<PAGE>
STAGECOACH FUNDS-Registered Trademark-
Semi-Annual Report
OVERLAND EXPRESS
Sweep Fund
September 30, 1999
<PAGE>
Overland Express Sweep Fund TABLE OF CONTENTS
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LETTER TO SHAREHOLDERS...........................................1
INVESTMENT ADVISOR COMMENTARY AND
PERFORMANCE AT A GLANCE
Overland Express Sweep Fund..................................3
PORTFOLIO OF INVESTMENTS
Overland Express Sweep Fund..................................5
STAGECOACH FUNDS
Statement of Assets and Liabilities..........................9
Statement of Operations.....................................10
Statements of Changes in Net Assets.........................11
Financial Highlights........................................12
Notes to Financial Statements...............................14
SHAREHOLDERS' MEETING AND PROXY VOTING RESULTS..................18
NOT FDIC INSURED - NO BANK GUARANTEE - MAY LOSE VALUE
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THIS PAGE IS INTENTIONALLY LEFT BLANK --
ii
<PAGE>
LETTER TO SHAREHOLDERS Overland Express Sweep Fund
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TO OUR SHAREHOLDERS
Thank you for investing in the Stagecoach Funds.
It's a pleasure to provide you with the semi-annual report for the period
ended September 30, 1999. The report includes information about your investment
over the six-month period, including economic and market trends, a performance
summary, a portfolio review and a strategic outlook.
Several noteworthy events happened during the period, including the Dow Jones
Industrial Average surpassing 10,000 points for the first time in its 104-year
history in March, and the Federal Reserve Board (the "Fed") raising short-term
interest rates twice between April 1, 1999, and September 30, 1999.
Despite the two interest rate increases during the period, the nation's
economy remained strong. Earnings for U.S. companies were robust, we had a
budget surplus, inflation and unemployment remained low, and Americans seemed
confident about the future. We were also in the midst of a prolonged bull
market, which made U.S. capital markets attractive to investors both at home and
abroad. By the end of the period, however, stocks suffered a setback, hurt by
worries over the Fed tightening and higher interest rates early in the period,
and by a weaker dollar and rising commodity prices in September 1999. By late
September, both the DJIA and the S&P 500 Index were off about 10% from their
summer peaks. Investors can expect some potential volatility toward the end of
the year due to Y2K concerns.
The interest rate increases were good news for the bond markets, which had
discounted the Fed tightening in response to a strong economy before the rate
increases. The increases helped restore order to the bond market, which had seen
prices tumble and yields rise above 6% on the benchmark 30-year U.S. Treasury
bond. The higher the bond yields move, the more likely investors will be to
switch from stocks to the safety of bonds.
1
<PAGE>
Overland Express Sweep Fund LETTER TO SHAREHOLDERS
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In addition, the short-term Treasury market experienced higher yields late in
the six-month period. However, during the last half of September there was a
rally in the six-month bills as the three-month bills were experiencing
maturities in late December. Consequently, investors stayed away from the late
December maturities due to Y2K concerns and reinvestment risk in late December.
Third quarter short-term agency yields rose more than short-term Treasury
yields, widening the spread between agencies' discount notes and T-Bills. Agency
spreads widened out considerably in the front-end, primarily due to Y2K
concerns. The spread in the three-month sector stood at 68 basis points, while
the one-year spread was 60 basis points.
As you read through this report and review the performance of the Funds within
your portfolio, we encourage you to keep long-term goals in mind when making
investment decisions. We recommend that you continually review your investment
portfolio with your financial consultant to determine an appropriate mix of
investments to meet your ongoing needs.
Thank you again for your continued investment with the Stagecoach Funds. At
the close of business November 5, 1999, the Stagecoach Funds were reorganized
into the Wells Fargo Funds. The next annual or semi-annual report you receive
will reflect the Wells Fargo Funds.
Sincerely,
/s/ Michael J. Hogan
Michael J. Hogan
Executive Vice President
Mutual Fund Group
Wells Fargo Bank, N.A.
/s/ R. Greg Feltus
R. Greg Feltus
Chairman and President
Stagecoach Funds, Inc.
