Regions Investment Management, Inc..

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action

Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
ALABAMA SECURITIES COMMISSION
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
CEASE AND DESIST, PROHIBITION, MONETARY/FINE AND RESTITUTION
3.
Date Initiated (MM/DD/YYYY): 
04/05/2010
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
SC-2010-0016
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Mutual Fund(s)

Other Product Types: 
CLOSED-END FUNDS
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
ON APRIL 5, 2010, SHOW CAUSE NO. SC-2010-0016 WAS ISSUED TO RESPONDENTS MORGAN KEEGAN & CO., INC., MORGAN ASSET MANAGEMENT,
INC., JAMES COOPER KELSOE, JR., BRIAN B. SULLIVAN, GARY SCOTT STRINGER AND MICHELE FOWLER WOOD FOR ENGAGING IN FRAUDULENT,
DISHONEST OR UNETHICAL BUSINESS PRACTICES. RESPONDENTS HAVE 30 DAYS FROM RECEIPT OF THIS ORDER TO RESPOND IN WRITING TO PERFECT
THE RIGHT TO A HEARING. VIOLATIONS OF ALABAMA SECURITIES CODE SECTIONS 8-6-3(J)(7) AND (J)(10) AND ALABAMA SECURITIES REGULATION
RULES 830-X-3-.12 AND 830-X-3-.13.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
06/22/2011
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 1,710,387.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
THE ORDER ALSO PROHIBITS MAM AND MORGAN KEEGAN & CO. ("MK") FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED
INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS
FOR TWO YEARS (UNTIL JUNE 22, 2013), AND, IF MAM OR MK FORMS OR SELLS PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016,
IT REQUIRES THEM TO RETAIN AN AUDITOR ACCEPTABLE TO THE SECURITIES AGENCIES OF THE STATES OF ALABAMA, KENTUCKY, MISSISSIPPI,
SOUTH CAROLINA AND TENNESSEE (COLLECTIVELY, THE "5 STATES"). MAM AND MK MUST ALSO RETAIN AN INDEPENDENT CONSULTANT TO
REVIEW THEIR WRITTEN SUPERVISORY AND COMPLIANCE PROCEDURES AND MUST ALSO PROVIDE TRAINING ON PROPRIETARY PRODUCTS TO
THEIR REGISTERED INVESTMENT ADVISER REPRESENTATIVES AND AGENTS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
THE MONETARY AMOUNT REPORTED ABOVE IS ALABAMA'S SHARE OF A $10 MILLION STATE SETTLEMENT AMOUNT UNDER THE ORDERS ENTERED
BY THE STATE AGENCIES OF THE 5 STATES. IN ADDITION, UNDER THE TERMS OF THE ORDERS, MAM AND MK ARE REQUIRED TO CONTRIBUTE
$100,000,000 TO A STATES' FUND ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THE REGISTERED INVESTMENT
COMPANIES ("FUNDS") COVERED BY THE ORDERS. ALSO, MAM AND MK ARE REQUIRED TO REIMBURSE THE 5 STATE AGENCIES AND THE NORTH
AMERICAN SECURITIES ADMINISTRATORS ASSOCIATION FOR THEIR COSTS. THE REIMBURSEMENT AMOUNT FOR THE ALABAMA SECURITIES
COMMISSION IS $1,209,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
ON APRIL 5, 2010, SHOW CAUSE NO. SC-2010-0016 WAS ISSUED TO RESPONDENTS MORGAN KEEGAN & CO., INC., MORGAN ASSET MAANGEMENT,
INC., JAMES COOPER KELSOE, JR., BRIAN B. SULLIVAN, GARY SCOTT STRINGER AND MICHELE FOWLER WOOD FOR ENGAGING IN FRAUDULENT,
DISHONEST OR UNETHICAL BUSINESS PRACTICES. RESPONDENTS HAVE 30 DAYS FROM RECEIPT OF THIS ORDER TO RESPOND IN WRITING TO PERFECT
THE RIGHT TO A HEARING. WITHOUT ADMITTING OR DENYING THE FINDINGS (EXCEPT AS TO JURISDICTIONAL ALLEGATIONS, AND CERTAIN
STATEMENTS RELATING TO THE MAINTENANCE OF BOOKS AND RECORDS), MAM, ALONG WITH MK, AND JAMES C. KELSOE, FORMERLY AN ASSOCIATED
PERSON OF MAM AND MK, CONSENTED TO THE ENTRY OF A CONSENT ORDER BY THE ALABAMA SECURITIES COMMISSION MAKING FINDINGS AND
IMPOSING REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER AGAINST MAM AND THE OTHER PARTIES. THE ORDER WAS ENTERED IN
RESOLUTION OF A MULTISTATE INVESTIGATION CONDUCTED BY THE 5 STATES. THE ORDER FOUND THAT MAM VIOLATED ALABAMA SECURITIES CODE
SECTIONS 8-6-3(J)(7) AND (J)(10) (AUTHORIZING ACTION BY THE ALABAMA SECURITIES COMMISSION AGAINST A REGISTERED INVESTMENT ADVISER
FOR DISHONEST OR UNETHICAL PRACTICES AND FAILURE TO SUPERVISE) AND ALABAMA SECURITIES REGULATION RULES 830-X-3-.12 (REGARDING THE
SUITABILITY OF INVESTMENT ADVISER RECOMMENDATIONS) AND 830-X-3-.13 (REGARDING INVESTMENT ADVISER SUPERVISION OF ASSOCIATED
PERSONS). THESE FINDINGS ALL RELATED TO THE SALE AND MARKETING OF CERTAIN FUNDS MANAGED BY MAM AND DISTRIBUTED AND SOLD BY MK.
THE ORDER REQUIRED MAM AND MK TO CONTRIBUTE A TOTAL OF $100,000,000 TO A FUND TO BE ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF
INVESTORS IN THOSE FUNDS. THE ORDER ALSO PROHIBITS MAM AND MK FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED
INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS FOR

