Meeting, except that for the election of the two Board Member
nominees to be elected by holders of MuniPreferred, 33 1/3% of the MuniPreferred
shares entitled to vote and represented in person or by proxy will constitute a
quorum. Votes cast by proxy or in person at each Annual Meeting will be
tabulated by the inspector of election appointed for that Annual Meeting. The
inspector of election will determine whether or not a quorum is present at the
Annual Meeting. The inspector of election will treat abstentions and "broker
non-votes" (i.e., shares held by brokers or nominees, typically in "street
name," as to which (i) instructions have not been received from the beneficial
owners or persons entitled to vote and (ii) the broker or nominee does not have
discretionary voting power on a particular matter) as present for purposes of
determining a quorum.
 
For purposes of determining the approval of the matters submitted for a vote of
the shareholders of Insured Premium and Insured Premium 2, abstentions and
broker non-votes will have the same effect as shares voted against the election
of Board Members and against ratification of the selection of independent
auditors. For purposes of determining the approval of the matters submitted for
a vote of the shareholders of Premium Income, abstentions and broker non-votes
will have no effect on the election of Board Members and will have the same
effect as shares voted against ratification of the selection of independent
auditors. The details of each proposal to be voted on by the shareholders of
each Fund and the vote required for approval of each proposal are set forth
under the description of each proposal below.
 
As of September 23, 1996, there were issued and outstanding: 6,405,350 Common
Shares and 1,800 shares of MuniPreferred, Series T of Insured Premium;
12,577,707 Common Shares and 1,900 shares of each series of MuniPreferred,
Series T and TH of Insured Premium 2; and 5,735,977 Common Shares and 1,720
shares of MuniPreferred, Series M of Premium Income. Those persons who were
shareholders of record at the close of business on September 23, 1996 will be
entitled to one vote for each share held.
 
This Joint Proxy Statement is first being mailed to shareholders of the Funds on
or about September 30, 1996.
 
1. ELECTION OF BOARD MEMBERS OF EACH FUND
 
At each Fund's Annual Meeting, six (6) Board Members are to be elected to serve
until the next Annual Meeting and until their successors shall have been duly
elected and qualified. Under the terms of each Fund's organizational documents,
under normal circumstances holders of MuniPreferred are entitled to elect two
(2) Board Members, and the remaining Board Members are to be elected by holders
of common shares and MuniPreferred, voting together as a single class. The
members of the Board and the nominees for election to the Board are the same for
each Fund. Table I below shows the nominated Board Members of each Fund to be
elected by holders of common shares and MuniPreferred, voting together as a
single class. Table II below shows the nominated Board Members of each Fund to
be elected by holders of MuniPreferred only. The affirmative vote of a majority
of the shares present and entitled to vote at the Annual Meeting of Insured
Premium and Insured Premium 2 will be required to elect the Board Members of
that Fund. For Premium Income,
 
 2
   5
 
the affirmative vote of a plurality of the shares present and entitled to vote
at that Fund's Annual Meeting will be required to elect the Board Members of
that Fund.
 
It is the intention of the persons named in the enclosed proxy to vote the
shares represented thereby for the election of the nominees listed below unless
the proxy is marked otherwise. Each of the nominees has agreed to serve as a
Board Member of each Fund if elected; however, should any nominee become unable
or unwilling to accept nomination or election, the proxies for each Fund will be
voted for one or more substitute nominees designated by that Fund's present
Board.
 
Tables I and II below show each nominee's age, principal occupations and other
business affiliations, the year in which each nominee was first elected or
appointed a Board Member of each Fund and the number of common shares of the
Funds and of all Nuveen funds managed by Nuveen Advisory Corp. (excluding money
market funds) that each nominee beneficially owned as of August 31, 1996. All of
the nominees except Anthony Dean were last elected to each Board at the 1995
annual meeting of shareholders. Mr. Dean will be standing for election by the
Fund's shareholders for the first time at the Annual Meeting of Shareholders.
Mr. Dean was appointed to the Board to fill a vacancy that occurred upon the
retirement of Richard J. Franke from John Nuveen & Co. Incorporated and the
Boards of the Funds on June 30, 1996. Mr. Franke's contributions to the Funds
are greatly appreciated. There is currently one vacancy on the Board of each
Fund. The Funds' nominating committees are considering candidates for the
vacancy.
 
