FPA Crescent Fund

FPACX*

Fourth Quarter 2013

Webcast Presentation

Presented by: Contrarian Value Team

*Charles Schwab Ticker: FPC1Z First

Pacific A

dvisors,

LLC

Philosophy

1

We endeavor to provide, over the long-term, an equity-like return with less risk

than the stock market while avoiding permanent impairment of capital.

We seek to identify absolute value opportunities across the capital structure.

These investments typically include common and preferred stock, convertible

securities, corporate, high yield, and government debt. Targeted short selling is

used reduce specific risk, and as a source of return.

First Pacifi

c Advis

ors, LLC

Average Annual Total Returns as of December 31, 2013 for FPA Crescent

1 Year, 21.95% 5 Years, 14.79% 10 Years, 8.80%

* Source: Morningstar. Source: Morningstar. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown. The return

shown is at net asset value (NAV) and does not reflect the deduction of the sales charge, which if reflected, would reduce the performance shown. Please refer to the back of the

presentation for full disclosure information. Total return calculations are based on a $10,000 investment. This data represents past performance and investors should understand that

investment returns and principal values fluctuate, so that when you redeem your investment it may be worth more or less than its original cost. Current month-end performance data may be

obtained by calling toll-free, 1-800-982-4372. Expense ratio as of most recent prospectus is 1.26%. A redemption fee of 2% may apply. The Fund commenced investment operations on

June 2, 1993. The performance shown for periods prior to March 1, 1996 reflects the historical performance of a predecessor fund. FPA assumed control of the predecessor fund on March

1, 1996. The FPA Crescent Fund's objectives, policies, guidelines and restrictions are, in all material respects, equivalent to those of the predecessor fund.

Fund overview - Hypothetical growth of $10,000

2

Calculated using Morningstar Direct.

FPA Crescent S&P 500

Annualized returns* 11.21% 9.18%

Standard deviation 10.43% 15.09%

Sharpe ratio 0.60 0.28

June 2, 1993 through December 31, 2013

$0

$10,000

$20,000

$30,000

$40,000

$50,000

$60,000

$70,000

$80,000

$90,000

$100,000

1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 2013

S&P 500 $60,926

FPACX $89,135

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ors, LLC

3

FPA Crescent S&P 500

Quarter 6.46% 10.51%

Calendar 21.95% 32.39%

1 Year -Trailing 21.95% 32.39%

3 Years - Trailing 11.50% 16.18%

5 Years - Trailing 14.79% 17.94%

10 Years - Trailing 8.80% 7.41%

15 Years - Trailing 9.71% 4.68%

From Inception* 11.21% 9.18%

Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown. This data represents past performance and

investors should understand that investment returns and principal values fluctuate, so that when you redeem your investment it may be worth more or less than its original

cost. Current month-end performance data may be obtained by calling toll-free, 1-800-982-4372. The Fund commenced investment operations on June 2, 1993. The performance

shown for periods prior to March 1, 1996 reflects the historical performance of a predecessor fund. FPA assumed control of the predecessor fund on March 1, 1996. The FPA Crescent

Fund's objectives, policies, guidelines and restrictions are, in all material respects, equivalent to those of the predecessor fund.

*Inception date is June 2, 1993. Returns 1 year or greater are annualized. Returns are calculated at net asset value after all fees and expenses. As of the most recent prospectus, the

expense ratio is 1.26%. A redemption fee of 2% may apply.

Performance statistics as of December 31, 2013

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FPA Crescent winners and losers for Q4 2013

4

Based on weighted contribution to quarterly performance of the Fund.

*As of December 31, 2013. Portfolio composition will change due to ongoing management of the Fund. References to specific securities or sectors should not be construed as recommendations by

the Fund, its Advisor or Distributor. The discussions of Fund investments represent the views of the Fund's managers at the time of each report and are subject to change without notice. These views

may not be relied upon as investment advice or as an indication of trading intent on behalf of any First Pacific Advisors portfolio. Security examples featured are samples for presentation purposes

and are intended to illustrate our investment philosophy and its application. It should not be assumed that most recommendations made in the future will be profitable or will equal the performance of

the securities.

