2011-11-14T11:33:34-06:00 2010-12-31 RSM MCGLADREY INC 100 INTERNATIONAL DRIVE SUITE 1400 BALTIMORE MD 21202 990 2010-01-01 522324152 ANN'S CHOICE INC ANNS 2156722900 10000 ANNS CHOICE WAY WARMINSTER PA 18974 BARBARA BISGAIER 2156722900 2011-11-11 1 JULIA FLANNERY 4102469300 2010 2016-02-24 21:20:13Z WILLIAM KENNEDY 10000 ANNS CHOICE WAY WARMINSTER PA 18974 65485714 0 X NATIONALSENIORCAMPUSES.ORG X 2001 MD PROVIDE A HOME FOR SENIORS THAT SATISFIES THEIR THREE PRIMARY NEEDS. SEE SCHEDULE O. 9 9 1131 550 0 0 618988 924333 53536771 57683096 18746894 6504129 527898 335308 73430551 65446866 121511 177247 0 0 22697677 23916470 72028 80480 143297 50293054 69520238 73184270 93694435 246281 -28247569 566272424 755039517 578032730 795047392 -11760306 -40007875 THE BOARD OF DIRECTORS OF NATIONAL SENIOR CAMPUSES, INC. AND ITS SUPPORTED COMMUNITIES ARE COMMITTED TO CREATING COMMUNITIES THAT CELEBRATE LIFE. SEE SCHEDULE O FOR THE COMPLETE MISSION STATEMENT. 0 0 90190050 177247 57683096 ANN'S CHOICE PROVIDES SERVICES NEEDED BY SENIOR RESIDENTS, WHO RESIDE IN 1,493 INDEPENDENT LIVING UNITS, 66 PERSONAL CARE UNITS AND 66 SKILLED NURSING BEDS. THE SERVICES WE PROVIDE TO OUR RESIDENTS INCLUDE, BUT ARE NOT LIMITED TO HOUSING, FOOD, MEDICAL, SECURITY AND MAINTENANCE SERVICES, RECREATIONAL AND PASTORAL ACTIVITIES. 90190050 1 1 0 0 0 0 0 0 0 1 0 0 1 1 1 1 0 0 0 0 0 0 1 1 0 0 1 1 1 1 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 1 0 0 0 0 1 89 0 1 1131 1 0 0 0 0 1 1 1 1 0 0 0 0 X 9 9 1 1 1 0 1 1 1 1 1 1 0 1 1 1 1 1 1 1 1 0 PA X X MARY WINDSOR 4104022364 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 STANLEY W ELWELL 2.00 X X 12351 47399 0 WILLIAM KENNEDY 1.00 X X 6726 30524 0 KENNETH A LONGMAN 5.00 X X 6250 0 0 FREDERICK W HAAS 2.00 X X 6686 20064 0 FRED GRUEL 2.00 X 5218 15657 0 ELLEN TOPLIN 2.00 X 3750 11250 0 BARBARA BISGAIER 1.00 X 1875 5625 0 MARY COLINS 1.00 X 1875 5625 0 ARNOLD SPEERT 1.00 X 1875 5625 0 MERYLE S TWERSKY 1.00 X 2938 50812 0 JOSEPH P LOCASCIO 40.00 X 194098 0 11713 THOMAS WALSH 40.00 X 131353 0 12784 DEBRA B DOYLE 10.00 X 0 0 0 JEFFREY A JACOBSON 10.00 X 0 0 0 GARY HIBBS 10.00 X 0 0 0 LEONARD WEISER 40.00 X 128482 0 9592 CHRISTOPHER DONATI 40.00 X 121326 0 12746 DANIEL BIRDLEBOUGH 40.00 X 120351 0 12524 745154 192581 59359 5 0 1 0 ERICKSON LIVING MANAGEMENT LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT SERVICES 1487640 ERICKSON RETIREMENT COMMUNITIES LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 MANAGEMENT SERVICES 725641 J AMBROGI FOOD DISTRIBUTION INC PO BOX 38 THOROFARE NJ 08086 FOOD SERVICE 477150 TOTAL TURF 2647 COUNTY LINE ROAD CHALFONT PA 18914 LANDSCAPING 321450 WHITEFORD TAYLOR & PRESTON 7 SAINT PAUL STREET SUTIE 1400 BALTIMORE MD 21202 LEGAL SERVICES 125716 5 70871 853462 924333 RESIDENT FEES 623990 44568999 44568999 RESIDENT DEPOSITS 623990 7111950 7111950 ANCILLARY FEES 623990 5977997 5977997 PROCESSING FEES 623990 24150 24150 57683096 6506371 6506371 322935 322935 322935 322935 2242 -2242 -2242 -2242 48979 70871 36606 12373 12373 65446866 57683096 0 6839437 12058 12058 165189 165189 399492 399492 18923105 17683755 1200980 38370 8250 3750 3750 750 3156125 2857605 292576 5944 1429498 1299958 119490 10050 2213281 2213281 252650 163919 88731 126848 126848 80480 80480 1693498 1693498 5911521 5648376 258936 4209 13411580 13411580 71945 56062 15774 109 30907141 30907141 9285618 9285618 611034 611034 CONTRACT PROF. SERVICES 2837585 1937436 900149 ADMINISTRATIVE 822397 798558 23763 76 EQUIPMENT RENTAL 692729 675636 17093 RESIDENT RELATIONS 438997 409994 25688 3315 MISCELLANEOUS 152913 138253 14666 -6 90501 90501 93694435 90190050 3361088 143297 400 400 28752554 35740070 2009601 2208739 283753848 286452793 149931 148280 266391 488922 379274978 26047303 167414764 353227675 83924935 76772638 566272424 755039517 5283500 9531789 82940436 82902150 489808794 702613453 578032730 795047392 X -12857035 -41482185 1096729 1474310 -11760306 -40007875 