2
<PAGE>
PORTFOLIO OF INVESTMENTS -
SEPTEMBER 30, 1999 (UNAUDITED) Overland Express Sweep Fund
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<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
VARIABLE AND FLOATING RATE BONDS - 1.93%
$70,000,000 KeyBank N.A. 5.38% 10/14/99 $ 69,999,756
(Cost $69,999,756)
COMMERCIAL PAPER - 42.73%
$50,000,000 Apreco Incorporated 5.37%# 11/05/99 $ 49,738,958
75,000,000 Atlantis One Funding Corporation 5.15# 10/06/99 74,946,354
35,000,000 Atlantis One Funding Corporation 5.78# 02/10/00 34,258,233
43,602,000 Barton Capital Corporation 5.37 10/18/99 43,491,433
18,101,000 Barton Capital Corporation 5.80# 03/06/00 17,643,540
53,750,000 Bavaria TRR Corporation 5.45# 01/24/00 52,814,227
35,000,000 Bavaria University Funding 5.28 02/15/00 34,998,711
65,000,000 BBL U.S. Finance 5.35# 11/08/99 64,632,931
50,000,000 Bear Stearns Companies 5.29# 03/03/00 48,868,528
27,774,000 Certain Funding Corporation 5.38# 11/12/99 27,599,672
25,000,000 Corporate Receivables Corporation++ 5.33# 10/19/99 24,933,375
30,000,000 Corporate Receivables Corporation++ 5.35# 11/17/99 29,790,458
55,000,000 Dresdner US Finance 4.86# 01/24/00 54,146,125
75,000,000 Dresdner US Finance 4.88# 01/14/00 73,932,500
133,400,000 Ford Motor Credit 5.31# 10/07/99 133,281,941
75,000,000 GE Capital International Funding 5.33# 11/04/99 74,622,458
40,000,000 GE Financial Assurance 5.33# 10/13/99 39,928,933
45,000,000 Goldman Sachs Group LP 5.63# 02/03/00 44,121,094
46,000,000 Grand Funding Corporation 5.43# 01/10/00 45,299,228
60,000,000 JP Morgan & Company 5.12# 12/08/99 59,419,733
15,000,000 Mont Blanc Capital 5.35# 10/22/99 14,953,188
37,287,000 Monte Rosa Capital 5.39# 11/15/99 37,035,779
49,144,000 Monte Rosa Capital 5.87# 02/10/00 48,086,257
25,000,000 Morgan Stanley/Dean Witter 5.45# 01/19/00 24,583,681
34,400,000 Perry IV Funding 5.86# 03/16/00 33,464,874
75,000,000 Sigma Finance Incorporated 5.40# 11/05/99 74,606,250
29,200,000 Special Purpose A/R Corporation 5.95# 02/18/00 28,524,344
60,000,000 Sydney Capital 5.37# 10/12/99 59,901,550
19,782,000 Sydney Capital 5.80# 03/03/00 19,291,187
</TABLE>
5
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PORTFOLIO OF INVESTMENTS -
Overland Express Sweep Fund SEPTEMBER 30, 1999 (UNAUDITED)
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<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
COMMERCIAL PAPER (CONTINUED)
$139,600,000 Trident Capital Finance 5.34%# 10/22/99 $ 139,165,146
42,000,000 Windmill Funding Corporation++ 5.37 11/08/99 41,761,930
--------------
TOTAL COMMERCIAL PAPER $1,549,842,618
(Cost $1,549,842,618)
CORPORATE BONDS & NOTES - 13.31%
$30,000,000 American Express Centurion Bank 5.38% 12/14/99 $ 30,000,000
25,000,000 Beta Finance Incorporated 5.26 03/06/00 25,000,000
25,000,000 Beta Finance Incorporated 6.15 10/06/00 25,000,000
50,000,000 Comerica Bank 5.37 01/10/00 49,995,914
50,000,000 Deutsche Bank AG 5.39 04/17/00 49,984,056
40,000,000 Goldman Sachs Group LP 6.00 08/07/00 40,000,000
60,000,000 Goldman Sachs Group LP 6.07 09/01/00 60,000,000
17,500,000 IBM Credit Corporation 5.27 04/07/00 17,493,655
25,000,000 NationsBank N.A. 4.96 11/18/99 24,999,365
30,000,000 NationsBank N.A. 5.41 04/05/00 29,993,959
