<TABLE>
<S><C><C>
As filed with the Securities and Exchange Commission
on May 10, 2000
Registration No. 333-74295; 811-09253
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Pre-Effective Amendment
No. ___
Post-Effective Amendment No. 10 x
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And
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
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Amendment No. 11 x
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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)
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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
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on _________ pursuant to Rule 485(b)
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60 days after filing pursuant to Rule 485(a)(1), or
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on _________ pursuant to Rule 485(a)(1)
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x 75 days after filing pursuant to Rule 485(a)(2), or
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on ___________pursuant to Rule 485(a)(2)
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If appropriate, check the following box:
this post-effective amendment designates a new effective date for a previously
filed post-effective amendment.
<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
Example of Expenses
4 Objectives and Principal Strategies
Important Risks
See Individual Fund Summaries
General Investment Risks
5 Not applicable
6 Organization and Management of the Funds
7 Your Account
How to Buy Shares
How to Sell Shares
Exchanges
Dividends and Distributions
Taxes
8 Distribution Plan
Exchanges
9 See Individual Fund Summaries
Part B Statement of Additional Information Captions
10 Cover Page and Table of Contents
11 Historical Fund Information
Cover Page
12 Investment Restrictions
Additional 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>
EXPLANATORY NOTE
This Post-Effective Amendment No. 10 (the "Amendment") to the
Registration Statement of Wells Fargo Funds Trust (the "Trust") is being filed
to register the new Technology, [Nasdaq 100 Tilt], and Nebraska Tax-Free Funds,
and to make certain other non-material changes to the prospectuses and
statements of additional information for these funds.
<PAGE>
42
JULY 24, 2000
Wells Fargo Stock Funds
Prospectus
Please read this Prospectus and keep it for future
reference. It is designed to provide you with
important information and to help you decide if a
Fund's goals match your own.
Technology Fund These securities have not been approved
Class A, Class B, or disapproved by the U.S. Securities and
and Class C Exchange Commission ("SEC"),
nor has the SEC passed upon the
accuracy or adequacy of this Prospectus.
Any representation to the contrary is a
criminal offense.
Fund shares are NOT deposits or other obligations of,
or issued, endorsed or guaranteed by Wells Fargo
Bank, N.A. ("Wells Fargo Bank") or any of its
affiliates. Fund shares are NOT insured or guaranteed
by the U.S. Government, the Federal Deposit Insurance
Corporation ("FDIC") or any other governmental
agency. AN INVESTMENT IN A FUND INVOLVES CERTAIN
RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL.
<PAGE>
INSIDE FRONT COVER
<PAGE>
TABLE OF CONTENTS
Overview Objective and Principal
Strategies
This section contains Summary of Important Risks
important summary Summary of Expenses
information about the Key Information
Funds.
The Funds Technology Fund
General Investment Risks
This section contains Organization and Management
important information of the Fund
about the individual
Funds.
Your Investment A Choice of Share Classes
Reduced Sales Charges
Turn to this section for Exchanges information on how to Your Account open an
account and how How to Buy Shares to buy, sell and exchange How to Sell Shares
Fund shares.
Additional Services and
Other Information
Glossary
<PAGE>
Wells Fargo Technology Fund Overview
Objective
Seeks long-term capital appreciation.
Principal Strategies
We normally invest at least 65% of the Fund's total assets in domestic and
foreign technology companies. Technology companies are companies with revenues
primarily generated in relation to technology products and services.
Technology-related industries include the computer, software, communications
equipment and services, semi-conductor, healthcare, biotechnology and defense
and aerospace industries.
Summary of Important Risks
This section summarizes important risks that are common to the Fund described
in this Prospectus, and important risks that relate specifically to the Fund.
Both are important to your investment choice. Additional information about
these and other risks is included in:
o the individual Fund Descriptions later in this Prospectus; o under the
"General Investment Risks" section beginning on page 11; and o in the Fund's
Statement of Additional Information.
An investment in a Fund is not a deposit of Wells Fargo Bank and is not
insured or guaranteed by the FDIC or any other government agency. It is
possible to lose money by investing in a Fund.
Common Risks for the Fund
Equity Securities. The Fund invests 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 the Fund's portfolio. Certain types of
stock and certain individual stocks selected for the Fund's portfolio may
underperform or decline in value more than the overall market. The Fund
invests in foreign companies (including investments made through American
Depositary Receipts and similar instruments), which are subject to additional
risks, including less liquidity and greater price volatility. The Fund's
investment in foreign companies is also subject to special risks associated
with international investing, including currency, political, regulatory,
information and diplomatic risks.
Fund-Specific Risks
The Fund invests a relatively high percentage of its assets in a limited
number of issuers and is therefore considered to be non-diversified.
Non-diversified funds are more susceptible to financial, market or economic
events affecting the particular issuers and industry sectors in which it
invests. The Fund invests in domestic and foreign securities of technology
companies. Technology company stocks are highly volatile, and a portfolio
invested in these securities has a higher degree of risk associated with it
than more broadly invested equity funds. Investments in smaller, "start-up"
companies may suffer more significant losses - as well as realize more
substantial growth - than larger or more established issuers. Significant
losses may result from lack of depth of management, inability to generate
funds necessary for growth or potential development, and competition from
larger or more established companies. Smaller or newer companies may have
more limited trading markets, and may be subject to wide price fluctuations.
Foreign company stocks involve special risks, including generally higher
commission rates, and political, social and monetary or diplomatic
developments that could effect U.S. investments in foreign countries.
Additionally, dispositions of foreign securities and dividends and interest
payable on those securities may be subject to foreign taxes.
Performance History
The Fund has been in operation for less than one calendar year, and therefore
the performance information shown represents performance of the Dresdner RCM
Global Technology Fund, an open end management investment company operated by
the Fund's sub-advisor in a substantially identical manner to this Fund.
[BAR CHART]
Total Returns for Period Ended 12/31/991
1996 26.41%
1997 27.08%
1998 61.05%
1999 182.58%
Annualized
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4th Qtr Since
1999 1 Yr 3 Yr Inception
Global Technology Fund Class I2 82.82% 182.95% 79.85% 64.43%
Global Technology Fund Class N 82.74% 182.58% 79.50% 64.38%
Lipper Science & Technology Fund Index 57.13% 113.90% 50.22% 40.88%
Performance data quoted represents past performance. The investment return and
principal value of an investment will fluctuate so that an investor's shares,
when redeemed, may be worth more or less than their original cost.
<PAGE>
Summary of Expenses
These tables are intended to help you understand the various costs and
expenses you will pay as a shareholder in a Fund. These tables do not reflect
charges that may be imposed in connection with an account through which you
hold Fund shares.
- -------------------------------------- --------------- ---------------- --------------
Technology Technology Fund Technology
Shareholder Fees Fund Fund
--------------- ---------------- --------------
Class A Class B Class C
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Maximum sales charge (load)
imposed on purchases (as a
percentage of
offering price) 5.75% None None
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Maximum deferred sales charge (load)
(as a percentage of the lower of None 5.00% 1.00%
the Net Asset Value ("NAV") at
purchase or the NAV at redemption)
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Annual Fund Operating Expenses (Expenses that are deducted from
Fund Assets)
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Technology Fund
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Class Class Class
A B C
- -----------------------
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Management Fees 1.10% 1.10% 1.10%
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- ----------------------- --------- -------- --------
Distribution (12b-1) 0.00% 0.75% 0.75%
Fees
- ----------------------- --------- -------- --------
Other Expenses1 0.96% 0.96% 0.96%
- ----------------------- --------- -------- --------
TOTAL ANNUAL FUND
OPERATING
EXPENSES 2.06% 2.81% 2.81%
- ----------------------- --------- -------- --------
Fee Waivers2 0.31% 0.31% 0.31%
- ----------------------- --------- -------- --------
NET EXPENSES 1.75% 2.50% 2.50%
- ----------------------- --------- -------- --------
- --------------------------------
1 Other expenses are based on estimated amounts for the current fiscal year.
2 Fee waivers are contractual and apply for a minimum of one year from the
commencement of operations of the Fund and remain in effect thereafter until
such time as the Board of Trustees acts to reduce or eliminate such waivers.
Example of Expenses
These examples are intended to help you compare the cost of investing in a Fund
with the cost of investing in other mutual funds. The examples assume a fixed
rate of return and the 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:
- --------------- ------------------------
===============
Technology Fund
------------------------
------- ------- --------
Class Class Class
A B C
- ---------------
------- ------- --------
1 YEAR $ $ $353
743 753
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3 YEARS $1,155 $1,142 $842
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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:
- --------------- ------------------------
Technology Fund
------------------------
------- ------- --------
Class Class Class
A B C
- ---------------
------- ------- --------
1 YEAR $ $253 $253
743
- --------------- ------- ------- --------
3 YEARS $1,155 $842 $842
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<PAGE>
Key Information
Important information you should look for as you decide to invest in a Fund:
The summary information on the previous pages is designed to provide you with an
overview of the Fund. The sections that follow provide more detailed information
about the investments and management of the Fund.
Investment Objective and Investment Strategies
The investment objective of the Fund in this Prospectus is non-fundamental, that
is, it can be changed by a vote of the Board of Trustees alone. The objectives
and strategies descriptions for the Fund tell you: o what the Fund is trying to
achieve; o how we intend to invest your money; and o 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
Describes the key risk factors for the Fund, and includes risks described in the
"Summary of Important Risks" and "General Investment Risks" sections.
Words appearing in italicized print and highlighted in color are defined in the
Glossary.
<PAGE>
Technology Fund
Investment Advisor: Wells Fargo Bank, N.A.
Investment Sub-Advisor: Dresdner RCM Global Investors LLC
Investment Objective
The Technology Fund seeks long term capital appreciation by investing in
domestic and foreign equity securities of technology companies.
Investment Strategies
We actively manage a non-diversified portfolio of equity securities of
technology companies operating (organized or headquartered) in at least three
countries, including the U.S. Technology companies are companies with revenues
primarily generated in relation to technology products and services.
Technology-related industries include the computer, software, communications
equipment and services, semi-conductor, healthcare, biotechnology and defense
and aerospace industries.
We evaluate the fundamental value and prospects for growth of individual
companies and focus on technology companies that we expect will have higher than
average rates of growth and strong potential for capital appreciation. We
develop forecasts of economic growth, inflation, and interest rates that we use
to identify regions and individual countries that are likely to offer the best
investment opportunities.
Permitted Investments
Under normal market conditions, we invest:
o primarily in equity securities of companies operating (organized or
headquartered) in at least three countries, including the U.S.; o up to 50% of
total assets in foreign securities; o up to 25% of total assets in any one
foreign country, although investments in Japan may exceed this limitation; o in
issuers with an average market capitalization of $500 million or more, although
we may invest up to 15% of total assets in
equity securities of issuers with market capitalization below $100 million; and
o in equity securities including common stocks, and preferred stocks, and in
warrants, convertible debt securities, American Depositary Receipts
("ADRs"), Government Depositary Receipts ("GDRs") (and similar
instruments), shares of other mutual funds, and regular shares of foreign
companies traded and settled on U.S. exchanges and over-the-counter
markets.
We may hedge the portfolio's foreign currency exposure by purchasing or selling
foreign currency futures and forward foreign currency contracts.
We 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. We may also, for temporary defensive purposes, invest
without limit in cash, short-term debt and equity securities of U.S. companies
when we believe it is in the best interests of shareholders to do so. During
these periods, the Fund may not achieve its objective of long term capital
appreciation.
Important Risk Factors
The Fund reserves the right to concentrate its investments in a single industry
or industries, typically technology and technology-related companies. In the
past, technology common stocks have experienced extreme price and volume
fluctuations that have often been unrelated to the operating performance of such
companies, and a portfolio invested in these securities has a higher degree of
risk associated with it than more broadly invested equity funds. Non-diversified
funds are more susceptible to financial, market or economic events affecting the
particular issuers and industry sectors in which it invests.
Because the Fund focuses its investments in technology companies, it will be
more susceptible than more diversified funds to market and other conditions
affecting technology companies. In the past, technology common stocks have
experienced extreme price and volume fluctuations that have often been unrelated
to the operating performance of such companies, and a portfolio invested in
these securities has a higher degree of risk associated with it than more
broadly invested equity funds. Foreign company stocks may lose value or be more
difficult to trade as a result of adverse changes in currency exchange rates or
other developments in the issuer's home country. Larger investments in any
single country would make the Fund's value more sensitive to economic, currency
and regulatory changes within that country.
You should consider the "Summary of Important Risks" section on page 4, the
"General Investment Risks" section beginning on page 11, and the specific risks
listed here. They are all important to your investment choice.
<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" section on page 4. Other risks of mutual fund
investing include the following:
o Unlike bank deposits, such as CDs or savings accounts, mutual funds are not
insured by the FDIC. o We cannot guarantee that we will meet our investment
objectives.
o 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.
o 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. This is known as price volatility.
o Investing in any mutual fund, including those deemed conservative, involves
risk, including the possible loss of any money you invest.
o An investment in a single Fund, by itself, does not constitute a complete
investment plan.
o The Technology Fund invests in smaller companies, foreign companies
(including investments made through ADRs and similar instruments) and is
subject to additional risks, including less liquidity and greater price
volatility. A Fund's investment in foreign securities may also be subject
to special risks associated with international trade, including currency,
political, regulatory and diplomatic risk.
o The Funds may also 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.
Investment practices and risk levels are carefully monitored. Every attempt is
made to ensure that the risk exposure for the Fund remains within the parameters
of its objective.
What follows is a general list of the types of risks (some of which are
described previously) that may apply to a given Fund and a table showing some of
the additional investment practices that the 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.
Concentration Risk -- The risk that investing portfolio assets in a single
industry or industries exposes the portfolio to greater loss from adverse
changes affecting the industry.
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.
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.
General Investment Risks (Cont'd)
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 dates to maturity.
Leverage Risk--The risk that an investment practice, such as lending portfolio
securities or engaging in forward commitment or when issued securities
transactions, 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 at the time desired, 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.
Non-Diversification Risk -- The risk that, because the proportion of a
non-diversified fund's assets that may be invested in the securities of a single
issuer is not limited by the Investment Company Act of 1940 (the "1940 Act"),
greater investment in a single issuer makes a fund more susceptible to
financial, economic or market events impacting the issuer. (A "diversified"
investment company is required by the 1940 Act generally, with respect to 75% of
its total assets, to invest not more than 5% of such assets in the securities of
a single issuer.)
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 accelerate their prepayment of
mortgage loans or other receivables, which can shorten the maturity of a
mortgage-backed or other asset-backed security, and reduce a portfolio's 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.
<PAGE>
General Investment Risks (Cont'd)
In addition to the general risks discussed above, you should carefully consider
and evaluate any special risks that may apply to investing in a particular Fund.
See the "Important Risk Factors" section in the summary for the Fund. You should
also see the Statement of Additional Information for additional information
about the investment practices and risks particular to the Fund.
Investment Practice/Risk
The following table lists some of the additional investment practices of the
Fund, including some not disclosed in the Investment Objective and Investment
Strategies 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 Strategies for the Fund or the Statement of
Additional Information for more information on these practices.
Investment practices and risk levels are carefully monitored. We attempt to
ensure that the risk exposure for the Fund remains within the parameters of its
objective.
Remember, the Fund is designed to meet different investment needs and
objectives.
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TECHNOLOGY
- --------------------------------------------------- ------------------ ---
Investment Practice Risk
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------ ---
Borrowing Policies
The ability to borrow from banks for temporary Leverage Risk o purposes to meet
shareholder redemptions.
---
- --------------------------------------------------- ------------------ ---
Floating and Variable Rate Debt
Instruments with interest rates that are adjusted Interest Rate o either on a
schedule or when an index or and Credit Risk benchmark changes.
- --------------------------------------------------- ------------------ ---
<PAGE>
General Investment Risks (Cont'd)
---
TECHNOLOGY
- --------------------------------------------------- ------------------ ---
Investment Practice Risk
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------ ---
Foreign Securities
Equity securities issued by a non-U.S. company or Information,
debt securities of a non-U.S. company foreign Political, o
government. Foreign securities may also be Regulatory,
emerging market securities, which are subject to Diplomatic,
the same risks, but to a higher degree. Liquidity and
Currency Risk
- --------------------------------------------------- ------------------ ---
<PAGE>
- --------------------------------------------------- ------------------ ---
Forward Commitment, When-Issued and Delayed
Delivery Transactions
Securities bought or sold for delivery at a later Interest Rate, o
date or bought or sold for a fixed price at a Leverage, Credit
fixed date. and
Experience Risk
- --------------------------------------------------- ------------------ ---
- --------------------------------------------------- ------------------ ---
Illiquid Securities
A security that cannot be readily sold, or cannot Liquidity Risk be readily sold
without negatively affecting its o fair price. Limited to 15% of total assets.
---
- --------------------------------------------------- ------------------ ---
Loans of Portfolio Securities
The practice of loaning securities to brokers, Credit, dealers and financial
institutions to increase Counter-Party o return on those securities. Loans may
be made up and Leverage Risk to Investment Company of 1940 limits (currently
one-third of total assets including the value of collateral received).
---
- --------------------------------------------------- ------------------ ---
Options
The right or obligation to receive or deliver a Credit,
security or cash payment depending on the Information o
security's price or the performance of an index and Liquidity
or benchmark. Types of options used may Risk
include: options on securities, options on a
stock index, stock index futures and options on
stock index futures to protect liquidity and
portfolio value.
---
- --------------------------------------------------- ------------------ ---
Other Mutual Funds
A pro rata portion of the other fund's expenses, Market Risk in addition to the
expenses paid by the Fund, may o be borne by Fund shareholders.
- --------------------------------------------------- ------------------ ---
<PAGE>
General Investment Risks (Cont'd)
---
TECHNOLOGY
- --------------------------------------------------- ------------------ ---
Investment Practice Risk
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------ ---
Repurchase Agreements
A transaction in which the seller of a security Credit and o
agrees to buy back a security at an agreed upon Counter-Party
time and price, usually with interest. Risk
- --------------------------------------------------- ------------------ ---
Privately Issued Securities
Securities that are not publicly traded but which Liquidity Risk may or may not
be resold in accordance with Rule o 144A under the Securities Act of 1933.
- --------------------------------------------------- ------------------ ---
Small Company Securities Market, The risk that investments in small companies
may Experience and o be more volatile than investments in larger Liquidity Risk
companies.
- --------------------------------------------------- ------------------ ---
<PAGE>
Organization and Management of the Fund
A number of different entities provide services to the Fund. This section shows
how the Fund is 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 Fund.
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 the 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. The Board of Trustees of the Trust supervises
the Fund's activities and approves the selection of various companies hired to
manage the Fund's operation. The major service providers are described in the
diagram below. Except for the advisers, which require shareholder vote to
change, if the Board believes that it is in the best interests of the
shareholders it may make a change in one of these companies.
<PAGE>
Organization and Management of the Fund (Cont'd)
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BOARD OF TRUSTEES
------------------------------------------------------------------------------------
Supervises the Fund's activities
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------------------------------------------ -----------------------------------------
INVESTMENT ADVISOR CUSTODIAN
------------------------------------------ -----------------------------------------
Wells Fargo Bank, N.A. Wells Fargo Bank Minnesota, N.A.
525 Market St., San Francisco, CA 6th Street & Marquette, Minneapolis, MN
Manages the Fund' investment Provides safekeeping for the Fund'
assets
activities
------------------------------------------ -----------------------------------------
------------------------------------------------------------------------------------
INVESTMENT SUB-ADVISOR
------------------------------------------------------------------------------------
Dresdner RCM Global Investors LLC
Four Embarcadero Center,
San Francisco, CA
Manages the Fund's investment activities
------------------------------------------------------------------------------------
-------------------- ----------------------- ----------------------- ---------------
SHAREHOLDER
TRANSFER SERVICING
DISTRIBUTOR ADMINISTRATOR AGENT AGENTS
-------------------- ----------------------- ----------------------- ---------------
Stephens Inc. Wells Fargo Bank, N.A. Boston Financial Data Various Agents
111 Center St. 525 Market Street Services, Inc.
Little Rock, AR San Francisco, CA Two Heritage Drive
Markets the Fund Manages the Quincy, MA Provide
and distributes Funds' business Maintains records services to
Fund shares activities of shares and customers
supervises the
paying of dividends
-------------------- ----------------------- ----------------------- ---------------
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FINANCIAL SERVICES FIRMS AND SELLING AGENTS
------------------------------------------------------------------------------------
Advise current and prospective shareholders on their Fund investments
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
SHAREHOLDERS
------------------------------------------------------------------------------------
<PAGE>
Organization and Management of the Fund (Cont'd)
The Investment Advisor
Wells Fargo Bank provides portfolio management and fundamental security analysis
services as the advisor for each of the Fund. 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, 2000, Wells
Fargo Bank and its affiliates provided advisory services for over $131 billion
in assets. For providing these services, Wells Fargo Bank is entitled to receive
fees as described in the "Summary of Expenses" section at the front of this
Prospectus.
The Sub-Advisor
Dresdner RCM Global Investors LLC ("Dresdner"), an indirect wholly owned
subsidiary of Dresdner Bank AG, is the sub-advisor for the Technology Fund.
Dresdner provides investment supervisory services to institutional and
individual clients and, as of March 31, 2000, managed over $51 billion in
assets.
The Administrator
Wells Fargo Bank provides the Fund with administration services, including
general supervision of the Fund's operation, coordination of the other services
provided to the Fund, compilation of information for reports to the SEC and the
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 the Fund's
business. For providing these services, Wells Fargo Bank is entitled to receive
a fee of 0.15% of the average annual net assets of the Fund.
Shareholder Servicing Plan
We have a shareholder servicing plan for the 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. For these services, the Fund pays 0.25% of its average net assets.
The Transfer Agent
Boston Financial Data Services, Inc. ("BFDS") provides transfer agency and
dividend disbursing services to the Fund. For providing these services, BFDS
receives an annual fee, certain transaction-related fees, and is reimbursed for
out-of-pocket expenses incurred on behalf of the Fund.
<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: o
Class A Shares - with a front-end sales charge, volume reductions and lower
on-going expenses than Class B and Class C shares.
o 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.
o 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 of a single fund 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 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.
Orders for Class B shares of more than $250,000 are either treated as orders for
Class A shares or they will be refused. For Class C shares, orders of $1,000,000
or more, including purchases made which because of a right of accumulation or
letter of intent would qualify for the purchase of Class A shares without an
initial sales charge, are also either treated as orders for Class A shares or
they will be refused.
Please see the expenses listed for each class of the Technology 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 NAV plus the applicable sales charge. 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.
<PAGE>
- ---------------------------------------------------------------------------------------
CLASS A SHARES LISTED IN THIS PROSPECTUS
HAVE THE FOLLOWING SALES CHARGE SCHEDULE:
- ------------------------------ ---------------------------- ---------------------------
FRONT-END SALES FRONT-END SALES
CHARGE AS % CHARGE AS %
AMOUNT OF PUBLIC OF AMOUNT
OF PURCHASE OFFERING PRICE INVESTED
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
Less than $50,000 5.75% 6.10%
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
$50,000 to $99,999 4.75% 4.99%
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
$100,000 to $249,999 3.75% 3.90%
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
$250,000 to $499,999 2.75% 2.83%
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
$500,000 to $999,999 2.00% 2.04%
- ------------------------------ ---------------------------- ---------------------------
- ------------------------------ ---------------------------- ---------------------------
$1,000,000 and over1 0.00% 0.00%
- ------------------------------ ---------------------------- ---------------------------
1We 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, unless the dealer of record
waived its commission with the Fund's approval. Charges are based on the lower
of the NAV on the date of purchase or the date of redemption.
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:
- ---------------------------------------------------------------------------------------------
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 8 YEARS
WITHIN
- -------------- ------- -------- --------- --------- --------- --------- ---------- ----------
- -------------- ---------- ----------
CDSC 5.00% 4.00% 3.00% 3.00% 2.00% 1.00% 0.00% A shares
- -------------- ------- -------- --------- --------- --------- --------- ---------- ----------
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.
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.
<PAGE>
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
o You pay no sales charges on Fund shares you buy with reinvested distributions.
o 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.
o 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.
o 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.
o You pay no sales charges on Fund shares you purchase with the proceeds of a
redemption of either Class A or Class B shares within 120 days of the date
of redemption.
o 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:
o a family unit, consisting of a husband and wife and children under the age of
twenty-one or single trust estate; o a trustee or fiduciary purchasing for a
single fiduciary relationship; or o the members of a "qualified group" which
consists of a "company" (as defined in the Investment Company Act of 1940, as
amended
("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 3.75% sales load on the entire purchase. Otherwise, you might pay 5.75%
on the first $49,999, then 4.75% on the next $50,000!
Class B and Class C Share CDSC Reductions:
o You pay no CDSC on Funds shares you purchase with reinvested distributions.
o We waive the CDSC for all redemptions made because of scheduled (Rule 72T
withdrawal schedule) or mandatory (withdrawals made after age 70 1/2
according to IRS guidelines) distributions for certain retirement plans.
(See your retirement plan disclosure for details.)
Reduced Sales Charges (Cont'd)
o 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.)
o 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.
o We waive the Class B share CDSC for withdrawals made by former Norwest
Advantage Fund shareholders in certain qualified accounts up to certain
units. (See the Statement of Additional Information for further details.)
o We waive Class C share CDSC for certain types of accounts.
For Class B shares purchased after May 18, 1999 for former Norwest Advantage
Fund shareholders, after July 17, 1999 for former Stagecoach Funds shareholders,
or after September 17, 1999, for all other shareholders, no CDSC is imposed on
withdrawals that meet all of the following circumstances:
o withdrawals are made by participating in the Systematic Withdrawal Plan;
o withdrawals may not exceed 10% of your fund assets (including "free
shares") annually based on your anniversary date in the Systematic
Withdrawal Plan; and
o you must participate in the dividend and capital gain reinvestment program.
Waivers 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: o Current and retired employees, directors and officers of:
o Wells Fargo Funds and its affiliates; o Wells Fargo Bank, Norwest Bank and
their affiliates; o Stephens and its affiliates; o Broker-Dealers who act as
selling agents; and o Certain service providers to the Wells Fargo Funds. o and
the families of any of the above. Contact your selling agent for further
information.
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 has reached an agreement, or through an omnibus account maintained
with a Fund by a broker/dealer.
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 ("Plan") pursuant to Rule 12b-1 for the
Class B and Class C shares of the Technology Fund. 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 Plan also provides that, if and to the extent any shareholder
servicing payments are recharacterized as payments for distribution-related
services, they are approved and payable under the distribution plan. The Class B
and Class C shares each pay 0.75% of average daily net assets on an annual
basis.
These fees are paid out of the Fund' 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.
<PAGE>
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:
o You may make exchanges between like share classes. You may also exchange
from any Class C shares into the Money Market Fund Class A shares.
Exchanged shares retain any applicable CDSC upon redemption.
o You should carefully read the Prospectus for the Fund into which you wish to
exchange.
o Every exchange involves selling Fund shares and such sale may produce a
capital gain or loss for federal income tax purposes. o 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. o Any exchange between Funds you already
own must meet the minimum redemption and subsequent purchase amounts for the
Fund involved. o Exchanges between Class B shares and the Wells Fargo Money
Market Fund Class B shares 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 into Money Market Fund Class B shares are subject to
certain restrictions in addition to those described above.
o Exchanges from any share class to a money market fund can only be re-exchanged
for the original share class. o In order to discourage excessive exchange
activity that could result in additional expenses and lower returns for the
fund, the
fund may restrict or refuse exchanges from market timers. You may be
considered a market timer if you completed more than one exchange within a
3 month period, or seem to be following a timing pattern.
o 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.
<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
o 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.
o We determine the NAV of each class of the Fund's 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 information.
o We process requests to buy or sell shares of the Fund 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). If the
markets close early, the Fund may close early and may value its 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.
o The Fund is 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.
You Can Buy Fund Shares
o By opening an account directly with the Fund (simply complete and return a
Wells Fargo Funds Application with proper payment); o Through a brokerage
account with an approved selling agent; or o Through certain retirement,
benefits and pension plans, or through certain packaged investment products
(please see the providers
of the plan for instructions).
Minimum Investments
o $1,000 per Fund minimum initial investment; or o $100 per Fund if you use the
Systematic Purchase Program; and o $100 per Fund for all investments after your
first.
We may waive the minimum for the Fund 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.
<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.
- ----------------------------------------------------------------------------------------
BY MAIL
- ----------------------------------------------------------------------------------------
IF YOU ARE BUYING SHARES FOR THE FIRST TIME:
--------------------------
- -------------------------------------------------------------
Complete a Wells Fargo Funds Application. Be sure to indicate the Fund name and
the share class into which you intend to invest. Failure to complete an
Application properly may result in a delay in processing your request. Mail to:
- -------------------------------------------------------------
Enclose a check for at least $1,000 made out in the full Wells Fargo Funds
name and share class of the Fund. For example, "Technology PO Box 8266
Fund, Class B." Boston, MA
02266-8266
- -------------------------------------------------------------
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 class of Mail to:
your Fund for at least $100. Be sure to write your account Wells Fargo Funds
number on the check as well. PO Box 8266
Boston, MA
- -------------------------------------------------------------
Enclose the payment stub/card from your statement if 02266-8266 available.
- ------------------------------------------------------------- --------------------------
<PAGE>
Your Account (Cont'd)
- ----------------------------------------------------------------------------------------
BY WIRE
- ----------------------------------------------------------------------------------------
IF YOU ARE BUYING SHARES FOR THE FIRST TIME:
--------------------------
- -------------------------------------------------------------
If you do not currently have an account, complete a Wells Mail Application to:
Fargo Funds Application. You must wire at least $1,000. Wells Fargo Funds
Be sure to indicate the Fund name and the share class into P.O. Box 8266
which you intend to invest. Boston, MA
02266-8266
- -------------------------------------------------------------
Mail the completed Application.
- -------------------------------------------------------------
You must first call BFDS at 1-800-222-8222 to notify them of an incoming wire
trade.
- -------------------------------------------------------------
Wire money to:
Wells Fargo Funds
c/o State Street Bank
& Trust
Boston, MA
Bank Routing Number:
ABA 011 000028
Wire Purchase Account
Number:
9905-437-1
Attention:
Wells Fargo Funds (Name
of Fund and Share Class)
Account Name:
(Registration Name
Indicated on Application)
--------------------------
<PAGE>
===================================================================================
Your Account (Cont'd)
===================================================================================
- ------------------------------------------------------------- --------------------------
IF YOU ARE BUYING ADDITIONAL SHARES:
- ------------------------------------------------------------- --------------------------
Instruct your wiring bank to transmit at least $100 Wire to:
according to the instructions given to the right. Be sure Wells Fargo Funds
to have the wiring bank include your current account number c/o State Street Bank
and the name your account is registered in. & Trust
Boston, MA
- -------------------------------------------------------------
Bank Routing Number:
ABA 011 000028
Wire Purchase Account
Number:
9905-437-1
Attention:
Wells Fargo Funds (Name
of Fund and Share Class)
Account Name:
(Registration Name
Indicated on Application)
--------------------------
<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 Account.
Call:
- -------------------------------------------------------------
Call Investor Services and instruct the representative to 1-800-222-8222
either:
o transfer at least $1,000 from a linked settlement
account, or
o exchange at least $1,000 worth of shares from an existing Wells Fargo Fund.
Please see "How to Exchange Shares" section for special rules.
--------------------------
- -------------------------------------------------------------
- ------------------------------------------------------------- --------------------------
IF YOU ARE BUYING ADDITIONAL SHARES:
- ------------------------------------------------------------- --------------------------
Call Investor Services and instruct the representative to Call:
either: 1-800-222-8222
o transfer at least $100 from a linked settlement
account, or
o exchange at least $100 worth of shares from another Wells Fargo Fund.
- ------------------------------------------------------------- --------------------------
HOW TO SELL 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 to you by Mail to: check, by
ACH transfer into a bank account, or by wire. Wells Fargo Funds Please call
Investor Services regarding requirements for PO Box 8266 linking bank accounts
or for wiring funds. We reserve the Boston, MA right to charge a fee for wiring
funds although it is not 02266-8266 currently our practice to do so.
- -------------------------------------------------------------
Signature Guarantees are required for mailed redemption requests over $50,000,
or if the address on your account was changed within the last 60 days. You can
get a signature guarantee at financial institutions such as a bank or brokerage
house. We do not accept notarized signatures.
- ------------------------------------------------------------- --------------------------
<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 fee for wiring funds although it is Call:
not currently our practice to do so. 1-800-222-8222
- -------------------------------------------------------------
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 30 days.
- ------------------------------------------------------------- --------------------------
- ----------------------------------------------------------------------------------------
GENERAL NOTES FOR SELLING SHARES
- ----------------------------------------------------------------------------------------
- ----------------------------------------------------------------------------------------
We determine the NAV of the Fund each day as of the close of regular trading on
the NYSE, which is generally 1:00 p.m. (Pacific time)/3:00 p.m. (Central time).
If any of the markets for the Fund close early, the Fund may close early, and
may value its 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 may be 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.
- ----------------------------------------------------------------------------------------
<PAGE>
Additional Services and Other Information
Automatic Programs
These programs help you conveniently purchase and/or redeem shares each month.
Once you select a Plan, tell us the day of the month you would like the
transaction to occur. If you do not specify a date, we will process the
transaction on or about the 25th day of the month. Call Investor Services at
1-800-222-8222 for more information.
o 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 and
specify an amount of at least $100.
o 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. 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.
o 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. To participate in this
program, you:
o must have a Fund account valued at $10,000 or more; o must have your
distributions reinvested; and o 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 you specified is closed.
Dividend and Capital Gain Distributions
The Fund in this Prospectus pay any dividends and capital gains distributions at
least annually.
We offer the following distribution options:
o 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.
o 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.
o Bank Account Payment Option - Allows you to receive distributions directly
in a checking or savings account through ACH. The bank account must be
linked to your Wells Fargo Fund account. In order to establish a new linked
bank account, you must send a written signature guaranteed instruction
along with a copy of a voided check or deposit slip. Any distribution
returned to us due to an invalid banking instruction will be sent to your
address of record by check at the earliest date possible, and future
distributions will be automatically re-invested.
Additional Services and Other Information (Cont'd)
o Directed Distribution Purchase Option - Lets you buy shares of a different
Wells Fargo Fund of the same share class. The new shares are purchased at
NAV generally on the day the income is paid. In order to establish this
option, you need to identify the Fund and account the distributions are
coming from, and the Fund and account to which the distributions are being
directed. You must meet any required minimum purchases in both Funds prior
to establishing this option.
Remember, distributions have the effect of reducing the NAV per share by the
amount distributed.
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 Fund 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 Fund 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 the 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.
Backup Withholding
The Trust may be required to withhold, subject to certain exemptions, at a
rate of 31% ("backup withholding") on all distributions and redemption
proceeds (including proceeds from exchanges and redemptions in-kind) paid or
credited to an individual Fund shareholder, unless the shareholder certifies
that the "taxpayer identification number" ("TIN") provided is correct and that
the shareholder is not subject to backup withholding, or the IRS notifies the
Trust that the shareholder's TIN is incorrect or that the shareholder is
subject to backup withholding. Such tax withheld does not constitute any
additional tax imposed on the shareholder, and may be claimed as a tax payment
on the shareholder's Federal income tax return. An investor must provide a
valid TIN upon opening or reopening an account. Failure to furnish a valid TIN
to the Trust also could subject the investor to penalties imposed by the IRS.
<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 advisor.
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 the 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 BB or lower by S&P or Ba 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 Fund.
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."
Glossary (Cont'd)
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 Fund' total assets.
Dollar-Denominated
Securities issued by foreign banks, companies or governments in U.S. dollars.
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.
Glossary (Cont'd)
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.
Options
An option is the right to buy or sell a security based on an agreed upon price
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.
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.
Public Offering Price ("POP") The NAV with the sales load added.
Glossary (Cont'd)
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.
Selling Agent
A person who has an agreement with the Fund' 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.
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 Fund.
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.
<PAGE>
WELLS FARGO FUNDS
You may wish to review the following document:
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.
This document is available free of charge: Call 1-800-222-8222, or Write to:
Wells Fargo Funds
PO Box 8266
Boston, MA 02266-8266
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)
Additional services questions can be answered by calling your specific product
group at Wells Fargo Bank: Wells Fargo Checking and Savings: 1-800-869-3557
Next Stage IRA or Stagecoach IRA: 1-800-237-8472
Portfolio Advisor - 1-877-689-7882
========================= --------------------------------------------------
ICA Reg. No. 811-09253 NOT FDIC INSURED-NO BANK GUARANTEE-MAY LOSE VALUE WFFT T P (7/00)
--------------------------------------------------
<PAGE>
26
JULY 24, 2000
Wells Fargo Stock Funds
Prospectus
Please read this Prospectus and keep it for future
reference. It is designed to provide you with
important information and to help you decide if the
Funds goals match your own.
Nasdaq 100 Tilt Fund These securities have not been approved
Class O or disapproved by the U.S. Securities and
Exchange Commission ("SEC"),
nor has the SEC passed upon the
accuracy or adequacy of this Prospectus.
Any representation to the contrary is a
criminal offense.
Fund shares are NOT deposits or other obligations of,
or issued, endorsed or guaranteed by Wells Fargo
Bank, N.A. ("Wells Fargo Bank") or any of its
affiliates. Fund shares are NOT insured or guaranteed
by the U.S. Government, the Federal Deposit Insurance
Corporation ("FDIC") or any other governmental
agency. AN INVESTMENT IN THE FUND INVOLVES CERTAIN
RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL.
<PAGE>
TABLE OF CONTENTS
Overview Objective and Principal
Strategy
This section contains Summary of Important Risks
important summary Summary of Expenses
information about the Key Information
Fund.
The Fund
Nasdaq 100 Tilt Fund
This section contains General Investment Risks
important information Organization and Management
about the Fund. of the Fund
Your Investment
Your Account
Turn to this section for How to Buy Shares information on how to How to Sell
Shares open an account and how How to Exchange Shares to buy, sell and exchange
Fund shares.
Reference Additional Services and
Other Information
Look here for Glossary
additional information
and term definitions
<PAGE>
Nasdaq 100 Tilt Fund Overview
See the individual Fund description in this Prospectus for further details.
Objective
Seeks long-term capital appreciation.
Principal Strategy
We invest in Nasdaq listed securities that are experiencing positive earnings
estimate revisions and price momentum, and that we believe are likely to report
positive earnings above market expectations. We evaluate companies primarily
based on these measures to determine our stock selection and weighting strategy.
<PAGE>
Summary of Important Risks
This section summarizes important risks for the Fund described in this
Prospectus. Additional information about these and other risks is included
in:
o the individual Fund Description later in this Prospectus; o under the "General
Investment Risks" section beginning on page 11; and o in the Fund's Statement of
Additional Information.
An investment in the 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. It is possible to lose money by investing in the
Fund.
Common Risks for the Fund
Equity Securities. The Fund invests 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 the Fund's portfolio. Certain types of
stock and certain individual stocks selected for the Fund's portfolio may
underperform or decline in value more than the overall market. The Fund
invests in foreign companies (including investments made through American
Depositary Receipts and similar instruments), which are subject to additional
risks, including less liquidity and greater price volatility. The Fund's
investment in foreign companies is also subject to special risks associated
with international investing, including currency, political, regulatory,
information and diplomatic risks.
Fund-Specific Risks
Nasdaq 100 Tilt Fund
The Fund invests a relatively high percentage of its assets in a limited
number of issuers and is therefore considered to be non-diversified. The Fund
invests in securities of technology companies, and concentrates its
investments in a single industry or group of industries within the sector.
Technology company stocks are highly volatile, and a portfolio invested in
these securities has a higher degree of risk associated with it than more
broadly invested equity funds. Non-diversified funds are more susceptible to
financial, market or economic events affecting the particular issuers and
industry sectors in which it invests.
<PAGE>
Performance History
This Fund has been in operation for less than one calendar year, therefore no
performance information is shown.
<PAGE>
Summary of Expenses
These tables are intended to help you understand the various costs and
expenses you will pay as a shareholder in the Fund. These tables do not
reflect charges that may be imposed in connection with an account through
which you hold Fund shares.
- ---------------------------------------------- --------------------------
Shareholder Fees Nasdaq 100 Tilt Fund
--------------------------
Class O
- ----------------------------------------------
--------------------------
Maximum sales charge (load)
imposed on purchases (as a percentage of
offering price) None
- ---------------------------------------------- --------------------------
Maximum deferred sales charge (load)
(as a percentage of the lower of the Net None
Asset Value ("NAV") at purchase or the NAV
at redemption)
- ---------------------------------------------- --------------------------
- ------------------------------- -----------------------
Nasdaq 100 Tilt Fund
-----------------------
-----------------------
Class O
- -------------------------------
-----------------------
Management Fee 0.75%
- ------------------------------- -----------------------
- ------------------------------- -----------------------
Distribution (12b-1) Fee 0.00%
- ------------------------------- -----------------------
Other Expenses3 0.83%
- ------------------------------- -----------------------
TOTAL ANNUAL FUND
OPERATING
EXPENSES 1.58%
- ------------------------------- -----------------------
Fee Waivers4 0.18%
- ------------------------------- -----------------------
NET EXPENSES 1.40%
- ------------------------------- -----------------------
<PAGE>
Summary of Expenses (Cont'd)
Example of Expenses
These examples are intended to help you compare the cost of investing in the
Fund with the cost of investing in other mutual funds. The examples assume a
fixed rate of return and the 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:
- ------------------- ----------------------------------
Nasdaq 100 Tilt Fund
----------------------------------
----------------------------------
Class O
- -------------------
----------------------------------
1 YEAR $143
- ------------------- ----------------------------------
3 YEARS $481
- ------------------- ----------------------------------
<PAGE>
Key Information
Important information you should look for as you decide to invest in the Fund:
The summary information on the previous pages is designed to provide you with an
overview of the Fund. The sections that follow provide more detailed information
about the investments and management of the Fund.
Investment Objective and Investment Strategies
The investment objective of the Fund in this Prospectus is non-fundamental, that
is, it can be changed by a vote of the Board of Trustees alone. The objective
and strategy descriptions for the Fund tell you: o what the Fund is trying to
achieve; and o how we intend to invest your money.
Permitted Investments
A summary of the Fund's key permitted investments and practices.
Important Risk Factors
Describes the key risk factors for the Fund, and includes risks described in the
"Summary of Important Risks" and "General Investment Risks" sections.
Words appearing in italicized print and highlighted in color are defined in the
Glossary.
<PAGE>
Nasdaq 100 Tilt Fund
Investment Adviser: Wells Fargo Bank, N.A.
Investment Sub-Adviser:
Investment Objective
The Nasdaq 100 Tilt Fund seeks long term capital appreciation.
Investment Strategies
We invest our assets in a selection of 70-80 Nasdaq listed common stocks that we
believe represents the best opportunities for optimal performance, and employ an
investment strategy that optimizes a security's representation on the Index
based on performance projections and analysis of fundamental security data. A
majority of our assets will be invested in securities normally found on the
Nasdaq 100 Index.
The Nasdaq 100 Index reflects Nasdaq's largest companies across major industry
groups, primarily from the technology sector, including computer hardware
(38.7%), computer software (33.6%), telecommunications (18.3%), retail/wholesale
trade (3.4%), biotechnology (3.2%), services (1.3%), and healthcare (0.7%).
(These percentages are Nasdaq 100 Index representation as of June 30, 2000.)
Eligibility criteria for the Nasdaq 100 Index includes minimum trading volumes,
trading history on Nasdaq or another exchange, and for foreign securities,
minimum market capitalization requirements. Nasdaq quarterly adjusts the stocks
listed in the Nasdaq 100 Index based on these and other criteria.
Permitted Investments
Under normal market conditions, we invest:
o in a non-diversified portfolio of common stocks selected primarily from
securities listed on the Nasdaq 100 Index; o in stock index futures and options
on stock indexes as a substitute for comparable position in the underlying
securities; and o in index swaps.
We 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. During such periods, the Fund may not achieve its
objective of long term capital appreciation.
Important Risk Factors
The Fund reserves the right to concentrate its investments in a single industry
or industries in which the Nasdaq 100 Index may be concentrated, typically
technology and technology-related companies. In the past, technology common
stocks have experienced extreme price and volume fluctuations that have often
been unrelated to the operating performance of such companies, and a portfolio
invested in these securities has a higher degree of risk associated with it than
more broadly invested equity funds. Non-diversified funds are more susceptible
to financial, market or economic events affecting the particular issuers and
industry sectors in which it invests.
There can be no assurance that our stock selection and investment strategy will
be successful in outperforming the Nasdaq 100 Index. Our ability to outperform
the Nasdaq 100 Index may be affected by, among other things, transaction costs
and shareholder purchases and redemptions.
<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" section on page 4. Other risks of mutual fund
investing include the following:
o Unlike bank deposits, such as CDs or savings accounts, mutual funds are not
insured by the FDIC. o We cannot guarantee that we will meet our investment
objectives.
o We do not guarantee the performance of the 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.
o 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. This is referred to as price volatility.
o Investing in any mutual fund, including those deemed conservative, involves
risk, including the possible loss of any money you invest.
o An investment in a single Fund, by itself, does not constitute a complete
investment plan.
o The Fund may also 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.
Investment practices and risk levels are carefully monitored. Every attempt is
made to ensure that the risk exposure for the Fund remains within the parameters
of its objective.
What follows is a general list of the types of risks (some of which are
described previously) that may apply to the Fund and a table showing some of the
additional investment practices that the Fund may use and the risks associated
with them. Additional information about these practices is available in the
Statement of Additional Information.
Concentration Risk -- The risk that investing portfolio assets in a single
industry or industries exposes the portfolio to greater loss from adverse
changes affecting the industry.
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.
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.
Emerging Market Risk--The risk that the emerging market, as defined in the
glossary, may be more sensitive to certain economic changes. For example,
emerging market countries are often dependent on international trade and are
therefore often vulnerable to recessions in other countries. They may have
obsolete financial systems, have volatile currencies and may be more sensitive
than more mature markets to a variety of economic factors. Emerging market
securities may also be less liquid than securities of more developed countries
and could be difficult to sell, particularly during a market downturn.
General Investment Risks (Cont'd)
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 dates to maturity.
Leverage Risk--The risk that an investment practice, such as lending portfolio
securities or engaging in forward commitment or when issued securities
transactions, 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 at the time desired, 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.
Non-Diversification Risk -- The risk that, because the proportion of a
non-diversified fund's assets that may be invested in the securities of a single
issuer is not limited by the Investment Company Act of 1940 (the "1940 Act"),
greater investment in a single issuer makes a fund more susceptible to
financial, economic or market events impacting the issuer. (A "diversified"
investment company is required by the 1940 Act generally, with respect to 75% of
its total assets, to invest not more than 5% of such assets in the securities of
a single issuer.)
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 accelerate their prepayment of
mortgage loans or other receivables, which can shorten the maturity of a
mortgage-backed or other asset-backed security, and reduce a portfolio's 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.
In addition to the general risks discussed above, you should carefully consider
and evaluate any special risks that may apply to investing in the Fund. See the
"Important Risk Factors" section in the summary for the Fund. You should also
see the Statement of Additional Information for additional information about the
investment practices and risks particular to the Fund.
<PAGE>
General Investment Risks (Cont'd)
Investment Practice/Risk
The following table lists some of the additional investment practices of the
Fund, including some not already discussed in the Investment Objective and
Investment Strategies 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 Strategies for the Fund or the
Statement of Additional Information for more information on these practices.
Investment practices and risk levels are carefully monitored. We attempt to
ensure that the risk exposure for the Fund remains within the parameters of its
objective.
