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Home My WebLink AboutRESPONSE - RFP - 7262 SECURITIES SAFEKEEPING & CUSTODIAL SERVICESembank. September 23, 2011 City of Fort Collins James B. O'Neill II, CPPO, FNIGP Purchasing Division 215 North Mason Street, 2"d Floor Fort Collins, CO 80524 RE: Request for Proposal for Securities Safekeeping & Custodial Services, Proposal No. 7262 Dear Mr. O'Neil, On behalf of U.S. Bank Institutional Trust & Custody, I am pleased to once again submit a response to the City of Fort Collins' (the City) request for proposal for securities safekeeping and custodial services. Since we last bid on these services, the story at U.S. Bank has remained strong and now more than ever we are good choice to provide custody services to the City. The last four years have been an unprecedented time in financial markets. The challenges presented in these market conditions have exposed our strengths and many of our competitor's weaknesses. Below are some highlights about U.S. Bank that demonstrate we are a good long term choice for doing business with the City. U.S. Bank has: ■ Reported 60 consecutive profitable quarters and currently enjoys a `AA2' rating with Moodys ■ Increased our employee count by over 10,000 and have no plans for lay-offs ■ Continuously invested in a superior client experience and client facing services ■ Maintained a low expense ratio, kept costs under control and a Tier 1 capital ratio of 11 % Attached is our response to the RFP. In the RFP we clearly answer and confirm here that we understand the assignment and can meet or exceed the requested scope of services. In summary here are some highlights from our response to the City's RFP: ■ U.S. Bank Trust & Custody is fully staffed and the City would be serviced by a Denver based team ■ U.S. Bank has continued to invest in technology and services that impact our custody clients ■ Competitive custody fee of approximately $10,800 annually (based on volumes provided) ■ Proposed fees are guaranteed for 5 years ■ Conservative Securities Lending program proposed that has always been liquid and has held collateral in a completely transparent '40 Act fund for over three years. Estimated revenue to the City of $140,000 annually ■ Ability to eliminate custody fees by awarding U.S. Bank a minor asset manager assignment We are the fifth -largest bank in the nation, and the sixth largest custodian, that has been serving the Colorado market since the 1800's. We offer the products and services of a big bank with a focus on providing solutions to mid -market investment portfolios, like the City's. All of ® serving youTM 4, ■ Trade Communication U.S. Bank encourages the use of the DTCC ID system for all eligible trades. The system allows the Investment Managers to affirm their trades, which in turn generates a DTCC affirmation or matched affirmation confirmation for the agent bank to use as authority to settle the trades. No phone or written authorization is needed when this method is used. In the event the Investment Manager does not affirm trades through the ID system, U.S. Bank requires that an authorization letter be provided. 2. The City anticipates that it will establish a cash account with the Provider to fund purchase of securities or accept credit from sale or interest of securities. The City may also transfer funds on settlement day for all security deliveries. All deliveries will be made delivery versus payment (DVP). On the sale or maturity of a security, funds would normally be held in the cash account for reinvestment by the City. In the normal course of business, should there be delays or fails on the deliveries, funds may be left in the cash account for an unspecified period of time. This cash account would be maintained by the Provider and must have the capability to be automatically swept into an authorized investment vehicle (approved money market fund). Since City funds must be collateralized, insured or invested, the proposal must describe the general flow of funds anticipated and how those funds would be collateralized, insured or invested. Sharon Gelo-Nelson, your U.S. Bank Relationship Manager, will work with the City to address your cash flow needs. Sharon will be instrumental in planning and establishing guidelines for a smoothly - running cash management program. The U.S. Bank Trust System is designed to provide an automatic sweep of uninvested cash balances into a designated sweep vehicle at the end of every business day. U.S. Bank provides daily and automatic sweeps to a zero balance. Sweeps are processed after all pending trades have settled and scheduled dividends and interest have been paid. U.S. Bank will provide safekeeping and custody of collateral placed by the City. At the City's request, U.S. Bank will sign a tri-party safekeeping agreement with whomever the City assigns. The assets will be held in our custody. 3. There will be no investment activities transacted with the custodial branch of the institution except the provision of an overnight sweep capability, if desired by the City. Any repurchase ' agreement must be with a separate primary dealer as counterparty although custody of collateral can be safekept with the Provider. Provider should describe how such a relationship could be structured and/or state any difficulty with this provision. Please provide ■ a reference for a comparable relationship. We understand the City's position and we work with separate dealers everyday to settle trades on behalf of our custody clients. This is a well established process and we do not anticipate any difficulty safekeeping repos in compliance with this provision. IProposal for the City of Fort Collins, Colorado I Page 5 No Text w w n m m w m m m m w w 0 0 w w 0 a w 0 m ACCOUNTNAME ACCOUNT ARRA ASSET SUMMARY mbank Page. of ... Period from January 1, 2009 to December 31, 7009 Casn And Eanalents 454.013,12 454,013.72 0.90 JS liOvemmtlelti Issues 5.906.09057 5.789.81369 11.77 Corporate Issues 10.806.366.21 10.413.28996 2144 _ WTEG1Y6KfP. rore9n Issues 1.718.29090 1620.00099 341 Domasrc Common Sloths 20.37600111 18.743.13205 4042 eeves Furor $tockS 225,616.36 247.433.34 0,45 Mutual Funds EpMY 1U.709201.15 10,264.765 34 2125 Total s Acwed Income 211,D5853 211058.53 042 Estimated Annual Income 1,431,973.47 embank. 12/2009 7023-07 FEATURES • Market value and cost summary of assets by category ■ Summary of accrued income for the statement period ■ % of each category making up the total market value of account ■ Estimated annual income ■ Pie chart (optional category driven) M w= 0 w w w 0 IN w M M w w 0 a IN w N mum w w w w w w w w w o m w w w" WINI N (Mbank. ACCOUNT NAME Page x of xxx ACCOUNT XXXX Period from January 1, 2009 to December 31, 2009 ASSET DETAIL UNREALIZED GAIN (LOSS) YIELD SHARES/ MARKET FEDERAL SINCE INCEPTION, ENDING ON DESCRIPTION FACE AMOUNT PRICEUMIT TAX COST CURRENT PERIOD ACCRUAL MKT Cash And Equivalents Money Markets First Anger Prme Ob9g Fund CI 1 261.280.920 281.260 92 281,28092 00 -DO 0.00 31846V732 Ass21 Mawr Code l 1.OD00 .00 First Amer Pane Oblig Fund CI 1 68 447 570 68 447 57 68.447 57 00 00 000 31846V732 Asses Mvwr Code 1 i.ODDD 00 Oblig CI 1 79 531460 7953146 79.531 46 00 000 718 6�2 Ae Mrcwrund 1 00 RMI Anger Prone Oblig Fund CI I 14 664 620 140A fit 14.664 62 00 OD 000 31646V732 Asset Mawr Codel 1.00W 00 First Amer Prcne Oblig Fund C11 9,975.110 997511 9,975.11 00 00 000 31846V732 Asset klm Code 1 IAD00 00 mat F M Ainer Mme Chug w .00 MoneyTotal Markets .00 US Trees d Agency Short Term Obiigat F H L M C Disc NI 323f09 00 co 00 00 00 000 313397DK4 Asse+. P.I wr Code 23 1 9000 - 4,922 77 Total real & Agency Short lerm - 4,922.77 (bank. 12/2009 7023-07 FEATURES ■ Provides information on each asset is Asset description ■ CUSIP& Is S&P's and Moody's rating is Shares/face amount is Market value and cost per asset ■ Unrealized gain/loss since inception and for the current statement period Is Ending accrual per asset Is Yield on market per asset ■ Industry detail (optional) 9 (Mbank. Page x Of xxx ACCOUNT NAME ACCOUNT xxxx Period from January 1, 2009 W December 31, 2009 INCOME ACCRUAL DETAIL (continued) SHARES: FA- MODNi DESCRIPTION E% PAY ANN BEGINNING nATF GATE RATE ACCRLIAl INCOME FARNED INCOME ENDING Rrrrmrn ACCRUAL 365.000 000 U S Treasury Nt 2 625% N3W4 00 4,314 67 4.288.10 2617 912628KY5 25,000000 JS Treasury Nt 2625%7131114 GO 277.96 16AI 261.55 912628LC2 500.000000 U S Treasury Nt 3 625% &15r19 00 4.62382 - 2.02231 6.846.13 912628LJ7 115.000000 US Treasury Nt 1375%10115l12 .DO 273,68 -65.16 338-84 912828LR9 490.000 WO U S Treasury Nt 1 DOG% 8AI(I1 00 1.35359 - 311 33 166492 91282BLVO Iwal us bovernumun Issues Corporate Issues 65,000000 Afiac Inc 8-5w% 511919 00 3.376.39 2.67OA2 705.97 001055AC6 240.000 OW Aep Tx central 4.980%7/01113 5.976.00 11,052.DO 11,952.00 5,076.00 D0110AAB0 ODD AT&T Inc 6.300% 111938 726.25 12688 653.13 .00 D0206RAG7 ODD 0 4DEAM9 ngs 5900% 611U19 OO 1.7-771 1,75731 0C 'Ex Date = Execution Date embank �� 12,2009 7023 r r r r r n 0 r r 0 r r= w IN r FEATURES ■ Summarizes income earned and received for the statement period ■ Shares/face amount ■ Asset description ■ CUSIP® ■ Ex date for dividends/interest per asset • Pay date for dividends/ interest per asset ■ Annual rate for income ■ Beginning accrual as of the statement period ■ Income earned during the statement period ■ Income received during the statement period ■ Ending accrual as of the statement period 10 M M IN 0 M n M W M M a IN 0 M 0 n W a w M W [Mbank Page x of xxa ACCOUNT NAME Period from January 1, 2DO9 to December 31, 2009 ACCOUNTa4%a CASH TRANSACTION DETAIL DATE DESCRDTION CA9N Receipts Cash Receipts Mrsceuaneous Cash deposit 0410512009 Sec Lend Sate Of Mond rffa, GIOM D 313 325 DO 04/0512009 Set Lend Sate Of Monalnenta. G1o1x31 it 11790 04/2612009 Cusip 02580EUS I Maturity PrmC os 9a5 04/29/2009 4129 SnrhUr Actvty Kkr All, Kw Pat. OtOmo 11 633 D3 Total Miscellaneous Cash Deposit 78 Transfer From Another Account 0410512009 Pad From ACCount 95873 Per Lit Did 324110 0410512009 Pad From Account 7,08379 Per Lit DId 324110 0410712009 Pad From Account 2.17966 Per UI Did 324i 10 0410512009 Paid From Account 147660 Per UI Did 32411 D 04107/2009 Pad From Account 14289%25 Per Lit Did 324110 0410912009 Pad From Account 154896 Per Lit Dl0 32411 D 0411212009 Paid From Account 15 DO Per LA Did W4/10 0411312009 Paid From Accoum 6952 Per Lit Did 3124f tO embank 12/2009 7023-07 FEATURES ■ Receipts and disbursements reported and subtotaled by transaction code description ■ Transactions sorted in chronological order within transaction category ■ Included only in custody formats 11 u n w• w w w r w w o m= N N r m u m m• = = = = = 0 m = = = = = • 0 = = = = w m ®bank Page . w •.x ACCOUNT "ME Penal from January 1, 2009 to December 31, 2009 ACCOUNT XXXX INVESTMENT ACTIVITY DATE DESCRIPTRJN CASH Interest Ace Ina Holdings 5.900% N1519 00440EAM9 1112720D9 Receved Accrued Interest On $ale Of 1,757 71 Ace lna F�1plrgy 59OC% 6115119 Income, Credit 1,757 71 USD Aep Tx Central 4.980% 7,0113 00110AADO 01A122009 Aep Tr Central 4 9" 7101115 5,976 DO $0 02490/Pv On 240.000 00 PV Due 171.g9 07/012009 Aep Tx Cenral 4 9" 7/01113 5.976 CU $00249C7Pv Oil 2400000D PV Due 711109 Total AGO Fx Central Aflac Inc 8,5004-. 515'19 001056AC6 11/162009 Allac Inc 8 `_00% 5115M9 2,67042 0 041083 US041 Pv On 65.000 Par Value Due 1111510 Alllea wall Assum 7.500% 901A6 01959EAA6 02102l2DO9 A3aed World As 7 500% 8101116 2,612 50 0 0375 USOl61 PV On 75000 Par Value Due 211109 0&0372009 AJIIea Wald ASSUM 7500%W1116 2.912 !47 0 0375 USDISI PV On 75 DOD Par value cue 811109 lotal Allied wormsum ban 12l2009 7023-07 a AID r w w r• w 0 w FEATURES • Summarizes investment activity for the statement period ■ Interest received during the statement period by asset ■ Dividends received during the statement period by asset ■ Other earnings received during the statement period by asset ■ Transactions are sorted first by asset and then chronologically during the statement period 14 a 0 i M M M M i a 0 w r M M M= W M M IN (Mbank. Page x of xxx ACCOUNT NAME ACCOUNTNAM Period from January 1, 2009 to December 31, 2009 PLAN EXPENSES (continued) DATF DESCRIPTION CASH 111272009 Cdlected -547926 - Charged For Period 1MMOD9 ThN W 2009 1223'2009 Collected -3.96587 Charged For Period 1 V01.2009 ThN 111302009 12262C% Collected -1,19312 Charged For Period I VGI0009 Thru I Ii3C20D9 122920Q3 Co9edw -5.83347 Charged For Penal 1 V012009 ThN 1100,2000 Total Trust eea Tent Feee For Another Amount 01272009 Collected -15299 Charged For Acc xxx 12ICIM To 12.131A8 ACCOUNT )O(X 01272o0f1 Co9ected - 172.W Charged For ACC xxx 12C108 To 12131 IC8 ACCOUNT xxx 0212fi2009 COOK ad -131.53 Charged For ACV xxx 01101M To 01GV 9 - ACCOUNTXXX 022e2009 Colected .15578 Charged For AM X%% 01101109 To D1r31r09 ACCOUVT)!)(X 032e.2009 Collected - 14143 Charged For AM xxx 02MIM To M"9 ACCOUNT xxx o32612OD9 CoAected -112 5a - Charged For ACC: xxx 2VI09 To D212W9 ACCOUNT X%X embank 12/2009 7023-07 FEATURES • Summarizes expense activity for the statement period ■ Transactions are sorted by type and then chronologically for the statement period ■ Reports cash expense transactions for the following: — Insurance premiums — Professional fees — Contract admin fees — Investment advisory and management fees — Other admin fees — Interest expenses — Other expenses — Trust fees 15 r4. The City wants to be able to report all investments in its financial statements as Category #1 under GASB Statement III ("Deposits with Financial Institutions, Investments and Reverse r Repurchase Agreements") provisions which requires securities be insured or registered in the name of the governmental entity or held by the entity's agent in the governmental entity's name. Please describe how the Provider assures such classification. r We will help the City of Fort Collins comply with GASB Statement 111 by registering all of the securities in nominee name for the benefit of the City. U.S. Bank is a direct participant with all the exchanges and our systems are audited each year and reported in our SAS70 audit reports. Because rsecurities are held in nominee name, U.S. Bank custody reporting is in compliance with GASB 3 as well as GASB 40 (the revision to GASB 3). Proposal for the City of Fort Collins, Colorado I Page 6 embank. Page x of xxx ACCOUNT NAME Period from January 1, 2009 to December 31, 2009 ACCOUNT xxAx OTHER ACTIVITY DATE DESCRIPTION CASH Tiansfets In Transfer From Anottler Trust OW2009 Paid From Accoum 250.000,00 O6N1rzOW Pad From Accoun 250.000.00 08I 2009 Pad From Account 50.000 DO 12A18/2008 Pad From Account I'DWOD0.00 121082O Q Pad From Account 660.000,00 Toot rare er Hom Anotha Trust dtarTra—m e n 2,210,000.00 Miscellaneous Receipts Miscellaneous Cash Deposit O6gd200 Soo Cnrd Bn,r 157 Csc 831641 Eau Ann Ryan Dn 10,938 26 totalsc aneous Cash Deposit 10.938.25 Total sc areals Heosipts 10.938,26 Transfers Oul Transfer To Ano11W Trust O61OWD09 Pad To -250,DDO.00 embank. 12/2009 7023-01 ■ Summarizes other activity for the statement period ■ Transactions are sorted by type and then chronologically for the statement period ■ Reports cash transactions for the following other activities: — Insurance proceeds — Transfers in — Miscellaneous receipts — Transfers to checking accounts — Transfers out — Miscellaneous disbursements ,6 • W W a M W M r W W W W a 0 W= a W ■■ W a i / / i ! • / • / / • / / / / • i IN / i [Mbank Page x of xxz ACCOUNT NAME ACCOUNT XXXX Penod from January 1, 7009 to December 31, 2009 AMORTIZATION AND ACCRETION DATE DESCRIPTION CASH FEOERAL TAX COST Artte7 tk>rt US Govemmem Issues 0411612009 Arnortaed Pre um On 03 ' 69 F H L M C M766281 3278% K1128 Fed B"S Deceased By 1 69 USD To 12.875 62 USD 4;W0 Cunene year Amorazabon 31348SCS8 04/1512009 ArroNzed Pre um On 00 .943 F H L M C N846757 2 990% .`vt1125 Fed BASIS Deaeasea By 9 43 USD To 72510 62 USD 4n7aln Cunene Year Arnortzanon 3128HDQJ I 0412212009 Amortzed Premum Cn 00 U S Treasury Bd 5250% 2/IS'29 Fea Bases Dear a By 7 31 USD To 53.431 77 USD 422d 10 Current Year Amortization 9 128 1 UFGS 04123/2009 Amnrtzed Premium On 00 U S Treasury NI 4 625% 211Ed40 Fed Bags Deceased By 0 67 USD To 60.110. 16 USD 423! 10 Current Year ArnomLaton 91281 W E 1 0426/2009 Arnortrzed Premum On 00 . 4 0- F N M A 0555922 3 066% TOM Fed Bags De4easea By 4 D6 USD To 22,499 64 USD 425 10 Current N Year AmOzanon 31385XSK4 embank 1212009 7023-07 FEATURES ■ Amortization and accretion transactions are sorted first by asset and then chronologically during statement period 17 Cobank. Page x of xxx ACCOUNT NAME ACCOUNT xExx Period from January 1, 2009 to December 31, 2009 RECEIPTS AND DELIVERIES IN KIND (continued) REALIZED+ DATE ❑FIC{LPMN SNARE5UN FAPFA5IQUNT FEDERAL TAX COST MARKET UNREALVED VAIUE GAINI O55 12/:112OD9 EMM Intl lnc - 711 000 34624.28 - 29 812.23 4,812.D5 29 812 23 USD Ex"rged For Ensm Imemabonal Mc 12935aQ109) 2687401DO 12(2312009 EIScc Intl Inc - 79 OD0 - 5.810 53 - 3.31247 2.528 D6 3.31247 USD Ex WnOed For Ensco Inlematonal Pic (2935901091 268740100 12242004 EMW Ind Inc 345.DOD - 12A53.05 - 14,465.a', - 2012 80 14 550 38 USD E.chorged For Ensco Intenlabonai Pic (2935801091 268740100 IC DITIpI • - 72 Total ree Deliverift [bank. 12/2009 7023-07 FEATURES • Reports non -cash receipts and deliveries of assets • Reports shares, cost, market value and gain/loss ■ Subtotaled by asset category name 18 No No WWWWWOMMM man OMMOM a•= 0= w M w = = A w= r ■r IN 0 i= 0• ®bank. Page x of kxx ACCOUNT NAME ACCOUNT YXXX Period from January 1, 2009 to December 31, 2009 CORPORATE CHANGES AND ADJUSTMENTS (continued) REALIZED nATF hESCRIDTIQM SHARES OR FACF AIWQ11NT FEDERAL TAY 'OAT MARKET UNREALIZED VAI [IF CAINI ncc Stock Wdend&SIOCk Splits 05/06R009 Stock Dlvk1en0 5 % S-od Dividend On 8 y5 -U C:1 cc Valle) Nap Bancorp Due W2,09 8.95 Addl ial Snags Received This Is A 5% Stoo. ONclend 919794107 C61162m Stock Sq4 2 For 1 Srock Sdrt On 517.00 Ankrisouroeoengen Corp Due U15^39 517 Add::,cna Shares Received Thy IS A 2 Far I Stock Sp14 03073E105 12/1P22009 stock Sw. 3 For 2 Stock Stir On 162'C 1 Cap Due 12J1!J09 192. Addlomal Shares Received Th s Is A 3 For 2 Stock Split 640491106 01al STMIKrvI n sStock pi l 10131 _Oro ale (AIWID&S Ann AIIJUSInle"IS embank. 1212009 7023-07 FEATURES Is Provides all corporate change and adjustment detail during the statement period Is Reports shares, cost, market value, and gain/loss Is Transactions are sorted first by corporate action or adjustment type and then chronologically during the statement period 19 [Mbank. Page x of xxx ACCOUNTNAME ACCOUNT XXXX Period from January 1, 2009 to December 31, 2009 PURCHASES (continued) SHARES: FEDERAL DATF D It PIDTIalN FAC AMnLINT CnMM15510N CASH TA%COST 12,312009 Purchased 19410 Jnns Of 19,410 OC3 A -19,41000 19.41000 First Amer Prime Ob4g Fund C1 I Trade Date 12131U 31846V732 1213112009 Purchased 169.68 Jnns CA 169 c5C JO - 169 68 1 &J 68 First Armor Prima Obsg Fund CI I Trade Date 12131*9 31846v732 12r312009 Purchased 11 45 L nm Of 11 450 00 - 11 45 1145 Furst Amer Prime Ohag Fua CI I Trade Date 12J31109 31846\'732 O a Int Arner Prim OtHIG Fund olie LdahW aens US Gov Rn nent bales 03f312009 Purchased 500.000 Par Value Of 500.000 000 CO - 500,990 00 10M 990 00 FNMA M T N 3.DD0% 428+10 Trade Dale 35IM9 Purchased Thr ugh Fin Fffmcral Secwn 53003�DFD05LPP"r VXW AT 100 198 % C 4282009 Purchased 126,956.95 Par Va" Of 126.956 950 00 - 134,036 17 134 03A 77 S B A Gm Dev Prin 5A08%21ID16 Tr308 Date 4128M Ftrcnased Tlvwdgnh 30 Mor�mn Sec In[ -Food Inc 126,956 95 Par Ya4e At 10 578125 % 031641EA9 embank. 12/2009 7023-07 FEATURES • Provides all asset purchase detail during the statement period ■ Date ■ Asset description ■ Shares/face amount ■ Commission paid • Total cash amount of purchase ■ Cost of purchase ■ Transactions are sorted first by asset and then chronologically during the statement period 20 no no w w w w w o n o n r w n own 0 0 0 0 IN M M n M W a a W M W 0 W IN IN M s 0 M FEATURES [Mbank • Summarizes sales and ACCOUNT NAME Page Of xxx maturities occurring ACCOUNT AAAA Period tram January 1, 2009 to December 31. 2009 during the period per SALES AND MATURITIES (continued) asset DATF nu,, P.PTIF SIIARCS. 1A1 f MLI rNI TRANSAI. I ION I (IMMINSION f+Rlr' I I DS FEDERAL All ILID T t 0 1TIIt Ss ■ Date 072212W9 Sold 1,262 Shares Of - , ;c: C:d 2', 21 ,> i.0` • , - GndCorp Trade /Z2 DaSold olueg7+08 n Merrill Lynch Pad 2524 USD Brokeage Plerte,Femerb Asset description PaM 0.76 USD Sec Fee 1 262 Shares At 23,4798 USD 172908105 ■ Shares/face amount 121W/2009 Sold 564 Snares Oft64pr T'd° Dae1b4/D9 ■ Commission Soled T1�rgpry J. P Morgan Secunees. Inc Paid 16 92 USD Brokerage Pad 0 43 USD Sec Fee %4 SharesAt?9.1fNx.6674USD ■ Total 17210S 9NI proceeds/cash received on the sale Cost on sale 03111/2009 Sold 1.461 Shares Of -1.461 C00 2922 2195316-S2.950 .16. d97 ;:, Cisco Sys Inc Trade Date 3711*9 Sold TMpgh Morgan Stanley & Cp , Incorper Paid 29 0122USD Brokerage Paid Realized gain and loss Shares Al 15.0462 USD 1727'42f02 05272009 Of -1.722 000 34 M 31 39 T-- T_ ;`:J -- - 14 �,;.. �. ■ Transactions are sorted S17221nShares Trade Date 527109 by asset and then Sold TMW M G C" Marken Inc P 81USD age chronologically for the 1725R1At 18.25@T USD 172 2 Shares statement period-, with subtotals by asset embank. 12/2009 7023-07 21 ®bank Page a ul u. ACCOUNT NAME ACCOUNT "XX Period from January 1, 2009 to December 31, 2009 PENDING TRADES TRADE SETTLE DATE DATE DESCRIPTION SNARES/ FEDERAL PAR VALUE TAACOST CASH Purchases 12J28/2009 01/05/2010 Purchased 105.000 Par Value Of 105.000 000 104 659 90 121 Tyco Intl Fhanc 3.37E%ID15/15 Trade Dale 428.10 PurJresed Thr0U9r1 CiOp- Global Markets Inc 105.000 Par Value At 99.67E % 9021100N7 embank 1212009 7023-07 FEATURES ■ Available for trade -date statements ■ Reports purchases or Sales that were traded within the current statement period and have a settle date within a future statement period ■ Trade date • Settle date ■ Asset description ■ Shares ■ Cost ■ Cash ■ Transactions are sorted by asset and then chronologically for the statement period; with subtotals by asset 22 0 0 M M M r M 0 0 a 0 s M W M IN 0 M W r 0 EMbank Page x of xxx ACCOUNT NAME ACCOUNT xx1U( Period /ram January 1, 2009 to December 31, 2009 BROKER COMMISSIONS (continued) SROKERIPARTY SHARES' PURCHASE COST' BROKER OTHER TOTAL COST' UNITS DATE DESCRIPTION SALE PROCEEDS COMMISSION xPENSE NET PROCEEDS 239.02 04121/2009 Sold 1 `:424 49 478 27 15.419.44 PrUdental Fnancml Inc 744320102 1.678 00( 0412112009 Sold 53, 147 46 3356 90 53,113 00 Roman Companies Inc 7793B2100 I A49 00( "21/2009 Sad 18.814 11 2898 32 18.784 81 s•1 Loorpp 78412P106 2.862000 04/21/2009 Sold 48, 10692 5764 82 48,04846 Teca Energy Inc 872375ID0 7385000 04/2112009 SOW 45.874.88 147.70 78 45.726,40 Tenet Healthcare Carp A80330100 3.335 00( 0412112009 Sold 58.07936 6670 99 59,011 67 Western Urxon Co 9598021D9 Total Margm Stanley & Co.. Inoorpor 1.11173.71645 1.094.7411 13.07 r Trades'Cornmssion Per Srore 36 02 embank. 12/2009 7023-07 FEATURES ■ Provides a summary by broker — number of trades and commission per share ■ Provides a list of all purchases and sales during the statement period by broker • Shares/face amount ■ Date ■ Asset description ■ Purchase cost or sale proceeds ■ Broker commission ■ Other expense ■ Total cost/net proceeds ■ Optional schedule 23 [rbank Page i of axx ACCOUNT NAME Period from January 1, 2009 LO December 31, 2009 ACCOUNT xxxx BROKER COMMISSION SUMMARY BROKERmARTY a Of COMMISSION PURCHASE COSTI TRADES PER SHARE SALE PROCEEDS BROKER COMMISSION OTHER TOTAL COST E%PENSE NET PROCEEDS Tolal Bug LLC 1 01 1747 40 150 00 174N r9 row l.,wo ? 01 I55 I IC, 1,-, 90 05 00 IPS Ib � HI roll Sanford C bernslem & Co LI I 0_ 21495 31 100 00 2 N5G 31 Uf3nd Total embank. 12/2009 7023-07 FEATURES ■ Summarizes total commission paid per broker ■ Purchase cosUsale proceeds ■ Broker commission ■ Other expense ■ Total cost/net proceeds ■ Optional schedule 241 0= N 0 a= 0 w a 0 r 0 0 w 0 0 a. w a 0 w own m o n w o n w o m mown mown ACCOUNTNAME ACCOUNT IDUTA BOND SUMMARY (obank Period from January 1, 2009 to December 31, 2009 PERCENTAGE or MATURITY SUMMARY 12009 325.000 00 00 000 2DD9 00 00 000 pia 80.00000 84,54240 045 1,599,46692 1602002.80 970 2012 989.793.74 1.015415 84 551 2013 1490.000.00 1'45496.65 6.39 2014 1937,58742 2OD912411 1091 2015 585.995.80 60757320 3.30 20016 1,489,563.38 1.564.305.94 849 2 1095,ODO.DC 1,15544145 627 201E 1235,000 00 1 336 325 50 726 2019 - 20'3 2275.13624 2,39230D 70 1297 2024 - 2058 1.045.444.28 1,265 76117 6.86 2029 - 2033 609.190.74 603.550 89 327 2034 - 203E 1 202252 29 1 246 016 68 676 OVER 2038 2 CW X-D X 2 CO2 898.35 10 86 0 MOODY'S RATING AAA 7C18198 fit 72076562U 3953 AA1 177495.64 167,23032 091 AA2 72000000 143.03970 403 AA3 295.000 00 312 277 35 169 A IWWI]00 1,124797.65 610 A2 1060,00000 1.Q5331.90 611 A3 1 327,378 58 1.384 W2.93 7 51 BAAI 1.`_J30.000.00 1667362.75 9.05 6AA2 1675,00000 1763041. 15 9S7 8AA3 435 000 00 444.056 70 241 BAI 150.000.DO ISD%000 082 81 1100DO.OU 90,43980 049 f n 24.084 29 25.691 51 014 2057,278.% 21" 51912 1164 •hR 325000 00 DC 0 00 embank. 12/2009 7023-0� FEATURES • Summarizes total bond positions by maturity and bond rating ■ Short term maturity totals by days ■ Maturity totals by years ■ Par value ■ Market value ■ Percentage of bond positions maturing in specified days/years ■ Bond positions sorted by Moody's ratings or S&P ratings ■ Optional schedule B. Mandatory Requirements 1. Non -Discrimination of Provider and Sub -Contractors The City is committed to equal opportunity and affirmative action. It is the policy of the City that the maximum practical opportunity to participate in government contracts be provided to minority and women enterprises. The Provider shall at all times in the bidding and contracting period comply with all applicable city, county, state and federal anti- discrimination laws, rules, regulations and requirements. Any violations of this provision shall be considered a violation of a material provisions of the contract and shall be grounds for cancellation, termination, or suspension in whole or part of the agreement with the City. Please respond by describing how the Provider provides for such opportunities and describe the minority representation in your organization. U.S. Bank has an Equal Employment Opportunity and Affirmative Action Policy. We maintain an audit and reporting system to determine overall compliance with EEO/AA mandates. The practice of Affirmative Action reinforces our commitment to equal opportunity. U.S. Bank maintains written Affirmative Action Programs, which describe our efforts to employ and advance in employment minorities, women, individuals with disabilities and covered veterans. It is U.S. Bank's policy to prohibit both discrimination against and harassment of any employee or applicant, and to ensure that all personnel practices are administered on individual merit and capability without regard to race, religion, color, age, gender, national origin or ancestry, sexual orientation, gender identity or expression, genetic information, marital status, disability, veteran status, or other factors identified and protected by federal, state and local legislation. These practices include, but are not limited to, hiring, promotion, selection or placement, demotion or transfer, ■ recruitment or related advertising, layoff or termination, performance management, compensation, benefits, education, social/recreational programs and selection for training. ' Our total company workforce reflects approximately 63.5% females and 24.1% minorities. Our affirmative action goals and/or action -oriented programs are consistently met or exceeded each year. During the past year, our minority workforce has increased from 23.9% to 224.1 %. We provide the City, as Appendix 1, with the U.S. Bank Equal Employment Opportunity & Affirmative Action Policy Statement to demonstrate the company's position. 2. Bank Providers a. In accordance with the provisions of Colorado State law, Colorado Banking Institutions must be designated as a public depository by the State of Colorado. Please state the Provider's status. U.S. Bank is designated as a public depository in the State of Colorado and is federally chartered to do business in all 50 states. Proposal for the City of Fort Collins, Colorado I Page 7 [Mbank Page x of xxx ACCOUNTNAME ACCOUNT A(aa Period Iran January 1, 2009 to December 31. 2009 BOND QUALITY SCHEDULE MOODYS RATING YIELD TO A r I NAMP SHARES; PAN Val UE PRICL MARKIFT FEDERAL TA -%COST UNREALIZm CALL) . U oSS MATURITY AAA Bonds US Treasury N1 0875%228111 140.000.000 1D42420 140,338W 140,3W.07 34.73 =F1 912828KE9 Standard 8 Poors Rating AAA U S Treasury NT 0875%4i3N11 5W.000000 t001330 90119700 899,145.67 2051.33 077 9128281a3 Standard 8 Foors Rating AAA U S Treasury N7 1 000% 8131111 490.000.000 1000510 490.249 90 490.196 46 5344 097 912828LVO Standard 8 Poors Rating AAA Sa0w Bros Mong 6 C00% 12/25711 74,740 98 63`_-0 7372 74 70 - .98 675 795485AA9 Standard 8 Poors Rating WA Wald Omar Auto 528D% V17112 74,145460 1016660 75,38074 7414507 1.235,67 442 981%DAD9 StxWarO b Poors Rating AAA Usaa Atro Oiwr Tr 5310%b'19'12 37 T23980 1011490 38.15743 38,11643 -1900 419 903277AD3 Standard 8 Pori Rating AAA Gen EIeCCw CCrg 220D%&W12 120000.000 1014020 121.68240 119,94343 1738-97 1c' 3696'7HMO Standard 8 Poors Rating AAA [bank. 12/2009 7023-07 FEATURES ■ Identifies each bond holding by rating • Moody's rating or S&P rating ■ Asset name and description • Shares/par value ■ Price ■ Market value • Cost • Unrealized gain/loss ■ Yield to call or maturity ■ Optional schedule 26 a 0 0= M= 0 • r 0 0 0 w 0 0 0 0 / = 0 0 w w w M w w w w a w w w w w w w w w w w w [Vbank Page x of xxx ACCOUNT NAME ACCOUNT XXXX Period from January 1, 200910 December 31, Z009 FORM 5500 • ASSETS AND LIABILITIES JIM ASSETS (A) TOTAL NONINTEREST-BEARING CASH 00 11404 (0) RECEIVABLES (LESS DOUBTFUL ACCOUNTS) (I EMPLOYERS 00 00 (2) PARTICIPANTS 00 W 3 OTHER 257 266 51 21 / 058.53 (C) GENERAL INVESTMENTS: (1) INTEREST BEARING CASH 356.08743 453.89968 l2 U S GOVERNMENT SECURITIES 5.642,921 2A 5.906 ,090.57 (3 CORPORATE DEBT INSTRUMENTS. (a) PREFERRED Do 00 (b) ALL OTHER 12,19B,448 3B 12 524 557.11 14) CORPORATE STOCKS (a) PREFERRED 00 00 b COMMON 16.816.301 DO 20,W 1.6 17 47 (5) PARTNERSHIPi"NT VENTURE INTERESTS 00 00 (6) REAL ESTATE 00 00 (7) LOANS (OTHER THAN TO PARTICIPANTS) 00 00 PARTICIPANT LOANS 00 00 1B) 9 VALUE OF INT - COMMICOLL TRUST 00 00 1 ) VALUE OF INT -POOLED SEP ACCTS 00 00 (11 VALUE OF INT - MASTER TRUSTS 00 00 I72� VALUE OF INT - 103-12 ENTTTI€S 00 00 VALUE OF INT -REGIS INVES CO 9.04247731 10.709201 I` �13 /4 VALUE OF UNAL LOCATED INS CONTRACTS 00 00 115 OTHER 00 00 (D) EMPLOYER -RELATED INVESTMENTS: I1)) EMPLOYER SECURITIES 00 DO l2) EMPLOYER REAL PROPERTY 00 00 (E) BUILDINGS AND OTHER PROPERTY 0o 00 LIABILITIES (G) BENEFIT CLAIMS PAYABLE on nh (H) OPERATING PAYABLES r,h rill embank. 12I2009 7023-07 ■ Reports beginning and ending period market value per asset class for assets and per transaction for liabilities 27 Ulbank Page x of xxx ACCO UNTNAME ACCOUNT 3AIA Period from Janwry I, 2009 to December 31, 2009 FORM 5500 • INCOME AND EXPENSES AMOUNT TOTAL INCOME (A) CONTRIBUTIONS: (1) RECEIVED OR RECEIVABLE FROM: tal EMPLOYERS 00 (b) PARTICIPANTS 00 (c OTHERSIINCLUDING ROLLOVERS) �ONCASH 00 (2) CONTRIBUTIONS DO (B) EARNINGS ON INVESTMENTS: (1) INTEREST: of INTEREST -BEARING CASH 3,49D 41 D US. GOVERNMENT SECURITIES 206,935.48 c� CORPORATE DEBT INSTRUMENTS 764.606.56 d) LOANS (OTHER THAN TO PARTICIPANTS) 00 tte) PARTICIPANT LOANS OD (f) OTHER OO btESI (4)DMDEF 0033 (PERRED STOCK (b) COMMON STOCK 445,680 40,500.33 (`3 RENTS .00 (4� NET GAIN ILOSSI ON SALE OF ASSETS: (a) AGGREGATE ROCS€DS 35, 187.223 91 (b) AGGREGATE CARRYING AMOUNT - 33.582.611 68 C IS) UNREAAUZEDAPPRE (DEPRE) OF ASSETS a) REAL ESTATE 00 (D) OTHER 3,473,53917 C (S NET INV. GIL • COMINCOLL TRUSTS .00 NET INV OIL -POOLED SEP ACCTS 00 S NET INV. OIL • MASTER TRUSTS 171 .00 S NET INV. OIL • 103-121NV. ENTRIES 2.621.616.14 .00 110) NET INV. GIL - REG. INVEST. CO. embank. 1212009 70234 P P A T II R F S m 0 0 m m 0 a 0 m= 0 0 0 0 m 0 m u m m woman r w m ■I, it m m ■n ro man ®bank Page • O( xx� ACCOUNT NAME ACCOUNT azax Period from Janwry 1, 2009 to December 31, 2009 5500 ASSETS ACQUIRED AND DISPOSED OF WITHIN YEAR DESCRIPTION SHAR" FACE AMOLMT COST OF ACOUICITIONg PROLE EI75 OF OI<POSITIONS corwate Issws Ace lna Holdrigs 5.90D%6415119 65,000.000 64,630.DO 71,90426 00440EAN19 8XVt OfAmerica 024438%2J15+12 55,000 ODO M.90000 55,ODO DO 05522RAH1 Bank One IasUAT[e It 3 940% 41IraI.' 50.000.000 50.373.05 50,000.00 06423RBR6 BDBI Co ation 6850%4/30119 Q 531E 9 7000 0.000 69885.90 78,93900 Cormop•lips 6500%21111139 ID5.ODO ODD 10348800 117,57565 20825CA07 Des IM 5625%4'15114 459DOODD 44.%220 48.85425 24702RAG6 DLsmver Cara Mader0455% 111712 90.000.ODD 69,11758 90.00000 2546OW I Te9a P113rm Flwnce 6 150% 2J01rM 50,000 ODD 46.142:4 50.667 00 88163VADI T*Ul CO ra v Isaiiiiiis 0 0. _ Bttpp Falance VSA 6.500%4.,01!19 40.000000 3987160 43,636W 055451AHI Corp 5 375% 5i 15' 19 70,000 000 0352 50 72424 80 65�t902ABr I Total sass _110.000.NO_ i mf_pn S3oolts Nabors lr"Iries Lta 699 DDO 11.33449 15.591 97 G635OF103 embank 12/2009 7023-07 FEATURES • Annual schedule used in filing IRS schedule H (Form 5500) • Shows assets that had no beginning or ending position but were traded during the statement period ■ Sorted by security type ■ Reports net trade amounts -shares, cost, proceeds 29 (Tbank Page X of u ACCOUNT NAME Period from January 1, 2009 to December 31, 2009 ACCOUNT XXXX FORM 5500 • REPORTABLE TRANSACTION SCHEDULE BOUGHTI SHARES! UNIT EXPENSE PRINCIPAL TRANSACTION REALIZED DATE SOLD PAR VALUE PRICE INCURRED CASH COST GAIWL055 BEGINNING MARKET VALUE 44,313,601.87 COMPARATIVE VALUE IS%) 2.215.675,05 CATEGORY 1 -SINGLE TRANSACTION EXCEEDS S%OF VALUE 'NO TRANSACTIONS QUALIFIED FOR THIS SECTION' CATEGORY 2 -SERIES OF TRANSACTIONS WITH SAME BROKER EXCEEDS 5% OF VALUE Broker Barclays Capdal Inc Fixed In ISSUe 91281OPW2 - U S Treastn Bd 4 375% 211&-38 01'27/N1119 0 15 000 000 119S3 17991 17991 Issue 912828JO4 - U S Treasury NI 2 750% 10,1013 011272009 B 60.000 000 1.0647 . 84 378 84,378 Issue 91281OPW2 - U S Treasury Bd 4 375% 215M 01292009 S - 75 000 000 1 1270 84,527 93,398 - 6,91 I Issue. 20825CA07 - C;onocoPM6ip5 6 500% zoom OU2912009 8 105.000000 9856 .103.488 103488 Issue 5 128 IOVV 2 - U S Tmasury Ed 4 375% Z 1538 02M20009 B 55.000 000 1 1454 - 62 994 62 994 Issue. 912810PXO - U S Ti.mOy BU 4 500% U 15138 03116'2009 B 55 ODD 000 11471 - 63 D91 63091 Issue 717061CY7 - Pfizer Inc: 7 20D% 3115t39 0311712OD9 B 40 ODD 000 99'i4 . 39 977 39.971 [bank. 12/2009 7023-07 FEATURES ■ Annual schedule used in filing IRS schedule H (Form 5500) • Reports 5% of beginning market value IS Category 1 - Single transactions exceeds 5% of value ■ Category 2 - Series of transactions with same broker exceeds 5%of value ■ Category 3 - Series of transactions in same security exceeds 5% of value ■ Category 4 - Single transactions with one broker exceeds 5% of value 30 mown ON own w o n o w w o m m w w o C�it = 1 CHAK.lf;F IN I fNIPFAI 1717h (7AW !I r)Ccc 1 Also known as Gain in Period in the Asset Detail section. This figure shows the market appreciation (depreciation) for the current period. UNREALIZED GAIN (LOSS) The difference between the market value and cost value at the end of the current period. COST BASIS The original price of an asset, normally the purchase price or appraisedvalue at the time of acquisition. There are two cost methods for reporting transactions: book value method (average) and tax cost/fed tax methods such as LIFO, FIFO, Minimum Gain, and Maximum Gain. 0712010 7023-07 (,AInIII n c'rAI r`In ATION The proceeds less the cost value of a transaction. "II`LD ON AnARKET The annual rate of return on an investment expressed as a percentage. For stocks, yield is calculated as the annual dividend payments divided by the stock's current share price. For bonds, yield is calculated by the coupon rate divided by the bond's market price. SRP'" Standard Ready Download Employee Benefit Reporting (EBR). usbank U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Account k CUSIP N and Name Ticker Asset Description and SF.DOI. PORTFOLIO: SAMPLETESI'ACCOUNT CASH EQUIVALENTS SHORT TERM FDS-NONTAXABLE(ACM) 90055629 CUSTODIAN T/E MONEY MKT FUND TECMMF SHORT TERM FUS-TAXABLE (ACM) 999444995 TEST OF FIRSTAR DEMAND NOTES FUNDTEST2 Issue Date Moody Annual Maturity Date S E Income/Unit Price Page: 1 of 25 Print Date: 08/09/2006 at 12:34:51 'pm SeHle Dated As Of: 07/31/2006 %Total Unrealized Units Fed Cost Market Vnlue Market Gain / Lose .109280 100.000000 55,543.3200 55,543.32 55,543.32 .00 Total For Assel Type: SHORT TERM FDS-NONTAXABLE(ACM) $55,543.32 $55,543.32 .17 % $0.00 .000000 100.000000 100.0000 100.00 100.00 .00 Total For Asset Type: SHORT TERM FDS-TAXABLE(ACM) $100.00 $100.00 .00% $0.00 CORPORATE OBLIGATIONS CORPORATE BONDS AND NOTES 120075AA4 BUHRMANN US SER 144 12.250% 1 I/01/09 BUS 1209 239753DFO DAYTON HUDSON CORP 5.895% 6/15/37 805844AA5 SBARRO INC 11.000% 9/15/09 S111109 90338RAA2 US UNWIRED INC 13,375%11/01/09 CORPORATE CONVERTIBLE BONDS 255519AA8 DIXIE GROUP INC 7.00090 5/15/12 DG17012 DOMESTIC COMMON STOCKS COMMON STOCK 035229103 ANHEUSER BUSCH COS INC BUD 33763V 109 FIRSTAR CORP REF 902973304 40636X 105 HALLWOOD ENERGY CORP DEL HECO 46588H105 I VILLAGE INC IVIL 538021106 L17-1'ON INDS INC LIT 63934EI08 NAVISTAR INTL CORP NAV 10129/1999 B2 .122500 105.451000 2,000,0000 60,000.00 2,109.02 -57,890.98 11/01/2009 B 06/15/1997 A3 .058950 281.932000 100.0000 1,000.00 281.93 -718.07 06/152037 A- 09/28/1999 BA3 .110000 117.384000 1,050.0000 25,056.00 1,232.53 -23,823.47 09/15/2009 BB- 10/29/1999 CAA] .133750 104.223000 200.0000 1,120.00 208.45 -911.55 11/01/2009 CCC+ Total For Asset Type: CORPORATE BONDS AND NOTES $87,176.00 $3,831.93 .01 % -$83,344.07 05/27/1987 B3 .070000 93.250000 L000.0000 850.00 932.50 82.50 05/15/2012 B- Total For Asset Type: CORPORATE CONVERTIBLE BONDS S850.00 $932.50 .00% $82.50 1,180000 48.150000 900.0000 12,500.00 43,335.00 30,835.00 A+ 1.320000 32.000000 100.0000 1,700.00 3,200.00 1,500.00 N/R .000000 12.480000 100.0000 1,000.00 1,248.00 248.00 N/R .000000 8.500000 100.0000 1,000.00 850.00 -150.00 N/R .000000 80.030000 100.0000 1,000.00 8,003.00 7,003.00 B .000000 22.360000 2,000.0000 50,000.00 44,720.00 -5,280.00 C U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Name "Picker Asset Description and SEDOL 740189105 PRECISION CASTPARTS CORP PCP 820286102 SHAW INDS INC MERGED 90052737 XX CORP COM STOCK 90055872 TEST FOR CAPS NC ISSUE DOMESTIC PREFERRED STOCKS PREFERRED STOCKS 151327400 CENTAUR FDG CORP PFD SER C 144A 40636X204 HALLWOOD ENERGY CORP DEL FOREIGN STOCKS FOREIGN COMMON STOCK 656567401 NORTEL INVERSORA A D R NTL 752805101 RANGER OIL LTD RGO 902124106 TYCO INTL LTD TYC 93114 W 206 WAL MART DE MEXICO ADR B SHS MISCELLANEOUS ASSETS NON -REAL ESTATE PARTNERSHP/LLC 70099202 PARKER & PARSLEY L'I'D VISHP 83-B WORTHLESS SECURITIES 501126106 KRUPP INSD PLUS III LP MUNICIPAL OBLIGATIONS MUNI BDS-FIXED NONTAXABLE Page: 2 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Dale Moody Annual % Total Unrealized Maturity Dale S&P Income/Unit Price 1111JA Fed Cast Markel Value Market Gain / Loss .120000 59.650000 200,0000 1,000.00 11,930.00 10,930.00 B .200000 19.000000 3,000.0000 40,850.00 57,000.00 16,150.00 B .000000 .000000 75.0000 3,250.00 .00 -3,250.00 .000000 9.940000 1,000.0000 10,000.00 9,940.00 -60.00 'Dotal For Assel Type: COMMON STOCK $122,300.00 5180,226.00 .56 % $57,926.00 .000000 385.000000 1.0000 1.00 385.00 384.00 BBB 1.000000 10.820000 100 0000 1,000.00 1,082.00 82.00 N/A Total For Asset Type: PREFERRED STOCKS $1,001.00 $1,467.00 .00 % $466.00 000000 8.550000 1.0000 1.00 8.55 7.55 N/A .000000 5.375000 590.0000 3,500.00 3,171.25 -328.75 B- .400000 26.090000 1,438.4000 27,025.00 37,527.86 10,502.86 B .058000 2.650000 90.0000 900.00 238.50 -661.50 'Total For Asset Type: FOREIGN COMMON STOCK $31,426.00 $40,946.16 .13% S9,520.16 .000000 177,830000 1,000.0000 200,000.00 177,830.00 -22,170.00 Total For Asset Type: NON -REAL ESTATE PARTNERSHP/LLC $200,000.00 $177,830.00 .55% -S22,170.00 .000000 .000000 100.0000 1,000.00 .00 -1,000.00 N/A 'Total For Asset Type: WOR'I'IILESSSECURITIES $1,000.00 $0.00 .00% -$11000.00 0 0 w m m w w w w w w m w w w w w w w w 0 0 U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Account # CUSIP N and Name Tickei Asset Description and SEDOL 6063002C4 MISSOURI WTR 6.0000% 8/01/01 606300219 MISSOURI W'I'R 5.200% 8/01/07 6063002M2 MISSOURI WTR 5.600% 8/01/10 606300217 MISSOURI WTR 5,500% 8/01/16 MUTUAL FUNDS CLOSED END MUTUAL FD NON -TAX 6707IM104 NUVEEN INSD CA DVD ADV MUNI FD NKL MUTUAL FUNDS - EQUITY 999555998 TEST OF FIRSTAR FUNDS - 22 MONEY MK FUNDTESTI REAL ESTATE INVESTMENT REAL ESTATE 996029989 SFD R 23572 ACORN DR US TREAS & AGENCY OBLIGATIONS GNMA/FNMA/FHLMC POOLS 31371 K417 F N M A k254725 5,000 % 5/01 /33 254725A 31403NRZ2 FEDERAL NATL MTG AS 6.500% 12/01/33 753904A 31404QUXS F N M A 9775598 4.500% 5/01/19 775598A US AGENCIES 3133MIB32 F H L B DEB 5.7500,'. 