2014-04-14T13:40:33-05:00 2013-05-31 390859910 BAKER TILLY VIRCHOW KRAUSE LLP 777 E WISCONSIN AVENUE 32ND FLOOR MILWAUKEE WI 53202 990 2012-06-01 366008100 DAVID C COOK DAVI 7195360100 4050 LEE VANCE VIEW COLORADO SPRINGS CO 80918 SCOTT MILLER 7195360100 2014-04-14 1 TROY E MARINE CPA P00187863 4147775500 2014-04-04 2012 2015-11-30 17:44:51Z SCOTT MILLER 4050 LEE VANCE VIEW COLORADO SPRINGS CO 80918 61110607 0 X WWW.DAVIDCCOOK.COM X 1944 IL SEE SCHEDULE O TO EQUIP THE CHURCH WITH CHRIST-CENTERED RESOURCES FOR MAKING AND TEACHING DISCIPLES WHO OBEDIENTLY TRANSFORM TODAY'S GENERATIONS.BIBLICAL STATEMENT OF PURPOSE: THEREFORE GO AND MAKE DISCIPLES OF ALL NATIONS, BAPTIZING THEM IN THE NAME OF THE FATHER AND OF THE SON AND OF THE HOLY SPIRIT, AND TEACHING THEM TO OBEY EVERYTHING I HAVE COMMANDED YOU. MT 28:19 & 20 NIV.CORE VALUES:1) TRUTH - EPHESIANS 4:152) LOVE - JOHN 13:353) INTEGRITY - II CORINTHIANS 8:214) COOPERATION - PROVERBS 15:225) ACCOUNTABILITY - HEBREWS 4:136) EXCELLANCE - COLOSSIANS 3:237) INNOVATION - TITUS 2:10B 11 11 265 0 0 0 1191791 1603232 0 0 999905 1011134 26336672 28538578 28528368 31152944 95021 74276 0 0 16986061 14523296 0 0 486616 19332257 18998062 36413339 33595634 -7884971 -2442690 136608166 134171973 54527184 50528022 82080982 83643951 X SEE SCHEDULE OTO EQUIP THE CHURCH WITH CHRIST-CENTERED RESOURCES FOR MAKING AND TEACHING DISCIPLES WHO OBEDIENTLY TRANSFORM TODAY'S GENERATIONS.BIBLICAL STATEMENT OF PURPOSE: THEREFORE GO AND MAKE DISCIPLES OF ALL NATIONS, BAPTIZING THEM IN THE NAME OF THE FATHER AND OF THE SON AND OF THE HOLY SPIRIT, AND TEACHING THEM TO OBEY EVERYTHING I HAVE COMMANDED YOU. MT 28:19 & 20 NIV.CORE VALUES:1) TRUTH - EPHESIANS 4:152) LOVE - JOHN 13:353) INTEGRITY - II CORINTHIANS 8:214) COOPERATION - PROVERBS 15:225) ACCOUNTABILITY - HEBREWS 4:136) EXCELLANCE - COLOSSIANS 3:237) INNOVATION - TITUS 2:10B 0 0 24417276 16050610 CHRISTIAN RESOURCES: LEADING NONPROFIT PROVIDER OF GLOBAL CHRISTIAN RESOURCES INCLUDING BOOKS, SUNDAY SCHOOL CURRICULUM, MUSIC AND OTHER CHRISTIAN CONTENT. SUNDAY SCHOOL CURRICULUM: THE MISSION STATEMENT OF CHURCH MINISTRIES IS TO PARTNER WITH THE LOCAL CHURCH BY PROVIDING BIBLICAL PRODUCTS AND SERVICES THAT HELP THE CHURCH ACCOMPLISH ITS MISSION TO EVANGELIZE AND DISCIPLE THIS GENERATION FOR CHRIST. THIS PROGRAM PUBLISHES AND PRINTS BIBLE-BASED SUNDAY SCHOOL CURRICULUM. IN ADDITION, IT DEVELOPS AND DISTRIBUTES ADDITIONAL EVANGELICAL PRODUCTS THAT SERVE THE CHURCH. THESE PRODUCTS PROVIDE INNOVATIVE AND PRACTICAL TOOLS TO USE IN A WIDE RANGE OF CHRISTIAN MINISTRIES. PRODUCTS RANGE FROM CHILDREN'S CHURCH MATERIAL TO YOUTH AND ADULT ELECTIVES AND TRAINING MATERIALS FOR PASTORS, TEACHERS, AND ADMINISTRATORS. THE PRODUCTS ARE SOLD THROUGH CHRISTIAN BOOKSTORES AND DIRECTLY TO CHURCHES.CHRISTIAN BOOK PUBLISHING: THE MISSION STATEMENT