Columbus, Georgia

Georgia's First Consolidated Government

Post Office Box 1340
Columbus, Georgia, 31902-1340
(706) 653-4013
fax (706) 653-4016

Council Members

MINUTES OF THE

BOARD OF TRUSTEES MEETING OF THE

COLUMBUS GEORGIA EMPLOYEES' PENSION PLAN



November 2, 2005





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

Plan was held November 2, 2005 at 2:00 P.M. in the Mayor?s Conference Room.





PRESIDING: Robert S. Poydasheff, Mayor



PRESENT: Angela Cole, Morton Harris, Franklyn Lambert, Mary

Strozier-Weaver, Dan Gray, Harvey Milner, Joe Smith, and Assist. Chief David

Arrington



ABSENT: Isaiah Hugley, and Alan Rothschild, Jr.



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

Swift, (Salomon Smith Barney), Tom Barron, (Human Resources), Pam Hodge

(Finance) Denise Baxter (Revenue) and a representative from the Columbus Water

Works





Mayor Poydasheff called the meeting to order. Julia Rasch, Recording

Secretary, recorded the attendance.





MINUTES OF THE PREVIOUS MEETING:



A motion was made by Dan Gray and seconded by David Arrington to accept the

minutes from the October 5, 2005 meeting. The vote to accept the minutes as

submitted was unanimous.





INVESTMENT UPDATE:



QUARTERLY REPORT:



Mr. Henry Swift apologized to the board that they had not gotten the investment

update out to the board members ahead of time but there was a problem balancing

one of the portfolios.



Rather than going through the entire quarter report booklet, Mr. Swift had

prepared a summary and he used that summary to describe what has happened with

each of the managers during the last quarter.



Beginning with the fixed income managers the report showed this past quarter to

be sort of a good news, bad news kind of quarter. Synovus beat the index for

the quarter and for the last 12 months; this shows that their performance has

improved since the new manager team took over. The probability of them

catching up from inception is a long shot, but their performance has certainly

improved. This is a very important point since last January they were told

that they had one year to improve their performance.



Evergreen also outperformed the index for the quarter and for the trailing 12

months, plus has performed outstandingly since inception. Madison outperformed

for the quarter and was right at the index for the 12 months. For the quarter

all the fixed income managers outperformed the index and they?ve also

outperformed it pretty handily for the last twelve months. Since inception

there is about 3 basis point difference in terms of the fixed income managers.

Mr. Swift stated that he thought the good news is that the fixed income

managers are doing a good job and the board should be pretty satisfied with

them.



Moving on to the international manager. Lazard missed their benchmark slightly

in the quarter; they?re also slightly behind for the twelve months and about 40

basis points behind since they started in 1998.



The large value manager picture is sort of a two-story event. For years,

Deutsche Asset, with Tom Sassi managing the portfolio has done extremely well

and has made a lot of money for the portfolio. For the last two years, he has

had a very difficult time and probably part of what?s going on with him is

going on with a lot of managers these days and that is if you don?t own junk

you?re not getting anywhere. But, on the other hand, Spears Grisanti, who is a

brand new manager that was just hired in May 2005, did very, very well. They

were up over 8% for the quarter versus 3.9 for the index. Also they are up

9.3% since they started in May. This creates a double edge sword, with one

value manager having a difficult time and the other doing quite well. The

total value is up 4.77% versus 3.88% for the index and for the trailing twelve

months, obviously due to Deutsche not performing well the portfolio is at

13.16% versus 16.68% for the index and about 100 basis points behind since

inception for the value managers.



Now for the core managers, a sub-committee, that the Mayor has appointed, is

looking into Trusco to determine whether they truly belong in the core space or

whether they should be in the growth space. They have told the board that they

are growth managers but the sub-committee is wrestling with the problem, so for

the moment they will be kept in the core space and they have had an

exceptionally difficult time. As can be seen they have under performed the

core index for the last twelve months substantially and since inception about

100 basis points. They are having a very difficult time; the sub-committee has

met with Trusco?s representative and has been informed that they have been put

on the watch list. Knott Capital is a core manager that was just recently

hired and they?re doing very well. They beat the index for the quarter and

since they?ve been on board, they?ve done very well. Madison Equity, at the

same time, is having a little more difficult time, but once again they?ve only

been on board for one quarter. The Core Manager results across the page are

behind the index in each case.