EACH FUND'S BOARD UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE FOR THE ELECTION
OF THE NOMINEES NAMED BELOW.
 
TABLE I
NOMINEES FOR EACH FUND TO BE
ELECTED BY ALL SHAREHOLDERS
 


- ---------------------------------------------------------------------------------------
                                                                     FULL COMMON SHARES
                                                                     BENEFICIALLY OWNED
                                                                        AUGUST 31, 1996
                                                                  --------------------
                                                                                    ALL
NAME, AGE AND PRINCIPAL OCCUPATIONS   YEAR FIRST ELECTED OR            THE       NUVEEN
OF NOMINEES AS OF AUGUST 31, 1996(1)  APPOINTED A BOARD MEMBER    FUNDS(2)     FUNDS(3)
- ---------------------------------------------------------------------------------------
                                                                      
Lawrence H. Brown(62)                 1993--All Funds                    0        3,704
Board Member of the Funds; retired
in August 1989 as Senior Vice
President of The Northern Trust
Company.

 
 3
   6
 


- ---------------------------------------------------------------------------------------
                                                                     FULL COMMON SHARES
                                                                     BENEFICIALLY OWNED
                                                                        AUGUST 31, 1996
                                                                  ---------------------
                                                                                    ALL
NAME, AGE AND PRINCIPAL OCCUPATIONS   YEAR FIRST ELECTED OR            THE       NUVEEN
OF NOMINEES AS OF AUGUST 31, 1996(1)  APPOINTED A BOARD MEMBER    FUNDS(2)     FUNDS(3)
- ---------------------------------------------------------------------------------------
                                                                      
*Anthony T. Dean(51)                  1996--All Funds                    0        6,845
Board Member and President of the
Funds (since July 1996); Director
and (since July 1996) President of
The John Nuveen Company, John
Nuveen & Co. Incorporated, Nuveen
Advisory Corp. and Nuveen
Institutional Advisory Corp.; prior
thereto, Executive Vice President
of The John Nuveen Company, John
Nuveen & Co. Incorporated, Nuveen
Advisory Corp. and Nuveen
Institutional Advisory Corp.

Anne E. Impellizzeri(63)              1994--All Funds                    0        2,000
Board Member of the Funds;
President and Chief Executive
Officer of Blanton-Peale Institute
(since December 1990); prior
thereto, Vice President of New York
City Partnership (from 1987 to
1990) and Vice President of
Metropolitan Life Insurance Company
(from 1980 to 1988).

Peter R. Sawers(63)                   1992--Insured Premium              0        8,433
Board Member of the Funds; Adjunct    1993--Insured Premium
Professor of Business and                   2, Premium Income
Economics, University of Dubuque,
Iowa; Adjunct Professor, Lake
Forest Graduate School of
Management, Lake Forest, Illinois
(since January 1992); prior
thereto, Executive Director, Towers
Perrin Australia (management
consultant); Chartered Financial
Analyst; Certified Management
Consultant.
- ---------------------------------------------------------------------------------------

 
 4
   7
 
TABLE II
NOMINEES FOR EACH FUND TO BE ELECTED BY HOLDERS OF
MUNIPREFERRED
 


- ---------------------------------------------------------------------------------------
                                                                     FULL COMMON SHARES
                                                                     BENEFICIALLY OWNED
                                                                        AUGUST 31, 1996
                                                                  ---------------------
                                                                                    ALL
NAME, AGE AND PRINCIPAL OCCUPATIONS   YEAR FIRST ELECTED OR            THE       NUVEEN
OF NOMINEES AS OF AUGUST 31, 1996(1)  APPOINTED A BOARD MEMBER    FUNDS(2)     FUNDS(3)
- ---------------------------------------------------------------------------------------
                                                                      
Margaret K. Rosenheim(69)             1992--Insured Premium              0        5,432
Board Member of the Funds; Helen      1993--Insured Premium
Ross Professor of Social Welfare            2, Premium Income
Policy, School of Social Service
Administration, University of
Chicago.

