Legislature(2007 - 2008)SENATE FINANCE 532

03/01/2007 09:00 AM Senate FINANCE


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09:02:22 AM Start
09:03:40 AM Alaska Permanent Fund Corporation Presentation
10:15:35 AM Adjourn
* first hearing in first committee of referral
+ teleconferenced
= bill was previously heard/scheduled
+ Joint w/ (H) Finance TELECONFERENCED
Alaska Permanent Fund Corporation
Presentation; APFC Board of Directors
-- Testimony <Invitation Only> --
                            MINUTES                                                                                           
                    SENATE FINANCE COMMITTEE                                                                                  
                    HOUSE FINANCE COMMITTEE                                                                                   
                         March 1, 2007                                                                                        
                           9:02 a.m.                                                                                          
                                                                                                                                
                                                                                                                              
CALL TO ORDER                                                                                                               
                                                                                                                                
Co-Chair  Bert  Stedman  convened  the  meeting  at  approximately                                                              
9:02:22 AM.                                                                                                                   
                                                                                                                                
PRESENT                                                                                                                     
                                                                                                                                
Senator Lyman Hoffman, Co-Chair, Senate Finance Committee                                                                       
Senator Bert Stedman, Co-Chair, Senate Finance Committee                                                                        
Senator Charlie Huggins, Vice Chair, Senate Finance Committee                                                                   
Senator Kim Elton                                                                                                               
Senator Joe Thomas                                                                                                              
Senator Fred Dyson                                                                                                              
Senator Donny Olson                                                                                                             
Representative Bill Stoltze, Vice Chair, House Finance Committee                                                                
Representative Mike Kelly                                                                                                       
Representative Bill Thomas                                                                                                      
Representative Harry Crawford                                                                                                   
Representative Les Gara                                                                                                         
                                                                                                                                
Also Attending:   CARL  BRADY, Chair,  Board of Directors,  Alaska                                                            
Permanent  Fund  Corporation;  MIKE   BURNS,  Executive  Director,                                                              
Alaska   Permanent   Fund  Corporation;   MICHAEL   O'LEARY   CFA,                                                              
Executive Vice President, Callan Associates, Inc.                                                                               
                                                                                                                                
Attending  via  Teleconference:    There  were  no  teleconference                                                            
participants.                                                                                                                   
                                                                                                                                
SUMMARY INFORMATION                                                                                                         
^Alaska Permanent Fund Corporation Presentation                                                                                 
APFC Board of Directors                                                                                                         
                                                                                                                                
9:03:40 AM                                                                                                                    
                                                                                                                                
Co-Chair  Stedman   introduced  and  stated  the   intent  of  the                                                              
presentation  was to overview  the value  of the Alaska  Permanent                                                              
Fund,  dividend projections  and  expected rates  of returns.  The                                                              
2007   Permanent   Fund   dividend  payments   would   likely   be                                                              
approximately $1,000.                                                                                                           
                                                                                                                                
9:04:33 AM                                                                                                                    
                                                                                                                                
CARL  BRADY, Chair,  Board  of  Directors, Alaska  Permanent  Fund                                                              
Corporation (APFC),  informed that  he was recently  re-elected to                                                              
the position.  He introduced  other members  of the Board,  giving                                                              
background information on their experiences and qualifications.                                                                 
                                                                                                                                
9:06:57 AM                                                                                                                    
                                                                                                                                
Mr. Brady  announced that the year  2007 was the  30th anniversary                                                              
of the formation of the Alaska Permanent Fund.                                                                                  
                                                                                                                                
9:07:40 AM                                                                                                                    
                                                                                                                                
Mr. Brady  stated that  the contribution  to the dividend  program                                                              
was unknown  at this  time. The formula  is complicated  and could                                                              
not be  predicted. He told  of a business  owner from  Nome making                                                              
this  same  request arguing  he  needed  to know  the  approximate                                                              
amount area  residents would  receive to  allow him to  adequately                                                              
order merchandise.                                                                                                              
                                                                                                                                
9:10:09 AM                                                                                                                    
                                                                                                                                
Mr. Brady philosophized  that the past is the past  and the future                                                              
was unknown.                                                                                                                    
                                                                                                                                
9:10:37 AM                                                                                                                    
                                                                                                                                
Mr. Brady assured  that the Fund investments were  diversified and                                                              
would  continue to  become more  diversified. Performance  targets                                                              
would be met.                                                                                                                   
                                                                                                                                
9:11:59 AM                                                                                                                    
                                                                                                                                
MIKE   BURNS,   Executive   Director,    Alaska   Permanent   Fund                                                              
Corporation, had  planned to report  that the balance of  the Fund                                                              
had reached  $38 billion.  However, events  affecting the  Chinese                                                              
investment  market had implications  on the  worldwide market  and                                                              
subsequently on the Alaska Permanent Fund.                                                                                      
                                                                                                                                
Mr. Burns instead  reported that the balance of  the fund "closed"                                                              
at $37.3  billion on  Tuesday. While  this is  a substantial  loss                                                              
from  "a  dollar  perspective",   it  was  not  the  largest  loss                                                              
incurred  in   a  single   day  and   although  the  events   were                                                              
"dramatic",  they were not  unexpected. That  the events  happened                                                              
as quickly as they did was unexpected.                                                                                          
                                                                                                                                
9:13:48 AM                                                                                                                    
                                                                                                                                
Mr. Burns furthered  that a "correction" such as  occurred earlier                                                              
in  the week  was to  be  expected when  investing  in public  and                                                              
private markets.  The recent  events would have  no affect  on the                                                              
Board's expectations for the Fund's performance.                                                                                
                                                                                                                                
9:14:37 AM                                                                                                                    
                                                                                                                                
Mr.  Burns  outlined   handout  titled,  "Alaska   Permanent  Fund                                                              
Corporation  Fiscal Performance  Summary"  [copy  on file],  which                                                              
reads as follows.                                                                                                               
                                                                                                                                
     For the fiscal year 2006:                                                                                                  
        · The  Fund  returned  11   percent,  well  ahead  of  our                                                              
          benchmark of 10.5%                                                                                                    
        · For the first  time the Fund reached $31,  $32, $33, $34                                                              
          and $35 billion in value.                                                                                             
        · We earned  $3.1 billion on investments,  and received an                                                              
          additional $601 million in mineral revenues.                                                                          
        · And we  paid $689 million in dividends,  ending the year                                                              
          with a balance of $32.9 billion, a gain of almost $3                                                                  
          billion over FY 05.                                                                                                   
     For the first six months of fiscal 2007:                                                                                   
        · The Fund  returned 9.6%, and closed on  December 31 with                                                              
          an unaudited value of $36.4 billion.                                                                                  
        · Statutory  net  income   as  of  December  31  was  $1.9                                                              
          billion.  Statutory  net income  was  only $257  million                                                              
          for  FY 02,  the year  that falls out  of the  five-year                                                              
          average,  so we  expect  dividends will  be higher  this                                                              
          fall.                                                                                                                 
        · Performance  since  December  was trending  upward,  and                                                              
          the Permanent Fund closed $40 million short of $38                                                                    
          billion on Monday.                                                                                                    
        · Most of  this strong performance is the  result of gains                                                              
          in both US and non-US stocks, and the markets have                                                                    
          held on to some of the gains made since December 31.                                                                  
                                                                                                                                
9:16:35 AM                                                                                                                    
                                                                                                                                
MICHAEL   O'LEARY   CFA,   Executive    Vice   President,   Callan                                                              
Associates,  Inc., gave  a presentation  titled,  "House &  Senate                                                              
Joint Finance Committee  Economic & Capital Market  Outlook" [copy                                                              
on file.]                                                                                                                       
                                                                                                                                
9:17:12 AM                                                                                                                    
                                                                                                                                
Mr.  O'Leary  noted that  this  presentation  reflected  five-year                                                              
capital projections  and that "very  little had changed"  from the                                                              
prior year.                                                                                                                     
                                                                                                                                
9:17:27 AM                                                                                                                    
                                                                                                                                
     Page 1                                                                                                                     
                                                                                                                                
     Economic Forecast: Contained Enthusiasm                                                                                    
        · Growth remained  robust in 2006, but economy  is slowing                                                              
          toward trend.                                                                                                         
        · Outlook  for 2007  depends  heavily  on whether  housing                                                              
          stabilizes and the effects of the downturn are                                                                        
          contained.                                                                                                            
        · Consumers  are spending  all of  their income,  tax cuts                                                              
          are over, and the savings rate is negative. Confidence                                                                
          is high but vulnerable to shocks - housing, war,                                                                      
          economy.                                                                                                              
        · Decent  job  growth,  improving  real wages,  and  lower                                                              
          gasoline prices will help support consumer spending.                                                                  
        · U.S. and  China will continue to be the  primary engines                                                              
          of growth.                                                                                                            
        · Oil  prices will  slide  - gradually  - but  with a  new                                                              
          floor of $50 ($60? $70?).                                                                                             
        · Inflation  will remain  a low level  threat; oil  prices                                                              
          are the wild card, labor costs represent the upside                                                                   
          risk.                                                                                                                 
        · The  Fed tightened  to 5.25  and paused;  the rate  cuts                                                              
          may still be up to a year away.                                                                                       
                                                                                                                                
Mr. O'Leary reported  that 2006 was a "record year"  in the Fund's                                                              
performance.  The  growth  had slowed  somewhat  to  approximately                                                              
three percent, which was close to expectations.                                                                                 
                                                                                                                                
9:21:12 AM                                                                                                                    
                                                                                                                                
     Page 2                                                                                                                     
                                                                                                                                
     Economy is Slowing After Three Strong Years - How Soft a                                                                   
     Landing?                                                                                                                   
     [Bar  graph showing  Real GDP  - annual  percent change,  for                                                              
     the years  1990 through  2007 with a  notation that  the data                                                              
     for  2007 is  an estimate.  Global  Insight is  cited as  the                                                              
     source of the information.]                                                                                                
                                                                                                                                
Mr. O'Leary outlined the information, noting that performance                                                                   
had been consistent with expectations.                                                                                          
                                                                                                                                
