TY 2011 Form 990

- TIN:

Form990

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)

The organization may have to use a copy of this return to satisfy state reporting requirements.

OMB No. 1545-0047

2011

Open to Public Inspection

A For the calendar year, or tax year beginning 01-01-2011 and ending 12-31-2011

BCheck if applicable: Address change Name change Initial return Terminated Amended return Application pending

CName of organization
BAKERY AND CONFECTIONERY UNION AND
INDUSTRY INTERNATIONAL HEALTH BENEFITS FUND

Doing Business As

Number and street (or P.O. box if mail is not delivered to street address)
10401 CONNECTICUT AVE

Room/suite

City or town, state or country, and ZIP + 4
KENSINGTON, MD208953960

D Employer identification number

53-0227042

E Telephone number

G Gross receipts $ 250,914,163

F Name and address of principal officer:
ROBERT J BERGIN
10401 CONNECTICUT AVENUE
KENSINGTON,MD208953960

Tax-exempt status: 501(c)(3) 501(c) ( 9 ) LeftBullet

(insert no.) 4947(a)(1) or 527

Website:

BCTRUSTFUNDS.ORG

H(a)

Is this a group return for
affiliates? Yes No

H(b)

Are all affiliates included?

Yes No

If "No," attach a list. (see instructions)

H(c)

Group exemption number MediumBullet

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 1953

M State of legal domicile: NY

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: THE FUND OPERATES AS A TRUST TO PROVIDE CERTAIN HEALTH BENEFITS TO LOCAL UNION EMPLOYEES, FUND OFFICE EMPLOYEES AND COVERED EMPLOYEES OF PARTICIPATING EMPLOYERS UNDER COLLECTIVELY BARGAINED AGREEMENTS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a).....	3	12
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	0
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...	5	50
6	Total number of volunteers (estimate if necessary) ....	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	39,144,339	38,344,489
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	22,051,817	9,994,622
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)...................	61,196,156	48,339,111
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	38,963,950	39,024,800
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	2,269,135	2,475,483
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	2,889,014	2,526,019
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	44,122,099	44,026,302
19	Revenue less expenses. Subtract line 18 from line 12.......	17,074,057	4,312,809
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	242,065,608	243,373,508
21	Total liabilities (Part X, line 26).............	3,962,636	2,786,991
22	Net assets or fund balances. Subtract line 21 from line 20.....	238,102,972	240,586,517

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

	Signature of officer	Date

	Type or print name and title.

Paid preparer use only

Print/type preparer's name

Preparer's signature

Date

Check if
self-employed

PTIN

Firm's name Right pointing arrowhead image

Firm's EIN Right pointing arrowhead image

Firm's address Right pointing arrowhead image

Phone no.

May the IRS discuss this return with the preparer shown above? See instructions ......... bullet

YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y

Form 990 (2011)

Page 2

Part III

Statement of Program Service Accomplishments

Check if Schedule O contains a response to any question in this Part III .........

Briefly describe the organization’s mission: THE ORGANIZATION IS THE TRUST FOR THE BAKERY AND CONFECTIONERY UNION AND INDUSTRY INTERNATIONAL HEALTH BENEFITS PLAN, A COLLECTIVELY BARGAINED WELFARE BENEFIT PLAN SERVING THE UNION MEMBERS OF THE BAKERY AND CONFECTIONERY INDUSTRY.

Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? .................... Yes No

If “Yes,” describe these new services on Schedule O.

Did the organization cease conducting, or make significant changes in how it conducts, any program services? .......................... Yes No

If “Yes,” describe these changes on Schedule O.

Describe the organization’s program service accomplishments for each of its three largest program services, as measured 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 $ including grants of $ ) (Revenue $ )
	FUNDED HEALTH, DISABILITY, AND DEATH BENEFITS FOR MEMBERS, WHICH NUMBERED approximately 22,215 AS OF DECEMBER 31, 2011.

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 expenses$

Form 990 (2011)

Page 3

Part IV

Checklist of Required Schedules

Yes

Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If “Yes,” complete Schedule A.....................

Is the organization required to complete Schedule B, Schedule of Contributors? ........

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..........

Section 501(c)(3) organizations. Did the organization engage in lobbying activities? If “Yes,” complete Schedule C,
Part II.........................

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........................

Did the organization maintain any donor advised funds or any similar funds or accounts for which 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 I Click to see attachment

....................

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 II Click to see attachment

...

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

....................

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 IV Click to see attachment

...................

Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If “Yes,” complete Schedule D, Part V Click to see attachment

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:

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

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

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

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

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

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

Yes

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

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

Is the organization a school described in section 170(b)(1)(A)(ii)? If “Yes,” complete Schedule E

14a

Did the organization maintain an office, employees, or agents outside of the United States?....

14a

Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States or aggregate foreign investments valued at $100,000 or more? If “Yes,” complete Schedule F, Part I.........

14b

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..

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..

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

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..........

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...................

20a

Did the organization operate one or more hospitals? If “Yes,” complete Schedule H.....

20a

If “Yes” to line 20a, did the organization attach a copy of its audited financial statement to this return? Note. All Form 990 filers that operated one or more hospitals must attach audited financial statements.

20b

Form 990 (2011)

Page 4

Part IV

Checklist of Required Schedules (continued)

Did the organization report more than $5,000 of grants and other assistance to any government or organization in the United States on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II..

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.....

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

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

Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...

24b

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

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

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

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.........................

Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If “Yes,” complete Schedule L, Part III.........

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 current or former officer, director, trustee, or key employee? If “Yes,” complete Schedule L, Part IV .........................

