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

MediumBullet The organization may have to use a copy of this return to satisfy state reporting requirements.
OMB No. 1545-0047
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
Dairy Management Inc
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
10255 W Higgins Road
Suite 900
Room/suite
City or town, state or country, and ZIP + 4
Rosemont, IL60018
D Employer identification number

36-3992031
E Telephone number

G Gross receipts $ 127,418,177
F Name and address of principal officer:
Thomas Gallagher
10255 W Higgins Road Ste 900
Rosemont,IL60018
I
Tax-exempt status: ( 6 ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.dairyinfo.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:
 
L Year of formation: 1995
M State of legal domicile: DC
Part I
Summary
Activities  & Governance 1 Briefly describe the organization’s mission or most significant activities: TO INVEST DAIRY PRODUCER CHECKOFF FUNDS IN STRATEGIC, COORDINATED MARKETING PROGRAMS DESIGNED TO INCREASE CONSUMPTION OF DAIRY PRODUCTS BOTH DOMESTICALLY AND INTERNATIONALLY.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 83
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 83
5 Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...... 5 241
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  
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 127,182,944 127,418,177
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 0 0
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 0 0
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 127,182,944 127,418,177
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 519,331 1,000,000
14 Benefits paid to or for members (Part IX, column (A), line 4)..... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 18,349,671 20,180,357
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).... 108,313,942 106,237,820
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 127,182,944 127,418,177
19 Revenue less expenses. Subtract line 18 from line 12.......   0
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 18,683,002 21,000,066
21 Total liabilities (Part X, line 26)............. 18,683,002 21,000,066
22 Net assets or fund balances. Subtract line 21 from line 20..... 0 0
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: DAIRY MANAGEMENT INC (DMI) WAS FORMED IN 1995 BY THE NATIONAL DAIRY PROMOTION AND RESEARCH BOARD (NDB) AND THE UNITED DAIRY INDUSTRY ASSOCIATION (UDIA). DMI IS A MANAGEMENT ORGANIZATION THAT INVESTS DAIRY PRODUCER CHECKOFF FUNDS IN STRATEGIC, COORDINATED MARKETING PROGRAMS DESIGNED TO INCREASE CONSUMPTION OF US DAIRY PRODUCTS BOTH DOMESTICALLY AND INTERNATIONALLY. THE FORMATION OF DMI HAS CREATED EFFICIENCIES, GAINED THROUGH THE ELMINATION OF REDUNDANCIES AND THE POWER OF JOINT PLANNING.
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 $   including grants of $   ) (Revenue $   )
CHILD NUTRITION AND FITNESS INITIATIVE. SEE SCHEDULE O MISSION AND ACTIVITIES DESCRIPTION, HEALTH AND WELLNESS SECTION.
4b (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
NUTRITION AFFAIRS. SEE SCHEDULE O MISSION AND ACTIVITIES DESCRIPTION, HEALTH AND WELLNESS SECTION.
4c (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
EXPORT ACTIVITIES. SEE SCHEDULE O MISSION AND ACTIVITIES DESCRIPTION, INTERNATIONAL MARKETING SECTION.
4d Other program services (Describe in Schedule O.)
(Expenses $   including grants of $   ) (Revenue $   )
4e Total program service expensesMediumBullet  
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 IClick to see attachment........................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If “Yes,” complete Schedule D, Part IIClick to see attachment
...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21 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 IVClick to see attachment..............
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 VClick to see attachment......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, 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
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIIIClick to see attachment.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IXClick to see attachment............
11d
Yes
 
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 XClick to see attachment.........................
11f
 
No
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If “Yes,” complete Schedule D, Parts XI 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
 
No
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.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the 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... Click to see attachment
21
Yes
 
22
Did the organization report more than $5,000 of grants and other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........ Click to see attachment
22
 
No
23
Did the organization answer “Yes” to Part VII, Section A, 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........ Click to see attachment
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
Yes
 
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... Click to see attachment
35b
Yes
 
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 VIClick to see attachment
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
241
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
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If “Yes,” to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible 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
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If “Yes,” enter the amount of tax-exempt interest received or accrued during the year. ....................
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note.
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
83
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
83
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
 
No
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
 
No
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
 
No
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
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If “Yes,” provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
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
 
