Zions Capital Advisors Inc

Item 5       Fees and Compensation

                    INSTITUTIONAL LIQUIDITY MANAGEMENT FEES

The annualized fee for Institutional Liquidity Management Services is charged as a
percentage of assets under management, according to the following schedule:

      Account Average Market Value                     Annual Fee
         Up to $10 Million                               0.150%
         Over $10 Million and up to $20 Million          0.125%
         Over $20 Million and up to $40 Million          0.100%
         Over $40 Million and up to $100 Million         0.080%
         Over $100 Million                               0.060%

This fee schedule applies on a tier-triggered flat rate basis. When the account’s monthly
average daily balance for the billing period exceeds a tier, the corresponding fee rate
applies to the entire account balance.

Fees are calculated monthly and charged to the account monthly in arrears, based on the
time-weighted average daily balance of the assets under management as of the last day of
the month. Fees will be debited from the account in accordance with the client authorization
in the client agreement.

Accounts are subject to a minimum annual fee of $7,500. Minimum fees are triggered when
the fee charged (calculated based on the average daily valuation of account assets) is
below $625 a month.

Fees for Institutional Liquidity Management Services are negotiable based on factors such
as client type, referring source, asset class, pre-existing relationships, portfolio complexity
and account size, requirements, or other special circumstances. Fees include custody of
assets by Zions Bancorporation, N.A. , account trading, statements and reporting, and other
services conducted within the account.

                                 GENERAL INFORMATION

Limited Negotiability of Advisory Fees: Although Zions Capital Advisors has established
the aforementioned fee schedules, we retain the discretion to negotiate alternative fees on a
client-by-client basis. Client facts, circumstances and needs are considered in determining
the fee schedule. These include the complexity of the client, assets to be placed under
management, anticipated future additional assets; related accounts; portfolio style, account
composition, reports, among other factors. The specific annual fee schedule is identified in
the contract between Zions Capital Advisors and each client.

Termination of the Advisory Relationship: A client agreement may be canceled at any

time, by either party, for any reason upon receipt of 30 days’ written notice. As disclosed
above, fees are generally charged in arrears for services provided. Upon termination of any
account, any unpaid, earned fees will be due and payable. In calculating a client’s fees, we
will pro rate the charge according to the number of days services were provided during the
billing period.

Grandfathering of Minimum Account Requirements: Pre-existing advisory clients are
subject to Zions Capital Advisors' minimum account requirements and advisory fees in effect
at the time the client either entered into, or negotiated fees for, the advisory relationship.
Therefore, our firm’s minimum account requirements will differ among clients.

Advisory Fees in General: Clients should note that similar advisory services may (or may
not) be available from other registered (or unregistered) investment advisers for similar or
lower fees.

Item 7      Types of Clients

Zions Capital Advisors, Inc. provides advisory services to the following types of clients:

   •   State, municipal, or governmental entities including obligated persons with municipal
       bond proceeds.