Wright Retainer 1996 (gc-15)

Wright Investors' Service Phone: (203) 330-5000

Wright International Financial Center

Fax: (203) 3)0·500 I

1000 Lafayette Boulevard, Bridgeport. Connecticut 06604-4720 USA

ApriJ 30,1996

Mr. Joseph 1... Bruno 89 Bulson Road Troy, NY 12180

Dear Joe, Your counsel, advice and recommendations over the past two years have been very helpful to Wright Investors' Service. Your cooperation with all of us, especially Ken Singer, has resulted in increased assets under management by Wright Investors' Service. Subject to your approval this letter and the attachments will amend our March 1, 1994 Referral Agreement. The attached Schedule A establishes an annual retainer which will be paid you by Wright effective May 1, 1996. This retainer will be paid in equal monthly installments and replaces all prior schedules of compensation. It is our policy to review at least annually aU compensation arrangements and we will establish a regular schedule of review with you. Also attached is Schedule B, tbe modified form of Disclosure Memorandum, which must be provided to prospective clients before their execution of an investment management contract with Wright Investors' Service, We look forward to a long, continuing relationsh ip. It has been a real pleasure working with you. j n c e r el

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L. Meric, Executive Vice President

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CONF1DENTIAL W1S000235

GOVERNMENT EXHIBIT GC-15

SCHEDULE A ANNUAL RETAlNER Effective 5/1/96

The retainer to be paid to Joseph Bruno pursuant to the attached agreement is set at an annual rate of $60,000. One twelfth of this sum shall be due and payable monthly.

C'\DCCS\Al. M_DErneDBRUNOJ.WPD

SCHEDULE B

DISCLOSURE MEMORANDUM

TO: (Type Name of Client or Prospective Client) FROM:

Wright Investors' Service, Jnc.

SUBJECT:

Compensation of Joseph L. Bruno

Wright Investors' Service, Inc. pays Joseph L. Bruno a retainer, currently in the amount of $60,000 per annum, for his services to Wright Investors' Service. The amount of this retainer does not depend upon your engaging Wright as your investment manager, and it does not result in any additional charge to your account. Your signature below acknowledges disclosure of this compensation arrangement and receipt of Wright's Brochure in lieu of ADV Part II ("Disclosure Report").

Date:

Acknowledged:

CoNFl DENTl AL

W1S000 237