WELLS FARGO FUNDS TRUST, N-1A, 1999-03-12

WELLS FARGO FUNDS TRUST
N-1A, 1999-03-12

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<PAGE>

As filed with the Securities and Exchange Commission
on March 11, 1999
Registration No. 333-_____; 811-_____

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------
FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. ___ [_]
Post-Effective Amendment No. ___ [_]

And

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. ___ [_]

_________________________

WELLS FARGO FUNDS TRUST
(Exact Name of Registrant as specified in Charter)
111 Center Street
Little Rock, Arkansas 72201
(Address of Principal Executive Offices, including Zip Code)

_________________________

Registrant's Telephone Number, including Area Code: (800) 643-9691
Richard H. Blank, Jr.
c/o Stephens Inc.
111 Center Street
Little Rock, Arkansas 72201
(Name and Address of Agent for Service)
With a copy to:
Robert M. Kurucza, Esq.
Marco E. Adelfio, Esq.
Morrison & Foerster LLP
2000 Pennsylvania Ave., N.W.
Washington, D.C. 20006

It is proposed that this filing will become effective (check appropriate box):

[_] Immediately upon filing pursuant to Rule 485(b), or

[_] on _________ pursuant to Rule 485(b)

[_] 60 days after filing pursuant to Rule 485(a)(1), or

[_] on _________ pursuant to Rule 485(a)(1)

[_] 75 days after filing pursuant to Rule 485(a)(2), or

[_] on ___________pursuant to Rule 485(a)(2)

If appropriate, check the following box:

[_] this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.

Pursuant to Regulation 270.24f-2 under the Investment Company Act of 1940, the
Registrant hereby elects to register an indefinite number of units of its
beneficial interests.

The Registrant hereby amends this registration statement on such date or dates
as may be necessary to delay its effective date until the Registrant shall file
a further amendment which specifically states that this registration statement
shall thereafter become effective in accordance with Section 8(a) of the
Securities Act of 1933 or until the registration statement shall become
effective on such date as the Commission, acting pursuant to said Section 8(a),
may determine.
<PAGE>

WELLS FARGO FUNDS TRUST
-----------------------
Cross Reference Sheet
---------------------

Form N-1A Item Number
- ---------------------

Part A Prospectus Captions
- ------ -------------------

1 Front and Back Cover Pages
2 Objectives and Principal Strategies
Important Risks
3 Summary of Expenses
4 See Individual Fund Summaries
Objectives and Principal Strategies
Important Risk Factors
General Investment Risks
5 Not Applicable
6 Organization and Management of the Funds
7 Your Account
How to Buy Shares
Selling Shares
8 A Choice of Share Classes
Reduced Sales Charges
Exchanges
Distribution Plan
9 See Individual Fund Summaries

Part B Statement of Additional Information Captions
- ------ --------------------------------------------

10 Cover Page and Table of Contents
11 Historical Fund Information
12 Investment Restrictions
Additional Permitted Investment Policies
Risk Factors
13 Management
14 Capital Stock
15 Management
16 Portfolio Transactions
17 Capital Stock
18 Determination of Net Asset Value
Additional Purchase and Redemption Information
19 Federal Income Taxes
20 Management
21 Performance Calculations
22 Financial Information

Part C Other Information
- ------ -----------------

23-30 Information required to be included in Part C is set forth under the
appropriate Item, so numbered, in Part C of this Document.
<PAGE>
May 25, 1999

FRONT COVER

WELLS FARGO FUNDS TRUST
PROSPECTUS

Asset Allocation Fund Please read this prospectus and keep it for
Growth Fund future reference. It is designed to provide you
Income Equity Fund with important information and to help you
Small Cap Fund decide if a Fund's goals match your own.

Income Fund THESE SECURITIES HAVE NOT BEEN APPROVED
Intermediate Government OR DISAPPROVED BY THE SECURITIES AND
Income Fund EXCHANGE COMMISSION ("SEC") NOR HAS THE
Short-Intermediate SEC PASSED UPON THE ACCURACY OR ADEQUACY
U.S. Government OF THIS PROSPECTUS. ANY REPRESENTATION TO
Income Fund THE CONTRARY IS A CRIMINAL OFFENSE.
Tax-Free Income Fund

Money Market Fund FUND SHARES ARE NOT DEPOSITS OF WELLS FARGO
Municipal Money Market BANK, N.A. ("WELLS FARGO BANK") OR ANY OF ITS
Fund AFFILIATES. FUND SHARES ARE NOT INSURED OR
U.S. Government Money GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE
Market Fund CORPORATION ("FDIC") OR ANY OTHER GOVERNMENT
AGENCY. AN INVESTMENT IN A FUND INVOLVES
Class A, Class B and CERTAIN RISKS, INCLUDING POSSIBLE LOSS OF
Class C PRINCIPAL.
<PAGE>

INSIDE FRONT COVER

TABLE OF CONTENTS

OVERVIEW OBJECTIVES AND PRINCIPAL STRATEGIES
IMPORTANT RISKS
This section contains important
summary information about the PERFORMANCE HISTORY
Funds. SUMMARY OF EXPENSES

- --------------------------------------------------------------------------------
THE FUNDS ASSET ALLOCATION FUND
GROWTH FUND
This section contains important INCOME EQUITY FUND
information about the individual SMALL CAP FUND
Funds.
INCOME FUND
INTERMEDIATE GOVERNMENT INCOME FUND
SHORT-INTERMEDIATE U.S. GOVERNMENT
INCOME FUND
TAX-FREE INCOME FUND

MONEY MARKET FUND
MUNICIPAL MONEY MARKET FUND
U.S. GOVERNMENT FUND

GENERAL INVESTMENT RISKS
ORGANIZATION AND MANAGEMENT OF
THE FUNDS

- --------------------------------------------------------------------------------
YOUR INVESTMENT A CHOICE OF SHARE CLASSES
REDUCED SALES CHARGES
Turn to this section for EXCHANGES
information on your investments YOUR ACCOUNT
including how to buy and sell HOW TO BUY SHARES
Fund shares. SELLING SHARES

ADDITIONAL SERVICES AND
OTHER INFORMATION
TABLE OF PREDECESSORS

- --------------------------------------------------------------------------------
GLOSSARY

2
<PAGE>

WELLS FARGO FUNDS OVERVIEW

<TABLE>
<CAPTION>
FUND OBJECTIVE PRINCIPAL STRATEGY
- ------------------------------------------------------------------------------------------------------------------------
EQUITY AND ALLOCATION FUNDS
- ------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSET ALLOCATION Seeks long-term total return, We allocate and reallocate assets among common
FUND consistent with reasonable risk. stocks, U.S. Treasury bonds and money market
instruments. We invest in asset classes that we
believe are under-valued in order to achieve
better long-term, risk-adjusted returns.
- ------------------------------------------------------------------------------------------------------------------------

GROWTH FUND Seeks long-term capital appreciation. We invest in equity securities of domestic and
foreign companies whose market capitalization
falls within the range of the Russell 1000 Index,
which is considered a mid- to large-capitalization
index. We buy stocks of companies that have a
strong earnings growth trend and above-average
prospects for future growth, or that we believe
are undervalued.
- ------------------------------------------------------------------------------------------------------------------------

INCOME EQUITY Seeks long-term capital appreciation We invest in the common stocks of large, high
FUND and above-average dividend income. quality domestic companies with above-average
return potential and above-average dividend
income. We consider "large" companies to be those
whose market capitalization is greater than the
median of the companies in the Russell 1000 Index,
which is considered a mid- to large-capitalization
index.
- ---------------------------------------------------------------------------------------------------------------------

SMALL CAP FUND Seeks long-term capital appreciation. We invest in equity securities of domestic and
foreign companies whose market capitalization
falls within the range of the Russell 2000 Index,
which is considered a small capitalization index.
We buy stocks that we believe have above-average
prospects for capital growth, or that may be
involved in new or innovative products, services
and processes.
- ---------------------------------------------------------------------------------------------------------------------
</TABLE>

3
<PAGE>

WELLS FARGO FUNDS OVERVIEW

<TABLE>
<CAPTION>
FUND OBJECTIVE PRINCIPAL STRATEGY
- ------------------------------------------------------------------------------------------------------------------------------
TAXABLE INCOME FUNDS
- ------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
INCOME FUND Seeks current income and total return. We invest in corporate, mortgage-backed, asset-backed,
and U.S. Government debt securities primarily of
investment-grade quality or better. We maintain the
average dollar-weighted maturity of the portfolio
between 3 and 15 years, and apply fundamental
economic, credit and market analysis to increase
portfolio performance.

- ------------------------------------------------------------------------------------------------------------------------------

INTERMEDIATE Seeks current income, consistent with We invest in investment-grade, intermediate-term (3-10
GOVERNMENT safety of principal. years) U.S. Government securities, and also in certain
INCOME FUND debt securities that are not U.S. Government
securities. We invest up to 50% of our assets in
mortgage-backed securities, and up to 25% of our
assets in other asset-backed securities.

- ------------------------------------------------------------------------------------------------------------------------------

SHORT-INTERMEDIATE Seeks current income and safety of We invest in investment-grade, short-term (1-5 years)
U.S. GOVERNMENT capital. U.S. Government securities.
INCOME FUND

- ------------------------------------------------------------------------------------------------------------------------------
TAX-FREE INCOME FUNDS
- ------------------------------------------------------------------------------------------------------------------------------

TAX-FREE INCOME Seeks current income exempt from We invest in investment-grade municipal securities
FUND federal income taxes. with average maturities of 10-20 years and with
interest that is exempt from federal income taxes,
though some of our holdings may be subject to the
alternative minimum tax ("AMT").
- ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

4
<PAGE>

WELLS FARGO FUNDS OVERVIEW

- ---------------------------------------------------------------------------------------------------------------------------

MUNICIPAL MONEY Seeks high current income exempt We invest in high-quality, short-term federally
MARKET FUND from federal income taxes, while tax-exempt instruments, whose income may be
preserving capital and liquidity. subject to the federal AMT. We may invest up to
35% of the Fund's assets in issuers in a single
state.

- ---------------------------------------------------------------------------------------------------------------------------

U.S. GOVERNMENT Seeks high current income, while We invest in high-quality, short-term U.S.
MONEY MARKET preserving capital and liquidity. Government obligations and in repurchase
FUND agreements collateralized by such obligations.

- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

5
<PAGE>

IMPORTANT RISKS
This section summarizes important risks that are common to all of the Funds
described in this Prospectus, and important risks that relate specifically to
particular Funds. Both are important to your investment choice. Additional
information about these and other risks is included in the individual Fund
Descriptions later in this Prospectus and under General Investment Risks
beginning on page __. An investment in a Fund is not a deposit of Wells Fargo
Bank and is not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other government agency. Although the money market funds seek
to preserve the value of your investment at $1.00 per share, it is possible to
lose money by investing in these funds.

- --------------------------------------------------------------------------------
COMMON RISKS FOR THE FUNDS
- --------------------------------------------------------------------------------

EQUITY SECURITIES. The equity and allocation funds invest in equity securities,
which are subject to equity market risk. This is the risk that stock prices will
fluctuate and can decline and reduce the value of a Fund's portfolio. Certain
types of stock and certain individual stocks selected for a Fund's portfolio may
underperform or decline in value more than the overall market. As of the date of
this Prospectus, the equity markets, as measured by the S&P 500 Index and other
commonly used indexes, are trading at or close to record levels. There can be no
guarantee that these levels will continue. The Funds that invest in smaller
companies, in foreign companies (including investments made through American
Depositary Receipts and similar instruments), and in emerging markets are
subject to additional risks, including less liquidity and greater price
volatility. A Fund's investments in foreign companies and emerging markets are
also subject to special risks associated with international investing, including
currency, political, regulatory and diplomatic risks.

DEBT SECURITIES. The Asset Allocation Fund, the income funds and the money
market funds invest in debt securities, such as notes and bonds, which are
subject to credit risk and interest rate risk. Credit risk is the possibility
that an issuer of an instrument will be unable to make interest payments or
repay principal. Changes in the financial strength of an issuer or changes in
the credit rating of a security may affect its value. Interest rate risk is the
risk that interest rates may increase, which will reduce the resale value of
securities in a Fund's investments, including U.S. Government obligations. Debt
securities with longer maturities are generally more sensitive to interest rate
changes than those with shorter maturities. Changes in market interest rates do
not affect the rate payable on debt securities held in a Fund, unless the
securities have adjustable or variable rate features, which can reduce interest
rate risk. Changes in market interest rates may also extend or shorten the
duration of certain types of instruments, such as asset-backed securities, and
affect their value and the return on your investment. The equity funds may
invest some of their assets in debt securities.

- --------------------------------------------------------------------------------
FUND SPECIFIC RISKS
- --------------------------------------------------------------------------------

EQUITY AND
ALLOCATION
FUNDS
- --------------------------------------------------------------------------------

ASSET ALLOCATION FUND This Fund uses an investment model that seeks undervalued
asset classes. There is no guarantee that the model will
make accurate determinations or that an asset class we
believe is undervalued will perform as expected.
- --------------------------------------------------------------------------------

GROWTH FUND This Fund is primarily subject to the equity securities
risks described in the Common Risks section, above.
- --------------------------------------------------------------------------------

INCOME EQUITY FUND Stocks selected for their high dividend income may be
more sensitive to interest rate changes than other
stocks. This Fund is primarily subject to the equity
securities risks described in the Common Risks section,
above.
- --------------------------------------------------------------------------------

SMALL CAP FUND This Fund may invest in companies that pay low or no
dividends, have smaller market capitalizations, have less
market liquidity, have no or relatively short operating
histories, or are newly public companies. Some of these
companies have aggressive capital structures, including
high debt levels, or are involved in rapidly growing or
changing industries and/or new technologies. Because the
Fund may invest in such aggressive securities, share
prices may rise and fall more than the share prices of
other funds. In addition, our active trading investment
strategy may result in a higher-than-average portfolio
turnover ratio, increased trading expenses, and higher
short-term capital gains.
- --------------------------------------------------------------------------------
INCOME FUNDS
- --------------------------------------------------------------------------------

INCOME FUND This Fund is primarily subject to the debt securities
risks described in the Common Risks section above.
- --------------------------------------------------------------------------------

6
<PAGE>

- --------------------------------------------------------------------------------

INTERMEDIATE The U.S. Government does not guarantee the market
GOVERNMENT value or current yield of its obligations. Not all
INCOME FUND U.S. Government obligations are backed by the full
faith and credit of the U.S. Government.

- --------------------------------------------------------------------------------

SHORT-INTERMEDIATE The U.S. Government does not guarantee the market
U.S. GOVERNMENT value or current yield of its obligations. Not all
INCOME FUND U.S. Government obligations are backed by the full
faith and credit of the U.S. Government.

- --------------------------------------------------------------------------------

TAX-FREE INCOME Some of this Fund's investments are subject to
FUND federal income and AMT taxes, so you may incur a
tax liability on an investment in this Fund.
Municipal obligations backed by tax revenues of
the issuer's jurisdiction could be adversely
affected if the issuer cannot raise adequate
revenues to meet its obligations.

- --------------------------------------------------------------------------------

MONEY MARKET
FUNDS
- --------------------------------------------------------------------------------

MONEY MARKET FUND Although each of these Funds seeks to maintain a
stable net asset value of $1.00 per share, there
is no assurance it will be able to do so.

MUNICIPAL MONEY
MARKET FUND

U.S. GOVERNMENT
FUND

- --------------------------------------------------------------------------------

7
<PAGE>

SUMMARY OF EXPENSES

SHAREHOLDER TRANSACTION EXPENSES
These tables describe the fees and expenses that you may pay if you buy and hold
shares of a Fund. These tables do not reflect charges that may be imposed in
connection with an account through which you hold Fund shares. Amounts are
expressed as a % of the initial purchase amount.

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Equity and
Allocation Income Money
Funds Funds Market Funds All Funds All Funds
-------------------------------------------------------------------
Class A Class A Class A Class B/1/ Class C
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Minimum sales charge
imposed on purchases 5.75% 4.50% None None None
- --------------------------------------------------------------------------------------------------
Maximum deferred sales charge None None None 5.00% 1.00%
- --------------------------------------------------------------------------------------------------
Maximum sales charge
imposed on reinvested
dividends None None None None None
- --------------------------------------------------------------------------------------------------
Redemption Fee None None None None None
- --------------------------------------------------------------------------------------------------
Exchange Fee None None None None None
- --------------------------------------------------------------------------------------------------
Maximum Account Fee None None None None None
- --------------------------------------------------------------------------------------------------
</TABLE>

/1/ If you exchange Class B shares of a Fund for Money Market Fund Class B
shares, and then redeem your Money Market Fund shares, you will be assessed
the CDSC applicable to the exchanged shares. Exchange privileges are not
available, and CDSCs do not apply, to Money Market Fund Class B shareholders
in certain accounts.

ANNUAL FUND OPERATING EXPENSES (% OF AVERAGE NET ASSETS)

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
EQUITY AND
ALLOCATION FUNDS Asset Allocation Fund Growth Fund Income Equity Fund Small Cap Fund
- ----------------------------------------------------------------------------------------------------------
Class Class Class Class Class Class Class Class Class Class Class
A B C A B A B C A B C
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investment Advisory
Fee .80 .80 .80 .75 .75 .75 .75 .75 .90 .90 .90
- ----------------------------------------------------------------------------------------------------------
Distribution Fee .00 .75 .75 .00 .75 .00 .75 .75 .00 .75 .75
- ----------------------------------------------------------------------------------------------------------
Other Expenses .53 .53 .53 .53 .53 .53 .53 .53 .53 .53 .53
- ----------------------------------------------------------------------------------------------------------
TOTAL ANNUAL 1.33 2.08 2.08 1.28 2.03 1.28 2.03 2.03 1.43 2.18 2.18
OPERATING
EXPENSES
- ----------------------------------------------------------------------------------------------------------
</TABLE>

/1/ The actual expenses incurred by the Funds will be lower than the contract
amounts shown above as a result of voluntary fee waivers. The Funds' actual
expenses after waivers are currently as follows: (Investment Advisory
Fee/Distribution Fee/Other Expenses/Total): Asset Allocation Fund (Class A:
__%/__%/__%/__%) (Class B: __%/__%/__%/__%) (Class C: __%/__%/__%/__%),
Growth Fund (Class A: __%/__%/__%/__%) (Class B: __%/__%/__%/__%) (Class C:
__%/__%/__%/__%), Income Equity Fund (Class A: __%/__%/__%/__%) (Class B:
__%/__%/__%/__%) (Class C: __%/__%/__%/__%), and Small Cap Fund (Class A:
__%/__%/__%/__%) (Class B: __%/__%/__%/__%) (Class C: __%/__%/__%/__%). Fee
waivers are voluntary and may be discontinued or modified at any time.

8
<PAGE>

SUMMARY OF EXPENSES (CONT'D)

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------
Short-Int.
Intermediate Govt. U.S. Govt.
INCOME FUNDS Income Fund Income Fund Inc. Fund Tax-Free Income Fund
- ----------------------------------------------------------------------------------------------------
Class Class Class Class Class Class Class Class Class Class
A B A B C A B A B C
- ----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investment Advisory Fee .50 .50 .50 .50 .50 .50 .50 .40 .40 .40
- ----------------------------------------------------------------------------------------------------
Distribution Fee .00 .75 .00 .75 .75 .00 .75 .00 .75 .75
- ----------------------------------------------------------------------------------------------------
Other Expenses .53 .53 .53 .53 .53 .53 .53 .63 .63 .63
- ----------------------------------------------------------------------------------------------------
TOTAL ANNUAL 1.03 1.78 1.03 1.78 1.78 1.03 1.78 1.03 1.78 1.78
OPERATING EXPENSES1
- ----------------------------------------------------------------------------------------------------
</TABLE>

/1/ The actual expenses incurred by the Funds will be lower than the contract
amounts shown above as a result of voluntary fee waivers. The Funds' actual
expenses after waivers are currently as follows: (Investment Advisory
Fee/Distribution Fee/Other Expenses/Total): Income Fund (Class A:
__%/__%/__%/__%) (Class B: __%/__%/__%/__%), Intermediate Government Income
Fund (Class A: __%/__%/__%/__%) (Class B: __%/__%/__%/__%) (Class C:
__%/__%/__%/__%), Short-Intermediate U.S. Government Income Fund (Class A:
__%/__%/__%/__%) (Class B: __%/__%/__%/__%), and Tax-Free Income Fund (Class
A: __%/__%/__%/__%) (Class B: __%/__%/__%/__%) (Class C: __%/__%/__%/__%).
Fee waivers are voluntary and may be discontinued or modified at any time.

