Disclosures

|  Average Price Confirmations

Subject to applicable regulatory requirements, B. Riley & Co. may execute your order in more than one transaction over a period of time, or, in certain markets, aggregate your order with other orders. In such instances, B. Riley & Co. will provide you with a confirmation noting that the aggregate amount of securities purchased or sold in your account received a single “average price”. B. Riley & Co. will provide you with information about individual executions at your request.

| Best Execution

B. Riley & Co. seeks to execute its customers' orders at the most favorable terms reasonably available under prevailing market conditions.

| BrokerCheck

Created by FINRA in 1988, and formerly known as the Public Disclosure Program, FINRA BrokerCheck provides investors with an easy, free way to learn about the professional background, business practices, and conduct of FINRA registered firms and their brokers. To request information under this program, visit the FINRA Web site at brokercheck.finra.org, or call (800) 289-9999. Through this internet site or hotline, you can request a public report of background information on FINRA registered firms and their brokers. This report reflects information provided by the broker, the firms, and regulators as part of the securities industry’s registration and licensing process.

| Disclaimer

The material located on the B. Riley & Co. website is for informational purposes only and is not intended as a solicitation to buy or sell any securities or other financial instrument or to provide any investment advice or service. Information included on our website is subject to change at any time. The firm does not guarantee the timeliness, sequence, accuracy or completeness of information included on this website. Past performance should not be taken as an indication of guarantee of future performance and no representation, express or implied, is made regarding future performance.

The firm can only conduct business if registered in states where registration is required or if business is exempt under State requirements. Check with your representative or contact our Compliance Department to get a list of states we are currently registered in. B. Riley & Co. a registered member of the Financial Industry Regulatory Authority (FINRA) and the Securities Investor Protection Corporation (SIPC).

The firm does not provide tax advice; clients should contact their attorney, accountant, or other tax adviser regarding tax matters.

The firm does not take responsibility for content contained at hyperlinked sites.

B. Riley & Co. may make markets and effect transactions, including transactions contrary to any recommendations herein, or have positions in the securities mentioned herein (or options with respect thereto) and may also have performed investment banking services for the issuers of such securities. In addition, employees of B. Riley & Co. may have positions and effect transactions in the securities or options of the issuers mentioned herein and may serve as directors of such issuers.

For additional information, please contact B. Riley & Co. at (310) 966-1444.

| Customer Identification Program

To help the government fight the funding of terrorism and money laundering activities, the USA PATRIOT Act requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account.

What this means for you: When you open an account, we will ask for your name, address, date of birth and other information that will allow us to identify you. We may also ask to see your driver’s license or other identifying documents.

| Email Disclaimer

Any recommendation contained in any email may not be suitable for all investors. Moreover, although the information contained herein has been obtained from sources believed to be reliable, its accuracy and completeness cannot be guaranteed. B. Riley & Co. may make markets and effect transactions, including transactions contrary to any recommendation herein, or have positions in the securities mentioned herein (or options with respect thereto) and may also have performed investment banking services for the issuers of such securities. In addition, employees of B. Riley & Co. may have positions and effect transactions in the securities or options of the issuers mentioned herein and may serve as directors of such issuers. For additional information, contact B. Riley & Co. at (888) 295-0155. © 2008

| "Held" or "Not Held" Orders

When you place an order with your sales representative, you may specify that your order is handled on either a “not held” or “held” basis. A “not held” order means that you have given B. Riley & Co. discretion to exercise its judgment to obtain the best execution of your order. If given a “held” order, B. Riley & Co. will not have discretion on handling your order and must execute it at the prevailing market price; or, if it’s a “held” limit order, any execution will take place at the limit price or better, if available.

As “not held” orders give B. Riley & Co. the flexibility to work your order to seek to obtain the best execution reasonably available under the prevailing circumstances, your orders will be treated as “not held” unless we are specifically instructed to treat the order differently. Please note that, under FINRA Rules, a “not held” order does not have price protection. Consequently, there is no Limit Order Protection (i.e. no Manning obligation) for these orders and B. Riley & Co. is not required to match incoming market orders with unexecuted better-priced limit orders. Nonetheless, any purchase and sale transactions must be consistent with our efforts to provide best execution of your orders. The only exception to this privacy policy is good 'till cancelled (GTC) ordered which the firm treats as "held".

