Hawkins Investment Counsel LLC

Item 5 – Fees and Compensation

Financial Planning Fee
Client will pay HIC a fee for financial planning/consulting services at a rate of $400 per
hour. This fee is negotiable. The total hours for the service will be agreed in advance and
stated in the financial planning contract. Client may incur other fees charged by the
broker/custodian for implementing the plan.

Investment Management Fee
The following table represents the standard fee schedule for our investment management
service.

Portfolio Value              Quarterly Fee               Annualized Fee
First $200,000                 0.500%                       2.00%
Next $300,000                   0.375%                       1.50%
Remaining Amount over $500,000 0.250%                        1.00%

We charge a single fixed percentage fee based on the portfolio value.

An example of the annual percentage fee calculation for a new client that has an initial
portfolio worth $1,000,000 is calculated as follows:

$200,000 x 2.0% = $4,000
+$300,000 x 1.5% = $4,500
+$500,000 x 1.0% = $5,000

Total Annual Fee = $13,500

This dollar fee is used to determine the Investment Advisory Agreement annualized fee
of 1.35% ($13,500 / $1,000,000) per year. This is 0.34% per quarter. The annual fee of
1.35% is fixed, but the dollar amount of the fee will vary each billing cycle as the
portfolio value changes over time. Fees are charged each quarter in advance. In this
example, the quarterly fee is fixed at 0.34% per quarter. See “Payment of Investment
Management Fee” below for more information.

The client’s specific annual fee arrangement will be described in the written Investment
Advisory Agreement entered into between HIC and the client. The investment
management fee we charge is negotiable at our sole discretion and is based on several
factors which include, but is not limited to, the market rate, the work required to manage
the relationship, the total assets under management, the tenure of the relationship,
whether the account is related to other accounts we manage, and/or whether the client
wants to pay the standard fee. All clients do not pay the same fee. Some clients may pay
more and some clients may pay less than the fee schedule, but this is our standard fee
schedule.

Valuation of Portfolio for Fee Calculation
Portfolios managed by HIC are held at the broker/custodian that is recommended by HIC,
but ultimately chosen by the client. HIC uses security prices and valuations provided by
the independent broker/custodian for reporting and billing purposes. This information is
provided to the client as a report, by the broker, on at least a quarterly basis.

HIC also provides clients with an internally-produced report which is in addition to the
statement provided directly by the broker/custodian. We encourage clients to carefully
compare the report received from HIC to the statement received from the
broker/custodian. There should be no differences between the values in these reports.
Please contact us with any questions regarding the report or billing value. For the
quarterly fee calculation, investments are valued by the broker/custodian as of the end of
business on the last trading day of the calendar quarter.

Cash Positions for Fee Calculation
Depending upon perceived or anticipated market conditions/events (there being no
guarantee that such anticipated market conditions/events will occur), HIC may maintain
cash and cash equivalent positions for defensive or liquidity purposes. Because these cash
positions remain part of the investment management strategy employed by HIC, such
cash and cash equivalent positions shall be included as part of the portfolio value for
purposes of calculating HIC’ investment management fee.

Payment of Investment Management Fee
Client will pay HIC a fee for the investment management service at the rate set forth in
the aforementioned Fee Schedule. The fee must be payable quarterly (4 times per year) in
advance based on 30 days per month and 360 days per year. The quarterly fee will be
calculated based upon the market value of client's portfolio on the last business day of the

previous calendar quarter and will become due the following business day. HIC will
instruct the broker/custodian to deduct the fee from the client’s brokerage account.
Clients have the option to receive an invoice from HIC and pay HIC by check.

New accounts opened during the first, second or third month of the quarter are billed
initially for the days from inception to the end of the quarter (pro rata) based on the
inception portfolio value. The inception date and the account open date are defined as the
month end when the assets are transferred or deposited with the broker/custodian. The
initial payment will become due in full on the date of inception. Subsequent quarterly
fees will be calculated based upon the market value of client's portfolio value on the last
business day of the previous calendar quarter and will become due the following business
day.

HIC will instruct the broker/custodian to deduct from the client's account any fee owed to
HIC pursuant to the terms of the Investment Management Agreement and pay said fee to
HIC or its designee. All fees paid to HIC will be reported to client on the regular
statements provided by the broker/custodian.

In all instances, HIC will send the client a written invoice, including the fee, the formula
used to calculate the fee, the fee calculation itself, the time period covered by the fee,
and, if applicable, the amount of assets under management on which the fee was based
and the name of the broker/custodian(s) on your fee invoice. HIC will send these to the
client concurrent with the request for payment or payment of HIC’s advisory fees. We
urge the client to compare this information with the fees listed in the account statement
provided by the broker/custodian.

If material assets are deposited or withdrawn from an account after inception, a pro rata
...

Item 7 - Types of Clients

Our investment management service is designed to meet the needs of a wide range of
clients. We are nimble enough to meet the needs of individuals, families, high net worth,
businesses, and trusts. In addition, we are highly educated and experienced so we can
meet the challenging needs of pension plans and other institutional clients. We do not
require a minimum account size.