Disclosure and Custodial Agreement Roth Individual

Roth Individual Retirement Account | 1

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About YouR Roth iRA—pAge 1

Revoking Your Roth IRA—page 1

Eligibility—page 2

Annual Contribution Limits—page 2

Rollovers and Transfers—page 5

Distributions—page 7

Beneficiaries—page 8

investing YouR Roth iRA—pAge 9

Investments—page 9

Cash Balances—page 10

Insurance and SIPC Protection—page 10

About tAxes—pAge 11

Loss of Tax Status—page 11

Tax Treatment of Distributions—page 11

Penalties—page 13

Other Tax Issues—page 15

About Fees—pAge 16

Annual Custodial Fee—page 16

Minimum Balance Fee—page 16

Other Fees—page 17

iRs AppRovAl—pAge 17

CustoDiAl AgReement—pAge 18

RetiRement Asset sAvings pRogRAm—pAge 32

meRRill lYnCh stAtement link seRviCe—pAge 39

մեe following pages contain the agreementand disclosures governing your Roth IRA in-cluding disclosures required by federal law.

About Your Roth IRA

[1] Your Roth individual Retirement Account(Roth IRA) is a means of accumulating tax-advantaged assets for retirement. Your RothIRA is a custody account established for the

exclusive benefit of you and your beneficiariesfor which Merrill Lynch acts as custodian. Yourright to the balance in your Roth IRA cannotbe forfeited at any time.

[2] մեe basic rules and benefits of your MerrillLynch Roth IRA, as well as important legal andfederal tax information, are provided in thisDisclosure. However, the Merrill Lynch RothIRA Custodial Agreement is the primarydocument governing your Merrill Lynch RothIRA and will govern in the case of anydifference between these documents.

[3] Merrill Lynch does not act as your tax or legaladvisor with respect to your Roth IRA. Werecommend that you consult your lawyer,accountant, or other tax advisor if you havequestions beyond the scope of the informationcontained in this Disclosure, especially in regardto how your Roth IRA affects your estate or taxplanning. You may also refer to the appropriateyear’s edition of Internal Revenue Service Publi-cation 590, “Individual Retirement Arrange-ments (IRAs)” (or any replacement publication).

[4] You should consult your tax advisor regardingthe tax consequences involving your Roth IRA forthe laws of the particular state, locality or foreigncountry where you live, as this Disclosure coversonly U.S. federal tax matters and certain states,localities and foreign countries may have signifi-cantly different tax rules.

[5] To obtain more information on the servicesyour Merrill Lynch Roth IRA provides to you,please contact your Merrill Lynch FinancialAdvisor or a Service Associate.

Revoking YouR Roth iRA

[6] if you are receiving this Disclosure as aresult of the initial opening of your Roth iRAyou have the right to revoke your Roth iRAand receive a refund of any amounts given tous for your Roth IRA within seven calendardays aer you receive this disclosureagreement, or 14 calendar days from themailing date of the disclosure agreement.

Disclosure and Custodial Agreement

Roth Individual Retirement Account (Roth IRA)

2 | Roth Individual Retirement Account

[7] If you revoke your Roth IRA within this period,the amount returned to you would not includean adjustment for any sales commissions,administrative expenses or other fees or fluc-tuations in market value.

[8] You must revoke in writing to:

Manager, Retirement Plan New Accounts Merrill Lynch, Pierce, Fenner & Smith Inc.1400 Merrill Lynch Drive NJ2-140-01-03 Pennington, NJ 08534-4128

[9] Make sure your revocation notice is post-marked, certified or registered prior to the endof the revocation period.

[10] If you have any questions, contact yourFinancial Advisor or a Service Associate at (800) MERRILL.

eligibilitY

[11] You may make annual contributions to a RothIRA, as long as you comply with the rules forannual contributions outlined below. Like atraditional IRA, contributions may be made byor on behalf of eligible minors. մեere is noupper age limit for making annual contribu-tions to a Roth IRA.

[12] Regardless of whether you may make annualcontributions, under the rules outlined below,you may be eligible to make a transfer orrollover from another Roth IRA, a conversionfrom a traditional IRA, or a rollover from aqualified employer plan, subject to the appli-cable rules (see About Your Roth IRA -Rollovers and Transfers).

AnnuAl ContRibution limits

tax Years

beginning under Age 50 Age 50 and over

2008 and later $5,000 $6,000

[13] մեe $5,000 contribution limit shown in thetable above for tax years aer 2008 is to beadjusted for changes in the cost of living. Anycost of living adjustments will be roundeddown to the next lower multiple of $500.մեose cost of living adjustments will also applyto the $5,000 portion of the $6,000 contri-bution limits for individuals age 50 and over.

[14] In addition to the amounts described above,you may make additional contributions specif-ically authorized by statute — such as repay-ments of qualified reservist distributions,repayments of certain plan distributions madeon account of a federally declared disasterand certain amounts received in connectionwith the Exxon Valdez litigation. Also, qualifiedrollover contributions include (i) all or part of amilitary death gratuity or service members’group life insurance (“SGLI”) payment if thecontribution is made within one year ofreceiving the gratuity or payment. Such contri-butions are disregarded for purposes of theone-rollover-per-year rule under Tax CodeSection 408(d)(3)(B); and (ii) all or part of anairline payment (as defined in Section 125 ofthe Worker, Retiree, and Employer RecoveryAct of 2008) received by certain airlineemployees if the contribution is made within180 days of receiving the payment.

[15] Your full contribution may be no more than100% of your compensation (as described onpage 4), if less than the dollar limits above. Ifyour compensation, however, is less than yourspouse’s and you file a joint tax return, youmay add your spouse’s compensation inexcess of his or her Roth IRA and traditionalIRA contributions to your compensation.

[16] Your allowable contribution is also determinedby your tax-filing status, modified adjustedgross income (modified AGI) and contribu-tions, if any, made to your traditional IRAs forthe year (excluding SEP and SIMPLE contribu-tions).

[17] Beginning for 2007, the $95,000 and$150,000 modified AGI Limits for full contri-butions will be adjusted by the IRS for cost ofliving changes aer 2005, rounded to thenearest multiple of $1,000. մեe modified AGILimits above which no contribution ispermitted (i.e., $110,000 and $160,000) willnot be independently increased by a cost ofliving adjustment. However, the modified AGIrange for determining “partial contributions”will remain at $15,000 (single/head ofhousehold) and $10,000 (married- jointreturn/qualifying widow(er)) over the fullcontribution limits.


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Calculating your maximum contribution[18] Follow these steps to calculate the maximum

amount you may contribute each year to yourRoth IRA.

step 1.

Calculate your modified Agi by locating the“adjusted gross income” line on your IRS Form1040 and adding or subtracting the itemslisted below.

Note that if you are married and filing a jointreturn, your modified AGI is based on the incomeof you and your spouse.

Add:

• Traditional IRA deductions

• Foreign earned income exclusions

• Foreign housing exclusions

• Interest exclusions on U.S. savings bondsused to pay higher education expenses

• Adoption assistance program exclusions

• Deductions for qualified education loaninterest

• Before 2013, deductions for qualified tuitionand related expenses

• մեe 9% deduction for qualified domesticproduction activities.

Subtract:

• Any income from rolling over or converting atraditional IRA to a Roth IRA

If you receive Social Security or RailroadRetirement benefits, use the worksheets in IRSPublication 590 to calculate your modified AGI.

step 2.

match your modified Agi and filing statusagainst the following table to see if you are eligible to make a full orpartial contribution or are not eligible to make a contribution. If you areeligible to make a partial contribution, go toStep 3. If you are eligible to make a full contri-bution and you make contributions for theyear to a traditional IRA, go to Step 4. If youare not eligible to make a contribution or youare eligible to make a full contribution and didnot make any traditional IRA contributions forthe year, you can stop with this step.

(A) (b) (C)

ContRibutionFiling stAtus moDiFieD Agi peRmitteD

Single/Head of Household $0–95,000 Full$95,000–110,000 Partial$110,000 or more None

Married—Joint Return/Qualifying Widow(er) $0–150,000 Full$150,000–160,000 Partial$160,000 or more None

Married—Separate Return1 $0–10,000 Partial$10,000 or more None

1 If you are married, filing a separate return, and did not live with your spouse at any time during the year, you aretreated as Single/Head of Household for purposes of calculating your contribution.


step 3.

if your are eligible to make a partial contri-bution, complete the following worksheet:

exAmple WoRksheet

Enter the highest

modified AGI for a

partial contribution

for your filing status

for the year,

e.g., $110,000,

$160,000 or

$10,000: $110,000 [ ]

Subtract your

modified AGI

(combined,

if married and

filing jointly): – $98,000 [ ]

Subtotal: $ 12,000 [ ]

Divide by $15,000

if single/head of

household, or

$10,000 if married

(joint or separate

return) or qualifying

widow(er) ÷ $ 15,000 [ ]

Subtotal: 0.8000 [ ]

Multiply by your

full contribution

limit. x $ 3,000 [ ]

See Annual

Contribution

Limits and

Compensation

Limits on

previous page(s)

total permitted

contribution: $ 2,400 [ ]

Additional instructions:

You may round up to the nearest $10. Forexample, if you determined your contributionis $976, you may contribute $980.

You may make a $200 minimum contribution,as long as your calculated contribution ismore than $0. For example, if you determinedyour contribution is $133, you may stillcontribute $200.

If you have made no contributions to a tradi-tional IRA, your calculation is complete.Otherwise, go to Step 4.

step 4.

if you made contributions to a traditionalIRA, your maximum annual Roth IRAcontribution is the lesser of:

• Your full contribution (see Annual ContributionLimits table and compensation limit) reducedby your traditional IRA contributions; or

• Your partial contribution calculated underStep 3.

[19] Please note your eligibility to contribute to a RothIRA is not affected by your coverage under anemployer sponsored retirement plan. Also,voluntary nondeductible contributions you maketo (or salary deferral or elective contributions,including designated Roth contributions, youelect under) such a plan do not affect the limitson your Roth IRA contributions. However, contri-butions that you make to a traditional IRAaccount or a Roth IRA account under anemployer sponsored retirement plan are treatedthe same as other traditional IRA or Roth IRAcontributions.

[20] Merrill Lynch will not knowingly accept contribu-tions in excess of the legal limits. You are respon-sible for determining the eligibility of yourcontributions. Should we discover we havereceived an excess contribution, we will returnthe excess contribution to you only aerreceiving written authorization from you.

Compensation upon which contributions may

be based[21] Annual contributions to your Roth IRA can

generally be based on taxable compensationof you or your spouse, including amountsreceived for work performed as employees orself-employed persons, such as:

• Wages or salary


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• Tips

• Professional fees

• Bonuses

• Commissions

• Taxable alimony or separate maintenancepayments (if divorced or formally separated)

• Net income from a self-employment businessaer the deductions for retirement plancontributions and one half of the self-employment tax

• Non-taxable U.S. military service combat payand differential wage payments as defined inTax Code Section 3401(h)(2).

[22] You may not include the following in yourcompensation for Roth IRA annualcontributions:

• Deferred compensation

• Disability payments

• Social Security benefits

• Pensions

• Earnings and profits from investments orproperty (such as interest, rents or dividends)

• Foreign earned income and housingallowances excluded from income

• Other amounts not included in your grossincome

[23] To determine your taxable compensation as anemployee for this purpose, you may use theamount that is shown on your W-2 or 1099forms less any amounts shown as “non-qualifiedplans” that were included in the compensationamount. If you were employed by the U.S.military, you may add in the non-taxable combatpay reported on your W-2.

how to make annual contributions[24] You may make annual contributions (cash

only) by check, money order or electronicfunds transfer acceptable to us.

[25] Contributions may be sent to:

Merrill LynchP.O. Box 962Newark, NJ 07199

When you may contribute[26] You may contribute to your Roth IRA at any

time during the tax year, and up until your tax-

filing deadline (generally April 15, if filing on acalendar year basis), not including extensions.

[27] Contributions made during a calendar yearare, generally, treated as contributions for thatcalendar year. However, if you make a contri-bution between January 1 and April 15 anddesignate in writing that it is for the prior year,Merrill Lynch will treat the contribution asbeing for the prior year.

Contribution reports[28] If you make a contribution for a tax year, we

will send to you (or your beneficiaries) and tothe IRS an IRS Form 5498 providing a valu-ation of your Roth IRA as of December 31, andwe will include your IRA contri butions desig-nated as made for such tax year through April15 of the following year. If we do not receive acontribution and/or rollover deposit that isreportable on Form 5498 for a particular year,we will not send a separate form to you; yourRoth IRA valuation will be reported to you on youryear-end Merrill Lynch account statement.

[29] Upon request, Merrill Lynch will submit a Form5498 for the year of your death to yourexecutor reporting the end-of-year valuation ofyour Roth IRA. Because any amount reportedon a beneficiary’s Form 5498 would not bereported on the estate’s Form 5498, the valuereported on the estate’s Form 5498 wouldgenerally be zero. Your executor has the rightto request in writing a date-of-death valuation,which will be furnished within a reasonabletime (generally 90 days).

RolloveRs AnD tRAnsFeRs

tax-Free transfers between Roth iRAs[30] You may authorize a direct transfer of assets

into your Merrill Lynch Roth IRA from anotherRoth IRA without incurring taxes or penalties,thereby preserving their tax-deferred status.

[31] Note that a direct transfer must be madebetween IRA custodians or trustees and you maynot receive the assets in your name.

[32] You may not make tax-free direct transfersfrom traditional IRAs (except for recharacteri-zations discussed below).


[33] մեe rules regarding direct transfers of RothIRA assets also apply to direct transfers fromyour Merrill Lynch Roth IRA into another RothIRA.