---
NASDAQ 100 TILT
- --------------------------------------------------- ------------------ ---
Investment Practice Risk
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------ ---
Borrowing Policies
The ability to borrow from banks for temporary Leverage Risk o purposes to meet
shareholder redemptions.
- --------------------------------------------------- ------------------ ---
Floating and Variable Rate Debt
Instruments with interest rates that are adjusted Interest Rate o either on a
schedule or when an index or and Credit Risk benchmark changes.
- --------------------------------------------------- ------------------ ---
- --------------------------------------------------- ------------------ ---
Foreign Securities
Equity securities issued by a non-U.S. company or Information,
debt securities of a foreign government in the Political, o
form of an American Depository Receipt or similar Regulatory,
investment. Foreign securities may also be Diplomatic,
emerging market securities, which are subject to Liquidity and
the same risks, but to a higher degree. Currency Risk
- --------------------------------------------------- ------------------ ---
<PAGE>
- --------------------------------------------------- ------------------ ---
Forward Commitment, When-Issued and Delayed
Delivery Transactions
Securities bought or sold for delivery at a later Interest Rate, o
date or bought or sold for a fixed price at a Leverage, Credit
fixed date. and
Experience Risk
- --------------------------------------------------- ------------------ ---
<PAGE>
General Investment Risks (Cont'd)
---
NASDAQ 100 TILT
- --------------------------------------------------- ------------------ ---
Investment Practice Risk
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------ ---
Illiquid Securities
A security that cannot be readily sold, or cannot Liquidity Risk be readily sold
without negatively affecting its o fair price. Limited to 15% of total assets.
---
- --------------------------------------------------- ------------------ ---
Loans of Portfolio Securities
The practice of loaning securities to brokers, Credit, dealers and financial
institutions to increase Counter-Party o return on those securities. Loans may
be made up and Leverage Risk to Investment Company Act of 1940 limits (currently
one-third of total assets including the value of the collateral received).
---
- --------------------------------------------------- ------------------ ---
Options
The right or obligation to receive or deliver a Credit,
security or cash payment depending on the Information o
security's price or the performance of an index and Liquidity
or benchmark. Types of options used may Risk
include: options on securities, options on a
stock index, stock index futures and options on
stock index futures to protect liquidity and
portfolio value.
---
- --------------------------------------------------- ------------------ ---
Other Mutual Funds
A pro rata portion of the other fund's expenses, Market Risk in addition to the
expenses paid by the Fund, o will be borne by Fund shareholders.
- --------------------------------------------------- ------------------ ---
- --------------------------------------------------- ------------------ ---
Privately Issued Securities
Securities that are not publicly traded but which Credit and o
may or may not be resold in accordance with Rule Counter-Party
144A under the Securities Act of 1933. Risk
- --------------------------------------------------- ------------------ ---
Repurchase Agreements
A transaction in which the seller of a security Liquidity Risk agrees to buy
back a security at an agreed upon o time and price, usually with interest.
- --------------------------------------------------- ------------------ ---
<PAGE>
Organization and Management of the Fund
A number of different entities provide services to the Fund. This section shows
how the Fund is 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 Fund.
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 the 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. The Board of Trustees of the Trust supervises
the Fund's activities and approves the selection of various companies hired to
manage the Fund's operation. The major service providers are described in the
diagram below. Except for the advisers, which require shareholder vote to
change, if the Board believes that it is in the best interests of the
shareholders it may make a change in one of these companies.
<PAGE>
Organization and Management of the Fund (Cont'd)
------------------------------------------------------------------------------------
BOARD OF TRUSTEES
------------------------------------------------------------------------------------
Supervises the Fund's activities
------------------------------------------------------------------------------------
------------------------------------------ -----------------------------------------
INVESTMENT ADVISOR CUSTODIAN
------------------------------------------ -----------------------------------------
Wells Fargo Bank, N.A. Wells Fargo Bank Minnesota, N.A.
525 Market St., San Francisco, CA 6th Street & Marquette, Minneapolis, MN
Manages the Fund's investment Provides safekeeping for the Fund's
assets
activities
------------------------------------------ -----------------------------------------
------------------------------------------------------------------------------------
INVESTMENT SUB-ADVISOR
------------------------------------------------------------------------------------
[Barclays Global Fund Advisors
45 Fremont Street, San Francisco, CA]
Manages the Fund's investment
activities
------------------------------------------------------------------------------------
-------------------- ----------------------- ----------------------- ---------------
SHAREHOLDER
TRANSFER SERVICING
DISTRIBUTOR ADMINISTRATOR AGENT AGENTS
-------------------- ----------------------- ----------------------- ---------------
Stephens Inc. Wells Fargo Bank, N.A. Boston Financial Data Various Agents
111 Center St. 525 Market Street Services, Inc.
Little Rock, AR San Francisco, CA Two Heritage Drive
Markets the Fund, Manages the Quincy, MA Provide
and distributes Fund's business Maintains records services to
Fund shares activities of shares and customers
supervises the
paying of dividends
-------------------- ----------------------- ----------------------- ---------------
------------------------------------------------------------------------------------
FINANCIAL SERVICES FIRMS AND SELLING AGENTS
------------------------------------------------------------------------------------
Advise current and prospective shareholders on their Fund investments
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
SHAREHOLDERS
------------------------------------------------------------------------------------
<PAGE>
Organization and Management of the Fund (Cont'd)
In the following sections, the percentages shown are the percentages of the
average daily net assets of the Fund paid in an annual basis for the services
described.
The Investment Advisor
Wells Fargo Bank provides portfolio management and fundamental security analysis
services as the advisor for the Fund. 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 June 30, 2000, Wells Fargo Bank
and its affiliates provided advisory services for over [$131] billion in assets.
For providing these services, Wells Fargo Bank is entitled to receive a fee of
0.75% of the average annual net assets of the Fund.
The Sub-Advisor
[Barclays Global Fund Advisors ("BGFA"), a wholly owned subsidiary of Barclays
Global Investors, N.A. ("BGI"), is the sub-advisor for the Nasdaq 100 Tilt Fund.
In this capacity, it is responsible for the model that is used to determine
portfolio weightings and the selection of securities for the portfolio. As of
June 30, 2000, BGI managed or provided investment advice for assets aggregating
in excess of [$738] billion.]
The Administrator
Wells Fargo Bank provides the Fund with administration services, including
general supervision of the Fund's operation, coordination of the other services
provided to the Fund, compilation of information for reports to the SEC and the
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 the Fund's
business. For providing these services, Wells Fargo Bank is entitled to receive
a fee of 0.15% of the average annual net assets of the Fund.
Shareholder Servicing Plan
We have a shareholder servicing plan for the 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. For these services, the Fund pays 0.25% of its average net assets.
The Transfer Agent
Boston Financial Data Services, Inc. ("BFDS") provides transfer agency and
dividend disbursing services to the Fund. For providing these services, BFDS
receives an annual fee, certain transaction-related fees, and is reimbursed for
out-of-pocket expenses incurred on behalf of the Fund.
<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
o 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.
o We determine the NAV each business day as of the close of regular trading
on the New York Stock Exchange ("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 the class.
The Fund's assets are generally valued at current market prices. See the
Statement of Additional Information for further information.
o We process requests to buy or sell shares of the Fund each business day as
of the close of regular trading on the NYSE, which is usually 1:00 p.m.
(Pacific time)/3:00 p.m. (Central time). If the markets close early, the
Funds may close early and may value its shares at earlier times under these
circumstances. Any request we receive in proper form before this time is
processed the same day. Requests we receive after the cutoff time are
processed the next business day.
o The Fund is 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.
How to Buy Shares
You Can Buy Fund Shares
o Through a brokerage account established with an approved selling agent. o
Through certain retirement, benefits and pension plans, or
o through certain packaged investment products (please see the providers of the
plan for instructions).
Minimum Investments
o $1,000 minimum initial investment; and
o $100 for all subsequent investments.
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 invest.
<PAGE>
How to Sell Shares
Please consult the specific disclosure statements for the account through which
you have purchased Fund shares for additional information on selling Fund
shares.
o 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.
o 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.
How to Exchange Shares
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:
o You may make exchanges between like share classes.
o You should carefully read the Prospectus for the Fund into which you wish to
exchange.
o Every exchange involves selling Fund shares and that sale may produce a
capital gain or loss for federal income tax purposes. o 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. o Any exchange between Funds you already
own must meet the minimum redemption and subsequent purchase amounts for the
Funds
involved.
o 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.
o In order to discourage excessive exchange activity that could result in
additional expenses and lower returns for the Fund, the Fund may restrict
or refuse exchanges from market timers. You may be considered a market
timer if you completed more than one exchange within a 3 month period, or
seem to be following a timing pattern.
<PAGE>
Additional Services and Other Information
Automatic Programs
Automatic programs help you conveniently purchase and/or redeem shares each
month, check with your selling agent for more information.
Dividend and Capital Gain Distributions
The Fund pays any dividends and capital gains distributions at least annually.
Consult with your selling agent regarding distribution options:
o 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 option.
o Directed Distribution Purchase Option - Lets you buy shares of a different Wells Fargo Fund of the same
Remember, distributions have the effect of reducing the NAV per share by the
amount distributed.
<PAGE>
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 Fund 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 Fund attributable to its 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 the 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.
Backup Withholding
The Trust may be required to withhold, subject to certain exemptions, at a
rate of 31% ("backup withholding") on all distributions and redemption
proceeds (including proceeds from exchanges and redemptions in-kind) paid or
credited to an individual Fund shareholder, unless the shareholder certifies
that the "taxpayer identification number" ("TIN") provided is correct and that
the shareholder is not subject to backup withholding, or the IRS notifies the
Trust that the shareholder's TIN is incorrect or that the shareholder is
subject to backup withholding. Such tax withheld does not constitute any
additional tax imposed on the shareholder, and may be claimed as a tax payment
on the shareholder's Federal income tax return. An investor must provide a
valid TIN upon opening or reopening an account. Failure to furnish a valid TIN
to the Trust also could subject the investor to penalties imposed by the IRS.
<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.
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.
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.
Glossary (Cont'd)
Dollar-Denominated
Securities issued by foreign banks, companies or governments in U.S. dollars.
Illiquid Security
A security which cannot be readily sold, or cannot be readily sold without
negatively affecting its fair price.
Liquidity
The ability to readily sell a security at a fair price.
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.
Options
An option is the right to buy or sell a security based on an agreed upon price
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.
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.
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.
Nasdaq 100 Index
Index of the 100 largest companies listed on the Nasdaq Stock Market. The list
is updated quarterly, and companies on this index are typically representative
of technology-related industries such as computer hardware and software
products, telecommunications, biotechnology, services and retail/wholesale
trade.
Statement of Additional Information
A document that supplements the disclosure made in the Prospectus.
Taxpayer Identification Number
Usually the social security number for an individual or the Employer
Identification Number for a corporation.
Glossary (Cont'd)
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.
<PAGE>
YOU MAY WISH TO REVIEW THE FOLLOWING DOCUMENT:
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.
THIS DOCUMENT IS AVAILABLE FREE OF CHARGE:
Call 1-800-222-8222
Write to:
Wells Fargo Funds
PO Box 8266
Boston, MA 02266-8266; or
Visit the SEC's web site at
http://www.sec.gov
REQUEST COPIES FOR A FEE BY WRITING TO:
SEC Public Reference Room, Washington, DC 20549-6009
Call: 1-800-SEC-0330 for details
Additional services questions can be answered by calling your specific product
group at Wells Fargo Bank: Online Brokerage Services - 1-800-TRADERS (872-3377)
Wells Fargo Checking and Savings: 1-800-869-3557 Next Stage IRA or Stagecoach
IRA: 1-800-237-8472 Portfolio Advisor - 1-877-689-7882
--------------------------------------------------
ICA Reg. No. 811-09253 NOT FDIC INSURED-NO BANK GUARANTEE-MAY LOSE VALUE WFFT OP (7/00)
--------------------------------------------------
<PAGE>
26
JULY 24, 2000
Wells Fargo Tax-Free Funds
Prospectus
Please read this Prospectus and keep it for future
reference. It is designed to provide you with
important information and to help you decide if the
Funds goals match your own.
Nebraska Tax-Free Fund These securities have not been approved
Institutional Class or disapproved by the U.S. Securities and
Exchange Commission ("SEC"),
nor has the SEC passed upon the
accuracy or adequacy of this Prospectus.
Any representation to the contrary is a
criminal offense.
Fund shares are NOT deposits or other obligations of,
or issued, endorsed or guaranteed by Wells Fargo
Bank, N.A. ("Wells Fargo Bank") or any of its
affiliates. Fund shares are NOT insured or guaranteed
by the U.S. Government, the Federal Deposit Insurance
Corporation ("FDIC") or any other governmental
agency. AN INVESTMENT IN THE FUND INVOLVES CERTAIN
RISKS, INCLUDING POSSIBLE LOSS OF PRINCIPAL.
<PAGE>
TABLE OF CONTENTS
Overview Objective and Principal
Strategy
This section contains Summary of Important Risks
important summary Summary of Expenses
information about the Key Information
Fund.
The Fund Nebraska Tax-Free Fund
General Investment Risks
This section contains Organization and Management important information of the
Fund about the Fund.
Your Investment Your Account
How to Buy Shares
Turn to this section for How to Sell Shares information on how to How to
Exchange Shares open an account and how to buy, sell and exchange Fund shares.
Reference Other Information
Glossary
Look here for
additional information
and term definitions
<PAGE>
Nebraska Tax-Free Fund Overview
See the individual Fund description in this Prospectus for further details.
Objective
Seeks current income exempt from federal income tax and Nebraska personal income
tax.
Principal Strategy
We invest primarily in investment grade Nebraska municipal securities of varying
maturities.
<PAGE>
Summary of Important Risks
This section summarizes important risks for the Fund described in this
Prospectus. Additional information about these and other risks is included
in:
o the individual Fund Description later in this Prospectus; o under the "General
Investment Risks" section beginning on page 11; and o in the Fund's Statement of
Additional Information.
An investment in the 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. It is possible to lose money by investing in the
Fund.
The Fund invests in debt instruments, 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 instruments in a Fund's portfolio, 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 instruments held in a
Fund, unless the instrument has 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, thereby affecting their value and the return on your
investment.
The Fund may invest in municipal obligations that rely on the
creditworthiness or revenue production of their issuers or ancillary credit
enhancement features. Municipal obligations may be difficult to obtain
because of limited supply, which may increase the cost of such securities and
effectively reduce the portfolio's yield. Typically, less information is
available about a municipal issuer than is available for other types of
securities issuers.
Although we strive to invest in municipal obligations and other securities
with interest that is exempt from federal personal income taxes, including
the federal AMT, some income earned by Fund investments may be subject to
such taxes.
Tax-Free Funds take advantage of tax laws that allow the income from certain
investments to be exempted from federal and, in some cases, state personal
income tax. Capital gains, whether declared by the Fund or realized by the
shareholder through the selling of Fund shares, are generally taxable.
The Fund is considered to be non-diversified according to the Investment
Company Act of 1940, as amended ("1940 Act"). The majority of the issuers of
the securities in the Fund's portfolio are located within Nebraska.
Non-diversified, geographically concentrated funds are riskier than similar
funds that are diversified or spread their investments over several
geographic areas. Default by a single security in the portfolio may have a
greater negative affect than a similar default in a diversified portfolio.
Fund-Specific Risks
Since we invest heavily in Nebraska municipal securities, events in Nebraska
are likely to effect the Fund's investments. The Nebraska economy is
primarily based on agriculture and agricultural processing. but has become
increasingly diversified with relatively steady growth in the manufacturing,
services and finance, insurance and real estate industries. While these
recent trends have helped diversify the Nebraska economy, it may still be
significantly impacted by changes in agricultural conditions such as the
weather, fluctuations in commodity markets, world agricultural production,
import and export and decreases in federal agriculture subsidy and support
programs.
The State of Nebraska does not directly issue debt. The obligations issued by
municipalities or political subdivisions which are permitted to issue debt
are not backed by the State's full faith and credit. Accordingly, the Fund
relies on the availability of, and must individually analyze the economic
condition of, securities issued by the various municipalities and public
authorities in Nebraska. We may invest 25% or more of our assets in Nebraska
municipal securities that are related in such a way that political, economic
or business developments effecting one obligation would effect others.
<PAGE>
Performance History
This Fund has been in operation for less than one calendar year, therefore no
performance information is shown.
<PAGE>
Summary of Expenses
These tables are intended to help you understand the various costs and
expenses you will pay as a shareholder in the Fund. These tables do not
reflect charges that may be imposed in connection with an account through
which you hold Fund shares.
- ---------------------------------------------- --------------------------
Shareholder Fees Nebraska Tax-Free Fund
--------------------------
Institutional Class
- ----------------------------------------------
--------------------------
Maximum sales charge (load)
imposed on purchases (as a percentage of
offering price) None
- ---------------------------------------------- --------------------------
Maximum deferred sales charge (load)
(as a percentage of the lower of the Net None
Asset Value ("NAV") at purchase or the NAV
at redemption)
- ---------------------------------------------- --------------------------
- ------------------------------- -----------------------
Nebraska Tax-Free
Fund
-----------------------
-----------------------
Institutional Class
- -------------------------------
-----------------------
Management Fee 0.50%
- ------------------------------- -----------------------
- ------------------------------- -----------------------
Distribution (12b-1) Fee 0.00%
- ------------------------------- -----------------------
Other Expenses5 0.54%
- ------------------------------- -----------------------
TOTAL ANNUAL FUND
OPERATING
EXPENSES 1.04%
- ------------------------------- -----------------------
Fee Waivers6 0.21%
- ------------------------------- -----------------------
NET EXPENSES 0.83%
- ------------------------------- -----------------------
Example of Expenses
These examples are intended to help you compare the cost of investing in the
Fund with the cost of investing in other mutual funds. The examples assume a
fixed rate of return and the 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:
- ------------------- ----------------------------------
Nebraska Tax-Free Fund
----------------------------------
----------------------------------
Institutional Class
- -------------------
----------------------------------
1 YEAR $ 85
- ------------------- ----------------------------------
3 YEARS $310
- ------------------- ----------------------------------
<PAGE>
Key Information
Important information you should look for as you decide to invest in the Fund:
The summary information on the previous pages is designed to provide you with an
overview of the Fund. The sections that follow provide more detailed information
about the investments and management of the Fund.
Investment Objective and Investment Strategies
The investment objective of the Fund in this Prospectus is non-fundamental, that
is, it can be changed by a vote of the Board of Trustees alone. The objective
and strategy descriptions for the Fund tell you: o what the Fund is trying to
achieve; and o how we intend to invest your money.
Permitted Investments
A summary of the Fund's key permitted investments and practices.
Important Risk Factors
Describes the key risk factors for the Fund, and includes risks described in the
"Summary of Important Risks" and "General Investment Risks" sections.
Words appearing in italicized print and highlighted in color are defined in the
Glossary.
<PAGE>
Nebraska Tax-Free Fund
Portfolio Managers: Mark Walter
Patricia D. Hovanetz, CFA
Investment Objective
The Nebraska Tax-Free Fund seeks current income exempt from federal income taxes
and Nebraska personal income tax.
Investment Strategies
We actively manage a portfolio of municipal securities and we buy municipal
securities of any maturity length. The portfolio's weighted average maturity
will vary depending on market conditions, economic conditions including interest
rates, the differences in yields between obligations of different maturity
lengths and other factors. Generally, we will attempt to capture greater total
return by increasing maturity when we expect interest rates to decline, and
attempt to preserve capital by shortening maturity when interest rates are
expected to increase. We invest primarily in a portfolio of investment grade
municipal securities.
Permitted Investments
Under normal market conditions, we invest:
o at least 80% of net assets in municipal securities that pay interest exempt
from federal income tax; o at least 65% of total assets in municipal securities
that pay interest exempt from Nebraska personal income tax; o up to 20% of net
assets in securities whose income is subject to the federal AMT; and o in
municipal obligations rated in the four highest credit categories by NRROs, and
in securities deemed by the advisor to be of
comparable quality.
We 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. During these periods, the Fund may not achieve its
objective of current income exempt from federal income taxes and Nebraska
personal income taxes.
Important Risk Factors
Since we invest heavily in Nebraska municipal securities, events in Nebraska are
likely to effect the Fund's investments. The Nebraska economy is primarily based
on agriculture and agricultural processing. but has become increasingly
diversified with relatively steady growth in the manufacturing, services and
finance, insurance and real estate industries. While these recent trends have
helped diversify the Nebraska economy, it may still be significantly impacted by
changes in agricultural conditions such as the weather, fluctuations in
commodity markets, world agricultural production, import and export and
decreases in federal agriculture subsidy and support programs.
The State of Nebraska does not directly issue debt. The obligations issued by
municipalities or political subdivisions which are permitted to issue debt are
not backed by the State's full faith and credit. Accordingly, the Fund relies on
the availability of, and must individually analyze the economic condition of,
securities issued by the various municipalities and public authorities in
Nebraska. We may invest 25% or more of our assets in Nebraska municipal
securities that are related in such a way that political, economic or business
developments effecting one obligation would effect others.
Municipal securities rely on the creditworthiness or revenue production of their
issuers. Municipal obligations may be difficult to obtain because of limited
supply, which may increase the cost of such securities and effectively reduce
the portfolio's yield. Typically, less information is available about a
municipal issuer than is available for other types of securities issuers.
Although we strive to invest in municipal securities and other securities with
interest that is exempt from federal personal income taxes, including the
federal AMT, some income earned by Fund investments may be subject to such
taxes.
You should consider the "Summary of Important Risks" section on page 4; the
"General Investment Risks" section beginning on page 9; and the specific risks
listed here. They are all important to your investment choice.
<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" section on page 4. Other risks of mutual fund
investing include the following:
o Unlike bank deposits, such as CDs or savings accounts, mutual funds are not
insured by the FDIC. o We cannot guarantee that we will meet our investment
objective.
o We do not guarantee the performance of the 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.
o 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. This is referred to as price volatility.
o Investing in any mutual fund, including those deemed conservative, involves
risk, including the possible loss of any money you invest.
o An investment in a single Fund, by itself, does not constitute a complete
investment plan.
o The Fund may also 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.
We carefully monitor investment practices and risk levels and make every attempt
to ensure that the risk exposure for the Fund remains within the parameters of
its objective.
What follows is a general list of the types of risks (some of which are
described previously) that may apply to the Fund and a table showing some of the
additional investment practices that the 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.
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.
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 dates to maturity.
Leverage Risk--The risk that an investment practice, such as lending portfolio
securities or engaging in forward commitment or when issued securities
transactions, may increase a Fund's exposure to market risk, interest rate risk
or other risks by, in effect, increasing assets available for investment.
General Investment Risks (Cont'd)
Liquidity Risk--The risk that a security cannot be sold at the time desired, 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 accelerate their prepayment of
mortgage loans or other receivables, which can shorten the maturity of a
mortgage-backed or other asset-backed security, and reduce a portfolio's 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.
In addition to the general risks discussed above, you should carefully consider
and evaluate any special risks that may apply to investing in the Fund. See the
"Important Risk Factors" section in the summary for the Fund. You should also
see the Statement of Additional Information for additional information about the
investment practices and risks particular to the Fund.
<PAGE>
General Investment Risks (Cont'd)
Investment Practice/Risk
The following table lists some of the additional investment practices of the
Fund, including some not already described in the Investment Objective and
Investment Strategies 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 Strategies for the Fund or the
Statement of Additional Information for more information on these practices.
Investment practices and risk levels are carefully monitored. We attempt to
ensure that the risk exposure for the Fund remains within the parameters of its
objective.
---
NEBRASKA TAX-FREE
- --------------------------------------------------- ------------------ ---
Investment Practice Risk
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------ ---
Borrowing Policies
The ability to borrow from banks for temporary Leverage Risk o purposes to meet
shareholder redemptions.
- --------------------------------------------------- ------------------ ---
Floating and Variable Rate Debt
Instruments with interest rates that are adjusted Interest Rate o either on a
schedule or when an index or and Credit Risk benchmark changes.
- --------------------------------------------------- ------------------ ---
<PAGE>
- --------------------------------------------------- ------------------ ---
Forward Commitment, When-Issued and Delayed
Delivery Transactions
Securities bought or sold for delivery at a later Interest Rate, o
date or bought or sold for a fixed price at a Leverage, Credit
fixed date. and
Experience Risk
- --------------------------------------------------- ------------------ ---
<PAGE>
General Investment Risks (Cont'd)
---
NEBRASKA TAX-FREE
- --------------------------------------------------- ------------------ ---
Investment Practice Risk
- --------------------------------------------------- ------------------
- --------------------------------------------------- ------------------ ---
Illiquid Securities
A security that cannot be readily sold, or cannot Liquidity Risk be readily sold
without negatively affecting its o fair price. Limited to 15% of total assets.
---
- --------------------------------------------------- ------------------ ---
Loans of Portfolio Securities
The practice of loaning securities to brokers, Credit, dealers and financial
institutions to increase Counter-Party o return on those securities. Loans may
be made up and Leverage Risk to Investment Company Act of 1940 limits (currently
one-third of total assets including the value of the collateral received).
---
- --------------------------------------------------- ------------------ ---
Options
The right or obligation to receive or deliver a Credit,
security or cash payment depending on the Information o
security's price or the performance of an index and Liquidity
or benchmark. Types of options used may Risk
include: options on securities, options on a
stock index, stock index futures and options on
stock index futures to protect liquidity and
portfolio value.
---
- --------------------------------------------------- ------------------ ---
Other Mutual Funds
A pro rata portion of the other fund's expenses, Market Risk in addition to the
expenses paid by the Fund, o will be borne by Fund shareholders.
- --------------------------------------------------- ------------------ ---
- --------------------------------------------------- ------------------ ---
Privately Issued Securities
Securities that are not publicly traded but which Credit and o
may or may not be resold in accordance with Rule Counter-Party
144A under the Securities Act of 1933. Risk
- --------------------------------------------------- ------------------ ---
Repurchase Agreements
A transaction in which the seller of a security Liquidity Risk agrees to buy
back a security at an agreed upon o time and price, usually with interest.
- --------------------------------------------------- ------------------ ---
<PAGE>
Organization and Management of the Fund
A number of different entities provide services to the Fund. This section shows
how the Fund is 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 Fund.
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 the 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. The Board of Trustees of the Trust supervises
the Fund's activities and approves the selection of various companies hired to
manage the Fund's operation. The major service providers are described in the
diagram below. Except for the advisors, which require shareholder vote to
change, if the Board believes that it is in the best interest of the
shareholders it may make a change in one of these companies.
<PAGE>
Organization and Management of the Fund (Cont'd)
------------------------------------------------------------------------------------
BOARD OF TRUSTEES
------------------------------------------------------------------------------------
Supervises the Fund's activities
------------------------------------------------------------------------------------
------------------------------------------ -----------------------------------------
INVESTMENT ADVISOR CUSTODIAN
------------------------------------------ -----------------------------------------
Wells Fargo Bank, N.A. Wells Fargo Bank Minnesota, N.A.
525 Market St., San Francisco, CA 6th Street & Marquette, Minneapolis, MN
Manages the Fund's investment Provides safekeeping for the Fund's
assets
activities
------------------------------------------ -----------------------------------------
------------------------------------------------------------------------------------
INVESTMENT SUB-ADVISOR
------------------------------------------------------------------------------------
Wells Capital Management Incorporated
525 Market St., San Francisco, CA
Manages the Fund's investment
activities
------------------------------------------------------------------------------------
-------------------- ----------------------- ----------------------- ---------------
SHAREHOLDER
TRANSFER SERVICING
DISTRIBUTOR ADMINISTRATOR AGENT AGENTS
-------------------- ----------------------- ----------------------- ---------------
Stephens Inc. Wells Fargo Bank, N.A. Boston Financial Data Various Agents
111 Center St. 525 Market Street Services, Inc.
Little Rock, AR San Francisco, CA Two Heritage Drive
Markets the Fund, Manages the Quincy, MA Provide
and distributes Fund's business Maintains records services to
Fund shares activities of shareholders and customers
supervises the
paying of dividends
-------------------- ----------------------- ----------------------- ---------------
------------------------------------------------------------------------------------
FINANCIAL SERVICES FIRMS AND SELLING AGENTS
------------------------------------------------------------------------------------
Advise current and prospective shareholders on their Fund investments
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
SHAREHOLDERS
------------------------------------------------------------------------------------
<PAGE>
Organization and Management of the Fund (Cont'd)
In the following sections, the percentages shown are the percentages of the
average daily net assets of the Fund paid on an annual basis for the services
described.
The Investment Advisor
Wells Fargo Bank provides portfolio management and fundamental security analysis
services as the advisor for the Fund. 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 June 30, 2000, Wells Fargo Bank
and its affiliates provided advisory services for over [$131] billion in assets.
For providing these services to the Fund, Wells Fargo Bank is entitled to
receive a fee of 0.50% of the average annual net assets of the Fund.
The Sub-Advisor
Wells Capital Management Incorporated ("WCM"), a wholly owned subsidiary of
Wells Fargo Bank, N.A., is the sub-advisor for the Fund. In this capacity, it is
responsible for the day-to-day investment management activities of the Fund. As
of June 30, 2000, WCM provided advisory services for over [$42] billion in
assets.
The Administrator
Wells Fargo Bank provides the Fund with administration services, including
general supervision of the Fund's operation, coordination of the other services
provided to the Fund, compilation of information for reports to the SEC and the
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 the Fund's
business. For providing these services, Wells Fargo Bank is entitled to receive
a fee of 0.15% of the average annual net assets of the Fund.
Shareholder Servicing Plan
We have a shareholder servicing plan for the 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. For these services, the Fund pays 0.25% of its average net assets.
The Transfer Agent
Boston Financial Data Services, Inc. ("BFDS") provides transfer agency and
dividend disbursing services to the Fund. For providing these services, BFDS
receives an annual fee, certain transaction-related fees, and is reimbursed for
out-of-pocket expenses incurred on behalf of the Fund.
<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
o 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.
o We determine the NAV each business day as of the close of regular trading
on the New York Stock Exchange ("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 the class.
The Fund's assets are generally valued at current market prices. See the
Statement of Additional Information for further information.
o We process requests to buy or sell shares of the Fund each business day as
of the close of regular trading on the NYSE, which is usually 1:00 p.m.
(Pacific time)/3:00 p.m. (Central time). If the markets close early, the
Fund may close early and may value its shares at earlier times under these
circumstances. Any request we receive in proper form before this time is
processed the same day. Requests we receive after the cutoff time are
processed the next business day.
o The Fund is 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.
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 Fund should contact an account
representative at their Institution and should understand the following:
o Share purchases are made through a Customer Account at an Institution in
accordance with the terms of the Customer Account involved; o Institutions are
usually the holders of record for Institutional shares held through Customer
Accounts and maintain records
reflecting their customers' beneficial ownership of the shares;
o Institutions are responsible for transmitting their customers' purchase and
redemption orders to the Fund and for delivering required payment on a
timely basis;
o The exercise of voting rights and the delivery of shareholder
communications from the Fund is governed by the terms of the Customer
Account involved; and
o Institutions may charge their customers account fees and may receive fees
from us with respect to investments their customers have made with the
Fund.
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
o 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.
o Redemption proceeds are usually wired to the redeeming Institution the
following business day.
o 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.
o Generally, we pay redemption requests in cash, unless the redemption
requests of the shareholder are for more than $250,000 or 1% of the net
assets of the Fund within a ninety-day period. If a request for a
redemption is over these limits, in order to protect the other shareholders
we may pay the redemption in part on in whole in portfolio securities of
equal value.
How to Exchange Shares
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:
o You should carefully read the Prospectus for the Fund into which you wish to
exchange.
o Every exchange involves selling Fund shares and that sale may produce a
capital gain or loss for federal income tax purposes.
o You may make exchanges only between like share classes of non-money market
funds and the Service Class shares of money market Funds.
In order to discourage excessive exchange activity that could result in
additional expenses and lower returns for the fund, the fund may restrict or
refuse exchanges from market timers. You may be considered a market timer if you
completed more than one exchange within a 3 month period, or seem to be
following a timing pattern.
Contact your account representative for further details.
<PAGE>
Other Information
Dividend and Capital Gain Distributions
The Fund pays any dividends monthly and any capital gains distributions at least
annually.
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 Fund 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 Fund attributable to its net interest income from
tax-exempt securities will not be subject to federal income tax. Dividends
distributed 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 net capital gains (generally the excess of net long-term
capital gains over net short-term capital losses) earned by the 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.
<PAGE>
Portfolio Managers
Patricia D. Hovanetz, CFA
Nebraska Tax-Free Fund since 2000
Ms. Hovanetz joined WCM in 1998 as a Principal with the Tax-Exempt Fixed-Income
Team, and simultaneously held the position of Director of Tax-Exempt
Fixed-Income at NIM (since 1997) until WCM and NIM combined investment advisory
services under the WCM name in 1999. Ms. Hovanetz has over 30 years experience
in the municipal bond industry and manages over $300 million in municipal bond
assets for the Wells Fargo Funds. She also manages other national tax-exempt
assets for institutional accounts and has been a portfolio manager at NIM since
1988. Ms. Hovanetz attended St. Cloud State College and the University of
Minnesota.
Mark Walter
Nebraska Tax-Free Fund since 2000
Mr. Walter joined WCM in 1999 as a Portfolio Manager with the Tax-Exempt
Fixed-Income Team, and simultaneously held the position of Assistant Portfolio
Manager at NIM (since 1997) until WCM and NIM combined investment advisory
services under the WCM name in 1999. As an Assistant Portfolio Manager, Mr.
Walter assisted in the management of both taxable and tax-exempt fixed-income
funds. Currently, Mr. Walter also co-manages the Wells Fargo Colorado Tax-Free
Fund and the Wells Fargo National Limited Term Tax-Free Fund. Prior to WCM, he
worked as an Investment Consultant for Kirkpatrick, Petris, a brokerage firm
that is a wholly owned subsidiary of the Mutual of Omaha. In his capacity as an
Investment Consultant, Mr. Walter sold and traded taxable and tax-exempt
fixed-income securities to institutional clients. Mr. Walter received a BS in
France from the University of Colorado at Boulder in 1996.
<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 the Fund's portfolio of investments.
Business Day
Any day the New York Stock Exchange is open is a business day for the Fund.
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.
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.
Dollar-Denominated
Securities issued by foreign banks, companies or governments in U.S. dollars.
Illiquid Security
A security which cannot be readily sold, or cannot be readily sold without
negatively affecting its fair price.
Liquidity
The ability to readily sell a security at a fair price.
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.
Glossary (Cont'd)
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.
Options
An option is the right to buy or sell a security based on an agreed upon price
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.
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.
Selling Agent
A person who has an agreement with the Fund's distributor that allows them to
sell the 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.
Statement of Additional Information
A document that supplements the disclosure made in the Prospectus.
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 Fund.
Turnover Ratio
The percentage of the securities held in the Fund's portfolio, other than
short-term securities, that were bought or sold within a year.
<PAGE>
YOU MAY WISH TO REVIEW THE FOLLOWING DOCUMENT:
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.
THIS DOCUMENT IS AVAILABLE FREE OF CHARGE:
Call 1-800-222-8222
Write to:
Wells Fargo Funds
PO Box 8266
Boston, MA 02266-8266; or
Visit the SEC's web site at
http://www.sec.gov
REQUEST COPIES FOR A FEE BY WRITING TO:
SEC Public Reference Room, Washington, DC 20549-6009
Call: 1-800-SEC-0330 for details
--------------------------------------------------
ICA Reg. No. 811-09253 NOT FDIC INSURED-NO BANK GUARANTEE-MAY LOSE VALUE WFFT E P (2/00)
--------------------------------------------------
<PAGE>
WELLS FARGO FUNDS TRUST
Telephone: 1-800-222-8222
STATEMENT OF ADDITIONAL INFORMATION
Dated July 24, 2000
TECHNOLOGY FUND
Class A, Class B, and Class C
Wells Fargo Funds Trust (the "Trust") is an open-end, management
investment company. This Statement of Additional Information ("SAI") contains
additional information about the Technology Fund in the Wells Fargo Funds Trust
family of funds (the "Fund"). The Technology Fund is considered to be
non-diversified under the Investment Company Act of 1940, as amended (the "1940
Act"). The Technology Fund offers Class A, Class B and Class C shares. This SAI
relates to all such classes of shares.
This SAI is not a prospectus and should be read in conjunction with the
Fund's Prospectus, also dated July 24, 2000. All terms used in this SAI that are
defined in the Prospectus have the meanings assigned in the Prospectus. A copy
of the Prospectus may be obtained without charge by calling 1-800-222-8222 or
writing to Wells Fargo Funds, P.O. Box 8266, Boston, MA 02266-8266.
<PAGE>
i
TABLE OF CONTENTS
Page
Investment Policies.................................................................................. 1
Additional Permitted Investment Activities and Associated Risks......................................
Management...........................................................................................
Performance Calculations.............................................................................
Determination of Net Asset Value.....................................................................
Additional Purchase and Redemption Information.......................................................
Portfolio Transactions...............................................................................
Fund Expenses........................................................................................
Federal Income Taxes.................................................................................
Capital Stock........................................................................................
Other................................................................................................
Counsel..............................................................................................
Independent Auditors.................................................................................
Appendix............................................................................................. A-1
<PAGE>
31
INVESTMENT POLICIES
Fundamental Investment Policies
The Fund has adopted the following investment policies, all of which
are fundamental policies; that is, they may not be changed without approval by
the holders of a majority (as defined in 1940 Act) of the outstanding voting
securities of such Fund.
The Fund may not:
(1) borrow money, except to the extent permitted under the 1940 Act, including
the rules, regulations and any orders obtained thereunder;
(2) issue senior securities, except to the extent permitted under the 1940 Act,
including the rules, regulations and any orders obtained thereunder;
(3) make loans to other parties if, as a result, the aggregate value of such
loans would exceed one-third of the Fund's total assets. For the purposes of
this limitation, entering into repurchase agreements, lending securities and
acquiring any debt securities are not deemed to be the making of loans;
(4) underwrite securities of other issuers, except to the extent that the
purchase of permitted investments directly from the issuer thereof or from an
underwriter for an issuer and the later disposition of such securities in
accordance with the Fund's investment program may be deemed to be an
underwriting;
(5) purchase or sell real estate unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
investing in securities or other instruments backed by real estate or securities
of companies engaged in the real estate business); nor
(6) purchase or sell commodities, provided that (i) currency will not be deemed
to be a commodity for purposes of this restriction, (ii) this restriction does
not limit the purchase or sale of futures contracts, forward contracts or
options, and (iii) this restriction does not limit the purchase or sale of
securities or other instruments backed by commodities or the purchase or sale of
commodities acquired as a result of ownership of securities or other
instruments.
(7) purchase the securities of issuers conducting their principal business
activity in the same industry if, immediately after the purchase and as a result
thereof, the value of the Fund's investments in that industry would equal or
exceed 25% of the current value of the Fund's total assets, provided that this
restriction does not limit the Fund's investments in (i) securities issued or
guaranteed by the U.S. Government, its agencies or instrumentalities, (ii)
securities of other investment companies, (iii) municipal securities, (iv)
repurchase agreements, or securities of any industry considered to be a
"technology" related industry as categorized by the Securities and Exchange
Commission.
Non-Fundamental Investment Policies
The Fund has adopted the following non-fundamental policies which may be
changed by the Trustees of the Trust at any time without approval of such
Fund's shareholders.
(1) The Fund may invest in shares of other investment companies only to the
extent permitted under Section 12(d)(1)(A) of the 1940 Act, including the rules,
regulations and any orders obtained thereunder.
(1) The Fund may not invest or hold more than 15% of the Fund's net assets in
illiquid securities. For this purpose, illiquid securities include, among
others, (a) securities that are illiquid by virtue of the absence of a readily
available market or legal or contractual restrictions on resale, (b) fixed time
deposits that are subject to withdrawal penalties and that have maturities of
more than seven days, and (c) repurchase agreements not terminable within seven
days.
(2) The Fund may invest in futures or options contracts regulated by the CFTC
for (i) bona fide hedging purposes within the meaning of the rules of the CFTC
and (ii) for other purposes if, as a result, no more than 5% of the Fund's net
assets would be invested in initial margin and premiums (excluding amounts
"in-the-money") required to establish the contracts.
(3) The Fund may lend securities from its portfolio to approved brokers, dealers
and financial institutions, to the extent permitted under the 1940 Act,
including the rules, regulations and exemptions thereunder, which currently
limit such activities to one-third of the value of the Fund's total assets
(including the value of the collateral received). Any such loans of portfolio
securities will be fully collateralized based on values that are
marked-to-market daily.
(4) The Fund may not make investments for the purpose of exercising control or
management, provided that this restriction does not limit the Fund's investments
in securities of other investment companies or investments in entities created
under the laws of foreign countries to facilitate investment in securities of
that country.
(5) The Fund may not purchase securities on margin (except for short-term
credits necessary for the clearance of transactions).
(6) The Fund may sell securities short, whether or not it owns or has the right
to obtain securities equivalent in kind and amount to the securities sold short
(short sales "against the box").
General
Notwithstanding the foregoing policies, any other investment companies
in which the Fund may invest have adopted their own investment policies, which
may be more or less restrictive than those listed above, thereby allowing the
Fund to participate in certain investment strategies indirectly that are
prohibited under the fundamental and non-fundamental investment policies listed
above.
ADDITIONAL PERMITTED INVESTMENT ACTIVITIES AND ASSOCIATED RISKS
Set forth below are descriptions of certain investments and additional
investment policies for the Fund. Not all Funds participate in all of the
investment practices described below. For purposes of monitoring the investment
policies and restrictions of the Fund (with the exception of the loans of
portfolio securities policy described below), the amount of any securities
lending collateral held by the Fund will be excluded in calculating total
assets.
Bank Obligations
The Fund may invest in bank obligations, including certificates of
deposit, time deposits, bankers' acceptances and other short-term obligations of
domestic banks, foreign subsidiaries of domestic banks, foreign branches of
domestic banks, and domestic and foreign branches of foreign banks, domestic
savings and loan associations and other banking institutions. With respect to
such securities issued by foreign branches of domestic banks, foreign
subsidiaries of domestic banks, and domestic and foreign branches of foreign
banks, the Fund may be subject to additional investment risks that are different
in some respects from those incurred by the Fund which invests only in debt
obligations of domestic issuers. Such risks include possible future political
and economic developments, the possible imposition of foreign withholding taxes
on interest income payable on the securities, the possible establishment of
exchange controls or the adoption of other foreign governmental restrictions
which might adversely affect the payment of principal and interest on these
securities and the possible seizure or nationalization of foreign deposits. In
addition, foreign branches of U.S. banks and foreign banks may be subject to
less stringent reserve requirements and to different accounting, auditing,
reporting and recordkeeping standards than those applicable to domestic branches
of U.S. banks.
Certificates of deposit are negotiable certificates evidencing the
obligation of a bank to repay funds deposited with it for a specified period of
time.
Time deposits are non-negotiable deposits maintained in a banking
institution for a specified period of time at a stated interest rate. Time
deposits which may be held by the Fund will not benefit from insurance from the
Bank Insurance Fund or the Savings Association Insurance Fund administered by
the Federal Deposit Insurance Corporation ("FDIC"). Bankers' acceptances are
credit instruments evidencing the obligation of a bank to pay a draft drawn on
it by a customer. These instruments reflect the obligation both of the bank and
of the drawer to pay the face amount of the instrument upon maturity. The other
short-term obligations may include uninsured, direct obligations, bearing fixed,
floating- or variable-interest rates.
Borrowing
The Fund may borrow money for temporary or emergency purposes,
including the meeting of redemption requests. Borrowing involves special risk
considerations. Interest costs on borrowings may fluctuate with changing market
rates of interest and may partially offset or exceed the return earned on
borrowed funds (or on the assets that were retained rather than sold to meet the
needs for which funds were borrowed). Under adverse market conditions, the Fund
might have to sell portfolio securities to meet interest or principal payments
at a time when investment considerations would not favor such sales. Reverse
repurchase agreements, short sales not against the box, dollar roll transactions
and other similar investments that involve a form of leverage have
characteristics similar to borrowings but are not considered borrowings if the
Fund maintains a segregated account.
Commercial Paper
The Fund may invest in commercial paper (including variable amount
master demand notes) which refers to short-term, unsecured promissory notes
issued by corporations to finance short-term credit needs. Commercial paper is
usually sold on a discount basis and has a maturity at the time of issuance not
exceeding nine months. Variable amount master demand notes are demand
obligations which permit the investment of fluctuating amounts at varying market
rates of interest pursuant to arrangements between the issuer and a commercial
bank acting as agent for the payee of such notes whereby both parties have the
right to vary the amount of the outstanding indebtedness on the notes.
Investments by the Fund in commercial paper (including variable rate demand
notes and variable rate master demand notes issued by domestic and foreign bank
holding companies, corporations and financial institutions, as well as similar
instruments issued by government agencies and instrumentalities) will consist of
issues that are rated in one of the two highest rating categories by a
Nationally Recognized Ratings Organization ("NRRO"). Commercial paper may
include variable- and floating-rate instruments.
Convertible Securities
The Fund may invest in convertible securities that provide current
income and that have a strong earnings and credit record. The Fund may purchase
convertible securities that are fixed-income debt securities or preferred
stocks, and which may be converted at a stated price within a specified period
of time into a certain quantity of the common stock of the same issuer.
Convertible securities, while usually subordinate to similar nonconvertible
securities, are senior to common stocks in an issuer's capital structure.
Convertible securities offer flexibility by providing the investor with a steady
income stream (which generally yield a lower amount than similar nonconvertible
securities and a higher amount than common stocks) as well as the opportunity to
take advantage of increases in the price of the issuer's common stock through
the conversion feature. Fluctuations in the convertible security's price can
reflect changes in the market value of the common stock or changes in market
interest rates.
Custodial Receipts for Treasury Securities
The Fund may purchase participations in trusts that hold U.S. Treasury
securities (such as TIGRs and CATS) or other obligations where the trust
participations evidence ownership in either the future interest payments or the
future principal payments on the obligations. These participations are normally
issued at a discount to their "face value," and can exhibit greater price
volatility than ordinary debt securities because of the way in which their
principal and interest are returned to investors.
Derivative Securities: Futures and Options Contracts
Futures and options contracts are types of "derivative securities,"
securities which derive their value, at least in part, from the price of another
security or asset, or the level of an index or a rate. As is described in more
detail below, the Fund often invests in these securities as a "hedge" against
fluctuations in the value of the other securities in that Fund's portfolio,
although the Fund may also invest in certain derivative securities for
investment purposes only.
While derivative securities are useful for hedging and investment, they
also carry additional risks. A hedging policy may fail if the correlation
between the value of the derivative securities and the other investments in the
Fund's portfolio does not follow the Advisor's expectations. If the Advisor's
expectations are not met, it is possible that the hedging strategy will not only
fail to protect the value of the Fund's investments, but the Fund may also lose
money on the derivative security itself. Also, derivative securities are more
likely to experience periods when they will not be readily tradable. If, as a
result of such illiquidity, the Fund cannot settle a future or option contract
at the time the Advisor determines is optimal, the Fund may lose money on the
investment. Additional risks of derivative securities include: the risk of the
disruption of the Fund's ability to trade in derivative securities because of
regulatory compliance problems or regulatory changes; credit risk of
counterparties to derivative contracts; and market risk (i.e., exposure to
adverse price changes).
The Advisor uses a variety of internal risk management procedures to
ensure that derivatives use is consistent with the Fund's investment objectives,
does not expose the Fund to undue risk and is closely monitored. These
procedures include providing periodic reports to the Board of Trustees
concerning the use of derivatives.
