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Part Page 2 For 990 (2009) Stateent of Progra Service Accoplishents 1 Briefly describe the organization's ission: ATTACHMENT 4 2 Did the organization undertake any significant progra services during the year which were not listed on the prior For 990 or 990-EZ? f "Yes," describe these new services on Schedule O. 3 Did the organization cease conducting, or ake significant changes in how it conducts, any progra services? No Yes No Yes f "Yes," describe these changes on Schedule O. 4 Describe the exept purpose achieveents for each of the organization's three largest progra services by expenses. Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are required to report the aount of grants and allocations to others, the total expenses, and revenue, if any, for each progra service reported. 4a (Code: ) (Expenses $ 25,986,294. including grants of $ 20,079,916. ) (Revenue $ 1,766,809. ) 2,856,761. ) (Revenue $ ) 94,771,799. ) (Revenue $ ) ATTACHMENT 5 4b (Code: ) (Expenses $ 3,135,317. including grants of $ ATTACHMENT 6 4c (Code: ) (Expenses $ 96,253,333. including grants of $ ATTACHMENT 7 4d Other progra services. (Describe in Schedule O.) (Expenses $ including grants of $ 4e Total progra service expenses 125,374,944. ) (Revenue $ ) For 990 (2009) 9E1020 2.000 PAGE 2

Part V Page 3 For 990 (2009) Checklist of Required Schedules Yes 1 2 3 4 5 6 s the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? f "Yes," coplete Schedule A s the organization required to coplete Schedule B, Schedule of Contributors? Did the organization engage in direct or indirect political capaign activities on behalf of or in opposition to candidates for public office? f "Yes," coplete Schedule C, Part Section 501(c)(3) organizations. Did the organization engage in lobbying activities? f "Yes," coplete Schedule C, Part Sections 501(c)(4), 501(c)(5), and 501(c)(6) organizations. s the organization subject to the section 6033(e) notice and reporting requireent and proxy tax? f "Yes," coplete Schedule C, Part Did the organization aintain any donor advised funds or any siilar funds or accounts where donors have the right to provide advice on the distribution or investent of aounts in such funds or accounts? f "Yes," coplete Schedule D, Part Did the organization receive or hold a conservation easeent, including easeents to preserve open space, the environent, historic land areas, or historic structures? f "Yes," coplete Schedule D, Part Did the organization aintain collections of works of art, historical treasures, or other siilar assets? f "Yes," coplete Schedule D, Part Did the organization report an aount in Part, line 21; serve as a custodian for aounts not listed in Part ; or provide credit counseling, debt anageent, credit repair, or debt negotiation services? f "Yes," coplete Schedule D, Part V Did the organization, directly or through a related organization, hold assets in ter, peranent, or quasi-endowents? f" Yes," coplete Schedule D, Part V s the organization s answer to any of the following questions "Yes"? f so, coplete Schedule D, Parts V, V, V,, or as Did the organization report an aount for land, buildings, and equipent in Part, line 10? f "Yes," coplete Schedule D, Part V. Did the organization report an aount for investents other-securities in Part, line 12 that is 5% or ore of its total assets reported in Part, line 16? f "Yes," coplete Schedule D, Part V. Did the organization report an aount for investents-progra related in Part, line 13 that is 5% or ore of its total assets reported in Part, line 16? f "Yes," coplete Schedule D, Part V. Did the organization report an aount for other assets in Part, line 15 that is 5% or ore of its total assets reported in Part, line 16? f "Yes," coplete Schedule D, Part. Did the organization report an aount for other liabilities in Part, line 25? f "Yes," coplete Schedule D, Part. 1 2 8 9 10 11 % % % % % % 3 4 5 7 No 6 7 8 9 10 11 Did the organization s separate or consolidated financial stateents for the tax year include a footnote that addresses the organization's liability for uncertain tax positions under FN 48? f "Yes," coplete Schedule D, Part. 12 Did the organization obtain separate, independent audited financial stateents for the tax year? coplete Schedule D, Parts,, and. 12 A Was the organization included in consolidated, independent audited financial stateent for the tax year? f "Yes," Yes 12 13 14a No f "Yes," copleting Schedule D, Parts,, and is optional. 12A 13 s the organization a school described in section 170(b)(1)(A)(ii)? f "Yes," coplete Schedule E 14 a Did the organization aintain an office, eployees, or agents outside of the United States? b Did the organization have aggregate revenues or expenses of ore than $10,000 fro grantaking, fundraising, business, and progra service activities outside the United States? f "Yes," coplete Schedule F, Part 15 Did the organization report on Part, colun (A), line 3, ore than $5,000 of grants or to any organization or entity located outside the United States? f "Yes," coplete Schedule F, Part. 16 Did the organization report on Part, colun (A), line 3, ore than $5,000 of aggregate grants or to individuals located outside the United States? f "Yes," coplete Schedule F, Part 17 Did the organization report a total of ore than $15,000 of expenses for professional fundraising services on Part, colun (A), lines 6 and 11e? f "Yes," coplete Schedule G, Part 18 Did the organization report ore than $15,000 total of fundraising event gross incoe and contributions on Part V, lines 1c and 8a? f "Yes," coplete Schedule G, Part 19 Did the organization report ore than $15,000 of gross incoe fro gaing activities on Part V, line 9a? f "Yes," coplete Schedule G, Part 20 Did the organization operate one or ore hospitals? f "Yes," coplete Schedule H 14b 15 16 17 18 19 20 For 990 (2009) 9E1021 2.000 PAGE 3

