Valley Brook Capital Group Inc

Item 5 Fees and Compensation
Financial Planning Services
Financial planning services are typically provided to a client in conjunction with either the Wealth
Management or Intelligent Portfolio Service at no cost, based on need. Therefore, a separate financial
planning fee is not typically charged. In the event that MSTWA was to charge for separate financial
planning services, the firm would assess fees on an hourly fee basis at a rate of $125 per hour. The
firm may require an up-front retainer based on an estimate of the total hourly fee, with the remaining
hourly fees billed to the client as services are rendered.

In addition to other financial planning services, MSTWA may also offer advice on single subject
financial planning/general consulting services at the same hourly rate. MSTWA will not require
prepayment of a fee more than six months in advance and in excess of $1,200. At the firm's
discretion, we may offset our financial planning fees to the extent you implement the financial plan
through our Wealth Management Service.

Wealth Management Services
Wealth Management Services (including Retirement Plan Services) are typically billed as a percentage
of assets under management. In some cases, clients may be charged an annual flat fee, as negotiated
between MSTWA and the client. The specific fee arrangement will be disclosed in the Wealth
Management Agreement signed by the client at the inception of the engagement.

The annual fee for Wealth Management Services are as follows:

Total Assets Under Management         Annual Fee
Up to $1,000,000                      1.00%
$1,000,001 to $4,000,000              0.90%
$4,000,001 to $6,000,000              0.75%
Above $6,000,000                      Negotiable

This fee may be negotiable at the sole discretion of MSTWA, depending on the complexity of the
services provided and the amount of assets under management. This fee is billed quarterly, in
advance, based on the value of the portfolio as determined by the account custodian on the last
business day of the preceding quarter. In limited circumstances, the fee may be billed according to a
different methodology, as disclosed by the custodian of assets in the account opening agreement. For
the initial quarter that services are provided, fees are assessed pro-rata, based on the number of days
in the quarter the Wealth Management Agreement is in effect and the total dollar amount of the initial
deposit. Fees are typically debited from a client's brokerage account, with written authorization from
the client. The custodian will send to the Client a statement, at least quarterly, indicating all amounts
disbursed from the account, including the amount of fees paid directly to Valley Brook Capital Group. It
is the client's responsibility to review these statements carefully, to verify the accuracy of fees debited.
In some cases, MSTWA will allow clients to directly remit payment for advisory fees, upon presentation
of an invoice.

At MSTWA's discretion, we may combine the account values of family members living in the same
household to determine the applicable advisory fee. Combining account values may increase the asset
total, which may result in a client paying a reduced advisory fee based on the available breakpoints in
our fee schedule stated above.

Automated Asset Management Services - Intelligent Portfolio Services
Intelligent Portfolio Services are billed as a percentage of assets under management. The specific fee
arrangement will be disclosed in the Intelligent Portfolio Management Agreement signed by the client
at the inception of the engagement.

The annual fee for Intelligent Portfolio Services are as follows:

$5,000 and above           .50%

This fee is billed quarterly, in advance, based on the value of the portfolio as determined by the
account custodian on the last business day of the preceding quarter. For the initial quarter that
services are provided, fees are assessed pro-rata, based on the number of days in the quarter the
Intelligent Portfolio Management Agreement is in effect and the total dollar amount of the initial deposit.
Fees are typically debited from a client's brokerage account, with written authorization from the client.
The custodian will send to the Client a statement, at least quarterly, indicating all amounts disbursed
from the account, including the amount of fees paid directly to MSTWA.

Trustee Services
Clients must engage MSTWA for Wealth Management Services in order to engage our firm for Trustee
Services. Fees for Trustee Services, which are separate and in addition to fees for Wealth
Management Services, are charged quarterly in advance, as an annual percentage of assets under
management based on the value at the end of the preceding quarter. Fees may be negotiable at the
sole discretion of MSTWA but will typically adhere to the below fee schedule:
            • First $5,000,000 - 0.25%
            • Next $5,000,000 - 0.10%
            • Next $15,000,000 - 0.05%
            • Above $25,000,000 - 0.025%

Fees are typically debited from a client's custodial account, with written authorization from the client.
The client will receive a statement from the custodian, at least quarterly, indicating all amounts
disbursed from the account including the amount of fees paid directly to MSTWA. It is the client's
responsibility to review these statements carefully, to verify the accuracy of fees debited. In some
cases, MSTWA will allow clients to directly remit payment for advisory fees, upon presentation of an
invoice.

General Information Related to Fees and Compensation
While MSTWA has established the above referenced fee schedule for its advisory services, the firm
may negotiate fees under certain, limited circumstances, at its sole discretion for the Wealth
Management Services. Factors considered when determining whether a different fee will be negotiated
...

Item 7 Types of Clients
MSTWA provides investment advisory services to individuals, high-net worth individuals, corporations
or other businesses, pension and profit-sharing plans, trust, and estates and charitable organizations.
In general, MSTWA requires that Wealth Management and Intelligent Portfolio clients maintain a
minimum account balance of $5,000. This minimum may be waived at MSTWA's sole discretion. In
addition, MSTWA may charge a minimum fee of $1,000.00 annually, which may be waived or reduced
at the sole discretion of MSTWA.

MSTWA provides Trustee Services to clients for whom the firm also provides Wealth Management
Services. MSTWA will typically not provide Trustee Services as a standalone service offering.