566272424 755039517 -28247569 0 X 0 1 1 X 0 X 326641 461116 602851 618988 924333 2933929 24939991 34026708 47638431 53642538 57732075 217979743 25266632 34487824 48241282 54261526 58656408 220913672 0 0 0 220913672 10641900 13332611 16930408 19192055 6829306 66926280 10641900 13332611 16930408 19192055 6829306 66926280 35908532 47820435 65171690 73453581 65485714 287839952 0.76750 0.72490 0.23250 0.27510 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 367972252 17470054 350502198 11302726 8577249 2725477 353227675 PURCHASE OPTION DEPOSIT 75000000 NET DEFERRED FINANCING COSTS 1772638 76772638 RESIDENT DEPOSITS (NET) 317568121 ACCRUED EMPLOYEE HEALTH PLAN 1211291 FUNDS HELD FOR RESIDENTS 79207 UNCLAIMED PROPERTY 26373 ADVANCE DEPOSITS 1119030 FUNDING LIABILITY 187992338 RESIDENT REFUNDS PAYABLE 2291555 MARKETING FEE DEFERRED 52802 CAPITAL LEASE OBLIGATION 192272736 702613453 65446866 93694435 -28247569 0 -28247569 65615202 168336 168336 65446866 0 65446866 93862771 168336 168336 93694435 0 93694435 DESCRIPTION OF UNCERTAIN TAX POSITIONS UNDER FIN 48: PART X: ANN'S CHOICE ("ACH") IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE AND THE APPLICABLE STATE INCOME TAX REGULATIONS. ACH HAS ADOPTED THE GUIDANCE ON ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES - AN INTERPRETATION OF THE ACCOUNTING GUIDANCE RELATED TO ACCOUNTING FOR INCOME TAXES. NO FIN 48 LIABILITIES WERE IDENTIFIED FOR THE YEAR ENDED DECEMBER 31, 2010. PART XII, LINE 2D - OTHER ADJUSTMENTS: EXPENSES FROM SPECIAL FUNDRAISING EVENTS NETTED ON FORM 990 36,606. TRNA ADJUSTMENT 131,730. PART XIII, LINE 2D - OTHER ADJUSTMENTS: EXPENSES FROM SPECIAL FUNDRAISING EVENTS NETTED ON FORM 990 36,606. TRNA ADJUSTMENT 131,730. X X X X X X 1 ERICKSON RETIREMENT COMMUNITIES LLC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 SOLICITATION, SPECIAL EVENTS 1 711106 80480 630626 711106 80480 630626 PA ANNUAL GALA 98188 59617 38571 20560 2338 2800 GOLF OUTING 21662 11254 10408 500 4481 5740 187 119850 70871 48979 500 4481 26300 2338 2987 36606 12373 1 X EDUCATIONAL SCHOLARSHIPS - SEE PART IV 137 165189 OTHER INFORMATION: PART IV: SCHOLAR CANDIDATES MUST BE CURRENTLY EMPLOYED YEAR-ROUND AT ANN'S CHOICE. ONLY MEDICAL LEAVES OF ABSENCE ARE ALLOWABLE DURING THE TWO YEARS. OTHER REQUESTS FOR A LEAVE OF ABSENCE WILL BE REVIEWED AND DETERMINED CASE BY CASE. A SCHOLAR CANDIDATE MUST HAVE BEEN EMPLOYED BY ANN'S CHOICE ON OR BEFORE SEPTEMBER 30, 2010. THE CANDIDATE MUST ALSO ACHIEVE 1,000 HOURS OF WORK DURING A TIME SPAN THAT BEGINS NO EARLIER THAN AUGUST 1, 2010 OF THEIR JUNIOR YEAR OF HIGH SCHOOL (500 OF 1,000 HOURS MUST BE COMPLETED BY THE END OF THEIR JUNIOR YEAR OF HIGH SCHOOL TO QUALIFY). CONTINUED ON SCHEDULE I, PAGE 2, PART IV. ANY HOURS WORKED PRIOR TO AUGUST 1, 2010 DO NOT COUNT TOWARDS THE 1,000 HOURS REQUIREMENT. CANDIDATES MUST ACHIEVE THE 1,000 HOUR REQUIREMENT AS WELL AS FULFILL THE TWO-YEAR MINIMUM EMPLOYMENT REQUIREMENT. CANDIDATES MUST BE IN "GOOD STANDING" FROM THEIR ORIGINAL DATE OF HIRE THROUGH THEIR LAST DAY OF WORK. TO MAINTAIN "GOOD STANDING," SCHOLAR CANDIDATES, AS EMPLOYEES, MUST ABIDE BY ALL EMPLOYMENT POLICIES AND PROCEDURES, TO INCLUDE GIVING TWO WEEKS NOTICE TO THEIR SUPERVISOR WHEN TERMINATING EMPLOYMENT. SCHOLAR CANDIDATES MUST COMPLETE EACH STEP AS OUTLINED IN THE PROGRAM DESCRIPTION BY THE RESPECTIVE DUE DATE. FURTHERMORE, CANDIDATES MUST TURN IN PROOF OF FULL-TIME STATUS WITHIN THE DATES SPECIFIED IN THE PROGRAM DESCRIPTION FOR EACH SPRING AND FALL SEMESTER THEY ATTEND SCHOOL. FAILURE TO DO SO WILL DISQUALIFY THE SCHOLAR THAT SEMESTER AND WILL COUNT TOWARDS ONE OF THE TWO ALLOWABLE SEMESTER LAPSES. CANDIDATES SHOULD INTEND TO GO TO COLLEGE OR TRADE SCHOOL AFTER HIGH SCHOOL. SCHOLAR CANDIDATES MUST ATTEND SCHOOL FULL-TIME (12 CREDIT HOURS EACH SEMESTER) AFTER HIGH SCHOOL. SCHOLAR CANDIDATES MUST BE ACCEPTED AND/OR REGISTERED IN THE FALL OF 2012 AT A TRADE SCHOOL, COLLEGE, OR UNIVERSITY