2012-05-15T17:14:49-05:00 2011-06-30 SINGERLEWAK LLP 10960 WILSHIRE BLVD STE 700 LOS ANGELES CA 900243783 990 2010-07-01 952369545 GREATER LOS ANGELES ZOO ASSOCIATION GREA 3236444766 5333 ZOO DRIVE LOS ANGELES CA 900271498 CONNIE M MORGAN 3236444766 2012-05-02 1 LIOR TEMKIN 3104773924 2012-05-02 2010 2016-02-24 21:20:13Z GLAZA CONNIE M MORGAN 5333 ZOO DRIVE LOS ANGELES CA 900271498 21426109 0 X WWW.LAZOO.ORG X 1963 CA SEE SCHEDULE O 40 39 57 900 0 0 8848560 14432802 1760486 1864141 324413 347026 -103876 -111408 10829583 16532561 5559926 19435813 0 0 3359100 3588493 600 5189 1346703 2446659 2724114 11366285 25753609 -536702 -9221048 22190408 29846756 1625376 15653491 20565032 14193265 X SEE SCHEDULE O 0 0 16509448 16509448 0 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 PROGRAMSDURING THE YEAR ENDED JUNE 30, 2011, GLAZA SUPPORTED THE ZOO IN A BREADTH OF PROJECTS AND PROGRAMS, INCLUDING:- DESIGN, CONSTRUCTION AND OPENING OF ELEPHANTS OF ASIA, A STATE-OF-THE-ART HOME FOR ENDANGERED ASIAN ELEPHANTS AND THE ZOO'S LARGEST EXHIBIT EVER- DESIGN AND CONSTRUCTION OF THE CALIFORNIA ARTS AND CRAFTS-STYLE PAVILION FOR THE TOM MANKIEWICZ CONSERVATION CAROUSEL, A HAND-CARVED WOOD "ENDANGERED SPECIES" CAROUSEL WHICH WILL PROVIDE A SIGNIFICANT NEW SOURCE OF ANNUAL INCOME TO SUPPORT THE ZOO'S OPERATIONS AND PROGRAMS- CONSTRUCTION OF CONDOR FACILITY IMPROVEMENTS TO FURTHER ENHANCE THE ZOO'S EFFORTS IN THE CAPTIVE BREEDING AND REINTRODUCTION OF CALIFORNIA CONDORS TO THE WILD- CRITICAL SPECIES CONSERVATION PROGRAMS AT THE ZOO AND AROUND THE GLOBE, INCLUDING SPONSORSHIP OF THE DUTTENHAVER ANIMAL CONSERVATION FIELD STUDY TEAM TO STUDY MACAWS IN PERU AND SPONSORSHIP OF SLOAN ANIMAL KEEPER ADVANCED STUDIES GRANT RECIPIENTS WHO TRAVELED TO KENYA TO STUDY COLOBUS MONKEYS AND ROTHSCHILD'S GIRAFFES- EDUCATION PROGRAMS SUCH AS THE BOEING POSTER PROGRAM WHICH ENABLED THE ZOO'S EDUCATION DIVISION TO CREATE THE "FROM STREETS TO STREAMS" WATER CONSERVATION-THEMED POSTER AND ACTIVITY GUIDE AND TO DISTRIBUTE IT TO 4,000 LOCAL CLASSROOMS, ZOOCAMP SCHOLARSHIPS OF OVER $40,000 PROVIDED TO 134 CHILDREN, AND THE ZOOPALS PROGRAM WHICH PROVIDED MORE THAN 3,000 CHILDREN FROM UNDERSERVED SCHOOLS AND COMMUNITY GROUPS WITH FREE ADMISSION AND TRANSPORTATION TO THE ZOO- RESEARCH AND BEHAVIORAL ENRICHMENT PROGRAMS TO ENHANCE THE WELL-BEING OF THE ZOO'S ANIMAL COLLECTION AND TO SUPPORT THE ANIMAL CARE STAFF, INCLUDING "SNOW DAYS," WHERE THE SUMATRAN TIGERS, SNOW LEOPARDS, AND ASIAN ELEPHANTS ENJOYED COOL, SNOW-FILLED EXHIBITS- ENHANCEMENTS TO 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 AND WHICH SERVED MORE THAN 50,000 GUESTS- INVESTMENT IN INNOVATIVE ANIMAL HEALTH CARE EQUIPMENT, INCLUDING PORTABLE CLINICAL ANALYZER EQUIPMENT- ANIMAL ACQUISITION AT THE ZOO, SUPPORTING THE ARRIVAL OF NEW RESIDENTS SUCH AS TWO FEMALE ASIAN ELEPHANTS, A FEMALE OKAPI AND A FEMALE SERVAL WHO ARRIVED ON BREEDING LOANS, A BALI MYNAH, FOUR PANAY CLOUD RATS, A CHINESE