Form990
Click to see list of attachments
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
2012
Open to Public Inspection
A For the 2012 calendar year, or tax year beginning 01-01-2012 , 2012, and ending 12-31-2012
BCheck if applicable:
CName of organization
DAIRYLAND POWER COOPERATIVE
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
P O Box 817
3200 East Avenue South
Room/suite
City or town, state or country, and ZIP + 4
La Crosse, WI546020817
D Employer identification number

39-0233059
E Telephone number

G Gross receipts $ 424,092,928
F Name and address of principal officer:
William L Berg President and CEO
3200 East Ave So
PO Box 817
La Crosse,WI54601
I
Tax-exempt status: ( 12 ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.dairynet.com
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:
Cooperative
L Year of formation: 1941
M State of legal domicile: WI
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: Dairyland Power Cooperative is an electric generation and transmission cooperative organized under the laws of WI & MN. The Cooperative, whose principal offices are located in WI, provides wholesale electric service to Class A members engaged in retail sale of electricity to member consumers located in WI, MN, IA and IL, and provides electric and other services to Class B, C, D, and E members.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 26
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 26
5 Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...... 5 648
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 0
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 412,825,000 422,034,661
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 1,202,084 2,050,073
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 8,192 8,194
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 414,035,276 424,092,928
Expenses; 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)..... 15,562,453 16,258,553
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 69,643,443 69,727,859
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–24e).... 326,165,273 334,154,676
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 411,371,169 420,141,088
19 Revenue less expenses. Subtract line 18 from line 12....... 2,664,107 3,951,840
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 1,350,402,714 1,366,477,876
21 Total liabilities (Part X, line 26)............. 1,177,368,130 1,175,182,993
22 Net assets or fund balances. Subtract line 21 from line 20..... 173,034,584 191,294,883
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 Use Only
Print/Type preparer's name
 
Preparer's signature
Date
PTIN
Firm's name MediumBullet

Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ............
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2012)
Form 990 (2012)
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: Our Mission is, as a cooperative organization responsible to its members, to provide reliable and competitively priced energy and services, consistent with the wise use of resources. We will work to enhance the economic and social well-being of the region, be environmentally responsible and bring value to our members.
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 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 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 $ 0 including grants of $ 0 ) (Revenue $ 0 )
Dairyland Power is an electric generation and transmission cooperative association organized under the laws of WI and MN. The Cooperative, whose prinicipal offices are located in Wisconsin, provides wholesale electric service to Class A members engaged in the retail sale of electricity to member consumers located in WI, MN, IA, and IL, and provides electric and other services to Class B, C, D and E members. This provides the basis for Dairyland's exempt purpose. Dairyland Power Cooperative is under the jurisdiction of the Rural Utilities Service which requires Dairyland's accounting records to be maintained, with minor modifications, in accordance with the Uniform System of Accounts for Public Utilities as prescribed by the Federal Energy Regulatory Commission (F.E.R.C.). Because of this, we do not have our expenses grouped by function as shown on the Form 990.
4b (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4c (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4d Other program services (Describe in Schedule O.)
(Expenses $ 0 including grants of $ 0 ) (Revenue $ 0 )
4e Total program service expensesMediumBullet0
Form 990 (2012)
Form 990 (2012)
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 A........................
1
 
No
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...
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, or have a section 501(h) election in effect during the tax year? If “Yes,” complete Schedule C, Part II........
4
 
 
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
 
No
6
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........................
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 II...
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 ....................
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; 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..............
9
 
No
10
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......
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, line 10?
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 VIIClick to see attachment.......
11b
Yes
 
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.......
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............
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part XClick 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.........................
11f
 
No
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If “Yes,” complete Schedule D, Parts XI and XII 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 and XII 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, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If “Yes,” complete Schedule F, Parts I and IV......... Click to see attachment
14b
Yes
 
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 United States? If “Yes,” complete Schedule F, Parts II and IV
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 United States? If “Yes,” complete Schedule F, Parts III and IV...
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 (see instructions)....
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
20a
Did the organization operate one or more hospital facilities? If “Yes,” complete Schedule H....
20a
 
No
b
If “Yes” to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2012)
Form 990 (2012)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
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...
21
 
No
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........
22
 
No
23
Did the organization answer “Yes” to Part VII, Section A, line 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 lines 24b through 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
 
 
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
 
 
26
Was a loan to or by a current or former officer, director, trustee, key employee, highest 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 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.........
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 direct or indirect 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........
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Part II, III, or IV, and Part V, line 1........................ Click to see attachment
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
 
No
b
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...
35b
 
 
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.............
36
 
 
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 VI
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2012)
Form 990 (2012)
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
172
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
Yes
 
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
648
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
 
No
b
If “Yes,” has it filed a Form 990-T for this year? If “No,” provide an explanation in Schedule O.....
3b
 
 
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, securities account, or other financial account)?..........................
4a
Yes
 
b
If "Yes," enter the name of the foreign country: MediumBulletCA , FR , JA , UK
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 as charitable contributions?...
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
 
 
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
 
 
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
 
 
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
 
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
387,856,254
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
25,921,951
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. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the 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 amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If “No,” provide an explanation in Schedule O..
14b
 
 
Form 990 (2012)
Form 990 (2012)
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
26
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent ...................
1b
26
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
Did the organization have members or stockholders? ................
6
Yes
 
7a
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? ....................
7a
Yes
 
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
Yes
 
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
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
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
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If “No,” go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If “Yes,” describe in Schedule O how this was done.......................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did 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
 
