Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - Form990 Department of the Treasury Internal Revenue SerVIce benefit trust or private foundation) A For the 2009 calendar year, or tax year beginning 01-01-2009 and ending 12-31-2009 Check if applicable Please Return of Organization Exempt From Income Tax Under section 501(c), 527, or 4947(a)( 1) of the Internal Revenue Code (except black lung 20 09 OMB No 1545-0047 Open to PUDlic organiza ion may ave 0 use a copy repor ing reqUIremen Inspection Name of organization Chamber of Commerce of the USA Employer identi?cation number _Address change use IRS 53-0045720 label or Domg Busmess As Telephone number Name change print or I gype'fee (202)463-5590 'a re urn peCI "3 Number and street (or 0 box if mail is not delivered to street address) Room/swte 1615 Street NW Gross receipts 214,784,371 _Tenninated tions. Arnended return City ortown, state or country, and ZIP 4 Application pend ing Washington, DC 200622000 Name and address ofprinCIpal officer H(a) Is this a group return for Stan Harrell affiliates? Yes I7 No 1615 Street NW Washington, DC 200622000 H(b) Are all af?liates included? Yes No If"No," attach a list (see instructions) 1 Tax?exempt status I7 501(c) 6) 1 (Insert no) 4947(a)(1) or 527 Group number I. Website: F- uschamber com Form of organization '7 Corporation Tant Assoaation 0ther ma: 1 Summary Briefly describe the organization?s mi55ion or most Significant actIVIties To advance human progress through an economic, (Please see Schedule 0 forthe continuation)po itica , and somal system based on IndIVIduaI freedom, incentive, opportunity and responSIbility Year of formation 1915 State of legal domICIle DC a a 1:5 2 Check this box Ir]? ifthe organization discontinued its operations or disposed of more than 25% ofits net assets 25 3 Number ofvoting members ofthe governing body (Part VI, line 1a) 3 149 4 Number ofindependent voting members ofthe governing body (Part VI, line 1b) 4 145 5 Total number ofemployees (PartV, ine 2a) 5 485 6 Total number ofvolunteers (estimate if necessary) 6 0 7a Total gross unrelated busmess revenue from Part column (C), line 12 7a 514,130 Net unrelated busmess taxable income from Form 990-T, line 34 7b 0 Prior Year Current Year Contributions and grants (Part line 1h) 139,924,246 205,434,412 Program serVIce revenue 29) 1,482,324 2,602,476 10 Investmentincome (A), lines 3,4,and 7d) 674,682 91,594 I: 11 Other revenue 5,6d,8c,9c,10c,and11e) 5,031,773 6,489,327 12 Total revenue?add lines 8 through 11 (must equal Part column (A), line 12) 147,113,025 214,617,809 13 Grants and Similar amounts paid (Part IX, column (A), lines 1?3) 0 14 Benefits paid to or for members (Part IX, column (A), line 4) 0 15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5? 10) 65,024,658 67,076,941 16a Professmnalfundraismg fees (PartIX,co umn (A), line 11a) 483,328 483,328 3 Total fundraismg expenses (Part column (D), line 25) II-O 17 Other expenses (PartIX,co umn 11a?11d,11f?24f) 84,131,054 143,172,070 18 Totalexpenses Add lines 13?17 (must equalPartIX,co umn (A), line 25) 149,639,040 210,732,339 19 Revenue less expenses Subtract line 18 from line 12 -2,526,015 3,885,470 3 Beginning of Current End of Year a; Year 33 20 Totalassets (Part X, ine 16) 76,297,007 85,648,431 5E 21 Totalliabilities (Part X, ine 26) 105,313,412 110,289,291 :3 22 Net assets orfund balances Subtract line 21 from line 20 -29,016,405 -24,640,860 Signature Block Under penalties of perjury, Ideclare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it IS true, correct, and complete Declaration of preparer (other than officer) IS based on all information of which preparer has any knowledge Sign 2010?11?12 He re Sig nature of officer Date Stan Harrell SVP, CFO CIO Type or print name and title Preparer's Date Check if Preparer?s identifying number . SI nature Howard LEVEHSOH self? (see instructions) Paid empolyed II Preparer's Firm?s name (or yours Ernst and Young self?employed), address, and ZIP 4 1101 New York Avenue NW Phone no I- (202) 327?6000 Washington, DC 20005 May the IRS discuss this return With the preparer shown above? (see instructions) I7 Yes No For Privacy Act and Paperwork Reduction Act Notice, see the separate instructions. at 1 1 28 2Y Form 990 (2 00 9) Form 990 (2009) Page 2 Statement of Program Service Accomplishments 1 Briefly describe the organization?s missmn The Chamber ofCommerce serves Its members and the nation's busmess community by national economic and Issues and by helping legislators and national leaders to shape and proposals to fosterthe development ofAmerican busmess 2 Did the organization undertake any Significant program serVIces during the year which were not listed on the priorForm990 or990-EZI_Yes If?Yes,? describe these new serVIces on Schedule 0 3 Did the organization cease conducting, or make Significant changes in how it conducts, any program If?Yes,? describe these changes on Schedule 0 4 Describe the exempt purpose achievements for each ofthe organization?s three largest program serVIces by expenses Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are reqUIred to report the amount ofgrants and allocations to others, the total expenses, and revenue, ifany, for each program serVIce reported 4a (Code (Expenses including grants of (Revenue Research and track issues affecting the busmess community and support pro?busmess legislation, regulations, and political actIVIties 4b (Code (Expenses including grants of (Revenue Enhance the competitiveness of busmess in the global marketplace Lobby for busmess' trade agendas and manage programs that educate American companies about trade opportunites 4c (Code (Expenses including grants of (Revenue Work closely With assouations and state and local chambers of commerce to awareness of and involvement in top policy issues and generate grassroots momentum 4d Other program serVIces (Describe in Schedule 0 See also Additional Data for Description (Expenses including grants of$ (Revenue 4e Total program service expensesII-$ Form 990 (2009) Form 990 (2009) Checklist of Required Schedules Page 3 IS the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If ?Yes,? complete Schedule A IS the organization reqUIred to complete Schedule B, Schedule ofContributorS'? . Did the organization engage in direct or indirect political campaign actIVIties on behalfofor in oppOSItion to candidates for public office? If "Yes,?complete Schedule C, Part I Section 501(c)(3) organizations. Did the organization engage in lobbying aCtIVItles7 If "Yes,?complete Schedule C, Part II Section 501(c)(4), 501(c)(5), and 501(c)(6) organizations. Is the organization subject to the section 6033(e) notice and reporting reqUIrement and proxy tax? If "Yes,?complete Schedule C, Part Did the organization maintain any donor adVIsed funds or any Similar funds or accounts where donors have the right to provide advice on the distribution or investment ofamounts in such funds or accounts? If ?Yes,?complete Schedule D, PartI Did the organization receive or hold a conservation easement, including easements to preserve open space, the environment, historic land areas or historic structures? If ?Yes,?complete Schedule D, Part II Did the organization maintain collections of works ofart, historical treasures, or other Similar assets? If "Yes,? complete Schedule D, Part Did the organization report an amount in Part X, line 21, serve as a custodian for amounts not listed in Part X, or prowde credit counseling, debt management, credit repair, or debt negotiation serVIces? If "Yes,? complete Schedule D, Part I Did the organization, directly or through a related organization, hold assets in term, permanent,or quaSI- endowments? If "Yes,?complete Schedule D, Part IS the organization's answer to any ofthe followmg questions "Yes"? If so,complete Schedule D, Parts VI, VII, IX, orXaS applicableDid the organization report an amount for land, bUIldings, and eqUIpment in Part X, line10'r? If ?Yes,?complete Schedule D, Part VI. I Did the organization report an amount for investments?other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 167 If ?Yes,?complete Schedule D, Part VII. Did the organization report an amount for investments?program related in Part X, line 13 that IS 5% or more of its total assets reported in Part X, line 167 If ?Yes,?complete Schedule D, Part Did the organization report an amount for other assets in Part X, line 15 that is 5% or more ofitS total assets reported in Part X, line 16? If ?Yes,? complete Schedule D, Part IX. I Did the organization report an amount for other liabilities in Part X, line 25? If ?Yes,?complete Schedule D, Part X. I- Did the organization?s separate or consolidated finanCIal statements forthe tax year include a footnote that addresses the organization?s liability for uncertain tax pOSItions under FIN 487 If "Yes,?complete Schedule D, Part X. Did the organization obtain separate, independent audited finanCIal statements for the tax year? If ?Yes,?complete Schedule D, Parts XI, XII, and Was the organization included in consolidated, independent audited finanCIal statements forthe tax year? YesiNo If ?Yes,?completing Schedule D, Parts XI, XII, and lS optional . . . . . . . . es Is the organization a school described in section If "Yes,?complete ScheduleE Did the organization maintain an office, employees, or agents outSIde ofthe United States? Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraismg, busmess, and program serwce actIVIties outSIde the United States? If ?Yes, complete Schedule F, Part I Did the organization report on Part IX, column (A), line 3, more than $5,000 ofgrants or aSSistance to any organization or entity located outSIde the '9 If ?Yes,?complete Schedule F, Part II Did the organization report on Part IX, column (A), line 3, more than $5,000 ofaggregate grants or aSSistance to IndIVIduaiS located outSIde the 7 If "Yes,?complete ScheduleF, Part Did the organization report a total of more than $15,000, ofexpenses for profeSSIonal fundraismg services on Part IX, column (A), lines 6 and 11e7 If "Yes,?complete Schedule G, Part I Did the organization report more than $15,000 total offundraISIng event gross income and contributions on Part lines 1c and 8a? If ?Yes,?complete Schedule G, Part II Did the organization report more than $15,000 ofgross income from gaming activities on Part line 9a? If ?Yes, complete Schedule G, Part Did the organization operate one or more hospitals? If ?Yes,?complete Schedule Yes Form 990 (2009) Form 990 (2009Part I and V, line 1 Page 4 Checklist of Required Schedules (continued) Did the organization report more than $5,000 ofgrants and other a55istance to governments and organizations In 21 No the United States on Part IX, column (A), line 17 If "Yes,?complete Schedule I, Parts I and II Did the organization report more than $5,000 ofgrants and other a55istance to IndIVIdualS in the United States 22 on Part IX, column (A), line 2? If ?Yes,?complete Schedule I, Parts I and 0 Did the organization answer ?Yes" to Part VII, Section A, questions 3, 4, or 5, about compensation ofthe organization's current and former officers, directors, trustees, key employees, and highest compensated 23 es employees? If ?Yes,? complete Schedule;1 Did the organization have a tax-exempt bond issue With an outstanding prinCIpal amount of more than $100,000 as ofthe last day ofthe year, that was issued after December 31, 20027 If "Yes,?answer questions 24b?24d and complete Schedule K. If "No, ?go to line 25 24a No Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception? 24b Did the organization maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds? 24C Did the organization act as an ?on behalfof? issuer for bonds outstanding at any time during the year? 24d Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction With a disqualified person during the year? If ?Yes,?complete Schedule L, Part I 25a Is the organization aware that it engaged in an excess benefit transaction With a disqualified person in a prior year, and that the transaction has not been reported on any ofthe organization's prior Forms 990 or If 25b "Yes, complete Schedule L, Part I Was a loan to or by a current orformer officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as ofthe end ofthe organization's tax year? If ?Yes,?complete Schedule L, 25 No Did the organization prowde a grant or other a55istance to an officer, director, trustee, key employee, substantial contributor, or a grant selection committee member, or to a person related to such an indIVIdual? If ?Yes,? 27 N0 complete Schedule L, Part Was the organization a party to a busmess transaction With one ofthe fo 0Wing parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions) A current or former officer, director, trustee, or key employee? If ?Yes,?complete Schedule L, Part 28a Yes A family member ofa current or former officer, director, trustee, or key employee7 If ?Yes,? completeScheduleL,PartIV . . . . . . . . . . . . . . . . . . . IE 28b 0 An entity ofwhich a current orformer officer, director, trustee, or key employee ofthe organization (or a family member) was an officer, director, trustee, or owner7 If ?Yes,?complete Schedule L, Part IV 28?: 0 Did the organization receive more than $25,000 in non-cash contributions? If ?Yes,?complete ScheduleM 29 No Did the organization receive contributions ofart, historical treasures, or other Similar assets, or qualified conservation contributions? If "Yes,?complete Schedule 30 No Did the organization liqUIdate, terminate, or dissolve and cease operations? If ?Yes,?complete Schedule N, 31 0 Did the organization sell, exchange, dispose of, ortransfer more than 25% ofits net assets? If ?Yes,?complete Schedule N, Part II 32 0 Did the organization own 100% ofan entity disregarded as separate from the organization under Regulations sections 301 7701-2 and 301 7701-3? If ?Yes,?complete Schedule R, PartI 33 es Was the organization related to any tax-exempt or taxable entity7 If ?Yes,?complete Schedule R, Parts II, IV, 34 es Is any related organization a controlled entity Within the meaning ofsection 512(b)(13)? If ?Yes,?complete Schedule R, Part V, line 2 35 es Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If ?Yes,? complete Schedule R, Part V, line 2 36 Did the organization conduct more than 5% ofits actIVIties through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If ?Yes,?complete Schedule R, Part VI 37 0 Did the organization complete Schedule 0 and prowde explanations in Schedule 0 for Part VI, lines 11 and 197 Note.A l Form 990 filers are reqUIred to complete Schedule 0 38 Yes Form 990 (2009) Form 990 (2009) Statements Regarding Other IRS Filings and Tax Compliance 12a Page 5 Yes No Enter the number reported In Box 3 of Form 1096, Annual Summary and TransmIttal of U.S. InformatIon Returns. Enter -0- If not appIIcable 1a 435 Enterthe number of Forms W-ZG Included In IIne 1a Enter-O- If not appIIcable 1 0 the organIzatIon comply WIth backup WIthholdIng rules for reportable payments to vendors and reportable gamIng (gambIIng) wmnIngs to prIze wmners? 1c Yes Enter the number ofemployees reported on Form W-3, of Wage and Tax Statements ?led for the calendar year endIng WIth or WIthIn the year covered by thIs 485 Ifat least one Is reported on 2a, dId the organIzatIon ?le all reqUIred federal employment tax returns? Note: Ifthe sum ofIInes 1a and 2a Is greater than 250, you may be reqUIred to e-fIIe thIs return (see 2'3 Yes InstructIons) the organIzatIon have unrelated busmess gross Income of$1,000 or more durIng the year covered by thIs return? 3a Yes If?Yes,? has It ?led a Form 990-T for thIs year? If ?No,?prov1de an explanatIon In Schedule 0 3b Yes At any tIme durIng the calendar year, dId the organIzatIon have an Interest In, or a SIgnature or other authorIty over, a fInanCIal account In a foreIgn country (such as a bank account, securItIes account, or otherfInanCIal account)? 4a N0 If"Yes," enterthe name ofthe foreIgn country II- See the InstructIons for exceptIons and fIlIng reqUIrements for Form TD 90-22 1, Report of ForeIgn Bank and FInanCIal Accounts Was the organIzatIon a party to a prothIted tax shelter transactIon at any tIme durIng the tax year? 5a No any taxable party notIfy the organIzatIon that It was or Is a party to a prothIted tax shelter transactIon? 5b No If?Yes? to Ine 5a or 5b, dId the organIzatIon ?le Form 8886-T, DIsclosure by Tax-Exempt EntIty RegardIng ProthIted Tax ShelterTransactIon7 5C Does the organIzatIon have annual gross receIpts that are normally greaterthan $100,000, and dId the Ga Yes organIzatIon so ICIt any contrIbutIons that were not tax deducthle? If?Yes,? dId the organIzatIon Include WIth every so ICItatIon an express statement that such contrIbutIons or were not tax deducthle? 6b Yes Organizations that may receive deductible contributions under section 170(c). the organIzatIon recere a payment In excess 0f$75 made partly as a contrIbutIon and partly for goods and 7a serVIces prOVIded to the payor? If?Yes,? dId the organIzatIon notIfy the donor ofthe value ofthe goods or serVIces provIded? 7b the organIzatIon sell, exchange, or otherWIse dIspose oftangIble personal property for It was reqUIred to fIleForm8282? 7C If?Yes,?IndIcate the number of Forms 8282 ?led durIng the year . . . . I 7d I the organIzatIon, durIng the year, recere any funds, dIrectly or IndIrectly, to pay prequms on a personal bene?t contract? 7e the organIzatIon, durIng the year, pay prequms, dIrectly or IndIrectly, on a personal bene?t contract? 7f For all contrIbutIons Intellectual property, dId the organIzatIon ?le Form 8899 as reqUIred? 