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Pittsfield Retirement Board Investment Regulations

Regulations accepted by the board and approved by PERAC

PERAC Approval Date: November 15, 2006

Investment/Supplemental Regulation

Regulation Number 19.01(6): The Pittsfield Retirement Board acknowledges that, as described in the Confidential Private Placement Memorandum of the Partnership and Lion Value Fund, L.P., the Fund is intended to be operated in a manner so as to qualify as an “operating company” (within the meaning of ERISA) or otherwise so that the underlying assets of the Fund are not deemed to be “plan assets” of any ERISA plan investor.  Accordingly, neither the General Partner, the Investment Advisor or any of their respective Affiliates is a fiduciary under ERISA with respect to the management and operation of the business and assets of the Fund, and each Limited Partner that is a governmental plan not subject to ERISA is required by the Fund to acknowledge in its Subscription Agreement that neither General Partner, the Investment Advisor nor any of their respective Affiliates is a fiduciary under the laws applicable to such Limited Partner.

PERAC Approval Date: October 23, 2003

Investment/Supplemental Regulation

Regulation Number 16.08: In accordance with PERAC Investment Guideline 99-2, the Pittsfield Retirement Board is authorized to make a minor modification to its large cap equity mandate with Freedom Capital Management Company.  As part of its rebalancing program, the Board will supplement its current large cap equity separate account and its commingled Equity Style Fund with an allocation to Freedom’s “Style-Weighted Concentrated Fund”.  This fund will incorporate the best ideas in both growth and value stocks, has the same S&P 500 benchmark, and is managed by the same team as Freedom’s other large cap products.

PERAC Approval Date: September 14, 2001

Investment/Supplemental Regulation

Regulation Number 16.08: In accordance with PERAC Investment Guideline 99-2, the Pittsfield Retirement Board is authorized to modify its large cap value equity mandate with Freedom Capital Management from a separate account to a commingled fund, the Freedom Capital Large Cap Value Fund, which has the same investment objective. The Board is also authorized to make the following modifications to its core bond mandate with Freedom Capital Management:  the investment mandate is changing from “core” to “core plus” and the structure is changing from a separate account to a commingled fund, the Freedom Capital Core Plus Fixed Income Fund.

PERAC Approval Date: September 13, 2000

Investment/Supplemental Regulation

Regulation Number 16.08: In accordance with PERAC Investment Guideline 99-2, the Pittsfield Retirement Board may modify its fixed income mandate with Freedom Capital Management.  In moving from a “core” to a “core plus” mandate, the manager will opportunistically invest up to20% of the account’s assets in high-yield securities, with no change in the mandate’s benchmark.  The Board has had a long and satisfactory investment relationship with Freedom Capital.

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