The use of derivatives by the Fund also is subject to broadly
applicable investment policies. For example, the Fund may not invest more than a
specified percentage of its assets in "illiquid securities," including those
derivatives that do not have active secondary markets. Nor may the Fund use
certain derivatives without establishing adequate "cover" in compliance with the
U.S. Securities and Exchange Commission ("SEC") rules limiting the use of
leverage.
Futures Contracts. The Fund may trade futures contracts and options on
futures contracts. A futures transaction involves a firm agreement to buy or
sell a commodity or financial instrument at a particular price on a specified
future date. Futures contracts are standardized and exchange-traded, where the
exchange serves as the ultimate counterparty for all contracts. Consequently,
the only credit risk on futures contracts is the creditworthiness of the
exchange.
The purchaser or seller of a futures contract is not required to
deliver or pay for the underlying instrument unless the contract is held until
the delivery date. However, both the purchaser and seller are required to
deposit "initial margin" with a futures broker when the parties enter into the
contract. Initial margin deposits are typically equal to a percentage of the
contract's value. If the value of either party's position declines, that party
will be required to make additional "variation margin" payments to settle the
change in value on a daily basis. The party that has a gain may be entitled to
receive all or a portion of this amount. Initial and variation margin payments
do not constitute purchasing securities on margin for purposes of the Fund's
investment limitations. In the event of the bankruptcy of the broker that holds
the margin on behalf of the Fund, the Fund may not receive a full refund of its
margin.
Although the Fund intend to purchase or sell futures contracts only if
there is an active market for such contracts, a liquid market may not exist for
a particular contract at a particular time. Many futures exchanges and boards of
trade limit the amount of fluctuation permitted in futures contract prices
during a single trading day. Once the daily limit has been reached in a
particular contract, no trades may be made that day at a price beyond that limit
or trading may be suspended for specified periods during the trading day.
Futures contracts prices could move to the limit for several consecutive trading
days with little or no trading, thereby preventing prompt liquidation of futures
positions and potentially subject the Fund to substantial losses. If it is not
possible, or the Fund determines not to close a futures position in anticipation
of adverse price movements, the Fund may be required to pay additional variation
margin until the position is closed.
The Fund may also purchase options on futures contracts. See "Options Trading" below.
Foreign Currency Futures Contracts and Foreign Currency Transactions.
The Fund may invest in foreign currency futures contracts and foreign currency
transactions which entail the same risks as other futures contracts as described
above, but have the additional risks associated with international investing
(see "Foreign Obligations and Securities" below). Similar to other futures
contracts, a foreign currency futures contract is an agreement for the future
delivery of a specified currency at a specified time and at a specified price,
will be secured by margin deposits, are regulated by the CFTC and are traded on
designated exchanges. A Fund will incur brokerage fees when it purchases and
sells futures contracts.
The Fund may invest in foreign currency transactions. Foreign currency
transactions, such as forward foreign currency exchange contracts, are also
contracts for the future delivery of a specified currency at a specified time
and at a specified price. These transactions differ from futures contracts in
that they are usually conducted on a principal basis instead of through an
exchange, and therefore there are no brokerage fees, margin deposits are
negotiated between the parties, and the contracts are settled through different
procedures. The Advisor, considers on an ongoing basis the creditworthiness of
the institutions with which the Fund enters into foreign currency transactions.
Despite these differences, however, foreign currency futures contracts and
foreign currency transactions (together, "Currency Futures") entail largely the
same risks, and therefore the remainder of this section will describe the two
types of securities together.
Because the Fund may invest in securities denominated in currencies
other than the U.S. dollar and may temporarily hold funds in bank deposits or
other money market investments denominated in foreign currencies, they may be
affected favorably or unfavorably by exchange control regulations or changes in
the exchange rate between such currencies and the dollar. Changes in foreign
currency exchange rates influence values within the Fund from the perspective of
U.S. investors. The rate of exchange between the U.S. dollar and other
currencies is determined by the forces of supply and demand in the foreign
exchange markets. The international balance of payments and other economic and
financial conditions, government intervention, speculation and other factors
affect these forces.
A Fund will purchase and sell Currency Futures in order to hedge its
portfolio and to protect it against possible variations in foreign exchange
rates pending the settlement of securities transactions. If a fall in exchange
rates for a particular currency is anticipated, the Fund may sell a Currency
Future as a hedge. If it is anticipated that exchange rates will rise, the Fund
may purchase a Currency Future to protect against an increase in the price of
securities denominated in a particular currency the Fund intends to purchase.
These Currency Futures will be used only as a hedge against anticipated currency
rate changes. Although such contracts are intended to minimize the risk of loss
due to a decline in the value of the hedged currency, at the same time, they
tend to limit any potential gain which might result should the value of such
currency increase.
The use of Currency Futures involves the risk of imperfect correlation
between movements in futures prices and movements in the price of currencies
which are the subject of the hedge. The successful use of Currency Futures
strategies also depends on the ability of the Advisor to correctly forecast
interest rate movements, currency rate movements and general stock market price
movements. There can be no assurance that the Advisor's judgment will be
accurate. The use of Currency Futures also exposes the Fund to the general risks
of investing in futures contracts: the risk of an illiquid market for the
Currency Futures, the risk of exchange-imposed trading limits, and the risk of
adverse regulatory actions. Any of these events may cause the Fund to be unable
to hedge its securities, and may cause the Fund to lose money on its Currency
Futures investments.
The Fund may also purchase options on Currency Futures. See "Options Trading" below.
Options Trading. The Fund may purchase or sell options on individual
securities or options on indices of securities. The purchaser of an option risks
a total loss of the premium paid for the option if the price of the underlying
security does not increase or decrease sufficiently to justify the exercise of
such option. The seller of an option, on the other hand, will recognize the
premium as income if the option expires unrecognized but foregoes any capital
appreciation in excess of the exercise price in the case of a call option and
may be required to pay a price in excess of current market value in the case of
a put option.
A call option for a particular security gives the purchaser of the
option the right to buy, and a writer the obligation to sell, the underlying
security at the stated exercise price at any time prior to the expiration of the
option, regardless of the market price of the security. The premium paid to the
writer is in consideration for undertaking the obligation under the option
contract. A put option for a particular security gives the purchaser the right
to sell, and the writer the option to buy, the security at the stated exercise
price at any time prior to the expiration date of the option, regardless of the
market price of the security.
The Fund will write call options that are "covered" or "uncovered." In
the case of a call option on a security or currency, the option is "covered" if
the Fund owns the instrument underlying the call or has an absolute and
immediate right to acquire that instrument without additional cash consideration
(or, if additional cash consideration is required, cash, U.S. Government
securities or other liquid high grade debt obligations, in such amount are held
in a segregated account by the Fund's custodian) upon conversion or exchange of
other securities held by it. For a call option on an index, the option is
covered if the Fund maintains with its custodian a diversified portfolio of
securities comprising the index or liquid assets equal to the contract value. A
call option is also covered if the Fund holds an offsetting call on the same
instrument or index as the call written. The Fund will write put options they
are "secured" by liquid assets maintained in a segregated account by the Fund's
custodian in an amount not less than the exercise price of the option at all
times during the option period.
The Fund may buy put and call options and write covered call and
secured put options. Options trading is a highly specialized activity which
entails greater than ordinary investment risk. Options may be more volatile than
the underlying instruments, and therefore, on a percentage basis, an investment
in options may be subject to greater fluctuation than an investment in the
underlying instruments themselves. Purchasing options is a specialized
investment technique that entails a substantial risk of a complete loss of the
amounts paid as premiums to the writer of the option. If the Advisor is
incorrect in its forecast of market value or other factors when writing options,
the Fund would be in a worse position than it would have been had if it had not
written the option. If the Fund wishes to sell an underlying instrument (in the
case of a covered call option) or liquidate assets in a segregated account (in
the case of a secured put option), the Fund must purchase an offsetting option
if available, thereby incurring additional transactions costs.
Below is a description of some of the types of options in which certain
Funds may invest.
A stock index option is an option contract whose value is based on the
value of a stock index at some future point in time. Stock indexes fluctuate
with changes in the market values of the stocks included in the index. The
effectiveness of purchasing or writing stock index options will depend upon the
extent to which price movements in the Fund's investment portfolio correlate
with price movements of the stock index selected. Accordingly, successful use by
the Fund of options on stock indexes will be subject to the Advisor's ability to
correctly analyze movements in the direction of the stock market generally or of
particular industry or market segments. When the Fund writes an option on a
stock index, the Fund will place in a segregated account with the Fund's
custodian cash or liquid securities in an amount at least equal to the market
value of the underlying stock index and will maintain the account while the
option is open or otherwise will cover the transaction.
The Fund may invest in stock index futures contracts and options on
stock index futures contracts. A stock index futures contract is an agreement in
which one party agrees to deliver to the other an amount of cash equal to a
specific dollar amount multiplied by the difference between the value of a
specific stock index at the close of the last trading day of the contract and
the price at which the agreement is made. Stock index futures contracts may be
purchased to protect the Fund against an increase in the prices of stocks that
Fund intends to purchase. The purchase of options on stock index futures
contracts are similar to other options contracts as described above, where the
Fund pays a premium for the option to purchase or sell a stock index futures
contract for a specified price at a specified date. With options on stock index
futures contracts, the Fund risks the loss of the premium paid for the option.
The Fund may also invest in interest-rate futures contracts and options on
interest-rate futures contracts. These securities are similar to stock index
futures contracts and options on stock index futures contracts, except they
derive their price from an underlying interest rate rather than a stock index.
Interest-rate and index swaps involve the exchange by the Fund with
another party of their respective commitments to pay or receive interest (for
example, an exchange of floating-rate payments for fixed-rate payments). Index
swaps involve the exchange by the Fund with another party of cash flows based
upon the performance of an index of securities. Interest-rate swaps involve the
exchange by the Fund with another party of cash flows based upon the performance
of a specified interest rate. In each case, the exchange commitments can involve
payments to be made in the same currency or in different currencies. The Fund
will usually enter into swaps on a net basis. In so doing, the two payment
streams are netted out, with the Fund receiving or paying, as the case may be,
only the net amount of the two payments. If the Fund enters into a swap, it will
maintain a segregated account on a gross basis, unless the contract provides for
a segregated account on a net basis. The risk of loss with respect to swaps
generally is limited to the net amount of payments that the Fund is
contractually obligated to make. There is also a risk of a default by the other
party to a swap, in which case the Fund may not receive net amount of payments
that the Fund contractually is entitled to receive.
Future Developments. The Fund may take advantage of opportunities in
the areas of options and futures contracts and options on futures contracts and
any other derivative investments which are not presently contemplated for use by
the Fund or which are not currently available but which may be developed, to the
extent such opportunities are both consistent with the Fund's investment
objective and legally permissible for the Fund. Before entering into such
transactions or making any such investment, the Fund would provide appropriate
disclosure in its Prospectus or this SAI.
Dollar Roll Transactions
The Fund may enter into "dollar roll" transactions wherein the Fund
sells fixed income securities, typically mortgage-backed securities, and makes a
commitment to purchase similar, but not identical, securities at a later date
from the same party. Like a forward commitment, during the roll period no
payment is made for the securities purchased and no interest or principal
payments on the security accrue to the purchaser, but the Fund assumes the risk
of ownership. A Fund is compensated for entering into dollar roll transactions
by the difference between the current sales price and the forward price for the
future purchase, as well as by the interest earned on the cash proceeds of the
initial sale. Like other when-issued securities or firm commitment agreements,
dollar roll transactions involve the risk that the market value of the
securities sold by the Fund may decline below the price at which the Fund is
committed to purchase similar securities. In the event the buyer of securities
from the Fund under a dollar roll transaction becomes insolvent, the Fund's use
of the proceeds of the transaction may be restricted pending a determination by
the other party, or its trustee or receiver, whether to enforce the Fund's
obligation to repurchase the securities. The Fund will engage in roll
transactions for the purpose of acquiring securities for its portfolio and not
for investment leverage.
Emerging Market Securities
The Fund, except the Equity Index and Index Funds, may invest in equity
securities of companies in "emerging markets." The Fund consider countries with
emerging markets to include the following: (i) countries with an emerging stock
market as defined by the International Finance Corporation; (ii) countries with
low- to middle-income economies according to the International Bank for
Reconstruction and Development (more commonly referred to as the World Bank);
and (iii) countries listed in World Bank publications as developing. The Advisor
may invest in those emerging markets that have a relatively low gross national
product per capita, compared to the world's major economies, and which exhibit
potential for rapid economic growth. The Advisor believes that investment in
equity securities of emerging market issuers offers significant potential for
long-term capital appreciation.
Equity securities of emerging market issuers may include common stock,
preferred stocks (including convertible preferred stocks) and warrants; bonds,
notes and debentures convertible into common or preferred stock; equity
interests in foreign investment funds or trusts and real estate investment trust
securities. The Fund may invest in American Depositary Receipts ("ADRs"),
Canadian Depositary Receipts ("CDRs"), European Depositary Receipts ("EDRs"),
Global Depositary Receipts ("GDRs") and International Depositary Receipts
("IDRs") of such issuers.
Emerging market countries include, but are not limited to: Argentina,
Brazil, Chile, China, the Czech Republic, Columbia, Ecuador, Greece, Hong Kong,
Indonesia, India, Malaysia, Mexico, the Philippines, Poland, Portugal, Peru,
Russia, Singapore, South Africa, Thailand, Taiwan and Turkey. A company is
considered in a country, market or region if it conducts its principal business
activities there, namely, if it derives a significant portion (at least 50%) of
its revenues or profits from goods produced or sold, investments made, or
services performed therein or has at least 50% of its assets situated in such
country, market or region.
There are special risks involved in investing in emerging-market
countries. Many investments in emerging markets can be considered speculative,
and their prices can be much more volatile than in the more developed nations of
the world. This difference reflects the greater uncertainties of investing in
less established markets and economies. The financial markets of emerging
markets countries are generally less well capitalized and thus securities of
issuers based in such countries may be less liquid. Most are heavily dependent
on international trade, and some are especially vulnerable to recessions in
other countries. Many of these countries are also sensitive to world commodity
prices. Some countries may still have obsolete financial systems, economic
problems or archaic legal systems. The currencies of certain emerging market
countries, and therefore the value of securities denominated in such currencies,
may be more volatile than currencies of developed countries. In addition, many
of these nations are experiencing political and social uncertainties.
Floating- and Variable-Rate Obligations
The Fund may purchase floating- and variable-rate obligations such as
demand notes and bonds. Variable-rate demand notes include master demand notes
that are obligations that permit the Fund to invest fluctuating amounts, which
may change daily without penalty, pursuant to direct arrangements between the
Fund, as lender, and the borrower. The interest rate on a floating-rate demand
obligation is based on a known lending rate, such as a bank's prime rate, and is
adjusted automatically each time such rate is adjusted. The interest rate on a
variable-rate demand obligation is adjusted automatically at specified
intervals. The issuer of such obligations ordinarily has a right, after a given
period, to prepay in its discretion the outstanding principal amount of the
obligations plus accrued interest upon a specified number of days notice to the
holders of such obligations. Frequently, such obligations are secured by letters
of credit or other credit support arrangements provided by banks.
There generally is no established secondary market for these
obligations because they are direct lending arrangements between the lender and
borrower. Accordingly, where these obligations are not secured by letters of
credit or other credit support arrangements, the Fund's right to redeem is
dependent on the ability of the borrower to pay principal and interest on
demand. Such obligations frequently are not rated by credit rating agencies and
the Fund may invest in obligations which are not so rated only if the Advisor
determines that at the time of investment the obligations are of comparable
quality to the other obligations in which such Fund may invest. The Advisor, on
behalf of the Fund, considers on an ongoing basis the creditworthiness of the
issuers of the floating- and variable-rate demand obligations in such Fund's
portfolio. Floating- and variable-rate instruments are subject to interest-rate
and credit risk.
The floating- and variable-rate instruments that the Fund may purchase
include certificates of participation in such instruments.
Foreign Obligations and Securities
The Fund may invest in foreign securities through ADRs, CDRs, EDRs,
IDRs and GDRs or other similar securities convertible into securities of foreign
issuers. These securities may not necessarily be denominated in the same
currency as the securities into which they may be converted. ADRs (sponsored or
unsponsored) are receipts typically issued by a U.S. bank or trust company and
traded on a U.S. stock exchange, and CDRs are receipts typically issued by a
Canadian bank or trust company that evidence ownership of underlying foreign
securities. Issuers of unsponsored ADRs are not contractually obligated to
disclose material information in the U.S. and, therefore, such information may
not correlate to the market value of the unsponsored ADR. EDRs and IDRs are
receipts typically issued by European banks and trust companies, and GDRs are
receipts issued by either a U.S. or non-U.S. banking institution, that evidence
ownership of the underlying foreign securities. Generally, ADRs in registered
form are designed for use in U.S. securities markets and EDRs and IDRs in bearer
form are designed primarily for use in Europe.
For temporary defensive purposes, Funds may invest in fixed income
securities of non-U.S. governmental and private issuers. Such investments may
include bonds, notes, debentures and other similar debt securities, including
convertible securities.
Investments in foreign obligations involve certain considerations that
are not typically associated with investing in domestic securities. There may be
less publicly available information about a foreign issuer than about a domestic
issuer. Foreign issuers also are not generally subject to the same accounting,
auditing and financial reporting standards or governmental supervision as
domestic issuers. In addition, with respect to certain foreign countries, taxes
may be withheld at the source under foreign tax laws, and there is a possibility
of expropriation or confiscatory taxation, political, social and monetary
instability or diplomatic developments that could adversely affect investments
in, the liquidity of, and the ability to enforce contractual obligations with
respect to, securities of issuers located in those countries.
Investment income on certain foreign securities in which the Fund may
invest may be subject to foreign withholding or other taxes that could reduce
the return on these securities. Tax treaties between the United States and
foreign countries, however, may reduce or eliminate the amount of foreign taxes
to which the Fund would be subject.
Forward Commitments, When-Issued Purchases and Delayed-Delivery Transactions
The Fund may purchase or sell securities on a when-issued or
delayed-delivery basis and make contracts to purchase or sell securities for a
fixed price at a future date beyond customary settlement time. Securities
purchased or sold on a when-issued, delayed-delivery or forward commitment basis
involve a risk of loss if the value of the security to be purchased declines, or
the value of the security to be sold increases, before the settlement date.
The Fund will segregate cash, U.S. Government obligations or other
high-quality debt instruments in an amount at least equal in value to the Fund's
commitments to purchase when-issued securities. If the value of these assets
declines, the Fund will segregate additional liquid assets on a daily basis so
that the value of the segregated assets is equal to the amount of such
commitments.
Illiquid Securities
The Fund may invest in securities not registered under the Securities
Act of 1933, as amended (the "1933 Act") and other securities subject to legal
or other restrictions on resale. Illiquid securities may be difficult to sell
promptly at an acceptable price. Delay or difficulty in selling securities may
result in a loss or be costly to the Fund.
Initial Public Offerings
The Fund may also invest in smaller companies and initial public
offerings which typically have additional risks including more limited product
lines, markets and financial resources than larger, more seasoned companies and
their securities may trade less frequently and in more limited volume than those
of larger, more mature companies. The Fund's ability to invest in foreign
companies may expose shareholders to additional risks. Foreign stock markets
tend to be more volatile than the U.S. market due to greater economic and
political instability in some countries.
Loans of Portfolio Securities
The Fund may lend its portfolio securities pursuant to guidelines
approved by the Board of Trustees of the Trust to brokers, dealers and financial
institutions, provided: (1) the loan is secured continuously by collateral
consisting of cash, securities of the U.S. Government, its agencies or
instrumentalities, or an irrevocable letter of credit issued by a bank organized
under the laws of the United States, organized under the laws of a State, or a
foreign bank that has filed an agreement with the Federal Reserve Board to
comply with the same rules and regulations applicable to U.S. banks in
securities credit transactions, and such collateral being maintained on a daily
marked-to-market basis in an amount at least equal to the current market value
of the securities loaned plus any accrued interest or dividends; (2) the Fund
may at any time call the loan and obtain the return of the securities loaned
upon sufficient prior notification; (3) the Fund will receive any interest or
dividends paid on the loaned securities; and (4) the aggregate market value of
securities loaned will not at any time exceed the limits established by the 1940
Act.
A Fund will earn income for lending its securities because cash collateral
pursuant to these loans will be invested subject to the investment
objectives, principal investment strategies and policies of the Fund. In
connection with lending securities, the Fund may pay reasonable finders,
administrative and custodial fees. Loans of securities involve a risk that
the borrower may fail to return the securities or may fail to provide
additional collateral. In either case, the Fund could experience delays in
recovering securities or collateral or could lose all or part of the value of
the loaned securities. Although voting rights, or rights to consent,
attendant to securities on loan pass to the borrower, such loans may be
called at any time and will be called so that the securities may be voted by
the Fund if a material event affecting the investment is to occur. A Fund may
pay a portion of the interest or fees earned from securities lending to a
borrower or securities lending agent. Borrowers and placing brokers may not
be affiliated, directly or indirectly, with the Trust, the Advisor, or the
Distributor.
Money Market Instruments and Temporary Investments
The Fund may invest in the following types of high quality money market
instruments that have remaining maturities not exceeding one year: (i) U.S.
Government obligations; (ii) negotiable certificates of deposit, bankers'
acceptances and fixed time deposits and other obligations of domestic banks
(including foreign branches) that have more than $1 billion in total assets at
the time of investment and are members of the Federal Reserve System or are
examined by the Comptroller of the Currency or whose deposits are insured by the
FDIC; (iii) commercial paper rated at the date of purchase "Prime-1" by Moodys
or "A-1" or "A-1--" by S&P, or, if unrated, of comparable quality as determined
by the Advisor; and (iv) repurchase agreements. The Fund also may invest in
short-term U.S. dollar-denominated obligations of foreign banks (including U.S.
branches) that at the time of investment: (i) have more than $10 billion, or the
equivalent in other currencies, in total assets; (ii) are among the 75 largest
foreign banks in the world as determined on the basis of assets; (iii) have
branches or agencies in the United States; and (iv) in the opinion of the
Advisor, are of comparable quality to obligations of U.S. banks which may be
purchased by the Fund.
Letters of Credit. Certain of the debt obligations (including
certificates of participation, commercial paper and other short-term
obligations) which the Fund may purchase may be backed by an unconditional and
irrevocable letter of credit of a bank, savings and loan association or
insurance company which assumes the obligation for payment of principal and
interest in the event of default by the issuer. Only banks, savings and loan
associations and insurance companies which, in the opinion of the Advisor, are
of comparable quality to issuers of other permitted investments of the Fund may
be used for letter of credit-backed investments.
Repurchase Agreements. The Fund may enter into repurchase agreements,
wherein the seller of a security to the Fund agrees to repurchase that security
from the Fund at a mutually agreed upon time and price. A Fund may enter into
repurchase agreements only with respect to securities that could otherwise be
purchased by the Fund. All repurchase agreements will be fully collateralized at
102% based on values that are marked to market daily. The maturities of the
underlying securities in a repurchase agreement transaction may be greater than
twelve months, although the maximum term of a repurchase agreement will always
be less than twelve months. If the seller defaults and the value of the
underlying securities has declined, the Fund may incur a loss. In addition, if
bankruptcy proceedings are commenced with respect to the seller of the security,
the Fund's disposition of the security may be delayed or limited.
The Fund may not enter into a repurchase agreement with a maturity of
more than seven days, if, as a result, more than 15% of the Fund's net assets
would be invested in repurchase agreements with maturities of more than seven
days and illiquid securities. A Fund will only enter into repurchase agreements
with primary broker/dealers and commercial banks that meet guidelines
established by the Board of Trustees and that are not affiliated with the
investment Advisor. The Fund may participate in pooled repurchase agreement
transactions with other funds advised by the Advisor.
Other Investment Companies
The Fund may invest in shares of other investment companies, up to the
limits prescribed in Section 12(d)(1)(A) of the 1940 Act. Currently, under the
1940 Act, the Fund that invests directly in a portfolio of securities is limited
to, subject to certain exceptions, (i) 3% of the total voting stock of any one
investment company, (ii) 5% of such Fund's total assets with respect to any one
investment company and (iii) 10% of such Fund's total assets. Other investment
companies in which the Fund invest can be expected to charge fees for operating
expenses such as investment advisory and administration fees, that would be in
addition to those charged by the Fund.
Closed-End Investment Companies
The Fund may invest in the securities of closed-end investment
companies that invest primarily in foreign securities. Because of restrictions
on direct investment by U.S. entities in certain countries, other investment
companies may provide the most practical or only way for the Fund to invest in
certain markets. The Fund will invest in such companies when, in the Advisor's
judgment, the potential benefits of the investment justify the payment of any
applicable premium or sales charge. Other investment companies incur their own
fees and expenses.
Participation Interests
The Fund may purchase participation interests in loans or instruments
in which the Fund may invest directly that are owned by banks or other
institutions. A participation interest gives the Fund an undivided proportionate
interest in a loan or instrument. Participation interests may carry a demand
feature permitting the holder to tender the interests back to the bank or other
institution. Participation interests, however, do not provide the Fund with any
right to enforce compliance by the borrower, nor any rights of set-off against
the borrower and the Fund may not directly benefit from any collateral
supporting the loan in which it purchased a participation interest. As a result,
the Fund will assume the credit risk of both the borrower and the lender that is
selling the participation interest.
Privately Issued Securities
The Fund may invest in privately issued securities, including those
which may be resold only in accordance with Rule 144A under the Securities Act
of 1933 ("Rule 144A Securities"). Rule 144A Securities are restricted securities
that are not publicly traded. Accordingly, the liquidity of the market for
specific Rule 144A Securities may vary. Delay or difficulty in selling such
securities may result in a loss to the Fund. Privately issued or Rule 144A
securities that are determined by the investment Advisor to be "illiquid" are
subject to the Fund's policy of not investing more than 15% of its net assets in
illiquid securities. The investment Advisor, under guidelines approved by Board
of Trustees of the Trust, will evaluate the liquidity characteristics of each
Rule 144A Security proposed for purchase by the Fund on a case-by-case basis and
will consider the following factors, among others, in their evaluation: (1) the
frequency of trades and quotes for the Rule 144A Security; (2) the number of
dealers willing to purchase or sell the Rule 144A Security and the number of
other potential purchasers; (3) dealer undertakings to make a market in the Rule
144A Security; and (4) the nature of the Rule 144A Security and the nature of
the marketplace trades (e.g., the time needed to dispose of the Rule 144A
Security, the method of soliciting offers and the mechanics of transfer).
Reverse Repurchase Agreements
The Fund may enter into reverse repurchase agreements (an agreement
under which the Fund sells its portfolio securities and agrees to repurchase
them at an agreed-upon date and price). At the time the Fund enters into a
reverse repurchase agreement it will place in a segregated custodial account
liquid assets such as U.S. Government securities or other liquid high-grade debt
securities having a value equal to or greater than the repurchase price
(including accrued interest) and will subsequently monitor the account to ensure
that such value is maintained. Reverse repurchase agreements involve the risk
that the market value of the securities sold by the Fund may decline below the
price at which the Fund are obligated to repurchase the securities. Reverse
repurchase agreements may be viewed as a form of borrowing.
Small Company Securities
Investments in small capitalization companies carry greater risk than
investments in larger capitalization companies. Smaller capitalization companies
generally experience higher growth rates and higher failure rates than do larger
capitalization companies; and the trading volume of smaller capitalization
companies' securities is normally lower than that of larger capitalization
companies and, consequently, generally has a disproportionate effect on market
price (tending to make prices rise more in response to buying demand and fall
more in response to selling pressure).
Securities owned by the Fund that are traded in the over-the-counter
market or on a regional securities exchange may not be traded every day or in
the volume typical of securities trading on a national securities exchange. As a
result, disposition by the Fund of a portfolio security, to meet redemption
requests by other investors or otherwise, may require the Fund to sell these
securities at a discount from market prices, to sell during periods when
disposition is not desirable, or to make many small sales over a lengthy period
of time.
Investment in small, unseasoned issuers generally carry greater risk
than is customarily associated with larger, more seasoned companies. Such
issuers often have products and management personnel that have not been tested
by time or the marketplace and their financial resources may not be as
substantial as those of more established companies. Their securities (which the
Fund may purchase when they are offered to the public for the first time) may
have a limited trading market that can adversely affect their sale by the Fund
and can result in such securities being priced lower than otherwise might be the
case. If other institutional investors engaged in trading this type of security,
the Fund may be forced to dispose of its holdings at prices lower than might
otherwise be obtained.
Unrated Investments
The Fund may purchase instruments that are not rated if, in the opinion
of the Advisor, such obligations are of investment quality comparable to other
rated investments that are permitted to be purchased by such Fund. After
purchase by the Fund, a security may cease to be rated or its rating may be
reduced below the minimum required for purchase by the Fund. Neither event will
require a sale of such security by the Fund. To the extent the ratings given by
Moodys or S&P may change as a result of changes in such organizations or their
rating systems, the Fund will attempt to use comparable ratings as standards for
investments in accordance with the investment policies contained in its
Prospectus and in this SAI. The ratings of Moodys and S&P are more fully
described in the SAI Appendix.
U.S. Government Obligations
The Fund may invest in obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities ("U.S. Government obligations").
Payment of principal and interest on U.S. Government obligations (i) may be
backed by the full faith and credit of the United States (as with U.S. Treasury
bills and GNMA certificates) or (ii) may be backed solely by the issuing or
guaranteeing agency or instrumentality itself (as with FNMA notes). In the
latter case investors must look principally to the agency or instrumentality
issuing or guaranteeing the obligation for ultimate repayment, which agency or
instrumentality may be privately owned. There can be no assurance that the U.S.
Government will provide financial support to its agencies or instrumentalities
where it is not obligated to do so. In addition, U.S. Government obligations are
subject to fluctuations in market value due to fluctuations in market interest
rates. As a general matter, the value of debt instruments, including U.S.
Government obligations, declines when market interest rates increase and rises
when market interest rates decrease. Certain types of U.S. Government
obligations are subject to fluctuations in yield or value due to their structure
or contract terms.
Warrants
The Fund may invest in warrants. Warrants represent rights to purchase
securities at a specific price valid for a specific period of time. The prices
of warrants do not necessarily correlate with the prices of the underlying
securities. A Fund may only purchase warrants on securities in which the Fund
may invest directly.
Nationally Recognized Ratings Organizations
The ratings of Moodys Investors Service, Inc., Standard & Poor's
Ratings Group, Division of McGraw Hill, Duff & Phelps Credit Rating Co., Fitch
Investors Service, Inc. Thomson Bank Watch and IBCA Inc. represent their
opinions as to the quality of debt securities. It should be emphasized, however,
that ratings are general and not absolute standards of quality, and debt
securities with the same maturity, interest rate and rating may have different
yields while debt securities of the same maturity and interest rate with
different ratings may have the same yield. Subsequent to purchase by the Fund,
an issue of debt securities may cease to be rated or its rating may be reduced
below the minimum rating required for purchase by the Fund. The Advisor will
consider such an event in determining whether the Fund involved should continue
to hold the obligation.
MANAGEMENT
The following information supplements, and should be read in
conjunction with, the section in the Prospectus entitled "Organization and
Management of the Fund." The principal occupations during the past five years of
the Trustees and principal executive Officer[s] of the Trust are listed below.
Trustees deemed to be "interested persons" of the Trust for purposes of the 1940
Act are indicated by an asterisk.
<PAGE>
Principal Occupations
Name, Age and Address Position During Past 5 Years
- --------------------- -------- -------------------
*Robert C. Brown, 65 Trustee Director, Federal Farm Credit Banks Funding 5038
Kestral Parkway South Corporation and Farm Credit System Financial Sarasota, FL
34231 Assistance Corporation since February 1993.
Donald H. Burkhardt, 70 Trustee Principal of the Burkhardt Law Firm.
777 South Steele Street
Denver, CO 80209
Jack S. Euphrat, 77 Trustee Private Investor.
415 Walsh Road
Atherton, CA 94027
Thomas S. Goho, 56 Trustee Business Associate Professor, Wake Forest
321 Beechcliff Court University, Calloway School of Business and
Winston-Salem, NC 27104 Accountancy since 1994; previously Associate
Professor of Finance.
Peter G. Gordon, 56 Trustee Chairman and Co-Founder of Crystal Geyser Water
Crystal Geyser Water Co. Company and President of Crystal Geyser Roxane
55 Francisco Street, Suite 410 Water Company since 1977.
San Francisco, CA 94133
*W. Rodney Hughes, 72 Trustee Private Investor.
31 Dellwood Court
San Rafael, CA 94901
*Richard M. Leach, 63 Trustee President of Richard M. Leach Associates (a
P.O. Box 1888 financial consulting firm) since 1992.
New London, NH 03257
*J. Tucker Morse, 54 Trustee Private Investor/Real Estate Developer; Chairman
10 Legare Street of Vault Holdings, LLC.
Charleston, SC 29401
Timothy J. Penny, 45 Trustee Senior Counselor to the public relations firm of
500 North State Street Himle-Horner since January 1995 and Senior Fellow
Waseca, MN 56093 at the Humphrey Institute, Minneapolis, Minnesota
(a public policy organization) since January 1995.
Donald C. Willeke Trustee Principal on the law firm of Willeke & Daniels
201 Ridgewood Avenue
Minneapolis, MN 55403
Michael J. Hogan President Executive Vice President, Wells Fargo Bank, N.A.
Karla C. Rabusch Treasurer Vice President, Wells Fargo Bank, N.A.
C. David Messman Secretary Vice President, Wells Fargo Bank, N.A.
Each of the Trustees and Officers listed above act in the identical
capacities for Wells Fargo Variable Trust and Wells Fargo Core Trust
(collectively the "Fund Complex"). Each Trustee receives an annual retainer
(payable quarterly) of $40,000 from the Fund Complex, and also receives a
combined fee of $1,000 for attendance at Fund Complex Board meetings, and a
combined fee of $250 for attendance at committee meetings. If a committee
meeting is held absent a full Board meeting, each attending Trustee will receive
a $1,000 combined fee. These fees apply equally for in-person or telephonic
meetings, and Trustees are reimbursed for all out-of-pocket expenses related to
attending meetings. The Trustees do not receive any retirement benefits or
deferred compensation from the Trust or any other member of the Fund Complex.
As of the date of this SAI, Trustees and officers of the Trust, as a
group, beneficially owned less than 1% of the outstanding shares of the Trust.
Investment Advisor. Subject to the general supervision of the Board,
Wells Fargo Bank provides investment advisory services to the Fund. As
investment advisor, Wells Fargo Bank furnishes investment guidance and policy
direction in connection with the daily portfolio management of the Fund. Wells
Fargo Bank furnishes to the Trust's Board of Trustees periodic reports on the
investment strategies and performance of the Fund.
As compensation for its advisory services for the Fund, Wells Fargo
Bank is entitled to receive a monthly fee at the annual rate of 1.10% of the
Fund's average daily net assets.
Investment Sub-Advisor. Wells Fargo has engaged Dresdner RCM Global
Investors LLC ("Dresdner") to serve as investment sub-advisor to the Technology
Fund. Subject to the direction of the Trust's Board of Trustees and the overall
supervision and control of Wells Fargo Bank and the Trust, Dresdner makes
recommendations regarding the investment and reinvestment of the Fund's assets.
Dresdner is responsible for the day-to-day management of the Fund. Dresdner
furnishes to Wells Fargo Bank periodic reports on the investment activity and
performance of the Fund. Dresdner also furnishes such additional reports and
information as Wells Fargo and the Trust's Board of Trustees and officers may
reasonably request.
As compensation for its sub-advisory services, Dresdner is entitled to
receive a monthly fee equal to an annual rate of 1.00% of the Fund's assets
under $100 million of the Fund's average daily net assets and 0.75% of the
Fund's assets from $100-$500 million, 0.60% of assets from $500-$999.999 million
and 0.50% of assets at $1 billion or more. These fees may be paid by Wells Fargo
Bank or directly by the Fund. If the sub-advisory fee is paid directly by the
Fund, the compensation paid to Wells Fargo Bank for advisory fees will be
reduced accordingly.
Administrator. The Trust has retained Wells Fargo Bank as Administrator
on behalf of the Fund. Under the Administration Agreement between Wells Fargo
Bank and the Trust, Wells Fargo Bank shall provide as administration services,
among other things: (i) general supervision of the Fund's operations, including
coordination of the services performed by the Fund's investment advisor,
transfer agent, custodian, shareholder servicing agent(s), independent auditors
and legal counsel, regulatory compliance, including the compilation of
information for documents such as reports to, and filings with, the SEC and
state securities commissions; and preparation of proxy statements and
shareholder reports for the Fund; and (ii) general supervision relative to the
compilation of data required for the preparation of periodic reports distributed
to the Trust's officers and Board of Trustees. Wells Fargo Bank also furnishes
office space and certain facilities required for conducting the Fund's business
together with ordinary clerical and bookkeeping services. The Administrator is
entitled to receive a fee of up to 0.15% of the Fund's average daily net assets
on an annual basis.
Distributor. Stephens Inc. ("Stephens," the "Distributor"), located at
111 Center Street, Little Rock, Arkansas 72201, serves as Distributor for the
Fund. The Technology Fund has adopted a distribution plan (a "Plan") under
Section 12(b) of the 1940 Act and Rule 12b-1 thereunder (the "Rule") for its
Class B and Class C shares. The Plan was adopted by the Trust's Board of
Trustees, including a majority of the Trustees who were not "interested persons"
(as defined in the 1940 Act) of the Fund and who had no direct or indirect
financial interest in the operation of the Plan or in any agreement related to
the Plan (the "Non-Interested Trustees").
Under the Plan and pursuant to the related Distribution Agreement, the
Class B and Class C shares of the Fund pay Stephens up to 0.75% of the average
daily net assets attributable to each Class as compensation for
distribution-related services or as reimbursement for distribution-related
expenses.
The actual fee payable to the Distributor by the above-indicated
Classes is determined, within such limits, from time to time by mutual agreement
between the Trust and the Distributor and will not exceed the maximum sales
charges payable by mutual funds sold by members of the National Association of
Securities Dealers, Inc. ("NASD") under the Conduct Rules of the NASD. The
Distributor may enter into selling agreements with one or more selling agents
(which may include Wells Fargo Bank and its affiliates) under which such agents
may receive compensation for distribution-related services from the Distributor,
including, but not limited to, commissions or other payments to such agents
based on the average daily net assets of Fund shares attributable to their
customers. The Distributor may retain any portion of the total distribution fee
payable thereunder to compensate it for distribution-related services provided
by it or to reimburse it for other distribution-related expenses.
General. The Plan will continue in effect from year to year if such
continuance is approved by a majority vote of both the Trustees of the Trust and
the Non-Interested Trustees. Any Distribution Agreement related to the Plan also
must be approved by such vote of the Trustees and the Non-Interested Trustees.
Such Agreement will terminate automatically if assigned, and may be terminated
at any time, without payment of any penalty, by a vote of a majority of the
outstanding voting securities of the relevant class of the Fund or by vote of a
majority of the Non-Interested Trustees on not more than 60 days' written
notice. The Plan may not be amended to increase materially the amounts payable
thereunder without the approval of a majority of the outstanding voting
securities of the Fund, and no material amendment to the Plan may be made except
by a majority of both the Trustees of the Trust and the Non-Interested Trustees.
The Plan requires that the Treasurer of Trust shall provide to the
Trustees, and the Trustees shall review, at least quarterly, a written report of
the amounts expended (and purposes therefor) under the Plan. The Rule also
requires that the selection and nomination of Trustees who are not "interested
persons" of the Trust be made by such disinterested Trustees.
Wells Fargo Bank, an interested person (as that term is defined in
Section 2(a)(19) of the 1940 Act) of the Trust, acts as a selling agent for the
Fund's shares pursuant to selling agreements with Stephens authorized under the
Plan. As a selling agent, Wells Fargo Bank has an indirect financial interest in
the operation of the Plan. The Board of Trustees has concluded that the Plan is
reasonably likely to benefit the Fund and their shareholders because the Plan
authorizes the relationships with selling agents, including Wells Fargo Bank,
that have previously developed distribution channels and relationships with the
retail customers that the Fund are designed to serve. These relationships and
distribution channels are believed by the Board to provide potential for
increased Fund assets and ultimately corresponding economic efficiencies (i.e.,
lower per-share transaction costs and fixed expenses) that are generated by
increased assets under management.
Shareholder Servicing Agent. The Fund has approved a Servicing Plan and
have entered into related Shareholder Servicing Agreements with financial
institutions, including Wells Fargo Bank. Under the agreements, Shareholder
Servicing Agents (including Wells Fargo Bank) agree to perform, as agents for
their customers, administrative services, with respect to Fund shares, which
include aggregating and transmitting shareholder orders for purchases, exchanges
and redemptions; maintaining shareholder accounts and records; and providing
such other related services as the Trust or a shareholder may reasonably
request. For providing shareholder services, a Servicing Agent is entitled to a
fee of 0.25% of the average daily net assets of the class of shares owned of
record or beneficially by the customers of the Servicing Agent during the period
for which payment is being made. The Servicing Plan and related Shareholder
Servicing Agreements were approved by the Trust's Board of Trustees and provide
that the Fund shall not be obligated to make any payments under such Plan or
related Agreements that exceed the maximum amounts payable under the Conduct
Rules of the NASD.
General. The Servicing Plan will continue in effect from year to year
if such continuance is approved by a majority vote of the Trustees of the Trust,
and the Non-Interested Trustees. Any form of Servicing Agreement related to the
Servicing Plan also must be approved by such vote of the Trustees and the
Non-Interested Trustees. Servicing Agreements may be terminated at any time,
without payment of any penalty, by a vote of a majority of the Board of
Trustees, including a majority of the Non-Interested Trustees. No material
amendment to the Servicing Plan or related Servicing Agreements may be made
except by a majority of both the Trustees of the Trust and the Non-Interested
Trustees.
The Servicing Plan requires that the Administrator of the Trust shall
provide to the Trustees, and the Trustees shall review, at least quarterly, a
written report of the amounts expended (and purposes therefor) under the
Servicing Plan.
Custodian. Wells Fargo Bank Minnesota, N.A. ("Wells Fargo Bank MN"),
located at Norwest Center, 6th and Marquette, Minneapolis, Minnesota 55479, acts
as custodian for the Fund. The custodian, among other things, maintains a
custody account or accounts in the name of the Fund, receives and delivers all
assets for the Fund upon purchase and upon sale or maturity, collects and
receives all income and other payments and distributions on account of the
assets of the Fund and pays all expenses of the Fund. For its services as
custodian, Wells Fargo Bank MN is entitled to receive 0.15% of the average daily
net assets of the Fund except the Gateway Funds.
Fund Accountant. Forum Accounting Services, LLC ("Forum Accounting"),
located at Two Portland Square, Portland, Maine 04101, serves as Fund Accountant
for the Fund. For its services as Fund Accountant, Forum Accounting is entitled
to receive a monthly base fee per Fund of $5,000. In addition, the Fund pays a
monthly fee of $1,000 per class, and Forum Accounting is entitled to receive a
fee equal to 0.0025% of the average annual daily net assets of the Fund.
Transfer and Dividend Disbursing Agent. Boston Financial Data Services,
Inc. ("BFDS"), located at Two Heritage Drive, Quincy, Massachusetts 02171, acts
as Transfer and Dividend Disbursing Agent for the Fund. For providing such
services, BFDS is entitled to receive a per-account fee plus transaction fees
and certain out-of-pocket costs. BFDS is also entitled to receive a complex base
fee from all the Fund of the Trust, Wells Fargo Core Trust and Wells Fargo
Variable Trust.
Underwriting Commissions. Stephens serves as the principal underwriter distributing securities of the Fund on a continuous
------------------------
basis.
PERFORMANCE CALCULATIONS
The Fund may advertise certain yield and total return information.
Quotations of yield and total return reflect only the performance of a
hypothetical investment in the Fund or class of shares during the particular
time period shown. Yield and total return vary based on changes in the market
conditions and the level of the Fund's expenses, and no reported performance
figure should be considered an indication of performance which may be expected
in the future.
In connection with communicating its performance to current or
prospective shareholders, these figures may also be compared to the performance
of other mutual funds tracked by mutual fund rating services or to unmanaged
indices which may assume reinvestment of dividends but generally do not reflect
deductions for administrative and management costs.
Performance information for the Fund or Class of shares in the Fund may
be useful in reviewing the performance of such Fund or Class of shares and for
providing a basis for comparison with investment alternatives. The performance
of the Fund and the performance of a Class of shares in the Fund, however, may
not be comparable to the performance from investment alternatives because of
differences in the foregoing variables and differences in the methods used to
value portfolio securities, compute expenses and calculate performance.
Performance information may be advertised for non-standardized periods,
including year-to-date and other periods less than a year for the Fund. Annual
and Semi-Annual Reports for the Fund may contain additional performance
information, and are available free of charge upon request.
Average Annual Total Return: The Fund may advertise certain total
return information. As and to the extent required by the SEC, an average annual
compound rate of return ("T") is computed by using the redeemable value at the
end of a specified period ("ERV") of a hypothetical initial investment ("P")
over a period of years ("n") according to the following formula: P(1+T)n=ERV.
Cumulative Total Return: In addition to the above performance
information, the Fund may also advertise the cumulative total return of the
Fund. Cumulative total return is based on the overall percentage change in value
of a hypothetical investment in the Fund, assuming all Fund dividends and
capital gain distributions are reinvested, without reflecting the effect of any
sales charge that would be paid by an investor, and is not annualized.
From time to time and only to the extent the comparison is appropriate
for the Fund or a Class of shares, the Trust may quote the performance or
price-earning ratio of the Fund or Class in advertising and other types of
literature as compared to the performance of the S&P Index, the Dow Jones
Industrial Average, the Lehman Brothers 20+ Treasury Index, the Lehman Brothers
5-7 Year Treasury Index, Donoghue's Money Fund Averages, Real Estate Investment
Averages (as reported by the National Association of Real Estate Investment
Trusts), Gold Investment Averages (provided by World Gold Council), Bank
Averages (which are calculated from figures supplied by the U.S. League of
Savings Institutions based on effective annual rates of interest on both
passbook and certificate accounts), average annualized certificate of deposit
rates (from the Federal Reserve G-13 Statistical Releases or the Bank Rate
Monitor), the Salomon One Year Treasury Benchmark Index, the Consumer Price
Index (as published by the U.S. Bureau of Labor Statistics), other managed or
unmanaged indices or performance data of bonds, municipal securities, stocks or
government securities (including data provided by Ibbotson Associates), or by
other services, companies, publications or persons who monitor mutual funds on
overall performance or other criteria. The S&P Index and the Dow Jones
Industrial Average are unmanaged indices of selected common stock prices. The
performance of the Fund or a Class also may be compared to that of other mutual
funds having similar objectives. This comparative performance could be expressed
as a ranking prepared by Lipper Analytical Services, Inc., CDA Investment
Technologies, Inc., Bloomberg Financial Markets or Morningstar, Inc.,
independent services which monitor the performance of mutual funds. The Fund'
performance will be calculated by relating net asset value per share at the
beginning of a stated period to the net asset value of the investment, assuming
reinvestment of all gains distributions and dividends paid, at the end of the
period. The Fund' comparative performance will be based on a comparison of
yields or total return, as reported by Lipper, Survey Publications, Donoghue or
Morningstar, Inc.
Any such comparisons may be useful to investors who wish to compare
past performance of the Fund or a Class with that of competitors. Of course,
past performance cannot be a guarantee of future results. The Trust also may
include, from time to time, a reference to certain marketing approaches of the
Distributor, including, for example, a reference to a potential shareholder
being contacted by a selected broker or dealer. General mutual fund statistics
provided by the Investment Company Institute may also be used.