TWO YEARS (UNTIL JUNE 22, 2013). THE ORDER IMPOSES UNDERTAKINGS RELATING TO THE RETENTION OF AN AUDITOR ACCEPTABLE TO THE 5 STATES
IF MAM OR MK FORMS OR SELLS PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016, THE RETENTION OF AN INDEPENDENT CONSULTANT
TO REVIEW THEIR WRITTEN SUPERVISORY AND COMPLIANCE PROCEDURES AND THE PROVISION OF TRAINING ON PROPRIETARY PRODUCTS TO THEIR
REGISTERED INVESTMENT ADVISER REPRESENTATIVES AND AGENTS. INDIVIDUAL ACTIONS AGAINST THE OTHER RESPONDENTS WERE NOT PURSUED.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
Number:
111715
This advisory affiliate is 
a Firm
an Individual
Registered:
Yes
No
Name:
MORGAN ASSET MANAGEMENT,
INC.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
CEASE AND DESIST, CENSURE, PROHIBITION, MONETARY/FINE, DISGORGEMENT/RESTITUTION
3.
Date Initiated (MM/DD/YYYY): 
04/07/2010
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
3-13847
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Mutual Fund(s)
Other Product Types: 
CLOSED-END FUNDS
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
SECURITIES ACT OF 1933 RELEASE 9116/SECURITIES EXCHANGE ACT OF 1934 RELEASE 61856/INVESTMENT ADVISERS ACT OF 1940 RELEASE
3009/INVESTMENT COMPANY ACT OF 1940 RELEASE 29203/ ACCOUNTING AND AUDITING ENFORCEMENT RELEASE 3125-APRIL 7, 2010: THE
SECURITIES AND EXCHANGE COMMISSION ("COMMISSION") DEEMS IT APPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLIC ADMINISTRATIVE AND
CEASE-AND-DESIST PROCEEDINGS BE, AND HEREBY ARE, INSTITUTED PURSUANT TO SECTION 8A OF THE SECURITIES ACT OF 1933 ("SECURITIES
ACT"), SECTION 21C OF THE SECURITIES EXCHANGE ACT OF 1934 ("EXCHANGE ACT"), AND SECTIONS 9(B) AND 9(F) OF THE INVESTMENT COMPANY
ACT OF 1940 ("INVESTMENT COMPANY ACT") AGAINST MORGAN ASSET MANAGEMENT, INC. ("MORGAN ASSET"); PURSUANT TO SECTION 15(B)(6) OF
THE EXCHANGE ACT AGAINST MORGAN ASSET; PURSUANT TO SECTIONS 203(E) AND 203(K) OF THE INVESTMENT ADVISERS ACT OR 1940 ("ADVISERS
ACT") AGAINST MORGAN ASSET. DURING VARIOUS PERIODS BETWEEN AT LEAST JANUARY 2007 AND JULY 2007, THE DAILY NET ASSET VALUES ("NAV")
OF VARIOUS FUNDS WAS MATERIALLY INFLATED AS A RESULT OF THE FRAUDULENT CONDUCT OF MORGAN ASSET MANAGEMENT, INC AND THE OTHER
RESPONDENTS. EACH FUND HELD, IN VARYING AMOUNTS, SECURITIES BACKED BY SUBPRIME MORTGAGES. MANY OF THESE SECURITIES LACKED
READILY AVAILABLE MARKET QUOTATIONS AND, AS A RESULT, WERE TO BE INTERNALLY PRICED BY THE FUNDS' BOARD OF DIRECTORS USING "FAIR
VALUE" METHODS. UNDER SECTION 2(A)(41)(B) OF THE INVESTMENT COMPANY ACT, THE FUNDS MUST USE MARKET VALUES FOR PORTFOLIO