*Timothy R. Schwertfeger(47)          1994--All Funds                    0       96,576
Chairman (since July 1996), and
Board Member of the Funds (since
July 1994); Chairman (since July
1996) and Director of The John
Nuveen Company, John Nuveen & Co.
Incorporated, Nuveen Advisory Corp.
and Nuveen Institutional Advisory
Corp.; prior thereto, Executive
Vice President of The John Nuveen
Company, John Nuveen & Co.
Incorporated, Nuveen Advisory Corp.
and Nuveen Institutional Advisory
Corp.
- ---------------------------------------------------------------------------------------

 
(*) "Interested person" as defined in the Investment Company Act of 1940, as
amended, by reason of being an officer or director of the Funds' investment
adviser, Nuveen Advisory Corp.
 
(1) The Board Members are directors or trustees, as the case may be, of 21
Nuveen open-end funds and 53 Nuveen closed-end funds. In addition, Messrs. Dean
and Schwertfeger are also board members of eight funds managed by Nuveen
Institutional Advisory Corp.
 
(2) No nominee beneficially owned on August 31, 1996, any common shares or
MuniPreferred of the Funds.
 
(3) The number shown reflects the aggregate number of common shares beneficially
owned by the nominee in all of the funds managed by Nuveen Advisory Corp. and
referred to in note (1) above (excluding money market funds).
 
The Board Members affiliated with John Nuveen & Co. Incorporated ("Nuveen") or
Nuveen Advisory Corp. (the "Adviser") serve without any compensation from the
Funds. Board Members who are not affiliated with Nuveen or the Adviser receive a
$45,000 annual retainer for serving as a director or trustee, as the case may
be, of all funds sponsored by Nuveen and managed by the Adviser and a $1,000 fee
per day plus expenses for attendance at all meetings held on a day on which a
regularly scheduled Board meeting is held, a $1,000 fee per day plus expenses
for attendance in person or a $500 fee per day plus expenses for attendance by
telephone at a meeting held on a day on which no regular Board meeting is held,
and a $250 fee per day plus expenses for attendance in person or by telephone at
a meeting of the executive committee. The annual retainer, fees and expenses are
allocated among the funds managed by the Adviser on the basis of relative net
asset sizes. Each Fund has adopted a Directors' Deferred Compensation Plan
pursuant to which a Board Member of that Fund may elect to have all or a portion
of the Board Member's fee deferred. Board Members may defer fees for any
calendar year by the execution of a Participation Agreement
 
 5
   8
 
prior to the beginning of the calendar year during which the Board Member wishes
to begin deferral.
 
The tables below show, for each Board Member who is not affiliated with Nuveen
or the Adviser, the aggregate compensation paid by each Fund for its fiscal year
ended August 31, 1996 and the total compensation that Nuveen funds accrued for
each Board Member during the calendar year 1995, including any interest accrued
for Board Members on deferred compensation. The rate of earnings on deferred
compensation is equivalent to the average net earnings rate, computed on a
quarterly basis, on the shares of such Nuveen fund.
 