10/15/07 3133X06Q7 F H L B DEB 4,125 % 8/13110 Page: 3 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Date Moody Annual % Total Unrealized Maturhv Dale S&P Income/Unit Price Units Fed Cyg[ Market Value Market Gain / Loss 08/01/1996 N/A .060000 100000000 27,500.0000 27,335.95 27,500.00 164.05 08/01/2001 N/A 08/01/1996 AAA .052000 100.000000 90,000.0000 85,445.06 90,000.00 4,554.94 08/01/2007 AAA 08/01/1996 AAA .056000 100.000000 75,000.0000 74,938.95 75,000.00 61.05 08/01/2010 AAA 08/01/1996 AAA 055000 100.000000 50000.0000 44,938.95 50,000.00 5,061.05 08/01/2016 AAA Total For Asset Type: MUNI BDS-FIXED NONTAXABLE $232,658.91 $242,500.00 .75% $9,841.09 .816000 15.250000 51.0000 1,046.00 777.75 -268.25 Total For Asset Type: CLOSED END MUTUAL Fly NON -TAX $1,046A0 $777.75 .00 % -$268.25 .000000 100.000000 100.0000 100.00 10,000.00 9,900.00 Total For Asset Type: MUTUAL FUNDS -EQUITY $100.00 $10,000.00 .03% $9,900.00 -3,4 12.530000 0,900.000000 2.0000 2,I60.00 341,80000 339,640.00 Total For Asset Type: INVESTMENT REAL ESTATE $2,160.00 S341,800.00 1.06% S339,640.00 04/01/2003 N/A .050000 95,107000 20,000,000.0000 .00 19,021,400.00 19,021,400.00 05/01/2033 N/A 11/01/2003 N/A 065000 101.454000 678,69440000 525,055.59 688,562.21 163,50&62 12/01/2033 N/A 04/01/2004 N/A .045000 95.648000 210,000.0000 201,894.97 200,860.80 -1,034.17 05/01/2019 N/A Total For AssetType: GNMA/FNMA/FHLMC POOLS $726,950.56 $19,910,823.01 61.63% $19,183,872.45 10/15/1997 AAA .057500 100.494000 600,000.0000 655,054.97 602,964.00 -52,090.97 10/15/2007 N/A 07/24/2003 AAA .041250 96.094000 10,000.0000 10,085.49 9,609.40 -476.09 08/13/2010 AAA U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 4 of 25 Print Date: 08/09/2006 at 12:34:51 pan Settle Dated As Of: 07/31/2006 Account 8 CUSIP M Issue Date Moody Annual % Total Unrealized and Name 'Picker Asset Descrintion and SFIDOL. Maturity Date ; Income/tlnit Price Units Fed Cost Market Value Market Cnin / Loss 3134A4FMI F H L M C DEB 6.000% 6/15/11 06/15/2001 AAA .060000 103.063000 230,000,0000 242,517.83 237,044.90 .5,472.93 FHL601 I 06/15/2011 AAA 31359MRGO F N M A DEB 4.375% 3/15/13 03/28/2003 AAA .043750 94.813000 50,000,0000 49,360.04 47,406.50 -1,953.54 03/15/2013 AAA Total For Asset Type: US AGENCIES $957,018.33 $897,024.80 2.78% -$59,993.53 US TREASURY BONDS & NOTES 912803AY9 U S TRBAS 131) STRIP 11/15/21 11/16/1991 N/A .000000 45.347000 20,000,000,0000 .00 9,069,400.00 9,069,400.00 11/15/2021 AAA 912810F.12 US TREASURY BD 6.125%8115/29 08/15/1999 AAA .061250 H2992000 650,000.0000 772,140.60 734,448.00 -37,692.60 08/152029 AAA 91281oFP8 USTREASURY BD 5.375%2/15/31 02/15/2001 AAA .053750 103,398000 620,000.0000 649,340.49 641,067.60 -8,272.89 02/15/2031 AAA Total For Asset Type: US TREASURY BONDS & NOTES $1,421,481.09 $10,444.915660 32.33 % $9,023,434.51 Total Investments: $3,840,811.21 $32,308,718.07 100.00% $28,467,906.96 Total Principal Cash: - S-2,624,891.19 Total Principal Value: $29,683,826.88 Total Income: $.00 Total Account Value For: PORTFOLIO $29,683,826.88 TGIF: TEST ACCOUNT FOR INTERNAL USE X CASH EQUIVALENTS COMM PAPER - DISCOUNT 02581 RBE2 AMERICAN EXPRESS C P 5.570% 2/14/00 01/26/2000 .055700 99,841000 10.0000 9.87 9.98 .11 AEC5500 02/14/2000 Total For Asset Type: COMM PAPER - DISCOUNT $9.87 $9.98 .00% $0.11 COMM PAPER/BA'S-INT BEARING 36964EC47 GECC CP 5.800%2/15/00 11/23/1999 .058000 100.000000 1.0000 .95 1.00 .05 02/15/2000 Total For AsselType: COMM PAPE R/BA'S-INT BEARING $0.95 $1.00 .00% $0.05 REPURCHASE AGREEMENTS-CLSD END 90023683 REPO MERRILL LYNCH 2.900% 2115/00 02/07/2000 .029000 100.000000 100.0000 100.00 100.00 .00 02/15/2000 'Total For Asset Type: REPURCHASE AGREEMENTS-CLSD END $100.00 $100.00 .00% $0.00 REPURCHASE AGREEMENTS -OPEN END 90019048 BANK OF CAHOKIA VAR RATE DO 9/09/99 09/09/1999 .000000 100.000000 1.0000 .00 1.00 1.00 BOC9999 09/09/2099 a a a a a r r r a a a a r r a r a a a r r b. The Community Reinvestment Act (CRA) of 1977 stipulates that banks and other financial institutions must meet the credit needs of the communities they serve. Proposals should include a copy of the bank's most current CRA policy statement and the current CRA rating of the institution. U.S. Bank makes it a priority to be a catalyst for positive change in the communities we serve. By investing our time, knowledge and financial resources in local projects, programs and organization, U.S. Bank helps transform communities. U.S. Bank enjoys close partnership with hundreds of organizations across our 24-state banking region. These partnerships allow us to help bring about significant change within our communities. Efforts to which U.S. Bank contributes include: ■ Funding affordable housing projects ■ Fostering economic revitalization, and ■ Providing extensive training and education to small businesses, consumers and first-time homebuyers Our record demonstrates a firm commitment to providing financial and leadership support to national and regional equity funds. U.S. Bank actively invests in Low -Income Housing Tax Credits projects to further energize the creation of affordable housing units. This impressive record proves that the success of our communities is success for us all. All communities are interdependent, and as one flourishes, so does the next. U.S. Bank National Association is proud to claim the award of an "Oulstandinjz" ratinn for our commitment to the letter and spirit of the Community Reinvestment Act (CRA). This is the highest possible rating given by the Office of the Comptroller of the Currency (OCC). 3. Insurance Requirements Provider must have either insurance or collateral for City funds. State what insurance is available for City funds or whether collateral is available for funds in transit. U.S. Bank meets or exceeds the requirements for both collateral and insurance coverage. Where appropriate U.S. Bank collaterizes deposits in compliance with State regulation. In addition U.S. Bancorp secures a variety of insurance coverages appropriate for an organization of its type and size. In addition, other coverages have been secured to comply with various regulations. U.S. Bank Institutional Trust & Custody is a participant in U.S. Bancorp insurance programs. Shared limits of coverage exceed $50 million for the types of coverage noted below: ■ Securities —provides coverage for loss of negotiable or non-negotiable instruments acquired in the course of business by forgery, alteration or counterfeiting ■ ■ Fidelity —provides coverage for loss through any fraudulent or dishonest act of any employee, including computer -related crimes ■ Professional Liability ■ Commercial General Liability (i.e., international liability and employers liability) ■ Automobile Liability (i.e., owned and contingent) ■ Property (i.e., real estate owned and/or occupied / business interruption, flood and earthquake, etc.) ■ Property on premises —coverage for property (i.e., money, bonds, drafts, securities) for losses as a result of robbery, burglary, larceny, mysterious disappearances, damage or destruction while on premises ■ Property in transit —provides the same coverage as property on premises Proposal for the City of Fort Collins, Colorado I Page 8 U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 5 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Account# CUSIP# Issue Date Moody Annual %Total Unrealized and Name Ticker Asset Description and SED-QL Maturity Dale S&P Incomc/Unit rLim ,Lpy(g Fed Cost Markel Value Market Gain / Loss Total For AssetType: REPURCIIASEACREEMENTS-OPEN END $0.00 SI.00 .00% $1.00 SHORT TERM FDS-NONTAXABLE(ACM) 90055629 CUSTODIAN T/E MONEY MKT FUND .109280 100.000000 50,703,176.2700 50,703.176.27 50,703,176.27 .00 TECMMF 90055629 CUSTODIAN T/E NION17Y MKT FUND .109280 100.000000 125,375.5400 125,375.54 125,375.54 .00 TECMMF 998877997 LIQUIFY ASSETS .000000 100.000000 1.0000 1.00 1.00 .00 DAILY Total For AssetType: SHORT'7'ERMFDS-NON'I'AXABLE(ACM) $50,828,552.81 $50,828,552.81 90.92% $0.00 U. S. TREASURY BILLS 912795EP2 C M B NTS 4/19/99 03/31/1999 .000000 100.000000 100.0000 50.00 100.00 50.00 04/19/1999 Total For Asset Type: U. S. TREASURY BILLS $50.00 $100.00 .00% $50.00 CASH EQUIVALENTS-SAVINGS/CD CD -OTHER 107001992 LUTHERAN CHURCH CD 5.750%. 12/01/00 12/01/1979 .057500 100.000000 100.0000 100.00 100.00 .00 3300051185 12/01/2000 Total For AssetType: CD -OTHER $100.00 $100.00 .00% $0.00 SAVINGS -OTHER PECU8107 POSTAL EMPL CR UNION 8107 .000000 100.000000 1.0000 1.00 1.00 .00 PECU8107 Total For Asset Type: SAVINGS -OTHER $1.00 $1.00 .00% $0.00 SAVINGS -OWN BANK 30001099 FARM & HM 96499 .020000 100.000000 1.0000 1.00 1.00 .00 6499 Total For Asset Type: SAVINGS - OWN BANK $1.00 $1.00 .00% $0.00 COLLECTIVE INVESTMENT FUNDS CIF - FIXED CF0002000 WATERLOO IA BOND FD 42 (CLOSED) .646168 9.530320 10,0000 10.00 95.30 85.30 BDFD#2 Total For AssetType: CIF -FIXED S10.00 $95.30 .00% $85.30 CIF -EQUITY 90022031 TEST EBR - A 1.275400 99.348535 1.0000 1.00 99.35 98.35 E-TESTEBA TESTEQ TEST NOT USED .010000 16.188817 10.0000 1.00 161.89 160.89 Total For AssetType: CIF -EQUITY $2.00 $261.24 .00% $259.24 U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSH' Page: 6 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Daied As Of: 07/31/2006 Account CUSIPS Issue Date Moody Annual %Total Unrealized and Name Ticker Asset Descrinlion and SEDOL Maturity Date ii&k Income/Unit irice Units Fed Cost Market Value Market. Cain / Loss CORPORATE OBLIGATIONS CORPORATE BONDS AND NOTES 000305AAO AAC GROUP HOLDING 10.250%10/01/12 11/16/2004 CAAI .102500 76.500000 150,000.0000 148,317.50 114,750.00 -33,567.50 10/01 /2012 13- 126408GA5 CSX CORP CV 10/30/21 10/30/2001 BAA2 .000000 111.000000 50,000,0000 48,971.50 55,500.00 6,528.50 CCC 103021 10/30/2021 BBB 14149YAF5 CARDINAL HEALTH INC 6.750% 2/15/11 02/13/2001 BAA2 .067500 103,456000 1.0000 .99 1.03 .04 C11167I1 02/15/2011 BBB 3704AOCNO GENERALM'TRSACCEP 6.700%11/15/18 11/12/2003 BAI .067000 82.649000 150,000.0000 150,100.00 123,973.50 -26,126.50 11/15/2018 BB 3704AOQX3 GENERAL MTRS 6.150%9/15/19 09/14/2004 BAI .061500 7T992000 150,000.0000 147,992.50 116,988.00 -31,004050 09/15/2019 BB 40429CCR1 HSBC FIN CORP 5,250% 4/15/15 04/20/2005 AA3 .052500 95.767000 25,000.0000 25,225.00 23,941.75 -1,283025 04/15/2015 AA- 743838T87 PROVIDENT BANK CD 5.500% 5/2323 05/232003 BAA2 .055000 90.640000 50,000.0000 49,392.50 45,320000 -4,072.50 0512312023 A+ 880349AH8 TENNECO AUTOMOTIVE 8.625% 11/15/14 05/15/2005 B3 .086250 99,250000 45,000.0000 44,268.17 44,662.50 394.33 11/15/2014 B 90333WAB4 U S BK NATL ASSN 6.300% 2/04/14 02/04/2002 AA2 .063000 103.859000 1,0000 .98 1.04 .06 USB6314 02/04/2014 AA - Total For Asset Type: CORPORATE BONDS AND NOTES $614,269.14 $525,137.82 .94 % -$89,131.32 CORPORATE CONVERTIBLE BONDS 100578AC7 BOS'TON CHICKEN INC 7.7504b 5/01/04 04/28/1997 CA .077500 .000000 1.0000 .00 .00 .00 BC17704 05/01/2004 N[R 268648AE2 E M C CORP CV 6.000%5/15/04 05/21/1997 .060000 100,014000 10000000 1,000.00 100.01 -899.99 EC66004 05/15/2004 Total For Asset Type: CORPORATE CONVERTIBLE BONDS $1,000.00 $100.01 .00% -$899.99 CORPORATE PAYDOWN SECURITIES 060506AH5 BANK AMER MTG SECS 6.500% 3/25/29 02/01/1999 N/A .065000 100.000000 1,0000 1.00 1.00 .00 BAM6529 03/25/2029 AAA 07383FA73 BEAR STEARNS COML 5.200% 1/12/41 05/01/2004 AAA .052000 97.062000 1,000,000.0000 1,028,830.00 970,620.00 -58,210.00 01/12/2041 AAA 17305ECE3 CITIBANK CREDIT CARD 3,200% 8/24/09 08/242004 AAA .032000 97.615000 100,000.0000 101,380.00 97,615.00 -3,765.00 09/242009 AAA ' 94981QAU2 WELLS FARGO MTG BK 4,99994% 10/25/35 09/01/2005 AAA .049999 98.320000 75,000.0000 73,735.50 73,740.00 4.50 WFM5035 10/25/2035 AAA Total For Asset Type: CORPORATE PAI'DOWN SECURITIES $1,203,946.50 $1,141,976.00 2.04% 461,970.50 DOMESTIC COMMON STOCKS CLOSELY HELD COMMON STOCK U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Name Ticker Asset Descriytion and SEJhj 90051685 SPENCER COUNTY BANK TDC TARKIO DEVELOPMENT, CO. TDC COMMON STOCK 001957505 AT&TCORPNEW 055482103 B 1 SERVICES COMPANY BJS 057224107 BAKER HUGHES INC BHI 064057102 BANK NEW YORK INC BK 252450101 DIAGNOSTIC PRODS CORP DP 25271C102 DIAMOND OFFSHORE DRILLING INC DO 26875PI01 E O G RES INC EOG 291011104 EMERSON ELEC CO EMR 30231GI02 EXXON MOBIL CORP XOM 364730101 GANNETT INC GCI 369604103 GENERAL ELEC CO GE 379336100 GLOBAL INDS L9'D GLBL 397888108 GREY WOLF INC GW 423452101 HELMERICH & PAYNE INC HP 428236103 HEWLE9-I'PACKARD CO FI PQ 459200101 INTERNATIONAL BUSINESS MACHINES CO IBM 742718109 PROCTER & GAMBLE CO PG Page: 7 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Date Moody Annual %Total Unrealized Maturity Date S&P Income/Unit Price Units Fed Cost Market Value Market Gain / Loss .000000 .420000 5,0000 5.00 2.10 -2.90 .000000 .050000 5,0000 5.00 .25 -4.75 Total For Asset Type: CLOSELY IIELD COMMON STOCK S10.00 $2.35 .00% -$7.65 950000 20.350000 224.8493 7,431.27 4,575.68 -2,855.59 B .200000 36.270000 295 0000 13,530.65 10,699.65 -2,831.00 B .520000 79.950000 269.0000 14,276.78 21,506.55 7,229.77 B .880000 33.610000 1,250.0000 34,625.00 42,012.50 7,387.50 A- .280000 58.480000 50.1520 1,741.02 2,932.89 1,191.87 A .500000 78.930000 500.0000 20,653.25 39,465.00 18,811.75 B- .240000 74,150000 100.0000 3,844.00 7,415.00 3,571.00 B 1.780000 78.920000 125 0000 8,256.25 9,865.00 1,608.75 A 1.280000 67.740000 25.0000 477.00 L693.50 1,216.50 A- 1.240000 52.120000 250.0000 8,125.00 13,030.00 4,905.00 A 1,000000 32.690000 1,250.0000 45,280.31 40,862.50 -4,417.81 A+ .000000 16.680000 640.0000 5,125.57 10.675.20 5,549.63 B- .000000 7.660000 340.0000 1,701.12 2,604.40 903.28 B- .180000 27.680000 120,0000 4,047.60 3,321.60 -726.00 B .320000 31.910000 500.0000 10,100.00 15,955.00 5,855.00 B+ 1.200000 77.410000 151.0000 5,127.80 11,688.91 6,561.11 A 1.240000 56.200000 1,735.6729 96,282.71 97,544.82 1,262.11 A U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 8 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of.. 07/31/2006 Account CUSIPB - Issue Date Moody Annual %Total Unrealized and Name Ticker Asset Description and SEDOL Maturity Date SKi Income/llnit Price Iftia Fed Cost Market Value Market Gain / Loss 88162F 105 TETRA T17CIINOLOGIES INC DEL .000000 28.610000 110.0000 2,921.62 3,147.10 225.48 Fn 13- 88889T107 TODCO CL A .000000 38.110000 360.0000 6,880.82 13,719.60 6,838.78 THE N/R 902973304 U S BANCORP 1.320000 32.000000 400.8956 11,210.34 12.828.66 1,618.32 US13 B+ 931142103 WAL MART SPORES INC .670000 44.500000 750,0000 28,162.50 33,375.00 5,212.50 WMT A+ Total For Asset Type: COMMON STOCK $329,800.61 $398,918.56 .71% $69,117.95 DOMESTIC PREFERRED STOCKS CLOSELY HELD PREFERRED 41699100 HEARTLAND COOPERATIVE GRAIN ISTP .000000 25.000000 1,0000 1.00 25.00 24.00 RIP ROTECH INC PREFERRED .000000 1.000000 1.0000 1.00 1.00 .00 RIP Total For Asset Type: CLOSELY HELD PREFERRED $2.00 $26.00 .00% $24.00 CONVERTIBLE PREFERRED 502210800 L T V CORP $1.25 CONV PFD SER D .000000 .141000 10000 1.00 .14 -.86 LTVPD Total For Asset Type: CONVERTIBLE PREFERRED $1.00 S0.14 .00% -$0.86 PREFERRED STOCKS 161610605 CHASE MANHATTAN PFD SER F F/R CALL .000000 50.125000 1.0000 1.00 50.13 49.13 CMFR 677415762 OHIO PWR CO PFD 1.844000 25,340000 1,0000 83.50 25.34 -58.16 N/R Total For Asset Type: PREFERRED STOCKS $84.50 $75.47 .00% -$9.04 FOREIGN OBLIGATIONS CANADIAN CORPORATE BONDS 453258AH8 [NCO LTI) DEB CV 7.7500/. 3115/16 03/21/1991 BAA3 .077500 100.250000 1.0000 1.00 1.00 .00 03/15/2016 N/R Total For Asset Type: CANADIAN CORPORATE BONDS $1.00 $1.00 .00% $0.00 OTHER FOREIGN CORPORATE BONDS 989822AA9 ZURICH REINS CTR 7.125% 10/15/23 10/20/1993 B2 .071250 92.000000 100.0000 600.00 92.00 -508.00 10/15/2023 BB+ Total For Asset Type: OTHER FOREIGN CORPORATE BONDS $600.00 $92.00 .00% -$508.00 FOREIGN STOCKS FOREIGN COMMON STOCK . m m = m m / i m 0 0 m 0 / a 0 0 w m m m 0 0 U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 9 of 25 Print Date: 08/09/2006 at 12:34:51 pan Settle Dated As OF. 07/31/2006 Account# CUSIP0 Issue Date Moody Annual %Total Unrealized and Name Ticker Asset Description and SEUOI. Maturity Date S&P Income/Unit Price Units Fed Cnst Market Value Market Gain / Loss 453258402 INCO LTD .500000 77.770000 5.0000 5.00 388.85 383.85 N I3- G90078109 TRANSOCEAN INC .000000 77.230000 780.0000 33,916.90 60,239.40 26,322.50 RIG 13_ Total For Asset Type: FOREIGN COMMON STOCK S33,921.90 $60,628.25 .I I % $26,706.35 FOREIGN PREFERRED STOCK 248361107 DENISON MINES LTD CL A CONV .000000 .094500 5,0000 5.00 .47 453 C 638539882 NATIONAL WESFMINSTER BK 7.760%PFD 1.941000 25.690000 5.0000 5.00 128.45 123.45 NW.PR.0 B Total For Asset Type: FOREIGN PREFERRED STOCK $10.00 $128.92 .00% $118.92 INSURANCE ANNUITIES MSI001747 ROBERT COLE 92364 3/25/2001 .000000 L000000 5,5000 5.50 5.50 .00 03/25/2001 MS 1002943 LARRY PERKINS #2146 3/28/2001 .000000 1.000000 20.0000 20.00 20.00 .00 2146 03/28/2001 Total For Asset Type: ANNUITIES $25.50 $25.50 .00% $0.00 NON -TERM LIFE INS POLICIES 90056613 EQUITABLE LIFE INSURANCE CO IOWA .000000 1.000000 10.0000 10.00 10.00 .00 IP2000798 SECURITY 1ST LF INS C/O HOLDEN GP IN .000000 1,000000 1.0000 1.00 1.00 .00 Total For Asset Type: NON -TERM LIFE INS POLICIES $11.00 $11.00 .00% $0.00 LIABILITIES LIABILITIES -GENERAL 0017650110 AMR CORP CALL OPTIONS 08/92 70 - .000000 .000000 -1.0000 -100.00 .00 100.00 90057130 FIRSTAR BK LINE OF CREDIT 4/30/00 .000000 100.000000 -10,0000 -10.00 -10.00 .00 Total For Asset Type: LIABILITIES-GENERAL -$110.00 -$10.00 .00% $100.00 MISCELLANEOUS ASSETS NON -REAL ESTATE PARTNERSIIP/LLC 356713107 FREEPOR'r MCMORAN OIL&GAS R'I'Y TR U .000000 1.000000 1.0000 1.00 1.00 .00 FMOLS N/R Total For Asset Type: NON -REAL ESTATE PARTNERSHP/LLC 51.00 $L00 .00% $0.00 OTIIER TANGIBLE ASSETS U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIPB and Name 'Picker Asset Description and SEDOL. OTHER MISC PERSONAL PROPERTY MINOR 75 WORTHLESS SECURITIES 501126106 KRUPP INSD PLUS III LP MUNICIPAL OBLIGATIONS MUNI BUS -FIXED NONTAXABLE 004284XD2 ACALANES CA UN HIGH 4.000% 8/01/I8 305229AX4 FAIRMONT MN INDPT 3.250% 2/01/09 38134LBC5 GOLDEN WEST SCHS CA 3.500%8/01/10 5643853G5 MANSFIELD TX INDPT 4.000% 2/I5/I8 6063002/9 MISSOURI WTR 5.200% 8/01/07 717824AK2 PHILADELPHIA PA 5,125% 7/01/16 939745NA9 WASHINGTON ST 5.00040 7/01/13 940456EN2 WASHINGTON TWP NJ 4.125% 1/0122 942862AVS WAUKEGAN IL BRD LIBR 5.900% 1/01/17 979132R66 WOODBURY MN 4,850% 210 1/ 11 982673AC9 WYANDOTTE CNTY KS 6.250% 8/0128 984538GC6 YAKIMA WA WTR&SWR 4.250% 9/01/10 MUNI BDS-VARIABLE NONTAXABLE 129733AC5 CALHOUN CNTYTX 3.51806% 1/0124 CCT2824 MUNI BDS-VARIABLE TAXABLE Page: 10 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of. 07/31/2006 Issue Date bloody Annual % Total Unrealized Maturity Dale S&P Income/Unit Price llni[s Fed Cost Market Value Market Gain / Loss .000000 .750000 10.0000 10.00 7.50 -2.50 Total For Asset'Type: OTHERTANGIBLE ASSETS $10.00 $7.50 .00% -$2.50 .000000 .000000 100.0000 1,000.00 .00 -1,000.00 N/A Total For Asset"Type: WORTHLESSSECURITIES. $1,000.00 S0.00 .00% -$1,000.00 04/06/2004 AAA .040000 97.577000 75,000.0000 73,824.00 73,182.75 -641.25 08/01/2018 AAA 03/01/2005 AAA .032500 98.279000 15,000.0000 15,328.80 14,741.85 -586.95 02/01/2009 N/R 07/12/2005 AAA .035000 99.215000 50,000.0000 48,775.00 49,607.50 832.50 08/01/2010 AAA 06/01/2005 AAA .040000 96.322000 25,000.0000 24,582.50 24,080.50 -502.00 02/15/2018 AAA 08/01/1996 AAA .052000 100000000 1.0000 .99 1.00 .01 08/01/2007 AAA 05/25/2005 BAA2 .051250 99.267000 75.000.0000 73,030.28 74,450.25 1,419.97 07/01/2016 N/R 07/01/1997 AAI .050000 100.951000 25,000.0000 24,112.50 25,237.75 1,125.25 07/012013 AA 05/15/2005 AAA .041250 95.538000 100,000.0000 95,883.70 95,538.00 -345.70 01/01/2022 N/R 09/01/1997 N/R .059000 101,403000 25,000,0000 24,362.50 25,350.75 988.25 01/01/2017 N/R 04/01/1998 AAA .048500 101.556000 25,000,0000 24,612.50 25,389.00 776.50 02/012011 N/R 08/06/1998 N/R .062500 62.783000 125,000.0000 123,062.50 78,478.75 -44,583.75 08/01/2028 N/R 10/01/1998 AAA .042500 100.825000 25,000,0000 23,962.50 25,206.25 1,243.75 09/01/2010 AAA Total For AsselType: MUNI BDS-FIXED NONTAXABLE S55L,537.77 $511,264.35 .91% -$40,273.42 12/012003 N/R .035181 100.000000 100,000.0000 99,837.50 100,000.00 162.50 01/012024 A-1+ Total For Assel'rype: MUNI BDS-VARIABLE NON TAXABLE $99,837.50 SI00,000.00 .I8 % $162.50 m 0 m m m m m m m 0 m m 0 m m m m r r m m i m m a m 0 m m= a m a 0 r 0 m 0 a 0 r m U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Page: I I of 25 Print Date: 08/09/2006 at 12:34:51 Pat Settle Dated As Of: 07/31/2006 Account# CUSIP# Issue Date Moody Annual %Total Unrealized and Name 'Picker Asset Descrintion and SF.DOI. Maturity ]late SAY Income/Unit Price Ilona Fed Cost Market Value Market Gain / Loss 01080PAN5 ALAMEDA CA PW R & 4.69677% 7/01/30 04/06/2000 AAA .046968 100.000000 200,000.0000 196,743.00 200,000.00 3,257.00 ACP3130 07/01/2030 AAA Total For Asset Type: MUNI BUS -VARIABLE TAXABLE $196,743.00 $200,000.00 .36% $3,257.00 MUTUAL FUNDS CLOSED END MUTUAL FD NON -TAX MINOR51 51- CLOSED END MUT FD NON -TAX MINOR51 CLOSED END MUTUAL FUND EQUITY 55608DI01 MACQUARIE GLOBAL INFR TOT RT FD MOD CLOSED END MUTUAL FUND FIXED 00764C109 ADVENT CLAYMORE CVT SEC & INC AVR 590650107 MESA OFFSHORE TR UBI MUTUAL FUNDS - BALANCED/OTIIER 435299102 HOLLAND BALANCED FUND HOLBX 77954G 108 ROWE T PRICK BALANCED FD INC 468 RPBAX .510000 51.000000 Total For Asset Type: CLOSED END MUTUAL FD NON -TAX 1.600000 23.250000 Total For Asset Type: CLOSED END MUTUAL FUND EQUITY 2,062000 25.290000 .000000 .145000 N/R Total For Assel Type: CLOSED END MUTUAL FUND FIXED .233000 15.860000 N/A .490000 19.990000 N/A Total For Asset Type: MUTUAL FUNDS - BALANCED/OTHER MUTUAL FUNDS - EQUITY 032168197 AM SOUTH INTL EQUITY FND Cl, TR .126000 14.150000 BEIX 316786128 FIFTH THIRD MICROCAP VA INST .012000 8.050000 MXAIX 316786672 FIFTH THIRD INTL EQUITY INSTL FD - .198000 12.830000 FIEIX 316786748 FIFTH THIRD MID CAP GROWTH INSTL FD .023000 16,550000 FMCIX 3I678R817 FIFTH THIRD SMALL CAP GROWTH FD .000000 14.100000 RNEEX Total For Asset Type: MUTUAL FUNDS - EQUITY MUTUAL FUNDS/MONEY MARKETS 10.0000 400.00 510.00 110.00 $400.00 $510.00 .00% $110.00 100.0000 3,395.00 2,325.00 -1,070.00 $3,395.00 $2,325.00 .00% -$1,070.00 500.0000 11,821.15 12,645.00 823.85 19.0000 2.80 2.76 -.05 $11,823.95 $12,647.76 .02% - S823.81 10.0750 2.33 159.79 157A6 10.1460 3.91 202.82 198.91 $6.24 $362.61 .00 % $356.37 10.0000 100.00 14 L50. 41.56 24.0000 983.00 193.20 -789.80 15.0000 185.00 192.45 7.45 20.0000 345.00 331.00 -14.00 24.0000 280.00 338.40 58.40 SI,893.00 $1,196.55 .00% -$696.45 U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 12 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated AsOf- 07/31/2006 Account# CUSIP# Issue Date Moody Annual %:total Unrealized and Name 'Picker Asset Description and SEBOL Maturity Date $i Income/Unit Price Llnits Fed Cost Market Value Market Gain / Loss 902808104 UMB TAX FREE MONEY MARKET FUND I 009400 1.000000 1.0000 1.00 1.00 .00 922906201 VANGUARD PRIME MONEY MARKET FD 9 .050500 1.000000 57.0600 57.06 57.06 .00 VMMXX 'Dotal For Asset Type: MUTUAL FUNDS/MONEYMARKETS S58.06 $58.06 .00% $0.00 MUTUAL FUNDS -FIXED NONTAXABLE 313910101 FEDERATED MUN OPPOR 171) INC CL F 931 .495000 9.920000 100,0000 1,050.00 992.00 -58.00 FHTFX N/A 784118507 SEI TAX EX17MPT PENNSYLVNIA MUNI FD .424000 10,340000 1.2800 13.00 13.24 .24 SEIPX Total For Asset Type: MUTUAL FUNDS -FIXED NONTAXABLE $1,063.00 $1,005.24 .00% -S57.76 MUTUAL FUNDS -FIXED TAXABLE 246094205 DELAWARE GROUP GOVTFD CI- A .334000 7.330000 100.0000 600.00 733.00 133.00 DEGGX N/A 316786250 FIFTH THIRD STRATEGIC INCOME FD .516006 11.280000 20.0000 190.00 225.60 35.60 MXIIX Total For Asset Type: MUTUAL FUNDS -FIXED TAXABLE $790.00 $958.60 .00% $168.60 UIT NON-TAXABLE MINOR45 45-UIT NON-TAXABLE .450000 45.000000 10.0000 400.00 450.00 50.00 MINOR45 Total For Asset Type: urr NON-TAXABLE $400.00 $450.00 .00% $50.00 UITTAXABLE MINOR44 44-UITTAXABLE .440000 44.440000 10.0000 400.00 444.40 44.40 MINOR44 Total For Asset Type: HIT TAXABLE $400.00 $444.40 .00% $44.40 NOTES.MORTGAG ES,AND CONTRACTS GIC/CAC 90020656 COMMONWEALTH LIFE GIC 9.5% 1/17/99 .095000 100.000000 875.0000 875.00 875.00 .00 GIC000011 01/17/1999 Total For Asset Type: GIC/GAC $875.00 $875.00 .00% $0.00 LOANS OTHER THAN MORTGAGES 90023139 RECEIVABLE -MASS MUTUAL INS CO '000000 100,000000 10000 L00 1.00 .00 09/09/2039 90052513 RECEIVABLE QA SALES INC .000000 100.000000 1.0000 1.00 1.00 .00 09/09/2024 Total For Asset Type: LOANS O'I'IIER "THAN MORTGAGES $2.00 $2.00 .00% $0.00 OPTIONS/WARRANTS m m 0 m s 0 w m 0 m m m m m m m m U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account 4 CUSIP A and Name 'Picker Asset Description and SF.DOI. EQUITY CALL OPTIONS PURCHASED 622982OUTB CALL ON TYU5C o 110.00 8/26/05 EQUITY PUT OPTIONS WRITTEN/FUT 622982OUBW PUT ON TYU51' @ I11.00 9/17/05 WARRANTS AND RIGHTS 590188132 MERRILL LYN CO WTS EXP 3/95 REAL ESTATE MINERAL OIL & GAS INTERESTS 90019160 PIKE CO MS FRAC IN'r GAS OIL &MN RTS 998000541 BRINKLEY-ADAMS COUNTY IL RESIDENTIAL REAL ESTATE 90019159 LAND-HUMBERT CORNERS 1011 US TREAS & AGENCY OBLIGATIONS GNMA/FNMA/FHLMC POOLS 31283KMV7 F H L M C GD G 11272 6.500% 6/01/17 G 11272F 3128GUUT7 F H L M C GO E90594 6.000% 7/01/17 E90594F 31348UCE7 F H L M C 9865469 5,862% 8/01/25 865469F 31360UXE7 F N M A 4016877 8.50090 10/01/08 016877A 31391 PVB9 F N M A 4673010 5.500% 12/01/17 673010A 31402DGU8 F N M A #725711 5.500% 7/01/19 725711A Page: 13 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Date Moody Annual %Total Unrealized Maturi Date S&P Income/Unit Price Units Fed Cost Markel Value Market Gain / Lass .000000 .468750 6,000,0000 2,842.50 2,812.50 -30.00 08/26/2005 Total For Asset Type: EQUI"rl'CAI.I,OPTIONSPURCIIASED $2,842.50 $2,812.50 .01% -$30.00 .000000 .656250 -1,000,000,0000 -3,715.00 -656,250.00 -652,535.00 09/ 17/2005 Tand For AssetType: EQUITY PUT Opt' IONS WRITTEN/FUT 43,715.00 -$656,250.00 -1.17% 4652,535.00 .000000 .063000 1.0000 1.00 .06 -.94 Total For Asset Type: WARRANTS AND RIGHTS $1.00 $0.06 .00% 40.94 .000000 .250000 20.0000 20.00 5.00 -15.00 .000000 1.000000 20,0000 20.00 20.00 -.00 Total For Asset Type: MINERAL OIL&GAS INTERESTS $40.00 $25.00 .00% -$15.00 000000 99,000000 1.0000 1.00 99.00 98.00 Total For Asset Type: RESIDENTIAL REAL ESTATE $1.00 $99.00 .00% $98.00 06/01/2002 N/A .065000 101.414000 100,0000000 98,585.04 101,414.00 2,828.96 06/01/2017 N/A 07/01/2002 N/A .060000 100.725000 1.0000 .01 1.01 1.00 07/01/2017 N/A 12/01/1995 N/A .058620 99.964000 111,805.5600 110,053.94 111,765.31 1,711.37 08/01/2025 N/A 07/01/1985 N/A .085000. 10 I.182000 33.1800 26.54 33.57 7.03 10/01/2008 N/A 12/01/2002 N/A .055000 99.211000 30,000,0000 .00 29,763.30 29,763.30 12/01/2017 N/A 07/01/2004 N/A .055000 99.199000 63.0000 63.45 62.50 -.95 07/01/2019 N/A U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Name Ticker Asset Description and SEDOI. 3620210,15 G N M A 1 1 #008076 5.125% 11/20/22 008076M 36213DZK7 G N M A 9551646 6.50045 9/15/31 551646X REMICS AND OTHER GOVT PAYDOWNS 31291OU83 F 111, M C MLTCL MTG 7.500% 11/15/04 FIIL7504A 31392HX32 F N M A GTD RI7MIC 6.0725% 2/25/33 9128277/5 U S TREASURY I P S 3.375% 1/15/12 T133312 US AGENCIES 31359MW18 F N M A NI T N 4.625% 10/15/14 8316289YO SBA 1445823006 12.375% 12/15/07 SGL 102307 US SAVINGS BONDS - DISCOUNT 912537VP9 U S SVGS BDS SER E 4/80 4/01/10 912540JAO U S SVGS BD SER E E DTD 1/96 1/I/26 US SAVINGS BONDS -PERIODIC INT 912550CF5 U S SVGS BDS SER H H 4.000% 6/01/04 USS4004C US TREASURY BONDS & NOTES 912803AL7 U S TREAS STRIPPED 5/15/17 912810DW5 U S'TREAS 13DS 7,250% 5/15/16 912810EQ7 U S TREAS BDS 6.250% 8/15123 912820JDO U S TREAS BD STRIP 8/15/08 81509 Page: 14 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated AsOf- 07/31/2006 Issue Date Moody Annual %Total Unrealized Maturity Date SAE Income/Unit Price Moils Fed Cost Market Value Market Gain / Loss 11/01/1992 N/A .051250 100.342000 50,000,0000 .00 50,171.00 50,171.00 11/20/2022 N/A 09/01/2001 N/A .065000 101.976000 450,000.0000 450,000.00 458,892.00 8.892.00 09/15/2031 N/A Total For AsselType: GNMA/FNMA/FIU-MC POOLS $658,728.98 $752,102668 1.35% $93,373.70 07/01/1992 .075000 100,062000 46.0000 11.98 46.03 34.05 11/15/2004 01/25/2003 N/A 060725 102.508000 50,000.0000 .00 51,254.00 51.254.00 02/25/2033 N/A 01/15/2002 AAA .033750 105.133000 250,000,0000 .00 262,832.50 262,832.50 01/15/2012 AAA 'Total For Asset7)pe: REMICS AND OTIIER GOUT PAYDOWNS $11.98 $314,132.53 .56% $314,120.55 09/17/2004 AAA .046250 95.156000 100.0000 98.33 95.16 -3.17 10/15/2014 AAA .123750 105.000000 1.0000 1.00 1.05 .05 12/15/2007 Total For Asset Type: USAGENCIES $99.33 $96.21 .00% -$3.12 04/01/1980 N/A .000000 377 680000 1.0000 .99 3.78 2.79 04/01/2010 N/A ' 01/01/1996 N/A .000000 75.120000 100.0000 100.00 75.12 -24.88 01/01/2026 N/A 'Total For Asset Type: US SAVINGS BONDS - DISCOUNT $100699 $78.90 .00 % -$22.09 06/01/1984 N/A .040000 100.000000 1,0000 L00 1.00 .00 06/01/2004 N/A 'Total For Asset Type: US SAVINGS BONDS- PERIODIC INT $1.00 $1.00 .00 % 50.00 05/15/1987 AAA .000000 58.081000 500,000.0000 .00 290,405.00 290,405.00 05/15/2017 AAA 05/15/1986 AAA .072500 117.063000 10.0000 4.92 11.71 6.79 05/15/2016 AAA 08/15/1993 AAA .062500 111.977000 1,000.000.0000 .00 1,119,770.00 1,119,770.00 08/15/2023 AAA 08/15/2003 AAA .000000 90.493000 200,000.0000 .00 180986.00 180.986.00 08/15/2008 AAA 0 m m m w 0= m m • m 0 0 0 m m == m 0 'wa ■ Forgery —provides coverage for losses due to forgery, alteration of checks, drafts, acceptances or any other written instructions directing payment or transfer of funds 4. Ability to Handle All Security Transaction Types a. Provider must be able to handle the following types of security transactions through their own operations or through an established correspondent banking relationship. Please respond to each and state whether each operates on a same day posting and crediting basis for all credit transactions. Fed Wireable Security Transfer (FedWire) Depository Trust Corporation (DTC) Participatory Trust Corporation (PTC) Physical Security Settlement (New York) List your depository memberships (FRB, DTC, PTC) and the services you use at each. How long have you had this membership? Is membership through the Provider or correspondent? Fully describe the use of any sub -custodians. With more than $4 trillion processed on our securities reporting system, U.S. Bank is the sixth ■ largest custodian in the country and we serve many accounts similar to the City of Fort Collins. We are confident that we will be able to process absolutely everything in the movement, settling and reporting of your investment portfolio. Specifically, U.S. Bank has the following memberships: ■ Direct participant of the Depository Trust Clearing Corporation (DTCC). U.S. Bank utilizes the Institutional Delivery system (ID system) for trade affirmation ■ Member of the Participatory Trust Corporation (PTC) ■ Member of the Cleveland Federal Reserve Bank, Cincinnati branch. U.S. Bank utilizes their clearing services to settle fixed income trades and income collection ■ Member of the Options Clearing Corporation. U.S. Bank utilizes their trade settlement service ■ Direct participant in DTCC's same -day funds settlement ■ Relationship with a New York area bank for physical security settlement The DTCC and OCC are used for trade affirmation, same day funds settlement and other trade settlement functions. The Federal Reserve is used for clearing services, income collection and settling fixed income trades. All cash accounts are reconciled daily. b. If any of these transactions are to occur through a correspondent or sub -custodian relationships, those relationships should be fully disclosed including the length of the relationships. U.S. Bank will be the sole custody and safekeeping provider for all processes and services related to the City's investment portfolio. c. What criteria do you use to select sub -custodians? We will not use a sub custodian for servicing the City's account. U.S. Bank is the custodian in all cases except for global assets — and the City does not hold any global assets. 5. Same Day Posting Requirements Same day posting of all credits and debits (cash transfers, interest payments, maturities, and sales, etc.) is required. Please stipulate.the Provider's policy on posting of debits and credits. Please include a schedule of your income and collection standards. Proposal for the City of Fort Collins, Colorado I Page 9 a= n w= w a, w w r w 0 w= 0 0 w a w 0 w U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Nnme Ticker Asset Descrintion and SEDOI. 