EXHIBIT 11


                            FORM OF VALIDITY OPINION

                                 SEWARD & KISSEL
                               1200 G Street, N.W.
                              Washington, DC 20005

                            Telephone: (202) 737-8833
                            Facsimile: (202) 737-5184



                                                   September __, 1998


Norwest Advantage Funds
Two Portland Square
Portland, Maine  04101

Ladies and Gentlemen:

                  We have  acted  as  counsel  to  Norwest  Advantage  Funds,  a
Delaware  business  trust  (the  "Trust"),  in  connection  with  the  following
transactions  pursuant to an Agreement  and Plan of  Consolidation  (the "Plan")
approved  by the Board of  Trustees  of the Trust:  (i) the  transfer of all the
assets of Growth Stock Fund of Masterworks  Funds Inc., a Maryland  corporation,
(the  "Corporation"),  in exchange for the assumption of all the  liabilities of
Growth  Stock Fund and the  transfer  to Growth  Stock Fund of Class A shares of
Large Company Growth Fund of the Trust and (ii) the  distribution of the Class A
Shares of Large Company Growth Fund to shareholders of Growth Stock Fund.

                  We have examined the Amended and Restated Trust Instrument and
Bylaws of the  Trust,  its  Registration  Statement  on Form N-14 in which  this
opinion letter is included as an exhibit (the "Registration  Statement") and the
Plan in the form  approved by the Board of  Trustees of the Trust.  We have also
examined and relied upon a certificate of the Secretary of State of the State of
Delaware to the effect that the Trust is duly formed and existing under the laws
of the State of Delaware and in good standing in the State of Delaware.

                  In addition, we have examined and relied upon a certificate of
the  Secretary  of  the  Trust  certifying  that  the  Plan  presented  to us is
substantially  in the form  approved  by the Board of  Trustees of the Trust and
further  certifying  the  resolutions  of the  Board of  Trustees  of the  Trust
approving the Plan and  authorizing  the issuance of the Class A Shares of Large
Company  Growth Fund pursuant to the Plan. We have also examined and relied upon
such records of the Trust and other documents and  certificates  with respect to
factual  matters as we have deemed 



necessary  to render the opinion  expressed  herein.  We have  assumed,  without
independent verification, the genuineness of all signatures, the authenticity of
all documents submitted to us as originals, and the conformity with originals of
all documents submitted to us as copies.

                  Based on such examination, we are of the opinion and so advise
you that:

         1.   The Trust is validly existing as a business trust in good standing
under the laws of the State of Delaware; and

         2. The  Class A Shares  of Large  Company  Growth  Fund to be issued in
accordance with the terms of the Plan, when so issued,  will constitute  validly
issued,  fully  paid and  nonassessable  shares  under  the laws of the State of
Delaware.

                  We hereby  consent to the filing of this  opinion  letter with
the  Securities  and  Exchange  Commission  as an  exhibit  to the  Registration
Statement  and to the  reference to our firm under the  captions  "Summary - Tax
Consequences  of the  Transaction"  and  "Information  About the  Transaction  -
Federal  Income  Tax   Consequences   of  the   Transaction"   in  the  Combined
Prospectus/Proxy Statement included in the Registration Statement, and under the
caption "Other Information - Counsel and Auditors" contained in the Statement of
Additional Information of Large Company Growth dated October 1, 1998.

                  Please be advised  that we are  opining as set forth  above as
members of the bars of the State of New York and the District of Columbia.  This
opinion does not extend to the securities or "blue sky" laws of any state.

                                Very truly yours,