No
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
Yes
 
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
 
No
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
 
 
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:
MediumBulletCAROLYN GIBBS10255 W HIGGINS ROAD SUITE 900RosemontIL600185616 (847) 803-2000
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) JAMES L AHLEM........................................................................
VICE CHAIR
1.0
.......................1.0
X           0 0 0
(2) JOHN B FISCALINI........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(3) CELESTE BLACKBURN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(4) DAVID P CROWL........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(5) DOUGLAS T DANIELSON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(6) RENAE A DE JAGER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(7) MARK E ERDMAN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(8) LYNDA FOSTER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(9) PAUL A FRITSCHE........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(10) LARRY HANCOCK........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(11) STEVE HANSON........................................................................
TREASURER
1.0
.......................1.0
X           0 0 0
(12) JEFFREY A HARDY........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(13) LANETTE HARSDORF........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(14) MARILYN HERSHEY........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(15) KENTON W HOLLE........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(16) AMBER HORN-LEITERMAN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(17) JOHN HOWERTON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 1,000 0
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) HAROLD J HOWRIGAN JR........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(19) EDWARD JASURDA........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(20) DOUGLAS L KRICKENBARGER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(21) SHARON K LAUBSCHER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(22) JULIE LUND........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(23) STEPHEN D MADDOX........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(24) GEORGE E MARSH........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(25) RONALD R MCCORMICK........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(26) URBAN MESCHER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(27) KEN MEYERS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(28) ZACHARY H MYERS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(29) RAY S PROCK........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(30) BRAD SCOTT........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(31) RONALD E SHELTON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(32) LARRY SHOVER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(33) KIMA SIMONSON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(34) SANFORD STAUFFER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(35) SUSAN TROY........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(36) SUSAN TROYER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(37) ARLENE J VANDER EYK........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(38) DAVE VEENHOUWER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(39) VICTOR BISSELL........................................................................
DIRECTOR
1.0
.......................1.0
X           0 6,200 0
(40) PAUL BROERING........................................................................
DIRECTOR
1.0
.......................1.0
X           0 7,900 0
(41) BOBBY COMBS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 4,200 0
(42) BRYAN DAVIS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 4,700 0
(43) TOM DORSEY........................................................................
DIRECTOR
1.0
.......................1.0
X           0 6,600 0
(44) STEVE P FRISCHKNECHT........................................................................
DIRECTOR
1.0
.......................1.0
X           0 7,800 0
(45) STEVE GRAYBEAL........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,800 0
(46) DONALD GURTNER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,200 0
(47) LESTER E HARDESTY........................................................................
DIRECTOR
1.0
.......................1.0
X           0 1,500 0
(48) DAVID SKIP HARDIE........................................................................
DIRECTOR
1.0
.......................1.0
X           0 7,900 0
(49) JERREL HEATWOLE........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,800 0
(50) VERNON HORST........................................................................
DIRECTOR
1.0
.......................1.0
X           0 4,100 0
(51) ROBERT KRAN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 4,800 0
(52) ALLEN MERRIL........................................................................
TREASURER
1.0
.......................1.0
X           0 6,600 0
(53) JERRY G MESSER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 6,000 0
(54) KEN NOBIS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,800 0
(55) LYNN RAMSEY........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,800 0
(56) PAUL E ROVEY........................................................................
DIRECTOR
1.0
.......................1.0
X           0 62,100 0
(57) WILLIAM B SIEBENBORN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 25,025 0
(58) ROBERT SMIT........................................................................
DIRECTOR
1.0
.......................1.0
X           0 700 0
(59) JOAN D SMITH........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,900 0
(60) JAY STAUFFACHER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,800 0
(61) JOHN TRAWEEK........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,200 0
(62) PAUL DOTON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 4,100 0
(63) LARRY ALEXANDER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,100 0
(64) ELIZABETH ANDERSON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,200 0
(65) W RYAN ANGLIN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 800 0
(66) AUDREY DONAHOE........................................................................
DIRECTOR
1.0
.......................1.0
X           0 5,600 0
(67) GLEN EASTER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(68) BRIAN ESPLIN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 400 0
(69) ARLEY GEORGE........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,200 0
(70) RON HURLIMAN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 4,500 0
(71) DALE JONES........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(72) JOHN M LARSON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,200 0
(73) JIM REID........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,700 0
(74) ARIE ROELOFFS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 5,400 0
(75) NORBERT SCHMIDT........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,800 0
(76) CONNIE SEEFELDT........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,900 0
(77) HAROLD SHAULIS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 900 0
(78) KATHLEEN SKIBA........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(79) CHRISTINE SUKALSKI........................................................................
DIRECTOR
1.0
.......................1.0
X           0 1,100 0
(80) BERNIE TEUNISSEN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,300 0
(81) MICHAEL FERGUSON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 1,000 0
(82) TOM CRONER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 1,700 0
(83) TOM GONZALES........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,000 0
(84) DAN GRUNHOVD........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,000 0
(85) DOUG NUTTLEMAN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 1,600 0
(86) PAULA MEABON........................................................................
DIRECTOR
1.0
.......................1.0
X           0 800 0
(87) JERRY TRUELOVE........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,800 0
(88) RICK VAN RYN........................................................................
DIRECTOR
1.0
.......................1.0
X           0 0 0
(89) DAVE VEENHOUWER........................................................................
DIRECTOR
1.0
.......................1.0
X           0 2,900 0
(90) TOM A WOODS........................................................................
DIRECTOR
1.0
.......................1.0
X           0 3,600 0
(91) EARL HORNING........................................................................
DIRECTOR
1.0
.......................1.0
X           0 800 0
(92) NEIL A HOFF........................................................................
DIRECTOR
1.0
.......................1.0
X           0 9,400 0
(93) THOMAS GALLAGHER........................................................................
CEO
40.0
.......................1.0
    X       794,464 0 116,322
(94) DANIEL CHAVKA........................................................................
CFO
40.0
.......................1.0
    X       316,359 0 129,432
(95) KEVIN PONTICELLI........................................................................
SENIOR EXECUTIVE VP
40.0
.......................1.0
      X     490,071 0 34,216
(96) BARBARA O'BRIEN........................................................................
SENIOR EXECUTIVE VP
40.0
.......................1.0
      X     439,996 0 52,766
(97) THOMAS SUBER........................................................................
EXECUTIVE VP
40.0
.......................1.0
        X   461,586 0 318,055
(98) JEAN RAGALIE........................................................................
EXECUTIVE VP
40.0
.......................1.0
        X   356,696 0 168,785
(99) GREGORY MILLER........................................................................
EXECUTIVE VP
40.0
.......................1.0
        X   403,691 0 267,487
(100) MOLLIE WALLER........................................................................
EXECUTIVE VP
40.0
.......................1.0
        X   320,036 0 78,077
(101) MARK LEITNER........................................................................
EXECUTIVE VP
40.0
.......................1.0
        X   305,100 0 107,773
1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 3,887,999 261,225 1,272,913
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet76
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. 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
Daniel J Edelman, 200 E Randolph 63rd FloorCHICAGOIL60601 Agency Services 8,143,017
MCLEOD WATKINSON MILLER, ONE MASSACHUSETTES AVE NWWASHINGTONDC20001 LEGAL SERVICES 1,111,505
MMS Education, 105 Terry Drive Suite 120NEWTOWNPA18940 Agency Services 2,441,431
TEAM SERVICES LLC, 1700 ROCKVILLE PIKE SUITE 615ROCKVILLEMD20852 Agency Services 1,549,556
NTT DATA, 325 N LASALLE STE 325CHICAGOIL60654 IT PROJECT SERVICES 1,902,882
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 MediumBullet23
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 above
1f
 