9:21:36 AM                                                                                                                    
                                                                                                                                
     Page 3                                                                                                                     
                                                                                                                                
     U.S. Economic Growth by Sector                                                                                             
     [Spreadsheet listing Annual percent change for the                                                                         
     following components:                                                                                                      
          Real GDP                                                                                                              
               2002      1.6                                                                                                    
               2003      2.5                                                                                                    
               2004      3.9                                                                                                    
               2005      3.2                                                                                                    
               2006      303                                                                                                    
               Direction of Change: Moderating                                                                                  
          Consumption                                                                                                           
               2002      2.7                                                                                                    
               2003      2.8                                                                                                    
               2004      3.9                                                                                                    
               2005      3.5                                                                                                    
               2006      3.2                                                                                                    
               Direction of Change: Moderating                                                                                  
          Residential Investment                                                                                                
               2002      4.8                                                                                                    
               2003      8.4                                                                                                    
               2004      9.9                                                                                                    
               2005      8.6                                                                                                    
               2006     -4.2                                                                                                    
              Direction of Change: Falling Sharply                                                                              
          Bus. Fixed Investment                                                                                                 
               2002     -9.2                                                                                                    
               2003      1.0                                                                                                    
               2004      5.9                                                                                                    
               2005      6.8                                                                                                    
               2006      7.5                                                                                                    
               Direction of Change: Surging                                                                                     
          Federal Government                                                                                                    
               2002      7.0                                                                                                    
               2003      6.8                                                                                                    
               2004      4.3                                                                                                    
               2005      1.5                                                                                                    
               2006      1.9                                                                                                    
               Direction of Change: Winding Down                                                                                
          State & Local Govt.                                                                                                   
               2002      3.1                                                                                                    
               2003      0.2                                                                                                    
               2004      0.5                                                                                                    
               2005      0.5                                                                                                    
               2006      2.0                                                                                                    
               Direction of Change: Budget Pressures Easing                                                                     
          Exports                                                                                                               
               2002     -2.3                                                                                                    
               2003      1.3                                                                                                    
               2004      9.2                                                                                                    
               2005      6.8                                                                                                    
               2006      8.7                                                                                                    
               Direction of Change: Surging                                                                                     
          Imports                                                                                                               
               2002      3.4                                                                                                    
               2003      4.1                                                                                                    
               2004     10.8                                                                                                    
               2005      6.1                                                                                                    
               2006      5.9                                                                                                    
               Direction of Change: Oil Prices]                                                                                 
                                                                                                                                
          Housing downturn reduced GDP growth in 3rd and 4th                                                                    
          quarters of 2006 by 1.2% through direct effect on                                                                     
          construction alone.                                                                                                   
                                                                                                                                
Mr. O'Leary overviewed this data. He pointed out that exports                                                                   
were increasing and that imports were still affected by higher                                                                  
oil prices.                                                                                                                     
                                                                                                                                
9:22:21 AM                                                                                                                    
                                                                                                                                
     Page 4                                                                                                                     
                                                                                                                                
     Residential Construction Overbuilt                                                                                         
     [Line graph  demonstrating fluctuations of  Residential Fixed                                                              
     Investment  -  % of  GDP for  the  years  1970 through  2005.                                                              
     Global Insight is cited as the source of the information.]                                                                 
                                                                                                                                
Mr. O'Leary  stated that this  chart showed substantial  growth in                                                              
residential investment followed by a significant downturn.                                                                      
                                                                                                                                
9:22:35 AM                                                                                                                    
                                                                                                                                
     Page 5                                                                                                                     
                                                                                                                                
     Housing Outlook: Hitting Bottom in 2007?                                                                                   
     [Line  graph  demonstrating  Millions  of  Units  of  Housing                                                              
     Starts  overlapped  with  Year-over-year  percent  change  of                                                              
     Median Existing  Single-Family Home Price for  the years 2001                                                              
     through 2006.  Global Insight is  cited as the source  of the                                                              
     information.]                                                                                                              
                                                                                                                                
Mr. O'Leary  remarked that  the types of  homes were  changing and                                                              
the  median price  of  homes was  declining.  Construction of  new                                                              
homes had also declined.                                                                                                        
                                                                                                                                
Mr. O'Leary spoke  to a recent news release stating  that sales of                                                              
existing  homes   increased  "sharply"   in  January   2007.  This                                                              
information  was learned  at the same  time information  regarding                                                              
decreased  new housing  construction was  released. Existing  home                                                              
sales are  "much more important"  to the economy than  new housing                                                              
"starts".                                                                                                                       
                                                                                                                                
9:23:50 AM                                                                                                                    
                                                                                                                                
     Page 6                                                                                                                     
                                                                                                                                
     Housing Affordability Deteriorated as Interest Rates Rose                                                                  
     A higher index means homes are more affordable                                                                             
     [Line  Graph  providing  detailed   status  of  Affordability                                                              
     Index  for Existing  Single-Family Homes  for the years  1972                                                              
     through 2005.  Global Insight is cited as the  source of this                                                              
     data.]                                                                                                                     
                                                                                                                                
Mr. O'Leary  explained that  the price  of homes  is not  the only                                                              
factor in  whether homes are  affordable. Interest rates  are also                                                              
important.                                                                                                                      
                                                                                                                                
9:24:31 AM                                                                                                                    
                                                                                                                                
     Page 7                                                                                                                     
                                                                                                                                
     Mortgage Equity Withdrawal Fueled Consumer Spending                                                                        
     [Bar  graph depicting  the  Percent of  Disposable Income  of                                                              
     Net Equity  Extraction for  the years  1991 through  2005 and                                                              
     the first  three quarters  of 2006. The  source of  this data                                                              
     is  cited   as  Federal  Reserve  -   Kennedy/Greenspan  data                                                              
     updated as of December 2006.]                                                                                              
                                                                                                                                
Mr. O'Leary reminded  that during his presentation  given one year                                                              
prior, he  had emphasized the  importance to consumer  spending of                                                              
homeowners  withdrawing  equity in  their  homes.  This was  still                                                              
important  but  less   so  than  last  year.  This   practice  had                                                              
diminished as housing prices "softened".                                                                                        
                                                                                                                                
9:25:13 AM                                                                                                                    
                                                                                                                                
     Page 8                                                                                                                     
                                                                                                                                
     Personal Savings Rate Has Fallen Below Zero                                                                                
     [Line graph  demonstrating Personal savings rate,  percent of                                                              
     disposable  income  for  the  years 1998  through  2006.  The                                                              
     following  events and corresponding  affect are  pointed out:                                                              
     9/11,  Post  9/11  auto incentives,  Microsoft  dividend  and                                                              
     Katrina.  Global  Insight  is  cited  as the  source  of  the                                                              
     data.]                                                                                                                     
                                                                                                                                
Mr. O'Leary  qualified this information  excluded home  values and                                                              
certain investments,  such as 401k  plans. The graph  did however,                                                              
reflect general trends in which rate of savings is low.                                                                         
                                                                                                                                
9:25:42 AM                                                                                                                    
                                                                                                                                
     Page 9                                                                                                                     
                                                                                                                                
     However, Employment is Still Growing                                                                                       
     [Bar  graph  showing  Employment  -  percent  change,  annual                                                              
     rate,  for the  years 1999  through 2006.  Global Insight  is                                                              
     cited as the source of the data.]                                                                                          
                                                                                                                                
Mr. O'Leary  characterized this  as a  positive indication  of the                                                              
economy.  Employment was  growing  "at a  pretty  hefty rate"  and                                                              
demonstrated "real  average hourly  earnings growth".  The "marked                                                              
increase" had  occurred recently.  Previously, a "major  source of                                                              
concern"  was that  the country  had been  "in economic  recovery"                                                              
but wages had not increased.                                                                                                    
                                                                                                                                
9:26:24 AM                                                                                                                    
                                                                                                                                
     Page 10                                                                                                                    
                                                                                                                                
     Wage Growth is Finally Beating Inflation                                                                                   
     [Line  graph showing  the  Year-over-year  percent change  of                                                              
     Real  Average  Hourly Earnings  Growth,  for  the years  2000                                                              
     through 2006.  Global Insight is cited as the  source of this                                                              
     information.]                                                                                                              
                                                                                                                                
Mr.  O'Leary explained  that  the consumer,  "which  is over  two-                                                              
thirds of  the economy, has  propelled growth over  recent years."                                                              
The expectation  was that disposable  income would grow  "a little                                                              
bit more rapidly than consumption during '27."                                                                                  
                                                                                                                                
9:27:00 AM                                                                                                                    
                                                                                                                                
     Page 11                                                                                                                    
                                                                                                                                
     Spending Has Outpaced Income Growth;                                                                                       
     Some Rebuilding of Savings is Likely                                                                                       
     [Bar  graph   showing  Percent  Growth  of   Consumption  and                                                              
     Disposable  Income  for  the  years  2003  through  2006  and                                                              
     estimated figures  for 2007. Global  Insight is cited  as the                                                              
     source of this information.]                                                                                               
                                                                                                                                
Mr. O'Leary  explained this graph  depicts "the share  of national                                                              
income  for  employee  compensation   and  economic  profits".  He                                                              
furthered,  "Profits have  done extraordinarily  well," which  has                                                              
"not  gone  unnoticed  in  Washington"   D.C.  Policy  changes  in                                                              
taxation on profits would not surprise him.                                                                                     
                                                                                                                                
9:27:57 AM                                                                                                                    
                                                                                                                                
     Page 12                                                                                                                    
                                                                                                                                
     Productivity Growth  Has Boosted Corporate Profits  to Record                                                              
     Levels                                                                                                                     
     [Line  graph  demonstrating  Percent  of National  Income  of                                                              
     Employee  Compensation  and Economic  Profits  for the  years                                                              
     1999 through 2006.  Global Insight is cited as  the source of                                                              
     this information.]                                                                                                         
                                                                                                                                
     Page 13                                                                                                                    
                                                                                                                                
     An Incredible Run for Corporate Profits;                                                                                   
     Return to Earth?                                                                                                           
     [Bar graph showing  Percent Change of Profits with  IVA & CCA                                                              
     for the years  1990 through 2005 and an  estimated amount for                                                              
     2006.  Global  Insight  is   cited  as  the  source  of  this                                                              
     information.]                                                                                                              
                                                                                                                                
Mr. O'Leary reported that corporate profits, with inventory                                                                     
adjustments were almost 20 percent in 2006.                                                                                     
                                                                                                                                