No
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
Yes
 
b
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
Yes
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
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 made these available. Check all that apply.
19
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.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization:
MediumBulletWilliam L Berg PresidentCEO3200 East Ave SoLa CrosseWI54601 (608) 788-4000
Form 990 (2012)
Form 990 (2012)
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. 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 organization compensated any current officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(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
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(1) Ray Dreger........................................................................
Board Member
 9
.......................0 		X           8,960 0 2,323
(2) Dale Mangskau........................................................................
Board Member
 3
.......................0 		X           2,541 0 369
(3) Kendal Nichols........................................................................
Board Member
 5
.......................0 		X           11,635 0 1,917
(4) Jeffrey Redalen........................................................................
Board Member/Treasurer of Board
 10
.......................0 		X           15,885 0 2,096
(5) Dean Fisher........................................................................
Board Member
 5
.......................0 		X           14,684 0 2,688
(6) Glenn Peterson........................................................................
Board Member
 8
.......................0 		X           16,478 0 3,280
(7) Daniel Korn........................................................................
Board Member/Chairman of Board
 19
.......................0 		X           44,224 0 5,538
(8) Judy Murphy........................................................................
Board Member
 5
.......................0 		X           10,516 0 1,207
(9) Brian Kulas........................................................................
Board Member
 10
.......................0 		X           18,513 0 5,513
(10) Greg Sacia........................................................................
Board Member/Secretary of the Board
 8
.......................0 		X           17,491 0 1,985
(11) Clarence Boettcher........................................................................
Board Member
 8
.......................0 		X           15,915 0 2,581
(12) Lynn Peterson........................................................................
Board Member
 7
.......................0 		X           11,756 0 3,040
(13) Michael Meier........................................................................
Board Member
 10
.......................0 		X           6,363 0 1,806
(14) Ronald Churchill........................................................................
Board Member
 5
.......................0 		X           12,313 0 2,460
(15) Gary Woods........................................................................
Board Member
 9
.......................0 		X           15,621 0 1,513
(16) Clarence Hoesly........................................................................
Board Member
 4
.......................0 		X           6,451 0 1,792
(17) Roger Tjarks........................................................................
Board Member/Vice Chairman of Board
 18
.......................0 		X           26,016 0 7,776
Form 990 (2012)
Form 990 (2012)
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 (list any hours for related organizations below dotted line) 		(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
Individual Trustee or Director; Institutional Trustee; Officer; Key Employee; Highest compensated employee; Former;
(18) Francis Klatt........................................................................
Board Member
 6
.......................0 		X           14,830 0 4,145
(19) Eugene Miller........................................................................
Board Member
 9
.......................0 		X           14,717 0 2,790
(20) Marlyn Bottolfson........................................................................
Board Member
 8
.......................0 		X           14,808 0 4,527
(21) John Petska........................................................................
Board Member
 10
.......................0 		X           19,463 0 6,048
(22) Chris Stadel........................................................................
Board Member
 8
.......................0 		X           13,528 0 3,394
(23) Barry Radloff........................................................................
Board Member
 8
.......................0 		X           17,490 0 5,964
(24) David Stute........................................................................
Board Member
 6
.......................0 		X           14,740 0 3,327
(25) Larry Lamborn........................................................................
Board Member
 5
.......................0 		X           12,559 0 1,825
(26) Ronda Parker........................................................................
Board Member
 7
.......................0 		X           13,867 0 4,813
(27) Wilmer Griepentrog........................................................................
Board Member
 4
.......................0 		X           5,338 0 1,586
(28) Barb Heffernan........................................................................
Board Member
 4
.......................0 		X           8,278 0 1,504
(29) Ronald McLaughlin........................................................................
Board Member
 7
.......................0 		X           6,803 0 2,544
(30) Burton Magnuson........................................................................
Board Member
 8
.......................0 		X           8,260 0 1,954
(31) William L Berg........................................................................
President and CEO
 50
.......................1 		    X       528,542 0 168,257
(32) Phillip Moilien........................................................................
Vice President and CFO
 50
.......................0 		    X       191,637 0 86,717
(33) Chuck S Callies........................................................................
Vice President Power Delivery
 49
.......................0 		      X     235,221 0 168,052
(34) Mary L Lund........................................................................
Vice President Human Resources
 60
.......................0 		      X     177,433 0 68,317
(35) Dale L Pohlman........................................................................
Vice President Strategic Planning
 40
.......................0 		      X     181,101 0 75,820
(36) Brian D Rude........................................................................
Vice President, External and Member Relations
 55
.......................0 		      X     185,335 0 89,994
(37) Robert M Palmberg........................................................................
Vice President Generation
 50
.......................0 		      X     154,505 0 58,490
(38) John P Carr........................................................................
Director of Fuel and Power Marketing
 50
.......................0 		      X     163,298 0 53,987
(39) Kenneth L Schlimgen........................................................................
Lead Trader Power Marketing
 50
.......................0 		        X   153,351 0 47,320
(40) David J Becker........................................................................
Director of Plant Operations
 50
.......................0 		        X   142,505 0 73,823
(41) Brian Treadway........................................................................
Manager Alma Site
 45
.......................0 		        X   135,695 0 19,285
(42) Edward Bowen........................................................................
Director, Financial Management
 50
.......................0 		        X   142,774 0 28,594
(43) Richard Cota........................................................................
Operation, Training/Relief Supervisor LACBR
 50
.......................0 		        X   132,807 0 26,443
(44) Charles V Sans Crainte........................................................................
Former Vice President Generation
 40
.......................0 		          X 208,149 0 19,090
1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 3,152,396 0 1,076,494
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet74
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
Yes
 
