2014-05-15T10:13:11-05:00 2013-06-30 952302617 SINGERLEWAK LLP 10960 WILSHIRE BLVD STE 700 LOS ANGELES CA 900243783 990 2012-07-01 952369545 GREATER LOS ANGELES ZOO ASSOCIATION GREA 3236444766 5333 ZOO DRIVE LOS ANGELES CA 900271498 CONNIE M MORGAN 3236444766 2014-05-12 1 LIOR TEMKIN P00748170 3104773924 2014-04-28 2012 2015-11-30 17:44:51Z GLAZA CONNIE M MORGAN 5333 ZOO DRIVE LOS ANGELES CA 900271498 17791601 0 X WWW.LAZOO.ORG X 1963 CA SEE SCHEDULE O 36 35 66 900 0 0 11264847 13462249 2651696 2553400 584279 572116 -125347 -125081 14375475 16462684 4702584 5638534 0 0 3886867 4085532 1730 25059 1452945 2844620 2619845 11435801 12368970 2939674 4093714 31703089 37580114 15295849 14732988 16407240 22847126 X SEE SCHEDULE O 0 0 7104710 3838350 2443464 SEE SCHEDULE O 1800183 1800183 SEE SCHEDULE O 411612 109936 SEE SCHEDULE O 9316505 1 1 0 1 0 0 0 0 0 1 1 0 0 0 0 1 1 0 0 0 1 1 0 1 1 0 0 1 0 1 0 0 0 0 0 1 0 0 1 0 0 0 0 0 0 0 0 1 54 0 1 66 1 0 0 0 0 0 1 1 0 0 0 0 X 36 35 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 CA X JOSEPH E BONNER 3236444766 5333 ZOO DRIVE LOS ANGELES CA 900271498 PETER ARKLEY 1.00 X 0 0 0 MARGOT ARMBRUSTER 1.00 X 0 0 0 CHARLES X BLOCK 1.00 X 0 0 0 RICHARD CORGEL 1.00 X 0 0 0 DUNCAN CRABTREE-IRELAND 1.00 X 0 0 0 NANCY LEIGH DENNIS 1.00 X 0 0 0 BRIAN DIAMOND 1.00 X 0 0 0 IRFAN FURNITUREWALA 1.00 X 0 0 0 CASSIDY HORN 1.00 X 0 0 0 CINDY HORN 1.00 X 0 0 0 JONATHAN D JAFFREY 1.00 X 0 0 0 DIANN H KIM 1.00 X 0 0 0 MATTHEW KRIEGER 1.00 X 0 0 0 JOHN MANNING 1.00 X 0 0 0 CHARLES MCFADDEN 1.00 X 0 0 0 HEATHER MNUCHIN 1.00 X 0 0 0 KATHY NELSON 1.00 X 0 0 0 ELISABETH HUNT PRICE 1.00 X 0 0 0 JAN RICHARDS 1.00 X 0 0 0 ROB SHEPHERD 1.00 X 0 0 0 RAJATH SHOURIE 1.00 X 0 0 0 PATRICIA SILVER 1.00 X 0 0 0 SLASH 1.00 X 0 0 0 RICHARD SNEIDER 1.00 X 0 0 0 ERIKA STERN 1.00 X 0 0 0 MADELINE JOYCE TAFT 1.00 X 0 0 0 JONATHAN Y THOMAS 1.00 X 0 0 0 DANA WALDEN 1.00 X 0 0 0 JENNIFER THORNTON WIELAND 1.00 X 0 0 0 BETTY WHITE LUDDEN 3.00 X X 0 0 0 RICHARD LICHTENSTEIN 5.00 X X 0 0 0 NICK 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31703089 37580114 4093714 2346172 0 X 0 1 X 1 0 X 10704959 8848560 14432802 11264847 13462249 58713417 1998575 1760486 1864141 2651696 2553400 10828298 198966 160662 159100 150965 160089 829782 12902500 10769708 16456043 14067508 16175738 70371497 957791 1121437 1730334 922411 1179988 5911961 1709384 1501836 1548593 1890339 1726947 8377099 2667175 2623273 3278927 2812750 2906935 14289060 56082437 362234 324779 336811 352309 509511 1885644 362234 324779 336811 352309 509511 1885644 13264734 11094487 16792854 14419817 16685249 72257141 0.77620 0.77090 0.02610 0.02980 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 1 1 0 0 0 0 1 0 1 16228 16228 0 EXPLANATION OF LOBBYING ACTIVITIES: PART II-B, LINE 1: LOBBYING ACTIVITIES DURING THE FISCAL YEAR ENDED JUNE 30, 2013 RELATED TO GLAZA'S RELATIONSHIP WITH THE CITY OF LOS ANGELES, INCLUDING THE REQUEST FOR PROPOSALS FOR ZOO GOVERNANCE AND THE MOU FOR MARKETING AND PUBLIC RELATIONS AND SITE RENTALS AND CATERED EVENTS. OTHER ACTIVITIES OF $16,228 INCLUDE $15,000 ALREADY INCLUDED ON FORM 990, PART IX, LINE 11D (FEES FOR SERVICES: LOBBYING). EXPENDITURES IN LINE 1I INCLUDE CONSULTANT FEES AND MISCELLANEOUS COSTS TO REACH OUT TO VARIOUS COMMUNITIES. 