9:28:13 AM                                                                                                                    
                                                                                                                                
     Page 14                                                                                                                    
                                                                                                                                
     Manufacturing  Capacity  Utilization   Reaching  the  Trigger                                                              
     Point for Investment                                                                                                       
     1960-2002 average = 81.2                                                                                                   
     [Line  graph demonstrating  the  percentage fluctuations  for                                                              
     the years  1970 though 2006.  Global Insight is cited  as the                                                              
     source of this information.]                                                                                               
                                                                                                                                
Mr. O'Leary  shared that economists  used to aver that  80 percent                                                              
capacity  utilization   required  new  capacity.   This  level  of                                                              
capacity had  finally been  reached, which  had helped  support an                                                              
increase in business investment.                                                                                                
                                                                                                                                
9:28:43 AM                                                                                                                    
                                                                                                                                
     Page 15                                                                                                                    
                                                                                                                                
    Capital Spending on Business Equipment is Still Growing                                                                     
     [Line  graph showing  fluctuations of  $Billions on  Unfilled                                                              
     Orders  (Nondefense  capital  goods excluding  aircraft)  for                                                              
     the years 1998  through 2006. Global Insight is  cited as the                                                              
     source of this information.]                                                                                               
                                                                                                                                
Mr. O'Leary pointed out that spending on business equipment had                                                                 
increased substantially.                                                                                                        
                                                                                                                                
9:28:58 AM                                                                                                                    
                                                                                                                                
     Page 16                                                                                                                    
                                                                                                                                
     Non-Residential Construction is Taking the Lead                                                                            
     [Line  graph  demonstrating  the (4-quarter  percent  change)                                                              
     fluctuations   of  Real  GDP,   Equipment  &  software,   and                                                              
     Buildings  for the years  1990 through  2006. Global  Insight                                                              
     is cited as the source of this information.]                                                                               
                                                                                                                                
Mr. O'Leary outlined this data.                                                                                                 
                                                                                                                                
9:29:32 AM                                                                                                                    
                                                                                                                                
     Page 17                                                                                                                    
                                                                                                                                
     Fed Will Have Room to Cut Interest Rates in 2007                                                                           
     [Line graph  showing the  percentage fluctuations  of Federal                                                              
     Funds and 10-Year  Treasury Yield for the  years 1999 through                                                              
     2006.  Global  Insight  is   cited  as  the  source  of  this                                                              
     information.]                                                                                                              
                                                                                                                                
Mr. O'Leary  commentated, "It's difficult  to recall, but  it just                                                              
was a few years  ago, federal funds were at the  one percent level                                                              
in '03 and early  '04. They're now 5.25." Ten Year  Treasury Rates                                                              
had  increased  "but  no  where  near  as  much".  Therefore,  the                                                              
current situation was  an "inverted yield curve -  short rates are                                                              
higher  than   longer  rates."  Arguably,  this   had  discouraged                                                              
investment and has  been a predictor of every  recession. However,                                                              
such  inversions  has  occurred  in the  past  with  no  recession                                                              
resulting.  The amount of  the current  inversion was  modest, but                                                              
still should be noted.                                                                                                          
                                                                                                                                
9:30:48 AM                                                                                                                    
                                                                                                                                
     Page 18                                                                                                                    
                                                                                                                                
     Federal  Budget   Deficit  Has  Actually  Done   Better  Than                                                              
     Expected                                                                                                                   
     [Bar  graph  depicting  deficit  or surplus  in  Billions  of                                                              
     Dollars, Fiscal  Years, for the years 1990  through 2006, and                                                              
     projections for  the years 2007 through 2010.  Global Insight                                                              
     is cited as the source of this information.]                                                                               
                                                                                                                                
Mr. O'Leary  remarked  that the  impact of the  aging baby  boomer                                                              
population  would become  prominent. Federal  revenue was  greater                                                              
than  anticipated and  subsequently  the budget  deficit was  less                                                              
than anticipated.                                                                                                               
                                                                                                                                
9:31:20 AM                                                                                                                    
                                                                                                                                
     Page 19                                                                                                                    
                                                                                                                                
     The U.S. Current Account Deficit: Peaking at Last?                                                                         
     [Bar  graph   depicting  the  Current  Account   Deficit  and                                                              
     Deficit  as %  of  GDP in  the Billions  of  Dollars for  the                                                              
     years 1970  through 2006 and  projections for the  years 2007                                                              
     through 1020.  Global Insight is cited as the  source of this                                                              
     information.]                                                                                                              
                                                                                                                                
     Page 20                                                                                                                    
                                                                                                                                
     U.S.  Export  Growth  Catches  Up to  World  Trade  Growth  -                                                              
     Falling Dollar Helps                                                                                                       
     [Bar  graph showing  Percent  Change, Real  Dollars for  U.S.                                                              
     Export Growth  and World Import Growth (Excluding  U.S.), for                                                              
     the years 1991  through 2006 and a forecast  for 2007. Global                                                              
     Insight is cited as the source of this information.]                                                                       
                                                                                                                                
Mr. O'Leary  characterized the Current  Account Deficit  as "huge"                                                              
but that it  appeared to be "peaking  as a percent of  GDP "[gross                                                              
domestic  product]. This  was largely  because  export growth  had                                                              
been "strong".                                                                                                                  
                                                                                                                                
9:31:41 AM                                                                                                                    
                                                                                                                                
     Page 21                                                                                                                    
                                                                                                                                
     Inflation Risk Remains Modest                                                                                              
        · Despite soaring energy and commodity prices, inflation                                                                
          is contained. Outside energy, core inflation has moved                                                                
          past the Fed's "comfort zone", but shows signs of                                                                     
          moderating.                                                                                                           
        · U.S. is the most susceptible to inflation among                                                                       
          industrialized economies - only one with above trend                                                                  
          growth.                                                                                                               
        · Consumer prices surged at times during 2005-06, but                                                                   
          came in at 2.5% for the year, down from the 3.4%                                                                      
          record in 2005.                                                                                                       
        · Strong productivity growth and modest wage inflation                                                                  
          keep prices in check.                                                                                                 
        · Oil prices in the $50-60s don't seem to mean as much                                                                  
          to the U.S. economy as once suspected - one of the                                                                    
          consequences of a service economy.                                                                                    
        · Growth in Europe remains below trend and unemployment                                                                 
          rates are high. Japan is still shaking off the effects                                                                
          of a decade of deflation.                                                                                             
        · While U.S. capacity is stretched, large amounts of                                                                    
          spare capacity exist in other parts of the world.                                                                     
          China and other Asian countries continue to export                                                                    
          deflation.                                                                                                            
                                                                                                                                
Mr. O'Leary outlined this information.                                                                                          
                                                                                                                                
9:32:16 AM                                                                                                                    
                                                                                                                                
     Page 22                                                                                                                    
                                                                                                                                
     Inflation Has Ticked Up…                                                                                                   
     Year-Over-Year Change in Consumer Prices                                                                                   
     [Line  graph showing  the percentage  fluctuations  of CPI  -                                                              
     Core  and CPI  All Urban  Cons,  for the  years 2001  through                                                              
     2006. The  current CIP  - Core is  specified as  2.57 percent                                                              
     and  the current  CPI All  Urban  Cons is  specified as  2.54                                                              
     percent.]                                                                                                                  
                                                                                                                                
Mr. O'Leary  identified this page  as "a comparatively  short-term                                                              
picture of  inflation, the rates  of change." The tendency  was to                                                              
focus on the core consumer price index (CPI).                                                                                   
                                                                                                                                
9:32:40 AM                                                                                                                    
                                                                                                                                
     Page 23                                                                                                                    
                                                                                                                                
     … But Perspective is Necessary                                                                                             
     Year-Over-Year Change in Consumer Prices                                                                                   
     [Line graph containing the information depicted on the                                                                     
     previous page extended to include the years 1980 through                                                                   
     2006.]                                                                                                                     
                                                                                                                                
Mr. O'Leary  noted this  page provided a  longer term  context. He                                                              
opined, "It's  hard to  believe that  in the  late '70s  and early                                                              
'80s  we were  thinking  about inflation  rates  in  excess of  12                                                              
percent."  The  inflation  rate had  decreased  substantially  and                                                              
"while there's  been a great  deal of volatility,  particularly on                                                              
a  month-to-month basis  and  particularly when  you  look at  the                                                              
series that includes energy and food" the rate had "stayed at                                                                   
comparatively low levels.                                                                                                       
                                                                                                                                
