DB Fitzpatrick & Co Inc

Fees and Compensation
Description

DB Fitzpatrick bases its fees on a percentage of assets under management. The fee
schedule is detailed in the Investment Advisor Agreement section above. Fees are
negotiable.
The annual Investment Advisor Agreement fee is based on a percentage of the investable
assets according to the following schedule:

Equity and Balanced Accounts:
       1.00% on the first $1,000,000;
       0.75% on the next $4,000,000 (from $1,000,001 to $5,000,000); and
       0.50% on the assets above $5,000,001.
Fixed Income Accounts:
       0.25% on the first $30,000,000;
       0.15% on the assets above $30,000,001.
Commercial Mortgage Program:
       0.34% on the first $100,000,000;
       0.28% on the next $100,000,000 (from $100,000,001 to $200,000,000); and
       0.23% on assets above $200,000,001.

Current client relationships may exist where the fees are higher or lower than the fee
schedule above.

Fee Billing

Investment management fees are usually billed quarterly, in advance, meaning that we
invoice you before the three-month billing period has begun. Payment in full is expected
upon invoice presentation. Fees are usually deducted from a designated client account to
facilitate billing. If an account terminates during a quarter, the client will receive a refund
based on the remaining number of days remaining in the quarter. The client must consent

                        DB Fitzpatrick Firm Brochure Form ADV Part 2A

in advance to direct debiting of their investment account. Fees may be assessed monthly
upon client request.

Other Fees

Custodians may charge transaction fees on purchases or sales of certain exchange-traded
funds. These transaction charges are usually small and incidental to the purchase or sale
of a security. The selection of the security is more important than the nominal fee that the
custodian charges to buy or sell the security. Brokerage fees are discussed in the Asset
Management section on the previous page.
DB Fitzpatrick in its sole discretion, may waive its minimum fee and/or charge a lesser
investment advisory fee based upon certain criteria (e.g., historical relationship, type of
assets, anticipated future earning capacity, anticipated future additional assets, dollar
amounts of assets to be managed, related accounts, account composition, negotiations
with clients, etc.).

Expense Ratios

Mutual funds generally charge a management fee for their services as investment
managers. The management fee is called an expense ratio. For example, an expense
ratio of 0.50 means that the mutual fund company charges 0.5% for their services.
Performance figures quoted by mutual fund companies in various publications are after
their fees have been deducted.
DB Fitzpatrick may purchase mutual funds as part of their investment strategy.

Past Due Accounts and Termination of Agreement

DB Fitzpatrick reserves the right to stop work on any account that is more than 90 days
overdue.
 A Client may terminate any of the aforementioned agreements at any time by notifying DB
Fitzpatrick. If the client made an advance payment, DB Fitzpatrick will refund any
unearned portion of the advance payment.
DB Fitzpatrick may terminate any of the aforementioned agreements at any time by
notifying the client in writing. If the client made an advance payment, DB Fitzpatrick will
refund any unearned portion of the advance payment.

                       DB Fitzpatrick Firm Brochure Form ADV Part 2A

Types of Clients
Description

DB Fitzpatrick generally provides investment advice to individuals, high net worth
individuals, insurance companies, pension and profit sharing plans, trusts, estates,
charitable organizations, government entities, and corporations or business entities.
Client relationships vary in scope and length of service.

Account Minimums

The minimum account size for wealth management is $200,000 of assets under
management, which equates to an annual fee of $2,000. The minimum account size for
fixed income is $1,000,000 of assets under management, which equates to an annual fee
of $2,500.
DB Fitzpatrick has the discretion to waive the account minimum. Accounts of less than the
minimum requirement may be set up when the client and the advisor anticipate the client
will add additional funds to the accounts bringing the total to the minimum requirement
within a reasonable time. Other exceptions may apply depending on specific circumstances
and will be reviewed on an individual basis.

Methods of Analysis, Investment Strategies and Risk of Loss