Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - Form990 Department of the Treasury Internal Revenue Seniice A For the Check if applicable Address change Name change Initial return Terminated Amended benefit trust or private foundation) 2012 calendar year, or tax year beginning 01-01-2012 Return of Organization Exempt From Income Tax Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung OMB No 1545-0047 2012 fy Open to PUblic organiza ion may ave 0 use a copy repor ing reqUIremen 5 Inspection 2012, and ending 12-31-2012 Name of organization Chamber of Commerce of the USA D0ing Busmess As 53-0045720 Employer identification number Number and street (or 0 box if mail is not delivered to street address) 1615 Street NW Room/swte return City or town, state or country, and ZIP 4 Washington, DC 200622000 Application pending Name and address of prinCIpal officer Stan Harrell 1615 Street NW Washington,DC 200622000 I Tax?exem pt status 501(c)(3) l7 501(c)(6) 4! (insert no) 4947(a)(1) or 527 Website: Ir uschamber com Telephone number (202)463-5590 Gross receipts 188,706,313 affiliates? H(a) Is this a group return for H(b) Are all affiliates included? _ Yes No If"No," attach a list (see instructions) H(c) Group exemption number Ir Form of organization '7 Corporation Trust Other Summary I Year of formation 1915 State of legal domICIIe DC 1 Briefly describe the organization's missmn or most Significant actIVIties To advance human progress through an economic, (Please see Schedule 0 for the continuation)po itica , and 5006' system based on indIVIdual freedom, incentive, opportunity and responSIbility a 2 Check this box ifthe organization discontinued its operations or disposed of more than 25% ofits net assets L5 3 3 Number ofvoting members ofthe governing body (Part VI, line 1a) 3 138 2 4 Number ofindependent voting members of the governing body (Part VI, line 1b) 4 134 5 Total numberofindiwduals employedincalendaryear2012 (PartV, ine 2a) 5 463 6 Total number ofvolunteers (estimate if necessary) 6 0 7aTota unrelated busmess revenue from Part column (C), line 12 7a 0 Net unrelated busmess taxable income from Form 990-T, line 34 7b 0 Prior Year Current Year 8 Contributions and grants 1h) 137,025,565 179,378,925 9 Program serVIce revenue (Part 29) 2,137,020 2,045,463 10 Investmentincome (Part 3,4,and 7d 1,132,730 8,251 11 5,6d,8c,9c,10c,and11e) 7,077,040 6,942,125 12 Total revenue?add lines 8 through 11 (must equal Part column (A), line 12) 147,372,355 188,374,764 13 Grants and Similar amounts paid (Part IX, column (A), lines 1?3) 0 0 14 Benefits paid to orfor members (Part IX, column (A), line 4) 0 0 15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5-10) 74,675,866 79,528,026 16a Profe55iona fundrai5ing fees (PartIX,co umn 11e) 1,233,907 1,126,007 3 Total fundraismg expenses (Part column (D), line 25) F0 17 69,785,543 126,673,161 18 Totalexpenses Add lines 13?17 (mustequalPartIX,co umn 25) 145,695,316 207,327,194 19 Revenue less expenses Subtract line 18 from line 12 1,677,039 -18,952,430 3 Beginning of Current End of Year ?g Year 33 20 Totalassets (PartX, ine 16) 113,477,015 79,421,634 5E 21 142,754,745 138,038,999 ?3 22 Net assets orfund balances Subtract line 21 from line 20 -29,277,730 -58,617,365 Signature Block Under penalties of perjury, I declare 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 I 2013?11?12 Sign Signature of officer Date Here Stan Harrell SVP, CFO c10 Type or print name and title Print/Type preparer's name Preparer?s Signature Date Check if PTIN Jennifer Rhoderick P00395735 Paid Preparer Use Only self?employed Finn's name Ernst and Young US LLP Fltm's EIN 34-6565596 Firm's address 111 Monument Circle Ste 2600 Indianapolis, IN 46204 Phone no (317) 681?7000 May the IRS discuss this return With the preparer shown above? (see instructions) For Paperwork Reduction Act Notice, see the separate instructions. Cat No 11282Y I7Yes Forn1990(2012) Form 990(2012) Page2 Statement of Program Service Accomplishments CheckifScheduleO contamsaresponse to any question in this . . . . . . . . . . . . . . .I7 1 Briefly describe the organization?s missmn The Chamber ofCommerce serves Its members and the nation's busmess community by national economic and somal Issues and by helping legislators and national leaders to shape and proposals to foster the development ofAmerican busmess 2 Did the organization undertake any Significant program serVIces during the year which were not listed on thepriorForm9900r99O-EZIf?Yes,? describe these new serVIces on Schedule 0 3 Did the organization cease conducting, or make Significant changes in how it conducts, any program _YesI7No If?Yes,? describe these changes on Schedule 0 4 Describe the organization?s program serVIce accomplishments for each of its three largest program serVIces, as measured by expenses Section 501(c)(3)and 501(c)(4) organizations 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 (Code (Expenses including grants of (Revenue RecrUIt and retain members and coordinate member relations 4d Other program serVIces (Describe in Schedule 0 (Expenses including grants of$ (Revenue 4e Total program service expenses Ir Form 990 (20 12) Form 990 (201220a Part Page 3 Part IV Checklist of Required Schedules Yes No Is the organization described In section 501(c)(3) or 4947(a)(1) (other than a prIvate foundation)? If ?Yes,? No completeScheduleA 1 Is the organization reqUIred to complete Schedule 3, Schedule of Contributors (see instructions)? 2 Yes Did the organization engage In direct or indirect political campaign actIVItIes on behalf ofor In oppOSItIon to Yes candidates for public of?ce? If ?Yes,?complete Schedule C, Part I 3 Section 501(c)(3) organizations. Did the organization engage In lobbying actIVItIes, or have a section 501(h) election In effect during the tax year? If ?Yes,?complete Schedule C, Part II 4 Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or Similar amounts as defined In Revenue Procedure 98-19? If ?Yes,?complete Schedule C, Yes 5 Did the organization maintaIn any donor adVIsed funds or any SImIIarfunds or accounts for donors have the right to prowde adVIce on the distribution or investment ofamounts In such funds or accounts? If ?Yes,?complete Schedule D, Part I 6 0 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 7 0 Did the organization maintaIn collections ofworks ofart, historical treasures, or other assets? If ?Yes,? complete Schedule D, Part 3 0 Did the organization report an amount In Part X, line 21 for escrow or custodial account liability, serve as a custodian for amounts not listed In Part X, or prOVIde credIt counseling, debt management, credIt repair, or debt negotiation serVIces? If ?Yes,?complete Schedule D, Part I 9 0 Did the organization, directly or through a related organization, hold assets In temporarIIy restrIcted endowments, 10 No permanent endowments, or quaSI-endowments? If ?Yes,? complete Schedule D, Part Ifthe organIzatIon?s answerto any ofthe followmg questions Is "Yes," then complete Schedule D, Parts VI, VII, IX, or as applicable Did the organIzatIon report an amount for land, and eqUIpment In Part X, line 10? If ?Yes,? complete Schedule D, Part VI 11a es Did the organization report an amount for Investments?other securities In Part X, Me 12 that Is 5% or more of Its total assets reported In Part X, Ine 16? If ?Yes,?complete Schedule D, Part 11b 0 Did the organization report an amount for Investments?program related In Part X, Me 13 that Is 5% or more of Its total assets reported In Part X, Ine 16? If ?Yes,?complete Schedule D, Part 11C 0 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 IXE . . . . . . 11d 0 Did the organIzatIon report an amount for other IabI ItIes In Part X, line 25? If ?Yes,?complete Schedule D, PartX'E 11e Yes Did the organIzatIon's separate or consolldated fInanCIal statements for the tax year Include a footnote that 11f Yes addresses the organIzatIon's IabI Ity for uncertaIn tax pOSItIons under FIN 48 (ASC 740)? If ?Yes,?complete Schedule D, PartXE Did the organIzatIon obtaIn separate, Independent audIted fInanCIal statements for the tax year? If ?Yes,? complete Schedule D, Parts XI and XII 123 N0 Was the organIzatIon Included In consolldated, Independent audIted fInanCIal statements for the tax year? If 12b Yes ?Yes,? and If the organIzatIon answered "No" to lIne 12a, then completIng Schedule D, Parts XI and XII Is optional Is the organIzatIon a school descrIbed In sectIon If ?Yes,?complete ScheduleE 13 No Did the organIzatIon maintaIn an office, employees, or agents outSIde ofthe United States? 14a Yes Did the organIzatIon have aggregate revenues or expenses of more than $10,000 from grantmakIng, fundraIsmg, busmess, Investment, and program serVIce actIVItIes outSIde the UnIted States, or aggregate foreign Investments valued at $100,000 or more? If ?Yes,?complete Schedule F, Parts I and IV . 14b Yes 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 United States? If ?Yes,?complete ScheduleF, Parts II and IV 15 0 Did the organIzatIon report on Part IX, column (A), line 3, more than $5,000 ofaggregate grants or aSSIstance to IndIVIduals located outSIde the United States? If ?Yes,?complete ScheduleF, Parts and IV . 16 0 Did the organIzatIon report a total of more than $15,000 ofexpenses for profeSSIonal fundraIsmg serVIces on Part 17 Yes IX, column (A), Ines 6 and 11e? If ?Yes,? complete Schedule G, Part I (see Instructions) Did the organIzatIon report more than $15,000 total offundraismg event gross Income and contrIbutIons on Part lines 1c and 8a? If ?Yes,?complete Schedule G, Part II 13 0 Did the organIzatIon report more than $15,000 ofgross Income from gamIng actIVItIes on Part Ine 9a? If 19 No ?Yes, complete Schedule G, Part Did the organIzatIon operate one or more hospItal If ?Yes,?complete ScheduleH 20a No If?Yes? to line 20a, did the organIzatIon attach a copy of Its audIted ?nancial statements to thIs return? 20b Form 990 (2012) Form 990 (2012Part II IV Part I Page 4 Part IV Checklist of Required Schedules (continued) Did the organization report more than $5,000 ofgrants and other aSSIstance to any government or organization In 21 No the United States on Part IX, column (A), line 1? 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, line 3, 4, or 5 about compensation ofthe organization?s current and former officers, directors, trustees, key employees, and highest compensated employees? If ?Yes,? 23 es complete Schedule] . 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, 2002? If ?Yes,? answer lines 24b through 24d and complete Schedule K. If ?No, go to line Did the organization invest any proceeds oftax-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? 244: Did the organization act as an ?on behalf of? issuerfor 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 or former officer, director, trustee, key employee, highest compensated employee, or disqualified person outstanding as ofthe end ofthe organization?s tax year? If ?Yes,?complete Schedule L, 26 No Did the organization prowde a grant or other a55istance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family 27 NO member of any ofthese persons? If ?Yes,? complete Schedule L, Part Was the organization a party to a busmess transaction With one of the followmg 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 employee? If ?Yes,? completeScheduleL,PartIV . . . . . . . . . . . . . . . . . . . . . 23'? 0 An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If ?Yes,? complete Schedule L, Part IV . 23C es Did the organization receive more than $25,000 in non-cash contributions? If ?Yes,?complete ScheduleM 29 No Did the organization receive contributions of art, historical treasures, or other Similar assets, or qualified conservation contributions? If ?Yes,?complete ScheduleM 30 No Did the organization liqUIdate, terminate, or dissolve and cease operations? If ?Yes,?complete Schedule N, No 31 Did the organization sell, exchange, dispose of, or transfer more than 25% of its 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 entity? If ?Yes,?complete Schedule R, Part II, or IV, and Part V, line 1 34 es Did the organization have a controlled entity Within the meaning ofsection 512(b)(13)? 35a Yes If?Yes?to line 35a, did the organization receive any payment from or engage in any transaction With a controlled 35b entity Within the meaning of section 5 12(b)(13)? If ?Yes,? complete Schedule R, Part V, line2 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 35 Did the organization conduct more than 5% of its 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 11b and 19? Note. All Form 990 filers are reqUIred to complete Schedule 0 38 Yes Form 990 (2012) Form 990(2012) Page5 Statements Regarding Other IRS Filings and Tax Compliance Check IfSchedule contaIns a response to any questIon In thIs Part Yes No 1a Enter the number reported In Box 3 of Form 1096 Enter-0- If not appIIcable . . 1a 373 Enter the number of Forms W-ZG Included In Me 1a Enter-O- If not appIIcable 1b 0 the organIzatIon comply WIth backup WIthholdIng rules for reportable payments to vendors and reportable gamIng (gambIIng) WInnIngs to prlze WInners? 1C Yes 2a Enter the number ofemployees reported on Form W-3, TransmIttal ofWage and Tax Statements, ?led for the calendar year endIng WIth or WIthIn the year covered 28 463 Ifat least one Is reported on Me 2a, dId the organIzatIon ?le all reqUIred federal employment tax returns? 2b Note. Ifthe sum ofIInes 1a and 2a Is greater than 250, you may be reqUIred to e-fIIe (see InstructIons) es 3a the organIzatIon have unrelated busmess gross Income of$1,000 or more durIng the year? 3a Yes If?Yes,? has It ?led a Form 990-T for thIs year? If ?No,?prowde an exp/anatlon In Schedule 0 3b Yes 4a 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 Yes If"Yes," enter the name ofthe foreIgn country FIN See InstructIons for fIlIng reqUIrements for Form TD 90-22 1, Report of ForeIgn Bank and FInanCIal Accounts 5a 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 Me 5a or 5b, dId the organIzatIon ?le Form 5c 6a Does the organIzatIon have annual gross receIpts that are normally greater than $100,000, and dId the Ga Yes organIzatIon so ICIt any contrIbutIons that were not tax deducthle as charItable contrIbutIons'P If?Yes,? dId the organIzatIon Include WIth every so ICItatIon an express statement that such contrIbutIons or were not tax deducthle? 6b Yes 7 Organizations that may receive deductible contributions under section 170(c). a the organIzatIon recere a payment In excess of$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 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 Ifthe organIzatIon recered a contrIbutIon Intellectual property, dId the organlzatIon ?le Form 8899 as reqUIred? 79 Ifthe organIzatIon recered a contrIbutIon ofcars, boats, aIrplanes, or other vehIcles, dId the organIzatIon ?le a Form 7h 8 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 9 Sponsoring organizations maintaining donor advised funds. a the organIzatIon make any taxable dIstrIbutIons under sectIon 4966? 9a the organIzatIon make a dIstrIbutIon to a donor, donor adVIsor, or related person? 9b 10 Section 501(c)(7) organizations. Enter InItIatIon fees and capItal contrIbutIons Included on Part Me 12 . . . 10a Gross receIpts, Included on Form 990, Part Me 12, for pubIIc use ofclub 10b 11 Section 501(c)(12) organizations. Enter a 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 12a Section 4947(a)(1) non-exempt charitable trusts. Is the organIzatIon fIlIng Form 990 In lIeu of Form 1041? 12a If?Yes,? enter the amount of tax-exempt Interest recered or accrued durIng the 12b 13 Section 501(c)(29) qualified nonprofit health insurance issuers. a Is the organIzatIon lIcensed to Issue health plans In more than one state? 13a Note. See the InstructIons for addItIonal InformatIon the organIzatIon must report on Schedule 0 Enter the amount of reserves the organIzatIon Is reqUIred to maIntaIn by the states In the organIzatIon IS lIcensed to Issue health plans 13?" Enterthe amount of reserves on hand . . . . . . . . . . . . 13c 14a the organIzatIon recere any payments for IndoortannIng serVIces durIng the tax year? 14a No If "Yes," has It ?led a Form 720 to report these payments? If ?No,?prowde an explanation In Schedule 0 14b Form 990 (2012) Form 990(2012) Pages Governance, Management, and Disclosure For each ?Yes? response to lines 2 through 7b below, and for a ?No? response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule 0. See instructions. Check IfSchedule contaIns a response to any questIon In thIs Part .I7 Section A. Governing Body and Management 1a 7a 9 Yes No Enter the number ofvotIng members ofthe governIng body at the end ofthe tax 1a 138 year Ifthere are materIaI dIfferences In votIng rIghts among members ofthe governIng body, or Ifthe governIng body delegated broad authorIty to an executIve commIttee or commIttee, epraIn In Schedule 0 Enter the number ofvotIng members Included In Me 1a, above, who are 134 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 employeeYes the organIzatIon delegate control over management dutIes customarIIy performed by or under the dIrect 3 No superVISIon of of?cers, dIrectors or trustees, or key employees to a management company or other person? the organIzatIon make any SIgnIfIcant changes to Its governIng documents smce the prIor Form 990 was 4 N0 the organIzatIon become aware durIng the year ofa SIgnIfIcant dIverSIon of the organIzatIon's assets? . 5 No the organIzatIon have members or stockholdersthe organIzatIon have members, stockholders, or other persons who had the power to elect or app0Int one or more members ofthe governIng bodyAre any governance deCISIons ofthe organIzatIon reserved to (or subject to approval by) members, stockholders, 7b No or persons other than the governIng body? the organIzatIon contemporaneously document the meetIngs held or ertten actIons undertaken durIng the year by the followmg Each commIttee WIth authorIty to act on behalfofthe governIng bodythere any of?cer, dIrector, trustee, or key employee Isted In Part VII, SectIon A, who cannot be reached at the organIzatIon? address? If? ?Yes, ?prowde the names and addresses In ScheduleO . . . . . 9 N0 Section B. Policies (This Section requests information about policies not required by the Internal Revenue CodeIf?Yes,? dId the organIzatIon have ertten poIICIes and procedures governIng the actIVItIes ofsuch chapters, and branches to ensure theIr operatIons are conSIstent WIth the organIzatIon's exempt purposes? 10" Has the organIzatIon prOVIded a complete copy ofthIs Form 990 to all members ofIts governIng body before N0 DescrIbe In Schedule 0 the process, Ifany, used by the organIzatIon to reVIew thIs Form 990 the organIzatIon have a ertten coanIct of Interest poIIcy? If ?No,?12a Yes Were offIcers, dIrectors, or trustees, and key employees reqUIred to dIsclose annually Interests that could gIve rIse to coanIcts12b Yes the organIzatIon regularly and conSIstently monItor and enforce compIIance WIth the poIIcy? If ?Yes,?descrIbe In Schedule 0 how M5 was done . . . . . . . . . . . . . . . . . . . . . . . 12C Yes the organIzatIon have a ertten thstIeblower poIIcyYes the organIzatIon have a ertten document retentIon and destructIon poIIcyYes the process for determInIng compensatIon ofthe followmg persons Include a reVIew and approval by Independent persons, data, and contemporaneous substantIatIon of the deIIberatIon and deCISIon15b Yes If"Yes" to Me 15a or 15b, descrIbe the process In Schedule 0 (see InstructIons) the organIzatIon Invest In, contrIbute assets to, or partICIpate In a Jomt venture or arrangement WIth a taxableentItydurIngtheyearIf?Yes,? dId the organIzatIon follow a ertten poIIcy or procedure reqUIrIng the organIzatIon to evaluate Its partICIpatIon In venture arrangements under appIIcabIe federal tax law, and take steps to safeguard the organIzatIon?s exempt status WIth respect to such arrangements16b Section C. Disclosure 17 18 19 20 LIst the States WIth a copy ofthIs Form 990 IS reqUIred to be SectIon 6104 reqUIres an organlzatIon to make Its Form 1023 (or 1024 IfappIIcabIe), 990, and 990-T (501(c) (3)5 only) avaIIabIe for pubIIc InspectIon IndIcate how you made these avaIIabIe Check all that apply Own webSIte Another's webSIte I7 Upon request Other (epraIn In Schedule 0) DescrIbe In Schedule 0 whether (and Ifso, how), the organIzatIon made Its governIng documents, coanIct of Interest poIIcy, and fInanCIaI statements avaIIable to the pubIIc durIng the tax year State the name, phySIcal address, and telephone number ofthe person who possesses the books and records of the organIzatIon FStan Harrell 1615 Street NW WashIngton, DC (202)463-5590 Form 990 (2012) Form 990 (2012) Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors Check ifSchedule 0 contains a response to any question In this Part VII Page 7 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 I List all ofthe organization?s current officers, directors, trustees (whether indIVIduals or organizations), regardless ofamount ofcompensation Enter-O- in columns (D), (E), and (F) if no compensation was paid I List all ofthe organization?s current key employees, ifany See instructions for definition of "key employee I List the organization?s five current highest compensated employees (other than 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 I 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 I List all ofthe organization?s former directors or trustees that 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 if neither the organization nor any related organization compensated any current officer, director, or trustee (A) Name and Title (B) Average hours per week (list any hours for related organizations below dotted line) (C) POSItion (do not check more than one box, unless person is both an officer and a director/trusteeII: II- II- aaimcluia ea in: pamsuadwna (D) Reportable compensation from the organization (W- (E) Reportable compensation from related organizations (W- 2/1099- MISC) (F) Estimated amount of other compensation from the organization and related organizations See Additional Data Table Form 990 (2012) Form 990 (2012) Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued) Page 8 (A) (B) (C) (D) (E) (F) Name and Title Average P05ition (do not check Reportable Reportable Estimated hours per more than one box, unless compensation compensation amount of other week (list person is both an officer from the from related compensation any hours and a director/trustee) organization (W- organizations (W- from the for related .3, 3 3 I IDI _n organization and organizations a E. 9 related below .1: EE 3 organizations i1 3 II-I dotted lineSub-Total Total from continuation sheets to Part VII, Section A Total (add lines 1b and 1c) 19,679,851 1,369,424 2 Total number of indIVIduals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationlr153 Yes No 3 Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If ?Yes,?complete Schedulleorsuch indiwdual . . . . . . . . . . . . . . 3 Yes 4 For any IndIVIduaI 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 4Yes 5 Did any person listed on line 1a receive or accrue compensation from any unrelated organization or indIVIdual for serVIces rendered to the organization? If ?Yes,?complete Schedulleorsuch person . . . . . . . . 5 No Section B. Independent Contractors Complete this table for yourfive highest compensated independent contractors that received more than $100,000 of 1 compensation from the organization Report compensation for the calendar year ending With or Within the organization?s tax year (A) (B) (C) Name and busmess address Description of serwces Compensation Revolution Media 1020 Princess Street Alexand ria VA 22314 Advertismg semices 23,365,676 Craft Media Digital 1600 Street NW Washington DC 20006 Advertismg semices 8,718,330 De5ig nated Market Media LLC 3299 Street NW Washington DC 20007 Adveitismg serwces 8,267,709 Something Else Strategies LLC 112 Lantern Ridge Drive Easley SC 29642 Adveitismg serwces 2,773,205 Smart Media Group 814 King Street Alexandria VA 22314 Advertismg seNices 2,650,000 2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 ofcompensation from the organization II-78 Form 990 (2012) Form 990 (2012) Page 9 Statement of Revenue Check ifSchedule 0 contains a response to any question In this Part . . . . . . (A) (B) (C) (D) Total revenue Related or Unrelated Revenue exempt busmess excluded from function revenue tax under revenue sections 512, 513, or 514 3 1a Federated campaigns . . 1a Membership dues 1b El Fundraismg events . . . . 1c Related organizations . . . 1d 499,992 ., Government grants (contributions) 1e 17: .E All other contributions, gifts, grants, and 1f 178,878,933 Similar amounts not included above 3 Noncash contributions included in lines 1a?1f$ '5 '3 Total. Add lines 1a-1f 179,378,925 Ir Busmess Code 23 Sponsorships/royalties 711190 944,354 944,354 Meetings 900099 676,149 676,149 Publication sales 511190 406,786 406,786 5 Accreditation fees 541900 18,174 18,174 g? a All other program serVIce revenue Total. Add lines 2a?2f II- 2,045,463 3 Investment income (including leldendS, interest, I. 8,251 8,251 and other Similar amounts) Income from investment of tax?exempt bond proceeds F- 5 Royalties Real (ii) Personal 6a Gross rents 215,391 200,164 Less rental 0 331,549 expenses Rental income 215,891 ?131,385 or(loss) Net rental income or (loss) p. 84,506 84,506 Securities (ii) Other 7a Gross amount from sales of assets other than inventory Less cost or other ba5is and sales expenses Gain or (loss) Net gain 0r(loss) .p 8a Gross income from fundraismg events (not including 3 5 3, ofcontributions reported on line 1c) See PartIV,line 18 l_ a 5 Less direct expenses . . . Net income or (loss) from fundraismg events . . 9a Gross income from gaming actIVIties See Part IV, line 19 a Less direct expenses . . . Net income or (loss) from gaming actIVIties . . .p 103 Gross sales ofinventory, less returns and allowances a Less cost ofgoods sold . . Net income or (loss) from sales of inventory . . Miscellaneous Revenue Busmess Code 11a admin charge 561000 6,849,732 6,849,732 Miscellaneous revenue 900099 7'887 7'887 All other revenue Total.Addlines 11a?11d II- 6,857,619 12 Total revenue. See Instructions 188,374,764 8,903,082 0 92,757 Form 990 (2012) Form 990(2012) Page 10 Statement of Functional Expenses Section 501(c)(3)and 501(c)(4) organizations must complete all columns All other organizations must complete column (A) Check ifSchedule 0 contains a response to any question in this Part not include amounts reported on lines 6b, (A) Progragrligiemce Manag??gent and Fund(2)ismg 7b! 8b! 9b! and 10b Of Part Total expenses expenses general expenses expenses 1 Grants and other a55istance to governments and organizations in the United States See Part IV, line 21 2 Grants and other aSSIstance to in the United States See Part IV, line 22 3 Grants and other a55istance to governments, organizations, and indIVIduals outSIde the United States See Part IV, lines 15 and 16 Benefits paid to or for members 5 Compensation ofcurrent officers, directors, trustees, and key employees 13,998,724 6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) . 7 Other salaries and wages 49,839,814 8 Pen5ion plan accruals and contributions (include section 401(k) and 403(b)employer contributions) 9,496,407 9 Other employee benefits 2,553,310 10 Payroll taxes 3,639,771 11 Fees for serVIces (non-employees) a Management 1,835,498 Legal 1,844,661 Accounting 550,575 Lobbying 13,374,864 ProfeSSIonal fundraismg serVIces See Part IV, line 17 1,126,007 Investment management fees 9 Other (Ifline 11g amount exceeds 10% ofline 25, column (A) amount, list line 11g expenses on Schedule 0) 9,063,113 12 Advertising and promotion 57,042,380 13 Office expenses 5,972,827 14 Information technology 8,141,151 15 Royalties 16 Occupancy 7,173,811 17 Travel 9,073,062 18 Payments oftravel or entertainment expenses for any federal, state, or local public offICIals 19 Conferences, conventions, and meetings 4,661,772 20 Interest 1,118,645 21 Payments to affiliates 22 DepreCIation, depletion, and amortization 3,084,369 23 Insurance 24 Other expenses Itemize expenses not covered above (List miscellaneous expenses in line 24a Ifline 24e amount exceeds 10% ofline 25, column (A)amount, list line 24a expenses on Schedule 0 a Contr to other orgs 2,784,709 Bad debt expense 532,000 Contr to affiliates 416,974 Taxes 2,750 All other expenses 25 Total functional expenses. Add lines 1 through 24e 207,327,194 26 Joint costs. Complete this line only if the organization reported in column (B) costs from a combined educational campaign and fundraismg SOIICItation Check here It iffollowmg SOP 98-2 (ASC 958-720) Form 990 (2012) Form 990 (2012) Page 11 Balance Sheet Check ifSchedule 0 contains a response to any question In this Part . . (A) (B) Beginning ofyear End ofyear 1 Cash?non-interest-bearing 55,675,130 1 29.473560 2 Savmgs and temporary cash investments 10,165,552 2 3 Pledges and grants receivable, net 27,942,164 3 30,562,131 4 Accounts receivable, net 38,940 4 46,595 5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees Complete Part II of Schedule 5 6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations ofsection 501(c)(9)voluntary employees' benefICIary organizations (see instructions) Complete Part II ofSchedule 6 7 Notes and loans receivable, net 7 8 Inventories for sale or use 8 Prepaid expenses and deferred charges 1,160,871 9 1,339,223 10a Land, and eqUIpment cost or other basis Complete Part VI ofSchedule 10a 42'914'810 Less accumulated depreCIation 10b 24,917,129 18,491,914 10c 17,997,681 11 Investments?publicly traded securities 2.444 11 2.444 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 Total assets. Add lines 1 through 15 (must equal line 34) 113,477,015 16 79,421,634 17 Accounts payable and accrued expenses 16,243,585 17 20,231,208 18 Grants payable 18 19 Deferred revenue 27,000 19 750 20 Tax-exempt bond liabilities 20 21 Escrow or custodial account liability Complete Part IV ofSchedule 21 :2 22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified 7% persons Complete Part II ofSchedule 22 23 Secured mortgages and notes payable to unrelated third parties 20,260,070 23 16,540,625 24 Unsecured notes and loans payable to unrelated third parties 24 25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24) Complete Part ofSchedule 106,224,090 25 101,266,416 26 Total liabilities. Add lines 17 through 25 142,754,745 26 138,038,999 Organizations that follow SFAS 117 (ASC 958), check here It 7 and complete 3 lines 27 through 29, and lines 33 and 34. 27 Unrestricted net assets -94,562,293 27 -127,140,984 28 Temporarily restricted net assets 65,284,563 28 68,523,619 29 Permanently restricted net assets 29 If Organizations that do not follow SFAS 117 (ASC 958), check here II- and complete lines 30 through 34. 3 30 Capital stock or trust prinCIpal, or current funds 30 Iii-1,, 31 Paid-in or capital surplus,or and, building or equipment fund 31 32 Retained earnings, endowment, accumulated income, or other funds 32 ii; 33 Total net assets or fund balances -29,277,730 33 -58,617,365 2 34 Total liabilities and net assets/fund balances 113,477,015 34 79,421,634 Form 990 (2012) Form 990(2012) Page 12 Reconcilliation of Net Assets Check ifSchedule 0 contains a response to any question In this Part XI . I7 1 Total revenue (must equal Part column (A), line 12) 1 188,374,764 2 Total expenses (must equal Part IX, column (A), line 25) 2 207,327,194 3 Revenue less expenses Subtract line 2 from line 1 3 -18,952,430 4 Net assets orfund balances at beginning ofyear (must equal Part X, line 33, column 4 -29,277,730 5 Net unrealized gains (losses) on investments 5 6 Donated serVIces and use of faCIlities 6 7 Investment expenses 7 8 Prior period adjustments 8 9 Other changes In net assets orfund balances (explain In Schedule 0) 9 -10,387,205 10 Net assets orfund balances at end ofyear Combine lines 3 through 9 (must equal Part X, line 33, column 10 -58,617,365 Financial Statements and Reporting Check ifSchedule 0 contains a response to any question in this Part XII . Yes No 1 Accounting method used to prepare the Form 990 Cash I7 Accrual ther Ifthe organization changed its method ofaccounting from a prior year or checked "Other," explain in Schedule 0 2a Were the organization?s finanCIal statements compiled or reVIewed by an independent accountant? 2a No If?Yes,?check a box below to indicate whether the finanCIal statements for the year were compiled or reVIewed on a separate ba5is, consolidated ba5is, or both Separate ba5is Consolidated ba5is Both consolidated and separate ba5is Were the organization?s finanCIal statements audited by an independent accountant? 2b Yes If?Yes,?check a box below to indicate whether the finanCIal statements for the year were audited on a separate ba5is, consolidated ba5is, or both Separate I7 Consolidated Both consolidated and separate If?Yes,? to line 2a or 2b, does the organization have a committee that assumes responSIbility for overSIght of the audit, reVIew, or compilation ofits finanCIal statements and selection ofan independent accountant? 2C Yes Ifthe organization changed either its overSIght process or selection process during the tax year, explain in Schedule 0 3a As a result ofa federal award, was the organization required to undergo an audit or audits as set forth in the Single AuditAct and OMB CircularA-133? 3a N0 If?Yes,? did the organization undergo the reqUIred audit or audits? Ifthe organization did not undergo the reqUIred 3b audit or audits, explain why in Schedule 0 and describe any steps taken to undergo such audits Form 990 (2012) lefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316034873I SCHEDULE Political Campaign and Lobbying Activities 0MB N0 1545-0047 (Form 990 or 990-EZ) For Organizations Exempt From Income Tax Under section 501(c) and section 527 201 2 Department ofthe Treasury Ir Complete if the organization is described below. Ir Attach to Form 990 or Form 990-EZ. lniemal Revenue Sewice II- See separate instructions. Ins - ection If the organization answered ?Yes? to Form 990, Part IV, Line 3, or Form 99042, Part V, line 46 (Political Campaign Activities), then II- Section 501(c)(3) organizations Complete Parts I-A and Do not complete Part I-C Section 501(c) (other than section 501(c)(3)) organizations Complete Parts I-A and below Do not complete Part I-B Section 527 organizations Complete Part I-A only If the organization answered ?Yes? to Form 990, Part IV, Line 4, or Form 99042, Part VI, line 47 (Lobbying Activities), then II- Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)) Complete Part II-A Do not complete Part II-B Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)) Complete Part Do not complete Part II-A If the organization answered ?Yes? to Form 990, Part IV, Line 5 (Proxy Tax) or Form 99042, Part V, line 350 (Proxy Tax), then II- 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 Prowde a description of the organization's direct and indirect political campaign actIVIties in Part IV 2 Political expenditures b- 53,890,623 3 Volunteer hours Part I-B Complete if the organization is exempt under section 501(c)(3). 1 Enter the amount ofany eXCIse tax incurred by the organization under section 4955 h- 2 Enter the amount ofany eXCIse tax incurred by organization managers under section 4955 h- 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 actIVIties Ir 53,790,623 2 Enter the amount ofthe filing organization's funds contributed to other organizations for section 527 exempt function actIVIties Ir 100,000 3 Total exempt function expenditures Add lines 1 and 2 Enter here and on Form 1120-PO L, line 17b 53,890,623 Did the filing organization file Form 1120-POL for this year? Yes I7 No 5 Enter the names, addresses and employer identification number (EIN)ofa section 527 political organizations to which the filing organization made payments 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, prowde information in Part IV (a)Name (b)Address (C) EIN (d)Amount paid from (e)Amount filing organization's contributions received funds If none, enter -0- and and directly delivered to a separate political organization Ifnone, enter-0- (1) Parents for Education Reform po Box 9925 46-1035649 50,000 B0ise,ID 83707 (2)Y85f0r1dah0 Educatlon PO Box 1697 46-1117787 50,000 B0ise,ID 83701 For Paperwork Reduction Act Notice, see the instructions for Form 990 or 990-EZ. Cat No 500345 Schedule (Form 990 or 990-52) 2012 Schedule (Form 990 or 990-EZ) 2012 Page 2 Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)). A Check h- ifthe filing organization belongs to an affiliated group (and list In Part IV each affiliated group member's name, address, EIN, expenses, and share ofexcess lobbying expenditures) Check h- ifthe filing organization checked box A and "limited control" apply Limits on Lobbying Expenditures or?aaglgl?rogm (The term "expenditures" means amounts paid or incurred.) 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 Enter the 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 Grassroots nontaxable amount (enter 25% ofline if) Subtract line 1g from line 1a Ifzero or less, enter-0- i Subtract line 1ffrom line 1c Ifzero or less, enter-0- Ifthere is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting section 4911 tax forthis year? _Yes FNO 4-Year Averaging Period Under Section 50 1(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 Calendar year (or fiscal year beginning in) 7-009 ?0 7-010 (c)2011 (d)2012 Total 2a Lobbying nontaxable amount Lobbying ceiling amount (150% ofline 2a, column(e)) Total lobbying expenditures Grassroots nontaxable amount Grassroots ceiling amount (150% ofline 2d, column Grassroots lobbying expenditures Schedule (Form 990 or 990-EZ) 2012 ScheduleC (Form 990 or990-EZ)2012 Page3 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)). a For each ?Yes response to lines 1a through Ii below, prowde in Part I l/ a detailed description of the lobbying actiwty. Yes No Amount 1 During the year, did the filing organization attempt to influence foreign, national, state or local sin-honours 2a legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of Volunteers? Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? Media advertisements? Mailings to members, legislators, orthe 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 actIVIties? Total Add lines 1c through 1i Did the actIVIties in line 1 cause the organization to be not described in section 501(c)(3)? If "Yes," enter the amount ofany tax incurred under section 4912 If"Yes," enter the 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 carry over lobbying and political expenditures from the prior yearYes Part Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either BOTH Part lines 1 and 2, are answered ?No" 0R (D) Part line 3, is answered ?Yes." 5 Dues, assessments and Similar amounts from members Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political expenses for which the section 527(f) tax was paid). Current year Carryover from last year Total Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? Taxable amount oflobbying and political expenditures (see instructions) 1 167,036,815 2a 103,318,189 2b -39,075,893 2c 64,242,296 3 108,115,686 4 5 -43,873,390 Part IV Supplemental Information Complete this part to prowde the descriptions reqUIred for Part l-A, line 1, Part l-B, line 4, Part l-C, line 5, Part II-A (affiliated group list), Part II-A, line 2, and Part line 1 Also, complete this part for any additional information Identifier Return Reference Explanation Part IV, Supplemental Information The Chamber engaged in public education actIVIties in support ofits missmn, which includes advancmg the interests and concerns of busmess, economic growth, and the free enterprise system In purswt ofthese goals, the Chamber spends funds directly, or works With other organizations With Similar Schedule (Form 990 or 990EZ) 2012 Iefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316034873I SCHEDULE OMB No 1545-0047 990? Supplemental Financial Statements 201 2 Complete if the organization answered "Yes," to Form 990, Department ofthe Treasury Part Iv, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b Open to lniemal Revenue hr Attach to Form 990. See separate instruct ions. 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. 1 2 3 4 5 Donor adVIsed funds Funds and other accounts Total number at end of year 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 excluswe legal control? Yes No Did the organization inform all grantees, donors, and donor adVIsors in writing that grant funds can be used only for charitable purposes and not for the benefit ofthe donor or donor adVIsor, or for 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 Purpose(s) ofconservation easements held by the organization (check all that apply) Preservation ofland for public use (e recreation or education) Preservation ofan historically important land area Protection of natural habitat Preservation ofa certified historic structure Preservation ofopen space Complete lineS 2a through 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, and not on a historic structure listed in the National Register 2d Number ofconservation easements modified, transferred, released, extingUIshed, or terminated by the organization during the tax year Ir 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 No Staff and 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 and section Yes No In Part describe how the organization reports conservation easements in its revenue and expense statement, and balance sheet, and include, ifapplicable, the text of the 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. 1a Complete if the organization answered ?Yes" to Form 990, Part IV, line 8. Ifthe organization elected, as permitted under SFAS 116 (ASC 958), not 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 of public serVIce, provide, in Part the text ofthe footnote to itS finanCIal statements that describes these items Ifthe organization elected, as permitted under SFAS 116 (ASC 958), 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 of public serVIce, prowde the followmg amounts relating to these items Revenues included in Form 990, Part line 1 Ir (ii)Assets includedin Form 990,PartX hr$ Ifthe organization received or held works ofart, historical treasures, or other Similar assets for finanCIal gain, prowde the followmg amounts reqUIred to be reported under SFAS 116 (ASC 958) relating to these items Revenues included in Form 990, Part line 1 Ir$ Assets includedin Form 990,PartX For Paperwork Reduction Act Notice, see the Instructions for Form 990Schedule (Form 990) 2012 Schedule (Form 990) 2012 Page 2 Manizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued) 3 the organIzatIon's achISItIon, acceSSIon, and other records, check any ofthe followmg that are a SIgnIfIcant use of Its collection Items (check all that apply) a PubIIc ethbItIon Loan orexchange programs Scholarly research Other PreservatIon forfuture generations 4 a description of the organIzatIon's collections and explaIn how they further the organIzatIon?s exempt purpose In Part 5 DurIng the year, did the organization so ICIt or receive donations ofart, historical treasures or other Similar assets to be sold to raise funds ratherthan to be maintaIned as part ofthe organIzatIon?s collectIon? Yes NO Part IV 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, Me 21. 1a Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not Included on Form 990,Part X7 I?Yes If"Yes," explaIn the arrangement In Part and complete the followmg table Amount Beginning balance Additions durIng the year Distributions during the year EndIng balance 2a Did the organization Include an amount on Form 990,Part X, Ine 21? I?Yes If?Yes,?explaIn the arrangement In Part Check here Ifthe explanation has been prOVIded In Part . . . . . . . . Part 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 years back 1a BegInnIng of year balance Contributions Net Investment earnIngs, gaIns, and losses Grants or scholarships Other expenditures for faCIlitIes and programs Administrative expenses 9 End ofyear balance 2 the estimated percentage ofthe current year end balance (line lg, column held as a Board deSIgnated or quaSI-endowment II- Permanent endowment h- Temporarily restricted endowment hr The percentages In lines 2a, 2b, and 2c should equal 100% 3a Are there endowment funds not In the posseSSIon ofthe organization that are held and administered for the organization by Yes No (i)unrelatedorganizations . . . . . . . . . . . . . . . . . . . . . . . . 3a(i) (ii)relatedorganIzatIons . . . . . . . . . . . . . . . . . . . . . . . . 3a(iiDescribe In Part the Intended uses ofthe organization's endowment funds Land, Buildings, and Equipment. See Form 990, Part X, line 10. Description of property Cost or other (b)Cost or other Accumulated Book value (Investment) (other) depreCIatIon 1a Land . . . . . . . . . . . . . . . . . 801,756 801,756 . . . . . . . . . . . . . . . . 28,271,637 12,786,017 15,485,620 Leasehold Improvements . . . . . . . . . . . . 949,321 799,477 149,844 (I EqUIpment . . . . . . . . . . . . . . . . 5,501,913 4,006,355 1,495,558 Other . . . . . . . . . . . . . . . . . 7,390,183 7,325,280 64,903 Total. Add lInes 1a through 1e (Column must equal Form 990, Part X, column (317,997,681 Schedule (Form 990) 2012 Schedule (Form 990) 2012 Investments?Other Securities. See Form 990, Part X, line 12. Page 3 Description ofsecurity or category (including name ofsecurity) (b)Book value Method ofvaluation Cost or end-of?year market value (1 )FinanCIal derivatives (2 losely-held eqUIty interests Other Total. (Column must equal Form 990, PartX, col (B) line 12) I- Investments?Pro ram Related. See Form 990, Part X, line 13. Description of investment type Book value Method ofvaluation Cost or end-of?year market value Total. (Column must equal Form 990, Part)(, col (B) line 13) I- Other Assets. See Form 990, Part X, line 15. Description Book value Total. (Column must equal Form 990, Part X, col.(B) line 15.) Other Liabilities. See Form 990, Part X, line 25. 1 Description of liability Book value Federal income taxes Accrued Actuarial Liabilities 77,419,216 Loans from related organizations 12,409,654 Intercompany accounting 11,437,546 Total. (Column must equal Fonn 990, PartX, col (B) line 25) p. 10 1,266,4 16 2. Fin 48 (ASC 740) Footnote In Part prowde the text ofthe footnote to the organization's finanCIal statements that reports the organization's liability for uncertain tax p05itions under FIN 48 (ASC 740) Check here ifthe text ofthe footnote has been prowded in Part 7 Schedule (Form 990) 2012 Schedule (Form 990)2012 Page4 Reconciliation of Revenue per Audited Financial Statements With Revenue er Return Total revenue, gaIns, and other support per audIted fInanCIal statements . . . . . . . 1 249,272,01 1 2 Amounts Included on Me 1 but not on Form 990, Part Me 12 a Net unreaIIzed gaIns on Investments 2a Donated serVIces and use 2b 1,020,661 RecoverIes of prIor year grants 2c Other(DescrIbeIn Part 2d 68,714,129 Add lInes 2a through 2d 2e 69,734,790 3 Subtract lIne 2e from Me 1 3 179,537,221 4 Amounts Included on Form 990, Part Me 12, but not on lIne 1 Investment expenses not Included on Form 990, Part lIne 7b 4a Other (DescrIbe In Part 4b 8,837,543 AddlInes4aand 4b 4c 8,837,543 5 Totalrevenue Add lInes 3and4c (ThIs must equalForm 990 PartI188,374,764 Reconciliation of Expenses per Audited Financial Statements With Expenses per Return 1 Total expenses and losses per audIted fInanCIal statements 1 267,389,486 2 Amounts Included on Me 1 but not on Form 990, Part IX, Me 25 a Donated serVIces and use 2a 1,020,661 PrIor year adjustments 2b Other losses 2c Other(DescrIbe In Part 2d 67,879,176 AddlInes 2a through 2d 2e 68,899,837 3 SubtractIIne 2e fromIIne 1 3 198,489,649 4 Amounts Included on Form 990, Part IXInvestment expenses not Included on Form 990, Part lIne 7b 4a Other (DescrIbe In Part 4b 8,837,545 AddlInes4aand 4b 4c 8,837,545 Total expenses Add lInes 3and 4c. (ThIs must equal Form 990, PartI207,327,194 Supplemental Information Complete thIs part to prOVIde the descrIptIons reqUIred for Part II, lInes 3, 5, and 9, Part lInes 1a and 4, Part IV, lInes 1b and 2b, Part V, Me 4, Part X, Me 2, Part XI, lInes 2d and 4b, and Part XII, lInes 2d and 4b Also complete thIs part to prOVIde any addItIonal InformatIon IdentIerr Return Reference ExplanatIon DescrIptIon ofUncertaIn Tax Part X, LIne2 POSltlonS Under FIN 48 FIN 48 footnote from 2012 audIt Management's analySIs of uncertaIn tax pOSItIons as reqUIred under the FInanCIal AccountIng Standards Board (FASB) AccountIng Standards CodIfIcatIon 740, Income Taxes, determIned that the Chamber had no uncertaIn tax pOSItIons and as such, no has been recorded as ofDecember 31, 2012 and 2011 Management does not antICIpate any materIal changes In thIs pOSItIon In the next 12 months Part XI, LIne 2d - Other Adjustments org rev consolldated forfInanCIal statement purpose $68,382,580 Rental expenses to Me 6b on 990, $331,549 RoundIng Part XI, LIne 4b - Other ElImInatIon entrIes $8,837,543 Adjustments Part XII, LIne 2d - Other org exp consolldated forfInanCIal statement purpose Adjustments $67,547,627 Rental Expenses to Me 6b on 990, $331,549 Part XII, LIne 4b - Other ElImInatIon entrIes $8,837,543 RoundIng $2 Adjustments Schedule (Form 990) 2012 lefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - SCHEDULE (Form 990) Department of the Treasury Internal Revenue SenIIce Statement of Activities Outside the United States Ir Complete if the organization answered "Yes" to Form 990, Part IV, line 14b, 15, or 16. Attach to Form 990. lb- See separate instructions. OMB No 1545-0047 Name of the organIzatIon Chamber of Commerce ofthe USA 53-0045720 2012 Open to Public Inspection Employer identification number General Information on Activities Outside the United States. Complete If the organIzatIon answered ?Yes? to Form 990, Part IV, Ine 14b. 1 For grantmakers. Does the organIzatIon maIntaIn records to substantIate the amount of the grants or aSSIstance, the grantees? for the grants or aSSIstance, and the selectIon crIterIa used to award the grants or aSSIstance?. Yes No 2 For grantmakers. DescrIbe In Part the organIzatIon?s procedures for monItorIng the use of grant funds outSIde the UnIted States. 3 ActIVItes per RegIon (The followmg Part I, Me 3 table can be dupIIcated IfaddItIonal space Is needed) RegIon Number of Number of ActIVItIes conducted In If actIVIty listed In IS a Total ex pe nd Itu res Of?ces In the employees, reg Ion (by type) (e program serVIce, descrIbe for and Investments reg Ion agents, and fundraISIng, program speCIfIc type of In regIon Independent serVIces, Investments, grants serVIce(s) In regIon contractors In to reCIpIents located In the regIon reg Ion) See Add'l Data 3a Sub-total 2 18 2,747,286 Total from contInuatIon sheets 0 1,442,257 to Part I 1 30 Totals(add Ines 3a and 3b) 2 148 4,189,543 For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat No 50082W Schedule (Form 990) 2012 Schedule (Form 990) 2012 Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered ?Yes? to Form 990, Page2 Part IV, line 15, for any moment who received more than $5,000. Part II can be duplicated if additional space is needed. 1 IRS code Region Purpose of Amount of Manner of (9) Amount of Description Method of Name of section grant cash grant cash of non-cash of non-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 . . Ir 3 Enter total number of other organizations or entities. . I Schedule (Form 990) 2012 Schedule F(Form990)2012 Page3 Grants and Other Assistance to Individuals Outside the United States. Complete If the organization answered "Yes" to Form 990, Part IV, line 16. Part can be duplicated If additional space IS needed. Type ofgrant or Reglon Number of Amount of Manner ofcash Amount of Method of aSSIstance reCIpIents cash grant dlsbursement non-cash of non-cash valuatlon aSSIstance aSSIstance (book, FMV, appralsal, other) Schedule (Form 990) 2012 Schedule (Form 990) 2012 Part IV Foreign Forms 1 Page4 Was the organization a transferor of property to a foreign corporation during the tax year? If ?Yes,?the organization may be reqUIred to file Form 926, Return by a U.5. Transferor of Property to a Foreign Corporation (see Instructions for Form 926) Did the organization have an interest in a foreign trust during the tax year? If ?Yes,? the organizationmay be reqUired to file Form 3520, Annual Return to Report Transactions With Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A) Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes,? the organization may be reqwred to file Form 5471, Information Return of U.S. Persons With Respect to Certain Foreign Corporations. (see Instructions for Form 5471) Was the organization a direct or indirect shareholder ofa passwe foreign investment company or a qualified electing fund during the tax yea r7 If "Yes,? the organization may be reqUired to file Form 8621, Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621) Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be reqUIred to file Form 8865, Return of U.S. Persons With Respect to Certain Foreign Partnerships. (see Instructions for Form 8865) Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes,? the organization may be reqwred to file Form 5713, International Boycott Report (see Instructions for Form 5713). Yes Yes Yes Yes Yes Yes 7No Schedule (Form 990) 2012 ScheduleF(Form990)2012 Page5 Supplemental Information Complete this part to prowde the Information reqUIred by Part 1, line 2 (monitoring of funds); Part 1, line 3, column (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part (accounting method); and Part column (estimated number of reCIpients), as applicable. Also complete this part to prowde any additional information (see instructions). Identifier ReturnReference Explanation Schedule (Form 990) 2012 Additional Data Software ID: Software Version: EIN: Name: Form 990 Schedule Part I - Activities Outside The United States 53?0045720 Chamber of Commerce of the USA RegIon Number of Number of ActIVItIes If actIVIty Isted In Total expendItures of?ces In the employees or conducted In regIon (by Is a program for regIon regIon agents In type) (I fundraISIng, serVIce, descrIbe regIon program serVIces, speCIfIc type ofserVIce grants to reCIpIents In regIon located In the regIon) South 1 17 FundraIsIng and MembershIp benefIts 288,880 programs serVIces Europe 1 1 Member serVIces In Busmess advocacy In 468,485 Europe Europe East and the 0 0 SemInars and speakIng Busmess advocacy In 741,682 engagements East Europe 0 0 SemInars and speakIng Busmess advocacy In 591,254 engagements Europe South AmerIca 0 0 SemInars and speakIng Busmess advocacy In 217,134 engagements South AmerIca MIddle East and North AfrIca 0 0 SemInars and speakIng Busmess advocacy In 179,672 engagements the MIddle East South 0 0 SemInars and speakIng Busmess advocacy In 155,081 engagements South North AmerIca 0 0 SemInars and speakIng Busmess advocacy In 105,098 engagements North AmerIca Sub Saharan AfrIca 0 0 SemInars and speakIng Busmess advocacy In 40,047 engagements Sub Saharan AfrIca Central AmerIca and the 0 0 SemInars and speakIng Busmess advocacy In 8,553 CarIbbean - engagements Central AmerIca RussIa and the Newly 0 0 SemInars and speakIng Busmess advocacy In 7,908 Independent States engagements and the former USSR EastASIa and the 0 20 Program serVIces Pollcy analySIs In East 517,870 Europe 0 26 Program serVIces Pollcy analySIs In 387,824 Europe North AmerIca 0 26 Program serVIces Pollcy analySIs In North 163,626 AmerIca South AmerIca 0 21 Program serVIces Pollcy analySIs In South 143,143 AmerIca MIddle East and North AfrIca 0 14 Program serVIces Pollcy analySIs In MIddle 140,136 - East South 0 22 Program serVIces Pollcy analySIs In South 21,350 AsIa Sub Saharan AfrIca 1 Program serVIces Pollcy analySIs In AfrIca 11,800 lefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316034873I SCHEDULEG Supplemental Information Regarding OMB No 1545-0047 (Form 990 or 990-EZ) Fundraising or Gaming Activities 2012 Department OfThe Treasury FAttach to Form 990 or Form 990-EZ. FSee sepamte instructions. Iniemal Revenue Sewice Complete ifthe organization answered "Yes" to Form 990, Palt IV, lines 17, 18, or 19, or ifthe organization entered more than $15,000 on Form 990-EZ, line 6a. Form filers are not required to complete this pait. Open to Public Inspection Name of the organization Employer identification number Chamber of Commerce ofthe USA 53-0045720 Fundraising Activities. Complete if the organization answered "Yes? to Form 990, Part IV, line 17. 1 Indicate whether the organization raised funds through any ofthe followmg actIVIties Check all that apply a I7 Mail SOIICItations SOIICItation of non-government grants I7 Internet and email SOIICItations SOIICItation ofgovernment grants I7 Phone soliutations SpeCIal fundraismg events I7 In-person solimtations 2a Did the organization have a written or oral agreement With any lnlelduaI (including officers, directors, trustees or key employees listed in Form 990, Part VII) or entity in connection With profeSSIonal fundraismg serVIces? '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 Name and address of (ii) ActIVIty Did (iv) Gross receipts Amount paid to (vi) Amount paid to lnlelduaI fundraiser have from actIVIty (or retained by) (or retained by) or entity (fundraiser) custody or fundraiser listed in organization control of col contributions? Yes No Carol Hallett General fundraismg 1615HST NW No 7,600,000 436,711 7,163,289 Washington, DC 20062 General fundraismg James Nicholson 1615HST NW No 4,000,000 488,031 3,511,969 Washington, DC 20062 Stacey Lukens General fundraismg 1615HST NW No 3,000,000 201,265 2,798,735 Washington, DC 20062 Total.IP 14,600,000 1,126,007 13,473,993 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 9900r 990-EZ. Cat No 50083H Schedule (Form 990 or 990-EZ) 2012 Schedule (Form 990 or 990-EZ) 2012 Fundraising Events. Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 of fundraismg event contributions and gross income on Form 990-EZ, lines 1 and 6b. 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 :11 2 Less Contributions a: 3 Gross income (line 1 minus line 2) 4 Cash prizes 5 Noncash prizes to 6 Rent/faCIlity costs CL Ii 7 Food and beverages 8 Entertainment 5? 9 Other direct expenses 10 Direct expense summary Add lines 4 through 9 in column It 11 Net income summary Combine line 3, column 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. CD Bingo Pull tabs/Instant Other gaming Total gaming (add 2 bingo/progresswe bingo col through col :11 a: 1 Gross revenue 2 Cash prizes tn 3 Non-cash prizes 4 Rent/faCIlity costs E: 5 Other direct expenses Yes Yes Yes 6 Volunteerlabor . . . No No No 7 Direct expense summary Add lines 2 through 5 in column . It 8 Net gaming income summary Combine lines 1 and 7 in column It 9 Enter the state(s) in which the organization operates gaming actIVIties Is the organization licensed to operate gaming actIVIties in each ofthese states? Yes NO If"No," explain 10a Were any of the organization's gaming licenses revoked, suspended or terminated during the tax year? . Yes No If"Yes," explain Schedule (Form 990 or 990-EZ) 2012 ScheduleG (Form 990 or990-EZ)2012 Page 311 Does the organization operate gaming actIVIties With nonmembersthe organization a grantor, benefICIary or trustee ofa trust or a member ofa partnership or other entity formed to administer charitable gamingIndicate the percentage ofgaming actIVIty operated in The organization's faCIlity . . . . . . . . . . . . . . . . . . . . . . 13a An outSIde faCIlity . . . . . . . . . . . . . . . . . . . . . . . . 13b 14 Enter the name and address ofthe person who prepares the organization's gaming/speCIal events books and records Name!" Address 15a Does the organization have a contract With a third party from whom the organization receives gaming revenue _Yesl_No If "Yes," enter the amount ofgaming revenue received by the organization and the amount ofgaming revenue retained by the third party I If"Yes," enter name and address of the third party NameF Address 16 Gaming managerinformation Name!Ir Gaming manager compensation IF Description ofserVIces prowded Director/officer Employee Independent contractor 17 Mandatory distributions a Is the organization reqUIred under state law to make charitable distributions from the gaming proceeds to retainthestategaminglicense _Yes l?No 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 yearF Part IV Supplemental Information. Complete this part to prowde the explanations reqUIred by Part I, line 2b, columns and and Part lines 9, 9b, 10b, 15b, 15c, 16, and 17b, as applicable. Also complete this part to prowde any additional information (see instructions). Identifier Return Reference Explanation Schedule (Form 990 or 990-EZ) 2012 Iefile GRAPHIC print - DO NOT PROCESS IAS Filed Data - Schedule Compensation Information 0MB No 1545-0047 (Form 990) Department of the Treasury Part IV, question 23. lniemal Revenue hr Attach to Form 990. See separate instruct ions. Name ofthe organization Chamber of Commerce of the USA For certain Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees Complete if the organization answered "Yes" to Form 990, 53-0045720 Questions Regarding Compensation 1a 9 Open to Public Inspection Employer identification number Check the appropiate box(es) ifthe organization provrded any ofthe followrng to or for 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 reSidence I7 Tax idemnification and gross-up payments I7 Health or club dues or initiation fees Discretionary Spending account I7 Personal serVIceS (e maid, chauffeur, chef) Ifany of the boxes in line 1a are checked, did the organization followa written policy regarding payment or reimbursement or provrsron ofall ofthe expenses described above? If"No," complete Part to explain Did the organization requrre substantiation priorto reimbursmg or allowrng expenses incurred by all officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? Indicate which, ifany, ofthe followrng the filing organization used to establish the compensation ofthe organization's CEO/Executive Director Check all that apply Do not check any boxes for methods used by a related organization to establish compensation ofthe CEO/Executive Director, but explain in Part I7 Compensation committee 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 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. 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? to line 5a or 5b, describe in Part 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? to line 6a or 6b, describe in Part 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? describe in Part 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 Regulations section 53 describe in Part If"Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section For Paperwork Reduction Act Notice, see the Instructions for Form 990. at 5 OO 5 3T Schedule (Form 990) 2012 Schedule] (Form 990)2012 Page 2 Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is 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 for each listed indIVIduaI must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that indIVIduaI (A) Name and Title (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and (D) Nontaxable (E) Total of (F) Compensation Base (ii) Bonus Other other deferred benefits columns reported as deferred com ensatlon ??Cent've repo'iab'e compensation (Emu-(D) .n prior Form 990 compensation compensation See Additional Data Table Schedule (Form 990) 2012 ScheduleJ (Form 990)2012 Page3 Supplemental Information Complete this part to prowde the Information, explanation, or descriptions required for Part I, lines 1aand for Part II Also complete this part for any additional information Identifier Ret urn Reference Expla nation Part I, Line 1a Part I, Line 1a Charter air travel is prowded to two of the indIVIduals listed, a portion ofwhich is treated as taxable compensation First class business travel is available to the PreSIdent/CEO, and de5ignated employees Ten of the indIVIduals listed in Part VII of the 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 Ten ofthe indIVIduals 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 club dues are available to eight ofthe indIVIduals listed in Part VII of the core form for busmess use only They are not treated as taxable benefits Chauffeur serVIces are available to two of the indIVIduals listed in Part VII ofthe core form for business use only They are not treated as taxable benefits Part I, Line 4b Supplemental Pensmn list Robert Bruce Josten 445,636 Agnes Warfield 205,848 David Chavern 189,349 Myron Brilliant 144,718 137,066 Carl Grant 104,047 Shannon DiBari 88,319 Stan Harrell 74,250 Thomas Collamore 74,048 Karen Harbert 52,619 Robert 24,272 Lily Fu Claffee 23,057 The Supplemental Pensmn 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 These benefits are calculated and paid annually, there is no deferred component Schedule (Form 990) 2012 Additional Data Form 990, Schedule J, Part II - Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees Software ID: Software Version: EIN: Name: 53?0045720 Chamber of Commerce of the USA Return to Form (A) Name (B) Breakdown of W-2 and/or 1099-MISC compensatlon (C) Deferred (D) Nontaxable (E) Total ofcolumns (F) Compensatlon reported In prior Form -- compensation benefits Base (II) Bonus 8? Other 990 or Form Incentlve Compensation compensatlon compensatlon ThomasJDonohue (I) 1,053,312 4,250,000 149,000 15,100 15,285 5,482,697 0 (II) 0 0 0 0 Greg Lebedev (I) 180,000 0 0 1,700 0 181,700 0 (II) 0 0 0 0 Llly Fu Clafee (I) 598,341 300,000 25,937 16,250 8,420 948,948 0 (II) 0 0 0 0 Stan Harrell (I) 396,142 150,000 77,130 124,400 17,081 764,753 0 (II) 0 0 0 0 DaVIdChavem (I) 497,841 875,000 189,349 75,700 15,487 1,653,377 0 (II) 0 0 0 0 Shannon (I) 296,613 200,000 91,199 252,800 5,548 846,160 0 (II) 0 0 0 0 RobertJ (I) 275,088 150,000 27,152 70,900 6,080 529,220 0 (II) 0 0 0 0 BruceJosten (I) 592,047 875,000 448,516 223,200 18,984 2,157,747 0 (II) 0 0 0 0 Agnes (I) 714,392 2,000,000 208,728 26,250 18,906 2,968,276 0 (II) 0 0 0 0 MVFOHA (I) 343,365 475,000 147,598 133,400 19,568 1,118,931 0 (II) 0 0 0 0 ThomasJCOHamore (I) 493,137 650,000 76,929 26,250 20,161 1,266,477 0 (II) 0 0 0 0 Carl Grant (I) 390,942 300,000 116,177 42,100 19,835 869,054 0 (II) 0 0 0 0 Karen!? Harbert (I) 396,210 450,000 55,499 26,250 16,863 944,822 0 (II) 0 0 0 0 leschmann (I) 349,261 525,000 139,946 141,300 3,706 1,159,213 0 (II) 0 0 0 0 Danlel (I) 150,000 0 0 7,900 0 157,900 0 (II) 0 0 0 0 lefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316034873I Schedule Transactions with Interested Persons OMB ?0 1545'0047 lForm 990 or 99042) It 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 V, line 38a or 40b. Depaiimeni ofthe Treasury Ir Attach to Form 990 or Form 990-EZ. It See separate instructions. Open to Public Iniemal Revenue Sewice Inspection Name ofthe organization Employer identification number Chamber of Commerce of the USA 53-0045720 Excess Benefit Transactions (section 501(c)(3) and section 501(c)(4) organizations only). Complete ifthe organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b 1 Name ofdisqualified person Relationship between disqualified Description oftransaction Corrected? person and organization Yes No 2 Enter the amount oftax incurred by organization managers or disqualified persons during the year under section 3 Enter the amount oftax, ifany, on line 2, above, reimbursed by the organization . . . . . . . Loans to and/or From Interested Persons. Complete ifthe organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26, or ifthe organization reported an amount on Form 990, Part X, line 5, 6, or 22 Name of Relationship Purpose Loan to (e)Origina (f)Ba ance In (i)Written interested With organization ofloan orfrom the prinCIpal due default? Approved agreement? person organization? amount by board or committee? To From Yes No Yes No Yes I No Total I Grants or Assistance Benefitting Interested Persons. Complete if the organization answered ?Yes" on Form 990, Part IV, line 27. Name of interested Relationship between Amount ofa55istance Type ofaSSIstance Purpose ofa55istance person interested person and the organization For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ. Cat No 50056A Schedule (Form 990 or 990-52) 2012 ScheduleL(Form 990 or990-EZ)2012 Page2 Part IV Business Transactions Involving Interested Persons. Complete if the organization answered ?Yes" on Form 990, Part IV, line 28a, 28b, or 28c. Name ofinterested person Relationship Amount of Description oftransaction Sharing between interested transaction of person and the organization's organization revenues? Yes No (1) PEPCO Holdings Joseph Rigby (Board 484,772 ElectrICIty bills No member and an officer ofPepco) (2) Spencer Stuart Connelly 364,591 Executive search consulting No (Board member and an serVIces officerofSpencer Stuart) (3) Gregori Lebedev Consultant (Former 180,000 Prowde adVice on International No board member) Affairs (4) Leading Authorities Mark French (Board 162,289 Prowde speaker serVIces No member and an officer of Leading Authorities) (5)DanChristman Consultant (Former key 150,000 Prowde adVice on International No employee) Affairs Supplemental Information Complete this part to prowde additional information for responses to questions on Schedule (see instructions) Identifier Ret urn Reference Expla nation Schedule (Form 990 or 990-EZ) 2012 lefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN SCHEDULE 0 . (Form 990 or 990452) Supplemental Information to Form 990 or 990-EZ Department ofihe Treasury Complete to provide information for responses to specific questions on Iniemal Revenue Service Form 990 or to provide any additional information. Attach to Form 990 or 990-EZ. OMB No 1545-0047 2012 Open to Public Inspection Name of the organization Chamber of Commerce of the USA 53-0045720 Employer identification number Identifier Return Explanation Reference Form 990, Part VI, Thomas Donohue, William Little, and Paul Klaasen all served on the Sunrise Senior LiVing Board in 2012 Section A, line 2 Chavern and Donald Shepard both served on the Aegon USA Board together in 2012 Thomas Bell served as a director at Norfolk Southern Corporation while James A Hixon served as an officer in 2012 Identifier Return Explanation Reference In accordance With the Audit Committee charter, the draft Form 990 was prowded In advance to the Audit Committee members, and reVIew ed ihdiVidually With each member prior to filing The Audit Committee performs this function pursuant to a delegation fromthe Board of Directors The board reVIews the most recently completed tax return at each of its regularly scheduled meetings Form 990, Part VI, Section B, line 11 Identifier Return Explanation Reference Form 990, We annually notify staff of the Standards of Conduct and Ethics policy, Which includes a reqUIrement that any Part VI, transaction or relationship that is reasonably expected to give rise to an actual or apparent conflict of Interest be Section B, line brought to the attention of a superVIsor, a senior manager in the Human Resources department or the Office of 120 General Counsel In addition, we issue an annual written questionnaire to all members of the board of directors asking for information on potential conflicts of interest, which is gathered by the chief finanCIal officer All reports of potential conflicts Will be evaluated by the Chief Legal Officer and General Counsel, who serves as the Chamber's Ethics Officer, 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 poIICIes shall be elevated to the Chair of the Chamber's Audit Committee for further conSIderation and action Identifier Return Explanation Reference 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 written employment agreement With the Chamber Total compensation is reVIeW ed annually by Section B, an independent compensation consultant The consultant prepares a compensation study primarily utilizmg, as line 15 available, Form 9908 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 Part VI Question 15b The process for determining total compensation for the officers, key employees and highly compensated employees is as follows For six ihdiViduals, who are 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 990s and surveys of comparable organizations With similar responSIbilities For the remaining SIX ihdiViduals, this consultant prowdes 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 Identifier Return Reference Explanation Form 990, Part VI, Section C, line 19 Form 990, Part VI, Section C, Line 19 The form 990 is made available to any member of the public who requests a copy Any requestor is forwarded to the Administrative Director of Finance, who Will forward a copy of the document to the requestor The organization's governing documents, conflict of interest policy, and finanCIal statements are not made available to the public Form 990, Part IV Question 12 Auditing of ?nance? statements The Chamber of Commerce is the parent organization in the audited consolidated finanCIal statements of the Chamber of Commerce Schedule lists additional related organizations included in these consolidated finanCIal statements Identifier Return Reference Explanation Changes In Net Assets or Fund Balances Form 990, Part XI, line 9 Minimum Pension Reserve Adjustment $8,840,720 -8840720 Minimum Post Retirement Reserve Adjustment $1,546,488 4546486 $1 1 lefile GRAPHIC print - DO NOT PROCESS IAs Filed Data - DLN: 93493316034873 SCHEDULE Related Organizations and Unrelated Partnerships OMB 1545'0047 (Form 990) Complete if the organization answered "Yes" to Form 990, Part IV, line 33Attach to Form 990. is See separate instructions. Open to Public Inspection Name of the organization Employer identification number Chamber of Commerce of the USA Department of the Treasury Internal Revenue Semice 5 3-0045720 Identification of Disregarded Entities (Complete if the organization answered ?Yes? to Form 990, Part IV, line 33.) (C) (6) (0 Name, address, and EIN (if applicable) of disregarded entity Primary actIVIty Legal domICIle (state Total income End?of?year assets Direct controlling or foreign country) entity (1) ChamberBiz Small busmess web portal DC 1615 ST NW (inactive) Washington, DC 20062 54?1960202 Identification of Related Tax-Exempt Organizations (Complete if the organization answered "Yes" to Form 990, Part IV, line 34 because it had one or more related tax?exempt organizations during the tax year.) (C) (9) Name, address, and EIN of related organization Primary actIVIty Legal domICIle (state Exempt Code section Public charity status Direct controlling Section 512(b) or foreign country) (if section 501(c)(3)) entity (13) controlled entity? Yes No (1) National Chamber Foundation Promotes understanding of DC 501(c)(3) 7 Chamber of Commerce of Yes public affairs issues affecting the USA 1615 St NW busmess Washington, DC 20062 52?6073268 (2) Policy Fonim Endowment Fund Supporting organization for DE 501(c)(3) 11a National Chamber Yes the benefit of NCF Foundation 1615 St NW Washington, DC 20062 45?4612611 (3) Busmess CIVIC Leadership Center The v0ice of busmess for DC 501(c)(3) 7 Yes and philanthropic 1615 St NW interests WA Washington, DC 20062 52?2246743 (4) Institute for a Competitive Workforce Promotes education and DC 501(c)(3) 7 Yes workforce training 1615 St NW WA Washington, DC 20062 52?1677141 (5) US Chamber of Commerce Foundation Promotes understanding of DE 501(c)(3) 7 Chamber of Commerce of Yes public affairs issues affecting the USA 1615 St NW busmess Washington, DC 20062 46?1561597 For Paperwork Reduction Act Notice, see the Instructions for Form 990. at 5 1 3 5 Schedule (Form 990) 2012 Schedule (Form 990) 2012 Page 2 Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.) (C) (E) (9) 00 Name, address, and EIN of Primary actIVIty Legal Direct Predominant Share of Share of Disproprtionate Code General or Percentage related organization domICIle controlling income(related, total income end?of?year allocations? amount in box managing ownership (state or entity unrelated, assets 20 of partner? foreign excluded from Schedule K?l country) tax under (Fon'n 1065) sections 512? 514) Yes No Yes No Part IV Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" to 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) Name, address, and EIN of Primary actIVIty Legal Direct controlling Type of entity Share of total Share of end? Percentage Section 512 related organization domICIle entity (C corp, 5 income of?year ownership (state or foreign corp, assets controlled country) or trust) entity? Yes No Schedule (Form 990) 2012 ScheduleR(Form990)2012 Page3 Transactions With Related Organizations (Complete if the organization answered "Yes" to Form 990, Part IV, line 34, 35b, or 36.) Note. Complete line 1 ifany entity is listed In Parts II, or IV of this schedule Yes N0 1 During the tax year, did the orgranization engage In any of the followmg transactions With one or more related organizations listed in Parts a Receipt of interest (ii) annUIties royalties or (iv) rent from a controlled entity 1a NO Gift, grant, or capital contribution to related organization(s) 1b Yes Gift, grant, or capital contribution from related organization(s) 1C N0 Loans or loan guarantees to or for related organization(s) 1d N0 Loans or loan guarantees by related organization(s) 1'3 Yes DIVldendS from related organization(s) 1f N0 9 Sale ofassets to related organization(s) lg No Purchase ofassets from related organization(s) 1" N0 i Exchange ofassets With related organization(s) 1i N0 Lease offaCIlities, eqUIpment, or other assets to related organization(s) 1i N0 Lease of faCIlities, eqUIpment, or other assets from related organization(s) 1k NO I Performance ofserVIces or membership orfundraismg SOIICItations for related organization(s) 1' N0 Performance ofserVIces or membership orfundraismg SOIICItations by related organization(s) 1m N0 Sharing offaCIlities, eqUIpment, mailing lists, or other assets With related organization(s) 1n Yes 0 Sharing of paid employees With related organization(s) 10 Yes Reimbursement paid to related organization(s) for expenses 1P N0 Reimbursement paid by related organization(s) for expenses 1q Yes Othertransfer ofcash or property to related organization(s) 1r No 5 Other transfer ofcash or property from related organization(s) 15 N0 2 Ifthe answerto any ofthe above is "Yes," see the instructions for information on Who must complete this line, including covered relationships and transaction thresholds (C) Name of other organization Transaction Amount involved Method of determining amount involved type See Additional Data Table Schedule (Form 990) 2012 Schedule (Form 990) 2012 Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to 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 of its actIVIties (measured by total assets or gross revenue) that was not a related organization See instructions regarding exc u5ion for certain investment partnerships Page 4 Name, address, and EIN of entity Primary actIVIty (C) Legal domICIle (state or foreign country) Predominant income (related, unrelated, excluded from tax under section 512? 514) Are all partners section 501(c)(3) organizations? Yes No (0 Share of total income (9) Share of end ?of? yea assets Disproprtionate allocations? Yes No Code amount in box 20 of Schedule (Form 1065) General or managing paitner7 00 Percentage ownership Yes Schedule (Form 990) 2012 Schedule (Form 990) 2012 Page 5 Supplemental Information Complete thIs part to prowde Information for responses to questions on Schedule (see Instructions) Identifier Ret urn Reference Explanation Additional Data Software ID: Software Version: Name: EIN: 53-0045720 Chamber of Commerce of the USA 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 Posrtlon (do not check Reportable Reportable Estlmated amount hours more than one box, compensatlon compensatlon of other per unless person IS both from the from related compensatlon week an of?cer and a organlzatlon (W- organlzatlons (W- from the (?st dlrector/trustee) organlzatlon and any related hours 2 3 3 3 El? a: organlzatlons El; related r: 3 H- '1 5' organlzatlons -I: below :l .1: dotted IIne) H- I1 Davrd 1 00 0 0 Dlrector Harry Alford 1 00 0 0 DIrector Anthony Allott 1 00 0 0 Dlrector Stewart Alvarez 1 00 0 0 DIrector John Bachmann 1 00 0 0 Treasurer/Dlrector Charles Barnes 1 00 0 0 DIrector Hector Barreto 1 00 0 0 Dlrector Lane Beattle 1 00 0 0 DIrector Sandra Beaty 1 00 0 0 Dlrector Kathy Beckett 1 00 0 0 DIrector Thomas Bell 1 00 0 0 Chalrman Comp Comm/Dlrector Jorge Benltez 1 00 0 0 DIrector Gary BhOJWanl 1 00 0 0 Dlrector Bryant 1 00 0 0 DIrector Chuck Brymer 1 00 0 0 Dlrector John Cannon 1 00 0 0 DIrector Red Cavaney 1 00 0 0 Dlrector Norman Chambers 1 00 0 0 DIrector James CIcconI 1 00 0 0 Dlrector Ken Cole 1 00 0 0 DIrector Kevrn Connelly 1 00 0 0 Dlrector Adam Cooper 1 00 0 0 DIrector Charles Copeland 1 00 0 0 Dlrector Donald Correll 1 00 0 0 DIrector Joseph Craft 1 00 0 0 Dlrector Additional Data Software ID: Software Version: EIN: 53?0045720 Name: Chamber of Commerce of the USA Form 990, Schedule R, Part - Transactions With Related Organizations Return to Form (C) Name of other organization Transaction Amount Involved Method ofdetermining amount type(a-s) involved National Chamber Foundation 0 2,051,012 Actual salaries bene?t alloc National Chamber Foundation 399,996 Cost allocation National Chamber Foundation 610,606 Computation by agreement National Chamber Foundation 111,676 Calculated interest National Chamber Foundation 100,167 Actual expense Policy Forum Endowment Fund 316,094 Intercompany loan Busmess CIVIC Leadership Center 0 1,241,669 Actual salaries bene?t alloc Busmess CIVIC Leadership Center 250,000 Alloc amt at 67% disc act cost Busmess CIVIC Leadership Center 100,000 Alloc amt at 67% disc act cost Institute for a Competitive Workforce 0 461,315 Actual salaries bene?t alloc Institute for a Competitive Workforce 110,004 Alloc amt at 67% disc act cost Institute for a Competitive Workforce 348,560 Alloc amt at 67% disc act cost lefile GRAPHIC print - DO NOT PROCESS As Filed Data - Form 4562 Deprecratron and AmortrzatIon (Including Information on Listed Property) Department of the Treasury Internal Revenue Servrce (99) See separate instructions. It Attach to your tax return. OMB No 1545-0172 2012 Attachment Sequence N0 179 Busrness or to form relates Name(s) shown on return Form 990 Page 10 Chamber of Commerce ofthe USA Identifying number 53-0045720 Election To Expense Certain Property Under Section 179 Note: If you have any listed property, complete Part before you complete PartI. Maxrmum amount (see Total cost ofsectron 179 property placed In servrce (see Threshold cost ofsectron 179 property before reductron In Irmrtatron (see Reductron In Irmrtatron Subtract Irne 3 from Irne 2 Ifzero or less, enter-0- m-BWNl-l Dollar Irmrtatron for tax year Subtract Irne 4 from Irne 1 Ifzero or less, enter-O- separately, see 500,000 2,000,000 thI-I Cost (busrness use 5 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 1O Carryover ofdrsallowed deductron from Irne 13 ofyour 2011 Form 4562 11 Busrness Income Irmrtatron Enter the smaller of busrness Income (not less than zero) or Irne 5 (see 12 Sectron 179 expense deductron Add Irnes 9 and 10, but do not enter more than Irne 11 10 11 12 13 Carryoverofdrsallowed deductron to 2013 Add Irnes 9 and 10, less Irne 12 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 property (See 14 Specral deprecratron allowance for qualrfred property (otherthan 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 2012 - 17 I 18 asset accounts, check here Ifyou are to group any assets placed In servrce durrng the tax year Into one or more general Fl? Section B?Assets Placed in Service During 2012 Tax Year Using the General Depreciation System Basrs for 0f Recovery Conventron Method (g)DeprecratIon property servrce use perrod deductron only?see 19a 3-year property 5-year property c7-year property 10-year property 15-year property 20-year property 9 25-year property 25 Resrdentral rental 27 5 MM property 27 5 MM iNonresrdentIal real 39 MM property MM Section C?Assets Placed in Service During 2012 Tax Year Using the Alternative Depreciation System 20a Class lrfe 12-year 12 c40-year 40 MM Part IV Summary (see 21 Lrsted property Enter amount from Irne 28 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 - 21 22 23 For assets shown above and placed In servrce durrng the current year, enter the portron ofthe basrs to sectron 263A costs 23 For Paperwork Reduction Act Notice, see separate instructions. at 1 29 06 Form 4562 (2012) Form4562(2012) Page2 Listed Property (Include automobiles, certaIn other vehicles, certaIn computers, and property used for entertarnment, recreatron, 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 ev Idence to support the busIness/Inv estment use claImed?? _Yes No 24b If "Yes," Is the ev Idence ertten?7 _Yes No (C) . e) (I) Type of property (lIst Date placed In Investment Cost or other Basrs for deprecratIon Recovery Method/ DeprecratIon/ Elected (busrness/Investment sectlon 179 vehIcles fIrst) servrce use basrs perIod ConventIon ded uctIon percentage use on V) cost 25Specral deprecratIon allowance for lIsted property placed In servrce durIng the tax year and used more than 50% In a busrness use (see InstructIons) 25 26 Property used more than 50% In a busrness use 0/0 0/0 0/0 27 Property used 50% or less In a busrness use 28 Add amounts In column ?ms 25 through 27 Enter here and on Me 21, page 1 I 28 I 29 Add amounts In column (I), Me 26 Enter here and on Me 7, page 1 . . . 