MT Asset Management LLC

Fees and Compensation

The following types of fees will be assessed:

Asset Management
For any new MTAM investment products or strategies, MTAM may charge up to 100 basis points
(1.00%) annually on the amount of assets under management ("AUM"). For all existing strategies (i.e.,
municipal bond managed accounts), MTAM charges up to 20 basis points (.20%) annually on the
amount of assets under management ("AUM"). All Fees are negotiable and may be less than the
stated basis points.

Fees are not based on a share of capital gains or capital appreciation in a clients account." Fees for he
initial quarter will be pro-rated based upon the number of calendar days in the calendar quarter that he
advisory agreement is in effect. As authorized in the client agreement, the account custodian
withdraws MTAM's advisory fees directly from the clients' accounts according to the custodian's
policies, practices, and procedures and forwards the fees to MTAM.

Fees are charged in advance on a quarterly basis, meaning that advisory fees for a quarter are
charged on the first day of the quarter. Clients may terminate investment advisory services obtained
from MTAM, without penalty, upon written notice within five (5) business days after entering into the
advisory agreement with MTAM. The client is responsible for any fees and charges incurred by the
client from third parties as a result of maintaining the account, such as transaction fees for any
securities transactions executed and account maintenance or custodial fees. Thereafter, the client may
terminate advisory services upon 30 days written notice delivered to and received by MTAM. Clients
who terminate investment advisory services during a quarter are charged a prorated advisory fee
based on the date of MTAM's receipt of client's written notice to terminate. Any earned but unpaid fees
are immediately due and payable and are subject to withdrawal by the custodian and direct payment to
MTAM upon billing by MTAM.

The custodial statement will include the amount of any fees paid directly to MTAM to manage the
account.

Clients may terminate the investment advisory contract at any time and refunds will be provided on a
pro rata basis.

Additional Fees and Expenses
In addition to advisory fees paid to MTAM as explained above, clients may pay custodial service,
account maintenance, transaction, and other fees associated with maintaining the account. These fees
vary by broker-dealer and/or custodian. Clients should ask MTAM for details on transaction fees or
other custodial fees specific to their account, as these fees are not included in the annual advisory fee.
MTAM does not share any portion of such fees. Additionally, for any funds purchased, the client may
pay their proportionate share of the funds' distribution, internal management, investment advisory and
administrative fees. Such fees are not shared with MTAM and are compensation to the fund manager-
Clients are urged to read the fund prospectus prior to investing.

Fund companies impose internal fees and expenses on clients. These fees are in addition to the costs
associated with the investment advisory services as described above. Complete details of such
internal expenses are specified and disclosed in each fund company's prospectus. Clients are strongly
advised to review the prospectus prior to investing in such securities.

Funds purchased or sold in broker-dealer accounts may generate transaction fees that would not exist
if the purchase or sale were made directly with the fund company. Funds held in broker-dealer
accounts also charge management fees. These fund management fees may be more or less than the
fund management fees charged if the client held the fund directly with the fund company.

Clients may purchase shares of funds directly from the fund issuer, its principal underwriter, or a
distributor without purchasing the services of MTAM or paying the advisory fee on such shares (but
subject to any applicable sales charges). Certain funds are offered to the public without a sales charge.
In the case of funds offered with a sales charge, the prevailing sales charge (as described in the fund
prospectus) may be more or less than the applicable advisory fee. However, clients would not receive
MTAM's assistance in developing an investment strategy, selecting securities, monitoring the
performance of the account, and making changes as necessary.

Please refer to Item 12 "Brokerage Practices" of this brochure for additional information.

Item 7 Types of Clients
MTAM offers investment advisory services to individuals, small businesses and investment entities. In
general, a minimum of $300,000 is required to open and maintain an advisory account. At our
discretion, we may waive the minimum account size.