OF BOOK PUBLISHING IS TO ASSIST IN THE SPIRITUAL GROWTH OF EACH MEMBER OF THE FAMILY BY PRODUCING AND DISTRIBUTING CHRISTIAN PRODUCTS WHICH FOSTER SAVING FAITH, INCREASED UNDERSTANDING OF THE BIBLE, AND PROMOTE THE APPLICATION OF CHRISTIAN VALUES IN EVERYDAY LIFE. THE PRODUCTS, WHICH INCLUDE BOOKS, CD ROMS, GAMES, AND TOYS, EQUIP THE FAMILY TO REINFORCE THE SPIRITUAL GROWTH PROCESS THAT IS BEING INITIATED IN THE CHURCH. THE PRODUCTS ARE PRAYERFULLY CRAFTED TO FIT THEIR PRIME AUDIENCE AND ARE INSPIRATIONAL, FUN, CREATIVE, AND PROVIDE SOUND CHRISTIAN EDUCATION. THE PRODUCTS ARE SOLD THROUGH VARIOUS CHANNELS WHICH INCLUDE CHRISTIAN BOOKSTORES, RELIGIOUS AND GENERAL DISTRIBUTORS, AMERICAN BOOKSELLERS ASSOCIATION BOOKSTORES AND MINISTRIES. INTEGRITY MUSIC: DAVID C COOK PURCHASED INTEGRITY MUSIC IN JUNE OF 2011, BECOMING PART OF THE MUSIC MINISTRY WITH COOK'S ALREADY ESTABLISHED KINGSWAY OUT OF EASTBOURNE, ENGLAND. IN NOVEMBER OF 2011, BOTH ORGANIZATIONS BECAME ONE AND OPERATE UNDER THE WIDELY RECOGNIZED NAME OF INTEGRITY MUSIC. THE MISSION STATEMENT OF INTEGRITY MUSIC IS HELPING PEOPLE WORLDWIDE EXPERIENCE THE MANIFEST PRESENCE OF GOD. THIS PROGRAM IS DEDICATED TO MENTORING AND DEVELOPING SONGWRITERS WHO PRODUCE WORSHIP SONGS OF SUBSTANCE, THE VERY SORT OF SONGS THAT FEED THE CHURCH WITH A MESSAGE THAT CHANGES THE WORLD. IN ADDITION, INTEGRITY MUSIC PRODUCES PRODUCTS, WHICH INCLUDE CD'S, EP'S, LP'S, DVD'S, FROM WORSHIP LEADERS WHO EXPLORE AND ARTICULATE FAITH IN JESUS AS WELL AS WORDS THAT BUILD, INSPIRE AND INSTRUCT DISCIPLES. OVERALL, INTEGRITY'S SONGWRITERS AND ARTISTS ARE FOUND IN MANY PARTS OF THE WORLD AND SHARE DAVID C COOK'S VIEW OF THE IMPORTANCE OF DISCIPLESHIP, AND SEE THE ROLE THAT SONGS PLAY IN HELPING STRENGTHEN, INSPIRE AND BUILD THE CHURCH. THE RESOURCES AND SONGS ARE AVAILABLE THROUGH VARIOUS CHANNELS (PHYSICAL AND DIGITAL) WHICH INCLUDE CHRISTIAN BOOKSTORES, DISTRIBUTORS, GENERAL MARKET RETAILERS, MINISTRIES AND DIRECT TO CONSUMERS THROUGH VARIOUS WEBSITES. 5347494 74276 3006768 GLOBAL MISSION: ONE OF THE MOST IMPORTANT ISSUES OF OUR TIME IS CHILDREN AROUND THE WORLD WHO ARE ORPHANED, ABANDONED, OR ABUSED. WHILE MANY GOOD PROGRAMS EXIST TO HELP THEM WITH PHYSICAL NEEDS LIKE FOOD, SHELTER AND EDUCATION, FAR TO LITTLE IS DONE TO ADDRESS THEIR SIGNIFICANT EMOTIONAL, SOCIAL, AND SPIRITUAL NEEDS. GLOBAL MISSION, THE INTERNATIONAL ARM OF DAVID C COOK, PROVIDES AN EXTENSIVE CHILDREN'S PROGRAM THAT CHURCHES, ORPHANAGES, AND OTHER GROUPS USE TO FOSTER INNER HEALING WITH CHILDREN WHO HAVE WOUNDED HEARTS. CURRENTLY, THESE PROGRAMS SERVE APPROXIMATELY 20 MILLION CHILDREN A YEAR. 29764770 1 1 0 0 0 1 0 0 0 1 1 0 1 1 1 1 0 1 0 1 1 0 1 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 0 0 1 1204 0 1 265 1 0 1 CA UK 0 0 0 1 1 0 0 0 0 0 0 0 X 11 11 0 0 0 0 0 0 0 1 1 0 0 1 1 1 1 1 1 1 1 0 IL MN MS PA SC TN WV X THE ORGANIZATION 7195360100 4050 LEE VANCE VIEW COLORADO SPRINGS CO 80918 MR RICHARD SATTERFIELD 5.00 X X 5000 0 0 MR WILLIAM JOHNSTON 5.00 X X 5000 0 0 DR JEANETTE HSIEH 5.00 X 5000 0 0 DR DAVID METCALF 5.00 X X 2500 0 0 MR DAVID ROGERS 5.00 X 5000 0 0 MR JOSEPH KOCH 5.00 X X 6000 0 0 MR JOHN ROTE 5.00 X 3000 0 0 DR DOUG SHAW 5.00 X 5000 0 0 DR DAVID BAER 5.00 X 5000 0 0 DR EDRIC GREEN 5.00 X 5000 0 0 DR DENNIS JOHNSON 5.00 X 5000 0 0 MR CRIS DOORNBOS 40.00 X 518383 0 20691 MR SCOTT MILLER 40.00 X 381478 0 9115 MR DANIEL RICH 40.00 X 322694 0 15578 MR RYAN DUNHAM 40.00 X 322806 0 18691 MR ERIC THURMAN 40.00 X 221519 0 16685 MRS MARLENE LEFEVER-RISLEY 40.00 X 176462 0 12902 MR MICHAEL KENNEDY 40.00 X 158536 0 7025 MR MIKE HASTINGS 40.00 X 152478 0 4934 MR DONALD PAPE 40.00 X 152539 0 13188 MS FAITH WILLIAMS 40.00 X 137847 0 10533 MR RALPH GATES 0.00 X 194288 0 0 2790530 0 129342 22 1 1 0 STASI E ELDREDGE 7970 RUSTSTONE CT COLORADO SPRINGS CO 80919 AUTHOR 566666 SANDBOX LTD PO BOX 2101 LINDALE TX 75771 MUSIC ROYALTIES 508864 HINSHAW & CULBERTSON LLP 8142 SOLUTIONS CENTER DRIVE CHICAGO IL 60677 LEGAL 418379 SOUND OF THE NEW BREED LLC 4433 TOWN CENTER PL KINDWOOD TX 77339 MUSIC ROYALTIES 272345 PAUL M COLEMAN 8561 DAWES LAKE RD MOBILE AL 36619 NON-COMPETE AGREEMENT 250000 16 1603232 211406 1603232 1010567 1010567 9475748 9475748 5452 0 5452 5452 5452 5592465 5591898 567 567 567 43388944 24365765 19023179 19023179 MISCELLANEOUS REVENUE 900099 34199 34199 34199 31152944 19057378 0 10492334 X 58276 58276 16000 16000 1541042 793866 747176 10279912 9049004 947347 283561 43280 14037 27380 1863 1795667 1570771 195229 29667 863395 745740 100351 17304 934340 714106 214658 5576 166499 43239 123260 44167 44167 3476982 3234617 222414 19951 2485168 2454437 30731 650535 553770 81103 15662 603057 577684 25201 172 466740 302702 162118 1920 1004006 747178 203457 53371 439436 420130 4429 14877 934492 934492 5479480 5466866 12614 612880 462463 150417 PROGRAM DEVELOPMENT AND 930723 920812 1067 8844 OTHER 769557 684580 81860 3117 33595634 29764770 3344248 486616 X 792847 1016709 2566508 3201567 2132 5782 18465687 19828652 969222 900486 12553119 9867365 698671 757536 41273057 29424617 12738472 11848440 32374870 35509397 480560 467849 12162163 12162163 35359909 30995257 7444006 7610770 136608166 134171973 8673721 8612213 155887 204142 11600000 11600000 27050000 25000000 1000000 750000 6047576 4361667 54527184 50528022 X 78037915 79804575 1165147 961456 2877920 2877920 82080982 83643951 136608166 134171973 -2442690 4005659 0 X 0 1 X 1 0 X 705145 841337 778257 1191791 1603232 5119762 30565110 33505533 37395698 42166690 43388944 187021975 1006755 1006755 31270255 35353625 38173955 43358481 44992176 193148492 31800 26575 31658 19442 36529 146004 459569 492976 293976 190329 90342 1527192 491369 519551 325634 209771 126871 1673196 191475296 3313043 2126733 2477205 9384101 10491767 27792849 3313043 2126733 2477205 9384101 10491767 27792849 34199 34199 34583298 37480358 40651160 52742582 55518142 220975540 0.86650 0.88340 0.12580 0.10620 X SCHEDULE A, PART II, LINE 12, EXPLANATION OF OTHER INCOME: MISCELLANEOUS REVENUE - 2012 AMOUNT: $ 34,199. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 186465 45750 209259 1 1 26664198 373167 3735545 1416773 12990 29343147 28227214 764319 -897195 1422129 8011 26664198 24910897 395945 4535839 1608147 7320 28227214 23268979 420494 3406467 2177412 7631 24910897 28721837 277348 -5181099 543017 6090 23268979 0.87520 0.09810 0.02670 0 0 1463068 1463068 17106088 8762398 8343690 13982700 12865831 1116869 8721201 7796388 924813 11848440 INVESTMENT IN SUBSIDIARIES 12162163 F 12162163 ROYALTY ADVANCES 7007205 EMPLOYEE ACCOUNTS RECEIVABLE 3569 COVENANT NOT TO COMPETE 599996 7610770 ACCRUED PENSION COSTS 1863534 DEFERRED COMPENSATION 940338 ACCRUED RETIREE BENEFIT 46063 ANNUITY AND TRUST LIABILITY 1350472 CAPITAL LEASE OBLIGATION 161260 4361667 X 59610654 4005659 24457503 28463162 31147492 5452 5452 31152944 58047685 24457503 24457503 33590182 5452 5452 33595634 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: DESCRIBE THE INTENDED USES OF THE ORGANIZATION'S ENDOWMENT FUNDS ESTABLISHED TO SUPPORT AND ENSURE THE ONOING FUNDING OF VARIOUS SHORT AND LONG TERM MINISTRY PROGRAMS WHICH CAN INCLUDE DEVELOPMENT AND WORLDWIDE DISTRIBUTION OF CHRISTIAN LITERATURE AND LEADERSHIP TRAINING. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: DAVID C COOK IS EXEMPT FROM INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND A SIMILAR PROVISION OF STATE LAW. HOWEVER, THE ORGANIZATION IS SUBJECT TO FEDERAL INCOME TAX ON UNRELATED BUSINESS TAXABLE INCOME. THERE WAS NO SIGNIFICANT UNRELATED BUSINESS INCOME DURING THE YEARS ENDED MAY 31, 2013 AND 2012. AT MAY 31, 2013 AND 2012, ONLY THE ORGANIZATION'S FOREIGN SUBSIDIARIES ARE SUBJECT TO INCOME TAXES, WHICH ARE CONSIDERED IMMATERIAL TO THE CONSOLIDATED FINANCIAL STATEMENTS. THE ORGANIZATION FILES TAX RETURNS IN THE U.S. FEDERAL JURISDICTION. WITH A FEW EXCEPTIONS, THE ORGANIZATION IS NO LONGER SUBJECT TO U.S. FEDERAL EXAMINATIONS BY TAX AUTHORITIES FOR FISCAL YEARS BEFORE 2009. PART XI, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 24,365,765. ADDITIONAL COGS INCLUDED AS REVENUE ON FINANCIALS (RECLASS TO EXPENSE) 91,738. PART XI, LINE 4B - OTHER ADJUSTMENTS: RENTAL INCOME RECLASSED FROM EXPENSE 5,452. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 24,365,765. ADDITIONAL COGS INCLUDED AS REVENUE ON FINANCIALS (RECLASS TO EXPENSE) 91,738. PART XII, LINE 4B - OTHER ADJUSTMENTS: RENTAL INCOME RECLASSED FROM EXPENSE 5,452. 