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
Municipal U.S. Government
MONEY MARKET FUNDS Money Market Fund Money Market Fund Fund
- --------------------------------------------------------------------------------------------------
Class A Class B Class A Class A
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Investment Advisory Fee .40 .40 .25 .35
- --------------------------------------------------------------------------------------------------
Distribution Fee .00 .75 .00 .00
- --------------------------------------------------------------------------------------------------
Other Expenses .53 .53 .53 .53
- --------------------------------------------------------------------------------------------------
TOTAL ANNUAL .93 1.68 .78 .88
OPERATING EXPENSES/1/
- --------------------------------------------------------------------------------------------------
</TABLE>

/1/ The actual expenses incurred by the Funds will be lower than the contract
amounts shown above as a result of voluntary fee waivers. The Funds' actual
expenses after waivers are currently as follows: (Investment Advisory
Fee/Distribution Fee/Other Expenses/Total): Money Market Fund (Class A:
__%/__%/__%/__%) (Class B: __%/__%/__%/__%), Municipal Money Market Fund
(Class A: __%/__%/__%/__%), and U.S. Government Fund (Class A:
__%/__%/__%/__%). Fee waivers are voluntary and may be discontinued or
modified at any time.

9
<PAGE>

SUMMARY OF EXPENSES (CONT'D)

EXAMPLE OF EXPENSES
These examples assume a fixed rate of return and that Fund operating expenses
remain the same. Your actual costs may be higher or lower than those shown.

YOU WOULD PAY THE FOLLOWING EXPENSES ON A $10,000 INVESTMENT ASSUMING A 5%
ANNUAL RETURN AND THAT YOU REDEEM YOUR SHARES AT THE END OF EACH PERIOD:

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------
EQUITY AND
ALLOCATION FUNDS Asset Allocation Fund Growth Fund Income Equity Fund Small Cap Fund
- -----------------------------------------------------------------------------------------------------------
Class Class Class Class Class Class Class Class Class Class Class
A B C A B A B C A B C
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 YEAR
- -----------------------------------------------------------------------------------------------------------
3 YEARS
- -----------------------------------------------------------------------------------------------------------
5 YEARS
- -----------------------------------------------------------------------------------------------------------
10 YEARS
- -----------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------
Short-Int.
Intermediate Govt. U.S. Govt.
INCOME FUNDS Income Fund Income Fund Inc. Fund Tax-Free Income Fund
- -------------------------------------------------------------------------------------------------------
Class Class Class Class Class Class Class Class Class Class
A B A B C A B A B C
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 YEAR
- -------------------------------------------------------------------------------------------------------
3 YEARS
- -------------------------------------------------------------------------------------------------------
5 YEARS
- -------------------------------------------------------------------------------------------------------
10 YEARS
- -------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------
Municipal
MONEY MARKET FUNDS Money Market Fund Money Market Fund U.S. Government Fund
- -------------------------------------------------------------------------------------------------------
Class A Class B Class A Class A
- -------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
1 YEAR
- -------------------------------------------------------------------------------------------------------
3 YEARS
- -------------------------------------------------------------------------------------------------------
5 YEARS
- -------------------------------------------------------------------------------------------------------
10 YEARS
- -------------------------------------------------------------------------------------------------------
</TABLE>

10
<PAGE>

SUMMARY OF EXPENSES (CONT'D)

YOU WOULD PAY THE FOLLOWING EXPENSES ON A $10,000 INVESTMENT ASSUMING A 5%
ANNUAL RETURN AND THAT YOU DO NOT REDEEM YOUR SHARES AT THE END OF THE PERIODS
SHOWN:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------------
EQUITY AND
ALLOCATION FUNDS Asset Allocation Fund Growth Fund Income Equity Fund Small Cap Fund
- --------------------------------------------------------------------------------------------------------
Class Class Class Class Class Class Class Class Class Class Class
A B C A B A B C A B C
- --------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 YEAR
- --------------------------------------------------------------------------------------------------------
3 YEARS
- --------------------------------------------------------------------------------------------------------
5 YEARS
- --------------------------------------------------------------------------------------------------------
10 YEARS
- --------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------
Short-Int.
Intermediate Govt. U.S. Govt.
INCOME FUNDS Income Fund Income Fund Inc. Fund Tax-Free Income Fund
- ----------------------------------------------------------------------------------------------------
Class Class Class Class Class Class Class Class Class Class
A B A B C A B A B C
- -----------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1 YEAR
- -----------------------------------------------------------------------------------------------------
3 YEARS
- -----------------------------------------------------------------------------------------------------
5 YEARS
- -----------------------------------------------------------------------------------------------------
10 YEARS
- -----------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------
Municipal
MONEY MARKET FUNDS Money Market Fund Money Market Fund U.S. Government Fund
- ----------------------------------------------------------------------------------------------------------
Class A Class B Class A Class A
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
1 YEAR
- ----------------------------------------------------------------------------------------------------------
3 YEARS
- ----------------------------------------------------------------------------------------------------------
5 YEARS
- ----------------------------------------------------------------------------------------------------------
10 YEARS
- ----------------------------------------------------------------------------------------------------------
</TABLE>

11
<PAGE>

The summary information on the previous pages is designed to provide you with an
overview of each Fund. The sections that follow provide more detailed
information about the investments and management of each Fund.

Important information you should look for:

Investment Objective and Investment Policies
What is the Fund trying to achieve? How do we intend to invest your money?
What makes a Fund different from the other Funds offered in this Prospectus?

Permitted Investments
A summary of the Fund's key permitted investments and practices.

Important Risk Factors
What are key risk factors for the Fund? They include the factors described in
"General Investment Risks" together with any special risk factors for each Fund.

WORDS APPEARING IN ITALICIZED PRINT AND HIGHLIGHTED IN COLOR ARE DEFINED IN THE
GLOSSARY.

12
<PAGE>

ASSET ALLOCATION FUND

INVESTMENT OBJECTIVE
The Asset Allocation Fund seeks long-term total return, consistent with
reasonable risk.

INVESTMENT POLICIES
We allocate and reallocate assets among common stocks, U.S. Treasury Bonds and
money market instruments. This strategy is based on the premise that asset
classes are at times undervalued or overvalued in comparison to one another and
that investing in undervalued asset classes offers better long-term, risk-
adjusted returns.

PERMITTED INVESTMENTS
The asset classes we invest in are:

. Stock Investments -- We invest in common stocks representative of the S&P
500 Index. We do not individually select common stocks on the basis of
traditional investment analysis. Instead, stock investments are made
according to a weighted formula intended to match the total return of the
S&P 500 Index as closely as possible;

. Bond Investments -- We invest in U.S. Treasury Bonds representative of the
Lehman Brothers 20+ Bond Index. Bonds in this Index have remaining
maturities of twenty years or more; and

. Money Market Investments -- We invest this portion of the Fund in high-
quality money market instruments, including U.S. Government obligations,
obligations of foreign and domestic banks, short-term corporate debt
instruments and repurchase agreements.

In addition, under normal market conditions, we may invest:

. In call and put options on stock indexes, stock index futures, options on
stock index futures, and interest rate futures contracts as a substitute
for a comparable market position in stocks or bonds;

. In interest rate and index swaps; and

. Up to 25% of total assets in foreign obligations qualifying as money market
investments.

We manage the allocation of investments in the Fund's portfolio assuming a
"normal" allocation of 60% stocks and 40% bonds. This is not a "target"
allocation but rather is a design feature that is intended to set a level of
risk tolerance for the Fund.

We are not required to keep a minimum investment in any of the three asset
classes described above, nor are we prohibited from investing substantially all
of our assets in a single class. The allocation may shift at any time.

IMPORTANT RISK FACTORS
Foreign obligations may entail additional risks, such as currency, political,
regulatory and diplomatic risks, which are described in more detail in the
General Investment Risks section below. The value of investments in options on
stock indexes and stock index futures is affected by price movements for the
stocks in a particular index, rather than price movements for an individual
security.

You should consider the Common Risks on page __, the General Investment Risks
beginning on page __ and the specific risks listed here. They are all important
to your investment choice.

13
<PAGE>

GROWTH FUND

INVESTMENT OBJECTIVE
The Growth Fund seeks long-term capital appreciation.

INVESTMENT POLICIES
We seek long-term capital appreciation by investing primarily in common stocks
and other equity securities and we look for companies that have a strong
earnings growth trend that we believe have above-average prospects for future
growth.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in equity securities, including common and
preferred stocks, and securities convertible into common stocks;

. the majority of our total assets in issues of companies with market
capitalization that falls within the range of the Russell 1000 Index (As of
[MARCH 31, 1999,] this range was from [$____ MILLION TO $____ BILLION.] The
range is expected to change frequently.);

. up to 25% of our total assets in foreign companies through American
Depositary Receipts and similar instruments; and

. up to 15% of our total assets in emerging markets.

IMPORTANT RISK FACTORS
This Fund is primarily subject to the equity market risks described in the
Common Risks section.

You should consider the Common Risks on page ___, and the General Investment
Risks beginning on page ___. They are all important to your investment choice.

PORTFOLIO MANAGER
. KELLI HILL
PRINCIPAL - CORE EQUITY TEAM LEADER
Will manage the Growth Fund upon inception, and has been with Wells
Fargo/Wells Capital Management ("WCM") since 1987. Ms. Hill is the Core
Equity Team Leader, providing portfolio management and fundamental security
analysis for the team. She has over twelve years of equity investment
management experience.

14
<PAGE>

INCOME EQUITY FUND

INVESTMENT OBJECTIVE
The Income Equity Fund seeks long-term capital appreciation and above-average
dividend income.

INVESTMENT POLICIES
We invest primarily in the common stock of large, high-quality domestic
companies that have above-average return potential based on current market
valuations. We primarily emphasize investments in securities of companies with
above-average dividend income. We use various valuation measures when selecting
securities for the portfolio, including above-average dividend yields and below
industry average price-to-earnings, price-to-book and price-to-sales ratios. We
consider large companies to be those whose market capitalization is greater than
the median of the Russell 1000 Index.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in equity securities; and

. in issues of companies with market capitalization greater than the median
of the Russell 1000 Index (as of March 31, 1999, this median was [$____
BILLION;] the range is expected to change frequently).

We may invest in preferred stocks, convertible securities, and securities of
foreign companies. We will normally limit our investment in a single issuer to
10% or less of our total assets.

IMPORTANT RISK FACTORS
Stocks selected for their high dividend yields may be more sensitive to interest
rate changes than other stocks.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___ and the specific risks listed here. They are all important
to your investment choice.

CORE/GATEWAY ARRANGEMENT
The Income Equity Fund is a "gateway" fund in a "core/gateway" arrangement. In
this arrangement, a "gateway" fund invests all of its assets in a "core"
portfolio that has a substantially identical investment objective and
substantially similar policies as the gateway fund. Gateway funds investing in
the same core portfolio can enhance their investment opportunities and reduce
their expense ratios through sharing the costs of managing a large pool of
assets. References to the investment activities of the Income Equity Fund also
refer to the core portfolio.

PORTFOLIO MANAGERS
. DAVID L. ROBERTS, CFA
Will manage the Income Equity Fund upon inception. Mr. Roberts joins WCM
from Norwest Investment Management, Inc. ("NIM") where he had managed
portfolios for NIM or its affiliates since 1972. He has over twenty-six
years of investment management experience.

. GARY J. DUNN, CFA
Will co-manage the Income Equity Fund upon inception. Mr. Dunn joins WCM
from NIM, where he had managed portfolios for NIM or its affiliates since
1979. He has approximately twenty years of investment management
experience.

15
<PAGE>

SMALL CAP FUND

INVESTMENT OBJECTIVE
The Small Cap Fund seeks long-term capital appreciation.

INVESTMENT POLICIES
We actively manage a diversified portfolio of common stocks issued by companies
whose market capitalization falls within the range of the Russell 2000 Index. As
of March 31, 1999, the range was [$___ MILLION TO $____ BILLION,] but it is
expected to change frequently. We will sell the stock of any company whose
market capitalization exceeds the range of this index for sixty consecutive
days.

We invest in the common stocks of domestic and foreign companies we believe have
above-average prospects for capital growth, or that may be involved in new or
innovative products, services and processes.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. in an actively managed, broadly diversified portfolio of growth-oriented
common stocks;

. in at least 20 common stock issues spread across multiple industry groups
and sectors of the economy;

. up to 40% of our assets in initial public offerings or recent start-ups and
newer issues;

. no more than 25% of our assets in foreign companies through American
Depositary Receipts or similar issues; and

. up to 15% of our portfolio in emerging markets.

IMPORTANT RISK FACTORS
This Fund is designed for investors willing to assume above-average risk. We may
invest in companies that:

. pay low or no dividends;

. have smaller market capitalization;

. have less market liquidity;

. have no or relatively short operating histories, or
are new public companies or are initial public
offerings;

. have aggressive capital structures including high
debt levels; or

. are involved in rapidly growing or changing
industries and/or new technologies.

Because we may invest in such aggressive securities, share prices may rise and
fall more than the share prices of other funds. In addition, our active trading
investment strategy may result in a higher-than-average portfolio turnover
ratio, increased trading expenses, and higher short-term capital gains.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed here. They are all
important to your investment choice.

PORTFOLIO MANAGERS
. KENNETH LEE
Will manage the Small Cap Fund upon inception, and has been with Wells
Fargo/Wells Capital Management since 1993. Mr. Lee has seven years of
experience in the investment industry, and has managed equity investment
portfolios since 1995.

. THOMAS ZEIFANG, CFA
Will co-manage the Small Cap Fund upon inception, and has been with Wells
Fargo/Wells Capital Management since 1995. Mr. Zeifang provided fundamental
security analysis for Fleet Investment Advisors for three years prior to
joining Wells Fargo. He has over five years of equity investment management
experience.

16
<PAGE>

INCOME FUND

INVESTMENT OBJECTIVE
The Income Fund seeks current income and total return.

INVESTMENT POLICIES
We invest in a diversified portfolio of debt and variable-rate debt securities
issued by domestic and foreign issuers. We invest in a broad spectrum of U.S.
issues, including U.S. Government obligations, mortgage- and other asset-backed
securities, and the debt securities of financial institutions, corporations, and
others. We attempt to increase the Fund's performance by applying various fixed-
income management techniques. We combine these techniques with fundamental
economic, credit, and market analysis, while at the same time controlling total
return volatility by targeting the Fund's duration within a narrow band (between
70% and 130%) around the duration of the Lipper Corporate A-Rated Debt Average.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. up to 70% of our total assets in corporate debt securities such as bonds,
debentures and notes, and other debt securities that can be converted into
or exchanged for common stocks;

. at least 30% of our total assets in U.S. Government obligations;

. up to 50% of our total assets in mortgage-backed securities and up to 25%
of our assets in asset-backed securities; and

. at least 80% of our total assets in investment-grade securities. The Fund
may invest up to 20% of its total assets in below investment-grade
securities rated, at the time of purchase, in the fifth highest long-term
rating category assigned by an NRSRO or unrated and determined by us to be
of comparable quality.

We may also invest in zero coupon securities and enter into dollar roll
transactions. We invest primarily in securities with maturities (or average life
in the case of mortgage-backed and similar securities) ranging from overnight to
40 years. It is anticipated that the Fund's portfolio will have an average
dollar-weighted maturity of between 3 and 15 years.

IMPORTANT RISK FACTORS

Mortgage- and asset-backed securities may not be guaranteed by the U.S.
Treasury. Mortgage-backed securities are subject to prepayment risk, which can
lower the rate of return on such securities. The Income Fund may invest in lower
rated securities, which tend to be more sensitive to economic conditions and
involve greater credit risk than higher rated securities.

You should consider the Common Risks on page ___, and the General Investment
Risks beginning on page ___. They are all important to your investment choice.

PORTFOLIO MANAGER
. MARJORIE H. GRACE, CFA
Will manage the Income Fund upon inception. Ms. Grace joins WCM from NIM,
where she was Director of Taxable Fixed-Income investments. She had
managed portfolios for NIM or its affiliates since 1992. She has over
eighteen years of investment management experience.

17
<PAGE>

INTERMEDIATE GOVERNMENT INCOME FUND

INVESTMENT OBJECTIVE
The Intermediate Government Income Fund seeks current income, consistent with
safety of principal.

INVESTMENT POLICIES
We invest primarily in fixed and variable rate U.S. Government obligations.
Under normal circumstances, we intend to invest at least 65% of our total assets
in U.S. Government obligations and may invest up to 35% of our total assets in
debt securities that are not U.S. Government obligations. We emphasize the use
of intermediate maturity securities to reduce interest rate risk and use
mortgage-backed securities to enhance yield.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in U.S. Government obligations;

. up to 50% of our total assets in mortgage-backed securities, and up to 25%
of our total assets in asset-backed securities; and

. up to 10% of our total assets in zero coupon securities.

As part of our mortgage-backed securities investments, we may enter into dollar
rolls. We may not invest more than 25% of our total assets in securities issued
or guaranteed by any single agency or instrumentality of the U.S. Government,
except the U.S. Treasury.

We will purchase only securities that are rated, at the time of purchase, within
the two highest rating categories assigned by an NRRO or, if unrated, are
determined by us to be of comparable quality.

We may use options, swap agreements, interest rate caps, floors and collars, and
futures contracts to manage risk. We also may use options to enhance return.

IMPORTANT RISK FACTORS

Mortgage- and asset-baked securities may not be guaranteed by the U.S. Treasury.
Mortgage-backed securities are subject to prepayment risk, which can reduce the
rate of return on such securities.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed here. They are all
important to your investment choice.

PORTFOLIO MANAGERS
. MARJORIE H. GRACE, CFA
Will manage the Intermediate Government Income Fund upon inception. Ms.
Grace joins WCM from NIM, where she was Director of Taxable Fixed-Income
investments. She had managed portfolios for NIM or its affiliates since
1992. She has over eighteen years of investment management experience.

18
<PAGE>

SHORT-INTERMEDIATE U.S. GOVERNMENT INCOME FUND

INVESTMENT OBJECTIVE
The Short-Intermediate U.S. Government Income Fund seeks current income, while
preserving capital.

INVESTMENT POLICIES
We seek current income by actively managing a diversified portfolio consisting
primarily of short- to intermediate-term U.S. Government obligations. We may
invest in securities of any maturity. Under ordinary circumstances, we expect to
maintain a dollar-weighted average maturity of between 2 and 5 years. We seek to
preserve capital by shortening average maturity when we expect interest rates to
increase and to increase total return by lengthening maturity when we expect
interest rates to fall.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in U.S. Government obligations or
repurchase agreements collateralized by U.S. Government obligations;

. in investment grade corporate debt securities including asset-backed
securities;

. no more than 5% of our total assets in securities downgraded below
investment-grade after we acquired them;

. up to 25% of assets in dollar-denominated debt of U.S. branches of foreign
banks or foreign branches of U.S. banks; and

. in stripped Treasury securities, adjustable-rate mortgage securities, and
adjustable portions of collateralized mortgage obligations.

IMPORTANT RISK FACTORS

Mortgage- and asset-baked securities may not be guaranteed by the U.S. Treasury.
Mortgage-backed securities are subject to prepayment risk, which can reduce the
rate of return on such securities.

Stripped Treasury securities have greater interest rate risk than traditional
government securities with identical credit ratings and like maturities.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

PORTFOLIO MANAGERS
. PAUL C. SINGLE
PRINCIPAL
Will manage the Short-Intermediate U.S. Government Income Fund upon
inception, and has been with Wells Fargo/Wells Capital Management since
1989. Mr. Single has over 16 years of investment management experience.

. JACQUELINE A. FLIPPIN
PRINCIPAL
Will co-manage the Short-Intermediate U.S. Government Income Fund upon
inception, and has been with Wells Fargo/Wells Capital Management since
1998. Before joining the firm, Ms. Flippin was a short-term debt securities
trader and portfolio manager for McMorgan & Company since [19__]. Ms.
Flippin has over ten years of investment management experience.

19
<PAGE>

TAX-FREE INCOME FUND

INVESTMENT OBJECTIVE
The Tax-Free Income Fund seeks current income exempt from federal income taxes.

