Columbus, Georgia

MINUTES OF THE

BOARD OF TRUSTEES MEETING OF THE

COLUMBUS GEORGIA EMPLOYEES' PENSION PLAN



October 6, 2004





A meeting of the Board of Trustees for the Columbus Georgia Employees? Pension

Plan was held October 6, 2004 at 2:00 P.M. in the Mayor?s Conference Room.





PRESIDING: Robert Poydasheff, Chairman



PRESENT: Morton Harris, Dan Grau and Joe Smith



ABSENT: Carmen Cavezza, Angela Cole, Jack Nowell, Mary Strozier-Weaver,

Alan Rothschild, Jr., Harvey Milner and John Starkey



GUESTS: Henry Swift, Vice President (Salomon Smith Barney), Richard

Swift, (Salomon Smith Barney), Denise Baxter (Revenue Division), Andrea

McCorvey (Purchasing Division)











Mayor Bob Poydasheff, Chairman called the meeting to order. The attendance was

taken by passing around the attendance and having everyone present check off

their name.





MINUTES OF THE PREVIOUS MEETING:



There were no minutes to approve due to the absence of the recording secretary

who has been on leave due to the illness of her husband.





INVESTMENT UPDATE:



Mr. Richard Swift addressed the board with a recap of what has happened in the

market and the portfolio performance for the period from 9/14 ? 10/05, 9/14

being our last meeting.



First thing is the S&P 500 which went from 1128 to 1134, not much has happened

since the last meeting in the equity markets. The next page is the yield on

the 10-year Treasury, the yield went from 413 to 417 so not much happening in

the bond market either.



The combined fixed went from 72,493 to 72,491 which is flat for the period.

The growth managers went from 25,981 to 25,904, down 30 basis points. The

value managers went from 36,257 to 36,434, Pension Board Meeting





up almost 50 basis points. The core managers went from 23,297 to 23,407, up 47

basis points. Lazard, the international manager went from 10,175 to 10,375.



A copy of the evaluation reports and the other information presented to the

board is retained by the Board Secretary in the Finance Director?s Office and

is available for review upon request.





PRESENTATION:



There are two money managers making their annual presentations today: Madison

Investment Advisors, Inc. (John McClure) and Victory Capital Management (Conrad

Metz)



John McClure from Madison was introduced to those in attendance. The report

followed the following agenda:



? Performance Review

? Account & Performance Summary

? Portfolio Characteristics

? Portfolio Quality Distribution

? Sector Distribution

? Historical Returns & Asset Growth



? Investment Strategy

? Bond Market Balance Sheet

? Treasury Yields and the Stock Market

? Interest Rate Decision

? The Economic Recovery



Mr. McClure was thanked for his presentation and was dismissed from the meeting.



Conrad Metz from Victory Capital were introduced to those in attendance. The

following agenda presents their report:



? Investment Policy Guidelines

? Management Style

? Objectives, long and short term

? Investment Guidelines



? Market Review

? Investment Highlights

? Portfolio Allocation

? Company and Product Changes

? Portfolio Performance

? Annualized Returns compared to the Market Indexes

? Sector Weightings

? Top 10 Holdings as of 8/31/04

? Portfolio Characteristics



? Economic and Equity Outlook

? The Federal Reserve has begun the process of reining in the pace of growth

and taming inflation before we have a problem.



Mr. Metz was thanked for his presentation and dismissed from the meeting.





OLD BUSINESS:



None





NEW BUSINESS:



None



With no further business for discussion, the meeting was adjourned.



The next meeting is scheduled for November 3, 2004 at 2:00 p.m. in the Mayor?s

Conference Room. Evergreen Investments will be here for their annual report.







_____________________________

Julia A. Rasch

Recording Secretary