Columbus, Georgia

Georgia's First Consolidated Government

Post Office Box 1340
Columbus, Georgia, 31902-1340
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Council Members

MINUTES OF THE

BOARD OF TRUSTEES MEETING OF THE

COLUMBUS GEORGIA EMPLOYEES' PENSION PLAN





February 7, 2007





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

Plan was held February 7, 2007 at 2:00 P.M. in the Mayor?s Conference Room.





PRESIDING: Mayor Jim Wetherington, Chairman





PRESENT: Isaiah Hugley, City Manager; Pamela J. Hodge, Finance

Director, Morton Harris Trustee; Omagene Holland, Trustee; Mary

Strozier-Weaver, Trustee; Col. R. George Plummer, Trustee; Alan Rothschild,

Trustee; Joe Smith, Vice-Chairman; Chief Robert Futrell, Trustee; Richard

Swift and Henry Swift, (Smith Barney); Tom Barron, Human Resources Director;

Reather Hollowell, Human Resources; Mike Reid, Columbus Water Works





ABSENT: Harvey Milner, Trustee





GUESTS: Vince Brown, Spears, Grisanti & Brown and Frank Sposato, Lazard

International











Mayor Jim Wetherington called the meeting to order. Ms. Julia Rasch, Recording

Secretary, recorded the attendance.



The Mayor opened the meeting by introducing the newest member to the pension

board, Ms. Omagene Holland. Ms. Holland was a long-time employee of the City

Government and has been appointed to represent the Retiree Community of the

City Government.





MINUTES OF THE PREVIOUS MEETING:



The minutes from the January 7, 2007 meeting was presented for Approval. A

motion was made and seconded to accept the minutes as submitted. The vote was

unanimous.







INVESTMENT UPDATE:



Interim Report (Mr. Richard Swift)



Mr. Swift began with the summary as of December 31, 2006 that 2006 was a good

year for the pension plan. The fixed income managers beat the index; they were

up 4.45% vs. 4.07%. The large growth managers, two of them that did extremely

well and one continues to have a tough time, which is Santa Barbara. The total

growth was still up, 10.02% vs. 9.08%, a very good year beating the index. The

large value, Deutsche and Spears Grisanti, had a fantastic year. They were

both up, Deutsche at 16.18% and Spears Grisanti up 19.40%, but shy of the

index, the index being the Russell 1000 was up 22.21%. In my memo to the

trustees, it was reported that 98% of the active managers in that space missed

that benchmark and a lot of that was the mid-caps and small-caps driving that

index way up. In large core, Madison Equity had a very good year, up 17.18%

vs. 15.80%. Knott Capital, after managing money for the fund for close to two

years continues to struggle. The sub-committee has met with them and unless

performance really improves, is considering terminating them. Lazard

International had a fantastic year, up 26.04%, right in line with the

benchmark. The total fund was up 10.38%, nearly 10.5% for the year. Beating

the 50/50 benchmark and right in line with the 55/45 benchmark, which is good.

An absolute performance, didn?t beat every benchmark, every manager doesn?t

look perfect, but those that don?t, the sub-committee are working with him or

her.



Mr. Swift stated to the Mayor that he had a couple more items to distribute to

the board members. One is the interim report which is a monthly report

presented at each board meeting that shows how the fund has performed vs. the

index since the last meeting. The other item, which has been included for the

board?s review, is a description from Santa Barbara on what has caused them to

miss the benchmark for the last year. Mr. Swift stated that this is not an

accepted excuse but wanted the board to be able to review Santa Barbara?s

comments on why they have been under performing so badly.



Going back to the interim report, which covers the period 12/29/06 to

02/05/07. The first chart is the S&P 500, a slight move in the S&P 500 from

1418 to 1446. The next chart is the bond market and yield on the treasury

bonds showing a slight increase of 4.71% to 4.80% indicating a weaker bond

market. In terms of the manager report, the fixed managers, Synovus, Tattersal

and Madison went from $76,592 to $76,651, basically unchanged, up 0.08%. The

growth managers, Santa Barbara, Rittenhouse, and Trusco, $35,050 to $35,860, up

2.31%, that compares to a little lower than the Russell Growth. Deutsche Asset

and Spears (value managers) went from $43,697 to $44,500, up 1.84%, slightly

behind the Russell Value. The core managers, Knott and Madison; Knott showed a

little bit of improvement, up 1.58%, Madison was up 0.64%. The combined core

was up 1.09%, about 100 basis points behind the S&P 500. Lazard International

actually had a tough period, down ?2.32% about $400,000 for the period vs. the

ACWI index at 1.53% that being a little bit of an anomaly, but looking at the

total City account, the city was up from $201 million dollars to $203 million

which is about 80 basis points for the period.











PRESENTATION(S): Grisanti & Brown Partners LLC



Mr. Richard Swift introduced Mr. Vince Brown from Grisanti & Brown Partners LLC

formerly known as Spears, Grisanti & Brown.



Grisanti Brown & Partners is a small, value oriented investment firm with four

partners and about 2.6 billion dollars their management at the present time.

Mr. Brown stated that the larger firms have big sales forces but they feel that

the value they can provide in terms of customer service as well as portfolio

management is reflected both in the small size of the team as well as the

number of stocks that they own. They have a different philosophy than other

managers as well, as a relatively concentrated portfolio. There process for

selecting stocks is very rigorous in terms of how an idea gets from the idea

stage to become a holding in the portfolio. They feel that over time if they

do a good job of picking those stocks, those stocks will appreciate more

rapidly than the overall market by outperforming the S&P 500 and other averages.