GIANT SALAMANDER, A BREEDING GROUP OF MOUNTAIN YELLOW-LEGGED FROGS AND THE SUBSEQUENT HATCHING OF TADPOLES TO BE RELEASED INTO THEIR NATURAL HABITAT- ZOO SPECIAL EVENTS SUCH AS BOO AT THE L.A. ZOO ENJOYED BY MORE THAN 18,000 TRICK-OR-TREATERS AND BIG BUNNY'S SPRING FLING WITH ATTENDANCE OF OVER 33,000 5813885 2926365 1815094 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 72,000 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 ZOOTHE 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-WEEKLYGLAZA 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, 2011, THE DOCENTS AND VOLUNTEERS LOGGED OVER 82,000 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 200 SCHOOLS- DOCENT-LED BIRD WALKS AND BOTANICAL TOURS- "ANIMALS & YOU" DOCENT PROGRAM WHICH OFFERED UP-CLOSE ANIMAL ENCOUNTERS TO MORE THAN 139,000 VISITORS- COMMUNITY OUTREACH TO 2,414 VISITORS AT COMMUNITY FAIRS, 16,108 STUDENTS AT "CLASSROOM SAFARI" PRESENTATIONS, AND 3,350 PEOPLE THROUGH "SPECIAL NEEDS OUTREACH"- DAILY ASSIGNMENTS AND PROCEDURES FOR THE ANIMAL COLLECTION, BEHAVIORAL ENRICHMENT, RESEARCH, AND MONITORING OF EXHIBITS- ZOO WORLD PATCH PROGRAM, WHERE NEARLY 500 SCOUTS EARNED PATCHES THROUGH DAY-LONG EXPLORATIONS OF THE ZOO AND ITS PLANT AND ANIMAL COLLECTIONS 501310 0 49047 GLAZA PLANS AND CONDUCTS SPECIAL EVENTS AND COMMUNITY EVENTS ACTIVITIES DURING THE YEAR ENDED JUNE 30, 2011 INCLUDED:- MUSIC IN THE ZOO, WHERE MORE THAN 4,000 VISITORS ENJOYED THREE EVENINGS OF MUSIC UNDER THE STARS- ELEPHANTS OF ASIA EXHIBIT OPENING CELEBRATIONS, WITH SPECIAL PREVIEWS FOR DONORS, MEMBERS, CELEBRITIES AND THE MEDIA- STAFFING FOR A FULL PROGRAM OF SPECIAL EVENTS FOR MEMBERS AND PATRONS AND STAFF SUPPORT FOR LOS ANGELES ZOO MARKETING AND COMMUNITY EVENTS. 22824643 1 1 0 0 0 0 0 0 0 1 1 0 0 0 0 1 1 0 0 0 1 1 0 0 1 1 0 1 0 1 0 0 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 1 67 0 1 57 1 0 0 0 0 0 1 1 0 0 0 1 0 X 40 39 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 RAUL A ANAYA 1.00 X 0 0 0 PETER ARKLEY 1.00 X 0 0 0 MARGOT ARMBRUSTER 1.00 X 0 0 0 JERYL BOWERS 1.00 X 0 0 0 RUSSELL BROWN 1.00 X 0 0 0 RICHARD D BYRD 1.00 X 0 0 0 MOHAN CHANDRAMOHAN 1.00 X 0 0 0 DUNCAN CRABTREE-IRELAND 1.00 X 0 0 0 NANCY LEIGH DENNIS 1.00 X 0 0 0 JEFFREY D DINTZER 1.00 X 0 0 0 LORRAINE FREEBERG 1.00 X 0 0 0 JONATHAN D JAFFREY 1.00 X 0 0 0 ANGELA JANKLOW 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 RONALD R MARDIGIAN 1.00 X 0 0 0 AMANDA MASSUCCI 1.00 X 0 0 0 HEATHER MNUCHIN 1.00 X 0 0 0 KATHY NELSON 1.00 X 0 0 0 HOLLY ROBINSON PEETE 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 SLASH 1.00 X 0 0 0 JESSICA CULLEN SMITH 1.00 X 0 0 0 RICHARD SNEIDER 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 NICK FRANKLIN 3.00 X X 0 0 0 GARY KAPLAN 3.00 X X 0 0 0 RICHARD LICHTENSTEIN 3.00 X X 0 0 0 ROBERT N RUTH 3.00 X X 0 0 0 LORI WINTERS SAMUELS 3.00 X X 0 0 0 LAURA Z WASSERMAN 3.00 X X 0 0 0 PHYLLIS KUPFERSTEIN 3.00 X X 0 0 0 DOMINIC J ORNATO 3.00 X X 0 