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. 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
Power Generation Service2030 Pennsylvania AvenueMadisonWI537077455 Turbine Generator Service 4,191,599
Trivis Inc4252 N Verrado WaySte 202BuckeyeAZ85396 Dry Cask Storage Handling 3,992,198
Oscar J Boldt Construction2525 N Roemer RoadAppletonWI54911 Construction Services 2,693,086
Sargent and Lundy LLC, 55 East Monroe StreetChicagoIL60603 Power Plant Engineering and Consulting 2,467,067
Securitas Security Ser USA1045 N Lynndale DriveAppletonWI54914 Guarding and monitoring services 2,377,169
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet77
Form 990 (2012)
Form 990 (2012)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response to any question in this Part VIII ..............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512, 513, or 514
Contributions, Gifts, Grants and Other Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		 
g Noncash contributions included in lines
1a-1f:$ 		 
h Total. Add lines 1a-1f.......MediumBullet 0
Program Service Revenue Business Code
2a G & T Wholesale Electricity 221000 420,132,894 420,132,894 0 0
b Other Ancillary Services 221000 1,901,554 1,901,554 0 0
c SO2 Allowances 221000 213 213 0 0
d
e
f All other program service revenue . 0 0 0 0
g Total. Add lines 2a–2f........MediumBullet 422,034,661
Other Revenue 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 2,050,073 0 0 2,050,073
4 Income from investment of tax-exempt bond proceeds..MediumBullet 0 0 0 0
5 Royalties...........MediumBullet 0 0 0 0
(i) Real (ii) Personal
6a Gross rents 0 8,194
b Less: rental expenses 0 0
c Rental income or (loss) 0 8,194
d Net rental income or (loss).......MediumBullet 8,194 0 0 8,194
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory    
b Less: cost or other basis and sales expenses    
c Gain or (loss) 0 0
d Net gain or (loss)..........MediumBullet        
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 0
12 Total revenue. See Instructions......MediumBullet 424,092,928 422,034,661 0 2,058,267
Form 990 (2012)
Form 990 (2012)
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).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 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising 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 16,258,553  
5 Compensation of current officers, directors, trustees, and key employees .... 2,537,569      
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 40,937,128      
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 11,458,029      
9 Other employee benefits ....... 11,144,443      
10 Payroll taxes ........... 3,650,690      
11 Fees for services (non-employees):        
a Management ...... 0      
b Legal ......... 2,069,307      
c Accounting ........... 286,891      
d Lobbying ........... 152,970      
e Professional fundraising services. See Part IV, line 17 0  
f Investment management fees ...... 0      
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........ 820,401      
12 Advertising and promotion .... 0      
13 Office expenses ....... 2,577,328      
14 Information technology ...... 0      
15 Royalties .. 0      
16 Occupancy ........... 0      
17 Travel ............ 0      
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ...... 0      
19 Conferences, conventions, and meetings .... 0      
20 Interest ........... 41,067,429      
21 Payments to affiliates ....... 0      
22 Depreciation, depletion, and amortization ..... 41,878,698      
23 Insurance .............. 3,409,051      
24 Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a Production Expenses 253,869,738      
b Transmission Expenses 29,453,213      
c Distribution Expenses 2,106,931      
d Charged to Balance Sheet & Others -41,045,155      
e All other expenses -2,492,126      
25 Total functional expenses. Add lines 1 through 24e 420,141,088 0 0 0
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 MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2012)
Form 990 (2012)
Page 11
Part X Balance Sheet Check if Schedule O contains a response to any question in this Part X ...............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash—non-interest-bearing ............. 26,071,615 1 11,203,847
2 Savings and temporary cash investments ......... 16,574,502 2 20,008,882
3 Pledges and grants receivable, net ........... 0 3 0
4 Accounts receivable, net ............. 43,244,020 4 40,746,831
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..................
0 5 0
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
0 6 0
7 Notes and loans receivable, net ............. 944,568 7 851,904
8 Inventories for sale or use .............. 76,059,393 8 74,151,584
9 Prepaid expenses and deferred charges .......... 10,485,769 9 12,996,993
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 1,567,093,067
b Less: accumulated depreciation ..... 10b 516,241,061 1,029,861,558 10c 1,050,852,006
11 Investments—publicly traded securities .......... 0 11 0
12 Investments—other securities. See Part IV, line 11 ..... 116,456,499 12 119,036,624
13 Investments—program-related. See Part IV, line 11 ..... 17,243,351 13 17,773,728
14 Intangible assets ............... 0 14 0
15 Other assets. See Part IV, line 11 ........... 13,461,439 15 18,855,477
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 1,350,402,714 16 1,366,477,876
Liabilities 17 Accounts payable and accrued expenses ......... 233,292,372 17 264,550,738
18 Grants payable ................. 0 18 0
19 Deferred revenue ................ 0 19 0
20 Tax-exempt bond liabilities ............. 0 20 0
21 Escrow or custodial account liability. Complete Part IV of Schedule D.. 0 21 0
22 Loans and other 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 .. 823,121,599 23 790,991,867
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.................... 120,954,159 25 119,640,388
26 Total liabilities. Add lines 17 through 25......... 1,177,368,130 26 1,175,182,993
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet 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 (ASC 958), check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds ........ 14,642 30 14,727
31 Paid-in or capital surplus, or land, building or equipment fund ..... 0 31 0
32 Retained earnings, endowment, accumulated income, or other funds 173,019,942 32 191,280,156
33 Total net assets or fund balances ........... 173,034,584 33 191,294,883
34 Total liabilities and net assets/fund balances ........ 1,350,402,714 34 1,366,477,876
Form 990 (2012)
Form 990 (2012)
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
424,092,928
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
420,141,088
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
3,951,840
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
173,034,584
5
Net unrealized gains (losses) on investments ...............
5
0
6
Donated services and use of facilities .................
6
0
7
Investment expenses .....................
7
0
8
Prior period adjustments .....................
8
0
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
14,308,459
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
191,294,883
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
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If “Yes,” to line 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?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
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 (2012)
Form 990, Special Condition Description:
Special Condition Description
Additional Data


