2016-11-14T09:35:11-06:00 2015-12-31 420714325 RSM US LLP 9737 WASHINGTONIAN BLVD 400 GAITHERSBURG MD 208787340 990 2015-01-01 536000125 ASSOCIATION OF AMERICAN RAILROADS ASSO 2026392114 425 THIRD STREET SW NO 1000 WASHINGTON DC 20024 JEFFREY D MARSH SR. VP, FINANCE & CFO 2026392114 2016-11-14 1 WILLIAM E TURCO CPA P00369217 3012963600 2015 2017-02-10 21:41:12Z EDWARD R HAMBERGER 425 THIRD STREET SW NO 1000 WASHINGTON DC 20024 64798277 0 X WWW.AAR.ORG X 1934 DC TO PROMOTE THE COMMON INTERESTS OF RAILROADS. 11 10 87 18 235900 52552 0 0 59461707 60251508 106643 24326 3475811 3483757 63044161 63759591 3521292 2441437 0 0 19110364 22372089 0 0 0 38914682 36499652 61546338 61313178 1497823 2446413 28768081 23979295 44918348 46399491 -16150267 -22420196 AAR PROMOTES A SAFE AND EFFICIENT NORTH AMERICAN RAIL SYSTEM WITH PRINCIPAL ACTIVITIES IN AREAS SUCH AS STANDARDS, OPERATIONS, SAFETY, SECURITY, PUBLIC AFFAIRS AND PUBLIC POLICY. 0 0 STRATEGIC RESEARCH INITIATIVES (SRI):SRI PRIORITIES ARE SHARPLY FOCUSED ON CURRENT AND FUTURE FREIGHT RAILROAD INDUSTRY ISSUES ASSOCIATED WITH SAFETY, EFFICIENCY, AND RELIABILITY. SRI PROJECTS INCLUDE INITIATIVES ADDRESSING THE PREVENTION OF RAIL FAILURES, THE DETECTION OF PROBLEMS WITH ROLLING STOCK, AND OPERATING WITH HEAVY AXLE LOADS. THE PROGRAM CONTINUED TO BE INVOLVED IN PRODUCT AND PROCESS DEVELOPMENT AND IMPLEMENTATION. INTEGRATED COMMUNICATIONS CAMPAIGN:A PROGRAM OF MEDIA OUTREACH, ADVERTISING AND DIGITAL MEDIA THAT FOCUSES ON (1) HOW THE FREIGHT RAIL INDUSTRY CONSISTENTLY AND EFFICIENTLY DELIVERS ECONOMIC AND ENVIRONMENTAL BENEFITS TO AMERICANS, (2) HOW RAILROADS USE MODERN TECHNOLOGY TO IMPROVE SAFETY AND PROVIDE PUBLIC BENEFITS INCLUDING A SAFE, FUEL EFFICIENT WAY TO MOVE GOODS AND CONNECT US TO THE GLOBAL ECONOMY, AND (3) PRESERVING BALANCED REGULATION OF THE FREIGHT RAIL INDUSTRY. PRESERVING BALANCED REGULATION:A PROGRAM TO PROMOTE THE BALANCED REGULATORY STRUCTURE REQUIRED TO ALLOW THE RAILROADS THE OPPORTUNITY TO ACHIEVE A REASONABLE RATE OF RETURN AND TO CONTINUE THEIR SUBSTANTIAL INVESTMENT IN THE NORTH AMERICAN RAIL NETWORK. SUCH REINVESTMENT IS CRITICAL IF RAILROADS ARE TO BE ABLE TO ADDRESS THE CAPACITY CHALLENGES THAT INCREASED RAIL DEMAND FOR TRANSPORTATION BRINGS. 