28a

A family member of a current or former officer, director, trustee, or key employee? If “Yes,”
complete Schedule L, Part IV...................

28b

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

Did the organization receive more than $25,000 in non-cash contributions? If “Yes,” complete Schedule M

Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If “Yes,” complete Schedule M............

Did the organization liquidate, terminate, or dissolve and cease operations? If “Yes,” complete Schedule N,
Part I...........................

Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If “Yes,” complete Schedule N, Part II.......................

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

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

Yes

35a

Did the organization have a controlled entity within the meaning of section 512(b)(13)?

35a

If ‘Yes’ to line 35a, 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

35b

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...........

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 VI Click to see attachment

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. ............

Yes

Form 990 (2011)

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

Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable. .......

4,728

Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable.

Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................

Yes

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 .....................

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)

Yes

Did the organization have unrelated business gross income of $1,000 or more during the year?.............................

If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....

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)?.......................

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.

Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..

Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?

If “Yes” to line 5a or 5b, did the organization file Form 8886-T? ........

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?..........

If “Yes,” did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................

Organizations that may receive deductible contributions under section 170(c).

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?....................

If “Yes,” did the organization notify the donor of the value of the goods or services provided?.....

Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................

If “Yes,” indicate the number of Forms 8282 filed during the year ....

Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?..........................

Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..

If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?...................

If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?...............

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?................

Sponsoring organizations maintaining donor advised funds.

Did the organization make any taxable distributions under section 4966?.........

Did the organization make a distribution to a donor, donor advisor, or related person?......

Section 501(c)(7) organizations. Enter:

Initiation fees and capital contributions included on Part VIII, line 12 ...

10a

Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities

10b

Section 501(c)(12) organizations. Enter:

Gross income from members or shareholders .........

11a

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

If “Yes,” enter the amount of tax-exempt interest received or accrued during the year.

12b

Section 501(c)(29) qualified nonprofit health insurance issuers.

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

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

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

If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..

14b

Form 990 (2011)

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

Enter the number of voting members of the governing body at the end of the tax year
If the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.

Enter the number of voting members included in line 1a, above, who are independent .................

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? .................

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? .

Did the organization make any significant changes to its governing documents since the prior Form 990 was filed?

Did the organization become aware during the year of a significant diversion of the organization’s assets? .

Did the organization have members or stockholders? ................

Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? .................

Yes

Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ............

Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:

The governing body? .........................

Yes

Each committee with authority to act on behalf of the governing body? ..........

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 .....

Yes

Section B. Policies (This Section B requests information about policies not required by the Internal
Revenue Code.)

Yes

10a

Did the organization have local chapters, branches, or affiliates? ............

10a

If “Yes,” did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? ....

10b

11a

Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form?

11a

Describe in Schedule O the process, if any, used by the organization to review the Form 990. .....

12a

Did the organization have a written conflict of interest policy? If “No,” go to line 13.......

12a

Were officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ........................

12b

Did the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this was done ....................

12c

Did the organization have a written whistleblower policy? ...............

Did the organization have a written document retention and destruction policy? .........

Yes

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?

The organization’s CEO, Executive Director, or top management official ...........

15a

Other officers or key employees of the organization ................

15b

If "Yes," to line 15a or 15b, 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

If “Yes,” did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............

16b

Section C. Disclosure

List the States with which a copy of this Form 990 is required to be filed MediumBullet

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 made these available. Check all that apply.

Own website Another's website Upon request

Describe in Schedule O whether (and if so, how), the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.

State the name, physical address, and telephone number of the person who possesses the books and records of the organization: MediumBullet

ROBERT J BERGIN
10401 CONNECTICUT AVE
KENSINGTON,MD208953960
(301) 468-3720

Form 990 (2011)

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.

List all of the organization’s current key employees, if any. See instructions for definition of "key employee."

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.

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.

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 (do not check more than one box, unless person is both an officer and a director/trustee)			(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
(A) Name and Title
(1) FRANK HURT CHAIRMAN/UNION TRUSTEE	1.0	X	X		0	251,549	11,225
(2) DAVID B DURKEE UNION TRUSTEE	1.0	X			0	237,065	74,544
(3) STEVEN V BERTELLI UNION TRUSTEE	1.0	X			0	158,880	62,735
(4) ANTHONY L JOHNSON UNION TRUSTEE	1.0	X			0	158,867	63,294
(5) ART MONTMINY UNION TRUSTEE	1.0	X			0	158,165	62,845
(6) ROBERT OAKLEY UNION TRUSTEE	1.0	X			0	163,160	65,434
(7) RANDY D ROARK UNION TRUSTEE	1.0	X			0	159,183	62,955
(8) JOSEPH THIBODEAU UNION TRUSTEE (RESIGNED)	1.0	X			0	214,710	11,559
(9) RICHARD B COOK SECRETARY/TRUSTEE (RESIGNED)	1.0	X	X		0	0	0
(10) THOMAS G KIRCHNER EMPLOYER TRUSTEE	1.0	X			0	0	0
(11) LOU MINELLA SECRETARY/EMPLOYER TRUSTEE	1.0	X	X		0	0	0
(12) JON MCPHERSON EMPLOYER TRUSTEE	1.0	X			0	0	0
(13) JOHN WAGNER EMPLOYER TRUSTEE	1.0	X			0	0	0
(14) DAN CRAIG EMPLOYER TRUSTEE	1.0	X			0	0	0
(15) ROBERT J BERGIN EXECUTIVE DIRECTOR	8.0		X		44,396	177,584	11,030
(16) STEVEN BROCK MANAGER OF ADMIN SERVICES	8.0		X		25,003	100,011	48,007
(17) HILTON BRAKE MANAGER OF INFORMATION TECH	14.0			X	46,921	87,139	62,025

Form 990 (2011)

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)		(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
(A) Name and Title
(18) MICHAEL KIDD OPERATIONS & DATA CNTRL SUPER.	14.0	X	40,964	76,076	61,093

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	157,284	1,942,389	596,746

Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet

Yes

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 .............

