1

Item 1: Cover Page

Alyssum Benefits LLC

Part 2A of Form ADV: Firm Brochure

P.O. Box 1745

Thousand Oaks, CA 91358

Telephone (805) 501-0864

This Brochure is dated: May 9, 2013

THIS BROCHURE PROVIDES INFORMATION ABOUT THE QUALIFICATIONS

AND BUSINESS PRACTICES OF ALYSSUM BENEFITS LLC. IF YOU HAVE ANY

QUESTIONS ABOUT THE CONTENTS OF THIS BROCHURE, PLEASE CONTACT

US AT (805) 501-0864 or moreinfo@alyssumbenefits.com. THE INFORMATION IN THIS

BROCHURE HAS NOT BEEN APPROVED OR VERIFIED BY ANY STATE

SECURITIES AUTHORITY.

ADDITIONAL INFORMATION ABOUT ALYSSUM BENEFITS LLC IS AVAILABLE

ONLINE AT WWW.ADVISERINFO.SEC.GOV.

REGISTRATION AS AN INVESTMENT ADVISER WITH ANY STATE SECURITIES

AUTHORITY DOES NOT IMPLY ANY CERTAIN LEVEL OF SKILL OR TRAINING.

2

Item 2: Material Changes

This is an initial filing. Therefore, there have been no material changes.

3

Item 3: Table of Contents

Table of Contents

Page No.

Item 1. Cover Page 1

Item 2. Material Changes 2

Item 3. Table of Contents 3

Item 4. Advisory Business 4

Item 5. Fees and Compensation 7

Item 6. Performance-Based Fees & Side By Side Management 10

Item 7. Types of Clients 11

Item 8. Methods of Analysis, Investment Strategies and Risk of Loss 12

Item 9. Disciplinary Information 15

Item 10. Other Financial Industry Activities and Affiliations 16

Item 11. Code of Ethics, Participation or Interest in Client Transactions 19

and Personal Trading

Item 12. Brokerage Practices 22

Item 13. Review of Accounts 23

Item 14. Client Referrals and Other Compensation 24

Item 15. Custody 25

Item 16. Investment Discretion 26

Item 17. Voting Client Securities 27

Item 18. Financial Information 28

Item 19. Requirements for State-Registered Advisers 29

4

Item 4: Advisory Business

Advisory Business

Alyssum Benefits LLC (“ALYSSUM”) is a newly registered investment

adviser in the state of California. It is a standalone investment adviser

(“Adviser”), and has been in business since March 2013. ALYSSUM is

a limited liability company that was formed in the State of California.

At this time, ALYSSUM is a single owner LLC and is solely operated

by its founder and chief executive officer, Thomas B. Krueger. Neither

ALYSSUM nor its CEO is a registered broker dealer.

ALYSSUM offers a variety of personalized investment advisory

services. ALYSSUM will evaluate the type of client and obtain the

necessary financial data. For retail clients, information such as

investment goals, risk tolerance, time horizon, liquidity needs, etc. will

be obtained. For pension plans, financial information and plan goals

will be obtained. The Adviser will review prior investments and current

holdings, as well as enter into a written advisory contract with the client.

These services will fall under one of the following programs:

A. Financial Planning Services

ALYSSUM engages in various forms of financial planning services for a

fee. Financial planning typically will involve providing a variety of

services, principally advisory in nature, to clients regarding the

management of their financial resources based upon an analysis of their

individual needs.

5

B. Portfolio Management

ALYSSUM engages in portfolio management for individuals, small

businesses, pooled investment vehicles, for businesses other than small

businesses and institutional clients. ALYSSUM provides investment

advisory services to these clients based upon their individual investment

objectives, guidelines and restrictions, as provided by the client.

ALYSSUM does not maintain custody or use discretion on these

accounts.

C. Pension Consulting Services

ALYSSUM will provide pension consulting services to plans. These

services may include advice on plan menu of investments, and an

analysis of the plan expenses.