Past performance is not a guarantee of future results. Please refer to the back of the presentation for full disclosure information.

Winners Pct. of Portfolio* Performance

Contribution* Losers Pct. of Portfolio*

Performance

Contribution*

CVS Caremark 3.06% 0.70% Cisco Systems

1.46% -0.06%

Thermo Fisher 2.59% 0.49% Tesco

1.08% -0.04%

Oracle 3.20% 0.48% Express Scripts

-0.17% -0.02%

Microsoft 3.53% 0.45% Pharmerica -0.04% -0.02%

Google 1.80% 0.43% Alleghany 0.62% -0.02%

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FPA Crescent portfolio characteristics

5

Source: FPA and Mellon

1 For Crescent Fund since 9/30/1996, based one earliest data. Market capitalization is the value of a corporation as determined by the market price of its issued and outstanding

common stock. It is calculated by multiplying the number of outstanding shares by the current market price of a share. 2 P/E and average P/E reflect the trailing 12 months, since 3/31/1999, based on earliest data. Price/Earnings ratio (P/E) is the price of a stock divided by its earnings per share. 3 Average since 9/30/1996 ,based on earliest data. 4 Average since 12/31/1997, based on earliest data. Debt/Total Capital for a fund's underlying stock holdings is calculated by dividing each security's long-term debt by its total

capitalization (the sum of common equity plus preferred equity and long-term debt) and is a measure of the company's financial leverage. 5 Average since 3/31/1999, based on earliest data. Return on Equity is the amount of profit computed by dividing net income before taxes less preferred dividends by the value

of stockholders’ equity.

December 31, 2013 Average S&P 500

Market Capitalization (in millions)1 $95,026 $22,758 $122,140

Price/Earnings2 17.5 16.5 19.2

Price/Book3 2.0 1.7 2.7

Debt/Capital4 -32.4% 10.9% 49.4%

Return on Equity5 14.3% 12.7% 17.9%

Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown. This data represents past performance and

investors should understand that investment returns and principal values fluctuate, so that when you redeem your investment it may be worth more or less than its original

cost. Current month-end performance data may be obtained via http://www.fpafunds.com/crescent or by calling toll-free, 1-800-982-4372.

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ors, LLC

Federal Reserve balance sheet vs. S&P 500

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$4,000,000

$4,500,000

2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

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Fed Balance Sheet S&P 500

Data in thousands. Source: federalreserve.gov. Data as of September 30, 2013.

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First Pacifi

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Federal Reserve balance sheet vs. GDP

Data in thousands. Source: Bloomberg and federalreserve.gov. Data as of September 30, 2013.

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$0

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Fed Balance Sheet GDP

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Total U.S. debt vs. GDP

Data in thousands. Source: treasurydirect.gov and Bureau of Economic Analysis. Data as of September 30, 2013.

$0

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$18,000,000

Total US Debt GDP

8

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For Institutional Use Only/Not for Public Use

Increasing US debt and diminishing productivity

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Source: Bureau of Economic Analysis and US Census Bureau. As of December 31, 2013. Annual figures.

$0

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Volatility won’t always be this low

Source: Bloomberg. Data from March 30, 1990 through January 9, 2014.

10

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Speculative stocks are the best performing

11

Source: Cap IQ. Most heavily shorted equities in R3000 as of December 31, 2013. Returns for Russell 3000 and top 100 most heavily shorted equities from

January 1, 2013 through December 31, 2013. Returns for shorted equities is the weighted average as percentage of the float. Russell 3000 is a stock market

index of US stocks. index measures the performance of 3,000 publicly held US companies based on total market capitalization, which represents

approximately 98% of the investable US equity market. One may not invest directly in an index.