TO BENEFIT. (IN EXCEPTIONAL CASES, A SCHOLAR CANDIDATE MAY ARRANGE TO START SCHOOL UP TO TWO SEMESTERS AFTER BEING INDUCTED INTO THE PROGRAM, BUT THEY MUST MAKE ARRANGEMENTS WITH THE RESIDENT LIFE DEPARTMENT. THESE TWO SEMESTERS WILL COUNT AS THE TWO ALLOCABLE SEMESTER LAPSES.) SCHOLARS WHO LAPSE FROM THE PROGRAM FOR MORE THAN A TOTAL OF TWO SEMESTERS AFTER BEING INDUCTED INTO THE PROGRAM ARE NO LONGER ELIGIBLE TO RECEIVE THE AWARD. X X X 0 0 0 0 0 0 0 0 0 JOSEPH P LOCASCIO 164098 0 30000 0 0 0 750 0 16608 0 211456 0 0 0 SUPPLEMENTAL INFORMATION PART III ALL OF THE INDIVIDUALS LISTED IN SCHEDULE J, PART II ARE EMPLOYEES OF ERICKSON RETIREMENT COMMUNITIES, LLC ("ERC") AND ERICKSON LIVING MANAGEMENT ("ELM"), UNRELATED ORGANIZATIONS TO ANN'S CHOICE, INC., IN ACCORDANCE WITH THE MANAGEMENT AGREEMENT BETWEEN ANN'S CHOICE, INC. AND ERC AND ELM. SEE SCHEDULE O EXPLANATION FOR FORM 990, PART VI, SECTION A, LINE 3. THEREFORE, FOR IRS MATCHING PURPOSES, ERC AND ELM ARE THE ISSUERS OF THESE FORMS W-2. UNDER THE MANAGEMENT AGREEMENT, ANN'S CHOICE, INC. REIMBURSES ERC AND ELM FOR THE COST OF SERVICES PERFORMED FOR ANN'S CHOICE, INC. BUCKS COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY 232174016 11861RAH8 2005-12-21 83096770 PURCHASE OF FACILITY 0 0 0 83096770 6430625 4210 1661935 75004210 2005 0 0 1 1 0 1 1 0 1 0.00340 0.00340 1 0 1 0 0 1 0 ERICKSON RETIREMENT COMMUNITIES LLC (ERC) D. DOYLE, J.JACOBSON, G. HIBBS & J. LOCASCIO ARE OFFICERS OF ERC. 725641 MANAGEMENT SERVICES 0 TRANSACTIONS WITH INTERESTED PERSONS - SCHEDULE LTHE OFFICERS LISTED IN PART IV OF SCHEDULE L WERE EMPLOYEES OF ERICKSON RETIREMENT COMMUNITIES, LLC WHICH PROVIDED MANAGEMENT SERVICES TO THE ORGANIZATION. WITH THE EXCEPTION OF JOSEPH P. LOCASCIO, WHO SERVES AS THE EXECUTIVE DIRECTOR OF THE ORGANIZATION'S FACILITIES, THE OTHERS SERVED AS OFFICERS FOR ADMINISTRATIVE CONVENIENCE ONLY IN CONNECTION WITH THEIR PERFORMANCE OF DUTIES UNDER THE MANAGEMENT AGREEMENT. CERTAIN BOARD MEMBERS OF THE ORGANIZATION ALSO SERVE AS OFFICERS OF THE ORGANIZATION AND THOSE BOARD MEMBERS HAVE PRIMARY RESPONSIBILITY FOR CARRYING OUT THE DUTIES OF THE ORGANIZATION'S OFFICERS. THE AMOUNT LISTED AS MANAGEMENT FEES ON SCHEDULE L, PART IV IS THE TOTAL MANAGEMENT FEE PAID BY THE COMMUNITY TO ERICKSON RETIREMENT COMMUNITIES, LLC. ALL SUCH OFFICER APPOINTMENTS ENDED ON APRIL 28, 2010 WHEN NEW OFFICERS WERE APPOINTED. AT THAT TIME, NO EMPLOYEES OF THE MANAGEMENT COMPANY WERE APPOINTED AS OFFICERS OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 2 DEBRA B. DOYLE, OFFICER, GARY HIBBS, OFFICER, JOSEPH P. LOCASCIO, OFFICER, AND JEFFREY A. JACOBSON, OFFICER, HAVE A BUSINESS RELATIONSHIP. THEY WERE OFFICERS ONLY FOR THE PERIOD JANUARY THROUGH APRIL 2010. FORM 990, PART VI, SECTION A, LINE 3 ANN'S CHOICE, INC. PREVIOUSLY CONTRACTED WITH ERICKSON RETIREMENT COMMUNITIES, LLC ("ERC") TO PROVIDE MANAGEMENT SERVICES WITH RESPECT TO THE CCRC FACILITY. ERC IS A MARYLAND LIMITED LIABILITY COMPANY WHICH OPERATED AND MANAGED LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. ERC FILED FOR BANKRUPTCY PROTECTION IN OCTOBER 2009. THE SALE OF ERC'S ASSETS WAS CONDUCTED BY A COMPETITIVE AUCTION PROCESS THROUGH THE BANKRUPTCY COURT. ON APRIL 30, 2010, ANN'S CHOICE, INC. ENTERED INTO A NEW MANAGEMENT AND MARKETING AGREEMENT WITH ERICKSON LIVING MANAGEMENT, LLC ("ELM") TO PROVIDE THE SERVICES PREVIOUSLY PROVIDED BY ERC. ELM IS A SUBSIDIARY OF REDWOOD-ERC SENIOR LIVING HOLDINGS, LLC, NOW KNOWN AS ERICKSON LIVING HOLDINGS, LLC WHICH, TOGETHER WITH OTHER RELATED ENTITIES, PURCHASED THE MAJORITY OF THE ASSETS OF ERC. ELM IS A MARYLAND LIMITED LIABILITY COMPANY WHICH OPERATES AND MANAGES LARGE SCALE CONTINUING CARE RETIREMENT COMMUNITIES. THE NEW MANAGEMENT AGREEMENT INCLUDES (WITHOUT LIMITATION) PROVISIONS WHICH PERMIT ANN'S CHOICE, INC. TO REVIEW AND RENEGOTIATE MANAGEMENT FEES WITH THE MANAGEMENT COMPANY AFTER YEAR THREE AND YEAR SEVEN, RESPECTIVELY, IF