D. Selection of Other Advisers

ALYSSUM may enter into agreements with unaffiliated money

managers to offer managed account services to its clients. Under these

agreements, the money managers will agree to provide various types of

managed account services to the clients of ALYSSUM. All money

managers utilized by ALYSSUM will be licensed as investment advisers

in all applicable states or with the SEC. ALYSSUM’s clients will enter

into a direct contract with the money manager as well. The

compensation of both ALYSSUM and the managed account program

will be fully disclosed to the client. The charged may be part of a wrap

fee arrangement. In a wrap fee arrangement, the Client pays a single fee

for advisory, brokerage, and custodial services provided by the money

manager. The various fees involved will be reviewed with the Client.

6

E. Education & Publication of Material

ALYSSUM may, from time to time, publish periodicals or newsletters.

ALYSSUM may also hold educational seminars and workshops. These

materials may be provided to its clients for free as part of a bundled

service, or a fee may be charged separately.

F. Other: Referral Program

In some circumstances, ALYSSUM will refer a Client to another

registered entity (broker-dealer or investment adviser) for a fee.

Pursuant to California Code of Regulations, 10 CCR Section 260.235.2,

ALYSSUM hereby makes the following statement: a conflict exists

between the interest of ALYSSUM and the interests of the Client.

Further, the Client is under no obligation to act upon ALYSSUM’s

recommendations, and if the Client elects to act on any of the

recommendations, the Client is under no obligation to effect the

transactions through the Firm.

All advisory services are offered to clients of ALYSSUM (natural

persons, formed entities, group plans, etc.) on a non-discretionary basis.

7

Item 5: Fees and Compensation

Fees and Compensation

Fees will be determined based on the type of advisory activity, but may

include advisory fees, hourly consulting fees, subscription fees, fixed

fees and referral program fees. The maximum annual advisory fee for

money management is 2% of assets under management, per annum, but

an initial fee may be larger depending on the plan. For referral fees,

there is no maximum. However, all contracts will be reviewed for

suitability.

Advisory fees are charged for ongoing services and based on assets

under management. As described in other sections, the fee for this

service is variable depending on the service provided, assets under

management, and other factors. However, 2% of assets under

management, per annum, is the maximum (0% being the unusual

minimum). These fees are typically paid by the administrator or vendor

to ALYSSUM on a periodic basis, usually quarterly.

Hourly consulting fees are charged in lieu of or in conjunction with

advisory fees for start-up plans. These fees are used for one-time

services, financial plans, or when a Client does not want to attach the fee

to the assets in question. The fee is typically negotiated, invoiced after

the service is provided to the Client. As the fee is not related to assets

and negotiated based on services to be determined, there is no set

minimum or maximum.

Subscription fees are typically for newsletters, workshops or other

materials that are educational. These fees may often be waived for

8

clients paying advisory or consulting fees, but is the only service

requested, there will be a charge. As with the consulting fee, typically

these fees are not attached to assets and negotiated based on services to

be provided. The fee is invoiced after the service is provided to the

Client. As the fee is not related to assets and negotiated based on

services to be determined, there is no set minimum or maximum.

Fixed fees refer to an Client account where the Client requests a fixed

fee instead of an advisory fee. These fees may be on-going or for a one

time one-time service. The fee is typically negotiated, and invoiced after

the service is provided to the Client (or period it is provided). As the fee

is not a percentage of assets and negotiated based on services to be

determined, there is no set minimum or maximum.

Referral fees could come from the selection of other advisers or

receiving fees from other registered entities when business is referred to

them. Typically, ALYSSUM will receive a percentage of that adviser or

entity's fee. In all cases, ALYSSUM will disclose its relationship, how

much it receives and what the payment schedule is to the Client.