16239758 280585 2696691 689660 18527374 15770195 805424 -317057 18804 16239758 12672616 3097579 15770195 10764783 80000 1827833 12672616 11991229 816125 -2042571 10764783 0.85330 0.10410 0.04260 0 0 154652 99692 54960 880208 733979 146229 3750 3750 204939 X 18722449 2337113 10260 2347373 16375076 87608 87608 16462684 12282563 1201 1201 12281362 87608 87608 12368970 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: GLAZA MANAGES ENDOWMENT FUNDS TO SUPPORT GLAZA AND LOS ANGELES ZOO AND BOTANICAL GARDENS OPERATIONS AND PROGRAMS. THE MAJORITY OF GLAZA'S ENDOWMENT FUNDS ARE UNRESTRICTED BEQUESTS WHICH THE BOARD HAS DESIGNATED TO BE TREATED AS ENDOWMENT. THESE UNRESTRICTED FUNDS (PRINCIPAL AND DISTRIBUTIONS) HAVE BEEN USED AT TIMES TO GUARANTEE GLAZA'S COMMITMENTS TO FUND CERTAIN MASTER PLAN PROJECTS WHILE GLAZA WAS STILL RAISING THE FUNDS FROM DONORS. THESE UNRESTRICTED FUNDS ARE USED NOW TO COLLATERALIZE A LINE OF CREDIT THAT PROVIDES A GUARANTEE FOR GLAZA'S COMMITMENT TO THE ELEPHANTS OF ASIA PROJECT, FOR WHICH IT IS RAISING FUNDS FROM DONORS. GLAZA EXPECTS TO FULLY RAISE THE PROJECT FUNDS, AND RELEASE THE LINE OF CREDIT AND THESE UNRESTRICTED FUNDS BEING USED AS COLLATERAL. GLAZA'S PERMANENTLY RESTRICTED ENDOWMENT FUNDS HAVE BEEN LARGELY GIVEN BY DONORS FOR A SPECIFIC AREA OF SUPPORT: EDUCATIONAL PROGRAMS, THE DOCENT PROGRAM, AND ZOO EXHIBIT IMPROVEMENTS. WITH ALL ENDOWMENT FUNDS, GLAZA HAS ADOPTED A DISTRIBUTION POLICY THAT WHILE ALLOWING FOR CURRENT DISTRIBUTIONS, PLACES AN EMPHASIS ON LONG-TERM GROWTH OF THE ENDOWMENT FUNDS SO THAT THEY CAN PROVIDE INCREASING OPERATIONAL SUPPORT IN THE FUTURE. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: IN ACCORDANCE WITH FINANCIAL ACCOUNTING STANDARDS BOARD ("FASB") ACCOUNTING STANDARDS CODIFICATION ("ASC") TOPIC NO. 740, "UNCERTAINTY IN INCOME TAXES" ("ASC 740"), GLAZA RECOGNIZES THE IMPACT OF TAX POSITIONS IN THE FINANCIAL STATEMENTS IF THAT POSITION IS MORE LIKELY THAN NOT TO BE SUSTAINED ON AUDIT, BASED ON THE TECHNICAL MERITS OF THE POSITION. TO DATE, GLAZA HAS NOT RECORDED ANY UNCERTAIN TAX POSITIONS. GLAZA RECOGNIZES POTENTIAL ACCRUED INTEREST AND PENALTIES RELATED TO UNCERTAIN TAX POSITIONS IN INCOME TAX EXPENSE. DURING THE YEAR ENDED JUNE 30, 2013, GLAZA PERFORMED AN EVALUATION OF UNCERTAIN TAX POSITIONS AND DID NOT NOTE ANY MATTERS THAT WOULD REQUIRE RECOGNITION IN THE FINANCIAL STATEMENTS OR WHICH MAY HAVE AN EFFECT ON ITS TAX-EXEMPT STATUS. THE FEDERAL AND STATE OF CALIFORNIA INCOME TAX RETURNS FOR GLAZA STILL OPEN AND SUBJECT TO IRS OR STATE OF CALIFORNIA EXAMINATION ARE AS FOLLOWS: FEDERAL (2009 - 2012) AND STATE (2008-2012). PART XI, LINE 2D - OTHER ADJUSTMENTS: NET UNREALIZED GAIN ON BENEFICIAL INTEREST IN PERPETUAL TRUSTS 9,059. INVESTMENT EXPENSES INCLUDED ON FORM 990, PART VIII LINE 7B 1,201. PART XII, LINE 2D - OTHER ADJUSTMENTS: INVESTMENT EXPENSES INCLUDED ON FORM 990, PART VIII LINE 7B 1,201. 1 0 0 0 0 0 0 0 0 0 NORTH AMERICA CONSERVATION: PENINSULAR PRONGHORN 20017 WIRE TRANSFER 0 N/A CASH GRANT EUROPE (INCLUDING ICELAND & GREENLAND) CONSERVATION: JAVAN WARTY PIG AND BLACK-WINGED STARLING 10500 WIRE TRANSFER 0 N/A CASH GRANT NORTH AMERICA CONSERVATION: HORNED GUAN 6000 WIRE TRANSFER 0 N/A CASH GRANT EAST ASIA AND THE PACIFIC CONSERVATION: SEROW 6000 WIRE TRANSFER 0 N/A CASH GRANT 3 1 0 0 0 0 0 0 PROCEDURE FOR MONITORING GRANTS OUTSIDE THE U.S.: SCHEDULE F, PART I, LINE 2: ON BEHALF OF THE LOS ANGELES ZOO AND BOTANICAL GARDENS, GLAZA FUNDS CONSERVATION PROJECTS WITHIN THE UNITED STATES AND AROUND THE WORLD. ZOO CURATORS AND OFFICIALS WHO WORK CLOSELY WITH CONSERVATION GROUPS MAKE RECOMMENDATIONS TO SENIOR ZOO STAFF FOR BUDGETING PROPOSED CONSERVATION GRANTS. ZOO CURATORS AND SENIOR STAFF HAVE DECADES OF EXPERIENCE WORKING WITH CONSERVATION GROUPS, AND THE VAST MAJORITY OF ORGANIZATIONS AND THEIR STAFFS HAVE BEEN KNOWN TO ZOO OFFICIALS OVER THE YEARS. BUDGETED ORGANIZATIONS ARE THEN INVITED TO COMPLETE A LA ZOO/GLAZA GRANT REQUEST FORM WHERE THEY PROVIDE INFORMATION ABOUT THEIR ORGANIZATION, MISSION, AND GOVERNANCE; PRIOR GRANTS FROM THIS PROGRAM; AND THE PROPOSED PROJECT TO BE FUNDED, HOW IT WILL BE ADMINISTERED AND EVALUATED. ZOO AND GLAZA STAFF REVIEW THESE GRANT REQUESTS, AS