79 For contrIbutIons ofcars, boats, aIrplanes, and other vehIcles, dId the organIzatlon ?le a Form 1098-C as reqUIred'? 7" Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. the supportIng organIzatIon, or a donor adVIsed fund maIntaIned by a sponsorIng organIzatIon, have excess busmess holdIngs at any tIme durIng the year? 8 Sponsoring organizations maintaining donor advised funds. the organIzatIon make any taxable dIstrIbutIons under sectIon 49667 9a the organIzatIon make a dIstrIbutIon to a donor, donor adVIsor, or related person? 9b Section 501(c)(7) organizations. nter InItIatIon fees and capItal contrIbutIons Included on Part MM 12 . . . 10a Gross receIpts, Included on Form 990, Part IIne 12, for pubIIc use ofclub 10b Section 501(c)(12) organizations. nter Gross Income from members or shareholders . . . . . . . . . 11a Gross Income from other sources (Do not net amounts due or paId to other sources agaInst amounts due or recered from them11b Section 4947(a)(1) non-exempt charitable trusts. Is the organIzatIon fIlIng Form 990 In of Form 1041'? 12a If?Yes,? enter the amount oftax-exempt Interest recered or accrued durIng the year 12b Form 990 (2009) Form 990 (2009) Page 6 Governance, Management, and Disclosure For each ?Yes? response to ?ms 2 through 7b below, and for a ?No? response to IInes 8a, 8b, or 10b below, descrIbe the CIrcumstances, processes, or changes In Schedule 0. See Instructions. Section A. Governing Body and Management Yes No 1a Enter the number ofvotIng members ofthe governIng body . . 1a 149 Enter the number ofvotIng members that are Independent . . 1b 145 2 any of?cer, dIrector, trustee, or key employee have a famIIy relatIonshIp or a busmess relatIonshIp WIth any other of?cer, dIrector, trustee,or key employee? 2 N0 3 the organIzatIon delegate control over management dutIes customarIIy performed by or underthe dIrect superVISIon ofoffIcers,dIrectors ortrustees,or key employees toa managementcompany or other person? 3 N0 4 the organIzatIon make any SIgnIfIcant changes to Its organIzatlonal documents smce the prI0r Form 990 was ?led? Yes the organIzatIon become aware durIng the year ofa materIal dIverSIon ofthe organIzatIon's assets? No Does the organIzatIon have members or stockholders? No 7a Does the organIzatIon have members, stockholders, or other persons who may elect one or more members ofthe governIng body? 7a No Are any deCISIons ofthe governIng body subject to approval by members, stockholders, or other persons? 7b N0 8 the organIzatIon contemporaneously document the meetIngs held or ertten actIons undertaken durIng the year by the followmg The governIng body? 8a Yes Each commIttee WIth authorIty to act on behalf ofthe governIng body? 8b Yes 9 Is there any of?cer, dIrector, trustee, or key employee Isted In Part VII, SectIon A, who cannot be reached at the organIzatIon? 5 mang address? If? ?,Yes' 'prOVIde the names and addresses In Schedule 0 9 N0 Section B. Policies (ThIs SectIon requests InformatIon about poIICIes not reqUIred by the Internal Revenue Code.) Yes No 10a Does the organIzatIon have local chapters, branches, or 10a Yes If?Yes,? does the organIzatIon have ertten polICIes and procedures governIng the actIVItIes ofsuch chapters, and branches to ensure theIr operatlons are conSIstent WIth those ofthe organIzatIon'? 10b N0 11 Has the organIzatIon prowded a copy ofthIs Form 990 to all members ofIts governIng body before fIlIng the form? 11 No 11A DescrIbe In Schedule 0 the process, Ifany, used by the organIzatIon to reVIew the Form 990 12a Does the organIzatIon have a ertten coanIct ofInterest polIcy? If "No,?go tolIne 13 12a Yes Are offIcers, dIrectors ortrustees, and key employees reqUIred to dIsclose annually Interests that could gIve rIse to coanIcts? 12b Yes Does the organIzatIon regularly and conSIstently monItor and enforce compIIance WIth the polIcy? If?Yes,? descrIbe In Schedule 0 how thIs IS done 12C Yes 13 Does the organIzatIon have a ertten polIcy? 13 Yes 14 Does the organIzatIon have a ertten document retentIon and destructlon polIcy? 14 Yes 15 the process for determInIng compensatlon ofthe followmg persons Include a reVIew and approval by Independent persons, data, and contemporaneous substantIatIon ofthe deIIberatIon and a The organIzatIon's CEO, ExecutIve DIrector, ortop management offICIal 15a Yes Other of?cers or key employees ofthe organIzatIon 15b Yes If"Yes" to lIne a or b, descrIbe the process In Schedule 0 (See InstructIons) 16a the organIzatIon Invest In, contrIbute assets to, or partICIpate In a venture or arrangement WIth a taxable entIty durIng the year? 163 N0 If?Yes,? has the organIzatIon adopted a ertten polIcy or procedure reqUIrIng the organIzatIon to evaluate Its partICIpatIon In Jomt venture arrangements under appIIcable federal tax law, and taken steps to safeguard the organIzatIon?s exempt status WIth respect to such arrangements? 16b Section C. Disclosure 17 LIst the States WIth a copy ofthIs Form 990 IS reqUIred to be 18 SectIon 6104 reqUIres an organIzatIon to make Its Form 1023 (or 1024 IfappIIcable), 990, and 990-T (501(c) (3)5 only) avaIIable for pubIIc InspectIon IndIcate how you make these avaIIable Check all that apply Own webSIte Another's webSIte I7 Upon request 19 DescrIbe In Schedule 0 whether (and Ifso, how), the organIzatIon makes Its governIng documents, coanIct of Interest polIcy, and fInanCIal statements avaIIable to the pubIIc See AddItIonal Data Table 20 State the name, phySIcal address, and telephone number ofthe person who possesses the books and records ofthe organIzatIon II- Stan Harrell 1615 Street NW WashIngton,DC 200622000 (202)463-5590 Form 990 (2009) Form 990 (2009) Page 7 Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees 1a Complete this table for all persons reqUIred to be listed Report compensation for the calendar year ending With or Within the organization's tax year Use Schedule J-2 ifadditional space is needed List all ofthe organization's current officers, directors, trustees (whether indIVIduals or organizations), regardless ofamount ofcompensation, and current key employees Enter -0- in columns (D), (E), and (F) if no compensation was paid List all ofthe organization's current key employees See instructions for definition of "key employee I List the organization?s five current highest compensated employees (otherthan an officer, director, trustee or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organizations List all ofthe organization's former officers, key employees, or highest compensated employees who received more than $100,000 of reportable compensation from the organization and any related organizations List all ofthe organization's former directors ortrusteesthat received, in the capaCIty as a former director or trustee ofthe organization, more than $10,000 of reportable compensation from the organization and any related organizations List persons in the followmg order IndIVIduaI trustees or directors, institutional trustees, officers, key employees, highest compensated employees, and former such persons Check this box ifthe organization did not compensate any current orformer officer, director, trustee or key employee (A) (B) (C) (D) (E) (F) Name and Title Average P05ition (check all Reportable Reportable Estimated hours that apply) compensation compensation amount of other per I from the from related compensation week 3: 3 3.1: organization (W- organizations from the (W- 2/1099- organization and Q. H- ?n MISC) related a 3 3 .3 organizations _il See add'l data Form 990 (2009) Form 990 (2009) Pages 1b Total Ir 13,314,082 202,177 797,791 2 Total number ofindiwduals (including but not limited to those listed above) who received more than $100,000 In reportable compensation from the organizationh-137 Yes No 3 Did the organization list any former officer, director ortrustee, key employee, or highest compensated employee on line 1a? If "Yes,? complete ScheduIleor such indiwdual . . . . . . . . Yes 4 For any indIVIdual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If ?Yes,?complete Schedulleorsuch . . . . . . . . . . . . . . . . . . . . . . Yes 5 Did any person listed on line 1a receive or accrue compensation from any unrelated organization for serVIces rendered to the organization? If "Yes,?complete Schedulleorsuch person . . . . . . . No Section B. Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 ofcompensation from the organization (A) (B) (C) Name and busmess address Description of serwces Compensation National Media Public Affairs 815 Slaters Lane Advertismg sewices 60,772,056 Alexandria,VA 22314 Apco WorldWIde INC PO 9197 gg?ging and PR Consulting 17,370,239 Uniondale, NY 115559197 ACS IT Solutions PO Box 201322 1T sewices 2,995,568 Dallas, TX 75320 Integrated Web Strategy LLC 5330 N12TH Street Communications consulting 1,858,864 Phoenix,AZ 85014 Hunton Williams LLP PO Box 405759 Legal SeNices 1,147,644 Atlanta, GA 303845759 2 Total number ofindependent contractors (including but not limited to those listed above) who received more than $100,000 in compensation from the organization #69 Form 990 (2009) Form 990 (2009) mum Statement of Revenue Page 9 (A) (B) (C) (D) Total revenue Related or Unrelated Revenue exempt busmess excluded from function revenue tax under revenue sections 512, 513, or 514 1% 1a Federated campaigns . . 1a Membership dues . . . . 1b mil:- Fundraismg events . . . . 1c Related organizations . . . 1d 999,996 m? Government grants (contributions) 1e 126,260 All other contributions, gifts, grants, and 1f 204,308,156 '5 3 Similar amounts not included above :2 Noncash contributions included in lines 1a-1f$ ,3 a: Total.Add lines 1a-1f 205,434,412 Busmess Code 2a Sponsorships and royal 711,190 937,521 937,521 :4 Meetings 900,099 558,271 558,271 Publication sales 511,190 542,176 542,176 5 Advertismg 541,800 434,180 434,180 Sales promotion effort 900,099 80,000 80,000 a All other program serVIce revenue 50,328 50,328 '13- Total. Add lines 2a?2f . h- 2,602,476 3 Investment income (including leldendS, interest and other Similar amounts) 921395 921395 Income from investment of tax?exempt bond proceeds 5 Royalties . Real (ii) Personal 6a Gross Rents 712,454 155,563 Less rental 155,563 expenses Rental income 712,454 0 or(loss) Net rental income or (loss) 712,454 712,454 Securities (ii) Other 7a Gross amount 10,198 from sales of assets other than inventory Less cost or 10,999 other ba5is and sales expenses Gain or (loss) ?801 Net gain or(loss) .F "801 "801 83 Gross income from fundraismg events (not including 3 ofcontributions reported on line 1c) See Part IV,line 18 I: a l? :5 Less direct expenses . . . Net income or (loss) from fundraismg events . . 9a Gross income from gaming actiwties See Part IV, line 19 a Less direct expenses . . . Net income or (loss) from gaming actIVIties . . .F 10a Gross sales ofinventory,less returns and allowances a Less cost ofgoods sold . . Netincome sales ofinventory . . Miscellaneous Revenue Busmess Code 11a Affiliate admm charge 561,000 5,760,631 5,760,631 '3 Miscellaneous revenue 900'099 16'242 16'242 All other revenue Total.Addlines 11a?11d I. 5,776,873 12 Total revenue. See Instructions 214,617,809 7,865,169 514,180 804,048 Form 990 (2009) Form 990 (2009) Statement of Functional Expenses Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A) but are not required to complete columns (B), (C), and (D). Page 10 Do not include amounts reported on lines 6bPart vm- Tete' $2331? 1 Grants and other aSSIstance to governments and organIzatIons In the See Part IV, ?ne 21 2 Grants and other aSSIstance to IndIVIdualS In the See Part IV, ?ne 22 3 Grants and other aSSIstance to governments, organIzatIons, and IndIVIdualS outSIde the See Part IV, ?ms 15 and 16 Bene?ts paId to or for members 5 CompensatIon ofcurrent of?cers, dIrectors, trustees, and key employees 9,112,711 6 Compensatlon not Included above, to dIsquaII?ed persons (as de?ned under sectIon 4958(f)(1)) and persons descrIbed In sectIon 4958(c)(3)(B) 7 Other salarIes and wages 44,181,501 PenSIon plan contrIbutIons (Include sectIon 401(k) and sectIon 403(b) employer contrIbutIons) 6,934,989 9 Other employee bene?ts 3,584,669 10 Payroll taxes 3,263,071 11 Fees for serVIces (non-employees) a Management 9,788,884 Legal 1,812,420 AccountIng 448,410 LobbyIng 16,327,244 ProfeSSIonal fundraISIng See Part IV, [me 17 483,328 Investment management fees 19,946 9 Other 12 AdvertISIng and promotIon 71,874,307 13 Of?ce expenses 5,443,287 14 InformatIon technology 7,001,022 15 RoyaltIes 16 Occupancy 4,893,544 17 Travel 7,392,879 18 Payments oftravel or entertaInment expenses for any federal, state, or local pubIIc of?CIals 19 Conferences, conventIons, and meetIngs 4,438,110 20 Interest 767,115 21 Payments to af?IIates 22 DepreCIatIon, depletIon, and amortIzatIon 1,946,132 23 Insurance 24 Other expenses ItemIze expenses not covered above (Expenses grouped together and labeled mIscellaneous may not exceed 5% of total expenses shown on ?ne 25 below) a ContrIbutIon to othero 8,864,508 Bad debt expense 1,882,665 ContrIbutIons to af?II 234,426 Taxes 37,171 All other expenses 25 Total functional expenses. Add ?ms 1 through 24f 210,732,339 26 Joint costs. Check here II- Iffollowmg SO 98-2 Complete thIs Ine only Ifthe organIzatIon reported In column (B)Jomt costs from a combIned educatIonal campaIgn and fundraISIng so ICItatIon Form 990 (2009) Form 990 (2009) Balance Sheet Page 11 (A) (B) Beginning ofyear End ofyear 1 Cash?non-interest-bearing 19,803,520 1 24,937,238 2 Savmgs and temporary cash investments 11,400,662 2 15,142,852 3 Pledges and grants receivable, net 28,373,512 3 30,172,303 4 Accounts receivable, net 1,508,245 4 119,490 5 Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees Complete Part II of Schedule 5 6 Receivables from other disqualified persons (as de?ned under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) Complete Part II of Schedule 6 7 Notes and loans receivable, net 7 Inventories for sale or use 8 9 Prepaid expenses and deferred charges 1,008,154 9 1,562,610 10a Land, bU ld ngS, and eqUIpment cost or other ba5is Complete 46,904,506 Part VI of ScheduleD 10a Less accumulated depreCIation 10b 33,335,610 14,093,841 10c 13,568,896 11 Investments?publicly traded securities 109.073 11 145.042 12 Investments?other securities See Part IV, line 11 12 13 Investments?program-related See Part IV, line 11 13 14 Intangible assets 14 15 Other assets See Part IV, line 11 15 16 Totalassets.Add lines 1 through 15 (must equal line 34) 76,297,007 16 85,648,431 17 Accounts payable and accrued expenses 13.515.775 17 15.868.749 18 Grants payable 18 19 Deferred revenue 121,669 19 415,017 20 Tax-exempt bond liabilities 20 21 Escrow or custodial account liability Complete PartIVof ScheduleD 21 22 Payables to current and former officers, directors, trustees, key 7% employees, highest compensated employees, and disqualified persons Complete Part II of ScheduleL 22 23 Secured mortgages and notes payable to unrelated third parties 5.000.000 23 5.000.000 24 Unsecured notes and loans payable to unrelated third parties 24 25 Other liabilities Complete Part ofSchedule 556.675.5368 25 88.005.525 26 Total liabilities. Add lines 17 through 25 105,313,412 26 110,289,291 m, Organizations that follow SFAS 117, check here II- 7 and complete lines 27 3 through 29, and lines 33 and 34. 27 Unrestricted net assets -80,669,151 27 -86,096,083 28 Temporarily restricted net assets 51,652,746 28 61,455,223 29 Permanently restricted net assets 29 IE Organizations that do not follow SFAS 117, check here h- and complete :5 lines 30 through 34. 30 Capital stock ortrust prinCIpal, or current funds 30 31 Paid-in or capitalsurplus,or and,bUIIding or eqUIpment fund 31 El 32 Retained earnings, endowment, accumulated income, or other funds 32 33 Total net assets or fund balances -29,016,405 33 -24,640,860 2 34 Total liabilities and net assets/fund balances 76,297,007 34 85,648,431 Form 990 (2009) Form 990 (2009) Financial Statements and Reporting 2a 3a Page 12 Accounting method used to prepare the Form 990 Cash I7 Accrual _Other Ifthe organization changed Its method ofaccounting from a prior year or checked "Other," explain In Schedule 0 Were the organization's finanCIaI statements compiled or renewed by an independent accountant? Were the organization's finanCIaI statements audited by an independent accountant? If?Yes,?to 2a or 2b, does the organization have a committee that assumes responSIbility for over5ight ofthe audit, renew, or compilation ofits finanCIaI statements and selection ofan independent accountant? Ifthe organization changed either its over5ight process or selection process during the tax year, explain in Schedule 0 If?Yes? to line 2a or 2b, check a box below to indicate whether the finanCIaI statements for the year were issued on a consolidated ba5is, separate ba5is, or both Separate ba5is I7 Consolidated ba5is Both consolidated and separated ba5is As a result ofa federal award, was the organization reqUIred to undergo an audit or audits as set forth in the Single Audit Act and OMB CircularA-1337 If?Yes,? did the organization undergo the reqUIred audit or audits? Ifthe organization did not undergo the reqUIred audit or audits, explain why in Schedule 0 and describe any steps taken to undergo such audits Yes No 2a 2b 2c 3a 3b Form 990 (2009) Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316028120I SCHEDULE Political Campaign and Lobbying Activities 0MB 1545-0047 (Form 990 or 990-EZ) 20 09 For Organizations Exempt From Income Tax Under section 501(c) and section 527 II- Complete if the organization is described below. Department of the Treasury Internal Revenue Servrce II- Attach to Form 990 or Form 990-EZ. II- See separate instructions. Open to Inspection If the organization answered ?Yes," to Form 990, Part IV, Line 3, or Form 990-EZ, Part VI, line 46 (Political Campaign Activities), then I Section 501(c)(3) organizations Complete Parts I-A and Do not complete Part I-C I Section 501(0) (other than section 501(c)(3)) organizations Complete Parts I-A and below Do not complete Part I-B I Section 527 organizations Complete Part I-A only If the organization answered ?Yes," to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then I Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)) Complete Part II-A Do not complete Part I Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)) Complete Part II-B Do not complete Part II-A If the organization answered ?Yes," to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, line 35a (regarding proxy tax), then I Section 501(c)(4), (5), or (6) organizations Complete Part Name ofthe organization Employer identification number Chamber of Commerce of the USA 53-0045720 Complete if the organization is exempt under section 501(c) or is a section 527 organization. 