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...........................

Yes

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 .....

Section B. Independent Contractors

Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.

(A) Name and business address	(B) Description of services	(C) Compensation
PNC - FINANCIAL SERVICES TWO HOPKINS PLAZA BALTIMORE,MD21203	CUSTODIAL SERVICES	290,141
BOND BEEBE 4600 EAST-WEST HWY SUITE 900 BETHESDA,MD208143423	ACCOUNTING SERVICES	223,354
THE SEGAL COMPANY ONE PARK AVENUE 8TH FLOOR NEW YORK,NY100165895	ACTUARY SERVICES	244,489
CAPARIO 4415 SOLUTIONS CENTER CHICAGO,IL606774404	MEDICAL REIMBURSEMNT	191,426
VISION SERVICE PLAN PO BOX 997100 SACRAMENTO,CA95899	MEDICAL REIMBURSEMNT	112,439
2 Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization 5

Form 990 (2011)

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
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.......			0
			Business Code
2a	EMPLOYERS CONTRIBUTIONS		525,100	24,745,160	24,745,160
b	PARTICIPANTS COBRA CONTRIBUTIONS		525,100	123,241	123,241
c	RETIREES CONTRIBUTIONS		525,100	13,476,088	13,476,088
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			38,344,489
3	Investment income (including dividends, interest
	and other similar amounts).....			7,897,284			7,897,284
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties............			0
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	204,672,390
b	Less: cost or other basis and sales expenses	202,575,052
c	Gain or (loss)	2,097,338
d	Net gain or (loss)..........			2,097,338			2,097,338
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..			0
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...			0
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..			0
Miscellaneous Revenue			Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			0
12	Total revenue. See Instructions....			48,339,111	38,344,489		9,994,622

Form 990 (2011)

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).
Check if Schedule O contains a response to any question in this Part IX. .........

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.		(A) Total expenses
1	Grants and other assistance to governments and organizations in the United States. See Part IV, line 21	0
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	0
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16	0
4	Benefits paid to or for members	39,024,800
5	Compensation of current officers, directors, trustees, and key employees ....	73,811
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	0
7	Other salaries and wages	1,379,388
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	598,730
9	Other employee benefits .......	307,324
10	Payroll taxes ...........	116,230
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	107,229
c	Accounting ...........	223,354
d	Lobbying ...........	0
e	Professional fundraising. See Part IV, line 17..	0
f	Investment management fees ......	290,141
g	Other ..........	245,259
12	Advertising and promotion ....	0
13	Office expenses .......	575,034
14	Information technology ......	0
15	Royalties ..	0
16	Occupancy ...........	347,802
17	Travel ............	0
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	23,509
20	Interest ...........	0
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	272,713
23	Insurance ..............	36,782
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24f. If line 24f amount exceeds 10% of line 25, column (A) amount, list line 24f expenses on Schedule O.)
a	MEDICAL CLAIMS PROCESS/REVIEW	217,086
b	ALLOCATED ADMINISTRATION	149,400
c	MEMBERSHIP FEES	12,515
d	HEALTH CARE AUDITING	7,938
e
f	All other expenses	17,257
25	Total functional expenses. Add lines 1 through 24f	44,026,302
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

Form 990 (2011)

Page 11


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			-377,481	1	219,948
2	Savings and temporary cash investments .......			7,890,599	2	7,187,053
3	Pledges and grants receivable, net .........			0	3	0
4	Accounts receivable, net .........			2,355,964	4	2,401,133
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........			0	5	0
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 ..........			0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			0	8	0
9	Prepaid expenses and deferred charges ............			75,799	9	102,835
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	6,980,378
b	Less: accumulated depreciation. .....	10b	6,410,561	551,115	10c	569,817
11	Investments—publicly traded securities ..........			228,944,245	11	231,341,177
12	Investments—other securities. See Part IV, line 11 ......			0	12	0
13	Investments—program-related. See Part IV, line 11 ..			0	13	0
14	Intangible assets .........			0	14	0
15	Other assets. See Part IV, line 11 ...........			2,625,367	15	1,551,545
16	Total assets. Add lines 1 through 15 (must equal line 34)...			242,065,608	16	243,373,508
17	Accounts payable and accrued expenses .			334,929	17	285,245
18	Grants payable ..........			0	18	0
19	Deferred revenue ..........			668,759	19	678,666
20	Tax-exempt bond liabilities ..........			0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.....			2,958,948	25	1,823,080
26	Total liabilities. Add lines 17 through 25.....			3,962,636	26	2,786,991
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....				27
28	Temporarily restricted net assets .....				28
29	Permanently restricted net assets .....				29
	Organizations that do not follow SFAS 117, check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....			0	30	0
31	Paid-in or capital surplus, or land, building or equipment fund .....			0	31	0
32	Retained earnings, endowment, accumulated income, or other funds			238,102,972	32	240,586,517
33	Total net assets or fund balances .....			238,102,972	33	240,586,517
34	Total liabilities and net assets/fund balances .....			242,065,608	34	243,373,508

Form 990 (2011)

Page 12

Part XI

Reconcilliation of Net Assets

Check if Schedule O contains a response to any question in this Part XI .........