0 CENTRAL AMERICA/CARIBBEAN 0 0 PROGRAM SERVICES PROVISION OF MATERIALS 30857 EAST ASIA AND THE PACIFIC 0 1 PROGRAM SERVICES PRINTING/PROVISION OF MATERIALS 534596 MIDDLE EAST AND NORTH AFRICA 0 0 PROGRAM SERVICES PRINTING OF MATERIALS 68657 RUSSIA/INDEPENDENT STATES 0 0 PROGRAM SERVICES PRINTING OF MATERIALS 227920 SOUTH ASIA 1 1 PROGRAM SERVICES PRINTING/PROVISION OF MATERIALS 662428 SUB-SAHARAN AFRICA 0 1 PROGRAM SERVICES PROVISION OF MATERIALS 265058 EUROPE 0 0 PROGRAM SERVICES PROVISION OF MATERIALS 7210 NORTH AMERICA 0 0 INVESTMENTS 720857 EUROPE 0 0 INVESTMENTS 11609155 1 3 0 0 1 3 2517583 11609155 14126738 SUPPORT MISSIONARIES VARIOUS 18 16000 0 0 1 0 1 0 1 VOICE OF THE MARTYRS PO BOX 443 BARLESVILLE OK 74005 731395057 501(C)(3) 5000 TO SUPPORT MINISTRY OPEN DOORS PO BOX 27001 SANTA ANA CA 92799 237275342 501(C)(3) 5000 TO SUPPORT MINISTRY 2 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: THE ORGANIZATION MAINTAINS A DONOR ADVISED FUND AND ISSUES PAYMENTS BASED ON SUGGESTIONS GIVEN BY THE DONOR. THE DONOR FACILITATES COMMUNICATION WITH THE GRANTEE REGARDING FUNDS. THE ORGANIZATION ALSO PROVIDES GRANTS TO ORGANIZATIONS WITH SIMILAR MINISTRY MISSIONS. THE ORGANIZATION MAINTAINS COMMUNICATION WITH THESE GRANTEES REGARDING CURRENT PROGRAMS. X X 1 1 X X X X 1 1 0 0 0 0 0 1 0 MR CRIS DOORNBOS 280351 0 86250 0 151782 0 8500 0 12191 0 539074 0 0 0 MR SCOTT MILLER 175885 0 46134 0 159459 0 0 0 9115 0 390593 0 0 0 MR DANIEL RICH 155422 0 37074 0 130198 0 8500 0 7078 0 338272 0 0 0 MR RYAN DUNHAM 157809 0 38850 0 126147 0 8500 0 10191 0 341497 0 0 0 MR ERIC THURMAN 119316 0 44232 0 57971 0 8500 0 8185 0 238204 0 0 0 MRS MARLENE LEFEVER-RISLEY 75997 0 15120 0 85345 0 6025 0 6877 0 189364 0 0 0 MR MICHAEL KENNEDY 70370 0 10731 0 77435 0 1326 0 5699 0 165561 0 0 0 MR MIKE HASTINGS 92056 0 11213 0 49209 0 4934 0 0 0 157412 0 0 0 MR DONALD PAPE 92687 0 10500 0 49352 0 6125 0 7063 0 165727 0 0 0 MR RALPH GATES 0 0 0 0 194288 0 0 0 0 0 194288 0 0 0 PART I, LINE 1A TRAVEL FOR COMPANIONS - PER THE ORGANIZATION'S WRITTEN POLICY, SPOUSAL TRAVEL IS REIMBURSED FOR OFFICERS AND KEY EMPLOYEES IF THE SPOUSE'S PRESENCE, ABILITIES AND ACTIVITIES WILL RESULT IN THE EFFECTIVE MINISTERING OF THE MISSION. THE MISSION PURPOSE IS INCLUDED ON ALL TRAVEL FORMS IN ORDER TO DOCUMENT THE BUSINESS PURPOSE FOR THE REIMBURSEMENT. HEALTH OR SOCIAL CLUB DUES - SELECT EXECUTIVES RECEIVE A YEARLY MEMBERSHIP TO A HEALTH AND SOCIAL CLUB. AN AMOUNT IS ALSO TAXED FOR FICA ON EACH PAYCHECK FOR THE IMPACTED EMPLOYEES. PART I, LINES 4A-B RALPH GATES - $194,288 RECEIVED. PART I, QUESTION 4B: RALPH GATES AND MARLENE LEFEVER-RISLEY PARTICIPATE IN A STATIC DEFERRED COMPENSATION PLAN. MR. GATES RECEIVED A $70,000 DISTRIBUTION DURING THE YEAR. PART I, LINE 7 THE OFFICERS, KEY EMPLOYEES AND HIGHEST COMPENSATED EMPLOYEES LISTED ON THIS 990 ARE ELIGIBLE FOR INCENTIVE PAYMENTS UP TO A DEFINED % OF THEIR ANNUAL