Three Bearings Fiduciary Advisors Inc

Item 5 - Fees and Compensation
   Description
      Three Bearings bases its fees on a percentage of assets under management,
      fixed fees, or hourly charges. We describe fee details for each of the
      agreement types in their respective sections above.

    We may waive the minimum fee and/or charge a lesser investment advisory
    fee based on various criteria (e.g., historical relationship, type of assets,
    anticipated future additional assets, dollar amounts of assets to be managed,
    related accounts, account composition, familial relationships, and other
    factors).
Fee Billing
    Fees for ongoing engagements (Comprehensive Financial Agreements,
    Retainer Agreements, Non-Profit Investment Management Agreements, and
    Municipal Investment Management Agreements) are billed quarterly, in
    arrears in the months of March, June, September, and December. Fees for
    the initial billing period are prorated based on the number of days from your
    contract date, or the date assets are transferred to our management, if later,
    to the end of the quarterly billing cycle. Fees based on the value of assets
    under management are computed based upon the average daily balance in
    your portfolio accounts during the billing period. Payment in full is due upon
    invoice presentation. For convenience, you may direct that fees be deducted
    from a designated managed account or accounts. You must consent in
    advance to direct debiting of your accounts.
    Fees for financial plans may be billed 50% in advance, with the balance due
    upon delivery of the financial plan.
    Held Away Account Services
    We may provide an additional service for accounts not directly held in our
    custody for which clients have granted discretion to enter order instructions
    on their behalf. To implement this service, we may leverage an Order
    Management System to implement asset allocation or rebalancing strategies
    on behalf of the client. These held away accounts are primarily 401(k)
    accounts, 529 plans, variable annuities, and other assets held at a custodian
    with whom Three Bearings Fiduciary Advisors does not have a direct
    relationship to facilitate delivery of investment instructions to the custodian.
    We regularly review the current holdings and available investment options in
    these accounts, monitor the accounts, rebalance and implement our
    strategies as necessary.

    Held Away Account Services - Billing
    We charge an annual fee for services provided to these held away accounts
    which is determined according the client's existing fee schedule. The client
    may elect to pay these fees from an account under our management or via
    invoicing. Fees are based on the value of assets at the close of the billing
    quarter as valued by the account custodian. This differs from the valuation
    approach used for accounts for which Three Bearings Fiduciary Advisors
    receives a daily data feed (accounts held at Fidelity Brokerage Services,
    Charles Schwab & Company and National Advisors Trust Company).
    Accounts for which TBFA receives daily valuations, quarterly fees are
    computed based on the portfolio's average daily balance during the billing
    quarter as described above. For held-away accounts, quarter-end values are
    used because we cannot ensure that accurate daily values are available.
Other Fees
    Custodians charge transaction fees on purchases or sales of certain mutual
    funds and exchange-traded funds. These transaction charges are usually
    small and incidental to the purchase or sale of a security. Additional
    information regarding custodians is included in this brochure under Brokerage
    Practices.
Expense Ratios
   Mutual funds and exchange-traded funds charge a management fee for their
   services as investment managers. The management fee is included in what
   is called an expense ratio. For example, an expense ratio of 0.30 means that
   the mutual fund company charges 0.3% for its services. Clients incur these
   fees indirectly in addition to the fees they pay directly to Three Bearings
   Fiduciary Advisors.
    Mutual fund companies deduct their fees before calculating and quoting
    performance figures in various publications.
Past Due Accounts
    We reserve the right to stop work on any account that is more than 30 days
    overdue.
Fee Refund Calculations
    If you terminate an ongoing money management agreement, such as a
    Comprehensive Financial Agreement, Retainer Agreement, Non-Profit
    Investment Management Agreement or Municipal Investment Management
    Agreement, we will prorate fees for the portion of the billing quarter
    completed. For fees computed based on the value of assets under
    management, the average daily balance of your accounts from the end of the
    last complete billing cycle to the date of termination will be used to compute
    the final invoice.

       To the extent that we have not expended time against the fee paid in
       advance, we will refund fees associated with other agreements (Financial
       Planning Agreement, Tax Preparation Agreement, and Hourly Planning
       Agreement) if you choose to terminate the agreement. Refunds will be
       provided within ten days of termination.

Item 7 - Types of Clients
   Description
      Primary emphasis is on individuals, high net worth individuals, trusts,
      municipalities, and small businesses. Clients may also include pension and
      profit sharing plans, estates, charitable organizations, corporations or other
      business entities.
       Client relationships vary in scope and length of service.
   Personal Account Minimum
       The minimum total portfolio size (comprising all of the client’s accounts) for a
       personal investment management relationship is $200,000 of assets under
       management, which equates to an annual fee of $3,500.
       If the total portfolio falls below $200,000 in value, we charge the minimum
       annual fee of $3,500. Depending on circumstances, Three Bearings may
       sign an Hourly Financial Planning Agreement or Retainer Agreement with a
       client if assets diminish significantly below $200,000.
       We may waive the total portfolio minimum size requirement and minimum fee
       at our discretion. If you and your advisor anticipate you will add funds to the
       total portfolio bringing the total to $200,000 within a reasonable time, we may
       accept total portfolios of less than $200,000. Other exceptions will apply to
       employees of Three Bearings Fiduciary Advisors and their relatives, or
       relatives of existing clients.
       Asset management services have a tiered fee structure, which means that
       clients with lesser assets will pay a higher percentage rate on their annual
       fees than clients with greater assets under management will pay.

   Non-Profit Account Minimum
      The minimum account size and fee for a non-profit entity may be reduced or
      waived at our discretion.