g Noncash contributions included in lines
1a-1f:$
 
h Total. Add lines 1a-1f.......MediumBullet 0
 Program Service Revenue Business Code
2a PROGRAM FUNDING REVENUE 900099 97,492,459 97,492,459    
b CORE FUNDING REVENUE 900099 27,018,226 27,018,226    
c CONTRACT SERVICE REVENUE 900099 2,907,492 2,907,492    
d
e
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet 127,418,177
 Other Revenue 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 0      
4 Income from investment of tax-exempt bond proceeds..MediumBullet 0      
5 Royalties...........MediumBullet 0      
(i) Real (ii) Personal
6a Gross rents    
b Less: rental expenses    
c Rental income or (loss) 0 0
d Net rental income or (loss).......MediumBullet 0      
(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)    
d Net gain or (loss)..........MediumBullet 0      
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 0    
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities...MediumBullet 0      
10a Gross sales of inventory, less
returns and allowances .
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet 0      
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 127,418,177 127,418,177    
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 1,000,000  
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 0  
5 Compensation of current officers, directors, trustees, and key employees .... 2,373,626      
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 13,375,674      
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 2,449,580      
9 Other employee benefits ....... 1,035,643      
10 Payroll taxes ........... 945,834      
11 Fees for services (non-employees):        
a Management ...... 0      
b Legal ......... 198,926      
c Accounting ........... 37,868      
d Lobbying ........... 0      
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) ........ 25,427      
12 Advertising and promotion .... 57,701      
13 Office expenses ....... 708,551      
14 Information technology ...... 1,477,198      
15 Royalties .. 0      
16 Occupancy ........... 1,398,919      
17 Travel ............ 1,514,938      
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ...... 0      
19 Conferences, conventions, and meetings .... 2,114,116      
20 Interest ........... 0      
21 Payments to affiliates ....... 0      
22 Depreciation, depletion, and amortization ..... 339,353      
23 Insurance .............. 98,264      
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 DOMESTIC MARKETING PROGRAM 98,539,048      
b COMMUNICATIONS/MEMBER RELATION 32,901      
c PLACEMENT & SHARED STAFF -562,223      
d OUTSIDE HELP 124,903      
e All other expenses 131,930      
25 Total functional expenses. Add lines 1 through 24e 127,418,177      
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 ............. 81,252 1 108,575
2 Savings and temporary cash investments ......... 0 2 0
3 Pledges and grants receivable, net ........... 0 3 0
4 Accounts receivable, net ............. 1,080,438 4 1,205,008
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 ............. 0 7 0
8 Inventories for sale or use .............. 0 8 0
9 Prepaid expenses and deferred charges .......... 707,347 9 749,846
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 8,795,059
b Less: accumulated depreciation ..... 10b 7,598,380 1,441,748 10c 1,196,679
11 Investments—publicly traded securities .......... 0 11 0
12 Investments—other securities. See Part IV, line 11 ..... 0 12 0
13 Investments—program-related. See Part IV, line 11 ..... 0 13 0
14 Intangible assets ............... 0 14 0
15 Other assets. See Part IV, line 11 ........... 15,372,217 15 17,739,958
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 18,683,002 16 21,000,066
Liabilities 17 Accounts payable and accrued expenses ......... 11,799,750 17 13,163,090
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 .. 0 23 0
24 Unsecured notes and loans payable to unrelated third parties .... 0 24 0
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.................... 6,883,252 25 7,836,976
26 Total liabilities. Add lines 17 through 25......... 18,683,002 26 21,000,066
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 .............. 0 27 0
28 Temporarily restricted net assets ........... 0 28 0
29 Permanently restricted net assets ........... 0 29 0
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 ........   30  
31 Paid-in or capital surplus, or land, building or equipment fund .....   31  
32 Retained earnings, endowment, accumulated income, or other funds   32  
33 Total net assets or fund balances ........... 0 33 0
34 Total liabilities and net assets/fund balances ........ 18,683,002 34 21,000,066
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
127,418,177
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
127,418,177
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
0
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
0
5
Net unrealized gains (losses) on investments ...............
5
 
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
 
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
 
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
0
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:  
Software Version:  
SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 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
Dairy Management Inc
 
Employer identification number

36-3992031
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 .................      
b Buildings ................        
c Leasehold improvements ............   878,282 349,621 528,661
d Equipment ................   4,428,657 3,913,972 514,685
e Other .................   3,488,120 3,334,787 153,333
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 1,196,679
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    
Other








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








Total. (Column (b) 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
(1) DUE FROM AFFILIATES 17,739,958








Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet 17,739,958
Part X
Other Liabilities. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
Federal income taxes 0
DUE TO AFFILIATES 7,836,976








Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 7,836,976
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 ....... 1 127,418,177
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a  
b Donated services and use of facilities ......... 2b  
c Recoveries of prior year grants ........... 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d ..................... 2e  
3 Subtract line 2e from line 1..................... 3 127,418,177
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b....................... 4c  
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5 127,418,177
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1 Total expenses and losses per audited financial statements ........... 1 127,418,177
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities .......... 2a  
b Prior year adjustments .............. 2b  
c Other losses ................ 2c  
d Other (Describe in Part XIII.) ............ 2d  
e Add lines 2a through 2d...................... 2e  
3 Subtract line 2e from line 1..................... 3 127,418,177
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b....................... 4c  
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5 127,418,177
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
Schedule D (Form 990) 2012

Additional Data


Software ID:  
Software Version:  




Schedule I
(Form 990)
Department of the Treasury
Internal Revenue Service
Grants and Other Assistance to Organizations,
Governments and Individuals in the United States
Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet Attach to Form 990
OMB No. 1545-0047
2012
Open to Public
Inspection
Name of the organization
Dairy Management Inc
 
Employer identification number
36-3992031
Part I
General Information on Grants and Assistance
1
Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................
2
Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.
Part II
Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21, for any recipient that received more than $5,000. Part II can be duplicated if additional space is needed.
(a) Name and address of organization
or government
(b) EIN (c) IRC Code section
if applicable
(d) Amount of cash grant (e) Amount of non-cash
assistance
(f) Method of valuation
(book, FMV, appraisal,
other)
(g) Description of
non-cash assistance
(h) Purpose of grant
or assistance
(1) Youth Improved Inc
10255 WEST HIGGINS RD
ROSEMONT,IL60018
27-0988546 501(C)(3) 1,000,000       Progam service Expenses






















