NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED)
authority of the Master Portfolio's Board of Trustees. For providing these services, WFNIA is entitled to be
compensated by WFB monthly at the annual rate of 0.20%, 0.07%, 0.04% and 0.15% of the average daily net
assets of the Asset Allocation, Bond Index, S&P 500 Index and U.S. Treasury Allocation Master Series,
In addition, Wells Fargo Institutional Trust Company N.A. ("WFITC"), a subsidiary of WFNIA, acts as
custodian for these Master Series. Custody fees are paid to WFITC from the subadvisory fee paid to WFNIA.
On June 21, 1995, Wells Fargo & Co. and The Nikko Securities Co., Ltd. signed a definitive agreement to sell
their partnership interests in WFNIA to Barclays Bank PLC ("Barclays") of the U.K.. The sale, which is subject
to the approval of appropriate regulatory authorities, is expected to close in the fourth quarter of 1995.
Barclays is one of the oldest and largest financial institutions in the world, with approximately $264 billion in total
assets at June 30, 1995. Barclays has indicated an intention to reorganize WFNIA into one of WFNIA's two
current partners, which would be renamed BZW Global Investors. Barclays and its affiliates have considerable
experience in managing fund assets and had approximately $35 billion of quantitative fund assets under
management, as of June 30, 1995. The BZW Division of Barclays offers a full range of investment banking,
capital markets and asset management services.
Under the Investment Company Act of 1940, this proposed change in control of WFNIA would result in an
assignment and termination of the current Sub- Investment Advisory Agreements among WFNIA, Wells Fargo
Bank and the Master Series. Subject to approval of the Company's Board of Directors, it is contemplated that a
special meeting of shareholders of the Master Series will be convened to consider a new Advisory Agreement
with WFNIA's successor as the primary adviser to each Master Series, which will become effective only u