2014-05-12T13:08:22-05:00 2013-06-30 232932984 PARENTEBEARD LLC 46 PUBLIC SQUARE SUITE 400 WILKESBARRE PA 18701 990 2012-07-01 432095418 SCIENCE FESTIVAL FOUNDATION D/B/A WORLD SCIENCE FESTIVAL SCIE 2123481400 475 RIVERSIDE DRIVE SUITE 950 NEW YORK NY 10115 TRACY K DAY 2123481400 2014-05-08 1 JULIUS GREEN CPA JD P00350393 5708200100 2012 2015-11-30 17:44:51Z TRACY K DAY 475 RIVERSIDE DRIVE SUITE 950 NEW YORK NY 10015 5778795 0 X WWW.WORLDSCIENCEFESTIVAL.COM X 2006 DE TO ENHANCE PUBLIC UNDERSTANDING OF SCIENCE THROUGH EXCEPTIONAL SCIENCE PROGRAMMING, FOR ALL AGES, ACROSS ALL MEDIA. 6 3 170 300 0 0 5242178 5452238 231239 266499 7237 7381 -207434 -215706 5273220 5510412 0 0 0 0 2368558 2201450 32738 0 521746 2456377 2891636 4857673 5093086 415547 417326 4156763 4361754 771411 559076 3385352 3802678 X THE MISSION OF THE SCIENCE FESTIVAL FOUNDATION IS TO CULTIVATE AND SUSTAIN A GENERAL PUBLIC INFORMED BY THE CONTENT OF SCIENCE, INSPIRED BY ITS WONDER, CONVINCED OF ITS VALUE, AND PREPARED TO ENGAGE WITH ITS IMPLICATIONS FOR THE FUTURE. THE WORLD SCIENCE FESTIVAL, AN UNPRECEDENTED ANNUAL TRIBUTE TO IMAGINATION,INGENUITY AND INVENTIVENESS, TAKES SCIENCE OUT OF THE LABORATORY AND INTO THE STREETS, THEATERS, MUSEUMS, AND PUBLIC HALLS OF NEW YORK CITY, MAKING THE ESOTERIC UNDERSTANDABLE AND THE FAMILIAR FASCINATING. IN 2012, THE FESTIVAL EXPANDED ITS EDUCATIONAL OUTREACH EFFORTS TO PUBLIC SCHOOLS BY PROVIDING SPECIALIZED TEACHER TRAINING MATERIALS AND CURRICULUM GUIDES TO COMPLEMENT SOME OF THE FESTIVAL'S LIVE PROGRAMMING. THESE MATERIALS WERE DISTRIBUTED TO SCHOOLS PRIOR TO THE FESTIVAL, AND TEACHERS WERE INVITED TO BRING THEIR STUDENTS TO THE FESTIVAL. 0 0 3976562 271429 PROGRAM SERVICE ACCOMPLISHMENTS: NOVEL, CREATIVE, AND ARTFULLY PRODUCED PROGRAMS AND INTERDISCIPLINARY EVENTS - FROM COMPELLING PRESENTATIONS OF CUTTING-EDGE SCIENTIFIC RESEARCH AND CAPTIVATING HANDS-ON DEMONSTRATIONS FOR KIDS, TO WORKS IN THEATRE, FILM AND THE ARTS INSPIRED BY SCIENCE - THE FESTIVAL DRAMATICALLY RAISES THE PROFILE OF SCIENCE. FESTIVAL PROGRAMS ARE TAPED, EDITED AND MADE AVAILABLE YEAR-ROUND ON THE FOUNDATION'S WEBSITE, TOGETHER WITH COMPLEMENTARY CONTENT, DRAMATICALLY EXPANDING THE REACH AND IMPACT OF THE FESTIVAL AND BUILDING A GROWING ARCHIVE OF EDUCATIONAL SCIENCE PROGRAMMING. 