2
Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................ Bullet Image
1
3
Enter total number of other organizations listed in the line 1 table ........................ . Bullet Image
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50055P
Schedule I (Form 990) 2012

Schedule I (Form 990) 2012
Page 2
Part III
Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.
(a)Type of grant or assistance (b)Number of
recipients
(c)Amount of
cash grant
(d)Amount of
non-cash assistance
(e)Method of valuation (book,
FMV, appraisal, other)
(f)Description of non-cash assistance












Part IV
Supplemental Information.
Complete this part to provide the information required in Part I, line 2, Part III, column (b), and any other additional information.
Identifier Return Reference Explanation
ORGANIZATION'S PROCEDURES FOR MONITORING THE USE OF ASSISTANCE SCHEDULE I, PART I, LINE 2 The organization reported on Schedule I received a contribution from Dairy Management Inc. (DMI), but not a grant. DMI's accounting department books contributions made to other 501(c)(3) organizations.
Schedule I (Form 990) 2012


Additional Data


Software ID:  
Software Version:  


Schedule J
(Form 990)
Department of the Treasury
Internal Revenue Service
Compensation Information
For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
SchJMediumBullet Attach to Form 990. SchJMediumBullet See separate instructions.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
Dairy Management Inc
 
Employer identification number

36-3992031
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
 
No
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)THOMAS GALLAGHERCEO (i)
(ii)
450,000
0
50,000
0
294,464
0
106,250
0
10,072
0
910,786
0
0
0
(2)DANIEL CHAVKACFO (i)
(ii)
292,071
0
0
0
24,288
0
107,640
0
21,792
0
445,791
0
0
0
(3)KEVIN PONTICELLISENIOR EXECUTIVE VP (i)
(ii)
349,860
0
102,000
0
38,211
0
35,294
0
-1,078
0
524,287
0
0
0
(4)THOMAS SUBEREXECUTIVE VP (i)
(ii)
335,334
0
97,700
0
28,552
0
294,585
0
23,470
0
779,641
0
0
0
(5)JEAN RAGALIEEXECUTIVE VP (i)
(ii)
269,100
0
53,800
0
33,796
0
152,421
0
16,364
0
525,481
0
0
0
(6)GREGORY MILLEREXECUTIVE VP (i)
(ii)
292,881
0
85,000
0
25,810
0
247,134
0
20,353
0
671,178
0
0
0
(7)BARBARA O'BRIENSENIOR EXECUTIVE VP (i)
(ii)
318,990
0
93,000
0
28,006
0
31,899
0
20,867
0
492,762
0
0
0
(8)MOLLIE WALLEREXECUTIVE VP (i)
(ii)
241,815
0
47,000
0
31,221
0
70,357
0
7,720
0
398,113
0
0
0
(9)MARK LEITNEREXECUTIVE VP (i)
(ii)
237,729
0
46,200
0
21,171
0
88,617
0
19,156
0
412,873
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
SCHEDULE J, PART I, LINE 1A   First class travel is only available to the CEO as authorized by the board of directors. The travel is not taxable since it is part of an accountable plan. Tax indemnification is available to the CEO only and is included in taxable wages. The officers, key employees, and highest compensated employees have the option of receiving health club benefits under the executive flexible benefits account.
SCHEDULE J, PART I, LINE 4B   The following Officer participates in a supplemental nonqualified retirement program and was paid an actuarially determined supplemental retirement program benefit in 2012: Thomas Gallagher: $169,944
Schedule J, Part II, Column B "BREAKDOWN OF W-2 AND/OR 1099 MISC COMPENSATION" 2012 W-2 TOTALS CONSIST OF TOTAL OF COLUMNS B(I), B(II), AND B(III) FROM SCHEDULE J. THESE AMOUNTS ARE W-2 REPORTABLE COMPENSATION AND WERE PAID TO EMPLOYEES IN 2012. 2012 W-2 TOTALS _____________________ THOMAS GALLAGHER $794,464 DANIEL CHAVKA $316,359 KEVIN PONTICELLI $490,071 THOMAS SUBER $461,586 JEAN RAGALIE $356,696 GREGORY MILLER $403,691 MOLLIE WALLER $320,036 BARBARA O'BRIEN $439,996
SCHEDULE J, PART II, COLUMN C "Retirement and Other Deferred Compensation" None of the amounts contained in Column C were paid to employees during 2012 nor are considered W-2 reportable compensation in 2012. Column C is comprised of noncash benefits and book accruals for: A) Employer funding to the qualified retirement and 401k plans. B) Book accruals for estimated future benefits from the supplemental nonqualified employee retirement program and estimated future benefits from the nonqualified 401k makeup contribution program. The Supplemental nonqualified employee retirement and 401k makeup contribution programs are designed to restore lost benefits to the employee resulting from IRS benefit limitations on the qualified retirement and 401k plans, respectively.
Schedule J (Form 990) 2012

Additional Data


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

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

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2012
Open to Public
Inspection
Name of the organization
Dairy Management Inc
 