1 Provrde a description ofthe organization's direct and indirect political campaign activrties in Part IV 2 Political expenditures II- 847,115 3 Volunteer hours Complete if the organization is exempt under section 501(c)(3). 1 Enter the amount ofany excrse tax incurred by the organization under section 4955 II- 2 Enterthe amount ofany excrse tax incurred by organization managers under section 4955 II- 3 Ifthe organization incurred a section 4955 tax, did it file Form 4720 forthis year? Yes No 4a Was a correction made? Yes No If"Yes," describe in Part IV Part I-C Complete if the organization is exempt under section 501(c) except section 501(c)(3). 1 Enter the amount directly expended by the filing organization for section 527 exempt function activrties II- 847,115 2 Enter the amount ofthe filing organization's funds contributed to other organizations for section 527 exempt funtion activrties II- 0 3 Total exempt function expenditures Add lines 1 and 2 Enter here and on Form 1120-PO L, line 17b h- 847,115 Did the filing organization file Form 1120-POL for this year? I7 Yes No State the names, addresses and employer identification number (EIN) ofall section 527 political organizations to which payments were made For each organization listed, enter the amount paid from the filing organization?s funds Also enter the amount of political contributions received that were and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC) Ifadditional space is needed, provrde information in Part IV Name Address (C) EIN Amount paid from Amount Of ?lmg organization's contributions received funds Ifnone, enter -0- and and directly delivered to a separate political organization Ifnone, enter-0- For Privacy Act and Paperwork Reduction Act Notice, see the instructions for Form 990. Cat No 500845 Schedule (Form 990 or 990-52) 2009 Schedule (Form 990 or 990-EZ) 2009 Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)). Page 2 A Check ifthe filing organization belongs to an affiliated group Check ifthe filing organization checked box A and "limited control" apply . . . . Filing Affiliated Lirnits on Lobbying Expenditures Organization's Group (The term expenditures means amounts paid orincurred.) Totals Totals 1a Total lobbying expenditures to influence public opinion (grass roots lobbying) Total lobbying expenditures to influence a legislative body (direct lobbying) Total lobbying expenditures (add lines 1a and 1b) Other exempt purpose expenditures Total exempt purpose expenditures (add lines 1c and 1d) Lobbying nontaxable amount Enterthe amount from the followmg table in both columns If the amount on line 1e, column or is: The lobbying nontaxable amount is: Not over $500,000 20% of the amount on line 1e Over $500,000 but not over $1,000,000 $100,000 plus 15% of the excess over $500,000 Over $1,000,000 but not over $1,500,000 $175,000 plus 10% of the excess over $1,000,000 Over $1,500,000 but not over $17,000,000 $225,000 plus 5% of the excess over $1,500,000 Over $17,000,000 $1,000,000 9 Grassroots nontaxable amount (enter 25% ofline 1f) Subtract line lg from line 1a Ifzero or less, enter -0- i Subtract line 1ffrom line 1c Ifzero or less, enter-0- Ifthere is an amount otherthan zero on eitherline 1h orline 1i,did the organization file Form 4720 reporting section 4911 tax forthis year? es 4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.) Lobbying Expenditures During 4-Year Averaging Period ca'enda' year year 2006 2007 2008 2009 Total beginning in) 2a Lobbying non-taxable amount Lobbying ceiling amount (150% ofline 2a, column(e)) Total lobbying expenditures Grassroots non-taxable amount Grassroots ceiling amount (150% ofline 2d, column Grassroots lobbying expenditures Schedule (Form 990 or 990-EZ) 2009 Schedule (Form 990 or 990-EZ) 2009 Part II-B Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)). Page 3 Yes No A mount During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of Volunteers? Paid staffor management (include compensation in expenses reported on lines 1c through 1i)? Media advertisements? Mailings to members, legislators, or the public? Publications, or published or broadcast statements? Grants to other organizations for lobbying purposes? Direct contact With legislators, their staffs, government offICIals, or a legislative body? Rallies, demonstrations, seminars, conventions, speeches, lectures, or any Similar means? Other actIVItieS7 If"Yes," describe in Part IV Total lines 1c through 1i Did the actIVItieS in line 1 cause the organization to be not described in section 501(c)(3)? If"Yes," enterthe amount ofany tax incurred under section 4912 If"Yes," enterthe amount ofany tax incurred by organization managers under section 4912 Ifthe filing organization incurred a section 4912 tax, did it file Form 4720 for this year? Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6). 1 2 3 Were substantially all (90% or more) dues received nondeductible by members? Did the organization make only in-house lobbying expenditures of$2,000 or less? Did the organization agree to carryover lobbying and political expenditures from the prior yearPart Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) if BOTH Part lines 1 and 2 are answered ?No" OR if Part line 3 is answered ?Yes" Dues, assessments and Similar amounts from members Section 162(e) non-deductible lobbying and political expenditures (do not include amounts of political expenses for which the section 527(f) tax was paid). Current year Carryoverfrom last year Total Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues Ifnotices were sent and the amount on line 2c exceeds the amount on line 3, what portion ofthe excess does the organization agree to carryoverto the reasonable estimate of nondeductible lobbying and political expenditure next year? Taxable amount oflobbying and political expenditures (see instructions) 1 193,352,517 2a 123,521,232 2b 2c 123,521,232 3 132,050,166 4 5 -8,528,934 Supplemental Information Complete this part to provide the descriptions reqUIred for Part l-A, line 1, Part l-B, line 4, Part l-C, line 5, and Part line 1i Also, complete this part for any additional information Identifier Ret urn Reference Explanation Part IV, Supplemental Information The Chamber engaged in public education actIVItieS in support ofitS mISSion, which includes advancmg the interests and concerns ofbusmess, economic growth, and the free enterprise system In purSUIt ofthese goals, the Chamber spends funds directly, or works With other organizations With Similar miSSionS Schedule (Form 990 or 990EZ) 2009 Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316028120I SCHEDULE OMB No 1545-0047 (Form 990) Supplemental Financial Statements 2009 II- Complete if the organization answered "Yes," to Form 990, Depaiiment of the Treasury Part IV12_ Open to Public Internal Revenue Sen/ice II- Attach to Form 990. II- See separate instruct ions. IHSPeCtlon Name of the organization Employer identification number Chamber of Commerce of the USA 53-0045720 Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6. Donor adVIsed funds Funds and other accounts Total number at end ofyear Aggregate contributions to (during year) Aggregate grants from (during year) Aggregate value at end ofyear Did the organization inform all donors and donor adVIsorS in writing that the assets held In donor adVIsed funds are the organization's property, subject to the organization's exclu5ive legal control? Yes No Did the organization inform all grantees, donors, and donor In writing that grant funds may be used only for charitable purposes and not forthe benefit ofthe donor or donor adVIsor, orfor any other purpose conferring impermISSible private benefit YES N0 Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7. 1 D. Purpose(s) ofconservation easements held by the organization (check all that apply) Preservation ofland for public use (e recreation or pleasure) Preservation ofan historically importantly land area Protection of natural habitat Preservation ofa certified historic structure Preservation ofopen space Complete lines 2a?2d ifthe organization held a qualified conservation contribution in the form ofa conservation easement on the last day ofthe tax year Held at the End of the Year Total number ofconservation easements 2a Total acreage restricted by conservation easements 2b Number ofconservation easements on a certified historic structure included in 2c Number ofconservation easements included in achIred after 8/17/06 2d Number ofconservation easements modified, transferred, released, extingUIShed, or terminated by the organization during the taxable year II- Number ofstates where property subject to conservation easement is located II- DoeS the organization have a written policy regarding the periodic monitoring, inspection, handling ofviolations, and enforcement ofthe conservation easements it holds? Yes N0 Staffand volunteer hours devoted to monitoring, inspecting and enforcmg conservation easements during the year II- Amount ofexpenses incurred in monitoring, inspecting, and enforcmg conservation easements during the year Does each conservation easement reported on line 2(d) above satisfy the reqUIrements ofsection 170(h)(4)(B)(i)and 170(h)(4)(B)(ii)7 I?Yes In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and balance sheet, and include, ifapplicable, the text ofthe footnote to the organization's finanCIal statements that describes the organization's accounting for conservation easements Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets. Complete if the organization answered "Yes" to Form 990, Part IV, line 8. 1a Ifthe organization elected, as permitted under SFAS 116, not to report in itS revenue statement and balance sheet works of art, historical treasures, or other Similar assets held for public exhibition, education or research in furtherance ofpublic service, prowde, in Part XIV, the text ofthe footnote to itS finanCIal statements that describes these items Ifthe organization elected, as permitted under SFAS 116, to report in its revenue statement and balance sheet works ofart, historical treasures, or other Similar assets held for public exhibition, education, or research in furtherance ofpublic serVIce, prowde the followmg amounts relating to these items Revenues included in Form 990, Part line 1 (ii)Assets included in Form 990,PartX 2 Ifthe organization received or held works ofart, historical treasures, or other Similar assets forfinanCIal gain, prowde the followmg amounts reqUIred to be reported under SFAS 116 relating to these items a Revenues included in Form 990, Part line 1 AssetSincluded in Form 990,PartX For Privacy Act and Paperwork Reduction Act Notice, see the Int ruct ions for Form 990 at 52 28 3 Schedule (Form 990) 2009 ScheduleD (Form 990)2009 Page 2 Manizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (contmued) 3 Usmg the organization?s accessmn and other records, check any ofthe followmg that are a Significant use ofits collection Items (check all that apply) a Public exhibition cl Loan or exchange programs Scholarly research Other Preservation for future generations 4 Prowde a description ofthe organization?s collections and explain how they further the organization?s exempt purpose In Part XIV 5 During the year, did the organization or receive donations ofart, historical treasures or other Similar assets to be sold to raise funds rather than to be maintained as part ofthe organization?s collection? Yes N0 Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21. 1a Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not included on Form 990,PartX? rYeS If"Yes," explain the arrangement in Part XIV and complete the followmg table Amount Beginning balance Additions during the year Distributions during the year Ending balance 2a Did the organizationinclude an amount on Form 990,Part X,line21? I_Yes If?Yes,?explain the arrangement in Part XIV Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10. (a)Current Year (b)Prior Year (c)Two Years Back (d)Three Years Back (e)Four Yea rs Back 1a Beginning ofyear balance Contributions Investment earnings or losses Grants or scholarships Other expenditures for faCIlities and programs -h Administrative expenses 9 End ofyear balance 2 Prowde the estimated percentage ofthe year end balance held as a Board deSIgnated or quaSI-endowment II- Permanent endowment II- Term endowment II- 0/o 3a Are there endowment funds not in the possessmn ofthe organization that are held and administered forthe organization by Yes No unrelated organizations 3a(i) (ii) related organizations 3a(ii) If"Yes" to 3a(ii), are the related organizations listed as reqUIred on Schedule . . . . . . . . . 3b 4 Describe in Part XIV the intended uses ofthe organization's endowment funds Investments?Land, Buildings, and Equipment. See Form 990, Part X, line 10. Cost or other (b)Cost or other Accumulated Description Of Investment ba5is (investment) ba5is (other) depreCIation BOOK value 1a Land 1,386,342 1,386,342 BUIldings 34,638,469 23,897,963 10,740,506 Leasehold improvements EqUIpment 3,492,168 2,758,562 733,606 Other . . . . . . . . . . . . . . . 7,387,527 6,679,085 708,442 Total. Add lines 1 a- 1e (Column should equal Form 990, Part X, column (B), line II- 13,568,896 Schedule (Form 990) 2009 ScheduleD (Form 990)2009 Page 3 Investments?Other Securities. See Form 990, Part X, line 12. Description ofsecurity or category Method ofvaluation (including name ofsecurity) value Cost or end-of?year market value FinanCIal derivatives Closely-held eqUIty interests Other Total. (Column should equalForm 990, Part X, col (B) line 12) Investments?Program Related. See Form 990, Part X, line 13. Description ofinvestment type Book value Method ofvaluation Cost or end-of?year market value Total. (Column should equalForm 990, Part X, col (B) line 13) Other Assets. See Form 990, Part X, line 15. Description Book value Total.(Column should equal Form 990, Part X, 15Other Liabilities. See Form 990, Part X, line 25. 1 Description of Liability Amount Federal Income Taxes Accrued Actuarial Liabilities 60,680,547 Loans from related organizations 19,717,134 Intercompany accounting 7,607,844 Total. (Column should equalForm 990, Part X, col (B) line 25) p. 33,005,525 2. Fin 48 Footnote In Part XIV, prowde the text ofthe footnote to the organization's finanCIal statements that reports the organization's liability for uncertain tax p05 t 0nS under FIN 48 Schedule (Form 990) 2009 Schedule (Form 990) 2009 Reconciliation of Change in Net Assets from Form 990 to Financial Statements Page 4 1 Totalrevenue (Form 12) 1 214,517,809 2 Totalexpenses (Form 990,PartIX,column 25) 2 210732339 3 Excess or (defICIt) forthe year Subtract lIne 2 from lIne 1 3 3,885,470 4 Net unreaIIzed gaIns (losses) on Investments 4 '11487 5 Donated serVIces and use 5 5 Investment expenses 5 7 PrIor perIod adjustments 7 8 Other(DescrIbe In Part XIV) 8 491,552 9 Total adjustments (net490,075 10 Excess or (defICIt) forthe year perfInanCIal statements CombIne ?ms 3 and 9 10 4375545 Reconciliation of Revenue per Audited Financial Statements With Revenue er Return 1 Total revenue,gaIns,and other support per audIted fInanCIalstatements . . . . . . . 1 262,890,778 2 Amounts Included on Me 1 but not on Form 990, Part Me 12 a Net unreaIIzed gaIns on Investments 2a -1,487 Donated serVIces and use 2b 951,529 RecoverIes ofprIor year grants 2c Other(DescrIbe In Part XIV) 2d 55,082,405 Add lInes 2a through 2d 2e 56,032,447 3 Subtract lIne 2e from Me 1 3 206,858,331 Amounts Included on Form 990, Part lIne 12, but not on lIne 1 Investment expenses not Included on Form 990, Part lIne 7b 4a Other(DescrIbe In Part XIV) 4b 7,759,478 AddlInes 4a and 4b 4c 7,759,478 5 TotalRevenue AddlInes 3and 4c.