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:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
/X/ Definitive Proxy Statement
/X/ Definitive Additional Materials
/ / Soliciting Material Pursuant to Section240.14a-11(c) or
Section240.14a-12

NORWEST SELECT FUNDS
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(Name of Registrant as Specified In Its Charter)

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(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 Rules 14a-6(i)(1)
and 0-11.
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pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
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/ / 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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[LOGO]

April 23, 1997

Message to Norwest Select Fund Participants:

As the owner of a Fortis variable annuity product and a participant in one
or more of the portfolios of Norwest Select Funds (the "Fund"), please complete
the enclosed Voting Instructions for the upcoming meeting of the shareholders
(the "Meeting") of the Fund. The Meeting will be held on Friday, May 23, 1997.

Listed below is a brief summary of each of the proposals to be voted on at
the Meeting. Note that not every proposal applies to every portfolio. We
recommend that you read the enclosed Proxy Statement for complete descriptions
of the proposed changes. Please take time to read these materials and give us
your instructions.

PROPOSAL 1 For all portfolios, to elect the Trustees of the Trust (the
organizational entity of the Fund), each to hold office until his successor is
duly elected and qualified.

PROPOSAL 2 For all portfolios, to ratify the selection of KPMG Peat Marwick
LLP as auditors of the Fund for the fiscal year ending December 31, 1997.

PROPOSAL 3 For contract holders having an interest in the Income Equity
Fund and ValuGrowth-SM- Stock Fund portfolios, to approve changes to the
investment objective of each portfolio. The Fund has stated that changes are
being sought to clarify and/or simplify these investment objectives and are not
intended to result in changes in the ways these portfolios are managed.

THE FUND'S BOARD OF TRUSTEES URGES YOU TO VOTE FOR THESE PROPOSALS

We appreciate your prompt return of the Voting Instructions Card in the
enclosed, self-addressed, postage paid envelope. If you have any questions in
connection with these materials, please call us at 1-800-780-7743.

Very truly yours,

David A. Peterson
VICE PRESIDENT/ASSISTANT GENERAL
COUNSEL
Fortis Benefits Insurance Company

Enclosures

Norwest Select Funds
Two Portland Square
NORWEST
Portland, Maine 04101
SELECT
FUNDS

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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-SM- 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 23, 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 a
successor is duly elected and qualified.

2. To ratify the selection of KPMG Peat Marwick LLP as independent auditors
of the Funds 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.

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 Benefits Insurance Company has fixed the close of
business (5:00 p.m. Eastern time) on Wednesday, May 21, 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

April 23, 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 VOTING INSTRUCTION CARD, DATE
AND SIGN IT AND RETURN IT PROMPTLY IN THE ENVELOPE PROVIDED.

Norwest Select Funds
NORWEST
Two Portland Square
SELECT
Portland, Maine 04101
FUNDS

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PROXY STATEMENT

Special Meeting of Shareholders

To Be Held on May 23, 1997

This Proxy Statement is furnished to shareholders of Intermediate Bond Fund,
Income Equity Fund, ValuGrowth-SM- Stock Fund and Small Company Stock Fund (the
"Funds"), the four series of Norwest Select Funds (the "Trust"), a Delaware
business 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 the Trust to be voted at the Special
Meeting of Shareholders of the Trust to be held at the offices of the Trust's
manager and distributor, Forum Financial Services, Inc. ("Forum"), Two Portland
Square, Portland, Maine 04101 on May 23, 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 Trust All Funds, voting together
2. To ratify the selection of the independent auditors of the All Funds, voting together
Funds
3. To amend the Fund's investment objective Income Equity Fund and 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 proxy on or about April 23, 1997. The
Trust will furnish, upon request and without charge, to each 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, Fortis Benefits Insurance Company ("Fortis") 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 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
Cards received from the owners of the Separate Account ("Account Owners") having
a voting interest in one or more of the Funds. Fortis will solicit voting
instructions from Account Owners and has fixed the close of business (5:00 p.m.
Eastern time) on May 21, 1997 as the last day for which voting instructions from
Account Owners may be accepted, subject to any adjournment or adjournments of
the Meeting. Shares held in Separate Accounts for which no voting instructions
are 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 deem voting
Instruction Cards received to be instructions to vote 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 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 Card may be revoked by an Account Owner at any time prior to May 21,
1997 by giving written notice to Fortis or by signing and mailing another voting
Instruction Card of a later date. In completing proxies or voting Instruction
Cards, 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 or AGAINST such an adjournment in their discretion and in accordance with
applicable law. Fortis will vote all Shares it is entitled to vote FOR or
AGAINST an adjournment in Fortis' discretion and in accordance with applicable
law. In the event of any adjournment, the Trust will continue to solicit
proxies, and Fortis will continue to solicit voting Instruction Cards 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 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 or voting
Instruction Cards 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
Investment Company Act of 1940. 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).

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 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.

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. 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 Funds' 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.

TOTAL COMPENSATION
FROM THE TRUST AND
TOTAL COMPENSATION NORWEST ADVANTAGE
FROM THE TRUST FUNDS
--------------------- ------------------

Mr. Brown.................................................................. $ 46 $ 34,000
Mr. Burkhardt.............................................................. $ 56 $ 41,500
Mr. Harris................................................................. $ 46 $ 34,000
Mr. Leach.................................................................. $ 51 $ 39,000
Mr. Penny.................................................................. $ 48 $ 36,000
Mr. Willeke................................................................ $ 49 $ 36,000

Neither the Trust nor Norwest Advantage Funds has adopted any form of
retirement plan covering Trustees or officers. For the twelve-month period ended
December 31, 1996, expenses of the Trustees totaled $35 and expenses of the
trustees of Norwest Advantage Funds totaled $27,668.

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 OF NAME OF NUMBER OF
SECURITIES BENEFICIAL OWNER SHARES
- ------------------------ ------------------- -----------

Norwest Corporation Robert C. Brown 29,116

As of February 25, 1997, no Trustee, nominee for Trusteeship or executive
officer of the Trust owned beneficially securities of any Fund of the Trust.

THE BOARD RECOMMENDS THAT 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 FUNDS

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 Funds 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 respond to
appropriate questions from the shareholders, during the Meeting.

THE BOARD RECOMMENDS THAT 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.

FUND CURRENT INVESTMENT OBJECTIVE PROPOSED INVESTMENT OBJECTIVE
- --------------------------- ----------------------------------------------- -----------------------------------------------

Income Equity Fund Provide both long-term capital appreciation in Provide long-term capital appreciation
line with that of the overall equity consistent with above-average dividend
securities markets and above-average dividend income.
income.
ValuGrowth Stock Fund Seek capital appreciation by investing in a Provide long-term 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.

VALUGROWTH STOCK FUND. The proposed amendment would simplify the Fund's
objective and 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
Prospectus. 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 form of Proxy or voting Instruction Card, or their
substitutes, will vote the Proxy or the Shares covered by the voting Instruction
Card in accordance with their judgment on such matters.

SHAREHOLDERS AS OF FEBRUARY 25, 1997

As of February 25, 1997, the Trust had 2,878,229.08 outstanding shares, and
the number of outstanding Shares of each Fund was: Intermediate Bond Fund,
591,512.48; Income Equity Fund, 1,027,580.91; ValuGrowth Stock Fund, 776,492.14;
and Small Company Stock Fund, 482,643.55. As of February 25, 1997, Fortis owned
in excess of 99% of each Fund. The Trust has been advised that no Account Owner
owns beneficially in excess of 5% of any Fund.

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. 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 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 Counsel, Forum Financial Group, with which he has 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.

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.

ACCOUNT OWNERS ARE URGED TO FILL IN, DATE AND SIGN AND RETURN
THE ENCLOSED VOTING INSTRUCTION CARD PROMPTLY

By order of the Board of Trustees,
David I. Goldstein
VICE PRESIDENT AND SECRETARY

Portland, Maine
April 23, 1997

Norwest Select Funds - Intermediate Bond Fund

This proxy (the "Proxy") is solicited by the Board of Trustees of Norwest
Select Funds from shareholders of the Intermediate Bond Fund (the "Fund").

Revoking any such prior appointments, the undersigned appoints Catherine S.
Wooledge, Thomas G. Sheehan and David I. Goldstein, and each of them, attorneys
and proxies of the undersigned, each with power of substitution to vote all of
the shares of beneficial interest ("Shares") of the Fund registered in the name
of the undersigned at the Special Meeting of Shareholders ("Meeting") 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 at 10:00 a.m. (Eastern time) on May 23,1997, and at any
adjournmentor adjournments thereof.

The Shares 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.

The undersigned acknowledges receipt of the Proxy Statement dated
April 23,1997 for the Meeting.

Signature: Date:

Signature (if joint owners): Date:

PLEASE SIGN AND DATE THIS PROXY AND RETURN IT IN THE ENCLOSED ENVELOPE. Please
sign exactly as name appears hereon. If Shares are held in the name of joint
owners, all owners should consider their individual circumstances to determine
whether one owner or all owners must sign. Proxies signed by one owner will be
presumed to be valid absent prior written notification to the Trust that more
than one owner is required for valid execution. Corporate and partnership
owners must sign in full corporate or partnership name by an authorized person.

In voting on Proposal Two, checking the box labeled ABSTAIN will result in the
Shares covered by the Proxy being treated as 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 one or more of the nominees listed below. To
withhold authority to vote for an 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

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

FORTIS BENEFITS INSURANCE COMPANY
PROXY SERVICES
P.O. BOX 9148
FARMINGDALE, NY 11735

NORWEST SELECT FUNDS
INTERMEDIATE BOND FUND

This Instruction Card is solicited by Fortis Benefits Insurance Company
("Fortis") from owners of variable life insurance policies issued by Fortis who
have specified that a portion of their investment be allocated to the
Intermediate Bond Fund (the "Fund").

Revoking any such prior appointments, the undersigned policy owner hereby
instructs that the votes attributable to the undersigned's interests with
respect to the above-referenced Fund be cast as directed below at the Special
Meeting of Shareholders ("Meeting") of Norwest Select Funds (the "Trust") at
10:00 a.m. on May 23, 1997, and at any adjournment or adjournments thereof.

The interests to which this Instruction Card relates when properly executed
will be voted by Fortis in the manner directed herein by the undersigned. If no
instructions are directed, the votes attributable to this Instruction Card will
be voted FOR the election of all nominees for Trustee and FOR Proposal Two.
Interests for which no Instruction Card is received by Fortis will be voted in
the same ratio as votes for which Instruction Cards are received. The
undersigned, by completing this Instruction Card, does hereby authorize Fortis
and its employees to exercise their discretion in voting upon such other
business as may properly come before the Meeting.

Fortis has fixed the close of business (5:00 p.m. Eastern time) on
Wednesday, May 21, 1997 as the cut-off time for which voting instructions
may be accepted.

The undersigned acknowledges receipt of the Proxy Statement dated April 23,
1997 for the Meeting.

PLEASE SIGN AND DATE THIS INSTRUCTION CARD AND RETURN IT IN THE ENCLOSED
ENVELOPE. Please sign exactly as name appears hereon. If interests are held in
the name of joint owners, all owners should consider their individual
circumstances to determine whether one owner or all owners must sign.
Instruction Cards signed by one owner will be presumed to be valid absent prior
written notification to Fortis that more than one owner is required for valid
execution. Corporate and partnership owners must sign in full corporate or
partnership name by an authorized person.

In voting on Proposal Two, checking the box labeled ABSTAIN will result in the
interests covered by the Instruction Card being treated as if they were voted
AGAINST the Proposal.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: /X/
NORSIB KEEP THIS PORTION FOR YOUR RECORDS
- --------------------------------------------------------------------------------
DETACH AND RETURN THIS PORTION ONLY
THIS INSTRUCTION CARD IS VALID ONLY WHEN SIGNED AND DATED.

NORWEST SELECT FUNDS-INTERMEDIATE BOND FUND

Vote On Trustees

1. Election of Trustees: 1)Robert C. Brown, 2)Donald H. Burkhardt, 3)James C.
Harris, 4)John Y. Keffer, 5)Richard M. Leach, 6)John S. McCune, 7)Timothy J.
Penny and 8)Donald C. Willeke

For All Withhold All For All Except:
/ / / / / /

To withhold authority to vote, mark "For All Except" and write the nominee's
number on the line below.

- ----------------------------------------------------------------------------

Vote On Proposal

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 Against Abstain

/ / / / / /

- --------------------------------------- ---------------
Signature (PLEASE SIGN WITHIN BOX) Date

- --------------------------------------- ---------------
Signature (if joint owners) Date

Norwest Select Funds - Income Equity Fund

This proxy (the "Proxy") is solicited by the Board of Trustees of Norwest
Select Funds from shareholders of the Income Equity Fund (the "Fund").

Revoking any such prior appointments, the undersigned appoints Catherine S.
Wooledge, Thomas G. Sheehan and David I. Goldstein, and each of them, attorneys
and proxies of the undersigned, each with power of substitution to vote all of
the shares of beneficial interest ("Shares") of the Fund registered in the name
of the undersigned at the Special Meeting of Shareholders ("Meeting") 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 at 10:00 a.m. (Eastern time) on May 23, 1997, and at any
adjournment or adjournments thereof.

The undersigned acknowledges receipt of the Proxy Statement date April 23,
1997 for the Meeting.

Signature: Date:

Signature (if joint owners): Date:

In voting on Proposals Two or Three, checking the box labeled ABSTAIN will
result in the Shares covered by the Proxy being treated as if they were voted
AGAINST the Proposals.

PROPOSAL ONE: Election of Trustees

[ ] For all nominees listed below (except as marked to the contrary below).

[ ] WITHHOLD AUTHORITY for one or more of the nominees listed below. To
withhold authority to vote for an 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

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 to the Fund's investment objective.

[ ] FOR [ ] AGAINST [ ] ABSTAIN

FORTIS BENEFITS INSURANCE COMPANY
PROXY SERVICES
P.O. BOX 9148
FARMINGDALE, NY 11735

NORWEST SELECT FUNDS
INCOME EQUITY FUND

The interests to which this Instruction Card relates when properly executed
will be voted by Fortis in the manner directed herein by the undersigned. If no
instructions are directed, the votes attributable to this Instruction Card will
be voted FOR the election of all nominees for Trustee and FOR Proposals Two and
Three. Interests for which no Instruction Card is received by Fortis will be
voted in the same ratio as votes for which Instruction Cards are received. The
undersigned, by completing this Instruction Card, does hereby authorize Fortis
and its employees to exercise their discretion in voting upon such other
business as may properly come before the Meeting.

Fortis has fixed the close of business (5:00 p.m. Eastern time) on
Wednesday, May 21, 1997 as the cut-off time for which voting instructions may be
accepted.

The undersigned acknowledges receipt of the Proxy Statement dated April 23,
1997 for the Meeting.

In voting on each of Proposals Two and Three, checking the box labeled
ABSTAIN will result in the interests covered by the Instruction Card being
treated as if they were voted AGAINST the Proposal.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: /X/
NORSIE KEEP THIS PORTION FOR YOUR RECORDS
- --------------------------------------------------------------------------------
DETACH AND RETURN THIS PORTION ONLY
THIS INSTRUCTION CARD IS VALID ONLY WHEN SIGNED AND DATED.

NORWEST SELECT FUNDS-INCOME EQUITY FUND

Vote On Trustees

1. Election of Trustees: 1)Robert C. Brown, 2)Donald H. Burkhardt, 3)James C.
Harris, 4)John Y. Keffer, 5)Richard M. Leach, 6)John S. McCune, 7)Timothy J.
Penny and 8)Donald C. Willeke

For All Withhold All For All Except:
/ / / / / /

To withhold authority to vote, mark "For All Except" and write the nominee's
number on the line below.

- ----------------------------------------------------------------------------

Vote On Proposals

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 Against Abstain

/ / / / / /

3. To approve an amendment to the Fund's investment objective.

/ / / / / /

- --------------------------------------- ---------------
Signature (PLEASE SIGN WITHIN BOX) Date

- --------------------------------------- ---------------
Signature (if joint owners) Date

Norwest Select Funds - Small Company Stock Fund

This proxy (the "Proxy") is solicited by the Board of Trustees of Norwest
Select Funds from shareholders of the Small Company Stock Fund (the "Fund").

Revoking any such prior appointments, the undersigned appoints Catherine S.
Wooledge, Thomas G. Sheehan and David I. Goldstein, and each of them, attorneys
and proxies of the undersigned, each with power of substitution to vote all of
the shares of beneficial interest ("Shares") of the Fund registered in the name
of the undersigned at the Special Meeting of Shareholders ("Meeting") 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 at 10:00 a.m. (Eastern time) on May 23, 1997, and at any adjournment
or adjournments thereof.

The undersigned acknowledges receipt of the Proxy Statement dated April 23,
1997 for the Meeting.

Signature: Date:

Signature (if joint owners): Date:

In voting on Proposal Two, checking the box labeled ABSTAIN will result in the
Shares covered by the Proxy being treated as 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 one or more of the nominees listed below. To
withhold authority to vote for an 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

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

FORTIS INSURANCE BENEFITS COMPANY
PROXY SERVICES
P.O. BOX 9148
FARMINGDALE, NY 11735

NORWEST SELECT FUNDS
SMALL COMPANY STOCK FUND

Fortis has fixed the close of business (5:00 p.m. Eastern time) on
Wednesday, May 21, 1997 as the cut-off time for which voting instructions may be
accepted.

The undersigned acknowledges receipt of the Proxy Statement dated April 23,
1997 for the Meeting.

In voting on Proposal Two, checking the box labeled ABSTAIN will result in the
interests covered by the Instruction Card being treated as if they were voted
AGAINST the Proposal.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: /X/
NORSSC KEEP THIS PORTION FOR YOUR RECORDS
- --------------------------------------------------------------------------------
DETACH AND RETURN THIS PORTION ONLY
THIS INSTRUCTION CARD IS VALID ONLY WHEN SIGNED AND DATED.

NORWEST SELECT FUNDS-SMALL COMPANY STOCK FUND

Vote On Trustees

1. Election of Trustees: 1)Robert C. Brown, 2)Donald H. Burkhardt, 3)James C.
Harris, 4)John Y. Keffer, 5)Richard M. Leach, 6)John S. McCune, 7)Timothy J.
Penny and 8)Donald C. Willeke

For All Withhold All For All Except:
/ / / / / /

To withhold authority to vote, mark "For All Except" and write the nominee's
number on the line below.

- ----------------------------------------------------------------------------

Vote On Proposal

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 Against Abstain

/ / / / / /

- --------------------------------------- ---------------
Signature (PLEASE SIGN WITHIN BOX) Date

- --------------------------------------- ---------------
Signature (if joint owners) Date

Norwest Select Funds - ValuGrowth-SM- Stock Fund

This proxy (the "Proxy") is solicited by the Board of Trustees of Norwest
Select Funds from shareholders of the ValuGrowth Stock Fund (the "Fund").

Revoking any such prior appointments, the undersigned appoints Catherine S.
Wooledge, Thomas G. Sheehan and David I. Goldstein, and each of them, attorneys
and proxies of the undersigned, each with power of substitution to vote all of
the shares of beneficial interest ("Shares") of the Fund registered in the name
of the undersigned at the Special Meeting of Shareholders ("Meeting") 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 at 10:00 a.m. (Eastern time) on May 23, 1997, and at any adjournment
or adjournments thereof.

The undersigned acknowledges receipt of the Proxy Statement dated April 23,
1997 for the Meeting.

Signature: Date:

Signature (if joint owners): Date:

In voting on Proposals Two or Three, checking the box labeled ABSTAIN will
result in the Shares covered by the Proxy being treated as 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 one or more of the nominees listed below. To
withhold authority to vote for an 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

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 to the Fund's investment objective.

[ ] FOR [ ] AGAINST [ ] ABSTAIN

FORTIS BENEFITS INSURANCE COMPANY
PROXY SERVICES
P.O. BOX 9148
FARMINGDALE, NY 11735

NORWEST SELECT FUNDS
VALUGROWTH STOCK FUND

The interests to which this Instruction Card relates when properly executed
will be voted by Fortis in the manner directed herein by the undersigned. If no
instructions are directed, the votes attributable to this Instruction Card will
be voted FOR the election of all nominees for Trustee and FOR Proposals Two and
Three. Interests for which no Instruction Card is received by Fortis will be
voted in the same ratio as votes for which Instruction Cards are received. The
undersigned, by completing this Instruction Card, does hereby authorize Fortis
and its employees to exercise their discretion in voting upon such other
business as may properly come before the Meeting.

Fortis has fixed the close of business (5:00 p.m. Eastern time) on
Wednesday, May 21, 1997 as the cut-off time for which voting instructions may be
accepted.

The undersigned acknowledges receipt of the Proxy Statement dated April 23,
1997 for the Meeting.

In voting on each of Proposals Two and Three, checking the box labeled
ABSTAIN will result in the interests covered by the Instruction Card being
treated as if they were voted AGAINST the Proposal.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: /X/
NORSVG KEEP THIS PORTION FOR YOUR RECORDS
- --------------------------------------------------------------------------------
DETACH AND RETURN THIS PORTION ONLY
THIS INSTRUCTION CARD IS VALID ONLY WHEN SIGNED AND DATED.

NORWEST SELECT FUNDS-VALUGROWTH STOCK FUND

Vote On Trustees

1. Election of Trustees: 1)Robert C. Brown, 2)Donald H. Burkhardt, 3)James C.
Harris, 4)John Y. Keffer, 5)Richard M. Leach, 6)John S. McCune, 7)Timothy J.
Penny and 8)Donald C. Willeke

For All Withhold All For All Except:
/ / / / / /

To withhold authority to vote, mark "For All Except" and write the nominee's
number on the line below.

- ----------------------------------------------------------------------------

Vote On Proposals

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 Against Abstain

/ / / / / /

3. To approve an amendment to the Fund's investment objective.

/ / / / / /

- --------------------------------------- ---------------
Signature (PLEASE SIGN WITHIN BOX) Date

- --------------------------------------- ---------------
Signature (if joint owners) Date