Wgshaheen & Associates Ltd

Item 5 Fees and Compensation

Portfolio Management Services
Our fee for portfolio management services is based on a percentage of your assets we manage and is
set forth in the following fee schedule:

Assets Under Management              Annual Fee
First $1,000,000                       1.00%
$1,000,000 to $2,000,000                 .75%
$2,000,000+                              .50%

For accounts with over $2,000,000 in assets under management fees are negotiable. We may provide
a fixed fee arrangement for these accounts.

Our annual portfolio management fee is billed and payable quarterly in advance based on the value of
your account on the last day of the previous month. For purposes of fee calculation, the asset value of
client accounts include cash and cash equivalents.

If the portfolio management services begin at any time other than the first day of a month, our fees will
apply beginning the first day of the next month. The quarterly billing cycle will then begin on the first
day of the following month and are paid in advance for the next three months.

At our discretion, we may combine the account values of family members living in the same household
to determine the applicable advisory fee. For example, we may combine account values for you and
your minor children, joint accounts with your spouse, and other types of related accounts. Combining
account values may increase the asset total, which may result in your paying a reduced advisory fee
based on the available breakpoints in our fee schedule stated above.

We will deduct our fee directly from your account through the qualified custodian holding your funds
and securities. We will deduct our advisory fee only when you have given our firm written authorization
permitting the fees to be paid directly from your account. Further, the qualified custodian will deliver an
account statement to you at least quarterly. These account statements will show all disbursements
from your account. You should review all statements for accuracy.

You may terminate the portfolio management services upon notice to our firm. You will incur a pro rata
charge for services rendered prior to the termination of the portfolio management agreement, which
means you will incur advisory fees only in proportion to the number of days in the quarter for which you
are a client. If you have pre-paid advisory fees that we have not yet earned, you will receive a prorated
refund of those fees.

Additional Fees and Expenses
As part of our investment advisory services to you, we may invest, or recommend that you invest, in
mutual funds and exchange traded funds. The fees that you pay to our firm for investment advisory
services are separate and distinct from the fees and expenses charged by mutual funds or exchange
traded funds (described in each fund's prospectus) to their shareholders. These fees will generally

include a management fee and other fund expenses. You will also incur transaction charges and/or
brokerage fees when purchasing or selling securities. These charges and fees are typically imposed by
the broker-dealer or custodian through whom your account transactions are executed. We do not share
in any portion of the brokerage fees/transaction charges imposed by the broker-dealer or custodian. To
fully understand the total cost you will incur, you should review all the fees charged by mutual funds,
exchange traded funds, our firm, and others. For information on our brokerage practices, please refer to
the Brokerage Practices section of this brochure.

We may trade client accounts on margin. Each client must sign a separate margin agreement before
margin is extended to that client account. We charge investment advisory fees on the net value of the
account. We do not charge advisory fees on the total value or margined value of the account. We
believe that not charging advisory fees on the margined balance of the client account mitigates or
removes any conflict of interest regarding the use of margin. The use of margin may also result in
interest charges in addition to all other fees and expenses associated with the security involved.

Item 7 Types of Clients
We offer investment advisory services to individuals, high net worth individuals, pension plans/profit
sharing plans, and foundations/charities.

In general, we require a minimum of $500,000 to open and maintain an advisory account. At our
discretion, we may waive this minimum account size. For example, we may waive the minimum if you
appear to have significant potential for increasing your assets under our management. We may also
combine account values for you and your minor children, joint accounts with your spouse, and other
types of related accounts to meet the stated minimum.