Employer identification number

36-3992031
Identifier Return Reference Explanation
DAIRY MANAGEMENT, INC.'S ACTIVITIES FOR 2012 FORM 990, PART III When the National Dairy Promotion and Research Board (NDB) was formed in 1983, its mission was to increase demand for U.S. dairy products on behalf of U.S. dairy farmers. This farmer-led and farmer-funded initiative shared a mission with another farmer led and farmer-funded initiative, the United Dairy Industry Association (UDIA), created in 1971 to unite several local dairy promotion entities. Through their efforts, per capita dairy consumption has increased more than 14% since 1983. As non-profit entities, these organizations are grassroots created and grassroots led with a single, unified mission. In 1995, the dairy farmer leadership realized that they could have a bigger impact on dairy demand if the NDB and UDIA combined efforts so they created Dairy Management Inc. (DMI). By combining forces, farmer-funded promotion programs have maximized the impact of their promotions dollars through a coordinated and unified marketing plan that use national and local resources in an efficient and effective manner. In 2012, dairy importers were represented through a 7.5-cents-per-hundred weight investment. Dairy Management Inc. DMI is a non-profit management organization that leads the farmer-funded dairy promotion programs nationwide. DMI manages national and local organizations and ensures that the principle of grassroots created, grassroots led, remains the cornerstone of the company. DMI manages: -American Dairy Association -National Dairy Council -Innovation Center for U.S. Dairy -U.S. Dairy Export Council -Dairy Research Institute The mission of DMI is to increase sales and demand of U.S. dairy products on behalf of U.S. dairy producers and importers. The DMI board is comprised of dairy producers and dairy importer representatives from around the country who authorize the activities of the unified marketing plan. Funding for the plan comes from a 15 cent per hundredweight assessment for farmers and 7.5 cents per hundredweight from dairy importers. Governance of DMI is structured to maximize national and local representation on behalf of the nation's dairy producers and importers. Competitive Talent DMI staff comes from a variety of backgrounds including a high percentage from for-profit consumer product goods companies (CPGs), advertising and public relations agencies and marketing firms. DMI retains staff that can effectively and efficiently work with a number of business partners which include Domino's Pizza, McDonald's, Kraft Foods, Deans Foods, LALA, HP Hood and Leprino Foods. The talent pool DMI recruits from are typically for-profit companies as described above. CPGs and agencies have a competitive advantage as they can offer stock options and other compensation benefits to their recruits. Despite that, DMI recruits and retains high performing talent because of the culture and opportunities that exist and because of the success that DMI has had in working with the industry to increase dairy sales. DMI offers a strong professional growth and development program and offers competitive compensation and benefits wherever possible.
Unmet Demand   DMI and its affiliate organizations are focused on increasing dairy sales by meeting unmet demand. Unmet demand is the difference between existing sales and potential sales and can be captured by offering the products consumers want, when and where they want them. Unmet demand exists in many areas: Fluid Milk Fluid milk consumption has dropped at a rate that has many in the industry alarmed. Concern about fluid milk is indeed warranted, but not just because of recent sales declines. Fluid milk sales have been in a crisis for decades. Short-term efforts to address this decline have been focused on stimulating processor innovation projects in the market to drive sales. Farmer investment, approved last year by the DMI Board has helped to accelerate new product introduction, extend reach and magnify processor investments in fluid milk. As a reminder, DMI co-invested $9 million in eight short-term projects. Processors' combined investment was $81 million. To-date, five short-term projects have been completed representing approximately $5.5 million from the initial scope: 1. In the lactose-free segment, $5 million has been invested to address the needs of these consumers. The majority of this investment ($4 million) has been spent on overall category efforts including health professional and trusted sources outreach and social media promotion. The remaining $1 million supported HP Hood, the lactose-free category leader in new product innovation and marketing. 2. Darigold's shrink-wrapped 18-pack, single-serve refuel beverage was distributed seasonally with Walmart and is being supported with grassroots promotions at athletic events like Ironman. The minimal investment of $3,000 in packaging has enabled flexible distribution in bulk at club stores and individuals at focused events. 3. Shamrock's aseptic refuel muscle recovery milk for health stores has seen success. While all sales are incremental given that this is a new channel of distribution for milk, there have been some challenges around consistency in distribution and shelving and lack of formalized sales tracking. Significant expansion to corporate GNC stores and promotion and sampling events reaching over 67,000 people are driving further growth supported by $200,000 in checkoff funding. 4. Shamrock's second channel development project has expanded distribution to 7-Eleven convenience stores to provide yet another point of availability of dairy for consumers. The $200,000 dairy farmer investment has supported this roll out. 5. Kemps' $100,000 breakfast beverage concept development is completed identifying 2-3 high performing, consumer-tested products. The next step is commercialization by Kemps. In addition to partner-specific projects, there has been other activity in the fluid milk category across the checkoff's diverse partners. -Quaker, in its first year of partnership with the dairy checkoff, unveiled the "Make It With Milk" program in approximately 1,350 Safeway grocery stores in April. The program's goal was to encourage consumers to make their oatmeal with nutrient-rich milk instead of water and resulted in a 5-percent increase in fluid milk sales in retail stores participating during the test period. In the future, we will monitor long-term behavior change, expand to more retailers for sustained effort and further support the efforts with a print campaign and social media. -McDonald's is featuring milk in its promotion of Happy Meals surrounding its "Despicable Me 2" movie promotion, one of the biggest kids' movies of the summer. The ads highlights the 'goodness' and nutrition of milk -A checkoff partner, Tetrapak, has supported the introduction of a ready-to-drink Starbuck's coffee beverage at retail increasing the number of consumer choices including fluid milk as an ingredient and the points of availability of fluid milk options in the grocery store. -Within the Fuel Up to Play 60 program, 15 of 78 dairy optimization projects with processors are specific to fluid milk with a percent of retail sales going back to support milk consumption in schools. In the longer-term, fundamental change in how we handle, price and market the product is