The Trinidad and Tobago Securities and Exchange Commission has not in any way

evaluated the merits of the securities offered hereunder and any representation

to the contrary is an offence.

This Prospectus is based on information available as at

November 1, 2007. This Prospectus is being furnished to

be used solely by you in connection with your consideration

of a purchase of an interest in the Fund and may not be

reproduced or redistributed. This Prospectus is issued by

First Citizens Asset Management Limited which is licensed

under the Financial Institutions Act 1993 to carry on business

of a financial nature which includes the Unit trust class of

business.

No person has been authorised to make any statement, give

any information or make any representations other than

those concerning the Fund or the offering described herein

as set forth in this Prospectus and any such statements,

information or representations if made or given must not be

relied upon.

A copy of the Trust Deed and Rules evidencing the Fund

is available for inspection by Investors upon request at the

Registered Office of the Trustee situated at 45 Abercromby

Street, Port of Spain.

The Abercrombie Fund

1

The Fund 2

Fund Objectives and Investment Guidelines 3

Eligibility Requirements 4

Benefit to Investors 4

Special Risk Considerations 4

Management Fees and Expenses 4

Net Asset Value 6

Description of Units 6

Price of Unit 6

Subscriptions 7

Redemption of Units 7

Distribution 8

Tax Considerations 8

Pursuant to Section 69 of the Securities Industry Act 1995

(SIA), this Prospectus has been filed with the Trinidad and

Tobago Securities and Exchange Commission (SEC) and a

receipt therefore has been issued by the Commission for the

purpose of giving information to the public with regard to the

Abercrombie Fund.

This prospectus contains information to help you make an

informed investment decision and to help you understand your

rights. It contains information about the collective investment

scheme. You are encouraged to read this prospectus in its entirety,

prior to making any investment decisions.

Table of Contents

2

The Fund is an open ended monthly fixed income fund denominated in Trinidad and Tobago currency promoted by First Citizens Bank Limited and managed by First Citizens Asset Management Limited and trusteed by First Citizens Trustee Services Limited to enable investors to participate in the acquisition and ownership of debt instruments, asset backed securities, securities, treasuries and certificates of deposits by the purchase of Units. Ownership of Units in the Fund is to be evidenced by the recording thereof on the Register.

This Prospectus concisely sets forth information a prospective investor should know about the Fund before investing. Investors are solely responsible for deciding whether to invest initially or whether to redeem their investments in whole or in part. Neither First Citizens Asset Management Limited nor First Citizens Bank Limited nor any of the officers, directors, principals, or employees of any of the foregoing entities shall have any obligation or liability to investors with regard to any recommendation, advice or decision made in connection with any investment in the Fund or any redemption from the Fund.

The Trustee provides annualised yield quotations for the Fund which represent the income per Unit paid to the Investor from interest and other realised income on assets of the Fund, over a specified period of time, expressed as a percentage of the current offering price per Unit. A yield quotation may reflect changes in Net Asset Value.

Investments in the fund are not deposits and accordingly are not insured by the Deposit Insurance Corporation and are not guaranteed by the Central Bank of Trinidad and Tobago, First Citizens Bank Limited, any of its subsidiaries or affiliates or any person or corporation. To ensure prudent diversification of the Fund’s portfolio, the Trustee expects that no more than 10% of the Fund’s total assets will be invested in the debt securities of any one corporate issuer. However, this limitation does not apply to debt securities of governments or governmental agencies.

Investment in the Fund is at the sole risk of the investor. Payments of capital and distributions are entirely dependent on the gains and losses derived from the securities and other assets comprising the Fund from time to time. Unlike some bank deposits or other investments which pay a fixed yield for a stated period of time, the yield and total rate of return of the Fund may vary depending upon interest rates, the current market value of the securities held in the Fund’s portfolio, changes in currency exchange rates and changes in the Fund’s expenses.

The Fund

3

The Prospectus does not purport to give legal, tax or financial advice and does not include information relating to events occurring subsequent to its date except as specifically indicated. The delivery of this Prospectus at any time subsequent to its date does not imply that information herein is correct as of any time subsequent to such date.

This Prospectus is not an offer to sell, nor a solicitation of any offer to buy Units in the Fund.