WELL AS DO ON-LINE AND OTHER RESEARCH TO DETERMINE THE ORGANIZATIONS' ABILITY TO COMPLETE THE PROPOSED PROJECTS. A MAJORITY OF GRANTS ARE TO ORGANIZATIONS WHICH HAVE BEEN PREVIOUSLY FUNDED BY THIS PROGRAM. DURING THE TERMS OF THE GRANTS, ZOO CURATORS MAINTAIN CONTACT WITH THE ORGANIZATIONS AND RECEIVE INTERIM AND FINAL WRITTEN AND ORAL UPDATES ON THE PROGRESS OF THE PROJECTS. X X X X X X 1 PREMIER PARTNERSHIPS 1148 4TH ST SANTA MONICA CA 90403 ASSIST WITH SPONSORSHIP SOLICITATION 0 0 25059 -25059 25059 -25059 CA BEASTLY BALL 1071762 911673 160089 70249 3450 211471 1071762 911673 160089 70249 3450 211471 285170 -125081 1 LOS ANGELES ZOO AND BOTANICAL GARDENS CITY OF LOS ANGELES DEPT OF THE ZOO 5333 ZOO DRIVE LOS ANGELES CA 90027 956000735 N/A 2078901 CASH GRANTS N/A MASTER PLAN CONSTRUCTION AND GENERAL PROGRAM SUPPORT LOS ANGELES ZOO AND BOTANICAL GARDENS CITY OF LOS ANGELES DEPT OF THE ZOO 5333 ZOO DRIVE LOS ANGELES CA 90027 956000735 N/A 1376513 CASH GRANTS N/A MEMBERSHIP TRANSFER LOS ANGELES ZOO AND BOTANICAL GARDENS CITY OF LOS ANGELES DEPT OF THE ZOO 5333 ZOO DRIVE LOS ANGELES CA 90027 956000735 N/A 1078607 CASH GRANTS N/A CAROUSEL TRANSFER LOS ANGELES ZOO AND BOTANICAL GARDENS CITY OF LOS ANGELES DEPT OF THE ZOO 5333 ZOO DRIVE LOS ANGELES CA 90027 956000735 N/A 916874 CASH GRANTS N/A CONCESSIONS TRANSFER LOS ANGELES ZOO AND BOTANICAL GARDENS CITY OF LOS ANGELES DEPT OF THE ZOO 5333 ZOO DRIVE LOS ANGELES CA 90027 956000735 N/A 13628 CASH GRANTS N/A SPECIAL VENDING TRANSFER FAUNA & FLORA INTERNATIONAL INC 1720 N STREET NW WASHINGTON DC 20036 042730954 N/A 25000 0 CASH GRANTS N/A HUMAN-ELEPHANT CONFLICT IN CAMBODIA GLOBAL WILDLIFE CONSERVATION 1611 WEST 6TH STREET SUITE A AUSTIN TX 78703 262887967 N/A 12445 0 CASH GRANTS N/A SAOLA CONSERVATION INTERNATIONAL RHINO FOUNDATION 201 MAIN STREET SUITE 2600 FORT WORTH TX 76102 752395006 N/A 10000 0 CASH GRANTS N/A RHINO CONSERVATION THE NATIONAL ELEPHANT CENTER C/O BREVARD ZOO 8225 N WICKHAM RD MELBOURNE FL 32940 205860576 N/A 10000 0 CASH GRANTS N/A ELEPHANT CONSERVATION WHITE OAK CONSERVATION CENTER 1615 RIVERSIDE AVENUE JACKSONVILLE FL 32204 260035224 N/A 10000 0 CASH GRANTS N/A OKAPI CONSERVATION 6 0 PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: ON BEHALF OF THE LOS ANGELES ZOO AND BOTANICAL GARDENS, GLAZA FUNDS CONSERVATION PROJECTS WITHIN THE UNITED STATES AND AROUND THE WORLD. ZOO CURATORS AND OFFICIALS WHO WORK CLOSELY WITH CONSERVATION GROUPS MAKE RECOMMENDATIONS TO SENIOR ZOO STAFF FOR BUDGETING PROPOSED CONSERVATION GRANTS. ZOO CURATORS AND SENIOR STAFF HAVE DECADES OF EXPERIENCE WORKING WITH CONSERVATION GROUPS, AND THE VAST MAJORITY OF ORGANIZATIONS AND THEIR STAFFS HAVE BEEN KNOWN TO ZOO OFFICIALS OVER THE YEARS. BUDGETED ORGANIZATIONS ARE THEN INVITED TO COMPLETE A LA ZOO/GLAZA GRANT REQUEST FORM WHERE THEY PROVIDE INFORMATION ABOUT THEIR ORGANIZATION, MISSION, AND GOVERNANCE; PRIOR GRANTS FROM THIS PROGRAM; AND THE PROPOSED PROJECT TO BE FUNDED, HOW IT WILL BE ADMINISTERED AND EVALUATED. ZOO AND GLAZA STAFF REVIEW THESE GRANT REQUESTS, AS WELL AS DO ON-LINE AND OTHER RESEARCH TO DETERMINE THE ORGANIZATIONS' ABILITY TO COMPLETE THE PROPOSED PROJECTS. A MAJORITY OF GRANTS ARE TO ORGANIZATIONS WHICH HAVE BEEN PREVIOUSLY FUNDED BY THIS PROGRAM. DURING THE TERMS OF THE GRANTS, ZOO CURATORS MAINTAIN CONTACT WITH THE ORGANIZATIONS AND RECEIVE INTERIM AND FINAL WRITTEN AND ORAL UPDATES ON THE PROGRESS OF THE PROJECTS. X X X X 0 1 0 0 0 0 0 0 0 CONNIE M MORGAN 238008 0 60000 0 13611 0 59141 0 39879 0 410639 0 0 0 JOSEPH E BONNER 167733 0 15000 0 621 0 40874 0 16304 0 240532 0 0 0 EUGENIA VASELS RANDEL 149061 0 7500 0 1274 0 39095 0 32620 0 229550 0 0 0 SUZANNE TORGESON 114323 0 0 0 2873 0 19130 0 60769 0 197095 0 0 0 PART