9:33:24 AM                                                                                                                    
                                                                                                                                
     Page 24                                                                                                                    
                                                                                                                                
     The Capital Markets - Context                                                                                              
     Wild Ride for Investors Over the Last Seven Years                                                                          
     [Spreadsheet containing the following information                                                                          
     Broad U.S. Stock Market                                                                                                    
       Russell 3000                                                                                                             
          2000      -7.46                                                                                                       
          2001     -11.46                                                                                                       
          2002     -21.54                                                                                                       
          2003      31.06                                                                                                       
          2004      11.95                                                                                                       
          2005       6.12                                                                                                       
          2006      15.72                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             7.17                                                                              
               Ten Years 1997-06              8.64                                                                              
               Fifteen Years 1992-06         10.79                                                                              
       S&P Super Composite 1500                                                                                                 
          2000      -6.98                                                                                                       
          2001     -10.64                                                                                                       
          2002     -21.31                                                                                                       
          2003      29.59                                                                                                       
          2004      11.78                                                                                                       
          2005       5.66                                                                                                       
          2006      15.34                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             6.79                                                                              
               Ten Years 1997-06              8.83                                                                              
               Fifteen Years 1992-06         10.89                                                                              
     Large Cap U.S. Stocks                                                                                                      
       Russell 1000                                                                                                             
          2000      -7.79                                                                                                       
          2001     -12.45                                                                                                       
          2002     -21.65                                                                                                       
          2003      29.89                                                                                                       
          2004      11.40                                                                                                       
          2005       6.27                                                                                                       
          2006      15.46                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             6.82                                                                              
               Ten Years 1997-06              8.64                                                                              
               Fifteen Years 1992-06         10.80                                                                              
       S&P 500                                                                                                                  
          2000      -9.10                                                                                                       
          2001     -11.88                                                                                                       
          2002     -22.10                                                                                                       
          2003      28.80                                                                                                       
          2004      10.88                                                                                                       
          2005       4.91                                                                                                       
          2006      15.79                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             6.19                                                                              
               Ten Years 1997-06              8.42                                                                              
               Fifteen Years 1992-06         10.64                                                                              
     Small Cap U.S. Stocks                                                                                                      
       Russell 2000                                                                                                             
          2000      -3.02                                                                                                       
          2001       2.49                                                                                                       
          2002     -20.48                                                                                                       
          2003      47.25                                                                                                       
          2004      18.33                                                                                                       
          2005       4.55                                                                                                       
          2006      18.37                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06            11.39                                                                              
               Ten Years 1997-06              9.44                                                                              
               Fifteen Years 1992-06         11.47                                                                              
       S&P 600 Small Cap                                                                                                        
          2000      11.80                                                                                                       
          2001       6.54                                                                                                       
          2002     -14.63                                                                                                       
          2003      38.79                                                                                                       
          2004      22.65                                                                                                       
          2005       7.68                                                                                                       
          2006      15.11                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06            12.49                                                                              
               Ten Years 1997-06             11.57                                                                              
               Fifteen Years 1992-06         13.24                                                                              
     Non-U.S. Stock Markets                                                                                                     
       EAFE ($US)                                                                                                               
          2000     -14.17                                                                                                       
          2001     -21.44                                                                                                       
          2002     -15.94                                                                                                       
          2003      38.59                                                                                                       
          2004      20.25                                                                                                       
          2005      13.54                                                                                                       
          2006      26.34                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06            14.98                                                                              
               Ten Years 1997-06              7.71                                                                              
               Fifteen Years 1992-06          7.86                                                                              
     Fixed Income Markets                                                                                                       
       LB Aggregate                                                                                                             
          2000      11.63                                                                                                       
          2001       8.63                                                                                                       
          2002      10.26                                                                                                       
          2003       4.10                                                                                                       
          2004       4.33                                                                                                       
          2005       2.43                                                                                                       
          2006       4.33                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             5.06                                                                              
               Ten Years 1997-06              6.24                                                                              
               Fifteen Years 1992-06          6.50                                                                              
       Citi Non-US Bonds                                                                                                        
          2000      -2.63                                                                                                       
          2001      -3.54                                                                                                       
          2002     -21.99                                                                                                       
          2003      18.52                                                                                                       
          2004      12.14                                                                                                       
          2005      -9.21                                                                                                       
          2006       6.95                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             9.50                                                                              
               Ten Years 1997-06              4.70                                                                              
               Fifteen Years 1992-06          6.35                                                                              
     Cash Market                                                                                                                
       90-day T-bill                                                                                                            
          2000       6.18                                                                                                       
          2001       4.42                                                                                                       
          2002       1.78                                                                                                       
          2003       1.15                                                                                                       
          2004       1.33                                                                                                       
          2005       3.07                                                                                                       
          2006       4.85                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             2.43                                                                              
               Ten Years 1997-06              3.81                                                                              
              Fifteen Years 1992-06          4.00                                                                               
     Inflation                                                                                                                  
       CPI-U*                                                                                                                   
          2000       3.39                                                                                                       
          2001       1.55                                                                                                       
          2002       2.38                                                                                                       
          2003       1.88                                                                                                       
          2004       3.26                                                                                                       
          2005       3.42                                                                                                       
          2006       2.54                                                                                                       
               Average Annual Return                                                                                            
               Five Years 2002-06             2.69                                                                              
               Ten Years 1997-06              2.43                                                                              
               Fifteen Years 1992-06          2.57                                                                              
     *Annual CPI-U data are measured as year-over-year change.]                                                                 
                                                                                                                                
Mr. O'Leary pointed out that 2000 through 2002 were the three                                                                   
years of the bear market. He listed the investment categories.                                                                  
                                                                                                                                
Mr.  O'Leary directed  attention to  the ten  year average  annual                                                              
return,  which includes  the  "worst bear  market  since at  least                                                              
'73-'74, and arguably  since the 1930s." It also  includes "a very                                                              
strong recovery  subsequent to that  bear market."  He highlighted                                                              
some  of the  asset  categories.  This  information is  useful  in                                                              
consideration of capital market projections.                                                                                    
                                                                                                                                
9:35:03 AM                                                                                                                    
                                                                                                                                
     Page 30                                                                                                                    
                                                                                                                                
     2007 Capital Market Projections                                                                                            
     [Spreadsheet containing the following information.                                                                         
     Asset Class: Equities                                                                                                      
       Broad Domestic Equity                                                                                                    
          Index: Russell 3000                                                                                                   
        Projected Annual Return-Real:             9.00%                                                                         
        Projected Annual Return-Nominal:          6.25%                                                                         
         Projected Standard Deviation (Risk):     16.90                                                                         
         Projected Yield:                          2.10                                                                         
          2006 Projections:         9.00%     16.90                                                                             
       Large Cap                                                                                                                
          Index: S&P 500                                                                                                        
        Projected Annual Return-Real:             8.85%                                                                         
        Projected Annual Return-Nominal:          6.10%                                                                         
         Projected Standard Deviation (Risk):     16.40                                                                         
          Projected Yield:                          2.20                                                                        
          2006 Projections:         8.85%     16.40                                                                             
       Small/Mid Cap                                                                                                            
          Index: Russell 2500                                                                                                   
          Projected Annual Return-Real:             9.85%                                                                       
          Projected Annual Return-Nominal:          7.10%                                                                       
          Projected Standard Deviation  (Risk):    22.70                                                                        
          Projected Yield:                          1.20                                                                        
          2006 Projections:         9.85%     22.70                                                                             
       International Equity                                                                                                     
          Index: MSCI EAFE                                                                                                      
          Projected Annual Return-Real:             9.20%                                                                       
          Projected Annual Return-Nominal:          6.45%                                                                       
          Projected Standard Deviation  (Risk):    20.10                                                                        
          Projected Yield:                          2.20                                                                        
          2006 Projections:         9.20%     20.10                                                                             
       Emerging Markets Equity                                                                                                  
          Index: MSCI EMF                                                                                                       
          Projected Annual Return-Real:             9.80%                                                                       
          Projected Annual Return-Nominal:          7.05%                                                                       
          Projected Standard Deviation  (Risk):    32.90                                                                        
          Projected Yield:                          0.00                                                                        
          2006 Projections:         9.80%     32.90                                                                             
     Asset Class: Fixed Income                                                                                                  
       Domestic Fixed                                                                                                           
          Index: LB Aggregate                                                                                                   
          Projected Annual Return-Real:             5.25%                                                                       
          Projected Annual Return-Nominal:          2.50%                                                                       
          Projected Standard Deviation  (Risk):     4.50                                                                        
          Projected Yield:                          5.25                                                                        
          2006 Projections:         5.00%     4.50                                                                              
       Defensive                                                                                                                
          Index: LB Gov't 1-3 Year                                                                                              
          Projected Annual Return-Real:             4.25%                                                                       
          Projected Annual Return-Nominal:          1.50%                                                                       
          Projected Standard Deviation  (Risk):     2.30                                                                        
          Projected Yield:                          4.25                                                                        
          2006 Projections:         4.25%     2.30                                                                              
       TIPS                                                                                                                     
          Index: LB TIPS                                                                                                        
          Projected Annual Return-Real:             4.90%                                                                       
          Projected Annual Return-Nominal:          2.15%                                                                       
          Projected Standard Deviation  (Risk):     6.00                                                                        
          Projected Yield:                          4.90                                                                        
          2006 Projections:         4.65%     6.00                                                                              
       High Yield                                                                                                               
          Index: SCFB High Yield                                                                                                
          Projected Annual Return-Real:             7.00%                                                                       
          Projected Annual Return-Nominal:          4.25%                                                                       
          Projected Standard Deviation  (Risk):    11.50                                                                        
          Projected Yield:                          7.00                                                                        
          2006 Projections:         6.75%     11.40                                                                             
       Non US$ Fixed                                                                                                            
          Index: Citi Non-US Gov't                                                                                              
          Projected Annual Return-Real:             5.15%                                                                       
          Projected Annual Return-Nominal:          2.40%                                                                       
          Projected Standard Deviation  (Risk):     9.60                                                                        
          Projected Yield:                          5.15                                                                        
          2006 Projections:         4.90%     9.60                                                                              
     Other                                                                                                                      
       Real Estate                                                                                                              
          Index: Callan Real Estate                                                                                             
          Projected Annual Return-Real:             7.60%                                                                       
          Projected Annual Return-Nominal:          4.85%                                                                       
          Projected Standard Deviation  (Risk):    16.50                                                                        
          Projected Yield:                          6.00                                                                        
          2006 Projections:         7.60%     16.50                                                                             
       Private Equity                                                                                                           
          Index: VE Post Venture Cap                                                                                            
          Projected Annual Return-Real:            12.00%                                                                       
          Projected Annual Return-Nominal:          9.25%                                                                       
          Projected Standard Deviation  (Risk):    34.00                                                                        
          Projected Yield:                          0.00                                                                        
          2006 Projections:         12.00%    34.00                                                                             
       Absolute Return                                                                                                          
          Index: Callan Hedge FoF                                                                                               
          Projected Annual Return-Real:             6.50%                                                                       
          Projected Annual Return-Nominal:          3.75%                                                                       
          Projected Standard Deviation  (Risk):     9.70                                                                        
          Projected Yield:                          0.00                                                                        
          2006 Projections:         6.50%     10.20                                                                             
       Cash Equivalents                                                                                                         
          Index: 90-Day T-Bill                                                                                                  
          Projected Annual Return-Real:             4.00%                                                                       
          Projected Annual Return-Nominal:          1.25%                                                                       
          Projected Standard Deviation  (Risk):     0.80                                                                        
          Projected Yield:                          4.00                                                                        
          2006 Projections:         4.00%     0.80                                                                              
     Inflation                                                                                                                  
          Index: CPI-U                                                                                                          
        Projected Annual Return-Real:             2.75%                                                                         
         Projected Standard Deviation (Risk):      1.40                                                                         
          2006 Projections:         2.75%     1.40                                                                              
                                                                                                                                