3976562 1 1 0 0 0 0 0 0 0 0 1 0 0 0 0 1 1 0 0 0 0 0 0 0 1 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 67 0 1 170 1 0 0 0 0 0 1 1 0 0 0 0 0 X 6 3 1 0 0 0 0 0 0 1 0 0 0 1 1 1 1 1 1 1 1 0 NY X JEFFREY WALLACE - MANAGER OF FINANCE 2123481400 475 RIVERSIDE DRIVE SUITE 950 NEW YORK NY 10115 X BRIAN GREENE 10.00 X X 0 0 0 ALAN ALDA 1.00 X 0 0 0 ANN ZIFF 1.00 X 0 0 0 JUDITH COX 40.00 X X 89577 0 0 TRACY DAY 65.00 X X 270000 0 0 GILLIAN SMALL 1.00 X 0 0 0 FRANCES REILLY 40.00 X 180000 0 0 539577 0 0 2 0 1 0 KENT GORDIS PRODUCTIONS 164 20TH STREET SUITE 3E BROOKLYN NY 11232 VIDEO PRODUCTION SERVICE 173352 PJD PRODUCTIONS LLC 439 GREENMOUNT AVENUE CLIFFSIDE PARK NJ 07010 EVENT PRODUCTION SERVICES 115040 2 X 524700 124212 4803326 5452238 TICKET SALES 900009 266499 266499 266499 7381 7381 37800 524700 268383 -230583 -230583 MISCELLANEOUS INCOME 900099 9947 9947 SPECIAL EVENTS INCOME 900099 4930 4930 14877 5510412 271429 0 -213255 X 355000 355000 1537658 1061910 355721 120027 167922 119071 36927 11924 140870 102322 29484 9064 77050 77050 29828 29828 377838 263081 8508 106249 370105 364495 5610 136875 88972 20010 27893 147673 120736 15225 11712 423205 294924 5340 122941 42847 32992 5570 4285 10115 10115 FESTIVAL PRODUCTION COS 1276100 1173059 1000 102041 5093086 3976562 594778 521746 266 2590 3104514 3035136 310054 534450 282058 281501 2562 21647 611945 141989 440835 469956 16474 16474 4156763 4361754 771411 559076 771411 559076 X 3385352 3802678 3385352 3802678 4156763 4361754 417326 0 X X 0 1 X 0 0 X 4345254 4542054 4527683 5242178 5452238 24109407 4345254 4542054 4527683 5242178 5452238 24109407 18779372 5330035 10153 3361 10788 10908 7381 42591 1735 1736 14877 18348 24170346 1202729 0.22050 0.29760 X SCHEDULE A, PART IV, SUPPLEMENTAL INFORMATION: THE FOUNDATION QUALIFIES AS A PUBLIC CHARITY UNDER THE "FACTS AND CIRCUMSTANCES" TEST, BASED ON THE FACTS SET FORTH BELOW. FIRST, THE FOUNDATION'S PUBLIC SUPPORT PERCENTAGE IS, IN FACT, SUBSTANTIAL, AS IT IS WELL IN EXCESS OF THE REQUIRED 10%. FOR THE PAST FIVE YEARS OF OPERATION (ON A ROLLING 5 YEAR BASIS), THE FOUNDATION'S PUBLIC SUPPORT WAS 22.05%. SEE SCHEDULE A, PART II, C. THE FOLLOWING FACTORS ALSO WEIGH IN FAVOR OF PUBLIC CHARITY STATUS UNDER THIS ANALYSIS. FUNDRAISING PROGRAM HAS RESULTED IN BROAD PUBLIC SOURCES OF SUPPORT: THE FOUNDATION HAS MAINTAINED A CONTINUOUS AND BONA FIDE FUNDRAISING PROGRAM TO ATTRACT FUNDS FROM THE PUBLIC SINCE ITS FOUNDING. IN ITS FIRST YEAR OF OPERATIONS, THE FOUNDATION'S FOUNDERS AND OFFICERS SOLICITED FUNDS FROM A FEW DONORS WHO WERE LIKELY TO PROVIDE SEED FUNDING FOR THE ORGANIZATION. HOWEVER, SINCE 2007, THE