Castleton Partners LLC

Item 5 Fees and Compensation
Below is information about our advisory fees, fee deduction arrangements, and refund policy according
to each service we offer. Refer to the preceding "Advisory Business" section of this Brochure for
descriptions of each service.

Asset Management Services
Our fee for asset management services is based on a percentage of your assets which we manage
and is set forth in the fee schedule below.

                                           Portfolio Size                          Annual Fee**
Investment Grade
Fixed Income Strategy
Value of Account Assets                    $2,000,000 to $9,999,999                .40%
Value of Account Assets                    $10,000,000 to $49,999,999              .35%
Value of Account Assets                    Over $50,000,000                        Negotiable

Diversified Portfolio
Strategy
Value of Account Assets                    $2,000,000 to $9,999,999                .85%
Value of Account Assets                    $10,000,000 to $24,999,999              .60%
Value of Account Assets                    Over $25,000,000                        .50%

Special Strategies
Value of Account Assets                    All amounts                             1.0%

** For the Investment Grade Fixed Income Strategy, we impose a minimum fee of $2,000 per quarter
or .40% per annum of the value of assets we manage, whichever is greater. For the Diversified
Portfolio Strategy, the minimum fee is the greater of $4,250 per quarter or .85% per annum.

Our annual asset management fee is billed and payable quarterly in advance based on the closing
value of managed holdings, including cash balances, as of the last day of the previous quarter.

Our minimum account size is $2,000,000, however, at our discretion we may accept a lower account
size. At our discretion, we may combine the account values of family members living in the same
household to determine the applicable advisory fee. For example, we may combine account values for

you and your minor children, joint accounts with your spouse, and other types of related accounts.
Combining account values may increase the asset total, which may result in your paying a reduced
advisory fee based on the available breakpoints in our fee schedule stated above.

We will send you an invoice for the payment of our advisory fee or we will deduct our fee directly from
your account through the qualified custodian holding your funds and securities. We will deduct our
advisory fee only when you have given our firm written authorization permitting the fees to be paid
directly from your account. Further, the qualified custodian will deliver an account statement to you at
least quarterly. These account statements will show all disbursements from your account. You should
review all statements for accuracy.

You may terminate the asset management agreement upon 5 days' written notice to our firm. You will
incur a pro rata charge for services rendered prior to the termination of the agreement, which means
you will incur advisory fees only in proportion to the number of days in the quarter for which you are a
client. If you have pre-paid advisory fees that we have not yet earned, you will receive a prorated
refund of those fees.

Portfolio Consulting and Investment Reporting Services
We charge either a negotiable hourly fee or a negotiable flat fee for portfolio consulting services. Fees
and fee-paying arrangements will be determined with each client on a case-by-case basis and depend
on the scope and complexity of the services provided.

You may terminate the portfolio consulting agreement upon 5 days' written notice to our firm. You will
incur a pro rata charge for services rendered prior to the termination of the agreement, which means
you will incur advisory fees only in proportion to the amount of work we have performed.

We charge .10% per annum for reporting on Unmanaged Assets that are publicly available on a
securities exchange or over-the-counter market. However, the fee may be greater for some asset
types, due to increased complexity. In such cases, the fee is negotiable. Generally, our fee will not
exceed 0.25% of the Unmanaged Assets and is billed quarterly in advance and based on the market
value of the Unmanaged Assets as of the last day of the previous quarter. Additionally, we may offset
all or a portion of our fees for investment reporting services based upon the amount paid for the asset
management services.

Additional Fees and Expenses
As part of our investment advisory services, we may invest in, or recommend that you invest in, mutual
funds and exchange traded funds. The fees that you pay to our firm for investment advisory services
are separate and distinct from the fees and expenses charged by mutual funds or exchange traded
funds (described in each fund's prospectus) to their shareholders. These fees will generally include a
management fee and other fund expenses. You will also incur transaction charges and/or brokerage
fees when purchasing or selling securities. These charges and fees are typically imposed by the
broker-dealer or custodian through which your account transactions are executed. We do not share in
any portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To
fully understand the total cost you will incur, you should review all the fees charged by mutual funds,
exchange traded funds, our firm, and others. For information on our brokerage practices, please refer
to the "Brokerage Practices" section of this Brochure.

Item 7 Types of Clients
We offer investment advisory services to individuals, trusts, estates, charitable organizations,
corporations, and other business entities.

In general, we require a minimum of $2,000,000 to open and maintain an advisory account. At our
discretion, we may waive this minimum account size. For example, we may waive the minimum if you
appear to have significant potential for increasing your assets under our management. We may also
combine account values for you and your minor children, joint accounts with your spouse, and other
types of related accounts to meet the stated minimum.