(ThIs should equalForm990,Part I, Ine 214,617,809 Reconciliation of Expenses per Audited Financial Statements With Expenses per Return 1 Total expenses and losses per audIted fInanCIal 250,868,558 statements 1 2 Amounts Included on Me 1 but not on Form 990, Part IX, Me 25 a Donated serVIces and use 2a 951,529 PrIor year adjustments 2b Otherlosses 2c Other(DescrIbe In Part XIV) 2d 46,944,168 Add lInes 2a through 2d 2e 47,895,697 3 SubtractIIne 2efrom Ine 1 3 202,972,861 Amounts Included on Form 990, Part IX, lIne 25, but not on lIne 1: Investment expenses not Included on Form 990, Part lIne 7b 4a Other(DescrIbe In Part XIV) 4b 7,759,478 AddlInes 4a and 4b 4c 7,759,478 Total expenses Add ?ms 3 and 4c. (ThIs should equal Form 990, PartI, lIne 18210,732,339 Supplemental Information Complete thIs part to prowde the descrIptIons reqUIred for Part II, lInes 3, 5, and 9, Part Part V, lInes 2d and 4b,and Part lIne 4, Part X, Part XI, lIne 8, Part XII, addItIonal Informatlon lInes 1a and 4, Part IV, lInes 1b and 2b, lInes 2d and 4b Also complete thIs part to prOVIde any Identifier Ret urn Reference Explanation FIN 48 footnote from 2009 audIt In June 2006, the FInanCIal Standards Board (FASB) Issued FASB InterpretatIon No 48, for UncertaInty In Income Taxes, an InterpretatIon of FASB Statement No 109 (FIN 48) FIN 48 Is now codIerd In FASB AccountIng Standards CodIfIcatIon (ASC) TopIc 740, Income Taxes ASC 740 addresses the determInatIon of how tax bene?ts claImed or expected to be claImed on a tax return should be recorded In the fInanCIal statements AddItIonally, the tax bene?t from an uncertaIn tax pOSItIon must be recognIzed only IfIt Is more-IIkely-than-not that the tax pOSItIon WIll be sustaIned upon examInatIon by the tax authorItIes ASC 740 Is effectIve forthe Chamber and all of Its begInnIng January 1,2009 Management's reassessment ofIts tax pOSItIons In accordance WIth the adoptIon 740 dId not have a materIal Impact on the results ofChamber's operatIons or fInanCIal pOSItIon Further, management's analySIs ofuncertaIn tax pOSItIons as reqUIred underASC 740 determIned that the company had no uncertaIn tax pOSItIons and as such, no has been recorded as of December 31, 2009 Management does not antICIpate any materIal changes In thIs p05ItIon In the next 12 months Schedule Part XI Number8 The $491,562 IS made up of Adjustment ofMInImum PenSIon Reserve 491,561 RoundIng 1 $491,562 Schedule Part XII Number 2d The $55,082,405 Is made up of organIzatIons revenue 54,926,843 Rental expenses to Me 6b on 990 155,563 RoundIng (1) 55,082,405 Schedule Part XII Number4b The $7,759,478 Is made up ofIntercompany eIImInatIons Schedule Part Number 2d The $46,944,168 Is made up of organIzatIons expense 46,788,605 Rental expenses to Me 6b on 990 155,563 46,944,168 Schedule Part Number4b The $7,759,478 IS made up of Intercompany eIImInatIons Schedule (Form 990) 2009 Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - SCHEDULE (Form 990) Department of the Treasury Internal Revenue Servrce Statement of Activities Outside the United States I- Complete if the organization answered "Yes" to Form 990, Part IV, line 14b, 15, or 16. I- Attach to Form 990. lb See separate instructions. OMB No 1545-0047 0 pen to Public Inspect ion Name ofthe organization Chamber ofCommerce ofthe USA 53-0045720 Employer identification number General Information on Activities Outside the United States. Complete If the organIzatIon answered ?Yes? to Form 990, Part IV, IIne 14b. 1 For grantmakers. Does the organIzatIon maIntaIn records to substantrate the amount of the grants or the grantees' eligibility for the grants or and the selection crIterIa used to award the grants or Yes No 2 For grantmakers. DescrIbe In Part IV the organIzatIon?s procedures for monItorIng the use ofgrant funds outsrde the nIted States 3 ActIVItes per RegIon (Use Schedule F-1 (Form 990) IfaddItIonal space IS needed) ActIvrtIes conducted In RegIon Number of Number of regIon (by type) (Ie, ?Sted In Total expendItures Of?ces In the employees or program '5 a program servrce, for regIon region agents In region grants to reCIpIents located In describe speCIfIc type 0f the regIon) serVIce(s) In regIon South Asra 1 2 FundraIsrng and programs MembershIp bene?ts of 383,433 servrces assocrated the Busrness the Busrness Councrl Councrl Europe 1 2 Member servrces In Busrness advocacy In 466,333 Brussels Europe Europe 0 0 SemInars and speakIng Busrness advocacy In 745,183 engagements Europe South Asra 0 0 SemInars and speakIng Busrness advocacy In 100,276 engagements South Asra East Asra and the PacrfIc 0 0 SemInars and speakIng Busrness advocacy In 906,213 engagements East Asra MIddle East and North AfrIca 0 0 SemInars and speakIng Busrness advocacy In the 104,921 engagements MIddle East Russra and the Newly 0 0 SemInars and speakIng Busrness advocacy In 23,630 Independent States engagements Russra and the former USSR South AmerIca 0 0 SemInars and speakIng Busrness advocacy In 215,606 engagements South AmerIca Sub Saharan AfrIca 0 0 SemInars and speakIng Busrness advocacy In Sub 16,120 engagements Saharan AfrIca Central AmerIca and the 0 0 SemInars and speakIng Busrness advocacy In 991 CarrIbean engagements Central AmerIca and the CarrIbean North AmerIca 0 0 SemInars and speakIng Busrness advocacy In 96,995 engagements North AmerIca 2 4 3,059,701 Totals . h- For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50082W Schedule (Form 990) 2009 ScheduleF(Form 990)2009 Page 2 Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 15, for any moment who received more than $5,000. Check this box if no one moment received more than $5,000 . IF Use Schedule (Form 990) if additional space IS needed. 1 IRS code Region Purpose of Amount of Manner of (9) Amount of Description Method of (a)Name of section grant cash grant cash ofnon-cash ofnon-cash valuation organization and EIN (if disbursement a55istance a55istance (book, FMV, applicable) appraisal, other) 2 Enter total number of moment organizations listed above that are recognized as charities by the foreign country, recognized as tax?exempt by the IRS, or for which the grantee or counsel has prowded a section 501(c)(3) equwalency letter . . 3 Enter total number of other organizations or entities . . Ir Schedule (Form 990) 2009 Schedule (Form 990) 2009 Page 3 Grants and Other Assistance to Individuals Outside the United States. Complete If the organization answered "Yes" to Form 990, Part IV, line 16. Use Schedule Form 990 If additional 5 ace IS needed. (a)Type ofgrant or Reglon Number of (d)Amount of Manner ofcash (f)Amount of aSSIstance reCIpIents cash grant dlsbursement non-cash aSSIstance Method of of non-cash valuatlon aSSIstance (book, FMV, a ralsal other Schedule (Form 990) 2009 ScheduleF(Form 990)2009 Page4 Supplemental Information Complete this part to rowde the Information reqwred In Part I, line 2, and any additional information. Identifier ReturnReference Explanation Schedule (Form 990) 2009 Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316028120I SCHEDULEG Supplemental Information Regarding OMB NO- 1545'0047 (Form 990 or 990-EZ) Fundraising or Gaming Activities 2009 Complete if the organization answered "Yes" to Form 990, Part IV, lines 17, 18, or 19, Department Of the Treasury or ifthe organization entered more than $15,000 on Form 990-EZ, line 6a. ope to Internal Revenue Sen/ice Attach to Form 990 or Form 990-EZ. See sepaiate instructions. I ectio ame of the orga nization Employer identification number Chamber ofCommerce ofthe USA 53-0045720 Fundraising Activities. Complete if the organization answered "Yes" to Form 990, Part IV, line 17. Form filers are not reqUIred to complete this part. 1 Indicate whether the organization raised funds through any ofthe followmg actIVIties Check all that apply a '7 Mail soIICItations SoIICItation of non-government grants '7 Internet and e-mail SOIICItations SOIICItation ofgovernment grants '7 Phone SOIICItations SpeCIal fundraismg events '7 In-person soIICItations 2a Did the organization have a written or oral agreement With any IndIVIdual (including officers, directors, trustees or key employees listed in Form 990, Part VII) or entity in connection With professmnal fundraismg actIVIties? '7 Yes No If?Yes,? list the ten highest paid indIVIduals or entities (fundraisers) pursuant to agreements under which the fundraiser is to be compensated at least $5,000 by the organization Form 990-EZ filers are not reqUIred to complete this table Did fundraiser have (v)Amount paid to (vi)Amount paid to Name ofindiwdual .. custody or (iv) Gross receipts (or retained by) (ii)ActIVIty (or retained by) or entity (fundraiser) control of from actIVIty fundraiser listed in . organization contributions? col Yes No Carol Hallett General fundraismg No 4,863,608 233,332 4,630,276 General fundraismg James Nicholson No 3,000,000 102,256 2,897,744 Stacey Lukens General fundraismg No 2,200,000 120,470 2,079,530 Brandon Sweitzer General fundraismg No 870,000 249,996 620,004 Total10,933,608 706,054 10,227,554 3 List all states in which the organization is registered or licensed to funds or has been notified it is exempt from registration or licensmg For Paperwork Reduction Act Notice, see the Instructions for Form 990. at 50 08 3 (Form 990 0" 990452) 2009 Schedule (Form 990 or 990-EZ) 2008 Fundraising Events. Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 on Form line 6a. List events With gross receipts greater than $5,000. Page 2 Event #1 Event #2 Other Events Total Events (Add col through col (event type) (event type) (total number) 1 Gross receipts 2 Less Charitable contributions 3 Gross income (line 1 minus line 2) 4 Cash prizes 5 Non-cash prizes to 6 Rent/faCIlity costs CL Ii 7 Food and beverages 8 Entertainment 5; Ci 9 Other direct expenses 10 Direct expense summary Add lines 4 through 9 in column . 11 Net income summary Combine lines 3, column d, and line 10. Gaming. Complete if the organization answered "Yes" to Form 990, Part IV, line 19, or reported more than $15,000 on Form line 6a. Bingo Pull tabs/Instant Other gaming Total gaming 2 bingo/progresswe bingo (Add col through I11 col I11 1 Gross revenue on 2 Cash prizes 3 Non cash rizes 4 Rent/faCIlity costs 5 5 Other direct expenses 6 Volunteerlabor . . . Yes Yes Yes No No No 7 Direct expense summary Add lines 2 through 5 in column . 8 Net gaming income summary Combine lines 1, column d, and line 7 . Yes No 9 Enter the state(s) in which the organization operates gaming actIVIties Is the organization licensed to operate gaming actIVIties in each ofthese states? 9a If"No," Explain 10a Were any ofthe organization's gaming licenses revoked, suspended orterminated during the tax year? 10a If"Yes," Explain 11 Does the organization operate gaming actiwties With nonmembers? 11 12 Is the organization a grantor, benefICIary ortrustee ofa trust or a member ofa partnership or other entity formed to administer charitable gaming? 12 Schedule (Form 990 or 990-EZ) 2009 Schedule (Form 990 or 990-EZ) 2009 Page 3 13 14 15a 16 17 Indicate the percentage ofgaming actIVIty operated In Theorganization'sfaCIlity . . . . . . . . . . . . . . . . . 13a Yes No Enter the name and address ofthe person who prepares the organization's gaming/speCIaI events books and records NameF Address Does the organization have a contract With a third party from whom the organization receives gaming 7 revenue 15a If"Yes," enterthe amount ofgaming revenue received by the organization It and the amount ofgaming revenue retained by the third party If"Yes," enter name and address Name It Address Gaming manager information Name It Gaming manager compensation Description ofserVIces prowded Director/of'ficer Employee Independent contractor Mandatory distributions Is the organization reqUIred under state law to make charitable distributions from the gaming proceeds to retain the state gaming license? 17a Enter the amount ofdistributions reqUIred under state law distributed to other exempt organizations or spent in the organization's own exempt actIVIties during the tax year." Schedule (Form 990 or 990-EZ) 2009 93493316028120I lefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: Schedule Compensation Information (Form 990) For certain Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees II- Complete if the organization answered "Yes" to Form 990, OMB No 1545-0047 2009 Department of the Treasury Part IV, question 23_ Open to Public Internal Revenue Servrce II- Attach to Form 990. II- See separate instruct ions. InsPeCtlon Name of he organization Employer identification number Chamber of Commerce of the USA 53-0045720 Questions Regarding Compensation 1a Check the appropiate box(es) ifthe organization provrded any ofthe followrng to orfor a person listed in Form 990, Part VII, Section A, line 1a Complete Part to provrde any relevant information regarding these items I7 First-class or charter travel Housrng allowance or resrdence for personal use I7 Travel for companions Payments for busrness use of personal resrdence I7 Tax idemnification and gross-up payments I7 Health or socralclub dues orinitiation fees Discretionary spending account I7 Personal servrces (e maid, chauffeur, chef) Ifany ofthe boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement orprovrsron ofall the expenses described above? If"No," complete Part to explain 2 Did the organization requrre substantiation prior to reimbursmg or allowrng expenses incurred by all officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? 3 Indicate which, ifany, ofthe followrng the organization uses to establish the compensation ofthe organization's CEO/Executive Director Check all that apply I7 Compensation committee I7 Written employment contract I7 Independent compensation consultant I7 Compensation survey or study I7 Form 990 of other organizations I7 Approval by the board or compensation committee 4 During the year, did any person listed in Form 990, Part VII, Section A, line 1a With respect to the filing organization or a related organization Receive a severance payment or change-of?control payment? in, or receive payment from, a supplemental nonqualified retirement plan? in, or receive payment from, an equrty-based compensation arrangement? If"Yes" to any oflines 4a-c, list the persons and provrde the applicable amounts for each item in Part Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9. 5 For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any compensation contingent on the revenues of The organization? Any related organization? If"Yes," to line 5a or 5b, describe in Part 6 For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any compensation contingent on the net earnings of The organization? Any related organization? If"Yes," to line 6a or 6b, describe in Part 7 For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provrde any non-fixed payments not described in lines 5 and 6? If"Yes," describe in Part 8 Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was subject to the initial contract exception described in Regs section 53 If"Yes," describe in Part 9 If"Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section For Privacy Act and Paperwork Reduction Act Notice, see the Int ruct ions for Form 990 at 50 0 5 3T Schedule (Form 990) 2009 ScheduleJ (Form 990)2009 Page 2 Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use Schedule J-1 if additional space needed. For each indIVIduaI whose compensation must be reported in Schedule J, report compensation from the organization on row and from related organizations, described in the instructions on row (ii) Do not list any indIVIduals that are not listed on Form 990, Part VII Note.The sum ofcolumns must equal the applicable column (D) or column (E) amounts on Form 990, Part VII, line 1a (A) Name (B) Breakdown 0fW-2 and/0r 1099-MISC compensation (C) Retirement and (D) Nontaxable (E) Total ofcolumns (F) Compensation Base (ii) Bonus Other other deferred benefits reported in prior corn ensation incentive reportable compensation Form 990 or compensation compensation Form 990-EZ Thomas Donohue (I) 1,050,010 2,550,000 85,005 51,500 10,746 3,747,261 0 (IIGreg Lebedev (II) 202,177 0 0 0 0 202,177 0 StevenJ Law (I) 450,000 350,000 14,892 15,925 14,309 845,126 0 (IIStan Harrell (I) 275,000 80,000 21,178 55,500 13,921 445,599 0 (IIAgnes Warerld-Blanc (I) 720,000 830,000 42,458 15,925 14,309 1,622,692 0 (IIRobert BJosten (I) 600,000 400,000 198,009 131,700 10,746 1,340,455 0 (IIChavern (I) 500,000 350,000 93,316 29,900 14,309 987,525 0 (IIShannon (I) 240,000 75,000 27,800 135,300 852 478,952 0 (IIThomas Collamore (I) 500,000 325,000 17,813 15,925 14,309 873,047 0 (IIWilliam Miller Key Emp) (I) 300,000 375,000 89,577 43,300 6,072 813,949 0 (ii(I) 315,000 325,000 86,785 53,100 1,085 780,970 0 (IIMyronA (I) 283,846 250,000 65,897 55,600 13,689 669,032 0 (IICarl Grant (I) 375,000 175,000 34,831 48,800 10,669 644,300 0 (IIBrandon Sweitzer 249,996 0 0 0 0 249,996 0 (IIStephen Bokat 116,081 0 0 0 0 116,081 0 (IIDanIel ChrIstman (I) 260,993 155,000 60,595 20,300 0 496,888 0 (IISchedule (Form 990) 2009 Schedule (Form 990) 2009 Supplemental Information Complete this part to prowde the Information, explanation, or descriptions reqUIred for Part I, lines 1aAlso complete this part for any additional information Page 3 Ident if ier Ret urn Reference Explanation Part I, Line 1a Part I, Line 1a Charter air travel is prowded to four ofthe IndIVIdualS listed, a portion ofwhich is treated as taxable compensation First class busmess travel is available to the PreSIdent/CEO, deSIgnated employees, and for international travel to Eight ofthe IndIVIdualS listed in Part VII ofthe core form utilized first class travel at least once Travel for companions is available for busmess purposes only, when companions are inVIted and expected to attend Eight ofthe listed in Part VII ofthe core form utilized travel for companions at least once None ofthese are treated as taxable benefits Gross up payments are added to supplemental pen5ion benefits These benefits are reported as taxable benefits and are available to all employees With compensation exceeding the ERISA limit SOClal club dues are available to SIX ofthe IndIVIdualS listed in Part VII ofthe core form for busmess use only They are not treated as taxable benefits Chauffeur serVIces are available to two ofthe IndIVIdualS listed in Part VII ofthe core form for busmess use only They are not treated as taxable benefits Part I, Line 4a Supplemental Pen5ion list Robert Bruce Josten 197,600 Chavern 95,209 William Miller 84,039 DaVld 82,914 Agnes Warfield 43,508 Carl Grant 27,312 Shannon DiBari 26,434 Stan Harrell 22,259 Steven Law 18,653 The Supplemental Pen5ion Plan prowdes cash payments to partICIpants based on a formula that coordinates With the benefits that cannot be paid by the Retirement Plan due to the qualified plan pay cap under the law Schedule (Form 990) 2009 Additional Data Software ID: Software Version: EIN: 53?0045720 Name: Chamber of Commerce of the USA Form 990, Schedule J, Part II - Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (A) Name (B) Breakdown of W-2 and/or 1099-MISC compensatlon (C) Deferred (D) Nontaxable Return to Form (E) Total ofcolumns (F) Compensatlon reported In prIor Form (ii) Bonus Other compensatlon bene?ts 990 or Form Compensatlon IncentIve compensatlon compensatlon Thomas Donohue (I) 1,050,010 2,550,000 85,005 51,500 10,746 3,747,261 0 (IIGreg Lebedev (202,177 0 0 0 0 202,177 0 StevenJ Law (I) 450,000 350,000 14,892 15,925 14,309 845,126 0 (IIStan Harrell (I) 275,000 80,000 21,178 55,500 13,921 445,599 0 (IIAgnes WarerId-Blanc (I) 720,000 830,000 42,458 15,925 14,309 1,622,692 0 (IIRobert BJosten (I) 600,000 400,000 198,009 131,700 10,746 1,340,455 0 (IIChavern (I) 500,000 350,000 93,316 29,900 14,309 987,525 0 (IIShannon (I) 240,000 75,000 27,800 135,300 852 478,952 0 (IIThomas Collamore (I) 500,000 325,000 17,813 15,925 14,309 873,047 0 (II(I) 300,000 375,000 89,577 43,300 6,072 813,949 0 Key Emp) (II(I) 315,000 325,000 86,785 53,100 1,085 780,970 0 (IIMyronA (I) 283:846 250,000 65,897 55,600 13,689 669,032 0 (IICarl Grant (I) 375,000 175,000 34,831 48,800 10,669 644,300 0 (IIBrandon SweItzer (I) 249,996 0 0 0 0 249,996 0 (IIStephen Bokat (I) 116,081 0 0 0 0 116,081 0 (IIDanIeI ChrIstman (I) 260,993 155,000 60,595 20,300 0 496,888 0 (II Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - Schedule Transactions Interested Persons (Form 990 or 990452) II- Complete if the organization answered "Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c, or Form 990-EZ, Part lines 38a or 40b. h- Attach to Form 990 or Form 990-EZ. FSee separate instructions. OMB No 1545-0047 Open to Public Inspection Employer identification number Department of the Treasury Internal Revenue Servrce Name of he organization Chamber of Commerce of the USA 53-0045720 Excess Benefit Transactions (section 501(c)(3) and section 501 organizations only). Complete Ifthe organization answered "Yes" on Form 990, Part IV, Irne 25a or 25b, or Form 990-EZ, Part V, Irne 40b Corrected? 