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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. __)
Filed by the Registrant /X/
Filed by a Party other than the Registrant / /
Check the appropriate box:
/X/ Preliminary Proxy Statement
/ / Confidential, for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))
/ / Definitive Proxy Statement
/ / Definitive Additional Materials
/ / Soliciting Material Pursuant to Section 240.14a-11(c) or
Section 240.14a-12
Norwest Select Funds
- -----------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
- -----------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement if other than the
Registrant)
Payment of Filing Fee (Check the appropriate box):
/X/ No fee required.
/ / Fee computed on table below per Exchange Act Rule 14a-
6(i)(4) and 0-11.
(1) Title of each class of securities to which
transaction applies:
- -----------------------------------------------------------------
(2) Aggregate number of securities to which transaction
applies:
- -----------------------------------------------------------------
(3) Per unit price or other underlying value of
transaction computed pursuant to Exchange Act Rule 0-11
(Set forth the amount on which the filing fee is
calculated and state how it was determined):
- -----------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
- -----------------------------------------------------------------
(5) Total fee paid:
- -----------------------------------------------------------------
/ / Fee paid previously with preliminary materials.
/ / Check box if any part of the fee is offset as provided
by Exchange Act Rule 0-11(a)(2) and identify the filing
for which the offsetting fee was paid previously.
Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its
filing.
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(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
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47180160.DG0
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PRELIMINARY
NORWEST SELECT FUNDS
Two Portland Square
Portland, Maine 04101
_____________________________
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
_____________________________
To the Shareholders of Norwest Select Funds:
Notice is hereby given that a Special Meeting of
Shareholders (the "Meeting") of Intermediate Bond Fund, Income
Equity Fund, ValuGrowth Stock Fund and Small Company Stock Fund
(the "Funds"), the four series of Norwest Select Funds (the
"Trust"), will be held at the offices of the Trust's manager and
distributor, Forum Financial Services, Inc., Two Portland Square,
Portland, Maine 04101 on May 15, 1997 at 10:00 a.m. Eastern Time.
The purpose of the Meeting is to consider and act upon the
following proposals, and to transact such other business as may
properly come before the Meeting or any adjournment or
adjournments thereof.
For shareholders of all Funds:
1. To elect the Trustees of the Trust, each to hold office
until his successor is duly elected and qualified.
2. To ratify the selection of KPMG Peat Marwick LLP as
independent auditors of the Trust for the fiscal year
ending December 31, 1997.
For shareholders of Income Equity Fund and ValuGrowth Stock Fund:
3. To approve an amendment to the Fund's investment
objective.
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The Board of Trustees of the Trust has fixed the close
of business on [February 25, 1997] as the record date for the
determination of shareholders entitled to notice of and to vote
at the Meeting or any adjournment or adjournments thereof.
Fortis Financial Group has fixed the close of business on
[May __, 1997] as the last day for which voting instructions from
owners of variable annuity contracts may be accepted, subject to
any adjournment or adjournments of the Meeting.
By order of the Board of Trustees,
David I. Goldstein
Vice President and Secretary
Portland, Maine
[DATE] 1997
YOUR VOTE IS IMPORTANT NO MATTER HOW LARGE OR SMALL YOUR HOLDINGS
MAY BE. IN ORDER TO AVOID THE UNNECESSARY EXPENSE OF FURTHER
SOLICITATION, WE URGE YOU TO INDICATE YOUR VOTING INSTRUCTIONS ON
THE ENCLOSED PROXY, DATE AND SIGN IT, AND RETURN IT PROMPTLY IN
THE ENVELOPE PROVIDED.
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PRELIMINARY
NORWEST SELECT FUNDS
Two Portland Square
Portland, Maine 04101
_____________________________
PROXY STATEMENT
_____________________________
Special Meeting of Shareholders
To Be Held on May 15, 1997
This Proxy Statement is furnished to shareholders of
Intermediate Bond Fund, Income Equity Fund, ValuGrowth Stock Fund
and Small Company Stock Fund (the "Funds"), the four series of
the Trust, and to variable annuity contract owners who
beneficially own interests therein, in connection with the
solicitation of proxies on behalf of the Board of Trustees (the
"Board") of Norwest Select Funds (the "Trust"), a Delaware
business trust, to be voted at the Special Meeting of
Shareholders of the Trust to be held at the offices of Forum
Financial Services, Inc. ("Forum"), Two Portland Square,
Portland, Maine 04101 on April 30, 1997 at 10:00 a.m. Eastern
time (the "Meeting"), and any adjournment thereof, for the
purposes set forth in the accompanying Notice of Special Meeting
of Shareholders. The following table summarizes the proposals
upon which the shareholders are being requested to vote (the
"Proposals") and indicates which shareholders are entitled to
vote on each Proposal.