Total revenue (must equal Part VIII, column (A), line 12) ...

48,339,111

Total expenses (must equal Part IX, column (A), line 25) ....

44,026,302

Revenue less expenses. Subtract line 2 from line 1 ...

4,312,809

Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..

238,102,972

Other changes in net assets or fund balances (explain in Schedule O) ...

-1,829,264

Net assets or fund balances at end of year. Combine lines 3, 4, and 5 (must equal Part X, line 33, column (B)) ....

240,586,517

Part XII

Financial Statements and Reporting

Check if Schedule O contains a response to any question in this Part XII .........

Yes

Accounting method used to prepare the Form 990: Cash Accrual Other
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.

Were the organization’s financial statements compiled or reviewed by an independent accountant?....

Were the organization’s financial statements audited by an independent accountant?........

Yes

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. ...........................

Yes

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:

Separate basis Consolidated basis Both consolidated and separated basis

As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? ................

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. ..

Form 990 (2011)

Additional Data

Software ID:
Software Version:

Form 990, Special Condition Description:

Special Condition Description

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

BAKERY AND CONFECTIONERY UNION AND
INDUSTRY INTERNATIONAL HEALTH BENEFITS FUND

Employer identification number

53-0227042

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 .......

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? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can 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? ...................................

Yes No

Part II

Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.

Purpose(s) of conservation easements held by the organization (check all that apply).

Preservation of land for public use (e.g., recreation or education) Preservation of an historically important land area

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax 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, and not on a historic structure listed in the National Register ....................	2d

Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet

Number of states where property subject to conservation easement is located SchDMd Bullet

Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................

Yes No

Staff and volunteer hours devoted to monitoring, inspecting and enforcing conservation easements during the year SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet

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)? ....................................

Yes No

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.

If the organization elected, as permitted under SFAS 116 (ASC 958), 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.

If the organization elected, as permitted under SFAS 116 (ASC 958), 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

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 (ASC 958), relating to these items:

Revenues included in Form 990, Part VIII, line 1 .......................... SchDMd Bullet

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) 2011

Page 2

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

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):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIV.

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?........

Yes No

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.

Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................

Yes No

If "Yes," explain the arrangement in Part XIV and complete the following table:


c	Beginning balance .................................	1c
d	Additions during the year ..............................	1d
e	Distributions during the year .............................	1e
f	Ending balance ...................................	1f

Did the organization include an amount on Form 990, Part X, line 21? .....................

Yes No

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	Net investment earnings, gains, and losses ...
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........
f	Administrative expenses ....
g	End of year balance ......

Provide the estimated percentage of the year end balance (line 1g) held as:

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

The percentages in lines 2a, 2b, and 2c should equal 100%.

Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes

(i) unrelated organizations ........................

3a(i)

(ii) related organizations ........................

3a(ii)

If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........

Describe in Part XIV the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment. See Form 990, Part X, line 10.

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................
b	Buildings ................
c	Leasehold improvements ............	1,183,508	1,134,827	48,681
d	Equipment ................	5,587,397	5,075,763	511,634
e	Other .................	209,473	199,971	9,502
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				569,817

Schedule D (Form 990) 2011

Page 3

Part VII

InvestmentsOther 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) must equal Form 990, Part X, col. (B) line 12.)

Part VIII

InvestmentsProgram 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) must equal Form 990, Part X, col.(B) line 13.)

Part IX

Other Assets. See Form 990, Part X, line 15.

(a) Description				(b) Book value









Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........

Part X

Other Liabilities. See Form 990, Part X, line 25.

1.(a) Description of Liability		(b) Book value
Federal Income Taxes		0
CASH COLLATERAL OBLIGATION		616,250
NET UNFUNDED PENSION LIABILITY		1,206,830







Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		1,823,080
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) 2011

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	48,339,111
2	Total expenses (Form 990, Part IX, column (A), line 25) .....................	2	44,026,302
3	Excess or (deficit) for the year. Subtract line 2 from line 1 .............	3	4,312,809
4	Net unrealized gains (losses) on investments ..........................	4	-1,267,465
5	Donated services and use of facilities .............................	5
6	Investment expenses ...................................	6
7	Prior period adjustments ..................................	7
8	Other (Describe in Part XIV.) .................................	8	-561,799
9	Total adjustments (net). Add lines 4 through 8 .........................	9	-1,829,264
10	Excess or (deficit) for the year per financial statements. Combine lines 3 and 9 .........	10	2,483,545

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	46,781,505
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a	-1,267,465
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	-1,267,465
3	Subtract line 2e from line 1.....................			3	48,048,970
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	290,141
b	Other (Describe in Part XIV.) ...........	4b
c	Add lines 4a and 4b.......................			4c	290,141
5	Total Revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	48,339,111

Part XIII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements .............			1	43,736,161
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
3	Subtract line 2e from line 1.....................			3	43,736,161
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	290,141
b	Other (Describe in Part XIV.) ............	4b
c	Add lines 4a and 4b.......................			4c	290,141
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	44,026,302

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
FIN 48 FOOTNOTE	PART X, LINE 2	Accounting principles generally accepted in the United States of America require management to evaluate tax positions taken by the Fund and accrue an income tax liability if the Fund has taken an uncertain position that more likely than not would not be sustained upon examination by the Internal Revenue Service. Management has evaluated the income tax positions taken and concluded that as of December 31, 2011, there are no uncertain positions taken or expected to be taken that would require accrual of a liability in the consolidated financial statements. The Fund is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. Management believes that the Fund is no longer subject to income tax examinations for years prior to 2008.
OTHER CHANGE IN NET ASSETS RECONCILIATION	PART XI, LINE 8	$(561,799) NET PENSION-RELATED CHANGES OTHER THAN NET PERIODIC PENSION COSTS

Schedule D (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

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

2011

Open to Public Inspection

Name of the organization

BAKERY AND CONFECTIONERY UNION AND
INDUSTRY INTERNATIONAL HEALTH BENEFITS FUND

Employer identification number

53-0227042

Part I

Questions Regarding Compensation

Yes

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.