Rollovers between Roth iRAs[34] You may roll over assets you withdraw from

one Roth IRA to another Roth IRA subject tothe following rules:

• You must complete the rollover within 60 daysof the initial withdrawal or distribution. մեe IRSmay waive this requirement if you candemonstrate a cause for the delay beyondyour reasonable ability to control, such as acasualty or disaster;

• You may make only one tax-free rollover from aRoth IRA from which or to which you made aprior rollover in any one-year period measuredfrom the date of the first distribution;

• You can make only one rollover from an IRA toanother (or the same) IRA in any 12-monthperiod, regardless of the number of IRAs youown. You can, however, continue to make asmany trustee-to-trustee transfers betweenIRAs as you want. You can also make as manyrollovers from traditional IRAs to Roth IRAs(“conversions”) as you want;

• If you are the beneficiary, you may roll overassets from your deceased spouse’s Roth IRA.You are not permitted to roll over assets froman inherited Roth IRA if you are a non-spousebeneficiary; and

• You must report rollovers on your IRS Form1040 for the year in which the rollover wascompleted.

[35] մեe rules also apply to transfers from Rothindividual retirement annuities and rolloversof assets from your Merrill Lynch Roth IRA into another Roth IRA.

Conversions from traditional iRAs[36] You may, generally, roll over assets from an

IRA to a Roth IRA. Such rollovers arefrequently called “conversions.”

[37] մեe portion of a conversion that would beincludible in your gross income if withdrawnfrom the traditional IRA will be included inyour gross income. However, conversions arenot subject to the 10% penalty tax for earlywithdrawals (except for any amount withheldfor taxes).

[38] մեe following rules apply:

• You must deposit the amount to your Roth IRAwithin 60 days of your traditional IRAwithdrawal. մեe IRS may waive thisrequirement if you can demonstrate a causefor the delay beyond your reasonable ability tocontrol, such as a casualty or disaster;

• մեe “only one tax-free rollover in any one-yearwaiting period” rules applicable to traditionalIRA to traditional IRA rollovers do not apply toconversions;

• You may not convert distributions from aninherited IRA. However, a spouse solebeneficiary may be able to treat the IRA as thespouse’s and then convert. Also, a non-spousebeneficiary can directly roll over to aninherited IRA (traditional or Roth) from aqualified retirement plan;

• You may not convert required minimumdistributions from a traditional IRA;

• Assets converted to a Roth IRA are thereaersubject to the rules governing Roth IRAs; and

• You are responsible for determining youreligibility to make a conversion.

[39] If you have been taking substantially equalperiodic payments from your traditional IRAexempt from the 10% premature distributionpenalty (see About Taxes - Penalty forpremature distribution) prior to a conversion,they will be subject to a retroactive penaltyunless you continue making such withdrawalsfrom your Roth IRA until the later of:

• Five years from the date the periodicwithdrawals began; or

• մեe earlier of your attainment of age 59 1/2,becoming disabled or your death.

[40] In general, direct transfers from a traditionalIRA to a Roth IRA made by the custodians ortrustees are treated as conversions for taxpurposes.

[41] If your traditional IRA assets were previouslyrecharacterized from a Roth IRA, there is aminimum 30-day waiting period before you mayreconvert them, and you may not make two suchconversions of the same assets in one calendaryear.

Rollovers from employer retirement plans[42] You may, at any time, make a rollover contri-

bution to your Roth IRA of all or part of a


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distribution from an employer retirement planor Roth IRA account in such plan. An employerretirement plan is one of the following:Defined benefit pension plan, Profit-sharingplan, Stock bonus plan, Money purchase plan,Qualified annuity, 401(k) plan, 403(b) annuity,501(c)(18) trust plan, Simplified EmployeePension (SEP), or Savings Incentive MatchPlan for Employees (SIMPLE).

[43] You may, generally, make a rollovercontribution to your Roth IRA of a distributionof any portion of an employer retirement plan.Such roll overs must be made either directly orwithin 60 days of the distribution date. մեedistributions that are not rollover eligible are:

• Substantially equal periodic payments over aperiod 10 years or longer or that aremeasured by your life or life expectancy

• Required minimum distributions

• Hardship distributions

• Certain corrective distributions

• ESOP dividends

• Loans treated as deemed distributions

• Payments of certain automatic enrollmentcontributions requested to be withdrawnwithin 90 days of the first contribution

• Cost of life insurance paid by the plan

[44] A rollover of a portion of an employerretirement plan other than a designated Rothaccount or a Roth IRA account is subject tothe same rules and treatment as a conversionfrom a traditional IRA.

[45] If you meet the requirements above, you mayroll over a “restricted distribution” you receivefrom a defined benefit plan or convert yourtraditional IRA that is subject to a pledge andassignment to secure possible repayment of arestricted distribution from a defined benefitpension plan. However, the plan will need toagree to the conversion and you will likelyhave to provide the plan with a pledge andassignment of your Roth IRA. Your FinancialAdvisor can provide your attorney with addi-tional information, including a sample pledgeand assignment agreement.

A note on recharacterizations[46] If you direct your IRA or Roth IRA custodian or

trustee to transfer an eligible contribution you

made to that traditional IRA or Roth IRA plusearnings into an IRA of the opposite typebefore the date you are required to file yourincome tax return (with extensions) for theyear in which the original contribution wasmade, the transferred contribution will be“recharacterized” (i.e., treated as having beenmade to the transferee traditional IRA or RothIRA).

[47] To effect a recharacterization, you must givecomplete and timely instructions to the custo-dians or trustees of both the IRA and Roth IRAand report the contribution as having beenmade to the transferee IRA or Roth IRA on thefederal tax return for the year in which youmade the original contribution.

[48] Annual traditional IRA and Roth IRA contribu-tions and conversions from traditional IRAsand employer retirement plans to Roth IRAsare eligible to be recharacterized. Tax-freetransfers or roll-overs between traditionalIRAs, between Roth IRAs or from an employerretirement plan to a traditional IRA, andemployer contributions to SEP IRAs and SRAsmay not be recharacterized. However, a tax-free transfer or rollover between traditionalIRAs or between Roth IRAs will not disqualifyyou from recharacterizing an annual orconversion contribution.

[49] A recharacterization transfer is only allowed ifyou have not already taken a tax deduction forthe contribution. You are not limited on thenumber of recharacterization transfers you maymake in a year. մեe IRS may grant extensions forrecharacterizing invalid conversions to taxpayerswho provide sufficient evidence they actedreasonably and in good faith.

DistRibutions

[50] You have the right to withdraw assets fromyour Roth IRA at any time. Amounts in cash,securities or other assets withdrawn from yourRoth IRA for you or your beneficiaries arecalled “distributions.” Distributions aresubject to the rules contained in the Tax Codeand to the terms of the Custodial Agreement.

[51] Unlike a traditional IRA, you are not requiredto begin taking minimum distributions onceyou reach a certain age.


[52] Generally, you will not be taxed on any RothIRA distributions (whether of contributions orsubsequent earnings on contributions) takenaer you reach age 59 1/2, provided you areoutside the five-year “non-exclusion” periodand meet other criteria (see About Taxes - TaxTreatment of Distributions - Qualified distribu-tions).

[53] Examples of non-qualified distributions thatmay not be taxed include transfers or rolloversto another Roth IRA for you (or for your spouse‘incident to divorce’), and one-time directtransfers to health savings accounts. Each ofthese types of nontaxable distributions issubject to specific requirements.

Distributions aer your death[54] Following your death, the remaining balance

in your Roth IRA will be distributed to yourbeneficiaries (see Beneficiaries).

[55] մեe interest in your Roth IRA must bedistributed in full before the end of thecalendar year of the fih anniversary of yourdeath, unless you have an individual as bene-ficiary on the determination date. մեe determi-nation date is September 30 of the yearfollowing your year of death.

[56] An individual beneficiary may have his or herinterest in your Roth IRA distributed over hisor her life (or a period not extending beyondthe beneficiary’s life expectancy) as long asdistributions begin by December 31 of theyear following the year of your death.

[57] If certain requirements are met, the indi-viduals who are beneficiaries of a trust that isthe beneficiary of your Roth IRA will be treatedas your Roth IRA’s beneficiaries.

[58] Your Roth IRA beneficiary may not satisfyminimum distribution requirements applicable toyour Roth IRA from his or her traditional IRA, SEPIRA or SIMPLE IRA or vice versa. Further, yourRoth IRA beneficiary may satisfy his or herminimum distribution requirements applicable to your Roth IRA from another Roth IRA, or viceversa, only if both Roth IRAs were inherited from you.

[59] If your designated beneficiary is your survivingspouse, distributions may be made under therules applicable to any individual beneficiary,

or under a special rule that allows yourspouse to postpone distributions until thecalendar year in which you would havereached age 70 1/2. If your surviving spousedies before he or she begins receiving distribu-tions from your Roth IRA, distributions mustbe made under the same rules that would beapplicable if your surviving spouse were theindividual who established the Roth IRA.

[60] If your beneficiary is your spouse, unless yourbeneficiary designation specifies to thecontrary, he or she has an additional option ofrolling over the entire amount of your Roth IRAinto his or her own Roth IRA, from which distri-butions may be postponed until your spouse’sdeath.

beneFiCiARies

[61] You may name one or more beneficiaries ofyour Roth IRA, including individuals, yourestate, a charity or a trust. մեese beneficiariesmay be designated primary, contingent orsuccessor beneficiaries and may be changedat any time, but any designation or changemust be in writing. Beneficiary designationswill not be effective until received andaccepted by Merrill Lynch.

[62] All beneficiary designations and changes mustbe compatible with Merrill Lynch’s administrativeand operational requirements, which may vary over time.

[63] You should review your designation periodi-cally, particularly when there are changes inyour family status. Changes in family statusmay include a marriage, divorce, birth oradoption of children, death of a beneficiary orestablishment of estate planning trusts.Please see the “Beneficiary” section of theCustodial Agreement for additional details onbeneficiary designations.

[64] Generally, aer your death, Merrill Lynch willmake distributions to the listed beneficiary ofrecord, regardless of state communityproperty law. If, as a result of state communityproperty law, payments are to be made to thesurviving spouse rather than the named bene-ficiary, a written statement authorizing suchpayment must be submitted and signed by thespouse and the designated beneficiary.


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[65] If your beneficiary is a trust or your estate,distributions will be made to the trustee(s) ofthe trust or the executor(s) of your estate.However, the trustee or executor may, subjectto any rules we establish, direct us to makedistributions to the beneficiaries of the trust orestate.

Investing Your Roth IRA

[66] Your merrill lynch Roth iRA is “self-directed,” which means you are responsiblefor managing the investments in youraccount.

[67] Your Merrill Lynch Financial Advisor or aService Associate can advise you on theinvestment alternatives available, and youmay enroll (under a separate agreement) yourRoth IRA in a Merrill Lynch advisory servicethat offers discretionary management or otheradvisory services. Investment decisions are ulti-mately yours or your discretionary manager’s oradvisor’s and you or your discretionary manageror advisor must decide whether an investment isconsistent with your personal savings goals andinvestment objectives.

[68] մեe investments in your Roth IRA will be heldby us, and may be held in our name or thename of a selected nominee. Interest, divi-dends and other distributions on shares willbe paid to us for your account. Dividends andother distributions from mutual funds will bepaid in cash and swept with other cashbalances into the applicable money marketaccounts (see Cash Balances in followingparagraphs).

investments

[69] You may choose to invest your Roth IRA assetsin one of Merrill Lynch’s money market fundsor in one or more of the following types ofinvestments obtainable through Merrill Lynchand its affiliates:

• Securities traded on recognized exchanges or“over the counter”

• Selected mutual funds

• Government securities, such as treasury bills

• Certain annuity contracts

• One ounce American Gold or Silver Eaglecoins issued by the United States

• Selected option strategies

[70] մեe following investments and transactionsare generally not permitted:

• Investments acquired on margin

• Commodities transactions (including futurescontracts)

• Series E and EE U.S. savings bonds

• Foreign currency

• Real estate

• Shares of stock in most S corporations

• Shares of “restricted” stock

[71] մեe Tax Code prohibits your Roth IRA frommaking the following types of investments (ortreats them as distributions):

• Life insurance contracts

• Collectibles, including works of art, rugs,antiques, certain metals, gems, stamps, mostcoins, and alcoholic beverages

[72] All investments must be compatible withMerrill Lynch’s administrative and operationalrequirements and procedures of the accountsystem through which your Roth IRA is admin-istered. Contact your Financial Advisor or aService Associate for more information onpermissible investments.

[73] In no event may the assets in your Roth IRA becommingled with other property except in acommon trust fund or a common investmentfund.

[74] We will invest and reinvest your contributionsand earnings in your Roth IRA only aerreceiving proper instructions from you or, asappropriate, your beneficiary, your estate’slegal representative or any other personauthorized to give such instructions.

[75] մեe investments you purchase for your Roth IRAmay fluctuate in value and have varying rates ofreturn. մեerefore, the value of your Roth IRA inthe future can neither be guaranteed norprojected.


[76] If we cannot locate you or your beneficiary,Merrill Lynch can, with no responsibility for theconsequences, sell any or all the assets inyour Roth IRA. We may then, if not alreadyinvested or deposited through a sweep optionin effect for your account, invest in a moneymarket fund or deposit the proceeds in aninterest-bearing account. We will do so onlyaer waiting at least two months from thedate we attempt to locate you or your benefi-ciary by sending a written notice to the lastaddress shown for your or your beneficiary inour records.

A note on foreign securities[77] Dividends and earnings on investments in

foreign securities and mutual funds may besubject to foreign tax withholding. մեese with-holdings are oen ineligible for the U.S.foreign tax credit if they are for securities heldby tax-exempt accounts including Roth IRAs.As a result, the effective yield on foreign secu-rities and mutual funds held in your Roth IRAmay be lower than the effective yield of iden-tical investments held in a non-retirementaccount. You may find it preferable to holdforeign investments in a taxable investmentportfolio, should you have one, instead of yourRoth IRA.