FOUNDATION HAS EMPLOYED A FULL-TIME DEVELOPMENT STAFF, WITH AN AVERAGE OF THREE EMPLOYEES PER YEAR DEDICATED TO SOLICITING SUPPORT FROM INDIVIDUALS, FOUNDATIONS, CORPORATIONS AND GOVERNMENT GRANTS. FROM TIME TO TIME, THE FOUNDATION HAS CONTRACTED WITH PROFESSIONAL FUNDRAISERS TO SEEK CORPORATE SPONSORSHIPS AND HIRED INDEPENDENT GRANT-WRITERS. THE FOUNDATION ALSO SOLICITS IN-KIND MEDIA SUPPORT FROM MEDIA COMPANIES WHO CAN PLACE ADVERTISEMENTS FOR THE FESTIVAL IN THEIR PUBLICATIONS AND ON THEIR RADIO AND TELEVISION SHOWS, AND FROM A VARIETY OF SERVICE PROVIDERS. THROUGH ALL OF THESE EFFORTS, THE FOUNDATION HAS RECEIVED FINANCIAL, MEDIA AND IN-KIND SUPPORT FROM A DIVERSE GROUP OF INDIVIDUALS, CORPORATIONS, FOUNDATIONS AND GOVERNMENT ENTITIES. SINCE 2008, THE FOUNDATION HAS SUBMITTED MULTIPLE GRANT APPLICATIONS TO OVER 25 FOUNDATIONS AND GOVERNMENT SOURCES, INCLUDING THE NATIONAL SCIENCE FOUNDATION (NSF) AND THE NYC CULTURAL INNOVATION FUND. WHILE NOT ALL OF THESE GRANT APPLICATIONS WERE ACCEPTED, THE FOUNDATION HAS RECEIVED SIGNIFICANT AND REGULAR SUPPORT FROM FOUNDATIONS SUCH AS THE SIMONS FOUNDATION, THE JOHN TEMPLETON FOUNDATION, THE ALFRED P. SLOAN FOUNDATION, THE BILL AND ANN ZIFF FOUNDATION AND THE KAVLI FOUNDATION, AS WELL AS FROM THE NORWEGIAN CONSULATE AND NORWEGIAN ACADEMY OF SCIENCE AND LETTERS. THE FOUNDATION HAS ALSO RECEIVED STATE AND CITY FUNDING FROM THE NEW YORK CITY CULTURAL DEVELOPMENT FUND, THE NEW YORK STATE DEPARTMENT OF EDUCATION AND THE NEW YORK STATE ENERGY AND RESEARCH DEVELOPMENT AUTHORITY. SINCE 2008, THE FOUNDATION HAS ACTIVELY SOLICITED CORPORATE SPONSORS FOR ITS ACTIVITIES, REACHING OUT TO OVER 360 CORPORATIONS. AS A RESULT OF THIS OUTREACH, THE FOUNDATION HAS RECEIVED FINANCIAL SUPPORT FROM CORPORATIONS SUCH AS CREDIT SUISSE, IBM, AMERICA'S NAVY, CON EDISON, KNOPF, TIME WARNER CABLE, GOOGLE, COGNIZANT, IFF, AND NORTHROP GRUMMAN. ALTHOUGH NOT COUNTED TOWARDS "PUBLIC SUPPORT," THE FOUNDATION HAS CONSISTENTLY BEEN ABLE TO REDUCE ITS ADVERTISING EXPENDITURES THROUGH CONTRIBUTIONS OF IN-KIND MEDIA SUPPORT VALUED AT OVER $620,000 (IN 2013) FROM OVER 12 DIFFERENT NEWS AND MEDIA ORGANIZATIONS AND PUBLICATIONS, INCLUDING COMMUNITY-BASED NEWS OUTLETS WABC, WNYC AND AM NEW YORK, AS WELL AS NATIONALLY DISTRIBUTED PUBLICATIONS, SUCH AS SCIENTIFIC AMERICAN, THE WEEK AND POPULAR SCIENCE. THE FOUNDATION ALSO ACTIVELY SEEKS INDIVIDUAL DONORS BY HOSTING CULTIVATION EVENTS AND BY HOLDING AN ANNUAL GALA