Cypress Capital Management LLC

ITEM 5 - FEES AND COMPENSATION
Cypress charges a fee as compensation for providing Investment Management services on
your account. These services include advisory and consulting services, trade entry,
investment supervision, and other account-maintenance activities. Your custodian
charges transaction costs, custodial fees, redemption fees, retirement plan and
administrative fees or commissions. See Additional Fees and Expenses below for additional
details.

The fees for portfolio management are based on an annual percentage of assets under
management or a fixed fee and are applied to the account asset value on a pro-rata basis
and billed quarterly in arrears. Financial planning is included as part of the firm’s
investment management services for no additional fee. The specific advisory fees are set
forth in your Investment Advisory Agreement. Fees will vary based on the size of the
account, complexity of the portfolio, extent of activity in the account or other reasons
agreed upon by us and you as the client. The initial fee will be based upon the date the
account is accepted for management by execution of the investment advisory contract by
the Firm and the assets are transferred through the last day of the current calendar
quarter. There may be a possibility for price or account value discrepancies due to quarter-
end transactions in an account. Dividends or trade date settlements may occur and our
third party billing software may report a slight difference in account valuation at quarter
end compared to what is reported on your Statement from the Custodian. Our firm has
the ability to produce billing summaries, which can be provided upon request.

Our fee schedule ranges from 0.4% - 1.0% of assets managed. Fees are negotiated with
each Client. Specific fees are disclosed in the Client investment management agreement.
For smaller accounts, a fixed annual fee may be charged.

Cypress maintains a minimum annual fee of $100 for all discretionary accounts. Cypress
clients are billed quarterly in arrears based on account holdings at the end of the quarter.
Clients have the option to have their bill automatically deducted or to pay with a check.
Additional deposits and withdrawals will be added or subtracted from portfolio assets, as
the case may be, which may lead to an adjustment of the account fee. In certain
circumstances, our fees and the timing of the fee payments may be negotiated. Our
employees and their family related accounts are charged a reduced fee for our services.

At our discretion, we will aggregate asset amounts in accounts from your same household
together to determine the advisory fee for all your accounts. We may do this, for example,
where we also service accounts on behalf of your minor children, individual and joint
accounts for a spouse, and/or other types of related accounts. This consolidation practice
is designed to allow you the benefit of an increased asset total, which could potentially
cause your account(s) to be assessed a lower advisory fee based on the asset levels
available in our fee schedule

Each month, the Client will receive a statement directly from their custodian showing all
transactions, positions and credits/debits into or from the account. The monthly
statements sent at quarter-end reflect the advisory fees deducted for that quarter.

Pay-by-check: If a Client does not wish to have the fees automatically deducted from its
account, the Client has the alternative option to pay by check upon receiving the invoice
in the mail.

Either Cypress or you may terminate the management agreement immediately upon
written notice to the other party. The management fee will be pro-rated to the date of
termination, for the quarter in which the cancellation notice was given and refunded to
you. Upon termination, you are responsible for monitoring the securities in your account,
and we will have no further obligation to act or advise with respect to those assets.

We will not require prepayment of more than $1200 in fees per client, six (6) or more
months in advance of providing any services.

Unmanaged Assets
From time to time, a Client may decide to hold certain securities or other property for
which our Firm does not provide investment advisory services ("Unmanaged Assets") in
the account(s) held at the Custodian or outside the Custodian. Requests to hold an
Unmanaged Asset must be made in writing and require the approval of our Firm. Our Firm
will have no duty, responsibility or liability whatsoever with respect to these assets, and
therefore, our Firm will not charge an investment advisory fee. However, if you have an
account that solely contains Unmanaged Assets, the Custodian may charge an account
maintenance fee as disclosed in the Custodian account paperwork executed by the Client.
In all cases, it is the clients sole responsibility to monitor, manage, and transact all
Unmanaged Assets (securities and/or accounts).

Administrative Services Provided by Black Diamond Performance Reporting, LLC
We have contracted with Black Diamond Performance Reporting, LLC (referred to as
“Black Diamond”) to utilize its technology platforms to support data reconciliation,
performance reporting, fee calculation and billing, research, client database
maintenance, quarterly performance evaluations, payable reports, web site
administration, models, trading platforms, and other functions related to the
administrative tasks of managing client accounts. Due to this arrangement, Black
Diamond will have access to client accounts, but Black Diamond will not serve as an
investment advisor to our clients. Cypress and Black Diamond are non-affiliated
companies. Black Diamond charges our firm an annual fee for each account administered
by Black Diamond. The annual fee is paid from the portion of the management fee
retained by us.

Additional Fees and Expenses:

In addition to the advisory fees paid to Cypress, clients will also incur certain charges
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ITEM 7 - TYPES OF CLIENTS
We provide investment advice to individuals, high-net-worth individuals, families, small
businesses, institutions, charitable trusts, estates, retirement accounts and corporations.
We have no minimum initial account value.