Financial Planning Associates LLC

Item 5: Fees and Compensation

A. Fee Schedule

Investment Supervisory Services Fees

         Total Assets Under Management                Annual Fee

                  $1 - $500,000                          1.25%

              $500,001 - $1,500,000                      1.00%

             $1,500,001 - $3,000,000                     0.75%

                Above $3,000,000                      Negotiable

These fees are negotiable depending upon the needs of the client and the complexity of
the situation, and the final fee schedule is attached as Exhibit II of the Investment
Advisory Contract. Depending on the FPA representative the account is with, fees are
paid quarterly in advance or in arrears, and clients may terminate their contracts with
thirty days written notice.

Refunds are given on a prorated basis based on the number of days remaining in a
quarter at the point of termination. Fees that are collected in advance will be refunded
based on the prorated amount of work completed up to the day of termination within
the quarter terminated. The fee refunded will be the balance of the fees collected in
advance minus the daily rate* times the number of days in the quarter up to and
including the day of termination. (*The daily rate is calculated by dividing the quarterly
AUM fee by the number of days in the termination quarter). Clients may terminate their
contracts without penalty, for a full refund, within 5 business days of signing the
advisory contract.

Advisory fees are withdrawn directly from the client's accounts with the client's written
authorization. In cases where Advisor fees are directly deducted, Advisor is required to
a.) Obtain client authorization, b.) Disclose that the custodian will send quarterly
invoices to the client wherein Advisor fees are itemized.

Selection of Other Advisors Fees

FPA will direct clients to third party money managers. FPA will be compensated via a
fee share from the advisors to which it directs those clients. This relationship will be
disclosed in each contract between FPA and each third party advisor. The fees shared
will not exceed any limit imposed by any regulatory agency. The fee schedule is as
follows:

            AUM                   FPA's Fee        Third Party's Fee       Total Fee
          <$250,000                 1.00%           0.45% - 1.00%        1.45% - 2.00%
     $250,000 - 5$500,000           1.00%           0.40% - 0.80%        1.40% - 1.80%
     $500,000 - $1,000,000          1.00%            0.35% - 0.75%       1.35% - 1.75%
    $1,000,000 - $2,000,000         0.75%            0.30% - 0.70%       1.05% - 1.45%
    $2,000,000 - $3,000,000         0.75%            0.20% - 0.70%       0.95% - 1.45%
    $3,000,000 - $5,000,000      Negotiable          0.20% - 0.70%        Negotiable
      Above $5,000,000           Negotiable          0.20% - 0.60%        Negotiable

These fees are negotiable depending upon the needs of the client and the complexity of
the situation. Fees are paid quarterly in advance, and clients may terminate their
contracts with ten days’ written notice. Refunds are given on a prorated basis, based on
the number of days remaining in a quarter at the point of termination.

Currently, FPA directs clients to third party money managers Assetmark, Inc. (CRD#
109018) and the Pacific Financial Group (CRD# 105203).

    Assets Under Management                   Indirect/Internal Annual management Fees:

           $0 and Up               Up to 1.00% charged to Pacific Financial Mutual Funds

Financial Planning Fees
Fixed Fees
Depending upon the complexity of the situation and the needs of the client, the rate for
creating client financial plans is between $400 and $3,500. Fees are paid in advance but
never more than six months in advance. Fees that are charged in advance will be
refunded based on the prorated amount of work completed at the point of termination.
The fees are not negotiable, and the final fee schedule will be attached as Exhibit II of the
Financial Planning Agreement. Clients may terminate their contracts without penalty
within five business days of signing the advisory contract. The fee refunded will be the
balance of the fees collected in advance minus the hourly rate times the number of hours
of work that has been completed up to and including the day of termination.

Hourly Fees
Depending upon the complexity of the situation and the needs of the client, the hourly
fee for these services is between $100 and $350. The fees are not negotiable, and the final
fee schedule will be attached as Exhibit II of the Financial Planning Agreement. Fees are
paid in advance but never more than six months in advance. Fees that are charged in
advance will be refunded based on the prorated amount of work completed at the point
of termination. Clients may terminate their contracts without penalty within five
business days of signing the advisory contract. The fee refunded will be the balance of
the fees collected in advance minus the hourly rate times the number of hours of work
that has been completed up to and including the day of termination.

B. Payment of Fees

Payment of Investment Supervisory Fees
Advisory fees are withdrawn directly from the client’s accounts with client written
authorization. Fees are paid quarterly in advance or in arrears.

Payment of Selection of Other Advisors Fees

Selection of Other Advisors fees is withdrawn directly from the client's accounts with
client written authorization. Fees are paid quarterly in advance.

Payment of Financial Planning Fees
Hourly Financial Planning fees are paid via check in advance, but never more than six
months in advance. Fees that are charged in advance will be refunded based on the
prorated amount of work completed at the point of termination.

Fixed Financial Planning fees are paid via check in advance, but never more than six
months in advance. Fees that are charged in advance will be refunded based on the
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Item 7: Types of Clients

FPA generally provides investment advice and/or management supervisory services to the
following types of clients:

           Individuals
           High-Net-Worth Individuals
           Small Business

Minimum Account Size
There is an account minimum of $250,000, which may be waived by the investment advisor,
based on the needs of the client and the complexity of the situation.