FUNDRAISER. SINCE 2007, THE FOUNDATION HAS SENT OVER 2,000 INVITATIONS TO BETWEEN 15 AND 20 EVENTS ATTENDED BY AN AVERAGE OF 70 GUESTS PER EVENT. IN ADDITION, THE FOUNDATION HAS HOSTED ITS ANNUAL GALA BENEFIT SINCE 2009. TICKET PRICES TO THE GALA INCLUDE A PORTION ALLOCABLE TOWARDS A CHARITABLE CONTRIBUTION. IN EACH OF JUNE 2009, 2010 AND 2011, THE FOUNDATION SENT OVER 3,100 INVITATIONS, AND BETWEEN 840 AND 960 PEOPLE ATTENDED OR PURCHASED TICKETS; OTHERS CONTRIBUTED BUT WERE UNABLE TO ATTEND. IN JUNE 2012, ALTHOUGH THE EVENT WAS HELD IN A MUCH SMALLER VENUE, THE FOUNDATION SENT OVER 3,100 INVITATIONS, AND OVER 300 GUESTS ATTENDED; MANY OTHERS CONTRIBUTED BUT DID NOT ATTEND. THE AGGREGATE VALUE OF INDIVIDUAL CONTRIBUTIONS FROM THE GALA HAS MORE THAN DOUBLED SINCE 2009. IN ADDITION, DURING EACH FESTIVAL, THE FOUNDATION USES SPONSORED RECEPTIONS AND HOSPITALITY CENTERS TO WELCOME SUPPORTERS AND PARTNERS (WHO PROVIDE FINANCIAL OR IN-KIND SUPPORT) AND PARTICIPANTS (WHO VOLUNTEER THEIR TIME AND EXPERTISE) IN THE FESTIVAL. THESE EVENTS ALSO SERVE TO INTRODUCE THE FESTIVAL TO NEW PROSPECTIVE SUPPORTERS. TYPICALLY, THERE ARE THREE TO FOUR SUCH EVENTS EACH YEAR, AND THE CUMULATIVE NUMBER OF PEOPLE WHO ATTEND THESE EVENTS RANGES FROM 800 TO OVER 1,000 PEOPLE. THE FOUNDATION HAS ALSO SOUGHT SMALLER DONATIONS FROM MEMBERS OF THE GENERAL PUBLIC WHO ARE INTERESTED IN ATTENDING THE WORLD SCIENCE FESTIVAL AND/OR VISIT OUR WEBSITE. SINCE 2009, THE FOUNDATION HAS SOLICITED DONATIONS ON ITS WEBSITE THROUGH NETWORK FOR GOOD. FROM 2010-2013, THE FOUNDATION HAS ATTRACTED APPROXIMATELY $4,335 IN PUBLIC SUPPORT THROUGH NETWORK FOR GOOD. BEGINNING IN 2012, THE FOUNDATION PROVIDED AN OPPORTUNITY FOR TICKET BUYERS TO MAKE A DONATION TO THE FESTIVAL AS PART OF THEIR TICKET PURCHASE. THIS EFFORT RAISED ALMOST $12,144 IN 2013 AND WILL BE CONTINUED IN 2014. COMPOSITION OF THE BOARD: THE FOUNDATION'S BOARD OF DIRECTORS REPRESENTS THE WORLDS OF EDUCATION, THE ARTS, MEDIA, NON-PROFIT MANAGEMENT AND PHILANTHROPY. EACH DIRECTOR BRINGS A RANGE OF EXPERTISE AND VARYING PERSPECTIVES TO THE ORGANIZATION. ALL DIRECTORS HAVE BEEN EXCEEDINGLY GENEROUS WITH THEIR TIME AND EXPERTISE, BUT THE FOUNDATION DOES NOT RELY SOLELY ON ITS BOARD FOR MATERIAL FINANCIAL SUPPORT. TRACY DAY, ONE OF THE CO-FOUNDERS, BRINGS HER EXPERIENCE AS AN EXECUTIVE PRODUCER IN TELEVISION JOURNALISM TO ALL OF THE FESTIVAL'S PROGRAMMING. BRIAN GREENE, ALSO A CO-FOUNDER, IS A PHYSICIST, MATHEMATICIAN