Next is the Large Growth Managers. Rittenhouse is behind the index for the

quarter, and behind for the last twelve months, basically for the same reasons,

and as was shown at the last meeting; the large cap growth stocks for the last

five years have been the next to worst performing sector in the marketplace.

Santa Barbara was hired in May 2005, slightly behind the index and about 130

basis points since inception. So the total growth managers are trailing for

the quarter, the twelve months and are behind since inception probably about 70

basis points. This therefore shows a definite problem with the core managers

and the growth managers. Even though Rittenhouse was here not long ago and

made a fairly good case for what was going with them, Trusco and Rittenhouse

need to be investigated carefully and kept on the watch list.



Finally, the total fixed income was down 18 basis points for the quarter versus

the index being down 52 basis points. The Equity Managers, for the quarter,

were up 4.05%, the composite index was up 4.60%; for the trailing twelve

months, they were up 11.09% and the composite was up 15.27% and since

inception, 9.59% versus 10.93%. The total fund for the quarter benchmarked

against the usual benchmark of 50% S&P and 50% LBIGC, was up 2.25% versus 1.56%

and benchmarked against the actual composite of where the money was during that

period of time, the fund was up 2.25% versus 2.45%. And the trailing twelve

months against the S&P and the Lehman, 7.12% versus 6.85% and against the

composite, 7.12% versus 9.36%. Since inception, from 1993 to the present

quarter, the fund is at 8.28% versus 8.52% for the period.



At this time Mr. Swift passed out two pages of information to the board and

that he stated shows what?s been going on with oil stocks. The chart gave a

real quick view of the tremendous influence that energy is having on the

marketplace. Looking at the chart, what it says is that the blue blocks

represent the S&P 500 Index without energy; the brown blocks represent the S&P

500 with energy and the point that is so critical is that going down the scale

to the B- and B stocks, it shows that energy has had a tremendous influence on

the index. Unfortunately our managers are restricted from buying stocks in that

arena. In summary, energy stocks added about 527 basis points in the B rated

stock and 412 basis points in the B- stock performance while having little or

no impact on the higher-rated segments of the market, so, energy is having a

huge influence on the marketplace as is lower quality stocks.



The second page is in two parts, the first part talks about what happens in the

marketplace when there is a deceleration of earnings. The rate of growth

earnings start to slow down and what is shown here is that over the past three

profit cycles, there has been a deceleration of earnings, that A+ stocks have

out performed the C and D stocks by the percentages shown. And B+ or better

has out performed B stocks and worse by those percentages. The point is, that

if in fact, the market is going into a period of earnings deceleration, the

evidence will indicate that the higher quality stocks should start to do a lot

better. According to this information, this is what has happened in the past.



The second part gives a look at yield curve and what?s this information is

saying is that when there is a flat yield curve, then historically, the market

moves towards higher quality stocks. The table shows, that when the difference

between the two year and the ten year treasury is 25 basis points or less,

high-quality stocks tended to outperform low-quality stocks 75% of the time.

So if the yield curve continues flat, then that?s another indication that the

money should flow towards the higher quality stocks, whether or not it will

stay flat or whether or not that will happen is not certain, but there

certainly is some precedent. At the end of the quarter, the spread between the

ten-year and the two-year was 16 basis points.





PRESENTATION:



Mr. Peter Miklos with Evergreen Investments was introduced at this time to the

board of trustees and presented the report following this outline.