0 0 0 1 0 0 0 1 0 1 1 0 1 1 1 0 1 0 0 1 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 1 1 0 1 73 0 1 87 1 1 1 0 0 0 0 0 X 11 10 1 0 0 0 1 0 1 1 1 0 0 1 1 1 1 1 1 1 1 0 DC X JEFFREY MARSH SVP FINANCE ADMIN & CFO 2026392118 425 THIRD STREET SW NO 1000 WASHINGTON DC 20024 KEITH CREEL DIRECTOR 1.00 X 0 0 0 LANCE FRITZ DIRECTOR 1.00 X 0 0 0 PETER GILBERTSON DIRECTOR 1.00 X 0 0 0 JOHN C HELLMAN DIRECTOR 1.00 X 0 0 0 CARL ICE DIRECTOR 1.00 X 0 0 0 JACK KORALESKI DIRECTOR UNTIL 02.05.15 1.00 X 0 0 0 CLAUDE MONGEAU DIRECTOR 1.00 X 0 0 0 CHARLES W WICK MOORMAN DIRECTOR UNTIL 06.01.15 1.00 X 0 0 0 JAMES SQUIRES DIRECTOR 1.00 X 0 0 0 DAVID L STARLING DIRECTOR 1.00 X 0 0 0 MICHAEL J WARD DIRECTOR 1.00 X 0 0 0 RICK WEBB DIRECTOR 1.00 X 0 0 0 EDWARD HAMBERGER PRESIDENT, CEO & DIRECTOR 39.00 1.00 X X 2180190 0 1153498 IAN JEFFRIES SVP, GOVERNMENT AFFAIRS 40.00 X 456527 0 51327 MICHAEL J RUSH SVP, SAFETY & OPERATIONS 39.00 1.00 X 401721 0 122421 ROBERT C VANDERCLUTE SVP, SAFETY & OPS. THRU 01/26/15 36.00 4.00 X 62638 0 5392 JEFFREY D MARSH SVP, FINANCE & CFO 36.00 4.00 X 479824 0 180306 PATRICIA M REILLY SVP, COMMUNICATIONS 39.00 1.00 X 510454 0 124406 JOHN T GRAY SVP, POLICY & ECONOMICS 39.00 1.00 X 562582 0 54482 KATHRYN D KIRMAYER SVP, LAW & GEN. COUN. FROM 11/20/15 39.00 1.00 X 565900 0 45429 LOUIS P WARCHOT SVP, LAW THRU 11/01/15 39.00 1.00 X 1308636 0 63126 JOHN F WETZEL VP, GOVERNMENT AFFAIRS 40.00 X 336338 0 105272 JANET L BARTELMAY CORPORATE SECRETARY 39.00 1.00 X 292741 0 115818 WILLIAM C THOMPSON PROGRAM MANAGER 40.00 X 291351 0 68403 DANIEL SAPHIRE ASSISTANT GENERAL COUNSEL 40.00 X 255467 0 96589 KELLY FRENCH DONLEY AVP, MEMBER SERVICES 39.00 1.00 X 245435 0 79303 TIMONTHY J STRAFFORD ASSOCIATE GENERAL COUNSEL 40.00 X 243012 0 44538 FRANKLIN N HARDESTY AVP, POLICY & ECONOMICS 40.00 X 242278 0 127935 8435094 0 2438245 51 0 1 0 TRANSPORTATION TECHNOLOGY CENTER INC 55500 DOT RD PO BOX 11130 PUEBLO CO 810010130 TESTING & RESEARCH 15488151 HOME FRONT COM LLC DBA SUBJECT MATTER 1121 14TH ST NW WASHINGTON DC 20005 PAID MEDIA CONSULTING & ADVERTISING BUYS 5031859 GIBSON DUNN & CRUTCHER LLP 1050 CONNECTICUT AV NW WASHINGTON DC 20036 LEGAL CONSULTING 1150324 CALIFORNIA ENVIRONMENTAL ASSOCIATES 423 WASHINGTON ST 3RD FL SAN FRANCISCO CA 94111 ENVIRONMENTAL/REGULATORY CONSULTING 1091629 SIDELY AUSTIN LLP 1501 K ST NW 3RD FL WASHINGTON DC 20005 REGULATORY/ECONOMIC CONSULTING 563370 31 MEMBERSHIP DUES 900099 51263766 51263766 INDUSTRY SUPPORT 900099 4600539 4600539 USER FEES 900099 3864966 3864966 PUBLICATIONS 900099 342891 342891 MEETINGS & CONFERENCES 812900 141872 141872 