Hayes Asset Management LLC

Item 5         Fees and Compensation
                  PORTFOLIO MANAGEMENT SERVICES FEES

The annualized fee for Portfolio Management Services is charged as a percentage of
assets under management, according to the following schedule:

                  Assets Under Management                   Annual Fee

          Equity/Balanced/Asset Allocation/401(k)/Mutual Fund Management

                        First $2,000,000                         1.00%
                        Next $3,000,000                           .75%
                        Next $5,000,000                           .50%
                       Over $10,000,000                           .40%

                               Fixed Income Management

                        First $2,000,000                          .60%
                        Next $3,000,000                           .50%
                        Next $5,000,000                           .40%
                       Over $10,000,000                            .30%

Limited Negotiability of Advisory Fees: Although Hayes Asset Management, LLC has
established the aforementioned fee schedule(s), we retain the discretion to negotiate
alternative fees on a client-by-client basis. Client facts, circumstances and needs are
considered in determining the fee schedule. These include the complexity of the client,
assets to be placed under management, anticipated future additional assets; related
accounts; portfolio style, account composition, reports, among other factors. The specific
annual fee schedule is identified in the contract between the adviser and each client.

Fees are on a quarterly billing cycle and are paid in advance.

We may group certain related client accounts for the purposes of achieving the minimum
account size requirements and determining the annualized fee.

Discounts, not generally available to our advisory clients, may be offered to family
members and friends of associated persons of our firm.

                             GENERAL INFORMATION

Termination of the Advisory Relationship: A client agreement may be canceled at any
time, by either party, for any reason upon receipt of 30 days written notice. Upon
termination of any account, any prepaid, unearned fees will be promptly refunded.

Mutual Fund Fees: All fees paid to Hayes Asset Management, LLC for investment
advisory services are separate and distinct from the fees and expenses charged by mutual
funds and/or ETFs to their shareholders. These fees and expenses are described in each
fund's prospectus. These fees will generally include a management fee, other fund
expenses, and a possible distribution fee. If the fund also imposes sales charges, a client
may pay an initial or deferred sales charge. A client could invest in a mutual fund
directly, without our services. In that case, the client would not receive the services
provided by our firm which are designed, among other things, to assist the client in
determining which mutual fund or funds are most appropriate to each client's financial
condition and objectives. Accordingly, the client should review both the fees charged by
the funds and our fees to fully understand the total amount of fees to be paid by the client
and to thereby evaluate the advisory services being provided.

Wrap Fee Programs and Separately Managed Account Fees: Clients participating in
separately managed account programs may be charged various program fees in addition
to the advisory fee charged by our firm. Such fees may include the investment advisory
fees of the independent advisers, which may be charged as part of a wrap fee
arrangement. In a wrap fee arrangement, clients pay a single fee for advisory, brokerage

commission charge in a wrap fee arrangement. In evaluating such an arrangement, the
client should also consider that, depending upon the level of the wrap fee charged by the
broker-
the wrap fee may or may not exceed the aggregate cost of such services if they were to be
provided separately. We will review with clients any separate program fees that may be
charged to clients.

Additional Fees and Expenses: In addition to our advisory fees, clients are also
responsible for the fees and expenses charged by custodians and imposed by broker
dealers, including, but not limited to, any transaction charges imposed by a broker dealer
with which an independent investment manager effects transactions for the client's
account(s). Please refer to the "Brokerage Practices" section (Item 12) of this Form ADV
for additional information.

ERISA Accounts: Hayes Asset Management, LLC is deemed to be a fiduciary to
advisory clients that are employee benefit plans or individual retirement accounts (IRAs)
pursuant to the Employee Retirement Income and Securities Act ("ERISA"), and
regulations under the Internal Revenue Code of 1986 (the "Code"), respectively. As such,
our firm is subject to specific duties and obligations under ERISA and the Internal
Revenue Code that include among other things, restrictions concerning certain forms of
compensation. To avoid engaging in prohibited transactions, Hayes Asset Management,
LLC may only charge fees for investment advice about products for which our firm
and/or our related persons do not receive any commissions or 12b-1 fees, or conversely,
investment advice about products for which our firm and/or our related persons receive
commissions or 12b-1 fees, however, only when such fees are used to offset Hayes Asset
Management, LLC's advisory fees.

Advisory Fees in General: Clients should note that similar advisory services may (or
may not) be available from other registered (or unregistered) investment advisers for
similar or lower fees.

Limited Prepayment of Fees: Under no circumstances do we require or solicit payment
of fees in excess of $1200 more than six months in advance of services rendered.

Item 7        Types of Clients
Hayes Asset Management, LLC provides advisory services to the following types of
clients:
         Individuals (other than high net worth individuals)
         High net worth individuals
         Pension and profit-sharing plans (other than plan participants)
         Charitable organizations