Software ID: 12000197
Software Version: v1.00
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, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet Attach to Form 990. SchDMd Bullet See separate instructions.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
DAIRYLAND POWER COOPERATIVE
 
Employer identification number

39-0233059
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 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? ...................................
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 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.
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, and not on a historic structure listed in the National Register .................... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax 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 section 170(h)(4)(B)(ii)? .......................................
9
In Part XIII, 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 (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 XIII, the text of the footnote to its financial statements that describes these items.
b
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 $  
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 (ASC 958) 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 Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2012

Schedule D (Form 990) 2012
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s acquisition, 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 XIII.
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 XIII 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 XIII. Check here if the explanation has been provided in Part XIII ........
Part V
Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.
(a)Current year (b)Prior year b (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 ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages in lines 2a, 2b, and 2c should equal 100%.
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 XIII 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 (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land ................. 0 36,605,859 36,605,859
b Buildings ................ 0 1,459,732,137 515,728,343 944,003,794
c Leasehold improvements ............ 0 0 0 0
d Equipment ................ 0 0 0 0
e Other ................. 0 70,755,071 512,718 70,242,353
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 1,050,852,006
Schedule D (Form 990) 2012

Schedule D (Form 990) 2012
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    
(3)Other
(A) Nuclear Decommissioning Funds 		112,866,946 F

(B) Marketable Securities - RUS Trustee Fund 		3,769,352 F

(C) Other Special Funds - Deferred Comp 		1,430,746 F

(D) Miscellaneous Investments 		897,668 C

(E) Invest other Cooperative Associations 		1,111 C

(F) Chippewa-Flambeau Improvements 		70,801 C



Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet 119,036,624
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) must 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) must 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) Book value
Federal income taxes  
Asset Retirement Obligation 4,263,943
Estimated Decommissioning Liabilities 76,471,102
Non-current Portion of Accruals 8,919,585
Post Retirement Health Ins Obligations 7,829,759
Non-current Frozen Sick Leave Benefits 1,728,320
Deferred Compensation Benefits 1,430,746
Power Bill Prepayments 9,420,820
Obligations under Capital Lease 771,125
GRE-G3 Coal Deposit Prepayments 8,804,988
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 119,640,388
2. Fin 48 (ASC 740) Footnote. In Part XIII, 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 (ASC 740). Check here if the text of the footnote has been provided in Part XIII .....................................................
Schedule D (Form 990) 2012

Schedule D (Form 990) 2012
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1 Total revenue, gains, and other support per audited financial statements ....... 1 424,092,928
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a 0
b Donated services and use of facilities ......... 2b 0
c Recoveries of prior year grants ........... 2c 0
d Other (Describe in Part XIII.) ............ 2d 0
e Add lines 2a through 2d ..................... 2e 0
3 Subtract line 2e from line 1..................... 3 424,092,928
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 0
b Other (Describe in Part XIII.) ........... 4b 0
c Add lines 4a and 4b....................... 4c 0
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5 424,092,928
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1 Total expenses and losses per audited financial statements ........... 1 403,882,535
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a 0
b Prior year adjustments .............. 2b 0
c Other losses ................ 2c 0
d Other (Describe in Part XIII.) ............ 2d 0
e Add lines 2a through 2d...................... 2e 0
3 Subtract line 2e from line 1..................... 3 403,882,535
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 0
b Other (Describe in Part XIII.) ............ 4b 16,258,553
c Add lines 4a and 4b....................... 4c 16,258,553
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5 420,141,088
Part XIII
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, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Identifier Return Reference Explanation
SchD_P06_S00_L01b Schedule D, Part VI, Line 1b Dairyland Power Cooperative is under the jurisdiction of the Rural Utilities Service, which requires Dairyland's accounting records to be maintained, with minor modifications, in accordance with the Uniform System of Accounts for Public Utilities as prescribed by the Federal Energy Regulatory Commission (F.E.R.C.). Because of this, we do not have our expenses grouped by function as shown on the Form 990. Our Accumulated Depreciation is grouped into just one account. So for purposes of the Form 990, we cannot break out Building and Equipment and the associated depreciation.
SchD_P06_S00_L01d Schedule D, Part VI, Line 1d Same as explanation for Schedule D, Part VI, Line 1b.
SchD_P12_S00_L04b Schedule D, Part XII, Line 4b As a result of complying with the 2011 requirements of reporting dividends paid by Section 501(c)12 organizations on line 4 of Part IX, Dairyland Power has interpreted this to mean capital credits allocated during the tax year. Because the allocation amount is not a functional expense on Dairyland's audited financial statements, and adjustment of the allocated amount of $16,258,553 was required to reflect the correct audited gross margin for Dairyland of $20,210,393.
Schedule D (Form 990) 2012

Additional Data


Software ID: 12000197
Software Version: v1.00




SCHEDULE F(Form 990)
Department of the Treasury
Internal Revenue Service
Statement of Activities Outside the United States
Right pointing arrow large image Complete if the organization answered "Yes" to Form 990,Part IV, line 14b, 15, or 16.Right pointing arrow large image Attach to Form 990. Right pointing arrow large image See separate instructions.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
DAIRYLAND POWER COOPERATIVE
 