40,000,000 Sigma Finance Incorporated 5.23 03/29/00 40,000,000
25,000,000 Sigma Finance Incorporated 5.44 05/24/00 25,000,000
15,250,000 Texaco Capital Corporation 5.11 05/03/00 15,243,935
50,000,000 U.S. Bank N.A. 5.92 10/02/00 49,961,579
--------------
TOTAL CORPORATE BONDS & NOTES $ 482,672,463
(Cost $482,672,463)
</TABLE>
6
<PAGE>
PORTFOLIO OF INVESTMENTS -
SEPTEMBER 30, 1999 (UNAUDITED) Overland Express Sweep Fund
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<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
SHORT-TERM FEDERAL AGENCIES - 3.09%
$16,500,000 Federal Home Loan Banks 4.95% 02/17/00 $ 16,496,985
500,000 Federal Home Loan Mortgage Corporation 5.44# 08/10/00 476,276
3,455,000 Federal Home Loan Mortgage Corporation 5.55# 08/04/00 3,290,945
30,000,000 Student Loan Mortgage Association 5.25 11/05/99 30,000,000
62,000,000 Student Loan Mortgage Association 5.28 11/04/99 61,998,815
--------------
TOTAL SHORT-TERM FEDERAL AGENCIES $ 112,263,021
(Cost $112,263,021)
CERTIFICATES OF DEPOSIT - 18.74%
$50,000,000 Canadian Imperial Bank of Commerce 5.10% 04/12/00 $ 49,987,198
100,000,000 Chase Bank 5.38 10/01/99 100,000,000
70,000,000 Chase Manhattan USA 5.61 01/18/00 70,000,000
24,700,000 CommerzBank NY 5.22 05/12/00 24,693,435
70,000,000 Credit Suisse First Boston 5.61 01/25/00 70,001,091
25,000,000 Natexis Bank 5.27 12/07/99 25,000,907
40,000,000 National Westminster Bank 5.14 04/14/00 39,989,675
40,000,000 RaboBank Nederland NY 5.13 03/24/00 39,990,765
50,000,000 RaboBank Nederland NY 5.29 03/06/00 49,991,727
140,000,000 Regions Bank 5.53 10/01/99 140,000,000
70,000,000 West Deutsche Landesbank 5.38 10/04/99 70,000,000
--------------
TOTAL CERTIFICATES OF DEPOSIT $ 679,654,798
(Cost $679,654,798)
</TABLE>
7
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PORTFOLIO OF INVESTMENTS -
Overland Express Sweep Fund SEPTEMBER 30, 1999 (UNAUDITED)
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<TABLE>
<CAPTION>
INTEREST MATURITY
PRINCIPAL SECURITY NAME RATE DATE VALUE
<C> <S> <C> <C> <C> <C>
REPURCHASE AGREEMENTS - 20.16%
$461,524,000 Goldman Sachs Pooled Repurchase Agreement - 102%
Collateralized by U.S. Government Securities 5.28% 10/01/99 $ 461,524,000
369,000 HSBC Securities Incorporated Repurchase Agreement -
102% Collateralized by U.S. Government Securities 5.28 10/01/99 369,000
121,105,000 JP Morgan Securities Incorporated Repurchase Agreement
- 102% Collateralized by U.S. Government Securities 5.25 10/01/99 121,105,000
98,210,000 Morgan Stanley & Company Repurchase Agreement - 102%
Collateralized by U.S. Government Securities 5.20 10/01/99 98,210,000
50,000,000 Travelers Insurance 5.57 10/01/99 50,000,000
--------------
TOTAL REPURCHASE AGREEMENTS $ 731,208,000
(Cost $731,208,000)
TOTAL INVESTMENTS IN SECURITIES
</TABLE>
<TABLE>
<C> <S> <C> <C>
(Cost $3,625,640,656)* (Note 1) 99.96% $3,625,640,656
Other Assets and Liabilities, Net 0.04 1,364,234
------ --------------
TOTAL NET ASSETS 100.00% $3,627,004,890
====== ==============
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</TABLE>
++ REPRESENTS COMMERCIAL PAPER SOLD WITHIN TERMS OF PRIVATE PLACEMENT
MEMORANDUM, EXEMPT FROM REGISTRATION UNDER SECTION 4(2) OF THE
SECURITIES ACT OF 1933, THAT MAY BE RESOLD TO QUALIFIED INSTITUTIONAL
BUYERS.