Please notify your sales representative at the time you place your order if you wish your order to be treated other than “not held”.

| Instant Messaging

Please note that any instant messages received or written by B. Riley & Co. personnel are subject to archiving, monitoring and decryption. Instant messages and email may be reviewed by or disclosed to someone other than the recipient.

| Limit Order Display

The Limit Order Display Rule obligates the firm to reflect the price and full size of a customer's limit order (whether the Firm's customer or the customer of another broker-dealer) in the Firm's quote, if the order would improve the Firm's quote. The Rule applies to common stock, preferred stock, and convertible preferred stock. In addition, if the Firm's bid or offer is equal to the National Best Bid or Offer, the size of any customer limit order that equals the bid or offer and represents more than a de minimis change in size must be displayed. The SEC defines de minimis as size that is equal to or less than 10% of the Firm's quotation size. One exception to this Rule allows for customers to request that their limit orders not be displayed, either at the time of the order or prior thereto, pursuant to agreements with our customers. B. Riley & Co. will treat your limit order as “not displayed” unless specifically told to display the order. Please notify your sales representative at the time you place your order if you wish your limit order to be displayed.

| Margin Disclosure

Securities purchased on margin are collateral of B. Riley & Co. and our clearing firm, Goldman Sachs Execution & Clearing for the loan to you. If the securities in your account decline in value, so does the value of the collateral supporting your loan, and, as a result, the firm can take action, such as issue a margin call and/or sell securities or other assets in any of your accounts held with us, in order to maintain the required equity in the account. It is important that you fully understand the risks involved in trading securities on margin. These risks include the following:

1. You can lose more funds than you deposit in the margin account.
2. The firm can force the sale of securities or other assets in your account(s).
3. The firm can sell your securities or assets without contacting you.
4. You are not entitled to choose which securities or other assets in your account(s) are liquidated or sold to meet a margin call.
5. The firm can increase its "house" maintenance margin requirements at any time and is not required to provide you advance written notice.
6. You are not entitled to an extension of time on a margin call.

| "Net" Trading

B. Riley & Co. is a market maker in a number of NASDAQ, OTCBB and Pink Sheet securities; as such we have the capability to execute orders on a “net” basis. A "net" transaction is defined as a principal transaction in which a market maker, after having received an order to buy (sell) an equity security, purchases (sells) the equity security at one price (to/from another broker-dealer or another customer) and then sells to (buys from) the customer at a different price.

For our Institutional Customers, unless instructed otherwise at the time the order has been placed, B. Riley & Co. may treat your order as a “net” transaction. Please notify your sales representative at the time you place your order if you do not wish your order to be transacted on a “net” basis.

For our Non-Institutional Customers, such as those with retail accounts, if you would like to effect a transaction on a “net” basis you must provide written consent to B. Riley & Co. on an order-by-order basis prior to B. Riley & Co. executing any portion of said order. All orders that are not transacted on a “net” basis may be imposed a commission.

| Order Flow Disclosure

Remuneration in the form of cash, liquidity rebates, order swapping or other reciprocal arrangements may be received by B. Riley & Co. for directing orders to specific brokers and dealers or market centers for execution. When such remuneration is received it is considered compensation to the firm. The source and amount of such remuneration, if any, will be furnished to you upon written request. Absent specific instructions from customers, all orders received that the subject of payment for order flow are directed to the source that offers customers the best execution.

Notwithstanding the previous paragraph regarding payment for order flow, B. Riley & Co. selects certain market centers to provide execution of over-the-counter and exchange-listed securities transactions which agree to accept orders, transmitted electronically up to a specified size, and to execute them at or better than the national best bid or offer (NBBO). On certain larger orders, or if the designated market centers do not make a market in the subject security, B. Riley & Co. directly contacts market centers to obtain an execution. The designated market centers to which orders are automatically routed are selected based on the consistent high quality of their executions in one or more market segments and their ability to provide opportunities for executions at prices superior to the NBBO.

| Privacy Policy

In addition to the privacy policies of our clearing firm, Goldman Sachs Execution & Clearing, a Goldman Sachs company (www2.goldmansachs.com/privacy_policy.), B. Riley & Co. has in place policies and procedures to ensure that our client’s privacy is protected.

It is the policy of B. Riley & Co. not to disclose our clients’ nonpublic personal information except to our affiliates servicing your account, to non-affiliated third party service providers as allowable by law, or in response to inquiries from regulators or government authorities. Information is shared with our affiliates and vendors servicing your account only in the ordinary course of business. In all other cases where information is shared, express written consent must be acquired from the client. Any party that receives this information will use it only for the services required and as allowable under law, and is not permitted to share this information for any other purpose.

In the normal course of business, information pertaining to your account may be shared with non-affiliated third parties that perform various services for us such clearing firms, custodians, auditors and attorneys, and other non-affiliated third parties as required or permitted by law, such as regulatory bodies. Non-public information that B. Riley & Co. receives from you on your new account documents and/or other forms, includes, but is not limited to, your name, address, telephone number, occupation, social security number or tax identification number, and information pertaining to your financial status (i.e. net worth, annual income, etc).

Access to client information within B. Riley & Co. will be limited to those employees and service providers who are involved in offering or administering the products and services that we offer. We maintain physical, electronic and procedural safeguards that comply with federal standards to guard your nonpublic information.