ERISA Accounts: ALYSSUM is deemed to be a fiduciary to advisory

clients that are employee benefit plans or individual retirement accounts

(IRAs) pursuant to the Employee Retirement Income Security Act

("ERISA"), and regulations under the Internal Revenue Code of 1986

(the "Code"), respectively. As such, ALYSSUM is subject to specific

duties and obligations under ERISA and the Internal Revenue Code that

include among other things, restrictions concerning certain forms of

compensation. To avoid engaging in prohibited transactions, ALYSSUM

may only charge fees for investment advice about products for which

ALYSSUM and/or its related persons do not receive any commissions or

12b-1 fees, or conversely, investment advice about products for which

ALYSSUM and/or ALYSSUM related persons receive commissions or

9

12b-1 fees, however, only when such fees are used to offset ALYSSUM

advisory fees.

Advisory Fees in General: clients should note that similar advisory

services may (or may not) be available from other registered (or

unregistered) investment advisers for similar or lower fees.

Limited Prepayment of Fees: Under no circumstances does ALYSSUM

require or solicit payment of fees in excess of $500 more than six

months in advance of services rendered.

It is ALYSSUM’s policy to avoid engaging in prohibited transactions.

ALYSSUM may only charge fees for investment advice about products

for which ALYSSUM and/or its related persons do not receive any

commissions or 12b-1 fees.

Fees may be deducted from client’s assets or billed to the Clients. This

arrangement will be negotiated prior to the execution of the contract and

indicated within. Fees will be paid periodically, at the determination of

the ADVISER or per the contract with the client. The fee, if based on

assets, will be based on the market value of the account as of the close of

business on the last business date of the previous quarter. The fee will

be assessed promptly by ALYSSUM.

Client is responsible for paying (i) all expenses of transfer, receipt,

safekeeping, servicing and accounting for the account, including all

10

custodial fees charged by the custodian; (ii) all broker’s commission and

other charges incidental to the purchase, sale or lending of the account,

and (iii) all taxes or other fees payable by or with respect to client

federal, state or other government agencies. Expenses will be paid by

client directly or by directing the custodian to pay such expenses.

Fees are typically billed in arrears on a quarterly basis. If a third party

adviser contract dictates otherwise or a Client requests as much, billing

may be done otherwise. If the effective date of termination of the

contract occurs during the quarter in which the notice of termination is

given and is other than the last day of a calendar quarter for which

ALYSSUM has received payment, ALYSSUM shall be entitled to retain

its entire fee for such quarter; provided that if the termination date

extends beyond the last day of the quarter in which the notice is given

and into a new calendar quarter for which ALYSSUM has not been

previously paid, the Client shall pay to ALYSSUM a pro rata portion of

its quarterly fee for such additional period. Any such additional fee shall

be paid concurrently with the notice of termination if given by Client

and within 5 business days following the notice of termination by

ALYSSUM.

Neither ALYSSUM nor any of its supervised persons accepts

compensation for the sale of securities or other investment products,

including asset-based sales charges or service fees from the sale of

mutual funds. This practice would present a conflict of interest and

provide an incentive to recommend investment products based on the

compensation received, rather than on a client’s need.

11

ALYSSUM is not affiliated with a broker-dealer or an insurance

company, but will disclose review and disclose any potential conflicts of

interest that may arise.

12

Item 6: Performance Based Fees & Side by Side Management

Performance Based Fees & Side-By-Side

Management

ALYSSUM does not accept performance based fees.

13

Item 7: Types of Clients

Types of Clients

ALYSSUM provides advisory services to the following types of clients:

Individuals (other than high net worth individuals)

High net worth individuals

Pooled Investment Vehicles

Pension and profit sharing plans (other than plan participants)

Charitable organizations

Corporations or other businesses not listed above

State or municipal government entities

Other Investment Advisers

ALYSSUM does not have an account minimum or other restraints.

14

Item 8: Methods of Analysis, Investment Strategies and Risk of Loss

Methods of Analysis, Investment Strategies and

Risk of Loss

METHODS OF ANALYSIS

ALYSSUM uses the following methods of analysis in formulating its

investment advice and/or managing client assets:

ALYSSUM evaluates the experience, expertise, investment

philosophies, and past performance of investments with in an effort to

determine whether that investment has demonstrated the ability to

perform over a period of time and under different economic conditions.