I, LINE 4B DURING THE CALENDAR YEAR ENDED DECEMBER 31, 2012, $12,205 WAS CONTRIBUTED TO CONNIE M. MORGAN'S 457(F) PLAN AND $1,821 WAS CONTRIBUTED TO JOSEPH E. BONNER'S 457(F) PLAN. JOHN MANNING SEE PART V BELOW - TRUSTEE JOHN MANNING IS EMPLOYEED BY WELLS FARGO BANK. 136156 SEE PART V - TRUSTEE JOHN MANNING IS EMPLOYED BY WELLS FARGO BANK. GLAZA HAS A BANKING RELATIONSHIP WITH WELLS FARGO THAT PRE-DATES MR. MANNING'S MEMBERSHIP ON THE GLAZA BOARD. IN 2009, GLAZA ENTERTAINED BIDS FOR AN INCREASED LINE OF CREDIT FROM WELLS FARGO AND BANK OF AMERICA. ALTHOUGH A MEMBER OF THE GLAZA FINANCE COMMITTEE, HE DID NOT ATTEND ANY MEETINGS WHERE THE BIDS WERE DISCUSSED, AND THE WELLS FARGO BID WAS ACCEPTED. HE RECUSED HIMSELF FROM ALL VOTES REGARDING THIS TRANSACTION. SUBSEQUENTLY, AS PART OF THE LINE OF CREDIT AGREEMENT, GLAZA TRANSFERRED ITS MAIN BANKING RELATIONSHIPS TO WELLS FARGO. MR. MANNING DOES NOT MATERIALLY BENEFIT FROM GLAZA'S BUSINESS RELATIONSHIP WITH WELLS FARGO. 0 X 5 52776 FMV 0 1 1 THIRD PARTY USE: PART I, LINE 32B: ALL SECURITIES DONATIONS ARE DELIVERED TO, AND SOLD AS SOON AS POSSIBLE BY, GLAZA'S THIRD PARTY STOCKBROKER. RITEWAY CHARITY SERVICES, LOCATED AT 9723 GLENOAKS BLVD., SUN VALLEY, CA 91352, PROCESSES CAR DONATIONS FOR GLAZA. GLAZA DID NOT RECEIVE ANY CAR DONATIONS DURING THE FISCAL YEAR ENDED JUNE 30, 2013. ORGANIZATION MISSION STATEMENT FORM 990, PART I, LINE 1: THE GREATER LOS ANGELES ZOO ASSOCIATION ("GLAZA" OR THE "ASSOCIATION"), THE OFFICIAL SUPPORT ORGANIZATION OF THE LOS ANGELES ZOO AND BOTANICAL GARDENS (THE "ZOO"), IS A NOT-FOR-PROFIT CORPORATION ORGANIZED FOR THE PURPOSE OF ESTABLISHING, DEVELOPING, BEAUTIFYING, AND IMPROVING THE ZOO. THE LOS ANGELES ZOO AND BOTANICAL GARDENS IS OWNED BY THE CITY OF LOS ANGELES (THE "CITY") AND OPERATED BY THE CITY OF LOS ANGELES, DEPARTMENT OF THE ZOO. TO FULFILL ITS MISSION, GLAZA CONDUCTS A DEVELOPMENT PROGRAM THAT RAISES FUNDS FOR OPERATIONAL, PROGRAMMATIC, AND CAPITAL NEEDS AND PROJECTS, DIRECTS AND OPERATES THE ZOO'S MEMBERSHIP PROGRAMS FOR OVER 65,000 HOUSEHOLDS, PLANS AND CONDUCTS SPECIAL EVENTS AND TRAVEL PROGRAMS, CREATES AND DISTRIBUTES PUBLICATIONS FOR THE ZOO, INCLUDING ITS WEBSITE, RECRUITS AND TRAINS APPROXIMATELY 900 DOCENTS AND VOLUNTEERS, AND OVERSEES CERTAIN VISITOR AMENITIES INCLUDING FOOD AND RETAIL CONCESSIONS. OPERATING AGREEMENT THE CITY OF LOS ANGELES, THROUGH THE ZOO DEPARTMENT, ENTERED INTO AN OPERATING AGREEMENT WITH THE GREATER LOS ANGELES ZOO ASSOCIATION (THE "OPERATING AGREEMENT") FOR THE PURPOSES OF OBTAINING ASSISTANCE IN ESTABLISHING, DEVELOPING, BEAUTIFYING, AND IMPROVING THE ZOO. THE OPERATING AGREEMENT WAS EXECUTED ON SEPTEMBER 29, 1997, EXPIRES ON SEPTEMBER 29, 2022 AND, AMONG OTHER THINGS, REQUIRES GLAZA TO REMIT TO THE CITY 25% FROM EACH FAMILY, INDIVIDUAL, AND OTHER MEMBERSHIP FEE. CONCESSION AGREEMENT A SEPARATE AGREEMENT BETWEEN THE CITY AND GLAZA (THE "CONCESSION AGREEMENT") DEFINES THE CONTRACTUAL RELATIONSHIP BETWEEN THE CITY AND GLAZA WHEREBY THE CITY HAS GRANTED TO GLAZA THE EXCLUSIVE RIGHT AND PRIVILEGE TO OPERATE AND MAINTAIN ALL APPROVED CONCESSIONS ON ZOO PREMISES. THE ORIGINAL CONCESSION AGREEMENT EXPIRED ON FEBRUARY 11, 2006. HOWEVER, THE OPERATING AGREEMENT EXTENDS THE TERM OF THE CONCESSION AGREEMENT TO FEBRUARY 11, 2016. ON OCTOBER 1, 1997, GLAZA ENTERED INTO A TEN-YEAR AGREEMENT WITH A JOINT VENTURE OF SERVICE AMERICA CORPORATION AND SERVICE SYSTEMS ASSOCIATES ("JOINT VENTURE" OR "CONCESSIONAIRE") FOR THE SUBCONTRACTING OF CONCESSIONS. DURING FISCAL 2007, A SECOND AMENDMENT WAS MADE TO THE AGREEMENT, EXTENDING THE TERM OF THE AGREEMENT THROUGH SEPTEMBER 30, 2009. ON SEPTEMBER 30, 2009, GLAZA AND THE JOINT VENTURE ENTERED INTO A THIRD AMENDMENT TO THE CONCESSION