Cmbidwell & Associates Ltd

Item 5. Fees and Compensation
A. Discretionary Management Fees
Fees generally are charged quarterly in advance as a
percentage of assets under management according to a tiered
fee schedule. Some clients elect to have fees charged at
the end of a quarter instead, and a few clients choose to
have fees charged in arrears on a semi-annual basis. A
couple of clients have also requested fees to be charged on
a performance basis.

The per annum rates for accounts with actively managed
individual stock portfolios is as follows:
     1.000% of assets on first $5Million
     0.850% of assets on next $5Million
     0.750% of assets thereafter

The per annum rates for management of fixed income and fund
accounts are as follows:
     0.500% of assets on first $5Million
     0.425% of assets on next $5Million
     0.375% of assets thereafter

Balanced accounts with over $1 million in fixed income may
elect to have the fixed income portion billed under the
fixed income schedule.

As the fees CMBA receives for individual stock portfolio
management are higher than those received for funds and
fixed income management, CMBA does has an incentive to
steer clients towards the higher fee alternative.

Notwithstanding the above fee schedules, all fees are
negotiable. As a result, some clients may be paying higher
or lower fees than shown on the above schedules.

Clients may elect to either have fees deducted directly out
of the account at the custodian, or to be billed and pay
fees by some other source.

When a management agreement is terminated and quarterly
fees have been pre-paid, a portion of the fees will be
reimbursed to the client prorated on the number of calendar
days remaining for the applicable quarterly period.

As CMBA’s fees are based on the level of assets under
management, CMBA does have an incentive to persuade clients
to increase that level of assets away from other client

alternatives. For example, it may be in a client’s best
interest to convert regular IRA funds into a Roth IRA and
pay the resulting taxes from a taxable account. If CMBA
manages both the IRA and the taxable account there is an
incentive to not make the conversion, thus saving the tax
expense and maintaining the level of assets.

B. Hourly Investment Advisory Fees
Generally, fees for hourly investment advisory services are
charged at $175 per hour. Fees are due upon receipt of
invoice after services have been provided. Fees are
negotiable. As a result, some clients may be paying higher
or lower fees than the quoted rate and may pay a higher
rate than that charged to other clients.

C. Other Fees
There are other fees that will impact the performance of
client accounts.
     Fund Fees - If a client's portfolio holds exchange
traded funds, mutual funds or money market funds, the
client is likely to be paying two fees for the management
of these assets, one to CMBA and one to the fund manager.
Some funds have additional related charges in addition to
the fund manager’s fees including sales related fees to
market the fund.
     Brokerage Fees - Client accounts will be subject to
brokerage fees. Brokerage fees may be charged on a
commission basis for each trade that is made in an account.
The commission charges may be a flat price per trade or may
be based on the number of shares traded and may have a
minimum charge. Alternatively, brokerage fees may be
charged as a percentage of assets under custody.
     Custody Fees - Some clients may choose to have their
funds held at a trust company, bank or similar institution.
Typically, these firms will charge a fee for their custody
and record keeping services. Brokerage firms as well, may
have additional fees related to having custody of an
account in addition to the brokerage fees stated above.

Item 7. Types of Clients
CMBA manages accounts for a variety of clients including
both taxable and tax deferred accounts for individuals,
taxable corporate accounts, corporate pension accounts,
government pension accounts and accounts of charitable
funds or religious groups. The minimum account size is
$100,000, but may be waived at CMBA’s discretion.