0 0 CONNIE M MORGAN 37.50 X 303168 0 75351 JOSEPH E BONNER 37.50 X 176234 0 48802 EUGENIA VASELS RANDEL 37.50 X 138058 0 65698 SUZANNE TORGESON 30.00 X 113040 0 63753 BRIAN LEVITZ 37.50 X 105809 0 19837 836309 0 273441 5 0 1 0 SCHULTZ & WILLIAMS INC 325 CHESTNUT ST SUITE 700 PHILADELPHIA PA 19106 MEMBERSHIP DIRECT MAIL 597654 FENNER CONSTRUCTION INC 511 S FIRST AVE SUITE 350 ARCADIA CA 91006 CONSTRUCTION 461475 BLUE SHIELD OF CALIFORNIA FILE 55331 LOS ANGELES CA 90074 INSURANCE 339034 PACIFIC RIM PRINTERS 5760 HANNUM AVE CULVER CITY CA 90230 PRINTING & MAILING 158346 THE CAROUSEL WORKS INC 1285 JACK POLLOCK PARKWAY MANSFIELD OH 44905 EXHIBIT FABRICATION 135910 8 9211 5106863 946549 8370179 568424 14432802 CONCESSIONS COMMISSION 900099 1776304 1776304 87837 87837 1864141 336811 336811 4633255 4623040 10215 10215 10215 142000 946549 269099 -127099 -127099 17100 1409 15691 15691 16532561 1864141 0 235618 19357072 19357072 78741 78741 617362 212639 249259 155464 2251801 984738 598181 668882 151288 48542 40555 62191 370741 144445 135488 90808 197301 86381 57789 53131 66254 66254 65000 65000 5189 5189 83238 83238 269142 173809 35378 59955 42225 42161 64 362323 280372 51212 30739 84803 28564 41992 14247 4578 193 4385 26368 16239 3197 6932 15079 3068 9248 2763 33975 33975 43985 43985 91441 5508 85933 PRINTING & PUBLICATIONS 602308 545992 6531 49785 MEMBERSHIP EXPENSES 523700 523700 COMMUNITY EVENTS 179965 176744 336 2885 BANK FEES 152181 107368 35818 8995 DONOR BENEFITS 68225 68225 9324 8367 763 194 25753609 22824643 1582263 1346703 3225744 2907551 5275155 5440738 994136 4690412 234248 279259 23405 25225 60501 44820 1748023 753053 112776 994970 12138588 15323236 125855 140545 22190408 29846756 1590412 1917147 13693065 34964 43279 1625376 15653491 X 16028692 11076476 3568180 2133939 968160 982850 20565032 14193265 22190408 29846756 X -9221048 2849281 X X 0 1 1 X 0 X 10633872 10685408 10704959 8848560 14432802 55305601 1871348 1906253 1998575 1760486 1864141 9400803 168764 202615 198966 160662 159100 890107 12673984 12794276 12902500 10769708 16456043 65596511 1152410 792647 957791 1121437 1730334 5754619 1547309 1587945 1709384 1501836 1548593 7895067 2699719 2380592 2667175 2623273 3278927 13649686 51946825 582495 679225 362234 324779 336811 2285544 582495 679225 362234 324779 336811 2285544 13256479 13473501 13264734 11094487 16792854 67882055 0.76530 0.75800 0.03370 0.03910 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 12672616 3097579 15770195 10764783 80000 1827833 12672616 11991229 816125 -2042571 10764783 0.91410 0.05340 0.03250 0 0 99149 65871 33278 835734 687182 148552 813140 813140 994970 16532561 25753609 -9221048 2834591 14690 2849281 -6371767 19298604 2834591 14690 2849281 16449323 83238 83238 16532561 25670371 0 25670371 83238 83238 25753609 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. THIS UNRESTRICTED ENDOWMENT IS USED NOW TO COLLATERALIZE A LINE OF CREDIT THAT WILL PROVIDE FUNDS 