# YIELD TO MATURITY.
* COST FOR FEDERAL INCOME TAX PURPOSES IS THE SAME AS FOR FINANCIAL
STATEMENT PURPOSES.
The accompanying notes are an integral part of these financial statements.
8
<PAGE>
STATEMENT OF ASSETS AND LIABILITIES (UNAUDITED) -
SEPTEMBER 30, 1999 Overland Express Sweep Fund
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<TABLE>
<CAPTION>
OVERLAND EXPRESS
SWEEP FUND
<S> <C>
ASSETS
INVESTMENTS:
In securities, at market value and cost (includes
repurchase agreements
of $731,208,000) $3,625,640,656
Cash 93,695
RECEIVABLES
Interest 15,940,823
Prepaid expenses 0
TOTAL ASSETS 3,641,675,174
LIABILITIES
Payables:
Investment securities purchased 0
Distribution to shareholders 11,145,519
Due to distributor (Note 2) 774,342
Due to adviser (Note 2) 2,432,416
Other 318,007
TOTAL LIABILITIES 14,670,284
TOTAL NET ASSETS $3,627,004,890
NET ASSETS CONSIST OF:
Paid-in capital $3,627,526,546
Undistributed net realized gain (loss) on investments (521,656)
TOTAL NET ASSETS $3,627,004,890
COMPUTATION OF NET ASSET VALUE AND OFFERING PRICE PER SHARE
Net assets $3,627,004,890
Shares outstanding 3,627,537,179
Net asset value and offering price per share $ 1.00
- ---------------------------------------------------------------------------------
</TABLE>
<TABLE>
<C> <S>
The accompanying notes are an integral part of these financial
statements.
</TABLE>
9
<PAGE>
STATEMENT OF OPERATIONS - FOR THE SIX MONTHS
Overland Express Sweep Fund ENDED SEPTEMBER 30, 1999 (UNAUDITED)
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<TABLE>
<CAPTION>
OVERLAND
EXPRESS
SWEEP
FUND
<S> <C>
INVESTMENT INCOME
Interest $78,650,492
TOTAL INVESTMENT INCOME 78,650,492
EXPENSES (NOTE 2)
Advisory fees 6,869,903
Administration fees 2,033,737
Custody fees 258,008
Shareholder servicing fees 4,579,936
Portfolio accounting fees 336,162
Transfer agency fees 917,381
Distribution fees 4,579,936
Legal and audit fees 131,100
Registration 30,485
Directors' fees 366
Shareholder reports 63,645
Other 49,920
Total Expenses 19,850,579
Less:
Waived fees and reimbursed expenses (767,514)
NET EXPENSES 19,083,065
NET INVESTMENT INCOME 59,567,427
Net realized gain (loss) on sale of
investments 3,340
NET INCREASE IN NET ASSETS RESULTING
FROM
OPERATIONS $59,570,767
- --------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
10
<PAGE>
STATEMENTS OF CHANGES IN NET ASSETS Overland Express Sweep Fund
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<TABLE>
<CAPTION>
OVERLAND EXPRESS SWEEP FUND
-------------------------------------
(UNAUDITED)
FOR THE SIX FOR THE
MONTHS ENDED YEAR ENDED
SEPT. 30, 1999 MARCH 31, 1999
<S> <C> <C>
INCREASE IN NET ASSETS
OPERATIONS:
Net investment income $ 59,567,427 $ 116,522,861
Realized gain (loss) on sale of
investments 3,340 32,554
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS 59,570,767 116,555,415
DISTRIBUTIONS TO SHAREHOLDERS:
From net investment income (59,567,427) (116,522,861)
CAPITAL SHARE TRANSACTIONS:
Proceeds from shares sold 4,289,431,033 7,434,822,164
Reinvestment of dividends 2,548 5,766
Cost of shares redeemed (3,759,650,727) (6,932,551,633)
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM CAPITAL SHARE
TRANSACTIONS 529,782,854 502,276,297
INCREASE (DECREASE) IN NET ASSETS 529,786,194 502,308,851
NET ASSETS:
Beginning net assets 3,097,218,696 2,594,909,845
ENDING NET ASSETS $3,627,004,890 $3,097,218,696
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</TABLE>
Shares issued and redeemed at constant $1.00 NAV
The accompanying notes are an integral part of these financial statements.