ALYSSUM monitors the investments’ underlying holdings, strategies,

concentrations, and leverage as part of its overall periodic risk

assessment. In addition, as part of ALYSSUM’s process, it will conduct

due diligence on the identified investments’ operations, compliance and

business functions.

The use of an investment also involves the risk that it will deviate from

its stated allocation or past performance. Also, ALYSSUM may be

unaware of changes in its controls, management, systems, or other

business issues that could impact its performance.

15

Past performance does not guarantee future results. Current performance

may be lower or higher than the performance data quoted. The principal

value and investment return of an investment will fluctuate so that the

investment, when redeemed, may be worth more or less than the original

cost. Please consider the investment objectives, risks, charges and

expenses carefully before investing.

Risks for all forms of analysis. ALYSSUM’s analysis methods rely on

the assumption that the investment with which it contracts, the rating

agencies that review the investments, and other publicly-available

sources of information about these investments, are providing accurate

and unbiased data. While ALYSSUM is alert to indications that data

may be incorrect, there is always a risk that ALYSSUM’s analysis may

be compromised by inaccurate or misleading information.

INVESTMENT STRATEGIES

ALYSSUM uses the following strategies in managing client accounts,

provided that such strategies are appropriate to the needs of the client

and consistent with the client's investment objectives, risk tolerance, and

time horizons, among other considerations:

Long-term purchases. ALYSSUM recommends the purchase of

investments with the idea of holding them for the client for a year or,

more likely, longer. ALYSSUM considers these to be "strategic"

investments. Typically ALYSSUM employs this strategy when the

investment is a critical piece of a client’s portfolio and will perform well

versus a set benchmark.

16

A risk in a long-term purchase strategy is that by holding the investment

for this length of time, the client may not take advantage of short-term

gains that could be profitable. Moreover, if ALYSSUM’s predictions are

incorrect, an investment may decline sharply in value before ALYSSUM

makes the recommendation to sell.

Short-term purchases. In contrast to "strategic" investments, are

"tactical" investments. When utilizing this strategy, ALYSSUM

recommends the purchase of investments with the idea of selling them

within a relatively short time (typically less than 18 months, sometimes

less than a year). ALYSSUM does this in an attempt to take advantage

of conditions that it believes will soon result in a price swing in the

securities we purchase.

A short-term purchase strategy poses risks should the anticipated price

swing not materialize; the client is then left with the option of having a

long-term investment that was designed to be a short-term purchase, or

potentially taking a loss.

In addition, this strategy involves more frequent trading than does a

longer-term strategy, and will result in increased transaction-related

costs, as well as less favorable tax treatment of short-term capital gains.

RISK OF LOSS

Securities investments are not guaranteed and the client may lose money

on investments. ALYSSUM asks that clients communicate their

tolerance for risk.

Investing in securities involves risk of loss that clients should be

prepared to bear.

17

Item 9: Disciplinary Information

Disciplinary Information

ALYSSUM is required to disclose any legal or disciplinary events that

are material to a client's or prospective client's evaluation of its advisory

business or the integrity of its management.

ALYSSUM and its management personnel have no reportable

disciplinary events to disclose.

18

Item 10: Other Financial Industry Activities and Affiliations

Other Financial Industry Activities and

Affiliations

ALYSSUM is a standalone state registered investment adviser.

The CEO of ALYSSUM is also a California life and health life

insurance sales agent that is not affiliated with an insurance brokerage

company. He may offer such services to clients directly as an agent.

The CEO may engage in consulting services outside the scope of

ALYSSUM, such as compliance consulting, expert witness or arbitration

and mediation work, or business consulting.

