Lipe & Dalton Inc

Item 5 Fees and Compensation
                          INVESTMENT SUPERVISORY SERVICES ("ISS")
                           INDIVIDUAL PORTFOLIO MANAGEMENT FEES

Our annual fees for Investment Supervisory Services are based upon a percentage of assets
under management and generally start at 1.00%.

Our fees are billed monthly, in advance, at the beginning of each month based upon the
value (market value or fair market value in the absence of market value), of the client's
account at the end of the previous billing period. Fees will be debited from the account in
accordance with the client authorization in the Client Services Agreement.

A minimum of $250,000 of assets under management is required for this service. This
account size may be negotiable under certain circumstances. Lipe & Dalton may group
certain related client accounts for the purposes of achieving the minimum account size and
determining the annualized fee.

Limited Negotiability of Advisory Fees: Although Lipe & Dalton 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.

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. As disclosed
above, certain fees are paid in advance of services provided. Upon termination of any
account, any prepaid, unearned fees will be promptly refunded. In calculating a client's
reimbursement of fees, we will pro rate the reimbursement according to teh number of days
remaining in the billing period.

Mutual Fund Fees: All fees paid to Lipe & Dalton 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 and custodial services.
Client’s portfolio transactions may be executed without 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-dealer, the amount of
portfolio activity in the client’s account, and other factors, 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.

Grandfathering of Minimum Account Requirements: Pre-existing advisory clients are
subject to Lipe & Dalton's minimum account requirements and advisory fees in effect at the
time the client entered into the advisory relationship. Therefore, our firm's minimum account
requirements will differ among clients.

ERISA Accounts: Lipe & Dalton 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, Lipe & Dalton 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 Lipe &
Dalton's advisory fees.
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Item 7 Types of Clients
Lipe & Dalton 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

As previously disclosed in Item 5, our firm has established certain initial minimum account
requirements, based on the nature of the service(s) being provided. For a more detailed
understanding of those requirements, please review the disclosures provided in each
applicable service.