First-class or charter travel Housing allowance or residence for personal use

Travel for companions Payments for business use of personal residence

Tax idemnification and gross-up payments Health or social club dues or initiation fees

Discretionary spending account Personal services (e.g., maid, chauffeur, chef)

If any of the boxes in line 1a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all the expenses described above? If "No," complete Part III to explain....

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? ....

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. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

Form 990 of other organizations Approval by the board or compensation committee

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:

Receive a severance payment or change-of-control payment? ...............

Participate in, or receive payment from, a supplemental nonqualified retirement plan? ........

Participate in, or receive payment from, an equity-based compensation arrangement? ........

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.

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:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 5a or 5b, describe in Part III.

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:

The organization? ...........................

Any related organization? .........................

If "Yes," to line 6a or 6b, describe in Part III.

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 ............

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 Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................

If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................

For Privacy Act and Paperwork Reduction Act Notice, see the Intructions for Form 990

Cat. No. 50053T

Schedule J (Form 990) 2011

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is 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) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and column (E) for that individual.

(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 as deferred in prior Form 990
(A) Name		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(1) ROBERT J BERGIN	(i) (ii)	40,730 162,919		3,666 14,665	0 0	2,206 8,824	46,602 186,408	0 0
(2) FRANK HURT	(i) (ii)	0 210,672	0 0	0 40,877	0 -418	0 11,643	0 262,774	0 0
(3) DAVID B DURKEE	(i) (ii)	0 196,627	0 0	0 40,438	0 63,050	0 11,494	0 311,609	0 0
(4) STEVEN V BERTELLI	(i) (ii)	0 137,638	0 0	0 21,242	0 51,241	0 11,494	0 221,615	0 0
(5) ANTHONY L JOHNSON	(i) (ii)	0 137,638	0 0	0 21,229	0 51,710	0 11,584	0 222,161	0 0
(6) ART MONTMINY	(i) (ii)	0 137,638	0 0	0 20,527	0 51,351	0 11,494	0 221,010	0 0
(7) ROBERT OAKLEY	(i) (ii)	0 142,638	0 0	0 20,522	0 53,940	0 11,494	0 228,594	0 0
(8) RANDY D ROARK	(i) (ii)	0 137,638	0 0	0 21,545	0 51,461	0 11,494	0 222,138	0 0
(9) JOSEPH THIBODEAU	(i) (ii)	0 182,582	0 0	0 32,128	0 -84	0 11,643	0 226,269	0 0
(10) HILTON BRAKE	(i) (ii)	44,671 82,960		2,250 4,179	14,125 36,869	3,861 7,170	64,907 131,178	0 0
(11) STEVEN BROCK	(i) (ii)	23,743 94,972		1,260 5,039	10,243 26,734	2,206 8,824	37,452 135,569	0 0
(12) MICHAEL KIDD	(i) (ii)	40,964 76,076			13,867 36,195	3,861 7,170	58,692 119,441	0 0

Schedule J (Form 990) 2011

Page 3

Part III

Supplemental Information

Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4c, 5a, 5b, 6a, 6b, 7, and 8. Also complete this part for any additional information.

Identifier	Return Reference	Explanation
DEFERRED COMPENSATION	PART II, COLUMN C	THE AMOUNTS IN THIS COLUMN ONLY REPRESENT THE ANNUAL INCREASE (DECREASE) IN ACTUARIAL VALUE OF A QUALIFIED DEFINED BENEFIT PLAN, AS CALCULATED BY THE PLAN ACTUARY.

