Form990
Click to see attachment
Department of the Treasury
Internal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation)

MediumBullet The organization may have to use a copy of this return to satisfy state reporting requirements.
OMB No. 1545-0047
2010
Open to Public Inspection
A For the calendar year, or tax year beginning 01-01-2010 and ending 12-31-2010
BCheck if applicable:
CName of organization
THE SCAN FOUNDATION
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
3800 KILROY AIRPORT WAY NO 400
 
Room/suite
City or town, state or country, and ZIP + 4
LONG BEACH, CA908065616
D Employer identification number

45-0552845
E Telephone number

G Gross receipts $ 24,191,851
F Name and address of principal officer:
BRUCE CHERNOF
3800 KILROY AIRPORT WAY NO 400
LONG BEACH,CA908065616
I
Tax-exempt status: (   ) LeftBullet (insert no.) or
J
Website:MediumBullet
THESCANFOUNDATION.ORG
H(a)
Is this a group return for
affiliates?
H(b)
Are all affiliates included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet  
K Form of organization:
 
L Year of formation: 2007
M State of legal domicile: CA
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: LONG-TERM SERVICES AND SUPPORTS THAT KEEP SENIORS INDEPENDENT, AT HOME AND IN THE COMMUNITY.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) .... 3 10
4 Number of independent voting members of the governing body (Part VI, line 1b) .... 4 8
5 Total number of individuals employed in calendar year 2010 (Part V, line 2a) ... 5 14
6 Total number of volunteers (estimate if necessary) .... 6 2
7a Total unrelated business revenue from Part VIII, column (C), line 12 .. 7a -9,158
b Net unrelated business taxable income from Form 990-T, line 34 .. 7b -9,158
Revenues; Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 0 0
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 1,975,728 8,606,832
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 0 0
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 1,975,728 8,606,832
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 9,606,047 3,771,040
14 Benefits paid to or for members (Part IX, column (A), line 4) .... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 1,424,249 2,188,866
16a Professional fundraising fees (Part IX, column (A), line 11e).... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f).... 1,842,890 2,826,901
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 12,873,186 8,786,807
19 Revenue less expenses. Subtract line 18 from line 12...... -10,897,458 -179,975
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............ 188,357,011 196,677,018
21 Total liabilities (Part X, line 26)............ 7,780,526 5,729,311
22 Net assets or fund balances. Subtract line 21 from line 20 ..... 180,576,485 190,947,707
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title.
Paid Preparer's Use Only Preparer's
signatureBig Right Arrow 		Date
right pointing bullet image Preparer’s taxpayer identification number
(see instructions)
Firm’s name (or yours
if self-employed),
address, and ZIP + 4Big Right Arrow