Part V Page 4 For 990 (2009) Checklist of Required Schedules (continued) Yes 21 Did the organization report ore than $5,000 of grants and other to governents and organizations in the United States on Part, colun (A), line 1? f "Yes," coplete Schedule, Parts and Did the organization report ore than $5,000 of grants and other to individuals in the United States on Part, colun (A), line 2? f "Yes," coplete Schedule, Parts and Did the organization answer "Yes" to Part V, Section A, line 3, 4, or 5 about copensation of the organization's current and forer officers, directors, trustees, key eployees, and highest copensated eployees? f "Yes," coplete Schedule J Did the organization have a tax-exept bond issue with an outstanding principal aount of ore than $100,000 as of the last day of the year, that was issued after Deceber 31, 2002? f "Yes," answer lines 24b through 24d and coplete Schedule K. f No, go to question 25 Did the organization invest any proceeds of tax-exept bonds beyond a teporary period exception? Did the organization aintain an escrow account other than a refunding escrow at any tie during the year to defease any tax-exept bonds? Did the organization act as an "on behalf of" issuer for bonds outstanding at any tie during the year? Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? f "Yes," coplete Schedule L, Part s the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization's prior Fors 990 or 990-EZ? f "Yes," coplete Schedule L, Part Was a loan to or by a current or forer officer, director, trustee, key eployee, highly copensated eployee, or disqualified person outstanding as of the end of the organization's tax year? f "Yes," coplete Schedule L, Part Did the organization provide a grant or other to an officer, director, trustee, key eployee, substantial contributor, or a grant selection coittee eber, or to a person related to such an individual? f "Yes," coplete Schedule L, Part Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part V instructions for filing thresholds, conditions, and exceptions): A current or forer officer, director, trustee, or key eployee? f "Yes," coplete Schedule L, Part V A faily eber of a current or forer officer, director, trustee, or key eployee? f "Yes," coplete Schedule L, Part V An entity of which a current or forer officer, director, trustee, or key eployee of the organization (or a faily eber) was an officer, director, trustee, or direct or indirect owner? f "Yes," coplete Schedule L, Part V Did the organization receive ore than $25,000 in non-cash contributions? f "Yes," coplete Schedule M Did the organization receive contributions of art, historical treasures, or other siilar assets, or qualified conservation contributions? f "Yes," coplete Schedule M Did the organization liquidate, terinate, or dissolve and cease operations? f "Yes," coplete Schedule N, Part Did the organization sell, exchange, dispose of, or transfer ore than 25% of its net assets? f "Yes," coplete Schedule N, Part Did the organization own 100% of an entity disregarded as separate fro the organization under Regulations sections 301.7701-2 and 301.7701-3? f "Yes," coplete Schedule R, Part Was the organization related to any tax-exept or taxable entity? f "Yes," coplete Schedule R, Parts,, V, and V, line 1 s any related organization a controlled entity within the eaning of section 512(b)(13)? f "Yes," coplete Schedule R, Part V, line 2 Section 501(c)(3) organizations. Did the organization ake any transfers to an exept non-charitable related organization? f "Yes," coplete Schedule R, Part V, line 2 Did the organization conduct ore than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal incoe tax purposes? f "Yes," coplete Schedule R, Part V Did the organization coplete Schedule O and provide explanations in Schedule O for Part V, lines 11 and 19? Note. All For 990 filers are required to coplete Schedule O. 22 23 21 22 24 a b c d 25 a b 23 24a 24b 24c 24d 25a 26 27 25b 26 28 a b c 31 32 33 34 35 36 37 38 27 28a 28b 29 30 No 28c 29 30 31 32 33 34 35 36 37 38 For 990 (2009) 9E1030 2.000 PAGE 4

Part V Page 5 For 990 (2009) Stateents Regarding Other RS Filings and Tax Copliance Yes 1 a Enter the nuber reported in Box 3 of For 1096, Annual Suary and Transittal of 78 1a U.S. nforation Returns. Enter -0- if not 0 1b b Enter the nuber of Fors W-2G included in line 1a. Enter -0- if not c Did the organization coply with backup withholding rules for reportable payents to vendors and reportable 1c gaing (gabling) winnings to prize winners? 2 a Enter the nuber of eployees reported on For W-3, Transittal of Wage and Tax 70 2a Stateents, filed for the calendar year ending with or within the year covered by this return 2b b f at least one is reported on line 2a, did the organization file all required federal eployent tax returns? 3a b 4a b 5a b c 6a b 7 a b c Note. f the su of lines 1a and 2a is greater than 250, you ay be required to e-file this return. (see instructions) Did the organization have unrelated business gross incoe of $1,000 or ore during the year covered by this return? f "Yes," has it filed a For 990-T for this year? f "No," provide an explanation in Schedule O At any tie during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? f Yes, enter the nae of the foreign country: See the instructions for exceptions and filing requireents for For TD F 90-22.1, Report of Foreign Bank and Financial Accounts. Was the organization a party to a prohibited tax shelter transaction at any tie during the tax year? Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? f "Yes," to question 5a or 5b, did the organization file For 8886-T, Disclosure by Tax-Exept Entity Regarding Prohibited Tax Shelter Transaction? Does the organization have annual gross receipts that are norally greater than $100,000, and did the organization solicit any contributions that were not tax deductible? f "Yes," did the organization include with every solicitation an express stateent that such contributions or gifts were not tax deductible? Organizations that ay receive deductible contributions under section 170(c). Did the organization receive a payent in excess of $75 ade partly as a contribution and partly for goods and services provided to the payor? f "Yes," did the organization notify the donor of the value of the goods or services provided? Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file For 8282? 1 7d f "Yes," indicate the nuber of Fors 8282 filed during the year 3a 3b 4a 5a 5b 5c 6b 7a 7b 7c 7e 7f 7g Section 501(c)(12) organizations. Enter: 11a a Gross incoe fro ebers or shareholders b Gross incoe fro other sources (Do not net aounts due or paid to other sources against 11b aounts due or received fro the.) 12 a Section 4947(a)(1) non-exept charitable trusts. s the organization filing For 990 in lieu of For 1041? 12b b f "Yes," enter the aount of tax-exept interest received or accrued during the year 7h 11 6a d e Did the organization, during the year, receive any funds, directly or indirectly, to pay preius on a personal benefit contract? f Did the organization, during the year, pay preius, directly or indirectly, on a personal benefit contract? g For all contributions of qualified intellectual property, did the organization file For 8899 as required? h For contributions of cars, boats, airplanes, and other vehicles, did the organization file a For 1098-C as required? 8 Sponsoring organizations aintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund aintained by a sponsoring organization, have excess business holdings at any tie during the year? 9 Sponsoring organizations aintaining donor advised funds. a Did the organization ake any taxable distributions under section 4966? b Did the organization ake a distribution to a donor, donor advisor, or related person? 10 Section 501(c)(7) organizations. Enter: 10a a nitiation fees and capital contributions included on Part V, line 12 10b b Gross receipts, included on For 990, Part V, line 12, for public use of club facilities No 8 9a 9b 12a For 990 (2009) 9E1040 2.000 PAGE 5