? Capital markets Overview

? Growth

? Consumer Fundamentals

? Capital Outlays

? Inflation

? Monetary and Fiscal Policy



? Investment Objectives

? Fixed Income Guidelines

? Allowable Assets

? Prohibited Assets



? Portfolio Review

? Portfolio Summary

? Portfolio Reconciliation

? Investment Performance



? Fixed Income analysis

? Sector Allocation

? Duration Distribution

? Portfolio Characteristics

? Quality Distribution



? Bond Market Outlook

? Yields headed higher but no breakout from recent range likely



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





OLD BUSINESS:



Smith Barney Fee Changes



The Mayor stated that he was in favor what Smith Barney has proposed and

entered the motion to approve the fee changes. Mary Strozier-Weaver seconded

the motion and a unanimous vote was taken.



INVESTMENT UPDATE (Con?t):



INTERIM REPORT:



Mr. Richard Swift passed out to the board copies of the interim report. He

began with the performance numbers on all the money managers. The fixed Income

managers, Synovus, Tattersal, (First Union) and Madison went from a combined

fixed of $73,229 million to $73,061 million, a drop of ?0.23%. The growth

managers, Santa Barbara and Rittenhouse, went from combined growth of $27,032

million to $26,964 million, a decrease of ?0.25% vs. the Russell Growth at ?

0.71%. The value managers, Deutsche Asset and Spears went from a combined

value of $39,793 million to $39,366, a decrease of ?1.07% vs. the Russell value

?1.55%. The core managers, Trusco, Knott, and Madison, went from the combined

core value of $25,116 million to $25,128, up 0.05% vs. the S&P 500 being down ?

0.96%. Last was the international money manager, Lazard, and the combined

value of the international portfolio went from $12,265 million to $12,125

million, a decrease of ?1.15% vs. the EAFE International Index being down ?

2.38%.



The total combined equity went from $104,207 million to $103,581 million, a

decrease of -0.60% and the total city account showed a decrease of -0.45%

($177,436 million to $176,642 million).



Mr. Richard summarized the charts and how they correlated with the interim

investment report. On the investment report and extra column was inserted so

the numbers could be reflected between 09/30/05 and 10/04/05.



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.



NEW BUSINESS:



Asset Allocation



A sub-committee comprised up of Joe Smith, Chairman, Morton Harris, Angela Cole

and Alan Rothschild were asked to look into various managers and their

performances; also the asset allocation and what might be alternative

investments. One of the issues that have been addressed by the sub-committee

is a proposal by SunTrust to change their classification from Core to Growth.

The sub-committee asked them why they wanted to change and what was received

back from Trusco was completely the opposite from what was of them. The board

was given a copy of the report that Trusco has presented to the sub-committee.

What was presented would be a complete departure from where they are and would

make them sort of an asset allocation manager allowing them to purchase mutual

funds for our exposure at the percentages shown on the second page of their

report. The Mayor stated that this really didn?t tell the board anything. In

the last sub-committee meeting, the sub-committee discussed this proposal from

Trusco and voted to reject the proposal from Trusco and now makes that

recommendation to the board. The sub-committee, will, in the process, continue

to examine the relationship with Trusco and explore other alternatives at this

point. Mr. Mayor stated that he wants a letter composed for his signature to

be sent to Trusco with a copy to Mr. Frank Ethridge that this proposal is

rejected. Ms. Cole stated she has gotten the impression that they don?t want

to continue to mange money the way they managed it before. A motion was made

to send the letter with a copy to Frank Ethridge.



In addition to looking at some of the managers, examining them and putting them

on the watch list, this sub-committee is going to look into another form of

investment that is called Exchange-Traded Funds. Information was passed out to

the board members. They were asked to please review this information so that

they would understand what this particular type of investment consists of. The

sub-committee will readdress the board at a later date on this issue.



Mr. Lambert requested that the Mayor or his designee attend one of the

retiree?s meetings to address the pension plan and answer questions that the

retirees may have regarding solvency of the pension plan. The Mayor stated

that he would be glad to attend the meeting if Mr. Lambert would get the date

set on the Mayor?s calendar.



The meeting was adjourned.



The next meeting is scheduled for January 4, 2006 at 2:00 p.m. in the Mayor=s

Conference Room. Trusco Capital will be here for their presentation.









_______Julia A. Rasch ____

Julia A. Rasch

Recording Secretary

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