ALYSSUM nor any of its management persons are registered, or have

an application pending to register, as a futures commission merchant,

commodity pool operator, a commodity trading advisor, or an associated

person of the foregoing entities, disclose this fact.

All money managers utilized by ALYSSUM will be licensed as

investment advisers in all applicable states or with the SEC.

19

Item 11: Code of Ethics, Participation or Interest in Client Transactions and

Personal Trading

Code of Ethics

ALYSSUM has adopted a Code of Ethics which sets forth high ethical

standards of business conduct that it requires of its employees, including

compliance with applicable state and federal securities laws.

ALYSSUM and its personnel owe a duty of loyalty, fairness and good

faith towards its clients, and have an obligation to adhere not only to the

specific provisions of the Code of Ethics but to the general principles

that guide the Code.

The Code of Ethics includes policies and procedures for the review of

quarterly statements as well as initial account paperwork that must be

reviewed by the ALYSSUM’ Compliance Personnel. The Code also

provides for oversight, enforcement and recordkeeping provisions.

ALYSSUM’s Code of Ethics further includes the firm's policy

prohibiting the use of material non-public information. While

ALYSSUM does not believe that it has any particular access to non-

public information, all employees are reminded that such information

may not be used in a personal or professional capacity.

A copy of the Code of Ethics is available to ALYSSUM’s advisory

clients and prospective clients. Clients may request a copy by email sent

to moreinfo@alyssumbenefits.com, or by calling at 805-501-0864.

The Code of Ethics is designed to assure that the personal investment

transactions, activities and interests of ALYSSUM’s employees will not

20

interfere with (i) making decisions in the best interest of advisory clients

and (ii) implementing such decisions while, at the same time, allowing

employees to invest for their own accounts.

ALYSSUM and/or the individuals associated with ALYSSUM may buy

or sell for their personal accounts investments identical to or different

from those recommended to its clients. In addition, any related person(s)

may have an interest or position in a certain investment(s) which may

also be recommended to a client.

It is the policy of ALYSSUM that no person employed by ALYSSUM

may purchase or sell any investment prior to a transaction(s) being

implemented for an advisory account, thereby preventing such

employee(s) from benefiting from transactions placed on behalf of

advisory accounts.

As these situations represent actual or potential conflicts of interest to

clients, ALYSSUM has established the following policies and

procedures for implementing a Code of Ethics, to ensure that

ALYSSUM complies with its regulatory obligations and provides its

clients and potential clients with full and fair disclosure of such conflicts

of interest:

1. No principal or employee of ALYSSUM may put his or her own

interest above the interest of an advisory client.

2. No principal or employee of ALYSSUM may buy or sell investments

for his/her personal portfolio(s) where the decision is a result of

information received as a result of his or her employment unless the

information is also available to the investing public.

3. It is the policy of ALYSSUM that no person employed by ALYSSUM

may purchase or sell any investment prior to a transaction(s) being

21

implemented for an advisory account. This prevents such employees

from benefiting from transactions placed on behalf of advisory accounts.

4. ALYSSUM maintains a list of all reportable investment holdings for

ALYSSUM and anyone associated with this advisory practice that has

access to advisory recommendations ("access person"). These holdings

are reviewed on a regular basis by the firm's Chief Compliance Officer

or his/her designee.

5. ALYSSUM has established procedures for the maintenance of all

required books and records.

6. Clients can decline to implement any advice rendered.

7. All of ALYSSUM’s principals and employees must act in accordance

with all applicable Federal and State regulations governing registered

investment advisory practices.

8. We require delivery and acknowledgement of the Code of Ethics by

each supervised person of ALYSSUM.

9. We have established policies requiring the reporting of Code of Ethics

violations to ALYSSUM senior management.

10. Any individual who violates any of the above restrictions may be

subject to termination.

22

Item 12: Brokerage Practices

Brokerage Practices

ALYSSUM selects or recommends third party broker-dealers for

transactions based on best execution.