Page 6 For 990 (2009) Governance, Manageent, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to line 8a, 8b, or 10b below, describe the circustances, processes, or changes in Schedule O. See instructions. Section A. Governing Body and Manageent Part V 20 19 1a 1a Enter the nuber of voting ebers of the governing body 1b b Enter the nuber of voting ebers that are independent 2 Did any officer, director, trustee, or key eployee have a faily relationship or a business relationship with any other officer, director, trustee, or key eployee? 3 Did the organization delegate control over anageent duties custoarily perfored by or under the direct supervision of officers, directors or trustees, or key eployees to a anageent copany or other person? 4 Did the organization ake any significant changes to its organizational docuents since the prior For 990 was filed? 5 Did the organization becoe aware during the year of a aterial diversion of the organization's assets? 6 Does the organization have ebers or stockholders? 7a Does the organization have ebers, stockholders, or other persons who ay elect one or ore ebers of the governing body? b Are any decisions of the governing body subject to approval by ebers, stockholders, or other persons? 8 Did the organization conteporaneously docuent the eetings held or written actions undertaken during the year by the following: a The governing body? b Each coittee with authority to act on behalf of the governing body? 9 s there any officer, director, trustee, or key eployee listed in Part V, Section A, who cannot be reached at the organization's ailing address? f "Yes," provide the naes and addresses in Schedule O Yes No 2 3 4 5 6 7a 7b 8a 8b 9a Section B. Policies (This Section B requests inforation about policies not required by the nternal Revenue Code.) 10 a Does the organization have local chapters, branches, or affiliates? b f "Yes," does the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with those of the organization? 11 Has the organization provided a copy of this For 990 to all ebers of its governing body before filing the for? 11 A Describe in Schedule O the process, if any, used by the organization to review this For 99 12 a Does the organization have a written conflict of interest policy? f "No," go to line 13 b Are officers, directors or trustees, and key eployees required to disclose annually interests that could give rise to conflicts? c Does the organization regularly and consistently onitor and enforce copliance with the policy? f "Yes," describe in Schedule O how this is done 13 Does the organization have a written whistleblower policy? 14 Does the organization have a written docuent retention and destruction policy? 15 Did the process for deterining copensation of the following persons include a review and approval by independent persons, coparability data, and conteporaneous substantiation of the deliberation and decision? a The organization's CEO, Executive Director, or top anageent official b Other officers or key eployees of the organization f "Yes" to line 15a or 15b, describe the process in Schedule O. (See instructions.) 16 a Did the organization invest in, contribute assets to, or participate in a joint venture or siilar arrangeent with a taxable entity during the year? b f "Yes," has the organization adopted a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangeents under federal tax law, and taken steps to safeguard the organization's exept status with respect to such arrangeents? Yes 10b 11 12a 12b 12c 13 14 15a 15b 16a ATTACHMENT 8 Section C. Disclosure 16b 17 18 List the states with which a copy of this For 990 is required to be filed Section 6104 requires an organization to ake its Fors 1023 (or 1024 if ), 990, and 990-T (501(c)(3)s only) available for public inspection. ndicate how you ake these available. Check all that apply. Own website Another's website Upon request 19 Describe in Schedule O whether (and if so, how), the organization akes its governing docuents, conflict of interest policy, and financial stateents available to the public. State the nae, physical address, and telephone nuber of the person who possesses the books and records of the organization: STEVEN COBB, VP & CFO 445 S. FGUEROA STREET LOS ANGELES, CA 90071-1638 20 No 10a 213-413-4130 9E1042 5.000 For 990 (2009) PAGE 6