1 Name person Description oftransactron Yes No 2 Enter the amount oftax Imposed on the organization managers or disqualified persons during the year under section 4958 3 Enter the amount oftax, Ifany, on Irne 2, above, reimbursed by the organization . Loans to and/or From Interested Persons. Complete Ifthe organization answered "Yes" on Form 990, Part IV, Irne 26, or Form 990-EZ, Part V, Irne 38a (02)frlbor:r::l:: In Approved (g)WrItten ame 0 rntereste person an or anrzatron? (d)Ba ance due default? by board or agreement? purpose 9 amount committee? To From Yes No Yes No Yes No Total . . . . . . . . . . . I Grants or Assistance Benefitting Interested Persons. Complete If the organization answered "Yes" on Form 990, Part IV, Irne 27. (b)Re atIonshIp between Interested person and the organization Name ofrnterested person (c)A mount ofgrant or type Business Transactions Involving Interested Persons. Complete If the organization answered "Yes" on Form 990, Part IV, Irne 28a, 28b, or 28c. Relationship between Interested Amount of organization's person and the transaction revenues? organization Yes No Sharing of Name ofrnterested person Description oftransactron KevrnM Connelly Charrman&Board Spencer Stuart 193,875 Executive search consulting No Member servrces Joseph PEPCO Holdings 555,803 No Stephen Bokat Legal consultant 116,081 Legal consulting fees No former officer Brandon Swertzer consultant 249,996 Hired to fundrarse for Chamber No Gregorr Lebedev Consultant 202,177 Provrde advrce on International No Affairs For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990 Cat No 50056A Schedule (Form 990 or 990-EZ) 2009 Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316028120I SCHEDULE 0 (Form 990) Depaitment of the Treasury Internal Revenue Semice OMB No 1545-0047 Supplemental Information to Form 990 2009 Complete to provide information for responses to specific questions on Form 990 or to provide any additional information. Open to Public II- Attach to Form 990. Inspection Name of the organization Chamber of Commerce of the USA Employer identification number 53-0045720 Identifier Return Explanation Reference Form 990, Part VI Section Line 4 In February 2009, the Chamber of Commerce of the United States substantially reVIsed Its Part VI, Bylaws In order to prowde a governance framew ork for the 21st century The Bylaws had not been substantially Section A, amended for more than 10 years Significant changes included the follow ing that Bylaws amendments line 4 can be approved by a 2/3 vote of the Board of Directors rather than by ballot to be sent to more than 3000 organization members Expands the Board of Directors to 150 persons and prOVIded that 25 of those "seats" were reserved for representatives of state and local chambers of commerce Eliminates the distinction between organization members (chambers of commerce and aSSOCIationS) and regular bUSineSS members EprICItly permits both domestic and global members Modifies the description of duties of the Board of Directors to ensure compliance With new membership disclosure reqUIrementS in the Honest Leadership and Open Government Act of 2007 Form 990, Part VI Question 10b Chamberbiz is a disregarded entity that is not active, thus there are no p0 lCleS governing Part VI, their actIVItieS Section B, line 10b Form 990, In accordance With the Audit Committee charter, the draft Form 990 as prowded in advance to the Audit Part VI, Committee members, and reVIew ed indIVIdually With each member prior to completion The Audit Committee Section B, performs this function pursuant to a delegation fromthe Board of Directors line 11 Form 990, We annually notify staff of the conflicts of interest policy, which includes a requvement that any potential conflicts Part VI, be brought to the attention of a superVISing officer, ho shall in turn confer With the human resources department Section B, and the office of general counsel In addition, we issue an annual ritten questionnaire to all members of the board line 120 asking for information on potential conflicts of interest, hich Will be gathered by the chief finanCIal officer and shared With the office of the general counsel All reports of potential conflicts Will be evaluated by the office of general counsel, in consultation With other senior management and staff, as appropriate Any conflicts of interest involvmg board members or staff that cannot be resolved in accordance With the Chamber's conflicts poli0ies shall be elevated to the chair of the Chamber's Audit Committee for further conSideration and action Form 990, Part VI Question 15a The process for determining the total compensation of the PreSident/CEO is as follows The Part VI, PreSident/CEO has a ritten employment agreement ith the Chamber Total compensation is rewew ed annually Section B, by an independent compensation consultant The consultant prepares a compensation study primarily utilizmg, as line 15 available, Form 9903 and surveys of comparable organizations With Similar reSponSibilities Based on this information, total compensation is determined by the Chamber's Employee Compensation and Benefit Arrangements Committee on an annual basis Part VI Question 15b The process for determining total compensation for the officers, key employees and highly compensated employees is as follow For Six indIVIduals, who are also direct reports of the PreSident/CEO, total compensation is reVIew ed annually by an independent compensation consultant The consultant prepares a compensation study primarily utilizmg, as available, Form 9905 and surveys of comparable organizations With Similar responSibilitieS For the remaining five ihdiViduaIS, this consultant prOVIdeS compensation information based on surveys of comparable organizations With Similar pOSitionS Based on this information, total compensation is determined by the PreSident/CEO and the 8 Chamber of Commerce's Employee Compensation and Benefit Arrangements Committee on an annual baSiS Form 990, Form 990, Part VI, Section C, Line 19 The form 990 is made available to any member of the public ho requests a Part VI, copy Any requestor is forw arded to the Administrative Director of Finance, ho Will forw ard a copy of the Section C, document to the requestor The organization's governing documents, conflict of interest policy, and finanCIal line 19 statements are not made available to the public Form 990, Part IV Question 12 Auditing of finanCIal statements The Chamber of Commerce is the parent organization in the audited consolidated finanCIal statements of the Chamber of Commerce Schedule lists the additional related organizations included in these consolidated finanCIal statements Form 990, Part XI Question 2c Audit committee explanation The Chamber of Commerce is the parent organization in the audited consolidated finanCIal statements of the 8 Chamber of Commerce Schedule lists the additional related organizations included in these consolidated finanCIal statements The auditors are hired by the Chamber of Commerce audit committee and the results of the audit are rewew ed by the auditors With this committee For Paperwork Reduction ActNolice, see lhelnslIuclions for Form 990 Cat No 5 1056K ScheduleO (Form 990) 2009 Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316028120 SCHEDULE (Form 990) Depaitment of the Treasury Internal Revenue Sewice Related Organizations and Unrelated Partnerships II- Attach to Form 990. II- Complete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37. II- See separate instructions. OMB No 1545-0047 Open to Public Inspection Name of the organization Chamber of Commerce of the USA 53-0045720 Identification of Disregarded Entities (Complete if the organization answered "Yes" on Form 990, Part IV, line 33.) Employer identification number Name, address, and EIN of disregarded entity ChamberBiz 1615 ST NW Washington, DC 20062 54?1960202 Primary actIVIty Small busmess web portal Legal domICIle (state or foreign country) (6) Total Income End?of?year assets DC Direct controlling entity Identification of Related Tax-Exempt Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax?exempt organizations during the tax year.) Name, address, and EIN of related organization US Chamber Institute for Legal Reform 1615 St NW Washington, DC 20062 52?2109035 National Chamber Litigation Center 1615 St NW Washington, DC 20062 52?1085809 National Chamber Foundation 1615 St NW Washington, DC 20062 52?6073268 Busmess CIVIC Leadership Center 1615 St NW Washington, DC 20062 52?2246743 Institute for a Competitive Workforce 1615 St NW Washington, DC 20062 52? 1677141 National Mass Action Defense Reform Coalition 1615 St NW Washington, DC 20062 83?0356240 Primary actIVIty Promotes ClVli Justice reform at the national and local levels Shapes public policy on legal questions important to the busmess community Promotes understanding of public affairs issues affecting busmess The mice of busmess for SOClai and philanthropic interests Promotes education and workforce training Serves the interests of com panies With asbestos litigation liability Legal domICIIe (state or foreign country) (C) (E) Exempt Code section Public charity status (if section 501(c)(3)) VA 501(c)(6) WA DC 501(c)(6) WA DC 501(c)(3) 7 DC 501(c)(3) 7 DC 501(c)(3) 7 DC 501(c)(6) (0 Direct controlling entity WA US Chamber Institute for Legal Reform For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50135Y Schedule (Form 990) 2009 Schedule (Form 990) 2009 Page 2 Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.) Legal Dispropitionate Code General or Name, address, and EIN of Primary actIVIty domICIle Direct controlling Share of total income Share of end?of?year allocations? amount In box 20 of managing related organization (state or entity assets Schedule K-l partner? foreign excu rom ax (Form 1065) under sections 512? country) 514) Ya No Ya No Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.) (C) (E) (9) Name, address, and EIN of related organization pnmary actiwty Legal domICIle Direct controlling Type of entity Share of total income Share of Percentage (state or entity (C corp, corp, end?of?year ownership foreign or trust) assets country) Madison County Record 1615 St NW Newspaper IL #305; EggaTg?ngrit'tUte Washington, DC20062 publishing 20?1452063 Schedule (Form 990) 2009 ScheduleR(Form990)2009 Page 3 Transactions With Related Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35, or 36.) Note. Complete line 1 ifany entity is listed In Parts II, or IV Yes No 1 During the tax year, did the orgranization engage in any ofthe followmg transactions With one or more related organizations listed in Parts a Receipt of(i) interest (ii) annUIties royalties (iv) rent from a controlled entity 1a No Gift, grant, or capital contribution to other organization(s) 1b Yes Gift, grant, or capital contribution from other organization(s) 1?3 N0 Loans or loan guarantees to or for other organization(s) 1d N0 Loans or loan guarantees by other organization(s) 1e Yes Sale ofassets to other organization(s) 1f No 9 Purchase ofassets from other organization(s) 19 N0 Exchange ofassets 1h N0 i Lease of faCIlities, eqUIpment, or other assets to other organization(s) 1i N0 Lease offaCIlities,eqUIpment,or other assets from other organization(s) 1j No Performance ofserVIces or membership orfundraismg soIICItations for other organization(s) NO I Performance ofserVIces or membership orfundraismg soIICItations by other organization(s) 1' N0 Sharing offaCIlities, eqUIpment, mailing lists, or other assets 1m Yes Sharing of paid employees 1n Yes 0 Reimbursement paid to other organization for expenses 10 No Reimbursement paid by other organization for expenses 1P Yes Other transfer ofcash or property to other organization(s) 1q N0 Other transfer ofcash or property from other organization(s) 1" N0 2 Ifthe answer to any ofthe above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds Tran(sbaz:tion Name of other organization type(a?r) Amount involved (1) See Additional Data Table (2) (3) (4) (5) (6) Schedule (Form 990) 2009 ScheduleR(Form990)2009 Page4 Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 37.) Prowde the followmg Information for each entity taxed as a partnership through which the organization conducted more than five percent ofits actIVIties (measured by total assets or gross revenue) that was not a related organization See instructions regarding exc u5ion for certain investment partnerships (C) (E) Name, address, and EIN of entity Primary actIVIty Legal domICIIe Are all Share of Disproprtionate Code General or (state or foreign partners end?of?year allocations? amount in box managing country) section assets 20 of Schedule partner? 501(c)(3) (Form 1065) organizationsSchedule (Form 990) 2009 Additional Data Software ID: Softwa re Version: EIN: Name: 53-0045720 Chamber of Commerce of the USA Form 990, Schedule R, Part II - Identification of Related Tax-Exempt Organizations Return to Form Legal Name, address, and EIN of related organIzatIon PrImary ActIVIty DIrect (State sectIon status EntIty or ForeIgn Country) (If501(c)(3)) US Chamber InstItute for Legal Reform Promotes CIVII Justice VA 501(c)(6) reform at the natIonal 1615 andlocallevels WashIngton, DC20062 52-2109035 NatIonal Chamber LItIgatIon Center Shapes pubIIc pollcy on DC 501(c)(6) legal questIons 1615 St NW Important to the WashIngton, DC20062 busmess communIty 52-1085809 NatIonal Chamber FoundatIon Promotes DC 501(c)(3) 7 ofpubIIc affaIrs Issues 1615 St NW affectIng busmess WashIngton, DC20062 52-6073268 Busmess CIVIC LeadershIp Center The ofbusmess for DC 501(c)(3) 7 and phIlanthropIc 1615 St NW Interests WashIngton, DC20062 52-2246743 InstItute for a CompetItIve Workforce Promotes educatIon and DC 501(c)(3) 7 workforce traInIng 1615 St NW WashIngton, DC20062 52-1677141 NatIonal Mass ActIon Defense Reform CoaIItIon Serves the Interests of DC 501(c)(6) US Chamber InstItute 1615 WashIngton, DC20062 83-0356240 companIes WIth asbestos ItIgatIon for Legal Reform Form 990, Schedule R, Part - Transactions With Related Organizations (C) Name of other organization Transaction Amount Involved type(a-r) (1) National Chamber Foundation 194,426 (2) Institute for A Competitive Workforce 120,000 (3) National Chamber Foundation 801,579 (4) National Chamber Litigation Center 150,000 (5) US Chamber Institute for Legal Reform 4,457,798 (6) National Chamber Foundation 2,923,000 (7) US Chamber Institute for Legal Reform 560,004 (8) Busmess CIVIC Leadership Center 120,000 (9) National Chamber Foundation 260,000 (10) US Chamber Institute for Legal Reform 5,063,956 (11) National Chamber Foundation 1,219,000 (12) Institute for A Competitive Workforce 713,731 (13) Busmess CIVIC Leadership Center 866,219 (14) National Chamber Litigation Center 1,302,081 (15) National Chamber Foundation 534,788 (16) US ChamberInstitute for Legal Reform 106,121 Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - Depreciation and Amortization (Including Information on Listed Property) Form 4562 Department of the Treasury See separate instructions. It Attach to your tax return. Internal Revenue Servrce OMB No 1545-0172 2009 Attachment Sequence No 67 Name(s) shown on return Busrness or to form relates Form 990 Page 10 Identifying number 53-0045720 Chamber ofCommerce ofthe USA Election To Expense Certain Property Under Section 179 Note: If you have any listed property, complete Part before you complete Part I. 1 Maxrmum amount See the for a hrgher Irmrt for certarn busrnesses 250,000 2 Total cost ofsectron 179 property placed In servrce (see 3 Threshold cost ofsectron 179 property before reductron In Irmrtatron (see 800,000 4 Reductron In Irmrtatron Subtract Irne 3 from Irne 2 Ifzero or less, enter -0- thI-I 5 Dollar Irmrtatron fortax year Subtract Irne 4 from Irne 1 Ifzero or less, enter -0- separately, see Cost (busrness use of property only) Elected cost 7 Lrsted property Enter the amount from Irne 29 I 7 I 8 Total elected cost ofsectron 179 property Add amounts In column Irnes 6 and 7 9 Tentatrve deductron Enter the smaller oflrne 5 or Irne 8 10 Carryover ofdrsallowed deductron from Irne 13 ofyour 2008 Form 4562 10 11 Busrness Income Irmrtatron Enter the smaller of busrness Income (not less than zero) or Irne 5 (see 11 12 Sectron 179 expense deductron Add Irnes 9 and 10, but do not enter more than Irne 11 12 13 Carryover ofdrsallowed deductron to 2010 Add Irnes 9 and 10, less Irne 12 .F I 13 I Note: Do not use Part II or Part below for listed property. Instead, use Part V. Special Depreciation Allowance and Other Depreciation (Do not Include lrsted propert r)(See 14 Specral deprecratron allowance for qualrfred property (other than lrsted property) placed In servrce durrng the tax year (see 14 15 Property subject to sectron 168(f)(1) electron 15 16 Other deprecratron(rncludrng ACRS) . 