needed. Beyond price, there are numerous other factors negatively impacting sales. These include packaging, innovation, availability, even the aging plant infrastructure of the processing end of the industry. By engaging others across the supply chain, the goal of these efforts is to create an industry-wide approach to identifying a blueprint for the future milk industry from cow to plant to consumer, the transition plan to get there - and a willingness by the dairy industry to do it. To date, we've taken a disciplined and inclusive approach to better understand these fundamental barriers, and to identify those partners most willing and able to take risk, invest and drive innovation into the fluid milk category. Over the next few months, we will develop three-year proposals with a handful of players (processors, retailers, suppliers, others) to bring a pipeline of new milk and milk-based beverages into the market. By putting a stake in the ground with these partner leaders, focusing our shared investment in new plant infrastructure and new product innovation-we will begin the long process of rejuvenating the industry, bringing margin back to the category, and inspiring consumers to fully and freely enjoy a wide array of fluid milk beverage options.
The nation's largest restaurant chain, McDonald's, continues to be a   "dairy destination" for millions of Americans as part of a multi-year partnership with DMI. -McCafe specialty coffees contain up to 80% milk and have been available nationwide for more than three years. These products alone use an additional million 300 pounds of milk annually. The line continues to be updated with new varieties and flavors and continues to represent a true growth opportunity for dairy. Other major QSR chains such as Burger King have added specialty coffee lines as a result of McDonald's success. -Frappes, consisting of approximately 50 percent milk, are in all of McDonald's 14,000 restaurants. The products use an additional 100 million pounds of milk annually. New varieties such as Chocolate Chip are added to the line every year to keep it exciting for consumers. -Real Fruit Smoothies, launched nationwide in July 2010 and use low-fat yogurt. The smoothies will require an additional 23 million pounds of milk annually. New flavors are added each year to keep the line exciting including Chocolate Chip which was added in 2012. -Fat Free Chocolate Milk rolled out nationally in March, 2012 as the beverage of choice in the new nutritionally improved Happy Meals. More kids are now choosing milk as their beverage with their Happy Meals. Chocolate Milk is now the featured beverage for Happy Meals in all national promotions and advertising. -There are more exciting new products yet to come. The chain has welcomed four DMI employees to work onsite full-time at McDonald's Menu Development Center in Oak Brook, Illinois, in addition to the support of a Registered Dietician who spends 50% of her time at McDonald's. These employees, who have an extensive dairy food science background, work side-by-side with the McDonald's team every day on a wide range of dairy-friendly beverages, sandwiches and dessert ideas which will help grow dairy sales over the next few years. Many new menu items where dairy is a key ingredient are in various stages of development, with our onsite team leading the projects. All these efforts are meeting unmet consumer demand. Cheese Per capita consumption of cheese steadily rose in the 80's, 90's and early 2000's. In the mid-late 2000's, consumption was flat and, in one area, down: pizza cheese. About 25% of all cheese used in the U.S. is served on pizza. Dairy producers worked with leading pizza chains in the late 2000's to help revitalize this category, reverse the trend and grow cheese sales. Results have been very positive; domestic disappearance of Other Than American Cheese in 2012 increased 2%, or 1.3 billion pounds of milk, as compared to 2011 (per USDA ERS). This results in three consecutive years of growth since 2010. Dairy producers continue to invest in the category, with Domino's Pizza, to ensure that the positive trend continues and that the category leaders continue to innovate and promote cheese-centric menu items. -In 2012, Domino's continued their successful Monday - Wednesday Carryout Special and offered it all year. They also saw success in a new type of traffic-generating offer that leveraged their rapidly expanding digital platform: 50% off pizzas ordered online for one week time frame. This was tested regionally mid-2012 and deemed successful enough to promote on national TV. Papa John's quickly responded with identical offers throughout the country, and Pizza Hut responded with aggressive pricing promotions. In October 2012, Domino's launched their Handmade PAN Pizza; after spending three years on its development. These pizzas contain up to 40% more cheese than a one-topping pizza. Similar to other new, cheese-centric items, PAN sales far exceeded Domino's expectations, even when it was not advertised on national TV. We saw a catalytic effect as Pizza Hut introduced their Limited Time Offer Crazy Cheesy Crust Pizza and Little Caesar's responded with their new Deep Dish Pizza. -Dairy producers are now into their fourth year of collaboration with Domino's in the area of school lunch. The Domino's Smart Slice line of eight pizzas are now in over 400 school districts in 37 states, throughout the country. All pizzas were formulated to meet the new USDA school meal requirements, which were implemented in the fall of 2012. Domino's recently introduced the latest varieties at the School Nutrition Association Annual National Conference in July: Hawaiian Hot Lava and West Coast Veggie, both modified versions of American Legends pizzas. We continue to see the catalytic effect in this channel; frozen pizza manufacturers are innovating with new pizzas, crusts and toppings. Additionally, Pizza Hut is now in the marketplace with a line of fresh-delivered school lunch pizzas. When it comes to school, pizza remains the number one entre. DMI is working with the pizza category leaders to reformulate their school pizza to meet tighter nutrition standards. Ensuring pizza is seen as a nutrient-rich food is essential as over 25% of all school meals include pizza. Cheeseburgers represent about 5% of all cheese use and DMI works with McDonald's and others on cheese focused menu items. DMI is working closely with McDonald's to develop new cheese varieties which will be used on a wide array of burgers, chicken and breakfast sandwiches that rolled out in 2012 and throughout 2013. In addition, our onsite scientists are leading development efforts for a natural cheese initiative which will lead to over 50% of cheese in McDonald's system being natural by 2017. This meets a consumer demand for more natural, unprocessed foods. Natural cheese also has 50% less sodium than processed, which is an important initiative for McDonald's. Natural Cheese utilizes approximately 20% more milk per pound compared to processed cheese, so the transition will lead to a significant increase in incremental pounds of milk utilized. Yogurt The yogurt category continues to post impressive growth - 5-8% in the key grocery channels between 2011 and 2013 -- thanks to new product introductions including premium-priced, twice-the-milk-utilization Greek style yogurt that addresses unmet consumer demand. Through its science, consumer insights like the Innovation Center's "Future of Dairy" project, and industry outreach, DMI has assisted industry with product development and uncovering new consumer insights, trends, and opportunities that have assisted in fueling this growth. In addition, with the assistance of DMI, yogurt is a mainstay menu item at quick serve restaurants; where just five years ago very few offered this product. Greek yogurt is also now being offered in some school districts. This is further evidence that DMI, through partnerships with industry, works to extend the places and times of day that yogurt is offered.
