MUNICIPAL BOND PORTFOLIOS

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1 Hepburn Capital Management, LLC 2069 Willow Creek Road Prescott, AZ MUNICIPAL BOND PORTFOLIOS HOW WE DO IT This strategy moves from high yield to high quality municipal bond mutual funds and ETFs to produce greater income than buy and hold, with lower risk as measured by fluctuation in principal values. HCM s Adaptive Market Strategies direct investments into parts of the municipal markets showing the greatest strength. If the price weakens, they are replaced with new investments that are going up or hedged until the market stabilizes. Repeat as needed. SUITABILITY If tax exempt income combined with capital preservation is a priority, this strategy may be for you. PERFORMANCE OBJECTIVE The Municipal Income Strategy seeks a high level of tax favored income consistent with capital preservation $500 per month. MINIMUM FEE MODEL PERFORMANCE Composite performance information is not kept since performance varies from account to account depending upon size of the account and other holdings in the account. Name CURRENT HOLDINGS As of 3/31/2011 Amount Short-Term Munis 97.0% Money Market 3.0% Inverse Hedge 0.0% PLEASE READ THESE IMPORTANT DETAILS Performance Information: * ADDITIONAL INFORMATION Municipal Income Strategy Description: /municipal-income.html Strategies that Adapt to Changing Markets HEPBURN CAPITAL MANAGEMENT, LLC PAGE 1 OF 5

2 OBJECTIVE The Municipal Income Strategy seeks a high level of tax-favored income consistent with capital preservation. PERFORMANCE OBJECTIVE The performance objective of The Municipal Income Strategy is to equal or surpass the total return of the client s existing bond portfolio by avoiding or hedging away bond market risk during periods of rising interest rates or increased default risk. Actual returns will vary depending upon the client s bond portfolio being managed. Results are best measured over complete interest rate cycles, generally 3-5 years. INCEPTION DATE: MAY 18, 2004 CONCEPT The Municipal Income Strategy is a way for investors to remain invested in municipal income investments, while attempting to substantially cushion principal values during declining markets. During prolonged bond market declines HCM managers shift all or a portion of the account into other income oriented investments, including treasury bonds or money market funds, which are striving to maintain income and preserve account values. Municipal bonds, mutual funds and Exchange Traded Funds (ETFs) that hold them all can be managed with The Municipal Income Strategy. A client s individual municipal bonds can be incorporated into this strategy. THE EDGE PROVIDED TO INVESTORS Investors can continue to reap the steady income municipal bond investments are known for, while no longer having to worry about principal erosion caused by rising interest rates. We feel that by Adapting to Changing Markets, The Municipal Income Strategy can provide our clients a significant advantage over ordinary buy and hold investing. SUITABILITY The Municipal Income Strategy is suitable for investors seeking capital preservation or the growth that compounding interest can provide. HEPBURN CAPITAL MANAGEMENT, LLC PAGE 2 OF 5

3 CUSTODIAN The custodian for this strategy is National Financial Services, LLC, member FINRA offering SIPC protection for all accounts. TAX CONSIDERATIONS Generation of income tax free municipal income is a primary goal, however in declining markets taxable income may be generated. Gains or losses from the hedging portion of this strategy are expected to qualify for shortterm tax treatment. FEES AND ACCOUNT MINIMUMS This service is offered on a fee-only basis. Hepburn Capital receives no commissions. The investment management fee for this strategy ranges from ½% to 1.5% annually depending upon account size. Minimum fee is $625 per quarter. OTHER CONSIDERATIONS Implementation of the Municipal Income System may involve the use of mutual funds. Owning shares of mutual funds involves risk, including the possible loss of the principal amount invested. Investment returns and principal will fluctuate so that your shares, when redeemed may be worth more or less than their purchase price. Please read our disclosure document, SEC form ADV, Part II before investing. The Municipal Income System invests in both long and short positions, and thus may lose or make money regardless of market direction. Leverage may be used which can increase potential profits and losses. Despite our efforts to capture and quantify the key financial and economic relationships relating to this objective, our knowledge about many of the important linkages is far from complete and in all likelihood will remain so. Every investment model, no matter how detailed or how well designed, conceptually and empirically, is a vastly simplified representation of the securities markets with all its intricacies and variables. Consequently, even with large advances in computational capabilities and greater comprehension of economic linkages, our knowledge base is barely able to keep pace with the ever-increasing complexity of our global markets. The Municipal Income System is an investment advisory service offered by Hepburn Capital Management, LLC, a Registered Investment Advisor. Adapting to Changing Markets is a registered service mark of William T. Hepburn. IMPORTANT INFORMATION ABOUT PERFORMANCE REPORTING This illustration is a hypothetical example of how the investment model for this strategy may work as designed. The data presented for this strategy is from investment models that the manager uses as a pattern to guide investment decisions in client accounts and may not represent an actual client account. Normally performance data is constructed from lists of model trades the gains and losses from which are added together with the sum of the values adjusted downward quarterly to reflect the impact of HCM s maximum portfolio management fee. Portfolio performance data during periods of HEPBURN CAPITAL MANAGEMENT, LLC PAGE 3 OF 5