Employer identification number

39-0233059
Part I
General Information on Activities Outside the United States. Complete if the organization answered “Yes” to Form 990, Part IV, line 14b.
1
For grantmakers. 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
For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of grant funds outside
the United States.
3
Activites per Region. (The following Part I, line 3 table can be duplicated if additional space is needed.)
(a) Region (b) Number of offices in the region (c) Number of employees, agents, and independent contractors in region (d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region) (e) If activity listed in (d) is a program service, describe specific type of
service(s) in region		 (f) Total expenditures
for and investments
in region
North America (including Canada and Mexico, but not the United States) 0 0 Investments   959,000
Europe (including Iceland and Greenland) 0 0 Investments   413,000
East Asia and the Pacific 0 0 Investments   255,000
           
           
           
           
           
           
           
           
           
           
           
           
           
           
3a Sub-total .....      
b Total from continuation sheets to Part I ...      
c Totals (add lines 3a and 3b) 0 0 1,627,000
For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2012
Schedule F (Form 990) 2012
Page 2
Part II
Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered “Yes” to Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.
1 (a) Name of organization (b) IRS code section
and EIN (if applicable)		 (c) Region (d) Purpose of
grant 		(e) Amount of
cash grant 		(f) Manner of
cash
disbursement 		(g) Amount of
of non-cash
assistance 		(h) Description
of non-cash
assistance 		(i) Method of
valuation
(book, FMV,
appraisal, other)
             
             
             
             
             
             
             
             
             
             
             
             
             
             
             
             
2 Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter ....MediumBullet
 
3
Enter total number of other organizations or entities .......................MediumBullet
 
Schedule F (Form 990) 2012
Schedule F (Form 990) 2012Page 3
Part III
Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 16.
Part III can be duplicated if additional space is needed.
(a) Type of grant or assistance (b) Region (c) Number of recipients (d) Amount of
cash grant 		(e) Manner of cash
disbursement 		(f) Amount of
non-cash
assistance 		(g) Description
of non-cash
assistance 		(h) Method of
valuation
(book, FMV,
appraisal, other)
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
               
Schedule F (Form 990) 2012
Schedule F (Form 990) 2012
Page 4
Part IV
Foreign Forms
1 Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If “Yes,”the organization may be required to file Form 926, Return by a U.S. Transferor of Property to a Foreign Corporation (see Instructions for Form 926)......................................
2 Did the organization have an interest in a foreign trust during the tax year? If “Yes,” the organizationmay be required to file Form 3520, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A).......................................
3 Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with Respect to Certain Foreign Corporations. (see Instructions for Form 5471)..............................
4 Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If "Yes," the organization may be required to file Form 8621, Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see Instructions for Form 8621)
5 Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with Respect to Certain Foreign Partnerships. (see Instructions for Form 8865)....................................
6 Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see Instructions for Form 5713)................................................
Schedule F (Form 990) 2012
Schedule F (Form 990) 2012
Page 5
Part V
Supplemental Information
Complete this part to provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information (see instructions).
Identifier ReturnReference Explanation
SchF_P01_S00_L03 Schedule F, Part I, Line 3 In 1987, Dairyland Power Cooperative shut down its La Crosse Boiling Water Reactor (LACBWR) nuclear power plant. Although LACBWR has been inactive since 1987, the facility still needs to be maintained until its final decommissioning. Dairyland has set aside over $80 million in a trust to pay for the ultimate decommissioning. In accordance with restrictions enacted by the Nuclear Regulatory Commission, an independent trustee (BMO Financial Group) holds title to the trust assets, and Dairyland does not control the day-to-day management of nuclear decommissioning trust fund investments. The nuclear decommissioning trust of Dairyland is managed by independent investment managers with discretion to buy, sell, and invest to achieve the broad investment objectives set forth by Dairyland. As of 12/31/12, $1.6 million of the total $84.30 million nuclear decommissioning trust fund was invested in foreign obligations by Logan Circle. See Statement 2, Schedule O for the applicable foreign countries.
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
     
Schedule F (Form 990) 2012
Additional Data


Software ID: 12000197
Software Version: v1.00



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
2012
Open to Public Inspection
Name of the organization
DAIRYLAND POWER COOPERATIVE
 
Employer identification number

39-0233059
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 or provision of all of the expenses described above? If "No," complete Part III to explain....
1b
Yes
 
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
Yes
 
3
Indicate which, if any, of the following the filing organization used 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.
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
 
 
b
Any related organization? .........................
5b
 
 
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
 
 
b
Any related organization? .........................
6b
 
 
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
 
 
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 Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................
8
 
 
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 Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2012

