KBC Holdings LLC

Fees and Compensation
   Description
      Retainer Agreements are priced based on the complexity of work, especially
      when asset management is not the most significant part of the relationship.
       For asset management clients, KBC bases its fees on a percentage of assets
       under management.
       Fees are negotiable.

   Fee Billing
       Investment management fees are billed quarterly, in arrears, meaning that we
       invoice clients after the three-month billing period has ended. Payment in full
       is expected upon invoice presentation. Fees are usually deducted from a

                                  KBC Holdings LLC

       designated client account to facilitate billing. The client must consent in
       advance to direct debiting of their investment account.

   Other Fees
       Custodians may 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.
       KBC, 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 assets, dollar amounts of assets to be managed, related accounts,
       account composition, negotiations with clients, etc.).

   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 to
      KBC.
       Performance figures quoted by mutual fund companies in various publications
       are after their fees have been deducted.

   Past Due Accounts and Termination of Agreement
       KBC reserves the right to stop work on any account that is more than 90 days
       overdue.

Types of Clients
   Description
      KBC generally provides investment consulting services to banks or thrift
      institutions, investment companies, pension and profit sharing plans, trusts,
      estates, or charitable organizations, corporations or business entities,
      individuals, and High Net Worth individuals.
       Client relationships vary in scope and length of service.

   Account Minimums
      The minimum account size is $500,000 of assets under management, which
      equates to an annual fee of $4,000.00.
       When an account falls below $500,000 in value, the minimum annual fee of
       $4,000.00 is charged.
       KBC has the discretion to waive the account minimum. Other exceptions will
       apply to employees of KBC and their relatives, or relatives of existing clients.
       Clients receiving ongoing asset management services will be assessed a
       $4,000.00 minimum annual fee. Clients with assets below the minimum
       account size may pay a higher percentage rate on their annual fees than the
       fees paid by clients with greater assets under management.

Methods of Analysis, Investment Strategies and Risk of Loss