The Fund’s investment objective is to seek, in the first instance, high current income through investment in a range of intermediate to long term high quality debt instruments, treasury bills and notes, certificates of deposit and securities of all kinds including debentures, debenture stock, bonds, commercial paper and other obligations or evidence of debt and other securities issued or guaranteed by companies including securities of or underwritten by affiliates of the Investment Manager, the Trustee or First Citizens Bank Limited or any of them, corporations, governments, states, public bodies and authorities (municipal or local), or other bodies or authorities both present or future in any company, firm, consortium or entity whether situated in Trinidad & Tobago or elsewhere, to preserve capital and to provide growth potential with reduced risks. Interest and principal payments will be invested in similar instruments.

There can, of course, be no assurance that the Fund’s investment objectives will be achieved. The investment objectives of the Fund may be changed without approval by investors in the Fund. If there is a change in the investment objectives of the Fund, investors should consider whether the Fund remains an appropriate investment in light of their then current financial position and need.

The Investment Manager will determine the portfolio mix having regard to the objectives of the Fund, prudent investment criteria, economic and money market conditions, fiscal and monetary policy and underlying security values. The Fund may hold diversified investments in TT$ and US$ among various market, industrial and commercial sectors as are available.

Not more than 20% of the assets of the Fund will be invested in US$ denominated securities. Investments may be diversified not only by issuers and industry, but also by type of security. The Investment Manager will be responsible for the day to day management of the Fund’s investments.

The Fund - CONT’D

Fund Objectives andInvestments Guidelines

4

Investments in Units in the Fund are available in a minimum amount of $500 with subsequent investments in a minimum amount of $100 to all persons whether resident in or citizens of Trinidad and Tobago or not, subject from time to time to any laws restricting such investment.

The Fund offers investors the opportunity to:-

1. Participate in a professionally managed portfolio comprised of high quality debt instruments, treasuries and certificates of deposit and other securities in accordance with the Fund’s Investment Objectives designed to provide a continued flow of returns to the investor while endeavouring to maintain the value of capital invested.

2. Achieve a level of investment diversification which may otherwise not be attainable by many individual and institutional investors.

3. Invest in a convenient way without the administrative and record keeping burdens normally associated with the direct ownership of securities.

All investments entail risks. No investment is suitable for all investors. The Fund is designed as a monthly fixed income fund for investors with short to medium term investment horizons and who have the financial ability and willingness to accept the risk associated with the investment objectives set for the Fund. Investors should recognize that the value of securities and the income earned on them may fluctuate according to the earnings of the issuers, fluctuations in currency exchange rates and changes in economic and money market conditions.

The Trustee/CustodianThe Trustee/Custodian of the Fund is First Citizens Trustee Services Limited of 45 Abercromby Street, Port of Spain. For the services rendered to the Fund on a quarterly basis the Trustee/Custodian will receive a fee of 0.25% per annum on

Eligibility Requirements

Benefit to Investors

Special Risk Considerations

Management Fees and Expenses

5

Management Fees and Expenses - Cont’d

the Average Net Asset Value of the Fund and reimbursement for all out of pocket expenses incurred in carrying out its function and duties as Trustee/Custodian.The Investment ManagerThe Investment Manager is First Citizens Asset Management Limited of 50 St. Vincent Street, Port of Spain.

Pursuant to an Investment Management Agreement and the Investment Guidelines, the Investment Manager will manage the investment of the Fund and provide financial advice, guidelines and directions to the Trustee.

Subject to the Investment Guidelines, the Manager may invest the assets in:-

(a) securities, obligations and deposit instruments and facilities of First Citizens Bank Limited and other affiliates of First Citizens Bank Limited (collectively “Affiliates”);

(b) shares of mutual funds sponsored, advised or distributed by Affiliates; and

(c) securities underwritten by Affiliates.

The Investment Manager will receive a fee for services rendered to the Fund of up to a maximum of 2.5% per annum of the Average Net Asset Value of the Fund to be paid quarterly.

In addition, the Investment Manager will be reimbursed for all expenses, commission, fees, charges and other payments made to third parties for brokerage, sub-custodian and other services.

Subject to the provisions of the Investment Management Agreement, the Manager will enter into such transactions on behalf of the Fund as are, in the judgement of the Investment Manager, in the best interest of the Fund. Subject to the foregoing the Investment Manager and the Affiliates may from time to time:-

(i) own or otherwise have interest in securities held, purchased or sold for the Fund;

(ii) purchase or sell such securities for other customers of the Affiliates;

(iii) have banking relationships with companies whose securities are held, purchased or sold for the Fund;

6

(iv) deduct any commissions payable to any third party in connection with dealings in respect of the Fund; and

(v) deal on the Fund’s behalf with any Affiliates as long as in the case of each of the foregoing clauses the applicable terms are, in the judgment of the Investment Manager, as favourable to the Fund as would be obtained from a non-affiliated party.