AND PROFESSOR AT COLUMBIA UNIVERSITY. BECAUSE OF THE EDUCATIONAL NATURE OF THE FOUNDATION'S MISSION AND ACTIVITIES, THE FOUNDATION HAS RECRUITED ADDITIONAL BOARD MEMBERS FROM A VARIETY OF INSTITUTIONS OF HIGHER LEARNING. THE PRESIDENTS OF COLUMBIA UNIVERSITY (LEE BOLLINGER) AND NEW YORK UNIVERSITY (JOHN SEXTON) EACH WERE EARLY SUPPORTERS OF THE FOUNDATION'S MISSION AND SERVED ON THE FOUNDATION'S BOARD OF DIRECTORS FROM 2006 - 2012 AND 2008 - 2009, RESPECTIVELY. GILLIAN SMALL, VICE CHANCELLOR FOR RESEARCH AT THE CITY UNIVERSITY OF NEW YORK AND AN ACCOMPLISHED SCIENTIST AND EDUCATOR, JOINED THE BOARD IN JANUARY 2012. ALAN ALDA, AN ACCLAIMED ACTOR, WRITER AND DIRECTOR, BRINGS A WEALTH OF EXPERTISE AND CONNECTIONS FROM THE ARTS TO THE FESTIVAL AND HAS APPEARED AT NUMEROUS FESTIVAL EVENTS AS A MODERATOR AND ACTOR. HE HAS BEEN A MEMBER OF THE BOARD OF DIRECTORS SINCE 2007. JUDITH COX HAS A BACKGROUND IN NON-PROFIT MANAGEMENT AND INTERNATIONAL PROJECTS, AND HAS BEEN ON THE BOARD SINCE 2006. ANN ZIFF, A MEMBER OF THE BOARD SINCE 2010, ALSO HAS SIGNIFICANT EXPERTISE IN NON-PROFIT MANAGEMENT AND FUNDRAISING FROM HER SERVICE ON SEVERAL NON-PROFIT BOARDS; WHILE MS. ZIFF AND HER FAMILY PROVIDE SIGNIFICANT FINANCIAL SUPPORT TO THE FOUNDATION, THEY ARE NOT THE FOUNDATION'S LARGEST DONORS. BROAD PUBLIC PARTICIPATION IN PROGRAMS: THE FOUNDATION'S EDUCATIONAL PROGRAMMING TARGETS A WORLDWIDE AUDIENCE OF ADULTS AND CHILDREN. MOST PROGRAMMING IS DESIGNED FOR NON-SCIENTISTS. WITH EACH YEAR, THE FOUNDATION'S PROGRAMS ATTRACT A LARGER PORTION OF THE GENERAL PUBLIC. ATTENDANCE AT THE WORLD SCIENCE FESTIVAL IN NEW YORK CITY (THE FOUNDATION'S ANNUAL LIVE EVENT SPANNING FIVE DAYS) HAS GROWN FROM 120,000 IN 2008 TO OVER 200,000 IN 2013. IN AN EFFORT TO REACH A BROADER PUBLIC, THE FOUNDATION BEGAN STREAMING SOME OF ITS FESTIVAL PROGRAMS VIA THE INTERNET IN 2011. DURING THE 2012 FESTIVAL, THE FOUNDATION STREAMED NINE LIVE PROGRAMS TO 42,500 VIEWERS. DURING THE 2013 FESTIVAL, ELEVEN LIVE PROGRAMS WERE STREAMED TO OVER 76,000 VIEWERS. OVER TIME, THE FOUNDATION HAS DEDICATED INCREASED RESOURCES TO PRESENTING FOOTAGE FROM THE FESTIVAL, AS WELL AS NEW EDUCATIONAL MATERIAL, ON ITS WEBSITE, WWW.WORLDSCIENCEFESTIVAL.COM, AND THE PUBLIC HAS RESPONDED. FROM 2008 TO 2013, THE NUMBER OF VISITORS TO THE FOUNDATION'S WEBSITE HAS GROWN FROM OVER 25,000 (DURING THE FINAL QUARTER OF 2008, WHICH WAS THE YEAR THE FOUNDATION PRESENTED ITS FIRST LIVE FESTIVAL) TO OVER 1.8 