Schedule J (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

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

2011

Open to Public
Inspection

Name of the organization

BAKERY AND CONFECTIONERY UNION AND
INDUSTRY INTERNATIONAL HEALTH BENEFITS FUND

Employer identification number

53-0227042

Identifier	Return Reference	Explanation
REVIEW PROCESS OF FORM 990	PART VI, SECTION B, LINE 11B	THE BOARD OF TRUSTEES HAS DELEGATED THE RESPONSIBILITY TO REVIEW THE FORM 990 PRIOR TO FILING TO THE MANAGER OF ADMINISTRATIVE SERVICES AND THE EXECUTIVE DIRECTOR.
SELECTION OF TRUSTEES	PART VI, SECTION A, LINE 7A	THE TRUSTEES ARE APPOINTED BY THE UNION AND EMPLOYERS, WHO PARTICIPATE IN THE HEALTH BENEFIT PLAN. EACH GROUP HAS THE RIGHT TO SELECT UP TO EIGHT TRUSTEES TO SERVE ON THE BOARD.
PUBLIC AVAILABILITY OF GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS	PART VI, SECTION C, LINE 19	THE BENEFIT PLAN DOES MAKE ITS PLAN DOCUMENT, TRUST DOCUMENT AND SUMMARY PLAN DESCRIPTION AVAILABLE TO THE PUBLIC UPON REQUEST. THE FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC UPON REQUEST.
OTHER COMMITTEES	PART VI, SECTION A, LINE 8B	THE BENEFIT PLAN HAS NO OTHER COMMITTEE THAT CAN ACT ON THE BEHALF OF THE GOVERNING BODY.
MAILING ADDRESSES FOR TRUSTEES DIFFERENT FROM FUND ADDRESS	PART VI, SECTION A, LINE 11	LIST OF TRUSTEES THAT ARE REACHED AT AN ADDRESS DIFFERENT FROM THE TRUST: ------------------------------------------------------------------------- Steven V. Bertelli International Vice President, BCTGM International Union PO Box 199, Loami, IL 62661-0199 Anthony L. Johnson International Vice President, BCTGM International Union 8415 King William Street, Cordova, TN 38016 Art Montminy International Vice President, BCTGM International Union PO Box 628, Douglas, MA 01516 Robert Oakley International Vice President, BCTGM International Union 706 Stelwood Road, Philadelphia, PA 19115 Randy D. Roark International Vice President, BCTGM International Union 12506 37th Ave Court, N.W., Gig Harbor, WA 98332 Dan Craig Vice President, Labor & Employee Relations, Bimbo Bakeries USA 3500 Lacey Road, Downers Grove, IL 60515 Thomas G. Kirchner Sr. Director of Labor Relations, Kraft Foods 3 Lakes Drive, Northfield, IL 60093 Jon McPherson Vice President, Labor Relations, Kellogg Company One Kellogg Square, Battle Creek, MI 49017 Lou Minella Vice President, Labor Relations, Bimbo Bakeries USA 255 Business Center Drive, #200, Horsham, PA 19044 John Wagner Vice President of Labor Relations, The Kroger Company 1014 Vine Street, Cincinnati, OH 45202-1100
NONCASH OUTLAYS INCLUDED IN COMPENSATION	PART VII, SECTION A, COLUMN E & F	$460,284 OF COLUMN F REPRESENT AMOUNTS CALCULATED BY THE PLAN ACTUARY AS TO THE INCREASE IN ACTUARIAL VALUE IN DEFINED BENEFITS. THESE AMOUNTS REPORTED ARE NOT ACTUAL OUTLAYS OF COMPENSATION TO THE OFFICERs AND HIGHLY COMPENSATED EMPLOYEES.
OTHER CHANGE IN NET ASSETS	PART XI, LINE 5	$(1,267,465) UNREALIZED LOSSES FROM INVESTMENTS PENSION-RELATED CHANGES OTHER Than Net Periodic Pension $ (561,799) COST ------------ $(1,829,264) ============
CONTRIBUTING EMPLOYER RECEIVABLES AT YEAR-END	PART X	Contributions receivable outstanding at the plan's year-end from contributing employers represent amounts due for the last month of the fiscal year. These contributions are requirements, as stipulated under terms of written agreements and, approved by the governing board, with the employers that must be remitted to the plan on a timely basis. These amounts constitute receivables that were created in the ordinary course of the plan's business.
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:FRANK HURT TITLE:CHAIRMAN/UNION TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:DAVID B DURKEE TITLE:UNION TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:STEVEN V BERTELLI TITLE:UNION TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:ANTHONY L JOHNSON TITLE:UNION TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:ART MONTMINY TITLE:UNION TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:ROBERT OAKLEY TITLE:UNION TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:RANDY D ROARK TITLE:UNION TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:JOSEPH THIBODEAU TITLE:UNION TRUSTEE (RESIGNED) HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:RICHARD B COOK TITLE:SECRETARY/TRUSTEE (RESIGNED) HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:THOMAS G KIRCHNER TITLE:EMPLOYER TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:LOU MINELLA TITLE:SECRETARY/EMPLOYER TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:JON MCPHERSON TITLE:EMPLOYER TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:JOHN WAGNER TITLE:EMPLOYER TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:DAN CRAIG TITLE:EMPLOYER TRUSTEE HOURS:39
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:ROBERT J BERGIN TITLE:EXECUTIVE DIRECTOR HOURS:32
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:STEVEN BROCK TITLE:MANAGER OF ADMIN SERVICES HOURS:32
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:HILTON BRAKE TITLE:MANAGER OF INFORMATION TECH HOURS:26
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:MICHAEL KIDD TITLE:OPERATIONS & DATA CNTRL SUPER. HOURS:26

For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

Complete if the organization answered "Yes" to Form 990, Part IV, line 33, 34, 35, 36, or 37.
MediumBullet