912828CI'5 U S'rREASURY MI4,250% 8/15/14 912828EG1 U S TREASURY NT 3.875% 9/15/10 912833CVO U S TREAS BD STRIP 2/15/09 TG IFA : TEST ACCOUNT #2 FOR INTERNAL USE CASH EQUIVALENTS SHORT TERM FDS-DDA ACCTS (ACM) MINOR7 MINOR7TESTASSET 8.000%12/31/06 M7T0006 SHORTTERM FDS-TAXABLE (ACM) 90552852 CASH MANAGEMENT TEST ASSETII CMMMT 999444995 TEST OF FIRSTAR DEMAND NOTES FUNDTEST2 CASH EQUIVALENTS-SAVINGS/CD CD - OTHER C 100859E7 FIFTH THIRD 7,250%10/31/II 840502765804 COLLECTIVE INVESTMENT FUNDS CIF- FIXED 020589E45 UCF POOLED INC FD UCINC 0673669A4 BARCLAYS CASH ACCOUNT Issue Date Moody Annual Maturity Date S&E Income/Unit Price Units 08/16/2004 AAA .042500 95,328000 10,0000 08/15/2014 AAA 09/15/2005 AAA .039750 96.160000 25,000.0000 09/15/2010 AAA 11/23/1993 N/A .000000 88.347000 100,000.0000 02/15/2009 AAA Total For Asset Type: USTREASURY BONDS &NOTES 'Total Investments: Total Principal Cash: Total Principal Value: Total Income: Total Account Value For: 'TGIF Page: 15 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 ' Fed Cost %Total Market Value Market Unrealized Gain / Loss 9.83 9.53 -.30 25,335.00 24,040.00 -1,295.00 100,000.00 88,347.00 -11,653.00 $125,349.75 $1,703,569.24 3.05 % $1,578,219.49 S54,666,097.83 $55,905,111.54 100.00% S1,239,013.71 S.00 $55,905.11 L54 S.00 $55,905,111.54 12/31/2005 '080000 100,000000 1,035,452.0600 1,035,452.06 12/31/2006 Total For Asset Type: SHORT TERM FDS-DDA ACCTS (ACM) $1,035,452.06 .050000 100.000000 50,256,284.9700 50,256,284.97 .000000 100.000000 100.0000 100.00 'Total For Asset Type: SHORTTERM FDS-TAXABLE (ACM) $50,256,384.97 10/31/1991 .072500 100.000000 100,000.0000 100,000.00 10/31/2011 Total For Asset Type: CD - OTHER $100,000.00 8.183300 94.125430 100.0000 1,000.00 .057400 1.000000 100.0000 1,000.00 1,035,452.06 .00 $1,035,452.06 .11 % $0.00 50,256,284.97 .00 100.00 .00 $50,256,384.97 5.28 % $0.00 100,000.00 .00 $100,000.00 .01% $0.00 9,412.54 8,412.54 100.00-900.00 U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 16 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settic Dated As OC 07/31/2006 Account # CUSIP # Issue Date Moody Annual %Total Unrealized and Name 'Picker Asset Description and SF.D01, Maturity Date ;Zl Incume/Unit Price Ind, Fed Cost Market Value Market Gain / Loss 0673669173 BARCLAYS US DEBT INDEX FUND .057400 41.749305 100.0000 1,000.00 4,174.93 3,174.93 0673669GI BARCLAYS INCOME ACCUMULATION FD .000000 13.852500 100.0000 1,000.00 1,385.25 385.25 104998059 FIXED INCOME FUND B .588444 10.329299 100.0000 1,000.00 1,032.93 32.93 2029009A6 COMMON FUND TESTING ASSET .071100 10000000 100.0000 1,000.00 100.00 -900.00 TEST 2075819B7 CIGNA GUARANTEED DEPOSIT ACCOUNT .058500 1.000000 100,0000 1,000.00 100.00 -900.00 2075819C5 CIGNA TIMES SQUARE OPEN END REAL E .000000 4,85 1.622926 100.0000 1,000.00 485,162.29 484,162.29 2075819D3 CIGNA GROWTH & INCOME MULTI MNG F .000000 27A34518 100.0000 1,000.00 2,743.45 1,743.45 2075819F8 CIGNA PRIVATE PLACEMENT FUND .000000 95.671310 100.0000 1,000.00 9,567.13 8,567.13 20758191-14 CIGNA S & P 500 INDEX FUND .000000 64.242683 100.0000 1,000 00 6,424.27 5,424.27 2075819JO CIGNA GUARANTEED DEPOSIT ACC CANA .074300 1,000000 100.0000 1,000.00 100.00 -900.00 2075819P6 CT GEN GIC-CANADIAN Sit TR SEPARATE .000000 49.343362 100.0000 1,000000 4,934.34 3,934.34 2075819Q4 CIGNA MULTI SECTOR BOND FUND .000000 187.731228 100.0000 1,000.00 18,773.12 17,773.12 2075819R2 CT GEN GIC-FIDELITYCONTRAFUND .000000 17.191907 100.0000 1,000.00 1,719.19 719.19 2075819SO CIGNA INT BLEND BK OF IRELAND FD .000000 11.906671 100.0000 1,000.00 1,190.67 190.67 2075819T8 CIGNA SMALL CAP VALUE BERGER FUND .000000 23.216193 100.0000 1,000.00 2,321.62 1,321.62 222222226 MARK TWAIN COMMON FUD B (CLOSED) .600295 10.508444 100.0000 1,000.00 1,050.84 50.84 FNDB 3164969A8 FIDUCIARY TR SPL EQUITIES SITUATION .000000 729.002874 100.0000 1,000.00 72,900.29 71,900.29 4299079A8 CIGNA TIMES SQUARE HIGH YIELD BND F 000000 26.623000 100.0000 1,000.00 2,662.30 1.662.30 444400006 SPRINGFIELD IL (FNB) COM FD G(CLOSED .329243 10.560114 100.0000 1,000.00 1,056001 56.01 COMTFG 458992922 EMP BEN INTERMEDIATE FIXED INC FD 1,652305 27.392550 100.0000 1,000.00 2,739026 1,739.26 INTFXD am a m as n am m w o m m won am m m r a WWW / A o m m u m n i / o m m = W N W U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# 6176699B4 MORLEYS STABLE VALUE FD SICIL 69316H9A6 PBIIG- GROWTH FD 8550819B3 STABLE ASSET FUND SGIC 8801979A8 TEMPLETON- FOREIGN FD 900000050 COMMON INCOM17 FUND B (MTL CLOSED) CTFB 914990924 EMP BEN UNRESTRICTED FIXED INC FD UNFIX 991014176 THE TEMP INVT FUND 991014184 CAPITAL GUARDIAN EMRG MKTS FIXED 1 991158668 1 D S LIFE INS CO ANNTY993001018677 994050904 IAI LIMITED DURATION BD COL FD IAI-LMTCOLL 994050912 IAI LIMITED DURATION BD COM FD IAI-LMTCOM 994050920 IAI FULL DURATION BD COL FD IAI-FULLCOL 999000011 COMMON TRUST FUND (FBIC) CF0002000 WATERLOO IA BOND FD 92 (CLOSED) BDFD#2 CF0004006 WATERLOO IA BD FD 44 (CLOSED) BD-EB#4 CF1000052 INTERMEDIATE GOVT DO FD(CLOSED) GBFD Page: 17 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Date Moody Annual %Total Unrealized Maturity Date S&P Income/Unit rLict ,Laity Fed Cost Market Value Market Gain/Loss .000000 13.345053 100, 0000 1,000.00 1,334.51 334.51 .000000 22.340002 100.0000 1,000.00 2,234.00 1,234.00 .058700 1.000000 100.0000 1,000.00 100.00 -900.00 .000000 16, 831100 100.0000 1,000.00 1,683.11 683.11 .543784 7.727750 100.0000 1,000 00 772.78 -227.23 1.277083 19.083898 100.0000 1,000.00 1,908.39 908.39 .000000 1,000000 100,0000 1,000.00 100.00 -900.00 .000000 12.630000 100,0000 1,000.00 1,263.00 263.00 .000000 1.000000 100.0000 1,000.00 100.00 -900.00 1.000000 13.462140 100 0000 1,000.00 1,346.21 346.21 .000000 13.368650 100.0000 1,000.00 1,336.87 336.87 .000000 12.583270 100.0000 1,000.00 1,258.33 258.33 .218693 5.515762 100.0000 1,000.00 551.58 -448.42 .646168 9.530320 100,0000 1,000.00 953.03 -46.97 7,543975 57,401095 100.0000 1,000.00 5,740.11 4,740.11 .638812 10.353189 100.0000 1,000.00 1,035.32 35.32 Total For Asset Type: CIF- FIXED $38,000.00 $651,367.65 .07% $613,367.65 CORPORATE OBLIGATIONS CORPORATE BONDS AND NOTES 000305AAO AACGROUPHOLDING 10.250%10/01/12 11/1612004 CAAI .102500 76.500000 50,000.0000 48,917.50 38,250.00-10,667.50 10/01/2012 B- 120075AA4 BUHRMANN US SER 14412,250%11/01/09 10/29/1999 B2 .122500 105.451000 2,000.0000 75,000.00 2,109.02-72,890.99 BUS1209 11/01/2009 B U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Page: 18 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Account# CUSIPk Issue Date Moody Annual %Total Unrealized and Name 'Picker Asset Descrintion and SEDOL Maturity Dale 15 E Income/Unit Price Units Fed Cost Market Value Market Gain / Loss 239753DFO DAYTON HUDSON CORP 5.8950% 6/15/37 06/15/1997 A3 .058950 281.932000 100.0000 1,000.00 281.93 -718.07 06/15/2037 A- 805844AC1 SBARROINC 11.0000% 9/15109 03/15/2000 CAAI .110000 101.000000 1,500.0000 25,500.00 1,515.00 -23,985.00 SH 1109A 09/15/2009 CCC+ 90338RAA2 US UNWIR17D INC 13.375% 11/01/09 10/29/1999 CAAI .133750 104.223000 100.0000 1,000.00 104.22 -895.78 11/01/2009 CCC+ Total For Asset Type: CORPORATE BONDS AND NOTES S151,417.50 $42,260.18 .00 % 4109,157.33 CORPORATE CONVERTIBLE BONDS 100578AC7 BOSTON CHICKEN INC 7.750% 5/01/04 04/28/1997 CA .077500 .000000 123,0000 .00 .00 .00 BC17704 05/01/2004 N/R 255519AA8 DIXIE GROUP INC 7.000% 5/15/12 05/27/1987 B3 .070000 93,250000 1,500.0000 1,350.00 1,398.75 48.75 DG17012 05/15/2012 B- Total For Asset Type: CORPORATE CONVERTIBLE BONDS $1,350.00 $1,398.75 .00% $48.75 DOMESTIC COMMON STOCKS COMMON STOCK 035229103 ANHEUSER BUSCH COS INC L180000 48.150000 290.0000 16,878.00 13,963.50 -2,914.50 BUD A+ 260543103 DOW C1117M CO 1.500000 34.580000 6,0078 101.34 207.75 106.41 DOW B 30231G102 EXXON MOBIL CORP 1.280000 67.740000 1,0000 1.00 67.74 66.74 XOM A- 33763V 109 FIRSTAR CORP REF 902973304 1.320000 32.000000 100.0000 1,700.00 3,200.00 1,500.00 N/R 369604103 GENERAL ELEC CO 1.000000 32.690000 402.0000 14,882.98 13,141.38 -L741.60 GE A+ 40636XI05 HALLWOOD ENERGY CORP DEL .000000 12.480000 100.0000 1,000.00 1,248.00 248.00 HECO N/R 459200101 INTERNATIONAL BUSINESS MACHINES CO 1.200000 77.410000 88.0000 3,784.00 6,812.08 3,028.08 IBM A 46588HI05 1 VILLAGE INC .000000 8.500000 100,0000 1,000.00 850.00 -150.00 IV1L N/R 538021106 LITTON INDS INC .000000 80.030000 100.0000 1,000.00 8,003.00 7.003.00 LIT B 574599106 MASCO CORP .880000 26.730000 167.0000 144.06 4,463.91 4,319.85 MAS A- 63934E108 NAVISTAR INTL CORP .000000 22.360000 1,000.0000 25,000.00 22,360.00 -2,640.00 NAV C 653520106 NIAGARA MOHAWK HLDGS REF 636274 .000000 18.890000 100.0000 1,225.00 1,889.00 664.00 C m m m 0 0 0 0 i m 0 m m! 0 m m m m m m m !� m A U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Name Ticker Asset Description and SF.DOL 694058108 PACIFIC CENTY FINL REF 062540109 740189105 PRECISION CASTPARTS CORP PCP 820286102 SHAW INDS INC MERGED 90052737 XX CORP COM STOCK 90055872 TEST FOR CAPS NC ISSUE DOMESTIC PREFERRED STOCKS PREFERRED STOCKS 40636X204 HALLWOOD ENERGY CORP DEL FOREIGN STOCKS FOREIGN COMMON STOCK 752805101 RANGER OII- LTD RGO 902124106 TYCO INTL LTD TYC 93114 W206 WAL MART DE MEXICO ADR B SHS INSURANCE ANNUITIES 70000505 AID ASSOC FOR LUTHERAN ANNU9034845 NON -LIFE INSURANCE POLICIES •000005511 AETNA-P&G BASIC GRP LIFE 4320561 NON -TERM LIFE INS POLICIES 991023052 AMERICAN NATIONAL LIFE INS CO 991020800 Page: 19 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Date Moody Annual %Total Unrealized Maturiry Date S&P Income/Unit Price In& Fed Cost Market Value Market Gain / Lass .720000 49.330000 10000000 100.00 4,933.00 4,833.00 B+ .120000 59,650000 200.0000 1,000.00 11,930.00 10,930.00 B .200000 19.000000 1,000.0000 20,000.00 19,000.00 -1,000.00 B .000000 .000000 44.7225 6,448.04 .00 -6,448.04 .000000 9.940000 34.5000 1,380.00 342.93 -1,037a7 Total For Asset Type: COMMON STOCK $95,644.42 $112,412.29 .01 % $16,767.87 L000000 10.820000 103,1250 1,025.00 1,115.81 90.81 N/A Total For Asset Type: PREFERRED STOCKS $1,025.00 $1,115.81 .00% $90.81 .000000 5.375000 100,0000 1,000.00 537.50 -462.50 B- .400000 26.090000 938.4000 20,000.00 24,482.86 4,482.86 B .058000 2.650000 100.0000 1,000.00 265.00 -735.00 Total For Asset Type: FOREIGN COMMON STOCK $22,000.00 $25,285.36 .00% S3,285.36 .0000004,004.220000 1.0000 666.66 4,004.22 3,337.56 Total For Asset Type: ANNUITIES $666.66 $4,004.22 .00% S3,337.56 .000000 .000000 1.0000 777.77 .00 -777.77 Total For Asset'rype: NON -LIFE INSURANCE POLICIES $777.77 $0.00 .00% 4777.77 .000000 .000015 1,0000 888.88 .00 -888.88 Total For Asset Type: NON -TERM LIFE INS POLICIES $888.88 $0.00 .00% -$888.88 U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 20 of 25 Print Date: 08/09/2006 at 12:34:51 pro Senle Dated As OF. 07/31/2006 Accountb CUSIPN Issue Date Moody Annual %Total Unrealized and Name 'Picker Asset lescrintion and ti '. y . Maturity Date ; E Income/Unit Price Ihits Fed -Cost Market Value Market Gain / Loss TERM LIFE INSURANCE POLICIES 05154006063 NY LIC 913167432 .000000 .000000 1.0000 555.55 00 -555.55 Total For Asset Type: 'PERM LIFE INSURANCE POLICIES $555.55 $0.00 .00% -S555.55 MISCELLANEOUS ASSETS INTANGIBLE MEMO ITEMS 544996952 LOSANTIVILLE CLUB CO LDTR CTF .230400 .000000 100.0000 100.00 .00 -100.00 Total For Asset Type: INTANGIBLE MEMO ITEMS SI00.00 $0.00 .00% -$100.00 NON -REAL ESTATE PARTN ERSIIP/LLC 70099202 PARKER & PARSLEY LTD PTSHP 83-13 .000000 177.830000 1,000.0000 200,000.00 177,830.00 -22,170.00 Total For AssetType: NON -REAL ESTATE PARTNERSHP/LLC $200,000.00 $177,830.00 .02% 422,170.00 OTHER TANGIBLE ASSETS 560992950 MAKETEWAH CTRY CLUB LD TR CTFS .300000 100.000000 100,0000 100.00 10,000.00 9,900.00 560995953 MAKETEWAH RLTY CO LD TR C'ITS .300000 250000000 100.0000 10000 25,000.00 24,900.00 991052994 LOSANTIVILLE CNTRY CLB CINCINNATI O .000000 250.000000 100.0000 100.00 25,000.00 24,900.00 Total For Asset Type: OTHER TANGIBLE ASSETS S300.00 $60,000.00 .01% $59,700.00 WORTHLESS SECURITIES 501126106 KRUPP INSD PLUS III LP .000000 .000000 100.0000 1,000.00 .00 -1,000.00 N/A Total For Asset Type: WORTHLESS SECURITIES $1,000.00 $0.00 .00% -$0000.00 MUNICIPAL OBLIGATIONS MUNI BDS-FIXED NON TAXABLE 004284XD2 ACALANES CA UN HIGH 4.000% 8/01/18 04/06/2004 AAA .040000 97.577000 5,000.0000 4,921.60 4,878.85 -42.75 08/01/2018 AAA 6063002C4 MISSOURI WTR 6.000% 8/01/01 08/01/1996 N/A .060000 100,000000 25,000.0000 24,835.95 25,000.00 164.05 08/01/2001 N/A 6063002.19 MISSOURI WTR 5.200% 9/01/07 08/01/1996 AAA .052000 100,000000 100,000.0000 94,835.95 100,000.00 5,164.05 08/01/2007 AAA 6063002M2 MISSOURI WTR 5.600% 8/01/10 08/01/1996 AAA 056000 100.000000 5,000.0000 4,989.06 5,000.00 10.94 08/01/2010 AAA 6063002T7 MISSOURI W-rR 5.500% 8/01/16 08/01/1996 AAA .055000 100.000000 5,0000000 4,483.59 5,000.00 516.41 08/01/2016 AAA m 0 m® m 0 0 0 m 0 w m a 0 m r m= m= 0 0 0 m r m m 0 m m m m 0 a m m m m m m m m U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Page: 21 of 25 Print Date: 08/09/2006 at 12:34:51 pat Settle Dated As Of. 07/31/2006 Account# CUSIPA Issue Dale Moody Annual %Total Unrealized and Name Ticker Asset Description and SED42L Maturity Date S.&E Income/Unit Price flail, Fed Cost Market Value Market Gain / Loss MINOR76 MINOR76-FUTURE STATE 7.000% 4/20/20 04/21/1997 .070000 97.000000 9000.0000 9,000.00 8,730.00 -270.00 04/20/2020 MINOR981 MUNI BD/MNR98/ST UNK 6.0000% 2/01/11 04/21/1997 .060000 108,548000 5.000.0000 5,000.00 5,427.40 427.40 02/01/2011 Total For Asset Typc: MUNI RDS-FIXED NON TAXABLE $148,066.15 $154,036.25 .U2'% $5,970.10 MUTUAL FUNDS MUTUAL FUNDS - EQUITY' 316389204 FIDELITY GROWTB & INCOME PORT 927 .380000 34.160000 203.7320 9,170.83 6,959.49 -2,211.34 FGRIX N/A 471023879 JANUS BALANCED FUND .416000 22.630000 333.0920 4,433.46 7,537.87 3,104.41 JABAX 999555998 TEST OF FIRSTAR FUNDS - 22 MONEY MK .000000 100.000000 100.0000 100.00 10,000.00 9,900.00 FUNDTESTI Total For Asset Typc: MUTUAL FUNDS - EQUITY $13,704.29 $24,497.36 .00% $10,793.07 MUTUAL FUNDS/MONEY MARKETS 876924200 FEDERATED T/F INSTRUMENTS FUND 029 .010300 1.000000 103.8400 103.84 103.84 .00 N/A Total For Asset Type: MUTUA I. FUNDS/MON EY MARKETS $103.84 $103.84 .00% $0.00 MUTUAL FUNDS -FIXED NONTAXABLE 313910101 FEDERATED MUN OPPOR FD INC CL F 931 .495000 9.920000 99.0470 1,039.99 982.55 -57.44 FHTFX N/A 318929841 FIRST AMER TAX FREE FUND CL Y .498000 10.950000 111.0030 1,201.50 1,215.48 13.98 FYN'rX Total For Asset Type: MUTUAL FUNDS -FIXED NONTAXABLE $2,241.49 $2,198.03 .00% -$43.46 MUTUAL FUNDS -FIXED TAXABLE 314184102 FEDERATED G N M A TRUST 916 INSTL Sit .545000 10.670000 119.9770 1,345.96 1,280.15 -65.81 FGNIAX N/A 318941218 FIRST AMER US GOVT MORTGAGE FD CL Y .500000 10.290000 .9660 10.14 9.94 -.20 ARGTX Total For Asset Type: MUTUALFIINDS-FIXEDTAXABLE $1,356.10 $1,290.09 .00% -$66.01 UIT NON-TAXABLE 24241 U409 DEAN WI'ITER SEL MUNI NATI. SER 90 .000000 354.780000 100.0000 38,169.00 35,478.00 -2,691.00 N/A 626238471 MUNICIPAL INV TR FD SER 150 MO .000000 4.000000 90.0000 315.00 360.00 45.00 Total For Asset Type: UIT NON-TAXABLE S38,484.00 $35,838.00 .00% -$2,646.00 NOTES,MORTGAG ES,AND CONTRACTS GIC/GAC U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Name 'Picker Asset Description and SF.DOL 6176699A6 MORLEYS FIRSTAR INSTL GIC 92754568 90056459 MONUMENTAL LF 7.140% 00144TR-5 R/E MORTGAGES DEED OF'TRUSP U71000589 MICHAEL WOLFE NT/DT 8.0% 11 11/01/98 REAL ESTATE INVESTMENT REAL ESTATE 7473119A8 QUAIL CREEK CTRY CLUB CTF #1062 991053018 LOUISVILLE CNTRY CLUB LOUISVILLE K 9T3143730 160 & A PT SEC 16 HARPER CO KS 9T3143748 160 & A PT SEC 17 HARPER CO KS 9T3143755 160A PT SEC 8 HARPER CO KS 9T3143763 160A PT SEC 12 HARPER CO KS 9l'3143771 320A PT SEC 2 HARPER CO KS 9T3143789 440A PT SEC 9 HARPER CO KS 9T3144704 20A PT SEC 9 HARPER CO KS 9T3145743 R LOT 19,GREEN FIFTH ADDITION 91'3150735 C-211 KLO'IYER, CINTI, OH 9T3158787 HILLSIDE APARTMENTS ALTOONA WI 9T3163753 C-101 & 105 E. NORTH ST, C.O. 9T3168737 11616 W GREENFIELD AVE WEST ALLIS W Page: 22 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Date Moody Annual % Total Unrealized Maturity Date a& Income/Unit Price Lail, most Market Value Market Gain / Lass .000000 100.000000 100.0000 1,000.00 100.00 -900.00 .071400 100,000000 1,0000 999.99 1.00 -999.99 09/09/2099 Total For Asset Type: GIC/CAC $1,999.99 $101.00 .00% -$1,898.99 .080000 100.000000 7,779.0000 7,779.00 7,779.00 .00 11/01/1998 Total For Asset'rype: R/E MORTGAGES DEED OF TRUST S7,779.00 $7,779.00 .00 % $0.00 .000000 0,750.000000 100.0000 100.00 2,075,000.00 2,074,900.00 .000000 1,000000 100.0000 100.00 100.00 .00 .000000 1,470.000000 1000000 100.00 11,147,000.00 11, 146,900.00 .000000 2,450 000000 100.0000 100.00 7,245,000.00 7,244,900.00 .0000000,190.000000 100.0000 100.00 7,019,000.00 7,018,900.00 .0000003,380.000000 100.0000 100.00 7,338,000.00 7,337,900.00 .000000 4,330.000000 100.0000 100.00 16,433,000.00 16,432,900.00 .0000003,360.000000 100.0000 100.00 16,336,000.00 16,335,900.00 .000000 2,240.000000 100.0000 100.00 4,224,000.00 4,223,900.00 0000006,000.000000 100.0000 100.00 17,600,000.00 17,599,900.00 .000000 3,900.000000 100 0000 100.00 7,390,000.00 7,389,900 00 .000000 1.000000 100.0000 100.00 100.00 .00 .0000008,619.000000 100.0000 100.00 27,861,900.00 27,861,800.00 '000000 0,000 000000 100.0000 100.00 126,000,000.00 125,999,900.00 ■� w iw wi w w� [w iw w w w r� w w w w w w wi w U.S. Bank TrustNow Essentials Holdings Report - Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Name Ticker Asset Descrintion and SF'. l0 9T3170741 . 1/21NT. IN 120 ACRES WAYNE CO. IA 9T3171723 C-20%INT CUNARD VILLAGE CONDOS 9T3182795 C-8990 WINTON RD, CINTI, Oil 9'1'3183777 C-604 GREENUP ST., COVING'I'ON, KY 9T3184734 80 ACRE PARCEL; TAYLOR COUNTY, WI 9T3I84742 1 116 SANDSTONE DR 9102; VAIL, CO T30018641 CLEV CC&SL RRGR LOT I I ISRAEL LUDLO T30018 T31 165714 C-210 E WATER ST TROY OH TR I & 11 T31165714 T31166712 C-301 E WATER ST TROY OH'I'RI T31166712 T31167710 C-27 N MULBERRY ST TROY OH TR I & II T31167710 T31265712 4716 SR 49 SOUTH SHERWOOD FOREST U49004911 RENTAL PROPERTY LOCATED AT U49005751 RENTAL PROPERTY LOCATED IN IOWA C U49006056 RE a 3835 LOCUST RIDGE, N. LIBERTY U60021695 JENNINGS LAND TRUST U60021737 ROCK RVR BLDG LD TR U60021745 DARLANE DAVIS LD TR U60021802 WORKMAN 13-96 U66004968 LOTS 46, 47, 48, 49, & 66 RESIDENTIAL. REAL ESTATE Page: 23 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Issue Date Moody Annual %Total Unrealized Maturity Dale S&P Income/Unit Yrice Units Fed Cost Markel Value Market Gain / Loss .0000000.000.000000 100.0000 100.00 6,000,000.00 5,999,900.00 20,400.0000005,402,870000 100.0000 100.00 31,540,287.00 31,540,187.00 28,239.6000000,000.000000 100,0000 100.00 30,000,000.00 29,999,900.00 5,700.000000 8,974.500000 100,0000 100.00 17,897,450.00 17,897,350.00 .000000 5,000000000 100,0000 100.00 12,500,000.00 12,499,900.00 .000000 9,000.000000 100.0000 100.00 14,900,000.00 14,899,900.00 .000000 1.000000 100,0000 100.00 100.00 .00 .000000 5,087.130000 100.0000 100.00 508,713.00 508,613.00 .000000 8,819.870000 100.0000 100.00 1,881,987.00 1,881,887.00 .000000 1,600.000000 100.0000 100.00 160,000.00 159,900.00 .0000006.523.000000 100.0000 100.00 208,652,300.00 208,652,200.00 60,000.000000 7,500,000000 100.0000 100.00 10,750,000.00 10,749,900.00 7,920.000000 6.000,000000 100.0000 100.00 13,600,000.00 13,599,900.00 000000 $,000O110000 100.0000 10000 19,500,000 00 19,499,900,00 000000 .000000 100.0000 .100.00 .00 -100.00 .000000 .000000 100.0000 100.00 .00 -100.00 .000000 .000000 100.0000 100.00 .00 -100.00 .000000 1.000000 100.0000 100.00 100.00 .00 .0000003,150.000000 100,0000 100.00 315,000.00 314,900.00 Total For Assel Type: INVESTMENT REAL ESTATE $3,300.00 $618,875,037.00 64.98% $618,871,737.00 U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Page: 24 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 Account# CUSIP# Issue Date Moody Annual %Total Unrealized and Name 'Picker Asset Description and SE O . Maturity Dale SAL Income/Unit Edu Units Fed Cost Market Value Market Gain / Loss T31159717 R-5220 N. HARBOR VILLAGE DR. .0000003996.910000 1000000 100.00 25,399,691.00 25,399,591.00 T31159717 T31160715 R-1737 EAST MCMILLAN CINTI OH 45206 .000000 1.000000 - 100.0000 100.00 100.00 .00 T31160715 '1'31161713 R-231 CLINTON SPRINGS CIN'I'I OH 45217 0000005,000.000000 100.0000 100.00 14,500,000.00 14,499,900.00 1'31161713 T31163719 R'9696 CARRIAGE RUN CTLOVELAND OH .0000000,000,000000 100.0000 100.00 35,000,000.00 34,999,900.00 T31164717 R-I 110 SUMMIT AVE TROY Oil TR I & If 000000 5,000.000000 1000000 100.00 10,500,000.00 10,499,900.00 T31164717 . T31171712 R-4560 GULF SHORE BLVD N, 4153 .000000 5,17 1.000000 100,0000 100.00 38,517,100.00 38,517,000.00 T31172710 R-109 RIVERS LANE, WINONA, MN .0000005,000.000000 100.0000 100.00 18,500,000.00 18,499,900.00 T31173718 C-1385 TENNESSEE AVE., CINTL OH .0000000,000.000000 100.0000 100.00 41,000,000.00 40,999,90000 T31174716 R-8505 FOX CUB LN., CINTI, Oil .0000000,000.000000 100.0000 100.00 80,000,000.00 79,999,900.00 T31176711 5 N. MAIN ST NORTH STAR Oki .000000 7,500.000000 100.0000 100.00 3,750,000.00 3,749,900.00 T31403727 R 1829 S LEMON ST SIOUX CITY IA 0000004,200 000000 100.0000 100.00 8,420,000.00 8,419,900.00 Total For Asset Type: RESIDENTIAL REAL ESTATE $1,100.00 $275,586,891.00 28.94% $275,585,791.00 US TREAS & AGENCY OBLIGATIONS GNMA/FNMA/FIILMC POOLS 3 137 1 K417 F N M A 4254725 5.000 % 5/01/33 04/01/2003 N/A .050000 95.107000 3,200,0000000 .00 3,043,424.00 3,043,424.00 254725A 05/01/2033 N/A 36210GHF4 G N M A 1 14491730 6,000% 8/20/29 09/01/1999 N/A .060000 100.102000 1,000,000.0000 .00 1,001,020.00 1,001,020.00 491730C 08/20/2029 N/A 36291 D7M9 G N M A #625600 6.000% 12/15/18 12/01/2003 N/A .060000 101,372000 1,000,000.0000 .00 1,013,720.00 1,013,720.00 62560OX 12/15/2018 N/A Total For Asset Type: GNMA/FNMA/FIILMC POOLS $0.00 $5,058,164.00 .53% $5,058,164.00 REMICS AND OTIIER GOVT PAVDOWNS 31339WLU8 F H L M C MLTCL M'FG 5.500% 3/15/17 03/01/2002 N/A .055000 99,602000 24,999.0200 1.00 24,899.52 24,898.52 03/15/2017 N/A Total For Asset Type: REM ICS AND OTHER GOVTPAYDOWNS $1.00 $24,899.52 .00% $24,898452 US TREASURY BONDS & NOTES 912803AL7 U S TREAS STRIPPED 5/15/17 05/15/1987 AAA .000000 58.081000 250,000,0000 .00 145,202.50 145,202.50 05/15/2017 AAA 1 Funds can trade on a same -day and late -day basis. Currently, there are many funds that are late -day eligible traded on our platform. U.S. Bank has the ability to work with any fund family provided they meet the following requirements: ■ The ability to trade same -day, late -day and execute an agreement to do so, ■ And is available on the Fidelity NFS platform. The table below highlights the standards set by U.S. Bank for income processing. .• of Income Type Standard Closed -End Mutual Fund Closed -end (market -traded) 99% posted on payable Income mutual funds date Domestic Dividend Income Domestic (U.S.-issued) 99% posted on payable equities and UITs (unit date investment trusts ADR Dividend Income ADRs (American Depository 98.5% posted on or Receipts for foreign -issued before payable date + 1 equities) Pay -down Income- FNMA, FHLMC, GNMA I & II 99% posted on payable Gov't Pools mortgage -backed securities date Pay -down Income- CMO, REMIC and other 95% posted on or CMO/REMIC mortgage -or asset -backed before payable date + 1 corporate issues Bond Interest- Municipal and corporate bonds; 98.5% posted on Fixed and Variable Rates U.S. treasury obligations; payable date SLUGS; medium term notes; SBA Loan Certificates; State of Israel bonds Miscellaneous Social security, Veterans 99% posted within 24 Entitlements Administration and pension hours upon receipt of benefits; annuity payments; funds or notification limited partnership distributions; income on closely held securities; CD and savings bond interest, rent payments, mineral, oil & gas royalties Global Custody Income Global securities held through a 90% posted on payable network of global sub- date custodians Proposal for the City of Fort Collins, Colorado I Page 10 M M M r 0 M r M M M M w w M M M M= M U.S. Bank TrustNow Essentials Holdings Report- Detail, With Totals By Account, Asset Class, CUSIP Account# CUSIP# and Name 'Picker Asset Description and SF.DOI. 912803AY9 U S TREAS BD STRIP 11/15/21 Issue Date Moody Annual Maturity Date •� Income/Unit Price llnils 11/16/1991 N/A .000000 45.347000 100,000.0000 11/15/2021 AAA Total For Asset Type: US TREASURY BONDS & NOTES Total Investments: Total Principal Cash: Total Principal Value: Total Income: Total Account Value For: TCIFA ***** End Of Report ***** Page: 25 of 25 Print Date: 08/09/2006 at 12:34:51 pm Settle Dated As Of: 07/31/2006 %Total Fed Cost Market Value Market Unrealized Cain / Loss .00 45,347.00 45,347.00 $0.00 $190,549.50 .02% $190,549.50 $52,123,698.67 $952,428,895.88 100.00% $900,305,197.21 $.00 $952,428,895.88 $102,259.44 $952,531,155.32 .I 6. Immediate Instruction Execution Provider will be required to act promptly on all instructions given by authorized representatives of the City through mutually agreed upon procedures. There is no requirement for the Provider to verify the validity of the transaction, or compliance of that transaction, with state statute or City policy. Please describe Provider's policy and limitations on this issue. U.S. Bank routinely works with each client to implement the most convenient method of sending and receiving trade settlement instructions. The City will have a primary contact within U.S. Bank Trade Services who will receive and process all instructions. Whatever procedures are agreed upon will be noted on the account and adhered to until changes are otherwise agreed to by the City. We fully expect to be able to meet or exceed the City's internal procedures or requirements. Proposal for the City of Fort Collins, Colorado I Page 11 I C. Institutional Profile Data 1. Brief History and Service Statement a. The Proposal should state a brief history of the Provider institution and developmentof its custodial division(s) which indicates the scope of service, philosophy as a public depository, and key dates of implementation and enhancementto its custodial services. Our roots in Colorado go back to the 1800s with Colorado National Bank. U.S. Bank is proud to be the successor of such an important financial institution in the state of Colorado. We boast a high retention of both clients and employees from our acquisition of Colorado National Bank. U.S. Bank Institutional Trust & Custody is a business unit of U.S. Bancorp, a diversified, NYSE -listed, Fortune 500 financial services company headquartered in Minneapolis, Minn. The following overview highlights the bank's history, organizational structure and development. Top -Ranked Bank U.S. Bank is currently the fifth -largest bank in the United States, with $321 billion in assets and 3,000 banking offices in 25 states. U.S. Bank is a company with a distinguished tradition, having provided trust services since the early 1900s. According to a survey of institutional investors published in a recent edition of Barron's, U.S. Bank is the second most respected banking company in the United States. This listing comes on the heels of Fortune magazine ranking U.S. Bank as the second-best company in the world when it comes to return on revenue. Comprehensive Product Offering U.S. Bank is organized into the following four major business lines: Wealth Management, of which Institutional Trust & Custody is a dedicated component; Consumer Banking; Wholesale Banking; and Payment Services. Each business line delivers a comprehensive suite of financial products designed to meet the needs of its target market. Many U.S. Bank Institutional Trust & Custody clients have benefited from this product breadth, broadening their U.S. Bank relationship across divisions to include such financial services as business banking, workplace banking and corporate payment systems. Dedicated Unit U.S. Bank Institutional Trust & Custody was formed to exclusively serve the unique needs of institutional entities. We provide comprehensive services, including fiduciary, custodial, securities lending, investment management and benefit payment processing to corporations, endowments, foundations, insurance companies, Taft -Hartley plans, government and public entities, and registered investment advisors. U.S. Bank Institutional Trust & Custody has more than 3,000 clients with assets approximately $800 billion. Proposal for the City of Fort Collins, Colorado I Page 12 U.S. Bank Institutional Trust & Custody Organizational Chart The following is a brief history of the development of U.S. Bank Institutional Trust & Custody's success: r r Began providing trust services r Began providing investment management services r • Began providing defined contribution and recondkeeping services r • Began providing pension payments services r SEI relationship established • Trust accounting enhancements made(quarterly) t r Introduced our Global Custody services • Began to offer master trust unitized accounting " r • Began providing domestic securities lending • Introduced online access to information • Began providing performance measurement analytics • Offered daily valuation of participant accounts • Developed interfaces with accounting software vendors oil Enhanced our Web -based client applications • Introduced Commission Recapture • Established trade interfaces • Introduced straight -through processing b. Describe the Provider's commitment to the custodial services business. As many banks leave the trust and custody market segment, it is important to note that Institutional Trust & Custody is a vital and supported component to the continued growth of U.S. Bank. Furthermore, U.S. Bank Institutional Trust & Custody employs multiple sales professionals across the country solely dedicated to increasing assets under custody. Very few banks can make this claim; fewer still embrace this marketplace as one for growth. Proposal for the City of Fort Collins, Colorado I Page 13 W� Further underscoring our commitment and senior management's desire to support Institutional Trust & Custody, over the past few years, U.S. Bank purchased the corporate trust and institutional custody business from other banks exiting the custody business. During the past four years, while the markets have been in turmoil and our competitors have struggled with profitability and overwhelmed with huge integrations, U.S. Bank has maintained our employee base, grown organically and invested in technology. The IT&C division is fully staffed and the City would be serviced by a Colorado based client service team and furnished access to our robust online reporting systems. 2. Financial Information a. The City requires a Provider that is fiscally strong and able to provide these custodial services on an uninterrupted basis. Foremost in any system must be safety of assets and ■ accuracy of information with provision for an adequate audit trail. In order to fulfill the City's fiduciary responsibility to protect public funds, all proposals will include, as part of the proposal: (1) audited financial statements for the three most recent fiscal years, U.S. Bancorp Annual Reports from 2010, 2009 and 2008 are included on the CD affixed to the rear ■ cover of this proposal labeled as Appendices 2a, 2b, and 2c respectively. (2) if the Provider is owned by a holding company, financials must also be provided for the holding company, and U.S. Bancorp Annual Reports from 2010, 2009 and 2008 are included on the CD affixed to the rear cover of this proposal labeled as Appendices 2a, 2b, and 2c respectively. (3) if a bank, the most recent call reports must be supplied. ■ The call report is included in the 10-K provided with the 2010, 2009 and 2008 Annual Reports. b. Please provide a statement regarding any recent or anticipated merger, acquisition, or charter change affecting the Provider. There are no pending mergers, acquisitions or charter changes that would impact the Bank's ability to service the City's account. We continue to make strategic acquisitions to expand our trust operations and solidify our ongoing commitment to this market, as demonstrated by more recent ' acquisitions: ■ January 2011: First Community Bank (New Mexico) ■ January 201 1: Bank of America's Securitized Trust Administration division ■ August 2010: F.N.B. Corporation's corporate trust administration business ■ April 2010: Park National Bank's trust and custody business ■ October 2009: First Citizen's Bank's bond trustee business ■ April 2009: AmeriSery Financial, Inc.'s corporate trust bond business ■ November 2009: Downey Savings & Loan Association, F.A. and PFF Bank & Trust Proposal for the City of Fort Collins, Colorado I Page 14 usbank.com us 0 Just like the first time we responded to the City's RFP for custody services, we consider custody a core business, remain committed to growing business in the Colorado market and would consider the City of Fort Collins a key account in the local office. This focus allows us to provide a superior customer experience. The responses provided are succinct, in the presented order and all the requested attachments and appendices are provided on the CD affixed to the rear cover of our response. We propose to provide all services and requirements as detailed in the RFP and look forward to participating in your RFP process. Thank you for allowing U.S. Bank the opportunity to earn your business, we hope to have ongoing dialogue. If you have any questions about our submission please contact Rodney Skidmore via phone or email. Sincerely, Rodney Skidmore Vice President 950 Seventeenth St Denver CO 80202 Tel: 866.650.4122 Email: rodney.skidmore@usbank.com All of ® serving you- c. If the potential Provider is a bank, the City requires a minimum of a "green" VERIBANC rating. Please state your current VERIBANC rating and any other ratings of note. Banks that do not meet the minimum criteria but desire to submit a proposal must include a written Justification for Consideration. A written Justification for Consideration does not obligate the selection committee to consider the proposal of a bank that does not meet the minimum criteria. U.S. Bank for the second quarter 201 1 was rated green with VERIBANC. (Please review the Veribanc report provided as Appendix 3). We agree with the City that being a financially strong is important to our clients. We are also proud to share with the City what other financial rating institutions have to say about U.S. Bank. Quarter after quarter we maintain industry -leading numbers for a variety of metrics measuring the strength and stability of financial organizations, including Regulatory Capital Ratios, Performance and debt ratings: Bancorp Capital minimum as of Regulatory Ratios Requirements Tier 1 Capital 11.0% 6.0% Tier 1 Common Equity 8.4% 5.0% Total Risk -Based Capital 13.9% 10.0% Leverage Ratio 9.2% 5.0% Return On Common Equity (ROCE) — Return on Average Assets (ROA) and Efficiency Ratios 2Q 2010 through 2Q 2011 ROCE and ROA Efficiency Ratio and Net Interest Margin 20% 4% 70% 5% 15.9°,6 14.6% 3.90°h 3.91 °% 3.83% 13.7% 3% 60% 3.69% 3.67% 4% A w 10% -2% o � 50% ° 3% f rc V 52.4 /° 51.9% 52.5% 51.6°/. _ ■ w 61.1% 5% 1.26% 1.31 % 1.38% 1.54% 1 % 40% 2% 1.09% 0% 0% 30% 1 % 2010 3010 4Q10 1Q11 2011 2Q10 3010 4Q10 1Q11 2Q11 + Return on Avg Common Equity t Return on Avg Assets t Efficiency Ratio t Net Interest Margin Proposal for the City of Fort Collins, Colorado I Page 15 ■ U.S. Bank provides you with its current short and long term credit rating in the table below. These figures are the most current figures available, dated June 2011. ... DBIRS Ratings Outlook Negative Stable Stable Stable Current Ratings: U.S. Bancorp Individual A/B Sr. Debt & MTNs Aa3 A+ AA- AA AA Subordinated Debt Al A A+ AA low Preferred Stock A3 BBB+ A A Short-term Debt F1+ R-1 middle Commercial Paper P-1 A-1 F1+ R-1 middle U.S. Bank National Association L-T Deposits Aa2 AA- AA AA (high) S-T Deposits P-1 A-1+ F1+ R-1 (high) Subordinated Debt Aa3 A+ A+ AA Senior Unsecured Debt Aa2 AA- AA- AA (high) Bank Note Program Aa2/P-1 AA-/A-1+ AA-/F1+ AA (high) Commercial Paper I P-1 A-1+ F1+ R-1 (high) ' 3. Organization a. Briefly describe your organization and its institutional custody division(s). Describe the structure of the organization with core businesses, locations and services. U.S. Bancorp is a publicly traded company with more than 62.000 employees enterprise -wide. More than 450 professionals located in 30 states are dedicated to servicing custody clients for U.S. Bank Institutional Trust & Custody. Please refer to the following table for a detailed breakdown of the number of professionals by service role. The City's local service office will be in the Denver. Colorado trust office. Note on Figures: Table excludes hundreds of other personnel who work across the entire enterprise's five business lines but are not exclusively dedicated to trust and custody or affiliated services, e.g.: IT staff, risk management, compliance, internal auditing staff, sales support, marketing, securities lending, human resources and other supporting positions. Proposal for the City of Fort Collins, Colorado I Page 16 1 U.S. Bank Institutional Trust & Custody is headquartered in Minneapolis, Minnesota. with sales and operations offices located across more than 30 offices nationwide. The map below depicts U.S. Bank Institutional Trust & Custody locations: osCA ngham, CA St. Paul, L osAngeles, St. Louis,, MO San Francisco, CA Charlotte, NC Denver, CO Winston Salem, NC I Wilmington, DE Morristown, NJ ,( r Jedar RapidRapid FL Cincinnati, OH 1 11 Cedar Rapids, W Portland, OR Des W Philadelphia, PA Dubuque,que, A Salt Lake City, to Raiser ID Richmond, VA Naperville, IL SeatMadison, , SinW Kanngfield,sas City IL Madison, WI Kansas MN KS Milwaukee. WI Duluth, MN Cheyenne, WY Minneapolis, MN Washington, D.C. * U.S. Bank Institutional Trust & Custody oUiro locations(30) b. Briefly describe your institutional custody service capabilities and what capabilities set you apart from other providers. U.S. Bank offers the state-of-the-art custody services of a large bank, while tailoring these services to fit your needs. We are pleased to provide the following trustee and custody services to our clients: ■ Securities Transaction Management ■ Asset Safekeeping ■ ■ Income Collection ■ Proxy Management ■ Corporate Actions ■ Consolidated Statements ■ Accounting and Reporting ■ Online Reporting ■ Cash Management ■ Asset Pricing ■ Securities Lending ■ Performance Measurement ■ Global Custody and Safekeeping ■ Benefit Payments Commission Recapture Proposal for the City of Fort Collins, Colorado I Page 17 c. Provide an organizational charts howing the operating interrelationships and authorities within the Provider's entire organization. U.S. Bank Institutional Trust & Custody Organizational Chart d. How many professional staff are devoted exclusively to institutional custodial services? More than 450 professionals work for U.S. Bank Institutional Trust & Custody. For the breakout by position, please see the response to 3a. above. e. Are accounts administered by teams or individually? U.S. Bank Institutional Trust & Custody provides a client -centric philosophy to account administration. We assign each client a dedicated Relationship Manager and Account Manager in close proximity to our clients. Your Relationship Manager, Sharon Gelo-Nelson, based in Denver, is responsible for the overall satisfaction of the City's custodial services. Sharon, a 20-year veteran of the bank, works with an Account Manager and team of other client service staff to ensure the City's needs are met. f. Comment on the personnel turnover you have experienced in the last year in the division. Turnover in Institutional Trust & Custody historically stands at less than 5 percent. 