CAsh bAlAnCes

[78] merrill lynch provides a daily “sweep”feature to ensure all your assets are workingfor you full time.

[79] All uninvested cash balances (such as interestincome, dividends and contributions received)of $1 or more are automatically deposited inmoney market deposit accounts establishedthrough the Retirement Asset SavingsProgram (RASP), unless otherwise directed.

[80] մեere are two programs, RASP and RASP II. AllRoth IRA cash balances, except for Roth IRAsopened through the Merrill Edge® self-directedchannel, are deposited in RASP. Cashbalances in the Merrill Edge self-directed RothIRAs are deposited in RASP II. With bothprograms, a money market deposit account isestablished at Bank of America, N.A. (BANA)and/or Bank of America California, N.A.Deposit accounts established through RASPwill generally pay a higher rate of interest than

for those established through RASP II. Formore information, see the Retirement AssetSavings Program Fact Sheet.

[81] Additional or alternative daily sweep optionsmay be available for certain clients or incertain situations.

[82] You may withdraw from RASP any time andreinvest the money in the broad range ofinvestments available (see Investments-,)through your Financial Advisor, a Service Asso-ciate, or our automated investment service(for which you will have to enroll). Depositsmade under RASP programs are the obligationof the Merrill Lynch Affiliated Banks and arenot obligations of, or guaranteed by, MerrillLynch, its parent company, Merrill Lynch & Co.,Inc., or any of its subsidiaries. merrill lynch,pierce, Fenner & smith incorporated(“merrill lynch”) is not a bank and isseparate from its FDiC-insured affiliates,which include bank of America, n.A., bankof America California, n.A. and other depos-itory institutions. except where indicated,securities sold, offered or recommended bymerrill lynch are not insured by the FDiCand are not obligations of, or endorsed orguaranteed in any way by any bank and mayfluctuate in value.

insuRAnCe AnD sipC pRoteCtion

[83] մեe securities and cash we hold in your RothIRA(s) are protected by the Securities InvestorProtection Corporation (SIPC) for up to$500,000 per customer (as defined by SIPCrules), including $250,000 in cash. You mayobtain further information about SIPC,including the SIPC brochure, via SIPC’swebsite at http://www.sipc.org.

[84] In addition, Merrill Lynch has obtained“excess SIPC” coverage from a Lloyd’s ofLondon syndicate. մեis policy provides furtherprotection for each customer (including up to$1.9 million for cash), subject to an aggregateloss limit of $1 billion for all customer claims.Neither SIPC protection nor the additional“excess-SIPC” coverage applies to depositsmade through a bank deposit program(including deposits established through theRetirement Assets Savings Program (RASP)) or


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to the other assets that are not securities.Each account held by a separate customer (asdefined by applicable law) is treated sepa-rately for purposes of the above protection.

[85] sipC and excess-sipC coverage does notprotect against market losses. nor does itapply to deposits established through theRetirement Asset savings program (RAsp).see the attached RAsp fact sheet.

About Taxes

[86] unlike traditional iRA contributions, yourRoth IRA contributions are not deductible onyour federal income tax return. However, yourRoth IRA still provides tax-deferred growth ofany earnings on contributions until they arewithdrawn or distributed from your Roth IRA.Certain investments, however, such as limitedpartnerships, may generate unrelated businessincome that may be taxable in the year earned.

[87] In addition, qualifying distributions from yourRoth IRA are exempt from federal income taxand non qualifying distributions are exempt tothe extent of your contributions (see Qualifieddistributions and Non-qualified distributions infollowing paragraphs).

loss oF tAx stAtus

[88] մեe tax Code prohibits you and your benefi-ciary from using your Roth IRA to engage incertain transactions under penalty of losingyour Roth IRA’s tax-deferred status. Forexample, you may not borrow from youraccount, sell property to it or buy propertyfrom it.

[89] If your Roth IRA loses its tax-deferred status, theearnings on your Roth IRA must be included inyour gross income for the year the tax-deferredstatus was lost (unless you meet the qualifieddistribution requirements).

[90] մեe amount included in your gross income willalso be subject to the 10% penalty tax forpremature distribution described below (unlessyou are eligible for an exemption).

[91] If you pledge part of your Roth IRA as security(collateral) for a loan, the part pledged will be

considered to be distributed to you for theyear it is pledged. մեe amount that exceedsyour contributions must be included in yourgross income (unless you meet the qualifieddistribution requirements) and will be subjectto the 10% penalty for premature distribution(unless you are eligible for an exemption).

tAx tReAtment oF DistRibutions

Qualified distributions[92] You will not be taxed on any qualified

distributions from your Roth IRA. A “qualified”distribution is one made aer a five-taxable-year “non-exclusion period” (see below) andmade:

• On or aer you reach age 59 1/2;

• In the event of total or permanent disability;

• To your beneficiary or estate aer your death;or

• As a “qualified first-time homebuyerdistribution” (for definition, see About Taxes -Penalties - Additional notes on exemptions).

[93] մեe non-exclusion period begins with the firstday of the first taxable year for which anycontribution was made to a Roth IRA estab-lished for you and ends with the last day of thefih consecutive taxable year. մեe non-exclusion period for your Roth IRA is notaffected by the non-exclusion period of adesignated Roth account rolled into your Roth IRA.

[94] Example: If you first established a Roth IRAwith a contribution made on April 15, 2012 foryour 2011 calendar tax year, the non-exclusion period runs from January 1, 2011 toDecember 31, 2015. մեat non-exclusionperiod is not shortened by rolling over a desig-nated Roth account opened in 2010 nor is itextended by one opened in 2012.

non-qualified distributions[95] Non-qualified distributions from your Roth IRA

must be included in your gross income onyour federal income tax return for the tax yearin which you receive the distribution to theextent the distribution constitutes earnings onthe amounts contributed to your Roth IRA.

[96] To determine these taxable earnings, or towhat extent a distribution is composed of a

[97] First, aggregate all your Roth IRAs, excludingtraditional IRAs. մեen break down your RothIRAs in the following order (determining eachamount as of the end of the year in which thedistribution occurs to the extent not previouslydistributed):

1. Annual contributions

2. Conversion contributions from traditionalIRAs or employer retirement plans on a first-in/first-out basis:

a. մեe income portion

b. մեe basis portion

3. Earnings

[98] Special rules apply for determining thebreakdown if you have rolled over a distri-

bution from a designated Roth account to yourRoth IRA. If that designated Roth accountdistribution was a “qualified distribution,” theentire amount is treated the same as anannual contribution to your Roth IRA. If it wasa non-qualified distribution, the rolled overcontributions to the designated Roth accountare treated the same as annual contributionsand the remainder is treated the same asearnings. մեere are also special rules for arollover from a non-Roth account under anemployer retirement plan to your Roth IRA,and the taxable amount of the conversion isgenerally treated as the “income” portion.

[99] մեese subtotals can then be applied, in theproper order, to your distribution at anytimeduring 2012 to determine the tax position.


conversion from a traditional IRA or employerretirement plan within the prior five-yearperiod and is thus subject to a 10% penalty

(see About Taxes - Penalties), you must followcertain rules on how you aggregate your RothIRAs and order the amounts contributed to orearned in those Roth IRAs.

Example

DAte oF AnnuAl inCome poRtion bAsis poRtiontRAnsACtion DesCRiption ContRibutions oF ConveRsion oF ConveRsion eARnings

4/1/2011 2010 AnnualContribution $2,000

6/2/2011 Conversion fromTraditional IRA $100,000 $15,000

2011 Earnings $10,000



2012 Earnings $15,000

12/31/2012 CumulativeSubtotals $7,000 $100,000 $15,000 $25,000

Example (cont.)

poRtion oF DistRibution AttRibutAble to

Assume A AnnuAl inCome poRtion bAsis poRtion oFDistRibution Amount oF ContRibutions oF ConveRsion ConveRsion eARnings

$1,000 $1,000

$5,000 $5,000

$10,000 $7,000 $3,000

$50,000 $7,000 $43,000

$120,000 $7,000 $100,000 $13,000

$130,000 $7,000 $100,000 $15,000 $8,000


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[100] In the above example, if you take a $130,000nonqualified distribution, the $8,000 ofearnings must be included in your grossincome on your federal income tax return.

[101] You may also be subject to a 10% penalty onthe $100,000 income portion converted fromyour traditional IRA because a five-taxable-year period has not elapsed since the rollover(see Penalty for premature distribution infollowing paragraphs).

[102] Please note a recharacterization transfer of acontribution from one type of IRA to another (seeAbout Your Roth IRA - Rollovers and Transfers - Anote on Recharacterizations) will be treated ashaving been made to the transferee IRA on theoriginal contribution date. մեe applicableearnings, which were transferred along with thecontribution, will be treated as earnings in thetransferee IRA.

[103] A contribution and the applicable earnings thatwere included in a prior corrective distribution ofan excess contribution (see About Taxes -Penalties - Penalty for excess contributions) willbe disregarded in determining the compositionof a subsequent distribution.

penAlties

penalty for premature distribution[104] in general, any distributions you take before

reaching the age of 59 1/2 and other non-qualified distributions will be subject to a 10%penalty. մեis penalty is in addition to any appli-cable ordinary income taxes imposed on with-drawals or portions of withdrawals.

[105] In addition, the portion of any distribution youtake from your Roth IRA that is attributable toan amount converted from a traditional IRA oremployer retirement plan previously includiblein your gross income within a five-taxable-yearperiod will be subject to the 10% penalty as ifincludible in your gross income for the distri-bution year.

[106] You are exempt from the 10% penalty if:

• You are totally and permanently disabled;

• You take “substantially equal periodicpayments”;

• մեe distributions are taken by your beneficiaryaer your death;

• You are unemployed and the distributions donot exceed amounts paid for healthinsurance;

• մեe distributions do not exceed yourdeductible medical expenses;

• մեe withdrawals do not exceed your “qualifiedhigher education expenses” for yourself, yourspouse, your children or grandchildren;

• մեe distribution is a “qualified first-timehomebuyer distribution;”

• մեe distribution is a timely removal of excesscontributions;

• մեe distribution is on account of an IRS taxlevy; or

• մեe distribution is a “qualified reservistdistribution.”

[107] Merrill Lynch reports all distributions on Form1099-R. However, certain distributions thatmeet the requirements of certain exemptionsabove will be reported as regular or earlydistributions, depending on your age at thetime of distribution. It is solely your responsi-bility to file documentation supporting thereasons for such distributions with the IRS.

Additional notes on exemptions[108] մեe three methods for calculating

“substantially equal periodic payments” are:

• Required Minimum Distribution Method: Yourannual payment amount is determined eachyear by dividing the account balance in thatyear by the current year’s life expectancyfactor applicable to you or to you and yourbeneficiary from the Uniform Lifetime Table,the Joint and Last Survivor Table or the SingleLife Table. (See, IRS Publication 590). Youmust use the same Table each year.

• Fixed Amortization Method: Your annualpayment amount is determined in the firstyear and does not change thereaer. Yourannual payment amount will be calculated byamortizing your beginning account balanceusing an interest rate not exceeding 120% ofthe federal mid-term rate during either of thetwo months preceding the first payment and


one of the three life expectancy tablesdiscussed above under the RequiredMinimum Distribution Method.

• Fixed Annuitization Method: Your annualpayment amount is determined in the firstyear and does not change thereaer. Yourannual payment amount will be calculated bydividing your beginning account balance by anannuity factor that is derived from an IRSmortality table (based on your life expectancyor the joint and last survivor life expectancy ofyou and your beneficiary) and an interest ratenot exceeding 120% of the federal mid-termrate during either of the two months precedingthe first payment.

[109] In general, to avoid retroactive imposition ofthe 10% penalty and interest, you mustcontinue taking substantially equal periodicpayments under your chosen method for atleast five years or until you reach age 59 1/2,whichever is longer. However, you may make aone-time change to the Required MinimumDistribution Method from either of the FixedMethods. Further, you may discontinue takingsubstantially equal periodic payments if youbecome disabled and your beneficiary may doso following your death. Rules governing thecalculation of substantially equal periodicpayments are complex; you should consult aqualified tax advisor.

[110] If your distributions are used to pay healthinsurance premiums:

• You must have received federal or stateunemployment compensation for 12consecutive weeks. Note that if the only reasonyou did not receive unemploymentcompensation was because you had been self-employed, you are still eligible for the exemption;

• You must have received the distributionsduring the tax year in which you received theunemployment compensation, or the followingyear; and

• You must have been re-employed for less than60 days.

[111] “Qualified higher education expenses”include:

• Tuition, fees, books, supplies and equipmentrequired for enrollment or attendance at an“eligible educational institution”

(undergraduate or graduate courses);

• Room and board expenses, up to theminimum allowed when calculating the cost ofattendance for federal aid programs (studentsmust attend education institution at leasthalime), or the actual cost of student housingowned or operated by the school if higher.

[112] You must subtract from “qualified educationexpenses” all qualified scholarships, certaineducational assistance provided to militaryveterans and reservists, and other payments foreducational expenses (not including gis andinheritances) that are excluded from thestudent’s gross income under federal laws.

[113] “Eligible educational institutions” include:

• Post-secondary educational institutionsoffering credit towards a bachelor’s,associate’s, graduate or professional degreeor another post-secondary credential; and

• Certain proprietary schools and post-secondary vocational institutions, if eligible toparticipate in U.S. Department of Educationstudent aid programs.

[114] A “qualified first-time homebuyer distribution”is a distribution used to pay the costs ofacquiring, constructing or reconstructing youror your spouse’s principal residence or theprincipal residence of a child, grandchild orancestor of you or your spouse. Eligibleexpenses include usual or reasonablesettlement, financing or other closing costs.մեe following rules apply:

• մեe new owner must have had no ownershipinterest in a principal residence in the twoyears prior to this acquisition;

• մեe amount withdrawn must be used to paysuch costs or rolled over into your Roth IRAwithin 120 days (in which case you are notsubject to the limit of one rollover per year);and

• մեe total lifetime amount that can qualify as afirst-time homebuyer distribution from all yourtraditional IRAs and Roth IRAs is $10,000.

