McGowan & Co LLP

Item 5:       Fees and Compensation

      A.      Fees Charged

      All clients will be required to execute a written agreement that will describe the type of services to be
      provided and the fees, among other items. Clients are advised that they may pay fees that are higher or
      lower than fees they may pay another advisor for the same services, and may in fact pay lower fees for
      comparable services from other sources. Clients are under no obligation at any time to engage or to
      continue to engage, McGowan for investment services.

      Asset Management

      Asset Management fees will range from 0.50% to 0.90% per annum depending on the size of the
      account.

      B.      Fee Payment

      Asset Management: Investment management fees will be debited directly from each client’s account.
      The advisory fee is paid quarterly, in arrears, and the value used for the fee calculation is the gross value
      as of the last market day of the previous quarter. This means that if your annual fee is .9%, then each
      quarter we will multiply the value of your account by 1.00% then divide by 4 to calculate our fee. Any
      deposits or withdrawals in excess of $10,000 will be taken into account as part of the calculation. Once
      the calculation is made, we will instruct your account custodian to deduct the fee from your account and
      remit it to McGowan. Clients may also be billed for services and write checks as a form of payment.
      Because we calculate clients’ fees based on the gross value of the account, a potential conflict of interest
      exists in the inclusion of margined securities in the value of a client’s account for the purpose of
      calculating fees, because doing so incentivizes an adviser to encourage clients to trade on margin. This
      conflict is mitigated, however, by our fiduciary duty to our clients.

      Clients whose fees are directly debited will provide written authorization to debit advisory fees from

      their accounts held by a qualified custodian chosen by the client. Each quarter, clients will receive a bill
      itemizing the fees to be debited, including the formula used to calculate the fee, the amount of assets the
      fee is based, and the time period covered by the fee. The invoice will also state that the fee was not
      independently calculated by the custodian. The client will also receive a statement from their account
      custodian showing all transactions in their account, including the fee.

      C.      Other Fees

      There are a number of other fees that can be associated with holding and investing in securities. Clients
      are responsible for these fees, which may include transaction fees for the purchase or sale of a mutual
      fund or Exchange Traded Fund, or commissions for the purchase or sale of a stock. Additional fees
      may also be incurred by clients whose assets are placed with a third party manager (including advisory
      fees paid to that manager). Expenses of a mutual fund or ETF are deducted from the value of the shares
      by the mutual fund manager. For complete discussion of expenses related to each mutual fund, you
      should read a copy of the prospectus issued by that fund. McGowan can provide or direct you to a copy
      of the prospectus for any fund that we recommend to you.

      While McGowan does not receive any portion of the Other Fees described above, these fees are part of
      the overall costs of investing. Clients should review all fees, including fees payable to McGowan, in
      evaluating the advisory services provided by McGowan.

      Please make sure to read Item 12 of this informational brochure, regarding broker-dealer and custodial
      issues.

      D.      Pro-rata Fees

      If a client engages McGowan to provide asset management services during a quarter, the client will pay
      a management fee for the number of days assets were managed during the quarter. If a client terminates
      the relationship during a quarter, a final fee will be calculated to the date of termination since fees are
      paid in arrears and not in advance.

      E.      Compensation for the Sale of Securities.

      This item is not applicable, as neither McGowan, nor any employee thereof receives any compensation
      for the sale of securities other than the investment advisory fees described elsewhere in this Item 5.

Item 7:       Types of Clients

      Clients advised may include individuals, custodial, pension and profit sharing plans, trusts, estates,
      corporations, small businesses, and partnerships. McGowan requires each account to have a minimum
      of $2,000,000. However, McGowan may waive this minimum in its discretion.