Global Markets   In 1995, when dairy farmers created DMI, they also saw the potential for dairy sales internationally and founded the U.S. Dairy Export Council (USDEC), a non-profit, independent, membership organization that represents the export trade interests of U.S. farmers, processors and manufacturers. With over 100 member companies, USDEC works to enhance U.S. global competitiveness and assist the industry to increase global dairy ingredient sales and exports of U.S. dairy products. The organization accomplishes these goals through market development programs that seek to build overseas demand, resolve market access barriers and advance industry trade policy goals. Dairy exports have steadily grown in the past 18 years and now a growing and significant proportion of the U.S. milk supply is sold overseas: In 2012, 13.2 percent of total milk solids production was exported, slightly down from 13.3 percent in 2011. Such export expansion has been due in part to USDEC programming that provides professional export marketing support from its headquarters in Arlington, Virginia, and international representation in Mexico, South America, Europe, Middle East, Southeast Asia, China, Korea and Japan. For more information on USDEC, visit their web site www.usdec.org. Ingredients A few decades ago, whey was a by-product of cheese making that was spread on fields to fertilize crops. Today, it is a highly sought-after protein source, used around the globe in everything from energy bars to smoothies. Dairy farmers and importers, through the checkoff program, support Dairy Research Centers at universities across the nation. These centers conduct nutrition and product research and work together with USDEC's Global Marketing Program to promote new uses for dairy ingredients. The outreach includes working with more than 20 companies on an annual basis to support development for consumer relevant products that include dairy ingredients. These products provide an important sales opportunity, utilizing billions of pounds of milk each year. And, by doing so, the dairy checkoff has played an important role in supporting the phenomenal growth in value-added whey ingredient production, assisting in doubling the market between 2004 and 2012. Steady growth has continued over the past five years with these high value whey proteins increasing by 53.2% or 93 million pounds. Sustainability For centuries, dairy families and businesses have had a proud legacy of providing nutrient-rich products that promote good health and well-being throughout all stages of life. Dairy farmers' responsibility for the earth and a passion for consumer satisfaction come naturally. Today, there is growing consumer demand for healthy, environmentally sustainable products. In fact, research has indicated that consumers, including frequent milk users, are becoming more concerned with their personal impact on the environment. The general population is changing how and what they buy, and how they dispose of products in order to lead a more environmentally friendly lifestyle. Research shows that if consumers believe dairy is not only nutritious, good-tasting, and delivered at a good value, but also environmentally-friendly, then their consumption could increase. Through the U.S. Dairy Sustainability Commitment, established by dairy farmers in 2007, organizations at every step in our supply chain - from dairy farms to processors to the local grocer - have made an unprecedented commitment to work together to build on our legacy and identify and deploy sustainability innovations that make good business sense. The industry wide commitment to sustainability is designed to move innovation forward and to forge a more sustainable and profitable U.S. dairy industry. DMI staff has facilitated accomplishments including: -Developing key strategic partnerships with governmental and nongovernmental organizations. -Engaging more than 700 stakeholders who invested approximately 4,300 working days supporting sustainability projects throughout 2012. -Publishing research and developing science-based tools to establish baseline measures of dairy's environmental impact, from which we can track and communicate progress. Success through Partnerships DMI's impact on dairy sales in the U.S. and abroad is amplified by successful partnerships. The farmer and staff leadership at DMI realized early on that promotion funding was finite but its impact could be infinite. By working with the dairy industry, the quick serve industry, consumer product companies, health professional organizations, universities and others, DMI has extended the impact of dairy checkoff promotion dollars. DMI partnerships with industry leaders have resulted in billions of additional pounds of milk sold. This approach has been successful because DMI is: -Working with companies whose strategies are aligned with dairy producers -Working with category leader companies that can affect sales across the entire category, not just for a specific brand -Using industry investments to build on producer investments to help grow sales. In the fluid milk and cheese examples discussed earlier, for every $1 that dairy producers contribute, our partners invested more than $6. This includes equipment at restaurants to accommodate new specialty beverages, marketing and advertising campaigns, and dedicated dairy-specific menu development and innovation. Partnerships extend the impact of the farmer's promotion dollars which means more opportunities exist to meet unmet demand. DMI formed the Innovation Center for U.S. Dairy in 2008 to further amplify this business model by providing a forum for the dairy industry to pre-competitively address common barriers and opportunities for growth. Innovation Center priorities are dairy farmer priorities: Health and Wellness, Research and Insights, Globalization, Food Safety, Sustainability, and Consumer Confidence. The Innovation Center boasts participation from 300+ companies and more than 1,000 individuals, all volunteering time and resources to support industry growth and extending the impact of promotion dollars. Most recently, DMI founded the Dairy Research Institute to strengthen U.S. dairy's access to and the industry's investment in technical research to drive innovation and grow sales in the United States and around the world. The Institute supports the nutrition, product and sustainability research needs of the industry on behalf of the National Dairy Council and the Innovation Center for U.S. Dairy. In 2012, nearly $60 million in non-checkoff resources from government and non-government sources, including direct dollars, in-kind services and volunteer manpower hours by industry and technical experts, has been raised