For 990 (2009) Part V Section A. Page 7 Copensation of Officers, Directors, Trustees, Key Eployees, Highest Copensated Eployees, and ndependent Contractors Officers, Directors, Trustees, Key Eployees, and Highest Copensated Eployees 1a Coplete this table for all persons required to be listed. Report copensation for the calendar year ending with or within the organization's tax year. Use Schedule J-2 if additional space is needed. % % % % % List all of the organization's current officers, directors, trustees (whether individuals or organizations), regardless of aount of copensation. Enter -0- in coluns (D), (E), and (F) if no copensation was paid. List all of the organization's current key eployees. See instructions for definition of "key eployee." List the organization's five current highest copensated eployees (other than an officer, director, trustee, or key eployee) who received reportable copensation (Box 5 of For W-2 and/or Box 7 of For 1099-MSC) of ore than $100,000 fro the organization and any related organizations. List all of the organization's forer officers, key eployees, and highest copensated eployees who received ore than $100,000 of reportable copensation fro the organization and any related organizations. List all of the organization's forer directors or trustees that received, in the capacity as a forer director or trustee of the organization, ore than $10,000 of reportable copensation fro the organization and any related organizations. List persons in the following order: individual copensated eployees; and forer such persons. trustees or directors; institutional trustees; officers; key eployees; highest Check this box if the organization did not copensate any current officer, director, or trustee. (A) Nae and Title (C) Position (check all that apply) Forer Highest copensated eployee Key eployee Officer nstitutional trustee ndividual trustee or director DAVD BOHNETT BOARD MEMBER DAVD W FLEMNG BOARD MEMBER DENNS GERTMENAN TREASURER JAMES ROSSER BOARD MEMBER JEAN BBY SMTH BOARD MEMBER JOANNE CORDAY KOZBERG BOARD MEMBER MELANE STAGGS SECRETARY PAUL SCHULZ BOARD MEMBER PRESTON JOHNSON BOARD MEMBER QUAN PHUNG BOARD MEMBER REVETA BOWERS BOARD CHAR RONALD T. VERA BOARD MEMBER SONA MARE DE LEON DE VEGA BOARD MEMBER SHELDON M STONE BOARD MEMBER TOM UNTERMAN BOARD MEMBER ANTONA HERNANDEZ PRESDENT & CEO (B) Average hours per week (D) Reportable copensation fro the organization (W-2/1099-MSC) (E) Reportable copensation fro related organizations (W-2/1099-MSC) (F) Estiated aount of other copensation fro the organization and related organizations 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 1.00 2.00 1.00 1.00 1.00 1.00 55.00 401,544. For 50,891. 990 (2009) 9E1041 3.000 PAGE 7

For 990 (2009) Part V Page 8 Section A. Officers, Directors, Trustees, Key Eployees, and Highest Copensated Eployees(continued) (A) Nae and title (C) Position (check all that apply) Forer Highest copensated eployee Key eployee Officer nstitutional trustee ndividual trustee or director CATHERNE L UNGER BOARD MEMBER CYNTHA TELLES, PH.D. BOARD MEMBER MELON HALLOCK BOARD MEMBER PATRCK DOWLNG, M.D. BOARD MEMBER STEVEN COBB VP & CFO JOHN KOBARA EECUTVE VP & COO LNDA WONG VP, CVC ENGAGEMENT & ADMN. ALVERTHA PENNY SENOR VP, PROGRAMS ANN SEWLL PRESDENT, CFLT MARTHA WELBORNE GENERAL MANAGER, GRAND AVE. CO LYNN HANSEN PROJECT MANAGER CAROLYN STEFFEN CONTROLLER HLARY NORTON ED, FAST PROGRAM (B) Average hours per week (D) Reportable copensation fro the organization (W-2/1099-MSC) (E) Reportable copensation fro related organizations (W-2/1099-MSC) (F) Estiated aount of other copensation fro the organization and related organizations 1.00 1.00 1.00 1.00 45.00 240,645. 53,444. 45.00 242,002. 51,451. 45.00 171,736. 39,672. 45.00 202,445. 45,913. 45.00 176,944. 42,188. 600 232,348. 41,475. 45.00 127,458. 27,45 45.00 139,185. 28,554. 45.00 200,00 381,038. 2,134,307. 1b Total 2 Total nuber of individuals (including but not liited to those listed above) who received ore than $100,000 in reportable copensation fro the organization 13 Yes 3 4 Did the organization list any forer officer, director or trustee, key eployee, or highest copensated eployee on line 1a? f "Yes," coplete Schedule J for such individual 3 For any individual listed on line 1a, is the su of reportable copensation and other copensation fro the organization and related organizations greater than $150,000? f "Yes," coplete Schedule J for such individual 4 Did any person listed on line 1a receive or accrue copensation fro any unrelated organization for services rendered to the organization? f "Yes," coplete Schedule J for such person 5 Section B. ndependent Contractors 1 Coplete this table for your five highest copensated independent contractors that received ore than $100,000 copensation fro the organization. 5 (A) Nae and business address (B) Description of services No of (C) Copensation ATTACHMENT 9 2 Total nuber of independent contractors (including but not liited to those listed above) who received ore than $100,000 in copensation fro the organization 11 For 990 (2009) 9E1050 2.000 PAGE 8

Page 9 For 990 (2009) Part V Stateent of Revenue (A) Total revenue 1a Mebership dues 1b c Fundraising events d Related organizations 1d e Governent grants (contributions) 1e f All other contributions, gifts, grants, Contributions, gifts, grants and other siilar aounts g h Progra Service Revenue Federated capaigns b 1a 1c (B) Related or exept function revenue (C) Unrelated business revenue (D) Revenue excluded fro tax under sections 512, 513, or 514 93,67 and siilar aounts not included above 1f 122,838,277. Noncash contributions included in lines 1a-1f: $ 30,183,744. Total. Add lines 1a-1f 122,931,947. Business Code 2a b ADMNSTRATVE FEES 561000 740,435. 740,435. MANAGEMENT FEES 561000 1,026,374. 1,026,374. c d e f g 3 ATTACHMENT 10 All other progra service revenue Total. Add lines 2a-2f 1,766,809. nvestent incoe (including dividends, interest, and 22,673,986. other siilar aounts) 4 ncoe fro investent of tax-exept bond proceeds 5 Royalties (i) Real 6a Less: rental expenses c d Rental incoe or (loss) Net rental incoe or (loss) b Other Revenue 8a 9,876. 9,876. (ii) Personal 733,399. (i) Securities Gross aount fro sales of assets other than inventory 733,399. 56,218. 677,181. -732,436. -144,585. -587,851. (ii) Other 1,585,535,082. Less: cost or other basis 1,586,267,518. and sales expenses c d 22,710,759. 733,399. Gross Rents b 7a -36,773. -732,436. Gain or (loss) Net gain or (loss) Gross incoe fro fundraising events (not including $ 93,67 of contributions reported on line 1c). a 19,33 Less: direct expenses b Net incoe or (loss) fro fundraising events 79,729. See Part V, line 18 b c 9a b c 10a b c 11a b Gross incoe fro gaing activities. See Part V, line 19 Less: direct expenses Net incoe or (loss) fro gaing activities Gross sales of inventory, returns and allowances -60,399. a b less a Less: cost of goods sold b Net incoe or (loss) fro sales of inventory Miscellaneous Revenue Business Code VODED AND RETURNED GRANTS 900099 9,178,484. MSC. REVENUE 900099 44,472. 44,472. 165,915. 165,915. c OTHER 12-60,399. d All other revenue e Total. Add lines 11a-11d Total Revenue. See instructions 900099 9,178,484. 9,388,871. 156,712,053. 1,766,809. -125,14 32,138,437. For 990 (2009) 9E1051 1.000 PAGE 9

Part Page 10 For 990 (2009) Stateent of Functional Expenses Section 501(c)(3) and 501(c)(4) organizations ust coplete all coluns. All other organizations ust coplete colun (A) but are not required to coplete coluns (B), (C), and (D). Do not include aounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part V. (A) Total expenses 116,307,429. 363,116. (B) Progra service expenses (C) Manageent and general expenses (D) Fundraising expenses 1 Grants and other to governents and organizations in the U.S. See Part V, line 21 116,307,429. 2 Grants and other to individuals in the U.S. See Part V, line 22 363,116. 3 Grants and other to governents, organizations, and individuals outside the U.S. See Part V, lines 15 and 16 Benefits paid to or for ebers 1,037,931. 1,037,931. 4 5 Copensation of current officers, directors, trustees, and key eployees 1,722,679. 861,803. 534,006. 326,87 6 Copensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) 7 Other salaries and wages 3,913,423. 1,964,977. 1,206,745. 741,701. 8 Pension plan contributions (include section 401(k) and section 403(b) eployer contributions) 9 Other eployee benefits 427,48 589,026. 293,631. 212,197. 286,644. 144,829. 133,301. 189,032. 91,886. 81,982. 113,35 56,916. 214,987. 176,192. 133,292. 109,239. 81,695. 66,953. 1,541,302. 825,178. 19,039. 222,119. 184,002. 955,607. 511,61 11,804. 137,714. 114,081. 585,695. 256,472. 7,235. 84,405. 69,921. 232,364. 29,758. 144,066. 18,45 88,298. 11,308. 147,975. 11,761. 91,745. 7,292. 33,598. 4,469. 70,432. 95,306. 43,668. 59,09 26,764. 36,216. 112,673. 41,083. 69,857. 25,472. 44,128. 61,544. 63,423. 43,578. 4,800,63 42,816. 15,612. 10 11 Payroll taxes Fees for services (non-eployees): a Manageent b Legal c Accounting d Lobbying e Professional fundraising services. See Part V, line 17 f nvestent anageent fees g Other 12 Advertising and prootion 13 Office expenses 14 nforation technology 15 Royalties 16 Occupancy 17 Travel 18 Payents of travel or entertainent expenses for any federal, state, or local public officials 19 Conferences, conventions, and eetings 20 nterest 21 Payents to affiliates 22 Depreciation, depletion, and aortization 23 nsurance 24 Other expenses. teize expenses not covered above. (Expenses grouped together and labeled iscellaneous ay not exceed 5% of total expenses shown on line 25 below.) a PUBLCATONS & PRNTNG DUES c UNRELATED BUSNESS NC. TA d REAL ESTATE & ASSET RELATED e COMMUNTY & DONOR RELATONS b MEMBERSHP f All other expenses 25 Total functional expenses. Add lines 1 through 24f 26 Joint Costs. Check here f following SOP 98-2. Coplete this line only if the organization reported in colun (B) joint costs fro a cobined educational capaign and fundraising solicitation 9E1052 1.000 429,974. 352,384. 3,082,604. 1,593,26 38,078. 444,238. 368,004. 464,728. 59,516. 273,318. 23,522. 140,864. 190,612. 225,346. 82,167. 44,128. 198,529. 204,59 140,575. 133,011,152. 99,264. 102,295. 70,288. 125,374,944. 37,721. 38,872. 26,709. 2,835,578. For 990 (2009) PAGE 10