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 THE UNRESTRICTED ENDOWMENT 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: 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, 2011, 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: JURISDICTION OPEN TAX YEARS - FEDERAL 2007- 2010 - STATE 2006- 2010 PART XI, LINE 8 - OTHER ADJUSTMENTS: NET UNREALIZED GAIN ON BENEFICIAL INTEREST IN PERPETUAL TRUSTS 14,690. PART XII, LINE 2D - OTHER ADJUSTMENTS: NET UNREALIZED GAIN ON BENEFICIAL INTEREST IN PERPETUAL TRUSTS 14,690. 1 0 0 0 0 0 0 0 0 0 X SOUTH AMERICA CONSERVATION: PACARANA 5000 WIRE TRANSFER N/A CASH GRANT EAST ASIA & THE PACIFIC CONSERVATION: PHILIPPINE WILDLIFE RECOVERY PROJECT 16000 WIRE TRANSFER N/A CASH GRANT EUROPE CONSERVATION: JAVAN WARTY PIG 7000 WIRE TRANSFER N/A CASH GRANT SOUTH ASIA CONSERVATION: SCHOOL AWARENESS PROGRAM ON ELEPHANTS 5000 WIRE TRANSFER N/A CASH GRANT EUROPE CONSERVATION: STELLER'S SEA EAGLE 5000 WIRE TRANSFER N/A CASH GRANT EAST ASIA & THE PACIFIC CONSERVATION: SEROW 11943 WIRE TRANSFER N/A CASH GRANT EAST ASIA & THE PACIFIC CONSERVATION: SAOLA 5858 WIRE TRANSFER N/A CASH GRANT NORTH AMERICA CONSERVATION: PENINSULAR PRONGHORN 22500 WIRE TRANSFER N/A CASH GRANT 8 0 0 0 0 0 0 0 OTHER INFORMATION SCHEDULE F, PART V 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 GLAZA/LA ZOO 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. BEASTLY BALL 1088549 946549 142000 68647 12900 187552 1088549 946549 142000 68647 12900 187552 269099 -127099 17100 1409 1 0.67000 17100 1409 1409 15691 CA 1 0 1 0 1.00000 JOSEPH E BONNER 5333 ZOO DRIVE LOS ANGELES CA 90027 0 JOSEPH E BONNER 228703 SEE SCHEDULE G, PART IV X 1 15691 PART III, LINE 16: JOSEPH E. BONNER'S RESPONSIBILITY AS VP, CFO INCLUDES OVERALL SUPERVISION AND MANAGEMENT OF THE RAFFLE HELD AT THE BEASTLY BALL FUNDRAISING EVENT. THE GAMING MANAGER COMPENSATION OF $228,703 REFLECTS MR. BONNER'S OVERALL COMPENSATION AS VP, CFO, AND NOT ONLY AS GAMING MANAGER. 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 17109342 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 1263720 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 895923 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 13515 CASH GRANTS N/A SPECIAL VENDING TRANSFER CLEVELAND ZOOLOGICAL SOCIETY PO BOX 609281 CLEVELAND OH 44109 340816490 501 (C)(3) 5000 CASH GRANTS N/A AZA CHACOAN PECCARY SPECIES SURVIVAL PLAN INTERNATIONAL RHINO FOUNDATION 581705 WHITE OAK ROAD YULEE FL 32097 752395006 501 (C)(3) 10000 CASH GRANTS N/A RHINO CONSERVATION FAUNA & FLORA INTERNATIONAL INC 1720 N STREET NW WASHINGTON DC 20036 042730954 501 (C)(3) 25000 CASH GRANTS N/A HUMAN-ELEPHANT CONFLICT IN CAMBODIA THE NATIONAL ELEPHANT CENTER CO BREVARD ZOO 8225 NORTH WICKHAM RD MELBOURNE FL 32940 205860576 501 (C)(3) 10000 CASH GRANTS N/A ELEPHANT CONSERVATION 5 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 GLAZA/LA ZOO 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 0 0 0 0 0 0 