16 MACRS Depreciation (Do not Include lrsted property. (See Section A 17 MACRS deductrons for assets placed In servrce In tax years before 2009 group any assets placed In servrce durrng the tax year Into one or more general asset accounts, check here Section Assets Placed in Service During 2008 Tax Year Using the General Depreciation System Basrs for 0f Recovery Conventron Method (g)Deprecratron property servrce use perrod deductron only?see 19a 3-year property b5-year property c7-year property 10-year property 15-year property 20-year property gZS-year property 25 Resrdentral rental 27 5 MM Property 27 5 MM iNonresrdentral real 39 MM Property MM Section C?Assets Placed in Service During 2009 Tax Year Using the Alternative Depreciation System 20a Class lrfe 12-year 12 c40-year 40 MM Summary (see 21 Lrsted property Enter amount from Irne 28 21 22 Total.Add amounts from Irne 12, Irnes 14 through 17, Irnes 19 and 20 In column (9), and Irne 21 Enter here and on the approprrate Irnes ofyour return and corporatrons?see 22 23 For assets shown above and placed In servrce durrng the current year, enterthe portron ofthe basrs to sectron 263A costs 23 For Paperwork Reduction Act Notice, see separate instructions. at 1 2 90 6 Form 4562 (2009) Form 4562 (2009) Page 2 Listed Property (Include automobiles, certain other vehicles, cellular telephones, certain computers, and property used for entertainment, recreation, or amusement.) Note: For any vehicle for which you are using the standard mileage rate or deducting lease expense, complete only 24a, 24b, columns through of Section A, all of Section B, and Section if applicable. Section A?Depreciation and Other Information (Caution: See the instructions for limits for passenger automobiles.) 24a Do you have eVIdence to support the businesslinv estment use claimed"Yes," is the eVIdence written? I Yes I No Busfn?iss/ 6? Type of property (list Date placed in investment Cost or other Bags for depreCIation Recovery Method/ DepreCIation/ Elected (busmess/investment section 179 vehicles first) serwce use ba5is period Convention deduction use only) cost percentage 25SpeCIal depreCIation allowance for qualified listed property placed in serwce during the tax year and used more than 50% in a qualified busmess use (see instructions) 25 26 Property used more than 50% in a qualified busmess use 0/0 0/0 0/0 27 Property used 50% or less in a qualified busmess use 0/0 0/0 0/0 28 Add amounts in column lines 25 through 27 Enter here and on line 21, page 1 . 28 29 Add amounts in column line 26 Enter here and on line 7, page 1 . . . 29 Section B?Information on Use of Vehicles Complete this section for vehicles used by a sole proprietor, partner, or other "more than 5% owner," or related person If you prowded vehicles to your employees, first answer the questions in Section to see if you meet an exception to completing this section for those vehicles (C) 30Total busmess/investment miles driven during the Vehicle 1 Vehicle 2 Vehicle 3 Vehicle 4 Vehicle 5 Vehicle 6 year (do not include commuting miles) . 31 Total commuting miles driven during the year 32 Total other personal(noncommuting) miles driven 33Tota miles driven during the year Add lines 30 through 32 34 Was the vehicle available for personal use Yes during off-duty hours? 35 Was the vehicle used primarily by a more than 5% owner or related person? 36Is another vehicle available for personal use? Section C?Questions for Employers Who Provide Vehicles for Use by Their Employees Answer these questions to determine ifyou meet an exception to completing Section for vehicles used by employees who are not more than 5% owners or related persons (see instructions) 37 Do you maintain a written policy statement that prohibits all personal use ofvehicles, including commuting, by your Yes NO employees? 38 Do you maintain a written policy statement that prohibits personal use ofvehicles, except commuting, by your employees? See the instructions for vehicles used by corporate officers, directors, or 1% or more owners 39 Do you treat all use ofvehicles by employees as personal use7 40 Do you prowde more than five vehicles to your employees, obtain information from your employees about the use ofthe vehicles, and retain the information received? 41 Do you meet the reqUIrements concerning qualified automobile demonstration use? (See instructions) Note: Ifyour answer "Yes," do not complete Section for the covered vehicles Amortization Date Amortization Amortizable Code Amortization for Description ofcosts amortization period or amount section this year begins percentage 42Amortization ofcosts that begins during your 2009 tax year (see instructions) 43 Amortization ofcosts that began before your 2009 tax year . . . . . . . . 43 44 Total. Add amounts in column See the instructions for where to report . . 44 Form 4562(20 09) {Linn mean OF Con/manners. ?Jl- [Hi- UNITED :51} ?figs or?: AMERECA Ezrmm K. 163 3 200613-3800 20345?? ?55-?26 Fm: Jr dam awe; Lam Wee Mayne?: ?me; A. Comma: TO WHOM IT MAY CONCERN: The attached Bylaws for The US. Chamber of Commerce are a true and correct copy of the current bylaws of The US. Chamber of Commerce and reflect all amendments to the byiaws to date. Judith K. Richmond Secretaly, US. Chamber of Commerce by?, ?s?if: mg 5 The U.S. Chamber of Commerce is the world's largest business federation, representing more than 3 million businesses and organizations of every size, sector, and region. ESE EE ?r E. Esi {Esr? I. Name and Purposes 11. Membership Of?cers IV. Senior Council V. Board of Directors VI. Election of Directors VII. Procedure for Adopting Policies Committees IX. Amendments to the Bylaws X. Order of Business of Meetings XI. Application of Funds; Dissolution XII. National Emergency EE Eff; ,5 E5 ?is?inf? Index 1 IlleI'l . ARTICLE I NAME AND PURPOSES organlzatlon shall be known and deslgnated as the CHAMBER OF COMMERCE OF THE UNITED STATES OF AMERICA (herelnafter referred to as the ?Chamber?). The pr1nc1pal purposes of th1s organlzatlon are: to advance the 1nterests and concerns ofbuslness, economlc growth and the free system before Congress, the Executlve Branch, the courts, publlc forums and governments around the world, to promote cooperatlon among buslnesses, chambers ofcommerce, trade and professlonal assoc1at1ons, and other state, natlonal and Internatlonal organlzatlons that share mutual 1nterest 1n strengthenlng the free system and economlc cooperatlon and prosperlty, and to develop and propagate pollc1es that to 1nnovat1on, and 11mlted and accountable government, prudent and ethlcal buslness practlces, corporate and and broad enjoyment of the bene?ts of Increased prosperlty, Job creatlon and trade. In pursulng these purposes Chamber seeks to support our system of representatlve government w1th 1ts three equal and coordlnate branches of government and 1ts to preserve and further perfect the operatlon of our economlc system based upon prlvate 1n1t1at1ve and free and to promote cooperatlon and engagement between labor and management. The pursult and of the foregolng purposes w1ll prov1de greater llberty, opportunlty, and prosperlty for all people. To these ends the Chamber ofCommerce of the Unlted States ofAmerlca stands ready to cooperate w1th government, both 1n the US. and abroad, w1th other commerual, awe and nonpro?t organlzatlons, w1th organlzed labor, w1th the legal communlty, w1th agrlculture, w1th the press and w1th all people ofgood w1ll. (C) of the Chamber 0 Commerce 0 Unite ARTICLE II MEMBERSHIP SECTION 1. The followmg persons, and organlzat1ons shall be for 1n the Chamber: local, 1ntrastate, state, or reglonal busmess and mdustrlal organ1zat1ons whose chlel?purpose 15 the development of the buslness and 1ndustr1al Interests ot?a smgle country, reglon, state, c1ty or locallty, local, 1ntrastate, state, reglonal, nat1onal or 1nternat1onal organlzatlons whose ls con?ned to a spec1?c 1ndustry, trade or group of trades, professlonal organlzatlons, 1nd1v1dual corporatlons and 1ncludmg both domestlc and global buslnesses, and such other categorles or 1nd1v1duals ofs1mllar purpose as may be deemed for by a vote of the members of the Board ot?Dlrectors present at any duly called meetlng of the Board. SECTION 2. All members shall be to recelve the regular general pubhcatlons ofthe Chamber and shall be for on all standmg or spec1al In the case ot?a ?rm or any duly de51gnated member ofthe ?rm or shall have the power and authorlty to represent 1t as a member. In the case ot?a corporat1on, any duly deslgnated employee of the corporatlon shall have the power to represent the corporatlon as a member. SECTION 3. In any proceedmg votlng by the members 1s requlred, each member 1n good shall be to one vote. SECTION 4. The Board ofDlrectors may spec1fy procedures governmg for membersh1p and actlon thereon, Insofar as they are cons1stent w1th these Bylaws. The Board shall have excluslve authorlty to determlne the quall?catlons and ofall for membersh1p and to approve or dlsapprove any SECTION 5. The Board ofDlrectors may perlod1cally set the annual dues for each member or category of membersh1p. Annual dues shall be payable upon ofa membersh1p and annually thereafter on that date. Dues shall be refunded 1fa membersh1p or renewal 1s rejected. If any member falls or refuses to pay annual dues w1th1n a perlod of days after the same are due and payable, the membersh1p ofsuch member may be suspended and may be termmated. SECTION 6. Any member may w1thdraw from the Chamber by to the Pres1dent and ChlefExecutlve Of?cer a reSIgnatlon. SECTION 7. The membersh1p of any member of the Chamber may be termmated by the Presldent and ChlefExecutlve Of?cer upon a determmatlon that such membersh1p 1s prejud1c1al to the best 1nterests of the Chamber. Notlce ofsuch termlnatlon shall be prov1ded to such member 1n ARTICLE 111 OFFICERS SECTION 1. The of?cers ofthe Chamber shall be a Chalrman ofthe Board ofDlrectors, a Presldent and Ch1ef Executlve Of?cer, a Vlce Chatrman of the Board ofDlrectors, a Chalrman ofthe Executlve one Reglonal Vlce Chalrman to represent each D1v1s1on ofthe Chamber, a Treasurer, a Secretary, and such other of?cers as may be appomted 1n accordance w1th prov1s1ons of Art1cle. SECTION 2. The Chalrman of the Board ofDlrectors, Vlce Chalrman of the Board ofDlrectors, Chalrman of the Executlve Reglonal Vlce Chalrmen, and Treasurer shall be electlve of?cers. These of?cers shall be elected annually by the Board ofDLrectors. SECTION 3. Each electlve of?cer shall take of?ce at a sess1on of the Board held dunng the annual meet1ng followmg electlon and shall serve for a term ofone year, and untll such of?cer?s successor 1s duly elected and quall?ed. If the annual meetlng should be postponed or cancelled, the Board shall spec1fy the date, not later than 60 days followmg the date ofelectlon, upon Wl?llCl?l newly elected of?cers shall take of?ce. SECTION 4. No Chalrman of the Board ofDlrectors, Vlce Chalrman of the Board othrectors, or Chalrman ofthe Executlve shall serve for more than one term of of?ce, and no Reglonal Vlce Chalrman shall serve for more than three consecutlve terms of of?ce. Notw1thstand1ng the foregolng, an electlve of?cer shall contlnue to hold of?ce whlle the electlon of a successor, untll that successor has been appolnted and taken of?ce. For the purposes sectlon, a portlon ofa term shall be consadered a full term. SECTION 5. Any of?cer appolnted or elected by the Board may be removed from of?ce by a majorlty vote of the Board at any regular or spec1al meetlng of the Board at a quorum 15 present. A vacancy 1n any electlve of?ce may be ?lled for the balance ofthe term thereofthrough electron by the Board at any regular or spec1al meetlng at a quorum 1s present, or by ballot by mall, or e?mall. SECTION 6. The Pre51dent and ChlefExecutlve Of?cer shall be appolnted by the Charrman of the Board ofDlrectors, w1th the approval of the Board. When there 1s a vacancy 1n po51t1on, the on Compensatlon and Employee Bene?t Arrangements shall form a search of Its members and such other Dlrectors as are approved by the Executlve The search shall rev1ew and recommend candldates for cons1derat1on and approval by the Executlve and the Board ofDlrectors. The term of the Pres1dent and ChlefExecutlve Of?cer shall be ?xed by the Board ofDlrectors. A vacancy 1n of?ce may be ?lled for the balance ofthe term thereof by appolntment at any t1me and 1n accordance w1th the procedures spec1?ed 1n sectlon. Any Board actlon hereunder may be taken at any regular or spec1al meetlng at a quorum 1s present, or by mall, or erma1l ballot. SECTION 7. The Secretary shall be appolnted annually by the Presldent and Chlef Execut1ve Of?cer, w1th the approval of the Board ofDlrectors, subject to reappo1ntment w1thout restr1ct1on. A vacancy 1n o?ice may be ?lled for the balance of the term thereof by l1ke appo1ntment at any t1me. Any Board act1on hereunder may be taken at any regular or spec1al meet1ng at wh1ch a quorum 15 present, or by ma1l, facs1mlle or erma1l ballot. SECTION 8. The Cha1rman of the Board ofD1rectors shall be the pr1nc1pal elect1ve of?cer. He shall pres1de at ofthe Board ofD1rectors and at meet1ngs of the Chamber?s Except as otherw1se prov1ded 1n these Bylaws, he shall be a member ex of?c1o of all He may be called upon to pres1de at meet1ngs ofthe Executlve or of other adm1n1strat1ve 1n the absence ofthe cha1rman ofsuch comm1ttees, unless otherw1se prov1ded 1n these Bylaws or by rules adopted by the Board, and shall perform such other dut1es spec1?ed 1n these Bylaws or ass1gned by the Board of D1rectors. SECTION 9. The V1ce Cha1rman ofthe Board ofD1rectors shall pres1de at meet1ngs ofthe Board ofD1rectors 1n the absence of the Cha1rman, ass1st or act on behalfof the Cha1rman to carry out responslb111t1es of the Cha1rman 1n h1s absence or at h1s request, and perform such other dut1es as may be ass1gned by the Board of D1rectors. SECTION 10. The Presldent and ChlefExecutlve Of?cer shall be the full?t1me, salar1ed ch1efexecut1ve of?cer 1n charge of adn11n1strat1on and management of the Chamber, and he shall report to the Board. He may employ and remove members of the staff, as needed to carry on the work ofthe Chamber 1n all 1ts operat1ons. He shall manage and d1rect all departments, d1v1s1ons and act1v1t1es ofthe Chamber, and shall perform such other dutles as may be by the Board. Except as otherw1se prov1ded 1n these Bylaws, he shall be a member ex of?c1o of all SECTION 1 l. The Cha1rman of the Executlve shall preslde at all ofthe Executlve and perform such other dutles as the Cha1rman of the Board may request. SECTION 12. The Treasurer shall have custody and keep account of moneys, funds and property of the Chamber, unless otherw1se determmed by the Board othrectors, and shall keep full and accurate accounts of recelpts and dlsbursements 1n books belongmg to the Chamber, and shall render such accounts and present such statements to the Board ofDlrectors, Cha1rman of the Board, and PreSIdent and ChlefExecutlve Of?cer, as may be requlred ofth He shall make dlsbursements from the funds ofthe Chamber upon order of, or pursuant to such procedures for approvmg dlsbursements as may be authorlzed by, the Pres1dent and ChlefExecutlve Of?cer, and shall perform such other dutles as may be to h1m by the Board ofDlrectors. The Treasurer may appolnt one or more ass1stant treasurers to perform such dutles as the Treasurer may delegate to h1m or them. SECTION 13. The Secretary shall mamtam such records of the Chamber and glve such notlces of meet1ngs as may be by the Pre51dent and ChlefExecutlve Of?cer, the Board ofDlrectors, or these Bylaws, and shall attest to all of?clal papers. The Presldent and ChlefExecutlve Of?cer may appomt one or more a551stant secretarles to perform such dutles ofthat of?ce as the Presldent and ChlefExecutlve Of?cer may delegate to h1m or them. SECTION 14. Such other of?cers, not spec1?cally prov1ded for 1n these Bylaws, as may be deemed necessary, may be appo1nted by the Presldent and Chlef?Executlve Officer, w1th the approval or upon the authorlzatron ofthe Board ofDlrectors, to hold of?ce for such perlod as may be spec1?ed w1th respect to any such appo1ntment. SECTION 15. Any two or more appo1nt1ve of?ces may be held by the same person, except the of?ces of Presldent and ChlefExecutlve Of?cer and Secretary. SECTION 16. explratron ofhls term, any appo1nted of?cer shall contlnue to hold of?ce untll h1s successor has been appo1nted and taken of?ce, unless appo1ntment 1s earller specl?cally revoked. ARTICLE IV SENIOR COUNCIL SECTION 1. There shall be a Senlor Counc11 composed ol?not more than ?ve past pr1nc1pal elect1ve of?cers who have most recently served at least a full term as Chalrman of the on Compensatlon and Employee Bene?t Arrangements. In the event ot?reslgnatlon or death ot?a member of the Senlor Counc11, the vacancy may be ?lled only by another pr1nc1pal elect1ve of?cer who has served at least a full term as Chalrman of the Board ol?Dlrectors. Serv1ce on the Senlor Counc11 shall not count agalnst the 11mltat1on on consecutlve terms for elected Dlrectors under VI of these Bylaws. SECTION 2. The functlon of the Senlor Counc11 shall be to form a cablnet ofadvrsors to the Chalrman of the Board ot?Dlrectors, partlcularly 1n matters 1nvolv1ng pollcles and precedents. It shall convene, whether 1n meetlng or otherwrse, upon the call of the Chalrman of the Board of Dlrectors or ofthe Board. 