Part Balance Sheet Cash - non-interest-bearing Savings and teporary cash investents Pledges and grants receivable, net Accounts receivable, net Receivables fro current and forer officers, directors, trustees, key eployees, and highest copensated eployees. Coplete Part of Schedule L 6 Receivables fro other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Coplete Part of Schedule L 7 Notes and loans receivable, net 8 nventories for sale or use 9 Prepaid expenses and deferred charges 1,721,56 10 a Land, buildings, and equipent: cost or 10a other basis. Coplete Part V of Schedule D 1,534,249. 10b b Less: accuulated depreciation 11 nvestents - publicly traded securities 12 nvestents - other securities. See Part V, line 11 13 nvestents - progra-related. See Part V, line 11 14 ntangible assets 15 Other assets. See Part V, line 11 16 Total assets. Add lines 1 through 15 (ust equal line 34) 17 Accounts payable and accrued expenses 18 Grants payable 19 Deferred revenue 20 Tax-exept bond liabilities 21 Escrow or custodial account liability. Coplete Part V of Schedule D 22 Payables to current and forer officers, directors, trustees, key eployees, highest copensated eployees, and disqualified persons. Coplete Part of Schedule L 23 Secured ortgages and notes payable to unrelated third parties 24 Unsecured notes and loans payable to unrelated third parties 25 Other liabilities. Coplete Part of Schedule D 26 Total liabilities. Add lines 17 through 25 and Organizations that follow SFAS 117, check here coplete lines 27 through 29, and lines 33 and 34. Assets 1 2 3 4 5 (A) Beginning of year Liabilities (B) End of year 1 20,351,566. 2 21,749,00 3 22,030,223. 36,083,363. 4 5 6 7 8 9 392,897. 293,032. 322,352,869. 543,347,783. 9,149,005. 35,207,62 952,843,772. 1,185,713. 82,114,066. Net Assets or Fund Balances Page 11 For 990 (2009) 82,330,776. 165,630,555. 680,761,192. 44,699,21 61,752,815. 787,213,217. 952,843,772. 207,546. 187,311. 10c 366,161,804. 11 533,694,976. 12 12,049,762. 13 14 33,066,723. 15 16 1,003,481,708. 1,283,602. 17 45,297,576. 18 19 20 21 22 23 24 25 26 81,256,966. 127,838,144. 748,295,719. 62,559,975. 64,787,87 27 28 29 Unrestricted net assets Teporarily restricted net assets Peranently restricted net assets Organizations that do not follow SFAS 117, check here and coplete lines 30 through 34. 27 28 29 30 31 32 33 34 Capital stock or trust principal, or current funds Paid-in or capital surplus, or land, building, or equipent fund Retained earnings, endowent, accuulated incoe, or other funds Total net assets or fund balances Total liabilities and net assets/fund balances 30 31 32 875,643,564. 33 34 1,003,481,708. For 990 (2009) 9E1053 1.000 PAGE 11

Page 12 For 990 (2009) Part Financial Stateents and Reporting Yes 1 2a b c d 3a b Accrual Accounting ethod used to prepare the For 990: Cash Other f the organization changed its ethod of accounting fro a prior year or checked "Other," explain in Schedule O. Were the organization's financial stateents copiled or reviewed by an independent accountant? Were the organization's financial stateents audited by an independent accountant? f "Yes" to line 2a or 2b, does the organization have a coittee that assues responsibility for oversight of the audit, review, or copilation of its financial stateents and selection of an independent accountant? f the organization changed either its oversight process or selection process during the tax year, explain in Schedule O. f "Yes" to line 2a or 2b, check a box below to indicate whether the financial stateents for the year were issued on a consolidated basis, separate basis, or both: Consolidated basis Separate basis Both consolidated and separate basis As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? f "Yes," did the organization undergo the required audit or audits? f the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. No 2a 2b 2c 3a 3b For 990 (2009) 9E1054 2.000 PAGE 12

SCHEDULE A Public Charity Status and Public Support (For 990 or 990-EZ) Coplete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexept charitable trust. nternal Revenue Service Attach to For 990 or For 990-EZ. nspection See separate instructions. CALFORNA COMMUNTY FOUNDATON Reason for Public Charity Status (All organizations ust coplete this part.) See instructions. Part The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.) 1 A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i). 2 A school described in section 170(b)(1)(A)(ii). (Attach Schedule E.) 3 A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii). 4 A edical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's nae, city, and state: 5 An organization operated for the benefit of a college or university owned or operated by a governental unit described in section 170(b)(1)(A)(iv). (Coplete Part.) 6 A federal, state, or local governent or governental unit described in section 170(b)(1)(A)(v). 7 An organization that norally receives a substantial part of its support fro a governental unit or fro the general public described in section 170(b)(1)(A)(vi). (Coplete Part.) 8 A counity trust described in section 170(b)(1)(A)(vi). (Coplete Part.) 9 An organization that norally receives: (1) ore than 33 1/3 % of its support fro contributions, ebership fees, and gross receipts fro activities related to its exept functions - subject to certain exceptions, and (2) no ore than 33 1/3% of its support fro gross investent incoe and unrelated business taxable incoe (less section 511 tax) fro businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Coplete Part.) 10 An organization organized and operated exclusively to test for public safety. See section 509(a)(4). 11 An organization organized and operated exclusively for the benefit of, to perfor the functions of, or to carry out the purposes of one or ore publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box that describes the type of supporting organization and coplete lines 11e through 11h. a Type b Type c Type - Functionally integrated d Type - Other e By checking this box, certify that the organization is not controlled directly or indirectly by one or ore disqualified persons other than foundation anagers and other than one or ore publicly supported organizations described in section 509(a)(1) or section 509(a)(2). f f the organization received a written deterination fro the RS that it is a Type, Type, or Type supporting organization, check this box g Since August 17, 2006, has the organization accepted any gift or contribution fro any of the following persons? Yes No (i) A person who directly or indirectly controls, either alone or together with persons described in (ii) 11g(i) and (iii) below, the governing body of the supported organization? 11g(ii) (ii) A faily eber of a person described in (i) above? 11g(iii) (iii) A 35% controlled entity of a person described in (i) or (ii) above? h Provide the following inforation about the supported organization(s). (i) Nae of supported organization (ii) EN (iii) Type of organization (iv) s the organization (described on lines 1-9 in col. (i) listed in your above or RC section governing docuent? (see instructions) ) Yes No (v) Did you notify the organization in col. (i) of your support? Yes No (vi) s the organization in col. (i) organized in the U.S.? Yes No (vii) Aount of support Total For Privacy Act and Paperwork Reduction Act Notice, see the nstructions for For 990 or 990-EZ. Schedule A (For 990 or 990-EZ) 2009 9E1210 2.000 PAGE 13