AGREEMENT, EXTENDING THE TERM OF THE AGREEMENT THROUGH SEPTEMBER 30, 2011. GLAZA AND THE JOINT VENTURE SUBSEQUENTLY ENTERED INTO THREE PRELIMINARY AGREEMENTS TO EXTEND THE EXPIRATION DATE THROUGH DECEMBER 31, 2012 AND TO CONTINUE NEGOTIATING IN GOOD FAITH REGARDING A FOURTH AMENDMENT TO THE CONCESSION AGREEMENT. AS OF JUNE 30, 2013, GLAZA AND THE JOINT VENTURE WERE CONTINUING THEIR NEGOTIATIONS FOR A FINALIZED FOURTH AMENDMENT. FUNDRAISING FOCUS A MAJOR FUNDRAISING FOCUS SINCE THE LATE 1990S HAS BEEN RAISING THE PRIVATE COMMUNITY SUPPORT TO SUPPLEMENT THE CITY OF LOS ANGELES AND COUNTY OF LOS ANGELES BOND FUNDS AND OTHER FUNDS THAT ARE BEING USED TO FUND THE ZOO'S MASTER PLAN OF IMPROVED FACILITIES AND EXHIBITS. THIS PUBLIC-PRIVATE PARTNERSHIP HAS RESULTED IN SUCH PROJECTS AS THE CHIMPANZEES OF MAHALE MOUNTAINS, RED APE RAIN FOREST, THE WINNICK FAMILY CHILDREN'S ZOO, THE GOTTLIEB ANIMAL HEALTH AND CONSERVATION CENTER, THE CHILDREN'S DISCOVERY CENTER, THE FRONT ENTRY PLAZA AND SEA LIFE CLIFFS, THE CAMPO GORILLA RESERVE, THE CALIFORNIA CONDOR RECOVERY ZONE, AND ELEPHANTS OF ASIA. ADDITIONAL CAPITAL PROJECTS INCLUDE THE TOM MANKIEWICZ CONSERVATION CAROUSEL AND THE ANGELA COLLIER WORLD OF BIRDS THEATER. ORGANIZATION MISSION STATEMENT FORM 990, PART III, LINE 1: THE GREATER LOS ANGELES ZOO ASSOCIATION ("GLAZA" OR THE "ASSOCIATION"), THE OFFICIAL SUPPORT ORGANIZATION OF THE LOS ANGELES ZOO AND BOTANICAL GARDENS (THE "ZOO"), IS A NOT-FOR-PROFIT CORPORATION ORGANIZED FOR THE PURPOSE OF ESTABLISHING, DEVELOPING, BEAUTIFYING, AND IMPROVING THE ZOO. THE LOS ANGELES ZOO AND BOTANICAL GARDENS IS OWNED BY THE CITY OF LOS ANGELES (THE "CITY") AND OPERATED BY THE CITY OF LOS ANGELES, DEPARTMENT OF THE ZOO. TO FULFILL ITS MISSION, GLAZA CONDUCTS A DEVELOPMENT PROGRAM THAT RAISES FUNDS FOR OPERATIONAL, PROGRAMMATIC, AND CAPITAL NEEDS AND PROJECTS, DIRECTS AND OPERATES THE ZOO'S MEMBERSHIP PROGRAMS FOR OVER 65,000 HOUSEHOLDS, PLANS AND CONDUCTS SPECIAL EVENTS AND TRAVEL PROGRAMS, CREATES AND DISTRIBUTES PUBLICATIONS FOR THE ZOO, INCLUDING ITS WEBSITE, RECRUITS AND TRAINS APPROXIMATELY 900 DOCENTS AND VOLUNTEERS, AND OVERSEES CERTAIN VISITOR AMENITIES INCLUDING FOOD AND RETAIL CONCESSIONS. OPERATING AGREEMENT THE CITY OF LOS ANGELES, THROUGH THE ZOO DEPARTMENT, ENTERED INTO AN OPERATING AGREEMENT WITH THE GREATER LOS ANGELES ZOO ASSOCIATION (THE "OPERATING AGREEMENT") FOR THE PURPOSES OF OBTAINING ASSISTANCE IN ESTABLISHING, DEVELOPING, BEAUTIFYING, AND IMPROVING THE ZOO. THE OPERATING AGREEMENT WAS EXECUTED ON SEPTEMBER 29, 1997, EXPIRES ON SEPTEMBER 29, 2022 AND, AMONG OTHER THINGS, REQUIRES GLAZA TO REMIT TO THE CITY 25% FROM EACH FAMILY, INDIVIDUAL, AND OTHER MEMBERSHIP FEE. CONCESSION AGREEMENT A SEPARATE AGREEMENT BETWEEN THE CITY AND GLAZA (THE "CONCESSION AGREEMENT") DEFINES THE CONTRACTUAL RELATIONSHIP BETWEEN THE CITY AND GLAZA WHEREBY THE CITY HAS GRANTED TO GLAZA THE EXCLUSIVE RIGHT AND PRIVILEGE TO OPERATE AND MAINTAIN ALL APPROVED CONCESSIONS ON ZOO PREMISES. THE ORIGINAL CONCESSION AGREEMENT EXPIRED ON FEBRUARY 11, 2006. HOWEVER, THE OPERATING AGREEMENT EXTENDS THE TERM OF THE CONCESSION AGREEMENT TO FEBRUARY 11, 2016. ON OCTOBER 1, 1997, GLAZA ENTERED INTO A TEN-YEAR AGREEMENT WITH A JOINT VENTURE OF SERVICE AMERICA CORPORATION AND SERVICE SYSTEMS ASSOCIATES ("JOINT VENTURE" OR "CONCESSIONAIRE") FOR THE SUBCONTRACTING OF CONCESSIONS. DURING FISCAL 2007, A SECOND AMENDMENT WAS MADE TO THE AGREEMENT, EXTENDING THE TERM OF THE AGREEMENT THROUGH SEPTEMBER 30, 2009. ON SEPTEMBER 30, 2009, GLAZA AND THE JOINT VENTURE ENTERED INTO A THIRD AMENDMENT TO THE CONCESSION AGREEMENT, EXTENDING THE TERM OF THE AGREEMENT THROUGH SEPTEMBER 30, 2011. GLAZA AND THE JOINT VENTURE SUBSEQUENTLY ENTERED INTO THREE