As filed with the Securities and Exchange Commission on February 27, 1998
File No. 33-9645
File No. 811-4881
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Post-Effective Amendment No. 51
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 52
NORWEST ADVANTAGE FUNDS
(Formerly "Norwest Funds" and "Prime Value Funds, Inc.")
(Exact Name of Registrant as Specified in its Charter)
Two Portland Square
Portland, Maine 04101
(Address of Principal Executive Office)
Registrant's Telephone Number, including Area Code: (207) 879-1900
Max Berueffy, Esq.
Forum Financial Services, Inc.
Two Portland Square, Portland, Maine 04101
(Name and Address of Agent for Service)
Copies of Communications to:
Anthony C.J. Nuland, Esq.
Seward & Kissel
1200 G Street, N.W.
Washington, D.C. 20005
It is proposed that this filing will become effective:
_____ immediately upon filing pursuant to Rule 485, paragraph (b)
__X__ on March 30, 1998 pursuant to Rule 485, paragraph (b)
_____ 60 days after filing pursuant to Rule 485, paragraph (a)(i)
_____ on February 28, 1998 pursuant to Rule 485, paragraph (a)(i)
_____ 75 days after filing pursuant to Rule 485, paragraph (a)(ii)
_____ on [ ] pursuant to Rule 485, paragraph (a)(ii)
__X__ this post-effective amendment designates a new effective date for
a previously filed post-effective amendment
Registrant filed a Rule 24f-2 notice for its various portfolios, pursuant to
Rule 24f-2 under the Investment Company Act of 1940, with a May 31 fiscal year
end on July 28, 1997. READY CASH INVESTMENT FUND, STABLE INCOME FUND, TOTAL
RETURN BOND FUND, INDEX FUND, INCOME EQUITY FUND, LARGE COMPANY GROWTH FUND,
SMALL COMPANY STOCK FUND, SMALL COMPANY GROWTH FUND, SMALL CAP OPPORTUNITIES
FUND, INTERNATIONAL FUND, PERFORMA STRATEGIC VALUE BOND FUND, PERFORMA
DISCIPLINED GROWTH FUND, PERFORMA SMALL CAP VALUE FUND AND PERFORMA GLOBAL
GROWTH FUND OF REGISTRANT ARE CURRENTLY STRUCTURED AS FEEDER FUNDS. THIS
AMENDMENT INCLUDES A MANUALLY EXECUTED SIGNATURE PAGE FOR THE REGISTRANTS WHOSE
PORTFOLIOS ARE MASTER FUNDS: SCHRODER CAPITAL FUNDS AND CORE TRUST (DELAWARE).
1
<PAGE>
CROSS REFERENCE SHEET
(AS REQUIRED BY RULE 404(A))
PART A
(Prospectus offering A and B Shares of Stable Income Fund, Intermediate
Government Income Fund, Income Fund and Total Return Bond Fund)
<TABLE>
<S> <C> <C>
Form N-1A
Item No. (Caption) Location in Prospectus (Caption)
- --------- --------- --------------------------------
Item 1. Cover Page Cover Page
Item 2. Synopsis Prospectus Summary
Item 3. Condensed Financial Information Financial Highlights; Other Information -
Performance Information
Item 4. General Description of
Registrant Prospectus Summary; Investment Objectives and
Policies; Additional Investment Policies and Risk
Considerations; and Other Information - The Trust
and Its Shares
Item 5. Management of the Fund Prospectus Summary; Management
Item 5A. Management's Discussion of
Fund Performance Not Applicable
Item 6. Capital Stock and
Other Securities Cover; Dividends and Tax Matters; Other
Information - The Trust and Its Shares
Item 7. Purchase of Securities Being Offered How to Buy Shares; Management - Management,
Administration and Distribution Services
Item 8. Redemption or Repurchase How to Sell Shares
Item 9. Pending Legal Proceedings Not Applicable
</TABLE>
2
<PAGE>
CROSS REFERENCE SHEET
(AS REQUIRED BY RULE 404(A))
PART A
(Prospectus offering I Shares)
<TABLE>
<S> <C> <C>
Form N-1A
Item No. (Caption) Location in Prospectus (Caption)
- ---------- ----------- --------------------------------
Item 1. Cover Page Cover Page
Item 2. Synopsis Prospectus Summary
Item 3. Condensed Financial Information Financial Highlights; Other Information -
Performance Information
Item 4. General Description of
Registrant Prospectus Summary; Investment Objectives
and Policies; Additional Investment
Policies and Risk Considerations; and
Other Information - The Trust and Its
Shares
Item 5. Management of the Fund Prospectus Summary; Management
Item 5A. Management's Discussion of