[115] A “qualified reservist distribution” is adistribution made to a member of a U.S.military National Guard or Reserve or theReserve Corps of the U.S. Public Health


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Service who is called to active duty.

• մեe call to active duty must occur aerSeptember 11, 2001.

• մեe call to active duty must be for at least 179days or be for an indefinite period.

• մեe distribution must be aer the call to activeduty and before the end of the active duty.

• Qualified reservist distributions may berecontributed before two years following theend of active duty.

• Such contributions are not subject to theusual limitations on annual contributions andare not deductible.

penalty for excess contributions[116] Excess contributions—the portion of a contri-

bution that exceeds your permissible contri-bution (see About Your Roth IRA - AnnualContribution Limits and Rollovers andTransfers)—are subject to a 6% penalty. մեe6% penalty is charged again every year thatthe excess remains in your account.

[117] Examples: If you contribute $1,500 to yourRoth IRA when you are single and yourcompensation is only $1,400, your excesscontribution is $100 and you would owe theIRS $6 for each year the excess remains inyour account.

[118] To avoid the 6% penalty, you may “correct”excess contributions by:

• Withdrawing the excess and any relatedearnings prior to your tax-filing deadline(including extensions) for the tax year forwhich the excess contribution was made; and

• Including earnings on excess contributions inyour gross income for the year thecontribution was made.

[119] If you fail to make the correction before yourtax-filing deadline, you can avoid reapplicationof the penalty in subsequent years by:

• Removing the excess contribution from yourRoth IRA; or

• Adjusting your contributions for the followingyear(s) to allow for the excess contribution.

[120] You are responsible for computing the earningson excess contributions and indicating theamount on a distribution form provided by Merrill Lynch.

penalty for not taking minimum distributions[121] Aer your death, your beneficiary or benefici-

aries may be required to take minimum distri-butions. If they fail to take required minimumdistributions, they may be subject to a penaltytax of 50% on the difference between therequired and actual distributions.

[122] Example: If the minimum distribution for a yearis $10,000 and the beneficiary only withdraws$9,000, the penalty would be $500:($10,000–$9,000) x 50%.

[123] In certain cases, the IRS may waive appli-cation of this penalty. Your beneficiary orbeneficiaries should consult their tax advisorson this subject.

otheR tAx issues

When to File iRs Form 5329[124] You must file IRS Form 5329 with your federal

income tax return when:

• You owe the 6% penalty tax on excesscontributions;

• You owe the 10% penalty tax on prematuredistributions, but distribution code 1 is notshown in box 7 of your Form 1099-R(Distributions from Pensions, Annuities,Retirement or Profit Sharing Plans, Roth IRAs,etc.);

• You do not owe the 10% penalty tax onpremature distributions, but distributioncodes 2, 3 or 4 do not appear in box 7 of yourForm 1099-R, or the code shown is incorrect;or

• You owe the 50% penalty tax for failing tomake a minimum withdrawal.

estate and gi taxes[125] Generally, at your death, the total value of

assets in your Roth IRA is included in yourgross estate for federal estate tax purposes.However, deductions are allowed if your bene-ficiary is either your spouse or a charity. Youshould consult your tax advisor concerningthis estate tax.

[126] Generally, naming a beneficiary to receivepayments from your Roth IRA is notconsidered a gi subject to federal gi tax,even if the designation is irrevocable. մեis isbecause the account owner typically retains

[130] For accounts established prior to January 1,2003, for purposes of calculating fees, we usea “fee year” that begins on the first day of thecalendar quarter in which your account isestablished and anniversaries of that date.(For example, if you established your Roth IRAon April 14th, your fee year would begin onApril 1st and end on March 31st.) Wecalculate the value of your account based onthe net assets in the account as shown on thelast statement we produce for each fee year.մեe custodial fee is charged approximately 30days aer the end of the fee year.

[131] For accounts established aer January 1,2003, custodial fees are calculated on acalendar year basis and are charged in thecalendar quarter containing your accountopening anniversary date (“anniversaryquarter”). մեe net assets of the account is thevaluation of your account as of the monthending the calendar quarter preceding youranniversary quarter. For the first fee year, thecustodial fee will be charged in the quarterfollowing the account opening, based on thenet asset value on the last day of the quarterin which the account was established. If theaccount has not been funded, we will valueyour account as of the last day of the quarterin which the account is funded to determine

the custodial fee. Aer the first fee year, wewill calculate the value of your account basedon the net assets in your account as of thelast statement of the preceding fee year.

minimum bAlAnCe Fee

[132] A minimum balance fee of $15 per calendarquarter will be charged to households withaccounts that in the aggregate have less than$20,000 in assets at Merrill Lynch.

[133] մեe following accounts will be included indetermining the aggregate household accountvalue: Cash Management accounts, IndividualInvestor Accounts, IRAs (IRA, IRRA, Roth IRA,SEP and SIMPLE accounts) and educationsavings accounts (Education SavingsAccounts and Section 529/NextGenaccounts). Accounts with the same mailingaddress on the valuation date will beconsidered included in the same household.

[134] մեe minimum balance fee will not apply if onthe valuation date there is at least $5,000 inmutual funds holdings (not including moneymarket mutual funds) in household accountsor if any account in the household is enrolledin the Mutual Fund Advisory program. մեe feewill also not apply until one year from the date


the right to direct distributions, includingrollovers and transfers.

inherited iRA[127] If an inherited IRA is maintained for the

benefit of a designated beneficiary of adeceased individual, references in thisdocument to “you” are generally to thedeceased individual. For example, no contri-butions can be made to an inherited IRA, the10% penalty for early withdrawal does notapply, and the minimum distribution rules

during your lifetime do not apply. For moreinformation, please review the CustodialAgreement or consult with your tax advisor.

Additional information available[128] For more information about taxes and your

Roth IRA, you should obtain a copy of IRSPublication 590, Individual RetirementArrangements (IRAs), or a replacement publi-cation.

[129] You may also contact any office of the IRSdirectly.

About Fees

AnnuAl CustoDiAl Fee

Roth iRA 0.25% of net assets

minimum $50 maximum $100


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the first account in the household has beenestablished.

[135] մեe quarterly fee will be charged to only oneaccount in the household, as follows: If thereis more than one eligible account in thehousehold, CMA® accounts will be chargedbefore Individual Investor Accounts, and Indi-vidual Investor Accounts will be chargedbefore any IRA. If there is more than one of thesame account type within the household, theaccount with the largest asset balance on thevaluation date will be charged the fee. If thisfee is assessed to your IRA, the IRA will becharged and not billed separately.

[136] Accounts enrolled in the following services willbe used to determine whether the $20,000threshold has been reached but will not becharged the fee: Consults (and other managedaccount products) and Merrill Edge self-directed accounts. Section 529/NextGen,MLESA, SEP, SIMPLE and stock optionexercise accounts will also not be charged the fee.

[137] In determining the value of accounts, the valu-ation date will be the last Friday of eachcalendar quarter. Valuation will be based onthe long market value of securities anddeposit balances with the Merrill Lynch banks,plus the outstanding amount of any indebt-edness to Merrill Lynch or any of its affiliates.մեe fee will be charged during the firstbusiness days of each calendar quarter.

otheR Fees

[138] brokerage commissions, sales charges,asset-based fees, and other routine feesrelating to investments in your Roth IRA will bededucted from your Roth IRA. Merrill Lynchmay also receive compensation from certainproviders of investment alternatives for yourRoth IRA. Fees, commissions and other chargesmay change from time to time.

[139] To accommodate special investments, suchas nonpublicly traded securities, a one-timereview fee and an annual maintenance fee willbe charged for each such investment.

[140] A late fee may be charged to accounts withpast due balances.

[141] If your account is closed or transferred, we willcharge an account closeout fee of up to $95.մեe account closeout fee will be charged inaddition to any pending custodial fees due onyour account. Merrill Lynch will charge theaccount closeout fee to your Roth IRA.

[142] մեe account closeout fee for a Roth IRA may bewaived under certain services or programsoffered by Merrill Lynch.

Fee payment methods[143] You may indicate to your Financial Advisor or a

Service Associate how you wish to pay thecustodial fee and advisory services fees (ifapplicable).

[144] You may choose one of the following methods:

• By using funds from a source other than yourIRA account, such as payment by check or bytransfer from another Merrill Lynch account; or

• By direct deduction from your Roth IRA.

[145] If you pay the custodial fee before it is chargedto your Roth IRA, the amount of the custodialfee may be tax deductible. You may not reim-burse your account for the fee once it hasbeen paid from your account.

[146] In certain circumstances, fees may not bededucted from your Roth IRA due to legalconsiderations. We may change the availablemethods and the timing of payment ofcustodial fees from time to time.

[147] Merrill Lynch may sell assets in your Roth IRA tocover fees, securities purchases and otherexpenses.

IRS Approval

[148] մեe Merrill Lynch Roth IRA CustodialAgreement has been approved by the InternalRevenue Service. Approval by the IRS is adetermination as to the form, not the merits,of this Roth IRA.


Custodial Agreement

[1] մեis custodial agreement governs your RothIndividual Retirement Account (“Roth IRA”) ofwhich Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) is thecustodian.

[2] Your Roth IRA is being established for, and thisagreement shall be interpreted in accordancewith, the purpose of providing you withretirement benefits pursuant to Section 408Aof the Tax Code through annual regular contri-butions, qualifying rollover contributions fromanother Roth IRA, a qualified employer plan, atraditional IRA or a qualified Roth contributionprogram under an employer sponsoredretirement plan and by direct transfers fromanother Roth IRA.

[3] մեroughout this agreement, the words youand your refer to the person for whom yourRoth IRA is established or maintained, andmerrill lynch, we, us, and our refer to MerrillLynch, a registered broker-dealer and wholly-owned subsidiary of Bank of America Corpo-ration. Merrill Lynch is the custodian of yourRoth IRA. If this is an inherited IRA within themeaning of Tax Code Section 408(d)(3)(C)maintained for the benefit of a designatedbeneficiary of a deceased individual, refer-ences in this document to “you” are to thedeceased individual. By tax Code, we refer tothe Internal Revenue Code of 1986 and theregulations adopted under it, both asamended. By Roth iRA, we refer to a Roth indi-vidual retirement account, which is a MerrillLynch Roth IRA, a Roth IRA with anotherfinancial institution or a Roth IRA accountunder an employer sponsored retirementplan. By traditional iRA we refer to an IRAwhich is not a Roth IRA.

[4] Your Roth IRA is considered established whenwe accept your first deposit to the account.Merrill Lynch has the right to reject an accountthat has not been established in accordancewith our administrative procedures.

Contributions[5] Under this Agreement, we will accept the

following contributions made

by check, money order, electronic fundstransfer, or in-kind transfer of investments:

• Annual Roth IRA contributions made by you oron your behalf (cash only).

• Rollovers or transfers of assets (cash,securities or other property) from other RothIRAs, traditional IRAs or qualified Rothcontribution programs.

• You can make only one rollover from an IRA toanother (or the same) IRA in any 12-monthperiod, regardless of the number of IRAs youown.

• Recharacterizations from a traditional IRAunder Section 408A(d)(6) of the Tax Code andthe Treasury Regulations thereunder.

• Repayments of qualified reservist distributionspermitted under Section 72(t)(2)(G)(ii) of theTax Code.

• Qualified rollover contributions of assets(cash, securities or other property) fromeligible retirement plans permitted undersection 408A(e) of the Tax Code.

• Qualified rollover contributions also include (i)all or part of a military death gratuity orservice members’ group life insurance(“SGLI”) payment if the contribution is madewithin one year of receiving the gratuity orpayment. Such contributions are disregardedfor purposes of the one-rollover-per-year ruleunder Tax Code Section 408(d)(3)(B); and (ii)all or part of an airline payment (as defined inSection 125 of the Worker, Retiree, andEmployer Recovery Act of 2008) received bycertain airline employees if the contribution ismade within 180 days of receiving thepayment.

• In addition to the amounts described above,you may make additional contributionsspecifically authorized by statute — such asrepayments of certain plan distributions madeon account of a federally declared disasterand certain amounts received in connectionwith the Exxon Valdez litigation.

[6] All non-cash assets must be compatible withour administrative and operational require-ments. Cash contributions may be by check,money order or electronic funds transferacceptable to us.


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[7] We will not accept:

• Contributions (including income deferrals)made on your behalf under an employer’ssavings incentive match plan (SIMPLE plan)pursuant to Section 408(p) of the Tax Code.

• Contributions (including income deferrals) foryour benefit under an employer’s simplifiedemployee pension (SEP) plan pursuant toSection 408(k) of the Tax Code.

• Non-cash assets that are incompatible withour administrative and operationalrequirements.

• Contributions to an inherited IRA within themeaning of Tax Code Section 408(d)(3)(C).

Annual contributions[8] We will not knowingly accept annual Roth IRA

contributions, for any tax year, by you or onyour behalf (including recharacterizations ofannual contributions) that cause your totalcontributions to all Roth IRAs to exceed thelesser of the dollar limit under Tax CodeSection 219(b)(1)(A) or your “compensation.”If you make traditional IRA annual contribu-tions for any tax year, for such year the limiton your Roth IRA annual contribution isreduced by the amount of your traditional IRAannual contributions. By “tax year” we meanthe period for which you must report incomeon your federal income tax return. For mostpeople, the tax year is the calendar year.

[9] մեe dollar limits under Tax Code Section219(b)(1)(A) for tax years beginning in 2008and later are $5,000 for individuals under age50 and $6,000 for individuals age 50 andolder. Aer 2008, the dollar limit will beadjusted by the Secretary of the Treasury forcost-of-living increases under Tax CodeSection 219(b)(5)(D). Such adjustments willbe in multiples of $500. In the case of an indi-vidual who is age 50 or older, the annual cashcontribution limit is increased by $1,000 forany tax year beginning in 2006 and yearsthereaer.