INVESTMENT POLICIES
We invest primarily in a portfolio of investment grade municipal securities. We
invest at least 80% of our total assets in municipal securities paying interest
exempt from federal income taxes, including the federal AMT.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 80% of our total assets in municipal obligations that pay interest
exempt from federal income tax;

. up to 20% of our total assets in securities subject to the federal AMT; and

. in municipal obligations rated in the four highest credit categories by
nationally recognized rating organizations.

The average dollar-weighted maturity of the Fund's assets normally will be
between 10 and 20 years, but may vary depending on market conditions. In
general, the longer the maturity of a municipal security, the higher the rate of
interest is pays. However, a longer maturity is generally associated with a
higher level of volatility in the market value of a security. We emphasize
investments in municipal securities with interest income rather than stability
of the Fund's net asset value.

IMPORTANT RISK FACTORS

Municipal obligations rely on the creditworthiness or revenue production of
their issuers. Municipal obligations may be difficult to obtain because of
reduced supply, therefore increasing the cost of such securities and effectively
reducing yields to the portfolio.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

PORTFOLIO MANAGER
. WILLIAM T. JACKSON, CFA
Will manage the Tax-Free Income Fund upon inception. Mr. Jackson joins WCM
from NIM, where he was Managing Director of Tax-Exempt Fixed-Income
investing. He had managed portfolios for NIM or its affiliates since
1993. He has over fourteen years of investment management experience.

20
<PAGE>

MONEY MARKET FUND

INVESTMENT OBJECTIVE
The Money Market Fund seeks high current income, while preserving capital and
liquidity.

INVESTMENT POLICIES
We actively manage a portfolio of U.S. dollar-denominated high-quality money
market instruments, including debt obligations with remaining maturities of 397
days or less. We maintain an overall dollar-weighted average maturity of 90 days
or less. We may also make certain other investments including, for example,
repurchase agreements.

PERMITTED INVESTMENTS
Under normal market conditions, we invest in:

. commercial paper rated at the date of purchase as "P-1" by Moody's or "A-
1+" or "A-1" by S&P;

. negotiable certificates of deposit and banker's acceptances;

. repurchase agreements;

. U.S. Government obligations;

. short-term, U.S. dollar-denominated debt obligations of U.S. branches of
foreign banks and foreign branches of U.S. banks;

. municipal obligations; and

. shares of other money market funds.

IMPORTANT RISK FACTORS

Although we seek to maintain a $1.00 per share net asset value, there is no
guarantee that we will be able to do so. Fluctuations in share value may cause a
loss or gain in principal. Generally, short-term funds do not earn as high a
level of income as funds that invest in longer-term instruments.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

21
<PAGE>

MUNICIPAL MONEY MARKET FUND

INVESTMENT OBJECTIVE
The Municipal Money Market Fund seeks high current income exempt from federal
income taxes, while preserving capital and liquidity.

INVESTMENT POLICIES
We invest 100% of our assets in short-term municipal instruments, including
leases. These investments may have fixed, variable, or floating rates of
interest and may be zero coupon securities. We normally will invest at least 80%
of our total assets in federally tax-exempt instruments whose income may be
subject to the federal AMT. We may invest up to 20% of our total assets in
securities that pay interest income subject to federal income tax.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 80% of our assets in federally tax-exempt instruments whose income
may be subject to the federal AMT; and

. up to 35% of our assets in issuers located in a single state.

We may invest more than 25% of our total assets in industrial development bonds
and in participation interests in these types of bonds guaranteed by banks and
insurance companies.

IMPORTANT RISK FACTORS

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

22
<PAGE>

U.S. GOVERNMENT MONEY MARKET FUND

INVESTMENT OBJECTIVE
The U.S. Government Money Market Fund seeks high current income, while
preserving capital and liquidity.

INVESTMENT POLICIES
We actively manage a portfolio composed principally of U.S. Government
obligations, or repurchase agreements collateralized by such obligations. We buy
obligations with remaining maturities of 397 days or less. We maintain an
overall dollar-weighted average maturity of 90 days or less.

PERMITTED INVESTMENTS
Under normal market conditions, we invest at least 65% of our assets:

. in U.S. Government obligations; and
. in repurchase agreements collateralized by U.S. Government obligations.

IMPORTANT RISK FACTORS

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

23
<PAGE>

GENERAL INVESTMENT RISKS

Understanding the risks involved in mutual fund investing will help you make an
informed decision that takes into account your risk tolerance and preferences.
You should carefully consider the risks common to investing in all mutual funds,
including the Wells Fargo Funds. Certain common risks are identified in the
Summary of Important Risks on page ___. Other risks of mutual fund investing
include the following:

. Unlike bank deposits such as CDs or savings accounts, mutual funds are not
insured by the FDIC.

. We cannot guarantee that we will meet our investment objectives.

. We do not guarantee the performance of a Fund, nor can we assure you that
the market value of your investment will not decline. We will not "make
good" any investment loss you may suffer, nor can anyone we contract with
to provide certain services, such as selling agents or investment advisors,
offer or promise to make good any such losses.

. Share prices -- and therefore the value of your investment -- will increase
and decrease with changes in the value of the underlying securities and
other investments.

. Investing in any mutual fund, including those deemed conservative, involves
risk, including the possible loss of any money you invest.

. An investment in a single Fund, by itself, does not constitute a complete
investment plan.

. The Funds may invest a portion of their assets in U.S. Government
obligations. It is important to recognize that the U.S. Government does not
guarantee the market value or current yield of those obligations. Not all
U.S. Government obligations are backed by the full faith and credit of the
U.S. Treasury, and the U.S. Government's guarantee does not extend to the
Funds themselves.

. The Funds may use certain derivative instruments, such as options or
futures contracts. The term "derivatives" covers a wide number of
investments, but in general it refers to any financial instrument whose
value is derived, at least in part, from the price of another security or a
specified index, asset or rate. Some derivatives may be more sensitive to
interest rate changes or market moves, and some may be susceptible to
changes in yields or values due to their structure or contract terms.

. The Funds may temporarily hold assets in cash or in money market
instruments, including U.S. Government obligations, shares of other mutual
funds and repurchase agreements, or make other short-term investments,
either to maintain liquidity or for short-term defensive purposes when we
believe it is in the best interests of shareholders to do so. This practice
is expected to have limited, if any, effect on Fund objectives over the
long term.

. The Asset Allocation Fund and the taxable income funds invest a portion of
their assets in GNMAs, FNMAs and FHLMCs. Each are mortgage-backed
securities representing partial ownership of a pool of residential mortgage
loans. A "pool" or group of such mortgages is assembled and, after being
approved by the issuing entity, is offered to investors through securities
dealers. Mortgage-backed securities are subject to prepayment risk, which
can alter the maturity of the securities and also reduce the rate of return
on such investments. Collateralized mortgage obligations ("CMOs") represent
principal-only and interest-only portions of such securities that are
subject to increased interest-rate and credit risk.

. The market value of lower-rated debt securities and unrated securities of
comparable quality that the Income Fund may invest in tends to reflect
individual developments affecting the issuer to a greater extent than the
market value of higher-rated securities, which react primarily to
fluctuations in the general level of interest rates. Lower-rated securities
also tend to be more sensitive to economic conditions than higher-rated
securities. These lower-rated debt securities are considered by the rating
agencies, on balance, to be predominantly speculative with respect to the
issuer's capacity to pay interest and repay principal. These securities
generally involve more credit risk than securities in higher-rating
categories. Even securities rate "BBB" by S&P or by Moody's ratings which
are considered investment-grade, possess some speculative characteristics.

Investment practices and risk levels are carefully monitored. Every attempt
is made to ensure that the risk exposure for each Fund remains within the
parameters of its objective.

What follows is a general list of the types of risks (some of which are
described above) that may apply to a given Fund and a table showing some of
the additional investment practices that each Fund may use and the risks
associated with them. Additional information about these practices is
available in the Statement of Additional Information.

COUNTER-PARTY RISK -- The risk that the other party in a repurchase agreement or
other transaction will not fulfill its contract obligation.

CREDIT RISK -- The risk that the issuer of a debt security will be unable to
make interest payments or repay principal on schedule. If an issuer does
default, the affected security could lose all of its value, or be renegotiated
at a lower interest rate or principal amount. Affected securities might also
lose liquidity. Credit risk also includes the risk that a party in a transaction
may not be able to complete the transaction as agreed.

24
<PAGE>

GENERAL INVESTMENT RISKS (CONT'D)

CURRENCY RISK-- The risk that a change in the exchange rate between U.S. dollars
and a foreign currency may reduce the value of an investment made in a security
denominated in that foreign currency.

DIPLOMATIC RISK--The risk that an adverse change in the diplomatic relations
between the United States and another country might reduce the value of
liquidity of investments in either country.

EXPERIENCE RISK--The risk presented by a new or innovative security. The risk is
that insufficient experience exists to forecast how the security's value might
be affected by various economic conditions:

INFORMATION RISK--The risk that information about a security is either
unavailable, incomplete or is inaccurate.

INTEREST RATE RISK--The risk that changes in interest rates can reduce the value
of an existing security. Generally, when interest rates increase, the value of a
debt security decreases. The effect is usually more pronounced for securities
with longer maturities.

LEVERAGE RISK--The risk that an investment practice, such as lending portfolio
securities, may increase a Fund's exposure to market risk, interest rate risk or
other risks by, in effect, increasing assets available for investment.

LIQUIDITY RISK--The risk that a security cannot be sold, or cannot be sold
without adversely affecting the price.

MARKET RISK--The risk that the value of a stock, bond or other security will be
reduced by market activity. This is a basic risk associated with all
securities..

POLITICAL RISK--The risk that political actions, events or instability may be
unfavorable for investments made in a particular nation's or region's industry,
government or markets.

PREPAYMENT RISK--The risk that consumers will pre-pay mortgage loans, which can
alter the maturity of a mortgage-backed security, increase interest-rate risk,
and reduce rates of return.

REGULATORY RISK--The risk that changes in government regulations will adversely
affect the value of a security. Also the risk that an insufficiently regulated
market might permit inappropriate trading practices.

YEAR 2000 RISK--The Funds' principal service providers have advised the Funds
that they are working on the necessary changes to their computer systems to
avoid any system failure based on an inability to distinguish the year 2000 from
the year 1900, and that they expect their systems to be adapted in time. There
can, of course, be no assurance of success. In addition, the companies or
entities in which the Funds invest also could be adversely impacted by the Year
2000 issue. The extent of such impact cannot be predicted.

INVESTMENT PRACTICE/RISK
The following table lists some of the additional investment practices of the
Funds, including some not disclosed in the Investment Objective and Investment
Policies sections of the Prospectus. The risks indicated after the description
of the practice are NOT the only potential risks associated with that practice,
but are among the more prominent. Market risk is assumed for each. See the
Investment Objective and Investment Policies for each Fund or the Statement of
Additional Information for more information on these practices.

THESE INVESTMENT PRACTICES AND RISKS ARE COMMON TO ALL THE FUNDS:

<TABLE>
<CAPTION>
<S> <C>
- ------------------------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK

- ------------------------------------------------------------------------------------------------
FLOATING AND VARIABLE RATE DEBT
Instruments with interest rates that are adjusted either Interest Rate
on a schedule or when an index or benchmark changes. Credit Risk
- ------------------------------------------------------------------------------------------------
REPURCHASE AGREEMENTS
A transaction in which the seller of a security agrees to Credit and
buy back a security at an agreed upon time and price, Counter-Party
usually with interest. Risk
- ------------------------------------------------------------------------------------------------
OTHER MUTUAL FUNDS
The temporary investment in shares of another mutual Market
fund. A pro rata portion of the other fund's expenses, Risk
in addition to the expenses paid by the Funds, will be
borne by Fund shareholders.
- ------------------------------------------------------------------------------------------------
FOREIGN SECURITIES
Securities issued by a non-U.S. company or debt of a Information, Political,
foreign government in the form of an American Regulatory, Diplomatic,
Depositary Receipt or similar instrument. Liquidity and Currency
Risk
- ------------------------------------------------------------------------------------------------
</TABLE>

25
<PAGE>

GENERAL INVESTMENT RISKS (CONT'D)

<TABLE>
<CAPTION>
<S> <C>
- ------------------------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK

- ------------------------------------------------------------------------------------------------
PRIVATELY ISSUED SECURITIES
Securities that are not publicly traded but which may or Liquidity Risk
may not be resold in accordance with Rule 144A of the
Securities Act of 1933.
- ------------------------------------------------------------------------------------------------
LOANS OF PORTFOLIO SECURITIES
The practice of loaning securities to brokers, dealers and Credit, Counter-Party
financial institutions to increase return on those and Leverage Risk
securities. Loans may be made up to 1940 Act limits
(currently 33 1/3% of total assets).

- ------------------------------------------------------------------------------------------------
BORROWING POLICIES
The ability to borrow from banks for temporary Leverage Risk
purposes to meet shareholder redemptions.
- ------------------------------------------------------------------------------------------------
ILLIQUID SECURITIES
Liquidity Risk A security that cannot be readily sold,
or cannot be readily sold without negatively affecting its
fair price. Limited to 15% of total assets
(10% for money market funds).
- ------------------------------------------------------------------------------------------------

THESE INVESTMENT PRACTICES AND RISKS ARE COMMON TO
THE EQUITY AND ALLOCATION FUNDS:

- ------------------------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK
- ------------------------------------------------------------------------------------------------
OPTIONS
The right or obligation to receive or deliver a security Credit, Information
or cash payment depending on the security's price or the and Liquidity Risk
performance of an index or benchmark. Types of
options used may include: options on securities,
options on a stock index, stock index futures and
options on stock index futures to protect liquidity
and portfolio value.
- ------------------------------------------------------------------------------------------------

THESE INVESTMENT PRACTICES AND RISKS ARE COMMON TO THE INCOME FUNDS:

- ------------------------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK
- ------------------------------------------------------------------------------------------------
FORWARDING COMMITMENTS, WHEN-ISSUED SECURITIES
DELAYED DELIVERY TRANSACTIONS Interest Rate,
Securities bought or sold for delivery at a later date or Leverage, Credit and
bought or sold for a fixed price at a fixed date. Experience Risk
- ------------------------------------------------------------------------------------------------
MORTGAGE- AND ASSET-BACKED SECURITIES
Securities consisting of an undivided fractional Interest Rate, Credit,
interests in pools of consumer loans, such as mortgage Prepayment and
loans, car loans, credit card debt, or receivables held in Experience Risk
trust.
- ------------------------------------------------------------------------------------------------
HIGH YIELD SECURITIES
Debt securities of lower quality that produce generally Interest Rate and
higher rates of return. These securities tend to be Credit Risk
more sensitive to economic conditions and during
sustained periods of rising interest rates, may
experience interest and/or principal defaults.
- ------------------------------------------------------------------------------------------------
STRIPPED OBLIGATIONS
Securities that give ownership to either future Interest Rate Risk
payments of interest or a future payment of
principal, but not both. These securities tend to have
greater interest rate sensitivity than conventional debt
obligations. Each Fund may invest up to [20%] of
assets in interest-only or principal-only obligations, or
a combination thereof.
- ------------------------------------------------------------------------------------------------
LOAN PARTICIPATIONS
Debt obligations that represent a portion of a larger Credit Risk
loan made by a bank. Generally sold without guarantee
or recourse, some participations sell at
a discount because of the borrower's credit problems.
Limited to [5%] of total assets.
- -------------------------------------------------------------------------------------
</TABLE>

26
<PAGE>

ORGANIZATION AND MANAGEMENT OF THE FUNDS

A number of different entities provide services to the Funds. This section shows
how the Funds are organized, lists the entities that perform different services,
and explains how these service providers are compensated. Further information is
available in the Statement of Additional Information for the Funds.

ABOUT WELLS FARGO FUNDS TRUST
Wells Fargo Funds Trust (the "Trust") was organized as a Delaware business trust
on March 10, 1999. The Board of Trustees of the Trust supervises each Fund's
activities, monitors its contractual arrangements with various service providers
and decides upon matters of general policy.

The Trust was created to succeed to the assets and operations of the various
mutual funds in the Stagecoach Family of Funds and the Norwest Advantage Family
of Funds. The holding company of Wells Fargo Bank, the investment advisor to the
Stagecoach Family of Funds, and the holding company of Norwest Investment
Management, Inc., the investment advisor to the Norwest Advantage Family of
Funds, merged in November 1998. Each of the Funds described in this prospectus
is intended to succeed to the assets and operations of one or more Stagecoach
and/or Norwest Advantage Funds. One of these predecessor funds is expected to be
the "accounting survivor," which means that its performance and financial
statement history will be assumed by the Wells Fargo Funds Trust Fund. The
succession transactions are conditioned on shareholder approval by the
shareholders of the various Stagecoach and Norwest Advantage Funds. The Table on
page __ identifies the expected accounting survivors.

In the following sections, the percentages shown are the percentages of the
average daily net assets of each Fund class paid on an annual basis for the
services described.

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------------------------
BOARD OF TRUSTEES
- --------------------------------------------------------------------------------------------------
Supervises the Funds' activities
- --------------------------------------------------------------------------------------------------
INVESTMENT ADVISER CUSTODIAN
- --------------------------------------------------------------------------------------------------
<S> <C>
Wells Fargo Bank, N.A. Norwest Bank Minnesota, N.A.
525 Market St., San Francisco, CA 6th St. & Marquette, Minneapolis, MN
Manages the Funds' investment (All Funds except Asset Allocation Fund)
activities
Barclays Global Investors, N.A.
45 Fremont St., San Francisco, CA
(Asset Allocation Fund)

Provide safekeeping for the Funds' assets
- --------------------------------------------------------------------------------------------------
<CAPTION>
- --------------------------------------------------------------------------------------------------
INVESTMENT SUB-ADVISORS
- --------------------------------------------------------------------------------------------------
<S> <C>
Wells Capital Barclays Global
Management, Inc. Fund Advisors
525 Market Street 45 Fremont Street
San Francisco, CA San Francisco, CA
- --------------------------------------------------------------------------------------------------
<CAPTION>
- --------------------------------------------------------------------------------------------------
SHAREHOLDER
TRANSFER SERVICING
DISTRIBUTOR ADMINISTRATOR AGENT AGENTS
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Stephens Inc. BFDS Various Agents
111 Center St. Wells Fargo Bank, N.A. Two Heritage Drive
Little Rock, AR 525 Market St. Quincy, MA
Markets the Funds, San Francisco, CA Maintains records Provide
distributes shares, and Manages the of shares and services to
manages the Funds' Funds' business supervises the customers
business activities activities paying of dividends
- --------------------------------------------------------------------------------------------------

- --------------------------------------------------------------------------------------------------
FINANCIAL SERVICES FIRMS AND SELLING AGENTS
- --------------------------------------------------------------------------------------------------
Advise current and prospective shareholders on their Fund investments
- --------------------------------------------------------------------------------------------------

- --------------------------------------------------------------------------------------------------
SHAREHOLDERS
- --------------------------------------------------------------------------------------------------
</TABLE>

27
<PAGE>

ORGANIZATION AND MANAGEMENT OF THE FUNDS (CONT'D)

THE INVESTMENT ADVISOR
Wells Fargo Bank provides portfolio management and fundamental security analysis
services as the advisor for each of the Funds. Wells Fargo Bank, founded in
1852, is the oldest bank in the western United States and is one of the largest
banks in the United States. Wells Fargo Bank is a wholly owned subsidiary of
Wells Fargo & Company, a national bank holding company. As of March 31, 1999,
Wells Fargo Bank and its affiliates provided advisory services for over [$63]
billion in assets.