11
<PAGE>
Overland Express Sweep Fund FINANCIAL HIGHLIGHTS
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FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
OVERLAND EXPRESS SWEEP FUND
----------------------------
(UNAUDITED)
FOR THE SIX
MONTHS
ENDED YEAR ENDED
SEPT. 30, MARCH 31,
1999 1999
<S> <C> <C>
- ------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF PERIOD $1.00 $1.00
INCOME FROM INVESTMENT OPERATIONS:
Net investment income (loss) 0.02 0.04
LESS DISTRIBUTIONS:
Dividends from net investment income (0.02) (0.04)
--------- ---------
NET ASSET VALUE, END OF PERIOD $1.00 $1.00
========= =========
TOTAL RETURN (NOT ANNUALIZED) 1.97% 4.26%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000s) $3,627,005 $3,097,219
RATIOS TO AVERAGE NET ASSETS (ANNUALIZED):
Ratio of expenses to average net assets (1) 1.25% 1.25%
Ratio of net investment income to average net
assets (1) 3.90% 4.16%
- ------------------------------------------------------------------------------
Ratio of expenses to average net assets prior to
waived fees and reimbursed expenses (1) 1.30% 1.28%
Ratio of net investment income to average net
assets prior to waived fees and reimbursed
expenses (1) 3.85% 4.13%
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</TABLE>
(1) RATIOS INCLUDE ACTIVITY OF THE CASH INVESTMENT TRUST MASTER PORTFOLIO
PRIOR TO DECEMBER 15, 1997.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO MARCH 31.
The accompanying notes are an integral part of these financial statements.
12
<PAGE>
FINANCIAL HIGHLIGHTS Overland Express Sweep Fund
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FOR A SHARE OUTSTANDING THROUGHOUT EACH PERIOD IS AS FOLLOWS:
<TABLE>
<CAPTION>
OVERLAND EXPRESS SWEEP FUND (CONT.)
------------------------------------------
THREE
MONTHS
ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MAR. 31, DEC. 31, DEC. 31, DEC. 31,
1998 (2) 1997 1996 1995
<S> <C> <C> <C> <C>
- ------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING
OF PERIOD $1.00 $1.00 $1.00 $1.00
INCOME FROM INVESTMENT
OPERATIONS:
Net investment income
(loss) 0.01 0.04 0.04 0.05
LESS DISTRIBUTIONS:
Dividends from net
investment income (0.01) (0.04) (0.04) (0.05)
--------- --------- --------- ---------
NET ASSET VALUE, END OF
PERIOD $1.00 $1.00 $1.00 $1.00
========= ========= ========= =========
TOTAL RETURN (NOT
ANNUALIZED) 1.11% 4.47% 4.29% 4.80%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
(000s) $2,594,910 $2,956,090 $2,002,725 $1,209,183
RATIOS TO AVERAGE NET ASSETS
(ANNUALIZED):
Ratio of expenses to
average net assets (1) 1.25% 1.24% 1.24% 1.25%
Ratio of net investment
income to average net
assets (1) 4.49% 4.40% 4.20% 4.70%
- ------------------------------------------------------------------------
Ratio of expenses to average
net assets prior to waived
fees and reimbursed
expenses (1) 1.26% 1.26% 1.26% 1.28%
Ratio of net investment
income to average net
assets prior to waived
fees and reimbursed
expenses (1) 4.48% 4.38% 4.18% 4.67%
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</TABLE>
(1) RATIOS INCLUDE ACTIVITY OF THE CASH INVESTMENT TRUST MASTER PORTFOLIO
PRIOR TO DECEMBER 15, 1997.
(2) THE FUND CHANGED ITS FISCAL YEAR-END FROM DECEMBER 31 TO MARCH 31.
The accompanying notes are an integral part of these financial statements.
13
<PAGE>
Overland Express Sweep Fund NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
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NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
1. SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION
Stagecoach Funds, Inc. (the "Company") is registered under the Investment
Company Act of 1940, as amended (the "1940 Act"), as an open-end series
management investment company. The Company commenced operations on January 1,
1992, and currently offers thirty-one separate series. These financial
statements represent the Overland Express Sweep Fund (the "Fund"), a diversified
series of the Company.
