James River Asset Management LLC

Item 5 Fees and Compensation
Investment Management Fees
For investment management services of assets held at Charles Schwab & Co., we charge either

     3. Under a Tiered Fee Schedule

                      Assets Under Management                                Tiered Fee Schedule
                            First $300,000                                          1.25%
                      Next $300,000 - $1,000,000                                    0.90%
                     Next $1,000,000 - $3,000,000                                   0.70%
                     Next $3,000,000 - $5,000,000                                   0.50%
                       Next $5,000,000 & Above                                      0.35%
Or
     4. A flat fee that is negotiable, not to exceed 1.5%.

Assets in each of your account(s) are included in the fee assessment unless specifically identified in writing for
exclusion.

For investment management services held at American Funds through their F2 share program we charge
according to the following tiered fee schedule:

                     Assets Under Management                                       Tiered
                          Up to $249,999.99                                        1.00%
                    Next $250,000 - $499,999.99                                    0.75%
                    Next $500,000 to $999,999.99                                   0.50%
                     Next $1,000,000 and above                                     0.25%

Our annual investment management fee is billed and payable, quarterly, in arrears, based on the average daily
balance.
      *Legacy clients may be subject to different fee schedule.

If the investment management agreement is executed at any time other than the first day of a calendar quarter,
our fees will apply on a pro rata basis, which means that the advisory fee is payable in proportion to the number
of days in the quarter for which you are a client. Our advisory fee is negotiable, depending on individual client
circumstances.

At our discretion, we may combine the account values of family members living in the same household to
determine the applicable advisory fee. For example, we may combine account values for you and your minor
children, joint accounts with your spouse, and other types of related accounts. Combining account values may
increase the asset total, which may result in your paying a reduced advisory fee based on the available
breakpoints in our fee schedule stated above.

We will deduct our fee directly from your account through the qualified custodian holding your funds and
securities. We will deduct our advisory fee only when you have given our firm written authorization permitting
the fees to be paid directly from your account. Further, the qualified custodian will deliver an account statement
to you at least quarterly. These account statements will show all disbursements from your account. You should
review all statements for accuracy.

You may terminate the investment management agreement upon written notice. You will incur a pro rata charge
for services rendered prior to the termination of the investment management agreement, which means you will
incur advisory fees only in proportion to the number of days in the quarter for which you are a client..

Financial Planning and Consulting Fees
We charge a fixed fee for financial planning services, which generally ranges between $1,500 to $5,000. The first
half of the estimated fee is due in advance of services rendered with the remaining balance payable upon
completion of the contracted services. The fee is negotiable depending upon the complexity and scope of the
plan, your financial situation, and your objectives. We do not require you to pay fees six or more months in
advance. Should the engagement last longer than six months between acceptance of financial planning
agreement and delivery of the financial plan, any prepaid unearned fees will be promptly returned to you less a
pro rata charge for bona fide financial planning services rendered to date. At our discretion, we may offset our
financial planning fees to the extent you implement the financial plan through our Investment Management
Service.

We also charge an hourly fee of $250 for financial consulting services. The hourly fee is negotiable depending on
the scope and complexity of the services rendered. Our consulting fee is payable upon completion of the agreed
upon consulting services

You may terminate the financial planning agreement upon written notice to our firm. If you have pre-paid
financial planning fees that we have not yet earned, you will receive a prorated refund of those fees. If financial
planning fees are payable in arrears, you will be responsible for a prorated fee based on services performed prior
to termination of the financial planning agreement.

Pension Consulting Services
Our advisory fees for these customized services will be negotiated with the plan sponsor or named fiduciary on a
case-by-case basis.

You may terminate the pension consulting services agreement upon written notice to our firm. You will incur a
pro rata charge for services rendered prior to the termination of the agreement, which means you will incur
advisory fees only in proportion to the number of days in the quarter for which you are a client. If you have pre-
paid advisory fees that we have not yet earned, you will receive a prorated refund of those fees.

Additional Fees and Expenses
As part of our investment advisory services to you, we may invest, or recommend that you invest, in mutual
funds and exchange traded funds. The fees that you pay to our firm for investment advisory services are separate
and distinct from the fees and expenses charged by mutual funds or exchange traded funds (described in each
fund's prospectus) to their shareholders. These fees will generally include a management fee and other fund
...

Item 7 Types of Clients
We offer investment advisory services to individuals (other than high net worth individuals), high net worth
individuals, pension plans, charitable organizations and corporations or other businesses not listed above.

In general, we do not require a minimum dollar amount to open and maintain an advisory account; however, we
have the right to terminate your account if it falls below a minimum size which, in our sole opinion, is too small to
manage effectively.

We may also combine account values for you and your minor children, joint accounts with your spouse, and
other types of related accounts to meet the stated minimum.