11 IlleI'l . ARTICLE BOARD OF DIRECTORS SECTION 1. The Board ofDlrectors shall of the Chalrman of the Board ot?Dlrectors, the PreSIdent and CEO, the Vlce Chalrman of the Board ol?Dlrectors, the Chalrman of the Executlve the Reg1onal Vlce Chalrmen, the Treasurer, and such number ot?elected Dlrectors as otherw1se prov1ded 1n these Bylaws. SECTION 2. The Board ofDlrectors shall superv1se and exerc1se governance over the affalrs of the Chamber, determme 1ts pollcles or changes thereto subject to the procedures spec1?ed 1n these Bylaws, recelve, approve and take other approprlate act1on regardmg reports from the Chamber?s and spec1al and exerc1se and w1th respect to the management and dlsbursement of 1ts funds. The Board may adopt such rules and regulatlons the conduct of 1ts bus1ness as shall be deemed necessary, and may, 1n the executlon of these specr?ed powers, appolnt such agents as 1t may requlre. The Board may conduct 1ts buslness 1n meetlng or by other means, except as otherw1se spec1?ed by these Bylaws. SECTION 3. The Board ofDlrectors shall meet upon the call of the Chalrman of the Board ot?Dlrectors at such tlmes and places as he may deslgnate, and shall meet upon the demand of a majorlty of 1ts members. Notlce of all meetmgs of the Board shall be made by mall, eimall, facsmule, telephone, or comparable means to each member at least ?ve days 1n advance of such meetlng. It?less than ten days? not1ce ls glven, members shall be notl?ed by telephone, e?mall, or comparable means. The Board may conduct of?c1al buslness by teleconference 1f a quorum 1s and advance not1ce of the teleconference ls provrded at least 24 hours before the call to all members of the Board, by mall, ermall, telephone, or other comparable means. One th1rd of the total number of duly elected Dlrectors shall a quorum for the purpose of of?c1al busmess, except as otherWISe prov1ded 1n these Bylaws. Any lesser number may adjourn from tlme to tlme untll a quorum 15 present. SECTION 4. The Board ofDlrectors shall cause to be kept a full and complete record of all 1ts shall be open to the 1nspect1on of the members at any tlme. The Board may perlodlcally 1ssue 1nformat1onal reports on dec151ons and other actlons of the Board, and such reports to the members by such means and 1n such 1nstances as 1t shall deem necessary. It may also such reports to the news medla, Members of the Congress of the Unlted States, state and local government of?clals, 1nternat1onal busmess and government leaders, and to such other external as the Board may conslder proper. SECTION 5. Members of the Board who are unable to attend duly called ofthe Board shall notlfy the Presrdent and ChlefExecutlve Of?cer by mall, ermall, telephone or other comparable means of the reason for then absence, at least one day prlor to the meetlng. lfa Dlrector con515tently falls to attend duly called of the Board w1thout 13 14 of the Chamber 0 Commerce 0 Unite prov1d1ng a su?ic1ent reason for such absences, the Board may remove such Dlrector, 1n accordance w1th the prov151ons of these Bylaws. SECTION 6. The Board ot?Dlrectors shall mamtaln General Of?ces 1n D.C., shall be deemed the Natlonal Headquarters of the Chamber. ARTICLE VI ELECTION OF DIRECTORS SECTION 1. Each year at least twenty??ve Dlrectors shall be elected by the Board ofDlrectors, for terms of two years. The total number ofDlrectors shall not exceed 150, number the Board may change by a vote, no less than 25 ofwhom shall represent state or local chambers of commerce. Of the Dlrectors elected each year, at least one shall be nomrnated by the Nomrnatlng from each electron SECTION 2. Drrectors shall be elected at regular of the Board. SECTION 3. To be for servrce as a Dlrector, a person must be a member of the Chamber 1n good 1nclud1ng an 1nd1v1dual deemed for under II, or an of?cer, partner or employee ofa member 1n good SECTION 4. No person shall serve as an elected Dlrector for more than three consecutlve terms ofo?ice, except as prov1ded 1n concermng Dlrectors on the Semor Councrl. For purposes ofth1s sectlon, a portlon ofa term shall be consldered a full term. SECTION 5. The electron the number and boundarles shall be changed only by a vote of the Board ol?Dlrectors, shall be as follows: 15 BOARD ELECTION DISTRICTS I II IV VI VII IX Mame, New Vermont, Massachusetts, Rhode Island, Connectlcut, Puerto Rlco, Islands. New York, New Jersey, Delaware. Maryland, ol?Columbla, West North Carollna, South Carollna. Georgla, Florlda, Alabama, M1551ss1pp1, Tennessee. Kentucky, Oh1o, Indlana, W1scons1n. Mlssourl, Kansas, Arkansas, Oklahoma, Texas, Lou1s1ana. Iowa, Mlnnesota, North Dakota, South Dakota, Nebraska. Montana, Wyommg, Colorado, New Mexrco, Arlzona, Utah, Idaho, Nevada. Oregon, Calrfornra, Alaska, Hawau, Guam. SECTION 6. Each newly elected Dlrector shall take of?ce 1mmed1ately follow1ng electlon. SECTION 7. The Board shall provrde such further procedures as may be necessary to effect provrslons of these Bylaws nomrnatron and electron ofDlrectors. SECTION 8. A vacancy 1n any elected may be ?lled for the balance of the term through electron by the rema1n1ng members of the Board, at any regular or specral meetlng at wh1ch a quorum 1s present, or by mall, eemall or ballot. SECTION 9. lfa person elected to on the Board ol?Dlrectors decllnes to serve or becomes 1ncapac1tated and unable to serve, the shall be declared vacant by the Chalrman of the Board and shall be ?lled by the Board for the unexplred term. SECTION 10. Any member of the Board of Dlrectors may reSIgn at any t1me by g1v1ng notlce to the Pres?ldent and Chlel?Executlve Of?cer or to the Board. Such reslgnatlon shall take effect at the t1me spec1?ed thereln, or, lfno t1me lS spec1?ed, at the t1me of acceptance thereof as determlned by the Presldent and Chlef Execut1ve Of?cer or the Board. Any Dlrector may be removed by a majorlty vote of the Dlrectors at any regular or spec1al meetlng at a quorum 15 present. 17 ARTICLE VII PROCEDURE FOR ADOPTING POLICIES SECTION 1. All proposals to be cons1dered and acted upon by the Chamber shall be t1mely 1n 1mportance, general 1n and of broad s1gn1?cance to bus1ness and 1ndustry. The Board ofDlrectors shall determ1ne the and appropr1ateness of all proposals to be cons1dered and acted upon by the Chamber. SECTION 2. A pollcy declarat1on, or change 1n or reaf?rmatlon of an ex1st1ng pollcy declaratlon, shall be approved only by: a majorlty vote of the whole number of the D1rectors, 1n meet1ng or otherw1se, or a two?th1rds vote of the whole number of members ol'the Executlve Comnuttee, 1n meet1ng or otherw1se, upon a determ1nat1on 1n wr1t1ng by the Cha1rman ol'the Board ol?D1rectors or the Cha1rman ol? the Execut1ve Comnuttee that the Chamber does not have an approprlate pol1cy 1n place to take effectwe act1on on an urgent and 1mportant matter, and there 1s not sul?lic1ent t1me to establ1sh such a pollcy under the forego1ng procedure. In such 1nstance, the Executlve shall, as thereafter as poss1ble, 1nform the Board of the adopted pol1cy change or declaratlon and the reasons for the Comm1ttee?s act1on. SECTION 3. The Board ofD1rectors or management of the Chamber may, at 1ts d1scret1on, 1nformally poll the members of the Chamber to determlne trends ot?busmess oplnlon on questlons ofpohcy and prlorltles, the results not to be upon the Board or the Chamber as a whole, but to be adv1sory to the Board and management of the Chamber. 19 20 IlleI'l . ARTICLE COMMITTEES SECTION 1. The Chalrman of the Board ol?Dlrectors, subject to the approval of the Board ofDlrectors, shall annually appolnt an Executlve and such other or spec1al as may be requrred by the Bylaws and w1th such dutles and authorlty as prov1ded by the Bylaws. The Chalrman may also appolnt such other task forces, study groups, adVIsory and other ent1t1es as he may deem necessary to ass1st the Board 1n ful?llmg respons1b111t1es under the Bylaws, prov1ded that such groups solely of members 1n good ofthe Chamber, and that they may not take any act1on to the Board or the Chamber, except as otherw1se prov1ded 1n these Bylaws. So far as practlcable, apporntments to all of the Chamber shall be dlversl?ed 1n order that studles, recommendat1ons and dec1s1ons be made w1th due regard to all the Vlews related to a comprehenswe, tau and balanced conslderatlon ofthe subject matter w1th1n each All shall report therr recommendat1ons, dec1s1ons and act1ons to the Board as they deem approprlate or at the dlrectlon ofthe Board. SECTION 2. There shall be an Executlve Comm1ttee composed ofthe Chalrman of the Executlve the Pres1dent and Chlel?Executlve Of?cer, the Chalrman of the Board ofDlrectors, the Vlce Charrman ofthe Board ofDrrectors, the Reglonal Vlce Chalrmen, and such other Dlrectors as may be appolnted by the Chalrman of the Board ofDlrectors, subject to the approval ofthe Board. The 1mmed1ate past Chalrman of the Board of Dlrectors shall serve as Chalrman of the Executwe for a term ol?one year. Except as otherw1se prov1ded 1n these Bylaws, the Executlve shall have such dutles as may be prescr1bed by the Board of Dlrectors, and such powers as may be delegated to It from tlme to t1me by the Board. It shall report to the Board such recommendatlons as 1t may have, and also any act1ons taken 1n pursuance ol'prevrously granted authorlty. The Board may by majorlty vote at any regular or speclal meetlng at a quorum 1s present, any actlon ofthe Executlve but such shall be effect1ve only from and after the tlme ofsuch majorlty vote by the Board. Members of the Executlve Comm1ttee who are unable to attend duly called ol?sald shall, by mall, e?mall, telephone, or other comparable means, notrfy the Presldent and Chlef Execut1ve Of?cer of the cause ol'thetr absence. Il?a member of the Executlve con51stently falls to attend duly called of the Executlve Comm1ttee w1thout prov1d1ng a suf?crent reason for such absences, the Executlve may remove such member from the Executlve by majorlty vote at any regular or specral meetlng at Wl?llCl?l a quorum 1s present. Vacancres w1th respect to appolnted members of the Executlve shall be ?lled by the Chalrman of the Board ofDlrectors, subject to the approval of the Board ol'Dlrectors. 21 22 IlleI'l . The regular of the Execut1ve Comm1ttee shall be held dur1ng the year at 1ntervals to be ?xed by the Comm1ttee, the dates ofsald to be set at least ten days 1n advance thereof. Spec1al meet1ngs may be called by the Cha1rman ofthe Board ofDlrectors, or by vote of the Comm1ttee. The Execut1ve Comm1ttee may conduct 1ts buslness 1n meet1ng or otherw1se. If the Executlve meets by teleconference, advance not1ce ofthe meet1ng must be prov1ded at least 24 hours before the call to all members of the Execut1ve Comm1ttee, by ma1l, facs1m11e, erma1l, telephone, or other comparable means. A majonty of the Executlve shall const1tute a quorum for the purpose of conduct1ng bus1ness. SECTION 3. Every year at such t1me as 1t shall determlne, the Executlve shall elect ?ve members of the Board ofD1rectors to serve on a Nomlnat1ng Comm1ttee, compr1sed ofa total often members. Members shall serve from July 1 follow1ng the1r elect1on unt1l July 1 two years thereafter. All members of the Board, except the Pres1dent and Chlef Execut1ve Of?cer, Cha1rman of the Board ofD1rectors, V1ce Chalrman of the Board ofD1rectors, Cha1rman of the Execut1ve Comm1ttee, Reg1onal V1ce Cha1rmen and Treasurer, shall be e11g1ble for membersh1p on the Nom1nat1ng Once the new members of the Nomlnat1ng are elected, the Comm1ttee shall elect a cha1rman. In the event ofa t1e, the elect1on shall be resolved by lot. Any vacancy on the Nomlnatlng Comm1ttee shall be ?lled by the Execut1ve Comm1ttee by elect1on 1n accordance w1th the foregomg procedures. Any vacancy 1n the cha1rmansh1p shall be ?lled by the Comm1ttee 1n the manner prov1ded above for elect1ng a cha1rman. SECTION 4. The Nommatmg shall recommend to the Board one person for electlon to each electlve of?ce, for each d1rectorsh1p to be ?lled for the full term, and for vacanc1es that may occur 1n any electlve of?ce or durlng the regular term thereof. SECTION 5. days ofeach electlon for Nomlnatlng the Chamber shall prov1de notlce through 1ts general publlcatlon of the Nomlnatmg members elected for each year, and shall nottfy the Board ol?Dlrectors ol?the same. SECTION 6. There shall be a Budget appomted by the Charrman of the Board ol?D1rectors shall rev1ew and report to the Board of Dlrectors 1ts recommendatlons w1th respect to an annual operatlng budget and other appropr1at1ons, and shall have such other dutles as may be asSIgned by the Charrman of the Board ol?Drrectors. SECTION 7. There shall be an Audlt appolnted annually by the Chalrman of the Board ofD1rectors, subject to the approval of the Board. The Audlt shall be responSIble for selectlon of the 1ndependent accountants to aud1t the ?nanclal affalrs of the Chamber, (2) rece1v1ng and rev1ew1ng reports from the 1ndependent accountants (coples ol?wh1ch shall also be to the Presldent and Chlel?Executlve Of?cer and the Chalrman of the Board ol?Dlrectors), (3) at least annually to the Board ofDlrectors on 1ts act1v1t1es, (4) on 1ts act1v1t1es and related to ?dellty and 1nsurance coverage for the Chamber, and (5) rev1ew1ng and approvmg compensatlon ofthe 1ndependent audltors, w1th the concurrence of the Budget 23 24 IlleI'l . SECTION 8. There shall be a on Compensatron and Employee Bene?t Arrangements composed ofthe Chatrman of the Board ot?Dlrectors, the Vlce Chalrman of the Board ofDlrectors, the Chalrman of the Executlve and the 1mmed1ate past Chalrman ofthe Executlve who shall serve as Chalrman ol?the The Chalrman of the Board ofDlrectors may also appolnt other members of the Board to serve on the The shall rev1ew recommendatrons as presented by the Presrdent and Ch1ef Executlve Of?cer w1th respect to (1) the rates and manner ofpayment ofcompensatlon to be pald to employees of the Chamber, and (2) the adoptlon, modl?catlon, or termlnatlon of any pens1on plan or other ?nanc1al 1ncent1ve or bene?t plan or arrangement to any or all ofthe employees of the Chamber, and shall subnut such recommendatlons as to any such matters as It deems approprlate to the Budget For purposes sectlon, ?employees? shall Include any o?icer of the Chamber who 15 also an employee. ARTICLE IX AMENDMENTS These Bylaws may be amended by a majorlty vote of the whole number of the Board of Dlrectors, 1n a regular or specral meetlng at a quorum 1s present, or by mall, or e?mall ballot. ARTICLE ORDER OF BUSINESS OF MEETINGS SECTION 1. The order ofbusrness for all annual and speclal of the Board ofDlrectors shall be determmed by the rules by the Board ol?Dlrectors 1n accordance Sectlon 2 V. SECTION 2. Robert?s Rules ofOrder shall govern all meet1ngs and dellberatlons ofthe Chamber and all under these Bylaws, except as otherwrse specl?cally determlned by a majorlty vote of the Board ofDlrectors. 25 26 of the Chamber 0 Commerce 0 Unite ARTICLE XI APPLICATION OF DISSOLUTION AND DISTRIBUTION OF ASSETS SECTION 1. The Chamber shall use 1ts funds and other assets only to the objectlves and purposes 1dent1?ed by these Bylaws, and no part ofsald funds or other assets shall mure, or be to any member of the Chamber, except as payment for goods or serv1ces prov1ded pursuant to an arms?length agreement between the Chamber and the member, and at falr market value for those goods or serv1ces. SECTION 2. Upon dlssolutlon of the Chamber, any funds or other assets remalnmg shall be llquldated and to one or more regularly orgamzed and quah?ed charltable, educatlonal, sc1ent1?c, or phllanthroplc orgamzatlons, to be selected by the Board ol?Du?ectors. ARTICLE XII NATIONAL EMERGENCY In furtherance of 1ts for superv1s1ng and exerc1s1ng governance over the affalrs of the Chamber, the Board ofDlrectors may prov1de such speclal rules, regulat1ons and procedures as 1t shall deem necessary to the contmued effectlve operatlon and conduct of the Chamber durlng a perlod ol'natlonal or local emergency. Such rules may spec1fy prov151ons ofthese Bylaws to be suspended durlng such a perlod. uspens1on of such prov1s1ons shall be effectlve when and for such perlod oft1me as compllance therew1th ls 1mposs1ble because ofa natlonal or local emergency, whereupon the rules, regulat1ons or procedures adopted by the Board shall be accorded the full force and effect of Bylaws prov151ons, for the duratlon of the perlod set by the Board. 