37474 37474 60251508 53087 53087 55684 55684 73883 0 73883 73883 73883 643426 366499 656468 382218 -13042 -15719 -28761 -28761 INTERCO COST SHARE 900099 2747254 2700248 47006 OTHER REVENUE 900099 322711 322711 ERIP/RET COST REIM 900099 237203 237203 47022 47022 3354190 63759591 63047087 235900 476604 X 2441437 9257070 9681548 356296 1408574 1668601 2882607 126768 1518792 6526749 4730001 761834 237838 1894913 1085265 505370 202636 INTERCOMPANY EXPENSES 15547598 OTHER EXPENSES 478985 PROPERTY TAXES 2122 BAD DEBT -1826 61313178 12140227 6937269 1621414 819902 370227 666078 26491858 23674116 3097513 2817742 1024476 1019611 8970899 8970899 1543325 2747794 28768081 23979295 12208064 6060630 1501274 1902387 669360 687734 30539650 37748740 44918348 46399491 X -16150267 -22420196 -16150267 -22420196 28768081 23979295 X 2446413 -144060 -8572282 X 0 1 X 1 0 0 0 1 51263766 6359361 275905 6635266 5869184 766082 0 1 X 3039183 1172347 1866836 1143893 932767 211126 22308782 21569002 739780 2817742 8970899 C 8970899 CUSTODIAL FUNDS 687734 DEFERRED TAX ASSET 49100 INVESTMENTS RELATED TO SUPP. EMPLOYEE BENEFIT PLANS 1798498 OTHER POSTEMPLOYMENT BENEFITS 212462 2747794 CURRENT PORTION-OPEB LIABILITY 122000 ACCRUED PENSION COST 28149884 SERP OBLIGATION 4582257 DEFERRED RENT PAYABLES 3682065 DUE TO SUBSIDIARIES 1212534 37748740 X PART IV, LINE 2B: CUSTODIAL FUNDS ARE CARRIED AS AN ASSET AND AS AN OFFSETTING LIABILITY IN THE ASSOCIATION'S BALANCE SHEET. THE ASSOCIATION ACTS AS CUSTODIAN AND AGENT ON BEHALF OF CERTAIN RAILROAD INDUSTRY RELATED ORGANIZATIONS FOR WHICH THE ASSOCIATION PROVIDES BOOKKEEPING SERVICES. PART X, LINE 2: INCOME TAXES: AAR IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(6) OF THE IRC. HOWEVER, AAR IS SUBJECT TO FEDERAL INCOME TAXES FOR ACTIVITIES THAT ARE UNRELATED TO ITS TAX-EXEMPT FUNCTION. RRF IS INCORPORATED UNDER IRC SECTION 501(C)(3) AS A TAX-EXEMPT ORGANIZATION AND IS FURTHER CLASSIFIED AS A PUBLIC CHARITY UNDER SECTION 509(A)(1) OF THE IRC; HOWEVER, RRF IS SUBJECT TO FEDERAL INCOME TAXES FOR ACTIVITIES THAT ARE UNRELATED TO ITS TAX-EXEMPT FUNCTION. AAR AND RRF, AS TAX-EXEMPT ORGANIZATIONS, FILE SEPARATE INFORMATION RETURNS, FORM 990-RETURN OF ORGANIZATION EXEMPT FROM INCOME TAX, AND TO THE EXTENT OF ANY UNRELATED ACTIVITIES TO THEIR TAX-EXEMPT FUNCTION, FILE FORM 990-T-RETURN OF ORGANIZATION BUSINESS INCOME TAX RETURN. TTCI AND RAILINC FILE SEPARATE FEDERAL AND STATE INCOME TAX RETURNS. ACCORDINGLY, AMOUNTS REPORTED IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS REPRESENT THE COMBINED INCOME TAX ACCOUNTS OF AAR, TTCI, RAILINC AND RRF. DEFERRED TAX ASSETS AND LIABILITIES ARE RECOGNIZED FOR THE FUTURE TAX CONSEQUENCES ATTRIBUTABLE TO DIFFERENCES BETWEEN THE FINANCIAL STATEMENT CARRYING AMOUNTS OF EXISTING ASSETS AND LIABILITIES AND THEIR RESPECTIVE TAX BASES AND OPERATING LOSS AND TAX CREDIT CARRYFORWARDS. DEFERRED TAX ASSETS AND LIABILITIES ARE MEASURED USING ENACTED TAX RATES EXPECTED TO APPLY TO TAXABLE INCOME IN THE YEARS IN WHICH THOSE TEMPORARY DIFFERENCES ARE EXPECTED TO REVERSE. IF APPROPRIATE, DEFERRED TAX ASSETS ARE REDUCED BY A VALUATION ALLOWANCE, WHICH REFLECTS EXPECTATIONS OF THE EXTENT TO WHICH SUCH ASSETS WILL BE REALIZED. THE ASSOCIATION FOLLOWS THE CODIFICATION TOPIC, INCOME TAXES, WHICH ADDRESSES THE DETERMINATION OF WHETHER TAX BENEFITS CLAIMED OR EXPECTED TO BE CLAIMED ON A TAX RETURN SHOULD BE RECORDED IN THE CONSOLIDATED FINANCIAL STATEMENTS. UNDER THIS GUIDANCE, THE ASSOCIATION MAY RECOGNIZE THE TAX BENEFIT FROM AN UNCERTAIN TAX POSITION ONLY IF IT IS MORE LIKELY THAN NOT THAT THE TAX POSITION WILL BE SUSTAINED ON EXAMINATION BY TAXING AUTHORITIES, BASED ON THE TECHNICAL MERITS OF THE POSITION. THE TAX BENEFITS RECOGNIZED IN THE CONSOLIDATED FINANCIAL STATEMENTS FROM SUCH A POSITION ARE MEASURED BASED ON THE LARGEST BENEFIT THAT HAS A GREATER THAN 50% LIKELIHOOD OF BEING REALIZED UPON ULTIMATE SETTLEMENT. THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES ALSO ADDRESSES DE-RECOGNITION, CLASSIFICATION, INTEREST AND PENALTIES ON INCOME TAXES, AND ACCOUNTING IN INTERIM PERIODS. MANAGEMENT EVALUATED THE ASSOCIATION'S PRECONSOLIDATED TAX POSITIONS AND CONCLUDED THAT THE ASSOCIATION HAS TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE CONSOLIDATED FINANCIAL STATEMENTS TO COMPLY WITH THE PROVISIONS OF THIS GUIDANCE. GENERALLY, THE ASSOCIATION IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE U.S. FEDERAL, STATE OR LOCAL TAX AUTHORITIES FOR YEARS BEFORE 2012. NORTH AMERICA 0 0 PROGRAM SERVICES TRAVEL, MEETING, LODGING, REGISTRATION FEES AND SALARY AND FRINGE 85528 0 0 0 0 0 0 85528 0 85528 0 0 0 0 0 0 1 ASLRRA 50 F STREET NW SUITE 7020 WASHINGTON DC 20001 536000080 501(C)(6) 10000 EVENT SUPPORT BROOKINGS INSTITUTION 1775 MASSACHUSETTS AVENUE NW WASHINGTON DC 20036 530196577 501(C)(3) 40000 PROGRAM SUPPORT CBC