[10] մեe dollar limits in the preceding paragraphare proportionately reduced between certainlevels of modified adjusted gross income(modified AGI). If you are a single tax filer or ahead of household, the Tax Code Section219(b)(1)(A) annual contribution limit isphased out if your modified AGI is between

$95,000 and $110,000. If you are married,filing jointly, or a qualifying widow(er), thephase out occurs if your modified AGI isbetween $150,000 and $160,000. If you aremarried filing separately, the phase out occursif your modified AGI is between $0 and$10,000. (For purposes of this phase out, youwill be treated as being single if you live apartfrom your spouse at all times during the taxyear and file a separate return.) If yourmodified AGI for a tax year is in the phase outrange, your maximum annual contribution forthat tax year is rounded up to the nextmultiple of $10 and is not reduced below$200. For tax years aer 2006, the $95,000and $150,000 lower ends of two of the phaseout ranges will be adjusted for changes in thecost of living aer 2005. մեe ranges as soadjusted are rounded to the nearest multipleof $1,000. մեe upper ends of the rangesremain $15,000 and $10,000 above theapplicable lower end.

[11] By tax year we mean the period for which youmust report income on your federal incometax return. For most people, the tax year is the calendar year.

[12] It is your responsibility to determine, and limityour contributions to, your maximum annualcontribution for your Roth IRA under Section408A of the Tax Code, which may be less thanthe dollar limit under Tax Code Section219(b)(1)(A). Should we discover that we havereceived a contribution that would bring yourtotal Roth IRA contribution for a tax year tomore than your maximum annual contri-bution, we will return the excess contributionto you only aer receiving a specific writtenauthorization from you.

[13] It is also your responsibility to determine yourcompensation. For purposes of your annualRoth IRA contributions, “compensation”means your wages, salaries, professional feesand other amounts you receive for personalservices you actually render (including, butnot limited to salesman’s commissions,compensation for services based on apercentage of profits, insurance premiumcommissions, tips, and bonuses) and includesearned income as defined in Tax Code Section401(c)(2) (reduced by the deduction you take


for contributions to a self-employed retirementplan). For purposes of determining earnedincome, your employment as a fisherman thatis described in Tax Code Section 3121(b)(20)shall be treated as self-employment. Compen-sation does not include interest, dividends,profits and other amounts that you receivefrom owning property or lending money.Compensation generally does not include anyamounts that you do not include in your grossincome for income tax purposes. Compen-sation does not include any amount youreceive as a pension or annuity or as deferredcompensation. Compensation does includeany amount you include in your gross incomeunder Tax Code Section 71 as alimony orseparate maintenance payments received byyou under a divorce or separation instrumentdescribed in Tax Code Section 71(b)(2).Compensation also includes non-taxable U.S.military combat pay and any differential wagepayments as defined in Tax Code Section3401(h)(2).

[14] If you are married and file a joint return, theannual contributions that may be made toyour Roth IRAs and your spouse’s Roth IRAswill each be limited to the dollar limit underTax Code Section 219(b)(1)(A) less theamount of that individual’s traditional IRAcontributions. However, if your compensationis less than your spouse’s, your “compen-sation” limitation will be your compensationplus that of your spouse reduced by traditionalIRA and Roth IRA contributions of yourspouse.

Rollovers and transfers from other retirement

plans[15] We may accept all or part of the assets

distributed or transferred from your other RothIRAs as rollovers, as described in or treatedunder Tax Code Section 408(d)(3), or transfersto your Roth IRA. We may accept all or part ofthe assets distributed from your designatedRoth account in a qualified Roth contributionprogram as rollovers, as described in ortreated under Tax Code Section 402A(c)(3), aswell as qualified rollover contributions fromeligible retirement plans permitted under TaxCode Section 408A(e).

[16] We may accept all or part of the assetsdistributed from your traditional IRA as arollover described in or treated under TaxCode Section 408(d)(3) (except that the one-rollover-per-year rule of Tax Code Section408(d)(3)(B) will not apply). Such roll oversmay be of eligible rollover distributions fromany “eligible retirement plan” as described inSection 402(c)(8)(B) of the Tax Code. Notransfer or rollover of funds attributable tocontributions made by a particular employerunder its SIMPLE plan will be accepted priorto the expiration of the two-year periodbeginning on the date you first participated inthe SIMPLE plan.

modified Adjusted gross income (modified Agi)[17] For purposes of the limits on annual contribu-

tions, your modified AGI for a tax year isdefined in Tax Code Section 408A(c)(3)(B)(i)and does not include any amount you includein your adjusted gross income as a result of arollover from a traditional IRA to a Roth IRA.

Recharacterizing contributions[18] You may recharacterize your annual contri-

bution to a traditional IRA as an annual contri-bution to this Roth IRA pursuant to the rules inTax Code Regulation Section 1.408A-5,subject to the limits for Annual ContributionLimits.

Distributions[19] Any amount you or your beneficiaries receive

from your Roth IRA is called a “distribution.”

[20] You may withdraw all or part of the assets inyour Roth IRA at any time. Following yourdeath, your beneficiary currently entitled tobenefits can withdraw all or any part of his orher interest in your Roth IRA, in a single sum,installments, or in the form of an annuity, atany time except to the extent your beneficiarydesignation has restricted that beneficiaryfrom taking distributions exceeding requiredminimum distributions.

[21] We will make distributions from your Roth IRAaer your proper completion of a withdrawalform, and its acceptance by us, according toour established policies. Distributions may bemade directly to you or, subject to our rulesand procedures, to your other Merrill Lynchnon-retirement account. When you request a


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cash distribution, you must inform us as towhich assets should be sold to make thedistribution.

[22] մեe distribution of non-cash investments, suchas stocks or mutual fund shares, from your RothIRA involves the re-registration of these assetsand can frequently take several weeks. Inaddition, certain investments are not readilysaleable and/or may be transferred into anotherowner’s name only at specified times. You shouldallow extra time for processing such distribu-tions.

Distributions during your lifetime[23] You may, but are not required to, receive distri-

butions from your Roth IRA during yourlifetime. If this is an inherited IRA within themeaning of Tax Code Section 408(d)(3)(C),this paragraph does not apply.

Distributions aer your death [24] Certain “required minimum distributions” or

simply “minimum distributions” must be paidfrom your Roth IRA to your beneficiariesfollowing your death. Such minimum distribu-tions will be based on Tax Code Section408(a)(6), as modified by Section 408A(c)(5),and the U.S. Treasury Regulations issuedthereunder, the provisions of which areincluded in your Roth IRA by reference. մեeseminimum distributions may be paid to yourbeneficiary from your Roth IRA or they may besatisfied by purchasing an annuity that meetsthe requirements of U.S. Treasury RegulationSection 1.401(a)(9)-6, taking into accountCode Section 408A(c)(5), as of the purchasedate.

[25] Your entire interest in your Roth IRA must bedistributed to your beneficiary by December31 of the calendar year containing the fihanniversary of your death except to the extentthat an election is made to receive distribu-tions in accordance with 1., 2. or 3., below:

1. If your interest is payable to a designatedindividual as beneficiary, he or she mayelect to receive your entire interest over acertain period not greater than the lifeexpectancy of the designated beneficiary,determined using his or her age at his or

her birthday in the year following the year ofyour death, and if the designated benefi-ciary is not your surviving spouse,payments must commence no later thanDecember 31 of the calendar year immedi-ately following the calendar year in whichyou died. If this is an inherited IRA withinthe meaning of Tax Code Section408(d)(3)(C) established for the benefit of anonspouse designated beneficiary by adirect trustee-to-trustee transfer from aretirement plan of a deceased individualunder Tax Code Section 402(c)(11), then,notwithstanding any election made by thedeceased individual pursuant to thepreceding paragraph, the nonspouse desig-nated beneficiary may elect to have distri-butions made under this paragraph if thetransfer is made no later than the end ofthe year following the year of death.

2. If your sole designated beneficiary is yoursurviving spouse, the distributions arerequired to commence in accordance with1. above not earlier than the later ofDecember 31 of the calendar year immedi-ately following the calendar year in whichyou died, or December 31 of the calendaryear in which you would have reached age70 1/2. If your surviving spouse sole benefi-ciary dies before the date distributions arerequired to begin, the remaining interest inyour Roth IRA must be distributed to thesuccessor beneficiary by December 31 ofthe calendar year containing the fihanniversary of your spouse’s death.However, if the successor beneficiary is adesignated beneficiary, he or she may electto have the remaining interest distributed,starting by the calendar year following yourspouse’s death, over the successor benefi-ciary’s remaining life expectancy deter-mined using such beneficiary’s age as of his or her birthday in the yearfollowing the death of your spouse.

3. If your sole designated beneficiary is yoursurviving spouse and your beneficiarydesignation has not specifically restrictedyour spouse from doing so, your spousemay roll over your Roth IRA into his or her


own Roth IRA or may elect to treat theaccount as his or her own Roth IRA. մեiselection will be deemed to have been madeif your spouse makes an annual Roth IRAcontribution to the account or makes arollover to the account.

[26] մեe amount to be distributed each year under1. and 2. (above) is determined by dividing thefair market value of your Roth IRA as of theDecember 31st preceding such year by theapplicable life expectancy computed by use ofthe Single Life Table in Q&A-1 of U.S. TreasuryRegulation Section 1.401(a)(9)-9. If yourdesignated beneficiary is your survivingspouse, his or her life expectancy will be recal-culated annually by using the number in theSingle Life Table corresponding to yourspouse’s age in the year.

[27] For all other beneficiaries, the applicable lifeexpectancy will be the number in the SingleLife Table corresponding to the attained age ofyour beneficiary during the calendar yearspecified in 1. (above) and payments for anysubsequent calendar year will be calculatedbased on such life expectancy, reduced byone for each calendar year that has elapsedsince the calendar year the life expectancywas first calculated. A similar term certaincalculation will be made for your spouse bene-ficiary for years aer his or her death,beginning with the year of his or her death.մեe value of your Roth IRA as of any December31st will include the value of rollovers,transfers and recharacterizations to your RothIRA from other plans or accounts that areoutstanding as of that date.

[28] Your beneficiary can elect to receive paymentsin a single sum, in installments, or in the formof an annuity.

[29] For purposes of computing required minimumdistributions from your Roth IRA, your desig-nated beneficiary will be the natural personwho is treated as a designated beneficiaryunder U.S. Treasury Regulation Section1.401(a)(9)-4.

[30] մեe required minimum distributions payableto a designated beneficiary from this IRA maybe withdrawn from another IRA the beneficiary

holds from the same decedent in accordancewith Q&A-9 of U.S. Treasury Regulation Section1.408-8.

beneficiaries[31] You may name one or more beneficiaries of

your Roth IRA, including individuals, yourestate, a charity or a trust. մեese beneficiariesmay be designated primary, contingent orsuccessor beneficiaries and may be changedat any time, but must be designated in writingand are not effective until we receive andaccept them. Unless your beneficiary desig-nation provides otherwise, your beneficiariesmay themselves designate successor benefici-aries who will take precedence over successorbeneficiaries designated by you.

[32] We reserve the right not to accept any benefi-ciary designation that is incompatible with ouradministrative and operational capabilities,even if such designation is otherwiseallowable. A proper written designation orchange of beneficiary, which you or your bene-ficiary executed prior to your or your benefi-ciary’s death and which we receive followingyour or your beneficiary’s death, will governdistributions from your Roth IRA following, butnot prior to, our acceptance of the desig-nation.

[33] If you have not designated a beneficiary, or ifno beneficiary survives you, your Roth IRAbalance will be paid to your surviving spouseor, if you are not survived by your spouse, toyour estate.

[34] You may restrict a beneficiary from takingdistributions in excess of specified amounts,although these distributions must at leastequal required minimum distributionsdescribed previously in Distributions aeryour death.

[35] Aer your death, Merrill Lynch will make distri-butions to the listed beneficiary of record,regardless of state community property law. If, as a result of state community property law,payments are to be made to the survivingspouse rather than the named beneficiary, awritten statement authorizing such paymentmust be submitted and signed by the spouseand the designated beneficiary.


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[36] If your beneficiary is a trust or your estate,distributions will generally be made to therelevant trustee or the executor(s) of yourestate. However, the trustee or executor may,subject to any rules we establish, providewritten directions to us to make distributionsto the beneficiaries of the trust or estate of itsinterest in your Roth IRA.

[37] If you are divorced or your marriage isannulled aer you designate your spouse asthe beneficiary, the designation is void unless:

• մեe decree of divorce or annulmentdesignates such spouse as beneficiary;

• You redesignate your spouse as beneficiary; or

• Such spouse is redesignated to receiveproceeds or benefits in trust for, on behalf of,or for the benefit of your child or dependent.

[38] Unless otherwise provided in your beneficiarydesignation, if a primary beneficiary prede-ceases you, his or her share will be distributedto remaining primary beneficiaries inproportion to their payment percentages. If noprimary beneficiaries survive you, the balancewill be distributed to your contingent benefici-aries.

[39] If no successor beneficiary survives a benefi-ciary who had become entitled to receivebenefits, or if no successor beneficiary desig-nation is in effect at the prior beneficiary’sdeath, we will pay your Roth IRA balance tothe prior beneficiary’s surviving spouse, or ifhe or she is not survived by a spouse to his orher estate. If we are notified that a beneficiaryis legally a minor under applicable state law,we can fulfill our responsibilities as custodianby paying either the beneficiary’s parent orlegal guardian.

investments[40] You are responsible at all times for directing

the investment of assets in your Roth IRA. Wedo not assume liability for any losses incurred inyour Roth IRA as a consequence of the invest-ments you select.

