Galleria Financial Advisors LLC

Item 5: Fees and Compensation

Description
   GFA bases its fees on a percentage of assets under management.

Types of Agreements
   The following agreements define the typical client relationships.

                          Galleria Financial Advisors LLC

Advisory Service Agreement
  The scope of work and fee for a GFA Advisory Service Agreement is provided to
  the client in writing prior to the start of the relationship. An Advisory Service
  Agreement includes developing a strategic investment policy (in which goals,
  objectives and constraints based on a client’s particular circumstances are
  established), implementing a client’s investment policy including selection of
  investment managers and/or funds, and monitoring the client’s investment
  performance. As goals and objectives change over time, suggestions are made
  and implemented on an ongoing basis.
  The annual Advisory Service Agreement fee is based on a percentage of the
  investable assets according to the following schedule:
          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 $5,000,000.
  The minimum annual fee is $10,000 and is negotiable subject to the discretion of
  Gary Weld. Current client relationships exist where the fees are lower than the
  fee schedule above.
  Advisory fees charged by GFA are separate and distinct from advisory fees and
  expenses charged by other investment managers and /or mutual funds in which
  the client assets may be invested. A complete description of these fees and
  expenses may be found in each mutual fund prospectus.
  In addition to GFA advisory fees, clients will also incur certain charges imposed
  by third-parties which include the following: sub-advisor fees, mutual fund or
  money market 12b-1 and sub transfer agent fees, fund or money market
  management and administrative expenses, certain deferred sales charges on
  previously purchased mutual funds transferred into the account, IRA and qualified
  retirement plan fees and other charges required by law, and transaction fees
  and/or commissions and ticket charges on all securities traded.

Asset Management/Wrap Fee Program
  As noted in Item 4, GFA may recommend the Raymond James Consulting
  Services Wrap Fee Program (Program). The wrap fee will be charged as a
  percentage of assets under management. Please refer to the chart above under
  the Advisory Service Agreement for GFA’s advisory fee.
  Assets are invested primarily in no-load or low-load mutual funds and exchange-
  traded funds, usually through discount brokers or fund companies. Fund
  companies charge each fund shareholder an investment management fee that is
  disclosed in the fund prospectus. Discount brokerages may charge a transaction
  fee for the purchase of some funds.

                        Galleria Financial Advisors LLC

   Stocks and bonds may be purchased or sold through a brokerage account when
   appropriate. The brokerage firm charges a fee for stock and bond trades. GFA
   does not receive any compensation, in any form, from fund companies.
   Investments may also include equities (stocks), corporate debt securities,
   commercial paper, certificates of deposit, municipal securities, mutual funds
   shares, U.S. government securities, and interests in partnerships.
   Initial public offerings (IPOs) are not available through GFA.

Fee Billing
   Investment management fees are billed quarterly, in advance, meaning that we
   invoice you before the three-month billing period has ended. In most cases GFA
   will instruct the custodian to deduct investment management fees directly from
   the client’s account. In some cases, the client may pay the fee from another
   source and will remit payment within 15 days of being invoiced. As part of the
   Asset Advisory Agreement the client must consent in advance and in writing to
   direct debiting of their investment account.

Other Fees
   Custodians charge transaction fees on purchases or sales of certain mutual funds
   and 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.
   GFA, 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.). This is a conflict of interest in that
   some clients will pay more than other clients for GFA’s services. To address this
   conflict of interest, we notify clients of this conflict to assist them in assessing any
   engagement of services we provide.

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. These fees are in addition to the fees paid by you to GFA.
   Performance figures quoted by mutual fund companies in various publications
   are after their fees have been deducted.

                           Galleria Financial Advisors LLC

Past Due Accounts and Termination of Agreement
   The term of the Agreement is for a period of one year and automatically renews
   for successive additional one-year periods. The Agreement is terminable upon
   thirty days written notice by either party. GFA will earn fees pro-rata through the
   date of termination and any unearned fees will be refunded. At termination, fees
   will be refunded on a pro rata basis for the portion of the quarter completed. The
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Item 7: Types of Clients

Description
   GFA generally provides investment advice to individuals, trusts, estates or
   charitable organizations.
   Client relationships vary in scope and length of service.

                           Galleria Financial Advisors LLC

Account Minimums
 The minimum account size is $1,000,000 of assets under management.
 GFA has the discretion to waive the account minimum. Accounts of less than the
 account minimum may be set up when the client and the advisor anticipate the
 client will add additional funds to the accounts bringing the total to
 $1,000,000 within a reasonable time. Other exceptions will apply to employees
 of GFA and their relatives, or relatives of existing clients.
 Fees are not charged based on the capital gains or the capital appreciation of
 any funds or any part of any funds of any client in a manner prohibited by the
 Investment Advisors Act of 1940.