- -------------------------------------------------------------------------------------
                                                                           TOTAL
                                                                        COMPENSATION
                            AGGREGATE COMPENSATION FROM THE FUNDS     ON NUVEEN FUNDS
                            --------------------------------------      ACCRUED FOR
                            INSURED        INSURED         PREMIUM         BOARD
  NAME OF BOARD MEMBER      PREMIUM       PREMIUM 2        INCOME        MEMBERS(1)
- --------------------------------------------------------------------------------------
                                                                                 
Lawrence H. Brown              $376             $533          $347              55,500
Anne E. Impellizzeri            376              533           347              63,000
Margaret K. Rosenheim           393              566           362              62,322(2)
Peter R. Sawers                 376              533           347              55,500
- --------------------------------------------------------------------------------------

 
(1) Includes compensation for service on the boards of 21 Nuveen open-end funds
    and 53 Nuveen closed-end funds.
 
(2) Includes $1,572 in interest accrued on deferred compensation from prior
    years.
 
Anthony T. Dean, Margaret K. Rosenheim and Timothy R. Schwertfeger serve as
members of the executive committee of the Board of each Fund. The executive
committee of each Fund, which meets between regular meetings of the Board, is
authorized to exercise all of the powers of the Board. The executive committee
of each Fund held thirteen meetings during the fiscal year ended August 31,
1996.
 
Each Fund's Board has an audit committee composed of Lawrence H. Brown, Anne E.
Impellizzeri, Margaret K. Rosenheim and Peter R. Sawers, Board Members who are
not "interested persons." The audit committee reviews the work and any
recommendations of the Fund's independent auditors. Based on such review, it is
authorized to make recommendations to the Board. The audit committees of the
Funds held two meetings during the fiscal year ended August 31, 1996.
 
Nomination of those Board Members who are not "interested persons" of each Fund
is committed to a nominating committee composed of the Board Members who are not
"interested persons" of that Fund. It identifies and recommends individuals to
be nominated for election as non-interested Board Members. The nominating
committees of the Funds held one meeting during the fiscal year ended August 31,
1996. No policy or procedure has been established as to the recommendation of
Board Member nominees by shareholders.
 
Each Fund's Board held six meetings during the fiscal year ended August 31,
1996. During the last fiscal year, each Board Member attended 75% or more of
each Fund's Board meetings and the committee meetings (if a member thereof).
 
Each Fund has the same executive officers. The following table sets forth
information as of August 31, 1996 with respect to each executive officer of the
Funds, other than executive officers who are Board Members and reflected above.
Officers of the Funds receive no compensation from the Funds. The term of office
of all officers will expire at the first meeting
 
 6
   9
 
of the Board of each Fund following the Annual Meeting of Shareholders, which
Board Meeting is presently scheduled to be held on January 29, 1997, for each
Fund.
 


- -----------------------------------------------------------------------------
                                                 POSITIONS AND OFFICES WITH
     NAME, AGE AND PRINCIPAL OCCUPATIONS                    FUNDS
- -----------------------------------------------------------------------------
                                             
William M. Fitzgerald, 32                       Vice President (since 1996)
Vice President of Nuveen Advisory Corp. (since
December 1995); prior thereto, Assistant Vice
President (from September 1992 to December
1995) and Assistant Portfolio Manager (from
June 1988 to September 1992) of Nuveen
Advisory Corp.; Chartered Financial Analyst.

Kathleen M. Flanagan, 49                        Vice President (since 1994)
Vice President of John Nuveen & Co.
Incorporated and (since 1996) Vice President
of Nuveen Advisory Corp. and Nuveen
Institutional Advisory Corp.

J. Thomas Futrell, 41                           Vice President (since each
Vice President of Nuveen Advisory Corp.;        Fund's organization)
Chartered Financial Analyst.

Steven J. Krupa, 39                             Vice President (since each
Vice President of Nuveen Advisory Corp.         Fund's organization)

Anna R. Kucinskis, 50                           Vice President (since each
Vice President of John Nuveen & Co.             Fund's organization)
Incorporated.