Using a chart, he pointed out that since inception the portfolio has compounded

at about 36% they?ve beaten the S&P and the Russell during that time period.

In 2006 they had a tough year, lagging a little behind the Russell but did, in

fact, end up having decent performance.



Next, he addressed the structure of the portfolio. Last year when he was here

he talked about the performance of the basic material stocks, energy in

particular, those stocks were very good to them and about the middle of 2005

they shifted gears and began moving the money out of what was kind of the hot

sector into what was the more out of favor sector. One of the areas they

looked at was out of favor stocks because they felt that the larger

capitalization names, particularly the financials were an area where there had

been neglected names and they purchased AIG, CITIGROUP, and they?ve continued

to hold Fannie Mae which has been frustrating. They found that by being early

sometimes, they?re often rewarded later on and that happened last year in

particular in the financials, it was almost the tale of two markets in 2006.

They lagged a little bit in the first half of the year as they shifted money

out of energy and commodities but they benefited quite sharply from having been

a little early in the fourth quarter where they had very strong performance.

One of the observations that they feel is true today and even truer today than

it was several years ago is that most money managers have gotten very focused

on short-term results, in other words, how is the company doing this month or

this quarter. They feel they have the luxury of looking out a year or two and

that often times that is where value is found if management is willing to be

patient. They try to look out farther than the next quarter and recognize that

they?re owning shares of a business, often times businesses go through

difficult periods. If the management is good and if the business strategy is

right, ultimately the stock market will come around and reward them for being

patient.



The next chart was a summary of the holdings by sector. One of conscious moves

they?ve made to rebalance the portfolio in 2006 is to move away from the hot

spots of energy and commodities into what they think will be the next hot spot,

which are financial services.



Mr. Richard Swift stated that they had some energy stocks that were doing

quite well and then they shifted to some of the large cap stocks that helped

late in the year. He asked Mr. Brown where are they at this time and what are

they looking to change within the portfolio?





He responded that one of the struggles they have right now is that they have

some stocks that have done very well relative to their expectation but have

reached their target and are probably sources for cash. They are finding more

value in the larger capitalization as opposed to the smaller and mid-cap

names. He thinks that?s probably consistent with where they are, it?s been a

very good market over the last couple of years for those stocks and looking at

the numbers of, like Citigroup for example, or JP Morgan, the stocks haven?t

done very well, yet the companies have done well, they?ve grown their earnings

and they?ve repurchased shares. Now some people say well, dividends aren?t

that important, they kind of think of them as a measure of financial confidence

and real part of a return. If you start with 4 or 5 percent, that?s a pretty

good starting point and with capital appreciation on top of that, and

particularly in the large cap financial sector, stocks such as Citigroup, JP

Morgan, Bank America is where they?re looking right now. They are also looking

at some of the technology names that were out of favor and will probably add

those to the portfolio.



With no questions or comments Mr. Brown thanked the board for their confidence

and left the meeting.





PRESENTATION(S): Lazard International Asset Management



Mr. Frank Sposato, Sr. Vice President was introduce to the board and began his

presentation with the following outline:





Lazard?s Investment Philosophy



Lazard believes that bottom-up, value-driven investing leads to uniform

portfolios that outperform in the long term



Philosophy



--Focus on those companies that are financially productive and

inexpensively valued



--Add value through stock selection and portfolio management



Objectives



--Outperform relevant benchmark over a full market cycle



--Participate in rising markets; preserve capital in falling markets



--Outperform our investment competitors



--Generate consistent results







Year To Date Overview (2006)



Strong Absolute Returns



--MSCI EAFE Index +26.3% vs. S&P 500 Index +15.8



High Risk Appetite ?Bull Market? continues



--MSCI Emerging Market Index: +32.2%



--MSCI European Small Cap Index: +42.7%



Sector and Capitalization Leadership Changing



Relative Performance: Lagged in Europe in very strong up-market



Year To Date Overview (2006)



This section presents the total fund performance against the MSCI

ACWI, MSCI EAFE, and the MSCI Emerging Markets for the 2006-year, the 2006

fourth quarter and the annualization for the last five years and since

inception.



Outlines the portfolio composition as of December 31, 2006 and the statement of

changes for 2006.



Risks: Catalysts for a Change in Environment



Global Economy Cooling



--Forecasts for global GDP growth have been revised downward for 2007



--U.S. housing market at risk



--China/India



Global M&A (Merges & Acquisitions) at all-time highs



--YTD announced global deal value up 33% YoY to roughly $2.9 trillion



--Sign of excess liquidity, extended valuations and low risk premia



Global Contraction of Cheap Credit



--Little room for further compression







Geopolitical Risks



--Issues spreading beyond Iraq and general terrorism fears



Holdings By Sector



Holdings By Country



Following a brief general question and answer session, Mr. Sposato was thanks

for a very informative presentation.



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

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

is available for review upon request.





OLD BUSINESS:



a. Statement of Investment Policy Amendment (Richard Swift)



The amended investment policy had been sent to the City Attorney, Mr. Clifton

Fay, for his approval and Mr. Richard Swift, at this time, presented the final

copy to the board for approval and requested that each board member to please

affix their signatures.





NEW BUSINESS:



Current List Of Money Managers and Their Contact Information



The current list of money managers was distributed to each board member along

with a list of all the trustees with their current information.



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



The next regular meeting is scheduled for March 7, 2007 at 2:00 p.m. in the

Mayor?s Conference Room. The guest speaker(s) will be from Buck Consultants.







_______Julia A. Rasch ____

Julia A. Rasch

Recording Secretary

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