The Trust also may use the following information in advertisements and
other types of literature, only to the extent the information is appropriate for
the Fund: (i) the Consumer Price Index may be used to assess the real rate of
return from an investment in the Fund; (ii) other government statistics,
including, but not limited to, The Survey of Current Business, may be used to
illustrate investment attributes of the Fund or the general economic, business,
investment, or financial environment in which the Fund operates; (iii) the
effect of tax-deferred compounding on the investment returns of the Fund, or on
returns in general, may be illustrated by graphs, charts, etc., where such
graphs or charts would compare, at various points in time, the return from an
investment in the Fund (or returns in general) on a tax-deferred basis (assuming
reinvestment of capital gains and dividends and assuming one or more tax rates)
with the return on a taxable basis; and (iv) the sectors or industries in which
the Fund invests may be compared to relevant indices of stocks or surveys (e.g.,
S&P Industry Surveys) to evaluate the Fund's historical performance or current
or potential value with respect to the particular industry or sector.
In addition, the Trust also may use, in advertisements and other types
of literature, information and statements: (1) showing that bank savings
accounts offer a guaranteed return of principal and a fixed rate of interest,
but no opportunity for capital growth; and (2) describing Wells Fargo Bank, and
its affiliates and predecessors, as one of the first investment managers to
advise investment accounts using asset allocation and index strategies. The
Trust also may include in advertising and other types of literature information
and other data from reports and studies prepared by the Tax Foundation,
including information regarding federal and state tax levels and the related
"Tax Freedom Day."
The Trust also may discuss in advertising and other types of literature
that the Fund has been assigned a rating by an NRRO, such as Standard & Poor's
Corporation. Such rating would assess the creditworthiness of the investments
held by the Fund. The assigned rating would not be a recommendation to purchase,
sell or hold the Fund's shares since the rating would not comment on the market
price of the Fund's shares or the suitability of the Fund for a particular
investor. In addition, the assigned rating would be subject to change,
suspension or withdrawal as a result of changes in, or unavailability of,
information relating to the Fund or its investments. The Trust may compare the
Fund's performance with other investments which are assigned ratings by NRROs.
Any such comparisons may be useful to investors who wish to compare the Fund's
past performance with other rated investments.
From time to time, the Fund may use the following statements, or
variations thereof, in advertisements and other promotional materials: "Wells
Fargo Bank, as a Shareholder Servicing Agent for the Wells Fargo Funds Trust
Funds, provides various services to its customers that are also shareholders of
the Fund. These services may include access to Wells Fargo Funds Trust Funds'
account information through Automated Teller Machines (ATMs), the placement of
purchase and redemption requests for shares of the Fund through ATMs and the
availability of combined Wells Fargo Bank and Stagecoach Funds account
statements."
The Trust also may disclose, in advertising and other types of
literature, information and statements that Wells Capital Management (formerly
"Wells Fargo Investment Management"), a division of Wells Fargo Bank, is listed
in the top 100 by Institutional Investor magazine in its July 1997 survey
"America's Top 300 Money Managers." This survey ranks money managers in several
asset categories. The Trust may also disclose in advertising and other types of
sales literature the assets and categories of assets under management by the
Trust's investment advisor. The Trust may also disclose in advertising and other
types of sales literature the assets and categories of assets under management
by a fund's investment advisor or sub-advisor and the total amount of assets and
mutual fund assets managed by Wells Fargo Bank. As of June 30, 1999, Wells Fargo
Bank and its affiliates managed over $131 billion in assets.
The Trust also may discuss in advertising and other types of literature
the features, terms and conditions of Wells Fargo Bank accounts through which
investments in the Fund may be made via a "sweep" arrangement, including,
without limitation, the Managed Sweep Account, Money Market Checking Account,
California Tax-Free Money Market Checking Account, Money Market Access Account
and California Tax-Free Money Market Access Account (collectively, the "Sweep
Accounts"). Such advertisements and other literature may include, without
limitation, discussions of such terms and conditions as the minimum deposit
required to open a Sweep Account, a description of the yield earned on shares of
the Fund through a Sweep Account, a description of any monthly or other service
charge on a Sweep Account and any minimum required balance to waive such service
charges, any overdraft protection plan offered in connection with a Sweep
Account, a description of any ATM or check privileges offered in connection with
a Sweep Account and any other terms, conditions, features or plans offered in
connection with a Sweep Account. Such advertising or other literature may also
include a discussion of the advantages of establishing and maintaining a Sweep
Account, and may include statements from customers as to the reasons why such
customers have established and maintained a Sweep Account.
The Trust may disclose in advertising and other types of literature
that investors can open and maintain Sweep Accounts over the Internet or through
other electronic channels (collectively, "Electronic Channels"). Such
advertising and other literature may discuss the investment options available to
investors, including the types of accounts and any applicable fees. Such
advertising and other literature may disclose that Wells Fargo Bank is the first
major bank to offer an on-line application for a mutual fund account that can be
filled out completely through Electronic Channels. Advertising and other
literature may disclose that Wells Fargo Bank may maintain Web sites, pages or
other information sites accessible through Electronic Channels (an "Information
Site") and may describe the contents and features of the Information Site and
instruct investors on how to access the Information Site and open a Sweep
Account. Advertising and other literature may also disclose the procedures
employed by Wells Fargo Bank to secure information provided by investors,
including disclosure and discussion of the tools and services for accessing
Electronic Channels. Such advertising or other literature may include
discussions of the advantages of establishing and maintaining a Sweep Account
through Electronic Channels and testimonials from Wells Fargo Bank customers or
employees and may also include descriptions of locations where product
demonstrations may occur. The Trust may also disclose the ranking of Wells Fargo
Bank as one of the largest money managers in the United States.
The Trust also may disclose in sales literature the distribution rate
on the shares of the Fund. Distribution rate, which may be annualized, is the
amount determined by dividing the dollar amount per share of the most recent
dividend by the most recent NAV or maximum offering price per share as of a date
specified in the sales literature. Distribution rate will be accompanied by the
standard 30-day yield as required by the SEC.
DETERMINATION OF NET ASSET VALUE
Net asset value per share for each class of the Fund is determined as
of the close of regular trading (currently 1:00 p.m. (Pacific time), 3:00 p.m.
(Central time), 4:00 p.m. (Eastern time)) on each day the New York Stock
Exchange ("NYSE") is open for business. Expenses and fees, including Advisory
fees, are accrued daily and are taken into account for the purpose of
determining the net asset value of the Fund's shares.
Securities of the Fund for which market quotations are available are
valued at latest prices. Any security for which the primary market is an
exchange is valued at the last sale price on such exchange on the day of
valuation or, if there was no sale on such day, the latest bid price quoted on
such day. If the values reported on a foreign exchange are materially affected
by events occurring after the close of the foreign exchange, assets may be
valued by a method that the Board of Trustees believes accurately reflects fair
value. In the case of other securities, including U.S. Government securities but
excluding money market instruments maturing in 60 days or less, the valuations
are based on latest quoted bid prices. Money market instruments and debt
securities maturing in 60 days or less are valued at amortized cost. The assets
of the Fund, other than money market instruments or debt securities maturing in
60 days or less, are valued at latest quoted bid prices. Futures contracts will
be marked to market daily at their respective settlement prices determined by
the relevant exchange. Prices may be furnished by a reputable independent
pricing service approved by the Trust's Board of Trustees. Prices provided by an
independent pricing service may be determined without exclusive reliance on
quoted prices and may take into account appropriate factors such as
institutional-size trading in similar groups of securities, yield, quality,
coupon rate, maturity, type of issue, trading characteristics and other market
data. All other securities and other assets of the Fund for which current market
quotations are not readily available are valued at fair value as determined in
good faith by the Trust's Board of Trustees and in accordance with procedures
adopted by the Trustees.
Foreign portfolio securities are generally valued on the basis of
quotations from the primary market in which they are traded. However, if, in the
judgment of the Board of Trustees, a security's value has been materially
affected by events occurring after the close of the exchange or the market on
which the security is principally traded (for example, a foreign exchange or
market), that security may be valued by another method that the Board of
Trustees believes accurately reflects fair value. A security's valuation may
differ depending on the method used to determine its value.
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION
Shares may be purchased on any day the Fund is open for business. The
Fund is open for business each day the NYSE is open for trading (a "Business
Day"). Currently, the NYSE is closed on New Year's Day, Martin Luther King Jr.
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day and Christmas Day (each a "Holiday"). When any Holiday falls on
a weekend, the NYSE typically is closed on the weekday immediately before or
after such Holiday.
Payment for shares may, in the discretion of the Advisor, be made in
the form of securities that are permissible investments for the Fund. For
further information about this form of payment please contact Stephens. In
connection with an in-kind securities payment, the Fund will require, among
other things, that the securities be valued on the day of purchase in accordance
with the pricing methods used by the Fund and that the Fund receives
satisfactory assurances that (i) it will have good and marketable title to the
securities received by it; (ii) that the securities are in proper form for
transfer to the Fund; and (iii) adequate information will be provided concerning
the basis and other matters relating to the securities.
Under the 1940 Act, the Fund reserve the right to reject any purchase
orders, and may suspend the right of redemption or postpone the date of payment
upon redemption for any period during which the NYSE is closed (other than
customary weekend and holiday closings, or during which trading is restricted,
or during which as determined by the SEC by rule or regulation) an emergency
exists as a result of which disposal or valuation of portfolio securities is not
reasonably practicable, or for such periods as the SEC may permit. The Trust may
suspend redemption rights or postpone redemption payments for such periods as
are permitted under the 1940 Act. The Trust may also redeem shares involuntarily
or make payment for redemption in securities or other property if it appears
appropriate to do so in light of the Trust's responsibilities under the 1940
Act. In addition, the Trust may redeem shares involuntarily to reimburse the
Fund for any losses sustained by reason of the failure of a shareholders to make
full payment for shares purchased or to collect any charge relating to a
transaction effected for the benefit of a shareholder which is applicable to
shares of the Fund as provided from time to time in the Prospectus.
The dealer reallowance for Class A shares of the Technology Fund is as follows:
<PAGE>
- ---------------------------------------------------------------------------------------
- ----------------------- -------------------- --------------------- --------------------
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 INVESTED OFFERING PRICE
- ----------------------- -------------------- --------------------- --------------------
- ----------------------- -------------------- --------------------- --------------------
- ----------------------- -------------------- --------------------- --------------------
- ----------------------- -------------------- --------------------- --------------------
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 over1 0.00% 0.00% 1.00%
- ----------------------- -------------------- --------------------- --------------------
1We 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.
Purchases and Redemptions Through Brokers and/or Their Affiliates. A
broker may charge transaction fees on the purchase and/or sale of Fund shares in
addition to those fees described in the Prospectus in the Summary of Expenses.
The Trust has authorized one or more brokers to receive on its behalf purchase
and redemption orders, and such brokers are authorized to designate other
intermediaries to receive purchase and redemption orders on the Trust's behalf.
The Trust will be deemed to have received a purchase or redemption order for
Fund shares when an authorized broker or, if applicable, a broker's authorized
designee, receives the order.
Reduced Sales Charges for Employees of the Transfer Agent.
Employees of Boston Financial Data Services, Inc., transfer agent for the
Trust, may purchase Class A shares at net asset value.
PORTFOLIO TRANSACTIONS
The Trust has no obligation to deal with any dealer or group of dealers
in the execution of transactions in portfolio securities. Subject to policies
established by the Trust's Board of Trustees, Wells Fargo Bank is responsible
for the Fund's portfolio decisions and the placing of portfolio transactions. In
placing orders, it is the policy of the Trust to obtain the best results taking
into account the dealer's general execution and operational facilities, the type
of transaction involved and other factors such as the dealer's risk in
positioning the securities involved. While Wells Fargo Bank generally seeks
reasonably competitive spreads or commissions, the Fund will not necessarily be
paying the lowest spread or commission available.
Purchases and sales of equity securities on a securities exchange are
effected through brokers who charge a negotiated commission for their services.
Orders may be directed to any broker including, to the extent and in the manner
permitted by applicable law, Stephens or Wells Fargo Securities Inc. In the
over-the-counter market, securities are generally traded on a "net" basis with
dealers acting as principal for their own accounts without a stated commission,
although the price of the security usually includes a profit to the dealer. In
underwritten offerings, securities are purchased at a fixed price that includes
an amount of compensation to the underwriter, generally referred to as the
underwriter's concession or discount.
In placing orders for portfolio securities of the Fund, Wells Fargo
Bank is required to give primary consideration to obtaining the most favorable
price and efficient execution. This means that Wells Fargo Bank will seek to
execute each transaction at a price and commission, if any, that provide the
most favorable total cost or proceeds reasonably attainable in the
circumstances. Commission rates are established pursuant to negotiations with
the broker based on the quality and quantity of execution services provided by
the broker in the light of generally prevailing rates. The allocation of orders
among brokers and the commission rates paid are reviewed periodically by the
Board of Trustees.
Wells Fargo Bank, as the Investment Advisor of each of the Fund, may,
in circumstances in which two or more dealers are in a position to offer
comparable results for the Fund portfolio transaction, give preference to a
dealer that has provided statistical or other research services to Wells Fargo
Bank. By allocating transactions in this manner, Wells Fargo Bank is able to
supplement its research and analysis with the views and information of
securities firms. Information so received will be in addition to, and not in
lieu of, the services required to be performed by Wells Fargo Bank under the
Advisory Contracts, and the expenses of Wells Fargo Bank will not necessarily be
reduced as a result of the receipt of this supplemental research information.
Furthermore, research services furnished by dealers through which Wells Fargo
Bank places securities transactions for the Fund may be used by Wells Fargo Bank
in servicing its other accounts, and not all of these services may be used by
Wells Fargo Bank in connection with advising the Fund.
Portfolio Turnover. The portfolio turnover rate is not a limiting
factor when Wells Fargo Bank deems portfolio changes appropriate. Changes may be
made in the portfolios consistent with the investment objectives and policies of
the Fund whenever such changes are believed to be in the best interests of the
Fund and their shareholders. The portfolio turnover rate is calculated by
dividing the lesser of purchases or sales of portfolio securities by the average
monthly value of the Fund's portfolio securities. For purposes of this
calculation, portfolio securities exclude all securities having a maturity when
purchased of one year or less. Portfolio turnover generally involves some
expenses to the Fund, including brokerage commissions or dealer mark-ups and
other transaction costs on the sale of securities and the reinvestment in other
securities. Portfolio turnover also can generate short-term capital gain tax
consequences. Portfolio turnover rate is not a limiting factor when Wells Fargo
Bank deems portfolio changes appropriate.
FUND EXPENSES
From time to time, Wells Fargo Bank and Stephens may waive fees from
the Fund in whole or in part. Any such waiver will reduce expenses and,
accordingly, have a favorable impact on the Fund's performance.
Except for the expenses borne by Wells Fargo Bank and Stephens, the
Trust bears all costs of its operations, including the compensation of its
Trustees who are not affiliated with Stephens or Wells Fargo Bank or any of
their affiliates; Advisory, shareholder servicing and administration fees;
payments pursuant to any Plan; interest charges; taxes; fees and expenses of its
independent auditors, legal counsel, transfer agent and dividend disbursing
agent; expenses of redeeming shares; expenses of preparing and printing
prospectuses (except the expense of printing and mailing prospectuses used for
promotional purposes, unless otherwise payable pursuant to a Plan),
shareholders' reports, notices, proxy statements and reports to regulatory
agencies; insurance premiums and certain expenses relating to insurance
coverage; trade association membership dues; brokerage and other expenses
connected with the execution of portfolio transactions; fees and expenses of its
custodian, including those for keeping books and accounts and calculating the
NAV per share of the Fund; expenses of shareholders' meetings; expenses relating
to the issuance, registration and qualification of the Fund's shares; pricing
services, and any extraordinary expenses. Expenses attributable to the Fund are
charged against Fund assets. General expenses of the Trust are allocated among
all of the funds of the Trust, including the Fund, in a manner proportionate to
the net assets of the Fund, on a transactional basis, or on such other basis as
the Trust's Board of Trustees deems equitable.
FEDERAL INCOME TAXES
The following information supplements and should be read in conjunction
with the Prospectus section entitled "Taxes." The Prospectus of the Fund
generally describes the tax treatment of distributions by the Fund. This section
of the SAI includes additional information concerning federal income taxes.
General. The Trust intends to continue to qualify the Fund as a
regulated investment company under Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"), as long as such qualification is in the best
interests of the Fund's shareholders. The Fund will be treated as a separate
entity for federal income tax purposes. Thus, the provisions of the Code
applicable to regulated investment companies generally will be applied
separately to the Fund, rather than to the Trust as a whole. In addition,
capital gains, net investment income, and operating expenses will be determined
separately for the Fund. As a regulated investment company, the Fund will not be
taxed on its net investment income and capital gain distributed to its
shareholders.
Qualification as a regulated investment company under the Code
requires, among other things, that the Fund derive at least 90% of its annual
gross income from dividends, interest, certain payments with respect to
securities loans, gains from the sale or other disposition of stock or
securities or foreign currencies (to the extent such currency gains are directly
related to the regulated investment company's principal business of investing in
stock or securities) and other income (including, but not limited to, gains from
options, futures or forward contracts) derived with respect to its business of
investing in such stock, securities or currencies; and (b) diversify its
holdings so that, at the end of each quarter of the taxable year, (i) at least
50% of the market value of the Fund's assets is represented by cash, government
securities and other securities limited in respect of any one issuer to an
amount not greater than 5% of the Fund's assets and 10% of the outstanding
voting securities of such issuer, and (ii) not more than 25% of the value of its
assets is invested in the securities of any one issuer (other than U.S.
Government obligations and the securities of other regulated investment
companies), or in two or more issuers which the Fund controls and which are
determined to be engaged in the same or similar trades or businesses.
The Fund must also distribute or be deemed to distribute to their
shareholders at least 90% of their net investment income (including, for this
purpose, net short-term capital gain) earned in each taxable year. In general,
these distributions must actually or be deemed to be made in the taxable year.
However, in certain circumstances, such distributions may be made in the 12
months following the taxable year. Furthermore, distributions declared in
October, November or December of one taxable year and paid by January 31 of the
following taxable year will be treated as paid by December 31 of the first
taxable year. The Fund intend to pay out substantially all of their net
investment income and net realized capital gains (if any) for each year.
Excise Tax. A 4% nondeductible excise tax will be imposed on the Fund
(other than to the extent of its tax-exempt interest income) to the extent it
does not meet certain minimum distribution requirements by the end of each
calendar year. The Fund intends to actually or be deemed to distribute
substantially all of its net investment income and net capital gains by the end
of each calendar year and, thus, expects not to be subject to the excise tax.
Taxation of Fund Investments. Except as provided herein, gains and losses on
the sale of portfolio securities by the Fund will generally be capital gains
and losses. Such gains and losses will ordinarily be long-term capital gains
and losses if the securities have been held by the Fund for more than one
year at the time of disposition of the securities.
Gains recognized on the disposition of a debt obligation (including
tax-exempt obligations) purchased by the Fund at a market discount (generally
at a price less than its principal amount) will be treated as ordinary income
to the extent of the portion of market discount which accrued, but was not
previously recognized pursuant to an available election, during the term the
Fund held the debt obligation.
If an option granted by the Fund lapses or is terminated through a closing
transaction, such as a repurchase by the Fund of the option from its holder,
the Fund will realize a short-term capital gain or loss, depending on whether
the premium income is greater or less than the amount paid by the Fund in the
closing transaction. Some realized capital losses may be deferred if they
result from a position which is part of a "straddle," discussed below. If
securities are sold by the Fund pursuant to the exercise of a call option
written by it, the Fund will add the premium received to the sale price of
the securities delivered in determining the amount of gain or loss on the
sale. If securities are purchased by the Fund pursuant to the exercise of a
put option written by it, such Fund will subtract the premium received from
its cost basis in the securities purchased.
The amount of any gain or loss realized by the Fund on closing out a
regulated futures contract will generally result in a realized capital gain
or loss for federal income tax purposes. Regulated futures contracts held at
the end of each fiscal year will be required to be "marked to market" for
federal income tax purposes pursuant to Section 1256 of the Code. In this
regard, they will be deemed to have been sold at market value. Sixty percent
(60%) of any net gain or loss recognized on these deemed sales, and sixty
percent (60%) of any net realized gain or loss from any actual sales, will
generally be treated as long-term capital gain or loss, and the remainder
will be treated as short-term capital gain or loss. Transactions that qualify
as designated hedges are excepted from the "mark-to-market" rule and the
"60%/40%" rule.
Under Section 988 of the Code, the Fund generally will recognize ordinary
income or loss to the extent that gain or loss realized on the disposition of
portfolio securities is attributable to changes in foreign currency exchange
rates. In addition, gain or loss realized on the disposition of a foreign
currency forward contract, futures contract, option or similar financial
instrument, or of foreign currency itself, will generally be treated as
ordinary income or loss. The Fund will attempt to monitor Section 988
transactions, where applicable, to avoid adverse Federal income tax impact.
Offsetting positions held by the Fund involving certain financial forward,
futures or options contracts may be considered, for tax purposes, to
constitute "straddles." "Straddles" are defined to include "offsetting
positions" in actively traded personal property. The tax treatment of
"straddles" is governed by Section 1092 of the Code which, in certain
circumstances, overrides or modifies the provisions of Section 1256. If the
Fund were treated as entering into "straddles" by engaging in certain
financial forward, futures or option contracts, such straddles could be
characterized as "mixed straddles" if the futures, forwards, or options
comprising a part of such straddles were governed by Section 1256 of the
Code. The Fund may make one or more elections with respect to "mixed
straddles." Depending upon which election is made, if any, the results with
respect to the Fund may differ. Generally, to the extent the straddle rules
apply to positions established by the Fund, losses realized by the Fund may
be deferred to the extent of unrealized gain in any offsetting positions.
Moreover, as a result of the straddle and the conversion transaction rules,
short-term capital loss on straddle positions may be recharacterized as
long-term capital loss, and long-term capital gain may be characterized as
short-term capital gain or ordinary income.
If the Fund enters into a "constructive sale" of any appreciated position in
stock, a partnership interest, or certain debt instruments, the Fund must
recognize gain (but not loss) with respect to that position. For this
purpose, a constructive sale occurs when the Fund enters into one of the
following transactions with respect to the same or substantially identical
property: (i) a short sale; (ii) an offsetting notional principal contract;
or (iii) a futures or forward contract.
If the Fund purchases shares in a "passive foreign investment company"
("PFIC"), the Fund may be subject to Federal income tax and an interest
charge imposed by the IRS upon certain distributions from the PFIC or the
Fund's disposition of its PFIC shares. If the Fund invests in a PFIC, the
Fund intends to make an available election to mark-to-market its interest in
PFIC shares. Under the election, the Fund will be treated as recognizing at
the end of each taxable year the difference, if any, between the fair market
value of its interest in the PFIC shares and its basis in such shares. In
some circumstances, the recognition of loss may be suspended. The Fund will
adjust its basis in the PFIC shares by the amount of income (or loss)
recognized. Although such income (or loss) will be taxable to the Fund as
ordinary income (or loss) notwithstanding any distributions by the PFIC, the
Fund will not be subject to Federal income tax or the interest charge with
respect to its interest in the PFIC under the election.
Foreign Taxes. Income and dividends received by the Fund from sources within
foreign countries may be subject to withholding and other taxes imposed by
such countries. Tax conventions between certain countries and the United
States may reduce or eliminate such taxes. If more than 50% of the value of
the Fund's total assets at the close of its taxable year consists of
securities of non-U.S. corporations, the Fund will be eligible to file an
election with the IRS pursuant to which the regulated investment company may
pass-through to its shareholders foreign taxes paid by the regulated
investment company, which may be claimed either as a credit or deduction by
the shareholders. Only the International Equity Fund and International Fund
expect to qualify for the election. However, even if the Fund qualifies for
the election, foreign taxes will only pass-through to the Fund shareholder if
(i) the shareholder holds the Fund shares for at least 16 days during the 30
day period beginning 15 days prior to the date upon which the shareholder
becomes entitled to receive Fund distributions corresponding with the
pass-through of the foreign taxes paid by the Fund, and (ii) with respect to
foreign source dividends received by the Fund on shares giving rise to
foreign tax, the Fund holds the shares for at least 16 days during the 30 day
period beginning 15 days prior to the date upon which the Fund becomes
entitled to the dividend.
An individual with $300 or less of creditable foreign taxes generally is
exempt from foreign source income and certain other limitations imposed by
the Code on claiming a credit for such taxes. The $300 amount is increased to
$600 for joint filers.
Capital Gain Distributions. Distributions which are designated by the Fund as
capital gain distributions will be taxed to shareholders as long-term term
capital gain (to the extent such dividends do exceed the Fund's actual net
capital gains for the taxable year), regardless of how long a shareholder has
held Fund shares. Such distributions will be designated as capital gain
distributions in a written notice mailed by the Fund to its shareholders not
later than 60 days after the close of the Fund's taxable year.
Disposition of Fund Shares. A disposition of Fund shares pursuant to a
redemption (including a redemption in-kind) or an exchange will ordinarily
result in a taxable capital gain or loss, depending on the amount received
for the shares (or are deemed to be received in the case of an exchange) and
the cost of the shares.
If a shareholder exchanges or otherwise disposes of Fund shares within 90
days of having acquired such shares and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge on a
new purchase of shares of the Fund or a different regulated investment
company, the sales charge previously incurred in acquiring the Fund's shares
shall not be taken into account (to the extent such previous sales charges do
not exceed the reduction in sales charges on the new purchase) for the
purpose of determining the amount of gain or loss on the disposition, but
will be treated as having been incurred in the acquisition of such other
shares. Also, any loss realized on a redemption or exchange of shares of the
Fund will be disallowed to the extent that substantially identical shares are
acquired within the 61-day period beginning 30 days before and ending 30 days
after the shares are disposed of.
If a shareholder receives a designated capital gain distribution (to be
treated by the shareholder as a long-term capital gain) with respect to any
Fund share and such Fund share is held for six months or less, then (unless
otherwise disallowed) any loss on the sale or exchange of that Fund share
will be treated as a long-term capital loss to the extent of the designated
capital gain distribution. The loss disallowance rules described in this
paragraph do not apply to losses realized under a periodic redemption plan.
Federal Income Tax Rates. As of the printing of this SAI, the maximum
individual tax rate applicable to ordinary income is 39.6% (marginal tax rates
may be higher for some individuals to reduce or eliminate the benefit of
exemptions and deductions); the maximum individual marginal tax rate applicable
to net capital gain is 20%; and the maximum corporate tax rate applicable to
ordinary income and net capital gain is 35% (marginal tax rates may be higher
for some corporations to reduce or eliminate the benefit of lower marginal
income tax rates). Naturally, the amount of tax payable by an individual or
corporation will be affected by a combination of tax laws covering, for example,
deductions, credits, deferrals, exemptions, sources of income and other matters.
Backup Withholding. The Trust may be required to withhold, subject to
certain exemptions, at a rate of 31% ("backup withholding") on all distributions
and redemption proceeds (including proceeds from exchanges and redemptions
in-kind) paid or credited to an individual Fund shareholder, unless the
shareholder certifies that the "taxpayer identification number" ("TIN") provided
is correct and that the shareholder is not subject to backup withholding, or the
IRS notifies the Trust that the shareholder's TIN is incorrect or that the
shareholder is subject to backup withholding. Such tax withheld does not
constitute any additional tax imposed on the shareholder, and may be claimed as
a tax payment on the shareholder's Federal income tax return. An investor must
provide a valid TIN upon opening or reopening an account. Failure to furnish a
valid TIN to the Trust also could subject the investor to penalties imposed by
the IRS.
Foreign Shareholders. Under the Code, distributions attributable to net
investment income, net short-term capital gain and certain other items realized
by the Fund and paid to a nonresident alien individual, foreign trust (i.e.,
trust which a U.S. court is able to exercise primary supervision over
administration of that trust and one or more U.S. persons have authority to
control substantial decisions of that trust), foreign estate (i.e., the income
of which is not subject to U.S. tax regardless of source), foreign corporation,
or foreign partnership (each, a "foreign shareholder") will be subject to U.S.
withholding tax (at a rate of 30% or a lower treaty rate, if applicable).
Withholding will not apply if a distribution paid by the Fund to a foreign
shareholder is "effectively connected" with a U.S. trade or business (or, if an
income tax treaty applies, is attributable to a U.S. permanent establishment of
the foreign shareholder), in which case the reporting and withholding
requirements applicable to U.S. persons will apply. Capital gain distributions
generally are not subject to tax withholding.
New Regulations. On October 6, 1997, the Treasury Department issued new
regulations (the "New Regulations") which make certain modifications to the
backup withholding, U.S. income tax withholding and information reporting rules
applicable to foreign shareholders. The New Regulations will generally be
effective for payments made after December 31, 2000, subject to certain
transition rules. Among other things, the New Regulations will permit the Fund
to estimate the portion of their distributions qualifying as capital gain
distributions for purposes of determining the portion of such distributions paid
to foreign shareholders that will be subject to federal income tax withholding.
Prospective investors are urged to consult their own tax advisors regarding the
New Regulations.
Corporate Shareholders. Corporate shareholders of the Fund may be eligible
for the dividends-received deduction on dividends distributed out of the
Fund's income attributable to dividends received from domestic corporations,
which, if received directly by the corporate shareholder, would qualify for
such deduction. A distribution by the Fund attributable to dividends of a
domestic corporation will only qualify for the dividends-received deduction
if (i) the corporate shareholder generally holds the Fund shares upon which
the distribution is made for at least 46 days during the 90 day period
beginning 45 days prior to the date upon which the shareholder becomes
entitled to the distribution; and (ii) the Fund generally holds the shares of
the domestic corporation producing the dividend income for at least 46 days
during the 90 day period beginning 45 days prior to the date upon which the
Fund becomes entitled to such dividend income.
Tax-Deferred Plan. The shares of the Fund are available for a variety of
tax-deferred retirement and other plans, including Individual Retirement
Accounts ("IRA"), Simplified Employee Pension Plans ("SEP-IRA"), Savings
Incentive Match Plans for Employees ("SIMPLE plans"), Roth IRAs, and
Education IRAs, which permit investors to defer some of their income from
taxes. Investors should contact their selling agents for details concerning
retirement plans.
Other Matters. Investors should be aware that the investments to be made by
the Fund may involve sophisticated tax rules that may result in income or
gain recognition by the Fund without corresponding current cash receipts.
Although the Fund will seek to avoid significant noncash income, such noncash
income could be recognized by the Fund, in which case the Fund may distribute
cash derived from other sources in order to meet the minimum distribution
requirements described above.
The foregoing discussion and the discussions in the Prospectus applicable to
each shareholder address only some of the Federal tax considerations
generally affecting investments in the Fund. Each investor is urged to
consult his or her tax advisor regarding specific questions as to federal,
state, local or foreign taxes.
CAPITAL STOCK
The Fund are two of the funds of the Wells Fargo Funds Trust family of
funds. The Trust was organized as a Delaware business trust on March 10, 1999.
Most of the Trust's Funds are authorized to issue multiple classes of
shares, one class generally subject to a front-end sales charge and, in some
cases, classes subject to a contingent-deferred sales charge, that are offered
to retail investors. Certain of the Trust's Funds also are authorized to issue
other classes of shares, which are sold primarily to institutional investors.
Each share in the Fund represents an equal, proportionate interest in the Fund
with all other shares. Shareholders bear their pro rata portion of the Fund's
operating expenses, except for certain class-specific expenses (e.g., any state
securities registration fees, shareholder servicing fees or distribution fees
that may be paid under Rule 12b-1) that are allocated to a particular class.
Please contact Investor Services at 1-800-222-8222 if you would like additional
information about other Funds or classes of shares offered.
With respect to matters that affect one class but not another,
shareholders vote as a class; for example, the approval of a Plan. Subject to
the foregoing, all shares of the Fund have equal voting rights and will be voted
in the aggregate, and not by Series, except where voting by a Series is required
by law or where the matter involved only affects one Series. For example, a
change in the Fund' fundamental investment policy affects only one Series and
would be voted upon only by shareholders of the Fund involved. Additionally,
approval of an Advisory contract, since it only affects one Fund, is a matter to
be determined separately by each Series. Approval by the shareholders of one
Series is effective as to that Series whether or not sufficient votes are
received from the shareholders of the other series to approve the proposal as to
those Series.
As used in the Prospectus and in this SAI, the term "majority" when
referring to approvals to be obtained from shareholders of a Class of the Fund,
means the vote of the lesser of (i) 67% of the shares of such class the Fund
represented at a meeting if the holders of more than 50% of the outstanding
shares such class of the Fund are present in person or by proxy, or (ii) more
than 50% of the outstanding shares of such class the Fund. The term "majority,"
when referring to approvals to be obtained from shareholders of the Fund, means
the vote of the lesser of (i) 67% of the shares of the Fund represented at a
meeting if the holders of more than 50% of the outstanding shares of the Fund
are present in person or by proxy, or (ii) more than 50% of the outstanding
shares of the Fund. The term "majority," when referring to the approvals to be
obtained from shareholders of the Trust as a whole, means the vote of the lesser
of (i) 67% of the Trust's shares represented at a meeting if the holders of more
than 50% of the Trust's outstanding shares are present in person or by proxy, or
(ii) more than 50% of the Trust's outstanding shares. Shareholders are entitled
to one vote for each full share held and fractional votes for fractional shares
held.
Shareholders are not entitled to any preemptive rights. All shares are
issued in uncertificated form only, and, when issued will be fully paid and
non-assessable by the Trust. The Trust may dispense with an annual meeting of
shareholders in any year in which it is not required to elect directors under
the 1940 Act.
Each share of a class of the Fund represents an equal proportional
interest in the Fund with each other share in the same class and is entitled to
such dividends and distributions out of the income earned on the assets
belonging to the Fund as are declared in the discretion of the Trustees. In the
event of the liquidation or dissolution of the Trust, shareholders of the Fund
are entitled to receive the assets attributable to the relevant class of shares
of the Fund that are available for distribution, and a distribution of any
general assets not attributable to a particular investment portfolio that are
available for distribution in such manner and on such basis as the Trustees in
their sole discretion may determine.
Set forth below as of July 24, 2000 is the name, address and share
ownership of each person known by the Trust to have beneficial or record
ownership of 5% or more of a class of the Fund or 5% or more of the voting
securities of the Fund as a whole. The term "N/A" is used where a shareholder
holds 5% or more of a class, but less than 5% of the Fund as a whole.
5% OWNERSHIP AS OF JULY 24, 2000
Name and Type of Percentage
Fund Address Ownership of Class
Technology Fund Stephens Inc. Record 100%
Class A 111 Center Street, Suite 300
Little Rock, AR 72201
Class B Stephens Inc. Record 100%
111 Center Street, Suite 300
Little Rock, AR 72201
Class C Stephens Inc. Record 100%
111 Center Street, Suite 300
Little Rock, AR 72201
For purposes of the 1940 Act, any person who owns directly or through
one or more controlled companies more than 25% of the voting securities of a
company is presumed to "control" such company. Accordingly, to the extent that a
shareholder identified in the foregoing table is identified as the beneficial
holder of more than 25% of a class (or Fund), or is identified as the holder of
record of more than 25% of a class (or Fund) and has voting and/or investment
powers, it may be presumed to control such class (or Fund).
OTHER
The Trust's Registration Statement, including the Prospectus and SAI
for the Fund and the exhibits filed therewith, may be examined at the office of
the Securities and Exchange Commission in Washington, D.C. Statements contained
in the Prospectus or the SAI as to the contents of any contract or other
document referred to herein or in the Prospectus are not necessarily complete,
and, in each instance, reference is made to the copy of such contract or other
document filed as an exhibit to the Registration Statement, each such statement
being qualified in all respects by such reference.
COUNSEL
Morrison & Foerster LLP, 2000 Pennsylvania Avenue, N.W., Suite 5500,
Washington, D.C. 20006, as counsel for the Trust, has rendered its opinion as to
certain legal matters regarding the due authorization and valid issuance of the
shares of beneficial interest being sold pursuant to the Fund's Prospectus.
INDEPENDENT AUDITORS
KPMG LLP has been selected as the independent auditors for the Trust.
KPMG LLP provides audit services, tax return preparation and assistance and
consultation in connection with review of certain SEC filings. KPMG LLP's
address is Three Embarcadero Center, San Francisco, California 94111.
<PAGE>
WELLS FARGO FUNDS TRUST
Telephone: 1-800-222-8222
STATEMENT OF ADDITIONAL INFORMATION
Dated July 24, 2000
NASDAQ 100 TILT FUND
Class O
Wells Fargo Funds Trust (the "Trust") is an open-end, management
investment company. This Statement of Additional Information ("SAI") contains
additional information about the Nasdaq 100 Tilt Fund in the Wells Fargo Funds
Trust family of funds (the "Fund"). The Nasdaq 100 Tilt Fund is considered to be
non-diversified under the Investment Company Act of 1940, as amended (the "1940
Act"). The Nasdaq 100 Tilt Fund offers Class O shares only, and this SAI relates
to that class of shares.
This SAI is not a prospectus and should be read in conjunction with the
Fund's Prospectus, also dated July 24, 2000. All terms used in this SAI that are
defined in the Prospectus have the meanings assigned in the Prospectus. A copy
of the Prospectus may be obtained without charge by calling 1-800-222-8222 or
writing to Wells Fargo Funds, P.O. Box 8266, Boston, MA 02266-8266.
<PAGE>
i
TABLE OF CONTENTS
Page
Investment Policies.................................................................................. 1
Additional Permitted Investment Activities and Associated Risks......................................
Management...........................................................................................
Performance Calculations.............................................................................
Determination of Net Asset Value.....................................................................
Additional Purchase and Redemption Information.......................................................
Portfolio Transactions...............................................................................
Fund Expenses........................................................................................
Federal Income Taxes.................................................................................
Capital Stock........................................................................................
Other................................................................................................
Counsel..............................................................................................
Independent Auditors.................................................................................
Appendix............................................................................................. A-1
<PAGE>
27
INVESTMENT POLICIES
Fundamental Investment Policies
The Fund has adopted the following investment policies, all of which
are fundamental policies; that is, they may not be changed without approval by
the holders of a majority (as defined in 1940 Act) of the outstanding voting
securities of such Fund.
The Fund may not:
(8) borrow money, except to the extent permitted under the 1940 Act, including
the rules, regulations and any orders obtained thereunder;
(9) issue senior securities, except to the extent permitted under the 1940 Act,
including the rules, regulations and any orders obtained thereunder;
(10) make loans to other parties if, as a result, the aggregate value of such
loans would exceed one-third of the Fund's total assets. For the purposes of
this limitation, entering into repurchase agreements, lending securities and
acquiring any debt securities are not deemed to be the making of loans;
(11) underwrite securities of other issuers, except to the extent that the
purchase of permitted investments directly from the issuer thereof or from an
underwriter for an issuer and the later disposition of such securities in
accordance with the Fund's investment program may be deemed to be an
underwriting;
(12) purchase or sell real estate unless acquired as a result of ownership of
securities or other instruments (but this shall not prevent the Fund from
investing in securities or other instruments backed by real estate or securities
of companies engaged in the real estate business); nor
(13) purchase or sell commodities, provided that (i) currency will not be deemed
to be a commodity for purposes of this restriction, (ii) this restriction does
not limit the purchase or sale of futures contracts, forward contracts or
options, and (iii) this restriction does not limit the purchase or sale of
securities or other instruments backed by commodities or the purchase or sale of
commodities acquired as a result of ownership of securities or other
instruments.
As a fundamental policy, the Nasdaq 100 Tilt Fund reserves the right to
concentrate its investments in a single industry or industries, or in the
securities of a single issuer.
Non-Fundamental Investment Policies
The Fund has adopted the following non-fundamental policies which may be
changed by the Trustees of the Trust at any time without approval of such
Fund's shareholders.
(2) The Fund may invest in shares of other investment companies only to the
extent permitted under Section 12(d)(1)(A) of the 1940 Act, including the rules,
regulations and any orders obtained thereunder.
(7) The Fund may not invest or hold more than 15% of the Fund's net assets in
illiquid securities. For this purpose, illiquid securities include, among
others, (a) securities that are illiquid by virtue of the absence of a readily
available market or legal or contractual restrictions on resale, (b) fixed time
deposits that are subject to withdrawal penalties and that have maturities of
more than seven days, and (c) repurchase agreements not terminable within seven
days.
(8) The Fund may invest in futures or options contracts regulated by the CFTC
for (i) bona fide hedging purposes within the meaning of the rules of the CFTC
and (ii) for other purposes if, as a result, no more than 5% of the Fund's net
assets would be invested in initial margin and premiums (excluding amounts
"in-the-money") required to establish the contracts.
(9) The Fund may lend securities from its portfolio to approved brokers, dealers
and financial institutions, to the extent permitted under the 1940 Act,
including the rules, regulations and exemptions thereunder, which currently
limit such activities to one-third of the value of the Fund's total assets
(including the value of the collateral received). Any such loans of portfolio
securities will be fully collateralized based on values that are
marked-to-market daily.
(10) The Fund may not make investments for the purpose of exercising control or
management, provided that this restriction does not limit the Fund's investments
in securities of other investment companies or investments in entities created
under the laws of foreign countries to facilitate investment in securities of
that country.
(11) The Fund may not purchase securities on margin (except for short-term
credits necessary for the clearance of transactions).
(12) The Fund may not sell securities short, unless it owns or has the right to
obtain securities equivalent in kind and amount to the securities sold short
(short sales "against the box"), and provided that transactions in futures
contracts and options are not deemed to constitute selling securities short.
General
Notwithstanding the foregoing policies, any other investment companies
in which the Fund may invest have adopted its own investment policies, which may
be more or less restrictive than those listed above, thereby allowing the Fund
to participate in certain investment strategies indirectly that are prohibited
under the fundamental and non-fundamental investment policies listed above.
ADDITIONAL PERMITTED INVESTMENT ACTIVITIES AND ASSOCIATED RISKS
Set forth below are descriptions of certain investments and additional
investment policies for the Fund. For purposes of monitoring the investment
policies and restrictions of the Fund (with the exception of the loans of
portfolio securities policy described below), the amount of any securities
lending collateral held by the Fund will be excluded in calculating total
assets.
Bank Obligations
The Fund may invest in bank obligations, including certificates of
deposit, time deposits, bankers' acceptances and other short-term obligations of
domestic banks, foreign subsidiaries of domestic banks, foreign branches of
domestic banks, and domestic and foreign branches of foreign banks, domestic
savings and loan associations and other banking institutions. With respect to
such securities issued by foreign branches of do banks, foreign subsidiaries of
domestic banks, and domestic and foreign branches of foreign banks, the Fund may
be subject to additional investment risks that are different in some respects
from those incurred by a Fund which invests only in debt obligations of domestic
issuers. Such risks include possible future political and economic developments,
the possible imposition of foreign withholding taxes on interest income payable
on the securities, the possible establishment of exchange controls or the
adoption of other foreign governmental restrictions which might adversely affect
the payment of principal and interest on these securities and the possible
seizure or nationalization of foreign deposits. In addition, foreign branches of
U.S. banks and foreign banks may be subject to less stringent reserve
requirements and to different accounting, auditing, reporting and recordkeeping
standards than those applicable to domestic branches of U.S. banks.
Certificates of deposit are negotiable certificates evidencing the
obligation of a bank to repay funds deposited with it for a specified period of
time.
Time deposits are non-negotiable deposits maintained in a banking
institution for a specified period of time at a stated interest rate. Time
deposits which may be held by the Fund will not benefit from insurance from the
Bank Insurance Fund or the Savings Association Insurance Fund administered by
the Federal Deposit Insurance Corporation ("FDIC"). Bankers' acceptances are
credit instruments evidencing the obligation of a bank to pay a draft drawn on
it by a customer. These instruments reflect the obligation both of the bank and
of the drawer to pay the face amount of the instrument upon maturity. The other
short-term obligations may include uninsured, direct obligations, bearing fixed,
floating- or variable-interest rates.
Borrowing
The Fund may borrow money for temporary or emergency purposes,
including the meeting of redemption requests. Borrowing involves special risk
considerations. Interest costs on borrowings may fluctuate with changing market
rates of interest and may partially offset or exceed the return earned on
borrowed funds (or on the assets that were retained rather than sold to meet the
needs for which funds were borrowed). Under adverse market conditions, the Fund
might have to sell portfolio securities to meet interest or principal payments
at a time when investment considerations would not favor such sales. Reverse
repurchase agreements, short sales not against the box, dollar roll transactions
and other similar investments that involve a form of leverage have
characteristics similar to borrowings but are not considered borrowings if the
Fund maintains a segregated account.
Commercial Paper
The Fund may invest in commercial paper (including variable amount
master demand notes) which refers to short-term, unsecured promissory notes
issued by corporations to finance short-term credit needs. Commercial paper is
usually sold on a discount basis and has a maturity at the time of issuance not
exceeding nine months. Variable amount master demand notes are demand
obligations which permit the investment of fluctuating amounts at varying market
rates of interest pursuant to arrangements between the issuer and a commercial
bank acting as agent for the payee of such notes whereby both parties have the
right to vary the amount of the outstanding indebtedness on the notes.
Investments by the Fund in commercial paper (including variable rate demand
notes and variable rate master demand notes issued by domestic and foreign bank
holding companies, corporations and financial institutions, as well as similar
instruments issued by government agencies and instrumentalities) will consist of
issues that are rated in one of the two highest rating categories by a
Nationally Recognized Ratings Organization ("NRRO"). Commercial paper may
include variable- and floating-rate instruments.
Convertible Securities
The Fund may invest in convertible securities that provide current
income and that have a strong earnings and credit record. The Fund may purchase
convertible securities that are fixed-income debt securities or preferred
stocks, and which may be converted at a stated price within a specified period
of time into a certain quantity of the common stock of the same issuer.
Convertible securities, while usually subordinate to similar nonconvertible
securities, are senior to common stocks in an issuer's capital structure.
Convertible securities offer flexibility by providing the investor with a steady
income stream (which generally yield a lower amount than similar nonconvertible
securities and a higher amount than common stocks) as well as the opportunity to
take advantage of increases in the price of the issuer's common stock through
the conversion feature. Fluctuations in the convertible security's price can
reflect changes in the market value of the common stock or changes in market
interest rates.
Custodial Receipts for Treasury Securities
The Fund may purchase participations in trusts that hold U.S. Treasury
securities (such as TIGRs and CATS) or other obligations where the trust
participations evidence ownership in either the future interest payments or the
future principal payments on the obligations. These participations are normally
issued at a discount to their "face value," and can exhibit greater price
volatility than ordinary debt securities because of the way in which their
principal and interest are returned to investors.
Derivative Securities: Futures and Options Contracts
Futures and options contracts are types of "derivative securities,"
securities which derive their value, at least in part, from the price of another
security or asset, or the level of an index or a rate. As is described in more
detail below, the Fund often invests in these securities as a "hedge" against
fluctuations in the value of the other securities in that Fund's portfolio,
although the Fund may also invest in certain derivative securities for
investment purposes only.
While derivative securities are useful for hedging and investment, they
also carry additional risks. A hedging policy may fail if the correlation
between the value of the derivative securities and the other investments in the
Fund's portfolio does not follow the Advisor's expectations. If the Advisor's
expectations are not met, it is possible that the hedging strategy will not only
fail to protect the value of the Fund's investments, but the Fund may also lose
money on the derivative security itself. Also, derivative securities are more
likely to experience periods when they will not be readily tradable. If, as a
result of such illiquidity, the Fund cannot settle a future or option contract
at the time the Advisor determines is optimal, the Fund may lose money on the
investment. Additional risks of derivative securities include: the risk of the
disruption of the Fund's ability to trade in derivative securities because of
regulatory compliance problems or regulatory changes; credit risk of
counterparties to derivative contracts; and market risk (i.e., exposure to
adverse price changes).