Larry W. Martin, 45                             Vice President (since 1993) &
Vice President (since September 1992),          Assistant Secretary (since
Assistant Secretary and Assistant General       each Fund's organization)
Counsel of John Nuveen & Co. Incorporated;
Vice President (since May 1993) and Assistant
Secretary of Nuveen Advisory Corp.; Vice
President (since May 1993) and Assistant
Secretary (since January 1992) of Nuveen
Institutional Advisory Corp.; Assistant
Secretary (since February 1993) of The John
Nuveen Company; Director of Nuveen, Duff &
Phelps Investment Advisors (since January
1995).

O. Walter Renfftlen, 57                         Vice President & Controller
Vice President and Controller of The John       (since each Fund's
Nuveen Company (since March 1992), John Nuveen  organization)
& Co. Incorporated, Nuveen Advisory Corp. and
Nuveen Institutional Advisory Corp.

Thomas C. Spalding, Jr., 45                     Vice President (since each
Vice President of Nuveen Advisory Corp. and     Fund's organization)
Nuveen Institutional Advisory Corp.; Chartered
Financial Analyst.

H. William Stabenow, 62                         Vice President & Treasurer
Vice President and Treasurer of The John        (since each Fund's
Nuveen Company (since March 1992), John Nuveen  organization)
& Co. Incorporated, Nuveen Advisory Corp. and
Nuveen Institutional Advisory Corp. (since
January 1992).

 
 7
   10
 


- -----------------------------------------------------------------------------
                                                 POSITIONS AND OFFICES WITH
     NAME, AGE AND PRINCIPAL OCCUPATIONS                    FUNDS
- -----------------------------------------------------------------------------
                                             
James J. Wesolowski, 46                         Vice President & Secretary
Vice President, General Counsel and Secretary   (since each Fund's
of The John Nuveen Company (since March 1992),  organization)
John Nuveen & Co. Incorporated, Nuveen
Advisory Corp. and Nuveen Institutional
Advisory Corp.

Gifford R. Zimmerman, 39                        Vice President (since 1993) &
Vice President (since September 1992),          Assistant Secretary (since
Assistant Secretary and Assistant General       each Fund's organization)
Counsel of John Nuveen & Co. Incorporated;
Vice President (since May 1993) and Assistant
Secretary of Nuveen Advisory Corp.; Vice
President (since May 1993) and Assistant
Secretary (since January 1992) of Nuveen
Institutional Advisory Corp.; Assistant
Secretary of The John Nuveen Company (since
May 1994).
- -----------------------------------------------------------------------------

 
On August 31, 1996, Board Members and executive officers of the Funds as a group
beneficially owned 199,161 common shares of all funds managed by the Adviser
(excluding money market funds) and as a group did not beneficially own any
common shares of any Fund. As of August 31, 1996, no person is known to the
Funds to have owned beneficially more than five percent of the common shares or
MuniPreferred of any Fund.
 
2. SELECTION OF INDEPENDENT AUDITORS
 
The members of each Fund's Board who are not "interested persons" of that Fund
have unanimously selected Ernst & Young LLP, independent public accountants, as
independent auditors, to audit the books and records of that Fund for the fiscal
year ending August 31, 1997. Ernst & Young LLP has served each Fund in this
capacity since that Fund was organized and has no direct or indirect financial
interest in that Fund except as independent auditors. The selection of Ernst &
Young LLP as independent auditors of each Fund is being submitted to the
shareholders for ratification, which requires the affirmative vote of a majority
of the shares of each Fund present and entitled to vote on the matter. A
representative of Ernst & Young LLP is expected to be present at the Annual
Meetings and will be available to respond to any appropriate questions raised at
the Annual Meetings and to make a statement if he or she wishes.
 
EACH FUND'S BOARD UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE FOR THE
RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS.
 