29 Section B?Information on Use of Vehicles Complete thIs sectlon for vehIcles used by a sole proprIetor, partner, or other "more than 5% owner," or related person If you provrded vehIcles to your employees, ?rst answer the questIons In SectIon to see If you meet an exceptIon to completIng thIs sectlon for those vehIcles (C) VehIcle 1 VehIcle 2 VehIcle 3 VehIcle 4 VehIcle 5 VehIcle 6 30 Total busIness/Investment mIIes drIven durIng the year (do not Include commutIng mIIes) 31 Total commutIng mIIes drIven durIng the year 32Total other personal(noncommutrng) mIIes drIven 33Total mIIes drIven durIng the year Add ?ms 30 through 32 34 Was the vehIcle avaIIable for personal use Yes durIng off-duty hours? 35 Was the vehIcle used prImarIIy by a more than 5% owner or related person? 3615 another vehIcle avaIIable 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 ertten polrcy statement that prothIts all personal use ofvehIcles, IncludIng commutIng, by your Yes No employees? 38 Do you maIntaIn a ertten polrcy statement that prothIts personal use ofvehIcles, except commutIng, by your employees? See the InstructIons for vehIcles used by corporate of?cers, dIrectors, or 1% or more owners 39 Do you treat all use ofvehIcles by employees as personal use? 40 Do you provrde more than ?ve vehIcles to your employees, obtaIn InformatIon from your employees about the use of vehIcles, and retaIn the InformatIon recered? 41 Do you meet the requrrements concernIng automobIIe 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 amortrzatIon perIod or amount sectlon thIs year begIns percentage 42 AmortIzatIon ofcosts that begIns durIng your 2012 tax year (see InstructIons) 43 AmortIzatIon ofcosts that began before your 2012 tax year . . . . . . . . . . . . 43 44 Total. Add amounts In column See the InstructIons for where to report . . . . . . . 44 Form 4562(20 1 2) 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 Trtle Average Posrtron (do not check Reportable Reportable Estrmated amount hours more than one box, compensatron compensatron of other per unless person rs both from the from related compensatron week an offrcer and a organrzatron (W- organrzatrons (W- from the (Irst drrector/trustee) organrzatron and any 0 I I ?n related hours 35' 3 3 .19 3.1: organrzatrons for 5 .1. 3 I1 II-I related I: 3 H- '1 ET 9 75' organrzatrons 1 5. below :r a dotted 3 Irne) a ll 40 00 Lrly Fu Clafee SVP, USCC, SVP, and CLO 6 00 924?278 0 24?670 40 00 Stan Harrell SVP, uscc, SVP, CFO and C10 7 00 6232? 0 141'481 40 00 Davrd Chavern EVP, USCC, Chref Operatrng Offrcer 5 00 1?562?190 0 91?187 40 00 Shannon DrBarr SVP, USCC, SVP and CAO 587?812 0 258?348 4 00 40 00 Robert SVP, USCC, SVP Pol Affrs Fed Rel 452?240 0 76?980 Bruce Josten 40 00 EVP, USCC, EVP, Government Affairs 1?915?563 0 242?184 40 00 Agnes WarfreId?Blanc SVP, USCC, Dev Fund, ED, Fund, USCCF 2?923?120 0 45?156 40 00 Myron A EVP, USCC, EVP Int Affalrs 965?963 0 152?968 40 00 Thomas] Collamore SVP, Comm Strategy, to Pres 1 00 1?220?066 0 46?411 40 00 Carl Grant SVP, USCC, Exec Couns to Presrdent 807?119 0 61?935 40 00 Karen A Harbert SVP, USCC, Pres CEO, Energy Inst 901?709 0 43?113 40 00 Davrd SVP, USCC, Pres CEO, CCMC GIPC 1 00 1?014?207 0 145?006 Danrel 1 00 150 000 0 7 900 Former Key Employee 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 Trtle Average Posrtron (do not check Reportable Reportable Estimated amount hours more than one box, compensatron compensatron of other per unless person rs both from the from related compensatron week an offrcer and a organrzatron (W- organrzatrons (W- from the (Irst drrector/trustee) organrzatron and any 0 I I ?n related hours a 3 3 .19 3.5 organizations E- D. 3 or i1 it '13 related 75' IT: organizations 1 5. below :l a dotted 2 rn ET Irne) B. It: ll 1 00 Dale Director 0 0 0 Nicholas] DeIuliis 1 00 0 0 0 Director Maura Donahue 1 00 0 0 0 Senior Cou ncrI/Director 40 00 Thomas] Donohue Presrdent and CEO/Director 3 00 5?452?312 0 30?385 Marcel Dubors 1 00 0 0 0 Director Michael Ducker 1 00 0 0 0 Reg Vice Chair Southeast/Director Carrie Dwyer 1 00 0 0 0 Reg Vice Chair West/Director Patricra Elizondo 1 00 0 0 0 Director Davrd Emery 1 00 0 0 0 Director Daniel Evans 1 00 0 0 0 Director Timothy Everett 1 00 0 0 0 Director Robert Fatovrc 1 00 0 0 0 Director Patrick Finken 1 00 0 0 0 Director Martin Foster 1 00 0 0 0 Director Franzor 1 00 0 0 0 Director Mark French 1 00 0 0 0 Director Craig Fuller 1 00 0 0 0 Reg Vice Chair East/Director Walter] Galvrn 1 00 0 0 0 Director William Garlough 1 00 0 0 0 Director Bruce A Gates 1 00 0 0 0 Director Thomas A 1 00 0 0 0 Director Ernest Green 1 00 0 0 0 Director Shannon LGreene 1 00 0 0 0 Director James Guyette 1 00 0 0 0 Director Winthrop Hallett 1 00 0 0 0 Director 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 POSItion (do not check Reportable Reportable Estimated amount hours more than one box, compensation compensation of other per unless person is both from the from related compensation week an officer and a organization (W- organizations (W- from the (list director/trustee) organization and any 0 I I _n related hours a 3 3 .19 3.5 organizations E- D. 3 or i1 it '13 related 75' IT: organizations 1 5. below :l a dotted 3 line) El. I: James Hebe 1 00 0 0 0 Director Herglotz 1 00 0 0 0 Director James A Hixon 1 00 0 0 0 Director Scott Holman 1 00 0 0 0 Director John Hopkins 1 00 0 0 0 Director CA Howlett 1 00 0 0 0 Director Thomas Hutchison 1 00 0 0 0 Director Gregory Irace 1 00 0 0 0 Director Harold Jackson 1 00 0 0 0 Director Donald James 1 00 0 0 0 Director James Jaska 1 00 0 0 0 Director Boland Jones 1 00 0 0 0 Director Edward Jones 1 00 0 0 0 Director 1 00 Jan Jones Director 0 0 0 Paul Jones 1 00 0 0 0 Director Fred Kaiser 1 00 0 0 0 Reg Vice Chair Northwest/Director Jackson Kelly 1 00 0 0 0 Director Philip Kennedy 1 00 0 0 0 Director Kepler 1 00 0 0 0 Director Virginia Kirkpatrick 1 00 0 0 0 Director Paul Klaassen 1 00 0 0 0 Director Klaus Kleinfeld 1 00 0 0 0 Director Laura Lane 1 00 0 0 0 Director Susan Lanigan 1 00 0 0 0 Director Greg Lebe?je700 Director/Consultant 1 00 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 Trtle Average Posrtron (do not check Reportable Reportable Estimated amount hours more than one box, compensatron compensatron of other per unless person rs both from the from related compensatron week an offrcer and a organrzatron (W- organrzatrons (W- from the (Irst drrector/trustee) organrzatron and any 0 I I ?n related hours a 3 3 .19 3.5 organizations E- D. 3 or i1 it '13 related 75' IT: organizations 1 5. below :l 0 tt Irne) B. It: ll James Lee 1 00 0 0 Director Michael A Leven 1 00 0 0 Director Stuart Levenick 1 00 0 0 Director Larry A Liebenow 1 00 0 0 Director William Little 1 00 0 0 Reg Vice Chair Great Lakes/Director Christopher Lofg ren 1 00 0 0 Director Wes Lucas 1 00 0 0 Director Tamara Lundgren 1 00 0 0 Director Ted Mathas 1 00 0 0 Director Richard McClure 1 00 0 0 Reg Vice Chair South Central/Director Thomas McKernan 1 00 0 0 Director Richard McNeeI 1 00 0 0 Director James Mendenhall 1 00 0 0 Director Rance Miles 1 00 0 0 Director Darlene Miller 1 00 0 0 Reg Vice Chair Midwest/Director Davrd Miller 1 00 0 0 Director Robert Milligan 1 00 0 0 Senior Cou ncrI/Director Dayton Molendorp 1 00 0 0 Director Ronald Monford 1 00 0 0 Director Maritza Montiel 1 00 0 0 Director Davrd Muhlendorf 1 00 0 0 Director Terry Neimeyer 1 00 0 0 Director Dennis Nixon 1 00 0 0 Director Brian O'Hara 1 00 0 0 Director Patricra Owen 1 00 0 0 Director 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 Trtle Average Posrtron (do not check Reportable Reportable Estimated amount hours more than one box, compensatron compensatron of other per unless person rs both from the from related compensatron week an offrcer and a organrzatron (W- organrzatrons (W- from the (Irst drrector/trustee) organrzatron and any 0 I I ?n related hours a 3 3 .19 3.5 organizations E- D. 3 or i1 it '13 related i: E- 3 H- '1 5' .1: organizations 1 5. below :l a dotted 2 rn Er Irne) a It:- ll Daniel Packer 1 00 0 0 Director Frederick Palmer 1 00 0 0 Director Peter Paoli 1 00 0 0 Director Davrd Peacock 1 00 0 0 Director Manuel] Perez de la Mesa 1 00 0 0 Director Wolfgang 1 00 0 0 Director Randal Quarles 1 00 0 0 Director Jeffrey Rageth 1 00 0 0 Director Martin Richenhagen 1 00 0 0 Director Joseph Rigby 1 00 0 0 Director James Roberts 1 00 0 0 Director Tchad Robinson 1 00 0 0 Director James Rogers 1 00 0 0 Director Matthew Rose 1 00 0 0 Reg Vice Chair Southwest/Director John Ruan 1 00 0 0 Chairman of Exec Comm/Director Edward Rust 1 00 0 0 Chainnan/Director Douglas A Sgarro 1 00 0 0 Director Gerald Shaheen 1 00 0 0 Senior Cou ncrI/Director Donald Shepard 1 00 0 0 Senior Cou ncrI/Director Rajendra Singh 1 00 0 0 Director Suzanne Sitherwood 1 00 0 0 Director Edgar Smith 1 00 0 0 Director Paul Speranza 1 00 0 0 Senior Cou ncrI/Director Eric A Spiegel 1 00 0 0 Director Charles Stamp 1 00 0 0 Director 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 Trtle Average Posrtron (do not check Reportable Reportable Estimated amount hours more than one box, compensatron compensatron of other per unless person rs both from the from related compensatron week an offrcer and a organrzatron (W- organrzatrons (W- from the (Irst drrector/trustee) organrzatron and any 0 I I ?n related hours 1? a 3 3 .19 3.5 organizations E- D. 3 or i1 it '11 related 75' '11 IT: organizations 1 5. below :l a dotted 3 Irne) a It: ll Donald Sterhan 1 00 0 0 Director Frank Sullivan 1 00 0 0 Director Brandon Sweltzer 1 00 0 0 Director Thomas] Tauke 1 00 0 0 Director Gary Taylor 1 00 0 0 Director Richard Tobin 1 00 0 0 Director Mark Towe 1 00 0 0 Director Leon Trammell 1 00 0 0 Director Robert Trunzo 1 00 0 0 Director Harold Turner 1 00 0 0 Director Stephen Van 1 00 0 0 Director Steve Van Andel 1 00 0 0 Vice Chairman/Director Frank LVanderSIoot 1 00 0 0 Director Roland Vaughan 1 00 0 0 Director LeRoy Walker 1 00 0 0 Director Steven Walker 1 00 0 0 Director Edward Wanandi 1 00 0 0 Director Thomas Watkins 1 00 0 0 Director Mark Watson 1 00 0 0 Director Robert Weber 1 00 0 0 Director Ronald Weinberg 1 00 0 0 Director Thomas] Wilson 1 00 0 0 Director Christopher Womack 1 00 0 0 Director Joan Woodward 1 00 0 0 Director James Wordsworth 1 00 0 0 Director