4. Client Base and Trust Assets a. Please state the total of all assets held in custody by the Provider and the number of trust or custodial clients (and average size) currently served. Provide a breakdown of ourclient base in the categories of personal and institutional accounts, both globally and domestically. U.S. Bank Institutional Trust & Custody custodies nearly $800 billion in assets for 3,058 clients. The average size of our clients is $261.5 million. We serve clients in a multitude of industries such as public entities, corporations and financial institutions. Proposal for the City of Fort Collins, Colorado I Page 18 1 b. How many public entities are currently served? How many twelve months ago? Provide ten (10) accounts of comparable size (and asset type) to be used for references. List the name, address and phone number of the appropriate contact person to be used for this reference. U.S. Bank Institutional Trust & Custody has 342 public clients, representing $72 billion in assets. As of December 31, 2009, U.S. Bank Institutional Trust & Custody had 313 public clients, representing $48 billion in assets. Client Classification Cor orations/Partnershi s: Number 889 $78 billion Non -Profits: Endowments/Foundations: 510 $22 billion Insurance Entities: 415 $85 billion Public/Governmental Entities: 342 $72 billion Mutual Funds: 212 $421 billion Advisors/Brokers: 172 $40 billion Family Offices: 13 $968 million Financial Institutions: 142 $49 billion Unions/Taft-Hartley: 125 $10 billion Individual Accounts: 73 $1 billion Other classifications: 165 $21 billion Total: 3,058 $799.968 billion Proposal for the City of Fort Collins, Colorado I Page 19 U.S. Bank is sensitive to the time constraints and privacy of our existing clients. If we are selected as a finalist candidate through this RFP response, we will be more than happy to provide additional references of clients who can speak to the service they receive from U.S. Bank Institutional Trust & Custody. Below, we provide the City with three key client references. City of Loveland Contact Alan Krcmank Title Executive Fiscal Advisor Address 500 East Third Street Loveland, CO 80537 Phone 970.962.2625 Email: krcmaa@ci.loveland.co.us OfficeWeld County Treasurer's Contact John Lefebvre, Jr. Title Treasurer Address 1400 N. 17th Avenue Greeley, CO 80631 Phone 970.353.3845 ext 3260 Email: Jlefebvre@co.weld.co.us Adams Contact Pam Mathisen Title Plan Administrator Address 4430 S. Adams County Parkway, Suite C3406 Brighton. CO 80601 Phone 720.523.6289 Email: mathisen adco ov.or Client in our Securities Lendine oro2ram: Wisconsin Compensation Rating Bureau Nancy J. Kierzek Title VP Administrative Services Address 20700 Swenson Drive, Suite100 Waukesha, WI 53186-0905 Phone 262.796.4587 Email: nancy.kierzek@wcrb.org c. How many custodial clients has the Provider gained in the last twelve months? U.S. Bank Institutional Trust & Custody gained 176 clients from 2009 to 2010 with $21.5 billion in assets. Proposal for the City of Fort Collins, Colorado I Page 20 d. How many custodial clients has the Provider lost during the past twelve months? And what percent of your total clients does this represent? For each client lost provide the reason for the termination. During the past twelve months, U.S. Bank Institutional Trust & Custody lost 41 clients. A majority of "lost" clients were due to plan terminations, consolidation of banking relationships, mergers, acquisitions or other factors beyond the control of U.S. Bank. 5. Service Commitment a. Describe your approach to and level of commitment to client service. Include a statement describing the Provider's approach to satisfying the services requirements of the City. What is the Provider's commitment to institutional custody relationships? Please illustrate. The last four years stand out as a unique time in our country's history and provides an opportunity to compare U.S. Bank's approach to that of our competitors. U.S. Bank has grown the number of employees, consistently maintained profitability and increased investment in client facing services including technology. Specifically, U.S. Bank trust and custody division and the Denver office are fully staffed, receiving some of our highest client satisfaction scores and actively pursuing new accounts like the City of Fort Collins. Our roots in Colorado go back to the 1800s with Colorado National Bank. U.S. Bank is proud to be the successor of such an important financial institution in the state of Colorado. We boast a high retention of both clients and employees from our acquisition of Colorado National Bank. Our commitment to assigning your account a Relationship Manager is essential to this advantage. U.S. Bank Relationship Managers are experts in their field, possessing industry -leading experience (an average of 15 years), and are based regionally. This combination of experience and proximity ensures that our clients experience just how much difference a quality, proactive relationship can ■ make. We combine strong partnerships with steadfast service. The goal of our client service will always be to add value to our relationship with the City, reducing the administrative burden of the City's custody program while helping to make the most of the City assets. Time and again, we hear from our clients that it is this approach that makes U.S. Bank stand out. Proposal for the City of Fort Collins, Colorado I Page 21 The City's Dedicated Denver -based Client Service Team The City will be assigned a dedicated, strategically located team based in Denver, Colorado. We believe that a dedicated administrative service team ensures superior client service, guaranteeing the best possible response to the City requests. This team ensures that someone well -versed with the City account will be in the office and available at any time. Sharon Gelo-Nelson, Vice President, Relationship Manager The City's Relationship Manager, Sharon Gelo-Nelson, will serve a strategic role —ensuring an account service structure that is tailored to the City needs — while also having full, bottom -line accountability for the success of the relationship. Key responsibilities include: in Design, update and communicate the City service plan is Coordinate and oversee the relationship, staying current on industry and compliance issues and providing input on best practices ■ Initiate client meetings for administrative, operational or strategic purposes` at a frequency desired by the City in Coordinate with key bank personnel and other internal workgroups, keeping all informed of important developments and issues with the relationship in Assist in resolution of complex, time-consuming or non -routine operational issues Sharon has been with U.S. Bank for more than 20 years, with an additional 8 years of experience in the employee benefits field. Sharon holds a QPA (Qualified Pension Administrator) designation from the American Society of Pension Actuaries. Her educational background includes an associate's degree in Paralegal Studies and in Business Management -Accounting, both from Sullivan College. Sharon is very familiar with the governmental market and has clients similar to the City of Fort Collins. Richard Halstead, Asst. Vice President and Account Manager Richard has been with U.S. Bank since 2002. He has an additional nine years of experience in the employee benefits and plan administration field. As Account Manager, Richard demonstrates strong client focus as he coordinates team efforts to provide investment management, custody and Trust services for individuals, corporations, government entities and non-profit organizations. Richard has experience with securities processing, trading, trust and custody administration, as well as health and welfare administration. His educational background includes an A.A. in computer science from T.H. Pickens Technical School. Richard will be your Account Manager, handling day to day client servicing and working in conjunction with the Relationship Manager, Sharon. He will be responsible for overseeing transaction processing, fiduciary administration, reporting information, and issue resolution and prevention. Responsibilities include: , in Handling your calls outside of routine transactions in Completing annual account review and updating documentation with the City when necessary ■ Monitoring uninvested cash of any amount and resolve overdrafts ■ Coordinating with the City operations areas for customized or standard reporting in Overseeing money manager, legal counsel and investment consultant communication Proposal for the City of Fort Collins, Colorado I Page 22 rkar. Trade Services Specialist The U.S. Bank Trade Services department works directly with Investment Managers, maintaining daily contact with management firms and broker/dealers. The City will be assigned a dedicated team member who will be responsible for contacting each investment manager to communicate items such as: ■ Cash positions ■ Pending trade issues ■ Delivery of securities ■ Settling trades ■ Failing trades ■ Corporate actions The City's client service team will also be supported by technical specialists in key departments such as benefit payment systems, operations, investments and legal & compliance, thus guaranteeing the City receives the highest level of technical expertise and responsiveness. b. How do you monitor customer satisfaction? We place a premium on client satisfaction and encourage the City to use every interaction — scheduled or ad hoc — with Relationship Manager (Sharon Gelo-Nelson) and Account Manager (Richard Halstead) to provide objective feedback on the quality of service it receives. Client satisfaction is continually monitored through six major activities: (1) Relationship Management Advantage (2) Consultative Relationship Review (3) Accelerated Issue Resolution (4) Service Quality Metrics (5) Surveys and (6) Service Level Agreements. (1) Relationship Management Advantage: A dedicated and long -tenured Relationship Manager is critical to our high levels of client satisfaction. Your Relationship Manager, Sharon Gelo-Nelson, will not wait for formal reviews; rather, he will foster an atmosphere of ongoing and proactive communication to ensure any issues are identified before they can have a negative impact on the City's account. (2) Consultative Relationship Review: Sharon will meet with the City on a mutually - agreeable pre -determined basis (e.g., quarterly, semi-annually, annually) to review and assess the overall relationship. In addition to a comprehensive analysis of the relationship, the review includes a series of questions designed to gauge satisfaction levels and identify areas for improvement. (3) Accelerated Issue Resolution: While it is unlikely that issues may occur that Sharon Gelo- Nelson or the Account Manager, Richard, will not be able to immediately address, should they arise, U.S. Bank compliance and risk management policies require that any complaint be resolved within defined timeframes (typically 48 hours or less.) All issues are also tracked by both our compliance team and senior management to ensure speedy and efficient resolution. (4) Service Quality Metrics: U.S. Bank has established industry -leading service standards and measures internal performance against them, with a guarantee designed to ensure quality. Performance measures are aligned annually to ensure compliance. The standards are also flexible, with the option to designate service levels tailored to the unique needs of the client. Additionally, we use a scorecard system that sets benchmarks for each Relationship Manager based on their book of business. The scorecard system incorporates additional benchmarks for compliance with policies and procedures. Relationship Managers are evaluated annually based on these benchmarks, which are a key metric used by senior management for allocating financial resources to the staff. Proposal for the City of Fort Collins, Colorado I Page 23 Furthermore, senior management assesses ethical and compliance -related elements of professional staff when appraising performance. (5) Client Satisfaction Surveys: Client satisfaction surveys are conducted and analyzed quarterly, and provided to clients annually. These surveys, coupled with weekly internal operational meetings, enable clients to communicate opportunities for product development and service enhancement directly to U.S. Bank through their client service team. Our most recent survey results are strong testimony to our high standards of client service: ■ 98% of those surveyed are likely to continue service ■ 98% are satisfied with the service provided by U.S. Bank ■ 97% are satisfied with their Relationship Manager ' (6) Service Level Agreements (SLAB): SLAB govern a range of administrative, operational and process -oriented activities in the "back office." These documents provide guidelines and benchmarks for U.S. Bank units in responding to inquiries, processing of transactions, provision of account data and other actions that impact a client, directly or indirectly. SLAB are monitored continually and revised in accordance with evolving client needs or best practices. SLAB complement the other internal/external auditing and compliance regimes mentioned elsewhere in this document, and play a significant role in our ability to continually meet the highest standards of client service. 6. Training Describe any ongoing educational seminars, user meetings, publications, orothertraining mechanisms you use for keeping clients informed and educated. (Respond on system specific training in Sections: 4.D.15g, 4.D.18e and 4.E.6d.) We will meet with all required employees of the City and provide training in person and free of charge on our user-friendly interfaces and Web -based systems. The City's custody service team is based in Denver and will meet periodically to ensure smooth operation, familiarity and comfort with the day-to-day dealings of the investment portfolios. 7. Outstanding Litigation Identify and describe any litigation or investigations by a regulatory agency or authority or contingent liabilities your company, its officers or its principals, have been involved in within the last three years relative to your custodial service. No significant litigation currently exists with respect to custody services provided by U.S. Bank Institutional Trust & Custody. U.S. Bank is the leading bank subsidiary of U.S. Bancorp, the sixth -largest banking company in the United States. As such, U.S. Bank addresses numerous litigation matters as well as regulatory examinations from various regulators. Unless announced publicly by a regulator, regulatory examinations are confidential. U.S. Bank does not comment on regulatory examinations. U.S. Bank does not comment on any past or pending litigation, unless pending litigation is significant. For additional, publicly available information about U.S. Bancorp and its subsidiaries, please refer to the attached CD for the most recent annual report of U.S. Bancorp. Proposal for the City of Fort Collins, Colorado I Page 24 aaaaa � aaaaa a a a a ED c:j CD O W UQ CD a a a w a 1:D a a a a a a W a a 0aaaaC� CD a. a a0wa a G a a EDa a aaDa�a CD Qa as a a CD U.S. Bank Institutional Trust & Custody Proposal Presented to: CITY OF FORT COLLINS, CO September 26, 2011 Rodney Skidmore Vice President, Business Development Officer Tel: (866) 650-4122 Email: rodney.skidmore@usbank.com Sharon Gelo-Nelson Vice President, Relationship Manager Tel: (303) 585-4571 Email: sharon.gelo-nelson@usbank.com e I D. Required Services 1. Legal Segregation of Securities and Accounts - The City requires that all its assets be legally segregated from all other clients for safety. Describe how this separation will be established and maintained. As a nationally -chartered bank, segregation of client assets is inherent -in our structure. Client assets are kept separate and apart from the assets of U.S. Bank and the assets of other clients pursuant to paragraph (b) (Separation of fiduciary assets) of 12 Code of Federal Regulations Section 9.13 and paragraph (c) (Segregation of fiduciary and general assets) of 12 United States Code Section 92a. This protects client assets from any legal action that may affect the Bank. 2. Account Executive a. To insure smooth implementation and continuation of services, an account executive must be assigned to the City's account to coordinate the account services and expedite the solution of any problem. The account executive will work with the City representative as central coordinators on all matters under the resulting contract. The City expects that all custodial problems and questions can be addressed through this one account executive. Provide the name, title and qualifications of the account executive expected to be assigned to the account. Please state how long the person has been in their current position and the training or experience they have had. Agreed. U.S. Bank successfully converted over 120 account last year with 100% accuracy. One key to our process is the assignment of a team lead. Sharon Gelo-Nelson, QPA, Vice President and Relationship Manager will lead the conversion process for the City and be the City's main point of contact. Sharon has been with U.S. Bank for more than 20 years, with an additional 8 years of experience in the employee benefits field. Sharon holds a QPA (Qualified Pension Administrator) designation from the American Society of Pension Actuaries. Her educational background includes an associate's degree in Paralegal Studies and in Business Management -Accounting, both from Sullivan College. Sharon is very familiar with the governmental market and has clients similar to the City of Fort Collins. b. How many accounts are assigned to the executive? Typically how many accounts are assigned to each account representative? On average, each Relationship Management team within the custody area is assigned 10 key relationships. The City would be considered one of Sharon Gelo-Nelson's key relationships, and she will apply her 20 years of experience accordingly. ic. Is account administration handled as a team or individual effort? The dedicated administrative team approach used by U.S. Bank ensures superior client service, guaranteeing the best possible response to the City's requests. The Relationship Manager (Sharon Gelo-Nelson) and Account Manager (Richard Halstead) have assigned backups that provide coverage during vacations and illnesses. This approach ensures that someone who is well -versed with your account and who has industry -leading experience (the average tenure of our client service personnel, including Relationship Managers, Account Managers and other professionals, is more than 14 years) ' will be in the office and available at any time. Proposal for the City of Fort Collins, Colorado I Page 25 d. Trained and competent backup for the account executive, familiar with the account, should also be assigned. Provide the name, title and qualifications of the back-up personnel expected to be assigned to the account. Roger Flacklum, Relationship Manager, will serve as Sharon's backup while she is out on client appointments or on vacation. ' e. Describe the policy on notification of changes in these positions during the contract, period. ■ It is our policy to always keep clients fully apprised of staffing changes when they occur. We closely monitor coverage from a qualitative and quantitative basis. This means that we constantly monitor that the client service team is capable to service the accounts assigned to them. In addition we monitor to ensure that the client service representatives have an appropriate account load and able to respond to clients needs in a timely and accurate manner. ■ 3. Accounting a. Accurate accounting is critical to the City. Describe your accounting process (or module) and the degree of flexibility available through it. U.S. Bank has partnered with SEI for trust and securities accounting. The resulting U.S. Bank Trust System has evolved into a fully integrated system of investment processes and tools completely automating the trust accounting process that currently provides accounting for over $4 trillion in assets. The U.S. Bank Trust System provides enhancement to custody reporting capabilities and delivers industry -leading system developments to the City. The system features an open architecture system providing the City access to account data and easy integration into customized business applications. The Security Movement and Control System (SMAC), accounting system, reporting system, pension payment system and other trust related systems, including the U.S. Bank Corporate Actions Processing System (CAPS) and Performance Monitor, our performance measurement service, are all fully integrated. U.S. Bank provides the City with the timely and accurate information needed to comply with changing regulations. Regulatory releases occur annually. The U.S. Bank Trust System also provides the City with reports that display data produced through the program. The City's activity within the system will be producing and viewing reports. Following is a list of some of the standard reports available: ■ Account characteristics ■ Transactions for an account ■ Anticipated cash balance report ■ Balances for an account ■ Bond quality schedule ■ Cash and account summary ■ Characteristics of an account ■ Fee calculation detail ■ Holdings ■ List of assets ■ Market value report ■ Maturity schedule ■ Memo ticklers for an account ■ Near cash for an account ■ Pending trades ■ Positions of an asset ■ Summary of assets ■ Ticklers Proposal for the City of Fort Collins, Colorado I Page 26 b. Does your system report or accommodate trade date, settlement date and accrual accounting? What accounting methods do you offer? (Trade or settlement? Cost basis? Amortization?) ■ Yes. The U.S. Bank Trust System provides comprehensive options for reporting, including the ability to report trade date, contractual settlement date, cash basis accounting and tax -lot accounting information. We will work with the City to ensure that all transaction elements required for reporting purposes are received. The choice of cost method is made at the account level. Available methodologies for Federal Tax Cost include: ■ LIFO ■ FIFO ■ ■ Average ■ Highest federal tax cost first ■ Lowest federal cost first ■ Maximize gain, and minimize gain ■ Specify lots For Book Value: ■ Average c. What is your source of pay down information? When is this posted? Do you maintain records of the original face amount? U.S. Bank maintains a record of the original face amount purchased. Mortgage pass -through and mortgage derivative securities are priced by Interactive Data Corporation ((I DC) formerly FT Interactive Data (FTI)), one of several automatic pricing sources utilized by U.S. Bank. We use the GNMA (Government National Mortgage Association) automated processing functionality for principal paydowns associated with GNMA 1 and 11, FHLMC and FNMA mortgage -pool securities. We use CPT (Collateralized Pass -Through Processing) automated processing functionality for ABS, CMOs and MBS. This functionality allows us to: ■ Anticipate principal paydown and interest payments, using factors that are automatically added to the database. ■ Post interest and principal paydowns to eligible accounts on the night of payable date. ■ Use suspense accounts to process the payments that take place at night. GNMA processing uses the following definitions: Security .- Definition Payable Date GNMA 1 Regular GNMA pools. They can be 15 of each month standard, GPM (graduated payment mortgage) or adustable. GNMA II GNMA jumbo pools, multiple pools and 20 of each month custom pools. They can be standard, GPM or adjustable FHLMC 3 FHLMC mortgages. They can be standard, 15 of Teach adjustable or Gold PC. FNMA 4 FNMA mortgages. They can be standard or 25 of each month adjustable. The GNMA asset list displays the following asset information for all mortgage pools: Proposal for the City of Fort Collins, Colorado I Page 27 t ■ Ticker symbol ■ Primary and secondary CUSIP numbers ■ Asset name ■ Type of pool (including: annual income/unit, maturity date, issue date and rate for next income payment) ■ Gains and losses for all of the above are reported as the difference between net proceeds from the sale and its cost. Any unrealized gains or losses are reported as the difference between the market value and the cost of the security. d. How do you handle corrections/reversals (i.e. as an adjustment or an offsetting sale or purchase?) Within an accounting month, reversals are made and only correct transactions are reported. Between ' periods, both original and correcting trades are reported in each period that they are posted. All are done as offsetting transactions only. If necessary U.S. Bank can back -date corrections to the proper month. e. What is your policy toward same day crediting of interest and dividends on payable dates? Are payments credited in same day funds? If not credited on the same day how is the City compensated? The table below highlights the standards set by U.S. Bank for income processing. .- of Income Type Standard Closed -End Mutual Fund Closed -end (market -traded) 99% posted on payable Income mutual funds date Domestic Dividend Income Domestic (U.S.-issued) 99% posted on payable equities and UITs (unit date investment trusts ADR Dividend Income ADRs (American Depository Receipts 98.5% posted on or for foreign -issued equities) before payable date + 1 Pay -down Income- FNMA, FHLMC, GNMA I & II 99% posted on payable Gov't Pools mortgage -backed securities date Pay -down Income- CMO, REMIC and other mortgage -or 95% posted on or CMO/REMIC asset -backed corporate issues before payable date + 1 Bond Interest- Municipal and corporate bonds; U.S. 98.5% posted on Fixed and Variable Rates treasury obligations; SLUGS; medium payable date term notes; SBA Loan Certificates; State of Israel bonds Miscellaneous Social security, Veterans 99% posted within 24 Entitlements Administration and pension benefits; hours upon receipt of annuity payments, limited partnership funds or notification distributions; income on closely held securities; CD and savings bond interest; rent payments; mineral, oil & as royalties Global Custody Income Global securities held through a 90% posted on payable network of global sub -custodians date If the error is on the part of U.S. Bank, you will be compensated in fed funds. Proposal for the City of Fort Collins, Colorado I Page 28 a` S f. When are funds withdrawn for purchases? ■ For all purchases, U.S. Bank debits the City's accounts on the settlement date, whether or not the trade was completed. We resolve any problems that may arise when settling trades, ensuring all securities are received and funds collected, minimizing the occurrences of failed trades. All trades are ■ settled via Fed funds. 4. Security a. What security procedures and precautions are in place to protect City information, especially ■ with respect to unauthorized on-line access or telephone instructions? Please fully describe all security measures. Protecting customer information is a core focus and responsibility that U.S. Bank takes very ■ seriously. U.S. Bank ranked 15th on the Ponemon Institute's 2010 list of Most Trusted Companies for Privacy. Ponemon is the preeminent independent research center dedicated to privacy, data protection, and information security policy. U.S. Bank routinely ranks in the top-20 of this study. ' A major part of maintaining a strong information security program is a strong security policy. Policies are the foundation for U.S. Bancorp's entire information security program. Policies communicate our security posture corporation -wide and help ensure that everyone, from the newest teller to the President of the bank, understands the importance of information security and what they can do to help safeguard our company. These policies have been endorsed at the highest level of executive management within U.S. Bancorp. a b. What procedures restrict unauthorized use at the time of transaction recording? Affirming Manager U.S. Bank encourages the use of the Depository Trust and Clearing Corporation (DTCC) Institutional Delivery (ID) system for all eligible trades. This system allows the investment managers to affirm their trades which in turn generate a DTCC affirmation or matched affirmation confirmation for the agent bank to use as authority to settle the trades. No phone or written authorization is needed when this method is used. ■ Before manager affirmation of trades can take place, U.S. Bank requires that a Standard Letter of Agreement be signed by the investment manager and U.S. Bank. ■ If the investment manager affirms trades, U.S. Bank would need the Institutional ID number. Non -Affirming Manager If the investment manager does not affirm trades through the ID system at DTCC. ■ U.S. Bank requires that an authorization letter must be provided. ■ The authorization letter is required to be sent via facsimile transmission or via e-mail and must be received by 12:00 p.m. Central Time on T+l . Trade Services consistently performs at an accuracy rate of 99.95 percent. ■ Proposal for the City of Fort Collins, Colorado I Page 29 ?y ■ c. How are authorization codes assigned? Are authorization codes changed periodically? How often? SEI's access codes provide a three -tiered level of data control. At the highest level, the trust institution is identified by a master identification (ID) number. The second, branches (or departments) of that institution can be associated within processing ID numbers. At the final level of the hierarchy are individuals within the department who have been issued a unique password/initial combination. The sign -on procedure to gain access to the online system requires users to enter their processing identification number and their unique password and initials. Upon entry of the processing ID, system software validates that the data line over which the client is transmitting is valid for that ID. A data line is equivalent to a physical terminal. The Access Control system provides the flexibility to specify which account or account groups each user of the system is authorized to access. In addition, the user profile determines which functions within each product they can access. 5. Delivery versus Payment "DVP" Settlement All securities transactions must be delivery versus payment (DVP. Describe how this process will function and how the DVP protection is assured. Trades are settled directly with brokers or through the Depository Trust Company and the Federal Reserve book -entry systems. Trades are settled on a delivery versus payment method. Settlement policies are designed to maximize predictability of funds and investment returns. Purchases and sales are posted on actual settlement date in immediately available funds. 6. Securities Movement and Trade Settlement a. Describe your system for settlement, registration and custody of assets. Can you handle same - day turnaround transactions? Trade settlement is handled in-house by the U.S. Bank Trade Services department. The U.S. Bank Trust System is largely automated (with upgrades on a quarterly basis) and functions in real time (as opposed to a batch environment, which significantly limits same -day trade activity). The system automatically establishes a communication network between DTC and U.S. Bank when registering assets. The network completes the following tasks: ■ Sends confirmations daily for all trades . ■ Creates pending items from these confirmations ■ Transmits affirmations back to U.S. Bank ■ Settles pending items automatically ■ Provides daily activity reports ■ Automatically processes dividend and interest notifications ■ Provides position reconciliation ■ Creates SMAC pending items for trades settling at DTC Yes. U.S. Bank can handle same -day transactions as long as they meet our cutoff times. ■ I Proposal for the City of Fort Collins, Colorado I Page 30 b. Describe where and how the receipt and delivery of physical securities occurs and how they are secured. Describe any involvement by correspondent banks in the clearing. Securities are delivered to the U.S. Bank vault in Milwaukee, Wis. along with instructions from the Account Administrator to deposit to the vault for safekeeping. Unless otherwise instructed, the securities will be registered in the name of U.S. Bank (capacity) f/b/o (client name). Securities are posted to the Trust Accounting System within one business day of receipt in the Milwaukee processing area. ■ Instructions to remove an asset from the vault should be directed to the Account Administrator. The Administrator will then instruct the Milwaukee operations area to remove the asset from the vault and distribute it from the Trust Accounting System. Assets will be delivered from the vault within one ' business day of receipt of instruction in the Milwaukee processing area. c. Describe the physical security systems of your vault and custody areas. The vault and surrounding work area is a highly controlled and monitored department. Only pre- screened and certified employees, carrying the appropriate U.S. Bank identification, have access to this area. A list of these employees is approved by the vault manager and is maintained outside the vault doors at all times. In order for any other personnel to gain access to the vault, they must request permission from the vault manager, show proper U.S. Bank identification, and sign the vault ledger. The vault's security is maintained by a fireproof, steel, dual access -controlled door that is wired to an off -site alarm system that is tested semi-annually. ■ Instructions to remove an asset from the vault should be directed to the Account Administrator. The Administrator will then instruct the Milwaukee operations area to remove the asset from the vault and distribute it from the Trust Accounting System. Assets will be delivered from the vault within one ■ business day of receipt of instruction in the Milwaukee processing area. d. Do you verify transaction detail from client instructions? How? When? Yes. The U.S. Bank Trade Services department receives verification/authorization for investment transactions via fax, e-mail, SWIFT and verbally via recorded phone lines. For verifications/authorizations received via fax and e-mail, a trade letter is necessary. The trade authorization letter should include all details of the trade as reported by the advisor and should also authorize U.S. Bank to settle trades directed by the advisor. If an advisor affirms its trades on the DTCC ID system (Omgeo's Trade Hub), SWIFT messaging, direct interface or leaves a message on the trade phone line, a trade letter is not needed. If the investment advisor is executing a next- or same -day trade, all trade information is ■ communicated via faxed trade authorization or verbally to the Institutional Custody department. The department must be made aware of the trade approximately one hour prior to the short-term investment cutoff for each account. The cutoff time for verification/authorization via fax, e-mail and verbally is 1 1:00 a.m. Mountain Time or one hour prior to cash vehicle cutoff. However, times fluctuate with SWIFT and mutual funds. Proposal for the City of Fort Collins, Colorado I Page 31 °a e. Describe the flow of data for the following transaction types. (Provide flowcharts if necessary.) (1) Receipt and transference of trade instructions on purchases and sales. L (2) Clearing functions. (3) Transfer to safekeeping. (4) Payment for income and maturities. (5) Handling of repurchase agreement collateral. (6) Handling of reverse repurchase agreement activity. (7) Delayed deliveries and sales. U.S. Bank features a comprehensive system for securities management. Our approach features direct memberships, contractual settlement, a dedicated trade services department and a U.S. Bank Trust System that functions in real time and is highly automated. The result for the City is that you will only see the trade, regardless of what is happening on the street, and same-dav trades do not pose a ' problem to the system. Direct Memberships U.S. Bank Institutional Trust & Custody maintains assets at DTC, the Fed, the Options Clearing Corporation, and U.S. Bank division vaults. U.S. Bank has been a direct participant with DTC since 1982 and has been a member of the Federal Reserve since U.S. Bank was founded in 1863. Daily Reconciliation Trade positions for settlements with outside depositories are reconciled on a daily basis using our ■ trust system and net settlements are made with each depository. Global asset positions are reconciled weekly. Global Custody U.S. Bank has partnered with a multinational sub -custodian network for our global accounts. This ■ alliance combines industry -leading market access with the hands-on relationship management of U.S. Bank, an advantage in the less automated realities of global custody, such as tax reclaims. Integrated Trust System Major capital expenditures have been made to integrate primary systems supporting trust and securities accounting, with the Securities Movement and Control System, reporting system, pension payment system and other trust related systems, including the U.S. Bank Corporate Actions Processing System. Automation The U.S. Bank Trust System is largely automated and functions in real time. The system automatically establishes a communication network between DTC and U.S. Bank when registering assets. The network completes the following tasks: ■ Sends confirmations daily for all trades ■ Creates pending items from these confirmations ■ Transmits affirmations back to U.S. Bank ■ Settles pending items automatically ■ Provides daily activity reports ■ Automatically processes dividend and interest notifications ■ Provides position reconciliation ■ Creates SMAC pending items for trades settling at DTC Proposal for the City of Fort Collins, Colorado I Page 32 Trade Services Advantage The U.S. Bank Trade Services department is a centralized, tenured team that works directly with externally managed accounts daily. Each relationship is given a dedicated team member. Having a centralized team ensures the City that you are dealing with an individual with extensive knowledge of the securities industry and a close relationship with brokers and Investment Managers. Trade Communication U.S. Bank encourages the use of the ETC ID system for all eligible trades. The system allows the ■ investment managers to affirm their trades, which in turn generates a DTC affirmation or matched affirmation confirmation for the agent bank to use as authority to settle the trades. No phone or written authorization is needed when this method is used. In the event the Investment Manager does not affirm trades through the ID system, U.S. Bank requires that an authorization letter be provided. Contractual Settlement ■ U.S. Bank settles on a contractual basis; accounts are debited or credited on the settlement date, whether or not the trade is completed. Your Trade Services Representative will resolve any problems that may arise when settling trades, ensuring all securities are received and funds collected, thereby minimizing the occurrences of failed trades. The diagram below depicts the custody process flow: INVESTMENT US Bank ADVISOR Money Center SubAdvisor OTC Reorg U.S. BANK DTC Redem Data Hub CUSTODY SERVICES Xcitek Plus (XSPr") Trust 300011 Global 3000® Broatlritlge"' CLEARINGMEMBERIIIIN NATIONAL FINANCIAL M OPTIONS FEDERAL GLOBAL DTCC NSCC SERVICES CLEARING CORP RESERVE CUSTODY f. How do you handle corporate actions? (splits, dividends, etc.) U.S. Bank reports corporate actions via e-mail (or fax if needed). Additional information can be obtained by logging on to the XSP system via eTRAN, where clients can retrieve detailed information on all of the corporate actions that impact their account. Proposal for the City of Fort Collins, Colorado I Page 33 I The following table indicates the completion timelines associated with various requested actions: Action Stocksplits Completed by: Posted on ex date Name changes On effective date Dividends Posted on payable date Tender offers Posted upon receipt of funds from paying agent Called bonds Posted on call date 7. Service Deadlines and Cutoffs What are your trade settlement instruction deadlines for timely processing of regular and same -day transactions? Proposal must include completion of Exhibit A. Trade instructions must be received in the Settlement department by the stated deadline. ■ 8. Fail Process and Policy I a. Does the Provider take responsibility for collection of due bills, interest and fails? Describe your policy. Yes. Full and partial calls and maturities are posted contractually. Also, U.S. Bank proactively tries to collect on money not received. Due bills are tracked by DTC and paid to the entitled holder. Proposal for the City of Fort Collins, Colorado I Page 34 Table of Contents ExecutiveSummary ................................................................................................................ 