2013-11-07T14:37:51-06:00 2013-03-31 742386663 HAASS LINDOW & CAMPSEY PC 8122 DATAPOINT DR SUITE 830 SAN ANTONIO TX 78229 990 2012-04-01 741075466 SAN ANTONIO LIVESTOCK EXPOSITION INC SANA 2102255851 P O BOX 200230 SAN ANTONIO TX 78220 KEITH MARTIN 2102255851 2013-10-31 1 ARTHUR L CAMPSEY P00066680 2106970660 2013-10-28 2012 2015-11-30 17:44:51Z KEITH MARTIN 723 ATT CENTER PARKWAY SAN ANTONIO TX 78219 37642246 0 X WWW.SARODEO.COM X 1948 TX NATURE OF ORGANIZATION - THE SAN ANTONIO LIVESTOCK EXPOSITION, INC. (S.A.L.E.) IS A NON-PROFIT ORGANIZATION OWNED AND OPERATED BY ITS MEMBERS, WHICH WAS FOUNDED IN 1948. ITS PURPOSE IS TO INSTRUCT THE PUBLIC ON AGRICULTURAL MATTERS BY CONDUCTING ANNUAL PUBLIC FAIRS AND EXHIBITIONS OF LIVESTOCK, POULTRY AND FARM PRODUCTS AND IN CONNECTION THEREWITH TO CARRY OUT LIVESTOCK AUCTIONS, RODEOS, MIDWAY CARNIVAL AND OTHER RELATED ACTIVITIES. ITS LARGEST ACTIVITY IS THE ANNUAL SAN ANTONIO STOCK SHOW AND RODEO HELD EACH FEBRUARY. 12 12 313 5500 0 0 5213658 6153389 21898830 21494350 696257 772690 0 1044345 27808745 29464774 5124619 4887212 0 0 4195640 4664149 0 0 0 18939953 19026770 28260212 28578131 -451467 886643 42095858 44804743 18233701 19886919 23862157 24917824 X THE OPENING SENTENCE IN SAN ANTONIO LIVESTOCK EXPOSITION'S (SALE) WEBSITE - "A VOLUNTEER ORGANIZATION THAT EMPHASIZES AGRICULTURE AND EDUCATION TO DEVELOP THE YOUTH OF TEXAS" SUMS UP THERE MISSION (SEE THE WEBSITE FOR THE FULL DESCRIPTION OF ITS MISSION STATEMENT). 0 0 26440214 4887212 22216441 SAN ANTONIO LIVESTOCK EXPOSITION (SALE) ANNUALLY CELEBRATES LIVESTOCK, COWBOYS, RURAL LIFE AND YOUTH ACTIVITIES WITH ITS ANNUAL SAN ANTONIO STOCK SHOW AND RODEO HELD EACH FEBRUARY. THERE ARE VARIOUS SHOWS AND ACTIVITIES THAT HELP TO EDUCATE THE PUBLIC IN THE MANY ASPECTS OF THESE EVENTS. VARIOUS SCHOLARSHIPS AND FUNDS ARE AWARDED TO INDIVIDUAL ENTRIES IN THE STOCK SHOW WHICH ENABLES THEM TO EXTEND THEIR EDUCATIONS. NET FUNDS FROM THESE AND OTHER ACTIVITIES ARE USED TO AWARD SCHOLARSHIPS FOR THOSE QUALIFIED INDIVIDUALS.DURING FEBRUARY 2013, THE PROGRAM INCLUDED 18 DAYS OF EVENTS THAT HAD AN ATTENDANCE OF APPROXIMATELY 1.5 MILLION PEOPLE. DURING THE VARIOUS LIVESTOCK AND OTHER COMPETITIONS, OVER 500 INDIVIDUALS WERE AWARDED SCHOLARSHIPS, THERE WERE OVER 17,000 LIVESTOCK COMPETITORS, OVER 6,600 ENTRIES IN THE HORSE SHOW COMPETITION, OVER 400 COMPETITORS IN THE CALF SCRAMBLE, OVER 900 PARTICIPANTS IN THE JUNIOR LIVESTOCK AUCTION, AND OVER 800 COMPETITORS IN THE STOCK SHOW STAMPEDE. THERE WERE OVER 5,000 VOLUNTEERS THAT HELPED IN ALL PHASES AND ASPECTS OF THIS EVENT AND CONTRIBUTED TO ITS OVERALL SUCCESS. 