THE MANAGEMENT FEES BEING PAID UNDER THE NEW MANAGEMENT AGREEMENT DEVIATE FROM MARKET (AS DEFINED IN THE AGREEMENT) AT SUCH TIME. THE MANAGEMENT AGREEMENT IS FOR A TERM OF TEN YEARS. ANN'S CHOICE, INC. MAY TERMINATE THE NEW MANAGEMENT AGREEMENT IF CERTAIN OBJECTIVE PERFORMANCE CRITERIA ARE NOT MET. THE MANAGEMENT AGREEMENT COMPLIES WITH REV. PROC. 97-13. MANAGEMENT FEE SUBORDINATION AGREEMENT ANN'S CHOICE, INC. ALSO ENTERED INTO A MANAGEMENT FEE SUBORDINATION AGREEMENT WITH REDWOOD-ERC MANAGEMENT, LLC WHICH SUBORDINATES THE PAYMENT OF THE MANAGEMENT FEE TO THE PAYMENT OF THE ORGANIZATION'S BOND OBLIGATIONS. AS PREVIOUSLY REPORTED IN A LETTER SENT TO THE TE/GE CUSTOMER ACCOUNT SERVICES OFFICE IN CINCINNATI ON APRIL 8, 2009, THE BOARD HAS MODIFIED ITS POLICY WITH RESPECT TO GOING OUT TO BID FOR THE MANAGEMENT AGREEMENT. THIS FOLLOWED AN EXHAUSTIVE COMPETITIVE BIDDING PROCESS THAT WAS CONDUCTED IN 2008 BY A RELATED ORGANIZATION. THE PROCESS TOOK ALMOST A FULL YEAR TO COMPLETE AT A COST IN EXCESS OF $100,000 AND ONLY THREE MANAGEMENT COMPANIES WERE INTERESTED IN BIDDING. GIVEN THE AMOUNT OF TIME AND MONEY SPENT ON THE COMPETITIVE PROCUREMENT PROCESS BY A RELATED ORGANIZATION AND THE END RESULT, THE BOARD OF DIRECTORS DECIDED THAT CONDUCTING A MANDATORY COMPETITIVE PROCUREMENT PROCESS ON A PREDETERMINED SCHEDULE WAS NOT NECESSARILY THE BEST METHOD OF PROCURING A MANAGEMENT COMPANY. THEREFORE, ON JANUARY 29, 2009, THE POLICY REQUIRING A COMPETITIVE PROCUREMENT PROCESS WAS REVISED BY THE ORGANIZATION'S BOARD OF DIRECTORS FOR THE REASONS SET FORTH IN THE PRIOR PARAGRAPH. THE RESOLUTION ADOPTED BY THE ORGANIZATION'S BOARD OF DIRECTORS TO AMEND THE MANAGEMENT COMPANY PROCUREMENT PROCESS REAFFIRMED THE ORGANIZATION'S POLICIES THAT ANY RENEWAL, RENEGOTIATION OR AMENDMENT OF THE MANAGEMENT COMPANY AGREEMENT RELATING TO THE COMPENSATION OF THE MANAGEMENT COMPANY OR ANY SUCCESSOR MANAGEMENT COMPANY: (1) WILL COMPLY WITH IRS REGULATIONS IN SUPPORT OF IRC SECTION 4958; AND (2) WILL BE NEGOTIATED ON AN ARMS-LENGTH BASIS. THE RESOLUTION FURTHER PROVIDED THAT THE BOARD WILL DETERMINE WHEN, IF AT ALL, IT IS IN THE BEST INTERESTS OF THE ORGANIZATION TO ENGAGE IN A PROCUREMENT PROCESS WITH RESPECT TO ENGAGING MANAGEMENT COMPANY SERVICES IN THE FUTURE. A COMPETITIVE BIDDING PROCESS WAS HELD IN DECEMBER 2009 UNDER THE BANKRUPTCY COURT PROCEEDING WHEREBY A COMPETITIVE BIDDING PROCESS WAS USED TO DETERMINE THE PURCHASER OF THE ASSETS OF ERC. THE MATERIAL TERMS OF THE NEW MANAGEMENT AGREEMENT WERE DETERMINED THROUGH THE COMPETIVE AUCTION PROCESS, WHICH PROCESS WAS APPROVED BY THE BANKRUPTCY COURT, THE PARTIES ALSO ENGAGED IN EXTENSIVE NEGOTIATIONS DURING THE THREE MONTH PERIOD PRECEDING THE APRIL 30, 2010 SALE TO FINALIZE THE NEW AGREEMENT. REDWOOD FORMED NEW ENTITIES TO PURCHASE THE ERC ASSETS, INCLUDING THE PARTNERSHIP INTERESTS IN THE LANDOWNER OF THE ORGANIZATION'S CAMPUS, WARMINSTER CAMPUS, L.P. ("WARMINSTER") WHICH INTERESTS WERE PURCHASED BY ERICKSON LIVING PROPERTIES, LLC. ("EL PROPERTIES"). SINCE THE LANDOWNER ENTITY WAS NOT DISSOLVED, THE MASTER LEASE AND USE AGREEMENT BETWEEN THE ORGANIZATION AND WARMINSTER REMAINED IN PLACE, AS MODIFIED BY A FIFTH AMENDMENT TO THE MASTER LEASE AND USE AGREEMENT ENTERED INTO ON APRIL 30, 2010. THE ORGANIZATION'S PRE-BANKRUPTCY PURCHASE OPTION AGREEMENT REMAINED IN PLACE, BUT WAS AMENDED BY A FIRST AMENDMENT TO AMENDED AND RESTATED PURCHASE OPTION AGREEMENT AMONG THE ORGANIZATION, WARMINSTER, EL PROPERTIES, AND WARMINSTER CAMPUS GP, LLC. THE PRIMARY CHANGE IN THE ORGANIZATION'S PURCHASE OPTION AGREEMENT WAS TO ACCELERATE THE TIME OF THE EXERCISE OF THE PURCHASE OPTION TO NO LATER THAN DECEMBER 31, 2010. THE ORGANIZATION DID IN FACT EXERCISE ITS OPTION EFFECTIVE AS OF DECEMBER 31, 2010, WITH CLOSING OCCURRING IN JANUARY, 2011. THE ORGANIZATION ALSO ENTERED INTO A DEVELOPMENT AGREEMENT WITH WARMINSTER AS OF APRIL 30, 2010. WARMINSTER HAS THE CONTINUING