1 Proposal Certificate Form — Exhibit C................................................................................... 3 Section 4. Scope of Services to Be Provided........................................................................ 4 A. General Service Requirements and Overview............................................................................ 4 B. Mandatory Requirements...........................................................................................................7 C. Institutional Profile Data........................................................................................................... 12 D. Required Services.................................................................................................................... 25 E. Optional Services..................................................................................................................... 57 F. Additional or Alternative Services............................................................................................. 70 Section 5. Pricina ProDosal.................................................................................................. 71 A. Basis of Compensation............................................................................................................ 71 B. Pricing Schedule...................................................................................................................... 71 U.S. Bank Disclosures........................................................................................................... 72 Table of Content b. What is your client compensation policy on failed transactions? Because of contractual settlement the City is not negatively impacted with purchase fail. This is resolved with U.S. Bank, the broker and the Investment Manager. c. What procedures are in place to identify, follow-up and resolve failing trades? What percent of transactions failed for the most recent calendar year? (Purchases and sales.) If a purchase or sale fails to settle on the contractual settlement date, the U.S. Bank Trade Services tRepresentative assigned to the affected investment advisor has the primary responsibility to coordinate the settlement of the failed trade. Notification of a failed trade may occur via phone, fax or e-mail. In most cases, if the manager has affirmed a trade and an error occurs on delivery, U.S. Bank will work with the broker to correct the error and credit the City's account for the trade. By working ■ closely with brokers, Investment Managers and delivery agents, U.S. Bank minimizes the occurrence of failed trades. All failed trades are resolved. The City's authorized trade representatives are advised of settlement failures on a daily basis. In 2010, U.S. Bank average DTC settlement rates are 99.7 percent for sales and 95.9 percent for buys. d. How many times in the past year have your electronic information systems been out of service due to reasons internal to your company? How long were the downtimes? If you had outages or downtimes, what has been done to eliminate the problems There were no downtimes recording in the past year due to reasons internal to U.S. Bank. ■ 9. Wire Transfers ■ a. A separate wire transfer agreement must be executed with the Provider establishing the names of authorized individuals and repetitive wires, etc. This may be the Provider's standard agreement form. The City will retain the right to modify the form if found necessary. Please provide a copy of this agreement. Please refer to Attachment 4 for a sample of our standard custody agreement. ■ b. Describe the procedures and controls for repetitive and non -repetitive wires including security controls. Is wire transfer transaction processing available on line? As incoming wires are received by U.S. Bank, they are automatically posted to the appropriate account. The system controls are instantaneous, verifying the wire and the account. After the wire has ■ been posted, the trust administrator posts a cash receipt to the appropriate trust account. Most wires are processed and posted the same day. If for some reason the wire cannot be posted automatically, it moves to a holding account where it is reviewed by a U.S. Bank Trust team member, who will reconcile the wire and then manually post it to the correct account. U.S. Bank monitors and notifies the appropriate trust administrator of the wires throughout the day. On a weekly basis, unclaimed wires are reviewed and the appropriate administrators are notified. Proposal for the City of Fort Collins, Colorado I Page 35 c. Wire transfers must be credited the same day as received. The proposal will list all deadlines and cutoff times on Exhibit A. Yes. Wire transfers are credited the same day they are received as long as they meet the appropriate deadlines. Wire transfer requests are generally processed same -day if received prior to 1 1:30 p.m. Mountain Time. 10. Daylight Overdraft Provisions Every effort will be made to eliminate daylight overdraft situations on the City's account. However, in case this situation does arise, the proposal should include any and all policies regarding daylight overdraft charges or handling procedures. ■ In custody accounts, daylight overdrafts are allowed with no penalty. U.S. Bank does not allow end - of -day overdrafts. If an end -of -day overdraft occurs in error, we will notify the City immediately for resolution. These overdrafts are charged at the current fed funds rate until they are resolved. 11. Sweep Provisions a. Do you provide an automated daily sweep mechanism for anticipated or unanticipated cash balances? Describe all alternatives available to the City for its cash balances. Include timing restraints and controls that assure that funds are not left unprotected. The prospectus for each alternative must be provided for review and approval before use by the City. Yes. Cash balances may be invested in our proprietary fund family, First American Funds Money Market funds. The First American Money Market funds make use of the most advanced techniques of modern cash management available to institutional clients. The funds are composed of various high - ■ quality cash instruments that are listed in the attached fund prospectus. All cash in any account will be daily balance invested in fund. swept to a zero and the Additional information regarding the First American Money Market Class Z funds can be found in Appendix 4. Cash Solutions ® We also offer clients institutional cash management services above and beyond their sweep needs through portfolios that provide a competitive level of current income consistent with liquidity, the ® preservation of capital and credit quality. To find the right balance between yield, liquidity, and credit quality, many of our clients invest in both money market funds and short term individual issues. Cash Solutions gives you the flexibility to invest in both while combining your investments on one ® powerful accounting platform. Additional fund information can be found in Appendix 5. ® U.S. Bank offers multiple investment options for the City's short-term cash reserves through partner relationships with funds such as Fidelity, Federated, AIM and Goldman Sachs. I I Proposal for the City of Fort Collins, Colorado I Page 36 b. Are balances automatically monitored to assurle no un-invested balances? Who directs this process and what are the deadlines for the service? Yes, U.S. Bank automatically invests balances daily. The U.S. Bank Trust System is designed to provide an automatic sweep of uninvested cash balances into a designated sweep vehicle at the end of every business day. U.S. Bank. provides daily and automatic sweeps to a zero balance. Sweeps are processed after all pending trades have settled and scheduled dividends and interest have been paid. 12. Collateralization a. If a non -Colorado bank, the Provider will agree to obtain and maintain collateral acceptable to the City sufficient to cover all anticipated intra-day and overnight balances, above the FDIC insured limit of $250,000. Please state bank's agreement to this requirement. How will the City be assured that acceptable collateral is maintained? Colorado Banks must be designated as ■ Colorado Public Depositories by the State of Colorado and meet all Public Depository Protection Act requirements. U.S. Bank is a Colorado bank since the 1800s, designated as a Public Depository and meet the Depository Protection Act requirements. b. Describe any alternative to this coil ateralization requirement. N/A c. What margin will be used for collateral provided? N/A 13. Pricing of Securities a. Describe your pricing services. . Assets will be valued using recognized market prices or other "fair value" methodologies defined by the Financial Accounting Standards Board (FASB), Generally Accepted Accounting Principles ■ (GAAP), or other similar industry guidance. b. What is the source of your pricing data for securities authorized by the City? U.S. Bank's primary pricing source is Interactive Data Corporation (IDC; formerly FT Interactive Data). IDC supplies global securities pricing, evaluations, dividend, corporate action and descriptive information for more than 3.5 million securities, including daily evaluations for approximately 2.5 million fixed income and international equity issues. Through IDC and other pricing sources U.S. Bank has access to one of the world's largest global financial databases, covering major and emerging markets and exchanges worldwide for: ■ Prices and descriptive data for listed equities, mutual funds, options, and UITs ■ Evaluations and descriptive data for investment grade corporate bonds, high yield corporate securities, government and agency issues, certificates of deposit, and U.S. municipal bonds ■ Evaluations, factors, and descriptive data for U.S. mortgage -backed and structured securities (CMOs, ABSs, CMBSs). U.S. Bank provides "hard -to -value" unlisted fixed income instruments and "hard -to -get" information from emerging markets. Thinly -traded or privately -held issues are priced directly through our pricing Proposal for the City of Fort Collins, Colorado I Page 37 tv�F vendors. If the vendor does not price an issue, your U.S. Bank Account Manager, Richard Halstead, will be responsible for researching the pricing of the issue. c. How do you price securities not available from pricing services? There are different scenarios in which securities might not have readily -available pricing information. One instance may be when the vendor does not provide a price for a security that is categorized as "marketable." In this case, our operations group will try to obtain a price from alternate industry sources (such as Bloomberg). If a price is available, the operations group will manually enter this information into the U.S. Bank Trust System. Another example is a security that is not considered "marketable." In this event, we will work with the vendor and research external pricing sources to identify the best pricing information available. We take a cooperative approach to ensure that the U.S. Bank Trust System reflects the most accurate information. If a price is not available for any security from our vendor and/or available sources (such as Bloomberg and S&P), the pricing team takes no further action and we will rely on the City to provide additional information. Regardless of the situation where a price is not available, our procedures are closely monitored and clearly documented across our enterprise reporting system that is responsible for tracking $4 trillion in assets. d. How frequently do you price securities? The following table shows type of assets, pricing source used and the pricing frequency: Types.. CMOs and U.S. agency (FHLMC, IDC CMO Source Daily FNMA, GNMA) REMICs Corporate bonds; U.S. Treasury and IDC Institutional Bond Quotes Daily agency obligations U.S. agency (FHLMC, FNMA, GNMA) IDC Mortgage -Backed Securities Pricing Daily mortgage -backed pools Equities (stocks, ADRs, warrants, IDC Pricing Daily options, UITs, closed -end funds Open-end mutual funds FundWeb Dail Municipal bonds Standard & Poor's & J.J. Kenny Dail Discounted commercial paper Matrix Pricing (This is not a feed from a Daily vendor; rather, prices are calculated based on a formula, and are automatically updated in the U.S. Bank Trust System. Daily input of rates is completed using information from Bloomberg. Foreign stocks & bonds Extel Financial Ltd. Monthly Marketable long-term certificates of IDC Monthly deposit Proposal for the City of Fort Collins, Colorado I Page 38 e. Will the City have access to your pricing service? No. The contract terms with our vendors provide strict guidelines around the use of pricing and how the information is disseminated. 14. Reporting a. Accurate and timely reporting is of critical importance to the City. Describe your standard and custom reporting package(s) and alternatives. Describe and submit copies of all standard reports available and how they are made available (paper only, on-line, real-time, next day, delayed, etc.). Describe all aspects of reporting and download capabilities. Our standard reporting package includes statements and reports processed in virtual real-time that detail account activity and offers an extensive range of ad hoc report generation. Access is provided for an unlimited number of users on a 24/7 basis. Both scheduled (monthly, quarterly, annual) or ad hoc reports are accommodated through a range of user -selected reporting options. Download capabilities for reports include seven formats: PDF, RTF, XLS, CSV, TAB, HTML and TXT. Statements are available in PDF. Account information can be generated both on -demand and at regularly scheduled intervals (daily, weekly, monthly or quarterly) for subsequent automatic delivery to the user's secure portal inbox. Reports are retained in the inbox for 180 days. Data from the previous 15 months (in addition to current monthly data) is available online for your reporting inquiries. This data can either be viewed or downloaded in the formats listed above. Reports from earlier periods (as far back as when the assets were under the custody of U.S. Bank) can be provided upon request. Statements are retained and are available to our clients from 2000 to current. Statements include the following data: ■ Account Expenses Schedule ■ Contribution Activity Schedule ■ Amortization/Accretion Schedule ■ Corporate Changes and Adjustments ■ Asset Detail ■ Income Accrual Schedule ■ Asset Summary ■ Investment Activity Schedule ■ Benefit Activity Schedule ■ Market and Cost Reconciliation ■ Bond Summary Schedule ■ Pending Trade Schedule ■ Broker Commission Schedule ■ Purchase Schedule ■ Broker Commission Summary Schedule ■ Receipts and Deliveries In -Kind Schedule ■. Cash Reconciliation ■ Sales/Maturity Schedule ■ Consolidated Account Listing ■ Special Messages Please refer to Attachment 5 for an example of a sample trust report. b. How soon after calendar month -end can you provide reports? Holdings and transactions are available in unaudited format online one to three days following month -end. Initial statements are available via TrustNow Essentials, which provides the City the ability to print statements six to eight business days following month -end. U.S. Bank provides reconciled statements by the eighth business day. Proposal for the City of Fort Collins, Colorado I Page 39 Can you provide system to system electronic data transmission? PC downloading? Internet access? Yes. U.S. Bank can provide electronic data transmission. U.S. Bank has built interfaces for over one hundred different systems —including PAM, Wilshire, Advent, Sympro, Sungard, Insignis and Checkfree—which are currently servicing thousands of accounts. Our approach emphasizes minimizing client involvement and maximizing accuracy. c. What information is available on-line? How long is historical data available on-line? How long does the Provider maintain historical data? Are there charges for research? U.S. Bank provides access to online information in real time, as well as 16 months of positional and transaction data. Hard copies of historical data is kept onsite for two years, then offsite for seven years. d. Describe the confirmation process for each settlement. Provide a sample confirmation. U.S. Bank uses Omgeo to automate SWIFT trades, confirms and reconciliation reports. Information is also available on our online systems. We can accept trade interface files (TOEINT) directly into our Trust system. In addition we have a number of standard and custom holdings and transaction extracts that are transmitted directly to clients. SWIFT message types we currently support are provided below. Settlement Messages Inbound: ■ MT540 Settlement instruction — free receive ■ MT541 Settlement instruction — buy ■ MT542 Settlement instruction — free deliver ■ MT543 Settlement instruction — sell Outbound: ■ MT544 Confirmation — confirms free receive ■ MT545 Confirmation — confirms buy ■ MT546 Confirmation — confirms free deliver ■ MT547 Confirmation — confirms sell ■ MT548 Settlement status and processing advice Reconciliation Messages (outbound) ■ MT535 Recon —statement of holdings ■ MT536 Recon —statement of transactions ■ MT537 Recon —statement of pending trades ■ MT950 Recon — statement of cash and currency Cash Instruction Messages (inbound) ■ MT103 Instruction of a funds transfer ■ MT202 General financial institution transfer ■ MT210 Notice to receive Proposal for the City of Fort Collins, Colorado I Page 40 e. Is an original safekeeping receipt issued for each holding? Yes, U.S. Bank reports receipt of an asset on a statement and provides the City with information such as original cost and acquisition. f. How do you handle notification on mortgaged -backed securities principal and interest? The Automated GNMA processing system provides U.S. Bank the ability to automate the payment of principal and income for GNMA and 11, FHLMC, and FNMA mortgage -pool securities. With Automated GNMA processing, U.S. Bank is able to: ■ Anticipate principal paydown and interest payments, using factors that are automatically added to the database. ■ Post interest and principal paydowns to eligible accounts on the night of payable date. ■ Use suspense accounts to process the payments that take place at night. Prior factor and current factor for the current payable are maintained on the system. Clients have access to these factors via U.S. Bank online products. All principal and income payments are pre -balanced by shares on record date. Cash for these payments are balanced on payable date. All abnormal charges and credits will be fully explained in the transaction entry placed in the client's account and through communication with the Account Administrator. All discrepancies are researched immediately upon discovery. U.S. Bank policy indicates that position breaks should not exceed 15 days. Trust Income's processing is mainly exception -based processing. In most cases, income is contractually posted on payable to our client's accounts. Government pools, Corporate & Municipal Bonds, CMO, REMICs (Asset -Backed Securities), Common Stock, and Mutual Funds income is available to our clients on the payable date. Our team performs pre- and post -reconciliation between SEI and our custodians to ensure accurate and timely posting of income. Due to income posting on a contractual basis, the U.S. Bank client will be credited their entitled funds. After payable date, the Trust Income Department will review any outstanding credits received from the custodians and ensure the funds are posted to BMIC's account. The method of tracking falls into place when Trust Income utilizes their daily Suspense Reports to view all unpaid income. If for some reason the custodian fails to deliver the funds, the Income Specialist will initiate the claim on behalf of the client. g. Do you use CUSIPs or internal identification numbers for your securities? Are CUSIP numbers on each report? Yes, U.S. Bank Flexible reporting options provide the City with a customizable reporting suite tailored to report the data requested. CUSIP number are routinely used and visible on many of the reports available to the City. Please refer to an example reporting suite in Attachment 5. h. What is the interday time lag between trade execution, posting, and availability of on-line information to the client? TrustNow's real-time reporting capability means that there is essentially no lag time between the posting of a transaction to the accounting system and its accessibility to the client. The events listed above would actually occur in the following order: Proposal for the City of Fort Collins, Colorado I Page 41 1. Trade execution 2. Posting to the accounting system 3. Availability of transaction data to client online The timing between the execution of a trade and its posting to the accounting system is largely dependent on the type of trade that is requested, i.e. through an Investment Advisor, a broker, or ' directly through U.S. Bank Trade Services. In most cases, transactions are pended to our Trust System by T+I. I. What are your transaction confirmation procedures as it relates to notifying the City on upcoming interest payments, call actions, and receipts of payments and calls. Both anticipated transactional activity and investible cash balances are communicated each morning through our online reporting system. Available cash is viewable immediately online for the City and its investment managers. The information is provided in various reports as detailed below: Anticipated Cash The Anticipated Cash report provides a graphical view of projected daily cash balances based on known future scheduled activities (for example, Income, disbursements, trade settlements) Transaction detail follows the graphical summary. The Anticipated Cash includes: ■ Account Number ■ Account Name ■ Date ■ Type of Transaction ■ Description of Transaction ■ Balance ■ Portfolio Cash Balances The Cash Balances report shows cash amounts held within your accounts. Cash balances are shown either by Settlement Date or Trade Date. The contents of the Cash Balances report are: ■ Account Number ■ Account Name ■ Status (e.g., open or closed) ■ Principal Cash ■ Income Cash ■ Total Cash ■ Cash Equivalents ■ Total Cash + Equivalents Pending Trades/ Comprehensive Pending Trades The Pending Trades report shows any pending or projected trade activity within your trust accounts. The contents of the Pending Trades report are: ■ Account Number ■ Account Name ■ Entry Date ■ Trade Date ■ Settlement Date ■ Trade Type ■ CUSIP ■ Ticker ■ SEDOL ■ Description Proposal for the City of Fort Collins, Colorado I Page 42 ■ Maturity Date ■ Broker ■ Broker Number ■ Units ■ Price ■ Accrued Interest ■ Trade Amount The Comprehensive report layout for Pending Trades includes these additional data points: ■ Miscellaneous Fees is Sec. Fees ■ Portfolio Number ■ Broker Commission ■ Asset ■ Asset Class Code ■ Issue Date ■ Securitv Tvoe in Annual Income Rate ■ Interest Pavment Code is Ex -Dividend ■ Dividend Record Date ■ Dividend Pavable Date is Call Date ■ Call Price ■ Moody Rating ID ■ Shares/Par ■ Net Proceeds Our robust accounting system is capable of generating forecast reporting. TrustNow Essentials offers forecast reporting based on payment history and cash forecasting. The training we will provide will demonstrate how easily our system can generate usable cash projection reports. 15. Systems a. Describe the automated systems and environment supporting the custodial services (age, state of development, etc.) and describe the Provider's commitment to system development and maintenance. Include your current capacity and track record. U.S. Bank clients —along with their Investment Managers and consultants --enjoy secure, user- friendly, 24/7 access to investment holdings wherever they have access to the Internet using our proprietary TrustNow products. With TrustNow and TrustNow Essentials, the City will experience all of the benefits expected of a state-of-the-art system, including real-time reporting, customizable views, and electronic statement delivery. TrustNow will be the City's source for access to your entire portfolio in real time. The system also provides up to 16 months of historical information. Data can be viewed in a wide range of standard reports, as well as in customized formats. Highlights include: ■ Comprehensive reporting: Account Summary, Investment Detail, Activity Detail, Anticipated Cash, Account Profile and Income Accruals ■ Customizable online reporting through filters and active column headers in Online performance reporting ■ Easy download to spreadsheet programs for further customization in Access to quotes, news, research for securities held by account TrustNow Essentials, in addition to offering standard reporting from the previous night's processing, provides the City with an electronic inbox and scheduler that function as an online delivery system for statements and reports —all of which work together as powerful tools to aid the City in information management. Highlights include: ■ Ability to view, print, download, and manage client statements from multiple accounts ■ Consolidated reporting with rollup of an unlimited number of accounts ■ Scheduler function for automatic download of standard and customized reports to the City's electronic inbox on a daily, weekly, monthly and quarterly basis ■ Interface with client reconciling programs with multiple file extract formats Proposal for the City of Fort Collins, Colorado I Page 43 :8 In addition to the features outlined above, U.S. Bank has the unique ability to provide customized reports online to meet nearly any City need. We are confident that the U.S. Bank TrustNow Essentials online reporting systems will provide the City with critical tools for maximizing investment values while simultaneously minimizing the time invested in the process. We are committed to enhancing our online tools ensuring that they remain top ® of the line. U.S. Bank uses approximately 10 to 15 percent of simultaneous user capacity for our online system. For security reasons, we do not publish capacity specifics. Performance does not suffer during heavy usage, because we have capacity- and stress -tested our capabilities beyond 200 percent of historical usage. b. Within your institution, does your custody system use dedicated or shared computers? If shared, what is its priority level? We are not exactly sure what the City means by 'dedicated' or `shared' especially in a fully networked environment. Below is a detailed description of the computers dedicated to the trust and custody enterprise. The U.S. Bank Trust System has an open-ended architecture that provides virtually unlimited capacity for growth and is a market leader, providing computerized trust and portfolio accounting systems. A dedicated technology team at U.S. Bank maintains the system to ensure all assets held are accounted for and your information is readily available and accurate. The system is audited annually by internal and external auditors. The hardware system consists of the following: r Amdahl GS795 Mainframe Amdahl GS2084E Mainframe I Amdahl GS765 Mainframe 5446 MIPs 1141 MIPS 392 MIPs 12GB Storage x 96x96x8 18GB Storage x 32x96x8 6GB Storage x 64x64x12 Integrated Coupling Facility 3 MVS Images 2 Prod, Test Integrated Coupling Facility 4 MVS Images (2 Prod, Dev, Y2K) 1 MVS Image (1 Prod) The software system consists of the following: Enterprise Software Environment Mainframe Operating Wintel Server Operating Unix Server Operating System System Configuration System Configuration Configuration Basic Control Program Windows2000 & 2003 Sun Solaris 8, 9, 10 BCP : Z/OS V1 R4 Job Entry Subsystem Citrix Metaframe XP Covalent Apache V2 JES : Z/OS V1 R4 Data Facility Product SQL 2000 Netegrity Siteminder DFP : DFSMS V1.5 Communication Server Server ROMPAQ BEA Weblogic Z/OS V1 R4 Terminal Monitor Program Compaq Management & Smart Oracle 9i & 10g Enterprise TMP : TSO Z/OS V1 R4 Start Edition Security System: CA -Top Event Archiver Veritas Foundation Suite Secret V5.2 - SP03 Proposal for the City of Fort Collins, Colorado I Page 44 Attachments 1. Completed Exhibit A — Deadline, Cutoff and Notification Times 2. Completed Exhibit B — Pricing Schedule 3. Completed Exhibit C — Proposal Certification Form 4. Sample Trust Agreements 5. Sample Reports 5a. Example Client Trust Reporting Suite 5b. Sample Holdings Report Appendices on CD Affixed to the Rear Cover of this Proposal 1. U.S. Bank EEO and Affirmative Action Policy 2. U.S. Bancorp Annual Reports 2a. 2010 Annual Report 2b. 2009 Annual Report 2c. 2008 Annual Report 3. Veribanc Report 4. First American Fund Fact Sheet and Prospectus 5. STIF Partner Funds 6. SAS70 Type II Report 7. Securities Lending Information Attachments r Tape Mgmt System (TMS): SNMP Service EMC Driver & Utilities CA-1 V5.2 - SP04 Scheduling System: CA- SSL Certificates BMC Patrol Product Suite Scheduler V9.0 - SP03 DBMS - Adabas V7.4.3 EMC Driver & Utilities MQ Series 5.3 CICS Transaction Server BMC Patrol Product Suite Sun Solaris 8, 9, 10 V1R3 MQ Series V51R3 VMWare Virtual Infrastructure Bundle (ESX, Virtual SMP, VMotion, VirtualCenter The U.S. Bank Trust System is a comprehensive system of investment tools that completely automates the trust accounting process. The system provides the City with 24/7 secure access to account data and easily integrate with your customized business applications. The U.S. Bank Trust System allows the City to generate, view and download reports that display your data in a useful, convenient format. Following is a list of some of the standard reports available: ■ Account characteristics ■ Transactions for an account ■ Anticipated cash balance report ■ Balances for an account ■ Bond quality schedule ■ Cash and account summary ■ Characteristics of an account ■ Fee calculation detail ■ Holdings ■ List of assets ■ Market value report ■ Maturity schedule ■ Memo ticklers for an account ■ Near cash for an account ■ Pending trades ■ Positions of an asset ■ Summary of assets ■ Ticklers The Security Movement and Control System (SMAC), accounting system, reporting system, pension payment system and other trust related systems —including the U.S. Bank Corporate Actions Processing System (CAPS) and Performance Monitor, our performance measurement service —work together seamlessly. U.S. Bank has partnered with SEI Corporation since 1979 to offer our clients industry -leading trust technology. Through multiple enhancements and upgrades throughout the years, U.S. Bank runs on a stand-alone platform that is dedicated exclusively to U.S. Bank. c. Between what hours each business day is information available? The proposal should state in Mountain Standard Time (MST) when information and access will be available each business day. Clients have secure access to the online system available 24 hours a day, 7 days a week using a standard Intemet connection and standard Internet browser. d. How long has on-line inquiry and reporting been available to clients? U.S. Bank has provided online inquiry and reporting since the late 1990s. e. The City desires on-line transaction processing if possible. Can all custody transactions be entered, completed and reviewed on-line? Provide examples of all transaction screens. U.S. Bank does not currently support an on-line trade entry capability. However, U.S. Bank has trade interfaces from Bloomberg, as well as other systems such as Longview, Portia and Advent MOXY. Proposal for the City of Fort Collins, Colorado I Page 45 f. Please provide your system support phone number. U.S. Bank provides a toll -free number for our Trust Resolution Center for questions regarding our online TrustNow Essentials product. g. What system's training is available for the City personnel? To ensure you are receiving the full benefits of TrustNow, training will be provided by your Relationship Manager, Sharon Gelo-Nelson, who is also available for ongoing support. Additionally, our dedicated Trust Resolution Center is available from 5:30 a.m. to 6:00 p.m. Mountain Time, Monday through Friday. h. Briefly describe your method of controlling client access. The U.S. Bank Trust System has several data encryption options available to ensure a secure environment for which data may travel without a breach in security. Account information is only made available to those who hold passwords to the account. All passwords must be six or seven characters with no repeating or sequential characters. Any user ID that is not accessed for 90 days is deleted and a new user ID and password must be established. The following summarizes some of our security features: ■ Each user is assigned a unique ID ■ After 90 days of inactivity, the ID is marked for deletion ■ If a user forgets the ID, the user can call our toll -free number and request an ID reset with a new password ■ Users are logged out after 20 minutes of inactivity U.S. Bank has security procedures in place to ensure that only users with the appropriate ID can perform certain functions. I. How long has the current system been in place? What changes in the systems, if any, are anticipated and in what time -frame? U.S. Bank has used the SEI Corporation's Trust Accounting System, TRUST 3000, since 1979. Through multiple enhancements and upgrades throughout the years, U.S. Bank runs on a stand-alone platform that is dedicated exclusively to U.S. Bank. While this platform is the industry leader, with seven of the 10 largest U.S. custodians, U.S. Bank is in a unique position as the top client. This leveraged position results in solutions for our clients that are more comprehensive, customized, timely and quick to evolve. U.S. Bank conducts regular due diligence meetings to re-evaluate the services provided by SEI versus other providers. To date, U.S. Bank has continually found SEI to be an industry leader in the Trust System marketplace. To commit to our custody product— a vital, yet often overlooked segment in the marketplace—U.S. Bank recently purchased the corporate trust and institutional custody business of Wachovia Corporation for $720 million in cash for over $600 billion in custody assets. This investment nearly triples the total amount of custody assets under administration by the U.S. Bank Institutional Trust & Custody division, and fully extends our Institutional Trust & Custody service footprint to the East Coast. Proposal for the City of Fort Collins, Colorado I Page 46 ^ 34� To maintain this initiative, our strategies include: ■ Introducing redesigned monthly statements ■ Offering an online performance measurement system in addition to the performance functionality available in TrustNow, along with several other enhancements to our online tools —a combination of the best of both Wachovia and U.S. Bank ■ Increasing the number of accounting interfaces that serve other segments, (e.g., insurance, banks, etc.) In addition to the above items, U.S. Bank Institutional Trust & Custody added several experienced staff to our already highly -tenured custody staff. j. How much funding have you committed to computer systems and data processing for custodial accounts and systems in the past five years? We recognize that our leadership position in the trust and custody market requires significant financial resources and continuous reinvestment in technology. In support of this belief, our annual investment in technology remains signification year -over -year, as demonstrated below: USB-wide tech spending as portion of overall US Bancorp Net Rev Year U.S. Bank -wide Technology Budget 2010 % of Total Net Revenue 2009 :.• 2008 2007 2006 •. The following is an annual breakdown of the trust -specific technology budget: k. Does the system provide electronic mail capabilities between the City's and Provider's personnel? Yes. U.S. Bank communicated all confidential and sensitive data with Secure Mail, an e-mail service whereby the client receives a notification to pick up the information at a secure Web site. Proposal for the City of Fort Collins, Colorado I Page 47 I. List any circumstances or situations in which the information sent electronically by the City would be manually entered at the Provider. We work diligently to reduce the circumstances of inputting information manually, employing straight through processing feeds when possible. Information sent in an electronic format that is not compatible with our system may be in put manually. m. Back-up via telephone must be available for transaction processing. Describe this process. The City will be assigned a dedicated Trade Services Representative for trade transactions. If he or she is unavailable, another Trade Services Representative designated as that person's back up, can assist you. During conversion, we will provide the appropriate phone numbers. n. Specify any hardware and software required of the City for on-line services. No special hardware or software is required. The City has access to the system wherever you have access to the Internet. U.S. Bank suggests using Microsoft® Internet Explorer'" version 5.5 or higher with 128-bit encryption. If a user's browser is incapable of supporting 128-bit encryption, they will automatically be linked to a site from which they can install an upgrade. o. Do you have an online cash management system? Yes, U.S. Bank offers its clients with online cash management services. The Safekeeping and Money Center departments within the U.S. Bank Corporate Treasury Division provide a full range of fixed income products and services. Managing your portfolio can be a challenging task. The experienced, responsive professionals at U.S. Bank will work closely with your organization to help tailor financial solutions for your investment portfolio. Investment Strategies to meet your needs — Build and manage your investment portfolio to meet your company's investment objectives: ■ Laddering maturities combines higher yielding longer securities with liquidity of short-term securities ■ Diversification allows investors to spread credit exposure across different issuers ■ Monthly, quarterly, semi-annual or annual income payments allow investors to schedule payments to meet their cash flow needs Variety of Investment Products — The Money Center Department of U.S.Bank, N.A. provides a variety of investment products including: ■ Automated and Manual Sweep Accounts ■ Eurodollar Deposits ■ Commercial Paper ■ Certificates of Deposit ■ Repurchase Agreements ■ Banker's Acceptances ■ United States Treasury and government agency securities ■ Money Market Mutual Funds Proposal for the City of Fort Collins, Colorado I Page 48 � mEu 4.� Seamless front to back office transactions — The Safekeeping and Bond Accounting Departments of U.S. Bank provide complete safekeeping and bond accounting services including: ■ Cash activity may be settled through your DDA or wired to or from other institutions ■ Monthly statements ■ Portfolio accounting (provides comprehensive customized reports) ■ Pledging ■ Interest and maturity notices ■ Delivery of securities to an outside Trust Department/Custodian ■ Internet Access and On-line Trading Cash Management Expertise — U.S. Bank, Money Center representatives are experienced professionals. Their mission is to provide suitable investment products to U.S. Bank customers, placing investments that satisfy both your investment needs and investment policy. p. Can cash balances be invested in Certificates of Deposits, Commercial Paper, and/or Money ' Market Mutual Funds through your online system? Yes, through the U.S. Bank portal the City can purchase CDs, CP and Money Market Funds as described directly above. q. Describe the process for online investing. Also provide a list of the investment options available. U.S. Bank has an online application, called the U.S. Bank SinglePoint® Investment service. This application provides an easy -to -use online capability to initiate and track trades. It also provides a highly Flexible way to generate standard and customized reports on Money Center account activity. An approval process provides a secondary level of control, and online activity views and reports allow you to track the status of each trade. Features of this unique benefit are: View investment summary and detail —View hourly total positions and current day activity. View and customize reports —View investment activity and monthly statements. Use easy, robust filtering to select date ranges, transaction amounts and sort options for transaction details. Trade conveniently online Increase or decrease account balances, purchase new or closeout positions of various products simultaneously. Products include open U.S. Bank N.A. Commercial Paper, Eurodollar Time Deposits, Repurchase Agreements and Money Market Funds. Move funds to and from your predetermined selections of U.S. Bank or outside settlement accounts. Enter trades any time —Trades are processed through a real-time interface with the bank's trading system with straight -through -processing for settlement. Off -hour trade entry is supported. Trades entered prior to 7:00 am CT or after the particular investment's cutoff time are processed at the start of business on the next business day. Use secondary approval controls with reactivate feature —The City has the option to designate secondary approval requirements for all initiated trades. With this option in place, you can approve single or multiple pending trades displayed in a list. If approval is not performed by the deadlines, you can reactivate expired trades to quickly approve for the next available business day without re-entering the trade instructions. Proposal for the City of Fort Collins, Colorado I Page 49 • a- '�bS Set user amount limits —Per transaction limits for transaction amounts and user's daily cumulative amounts can be set for initiation and approval of investment trades. Require security token entry —A VeriSign token -generated password is required for each session when you first enter the Investment service and select to initiate a trade. Control account access —Through account entitlements, you place controls on which accounts initiate each user can access reports and/or or approve trades. Stay informed —Several User Task and User Message options are available. Individual users can adjust their Personal Settings to select which messages they want to receive. Investment products, including Commercial Paper, Repurchase Agreements. Eurodollar Deposits and Money Market Funds, are not deposits of or guaranteed by U.S. Bank or any of its affiliates, nor are they insured by the Federal Deposit Insurance Corporation or any other government agency. An investment in such products involves risk, including possible loss of principal. r. Specify the costs associated with investing online. None — there is no cost for the use of the portal. The underlying investments may have fees or expenses related to the purchase — however the portal itself does not have a fee. 16. Auditing Procedures a. Describe your daily and periodic auditing procedures for both internal and external processes. Will the City have access to audit information? U.S. Bank operates under a constant audit cycle, with internal and external auditors reviewing one or more aspects of the operations on a continuous cycle. We are subject to annual reviews and periodic follow-ups by the Office of the Comptroller of the Currency. A Type II SAS 70 is prepared by an independent auditor, Ernst & Young, and is distributed upon request to all institutional clients. To date, there have been no reportable events or significant findings as a result of this annual audit. Operations risk management is based on the definition of precise service level agreements, measurement of performance against standards, daily, weekly, and/or monthly reconciliation of cash, securities and suspense accounts, aging and reporting of exception items, an extensive program of management reporting and a process of escalation to inform and involve senior management. U.S. Bank is subject to governance by the Trust Risk Management Committee, Corporate Risk Management, the Trust Operations Committee, and the Trust Operations Risk Management Committee. Standard operating procedures and detailed workflows are documented and made available to all employees via the U.S. Bank intranet. This year U.S. Bank will transition from issuing the SAS70 (Statement on Auditing Standards No. 70, Service Organizations) Report to the SSAE16 (Statement on Standards for Attestation Engagements (SSAE) No. 16. A new attestation standard will replace the SAS70 audit standard for service organization control reports after June 15, 2011. The new standard requires an assertion by management regarding its systems, objectives, and controls. The report will include management's assertion as well as our external auditor's (Ernst & Young) opinion on the assertion. We will issue a Type 11 SSAE 16 report for the period of October I, 2010 through September 30, 2011. We expect to issue the SSAE16 report by the end of November 2011. A copy of the annual SAS 70 is available in Appendix 6. Proposal for the City of Fort Collins, Colorado I Page 50 b. Would the City's accounting reports be audited for accuracy before submission to the City? Describe this process. Yes. Client accounts are reconciled daily to ensure accuracy in reporting. U.S. Bank maintains comprehensive audit procedures for verifying the accuracy and completeness of all statements and reports. Each statement and report is ensured of accuracy by the following: ■ Statement is checked for balanced condition with beginning and ending market value reconciled ■ Summary asset schedules are balanced to detail schedules ■ Statement cycles are compared for ending position reconcilement ■ All subaccounts are balanced to consolidated account ■ Date range is verified to ensure proper reporting period ■ Security prices are reviewed for reasonableness and accuracy ■ Dividends and accruals are verified on a test basis Trust accounting for trust/custody arrangements are under the direct supervision of a Senior Trust Accountant who reviews the accuracy of the transactions, accounting and reporting for the City's periodic trust reports. In addition, the U.S. Bank Accounting and Operations departments have ongoing quality control programs designed to identify systematic areas and processes where enhancements are needed to improve the accuracy of all accounting functions. Annual trust accounting reports are signed and certified by the Trust Accounting department. 17. Back-up and Disaster Plans a. It is imperative that the City have access to its financial assets in case of a disaster. Describe your disaster and back-up plan and capabilities including data processing systems, telephone access, system security controls, and customer identity controls. Because of our industry and the fact that we are entrusted with so much client sensitive information, this is a high priority for U.S. Bank. Our Corporate Contingency Planning Department coordinates planning and response for crisis management across U.S. Bank. Its responsibilities encompass all aspects for disaster recovery and business continuity. The Corporate Contingency Planning Department has established guidelines which incorporate industry best practices for critical business units. The business continuity development plan process includes the following components: ■ Business Impact Analysis ■ Disaster Recovery Plan ■ Work Area Recovery Strategy ■ Employee Training and Awareness ■ Testing U.S. Bank Trust Technology & Support Services, which provides operations and technology services for the Trust businesses, participates in the Corporate Contingency Planning efforts described above. Trust Technology & Support Services' mission -critical functions and Recovery Time Objectives (RTOs) include: ■ Securities trade processing, settlement and custody RTO: Within 24 hours ■ Funds transfer and income processing RTO: Within 24 hours ■ Common Trust Fund accounting RTO: Within 24 hours Back-up Sites Seven strategically -dispersed sites can be utilized for efficient data back-up and recovery: Proposal for the City of Fort Collins, Colorado i Page 51 n ■ St. Paul, Minnesota ■ Cincinnati, Ohio ■ West Allis, Wisconsin ■ Portland, Oregon (two) - ■ Sterling Forest, New York' ■ Gaithersburg, Maryland Additionally, all of our more than 3,000 bank offices and 30 trust & custody offices have a designated relief center which serves as a resource and partner for other locations in case of an emergency requiring back-up and recovery actions. Plan Testing Contingency plans are reviewed continually and tested no less than annually (with quarterly tests as indicated below): Call Tree Exercise ■ Determines that phone listings are current and communication procedures are adequate ■ Conducted on a quarterly basis for all essential employees Tabletop Exercise Ensures that critical personnel from all areas are familiar with the plan, and includes: ■ Discussion about the plan in a conference room or small group setting ■ Individual and team training ■ Clarification and highlighting of critical plan elements FunctionalANork Area Recovery Exercise Involves the actual mobilization of personnel to other sites to establish communications and coordination, and includes the following elements: ■ Demonstration of emergency management capabilities of several groups practicing a series of interactive functions, such as direction, control, assessment, operations and planning ■ Actual response to alternate locations or facilities using actual communications capabilities ■ Mobilization of personnel and resources at varied geographical sites ■ Varying degrees of actual, as opposed to simulated, notification and resource mobilization Full-scale Exercise All (or portions) of the plan is implemented by processing data/transactions using back-up recovery site(s). This exercise includes: ■ Demonstration of knowledge, skills, management response and decision -making capability ■ On -scene execution of coordination and decision -making roles ■ Actual notifications, mobilization of resources, and communication of decisions ■ Activities conducted at actual response locations or facilities ■ Enterprise -wide participation and interaction of internal and external management response teams with full involvement of external organizations U.S. Bancorp has a formal organization responsible for management of the response process: The Crisis Management Team (CMT). The CMT exists in order to identify - and then manage - crises, crises of all magnitudes. The CMT is responsible for responding to a crisis, and ensuring that the Proposal for the City of Fort Collins, Colorado I Page 52 response process is capable of being successfully implemented. Our CMT is led by the President and CEO of U.S. Bancorp (Richard Davis), who is the Chair. If the CEO is not available, the Vice Chair of Technology serves as acting Chair. If neither is available, the Vice Chair of Payments will serve as acting Chair. If none of these individuals are available, available CMT members will appoint a Chair from available Managing Committee members. Threat conditions are divided into three broad categories: Disaster, Crisis or Business Interruption. Each is summarized below: ■ Disaster: A severe crisis, such as one causing death or injury or severely impacting the company's ability to conduct mission critical business. This will result in automatic notification of the Managing Committee, and the CMT will be convened. A Corporate Disaster Declaration will be made only by the Chair or Acting Chair of the CMT. ■ Crisis: A crisis is less severe than a disaster. A crisis may affect our employees, customers or reputation or impact our ability to do business in a region or localized area. In the event of a crisis, the CMT will be convened by the Director or the Chair. ■ Business Interruption: An impact to business operations that is not a disaster, or crisis. A business Interruption may be declared by the affected business line or by Technology and Operations Services and will result in the appropriate support areas and businesses being convened, without convening the entire CMT. Bank policies dictate a return -time -objective (RTO) of mission -critical functions in 24 hours or less. b. How often is the plan tested? U.S. Bank tests its disaster recovery processes annually at a minimum. The most recent disaster recovery test took place in October of 2010. The next test will be in October of 2011. c. Has this plan had to be used within the past three years? No. 18. Conversion " a. Describe your approach to the implementation and conversion process as City assets are moved to the Provider. Include an estimated conversion calendar. We use a transition and implementation process that has been refined over several decades and is continually monitored and enhanced. Because we actively seek feedback across multiple points of interaction, client input plays a key role in executing seamless non -disruptive transitions and smooth implementations, with minimal stress on client resources. Last year U.S. Bank converted over 100 new accounts with 100% accuracy. ■ Upon award of the Contract, an initial meeting between Client staff and the U.S. Bank client service "The transition to U.S. Bank was team will be arranged. The Relationship Manager and smooth, We have continued to receive Account Manager will lead a larger Account the same levelof service with no change in which made it Conversion team (consisting of additional U.S. Bank personnel, easy for us to go about business as operational and technical staff) to kick-off the process. This combined team of experts will collaborate with Client stakeholders to establish the Chief Marketing Officer timetable, processes and procedures for opening the Atlanta Life Finaticial Group Proposal for the City of Fort Collins, Colorado i Page 53 account and transitioning all assets to U.S. Bank. The initial meeting will introduce key U.S. Bank and Client personnel to one another, identify their responsibilities, provide contact information, establish clear lines of accountability, and ensure that the operational and technical requirements are ' in place. The Relationship Manager maintains overall responsibility for the management and outcome of the conversion. ■ ■ Seven days prior to conversion: U.S. Bank requires a certified list of assets from the prior custodian. We also request duplicate copies of all trades through the conversion date to track any changes in assets. ■ On the conversion date: U.S. Bank receives all assets and cash from the prior custodian, performs a complete reconciliation of those assets and cash received, and works closely with the prior custodian to resolve any differences. We continue to work closely with the prior custodian throughout the months following conversion to ensure that any outstanding issues (i.e., claims, income, maturities, etc.) are resolved. Clieni involvement throughout the transition planning and execution process is critical, but not overly burdensome. The illustrative timeline below highlights some of the crucial steps for both Client and U.S. Bank: Provide notification toprior custodian and moneymanagers70110ts Provide U.S. Bank with contact for rior custodian Provide U.S. Bank with contact for Investment Mana ers Contact rior custodians with transfer instructions Provide trade instructions to mone mana ers Provide U.S. Bank a list of all asset holdings Prior Custodian Last day for trading at prior custodian Money Managers Provide U.S. Bank with final list of all asset holdings Prior Custodian Transfer all assets via depository to U.S. Bank Prior Custodian Wire transfer all assets via depository to U.S. Bank Prior Custodian Wire transfer all cash to U.S. Bank Prior Custodian Set up all assets in new accounts U.S. Bank Deposit wires in new accounts U.S. Bank Reconcile all cash and assets holdings of prior custodian U.S. Bank First dayof tradingat U.S. Bank Money Managers Wire transfer an additional cash proceeds to U.S. Bank Prior Custodian Provide U.S. Bank with a statement for date of final transfer Prior Custodian Reconcile final statement received from prior custodian ff�. Trust/custodial agreement Client Client & U.S. Bank Cash Management Authorization Client & U.S. Bank Develop standards and procedures Client & U.S. Bank Note: We show the client several times above to emphasize the collaborative nature of our process. But the process is extremely client friendly. Once the client sends a letter to their current provider(s) notifying them that U.S. Bank will be the custodian as of the effective date of the contract, arranges for a meeting/conference call and provides us a list of assets, the U.S. Bank team takes over and manages, resolves and reconciles all issues on behalf of the Client going forward. Proposal for the City of Fort Collins, Colorado I Page 54 Executive Summary The City of Fort Collins (the City) will benefit through a partnership with U.S. Bank Institutional Trust & Custody by entrusting its assets with a financially stable institution that is dedicated to servicing the needs of the mid -market client. U.S. Bank offers the City a winning combination with its regionally -based client service team, led by a Relationship Manager located in Denver, Colorado, and a technological infrastructure designed to streamline your work to provide you access to needed information quicker. Experience ' U.S; Bank Institutional Trust & Custody is a business unit of U.S. Bancorp, a diversified, NYSE -listed, Fortune 500 financial services company headquartered in Minneapolis, Minnesota. We have been providing trust services since the 1900s and investment management services since 1914. Wealth Management and Securities Services, of which Institutional Trust & Custody is a component, provides a comprehensive array of institutional trust, custodial, retirement, financial advisory, mutual fund processing, private banking and asset management services. The division has a total of $4.5 trillion in assets under administration. U.S. Bank Institutional Trust & Custody was formed to exclusively serve the unique needs of institutional entities. We provide comprehensive services, including fiduciary, custodial, securities lending, investment management and benefit payment processing to corporations, endowments, foundations, insurance companies, Taft -Hartley plans, government and public entities, and registered investment advisors. U.S. Bank Institutional Trust & Custody has more than 3,000 clients with assets nearly at $800 billion. Public Client Experience U.S. Bank has been providing trust services to local agencies and governmental unions for more than 100 years. Our diverse and significant commitment to the public sector is not easily comparable to that of other financial institutions. And our financial size and depth of services to local agencies far surpasses that of any broker, local trust administrator or investment advisory firm. U.S. Bank Institutional Trust & Custody has custodial relationships with more than 342 public sector clients with assets totaling $72.4 billion. Investment Management Services and Custody U.S. Bank Institutional Trust & Custody can provide the City with custodial services in conjunction with investment management services. The benefit to the City for a single -source solution is that it offers you consistent accounting and reporting, speedy resolution of issues through a unified and dedicated account management team of experienced professionals and robust internal / external auditing and regulatory safeguards. Because your assets will be custodied and managed by the same institution the single integrated accounting and reporting system used will remove any gaps and inconsistencies often found where separate entities provide custodial and investment advisory services. We offer the scale, stability and market focus that our competition may lack, making U.S. Bank a clear choice for the District. t Financial Stability It has never been more important to partner with a stable, strong and reputable financial services firm, and few firms can match the safety and stability of U.S. Bank. Multiple key metrics (debt ratings, capitalization ratios, ROA, ROE and Efficiency Ratio) testify to our position as a strong financial partner that performs well —and delivers results — in even the most challenging economic environments. Proposal for the City of Fort Collins, Colorado I Page 1 )kw� b. What resources will be dedicated to the conversion effort? Under the coordination of your Relationship Management Team, led by Sharon Gelo-Nelson, a transition team is established for the conversion of each new plan. The transition team develops a detailed schedule, assigns responsibilities and completion dates and monitors progress so as to minimize the involvement of client staff. The conversion process is a phased approach that typically requires about four weeks to complete in order to ensure a smooth transition. Because your service team is located just miles away, we are available at any time for on -site visits to assist with any conversion or ongoing needs. c. What controls are suggested for this period? We use a transition and implementation process that has been enhanced and honed to perfection since first being deployed in the 1900s. As detailed in our response to question 18.a above, your Relationship Manager, Sharon Gelo-Nelson, has overall accountability for the success of the transition process, and full authority to make all decisions with regard to its successful completion. This clearly -defined line of authority and accountability makes communication of all tasks clear, ensuring the transition process is smooth, efficient and nondisruptive. d. What type and level of City involvement do you foresee in the process? Sharon Gelo-Nelson, your Relationship Manager, will work to minimize disruption and demands on the City's resources, interfacing directly with the relinquishing custodian to obtain as much information as possible in support of a timely and minimally -disruptive process. Through our experience, the resources required of our clients are minimal. a. What training is offered to the City during transition? Sharon Gelo-Nelson, your Relationship Manager, will have overall accountability to ensure your team of administrators and investment managers are well versed in U.S. Bank policies and procedures in addition to training on our online reporting suite, TrustNow Essentials. To make certain a seamless conversion results, Sharon builds training into the conversion timeline as mutually agreed upon between the City and U.S. Bank. Once your assets have been transferred and conversion is complete, Steve is available for any ongoing training support needed. f. What is the relationship between the transition team and the permanent support staff? What role will the account executive play in the conversion? Two key personnel from your permanent client service team will be involved with the conversion process, your Relationship Manager, Sharon Gelo-Nelson, and Account Manager, Richard Halstead. Leading the conversion process, Sharon, will be intimately involved in the conversion of the City's accounts to U.S. Bank. She is responsible for planning, coordinating and communicating the transition plan; as well as being held accountable for the supporting teams' involved in the account setup, securities processing and ongoing service model. In addition to your permanent Client Service personnel, Sharon and Richard, the Transition Team is comprised of representatives from Trade Services, Benefit Payment Services, Accounting Services and Legal Services. Proposal for the City of Fort Collins, Colorado I Page 55 g. What costs are associated with the conversion? List all types and charges on Exhibit B. None. The City will not incur any additional fees to transition its trust fund to U.S. Bank. h. Will the Provider defray any costs the City may incur from the present custodian for transferring assets? In our experience there are no fees associated with transferring assets between custodians. We have converted accounts from your current custodian and have done so with no cost and great efficiency. Proposal for the City of Fort Collins, Colorado I Page 56 E. Optional Services 1. Subsequently Added Services It is the intent of the City to pay for all services on a fee basis. If new services become available and are provided during the period of this contract, how will the City be charged? Describe your policy on subsequently added services. It is U.S. Bank's policy to keep our client's informed and up to date on service enhancements. It is common for us to provide added services at no additional cost as part of our added value as the City's custodian. When a service does require an additional fee, it is always the client's choice if they want to pay a fee. Therefore no fees will be incurred without prior client approval. 2. US Treasury Auctions During the course of the contract the City may wish to take advantage of the US Treasury's Automated Auction Bidding for Institutional Investors. Since this requires electronic bid submission and FedLine connections, the proposal should state whether the Provider currently has, or plans to have, the capability to handle such transactions. U.S. Bank can support the City with its U.S. treasury auctions. Currently, we do have the ability to process these transactions electronically. 3. Computer Terminal Link Should services provided by the Provider require a special computer terminal for inquiry and updates (not available through a personal computer), the City would request that two terminals be provided by the Provider for the City's Treasury and Accounting Departments. Provide a full explanation and cost estimate. Specify systems requirements and costs. None of U.S. Bank's services require a special computer terminal. Since secure access is provided using a standard browser and a standard internet connection, all software updates are easily implemented on our hosted site and ready for client use with the next login. 4. Securities Lending / Sent to Stephanie Kay The City may elect to do securities lending transactions. a. Do you provide securities lending? If so, describe your program and the services provided. What differentiates your program from others? Yes, U.S. Bank operates an internally -managed securities lending program in which we act solely as an agent lender on behalf of our clients. U.S. Bancorp Asset Management, Inc., a wholly -owned subsidiary of U.S. Bank and registered investment advisor, has been designated to administer the securities lending program. U.S. Bank's securities lending program was established in 1990. We lend U.S. government, U.S. government agency, agency mortgage -backed securities, equities and corporate bonds. While U.S. Bank does not lend international ordinary or debt securities, we do lend ADRs and ETFs, which are DTC eligible securities. Our in-house experts employ proven, time -tested processes, strengthened by technology, to provide clients with a means for increasing earnings without interrupting trading activities or cash and interest flows. U.S. Bank oversees the entire securities lending process, including: ■ Rigorous screening, selection and ongoing review of borrowers ■ Monitoring availability of securities Proposal for the City of Fort Collins, Colorado I Page 57 ■ Negotiating rebates ■ Daily marking to market ■ Monitoring and maintaining cash collateral levels ■ Processing securities movements ■ Reinvesting cash collateral U.S. Bank distinguishes itself from the industry through the use of a proprietary money market fund as its primary vehicle to manage cash collateral. The Mount Vernon Securities Lending Prime Portfolio is offered exclusively to securities lending clients and is managed to meet the liquidity needs of the securities lending program. The fund offers clients the advantage of oversight by a Board of Trustees, an independent auditor and a registered transfer agent for recordkeeping of shareholder activity. A copy of the most recent offering memorandum, semi-annual report, and fact sheet are provided as Appendix 7. Here are a few other important characteristics of the fund: ■ The fund's share price has remained at $1.00 since it began operation in early 2006. ■ While there is no guarantee the fund will maintain $1.00 a share going forward, the fund is required to meet portfolio maturity, quality, and diversification requirements designed to help maintain this stable price. ■ The fund is required to maintain certain daily, weekly and monthly levels of liquidity to help meet redemption activity. To date, the fund has never suspended or imposed restrictions on redemptions. ■ The underlying securities of the fund are marked to market on a regular basis and the market value NAV is disclosed monthly. b. Is the securities lending group in-house? A part of the custody operation? U.S. Bancorp Asset Management, Inc., a wholly -owned subsidiary of U.S. Bank and registered investment advisor, has been designated to administer the securities lending program. The securities lending business line is centralized at U.S. Bank's headquarters facility in Minneapolis, MN. Securities lending traders are responsible for initiating loans, recalls, and marking to market Responsibility for the investment of cash collateral resides in the Portfolio Management group. An independent administration team handles duration and performance measurement, accounting and earnings reporting, transfer agent functions, and maintenance of credit limits on the system. The responsibility for risk oversight is shared by the Credit Research team and the Portfolio Compliance team in Minneapolis, MN. All securities and cash movement is handled by U.S. Bank's custody operations offices in Milwaukee, WI and St. Paul, MN., c. How long have you provided securities lending services? U.S. Bank's securities lending program was established in 1990. d. If provided through a third party, identify the vendor, their split of revenues and the residual percentage to the City. How long have you had this relationship? N/A Proposal for the City of Fort Collins, Colorado I Page 58 e. How do you minimize the risk in securities lending? There are two primary risks present in securities lending: risk of investment loss and risk of borrower default. Investment Loss Risk The investment risk management process is accomplished through multiple layers of oversight. All new investments must be on the list of investments approved by U.S. Bancorp Asset Management, Inc. Features of U.S. Bank's investment risk management approach are as follows: ■ Issuer concentration and duration parameters are established across internal credit rankings and actively monitored on a daily basis. These parameters are more stringent than money market guidelines. ■ Primary collateral investment vehicle is a registered money market fund that has never suspended redemptions and has maintained a net asset value of $1.00 per share. ■ Primary collateral investment vehicle is compliant with new SEC requirements for money market funds of 30% liquidity in 7 days. ■ Asset -liability mismatch is kept minimal and reviewed on a daily basis. Although there have not been any losses in the Mount Vernon Securities Lending Prime Portfolio, it is possible to lose money by investing in the fund and as with any investment, clients bear the risk of investment loss. Borrower Default Risk U.S. Bank offers its clients the opportunity to participate in its indemnified lending program, which is available at a premium price. Clients participating in the indemnified securities lending program will be indemnified by U.S. Bank against loss due to insufficient collateral resulting from borrower insolvency or failure to return loaned securities. In the event of a material default by a borrower, U.S. Bank shall: ■ At its own expense, deposit replacement securities of the same CUSIP to the Customer's account as soon as practicable, or ■ If U.S. Bank is unable to obtain replacement securities, U.S. Bank shall credit to the Customer's account funds in an amount equal to the Market Value of such Loaned Securities. The Market Value shall be calculated (i) in the case of a Borrower insolvency, on the date of such insolvency, or (ii) in the case of a Borrower's failure to return Loaned Securities, on the date that U.S. Bank credits Customer's account. It is important to note that, unlike some other securities lending programs, U.S. Bank will purchase replacement securities whenever possible for its clients in the event of borrower default, rather than simply depositing equivalent cash into the client's account. I h Proposal for the City of Fort Collins, Colorado I Page 59 Sample language from our contract reads: Indemnification In the event of a Borrower's material default of the terms and conditions of the Borrower Agreement, the Bank shall: • Take all actions the Bank deems appropriate, in its sole discretion, to liquidate the Collateral, • At its own expense, but subject to the Customer's obligations pursuant to Section 11(c) hereto, replace as soon as reasonably practicable such Loaned Securities with identical securities or the equivalent thereof in the event of a reorganization, recapitalization or merger of the issuer of the Loaned Securities, or • If the Bank is unable to obtain replacement securities, the Bank shall provide the Customer with immediately available funds in an amount equal to the Market Value of such Loaned Securities. The Market Value shall be calculated (1) in the case of a Borrower insolvency, on the date of such insolvency, or (2) in the case of a Borrower's failure to return Loaned Securities, on the date that the Bank deposits funds to the Customer's account. • If the Market Value of the Collateral on the date of such replacement or credit is less than that which is required to purchase replacement securities or to provide equivalent funds to the Customer as a result of a decrease in the Market Value of investments of Cash Collateral, the Bank will not be responsible for such decrease. In such event, the Bank shall purchase and deposit replacement securities, or deposit cash to the Customer's account, in an amount equal to the then current Market Value of Cash Collateral investments. If the Market Value of the Collateral on the date of such replacement or credit is less than that which is required to purchase replacement securities or to credit equivalent funds to Customer's account as a result of any reason other than a decrease in the Market Value of investments of Cash Collateral, Bank shall pay such additional amounts as are necessary to purchase replacement securities in an amount equal to the Market Value of such Loaned Securities or credit equivalent funds to Customer's account as of the date of such replacement. The Bank shall not be liable for any appreciation in the Market Value of the Loaned Securities subsequent to such date. • The Customer agrees that the Bank shall be subrogated to the rights of the Customer in the Collateral and against the Borrower to the extent of any amount paid by the Bank to the Customer hereunder. • Except as provided for herein, the Bank shall have no additional liability to the Customer relating to any Borrower's failure to return Loaned Securities and no duty or obligation to take action to effect payment by a Borrower of any amounts owed by such Borrower pursuant to the Borrower Agreement. • Notwithstanding the foregoing, the Bank shall not be required to act inconsistently with (i) any court or government agency order regarding such Collateral or (ii) the Borrower Agreement. • With respect to its use in this Section 12, a Borrower's "insolvency' is defined to mean any of the following: (i) the Borrower shall commence any case or proceeding under any bankruptcy, insolvency, reorganization, liquidation, dissolution or similar law, or seek the appointment of a receiver, conservator, trustee, custodian