MILLION FROM 231 COUNTRIES. BY 2013, 45,000 PEOPLE OPTED IN TO JOIN THE FOUNDATION'S DIGITAL MAILING LIST AND RECEIVED NEWSLETTERS, FESTIVAL PROGRAMMING ALERTS, AND EARLY TICKET PURCHASING OPPORTUNITIES. THE FOUNDATION ALSO RELIES ON LARGE NUMBERS OF VOLUNTEERS DURING THE FESTIVAL. IN JUNE 2011, OVER 190 VOLUNTEERS DONATED THEIR TIME TO ENSURE A SUCCESSFUL EVENT. BY 2013, THE FESTIVAL ATTRACTED 220 VOLUNTEERS. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 382205 57330 324875 215240 70517 144723 14500 14142 358 469956 X 6618398 839603 839603 5778795 -268383 -268383 5510412 6201072 839603 268383 1107986 5093086 0 5093086 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: THE FOUNDATION ACCOUNTS FOR UNCERTAINTY IN INCOME TAXES RECOGNIZED IN THE FINANCIAL STATEMENTS USING A RECOGNITION THRESHOLD OF MORE LIKELY THAN NOT AS TO WHETHER THE UNCERTAINTY WILL BE SUSTAINED UPON EXAMINATION BY THE APPROPRIATE TAXING AUTHORITY. MEASUREMENT OF THE TAX UNCERTAINTY OCCURS IF THE RECOGNITION THRESHOLD HAS BEEN MET. MANAGEMENT DETERMINED THERE WERE NO TAX UNCERTAINTIES THAT MET THE RECOGNITION THRESHOLD. THE FOUNDATION'S FEDERAL EXEMPT ORGANIZATION RETURNS ARE NO LONGER SUBJECT TO EXAMINATION BY THE INTERNAL REVENUE SERVICE FOR YEARS PRIOR TO JUNE 30, 2010. PART XI, LINE 4B - OTHER ADJUSTMENTS: FUNDRAISING DIRECT COSTS INCLUDED IN EXPENSES IN AUDITED FINANCIAL STATEMENT -268,383. PART XII, LINE 2D - OTHER ADJUSTMENTS: FUNRAISING DIRECT COSTS REPORTED ON LINE 8B, OF PART VIII 268,383. OPENING NIGHT GALA 562500 524700 37800 57622 94255 4050 112456 562500 524700 37800 57622 94255 4050 112456 268383 -230583 X X X 0 0 0 0 0 0 0 0 0 TRACY DAY 215000 0 0 0 55000 0 0 0 0 0 270000 0 0 0 FRANCES REILLY 180000 0 0 0 0 0 0 0 0 0 180000 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 BRIAN GREENE, CHAIRMAN OF THE BOARD, IS MARRIED TO TRACY DAY, CHIEF EXECUTIVE OFFICER AND BOARD SECRETARY. FORM 990, PART VI, SECTION A, LINE 8B DUE TO THE SIZE OF ITS BOARD, SCIENCE FESTIVAL FOUNDATION DOES NOT HAVE COMMITTEES. ALL MEETINGS OF THE FULL BOARD WERE DOCUMENTED. FORM 990, PART VI, SECTION B, LINE 11 PRIOR TO FILING WITH THE IRS, THE DRAFT 990 IS REVIEWED INTERNALLY BY THE MANAGER OF FINANCE, OUTSIDE GENERAL COUNSEL AND PRESIDENT OF THE FOUNDATION. THEY DISCUSS ANY QUESTIONS OR COMMENTS WITH THE FOUNDATION'S OUTSIDE PREPARERS, PROVIDE SUGGESTED LANGUAGE WHERE APPROPRIATE AND REVIEW ANY REVISIONS MADE IN RESPONSE TO THEIR COMMENTS. ONCE A FINAL