The Advisor uses a variety of internal risk management procedures to
ensure that derivatives use is consistent with the Fund's investment objectives,
does not expose the Fund to undue risk and is closely monitored. These
procedures include providing periodic reports to the Board of Trustees
concerning the use of derivatives.
The use of derivatives by the Fund also is subject to broadly
applicable investment policies. For example, the Fund may not invest more than a
specified percentage of its assets in "illiquid securities," including those
derivatives that do not have active secondary markets. Nor may the Fund use
certain derivatives without establishing adequate "cover" in compliance with the
U.S. Securities and Exchange Commission ("SEC") rules limiting the use of
leverage.
Futures Contracts. The Fund may trade futures contracts and options on
futures contracts. A futures transaction involves a firm agreement to buy or
sell a commodity or financial instrument at a particular price on a specified
future date. Futures contracts are standardized and exchange-traded, where the
exchange serves as the ultimate counterparty for all contracts. Consequently,
the only credit risk on futures contracts is the creditworthiness of the
exchange.
The purchaser or seller of a futures contract is not required to
deliver or pay for the underlying instrument unless the contract is held until
the delivery date. However, both the purchaser and seller are required to
deposit "initial margin" with a futures broker when the parties enter into the
contract. Initial margin deposits are typically equal to a percentage of the
contract's value. If the value of either party's position declines, that party
will be required to make additional "variation margin" payments to settle the
change in value on a daily basis. The party that has a gain may be entitled to
receive all or a portion of this amount. Initial and variation margin payments
do not constitute purchasing securities on margin for purposes of the Fund's
investment limitations. In the event of the bankruptcy of the broker that holds
the margin on behalf of the Fund, the Fund may not receive a full refund of its
margin.
Although the Fund intend to purchase or sell futures contracts only if
there is an active market for such contracts, a liquid market may not exist for
a particular contract at a particular time. Many futures exchanges and boards of
trade limit the amount of fluctuation permitted in futures contract prices
during a single trading day. Once the daily limit has been reached in a
particular contract, no trades may be made that day at a price beyond that limit
or trading may be suspended for specified periods during the trading day.
Futures contracts prices could move to the limit for several consecutive trading
days with little or no trading, thereby preventing prompt liquidation of futures
positions and potentially subject the Fund to substantial losses. If it is not
possible, or the Fund determines not to close a futures position in anticipation
of adverse price movements, the Fund may be required to pay additional variation
margin until the position is closed.
The Fund may also purchase options on futures contracts. See "Options Trading" below.
Options Trading. The Fund may purchase or sell options on individual
securities or options on indices of securities. The purchaser of an option risks
a total loss of the premium paid for the option if the price of the underlying
security does not increase or decrease sufficiently to justify the exercise of
such option. The seller of an option, on the other hand, will recognize the
premium as income if the option expires unrecognized but foregoes any capital
appreciation in excess of the exercise price in the case of a call option and
may be required to pay a price in excess of current market value in the case of
a put option.
A call option for a particular security gives the purchaser of the
option the right to buy, and a writer the obligation to sell, the underlying
security at the stated exercise price at any time prior to the expiration of the
option, regardless of the market price of the security. The premium paid to the
writer is in consideration for undertaking the obligation under the option
contract. A put option for a particular security gives the purchaser the right
to sell, and the writer the option to buy, the security at the stated exercise
price at any time prior to the expiration date of the option, regardless of the
market price of the security.
The Fund will write call options only if they are "covered." In the
case of a call option on a security or currency, the option is "covered" if the
Fund owns the instrument underlying the call or has an absolute and immediate
right to acquire that instrument without additional cash consideration (or, if
additional cash consideration is required, cash, U.S. Government securities or
other liquid high grade debt obligations, in such amount are held in a
segregated account by the Fund's custodian) upon conversion or exchange of other
securities held by it. For a call option on an index, the option is covered if
the Fund maintains with its custodian a diversified portfolio of securities
comprising the index or liquid assets equal to the contract value. A call option
is also covered if the Fund holds an offsetting call on the same instrument or
index as the call written. The Fund will write put options only if they are
"secured" by liquid assets maintained in a segregated account by the Fund'
custodian in an amount not less than the exercise price of the option at all
times during the option period.
The Fund may buy put and call options and write covered call and
secured put options. Options trading is a highly specialized activity which
entails greater than ordinary investment risk. Options may be more volatile than
the underlying instruments, and therefore, on a percentage basis, an investment
in options may be subject to greater fluctuation than an investment in the
underlying instruments themselves. Purchasing options is a specialized
investment technique that entails a substantial risk of a complete loss of the
amounts paid as premiums to the writer of the option. If the Advisor is
incorrect in its forecast of market value or other factors when writing options,
the Fund would be in a worse position than it would have been had if it had not
written the option. If the Fund wishes to sell an underlying instrument (in the
case of a covered call option) or liquidate assets in a segregated account (in
the case of a secured put option), the Fund must purchase an offsetting option
if available, thereby incurring additional transactions costs.
Below is a description of some of the types of options in which the
Fund may invest.
A stock index option is an option contract whose value is based on the
value of a stock index at some future point in time. Stock indexes fluctuate
with changes in the market values of the stocks included in the index. The
effectiveness of purchasing or writing stock index options will depend upon the
extent to which price movements in the Fund's investment portfolio correlate
with price movements of the stock index selected. Accordingly, successful use by
the Fund of options on stock indexes will be subject to the Advisor's ability to
correctly analyze movements in the direction of the stock market generally or of
particular industry or market segments. When the Fund writes an option on a
stock index, the Fund will place in a segregated account with the Fund's
custodian cash or liquid securities in an amount at least equal to the market
value of the underlying stock index and will maintain the account while the
option is open or otherwise will cover the transaction.
The Fund may invest in stock index futures contracts and options on
stock index futures contracts. A stock index futures contract is an agreement in
which one party agrees to deliver to the other an amount of cash equal to a
specific dollar amount multiplied by the difference between the value of a
specific stock index at the close of the last trading day of the contract and
the price at which the agreement is made. Stock index futures contracts may be
purchased to protect the Fund against an increase in the prices of stocks that
Fund intends to purchase. The purchase of options on stock index futures
contracts are similar to other options contracts as described above, where the
Fund pays a premium for the option to purchase or sell a stock index futures
contract for a specified price at a specified date. With options on stock index
futures contracts, the Fund risks the loss of the premium paid for the option.
The Fund may also invest in interest-rate futures contracts and options on
interest-rate futures contracts. These securities are similar to stock index
futures contracts and options on stock index futures contracts, except they
derive their price from an underlying interest rate rather than a stock index.
Interest-rate and index swaps involve the exchange by the Fund with
another party of their respective commitments to pay or receive interest (for
example, an exchange of floating-rate payments for fixed-rate payments). Index
swaps involve the exchange by the Fund with another party of cash flows based
upon the performance of an index of securities. Interest-rate swaps involve the
exchange by the Fund with another party of cash flows based upon the performance
of a specified interest rate. In each case, the exchange commitments can involve
payments to be made in the same currency or in different currencies. The Fund
will usually enter into swaps on a net basis. In so doing, the two payment
streams are netted out, with the Fund receiving or paying, as the case may be,
only the net amount of the two payments. If the Fund enters into a swap, it will
maintain a segregated account on a gross basis, unless the contract provides for
a segregated account on a net basis. The risk of loss with respect to swaps
generally is limited to the net amount of payments that the Fund is
contractually obligated to make. There is also a risk of a default by the other
party to a swap, in which case the Fund may not receive net amount of payments
that the Fund contractually is entitled to receive.
Future Developments. The Fund may take advantage of opportunities in
the areas of options and futures contracts and options on futures contracts and
any other derivative investments which are not presently contemplated for use by
the Fund or which are not currently available but which may be developed, to the
extent such opportunities are both consistent with the Fund' investment
objective and legally permissible for the Fund. Before entering into such
transactions or making any such investment, the Fund would provide appropriate
disclosure in its Prospectus or this SAI.
Floating- and Variable-Rate Obligations
The Fund may purchase floating- and variable-rate obligations such as
demand notes and bonds. Variable-rate demand notes include master demand notes
that are obligations that permit the Fund to invest fluctuating amounts, which
may change daily without penalty, pursuant to direct arrangements between the
Fund, as lender, and the borrower. The interest rate on a floating-rate demand
obligation is based on a known lending rate, such as a bank's prime rate, and is
adjusted automatically each time such rate is adjusted. The interest rate on a
variable-rate demand obligation is adjusted automatically at specified
intervals. The issuer of such obligations ordinarily has a right, after a given
period, to prepay in its discretion the outstanding principal amount of the
obligations plus accrued interest upon a specified number of days notice to the
holders of such obligations. Frequently, such obligations are secured by letters
of credit or other credit support arrangements provided by banks.
There generally is no established secondary market for these
obligations because they are direct lending arrangements between the lender and
borrower. Accordingly, where these obligations are not secured by letters of
credit or other credit support arrangements, the Fund's right to redeem is
dependent on the ability of the borrower to pay principal and interest on
demand. Such obligations frequently are not rated by credit rating agencies and
The Fund may invest in obligations which are not so rated only if the Advisor
determines that at the time of investment the obligations are of comparable
quality to the other obligations in which such Fund may invest. The Advisor, on
behalf of The Fund, considers on an ongoing basis the creditworthiness of the
issuers of the floating- and variable-rate demand obligations in such Fund's
portfolio. Floating- and variable-rate instruments are subject to interest-rate
and credit risk.
The floating- and variable-rate instruments that the Fund may purchase
include certificates of participation in such instruments.
Foreign Obligations and Securities
The Fund may invest in foreign securities through ADRs, CDRs, EDRs,
IDRs and GDRs or other similar securities convertible into securities of foreign
issuers. These securities may not necessarily be denominated in the same
currency as the securities into which they may be converted. ADRs (sponsored or
unsponsored) are receipts typically issued by a U.S. bank or trust company and
traded on a U.S. stock exchange, and CDRs are receipts typically issued by a
Canadian bank or trust company that evidence ownership of underlying foreign
securities. Issuers of unsponsored ADRs are not contractually obligated to
disclose material information in the U.S. and, therefore, such information may
not correlate to the market value of the unsponsored ADR. EDRs and IDRs are
receipts typically issued by European banks and trust companies, and GDRs are
receipts issued by either a U.S. or non-U.S. banking institution, that evidence
ownership of the underlying foreign securities. Generally, ADRs in registered
form are designed for use in U.S. securities markets and EDRs and IDRs in bearer
form are designed primarily for use in Europe.
For temporary defensive purposes, Funds may invest in fixed income
securities of non-U.S. governmental and private issuers. Such investments may
include bonds, notes, debentures and other similar debt securities, including
convertible securities.
Investments in foreign obligations involve certain considerations that
are not typically associated with investing in domestic securities. There may be
less publicly available information about a foreign issuer than about a domestic
issuer. Foreign issuers also are not generally subject to the same accounting,
auditing and financial reporting standards or governmental supervision as
domestic issuers. In addition, with respect to certain foreign countries, taxes
may be withheld at the source under foreign tax laws, and there is a possibility
of expropriation or confiscatory taxation, political, social and monetary
instability or diplomatic developments that could adversely affect investments
in, the liquidity of, and the ability to enforce contractual obligations with
respect to, securities of issuers located in those countries.
Investment income on certain foreign securities in which the Fund may
invest may be subject to foreign withholding or other taxes that could reduce
the return on these securities. Tax treaties between the United States and
foreign countries, however, may reduce or eliminate the amount of foreign taxes
to which the Fund would be subject.
Forward Commitments, When-Issued Purchases and Delayed-Delivery Transactions
The Fund may purchase or sell securities on a when-issued or
delayed-delivery basis and make contracts to purchase or sell securities for a
fixed price at a future date beyond customary settlement time. Securities
purchased or sold on a when-issued, delayed-delivery or forward commitment basis
involve a risk of loss if the value of the security to be purchased declines, or
the value of the security to be sold increases, before the settlement date.
The Fund will segregate cash, U.S. Government obligations or other
high-quality debt instruments in an amount at least equal in value to the Fund's
commitments to purchase when-issued securities. If the value of these assets
declines, the Fund will segregate additional liquid assets on a daily basis so
that the value of the segregated assets is equal to the amount of such
commitments.
Illiquid Securities
The Fund may invest in securities not registered under the Securities
Act of 1933, as amended (the "1933 Act") and other securities subject to legal
or other restrictions on resale. Illiquid securities may be difficult to sell
promptly at an acceptable price. Delay or difficulty in selling securities may
result in a loss or be costly to the Fund.
Loans of Portfolio Securities
The Fund may lend its portfolio securities pursuant to guidelines
approved by the Board of Trustees of the Trust to brokers, dealers and financial
institutions, provided: (1) the loan is secured continuously by collateral
consisting of cash, securities of the U.S. Government, its agencies or
instrumentalities, or an irrevocable letter of credit issued by a bank organized
under the laws of the United States, organized under the laws of a State, or a
foreign bank that has filed an agreement with the Federal Reserve Board to
comply with the same rules and regulations applicable to U.S. banks in
securities credit transactions, and such collateral being maintained on a daily
marked-to-market basis in an amount at least equal to the current market value
of the securities loaned plus any accrued interest or dividends; (2) the Fund
may at any time call the loan and obtain the return of the securities loaned
upon sufficient prior notification; (3) the Fund will receive any interest or
dividends paid on the loaned securities; and (4) the aggregate market value of
securities loaned will not at any time exceed the limits established by the 1940
Act.
A Fund will earn income for lending its securities because cash collateral
pursuant to these loans will be invested subject to the investment
objectives, principal investment strategies and policies of the Fund. In
connection with lending securities, the Fund may pay reasonable finders,
administrative and custodial fees. Loans of securities involve a risk that
the borrower may fail to return the securities or may fail to provide
additional collateral. In either case, the Fund could experience delays in
recovering securities or collateral or could lose all or part of the value of
the loaned securities. Although voting rights, or rights to consent,
attendant to securities on loan pass to the borrower, such loans may be
called at any time and will be called so that the securities may be voted by
the Fund if a material event affecting the investment is to occur. A Fund may
pay a portion of the interest or fees earned from securities lending to a
borrower or securities lending agent. Borrowers and placing brokers may not
be affiliated, directly or indirectly, with the Trust, the Advisor, or the
Distributor.
Money Market Instruments and Temporary Investments
The Fund may invest in the following types of high quality money market
instruments that have remaining maturities not exceeding one year: (i) U.S.
Government obligations; (ii) negotiable certificates of deposit, bankers'
acceptances and fixed time deposits and other obligations of domestic banks
(including foreign branches) that have more than $1 billion in total assets at
the time of investment and are members of the Federal Reserve System or are
examined by the Comptroller of the Currency or whose deposits are insured by the
FDIC; (iii) commercial paper rated at the date of purchase "Prime-1" by Moodys
or "A-1" or "A-1--" by S&P, or, if unrated, of comparable quality as determined
by the Advisor; and (iv) repurchase agreements. The Fund also may invest in
short-term U.S. dollar-denominated obligations of foreign banks (including U.S.
branches) that at the time of investment: (i) have more than $10 billion, or the
equivalent in other currencies, in total assets; (ii) are among the 75 largest
foreign banks in the world as determined on the basis of assets; (iii) have
branches or agencies in the United States; and (iv) in the opinion of the
Advisor, are of comparable quality to obligations of U.S. banks which may be
purchased by the Fund.
Letters of Credit. Certain of the debt obligations (including
certificates of participation, commercial paper and other short-term
obligations) which the Fund may purchase may be backed by an unconditional and
irrevocable letter of credit of a bank, savings and loan association or
insurance company which assumes the obligation for payment of principal and
interest in the event of default by the issuer. Only banks, savings and loan
associations and insurance companies which, in the opinion of the Advisor, are
of comparable quality to issuers of other permitted investments of the Fund may
be used for letter of credit-backed investments.
Repurchase Agreements. The Fund may enter into repurchase agreements,
wherein the seller of a security to the Fund agrees to repurchase that security
from the Fund at a mutually agreed upon time and price. A Fund may enter into
repurchase agreements only with respect to securities that could otherwise be
purchased by the Fund. All repurchase agreements will be fully collateralized at
102% based on values that are marked to market daily. The maturities of the
underlying securities in a repurchase agreement transaction may be greater than
twelve months, although the maximum term of a repurchase agreement will always
be less than twelve months. If the seller defaults and the value of the
underlying securities has declined, the Fund may incur a loss. In addition, if
bankruptcy proceedings are commenced with respect to the seller of the security,
the Fund's disposition of the security may be delayed or limited.
The Fund may not enter into a repurchase agreement with a maturity of
more than seven days, if, as a result, more than 15% of the Fund's net assets
would be invested in repurchase agreements with maturities of more than seven
days and illiquid securities. A Fund will only enter into repurchase agreements
with primary broker/dealers and commercial banks that meet guidelines
established by the Board of Trustees and that are not affiliated with the
investment Advisor. The Fund may participate in pooled repurchase agreement
transactions with other funds advised by the Advisor.
Other Investment Companies
The Fund may invest in shares of other open-end management investment
companies, up to the limits prescribed in Section 12(d)(1)(A) of the 1940 Act.
Currently, under the 1940 Act, the Fund that invests directly in a portfolio of
securities is limited to, subject to certain exceptions, (i) 3% of the total
voting stock of any one investment company, (ii) 5% of such Fund's total assets
with respect to any one investment company and (iii) 10% of such Fund's total
assets. Other investment companies in which the Fund invest can be expected to
charge fees for operating expenses such as investment advisory and
administration fees, that would be in addition to those charged by the Fund.
Closed-End Investment Companies
The Fund may invest in the securities of closed-end investment
companies that invest primarily in foreign securities. Because of restrictions
on direct investment by U.S. entities in certain countries, other investment
companies may provide the most practical or only way for the Fund to invest in
certain markets. The Fund will invest in such companies when, in the Advisor's
judgment, the potential benefits of the investment justify the payment of any
applicable premium or sales charge. Other investment companies incur their own
fees and expenses.
Participation Interests
The Fund may purchase participation interests in loans or instruments
in which the Fund may invest directly that are owned by banks or other
institutions. A participation interest gives the Fund an undivided proportionate
interest in a loan or instrument. Participation interests may carry a demand
feature permitting the holder to tender the interests back to the bank or other
institution. Participation interests, however, do not provide the Fund with any
right to enforce compliance by the borrower, nor any rights of set-off against
the borrower and the Fund may not directly benefit from any collateral
supporting the loan in which it purchased a participation interest. As a result,
the Fund will assume the credit risk of both the borrower and the lender that is
selling the participation interest.
Privately Issued Securities
The Fund may invest in privately issued securities, including those
which may be resold only in accordance with Rule 144A under the Securities Act
of 1933 ("Rule 144A Securities"). Rule 144A Securities are restricted securities
that are not publicly traded. Accordingly, the liquidity of the market for
specific Rule 144A Securities may vary. Delay or difficulty in selling such
securities may result in a loss to the Fund. Privately issued or Rule 144A
securities that are determined by the investment Advisor to be "illiquid" are
subject to the Fund' policy of not investing more than 15% of its net assets in
illiquid securities. The investment Advisor, under guidelines approved by Board
of Trustees of the Trust, will evaluate the liquidity characteristics of each
Rule 144A Security proposed for purchase by the Fund on a case-by-case basis and
will consider the following factors, among others, in their evaluation: (1) the
frequency of trades and quotes for the Rule 144A Security; (2) the number of
dealers willing to purchase or sell the Rule 144A Security and the number of
other potential purchasers; (3) dealer undertakings to make a market in the Rule
144A Security; and (4) the nature of the Rule 144A Security and the nature of
the marketplace trades (e.g., the time needed to dispose of the Rule 144A
Security, the method of soliciting offers and the mechanics of transfer).
Reverse Repurchase Agreements
The Fund may enter into reverse repurchase agreements (an agreement
under which the Fund sells its portfolio securities and agrees to repurchase
them at an agreed-upon date and price). At the time the Fund enters into a
reverse repurchase agreement it will place in a segregated custodial account
liquid assets such as U.S. Government securities or other liquid high-grade debt
securities having a value equal to or greater than the repurchase price
(including accrued interest) and will subsequently monitor the account to ensure
that such value is maintained. Reverse repurchase agreements involve the risk
that the market value of the securities sold by the Fund may decline below the
price at which the Fund are obligated to repurchase the securities. Reverse
repurchase agreements may be viewed as a form of borrowing.
Small Company Securities
Investments in small capitalization companies carry greater risk than
investments in larger capitalization companies. Smaller capitalization companies
generally experience higher growth rates and higher failure rates than do larger
capitalization companies; and the trading volume of smaller capitalization
companies' securities is normally lower than that of larger capitalization
companies and, consequently, generally has a disproportionate effect on market
price (tending to make prices rise more in response to buying demand and fall
more in response to selling pressure).
Securities owned by the Fund that are traded in the over-the-counter
market or on a regional securities exchange may not be traded every day or in
the volume typical of securities trading on a national securities exchange. As a
result, disposition by the Fund of a portfolio security, to meet redemption
requests by other investors or otherwise, may require the Fund to sell these
securities at a discount from market prices, to sell during periods when
disposition is not desirable, or to make many small sales over a lengthy period
of time.
Investment in small, unseasoned issuers generally carry greater risk
than is customarily associated with larger, more seasoned companies. Such
issuers often have products and management personnel that have not been tested
by time or the marketplace and their financial resources may not be as
substantial as those of more established companies. Their securities (which the
Fund may purchase when they are offered to the public for the first time) may
have a limited trading market that can adversely affect their sale by the Fund
and can result in such securities being priced lower than otherwise might be the
case. If other institutional investors engaged in trading this type of security,
the Fund may be forced to dispose of its holdings at prices lower than might
otherwise be obtained.
Unrated Investments
The Fund may purchase instruments that are not rated if, in the opinion
of the Advisor, such obligations are of investment quality comparable to other
rated investments that are permitted to be purchased by such Fund. After
purchase by the Fund, a security may cease to be rated or its rating may be
reduced below the minimum required for purchase by the Fund. Neither event will
require a sale of such security by the Fund. To the extent the ratings given by
Moodys or S&P may change as a result of changes in such organizations or their
rating systems, the Fund will attempt to use comparable ratings as standards for
investments in accordance with the investment policies contained in its
Prospectus and in this SAI. The ratings of Moodys and S&P are more fully
described in the SAI Appendix.
U.S. Government Obligations
The Fund may invest in obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities ("U.S. Government obligations").
Payment of principal and interest on U.S. Government obligations (i) may be
backed by the full faith and credit of the United States (as with U.S. Treasury
bills and GNMA certificates) or (ii) may be backed solely by the issuing or
guaranteeing agency or instrumentality itself (as with FNMA notes). In the
latter case investors must look principally to the agency or instrumentality
issuing or guaranteeing the obligation for ultimate repayment, which agency or
instrumentality may be privately owned. There can be no assurance that the U.S.
Government will provide financial support to its agencies or instrumentalities
where it is not obligated to do so. In addition, U.S. Government obligations are
subject to fluctuations in market value due to fluctuations in market interest
rates. As a general matter, the value of debt instruments, including U.S.
Government obligations, declines when market interest rates increase and rises
when market interest rates decrease. Certain types of U.S. Government
obligations are subject to fluctuations in yield or value due to their structure
or contract terms.
Warrants
The Fund may invest in warrants. Warrants represent rights to purchase
securities at a specific price valid for a specific period of time. The prices
of warrants do not necessarily correlate with the prices of the underlying
securities. A Fund may only purchase warrants on securities in which the Fund
may invest directly.
Nationally Recognized Ratings Organizations
The ratings of Moodys Investors Service, Inc., Standard & Poor's
Ratings Group, Division of McGraw Hill, Duff & Phelps Credit Rating Co., Fitch
Investors Service, Inc. Thomson Bank Watch and IBCA Inc. represent their
opinions as to the quality of debt securities. It should be emphasized, however,
that ratings are general and not absolute standards of quality, and debt
securities with the same maturity, interest rate and rating may have different
yields while debt securities of the same maturity and interest rate with
different ratings may have the same yield. Subsequent to purchase by the Fund,
an issue of debt securities may cease to be rated or its rating may be reduced
below the minimum rating required for purchase by the Fund. The Advisor will
consider such an event in determining whether the Fund involved should continue
to hold the obligation.
MANAGEMENT
The following information supplements, and should be read in
conjunction with, the section in the Prospectus entitled "Organization and
Management of the Fund." The principal occupations during the past five years of
the Trustees and principal executive Officer[s] of the Trust are listed below.
Trustees deemed to be "interested persons" of the Trust for purposes of the 1940
Act are indicated by an asterisk.
<PAGE>
Principal Occupations
Name, Age and Address Position During Past 5 Years
- --------------------- -------- -------------------
*Robert C. Brown, 65 Trustee Director, Federal Farm Credit Banks Funding 5038
Kestral Parkway South Corporation and Farm Credit System Financial Sarasota, FL
34231 Assistance Corporation since February 1993.
Donald H. Burkhardt, 70 Trustee Principal of the Burkhardt Law Firm.
777 South Steele Street
Denver, CO 80209
Jack S. Euphrat, 77 Trustee Private Investor.
415 Walsh Road
Atherton, CA 94027
Thomas S. Goho, 56 Trustee Business Associate Professor, Wake Forest
321 Beechcliff Court University, Calloway School of Business and
Winston-Salem, NC 27104 Accountancy since 1994; previously Associate
Professor of Finance.
Peter G. Gordon, 56 Trustee Chairman and Co-Founder of Crystal Geyser Water
Crystal Geyser Water Co. Company and President of Crystal Geyser Roxane
55 Francisco Street, Suite 410 Water Company since 1977.
San Francisco, CA 94133
*W. Rodney Hughes, 72 Trustee Private Investor.
31 Dellwood Court
San Rafael, CA 94901
*Richard M. Leach, 63 Trustee President of Richard M. Leach Associates (a
P.O. Box 1888 financial consulting firm) since 1992.
New London, NH 03257
*J. Tucker Morse, 54 Trustee Private Investor/Real Estate Developer; Chairman
10 Legare Street of Vault Holdings, LLC.
Charleston, SC 29401
Timothy J. Penny, 45 Trustee Senior Counselor to the public relations firm of
500 North State Street Himle-Horner since January 1995 and Senior Fellow
Waseca, MN 56093 at the Humphrey Institute, Minneapolis, Minnesota
(a public policy organization) since January 1995.
Donald C. Willeke Trustee Principal on the law firm of Willeke & Daniels
201 Ridgewood Avenue
Minneapolis, MN 55403
Michael J. Hogan President Executive Vice President, Wells Fargo Bank, N.A.
Karla C. Rabusch Treasurer Vice President, Wells Fargo Bank, N.A.
C. David Messman Secretary Vice President, Wells Fargo Bank, N.A.
Each of the Trustees and Officers listed above act in the identical
capacities for Wells Fargo Variable Trust and Wells Fargo Core Trust
(collectively the "Fund Complex"). Each Trustee receives an annual retainer
(payable quarterly) of $40,000 from the Fund Complex, and also receives a
combined fee of $1,000 for attendance at Fund Complex Board meetings, and a
combined fee of $250 for attendance at committee meetings. If a committee
meeting is held absent a full Board meeting, each attending Trustee will receive
a $1,000 combined fee. These fees apply equally for in-person or telephonic
meetings, and Trustees are reimbursed for all out-of-pocket expenses related to
attending meetings. For 1999, the Trustees will receive a pro rata share of the
annual retainer, calculated from the closing date of the Reorganization. The
Trustees do not receive any retirement benefits or deferred compensation from
the Trust or an other member of the Fund Complex.
As of the date of this SAI, Trustees and officers of the Trust, as a
group, beneficially owned less than 1% of the outstanding shares of the Trust.
Investment Advisor. Subject to the general supervision of the Board,
Wells Fargo Bank provides investment advisory services to the Fund. As
investment advisor, Wells Fargo Bank furnishes investment guidance and policy
direction in connection with the daily portfolio management of the Fund. Wells
Fargo Bank furnishes to the Trust's Board of Trustees periodic reports on the
investment strategies and performance of The Fund.
As compensation for its advisory services for the Fund, Wells Fargo
Bank is entitled to receive a monthly fee at the annual rate of 0.75% of the
Fund's average daily net assets.
Investment Sub-Advisor. Wells Fargo has engaged Golden Capital
Management ("Golden"), a division of Smith Asset Management, to serve as
investment sub-advisor to the Nasdaq 100 Tilt Fund. Subject to the direction of
the Trust's Board of Trustees and the overall supervision and control of Wells
Fargo Bank and the Trust, Golden makes recommendations regarding the investment
and reinvestment of the Fund's assets. Golden is responsible for implementing
and monitoring the performance of the proprietary investment models employed
with respect to the Fund. Golden furnishes to Wells Fargo Bank periodic reports
on the investment activity and performance of the Fund. Golden also furnishes
such additional reports and information as Wells Fargo and the Trust's Board of
Trustees and officers may reasonably request.
As compensation for its sub-advisory services, Golden is entitled to
receive a monthly fee equal to an annual rate of 0.25% of the first $250 million
of the Fund's average daily net assets on an annual basis 0.23% of assets above
$250 million to $500 million, and 0.20% of assets over $500 million. These fees
may be paid by Wells Fargo Bank or directly by the Fund. If the sub-advisory fee
is paid directly by the Fund, the compensation paid to Wells Fargo Bank for
advisory fees will be reduced accordingly.
Administrator. The Trust has retained Wells Fargo Bank as Administrator
on behalf of the Fund. Under the Administration Agreement between Wells Fargo
Bank and the Trust, Wells Fargo Bank shall provide as administration services,
among other things: (i) general supervision of the Fund' operations, including
coordination of the services performed by The Fund's investment advisor,
transfer agent, custodian, shareholder servicing agent(s), independent auditors
and legal counsel, regulatory compliance, including the compilation of
information for documents such as reports to, and filings with, the SEC and
state securities commissions; and preparation of proxy statements and
shareholder reports for the Fund; and (ii) general supervision relative to the
compilation of data required for the preparation of periodic reports distributed
to the Trust's officers and Board of Trustees. Wells Fargo Bank also furnishes
office space and certain facilities required for conducting the Fund' business
together with ordinary clerical and bookkeeping services. The Administrator is
entitled to receive a fee of up to 0.15% of the Fund's average daily net assets
on an annual basis.
Distributor. Stephens Inc. ("Stephens," the "Distributor"), located at
111 Center Street, Little Rock, Arkansas 72201, serves as Distributor for the
Fund.
Shareholder Servicing Agent. The Fund has approved a Servicing Plan and
has entered into related Shareholder Servicing Agreements with financial
institutions, including Wells Fargo Bank. Under the agreements, Shareholder
Servicing Agents (including Wells Fargo Bank) agree to perform, as agents for
their customers, administrative services, with respect to Fund shares, which
include aggregating and transmitting shareholder orders for purchases, exchanges
and redemptions; maintaining shareholder accounts and records; and providing
such other related services as the Trust or a shareholder may reasonably
request. For providing shareholder services, a Servicing Agent is entitled to a
fee from the Fund of 0.25% on an annualized basis, of the average daily net
assets of the class of shares owned of record or beneficially by the customers
of the Servicing Agent during the period for which payment is being made. The
amounts payable under the Shareholder Servicing Plan and Agreements are shown
below. The Servicing Plan and related Shareholder Servicing Agreements were
approved by the Trust's Board of Trustees and provide that the Fund shall not be
obligated to make any payments under such Plan or related Agreements that exceed
the maximum amounts payable under the Conduct Rules of the NASD.
General. The Servicing Plan will continue in effect from year to year
if such continuance is approved by a majority vote of the Trustees of the Trust,
and the Non-Interested Trustees. Any form of Servicing Agreement related to the
Servicing Plan also must be approved by such vote of the Trustees and the
Non-Interested Trustees. Servicing Agreements may be terminated at any time,
without payment of any penalty, by a vote of a majority of the Board of
Trustees, including a majority of the Non-Interested Trustees. No material
amendment to the Servicing Plan or related Servicing Agreements may be made
except by a majority of both the Trustees of the Trust and the Non-Interested
Trustees.
The Servicing Plan requires that the Administrator of the Trust shall
provide to the Trustees, and the Trustees shall review, at least quarterly, a
written report of the amounts expended (and purposes therefor) under the
Servicing Plan.
Custodian. Wells Fargo Bank Minnesota, N.A. ("Wells Fargo Bank MN"),
located at Norwest Center, 6th and Marquette, Minneapolis, Minnesota 55479, acts
as custodian for the Fund. The custodian, among other things, maintains a
custody account or accounts in the name of the Fund, receives and delivers all
assets for the Fund upon purchase and upon sale or maturity, collects and
receives all income and other payments and distributions on account of the
assets of The Fund and pays all expenses of the Fund. For its services as
custodian, Wells Fargo Bank MN is entitled to receive 0.02% of the average daily
net assets of the Fund except the Gateway Funds.
Fund Accountant. Forum Accounting Services, LLC ("Forum Accounting"),
located at Two Portland Square, Portland, Maine 04101, serves as Fund Accountant
for the Fund. For its services as Fund Accountant, Forum Accounting is entitled
to receive a monthly base fee of $5,000 and a fee equal to 0.0025% of the
average annual daily net assets of the Fund and certain out of pocket expenses.
Transfer and Dividend Disbursing Agent. Boston Financial Data Services,
Inc. ("BFDS"), located at Two Heritage Drive, Quincy, Massachusetts 02171, acts
as Transfer and Dividend Disbursing Agent for the Fund. For providing such
services, BFDS is entitled to receive a per-account fee plus transaction fees
and certain out-of-pocket costs. BFDS is also entitled to receive a complex base
fee from all the Fund of the Trust, Wells Fargo Core Trust and Wells Fargo
Variable Trust.
Underwriting Commissions. Stephens serves as the principal underwriter distributing securities of the Fund on a continuous
------------------------
basis.
PERFORMANCE CALCULATIONS
The Fund may advertise certain yield and total return information.
Quotations of yield and total return reflect only the performance of a
hypothetical investment in the Fund or class of shares during the particular
time period shown. Yield and total return vary based on changes in the market
conditions and the level of the Fund's expenses, and no reported performance
figure should be considered an indication of performance which may be expected
in the future.
In connection with communicating its performance to current or
prospective shareholders, these figures may also be compared to the performance
of other mutual funds tracked by mutual fund rating services or to unmanaged
indices which may assume reinvestment of dividends but generally do not reflect
deductions for administrative and management costs.
Performance information for the Fund or Class of shares in the Fund may
be useful in reviewing the performance of such Fund or Class of shares and for
providing a basis for comparison with investment alternatives. The performance
of the Fund and the performance of a Class of shares in the Fund, however, may
not be comparable to the performance from investment alternatives because of
differences in the foregoing variables and differences in the methods used to
value portfolio securities, compute expenses and calculate performance.
Performance information may be advertised for non-standardized periods,
including year-to-date and other periods less than a year for the Fund. Annual
and Semi-Annual Reports for the Fund may contain additional performance
information, and are available free of charge upon request.
Average Annual Total Return: The Fund may advertise certain total
return information. As and to the extent required by the SEC, an average annual
compound rate of return ("T") is computed by using the redeemable value at the
end of a specified period ("ERV") of a hypothetical initial investment ("P")
over a period of years ("n") according to the following formula: P(1+T)n=ERV.
Cumulative Total Return: In addition to the above performance
information, the Fund may also advertise the cumulative total return of the
Fund. Cumulative total return is based on the overall percentage change in value
of a hypothetical investment in the Fund, assuming all Fund dividends and
capital gain distributions are reinvested, without reflecting the effect of any
sales charge that would be paid by an investor, and is not annualized.
From time to time and only to the extent the comparison is appropriate
for the Fund or a Class of shares, the Trust may quote the performance or
price-earning ratio of the Fund or Class in advertising and other types of
literature as compared to the performance of the Nasdaq 100 Index, the S&P 500
Index, the Dow Jones Industrial Average, the Lehman Brothers 20+ Treasury Index,
the Lehman Brothers 5-7 Year Treasury Index, Donoghue's Money Fund Averages,
Real Estate Investment Averages (as reported by the National Association of Real
Estate Investment Trusts), Gold Investment Averages (provided by World Gold
Council), Bank Averages (which are calculated from figures supplied by the U.S.
League of Savings Institutions based on effective annual rates of interest on
both passbook and certificate accounts), average annualized certificate of
deposit rates (from the Federal Reserve G-13 Statistical Releases or the Bank
Rate Monitor), the Salomon One Year Treasury Benchmark Index, the Consumer Price
Index (as published by the U.S. Bureau of Labor Statistics), other managed or
unmanaged indices or performance data of bonds, municipal securities, stocks or
government securities (including data provided by Ibbotson Associates), or by
other services, companies, publications or persons who monitor mutual funds on
overall performance or other criteria. The Nasdaq 100 Index, S&P 500 Index and
the Dow Jones Industrial Average are unmanaged indices of selected common stock
prices. The performance of the Fund or a Class also may be compared to that of
other mutual funds having similar objectives. This comparative performance could
be expressed as a ranking prepared by Lipper Analytical Services, Inc., CDA
Investment Technologies, Inc., Bloomberg Financial Markets or Morningstar, Inc.,
independent services which monitor the performance of mutual funds. The Fund'
performance will be calculated by relating net asset value per share at the
beginning of a stated period to the net asset value of the investment, assuming
reinvestment of all gains distributions and dividends paid, at the end of the
period. The Fund' comparative performance will be based on a comparison of
yields or total return, as reported by Lipper, Survey Publications, Donoghue or
Morningstar, Inc.
Any such comparisons may be useful to investors who wish to compare
past performance of the Fund or a Class with that of competitors. Of course,
past performance cannot be a guarantee of future results. The Trust also may
include, from time to time, a reference to certain marketing approaches of the
Distributor, including, for example, a reference to a potential shareholder
being contacted by a selected broker or dealer. General mutual fund statistics
provided by the Investment Company Institute may also be used.
The Trust also may use the following information in advertisements and
other types of literature, only to the extent the information is appropriate for
the Fund: (i) the Consumer Price Index may be used to assess the real rate of
return from an investment in the Fund; (ii) other government statistics,
including, but not limited to, The Survey of Current Business, may be used to
illustrate investment attributes of the Fund or the general economic, business,
investment, or financial environment in which the Fund operates; (iii) the
effect of tax-deferred compounding on the investment returns of the Fund, or on
returns in general, may be illustrated by graphs, charts, etc., where such
graphs or charts would compare, at various points in time, the return from an
investment in the Fund (or returns in general) on a tax-deferred basis (assuming
reinvestment of capital gains and dividends and assuming one or more tax rates)
with the return on a taxable basis; and (iv) the sectors or industries in which
the Fund invests may be compared to relevant indices of stocks or surveys (e.g.,
S&P Industry Surveys) to evaluate the Fund's historical performance or current
or potential value with respect to the particular industry or sector.
In addition, the Trust also may use, in advertisements and other types
of literature, information and statements: (1) showing that bank savings
accounts offer a guaranteed return of principal and a fixed rate of interest,
but no opportunity for capital growth; and (2) describing Wells Fargo Bank, and
its affiliates and predecessors, as one of the first investment managers to
advise investment accounts using asset allocation and index strategies. The
Trust also may include in advertising and other types of literature information
and other data from reports and studies prepared by the Tax Foundation,
including information regarding federal and state tax levels and the related
"Tax Freedom Day."
From time to time, the Fund may use the following statements, or
variations thereof, in advertisements and other promotional materials: "Wells
Fargo Bank, as a Shareholder Servicing Agent for the Wells Fargo Funds Trust
Funds, provides various services to its customers that are also shareholders of
the Fund. These services may include access to Wells Fargo Funds Trust Funds'
account information through Automated Teller Machines (ATMs), the placement of
purchase and redemption requests for shares of the Fund through ATMs and the
availability of combined Wells Fargo Bank and Stagecoach Funds account
statements."
The Trust also may disclose, in advertising and other types of
literature, information and statements that Wells Capital Management (formerly
"Wells Fargo Investment Management"), a division of Wells Fargo Bank, is listed
in the top 100 by Institutional Investor magazine in its July 1997 survey
"America's Top 300 Money Managers." This survey ranks money managers in several
asset categories. The Trust may also disclose in advertising and other types of
sales literature the assets and categories of assets under management by the
Trust's investment advisor. The Trust may also disclose in advertising and other
types of sales literature the assets and categories of assets under management
by a fund's investment advisor or sub-advisor and the total amount of assets and
mutual fund assets managed by Wells Fargo Bank. As of June 30, 1999, Wells Fargo
Bank and its affiliates managed over $131 billion in assets.
The Trust also may discuss in advertising and other types of literature
the features, terms and conditions of Wells Fargo Bank accounts through which
investments in the Fund may be made via a "sweep" arrangement, including,
without limitation, the Managed Sweep Account, Money Market Checking Account,
California Tax-Free Money Market Checking Account, Money Market Access Account
and California Tax-Free Money Market Access Account (collectively, the "Sweep
Accounts"). Such advertisements and other literature may include, without
limitation, discussions of such terms and conditions as the minimum deposit
required to open a Sweep Account, a description of the yield earned on shares of
the Fund through a Sweep Account, a description of any monthly or other service
charge on a Sweep Account and any minimum required balance to waive such service
charges, any overdraft protection plan offered in connection with a Sweep
Account, a description of any ATM or check privileges offered in connection with
a Sweep Account and any other terms, conditions, features or plans offered in
connection with a Sweep Account. Such advertising or other literature may also
include a discussion of the advantages of establishing and maintaining a Sweep
Account, and may include statements from customers as to the reasons why such
customers have established and maintained a Sweep Account.
The Trust may disclose in advertising and other types of literature
that investors can open and maintain Sweep Accounts over the Internet or through
other electronic channels (collectively, "Electronic Channels"). Such
advertising and other literature may discuss the investment options available to
investors, including the types of accounts and any applicable fees. Such
advertising and other literature may disclose that Wells Fargo Bank is the first
major bank to offer an on-line application for a mutual fund account that can be
filled out completely through Electronic Channels. Advertising and other
literature may disclose that Wells Fargo Bank may maintain Web sites, pages or
other information sites accessible through Electronic Channels (an "Information
Site") and may describe the contents and features of the Information Site and
instruct investors on how to access the Information Site and open a Sweep
Account. Advertising and other literature may also disclose the procedures
employed by Wells Fargo Bank to secure information provided by investors,
including disclosure and discussion of the tools and services for accessing
Electronic Channels. Such advertising or other literature may include
discussions of the advantages of establishing and maintaining a Sweep Account
through Electronic Channels and testimonials from Wells Fargo Bank customers or
employees and may also include descriptions of locations where product
demonstrations may occur. The Trust may also disclose the ranking of Wells Fargo
Bank as one of the largest money managers in the United States.
The Trust also may disclose in sales literature the distribution rate
on the shares of the Fund. Distribution rate, which may be annualized, is the
amount determined by dividing the dollar amount per share of the most recent
dividend by the most recent NAV or maximum offering price per share as of a date
specified in the sales literature. Distribution rate will be accompanied by the
standard 30-day yield as required by the SEC.
DETERMINATION OF NET ASSET VALUE
Net asset value per share of the Fund is determined as of the close of
regular trading (currently 1:00 p.m. (Pacific time), 3:00 p.m. (Central time),
4:00 p.m. (Eastern time)) on each day the New York Stock Exchange ("NYSE") is
open for business. Expenses and fees, including Advisory fees, are accrued daily
and are taken into account for the purpose of determining the net asset value of
the Fund's shares.
Securities of the Fund for which market quotations are available are
valued at latest prices. Any security for which the primary market is an
exchange is valued at the last sale price on such exchange on the day of
valuation or, if there was no sale on such day, the latest bid price quoted on
such day. If the values reported on a foreign exchange are materially affected
by events occurring after the close of the foreign exchange, assets may be
valued by a method that the Board of Trustees believes accurately reflects fair
value. In the case of other securities, including U.S. Government securities but
excluding money market instruments maturing in 60 days or less, the valuations
are based on latest quoted bid prices. Money market instruments and debt
securities maturing in 60 days or less are valued at amortized cost. The assets
of the Fund, other than money market instruments or debt securities maturing in
60 days or less, are valued at latest quoted bid prices. Futures contracts will
be marked to market daily at their respective settlement prices determined by
the relevant exchange. Prices may be furnished by a reputable independent
pricing service approved by the Trust's Board of Trustees. Prices provided by an
independent pricing service may be determined without exclusive reliance on
quoted prices and may take into account appropriate factors such as
institutional-size trading in similar groups of securities, yield, quality,
coupon rate, maturity, type of issue, trading characteristics and other market
data. All other securities and other assets of the Fund for which current market
quotations are not readily available are valued at fair value as determined in
good faith by the Trust's Board of Trustees and in accordance with procedures
adopted by the Trustees.
Foreign portfolio securities are generally valued on the basis of
quotations from the primary market in which they are traded. However, if, in the
judgment of the Board of Trustees, a security's value has been materially
affected by events occurring after the close of the exchange or the market on
which the security is principally traded (for example, a foreign exchange or
market), that security may be valued by another method that the Board of
Trustees believes accurately reflects fair value. A security's valuation may
differ depending on the method used to determine its value.
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION
Shares may be purchased on any day the Fund is open for business. The
Fund is open for business each day the NYSE is open for trading (a "Business
Day"). Currently, the NYSE is closed on New Year's Day, Martin Luther King Jr.
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving Day and Christmas Day (each a "Holiday"). When any Holiday falls on
a weekend, the NYSE typically is closed on the weekday immediately before or
after such Holiday.
Payment for shares may, in the discretion of the Advisor, be made in
the form of securities that are permissible investments for the Fund. For
further information about this form of payment please contact Stephens. In
connection with an in-kind securities payment, the Fund will require, among
other things, that the securities be valued on the day of purchase in accordance
with the pricing methods used by the Fund and that the Fund receives
satisfactory assurances that (i) it will have good and marketable title to the
securities received by it; (ii) that the securities are in proper form for
transfer to the Fund; and (iii) adequate information will be provided concerning
the basis and other matters relating to the securities.
Under the 1940 Act, the Fund reserves the right to reject any purchase
orders, and may suspend the right of redemption or postpone the date of payment
upon redemption for any period during which the NYSE is closed (other than
customary weekend and holiday closings, or during which trading is restricted,
or during which as determined by the SEC by rule or regulation) an emergency
exists as a result of which disposal or valuation of portfolio securities is not
reasonably practicable, or for such periods as the SEC may permit. The Trust may
suspend redemption rights or postpone redemption payments for such periods as
are permitted under the 1940 Act. The Trust may also redeem shares involuntarily
or make payment for redemption in securities or other property if it appears
appropriate to do so in light of the Trust's responsibilities under the 1940
Act. In addition, the Trust may redeem shares involuntarily to reimburse the
Fund for any losses sustained by reason of the failure of a shareholders to make
full payment for shares purchased or to collect any charge relating to a
transaction effected for the benefit of a shareholder which is applicable to
shares of the Fund as provided from time to time in the Prospectus.
PORTFOLIO TRANSACTIONS
The Trust has no obligation to deal with any dealer or group of dealers
in the execution of transactions in portfolio securities. Subject to policies
established by the Trust's Board of Trustees, Wells Fargo Bank is responsible
for the Fund's portfolio decisions and the placing of portfolio transactions. In
placing orders, it is the policy of the Trust to obtain the best results taking
into account the dealer's general execution and operational facilities, the type
of transaction involved and other factors such as the dealer's risk in
positioning the securities involved. While Wells Fargo Bank generally seeks
reasonably competitive spreads or commissions, the Fund will not necessarily be
paying the lowest spread or commission available.