Schedule J (Form 990) 2012
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 (E) amounts for that individual.
(A) Name and Title (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
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
(1)William L BergPresident and CEO (i)
(ii)		 514,918
0 		0
0 		13,624
0 		139,876
0 		34,427
0 		702,845
0 		0
0
(2)Phillip MoilienVice President and CFO (i)
(ii)		 189,241
0 		0
0 		2,396
0 		58,421
0 		31,750
0 		281,808
0 		0
0
(3)Chuck S CalliesVice President Power Delivery (i)
(ii)		 229,326
0 		0
0 		5,895
0 		139,056
0 		33,543
0 		407,820
0 		0
0
(4)Mary L LundVice President Human Resources (i)
(ii)		 172,105
0 		0
0 		5,328
0 		39,518
0 		33,071
0 		250,022
0 		0
0
(5)Dale L PohlmanVice President Strategic Planning (i)
(ii)		 171,012
0 		0
0 		10,089
0 		50,021
0 		30,780
0 		261,902
0 		0
0
(6)Robert M PalmbergVice President Generation (i)
(ii)		 150,935
0 		1,000
0 		2,570
0 		28,694
0 		32,834
0 		216,033
0 		0
0
(7)Brian D RudeVice President, External and Member Relations (i)
(ii)		 179,611
0 		0
0 		5,724
0 		61,445
0 		33,115
0 		279,895
0 		0
0
(8)John P CarrDirector of Fuel and Power Marketing (i)
(ii)		 159,993
0 		0
0 		3,305
0 		27,944
0 		29,425
0 		220,667
0 		0
0
(9)Kenneth L SchlimgenLead Trader Power Marketing (i)
(ii)		 148,862
0 		0
0 		4,489
0 		47,320
0 		3,431
0 		204,102
0 		0
0
(10)Edward BowenDirector, Financial Management (i)
(ii)		 115,159
0 		0
0 		27,615
0 		0
0 		31,371
0 		174,145
0 		0
0
(11)David J BeckerDirector of Plant Operations (i)
(ii)		 138,466
0 		500
0 		3,539
0 		46,867
0 		30,528
0 		219,900
0 		0
0
(12)Brian TreadwayManager Alma Site (i)
(ii)		 132,184
0 		750
0 		2,761
0 		17,785
0 		4,565
0 		158,045
0 		0
0
(13)Richard CotaOperation, Training/Relief Supervisor LACBR (i)
(ii)		 113,013
0 		0
0 		19,793
0 		3,340
0 		24,699
0 		160,845
0 		0
0
(14)Charles V Sans CrainteFormer Vice President Generation (i)
(ii)		 152,492
0 		0
0 		55,657
0 		5,211
0 		16,591
0 		229,951
0 		0
0
Schedule J (Form 990) 2012

Schedule J (Form 990) 2012
Page 3
Part III
Supplemental Information
Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II.
Also complete this part for any additional information.
Identifier Return Reference Explanation
SchJ_P01_S00_L01a Schedule J, Part I, Line 1a Dairyland Power owned two smaller company planes through June 2012. Dairyland Power still owns a helicopter used primarily for line patrol of Dairyland's 3200 miles of transmission lines. Any air travel of a non-business nature or travel by a companion is covered under Dairyland Power Cooperative Administrative Policy #51 and #29, as far as the taxable value of such flights to the individual employee. For calendar year ending 2012, no employees or companions used the company air travel for a non-business nature. Therefore, no taxable income was recognized. Dairyland did cover the cost of an airline club fee for Brian Rude, Vice President of External and Member Relations. The percent of personal use was taxable to that employee in the amount of $50 for calendar year ending 2012. Dairyland Power also has a Administrative Policy #18 that covers reimbursements of moving expenses that are deemed taxable by the IRS. Per this Policy, Dairyland Power compensates the employee an additional 35% of the taxable portion of the moving expense reimbursements to cover the additional taxes incurred. This additional amount is also considered taxable income. Ed Bowen, Director of Financial Management and a highest compensated employee for 2012, received $6,854.56 in 2012 as a grossed up payment for his taxable moving expense reimbursements of $19,584.45. Included in the $19,584.45 was reimbursement for temporary housing in the amount of $2,070.00. In addition, Dairyland Power Cooperative offers reimbursements to employees under a Wellness Program Plan. The Wellness Program Plan includes up to $150 towards each component for the calendar year for the cost of membership to the local YMCA or other selected Fitness Centers, the cost of an approved Weight Loss Program and the cost of an approved Smoking Cessation Program. For 2012, the value of the Fitness Center Reimbursement was included in the reported compensation for the following Key Employees and Highest Compensated Employees: Charles Sans Crainte, Robert M Palmberg, Ed Bowen and Brian Treadway.
SchJ_P01_S00_L03 Schedule J, Part I, Line 3 Compensation survey performed by Vice President, Human Resources. Results are then presented to a special Executive Committee of the Board of Directors. This committee will then present their recommendation to the full Board for vote as part of an executive session (Board Members Only).
SchJ_P01_S00_L04 Schedule J, Part I, Line 4 Richard J. Cota, a Highest Compensated Employee of Dairyland Power Cooperative, received a severance agreement as a result of his position being eliminated as of November 26th, 2012. Per Dairyland Power Cooperative Board Policy #95, Richard is eligible for 40 weeks of severance, paid on a bi-weekly basis. His first payment occurred on December 28th, 2012 in the amount of $3,496.04. Dairyland Power Cooperative has a Deferred Compensation Pension Restoration Plan (the Plan) covering President and CEO, William L. Berg. No payments were made from this plan to Mr. Berg in 2012.
Schedule J (Form 990) 2012

Additional Data


Software ID: 12000197
Software Version: v1.00
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
2012
Open to Public
Inspection
Name of the organization
DAIRYLAND POWER COOPERATIVE
 