INSTITUTE 21ST CENTURY COUNCIL 413 NEW JERSEY AVENUE SE WASHINGTON DC 20003 522270607 501(C)(4) 15000 EVENT SUPPORT CONGRESSIONAL BLACK CAUCUS FOUNDATION 1720 MASSACHUSETTS AVENUE NW WASHINGTON DC 20036 521160561 501(C)(3) 8500 EVENT SUPPORT CONGRESSIONAL HISPANIC CAUCUS INSTITUTE 1128 16TH STREET NW WASHINGTON DC 20036 521114225 501(C)(3) 7500 EVENT SUPPORT CONGRESSIONAL INSTITUTE INC 1001 N FAIRFAX ST STE 505 ALEXANDRIA VA 22314 521504189 501(C)(4) 27083 PROGRAM SUPPORT COALITION AGAINST BIGGER TRUCKS LLC 1001 N FAIRFAX ST STE 505 ALEXANDRIA VA 22314 943229678 501(C)(4) 1300000 PROGRAM SUPPORT GORAIL 1001 N FAIRFAX ST STE 505 ALEXANDRIA VA 22314 352226505 501(C)(4) 375000 PROGRAM SUPPORT MARCH OF DIMES GOURMET GALA 2120 WASHINGTON BLVD SUITE 425 ARLINGTON VA 222045757 131846366 501(C)(3) 10000 EVENT SUPPORT REPUBLICAN MAIN STREET PARTNERSHIP 325 7TH STREET NW STE 610 WASHINGTON DC 20004 591828852 501(C)(4) 10000 PROGRAM SUPPORT METROPOLITAN PLANNING COUNCIL 140 SOUTH DEARBORN SUITE 1400 CHICAGO IL 60603 362382849 501(C)(3) 20000 PROGRAM SUPPORT NATIONAL ASSOCIATION OF MANUFACTURERS 733 10TH STREET SUITE 70 WASHINGTON DC 20001 131084330 501(C)(6) 5500 PROGRAM SUPPORT NCSL FOUNDATION FOR STATE LEGISLATURES 7700 EAST FIRST PLACE DENVER CO 80230 742232576 501(C)(3) 7500 PROGRAM SUPPORT NATIONAL TROOPERS COALITION AND CHARITABLE FOUNDATION 409 7TH STREET NW STE 450 WASHINGTON DC 20004 222324223 501(C)(3) 10000 PROGRAM SUPPORT RAILROAD RESEARCH FOUNDATION 425 THIRD ST SW WASHINGTON DC 20024 522344655 501(C)(3) 166000 PROGRAM SUPPORT SURFACE TRANSPORTATION POLICY PROJECT 750 FIRST ST NE SUITE 1130 WASHINGTON DC 20002 521864166 501(C)(3) 75000 PROGRAM SUPPORT TRANSPORTATION RESEARCH BOARD NATIONAL ACADEMY OF SCIENCES LOCK BOX 289 WASHINGTON DC 20055 530196932 501(C)(3) 32500 PROGRAM SUPPORT UNIVERSITY OF ILLINOIS 205 N MATHEWS AVE NEWMARK URBANA IL 61801 376006007 501(C)(3) 27500 PROGRAM SUPPORT UNIVERSITY OF ILLINOIS FOUNDATION 1308 W GREEN ST 310 ENG HALL URBANA IL 61801 376006007 501(C)(3) 140000 PROGRAM SUPPORT 12 7 PART I, LINE 2: AAR AWARDS ASSISTANCE TO ORGANIZATIONS RECOGNIZED AS TAX-EXEMPT UNDER IRC SECTION 501(C) OR AS A COLLEGE OR UNIVERSITY. X X X 1 1 X X X X X 1 1 0 EDWARD HAMBERGER PRESIDENT, CEO & DIRECTOR 944816 0 1215760 0 19614 0 1098177 0 61552 0 3339919 0 0 0 IAN JEFFRIES SVP, GOVERNMENT AFFAIRS 312024 0 143640 0 863 0 21540 0 41088 0 519155 0 0 0 MICHAEL J RUSH SVP, SAFETY & OPERATIONS 272150 0 123751 0 5820 0 118483 0 9387 0 529591 0 0 0 JEFFREY D MARSH SVP, FINANCE & CFO 327014 0 149578 0 3232 0 154808 0 34166 0 668798 0 0 0 PATRICIA M REILLY SVP, COMMUNICATIONS 346472 0 156957 0 7025 0 120988 0 12174 0 643616 0 0 0 JOHN T GRAY SVP, POLICY & ECONOMICS 334596 0 208695 0 19291 0 31580 0 30297 0 624459 0 0 0 KATHRYN D KIRMAYER SVP, LAW & GEN. COUN. FROM 11/20/15 335748 0 227974 0 2178 0 18628 0 34528 0 619056 0 0 0 LOUIS P WARCHOT SVP, LAW THRU 11/01/15 350479 0 195308 0 762849 0 31760 0 46282 0 1386678 0 0 0 JOHN F WETZEL VP, GOVERNMENT AFFAIRS 248257 0 82535 0 5546 0 102756 0 4796 0 443890 0 0 0 JANET L BARTELMAY CORPORATE SECRETARY 215730 0 72888 0 4123 0 105224 0 15914 0 413879 0 0 0 WILLIAM C THOMPSON PROGRAM MANAGER 223745 0 41493 0 26113 0 45501 0 25773 0 362625 0 0 0 DANIEL SAPHIRE ASSISTANT GENERAL COUNSEL 202609 0 49488 0 3370 0 91841 0 6817 0 354125 0 0 0 KELLY FRENCH DONLEY AVP, MEMBER SERVICES 194697 0 48836 0 1902 0 54205 0 30267 0 329907 0 0 0 TIMONTHY J STRAFFORD ASSOCIATE GENERAL COUNSEL 194589 0 48003 0 420 0 20520 0 28466 0 291998 0 0 0 FRANKLIN N HARDESTY AVP, POLICY & ECONOMICS 186678 0 51752 0 3848 0 124737 0 8229 0 375244 0 0 0 PART I, LINE 1A TRAVEL FOR COMPANIONS: EDWARD R. HAMBERGER RECEIVED A NON-TAXABLE SPOUSAL TRAVEL DUE TO ACTIVE PARTICIPATION IN BUSINESS EVENT. HOUSING ALLOWANCE: WILLIAM C. THOMPSON - $14,281 - TAXABLE NONTAXABLE SOCIAL CLUB DUES: EDWARD R. HAMBERGER - $11,977 LOUIS P. WARCHOT - $8,205 IAN JEFFRIES - $4,924 JOHN F. WETZEL - $720 WILLIAM C. THOMPSON - $516 PART I, LINES 4A-B LOIUS P. WARCHOT RECEIVED A SEVERANCE PAYMENT IN THE AMOUNT OF $745,106 AND THIS AMOUNT IS INCLUDED AS OTHER REPORTABLE COMPENSATION IN PART II, COLUMN B(III). THE FOLLOWING INDIVIDUALS PARTICIPATE IN A SERP: EDWARD R. HAMBERGER - $1,059,210 JEFFREY D. MARSH - $106,692 PATRICIA M. REILLY - $81,418 FORM 990, PART I, PART VI, AND PART VII - BOARD COUNT A TOTAL OF THIRTEEN PERSONS SERVED ON THE BOARD OF DIRECTORS DURING THE CALENDAR YEAR. THOSE THIRTEEN ARE SHOWN IN PART VII OF FORM 990. AS OF DECEMBER 31, 2015 THERE WERE A TOTAL OF ELEVEN VOTING BOARD MEMBERS SERVING THE ORGANIZATION AS DISCLOSED IN PART VI, LINES 1A AND PART I, LINES 3. FORM 990, PART VI, SECTION A, LINE 2 EDWARD HAMBERGER, JANET BARTELMAY, LOUIS WARCHOT AND KATHRYN KIRMAYER - BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 6 ORGANIZATION'S MEMBERS AAR MEMBERS INCLUDE