Connors Investor Services Inc

Item 5           Fees and Compensation

   A.
                                INVESTMENT MANAGEMENT SERVICES

    The Registrant provides discretionary investment advisory services on a fee basis. The
    Registrant’s annual investment advisory fee is calculated on a percentage of the market
    value of the assets placed under the Registrant’s management. The Registrant’s annual
    investment advisory fee shall vary from 0.25% up to 1.25% and shall be based upon various
    factors including the investment objective, the amount of assets to be invested and the
    complexity of the engagement.

B. Clients may elect to have the Registrant’s advisory fees deducted from their custodial
   account. Both Registrant’s Investment Advisory Agreement and the custodial/clearing
   agreement may authorize the custodian to debit the account for the amount of the
   Registrant’s investment advisory fee and to directly remit that management fee to the
   Registrant in compliance with regulatory procedures. In the limited event that the
   Registrant bills the client directly, payment is due upon receipt of the Registrant’s invoice.
   In most cases, the Registrant shall deduct fees and/or bill Clients quarterly in advance,
   based upon the market value of the assets on the last business day of the previous quarter.

    Registrant may charge a lesser investment advisory fee, charge a flat fee, or waive its fee
    entirely based upon certain criteria (i.e. anticipated future earning capacity, anticipated
    future additional assets, dollar amount of assets to be managed, related accounts, account
    composition, complexity of the engagement, grandfathered fee schedules, Registrant
    employees and family members, courtesy accounts, competition, negotiations with client,
    etc.). As a result, similarly situated clients could pay different fees. In addition, similar
    advisory services may be available from other investment advisers for similar or lower
    fees. ANY QUESTIONS: Registrant’s Chief Compliance Officer, Debora Covell,
    remains available to address any questions that a client or prospective client may have
    regarding advisory fees.

C. As discussed above and below, unless the client directs otherwise or an individual client’s
   circumstances require, the Registrant shall generally recommend that Charles Schwab &
   Co., an SEC-registered and FINRA/SIPC member broker-dealer/custodian (“Schwab”)
   serve as the broker-dealer/custodian for client investment management assets. Broker-
   dealers such as Schwab charge brokerage commissions and/or transaction fees for effecting
   certain securities transactions. In addition, client accounts may invest in open-end mutual
   funds (including money market funds) and ETFs that have various internal fees and
   expenses (i.e. management fees), which are paid by these funds but ultimately borne by
   clients as a fund shareholder. These internal fees and expenses are in addition to the fees
   charged by the Registrant.

    The Fund. Clients whose assets are invested in the Connors Hedged Equity Fund (the
    “Fund”) described in Item 4 above, thereby creating a conflict of interest, are subject to the
    internal fees and expenses charged by the Fund. A portion of those fees includes a
    management fee paid to the Registrant. The current (subject to change) annual management
    fee paid to the Registrant is .80% (subject to any contractually agreed-upon expense
    reimbursement outlined in the Fund’s prospectus). Client assets invested in the Fund are
    excluded from the Registrant’s investment advisory fee discussed in Item 4 above. The
    Registrant’s only compensation for assets invested in the Fund is the management fee
    payable to the Registrant at the Fund level. However, the amount of fee payable to the
    Registrant at the Fund level could provide an incentive to the Registrant to allocate assets
    to the Fund, thereby creating a conflict of interest. . For example, if a client has negotiated
    a 0.50% annual investment advisory fee with the Registrant, the Registrant has an incentive
    to invest all or a portion of the client’s assets into the Fund if the client’s investment

         advisory fee discussed above is less than the management fee payable to the Registrant at
         the Fund level. Please Note: A client can advise the Registrant’s Chief Compliance Officer,
         Debora M. Covell, in writing, to limit the amount of assets to be invested in the Fund. ANY
         QUESTIONS: The Registrant’s Chief Compliance Officer, Debora M. Covell,
         remains available to address any questions that a client or prospective client may have
         regarding the above conflict of interest.

         Margin Accounts: Risks. Registrant does not recommend the use of margin for
         investment purposes. A margin account is a brokerage account that allows investors to
         borrow money to buy securities and/or for other non-investment borrowing purposes. The
         broker/custodian charges the investor interest for the right to borrow money and uses the
         securities as collateral. By using borrowed funds, the customer is employing leverage that
         will magnify both account gains and losses. Please Note: The use of margin can cause
         significant adverse financial consequences in the event of a market correction. ANY
         QUESTIONS: Our Chief Compliance Officer, Donna Savastani, remains available to
         address any questions that a client or prospective client may have regarding the use
         of margin.

   D. Tradeaway/Prime Broker Fees. Relative to its discretionary investment management
      services, when beneficial to the client, individual equity and/or fixed income transactions
      may be effected through broker-dealers other than the account custodian, in which event,
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Item 7           Types of Clients

         The Registrant’s clients generally include individuals, high net worth individuals, pooled
         investment vehicles, pension and profit-sharing plans, trusts, estates, charitable
         organizations, investment partnerships, a registered investment company, and business
         entities. The Registrant generally requires a $500,000 minimum asset level for investment
         management services. The Registrant, in its sole discretion, may waive its minimum asset
         requirement based upon certain criteria (i.e. historical relationship, type of assets,
         anticipated future earning capacity, anticipated future additional assets, dollar amount of
         assets to be managed, related accounts, account composition, negotiations with the client,
         etc.).