Purchases and sales of equity securities on a securities exchange are
effected through brokers who charge a negotiated commission for their services.
Orders may be directed to any broker including, to the extent and in the manner
permitted by applicable law, Stephens or Wells Fargo Securities Inc. In the
over-the-counter market, securities are generally traded on a "net" basis with
dealers acting as principal for their own accounts without a stated commission,
although the price of the security usually includes a profit to the dealer. In
underwritten offerings, securities are purchased at a fixed price that includes
an amount of compensation to the underwriter, generally referred to as the
underwriter's concession or discount.
In placing orders for portfolio securities of the Fund, Wells Fargo
Bank is required to give primary consideration to obtaining the most favorable
price and efficient execution. This means that Wells Fargo Bank will seek to
execute each transaction at a price and commission, if any, that provide the
most favorable total cost or proceeds reasonably attainable in the
circumstances. Commission rates are established pursuant to negotiations with
the broker based on the quality and quantity of execution services provided by
the broker in the light of generally prevailing rates. The allocation of orders
among brokers and the commission rates paid are reviewed periodically by the
Board of Trustees.
Wells Fargo Bank, as the Investment Advisor for the Fund, may, in
circumstances in which two or more dealers are in a position to offer comparable
results for a Fund portfolio transaction, give preference to a dealer that has
provided statistical or other research services to Wells Fargo Bank. By
allocating transactions in this manner, Wells Fargo Bank is able to supplement
its research and analysis with the views and information of securities firms.
Information so received will be in addition to, and not in lieu of, the services
required to be performed by Wells Fargo Bank under the Advisory Contracts, and
the expenses of Wells Fargo Bank will not necessarily be reduced as a result of
the receipt of this supplemental research information. Furthermore, research
services furnished by dealers through which Wells Fargo Bank places securities
transactions for the Fund may be used by Wells Fargo Bank in servicing its other
accounts, and not all of these services may be used by Wells Fargo Bank in
connection with advising the Fund.
Portfolio Turnover. The portfolio turnover rate is not a limiting
factor when Wells Fargo Bank deems portfolio changes appropriate. Changes may be
made in the portfolios consistent with the investment objectives and policies of
the Fund whenever such changes are believed to be in the best interests of the
Fund and their shareholders. The portfolio turnover rate is calculated by
dividing the lesser of purchases or sales of portfolio securities by the average
monthly value of the Fund's portfolio securities. For purposes of this
calculation, portfolio securities exclude all securities having a maturity when
purchased of one year or less. Portfolio turnover generally involves some
expenses to the Fund, including brokerage commissions or dealer mark-ups and
other transaction costs on the sale of securities and the reinvestment in other
securities. Portfolio turnover also can generate short-term capital gain tax
consequences. Portfolio turnover rate is not a limiting factor when Wells Fargo
Bank deems portfolio changes appropriate.
FUND EXPENSES
From time to time, Wells Fargo Bank and Stephens may waive fees from
the Fund in whole or in part. Any such waiver will reduce expenses and,
accordingly, have a favorable impact on the Fund's performance.
Except for the expenses borne by Wells Fargo Bank and Stephens, the
Trust bears all costs of its operations, including the compensation of its
Trustees who are not affiliated with Stephens or Wells Fargo Bank or any of
their affiliates; Advisory, shareholder servicing and administration fees;
payments pursuant to any Plan; interest charges; taxes; fees and expenses of its
independent auditors, legal counsel, transfer agent and dividend disbursing
agent; expenses of redeeming shares; expenses of preparing and printing
prospectuses (except the expense of printing and mailing prospectuses used for
promotional purposes, unless otherwise payable pursuant to a Plan),
shareholders' reports, notices, proxy statements and reports to regulatory
agencies; insurance premiums and certain expenses relating to insurance
coverage; trade association membership dues; brokerage and other expenses
connected with the execution of portfolio transactions; fees and expenses of its
custodian, including those for keeping books and accounts and calculating the
NAV per share of the Fund; expenses of shareholders' meetings; expenses relating
to the issuance, registration and qualification of the Fund's shares; pricing
services, and any extraordinary expenses. Expenses attributable to the Fund are
charged against Fund assets. General expenses of the Trust are allocated among
all of the funds of the Trust, including the Fund, in a manner proportionate to
the net assets of the Funds, on a transactional basis, or on such other basis as
the Trust's Board of Trustees deems equitable.
FEDERAL INCOME TAXES
The following information supplements and should be read in conjunction
with the Prospectus section entitled "Taxes." The Prospectus of The Fund
generally describes the tax treatment of distributions by the Fund. This section
of the SAI includes additional information concerning federal income taxes.
General. The Trust intends to continue to qualify The Fund as a
regulated investment company under Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"), as long as such qualification is in the best
interests of the Fund's shareholders. The Fund will be treated as a separate
entity for federal income tax purposes. Thus, the provisions of the Code
applicable to regulated investment companies generally will be applied
separately to The Fund, rather than to the Trust as a whole. In addition,
capital gains, net investment income, and operating expenses will be determined
separately for The Fund. As a regulated investment company, The Fund will not be
taxed on its net investment income and capital gain distributed to its
shareholders.
Qualification as a regulated investment company under the Code
requires, among other things, that The Fund derive at least 90% of its annual
gross income from dividends, interest, certain payments with respect to
securities loans, gains from the sale or other disposition of stock or
securities or foreign currencies (to the extent such currency gains are directly
related to the regulated investment company's principal business of investing in
stock or securities) and other income (including, but not limited to, gains from
options, futures or forward contracts) derived with respect to its business of
investing in such stock, securities or currencies; and (b) diversify its
holdings so that, at the end of each quarter of the taxable year, (i) at least
50% of the market value of the Fund's assets is represented by cash, government
securities and other securities limited in respect of any one issuer to an
amount not greater than 5% of the Fund's assets and 10% of the outstanding
voting securities of such issuer, and (ii) not more than 25% of the value of its
assets is invested in the securities of any one issuer (other than U.S.
Government obligations and the securities of other regulated investment
companies), or in two or more issuers which the Fund controls and which are
determined to be engaged in the same or similar trades or businesses.
The Fund must also distribute or be deemed to distribute to its
shareholders at least 90% of its net investment income (including, for this
purpose, net short-term capital gain) earned in each taxable year. In general,
these distributions must actually or be deemed to be made in the taxable year.
However, in certain circumstances, such distributions may be made in the 12
months following the taxable year. Furthermore, distributions declared in
October, November or December of one taxable year and paid by January 31 of the
following taxable year will be treated as paid by December 31 of the first
taxable year. The Fund intends to pay out substantially all of its net
investment income and net realized capital gains (if any) for each year.
Excise Tax. A 4% nondeductible excise tax will be imposed on the Fund
(other than to the extent of its tax-exempt interest income) to the extent it
does not meet certain minimum distribution requirements by the end of each
calendar year. The Fund intends to actually or be deemed to distribute
substantially all of its net investment income and net capital gains by the end
of each calendar year and, thus, expects not to be subject to the excise tax.
Taxation of Fund Investments. Except as provided herein, gains and losses on
the sale of portfolio securities by the Fund will generally be capital gains
and losses. Such gains and losses will ordinarily be long-term capital gains
and losses if the securities have been held by the Fund for more than one
year at the time of disposition of the securities.
Gains recognized on the disposition of a debt obligation (including
tax-exempt obligations) purchased by the Fund at a market discount (generally
at a price less than its principal amount) will be treated as ordinary income
to the extent of the portion of market discount which accrued, but was not
previously recognized pursuant to an available election, during the term the
Fund held the debt obligation.
If an option granted by the Fund lapses or is terminated through a closing
transaction, such as a repurchase by the Fund of the option from its holder,
the Fund will realize a short-term capital gain or loss, depending on whether
the premium income is greater or less than the amount paid by the Fund in the
closing transaction. Some realized capital losses may be deferred if they
result from a position which is part of a "straddle," discussed below. If
securities are sold by the Fund pursuant to the exercise of a call option
written by it, the Fund will add the premium received to the sale price of
the securities delivered in determining the amount of gain or loss on the
sale. If securities are purchased by the Fund pursuant to the exercise of a
put option written by it, such Fund will subtract the premium received from
its cost basis in the securities purchased.
The amount of any gain or loss realized by the Fund on closing out a
regulated futures contract will generally result in a realized capital gain
or loss for federal income tax purposes. Regulated futures contracts held at
the end of each fiscal year will be required to be "marked to market" for
federal income tax purposes pursuant to Section 1256 of the Code. In this
regard, they will be deemed to have been sold at market value. Sixty percent
(60%) of any net gain or loss recognized on these deemed sales, and sixty
percent (60%) of any net realized gain or loss from any actual sales, will
generally be treated as long-term capital gain or loss, and the remainder
will be treated as short-term capital gain or loss. Transactions that qualify
as designated hedges are excepted from the "mark-to-market" rule and the
"60%/40%" rule.
Under Section 988 of the Code, the Fund generally will recognize ordinary
income or loss to the extent that gain or loss realized on the disposition of
portfolio securities is attributable to changes in foreign currency exchange
rates. In addition, gain or loss realized on the disposition of a foreign
currency forward contract, futures contract, option or similar financial
instrument, or of foreign currency itself, will generally be treated as
ordinary income or loss. The Fund will attempt to monitor Section 988
transactions, where applicable, to avoid adverse Federal income tax impact.
Offsetting positions held by the Fund involving certain financial forward,
futures or options contracts may be considered, for tax purposes, to
constitute "straddles." "Straddles" are defined to include "offsetting
positions" in actively traded personal property. The tax treatment of
"straddles" is governed by Section 1092 of the Code which, in certain
circumstances, overrides or modifies the provisions of Section 1256. If the
Fund were treated as entering into "straddles" by engaging in certain
financial forward, futures or option contracts, such straddles could be
characterized as "mixed straddles" if the futures, forwards, or options
comprising a part of such straddles were governed by Section 1256 of the
Code. The Fund may make one or more elections with respect to "mixed
straddles." Depending upon which election is made, if any, the results with
respect to the Fund may differ. Generally, to the extent the straddle rules
apply to positions established by the Fund, losses realized by the Fund may
be deferred to the extent of unrealized gain in any offsetting positions.
Moreover, as a result of the straddle and the conversion transaction rules,
short-term capital loss on straddle positions may be recharacterized as
long-term capital loss, and long-term capital gain may be characterized as
short-term capital gain or ordinary income.
If the Fund enters into a "constructive sale" of any appreciated position in
stock, a partnership interest, or certain debt instruments, the Fund must
recognize gain (but not loss) with respect to that position. For this
purpose, a constructive sale occurs when the Fund enters into one of the
following transactions with respect to the same or substantially identical
property: (i) a short sale; (ii) an offsetting notional principal contract;
or (iii) a futures or forward contract.
If the Fund purchases shares in a "passive foreign investment company"
("PFIC"), the Fund may be subject to Federal income tax and an interest
charge imposed by the IRS upon certain distributions from the PFIC or the
Fund's disposition of its PFIC shares. If the Fund invests in a PFIC, the
Fund intends to make an available election to mark-to-market its interest in
PFIC shares. Under the election, the Fund will be treated as recognizing at
the end of each taxable year the difference, if any, between the fair market
value of its interest in the PFIC shares and its basis in such shares. In
some circumstances, the recognition of loss may be suspended. The Fund will
adjust its basis in the PFIC shares by the amount of income (or loss)
recognized. Although such income (or loss) will be taxable to the Fund as
ordinary income (or loss) notwithstanding any distributions by the PFIC, the
Fund will not be subject to Federal income tax or the interest charge with
respect to its interest in the PFIC under the election.
Foreign Taxes. Income and dividends received by the Fund from sources within
foreign countries may be subject to withholding and other taxes imposed by
such countries. Tax conventions between certain countries and the United
States may reduce or eliminate such taxes. If more than 50% of the value of
the Fund's total assets at the close of its taxable year consists of
securities of non-U.S. corporations, the Fund will be eligible to file an
election with the IRS pursuant to which the regulated investment company may
pass-through to its shareholders foreign taxes paid by the regulated
investment company, which may be claimed either as a credit or deduction by
the shareholders. Only the International Equity Fund and International Fund
expect to qualify for the election. However, even if the Fund qualifies for
the election, foreign taxes will only pass-through to the Fund shareholder if
(i) the shareholder holds the Fund shares for at least 16 days during the 30
day period beginning 15 days prior to the date upon which the shareholder
becomes entitled to receive Fund distributions corresponding with the
pass-through of the foreign taxes paid by the Fund, and (ii) with respect to
foreign source dividends received by the Fund on shares giving rise to
foreign tax, the Fund holds the shares for at least 16 days during the 30 day
period beginning 15 days prior to the date upon which the Fund becomes
entitled to the dividend.
An individual with $300 or less of creditable foreign taxes generally is
exempt from foreign source income and certain other limitations imposed by
the Code on claiming a credit for such taxes. The $300 amount is increased to
$600 for joint filers.
Capital Gain Distributions. Distributions which are designated by the Fund as
capital gain distributions will be taxed to shareholders as long-term term
capital gain (to the extent such dividends do exceed the Fund's actual net
capital gains for the taxable year), regardless of how long a shareholder has
held Fund shares. Such distributions will be designated as capital gain
distributions in a written notice mailed by the Fund to its shareholders not
later than 60 days after the close of the Fund's taxable year.
Disposition of Fund Shares. A disposition of Fund shares pursuant to a
redemption (including a redemption in-kind) or an exchange will ordinarily
result in a taxable capital gain or loss, depending on the amount received
for the shares (or are deemed to be received in the case of an exchange) and
the cost of the shares.
If a shareholder exchanges or otherwise disposes of Fund shares within 90
days of having acquired such shares and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge on a
new purchase of shares of the Fund or a different regulated investment
company, the sales charge previously incurred in acquiring the Fund's shares
shall not be taken into account (to the extent such previous sales charges do
not exceed the reduction in sales charges on the new purchase) for the
purpose of determining the amount of gain or loss on the disposition, but
will be treated as having been incurred in the acquisition of such other
shares. Also, any loss realized on a redemption or exchange of shares of the
Fund will be disallowed to the extent that substantially identical shares are
acquired within the 61-day period beginning 30 days before and ending 30 days
after the shares are disposed of.
If a shareholder receives a designated capital gain distribution (to be
treated by the shareholder as a long-term capital gain) with respect to any
Fund share and such Fund share is held for six months or less, then (unless
otherwise disallowed) any loss on the sale or exchange of that Fund share
will be treated as a long-term capital loss to the extent of the designated
capital gain distribution. The loss disallowance rules described in this
paragraph do not apply to losses realized under a periodic redemption plan.
Federal Income Tax Rates. As of the printing of this SAI, the maximum
individual tax rate applicable to ordinary income is 39.6% (marginal tax rates
may be higher for some individuals to reduce or eliminate the benefit of
exemptions and deductions); the maximum individual marginal tax rate applicable
to net capital gain is 20%; and the maximum corporate tax rate applicable to
ordinary income and net capital gain is 35% (marginal tax rates may be higher
for some corporations to reduce or eliminate the benefit of lower marginal
income tax rates). Naturally, the amount of tax payable by an individual or
corporation will be affected by a combination of tax laws covering, for example,
deductions, credits, deferrals, exemptions, sources of income and other matters.
Backup Withholding. The Trust may be required to withhold, subject to
certain exemptions, at a rate of 31% ("backup withholding") on all distributions
and redemption proceeds (including proceeds from exchanges and redemptions
in-kind) paid or credited to an individual Fund shareholder, unless the
shareholder certifies that the "taxpayer identification number" ("TIN") provided
is correct and that the shareholder is not subject to backup withholding, or the
IRS notifies the Trust that the shareholder's TIN is incorrect or that the
shareholder is subject to backup withholding. Such tax withheld does not
constitute any additional tax imposed on the shareholder, and may be claimed as
a tax payment on the shareholder's Federal income tax return. An investor must
provide a valid TIN upon opening or reopening an account. Failure to furnish a
valid TIN to the Trust also could subject the investor to penalties imposed by
the IRS.
Foreign Shareholders. Under the Code, distributions attributable to net
investment income, net short-term capital gain and certain other items realized
by the Fund and paid to a nonresident alien individual, foreign trust (i.e.,
trust which a U.S. court is able to exercise primary supervision over
administration of that trust and one or more U.S. persons have authority to
control substantial decisions of that trust), foreign estate (i.e., the income
of which is not subject to U.S. tax regardless of source), foreign corporation,
or foreign partnership (each, a "foreign shareholder") will be subject to U.S.
withholding tax (at a rate of 30% or a lower treaty rate, if applicable).
Withholding will not apply if a distribution paid by the Fund to a foreign
shareholder is "effectively connected" with a U.S. trade or business (or, if an
income tax treaty applies, is attributable to a U.S. permanent establishment of
the foreign shareholder), in which case the reporting and withholding
requirements applicable to U.S. persons will apply. Capital gain distributions
generally are not subject to tax withholding.
New Regulations. On October 6, 1997, the Treasury Department issued new
regulations (the "New Regulations") which make certain modifications to the
backup withholding, U.S. income tax withholding and information reporting rules
applicable to foreign shareholders. The New Regulations will generally be
effective for payments made after December 31, 2000, subject to certain
transition rules. Among other things, the New Regulations will permit the Fund
to estimate the portion of their distributions qualifying as capital gain
distributions for purposes of determining the portion of such distributions paid
to foreign shareholders that will be subject to federal income tax withholding.
Prospective investors are urged to consult their own tax advisors regarding the
New Regulations.
Corporate Shareholders. Corporate shareholders of the Fund may be eligible
for the dividends-received deduction on dividends distributed out of the
Fund's income attributable to dividends received from domestic corporations,
which, if received directly by the corporate shareholder, would qualify for
such deduction. A distribution by the Fund attributable to dividends of a
domestic corporation will only qualify for the dividends-received deduction
if (i) the corporate shareholder generally holds the Fund shares upon which
the distribution is made for at least 46 days during the 90 day period
beginning 45 days prior to the date upon which the shareholder becomes
entitled to the distribution; and (ii) the Fund generally holds the shares of
the domestic corporation producing the dividend income for at least 46 days
during the 90 day period beginning 45 days prior to the date upon which the
Fund becomes entitled to such dividend income.
Tax-Deferred Plan. The shares of the Fund are available for a variety of
tax-deferred retirement and other plans, including Individual Retirement
Accounts ("IRA"), Simplified Employee Pension Plans ("SEP-IRA"), Savings
Incentive Match Plans for Employees ("SIMPLE plans"), Roth IRAs, and
Education IRAs, which permit investors to defer some of their income from
taxes. Investors should contact their selling agents for details concerning
retirement plans.
Other Matters. Investors should be aware that the investments to be made by
the Fund may involve sophisticated tax rules that may result in income or
gain recognition by the Fund without corresponding current cash receipts.
Although the Fund will seek to avoid significant noncash income, such noncash
income could be recognized by the Fund, in which case the Fund may distribute
cash derived from other sources in order to meet the minimum distribution
requirements described above.
The foregoing discussion and the discussions in the Prospectus applicable to
each shareholder address only some of the Federal tax considerations
generally affecting investments in the Fund. Each investor is urged to
consult his or her tax advisor regarding specific questions as to federal,
state, local or foreign taxes.
CAPITAL STOCK
The Fund is one of the funds of the Wells Fargo Funds Trust family of
funds. The Trust was organized as a Delaware business trust on March 10, 1999.
Most of the Trust's Funds are authorized to issue multiple classes of
shares, one class generally subject to a front-end sales charge and, in some
cases, classes subject to a contingent-deferred sales charge, that are offered
to retail investors. Certain of the Trust's Funds also are authorized to issue
other classes of shares, which are sold primarily to institutional investors.
Each share in the Fund represents an equal, proportionate interest in the Fund
with all other shares. Shareholders bear their pro rata portion of the Fund's
operating expenses, except for certain class-specific expenses (e.g., any state
securities registration fees, shareholder servicing fees or distribution fees
that may be paid under Rule 12b-1) that are allocated to a particular class.
Please contact Investor Services at 1-800-222-8222 if you would like additional
information about other Funds or classes of shares offered.
With respect to matters that affect one class but not another,
shareholders vote as a class; for example, the approval of a Plan. Subject to
the foregoing, all shares of the Fund have equal voting rights and will be voted
in the aggregate, and not by Series, except where voting by a Series is required
by law or where the matter involved only affects one Series. For example, a
change in the Fund's fundamental investment policy affects only one Series and
would be voted upon only by shareholders of the Fund involved. Additionally,
approval of an Advisory contract, since it only affects one Fund, is a matter to
be determined separately by each Series. Approval by the shareholders of one
Series is effective as to that Series whether or not sufficient votes are
received from the shareholders of the other series to approve the proposal as to
those Series.
As used in the Prospectus and in this SAI, the term "majority" when
referring to approvals to be obtained from shareholders of a Class of the Fund,
means the vote of the lesser of (i) 67% of the shares of such class the Fund
represented at a meeting if the holders of more than 50% of the outstanding
shares such class of the Fund are present in person or by proxy, or (ii) more
than 50% of the outstanding shares of such class the Fund. The term "majority,"
when referring to approvals to be obtained from shareholders of the Fund, means
the vote of the lesser of (i) 67% of the shares of the Fund represented at a
meeting if the holders of more than 50% of the outstanding shares of the Fund
are present in person or by proxy, or (ii) more than 50% of the outstanding
shares of the Fund. The term "majority," when referring to the approvals to be
obtained from shareholders of the Trust as a whole, means the vote of the lesser
of (i) 67% of the Trust's shares represented at a meeting if the holders of more
than 50% of the Trust's outstanding shares are present in person or by proxy, or
(ii) more than 50% of the Trust's outstanding shares. Shareholders are entitled
to one vote for each full share held and fractional votes for fractional shares
held.
Shareholders are not entitled to any preemptive rights. All shares are
issued in uncertificated form only, and, when issued will be fully paid and
non-assessable by the Trust. The Trust may dispense with an annual meeting of
shareholders in any year in which it is not required to elect directors under
the 1940 Act.
Each share of a class of the Fund represents an equal proportional
interest in the Fund with each other share in the same class and is entitled to
such dividends and distributions out of the income earned on the assets
belonging to the Fund as are declared in the discretion of the Trustees. In the
event of the liquidation or dissolution of the Trust, shareholders of the Fund
are entitled to receive the assets attributable to the relevant class of shares
of the Fund that are available for distribution, and a distribution of any
general assets not attributable to a particular investment portfolio that are
available for distribution in such manner and on such basis as the Trustees in
their sole discretion may determine.
Set forth below as of July 24, 2000 is the name, address and share
ownership of each person known by the Trust to have beneficial or record
ownership of 5% or more of a class of the Fund or 5% or more of the voting
securities of the Fund as a whole. The term "N/A" is used where a shareholder
holds 5% or more of a class, but less than 5% of the Fund as a whole.
5% OWNERSHIP AS OF JULY 24, 2000
Name and Type of Percentage
Fund Address Ownership of Class
Nasdaq 100 Tilt Fund Stephens Inc. Record
Class O 111 Center Street, Suite 300
Little Rock, AR 72201
For purposes of the 1940 Act, any person who owns directly or through
one or more controlled companies more than 25% of the voting securities of a
company is presumed to "control" such company. Accordingly, to the extent that a
shareholder identified in the foregoing table is identified as the beneficial
holder of more than 25% of a class (or Fund), or is identified as the holder of
record of more than 25% of a class (or Fund) and has voting and/or investment
powers, it may be presumed to control such class (or Fund).
OTHER
The Trust's Registration Statement, including the Prospectus and SAI
for the Fund and the exhibits filed therewith, may be examined at the office of
the Securities and Exchange Commission in Washington, D.C. Statements contained
in the Prospectus or the SAI as to the contents of any contract or other
document referred to herein or in the Prospectus are not necessarily complete,
and, in each instance, reference is made to the copy of such contract or other
document filed as an exhibit to the Registration Statement, each such statement
being qualified in all respects by such reference.
COUNSEL
Morrison & Foerster LLP, 2000 Pennsylvania Avenue, N.W., Suite 5500,
Washington, D.C. 20006, as counsel for the Trust, has rendered its opinion as to
certain legal matters regarding the due authorization and valid issuance of the
shares of beneficial interest being sold pursuant to the Fund' Prospectus.
INDEPENDENT AUDITORS
KPMG LLP has been selected as the independent auditors for the Trust.
KPMG LLP provides audit services, tax return preparation and assistance and
consultation in connection with review of certain SEC filings. KPMG LLP's
address is Three Embarcadero Center, San Francisco, California 94111.
<PAGE>
i
Bowne Conversion
dc-74483
dc-203811
WELLS FARGO FUNDS TRUST
Telephone: 1-800-222-8222
STATEMENT OF ADDITIONAL INFORMATION
Dated July 24, 2000
NEBRASKA TAX-FREE FUND
Institutional Class
Wells Fargo Funds Trust (the "Trust") is an open-end, management
investment company. This Statement of Additional Information ("SAI") contains
additional information about the Nebraska Tax-Free Fund (the "Fund"), a series
in the Trust's family of funds. The Fund is considered non-diversified under the
Investment Company Act of 1940, as amended (the "1940 Act"). This SAI relates to
the Institutional Class shares of the Fund.
This SAI is not a prospectus and should be read in conjunction with the
Fund's Prospectus, dated July 24, 2000. All terms used in this SAI that are
defined in the Prospectus have the meanings assigned in the Prospectus. A copy
of the Prospectus may be obtained free of charge by calling 1-800-222-8222 or
writing to Wells Fargo Funds, P.O. Box 8266, Boston, MA 02266-8266.
<PAGE>
i
TABLE OF CONTENTS
Page
Investment Policies.........................................................................................1
Additional Permitted Investment Activities and Associated Risks.............................................2
Special Considerations Affecting Nebraska Municipal Obligations............................................16
Management ................................................................................................16
Performance Calculations...................................................................................19
Determination of Net Asset Value...........................................................................22
Additional Purchase and Redemption Information.............................................................22
Portfolio Transactions.....................................................................................23
Fund Expenses..............................................................................................24
Income Taxes...............................................................................................25
Capital Stock..............................................................................................29
Other......................................................................................................30
Counsel....................................................................................................31
Independent Auditors.......................................................................................31
Appendix..................................................................................................A-1
<PAGE>
26
1
INVESTMENT POLICIES
Fundamental Investment Policies
The Fund has adopted the following investment policies, all of which
are fundamental policies; that is, they may not be changed without approval by
the holders of a majority (as defined in the 1940 Act) of the outstanding voting
securities of such Fund. The Fund may not:
(1) Purchase the securities of issuers conducting their principal
business activity in the same industry if, immediately after and as a result
thereof, the value of the Fund's investments in that industry would equal or
exceed 25% of the current value of the Fund's total assets, provided that (i)
this restriction does not limit the Fund's investments in securities of other
investment companies, (ii) this restriction does not limit the Fund's
investments in municipal securities, (iii) the Fund may invest 25% or more of
the current value of its total assets in private activity bonds or notes that
are the ultimate responsibility of non-government issuers conducting their
principal business activity in the same industry; and (iv) the Fund may invest
25% or more of the current value of its total assets in securities whose issuers
are located in the same state or securities the interest and principal on which
are paid from revenues of similar type projects;
(2) borrow money, except to the extent permitted under the 1940 Act,
including the rules, regulations and exemptions thereunder;
(3) issue senior securities, except to the extent permitted under the
1940 Act, including the rules, regulations and exemptions thereunder;
(4) make loans to other parties if, as a result, the aggregate value of
such loans would exceed one-third of the Fund's total assets. For the purposes
of this limitation, entering into repurchase agreements, lending securities and
acquiring any debt securities are not deemed to be the making of loans;
(5) underwrite securities of other issuers, except to the extent that
the purchase of permitted investments directly from the issuer thereof or from
an underwriter for an issuer and the later disposition of such securities in
accordance with the Fund's investment program may be deemed to be an
underwriting;
(6) purchase or sell real estate unless acquired as a result of
ownership of securities or other instruments (but this shall not prevent the
Fund from investing in securities or other instruments backed by real estate or
securities of companies engaged in the real estate business); nor
(7) purchase or sell commodities, provided that (i) currency will not
be deemed to be a commodity for purposes of this restriction, (ii) this
restriction does not limit the purchase or sale of futures contracts, forward
contracts or options, and (iii) this restriction does not limit the purchase or
sale of securities or other instruments backed by commodities or the purchase or
sale of commodities acquired as a result of ownership of securities or other
instruments.
Non-Fundamental Investment Policies
The Fund has adopted the following non-fundamental policies which may be
changed by the Trustees of the Trust at any time without approval of the
Fund's shareholders.
(3) The Fund may invest in shares of other investment companies to the extent
permitted under section 12(d)(1)(A) of the 1940 Act, including any rules,
regulations and orders obtained thereunder.
(13) The Fund may not invest or hold more than 15% of the Fund's net assets in
illiquid securities. For this purpose, illiquid securities include, among
others, (a) securities that are illiquid by virtue of the absence of a readily
available market or legal or contractual restrictions on resale, (b) fixed time
deposits that are subject to withdrawal penalties and that have maturities of
more than seven days, and (c) repurchase agreements not terminable within seven
days.
(14) The Fund may lend securities from its portfolio to approved brokers,
dealers and financial institutions, to the extent permitted under the 1940 Act,
including the rules, regulations and exemptions thereunder, which currently
limit such activities to one-third of the value of the Fund's total assets
(including the value of the collateral received). Any such loans of portfolio
securities will be fully collateralized based on values that are
marked-to-market daily.
(15) The Fund may not make investments for the purpose of exercising control or
management, provided that this restriction does not limit the Fund's investments
in securities of other investment companies or in entities created under the
laws of foreign countries to facilitate investment in securities in that
country.
(16) The Fund may not purchase securities on margin (except for short-term
credits necessary for the clearance of transactions).
(17) The Fund may not sell securities short, unless it owns or has the right to
obtain securities equivalent in kind and amount to the securities sold short
(short sales "against the box"), and provided that transactions in futures
contracts and options are not deemed to constitute selling securities short.
General
Notwithstanding the foregoing policies, any other investment companies in
which the Fund may invest have adopted their own investment policies, which
may be more or less restrictive than those listed above, thereby allowing the
Fund to participate in certain investment strategies indirectly that are
prohibited under the fundamental and non-fundamental investment policies
listed above.
ADDITIONAL PERMITTED INVESTMENT ACTIVITIES AND ASSOCIATED RISKS
Set forth below are descriptions of certain investments and additional
investment policies for the Funds. For purposes of monitoring the investment
policies and restrictions of the Funds (with the exception of the loans of
portfolio securities policy described below), the amount of any securities
lending collateral held by the Fund will be excluded in calculating total
assets.
Asset-Backed Securities
The Fund may invest in various types of asset-backed securities.
Asset-backed securities are securities that represent an interest in an
underlying security. The asset-backed securities in which the Funds invest may
consist of undivided fractional interests in pools of consumer loans or
receivables held in trust. Examples include certificates for automobile
receivables (CARS) and credit card receivables (CARDS). Payments of principal
and interest on these asset-backed securities are "passed through" on a monthly
or other periodic basis to certificate holders and are typically supported by
some form of credit enhancement, such as a surety bond, limited guaranty, or
subordination. The extent of credit enhancement varies, but usually amounts to
only a fraction of the asset-backed security's par value until exhausted.
Ultimately, asset-backed securities are dependent upon payment of the consumer
loans or receivables by individuals, and the certificate holder frequently has
no recourse to the entity that originated the loans or receivables. The actual
maturity and realized yield will vary based upon the prepayment experience of
the underlying asset pool and prevailing interest rates at the time of
prepayment. Asset-backed securities are relatively new instruments and may be
subject to greater risk of default during periods of economic downturn than
other instruments. Also, the secondary market for certain asset-backed
securities may not be as liquid as the market for other types of securities,
which could result in the Fund experiencing difficulty in valuing or liquidating
such securities. The Fund may also invest in securities backed by pools of
mortgages. The investments are described under the heading "Mortgage-Related
Securities."
Bank Obligations
The Fund may invest in bank obligations, including certificates of
deposit, time deposits, bankers' acceptances and other short-term obligations of
domestic banks, foreign subsidiaries of domestic banks, foreign branches of
domestic banks, and domestic and foreign branches of foreign banks, domestic
savings and loan associations and other banking institutions. With respect to
such securities issued by foreign branches of domestic banks, foreign
subsidiaries of domestic banks, and domestic and foreign branches of foreign
banks, the Fund may be subject to additional investment risks that are different
in some respects from those incurred by the Fund which invests only in debt
obligations of domestic issuers. Such risks include possible future political
and economic developments, the possible imposition of foreign withholding taxes
on interest income payable on the securities, the possible establishment of
exchange controls or the adoption of other foreign governmental restrictions
which might adversely affect the payment of principal and interest on these
securities and the possible seizure or nationalization of foreign deposits. In
addition, foreign branches of U.S. banks and foreign banks may be subject to
less stringent reserve requirements and to different accounting, auditing,
reporting and recordkeeping standards than those applicable to domestic branches
of U.S. banks.
Certificates of deposit are negotiable certificates evidencing the
obligation of a bank to repay funds deposited with it for a specified period of
time.
Time deposits are non-negotiable deposits maintained in a banking
institution for a specified period of time at a stated interest rate. Time
deposits which may be held by the Fund will not benefit from insurance from the
Bank Insurance Fund or the Savings Association Insurance Fund administered by
the Federal Deposit Insurance Corporation. Bankers' acceptances are credit
instruments evidencing the obligation of a bank to pay a draft drawn on it by a
customer. These instruments reflect the obligation both of the bank and of the
drawer to pay the face amount of the instrument upon maturity. The other
short-term obligations may include uninsured, direct obligations, bearing fixed,
floating- or variable-interest rates.
Bonds
Certain of the debt instruments purchased by the Funds may be bonds. A
bond is an interest-bearing security issued by a company or governmental unit.
The issuer of a bond has a contractual obligation to pay interest at a stated
rate on specific dates and to repay principal (the bond's face value)
periodically or on a specified maturity date. An issuer may have the right to
redeem or "call" a bond before maturity, in which case the investor may have to
reinvest the proceeds at lower market rates. The value of fixed-rate bonds will
tend to fall when interest rates rise and rise when interest rates fall. The
value of "floating-rate" or "variable-rate" bonds, on the other hand, fluctuate
much less in response to market interest rate movements than the value of fixed
rate bonds.
Bonds may be senior or subordinated obligations. Senior obligations
generally have the first claim on a corporation's earnings and assets and, in
the event of liquidation, are paid before subordinated debt. Bonds may be
unsecured (backed only by the issuer's general creditworthiness) or secured
(also backed by specified collateral).
Borrowing
The Fund may borrow money for temporary or emergency purposes,
including the meeting of redemption requests. Borrowing involves special risk
considerations. Interest costs on borrowings may fluctuate with changing market
rates of interest and may partially offset or exceed the return earned on
borrowed funds (or on the assets that were retained rather than sold to meet the
needs for which funds were borrowed). Under adverse market conditions, the Fund
might have to sell portfolio securities to meet interest or principal payments
at a time when investment considerations would not favor such sales. Reverse
repurchase agreements, short sales not against the box, dollar roll transactions
and other similar investments that involve a form of leverage have
characteristics similar to borrowings but are not considered borrowings if the
Fund maintains a segregated account.
Commercial Paper
The Fund may invest in commercial paper (including variable amount
master demand notes) which refers to short-term, unsecured promissory notes
issued by corporations to finance short-term credit needs. Commercial paper is
usually sold on a discount basis and has a maturity at the time of issuance not
exceeding nine months. Variable amount master demand notes are demand
obligations which permit the investment of fluctuating amounts at varying market
rates of interest pursuant to arrangements between the issuer and a commercial
bank acting as agent for the payee of such notes whereby both parties have the
right to vary the amount of the outstanding indebtedness on the notes.
Investments by the Funds in commercial paper (including variable rate demand
notes and variable rate master demand notes issued by domestic and foreign bank
holding companies, corporations and financial institutions, as well as similar
instruments issued by government agencies and instrumentalities) will consist of
issues that are rated in one of the two highest rating categories by a
Nationally Recognized Ratings Organization ("NRRO"). Commercial paper may
include variable- and floating-rate instruments.
Derivative Securities
The Fund may invest in various instruments that may be considered
"derivatives," including structured notes, bonds or other instruments with
interest rates that are determined by reference to changes in the value of other
interest rates, indices or financial indicators ("References") or the relative
change in two or more References. Some derivative securities represent
relatively recent innovations in the bond markets, and the trading market for
these instruments is less developed than the markets for traditional types of
debt instruments. It is uncertain how these instruments will perform under
different economic and interest rate scenarios. Because certain of these
instruments are leveraged, their market values may be more volatile than other
types of bonds and may present greater potential for capital gain or loss.
Derivative securities and their underlying instruments may experience periods of
illiquidity, which could cause the Fund to hold a security it might otherwise
sell or could force the sale of a security at inopportune times or for prices
that do not reflect current market value. The possibility of default by the
issuer or the issuer's credit provider may be greater for these structured and
derivative instruments than for other types of instruments. As new types of
derivative securities are developed and offered to investors, the advisor will,
consistent with the Fund's investment objective, policies and quality standards,
consider making investments in such new types of derivative securities.
Diversification
The Fund is non-diversified, which means that it has greater latitude
than a diversified fund with respect to the investment of its assets in the
securities of relatively few municipal issuers. As non-diversified portfolio,
the Fund may present a greater investment risk than a diversified fund. However,
the Fund intends to comply with applicable diversification requirements of the
Internal Revenue Code. These requirements provide that, as of the last day of
each fiscal quarter: (1) with respect to 50% of its assets, the Fund may not:
(a) own the securities of a single issuer, other than a U.S. Government
security, with a value of more than 5% of the Fund's total assets; or (b) own
more than 10% of the outstanding voting securities of a single issuer; and (2)
the Fund may not own the securities of a single issuer, other than a U.S.
Government security, with a value of more than 25% of the Fund's total assets.
Dollar Roll Transactions
The Fund may enter into "dollar roll" transactions wherein the Fund
sells fixed income securities, typically mortgage-backed securities, and makes a
commitment to purchase similar, but not identical, securities at a later date
from the same party. Like a forward commitment, during the roll period no
payment is made for the securities purchased and no interest or principal
payments on the security accrue to the purchaser, but the Fund assumes the risk
of ownership. The Fund is compensated for entering into dollar roll transactions
by the difference between the current sales price and the forward price for the
future purchase, as well as by the interest earned on the cash proceeds of the
initial sale. Like other when-issued securities or firm commitment agreements,
dollar roll transactions involve the risk that the market value of the
securities sold by the Fund may decline below the price at which the Fund is
committed to purchase similar securities. In the event the buyer of securities
under a dollar roll transaction becomes insolvent, the Funds use of the proceeds
of the transaction may be restricted pending a determination by the other party,
or its trustee or receiver, whether to enforce the Funds obligation to
repurchase the securities. The Fund will engage in roll transactions for the
purpose of acquiring securities for its portfolio and not for investment
leverage.
Floating- and Variable-Rate Obligations
The Fund may purchase floating- and variable-rate obligations such as
demand notes and bonds. Variable-rate demand notes include master demand notes
that are obligations that permit the Fund to invest fluctuating amounts, which
may change daily without penalty, pursuant to direct arrangements between the
Fund, as lender, and the borrower. The interest rate on a floating-rate demand
obligation is based on a known lending rate, such as a bank's prime rate, and is
adjusted automatically each time such rate is adjusted. The interest rate on a
variable-rate demand obligation is adjusted automatically at specified
intervals. The issuer of such obligations ordinarily has a right, after a given
period, to prepay in its discretion the outstanding principal amount of the
obligations plus accrued interest upon a specified number of days' notice to the
holders of such obligations. Frequently, such obligations are secured by letters
of credit or other credit support arrangements provided by banks.
There generally is no established secondary market for these
obligations because they are direct lending arrangements between the lender and
borrower. Accordingly, where these obligations are not secured by letters of
credit or other credit support arrangements, the Fund's right to redeem is
dependent on the ability of the borrower to pay principal and interest on
demand. Such obligations frequently are not rated by credit rating agencies and
the Fund may invest in obligations which are not so rated only if the Advisor
determines that at the time of investment the obligations are of comparable
quality to the other obligations in which such Fund may invest. The Advisor, on
behalf of the Fund, considers on an ongoing basis the creditworthiness of the
issuers of the floating- and variable-rate demand obligations in such Fund's
portfolio. Floating- and variable-rate instruments are subject to interest-rate
risk and credit risk.
The floating- and variable-rate instruments that the Funds may purchase
include certificates of participation in such instruments.
Forward Commitment, When-Issued and Delayed-Delivery Transactions
The Fund may purchase or sell securities on a when-issued or delayed delivery
basis and make contracts to purchase or sell securities for a fixed price at
a future date beyond customary settlement time. Delivery and payment on such
transaction normally take place within 120 days after the date of the
commitment to purchase. Securities purchased or sold on a when-issued,
delayed-delivery or forward commitment basis involve a risk of loss if the
value of the security to be purchased declines, or the value of the security
to be sold increases, before the settlement date. The Fund will establish a
segregated account in which they will maintain cash, U.S. Government
obligations or other high-quality debt instruments in an amount at least
equal in value to each such Fund's commitments to purchase when-issued
securities. If the value of these assets declines, the Fund will place
additional liquid assets in the account on a daily basis so that the value of
the assets in the account is equal to the amount of such commitments.
Geographic Concentration
The Fund invests principally in municipal securities issued by issuers
within a particular state and the state's political subdivisions. The Fund is
more susceptible to factors adversely affecting issuers of those municipal
securities than would be a more geographically diverse municipal securities
portfolio. These risks arise from the financial condition of the state and its
political subdivisions. To the extent state or local governmental entities are
unable to meet their financial obligations, the income derived by the Fund, its
ability to preserve or realize appreciation of its portfolio assets or its
liquidity could be impaired.
To the extent the Fund's investments are primarily concentrated in
issuers located in a particular state, the value of the Fund's shares may be
especially affected by factors pertaining to that state's economy and other
factors specifically affecting the ability of issuers of that state to meet
their obligations. As a result, the value of the Fund's assets may fluctuate
more widely than the value of shares of a portfolio investing in securities
relating to a number of different states. The ability of state, county or local
governments and quasi-government agencies to meet their obligations will depend
primarily on the availability of tax and other revenues to those governments and
on their fiscal conditions generally. The amounts of tax and other revenues
available to governmental issuers may be affected from time to time by economic,
political and demographic conditions within their state. In addition,
constitutional or statutory restrictions may limit a government's power to raise
revenues or increase taxes. The availability of federal, state and local aid to
governmental issuers may also affect their ability to meet obligations. Payments
of principal of and interest on private activity securities will depend on the
economic condition of the facility specific revenue source from whose revenues
the payments will be made, which in turn, could be affected by economic,
political or demographic conditions in the state.
Illiquid Securities
The Fund may invest in securities not registered under the Securities Act of
1933, as amended (the "1933 Act") and other securities subject to legal or
other restrictions on resale. Because such securities may be less liquid than
other investments, they may be difficult to sell promptly at an acceptable
price. Delay or difficulty in selling securities may result in a loss or be
costly to the Fund
Guaranteed Investment Contracts. Guaranteed investment contracts
("GICs") are issued by insurance companies. In purchasing a GIC, the Fund
contributes cash to the insurance company's general account and the insurance
company then credits to the Fund's deposit fund on a monthly basis guaranteed
interest at a specified rate. The GIC provides that this guaranteed interest
will not be less than a certain minimum rate. The insurance company may assess
periodic charges against a GIC for expense and service costs allocable to it.
There is no secondary market for GICs and, accordingly, GICs are generally
treated as illiquid investments. GICs are typically unrated.
Loans of Portfolio Securities
The Fund may lend its portfolio securities pursuant to guidelines approved by
the Board of Trustees of the Trust to brokers, dealers and financial
institutions, provided: (1) the loan is secured continuously by collateral
consisting of cash, securities of the U.S. Government, its agencies or
instrumentalities, or an irrevocable letter of credit issued by a bank
organized under the laws of the United States, organized under the laws of a
State, or a foreign bank that has filed an agreement with the Federal Reserve
Board to comply with the same rules and regulations applicable to U.S. banks
in securities credit transactions, and such collateral being maintained on a
daily marked-to-market basis in an amount at least equal to the current
market value of the securities loaned plus any accrued interest or dividends;
(2) the Fund may at any time call the loan and obtain the return of the
securities loaned upon sufficient prior notification; (3) the Fund will
receive any interest or dividends paid on the loaned securities; and (4) the
aggregate market value of securities loaned will not at any time exceed the
limits established by the 1940 Act.
The Fund will earn income for lending its securities because cash collateral
pursuant to these loans will be invested subject to the investment
objectives, principal investment strategies and policies of the Fund. In
connection with lending securities, the Fund may pay reasonable finders,
administrative and custodial fees. Loans of securities involve a risk that
the borrower may fail to return the securities or may fail to provide
additional collateral. In either case, the Fund could experience delays in
recovering securities or collateral or could lose all or part of the value of
the loaned securities. Although voting rights, or rights to consent,
attendant to securities on loan pass to the borrower, such loans may be
called at any time and will be called so that the securities may be voted by
the Fund if a material event affecting the investment is to occur. The Fund
may pay a portion of the interest or fees earned from securities lending to a
borrower or securities lending agent. Borrowers and placing brokers may not
be affiliated, directly or indirectly, with the Trust, the Advisor, or the
Distributor.
Mortgage-Related Municipal Securities
The Fund may invest in mortgage-related municipal securities, including
mortgage pass-through securities. Mortgage pass-through securities are
securities representing interests in "pools" of mortgages in which payments of
both interest and principal on the securities are made monthly, in effect
"passing through" monthly payments made by the individual borrowers on the
residential mortgage loans which underlie the securities (net of fees paid to
the issuer or guarantor of the securities). Mortgage pass-through securities
created by issuers (such as state and local housing agencies, commercial banks,
savings and loan institutions, private mortgage insurance companies, mortgage
bankers and other secondary market issuers) may be supported by various forms of
insurance or guarantees, including individual loan, title, pool and hazard
insurance, and letters of credit, which may be issued by governmental entities,
private insurers or the mortgage poolers.
Prepayment Risk. The stated maturities of mortgage-related securities
may be shortened by unscheduled prepayments of principal on the underlying
mortgages. Therefore, it is not possible to predict accurately the average
maturity of a particular mortgage-related security . Variations in the
maturities of mortgage-related securities will affect the yield of the Fund.
Early repayment of principal on mortgage-related securities may expose the Fund
to a lower rate of return upon reinvestment of principal. Also, if a security
subject to prepayment has been purchased at a premium, in the event of
prepayment the value of the premium may be lost. Like other fixed-income
securities, when interest rates rise, the value of a mortgage-related security
generally will decline; however, when interest rates decline, the value of
mortgage-related securities with prepayment features may not increase as much as
other fixed-income securities.
Collateralized Mortgage Obligations ("CMOs") and Adjustable Rate Mortgages
("ARMs"). The Fund may also invest in investment grade CMOs. CMOs may be
collateralized by whole mortgage loans but are more typically collateralized
by portfolios of mortgage pass-through securities guaranteed by the
Government National Mortgage Association ("GNMA"), the Federal Home Loan
Mortgage Corporation or Federal National Mortgage Association ("FNMA"). CMOs
are structured into multiple classes, with each class bearing a different
stated maturity. Payments of principal, including prepayments, are first
returned to investors holding the shortest maturity class; investors holding
the longer maturity classes receive principal only after the first class has
been retired.