Fund Performance Not Applicable
Item 6. Capital Stock and
Other Securities Cover; Dividends and Tax Matters; Other
Information - The Trust and Its Shares
Item 7. Purchase of Securities Being Offered How To Buy Shares; Management,
Administration and Distribution Services
Item 8. Redemption or Repurchase How To Sell Shares
Item 9. Pending Legal Proceedings Not Applicable
</TABLE>
3
<PAGE>
CROSS REFERENCE SHEET
(AS REQUIRED BY RULE 404(C))
PART A
(All other Prospectuses)
Not Applicable in this Filing
4
<PAGE>
CROSS REFERENCE SHEET
(AS REQUIRED BY RULE 404(A))
PART B
<TABLE>
<S> <C> <C>
Form N-1A Location in Statement of
Item No. (Caption) Additional Information (Caption)
- --------- ------------ ---------------------------------
Item 10. Cover Page Cover Page
Item 11. Table of Contents Cover Page
Item 12. General Information and History Prospectus
Item 13. Investment Objectives and Policies Investment Policies; Investment Limitations
Item 14. Management of the Fund Management; Additional Information about
the Trust and the Shareholders of the Funds
Item 15. Control Persons and Principal
Holders of Securities Additional Information about the Trust;
Shareholdings
Item 16. Investment Advisory and Other Services Management
Item 17. Brokerage Allocation and Other Practices Portfolio Transactions
Item 18. Capital Stock and Other Securities Additional Information about the Trust;
Shareholdings
Item 19. Purchase, Redemption and Pricing of
Securities Being Offered Additional Purchase and Redemption
Information
Item 20. Tax Status Taxation
Item 21. Underwriters Management - Administration and
Distribution
Item 22. Calculation of Performance Data Performance and Advertising Data
Item 23 Financial Statements Other Information - Financial
Statements
</TABLE>
5
<PAGE>
PART A
The Prospectuses for Norwest Advantage Funds (the "Registrant") filed as Part A
to Post-Effective Amendment No. 50 to the Registrant's Registration Statement on
Form N-1A (File No. 33-9645) are incorporated herein by reference. These
Prospectuses offer shares of Cash Investment Fund, Ready Cash Investment Fund,
U.S. Government Fund, Treasury Fund, Municipal Money Market Fund; Stable Income
Fund, Limited Term Government Income Fund, Intermediate Government Income Fund,
Diversified Bond Fund, Income Fund, Total Return Bond Fund; Limited Term
Tax-Free Fund, Tax-Free Income Fund, Colorado Tax-Free Fund, Minnesota
Intermediate Tax- Free Fund, Minnesota Tax-Free Fund; Strategic Income Fund,
Moderate Balanced Fund, Growth Balanced Fund, Aggressive Balanced-Equity Fund;
Index Fund, Income Equity Fund, ValuGrowth Stock Fund, Diversified Equity Fund,
Growth Equity Fund, Large Company Growth Fund, Small Company Stock Fund, Small
Company Growth Fund, Diversified Small Cap Fund, Small Cap Opportunities Fund,
Contrarian Stock Fund and International Fund, all series of the Registrant.
6
<PAGE>
PART B
The Statement of Additional Information (the "SAI") for Norwest Advantage Funds
(the "Registrant") filed as Part B to Post-Effective Amendment No. 50 to the
Registrant's Registration Statement on Form N-1A (File No. 33-9645) is
incorporated herein by reference. This SAI supplements the Prospectuses offering
shares of Cash Investment Fund, Ready Cash Investment Fund, U.S. Government
Fund, Treasury Fund, Municipal Money Market Fund, Stable Income Fund, Limited
Term Government Income Fund, Intermediate Government Income Fund, Diversified
Bond Fund, Income Fund, Total Return Bond Fund, Limited Term Tax-Free Fund,
Tax-Free Income Fund, Colorado Tax-Free Fund, Minnesota Intermediate Tax-Free
Fund, Minnesota Tax-Free Fund, Strategic Income Fund, Moderate Balanced Fund,
Growth Balanced Fund, Aggressive Balanced-Equity Fund, Index Fund, Income Equity
Fund, ValuGrowth Stock Fund, Diversified Equity Fund, Growth Equity Fund, Large
Company Growth Fund, Small Company Stock Fund, Small Company Growth Fund,
Diversified Small Cap Fund, Small Cap Opportunities Fund, Contrarian Stock Fund
and International Fund, all series of the Registrant.