For providing these services, Wells Fargo Bank is entitled to receive the
following fees:

- ----------------------------------------------------------------------------
Equity and Allocation Funds
- ----------------------------------------------------------------------------
Asset Allocation Fund .80
- ----------------------------------------------------------------------------
Growth Fund .75
- ----------------------------------------------------------------------------
Income Equity Fund .75
- ----------------------------------------------------------------------------
Small Cap Fund .90
- ----------------------------------------------------------------------------
Income Funds
- ----------------------------------------------------------------------------
Income Fund .50
- ----------------------------------------------------------------------------
Intermediate Government Income Fund .50
- ----------------------------------------------------------------------------
Short-Intermediate U.S. Government Income Fund .50
- ----------------------------------------------------------------------------
Tax-Free Income Fund .40
- ----------------------------------------------------------------------------
Money Market Funds
- ----------------------------------------------------------------------------
Money Market Fund .40
- ----------------------------------------------------------------------------
Municipal Money Market Fund .25
- ----------------------------------------------------------------------------
U.S. Government Money Market Fund .35
- ----------------------------------------------------------------------------

THE SUB-ADVISORS
Wells Capital Management ("WCM"), a wholly owned subsidiary of Wells Fargo Bank
N.A., is the sub-advisor for the Growth, Small Cap, Short-Intermediate U.S.
Government Income and Money Market Funds. In this capacity, it is responsible
for the day-to-day investment management activities of the Funds. As of March
31, 1999, WCM provided advisory services for over [$32] billion in assets.

Barclays Global Fund Advisors ("BGFA"), a wholly owned subsidiary of Barclays
Global Investors, N.A. and an indirect subsidiary of Barclays Bank PLC, is the
sub-advisor for the Asset Allocation Fund. In this capacity, it is responsible
for the model that is used to manage the investment portfolio and the selection
of securities for the portfolio. BGFA was created from the reorganization of
Wells Fargo Nikko Investment Advisors, a former affiliate of Wells Fargo Bank,
and is one of the largest providers of index portfolio management services. As
of March 31, 1999, BGFA provided investment advisory services for [$575] billion
in assets.

THE ADMINISTRATOR
Wells Fargo Bank provides the Funds with administrative services, including
general supervision of each Fund's operation, coordination of the other services
provided to each Fund, compilation of information for reports to the SEC and
state securities commissions, preparation of proxy statements and shareholder
reports, and general supervision of data compilation in connection with
preparing periodic reports to the Trust's Trustees and officers. Wells Fargo
Bank also furnishes office space and certain facilities to conduct each Fund's
business. For providing these services, Wells Fargo Bank is entitled to receive
a fee of .15% of the average annual net assets of each Fund.

SHAREHOLDER SERVICING PLAN
We have a shareholder servicing plan for each Fund. Under this plan, we have
engaged various shareholder servicing agents to process purchase and redemption
requests, to service shareholder accounts, and to provide other related
services.

28
<PAGE>

ORGANIZATION AND MANAGEMENT OF THE FUNDS (CONT'D)

For these services each Fund pays shareholder servicing agents as follows:

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------
FUND Class A Class B Class C
- ----------------------------------------------------------------------------------------
<S> <C> <C> <C>
Asset Allocation Fund .25% .25% .25%
- ----------------------------------------------------------------------------------------
Growth Fund .25% .25% N/A
- ----------------------------------------------------------------------------------------
Income Equity Fund .25% .25% .25%
- ----------------------------------------------------------------------------------------
Small Cap Fund .25% .25% .25%
- ----------------------------------------------------------------------------------------

- ----------------------------------------------------------------------------------------
Income Fund .25% .25% N/A
- ----------------------------------------------------------------------------------------
Intermediate Government Income Fund .25% .25% .25%
- ----------------------------------------------------------------------------------------
Short-Intermediate U.S. Government Income Fund .25% .25% N/A
- ----------------------------------------------------------------------------------------
Tax-Free Income Fund .25% .25% .25%
- ----------------------------------------------------------------------------------------

- ----------------------------------------------------------------------------------------
Money Market Fund .25% .25% N/A
- ----------------------------------------------------------------------------------------
Municipal Money Market Fund .25% N/A N/A
- ----------------------------------------------------------------------------------------
U.S. Government Money Market Fund .25% N/A N/A
- ----------------------------------------------------------------------------------------
</TABLE>

29
<PAGE>

A CHOICE OF SHARE CLASSES

After choosing a Fund, your next most important choice is which share class to
buy. The following classes of shares are available through this Prospectus:

. CLASS A SHARES - with a front-end sales charge, volume reductions and
lower on-going expenses than Class B and Class C shares.

. CLASS B SHARES - with a contingent deferred sales charge ("CDSC")
payable upon redemption that diminishes over time, and higher on-going
expenses than Class A shares.

. CLASS C SHARES - with a 1.00% CDSC on redemptions made within one year of
purchase, and higher on-going expenses than Class A shares.

The choice between share classes is largely a matter of preference. You should
consider, among other things, the different fees and sales loads assessed on
each share class and the length of time you anticipate holding your investment.
If you prefer to pay sales charges up front, wish to avoid higher on-going
expenses, or, more importantly, you think you may qualify for volume discounts
based on the amount of your investment, then Class A shares may be the choice
for you.

You may prefer to see "every dollar working" from the moment you invest. If so,
then consider Class B or Class C shares. Please note that Class B shares convert
to Class A shares after seven years to avoid the higher on-going expenses
assessed against Class B shares.

Class C shares are available for the Asset Allocation, Income Equity, Small Cap,
Intermediate Government Income and Tax-Free Income Funds only. They are similar
to Class B shares, with some important differences. Unlike Class B shares, Class
C shares do not convert to Class A shares. The higher on-going expenses will be
assessed as long as you hold the shares. The choice between Class B and Class C
shares may depend on how long you intend to hold Fund shares before redeeming
them.

Please see the expenses listed for each Fund and the following sales charge
schedules before making your decision. You should also review the "Reduced Sales
Charges" section of the Prospectus. You may wish to discuss this choice with
your financial consultant.

CLASS A SHARE SALES CHARGE SCHEDULE
If you choose to buy Class A shares, you will pay the Public Offering Price
(POP) which is the Net Asset Value (NAV) plus the applicable sales charge. The
money market funds listed in this prospectus do not impose sales charges on the
purchase of Class A shares. Since sales charges are reduced for Class A share
purchases above certain dollar amounts, known as "breakpoint levels", the POP is
lower for these purchases.

CLASS A SHARES OF THE EQUITY AND ALLOCATION FUNDS LISTED IN THIS
PROSPECTUS HAVE THE FOLLOWING SALES CHARGE SCHEDULE:

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
FRONT-END SALES FRONT-END SALES DEALER
CHARGE AS % CHARGE AS % ALLOWANCE
AMOUNT OF PUBLIC OF NET AMOUNT AS % OF PUBLIC
OF PURCHASE OFFERING PRICE INVEST OFFERING PRICE
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------
Less than $50,000 5.75% 6.10% 5.00%
- ----------------------------------------------------------------------------------------------------------------------------
$50,000 to $99,999 4.75% 4.99% 4.00%
- ----------------------------------------------------------------------------------------------------------------------------
$100,000 to $249,999 3.75% 3.90% 3.00%
- ----------------------------------------------------------------------------------------------------------------------------
$250,000 to $499,999 2.75% 2.83% 2.25%
- ----------------------------------------------------------------------------------------------------------------------------
$500,000 to $999,999 2.00% 2.04% 1.75%
- ----------------------------------------------------------------------------------------------------------------------------
$1,000,000 and over/1/ 0.00% 0.00% 1.00%
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>

/1/ We will assess Class A shares purchases of $1,000,000 or more a 1.00% CDSC
if they are redeemed within one year from the date of purchase. Charges are
based on the lower of the NAV on the date of purchase or the date of
redemption.

<TABLE>
<CAPTION>
- ----------------------------------------------------------------------------------------------------------------------------
CLASS A SHARES OF THE INCOME FUNDS LISTED IN THIS PROSPECTUS HAVE
THE FOLLOWING SALES CHARGE SCHEDULE:
- ----------------------------------------------------------------------------------------------------------------------------
FRONT-END SALES FRONT-END SALES DEALER
CHARGE AS % CHARGE AS % ALLOWANCE
AMOUNT OF PUBLIC OF NET AMOUNT AS % OF PUBLIC
OF PURCHASE OFFERING PRICE INVEST OFFERING PRICE
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------------------
Less than $50,000 4.50% 4.71% 4.00%
- ----------------------------------------------------------------------------------------------------------------------------
$50,000 to $99,999 4.00% 4.17% 3.50%
- ----------------------------------------------------------------------------------------------------------------------------
$100,000 to $249,999 3.50% 3.63% 3.00%
- ----------------------------------------------------------------------------------------------------------------------------
$250,000 to $499,999 2.50% 2.56% 2.25%
- ----------------------------------------------------------------------------------------------------------------------------
$500,000 to $999,999 2.00% 2.04% 1.75%
- ----------------------------------------------------------------------------------------------------------------------------
$1,000,000 and over/1/ 0.00% 0.00% 1.00%
- ----------------------------------------------------------------------------------------------------------------------------
</TABLE>

CLASS B SHARE CDSC SCHEDULE
If you choose Class B shares, you buy them at NAV and agree that if you redeem
your shares within six years of the purchase date, you will pay a CDSC based on
how long you have held your shares. Certain exceptions apply (see "Class B and
Class C Share CDSC Reductions" and "Waivers for Certain Parties"). The CDSC
schedule is as follows:

30
<PAGE>

A CHOICE OF SHARE CLASSES (CONT'D)

- --------------------------------------------------------------------------------
CLASS B SHARES LISTED IN THIS PROSPECTUS HAVE
THE FOLLOWING SALES CHARGE SCHEDULE:
- --------------------------------------------------------------------------------
REDEMPTION 1 YEAR 2 YEARS 3 YEARS 4 YEARS 5 YEARS 6 YEARS 7 YEARS
WITHIN
- --------------------------------------------------------------------------------
5.00% 4.00% 3.00% 3.00% 2.00% 1.00% 0.00%
- --------------------------------------------------------------------------------

The CDSC percentage you pay is based on the lower of the NAV of the shares on
the date of the original purchase, or the NAV of the shares on the date of
redemption.

We always process partial redemptions so that the least expensive shares are
redeemed first in order to reduce your sales charges. After shares are held for
six years, the CDSC expires. After shares are held for seven years, the Class B
shares are converted to Class A shares to reduce your future on-going expenses.

SHAREHOLDERS OF FORMER STAGECOACH FUNDS who exchanged into these Funds on
September 17, 1999, are subject to the above CDSC schedule based on the purchase
date(s) of the Stagecoach shares, except that such shares convert to Class A
shares automatically after six years.

Class B shares purchased by shareholders of former Stagecoach Funds prior to
March 3, 1997 are subject to a CDSC if they are redeemed within four years of
purchase. The CDSC Schedule for these shares is below:

- ------------------------------------------------------------------------------
REDEMPTION 1 YEAR 2 YEARS 3 YEARS 4 YEARS 5 YEARS 6 YEARS
WITHIN
- ------------------------------------------------------------------------------
CDSC 3.00% 2.00% 1.00% 1.00% 0.00% 0.00%
- ------------------------------------------------------------------------------

SHAREHOLDERS OF THE FORMER NORWEST ADVANTAGE FUNDS who exchanged into these
Funds on September 17, 1999, are subject to the following sales charge schedules
on the exchanged shares:

- -------------------------------------------------------------------------------
Norwest Advantage Equity Funds
- -------------------------------------------------------------------------------
REDEMPTION YEAR 2 YEARS 3 YEARS 4 YEARS 5 YEARS 6 YEARS 7 YEARS 8 YEARS
WITHIN
- -------------------------------------------------------------------------------
4.0% 3.0% 3.0% 2.0% 2.0% 1.0% 0.0% A Shares
- -------------------------------------------------------------------------------

- -------------------------------------------------------------------------------
Norwest Advantage Income Funds
- -------------------------------------------------------------------------------
REDEMPTION 1 YEAR 2 YEARS 3 YEARS 4 YEARS 5 YEARS 6 YEARS 7 YEARS
WITHIN
- -------------------------------------------------------------------------------
3.0% 2.0% 2.0% 1.0% 0.0% 0.0% A Shares
- -------------------------------------------------------------------------------

The above-described schedules for shares of the former Stagecoach Funds and
Norwest Advantage Funds do not apply for any new shares purchased. If you
exchange these Class B shares for Class B shares of another Fund, you will
retain these CDSC schedules on your exchanged shares, but additional shares of
the newly purchased Fund will age at the higher CDSC schedule.

CLASS C SHARE CDSC SCHEDULE
If you choose Class C shares, you buy them at NAV and agree that if you redeem
your shares within one year of the purchase date, you will pay a CDSC of 1.00%.

The CDSC percentage you pay is based on the lower of the NAV on the date of the
original purchase, or the NAV on the date of redemption. The distributor pays
sales commissions of up to 1.00% of the purchase price of Class C shares to
selling agents at the time of the sale, and up to 1.00% annually thereafter.

We always process partial redemptions so that the least expensive shares are
redeemed first in order to reduce your sales charges. Class C shares do not
convert to Class A shares, and therefore continue to pay the higher on-going
expenses.

REDUCED SALES CHARGES

Generally, we offer more sales charge reductions for Class A shares than for
Class B and Class C shares, particularly if you intend to invest greater
amounts. You should consider whether you are eligible for any of the potential
reductions when you are deciding which share class to buy.

CLASS A SHARE REDUCTIONS:

. You pay no sales charges on Fund shares you buy with REINVESTED
distributions.

. You pay a lower sales charge if you are investing an amount over a
BREAKPOINT LEVEL. See the "Class A Share Sales Charge Schedule" above.

. By signing a LETTER OF INTENT (LOI), you pay a lower sales charge now in
exchange for promising to invest an amount over a specified breakpoint
within the next 13 months. We will hold in escrow shares equal to
approximately 5% of the amount you intend to buy. If you do not invest the
amount specified in the LOI before the expiration date, we will redeem
enough escrowed shares to pay the difference between the reduced sales load
you paid and the sales load you should have paid. Otherwise, we will
release the escrowed shares when you have invested the agreed amount.

. RIGHTS OF ACCUMULATION (ROA) allow you to combine the amount you invest
with the total NAV of shares you own in other Wells Fargo front-end load
Funds in order to reach breakpoint levels for a reduced load. We give you a
discount on the entire amount of the investment that puts you over the
breakpoint level.

31
<PAGE>

REDUCED SALES CHARGES (CONT'D)

. If you are REINVESTING THE PROCEEDS OF A WELLS FARGO FUND REDEMPTION for
shares on which you have already paid a front-end sales charge, you have
120 days to reinvest the proceeds of that redemption with no sales charge
into a Fund that charges the same or a lower front-end sales charge. If you
use such a redemption to purchase shares of a Fund with a higher front-end
sales charge, you will have to pay the difference between the lower and
higher charge.

. You may reinvest into a Wells Fargo Fund with no sales charge a REQUIRED
distribution from a pension, retirement, benefits, or similar plan for
which Wells Fargo Bank acts as trustee provided the distribution occurred
within the 30 days prior to your reinvestment.

If you believe you are eligible for any of these reductions, it is up to you to
ask the selling agent or the shareholder servicing agent for the reduction and
to provide appropriate proof of eligibility.

You, or your fiduciary or trustee, may also tell us to extend volume discounts,
including the reductions offered for rights of accumulation and letters of
intent, to include purchases made by:

. a family unit, consisting of a husband and wife and children under the age
of twenty-one or single trust estate;

. a trustee or fiduciary purchasing for a single fiduciary relationship; or

. the members of a "qualified group" which consists of a "company" (as
defined in the Investment Company Act of 1940 ("1940 Act")), and related
parties of such a "Company," which has been in existence for at least six
months and which has a primary purpose other than acquiring Fund shares at
a discount.

HOW A LETTER OF INTENT CAN SAVE YOU MONEY!
If you plan to invest, for example, $100,000 in a Wells Fargo Fund in
installments over the next year, by signing a letter of intent you would pay
only a 3.75% sales load on the entire purchase. Otherwise, you might pay 5.75%
on the first $50,000, then 4.75% on the next $49,999!

CLASS B AND CLASS C SHARE CDSC REDUCTIONS:

. You pay no CDSC on Funds shares you purchase with REINVESTED distributions.

. We waive the CDSC for all redemptions made because of SCHEDULED OR
MANDATORY distributions for certain retirement plans. (See your retirement
plan disclosure for details.)

. We waive the CDSC for redemptions made in the event of the SHAREHOLDER'S
DEATH OR FOR A DISABILITY SUFFERED AFTER PURCHASING SHARES. ("Disability"
is defined by the Internal Revenue Code of 1986.)

. We waive the CDSC for redemptions made at the DIRECTION of Wells Fargo in
order to, for example, complete a merger or close an account whose value
has fallen below the minimum balance.

. We waive Class C share CDSC for certain types of accounts.

For Class B shares purchased outside of an IRA or other qualified plan after May
18, 1999 for former Norwest Advantage Fund shareholders, after July 17, 1999 for
former Stagecoach Funds shareholders, and after September 17, 1999 for all other
shareholders, no CDSC is imposed on withdrawals that occur under the following
circumstances:

. Withdrawals are made by participating in the Systematic

. Withdrawal Plan; o Withdrawals may not exceed 10% of your fund assets
annually based on your anniversary date in the Systematic Withdrawal Plan;
and

. you must participate in the dividend and capital gain reinvestment program.

WAIVER FOR CERTAIN PARTIES
If you are eligible for certain waivers, we will sell you Class A shares so you
can avoid higher on-going expenses. The following people can buy Class A shares
at NAV:

. Current and retired employees, directors and officers of:

. Wells Fargo Funds and its affiliates;

. Wells Fargo Bank, Norwest Bank
and their affiliates;

. Stephens and its affiliates; and

. Broker-Dealers who act as selling agents.

. The spouses of any of the above, as well as the grandparents, parents,
siblings, children, grandchildren, aunts, uncles, nieces, nephews,
fathers-in- law, mothers-in-law, brothers-in-law and sisters-in-law of
either the spouse or the current or retired employee, director of
officer.

You may also buy Class A Fund shares at NAV if they are to be included in
certain retirement, benefits, pension or investment "wrap accounts" with whom
Wells Fargo Funds has reached an agreement, or through an omnibus account
maintained with a Fund by a broker/dealer.

32
<PAGE>

REDUCED SALES CHARGES (CONT'D)

We reserve the right to enter into agreements that reduce or eliminate sales
charges for groups or classes of shareholders, or for Fund shares included in
other investment plans such as "wrap accounts." If you own Fund shares as part
of another account or package such as an IRA or a sweep account, you must read
the directions for that account. These directions may supersede the terms and
conditions discussed here.

DISTRIBUTION PLAN

We have adopted a Distribution Plan for the Class B and Class C shares each
class of the Funds. The plan authorizes the payment of all or part of the cost
of preparing and distributing prospectuses and distribution-related services
including ongoing compensation to selling agents. The fees paid under these
plans are as follows:

- ---------------------------------------------------------------------------
FUND Class B Class C
- ---------------------------------------------------------------------------
Asset Allocation Fund .75% .75%
- ---------------------------------------------------------------------------
Growth Fund .75% N/A
- ---------------------------------------------------------------------------
Income Equity Fund .75% .75%
- ---------------------------------------------------------------------------
Small Cap Fund .75% .75%
- ---------------------------------------------------------------------------

- ---------------------------------------------------------------------------
Income Fund .75% N/A
- ---------------------------------------------------------------------------
Intermediate Government Income Fund .75% .75%
- ---------------------------------------------------------------------------
Short-Intermediate U.S. Government Income Fund .75% N/A
- ---------------------------------------------------------------------------
Tax-Free Income Fund .75% .75%
- ---------------------------------------------------------------------------

- ---------------------------------------------------------------------------
Money Market Fund .75% N/A
- ---------------------------------------------------------------------------
Municipal Money Market Fund N/A N/A
- ---------------------------------------------------------------------------
U.S. Government Money Market Fund N/A N/A
- ---------------------------------------------------------------------------

These fees are paid out of the Funds' assets on an on-going basis. Over time,
these fees will increase the cost of your investment and may cost you more than
paying other types of sales charges.

EXCHANGES

Exchanges between Wells Fargo Funds are two transactions: a sale of shares of
one Fund and the purchase of shares of another. In general, the same rules and
procedures that apply to sales and purchases apply to exchanges. There are,
however, additional factors you should keep in mind while making or considering
an exchange:

. You should carefully read the Prospectus for the Fund into which you wish
to exchange.

. Every exchange involves selling Fund shares and that sale may produce a
capital gain or loss for federal income tax purposes.

. If you are making an initial investment into a new Fund through an
exchange, you must exchange at least the minimum first purchase amount of
the Fund you are redeeming, unless your balance has fallen below that
amount due to market conditions.