Top 100 Most Heavily Shorted Equities 70.44%

Russell 3000 33.55%

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FPA Crescent allocations*

12

Risk Asset December 31, 2012 December 31, 2013

Common stock, long 63.8% 53.9%

Common stock, short -2.5% -2.1%

Corporate debt, long 2.1% 0.7%

Corporate debt, short -0.1% 0.0%

Mortgages (whole loans) 1.3% 0.7%

Other 1.1% 1.4%

Exposure, Net 65.7% 54.6%

No. of Equity Positions 52 45

*Portfolio composition will change due to ongoing management of the Fund. References to specific securities or sectors should not be construed as recommendations by the Fund, its Advisor or

Distributor. The discussions of Fund investments represent the views of the Fund's managers at the time of each report and are subject to change without notice. These views may not be relied upon

as investment advice or as an indication of trading intent on behalf of any First Pacific Advisors portfolio. Security examples featured are samples for presentation purposes and are intended to

illustrate our investment philosophy and its application. It should not be assumed that most recommendations made in the future will be profitable or will equal the performance of the securities. First Pacifi

c Advis

ors, LLC

Note: All return values are MSCI Gross Index (official) data. MSCI is a An investment research firm that provides indices, portfolio risk and performance

analytics and governance tools to institutional investors and hedge funds. One may not invest directly in an index. Multiples and earnings in sources of return

calculation based on consensus expectations. Chart is for illustrative purposes only. Past performance is not indicative of future results. Data as of 12/31/13.

Source: JP Morgan Market Insights.

Something that can’t go on forever won’t

Total return decomposition over the past year, by region

13

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Historic P/E ratio 10-year average earnings

14

Source: Shiller, Robert J. Online Data Robert Shiller, econ.yale.edu/~shiller/data.htm, and Bloomberg. Data as of December 20, 2013. P/E or price-to-earnings

is a valuation ratio of a company’s current share price compared to its per-share earnings.

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CAPE Price E10 Ratio Interest Rate

Dec. 20, 2013 P/E 10-Year UST

Current: 25.3 2.9%

Avg. Since:

1881 16.5 4.6%

1930 17.4 5.2%

1950 18.9 6.0%

1970 19.4 6.9%

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Stock market as percent of GDP

Source: MacroMavens. October 17, 2013.

%

15

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ors, LLC

Bank of America Merrill Lynch High Yield Index (YTM)

Source: Bloomberg. Data as of December 31, 2013. Average since 1988. BofA Merrill Lynch US High Yield Master II Index value, which tracks the performance

of US dollar denominated below investment grade rated corporate debt publically issued in the US domestic market. To qualify for inclusion in the index,

securities must have a below investment grade rating (based on an average of Moody's, S&P, and Fitch) and an investment grade rated country of risk (based

on an average of Moody's, S&P, and Fitch foreign currency long term sovereign debt ratings). The Yield to maturity (YTM) of a bond or other fixed-interest

security, such as gilts, is the internal rate of return (IRR, overall interest rate) earned by an investor who buys the bond today at the market price, assuming that

the bond will be held until maturity, and that all coupon and principal payments will be made on schedule. One may not invest directly in an index.

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High

As of Dec. 31 Yield

Current 6.4%

High 21.7%

Low 6.1%

Average 10.7%

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FPA Crescent allocations*

17

Risk Asset December 31, 2012 December 31, 2013

Common stock, long 63.8% 53.9%

Common stock, short -2.5% -2.1%

Corporate debt, long 2.1% 0.7%

Corporate debt, short -0.1% 0.0%

Mortgages (whole loans) 1.3% 0.7%

Other 1.1% 1.4%

Exposure, Net 65.7% 54.6%

No. of Equity Positions 52 45

*Portfolio composition will change due to ongoing management of the Fund. References to specific securities or sectors should not be construed as recommendations by the Fund, its Advisor or

Distributor. The discussions of Fund investments represent the views of the Fund's managers at the time of each report and are subject to change without notice. These views may not be relied upon

as investment advice or as an indication of trading intent on behalf of any First Pacific Advisors portfolio. Security examples featured are samples for presentation purposes and are intended to

illustrate our investment philosophy and its application. It should not be assumed that most recommendations made in the future will be profitable or will equal the performance of the securities. First Pacifi

c Advis

ors, LLC

For Institutional Use Only/Not for Public Use

Q & A

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Disclaimer

19

These slides are intended as supplemental material to the 4th Quarter 2013 FPA Crescent audio presentation that is posted on our website fpafunds.com.