The Promoter/Distribution AgentThe Promoter/Distribution Agent is First Citizens Bank Limited of 9A Queen’s Park East, Port of Spain.

Value of the Fund will be paid quarterly to the Distribution Agent.

The determination of Net Asset Value will be based upon the value of the portfolio securities, less account fees, commissions and withholding tax (if any) and other such administrative expenses as the Trustee may deem appropriate for the Fund. Determination of the Average Net Asset Value will be based on the aggregate Net Asset Value for each day within a particular period divided by the number of days in such period for which the Average Net Asset Value is being calculated.

Management Fees and Expenses - Cont’d

Net Asset Value

Description of Units

The Fund is constituted as an open-ended Mutual Fund and accordingly there is no limit to the number of Units which may be issued. An investor in Units in the Fund will have an interest in an undivided proportion of the assets of the Fund.

Each Unit participates equally in the distribution of net income and participates and ranks equally in respect of the assets of the Fund. Each Unit entitles a holder to one vote at any meeting of holders in which a poll is demanded.

A register of investors will be maintained by the Trustee of the record of ownership of Units.

The initial subscription of each Unit in the Fund is $20 each up to such date as the Trustee and the Investment Manager

Price of Unit

7

may determine. Thereafter the subscription price shall be the Net Asset Value per Unit.

The Trustee determines the Net Asset Value per Unit at the close of business on each day that banks are not required to close by virtue of any law or regulation or by the Central Bank of Trinidad and Tobago.

The minimum initial investment in Units in the Fund is $500. Thereafter, additional subscriptions of at least $100 may be made at any time except in respect of re-investment of distributions, in which event subscriptions may be less than $100.

All subscriptions shall be made by completing the Application Form available at all branches of First Citizens Bank Limited and First Citizens Asset Management Limited.

All subscriptions are subject to acceptance by the Trustee on behalf of the Fund and no subscription shall be honoured unless funds equal to the full subscription have been paid. If a subscription is rejected, all monies received with same will be returned immediately without interest within three business days of receipt of such monies.

A holder may redeem any or all of his Units in the Fund at any time upon written notice to the Trustee through any Distribution Agent or any branch of any of them specifying the number of Units to be redeemed. The redemption price will be determined based on the Net Asset Value per Unit. Redemption of Units jointly held may be authorised by any one of the joint holders.

A redemption request for amounts of not more than $100,000 will be redeemed on the day of the request during the hours of 9am to 2pm.

A redemption request for amounts in excess of $100,000 but less than $250,000 or 1% of the total Net Asset Value (whichever is lower) will be redeemed within three business days of receipt of such request.

The Fund’s ability to effect timely redemption for any one investor in excess of $250,000 or 1% of the total Net Asset

Subscriptions

Redemption of Units

Price of Unit - Cont’d

8

Value (whichever is lower) during a 60 day period will be subject to general market conditions. Units in excess of this limit may, at the sole discretion of the Trustee, be redeemed in specie in proportion to the underlying assets. Where Units are redeemed in specie any costs incurred will be for the investor’s account.

The Trustee may, without giving reason, therefore and without liability at any time in its sole discretion redeem some or all of the Units of an investor.

There is no charge to redeem Units in the Fund.

The Trustee may, at its discretion, on the distribution date, in respect of any calendar month declare a distribution to all investors on the last day of each calendar month out of the net profit and accretions to the Fund, if any, in such month after deduction of fees and expenses.

An investor on application must elect to receive distributions either by way of deposit into an account held by the investor with First Citizens Bank Limited or by re-investment in additional Units purchased at their Net Asset Value on the date of purchase.

Interest income of the Fund will be subject to a deduction of tax according to the law. Distributions paid to the Fund other than interest are currently free from tax in accordance with current law.

Distributions made by the Fund to individuals resident in Trinidad and Tobago are not subject to further taxation.

Distributions to investors will be subject to tax (to be deducted by the Trustee before distribution) at such rate in accordance with applicable law from time to time.

Corporate investors will be paid distributions without tax deductions, however, such distributions should be included in such investors’ tax return.

While the foregoing is a brief summary of some relevant tax considerations, investors should ascertain the impact of taxes on their investment by consulting their own Tax Advisor.

Redemption of Units - Cont’d

Distributions

Tax Considerations