SECTION 16 REPORTING COMPLIANCE
 
Section 30(f) of the Investment Company Act of 1940, as amended (the "1940
Act"), and Section 16(a) of the Securities Exchange Act of 1934, as amended,
require each Fund's officers and Board Members, investment adviser, affiliated
persons of the investment adviser and persons who own more than ten percent of a
registered class of the Funds' equity securities to file forms reporting their
affiliation with that Fund and reports of ownership and changes in ownership of
that Fund's shares with the Securities and Exchange Commission (the "SEC") and
the New York Stock Exchange. These persons and entities are required by SEC
regulation to furnish the Funds with copies of all Section 16(a) forms they
file. Based on a review of these forms furnished to each Fund, each Fund
believes that during the fiscal
 
 8
   11
 
year ended August 31, 1996, all Section 16(a) filing requirements applicable to
that Fund's officers and Board Members, investment adviser and affiliated
persons of the investment adviser were complied with.
 
ANNUAL REPORT DELIVERY
 
Annual reports were sent to shareholders of record of each Fund following the
Fund's fiscal year end. EACH FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS
AUGUST 31, 1995 ANNUAL REPORT AND ITS MORE RECENT SEMI-ANNUAL REPORT UPON
REQUEST. SUCH WRITTEN OR ORAL REQUEST SHOULD BE DIRECTED TO SUCH FUND AT 333
WEST WACKER DRIVE, CHICAGO, ILLINOIS 60606 OR BY CALLING 1-800-257-8787. THE
ANNUAL REPORT FOR THE FISCAL YEAR ENDED AUGUST 31, 1996 IS EXPECTED TO BE
AVAILABLE ON OR BEFORE OCTOBER 30, 1996.
 
INFORMATION ABOUT THE FUNDS' INVESTMENT ADVISER
 
The Adviser, located at 333 West Wacker Drive, Chicago, Illinois, serves as
investment adviser and manager for each Fund. The Adviser is a wholly-owned
subsidiary of Nuveen, 333 West Wacker Drive, Chicago, Illinois 60606. Nuveen is
a subsidiary of The John Nuveen Company which in turn is approximately 78% owned
by The St. Paul Companies, Inc. ("St. Paul"). St. Paul is located at 385
Washington Street, St. Paul, Minnesota 55102, and is principally engaged in
providing property-liability insurance through subsidiaries. Nuveen acted as
co-managing underwriter for each Fund in connection with such Fund's public
offering of Common Shares and MuniPreferred.
 
SHAREHOLDER PROPOSALS
 
To be considered for presentation at the Annual Meeting of Shareholders of any
of the Funds to be held in 1997, a shareholder proposal must be received at the
offices of that Fund, 333 West Wacker Drive, Chicago, Illinois 60606, not later
than June 2, 1997.
 
EXPENSES OF PROXY SOLICITATION
 
The cost of preparing, printing and mailing the enclosed proxy, accompanying
notice and proxy statement, and all other costs in connection with the
solicitation of proxies, will be paid by the Funds pro rata based on the number
of shareholder accounts. Additional solicitation may be made by letter,
telephone or telegraph by officers of each Fund, by officers or employees of
John Nuveen & Co. Incorporated or Nuveen Advisory Corp., or by dealers and their
representatives. The Funds have engaged Tritech Services to assist in the
solicitation of proxies at a total estimated cost of $7,500.
 
GENERAL
 
Management does not intend to present and does not have reason to believe that
any other items of business will be presented at any Fund's Annual Meeting.
However, if other matters are properly presented to the Annual Meeting for a
vote, the proxies will be voted upon such matters in accordance with the
judgment of the persons acting under the proxies.
 
A list of shareholders entitled to be present and to vote at each Fund's Annual
Meeting will be available at the offices of the Funds, 333 West Wacker Drive,
Chicago, Illinois, for inspection by any shareholder during regular business
hours for ten days prior to the date of that Annual Meeting.
 