0 0 CONNIE M MORGAN 214521 0 75000 0 13647 0 51517 0 23834 0 378519 0 0 0 JOSEPH E BONNER 160491 0 15000 0 743 0 33355 0 15447 0 225036 0 0 0 EUGENIA VASELS RANDEL 129815 0 7500 0 743 0 33164 0 32534 0 203756 0 0 0 SUZANNE TORGESON 110354 0 0 0 2686 0 13489 0 50264 0 176793 0 0 0 JOHN MANNING SEE PART V BELOW - TRUSTEE JOHN MANNING IS EMPLOYEED BY WELLS FARGO BANK. 132808 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 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 6 2570 AUCTION SALES PRICE X 5 67302 FMV X EXHIBIT FABRICATION 1 498552 FMV 0 1 1 THIRD PARTY USE: PART I, LINE 32B: RITEWAY CHARITY SERVICES, LOCATED AT 9723 GLENOAKS BLVD., SUN VALLEY, CA 91352, PROCESSES CAR DONATIONS FOR GLAZA. 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 ("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 72,000 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 ("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 ("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") 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. 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. 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 ("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 72,000 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 ("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 ("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") 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. 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. 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. ONCE THE AUDIT COMMITTEE APPROVES THE RETURN, 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, AND ANNUAL AUDITED FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON REQUEST. CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 2,834,591. NET UNREALIZED GAIN ON BENEFICIAL INTEREST IN PERPETUAL TRUSTS 14,690. TOTAL TO FORM 990, PART XI, LINE 5: 2,849,281. FORM 990, PART XII, LINE 2C: THE ORGANIZATION HAS AN AUDIT COMMITTEE THAT ASSUMES RESPONSIBILITY FOR THE OVERSIGHT OF AUDITS. SCHEDULE M, PART I, LINE 25: GLAZA IS FABRICATING A CAROUSEL AND CAROUSEL PAVILION FOR THE LOS ANGELES ZOO. GLAZA'S POLICY IS TO EXPENSE PROPERTY AND EQUIPMENT PURCHASED OR CONSTRUCTED FOR THE ZOO AS INCURRED AS SUCH ACQUISITIONS ARE CONVEYED TO THE LOS ANGELES ZOO FOR ITS USE. $498,552 OF CAROUSEL FABRICATION COSTS WERE EXPENSED IN PRIOR YEARS AS TRANSFERS TO THE ZOO. DURING CONSTRUCTION IN 2011, GLAZA AND THE ZOO AGREED TO A MEMORANDUM OF UNDERSTANDING WHICH STIPULATES THAT GLAZA WILL RETAIN OWNERSHIP OF THE CAROUSEL UNTIL GLAZA HAS RECOUPED ALL ITS COSTS THROUGH FUNDRAISING AND CAROUSEL OPERATIONS. HENCE, THE $498,552 PREVIOUSLY TRANSFERRED TO THE CITY OF LOS ANGELES, DEPARTMENT OF THE ZOO, AND RECOGNIZED AS EXPENSE, HAS BEEN CAPITALIZED BY GLAZA WITH THE OFFSET TO NON-CASH CONTRIBUTIONS. THE RECOUPMENT OF COSTS AND CONVEYANCE OF THE CAROUSEL TO THE ZOO IS EXPECTED TO OCCUR IN CALENDAR YEAR 2012.