Employer identification number

39-0233059
Identifier Return Reference Explanation
F990_P04_S00_L12a Form 990, Part IV, Line 12a The consolidated financial statements include the accounts of Dairyland Power Cooperative and Dairyland's wholly owned subsidiary, Genoa FuelTech Inc. All significant intercompany balances and transactions have been eliminated in consolidation.
F990_P06_S0A_L04 Form 990, Part VI, Section A, Line 4 Two Bylaw amendments were approved at the seventy-first meeting of the Members of Dairyland Power Cooperative on June 6, 2012. The first Bylaw amendment confirmed the responsibilities and authority of the Rules and Resolutions Committee (currently the Resolutions and Bylaws Committee). The amended bylaw to Article II, Meetings of Members, Section 6 - Order of Business and Procedure, states "the latest edition of Robert's Rules of Order shall govern all procedural matters at said meeting not addressed by the meeting rules and procedures adopted by the Rules and Resolutions Committee as provided in Section 7. Section 7 - Rules and Resolutions Committee, Prior to issuance of the notice of the annual meeting, the Board of Directors shall appoint a Rules and Resolutions Committee. The Rules and Resolutions Committee: (a) Shall adopt rules and procedures for conducting the annual meeting, to be provided to the members in advance of the meeting; the rules and procedures may include a deadline for any member of this Cooperative that wishes to present to the annual meeting an advisory resolution relating to the Cooperative's operations, governance or position on policy impacting the Cooperative to submit the resolution to the Cooperative. (b) May propose resolutions relating to the Cooperative's operations, governance or positions on policy matters for adoption by the membership at the annual meeting. (c) Shall review any proposed resolutions that are timely submitted by members; shall determine whether additional information should be presented to the membership to ensure a full airing of the issue and an informed decision at the annual meeting; and may make a recommendation to the annual meeting concerning the disposition of the resolution. (d) In consultation with the Board of Directors, may also make recommendations to the membership concerning amendments to the Articles of Incorporation or to these Bylaws." The second Bylaw amendment clarified that an interest in a small distributed generation installation does not disqualify a person from serving as a Dairyland director. The amended bylaw to Article III, Directors, Section 3 - Qualifications and Tenure, states "no person shall be eligible to become or remain a director or to hold any position of trust in the Cooperative who: (a) is in any material way employed by or financially interested in a competing enterprise or a business selling electric energy, services or supplies to the Cooperative, provided, however, that this provision shall not disqualify as a director any representative of a Class C, D, E, or F member because of his or her status with respect to that member, nor shall it disqualify any representative of a Class A member because he or she has an interest in a small distributed generation installation (as defined from time to time by the Board of Directors) that sells energy to the Class A member which may qualify for reimbursement in part by this Cooperative under applicable rate schedules."
F990_P06_S0A_L06 Form 990, Part VI, Section A, Line 6 Dairyland Power Cooperative provides wholesale electric service and other services to five classes of members (A,B,C,D and E).
F990_P06_S0A_L07a Form 990, Part VI, Section A, Line 7a Member control of Dairyland is vested in its Board of Directors, consisting of representatives from each of the 25 Class A member distribution cooperatives and a representative of the Class B members. Each director is nominated by his or her member cooperative, and then elected by Dairyland's membership at Dairyland's annual meeting in June to serve a one-year term.
F990_P06_S0A_L07b Form 990, Part VI, Section A, Line 7b Pursuant to Dairyland's Bylaws, the Board of Directors is charged with directing the management of the Cooperative. The Bylaws provide for the Board to be advised by a technical advisory committee consisting of the managers of the member distribution cooperatives. Member approval is required for amendments to the Articles of Incorporation or Bylaws, for merger or consolidation, or for sale of more than 10% of the Cooperative's property.
F990_P06_S0B_L11b Form 990, Part VI, Section B, Line 11b Prior to filing the Form 990, approval of the draft return was obtained at the July 9, 2013 meeting of the Board of Directors' Audit & Risk Management Committee. The Committee then presented its report on the return to the full Board at its July 19, 2013 meeting. A copy of the draft return was provided to each board member. Following approval by the Board, the Form 990 was finalized and filed.
F990_P06_S0B_L12c Form 990, Part VI, Section B, Line 12c During June of each year, each director on the newly-elected Board is given a copy of Dairyland's Board Policy #46, Business Ethics, and a Business Ethics disclosure report to be completed in accordance with the Policy. A similar disclosure report is given to all Dairyland employees in January of each year. Each Director's completed report is reviewed by the Chairman of the Audit & Risk Management Committee and by Dairyland's outside General Counsel. Any unique responses are presented to the full Committee in executive session. Each employee's report is reviewed by the Vice President of Human Resources. Her report, the report of the President and CEO, and the report of any other employee containing any unique responses are reviewed by the Chairman of the Audit & Risk Management Committee and General Counsel, and as appropriate by the full Committee.
F990_P06_S0B_L15 Form 990, Part VI, Section B, Line 15 For the President and CEO, the Vice President of Human Resources conducts a salary survey of similar Generation & Transmission Cooperatives. The results of the survey, current salary and salary history for the President and CEO, and the results of the Directors' performance evaluation of the President and CEO, are presented to the Executive Committee and in turn to the full Board. The Executive Committee reviews all pertinent information and then presents its recommendation to the Board in executive session, for action by the Board. For the tax year covered by this return, this process was completed in September of 2012. For Senior Staff/Key Employees, the Vice President of Human Resources conducts a similar survey. The results of the survey, along with current and previous salary information, are presented to the President and CEO. Based on the information provided, the President and CEO determines the applicable compensation for each Key Employee. They included Vice President of Generation, Vice President and CFO, Vice President of Power Delivery, Vice President of Human Resources, Vice President of Strategic Planning, Vice President of External and Member Relations, and Director of Fuel and Power Marketing. For the tax year covered by this return, this was done in September of 2012. The President and CEO and above employees did receive compensation increases in October of 2012.
F990_P06_S0B_L16b Form 990, Part VI, Section B, Line 16b Election Pursuant to Code. Sec 761 to be Wholly Excluded from the Partnership Rules of Subchapter K for tax year ended December 31, 2012. The co-owners of the Weston 4 Generating Station under the Joint Plant Agreement (the Agreement) dated November 23, 2004, hereby elect to be excluded from the application of all the provisions of Subchapter K effective for the tax year ending December 31, 2012, to the return for which year this statement is attached. Qualification for the election is based on meeting the requirements of Reg. Sec. 1.761-2a2 and Reg. Sec. 1.761-2a3. All owners elect that the Weston 4 Generating Station be excluded from all provisions of Subchapter K. The names, addresses and employer identification numbers of the co-owners are: Wisconsin Public Service Corporation, c/o John Wilde, Director of Corporate Tax, 700 N. Adams Street, Green Bay, WI 54307-9001, EIN: 39-0715160 and Dairyland Power Cooperative, c/o Philllip Moilien, Vice President and CFO, PO Box 817, La Crosse, WI 54602-0817, EIN: 39-0233059.
F990_P06_S0C_L19 Form 990, Part VI, Section C, Line 19 Dairyland Power Cooperative makes its governing documents, conflict of interest policy, and financial statements available upon request to the public.
F990_P07_S0A_L01a Form 990, Part VII, Section A, Line 1a Members of the Board of Directors of Dairyland serve annual terms that run from the annual meeting of members in June of the year of election to the annual meeting in June of the following year. All Average Hours Worked per Week were based on a separate questionnaire, specific to the Form 990 filing, that was completed by all directors, officers, key employees and highly compensated employees.
F990_P08_S00_L03 Form 990, Part VIII, Line 3 Included in the $2,050,073 is investment income on nuclear decommissioning funds of $3,098,470 offset by expenses recorded as decommissioning liabilities of $3,098,470.
F990_P09_S00_L04 Form 990, Part IX, Line 4 Dairyland Power Cooperative's Board of Directors has adopted a policy of retiring capital credits allocated to members on a first-in, first-out basis. As part of an equity development strategy adopted in 2003, patronage capital retired will be limited to no greater than 2% of the total assigned patronage capital balance as of December 31 of the prior year. Accordingly, $2,862,085 was retired in 2012. This policy is subject to annual review and approval by the Board of Directors and the RUS, and no cash retirements are to be made which would impair the financial condition of the Cooperative or violate any terms of its agreements. Since 2003, the amount of non-operating margins assigned to members each year is at the discretion of the Board of Directors. Any unassigned non-operating margins will become unallocated reserves and part of permanent equity. Patronage capital as of December 31, 2012 included 2012 margins allocated/assignable of $16,258,553 and unallocated reserves of $3,951,840. It is our interpretation of federal cooperative tax law to report capital credits allocated during the tax year of $16,258,553 on Form 990, Part IX, Line 4.
F990_P09_S00_L24a Form 990, Part IX, Line 24a - 24e Dairyland Power is a 501(c)12 electric generation and transmission cooperative association organized under the laws of WI and MN. The Cooperative, whose principal offices are located in Wisconsin, provides wholesale electric service to Class A members engaged in the retail sale of electricity to member consumers located in WI, MN, IA and IL and provides electric and other services to Class B, C, D, and E members. Dairyland Power Cooperative is under the jurisdiction of the Rural Utilities Service, which requires Dairyland's accounting records to be maintained, with minor modifications, in accordance with the Uniform System of Accounts for Public Utilities as prescribed by the Federal Energy Regulatory Commission (F.E.R.C.). Because of this, we do not have our expenses grouped by function as shown on the Form 990.
F990_P11_S00_L09 Form 990, Part XI, Line 9 Other change in net assets or fund balance is a result of: a change of membership fees of 85.00, patronage capital-retired of -2,862,085, accumulated other comprehensive income of 911,906, allocation of capital credits for 2012 of $16,258,553.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2012