DRAFT IS READY, MANAGEMENT DISTRIBUTES IT TO THE BOARD OF DIRECTORS PRIOR TO FILING WITH THE IRS. FORM 990, PART VI, SECTION B, LINE 12C THE FOUNDATION'S OUTSIDE GENERAL COUNSEL DISTRIBUTES THE CONFLICT OF INTEREST POLICY AND CONFLICT OF INTEREST QUESTIONNAIRE TO EACH OFFICER, DIRECTOR AND KEY EMPLOYEE ON AN ANNUAL BASIS, AND FOLLOWS UP WITH EACH INDIVIDUAL TO ENSURE THAT THE QUESTIONNAIRE HAS BEEN COMPLETED. EACH OFFICER, DIRECTOR AND KEY EMPLOYEE IS ASKED TO CERTIFY ANNUALLY THAT HE/SHE HAS REVIEWED THE FOUNDATION'S CONFLICT OF INTEREST POLICY AND HAS DISCLOSED ANY POTENTIAL OR ACTUAL CONFLICTS ON THE QUESTIONNAIRE. THE OUTSIDE GENERAL COUNSEL REVIEWS THE RESPONSES TO THE QUESTIONNAIRE TO DETERMINE IF THERE IS ANYTHING DISCLOSED THAT SHOULD BE BROUGHT TO THE ATTENTION OF THE BOARD. THE QUESTIONNAIRES ARE MAINTAINED WITH THE BOOKS AND RECORDS OF THE FOUNDATION. IN ADDITION TO FILLING OUT THE QUESTIONNAIRE, PURSUANT TO THE FOUNDATION'S POLICY, EACH OFFICER, DIRECTOR AND KEY EMPLOYEE IS REQUIRED TO ALERT THE OTHER MEMBERS OF THE BOARD IF A TRANSACTION OR FACT ARISES THAT COULD BE COVERED BY THE FOUNDATION'S POLICY AFTER THE INDIVIDUAL HAS COMPLETED HIS OR HER ANNUAL QUESTIONNAIRE. FORM 990, PART VI, SECTION B, LINE 15 EXECUTIVE AND OFFICER COMPENSATION IS REVIEWED AND APPROVED BY THE BOARD OF DIRECTORS. THE OUTSIDE GENERAL COUNSEL, MANAGER OF FINANCE AND PRESIDENT REVIEW AND COMPILE PUBLICLY AVAILABLE COMPENSATION INFORMATION FOR SIMILAR POSITIONS AT COMPARABLE ORGANIZATIONS, AS WELL AS COMPENSATION SURVEYS. THIS INFORMATION IS DISTRIBUTED AND DISCUSSED AT A MEETING OF THE BOARD OUT OF THE PRESENCE OF THE INDIVIDUAL WHOSE COMPENSATION IS BEING REVIEWED. AT THAT POINT IN THE MEETING, ANY REMAINING BOARD MEMBERS WHO HAVE AN INTEREST IN THE COMPENSATION (SUCH AS FAMILY MEMBERS OF THE EMPLOYEE OR OFFICER) ARE EXCUSED FROM THE MEETING. THE DISINTERESTED BOARD MEMBERS DETERMINE WHETHER THE PROPOSED COMPENSATION IS REASONABLE IN LIGHT OF THE COMPARABLES REVIEWED AND THE WORK BEING PERFORMED BY THE INDIVIDUAL IN QUESTION, AND VOTE ON THE COMPENSATION PACKAGE. THE DELIBERATION AND VOTE ON COMPENSATION ARE RECORDED IN THE MINUTES OF THE BOARD MEETING, WHICH ARE APPROVED BY THE DIRECTORS AT THE NEXT SCHEDULED BOARD MEETING. FORM 990, PART VI, SECTION C, LINE 19 THE FOUNDATION MAKES ITS AUDITED FINANCIAL STATEMENTS, CONFLICT OF INTEREST POLICY AND GOVERNING DOCUMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. CHIEF EXECUTIVE