JUN 9. 1 201?; i\ Forrm 990-PF Return of Private Foundation or Section 4947(a)(1) Nonexempt Charitable Trust Department of the Treasury lntemal Revenue Service Treated as a Private Foundation Note. The foundation may be able to use a copy of this return to satisfy state reporting requirements OMB No 1545-0052 For calendar year 201 1 or tax year beginning January 1 2011, and ending December 31 .20 11 Name of foundation UPS Foundation A Employer identification number 13-6099176 Number and street (or 0 box number if mail is not delivered to street address) 55 Glenlake Parkway Room/suite B3 F3 Telephone number (see instructions) 404-828-6000 City or town, state, and ZIP code Atlanta. GA 30328 Initial return Final return [1 Address change Check all that apply: initial return of a former public charity Amended return Name change Check type of organization- Section nonexempt charitable trust Section 501(c)(3) exempt private foundation Other taxable private foundation I Fair market value of all assets at end of year (from Part II, col fine 75)> 1,413,913 Accounting method: Cash Accrual Other (specify) (Part I, column must be on cash basis If exemption application is pending, check here>> 1. Foreign organizations, check here 2. Foreign organizations meeting the 85% test, check here and attach computation It private foundation status was terminated under section check here If the foundation is in a 60-month termination under section check here Analysis of Revenue and Expenses (The total of Revenue and id) Disbursements inv A st dnet for haritable 1 Contributions. gifts, grants, etc received (attach schedule) 39.583.896.00 2 Check if the foundation IS not required to attach 3 Interest on savings and temporary cash investments 4.138 00 4,138.00 4.138 00 4 Dividends and interest from securities 5a Gross rents . Net rental income or (loss) rs 3 6a Net gain or (loss) from sale of assets not on line 10 5 Gross sales price for all assets on line 6a 5 7 Capital gain net income (from Part IV, line 2) 0 0,3 Hllul CC 8 Net short--term capital gain . Ci"; 9 Income modifications . . 10a Gross sales less returns and allowances -- Less: Cost of goods sold Mm" Gross profit or (loss) (attach schedule) 1 1 1 Other income (attach schedule) . 2,816,685.00 2,816,885.00 2,816,685.00 i 12 Total. Add lines 1 through 42.464.119.00 2,880,823.00 2,880,823.00 U, 13 Compensation of officers, directors, trustees. etc. 3 14 Other employee salaries and wages . 5 15 Pension plans, employee benefits 3- 16a Legal fees (attach schedule) 1,000.00 1,000.00 1,000.00 1,000.00 Accounting fees (attach schedule) .3 Other professional fees (attach schedule) 17 Interest . . . . . . ,3 18 Taxes (attach schedule) (see instructions) -251.61 19 Depreciation (attach schedule) and depletion '0 20 Occupancy . . . . . 21 Travel, conferences, and meetings 22 Printing and publications . go 23 Other expenses (attach schedule) 2,890,199.00 2,890,199.00 2,890,199.00 13,514.00 -3 24 Total operating and administrative expenses. Add lines 13 through 23 . . . . 2,390,947.00 2,091,199.00 2,391,199 00 14,514.00 8- 25 Contributions. gifts. grants paid . . . . 39.833.190.00 39.833.190.00 26 Total expenses and disbursements. Add lines 24 and 25 42.124.131.00 2,891,199.00 2,891,199.00 39.848.304.00 27 Subtract line 26 from line 12. a Excess of revenue over expenses and disbursements -260.018.00 Net investment income (if negative, enter -0-) 0 Adjusted net income (if negative, enter -0-) 0 For Paperwork Reduction Act Notice. see instructions. Cat No 11289)( Form 990-PF (2011) .36/6 Form 990-PF (2011) Page 2 Balance sheets \f;l::ar Book Valufnd of Market Value 1 Cash--non-interest-bearing 2 Savings and temporary cash investments 1, 738, 292 1, 478, 868 1 478, 868 3 Accounts receivable Less allowance for doubtful accounts Pledges receivable Less allowance for doubtful accounts 5 Grants receivable . . . . . . . . . . . . 6 Receivables due from officers, directors, trustees, and other disqualified persons (attach schedule) (see instructions) 7 Other notes and loans receivable (attach schedule) Less allowance for doubtful accounts .3 8 Inventories for sale or use . 3 9 Prepaid expenses and deferred charges 10a Investmenls--U and state government obligations (attach schedule) lnvestments--corporate stock (attach schedule) . lnvestments--corporate bonds (attach schedule) 11 lnvestments--|and, buildings. and equipment. basis 11 A 1 11", Less accumulated depreciation (attach schedule) 12 lnvestments--mortgage loans . 13 (attach schedule) 14 Land, buildings, and equipment basis Less accumulated depreciation (attach schedule) 15 Other assets (describe 16 Total assets (to be completed by all filers--see the instructions Also. seepage1,item I) 1,739,193 1,478,913 1,479,913 17 Accounts payable and accrued expenses 4, 18 Grants payable . 19 Deferred revenue . . . . . . 20 Loans from officers. directors, trustees, and other disqualified persons 21 Mortgages and other notes payable (attach schedule) . 22 Other liabilities (describe (277 (529 23 Total liabilities (add lines 17 through 22) . . . . (277 (529 ,0 Foundations that follow SFAS 117, check here CI 3 and complete lines 24 through 26 and lines 30 and 31. 5 24 Unrestricted. 1,739,460 1,479,442 3 25 Temporarily restricted . .5 26 Permanently restricted . . . . . . . . . . . Foundations that do not follow SFAS 117, check here LL and complete lines 27 through 31. 3 27 Capital stock, trust pnncipal, or current funds . -E 28 Paid-in or capital surplus, or land. . and equipment fund 3 29 Retained earnings, accumulated income, endowment, or other funds 30 Total net assets or fund balances (see instructionsTotal liabilities and net assetslfund balances (see instructions1,739,133 1,473,913 Analysis of Changes in Net Assets or Fund Balances 1 Total net assets or fund balances at beginning of year--Part ll. column line 30 (must agree with end-of-year figure reported on prior year's returnEnter amount from Part I, line 27a . . . . . . 2 (260, 018) 3 Other increases not included in line 2 (itemize) 3 4 Add|ines1,2,and31,479,442 5 Decreases not included in line 2 (itemize) 5 6 Total net assets or fund balances at end of year (line 4 minus line 5)--Part ll. column line 30 . 5 1 479, 442 Form 990-PF (2011) Form 990-PF (2011) Page 3 Part IV Capital Gains and Losses for Tax on Investment Income List and descnbe the kind(s) of property sold (e . real estate. Date acquired Date sold 2-story brick warehouse, or common stock. 200 MLC Co) D__Donan?n (mo day, yr) (mo day. yr 1a <