Research and Other Soft Dollar Benefits. ALYSSUM does not receive

research or other products or services other than execution from a

broker-dealer or a third party in connection with client securities

transactions (“soft dollar benefits”).

Brokerage for Client Referrals. ALYSSUM recommends broker-dealers,

and it may have agreements in place to receive client referrals from a

broker-dealer or third party for such services in the future.

Directed Brokerage. ALYSSUM does not recommend, request or

require that a Client use a specific broker-dealer. Further, a client may

not request its brokerage to be directed.

23

Item 13: Review of Accounts

Review of Accounts

Review of Accounts: Clients receive statements and confirmations of

transactions from the custodian and may receive annual performance

reports, depending on the advisory service requested. ALYSSUM does

not produce any statements; however, it will review performance

quarterly and at account establishment. Presently, the review is

conducted by its Chief Compliance Officer, Thomas Krueger.

Review of Accounts: ALYSSUM does not produce any statements at

this time, however, it will review billings as they occur and at account

establishment.

24

Item 14: Client Referrals and Other Compensation

Client Referrals and Other Compensation

Referrals

ALYSSUM may pay referral fees for introducing clients. Alternatively,

ALYSSUM may receive compensation for referring a client. When we

receive or pay a fee, the solicitor will be required to do the following:

- Provide a copy of this brochure to all prospective clients

- Provide a disclosure statement including the solicitor’s name,

relationship to ALYSSUM, details about the fee, etc.

- As a matter of firm protocol, the fee paid by the client will

not be increased as a result of the referral.

Other Compensation

ALYSSUM and its related persons may pay or receive other forms of

compensation for engaging in its usual business activities. At all times,

ALYSSUM will endeavor to put the interests of its clients first as part of

its fiduciary duty, however, this compensation may create a conflict of

interest, and may affect the judgment of those individuals involved.

25

Item 15: Custody

Custody

ALYSSUM does not maintain custody of client funds.

26

Item 16: Investment Discretion

Investment Discretion

ALYSSUM does not accept discretionary authority to manage accounts

on behalf of clients.

27

Item 17: Voting Client Securities

Voting Client Securities

Unless otherwise instructed to do so, ALYSSUM will vote all client

proxies. Clients have the option to request their voting privileges on the

contract, in which case all voting privileges will be sent to them.

A change in a client’s voting privileges or a copy of ALYSSUM’s proxy

voting policies and procedures may be requested in writing.

Per Rule 206(4)-6 under the Advisers Act, ALYSSUM will vote proxies

in the best interests of clients. ALYSSUM will disclose to clients

information about those policies and procedures, and disclose to clients

how they obtain information on how ALYSSUM has voted their proxies.

ALYSSUM will maintain necessary records relating to proxy voting.

28

Item 18: Financial Information

Financial Information

ALYSSUM does not require or solicit prepayment of more than $500 in

fees per client, six months or more in advance.

ALYSSUM does not have discretionary authority or custody of Client

funds or securities, or require or solicit prepayment of more than $500 in

fees per Client, six months or more in advance.

ALYSSUM has not been the subject of a bankruptcy petition during the

past ten years.

29

Item 19: Requirements for State-Registered Advisers

Requirements for State-Registered Advisers

A. Thomas B. Krueger will act as chief executive officer and chief

compliance officer. This officer is identified in ALYSSUM’s Form

ADV Part 1.

B. ALYSSUM is a single member LLC and standalone investment

adviser, and offers a variety of advisory products. ADVISER will spend

a varying amount of time on each business, but will be actively engaged

as an ADVISER in no less than 10% of its time.

C. Neither ALYSSUM nor any of its supervised persons accepts

performance-based fees.

D. Neither ALYSSUM nor any of its supervised persons have been

involved in any of the following:

1. An award or otherwise being found liable in an arbitration claim

alleging damages in excess of $2,500, involving any of the

following:

(a) an investment or an investment-related business or

activity;

(b) fraud, false statement(s), or omissions;

30

(c) theft, embezzlement, or other wrongful taking of

property;

(d) bribery, forgery, counterfeiting, or extortion; or

(e) dishonest, unfair, or unethical practices.