. Any exchange between Funds you already own must meet the minimum redemption
and subsequent purchase amounts for the Funds involved.

. Exchanges between Class B shares, between Class C shares or between either
Class B or Class C shares and a Wells Fargo money market fund will not
trigger the CDSC. The new shares will continue to age according to their
original schedule while in the new Fund and will be charged the CDSC
applicable to the original shares upon redemption.

. Exchanges from any share class to a money market fund can only be
reexchanged for the original share class.

. In order to discourage excessive Fund transaction expenses that must be
borne by other shareholders, we reserve the right to limit or reject
exchange orders. Generally, we will notify you 60 days in advance of any
changes in your exchange privileges.

. You may make exchanges between like share classes. You may also exchange
from Class A, Class B or Class C shares and non-institutional class shares
to a non-institutional money market fund.

. Exchanges into Money Market Fund Class B shares are subject to certain
restrictions in addition to those described above.

33
<PAGE>

YOUR ACCOUNT

This section tells you how Fund shares are priced, how to open an account and
how to buy and sell Fund shares once your account is open.

PRICING FUND SHARES:

. As with all mutual fund investments, the price you pay to purchase
shares or the price you receive when you redeem shares is not determined
until after a request has been received in proper form.

. We determine the Net Asset Value ("NAV") of each class of the Funds' shares
each business day as of the close of regular trading on the NYSE. We
determine the NAV by subtracting the Fund class's liabilities from its
total assets, and then dividing the result by the total number of
outstanding shares of that class. Each Fund's assets are generally valued
at current market prices. See the Statement of Additional Information for
further disclosure.

. We process requests to buy or sell shares of the non-money market funds
each business day as of the close of regular trading on the New York Stock
Exchange ("NYSE"), which is usually 1:00 p.m. (Pacific time)/3:00 p.m.
(Central time). The Money Market Fund calculates NAV at 12:00 noon
(Pacific time)/2:00 p.m. (Central time), and the other money market funds
calculate NAV at 2:00 p.m. (Pacific time)/4:00 p.m. (central time). If the
markets close early, the Funds may close early and may value their shares
at earlier times under these circumstances. Any request we receive in
proper form before these times is processed the same day. Requests we
receive after the cutoff times are processed the next business day.

. The non-money market Funds are open for business on each day the NYSE is
open for business. NYSE holidays include New Year's Day, Martin Luther
King, Jr. Day, President's Day, Good Friday, Memorial Day, Independence
Day, Labor Day, Thanksgiving Day and Christmas Day. When any holiday falls
on a weekend, the NYSE typically is closed on the weekday immediately
before or after such holiday.

. The money market Funds are open for business each day Wells Fargo Bank is
open for business and are closed generally on federal bank holidays.

YOU CAN BUY FUND SHARES:

. By opening an account directly with the Fund (simply complete and return a
Wells Fargo Funds Trust application with proper payment);

. Through a brokerage account with an approved selling agent; or

. Through certain retirement, benefits and pension plans, or through certain
packaged investment products (please see the providers of the plan for
instructions).

MINIMUM INVESTMENTS:

. $1,000 per Fund minimum initial investment(1); or

. $100 per Fund if you use the Systematic Purchase Program; and

. $100 per Fund for all investments after your first.

- --------------
(1) Purchases of Class B shares in amounts of $250,000 or more require the
prior approval of your selling agent.

We may waive the minimum for Funds you purchase through certain retirement,
benefit and pension plans, through certain packaged investment products, or for
certain classes of shareholders as permitted by the SEC. Check the specific
disclosure statements and applications for the program through which you intend
to invest.

34
<PAGE>

YOUR ACCOUNT (CONT'D)

HOW TO BUY SHARES

The following section explains how you can buy shares directly from Wells Fargo
Funds. For Funds held through brokerage and other types of accounts, please
consult your Selling Agent.

- -----------------------------------------------
[You may start your account with $100 if you
elect the Systematic Purchase plan option on
the application.]
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
IF YOU ARE BUYING ADDITIONAL SHARES:
- --------------------------------------------------------------------------------
Make a check payable to the full name and share MAIL TO:
class of your Fund for at least $100. Be sure Wells Fargo Funds Trust
to write your account number on the check as c/o BFDS
well. PO Box _____
Quincy, MA
- -----------------------------------------------
Enclose the payment stub/card from your 02171
statement if available.
- --------------------------------------------------------------------------------

35
<PAGE>

YOUR ACCOUNT (CONT'D)

- --------------------------------------------------------------------------------
BY WIRE
- --------------------------------------------------------------------------------
IF YOU ARE BUYING SHARES FOR THE FIRST TIME:
- --------------------------------------------------------------------------------
If you do not currently have an account, MAIL TO:
complete a Wells Fargo Funds application. You Wells Fargo Funds Trust
must wire at least $1,000. Be sure to indicate c/o BFDS
the Fund name and the share class into which PO Box _____
you intend to invest. Quincy, MA
02171
- -----------------------------------------------
Mail the completed application. FAX TO:
- -----------------------------------------------
You may also fax the completed application 1-_____________
(with original to follow). You must first call
BFDS at 1-_____________ to notify them of an
incoming wire trade.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
IF YOU ARE BUYING ADDITIONAL SHARES:
- --------------------------------------------------------------------------------
Instruct your wiring bank to transmit at least WIRE TO:
$100 according to the instructions given to the Wells Fargo Funds Trust
right. Be sure to have the wiring bank include c/o State Street Bank
your current account number and the name your PO Box _____
account is registered in. Boston, MA
- -----------------------------------------------

Bank Routing Number:

---------

Wire Purchase Account
Number:

---------

Attention:
Wells Fargo Funds (Name
of Fund and Share Class)

Account Name:
(Registration Name
Indicated on Application)
---------------------------------

36
<PAGE>

YOUR ACCOUNT (CONT'D)

- --------------------------------------------------------------------------------
BY PHONE
- --------------------------------------------------------------------------------
IF YOU ARE BUYING SHARES FOR THE FIRST TIME:
- --------------------------------------------------------------------------------
You can only make your first purchase of a Fund by
phone if you already have an existing Wells Fargo
Funds Trust Account. Call:
- --------------------------------------------------
Call Investor Services and instruct the 1-800-222-8222
representative to either:

. transfer at least $1,000 from a linked
settlement account, or

. exchange at least $1,000 worth of shares from
an existing Wells Fargo Fund. Please see
"Exchanges" for special rules.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
IF YOU ARE BUYING ADDITIONAL SHARES:
- --------------------------------------------------------------------------------
Call Investor Services and instruct the Call:
representative to either: 1-800-222-8222
. transfer at least $100 from a linked
settlement account, or

. exchange at least $100 worth of shares from
another Wells Fargo Fund.
- --------------------------------------------------------------------------------

SELLING SHARES:

The following section explains how you can sell shares held directly through an
account with Wells Fargo Funds by mail or telephone. For Fund shares held
through brokerage and other types of accounts, please consult your Selling
Agent.

- --------------------------------------------------------------------------------
BY MAIL
- --------------------------------------------------------------------------------
IF YOU ARE SELLING SHARES FOR THE FIRST TIME:
- --------------------------------------------------------------------------------
Write a letter stating your account registration,
your account number, the Fund you wish to redeem
and the dollar amount ($100 or more) of the
redemption you wish to receive (or write "Full
Redemption").
- --------------------------------------------------
Make sure all the account owners sign the request.
- --------------------------------------------------
You may request that redemption proceeds be sent MAIL TO:
to you by check, by ACH transfer into a bank Wells Fargo Funds Trust
account, or by wire. Please call Investor c/o BFDS
Services regarding requirements for linking bank PO Box _____
accounts or for wiring funds. We reserve the Quincy, MA
right to charge a fee for wiring funds although it 02171
is not currently our practice to do so.
- --------------------------------------------------
Signature Guarantees are required for mailed
redemption requests over $5,000. You can get a
signature guarantee at financial institutions such
as a bank or brokerage house. We do not accept
notarized signatures.
- --------------------------------------------------------------------------------

37
<PAGE>

YOUR ACCOUNT (CONT'D)

- --------------------------------------------------------------------------------
BY PHONE
- --------------------------------------------------------------------------------
Call Investor Services to request a redemption of at least $100.
Be prepared to provide your account number and Taxpayer
Identification Number.
- -----------------------------------------------------------------
Unless you have instructed us otherwise, only one account owner
needs to call in redemption requests.
- -----------------------------------------------------------------
You may request that redemption proceeds be sent to you by check,
by transfer into an ACH-linked bank account, or by wire. Please
call Investor Services regarding requirements for linking bank
accounts or for wiring funds. We reserve the right to charge a CALL:
fee for wiring funds although it is not currently our practice 1-800-222-8222
to do so.
- -----------------------------------------------------------------
Telephone privileges are automatically made available to you
unless you specifically decline them on your application or
subsequently in writing.
- -----------------------------------------------------------------
Phone privileges allow us to accept transaction instructions by
anyone representing themselves as the shareholder and who
provides reasonable confirmation of their identity, such as
providing the Taxpayer Identification Number on the account. We
will not be liable for any losses incurred if we follow telephone
instructions we reasonably believe to be genuine.
- -----------------------------------------------------------------
Telephone requests are not accepted if the address on your
account was changed by phone in the last 15 days.
- --------------------------------------------------------------------------------

- --------------------------------------------------------------------------------
GENERAL NOTES FOR SELLING SHARES
- --------------------------------------------------------------------------------
We determine the NAV of non-money market funds each day as of the close of
regular trading on the NYSE, which is generally 1:00 PM (Pacific time)/3:00 P.M.
(Central time). We determine the NAV of the Money Market Fund at 12:00 noon
(Pacific time)/2:00 P.M. (Central time) and we determine the NAV of the other
money market funds each day as of 2:00 P.M. (Pacific time)/4:00 P.M. (Central
time). If any of the markets for the Funds close early, the Funds may close
early, and may value their shares at earlier times under these circumstances.
- --------------------------------------------------------------------------------
Your redemptions are net of any applicable CDSC.
- --------------------------------------------------------------------------------
We will process requests to sell shares at the first NAV calculated after a
request in proper form is received. Requests received before the cutoff times
are processed on the same business day.
- --------------------------------------------------------------------------------
If your purchased shares through a packaged investment product or retirement
plan, read the directions for selling shares provided by the product or plan.
There maybe special requirements that supersede the directions in this
Prospectus.
- --------------------------------------------------------------------------------
We reserve the right to delay payment of a redemption so that we may be
reasonably certain that investments made by check or Systematic Purchase Plan
have been collected. Payments of redemptions also may be delayed under
extraordinary circumstances or as permitted by the SEC in order to protect
remaining shareholders.
- --------------------------------------------------------------------------------
Generally, we pay redemption requests in cash, unless the redemption request is
for more than $250,000 or 1% of the net assets of the Fund by a single
shareholder over any ninety-day period. If a request for a redemption is over
these limits, it may be to the detriment of existing shareholders to pay such
redemption in cash. Therefore, we may pay all or part of the redemption in
securities of equal value.
- --------------------------------------------------------------------------------

38
<PAGE>

ADDITIONAL SERVICES AND OTHER INFORMATION

AUTOMATIC PROGRAMS:
These programs help you conveniently purchase and/or redeem shares each month.
Call Investor Services 1-800-222-8222 for more information.

. SYSTEMATIC PURCHASE PLAN - With this program, you can regularly purchase
shares of a Wells Fargo Fund with money automatically transferred from a
linked bank account. Simply select the Fund you would like to purchase,
specify an amount of at least $100, and tell us the day of the month you
would like the money invested. If you do not specify a date, we will
transfer the money and invest in shares of the Fund you select on or about
the 25th day of the month.

. SYSTEMATIC EXCHANGE PLAN - With this program, you can regularly exchange
shares of a Wells Fargo Fund you own for shares of another Wells Fargo
Fund. The exchange amount must be at least $100, and the exchange will take
place on or about the 25th of each month. See the "Exchanges" section of
this prospectus for the conditions that apply to your shares. This feature
may not be available for certain types of accounts.

. SYSTEMATIC WITHDRAWAL PLAN - With this program, you can regularly redeem
shares and receive the proceeds by check or by transfer to a linked bank
account. Simply specify an amount of at least $100 and we will sell your
shares equal to that amount on or about the 25th of each month. To
participate in this program, you:
. must have a Fund account value at $10,000 or more;
. must have your distributions reinvested; and
. may not simultaneously participate in the Systematic Purchase Plan.

It generally takes about ten days to establish a plan once we have received your
instructions. It generally takes about five days to change or cancel
participation in a plan. We automatically cancel your program if the linked bank
account your specified is closed.

DIVIDEND AND CAPITAL GAIN DISTRIBUTIONS OPTIONS
The Funds in this Prospectus pay dividends periodically and make capital gains
distributions annually. The equity funds, except the Small Cap Fund, pay any
dividends quarterly. The Small Cap Fund pays any dividends annually. The income
and money market funds pay any dividends monthly.

We offer the following distribution options:

. AUTOMATIC REINVESTMENT OPTION - Lets you buy new shares of the same class
of the Fund that generated the distributions. The new shares are purchased
at NAV generally on the day the income is paid. This option is
automatically assigned to your account unless you specify another plan.

. CHECK PAYMENT OPTION - Allows you to receive checks for distributions
mailed to your address of record or to another name and address which you
have specified in written, signature guaranteed instructions. If checks
remain uncashed for six months or are undeliverable by the Post Office, we
will reinvest the distributions at the earliest date possible.

TWO THINGS TO KEEP IN MIND ABOUT DISTRIBUTIONS
Remember, distributions have the effect of reducing the NAV per share by the
amount distributed. Also, distributions on new shares shortly after purchase
would be in effect a return of capital, although the distribution may still be
taxable to you.

TAXES
The following discussion regarding taxes is based on laws that were in effect as
of the date of this Prospectus. The discussion summarizes only some of the
important tax considerations that affect the Funds and you as a shareholder. It
is not intended as a substitute for careful tax planning. You should consult
your tax advisor about your specific tax situation. Federal income tax
considerations are discussed further in the Statement of Additional Information.

Dividends distributed from the Tax-Free Income Fund and Municipal Money Market
Fund attributable to their net interest income from tax-exempt securities will
not be subject to federal income tax. Dividends distributed from these and the
other Funds attributable to their income from other investments and net
short-term capital gain (generally, the excess of net short-term capital gains
over net long-term capital losses) will be taxable to you as ordinary income.
Corporate shareholders may be able to deduct a portion of their dividends when
determining their taxable income.

We will pass on to you any net capital gain (generally the excess of net long-
term capital gains over net short-term capital losses) earned by a Fund as a
capital gain distribution. In general, these distributions will be taxable to
you as long-term capital gains which may qualify for taxation at preferential
rates in the hands of non-corporate shareholders. Any distribution that is not
from net investment income, short term capital gains, or net capital gain may be
characterized as a return of capital to shareholders.

39
<PAGE>

ADDITIONAL SERVICES AND OTHER INFORMATION (CONT'D)

In general, all distributions will be taxable to you when paid even if they are
paid in additional Fund shares. However, distributions declared in October,
November and December are distributed by the following January will be taxable
as if they were paid on December 31 of the year in which they were declared. We
will notify you annually as to the status of your Fund distributions.

If you buy shares of a Fund shortly before any distribution, your distribution
from the Fund will, in effect, be a taxable return of part of your investment.
Similarly, if you buy shares of a Fund that holds appreciated securities in its
portfolio, you will receive a taxable return of part of your investment is and
when the Fund sells the appreciated securities and realizes the gain. Some of
the Funds have built up, or have the potential to build up, high levels of
unrealized appreciation.

Except in the case of Money Market Funds, your redemptions (including
redemptions in-kind) and exchanges of Fund shares will ordinarily result in a
taxable capital gain or loss, depending on the amount you receive for your
shares (or are deemed to receive in the case of exchanges) and the amount you
paid (or are deemed to have paid) for them. As long as a Money Market Fund
continually maintains a $1.00 NAV, you ordinarily will not recognize taxable
gain or loss on the redemption or exchange of such Fund shares.

Foreign shareholders may be subject to different tax treatment, including
withholding taxes. In certain circumstances, U.S. residents may also be subject
to backup withholding at a 13% rate on distributions from and redemption
proceeds paid by a Fund.

TABLE OF PREDECESSORS

The Funds described in this Prospectus were created as part of the
reorganization of the Stagecoach Family of Funds, advised by Wells Fargo Bank,
N.A., and the Norwest Advantage Family of Funds, advised by Norwest Investment
Management, Inc., into a single mutual fund complex. The reorganization followed
the merger of the advisers' parent companies.

The chart below indicates the Stagecoach and Norwest Advantage portfolios that
are expected to be the accounting survivors.

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------
<S> <C>
WELLS FARGO ACCOUNTING
FUNDS TRUST SURVIVOR
- ------------------------------------------------------------------------------------------------------
EQUITY AND ALLOCATION FUNDS
- ------------------------------------------------------------------------------------------------------
Asset Allocation Fund Stagecoach Asset Allocation Fund
- ------------------------------------------------------------------------------------------------------
Growth Fund Stagecoach Growth Fund
- ------------------------------------------------------------------------------------------------------
Income Equity Fund Norwest Advantage Income Equity Fund
- ------------------------------------------------------------------------------------------------------
Small Cap Fund Stagecoach Small Cap Fund
- ------------------------------------------------------------------------------------------------------
INCOME FUNDS
- ------------------------------------------------------------------------------------------------------
Income Fund Norwest Advantage Income Fund
- ------------------------------------------------------------------------------------------------------
Intermediate Government Norwest Advantage Intermediate
Income Fund Government Income Fund
- ------------------------------------------------------------------------------------------------------
Short-Intermediate U.S. Stagecoach Short-Intermediate U.S.
Government Income Fund Government Income Fund
- ------------------------------------------------------------------------------------------------------
Tax-Free Income Fund Norwest Advantage Tax-Free Income Fund
- ------------------------------------------------------------------------------------------------------
MONEY MARKET FUNDS
- ------------------------------------------------------------------------------------------------------
Money Market Fund Stagecoach Money Market Fund
- ------------------------------------------------------------------------------------------------------
Municipal Money Market Norwest Advantage Municipal Money
Fund Market Fund
- ------------------------------------------------------------------------------------------------------
U.S. Government Money Market Fund Norwest Advantage U.S. Government Fund
- ------------------------------------------------------------------------------------------------------
</TABLE>

40
<PAGE>

GLOSSARY

We provide the following definitions to assist you in reading this prospectus.
For a more complete understanding of these terms you should consult your
financial adviser.

ACH
Refers to the "Automated Clearing House" system maintained by the Federal
Reserve Bank which allows banks to process checks, transfer funds and perform
other tasks.

AMERICAN DEPOSITARY RECEIPTS ("ADRS")
Receipts for non-U.S. company stocks. The stocks underlying ADRs are typically
held in bank vaults. The ADR's owner is entitled to any capital gains or
dividends. ADRs are one way of owning an equity interest in foreign companies.

ANNUAL AND SEMI-ANNUAL REPORT
A document that provides certain financial and other important information for
the most recent reporting period and each Fund's portfolio of investments.

ASSET-BACKED SECURITIES
Securities consisting of an undivided fractional interest in pools of consumer
loans, such as car loans or credit card debt, or receivables held in trust.

BELOW INVESTMENT-GRADE
Securities rated BBB or lower by S&P or Baa or lower by Moody's Investor
Services, or that may be unrated securities or securities considered to be "high
risk."

BUSINESS DAY
Any day the New York Stock Exchange is open is a business day for the Funds.

CAPITAL APPRECIATION, CAPITAL GROWTH
The increase in the value of a security. See also "total return."

CAPITALIZATION
When referring to the size of a company, capitalization means the total number
of a company's outstanding shares of stock multiplied by the price per share.
This is an accepted method of determining a company's size and is sometimes
referred to as "market capitalization."

CAPITAL STRUCTURE
Refers to how a company has raised money to operate. Can include, for example,
borrowing or selling stock.

COMMERCIAL PAPER
Debt instruments issued by banks, corporations and other issuers to finance
short-term credit needs. Commercial paper typically is of high credit quality
and offers below market interest rates.

CONVERTIBLE DEBT SECURITIES
Bonds or notes that are exchangeable for equity securities at a set price on a
set date or at the election of the holder.

CURRENT INCOME
Earnings in the form of dividends or interest as opposed to capital growth. See
also "total return."