26440214 1 1 0 0 0 0 0 0 0 1 1 0 0 0 1 0 1 0 0 0 0 0 0 0 1 1 0 1 0 1 0 0 0 0 0 0 0 1 1 0 0 0 0 0 0 0 0 1 822 0 1 313 1 0 0 0 0 0 1 1 0 0 0 0 X 12 12 1 0 0 0 1 1 0 1 1 0 0 1 1 1 1 1 1 1 1 0 X BETTY ROST 2102255851 723 ATT CENTER PARKWAY SAN ANTONIO TX 78219 RUSTY COLLIER 2.00 X 0 0 0 STEVE BRIDGES 2.00 X 0 0 0 FRED PETMECKY 2.00 X 0 0 0 JAMES F CLINGMAN 2.00 X 0 0 0 TINA HAYNES 2.00 X 0 0 0 JOE E HUTCHISON 2.00 X 0 0 0 PAT FROST 2.00 X 0 0 0 TOM LOEFFLER 2.00 X 0 0 0 ELAINE VAN DE WALLE THOMPSON 2.00 X 0 0 0 JOE SOULES 2.00 X 0 0 0 CODY DAVENPORT 2.00 X 0 0 0 JOHN ZACHRY 2.00 X 0 0 0 R KEITH MARTIN 50.00 X 423935 0 421719 BETTY ROST 50.00 X 157500 0 67807 GLEN A PHILLIPS 50.00 X 162000 0 30423 PAMELA J REW 50.00 X 155500 0 46270 DEBBIE SCHRONK 50.00 X 169800 0 47338 CHRISTOPHER M DERBY 50.00 X 106500 0 10947 1175235 0 624504 6 0 1 0 JOERIS CONSTRUCTION 1390 E BITTERS SAN ANTONIO TX 78216 CONSTRUCTION/BUILDINGS 3169345 COLISEUM ADVISORY BOARD 3201 E HOUSTON ST SAN ANTONIO TX 78219 PROPERTY RENTAL/SERVICES 1724328 PRCA 101 PRO RODEO DR COLORADO SPRINGS CO 80919 RODEO/ENTERTAINMENT/ACTIVITIES 1325488 LADY A'D PRODUCTIONS INC PO BOX 340020 NASHVILLE TN 37203 ENTERTAINMENT 600000 COMMUNITY ARENAS MANAGEMENT ONE ATT CENTER PARKWAY SAN ANTONIO TX 78219 MGMNT OF FACILITIES 561374 32 261400 5891989 275793 6153389 STOCK SHOW AND RODEO 711300 20261654 20261654 OTHER RELATED EVENTS AND ACTIVITI 711300 1232696 1232696 21494350 548121 548121 6605580 30090 6394203 16898 211377 13192 224569 224569 1508751 261400 1186497 322254 322254 530663 161244 369419 369419 771302 418630 352672 352672 29464774 22216441 0 1094944 X 4887212 4887212 1175235 485235 690000 2476776 2396672 80104 534792 534792 241011 111011 130000 236335 185657 50678 15065 15065 15175 15175 1240749 1240749 1549227 1389227 160000 10567 4144 6423 951293 707010 244283 LIVESTOCK AUCTIONS PREM 4964921 4964921 ENTERTAINMENT - RODEO 3550371 3550371 RODEO PRODUCTION 2108346 2108346 TRASH REMOVAL/SHOW CLEA 691724 691724 3929332 3717935 211397 28578131 26440214 2137917 0 7727625 7629269 5529186 4398792 2478742 3224154 46714 47997 160923 162969 25303885 11961719 13354243 13342166 10037759 12198862 2705918 3753804 54748 46730 42095858 44804743 1719188 1902790 10734636 12859537 32204 19937 5747673 5104655 18233701 19886919 X 23350445 24352719 281776 335169 229936 229936 23862157 24917824 42095858 44804743 886643 169024 0 X X 0 1 X 1 0 X 774539 1618597 4987171 5213658 5966480 18560445 23059603 23425938 21040713 21898830 23798221 113223305 23834142 25044535 26027884 27112488 29764701 131783750 0 0 0 131783750 764878 490606 448502 482636 548121 2734743 764878 490606 448502 482636 548121 2734743 24599020 25535141 26476386 27595124 30312822 134518493 0.97970 0.97470 0.02030 0.02530 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 329487 1665 331152 327353 2134 329487 322853 4500 327353 315797 7056 322853 304081 11716 315797 0 0 19021682 8963691 10057991 6282203 2998028 3284175 13342166 FROST TOTAL RETURN BOND FUND INSTL 3753804 F 3753804 CURRENT PORTION - SCHOLARSHIPS 2694637 CALF SCRAMBLE CERTIFICATES 184800 DEFERRED COMPENSATION PAYABLE 2225218 5104655 X 30661023 169024 169024 30491999 -1027225 -1027225 