RIGHT TO DEVELOP THE FOURTH NEIGHBORHOOD AND ADDITIONAL ASSISTED LIVING UNITS FOR THE COMMUNITY FOR TEN (10) YEARS. HOWEVER, EITHER THE TRUSTEE OF THE BONDS, OR THE ORGANIZATION WITH THE CONSENT OF THE TRUSTEE, MAY TERMINATE THE DEVELOPMENT AGREEMENT WITHOUT PENALTY IF (I) CONSTRUCTION ON NEIGHBORHOOD FOUR HAS NOT COMMENCED BY MAY 1, 2013 OR (II) AT ANY POINT COMMENCING ON MAY 1, 2013, THERE IS NO ONGOING CONSTRUCTION ON NEIGHBORHOOD FOUR FOR A PERIOD OF TWO CONSECUTIVE YEARS. FORM 990, PART VI, SECTION A, LINE 4 ANN'S CHOICE, INC. ADOPTED BYLAWS AMENDMENTS IN 2009 WHEREBY MOST OF THE RESERVED POWERS OF THE SOLE MEMBER WERE ELIMINATED. ADDITIONALLY, ANN'S CHOICE, INC. AMENDED ITS ARTICLES OF INCORPORATION (CHARTER) IN 2009 TO ADD A PROVISION AUTHORIZED BY SECTION 2-104 OF THE CORPORATIONS & ASSOCIATIONS ARTICLE OF THE MARYLAND ANNOTATED CODE. THE ORGANIZATION ALSO AMENDED ITS BYLAWS IN 2009 TO ADD A PROVISION AUTHORIZED BY 15 PA. CONS. STAT. SECTION 5713. FORM 990, PART VI, SECTION A, LINE 6 ANN'S CHOICE, INC.'S SOLE MEMBER IS NATIONAL SENIOR CAMPUSES, INC. ("NSC"). NSC IS A MARYLAND NON-STOCK CORPORATION. NSC IS A "SUPPORTING ORGANIZATION" WITH RESPECT TO ANN'S CHOICE, AS WELL AS CERTAIN OTHER ORGANIZATIONS SPECIFIED IN ITS GOVERNING DOCUMENTS. AS REQUIRED BY THE REGULATIONS RELATING TO "SUPPORTING ORGANIZATIONS," CERTAIN MEMBERS OF THE BOARD OF DIRECTORS OF NSC WILL ALSO BE MEMBERS OF THE BOARD OF DIRECTORS OF THE ORGANIZATION. FORM 990, PART VI, SECTION A, LINE 7A THE NATIONAL SENIOR CAMPUSES, INC. BOARD OF DIRECTORS APPOINTS THE DIRECTORS OF ANN'S CHOICE, INC. FORM 990, PART VI, SECTION A, LINE 7B CERTAIN EXTRAORDINARY ACTIONS OF THE CORPORATION REQUIRE THE APPROVAL OF THE MEMBER UNDER APPLICABLE STATE LAW. FORM 990, PART VI, SECTION B, LINE 11 THE BOARD APPOINTS A COMMITTEE FROM AMONG ITS DIRECTORS AS WELL AS THE DIRECTORS FROM ONE OR MORE RELATED ENTITIES TO OVERSEE THE PREPARATION OF FORM 990. THE BOARD CHAIR HAS THE RESPONSIBILITY TO REVIEW FORM 990 PRIOR TO ITS FILING OR TO DESIGNATE ANOTHER BOARD MEMBER TO REVIEW THE FORM. THE FULL BOARD IS GIVEN THE OPPORTUNITY TO REVIEW THE FINAL VERSION OF FORM 990 BEFORE IT IS FILED AND ASK QUESTIONS OF THE COMMITTEE OR THE REVIEWER REGARDING THE FORM. THE BOARD CHAIR DESIGNATES AN OFFICER TO SIGN FORM 990. FORM 990, PART VI, SECTION B, LINE 12C ANN'S CHOICE, INC.'S CONFLICT OF INTEREST POLICY COVERS ALL DIRECTORS, OFFICERS, KEY EMPLOYEES, EMPLOYEES AND VOLUNTEERS IN A POSITION TO EXERCISE SUBSTANTIAL INFLUENCE OVER ANN'S CHOICE, INC.'S AFFAIRS, COMMITTEE MEMBERS, PROSPECTIVE DIRECTORS, AND SENIOR STAFF PROVIDING SERVICES TO THE ORGANIZATION UNDER A MANAGEMENT AGREEMENT. EACH COVERED PERSON COMPLETES A CONFLICT OF INTEREST DISCLOSURE STATEMENT ANNUALLY AND AS POTENTIAL CONFLICTS ARISE DURING THE YEAR. THESE STATEMENTS ARE REVIEWED BY THE BOARD CHAIR. IF THE CONFLICT INVOLVES A COVERED EMPLOYEE, THE CHAIR DETERMINES WHETHER A CONFLICT EXISTS AND, IF SO, HOW IT IS TO BE HANDLED, OR THE CHAIR MAY REFER THE MATTER TO THE BOARD OF DIRECTORS FOR CONSIDERATION. FOR ALL OTHER CONFLICTS, THE BOARD OF DIRECTORS OR A COMMITTEE OF DISINTERESTED DIRECTORS WILL DETERMINE WHETHER A CONFLICT ACTUALLY EXISTS. A COVERED PERSON MAY NOT PARTICIPATE IN ANY DISCUSSION OR DEBATE BY THE BOARD BUT MAY ANSWER QUESTIONS OR PROVIDE CLARIFYING INFORMATION UNLESS ANY BOARD MEMBER OBJECTS. FORM 990, PART VI, SECTION B, LINE 15 THE BOARD HAS APPROVED A DIRECTORS' COMPENSATION POLICY WHICH ESTABLISHES THE PROCESS BY WHICH ALL DIRECTOR COMPENSATION IS DETERMINED. OFFICERS SERVE WITHOUT COMPENSATION. A REVIEW OF THE DIRECTORS' COMPENSATION IS CONDUCTED EACH FISCAL YEAR. COMPENSATION IS APPROACHED ON AN OVERALL BASIS AND THE TOTAL VALUE OF ALL FORMS OF COMPENSATION IS ESTABLISHED AND MONITORED. AN INDEPENDENT COMPENSATION CONSULTANT IS PERIODICALLY RETAINED TO PERFORM AN ANALYSIS OF ANN'S CHOICE, INC.'S COMPENSATION USING COMPARABLES OF BOTH FOR-PROFIT