Additional Data


Software ID: 12000197
Software Version: v1.00
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
2012
Open to Public Inspection
Name of the organization
DAIRYLAND POWER COOPERATIVE
 
Employer identification number

39-0233059
Part I
Identification of Disregarded Entities (Complete if the organization answered "Yes" to Form 990, Part IV, line 33.)
(a)
Name, address, and EIN (if applicable) 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" to 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 entity?
Yes No












For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to 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" to 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
 		(i)
Section 512(b)(13) controlled entity?
Yes No
(1) Genoa FuelTech Inc

3200 East Avenue South
La Crosse,WI54601
39-1828821 		Investment Holding Corp WI  
C 1 0 100 %   No












Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
Page 3
Part V
Transactions With Related Organizations (Complete if the organization answered "Yes" to Form 990, Part IV, line 34, 35b, or 36.)
Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.
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 or (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .
1a
 
No
b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
 
No
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
 
No
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
No
g Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
 
No
k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
 
No
m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1n
 
No
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
 
No
p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
 
No
q Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
 
No
r Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
 
No
s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1s
 
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-s) 		(c)
Amount involved 		(d)
Method of determining amount involved





Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" to 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)
Predominant income (related, unrelated, excluded from tax under section 512-514)

(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 V—UBI
amount in box 20
of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2012
Schedule R (Form 990) 2012
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: 12000197
Software Version: v1.00






TY 2012 ReasonableCauseExplanation
Name:
DAIRYLAND POWER COOPERATIVE
EIN: 39-0233059
Software ID:12000197
Software Version:v1.00
Explanation:
Applied for the appropriate extensions. Applied for the Automatice 3 month extension and received approval from the IRS on April 22, 2013.