29464774 29605356 0 29605356 -1027225 -1027225 28578131 DESCRIPTION OF INTENDED USE OF ENDOWMENT FUNDS: PART V, LINE 4: THE INITIAL PRINCIPAL CONTRIBUTION IS PERMANENTLY RESTRICTED AND THE EARNINGS FROM THIS IS TO BE USED TO FUND SCHOLARSHIPS. DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X, LINE 2: THERE ARE NO UNCERTAIN TAX POSITIONS UNDER FIN 48 PART XI, LINE 4B - RECLASS OF SPECIAL EVENTS EXPENSES $45,392 DONATION OF RAFFLE NON-CASH PRIZES $119,029 DONATION OF FUNDRAISING NON-CASH PRIZES $186,909 FUNDRAISING EXPENSES $(1,186,497) TOTAL $(1,027,225) PART XII, LINE 4C- RECLASS OF SPECIAL EVENTS EXPENSES $45,392 DONATION OF RAFFLE NON-CASH PRIZES $119,029 DONATION OF FUNDRAISING NON-CASH PRIZES $186,909 FUNDRAISING EXPENSES $(1,186,497) TOTAL $(1,027,225) GO RODEO GALA 572289 120814 451475 118627 125010 29146 65997 FASHION SHOW 256636 256636 29228 12776 38589 5 941226 140586 800640 500 68282 97328 135138 86948 378928 1770151 261400 1508751 500 186909 97328 289376 128870 483514 1186497 322254 530663 119029 42215 1 1.00000 530663 119029 42215 161244 369419 TX 0 TEXAS DOES NOT REQUIRE REGISTRATION OF ACTIVITIES AT THIS TIME. 0 0 0 1.00000 BETTY ROST PO BOX 200230 SAN ANTONIO TX 78220 0 NONE THERE IS NO FORMAL GAMING MANAGER. ALL IS VOLUNTEER WITH THE HELP OF THE STAFF. 0 1 ABILENE CRHISTIAN UNIVERSITY ACU BOX 29007 ABILENE TX 79699 750851900 501 (C)(3) 24182 SCHOLARSHIPS FOR STUDENTS ALAMO COLLEGES FOUNDATION INC 201 W SHERIDAN SUITE C-3 SAN ANTONIO TX 78204 742422589 501 (C)(3) 108500 SCHOLARSHIPS FOR STUDENTS ANGELO STATE UNIVERSITY PO BOX 11015 SAN ANGELO TX 76909 756002403 PUBLIC SCHOOL 108586 SCHOLARSHIPS FOR STUDENTS BAYLOR UNIVERSITY ONE BEAR PLACE WACO TX 76798 741159753 501 (C)(3) 11706 SCHOLARSHIPS FOR STUDENTS BEXAR COUNTY MASTER GARDENERS 3355 CHERRY RIDGE DR 208 SAN ANTONIO TX 78230 742600978 501 (C)(3) 36600 GENERAL SUPPORT BLINN COLLEGE 902 COLLEGE AVE BRENHAM TX 77833 746000400 PUBLIC SCHOOL 66875 SCHOLARSHIPS FOR STUDENTS CLARENDON COLLEGE PO BOX 968 CLARENDON TX 79226 756055652 PUBLIC SCHOOL 6000 SCHOLARSHIPS FOR STUDENTS HAPPY HILL ACADEMY 3846 N HWY 144 GRANBURY TX 76048 510236530 501 (C)(3) 50000 SCHOLARSHIPS FOR STUDENTS HOWARD PAYNE UNIVERSITY 1000 FISK AVE BROWNWOOD TX 76801 750800653 501 (C)(3) 13000 SCHOLARSHIPS FOR STUDENTS LINCOLN EDUCATIONAL SERVICES DBA LINCOLN COLLEGE OF TECHNOLOGY 2915 ALOUETTE DR GRAND PRAIRIE TX 75052 222074593 PUBLIC SCHOOL 16800 SCHOLARSHIPS FOR STUDENTS LUBBOCK CHRISTIAN UNIVERSITY 5601 19TH ST LUBBOCK TX 79407 750950119 501 (C)(3) 18000 SCHOLARSHIPS FOR STUDENTS LYME ACADEMY OF FINE ARTS INC DBA LYME ACADEMY COLLEGE OF FINE ARTS 84 LYME ST OLD LYME CT 060942210 060942210 501 (C)(3) 7064 SCHOLARSHIPS FOR STUDENTS MCLENNAN COLLEGE 1400 COLLEGE DR WACO TX 76708 741541260 PUBLIC SCHOOL 10250 SCHOLARSHIPS FOR STUDENTS MCMURRY UNIVERSITY BOX 308 MCMURRY STATION ABILENE TX 79697 750855633 501 (C)(3) 5000 SCHOLARSHIPS