[41] You may direct Merrill Lynch to place yourRoth IRA assets in one or more investmentalternatives we offer, subject to any rules wemay reasonably establish, or to sell any such

assets and reinvest the proceeds. All invest-ments must be compatible with our adminis-trative and operational requirements.

[42] Dividends and other distributions on shares ofmutual funds in which your Roth IRA isinvested will be paid in cash, where the optionexists and will be deposited along with othercash balances unless you direct otherwise(see Cash balances below).

[43] In no event may the assets in your Roth IRA becommingled with other property except in acommon trust fund or a common investmentfund.

[44] Your Roth IRA cannot invest in collectibles(works or art, antiques, rugs, most metals,gems, stamps, most coins and alcoholicbeverages) and life insurance contracts.

[45] You may enroll your Roth IRA in a Merrill Lynchadvisory service, as provided under aseparate agreement. Except as providedunder such separate agreement, Merrill Lynchwill not have discretionary authority or controlwith respect to the investment of your RothIRA assets, and will not provide advice thatwill serve as a primary basis for your Roth IRAinvestment decisions.

[46] We have no duty to determine or advise you orany other person of the investment, tax orother consequences resulting from your ortheir actions involving your Roth IRA. Nor arewe liable for the investment, tax or otherconsequences of your or their actions, or ofour actions following your directions, or of ourfailing to act in the absence of your or theirdirections.

[47] We will not make any investments or disposeof any investments in your Roth IRA withoutyour direction, except as otherwise provided inthis agreement, if a non-cash investment isnot compatible with our administrative andoperational requirements.

[48] We are not responsible for reviewing theassets in your Roth IRA or for making recom-mendations on acquiring, retaining or sellingany assets, except as provided under a MerrillLynch advisory service in which your Roth IRAis enrolled.


[49] You may appoint an investment advisor orother person to act as your representativewith authority to direct investments of anyassets in your Roth IRA. If you do so, you agreethat the appointment is effective only if:

• We have received a signed copy of anagreement between you and such person,which is acceptable to us and which specifiesthat such person may act on your behalf anddirect us as to how to invest your assets; and

• We do not object to acting on the directions ofsuch person, which objection we may assertat any time for any reason.

[50] Please note “you” and “your” may refer to thisinvest -ment advisor with respect to investmentdecisions, but not with respect to accountownership and contributions.

[51] We may hold securities in your Roth IRA in ourname or the name of any nominee we select,without qualification or description ofownership.

[52] We may make, sign and deliver any writtencontracts, waivers, releases or other docu-ments necessary to carry out your instruc-tions.

[53] We may establish sub-accounts for permittedinvestment purposes.

[54] If you do not give us investment directions, wemay hold assets uninvested until receivingproper instructions.

[55] We will provide you with all notices, prospec-tuses, financial statements, proxies and proxysolicitations we receive concerning invest-ments in your Roth IRA. We will follow yourwritten instructions for voting shares and exer-cising other rights of ownership. Subject to,and except as permitted by, any applicablerules of the Securities and ExchangeCommission and any national securitiesexchanges, in the absence of written instruc-tions from you, we will not exercise such rightsin the absence of authorization from you, andwill not be responsible for the consequencesof failing to take action.

[56] If we cannot locate you or your beneficiary,Merrill Lynch can, with no responsibility for theconsequences, sell any or all the assets in

your Roth IRA. We may then, if not alreadyinvested or deposited through a sweep optionin effect for your account, invest in a moneymarket fund or deposit the proceeds in aninterest-bearing account. We will do so onlyaer waiting at least two months from thedate we attempt to locate you or your benefi-ciary by sending a written notice to the lastaddress shown for your or your beneficiary in our records.

Annuity contracts[57] If annuity contracts are offered as investments

for your Roth IRA, Merrill Lynch, as custodian,must own any annuity you direct us topurchase and will exercise all rights under theannuity by following your instructions.

[58] If you direct Merrill Lynch to invest assets inyour Roth IRA in an annuity, we are notresponsible for the validity of the annuity ofthe failure of any insurance company to makeannuity payments. Also, unless caused bygross negligence or willful misconduct, ourfailure to purchase an annuity or pay anannuity premium when due will not giveanyone a claim against us. If distributions aremade from an annuity contract purchasedfrom an insurance company, distributionsthereunder must satisfy the minimum distri-bution requirements of Q&A-4 of U.S. TreasuryRegulation Section 1.401(a)(9)-6.

[59] If your contribution toward an annuity is notsufficient to pay the premium due, we willnotify you and inquire whether you wish us tosell any assets in the Roth IRA to pay thepremium. If we are unable to pay the premiumwhen due, depending on the terms of theannuity contract, the annuity will either beplaced on a paid up basis or the annuitybenefit amount will be reduced.

[60] Any death benefit under the annuity must bepayable to your Roth IRA for distribution to anybeneficiary designated under your Roth IRA.

Cash balances[61] You authorize the deposit of cash balances in

your Roth IRA in accounts with Bank ofAmerica, N.A. (BANA) or Bank of America California, N.A., or with affiliated or unaffiliateddepositary institutions that bear a reasonable


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rate of interest. If a deposit program is notavailable for your Roth IRA, cash balances willbe invested in the option made available forcash balances.

broadcort® Roth iRAs[62] If your Roth IRA is established through a

clearing arrangement for a brokerage firmother than Merrill Lynch as a “Broadcort RothIRA,” the following provisions will control overany inconsistent provisions of this CustodialAgreement:

• Your Roth IRA will be established through YourBrokerage Firm pursuant to a clearingarrangement with Broadcort.

• You will transmit your investment instructionsthrough Your Brokerage Firm to Broadcort.

• Merrill Lynch will be the Custodian.

• Merrill Lynch advisory services are notavailable.

• If Broadcort advisory services are madeavailable in the future, you may enroll yourRoth IRA in such a service, only as providedunder a separate agreement.

• All provisions limiting the duties andresponsibilities of “Merrill Lynch,” “we,” “us”and “our” apply equally to Broadcort.

[63] For purposes of the preceding Broadcort RothIRA provisions, the following definitions apply:

• broadcort means the BroadcortCorrespondent Clearing Division of MerrillLynch, Pierce, Fenner & Smith Incorporated,which provides certain clearing andadministrative services for investments ofyour Roth IRA.

• Your brokerage Firm refers to the firm withwhich you have your primary securitiesaccount relationship and through which youtransmit instructions to Broadcort.

• Custodian refers to Merrill Lynch, Pierce,Fenner & Smith Incorporated, the custodian ofyour Roth IRA.

Fees[64] You agree to pay us all applicable fees and

costs, including:

• Fees for our services as custodian of your RothIRA, according to our current schedule, whichmay change from time to time;

• Advisory service fees, when applicable;

• All applicable taxes, including transfer taxeson investments; and

• Any other expenses we incur as custodian orthat may otherwise be properly charged toyour account.

[65] We may deduct directly from your Roth IRAany such fees, tax reim bursements orexpenses owed to us. If sufficient cash is notavailable in your Roth IRA, we reserve the rightto sell any assets in your Roth IRA to coveramounts due us. We may also, at yourdirection, deduct fees and expenses of anyinvestment advisor you appoint, to the extentnot paid by you or otherwise prohibited.

our rights and responsibilities[66] We have no duty to perform any actions other

than those specified in this agreement. Wecan accept and rely conclusively on anyinstructions or other communications wereasonably believe to have been given eitherby you or some other authorized person. Wecan assume that the authority of such personcontinues in effect until we receive writtennotice to the contrary. Any provision in thisagreement that refers to a writing or writtenform includes electronic media to the extentpermitted by law and our procedures.

[67] We will keep accurate and detailed records ofall transactions concerning your Roth IRA.

[68] We will submit such annual calendar-year andother written reports to you and the IRS asrequired of us by law, including such infor-mation concerning required minimum distri-butions as prescribed by the Commissioner ofthe Internal Revenue Service. All distributionsfrom your Roth IRA, including those resultingfrom account revocations, are reported to youand the IRS on Form 1099-R.

[69] If you do not write to us to object to a reportwithin 60 days aer we send it to you, you willbe considered to have approved it and to havereleased us from all responsibility for matterscovered by the report.


[70] You agree to provide us with any informationwe may need to comply with our legalreporting requirements. You will continue tobe responsible for filing your tax return andany other reports required of you by federallaw.

taxes[71] If investments in your Roth IRA generate

“unrelated business taxable income” of morethan $1,000 during the year, we may have tocalculate and pay income taxes on thatamount. If so, we reserve the right to impose afee for filing a tax return for your Roth IRA.

Resigning as custodian[72] We can resign as custodian of your Roth IRA

by giving you written notice. Our resignationwill take effect 30 days aer mailing thenotice to your last known address in our records.

[73] If our notice of resignation does not contain adesignation of a qualified custodian to replaceus and you do not appoint a qualifiedsuccessor custodian to replace us, we candistribute the balance in your Roth IRA to youin a single payment.

[74] You can direct us in writing to transfer theassets in your Roth IRA to some other custodian or trustee of anotherRoth IRA you identify to us.

[75] You are required to direct us to transfer youraccount to some other trustee or custodian inthe unlikely event that the IRS notifies us that we no longer qualify to act as custodian. If youdo not designate another trustee orcustodian, we will select one. We will make atransfer aer receipt of the new custodian ortrustee’s written acceptance of theappointment.

[76] Certain investments, such as limited partner-ships, generally can be transferred only annually,semi-annually or at some other specifiedintervals. Additionally, some investments, suchas certain certificates of deposit (CDs), cannot bedelivered and must be either liquidated or heldwith the custodian until maturity.

nonforfeitability[77] Your right to the balance in your Roth IRA

cannot be forfeited at any time.

exclusive benefit and restrictions on sale or

transfer[78] Your Roth IRA is exclusively for the benefit of

you and your beneficiaries. If this is aninherited IRA within the meaning of Tax CodeSection 408(d)(3)(C) maintained for the benefitof a designated beneficiary of a deceased indi-vidual, references in this document to “you”are to the deceased individual. Aer yourdeath, your beneficiaries, except as specificallyprovided to the contrary, will have all the rightsand all the obligations you had with respect toyour Roth IRA.

[79] You cannot sell or assign any interest in yourRoth IRA. However, you may be able totransfer all or part of your Roth IRA to a formerspouse under the terms of a divorce decree orwritten agreement made in connection withyour divorce. Following your death, the trusteeof a trust or the personal representative of anestate which is your beneficiary may be ableto direct us to make distributions directly tothe beneficiaries of such trust or estate, asprovided previously in Beneficiaries.

indemnification[80] You agree to repay us for any liabilities or

expenses we may incur as a result of thisagreement, other than those arising out of ourfailure to perform our specified duties.

[81] Except as to controversies arising between us,we can apply to a court at any time for judicialsettlement of any matter involving your RothIRA. If we do so, we must give you the oppor-tunity to participate in the court proceeding,but we can also involve other persons.

[82] Any expenses we incur in legal proceedingsinvolving your Roth IRA, including attorney’sfees, are chargeable to your Roth IRA andpayable by you if not paid from your Roth IRA.


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Arbitration[83] մեis Agreement contains a predispute

arbitration clause. by signing an arbitrationagreement the parties agree as follows:

• All parties to this Agreement are giving upthe right to sue each other in court,including the right to a trial by jury, exceptas provided by the rules of the arbitrationforum in which a claim is filed.

• Arbitration awards are generally final andbinding; a party’s ability to have a courtreverse or modify an arbitration award isvery limited.

• մեe ability of the parties to obtaindocuments, witness statements and otherdiscovery is generally more limited inarbitration than in court proceedings.

• մեe arbitrators do not have to explain thereason(s) for their award unless, in aneligible case, a joint request for anexplained decision has been submitted byall parties to the panel at least 20 daysprior to the first scheduled hearing date.

• մեe panel of arbitrators may include aminority of arbitrators who were or areaffiliated with the securities industry.

• մեe rules of some arbitration forums mayimpose time limits for bringing a claim inarbitration. in some cases, a claim that isineligible for arbitration may be brought incourt.

• մեe rules of the arbitration forum in whichthe claim is filed, and any amendmentsthereto, shall be incorporated into thisagreement.

[84] You agree that all controversies that mayarise between us shall be determined byarbitration. such controversies include, butare not limited to, those involving any trans-action in any of your accounts with merrilllynch, or the construction, performance orbreach of any agreement between us,whether entered into or occurring prior, onor subsequent to the date hereof.

[85] Any arbitration pursuant to this provisionshall be conducted only before the Financialindustry Regulatory Authority, inc. (FinRA)or an arbitration facility provided by anyother exchange of which merrill lynch is amember, and in accordance with therespective arbitration rules then in effect inFinRA or such other exchange.

[86] You may elect in the first instance whetherarbitration shall be conducted before FinRAor another exchange of which merrill lynchis a member, but if you fail to make suchelection by registered letter addressed tomerrill lynch at the office where youmaintain your account before the expirationof five days aer receipt of a writtenrequest from merrill lynch to make suchelection, then merrill lynch may make suchelection.

[87] Judgment upon the award of the arbitratorsmay be entered in any court, state orfederal, having jurisdiction.

[88] no person shall bring a putative or certifiedclass action to arbitration, nor seek toenforce any pre-dispute arbitrationagreement against any person who hasinitiated in court a putative class action orwho is a member of a putative class whohas not opted out of the class with respectto any claims encompassed by the putativeclass action until: (i) the class certificationis denied; or (ii) the class is decertified; or(iii) the customer is excluded from the classby the court. such forbearance to enforcean agreement to arbitrate shall notconstitute a waiver of any rights under thisAgreement except to the extent statedherein.

