Columbus, Georgia

MINUTES OF THE

BOARD OF TRUSTEES MEETING OF THE

COLUMBUS GEORGIA EMPLOYEES' PENSION PLAN



September 15, 2004





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

Plan was held September 15, 2004 at 2:00 P.M. in the Mayor?s Conference Room.





PRESIDING: Dan Gray, Vice-Chairman



PRESENT: Angela Cole, Morton Harris, Jack Nowell, Mary Strozier-Weaver,

Dan Gray Alan Rothschild, Jr., and John Starkey



ABSENT: Carmen Cavezza, Harvey Milner and Joe Smith



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

Swift, (Salomon Smith Barney), Denise Baxter (Revenue Division), Cheryl (Trish)

Dorton, (Financial Planning Division)











Mr. Daniel Gray, Vice-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 8/3 ? 9/14/04.



The first chart depicts the equity market, in the S&P 500. On 8/3/04 the S&P

500 was at 1099 and then it finished yesterday at 1128, therefore a rise in the

S&P 500 but it?s interesting to note that shortly after the last meeting, it

sold off and since had a fairly sharp increase creating a somewhat volatile 39

days.





The next page is the bond market, the yield on the 10-year Treasury bond. The

yield has dropped from 4.42% to 4.13% and obviously as bond yields fall, bond

prices should rise, there hasn?t been a big drop in rates but a drop

nonetheless in the bond market for the period.



Next is the performance data. Going over the fixed managers, Synovus was up

.61%, Tattersal up 1.18% and Madison up .12% for an overall combined fixed of

up .70%.



The growth managers, Eagle Asset was up 2.29% and Rittenhouse was up 1.94% with

a combined growth of 2.04%.



Deutsche Asset and Victory, the value managers were up 3.17% and 2.74%

respectfully, and showed a combined value increase of 3.01%.



The core managers, Trusco and National Asset were up 2.50% and 2.44%

respectfully and combined were up 2.47%.



Lazard, the international manager, the equity and the small cap was up 3.87%

with a combined closing up 3.87%.



Given the total combined equity as being up 2.70% and that combined with the

fixed being up .70% gives the total city account return for the period 1.83%.

Pretty good short period.



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.



Mr. Harris asked that since there is such disparity that is obviously

reflective of different philosophies, for example, between Madison and

Tattersal, is one going long and one going short? Mr. Richard Swift explained

that he had spoken with the Madison manager this morning and he had stated that

they had become fairly cautious with their goal being very short, so if rates

pop up they will not get hurt and if rates stay the way they are, then they

anticipate being up for the year. He has not spoken with Synovus. Mr. Henry

Swift stated that he feels there should be concern over the performance from

Synovus.



Following a few minutes of open discussion of reviewing the money managers on a

regular basis. The Mayor appointed a sub-committee consisting of Mr. Harris,

Mr. Rothschild, Mr. Gray and Mr. Henry Swift to set up a program whereby the

performance of each money manager is reviewed on a rotating basis.



PRESENTATION:



Thomas Sassi and Jerry Thimme with Deutsche Asset Management were introduced at

this time to the board of trustees and presented their report following this

outline. Fred Gaskin has left Deutsche Asset Management to go to Merrill Lynch.



? Philosophy and Process



u Conservative, Risk Averse, Value Oriented, Contrarian Execution

u Investment Process: Overview

Fundamental Research

Risk/Reward Analysis

Sell Discipline

Stock Example (buy)

Stock example (sell)

u Portfolio Construction & Risk Management

u Portfolio Structure, Supplemental Information

u Team Biographies



? Portfolio Review



u Investment results

u Performance vs. Large Cap Value Style

u Contrarian Value Equity: Cumulative Performance

Historical Performance

u Performance: Rolling 5-year Annualized

u Contrarian Value performance In S&P 500 Down Quarters

u Russell 100 Growth vs. Russell 1000 Value



? Portfolio Strategy



u Market Overview ? Second Quarter 2004

u The Economy

u Consumer Trends

u Real gross Domestic Product

u Taxes, Receipts and Expenditures

u Standard & Poor?s 500 Stock Index

u Short-term Interest Rates and Equities

u Corporate Earnings

u D&P 500 Group Breadth and NYSE New Highs

u S& P Mid and Small Cap

u Election Stock Returns

u Portfolio Holdings

u Model Risk Reward



? Appendix



Stock Market Perspective

u Appraisal



Following their presentation Ms. Sassi and Mr. Thimme were thanked for a well

documented report and dismissed from the meeting.





OLD BUSINESS:



Mr. Henry Swift reported that the sub-committee had met with Lazard

International on moving the large cap portion of the portfolio from a mutual

fund to an individually managed portfolio and keeping the small cap as it is in

a mutual fund. After meeting with them, the sub-committee?s recommendation is

that this is the way to go, but had not had the opportunity to bring the topic

back to the board for discussion and for a vote.



Mr. Harris moved that the recommendation of committee to have Lazard?s large

cap investments be done on an individual vs. mutual fund basis and the small

cap funds will remain in a mutual fund format. The motion was seconded and

ratified by the board.





NEW BUSINESS:



None



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



The next meeting is scheduled for October 6, 2004 at 2:00 p.m. in the Mayor?s

Conference Room. Madison Investments and Victory Assets will be here for their

annual report.







_____________________________

Julia A. Rasch

Recording Secretary