FOR STUDENTS NORTH CENTRAL TEXAS COLLEGE 1525 W CALIFORNIA GAINESVILLE TX 76240 751050382 PUBLIC SCHOOL 7000 SCHOLARSHIPS FOR STUDENTS OUR LADY OF THE LAKE UNIVERSITY 411 SW 24TH ST SAN ANTONIO TX 78207 741109631 501 (C)(3) 70625 SCHOLARSHIPS FOR STUDENTS PRAIRIE VIEW A&M UNIVERSITY PO BOX 1005 PRAIRIE VIEW TX 77446 746001078 PUBLIC SCHOOL 39125 SCHOLARSHIPS FOR STUDENTS RICE UNIVERSITY 6100 MAIN ST HOUSTON TX 77005 741109620 501 (C)(3) 5000 SCHOLARSHIPS FOR STUDENTS SAM HOUSTON STATE UNIVERSITY PO BOX 2537 HUNTSVILLE TX 77341 746001430 PUBLIC SCHOOL 86625 SCHOLARSHIPS FOR STUDENTS SAN ANTONIO BOTANICAL SOCIETY 555 FUNSTON PLACE SAN ANTONIO TX 78209 742178792 501 (C)(3) 6200 GENERAL SUPPORT SAVANNAH COLLEGE OF ART & DESIGN PO BOX 2701 SAVANNAH GA 31402 581357177 501 (C)(3) 24231 SCHOLARSHIPS FOR STUDENTS SCHREINER UNIVERSITY 2100 MEMORIAL BLVD KERRVILLE TX 78028 741193459 501 (C)(3) 60405 SCHOLARSHIPS FOR STUDENTS SOUTH PLAINS COLLEGE 1401 S COLLEGE AVE LEVELLAND TX 79336 756004667 PUBLIC SCHOOL 22875 SCHOLARSHIPS FOR STUDENTS ST MARY'S UNIVERSITY ONE CAMINO SANTA MARIA SAN ANTONIO TX 78228 741143128 501 (C)(3) 101000 SCHOLARSHIPS FOR STUDENTS STEPHEN F AUSTIN STATE UNIVERSITY 1936 NORTH ST NACOGDOCHES TX 75962 756002514 PUBLIC SCHOOL 9000 SCHOLARSHIPS FOR STUDENTS SUL ROSS STATE UNIVERSITY PO BOX C-144 ALPINE TX 79832 746000027 PUBLIC SCHOOL 38750 SCHOLARSHIPS FOR STUDENTS SW TEXAS JUNIOR COLLEGE 2401 GARNER FIELD RD UVALDE TX 78801 746002420 PUBLIC SCHOOL 12250 SCHOLARSHIPS FOR STUDENTS TARLETON STATE UNIVERSITY 1333 W WASHINGTON STEPHENVILLE TX 76401 756001870 PUBLIC SCHOOL 126916 SCHOLARSHIPS FOR STUDENTS TEXAS 4-H YOUTH DEVELOPMENT FOUNDATION PO BOX 11020 COLLEGE STATION TX 77842 746091147 501 (C)(3) 12208 SCHOLARSHIPS FOR STUDENTS AND GENERAL SUPPORT TEXAS A&M FOUNDATION 401 GEORGE BUSH DR COLLEGE STATION TX 77840 742245072 501 (C)(3) 123379 GENERAL SUPPORT TEXAS A&M UNIVERSITY 401 GEORGE BUSH DR COLLEGE STATION TX 77840 746000531 PUBLIC SCHOOL 792094 SCHOLARSHIPS FOR STUDENTS TEXAS A&M UNIVERSITY COMMERCE PO BOX 3011 COMMERCE TX 75429 756001353 PUBLIC SCHOOL 8000 SCHOLARSHIPS FOR STUDENTS TEXAS A&M UNIVERSITY AT CORPUS CHRISTI 6300 OCEAN DR CORPUS CHRISTI TX 78412 741760663 PUBLIC SCHOOL 20750 SCHOLARSHIPS FOR STUDENTS TEXAS A&M UNIVERSITY AT SAN ANTONIO 1450 GILLETTE BLVD SAN ANTONIO TX 78224 264168896 PUBLIC SCHOOL 9625 SCHOLARSHIPS FOR STUDENTS TEXAS A&M SAN ANTONIO FOUNDATION ONE UNIVERSITY WAY SAN ANTONIO TX 78224 260895198 501 (C)(3) 10500 GENERAL SUPPORT/SCHOLARSHIPS FOR STUDENTS TEXAS AGRILIFE EXTENSION SERVICE 2147 TAMU COLLEGE STATION TX 77843 746000531 PUBLIC SCHOOL 33000 GENERAL SUPPORT TEXAS CHRISTIAN UNIVERSITY PO BOX 297011 FORT WORTH TX 76129 750827465 501 (C)(3) 18311 SCHOLARSHIPS FOR STUDENTS TEXAS LUTHERAN UNIVERSITY 1000 WEST COURT ST SEGUIN TX 78155 741109748 501 (C)(3) 16664 SCHOLARSHIPS FOR STUDENTS TEXAS STATE TECHNICAL COLLEGE