Burns J W & Co Inc

Item 5     Fees and Compensation

                      PORTFOLIO MANAGEMENT SERVICES FEES

We shall receive an investment advisory fee based upon a percentage (%) of the
market value of the assets placed under our management ranging from negotiable up to
1.00%. Fees shall differ based upon various objective and subjective factors, including
but not limited to: the amount of assets to be managed; account composition; the scope
and complexity of the engagement; the anticipated number of meetings and servicing
needs; related accounts; future earning capacity; anticipated future additional assets;
the professional(s) rendering the service(s); and negotiations with the client. As a result
of these factors, similarly situated clients could pay different fees, and the services we
provide to any particular client could be available from other advisers at lower fees.
Our fees are billed quarterly, in advance, at the beginning of the first month of becoming
our client, and thereafter quarterly, based upon the value (market value or fair market

value in the absence of market value), of the client's account at the end of the previous
quarter. We calculate client account values on a cash basis. Once we have calculated
our quarterly fee, we round our final billed fee to the nearest dollar. Generally, fees will
be debited from the account in accordance with the client authorization in the Client
Investment Advisory Agreement.
A minimum of $250,000 of assets under management is required for this service. This
account size may be negotiable under certain circumstances. We may group certain
related client accounts for the purposes of achieving the minimum account size and
determining the annualized fee.

Limited Negotiability of Advisory Fees: We retain the discretion to negotiate
alternative fees on a client-by-client basis. The specific annual fee will be identified in
the contract between the adviser and each client. We may group certain related client
accounts for the purposes of achieving the minimum account size requirements and
determining the annualized fee.
Based on special circumstances, discounts may be available to our advisory clients, and
to family members and friends of associated persons of our firm.
                                 GENERAL INFORMATION

Termination of the Advisory Relationship: A client agreement may be canceled at
any time, by either party, for any reason upon receipt of 10 days' written notice. As
disclosed above, certain fees are paid in advance of services provided. Upon
termination of any account, any prepaid, unearned fees will be promptly refunded. In
calculating a client's reimbursement of fees, we will pro rate the reimbursement
according to the number of days remaining in the billing period.
Mutual Fund Fees: All fees paid to us for investment advisory services are separate
and distinct from the fees and expenses charged by mutual funds and/or EFTs to their
shareholders. These fees and expenses are described in each fund's prospectus.
These fees will generally include a management fee, other fund expenses, and a
possible distribution fee. If the fund also imposes sales charges, a client may pay an
initial or deferred sales charge. A client could invest in a mutual fund directly, without
our services. In that case, the client would not receive the services provided by our firm
which are designed, among other things, to assist the client in determining which mutual
fund or funds are most appropriate to each client's financial condition and objectives.
Accordingly, the client should review both the fees charged by the funds and our fees to
fully understand the total amount of fees to be paid by the client and to thereby evaluate
the advisory services being provided.
Wrap Fee Programs and Separately Managed Account Fees: Clients participating in
separately managed account programs may be charged various program fees in
addition to the advisory fee charged by our firm. Such fees may include the investment

advisory fees of the independent advisers, which may be charged as part of a wrap fee
arrangement. In a wrap fee arrangement, clients pay a single fee for advisory,
brokerage and custodial services. Client's portfolio transactions may be executed
without commission charge in a wrap fee arrangement. In evaluating such an
arrangement, the client should also consider that, depending upon the level of the wrap
fee charged by the broker-dealer, the amount of portfolio activity in the client's account,
and other factors, the wrap fee may or may not exceed the aggregate cost of such
services if they were to be provided separately.
Additional Fees and Expenses: In addition to our advisory fees, clients are also
responsible for the fees and expenses charged by custodians and imposed by broker
dealers, including, but not limited to, any transaction charges imposed by a broker
dealer with which an independent investment manager effects transactions for the
client's account(s). Please refer to the "Brokerage Practices" section (Item 12) of this
Form ADV for additional information.
Grandfathering of Minimum Account Requirements: Pre-existing advisory clients
are subject to our minimum account requirements and advisory fees in effect at the time
the client entered into the advisory relationship. Therefore, our firm's minimum account
requirements will differ among clients.
ERISA Accounts: We are deemed to be a fiduciary to advisory clients that are
employee benefit plans or individual retirement accounts (IRAs) pursuant to the
Employee Retirement Income and Securities Act ("ERISA"). As such, our firm is subject
to specific duties and obligations under ERISA and the Internal Revenue Code that
include, among other things, restrictions concerning certain forms of compensation.
Advisory Fees in General: Clients should note that similar advisory services may (or
may not) be available from other registered (or unregistered) investment advisers for
similar or lower fees.
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Item 7       Types of Clients

We provide advisory services to the following types of clients:
   •     Individuals (other than high net-worth individuals)
   •     High net-worth individuals
   •     Pension and profit sharing plans (other than plan participants)
   •     Charitable organizations
   •     Corporations or other businesses not listed above