AND NON-PROFIT PEERS. A COMMITTEE OF THE NSC BOARD REVIEWS THE CONSULTANT'S REPORT AND MAKES A RECOMMENDATION TO THE ORGANIZATION AS TO APPROPRIATE COMPENSATION OF DIRECTORS. THE FULL BOARD HAS ACCESS TO ANN'S CHOICE INC.'S CONSULTANT'S REPORT AND AN OPPORTUNITY TO QUESTION THE CONSULTANT ABOUT THE PROCESS, METRICS, AND COMPARABLES THAT WERE USED IN DETERMINING THE RECOMMENDED COMPENSATION. THE BOARD THEN VOTES ON THE COMPENSATION RECOMMENDATIONS AND A CONTEMPORANEOUS RECORD IS MADE OF THE MEETING AND THE VOTE. THE CONSULTANT REVIEW WAS LAST UNDERTAKEN IN 2010 AND WAS ACTED UPON BY THE BOARD IN EARLY 2011. FORM 990, PART VI, SECTION C, LINE 19 THE GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND THE FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST AT THE EXECUTIVE DIRECTOR'S OFFICE. MISSION STATEMENT - 990 PAGE 1, PART I, LINE 1 AND PART III, LINE 1 MISSION STATEMENT SHARING OUR GIFTS TO CREATE COMMUNITIES THAT CELEBRATE LIFE THE BOARD OF DIRECTORS OF NATIONAL SENIOR CAMPUSES, INC. AND ITS SUPPORTED COMMUNITIES ARE COMMITTED TO ACHIEVING THE MISSION BY: 1. PROMOTING AN ACTIVE QUALITY OF LIFE FOR SENIORS -CREATING LARGE SCALE RETIREMENT CAMPUSES TO PROMOTE ACTIVITY AND HEALTHY LIVING. -PROVIDING A RESIDENT CENTERED SERVICE CULTURE. -ENCOURAGING RESIDENT RUN ACTIVITIES WITH PROFESSIONAL SUPPORT. 2. ACHIEVING EXCELLENCE IN SERVICES AND PROGRAMS -EXERCISING ITS AUTHORITY IN SERVICES, PROGRAMS, FEES, FACILITIES AND FINANCING. -EMBRACING COMPLIANCE, ETHICS AND INTEGRITY. -OVERSEEING SERVICES AND PROGRAMS PERSONALLY AND IN MEETINGS WITH THE RESIDENTS ADVISORY COUNCIL. -TAKING A LONG-TERM VIEW OF FIDUCIARY RESPONSIBILITY. 3. INSURING AFFORDABILITY TO MIDDLE INCOME SENIORS -FOCUSING ON THE LONG TERM VIABILITY OF THE COMMUNITY FOR CURRENT AND FUTURE RESIDENTS. -USING FINANCING STRATEGIES TO LOWER THE COST OF CAPITAL. -QUALIFYING FOR EXEMPTION FROM FEDERAL AND STATE INCOME TAX. -OBTAINING PROPERTY TAX REDUCTIONS FROM COMMUNITY GOVERNMENTS. -ACCUMULATING NET INCOME TO FURTHER THE MISSION. -MAINTAINING A POLICY FOR FULLY REFUNDABLE ENTRANCE DEPOSIT. -OFFERING FEE-FOR-SERVICE HEALTH CARE. 4. MAKING A LIFE CARE COMMITMENT -TO THE EXTENT FEASIBLE, ENSURING THAT NO RESIDENT SHOULD EVER HAVE TO LEAVE A COMMUNITY AS A RESULT OF FINANCIAL INABILITY TO PAY FOR THE COST OF THEIR CARE. -ENCOURAGING FUNDRAISING EFFORTS IN SUPPORT OF BENEVOLENT CARE. 5. FOSTERING GROWTH -COMMITTING TO MAKING THIS LIFESTYLE AVAILABLE TO AN INCREASING NUMBER OF SENIORS. -INCREASING EFFORTS TO ACHIEVE AFFORDABILITY. -DEVELOPING NEW COMMUNITIES IN CURRENT MARKETS. -DEVELOPING COMMUNITIES IN NEW MARKETS. FORM 990, PART VI, LINE 9 THE BOARD OF DIRECTORS AS LISTED IN PART VII, SECTION A, CAN BE REACHED AT THE FOLLOWING ADDRESS: C/O BOARD RELATIONS MANAGER NATIONAL SENIOR CAMPUSES, INC. 701 MAIDEN CHOICE LANE BALTIMORE, MD 21228 FORM 990, PART VII - BOARD OF DIRECTORS COMPENSATION THE COMPENSATION PAID BY RELATED ENTITIES FOR EACH DIRECTOR IS AS FOLLOWS: INDIVIDUAL: STANLEY W. ELWELL ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 10,000 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 12,351 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 12,351 MARIS GROVE, INC. $ 12,349 LINDEN PONDS, INC. $ 39 SEDGEBROOK, INC. $ 39 ANN'S CHOICE, INC. $ 12,351 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 39 TALLGRASS CREEK, INC. $ 39 HIGHLAND SPRINGS, INC. $ 39 EAGLE'S TRACE, INC. $ 39 WIND CREST, INC. $ 38 MONARCH LANDING, INC. $ 38 ASHBY PONDS, INC. $ 38 --------- INDIVIDUAL SUB-TOTAL $ 59,750 INDIVIDUAL: WILLIAM KENNEDY ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 10,000 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 6,724 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 6,726 MARIS GROVE, INC. $ 6,726 LINDEN PONDS, INC. $ 39 SEDGEBROOK, INC. $ 39 ANN'S CHOICE, INC. $ 6,726 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 39 TALLGRASS CREEK, INC. $ 39 HIGHLAND