REGENTS CIRCLE-WACO 3801 CAMPUS DR WACO TX 76705 752892470 501 (C)(3) 16000 SCHOLARSHIPS FOR STUDENTS TEXAS STATE UNIVERSITY 601 UNIVERSITY SAN MARCOS TX 78666 746002248 PUBLIC SCHOOL 62516 SCHOLARSHIPS FOR STUDENTS TEXAS TECH FOUNDATION PO BOX 42123 LUBBOCK TX 79409 756043842 501 (C)(3) 213966 GENERAL SUPPORT TEXAS TECH UNIVERSITY PO BOX 42123 LUBBOCK TX 79409 756002622 PUBLIC SCHOOL 355167 SCHOLARSHIPS FOR STUDENTS THE FOREVER FOUNDATION FOR TEXAS WILDLIFE 2800 NE LOOP 410 SAN ANTONIO TX 78218 742605516 501 (C)(3) 207100 GENERAL SUPPORT TRINITY UNIVERSITY 715 STADIUM DR SAN ANTONIO TX 78212 741109633 501 (C)(3) 36250 SCHOLARSHIPS FOR STUDENTS UNIVERSITY OF MARY HARDIN BAYLOR 900 COLLEGE ST BELTON TX 76513 741161940 501 (C)(3) 6000 SCHOLARSHIPS FOR STUDENTS UNIVERSITY OF NORTH TEXAS PO BOX 311370 DENTON TX 76203 756002149 PUBLIC SCHOOL 5680 SCHOLARSHIPS FOR STUDENTS UNIVERSITY OF TEXAS AT AUSTIN PO BOX 7758 UT STATION AUSTIN TX 78713 746000203 PUBLIC SCHOOL 30365 SCHOLARSHIPS FOR STUDENTS UNIVERSITY OF TEXAS AT SAN ANTONIO 6900 N LOOP 1604 SAN ANTONIO TX 78249 741717115 PUBLIC SCHOOL 142754 SCHOLARSHIPS FOR STUDENTS UNIVERSITY OF TEXAS HEALTH SCIENCE CENTER AT SA 7703 FLOYD CURL DR SAN ANTONIO TX 78229 741586031 PUBLIC SCHOOL 278701 SCHOLARSHIPS FOR STUDENTS UNIVERSITY OF THE INCARNATE WORD 4301 BROADWAY SAN ANTONIO TX 78209 741109661 501 (C)(3) 98000 SCHOLARSHIPS FOR STUDENTS WEATHERFORD COLLEGE 225 COLLEGE PARK DR WEATHERFORD TX 76086 756002862 PUBLIC SCHOOL 7250 SCHOLARSHIPS FOR STUDENTS WEST TEXAS A&M UNIVERSITY WTAMU BOX 60939 CANYON TX 79016 756031405 PUBLIC SCHOOL 50764 SCHOLARSHIPS FOR STUDENTS WESTMONT COLLEGE 955 LA PAZ ROAD SANTA BARBARA CA 93108 951684793 501 (C)(3) 13326 SCHOLARSHIPS FOR STUDENTS WHARTON COUNTY JUNIOR COLLEGE 911 BOLING HWY WHARTON TX 77488 746002562 PUBLIC SCHOOL 5250 SCHOLARSHIPS FOR STUDENTS PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: THE ORGANIZATION GIVES OUT GRANTS AND SCHOLARSHIPS TO SCHOOLS AND OTHER TAX EXEMPT ENTITIES TO FURTHER THEIR EXEMPT PURPOSE. THE ORGANIZATION REQUIRES THE AWARDED ENTITIES TO SUBMIT REPORTS RELATED TO THE USEAGE OF THE FUNDS RECEIVED, WHICH HELPS IN THE DETERMINATION OF FUTURE AWARDS. 1 X X X X 0 1 0 0 0 0 0 0 0 R KEITH MARTIN 333935 0 90000 0 0 0 416682 0 0 5037 840617 5037 0 0 BETTY ROST 132500 0 25000 0 0 0 62955 0 0 4852 220455 4852 0 0 GLEN A PHILLIPS 137000 0 25000 0 0 0 25571 0 0 4852 187571 4852 0 0 PAMELA J REW 130500 0 25000 0 0 0 41418 0 0 4852 196918 4852 0 0 DEBBIE SCHRONK 144800 0 25000 0 0 0 42486 0 0 4852 212286 4852 0 0 PART I, LINE 4B IN 2008, THE AUDIT, FINANCE AND COMPENSATION SUBCOMMITTEE OF THE EXECUTIVE COMMITTEE OF SALE ESTABLISHED A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) FOR THE EXECUTIVE LEADERSHIP OF SALE WITH THE INTENT TO PROMOTE STABILITY, RETENTION, CAPABILITY, AND ATTRACTIVENESS TO THE EXECUTIVE LEADERSHIP.SINCE THE EXECUTIVE DIRECTOR HAD