Effective at the close of business on December 12, 1997, the Funds of Overland
Express, Inc. were consolidated into the Company in a tax-free exchange for
shares of designated classes of the corresponding Stagecoach fund. Also, at the
close of business on December 12, 1997, funds structured as a "feeder" fund in a
"master-feeder" structure were restructured to invest directly in a portfolio of
securities, rather than to invest in a portfolio of securities through a
"master" portfolio.
The following significant accounting policies are consistently followed by the
Company in the preparation of its financial statements, and such policies are in
conformity with generally accepted accounting principles ("GAAP") for investment
companies.
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities, disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from those
estimates.
SECURITY VALUATION
The Fund invests only in securities with remaining maturities not exceeding
397 days (13 months). Certain floating- and variable-rate instruments in the
portfolio may have maturities in excess of 397 days, but carry a demand feature
that permits the holder to tender the instruments back to the issuer at par
value prior to maturity.
The Fund uses the amortized cost method to value its portfolio securities. The
amortized cost method involves valuing a security at its cost, plus accretion of
discount or minus amortization of premium over the period until maturity, which
approximates market value. The Fund seeks to maintain a constant net asset value
of $1.00 per share, although there is no assurance that it will be able to do
so.
14
<PAGE>
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) Overland Express Sweep Fund
- ------------------------------------------------------------------------
SECURITY TRANSACTIONS AND INCOME RECOGNITION
Securities transactions are recorded on a trade date basis. Interest income is
accrued daily. Realized gains or losses are reported on the basis of identified
cost of securities delivered. Bond discounts are accreted and premiums are
amortized under provisions of the Internal Revenue Code of 1986, as amended (the
"Code").
REPURCHASE AGREEMENTS
Transactions involving purchases of securities under agreements to resell such
securities ("repurchase agreements") are treated as collateralized financing
transactions and are recorded at their contracted resale amounts. These
repurchase agreements, if any, are detailed in the Fund's Portfolio of
Investments. The Fund may participate in pooled repurchase agreement
transactions with other funds advised by Wells Fargo Bank, N.A. ("WFB"). The
repurchase agreements must be fully collateralized based on values that are
marked to market daily. The collateral may be held by an agent bank under a tri-
party agreement. It is the custodian's responsibility to value collateral daily
and to take action to obtain additional collateral as necessary to maintain
market value equal to or greater than the resale price. The repurchase
agreements held in the Fund are collateralized by instruments such as U.S.
Treasury or federal agency obligations.
DISTRIBUTIONS TO SHAREHOLDERS
Dividends to shareholders from net investment income, if any, are declared
daily and distributed monthly. Any distributions to shareholders from net
realized capital gains are declared and distributed at least annually.
FEDERAL INCOME TAXES
The Fund is treated as a separate entity for federal income tax purposes. It
is the policy of the Fund to continue to qualify as a regulated investment
company by complying with the provisions applicable to regulated investment
companies, as defined in the Code, and to make distributions of substantially
all of its investment company taxable income and any net realized capital gains
(after reduction for capital loss carryforwards) sufficient to relieve it from
all, or substantially all, federal income taxes. Accordingly, no provision for
federal income taxes was required at December 31, 1998.
2. AGREEMENTS AND OTHER TRANSACTIONS WITH AFFILIATES
The Company has entered into an advisory contract on behalf of the Fund with
WFB. Pursuant to the contract, WFB has agreed to provide the Fund with daily
portfolio management. Under the contract, WFB is entitled to receive a monthly
advisory fee at an annual rate of 0.45% of the average daily net assets of the
Fund. On August 1, 1998, Wells Capital Management Incorporated
15
<PAGE>
Overland Express Sweep Fund NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
- ------------------------------------------------------------------------
("WCM"), a wholly-owned subsidiary of WFB, began acting as investment sub-
advisor to the Fund. WCM is entitled to receive from WFB, as compensation for
its sub-advisory services to the Fund, a monthly fee at the annual rate of 0.05%
of the Fund's average daily net assets up to $1 billion and 0.04% of the Fund's
average daily net assets in excess of $1 billion. WCM's minimum annual fee is
$120,000 for the Fund. This minimum annual fee does not increase the advisory
fees paid by the Funds to WFB.