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

BAKERY AND CONFECTIONERY UNION AND
INDUSTRY INTERNATIONAL HEALTH BENEFITS FUND

Employer identification number

53-0227042

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
(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	Yes	No
(1) b&c union & industry intl pension 10401 CONNECTICUT AVE KENSINGTON,MD20895 52-6118572	PENSION FUND	MD	401(A)		NA		No
(2) BCTGM Local Union 25 3922 Volunteer Drive Chattanooga,TN37416	labor org	TN	501(C)(5)		N/A		No
(3) BCTGM Local Union 26 2201 West 52nd Av Denver,CO80221 84-0621307	LABOR ORG	CO	501(C)(5)		N/A		No
(4) BCTGM Local Union 50 145 Talmadge Rd Ste 17 Edison,NJ08817 13-4939915	labor org	NJ	501(C)(5)		N/A		No
(5) BCTGM Local Union 1 7310 39th Street 200 Lyons,IL60534 36-2376965	labor org	IL	501(C)(5)		N/A		No
(6) BCTGM Local Union 53 41-07 Crescent Street Long Island City,NY11101	labor org	NY	501(C)(5)		N/A		No
(7) BCTGM Local Union 3 h&w fund 41-07 Crescent Street Long Island City,NY11101 11-1782177	BENEFIT PLAN	NY	501(C)(9)		N/A		No
(8) BCTGM Local Union 4 2615 Winnebago Street Saint Louis,MO63118	labor org	MO	501(C)(5)		N/A		No
(9) BCTGM Local Union 6 5416 Rising Sun Ave Philadelphia,PA19120 23-0381215	labor org	PA	501(C)(5)		N/A		No
(10) BCTGM Local Union 9 5950 6th Ave S Suite 201 Seattle,WA98108 91-0135325	labor org	WA	501(C)(5)		N/A		No
(11) BCTGM Local Union 22 312 Central Ave Ste 590 Minneapolis,MN55414 41-0137360	labor org	MN	501(C)(5)		N/A		No
(12) BCTGM Local Union 36 736 Federal St Ste 1205 Davenport,IA52803	labor org	IA	501(C)(5)		N/A		No
(13) BCTGM Local Union 42 1030 Dill Ave S W Atlanta,GA30310 58-0246792	labor org	GA	501(C)(5)		N/A		No
(14) BCTGM Local Union 57 555 East Rich Street Columbus,OH43215 31-4353538	labor org	OH	501(C)(5)		N/A		No
(15) BCTGM Local Union 65 1414 N Memorial Dr Tulsa,OK74115	labor org	OK	501(C)(5)		N/A		No
(16) BCTGM Local Union 83 6275 Auto Center Drive Buena Park,CA90621	labor org	CA	501(C)(5)		N/A		No
(17) BCTGM Local Union 68 2701 W Patapsco Av Baltimore,MD21230 52-0392505	labor org	MD	501(C)(5)		N/A		No
(18) BCTGM Local Union 85 7125 Governors Circle Sacramento,CA95823 94-0302193	labor org	CA	501(C)(5)		N/A		No
(19) BCTGM Local Union 102 108-15 Crossbay Blvd Ozone Park,NY11471 11-6252961	labor org	NY	501(C)(5)		N/A		No
(20) BCTGM Local Union 103 605 Waltham Avenue Orlando,FL62809 59-1199426	labor org	FL	501(C)(5)		N/A		No
(21) BCTGM Local Union 111 1720 Ocala Street Dallas,TX75218 75-1215844	labor org	TX	501(C)(5)		N/A		No
(22) BCTGM Local Union 116 66 Genesee Street Auburn,NY13021 15-0405443	labor org	NY	501(C)(5)		N/A		No
(23) BCTGM Local Union 118 9602 B Martin L King Hwy Lanham,MD20706 53-0031270	labor org	MD	501(C)(5)		N/A		No
(24) BCTGM Local Union 132 431 S Mapleton St Columbus,IN47201	labor org	IN	501(C)(5)		N/A		No
(25) BCTGM Local Union 149 3305 DIRECTORS ROW Memphis,TN38131 62-0122516	labor org	TN	501(C)(5)		N/A		No
(26) BCTGM Local Union 218 1100 Admiral Blvd 202 Kansas City,MO64106 44-0296689	labor org	MO	501(C)(5)		N/A		No
(27) BCTGM Local Union 253 5725 Dragon Way Ste 201 Cincinnati,OH45227 31-0707947	labor org	OH	501(C)(5)		N/A		No
(28) BCTGM Local Union 280 210 N Fulton Ave Evansville,IN47710	labor org	IN	501(C)(5)		N/A		No
(29) BCTGM Local Union 300 4376 South Archer Ave Chicago,IL60632 36-2421118	labor org	IL	501(C)(5)		N/A		No
(30) BCTGM Local Union 315 8316 Clairemont Mesa Blv Ste 201 San Diego,CA92111 91-6056171	labor org	CA	501(C)(5)		N/A		No
(31) BCTGM Local Union 326 10501 Allen Rd 206 Allen Park,MI48101 38-0322827	labor org	MI	501(C)(5)		N/A		No
(32) BCTGM Local Union 334 94 Auburn Street 200 Portland,ME04103 01-0229553	labor org	ME	501(C)(5)		N/A		No
(33) BCTGM Local Union 348 1 Pleasant St Framingham,MA01701 04-2609835	labor org	MA	501(C)(5)		N/A		No
(34) BCTGM Local Union 358 1311 East Nine Mile Road Highland Springs,VA23075 54-0449879	labor org	VA	501(C)(5)		N/A		No
(35) BCTGM Local Union 364 2205 North Lombard St Portland,OR97217	labor org	OR	501(C)(5)		N/A		No
(36) BCTGM Local Union 372B 6433 E Washington St Indianapolis,IN46219	labor org	IN	501(C)(5)		N/A		No
(37) BCTGM Local Union 464 16 W Caracas Av Hershey,PA17033 23-0592894	labor org	PA	501(C)(5)		N/A		No
(38) BCTGM Local Union 492 7521 Verree Road Philadelphia,PA19111	labor org	PA	501(C)(5)		N/A		No
(39) BCTGM Local Union 503 122 Mentor Street Summerville,SC29483	labor org	SC	501(C)(5)		N/A		No
(40) BCTGM Local Union 719 P O Box 1133 Clen Rock,NJ07452 22-1687758	labor org	NJ	501(C)(5)		N/A		No
(41) BCTGM Local Union 70 158 36th Street SE Grand Rapids,MI49548	labor org	MI	501(C)(5)		N/A		No
(42) BCTGM Local Union 36G 225 Louisiana Street Buffalo,NY14204	labor org	NY	501(C)(5)		N/A		No
(43) BCTGM Local Union 326 H&W FUND 10501 ALLEN ROAD 206 ALLEN PARK,MI48101 38-6114034	BENEFIT PLAN	MN	501(C)(9)		N/A		No
(44) BCTGM Local Union 102 H&W FUND 108-15 CROSS BAY BLVD OZONE PARK,NY11417 11-6252961	BENEFIT PLAN	NY	501(C)(9)		N/A		No
(45) BCTGM INTERNATIONAL UNION 10401 CONNECTICUT AVENUE KENSINGTON,MD20895 53-0231138	LABOR ORG	MD	501(C)(5)		N/A		No

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.