Proposal Fund
1. To elect the Trustees of the All Funds, voting together
Trust
2. To ratify the selection of the All Funds, voting together
independent auditors of the
Funds
3. To amend the Fund's investment Income Equity Fund and
objective ValuGrowth Stock Fund,
voting separately by Fund
The solicitation of proxies is made primarily by the
mailing of this Proxy Statement and [the accompanying form of
voting instruction request] on or about April ___, 1997. The
Trust will furnish, upon request and without charge, to each
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person to whom the Proxy Statement is delivered, a copy of each
Fund's Annual Report to Shareholders dated December 31, 1996. To
request copies, please telephone Norwest Bank Minnesota, N.A.
("Norwest"), the investment adviser and transfer agent of the
Trust, at 800-338-1348. The solicitation may also include
telephone or oral communications by the officers of the Trust or
by regular employees of Norwest, Forum or their affiliates.
Currently, neither Norwest nor the Trust has engaged a proxy
solicitation firm. Norwest may determine in the future to engage
a proxy solicitation firm, at its own expense.
The Trust is a registered, open-end, management
investment company whose shares of beneficial interest are
divided into four separate series (collectively, the "Shares").
Shares may be voted in person at the Meeting or by proxy. Each
whole Share is entitled to one vote and each fractional Share is
entitled to a proportionate fractional vote. All properly
executed proxies received prior to the Meeting will be voted at
the Meeting, and any adjournment thereof, in accordance with the
instructions marked thereon or otherwise provided therein.
The Board has fixed the close of business on
[February 25, 1997] as the record date for determination of
shareholders entitled to notice of, and to vote at, the Meeting
and at any adjournment thereof. As of February 25, 1997, all of
the outstanding Shares were held either by separate accounts
("Separate Accounts") of Fortis Insurance Benefits Company
("Fortis") or by Forum, which provided initial capital to the
Funds. Shares are currently sold only to Separate Accounts of
Fortis to serve as the investment medium for variable annuity
contracts. Shares held by Fortis in each Separate Account will
be voted by Fortis based on properly executed voting instruction
requests received from the owners of the Separate Account
("Account Owners") having a voting interest in one or more of the
Funds. Fortis has fixed the close of business on May __, 1997 as
the last day for which voting instructions from Contract Owners
may be accepted, subject to any adjournment or adjournments of
the Meeting. Shares held in Separate Accounts for which no
voting instruction is received in time to be voted and Shares
which are owned by Forum will be voted by Fortis or Forum, as
appropriate, in the same proportion as the Shares held by the
Separate Accounts for which voting instructions are received.
Unless instructions to the contrary are marked, proxies
received will be voted FOR the election of each nominee for
Trustee and FOR the approval of each other Proposal applicable to
the shareholder [and Fortis will vote voting instruction requests
received FOR the election of each nominee for Trustee and FOR the
approval of each other Proposal applicable to the Account Owner.]
A proxy may be revoked by a shareholder at any time prior to the
exercise thereof by giving written notice to Norwest, the Trust's
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transfer agent, at 733 Marquette Avenue, Minneapolis, Minnesota
55479-0040, by signing and mailing another proxy of a later date
or by personally casting a vote at the Meeting. [A voting
instruction request may be revoked by an Account Owner at any
time prior to [DATE] by giving written notice to [Fortis] or by
signing and mailing another voting instruction request of a later
date.] In completing proxies or voting instruction requests,
shareholders and Account Owners should be aware that checking the
box labeled ABSTAIN with respect to a Proposal will result in the
Shares covered by the proxy or voted by Fortis in accordance with
the voting instructions of the Account Owner being treated as if
they were voted AGAINST the Proposal.
