WP Advisors LLC

Item 5 Fees and Compensation
Investment Management Fees
The annual fee for Investment Management Services will be charged as a percentage of assets under
management according to the following schedule:

    Assets Under Management               Maximum Annual Fee (%)
On the First $500,000                            1.25%
On the next $500,000 to $5 million               1.00%
On $5 million to $10 million                     0.75%
Over $10 million                                 0.50%

WP requires a minimum account size of $1,000,000.

Clients will be billed in arrears at the end of each calendar quarter based upon the market value of the
assets in the client's account at the end of that quarter. Market value will be determined by the account
custodian. In the event that the account custodian cannot provide a market value for an asset, WP will
determine a fair market value for that asset.

Fees are payable within 30 days of the date of the invoice and may be deducted directly from the
account with client consent. Unless otherwise agreed to, clients will have fees deducted directly from
their accounts. If an account is terminated during a calendar quarter, fees will be adjusted pro rata
based upon the number of calendar days in the calendar quarter that the agreement was effective.
Details of the investment management fee charged are more fully described in the advisory agreement
and the schedule of fees entered into with each client.

Important Additional Information
Fees Negotiable
WP retains the right to modify fees, including minimum account sizes and minimum annual fees, in its
sole and absolute discretion, on a client-by-client basis based on the size, complexity and nature of the
advisory services provided.

Direct Debiting of Client Accounts
In order for WP's advisory fees to be directly debited from a client's account, the client must provide
written authorization permitting WP to bill the custodian. In addition, the account must be held by a
qualified custodian and the qualified custodian must agree to send to the client an account statement
on at least a quarterly basis. The account statement must indicate all amounts disbursed from the
account including the amount of advisory fees paid directly to WP. Clients are informed that it is their
responsibility to verify the accuracy of the fee calculation and that the account custodian will not
determine whether the fee is properly calculated.

Termination of Client Relationship
A client agreement may be canceled at any time, by either party, for any reason upon receipt of written
notice. Upon termination of any account, any earned, unpaid fees will be due and payable. Since
clients are billed in arrears, no refund of advisory fees will typically be due. If WP charges a client
incorrectly, WP will usually refund the money via a check or account credit.

Mutual Fund Fees
All fees paid to WP for investment advisory services are separate and distinct from the fees and
expenses charged by mutual funds to their shareholders. These fees and expenses are described in
each fund's prospectus. These fees will generally include a management fee, other fund expenses,

and a possible distribution fee. If the fund also imposes sales charges, a client may pay an initial or
deferred sales charge. A client could invest in a mutual fund directly, without the services of WP. In
that case, the client would not receive the services provided by WP which are designed, among other
things, to assist the client in determining which mutual fund or funds are most appropriate to each
client's financial condition and objectives. To the extent that client assets are invested in money
market funds or cash positions, the fees for monitoring those assets are in addition to the fees included
in the internal expenses of those funds paid to their own investment managers, which are fully
disclosed in each fund's prospectus. Accordingly, the client should review both the fees charged by
the funds and the fees charged by WP to fully understand the total amount of fees to be paid by the
client and to thereby evaluate the advisory services being provided.

Trading and Other Costs
All fees paid to WP for investment advisory services are separate and distinct from transaction fees
charged by broker dealers associated with the purchase and sale of equity securities and options. In
addition, fees do not include the services of any co-fiduciaries, accountants, broker dealers or
attorneys. Please see the section entitled "Brokerage Practices" of this disclosure brochure for
additional information on brokerage and other transaction costs.

Item 7 Types of Clients
WP provides investment advisory services to individuals (including high net worth individuals), trusts,
estates, charitable organizations, corporations and other types of business entities.

Engaging the Services of WP
All clients wishing to engage WP for investment advisory services must first complete the applicable
investment advisory agreement as well as any other document or questionnaire provided by WP. The
investment advisory agreement describes the services and responsibilities of WP to the client. It also
outlines WP's fee in detail. In addition, clients must complete certain broker-dealer/custodial
documentation. Upon completion of these documents, WP will be considered engaged by the client.
Clients are responsible for ensuring that WP is informed in a timely manner of changes in investment
objectives and risk tolerance.

Conditions For Managing Accounts
Investment Management Services
WP requires new clients have a minimum account size of $1,000,000 for Investment Management
Services, although WP retains the right to reduce or waive this minimum account size. Accounts of
less than $1,000,000 may be set up when the client and WP anticipate the client will add additional
funds to the accounts bringing the total to $1,000,000 within a reasonable time. Other exceptions will
apply to employees of WP and their relatives, or relatives of existing clients. Economic hardship
circumstances may also be taken into consideration.

In addition, WP reserves the right to refuse to accept proposed investment management
responsibilities or to resign from the management of any individual account.