DEBT SECURITIES
Generally, a promise to pay interest and repay principal by an individual or
group of individuals sold as a security. The owner of the security is entitled
to receive any such payments. Examples include bonds and mortgage- and other
asset-backed securities and can include securities in which the right to receive
interest and principal repayment have been sold separately.

DERIVATIVES
Securities whose values are derived in part from the value of another security
or index. An example is a stock option.

DISTRIBUTIONS
Dividends and/or capital gains paid by a Fund on its shares.

DIVERSIFIED
A diversified fund, as defined by the Investment Company Act of 1940, is one
that invests in cash, Government securities, other investment companies and no
more than 5% of its total assets in a single issuer. These policies must apply
to 75% of the Funds' total assets.

DOLLAR-DENOMINATED
Securities issued by foreign banks, companies or governments in U.S. dollars.

DOLLAR ROLLS
Similar to a reverse Repurchase Agreement, dollar rolls are simultaneous
agreements to sell a security held in a portfolio and to purchase a similar
security at a future date at an agreed-upon price.

41
<PAGE>

GLOSSARY (CONT'D)

DURATION
A measure of a security's or portfolio's sensitivity to changes in interest
rates. Duration is usually expressed in years, with longer durations typically
more sensitive to interest rate changes than shorter durations.

FDIC
The Federal Deposit Insurance Corporation. This is the company that provides
federally sponsored insurance covering bank deposits such as savings accounts
and CDs. Mutual funds are not FDIC insured.

FHLMC
FHLMC securities are commonly known as "Freddie Mac" and are issued by the
Federal Home Loan Mortgage Corporation.

FNMA
FNMA securities are known as "Fannie Maes" are issued by the Federal National
Mortgage Association, and FHLMC securities as "Freddie Mac" and are issued by
the Federal Home Loan Mortgage Corporation.

GNMA
GNMA securities are commonly known as "Ginnie Maes" and are issued by the
Government National Mortgage Association.

HEDGE
Strategy used to offset investment risk. A perfect hedge is one eliminating the
possibility of future gain or loss.

ILLIQUID SECURITY
A security which cannot be readily sold, or cannot be readily sold without
negatively affecting its fair price.

INITIAL PUBLIC OFFERING
The first time a company's stock is offered for sale to the public.

INVESTMENT-GRADE DEBT
A type of bond rated in the top four investment categories by a nationally
recognized ratings organization. Generally these are bonds whose issuers are
considered to have a strong ability to pay interest and repay principal,
although some investment-grade bonds may have some speculative characteristics.

LIQUIDITY
The ability to readily sell a security at a fair price.

MONEY MARKET INSTRUMENTS
High-quality short-term instruments meeting the requirements of Rule 2a-7 of the
1940 Act, such as bankers' acceptances, commercial paper, repurchase agreements
and government obligations. In a money market fund, average portfolio maturity
does not exceed 90 days, and all investments have maturities of 397 days or less
at the time of purchase.

MOODY'S
A nationally recognized ratings organization.

NATIONALLY RECOGNIZED RATING ORGANIZATION (NRRO)
A company that examines the ability of a bond issuer to meet its obligations and
which rates the bonds accordingly.

NET ASSET VALUE (NAV)
The value of a single fund share. It is determined by adding together all of a
Fund's assets, subtracting accrued expenses and other liabilities, then dividing
by the total number of shares. The NAV is calculated separately for each class
of the Fund, and is determined as of the close of regular trading on each
business day the NYSE is open, typically 1:00 P.M. (Pacific time).

OPTIONS
An option is the right to buy or sell a security based on an agreed upon price
for at a specified time. For example, an option may give the holder of a stock
the right to sell the stock to another party, allowing the seller to profit if
the price has fallen below the agreed price. Options may also be based on the
movement of an index such as the S&P 500.

PRESERVATION OF CAPITAL
The attempt by a fund's manager to reduce drops in the net asset value of fund
shares in order to preserve the initial investment.

PRINCIPAL STABILITY
The degree to which share prices for a fund remain steady. Money market funds
attempt to achieve the highest degree of principal stability by maintaining a
$1.00 per share net asset value. More aggressive funds may not consider
principal stability an objective.

42
<PAGE>

GLOSSARY (CONT'D)

PUBLIC OFFERING PRICE (POP)
The NAV with the sales load added.

PRICE-TO-EARNINGS RATIO
The ratio between a stock's price and its historical, current or anticipated
earnings. Low ratios typically indicate a high yield. High ratios are
characteristic of growth stocks which generally have low current yields.

REPURCHASE AGREEMENT
An agreement between a buyer and seller of a security in which the seller agrees
to repurchase the security at an agreed upon price and time.

RUSSELL 1000 INDEX
An index comprised of 1000 largest firms listed on the Russell 3000 Index. The
Russell 3000 Index is a listing of 3000 corporations by the Frank Russell
Company that is intended to be representative of the U.S. economy. The Russell
1000 is considered a "large cap" index.

RUSSELL 2000 INDEX
An index comprised of the 2000 smallest firms listed on the Russell 3000 Index.
The Russell 3000 Index is a listing of 3000 corporations by the Frank Russell
Company that is intended to be representative of the U.S. economy. The Russell
2000 is considered a "small cap" index.

SELLING AGENT
A person who has an agreement with the Funds' distributors that allows them to
sell a Fund's shares.

SHAREHOLDER SERVICING AGENT
Anyone appointed by the Fund to maintain shareholder accounts and records,
assist and provide information to shareholders or perform similar functions.

SIGNATURE GUARANTEE
A guarantee given by a financial institution that has verified the identity of
the maker of the signature.

S&P, S&P 500 INDEX
Standard and Poors, a nationally recognized ratings organization. S&P's also
publishes various indexes or lists of companies representative of sectors of the
U.S. economy.

STATEMENT OF ADDITIONAL INFORMATION
A document that supplements the disclosure made in the Prospectus.

STRIPPED TREASURY SECURITIES
Debt obligations in which the interest payments and the repayment of principal
are separated and sold as securities.

TAXPAYER IDENTIFICATION NUMBER
Usually the social security number for an individual or the Employer
Identification Number for a corporation.

TOTAL RETURN
The total value of capital growth and the value of all distributions, assuming
that distributions were used to purchase additional shares of the Funds.

TURNOVER RATIO
The percentage of the securities held in a Fund's portfolio, other than
short-term securities, that were bought or sold within a year.

UNDERVALUED
Describes a stock that is believed to be worth more than its current price.

U.S. GOVERNMENT OBLIGATIONS
Obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities.

VALUE STRATEGY
A strategy of investing which tries to identify and buy undervalued stocks under
the assumption that the stock will eventually rise to its "fair market" value.

WARRANTS
The right to buy a stock at a set price for a set time.

WEIGHTED-AVERAGE MATURITY
The average maturity for the debt securities in a portfolio on a
dollar-for-dollar basis.

ZERO COUPON BONDS
Bonds that make no periodic interest payments and which are usually sold at a
discount of their face value. Zero coupon bonds are subject to interest rate and
credit risk.

43
<PAGE>

BACK COVER

WELLS FARGO FUNDS TRUST

You may wish to review the following documents:

STATEMENT OF ADDITIONAL INFORMATION
supplements the disclosures made by this Prospectus. The Statement of Additional
Information has been filed with the SEC and is incorporated by reference into
this Prospectus and is legally part of this Prospectus.

ANNUAL/SEMI-ANNUAL REPORT
provides certain financial and other important information, including a
discussion of the market conditions and investment strategies that significantly
affected Fund performance, for the most recent reporting period.

These documents are available free of charge:
Call 1-800-222-8222, or
Write to:
Wells Fargo Funds Trust
PO Box 7066
San Francisco, CA 94120-7066

Visit the SEC's web site:
http://www.sec.gov, or

Request copies for a fee by writing to:
SEC Public Reference Room, Washington, DC 20549-6009
(call: 1-800-SEC-0330 for details)

<PAGE>

FRONT COVER

WELLS FARGO FUNDS TRUST
PROSPECTUS

Asset Allocation Please read this prospectus and keep it for
Fund Growth Fund future reference. It is designed to provide you
Income Equity Fund with important information and to help you
Small Cap Fund decide if a Fund's goals match your own.

Income Fund THESE SECURITIES HAVE NOT BEEN APPROVED
Intermediate Government OR DISAPPROVED BY THE SECURITIES AND
Income Fund EXCHANGE COMMISSION ("SEC") NOR HAS
Short-Intermediate THE SEC PASSED UPON THE ACCURACY OR
U.S. Government ADEQUACY OF THIS PROSPECTUS. ANY
Income Fund REPRESENTATION TO THE CONTRARY IS A
Tax-Free Income Fund CRIMINAL OFFENSE.

Cash Investment Fund FUND SHARES ARE NOT DEPOSITS OF
Municipal Money Market WELLS FARGO BANK, N.A. ("WELLS FARGO BANK"),
Fund OR ANY OF ITS AFFILIATES. FUND SHARES ARE
Treasury Plus Money NOT INSURED OR GUARANTEED BY THE FEDERAL
Money Market Fund DEPOSIT INSURANCE CORPORATION ("FDIC"),
U.S. Government Money OR ANY OTHER GOVERNMENT AGENCY. AN INVESTMENT
Market Fund IN A FUND INVOLVES CERTAIN RISKS, INCLUDING
POSSIBLE LOSS OF PRINCIPAL.

Service Class and
Institutional Class

1
<PAGE>

INSIDE FRONT COVER

TABLE OF CONTENTS

Overview OBJECTIVES AND PRINCIPAL STRATEGIES
Important Risks
This section contains important
summary information about the PERFORMANCE HISTORY
Funds. SUMMARY OF EXPENSES

- ---------------------------------------------------------------------------
THE FUNDS ASSET ALLOCATION FUND
GROWTH FUND
This section contains important INCOME EQUITY FUND
information about the individual SMALL CAP FUND
Funds.
Income Fund
Intermediate Government Income Fund
SHORT-INTERMEDIATE U.S. GOVERNMENT
Income Fund
Tax-Free Income Fund

CASH INVESTMENT FUND
MUNICIPAL MONEY MARKET FUND
TREASURY PLUS MONEY MARKET FUND
U.S. GOVERNMENT MONEY MARKET FUND

GENERAL INVESTMENT RISKS
ORGANIZATION AND MANAGEMENT
OF THE FUNDS

- ---------------------------------------------------------------------------
Your Investment

Turn to this section for information YOUR ACCOUNT
on your investments including HOW TO BUY SHARES
how to buy and sell Fund shares. SELLING SHARES
Exchanges

OTHER INFORMATION
TABLE OF PREDECESSORS

- ---------------------------------------------------------------------------
Glossary

2
<PAGE>

WELLS FARGO FUNDS OVERVIEW

<TABLE>
<CAPTION>
FUND
- ----------------------------------------------------------------------------------------------------------------------------------
EQUITY AND ALLOCATION FUNDS OBJECTIVE PRINCIPAL STRATEGY
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSET ALLOCATION Seeks long-term total return, consistent with We allocate and reallocate assets among common stocks,
FUND reasonable risk. U.S. Treasury bonds and money market instruments. We
invest in asset classes that we believe are under-valued
in order to achieve better long-term, risk-adjusted
returns.
- ------------------------------------------------------------------------------------------------------------------------------------

GROWTH FUND Seeks long-term capital appreciation. We invest in equity securities of domestic and foreign
companies whose market capitalization falls within the
range of the Russell 1000 Index, which is considered a
mid- to large-capitalization index. We buy stocks of
companies that have a strong earnings growth trend and
above-average prospects for future growth, or that we
believe are undervalued.
-----------------------------------------------------------------------------------------------------------------------------------

INCOME EQUITY Seeks long-term capital appreciation and We invest in the common stocks of large, high quality
FUND above-average dividend income. domestic companies with above-average return potential
and above-average dividend income. We consider "large"
companies to be those whose market capitalization is
greater than the median of the companies in the Russell
1000 Index, which is considered a mid- to large-
capitalization index.
- ------------------------------------------------------------------------------------------------------------------------------------

SMALL CAP FUND Seeks long-term capital appreciation. We invest in equity securities of domestic and foreign
companies whose market capitalization falls within the
range of the Russell 2000 Index, which is considered a
small capitalization index. We buy stocks that we
believe have above-average prospects for capital growth,
or that may be involved in new or innovative products,
services and processes.
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

3
<PAGE>

WELLS FARGO FUNDS OVERVIEW

<TABLE>
<CAPTION>
FUND OBJECTIVE PRINCIPAL STRATEGY
- ----------------------------------------------------------------------------------------------------------------------------------
TAXABLE INCOME FUNDS
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
INCOME FUND Seeks current income and total return. We invest in corporate, mortgage-backed, asset-backed, and
U.S. Government debt securities primarily of
investment-grade quality or better. We maintain the average
dollar-weighted maturity of the portfolio between 3 and 15
years, and apply fundamental economic, credit and market
analysis to increase portfolio performance.
- ----------------------------------------------------------------------------------------------------------------------------------

INTERMEDIATE Seeks current income, consistent with We invest in investment-grade, intermediate-term (3-10
GOVERNMENT safety of principal. years) U.S. Government securities, and also in certain debt
INCOME FUND securities that are not U.S. Government securities. We
invest up to 50% of our assets in mortgage-backed
securities, and up to 25% of our assets in other
asset-backed securities.

- ----------------------------------------------------------------------------------------------------------------------------------

SHORT-INTERMEDIATE Seeks current income and safety of We invest in investment-grade, short-term (1-5 years).
U.S. GOVERNMENT capital.
INCOME FUND

- ----------------------------------------------------------------------------------------------------------------------------------
TAX-FREE INCOME FUNDS
- ----------------------------------------------------------------------------------------------------------------------------------

TAX-FREE INCOME Seeks current income exempt from federal We invest in investment-grade municipal securities with
FUND income taxes. average maturities of 10-20 years and with interest that is
exempt from federal income taxes, though some of our holdings
may be subject to the alternative minimum tax ("AMT").

- ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

4
<PAGE>

WELLS FARGO FUNDS OVERVIEW

- ------------------------------------------------------------------------------------------------------------------------------------

[SERVICE] MUNICIPAL Seeks high current income exempt from federal We invest in high-quality, short-term federally tax-exempt
MONEY MARKET FUND income taxes, while preserving capital and instruments, whose income may be subject to the federal
liquidity. AMT. We may invest up to 35% of the Fund's assets in
issuers in a single state.
- ------------------------------------------------------------------------------------------------------------------------------------

[SERVICE] TREASURY PLUS Seeks current income and stability of We invest in obligations issued or guaranteed by the U.S.
MONEY MARKET principal. Treasury, and in notes, bonds and repurchase agreements
FUND which are collateralized or secured by Treasury
obligations.
- ------------------------------------------------------------------------------------------------------------------------------------

U.S. GOVERNMENT Seeks high current income, while preserving We invest in high-quality, short-term U.S. Government
MONEY MARKET capital and liquidity. obligations and in repurchase agreements collateralized
FUND by such obligations.

- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
5
<PAGE>

DEBT SECURITIES. The Asset Allocation Fund, the income funds, and money market
funds invest in debt securities, such as notes and bonds, which are subject to
credit risk and interest rate risk. Credit risk is the possibility that an
issuer of an instrument will be unable to make interest payments or repay
principal. Changes in the financial strength of an issuer or changes in the
credit rating of a security may affect its value. Interest rate risk is the risk
that interest rates may increase, which will reduce the resale value of
securities in a Fund's investments, including U.S. Government obligations. Debt
securities with longer maturities are generally more sensitive to interest rate
changes than those with shorter maturities. Changes in market interest rates do
not affect the rate payable on debt securities held in a Fund, unless the have
adjustable or variable rate features, which can reduce interest rate risk.
Changes in market interest rates may also extend or shorten the duration of
certain types of instruments, such as asset-backed securities, and affect their
value and the return on your investment. The equity funds may invest some of
their assets in debt securities.

- -------------------------------------------------------------------------------
FUND SPECIFIC RISKS
- -------------------------------------------------------------------------------

EQUITY AND ALLOCATION
FUNDS
- -------------------------------------------------------------------------------
ASSET ALLOCATION FUND This Fund uses an investment model that seeks
undervalued asset classes. There is no guarantee that
the model will make accurate determinations or that an
asset class we believe is undervalued will perform as
expected.

- -------------------------------------------------------------------------------
GROWTH FUND This Fund is primarily subject to the equity securities
risks described in the Common Risks section, above.
- -------------------------------------------------------------------------------
INCOME EQUITY FUND Stocks selected for their high dividend income may be more
sensitive to interest rate changes than other stocks. This
Fund is primarily subject to the equity Risks section,
above.

- -------------------------------------------------------------------------------
SMALL CAP FUND This Fund may invest in companies that pay low or no
dividends, have smaller market capitalizations, have less
market liquidity, have no or relatively short operating
histories, or are newly public companies. Some of these
companies have aggressive capital structures, including
high debt levels, or are involved in rapidly growing or
changing industries and/or new technologies. Because the
Fund may invest in such aggressive securities, share
prices may rise and fall more than the share prices other
funds. In addition, our active trading investment strategy
may result in a higher-than-average portfolio turnover
ratio, increased trading expenses, and high short-term
capital gains.

- -------------------------------------------------------------------------------
INCOME FUNDS
- -------------------------------------------------------------------------------
INCOME FUND This Fund is primarily subject to the debt securities
risks described in the Common Risks section above.

------------------------------------------------------------------------------

6
<PAGE>

INTERMEDIATE The U.S. Government does not guarantee the market value or
GOVERNMENT current yield of its obligations. Not all U.S. Government
INCOME FUND obligations are backed by the full faith and credit of the
U.S. Government.

- -------------------------------------------------------------------------------
SHORT-INTERMEDIATE The U.S. Government does not guarantee the market value or
U.S. GOVERNMENT U.S. current yield of its obligations. Not all Government
INCOME FUND obligations are backed by the full faith and credit of the
U.S. Government.

------------------------------------------------------------------------------

TAX-FREE INCOME Some of this Fund's investments are subject to federal
FUND income and AMT taxes, so you may incur a tax liability on
an investment in this Fund. Municipal obligations backed by
tax revenues of the issuer's jurisdiction affected if the
issuer cannot raise adequate revenues to meet its
obligations.
- -------------------------------------------------------------------------------
MONEY MARKET
FUNDS
- --------------------------------------------------------------------------------
CASH INVESTMENT Although these Funds seeks to maintain a stable net asset
FUND value of $1.00 per share, there is no assurance it will be
able to do so.
[SERVICE] MUNICIPAL
MONEY MARKET FUND

[SERVICE] TREASURY
PLUS MONEY
MARKET FUND

U.S. GOVERNMENT
FUND

- -------------------------------------------------------------------------------

7
<PAGE>

SUMMARY OF EXPENSES

------------------------------------------------------------------------------
All Funds
----------------------------------
Service Class, Inst. Class
----------------------------------

Minimum sales charge
imposed on purchases None
- -------------------------------------------------------------------------------

Maximum deferred sales charge None

Maximum sales charge
imposed on reinvested dividends None
- -------------------------------------------------------------------------------
Redemption Fee None
Exchange Fee None
- -------------------------------------------------------------------------------
Maximum Account Fee None
- -------------------------------------------------------------------------------

ANNUAL FUND OPERATING EXPENSES (% OF AVERAGE NET ASSETS)

<TABLE>
<CAPTION>
EQUITY AND
ALLOCATION FUNDS Asset Allocation Fund Growth Fund Income Equity Fund Small Cap Fund
- ------------------------------------------------------------------------------------------------------------------------------------

<S> <C> <C> <C> <C>
Institutional Class Institutional Class Institutional Class Institutional Class
Investment Advisory Fee .80 .75 .75 .90

- ------------------------------------------------------------------------------------------------------------------------------------

Distribution Fee .00 .00 .00 .00
Other Expenses .28 .28 .28 .28
- ------------------------------------------------------------------------------------------------------------------------------------

TOTAL ANNUAL 1.08 1.03 1.03 1.18
OPERATING
EXPENSES
- ------------------------------------------------------------------------------------------------------------------------------------

/1/ The actual expenses incurred by the Funds will be lower than the contract amounts shown above as a result of voluntary fee
waivers. The Funds' actual expenses after waivers are currently as follows: (Investment Advisory Fee/Distribution Fee/Other
Expenses/Total): Asset Allocation Fund (__%/__%/__%/__%), Growth Fund (__%/__%/__%/__%), Income Equity Fund
(__%/__%/__%/__%)Class C: __%/__%/__%/__%), and Small Cap Fund (__%/__%/__%/__%). Fee waivers are voluntary and may be
discontinued or modified at any time.
</TABLE>

8
<PAGE>

<TABLE>
<CAPTION>
SUMMARY OF EXPENSES (CONT'D)
- -----------------------------------------------------------------------------------------------------------------------------------

Short-Int.
Intermediate Govt. U.S. Govt.
INCOME FUNDS Income Fund Income Fund Inc. Fund Tax-Free Income Fund
- ------------------------------------------------------------------------------------------------------------------------------------

Institutional Class Institutional Class Institutional Class Institutional Class
- ------------------------------------------------------------------------------------------------------------------------------------

<S> <C> <C> <C> <C>
Investment Advisory Fee .50 .50 .50 .40
- ------------------------------------------------------------------------------------------------------------------------------------

Distribution Fee .00 .00 .00 .00
Other Expenses .28 .28 .28 .28
- ------------------------------------------------------------------------------------------------------------------------------------

TOTAL ANNUAL .78 .78 .78 .68
OPERATING EXPENSES/1/
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

/1/ The actual expenses incurred by the Funds will be lower than the contract
amounts shown above as a result of voluntary fee waivers. The Funds' actual
expenses after waivers are currently as follows: (Investment Advisory
Fee/Distribution Fee/Other Expenses/Total): Income Fund (__%/__%/__%/__%),
Intermediate Government Income Fund (__%/__%/__%/__%), Short-Intermediate
U.S. Government Income Fund (__%/__%/__%/__%), and Tax-Free Income Fund
(__%/__%/__%/__%). Fee waivers are voluntary and may be discontinued or
modified at any time.