THE MAJOR FREIGHT RAILROADS OF THE UNITED STATES, CANADA AND MEXICO, AS WELL AS SMALLER RAILROADS THAT PROVIDE FREIGHT OR PASSENGER SERVICES THROUGHOUT NORTH AMERICA. IN ADDITION, AMTRAK IS A FULL MEMBER OF AAR. AAR HAS THREE CLASSES OF MEMBERSHIP: (1) FULL MEMBERSHIP IS AVAILABLE TO U.S. RAILROADS, (2) SPECIAL MEMBERSHIP IS A AVAILABLE TO CANADIAN AND MEXICAN RAILROADS, AND (3) ASSOCIATE MEMBERSHIP IS AVAILABLE TO NON-CLASS 1 RAILROADS AND RAILROAD SUPPLIERS. AAR'S FULL MEMBERS HAVE VOTING RIGHTS AS PRESCRIBED IN THE AAR BY-LAWS. FORM 990, PART VI, SECTION A, LINE 7B AAR CORPORATE DOCUMENTS ALLOW FOR DECISIONS TO BE APPROVED BY MEMBERS TO THE EXTENT PROVIDED BY LAW. ALL MATTERS ARE SUBJECT TO APPROVAL IN ACCORDANCE WITH STATE/LOCAL LAW. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS REVIEWED IN DETAIL BY THE ORGANIZATION'S CFO, PRESIDENT AND GENERAL COUNSEL PRIOR TO FILING. A COPY OF THE 2015 FORM 990 WAS MADE AVAILABLE TO EACH MEMBER OF THE ORGANIZATION'S GOVERNING BODY FOR REVIEW PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C AN ANNUAL WRITTEN CONFIRMATION OF COMPLIANCE WITH THE ORGANIZATION'S CONFLICT OF INTEREST POLICIES IS REQUIRED FROM ALL AAR EMPLOYEES AND DIRECTORS. THE ANNUAL CONFLICT OF INTEREST DISCLOSURES OF EMPLOYEES ARE REVIEWED BY THE DIRECTOR OF HUMAN RESOURCES OR GENERAL COUNSEL. THE DISCLOSURES OF THE OFFICERS,INCLUDING PRESIDENT, AND CEO, ARE REPORTED TO THE GENERAL COUNSEL. DISCLOSURES OF THE GENERAL COUNSEL ARE REPORTED TO THE CEO. IN THE EVENT OF AN ACTUAL OR POTENTIAL CONFLICT, AAR WOULD INVESTIGATE AND TAKE APPROPRIATE ACTION TO AVOID THE ACTUAL OR POTENTIAL CONFLICT. SUCH ACTION WOULD INCLUDE THAT THE CONFLICTED PERSON DOES NOT PARTICIPATE IN THE REVIEW, RESOLUTION PROCESS, OR ANY DELIBERATION/DECISION MAKING RELATED TO THE MATTER. FOLLOW UP ACTIONS ARE TAKEN AS NEEDED BY AAR GENERAL COUNSEL OR THE CEO. FORM 990, PART VI, SECTION B, LINE 15 COMPARABILITY DATA IS PREPARED BY AN INDEPENDENT COMPENSATION CONSULTANT FOR EXECUTIVE (CEO AND VICE PRESIDENTS) COMPENSATION. THAT INFORMATION IS PROVIDED ANNUALLY TO THE ORGANIZATION'S GOVERNANCE COMMITTEE AS PART OF ITS ANNUAL BUDGET DELIBERATIONS. EXECUTIVE SALARIES ARE REVIEWED AND ANY MERIT ADJUSTMENTS FOR THAT FISCAL YEAR ARE DETERMINED AS PART OF THE ANNUAL BUDGETARY PROCESS. CONTEMPORANEOUS MINUTES OF GOVERNANCE COMMITTEE MEETINGS ARE MAINTAINED. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC TO THE EXTENT REQUIRED BY LAW. FORM 990, PART IX, LINE 11G OTHER FEES 4,959,187. ECONOMIC REGULATION 1,567,562. FORM 990, PART XI, LINE 9: UNRECOGNIZED CHANGE, DEFINED BENEFIT PLAN OBLIGATIONS -8,572,280. ROUNDING VARIANCE -2. RAILROAD RESEARCH FOUNDATION 425 THIRD ST SW SUITE 910 WASHINGTON DC 20024 522344655 RESEARCH DE 501(C)(3) LINE 7 ASSOCIATION OF AMERICAN RAILROADS 1 RAILPAC 425 THIRD ST SW SUITE 1000 WASHINGTON DC 20024 000280743 POLITICAL ACTIVITIES DC 527 ASSOCIATION OF AMERICAN RAILROADS 1 AAR RETIREE LIFE INSURANCE TRUST 425 THIRD ST SW SUITE 1000 WASHINGTON DC 20024 521161363 PROVIDES RETIREE LIFE INSURANCE TO PLAN PARTICIPANTS DC 501(C)(9) ASSOCIATION OF AMERICAN RAILROADS 1 TRANSPORTATION TECHNOLOGY CENTER INC 55500 DOT ROAD PUEBLO CO 81001 841440384 RESEARCH & TESTING DE ASSOCIATION OF AMERICAN RAILROADS C 32396971 33328423 1.00000 1 RAILINC CORPORATION 7001 WESTON PARKWAY SUITE 200 CARY NC 27513 522131600 IT & SVCS DE ASSOCIATION OF AMERICAN RAILROADS C 64975255 32949448 1.00000 1 1 1 0 1 1 0 0 0 0 1 1 1 1 1 1 0 1 1 1 RAILINC CORPORATION A 55684 COST RAILINC CORPORATION L 60247 COST RAILINC CORPORATION M 1880684 COST RAILINC CORPORATION Q 311218 COST RAILINC CORPORATION S 3824945 COST RAILROAD RESEARCH FOUNDATION B 166000 COST RAILROAD RESEARCH FOUNDATION M 57833 COST TRANSPORTATION TECHNOLOGY CENTER INC L 15488151 COST TRANSPORTATION TECHNOLOGY CENTER INC M 917239 COST TRANSPORTATION TECHNOLOGY CENTER INC Q 967600 COST RAILPAC R 63482 COST FORM 990, PART V THE TRANSACTIONS WITH RAILROAD RESEARCH FOUNDATION CORRESPONDING WITH LINES 1M AND 1N ARE MINIMAL IN AMOUNT. THE TRANSACTION CORRESPONDING WITH LINES 1D AND 1E INVOLVES AN UNSECURED LINE OF CREDIT WHICH WAS CO-SIGNED BY ORGANIZATIONS RELATED TO THE ASSOCIATION OF AMERICAN RAILROADS. DURING 2007, IN CONNECTION WITH AAR'S RENEWAL OF AN UNSECURED LINE OF CREDIT WITH SUNTRUST BANK, THE ASSOCIATION ENTERED INTO AN UNSECURED LINE OF CREDIT AS A CO-BORROWER WITH TTCI AND RAILINC (AS WHOLLY OWNED SUBSIDIARIES OF AAR), AND WITH RRF (AS AN AFFILIATED ORGANIZATION)IN THE AMOUNT OF $4 MILLION THAT EXPIRED JULY 31, 2008 AND WAS SUBSEQUENTLY RENEWED ANNUALLY THROUGH JULY 31, 2016. UNDER THE LINE OF CREDIT FACILITY, SUNTRUST BANK WILL ALLOW ADVANCES AT ANY TIME PROVIDED NO SIGNIFICANT DETERIORATION IN THE FINANCIAL CONDITION OF THE CO-BORROWERS HAS OCCURED. AS OF DECEMBER 31, 2015 NO AMOUNTS HAD BEEN WITHDRAWN ON THE LINE OF CREDIT.