 		EIN right pointing bullet image
Phone no. right pointing bullet image
May the IRS discuss this return with the preparer shown above? (see instructions) .........
For Privacy Act and Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2010)
Form 990 (2010)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response to any question in this Part III . . . . . . . . . .
1
Briefly describe the organization’s mission: THE SCAN FOUNDATION'S MISSION IS TO ADVANCE THE DEVELOPMENT OF A SUSTAINABLE CONTINUUM OF QUALITY OF CARE FOR SENIORS. DEDICATED TO LONG-TERM SERVICES AND SUPPORTS THAT KEEP SENIORS INDEPENDENT, AT HOME AND IN THE COMMUNITY. DURING 2010, THE FOUNDATION GAVE $5,650,459 IN CASH GRANTS TO OTHER ORGANIZATIONS TO HELP ACHEIVE THEIR MISSION.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ....................
If “Yes,” describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ..........................
If “Yes,” describe these changes on Schedule O.
4
Describe the exempt purpose achievements for each of the organization’s three largest program services by expenses.
Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 6,275,724 including grants of $ 3,771,040 ) (Revenue $   )
THE SCAN FOUNDATION STARTED ITS GRANT MAKING ACTIVITIES IN 2008, INITIALLY ON A SMALLER START-UP BASIS, BUT SIGNIFICANTLY EXPANDED DURING FISCAL AND CALENDAR YEARS 2009 AND 2010. IN JANUARY 2009 THE FOUNDATION BOARD OF DIRECTORS FORMALLY APPROVED A 5-YEAR STRATEGIC PLAN, AND GRANT-MAKING THROUGHOUT THE 2010 FISCAL YEAR OCCURRED IN ACCORDANCE WITH THIS PLAN. THE STRATEGIC PLAN OUTLINES THREE PRIMARY FUNDING PRIORITIES: (1) ELEVATE THE ESTABLISHMENT OF A COMPREHENSIVE CONTINUUM OF CARE FOR SENIORS AS A NATIONAL AND CALIFORNIA PRIORITY; (2) ADVANCE REALISTIC POLICY OPTIONS TO ESTABLISH AND FINANCE THIS COMPREHENSIVE CONTINUUM OF CARE; AND (3) SUPPORT THE DISSEMINATION AND ASSESSMENT OF PROMISING NEW PROGRAM MODELS THAT COULD INFORM AND STRENGTHEN LONG-TERM CARE POLICY DEVELOPMENT. THE SCAN FOUNDATION'S PROGRAMMATIC WORK TOOK PLACE PRIMARILY IN CALIFORNIA. HOWEVER, SINCE CARE FOR SENIORS IS TO A LARGE EXTENT FINANCED BY THE FEDERAL GOVERNMENT (THROUGH MEDICARE AND MEDICAID), THE POLICY WORK OF THE FOUNDATION ALSO HAD A FEDERAL FOCUS.THE GRANT INITIATIVES APPROVED BY THE BOARD OF THE SCAN FOUNDATION FOR EACH STRATEGIC FUNDING AREAS WAS AS FOLLOWS:FUNDING PRIORITY 1THE SCAN FOUNDATION'S WORK IN 2010 FOCUSED ON RAISING LONG-TERM SERVICES AND SUPPORTS AS A PUBLIC PRIORITY, AND TO INFORM AND MOBILIZE POLICYMAKERS AND THE PUBLIC. THIS WORK WAS ACCOMPLISHED THROUGH MESSAGE DEVELOPMENT, POLICY CONVENING'S, AND MEDIA OUTREACH. AT THE FEDERAL LEVEL, IN EARLY 2010 THE FOUNDATION COMMISSIONED SEVERAL POLLS TO RAISE THE IMPORTANCE OF LONG-TERM SERVICES AND SUPPORTS IN THE CONTEXT OF THE HEALTH CARE REFORM DEBATE, AND TO UNDERSTAND HOW TO TALK WITH SENIORS ABOUT AGING ISSUES AND LONG-TERM CARE. IN CALIFORNIA, THE FOUNDATION WORKED TO RAISE PUBLIC AWARENESS THROUGH POLLING AND A SERIES OF POLICY ANALYSES DEVELOPED BY FOUNDATION STAFF EXAMINING THE POTENTIAL IMPACTS OF PROPOSED BUDGET CUTS ON VULNERABLE CALIFORNIANS. THE POLL, CONDUCTED IN PARTNERSHIP WITH THE UCLA CENTER FOR HEALTH POLICY RESEARCH, GAUGED CALIFORNIANS' ATTITUDES TOWARDS FINANCIAL PREPAREDNESS FOR LONG-TERM SERVICES AND SUPPORTS. RESULTS, WHICH WERE WIDELY DISSEMINATED THROUGHOUT THE STATE, SHOWED THAT PEOPLE ACROSS THE POLITICAL SPECTRUM WERE LARGELY UNPREPARED TO PAY FOR THESE SERVICES AND WANTED THEIR ELECTED OFFICIALS TO ADDRESS THE ISSUE. PART OF THE FOUNDATION'S MEDIA STRATEGY FOCUSED ON LEVERAGING THE BRAND REPUTATION OF SEVERAL PROVEN MEDIA OUTLETS. THE CONTINUATION OF A THREE-YEAR GRANT TO KAISER HEALTH NEWS INCREASED THE STREAM OF COVERAGE GIVEN TO AGING ISSUES. GRANTS TO THE UNIVERSITY OF CALIFORNIA, SAN FRANCISCO FOR THE PRODUCTION OF ARTICLES FOR THE JOURNAL OF ENGAGED THE PHYSICIAN COMMUNITY THROUGH A NEW SECTION TITLED, "CARE OF THE AGING PATIENT: FROM EVIDENCE TO ACTION." SIMILARLY, A HEALTH AFFAIRS THEMED ISSUE RELEASED IN JANUARY 2010 HELPED SOLIDIFY THE NEED TO KEEP LONG-TERM CARE PROVISIONS AS PART OF HEALTH REFORM. BUILDING THE SCAN FOUNDATION BRAND ON A NATIONAL LEVEL WAS ALSO A PRIORITY. STORIES GENERATED FROM WITHIN THE FOUNDATION AND THROUGH GRANTEES WERE PICKED UP IN THE NEW YORK TIMES, LOS ANGELES TIMES, NPR, MSNBC, SACRAMENTO BEE, SAN FRANCISCO CHRONICLE, AND USA TODAY.FUNDING PRIORITY 2THE FOUNDATION'S 2010 WORK IN THIS FUNDING PRIORITY CONTRIBUTED TO THE CREATION OF FINANCIALLY VIABLE OPTIONS FOR LONG-TERM SERVICES AND SUPPORTS REFORM, INCLUDING COST ESTIMATES OF EXISTING PROPOSALS, FEASIBILITY ANALYSES OF VARIOUS FINANCING OPTIONS, AND REVIEW OF DELIVERY SYSTEM ISSUES. SELECTED HIGHLIGHTS ON THE FEDERAL LEVEL INCLUDE SUPPORT FOR THE FRIDAY MORNING COLLABORATIVE, LED BY THE NATIONAL COUNCIL ON AGING, WHICH MADE STRIDES IN EDUCATING POLICY MAKERS ABOUT LONG-TERM SERVICES AND SUPPORTS, SENDING A UNIFIED MESSAGE THAT IT WAS IMPORTANT TO MOVE TOWARD A COMPREHENSIVE CONTINUUM OF CARE. LIKEWISE, THE FOUNDATION RELEASED THE LONG-TERM CARE POLICY SIMULATOR THROUGH A PROJECT WITH AVALERE HEALTH, WHICH HELPED ANSWER THE FUNDAMENTAL QUESTION OF HOW MUCH A PUBLIC LONG-TERM SERVICES AND SUPPORTS BENEFIT WOULD COST. ALTHOUGH NOT ORIGINALLY DESIGNED TO MIMIC THE CLASS PLAN, THIS MODEL WAS RELEASED SHORTLY AFTER PASSAGE OF THE AFFORDABLE CARE ACT, AND IS HELPING GUIDE ACTUARIAL SOLVENCY MODELING FOR THE CLASS PLAN. ADDRESSING COST AND FINANCING REFORM, IN 2010 THE CENTER FOR HEALTH CARE STRATEGIES COMPLETED ITS "PROFILES OF STATE INNOVATIONS" PROJECT THAT PRODUCED A SERIES OF THREE ROADMAPS FOR TRANSFORMING LONG-TERM SERVICES AND SUPPORTS DELIVERY ACROSS STATES. THE PROJECT'S GOAL WAS TO HIGHLIGHT STATE EFFORTS TO ADVANCE TRANSFORMATION THEMES SUCH AS THE INTEGRATION OF LONG-TERM SERVICES AND SUPPORTS THROUGH MANAGED CARE OR REBALANCING AND FULLY INTEGRATING THE CONTINUUM OF CARE (ACUTE, PRIMARY, BEHAVIORAL, AND LONG-TERM SERVICES AND SUPPORTS) FOR INDIVIDUALS WHO ARE DUALLY ELIGIBLE FOR MEDICARE AND MEDICAID. ON THE STATE LEVEL, SEVERAL TECHNICAL ASSISTANCE GRANTS TO THE CENTER FOR HEALTH CARE STRATEGIES HELPED SUPPORT PLANNING AND PUBLIC ENGAGEMENT IN CALIFORNIA RESULTING IN THE SUCCESSFUL NEGOTIATION OF A $1 MILLION DESIGN CONTRACT FROM THE FEDERAL GOVERNMENT TO IMPROVE CARE FOR THOSE WHO ARE DUALLY ELIGIBLE FOR MEDICARE AND MEDICAID. THE FOUNDATION ALSO HAD OUTCOMES AT THE LOCAL LEVEL IN CALIFORNIA DURING 2010. HIGHLIGHTS INCLUDE A SMALL CO-FUNDED GRANT TO ST. BARNABAS SENIOR SERVICES THAT SUPPORTED A CONVENING OF STAKEHOLDERS IN LOS ANGELES. THIS GATHERING RESULTED IN THE BIRTH OF A NEW AGING COALITION, WHICH HAS BEEN ACTIVE IN ADDRESSING AGING ISSUES LOCALLY.FUNDING PRIORITY 3THE FOUNDATION'S THIRD FUNDING PRIORITY FOCUSED ON SUPPORTING THE ASSESSMENT AND DISSEMINATION OF PROMISING PROGRAM MODELS OF LONG-TERM CARE FOR SENIORS. THIS WORK WAS BASED ON THE PREMISE THAT SUBSTANTIAL PHILANTHROPIC FUNDING HAS ALREADY GONE INTO SERVICE DEMONSTRATION PROGRAMS. THE APPROACH TO EFFORTS WITHIN THIS GOAL ENABLED THE FOUNDATION TO WORK WITH BOTH NATIONAL AND STATE FUNDERS IN DEVELOPING, EXTENDING, AND/OR EVALUATING PROMISING MODELS OF DELIVERING CARE. PROJECTS THAT RECEIVED FUNDING HAVE A CONNECTION TO POLICY AND/OR SYSTEMS CHANGE IN CALIFORNIA. THE WORK IN THIS PRIORITY CAN BE DESCRIBED THROUGH ITS FOUR FUNDING STREAMS:1. PROMISING PROGRAMS 2. THEMED REQUEST FOR PROPOSALS 3. INVESTMENT IN TECHNOLOGY - CENTER FOR TECHNOLOGY AND AGING 4. COLLABORATION WITH NATIONAL OR CALIFORNIA FOUNDATIONS PROMISING PROGRAMS: THIS ELEMENT SUPPORTED THE ASSESSMENT AND DISSEMINATION OF PROMISING MODELS THAT IMPROVED THE DELIVERY AND OUTCOMES OF CARE FOR SENIORS. DURING 2010, FOUR ORGANIZATIONS RECEIVED FUNDING UNDER PROMISING PROGRAMS. TWO OF THE GRANTS FOCUSED ON EVALUATING A HOUSING WITH SERVICES PROGRAM AND A CALIFORNIA VILLAGE PROGRAM. THE OTHER GRANTS SUPPORTED VOLUNTEERS AS CAREGIVERS AND THE DISSEMINATION OF GRACE, A COORDINATED CARE MODEL. THEMED REQUEST FOR PROPOSALS (RFP): IN 2010, THE SCAN FOUNDATION SELECTED FIVE GRANTEES AS PART OF ITS AGENTS FOR CHANGE THEMED RFP WITH WORK TO BE CARRIED OUT IN 2011. SUPPORT WAS PROVIDED TO ORGANIZATIONS TO ADVANCE THE DEVELOPMENT OR EXPANSION OF VOLUNTEER PROGRAMS AND THE ENGAGEMENT OF VOLUNTEERS IN SOCIAL ACTION. THIS RFP WAS PART OF A LARGER INITIATIVE BY THE SCAN FOUNDATION TO BUILD A SOCIAL MOVEMENT IN CALIFORNIA WITH THE GOAL OF IMPROVING HOME- AND COMMUNITY-BASED SERVICES FOR SENIORS AND THEIR CAREGIVERS. AS PART OF THIS EFFORT, THE NATIONAL CONSUMER VOICE FOR QUALITY LONG-TERM CARE, A LEADING NATIONAL VOICE REPRESENTING CONSUMERS IN ISSUES RELATED TO LONG-TERM CARE, RECEIVED FUNDING TO PARTNER WITH STATE AND LOCAL AGING AND DISABILITY ORGANIZATIONS IN CALIFORNIA TO ENABLE A STRONG CONSUMER VOICE, AND TO DEVELOP STRATEGIES TO ADDRESS KEY PUBLIC POLICY ISSUES RELATED TO ACCESSIBLE, WELL-COORDINATED, QUALITY CARE. INVESTMENT IN TECHNOLOGY: STARTED IN 2009, THE CENTER FOR TECHNOLOGY AND AGING AT THE PUBLIC HEALTH INSTITUTE, WHICH SERVES AS BOTH A CENTER OF EXCELLENCE AND PROGRAM OFFICE FOR THE FOUNDATION, LEADS THE FOUNDATION'S INVESTMENTS IN TECHNOLOGY. WHILE THIS PROJECT IS ONGOING, IN 2010 THE CENTER FOR TECHNOLOGY AND AGING ESTABLISHED ITSELF AS A NATIONAL RESOURCE ON TECHNOLOGY AND AGING. RFPS IN 2010 ADMINISTERED BY THE CENTER FOR TECHNOLOGY AND AGING INCLUDED FIVE GRANTS ON REMOTE PATIENT MONITORING AND FIVE GRANTS ON TECHNOLOGY SOLUTIONS FOR CARE TRANSITIONS. THE ORGANIZATION'S WORK GARNERED INTEREST FROM BOTH THE ADMINISTRATION ON AGING AND THE FEDERAL OFFICE OF THE NATIONAL COORDINATOR FOR HEALTH INFORMATION TECHNOLOGY. COLLABORATIVE GRANTS WITH OTHER FOUNDATIONS: RELATIONSHIPS WITH OTHER FOUNDATIONS SERVE TO EXPAND THE SCAN FOUNDATION'S NETWORK AS WELL AS ESTABLISH COLLABORATIVE RELATIONSHIPS WITH THE AIM OF LEVERAGING FUNDING TO MORE EFFICIENTLY ACCOMPLISH MUTUAL GOALS. IN 2010, THE SCAN FOUNDATION CO-FUNDED GRANTS IN ITS THIRD FUNDING PRIORITY.
4b (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4c (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4d Other program services. (Describe in Schedule O.)
(Expenses $   including grants of $   ) (Revenue $   )
4e Total program service expensesMediumBullet$ 6,275,724
Form 990 (2010)
Form 990 (2010)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule AClick to see attachment.....................
1
Yes
 
2
Is the organization required to complete Schedule B, Schedule of Contributors? ........
2
 
No
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part I..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities? If “Yes,” complete Schedule C,
Part II.........................
4
 
No
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C, Part III........................
5
 
 
6
Did the organization maintain any donor advised funds or any similar funds or accounts where donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If “Yes,” complete
Schedule D, Part IClick to see attachment.......................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas or historic structures? If “Yes,” complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,”
complete Schedule D, Part IVClick to see attachment...................
9
 
No
10
Did the organization, directly or through a related organization, hold assets in term, permanent,or quasi-endowments? If “Yes,” complete Schedule D, Part VClick to see attachment
10
 
No
11
If the organization’s answer to any of the following questions is ‘Yes,’ then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable:
a
Did the organization report an amount for land, buildings, and equipment in Part X, line10? If “Yes,” complete Schedule D, Part VI.Click to see attachment
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VII.Click to see attachment
11b
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIII.Click to see attachment
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IX.Click to see attachment
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part X.Click to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part X.Click to see attachment
11f
 
No
12a
Did the organization obtain separate, independent audited financial statements for the tax year? If “Yes,” complete Schedule D, Parts XI, XII, and XIII Click to see attachment
12a
Yes
 
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered ‘No’ to line 12a, then completing Schedule D, Parts XI, XII, and XIII is optional Click to see attachment
12b
Yes
 
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, and program service activities outside the United States? If “Yes,” complete Schedule F, Part I.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the U.S.? If “Yes,” complete Schedule F, Part II..
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the U.S.? If “Yes,” complete Schedule F, Part III..
16
 
No
17
Did the organization report a total of more than $15,000, of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If “Yes,” complete Schedule G, Part I
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If “Yes,” complete Schedule G, Part II..........
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If “Yes,” complete Schedule G, Part III...................
19
 
No
Form 990 (2010)
Form 990 (2010)
Page 4
Part IV
Checklist of Required Schedules (continued)
20a
Did the organization operate one or more hospitals? If “Yes,” complete Schedule H.....
20a
 
No
b
Did the organization attach its audited financial statement to this return? Note: All Form 990 filers that operate one or more hospitals must attach audited financial statements. .....
20b
 
 
21
Did the organization report more than $5,000 of grants and other assistance to governments and organizations in the United States on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II.. Click to see attachment
21
Yes
 
22
Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III..... Click to see attachment
22
 
No
23
Did the organization answer “Yes” to Part VII, Section A, questions 3, 4, or 5, about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If “Yes,” complete Schedule J................ Click to see attachment
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer questions 24b–24d and complete Schedule K. If “No,” go to line 25................
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
 
d
Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
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? If “Yes,” complete Schedule L, Part I......
25a
 
No
b
Is 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 Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I................
25b
 
No
26
Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II...........................
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor, or a grant selection committee member, or to a person related to such an individual? If “Yes,” complete Schedule L, Part III...............
27
 
No
28
Was the organization a party to a business transaction with one of the following parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV .........................
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV...................
28b
 
No
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or owner? If “Yes,” complete Schedule L, Part IV..
28c
 
No
29
Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule M
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II.......................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If “Yes,” complete Schedule R, Part I........ Click to see attachment
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Parts II, III, IV, and V, line 1..................... Click to see attachment
34
Yes
 
35
Is any related organization a controlled entity within the meaning of section 512(b)(13)? .....
35
Yes
 
a
Did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If “Yes,” complete Schedule R, Part V, line 2... Click to see attachment
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If “Yes,” complete Schedule R, Part V, line 2........... Click to see attachment
36
 
No
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If “Yes,” complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11 and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2010)
Form 990 (2010)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response to any question in this Part V . . . . . . . . . .
Yes
No
1a
Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable. .......
1a
30
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable.
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
 
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements filed for the calendar year ending with or within the year covered by this return .....................
2a
14
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?

Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file. (see instructions)
2b
Yes
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?.............................
3a
Yes
 
b
If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....
3b
Yes
 
4a
At any time 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 or securities account)?.......................
4a
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If “Yes” to line 5a or 5b, did the organization file Form 8886-T? ........
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible?..........
6a
 
No
b
If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If “Yes,” indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?..........................
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?...................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?...............
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?................
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?.........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If “Yes,” enter the amount of tax-exempt interest received or accrued during the year.
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. All 501(c)(29) organizations must list in Schedule O each state in which they are licensed to issue qualified health plans, the amount of reserves required by each state, and the amount of reserves the organization allocated to each state.
13a
 
 
b
Enter the aggregate amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans.
13b
 
c
Enter the aggregate amount of reserves on hand.
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
 
b
If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..
14b
 
 
Form 990 (2010)
Form 990 (2010)
Page 6
Part VI
Governance, Management, and Disclosure For each “Yes” response to lines 2 through 7b below, and for a “No” response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response to any question in this Part VI . . . . . . . . . .
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year ..............
1a
10
b
Enter the number of voting members included in line 1a, above, who are independent .................
1b
8
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
 
No
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? ..
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed?
4
Yes
 
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Does the organization have members or stockholders? ................
6
 
No
7a
Does the organization have members, stockholders, or other persons who may elect one or more members of the governing body? .........................
7a
 
No
b
Are any decisions of the governing body subject to approval by members, stockholders, or other persons? ..
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O .....
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal
Revenue Code.)
Yes
No
10a
Does the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If “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? ....
10b
 
 
11a
Has the organization provided a copy of this Form 990 to all members of its governing body before filing the form?
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review the Form 990. .....
12a
Does the organization have a written conflict of interest policy? If “No,” go to line 13.......
12a
Yes
 
b
Are officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ...........................
12b
Yes
 
c
Does the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this is done ....................
12c
Yes
 
13
Does the organization have a written whistleblower policy? ...............
13
Yes
 
14
Does the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
Yes
 
If "Yes" to line a or b, describe the process in Schedule O. (See instructions.)
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
 
No
b
If “Yes,” has the organization adopted a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and taken steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
 
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
CA
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you make these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how), the organization makes its governing documents, conflict of interest policy, and financial statements available to the public.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization: MediumBullet
RAJEEV NARULA
3800 KILROY AIRPORT WAY
LONG BEACH,CA908065616
(562) 989-8300
Form 990 (2010)
Form 990 (2010)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response to any question in this Part VII . . . . . . . . . .
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation, and current key employees. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

RoundBullet List all of the organization’s current key employees, if any. See instructions for definition of "key employee."
RoundBullet List the organization’s five current highest compensated employees (other than an officer, director, trustee or key employee)
who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the
organization and any related organizations.

RoundBullet List all of the organization’s former officers, key employees, or highest compensated employees who received more than $100,000
of reportable compensation from the organization and any related organizations.

RoundBullet List all of the organization’s former directors or trustees that received, in the capacity as a former director or trustee of the
organization, more than $10,000 of reportable compensation from the organization and any related organizations.

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organizations compensated any current or former officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (describe hours for related organizations in Schedule O) 		(C)
Position (check all that apply) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(1) BRUCE CHERNOF
PRESIDENT/CEO
 40.00 X   X       429,410 0 47,799
(2) DAVID SCHMIDT
DIRECTOR
 1.50 X           0 3,052,208 32,940
(3) THOMAS HIGGINS
CHAIRMAN
 3.20 X           0 132,219 0
(4) LINDA STRIKE
DIRECTOR
 2.00 X           0 112,156 0
(5) KIM HUNTER
DIRECTOR
 2.00 X           0 118,104 0
(6) PATRICK SEAVER
DIRECTOR
 2.00 X           0 110,387 0
(7) THOMAS MCDANIEL
DIRECTOR
 2.00 X           0 105,474 0
(8) COLLEEN CAIN
DIRECTOR
 1.80 X           0 146,961 0
(9) RYAN TRIMBLE
DIRECTOR
 1.50 X           0 163,786 876
(10) JENNIE CHIN HANSEN
DIRECTOR
 2.00 X           26,700 0 0
(11) PAUL TORRENS
DIRECTOR
 2.40 X           31,404 0 0
(12) DENNIS EDER
CHIEF FINANCIAL OFFICER
 2.00     X       0 539,644 80,366
(13) DOUGLAS JAQUES
SECRETARY
 2.00     X       0 400,281 74,806
(14) RENE SEIDEL
VICE PRESIDENT
 40.00       X     207,796 0 25,170
(15) GRETCHEN ALKEMA
VICE PRESIDENT, POLICY & COMMUNICATION
 40.00       X     191,123 0 14,009
(16) LISA TSIMANIS
POLICY DIRECTOR
 40.00         X   125,264 0 17,818
(17) ERIN WESTPHAL
PROGRAM OFFICER
 40.00         X   106,183 0 22,289
Form 990 (2010)
Form 990 (2010)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (describe hours for related organizations in Schedule O) 		(C)
Position (check all that apply) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(18) KAREN SCHEBOTH
GRANT ADMINISTRATOR
 40.00         X   106,035 0 20,505
























1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 1,223,915 4,881,220 336,578
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 in reportable compensation from the organizationMediumBullet6
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual .............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person .....
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
FOLEY HOAG LLP
155 SEAPORT BLVD
BOSTON,MA022122212 		RESEARCH & CONSULTING SERVICES 264,000
AVALERE HEALTH INC
1350 CONNECTICUT AVE NW 900
WASHINGTON,DC20036 		RESEARCH & CONSULTING SERVICES 143,700
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 in compensation from the organization MediumBullet2
Form 990 (2010)
Form 990 (2010)
Page 9
Part VIII
Statement of Revenue
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512, 513, or 514
Contributions, gifts, grants and other similar amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		 
g Noncash contributions included in lines 1a-1f:$  
h Total. Add lines 1a-1f.......MediumBullet  
Program Service Revenue Business Code
2a
b
c
d
e
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet  
Other Revenue 3 Investment income (including dividends, interest
and other similar amounts).....MediumBullet 4,051,750   -9,158 4,060,908
4 Income from investment of tax-exempt bond proceeds..MediumBullet        
5 Royalties............MediumBullet        
(i) Real (ii) Personal
6a Gross Rents    
b Less: rental expenses    
c Rental income or (loss)    
d Net rental income or (loss).......MediumBullet        
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory 20,140,101  
b Less: cost or other basis and sales expenses 15,585,019  
c Gain or (loss) 4,555,082  
d Net gain or (loss)..........MediumBullet 4,555,082     4,555,082
8a Gross income from fundraising events (not including
$  
of contributions reported on line 1c). See Part IV, line 18 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet      
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities...MediumBullet        
10a Gross sales of inventory, less
returns and allowances .
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet        
Miscellaneous Revenue Business Code
11a            
b            
c            
d All other revenue ....        
e Total. Add lines 11a–11d ......MediumBullet  
12 Total revenue. See Instructions....MediumBullet 8,606,832 0 -9,158 8,615,990
Form 990 (2010)
Form 990 (2010)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A) but are not required to complete columns (B), (C), and (D).
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to governments and organizations in the U.S. See Part IV, line 21 3,771,040 3,771,040
2 Grants and other assistance to individuals in the U.S. See Part IV, line 22    
3 Grants and other assistance to governments, organizations, and individuals outside the U.S. See Part IV, lines 15 and 16    
4 Benefits paid to or for members    
5 Compensation of current officers, directors, trustees, and key employees .... 985,938 429,054 556,884  
6 Compensation 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 898,030 364,443 533,587  
8 Pension plan contributions (include section 401(k) and section 403(b) employer contributions) .... 115,055 47,172 67,883  
9 Other employee benefits ....... 79,248 32,492 46,756  
10 Payroll taxes ........... 110,595 45,344 65,251  
11 Fees for services (non-employees):        
a Management ...... 795,043   795,043  
b Legal ......... 9,667   9,667  
c Accounting ........... 48,075   48,075  
d Lobbying ...........        
e Professional fundraising. See Part IV, line 17..    
f Investment management fees ......        
g Other .......... 410,315 298,110 112,205  
12 Advertising and promotion .... 40,357 27,975 12,382  
13 Office expenses ....... 13,316 5,460 7,856  
14 Information technology ...... 12,000 4,920 7,080  
15 Royalties ..        
16 Occupancy ........... 172,071 70,549 101,522  
17 Travel ............ 187,684 146,656 41,028  
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ......        
19 Conferences, conventions, and meetings .... 44,781 41,976 2,805  
20 Interest ...........        
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization ..... 132,396 54,282 78,114  
23 Insurance ..............        
24 Other expenses. Itemize expenses not covered above. (Expenses grouped together and labeled miscellaneous may not exceed 5% of total expenses shown on line 25 below.)
a RESEARCH & EDUCATION 875,082 875,082   0
b MEMBERSHIP DUES 54,707 54,707    
c OTHER EXPENSE 16,282   16,282 0
d TELECOMMUNICATIONS 11,492 4,712 6,780 0
e POSTAGE & SHIPPING 3,633 1,750 1,883 0
f All other expenses        
25 Total functional expenses. Add lines 1 through 24f 8,786,807 6,275,724 2,511,083 0
26 Joint costs. Check here MediumBullet if following
SOP 98-2 (ASC 958-720). Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation 		       
Form 990 (2010)
Form 990 (2010)
Page 11
Part X Balance Sheet
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash—non-interest-bearing .......... 1,945,656 1 3,048,627
2 Savings and temporary cash investments ....... 2,087,472 2 2,132,867
3 Pledges and grants receivable, net .........   3  
4 Accounts receivable, net ......... 668,971 4 462,629
5 Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..........   5  
6 Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of
Schedule L ..........   6  
7 Notes and loans receivable, net .............   7  
8 Inventories for sale or use ..............   8  
9 Prepaid expenses and deferred charges ............ 12,401 9 27,290
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 754,558
b Less: accumulated depreciation. ..... 10b 192,395 687,882 10c 562,163
11 Investments—publicly traded securities .......... 182,857,753 11 190,237,379
12 Investments—other securities. See Part IV, line 11 ...... 66,700 12 146,351
13 Investments—program-related. See Part IV, line 11 ..   13  
14 Intangible assets .........   14  
15 Other assets. See Part IV, line 11 ........... 30,176 15 59,712
16 Total assets. Add lines 1 through 15 (must equal line 34)... 188,357,011 16 196,677,018
Liabilities 17 Accounts payable and accrued expenses . 963,044 17 757,129
18 Grants payable .......... 6,640,101 18 4,760,682
19 Deferred revenue ..........   19  
20 Tax-exempt bond liabilities ..........   20  
21 Escrow or custodial account liability. Complete Part IV of Schedule D..   21  
22 Payables to current and former officers, directors, trustees, key
employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L..........   22  
23 Secured mortgages and notes payable to unrelated third parties ..   23  
24 Unsecured notes and loans payable to unrelated third parties ....   24  
25 Other liabilities. Complete Part X of Schedule D..... 177,381 25 211,500
26 Total liabilities. Add lines 17 through 25..... 7,780,526 26 5,729,311
Net Assets or Fund Balance Organizations that follow SFAS 117, check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets ..... 180,576,485 27 190,947,707
28 Temporarily restricted net assets .....   28  
29 Permanently restricted net assets .....   29  
Organizations that do not follow SFAS 117, check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds .....   30  
31 Paid-in or capital surplus, or land, building or equipment fund .....   31  
32 Retained earnings, endowment, accumulated income, or other funds   32  
33 Total net assets or fund balances ..... 180,576,485 33 190,947,707
34 Total liabilities and net assets/fund balances ..... 188,357,011 34 196,677,018
Form 990 (2010)
Form 990 (2010)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response to any question in this Part XI . . . . . . . . . .
1
Total revenue (must equal Part VIII, column (A), line 12) . . .
1
8,606,832
2
Total expenses (must equal Part IX, column (A), line 25) . . . . .
2
8,786,807
3
Revenue less expenses. Subtract line 2 from line 1 . . . .
3
-179,975
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) . .
4
180,576,485
5
Other changes in net assets or fund balances (explain in Schedule O) . . . .
5
10,551,197
6
Net assets or fund balances at end of year. Combine lines 3, 4, and 5 (must equal Part X, line 33, column (B)) . . . . . .
6
190,947,707
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response to any question in this Part XII . . . . . . . . . .
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?..
2a
 