The Company has entered into a contract on behalf of the Fund with WFB,
whereby WFB is responsible for providing portfolio accounting services for the
Fund. Pursuant to the contract, WFB is entitled to a monthly base fee of $2,000
plus an annual fee of 0.07% of the first $50 million of the Fund's average daily
net assets, 0.045% of the next $50 million, and 0.02% of the Fund's average
daily net assets in excess of $100 million.
On June 4, 1999, the Company entered into a contract on behalf of the Fund
with Norwest Bank Minnesota, N.A. ("Norwest Bank"), whereby Norwest Bank is
responsible for providing custody services for the Fund. Pursuant to the
contract, Norwest Bank is entitled to a monthly fee for custody services at the
annual rate of 0.0167% of the average daily net assets of the Fund and to an
additional fixed fee for the Fund. Prior to June 4, 1999, WFB performed the
above services for the same fees.
On July 17, 1999, Boston Financial Data Services ("BFDS") replaced WFB as the
transfer agent for the Company. Under the transfer agency contract, BFDS is
entitled to receive, on a monthly basis, transfer agency fees based on the
number of accounts and transactions of the Fund. WFB will continue to provide
sub-transfer agency services to the Fund. Prior to July 17, 1999, the Company
had entered into a contract on behalf of the Fund with WFB, whereby WFB provided
transfer agency services for the Fund. Under the prior transfer agency contract,
WFB was entitled to receive transfer agency fees at an annual rate of 0.10% of
the average daily net assets of the Fund.
The Company has entered into a contract on behalf of the Fund with WFB,
whereby WFB has agreed to provide shareholder services for the Fund. Pursuant to
the contract, WFB is entitled to receive shareholder servicing fees at an annual
rate of 0.30% of the average daily net assets of the Fund.
On March 25,1999, the Company entered into an Administration Agreement with
WFB on behalf of the Fund. Under the Administration Agreement, WFB will act as
the sole Administrator of the Fund and is entitled to receive monthly fees at an
annual rate of 0.15% of the average daily net assets of the Fund. Prior to
March 25, 1999, the Company had entered into an administration agreement on
behalf of the Fund whereby WFB as administrator and Stephens Inc. ("Stephens")
as co-administrator provided the Fund with administration
16
<PAGE>
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) Overland Express Sweep Fund
- ------------------------------------------------------------------------
services. For these services, WFB and Stephens were entitled to receive monthly
fees at the annual rates of 0.03% and 0.04%, respectively, of the Fund's average
daily net assets.
The Company has adopted a Distribution Plan on behalf of the Fund pursuant to
Rule 12b-1 under the 1940 Act (the "Plan"). The Plan provides that the Fund may
pay to Stephens, as compensation for distribution-related services or as
reimbursement for distribution-related expenses, a monthly fee at an annual rate
of up to 0.30% of the Fund's average daily net assets.
Under the contracts and agreements described above, WFB and Stephens may each
voluntarily waive fees or reimburse expenses to the Fund. Waived fees and
reimbursed expenses continue at the discretion of WFB and Stephens.
Certain officers and one director of the Company are also officers of
Stephens. As of September 30, 1999, Stephens owned 133,280 shares of the Fund.
3. CAPITAL SHARE TRANSACTIONS
As of September 30, 1999, there were over 242 billion shares of $0.001 par
value capital stock authorized by the Company. As of September 30, 1999, the
Fund was authorized to issue 10 billion shares of $0.001 par value capital
stock. Capital shares are issued and redeemed at a constant $1.00 net asset
value as disclosed in the Statement of Changes in Net Assets.
4. SUBSEQUENT EVENTS
On March 25, 1999, the Board of Directors of the Company approved the
reorganization of the Fund into a new portfolio of Wells Fargo Funds Trust. The
reorganization is part of a larger plan to consolidate the Company with the
Norwest Advantage Funds following last November's merger of Wells Fargo &
Company and Norwest Corporation. The Company presented the reorganization to
Company's shareholders and gained approval at a special shareholders' meeting in
August, 1999. At the close of business November 5, 1999, the Stagecoach Overland
Express Sweep Fund was reorganized to form the Wells Fargo Overland Express
Sweep Fund. These financial statements are applicable to the Wells Fargo Funds
having former Stagecoach Funds as accounting survivors. Please see your Wells
Fargo Funds prospectus for details about your Fund.