or similar official for such party or any substantial part of its property, (ii) any case, proceeding or appointment referred to in the preceding Clause (i) shall be commenced against the Borrower, or any application shall be filed against the Borrower for a protective decree under the provisions of the Securities Investor Protection Act of 1970 as amended, any of which (aa) is consented to or not timely contested by the Borrower, (bb) results in the entry of any order for relief, such an appointment, the issuance of such a protective decree or the entry of any order having a similar effect, or (cc) is not dismissed within 15 days; (iii) the Borrower shall make a general assignment for the benefit of creditors, or (iv) the Borrower shall admit in writing its inability to pay its debts as they become due. Proposal for the City of Fort Collins, Colorado I Page 60 f. Provide a list of borrowers with whom the Provider works and a copy of the current collateral contract. U.S. Bank currently has approved 30 borrowers, from which clients may choose to eliminate or limit borrowers list is follows: exposure to a specific borrower. The approved as Barclays Capital, Inc. BNP Paribas Prime Brokerage, Inc. BNP Paribas Securities Corp Cantor Fitzgerald & Co. Citigroup Global Markets, Inc. Commerz Markets LLC Credit Agricole Securities (USA) Inc. Credit Suisse Securities (USA), LLC Deutsche Bank Securities, Inc. First Clearing, LLC Goldman Sachs & Co. HSBC Securities (USA), Inc. ING Financial Markets, LLC Jefferies & Company, Inc. J.P. Morgan Clearing Corp J.P. Morgan Securities, Inc. Merrill Lynch, Pierce, Fenner & Smith, Inc. Morgan Stanley & Co., Inc. MS Securities Services, Inc. Newedge USA, LLC Pershing, LLC Raymond James & Associates, Inc. RBC Capital Markets, LLC RBS Securities, Inc. Scotia Capital (USA), Inc. SG Americas Securities, LLC Societe Generale, New York Branch TD Ameritrade Clearing, Inc. UBS Securities, LLC Wells Fargo Securities, LLC Please see Appendix 7 on the CD affixed to the rear cover of this proposal for the Master Securities Loan Agreement template used between U.S. Bank and borrowers, which is based on the industry standard document. g. How many institutional custodial clients currently use the securities lending services? (Identify public versus private.) U.S. Bank currently provides securities lending services for 55 client relationships, including 10 4 mutual fund companies, 21 pension plans, 2 public entities, 18 non-profit organizations, and insurance companies. h. How often is the creditworthiness of borrowers reviewed? U.S. Bank establishes a separate line of credit for each borrower, based upon the structure of the organization, financial data and prior experience with the borrower. Once a borrower is approved for securities lending, the borrowing limit is programmed into the securities lending system, and counterparty exposure is measured on a daily basis. Daily compliance with established credit limits is subject to review by U.S. Bank Compliance and is part of the annual audit cycle. In its annual review, the Institutional Credit Risk Management division of U.S. Bank, having established the initial securities lending line, takes into account U.S. Bank's overall exposure to a particular counterparty, not simply the risk associated with securities lending agreements. In addition, U.S. Bank employs an "early warning system" to monitor and communicate event risk and will act out -of -cycle to respond accordingly, if warranted. I. Describe the type of securities in the program. As of 8/31/11, U.S. Bank's program had $51 billion assets available to lend. Roughly 10% of these assets were U.S. treasuries, 20% were U.S. agencies, 7% were U.S. agency MBS, 33% were U.S. Proposal for the City of Fort Collins, Colorado I Page 61 ■ ■ corporate bonds, and 30% were U.S. equities. While U.S. Bank does not lend international ordinary or debt securities, we do lend ADRs and ETFs, which are DTC eligible securities. j. Do you mark -to -market daily? Is collateral adequacy monitored daily? ■ Yes. The securities lending program at U.S. Bank requires cash collateral from each borrower of securities equal to 102% of the market value of each domestic security on loan plus any accrued ■ interest on debt instruments at the inception of the loan. Once securities are out on loan, they are marked to market daily and borrowers are required to maintain cash collateral equal to 102% of the value of equity securities and corporate issues and 100% of the value of U.S. treasury and agency ■ issues. On a daily basis, U.S. Bank marks to market loaned securities and collateral on a loan -by -loan basis. ■ U.S. Bank then demands additional collateral from the borrower, or upon demand, instructs the custodian to release excess collateral to the borrower whenever either action is required pursuant to the securities lending agreement. Each morning, any additional collateral is requested to be received ■ that same day, based upon collateral levels measured at the end of the previous business day. ■ k. How is cash collateral invested? U.S. Bank distinguishes itself from the industry through the use of a proprietary money market fund ■ as its primary vehicle to manage cash collateral. The Mount Vernon Securities Lending Prime Portfolio is offered exclusively to securities lending clients and is managed to meet the liquidity needs of the securities lending program. The fund offers clients the advantage of oversight by a Board of ■ Trustees, an independent auditor and a registered transfer agent for recordkeeping of shareholder activity. A copy of the most recent offering memorandum, semi-annual report, and fact sheet are provided as Appendix 7 on the CD affixed to the rear cover of this proposal ■ Here are a few other important characteristics of the fund: ■ The fund's share price has remained at $1.00 since it began operation in early 2006. ■ ■ While there is no guarantee the fund will maintain $1.00 a share going forward, the fund is required to meet portfolio maturity, quality, and diversification requirements designed to help maintain this stable price. ■ ■ The fund is required to maintain certain daily, weekly and monthly levels of liquidity to help meet redemption activity. To date, the fund has never suspended or imposed restrictions on redemptions. ■ ■ The underlying securities of the fund are marked to market on a regular basis and the market value NAV is disclosed monthly. ■ I. Provide a copy of all transaction and income reports. Describe the on-line reporting availability for securities lending. ■ Clients have access to their securities lending account detail through U.S. Bank's secure website. Daily reports are available which show the activity from the previous business day, including loan ■ level detail, borrower information and collateral ization percentages. Monthly statements are also available and include open loans and collateral ization as of month -end, ■ as well as earnings at the account or security level for the month. Monthly summary reports are in PDF format and are typically available by the 1 Oth business day of the following month. Please see attached report examples as Appendix 7 on the CD affixed to the rear cover of this proposal. ■ Clients will receive a monthly fact sheet for the Mount Vernon Securities Lending Prime Portfolio and may also view month -end holdings at http://www.usbank.com/securitieslending ■ Proposal for the City of Fort Collins, Colorado I Page 62 ,8 i iAd hoc reporting is available upon request. U.S. Bank takes pride in its customer -focused approach. We are flexible and will embrace a client with service where they would often feel lost in the scale of a much larger lending program. In addition to providing clients with access to the secure website for i all securities lending activity, we are responsive to inquiries received directly from clients and will work with clients to meet any needs for customized ad hoc reporting. i m. Can assets be designated as available for different sector types and varying time frames? iYes in. Are loaned securities flagged on the custody reports for client identification? No. Clients have access to their securities lending account detail through U.S. Bank's secure website i and may view securities on loan as of the previous business day or download a PDF report showing all securities on loan as of each month end. io. To what degree are the securities lending clients insured against losses in the program? There are two primary risks present in securities lending: risk of investment loss and risk of borrower idefault. Investment Loss Risk iThe investment risk management process is accomplished through multiple layers of oversight. All new investments must be on the list of investments approved by U.S. Bancorp Asset Management, i Inc. Features of U.S. Bank's investment risk management approach are as follows: ■ Issuer concentration and duration parameters are established across internal credit rankings and actively monitored on a daily basis. These parameters are more stringent than money market iguidelines. ■ Primary collateral investment vehicle is a registered money market fund that has never suspended redemptions and has maintained a net asset value of $1.00 per share. i■ Primary collateral investment vehicle is compliant with new SEC requirements for money market funds of 30% liquidity in 7 days. i■ Asset -liability mismatch is kept minimal and reviewed on a daily basis. Although there have not been any losses in the Mount Vernon Securities Lending Prime Portfolio, it i is possible to lose money by investing in the fund and as with any investment, clients bear the risk of investment Toss. i Borrower Default Risk U.S. Bank offers its clients the opportunity to participate in its indemnified lending program, which is available at a premium price. Clients participating in the indemnified securities lending program will be indemnified by U.S. Bank against loss due to insufficient collateral resulting from borrower insolvency or failure to return loaned securities. In the event of material default by a borrower, U.S. Bank shall: i■ At its own expense, deposit replacement securities of the same CUSIP to the Customer's account as soon as practicable, or i ■ If U.S. Bank is unable to obtain replacement securities, U.S. Bank shall credit to the Customer's account funds in an amount equal to the Market Value of such Loaned Securities. The Market Value shall be calculated (i) in the case of a Borrower insolvency, on the date of such insolvency, i Proposal for the City of Fort Collins, Colorado I Page 63 3 11 or (ii) in the case of a Borrower's failure to return Loaned Securities, on the date that U.S. Bank credits Customer's account. Proposal for the City of Fort Collins, Colorado I Page 64 t4 ■ The daily financial newspaper, American Banker, thinks highly of U.S. Bancorp (U.S. Bank's parent company). It recently recognized the outstanding leadership of Richard Davis, U.S. Bancorp Chairman, President and Chief Executive Officer, as its 2010 Banker of the Year. Mr. Davis and the bank's Managing Committee and Board of Directors maintained the highest levels of integrity and the prudent banking and risk management practices that protected U.S. Bank and its clients from the worst effects of the economic downturn. In addition, Fortune magazine named U.S. Bank one of the world's most admired companies. An organization cannot achieve such levels of financial stability and third -party recognition without demonstrating a continuous commitment to ethical business practices and astute investment in its client's, products, services and people. Many businesses turn to U.S. Bank for its trust and custodial needs. We are a bank with a grand reputation of delivering high touch service built upon financial stability allowing U.S. Bank growth opportunity with our clients as well as re -investing in technology to continue delivering efficiencies and quality service to all our clients. In the proposal that follows, U.S. Bank Institutional Trust & Custody responds to each question providing an accurate concise answer. Please do not hesitate to contact Rodney Skidmore at (866) 650-4122 to discuss ' the contents of our proposal. Proposal for the City of fort Collins, Colorado I Page 2 It is important to note that, unlike some other securities lending programs, U.S. Bank will purchase replacement securities whenever possible for its clients in the event of borrower default, rather than simply depositing equivalent cash into the client's account. Sample language from ourcontract reads: Indemnification In the event of a Borrower's material default of the terms and conditions of the Borrower Agreement, the Bank shall: • Take all actions the Bank deems appropriate, in its sole discretion, to liquidate the Collateral, • At its own expense, but subject to the Customer's obligations pursuant to Section 11(c) hereto, replace as soonas reasonably practicable such Loaned Securities with identical securities or the equivalent thereof in the event of a reorganization, recapitalization or merger of the issuer of the Loaned Securities, or • If the Bank is unable to obtain replacement securities, the Bank shall provide the Customer with immediately available funds in an amount equal to the Market Value of such Loaned Securities. The Market Value shall be calculated (1) in the case of a Borrower insolvency, on the date of such insolvency, or (2) in the case of a Borrower's failure to retum Loaned Securities, on the date that the Bank deposits funds to the Customer's account. • If the Market Value of the Collateral on the date of such replacement or credit is less than that which is required to purchase replacement securities or to provide equivalent funds to the Customer as a result of a decrease in the Market Value of investments of Cash Collateral, the Bank will not be responsible for such decrease. In such event, the Bank shall purchase and deposit replacement securities, or deposit cash to the Customer's account, in an amount equal to the then current Market Value of Cash Collateral investments. If the Market Value of the Collateral on the date of such replacement or credit is less than that which is required to purchase replacement securities or to credit equivalent funds to Customer's account as a result of any reason other than a decrease in the Market Value of investments of Cash Collateral, Bank shall pay such additional amounts as are necessary to purchase replacement securities in an amount equal to the Market Value of such Loaned Securities or credit equivalent funds to Customer's account as of the date of such replacement. The Bank shall not be liable for any appreciation in the Market Value of the Loaned Securities subsequent to such date. • The Customer agrees that the Bank shall be subrogated to the rights of the Customer in the Collateral and against the Borrower to the extent of any amount paid by the Bank to the Customer hereunder. • Except as provided for herein, the Bank shall have no additional liability to the Customer relating to any Borrower's failure to return Loaned Securities and no duty or obligation to take action to effect payment by a Borrower of any amounts owed by such Borrower pursuant to the Borrower Agreement. • Notwithstanding the foregoing, the Bank shall not be required to act inconsistently with (i) any court or government agency order regarding such Collateral or (ii) the Borrower Agreement. With respect to its use in this Section 12, a Borrowers 'insolvency" is defined to mean any of the following: (i) the Borrower shall commence any case or proceeding under any bankruptcy, insolvency, reorganization, liquidation, dissolution or similar law, or seek the appointment of a receiver, conservator, trustee, custodian or similar official for such party or any substantial part of its property; (ii) any case, proceeding or appointment referred to in the preceding Clause (i) shall be commenced against the Borrower, or any application shall be filed against the Borrower for a protective decree under the provisions of the Securities Investor Protection Act of 1970 as amended, any of which (aa) is consented to or not timely contested by the Borrower, (bb) results in the entry of any order for relief, such an appointment, the issuance of such a protective decree or the entry of any order having a similar effect, or (cc) is not dismissed within 15 days; (iii) the Borrower shall make a general assignment for the benefit of creditors; or (iv) the Borrower shall admit in writing its inability to pay its debts as they become due. Proposal for the City of Fort Collins, Colorado I Page 65 p. On the City's portfolio provided as part of this RFP, what incremental revenues (in basis points per annum) could be expected in a year? Do you guarantee income? Please see the attached estimate based on the book value of securities provided by the City. This record is located in Attachment 2, Pricing Schedule. As with any investment strategy, securities lending includes the risk of investment loss. While U.S. U.S. Bank Bank's securities lending program has established control measures to help mange risk, does not guarantee income. 5. Investment Management a. What investment management services do you provide? U.S. Bank has been providing investment management services since 1914. Today U.S. Bank manages $81.3 billion in assets and provides customized investment management solutions using a broad spectrum of investment styles and asset classes. Highlights include: ■ Providing investment management solutions to foundations, endowments, non -profits, corporations, government and other institutional clients ■ Fee -based (as opposed to strictly transaction -based) investment advisory services ■ Broad -based solutions using mutual funds, exchange traded funds, exchange traded notes, separately management accounts, private placements and individual securities Our investment professionals are driven to perform, which to us means tailoring your portfolio to meet your needs, striving for strong portfolio returns and delivering outstanding client service. We provide: ■ Assistance in developing investment guidelines and regular review to ensure strict adherence to your investment guidelines ■ Salary -based pay structure for Portfolio Managers — ensures buy/sell decisions are made in the best interests of the City of Hopkinsville, not driven by desire to boost transaction -based fees ■ Regular meetings and proactive communication ■ Easy access to a dedicated Portfolio Manager issues ■ Timely response to requests and speedy resolution of any that may arise Your dedicated Portfolio Manager, Dennis Mullins, will guide you through an objective analytical process that leads to the development of a customized investment strategy, while actively managing your assets and continuously monitoring your holdings. Investment Management Philosophy Our investment philosophy is based on three fundamental beliefs: I. All segments of the market offer opportunities to generate risk -adjusted performance. 2. This performance is unlocked through a combination of disciplined quantitative and qualitative processes. 3. Our investment process achieves client objectives with integrity through appropriately -aligned incentives. This philosophy is realized through a methodical approach comprised of four key elements: ■ Asset Allocation (as part of our Investment Management Process) ■ Portfolio Construction (including the Manager Selection process) ■ Risk Management (including a comprehensive manager due diligence process provided by an independent and objective third -party provider) Proposal for the City of Fort Collins, Colorado I Page 66 ■ Investment Policy Statement (IPS) Development/Modification (the road map that guides our investment decision -making process) Our philosophy includes our role as an unbiased investment advisor: U.S. Bank can utilize non- proprietary or proprietary products to create an efficient portfolio. Your portfolio will be created within the framework of your IPS, and will reflect the output of the methodical and objective strategic and tactical asset allocation research employed by U.S. Bank. U.S. Bank Resources With more than $50 billion in managed assets throughout the organization, our 180 portfolio managers support the delivery of asset management across all major asset classes and utilize an open architecture approach with mutual funds, ETFs and Separately Managed Accounts (SMAs) with the nation's leading money managers. U.S. Bank leverages the investment research, economic forecasts and asset allocation strategies of U.S. Bank Asset Management Group, a wholly -owned Registered Investment Advisor subsidiary of U.S. Bank, and combines that proprietary expertise with non-proprietary and other third -party processes to deliver comprehensive solutions to institutional clients. Through our team relationship management approach, the City is effortlessly delivered a variety of products and services that fit your specific needs. b. Does the Provider act as third party custodian for existing repurchase agreement programs with dealers inquiry transaction multiple primary which allows on-line rate and processing? U.S. Bank does not offer third party custody for repurchase activity. 6. Performance Management a. Does the Provider provide portfolio performance measurement? What are the performance products available? What portion of these services are available on-line? What are the advantages of using your performance management services? Yes. For clients looking to analyze their asset returns, ensuring that investments —and Investment Managers —are meeting their goals and objectives, U.S. Bank provides a sophisticated analytic reporting system, Performance Monitor, along with a dedicated division of professionals trained to ensure data accuracy. Total Managed Fixed Income Perforance Performance Monitor m 10% With a variety of reports to choose from, including many available online, the City can gain a 8% comprehensive edge by analyzing investment s� portfolios in ways most meaningful to the company. Results can be generated for single accounts, 4% aggregate accounts or asset sectors. Custom reports can also be generated on a one-time or ongoing basis. z% Calculations conform to industry standards promoted 0% by the CFA Institute (formerly AIMR). Our detailed, MTH oTR YTD 1 YR 9YR 5YR nD graphically enriched reports include: orotal Managetl r.ea hcane ■ Total fund, composite, manager, asset class, sector • Leftman US Aggregroe BOM and security ■ More than 70 sector and 300 index choices Proposal for the City of Fort Collins, Colorado I Page 67 ■ Performance over multiple periods ■ Risk -management statistics ■ Attribution and benchmarking analysis ■ Returns both gross and net of fees Directly integrated with the U.S. Bank Trust System, the system can calculate the performance for any security and then provide an analysis on the impact of that security on the return of the portfolio. Attribution analysis is available for portfolios based on security selection, weighting and interaction. ' Portfolios can be compared to a model portfolio or a comparative index. Performance is available for any time period desired. Returns can be reported on your portfolio, income only, principal only or using a wide variety of market sectors. Returns can also be reported both as gross and as net of fees. Basic performance results are available online via TrustNow. More complex performance reports are available electronically, as well in bound hard copy presentations. Because the Performance System is integrated with the Trust Accounting System, the City can have rapid access to reports, approximately the sixth business day following month -end. In addition to U.S. Bank TrustNow Performance Monitor, we offer our clients Portfolio Analytics, powered by Clearwater Analytics. Portfolio Analytics is the only service that fully integrates accounting, compliance, performance and risk information into a single, consolidated platform. Most providers only provide modules covering one or two of these items. Moreover, Portfolio Analytics is a Web -based service, not a software package. The City will not have to manually key -in data or deal with the installation, maintenance, support, uploading, updating or modifying that a software package or workstation requires. With Portfolio Analytics, the City can access a full suite of daily reports using the most up-to-date information from independent data providers, rather than relying on periodic reports with inadequate information from a limited data source. We will gladly provide the City with an in -person demonstration of this robust application upon your request. b. What level of control on the reporting and options are available for this service? As with all U.S. Bank Institutional Trust & Custody reporting, we provide our clients Flexibility in designing reports to show only the information you want or need to see. U.S. Bank has a pre -defined "segmentation scheme," which is very detailed. The City can specify which segments from the schema you wish to report. Following is an overview of the highest -level performance segmentation ' scheme: U.S. Bank Performance Monhor Schema Sort Total Managed Assets Total Managed ITotal Total Non -Managed Managed F Grand Total Ex Mutual Funds L Net of Taxes L Gross of Fees Domestic I Equity Domestic Netof Taxes Equiy Domestio-Ex MFs I Foreign Net of Taxes Feed Inmme i Fixed Income I Foreign Casn 8 Equivalents Cash 8 Equivalents Foreign —Ex MFs Other Balanced Alternative Invest Other Grand Total Grand Total Net of Fees Net of Taxes Proposal for the City of Fort Collins, Colorado I Page 68 Fs c. Can the program download to Excel? Other software applications? Yes, reports can be downloaded in PDF or Excel formats. d. What training is available to the City in understanding your performance products? During conversion, your Relationship Manager, Sharon Gelo-Nelson, will provide training to the City for all online reporting, including Performance Monitor. When your account has been converted to ' U.S. Bank, Sharon will be available to provide additional support when requested. e. What costs are associated with these services? There are no costs associated with Performance Monitor via TrustNow. Proposal for the City of Fort Collins, Colorado I Page 69 F. Additional or Alternative Services Any additional service or permissible alternatives to the required services, whether for charge or no charge, should be specified under this section. If alternatives are offered on services outlined above, please note the reference number from the RFP for the service. Give a full description of the service along with all charges and detail charges on Exhibit B. The volume for such transactions will be available upon written request. Describe any service restrictions or limitations. We would direct the City to investment management services described in Question 5.a. above. We understand that the main purpose of this RFP is to retain services for custody and safekeeping. However, if the City were to give U.S. Bank a small assignment for investment management on the long end of the curve, our management fee would be competitive, but we would also be able to waive custody fees on the entire portfolio. It is understood that this would require a separate discussion and one that we are interested in having with the City. Proposal for the City of Fort Collins, Colorado I Page 70 L Section 5. Pricing Proposal A. Basis of Compensation a. Compensation will be on a fee basis with respect to the services used and detailed on the account analysis. The Provider will be paid upon receipt and verification of the account analysis maintenance report each month. If another payment schedule is desired, proposal should so state the schedule and requirements of that proposal. b. Please state when the account analysis will be provided and provide a sample of the proposed account analysis form. Since we are proposing to only provide custody services U.S. Bank will present the City with an invoice for services provided. Unless other arrangements are made with the City, we do anticipate running custody fees through an account analysis. If the City meant something different please clarify. B. Pricing Schedule Each proposal must include a completed Exhibit B — Pricing Schedule which details all services and the fee to be charged for each. Any additional services should also be stipulated on Exhibit B. U.S. Bank is please to present the City its competitive fee schedule as Attachment 2. Proposal for the City of Fort Collins, Colorado I Page 71 U.S. Bank Disclosures IMPORTANT INFORMATION ABOUT PROCEDURES FOR OPENING A NEW ACCOUNT To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account. What this means for you: When you open an account, we will ask for your name, address, tax identification number, and other information that will allow us to identify you. We may also ask for identifying documents. INVESTMENT RELATED DISCLOSURES For a prospectus containing more complete information on First American Funds, including investment policies, risks, fees and expenses, please contact your investment professional, call First American Funds Investor Services at (800) 677-FUND (3863), or visit firstamericanfunds.com. Please read the prospectus carefully before you invest or send money. U. S. Bancorp Asset Management ("USBAM"), a registered investment advisor and subsidiary of U.S. Bank N.A., is the investment advisor to the First American Funds, Inc. Quasar Distributors, LLC, an affiliate USBAM, is the distributor of the First American Funds, Inc. U.S. Bank and its affiliates (together "U.S. Bank") receive compensation for services rendered to the First American Funds, Inc. See prospectuses for details. SECURITIES LENDING RELATED DISCLOSURES Past performance does not guarantee future results. An investment in money market funds is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency. Although this fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund. Investors should carefully consider a fund's investment objectives, risks, charges and expenses before investing. Please refer to the enclosed offering memorandum and annual report for the Mount Vernon Securities Lending Prime Portfolio. Investment management services are provided by U.S. Bancorp Asset Management, Inc. a registered investment advisor and subsidiary of U.S. Bank National Association. U.S. Bank is not responsible for and does not guarantee the products and services, or performance of its affiliates and third parties. IMPORTANT INFORMATION U.S. Bank Institutional Trust & Custody is a division of U.S. Bank National Association that focuses on retirement, investment and custody services to institutional clients. Its product offerings include retirement plans (including profit sharing or money purchase pension plans), institutional trust and custody services. NOT A DEPOSIT NOT FDIC INSURED I MAY LOSE VALUE rNOT BANK GUARANTEED NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY Proposal for the City of Fort Collins, Colorado I Page 72 EXHIBITS EXHIBIT A - Deadline, Cutoff and Notification Times Purchase/ Sale/ Receipt Delivery SAME DAY TRANSACTIONS Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC REGULAR SETTLEMENT (NEXT DAY / CORPORATES — 3 DAY) Federal Reserve (FedWire) NY Physical - (Muni/Equities/Corporates) NY Physical Money Markets (CP) DTC PTC State any exemptions, restrictions or limitations on these deadlines below. RFP 7262 Securities Safekeeping & Custodial Services Page 22 of 40 7. Service Deadlines and Cutoffs What are your trade settlement instruction deadlines for timely processing of regular and same -day transactions? Proposal must include completion of Exhibit A. Trade instructions must be received in the Settlement department by the stated deadline. 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Oberlpwm getlly) GMND TOTAL: City of Fort Collins, CO Securities Lending Estimate September 22, 2011 Security Lendable Percentage Average Amount Estimated Type Assets on Loan of Assets on Loan Spread Total Revenue Corp Bonds $ 18,258,773 x 8% _ $ 1,460,702 x 0.15% _ $ 2,191 Agencies $ 257,150,485 x 80% _ $ 205,720,388 x 0,10% _ $ 205,720 Total $ 276,409,268 75% $ 207,181,090 0.10% $ 207,911 The City of Fort Collins could earn roughly $146.000 in incremental earnings after a 30 % bank fee through participation in U.S. Bank's Indemnified Securities Lending Program. Notes: This estimate is based on the book value of securities provided by the City of Fort Collins. This estimate assumes no other material restrictions on securities lending acievity. Cash collateral is assumed to be reinvested in the Mount Vernon Prime Portfolio. This estimate annualizes point in time loan data and reflects current market conditions. embank Institutional Trust and Custody 950 17th Street, Mail Code DN-CO-TST Denver, CO 80202 EXHIBIT C — Proposal Certification CITY OF FORT COLLINS REQUEST FOR ROPOSAL 7262 SECURITIES SAFEKEEPING AND CUSTODIAL SERVICES PROPOSAL CERTIFICATION FORM The undersigned hereby affirms that: 1. He or she is a duly authorized agent of the custody provider issuing this proposal and that all information provided in the proposal is true and accurate; 2. He or she has read the conditions and specifications that have been made available to the custody provider in conjunction with this RFP and fully understands and accepts these terms unless specific variations have been expressly listed in the custody provider's proposal; 3. The custody provider will follow and adhere to all terms and conditions and provide, at a minimum, all services as expressed in the RFP and the custody provider's proposal responding to the RFP; 4. The custody provider's proposal is offered independently of any other proposer and is in full compliance with the terms specified in the RFP; 5. The custody provider will accept any awards made to it, contingent on contract negotiation, as a result of the RFP for a minimum of ninety (90) calendar days following the date and time of the bid opening; and 6. If awarded a contract, the custody provider warrants that it will not delegate or subcontract its responsibilities without the express prior written permission of the City of Fort Collins. 1 Signature of the Custody Provider Official: Name of Official (typed): Sharon Gelo-Nelson Title: Vice President Name of Custody Provider: U.S. Bank Date: September21, 2011 Note: Proposals submitted without the signature of an authorized agent of the custody provider may be considered non -responsive and ineligible for award. lusbank.com CUSTODY AGREEMENT This custody agreement (the "Agreement") dated as of is between U.S. BANK NATIONAL ASSOCIATION, a national banking association organized under the laws of the United States of America ("Custodian") and ("Customer') a organized under the laws of the State or Commonwealth of The parties agree as follows: I. Appointment and Acceptance. 1.1 Customer hereby appoints Custodian as its agent to provide custody and other services in connection with securities, cash and other property delivered from time to time to Custodian hereunder by, or at the direction of, Customer, and income, distributions and payments received by Custodian with respect thereto (collectively the "Assets"); and Custodian hereby agrees to act in such capacity, and perform such services, and hold the Assets in a custody account established in the name of Customer (the "Account"), upon the terms and conditions set forth below. 1.2 For purposes of this Agreement, all references contained herein to actions, directions and responsibilities (other than the obligations set forth in Sections 12 and 14) of Customer shall include, apply to and be binding upon the Customers agents, including any investment manager or advisor, appointed and authorized by Customer to direct Custodian or otherwise take actions on behalf of Customer in connection with Custodian's services and responsibilities hereunder. Customer shall provide written notice to Custodian of the identity of all such appointed agents and the scope of their authority to act hereunder. 1.3 In the .event that Customer requires Custodian to establish one or more sub -accounts within the Account under this Agreement ("Sub -Accounts"), Custodian shall open such accounts pending proper account opening procedures. Further, for such situations, the term "Account" as used in this Agreement shall refer to one or all of the Sub -Accounts established by Customer, as the context of this Agreement shall require. 1.3.1 In no event shall Customer open Sub -Accounts for entities having different tax identification numbers than Customer. 2. Asset Delivery, Transfer, Custody and Safekeeping. 2.1 Customer will from time to time deliver, or cause to be delivered, Assets to Custodian. Custodian shall receive and accept such Assets for the Account upon appropriate directions from the Customer. Custodian shall keep records of all transactions involving the Account and Assets belonging to that account. 2.2 Upon receipt of Appropriate Instructions, (defined in Section 11.1) Custodian shall return Assets to Customer, or deliver to such location or third party as Appropriate Instructions may indicate, provided that in connection therewith it is the sole responsibility of Customer to provide any transfer documentation as may be required by the Depository or third party recipient. Custodian shall have no power or authority to assign, hypothecate, pledge or otherwise dispose of any Assets, except as provided herein or pursuant to Appropriate Instructions. 2.3 Custodian shall furnish Customer, as part of the services for which Custodian charges its basic fee hereunder, with monthly Account statements reflecting all Asset transactions in the Account during the reporting period and ending Asset holdings. If Customer wishes Custodian to report on Assets that are not in control of the Custodian, Customer shall execute the Custodian's CLIENT CONTROL ADDENDUM, which shall be provided to the Customer upon request. 