No
b
Were the organization’s financial statements audited by an independent accountant?........
2b
Yes
 
c
If “Yes,” to 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O............................
2c
Yes
 
d
If “Yes” to line 2a or 2b, check a box below to indicate whether the financial statements for the year were issued on a separate basis, consolidated basis, or both:
3a
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? ................
3a
 
No
b
If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. ..
3b
 
 
Form 990 (2010)
Additional Data


Software ID:  
Software Version:  
Form 990, Special Condition Description:
Special Condition Description
SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service
Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
right arrow Attach to Form 990 or Form 990-EZ. right arrow See separate instructions.
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
THE SCAN FOUNDATION
 
Employer identification number

45-0552845
Part I
Reason for Public Charity Status (All organizations must complete this part.) See instructions
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
f
g
(i) a person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the the supported organization? ................
11g(i)
 
No
(ii) a family member of a person described in (i) above? ......................
11g(ii)
 
No
(iii) a 35% controlled entity of a person described in (i) or (ii) above? ................
11g(iii)
 
No
h
(i)
Name of supported organization 		(ii)
EIN 		(iii)
Type of organization (described on lines 1- 9 above or IRC section (see instructions)) 		(iv)
Is the organization in col. (i) listed in your governing document? 		(v)
Did you notify the organization in col. (i) of your support? 		(vi)
Is the organization in col. (i) organized in the U.S.? 		(vii)
Amount of support?
Yes No Yes No Yes No
(1) SCAN HEALTH PLAN
  		953858259 9 Yes   Yes   Yes   0
Total                 0

For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 2
Part II
Support Schedule for Organizations Described in IRC 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
1 Gifts, grants, contributions, and membership 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 governmental 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 governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..            
6 Public Support. Subtract line 5 from line 4.            
Section B. Total Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
7 Amounts from line 4..            
8 Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
9 Net income from unrelated business activities, whether or not the business is regularly carried on..            
10 Other income. (Explain in Part IV.) Do not include gain or loss from the sale of capital assets..            
11 Total support (Add lines 7 through 10).            
12
12
 
13
Section C. Computation of Public Support Percentage
14
14
 
15
15
 
16a
b
17a
b
18
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 3
Part III
Support Schedule for Organizations Described in IRC 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year(or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
1 Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .            
2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......            
3 Gross receipts from activities that are not an unrelated trade or business under section 513..            
4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...            
5 The value of services or facilities furnished by a governmental unit to the organization without charge..            
6 Total. Add lines 1 through 5.            
7a Amounts included on lines 1, 2, and 3 received from disqualified persons...            
b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.            
c Add lines 7a and 7b..            
8 Public Support (Subtract line 7c from line 6.)            
Section B. Total Support
Calendar year (or fiscal year beginning in) (a) 2006 (b) 2007 (c) 2008 (d) 2009 (e) 2010 (f) Total
9 Amounts from line 6...            
10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..            
b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.            
c Add lines 10a and 10b.            
11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.            
12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)            
13 Total support (Add lines 9, 10c, 11 and 12.).            
14
Section C. Computation of Public Support Percentage
15
15
 
16
16
 
Section D. Computation of Investment Income Percentage
17
17
 
18
18
 
19a
b
20
Schedule A (Form 990 or 990-EZ) 2010
Schedule A (Form 990 or 990-EZ) 2010
Page 4
Part IV
Supplemental Information. Supplemental Information. Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
 
Explanation
 
 
 
 
Schedule A (Form 990 or 990-EZ) 2010

Additional Data


Software ID:  
Software Version:  
SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11, or 12.
SchDMd Bullet Attach to Form 990. SchDMd Bullet See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
THE SCAN FOUNDATION
 
Employer identification number

45-0552845
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.
(a) Donor advised funds (b) Funds and other accounts
1 Total number at end of year .......    
2 Aggregate contributions to (during year) ...    
3 Aggregate grants from (during year) ...    
4 Aggregate value at end of year .......    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds may be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit. ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a–2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ....................... 2a  
b Total acreage restricted by conservation easements .................. 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06 ........ 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the taxable year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting and enforcing conservation easements during the year SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section
170(h)(4)(B)(i) and 170(h)(4)(B)(ii)? ....................................
9
In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under SFAS 116, not to report in its revenue statement and balance sheet works of
art, historical treasures, or other similar assets held for public exhibition, education or research in furtherance of public service,
provide, in Part XIV, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under SFAS 116, to report in its revenue statement and balance sheet works of art,
historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service,
provide the following amounts relating to these items:
(i)
Revenues included in Form 990, Part VIII, line 1 ........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ..............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 relating to these items:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990
Cat. No. 52283D
Schedule D (Form 990) 2010

Schedule D (Form 990) 2010
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s accession and other records, check any of the following that are a significant use of its collection
items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIV.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIV and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
If “Yes,” explain the arrangement in Part XIV.
Part V
Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.
(a)Current Year (b)Prior Year (c)Two Years Back (d)Three Years Back (e)Four Years Back
1a Beginning of year balance ....      
b Contributions ........      
c Investment earnings or losses ...      
d Grants or scholarships .....      
e Other expenditures for facilities
and programs ........ 		     
f Administrative expenses ....      
g End of year balance ......      
2
Provide the estimated percentage of the year end balance held as:
a
Board designated or quasi-endowment: SchDMd Bullet  
b
Permanent endowment: SchDMd Bullet  
c
Term endowment: SchDMd Bullet  
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIV the intended uses of the organization's endowment funds.
Part VI
Investments—Land, Buildings, and Equipment. See Form 990, Part X, line 10.
Description of investment (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................      
b Buildings ................        
c Leasehold improvements ............   635,311 157,483 477,828
d Equipment ................   21,863 9,461 12,402
e Other .................   97,384 25,451 71,933
Total. Add lines 1a-1e. (Column (d) should equal Form 990, Part X, column (B), line 10(c).)........SchDMdBullet 562,163
Schedule D (Form 990) 2010

Schedule D (Form 990) 2010
Page 3
Part VII
Investments—Other Securities. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c) Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests    
Other








Total. (Column (b) should equal Form 990, Part X, col.(B) line 12.)Small Bullet  
Part VIII
Investments—Program Related. See Form 990, Part X, line 13.
(a) Description of investment type (b) Book value (c) Method of valuation:
Cost or end-of-year market value








Total. (Column (b) should equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. See Form 990, Part X, line 15.
(a) Description (b) Book value








Total. (Column (b) should equal Form 990, Part X, col.(B) line 15.)...........Small Bullet  
Part X
Other Liabilities. See Form 990, Part X, line 25.
1.(a) Description of Liability (b) Amount
Federal Income Taxes  
INTERCOMPANY PAYABLE 65,149
DEFERRED COMPENSATION 146,351