Mr. O'Leary  noted that the  five year projections  were unchanged                                                              
from the previous year.                                                                                                         
                                                                                                                                
9:35:54 AM                                                                                                                    
                                                                                                                                
     Page 26                                                                                                                    
                                                                                                                                
     Domestic Fixed Income                                                                                                      
     Lehman  Aggregate Index -  Daily Yield  to Worst  from 1/1/01                                                              
     to 12/31/06                                                                                                                
     [Line   graph   depicting   the   Yield   to   Maturity   (%)                                                              
     fluctuations  between  3.0%  and 6.5%  for  the  odd-numbered                                                              
     months  between  January  2001  and  November  2006.  Several                                                              
     specific dates are highlighted.]                                                                                           
                                                                                                                                
Mr. O'Leary deemed  the Lehman Aggregate Index "a  good measure of                                                              
the investment  grade bond  market." The  final rate reported  for                                                              
the year  2006, dated  November 16, was  5.34 percent.  He stated,                                                              
"As I've told  you in the past,  this is our basic  building block                                                              
when we start making projections."                                                                                              
                                                                                                                                
9:36:21 AM                                                                                                                    
                                                                                                                                
     Page 27                                                                                                                    
     Domestic Fixed Income                                                                                                      
     Current Yield is a Strong Predictor of Returns                                                                             
     Lehman  Aggregate Index 5  Year Returns  vs. Lagged  Yield to                                                              
     Worst                                                                                                                      
     [Line graph  containing Five Year Return (%,  Annualized) and                                                              
     Yield to  Worst (%, Lagged) between  2% and 22% of  Five Year                                                              
     Annualized  Return  (t) and  Yield  to  Worst (t-5)  for  the                                                              
     years  1981 through 2007  and projections  of Yield  to Worst                                                              
     (t-5) for the years 2007 through 2012.]                                                                                    
                                                                                                                                
Mr.  O'Leary   cautioned  against  "naively"  assuming   that  the                                                              
current  bond market  yield would  remain unchanged  for the  next                                                              
five years.  This graph demonstrates  the actual  five-year return                                                              
for bonds and  the Yield to Worst  "and just pushes it  ahead five                                                              
years." This  methodology is "not  perfect but it's a  pretty good                                                              
predictor of bond market returns."                                                                                              
                                                                                                                                
9:37:08 AM                                                                                                                    
                                                                                                                                
     Page 28                                                                                                                    
                                                                                                                                
     Equity Appears to be Reasonably Priced                                                                                     
     Trailing P/E Approaching Long-Run Average                                                                                  
     [Line  graph  showing  the   fluctuations  of  the  Price  to                                                              
     Earnings Ratio  for S&P 500  (1954-2006) superimposed  on the                                                              
     Long-Run Average  of approximately  16 percent and a  -2 Std.                                                              
     Dev. and a +2 Std. Dev.                                                                                                    
     A  notation  reads: Trailing  earnings  as reported  for  the                                                              
     fiscal year; includes negative earnings from 1998 onward.]                                                                 
                                                                                                                                
Mr.  O'Leary  noted  that the  five-year  projection  for  nominal                                                              
stock returns  was unchanged in  large part because stocks  do not                                                              
appear to  be excessively valued.  Stock values were  "very close"                                                              
to the  long term average. If  a significant earning  decline were                                                              
expected, stocks would not be undervalued.                                                                                      
                                                                                                                                
9:38:00 AM                                                                                                                    
                                                                                                                                
     Page 29                                                                                                                    
                                                                                                                                
     Domestic Equity vs. Bond Yields                                                                                            
                                                                                                                                
     S&P 500 Earnings Yield vs. 10-Year Treasury Yield                                                                          
     [Line graph showing  Yield (%) of S&P 500  Earnings Yield and                                                              
    10-Year Treasury Yield for the years 1981 through 2006.]                                                                    
                                                                                                                                
     Ratio of S&P 500 Earnings Yield and 10-Year Treasury Yield                                                                 
     [Line graph  showing Yield Ratio  for the years  1980 through                                                              
     2006 with  specific periods  highlighted. Those  include Peak                                                              
     of interest  rates and inflation in 1982;  1987 Market Crash;                                                              
     Fed tardy  in lowering interest  rates in 1992 and  1993; Fed                                                              
     raises interest  rates to ward off inflation  in 1995; Rising                                                              
     rates,  falling  earnings   in  1999  and  2000;  and  Stocks                                                              
     Undervalued?  Return  to  an  old  regime?  in  2003  through                                                              
     2006.]                                                                                                                     
                                                                                                                                
Mr.  O'Leary  informed  of  another   method  to  determine  stock                                                              
valuations  by comparing  stocks  to  bonds. He  told  of a  model                                                              
introduced  by former  Chair of  the Federal  Reserve Board,  Alan                                                              
Greenspan,  which  "contrasted the  earnings  yield  on the  stock                                                              
market  with  the  10-year  treasury". The  graphs  on  this  page                                                              
utilized that model.                                                                                                            
                                                                                                                                
Mr. O'Leary stated,  "The earnings yield is the  reciprocal of the                                                              
price  earnings  ratio." Therefore  the  earnings  yield would  be                                                              
five if the  price earnings ratio  was 20. A price  earnings ratio                                                              
of  50 would  result in  an earnings  yield of  two. These  graphs                                                              
illustrate that over  the last two decades, stocks  earnings yield                                                              
relative  to   the  10-year  treasury  "looks   pretty  attractive                                                              
today."   He cautioned that this  "gap could of course  be closed"                                                              
with  increasing  interest  rates   or  with  earnings  declining;                                                              
however, in  comparison with  high quality  bonds, stocks  "do not                                                              
look expensive".                                                                                                                
                                                                                                                                
9:39:35 AM                                                                                                                    
                                                                                                                                
     Page 31                                                                                                                    
     Current Policy with 2007 Projections                                                                                       
     Asset Mix Alternatives Optimization Set: 2007                                                                              
     [Spreadsheet containing the following information.                                                                         
          Portfolio Component: Large Cap                                                                                        
          Max:      100%                                                                                                        
          Mix 1:     14%                                                                                                        
          Mix 2:     19%                                                                                                        
          Mix 3:     25%                                                                                                        
          APFC2006:  29%                                                                                                        
          Mix 4:     32%                                                                                                        
          Mix 5:     38%                                                                                                        
                                                                                                                                
          Portfolio Component: Small/Mid Cap                                                                                    
          Max:      100%                                                                                                        
          Mix 1:      4%                                                                                                        
          Mix 2:      5%                                                                                                        
          Mix 3:      7%                                                                                                        
          APFC2006:   5%                                                                                                        
          Mix 4:      8%                                                                                                        
          Mix 5:     10%                                                                                                        
                                                                                                                                
          Portfolio Component: International Equity                                                                             
          Max:      100%                                                                                                        
          Mix 1:      6%                                                                                                        
          Mix 2:      9%                                                                                                        
          Mix 3:     12%                                                                                                        
          APFC2006:  16%                                                                                                        
          Mix 4:     15%                                                                                                        
          Mix 5:     19%                                                                                                        
                                                                                                                                
          Portfolio Component: Emerging Markets Equity                                                                          
          Max:      100%                                                                                                        
          Mix 1:      1%                                                                                                        
          Mix 2:      1%                                                                                                        
          Mix 3:      2%                                                                                                        
          APFC2006:   3%                                                                                                        
          Mix 4:      2%                                                                                                        
          Mix 5:      3%                                                                                                        
                                                                                                                                
          Portfolio Component: Domestic Fixed                                                                                   
          Max:      100%                                                                                                        
          Mix 1:     59%                                                                                                        
          Mix 2:     48%                                                                                                        
          Mix 3:     36%                                                                                                        
          APFC2006:  25%                                                                                                        
          Mix 4:     24%                                                                                                        
          Mix 5:     12%                                                                                                        
                                                                                                                                
          Portfolio Component: Non US Fixed                                                                                     
          Max:      100%                                                                                                        
          Mix 1:      5%                                                                                                        
          Mix 2:      4%                                                                                                        
          Mix 3:      3%                                                                                                        
          APFC2006:   4%                                                                                                        
          Mix 4:      2%                                                                                                        
          Mix 5:      0%                                                                                                        
                                                                                                                                
          Portfolio Component: Real Estate                                                                                      
          Max:      100%                                                                                                        
          Mix 1:      5%                                                                                                        
          Mix 2:      6%                                                                                                        
          Mix 3:      7%                                                                                                        
          APFC2006:  10%                                                                                                        
          Mix 4:      9%                                                                                                        
          Mix 5:     10%                                                                                                        
          Portfolio Component: Absolute Return                                                                                  
          Max:        4%                                                                                                        
          Mix 1:      4%                                                                                                        
          Mix 2:      4%                                                                                                        
          Mix 3:      4%                                                                                                        
          APFC2006:   4%                                                                                                        
          Mix 4:      4%                                                                                                        
          Mix 5:      4%                                                                                                        
                                                                                                                                
          Portfolio Component: Private Equity                                                                                   
          Max:        4%                                                                                                        
          Mix 1:      2%                                                                                                        
          Mix 2:      4%                                                                                                        
          Mix 3:      4%                                                                                                        
          APFC2006:   4%                                                                                                        
          Mix 4:      4%                                                                                                        
          Mix 5:      4%                                                                                                        
                                                                                                                                
          Portfolio Component: Cash Equivalents                                                                                 
          Max:      100%                                                                                                        
          Mix 1:      0%                                                                                                        
          Mix 2:      0%                                                                                                        
          Mix 3:      0%                                                                                                        
          APFC2006:   0%                                                                                                        
          Mix 4:      0%                                                                                                        
          Mix 5:      0%                                                                                                        
                                                                                                                                
     Totals for the asset mixes are listed as follows:                                                                          
                                                                                                                                
          Totals                                                                                                                
          Mix 1:    100%                                                                                                        
          Mix 2:    100%                                                                                                        
          Mix 3:    100%                                                                                                        
          APFC2006: 100%                                                                                                        
          Mix 4:    100%                                                                                                        
          Mix 5:    100%                                                                                                        
                                                                                                                                
          Expected Return                                                                                                       
          Mix 1:     6.50%                                                                                                      
          Mix 2:     7.00%                                                                                                      
          Mix 3:     7.50%                                                                                                      
          APFC2006:  7.84%                                                                                                      
          Mix 4:     8.00%                                                                                                      
          Mix 5:     8.50%                                                                                                      
                                                                                                                                
          Standard Deviation                                                                                                    
          Mix 1:     6.64%                                                                                                      
          Mix 2:     8.33%                                                                                                      
          Mix 3:    10.16%                                                                                                      
          APFC2006: 11.50%                                                                                                      
          Mix 4:    12.10%                                                                                                      
          Mix 5:    14.09%                                                                                                      
                                                                                                                                
          Sharpe Ratio                                                                                                          
          Mix 1:     0.38%                                                                                                      
          Mix 2:     0.36%                                                                                                      
          Mix 3:     0.34%                                                                                                      
          APFC2006:  0.33%                                                                                                      
          Mix 4:     0.33%                                                                                                      
          Mix 5:     0.32%                                                                                                      
                                                                                                                                
     A notation reads as follows:                                                                                               
          Note  that the  APFC's  implementation  of domestic  and                                                              
          international   equity  is  accomplished   through  both                                                              
          global   and  domestic/international   portfolios.   The                                                              
          current  implementation   plan  has  14%   allocated  to                                                              
          global portfolios  funded through 7% reductions  in both                                                              
          international and domestic large cap.]                                                                                
                                                                                                                                
Mr. O'Leary  posed the question of  "what does all this  mean." He                                                              
responded that  the assumptions  were input  to an "optimizer"  to                                                              
develop efficient  portfolios. The Permanent Fund  existing policy                                                              
had  been included  as a  point  of reference.  Utilizing the  new                                                              
capital  market   assumptions,  a  return  of  7.84   percent  was                                                              
expected.   This  contrasted   with   the   7.77  percent   return                                                              
projection developed utilizing the previous year's assumptions.                                                                 
                                                                                                                                
9:40:29 AM                                                                                                                    
                                                                                                                                
     Page 32                                                                                                                    
                                                                                                                                
     Efficient Frontier Graph                                                                                                   
     [Line graph comparing Projected Return to Projected Risk                                                                   
     with APFC2006 specified at approximately 7.8 percent. A                                                                    
     notation reads as follows.                                                                                                 
          Current   policy  is   essentially   on  the   efficient                                                              
          frontier.   Note  that   this  efficient  frontier   was                                                              
          developed  using  constraints  in  allocation  both  for                                                              
         private equity & absolute return strategies.]                                                                          
                                                                                                                                
Mr. O'Leary  asserted that  the Alaska  Permanent Fund  policy was                                                              
"right on the efficient frontier".                                                                                              
                                                                                                                                
9:41:01 AM                                                                                                                    
                                                                                                                                
Co-Chair Stedman,  referring to the information on  Page 31, spoke                                                              
to  the correlation  between  the Alaska  Permanent  Fund and  the                                                              
Public  Employee   Retirement  System   (PERS)  and   the  Teacher                                                              
Retirement  System (TRS)  trust,  with regard  to the  portfolios,                                                              
long   term  returns   and   targets.  He   requested   additional                                                              
explanation  of  the "matrix",  specifically  to  the 2006  target                                                              
return of 7.84 percent  for the Permanent Fund. He  also asked how                                                              
the  target could  be increased  to nine  or ten  percent and  the                                                              
risk associated  with such  a change. He  suggested this  could be                                                              
considered for the retirement trust.                                                                                            
                                                                                                                                
9:42:13 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary gave the following response.                                                                                        
                                                                                                                                
     First let  me be sure  that everybody understands  this table                                                              
     and then I'll get to the question.                                                                                         
                                                                                                                                
     What we  said to the computer,  was "We want the  lowest risk                                                              
     portfolios between  6.5 percent and 8.5 percent;  and we want                                                              
     to  look at  basically  five, so  that  there are  meaningful                                                              
     differences." Then we added in the Permanent Fund.                                                                         
                                                                                                                                
     "Large Cap"  refers to large  cap US Equities. "Small  to Mid                                                              
     Cap"   refers  to   small  to   mid-cap  domestic   equities.                                                              
     International  Equities;  Emerging Markets  Equity;  Domestic                                                              
     Fixed;  Non US Fixed  income; Real  Estate, Absolute  Return;                                                              
     Private  Equity, and  Cash.  Those are  the asset  categories                                                              
     that were considered.                                                                                                      
                                                                                                                                
     We constrained  Absolute Return to four percent.  We said you                                                              
     can't use more  than four percent in absolute  return. That's                                                              
     hedge funds  - [indiscernible] funds and Private  Equity. The                                                              
     reason  that those were  constrained  is it's very  difficult                                                              
     for  a  fund  of  this  size  to  get  a  lot  invested.  The                                                              
     Permanent  Fund has been  moving to  get invested  in private                                                              
     equity  for  several  years,  and  has  a  plan  -  has  made                                                              
     commitments, but  the money hasn't actually  been drawn down.                                                              
     Those were practical limitations.                                                                                          
                                                                                                                                
9:44:00 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary directed attention to Page 30, instructing the                                                                      
Committee to "scan down this list of projected returns", and                                                                    
continued.                                                                                                                      
                                                                                                                                
     You can see  that the highest projected return  is 12 percent                                                              
     for  Private  Equity.  So  theoretically  one  could  have  a                                                              
     portfolio  of a hundred  percent private  equity and  hope to                                                              
     earn  12 percent.  It would  clearly  be imprudent,  nobody's                                                              
     suggesting that.                                                                                                           
                                                                                                                                
Mr. O'Leary  returned to Page  31 and pointed  out that the  Mix 5                                                              
scenario would  have an  expected rate of  return of  8.5 percent.                                                              
The percentages  of "Standard Deviation" increased  for each asset                                                              
category listed. The  Mix 5 scenario contained only  12 percent of                                                              
Domestic Fixed and no international fixed income.                                                                               
                                                                                                                                
Mr. O'Leary continued:                                                                                                          
                                                                                                                                
     So it's  basically 88  percent in equity-linked  investments.                                                              
     Real estate  equity is equity.  Absolute return  is hopefully                                                              
     more  bond-like  in  volatility,  but  is  taking  aggressive                                                              
     positions.  The rest  of the  portfolio would  largely be  in                                                              
     publicly  traded equity  - domestic  and international  large                                                              
     and small.                                                                                                                 
                                                                                                                                
     Pragmatically,  I guess where I'm  going Mr. Chairman,  is to                                                              
     say, I think  you can get up and plan such  as the retirement                                                              
     board,  have  targets  near   the  eight  percent  level,  in                                                              
     today's  environment, if  you agree  that inflation  is going                                                              
     to be 2.75 or that order of magnitude.                                                                                     
                                                                                                                                
9:46:16 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary cautioned, "It's tough to get much higher than 5.25                                                                 
percent real return."                                                                                                           
                                                                                                                                
9:46:33 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary spoke of treasury protected inflation securities                                                                    
(TIPS) as follows.                                                                                                              
                                                                                                                                
     TIPS today …  has no credit risk -obviously,  there's nothing                                                              
     [of] higher  quality - treasury obligation. But  they have an                                                              
     implicit real return of just a little bit over two percent.                                                                
                                                                                                                                
     The real  return from the  highest investment grade  bonds is                                                              
     somewhere south of three percent.                                                                                          
                                                                                                                                
Mr. O'Leary concluded:                                                                                                          
                                                                                                                                
     The  more  of your  portfolio  that  you have  in  investment                                                              
     grade  bonds the  more  difficult  it is  to  achieve a  real                                                              
    return on the total portfolio in excess of five percent.                                                                    
                                                                                                                                
9:47:19 AM                                                                                                                    
                                                                                                                                
Co-Chair  Stedman  surmised that  increasing  the  target rate  of                                                              
return  from  eight  percent  to   ten  to  twelve  percent  would                                                              
substantially  increase  volatility,  which  was  reflected  as  a                                                              
standard deviation.                                                                                                             
                                                                                                                                
9:47:50 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary affirmed.  He explained standard  deviation, utilizing                                                              
Mix 4 as an illustration.                                                                                                       
                                                                                                                                
     The middle  of a distribution  of possible outcomes  is eight                                                              
     percent with  that policy. A standard deviation  of 12-1 says                                                              
     that in  a year that policy  might produce between  plus 20.1                                                              
     percent  or a  negative  return of  4.1  percent. That's  one                                                              
     standard  deviation. Two  standard deviations  in a  one-year                                                              
     period double that number.                                                                                                 
                                                                                                                                
     That's the range;  huge increase in volatility.  I'm going to                                                              
     put it in context.  The bear market that we  were in was more                                                              
     than  a two  standard  deviation event.  So  those things  do                                                              
     happen. They  don't happen, fortunately frequently,  but they                                                              
     do happen.                                                                                                                 
                                                                                                                                
     An  investor who  has a  super aggressive  strategy, that  is                                                              
     almost 100  percent equity, is  taking on the  volatility. If                                                              
     they can stay  the course and don't need the  money, they may                                                              
     be much  better off in  the long run.  But they have  to live                                                              
     through the shorter run.                                                                                                   
                                                                                                                                
9:49:30 AM                                                                                                                    
                                                                                                                                
Co-Chair Hoffman  attempted to correlate the presentations  of Mr.                                                              
Burns and  Mr. O'Leary.  Mr. Burn's  presentation stated  that the                                                              
Fund returned  11 percent in 2006,  which was "well ahead"  of the                                                              
benchmark  of 10.5  percent. Co-Chair  Hoffman asked  if this  was                                                              
the expected return cited in Mr. O'Leary's presentation as well.                                                                
                                                                                                                                
9:49:50 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary answered it was.                                                                                                    
                                                                                                                                
9:49:54 AM                                                                                                                    
                                                                                                                                
Co-Chair Hoffman  shared that when  he first began his  service in                                                              
the Alaska  State Legislature, the  balance of the  Permanent Fund                                                              
was $8 billion.  The Fund would soon exceed $40 billion,  and at a                                                              
seven or  eight percent rate of  return the Fund would  exceed $50                                                              
billion shortly.  Given the  five-fold increase  of the  Fund from                                                              
$8 billion  to $40  billion, he predicted  the Fund  balance could                                                              
someday be in excess of $200 billion.                                                                                           
                                                                                                                                