SPRINGS, INC. $ 39 EAGLE'S TRACE, INC. $ 39 WIND CREST, INC. $ 38 MONARCH LANDING, INC. $ 38 ASHBY PONDS, INC. $ 38 --------- INDIVIDUAL SUB-TOTAL $ 37,250 INDIVIDUAL: FREDERICK W. HAAS ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 0 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 6,688 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 6,688 MARIS GROVE, INC. $ 6,688 LINDEN PONDS, INC. $ 0 SEDGEBROOK, INC. $ 0 ANN'S CHOICE, INC. $ 6,686 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 EAGLE'S TRACE, INC. $ 0 WIND CREST, INC. $ 0 MONARCH LANDING, INC. $ 0 ASHBY PONDS, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 26,750 INDIVIDUAL: FRED GRUEL ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 0 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 5,219 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 5,219 MARIS GROVE, INC. $ 5,219 LINDEN PONDS, INC. $ 0 SEDGEBROOK, INC. $ 0 ANN'S CHOICE, INC. $ 5,218 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 EAGLE'S TRACE, INC. $ 0 WIND CREST, INC. $ 0 MONARCH LANDING, INC. $ 0 ASHBY PONDS, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 20,875 INDIVIDUAL: ELLEN TOPLIN ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 0 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 3,750 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 3,750 MARIS GROVE, INC. $ 3,750 LINDEN PONDS, INC. $ 0 SEDGEBROOK, INC. $ 0 ANN'S CHOICE, INC. $ 3,750 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 EAGLE'S TRACE, INC. $ 0 WIND CREST, INC. $ 0 MONARCH LANDING, INC. $ 0 ASHBY PONDS, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 15,000 INDIVIDUAL: BARBARA BISGAIER ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 0 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 1,875 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 1,875 MARIS GROVE, INC. $ 1,875 LINDEN PONDS, INC. $ 0 SEDGEBROOK, INC. $ 0 ANN'S CHOICE, INC. $ 1,875 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 EAGLE'S TRACE, INC. $ 0 WIND CREST, INC. $ 0 MONARCH LANDING, INC. $ 0 ASHBY PONDS, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 7,500 INDIVIDUAL: MARY COLINS ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 0 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 1,875 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 1,875 MARIS GROVE, INC. $ 1,875 LINDEN PONDS, INC. $ 0 SEDGEBROOK, INC. $ 0 ANN'S CHOICE, INC. $ 1,875 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 EAGLE'S TRACE, INC. $ 0 WIND CREST, INC. $ 0 MONARCH LANDING, INC. $ 0 ASHBY PONDS, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 7,500 INDIVIDUAL: ARNOLD SPEERT ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 0 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 1,875 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 1,875 MARIS GROVE, INC. $ 1,875 LINDEN PONDS, INC. $ 0 SEDGEBROOK, INC. $ 0 ANN'S CHOICE, INC. $ 1,875 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 0 TALLGRASS CREEK, INC. $ 0 HIGHLAND SPRINGS, INC. $ 0 EAGLE'S TRACE, INC. $ 0 WIND CREST, INC. $ 0 MONARCH LANDING, INC. $ 0 ASHBY PONDS, INC. $ 0 --------- INDIVIDUAL SUB-TOTAL $ 7,500 INDIVIDUAL: MERYLE S. TWERSKY ORGANIZATION COMPENSATION NATIONAL SENIOR CAMPUSES, INC. $ 37,500 OAK CREST VILLAGE, INC. $ 0 SEABROOK VILLAGE, INC. $ 2,936 GREENSPRING VILLAGE, INC. $ 0 RIDERWOOD VILLAGE, INC. $ 0 CEDAR CREST VILLAGE, INC. $ 2,938 MARIS GROVE, INC. $ 2,938 LINDEN PONDS, INC. $ 500 SEDGEBROOK, INC. $ 500 ANN'S CHOICE, INC. $ 2,938 BROOKSBY VILLAGE, INC. $ 0 FOX RUN VILLAGE, INC. $ 500 TALLGRASS CREEK, INC. $ 500 HIGHLAND SPRINGS, INC. $ 500 EAGLE'S TRACE, INC. $ 500 WIND CREST, INC. $ 500 MONARCH LANDING, INC. $ 500 ASHBY PONDS, INC. $ 500 --------- INDIVIDUAL SUB-TOTAL $ 53,750 AVERAGE HOURS PER WEEK DEVOTED TO RELATED ORGANIZATION FORM 990, PART VII, BOARD OF DIRECTORS APPROXIMATE HOURS PER WEEK, BY ENTITY NSC OCV SBV GSV RWV CCV MGC LPH ACH