Paulo Financial Advisors LLC

Item 5 FEES AND COMPENSATION

                          Investment Management Program

Clients with IMP Accounts will pay an annual investment management fee (the "Fee"),
in an amount to be set forth in the Advisory Agreement. Paulo Financial determines the
amount of the Fee on a client-by-client basis, taking into account the size, nature, and
complexity of the Account, as well as the potential for other or future business or
referrals. We may, in our discretion, negotiate the Fee. Although some clients entered
into Advisory Agreements with us which included different Fee schedules, our current
Fee, absent other factors, is equal to 1% per annum based on the value of the Account.

The Fee will be invoiced or directly debited from the client’s account, as authorized,
quarterly for each calendar quarter or part of a quarter the Advisory Agreement is in
effect, and will be payable in arrears, as provided in the Advisory Agreement. The
quarterly payment shall be equal to one-fourth of the annual Fee, based on the value of
the Account as of the close of the last trading day of such calendar quarter; provided
that, we may, in our discretion, calculate the Fee based on the actual number of days in
such calendar quarter. The Fee for the first and last calendar quarters will be prorated.
Prorated Fees for the first quarter will be based on the number of calendar days in such
quarter beginning with the first date assets are deposited into the Account, and prorated
Fees for the last quarter will be based on the number of calendar days the Advisory
Agreement is in effect. All unpaid Fees are due and payable immediately upon
termination of the Advisory Agreement.

The Fee may be revised by us upon notice to the Client, and the new Fee will become
effective as of the first calendar quarter that begins 30 days or more after we notify the
Client of such revision. Fees are not charged on the basis of a share of capital gains
upon or capital appreciation of the Account or any portion of the Account. Client agrees,
and will provide the Custodian with such documentation as Custodian requests, that
Custodian is authorized to deduct the Fees from the Account automatically and pay
Paulo Financial electronically as and when payable, without prior notice to Client.

The value of the Account and the value of any asset in the Account shall be the value
as reflected on the Custodian's statement (or on the Custodian's internal system, for
valuations other than as of the close of a calendar month or quarter). In the event the

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Custodian does not value any asset, the asset shall be valued by Paulo Financial in
such manner as it shall determine in good faith to reflect the asset's fair value. Money
market accounts and bank accounts, if any, shall be valued as of the valuation date.

Client may make additions to or withdrawals from the Account at any time, subject to
our right to terminate the Account if it falls below the minimum account size, if any, as
stated at Item 7 of this Brochure and/or the Advisory Agreement. Client may withdraw
Account assets upon notice to the Paulo Financial, subject to usual and customary
securities settlement procedures. No Fee adjustments shall be made for partial
withdrawals or for Account appreciation or depreciation within a billing period. A
prorated refund of Fees charged shall be made if the Account is closed within a
calendar quarter.

The Advisory Agreement may be terminated by Paulo Financial or Client at any time
without penalty upon written notice to the other party. Such termination shall not,
however, affect liabilities or obligations incurred or arising from transactions initiated
under the Advisory Agreement prior to such termination, including the provisions
regarding arbitration, which shall survive any expiration or termination of the Advisory
Agreement. Upon termination, Client shall have the exclusive responsibility to monitor
the securities in the Account, and neither Paulo Financial nor we shall have any further
obligation to act or advise with respect to the Account or those assets.

If Client terminates the Advisory Agreement within five business days of its signing,
Client shall receive a full refund of all fees and expenses. If the Advisory Agreement is
terminated after five business days of its signing, any prepaid fees shall be prorated and
the unused portion shall be returned to Client. Upon termination of the Advisory
Agreement, the Account will be charged any applicable introducing and clearing
broker's customary fees and commissions, and the Custodian's fees for services
provided with respect to closing the Account and holding, transferring or liquidating the
assets.

                                    Financial Planning

The fees for financial planning services will be disclosed in the Financial Planning
Agreement. Financial planning services may be charged on an hourly or fixed fee
arrangement. Generally, Paulo Financial requires a deposit of one-half of the estimated
financial planning fees upon execution of the Financial Planning Agreement, with the
balance due upon delivery of the report, if any, required pursuant to the Financial
Planning Agreement, or if none, upon completion of the services described in the
Financial Planning Agreement.

Hourly rates vary depending on a variety of factors, as described below, but will not
exceed $350 per hour, subject to future adjustments. Fixed fee arrangements also vary
depending on the circumstances, but generally range between $500 to $5,000, also
subject to future adjustments. Fees are negotiable and will vary depending upon the
complexity of the Client situation and services to be provided, prior or anticipated
relationships, as well as the size of the Client's assets, and the possibility for additional

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business, as determined by Paulo Financial within its discretion. In our discretion, the
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Item 7 Types of Clients

Paulo Financial provides advisory services to individuals, including high net worth
individuals, pension and profit sharing plans, trusts, estates, charitable organizations,
corporations and other businesses.

Generally, for IMP clients, we will require a minimum annual Fee of $1,000 per Client,
subject to negotiation and in our sole discretion. As such, this minimum may make IMP
impractical for Accounts valued less than $100,000 ("Account Minimum"). We may
waive the Account Minimum or require a higher or lower minimum for each Client, in our
sole discretion. If the aggregate value of the Client's IMP Account falls below the
Account Minimum, we reserve the right to either require deposit of additional amounts to

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bring the value of the Account up to the Account Minimum or close and liquidate the
Account and send the proceeds to the Client in accordance with the Client's written
delivery instructions.