Page 2 Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Coplete only if you checked the box on line 5, 7, or 8 of Part.) Section A. Public Support Schedule A (For 990 or 990-EZ) 2009 Part Calendar year (or fiscal year beginning in) 1 Gifts, grants, contributions, and ebership fees received. (Do not include any "unusual grants.") 2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf 3 The value of services or facilities furnished by a governental unit to the organization without charge 4 Total. Add lines 1 through 3 5 The portion of total contributions by each person (other than a governental unit or publicly supported organization) included on line 1 that exceeds 2% of the aount shown on line 11, colun (f) Public support. Subtract line 5 fro line 4. 6 (a) 2005 (b) 2006 (c) 2007 (d) 2008 (e) 2009 (f) Total 228,357,227. 173,030,024. 131,462,948. 162,673,146. 122,931,947. 818,455,292. 228,357,227. 173,030,024. 131,462,948. 162,673,146. 122,931,947. 818,455,292. 344,621,633. 473,833,659. Section B. Total Support Calendar year (or fiscal year beginning in) 7 8 Aounts fro line 4 Gross incoe fro interest, dividends, payents received on securities loans, rents, royalties and incoe fro siilar sources (a) 2005 (b) 2006 (c) 2007 (d) 2008 (e) 2009 (f) Total 228,357,227. 173,030,024. 131,462,948. 162,673,146. 122,931,947. 818,455,292. 12,836,826. 25,961,185. 42,130,31 30,532,544. 23,397,816. 134,858,681. Net incoe fro unrelated business activities, whether or not the business is regularly carried on 49,249. -3,436. 96,354. 89,726. -125,14 106,753. 10 Other incoe. Do not include gain or loss fro the sale of capital assets (Explain in Part V.) ATCH 1 41,33 11 12 13 Total support. Add lines 7 through 10 9 Section C. Coputation of Public Support Percentage 48.89 52.06 1,791,225. 4,473,765. 54,314. 9,408,201. 15,768,835. 969,189,561. 12 Gross receipts fro related activities, etc. (see instructions) 8,327,229. First five years. f the For 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here 14 14 Public support percentage for 2009 (line 6, colun (f) divided by line 11, colun (f)) 15 15 Public support percentage fro 2008 Schedule A, Part, line 14 16a 33 1/3 % support test - 2009. f the organization did not check the box on line 13, and line 14 is 33 1/3 % or ore, check this box and stop here. The organization qualifies as a publicly supported organization b 33 1/3 % support test - 2008. f the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3 % or ore, check this box and stop here. The organization qualifies as a publicly supported organization 17a 10%-facts-and-circustances test - 2009. f the organization did not check a box on line 13, 16a or 16b, and line 14 is 10% or ore, and if the organization eets the "facts-and-circustances" test, check this box and stop here. Explain in Part V how the organization eets the "facts-and-circustances test. The organization qualifies as a publicly supported organization b 10%-facts-and-circustances test - 2008. f the organization did not check a box on line 13, 16a, 16b, or 17a, and line 15 is 10% or ore, and if the organization eets the "facts-and-circustances" test, check this box and stop here. Explain in Part V how the organzation eets the "facts-and-circustances" test. The organization qualifies as a publicly supported organization 18 Private foundation. f the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see instructions % % Schedule A (For 990 or 990-EZ) 2009 9E1220 1.000 PAGE 14

Page 3 Support Schedule for Organizations Described in Section 509(a)(2) (Coplete only if you checked the box on line 9 of Part.) Section A. Public Support Schedule A (For 990 or 990-EZ) 2009 Part Calendar year (or fiscal year beginning in) Gifts, 1 grants, contributions, (a) 2005 (b) 2006 (c) 2007 (d) 2008 (e) 2009 (f) Total (a) 2005 (b) 2006 (c) 2007 (d) 2008 (e) 2009 (f) Total and ebership fees received. (Do not include any "unusual grants.") 2 Gross receipts fro adissions, erchandise sold or services perfored, or facilities furnished in any activity that is related to the organization's tax-exept purpose 3 Gross receipts fro activities that are not an unrelated trade or business under section 513 Tax revenues levied for the organization's 4 benefit and either paid to or expended on its behalf The 5 value of services or facilities furnished by a governental unit to the organization without charge Total. Add lines 1 through 5 6 7 a Aounts included on lines 1, 2, and 3 received fro disqualified persons b Aounts included on lines 2 and 3 received fro other than disqualified persons that exceed the greater of $5,000 or 1% of the aount on line 13 for the year Section B. Total Support c Add lines 7a and 7b 8 Public support (Subtract line 7c fro line 6.) Calendar year (or fiscal year beginning in) 9 Aounts fro line 6 10 a Gross incoe fro interest, dividends, payents received on securities loans, rents, royalties and incoe fro siilar sources b Unrelated business taxable incoe (less section 511 taxes) fro businesses acquired after June 30, 1975 c Add lines 10a and 10b Net incoe fro unrelated business activities not included in line 10b, whether or not the business is regularly carried on Other incoe. Do not include gain or loss fro the sale of capital assets (Explain in Part V.) 11 12 Section C. Coputation of Public Support Percentage Section D. Coputation of nvestent ncoe Percentage 13 Total support. (Add lines 9, 10c, 11, 14 First five years. f the For 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) and 12.) organization, check this box and stop here 15 Public support percentage for 2009 (line 8, colun (f) divided by line 13, colun (f)) 15 16 Public support percentage fro 2008 Schedule A, Part, line 15 16 17 nvestent incoe percentage for 2009 (line 10c, colun (f) divided by line 13, colun (f)) 17 18 nvestent incoe percentage fro 2008 Schedule A, Part, line 17 18 % % % % 19 a 33 1/3 % support tests - 2009. f the organization did not check the box on line 14, and line 15 is ore than 33 1/3 %, and line 17 is not ore than 33 1/3 %, check this box and stop here. The organization qualifies as a publicly supported organization b 33 1/3 % support tests - 2008. f the organization did not check a box on line 14 or line 19a, and line 16 is ore than 33 1/3 %, and 20 line 18 is not ore than 33 1/3 %, check this box and stop here. The organization qualifies as a publicly supported organization Private foundation. f the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions 9E1221 1.000 Schedule A (For 990 or 990-EZ) 2009 PAGE 15

Page 4 Schedule A (For 990 or 990-EZ) 2009 Part V Suppleental nforation. Coplete this part to provide the explanation required by Part, line 10; Part, line 17a or 17b; or Part, line 12. Provide any other additional inforation. See instructions UNUSUAL GRANT N THE FSCAL YEAR ENDED 6/30/06 THE FOUNDATON RECEVED A BEQUEST N THE AMOUNT OF 244,206,916. THS WAS ECLUDED FROM THE PUBLC SUPPORT TEST AS AN UNUSUAL GRANT UNDER NTERNAL REVENUE CODE SECTON 1.509(A).3. ATTACHMENT 1 SCHEDULE A, PART - OTHER NCOME DESCRPTON 2005 2006 2007 2008 GROSS NCOME FROM FUNDRASNG MSC. REVENUE OTHER REVENUE 12,514. 41,33 VODED & RETURNED GRANTS TOTALS 54,314. 41,33 1,791,225. 4,461,251. 1,791,225. 4,473,765. 54,314. 2009 TOTAL 19,33 19,33 44,472. 111,30 165,915. 207,245. 9,178,484. 15,430,96 9,408,201. 15,768,835. Schedule A (For 990 or 990-EZ) 2009 9E1225 2.000 PAGE 16

Schedule B Schedule of Contributors Attach to For 990, 990-EZ, or 990-PF. (For 990, 990-EZ, or 990-PF) nternal Revenue Service CALFORNA COMMUNTY FOUNDATON Organization type (check one): Filers of: Section: For 990 or 990-EZ 501(c)( 3 ) (enter nuber) organization 4947(a)(1) nonexept charitable trust not treated as a private foundation 527 political organization For 990-PF 501(c)(3) exept private foundation 4947(a)(1) nonexept charitable trust treated as a private foundation 501(c)(3) taxable private foundation Check if your organization is covered by the General Rule or a Special Rule. Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions. General Rule For an organization filing For 990, 990-EZ, or 990-PF that received, during the year, $5,000 or ore (in oney or property) fro any one contributor. Coplete Parts and. Special Rules For a section 501(c)(3) organization filing For 990 or 990-EZ that et the 33 1/3 % support test of the regulations under sections 509(a)(1) and 170(b)(1)(A)(vi), and received fro any one contributor, during the year, a contribution of the greater of (1) $5,000 or (2) 2% of the aount on (i) For 990, Part V, line 1h or (ii) For 990-EZ, line 1. Coplete Parts and. For a section 501(c)(7), (8), or (10) organization filing For 990 or 990-EZ that received fro any one contributor, during the year, aggregate contributions of ore than $1,000 for use exclusively for religious, charitable, scientific, literary, or educational purposes, or the prevention of cruelty to children or anials. Coplete Parts,, and. For a section 501(c)(7), (8), or (10) organization filing For 990 or 990-EZ that received fro any one contributor, during the year, contributions for use exclusively for religious, charitable, etc., purposes, but these contributions did not aggregate to ore than $1,00 f this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Do not coplete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions of $5,000 or ore during the year $ Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (For 990, 990-EZ, or 990-PF), but it ust answer "No" on Part V, line 2 of its For 990, or check the box on line H of its For 990-EZ, or on line 2 of its For 990-PF, to certify that it does not eet the filing requireents of Schedule B (For 990, 990-EZ, or 990-PF). For Privacy Act and Paperwork Reduction Act Notice, see the nstructions for For 990, 990-EZ, or 990-PF. Schedule B (For 990, 990-EZ, or 990-PF) (2009) 9E1251 2.000 PAGE 17

Schedule B (For 990, 990-EZ, or 990-PF) (2009) Nae of organization Page CALFORNA COMMUNTY FOUNDATON of of Part Part Contributors (see instructions) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions 1 $ 20,000,00 (d) Type of contribution Person Payroll Noncash (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions 2 $ 3,000,00 (d) Type of contribution Person Payroll Noncash (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions 3 $ 8,718,96 (d) Type of contribution Person Payroll Noncash (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions 4 $ 2,919,165. (d) Type of contribution Person Payroll Noncash (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions 5 $ 2,500,00 (d) Type of contribution Person Payroll Noncash (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions 6 $ 4,600,005. (d) Type of contribution Person Payroll Noncash (Coplete Part if there is a noncash contribution.) Schedule B (For 990, 990-EZ, or 990-PF) (2009) 9E1253 1.000 PAGE 18

Schedule B (For 990, 990-EZ, or 990-PF) (2009) Nae of organization Page CALFORNA COMMUNTY FOUNDATON of of Part Part Contributors (see instructions) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions 7 $ 40,682,018. (d) Type of contribution Person Payroll Noncash (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions (d) Type of contribution Person Payroll Noncash $ (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions (d) Type of contribution Person Payroll Noncash $ (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions (d) Type of contribution Person Payroll Noncash $ (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions (d) Type of contribution Person Payroll Noncash $ (Coplete Part if there is a noncash contribution.) (a) No. (b) Nae, address, and ZP + 4 (c) Aggregate contributions (d) Type of contribution Person Payroll Noncash $ (Coplete Part if there is a noncash contribution.) Schedule B (For 990, 990-EZ, or 990-PF) (2009) 9E1253 1.000 PAGE 19