4 complex trading activity may be gathered by recording values in a single representative account which includes deduction of maximum management fees. Activity in client accounts may be substantially different from that shown in the model in amount of each investment, specific timing of trades, the actual security used and contributions or withdrawals which may vary from account to account. The subjective nature of evaluating the effect of transaction costs and internal expenses of investments weighed against varying trade sizes among accounts and anticipated holding periods mean that large and small accounts will often hold different investments pursuing the same objective, which may at times create materially different performance results between large and small accounts following the same model. This data does not represent a dollar weighted, daily average of results of all accounts, and therefore should be considered hypothetical because it does not accurately reflect actual activity across all client accounts. Data shown in this performance snapshot represents hypothetical buys or sells that were generated from real-time signals for the model strategy in use at that time. HCM investment models change as they strive to adapt to changing markets, therefore the investments represented in this hypothetical model and the signals that generated the buy and sell signals are not necessarily the investments or signals that will be used in the future. Other investments and signals may be used that may produce different results. This hypothetical illustration may report monthly returns rather than daily returns, and therefore may materially understate volatility. A list of all hypothetical transactions for the past 12 months is available upon written request. Certain buy prices have been adjusted for distributions between the purchase and sale dates so they will have no meaningful effect on the percent changes or overall rates of return shown. Certain mutual funds may employ short term redemption fees which can be triggered by a sale of the fund within a certain period after purchase. The manager strives to avoid triggering these fees when possible, however clients newly employing a strategy may have a higher incidence of short term redemption fees than previous clients because the manager makes decisions to hedge or adjust positions similarly in all accounts in times of market decline without regard to when a client entered the strategy. Short term redemption fees, if incurred, are not reflected in this data. No claim is made that the strategy will perform in the future as it has in the past or as illustrated above. Also, there can be no assurances that the strategy will produce a profit in the future; it is possible that the strategy will produce losses. Client accounts are managed on a discretionary basis by William T. Hepburn, an Investment Adviser Representative with Hepburn Capital Management, LLC, a Registered Investment Adviser. Model performance information assumes reinvestment of all dividends and capital gains, if any. Model performance assumes investment at the beginning of the period indicated and reflects all changes among various types of investments due to signals generated by the strategy indicated. Performance related numbers, including the Net Average Annualized Portfolio Gain after fees, reflect the deduction from client accounts of the maximum quarterly management fee, transaction charges, if any, and all internal mutual fund fees and expenses. The hypothetical composite performance results do not reflect the impact of taxes. Please refer to Hepburn Capital s SEC Form ADV Part II or contact Will Hepburn for details of the current management fee structure. The information shown is hypothetical past performance and past performance is not indicative of future results. Therefore no current or prospective client should assume that the future performance of any specific investment, investment strategy or product made reference to directly or indirectly by a representative of HCM, on its web site or unaffiliated third party web site will be profitable or equal to performance levels shown. Investment return and principal value will vary so that when redeemed, an investor's account values may be worth more or less than when purchased. Different types of investments involve varying degrees of risk, and this degree of risk can change without warning depending upon market conditions. HCM uses its best efforts, but cannot be held responsible for extreme market volatility or market closures, which may materially and negatively affect the value of client accounts. There can be no assurance that any specific investment will either be profitable or remain suitable for a client s or prospective client s portfolio. No client or prospective client should assume that any information presented and/or made available by an HCM representative or on HEPBURN CAPITAL MANAGEMENT, LLC PAGE 4 OF 5

5 its web site serves as the receipt of or a suitable substitute for personalized individual advice from HCM or any other investment professional. Despite HCM s efforts to capture and quantify the key financial and economic relationships in the global financial markets, our knowledge about many of the important linkages is far from complete and in all likelihood will remain so. Every investment model, no matter how detailed or how well designed, conceptually and empirically, is a vastly simplified representation of the securities markets with all its intricacies and variables. *The S&P 500 Index is an unmanaged index considered representative of the entire stock market. The Vanguard Total Market Bond Index fund is a mutual fund considered representative of the US bond market. 6- Month CDS are considered safe haven investments. The volatility of these benchmarks and that of the model portfolio are materially different. The benchmark Index may not accurately reflect the performance of individual segments of various markets used in this strategy. At times this strategy will invest in securities that are not included in any of these indexes. Investors cannot invest directly in an index.. Many of the HCM strategies shown involve investing in mutual funds as well as other types of securities. Mutual fund shares are not insured by the FDIC or any other agency, are not guaranteed by any financial institution, are not obligations of any financial institution, and involve investment risk, including possible loss of principal. CONTACT US Contact us at 2069 Willow Creek Road, Prescott, AZ (928) or (800) Invest@HepburnCapital.com. For the most current information, please see our website at HEPBURN CAPITAL MANAGEMENT, LLC PAGE 5 OF 5