Total. (Column (b) should equal Form 990, Part X, col.(B) line 25.)Small Bullet 211,500
2. Fin 48 (ASC 740) Footnote. In Part XIV, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC740).
Schedule D (Form 990) 2010

Schedule D (Form 990) 2010
Page 4
Part XI Reconciliation of Change in Net Assets from Form 990 to Financial Statements
1 Total revenue (Form 990, Part VIII, column (A), line 12) .................... 1 8,606,832
2 Total expenses (Form 990, Part IX, column (A), line 25) ..................... 2 8,786,807
3 Excess or (deficit) for the year. Subtract line 2 from line 1 ............. 3 -179,975
4 Net unrealized gains (losses) on investments .......................... 4 10,551,197
5 Donated services and use of facilities ............................. 5  
6 Investment expenses ................................... 6  
7 Prior period adjustments .................................. 7  
8 Other (Describe in Part XIV) ................................. 8  
9 Total adjustments (net). Add lines 4 - 8 ............................. 9 10,551,197
10 Excess or (deficit) for the year per financial statements. Combine lines 3 and 9 ......... 10 10,371,222
Part XII Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1 Total revenue, gains, and other support per audited financial statements ....... 1 19,158,029
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a 10,551,197
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIV): ............ 2d  
e Add lines 2a through 2d ..................... 2e 10,551,197
3 Subtract line 2e from line 1..................... 3 8,606,832
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIV): ........... 4b  
c Add lines 4a and 4b....................... 4c 0
5 Total Revenue. Add lines 3 and 4c. (This should equal Form 990, Part I, line 12.) ...... 5 8,606,832
Part XIII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1 Total expenses and losses per audited financial statements ............. 1 8,786,807
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a  
b Prior year adjustments .............. 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIV): ............ 2d  
e Add lines 2a through 2d...................... 2e 0
3 Subtract line 2e from line 1..................... 3 8,786,807
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIV): ............ 4b  
c Add lines 4a and 4b....................... 4c 0
5 Total expenses. Add lines 3 and 4c. (This should equal Form 990, Part I, line 18.) ...... 5 8,786,807
Part XIV
Supplemental Information
Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X; Part XI, line 8; Part XII, lines 2d and 4b; and Part XIII, lines 2d and 4b. Also complete this part to provide any additional information.
Identifier Return Reference Explanation
    PART X, FIN 48 FOOTNOTE TO FINANCIAL STATEMENTS: FIN 48 (ASC 740) WAS ADOPTED BY THE ORGANIZATION DURING THE YEAR ENDED DECEMBER 31, 2009. THERE HAS BEEN NO LIABILITY FOR UNCERTAIN TAX POSITIONS RECORDED ON THE FINANCIAL STATEMENTS FOR THE CURRENT YEAR.
Schedule D (Form 990) 2010

Additional Data


Software ID:  
Software Version:  




Schedule I
(Form 990)
Department of the Treasury
Internal Revenue Service
Grants and Other Assistance to Organizations,
Governments and Individuals in the United States
Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet Attach to Form 990
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
THE SCAN FOUNDATION
 
Employer identification number
45-0552845
Part I
General Information on Grants and Assistance
1
Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................
2
Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.
Part II
Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21 for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Use
Part IV and Schedule I-1 (Form 990) if additional space is needed ......................... lBullet
(a) Name and address of organization
or government		 (b) EIN (c) IRC Code section
if applicable		 (d) Amount of cash grant (e) Amount of non-cash
assistance		 (f) Method of valuation
(book, FMV, appraisal,
other)		 (g) Description of
non-cash assistance		 (h) Purpose of grant
or assistance
(1) NATIONAL COUNCIL ON AGING INC1901 L STREET NW 4TH FLOOR
WASHINGTON,DC20036 		13-1932384 501(C)(3) 30,000       ADVANCING PUBLIC POLICY CONSENSUS AROUND FINANCING LTSS
(2) NATIONAL COUNCIL ON THE AGING INC1901 L STREET NW 4TH FLOOR
WASHINGTON,DC20036 		13-1932384 501(C)(3) 246,500       FRIDAY MORNING COLLABORATIVE: YEAR TWO
(3) AARP FOUNDATION601 E STREET NW ROOM A8-230
WASHINGTON,DC20049 		52-0794300 501(C)(3) 334,654       TOWARDS A HIGH-PERFORMING LONG-TERM SERVICES AND SUPPORTS SYSTEM
(4) PARAPROFESSIONAL HEALTHCARE INSTITUTE INC349 E 149TH STREET FLOOR 10
BRONX,NY10451 		13-3575492 501(C)(3) 110,000       FEDERAL POLICY ADVOCACY FOR THE DIRECT CARE WORKFORCE
(5) NATIONAL ACADEMY OF SOCIAL INSURANCE1776 MASSACHUSETTS AVENUE NW SUITE
400
WASHINGTON,DC20036 		52-1451753 501(C)(3) 35,000       ENHANCING THE SCAN FOUNDATION'S WEB-BASED LTSS RESEARCH AND POLICY LIBRARY: GRANT EXTENSION OCTOBER 1- DECEMBER 31, 2010
(6) THE REGENTS OF THE UNIVERSITY OF CALIFORNIA300 UNIVERSITY TOWER
IRVINE,CA92697 		95-2226406 501(C)(3) 78,000       IMPROVING INTERPERSONAL COMMUNICATION TECHNIQUES FOR CNAS AND HHAS
(7) UNIVERSITY OF SOUTHERN CALIFORNIA1985 ZONAL AVENUE
LOS ANGELES,CA90089 		95-1642394 501(C)(3) 99,968       PILLS AND SPILLS: HELPING DIRECT CARE WORKERS REDUCE FALLS THROUGH MEDICATION AND ENVIRONMENTAL INTERVENTIONS
(8) AGING SERVICES OF CALIFORNIA1315 I STREET STE 100
SACRAMENTO,CA95814 		95-2383463 501(C)(3) 100,000       IMPROVING THE SKILLS AND KNOWLEDGE OF CERTIFIED NURSING ASSISTANTS: DEVELOPMENT AND EVALUATION OF A GERIATRIC TRAINING CURRICULA
(9) SAN DIEGO HOSPICE4311 3RD AVENUE
SAN DIEGO,CA92103 		95-6336024 501(C)(3) 98,823       PALLIATIVE CARE IN LONG TERM CARE TRAINING PROGRAM
(10) PARAPROFESSIONAL HEALTHCARE INSTITUTE INC349 E 149TH STREET FLOOR 10
BRONX,NY10451 		13-3575492 501(C)(3) 100,000       STRENGTHENING CORE COMPETENCIES FOR CNAS: IN-SERVICE TRAINING TO IMPROVE GERIATRIC CARE IN CALIFORNIA LONG-TERM CARE FACILITIES
(11) REGENTS UNIVERSITY OF CALIFORNIA LOS ANGELES10960 WILSHIRE BLVD 1550
LOS ANGELES,CA90024 		95-6006143 501(C)(3) 20,000       ANALYSIS OF CALIFORNIA GOVERNOR'S 2010-11 BUDGET: IMPACT ON SENIORS AND LONG-TERM
(12) REGENTS UNIVERSITY OF CALIFORNIA LOS ANGELES10960 WILSHIRE BLVD 1550
LOS ANGELES,CA90024 		95-6006143 501(C)(3) 190,333       HCBS ROLE IN KEEPING MEDI/MEDI ELDERS AT HOME SAFELY
(13) NATIONAL HEALTH POLICY FORUM & GEORGE WASHINGTON UNIVERSITY2131 K STREET NW STE 500
WASHINGTON,DC20037 		53-0196584 501(C)(3) 299,940       BUILDING THE CONTINUUM OF CARE IN THE CONTEXT OF HEALTH REFORM: EDUCATING FEDERAL HEALTH POLICYMAKERS
(14) ST BARNABAS SENIOR SERVICES675 S CARONDELET STREET
LOS ANGELES,CA90057 		95-1641435 501(C)(3) 5,000       BUILDING LA COALITION TO PRESERVE QUALITY CARE FOR OLDER ADULTS AND THEIR FAMILIES
(15) NATIONAL SENIOR CITIZENS LAW CENTER1444 EYE STREET NW 4TH FLOOR
WASHINGTON,DC20005 		95-3132674 501(C)(3) 30,000       TEN YEARS AFTER OLMSTEAD: PROBLEMS, PROGRESS AND OPPORTUNITIES FOR AMERICA'S OLDER ADULTS
(16) PUBLIC HEALTH INSTITUTE555 12TH STREET 10TH FLOOR
OAKLAND,CA94607 		94-1646278 501(C)(3) 35,716       TECH SUMMIT: EXPANDING THE ROLE OF VOLUNTEERISM FOR OLDER ADULTS AND THEIR CAREGIVERS THROUGH TECHNOLOGY
(17) GERONTOLOGICAL SOCIETY OF AMERICA1220 L STREET NW 901
WASHINGTON,DC20005 		52-1256181 501(C)(3) 10,000       PUBLIC POLICY & AGING REPORT ON THE CLASS A
(18) CENTER FOR HEALTH CARE STRATEGIES200 AMERICAN METRO BLVD STE 119
HAMILTON,NJ08619 		22-3375015 501(C)(3) 68,507       ENGAGING CA STAKEHOLDERS ON POLICY OPTIONS FOR DUALS
(19) FAITH IN ACTION NATIONAL NETWORK1359 NATIONAL ROAD
WHEELING,WV26003 		26-2650290 501(C)(3) 27,880       START UP TOOLKIT FOR ESTABLISHING VOLUNTEER CAREGIVING PROGRAMS
(20) CENTER FOR HEALTH POLICY DEVELOPMENT &NATIONAL ACADEMY FOR STATE HEALTH POL10 FREE STREET FLOOR 2
PORTLAND,ME04101 		52-1576801 501(C)(3) 23,797       POLICY CONSIDERATIONS FOR STATE ADOPTION OF MEDICAID HCBS AFFORDABLE CARE ACT PROVISIONS
(21) TRUSTEES OF BOSTON COLLEGE140 COMMONWEALTH AVENUE
CHESTNUT HILL,MA02467 		04-2103545 501(C)(3) 69,221       PAPERS TO INFORM CLASS COMPONENT OF THE PATIENT PROTECTION AND AFFORDABLE CARE ACT
(22) FAMILIES USA1201 NEW YORK AVENUE NW STE 1100
WASHINGTON,DC20005 		04-2730934 501(C)(3) 10,000       ADVANCING STATE EXPANSION OF HOME- AND COMMUNITY-BASED SERVICES (HCBS) IN MEDICAID
(23) GRANTMAKERS IN HEALTH1100 CONNECTICUT AVE NW 12TH FLOOR
WASHINGTON,DC20036 		13-3206571 501(C)(3) 20,000       HEALTH REFORM IMPLEMENTATION PROJECT
(24) GRANTMAKERS IN HEALTH1100 CONNECTICUT AVE NW 12TH FLOOR
WASHINGTON,DC20036 		13-3206571 501(C)(3) 15,000       HEALTH REFORM RESOURCE CENTER FUND
(25) AARP CA1415 L STREET STE 960
SACRAMENTO,CA95814 		95-1985500 501(C)(4) 48,250       CALIFORNIA LONG TERM CARE INFRASTRUCTURE DEVELOPMENT PLANNING PROJECT
(26) AMERICAN SOCIETY ON AGING71 STEVENSON STREET STE 1450
SAN FRANCISCO,CA94105 		94-2292868 501(C)(3) 5,750       THE VILLIAGES MODEL
(27) AMERICAN SOCIETY ON AGING71 STEVENSON STREET STE 1450
SAN FRANCISCO,CA94105 		94-2292868 501(C)(3) 10,052       POLICY BRIEFING: CALIFORNIA LONG TERM CARE POLICY FORUM
(28) CENTER FOR HEALTH CARE STRATEGIES200 AMERICAN METRO BLVD STE 119
HAMILTON,NJ08619 		22-3375015 501(C)(3) 69,868       SUPPORTING INTEGRATION OF CARE FOR CALIFORNIA'S DUAL ELIGIBLES
(29) NATIONAL PACE801 N FAIRFAX STREET SUITE 319
ALEXANDRIA,VA22314 		94-3212616 501(C)(3) 35,000       PROGRAM OF ALL-INCLUSIVE CARE FOR THE ELDERLY (PACE) POLICY SUMMIT
(30) CARA ED FUND600 GRAND AVENUE STE 410
OAKLAND,CA94610 		20-3253963 501(C)(3) 110,000       AGENTS FOR CHANGE
(31) UCLA CENTER FOR HEALTH POLICY RESEARCH10960 WILSHIRE BLVD STE 1550
LOS ANGELES,CA90024 		95-6006143 501(C)(3) 69,787       INFORMAL CAREGIVING IN CALIFORNIA: THE HEALTH PROFILE OF CAREGIVERS AND THE RISKS ASSOCIATED WITH CAREGIVING
(32) PROJECT HOPE THE PEOPLE TO PEOPLE HEALTH FOUNDATION INC7500 OLD GEORGETOWN ROAD STE 600
BETHESDA,MD20814 		53-0242962 501(C)(3) 328,240       FRIDAY MORNING COLLABORATIVE: YEAR TWO
(33) GRANTMAKERS IN AGING7333 PARAGON ROAD STE 220
DAYTON,OH45459 		14-4014982 501(C)(3) 5,000       GIA CONFERENCE HIGHLIGHTS
(34) JOHNS HOPKINS UNIVERSITY SCHOOL OF NURSING525 N WOLFE STREET
BALTIMORE,MD21205 		52-0595110 501(C)(3) 22,400       DOMAINS OF SERVICES: IMPLICATIONS FOR CLASS
(35) INSTITUTE ON AGING3575 GEARY BOULEVARD
SAN FRANCISCO,CA94118 		94-2978977 501(C)(3) 20,281       LINKING AFFORDABLE SENIOR HOUSING AND COMPREHENSIVE HEALTH CARE SERVICES
(36) INDIANA UNIVERSITY620 UNION DRIVE ROOM 518
INDIANAPOLIS,IN46202 		35-6001673 501(C)(3) 35,000       NATIONAL DISSEMINATION OF THE GRACE MODEL
(37) ELDERHELP4069 30TH STREET
SAN DIEGO,CA92104 		95-2880426 501(C)(3) 99,926       IT TAKES A VILLAGE
(38) GREATER NEW YORK HOSPITAL FOUNDATION INC555 W 57TH STREET
NEW YORK CITY,NY10019 		13-2954140 501(C)(3) 49,200       INNOVATION COLLOQUIUM
(39) PRESIDENT AND DIRECTORS OF GEORGETOWN COLLEGE FOR GEORGETOWN UNIVBOX 571168
WASHINGTON,DC20057 		53-0196603 501(C)(3) 49,880       EQUITABLE AND SUSTAINABLE FINANCING FOR THE LONG-TERM CARE SAFETY NET: POLICY OPTIONS FOR FEDERAL-STATE FINANCING
(40) PRESIDENT AND DIRECTORS OF GEORGETOWN COLLEGE FOR GEORGETOWN UNIVBOX 571168
WASHINGTON,DC20057 		53-0196603 501(C)(3) 49,880       TRANSFORMING CARE FOR MEDICARE BENEFICIARIES WITH CHRONIC CONDITIONS AND FUNCTIONAL LIMITATIONS
(41) LONG-TERM QUALITY ALLIANCE & AMERICAN ASSOCIATION OF HOMES AND SERVICE2519 CONNECTICUT AVE NW
WASHINGTON,DC20024 		13-6213525 501(C)(3) 11,000       LTQA INNOVATIVE COMMUNITIES SUMMIT
(42) NATIONAL HEALTH POLICY FORUM & GEORGE WASHINGTON UNIVERSITY2131 K STREET NW STE 500
WASHINGTON,DC20037 		53-0196584 501(C)(3) 725,000       BUILDING THE CONTINUUM OF CARE FOR OLDER ADULTS: EDUCATING FEDERAL HEALTH POLICYMAKERS
2
Enter total number of section 501(c)(3) and government organizations ......................... Bullet Image
41
3
Enter total number of other organizations ................................ . Bullet Image
1
For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50055P
Schedule I (Form 990) 2010