Cat. No. 50135Y

Schedule R (Form 990) 2011

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	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	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)	(e) Type of entity (C corp, S corp, or trust)
(1) HOSTESS BRANDS INC 12 East Armour Blvd Kansas City,MO64111 44-0296705	FOOD PROCESSOR	MO	C CORP
(2) KRAFT FOODS GLOBAL INC THREE LAKES DRIVE NORTHFIELD,IL60093 36-3083135	FOOD PROCESSOR	VA	C CORP
(3) BIMBO BAKERIES USA INC 255 Stewart Road Wilkes Barre,PA18706 75-2490530	FOOD PROCESSOR	DE	C CORP
(4) A B Workers Federal credit union 7521 Verree Road Philadelphia,PA19111
(5) Alpha Baking Co Inc 5001 W Polk Street Chicago,IL60644
(6) Bays Michigan Corp P O Box 1455 Chicago,IL60690
(7) Boehms Candies Inc 255 Northeast Gillman Issaquah,WA98027
(8) Lewis Bros Bakeries Inc 855 Scott Street Murfreesboro,TN37129
(9) Compass Group 7458 Candlewood Road C Hanover,MD21076
(10) Cellone Bakery P O BOX 16288 Pittsburgh,PA15242
(11) East Balt Commissary Inc 1801 W 31st Place Chicago,IL60608
(12) Fuller Market Basket Inc P O Box 929 Centralia,WA98531
(13) Giant Food Inc P O Box 55888 Boston,MA02205
(14) Gonnella Baking Co 1117 East Wiley Road Schaumburg,IL60173
(15) Haggen Inc P O Box 9704 Bellingham,WA98227
(16) Herman Seekamp Inc 1120 W Fullerton Ave Addison,IL60101
(17) Automatic Rolls of ne 328 Lake Rd Dayville,CT06241
(18) Just Born II 7701 State Road Philadelphia,PA19136
(19) Klostermans Baking Co 4760 Paddock Rd Cincinnati,OH45229
(20) Kroger Co P O Box 1648 Hutchinson,KS67504
(21) Mallet & Co Inc P O Box 474 Carnegie,PA15106
(22) Kellogg Co 235 Porter St Bldg 91-4 Battle Creek,MI49014
(23) New Bakery Co of Ohio 3005 Eastpoint Drive Zanesville,OH43701
(24) Nickles Bakery Inc 26 Main Street Navarre,OH44662
(25) Olson Food P O Box 3488 Lynnwood,WA98046
(26) Ottenbergs Bakery Inc 3330 75th Avenue Hyattsville,MD20785
(27) Richmond Baking Co P O Box 698 Richmond,IN47375
(28) Safeway Stores Inc P O Box 52035 Phoenix,AZ85072
(29) Franz Bakeries Inc P O Box 24327 Seattle,WA98124
(30) Svenhards Swedish bakery inc 335 Adeline St Oakland,CA94607
(31) Virginia Bakery 1690 Shattuck Ave Berkeley,CA94709
(32) Nestle USA 2501 Beich Rd Bloomington,IL61704
(33) The Bachman Company P O Box 15053 Reading,PA19612
(34) Perfection Bakeries Inc 350 Pearl Street Fort Wayne,IN46802
(35) Cohens Bakery Inc 1132-1136 Broadway Buffalo,NY14212
(36) The Markets LLC P O Box 9797 Bellingham,WA98227
(37) B & G Foods Inc 1 Bean Pot Circle Portland,ME04103
(38) Sara Lee Corp 3470 Rider Trail South Earth City,MO63045
(39) Beech-Nut Nutrition Corp 100 Hero Drive Amsterdam,NY12010
(40) Tom Cat Bakery Inc 43-05 10th St Long Island City,NY11101
(41) Ralcorp P O Box 618 Saint Louis,MO63188
(42) Zeregas Sons Inc P O Box 241 Fair Lawn,NJ07410
(43) Del Monte Corporation 243 Urban Street Buffalo,NY14211
(44) Supervalu 2501-1 West Grandview Rd Phoenix,AZ85023
(45) automatic rolls of nj one gourmet lane edison,NJ08837
(46) hartford bakery inc 500 n fulton avenue evansville,IN47710
(47) linette quality chocolate inc po box 212 womelsdorf,PA19567

Schedule R (Form 990) 2011

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

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 . . . . . . . . . . . . . . . . . . . . . . .

b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

f Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

g Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

h Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

i Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .

j Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .

k Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .

l Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .

m Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .

Yes

n Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

o Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

p Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

q Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

r Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

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)
(2)
(3)
(4)
(5)
(6)

Schedule R (Form 990) 2011

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)	(e) Are all partners section 501(c)(3) organizations?		(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	Yes	No	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Schedule R (Form 990) 2011

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

Additional Data

Software ID:
Software Version: