2014-01-15T13:55:09-06:00 2013-03-31 420714325 MCGLADREY LLP 117 E MAIN ST STE 210 GALESBURG IL 61401 990 2012-04-01 371087901 FRANCES HOUSE INC FRAN 3093431550 285 SOUTH FARNHAM STREET GALESBURG IL 61401 JEFFREY SHAW 3093431550 2014-01-08 1 BEN MCMAHAN P00702421 3093428026 2012 2015-11-30 17:44:51Z JEFFREY SHAW 285 SOUTH FARNHAM STREET GALESBURG IL 61401 18865079 0 X N/A X 1979 IL TO PROVIDE & OPERATE LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED & THE ELDERLY. 4 4 258 0 0 0 705 1881 14848815 14944969 2557726 1683342 0 0 17407246 16630192 7585 5813 0 0 4318379 4430443 0 0 0 10627152 9931970 14953116 14368226 2454130 2261966 99689966 119306817 50082355 66714351 49607611 52592466 X THE MISSION OF THE ORGANIZATION IS ARTICULATED IN ITS ARTICLES OF INCORPORATION AS FOLLOWS:THE CORPORATION IS ORGANIZED EXCLUSIVELY FOR CHARITABLE PURPOSES AS DEFINED IN SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED. IN FURTHERANCE OF THOSE CHARITABLE PURPOSES, THE CORPORATION SHALL BE EMPOWERED TO BUILD, LEASE, ACQUIRE AND OTHERWISE OWN AND OPERATE RESIDENTIAL FACILITIES, NURSING FACILITIES AND OTHER RELATED FACILITIES AND SERVICES FOR THE ELDERLY, MENTALLY RETARDED, MENTALLY ILL, DEVELOPMENTALLY DISABLED AND OTHER LIKE CONDITIONS WITHOUT REGARD TO RACE, RELIGION, COLOR, SEX, CREED OR NATIONAL ORIGIN OF SAID PERSONS. THE CORPORATION WILL NOT ENGAGE IN THE PRACTICE OF MEDICINE NOR RENDER ANY LICENSED PROFESSIONAL SERVICES. 0 0 13283345 5813 14944969 ALL PROGRAM SERVICES RELATE TO PROVIDING AND OPERATING LONG-TERM CARE FACILITIES AND OTHER RELATED SERVICES TO THE DEVELOPMENTALLY DISABLED AND THE ELDERLY. THE ORGANIZATION OPERATES 14 FACILITIES WITH A COMBINED TOTAL OF 224 BEDS WITHIN THESE FACILITIES. 13283345 1 0 0 1 0 0 0 0 0 0 1 0 1 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 1 1 1 0 1 25 0 1 258 1 0 0 0 0 0 0 0 0 0 0 X 4 4 0 1 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 0 0 IL X X RON WILSON RFMS INC 3093431550 285 S FARNHAM ST GALESBURG IL 61401 X JEFFREY SHAW 1.00 1.00 X X 6750 0 0 KENNETH PYSZKA 1.00 1.00 X X 7500 0 0 GORDON MONN 1.00 1.00 X 7500 0 0 JOHN CARMODY 1.00 1.00 X 7500 0 0 RON WILSON RFMS INC 40.00 X 0 0 0 LAURA KELLY LTC SUPPORT 40.00 X 0 0 0 29250 0 0 0 0 0 0 RFMS INC 285 S FARNHAM ST GALESBURG IL 61401 ADMINISTRATIVE SERVICES 482670 MCGLADREY & PULLEN LLP 5155 PAYSPHERE CIRCLE CHICAGO IL 60674 ACCOUNTING 324700 LTC SUPPORT SERVICES LLC 285 S FARNHAM ST GALESBURG IL 61401 SUPPORT SERVICES 322560 3 1881 1881 MEDICARE & MEDICAID 623000 7995503 7995503 FACILITY LEASE INCOME 623000 4951568 4951568 PRIVATE PAY RESIDENT S 623000 1871951 1871951 AID TRAINING INCOME 623000 125947 125947 14944969 1115659 1115659 2795991 6579 2234887 0 561104 6579 567683 567683 16630192 14944969 0 1683342 5813 5813 18000 18000 3705301 3569372 135929 36930 35575 1355 375818 362031 13787 294394 283594 10800 843870 566415 277455 62424 62424 133279 133279 4157 4157 82005 82005 146354 146354 22496 20246 2250 114959 90687 24272 11599 9279 2320 2485343 2411400 73943 129811 122349 7462 68806 57200 11606 2985906 2731638 254268 56394 32344 24050 DEBT EXTINGUISH LOSS 1044273 1044273 SUPPLIES & SMALL EQUIPM 977882 977882 MEDICAID ASSESSMENT TAX 612221 612221 EQUIPMENT RENTAL & MAIN 83731 83660 71 66460 39007 27453 14368226 13283345 1084881 0 1263911 3407143 5533518 3704266 3325642 2164767 65352 94894 87988537 17110503 52422211 70878034 17830492 17945650 18324730 20137831 924110 974232 99689966 119306817 870693 1003295 18000 6000 37535896 49529290 11657766 16175766 50082355 66714351 X 49607611 52592466 49607611 52592466 99689966 119306817 2261966 722889 0 X X 0 1 X 1 0 X 5352 2395 4131 705 1881 14464 12421976 14265630 14767675 14848815 14944969 71249065 12427328 14268025 14771806 14849520 14946850 71263529 0 0 0 71263529 1335234 946356 1080973 903856 1115659 5382078 1335234 946356 1080973 903856 1115659 5382078 13762562 15214381 15852779 15753376 16062509 76645607 0.92980 0.90690 0.07020 0.09310 X 4157 4157 13283345 13287502 814375 203594 0 0 628563 765495 758108 814375 2966541 4449812 3597 3821 4214 4157 15789 157141 191374 189527 203594 741636 1112454 5677045 5677045 72544486 13947177 58597309 1932533 745496 1187037 2317259 1054402 1262857 5517214 1363428 4153786 70878034 RECEIVABLES FROM 501(C)(2) SUBSIDIARIES 5466942 C MORTGAGE NOTE RECEIVABLE FROM RESIDENTIAL ALTERNATIVES OF ILLINOIS 10734540 C SUBORDINATED PROMISSORY NOTE RECEIVABLE 1000000 C MEMBER INTEREST - LTC SUPPORT SERVICES, LLC 10000 C INTEREST RECEIVABLE FROM PINNACLE OPPORTUNITIES, INC. 201305 C INTEREST RECEIVABLE FROM RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC. 300044 C STANDBY LOAN AGREEMENT FROM 501(C)(3) UNRELATED PARTY 2225000 C REFUNDABLE BALANCE RECEIVABLE FROM 501(C)(3) UNRELATED PARTY 200000 C 20137831 DUE TO THIRD PARTY PAYORS 73000 LOAN PAYABLE TO PIONEER CONCEPTS, INC. 9447766 LOAN PAYABLE TO CONCEPTS PLUS, INC. 2205000 LOAN PAYABLE TO PINNACLE OPPORTUNITIES, INC. 910000 MORTGAGE NOTE PAYABLE TO RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC. 850000 CONSTRUCTION PAYABLE 2690000 16175766 X DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: FRANCES HOUSE, INC. AND ITS SUBSIDIARIES ARE EXEMPT FROM INCOME TAXES UNDER SECTIONS 501(C)(3) OR 501(C)(2) OF THE INTERNAL REVENUE CODE. THEREFORE, NO PROVISION HAS BEEN MADE FOR FEDERAL OR STATE INCOME TAXES. MANAGEMENT EVALUATED THE ORGANIZATION'S TAX POSITIONS AND CONCLUDED THAT THE ORGANIZATION HAD TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE FINANCIAL STATEMENTS TO COMPLY WITH THE PROVISIONS OF THIS GUIDANCE. WITH FEW EXCEPTIONS, THE ORGANIZATION IS NO LONGER SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE FOR YEAR BEFORE 2009. 1 RESIDENTIAL ALTERNATIVES OF IOWA 285 SOUTH FARNHAM STREET GALESBURG IL 61401 721568459 501(C)(3) 5813 FORGIVEN INTEREST ON DEBT 1 0 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: THE GRANT REPRESENTS FORGIVEN INTEREST ON DEBT FROM RESIDENTIAL ALTERNATIVES OF IOWA, A 501(C)(3) ORGANIZATION DOING BUSINESS AND LOCATED IN THE UNITED STATES. LTC SUPPORT SERVICES (LTC) A SINGLE DIRECTOR COMMON TO BOTH FRANCES HOUSE & LTC IS JEFF SHAW. 361200 SUPPORT SERVICES ARE PROVIDED BY LTC SUPPORT SERVICES, LLC., AS DESCRIBED IN SCHEDULE O RELATIVE TO PART VI, SECTION A, LINE 3. JEFFREY SHAW, WHO IS A DIRECTOR OF FRANCES HOUSE, INC., AND LTC SUPPORT SERVICES, LLC, RECEIVED DIRECTOR'S FEES OF $2,250 FROM LTC SUPPORT SERVICES, LLC, FOR THE FISCAL YEAR ENDING MARCH 31, 2013. 0 FORM 990, PART VI, SECTION A, LINE 3 THE ORGANIZATION RECEIVES SUPPORT SERVICES FROM LTC SUPPORT SERVICES, LLC, AN UNRELATED COMPANY. THESE SERVICES INCLUDE OVERSIGHT, TRAINING, REGULATORY COMPLIANCE, QUALITY ASSURANCE PROGRAMS, HUMAN RESOURCE SUPPORT, MARKETING AND MAINTENANCE. FRANCES HOUSE, INC., OWNS 12.5% OF LTC SUPPORT SERVICES, LLC, AND RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., (A SUBSIDIARY OF FRANCES HOUSE, INC.) OWNS 12.5% OF LTC SUPPORT SERVICES, LLC. THE REMAINING 75% OF LTC SUPPORT SERVICES, LLC, IS OWNED BY UNRELATED EXEMPT ORGANIZATIONS. THE ORGANIZATION ALSO HAS A NEGOTIATED ARMS LENGTH ADMINISTRATIVE SERVICES CONTRACT WITH RFMS, INC., AN UNRELATED COMPANY, TO OBTAIN SERVICES SUCH AS CASH MANAGEMENT, ACCOUNTING AND FINANCIAL REPORTING, PAYROLL AND EMPLOYEE BENEFITS, INFORMATION TECHNOLOGY, REGULATORY MATTERS, AND OTHER GENERAL BUSINESS AND FINANCIAL MANAGEMENT SERVICES AS REQUIRED. FORM 990, PART VI, SECTION B, LINE 11 EACH MEMBER OF THE BOARD OF DIRECTORS RECEIVES A PAPER COPY OF FORM 990 FOR THEIR REVIEW AND COMMENT PRIOR TO ITS FILING. THE BOARD ALSO REVIEWS IN DETAIL EACH FORM 990 FILED BY THE ORGANIZATION AT ITS REGULARLY SCHEDULED BOARD MEETINGS. ON AN ANNUAL BASIS, EACH BOARD MEMBER ATTENDS A TRAINING SESSION THAT PROVIDES UPDATES ON CURRENT EXEMPT ORGANIZATION TAX COMPLIANCE MATTERS. FORM 990, PART VI, SECTION B, LINE 12C ALL OFFICERS, DIRECTORS AND KEY EMPLOYEES ARE REQUIRED TO ATTEST TO THEIR COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY ON AN ANNUAL BASIS. THE BOARD OF DIRECTORS REVIEWS ALL COMPLETED CONFLICT OF INTEREST STATEMENTS TO DETERMINE IF ANY CONFLICTS EXIST WHICH WOULD REQUIRE RESTRICTION ON PARTICIPATION IN THE GOVERNING BODY'S DELIBERATIONS AND DECISIONS IN ANY TRANSACTIONS INVOLVING THE ORGANIZATION. FORM 990, PART VI, SECTION C, LINE 18 A PAPER COPY OF FORM 990 IS PROVIDED UPON REQUEST. THE ORGANIZATION'S FORM 990 IS ALSO AVAILABLE VIA THE GUIDESTAR.ORG WEBSITE AND THROUGH THE ATTORNEY GENERAL'S OFFICE OF THE STATE OF ILLINOIS. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC EXCEPT THROUGH PUBLIC FILING REQUIREMENTS. FORM 990, PART VII, SECTION A, COLUMN B: APPROXIMATELY ONE HALF OF THE AVERAGE HOURS PER WEEK ESTIMATED FOR EACH DIRECTOR IS DEVOTED TO RELATED ORGANIZATIONS LISTED ON SCHEDULE R. FORM 990, PART VII, SECTION A, COLUMN F: RON WILSON IS EMPLOYED BY RFMS, INC., AN UNRELATED ORGANIZATION WHICH HAS AN ADMINISTRATIVE SERVICES CONTRACT WITH FRANCES HOUSE, INC. THE TYPE OF SERVICES PROVIDED BY RFMS, INC., ARE DETAILED IN THE SCHEDULE O EXPLANATION ABOVE RELATIVE TO FORM 990, PART VI, SECTION A, LINE 3. RON WILSON IS THE CHIEF FINANCIAL OFFICER OF RFMS, INC. HIS COMPENSATION REPORTED ON HIS RFMS, INC. FORM W-2, BOX 5 FOR CALENDAR YEAR 2012 IS $174,379. RON WILSON'S COMPENSATION AMOUNT AND HOURS HAVE NOT BEEN PRORATED BASED ON TIME SPENT FOR EACH OF THE NINETEEN ORGANIZATIONS TO WHOM SERVICES ARE PROVIDED BY RFMS, INC. LAURA KELLY IS EMPLOYED BY LTC SUPPORT SERVICES, LLC, AN UNRELATED ORGANIZATION WHICH PROVIDES SUPPORT SERVICES TO FRANCES HOUSE, INC. THE TYPE OF SERVICES PROVIDED BY LTC SUPPORT SERVICES, LLC ARE DETAILED IN THE SCHEDULE O EXPLANATION ABOVE RELATIVE TO FORM 990, PART VI, SECTION A, LINE 3. LAURA KELLY MANAGES THE OPERATIONS OF FRANCES HOUSE, INC., AND OTHER DEVELOPMENTALLY DISABLED FACILITIES. HER COMPENSATION REPORTED ON HER LTC SUPPORT SERVICES, LLC FORM W-2, BOX 5 FOR CALENDAR YEAR 2012 IS $136,515. LAURA KELLY'S COMPENSATION AMOUNT AND HOURS HAVE NOT BEEN PRORATED BASED ON TIME SPENT FOR EACH OF THE THIRTEEN ORGANIZATIONS TO WHOM SERVICES ARE PROVIDED. FORM 990, PART XII, LINE 2C: THE PROCESS FOR OVERSIGHT OF THE AUDIT AND SELECTION OF INDEPENDENT ACCOUNTANT HAS NOT CHANGED FROM THE PRIOR YEAR. FORM 990, PART XII, LINE 2B: THE FINANCIAL STATEMENTS OF FRANCES HOUSE, INC., WERE AUDITED AS PART OF THE CONSOLIDATED FINANCIAL REPORT ISSUED FOR FRANCES HOUSE, INC., AND SUBSIDIARIES. FORM 8594: ASSETS ACQUIRED FROM HAWTHORNE INN OF BRANDON, LLC (SALE DATE 12/28/12): THE ACTUAL LEGAL PURCHASER IS BRANDON LUMSDEN ROAD SNF, LLC - FEIN 46-2249471, A FRANCES HOUSE, INC. WHOLLY OWNED, SINGLE MEMBER LLC, REPORTED AS A DISREGARDED ENTITY ON SCHEDULE R, PART I. ASSETS ACQUIRED FROM HAWTHORNE CARE CENTER OF BRANDON, LLC (SALE DATE 12/28/12): THE ACTUAL LEGAL PURCHASER IS BRANDON LUMSDEN ROAD SNF, LLC - FEIN 46-2249471, A FRANCES HOUSE, INC. WHOLLY OWNED, SINGLE MEMBER LLC, REPORTED AS A DISREGARDED ENTITY ON SCHEDULE R, PART I. DANVILLE INDEPENDENCE LLC 3222 INDEPENDENCE DRIVE DANVILLE IL 61832 320139883 OWNS FACILITY OPERATED BY RESIDENTIAL ALTERNATIVES OF ILLINOIS IL 1124280 13109354 N/A HAWTHORNE INN OF PRINCETON LLC 285 S FARNHAM STREET GALESBURG IL 61401 753019235 OWNS FACILITY OPERATED BY RESIDENTIAL ALTERNATIVES OF ILLINOIS IL 821628 9908153 N/A BRANDON LUMSDEN ROAD SNF LLC 851 W LUMSDEN ROAD BRANDON FL 33511 462249471 OWNS FACILITY OPERATED BY UNRELATED 501(C)(3) ORGANIZATION FL 390000 18848877 N/A CONCEPTS PLUS INC 285 S FARNHAM STREET GALESBURG IL 61401 364143612 OPERATION OF LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED IL 501(C)(3) LINE 9 N/A 1 PINNACLE OPPORTUNITIES INC 285 S FARNHAM STREET GALESBURG IL 61401 364143605 OPERATION OF LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED IL 501(C)(3) LINE 9 N/A 1 PIONEER CONCEPTS INC 285 S FARNHAM STREET GALESBURG IL 61401 364143602 OPERATION OF LONG-TERM CARE FACILITIES FOR THE DEVELOPMENTALLY DISABLED IL 501(C)(3) LINE 9 N/A 1 RESIDENTIAL ALTERNATIVES OF ILLINOIS INC 285 S FARNHAM STREET GALESBURG IL 61401 371223846 OPERATES ELDERLY SKILLED NURSING,ASSISTED/INDEPNDNT LIVING FACILITIES IL 501(C)(3) LINE 9 N/A 1 CLINTON PARK LANE LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262341666 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 1 FREEPORT NAVAJO LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262341569 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 1 FREEPORT MANOR COURT LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262905838 NO ACTIVITY IL 501(C)(2) N/A 1 GENESEO SOUTH CHICAGO LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262341757 NO ACTIVITY IL 501(C)(2) N/A 1 MANOR COURT OF PRINCETON LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262865939 NO ACTIVITY IL 501(C)(2) N/A 1 PEORIA MANOR COURT LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262341694 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 1 PEORIA STALWORTH LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262341610 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 1 PERU BECKER LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262341728 ACQUIRING & HOLDING TITLE TO PROPERTY; REMITTING ALL INCOME TO 501(C)(3) IL 501(C)(2) N/A 1 