27 28 CERTIFICATE OF INCORPORATION Of CHAMBER OF COMMERCE OF THE UNITED STATES OF AMERICA We, the JOHN H. FAHEY, JOHN JOY EDSON, and ELLIOT H. GOODWIN, all CItIzens of the Umted States, and a n?ldJOI?ll?Y ofwhom are resIdents ofthe ofColumbIa, do by these presents, pursuant to and In conformIty w1th the prov1s1ons ofSubchapter three (3) ofChapters elghteen (18) of the Code of Law for the ofColumbIa, enacted March 3, 1901, and as subsequently amended, assoc1ate ourselves together as a body and corporate, and do hereby certhy In First: The name by the corporatlon shall be known 1s CHAMBER OF COMMERCE OF THE UNITED STATES OF AMERICA. Second: The ex1stence of thIs corporatlon shall be perpetual. Third: The partlcular busmess and objects of the corporatIon are: To encourage trade and commercIal Intercourse between the States, the TerrItorIes, and Insular possessIons of the UnIted States ofAmerlca and w1th forelgn natIons, and to promote cooperatlon between chambers of commerce, boards of trade, and other commerCIal and manufacturers? organIzatIons of the UnIted States, IncreasIng the1r eHiCIency and the1r usefulness, to promote the mutual Improvement of 1ts members, to secure cooperatlve actron 1n the common purposes of 1ts members, and equrty 1n buslness usages and laws, and proper conslderatlon and concentratlon or optnlon upon questlons the ?nancral, commerc1al, c1v1c, and mdustrlal Interests of the country at large, to succeed, and to carry on the affalrs of, the Chamber ot?Commerce of the Unlted States ofAmerlca, an un1ncorporated assoc1at1on, formed on Aprll 22, 1912, 1n the c1ty of ofColumbla, and stnce 1ts affalrs headquarters at the sald c1ty Fourth: The number ofdtrectors who shall manage the corporatlon for the ?rst year 1s (31). At the Annual Meetlng of the corporatlon held the year 1916 there shall be elected (13) dtrectors, and at the Annual Meettng held 1n the year of 1917 there shall be elected twelve (12) dlrectors, and thereafter the dlrectors shall be elected 1n the manner by the bylaws of the corporatlon. A majorlty of the board of dlrectors shall be a quorum for the transact1on ofbustness. The board ofd1rectors of the untncorporated assoc1at1on shall the ?rst board ofdtrectors of the corporatlon and shall serve 1n that capacrty for the balance ofthelr unexplred terms, that 1s to say, the persons at the tlme the of?ces ol?pres1dent, Vlce presldents, and treasurer of the unlncorporated assocratlon as exrof?cm members of the board, and, untll the Annual Meetmg 1n 1916, the followrng: . Frederlc E. Boothby, Portland, Me. - James R. MacColl, Prov1dence, R.I. W1111am Butterworth, Mollne, Ill. - Charles Nagel, St. L0u1s, M0. 29 Frankhn Conkhn, Newark, N. - F. A. Akron, (3th. . Homer L. Ferguson, Newport News, Va. - Leon C. S1mon, New Orleans, La. L. S. GIllette, Mlnneapolls, Mlnn. - H. Stevenson, P1ttsburgh, Pa. Granger A. Rochester, NY. - T. L. L. Temple, Texarkana, Ark. M. Baltlmore, Md. Untll the Annual Meetlng 1n 1917, the followmg: . L. C. Boyd, Ind1anapol1s, Ind. Henry B. on, Detr01t, M1ch. - Thomas Burke, Seattle, Wash. . Charles S. Ke1th, Kansas C1ty, Mo. - Howell Cheney, South Manchester, Con. . E. T. Mered1th, Des Mo1nes, Ia. - R. T. Fa1rmont, W. Va. . John W. Ph1l1p, Dallas, Texas. - H. Douglas, New York, NY. . R. G. Rhett, Charleston, S. C. - A. E. Esberg, San Franc1sco, Cal. . Thomas B. Stearns, Denver, Colo. Fifth: The names and places ofresldence ofthe mcorporatmg members are as follows: John H. Fahey, Boston, Massachusetts. 30 - Iohn ]oy Edson, of Columbla. H. Goodwm, 0f Columbla. IN WITNESS WHEREOF, we have made, Slgned, and acknowledged, 1n dupllcate, th1s certl?cate th1s 3rd day ofDecember One thousand n1ne hundred and ?fteen. John H. Fahey John Joy Edson H. Goodw1n Clty of sse ofColumbla I, Katherlne V. Boswell, Notary Publlc 1n and for the ofColumbla, do hereby that JOHN H. FAHEY, JOHN JOY EDSON, and ELLIOT H. GOODWIN, whose names are slgned to the wr1t1ng hereto annexed, bear1ng date the 3rd day ofDecember, 1915, are personally well known to me, and personally appeared before me 1n the of Columbla on the day and year aforesald, and separately and 1nd1v1dually acknowledged the same before me, and that they generally slgned the same for the purposes there1n set forth. I under my hand and notarlal seal, 3rd day ofDecember One thousand n1ne hundred and ?fteen. Katherlne V. Boswell Notary Publlc, D.C. 31 32 TOPIC ARTICLE SECTION PAGE Absence from Board Absence from Executlve Amendment to Bylaws for Secretary, appomtment and dutles Treasurer, appomtment and dutles Audrt appolntment and functrons Board ot?Drrectors- Absence from of Composrtron and general dutles Elects Dlrectors Elects Of?cers May take Informal poll Natlonal emergency, specral rules Notlce requlred for meetmgs Pollcy adoptlon Procedure for nommatmg members ol'Board Procedure for members ofBoard Quorum, 20 members Record Reports by Vacancres?unexprred terms Budget appomtment and functrons Busmess and Protessmnal Members see Members Bylaws amendment of Chalrman ot?the Board ot?Drrectors- Electron and dutres Ex of?cro member leltatlon on length ot'seerce 111 1?6 IN.) LHLH 1?10 IN.) 13714 20722 25 13?14 12?14 TOPIC ARTICLE SECTION PAGE Chalrman ofthe Executrve See also Checks?see Dlsbursements to nomlnate Dlrectors and Of?cers Apporntment Chalrman ofthe Board as ex of?clo member Personnel shall be d1vers1?ed Presrdent and CEO as member ex of?clo Report to Board ofDlrectors Compensatlon and Employee Bene?t Arrangements Dlrectors Can serve not more than three consecutlve terms as elected d1rector Dutles and Elected by Board Electlon for unexplred terms Electlon procedure- Nommatlng Dlrectors Of?cers for electron Geographrcal representatlon Length of terms Number elected each year Portlon of term consldered a full term Quall?catlons Tlme to take of?ce may be removed If contlnually absent wrthout reason V111 V111 V111 1,2,3,~l,11 10 10 6, 9 20722 23 00? 0 030.7 13?14 33 34 TOPIC ARTICLE SECTION PAGE Drsbursements- Board Ill 12 9 Drssolutron, assets upon 2 26 (electron), VI 5 15? 16 (marn geographrcal) VI 5 15* 16 DueS' Board to determrne ll 5 Dates payable 11 Days ofgrace II 5 5 Must be returned for current year upon termrnatron for cause other than nonpayment II 5 Suspensron for farlure to pay 11 5 Termrnatron for farlure to pay 11 5 Electron VI 5 15? 16 Electron, nomrnatrons for 3?6 22?23 Electron ofdrrectors, procedure VI 1* 10 15* 17 Electron ofol?cers 2 6 ofmembers- Organrzatron II 475 Busrness or professronal II 1 4 Other classes by Board 11 1 4 ol?polrcy proposals VII 1 18 Employees ofChamber' Employment Ill 10 Executrve apporntment and functron 2 207-- Polrcy approval VII 2 18 Funds, 1 26 Grace, days allowed for payrng dues II 5 5 Headquarters 1n 6 14 Informal poll on current questrons VII 3 18* 19 TOPIC ARTICLE SECTION PAGE Meetmgs- Notlce offsee Notrce Quorum?see Quorum Rules for annual and specral MembersBusrness and Professmnal' ApphcatlonS' Board actron Dues Fallure to pay dues ReSIgnatlon and Suspensron Termlnatron For farlure to pay dues For other cause Membersiorgamzatlon' Apphcatrons Board actlon Dues Fallure to pay dues and suspensmn ReSIgnatlon Termlnatlon For farlure to pay dues For other causes Members?classes estabhshed by the Board Moneys ofChamber, Name and purposes ofthe Chamber Natlonal emergency, Board may proVIde rules for operatlon durmg TOPIC ARTICLE SECTION PAGE Nommatmg Electlon 3 22 Func?uon 4 23 Notlces to Chamber Members- Names members 3 22 to be ?lled 5 23 Vacancles on 3 22 Notlce ofmeetmgs- Board ol'Dlrectors, ?ve or ten days 3 12? 13 Executlve ten days 2 20?22 Of?cers ol-Chamber' to nommate 4 23 leltatlon on number of terms 111 4 6 Tltle, manner ofelectmg or 6710 appomtmg, dutlesOrder ofbusmess, meetmgs 1 25 Orgamzatlon Membersisee Members Approved by Board VII 2 18 VII 1 18 Executlve actlon VII 2 18 Polls, Informal V11 2 18 PreSIdent and CEO- Appomtment and dutles 6, 10 7, 8 Ex of?clo member 10 8?9 Professlonal Membersisee Members Purposes ofChamber I 273 Quorum- Executlve 2 20722 36 Meetmgs ofBoard ofDlrectors 3 12? 13 Records, Secretary shall keep 111 13 9 TOPIC ARTICLE SECTION Regronal Vlce Charrmen' Electlon lerted to three consecutrve terms ReSIgnatron of members Resolutlonsisee Pohcres Rules for meetrng Secretary, apporntment and dutles Senror Councll, and dutles Suspensron of Bylaws, natronal emergency Termlnatron For fallure to pay dues For other cause Treasurer, electron and dutles Vacancles 1n the Board ot?Drrectors, Vrce Charrman ofthe Board Electron and dutres erlted to one term Vrce Charrmen, Reglonalisee Regronal Vlce Charrmen 111 111 111 174 2 1,7,13,6,9 16,17 6,8 37 38 4O Additional Data Software ID: Software Version: EIN: 53?0045720 Name: Chamber of Commerce of the USA Form 990, Part - 4 Program Service Accomplishments (See the Instructions) 4d. Other program services (Code (Expenses Includlng grants of$ (Revenue RecrUIt and retaln members and coordlnate member relatlons Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors (A) (B) (C) (D) (E) (F) Name and Average (check all Reportable Reportable Estlmated hours thatapply) compensatlon compensatlon amount ofother per I from the from related compensatlon week 3: 3 3.1: organlzatlon (W- organlzatlons from the (W- 2/1099- organlzatlon and Q. H, In H- ?n MISC) related a 3 3 I: organlzatlons Thomas Donohue 3685 015 0 62 246 PreSIdent and CEO 40 00 I I I Brlan Dalley 1 00 0 0 0 Dlrector Brlan Derksen 1 00 0 0 Dlrector Brian 0 Hara 1 00 0 0 0 Dlrector 1 00 0 0 Dlrector CA Howlett 1 00 0 0 0 Dlrector Carrle Dwyer 1 00 0 0 Dlrector Charles Barnes Sr 1 00 0 0 0 Dlrector Charles Stamp Jr 1 00 0 0 Dlrector ChristopherC Womack 1 00 0 0 0 Dlrector Cralg Fuller 1 00 0 0 Dlrector Dan 1 00 0 0 0 Dlrector DanIeIFEvans Jr 1 00 0 0 Dlrector Bryant 1 00 0 0 0 Dlrector Darlene 1 00 0 0 Dlrector A Stemberg 1 00 0 0 0 Dlrector 1 00 0 0 Dlrector Kepler 0 0 0 Reg Vlce Chalr (G Lakes) 1 00 Moxam 1 00 0 0 Dlrector Miller 1 00 0 0 0 Dlrector Muhlendorf 1 00 0 0 Dlrector Peacock 1 00 0 0 0 Dlrector Dennls leon 1 00 0 0 Dlrector Dennis Nally 1 00 0 0 0 Dlrector Dennls Wraase 1 00 0 0 Dlrector Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors (A) (B) (C) (D) (E) (F) Name and Average (check all Reportable Reportable Estlmated hours that apply) compensatlon compensatlon amount ofother per I from the from related compensatlon week 3: 3 3.1: organlzatlon (W- organlzatlons from the 3E (W- 2/1099- organlzatlon and Q. h, H- Tl MISC) related a 3 .3 organizations DonLBIankenshIp 1 00 0 Dlrector Donald Shepard 0 Chalr Exec Comm/Dlr 1 00 Donald Sterhan 1 00 0 Dlrector Donald Correll 1 00 0 DIrector Donald James 1 00 0 Dlrector Douglas A Sgarro 1 00 0 DIrector EdwardBDInan 1 00 0 Dlrector Edward Wanandl 1 00 0 DIrector Frank VanderSIoot 0 Reg Vlce 1 00 Frank 1 00 0 DIrector Fred Kalser 1 00 0 Dlrector Palmer 1 00 0 DIrector GEdIsonHollandJr 100 0 Dlrector GaryJTaylor 1 00 0 DIrector Gary Mabrey 1 00 0 Dlrector Gary Rutledge 1 00 0 DIrector George Argyros 1 00 0 Dlrector George Nolen 1 00 0 DIrector Gerald LShaheen 0 SenlorCounCII/Dlrector 1 00 Gerard Meuchner 1 00 0 DIrector Greg Lebedev 1 00 202,177 Dlrector Gregory Irace 1 00 0 DIrector Thomas 1 00 0 Dlrector Harland StoneCIpher 1 00 0 DIrector HaroldLJackson 1 00 0 Dlrector Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors (A) (B) (C) (D) (E) (F) Name and Average (check all Reportable Reportable Estlmated hours that apply) compensatlon compensatlon amount ofother per I from the from related compensatlon week 3: 3 3.1: organlzatlon (W- organlzatlons from the 3E (W- 2/1099- organlzatlon and Q. h, H- Tl MISC) related a 3 rt- *1 .3 organizations Harry Alford 1 00 0 0 Dlrector 1 00 0 0 Dlrector James A Hlxon 1 00 0 0 Dlrector JamesBLeeJr 100 0 0 Dlrector James Carter 1 00 0 0 Dlrector James Rogers 1 00 0 0 Dlrector James Rutrough 1 00 0 0 Dlrector James Hebe 1 00 0 0 Dlrector James Guyette 1 00 0 0 Dlrector James Wordsworth 1 00 0 0 Dlrector James WCIcconI 1 00 0 0 Dlrector JamesWMendenhall 1 00 0 0 Dlrector Jan LJones 0 0 Reg Vlce 1 00 Jeffrey Crowe 0 SenlorCouncH/Dlrector 1 00 Jeffrey Holley 1 00 0 0 Dlrector Jeffry Sterba 1 00 0 0 Dlrector Joan McCoy 1 00 0 0 Dlrector John Cannon 1 00 0 0 Dlrector John 0 0 Reg Vlce Chalr 1 00 John Ruan 1 00 0 0 Dlrector John Chen 1 00 0 0 Dlrector John WBachmann 0 SenlorCouncH/Dlrector 1 00 Joseph ngby 1 00 0 0 Dlrector Joshua I 1 00 0 0 Dlrector Herglotz 1 00 0 0 Dlrector Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors (A) (B) (C) (D) (E) (F) Name and Average (check all Reportable Reportable Estlmated hours that apply) compensatlon compensatlon amount ofother per I from the from related compensatlon week 3: 3 3.1: organlzatlon (W- organlzatlons from the 3E (W- 2/1099- organlzatlon and Q. h, H- Tl MISC) related 3 E, .3 organizations Connelly 1 00 0 0 Dlrector Klaus Klelnfeld 1 00 0 0 Dlrector Larry A LIebenow 0 0 Reg Vlce 1 00 Larry Thompson 1 00 0 0 Dlrector Leon Trammell 1 00 0 0 Dlrector Llnda Awkard 1 00 0 0 Dlrector Llsa Mascolo 1 00 0 0 Dlrector 1 00 0 0 Dlrector Manuel] Perez de la Me 0 0 Reg Vlce Chalr(S Cent)/D 1 00 Marcel 1 00 0 0 Dlrector 100 0 0 Dlrector MarkEWatson 1 00 0 0 Dlrector Mark 1 00 0 0 Dlrector Mark Towe 1 00 0 0 Dlrector Martln Rlchenhagen 1 00 0 0 Dlrector MatthewK Rose 1 00 0 0 Dlrector Maura WDonahue 0 0 SenlorCounCII/Dlrector 1 00 MIchaeI A Leven 1 00 0 0 Dlrector MIchaeIDMaves MD MB 100 0 0 Dlrector MIchaeILDucker 100 0 0 Dlrector Nlcholas 1 00 0 0 Dlrector Ingram 1 00 0 0 Dlrector PatrICIa EIIzondo 1 00 0 0 Dlrector PatrICIa Owen 1 00 0 0 Dlrector Klaassen 1 00 0 0 Dlrector Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors (A) (B) (C) (D) (E) (F) Name and Average (check all Reportable Reportable Estlmated hours thatapply) compensatlon compensatlon amount ofother per It, I from the from related compensatlon week 5: 3 3.1: organlzatlon (W- organlzatlons from the i 3'3 (W- 2/1099- organlzatlon and Q- w- it It, H- ?n MISC) related a 3 c- organizations Paul Speranza Jr 0 0 SenlorCouncH/Dlrector 1 00 PauIWJones 1 00 0 0 Dlrector 1 00 0 0 Dlrector Peter Paoll 1 00 0 0 Dlrector RaJendra 0 0 Reg Vlce 1 00 Randal Quarles 1 00 0 0 Dlrector Raymond Plnard 1 00 0 0 Dlrector Red Cavaney 1 00 0 0 Dlrector Rhonda Parlsh 1 00 0 0 Dlrector Rlchard Frasch 1 00 0 0 Dlrector Rlchard Bagger 1 00 0 0 Dlrector Rlchard McClure 1 00 0 0 Dlrector Robert Weber 1 00 0 0 Dlrector Robert Fatowc 1 00 0 0 Dlrector Robert MacDonald 0 0 Reg Vlce 1 00 Robert 0 0 Chalrman/Dlrector 1 00 Roland Vaughan 1 00 0 0 Dlrector Ronald Welnberg 1 00 0 0 Dlrector Ronald Monford 1 00 0 0 Dlrector 5 Dale 1 00 0 0 Dlrector Sandy Beaty 1 00 0 0 Dlrector ScottLHoIman Sr 1 00 0 0 Dlrector ShannonLGreene 1 00 0 0 Dlrector Shlgeru Hayakawa 1 00 0 0 Dlrector StephenRVan Meter 1 00 0 0 Dlrector Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors (A) (B) (C) (D) (E) (F) Name and Title Average P05ition (check all Reportable Reportable Estimated hours that apply) compensation compensation amount ofother per It, I from the from related compensation week 5: 3 3.1: organization (W- organizations from the i 3-3 (W- 2/1099- organization and Q. us In H- _n MISC) related 3 II: E. 3 organizations Steve Van Andel 0 0 0 Treasurer/Director 1 00 StevenCAnderson IOM 1 00 0 0 0 Director Steven Walker 1 00 0 0 Director Stuart Levenick 1 00 0 0 0 Director Sy Sternberg 1 00 0 0 Director Tamara Lungren 1 00 0 0 0 Director Ted Mathas 1 00 0 0 Director Ted French 1 00 0 0 0 Director Terry Neimeyer 1 00 0 0 0 Director Thomas A 1 00 0 0 0 Director Thomas Bell Jr 0 0 0 Vice Chariman/Director 1 00 Thomas Donilon 1 00 0 0 0 Director Thomas Hutchison 1 00 0 0 0 Director ThomasJTauke 1 00 0 0 0 Director Timothy Everett 1 00 0 0 Director Tracy Schmidt 1 00 0 0 0 Director WMerin Haas 1 00 0 0 Director WalterJ Galvm 1 00 0 0 0 Director Wes Lucas 1 00 0 0 Director William Little 1 00 0 0 0 Director William Garlough 1 00 0 0 Director WilliamLWaIton 1 00 0 0 0 Director William Weidner 1 00 0 0 Director Winthrop Hallett 1 00 0 0 0 Director Steven] Law 40 00 814,892 0 30,234 CLO Counsel Form 990, Part VII - Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors (A) (B) (C) (D) (E) (F) Name and Title Average P05ition (check all Reportable Reportable Estimated hours that apply) compensation compensation amount ofother per It: I from the from related compensation week 3g 3 3.1: organization (W- organizations from the a (W- 2/1099- organization and E. cl:- It: H- _n MISC) related Irorganizations 5Stan Harrell 376,178 69,421 and C10 40 00 Agnes WarfieId-Blanc 1,592,458 30,234 SVP,Dev&Fundraismg 40 00 Robert Josten 1,198,009 142,446 Executive Vice PreSIdent 40 00 Chavern 943,316 44,209 Exec VP and C00 40 00 Shannon DiBari 342,800 136,152 SVP, Administration 40 00 Thomas Collamore 842,813 30,234 SVP,Comm&Strategy 40 00 William MillerFmr Key 764,577 49,372 SVP,Po and Fed Program 40 00 40 00 726,785 54,185 SVP, EVP NCF, Pres CCMC Myron A Brilliant 599,743 69,289 SVP,Int Affairs 40 00 Carl Grant 584,831 59,469 Pres 40 00 Brandon Sweitzer 249,996 0 Former Director Stephen Bokat 116,081 0 Former Officer Daniel Christman 476,588 20,300 Former Key Employee Form 990, Part - Statement of Revenue - 2a - 29 Program Service Revenue - (A) (B) (C) (D) Total Revenue Related or Unrelated Revenue Business Code Exempt Business Excluded from Function Revenue Tax under IRC Revenue 512, 513, or 514 and royal 711,190 937,521 937,521 eetmgs 900,099 558,271 558,271 Publlcatlon sales 511,190 542,175 542,176 A dvermmg 541,800 434,180 434,180 Sales promotlon effort 900,099 80,000 80,000