9:51:13 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary characterized this as "the magic of compounding."                                                                   
                                                                                                                                
9:51:15 AM                                                                                                                    
                                                                                                                                
Co-Chair Hoffman  asked whether the Fund's Board  of Directors had                                                              
contemplated  how large  the Fund  should  grow and  the point  in                                                              
which the  "philosophy" of inflation  proofing should  be changed.                                                              
Inflation proofing  would "take  larger and  larger chunks  of the                                                              
Fund" as  the balance of  the Fund increases.  He asked  the point                                                              
that  the Legislature  would  begin  utilizing  a portion  of  the                                                              
earnings of  the Fund for  purposes other than inflation  proofing                                                              
the principal of the Fund and payment of dividends.                                                                             
                                                                                                                                
9:52:06 AM                                                                                                                    
                                                                                                                                
Mr. Burns  told of a Board  of Directors retreat held  August 2006                                                              
that  included staff  and Mr.  O'Leary. The  questions of  whether                                                              
the  size of  the Fund  was  reaching an  amount  in which  "we're                                                              
going to have  to think substantially differently about  how we do                                                              
things,  why we  do  things"  and whether  "size  just  in and  of                                                              
itself  going to  change things"  were posed.  The conclusion  was                                                              
reached  that no  changes were  necessary until  the Fund  balance                                                              
was $60 to $70 billion.                                                                                                         
                                                                                                                                
Mr. Burns  admitted, "There's  a point out  there where  you start                                                              
doing  things and  you  have different  constraints."  He gave  an                                                              
example as follows.                                                                                                             
                                                                                                                                
     The huge plans  in the country: Cal PERS.  In private equity,                                                              
     for them  to take  a meaningful piece  of a private  company,                                                              
     gets to  be such a  large number that  they have  things that                                                              
     they have  to register with  the SEC [federal  Securities and                                                              
     Exchange Commission]  as an insider  and as an  investor over                                                              
     a certain threshold.                                                                                                       
                                                                                                                                
Mr. Burns assured  that the Alaska Permanent Fund was  "a long way                                                              
from  those  types of  constraints."  Therefore,  the  methodology                                                              
currently employed  to manage  the Fund would  remain the  same. A                                                              
point would  be reached  "when you're a  different type  of fund",                                                              
but that was "a ways away."                                                                                                     
                                                                                                                                
9:54:07 AM                                                                                                                    
                                                                                                                                
Co-Chair Hoffman,  noting that the  Fund balance increased  by $10                                                              
billion in  less than 13 months'  time, surmised that at  a growth                                                              
rate of 8.5  percent, the Fund would  reach $60 to $70  billion in                                                              
a short period.                                                                                                                 
                                                                                                                                
9:54:31 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary addressed this as follows.                                                                                          
                                                                                                                                
     Number one,  I want to underscore, everybody's  attitude - we                                                              
     all  recognize that  this Body  [the Legislature]  determines                                                              
     what  happens  with the  earnings  of  the Fund.  There's  no                                                              
     question with regard to that.                                                                                              
                                                                                                                                
     The  rates of  return enjoyed  over  the last  three years  -                                                              
     four  years, of  market  recovery have  been  well above  the                                                              
     long term average.                                                                                                         
                                                                                                                                
Mr. O'Leary displayed Page 24 and continued.                                                                                    
                                                                                                                                
     I wanted  to draw  your attention to  the 15-year  return for                                                              
     bonds  - investment  grade  bonds: 6  1/2  percent per  year.                                                              
     That  was a significant  part  of the return  enjoyed  by the                                                              
     Permanent  Fund. Because  interest  rates are  so much  lower                                                              
     today, we have  great confidence in saying  "You're not gonna                                                              
     see 6 1/2 percent from bonds. We think 5.25 is optimistic."                                                                
                                                                                                                                
     The same can  be said for almost every major  asset category.                                                              
     You're  all aware  of how  well real  estate has  done as  an                                                              
     asset class.  Our expectation  for real estate  going forward                                                              
     is 7.6 percent. For stocks, it's only nine percent.                                                                        
                                                                                                                                
     So as  we look  ahead, we are  not extrapolating  the returns                                                              
     of the  last 15 years, nor  are we extrapolating  the returns                                                              
     of the bounce-back  from this horrendous bear  market that we                                                              
     saw from 2000 to '02.                                                                                                      
                                                                                                                                
9:56:43 AM                                                                                                                    
                                                                                                                                
Mr.  Burns added  for  clarification  that his  earlier  testimony                                                              
stating that the  Fund's performance was "ahead  of our benchmark"                                                              
of 10.5 percent,  was not speaking  to "the 7.8 percent  that goes                                                              
into the  asset allocation." He  stated that once the  7.8 percent                                                              
was determined  as the "proper asset  allocation", "then we  go to                                                              
the benchmarks  that are driven"  by the information  contained on                                                              
Page 22.  He explained  the benchmark  and its  relation to  asset                                                              
allocation as follows.                                                                                                          
                                                                                                                                
     If we're  going to have  12 percent  that's going to  be tied                                                              
     to  the  Russell  3000,  do  we do  better  than  that?  That                                                              
     becomes  the  benchmark.  How  does  that  compare  with  the                                                              
     cumulative   benchmarks  that   are  driven   by  the   asset                                                              
     allocation? … They're different levels.                                                                                    
                                                                                                                                
9:57:32 AM                                                                                                                    
                                                                                                                                
Mr. O'Leary  further  noted, "The  7.84 is using  the asset  class                                                              
projections. It is  the target index going forward  based on these                                                              
estimates. "                                                                                                                    
                                                                                                                                
9:57:41 AM                                                                                                                    
                                                                                                                                
Mr.   Burns  concluded   his   explanation   that  the   benchmark                                                              
represented "how we  performed against the rest of  the world this                                                              
year."                                                                                                                          
                                                                                                                                
9:57:49 AM                                                                                                                    
                                                                                                                                
Co-Chair  Stedman,  relating  to   Co-Chair  Hoffman's  assertion,                                                              
pointed  out  that  the  Fund  balance   was  approximately  $26.5                                                              
billion in  the year 2000 compared  to the present day  balance of                                                              
approximately   $37  billion.   Co-Chair   Stedman  commented   as                                                              
follows.                                                                                                                        
                                                                                                                                
     At some point,  there's got to be a policy  discussion within                                                              
     the State,  as we fuel  this economic  engine, of how  are we                                                              
     going to  deal with inflation  proofing and how are  we going                                                              
     to  deal  with   any  structural  changes  from   a  strategy                                                              
     standpoint  at this  table  dealing with  our budgets.  We're                                                              
     going  to  be over  about  a  billion  dollars in  2015  just                                                              
     inflation  proof. So  that discussion  is I  guess is  coming                                                              
     attractions. I  think that's some of the points  that Senator                                                              
     Hoffman  was  bringing  up.  This  economic  engine  we  have                                                              
     called  the  Permanent  Fund,  is  most  likely  the  fastest                                                              
     growing  economic entity  we  have in  the State.  This is  a                                                              
     huge driver.                                                                                                               
                                                                                                                                
9:58:59 AM                                                                                                                    
                                                                                                                                
Mr.  Burns  advised that  the  Board  of  Director's task  was  to                                                              
provide  the Legislature  with as  many options  as possible  with                                                              
regard to  use of the earnings  of the Permanent Fund.  The intent                                                              
was for  the Fund  to be  as successful  as possible  to give  the                                                              
Legislature many choices.                                                                                                       
                                                                                                                                
9:59:14 AM                                                                                                                    
                                                                                                                                
Senator Thomas asked what factors are utilized as benchmarks.                                                                   
                                                                                                                                
9:59:27 AM                                                                                                                    
                                                                                                                                
Mr.  O'Leary  listed the  S&P  500  and  "the Russell  family"  as                                                              
benchmarks  used for  domestic equity;  the  Leman Aggregate  Bond                                                              
Index  was used  for  investment grade  bonds;  the NCREIF  Index,                                                              
which  is a  measure of  institutional grade  direct private  real                                                              
estate, was used  as a benchmark for real estate;  "an appropriate                                                              
REIT  index" was  used  for "REITs";  Public  Equity Markets  were                                                              
used "as  a proxy"  for private equity;  a "specific  target rate,                                                              
[indiscernible]  London  Interbank  Rate  plus four  percent"  was                                                              
utilized as  a benchmark for the  absolute return managers;  and a                                                              
high yield bond index was used for high yield.                                                                                  
                                                                                                                                
10:00:30 AM                                                                                                                   
                                                                                                                                
Senator  Thomas referenced  the  testimony stating  that the  Fund                                                              
performance exceeded  its benchmark by one-half of  a percent, and                                                              
asked  if  the witnesses  had  a  chart  to indicate  "where  that                                                              
difference came  from - how  well you were  doing in  a particular                                                              
asset class."                                                                                                                   
                                                                                                                                
10:00:51 AM                                                                                                                   
                                                                                                                                
Mr.  O'Leary answered  that the  detail  was not  included in  the                                                              
presentation;  however,  the  information  provided  to  the  Fund                                                              
managers  on  a quarterly  basis  and  could  be shared  with  the                                                              
Committee.                                                                                                                      
                                                                                                                                
10:01:04 AM                                                                                                                   
                                                                                                                                
Co-Chair Stedman  requested that the presentation to  the Board on                                                              
the performance  "breakdown" of the previous quarter  be forwarded                                                              
to the Committee.                                                                                                               
                                                                                                                                
Mr. Burns agreed to provide the information.                                                                                    
                                                                                                                                
10:01:27 AM                                                                                                                   
                                                                                                                                
Co-Chair  Stedman returned  to testimony  provided earlier  in the                                                              
presentation  regarding  difficulty  in calculating  the  dividend                                                              
amount. He expressed  concern that the public could  perceive that                                                              
the  dividend   calculation  was   so  complex   as  to   only  be                                                              
discernible  by the "Wizard  of Oz".  He requested an  explanation                                                              
of how  the dividend was  currently calculated, excluding  mention                                                              
of  how  the  Board  would  like  the  calculation  method  to  be                                                              
changed.                                                                                                                        
                                                                                                                                
10:01:53 AM                                                                                                                   
                                                                                                                                
Mr. Burns explained,  "The basic number is all  driven by realized                                                              
income."                                                                                                                        
                                                                                                                                