<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
[Service] [Service]
MONEY MARKET Cash Investment Municipal Money Treasury Plus Money U.S. Government Money
FUNDS Fund Market Fund Market Fund Market Fund
- ------------------------------------------------------------------------------------------------------------------------------------
Service Inst. Service Inst. Service Inst.
Class Class Class Class Class Class Service Class
- ------------------------------------------------------------------------------------------------------------------------------------

<S> <C> <C> <C> <C> <C> <C> <C>
Investment Advisory Fee .40 .40 .10 .10 .10 .10 .35
- -----------------------------------------------------------------------------------------------------------------------------------
Distribution Fee .00 .00 .00 .00 .00 .00 .00
Other Expenses .53 .28 .53 .28 .53 .28 .28
- ----------------------------------------------------------------------------------------------------------------------------------
TOTAL ANNUAL .93 .63 .63 .38 .63 .38 .63
OPERATING
EXPENSES/1/
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

/1/ The actual expenses incurred by the Funds will be lower than the contract
amounts shown above as a result of voluntary fee waivers. The Funds' actual
expenses after waivers are currently as follows: (Investment Advisory
Fee/Distribution Fee/Other Expenses/Total): Cash Investment Fund
(__%/__%/__%/__%), Money Market Fund (__%/__%/__%/__%), [service] Municipal
Money Market Fund (__%/__%/__%/__%), [service] Treasury Plus Money Market
Fund (__%/__%/__%/__%) and U.S. Government Money Market Fund
(__%/__%/__%/__%). Fee waivers are voluntary and may be discontinued or
modified at any time.

9
<PAGE>

SUMMARY OF EXPENSES (CONT'D)

Example Of Expenses
These examples assume a fixed rate of return and that Fund operating expenses
remain the same. Your actual costs may be higher or lower than those shown.

YOU WOULD PAY THE FOLLOWING EXPENSES ON A $10,000 INVESTMENT ASSUMING A 5%
ANNUAL RETURN AND THAT YOU REDEEM YOUR SHARES AT THE END OF EACH PERIOD:

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
EQUITY AND
ALLOCATION FUNDS Asset Allocation Fund Growth Fund Income Equity Fund Small Cap Fund
- -------------------------------------------------------------------------------------------------------------------
Institutional Class Institutional Class Institutional Class Institutional Class
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
1 YEAR
- -------------------------------------------------------------------------------------------------------------------
3 YEARS
- -------------------------------------------------------------------------------------------------------------------
5 YEARS
- -------------------------------------------------------------------------------------------------------------------
10 YEARS
- -------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
Intermediate Short-Int.
Govt. U.S. Govt.
INCOME FUNDS Income Fund Income Fund Inc. Fund Tax-Free Income Fund
- -------------------------------------------------------------------------------------------------------------------
Institutional Institutional Institutional Class Institutional Class
Class Class
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
1 YEAR
- -------------------------------------------------------------------------------------------------------------------

3 YEARS
- -------------------------------------------------------------------------------------------------------------------
5 YEARS
- -------------------------------------------------------------------------------------------------------------------
10 YEARS
- -------------------------------------------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------------------------------------------
[Service] [Service]
Municipal Treasury Plus Money U.S. Government Money
MONEY MARKET FUNDS Cash Investment Money Market Market Fund Market Fund
Fund Fund
- -------------------------------------------------------------------------------------------------------------------
Service Inst. Service Inst. Service Inst. Service
Class Class Class Class Class Class Class
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 YEAR
- -------------------------------------------------------------------------------------------------------------------
3 YEARS
- -------------------------------------------------------------------------------------------------------------------
5 YEARS
- -------------------------------------------------------------------------------------------------------------------
10 YEARS
- -------------------------------------------------------------------------------------------------------------------
</TABLE>

10
<PAGE>

The summary information on the previous pages is designed to provide you with
an overview of each Fund. The sections that follow provide more detailed
information about the investments and management of each Fund.

Important information you should look for:

Investment Objective and Investment Policies
What is the Fund trying to achieve? How do we intend to invest your money? What
makes a Fund different from the other Funds offered in this Prospectus?

Permitted Investments
A summary of the Fund's key permitted investments and practices.

Important Risk Factors
What are key risk factors for the Fund? They include the factors described in
"General Investment Risks" together with any special risk factors for each Fund.

WORDS APPEARING IN ITALICIZED PRINT AND HIGHLIGHTED IN COLOR ARE DEFINED IN THE
GLOSSARY.

11
<PAGE>

ASSET ALLOCATION FUND

INVESTMENT OBJECTIVE
The Asset Allocation Fund seeks long-term total return, consistent with
reasonable risk.

PERMITTED INVESTMENTS
The asset classes we invest in are:

. Bond Investments -- We invest in U.S. Treasury Bonds representative of the
Lehman Brothers 20+ Bond Index. Bonds in this Index have remaining
maturities of twenty years or more; and

In addition, under normal market conditions, we may invest:

. In interest rate and index swaps; and

. Up to 25% of total assets in foreign obligations qualifying as money market
investments.

You should consider the Common Risks on page __, the General Investment Risks
beginning on page __ and the specific risks listed here. They are all important
to your investment choice.

12
<PAGE>

GROWTH FUND

INVESTMENT OBJECTIVE
The Growth Fund seeks long-term capital appreciation.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in equity securities, including common and
preferred stocks, and securities convertible into common stocks;

. up to 25% of our total assets in foreign companies through American
Depositary Receipts and similar instruments; and

. up to 15% of our total assets in emerging markets.

IMPORTANT RISK FACTORS
This Fund is primarily subject to the equity market risks described in the
Common Risks section.

You should consider the Common Risks on page ___, and the General Investment
Risks beginning on page ___. They are all important to your investment choice.

13
<PAGE>

INCOME EQUITY FUND

INVESTMENT OBJECTIVE
The Income Equity Fund seeks long-term capital appreciation and above-average
dividend income.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in equity securities; and

We may invest in preferred stock, convertible securities, and securities of
foreign companies. We will normally limit our investment in a single issuer to
10% or less of our total assets.

IMPORTANT RISK FACTORS
Stocks selected for their high dividend yields may be more sensitive to interest
rate changes than other stocks.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___ and the specific risks listed here. They are all important
to your investment choice.

PORTFOLIO MANAGERS
. DAVID L. ROBERTS, CFA
Will manage the Income Equity Fund upon inception. Mr. Roberts joins WCM
from Norwest Investment Management, Inc. ("NIM"), where he had managed
portfolios for NIM or its affiliates since 1972. He has over twenty-six
years of investment management experience.

. GARY J. DUNN, CFA
Will co-manage the Income Equity Fund upon inception. Mr. Dunn joins WCM
from NIM, where he had managed portfolios for NIM or its affiliates since
1979. He has over twenty years of investment management experience.

14
<PAGE>

SMALL CAP FUND

INVESTMENT OBJECTIVE
The Small Cap Fund seeks long-term capital appreciation.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. in an actively managed, broadly diversified portfolio of growth-oriented
common stocks;

. in at least 20 common stock issues spread across multiple industry groups
and sectors of the economy;

. up to 40% of our assets in initial public offerings or recent start-ups and
newer issues;

. no more than 25% of our assets in foreign companies through American
Depositary Receipts or similar issues; and

. up to 15% of our portfolio in emerging markets.

IMPORTANT RISK FACTORS
This Fund is designed for investors willing to assume above-average risk. We may
invest in companies that:

. pay low or no dividends;

. have smaller market capitalization;

. have less market liquidity;

. have no or relatively short operating histories, or are new public
companies or are initial public offerings;

. have aggressive capital structures including high debt levels; or

. are involved in rapidly growing or changing industries and/or new
technologies.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed here. They are all
important to your investment choice.

15
<PAGE>

INCOME FUND

INVESTMENT OBJECTIVE
The Income Fund seeks current income and total return.

INVESTMENT POLICIES
We invest in a diversified portfolio of debt and variable rate debt securities
issued by domestic and foreign issuers. We invest in a broad spectrum of U.S.
issues, including U.S. Government obligations, mortgage- and other asset-backed
securities, and the debt securities of financial institutions, corporations, and
others. We attempt to increase the Fund's performance by applying various fixed
income management techniques. We combine these techniques with fundamental
economic, credit, and market analysis while at the same time controlling total
return volatility by targeting the Fund's duration within a narrow band (between
70% and 130%) around the duration of the Lipper Corporate A-Rated Debt Average.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. up to 70% of our total assets in corporate debt securities such as bonds,
debentures and notes, and debt securities that can be converted into or
exchanged for common stocks;

. at least 30% of our total assets in U.S. Government obligations;

. up to 50% of our total assets in mortgage-backed securities and up to 25%
of our assets in asset-backed securities; and

IMPORTANT RISK FACTORS

Mortgage- and asset-backed securities may not be guaranteed by the U.S.
Treasury. Mortgage-backed securities are subject to prepayment risk, which can
reduce the rate of return on such securities. The Income Fund may invest in
lower-rated securities, which tend to be more sensitive to economic conditions
and involve greater credit risk than higher-rated securities.

You should consider the Common Risks on page ___, and the General Investment
Risks beginning on page ___. They are all important to your investment choice.

16
<PAGE>

INTERMEDIATE GOVERNMENT INCOME FUND

INVESTMENT OBJECTIVE
The Intermediate Government Income Fund seeks current income, consistent with
safety of principal.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in U.S. Government obligations;

. up to 50% of our total assets in mortgage-backed securities, and up to 25%
of our total assets in asset-backed securities; and

. up to 10% of our total assets in zero coupon securities.

We may use options, swap agreements, interest rate caps, floors and collars, and
futures contracts to manage risk. We also may use options to enhance return.

IMPORTANT RISK FACTORS

Mortgage- and asset-backed securities may not be guaranteed by the U.S.
Treasury. Mortgage-backed securities are subject to prepayment risk, which can
reduce the rate of return on such securities.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed here. They are all
important to your investment choice.

17
<PAGE>

SHORT-INTERMEDIATE U.S. GOVERNMENT INCOME FUND

INVESTMENT OBJECTIVE
The Short-Intermediate U.S. Government Income Fund seeks current income, while
preserving capital.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 65% of our total assets in U.S. Government obligations or
repurchase agreements collateralized by U.S. Government obligations;

. in investment grade corporate debt securities including asset-backed
securities;

. no more than 5% of our total assets in securities downgraded below
investment-grade after we acquired them;

. up to 25% of assets in dollar-denominated debt of U.S. branches of foreign
banks or foreign branches of U.S. banks; and

. in stripped Treasury securities, adjustable-rate mortgage securities, and
adjustable portions of collateralized mortgage obligations.

IMPORTANT RISK FACTORS

Mortgage- and asset-backed securities may not be guaranteed by the U.S.
Treasury. Mortgage-backed securities are subject to prepayment risk, which can
reduce the rate of return on such securities.

Stripped Treasury securities have greater interest rate risk than traditional
government securities with identical credit ratings and like maturities.

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

. JACQUELINE A. FLIPPIN
PRINCIPAL
Will co-manage the Short-Intermediate U.S. Government Income Fund upon
inception, and has been with Wells Fargo/Wells Capital Management since
1998. Prior to joining the firm, Ms. Flippin was a short-term debt
securities trader and portfolio manager for McMorgan & Company. Ms. Flippin
has over ten years of investment management experience.

18
<PAGE>

TAX-FREE INCOME FUND

INVESTMENT OBJECTIVE
The Tax-Free Income Fund seeks current income exempt from federal income taxes.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 80% of our total assets in municipal obligations that pay interest
exempt from federal income tax;

. up to 20% of our total assets in securities subject to the federal AMT; and

. in municipal obligations rated in the four highest credit categories by
nationally recognized rating organizations.

IMPORTANT RISK FACTORS

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

PORTFOLIO MANAGER
. WILLIAM T. JACKSON, CFA
Will manage of the Tax-Free Income Fund upon its inception. Mr. Jackson
joins WCM from NIM, where he was Managing Director of Tax-Exempt Fixed-
Income investing. He had managed portfolios for NIM or its affiliates
since 1993. He has over fourteen years of investment management experience.

19
<PAGE>

CASH INVESTMENT FUND

INVESTMENT OBJECTIVE
The Cash Investment Fund seeks high current income, preservation of capital and
liquidity.

INVESTMENT POLICIES
We invest in a broad spectrum of high quality money market instruments. These
include commercial paper, negotiable certificates of deposit, bank notes,
bankers' acceptances and time deposits of U.S. banks (including savings banks
and savings associations), foreign branches of U.S. banks, foreign banks and
their non-U.S. branches, U.S. branches and agencies of foreign banks, and wholly
owned banking-related subsidiaries of foreign banks. We limit our investments in
obligations of financial institutions to institutions that at the time of
investment have total assets in excess of $1 billion, or the equivalent in other
currencies.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 80% of our assets in high-quality, short-term instruments of
domestic and foreign issuers;

. up to 25% of our assets in foreign obligations; and

. not more than 25% of our assets in any single industry, subject to certain
exceptions (see Statement of Additional Information for details).

IMPORTANT RISK FACTORS

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

20
<PAGE>

[SERVICE] MUNICIPAL MONEY MARKET FUND

INVESTMENT OBJECTIVE
The [Service] Municipal Money Market Fund seeks high current income exempt from
federal income taxes, while preserving capital and liquidity.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. at least 80% of our assets in federally tax-exempt instruments whose income
may be subject to the federal AMT; and

. up to 35% of our assets in issuers located in a single state.

We may invest more than 25% of our total assets in industrial development bonds
and in participation interests in these types of bonds guaranteed by banks and
insurance companies.

IMPORTANT RISK FACTORS

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

21
<PAGE>

[SERVICE] TREASURY PLUS MONEY MARKET FUND

INVESTMENT OBJECTIVE
The [SERVICE] Treasury Plus Money Market Fund seeks current income and stability
of principal.

INVESTMENT POLICIES
We invest in obligations issued or guaranteed by the U.S. Treasury. We also
invest in notes, repurchase agreements and other instruments collateralized or
secured by Treasury obligations. We buy obligations with remaining maturities of
397 days or less.

PERMITTED INVESTMENTS
Under normal market conditions, we invest:

. in U.S. Treasury obligations; and
. in repurchase agreements collateralized by U.S. Treasury obligations;

As a temporary defensive measure, or to maintain liquidity, we may invest in
shares of other money market funds that have similar investment objectives.

IMPORTANT RISK FACTORS

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

22
<PAGE>

U.S. GOVERNMENT MONEY MARKET FUND

INVESTMENT OBJECTIVE
The U.S. Government Money Market Fund seeks high current income, while
preserving capital and liquidity.

INVESTMENT POLICIES
We invest in U.S. Government obligations, or repurchase agreements
collateralized by such obligations. We buy obligations with remaining maturities
of 397 days or less.

PERMITTED INVESTMENTS
Under normal market conditions, we invest at least 65% of our assets:

. in U.S. Government obligations; and
. in repurchase agreements collateralized by U.S. Government obligations.

IMPORTANT RISK FACTORS

You should consider the Common Risks on page ___, the General Investment Risks
beginning on page ___, and the specific risks listed above. They are all
important to your investment choice.

23
<PAGE>

GENERAL INVESTMENT RISKS

. Unlike bank deposits such as CDs or savings accounts, mutual funds are not
insured by the FDIC.

. We cannot guarantee that we will meet our investment objectives.

. We do not guarantee the performance of a Fund, nor can we assure you that the
market value of your investment will not decline. We will not "make good" any
investment loss you may suffer, nor can anyone we contract with to provide
certain services, such as selling agents or investment advisors, offer or
promise to make good any such losses.

. Share prices -- and therefore the value of your investment -- will increase
and decrease with changes in the value of the underlying securities and other
investments.

. Investing in any mutual fund, including those deemed conservative, involves
risk, including the possible loss of any money you invest.

. An investment in a single Fund, by itself, does not constitute a complete
investment plan.

. The Funds may use certain derivative instruments, such as options or futures
contracts. The term "derivatives" covers a wide number of investments, but in
general it refers to any financial instrument whose value is derived, at
least in part, from the price of another security or a specified index, asset
or rate. Some derivatives may be more sensitive to interest rate changes or
market moves, and some may be susceptible to changes in yields or values due
to their structure or contract terms.

. The Funds may temporarily hold assets in cash or in money market instruments,
including U.S. Government obligations, shares of other mutual funds and
repurchase agreements, or make other short-term investments, either to
maintain liquidity or for short-term defensive purposes when we believe it is
in the best interests of shareholders to do so. This practice is expected to
have limited, if any, effect on Fund objectives over the long term.

. The Asset Allocation Fund and the taxable income funds invest a portion of
their assets in GNMAs, FNMAs and FHLMCs. Each are mortgage-backed securities
representing partial ownership of a pool of residential mortgage loans. A
"pool" or group of such mortgages is assembled and, after being approved by
the issuing entity, is offered to investors through securities dealers.
Mortgage-backed securities are subject to prepayment risk, which can alter
the maturity of the securities and also reduce the rate of return on such
investments. Collateralized mortgage obligations ("CMOs") represent
principal-only and interest-only portions of such securities that are subject
to increased interest-rate and credit risk.

. The market value of lower-rated debt securities and unrated securities of
comparable quality that the Income Fund may invest in tends to reflect
individual developments affecting the issuer to a greater extent than the
market value of higher-rated securities, which react primarily to
fluctuations in the general level of interest rates. Lower-rated securities
also tend to be more sensitive to economic conditions than higher-rated
securities. These lower-rated debt securities are considered by the rating
agencies, on balance, to be predominantly speculative with respect to the
issuer's capacity to pay interest and repay principal. These securities
generally involve more credit risk than securities in higher-rating
categories. Even securities rate "BBB" by S&P or by Moody's ratings which are
considered investment-grade, possess some speculative characteristics.

Investment practices and risk levels are carefully monitored. Every attempt is
made to ensure that the risk exposure for each Fund remains within the
parameters of its objective.

What follows is a general list of the types of risks (some of which are
described above) that may apply to a given Fund and a table showing some of the
additional investment practices that each Fund may use and the risks associated
with them. Additional information about these practices is available in the
Statement of Additional Information.

COUNTER-PARTY RISK -- The risk that the other party in a repurchase agreement or
other transaction will not fulfill its contract obligation.

24
<PAGE>

GENERAL INVESTMENT RISKS (CONT'D)

CURRENCY RISK-- The risk that a change in the exchange rate between U.S.
dollars and a foreign currency may reduce the value of an investment made in
a security denominated in that foreign currency.