2. An award or otherwise being found liable in a civil, self-

regulatory organization, or administrative proceeding involving

any of the following:

(a) an investment or an investment-related business or

activity;

(b) fraud, false statement(s), or omissions;

(c) theft, embezzlement, or other wrongful taking of

property;

(d) bribery, forgery, counterfeiting, or extortion; or

(e) dishonest, unfair, or unethical practices.

E. Neither ALYSSUM nor any of its management persons have any

relationship with any issuer of securities.

None of the money managers are compensated with performance-based

fees.

Pursuant to California Code of Regulations, CCR Section 260.238 (k),

ALYSSUM hereby makes the following statement: A conflict inherently

exists between a person or firm that, for compensation, is engaged in the

act of providing advice, making recommendations, issuing reports or

furnishing analyses on securities, either directly or through publications

and the entity compensating it or them.

31

Part 2B of Form ADV: Brochure Supplement

Alyssum Benefits LLC

Item 1 – Cover Page

P.O. Box 1745

Thousand Oaks, CA 91358

Telephone (805) 501-0864

Revised 05/09/2013

- Thomas B. Krueger, MBA

This Brochure Supplement provides information on ALYSSUM’S

personnel listed above and supplements the Brochure. Clients should

have also received a copy of the Brochure. If clients have not received

the firm's Brochure, have any questions about professional designations

or about any content of this supplement, please contact the firm at 805-

501-0864.

Additional information about ALYSSUM’s personnel is available on the

website: www.Adviserinfo.sec.gov.

32

Thomas B. Krueger

Chief Executive Officer

Chief Compliance Officer

Item 2 – Educational Background and Business Experience

Year of Birth: 1973

Education:

MBA Finance, Marshall School of Business, Los Angeles, CA 2005

BA Psychology, UCLA, Los Angeles, CA 1995

Business Background:

- Alyssum Benefits LLC 2013 – Present CEO & CCO

- HUB Int’l Investment Services Inc. 2011 – 2013 President & CCO

- Financial West Group 2009- 2011 Chief Compliance Officer

- SunAmerica Retirement Markets Inc. 2004 - 2009 Asst. Vice

President, Investment Product Management

- Financial West Group 2000- 2004 Compliance Officer

Item 3 - Disciplinary Information

Thomas B. Krueger has no disciplinary disclosures to be reported.

Item 4 - Other Business Activities

Thomas B. Krueger is currently a life and health agent in CA.

Item 5 - Additional Compensation

Thomas B. Krueger receives compensation for providing advisory

services at ALYSSUM.

Item 6 - Supervision

Thomas B. Krueger is the presently the sole owner and operator of

Alyssum Benefits LLC.

33

Item 6 - Requirements for State-Registered Advisers

A. In addition to the events listed in Item 3 of Part 2B above, the

following are disclosed about Thomas B. Krueger:

1. An award or otherwise being found liable in an arbitration claim

alleging damages in excess of $2,500, involving any of the

following:

(a) an investment or an investment-related business or

activity; NO

(b) fraud, false statement(s), or omissions; NO

(c) theft, embezzlement, or other wrongful taking of property; NO

(d) bribery, forgery, counterfeiting, or extortion; NO or

(e) dishonest, unfair, or unethical practices. NO

2. An award or otherwise being found liable in a civil, self-

regulatory organization, or administrative proceeding involving

any of the following:

(a) an investment or an investment-related business or activity; NO

(b) fraud, false statement(s), or omissions; NO

(c) theft, embezzlement, or other wrongful taking of property; NO

(d) bribery, forgery, counterfeiting, or extortion; NO or

(e) dishonest, unfair, or unethical practices. NO

B. If Thomas B. Krueger has been the subject of a bankruptcy petition,

disclose that fact, the date the petition was first brought, and the current

status. Not applicable.