B. Riley & Co. will adhere to these policies for both current and former clients and will notify customers of our policy at the time the relationship is established and annually thereafter. In the event that it becomes necessary to disclose any nonpublic information in a means inconsistent with this policy we will provide you with advance notice so that you will have the opportunity to opt out of such disclosure should you choose.

| Registered Representative

On the front page of the Goldman Sachs Execution & Clearing (GSEC) monthly statements and on customer trade confirmations it reflects “BR” as the registered representative assigned to your account. “BR” signifies that your account, custodied at GSEC, is a B. Riley & Co. account. If you would like to know which sales representative within B. Riley & Co. is responsible for servicing your account please contact the Operations Department at 310-966-1444 or via email to operations@brileyco.com.

| SEC Regulation 605 (formerly Rule11Ac1-5): Monthly Report on Quality of Executions

Because B. Riley & Co. is a market maker, the firm is required to make publicly available reports that categorize order executions and include statistical data about execution quality.

B. Riley currently qualifies for a volume exemption.

| SEC Regulation 606 (formerly Rule11Ac1-6): Quarterly Report on Routing of Customer Orders

SEC Regulation 606 requires all brokerage firms to make publicly available quarterly reports on their order routing practices. The report provides information on the routing of "non-directed orders" - any order that the customer has not specifically instructed to be routed to a particular venue for execution. For these non-directed orders, B. Riley & Co. has selected the execution venue on your behalf.

The report is divided into four sections: one for securities listed on the New York Stock Exchange, one for securities listed on the Nasdaq Stock Market, one for securities listed on the American Stock Exchange or regional exchanges, and one for exchange-listed options. For each section, this report identifies the venues most often selected by B. Riley & Co., sets forth the percentage of various types of orders routed to the venues, and discusses the material aspects of B. Riley & Co.'s relationship with the venues.

Please use the following link to view transaction data per SEC Regulation 606: click here.

| Short Selling and "Locates" of Borrowing Securities

Subject to certain limited exemptions, before executing a short sale, B. Riley & Co. is required to borrow, arrange to borrow, or otherwise have reasonable grounds to believe that the security sold short can be borrowed for delivery by settlement date. This process is commonly referred to as “obtaining a locate.” A locate is not a guarantee that securities will actually be available for lending and delivery on the settlement date or that the lender will not thereafter require the return of the borrowed securities. If a sufficient quantity of securities is not available from our clearing firm’s inventory, B. Riley & Co. or our clearing firm may, among other things, contact third-party lenders to ascertain whether they have securities available for lending. If B. Riley & Co or our clearing firm determines that there are reasonable grounds to believe that a sufficient quantity of securities is borrowable, B. Riley & Co. may proceed to execute the short sale on behalf of your account. If B. Riley & Co. or its clearing firm is unable to determine that the shares can be borrowed, the order will not proceed at that time.

If the order is executed and the securities are not available for borrowing for any reason by the settlement date, you as the seller will “fail to deliver” to the purchaser. A purchaser or securities lender may, at any time after the giving of any required notice, buy-in the securities that were not timely delivered and you will be responsible for all losses and costs of the buy-in. You agree to be responsible for any cost or loss B. Riley & Co. and/or our clearing firm may incur in, or the cost our clearing firm may incur in obtaining the securities if the clearing firm is unable to borrow such securities. This includes costs associated with borrowed stock that is “easy to borrow” and later determined “hard to borrow” as determined by our clearing firm. You appoint our clearing firm, Goldman Sachs Execution and Clearing, as agent to complete all such transactions and authorize our clearing firm to make advances and expend monies as are required. With respect to short positions maintained by you over a corporate action record date, our clearing firm will, on the relevant payment date for such corporate action, if any, charge your account for money or property equal in value to the cost of such corporate action attributable to your short position, including the costs of any lost tax benefits for the lenders. You acknowledge that our clearing firm may source a borrow of securities from its own proprietary accounts or from customer margin shares.

You are ultimately responsible for the delivery of securities on the settlement date, the consequences of a failure to deliver and the timely return of securities borrowed on your behalf and all costs associated with such borrowings, including costs relating to any corporate actions.

| SIPC

B. Riley & Co. is a member of the Securities Investor Protection Corporation (“SIPC’). SIPC plays an important role in the overall system of investor protection in the United States by, in certain specified situations, restoring funds to investors with assets in the hands of bankrupt and otherwise financially troubled brokerage firms. You may obtain more information about SIPC, including a brochure entitled How SIPC Protects You, by contacting SIPC at:

Securities Investor Protection Corporation
805 15th St. NW, Suite 800
Washington, DC 20005-2215
Tel: (202) 371-8300
Fax: (202) 371-6728
Email: asksipc@sipc.org

You may also visit SIPC’s website at www.sipc.org. SIPC currently provides $500,000 of net equity protection, including $100,000 for claims for cash. In addition to the customer account protection provided by SIPC, our clearing firm, Goldman Sachs Execution & Clearing (GSEC), maintains an Excess SIPC Bond which in the case of GSEC’s liquidation provides for replacement or payment up to the net equity of all eligible securities and cash in a customer’s account in excess of the $500,000 limit provided by SIPC.