DRAFT 2/16/10
Institutional Money Market Funds (mergers)
[Co-branded logos]
Your Prompt Response Is Requested
The enclosed document is a combined prospectus and proxy statement with proposals that pertain to the reorganization of certain Wells Fargo Advantage Funds. As a shareholder of one or more of the funds, you are being asked to approve a merger of your merging fund(s) into an acquiring Wells Fargo Advantage Fund.
The voting process will only take a few minutes
Instructions for returning your proxy vote are enclosed. Please be sure to respond by June 8, 2010, regardless of the number of shares you own. Your timely response will help ensure a smooth integration of your funds.
Highlights of proxy proposals
For your convenience, the following information highlights the principal aspects of the proposals in the proxy. Full details are provided in the proxy statement.
Why have the proposals for the merger of these Funds been put forward at this time? | The enclosed prospectus/proxy statement for the merger of your funds is part of the overall proposal to combine the fund lineup of Wells Fargo Advantage Funds and Evergreen Funds. As a result of the merger between Wells Fargo & Company and Wachovia Corporation, Wells Fargo Funds Management, LLC, the investment advisor to the Wells Fargo Advantage Funds, and Evergreen Investment Management Company, LLC, the investment advisor to the Evergreen Funds, recommended that the Boards of Trustees of the two fund families approve combining the fund families under the Wells Fargo Advantage Funds name. |
What am I being asked to vote on? | As a shareholder of the merging (Target) fund, you are being asked to approve the merger of your fund into a surviving (Acquiring) fund. Your fund’s Board of Trustees believes that the merger is in the best interests of your fund and that the interests of existing shareholders would not be diluted as a result of the merger. As such, they recommend that you vote to approve it. Upon approval by shareholders and the satisfaction of other closing conditions, the merging fund will transfer all of its assets to the acquiring fund, and the acquiring fund will assume all of the liabilities of the target fund in exchange for shares of a comparable class of the acquiring fund. After the merger, you will receive shares of the surviving fund equal to the number of shares you held in the merging fund. Each merging fund and its corresponding acquiring fund are listed below: Merging (Target) Fund Surviving (Acquiring) Fund Evergreen Institutional 100% Wells Fargo Advantage 100%
Treasury Money Market Fund Treasury Money Market Fund
Evergreen Prime Cash Management Wells Fargo Advantage Heritage
Money Market Fund Money Market FundSM
Evergreen Institutional Money Market Wells Fargo Advantage Heritage
Fund Money Market FundSM
Evergreen Institutional Municipal Wells Fargo Advantage Municipal
Money Market Fund Cash Management Money Market Fund |
Why has my fund’s Board of Trustees recommended that I vote in favor of approving a merger? | Among the factors the Boards considered in recommending the mergers were the following: Similarities and differences between the investment strategies of the target and acquiring funds. Shareholders will not bear any direct expenses in connection with the mergers. The mergers are expected to be a nontaxable event for U.S. federal income tax purposes. |
How do I vote my shares? | Please read the enclosed proxy materials, consider the information provided carefully, and then vote promptly. The voting process only takes a few minutes. You may complete, date, sign, and mail your proxy ballot; no postage is necessary if you mail it within the United States. Alternatively, you may vote by calling the toll-free number printed on your proxy ballot, or via the Internet according to the enclosed voting instructions provided on your proxy ballot. |
What is the due date for returning my vote? | A final vote will take place at a special meeting of shareholders scheduled on June 8, 2010. Your vote must be received by that date. |
Is this a taxable event for shareholders? | No. Each merger is expected to be a nontaxable event for U.S. federal income tax purposes. |
Whom should I call with questions about the voting process? | If you have any questions about any proposal or related proxy materials, please call your investment professional, trust officer, or an Evergreen client service representative at 1-800-847-5397, Monday through Friday, 8 a.m. to 6 p.m., Eastern Time, or a Wells Fargo Advantage Funds client service representative at 1-800-260-5969, Monday through Friday, 8 a.m. to 7 p.m., Eastern Time. If you have any questions about the voting process or if you would like to vote by telephone, you may call our proxy solicitor, [ name ] at [phone number]. |
[Back cover]
Evergreen Investments (logo)
Wells Fargo Advantage Funds (logo)
An investment in a money market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in a money market fund. A portion of a Municipal Fund’s income may be subject to federal, state, and/or local income taxes or the alternative minimum tax (AMT).
Evergreen Investment Management Company, LLC, is a subsidiary of Wells Fargo & Company and is an affiliate of Wells Fargo & Company’s broker/dealer subsidiaries. Evergreen InvestmentsSM is a service mark of Evergreen Investment Management Company, LLC.
Wells Fargo Funds Management, LLC, a wholly owned subsidiary of Wells Fargo & Company, provides investment advisory and administrative services for Wells Fargo Advantage Funds. Other affiliates of Wells Fargo & Company provide subadvisory and other services for the Wells Fargo Advantage Funds.
Wells Fargo Funds Distributor, LLC, Member FINRA/SIPC, an affiliate of Wells Fargo & Company, is the distributor of the Evergreen Funds and the Wells Fargo Advantage Funds. 120640 02-10
NOT FDIC INSURED • NO BANK GUARANTEE • MAY LOSE VALUE
© 2010 Wells Fargo Funds Management, LLC. All rights reserved.