PRELIMINARY AGREEMENTS TO EXTEND THE EXPIRATION DATE THROUGH DECEMBER 31, 2012 AND TO CONTINUE NEGOTIATING IN GOOD FAITH REGARDING A FOURTH AMENDMENT TO THE CONCESSION AGREEMENT. AS OF JUNE 30, 2013, GLAZA AND THE JOINT VENTURE WERE CONTINUING THEIR NEGOTIATIONS FOR A FINALIZED FOURTH AMENDMENT. FUNDRAISING FOCUS A MAJOR FUNDRAISING FOCUS SINCE THE LATE 1990S HAS BEEN RAISING THE PRIVATE COMMUNITY SUPPORT TO SUPPLEMENT THE CITY OF LOS ANGELES AND COUNTY OF LOS ANGELES BOND FUNDS AND OTHER FUNDS THAT ARE BEING USED TO FUND THE ZOO'S MASTER PLAN OF IMPROVED FACILITIES AND EXHIBITS. THIS PUBLIC-PRIVATE PARTNERSHIP HAS RESULTED IN SUCH PROJECTS AS THE CHIMPANZEES OF MAHALE MOUNTAINS, RED APE RAIN FOREST, THE WINNICK FAMILY CHILDREN'S ZOO, THE GOTTLIEB ANIMAL HEALTH AND CONSERVATION CENTER, THE CHILDREN'S DISCOVERY CENTER, THE FRONT ENTRY PLAZA AND SEA LIFE CLIFFS, THE CAMPO GORILLA RESERVE, THE CALIFORNIA CONDOR RECOVERY ZONE, AND ELEPHANTS OF ASIA. ADDITIONAL CAPITAL PROJECTS INCLUDE THE TOM MANKIEWICZ CONSERVATION CAROUSEL AND THE ANGELA COLLIER WORLD OF BIRDS THEATER. PROGRAM SERVICE STATEMENT FORM 990, PART III, LINE 4A, PROGRAM SERVICE ACCOMPLISHMENTS: MEMBERSHIP, VISITOR AMENITIES, PUBLICATIONS, WEBSITE, DOCENTS AND VOLUNTEERS, AS WELL AS MEMBERSHIP AND CONCESSIONS TRANSFERS TO THE LOS ANGELES ZOO GLAZA DIRECTS AND OPERATES THE ZOO'S MEMBERSHIP PROGRAMS FOR OVER 65,000 HOUSEHOLDS. IN ACCORDANCE WITH THE OPERATING AGREEMENT, GLAZA REMITS 25% FROM EACH FAMILY, INDIVIDUAL AND OTHER MEMBERSHIP FEE TO THE LOS ANGELES ZOO. GLAZA OVERSEES VISITOR AMENITIES, INCLUDING FOOD AND RETAIL CONCESSIONS, SITE RENTALS, AND RIDES. IN ACCORDANCE WITH THE CONCESSIONS AGREEMENT, GLAZA TRANSFERS A PORTION OF CONCESSIONS COMMISSIONS TO THE ZOO. THE GLAZA PUBLICATIONS DIVISION CREATES AND DISTRIBUTES PUBLICATIONS FOR THE ZOO, INCLUDING ITS WEBSITE AND THE FOLLOWING: - ZOO VIEW, THE AWARD-WINNING MAGAZINE FOR GLAZA MEMBERS, WHICH IS PUBLISHED QUARTERLY - ZOOSCAPE, THE AWARD-WINNING NEWSLETTER, WHICH IS PUBLISHED 10 TIMES PER YEAR AND WHICH FEATURES MONTHLY ZOO EVENTS AND NEWS - GNUS, THE NEWSLETTER FOR STAFF AND VOLUNTEERS OF THE ZOO, WHICH IS PUBLISHED BI-WEEKLY GLAZA RECRUITS AND TRAINS APPROXIMATELY 900 DOCENTS AND VOLUNTEERS TO ASSIST ZOO STAFF AND VISITORS DURING PUBLIC HOURS AS WELL AS AT SPECIAL EVENTS AND OFF-SITE VISITS THROUGHOUT THE YEAR. DURING THE YEAR ENDED JUNE 30, 2013, THE DOCENTS AND VOLUNTEERS LOGGED MORE THAN 81,000 HOURS OF SERVICE. VOLUNTEERS PLAYED A VITAL ROLE IN FULFILLING THE ZOO'S MISSION OF "NURTURING WILDLIFE AND ENRICHING THE HUMAN EXPERIENCE," CONTRIBUTING THEIR TIME AND TALENTS TO NEARLY EVERY ZOO VENUE, INCLUDING: - DAILY TOURS FOR OVER 7,800 CHILDREN, 2,000 ADULTS, AND 1,300 COLLEGE STUDENTS FROM MORE THAN 200 SCHOOLS - DOCENT-LED BIRD WALKS, BAT WALKS, AND BOTANICAL TOURS - "ANIMALS & YOU" DOCENT PROGRAM WHICH OFFERED UP-CLOSE ANIMAL ENCOUNTERS TO MORE THAN 148,000 VISITORS - COMMUNITY OUTREACH TO MORE THAN 8,700 INDIVIDUALS AT 157 FACILITIES, COVERING A DISTANCE OF MORE THAN 5,000 MILES, THROUGH "CLASSROOM SAFARI" PRESENTATIONS, "SPECIAL NEEDS OUTREACH" PROGRAMS, "SPEAKERS BUREAU" PRESENTATIONS, AND PARTICIPATION IN COMMUNITY FAIRS - DAILY ASSIGNMENTS AND PROCEDURES FOR ANIMAL CARE, BEHAVIORAL ENRICHMENT, RESEARCH, AND MONITORING OF EXHIBITS - ZOO WORLD PATCH PROGRAM, WHERE NEARLY 400 SCOUTS FROM 40 TROOPS EARNED PATCHES THROUGH DAY-LONG EXPLORATIONS OF THE ZOO AND ITS PLANT AND ANIMAL COLLECTIONS - 2012 CONFERENCE OF THE ASSOCIATION OF ZOO AND AQUARIUM DOCENTS, WHICH DREW MORE THAN 600 ATTENDEES FROM AS FAR AWAY AS AUSTRALIA FOR A WEEK OF EDUCATIONAL PRESENTATIONS, NATURE EXCURSIONS AND SOCIAL EVENTS, AND WHICH RAISED OVER $55,000 FOR CONSERVATION PROGRAM SERVICE STATEMENT