 9
   12
 
Failure of a quorum to be present at any Annual Meeting will necessitate
adjournment and will subject that Fund to additional expense. The persons named
in the enclosed proxy may also move for an adjournment of any Annual Meeting to
permit further solicitation of proxies with respect to any of the proposals if
they determine that adjournment and further solicitation is reasonable and in
the best interests of the shareholders. Under each Fund's By-Laws, an
adjournment of a meeting requires the affirmative vote of a majority of the
shares present in person or represented by proxy at the meeting.
 
IF YOU CANNOT BE PRESENT IN PERSON, YOU ARE REQUESTED TO FILL IN, SIGN AND
RETURN THE ENCLOSED PROXY PROMPTLY. NO POSTAGE IS REQUIRED IF MAILED IN THE
UNITED STATES.
 
James J. Wesolowski
Secretary
 
 10
   13
 
                                                                         NPC1196
   14
NUVEEN INSURED CALIFORNIA PREMIUM INCOME MUNICIPAL FUND, INC.     PROXY BALLOT 

COMMON STOCK
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON NOVEMBER 21, 1996

The undersigned hereby appoints Anthony T. Dean, Timothy R. Schwertfeger and 
James J. Wesolowski, and each of them, with full power of substitution, Proxies 
for the undersigned to represent and vote the common stock of the undersigned 
at the Annual Meeting of Shareholders of Nuveen Insured California Premium 
Income Municipal Fund, Inc. to be held on November 21, 1996, or any 
adjournment or adjournments thereof:

1. Election of Directors:
   NOMINEES:  Lawrence H. Brown, Anthony T. Dean, Anne E. Impellizzeri and 
   Peter R. Sawers.

2. Ratification of the selection of Ernst & Young LLP as independent auditors
   for the fiscal year ending August 31, 1997.

3. In their discretion, the Proxies are authorized to vote upon such other
   business as may properly come before the Annual Meeting.

- -------------------------------------------------------------------------------
You are encouraged to specify your choices by marking the appropriate boxes ON
THE REVERSE SIDE. If you do not mark any boxes, your Proxy will be voted in
accordance with the Board of Directors' recommendations. Please sign, date and
return this Proxy card promptly using the enclosed envelope.
- -------------------------------------------------------------------------------

                               SEE REVERSE SIDE
                                                                       NPC1196

   15


THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR ALL NOMINEES AND THE PROPOSAL:       Please mark your votes as in this example.   /X/
- ----------------------------------------------------------------------------------------------------------------------------------
1.    ELECTION OF DIRECTORS:               / / FOR              / / WITHHOLD authority          / / WITHHOLD authority to vote
      (SEE REVERSE FOR NOMINEES)               all nominees         to vote for all nominees        for nominees indicated below:
                                                                                                     -----------------------------
INSTRUCTIONS:
To grant authority to vote FOR ALL nominees, mark the box on the left above OR do not mark any box above.
To WITHHOLD authority to vote FOR ALL nominees, mark the box in the middle above.
To WITHHOLD authority to vote FOR ANY ONE OR MORE  of the nominees, mark the box on the right above AND write each 
nominee's name in the space provided.
                                                                                                 FOR         AGAINST      ABSTAIN
2. RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE FISCAL     / /         / /          / /
   YEAR ENDING AUGUST 31, 1997.                                                                

3. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY
   PROPERLY COME BEFORE THE ANNUAL MEETING. 
- ----------------------------------------------------------------------------------------------------------------------------------
THE SHARES TO WHICH THIS PROXY RELATES WILL BE VOTED AS SPECIFIED.  IF NO SPECIFICAITON IS MADE, SUCH SHARES WILL BE VOTED FOR THE
ELECTION OF DIRECTORS AND FOR THE PROPOSAL SET FORTH ON THIS PROXY.

Please be sure to sign and date this Proxy.

- --------------------------------
Shareholder sign here       Date
- --------------------------------
Co-owner sign here          Date

NOTE: Please sign exactly as your
name appears on this Proxy. If signing
for estates, trusts or corporations,
title or capacity should be stated.
If shares are held jointly, each holder
should sign.

