GRA


First Pacific Advisors, Inc.
Small/Mid Cap Quality Value


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Process / Performance

Disclosure

Small/Mid Cap Quality Performance Description
Small/Mid Cap Quality Value Performance Description
First Pacific Advisors, Inc. (FPA) is defined as an SEC registered independent investment advisor and is a wholly owned subsidiary of Old Mutual (US) Holdings Inc. Performance numbers shown are the value-weighted, time-weighted, total return composite results of all fee-paying, fully discretionary Small/Mid Quality Value equity portfolios managed by the Small/Mid Quality Value investment staff from July 1, 1996 to present. The composite creation date and the effective date of compliance with AIMR performance standards is July 1, 1996. All accounts included in the composite are within the same investment guidelines. Only full calendar months are included in the calculation and there are no segments of balanced portfolios. Performance includes reinvested dividends and is reported gross of fees. The benchmark shown is the Russell 2500 Index, which charges no advisory fee. Performance results earned on behalf of First Pacific Advisors, Inc.'s clients are calculated gross of fees and will be reduced by FPA's advisory fee. Generally, fees are charged based upon the size of the portfolio as follows, and are also stated on Part II of FPA's From ADV:

First $20 million ---------1.00 basis points (1.00%)
Next $30 million -----------85 basis points (0.85%)
Next $50 million ---------- 75 basis points (0.75%)
Thereafter---------------------65 basis points (0.65%)

Composite performance is measured on a monthly basis and geometrically linked to obtain the quarterly and annual results. Trade date valuations are used to calculate performance. Eligible new portfolios are added to the composite after they have been fully vested for three full calendar months. Terminated accounts remain in the historical figures. A complete list and description of FPA's other composites is available upon request.

The following is presented for informational purposes:
Year Ended December 31 Gross Rate of Return Net Rate of Return Number of Port-folios Non-Fee Paying Portfolios (%) Composite Assets at End of Year ($mm) Composite Assets as % of Total Firm Assets Composite Assets as % of Total Product Assets Dispersion of Annual Returns (Standard Deviation) Benchmark
Return of
Russell
2500
Index
2005   (Thru 3Q) 9.61% 8.91% 9 0.0% $1,463.1 15% 99% 0.6% 6.91%
2004 18.94% 17.89% 8 0.0% $1,154.8 14% 99% 0.3% 18.29%
2003 44.84% 43.45% 9 0.0% $888.9 16% 100% 3.0% 45.51%
2002 -14.66% -15.24% 7 0.0% $613.0 15% 96% 2.6% -17.80%
2001 25.43% 24.16% 4 0.0% $659.6 19% 98% 0.9% 1.22%
2000 10.73% 9.69% 4 0.0% $565.1 21% 100% 0.3% 4.26%
1999 24.36 23.24% 2 0.0% $487.5 16% 100% 0.8% 24.15%
1998 6.57% 5.64% 2 0.0% $467.5 13% 100% 0.2% 0.38%
1997 26.22% 25.23% 5 0.0% $611.1 14% 100% 0.4% 24.36%
1996 12.01% 11.57% 8 0.0% $630.7 17% 100% 0.9% 7.96%

First Pacific Advisors, Inc. has prepared and presented this report in compliance with Performance Presentation Standards of the Association of Investment Management Research (AIMR-PPS). AIMR has not been involved with the preparation or review of this report. Past performance is not a guarantee of future results.

Marketing Disclosure:
(As required by SEC Rules and Regulations)
GRA Partners LLC, located in Walpole, Massachusetts, serves as an independent agent and marketing representative for First Pacific Advisors, Inc. located in Los Angeles, California. GRA Partners LLC is compensated for its services by First Pacific Advisors in the form of an annual marketing retainer fee. In addition, for the production and retention of new business generated, GRA Partners LLC receives a percentage of First Pacific Advisor's asset management fees. No additional amount is added to First Pacific Advisor's investment advisory fee as a result of GRA Partners' role in the solicitation of new business for them. Past performance is not a guarantee of future results. A full list of holdings is available upon request. A copy of First Pacific's Form ADV is filed with the Securities & Exchange Commission is available upon request.

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