BEEN WORKING AT SALE SINCE 1989 AND THE OTHERS FOR SHORTER PERIODS, SALE WAS HAVING TO ACCELERATE PAYMENTS TO FUND THE PLAN. THE FOLLOWING INDIVIDUALS WERE PARTICIPANTS IN THE SECTION 457(F) NONQUALIFIED DEFERRED COMPENSATION PLAN, FOR WHICH $534,792 WAS EXPENSED DURING THE FISCAL YEAR ENDED MARCH 31, 2013. THE INDIVIDUALS ARE: R. KEITH MARTIN, GLEN A. PHILLIPS, PAMELA J. REW, DEBBIE SCHRONK, AND BETTY ROSS. IN ADDITION, AN ACCRUAL OF THESE BENEFITS WERE MADE FOR $543,245 FOR THE FISCAL YEAR ENDED MARCH 31, 2013. INCLUDED IN PART II, COLUMN C (BUT ALSO INCLUDES THE EMPLOYER'S CONTRIBUTION TO THEIR RETIREMENT PLAN) ARE THE CURRENT YEAR DEFERRALS FOR THE SERP. THE TOTALS ARE AS FOLLOWS: R. KEITH MARTIN - $403,503, GLEN A. PHILLIPS - $17,351, PAMELA J. REW - $33,588, DEBBIE SCHRONK - $33,798, AND BETTY ROST - $55,005. A FEW OTHER THINGS CONSIDERED WHEN DRAFTING THE ARRANGEMENT TOOK INTO EFFECT 1) THE FUNDS ARE PAYABLE AT RETIREMENT AND SUBJECT TO SUBSTANTIAL RISK OF FORFEITURE 2) THE AUDIT, FINANCE AND COMPENSATION SUBCOMMITTEE HAS REVIEWED THE FORM 990, AND 3) SALE RELIED UPON REBUTTABLE PRESUMPTION GUIDELINES. TINA HAYNES TINA HAYNES IS AN OFFICER/OWNER OF SANGER AND ALTGELT INSURANCE AGENCY 350244 SALE HAS PROCURED INSURANCE FROM SANGER AND ALTGELT INSURANCE AGENCY FOR MANY YEARS, AND TINA HAS BEEN AN OFFICER WITH SALE THROUGH THE CURRENT FISCAL YEAR ENDED MARCH 31, 2013. 0 X CONSTRUCTION OF CABINETS,ELECTRIC, ENGINEERING 3 49705 STANDARD BILLING RATES FOR SIMILAR PROJECTS X ARCHITECT, GENERAL CONTRACTOR, FORM TOPS, PAINTING 4 39179 STANDARD BILLING RATES FOR SIMILAR PROJECTS 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 ONE OF THE DIRECTORS IS AN OFFICER/PART OWNER OF A BANK THAT PROVIDES SERVICES FOR THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 6 THE ORGANIZATION HAS OR HAD AT LEAST 8,439 LIFE MEMBERS OVER THE COURSE OF THEIR EXISTENCE, THAT HAVE PAID ANYWHERE FROM $100 TO $200 IN TOTAL TO BECOME A LIFE MEMBER. DURING FYE 3/31/13, A TOTAL OF $52,800 WAS RECEIVED FROM THE CURRENT LIFE MEMBERS (264 NEW MEMBERS). THE BOARD HAS DESIGNATED THESE AND PREVIOUS FUNDS COLLECTED FROM THE LIFE MEMBERS FOR SCHOLARSHIPS. ANNUALLY, THESE LIFE MEMBERS MEET AND CAS BALLOTS TO ELECT MEMBERS OF THE EXECUTIVE COMMITTEE, WHO PROVIDE FOR THE GOVERNANCE OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A DURING THE ANNUAL MEETING, THE LIFE MEMBERS ELECT THE CURRENT YEAR'S OFFICERS FROM A SELECTED GROUP OF INDIVIDUALS NOMINATED BY THE ELECTION COMMITTEE. FORM 990, PART VI, SECTION B, LINE 11 THE AUDIT COMMITTEE, A SUB-COMMITTEE OF THE FINANCE COMMITTEE/EXECUTIVE COMMITTEE, ALONG WITH SENIOR MANAGEMENT, REVIEWS THE FORM 990, AND ANY RECOMMENDATIONS ARE INCORPORATED IN THE RETURN, FOR WHICH THEY GIVE THEIR FINAL APPROVAL. FORM 990, PART VI, SECTION B, LINE 11 A COPY OF THE RETURN IS REVIEWED BY AT LEAST ONE MEMBER OF THE ORGANIZATION'S AUDIT COMMITTEE. FORM 