/ / BK NPC1196                NPC1196

   16


NUVEEN INSURED CALIFORNIA PREMIUM INCOME MUNICIPAL FUND, INC.      PROXY BALLOT 

MUNICIPAL AUCTION RATE CUMULATIVE PREFERRED STOCK, SERIES T
PROXY SOLICITED BY THE BOARD OF DIRECTORS
FOR ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON NOVEMBER 21, 1996

The undersigned hereby appoints Anthony T. Dean, Timothy R. Schwertfeger and 
James J. Wesolowski, and each of them, with full power of substitution, 
Proxies for the undersigned to represent and vote the shares of Municipal 
Auction Rate Cumulative Preferred Stock of the undersigned at the 
Annual Meeting of Shareholders of Nuveen Insured California Premium Income
Municipal Fund, Inc. to be held on November 21, 1996, or any adjournment
or adjournments thereof:

1. Election of Directors:
   NOMINEES: -- BY ALL SHAREHOLDERS: Lawrence H. Brown, Anthony T. Dean,
                Anne E. Impellizzeri, Peter R. Sawers.
   NOMINEES: -- BY HOLDERS OF MUNICIPAL AUCTION RATE CUMULATIVE PREFERRED STOCK
                ONLY: Margaret K. Rosenheim, Timothy R. Schwertfeger.

2. Ratification of the selection of Ernst & Young LLP as independent auditors
   for the fiscal year ending August 31, 1997.

3. In their discretion, the Proxies are authorized to vote upon such other
   business as may properly come before the Annual Meeting.

- ------------------------------------------------------------------------------
You are encouraged to specify your choices by marking the appropriate boxes ON
THE REVERSE SIDE. If you do not mark any boxes, your Proxy will be voted in
accordance with the Board of Directors' recommendations. Please sign, date and
return this Proxy card promptly using the enclosed envelope.
- ------------------------------------------------------------------------------

                               SEE REVERSE SIDE
                                                                     NPC1196-P
   17


THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR ALL NOMINEES AND THE PROPOSAL:       Please mark your votes as in this example.   /X/
- ----------------------------------------------------------------------------------------------------------------------------------
1.    ELECTION OF DIRECTORS:               / / FOR              / / WITHHOLD authority          / / WITHHOLD authority to vote
      (SEE REVERSE FOR NOMINEES)               all nominees         to vote for all nominees        for nominees indicated below:
                                                                                                     -----------------------------
INSTRUCTIONS:
To grant authority to vote FOR ALL nominees, mark the box on the left above OR do not mark any box above.
To WITHHOLD authority to vote FOR ALL nominees, mark the box in the middle above.
To WITHHOLD authority to vote FOR ANY ONE OR MORE of the nominees, mark the box on the right above AND write each 
nominee's name in the space provided.
                                                                                                 FOR         AGAINST      ABSTAIN
2.    RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS FOR THE FISCAL  / /         / /          / /
      YEAR ENDING SEPTEMBER 30, 1997.                                                                

3.    IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY
      PROPERLY COME BEFORE THE ANNUAL MEETING. 
- ----------------------------------------------------------------------------------------------------------------------------------
THE SHARES TO WHICH THIS PROXY RELATES WILL BE VOTED AS SPECIFIED.  IF NO SPECIFICATION IS MADE, SUCH SHARES WILL BE VOTED FOR THE
ELECTION OF DIRECTORS AND FOR THE PROPOSALS SET FORTH ON THIS PROXY.

Please be sure to sign and date this Proxy.

- --------------------------------
Shareholder sign here       Date
- --------------------------------
Co-owner sign here          Date

NOTE: Please sign exactly as your
name appears on this Proxy. If signing
for estates, trusts or corporations,
title or capacity should be stated.
If shares are held jointly, each holder
should sign.

/ / BK NPC1196             NPC1196-P