We do want to make sure you understand that the views expressed on these slides and in the accompanying audio presentation are as of today, January 27, 2014 and are

subject to change based on market and other conditions. These views may differ from other portfolio managers and analysts of the firm as a whole, and are not intended to be

a forecast of future events, a guarantee of future results or investment advice. Any mention of individual securities or sectors should not be construed as a recommendation to

purchase or sell such securities, and any information provided is not a sufficient basis upon which to make an investment decision. The information provided does not

constitute, and should not be construed as, an offer or solicitation with respect to any securities, products or services discussed.

Past performance is not a guarantee of future results. This data represents past performance and investors should understand that investment returns and

principal values fluctuate, so that when you redeem your investment it may be worth more or less than its original cost. Performance has been calculated on a

total return basis, which combines principal and dividend income changes for the periods shown. Principal changes are based on the difference between the

beginning and closing net asset values for the period and assume reinvestment of all dividends and distributions paid. All applicable expenses such as advisory

fees have been included in calculating performance. It should not be assumed that recommendations made in the future will be profitable or will equal the

performance of the security examples discussed. Current month-end performance data may be obtained by calling toll-free, 1-800-982-4372.

You should consider the Fund’s investment objectives, risks, and charges and expenses carefully before you invest. The Prospectus details the Fund's objective

and policies and other matters of interest to the prospective investor. Please read this Prospectus carefully before investing. The Prospectus may be obtained by

visiting the website at www.fpafunds.com, by email at crm@fpafunds.com, toll-free by calling 1-800-982-4372 or by contacting the Fund in writing.

Statistics have been obtained from sources believed to be reliable, but the accuracy and completeness cannot be guaranteed. The Standard & Poor's 500 Stock Index (S&P

500) is a capitalization-weighted index which covers industrial, utility, transportation and financial service companies, and represents approximately 75% of the New York Stock

Exchange (NYSE) capitalization and 30% of NYSE issues. This index is considered a measure of large capitalization stock performance. The index does not reflect any

commissions or fees which would be incurred by an investor purchasing the stocks it represents. One may not invest directly in an index.

Investments in mutual funds carry risks and investors may lose principal value. Stock markets are volatile and can decline significantly in response to adverse issuer, political,

regulatory, market, or economic developments. The Fund may purchase foreign securities, including American Depository Receipts (ADRs) and other depository receipts,

which are subject to interest rate, currency exchange rate, economic and political risks; this may be enhanced when investing in emerging markets. Small and mid cap stocks

involve greater risks and they can fluctuate in price more than larger company stocks. Short-selling involves increased risks and transaction costs. You risk paying more for a

security than you received from its sale.

The return of principal in a bond investment is not guaranteed. Bonds have issuer, interest rate, inflation and credit risks. Lower rated bonds, callable bonds and other types of

debt obligations involve greater risks. Mortgage-backed securities and asset-backed securities are subject to prepayment risk and the risk of default on the underlying

mortgages or other assets.

The portfolio holdings as the most recent quarter end may be obtained at fpafunds.com/docs/funf-holdings/crescent-13-12D37544732E84.pdf?sfvrsn=2.

The FPA Funds are distributed by UMB Distribution Services, LLC, 803 W. Michigan Street, Milwaukee, WI, 53233.

First Pacifi

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ors, LLC

First Pacific Advisors, LLC 11400 West Olympic Blvd. Suite 1200

Los Angeles, CA 90064 Contact : crm@fpafunds.com

www.fpafunds.com

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