SECURITIES WITH READILY AVAILABLE MARKET QUOTATIONS AND DETERMINE FAIR VALUE FOR ALL OTHER PORTFOLIO ASSETS. THE FAIR VALUE OF
SECURITIES FOR WHICH MARKET QUOTATIONS ARE NOT READILY AVAILABLE IS THE PRICE THE FUNDS WOULD REASONABLY EXPECT TO RECEIVE ON A
CURRENT SALE OF THE SECURITY. MORGAN ASSET ADOPTED ITS OWN PROCEDURES TO DETERMINE THE FAIR VALUE TO ASSIGN TO PORTFOLIO
SECURITIES AND TO "VALIDATE" THOSE VALUES "PERIODICALLY." AMONG OTHER THINGS, THOSE PROCEDURES PROVIDED THAT "QUARTERLY REPORTS
LISTING ALL SECURITIES HELD BY THE FUNDS THAT WERE FAIR VALUED DURING THE QUARTER UNDER REVIEW, ALONG WITH EXPLANATORY NOTES FOR
THE FAIR VALUES ASSIGNED TO THE SECURITIES, SHALL BE PRESENTED TO THE BOARD FOR ITS REVIEW." MORGAN ASSET FAILED TO FULLY
IMPLEMENT THIS PROVISION OF ITS PRICING POLICY. MORGAN ASSET, ACTING THROUGH AN INDIVIDUAL, MADE UNTRUE STATEMENTS OF MATERIAL
FACT CONCERNING THE FUNDS' PERFORMANCE IN THE FUNDS' ANNUAL AND SEMI-ANNUAL REPORTS FILED WITH THE COMMISSION ON FORMS N-CSR.
MORGAN ASSET, THROUGH AN INDIVIDUAL, ALSO DEFRAUDED THE FUNDS BY PROVIDING A QUARTERLY VALUATION PACKET REFLECTING INFLATED
PRICES FOR CERTAIN SECURITIES TO THE FUNDS' BOARDS, FAILING TO DISCLOSE TO THE FUNDS' BOARDS INFORMATION INDICATING THAT THE
FUNDS' NAVS WERE INFLATED, AND THAT THE INDIVIDUAL WAS ACTIVELY SCREENING AND MANIPULATING DEALER QUOTES AND PROVIDING FUND
ACCOUNTING WITH UNSUBSTANTIATED PRICE ADJUSTMENTS. IN ADDITION, THE PROSPECTUSES DESCRIBED MORGAN ASSET AS RESPONSIBLE FOR
FAIR VALUATION OF THE FUNDS' PORTFOLIOS. RESPONDENTS MORGAN ASSET WILLFULLY VIOLATED SECTION 17(A) OF THE SECURITIES ACT;
WILLFULLY VIOLATED SECTION 10(B) OF THE EXCHANGE ACT AND RULE 10B-5, THEREUNDER; WILLFULLY VIOLATED SECTION 206(4) AND OF THE
ADVISERS ACT AND RULE 206(4)-7 THEREUNDER; WILLFULLY VIOLATED SECTIONS 206(1) AND 206(2) OF THE ADVISERS ACT; WILFULLY VIOLATED
SECTION 34(B) OF THE INVESTMENT COMPANY ACT; WILFULLY AIDED AND ABETTED AND VIOLATED RULE 22C-1 PROMULGATED UNDER THE
INVESTMENT COMPANY ACT; WILLFULLY AIDED AND ABETTED AND VIOLATED RULE 38A-1 PROMULGATED UNDER THE INVESTMENT COMPANY ACT.
VIOLATIONS OF SECCTIONS 206(1), 206(2) AND SECTION 206(4) OF THE INVESTMENT ADVISERS ACT ("ADVISERS ACT") AND RULE 206(4)-7
THEREUNDER, SECTION 34(B) OF THE INVESTMENT COMPANY ACT OF 1940 (THE"1940 ACT") AND RULES 22C-1 AND 38A-1 UNDER THE 1940 ACT.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
06/22/2011
 Exact
 Explanation
If not exact, provide explanation:

12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 75,000,000.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
THE ORDER ALSO PROHIBITS MAM FROM BEING INVOLVED IN DETERMINING THE VALUE OF A PORTFOLIO SECURITY FOR WHICH THE MARKET
QUOTATIONS ARE NOT READILY AVAILABLE, FOR A THREE-YEAR PERIOD ENDING JUNE 22, 2014. FURTHER, IF MAM BECOMES INVOLVED IN
DETERMINING THE VALUE OF A PORTFOLIO SECURITY DURING THE FOLLOWING THREE-YEAR PERIOD (UNTIL JUNE 22, 2017), THE ORDER
REQUIRES MAM TO RETAIN AN INDEPENDENT CONSULTANT TO REVIEW AND REPORT TO THE SEC ON MAM'S POLICIES, PROCEDURES AND
PRACTICES WITH REGARD TO SUCH VALUATIONS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
IN ADDITION TO A $75,000,000 FINE, MAM AND MK WERE ALSO REQUIRED TO PAY DISGORGEMENT OF $20,500,000 AND PREJUDGMENT
INTEREST OF $4,500,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
IT IS FURTHER ORDERED THAT THE ADMINISTRATIVE LAW JUDGE SHALL ISSUE AN INITIAL DECISION NO LATER THAN 300 DAYS FROM THE DATE OF
SERVICE OF THIS ORDER, PURSUANT TO RULE 360(A)(2) OF THE COMMISSION'S RULES OF PRACTICE. WITHOUT ADMITTING OR DENYING THE
FINDINGS, MAM, ALONG WITH MORGAN KEEGAN & CO. ("MK"), J. THOMPSON WELLER, FORMERLY AN ASSOCIATED PERSON OF MK, JAMES C. KELSOE,
FORMERLY AN ASSOCIATED PERSON OF MAM AND MK, CONSENTED TO THE ENTRY OF AN ORDER BY THE SEC MAKING FINDINGS AND IMPOSING
REMEDIAL SANCTIONS, A CENSURE AND A CEASE AND DESIST ORDER AGAINST MAM AND OTHER PARTIES. THE SEC ORDER FOUND THAT MAM VIOLATED
SECTIONS 206(1), 206(2) AND SECTION 206(4) OF THE INVESTMENT ADVISERS ACT ("ADVISERS ACT") AND RULE 206(4)-7 THEREUNDER, AND SECTION
34(B) OF THE INVESTMENT COMPANY ACT OF 1940 (THE"1940 ACT"), AND AIDED AND ABETTED AND CAUSED VIOLATIONS OF RULES 22C-1 AND 38A-1
UNDER THE 1940 ACT. THE SEC ORDER FOUND THAT MK VIOLATED RULE 22C-1 UNDER THE 1940 ACT, AND AIDED AND ABETTED AND CAUSED
VIOLATIONS OF SECTION 34(B) OF THE 1940 ACT AND RULE 38A-1 THEREUNDER. THE SEC ORDER MADE ADDITIONAL FINDINGS WITH RESPECT TO THE
INDIVIDUALS. THESE FINDINGS ALL RELATED TO THE FAILURE TO COMPLY WITH THE "FAIR VALUE" VALUATIONS STANDARDS ADOPTED BY CERTAIN
FUNDS FROMERLY MANAGED BY MAM AND DISTRIBUTED BY MK FOR THE VALUATION OF SECURITIES HELD BY THOSE FUNDS, FOR WHICH READILY
AVAILABLE MARKET QUOTATIONS WERE NOT AVAILABLE. THE ORDER REQUIRED MAM AND MK TO PAY A TOTAL OF $100,000,000 TO THE SEC
(CONSISTING OF DISGORGEMENT OF $20,500,000, PREJUDGMENT INTEREST OF $4,500,000 AND A CIVIL PENALTY OF $75,000,000).THE ORDER ALSO
PROHIBITS MAM FROM BEING INVOLVED FOR A PERIOD OF THREE YEARS IN VALUATIONS OF AN INVESTMENT COMPANY'S PORTFOLIO SECURITY FOR
WHICH MARKET QUOTATIONS ARE NOT READILY AVAILABLE. FOR THE NEXT THREE YEARS, MAM CAN BE INVOLVED IN SUCH VALUATIONS ONLY IF AN
INDEPENDENT CONSULTANT HAS FIRST REVIEWED AND REPORTED TO THE SEC ON MAM'S POLICIES, PROCEDURES AND PRACTICES WITH REGARD TO
SUCH VALUATIONS.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 