DIPLOMATIC RISK--The risk that an adverse change in the diplomatic relations
between the United States and another country might reduce the value of
liquidity of investments in either country.

INFORMATION RISK--The risk that information about a security is either
unavailable, incomplete or is inaccurate.

LIQUIDITY RISK--The risk that a security cannot be sold, or cannot be sold
without adversely affecting the price.

MARKET RISK--The risk that the value of a stock, bond or other security will be
reduced by market activity. This is a basic risk associated with all
securities.

POLITICAL RISK--The risk that political actions, events or instability may be
unfavorable for investments made in a particular nation's or region's industry,
government or markets.

PREPAYMENT RISK--The risk that consumers will pre-pay mortgage loans, which can
alter the maturity of a mortgage-backed security, increase interest-rate risk,
and reduce rates of return.

REGULATORY RISK--The risk that changes in government regulations will
adversely affect the value of a security. Also the risk that an insufficiently
regulated market might permit inappropriate trading practices.

THESE INVESTMENT PRACTICES AND RISKS ARE COMMON TO ALL THE FUNDS:

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK

- ------------------------------------------------------------------------------
<S> <C>
FLOATING AND VARIABLE RATE DEBT

Instruments with interest rates that are adjusted either Interest Rate and
on a schedule or when an index or benchmark changes. Credit Risk
- ------------------------------------------------------------------------------
REPURCHASE AGREEMENTS
A transaction in which the seller of a security agrees to Credit and
buy back a security at an agreed upon time and price, Counter-Party Risk
usually with interest.
- ------------------------------------------------------------------------------
OTHER MUTUAL FUNDS
The temporary investment in shares of another mutual Market Risk
fund. A pro rata portion of the other fund's expenses,
in addition to the expenses paid by the Funds, will be
borne by Fund shareholders.
- ------------------------------------------------------------------------------
FOREIGN SECURITIES
Securities issued by a non-U.S. company or debt of a Information, Political
foreign government in the form of an American Regulatory, Diplomatic,
Depositary Receipt or similar instrument. Liquidity and Currency
Risk
</TABLE>

25
<PAGE>

GENERAL INVESTMENT RISKS (CONT'D)

- --------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK
- --------------------------------------------------------------------------------

PRIVATELY ISSUED SECURITIES
Securities that are not publicly traded but which
may or may not be resold in accordance with Rule 144A Liquidity Risk
of the Securities Act of 1933.

LOANS OF PORTFOLIO SECURITIES
The practice of loaning securities to brokers, dealers Credit, Counter-Party
and financial institutions to increase return on those and Leverage Risk
securities. Loans may be made up to 1940 Act limits
(currently 33 1/3% of total assets).

BORROWING POLICIES
The ability to borrow from banks for temporary Leverage Risk
purposes to meet shareholder redemptions.
- --------------------------------------------------------------------------------
ILLIQUID SECURITIES Liquidity Risk
A security that cannot be readily sold, or cannot be
readily sold without negatively affecting its fair
price. Limited to 15% of total assets (10% for money
market funds).
- --------------------------------------------------------------------------------

THESE INVESTMENT PRACTICES AND RISKS ARE COMMON TO THE EQUITY AND ALLOCATION
FUNDS:

- --------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK

- --------------------------------------------------------------------------------
OPTIONS
The right or obligation to receive or deliver a security Credit, Information
or cash payment depending on the security's price or the and Liquidity Risk
performance of an index or benchmark. Types of options
used may include: options on securities, options on
stock index, stock index futures and options on stock
index futures to protect liquidity and portfolio value.
- --------------------------------------------------------------------------------

THESE INVESTMENT PRACTICES AND RISKS ARE COMMON TO THE INCOME FUNDS:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
INVESTMENT PRACTICE RISK
- --------------------------------------------------------------------------------
<S> <C>
FORWARDING COMMITMENTS, WHEN-ISSUED SECURITIES
DELAYED DELIVERY TRANSACTIONS Interest Rate,
Securities bought or sold for delivery at a later date or Leverage, Credit and
bought or sold for a fixed price at a fixed date. Experience Risk
- --------------------------------------------------------------------------------
MORTGAGE- AND ASSET-BACKED SECURITIES
Securities consisting of an undivided fractional Interest Rate, Credit,
interests in pools of consumer loans, such as mortgage Prepayment and
loans, car loans, credit card debt, or receivables held Experience Risk
in trust.
- --------------------------------------------------------------------------------
HIGH YIELD SECURITIES
Debt securities of lower quality that produce generally Interest Rate and
higher rates of return. These securities tend to be Credit Risk
more sensitive to economic conditions and during
sustained periods of rising interest rates, may
experience interest and/or principal defaults.
- --------------------------------------------------------------------------------
STRIPPED OBLIGATIONS
Securities that give ownership to either future Interest Rate Risk
payments of interest or a future payment of
principal, but not both. These securities tend to have
greater interest rate sensitivity than conventional
debt obligations. Each Fund may invest up to [20%] of
assets in interest-only or principal-only obligations,
or a combination thereof.
- --------------------------------------------------------------------------------
LOAN PARTICIPATIONS
Debt obligations that represent a portion of a larger Credit Risk
loan made by a bank. Generally sold without
guarantee or recourse, some participations sell at a
discount because of the borrower's credit problems.
Limited to [5%] of total assets.
- --------------------------------------------------------------------------------
</TABLE>

26
<PAGE>

ORGANIZATION AND MANAGEMENT OF THE FUNDS

ABOUT WELLS FARGO FUNDS TRUST
Wells Fargo Funds Trust (the "Trust") was organized as a Delaware business
trust on March 10, 1999. The Board of Trustees of the Trust supervises each
Fund's activities, monitors its contractual arrangements with various service
providers and decides upon matters of general policy.

The Trust was created to succeed to the assets and operations of the various
mutual funds in the Stagecoach Family of Funds and the Norwest Advantage
Family of Funds. The holding company of Wells Fargo Bank, the investment advisor
to the Stagecoach Family of Funds, and the holding company of Norwest Investment
Management, Inc., the investment advisor to the Norwest Advantage Family of
Funds, merged in November 1998. Each of the Funds described in this prospectus
is intended to succeed to the assets and operations of one or more Stagecoach
and/or Norwest Advantage Funds. One of these predecessor funds is expected to be
the "accounting survivor," which means that its performance and financial
statement history will be assumed by the Wells Fargo Funds Trust Fund. The
succession transactions are conditioned on shareholder approval by the
shareholders of the various Stagecoach and Norwest Advantage Funds. The Table on
page __ identifies the expected accounting survivors.

In the following sections, the percentages shown are the percentages of the
average daily net assets of each Fund class paid on an annual basis for the
services described.

<TABLE>
- --------------------------------------------------------------------------------
BOARD OF TRUSTEES
- --------------------------------------------------------------------------------
Supervises the Funds' activities
- --------------------------------------------------------------------------------
INVESTMENT ADVISER CUSTODIAN
- --------------------------------------------------------------------------------
<S> <C>
Wells Fargo Bank, N.A. Norwest Bank Minnesota, N.A.
525 Market St., San Francisco, CA 6th St. & Marquette, Minneapolis, MN
Manages the Funds' investment (All Funds except Asset Allocation
activities Fund)

Barclays Global Investors, N.A.
45 Fremont St., San Francisco, CA
(Asset Allocation Fund)

Provide safekeeping for the Funds'
assets
- --------------------------------------------------------------------------------
INVESTMENT SUB-ADVISORS
- --------------------------------------------------------------------------------
Wells Capital Barclays Global
Management, Inc. Fund Advisors
525 Market Street 45 Fremont Street
San Francisco, CA San Francisco, CA
- --------------------------------------------------------------------------------
SHAREHOLDER
TRANSFER SERVICING
DISTRIBUTOR ADMINISTRATOR AGENT AGENTS
-------------------------------------------------------------------------------

Stephens Inc. Wells Fargo Bank, N.A. BFDS Various
111 Center St. 525 Market St. Two Heritage Drive Agents
Little Rock, AR San Francisco, CA Quincy, MA
Markets the Funds, Manages the Maintains records Provide
distributes shares, Funds' business of shares and services to
and manages the Funds' activities supervises the customers
business activities paying of dividends
-------------------------------------------------------------------------------
</TABLE>

FINANCIAL SERVICES FIRMS AND SELLING AGENTS
------------------------------------------------------------------------------
Advise current and prospective shareholders on their Fund investments
------------------------------------------------------------------------------

SHAREHOLDERS
------------------------------------------------------------------------------

27
<PAGE>

ORGANIZATION AND MANAGEMENT OF THE FUNDS (CONT'D)

THE INVESTMENT ADVISOR
Wells Fargo Bank provides portfolio management and fundamental security Norwest
Investment Management, Inc. ("NIM"), a wholly owned subsidiary of Wells analysis
services as the advisor for each of the Funds. Wells Fargo Bank, Fargo & Co., is
the sub-advisor for the Income Equity, Income, Intermediate founded in 1852, is
the oldest bank in the western United States and is Government Income, Tax-Free
Income, Cash Investment, Municipal Money Market, one of the largest banks in the
United States. Wells Fargo Bank is a Treasury Plus Money Market and U.S.
Government Money Market Funds. As of April wholly owned subsidiary of Wells
Fargo & Company, a national bank holding 1, 1999, NIM provided investment
advisory services for approximately [$52.9] company. As of March 31, 1999, Wells
Fargo Bank and its affiliates billion in assets. provided advisory services for
over [$63] billion in assets.

For providing these services, Wells Fargo Bank is entitled to receive the
following fees:

- --------------------------------------------------------------------------
EQUITY AND ALLOCATION FUNDS
- --------------------------------------------------------------------------
Asset Allocation Fund .80
- --------------------------------------------------------------------------
Growth Fund .75
- --------------------------------------------------------------------------
Income Equity Fund .75
- --------------------------------------------------------------------------
Small Cap Fund .90
- --------------------------------------------------------------------------
INCOME FUNDS
- --------------------------------------------------------------------------
Income Fund .50
- --------------------------------------------------------------------------
Intermediate Government Income Fund .50
- --------------------------------------------------------------------------
Short-Intermediate U.S. Government Income Fund .50
- --------------------------------------------------------------------------
Tax-Free Income Fund .40
- --------------------------------------------------------------------------
MONEY MARKET FUNDS
- --------------------------------------------------------------------------
Cash Investment Fund .10
- --------------------------------------------------------------------------
Municipal Money Market Fund .10
- --------------------------------------------------------------------------
Treasury Plus Money Market Fund .10
- --------------------------------------------------------------------------
U.S. Government Money Market Fund .35
- --------------------------------------------------------------------------

THE SUB-ADVISORS
Wells Capital Management ("WCM"), a wholly owned subsidiary of Wells Fargo Bank
N.A., is the sub-advisor for all of the Funds except the Asset Allocation Fund.
In this capacity, it is responsible for the day-to-day investment management
activities of the Funds. As of March 31, 1999, WCM provided advisory services
for over [$32] billion in assets.

28
<PAGE>

ORGANIZATION AND MANAGEMENT OF THE FUNDS (CONT'D)

SHAREHOLDER SERVICING PLAN
We have a shareholder servicing plan for the Service Class and Institutional
Class shares of certain Funds as shown in the chart below. Under this plan, we
have engaged various shareholder servicing agents to process purchase and
redemption requests, to service shareholder accounts, and to provide other
related services.

For these services relevant Classes pay shareholder servicing agents as follows:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
Service Inst.
FUND Class Class
- --------------------------------------------------------------------------------
<S> <C> <C>
Small Cap Fund N/A .10%
- --------------------------------------------------------------------------------
Cash Investment Fund .25% N/A
- --------------------------------------------------------------------------------
Municipal Money Market Fund .25% N/A
- --------------------------------------------------------------------------------
Treasury Plus Money Market Fund .25% N/A
- --------------------------------------------------------------------------------
</TABLE>

YOUR ACCOUNT

This section tells you how Fund shares are priced, how to open an account and
how to buy and sell Fund shares once your account is open.

PRICING FUND SHARES:
. As with all mutual fund investments, the price you pay to purchase shares or
the price you receive when you redeem shares is not determined until after a
request has been received in proper form.

. We determine the Net Asset Value ("NAV") of each class of the Funds' shares
each business day as of the close of regular trading on the NYSE. We
determine the NAV by subtracting the Fund class's liabilities from its total
assets, and then dividing the result by the total number of outstanding
shares of that class. Each Fund's assets are generally valued at current
market prices. See the Statement of Additional Information for further
disclosure.

(Central time). The money market funds calculate NAV at 2:00 p.m. (Pacific
time)/4:00 p.m. (Central time). If the markets close early, the Funds may
close early and may value their shares at earlier times under these
circumstances. Any request we receive in proper form before the close of
regular trading on the NYSE is processed the same day. Requests we receive
after the cut off are processed the next business day.

. The non-money market Funds are open for business on each day the NYSE is open
for business. NYSE holidays include New Year's Day, Martin Luther King, Jr.
Day, President's Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day and Christmas Day. When any holiday falls on a weekend, the
NYSE typically is closed on the weekday immediately before or after such
holiday.

. The money market funds are open for business each day Wells Fargo Bank is
open for business and are closed generally on federal bank holidays.

Typically, Institutional Class shares are bought and held on your behalf by the
Institution through which you are investing. Check with your customer account
representative or your Customer Account Agreement for the rules governing your
investment.

MINIMUM INVESTMENTS:
. Minimum, initial and subsequent investment amounts are determined by your
Customer Account Agreement with your Institution, and are generally:

. $1,000,000 per Fund minimum initial investment.

. $25,000 per Fund for all investments after your first.

HOW TO BUY SHARES
You can open a Fund account and buy Fund shares through an Institution through
which you have established a Customer Account. Investors interested in
purchasing Institutional shares of the Funds should contact an account
representative at their Institution and should understand the following:

. Share purchases are made through a Customer Account at an Institution in
accordance with the terms of the Customer Account involved;

. Institutions are usually the holders of record of Institutional shares held
through Customer Accounts and maintain records reflecting their customers'
beneficial ownership of the shares;

29
<PAGE>

YOUR ACCOUNT (CONT'D)

. Institutions are responsible for transmitting their customers' purchase and
redemption orders to the Funds and for delivering required payment on a
timely basis;

. The exercise of voting rights and the delivery of shareholder
communications from the Funds is governed by the terms of the Customer
Account involved; and

. Institutions may charge their customers account fees and may receive fees
from us with respect to investments their customers have made with the
Funds. See "Organization and Management of the Funds" for further details
about these fees.

HOW TO SELL SHARES
Institutional shares must be redeemed in accordance with the account agreement
governing your Customer Account at the Institution. Please read the Customer
Account agreement with your Institution for rules governing selling shares.

GENERAL NOTES FOR SELLING SHARES
. We process requests we receive from an Institution in proper form before the
close of the NYSE, usually 1:00 P.M. Pacific time, at the NAV determined on
the same business day. Requests we receive after this time are processed on
the next business day.

. Redemption proceeds are usually wired to the redeeming Institution the
following business day.

. We reserve the right to delay payment of a redemption for up to 15 days so
that we may be reasonably certain that investments made by check have been
collected. Payments of redemptions also may be delayed under extraordinary
circumstances or as permitted by the SEC in order to protect remaining
shareholders. Payments of redemptions also may be delayed up to seven days
under normal circumstances, although it is not our policy to delay such
payments.

. Generally, we pay redemption requests in cash, unless the redemption
requests is for more than $250,000 or 1% of the net assets of the Fund by a
single shareholder over a ninety-day period. If a request for a redemption
is over these limits it may be to the detriment of existing shareholders.
Therefore, we may pay the redemption in part on in whole in securities of
equal value.

EXCHANGES

Exchanges between Wells Fargo Funds are two transactions: a sale of one Fund and
the purchase of another. In general, the same rules and procedures that apply to
sales and purchases apply to exchanges. There are, however, additional factors
you should keep in mind while making or considering an exchange:

. You should carefully read the Prospectus for the Fund into which you wish
to exchange.

. Every exchange involves selling Fund shares and that sale may produce a
capital gain or loss for federal income tax purposes.

. Any exchange between Funds you already own must meet the minimum redemption
and subsequent purchase amounts for the Funds involved.

. You may make exchanges only between like share classes.

30
<PAGE>

OTHER INFORMATION

DIVIDEND AND CAPITAL GAIN DISTRIBUTIONS
The Funds in this Prospectus pay dividends periodically and make capital gains
distributions annually. The equity funds, except the Small Cap Fund, pay any
dividends quarterly. The Small Cap Fund pays any dividends annually. The income
and money market funds pay any dividends monthly.

Distributions paid by a Fund are automatically reinvested to purchase new shares
of the Funds. The new shares are purchased at NAV, generally on the day
distributions are paid.

If you buy shares of a Fund shortly before it makes a distribution, your
distribution from the Fund will, in effect, be a taxable return of part of your
investment. Similarly, if you buy shares of a Fund that holds appreciated
securities in its portfolio, you will receive a taxable return of part of your
investment if and when the Fund sells the appreciated securities and realizes
the gain. Some of the Funds have built up, or have the potential to build up,
high levels of unrealized appreciation.

Except in the case of Money Market Funds, your redemptions (including
redemptions in-kind) and exchanges of Fund shares will ordinarily result in a
taxable capital gain or loss, depending on the amount you receive for your
shares (or are deemed to have paid) for them. As long as a money market fund
continually maintains a $1.00 NAV, you ordinarily will not recognize taxable
gain or loss on the redemption or exchange of such Fund shares.

Foreign shareholders may be subject to different tax treatment, including
withholding taxes. In certain circumstances, U.S. residents may also be subject
to backup withholding at a 31% rate on distributions from and redemption
proceeds paid by a Fund.

TABLE OF PREDECESSORS

The chart below indicates the Stagecoach and Norwest Advantage portfolios that
are expected to be the accounting survivors.

- --------------------------------------------------------------------------------
WELLS FARGO ACCOUNTING
FUNDS TRUST SURVIVOR
- --------------------------------------------------------------------------------
EQUITY AND ALLOCATION FUNDS
- --------------------------------------------------------------------------------
Asset Allocation Fund Stagecoach Asset Allocation Fund
- --------------------------------------------------------------------------------
Growth Fund Stagecoach Growth Fund
- --------------------------------------------------------------------------------
Income Equity Fund Norwest Advantage Income Equity Fund
- --------------------------------------------------------------------------------
Small Cap Fund Stagecoach Small Cap Fund
- --------------------------------------------------------------------------------
INCOME FUNDS
- --------------------------------------------------------------------------------
Income Fund Norwest Advantage Income Fund
- --------------------------------------------------------------------------------
Intermediate Government Norwest Advantage Intermediate
Income Fund Government Income Fund
- --------------------------------------------------------------------------------
Short-Intermediate U.S. Stagecoach Short-Intermediate U.S.
Government Income Fund Government Income Fund
- --------------------------------------------------------------------------------
Tax-Free Income Fund Norwest Advantage Tax-Free Income Fund
- --------------------------------------------------------------------------------
MONEY MARKET FUNDS
- --------------------------------------------------------------------------------
Cash Investment Fund Norwest Advantage Cash Investment Fund
- --------------------------------------------------------------------------------
[Service] Municipal Money Market Norwest Advantage Municipal Money
Fund Market Fund
- --------------------------------------------------------------------------------
[Service] Treasury Plus Money Market
Fund Stagecoach Treasury Plus Money Market
- --------------------------------------------------------------------------------
U.S. Government Money Market Fund Norwest Advantage U.S. Government Fund
- --------------------------------------------------------------------------------

31
<PAGE>

GLOSSARY

We provide the following definitions to assist you in reading this prospectus.
For a more complete understanding of these terms you should consult your
financial adviser.

ACH
Refers to the "Automated Clearing House" system maintained by the Federal
Reserve Bank which allows banks to process checks, transfer funds and perform
other tasks.

ANNUAL AND SEMI-ANNUAL REPORT
A document that provides certain financial and other important information for
the most recent reporting period and each Fund's portfolio of investments.

ASSET-BACKED SECURITIES
Securities consisting of an undivided fractional interest in pools of consumer
loans, such as car loans or credit card debt, or receivables held in trust.

BELOW INVESTMENT-GRADE
Securities rated BBB or lower by S&P or Baa or lower by Moody's Investor
Services, or that may be unrated securities or securities considered to be
"high risk."