Odyssey Capital Advisors Inc

Item	5:	Fees	and	Compensation

Method	of	Compensation	and	Fee	Schedule

  ASSET MANAGEMENT
  Odyssey Capital offers discretionary direct asset management services to advisory Clients.
  Odyssey Capital charges an annual investment advisory fee based on the total assets under
  management as follows:

       Assets	Under	Management	               Annual	Fee	               Quarterly	Fee
              First$100,000                     1.25%                     .3130%
              Next$500,000                      1.15%                     .2875%
            Next $5,000,000                     1.00%                     .2500%
            Next $5,000,000+                    0.70%                     .1750%

 Fees are calculated on a tiered basis applied to the total value of assets under management,
 including cash and cash equivalents. Each tier’s rate applies only to the portion of assets
 within that tier. For example, a Client with $750,000 under management would pay $8,875
 annually: 1.25% on the first $100,000 ($1,250) and 1.15% on the remaining $650,000
 ($7,625).

 The annual fee may be negotiable based upon certain criteria (e.g., historical relationship,
 type of assets, anticipated future earning capacity, anticipated future additional assets, dollar
 amounts of assets to be managed, related accounts, account composition, negotiations with
 Clients, etc.).

 Fees are billed quarterly in advance based on the combined value of all assets in the Client’s
 accounts as of the close of business on the last business day of the previous quarter. If a
 margin is utilized, the fee will be calculated based on the account’s total value, including the
 value of assets purchased on margin. For accounts opened or closed during a billing period,
 Odyssey Capital will refund any unearned fees to the Client. Lower fees for comparable
 services maybe available from other sources. Clients may terminate their account within five

(5) business days of signing the Investment Advisory Agreement with no obligation and
without penalty. Clients may terminate advisory services with thirty (30) days written
notice. For accounts opened or closed mid-billing period, unearned fees will be refunded to
the Client. The Client shall be given thirty (30) days prior written notice of any increase in fees.
Any increase in fees will be acknowledged in writing by both parties before any increase in
said fees occurs.

For fees that are calculated by Odyssey Capital and directly deducted from the account by the
custodian:
    • Odyssey Capital instructs the custodian to deduct the fee; and
    • Odyssey Capital will obtain written authorization signed by the Client authorizing the
       custodian to deduct the fees from the Client’s Account; and
    • The Client will receive quarterly statements directly from the custodian, which
       disclose the advisory fees deducted.

General	Information	Regarding	Fees

Negotiability	of	Fees: We allow Associated Persons servicing the account to negotiate the
exact investment management fees within the range disclosed in our Form ADV Part 2A
Brochure. As a result, the Associated Person servicing your account may charge more or less
for the same service than another Associated Person of our firm. Further, our annual
investment management fee may be higher than that charged by other investment advisors
offering similar services/programs.

Billing	 on	 Cash	 Positions: The firm treats cash and cash equivalents as an asset class.
Accordingly, unless otherwise agreed in writing, all cash and cash equivalent positions (e.g.,
money market funds, etc.) are included as part of assets under management for purposes of
calculating the firm’s advisory fee. At any specific point in time, depending upon perceived
or anticipated market conditions/events (there is no guarantee that such anticipated market
conditions/events will occur), the firm may maintain cash and/or cash equivalent positions
for defensive, liquidity, or other purposes. While assets are maintained in cash or cash
equivalents, such amounts could miss market advances and, depending upon current yields,
at any point in time, the firm’s advisory fee could exceed the interest paid by the Client’s cash
or cash equivalent positions.

Periods	of	Portfolio	Inactivity: The firm has a fiduciary duty to provide services consistent
with the Client’s best interest. As part of its investment advisory services, the firm will review
Client portfolios on an ongoing basis to determine if any changes are necessary based upon
various factors, including but not limited to investment performance, fund manager tenure,
style drift, account additions/withdrawals, the Client’s financial circumstances, and changes
in the Client’s investment objectives. Based upon these and other factors, there may be
extended periods of time when the firm determines that changes to a Client’s portfolio are
neither necessary nor prudent. Notwithstanding, unless otherwise agreed in writing, the
firm’s annual investment advisory fee will continue to apply during these periods, and there
can be no assurance that investment decisions made by the firm will be profitable or equal
any specific performance level(s).

American	Fund	Accounts	with	F‐2	Class	Shares
Where appropriate, based on the Client’s individual circumstances, we may recommend that
the Client open an account with American Funds to purchase F-2 Class Shares as all or part
of their investment portfolio held at American Funds, whereby American Funds acts as
transfer agent. Class F-2 shares are designed for investors who choose to compensate their
financial professional based on the total assets in their portfolios, rather than commissions
or sales charges. This arrangement is often called an “asset-based” or a “fee-based” program.
Class F-2 shares do not have an up-front or a contingent deferred sales charge. Class F-2
shares also do not carry a 12b-1 fee but may have slightly higher administrative expenses
...

Item	7:	Types	of	Clients

Description
 Odyssey Capital generally provides investment advice to individuals, high net worth
 individuals, corporations, or business entities. Client relationships vary in scope and length
 of service.

Account	Minimums
 Odyssey Capital requires a minimum of $500,000 to establish an advisory relationship. This
 requirement can be met by combining two or more related accounts. At our sole discretion,
 we may waive this requirement.