If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
MISSISSIPPI SECRETARY OF STATE SECURITIES DIVISION
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
CEASE AND DESIST, PROHIBITION, MONETARY/FINE AND RESTITUTION
3.
Date Initiated (MM/DD/YYYY): 
04/05/2010
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
ADMINISTRATIVE PROCEEDING FILE NO.: S-08-0050
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Mutual Fund(s)
Other Product Types: 
CLOSED-END FUNDS
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
VIOLATIONS OF MISSISSIPPI CODE § 75­71­101, ET. SEQ. (2000) AND THE RULES PROMULGATED THEREUNDER.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
06/22/2011
 Exact
 Explanation
If not exact, provide explanation:

12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 606,134.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
THE ORDER ALSO PROHIBITS MAM AND MORGAN KEEGAN & CO. ("MK") FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED
INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS
FOR TWO YEARS (UNTIL JUNE 22, 2013), AND, IF MAM OR MK FORMS OR SELLS PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016,
IT REQUIRES THEM TO RETAIN AN AUDITOR ACCEPTABLE TO THE SECURITIES AGENCIES OF THE STATES OF ALABAMA, KENTUCKY, MISSISSIPPI,
SOUTH CAROLINA AND TENNESSEE (COLLECTIVELY, THE "5 STATES"). MAM AND MK MUST ALSO RETAIN AN INDEPENDENT CONSULTANT TO
REVIEW THEIR WRITTEN SUPERVISORY AND COMPLIANCE PROCEDURES AND MUST ALSO PROVIDE TRAINING ON PROPRIETARY PRODUCTS TO
THEIR REGISTERED INVESTMENT ADVISER REPRESENTATIVES AND AGENTS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
THE MONETARY AMOUNT REPORTED ABOVE IS MISSISSIPPI'S SHARE OF A $10 MILLION STATE SETTLEMENT AMOUNT UNDER THE ORDERS
ENTERED BY THE STATES AGENCIES OF THE 5 STATES. IN ADDITION, UNDER THE TERMS OF THE ORDERS, MAM AND MK ARE REQUIRED TO
CONTRIBUTE $100,000,000 TO A STATES' FUND ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THE REGISTERED
INVESTMENT COMPANIES ("FUNDS") COVERED BY THE ORDERS. ALSO, MAM AND MK ARE REQUIRED TO REIMBURSE THE 5 STATE AGENCIES AND
THE NORTH AMERICAN SECURITIES ADMINISTRATORS ASSOCIATION FOR THEIR COSTS. THE REIMBURSEMENT AMOUNT FOR THE MISSISSIPPI
SECRETARY OF STATE SECURITIES DIVISION IS $1,379,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
WITHOUT ADMITTING OR DENYING THE FINDINGS (EXCEPT AS TO JURISDICTIONAL ALLEGATIONS, AND CERTAIN STATEMENTS RELATING TO THE
MAINTENANCE OF BOOKS AND RECORDS), MAM, ALONG WITH MK, AND JAMES C. KELSOE, FORMERLY AN ASSOCIATED PERSON OF MAM AND MK,
CONSENTED TO THE ENTRY OF A CONSENT ORDER BY THE MISSISSIPPI SECRETARY OF STATE SECURITIES DIVISION MAKING FINDINGS AND IMPOSING
REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER AGAINST MAM AND THE OTHER PARTIES. THE ORDER WAS ENTERED IN RESOLUTION OF A
MULTISTATE INVESTIGATION CONDUCTED BY THE 5 STATES. THE ORDER FOUND THAT MAM VIOLATED MISSISSIPPI CODE § 75­71­101, ET. SEQ. (2000)
AND THE RULES PROMULGATED THEREUNDER (AUTHORIZING ACTION BY MISSISSIPPI SECRETARY OF STATE SECURITIES DIVISION AGAINST A
REGISTERED INVESTMENT ADVISER FOR DISHONEST OR UNETHICAL PRACTICES AND FAILURE TO SUPERVISE) AND (REGARDING THE SUITABILITY OF
INVESTMENT ADVISER RECOMMENDATIONS AND INVESTMENT ADVISER SUPERVISION OF ASSOCIATED PERSONS). THESE FINDINGS ALL RELATED TO
THE SALE AND MARKETING OF CERTAIN FUNDS MANAGED BY MAM AND DISTRIBUTED AND SOLD BY MK. THE ORDER REQUIRED MAM AND MK TO
CONTRIBUTE A TOTAL OF $100,000,000 TO A FUND TO BE ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THOSE FUNDS. THE
ORDER ALSO PROHIBITS MAM AND MK FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED INVESTMENT COMPANY THAT IS MARKETED
AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS FOR TWO YEARS (UNTIL JUNE 22, 2013). THE
ORDER IMPOSES UNDERTAKINGS RELATING TO THE RETENTION OF AN AUDITOR ACCEPTABLE TO THE 5 STATES IF MAM OR MK FORMS OR SELLS
PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016, THE RETENTION OF AN INDEPENDENT CONSULTANT TO REVIEW THEIR WRITTEN
SUPERVISORY AND COMPLIANCE PROCEDURES AND THE PROVISION OF TRAINING ON PROPRIETARY PRODUCTS TO THEIR REGISTERED INVESTMENT
ADVISER REPRESENTATIVES AND AGENTS.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)

You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
KENTUCKY DEPARTMENT OF FINANCIAL INSTITUTIONS
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
CEASE AND DESIST, PROHIBITION, RESTITUTION AND MONETARY/FINE
3.
Date Initiated (MM/DD/YYYY): 
04/05/2010
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
KENTUCKY DFI AGENCY CASE NO. 2010-AH-021, ADMINISTRATIVE ACTION NO. 10-PPC-0267
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Mutual Fund(s)
Other Product Types: 
CLOSED-END FUNDS
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
VIOLATIONS OF KENTUCKY REVISED STATUTES SECTION 292.337(2) (CURRENT), 808 KENTUCKY ADMINISTRATIVE REGULATIONS 10:330 AND 10:450.
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent

11. Resolution Date (MM/DD/YYYY):
06/22/2011
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 449,770.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
THE ORDER ALSO PROHIBITS MAM AND MORGAN KEEGAN & CO. ("MK") FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED
INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS
FOR TWO YEARS (UNTIL JUNE 22, 2013), AND, IF MAM OR MK FORMS OR SELLS PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016,
IT REQUIRES THEM TO RETAIN AN AUDITOR ACCEPTABLE TO THE SECURITIES AGENCIES OF THE STATES OF ALABAMA, KENTUCKY, MISSISSIPPI,
SOUTH CAROLINA AND TENNESSEE (COLLECTIVELY, THE "5 STATES"). MAM AND MK MUST ALSO RETAIN AN INDEPENDENT CONSULTANT TO
REVIEW THEIR WRITTEN SUPERVISORY AND COMPLIANCE PROCEDURES AND MUST ALSO PROVIDE TRAINING ON PROPRIETARY PRODUCTS TO
THEIR REGISTERED INVESTMENT ADVISER REPRESENTATIVES AND AGENTS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
THE MONETARY AMOUNT REPORTED ABOVE IS KENTUCKY'S SHARE OF A $10 MILLION STATE SETTLEMENT AMOUNT UNDER THE ORDERS ENTERED
BY THE STATES AGENCIES OF THE 5 STATES. IN ADDITION, UNDER THE TERMS OF THE ORDERS, MAM AND MK ARE REQUIRED TO CONTRIBUTE
$100,000,000 TO A STATES' FUND ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THE REGISTERED INVESTMENT
COMPANIES ("FUNDS") COVERED BY THE ORDERS. ALSO, MAM AND MK ARE REQUIRED TO REIMBURSE THE 5 STATE AGENCIES AND THE NORTH
AMERICAN SECURITIES ADMINISTRATORS ASSOCIATION FOR THEIR COSTS. THE REIMBURSEMENT AMOUNT FOR THE KENTUCKY DEPARTMENT OF
FINANCIAL INSTITUTIONS IS $6,400.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
WITHOUT ADMITTING OR DENYING THE FINDINGS (EXCEPT AS TO JURISDICTIONAL ALLEGATIONS, AND CERTAIN STATEMENTS RELATING TO THE
MAINTENANCE OF BOOKS AND RECORDS), MAM, ALONG WITH MK, AND JAMES C. KELSOE, FORMERLY AN ASSOCIATED PERSON OF MAM AND MK,
CONSENTED TO THE ENTRY OF A CONSENT ORDER BY THE KENTUCKY DEPARTMENT OF FINANCIAL INSTITUTIONS MAKING FINDINGS AND IMPOSING
REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER AGAINST MAM AND THE OTHER PARTIES. THE ORDER WAS ENTERED IN RESOLUTION OF A
MULTISTATE INVESTIGATION CONDUCTED BY THE 5 STATES. THE ORDER FOUND THAT MAM VIOLATED CURRENT KENTUCKY REVISED STATUTES SECTION
292.337(2) (AUTHORIZING ACTION BY THE KENTUCKY SECURITIES COMMISSION AGAINST A REGISTERED INVESTMENT ADVISER FOR DISHONEST OR
UNETHICAL PRACTICES AND FAILURE TO SUPERVISE) AND 808 KENTUCKY ADMINISTRATIVE REGULATIONS 10:330 AND 10:450 (REGARDING THE
SUITABILITY OF INVESTMENT ADVISER RECOMMENDATIONS AND INVESTMENT ADVISER SUPERVISION OF ASSOCIATED PERSONS). THESE FINDINGS ALL
RELATED TO THE SALE AND MARKETING OF CERTAIN FUNDS MANAGED BY MAM AND DISTRIBUTED AND SOLD BY MK. THE ORDER REQUIRED MAM AND MK
TO CONTRIBUTE A TOTAL OF $100,000,000 TO A FUND TO BE ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THOSE FUNDS. THE
ORDER ALSO PROHIBITS MAM AND MK FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED INVESTMENT COMPANY THAT IS MARKETED
AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS FOR TWO YEARS (UNTIL JUNE 22, 2013). THE
ORDER IMPOSES UNDERTAKINGS RELATING TO THE RETENTION OF AN AUDITOR ACCEPTABLE TO THE 5 STATES IF MAM OR MK FORMS OR SELLS
PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016, THE RETENTION OF AN INDEPENDENT CONSULTANT TO REVIEW THEIR WRITTEN
SUPERVISORY AND COMPLIANCE PROCEDURES AND THE PROVISION OF TRAINING ON PROPRIETARY PRODUCTS TO THEIR REGISTERED INVESTMENT
ADVISER REPRESENTATIVES AND AGENTS.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the

same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
SECURITIES COMMISSIONER OF SOUTH CAROLINA
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
CEASE AND DESIST, PROHIBITION, RESTITUTION AND MONETARY/FINE
3.
Date Initiated (MM/DD/YYYY): 
04/05/2010
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
FILE NO.: 08011
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Mutual Fund(s)
Other Product Types: 
CLOSED-END FUNDS
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
VIOLATIONS OF SOUTH CAROLINA CODE ANN. § 35­1­412(D) (2), (9) & (13) (SUPP. 2010) AND S.C. REG. 13­501 (A) (3), (21) (SUPP. 2010).
8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:

If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
06/22/2011
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 375,982.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
THE ORDER ALSO PROHIBITS MAM AND MORGAN KEEGAN & CO. ("MK") FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED
INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS
FOR TWO YEARS (UNTIL JUNE 22, 2013), AND, IF MAM OR MK FORMS OR SELLS PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016,
IT REQUIRES THEM TO RETAIN AN AUDITOR ACCEPTABLE TO THE SECURITIES AGENCIES OF THE STATES OF ALABAMA, KENTUCKY, MISSISSIPPI,
SOUTH CAROLINA AND TENNESSEE (COLLECTIVELY, THE "5 STATES"). MAM AND MK MUST ALSO RETAIN AN INDEPENDENT CONSULTANT TO
REVIEW THEIR WRITTEN SUPERVISORY AND COMPLIANCE PROCEDURES AND MUST ALSO PROVIDE TRAINING ON PROPRIETARY PRODUCTS TO
THEIR REGISTERED INVESTMENT ADVISER REPRESENTATIVES AND AGENTS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
THE MONETARY AMOUNT REPORTED ABOVE IS SOUTH CAROLINA'S SHARE OF A $10 MILLION STATE SETTLEMENT AMOUNT UNDER THE ORDERS
ENTERED BY THE STATES AGENCIES OF THE 5 STATES. IN ADDITION, UNDER THE TERMS OF THE ORDERS, MAM AND MK ARE REQUIRED TO
CONTRIBUTE $100,000,000 TO A STATES' FUND ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THE REGISTERED
INVESTMENT COMPANIES ("FUNDS") COVERED BY THE ORDERS. ALSO, MAM AND MK ARE REQUIRED TO REIMBURSE THE 5 STATE AGENCIES AND
THE NORTH AMERICAN SECURITIES ADMINISTRATORS ASSOCIATION FOR THEIR COSTS. THE REIMBURSEMENT AMOUNT FOR THE SECURITIES
COMMISSIONER OF SOUTH CAROLINA IS $14,200.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
WITHOUT ADMITTING OR DENYING THE FINDINGS (EXCEPT AS TO JURISDICTIONAL ALLEGATIONS, AND CERTAIN STATEMENTS RELATING TO THE
MAINTENANCE OF BOOKS AND RECORDS), MAM, ALONG WITH MK, AND JAMES C. KELSOE, FORMERLY AN ASSOCIATED PERSON OF MAM AND MK,
CONSENTED TO THE ENTRY OF A CONSENT ORDER BY THE SECURITIES COMMISSIONER OF SOUTH CAROLINA MAKING FINDINGS AND IMPOSING
REMEDIAL SANCTIONS AND A CEASE-AND-DESIST ORDER AGAINST MAM AND THE OTHER PARTIES. THE ORDER WAS ENTERED IN RESOLUTION OF A
MULTISTATE INVESTIGATION CONDUCTED BY THE 5 STATES. THE ORDER FOUND THAT MAM VIOLATED S.C. CODE ANN. § 35­1­412(D)2 (2), (9) AND (13)
(AUTHORIZING ACTION BY THE SOUTH CAROLINA SECURITIES COMMISSIONER AGAINST A REGISTERED INVESTMENT ADVISER FOR DISHONEST OR
UNETHICAL PRACTICES AND FAILURE TO SUPERVISE) AND S.C. REG. 13-501(A) (3) AND (21) (REGARDING THE SUITABILITY OF INVESTMENT ADVISER
RECOMMENDATIONS AND INVESTMENT ADVISER SUPERVISION OF ASSOCIATED PERSONS). THESE FINDINGS ALL RELATED TO THE SALE AND
MARKETING OF CERTAIN FUNDS MANAGED BY MAM AND DISTRIBUTED AND SOLD BY MK. THE ORDER REQUIRED MAM AND MK TO CONTRIBUTE A TOTAL
OF $100,000,000 TO A FUND TO BE ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THOSE FUNDS. THE ORDER ALSO PROHIBITS
MAM AND MK FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO
INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS FOR TWO YEARS (UNTIL JUNE 22, 2013). THE ORDER IMPOSES
UNDERTAKINGS RELATING TO THE RETENTION OF AN AUDITOR ACCEPTABLE TO THE 5 STATES IF MAM OR MK FORMS OR SELLS PROPRIETARY
INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016, THE RETENTION OF AN INDEPENDENT CONSULTANT TO REVIEW THEIR WRITTEN SUPERVISORY AND
COMPLIANCE PROCEDURES AND THE PROVISION OF TRAINING ON PROPRIETARY PRODUCTS TO THEIR REGISTERED INVESTMENT ADVISER
REPRESENTATIVES AND AGENTS.

Includes form instructions and options. Options shown in this text do not identify which boxes were selected.

GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an 
INITIAL OR
AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1)
11.C(2)
11.C(3)
11.C(4)
11.C(5)
11.D(1)
11.D(2)
11.D(3)
11.D(4)
11.D(5)
11.E(1)
11.E(2)
11.E(3)
11.E(4)
11.F.
11.G.

Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page. 
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A.  The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your advisory affiliates
One or more of your advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). 
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
No Information Filed
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances: 
B.
If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
 Yes
 No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1.  Regulatory Action initiated by:
SEC   
Other Federal   
State   
SRO
Foreign
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) 
TENNESSEE SECURITIES DIVISION
2.
Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions: 
CEASE AND DESIST, PROHIBITION, MONETARY/FINE, RESTITUTION
3.
Date Initiated (MM/DD/YYYY): 
04/05/2010
 Exact
 Explanation
If not exact, provide explanation:
4.
Docket/Case Number:
DOCKET NO.: 12.06-1070775, ORDER NO.:1-005
5.
Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6.
Principal Product Type:
Mutual Fund(s)
Other Product Types: 
CLOSED-END FUNDS
7.
Describe the allegations related to this regulatory action (your response must fit within the space provided):
VIOLATIONS OF THE TENNESSEE SECURITIES DIVISION, TENN. CODE ANN. § 48­2­112(A)(2)(G)2 AND TENN. COMP. R. AND REGS. 0780­4­3­.02(6)(A)
(15).