As new types of mortgage-related securities are developed and offered to
investors, the Advisor will, consistent with the Fund's investment objective,
policies and quality standards, consider making investments in such new types
of mortgage-related securities.
The Fund may investment in adjustable rate municipal mortgage
securities. The interest rates on the mortgages underlying these securities
generally are readjusted at periodic intervals ranging from one year or less to
several years in response to changes in a predetermined commonly-recognized
interest rate index. The adjustable rate feature should reduce, but will not
eliminate, price fluctuations in such securities, particularly when market
interest rates fluctuate. The net asset value of the Fund's shares may fluctuate
to the extent interest rates on underlying mortgages differ from prevailing
market interest rates during interim periods between interest rate reset dates.
Accordingly, investors could experience some loss if they redeem their shares of
the Fund or if the Funds sells these portfolio securities before the interest
rates on the underlying mortgages are adjusted to reflect prevailing market
interest rates. The holder of ARMs and CMOs are also subject to repayment risk.
Mortgage Participation Certificates. The Fund also may invest municipal
mortgage pass-through securities. These mortgage pass-through securities differ
from bonds in that principal is paid back by the borrower over the length of the
loan rather than returned in a lump sum at maturity. They are called
"pass-through" securities because both interest and principal payments,
including prepayments, are passed through to the holder of the security. They
are also subject to prepayment risk.
Municipal Bonds
The Fund may invest in municipal bonds. The two principal
classifications of municipal bonds are "general obligation" and "revenue" bonds.
Municipal bonds are debt obligations issued to obtain funds for various public
purposes. Industrial development bonds are a specific type of revenue bond
backed by the credit and security of a private user. Certain types of industrial
development bonds are issued by or on behalf of public authorities to obtain
funds to provide privately-operated facilities.
From time to time, proposals have been introduced before Congress for
the purpose of restricting or eliminating the federal income tax exemption for
interest on municipal obligations. For example, under federal tax legislation
enacted in 1986, interest on certain private activity bonds must be included in
an investor's alternative minimum taxable income, and corporate investors must
treat all tax-exempt interest as an item of tax preference. Moreover the Fund
cannot predict what legislation, if any, may be proposed in the state
legislature regarding the state income tax status of interest on such
obligations, or which proposals, if any, might be enacted. Such proposals, while
pending or if enacted, might materially and adversely affect the availability of
municipal obligations generally for investment by the Fund and the liquidity and
value of the Fund's portfolio. In such an event, the Fund would re-evaluate its
investment objective and policies and consider possible changes in its structure
or possible dissolution.
Certain of the municipal obligations held by the Fund may be insured as
to the timely payment of principal and interest. The insurance policies usually
are obtained by the issuer of the municipal obligation at the time of its
original issuance. I n the event that the issuer defaults on interest or
principal payment, the insurer will be notified and will be required to make
payment to the bondholders. There is, however, no guarantee that the insurer
will meet its obligations. In addition, such insurance does not protect against
market fluctuations caused by changes in interest rates and other factors.
Municipal Notes
The Fund may invest in municipal notes. Municipal notes include, but
are not limited to, tax anticipation notes ("TANs"), bond anticipation notes
("BANs"), revenue anticipation notes ("RANs") and construction loan notes. Notes
sold as interim financing in anticipation of collection of taxes, a bond sale or
receipt of other revenues are usually general obligations of the issuer.
TANs. An uncertainty in a municipal issuer's capacity to raise taxes as
a result of such events as a decline in its tax base or a rise in delinquencies
could adversely affect the issuer's ability to meet its obligations on
outstanding TANs. Furthermore, some municipal issuers mix various tax proceeds
into a general fund that is used to meet obligations other than those of the
outstanding TANs. Use of such a general fund to meet various obligations could
affect the likelihood of making payments on TANs.
BANs. The ability of a municipal issuer to meet its obligations on its
BANs is primarily dependent on the issuer's adequate access to the longer term
municipal bond market and the likelihood that the proceeds of such bond sales
will be used to pay the principal of, and interest on, BANs.
RANs. A decline in the receipt of certain revenues, such as anticipated
revenues from another level of government, could adversely affect an issuer's
ability to meet its obligations on outstanding RANs. In addition, the
possibility that the revenues would, when received, be used to meet other
obligations could affect the ability of the issuer to pay the principal of, and
interest on, RANs.
The values of outstanding municipal securities will vary as a result of
changing market evaluations of the ability of their issuers to meet the interest
and principal payments (i.e., credit risk). Such values also will change in
response to changes in the interest rates payable on new issues of municipal
securities (i.e., market risk). Changes in the value of municipal securities
held in the Fund's portfolio arising from these or other factors will cause
changes in the net asset value per share of the Fund.
Municipal Securities
Stand-by Commitments. The Fund may purchase municipal securities
together with the right to resell them to the seller or a third party at an
agreed-upon price or yield within specified periods prior to their maturity
dates. Such a right to resell is commonly known as a stand-by commitment, and
the aggregate price which the Fund pays for securities with a stand-by
commitment may be higher than the price which otherwise would be paid. The
primary purpose of this practice is to permit the Fund to be as fully invested
as practicable in municipal securities while preserving the necessary
flexibility and liquidity to meet unanticipated redemptions. In this regard, the
Fund acquires stand-by commitments solely to facilitate portfolio liquidity and
does not exercise its rights thereunder for trading purposes. Stand-by
commitments involve certain expenses and risks, including the inability of the
issuer of the commitment to pay for the securities at the time the commitment is
exercised, non-marketability of the commitment, and differences between the
maturity of the underlying security and the maturity of the commitment.
The acquisition of a stand-by commitment does not affect the valuation
or maturity of the underlying municipal securities. The Fund values stand-by
commitments at zero in determining net asset value. When the Fund pays directly
or indirectly for a stand-by commitment, its cost is reflected as unrealized
depreciation for the period during which the commitment is held. Stand-by
commitments do not affect the average weighted maturity of the Fund's portfolio
of securities.
Other Investment Companies
The Fund may invest in shares of other investment companies, up to the
limits prescribed in Section 12(d) of the 1940 Act. Under the 1940 Act, the
Fund's investment in such securities currently is limited to, subject to certain
exceptions, (i) 3% of the total voting stock of any one investment company, (ii)
5% of such Fund's total assets with respect to any one investment company and
(iii) 10% of such Fund's total assets. Other investment companies in which the
Funds invest can be expected to charge fees for operating expenses, such as
investment advisory and administration fees, that would be in addition to those
charged by the Funds.
Participation Interests
The Fund may purchase participation interests such as certificates of
participation in loans or instruments in which the Fund may invest directly that
are owned by banks or other institutions. A participation interest gives the
Fund an undivided proportionate interest in a loan or instrument. Participation
interests, however, do not provide the Fund with any right to enforce compliance
by the borrower, nor any rights of set-off against the borrower and the Fund may
not directly benefit from any collateral supporting the loan in which it
purchased a participation interest. As a result, the Fund will assume the credit
risk of both the borrower and the lender that is selling the participation
interest.
Repurchase Agreements
The Fund may enter into repurchase agreements, wherein the seller of a
security to the Fund agrees to repurchase that security from the Fund at a
mutually agreed upon time and price. The Fund may enter into repurchase
agreements only with respect to securities that could otherwise be purchased by
such Fund. All repurchase agreements will be fully collateralized at 102% based
on values that are marked to market daily. The maturities of the underlying
securities in a repurchase agreement transaction may be greater than twelve
months, although the maximum term of a repurchase agreement will always be less
than twelve months. If the seller defaults and the value of the underlying
securities has declined, the Fund may incur a loss. In addition, if bankruptcy
proceedings are commenced with respect to the seller of the security, the Fund's
disposition of the security may be delayed or limited.
The Fund may not enter into a repurchase agreement with a maturity of
more than seven days, if, as a result, more than 15% of the market value of such
Fund's total net assets would be invested in repurchase agreements with
maturities of more than seven days, restricted securities and illiquid
securities. The Fund will only enter into repurchase agreements with primary
broker/dealers and commercial banks that meet guidelines established by the
Board of Trustees and that are not affiliated with the Advisor. The Fund may
participate in pooled repurchase agreement transactions with other funds advised
by the Advisor.
Reverse Repurchase Agreements
The Fund may enter into reverse repurchase agreements. Reverse
repurchase agreements are transactions in which the Fund sells a security and
simultaneously commits to repurchase that security from the buyer at an agreed
upon price on an agreed upon future date. The resale price in a reverse
repurchase agreement reflects a market rate of interest that is not related to
the coupon rate or maturity of the sold security. For certain demand agreements,
there is no agreed upon repurchase date and interest payments are calculated
daily, often based on the prevailing overnight repurchase rate. Because certain
of the incidents of ownership of the security are retained by the Fund, reverse
repurchase agreements may be viewed as a form of borrowing by the Fund from the
buyer, collateralized by the security sold by the Fund. The Fund will use the
proceeds of reverse repurchase agreements to Fund redemptions or to make
investments. In most cases these investments either mature or have a demand
feature to resell to the issuer on a date not later than the expiration of the
agreement. Interest costs on the money received in a reverse repurchase
agreement may exceed the return received on the investments made by the Fund
with those monies. Any significant commitment of the Fund's assets to the
reverse repurchase agreements will tend to increase the volatility of the Fund's
net asset value per share.
Stripped Securities
The Fund may purchase Treasury receipts, securities of
government-sponsored enterprises (GSEs), and other "stripped" securities that
evidence ownership in either the future interest payments or the future
principal payments on U.S. Government and other obligations. The stripped
securities the Funds may purchase are issued by the U.S. Government (or a U.S.
Government agency or instrumentality) or by private issuers such as banks,
corporations and other institutions at a discount to their face value. The Fund
will not purchase stripped mortgage-backed securities ("SMBS"). The stripped
securities purchased by the Funds generally are structured to make a lump-sum
payment at maturity and do not make periodic payments of principal or interest.
Hence, the duration of these securities tends to be longer and they are
therefore more sensitive to interest rate fluctuations than similar securities
that offer periodic payments over time. The stripped securities purchased by the
Funds are not subject to prepayment or extension risk.
The Fund may purchase participations in trusts that hold U.S. Treasury
securities (such as TIGRs and CATS) or other obligations where the trust
participations evidence ownership in either the future interest payments or the
future principal payments on the obligations. These participations are normally
issued at a discount to their "face value," and can exhibit greater price
volatility than ordinary debt securities because of the way in which their
principal and interest are returned to investors.
U.S. Government Obligations
The Fund may invest in obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities ("U.S. Government Obligations").
Payment of principal and interest on U.S. Government Obligations (i) may be
backed by the full faith and credit of the United States (as with U.S. Treasury
bills and GNMA certificates) or (ii) may be backed solely by the issuing or
guaranteeing agency or instrumentality itself (as with FNMA notes). In the
latter case investors must look principally to the agency or instrumentality
issuing or guaranteeing the obligation for ultimate repayment, which agency or
instrumentality may be privately owned. There can be no assurance that the U.S.
Government will provide financial support to its agencies or instrumentalities
where it is not obligated to do so. In addition, U.S. Government Obligations are
subject to fluctuations in market value due to fluctuations in market interest
rates. As a general matter, the value of debt instruments, including U.S.
Government Obligations, declines when market interest rates increase and rises
when market interest rates decrease. Certain types of U.S. Government
Obligations are subject to fluctuations in yield or value due to their structure
or contract terms.
Nationally Recognized Ratings Organizations
The ratings of Moody's, S&P, Division of McGraw Hill, Duff & Phelps
Credit Rating Co., Fitch Investors Service, Inc. Thomson Bank Watch and IBCA
Inc. represent their opinions as to the quality of debt securities. It should be
emphasized, however, that ratings are general and not absolute standards of
quality, and debt securities with the same maturity, interest rate and rating
may have different yields while debt securities of the same maturity and
interest rate with different ratings may have the same yield. Subsequent to
purchase by the Fund, an issue of debt securities may cease to be rated or its
rating may be reduced below the minimum rating required for purchase by the
Funds. The Advisor will consider such an event in determining whether the Fund
should continue to hold the obligation.
SPECIAL CONSIDERATIONS
AFFECTING NEBRASKA MUNICIPAL OBLIGATIONS
The concentration of the Nebraska Tax-Free Fund in securities issued by
governmental units of only one state exposes the Fund to risks greater than
those of a more diversified portfolio holding securities issued by governmental
units of different states in different regions of the country. Nebraska's
Constitution limits the debt the State may incur and sets certain restrictions
on debt incurred by municipalities and political subdivisions. Accordingly, the
availability of Nebraska municipal securities and the economy of the State will
effect the Fund. The following is a brief summary of data and economic trends
based upon information drawn from government web sites and other resources
publicly available as of the date of this SAI. The Trust has not independently
verified such information, but has no reason to believe that such information is
inaccurate in any material respect.
Governmental Units and Finances
Nebraska has 93 counties, 535 incorporated municipalities and over
1,500 other political subdivisions or authorities. These include governmental
units such as school districts, utility districts, the Nebraska Educational
Facilities Authority, and the Nebraska Investment Finance Authority. While these
various municipalities and public authorities dominantly rely on independent
revenue sources, such as property taxes, these entities are not immune from
State revenue short falls which lead to reductions in State aid to the entities.
Furthermore, municipal securities issued by public authorities in Nebraska are
not backed by the State's full faith and credit.
Throughout the early and mid 1990s, State and local revenues, in the
aggregate, increased each year at a rate sufficient to cover all increases in
State and local expenditures. The ending balance in the State's general fund for
fiscal year ending 1999 was $292,993,012 and the projected ending balance of the
general fund for fiscal year ending 2000 is $145,818,044. These ending balances
do not include amounts held in the State's Cash Reserve Fund. The continued
increase in revenues at a level sufficient to cover current and future
expenditures will depend on numerous factors, including the State's economy,
property tax values, and the financial condition of each municipality or public
authority issuing municipal securities.
Generally, the municipal securities issued by the State's various
governmental units have been highly regarded. Notwithstanding, certain Nebraska
municipal securities contained unique risks. Such municipal securities may
include, without limitation, health care providers, nuclear power plants,
facility offerings and other private activity bonds that lack governmental
backing. The Fund's success may be impacted by its ability to adequately
evaluate the unique risks associated with the respective issuers.
Economic Conditions
During the mid and late 1990s, Nebraska's economy experienced
consistent growth. State employment steadily increased from 880,246 in 1994 to
an estimated 911,100 in 1999 with almost uniform increases in all non-farm
industries. Nebraska's unemployment rate has consistently been among the lowest
rates in the Nation. From 1994 through 1999, Nebraska's unemployment rate ranged
from 2.6% to 2.9%. Nebraska's per capital income, while below the national
average, grew from $20,365 in 1994 to $26,412 in 1998. Nebraska also experienced
positive net migration and population growth in the mid and late 1990s,
reversing net out migration from 1974 to 1990. Based upon Census information,
Nebraska's population increased from 1,621,551 in 1994 to 1,666,028 in 1999.
Historically, national economic downturns have had less economic impact
on Nebraska than other states, while at the same time, Nebraska's economy
traditionally has not grown as fast as others in periods of national economic
expansion. During the 1990s, the Nebraska economy increasingly diversified away
from being heavily dependent agriculture. Increases in manufacturing, services
and finance, insurance and real estate industries have helped to more uniformly
distribute Nebraska's gross state product. However, the Nebraska economy remains
heavily dependent upon agriculture and may be adversely effected by the farm
commodities markets, changes in federal agriculture programs, and production and
weather conditions. Additionally, the diversification of the State's gross state
product over the last decade may effect the Nebraska economy's response to
national economic cycles.
Nebraska's economic trends of the 1990s appear to be continuing into
the year 2000. Preliminary numbers for March 2000 indicate that Nebraska's labor
force totaled 940,458 with an unemployment rate of 2.4%. Non-farm payroll jobs
continued to increase into January 2000. However, manufacturing jobs in January
2000 decreased slightly over the year earlier. These numbers and current
economic forecasts indicate that the Nebraska economy will continue to grow in
the near future, but growth rates will slow due in large part to the State's
tight labor market.
As discussed above, most municipal securities owned by the fund are
expected to be obligations of municipalities or other governmental units. Thus,
the actual impact of the State's economy and factors that effect that State's
economy on most of the municipal securities is uncertain. For example, a factor
that may materially effect the State's economy may or may not also effect an
individual municipality's financial condition or the municipality's ability to
meet its obligations pursuant to the respective municipal securities.
MANAGEMENT
The following information supplements, and should be read in
conjunction with, the section in the Prospectus entitled "Organization and
Management of the Funds." The principal occupations during the past five years
of the Trustees and principal executive Officer[s] of the Trust are listed
below. Trustees deemed to be "interested persons" of the Trust for purposes of
the 1940 Act are indicated by an asterisk.
Principal Occupations
Name, Age and Address Position During Past 5 Years
- --------------------- -------- -------------------
*Robert C. Brown, 65 Trustee Director, Federal Farm Credit Banks Funding 5038
Kestral Parkway South Corporation and Farm Credit System Financial Sarasota, FL
34231 Assistance Corporation since February 1993.
Donald H. Burkhardt, 70 Trustee Principal of the Burkhardt Law Firm.
777 South Steele Street
Denver, CO 80209
Jack S. Euphrat, 77 Trustee Private Investor.
415 Walsh Road
Atherton, CA 94027
Thomas S. Goho, 56 Trustee Business Associate Professor, Wake Forest
321 Beechcliff Court University, Calloway School of Business and
Winston-Salem, NC 27104 Accountancy since 1994; previously Associate
Professor of Finance.
Peter G. Gordon, 56 Trustee Chairman and Co-Founder of Crystal Geyser Water
Crystal Geyser Water Co. Company and President of Crystal Geyser Roxane
55 Francisco Street, Suite 410 Water Company since 1977.
San Francisco, CA 94133
*W. Rodney Hughes, 72 Trustee Private Investor.
31 Dellwood Court
San Rafael, CA 94901
*Richard M. Leach, 63 Trustee President of Richard M. Leach Associates (a
P.O. Box 1888 financial consulting firm) since 1992.
New London, NH 03257
*J. Tucker Morse, 54 Trustee Private Investor/Real Estate Developer; Chairman
10 Legare Street of Vault Holdings, LLC.
Charleston, SC 29401
Timothy J. Penny, 45 Trustee Senior Counselor to the public relations firm of
500 North State Street Himle-Horner since January 1995 and Senior Fellow
Waseca, MN 56093 at the Humphrey Institute, Minneapolis, Minnesota
(a public policy organization) since January 1995.
Donald C. Willeke Trustee Principal on the law firm of Willeke & Daniels
201 Ridgewood Avenue
Minneapolis, MN 55403
Michael J. Hogan President Executive Vice President, Wells Fargo Bank, N.A.
Karla C. Rabusch Treasurer Vice President, Wells Fargo Bank, N.A.
C. David Messman Secretary Vice President, Wells Fargo Bank, N.A.
Each of the Trustees and Officers listed above act in the identical
capacities for Wells Fargo Variable Trust and Wells Fargo Core Trust
(collectively the "Fund Complex"). Each Trustee receives an annual retainer
(payable quarterly) of $40,000 from the Fund Complex, and also receives a
combined fee of $1,000 for attendance at Fund Complex Board meetings, and a
combined fee of $250 for attendance at committee meetings. If a committee
meeting is held absent a full Board meeting, each attending Trustee will
receive a $1,000 combined fee. These fees apply equally for in-person or
telephonic meetings, and Trustees are reimbursed for all out-of-pocket
expenses related to attending meetings. The Trustees do not receive any
retirement benefits or deferred compensation from the Trust or any other
member of the Fund Complex.
As of the date of this SAI, Trustees and Officers of the Trust as a
group beneficially owned less than 1% of the outstanding shares of the Trust.
Investment Advisor. Wells Fargo Bank provides investment advisory
services to the Fund. As investment advisor, Wells Fargo Bank furnishes
investment guidance and policy direction in connection with the daily portfolio
management of the Funds. Wells Fargo Bank furnishes to the Trust's Board of
Trustees periodic reports on the investment strategy and performance of the
Fund. Wells Fargo Bank provides the Funds with, among other things, money market
and fixed-income research, analysis and statistical and economic data and
information concerning interest rate and securities markets trends, portfolio
composition, and credit conditions.
As compensation for its advisory services, Well Fargo Bank is entitled
to receive a monthly fee at the annual rate of 0.50% of the Fund's average daily
net assets.
General. The Fund's Advisory Contract will continue in effect for more
than two years from the effective date provided the continuance is approved
annually (i) by the holders of a majority of the respective Fund's outstanding
voting securities or by the Trust's Board of Trustees and (ii) by a majority of
the Trustees of the Trust who are not parties to the Advisory Contract or
"interested persons" (as defined in the 1940 Act) of any such party. The Fund's
Advisory Contract may be terminated on 60 days' written notice by either party
and will terminate automatically if assigned.
Investment Sub-Advisor. Wells Fargo Bank has engaged Wells Capital
Management Incorporated ("WCM") to serve as investment sub-advisor to the Fund.
Subject to the direction of the Trust's Board of Trustees and the overall
supervision and control of Wells Fargo Bank and the Trust, WCM makes
recommendations regarding the investment and reinvestment of the Fund's assets.
WCM furnishes to Wells Fargo Bank periodic reports on the investment activity
and performance of the Funds. WCM also furnishes such additional reports and
information as Wells Fargo Bank and the Trust's Board of Trustees and officers
may reasonably request.
As compensation for its sub-advisory services, WCM is entitled to
receive a monthly fee equal to an annual rate of 0.15% of the first $400 million
of the Fund's average daily net assets, 0.125% of the next $400 million of the
Fund's net assets, and 0.10% of net assets over $800 million. This minimum
annual fee payable to WCM does not increase the advisory fee paid by the Fund to
Wells Fargo Bank. These fees may be paid by Wells Fargo Bank or directly by the
Fund. If the sub-advisory fee is paid directly by the Fund, the compensation
paid to Wells Fargo Bank for advisory fees will be reduced accordingly. Wells
Fargo Bank may, from time to time, reallocate fees and/or services provided with
the sub-advisor.
Administrator. The Trust has retained Wells Fargo Bank as Administrator
on behalf of the Fund. Under the Administration Agreement between Wells Fargo
Bank and the Trust, Wells Fargo Bank shall provide as administration services,
among other things: (i) general supervision of the Fund's operations, including
coordination of the services performed by the Fund's investment Advisor,
transfer agent, custodian, shareholder servicing agent(s), independent auditors
and legal counsel, regulatory compliance, including the compilation of
information for documents such as reports to, and filings with, the U.S.
Securities and Exchange Commission ("SEC") and state securities commissions; and
preparation of proxy statements and shareholder reports for the Fund; and (ii)
general supervision relative to the compilation of data required for the
preparation of periodic reports distributed to the Trust's officers and Board of
Trustees. Wells Fargo Bank also furnishes office space and certain facilities
required for conducting the Fund's business together with ordinary clerical and
bookkeeping services. The Administrator is entitled to receive a fee of up to
0.15% of the Fund's average daily net assets on an annual basis.
Distributor. Stephens Inc. (the "Distributor"), located at 111 Center Street, Little Rock, Arkansas 72201, serves as the
-----------
Distributor for the Funds.
Shareholder Servicing Agent. The Fund has approved a Servicing Plan and
has entered into related shareholder servicing agreements with financial
institutions, including Wells Fargo Bank. Under the agreements, Shareholder
Servicing Agents (including Wells Fargo Bank) agree to perform, as agents for
their customers, administrative services, with respect to Fund shares, which
include aggregating and transmitting shareholder orders for purchases, exchanges
and redemptions; maintaining shareholder accounts and records; and providing
such other related services as the Trust or a shareholder may reasonably
request. For providing shareholder services, a Servicing Agent is entitled to a
fee from the Fund, on an annualized basis, of 0.10% of the average daily net
assets of the Institutional Class shares owned of record or beneficially by the
customers of the Servicing Agent during the period for which payment is being
made. The Servicing Plan and related forms of shareholder servicing agreements
were approved by the Trust's Board of Trustees and provide that the Fund shall
not be obligated to make any payments under such Plans or related Agreements
that exceed the maximum amounts payable under the Conduct Rules of the NASD.
Custodian. Wells Fargo Bank Minnesota, N.A. ("Wells Fargo Bank MN"),
located at Norwest Center, 6th and Marquette, Minneapolis, Minnesota 55479, acts
as Custodian for the Fund. The Custodian, among other things, maintains a
custody account or accounts in the name of the Fund, receives and delivers all
assets for the Fund upon purchase and upon sale or maturity, collects and
receives all income and other payments and distributions on account of the
assets of the Fund, and pays all expenses of the Fund. For its services as
Custodian, Wells Fargo Bank MN is entitled to receive a fee of 0.02% of the
average daily net assets of the Fund.
Fund Accountant. Forum Accounting Services, LLC ("Forum Accounting"),
located at Two Portland Square, Portland, Maine 04101, serves as Fund Accountant
for the Fund.
For its services as Fund Accountant, Forum Accounting is entitled to
receive a monthly base fee per Fund of $5,000. Forum Accounting is also entitled
to receive a fee equal to 0.0025% of the average annual daily net assets of the
Fund and certain out-of-pocket expenses.
Transfer and Dividend Disbursing Agent. Boston Financial Data Services,
Inc. ("BFDS"), located at Two Heritage Drive, Quincy, Massachusetts 02171, acts
as Transfer and Dividend Disbursing Agent for the Funds. For providing such
services, BFDS is entitled to receive a per-account fee plus transaction fees
and certain out-of-pocket costs. BFDS is also entitled to receive a complex base
fee from all the Funds of the Trust, Wells Fargo Core Trust and Wells Fargo
Variable Trust.
Underwriting Commissions. Stephens serves as the principal underwriter distributing securities of the Fund on a continuous
basis.
PERFORMANCE CALCULATIONS
From time to time and only to the extent the comparison is appropriate
for the Fund or a Class of shares, the Trust may quote the performance or
price-earning ratio of the Fund or a Class of in advertising and other types of
literature as compared with the performance of the S&P Index, the Dow Jones
Industrial Average, the Lehman Brothers 20+ Treasury Index, the Lehman Brothers
5-7 Year Treasury Index, Donoghue's Money Fund Averages, Real Estate Investment
Averages (as reported by the National Association of Real Estate Investment
Trusts), Gold Investment Averages (provided by the World Gold Council), Bank
Averages (which is calculated from figures supplied by the U.S. League of
Savings Institutions based on effective annual rates of interest on both
passbook and certificate accounts), average annualized certificate of deposit
rates (from the Federal Reserve G-13 Statistical Releases or the Bank Rate
Monitor), the Salomon One Year Treasury Benchmark Index, the Consumer Price
Index (as published by the U.S. Bureau of Labor Statistics), other managed or
unmanaged indices or performance data of bonds, municipal securities, stocks or
government securities (including data provided by Ibbotson Associates), or by
other services, companies, publications or persons who monitor mutual funds on
overall performance or other criteria. The S&P Index and the Dow Jones
Industrial Average are unmanaged indices of selected common stock prices. The
performance of the Fund or a class also may be compared to that of other mutual
funds having similar objectives. This comparative performance could be expressed
as a ranking prepared by Lipper Analytical Services, Inc., CDA Investment
Technologies, Inc., Bloomberg Financial Markets or Morningstar, Inc.,
independent services which monitor the performance of mutual funds. The Fund's
performance will be calculated by relating net asset value per share of each
class at the beginning of a stated period to the net asset value of the
investment, assuming reinvestment of all gains distributions paid, at the end of
the period. The Fund's comparative performance will be based on a comparison of
yields, as described above, or total return, as reported by Lipper, Survey
Publications, Donoghue or Morningstar, Inc.
Any such comparisons may be useful to investors who wish to compare
past performance of the Funds or a class of shares with the performance of the
Fund's competitors. Of course, past performance cannot be a guarantee of future
results. The Trust also may include, from time to time, a reference to certain
marketing approaches of the Distributor, including, for example, a reference to
a potential shareholder being contacted by a selected broker or dealer. General
mutual fund statistics provided by the Investment Company Institute may also be
used.
The Trust also may use the following information in advertisements and
other types of literature, only to the extent the information is appropriate for
each class of shares of the Fund: (i) the Consumer Price Index may be used to
assess the real rate of return from an investment in each class of shares of the
Fund; (ii) other government statistics, including, but not limited to, The
Survey of Current Business, may be used to illustrate investment attributes of
each class of shares of the Fund or the general economic, business, investment,
or financial environment in which the Fund operates; (iii) the effect of
tax-deferred compounding on the investment returns of each class of shares of
the Fund or on returns in general, may be illustrated by graphs, charts, etc.,
where such graphs or charts would compare, at various points in time, the return
from an investment in each class of shares of the Fund (or returns in general)
on a tax-deferred basis (assuming reinvestment of capital gains and dividends
and assuming one or more tax rates) with the return on a taxable basis; and (iv)
the sectors or industries in which the Fund invests may be compared to relevant
indices of stocks or surveys (e.g., S&P Industry Surveys) to evaluate the
historical performance or current or potential value of each class of shares of
the Fund with respect to the particular industry or sector.
The Trust also may use, in advertisements and other types of literature,
information and statements: (1) showing that bank savings accounts offer a
guaranteed return of principal and a fixed rate of interest, but no
opportunity for capital growth; and (2) describing Wells Fargo Bank, and its
affiliates and predecessors, as one of the first investment managers to
advise investment accounts using asset allocation and index strategies. The
Trust also may include in advertising and other types of literature
information and other data from reports and studies prepared by the Tax
Foundation, including information regarding federal and state tax levels and
the related "Tax Freedom Day."
The Trust also may discuss in advertising and other types of literature
that the Fund has been assigned a rating by an NRRO, such as Standard Poor's
Corporation. Such rating would assess the creditworthiness of the investments
held by the Fund. The assigned rating would not be a recommendation to purchase,
sell or hold the Fund's shares since the rating would not comment on the market
price of the Fund's shares or the suitability of the Fund for a particular
investor. In addition, the assigned rating would be subject to change,
suspension or withdrawal as a result of changes in, or unavailability of,
information relating to the Fund or its investments. The Trust may compare the
performance of each class of shares of the Fund with other investments which are
assigned ratings by NRROs. Any such comparisons may be useful to investors who
wish to compare each class' past performance with other rated investments.
From time to time, the Fund may use the following statements, or
variations thereof, in advertisements and other promotional materials: "Wells
Fargo Bank, as a Shareholder Servicing Agent for the Wells Fargo Funds Trust,
provides various services to its customers that are also shareholders of the
Funds. These services may include access to Wells Fargo Funds Trust's account
information through Automated Teller Machines (ATMs), the placement of purchase
and redemption requests for shares of the Funds through ATMs and the
availability of combined Wells Fargo Bank and Wells Fargo Funds Trust account
statements."
The Trust also may disclose, in advertising and other types of
literature, information and statements that Wells Capital Management, Inc.
(formerly, Wells Fargo Investment Management) a subsidiary of Wells Fargo Bank,
is listed in the top 100 by Institutional Investor magazine in its July 1997
survey "America's Top 300 Money Managers." This survey ranks money managers in
several asset categories. The Trust also may disclose in advertising and other
types of sales literature the assets and categories of assets under management
by the Trust's investment Advisor and the total amount of assets and mutual fund
assets managed by Wells Fargo Bank. As of June 30, 2000, Wells Fargo Bank and
its affiliates managed over $131 billion in assets.
The Trust may disclose in advertising and other types of literature
that investors can open and maintain Sweep Accounts over the Internet or through
other electronic channels (collectively, "Electronic Channels"). Such
advertising and other literature may discuss the investment options available to
investors, including the types of accounts and any applicable fees. Such
advertising and other literature may disclose that Wells Fargo Bank is the first
major bank to offer an on-line application for a mutual fund account that can be
filled out completely through Electronic Channels. Advertising and other
literature may disclose that Wells Fargo Bank may maintain Web sites, pages or
other information sites accessible through Electronic Channels (an "Information
Site") and may describe the contents and features of the Information Site and
instruct investors on how to access the Information Site and open a Sweep
Account. Advertising and other literature may also disclose the procedures
employed by Wells Fargo Bank to secure information provided by investors,
including disclosure and discussion of the tools and services for accessing
Electronic Channels. Such advertising or other literature may include
discussions of the advantages of establishing and maintaining a Sweep Account
through Electronic Channels and testimonials from Wells Fargo Bank customers or
employees and may also include descriptions of locations where product
demonstrations may occur. The Trust may also disclose the ranking of Wells Fargo
Bank as one of the largest money managers in the United States.
DETERMINATION OF NET ASSET VALUE
Net asset value per share for each class of the Fund is determined as
of the close of regular trading (currently 1:00 p.m. (Pacific time), 3:00 p.m.
(Central time), 4:00 p.m. (Eastern time)) on each day the New York Stock
Exchange ("NYSE") is open for business. Expenses and fees, including advisory
fees, are accrued daily and are taken into account for the purpose of
determining the net asset value of the Fund's shares.
Securities of the Fund for which market quotations are available are
valued at latest prices. Any security for which the primary market is an
exchange is valued at the last sale price on such exchange on the day of
valuation or, if there was no sale on such day, the latest bid price quoted on
such day. In the case of other Fund securities, including U.S. Government
securities but excluding money market instruments and debt securities maturing
in 60 days or less, the valuations are based on latest quoted bid prices. Money
market instruments and debt securities maturing in 60 days or less are valued at
amortized cost. Futures contracts will be marked to market daily at their
respective settlement prices determined by the relevant exchange. Prices may be
furnished by a reputable independent pricing service approved by the Trust's
Board of Trustees. Prices provided by an independent pricing service may be
determined without exclusive reliance on quoted prices and may take into account
appropriate factors such as institutional-size trading in similar groups of
securities, yield, quality, coupon rate, maturity, type of issue, trading
characteristics and other market data. All other securities and other assets of
the Fund for which current market quotations are not readily available are
valued at fair value as determined in good faith by the Trust's Board of
Trustees and in accordance with procedures adopted by the Trustees.
ADDITIONAL PURCHASE AND REDEMPTION INFORMATION
Shares of the Fund may be purchased on any day the Fund is open for
business. The Fund is open for business each day the NYSE is open for trading (a
"Business Day"). Currently, the NYSE is closed on New Year's Day, Martin Luther
King, Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence Day,
Labor Day, Thanksgiving Day and Christmas Day (each a "Holiday"). When any
Holiday falls on a weekend, the NYSE typically is closed on the weekday
immediately before or after such Holiday.
Payment for shares may, in the discretion of the advisor, be made in
the form of securities that are permissible investments for the Fund. For
further information about this form of payment please contact the Distributor.
In connection with an in-kind securities payment, the Fund will require, among
other things, that the securities be valued on the day of purchase in accordance
with the pricing methods used by the Fund and that such Fund receives
satisfactory assurances that (i) it will have good and marketable title to the
securities received by it; (ii) that the securities are in proper form for
transfer to the Fund; and (iii) adequate information will be provided concerning
the basis and other matters relating to the securities.
Under the 1940 Act, the Fund may suspend the right of redemption or
postpone the date of payment upon redemption for any period during which the
NYSE is closed (other than customary weekend and holiday closings, or during
which trading is restricted, or during which as determined by the SEC by rule or
regulation) an emergency exists as a result of which disposal or valuation of
portfolio securities is not reasonably practicable, or for such periods as the
SEC may permit. The Trust may also redeem shares involuntarily or make payment
for redemption in securities or other property if it appears appropriate to do
so in light of the Trust's responsibilities under the 1940 Act. In addition, the
Trust may redeem shares involuntarily to reimburse the Fund for any losses
sustained by reason of the failure of a shareholder to make full payment for
shares purchased or to collect any charge relating to a transaction effected for
the benefit of a shareholder which is applicable to shares of the Fund as
provided from time to time in the Prospectus.
PORTFOLIO TRANSACTIONS
The Trust has no obligation to deal with any dealer or group of dealers
in the execution of transactions in portfolio securities. Subject to policies
established by the Trust's Board of Trustees, Wells Fargo Bank is responsible
for the Fund's portfolio decisions and the placing of portfolio transactions. In
placing orders, it is the policy of the Trust to obtain the best results taking
into account the dealer's general execution and operational facilities, the type
of transaction involved and other factors such as the dealer's risk in
positioning the securities involved. While Wells Fargo Bank generally seeks
reasonably competitive spreads or commissions, the Funds will not necessarily be
paying the lowest spread or commission available.
Purchases and sales of non-equity securities usually will be principal
transactions. Portfolio securities normally will be purchased or sold from or to
dealers serving as market makers for the securities at a net price. The Fund
also will purchase portfolio securities in underwritten offerings and may
purchase securities directly from the issuer. Generally, municipal obligations
and taxable money market securities are traded on a net basis and do not involve
brokerage commissions. The cost of executing the Fund's portfolio securities
transactions will consist primarily of dealer spreads and underwriting
commissions. Under the 1940 Act, persons affiliated with the Trust are
prohibited from dealing with the Trust as a principal in the purchase and sale
of securities unless an exemptive order allowing such transactions is obtained
from the SEC or an exemption is otherwise available. The Fund may purchase
securities from underwriting syndicates of which Stephens or Wells Fargo Bank is
a member under certain conditions in accordance with the provisions of a rule
adopted under the 1940 Act and in compliance with procedures adopted by the
Board of Trustees.
Wells Fargo Bank, as Advisor to the Fund, may, in circumstances in
which two or more dealers are in a position to offer comparable results for the
Fund portfolio transaction, give preference to a dealer that has provided
statistical or other research services to Wells Fargo Bank. By allocating
transactions in this manner, Wells Fargo Bank is able to supplement its research
and analysis with the views and information of securities firms. Information so
received will be in addition to, and not in lieu of, the services required to be
performed by Wells Fargo Bank under the Advisory Contracts, and the expenses of
Wells Fargo Bank will not necessarily be reduced as a result of the receipt of
this supplemental research information. Furthermore, research services furnished
by dealers through which Wells Fargo Bank places securities transactions for the
Fund may be used by Wells Fargo Bank in servicing its other accounts, and not
all of these services may be used by Wells Fargo Bank in connection with
advising the Funds.
Portfolio Turnover. The portfolio turnover rate is not a limiting
factor when Wells Fargo Bank deems portfolio changes appropriate. Changes may be
made in the portfolios consistent with the investment objectives and policies of
the Funds whenever such changes are believed to be in the best interests of the
Funds and their shareholders. The portfolio turnover rate is calculated by
dividing the lesser of purchases or sales of portfolio securities by the average
monthly value of the Fund's portfolio securities. For purposes of this
calculation, portfolio securities exclude all securities having a maturity when
purchased of one year or less. Portfolio turnover generally involves some
expenses to the Fund, including brokerage commissions or dealer mark-ups and
other transaction costs on the sale of securities and the reinvestment in other
securities. Portfolio turnover also can generate short-term capital gain tax
consequences. Portfolio turnover rate is not a limiting factor when Wells Fargo
Bank deems portfolio changes appropriate.
FUND EXPENSES
As of the date of this SAI, Wells Fargo Bank is contractually obligated to
reimburse the Fund for some of its operating expenses or to waive a portion
of the fees payable to it in order to maintain a certain operating expense
ratio. The contract remains in effect unless the Board acts to reduce or
eliminate such waivers. Actual waivers will reduce expenses and, accordingly,
have a favorable impact on the Fund's performance.
Except for the expenses borne by Wells Fargo Bank and Stephens, the Trust
bears all costs of its operations, including the compensation of its
Trustees, who are not affiliated with Stephens or Wells Fargo Bank or any of
their affiliates; advisory, shareholder servicing and administration fees;
payments pursuant to any Plan; interest charges; taxes; fees and expenses of
its independent auditors, legal counsel, transfer agent and dividend
disbursing agent; expenses of redeeming shares; expenses of preparing and
printing Prospectuses (except the expense of printing and mailing
Prospectuses used for promotional purposes, unless otherwise payable pursuant
to a Plan), shareholders' reports, notices, proxy statements and reports to
regulatory agencies; insurance premiums and certain expenses relating to
insurance coverage; trade association membership dues; brokerage and other
expenses connected with the execution of portfolio transactions; fees and
expenses of its custodian, including those for keeping books and accounts and
calculating the net asset value per share of the Fund; expenses of
shareholders' meetings; expenses relating to the issuance, registration and
qualification of the Fund's shares; pricing services, organizational expenses
and any extraordinary expenses. Expenses attributable to the Fund are charged
against Fund assets. General expenses of the Trust are allocated among all of
the funds of the Trust, including the Fund, in a manner proportionate to the
net assets of the Fund, on a transactional basis, or on such other basis as
the Trust's Board of Trustees deems equitable.
INCOME TAXES
The following information supplements and should be read in conjunction
with the Prospectus section entitled "Taxes." The Prospectus of the Fund
generally describes the tax treatment of distributions by the Fund. This section
of the SAI includes additional information concerning federal and Nebraska
income taxes.
General. The Trust intends to continue to qualify the Fund as a
regulated investment company under Subchapter M of the Internal Revenue Code of
1986, as amended (the "Code"), as long as such qualification is in the best
interests of the Fund's shareholders. The Fund will be treated as a separate
entity for federal income tax purposes. Thus, the provisions of the Code
applicable to regulated investment companies generally will be applied
separately to the Fund, rather than to the Trust as a whole. In addition,
capital gains, net investment income, and operating expenses will be determined
separately for the Fund. As a regulated investment company, the Fund will not be
taxed on its net investment income and capital gain distributed to its
shareholders.
Qualification as a regulated investment company under the Code
requires, among other things, that the Fund derive at least 90% of its annual
gross income from dividends, interest, certain payments with respect to
securities loans, gains from the sale or other disposition of stock or
securities or foreign currencies (to the extent such currency gains are directly
related to the regulated investment company's principal business of investing in
stock or securities) and other income (including, but not limited to, gains from
options, futures or forward contracts) derived with respect to its business of
investing in such stock, securities or currencies; and (b) diversify its
holdings so that, at the end of each quarter of the taxable year, (i) at least
50% of the market value of the Fund's assets is represented by cash, government
securities and other securities limited in respect of any one issuer to an
amount not greater than 5% of the Fund's assets and 10% of the outstanding
voting securities of such issuer, and (ii) not more than 25% of the value of its
assets is invested in the securities of any one issuer (other than U.S.
Government obligations and the securities of other regulated investment
companies), or in two or more issuers which the Fund controls and which are
determined to be engaged in the same or similar trades or businesses.
The Fund must also distribute or be deemed to distribute to its
shareholders at least 90% of its net investment income (including, for this
purpose, net short-term capital gain) earned in each taxable year. In general,
these distributions must actually or be deemed to be made in the taxable year.
However, in certain circumstances, such distributions may be made in the 12
months following the taxable year. Furthermore, distributions declared in
October, November or December of one taxable year and paid by January 31 of the
following taxable year will be treated as paid by December 31 of the first
taxable year. The Fund intends to pay out substantially all of its net
investment income and net realized capital gains (if any) for each year.
Excise Tax. A 4% nondeductible excise tax will be imposed on the Fund
(other than to the extent of its tax-exempt interest income) to the extent it
does not meet certain minimum distribution requirements by the end of each
calendar year. The Fund intends to actually or be deemed to distribute
substantially all of its net investment income and net capital gains by the end
of each calendar year and, thus, expects not to be subject to the excise tax.
Taxation of Fund Investments. Except as provided herein, gains and
losses on the sale of portfolio securities by the Fund generally be capital
gains and losses. Such gains and losses will ordinarily be long-term capital
gains and losses if the securities have been held by the Fund for more than one
year at the time of disposition of the securities.
Gains recognized on the disposition of a debt obligation purchased by
the Fund at a market discount (generally at a price less than its principal
amount) will be treated as ordinary income to the extent of the portion of
market discount which accrued, but was not previously recognized pursuant to an
available election, during the term the Fund held the debt obligation.
If the Fund enters into a "constructive sale" of any appreciated
position in stock, a partnership interest, or certain debt instruments, the Fund
must recognize gain (but not loss) with respect to that position. For this
purpose, a constructive sale occurs when the Fund enters into one of the
following transactions with respect to the same or substantially identical
property: (i) a short sale; (ii) an offsetting notional principal contract; or
(iii) a futures or forward contract.
Capital Gain Distributions. Distributions which are designated by the
Fund as capital gain distributions will be taxed to shareholders as long-term
term capital gain (to the extent such dividends do not exceed the Fund's actual
net capital gain for the taxable year), regardless of how long a shareholder has
held Fund shares. Such distributions will be designated as capital gain
distributions in a written notice mailed by the Fund to its shareholders not
later than 60 days after the close of the Fund's taxable year.
Disposition of Fund Shares. A disposition of Fund shares pursuant to a
redemption (including a redemption in-kind) or an exchange will ordinarily
result in a taxable capital gain or loss, depending on the amount received for
the shares (or are deemed to receive in the case of an exchange) and the cost of
the shares.
If a shareholder exchanges or otherwise disposes of Fund shares within
90 days of having acquired such shares and if, as a result of having acquired
those shares, the shareholder subsequently pays a reduced sales charge on a new
purchase of shares of the Fund or a different regulated investment company, the
sales charge previously incurred in acquiring the Fund's shares shall not be
taken into account (to the extent such previous sales charges do not exceed the
reduction in sales charges on the new purchase) for the purpose of determining
the amount of gain or loss on the disposition, but will be treated as having
been incurred in the acquisition of such other shares. Also, any loss realized
on a redemption or exchange of shares of the Fund will be disallowed to the
extent that substantially identical shares are acquired within the 61-day period
beginning 30 days before and ending 30 days after the shares are disposed of.
If a shareholder receives a designated capital gain distribution (to be
treated by the shareholder as a long-term capital gain) with respect to any Fund
share and such Fund share is held for six months or less, then (unless otherwise
disallowed) any loss on the sale or exchange of that Fund share will be treated
as a long-term capital loss to the extent of the designated capital gain
distribution. In addition, if a shareholder holds Fund shares for six months or
less, any loss on the sale or exchange of those shares will be disallowed to the
extent of the amount of exempt-interest dividends received with respect to the
shares. The Treasury Department is authorized to issue regulations reducing the
six months holding requirement to a period of not less than the greater of 31
days or the period between regular dividend distributions where the Fund
regularly distributes at least 90% of its net tax-exempt interest, if any. No
such regulations have been issued as of the date of this SAI. The loss
disallowance rules described in this paragraph do not apply to losses realized
under a periodic redemption plan.
Federal Income Tax Rates. As of the printing of this SAI, the maximum
individual tax rate applicable to ordinary income is 39.6% (marginal tax rates
may be higher for some individuals to reduce or eliminate the benefit of
exemptions and deductions); the maximum individual marginal tax rate applicable
to net capital gain is 20%; and the maximum corporate tax rate applicable to
ordinary income and net capital gain is 35% (marginal tax rates may be higher
for some corporations to reduce or eliminate the benefit of lower marginal
income tax rates). Naturally, the amount of tax payable by an individual or
corporation will be affected by a combination of tax laws covering, for example,
deductions, credits, deferrals, exemptions, sources of income and other matters.
Backup Withholding. The Trust may be required to withhold, subject to
certain exemptions, at a rate of 31% ("backup withholding") on all distributions
and redemption proceeds (including proceeds from exchanges and redemptions
in-kind) paid or credited to an individual Fund shareholder, unless the
shareholder certifies that the "taxpayer identification number" ("TIN") provided
is correct and that the shareholder is not subject to backup withholding, or the
IRS notifies the Trust that the shareholder's TIN is incorrect or that the
shareholder is subject to backup withholding. Such tax withheld does not
constitute any additional tax imposed on the shareholder, and may be claimed as
a tax payment on the shareholder's Federal income tax return. An investor must
provide a valid TIN upon opening or reopening an account. Failure to furnish a
valid TIN to the Trust also could subject the investor to penalties imposed by
the IRS.