If sufficient votes to approve one or more of the
Proposals are not received, the persons named as proxies may
propose one or more adjournments of the Meeting to permit further
solicitation of proxies or voting instructions with respect to
those Proposals. An adjournment with respect to a Proposal will
require the affirmative vote of a majority of Shares entitled to
vote on the Proposal represented in person or by proxy at the
Meeting. In that case, the persons named as proxies will vote
all proxies that they are entitled to vote FOR such an
adjournment; provided, however, any proxies required to be voted
against a Proposal will be voted AGAINST an adjournment with
respect to that Proposal. [Fortis will vote all voting
instruction requests that they are entitled to vote FOR an
adjournment; provided, however, any voting instruction request
required to be voted against a Proposal will be voted AGAINST an
adjournment with respect to that Proposal.] In the event of any
adjournment, the Trust will continue to solicit proxies [and
Fortis will continue to solicit voting instructions] for Shares
on Proposals for which the Meeting has been adjourned.
As used herein, the term "1940 Act Majority" means, with
respect to any vote by a Fund's shareholders, the affirmative
vote of the lesser of: (i) 67% or more of the Shares present or
represented by proxy at a Meeting; or (ii) more than 50% of the
outstanding Shares.
PROPOSAL ONE
ELECTION OF TRUSTEES
Shareholders of all Funds, voting together, are entitled
to vote on Proposal One. Approval of this Proposal with respect
to a Trustee requires the affirmative vote of the holders of a
plurality of the outstanding Shares voting at the Meeting. It is
proposed that shareholders elect each current Trustee and Mr.
McCune (the "nominees").
At the Meeting, all of the nominees will be elected to
serve until their successors are elected and qualified. The
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nominees are listed in the table below. Messrs. Brown,
Burkhardt, Harris, Keffer and Leach are current Trustees of the
Trust and have been Trustees of the Trust since the inception of
the Trust. Messrs. Willeke and Penny are current Trustees of the
Trust and were each elected by the other members of the Board at
meetings of the Board held on July 24-25, 1995 and October 1,
1995, respectively. Mr. McCune is not currently a Trustee of the
Trust, but was nominated by the Board (subject to shareholder
approval) at a meeting of the Board held on January 28, 1997.
Each nominee has consented to serve or continue to serve
as a Trustee if elected. The Board knows of no reason why any of
the nominees would be unable to serve, but in the event a nominee
is unable to serve, the proxies received will be voted for such
substitute nominee or nominees as the Board may recommend.
Certain information regarding each nominee is provided
below, including a description of his principal occupation and
business experience for the last five years. Messrs. Brown,
Keffer and McCune (identified by an asterisk in the following
table) are "interested persons" of the Trust as defined in the
1940 Act. Mr. Brown is an interested person of the Trust by
virtue of his ownership of stock of the parent of Norwest, and
Mr. Keffer is an interested person by virtue of his position with
Forum Financial Services, Inc., distributor of the Shares of the
Trust. Mr. McCune is an interested person by virtue of his
position with Norwest Investment Services, Inc., an affiliate of
Norwest.
Robert C. Brown, Age 65, Trustee*
Director, Federal Farm Credit Banks Funding Corporation and
Farm Credit System Financial Assistance Corporation since
February 1993. Prior thereto, he was Manager of Capital
Markets Group, Norwest Corporation, a multi-bank holding
company and parent of Norwest, until 1991.
Donald H. Burkhardt, Age 70, Trustee
Principal of The Burkhardt Law Firm.
James C. Harris, Age 76, Trustee
President and sole Director of James C. Harris & Co., Inc. (a
financial consulting firm). Mr. Harris is also a liquidating
Trustee and former Director of First Midwest Corporation (a
small business investment company).
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John Y. Keffer, Age 54, Chairman and President*
President and owner, Forum Financial Services, Inc. (a
registered broker-dealer), Forum Administrative Services
Limited Liability Company (a mutual fund administrator),
Forum Financial Corp. (a registered transfer agent) and other
companies within the Forum Financial Group of companies. Mr.
Keffer is a Director, Trustee and/or officer of various
registered investment companies for which Forum Financial
Services, Inc., or its affiliates, serves as manager,
administrator or distributor.