1 06I2011 2.4 Custodian shall forward to Customer, or Customer's designated agent identified in Section 17.3 (or as identified in a separate written designation by Customer that is received by Custodian) all information it receives with respect to any of the Assets concerning redemption rights that are exercisable at Customer's option, tender or exchange offers, all proxy material it receives with respect to securities included among the Assets and all other special matters or shareholder rights. This Section 2.4 is subject to the following exceptions: 2.4.1 Exception: If Custodian receives a class action litigation proof of claim in respect to any of the Assets, Custodian shall file such claim on behalf of Customer. 2.4.2 Exception: Custodian will not forward so-called "mini -tenders" to Customer or its designated agent, as applicable. Mini -tenders are tender offers for a small amount of the outstanding securities made on "target" company, generally with an offer price at or be low market value. For equity issues, unless a tender offer is made for 5% or greater of the outstanding issue, and therefore subject to Securities Exchange Commission ("SEC") review, the tender offer will not be forwarded by Custodian. 2.4.3 Exception: No tender offer will be forwarded by Custodian for a debt issue if: 2.4.3.1 It is not registered with the SEC; 2.4.3.2 It has a "first received, first buy" basis with no withdrawal privilege and ■ includes a guarantee of delivery clause; and 2.4.3.3 The offer includes the statement that "the purchase price includes all accrued interest on the note and has been determined in the sole discretion of the buyer and may be more than or less than the fair market value of the notes" or similar language. 2.5 Absent specific investment directions to the contrary from Customer, Custodian is hereby authorized and directed by Customer to hold all cash and all checks and drafts (when collected funds are received) in a First American Funds money market fund, identified in Section 17.4, below. Customer acknowledges receipt of the current prospectus for the applicable, designated money market fund to be held in this Account. ■ 2.6 Customer also understands and acknowledges the following information about the First American Funds: 2.6.1 The First American family of funds (the "First American Funds") is offered through the funds' distributor identified in the current prospectuses for the funds. 2.6.2 Custodian or an affiliate of Custodian serves as the funds' investment advisor, custodian, distributor, administrator and other service provider as disclosed in the prospectuses for the funds. 2.6.3 Compensation paid to Custodian and its affiliates by the First American Funds as well as other fees and expenses of the funds are detailed in the prospectuses. 2.6.4 Mutual funds, including the First American Funds, are not guaranteed by, or deposits of, any bank including Custodian, nor are such funds insured by the FDIC or any other agency. Investments in mutual funds involve risks, including the possible loss of principal. 2.6.5 This authorization and direction shall continue in effect with respect to the designated fund should the fund be merged with or into another fund. 2 06I2011 ■ 2.7 If any of the Assets received and held by Custodian hereunder shall be plan assets ("Plan Assets") with respect to any employee benefit plan (a "Plan") as those terms are defined in Section 3 of the Employee Retirement Income Security Act of 1974, as amended ("ERISA'), the Custodian shall not be deemed to be, and shall not exercise any discretionary powers or control over such Plan Assets so as to be, a fiduciary with respect to the Plan. Furthermore, Customer shall notify Custodian in writing whenever any Assets do constitute Plan Assets and thereafter, all subcontracts, agreements or other arrangements between Custodian and any subsidiary or affiliate thereof for services or products paid for from any assets of the said Plan and utilized in the performance of Custodian's duties hereunder shall be subject to the advance approval of Customer. 3. Powers of Custodian. In the performance of its duties hereunder, Custodian shall have the following powers: 3.1 To register any of the Assets in the name of Customer or in the Custodian's name or in the name of a nominee of Custodian or in the name of the Custodian's agent bank or to hold any of the Assets in unregistered form or in such form as will pass title by delivery, provided that such Assets shall at all times be recorded in Customer's Account hereunder as belonging to the Customer. In consideration of Custodian's registration of any securities or other property in the name of Custodian or its nominee or agent, Customer agrees to pay on demand to Custodian or to Custodian's nominee or agent the amount of any loss or liability for stockholders' assessments, or otherwise, claimed or asserted against Custodian or Custodian's nominee or agent by reason of such registration. ■ 3.2 To make, execute, acknowledge and deliver any and all documents of transfer and conveyance and any or all other instruments that may be necessary or appropriate to carry out the duties described and powers granted herein. 3.3 To maintain qualifying Assets in any registered clearing agency or in a Federal Reserve Bank (collectively a "Depository") as Custodian may select and to permit such deposited Assets to be registered in the name of Custodian, Custodian's agent or nominee or Depository, on the records of a Depository and to employ and use securities depositories, clearing agencies, clearance systems, sub - custodians or agents located outside the United States in connection with transactions involving foreign securities. 3.4 To employ agents and to delegate duties to them as it sees fit and to employ or consult with experts, advisors and legal counsel (who may be employed also by Customer) and to rely on information and advice received from such agents, experts, advisors, and legal counsel. 3.5 To perform any and all other ministerial . acts deemed by Custodian necessary or appropriate to the proper discharge of its duties hereunder. 3.6 To hold uninvested reasonable amounts of cash whenever it is deemed advisable to do so to facilitate disbursements or for other operational reasons, and to deposit the same, with or without interest, in the commercial or savings departments of the Custodian serving hereunder or of any other bank, trust company or other financial institution including those affiliated with the Custodian, notwithstanding Custodian's or other entity's receipt of "float" from such uninvested cash. 4. Purchases. 4.1 Upon the receipt of Appropriate Instructions from Customer, Custodian shall purchase securities for Customer on a contractual settlement basis. Customer hereby agrees that it shall not instruct Custodian to sell any Asset until such Asset has been fully paid for by Custodian. Nor shall Customer engage in a practice whereby Customer relies on the proceeds from the sale of an Asset to pay for the earlier purchase of the same Asset. 3 06I2011 ■ 4.2 Notification by Agreement. Unless Customer and Custodian have entered into a separate ' written agreement that expressly makes Custodian either an Investment Manager or a discretionary Trustee, the Account statements described above (including their timing and form) will serve as the sole written notification to Customer of any securities transaction effected by Custodian for the Account. Even so, Customer has the right to demand that the Custodian provide written notification of such transactions pursuant 12 CFR Sections 12.4(a) or (b) at no additional cost to Customer. a5. Sales. 5.1 Upon receipt of Appropriate Instructions from Customer, Custodian will deliver Assets held by it as Custodian hereunder and sold by or for Customer against payment to Custodian of the amount specified in such Appropriate Instructions in accordance with the then current securities industry practices and in form satisfactory to Custodian. Customer acknowledges that the current securities industry practice is delivery of physical securities against later payment on delivery date. Custodian agrees to use its best efforts to obtain payment therefore during the same business day, but Customer confirms its sole assumption of all risks of payment for such deliveries. Custodian may accept checks, whether certified or not, in payment for securities delivered on Customer's direction, and Customer assumes sole responsibility for the risks of collectability of such checks. 6. Settlements. 6.1 Custodian shall provide Customer with settlement of all purchases and sales of Assets in accordance with Custodian's then prevailing settlement policies provided that: 6.1.1 Appropriate Instructions for purchases and sales are received by Custodian in accordance with Custodian's then current published instruction deadline schedule; 6.1.2 Custodian has all other information necessary to complete the transaction. 6.1.3 To avoid a deficiency in the Account, Customer agrees that it shall not initiate any trade without sufficient Assets to settle such trade, nor shall it notify a separate financial institution that it intends to settle purchases out of the Account without sufficient Assets to do so. 6.2 Custodian shall not be liable or responsible for or on account of any act or omission of any broker or other agent designated by Customer to purchase or sell securities for the Account of Customer. Custodian shall not be responsible for loss occasioned by the acts, neglects, defaults or insolvency of any broker, bank, trust company or other person with whom Custodian may deal in the absence or bad faith on the part of Custodian. 7. Corporate Actions. 7.1 In connection with any mandatory conversion of Asset securities pursuant to their terms, reorganization, recapitalization, redemption in kind, consolidation or other exchange transaction that does not require or permit approval by the owner of the affected Assets, Custodian, will tender or exchange securities held for other securities, for other securities and cash, or for cash alone. 8. Collections. 8.1 Custodian shall collect all income, principal and other distributions due and payable on Assets held either by Custodian or a Depository but shall be under no obligation or duty to take action to effect collection of any amount if the Assets upon which such payment is due are in default, or if payment is refused after due demand and presentation. Custodian shall have no responsibility to notify Customer in the event of such default or refusal to pay, but if Custodian receives notice of default or refusal to pay from an issuer or transfer agent, Custodian shall so advise Customer. 06/2011 8.2 Collections of monies in foreign currency, to the extent possible, are to be converted into United States dollars at customary rates through customary banking channels, including Custodian's own banking facilities, and in accordance with Custodian's prevailing policies for foreign funds repatriation. All risk and expense incident to such foreign collection and conversion is the responsibility of the Account and Custodian shall have no responsibility for fluctuations in exchange rates affecting such collections or conversion. 9. No Discretionary Authority; Standard of Care. 9.1 Customer and Custodian acknowledge that, except to the extent set forth in any separate instrument signed by the parties with respect to this Agreement, Custodian is not a fiduciary with respect to any Asset and the duties of Custodian hereunder do not include discretionary authority, control or ■ responsibility with respect to the management or disposition of any Asset; or authority or responsibility to render investment advice with respect to any Asset. In addition, it is agreed that: 9.1.1 Custodian shall have no duty to make any evaluation or to advise anyone of the suitability or propriety of action or proposed action of Customer in any particular transaction involving an Asset or the suitability or propriety of retaining any particular investment as an Asset. Custodian shall have no duty or authority to review, question, approve or make inquiries as to any investment instructions given pursuant hereto. Custodian shall be under no duty or obligation to review the securities or other property held in the Account with respect to prudence or diversification. 9.1.2 Custodian shall not be liable for any loss or diminution of Assets by reason of investment experience or for its actions taken in reliance upon a direction or other instruction from Customer or Customer's agent. 9.1.3 Custodian shall have no duty or responsibility to monitor or otherwise investigate the actions or omissions of Customer. 9.1.4 Custodian shall have no responsibility for the accuracy of Asset valuations quoted by outside services or sources in cases involving assets under the control of Customer. 9.1.5 Custodian shall only be responsible for the performance of such duties as are expressly set forth herein or in Appropriate Instructions received by Custodian from Customer or Customer's agent which are not contrary to the provisions of this Agreement. Custodian shall exercise reasonable care in the performance of its services hereunder. In no event shall Custodian be liable for indirect, special or consequential damages. 9.1.6 Custodian shall not be liable for a failure to take an action required under this Agreement in the event and to the extent that the taking of the action is prevented or delayed by war (whether declared or not and including existing wars), revolutions, insurrection, riot, civil commotion, acts of God, accident, fire explosion, stoppage of labor, strikes or other differences with employees, laws regulations, orders or other acts of any governmental authority or any other cause beyond its reasonable control; nor shall any such failure or delay give Customer the right to terminate this Agreement, except as provided in Section 15 of this Agreement. 5 06I2011 10. Books, Records and Accounts. 10.1 Custodian will make and maintain proper books of account and complete records of all Assets and transactions in the Account maintained by Custodian hereunder on behalf of Customer. Custodian will preserve for the periods prescribed by applicable federal statute or regulation all records required to be maintained. 10.2 On at least four business days' notice, Custodian will make available to and permit inspection during Custodian's regular business hours by Customer and its auditors of all books, records and accounts retained by Custodian (or, to the extent practicable, its agents) in connection with its duties hereunder on behalf of Customer. 11. Instructions and Directions. 11.1 Custodian shall be deemed to have received Appropriate Instructions ("Appropriate Instructions") upon receipt of written instructions: 11.1.1 Given by any person whose name is listed on the most recent certificate delivered by Customer to Custodian which lists those persons authorized to give ' orders, and instructions in the name of and on behalf of the Customer or 11.1.2 Given by any other person duly authorized by Customer to give instructions or directions to Custodian hereunder or who Custodian reasonably believes to be so authorized (such as an investment adviser or other agent designated by Customer, for example). 11.2 Appropriate Instructions shall include instructions sent to Custodian or its agent by letter, memorandum, telegram, cable, facsimile, intemet e-mail or similar means of communication. The parties to this Agreement assume full responsibility for the security of electronically transmitted communications they send. 11.3 Any communication so addressed and mailed shall be deemed to be given when so mailed; and any notice so sent by electronic transmission shall be deemed to be given when receipt of such transmission is acknowledged, and any communication so delivered in person shall be deemed to be given when actually received by an authorized officer of Custodian or Customer. 11.4 In the event that Custodian is directed to deliver Assets to any party other than Customer or Customer's agent, Appropriate Instructions shall include and Customer shall supply, customary transfer documentation as required by such party, and to the extent that such documentation has not been supplied, Custodian shall not be deemed to have received Appropriate Instructions. 12. Compensation, Security. 12.1 Customer shall pay to Custodian fees for its services under this Agreement and shall reimburse Custodian for costs incurred by it hereunder as set forth in Custodian's then current applicable fee schedule or such other fee arrangement as Custodian and Customer may otherwise agree in writing. 12.2 If any advance of funds is made by Custodian on behalf of Customer to purchase, or to make payment on or against delivery of securities or there shall arise for whatever reason an overdraft in Customer's account, or if Customer is for any other reason indebted to Custodian, including, but not limited to, any advance of immediately available funds to Customer with respect to payments to be received by Custodian in next -day funds (which Customer acknowledges Customer is liable to repay if Custodian does not receive final payment), Customer agrees to repay Custodian on demand the amount of the advance, overdraft or other indebtedness and accrued interest at a rate per annum (based on a 360- day year for the actual number of days involved) equal to the Federal Funds effective rate in effect from time to time. 6 06/2011 ■ Section 4. Scope of Services to Be Provided Any proposal must commence with responses or compliance statements to each of the following points. Please reference the Section number for each response. A. General Service Requirements and Overview t. Safety of City assets is the highest priority under this contract. As the City's custodian, the Provider will be acting as a fiduciary agent of City. State the Provider's general philosophy on the safeguarding of public assets in this capacity. As the successor to Colorado National Bank, we take great pride in the long history our bank has in Colorado. It is our highest priority that the City's assets are safe and secure. U.S. Bank features a ' comprehensive system for documenting and safekeeping assets. Our approach features direct memberships, a dedicated trade services department, and integrated Trust Accounting System that functions in real time and is highly automated. Direct Memberships U.S. Bank Institutional Trust & Custody maintains assets at DTC, the Fed, the Options Clearing Corporation, and U.S. Bank division vaults. U.S. Bank has been a direct participant and in with DTC and the Fed for over 10 years. Daily Reconciliation Trade positions for settlement with outside depositories are reconciled on a daily basis using our and net settlements are made with each depository. Global assets positions are reconciled weekly. Integrated Trust System Major capital expenditures have been made to integrate primary system supporting trust and securities accounting, with the Security Movement and Control System, reporting system, pension payment system and other trust related systems, including the U.S. Bank Corporate Actions Processing System. Automation The U.S. Bank Trust System is largely automated (with upgrades on a quarterly basis) and functions in real time (as opposed to a batch environment, which significantly limits same -day trade activity). The system automatically establishes a communication network between DTC and U.S. Bank when registering assets. The network completes the following tasks: ■ Sends confirmations daily for all trades ■ Creates pending items from these confirmations ■ Transmits affirmations back to U.S. Bank ■ Settles pending items automatically ■ Provides daily activity reports ■ Automatically processes dividend and interest notifications ■ Provides position reconciliation ■ Creates SMAC pending items for trades settling at DTC Proposal for the City of Fort Collins, Colorado I Page 4 12.3 In the event of an advance of funds by Custodian, or if any overdraft is created by Account transactions, or if Customer is otherwise in default of any obligation to Custodian, Custodian may directly charge the Account and receive such payment therefrom. 12.4 In the event that a compensation payment due Custodian is past due by more than 30 days, such amount may also be charged to the Account and Custodian may receive such payment therefrom 12.5 To secure such payment obligations as are set forth under this Section 12, Customer does hereby grant to Custodian a security interest in all Assets up to the amount of any deficiency or other indebtedness to the Custodian. ■ 12.6 None of the provisions of this Agreement shall require Custodian to expend or risk its own funds or otherwise to incur any liability, financial or otherwise, in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers if it shall have reasonable grounds for believing that repayment of such funds or indemnity satisfaction to it against such risk or liability is not assured to it. 13. Customer Responsibility. 13.1 Customer shall be responsible for the review of all reports, accountings and other. statements provided thereto by the Custodian, and shall within 90 days following receipt thereof notify the Custodian of any mistakes, defects or irregularities contained or identified therein, after which time all such matters shall be presumed to be ratified, approved and correct and shall not provide any basis for claim or liability against the Custodian. 14. Indemnification. 14.1 Customer hereby agrees to fully and promptly indemnify Custodian and its affiliates, officers, directors, employees and agents (each a "Custodian Indemnified Party") and hold each Custodian Indemnified Party harmless from and against any cost, losses, claims, liabilities, fines, penalties, damages and expenses (including reasonable attorneys' and other professionals' fees) (collectively, a "Claim") arising out of: 14.1.1 Customer's actions or omissions or 14.1.2 Custodian's action taken or omitted hereunder in reliance upon Customer's directions or instructions, or upon any information, order, indenture, stock certificate, power of attorney, assignment, affidavit or other instrument delivered hereunder to Custodian, reasonably believed by Custodian to be genuine or bearing the signature of a person or persons authorized by Customer to sign, countersign or execute the same; 14.1.3 However Customer shall not indemnify a Custodian Indemnified Party for any Claim arising from the Custodian Indemnified Party's judicially determined willful misfeasance, bad faith or gross negligence in the performance of its duties under this Agreement. 14.2 Custodian hereby agrees to indemnify Customer and its controlling person, officers, directors, employee and agents ("Customer Indemnified Parties") and hold each of them harmless from and against any and all Claims arising out of: 14.2.1 Custodian's breach of this Agreement, willful misfeasance, bad faith or gross negligence in the performance of its duties under this Agreement, or 7 0612011 14.2.2 Any loss of Assets, including theft or destruction thereof but expressly excluding investment losses or other diminution of Assets resulting from the Custodian's proper performance of its duties hereunder. 14.3 Custodian shall not indemnify a Customer Indemnified Party for any Claim arising from the Customer Indemnified Parry's breach of this Agreement, willful misfeasance, bad faith or gross negligence with respect to its duties and responsibilities under this Agreement. 14.4 This Section 14 shall survive the termination of this Agreement. 15. Termination. 15.1 This Agreement will remain in effect until terminated by either party giving written notice thirty days in advance of the termination date. 15.2 Upon termination of this Agreement, Custodian shall follow such reasonable Customer instructions concerning the transfer of Assets' custody and records, provided: 15.2.1 Custodian shall have no liability for shipping and insurance costs associated therewith; 15.2.2 Custodian shall not be required to make any such delivery or payment until full ■ payment shall have been made by Customer of all liabilities constituting a charge on or against Custodian and until full payment shall have been made to Custodian of all its compensation, costs, including special termination costs, if any, and expenses hereunder; and 15.2.3 Custodian shall have been reimbursed for any advances of monies or securities made hereunder to Customer. If any Assets remain in the Account, Customer acknowledges and agrees that Custodian may designate Customer as successor Custodian hereunder and deliver the same directly to Customer. ■ 15.3 Upon termination of this Agreement, all obligations of the parties to each other hereunder shall cease, except that all indemnification provisions herein shall survive with respect to any Claims arising from events prior to such termination. 16. Binding Obligations. 16.1 Customer and Custodian each hereby represent that this Agreement constitutes its legal, valid and binding obligation enforceable in accordance with the terms hereof; subject, as to enforcement of remedies, to applicable bankruptcy and insolvency laws, and to general principles of equity. 17. General Provisions. 17.1. Tax Responsibility. Unless indicated below in this section or required by law, Custodian shall not undertake any federal, state, or local tax reporting in connection with Assets, the Account or transactions therein, as and notwithstanding any other terms or conditions contained herein In addition to those required by law, the Custodian shall perform the following additional services: (if no additional services are to be performed, leave blank or mark NA) 8 06I2011 17.2. Tax Lot Methods. For the purpose of complying with IRS regulations requiring cost basis reporting, please select the tax lot selection method you wish for your account. We recommend that you consult with your tax advisor ifyou are unsure of the option that is best for you. ❑ Minimize Gain - Shares are sold from tax lots having the highest per unit federal tax cost with a holding period of more than one year. ❑ First In First Out (FIFO) — Shares are sold from tax lots having the earliest federal tax acquisition date. ❑ Last In First Out (LIFO) — Shares are sold from tax lots having the most recent federal tax acquisition date. ❑ Highest Federal Cost First Out (HIFO) — Shares are sold from tax lots having the highest federal tax cost per share. ❑ Lowest Federal Cost First Out (LOFO) — Shares are sold from tax lots having the lowest federal tax cost per share. ❑ Specify Tax Lot — Shares are sold from tax lots that you specify. ❑ Average Federal Tax Cost - Shares are sold across all tax lots using the average cost. If your account(s) holds investments for which this method is not permitted, the First -In First -Out default method will be used, unless you direct otherwise. ❑ Maximize Gain - Shares are sold from tax lots having the lowest per unit federal tax cost. If you do not specify a particular tax lot or method, the First -In First -Out method will be used. If you wish to use a tax lot selection method that is different from what you selected above, on an individual investment or transaction basis, you may make that selection when you execute your trade. 17.3 Shareholder Communications Act Authorization. The Shareholder Communications Act of 1985, as amended, requires Custodian to make an effort to permit direct communications between a company that issues securities and the shareholder that exercises shareholder rights with respect to those securities. Unless Customer specifically directs Custodian in writing not to release Customer's name, address and security position to requesting companies, Custodian is required by law to disclose Customer's name and address to such companies. Therefore the Customer hereby responds to the following question [no response will mean `yes"]. Does Customer authorize Custodian to provide its name, address and security position to requesting companies whose stock is owned in this Account? Yes / No 17.4 Customer's Agent — Shareholder Rights. Should Customer require that a designated agent for the Account, such as an investment advisor, be responsible for proxy voting and other special matters and shareholder rights as specified in Section 2.4, above, the Customer shall provide the name and address of that agent below. Such agent shall be removed upon Custodian's receipt of a written removal from Customer. Customer may designate more than one agent to be responsible for separate sub -Accounts or investment accounts under this Agreement by providing a clear, written designation to that effect to Custodian. Custodian hereunder has no authority or responsibility with regard to proxy voting or any similar special matters. Therefore, it may not be designated below unless it has separately agreed in writing to act as investment advisor for the Account. Designated Agent: Address: Telephone Number: 17.5 Money Market Fund. Pursuant to Section 2.5, above, the First American Funds money market fund designated for this Account shall be: (check one — if none are checked the Customer hereby directs that the First American Prime Obligations Fund Class Y shall be designated) 9 06/2011 Taxable Money Market Funds First American Prime Obligations Fund —Class _ First American Government Obligations Fund — Class _ First American Treasury Obligations Fund — Class Federal Tax -Exempt Money Market Fund _ First American Tax -Free Obligations Fund — Class Other Fund — Class (Must indicate correct fund name and class for election to be valid.) 17.6 Notice. Except as provided in Section I I above, any notice or other communication under this Agreement shall be in writing and shall be considered given when delivered by certified mail, return receipt requested, to the parties at the addresses set forth on the execution page hereof (or at such other address as a party may specify by notice to other). Notice shall be effective upon receipt if by mail, or on the date of personal delivery (by private messenger, courier service or otherwise) or facsimile, whichever occurs first, to the addressed indicated below. The below addresses and individuals may be changed at any time by an instrument in writing executed by the party giving same and given to the other party, in accordance with the procedure set forth above. 17.7 Complete Agreement; Modification. This Agreement contains a complete statement of all the arrangements between the parties with respect to its subject matter, supersedes all existing agreements between them concerning the subject, and cannot be amended or modified in any manner except by a written agreement executed by both parties. Notwithstanding the foregoing, if at any time Custodian is holding assets or property of Customer pursuant to any other custodial, pledge or other agency agreement with Customer (or which Customer has acknowledged in instructions to Custodian) and one or more third parties that involves Custodian's duties or obligations to a third party (which may be affiliates to Custodian) with respect to Assets, the terms and requirements of the other agreements concerning such Assets shall supersede and control the provisions and duties set forth herein. 17.8 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota applicable to agreements made and to be performed in Minnesota. 17.9 Assignment. No party may assign any of its rights hereunder without the consent of the other, which consent shall not be unreasonably withheld. The foregoing consent requirement does not apply if either party shall merge or consolidate with or sell substantially all of its assets to another corporation, provided that such other corporation shall assume without qualification or limitation all obligations of that party hereunder either by operation of law or by contract. 17.10 Separability. If any provision of this Agreement is invalid or unenforceable, the balance of the Agreement shall remain in effect, and if any provision is inapplicable to any person or circumstances, it shall nevertheless remain applicable to all other persons and circumstances. 17.11 No Third Party Rights. In performing its services hereunder, Custodian is acting solely on behalf of Customer. No agency, contractual or service relationship shall be deemed to be established hereby between Custodian and any other persons. 17.12 Counterparts and Duplicates. This Agreement may be executed in any number of counterparts, each of which shall be considered an original, but all of which together shall constitute the same instrument. This Agreement and any administrative form under the Agreement may be proved either by a signed original or by a reproduced copy thereof (including, not by way of limitation, a microfiche copy or an electronic file copy). 10 06/2011 17.13 Legal Actions Affecting Account. If Custodian is served with a subpoena, restraining order, writ of attachment or execution, levy, garnishment, search warrant or similar order relating to the Account, (a "Legal Action') Custodian will comply with that Legal Action and shall be held harmless therefrom. Customer will reimburse Custodian for any fees or expenses Custodian incurs in responding to any Legal Action affecting the Account (including but not limited to attorneys' fees and other professionals' fees). 17.14 Abandoned Property. Any Assets remaining unclaimed or abandoned by Customer shall be delivered to the proper public official pursuant to applicable state's abandoned property, escheat or similar law and Custodian shall be held harmless therefrom. This Section 17.13 shall survive the termination of the Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized representative effective as of the date first written above. (Customer) U.S. BANK NATIONAL ASSOCIATION (Custodian) By. By: Title: Titl Date: Date:_ Address: Address: 06/2011 INSTITUTIONAL TRUST & CUSTODY ABC Company Financial Reporting Package - SRDE (Trade Date or Settlement Date) Period from January 1, 2009 to December 31, 2009 All of us serving you-, 07/2010 7023-07 us bank Special Messages ............................3 Consolidated Account Listing ........... 4 Market and Cost Reconciliation ......... 5 Cash Reconciliation .........................6 Asset Class Summary ......................7 Asset Summary ...............................8 Asset Detail....................................9 Income Accrual Detail.....................10 Cash Transaction Detail .................11 Contribution Activity Schedule ........ 12 Benefit Activity Schedule................13 Investment Activity ........................14 Plan Expenses Schedule.................15 Other Activity Schedule..................16 Amortization/Accretion Schedule.....17 Receipts and Deliveries in Kind ......... 18 Corporate Changes & Adjustments ... 19 Purchases......................................20 Sales and Maturities ........................21 Pending Trade Schedule..................22 Broker Commissions .......................23 Broker Commission Summary .......... 24 Bond Summary ...............................25 Bond Quality Schedule....................26 Form 5500 — Asset & Liability........... 27 Form 5500 — Income & Expense ......... 28 Form 5500 — Assets Bought/Sold ...... 29 5% - Reportable Transaction.............30 Glossary........................................ 31 FEATURES ■ Statements available monthly, quarterly, semi- annually, or annually ■ Individual account or consolidated reports available ■ Trade or settle date reporting ■ Duplex printing • Only schedules with reported activity included bank. '�4-` 1212009 7023-07 = N M M M r M M M M M M M M ■r M IN M 0 K w W = = = = w W M a W= 0 W 0 IN W IN 0 a 0 n3bank ACCOUNT NAME Page x of xxx ACCOUNT xxxx Period from January 1, 2009 to December 31. 2009 SPECIAL MESSAGES Nsw SuUme it Fealunsl U S Bank Institutional Trust S Custody is pleased 10 introduce several enhancements to your statement The following new features are designed to provide an even more detailed and comprehensive lnannal reporting package to help you track your portfolio Asset Detail schedule includes asset minor codes to assist with your FAS 157 responslbtbnes Investment Activity schedule includes asset sub categories Broker Commission 'per share' data added to summary and details - Securities Initiation receipts appear on The SalesyMatunly Schedule Bond Summary schedule includes ratings and new shod term maW rRy details New optional Asset Class Summary schedule showing cost and market value IolAs by type of asset - Several column headings have been modelled for additional clao6calion It you have any questions about the new information please contact your Account Manager or Relationship Manager "Go Grssn" ... with Papedill Stirtsrmnts U S. Bank Institutional Trust and Custody is commmed to finding ways to reduce our carbon footprint in me environment By moving to electronic customer statements we mutually minimize paper utilization issues transportation delays. storage bmdatwns, and various security and disposal concems With U S Bank TruslNow Essentials, you Can receive a simple email notifying you that your statement is available for retrieval in it on-line maYbox TruslNuw Essentials benefits me Nile - Erpnnation of paper statements to help reduce paper waste and conserve natural resources Ability to view. download and Pont current and historical statements tin -line View balances. holdings and transaction history - Schedule statements and other customized reports to be delivered to a secure in box - Receive statements as they are generaled with no delay for delivery through the postal service U S Bank TrustNow Essentials is avatWble to all Institutional Trust & Custooy re customers If you are interested in eliminating paper, statements or would like more information about TruslNow Essentials please contact your Account Manager We appreciate your business an are committed to serving you embank 1212009 7023-07 FEATURES • Special messages can be entered and directed towards specific business lines 11 Page x of xxx ACCOUNT NAME Period from January I, 2009 to December 31, 2009 ACCOUNT xaax CONSOLIDATED ACCOUNT LISTING ACCOUNT ACCOUNT NAPE ACCOUNT Oi ACCOUNT NAME I ACCOUNT k2 ACCOUNT NAME 2 ACCOUNT B3 ACCOUNT NAME 3 ACCOUNT k4 ACCOUNT NAME 4 ACCOUNT M5 ACCOUNT NAME 5 ACCOUNT a8 ACCOUNT NAME 8 ACCOUNT #7 ACCOUNT NAME 7 ACCOUNT MB ACCOUNT NAME 8 Tne "em amanea W "P.ry o14 upon embank. 1212009 7023-07 FEATURES ■ List of sub accounts that rollup into the consolidated account 4 0 M M M IN 0 M M r IN 0 M M M M M M M 0 M M m m m= n= m 0 m m 0 = 0 m m m n r m m w