8.
Current Status?      
 Pending
 On Appeal
 Final
9.
If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Consent
11. Resolution Date (MM/DD/YYYY):
06/22/2011
 Exact
 Explanation
If not exact, provide explanation:
12. Resolution Detail:
A.  Were any of the following Sanctions Ordered (check all appropriate items)?
 Monetary/Fine Amount: $ 2,539,254.00
 Revocation/Expulsion/Denial
 Disgorgement/Restitution
 Censure
 Cease and Desist/Injunction
 Bar
 Suspension
B.
Other Sanctions Ordered:
THE ORDER ALSO PROHIBITS MAM AND MORGAN KEEGAN & CO. ("MK") FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED
INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS
FOR TWO YEARS (UNTIL JUNE 22, 2013), AND, IF MAM OR MK FORMS OR SELLS PROPRIETARY INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016,
IT REQUIRES THEM TO RETAIN AN AUDITOR ACCEPTABLE TO THE SECURITIES AGENCIES OF THE STATES OF ALABAMA, KENTUCKY, MISSISSIPPI,
SOUTH CAROLINA AND TENNESSEE (COLLECTIVELY, THE "5 STATES"). MAM AND MK MUST ALSO RETAIN AN INDEPENDENT CONSULTANT TO
REVIEW THEIR WRITTEN SUPERVISORY AND COMPLIANCE PROCEDURES AND MUST ALSO PROVIDE TRAINING ON PROPRIETARY PRODUCTS TO
THEIR REGISTERED INVESTMENT ADVISER REPRESENTATIVES AND AGENTS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion
of penalty was waived: 
THE MONETARY AMOUNT REPORTED ABOVE IS KENTUCKY'S SHARE OF A $10 MILLION STATE SETTLEMENT AMOUNT UNDER THE ORDERS ENTERED
BY THE STATES AGENCIES OF THE 5 STATES. IN ADDITION, UNDER THE TERMS OF THE ORDERS, MAM AND MK ARE REQUIRED TO CONTRIBUTE
$100,000,000 TO A STATES' FUND ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THE REGISTERED INVESTMENT
COMPANIES ("FUNDS") COVERED BY THE ORDERS. ALSO, MAM AND MK ARE REQUIRED TO REIMBURSE THE 5 STATE AGENCIES AND THE NORTH
AMERICAN SECURITIES ADMINISTRATORS ASSOCIATION FOR THEIR COSTS. THE REIMBURSEMENT AMOUNT FOR THE TENNESSEE SECURITIES
DIVISION IS $4,900.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
WITHOUT ADMITTING OR DENYING THE FINDINGS (EXCEPT AS TO JURISDICTIONAL ALLEGATIONS, AND CERTAIN STATEMENTS RELATING TO THE
MAINTENANCE OF BOOKS AND RECORDS), MAM, ALONG WITH MK, AND JAMES C. KELSOE, FORMERLY AN ASSOCIATED PERSON OF MAM AND MK,
CONSENTED TO THE ENTRY OF A CONSENT ORDER BY THE TENNESSEE SECURITIES DIVISION MAKING FINDINGS AND IMPOSING REMEDIAL SANCTIONS
AND A CEASE-AND-DESIST ORDER AGAINST MAM AND THE OTHER PARTIES. THE ORDER WAS ENTERED IN RESOLUTION OF A MULTISTATE
INVESTIGATION CONDUCTED BY THE 5 STATES. THE ORDER FOUND THAT MAM VIOLATED TENN. CODE ANN. § 48­2­112(A)(2)(G)2 (AUTHORIZING
ACTION BY THE TENNESSEE SECURITIES COMMISSION AGAINST A REGISTERED INVESTMENT ADVISER FOR DISHONEST OR UNETHICAL PRACTICES AND
FAILURE TO SUPERVISE) AND TENN. COMP. R. AND REGS. 0780-4-3-.02(6)(A)(15) (REGARDING THE SUITABILITY OF INVESTMENT ADVISER
RECOMMENDATIONS AND INVESTMENT ADVISER SUPERVISION OF ASSOCIATED PERSONS). THESE FINDINGS ALL RELATED TO THE SALE AND
MARKETING OF CERTAIN FUNDS MANAGED BY MAM AND DISTRIBUTED AND SOLD BY MK. THE ORDER REQUIRED MAM AND MK TO CONTRIBUTE A TOTAL
OF $100,000,000 TO A FUND TO BE ESTABLISHED BY THE 5 STATES FOR THE BENEFIT OF INVESTORS IN THOSE FUNDS. THE ORDER ALSO PROHIBITS
MAM AND MK FROM CREATING, OFFERING OR SELLING A PROPRIETARY REGISTERED INVESTMENT COMPANY THAT IS MARKETED AND SOLD TO
INVESTORS OTHER THAN INSTITUTIONAL AND CERTAIN OTHER QUALIFIED INVESTORS FOR TWO YEARS (UNTIL JUNE 22, 2013). THE ORDER IMPOSES
UNDERTAKINGS RELATING TO THE RETENTION OF AN AUDITOR ACCEPTABLE TO THE 5 STATES IF MAM OR MK FORMS OR SELLS PROPRIETARY
INVESTMENT PRODUCTS BEFORE JANUARY 1, 2016, THE RETENTION OF AN INDEPENDENT CONSULTANT TO REVIEW THEIR WRITTEN SUPERVISORY AND
COMPLIANCE PROCEDURES AND THE PROVISION OF TRAINING ON PROPRIETARY PRODUCTS TO THEIR REGISTERED INVESTMENT ADVISER
REPRESENTATIVES AND AGENTS.