to support projects that improve efficiency, lower costs, add business value, and contribute to the sustainability of U.S. dairy. Health & Wellness Since 1915, National Dairy Council (NDC) has provided science-based nutrition and health education to ensure that dairy's nutrient-rich package is protected and promoted as a critical part of a healthful lifestyle, especially for children and adolescents. This science-based research was used to inform the current Dietary Guidelines for Americans (DGA) and new and existing evidence will be submitted as part of the 2015 DGA process. The DGA shapes the guidelines for government nutrition programs (including schools), and are represented in the USDA's MyPlate consumer education tool. The goal of NDC's efforts is to gain ongoing thought leader support for dairy's indispensable role in a healthy and sustainable diet. There is a library worth of science supporting dairy's health benefits and consumer desire for dairy. Support for dairy health and wellness is coming to life through the unprecedented partnerships among NDC and groups such as the Academy of Nutrition and Dietetics, the School Nutrition Association, the American Academy of Pediatrics, Feeding America, the National Hispanic Medical Association, industry and beyond. Without a doubt, Fuel Up to Play 60 (FUTP 60) is dairy's best success story when it comes to advancing health and wellness among youth. The intent of FUTP 60 is to improve the nutrition and physical activity environment in schools and empower youth to be agents of change. FUTP 60 is an in-school nutrition and physical activity program that empowers students to make positive changes at school, and it can bring healthy changes to life in the classroom and beyond. FUTP 60, launched nationally in 2009, was founded by the National Dairy Council and the National Football League, in collaboration with the United States Department of Agriculture. It has grown into the largest health and wellness program in schools across the country and is currently active in more than 73,000 schools - that is three-fourths of all the schools in the U.S. - reaching more than 39 million students.
The program has not only been well received by schools as it helps them improve the school health and wellness enivronment, but also has been embraced by those outside of the dairy industry who see the value of engaging in the program. Our success with FUTP60 goes beyond healthy eating and physical activity in schools. It is about the total health of the child, from hungry to healthy, which includes the connection between health and academic achievement or the "learning connection" to telling the story about how dairy foods get from the farm to the table. Unique Local and National Resources Across the country there are more than 350 individuals working each day to promote and protect dairy products, dairy farmers and the U.S. dairy industry. These people are experts in communications, school programs, nutrition affairs, and marketing. They have decades-long relationships with school foodservice professionals, registered dietitians and other health professional organizations, retailers, and universities. Their efforts are coordinated into an annual unified marketing plan to ensure efficient and effective use of farmer resources. Partners are attracted to DMI and its local affiliates because of this unique and valuable resource, along with the strength of these national and local relationships that exist across the country. At its heart, dairy promotion is a product of a grassroots-driven, dairy farmer-led effort. For more than 30 years, farmer leadership has encouraged DMI and other promotion organizations to grow sales, look for ways to meet unmet demand, and protect and promote dairy's place in a healthy diet. Per capita consumption of dairy products is up, from 522 pounds in 1983 to more than 600 pounds today. Dairy farmers and importers benefit from the partnerships, nutrition research and product development, and consumer confidence efforts that they fund as the dairy checkoff helps create new sales opportunities for dairy products, here and abroad. For more information on DMI and the dairy checkoff please visit www.dairy.org. DESCRIBE THE PROCESS USED BY MANAGEMENT &/OR GOVERNING BODY TO REVIEW 990 FORM 990, PART VI, LINE 11A FORM 990 INFORMATION WAS DISCUSSED WITH THE OFFICERS OF THE BOARD OF DIRECTORS. FORM 990 IS AVAILABLE TO BOARD MEMBERS FOR REVIEW UPON REQUEST. MANAGEMENT REVIEWS THE 990 DETAILS FOR COMPLIANCE WITH THE ORGANIZATION'S TAX SPECIALISTS FROM ITS AUDIT AND TAX FIRM. MANAGEMENT AND CORPORATE COUNCIL REVIEW THE POLICIES RELATING TO GOVERNANCE, MANAGEMENT AND DISLOSURE TO ENSURE AND MONITOR COMPLIANCE WITHIN THE ORGANIZATION. MANAGEMENT AND DISLOSURE TO ENSURE AND MONITOR COMPLIANCE WITHIN THE ORGANIZATION. MANAGEMENT AND DISLOSURE TO ENSURE AND MONITOR COMPLIANCE WITHIN THE ORGANIZATION. COMPLIANCE WITHIN THE ORGANIZATION. WITHIN THE ORGANIZATION. MANAGEMENT AND DISLOSURE TO ENSURE AND MONITOR COMPLIANCE WITHIN THE ORGANIZATION. COMPLIANCE WITHIN THE ORGANIZATION.
Description of Process to Monitor Transactions for Conflicts of Interest FORM 990, PART VI, LINE 12C THE CONFLICT OF INTEREST POLICY IS REVIEWED IN DETAIL WITH THE BOARD OF DIRECTORS, MANAGEMENT AND ANNUALLY BY THE ORGANIZATION'S CORPORATE ATTORNEYS, AND THERE ARE PERIODIC COMPLIANCE DISCUSSIONS BETWEEN THE OFFICERS OF THE BOARD OF DIRECTORS AND MANAGEMENT DURING THE YEAR. BOARD MEMBERS ARE ASKED TO RECUSE THEMSELVES FROM VOTING IF THEY ARE PERSONALLY INVOLVED IN A MATTER.
Offices & Positions for Which Process was Used, & Year Process was Begun FORM 990, PART VI, LINE 15A AND 15B COMPENSATION OF THE CEO IS DETERMINED BY INVOLVEMENT OF THE PERSONNEL COMMITTEE OF THE BOARD OF DIRECTORS AND FOR OTHER EMPLOYEES OF THE ORGANIZATION, THROUGH THE USE OF INDUSTRY SURVEYS, MARKET SALARY GUIDES AND OTHER COMPETITIVE COMPENSATION INFORMATION.
AVAIL OF GOV DOCS, CONFLICT OF INTEREST POLICY, & FIN STMTS TO GEN PUBLIC FORM 990, PART VI, LINE 19 GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, WHISTLE BLOWER POLICY, DOCUMENT RETENTION POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST.
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:  
Software Version:  
SCHEDULE R
(Form 990)

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

OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
Dairy Management Inc
 
Employer identification number

36-3992031
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
(1) UNITED DAIRY INDUSTRY ASSOCIATION INC

10255 W HIGGINS RD STE 900

ROSEMONT,IL60018
36-2702849
PROMOTION IL 501(c)(6) N/A DMI
 
Yes
 
(2) NATIONAL DAIRY COUNCIL

10255 W HIGGINS RD STE 900

ROSEMONT,IL60018
36-1522265
EDUCATION IL 501(C)(3) 9 UDIA
 
Yes
 
(3) INNOVATION CTR FOR US DAIRY

10255 W HIGGINS RD STE 900

ROSEMONT,IL60018
26-3918900
PROMOTION IL 501(c)(6) N/A DMI
 
Yes
 








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












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
Yes
 
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
 
No
p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
Yes
 
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
(1) UNITED DAIRY INDUSTRY ASSOCIATION

N 746,222 CASH
(2) UNITED DAIRY INDUSTRY ASSOCIATION

P 32,187,260 CASH




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:  
Software Version: