Schulhoff & Co Inc

Item 5   Fees and Compensation

Schulhoff & Company, Inc.'s normal fee schedule is six-tenths of one percent (.006) of assets
under management. Fees are negotiable and are billed quarterly in advance at one-quarter
the annual rate (.0015). Fees paid in advance are refundable on a pro-rata basis.

Schulhoff & Company, Inc.'s fees are exclusive of brokerage commissions, transaction fees,
and other related costs and expenses which shall be incurred by the client. Clients may incur
certain charges imposed by custodians, brokers and other third parties such as fees charged
by managers, custodial fees, deferred sales charges, odd-lot differentials, transfer taxes, wire
transfer and electronic fund fees, and other fees and taxes on brokerage accounts and
securities transactions. Mutual funds and exchange traded funds also charge internal
management fees, which are disclosed in a fund's prospectus. Such charges, fees and
commissions are exclusive of and in addition to Schulhoff & Company, Inc.'s fee, and
Schulhoff & Company, Inc. does not receive any portion of these commissions, fees and costs.

Item 12 further describes the factors that Schulhoff & Company, Inc. considers in selecting or
recommending broker-dealers for client transactions and determining the reasonableness of
their compensation (e.g., commissions).

In a limited number of instances and primarily because of tax considerations, Schulhoff &
Company, Inc. has retained client's preexisting positions in mutual funds. Also in a limited
number of instances Schulhoff & Company, Inc. has purchased index funds and exchange
traded funds for clients. In these cases said clients are paying a direct management fee to
Schulhoff & Company, Inc. and an indirect management fee to the fund.

Schulhoff & Company, Inc. has and expects to continue to do consulting work in the field of
investments for clients who do not need or desire a retainer relationship. Consulting fees
are based upon a negotiable rate of $500.00 per hour and are billed after services are
rendered.

Item 7     Types of Clients

Schulhoff & Company, Inc. provides portfolio management services to individuals, high net
worth individuals, corporations, corporate pension and profit-sharing plans, charitable
institutions, foundations, endowments and trust accounts.