FORM 990, PART III, LINE 4B, PROGRAM SERVICE ACCOMPLISHMENTS: DIRECT SUPPORT OF THE LOS ANGELES ZOO, INCLUDING TRANSFERS FOR MASTER PLAN CAPITAL IMPROVEMENTS, NON-MASTER PLAN IMPROVEMENTS, ZOO OPERATIONS, SPECIAL PROJECTS, ZOO SPECIAL EVENTS, PUBLIC RELATIONS AND MARKETING, CONSERVATION AND EDUCATION PROGRAMS DURING THE YEAR ENDED JUNE 30, 2013, GLAZA SUPPORTED THE ZOO IN A BREADTH OF PROJECTS AND PROGRAMS, INCLUDING: - DESIGN AND CONSTRUCTION OF THE NEW ANGELA COLLIER WORLD OF BIRDS THEATER, A MUCH-NEEDED CAPITAL RENOVATION OF THE WORLD OF BIRDS SHOW WHICH WILL FACILITATE THE HANDLING AND SHOWING OF THE ZOO'S BIRD COLLECTION - CONTINUED FINANCIAL SUPPORT FOR THE DESIGN AND CONSTRUCTION OF ELEPHANTS OF ASIA, A STATE-OF-THE-ART HOME FOR ENDANGERED ASIAN ELEPHANTS WHICH RECEIVED A SIGNIFICANT ACHIEVEMENT AWARD FROM THE ASSOCIATION OF ZOOS AND AQUARIUMS - OUTDOOR AND RADIO ADVERTISING FOR THE ZOO, MARKETING FOR THE UPCOMING NEW RAINFOREST OF THE AMERICAS EXHIBIT, AND SUPPORT FOR ZOO SPECIAL EVENTS SUCH AS BOO AT THE L.A. ZOO ENJOYED BY MORE THAN 20,000 TRICK-OR-TREATERS, BIG BUNNY'S SPRING FLING WITH ATTENDANCE OF OVER 36,000, ELEPHANT AWARENESS WEEKEND OFFERING SPECIAL TALKS AND TOURS CELEBRATING THE ZOO'S LARGEST RESIDENTS, AND THE FIRST-EVER L.A. ZOO COMIC JUNGLE FEATURING AUTHORS, ILLUSTRATORS, AND COOL COSTUMED CHARACTERS - STAFFING AND SUPPLIES FOR THE MURIEL'S RANCH ANIMAL CONTACT AREA IN THE WINNICK FAMILY CHILDREN'S ZOO WHICH WAS VISITED BY 316,300 GUESTS - BEHAVIORAL ENRICHMENT AND RESEARCH PROGRAMS TO ENHANCE THE WELL-BEING OF THE ZOO'S ANIMAL COLLECTION AND TO SUPPORT THE ANIMAL CARE STAFF, INCLUDING "SNOW DAYS" WHERE SUMATRAN TIGERS AND SEVERAL OTHER SPECIES DELIGHTED IN ARCTIC TREATS AND COOL, SNOW-FILLED EXHIBITS - CRITICAL SPECIES CONSERVATION PROGRAMS AT THE ZOO AND AROUND THE GLOBE, AS WELL AS SPONSORSHIP OF THE DUTTENHAVER ANIMAL CONSERVATION FIELD STUDY TEAM TO STUDY SOUTH AMERICAN SPECIES ON A PERUVIAN AMAZON RIVERBOAT EXPEDITION AND SPONSORSHIP OF A SLOAN ANIMAL KEEPER ADVANCED STUDIES GRANT RECIPIENT TO ASSIST THE MOHOLOHOLO WILDLIFE REHABILITATION CENTER IN SOUTH AFRICA - ANIMAL ACQUISITION AT THE ZOO, SUPPORTING THE ARRIVAL OF NEW RESIDENTS SUCH A BALI MYNAH, A PAIR OF JAPANESE SEROW, A NEW MALE KOALA FROM THE TARONGO ZOO IN AUSTRALIA PROVIDING NEW GENETICS TO THE COLONY, A SOUTHERN HAIRY-NOSED WOMBAT FOR THE UPCOMING RE-OPENING OF THE AUSTRALIA HOUSE, AS WELL AS RED-BELLIED PIRANHAS, A PAIR OF EMERALD TREE BOAS AND COTTON-TOP TAMARINS FOR THE UPCOMING RAINFOREST OF THE AMERICAS EXHIBIT - MAINTENANCE FOR THE CHILDREN'S DISCOVERY CENTER AND THE CALIFORNIA CONDOR RESCUE ZONE, AN IMMERSIVE LEARNING PLAY SPACE WHICH SPOTLIGHTS THE CALIFORNIA CONDOR AND THE ZOO'S KEY ROLE IN THE SPECIES' REMARKABLE RECOVERY - EDUCATION PROGRAMS SUCH AS ZOOCAMP, WITH SCHOLARSHIPS OF NEARLY $33,000, AND THE ZOOPALS PROGRAM WHICH PROVIDED 1,850 CHILDREN AND 260 ADULTS FROM 35 UNDERSERVED SCHOOLS AND COMMUNITY GROUPS WITH FREE ADMISSION AND TRANSPORTATION TO THE ZOO PROGRAM SERVICE STATEMENT FORM 990, PART III, LINE 4C, PROGRAM SERVICE ACCOMPLISHMENTS: GLAZA PLANS AND CONDUCTS SPECIAL EVENTS, COMMUNITY EVENTS, AND TRAVEL PROGRAMS. ACTIVITIES DURING THE YEAR ENDED JUNE 30, 2013 INCLUDED: - MUSIC IN THE L.A. ZOO, WHERE VISITORS ENJOYED TWO EVENINGS OF MUSIC UNDER THE STARS - BREW AT THE L.A. ZOO, AN ADULTS-ONLY EVENT FEATURING LIVE MUSIC, COMEDY, PUB-STYLE FOOD, AND BEER FROM MORE THAN 20 LOCAL CRAFT BREWERIES - AN EDUCATIONAL WILDLIFE ADVENTURE TO THAILAND HOSTED BY GLAZA'S TRAVEL PROGRAM - LOBBYING ACTIVITIES RELATED TO GLAZA'S RELATIONSHIP WITH THE CITY OF LOS ANGELES, INCLUDING THE REQUEST FOR PROPOSALS FOR ZOO GOVERNANCE AND THE MOU FOR MARKETING AND PUBLIC RELATIONS AND SITE RENTALS