[89] notwithstanding the foregoing, anyagreement or award made as a result of anarbitration proceeding shall not be inviolation of section 408A of the tax Codeand related regulations.


governing law[90] Except for determining the interests of benefi-

ciaries, which shall be governed by the laws ofthe state of your domicile at your death, thelaws of the State of New York and federal lawapplicable to individual retirement accounts(IRAs) shall govern this agreement, and itsenforcement, without regard to thecommunity property laws of any state.

Amendments[91] We reserve the right to amend this agreement

at any time and will give you written notice of

any amendment. Such written notice may bein electronic form, to the extent permitted bylaw.

binding effects on successors[92] You and we agree that this agreement will be

binding on and will inure to the benefit of thebeneficiaries, heirs, successors and personalrepresentatives of you, your beneficiaries andMerrill Lynch.

L-07-15


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Merrill Lynch RetirementAsset Savings ProgramFact Sheet

[1] մեis Fact Sheet describes the RetirementAsset Savings Program offered to certainsponsors and beneficiaries of retirement planaccounts at Merrill Lynch, Pierce, Fenner &Smith Incorporated (“Merrill Lynch”).

About the RetiRement Asset sAvingspRogRAm

[2] մեe Retirement Asset Savings Program(“RASP”) is a feature of retirement planaccounts for which Merrill Lynch is custodian(each a “Retirement Plan Account”). մեeseinclude Individual Retirement Accounts, RothIndividual Retirement Accounts, IndividualRetirement Rollover Accounts, SimplifiedEmployee Pension, SIMPLE IRA, CoverdellEducation Savings Accounts, and Basic™ Planaccounts. (մեe Internal Revenue Code doesnot allow RASP to be used in connection withRetirement Selector® Account-403(b)(7)-custodial accounts.)

[3] մեe RASP feature makes available to you amoney market deposit account (“DepositAccount”), for each Retirement Plan Accountwhich is opened on your behalf at one or moreparticipating depository institutions, thedeposits of which are insured by the FederalDeposit Insurance Corporation (“FDIC”), anindependent agency of the U.S. Government.

[4] More than one RASP program may beavailable in connection with differentRetirement Plan Account services. մեesedifferent programs, if any, may be distin-guished as “RASP,” “RASP II,” or “RASP III,” asappropriate. Except as otherwise indicated inthis Fact Sheet, terms and conditions appli-cable to the different RASP programs will bethe same.

[5] A minimum deposit of $1 is required to openan account through RASP. However, nodeposit relationship shall be deemed to existprior to the receipt and acceptance of yourfunds by a participating depository institution.

[6] Each deposit into a Deposit Account is a directobligation of the depository institution atwhich the Deposit Account is established andis not directly or indirectly an obligation ofMerrill Lynch. Merrill Lynch does not guar-antee in any way the financial condition of anyinstitution at which you may establishaccounts through RASP. Upon request, you willbe provided with the publicly availablesummary financial information relating toparticipating institutions. Merrill Lynch is not abank and securities offered by Merrill Lynchare not backed or guaranteed by any bank norare they insured by the FDIC.

[7] Deposits at each depository institution inwhich your funds are deposited through RASPare insured by the FDIC to a maximum amountof $250,000 (including principal and accruedinterest) for all qualifying retirement accountdeposits held in the same legal capacity,except for Coverdell Education SavingsAccounts which are FDIC insured in the irrevo-cable trust ownership category. Your federaldeposit insurance protection takes effect assoon as a depository institution receives yourdeposit. Any deposits, including certificates ofdeposit (“CDs”), that you maintain in the samelegal capacity as your Retirement PlanAccount directly with a particular depositoryinstitution, through other Merrill Lynchaccounts or through another intermediarywould be aggregated with the deposits main-tained in the Deposit Accounts at that insti-tution for purposes of the FDIC insurancelimit. Since there may be more than onedepository institution at which you mayestablish a Deposit Account, you may havemore than the Standard Maximum DepositInsurance Amount in federal depositinsurance protection for funds depositedthrough RASP.


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[8] You are responsible for monitoring the totalamount of deposits that you hold with onedepository institution, in a single legalcapacity, including deposits maintainedthrough RASP, deposits (including CDs) heldthrough other Merrill Lynch accounts anddeposits held directly with the depository insti-tution.

how the RAsp feature works[9] Your money is remitted initially for deposit by

Merrill Lynch, acting as your agent, into aDeposit Account at the primary depositoryinstitution. մեe primary depository institutionis Bank of America, N.A. (BANA). մեesecondary depository institution is Bank ofAmerica California, N.A. (BA-CA) (and togetherwith BANA, are the Merrill Lynch AffiliatedBanks, the “Merrill Lynch Banks”) (which willaccept deposits once you exceed $246,000 inthe Deposit Account at the primary institutionas described below).

[10] From time to time, one or more of the partici-pating depository institutions may be replacedwith a new institution, including one that maynot have been previously included. Also, newdepository institutions may be added and thedepository sequence changed. You will receivenotification in advance of such movement,inclusion or change before any funds you havein a Deposit Account are moved to anotherinstitution. Notification may be by means of aletter, an entry on your Retirement PlanAccount statement, or the delivery to you of anew listing of available depository institutions.

[11] For each Retirement Plan Account, thefollowing rules apply: Funds up to $246,000are remitted to the Deposit Account estab-lished for you at the primary depository insti-tution, BANA. If the balance in your DepositAccount at BANA reaches $246,000, thenyour funds are remitted for deposit in thesame manner to a Deposit Account estab-lished for you at BA-CA, until the balance inyour Deposit Account at BA-CA reaches

$246,000. If the balance in your DepositAccounts at BA-CA reaches $246,000, subse-quent funds are deposited in your DepositAccount at BANA, even if the amounts thendeposited in your Deposit Account at BANAexceed $246,000. մեis may cause theamount deposited in BANA through RASP toexceed the Standard Maximum DepositInsurance Amount. All deposits at an insti-tution held in the same legal capacity areprotected by federal insurance up to amaximum of the Standard Maximum DepositInsurance Amount. Amounts on deposit atBANA or BA-CA held in the same legalcapacity, including deposits maintainedthrough RASP, in excess of the StandardMaximum Deposit Insurance Amount, will notbe covered by federal deposit insurance.

[12] it is important for you to monitor theamounts of your total deposits with eachparticipating depository institution, so thatyou will know the extent of federal depositinsurance available to you for such deposits(see the following section, Additional infor-mation on Federal Deposit insurance).

[13] Generally, funds will be transferred to the nextpriority depository institution, if any, in thepriority sequence established. However, theremay be exceptions if a depository institution isclosed for the day, or if it reaches theaggregate deposit limit it will accept fromMerrill Lynch clients. If a depository institutionin which you have a Deposit Account choosesto no longer make its accounts availablethrough RASP, funds in your Deposit Accountat that institution will be transferred, aernotification to you, to another participatingdepository institution.

[14] Available free credit balances of $1 or morewill be automatically deposited in your DepositAccount on a daily basis, except for Saturdays,Sundays and legal holidays. All such depositswill be made only in whole dollar amounts.


transfers and withdrawals[15] Merrill Lynch, as your agent, will make with-

drawals from your Deposit Accounts asnecessary to satisfy any debits in theRetirement Plan Account. However, asrequired by federal regulations, each depos-itory institution at which Deposit Accountsmay be established reserves the right torequire seven days prior notice beforepermitting a withdrawal out of an individualaccount.

[16] If you have funds on deposit at both BANA andBA-CA, withdrawals will be made from yourDeposit Accounts in the reverse of the order inwhich deposits are made to the DepositAccounts.

[17] Payment out of your account may be delayedwhen funds placed in an account on yourbehalf had as their original source a check,dra or similar instrument given to MerrillLynch. Merrill Lynch may delay the deposit offunds into a Deposit Account until fundssubmitted to your Retirement Plan Accounthave cleared.

[18] մեe Deposit Accounts established at theMerrill Lynch Affiliated Banks are not trans-ferable.

interest[19] մեe rates paid for each particular RASP

program (e.g., “RASP” or “RASP II”) will beestablished periodically as determined by theMerrill Lynch Affiliated Banks, and otherparticipating depositories. For accounts estab-lished through RASP, the Merrill Lynch Affil-iated Banks, and any other participatingdepositories, will set interest rates based oneconomic and business conditions. For someRASP programs (e.g., RASP I), interest rateswill be tiered based upon your relationshipwith Merrill Lynch as determined by the valueof assets in your eligible Retirement PlanAccount(s), Deposit Account(s) and accountslinked through the Merrill Lynch StatementLink service. For these tiered DepositAccounts, deposits of clients in higher AssetTiers (as defined below) generally will receivehigher interest rates than deposits of clientsin lower Asset Tiers.

[20] Your interest rate generally will correspondwith your Asset Tier as determined by thevalue of assets in your eligible RetirementPlan Account(s), Deposit Account(s) andaccounts linked through the Merrill LynchStatement Link service. Retirement PlanAccounts enrolled in the Merrill Lynch One®Investment Advisory Programs, Merrill LynchConsults®, Merrill Lynch Strategic PortfolioAdvisor®, or Merrill Lynch PIA® advisoryprograms will receive the interest rate thatcorresponds to the highest Asset Tier. Formore information on the Merrill LynchStatement Link service, please refer to thedescription in this booklet. մեe following AssetTier levels took effect on September 30,2005:

• $10,000,000 or more

• $1,000,000 to $9,999,999

• $250,000 to $999,999

• less than $250,000

[21] In general, Merrill Lynch will determine yourAsset Tier towards the end of each month (the“Valuation Date”) for application the nextstatement month. մեe valuation proceduregenerally will work like this:

• Your Asset Tier(s) will be based on MerrillLynch’s determination of the long marketvalue of assets and Deposit Account balancesin your eligible Retirement Plan, includingother eligible accounts linked through theMerrill Lynch Statement Link service.

• Your Asset Tier(s) will not change until the nextValuation Date even if you open new accountsor link accounts.

• If you have accounts enrolled in the MerrillLynch Statement Link service on the ValuationDate, then the valuation will reflect the dollarvalue of assets in those linked accounts(except excluded accounts) to determine yourAsset Tier.

• If your accounts are not linked on theValuation Date, then the assets in eachRetirement Plan Account will be valuedindividually to determine your Asset Tier forthat account.

• New Retirement Plan Accounts are not valueduntil the next applicable Valuation Date. In thefirst month, deposit balances in all new


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accounts will receive the interest rate thatcorresponds to the Asset Tier that ranges from$250,000 to $999,999. մեis Asset Tier maybe adjusted, as appropriate, on the nextValuation Date.

[22] For Deposit Accounts established throughRASP II, the Merrill Lynch Affiliated Banks andany other participating depositories will setinterest rates based on economic andbusiness conditions. Interest rates are nottiered.

[23] Without notice, interest rates may changedaily, the interest rate differential betweenAsset Tiers may change, and Asset Tiers mayalso change. To learn the current or newinterest rate for the RASP program offered inconnection with your Retirement PlanAccount, call your Merrill Lynch financialadvisor.

[24] մեe rates of return paid with respect to theDeposit Accounts may be higher or lower thanthe rates of return available to other depos-itors of the participating depository institutionfor comparable accounts. Of course, youshould compare the terms, rates of return,required account minimums, charges andother features of a Deposit Account with otheraccounts and alternative investments beforedeciding to maintain a Deposit Account.

[25] Interest will accrue on the balances in aDeposit Account from the day funds aredeposited with a participating depository institution to (but not including) the date ofwithdrawal, and will be compounded daily andcredited monthly.

Client statements[26] All of your transactions will be confirmed and

will appear in chronological sequence on yourMerrill Lynch Retirement Plan Accountstatement. մեe statement will show the totalof your opening and closing Deposit Accountbalances, along with a breakdown of yourDeposit Account balance at each individualdepository institution (if more than one depos-itory institution is participating in the RASPfeature and your funds are deposited in morethan one depository institution). մեe

statement will also show interest earned forthe statement period.

Your relationship with merrill lynch[27] Merrill Lynch is acting as agent and

messenger for its Retirement Plan Accountclients who establish accounts through theRASP feature. մեe separate accounts estab-lished by Merrill Lynch on its records on behalf of its Retirement Plan Account clients will beevidenced by a book entry on the accountrecord of the participating depository insti-tution. No evidence of ownership, such as apassbook or certificate, will be issued to theRetirement Plan Account clients who establish accounts through RASP, nor will any depository institution be given thenames of Retirement Plan Account clients. In addition, all transactions are effectedthrough Merrill Lynch, as agent, and notdirectly between a client and the participatingdepository institution.

[28] You may obtain information about yourDeposit Accounts, including the names ofeach depository institution in which yourfunds are currently being deposited, balances,the current interest rate and the names andpriority of the other institutions at whichDeposit Accounts are currently available, bycalling your Merrill Lynch financial advisor.

[29] Each participating depository institution, in itssole discretion and without notice, maychange the conditions of or terminate aclient’s Deposit Account. If Merrill Lynch doesnot wish to continue to act as your agent orcustodian with respect to your DepositAccount(s), you may deal directly with eachdepository institution (subject to its rules ineffect at that time) with respect to maintainingsuch an account.

[30] Similarly, if you decide that you no longer wishto have Merrill Lynch act as your agent andmessenger with respect to the DepositAccount established for you at a depositoryinstitution, you may establish a direct depos-itory relationship with the depository insti-tution (subject to its rules in effect at thattime) with respect to maintaining such anaccount.


[31] մեis may result in the severing of your DepositAccount at that depository institution accountfrom the Retirement Plan Account service.

benefits to merrill lynch[32] մեe Merrill Lynch Affiliated Banks use bank

deposits to fund current and new lending,investment and other business activities. Likemany other depository institutions, the prof-itability of the Merrill Lynch Affiliated Banks isdetermined in large part by the differencebetween the interest paid and other costsincurred by them on bank deposits, and theinterest or other income earned on theirloans, investments and other assets. մեedeposits provide a stable source of funding forthe Merrill Lynch Affiliated Banks, andborrowing costs incurred to fund the businessactivities of the Merrill Lynch Affiliated Bankshave been reduced by the use of depositsfrom Merrill Lynch clients.

[33] Merrill Lynch receives compensation from theMerrill Lynch Affiliated Banks of up to $85 peryear for each Retirement Plan Account thathas uninvested cash balances automaticallyswept to the Merrill Lynch Affiliated Banksunder the RASP program. մեe amount of thisfee is subject to change from time to time, andMerrill Lynch may waive all or part of it. Otherthan the Retirement Plan Account fees, nocharge, fee or commission will be imposed onyou with respect to your participation in RASPoffering in connection with your RetirementPlan Account. Merrill Lynch pays a fee tofinancial advisors based on total clientdeposits swept to the Merrill Lynch AffiliatedBanks.

Additional information[34] You will always know where your money is by

referring to the information in the sectiontitled Your relationship with Merrill Lynch,previous page, in conjunction with yourRetirement Plan Account statement. Addi-tionally, by calling your financial advisor, youcan confirm the name of the depository insti-tution that has accepted your most recentdeposit. Upon request, you will be providedwith the publicly available information thatMerrill Lynch has relating to the participatingdepository institutions.

ADDitionAl inFoRmAtion on FeDeRAlDeposit insuRAnCe

[35] In the event that federal deposit insurancepayments become necessary, the FDIC isrequired to pay principal plus unpaid andaccrued interest to the date of the closing ofthe relevant depository institution, asprescribed by law and applicable regulations.Since there is no specific time period duringwhich the FDIC must make available suchinsurance payments, you should be preparedfor the possibility of an indeterminate delay inobtaining insurance payments. In addition,you may be required to provide certain docu-mentation to the FDIC and to Merrill Lynchbefore any insurance payouts are released toyou. For example, you may be required tofurnish affidavits and indemnities regardingthe payout. Merrill Lynch will not be obligatedto you for amounts not covered by depositinsurance and will not be obligated to you inadvance of payment from the FDIC.

[36] Since deposit insurance coverage is based ona customer’s funds on deposit in any onedepository institution, coverage can change iftwo or more institutions where you have fundson deposit merge. In this case, deposits main-tained through RASP continue to be sepa-rately insured for six months from the datethat the merger takes effect. մեereaer, anyassumed deposits will be aggregated withyour existing deposits with the acquirer heldin the same legal ownership category forpurposes of federal deposit insurance. Anydeposit opened at the acquired institutionaer the acquisition will be aggregated withdeposits established with the acquirer forpurposes of federal deposit insurance.

special rules for Retirement plan Accounts[37] You may have interests in various retirement

and employee benefit plans and accounts thathave deposits in a depository institution. մեeamount of deposit insurance you will beentitled to will vary depending on the type ofplan or account and on whether deposits heldby the plan or account will be treated sepa-rately or aggregated with deposits in the samedepository institution held by other plans oraccounts. It is therefore important to under-stand the type of plan or account holding the


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deposit. մեe following sections entitled Pass-through deposit insurance for retirement andemployee benefit plan deposits and Aggre-gation of Retirement and Employee BenefitPlans and Accounts generally discuss therules that apply to deposits of retirement andemployee benefits plans and accounts.

[38] On February 8, 2006, the President of theUnited States signed the Deficit Reduction Actof 2005 (the “Act”), which contains provisions affecting federal deposit insurance coverage.մեe principal amount of your deposits held inQualified Retirement Accounts (as definedbelow), plus accrued interest, together withany other deposits held at the issuing depos-itory institution through such QualifiedRetirement Accounts, are protected by federaldeposit insurance and backed by the U.S.government to a maximum amount of$250,000 for the total amount of all suchdeposits held by you in the same ownershipcapacity at the depository institution.Retirement accounts that qualify for thisincreased coverage are: (i) any individualretirement accounts (“IRAs”) described insection 408(a) of the Internal Revenue Codeof 1986, as amended (“Code”); (ii) any eligibledeferred compensation plan described insection 457 of the Code; (iii) any individualaccount plan described in section 3(34) of theEmployee Retirement Income Security Act of1974, as amended (“ERISA”), to the extentthe participants and beneficiaries under suchplans have the right to direct the investmentassets held in the accounts; and (iv) any plandescribed in section 401(d) of the Code, to theextent the participants and beneficiariesunder such plans have the right to direct theinvestment assets held in the accounts (each,a “Qualified Retirement Account”).

pass-through deposit insurance for retirement

and employee benefit plan deposits[39] Subject to the limitations discussed below,

under FDIC regulations, an individual’s non-contingent interest in the deposits of onedepository institution held by certain types ofemployee benefit plans are eligible forinsurance on a “pass-through” basis up to theStandard Maximum Deposit Insurance

Amount for that type of plan. մեis means that,instead of an employee benefit plan’sdeposits at one depository institution beingentitled to only the applicable StandardMaximum Deposit Insurance Amount in totalper depository institution, each participant inthe employee benefit plan is entitled toinsurance of his or her interest in theemployee benefit plan’s deposits of up to theapplicable Standard Maximum DepositInsurance Amount per institution (subject tothe aggregation of the participant’s interestsin different plans, as discussed below). մեepass-through insurance provided to an indi-vidual as an employee benefit plan participantis in addition to the deposit insurance allowedon other deposits held by the individual at theissuing institution. However, pass-throughinsurance is aggregated across certain typesof accounts (see the following section, Aggre-gation of Retirement and Employee BenefitPlans and Accounts).

[40] A deposit held by an employee benefit planthat is eligible for pass-through insurance isnot insured for an amount equal to thenumber of plan participants multiplied by theapplicable Standard Maximum DepositInsurance Amount. For example, assume anemployee benefit plan that is a QualifiedRetirement Account (i.e., a plan that is eligible for deposit insurance coverage up to$250,000 per qualified beneficiary) owns$500,000 in deposits at one institution andthe plan has two participants, one with avested non-contingent interest of $350,000and one with a vested non-contingent interestof $150,000. In this case, the individual withthe $350,000 interest would be insured up to the $250,000 limit, and the individual withthe $150,000 interest would be insured up tothe full value of such interest.

[41] Moreover, the contingent interests ofemployees in an employee benefit plan andoverfunded amounts attributed to anyemployee defined benefit plan are not insuredon a pass-through basis. Any interests of anemployee in an employee benefit plan depositwhich are not capable of evaluation in accor-


dance with FDIC rules (i.e., contingentinterests) will be aggregated with thecontingent interest of other participants andinsured up to the applicable StandardMaximum Deposit Insurance Amount. Simi-larly, overfunded amounts are insured, in theaggregate for all participants, up to the appli-cable Standard Maximum Deposit InsuranceAmount separately from the insuranceprovided for any other funds owned by orattributable to the employer or an employeebenefit plan participant.

AggRegAtion oF RetiRement AnDemploYee beneFit plAns AnD ACCounts

self-directed retirement accounts[42] մեe principal amount of deposits held in Qual-

ified Retirement Accounts described above,plus accrued but unpaid interest, if any, areprotected by FDIC insurance up to a maximumof $250,000 for all such deposits held by youat the issuing depository institution togetherwith other accounts held in the same capacity.մեe FDIC sometimes generically refers to Qual-ified Retirement Accounts as “self-directedretirement accounts.” Supplementary FDICmaterials indicate that Roth IRAs, self-directedKeogh Accounts, Simplified Employee Pensionplans, and self-directed defined contributionplans are intended to be included within thisgroup of Qualified Retirement Accounts.Accordingly, all accounts that participate inRASP, other than Coverdell Education SavingsAccounts, should qualify for $250,000 of FDICinsurance in the aggregate.

other employee benefit plans[43] Any employee benefit plan, as defined in

Section 3(3) of ERISA, described in Section401(d) of the Code, or eligible deferredcompensation plan under section 457 of theCode, that does not constitute a QualifiedRetirement Account—for example, certainemployer-sponsored profit sharing plans—canstill satisfy the requirements for pass-throughinsurance with respect to non-contingentinterest of individual plan participants,provided that FDIC requirements for record-keeping and account titling are met (“Non-Qualifying Benefit Plans”). For Non-QualifyingBenefit Plans, the Standard Maximum DepositInsurance Amount (“SMDIA”) applies. UnderFDIC regulations, an individual’s interests inNon-Qualifying Benefit Plans maintained bythe same employer or employee organization(e.g., a union) which are holding deposits atthe same institution will be insured up to theSMDIA in the aggregate, separate from otheraccounts held at the same depository insti-tution in other ownership capacities.

[44] If you have questions about the FDICinsurance coverage of your account, pleasecontact your Merrill Lynch financial advisor orvisit the FDIC website at fdic.gov for moreinformation.

[45] FDIC regulations and interpretationsgoverning the availability of federal depositinsurance are subject to change from time totime. Neither BANA nor BA-CA or any otherdepository institution participating in RASPassumes any responsibility with respect to anysuch changes.

L-SHEET-01-16-8284 | 01/2016


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Merrill Lynch StatementLink Service

[1] You may elect to enroll in the Merrill LynchStatement Link service (“Statement Linkservice”). մեis service allows certain types ofaccounts to be “linked” for various purposes,including (1) to receive statements for alllinked accounts in a single package and (2) toestablish your Asset Tier (defined below) forthe Retirement Asset Savings Program(“RASP”).

linking accounts for statement delivery

purposes[2] մեe Statement Link service allows a

Retirement Plan Account client (the “PrimaryAccount client”) to link other Merrill Lynchaccounts, usually in the same household orrelated to a single business, so that themonthly statements for the linked accountsare packaged together and mailed by us tothe Primary Account client’s address, togetherwith a summary page that combines accountinformation from all linked accounts. Eachclient whose account is to be linked with theservice appoints the Primary Account client asagent to receive the client’s monthly state-ments and any notices or other communica-tions mailed with them. մեe assets of thelinked accounts are not commingled and all ofthe clients retain control over their individualaccounts. մեe individual clients also remainresponsible for verifying the accuracy of theirindividual statements, for reading any noticesthat are mailed with the linked statementsand for directing the activity in their individualaccounts.

Asset tiers[3] Interest rates in the RASP may be tiered

based upon your relationship with MerrillLynch as determined by the value of assets inyour accounts, including Deposit Accountsestablished for you through RASP. For tiered

accounts, your interest rate will correspondwith your Asset Tier as determined by thevalue of assets in your account or accountslinked through the Statement Link service.Generally, deposits of clients in higher AssetTiers will receive higher interest rates thandeposits of clients in lower Asset Tiers. մեefollowing Asset Tier levels were in effect onSeptember 30, 2005:

• $10,000,000 or more

• $1,000,000 to $9,999,999

• $250,000 to $999,999

• Less than $250,000

[4] Without notice, interest rates may changedaily, the interest rate dif ferential betweenAsset Tiers may change and Asset Tiers mayalso change. Your Asset Tier will be based onMerrill Lynch’s determination of the longmarket value of assets in your Merrill Lynchaccount(s) and deposit balances with theMerrill Lynch Affiliated Banks. In general, yourAsset Tier will be determined by Merrill Lynchtowards the end of each month (the“Valuation Date”) for application the nextstatement month. մեe valuation proceduregenerally will work like this:

• Your Asset Tier(s) will not change until the nextValuation Date even if you open new accountsor link accounts.

• If you have accounts enrolled in the MerrillLynch Statement Link service on the ValuationDate, then the valuation will reflect the dollarvalue of assets in those linked accounts(except accounts listed as ineligible below) todetermine your Asset Tier.

• If your accounts are not linked on theValuation Date, then the assets in eachRetirement Plan Account will be valuedindividually to determine the Asset Tier forthat account.

important considerations for individual retire-

ment accounts[5] You generally may link your Individual

Retirement Account (IRA), Individual

Retirement Rollover Account (IRRA), Roth Indi-vidual Retirement Account (Roth IRA),Simplified Employee Pension (SEP), SimpleRetirement Account (SRA), and CoverdellEducation Savings Account (ESA) with yourother accounts to achieve a higher Asset Tier.Except for a SEP or a SRA, you cannot link anIRA which accepts employer contributions.

[6] You also may link your IRA with IRAs (or otheraccounts) of immediate family members andtheir spouses to achieve a higher Asset Tier. Ifyou want to link IRAs with accounts of otherpersons to achieve a higher Asset Tier, youshould consult your legal or tax advisor.

ineligible accounts[7] For regulatory or other reasons, certain types

of accounts that can be linked for statementdelivery purposes are not included for deter-mining your Asset Tier. մեese include: WorkingCapital Management Accounts, HealthSavings Accounts and certain retirementaccounts including Retirement CashManagement Accounts, BASIC accounts,401(k) accounts (including SIMPLE 401(k)accounts), and Retirement Selector® Accounts(403(b) accounts). For more information onenrolling in this service, please call yourFinancial Advisor or (800) MERRILL. �

L-07-11

Merrill Lynch is the marketing name for Merrill Lynch Wealth Management and Merrill Edge which are made available through Merrill Lynch, Pierce, Fenner & Smith Incorporated (“MLPF&S”).

Merrill Lynch Wealth Management makes available products and services offered by MLPF&S and other subsidiaries of Bank of America Corporation (“BofA Corp.”). Merrill Edge is the marketing name for two businesses: Merrill Edge Advisory Center, whichoffers team-based advice and guidance brokerage services; and a self-directed online investing platform.

Investment products:

MLPF&S is a registered broker-dealer, Member SIPC and a wholly owned subsidiary of Bank of America Corporation.

Banking products are provided by Bank of America, N.A., and affiliated banks.Members FDIC and wholly owned subsidiaries of Bank of America Corporation.

Unless otherwise noted, all registered trademarks and trademarks are the property of Bank of America Corporation.

Visa is a registered trademark of Visa International Service Association.© 2016 Bank of America Corporation. All rights reserved.

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Documents

Disclosure and Custodial Agreement Roth Individual