BASE PAY AS DESIGNATED IN THE ORGANIZATION'S COMPENSATION PHILOSOPHY. ONE CATEGORY OF THEIR INCENTIVE PAYMENT IS DEPENDENT ON THE ACHIEVEMENT OF THREE OR MORE SPECIFIC AND MEASURABLE TARGETS DIRECTLY TIED TO THEIR AREA OF RESPONSIBILITY WHICH MAY REQUIRE SUBJECTIVE DECISIONS TO DETERMINE IF GOAL WAS ACHIEVED. SUPPLEMENTAL INFORMATION PART III SCHEDULE J, PART II, COLUMN B REFLECTS TERMINATION AND SUBSEQUENT PAYOUT OF A NON-QUALIFIED SUPPLEMENTAL DEFERRED COMPENSATION PROGRAM. X 2 211406 FMV 0 0 1 THIRD PARTY USE: PART I, LINE 32B: STOCK CONTRIBUTIONS ARE RECEIVED, PROCESSED AND SOLD BY AN OUTSIDE INVESTMENT FIRM. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS PREPARED BY A THIRD PARTY PREPARER. AN INTERNAL REVIEW OF THE 990 IS COMPLETED BY THE COO AND MANAGEMENT OF INTERNAL ACCOUNTING. THE 990 IS THEN SENT TO THE FINANCE & AUDIT COMMITTEE FOR REVIEW WHICH ALSO INCLUDES A MEETING WITH THE AUDITING FIRM TO PRESENT THE 990 AND ADDRESS ANY QUESTIONS. UPON APPROVAL FROM THE FINANCE & AUDIT COMMITTEE AND BEFORE FILING WITH THE IRS, THE 990 AND ASSOCIATED SCHEDULES ARE PROVIDED TO THE FULL BOARD OF TRUSTEES ON AN INTRANET SITE WHICH NOTIFIES THEM VIA AN EMAIL THAT FORMS ARE AVAILABLE FOR THEIR REVIEW. FORM 990, PART VI, SECTION B, LINE 12C EACH JANUARY, THE ASSISTANT SECRETARY TO THE BOARD DISTRIBUTES CONFLICT OF INTEREST FORMS TO EACH BOARD MEMBER AND EXECUTIVE. COMPLETED FORMS ARE THEN SUBMITTED TO THE ASSISTANT SECRETARY TO THE BOARD WHO MONITORS AND DISCLOSES TO THE BOARD IF ANY CHANGES OCCUR. BOARD MEMBERS ARE RESTRICTED FROM VOTING ON ISSUES WHERE CONFLICTS HAVE BEEN IDENTIFIED. FORM 990, PART VI, SECTION B, LINE 15 PROCESS FOR DETERMINING EXECUTIVE, OFFICER, AND KEY EMPLOYEE COMPENSATION EVERY THREE YEARS, THE ORGANIZATION AND THE BOARD OF TRUSTEES RETAINS AN INDEPENDENT GLOBAL PROFESSIONAL FIRM TO REVIEW AND PROVIDE FEEDBACK ON COMPENSATION. THEIR REPORT INCLUDES COMPARABLE MARKET COMPENSATION DATA OF SIMILARLY QUALIFIED PERSONS IN FUNCTIONALLY COMPARABLE POSITIONS AT SIMILARLY SITUATED ORGANIZATIONS. THE MOST RECENT REPORT WAS PRESENTED AND REVIEWED BY THE BOARD IN NOVEMBER 2013. HUMAN RESOURCES KEEPS WRITTEN RECORDS OF ALL COMPENSATIONS ARRANGEMENTS AS WELL AS ALL DOCUMENTATION RELATED TO THE OUTSIDE COMPENSATION STUDIES. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION'S GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE MADE AVAILABLE UPON REQUEST. OTHER FEES FORM 990, PART IX, LINE 11G OUTSIDE SERVICES: PROGRAM SERVICE EXPENSES 806,478. MANAGEMENT AND GENERAL EXPENSES 131,166. FUNDRAISING EXPENSES 17,010. TOTAL EXPENSES 954,654. OUTSIDE SERVICES-WEB TECHNOLOGY: PROGRAM SERVICE EXPENSES 42,255. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 42,255. OUTSIDE SERVICES - SONY/PID DISTRIBUTION FEES: PROGRAM SERVICE EXPENSES 1,218,008. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 1,218,008. OUTSIDE SERVICES - EMI DISTRIBUTION FEES: PROGRAM SERVICE EXPENSES 905,397. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 905,397. PAYROLL PROCESSING: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 31,253. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 31,253. RECRUITMENT: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 59,995. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 59,995. OUTSIDE COMMISSIONS: PROGRAM SERVICE EXPENSES 246,630. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 246,630. FUNDRSNG-ESTATE PLAN & DATABASE SERVICES : PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 2,941. TOTAL EXPENSES 2,941. ANSWERING SERVICE: PROGRAM SERVICE EXPENSES 15,849. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 15,849. FORM 990, PART X - SECURED MORTGAGES AND NOTES PAYABLE LENDER: BANK OF AMERICA ORIGINAL AMOUNT: $25,000,000 INTEREST RATE: 2.780000 DATE OF NOTE: 06/30/2011 MATURITY DATE: 06/30/2016 REPAYMENT TERM: ANNUAL PRINCIPAL & MONTHLY INTEREST PAYMENTS SECURITY PROVIDED: ALL BUSINESS ASSETS PURPOSE OF LOAN: ACQUISITION OF INTEGRITY MUSIC, INC. BEGINNING BALANCE DUE.............$25,000,000 ENDING BALANCE DUE................$25,000,000 TOTAL BEGINNING MORTGAGES AND OTHER NOTES PAYABLE $27,050,000 TOTAL ENDING MORTGAGES AND OTHER NOTES PAYABLE $25,000,000 FORM 990, PART X - NOTES AND LOANS RECEIVABLE BORROWER: DAVID C COOK DISTRIBUTION CANADA LTD. ORIGINAL AMOUNT: $1,067,253 INTEREST RATE: 7.000000 DATE OF NOTE: 06/30/2008 MATURITY DATE: 04/30/2023 REPAYMENT TERMS: PAID IN MONTHLY INSTALLMENTS OF PRINCIPAL AND INT. BEGINNING BALANCE DUE...............$969,222 ENDING BALANCE DUE..................$900,486 TOTAL BEGINNING NOTES AND LOANS RECEIVABLE $969,222 TOTAL ENDING NOTES AND LOANS RECEIVABLE $900,486 KINGWAY COMMUNICATION LTD LOTTBRIDGE DROVE BN23 6NT EASTBOURN EAST SUSSEX UK WHLSLE CHRSTN LIT UK DAVID D COOK AND SUBSIDIARIES C 11190687 14329515 1.00000 0 DAVID C COOK DISTRIBUTION CANADA LTD 55 WOODSLEE AVE N3L 3E5 PARIS ONTARIO CA WHLSLE CHRSTN LIT CA DAVID D COOK AND SUBSIDIARIES C 12802331 5774452 1.00000 0 MUSIC THREE LIMITED LOTTBRIDGE DROVE BN23 6NT EASTBOURN EAST SUSSEX UK PUB/DIST MUSIC UK KINGWAY COMMUNICATION LTD C 1.00000 0 1 0 0 1 1 0 1 0 0 0 0 1 0 0 0 0 0 0 0 DAVID C COOK DISTRIBUTION CANADA LIMITED A 65984 AMOUNT PAID DAVID C COOK DISTRIBUTION CANADA LIMITED A 67173 AMOUNT PAID KINGSWAY COMMUNICATIONS LIMITED D 9545629 LOAN AMOUNT DAVID C COOK DISTRIBUTION CANADA LIMITED D 1474874 LOAN AMOUNT DAVID C COOK DISTRIBUTION CANADA LIMITED E 313686 LOAN AMOUNT KINGSWAY COMMUNICATIONS LIMITED G 271991 SALES PRICE DAVID C COOK DISTRIBUTION CANADA LIMITED G 645523 SALES PRICE KINGSWAY COMMUNICATIONS LIMITED L 297872 VALUE OF SERVICES DAVID C COOK DISTRIBUTION CANADA LIMITED L 321179 VALUE OF SERVICES