AND CATERED EVENTS - STAFFING FOR A FULL PROGRAM OF SPECIAL EVENTS FOR MEMBERS AND PATRONS, AND STAFF SUPPORT FOR LOS ANGELES ZOO MARKETING AND COMMUNITY EVENTS FORM 990, PART VI, SECTION A, LINE 6 GLAZA IS ORGANIZED AS A MEMBERSHIP ORGANIZATION. MEMBERS ELECT A VOLUNTARY BOARD OF TRUSTEES. THE BOARD OF TRUSTEES HIRES THE PRESIDENT AND MEETS ON A REGULAR BASIS TO OVERSEE THE OPERATIONS OF THE ASSOCIATION. THE BOARD OF TRUSTEES HAS THE FULL AUTHORITY TO RUN THE ORGANIZATION IN ALL MATTERS, WITH THE EXCEPTION OF ELECTION OF TRUSTEES TO FULL TERMS ON THE BOARD OF TRUSTEES AND CHANGES OR MODIFICATIONS TO THE ARTICLES OF INCORPORATION. IN ADDITION, THE BOARD OF TRUSTEES OR ANY MEMBER CAN BRING ANY BUSINESS TO THE ANNUAL MEETING OF MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A GLAZA IS ORGANIZED AS A MEMBERSHIP ORGANIZATION. MEMBERS ELECT A VOLUNTARY BOARD OF TRUSTEES. THE BOARD OF TRUSTEES HIRES THE PRESIDENT AND MEETS ON A REGULAR BASIS TO OVERSEE THE OPERATIONS OF THE ASSOCIATION. THE BOARD OF TRUSTEES HAS THE FULL AUTHORITY TO RUN THE ORGANIZATION IN ALL MATTERS, WITH THE EXCEPTION OF ELECTION OF TRUSTEES TO FULL TERMS ON THE BOARD OF TRUSTEES AND CHANGES OR MODIFICATIONS TO THE ARTICLES OF INCORPORATION. IN ADDITION, THE BOARD OF TRUSTEES OR ANY MEMBER CAN BRING ANY BUSINESS TO THE ANNUAL MEETING OF MEMBERS. FORM 990, PART VI, SECTION A, LINE 7B GLAZA IS ORGANIZED AS A MEMBERSHIP ORGANIZATION. MEMBERS ELECT A VOLUNTARY BOARD OF TRUSTEES. THE BOARD OF TRUSTEES HIRES THE PRESIDENT AND MEETS ON A REGULAR BASIS TO OVERSEE THE OPERATIONS OF THE ASSOCIATION. THE BOARD OF TRUSTEES HAS THE FULL AUTHORITY TO RUN THE ORGANIZATION IN ALL MATTERS, WITH THE EXCEPTION OF ELECTION OF TRUSTEES TO FULL TERMS ON THE BOARD OF TRUSTEES AND CHANGES OR MODIFICATIONS TO THE ARTICLES OF INCORPORATION. IN ADDITION, THE BOARD OF TRUSTEES OR ANY MEMBER CAN BRING ANY BUSINESS TO THE ANNUAL MEETING OF MEMBERS. FORM 990, PART VI, SECTION B, LINE 11 THE FORM 990 IS PREPARED BY THE ASSOCIATION'S STAFF, REVIEWED BY THE ASSOCIATION'S INDEPENDENT ACCOUNTING FIRM AND PRESENTED TO THE ASSOCIATION'S AUDIT COMMITTEE. IT IS PROVIDED TO THE ASSOCIATION'S ENTIRE GOVERNING BODY PRIOR TO ELECTRONIC FILING WITH THE INTERNAL REVENUE SERVICE. FORM 990, PART VI, SECTION B, LINE 12C THE ASSOCIATION REGULARLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT OF INTEREST POLICY BY ANNUALLY DISTRIBUTING THE ASSOCIATION'S WRITTEN CONFLICT OF INTEREST POLICY, AS WELL AS A LIST OF BUSINESSES WITH WHICH THE ASSOCIATION HAD SIGNIFICANT RELATIONSHIPS DURING THE PRIOR YEAR AND A CONFLICT OF INTEREST DISCLOSURE STATEMENT FORM THAT MUST BE COMPLETED AND RETURNED TO THE ASSOCIATION. AVOIDING CONFLICTS OF INTEREST IS DIRECTED NOT ONLY TO THE ENTIRE GOVERNING BODY, BUT ALSO TO SENIOR STAFF WHO CAN INFLUENCE THE ACTIONS OF THE ASSOCIATION, MAKE COMMITMENTS ON THE ZOO OR THE ASSOCIATION'S BEHALF, AND/OR HAVE ACCESS TO CONFIDENTIAL INFORMATION CONCERNING THE ASSOCIATION AND ITS CONSTITUENCIES. FORM 990, PART VI, SECTION B, LINE 15 IN COMPLIANCE WITH THE CALIFORNIA NONPROFIT INTEGRITY ACT (S.B. 1262), THE ASSOCIATION'S INDEPENDENT EXECUTIVE COMPENSATION COMMITTEE REVIEWS AND APPROVES THE COMPENSATION OF THE ASSOCIATION'S PRESIDENT AND THE VICE PRESIDENT, CHIEF FINANCIAL OFFICER. THE EXECUTIVE COMPENSATION COMMITTEE REVIEWS COMPARABILITY DATA, COMPENSATION HISTORY, AND PERFORMANCE EVALUATIONS FOR THESE OFFICERS AND DOCUMENTS ITS WORK. THE COMMITTEE DELIBERATES AND PRESENTS ITS RECOMMENDATIONS TO THE FULL BOARD OF TRUSTEES FOR APPROVAL. FORM 990, PART VI, SECTION C, LINE 19 THE ASSOCIATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, ANNUAL AUDITED FINANCIAL STATEMENTS, AND ANNUAL INFORMATION RETURNS AVAILABLE TO THE PUBLIC UPON REQUEST.