ABG Portfolio Strategies Inc

Fees and Compensation

                                                                                         Form ADV Part 2A, Item 5

There are three different fee structures depending on the category of client involved.

With respect to participant directed qualified plans, the fee structure will be as follows:

Assets Under Management                Annual Fee

On first $500,000                          1.00%
On next $500,000                           0.75%
On next $4,000,000                         0.50%
On next $3,000,000                         0.25%
Over $8,000,000                            0.15%

The fee shall be payable quarterly in advance. All fees are negotiable. No fee is based upon capital gains or
capital appreciation of assets. All unearned or unapplied fees shall immediately be refunded by the firm to the
client. The professional relationship may be terminated by either the firm or the client, without penalty, upon
thirty (30) days written notice served on the other party.

There is a minimum fee of $2,500 charged.

With respect to trustee directed qualified plans, the fee structure is as follows:

Assets Under Management                  Annual Fee

On first $1,000,000                        1.00%
On next $2,000,000                         0.75%
On next $2,000,000                         0.50%
On next $3,000,000                         0.25%
Over $8,000,000                            0.15%

Again, there is a minimum fee of $2,500 charged.

With respect to portfolio management services provided on behalf of individuals, the fee structure is as follows:

Assets Under Management                  Annual Fee

On first $500,000                          2.00%
On next $2,500,000                         1.00%
On next $2,000,000                          0.75%
On next $3,000,000                         0.50%
Over $8,000,000                            0.15%

Again, there is a minimum fee of $2,500 charged.

The above listed fees are maximum fees and may be lower depending on the facts and circumstances of the case.

It is also disclosed that in most circumstances, the fee will be debited directly from the client's account. However,
there is no custody result in that the firm sends a statement to the client showing the amount of the fee, the value
of the client's assets upon which the fee was based, and the specific manner in which the fee was calculated. The
services of a qualified custodian are used and the qualified custodian sends a statement, at least quarterly, directly
to the client. Finally, the firm receives authorization of the fee paying arrangement, and the qualified custodian's
obligation to send out statements directly to the client no less frequently than quarterly.

It is further disclosed that the firm is available to prepare an investment policy statement on behalf of the client
for a flat fee of $2,500.

                            Performance-Based Fees and Side-By-Side Management

                                                                                         Form ADV Part 2A, Item 6
None.

Types of Clients

                                                                                        Form ADV Part 2A., Item 7

High net-worth individuals and pension and profit sharing plans. We have no minimum account/plan size
requirement.

                          Methods of Analysis, Investment Strategies and Risk of Loss

                                                                                         Form ADV Part 2A, Item 8

Methods of securities analysis are fundamental analysis and technical analysis.

Fundamental analysis involves analyzing individual companies and their industry groups, such as a company’s
financial statements, details regarding the company’s product line, the experience, and expertise of the company’s
management, and the outlook for the company’s industry. The resulting data is used to measure the true value of
the company’s stock compared to the current market value. The risk of fundamental analysis is that information
obtained may be incorrect and the analysis may not provide an accurate estimate of earnings, which may be the
basis for a stock’s value. If securities prices adjust rapidly to new information, utilizing fundamental analysis
may not result in favorable performance.

Technical analysis involves using chart patterns, momentum, volume, and relative strength in an effort to pick
sectors that may outperform market indices. However, there is no assurance of accurate forecasts or that trends
will develop in the markets we follow. In the past, there have been periods without discernible trends and similar
periods will presumably occur in the future. Even where major trends develop, outside factors like government
intervention could potentially shorten them. Furthermore, one limitation of technical analysis is that it requires
price movement data, which can translate into price trends sufficient to dictate a market entry or exit decision. In
a trendless or erratic market, a technical method may fail to identify trends requiring action. In addition, technical
methods may overreact to minor price movements, establishing positions contrary to overall price trends, which
may result in losses. Finally, a technical trading method may under perform other trading methods when
fundamental factors dominate price moves within a given market.

All investing strategies we offer involve risk and may result in a loss of your original investment which you
should be prepared to bear. Many of these risks apply equally to stocks, bonds, commodities and any other
investment or security. Material risks associated with our investment strategies are listed below.

Market Risk: Market risk involves the possibility that an investment’s current market value will fall because of
a general market decline, reducing the value of the investment regardless of the operational success of the issuer’s
operations or its financial condition.

Strategy Risk: The Adviser’s investment strategies and/or investment techniques may not work as intended.

Small and Medium Cap Company Risk: Securities of companies with small and medium market capitalizations
are often more volatile and less liquid than investments in larger companies. Small and medium cap companies
may face a greater risk of business failure, which could increase the volatility of the client’s portfolio.

Concentration Risk: Certain investment strategies focus on particular asset-classes, industries, sectors or types
of investment. From time to time these strategies may be subject to greater risks of adverse developments in such
areas of focus than a strategy that is more broadly diversified across a wider variety of investments.

Interest Rate Risk: Bond (fixed income) prices generally fall when interest rates rise, and the value may fall
below par value or the principal investment. The opposite is also generally true: bond prices generally rise when
interest rates fall. In general, fixed income securities with longer maturities are more sensitive to these price
changes. Most other investments are also sensitive to the level and direction of interest rates.

Legal or Legislative Risk: Legislative changes or Court rulings may impact the value of investments, or the
securities’ claim on the issuer’s assets and finances.

Inflation: Inflation may erode the buying-power of your investment portfolio, even if the dollar value of your
investments remains the same.

Risks Associated with Securities
Apart from the general risks outlined above which apply to all types of investments, specific securities may have
other risks.

Commercial Paper is, in most cases, an unsecured promissory note that is issued with a maturity of 270 days or
less. Being unsecured the risk to the investor is that the issuer may default.

Common stocks may go up and down in price quite dramatically, and in the event of an issuer’s bankruptcy or
restructuring could lose all value. A slower-growth or recessionary economic environment could have an adverse
effect on the price of all stocks.

Corporate Bonds are debt securities to borrow money. Generally, issuers pay investors periodic interest and
repay the amount borrowed either periodically during the life of the security and/or at maturity. Alternatively,
investors can purchase other debt securities, such as zero coupon bonds, which do not pay current interest, but
rather are priced at a discount from their face values and their values accrete over time to face value at maturity.
The market prices of debt securities fluctuate depending on such factors as interest rates, credit quality, and
maturity. In general, market prices of debt securities decline when interest rates rise and increase when interest
rates fall. The longer the time to a bond’s maturity, the greater its interest rate risk.

Bank Obligations including bonds and certificates of deposit may be vulnerable to setbacks or panics in the
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