Schedule I (Form 990) 2010
Page 2
Part III
Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Use Schedule I-1 (Form 990) if additional space is needed.
(a)Type of grant or assistance (b)Number of
recipients		 (c)Amount of
cash grant		 (d)Amount of
non-cash assistance		 (e)Method of valuation (book,
FMV, appraisal, other)		 (f)Description of non-cash assistance













Part IV
Supplemental Information. Complete this part to provide the information required in Part I, line 2, and any other additional information.
Identifier Return Reference Explanation
PROCEDURE FOR MONITORING GRANTS IN THE U.S.: PART I, LINE 2: SCHEDULE I, PART I, LINE 2: THE SCAN FOUNDATION ONLY MAKES GRANTS TO ORGANIZATIONS IN THE UNITED STATES. THE USE OF GRANT FUNDS IS MONITORED BY REVIEWING PROGRAM AND EXPENDITURE REPORTS ON A QUARTERLY BASIS. EXPENDITURE REPORTS ARE BEING REVIEWED AGAINST THE PROPOSED AND APPROVED BUDGETS AND PROGRAM REPORTS AGAINST THE PROPOSED AND APPROVED SCOPES OF WORK.
Schedule I (Form 990) 2010


Additional Data


Software ID:  
Software Version:  


Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
SchJMediumBullet Attach to Form 990. SchJMediumBullet See separate instructions.
OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
THE SCAN FOUNDATION
 
Employer identification number

45-0552845
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
b
If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement orprovision of all the expenses described above? If "No," complete Part III to explain....
1b
 
 
2
Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all
officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? ....
2
 
 
3
Indicate which, if any, of the following the organization uses to establish the compensation of the
organization's CEO/Executive Director. Check all that apply.
4
During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment? ...............
4a
Yes
 
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? ........
4b
Yes
 
c
Participate in, or receive payment from, an equity-based compensation arrangement? ........
4c
 
No
If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.
Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.
5
For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ...........................
5a
 
No
b
Any related organization? .........................
5b
 
No
If "Yes," to line 5a or 5b, describe in Part III.
6
For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization? ...........................
6a
 
No
b
Any related organization? .........................
6b
 
No
If "Yes," to line 6a or 6b, describe in Part III.
7
For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............
7
 
No
8
Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regs. section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................
8
 
No
9
If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990
Cat. No. 50053T
Schedule J (Form 990) 2010

Schedule J (Form 990) 2010
Page 2
Part II
Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use Schedule J-1 if additional space needed.
For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.

Note. The sum of columns (B)(i)-(iii) must equal the applicable column (D) or column (E) amounts on Form 990, Part VII, line 1a.
(A) Name (B) Breakdown of W-2 and/or 1099-MISC compensation (C) Retirement and other deferred compensation (D) Nontaxable
benefits		 (E) Total of columns
(B)(i)-(D) 		(F) Compensation
reported in prior
Form 990 or
Form 990-EZ
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
(1) BRUCE CHERNOF (i)
(ii)		 299,418
0 		112,500
0 		17,492
0 		41,900
0 		5,899
0 		477,209
0 		0
0
(2) DAVID SCHMIDT (i)
(ii)		 0
662,524 		0
285,732 		0
2,103,952 		0
17,150 		0
15,790 		0
3,085,148 		0
121,631
(3) RYAN TRIMBLE (i)
(ii)		 0
89,634 		0
0 		0
74,152 		0
0 		0
876 		0
164,662 		0
0
(4) DENNIS EDER (i)
(ii)		 0
358,891 		0
160,682 		0
20,071 		0
53,792 		0
26,574 		0
620,010 		0
0
(5) DOUGLAS JAQUES (i)
(ii)		 0
281,461 		0
100,810 		0
18,010 		0
40,540 		0
34,266 		0
475,087 		0
0
(6) RENE SEIDEL (i)
(ii)		 170,652
0 		26,250
0 		10,894
0 		14,088
0 		11,082
0 		232,966
0 		0
0
(7) GRETCHEN ALKEMA (i)
(ii)		 172,834
0 		8,741
0 		9,548
0 		3,298
0 		10,711
0 		205,132
0 		0
0









