Barrett & Company Inc

Item 5: Fees and Compensation

The Annual Fees for our Investment Advisory Services are based on the amount of assets under
management as follows:

              Assets Under Management                        Annual Fee (%)

              Less than $100,000                             2.25

              $100,000 - $500,000                            2

              $500,001 - $1,000,000                          1.75

              Over $1,000,000                                Negotiable

All Fees above are negotiable and are calculated by applying the annual fee schedule shown in client
Management Contract. Our fees are assessed quarterly, in advance, at the beginning of each quarter.
Therefore, clients are charged ¼ of their annual advisory fee every three months. The fee is based upon
the value (market value or fair market value), of the client's account at the end of a calendar quarter.
Clients will have their fees debited from the account in accordance with client authorization.

Written authorization is given for Barrett to collect the fees described above and the client authorizes or
will authorize the custodian to pay Barrett directly. The client agrees that the custodian will send, at least
quarterly, a statement indicating all amounts disbursed from the client’s account, including the amount
of Investment management fees paid directly to Barrett.

Barrett requests all clients allow for the direct deduction of fees from client accounts but for those clients
that do not, Barrett will send directly to the client an invoice for Barrett’s fees. This invoice will require
payment upon receipt.

National Financial Services LLC (“NFS”) and Fidelity Brokerage Services LLC “(FBS”) provide clearing and
custody and other brokerage services for the clients of Barrett and may charge maintenance or transaction
fees that are separate from the advisory fees charged by Barrett for its advisory services. As custodian for
our client accounts, NFS or FBS will provide confirmations for each security transaction and statements
either monthly or quarterly. Any transfer fees, transaction fees, redemption fees, wiring fees, etc. that may
be charged against an account are separate from the Barrett management fee and will be deducted from
the account by the custodian.

Any income received by Barrett for advisory services is based on the fee schedule listed above.
Barrett has adopted a policy of only using advisor class mutual funds which pay no 12b-1 fees. Barrett and
its advisory representatives, however, may receive 12b-1 distribution fees from investment companies in
connection with initial placement of assets in our Advisory Program, those fees are credited back to the
client whose account generated the fees.

To the extent we provide advice regarding insurance products which are offered through DPL, a portion of
the fees earned by DPL will be paid to us. This represents a conflict of interest.

Termination of the Advisory Relationship, A Client Agreement may be canceled at any time, by either
party, for any reason upon a thirty (30) day written notice. Clients have the right to cancel Advisory
Agreement within five (5) business days of the signed Agreement by giving Advisor written notice of
cancellation. As disclosed above, certain fees may be paid in advance of services provided. Upon
termination of any account, any prepaid, unearned fees will be promptly refunded, and any unpaid fees
will be due and payable. In calculating a client’s reimbursement of fees for Individual Portfolio
Management accounts, we will pro rate the reimbursement according to the number of days remaining
in the billing period.