Richard M. Leach, Age 63, Trustee
President of Richard M. Leach Associates (a financial
consulting firm) since 1992. Prior thereto, Mr. Leach was
Senior Adviser of Taylor Investments (a registered investment
adviser), a Director of Mountainview Broadcasting (a radio
station) and Managing Director of Digital Techniques, Inc.
(an interactive video design and manufacturing company).
John S. McCune, age 51, nominee*
President, Chief Executive Officer and Director of Norwest
Investment Services, Inc. (a registered broker-dealer) since
1991. Mr. McCune also serves as a member of the Municipal
Securities Rulemaking Board and is a member of the American
Bankers Association and Sales Managers Association.
Timothy J. Penny, Age 45, Trustee
Senior Counselor to the public relations firm of Himle-Horner
since January 1995 and Senior Fellow at the Humphrey
Institute, Minneapolis, Minnesota (a public policy
organization) since January 1995. Prior thereto, Mr. Penny
was the Representative to the United States Congress from
Minnesota's First Congressional District.
Donald C. Willeke, Age 56, Trustee
Principal of the law firm of Willeke & Daniels.
During the Trust's fiscal year ended December 31, 1996,
the Board met four times. [All] of the Trustees attended each
meeting. The Board has established a Nominating Committee and an
Audit Committee, each of which is composed of Trustees who are
not interested persons of the Trust (the "Independent Trustees").
Messrs. Harris, Leach, Burkhardt, Willeke and Penny are the
current members of those committees. The Nominating Committee
selects all Independent Trustees for nomination to the Board and
did not meet during the fiscal year ended December 31, 1996. The
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nomination of Mr. McCune was approved by the Board at the regular
meeting of the Board held on January 28, 1997. The Nominating
Committee accepts nominations from shareholders of the Trust.
Such nominations should be submitted to the Committee in care of
the Secretary of the Trust. The Audit Committee selects the
Trust's independent auditors and meets to discuss the scope of
the auditors' engagement and to review the financial statements
of the Trust and the results of the auditors' examination
thereof. The Audit Committee met [three] times during the fiscal
year ended December 31, 1996; all of the committee members
attended each meeting. The Board has also established a
Valuation Committee comprised of Messrs. Brown and Keffer. The
Valuation Committee did not meet during the fiscal year ended
December 31, 1996.
TRUSTEE COMPENSATION:
Each Trustee is paid by the Trust a quarterly retainer
fee of $5,000 for the Trustee's service to the Trust and to
Norwest Advantage Funds, a separate registered open-end
management investment company for which each Trustee serves as
trustee. In addition, each Trustee is paid $3,000 for each
regular Board meeting attended (whether in person or by
electronic communication) and is paid $1,000 for each Committee
meeting attended on a date when a Board meeting is not held.
Also, each Trustee is paid $1,000 for each telephonic Board
meeting participated in that is not a regular meeting. Trustees
are also reimbursed for travel and related expenses incurred in
attending those meetings. Mr. Keffer is not compensated, and, if
elected as a Trustee, Mr. McCune would not be compensated in
connection with serving as Trustee. No officer of the Trust is
compensated by the Trust.
Mr. Burkhardt, Chairman of the Trust's and Norwest
Advantage Fund's Audit Committees, receives additional
compensation of $6,000 from the Trust and Norwest Advantage
Funds, allocated pro rata between the Trust and Norwest Advantage
Funds based upon relative net assets, for his services as
Chairman.
The following table provides the aggregate compensation
paid to the Trustees of the Trust by the Trust and by the Trust
and Norwest Advantage Funds, combined. Norwest Advantage Funds
has a May 31 fiscal year end. Information is presented for the
twelve-month period ended December 31, 1996, the most recent
fiscal year end of the Trust. Information regarding the total
compensation paid by the Trust and Norwest Advantage Funds is
presented for the twelve-month period ended May 31, 1996, the
most recent fiscal year end of Norwest Advantage Funds.
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Total Compensation
Total Compensation From the Trust and
From the Trust Norwest Advantage Funds
Mr. Brown $_______ $29,000
Mr. Burkhardt $_______ $36,250
Mr. Harris $_______ $28,000
Mr. Leach $_______ $33,000
Mr. Penny $_______ $16,000
Mr. Willeke $_______ $30,000
Neither the Trust nor Norwest Advantage Funds has adopted any
form of retirement plan covering Trustees or officers. For the
twelve-month period ended May 31, 1996, expenses of the Trustees
totaled $30,408, and expenses of the trustees of Norwest
Advantage Funds totaled $27.
Set forth below is certain information as to Trustees of
the Trust who owned beneficially any class of securities of
Norwest Corporation as of February 6, 1997.
Title or Class Name of Number
of Securities Beneficial Owner of Shares
Norwest Corporation Robert C. Brown 29,116
As of February 6, 1997, no Trustee of the Trust owned
any Shares of any Fund.
The Board recommends that the shareholders vote FOR the
election of each of the nominees as Trustee of the Trust.
PROPOSAL TWO
RATIFICATION OF SELECTION OF KPMG PEAT
MARWICK LLP AS INDEPENDENT AUDITORS OF THE TRUST
Shareholders of all Funds, voting together, are entitled
to vote on Proposal Two. Approval of this Proposal requires the
approval of a majority of the outstanding Shares of the Trust.
The Board of Trustees recommends that the shareholders
of the Funds ratify the selection of KPMG Peat Marwick LLP
("KPMG") to audit the accounts of the Funds for the fiscal year
of each Fund ending December 31, 1997. Their selection was
approved by a unanimous vote, cast in person, at a meeting of the
Board held on July 29-30, 1996. KPMG has audited the accounts of
the Trust since the inception of the Trust. KPMG does not have
any direct or indirect financial interest in the Trust or any
Fund of the Trust. A representative of KPMG will have,
telephonically, the opportunity to make a statement and to
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respond to appropriate questions from the shareholders, during
the Meeting.
The Board recommends that the shareholders vote FOR
Proposal Two.
PROPOSAL THREE
APPROVAL OF AN AMENDMENT TO THE FUND'S
INVESTMENT OBJECTIVE
Shareholders of Income Equity Fund and ValuGrowth Stock Fund (the
"Funds"), voting separately by Fund, are entitled to vote on this
Proposal. Approval of this Proposal requires a 1940 Act
Majority.
INTRODUCTION
Each Fund's investment objective is a concise statement
of the Fund's aim or goal. Norwest and Forum propose to amend
the Funds' investment objectives to simplify them and/or to
eliminate provisions that are investment policies. Listed below
are the current and proposed objectives for each Fund.
Current Investment Proposed Investment
Fund Objective Objective
Income Equity Fund Provide both long-term Provide long-term
capital appreciation in capita appreciation
line with that of the consistent with above-
overall equity securities average dividend income.
markets and above-average
dividend income.
ValuGrowth Stock Fund Seek capital appreciation Provide long-term
by investing in a capital appreciation.
diversified portfolio of
common stock and securities
convertible into common stock
which may be rated or unrated.
The effect of the proposed amendments on each Fund is
described below.
Income Equity Fund. The proposed amendment would
clarify the Fund's emphasis on providing long-term capital
appreciation consistent with above-average dividend income. The
amendment would not affect the manner in which the Fund's assets
currently are managed.
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ValuGrowth Stock Fund. The proposed amendment would
simplify the Fund's objective. Forum and Norwest propose to
eliminate the statements of investment policy set forth in the
Fund's investment objective. The Fund would continue to have a
non-fundamental policy of investing primarily, and normally would
expect to have substantially all, of its assets invested in
common stock and convertible securities and would otherwise
invest in accordance with the policies currently stated in its
Prospectuses. Non-fundamental policies may be changed by the
Board without shareholder approval. Approval of this proposal
would not affect the manner in which the Fund's assets currently
are managed.
The Board recommends that shareholders vote FOR Proposal Three.
OTHER MATTERS
Management knows of no other matters which are to be
brought before the Meeting. However, if any other matters come
before the Meeting, it is intended that the persons named in the
enclosed form of Proxy, or their substitutes, will vote the Proxy
in accordance with their judgment on such matters.
SHAREHOLDERS AS OF FEBRUARY 25, 1997
As of February 25, 1997, the Trust had [______]
outstanding shares, and the number of outstanding Shares of each
Fund was: Intermediate Bond Fund, [_______]; Income Equity Fund,
[_______]; ValuGrowth Stock Fund, [_______]; and Small Company
Stock Fund, [_____].
Set forth below is certain information as to all persons
known to the Trust who owned of record or beneficially 5% or more
of a Fund's outstanding shares as of February 25, 1997.
[INSERT 5% SHAREHOLDER INFORMATION]
As of February 25, 1997, no Trustee, nominee for
Trusteeship or executive officer of the Trust owned beneficially
securities of any class of any Fund of the Trust.
OFFICERS OF THE TRUST
Certain information regarding each officer of the Trust
is provided below, including the officer's name, age, position at
the Trust and business experience for the last five years, and
the date since which the officer has held his or her position.
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Information regarding Mr. Keffer, the President of the Trust
since 1993, is provided in Proposal One.
Richard C. Butt, 41, Vice President, Assistant Secretary and
Treasurer since 1996.
Managing Director, Forum Financial Services, Inc., with which
he has been associated since May 1996. Prior thereto, from
December 1994 to April 1996 Mr. Butt was a Director of the
Financial Services Consulting Practice, KPMG Peat Marwick
LLP. From November 1993 to August 1994, Mr. Butt was
President of 440 Financial Distributors, Inc. a mutual fund
administrator and distributor, and prior thereto was Senior
Vice President of 440 Financial Group, Inc. Mr. Butt is also
an officer of various registered investment companies for
which Forum Financial Services, Inc. serves as manager,
administrator and/or distributor.
David I. Goldstein, 35, Vice President and Secretary
since 1993.
Managing Director and General Counsel, Forum Financial Group,
with which he has been associated since 1991. Prior thereto,
Mr. Goldstein was associated with the law firm of Kirkpatrick
& Lockhart LLP. Mr. Goldstein is also an officer of various
registered investment companies for which Forum Financial
Services, Inc. serves as manager, administrator and/or
distributor.
Sara M. Clark, 33, Vice President and Assistant Treasurer
since 1994.
Managing Director, Forum Financial Services, Inc., with which
she has been associated since 1994. Prior thereto, Ms. Clark
was Controller of Wright Express Corporation (a national
credit card company). Ms. Clark is also an officer of
various registered investment companies for which Forum
Financial Services, Inc. serves as manager, administrator
and/or distributor.
Thomas G. Sheehan, 42, Vice President and Assistant Secretary
since 1994.
Managing Director and General Counsel, Forum Financial Group,
with which he as been associated since 1993. Prior thereto,
Mr. Sheehan was Special Counsel to the Division of Investment
Management of the Securities and Exchange Commission. Mr.
Sheehan is also an officer of various registered investment
companies for which Forum Financial Services, Inc. serves as
manager, administrator and/or distributor.
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Catherine S. Wooledge, 54, Assistant Secretary since 1997.
Counsel, Forum Financial Group, with which she has been
associated since 1996. Prior thereto, from September 1994 to
1996, Ms. Wooledge was associated with the law firm of
Morrison & Foerster. From September 1993 to September 1994,
Ms. Wooledge was associate corporate counsel at Franklin
Resources, Inc. (a registered investment adviser and mutual
fund manager, distributor and transfer agency company).
Prior thereto, Ms. Wooledge was associated with the law firm
of Drinker, Biddle & Reath. Ms. Wooledge is also an officer
of various registered investment companies for which Forum
Financial Services, Inc. serves as manager, administrator
and/or distributor.
Renee A. Walker, 26, Assistant Secretary since 1994.
Fund Administrator, Forum Financial Services, Inc., with
which she has been associated since 1994. Prior thereto, Ms.
Walker was an administrator at Longwood Partners (a manager
of a hedge fund partnership) for a year. From 1991 to 1993
Ms. Walker was a sales representative at PaineWebber
Incorporated (a broker-dealer).
ADDITIONAL INFORMATION
It is anticipated that, following the Meeting, the Trust
will not hold any meetings of shareholders except as required by
federal or Delaware law. Shareholders wishing to submit
proposals for inclusion in a proxy statement for a subsequent
shareholder meeting should send proposals to the Secretary of the
Trust, David I. Goldstein, in care of Forum, Two Portland Square,
Portland, Maine 04101.
YOU ARE URGED TO FILL IN, DATE AND SIGN AND RETURN
THE ENCLOSED PROXY PROMPTLY
By Order of the Board of Trustees,
David I. Goldstein
Vice President and Secretary
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Norwest Select Funds - Intermediate Bond Fund
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
Revoking any such prior appointments, the undersigned
appoints Catherine S. Wooledge, Thomas G. Sheehan and David I.
Goldstein (or if any one shall act, then that one) proxies with
power of substitution to vote all of the shares of Intermediate
Bond Fund (the "Fund") registered in the name of the undersigned
at the Special Meeting of Shareholders of Norwest Select Funds
(the "Trust") to be held at the offices of the Trust's manager
and distributor, Forum Financial Services, Inc., Two Portland
Square, Portland, Maine 04101 on May 15, 1997, at 10:00 a.m., and
at any adjournment or adjournments thereof.
The Shares of beneficial interest represented by this
Proxy will be voted in accordance with the specifications made by
the undersigned. If no specifications are made, such Shares will
be voted FOR the election of all nominees for Trustee and FOR
Proposal Two.
Receipt is acknowledged of this Proxy Statement for the
Special Meeting of Shareholders to be held on May 15, 1997.
Signature Date
Signature (if Shares held jointly) Date
PLEASE SIGN AND DATE THIS PROXY AND RETURN IT IN THE ENCLOSED
ENVELOPE
In voting on Proposal Two, checking the box labeled ABSTAIN will
result in the Shares covered by the Proxy being treated ad if
they were voted AGAINST the Proposal.
PROPOSAL ONE: ELECTION OF TRUSTEES
[ ] For all nominees listed below (except as marked to the
contrary below)
[ ] WITHHOLD AUTHORITY for all nominees listed below. To
withhold authority to vote for any individual nominee, strike a
line through the nominee's name.
Robert C. Brown, Donald H. Burkhardt, James C. Harris, John
Y. Keffer, Richard M. Leach. John S. McCune, Timothy J. Penny and
Donald C. Willeke
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PROPOSAL TWO: To ratify the selection of KPMG Peat Marwick LLP as
independent auditors of the Trust for the fiscal year ending
December 31, 1997.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
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Norwest Select Funds - Income Equity Fund
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
Revoking any such prior appointments, the undersigned
appoints Catherine S. Wooledge, Thomas G. Sheehan and David I.
Goldstein (or if any one shall act, then that one) proxies with
power of substitution to vote all of the shares of Income Equity
Fund (the "Fund") registered in the name of the undersigned at
the Special Meeting of Shareholders of Norwest Select Funds (the
"Trust") to be held at the offices of the Trust's manager and
distributor, Forum Financial Services, Inc., Two Portland Square,
Portland, Maine 04101 on May 15, 1997, at 10:00 a.m., and at any
adjournment or adjournments thereof.
The Shares of beneficial interest represented by this
Proxy will be voted in accordance with the specifications made by
the undersigned. If no specifications are made, such Shares will
be voted FOR the election of all nominees for Trustee and FOR
Proposals Two and Three.
Receipt is acknowledged of this Proxy Statement for the
Special Meeting of Shareholders to be held on May 15, 1997.
Signature Date
Signature (if Shares held jointly) Date
PLEASE SIGN AND DATE THIS PROXY AND RETURN IT IN THE ENCLOSED
ENVELOPE
In voting on Proposals Two and Three, checking the box labeled
ABSTAIN will result in the Shares covered by the Proxy being
treated ad if they were voted AGAINST the Proposal.
PROPOSAL ONE: ELECTION OF TRUSTEES
[ ] For all nominees listed below (except as marked to the
contrary below)
[ ] WITHHOLD AUTHORITY for all nominees listed below. To
withhold authority to vote for any individual nominee, strike a
line through the nominee's name.
Robert C. Brown, Donald H. Burkhardt, James C. Harris, John
Y. Keffer, Richard M. Leach. John S. McCune, Timothy J. Penny and
Donald C. Willeke
14
<PAGE>
PROPOSAL TWO: To ratify the selection of KPMG Peat Marwick LLP as
independent auditors of the Trust for the fiscal year ending
December 31, 1997.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
PROPOSAL THREE: To approve an amendment in the Fund's investment
objective.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
15
<PAGE>
Norwest Select Funds - ValuGrowth Stock Fund
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
Revoking any such prior appointments, the undersigned
appoints Catherine S. Wooledge, Thomas G. Sheehan and David I.
Goldstein (or if any one shall act, then that one) proxies with
power of substitution to vote all of the shares of ValuGrowth
Stock Fund (the "Fund") registered in the name of the undersigned
at the Special Meeting of Shareholders of Norwest Select Funds
(the "Trust") to be held at the offices of the Trust's manager
and distributor, Forum Financial Services, Inc., Two Portland
Square, Portland, Maine 04101 on May 15, 1997, at 10:00 a.m., and
at any adjournment or adjournments thereof.
The Shares of beneficial interest represented by this
Proxy will be voted in accordance with the specifications made by
the undersigned. If no specifications are made, such Shares will
be voted FOR the election of all nominees for Trustee and FOR
Proposals Two and Three.
Receipt is acknowledged of this Proxy Statement for the
Special Meeting of Shareholders to be held on May 15, 1997.
Signature Date
Signature (if Shares held jointly) Date
PLEASE SIGN AND DATE THIS PROXY AND RETURN IT IN THE ENCLOSED
ENVELOPE
In voting on Proposals Two and Three, checking the box labeled
ABSTAIN will result in the Shares covered by the Proxy being
treated ad if they were voted AGAINST the Proposal.
PROPOSAL ONE: ELECTION OF TRUSTEES
[ ] For all nominees listed below (except as marked to the
contrary below)
[ ] WITHHOLD AUTHORITY for all nominees listed below. To
withhold authority to vote for any individual nominee, strike a
line through the nominee's name.
Robert C. Brown, Donald H. Burkhardt, James C. Harris, John
Y. Keffer, Richard M. Leach. John S. McCune, Timothy J. Penny and
Donald C. Willeke
16
<PAGE>
PROPOSAL TWO: To ratify the selection of KPMG Peat Marwick LLP as
independent auditors of the Trust for the fiscal year ending
December 31, 1997.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
PROPOSAL THREE: To approve an amendment in the Fund's investment
objective.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
17
<PAGE>
Norwest Select Funds - Small Company Stock Fund
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
Revoking any such prior appointments, the undersigned
appoints Catherine S. Wooledge, Thomas G. Sheehan and David I.
Goldstein (or if any one shall act, then that one) proxies with
power of substitution to vote all of the shares of Small Company
Stock Fund (the "Fund") registered in the name of the undersigned
at the Special Meeting of Shareholders of Norwest Select Funds
(the "Trust") to be held at the offices of the Trust's manager
and distributor, Forum Financial Services, Inc., Two Portland
Square, Portland, Maine 04101 on May 15, 1997, at 10:00 a.m., and
at any adjournment or adjournments thereof.
The Shares of beneficial interest represented by this
Proxy will be voted in accordance with the specifications made by
the undersigned. If no specifications are made, such Shares will
be voted FOR the election of all nominees for Trustee and FOR
Proposal Two.
Receipt is acknowledged of this Proxy Statement for the
Special Meeting of Shareholders to be held on May 15, 1997.
Signature Date
Signature (if Shares held jointly) Date
PLEASE SIGN AND DATE THIS PROXY AND RETURN IT IN THE ENCLOSED
ENVELOPE
In voting on Proposal Two, checking the box labeled ABSTAIN will
result in the Shares covered by the Proxy being treated ad if
they were voted AGAINST the Proposal.
PROPOSAL ONE: ELECTION OF TRUSTEES
[ ] For all nominees listed below (except as marked to the
contrary below)
[ ] WITHHOLD AUTHORITY for all nominees listed below. To
withhold authority to vote for any individual nominee, strike a
line through the nominee's name.
Robert C. Brown, Donald H. Burkhardt, James C. Harris, John
Y. Keffer, Richard M. Leach. John S. McCune, Timothy J. Penny and
Donald C. Willeke
18
<PAGE>
PROPOSAL TWO: To ratify the selection of KPMG Peat Marwick LLP as
independent auditors of the Trust for the fiscal year ending
December 31, 1997.
[ ] FOR [ ] AGAINST [ ] ABSTAIN
47180160.DG0