7
<PAGE>
PART C
Part C for Norwest Advantage Funds (the "Registrant"), filed as part of
Post-Effective Amendment No. 50 to the Registrant's Registration Statement on
Form N-1A (File No. 33-9645) is incorporated herein by reference.
8
<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 Portland, and State of Maine on the 24th day of
February, 1998.
NORWEST ADVANTAGE FUNDS
By: /s/ John Y. Keffer
------------------------
John Y. Keffer
President
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement amendment has been signed below by the following persons on the 24th
day of February, 1998.
SIGNATURES TITLE
(a) Principal Executive Officer
/s/ John Y. Keffer Chairman and
---------------------------- President
John Y. Keffer
(b) Principal Financial and Accounting Officer
/s/ Sara M. Morris Treasurer
----------------------------
Sara M. Morris
(c) A Majority of the Trustees
/s/ John Y. Keffer Chairman
----------------------------
John Y. Keffer
Robert C. Brown* Trustee
Donald H. Burkhardt* Trustee
James C. Harris* Trustee
Richard M. Leach* Trustee
Donald C. Willeke* Trustee
Timothy J. Penny* Trustee
John C. McCune* Trustee
*By: /s/ John Y. Keffer
---------------------------
John Y. Keffer
Attorney in Fact
9
<PAGE>
SIGNATURES
On behalf of Core Trust (Delaware), being duly authorized, I have duly caused
this amendment to the Registration Statement of Norwest Advantage Funds to be
signed in the City of Portland, State of Maine on the 24th day of February,
1998.
CORE TRUST (DELAWARE)
By: /s/ John Y. Keffer
-----------------------
John Y. Keffer
President
This amendment to the Registration Statement of Norwest Advantage Funds has been
signed below by the following persons in the capacities indicated on the 24th
day of February, 1998.
SIGNATURES TITLE
(a) Principal Executive Officer
/s/ John Y. Keffer Chairman and
---------------------------- President
John Y. Keffer
(b) Principal Financial and Accounting Officer
/s/ Sara M. Morris Treasurer
----------------------------
Sara M. Morris
(c) A Majority of the Trustees
/s/ John Y. Keffer Chairman
----------------------------
John Y. Keffer
J. Michael Parish* Trustee
James C. Cheng* Trustee
Costas Azariadis* Trustee
*By: /s/ John Y. Keffer
----------------------------
John Y. Keffer
Attorney in Fact
10
<PAGE>
SIGNATURES
On behalf of Schroder Capital Funds, being duly authorized, I have duly caused
this amendment to the Registration Statement of Norwest Advantage Funds, solely
with respect to Small Cap Opportunities Fund, a series of Norwest Advantage
Funds, to be signed in the City of New York, State of New York on the 24th day
of February, 1998.
SCHRODER CAPITAL FUNDS
By: /s/ Catherine A. Mazza
------------------------
Catherine A. Mazza
This amendment to the Registration Statement of Norwest Advantage Funds, solely
with respect to Small Cap Opportunities Fund, a series of Norwest Advantage
Funds, has been signed below by the following persons in the capacities
indicated on the 24th day of February, 1998.
SIGNATURES TITLE
(a) Principal Executive Officer
MARK J. SMITH
*By: /s/ Thomas G. Sheehan President and Trustee
----------------------------
Thomas G. Sheehan
Attorney-in-Fact
(b) Principal Financial and
Accounting Officer
/s/ Fergal Cassidy
----------------------------- Treasurer
Fergal Cassidy
(c) Majority of the Trustees
PETER E. GUERNSEY* Trustee
JOHN I. HOWELL* Trustee
HERMANN C. SCHWAB* Trustee
CLARENCE F. MICHALIS* Trustee
MARK J. SMITH* Trustee
HON. DAVID N. DINKINS* Trustee
PETER S. KNIGHT* Trustee
SHARON L. HAUGH* Trustee
*By:/s/ Thomas G. Sheehan
----------------------------
Thomas G. Sheehan
Attorney-in-Fact
11
