Orchard Advisors LLC

ITEM 5: Fees and Compensation
A. Fee Schedule

     Assets Under Management                   Annual Fee %
              (AUM)

  OA annual fee for Investment Advisory Services is based on a percentage
  of assets under management and generally starts at 1.50%.
  In certain circumstances and depending on the needs of the client, the
  AUM fee is negotiable at the discretion of OA. Discounts, not generally
  available to our advisory clients, may be offered to family members and
  friends of associated persons of our firm.

  Investment Supervisory Fees for Qualified Retirement Plans

              Assets Under                 Annual Fee
              Management
              First $1,500,000             0.50%

              Up to $3,500,000             0.40%

              Over $3,500,000              0.35%

      Note: Over $3,500,000 in plan assets, fees may vary
            based on number of participants in the plan.

                                   VII

   Investment Consulting Fees
   Clients are billed an hourly rate for OA investment consulting services.
   The hourly rate is $150 per hour.

   Advisory Fees in General: Clients should be aware that similar advisory
   services may or may not be available from other registered or
   unregistered investment advisors for similar or lower fees.

B. Billing of Fees
   The Assets Under Management (hereinafter “AUM”) fee is billed daily,
   based on the average daily market value (or fair market value in the
   absence of market value) of the client’s account at the end of that day
   (billing cycle). Fees will be debited from the client’s account in
   accordance with the clients authorization contained in the Investment
   Advisory Contract (Agreement).

   Investment Consulting Fees
   Clients who utilize OA Investment Consulting Service are billed at the
   conclusion of the consultation session and are charged an hourly rate, of
   $150 per hour. Hourly rates may vary due to duration and complexity of
   the consultation session.

C. Mutual Fund, Exchange Traded Fund, Closed End Fund fees
   All fees paid to OA for investment advisory services are separate from the
   fees and expenses charged by mutual funds, exchange traded funds and
   closed end funds to their shareholders. These fees are separate and are
   described in each fund’s prospectus.
   Additional Fees and Expenses: In addition to our advisory fees, clients are
   also responsible for the fees and expenses charged by the account
   custodian. Those fees may include transaction fees and administrative
   fees. Please refer to Item 12 of this Form ADV for additional information
   regarding custodian/brokerage practices.

D. Termination of the Advisory Relationship-Repayment of Fees:
   A client advisory agreement may be canceled at any time, by either
   party, for any reason upon receipt of 30 days written notice. Upon
   termination of an agreement, any prepaid unearned fees will be refunded.
                                    VIII

      Refunds are given on a prorated basis utilizing the number of days
      remaining in the month at the point of termination of advisory services.
      Refunds are calculated by multiplying the daily AUM fee rate by the
      number of days remaining in the month of termination and subtracting
      that amount from the monthly fee collected. The daily AUM fee rate is
      calculated by dividing the annual AUM rate by 12 months and then
      dividing that figure by the number of days in the month of termination.
   E. Compensation for the Sale of Securities and other Investment Products
      OA and its supervised persons do not accept any compensation for the
      sale of securities or other investment products, including asset based sales
      charges or service fees from the sale of mutual funds.

Item 7: Types of Clients
OA provides advisory services to the following types of clients:

      Individual Investors
      High net worth individuals
      Pension and profit sharing plans (other than the participants)
      Charitable Organizations
      Corporations and other business entities
      Trusts

       Note: There is no minimum account size.