17
<PAGE>
Overland Express Sweep Fund NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
- ------------------------------------------------------------------------
SHAREHOLDERS' MEETING AND PROXY VOTING RESULTS
The required majority of shareholders of the Fund voted to approve the
reorganization of the Fund into a Fund of the Wells Fargo Funds Trust. The
reorganization is part of a larger plan to consolidate the Stagecoach Fund
family and the Norwest Advantage Fund family after the merger of Wells Fargo &
Company and Norwest Corporation in November, 1998. Under the reorganization, the
Overland Express Sweep Fund will transfer all of its assets and liabilities to a
corresponding Wells Fargo Funds Trust Fund.
<TABLE>
<CAPTION>
FUND FOR AGAINST ABSTAIN
- ----------------------------------------------------------------------------
<S> <C> <C> <C>
Overland Express Sweep 1,465,206,961 28,286,214 75,310,029
</TABLE>
18
<PAGE>
LIST OF ABBREVIATIONS
- ------------------------------------------------------------------------
The following is a list of common abbreviations for terms and entities which
may have appeared in this report.
<TABLE>
<S> <C> <C>
ABAG -- Association of Bay Area Governments
ADR -- American Depository Receipts
AMBAC -- American Municipal Bond Assurance Corporation
AMT -- Alternative Minimum Tax
ARM -- Adjustable Rate Mortgages
BART -- Bay Area Rapid Transit
CDA -- Community Development Authority
CDSC -- Contingent Deferred Sales Charge
CGIC -- Capital Guaranty Insurance Company
CGY -- Capital Guaranty Corporation
CMT -- Constant Maturity Treasury
COFI -- Cost of Funds Index
CONNIE LEE -- Connie Lee Insurance Company
COP -- Certificate of Participation
CP -- Commercial Paper
CTF -- Common Trust Fund
DW&P -- Department of Water & Power
DWR -- Department of Water Resources
EDFA -- Education Finance Authority
FGIC -- Financial Guaranty Insurance Corporation
FHA -- Federal Housing Authority
FHLB -- Federal Home Loan Bank
FHLMC -- Federal Home Loan Mortgage Corporation
FNMA -- Federal National Mortgage Association
FRN -- Floating Rate Notes
FSA -- Financial Security Assurance, Inc
GNMA -- Government National Mortgage Association
GO -- General Obligation
HFA -- Housing Finance Authority
HFFA -- Health Facilities Financing Authority
IDA -- Industrial Development Authority
LIBOR -- London Interbank Offered Rate
LLC -- Limited Liability Corporation
LOC -- Letter of Credit
LP -- Limited Partnership
MBIA -- Municipal Bond Insurance Association
MFHR -- Multi-Family Housing Revenue
MUD -- Municipal Utility District
MTN -- Medium Term Note
PCFA -- Pollution Control Finance Authority
PCR -- Pollution Control Revenue
PFA -- Public Finance Authority
PLC -- Private Placement
PSFG -- Public School Fund Guaranty
RAW -- Revenue Anticipation Warrants
RDA -- Redevelopment Authority
RDFA -- Redevelopment Finance Authority
R&D -- Research & Development
SFMR -- Single Family Mortgage Revenue
TBA -- To Be Announced
TRAN -- Tax Revenue Anticipation Notes
USD -- Unified School District
V/R -- Variable Rate
WEBS -- World Equity Benchmark Shares
</TABLE>
<PAGE>
Wells Fargo Bank, N.A. provides investment advisory services, shareholder
services and/ or certain other services for the Stagecoach Funds. Wells
Capital Management Incorporated ("WCM") provides investment sub-advisory
services for certain Stagecoach Funds. The Funds are distributed by STEPHENS
INC., Member NYSE/SIPC. Wells Fargo Bank, N.A. and WCM are not affiliated
with Stephens Inc.
This report and the financial statements contained herein are submitted for
the general information of the shareholders of the Stagecoach Funds. If this
report is used for promotional purposes, distribution of the report must be
accompanied or preceded by a current prospectus. For a prospectus containing
more complete information, including charges and expenses, call
1-800-260-5969. Read the prospectus carefully before you invest or send
money.
-C- Stagecoach Funds
STAGECOACH FUNDS-Registered Trademark-
P.O. Box 7066
San Francisco, CA 94120-7066
DATED MATERIAL
PLEASE EXPEDITE
LOGO SC OEX SAR (11/99)