Foreign Shareholders. Under the Code, distributions attributable to income
on taxable investments, net short-term capital gain and certain other items
realized by the Fund and paid to a nonresident alien individual, foreign trust
(i.e., trust which a U.S. court is able to exercise primary supervision over
administration of that trust and one or more U.S. persons have authority to
control substantial decisions of that trust), foreign estate (i.e., the income
of which is not subject to U.S. tax regardless of source), foreign corporation,
or foreign partnership (each, a "foreign shareholder") will be subject to U.S.
withholding tax (at a rate of 30% or a lower treaty rate, if applicable).
Withholding will not apply if a distribution paid by the Fund to a foreign
shareholder is "effectively connected" with a U.S. trade or business (or, if an
income tax treaty applies, is attributable to a U.S. permanent establishment of
the foreign shareholder), in which case the reporting and withholding
requirements applicable to U.S. persons will apply. Capital gain distributions
generally are not subject to tax withholding.
New Regulations. On October 6, 1997, the Treasury Department issued new
regulations (the "New Regulations") which make certain modifications to the
backup withholding, U.S. income tax withholding and information reporting rules
applicable to foreign shareholders. The New Regulations will generally be
effective for payments made after December 31, 2000, subject to certain
transition rules. Among other things, the New Regulations will permit the Funds
to estimate the portion of their distributions qualifying as capital gain
distributions for purposes of determining the portion of such distributions paid
to foreign shareholders that will be subject to federal income tax withholding.
Prospective investors are urged to consult their own tax advisors regarding the
New Regulations.
Tax-Exempt Investors and Tax-Deferred Plans. Shares of the Fund would
not be suitable investments for tax-exempt institutions and may not be suitable
for retirement plans qualified under Section 401 of the Code, H.R. 10 plans and
IRAs, since such plans and accounts are generally tax-exempt and, therefore,
would not benefit from the exempt status of dividends from the Fund. Such
dividends may ultimately be taxable to the beneficiaries when distributed to
them.
Additional Considerations for the Nebraska Tax-Free Fund. Individuals,
trusts, estates and corporations subject to the Nebraska income tax will not be
subject to such tax on dividends paid by the Nebraska Tax-Free Fund so long as
the Fund continues as a regulated investment company and to the extent that such
dividends qualify as exempt-interest dividends and are attributable to (i)
interest earned on Nebraska municipal securities to the extent that such
interest is specifically exempt from the Nebraska income tax and the Nebraska
alternative minimum tax; or (ii) interest on obligations of the United States or
its territories and possessions to the extent included in federal adjusted gross
income but exempt from state income taxes under the laws of the United States.
Distributions, characterized as long-term capital gains for federal income tax
purposes will generally receive the same characterization for Nebraska tax
purposes. Additionally, if a shareholder is subject to the Nebraska financial
institutions' franchise tax, fund dividends may effect the determination of such
shareholder's franchise tax.
All shareholders of the Nebraska Tax-Free Fund should consultant their
own tax advisors about other State and local tax consequences of their
investment in the Fund.
Other Matters. Investors should be aware that the investments to be
made by the Fund may involve sophisticated tax rules that may result in income
or gain recognition by the Fund without corresponding current cash receipts.
Although the Fund will seek to avoid significant noncash income, such noncash
income could be recognized by the Fund, in which case the Fund may distribute
cash derived from other sources in order to meet the minimum distribution
requirements described above.
The foregoing discussion and the discussions in the Prospectus
applicable to each shareholder address only some of the federal income and
Nebraska tax considerations generally affecting investments in the Fund. Each
investor is urged to consult his or her tax advisor regarding specific questions
as to federal, state, local and foreign taxes.
CAPITAL STOCK
The Fund is one of the funds in the Wells Fargo Funds Trust family of
funds. The Trust was organized as a Delaware business trust on March 10, 1999.
Most of the Trust's funds are authorized to issue multiple classes of
shares, one class generally subject to a front-end sales charge and, in some
cases, classes subject to a contingent-deferred sales charge, that are offered
to retail investors. Certain of the Trust's funds also are authorized to issue
other classes of shares, which are sold primarily to institutional investors.
Each share in the Fund represents an equal, proportionate interest in the Fund
with other shares. Please contact Shareholder Services at 1-800-222-8222 if you
would like additional information about other funds offered.
All shares of the Fund have equal voting rights and will be voted in
the aggregate, and not by series, except where voting by a series is required by
law or where the matter involved only affects one series. For example, a change
in the Fund's fundamental investment policy affects only one series and would be
voted upon only by shareholders of the Fund involved. Additionally, approval of
an advisory contract, since it affects only one Fund, is a matter to be
determined separately by Series. Approval by the shareholders of one Series is
effective as to that Series whether or not sufficient votes are received from
the shareholders of the other Series to approve the proposal as to those Series.
As used in the Prospectus and in this SAI, the term "majority," when
referring to approvals to be obtained from shareholders of a Class of shares of
the Fund, means the vote of the lesser of (i) 67% of the shares of the Class
represented at a meeting if the holders of more than 50% of the outstanding
shares of the Class are present in person or by proxy, or (ii) more than 50% of
the outstanding shares of the Class of the Fund. The term "majority," when
referring to approvals to be obtained from shareholders of the Fund, means the
vote of the lesser of (i) 67% of the shares of the Fund represented at a meeting
if the holders of more than 50% of the outstanding shares of the Fund are
present in person or by proxy, or (ii) more than 50% of the outstanding shares
of the Fund. The term "majority," when referring to the approvals to be obtained
from shareholders of the Trust as a whole, means the vote of the lesser of (i)
67% of the Trust's shares represented at a meeting if the holders of more than
50% of the Trust's outstanding shares are present in person or by proxy, or (ii)
more than 50% of the Trust's outstanding shares.
Shareholders are not entitled to any preemptive rights. All shares are
issued in uncertificated form only, and, when issued, will be fully paid and
non-assessable by the Trust. The Trust may dispense with an annual meeting of
shareholders in any year in which it is not required to elect Trustees under the
1940 Act.
Each share of the Fund represents an equal proportional interest in the
Fund with each other share and is entitled to such dividends and distributions
out of the income earned on the assets belonging to the Fund as are declared in
the discretion of the Trustees. In the event of the liquidation or dissolution
of the Trust, shareholders of the Fund are entitled to receive the assets
attributable to that Fund that are available for distribution, and a
distribution of any general assets not attributable to a particular Fund or
portfolio that are available for distribution in such manner and on such basis
as the Trustees in their sole discretion may determine.
Set forth below, as of July 24, 2000, is the name, address and share
ownership of each person known by the Trust to have beneficial or record
ownership of 5% or more of a class of the Fund or 5% or more of the voting
securities as a whole. The term "N/A" is used where a shareholder holds 5% or
more of a class, but less than 5% of the Fund as a whole.
5% Ownership AS OF JULY 24, 2000
Type of Percentage
Fund Name and Address Ownership of Class
NEBRASKA TAX-FREE
Institutional Class Stephens Inc. Record 100%
111 Center Street, Suite 300
Little Rock, AR 72201
For purposes of the 1940 Act, any person who owns directly or through one or
more controlled companies more than 25% of the voting securities of a company
is presumed to "control" such company. Accordingly, to the extent that a
shareholder identified in the foregoing table is identified as the beneficial
holder of more than 25% of a class (or Fund), or is identified as the holder
of record of more than 25% of a class (or Fund) and has voting and/or
investment powers, it may be presumed to control such class (or Fund).
OTHER
The Trust's Registration Statement, including the Prospectus and SAI for the
Funds and the exhibits filed therewith, may be examined at the office of the
U.S. Securities and Exchange Commission in Washington, D.C. Statements
contained in the Prospectus or the SAI as to the contents of any contract or
other document referred to herein or in the Prospectus are not necessarily
complete, and, in each instance, reference is made to the copy of such
contract or other document filed as an exhibit to the Registration Statement,
each such statement being qualified in all respects by such reference.
COUNSEL
Morrison & Foerster LLP, 2000 Pennsylvania Avenue, N.W., Suite 5500,
Washington, D.C. 20006, as counsel for the Trust, has rendered its opinion as
to certain legal matters regarding the due authorization and valid issuance
of the shares of beneficial interest being sold pursuant to the Fund's
Prospectus.
INDEPENDENT AUDITORS
KPMG LLP has been selected as the independent auditors for the Trust. KPMG
LLP provides audit services, tax return preparation and assistance and
consultation in connection with review of certain SEC filings. KPMG LLP's
address is Three Embarcadero Center, San Francisco, California 94111.
<PAGE>
A-2
APPENDIX
The following is a description of the ratings given by Moody's and S&P
to corporate and municipal bonds, municipal notes, and corporate and municipal
commercial paper.
Corporate Bonds
Moody's: The four highest ratings for corporate bonds are "Aaa," "Aa,"
"A" and "Baa." Bonds rated "Aaa" are judged to be of the "best quality" and
carry the smallest amount of investment risk. Bonds rated "Aa" are of "high
quality by all standards," but margins of protection or other elements make
long-term risks appear somewhat greater than "Aaa" rated bonds. Bonds rated "A"
possess many favorable investment attributes and are considered to be upper
medium grade obligations. Bonds rated "Baa" are considered to be medium grade
obligations; interest payments and principal security appear adequate for the
present, but certain protective elements may be lacking or may be
characteristically unreliable over any great length of time. Such bonds lack
outstanding investment characteristics and in fact have speculative
characteristics as well. Moody's also applies numerical modifiers in its rating
system: 1, 2 and 3 in each rating category from "Aa" through "Baa" in its rating
system. The modifier 1 indicates that the security ranks in the higher end of
its category; the modifier 2 indicates a mid-range ranking; and the modifier 3
indicates that the issue ranks in the lower end.
S&P: The four highest ratings for corporate and municipal bonds are
"AAA," "AA," "A" and "BBB." Bonds rated "AAA" have the "highest rating" assigned
by S&P and have "an extremely strong capacity" to pay interest and repay
principal. Bonds rated "AA" have a "very strong capacity" to pay interest and
repay principal and "differ from the highest rated obligations only in small
degree." Bonds rated "A" have a "strong capacity" to pay interest and repay
principal, but are "somewhat more susceptible" to adverse effects of changes in
economic conditions or other circumstances than bonds in higher rated
categories. Bonds rated "BBB" are regarded as having "adequate protection
parameters" to pay interest and repay principal, but changes in economic
conditions or other circumstances are more likely to lead to a "weakened
capacity" to make such repayments. The ratings from "AA" to "BBB" may be
modified by the addition of a plus or minus sign to show relative standing
within the category.
Commercial Paper
Moody's: The highest rating for commercial paper is "P-1" (Prime-1). Issuers
rated "P-1" have a "superior ability for repayment of senior short-term debt
obligations." Issuers rated "P-2" (Prime-2) "have a strong capacity for
repayment of senior short-term debt obligations," but earnings trends, while
sound, will be subject to more variation.
<PAGE>
S&P: The "A-1" rating for commercial paper is rated "in the highest category"
by S&P and "the obligor's capacity to meet its financial commitment on the
obligation is strong." The "A-1+" rating indicates that said capacity is
"extremely strong." The A-2 rating indicates that said capacity is
"satisfactory," but that corporate and municipal commercial paper rated "A-2"
is "more susceptible" to the adverse effects of changes in economic
conditions or other circumstances than commercial paper rated in higher
rating categories.
<PAGE>
C-6
WELLS FARGO FUNDS TRUST
File Nos. 333-74295; 811-09253
PART C
OTHER INFORMATION
Item 23. Exhibits.
--------
Exhibit
Number Description
(a) - Amended and Restated Declaration of Trust,
incorporated by reference to Post-Effective
Amendment No. 8, filed December 17, 1999.
(b) - Not applicable.
(c) - Not applicable.
(d)(1)(i) - Investment Advisory Agreement with Wells Fargo
Bank, N.A., incorporated by reference to
Post-Effective Amendment No. 8, filed December 17, 1999.
(ii) - Fee and Expense Agreement between Wells Fargo Funds Trust and Wells Fargo Bank, N.A.
(2)(i) - Sub-Advisory Contract with Barclays Global Fund Advisors, incorporated by reference to
Post-Effective Amendment No. 8, filed December 17, 1999.
(ii) - Sub-Advisory Contract with Galliard Capital Management, Inc., incorporated by reference to
Post-Effective Amendment No. 8, filed December 17, 1999.
(iii) - Sub-Advisory Contract with Peregrine Capital Management, Inc., incorporated by reference to
Post-Effective Amendment No. 8, filed December 17, 1999.
(iv) - Sub-Advisory Contract with Schroder Capital Management, Inc., incorporated by reference to
Post-Effective Amendment No. 8, filed December 17, 1999.
(v) - Sub-Advisory Contract with Smith Asset Management, L.P., filed herewith.
(vi) - Form of Sub-Advisory Contract with Wells Capital Management, Inc., incorporated by reference to
Post-effective Amendment No. 1, filed May 28, 1999.
(e)(i) - Form of Distribution Agreement along with Form of Selling Agreement, incorporated by reference to
Post-effective Amendment No. 1, filed May 28, 1999.
(ii) - Distribution Plan, incorporated by reference to Post-Effective Amendment No. 8, filed December 17,
1999.
(f) - Not applicable.
(g)(1) - Custody Agreement with Barclays Global Investors, N.A., incorporated by reference to Post-Effective
Amendment No. 8, filed December 17, 1999.
(2) - Custody Agreement with Norwest Bank Minnesota, N.A., incorporated by reference to Post-Effective
Amendment No. 8, filed December 17, 1999.
(3) - Securities Lending Agreement by and among Wells Fargo Funds Trust, Wells
Fargo Bank, N.A. and Norwest Bank Minnesota, N.A., incorporated by reference to Post-Effective
Amendment No. 8, filed December 17, 1999.
(h)(1) - Administration Agreement with Wells Fargo Bank, N.A., incorporated by reference to Post-Effective
Amendment No. 8, filed December 17, 1999.
(2)(i) - Fund Accounting Agreement, incorporated by reference to Post-Effective Amendment No. 9, filed
February 1, 2000.
(3) - Transfer Agency and Service Agreement with Boston Financial Data Services, Inc., incorporated by
reference to Post-Effective Amendment No. 8, filed December 17, 1999.
(4) - Shareholder Servicing Plan, incorporated by reference to Post-Effective Amendment No. 8, filed
December 17, 1999.
(5) - Form of Shareholder Servicing Agreement, incorporated by reference to Post-Effective Amendment
No. 8, filed December 17, 1999.
(i) - Legal Opinion, filed herewith.
(j)(1) - Power of Attorney, Robert C. Brown
(2) - Power of Attorney, Donald H. Burkhardt
(3) - Power of Attorney, Jack S. Euphrat
(4) - Power of Attorney, Thomas S. Goho
(5) - Power of Attorney, Peter G. Gordon
(6) - Power of Attorney, W. Rodney Hughes
(7) - Form of Power of Attorney, Richard M. Leach
(8) - Power of Attorney, J. Tucker Morse
(9) - Power of Attorney, Timothy J. Perry
(10) - Power of Attorney, Donald C. Willeke
(11) - Power of Attorney, Michael J. Hogan
(12) - Power of Attorney, Karla M. Rabusch
(k) - Not applicable.
(l) - Not applicable.
(m) - Rule 12b-1 Plan, incorporated by reference to Post-effective Amendment No. 8, filed December
17, 1999.
(n) - Rule 18f-3 Plan, incorporated by reference to Post-Effective Amendment No. 8, filed December
17, 1999.
(p) - Code of Ethics, filed herewith.
Item 24. Persons Controlled by or Under Common Control with the Fund.
-----------------------------------------------------------
Registrant believes that no person is controlled by or under
common control with Registrant.
Item 25. Indemnification.
---------------
Article V of the Registrant's Declaration of Trust limits the
liability and, in certain instances, provides for mandatory indemnification of
the Registrant's trustees, officers, employees, agents and holders of beneficial
interests in the Trust and its four Funds. In addition, the Trustees are
empowered under Section 3.9 of the Registrant's Declaration of Trust to obtain
such insurance policies as they deem necessary.
Item 26. Business and Other Connections of Investment Adviser.
----------------------------------------------------
(a) Wells Fargo Bank, N.A. ("Wells Fargo Bank"), a wholly owned
subsidiary of Wells Fargo & Company, serves as investment adviser to all of the
Registrant's investment portfolios, and to certain other registered open-end
management investment companies. Wells Fargo Bank's business is that of a
national banking association with respect to which it conducts a variety of
commercial banking and trust activities.
To the knowledge of Registrant, none of the directors or
executive officers of Wells Fargo Bank is or has been at any time during the
past two fiscal years engaged in any other business, profession, vocation or
employment of a substantial nature, except that certain executive officers also
hold various positions with and engage in business for Wells Fargo & Company.
(b) Barclays Global Fund Advisors ("BGFA"), a wholly-owned
subsidiary of Barclays Global Investors, N.A. ("BGI", formerly, Wells Fargo
Institutional Trust Company), serves as an advisor or sub-adviser to various
Funds of the Trust and as adviser or sub-adviser to certain other open-end
management investment companies. The description of BGFA in Parts A and B of
this Registration Statement is incorporated by reference herein. The directors
and officers of BGFA also serve as directors or officers of BGI. To the
knowledge of the Registrant, none of the directors or executive officers of BGFA
is or has been at any time during the past two fiscal years engaged in any other
business, profession, vocation or employment of a substantial nature.
(c) Wells Capital Management Incorporated, a wholly-owned
subsidiary of Wells Fargo Bank, N.A., serves as sub-adviser to various Funds of
the Trust. The description of Wells Capital Management ("WCM") in Parts A and B
of this Registration Statement is incorporated by reference in Parts A and B of
this Registration Statement is incorporated by reference herein. None of the
directors and principal executive officers of WCM serves, or has served in the
past two fiscal years, in such capacity for any other entity.
(d) Peregrine Capital Management, Inc., a subsidiary of Wells Fargo Bank,
N.A., serves as sub-adviser to various Funds of the Trust. The description of
Peregrine Capital Management, Inc. ("Peregrine") in Parts A and B of the
Registration Statement, is incorporated by reference herein. The following are
the directors and principal executive officers of Peregrine who serve in similar
capacities of a substantial nature for other entities.
Principal Business(es)
at Least the Last
Name Position Two Fiscal Years
James R. Campbell President, Chief Executive Norwest Bank Minnesota, N.A.
Director Officer, Director 6th & Marquette
Minneapolis, MN 55479-0116
(e) Schroder Investment Management North America Inc., serves as
sub-adviser to various Funds of the Trust. The description of Schroder
Investment Management North America Inc. ("SIMNA") in Parts A and B of the
Registration Statement are incorporated by reference herein. The address is 787
Seventh Avenue, 34th Floor, New York, NY 10019. Schroder Capital Management
International Limited ("Schroder Ltd.") is a United Kingdom affiliate of SIMNA
which provides investment management services to international clients located
principally in the United States. Schroder Ltd. and Schroders p.l.c. are located
at 31 Gresham St., London ECZV 7QA, United Kingdom. To the knowledge of the
Registrant, none of the directors or executive officers of this sub-adviser is
or has been at any time during the last two fiscal years engaged in any other
business, profession, vocation or employment of a substantial nature, except
that certain executive officers also hold various positions with and engage in
business for Wells Fargo & Company.
(f) Galliard Capital Management, Inc., serves as sub-adviser to
various Funds of the Trust. The descriptions of Galliard Capital Management,
Inc. ("Galliard") in Parts A and B of the Registration Statement, are
incorporated by reference herein. The address of Galliard is LaSalle Plaza,
Suite 2060, 800 LaSalle Avenue, Minneapolis, Minnesota 55479. To the knowledge
of the Registrant, none of the directors or executive officers of this
sub-adviser is or has been at any time during the last two fiscal years engaged
in any other business, profession, vocation or employment of a substantial
nature.
(g) Smith Asset Management, L.P., serves as sub-adviser to
various Funds of the Trust. The descriptions of Smith Asset Management, L.P.
("Smith") in Parts A and B, of the Registration Statement, are incorporated by
reference herein. The address of Smith is 300 Crescent Court, Suite 750, Dallas,
Texas 75201. To the knowledge of the Registrant, none of the directors or
executive officers of this sub-adviser is or has been at any time during the
last two fiscal years engaged in any other business, profession, vocation or
employment of a substantial nature.
Item 27. Principal Underwriters.
----------------------
(a) Stephens Inc. ("Stephens"), distributor for the Registrant, does not
presently act as investment adviser for any other registered investment
companies, but does act as principal underwriter for MasterWorks Funds Inc.,
Stagecoach Funds, Inc. and Stagecoach Trust, Nations Fund, Inc., Nations Fund
Trust, Nations Fund Portfolios, Inc., Nations LifeGoal Funds, Inc. and Nations
Institutional Reserves, and Wells Fargo Variable Trust, Wells Fargo Core Trust
and Wells Fargo Funds Trust and is the exclusive placement agent for Master
Investment Portfolio, all of which are registered open-end management investment
companies.
(b) Information with respect to each director and officer of the
principal underwriter is incorporated by reference to Form ADV and Schedules A
and D thereto, filed by Stephens with the Securities and Exchange Commission
pursuant to the Investment Advisors Act of 1940 (file No. 501-15510).
(c) Not applicable.
Item 28. Location of Accounts and Records.
--------------------------------
(a) The Registrant maintains accounts, books and other documents
required by Section 31(a) of the Investment Company Act of 1940 and the rules
thereunder (collectively, "Records") at the offices of Stephens Inc., 111 Center
Street, Little Rock, Arkansas 72201.
(b) Wells Fargo Bank maintains all Records relating to its
services as investment adviser and administrator at 525 Market Street, San
Francisco, California 94105.
(c) BGFA and BGI maintains all Records relating to their services
as sub-adviser and custodian, respectively, at 45 Fremont Street, San Francisco,
California 94105.
(d) Stephens maintains all Records relating to its services as distributor at 111 Center Street,
Little Rock, Arkansas 72201.
(e) Wells Fargo Bank Minnesota, N.A. maintains all Records relating to its services as custodian at 6th &
Marquette, Minneapolis, Minnesota 55479-0040.
(f) Wells Capital Management Incorporated maintains all Records
relating to its services as investment sub-adviser at 525 Market Street, San
Francisco, California 94105.
(g) Peregrine Capital Management, Inc. maintains all Records relating to its services as investment sub-adviser
at 800 LaSalle Avenue, Minneapolis, Minnesota 55479.
(h) Galliard Capital Management, Inc. ("Galliard") maintains all Records relating to its services as investment
sub-adviser at 800 LaSalle Avenue, Suite 2060, Minneapolis, Minnesota 55479.
(i) Smith Asset Management Group, LP maintains all Records
relating to its services as investment sub-adviser at 500 Crescent Court, Suite
250, Dallas, Texas 75201.
(j) Schroder Investment Management, North America Inc. maintains all Records relating to its services as investment
sub-adviser at 787 Seventh Avenue, New York, New York 10019.
Item 29. Management Services.
-------------------
Other than as set forth under the captions "Organization and
Management of the Funds"" in the Prospectus constituting Part A of this
Registration Statement and "Management" in the Statement of Additional
Information constituting Part B of this Registration Statement, the Registrant
is not a party to any management-related service contract.
Item 30. Undertakings. Not applicable.
------------
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this Amendment to
its Registration Statement to be signed on its behalf by the undersigned,
thereto duly authorized in the City of San Francisco, State of California on the
10th day of May, 2000.
WELLS FARGO FUNDS TRUST
By /s/ Dorothy A. Peters
Dorothy A. Peters
Assistant Secretary
(Attorney-in-Fact for Principal Financial Officer)
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment No. 10 to its Registration Statement on Form N-1A has
been signed below by the following persons in the capacities and on the date
indicated:
Signature Title Date
* Trustee
Robert C. Brown
* Trustee
Donald H. Burkhardt
* Trustee
Jack S. Euphrat
* Trustee
Thomas S. Goho
* Trustee
Peter G. Gordon
* Trustee
W. Rodney Hughes
* Trustee
Richard M. Leach
* Trustee
J. Tucker Morse
* Trustee
Timothy J. Penny
Trustee
Donald C. Willeke
*By: /s/ Dorothy A. Peters
Dorothy A. Peters
As Attorney-in-Fact
May 10, 2000
<PAGE>
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
Registrant has duly caused this Amendment to its Registration Statement on Form
N-1A to be signed on its behalf by the undersigned, thereto duly authorized in
the City of Little Rock, State of Arkansas on the 10th day of May, 2000.
WELLS FARGO CORE TRUST
By /s/ Dorothy A. Peters
Dorothy A. Peters
Assistant Secretary
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to its Registration Statement on Form N-1A has been signed below by
the following persons in the capacities and on the date indicated:
Signature Title Date
* Trustee
- ------------------------------------
(Robert C. Brown)
* Trustee
- ------------------------------------
(Jack S. Euphrat)
* Trustee
- ------------------------------------
(Thomas S. Goho)
* Trustee
- ------------------------------------
(Peter Gordon)
* Trustee
- ------------------------------------
(W. Rodney Hughes)
* Trustee
- ------------------------------------
(J. Tucker Morse)
* Trustee
- ------------------------------------
(Donald H. Burkhardt)
* Trustee
- ------------------------------------
(Richard M. Leach)
* Trustee
- ------------------------------------
(Timothy J. Penny)
Trustee
- ------------------------------------
(Donald C. Willeke)
By /s/ Dorothy A. Peters 5/10/00
---------------------------------
Dorothy A. Peters
As Attorney-in-Fact
May 10, 2000
<PAGE>
WELLS FARGO FUNDS TRUST
FILE NOS. 333-74295; 811-09253
EXHIBIT INDEX
Exhibit Number Description
EX-99.B(i) Opinion and Consent of Counsel
EX-99.B(j)(1) Power of Attorney, Robert C. Brown
(2) Power of Attorney, Donald H. Burkhardt
(3) Power of Attorney, Jack S. Euphrat
(4) Power of Attorney, Thomas S. Goho
(5) Power of Attorney, Peter G. Gordon
(6) Power of Attorney, W. Rodney Hughes
(7) Form of Power of Attorney, Richard M. Leach
(8) Power of Attorney, J. Tucker Morse
(9) Power of Attorney, Timothy J. Perry
(10) Power of Attorney, Donald C. Willeke
(11) Power of Attorney, Michael J. Hogan
(12) Power of Attorney, Karla M. Rabusch
EX-99.B(p)(1) Code of Ethics
<PAGE>
[GRAPHIC OMITTED][GRAPHIC OMITTED]
dc-205790
[GRAPHIC OMITTED][GRAPHIC OMITTED]
May 10, 2000
Wells Fargo Funds Trust
111 Center Street
Little Rock, Arkansas 72201
Re: Shares of Beneficial Interests of
Wells Fargo Funds Trust
Ladies/Gentlemen:
We refer to the Registration Statement on Form N-1A (SEC File Nos.
333-74295 and 811-09253) (the "Registration Statement") of Wells Fargo Funds
Trust (the "Trust") relating to the registration of an indefinite number of
shares of beneficial interest of the Trust (collectively, the "Shares").
We have been requested by the Trust to furnish this opinion as
Exhibit (i) to the Registration Statement.
We have examined documents relating to the organization of the
Trust and its series and the authorization and issuance of Shares of its series.
Based upon and subject to the foregoing, we are of the opinion
that:
The issuance and sale of the Shares by the Trust has been duly and
validly authorized by all appropriate action of the trust, and assuming delivery
by sale or in accord with the Trust's dividend reinvestment plan in accordance
with the description set forth in the Funds' current prospectuses under the
Securities Act of 1933, as amended, the Shares will be legally issued, fully
paid and nonassessable by the Trust.
<PAGE>
We consent to the inclusion of this opinion as an exhibit to the
Registration Statement.
In addition, we hereby consent to the use of our name and to the
reference to the description of advice rendered by our firm under the heading
"Counsel" in the Statement of Additional Information, which is included as part
of the Registration Statement.
Very truly yours,
/s/ Morrison & Foerster LLP
MORRISON & FOERSTER LLP
<PAGE>
EX-99.B(j)(1)
POWER OF ATTORNEY
Robert C. Brown, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ Robert C. Brown
Robert C. Brown
<PAGE>
EX-99.B(j)(2)
POWER OF ATTORNEY
Donald H. Burkhardt, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ Donald H. Burkhardt
Donald H. Burkhardt
<PAGE>
EX-99.B(j)(3)
POWER OF ATTORNEY
Jack S. Euphrat, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ Jack S. Euphrat
Jack S. Euphrat
<PAGE>
EX-99.B(j)(4)
POWER OF ATTORNEY
Thomas S. Goho, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ Thomas S. Goho
Thomas S. Goho
<PAGE>
EX-99.B(j)(5)
POWER OF ATTORNEY
Peter G. Gordon, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ Peter G. Gordon
Peter G. Gordon
<PAGE>
EX-99.B(j)(6)
POWER OF ATTORNEY
W. Rodney Hughes, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ W. Rodney Hughes
W. Rodney Hughes
<PAGE>
EX-99.B(j)(7)
POWER OF ATTORNEY
Richard M. Leach, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
Richard M. Leach
<PAGE>
EX-99.B(j)(8)
POWER OF ATTORNEY
J. Tucker Morse, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ J. Tucker Morse
J. Tucker Morse
<PAGE>
EX-99.B(j)(9)
POWER OF ATTORNEY
Timothy J. Penny, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ Timothy J. Penny
Timothy J. Penny
<PAGE>
EX-99.B(j)(10)
POWER OF ATTORNEY
Donald C. Willeke, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his
true and lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as a trustee
any and all such amendments filed with the SEC and any other instruments or
documents related thereto, and the undersigned does hereby ratify and confirm
all that said attorneys-in-fact and agents shall do or cause to be done by
virtue thereof.
Effective Date:
May 9, 2000
/s/ Donald C. Willeke
Donald C. Willeke
<PAGE>
EX-99.B(j)(11)
POWER OF ATTORNEY
Michael J. Hogan, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, C. David Messman, Dorothy A.
Peters, Karla M. Rabusch, Amy Van Der Schouw and William Ying, his true and
lawful attorneys-in-fact and agents, each individually, with power of
substitution or resubstitution, to do any and all acts and things and to execute
any and all instruments which said attorneys and agents, each individually, may
deem necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as the
President and/or principal executive officer of the Trust any and all such
amendments filed with the SEC and any other instruments or documents related
thereto, and the undersigned does hereby ratify and confirm all that said
attorneys-in-fact and agents shall do or cause to be done by virtue thereof.
Effective Date:
May 9, 2000
/s/ Michael J. Hogan
Michael J. Hogan
<PAGE>
EX-99.B(j)(12)
POWER OF ATTORNEY
Karla M. Rabusch, whose signature appears below, does hereby
constitute and appoint Christopher Bellonzi, Michael J. Hogan, C. David Messman,
Dorothy A. Peters, Amy Van Der Schouw and William Ying, her true and lawful
attorneys-in-fact and agents, each individually, with power of substitution or
resubstitution, to do any and all acts and things and to execute any and all
instruments which said attorneys and agents, each individually, may deem
necessary or advisable or which may be required to enable Wells Fargo Funds
Trust (the "Trust"), to comply with the Investment Company Act of 1940, as
amended, and the Securities Act of 1933, as amended ("Acts"), and any rules,
regulations or requirements of the Securities and Exchange Commission ("SEC") in
respect thereof, including in connection with the filing and effectiveness of
the Trust's Registration Statement on Form N-1A pursuant to said Acts, including
specifically, but without limiting the generality of the foregoing, the power
and authority to sign in the name and on behalf of the undersigned as Treasurer
and/or principal financial officer of the Trust any and all such amendments
filed with the SEC and any other instruments or documents related thereto, and
the undersigned does hereby ratify and confirm all that said attorneys-in-fact
and agents shall do or cause to be done by virtue thereof.
Effective Date:
May 9, 2000
/s/ Karla M. Rabusch
Karla M. Rabusch
<PAGE>
dc-207068 26
EX-99.B(p)
WELLS FARGO FUNDS TRUST
WELLS FARGO VARIABLE TRUST
WELLS FARGO CORE TRUST
JOINT CODE OF ETHICS
Adopted Under Rule 17j-1
The Wells Fargo Funds Trust, the Wells Fargo Variable Trust and the
Wells Fargo Core Trust (including the Core Trust's "feeder funds" that are
advised or administered by Wells Fargo Bank or an affiliate thereof) (each a
"Fund" and, together, the "Funds") are confident that their officers and
trustees act with integrity and good faith. The Funds recognize, however, that
personal interests may conflict with the Funds' interests where officers or
trustees:
o Know about present or future portfolio transactions, or o Have the power to
influence portfolio transactions; and o Engage in personal transactions in
securities.
In an effort to prevent these conflicts and in accordance with Rule
17j-1(b)(1) under the Investment Company Act of 1940 (the "1940 Act"), the Funds
have adopted this Joint Code of Ethics (the "Code") to prohibit transactions
that create, may create, or appear to create conflicts of interest, and to
establish reporting requirements and enforcement procedures. Although the Funds
have adopted the Code jointly pursuant to Rule 17j-1(b)(1) under the 1940 Act,
each Fund is responsible for implementing the Code on behalf of, and for
compliance therewith by, its own "access persons" as defined under Rule 17j-1.
I. About this Code of Ethics.
This Code sets forth in the attached sections specific prohibitions on
securities transactions and reporting requirements that apply to Fund officers
and trustees. The prohibitions and requirements that apply to each person
covered by this Code are included under Section III (General Principles) and
Section IV (Required Course of Conduct). For your specific reporting
requirements, please refer to Part A or B, as indicated below. Definitions of
underlined terms are included in Appendix A.
o Independent trustees Part A o Interested trustees, Fund officers and natural
control persons Part B
<PAGE>
11
The remainder of this Code sets forth review, enforcement and
recordkeeping responsibilities (Sections V and VI), obligations of investment
advisers, administrators and distributors (Section VII), and miscellaneous
information (Section VIII).
<PAGE>
II. Who is covered by the Code of Ethics?
o All Fund officers and Special Purpose Investment Personnel; o All trustees,
both interested and independent; and
o Natural persons in a control relationship with a Fund
who obtain information concerning recommendations
made to a portfolio of a Fund (a "Portfolio") about
the purchase or sale of a security.
III. Statement of General Principles.
In recognition of the trust and confidence placed in the Funds by their
shareholders, and because the Funds believe that their operations should benefit
their shareholders, the Funds have adopted the following general principles to
guide its trustees and officers.
(1) Our shareholders' interests are paramount. You must place shareholder interests before your own.
(2) You must accomplish all personal securities transactions in a manner that avoids even the appearance of a
conflict of your personal interests with those of the Funds and their shareholders.
(3) You must avoid actions or activities that allow (or appear to allow) you or your family to profit or
benefit from your position with a Fund, or that bring into question your independence or judgment.
IV. Required Course of Conduct.
(1) Prohibition Against Fraud, Deceit and Manipulation.
You cannot, in connection with the purchase or sale, directly
or indirectly, of a security held or to be acquired by any
Portfolio:
(A) employ any device, scheme or artifice to defraud any Portfolio;
(B) make to a Portfolio any untrue statement of a
material fact or omit to state to a Portfolio a
material fact necessary in order to make the
statements made, in light of the circumstances under
which they are made, not misleading;
<PAGE>
(C) engage in any act, practice or course of business which would operate as a fraud or deceit upon any
Portfolio; or
(D) engage in any manipulative practice with respect to any
Portfolio.
(2) Limits on Accepting or Receiving Gifts.
You cannot accept or receive any gift of more than de minimis
value from any person or entity that does business with or on
behalf of the Funds.
(3) Reporting Requirements.
Each quarter you must report transactions in securities that
you beneficially own. These reports must be submitted no later
than 10 days after the end of the quarter. You also may be
required to report your securities holdings annually. See Part
A or B, as appropriate, for your specific reporting
requirements.
V. Review and Enforcement of the Code.
(1) Appointment of a Review Officer.
A review officer (the "Review Officer") will be appointed by
each Fund's President to perform the duties described below.
(2) The Review Officer's Duties and Responsibilities.
(A) The Review Officer will identify each person who is
covered by this Code, as well as each person who is required
to report personal securities transactions. The Review Officer
will promptly inform each person of his or her status and
reporting requirements.
(B) The Review Officer will, on a quarterly basis, compare all
reported personal securities transactions with the Portfolio's
completed portfolio transactions by the Fund's adviser(s) to
determine whether a Code violation may have occurred. The
adviser(s) will compare all reported personal securities
transactions with securities that were considered for purchase
or sale by a Portfolio during the quarter covered by the
reports, otherwise review the personal securities transactions
to determine whether a Code violation may have occurred, and
promptly report its findings to the Review Officer. Before
determining that a person has violated the Code, the Review
Officer must give the person an opportunity to supply
explanatory material.
<PAGE>
(C) If the Review Officer determines that a Code violation may
have occurred, the Review Officer must submit the
determination, together with the confidential quarterly report
and any explanatory material provided by the person, to the
President and fund counsel. The President and fund counsel
will independently determine whether the person violated the
Code.
(D) No person is required to participate in a determination of
whether he or she has committed a Code violation or of the
imposition of any sanction against himself or herself. If a
securities transaction of the President is under
consideration, the Secretary will act for the President for
purposes of this Section V.
(3) Sanctions.
If the President and fund counsel find that the person
violated the Code, the President will impose upon the person
any sanctions that the President deems appropriate and will
report the violation and any imposed sanctions to the Board of
Trustees at the next regularly scheduled board meeting unless,
in the sole discretion of the President, circumstances warrant
an earlier report. Sanctions may include suspension of
authority to act on behalf of a Fund as an officer or trustee,
or removal from office.
VI. Recordkeeping.
The Funds will maintain records as set forth below. These records will
be maintained in accordance with Rule 31a-2 under the 1940 Act and will be
available for examination by representatives of the Securities and Exchange
Commission.
(1) A copy of this Code and any other code which is, or at any time within the past five years has been, in
effect will be preserved in an easily accessible place;
(2) A list of all persons who are, or within the past five years have been, required to submit reports under
this Code will be maintained in an easily accessible place.
(3) A copy of each report made by an officer or trustee under this Code will be preserved for a period of not
less than five years from the end of the fiscal year in which it is made, the first two years in an easily
accessible place; and
(4) A record of any Code violation and of any sanctions taken will be preserved in an easily accessible
place for a period of not less than five years following the end of the fiscal year in which the
violation occurred.
<PAGE>
VII. An Investment Adviser's, Administrator's or Distributor's Code of Ethics.
Each investment adviser to (including any sub-adviser), administrator
for (including any fund accounting services provider), and distributor of shares
of, a Fund must:
(1) Submit to the Board of Trustees of the Fund a copy of its code
of ethics. Each adviser's and distributor's code of ethics
must comply with the recommendations of the Investment Company
Institute's Advisory Group on Personal Investing or be
accompanied by a written statement explaining any differences
and the reasons for the differences. An administrator's code
of ethics must be accompanied by a written statement generally
describing the code, the potential conflicts of interest that
may arise from its role as administrator, the manner in which
the code seeks to prevent such conflicts of interest, and the
procedures that are reasonably designed to detect and prevent
violations of the code;
(2) Promptly report to the Fund in writing any material amendments to its code of ethics;
(3) Promptly furnish to the Fund, upon request, copies of any reports made under its code of ethics by any
person who is also covered by the Fund's Code under Section II above;
(4) Immediately furnish to the Review Officer, without request, all pertinent information regarding any
material violation of its code of ethics; and
(5) Annually furnish to the Fund, without request, all pertinent information regarding any violations of
its code of ethics by any person who is also covered by the Fund's Code under Section II above.
VIII. Miscellaneous.
(1) Confidentiality. All personal securities transactions reports and any other information filed with a
Fund under this Code will be treated as confidential.
(2) Interpretation of Provisions. The Boards of Trustees may from time to time adopt such interpretations of
this Code as appropriate.
(3) Periodic Review and Reporting. Each President will report to its Board of Trustees at least annually as
to the operation of this Code and will address in any such report the need (if any) for further changes
or modifications to the Code.
Adopted: August 19, 1999
<PAGE>
PART A
Independent Trustees
(1) Required Transaction Reports.
(A) You must report transactions in securities on a
quarterly basis. You must submit your report to the
Review Officer no later than 10 days after the end of
the calendar quarter in which the transaction to
which the report relates was effected. A Quarterly
Personal Securities Transactions Report is included
as Appendix B. If you had no reportable transactions
during the quarter, you are still required to submit
a report. Please note on your report that you had no
reportable transactions during the quarter, and
return it, signed and dated.
(B) Particular trades are required to be reported only if
you knew at the time of the transaction or, in the
ordinary course of fulfilling your official duties as
a trustee, should have known, that during the 15-day
period immediately preceding or following the date of
your transaction, the same security was purchased or
sold, or was being considered for purchase or sale,
by a Portfolio.
Note: The "should have known" standard does not:
----
o imply a duty of inquiry;
o presume you should have deduced or extrapolated from discussions or memoranda
dealing with a Portfolio's investment strategies; or
o impute knowledge from your prior knowledge
of a Portfolio's holdings, market
considerations, or investment policies,
objectives and restrictions.
(2) What Securities are Covered Under Your Quarterly Reporting Requirement?
If the transaction is reportable because it comes within
paragraph (1), above, you must report all transactions in
securities that: (i) you directly or indirectly beneficially
own or (ii) because of the transaction, you acquire direct or
indirect beneficial ownership.
<PAGE>
(3) What Securities and Transactions May Be Excluded from Your Report?
You are not required to detail or list the following
securities or transactions on your quarterly report:
(A) Securities issued by the U.S. Government or its
agencies, bankers' acceptances, bank certificates of
deposit, commercial paper or mutual funds.
(B) Purchases or sales effected for any account over which you
have no direct or indirect influence or control.
(C) Purchases you made solely with the dividend proceeds
received in a dividend reinvestment plan or that are
part of an automatic payroll deduction plan, where
you purchase securities issued by your employer.
(D) Purchases arising from the exercise of rights issued
by an issuer pro rata to all holders of a class of
its securities, as long as you acquired these rights
from the issuer, and sales of such rights so
acquired.
You may include a statement in your report that the report
shall not be construed as your admission that you have any
direct or indirect beneficial ownership in the security or
securities included in the report.
<PAGE>
PART B
Interested Trustees, Fund Officers and Natural Control Persons
(1) Providing a List of Securities.
You must provide the Review Officer with a complete listing of
all securities you beneficially own as of September 17, 1999.
Thereafter, you must submit a revised list to the Review
Officer showing the securities you beneficially own as of
December 31st. You must submit the initial listing within 10
days of the date you first become a trustee, and each update
no later than 30 days after the start of the year.
You are not required to provide this list of securities if:
o you are required to provide this information under a code of ethics described in Section VII of the
Trust's Code, OR
o you are not currently affiliated with or employed by the Trust's investment adviser(s) or distributor.
(2) Required Transaction Reports.
You must report transactions in securities on a quarterly
basis. You must submit your report to the Review Officer no
later than 10 days after the end of the calendar quarter in
which the transaction to which the report relates was
effected. A Quarterly Personal Securities Transactions Report
is included as Appendix B.
If you had no reportable transactions during the quarter, you
are still required to submit a report. Please note on your
report that you had no reportable transactions during the
quarter, and return it, signed and dated.
(3) What If You are Required to File Reports Under Another Code?
You are not required to report your transactions on a
quarterly basis under this Code if you are required to file
such reports under a code of ethics for an entity described in
Section VII of the Code that has a relationship in that
capacity with the Trust.
<PAGE>
(4) What Securities are Covered Under Your Quarterly Reporting Requirements?
You must report all transactions in securities that: (i) you
directly or indirectly beneficially own or (ii) because of the
transaction, you acquire direct or indirect beneficial
ownership.
(5) What Securities and Transactions May Be Excluded from Your Report?
You are not required to detail or list the following
securities or transactions on your report:
(A) Securities issued by the U.S. Government or its
agencies, bankers' acceptances, bank certificates of
deposit, commercial paper or mutual funds.
(B) Purchases or sales effected for any account over which you
have no direct or indirect influence or control.
(C) Purchases you made solely with the dividend proceeds
received in a dividend reinvestment plan or that are
part of an automatic payroll deduction plan, where
you purchase securities issued by your employer.
(D) Purchases arising from the exercise of rights issued
by an issuer pro rata to all holders of a class of
its securities, as long as you acquired these rights
from the issuer, and sales of such rights so
acquired.
You may include a statement in your report that the report
shall not be construed as your admission that you have any
direct or indirect beneficial ownership in the security
included in the report.
<PAGE>
APPENDIX A
Definitions
Beneficial ownership means the same as under Section 16 of the Securities
Exchange Act of 1934. You should generally consider yourself the beneficial
owner of any securities in which you have a direct or indirect pecuniary
interest. In addition, you should consider yourself the beneficial owner of
securities held by your spouse, your minor children, a relative who shares your
home, or other persons by reason of any contract, arrangement, understanding or
relationship that provides you with sole or shared voting or investment power.
Control means the same as that under in Section 2(a)(9) of the 1940 Act. Section
2(a)(9) provides that "control" means the power to exercise a controlling
influence over the management or policies of a company, unless such power is
solely the result of an official position with such company. Ownership of 25% or
more of a company's outstanding voting security is presumed to give the holder
thereof control over the company. This presumption may be countered by the facts
and circumstances of a given situation.
Independent trustee means a trustee of a Fund who is not an "interested person"
of the Fund within the meaning of Section 2(a)(19) of the 1940 Act.
Interested trustee means a trustee of a Fund who is an "interested person" of
the Fund within the meaning of Section 2(a)(19) of the 1940 Act.
Purchase or sale of a security includes, among other things, the writing of an
option to purchase or sell a security.
Security means the same as that set forth in Section 2(a)(36) of the 1940 Act,
except that it does not include securities issued by the U.S. Government or its
agencies, bankers' acceptances, bank certificates of deposit, commercial paper
or registered, open-end mutual funds.
A security held or to be acquired by a Fund (or any Portfolio) means any
security which, within the most recent 15 days, (i) is or has been held by the
Fund (or any Portfolio), or (ii) is being or has been considered by the Fund's
adviser or sub-adviser for purchase by the Fund (or any Portfolio).
A security is being purchased or sold by the Fund (or any Portfolio) from the
time a purchase or sale program has been communicated to the person who places
buy and sell orders for the Fund (or Portfolio) until the program has been fully
completed or terminated.
A security is being considered for purchase or sale when [research reports? watch lists?].
-------- -------------------------------------
Special Purpose Investment Personnel means a person not covered by a code of
ethics described in Section VII, but who, while performing his or her regular
functions in connection with a Fund or any Portfolio (including, where
appropriate, attending Board meetings and other meetings where official Fund
business is discussed or carried on), obtains information regarding purchases or
sales of securities or securities being considered for purchase or sale by any
Portfolio.
<PAGE>
APPENDIX B
Quarterly Personal Securities Transactions Report
Name of Reporting Person:
Calendar Quarter Ended:
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
Name of Name of Broker, Dealer or
Issuer Date of Title of No. of Shares/ Type of Bank Effecting Transaction
Transaction Security Principal Amount Transaction Price
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
- ------------ --------------- ------------ -------------------- -------------- -------- -----------------------------
If you had no reportable transactions during the quarter, please check here. ?
If you disclaim beneficial ownership of one or more securities reported above,
please describe below and indicate which securities are at issue.
Signature Date
</TABLE>