OFFICER'S COMPENSATION PART VII, LINE THE CHIEF EXECUTIVE OFFICER'S EARNINGS OF $270,000 FOR TRACY K. DAY INCLUDES AN ANNUAL SALARY OF $215,000 PLUS PAYMENT OF $55,000 AS PARTIAL PAYMENT FOR WORK PERFORMED IN 2006 THROUGH 2008 DURING THE FIRST YEARS OF OPERATIONS WHEN MS. DAY WORKED FULL-TIME WITHOUT ANY COMPENSATION. THE BALANCE DUE TO MS. DAY FOR COMPENSATION FOR THE 2006-2008 YEARS IS BEING BE PAID OUT OVER A FIVE YEAR PERIOD. LOSS ON FUNDRAISING EVENT PART VIII, LINE 8C IN THIS CURRENT FISCAL YEAR, THE ORGANIZATION IS SHOWING A NET LOSS FROM THE FUND RAISING EVENT AS THE FORM 990 HAS EXCLUDED $524,700 OF CONTRIBUTIONS THAT WERE RECEIVED SPECIFICALLY FOR THE FUNDRAISING EVENT. (SEE LINE 8A, PART VIII). THESE CONTRIBUTIONS ARE SHOWN ON LINE 1C, PART VIII. IF THESE CONTRIBUTIONS WERE INCLUDED WITH THE FUNDRAISING REVENUE SHOWN ON LINE 8A, THE NET INCOME FROM THE EVENT WOULD BE $294,117. FESTIVAL PRODUCTION COSTS: PART IX, LINE 24A SIGNIFICANT EXPENSES WHICH ARE PART OF THE FESTIVAL PRODUCTION COSTS ON LINE 24A, PART IX, INCLUDE VIDEO TAPING, VIDEO PRODUCTION, VENUE RENTALS, VENUE PRODUCERS/MANAGERS, SET SCENERY AND VENUE OPERATIONS LABOR. AUDITOR SELECTION AND OVERSIGHT PROCESS PART XII, LINE 2 C THE OVERSIGHT PROCESS AND THE SELECTION PROCESS THAT THE ORGANIZATION USES FOR THE OVERSIGHT OF ITS AUDITORS HAS NOT CHANGED FROM THE PRIOR YEAR. OVERSIGHT OF THE AUDIT IS DONE BY THE ENTIRE BOARD OF DIRECTORS. PENDING TRANSACTION WITH INTERESTED PARTIES ADDITIONAL INFORMATION FOR PAGE 4, LINE 28A IN OCTOBER 2012, THE FOUNDATION ENTERED INTO A NON-BINDING TERM SHEET WITH AN ENTITY (THE "COMPANY") OWNED BY THE FOUNDATION'S CO-FOUNDERS, WHO SERVE AS DIRECTORS AND OFFICERS OF THE FOUNDATION AS CEO AND BOARD CHAIR, IN CONNECTION WITH THE PARTIES' COLLABORATION ON A NEW DIGITAL EDUCATIONAL INITIATIVE (THE "PROJECT"). THE TERM SHEET CONTEMPLATES THAT THE COMPANY WOULD BE COMPENSATED FOR THE BOARD CHAIR'S SIGNIFICANT CONTRIBUTIONS TO THE PROJECT IN A MANNER COMMENSURATE WITH HIS CONTRIBUTIONS SHOULD THE INITIATIVE PRODUCE ANY REVENUES, AND GRANTS THE COMPANY A NON-EXCLUSIVE LICENSE TO USE CERTAIN INTELLECTUAL PROPERTY DEVELOPED AS PART OF THE PROJECT FOR EDUCATIONAL PURPOSES ON A NON-COMMERCIAL BASIS. THE BOARD CHAIR HAS CREATED THE ACADEMIC CONTENT UNDERLYING THE PROJECT, AND HAS PROVIDED HIS EXPERTISE AND PROJECT MANAGEMENT SERVICES FREE OF CHARGE THUS FAR. MANAGEMENT IS IN THE PROCESS OF NEGOTIATING A FINAL AGREEMENT WITH THE COMPANY.