Co-Chair Stedman  interjected to request a definition  of realized                                                              
income.                                                                                                                         
                                                                                                                                
Mr.  Burns  assured  he  would   provide  such  and  continued  as                                                              
follows.                                                                                                                        
                                                                                                                                
     When  the Fund  was first  created  - and  it made  a lot  of                                                              
     sense at  that time because the  Fund at creation  was only a                                                              
     bond  portfolio. You  realize  income from  a bond  portfolio                                                              
     for  accounting  purposes  in  two  ways.  You  collect  your                                                              
     interest or  you sell  the bond at  a profit. Those  both are                                                              
     classic accounting realized income.                                                                                        
                                                                                                                                
     For a  broader portfolio,  such as  ours, realized  income is                                                              
     rents that  we receive, it's  dividends, it's  interest, [and                                                              
     it's] capital  gains when we  receive them. What it  does not                                                              
     include is  unrealized gains. That  would be a piece  of real                                                              
     estate we  buy for  $75 million and  it becomes  worth [$]90.                                                              
     There's no  realized income in  that. We do recognize  it for                                                              
     performance but we don't for the dividend formula.                                                                         
                                                                                                                                
     There is  a five year trailing  average. There's a  five year                                                              
     history  of  realized income.  Basically  half  of that  goes                                                              
     into the dividend  formula each year. Why  that's changing so                                                              
     dramatically  right  now,   as  we  talked  about,  the  bear                                                              
     markets that were  falling off, the number that  falls out of                                                              
     the  formula,  what will  become  the  sixth year,  was  $257                                                              
     million. In the  first half of this year  our realized income                                                              
     was $1.9  billion. What that will  be the next six  months is                                                              
     hard to  say but  the number  will be dramatically  different                                                              
     than $257  million. Next  year the number  that falls  out of                                                              
     the  formula is  $355 million.  I think  without any  capital                                                              
     gains being  realized, we have probably  a 60 - I  can't tell                                                              
     you  the run rate  - but  just from  dividends, interest  and                                                              
     rents, we have a run rate substantially higher than that.                                                                  
                                                                                                                                
     Every  time  you  make  a  change  in  the  portfolio  you're                                                              
     selling  something  to put  something  in another  place  and                                                              
     what  you sell  realizes  income.  Actually  just paying  the                                                              
     dividend  itself  - and  we  have to  come  up with  $700-800                                                              
     million  to pay  the  dividend -  we're  selling things  that                                                              
     hopefully  creates profit. The  realized income  is generated                                                              
     in that way.                                                                                                               
                                                                                                                                
     I  would add  that we  do not  manage  the Fund  with an  eye                                                              
     towards realized  income. We track  it, we keep track  of it,                                                              
     but  we don't make  investment decisions  based on  realizing                                                              
     income. We  make investment decisions  based on what  is best                                                              
     for the Fund's total return.                                                                                               
                                                                                                                                
10:05:00 AM                                                                                                                   
                                                                                                                                
Co-Chair Stedman clarified that unless the financial markets                                                                    
"turn really really sour" substantial increases in dividend                                                                     
amounts would occur for the next "couple years".                                                                                
                                                                                                                                
Mr. Burns affirmed.                                                                                                             
                                                                                                                                
10:05:22 AM                                                                                                                   
                                                                                                                                
Co-Chair  Stedman  inquired  about  the  50  cent  impact  on  the                                                              
dividend  amounts   as  a  result  of  data  that   was  lost  and                                                              
subsequently had to be reentered into the computer system.                                                                      
                                                                                                                                
10:05:42 AM                                                                                                                   
                                                                                                                                
Mr.  Burns  deferred   to  the  Department  of   Revenue,  as  the                                                              
Permanent   Fund   Corporation   has   no   involvement   in   the                                                              
administration of dividend payments.                                                                                            
                                                                                                                                
10:06:25 AM                                                                                                                   
                                                                                                                                
Co-Chair  Stedman commented  that the issue  was not  significant,                                                              
but should be publicized.                                                                                                       
                                                                                                                                
10:06:33 AM                                                                                                                   
                                                                                                                                
Senator  Huggins  directed  attention  to  the  Inflation  figures                                                              
contained  on  Page   24.  He  asked  the  impact   of  deflation,                                                              
specifically  as a  result of  the events  of the  past week,  and                                                              
generally to  the risk factor.  He theorized that  inflation could                                                              
be managed by that deflation "could be our greatest nightmare."                                                                 
                                                                                                                                
10:07:23 AM                                                                                                                   
                                                                                                                                
Mr. O'Leary defined  deflation as destruction of  wealth, which is                                                              
"exceedingly   bad  for  financial   markets."  He   continued  as                                                              
follows.                                                                                                                        
                                                                                                                                
     I  generalize   by  saying  there  are  only   two  types  of                                                              
     investments.  You can lend  somebody money  or you can  be an                                                              
     owner.  Being an owner  in a  deflationary environment  tends                                                              
     to  be  bad.  Being  a  lender,  if  the  lender  doesn't  go                                                              
     bankrupt, is good.                                                                                                         
                                                                                                                                
     If you  really felt that  deflation were a  significant risk,                                                              
     the  best  investment strategy  would  be  to own  long  term                                                              
     government   bonds.   That's   part  of   a   diversification                                                              
     strategy.  That's one of  the roles that  bonds fulfill  in a                                                              
     diversified portfolio.  If you saw signs of  that coming, you                                                              
     might  accept a  lower real  return  to try  to protect  your                                                              
     store of value.                                                                                                            
                                                                                                                                
10:08:40 AM                                                                                                                   
                                                                                                                                
Co-Chair   Hoffman  expressed   appreciation  to   the  Board   of                                                              
Directors  on  behalf  of  all Alaskans  for  its  hard  work  and                                                              
dedication.                                                                                                                     
                                                                                                                                
10:09:17 AM                                                                                                                   
                                                                                                                                
Senator Thomas  asked if the  Asset Mix Alternatives  Optimization                                                              
Set, as shown for  the year 2007 on Page 31,  was undertaken every                                                              
year  or  whether  the  portfolio  components  of  the  Fund  were                                                              
generally the same as shown for APFC2006.                                                                                       
                                                                                                                                
10:09:46 AM                                                                                                                   
                                                                                                                                
Mr.  O'Leary replied  that  Callan  Associates reviews  the  asset                                                              
allocation each  year and would  update the Board with  the latest                                                              
information  later in  the day.  Each  year, the  Board adopts  an                                                              
asset allocation  policy. The Board  is mindful of the  changes in                                                              
relative  value   between  stocks   and  bonds  and   other  asset                                                              
categories,  and  "are  constantly  considering  ways  to  try  to                                                              
improve the return and risk characteristics of the policy."                                                                     
                                                                                                                                
Mr.  O'Leary  reminded  that  the  Legislature  recently  provided                                                              
"enhanced flexibility"  to the Permanent  Fund, which  resulted in                                                              
the  addition of  asset categories,  such as  absolute return  and                                                              
private  equity. He  commented, "Those,  in my  view are still  in                                                              
the  ramp-up stage  and  five or  ten years  from  now, I'd  fully                                                              
expect them  to take a  larger role in  the portfolio."  The total                                                              
equity position  has increased over  the last ten years  "by quite                                                              
a bit."                                                                                                                         
                                                                                                                                
10:11:12 AM                                                                                                                   
                                                                                                                                
Mr.  Burns told  of  a  change to  the  manner in  which  domestic                                                              
allocation   and   international   allocation  to   equities   are                                                              
reflected.  These no longer  included global  managers, which  has                                                              
been  made  a specific  allocation.  This  change did  not  effect                                                              
operations.                                                                                                                     
                                                                                                                                
10:12:29 AM                                                                                                                   
                                                                                                                                
Senator  Elton, noting  that  the  rate of  return  has been  "far                                                              
outpacing"  the rate of  inflation, surmised  that the  balance of                                                              
the Fund  would reach $60 to  $70 billion. He  specifically wanted                                                              
to  know of  the  planning  currently  underway to  implement  the                                                              
management  changes that  would  be required  of  the larger  Fund                                                              
balance.                                                                                                                        
                                                                                                                                
10:13:24 AM                                                                                                                   
                                                                                                                                
Mr. Burns  responded that the current  status of the Fund  "is the                                                              
size to be able  to access the very best talent  in the world." He                                                              
furthered, "That's  our challenge to  make sure we're  getting the                                                              
best talent.  So we  are in that  upper tier  already and  we will                                                              
continue  to  be  in  that  upper   tier."  He  acknowledged  that                                                              
challenges  could arise  as the  size of the  Fund increases,  but                                                              
that  "a change  in  thought" would  be  more  appropriate than  a                                                              
change in management.                                                                                                           
                                                                                                                                
10:14:15 AM                                                                                                                   
                                                                                                                                
Mr. O'Leary agreed  with Mr. Burns. Mr. O'Leary  informed that the                                                              
State of Washington  held over $58 billion in  investments for its                                                              
retirement system.  For 20 years  that state "makes  extensive use                                                              
of  what others  perceive to  be  liquid markets  and real  estate                                                              
operating  companies   and  private  equity."  However,   time  is                                                              
required  to  build   infrastructure  to  support   that  type  of                                                              
investment program.  He shared, "That's the type of  change that I                                                              
would envision" for the future of the Alaska Permanent Fund.                                                                    
                                                                                                                                
10:14:57 AM                                                                                                                   
                                                                                                                                
Representative  Mike  Kelly  referenced   earlier  testimony  that                                                              
unrealized  gains were  not reflected  in the  calculation of  the                                                              
dividends.  He asked  if  "any  sideboards" on  unrealized  losses                                                              
were  considered  with the  transition  of Fund  investments  into                                                              
riskier ventures.                                                                                                               
                                                                                                                                
10:15:23 AM                                                                                                                   
                                                                                                                                
Mr. Burns answered  that unrealized loses were  considered part of                                                              
the  principal  of  the  Fund under  the  ruling  of  an  attorney                                                              
general opinion.                                                                                                                
ADJOURNMENT                                                                                                                 
                                                                                                                                
Co-Chair Bert Stedman adjourned the meeting at 10:15:35 AM                                                                    

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