MPC Capital Advisors LLC

Item 5 - Fees and Compensation

   A. For our non-discretionary investment consulting services, MPC customizes its
      services for each client. Thus, fees may vary significantly from client to client. Our
      fees are determined by the services required, the complexity of tasks involved, the
      time required, the amount of assets, and the nature of the relationship. Fees can be
      paid as a percentage of assets or a retainer fee. Clients are generally billed quarterly,
      in advance. Generally, the minimum account size is $30,000,000 and /or a minimum
      fee of $70,000 per year for new clients. All fees are negotiable.

      For clients of our Outsourced Chief Investment Officer program, client shall pay an
      annual fee based upon the total assets under advisement for the Client calculated using
      the fee schedule below:

              Total Assets                   Annual Fee
              First $25,000,000               50 basis points
              Next $175,000,000               35 basis points
              Amounts over $300,000,000       25 basis points

      The minimum annual fee for the OCIO program is $20,000. Client with an eleemosynary
      purpose may receive substantial discounts from the above fee schedule. The advisory fee
      associated with these OCIO services shall be paid quarterly in advance and shall be
      calculated using the value of any managed assets as of the first business day of each
      calendar quarter. MPC will invoice Client following the execution of this Agreement (on
      a pro-rated basis), and at the beginning of each quarter thereafter. Such invoices may
      provide that any amounts that are not paid within thirty (30) days after the date of the
      invoice shall be subject to a five percent (5%) late charge.

   B. Following the first week after signing our contract, clients may terminate the
      contract with between 30 and 90 days written notice and receive a refund of fees for
      services not yet rendered. The length of time required for notification of termination
      is negotiated and can vary from client to client. If agreements are canceled during
      their term, any fees due either party will be prorated appropriately as set forth in the
      advisory agreement.

   C. OCIO discretionary clients will be responsible for paying additional fees and
      expenses, including any brokerage costs for the purchase and sale of investments as
      well as the fees or expenses embedded in pooled investment vehicles and accounts
      with underlying investment managers. MPC will disclose any fees charged by an
      underlying investment to these OCIO discretionary clients.

                                                                                         Page |6

                             FORM ADV – Part 2A
                     MPC Capital Advisors, LLC (CRD# 153586)

D. If a client pays in advance and the agreement is terminated prior to the end of the
   billing period, MPC will return a proportionate amount of the fees based on the
   percentage of services performed or the proportion of the period for which MPC has
   performed services, depending on the particular client agreement.

E. Neither MPC nor any of its supervised persons accept compensation for the sale of
   securities or other investment products.

                                                                                 Page |7

                               FORM ADV – Part 2A
                       MPC Capital Advisors, LLC (CRD# 153586)

Item 7 - Types of Clients

       MPC provides investment advisory services to Trusts, Endowments, Foundations,
       Religious Organizations, Church Retirement Plans, Taft Hartley Benefit Plans,
       Hospitals, Corporate Retirement Plans, Operating Assets and Insurance Companies.
       All of our clients are tax-exempt committee driven entities.

                                                                                  Page |9

                                 FORM ADV – Part 2A
                         MPC Capital Advisors, LLC (CRD# 153586)