The Capital Management Corporation

Item 5       Fees and Compensation
      CMC applies its fee schedule to the assets managed for client accounts. Where CMC
      manages more than one account for the individual/family, total assets of the
      relationship are combined for fee calculation purposes. CMC only receives asset
      management fees. It does not receive or pay referral fees. It does not receive
      performance-based fees, sales fees, commissions or kickbacks.

                      ANNUAL INVESTMENT COUNSEL FEES

                               Balanced and Equity Portfolios

                      Market Value                                     Rate

             First $1,000,000           ..................             1.00%

             Next $4,000,000            ..................             0.70%

             Excess above $5 Million . . . . . . . . . . . . . . . .   0.50%

      Accounts invested solely in mutual funds, exchange traded funds or fixed income
      incur an annual fee of 0.50%. Annual fees are based on the market value of the assets
      and are calculated and charged quarterly.

      Mutual funds (including money market funds) and Exchange Traded Funds (ETFs)
      are often employed in clients’ accounts. Customarily these funds charge separate
      operating fees which are in addition to fees payable to CMC. We have no financial
      interest in these funds’ operating fees.

      The asset management fees do not include custody and trading fees, discussed under

Item 7     Types of Clients
    CMC provides investment management services to two types of clients.

    Individuals and Families: Each individual and/or family has their own separate
    account, managed to their particular needs and objectives. For some, their needs may
    be investing with tax efficiency as the main objective. For others, it may be a
    continuous stream of income, or working with an over-concentration in a particular
    security.

    Foundations, Endowments, Retirement Plans and Corporations: CMC manages
    endowments, foundations, retirement plans, and corporations. For some clients, CMC
    may be one of multiple managers and for others the firm may manage the entire
    account.