Schedule J (Form 990) 2010

Schedule J (Form 990) 2010
Page 3
Part III
Supplemental Information
Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 4c, 5a, 5b, 6a, 6b, 7, and 8. Also complete this part for any additional information.
Identifier Return Reference Explanation
  PART I, LINES 4A-B PART I, LINE 4A: DURING 2010, THE EMPLOYMENT RELATIONSHIP OF DAVID SCHMIDT, SCAN HEALTH PLAN AND SCAN GROUP CEO, WITH SCAN HEALTH PLAN WAS ENDED. IN CONNECTION WITH THE TERMINATION OF MR. SCHMIDT'S EMPLOYMENT, SCAN HEALTH AND SCAN GROUP NEGOTIATED AND PAID SEVERANCE TO MR. SCHMIDT THAT WAS IN ACCORDANCE WITH THE TERMS OF HIS THEN EXISTING EMPLOYMENT AGREEMENT WITH SCAN HEALTH PLAN AND SCAN GROUP. THE SEVERANCE WAS NOT RELATED TO THE SCAN FOUNDATION. PART I, LINE 4B: THE COMPANY PROVIDES A SUPPLEMENTAL NON-QUALIFIED RETIREMENT PLAN TO ONLY SENIOR EXECUTIVES OF THE COMPANY. SENIOR V.P. AND OFFICERS ARE ELIGIBLE TO PARTICIPATE IN THE SECTION 457(F) PLAN. THE FOLLOWING INDIVIDUALS PARTICIPATED IN THE COMPANY'S SECTION 457(F) DURING THE YEAR 2010: DAVID SCHMIDT, DENNIS EDER, DOUGLAS JAQUES, AND BRUCE CHERNOF. COMPENSATION PURSUANT TO THE TERMS AND CONDITIONS OF THE SECTION 457(F) PLAN, A PARTICIPANT BECOMES 100% VESTED IN THE EMPLOYER CONTRIBUTION UPON THE OCCURRENCE OF ANY OF THE FOLLOWING WHILE THE PARTICIPANT IS AN EMPLOYEE: (I) THE PARTICIPANT HAS TEN YEARS OF CONTINUOUS EMPLOYMENT, COUNTING ONLY SERVICE AFTER DECEMBER 31, 2005; (II) THE PARTICIPANT REACHES THE AGE OF 62 AND HAS FIVE YEARS OF CONTINUOUS EMPLOYMENT; (III) THE PARTICIPANT'S INVOLUNTARY TERMINATION; (IV) THE PARTICIPANT'S DISABILITY; OR (V) THE PARTICIPANT'S DEATH. THE FOLLOWING INDIVIDUALS RECEIVED PAYMENTS OUT OF THE SECTION 457(F) PLAN DURING THE YEAR: DAVID SCHMIDT, $121,631.
Schedule J (Form 990) 2010

Additional Data


Software ID:  
Software Version:  
SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2010
Open to Public
Inspection
Name of the organization
THE SCAN FOUNDATION
 
Employer identification number

45-0552845
Identifier Return Reference Explanation
FORM 990, PART VI, SECTION A, LINE 4   PURSUANT TO AN AMENDMENT OF ITS ARTICLES OF INCORPORATION, EFFECTIVE JANUARY 1, 2010, THE FOUNDATION BECAME ORGANIZED AS A NONMEMBER NONPROFIT PUBLIC BENEFIT CORPORATION.
FORM 990, PART VI, SECTION B, LINE 11   THE FORM 990 IS PREPARED BY DELOITTE TAX LLP, WORKING IN CONJUNCTION WITH SCAN'S FINANCE DEPARTMENT. SCAN HEALTH PLAN'S ACCOUNTING MANAGER AND SCAN FOUNDATION'S VP OF OPERATIONS HAVE A DIRECT RESPONSIBILITY FOR THIS EFFORT, SUBJECT TO SUPERVISION BY THE SCAN HEALTH PLAN'S CONTROLLER. AFTER AN INITIAL DRAFT OF THE FORM 990 IS PREPARED, IT IS CIRCULATED FOR REVIEW AND COMMENT BY RELEVANT MEMBERS OF THE EXECUTIVE TEAM WHO HAVE RESPONSIBILITY AND/OR KNOWLEDGE ABOUT THE VARIOUS MATTERS DISCLOSED AND/OR DESCRIBED IN THE FORM. THE GENERAL COUNSEL, IN PARTICULAR, REVIEWS THE FORM 990 AND ENSURES ACCURACY OF DESCRIPTIONS AND THAT DISCLOSURE IS COMPLETE. THE DRAFT FORM 990 IS REVIEWED BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF SCAN FOUNDATION, AND IS SHARED WITH ALL MEMBERS OF THE BOARD OF DIRECTORS AFTER IT IS READY FOR FILING BUT BEFORE IT IS FILED.
  FORM 990, PART VI, SECTION B, LINE 12C THE SCAN FOUNDATION REGULARLY AND CONSISTENTLY MONITORS AND ENFORCES COMPLIANCE WITH ITS CONFLICT ON INTEREST POLICY THROUGH ANNUAL CIRCULATION OF A CONFLICT OF INTEREST QUESTIONNAIRE WHICH IS REQUIRED TO BE ANSWERED BY ALL MEMBERS OF THE BOARD OF DIRECTORS, OFFICERS, AND MEMBERS OF THE EXECUTIVE MANAGEMENT TEAM. IN ADDITION, THERE IS REGULAR EDUCATION AND ENFORCEMENT THROUGH OVERSIGHT OF SUCH POLICY AND THE SCAN FOUNDATION GIFT AND BUSINESS COURTESIES POLICY WITH RESPECT TO THE FOUNDATION BY MEMBERS OF THE EXECUTIVE TEAM. THE LEGAL DEPARTMENT OF SCAN FOUNDATION REVIEWS ALL CONTRACTUAL RELATIONSHIPS ENTERED INTO BY THE FOUNDATION, AND THE GENERAL COUNSEL OF THE SCAN GROUP IS RESPONSIBLE FOR MONITORING CONFLICTS OF INTEREST THROUGH THE ANNUAL CIRCULATION AND REVIEW OF THE CONFLICT OF INTEREST QUESTIONNAIRE. ACCORDINGLY, THE LEGAL DEPARTMENT OF SCAN GROUP AND, IN PARTICULAR, THE GENERAL COUNSEL IS IN A POSITION TO MONITOR AND ENFORCE COMPLIANCE WITH THE POLICY ON AN ONGOING BASIS.
  FORM 990, PART VI, SECTION B, LINE 15 15A: THE PROCESS FOR DETERMINING THE COMPENSATION OF THE CHIEF EXECUTIVE OFFICER OF THE SCAN FOUNDATION IS CONDUCTED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF THE SCAN GROUP, ALL OF THE VOTING MEMBERS OF WHICH ARE INDEPENDENT PERSONS. IN DETERMINING THE CHIEF EXECUTIVE OFFICER'S COMPENSATION, DURING 2010, THE COMPENSATION COMMITTEE WORKED WITH AND RELIED UPON THE COUNSEL AND EXPERTISE OF ERNST & YOUNG, A CONSULTANT WITH WELL ESTABLISHED EXPERIENCE AND EXPERTISE IN THE AREA OF NON-PROFIT ORGANIZATION EXECUTIVE COMPENSATION AND COMPLIANCE WITH THE INTERMEDIATE SANCTIONS REQUIREMENTS APPLICABLE TO SUCH COMPENSATION. ERNST & YOUNG PROVIDES AN "EXECUTIVE COMPENSATION REPORT" TO THE COMPENSATION COMMITTEE EACH YEAR WHICH FURNISHES THE BASIS FOR THE ESTABLISHMENT OF THE CHIEF EXECUTIVE OFFICER'S COMPENSATION PACKAGE DURING THE FOLLOWING YEAR. THE ERNST & YOUNG EXECUTIVE COMPENSATION REPORT IS BASED ON A REVIEW OF THE EXECUTIVE COMPENSATION PRACTICES OF A VARIETY OF ORGANIZATIONS THAT ARE CONSIDERED COMPARABLE TO THE SCAN FOUNDATION BASED ON VARIOUS METRICS. THE COMPENSATION COMMITTEE DELIBERATES ON THE ISSUE OF THE CHIEF EXECUTIVE OFFICER'S COMPENSATION PACKAGE IN LIGHT OF THE ERNST & YOUNG EXECUTIVE COMPENSATION REPORT AND QUESTIONS ARE ASKED OF, AND ANSWERED BY ERNST & YOUNG, REGARDING SUCH REPORT AND OTHER MATTERS RELEVANT TO SUCH PACKAGE. BASED ON SUCH DELIBERATIONS, THE COMPENSATION COMMITTEE MAKES A RECOMMENDATION TO THE BOARD OF DIRECTORS OF THE SCAN FOUNDATION REGARDING THE COMPENSATION PACKAGE FOR THE FOLLOWING YEAR. THE FULL BOARD OF DIRECTORS OF THE SCAN FOUNDATION DELIBERATES AND THEN VOTES ON SUCH RECOMMENDATION; THE CHIEF EXECUTIVE OFFICER IS RECUSED FOR THE ENTIRETY OF SUCH DELIBERATIONS AND VOTE. THE MINUTES OF THE COMPENSATION COMMITTEE AND THE BOARD OF DIRECTORS FOR THESE MEETINGS ARE CONTEMPORANEOUSLY PREPARED FOR AND REFLECT SUCH DELIBERATIONS AND DECISIONS. 15B: THE PROCESS FOR DETERMINING THE COMPENSATION OF OFFICERS OR OTHER KEY EMPLOYEES OF THE SCAN FOUNDATION IS CONDUCTED BY THE HUMAN RESOURCES DEPARTMENT, THE CHIEF EXECUTIVE OFFICER AND THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS OF THE SCAN GROUP, ALL OF THE VOTING MEMBERS OF WHICH ARE INDEPENDENT PERSONS. IN DETERMINING SUCH EMPLOYEE'S COMPENSATION, DURING 2010 THE HUMAN RESOURCES DEPARTMENT AND COMPENSATION COMMITTEE WORKED WITH RELIED UPON THE COUNSEL AND EXPERTISE OF ERNST & YOUNG, A CONSULTANT WITH WELL ESTABLISHED EXPERIENCE AND EXPERTISE IN THE AREA OF NON-PROFIT ORGANIZATION EXECUTIVE COMPENSATION AND COMPLIANCE WITH THE INTERMEDIATE SANCTIONS REQUIREMENTS APPLICABLE TO SUCH COMPENSATION. ERNST & YOUNG PROVIDES AN "EXECUTIVE COMPENSATION REPORT" TO THE HUMAN RESOURCES DEPARTMENT AND COMPENSATION COMMITTEE EACH YEAR WHICH FURNISHES THE BASIS FOR THE ESTABLISHMENT OF SUCH EMPLOYEES' COMPENSATION PACKAGE DURING THE FOLLOWING YEAR. ERNST & YOUNG EXECUTIVE COMPENSATION REPORT IS BASED ON A REVIEW OF THE EXECUTIVE COMPENSATION PRACTICES OF A VARIETY OF ORGANIZATIONS THAT ARE CONSIDERED COMPARABLE TO THE SCAN FOUNDATION BASED ON VARIOUS METRICS. THE CHIEF EXECUTIVE OFFICER MAKES A RECOMMENDATION TO THE COMPENSATION COMMITTEE WITH RESPECT TO EACH OF SUCH EMPLOYEES' COMPENSATION PACKAGE IN LIGHT OF THE ERNST & YOUNG EXECUTIVE COMPENSATION REPORT. AT THE COMPENSATION COMMITTEE MEETING ADDRESSING SUCH MATTERS, QUESTIONS ARE ASKED OF, AND ANSWERED BY ERNST & YOUNG, REGARDING SUCH REPORT AND OTHER MATTERS RELEVANT TO SUCH PACKAGE. BASED ON SUCH DELIBERATIONS, THE COMPENSATION COMMITTEE MAKES A DECISION REGARDING THE COMPENSATION PACKAGE FOR SUCH EMPLOYEES FOR THE FOLLOWING YEAR. THE MINUTES OF THE COMPENSATION COMMITTEE FOR THIS MEETING ARE PREPARED SUBSTANTIALLY CONTEMPORANEOUSLY AND SUBSTANTIATE SUCH DELIBERATIONS AND DECISIONS.
  FORM 990, PART VI, SECTION C, LINE 19 THE SCAN FOUNDATION GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE CURRENTLY NOT MADE AVAILABLE TO THE PUBLIC. THE SCAN FOUNDATION MAKES THEIR FORM 990 AVAILABLE FOR PUBLIC INSPECTION, WHICH CONTAINS FINANCIAL INFORMATION.
  FORM 990, PART VII: RYAN TRIMBLE SERVED AS A BOARD MEMBER BETWEEN JANUARY 1, 2010 AND NOVEMBER 6, 2010. HE WAS COMPENSATED $74,152 AND RECEIVED A FORM 1099 REPORTING HIS COMPENSATION FROM SERVICES AS A BOARD MEMBER. ON NOVEMBER 7, 2010 HE ASSUMED THE ROLE OF INTERIM CEO OF SCAN HEALTH PLAN AND SCAN GROUP AND WAS COMPENSATED $89,634 AS AN EMPLOYEE OF SCAN HEALTH PLAN AND RECEIVED A FORM W-2 FOR HIS SERVICES AS SUCH. AVG HOURS DEVOTED TO RELATED ORG(S) WHEN RELATED COMP IS REPORTED: PART VII, SECTION A, COLUMN D REPORTS COMPENSATION PAID BY THE SCAN FOUNDATION FOR SERVICES PROVIDED TO THE SCAN FOUNDATION. PART VII, SECTION A, COLUMN E REPORTS COMPENSATION PAID BY THE SCAN GROUP FOR SERVICES PROVIDED TO THE SCAN FOUNDATION AND AFFILIATES.COLUMN B INCLUDES TOTAL HOURS FOR THE SCAN FOUNDATION ONLY. BELOW IS A BREAKDOWN OF HOURS SPENT PER AFFILIATE. THE FOLLOWING BOARD MEMBERS OF THE SCAN FOUNDATION ALSO DEVOTE THE FOLLOWING TIME TO THE SCAN HEALTH PLAN: COLLEEN CAIN - 1.3 HOUR PER WEEK LINDA STRIKE - 0.8 HOUR PER WEEK KIM HUNTER - 0.9 HOUR PER WEEK PATRICK SEAVER - 1.0 HOUR PER WEEK THOMAS MCDANIEL - 0.9 HOUR PER WEEK THOMAS HIGGINS - 0.9 HOUR PER WEEK SCAN HEALTH PLAN AND SCAN GROUP ARE OPERATED JOINTLY. THEREFORE, THE FOLLOWING OFFICERS AND KEY EMPLOYEES SPEND AN AVERAGE OF 40 HOURS PER WEEK BETWEEN THE TWO ORGANIZATIONS: DAVID SCHMIDT RYAN TRIMBLE DENNIS EDER DOUGLAS JAQUES THE FOLLOWING BOARD MEMBERS OF THE SCAN FOUNDATION ALSO DEVOTE THE FOLLOWING TIME TO SCAN GROUP: COLLEEN CAIN - 11.9 HOUR PER WEEK LINDA STRIKE - 7.1 HOUR PER WEEK KIM HUNTER - 7.7 HOUR PER WEEK PATRICK SEAVER - 9.0 HOUR PER WEEK THOMAS MCDANIEL - 8.6 HOUR PER WEEK THOMAS HIGGINS - 8.4 HOUR PER WEEK THE FOLLOWING BOARD MEMBERS OF THE SCAN FOUNDATION ALSO DEVOTE THE FOLLOWING TIME TO SCAN HEALTH PLAN ARIZONA AND SCAN LONG TERM CARE: LINDA STRIKE - 1.2 HOUR PER WEEK RYAN TRIMBLE - 0.8 HOUR PER WEEK
CHANGES IN NET ASSETS OR FUND BALANCES: FORM 990, PART XI, LINE 5: NET UNREALIZED GAINS ON INVESTMENTS: 10,551,197.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2010

Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.

OMB No. 1545-0047
2010
Open to Public Inspection
Name of the organization
THE SCAN FOUNDATION
 
Employer identification number

45-0552845
Part I
Identification of Disregarded Entities (Complete if the organization answered "Yes" on Form 990, Part IV, line 33.)
(a)
Name, address, and EIN of disregarded entity


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Total income
(e)
End-of-year assets


 		(f)
Direct controlling
entity

















Part II
Identification of Related Tax-Exempt Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related tax-exempt organizations during the tax year.)
(a)
Name, address, and EIN of related organization


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Exempt Code section
(e)
Public charity status
(if section 501(c)(3))

 		(f)
Direct controlling
entity

 		(g)
Section 512(b)(13) controlled organization
Yes No
(1) SCAN HEALTH PLAN

3800 KILROY AIRPORT WAY SUITE 100

LONG BEACH,CA90806
95-3858259 		MEDICARE ADVANTAGE CA 501(C)(3) LINE 9 SCAN GROUP
 
Yes
 
(2) SCAN HEALTH PLAN ARIZONA

3800 KILROY AIRPORT WAY SUITE 100

LONG BEACH,CA90806
73-1729007 		MEDICARE ADVANTAGE AZ 501(C)(4)   SCAN GROUP
 
 
No
(3) SCAN LONG TERM CARE

3800 KILROY AIRPORT WAY SUITE 100

LONG BEACH,CA90806
20-4607594 		MEDICAID MGMT. CARE AZ 501(C)(4)   SCAN HEALTH PLAN ARIZONA
 
 
No
(4) SCAN GROUP

3800 KILROY AIRPORT WAY SUITE 100

LONG BEACH,CA90806
95-3826037 		ADMIN. SUPPORT CA 501(C)(3) LINE 11, TYPE II N/A
Yes
 






For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.)
(a)
Name, address, and EIN of
related organization



 		(b)
Primary activity




 		(c)
Legal
domicile
(state or foreign
country)


 		(d)
Direct controlling
entity



 		(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




 		(g)
Share of end-of-year
assets



 		(h)
Disproprtionate allocations?




 		(i)
Code V—UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No












Part IV
Identification of Related Organizations Taxable as a Corporation or Trust (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.)
(a)
Name, address, and EIN of related organization



 		(b)
Primary activity



 		(c)
Legal domicile
(state or
foreign
country)
 		(d)
Direct controlling
entity


 		(e)
Type of entity
(C corp, S corp,
or trust)

 		(f)
Share of total income



 		(g)
Share of
end-of-year
assets

 		(h)
Percentage
ownership












Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 3
Part V
Transactions With Related Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35, 35A, or 36.)
Note. Complete line 1 if any entity is listed in Parts II, III or IV.
Yes
No
1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?
a Receipt of (i) interest (ii) annuities (iii) royalties (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .
1a
 
No
b Gift, grant, or capital contribution to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
 
No
c Gift, grant, or capital contribution from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
 
No
d Loans or loan guarantees to or for other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Sale of assets to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
No
g Purchase of assets from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Exchange of assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Lease of facilities, equipment, or other assets to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
 
No
k Performance of services or membership or fundraising solicitations for other organization(s) . . . . . . . . . . . . . . . . . . . . . .
1k
 
No
l Performance of services or membership or fundraising solicitations by other organization(s) . . . . . . . . . . . . . . . . . . . . . .
1l
 
No
m Sharing of facilities, equipment, mailing lists, or other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of paid employees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1n
 
No
o Reimbursement paid to other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
Yes
 
p Reimbursement paid by other organization for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
 
No
q Other transfer of cash or property to other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
 
No
r Other transfer of cash or property from other organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
 
No
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of other organization 		(b)
Transaction
type(a-r) 		(c)
Amount involved 		(d)
Method of determining amount involved
(1) SCAN HEALTH PLAN

 O 328,902 SEE PART VII
(2) SCAN GROUP

 O 466,141 SEE PART VII
(3)
(4)
(5)
(6)
Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 37.)
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity 		(b)
Primary activity 		(c)
Legal domicile
(state or foreign
country) 		(d)
Are all
partners
section
501(c)(3)
organizations? 		(e)
Share of
end-of-year
assets 		(f)
Disproprtionate allocations? 		(g)
Code V—UBI
amount in box
20 of Schedule K-1
(Form 1065) 		(h)
General or
managing
partner?
Yes No Yes No Yes No






























Schedule R (Form 990) 2010
Schedule R (Form 990) 2010
Page 5
Part VII
Supplemental Information
Complete this part to provide additional information for responses to questions on Schedule R (see instructions).
Identifier Return Reference Explanation
SCHEDULE R, PART VII   THE PERCENTAGE OF ALLOCATION TO AFFILIATED COMPANIES IS DETERMINED BASED ON ESTIMATED PERCENTAGE OF TIME WORKED, PERCENTAGE OF HEADCOUNTS, AND THE PERCENTAGE OF SCAN MEMBERSHIP, AS APPROPRIATE BASED ON THE NATURE OF THE EXPENSE.
Additional Data


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