990, PART VI, SECTION B, LINE 12C CONFLICT OF INTEREST STATEMENTS ARE CIRCULATED TO THE STAFF AND DIRECTORS EACH YEAR AND ANY CONFLICTING INTERESTS ARE NOTED AND FOLLOWED. FORM 990, PART VI, SECTION B, LINE 15 THE FINANCE SUB-COMMITTEE OF SAN ANTONIO LIVESTOCK EXPOSITION, INC (SALE) SERVES ALSO AS THE COMPENSATION COMMITTEE, AND DETERMINES AND RECOMMENDS TO THE EXECUTIVE COMMITTEE AMOUNTS TO BE PAID TO THE EXECUTIVE DIRECTOR AND OTHER EXECUTIVE LEADERS OF SALE. THE COMMITTEE USES OUTSIDE CONSULTANTS TO PERFORM COMPENSATION STUDIES TO HELP DETERMINE REASONABLE COMPENSATION AMOUNTS FOR ALL EMPLOYEES, BUT ESPECIALLY THE EXECUTIVE LEADERSHIP. DURING 2008, THE COMMITTEE ESTABLISHED A SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (SERP) FOR THE BENEFIT OF THE EXECUTIVE LEADERSHIP. ITS PHILOSOPHY/PURPOSE WAS TO PROMOTE STABILITY, RETENTION CAPABILITY AND ATTRACTIVENESS TO THE EXECUTIVE LEADERSHIP, AND TO RECOGNIZE AND REWARD INDIVIDUAL AND GROUP EXCELLENCE. THE SERP PLAN DESIGN FOR THE EXECUTIVE DIRECTOR, INCLUDES A TARGETED BENEFIT/LUMP SUM PAYMENT ACCORDING TO TERMS SET OUT IN THE PLAN AGREEMENT. THE SERP PLAN DESIGN FOR THE OTHERS, WILL INCLUDE A DEFINED CONTRIBUTION BENEFIT. THE BENEFIT IS NOT PAYABLE UNTIL AGE 66 OR DEATH, AND IS SUBJECT TO SUBSTANTIAL RISK OF FORFEITURE IF THEY LEAVE PRIOR TO AGE 66. THE EXECUTIVE DIRECTOR HAS BEEN EMPLOYED SINCE 1989, AND HAD SALE INITIATED A PLAN AT THAT TIME, THE ANNUAL COST WOULD HAVE BEEN MUCH LOWER. WHILE THE OTHERS HAVE BEEN HERE FOR SHORTER PERIODS, THEIR INVOLVEMENT IS JUST AS CRITICAL TO SALE. OTHER PLANS FOR RETENTION WERE REVIEWED BY THE COMMITTEES, BUT AFTER MUCH RESEARCH AND ANALYSIS, THE CURRENT PLAN WAS ADOPTED. THE ANNUAL EXPENSE RELATED TO THE SERP PLAN WAS NOT INCLUDED IN THE FORM 990'S FROM PRIOR YEARS, AND SHOULD HAVE INCLUDED INFORMATION SINCE 2008. FORM 990, PART VI, SECTION C, LINE 18 THE ORGANIZATION WILL FURNISH A COPY OF THEIR FORM 990 AND FORM 1023 UPON WRITTEN REQUEST. FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION WILL FURNISH A COPY OF THEIR GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY AND FINANCIAL STATEMENTS UPON WRITTEN REQUEST. ALL OTHER FUNCTIONAL EXPENSES FORM 990, PART IX, LINE 24E EMS/TICKET MASTER/ OTHER: PROGRAM SERVICE EXPENSES 591,430. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 591,430. MATERIALS, DECO. AND SUPPLIES: PROGRAM SERVICE EXPENSES 505,713. MANAGEMENT AND GENERAL EXPENSES 3,218. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 508,931. CAPITAL IMPROVEMENT FEE: PROGRAM SERVICE EXPENSES 392,170. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 392,170. UTILITIES: PROGRAM SERVICE EXPENSES 350,092. MANAGEMENT AND GENERAL EXPENSES 13,362. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 363,454. INSURANCE: PROGRAM SERVICE EXPENSES 322,217. MANAGEMENT AND GENERAL EXPENSES 32,641. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 354,858. REPAIRS AND MAINTENANCE: PROGRAM SERVICE EXPENSES 320,607. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 320,607. PREMIUMS PAID: PROGRAM SERVICE EXPENSES 312,265. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 312,265. COMMITTEE MEETINGS/OTHER: PROGRAM SERVICE EXPENSES 291,942. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 291,942. PRINTING AND SUPPLIES: PROGRAM SERVICE EXPENSES 263,410. MANAGEMENT AND GENERAL EXPENSES 26,276. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 289,686. CONTRACT SERVICES: PROGRAM SERVICE EXPENSES 241,928. MANAGEMENT AND GENERAL EXPENSES 38,659. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 280,587. WILDLIFE COMMITTEE EXPENSES: PROGRAM SERVICE EXPENSES 213,748. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 213,748. AWARDS AND RIBBONS: PROGRAM SERVICE EXPENSES 194,341. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 194,341. CALF SCRAMBLE WINNER AWARDS: PROGRAM SERVICE EXPENSES 184,800. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 184,800. EQUIPMENT RENTAL AND MAINTENANCE: PROGRAM SERVICE EXPENSES 167,588. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 167,588. INVESTMENT FEES: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 90,392. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 90,392. OTHER EXPENSE: PROGRAM SERVICE EXPENSES 80,444. MANAGEMENT AND GENERAL EXPENSES 6,849. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 87,293. BANK CHARGES: PROGRAM SERVICE EXPENSES 84,639. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 84,639. DECORATIONS AND SUPPLIES: PROGRAM SERVICE EXPENSES 74,413. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 74,413. PARKING: PROGRAM SERVICE EXPENSES 63,463. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 63,463. PROMOTIONAL EXPENSE: PROGRAM SERVICE EXPENSES 60,553. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 60,553. JUDGING AND SUPERINTENDENTS: PROGRAM SERVICE EXPENSES 60,013. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 60,013. ASSOCIATION DUES AND FEES: PROGRAM SERVICE EXPENSES 10,526. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 10,526. DONATIONS: PROGRAM SERVICE EXPENSES 4,250. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 4,250. REALLOCATION OF SALES ITEMS: PROGRAM SERVICE EXPENSES -30,814. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES -30,814. REALLOCATION OF RAFFLE ASSOCIATED EXPENSES: PROGRAM SERVICE EXPENSES -42,215. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES -42,215. REALLOCATION OF FUNDRAISING ASSOCIATED EXPENSES: PROGRAM SERVICE EXPENSES -999,588. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES -999,588. CHANGE IN SELECTION PROCESS FORM 990, PART XII, PAGE 12, LINE 2C THERE HAS BEEN NO CHANGE FROM THE PRIOR YEAR IN THE OVERSIGHT OR SELECTION PROCESS PERFORMED BY THE BOARD IN REVIEWING THE AUDIT AND TAX RETURN AND THE SELECTION OF THE AUDITING FIRM.