STREATOR EASTWOOD LTD NFP 285 S FARNHAM STREET GALESBURG IL 61401 262341779 NO ACTIVITY IL 501(C)(2) N/A 1 RFMS INC MEDICAL BENEFIT PLAN TRUST 285 S FARNHAM STREET GALESBURG IL 61401 367042729 MEDICAL, ST DISABILITY & DEATH BENEFITS FOR ELIGIBLE EMPLOYEES IL 501(C)(9) N/A 0 1 0 0 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 RESIDENTIAL ALTERNATIVES OF ILLINOIS INC A 4561568 CASH TRANSACTION BASED ON FMV RESIDENTIAL ALTERNATIVES OF ILLINOIS INC A 653318 CASH TRANSACTION BASED ON FMV RESIDENTIAL ALTERNATIVES OF ILLINOIS INC D 10734540 CASH TRANSACTION BASED ON FMV PERU BECKER LTD NFP D 3116325 CASH TRANSACTION BASED ON FMV CONCEPTS PLUS INC E 2205000 CASH TRANSACTION BASED ON FMV PIONEER CONCEPTS INC E 9447766 CASH TRANSACTION BASED ON FMV PINNACLE OPPORTUNITIES INC E 708695 CASH TRANSACTION BASED ON FMV PEORIA MANOR COURT LTD NFP D 2348077 CASH TRANSACTION BASED ON FMV RFMS INC MEDICAL BENEFIT PLAN TRUST R 268490 COST OF PREMIUMS RESIDENTIAL ALTERNATIVES OF ILLINOIS INC E 850000 CASH TRANSACTION BASED ON FMV SCHEDULE R, PART V, LINE 1A: ALL AMOUNTS RECEIVED FROM RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., ARE RELATED TO THE ORGANIZATION'S EXEMPT PURPOSE. RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., A 501(C)(3) SUBSIDIARY OF FRANCES HOUSE, INC., FILES A SEPERATE FORM 990 AND REPORTED THESE ITEMS AS PROGRAM-RELATED EXPENSES ACCORDINGLY. RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., REPORTS NO UNRELATED BUSINESS TAXABLE INCOME ON FORM 990 AND IS NOT REQUIRED TO FILE FORM 990-T. SCHEDULE R, PART II: ALL OF THE 501(C)(3) ORGANIZATIONS AND ALL OF THE 501(C)(2) ORGANIZATIONS LISTED IN THIS SECTION ARE SUBSIDIARIES OF FRANCES HOUSE, INC. SCHEDULE R, PART II AND PART V: THE RFMS, INC. MEDICAL BENEFIT PLAN TRUST IS A SELF-INSURED BENEFIT PROGRAM FUNDED BY THE EMPLOYERS AND PARTICIPANTS WITHIN THE PLAN. PARTICIPANTS IN THE PLAN ARE CURRENT AND FORMER EMPLOYEES OF THE FOLLOWING SPONSORS: RFMS, INC., LTC SUPPORT SERVICES, LLC, COMMUNITY RESIDENTIAL CENTERS, INC., COMMUNITY LIVING OPTIONS, INC., FRANCES HOUSE, INC., UNLIMITED DEVELOPMENT, INC., KENSINGTON OF GALESBURG, INC., ACHIEVEMENT UNLIMITED, INC., CONCEPTS PLUS, INC., PINNACLE OPPORTUNITIES, INC., PIONEER CONCEPTS, INC., RESIDENTIAL ALTERNATIVES OF ILLINOIS, INC., RESIDENTIAL ALTERNATIVES OF IOWA, DESERT HEALTHCARE FACILITIES, INC., FLORIDA LIVING OPTIONS, INC., AND HIGHLAND ESTATES RESORT, LLC. NO TRUSTEE FEES OR MANAGEMENT FEES ARE PAID BY THE RFMS, INC. MEDICAL BENEFIT PLAN TRUST. THE AMOUNT OF PREMIUMS RECEIVED BY THE RFMS, INC. MEDICAL BENEFIT PLAN TRUST IS FOR THE PLAN'S FISCAL YEAR ENDING OCTOBER 31, 2012.