BBV S. ELWELL 6 0 2 0 0 2 2 0 2 0 W. KENNEDY 5 0 1 0 0 1 1 0 1 0 K. LONGMAN 0 0 0 0 0 0 0 0 5 0 F. HAAS 0 0 2 0 0 2 2 0 2 0 F. GRUEL 0 0 2 0 0 2 2 0 2 0 E. TOPLIN 0 0 2 0 0 2 2 0 2 0 B. BISGAIER 0 0 1 0 0 1 1 0 1 0 M. COLINS 0 0 1 0 0 1 1 0 1 0 A. SPEERT 0 0 1 0 0 1 1 0 1 0 M. TWERSKY 18 0 1 0 0 1 1 0 1 0 FRV TCK HSD ETH WCD APL SED MLN NSCF S. ELWELL 0 0 0 0 0 0 0 0 0 W. KENNEDY 0 0 0 0 0 0 0 0 0 K. LONGMAN 0 0 0 0 0 0 0 0 0 F. HAAS 0 0 0 0 0 0 0 0 0 F. GRUEL 0 0 0 0 0 0 0 0 0 E. TOPLIN 0 0 0 0 0 0 0 0 0 B. BISGAIER 0 0 0 0 0 0 0 0 0 M. COLINS 0 0 0 0 0 0 0 0 0 A. SPEERT 0 0 0 0 0 0 0 0 0 M. TWERSKY 0 0 0 0 0 0 0 0 0 ASHBY PONDS INC 21170 ASHBY PONDS BLVD ASHBURN VA 20147 205609803 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 BROOKSBY VILLAGE INC 100 BROOKSBY VILLAGE DRIVE PEABODY MA 01960 522126755 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 CEDAR CREST VILLAGE INC 1 CEDAR CREST VILLAGE DRIVE POMPTON PLAINS NJ 07444 522184915 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 EAGLE'S TRACE INC 14703 EAGLE VISTA DRIVE HOUSTON TX 77077 030498683 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 FOX RUN VILLAGE INC 41000 13 MILE ROAD NOVI MI 48377 522291271 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 HICKORY CHASE INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 208991395 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 HIGHLAND SPRINGS INC 8000 FRANKFORD ROAD DALLAS TX 75252 510536892 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 LINDEN PONDS INC 300 LINDEN PONDS WAY HINGHAM MA 02043 141849849 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 MARIS GROVE INC 100 MARIS GROVE WAY GLEN MILLS PA 19342 550878964 CONTINUING CARE RETIREMENT COMMUNITY PA 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 MONARCH LANDING INC 2255 ERICKSON DRIVE NAPERVILLE IL 60563 550878965 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 NATIONAL SENIOR CAMPUSES INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 204356247 SUPPORTING ORGANIZATION MD 501(C)(3) LINE 11C, III-FI N/A 0 NATIONAL SENIOR CAMPUSES FOUNDATION INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 030611973 FOUNDATION MD 501(C)(3) LINE 11C, III-FI N/A 0 OAK CREST VILLAGE INC 8800 WALTHER BOULEVARD PARKVILLE MD 21234 521874053 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 RIDERWOOD VILLAGE INC 3110 GRACEFIELD ROAD SILVER SPRING MD 20904 522126753 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 SEABROOK VILLAGE INC 3000 ESSEX ROAD TINTON FALLS NJ 07753 522126751 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 SEDGEBROOK INC 800 AUDUBON WAY LINCOLNSHIRE IL 60069 300192403 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 TALLGRASS CREEK INC 13800 METCALF AVENUE OVERLAND PARK KS 66223 870765641 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 WINDCREST INC 3235 MILL VISTA ROAD HIGHLANDS RANCH CO 80129 510549976 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 GRANT'S FARM MANOR COMMUNITY INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 262505987 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 LAUREL CHASE INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 263542112 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 TANGLEWOOD CREEK INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 262708615 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 WINDSOR RUN INC 701 MAIDEN CHOICE LANE BALTIMORE MD 21228 262255005 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 GREENSPRING VILLAGE INC 7440 SPRING VILLAGE DRIVE SPRINGFIELD VA 22150 522095427 CONTINUING CARE RETIREMENT COMMUNITY MD 501(C)(3) 9 NATIONAL SENIOR CAMPUSES INC 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 SCHEDULE R, PART II, RELATED TAX-EXEMPT ORGANIZATIONS: ON NOVEMBER 23, 2010, SEDGEBROOK, INC. (EIN 30-0192403) CHANGED ITS NAME TO SB-LAKE, INC. AND MONARCH LANDING, INC. (EIN 55-0878965) CHANGED ITS NAME TO ML-DUPAGE, INC.