TY 2011 Form 990

- TIN:

Form990

Department of the Treasury
Internal Revenue Service

Return of Organization Exempt From Income Tax

Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation)

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

OMB No. 1545-0047

2011

Open to Public Inspection

A For the calendar year, or tax year beginning 07-01-2011 and ending 06-30-2012

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

CName of organization
Rotary International

Doing Business As

Number and street (or P.O. box if mail is not delivered to street address)
1560 Sherman Avenue

Room/suite

City or town, state or country, and ZIP + 4
Evanston, IL602013698

D Employer identification number

36-1707667

E Telephone number

G Gross receipts $ 231,736,216

F Name and address of principal officer:
John P Hewko
1560 Sherman Avenue
Evanston,IL602013698

Tax-exempt status: 501(c)(3) 501(c) ( 4 ) LeftBullet

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

Website:

www.rotary.org

H(a)

Is this a group return for
affiliates? Yes No

H(b)

Are all affiliates included?

Yes No

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

H(c)

Group exemption number MediumBullet

0573

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 1911

M State of legal domicile: IL

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: Rotary International (RI) is a worldwide association of Rotary Clubs, whose mission is to provide service to others, promote integrity, and advance world understanding, goodwill, and peace.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a).....	3	19
4	Number of independent voting members of the governing body (Part VI, line 1b) ....	4	17
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ...	5	601
6	Total number of volunteers (estimate if necessary) ....	6	1,227,189
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ..	7a	811,232
b	Net unrelated business taxable income from Form 990-T, line 34 ..	7b	-42,752

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	60,252,007	61,386,587
9	Program service revenue (Part VIII, line 2g) .........	12,809,875	17,885,677
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	6,127,782	8,918,998
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	6,417,474	2,429,928
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	85,607,138	90,621,190
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	373,658	414,304
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)	28,024,865	29,517,258
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24f)....	46,687,388	61,689,421
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	75,085,911	91,620,983
19	Revenue less expenses. Subtract line 18 from line 12.......	10,521,227	-999,793
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	178,947,698	167,658,260
21	Total liabilities (Part X, line 26).............	29,968,335	42,769,541
22	Net assets or fund balances. Subtract line 21 from line 20.....	148,979,363	124,888,719

Part II

Signature Block

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.

Sign Here

	Signature of officer	Date

	Type or print name and title.

Paid preparer use only

Print/type preparer's name

Preparer's signature

Date

Check if
self-employed

PTIN

Firm's name Right pointing arrowhead image

Firm's EIN Right pointing arrowhead image

Firm's address Right pointing arrowhead image

Phone no.

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

YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y

Form 990 (2011)

Page 2

Part III

Statement of Program Service Accomplishments

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

Briefly describe the organization’s mission: Rotary International is made up of 34,533 clubs with more than 1.2 million members worldwide. Rotary club members are volunteers who work locally, regionally, and internationally to combat hunger, improve health and sanitation, provide education and job training, promote peace, and eradicate polio under the motto service above self.

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

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

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

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

Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.


4a	(Code: ) (Expenses $ 10,666,433 including grants of $ 0 ) (Revenue $ 10,658,627 )
	International Convention - The International Convention is the annual business meeting of RI and is designed to inspire and inform Rotarians at an international level while advancing the strategic goals of RI and its Foundation. The convention is held annually in a different country each year. In 2012, the convention was held in Bangkok, Thailand, and attracted more than 33,000 attendees.

4b	(Code: ) (Expenses $ 10,534,942 including grants of $ 0 ) (Revenue $ 0 )
	District Governors- The district governor is the officer of RI for each grouping of clubs that form a district. The district governor directly oversees all clubs within the district. In addition to providing leadership, the governor ensures continuity in all programs and related operations within the district and acts as a liaison between RI and the district. In FY12, RI has 537 district governors.

4c	(Code: ) (Expenses $ 6,301,594 including grants of $ 0 ) (Revenue $ 6,650,306 )
	Magazine - The Rotarian magazine and the 31 regional magazines have a combined worldwide circulation of more than 1.25 million. All members are required to subscribe to one of these official magazines, which provide informative and inspirational content in 25 languages. The Rotarian, which is the flagship publication, is produced by RI; the regional magazines are published outside of the United States and are produced independently with some support from RI.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 45,613,238 including grants of $ 414,304 ) (Revenue $ 560,195 )
4e	Total program service expenses$ 73,116,207

Form 990 (2011)

Page 3

Part IV

Checklist of Required Schedules

Yes

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

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

Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If “Yes,” complete Schedule C, Part I..........

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

Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If “Yes,” complete Schedule C, Part III........................

Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If “Yes,” complete Schedule D, Part I Click to see attachment

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

Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas or historic structures? If “Yes,” complete Schedule D, Part II Click to see attachment

...

Did the organization maintain collections of works of art, historical treasures, or other similar assets? If “Yes,” complete Schedule D, Part III Click to see attachment

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

Did the organization report an amount in Part X, line 21; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If “Yes,”
complete Schedule D, Part IV Click to see attachment

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

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

If the organization’s answer to any of the following questions is ‘Yes,’ then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable:

Did the organization report an amount for land, buildings, and equipment in Part X, line10? If “Yes,” complete Schedule D, Part VI. Click to see attachment

11a

Yes

Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VII. Click to see attachment

11b

Yes

Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part VIII. Click to see attachment

11c

Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If “Yes,” complete Schedule D, Part IX. Click to see attachment

11d

Did the organization report an amount for other liabilities in Part X, line 25? If “Yes,” complete Schedule D, Part X. Click to see attachment

11e

Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If “Yes,” complete Schedule D, Part X. Click to see attachment

11f

Yes

12a

Did the organization obtain separate, independent audited financial statements for the tax year?
If “Yes,” complete Schedule D, Parts XI, XII, and XIII Click to see attachment

12a

Was the organization included in consolidated, independent audited financial statements for the tax year? If “Yes,” and if the organization answered ‘No’ to line 12a, then completing Schedule D, Parts XI, XII, and XIII is optional Click to see attachment

12b

Yes

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

14a

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

14a

Yes

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

14b

Yes

Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the U.S.? If “Yes,” complete Schedule F, Part II.. Click to see attachment

Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the U.S.? If “Yes,” complete Schedule F, Part III.. Click to see attachment

Did the organization report a total of more than $15,000, of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If “Yes,” complete Schedule G, Part I

Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If “Yes,” complete Schedule G, Part II..........

Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If “Yes,” complete Schedule G, Part III...................

20a

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

20a

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

20b

Form 990 (2011)

Page 4

Part IV

Checklist of Required Schedules (continued)

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

Yes

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

Did the organization answer “Yes” to Part VII, Section A, questions 3, 4, or 5, about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If “Yes,” complete Schedule J................ Click to see attachment

Yes

24a

Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer questions 24b–24d and complete Schedule K. If “No,” go to line 25................

24a

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

24b

Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................

24c

Did the organization act as an “on behalf of” issuer for bonds outstanding at any time during the year?...

24d

25a

Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If “Yes,” complete Schedule L, Part I......

25a

Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If “Yes,” complete Schedule L, Part I................

25b

Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization’s tax year? If “Yes,” complete Schedule L,
Part II.........................

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

Was the organization a party to a business transaction with one of the following parties? (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):

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

28a

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

28b

An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or owner? If “Yes,” complete Schedule L, Part IV..

28c

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

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

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

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

Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If “Yes,” complete Schedule R, Part I........ Click to see attachment

Was the organization related to any tax-exempt or taxable entity? If “Yes,” complete Schedule R, Parts II, III, IV, and V, line 1..................... Click to see attachment

Yes

35a

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

35a

Yes

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

Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If “Yes,” complete Schedule R, Part V, line 2...........

Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If “Yes,” complete Schedule R, Part VI Click to see attachment

Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11 and 19? Note. All Form 990 filers are required to complete Schedule O. ............

Yes

Form 990 (2011)

Page 5

Part V

Statements Regarding Other IRS Filings and Tax Compliance

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

Yes

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

206

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

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

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

601

If at least one is reported on line 2a, did the organization file all required federal employment tax returns?

Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file. (see instructions)

Yes

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

Yes

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

Yes

At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account or securities account)?.......................

Yes

If "Yes," enter the name of the foreign country: MediumBullet

See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.

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

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

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

Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible?..........

Yes

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

Yes

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

Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................

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

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

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

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

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

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

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

Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?................

Sponsoring organizations maintaining donor advised funds.

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

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

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

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

10a

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

10b

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

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

11a

Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them) ........

11b

12a

Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?

12a

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

12b

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

Is the organization licensed to issue qualified health plans in more than one state?
Note. All 501(c)(29) organizations must list in Schedule O each state in which they are licensed to issue qualified health plans, the amount of reserves required by each state, and the amount of reserves the organization allocated to each state.

13a

Enter the aggregate amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans.

13b

Enter the aggregate amount of reserves on hand.

13c

14a

Did the organization receive any payments for indoor tanning services during the tax year?.....

14a

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

14b

Form 990 (2011)

Page 6

Part VI

Governance, Management, and Disclosure For each “Yes” response to lines 2 through 7b below, and for a “No” response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.

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

Section A. Governing Body and Management

Yes

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

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

Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................

Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .

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

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

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

Yes

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

Yes

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

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

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

Yes

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

Yes

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 .....

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

Yes

10a

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

10a

Yes

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

Yes

11a

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

11a

Yes

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

12a

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

12a

Yes

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

12b

Yes

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

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

Yes

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

Yes

Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?

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

15a

Yes

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

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

16b

Section C. Disclosure

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

Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.

Own website Another's website Upon request

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

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

DAVID W STUMPF
1560 SHERMAN AVENUE
Evanston,IL602013698
(847) 866-3000

Form 990 (2011)

Page 7

Part VII

Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors

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

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees

1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet

List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation, and current key employees. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

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

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

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

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

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.

Check this box if neither the organization nor any related organizations compensated any current or former officer, director, or trustee.

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)		(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) Kalyan Banerjee President	40.0	X	X	71,674	0	12,018
(2) Sakuji Tanaka President Elect	40.0	X	X	14,956	0	12,018
(3) Noel A Bajat Vice President	20.0	X	X	0	0	0
(4) Elio Cerini Treasurer	20.0	X	X	0	0	0
(5) Jose Antonio F Antiorio Director	20.0	X		0	0	0
(6) Kenneth R Boyd Director	20.0	X		0	0	0
(7) Yash Pal Das Director	20.0	X		0	0	0
(8) Elizabeth S Demaray Director	20.0	X		0	0	0
(9) Kenneth W Grabeau Director	20.0	X		0	0	0
(10) Stuart B Heal Director	20.0	X		0	0	0
(11) Allan O Jagger Director	20.0	X		0	0	0
(12) Paul Knyff Director	20.0	X		0	0	0
(13) Masaomi Kondo Director	20.0	X		0	0	0
(14) Barry Matheson Director	20.0	X		0	0	0
(15) Shekhar Mehta Director	20.0	X		0	0	0
(16) Samuel F Owori Director	20.0	X		0	0	0
(17) Juin Park Director	20.0	X		0	0	0

Form 990 (2011)

Page 8

Part VII

Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)

(A) Name and Title	(B) Average hours per week (describe hours for related organizations in Schedule O)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)					(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(18) Kenneth M Schuppert Jr Director	20.0	X					0	0	0
(19) John C Smarge Director	20.0	X					0	0	0
(20) John Hewko General Secretary	28.0		X				169,897	69,395	18,722
(21) Peter DeBerge Deputy General Secretary	27.0		X				168,657	77,557	32,289
(22) Lori Carlson Chief Financial Officer	28.0		X				35,581	14,533	323
(23) Peter Markos G.M. Admin Support Service	28.0			X			137,892	57,699	34,974
(24) Kathy Kessenich Comm Services G.M.	29.0			X			136,602	50,524	22,372
(25) Theresa Nissen Membership Services G.M.	40.0			X			184,104	0	20,819
(26) Jeanette Hamilton Investments & Treasury Manager	12.0			X			47,526	108,299	25,788
(27) Shiro Oshima Mgr Japan International Office	14.0				X		60,230	114,350	9,494
(28) Steven Routburg Mgr Legal Services & Gen Couns	30.0				X		132,343	45,299	25,048
(29) Chang Kyo Kim Mgr Korea International Office	18.0				X		69,895	90,783	19,313
(30) Frank Pezzimenti Mgr Australia Interntl Office	17.0				X		64,882	86,006	13,579
(31) Andrew McDonald Mgr Corp Svc Div/Ch. of Staff	25.0				X		90,728	52,150	15,747
(32) Edwin H Futa General Secretary	28.0					X	259,240	111,102	12,291

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	1,644,207	877,697	274,795

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

Yes

Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If “Yes,” complete Schedule J for such individual .............

Yes

For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If “Yes,” complete Schedule J for such individual...........................

Yes

Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If “Yes,” complete Schedule J for such person .....

Section B. Independent Contractors

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

(A) Name and business address	(B) Description of services	(C) Compensation
Freeman Audio Visual Solutions Inc 4545 West Davis Street DALLAS,TX75211	Audio Visual	1,340,581
OCE BUSINESS SERVICES INC 12534 Collections Center Drive CHICAGO,IL60693	Management Services	1,221,378
Ahead LLC 150 S Wacker Drive Suite 2500 CHICAGO,IL60606	IT Storage	1,166,803
Quad Graphics Inc PO Box 644840 PITTSBURGH,PA152644840	Printing Services	877,761
Global Experience Specialists Inc 2300 S Throop St CHICAGO,IL60608	exhibit & event	820,827
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 33

Form 990 (2011)

Page 9

Part VIII

Statement of Revenue

				(A) Total revenue	(B) Related or exempt function revenue	(C) Unrelated business revenue	(D) Revenue excluded from tax under sections 512, 513, or 514
1a	Federated campaigns..1a
b	Membership dues....1b		61,386,587
c	Fundraising events....1c
d	Related organizations...1d
e	Government grants (contributions)1e

f	All other contributions, gifts, grants, and similar amounts not included above1f
g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			61,386,587
			Business Code
2a	INTERNATIONAL MEETINGS		900,099	10,658,627	10,658,627
b	MAGAZINE		541,800	6,650,306	6,107,217	543,089
c	OPEN WORLD LEADERSHIP PROGRAM		900,099	333,228	333,228
d	MEETING REVENUE		900,099	190,589	190,589
e	OPERATING INCOME - INFOTECH		900,099	52,927	52,927
f	All other program service revenue .
g	Total. Add lines 2a–2f........			17,885,677
3	Investment income (including dividends, interest
	and other similar amounts).....			2,561,152			2,561,152
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties............			1,447,417			1,447,417
		(i) Real	(ii) Personal
6a	Gross rents	5,193,580
b	Less: rental expenses	3,910,210
c	Rental income or (loss)	1,283,370
d	Net rental income or (loss).......			1,283,370		268,143	1,015,227
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	141,861,415	466,957
b	Less: cost or other basis and sales expenses	135,622,455	348,072
c	Gain or (loss)	6,238,960	118,885
d	Net gain or (loss)..........			6,357,846			6,357,846
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...			0
10a	Gross sales of inventory, less returns and allowances .
	a		870,526
b	Less: cost of goods sold ..b		1,234,289
c	Net income or (loss) from sales of inventory..			-363,763	-363,763
Miscellaneous Revenue			Business Code
11a	INSURANCE - U.S. CLUBS		524,298	1,108,451			1,108,451
b	SERVICE INCOME		900,099	122,941	122,941
c	CURRENCY EXCHANGE		900,099	-2,255,936			-2,255,936
d	All other revenue ....			1,087,448	224,273		863,175
e	Total. Add lines 11a–11d ......			62,904
12	Total revenue. See Instructions....			90,621,190	17,326,039	811,232	11,097,332

Form 990 (2011)

Page 10

Part IX

Statement of Functional Expenses

Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A) but are not required to complete columns (B), (C), and (D).
Check if Schedule O contains a response to any question in this Part IX. .........

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.		(A) Total expenses	(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	414,304	414,304
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 ....	1,271,636	941,011	330,625
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	21,313,470	15,872,417	5,441,053
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	2,235,758	1,672,755	563,003
9	Other employee benefits .......	2,829,654	1,966,250	863,404
10	Payroll taxes ...........	1,866,740	1,376,158	490,582
11	Fees for services (non-employees):
a	Management ......	1,759,768	314,285	1,445,483
b	Legal .........	309,020	147,267	161,753
c	Accounting ...........	76,040	42,947	33,093
d	Lobbying ...........	0
e	Professional fundraising. See Part IV, line 17..	0
f	Investment management fees ......	402,674		402,674
g	Other ..........	3,230,021	2,434,179	795,842
12	Advertising and promotion ....	4,376,163	4,376,163
13	Office expenses .......	3,124,361	2,548,347	576,014
14	Information technology ......	3,792,212	1,047,188	2,745,024
15	Royalties ..	0
16	Occupancy ...........	3,142,721	2,648,004	494,717
17	Travel ............	13,575,633	11,917,077	1,658,556
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	7,806,289	7,709,750	96,539
20	Interest ...........	0
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	3,484,563	1,771,118	1,713,445
23	Insurance ..............	1,628,953	1,434,619	194,334
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24f. If line 24f amount exceeds 10% of line 25, column (A) amount, list line 24f expenses on Schedule O.)
a	DISTRICT GOVERNORS	9,577,167	9,577,167
b	MAGAZINE PUBLICATIONS	3,739,279	3,739,279
c	EQUIPMENT RENT & MAINTENANCE	552,738	390,187	162,551
d	MISCELLANEOUS	1,111,819	775,735	336,084
e
f	All other expenses
25	Total functional expenses. Add lines 1 through 24f	91,620,983	73,116,207	18,504,776	0
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).

Form 990 (2011)

Page 11


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing ..........			9,203,423	1	3,919,902
2	Savings and temporary cash investments .......			13,112,049	2	9,576,621
3	Pledges and grants receivable, net .........			0	3	0
4	Accounts receivable, net .........			4,100,179	4	5,904,968
5	Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
	Schedule L ..........			0	5	0
6	Receivables from other disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of
	Schedule L ..........			0	6	0
7	Notes and loans receivable, net .............			287,086	7	234,249
8	Inventories for sale or use ..............			228,493	8	136,438
9	Prepaid expenses and deferred charges ............			3,941,596	9	3,527,619
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	97,867,784
b	Less: accumulated depreciation. .....	10b	61,900,132	35,408,473	10c	35,967,652
11	Investments—publicly traded securities ..........			67,028,464	11	63,902,272
12	Investments—other securities. See Part IV, line 11 ......			44,111,573	12	42,952,216
13	Investments—program-related. See Part IV, line 11 ..			145,886	13	450,826
14	Intangible assets .........			0	14	0
15	Other assets. See Part IV, line 11 ...........			1,380,476	15	1,085,497
16	Total assets. Add lines 1 through 15 (must equal line 34)...			178,947,698	16	167,658,260
17	Accounts payable and accrued expenses .			27,322,027	17	39,105,379
18	Grants payable ..........			0	18	0
19	Deferred revenue ..........			2,646,308	19	3,664,162
20	Tax-exempt bond liabilities ..........			0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.....			0	25	0
26	Total liabilities. Add lines 17 through 25.....			29,968,335	26	42,769,541
	Organizations that follow SFAS 117, check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets .....			148,979,363	27	124,888,719
28	Temporarily restricted net assets .....			0	28	0
29	Permanently restricted net assets .....			0	29	0
	Organizations that do not follow SFAS 117, check here 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 .....			148,979,363	33	124,888,719
34	Total liabilities and net assets/fund balances .....			178,947,698	34	167,658,260

Form 990 (2011)

Page 12

Part XI

Reconcilliation of Net Assets

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

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

90,621,190

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

91,620,983

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

-999,793

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

148,979,363

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

-23,090,851

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

124,888,719

Part XII

Financial Statements and Reporting

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

Yes

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

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

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

Yes

If “Yes,” to 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O. ...........................

Yes

If “Yes” to line 2a or 2b, check a box below to indicate whether the financial statements for the year were issued on a separate basis, consolidated basis, or both:

Separate basis Consolidated basis Both consolidated and separated basis

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

If “Yes,” did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. ..

Form 990 (2011)

Additional Data

Software ID:
Software Version:

Form 990, Special Condition Description:

Special Condition Description

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

Attach to Form 990. SchDMd Bullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

Rotary International

Employer identification number

36-1707667

Part I

Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" to Form 990, Part IV, line 6.

		(a) Donor advised funds	(b) Funds and other accounts
1	Total number at end of year .......
2	Aggregate contributions to (during year) ...
3	Aggregate grants from (during year) ...
4	Aggregate value at end of year .......

Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ............

Yes No

Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ...................................

Yes No

Part II

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

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

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

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.


a	Total number of conservation easements .......................	2a
b	Total acreage restricted by conservation easements ..................	2b
c	Number of conservation easements on a certified historic structure included in (a) .....	2c
d	Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register ....................	2d

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

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

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

Yes No

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

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

Does each conservation easement reported on line 2(d) above satisfy the requirements of section
170(h)(4)(B)(i) and 170(h)(4)(B)(ii)? ....................................

Yes No

In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.

Part III

Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" to Form 990, Part IV, line 8.

If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of
art, historical treasures, or other similar assets held for public exhibition, education or research in furtherance of public service,
provide, in Part XIV, the text of the footnote to its financial statements that describes these items.

If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art,
historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service,
provide the following amounts relating to these items:

(i)

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

(ii)

Assets included in Form 990, Part X .............................. SchDMd Bullet

If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958), relating to these items:

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

Assets included in Form 990, Part X ............................... SchDMd Bullet

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

Cat. No. 52283D

Schedule D (Form 990) 2011

Page 2

Part III

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

Using the organization’s accession and other records, check any of the following that are a significant use of its collection
items (check all that apply):

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

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

During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?........

Yes No

Part IV

Escrow and Custodial Arrangements. Complete if the organization answered "Yes" to Form 990,
Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

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

Yes No

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


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

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

Yes No

If “Yes,” explain the arrangement in Part XIV.

Part V

Endowment Funds. Complete if the organization answered "Yes" to Form 990, Part IV, line 10.

		(a)Current Year	(b)Prior Year	(c)Two Years Back	(d)Three Years Back	(e)Four Years Back
1a	Beginning of year balance ....
b	Contributions ........
c	Net investment earnings, gains, and losses ...
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........
f	Administrative expenses ....
g	End of year balance ......

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

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

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

Yes

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

3a(i)

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

3a(ii)

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

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

Part VI

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

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	2,960,445		2,960,445
b	Buildings ................	67,040,429	38,989,602	28,050,827
c	Leasehold improvements ............	131,863	112,540	19,323
d	Equipment ................	27,678,788	22,741,731	4,937,057
e	Other .................	56,259	56,259	0
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				35,967,652

Schedule D (Form 990) 2011

Page 3

Part VII

InvestmentsOther Securities. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)	(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
(3)Other (A) GLOBAL ASSET ALLOCATION	19,673,858	F
(B) REAL ASSET FUNDS	15,900,541	F
(C) ALTERNATIVE INVESTMENTS	7,377,817	F






Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	42,952,216

Part VIII

InvestmentsProgram Related. See Form 990, Part X, line 13.

(a) Description of investment type		(b) Book value	(c) Method of valuation: Cost or end-of-year market value









Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of Liability		(b) Book value
Federal Income Taxes		0









Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		0
2. Fin 48 (ASC 740) Footnote. In Part XIV, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC740).

Schedule D (Form 990) 2011

Page 4

Part XI Reconciliation of Change in Net Assets from Form 990 to Financial Statements
1	Total revenue (Form 990, Part VIII, column (A), line 12) ....................	1
2	Total expenses (Form 990, Part IX, column (A), line 25) .....................	2
3	Excess or (deficit) for the year. Subtract line 2 from line 1 .............	3
4	Net unrealized gains (losses) on investments ..........................	4
5	Donated services and use of facilities .............................	5
6	Investment expenses ...................................	6
7	Prior period adjustments ..................................	7
8	Other (Describe in Part XIV.) .................................	8
9	Total adjustments (net). Add lines 4 through 8 .........................	9
10	Excess or (deficit) for the year per financial statements. Combine lines 3 and 9 .........	10

Part XII Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1	Total revenue, gains, and other support per audited financial statements .......		1
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 XIV.) ............	2d
e	Add lines 2a through 2d .....................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIV.) ...........	4b
c	Add lines 4a and 4b.......................		4c
5	Total Revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......		5

Part XIII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements .............		1
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIV.) ............	2d
e	Add lines 2a through 2d......................		2e
3	Subtract line 2e from line 1.....................		3
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIV.) ............	4b
c	Add lines 4a and 4b.......................		4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......		5

Part XIV

Supplemental Information

Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X; Part XI, line 8; Part XII, lines 2d and 4b; and Part XIII, lines 2d and 4b. Also complete this part to provide any additional information.

Identifier	Return Reference	Explanation
Form 990, Schedule D, Part X, Line 2	FIN 48 (ASC 740) FOOTNOTE	The Financial Accounting Standards Board (FASB) issued guidance that requires tax effects from uncertain positions to be recognized in the financial statements only if the position is more likely than not to be sustained if the position were to be challenged by a taxing authority. While Rotary International is exempt from income tax under IRC Section 501(c)(4) and the Foundation is exempt from income tax under IRC Section 501(c)(3), they are subject to tax on income unrelated to their exempt purposes, unless that income is otherwise excluded by the IRC. Rotary applied the uncertain tax position guidance, as required by U.S. GAAP, to all tax positions for which the statute of limitations would remain open and determined there were no material unrecognized tax liabilities or benefits. The tax years ended 2009, 2010 and 2011 are still open to audit for both federal and Illinois purposes.

Schedule D (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE F(Form 990)

Department of the Treasury
Internal Revenue Service

Statement of Activities Outside the United States

Complete if the organization answered "Yes" to Form 990,Part IV, line 14b, 15, or 16. Right pointing arrow large image

Attach to Form 990. Right pointing arrow large image

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization
Rotary International

Employer identification number

36-1707667

Part I

General Information on Activities Outside the United States. Complete if the organization answered
“Yes” to Form 990, Part IV, line 14b.

For grantmakers. Does the organization maintain records to substantiate the amount of its grants

and other assistance, the grantees' eligibility for the grants or assistance, and the selection criteria used

to award the grants or assistance? ..............................

Yes

For grantmakers. Describe in Part V the organization’s procedures for monitoring the use of its grants and other
assistance outside the United States.

Activites per Region. (Use Part V if additional space is needed.)

(a) Region		(b) Number of offices in the region	(c) Number of employees or agents in region or independent contractors	(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in region	(f) Total expenditures for region/investments in region
	Central America and the Caribbean	0	0	Investments		7,377,817
	Europe (Including Iceland and Greenland)	1	42	Program Services	Membership Support	4,225,437
	Europe (Including Iceland and Greenland)	0	0	Investments		3,557,332
	East Asia and the Pacific	3	38	Program Services	Membership Support	1,620,761
	South America	2	17	Program Services	Membership Support	626,082
	South Asia	0	0	Investments		900,739
	South Asia	1	32	Program Services	Membership Support	451,705
	South Asia	1	98	Program Services	Infotech	1,642,700









3a	Sub-total .....	8	227			20,402,573
b	Total from continuation sheets to Part I ...
c	Totals (add lines 3a and 3b)	8	227			20,402,573

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2011

Schedule F (Form 990) 2011

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" to Form 990,

Part IV, line 15, for any recipient who received more than $5,000. Check this box if no one recipient received more than $5,000 ........ MediumBullet

Use Part V if additional space is needed.

1 (a) Name of organization		(b) IRS code section and EIN (if applicable)	(c) Region	(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(g) Amount of of non-cash assistance	(h) Description of non-cash assistance	(i) Method of valuation (book, FMV, appraisal, other)

Enter total number of recipient organizations listed above that are recognized as charities by the foreign country, recognized as tax-exempt by the IRS, or for which the grantee or counsel has provided a section 501(c)(3) equivalency letter ..... MediumBullet

Enter total number of other organizations or entities ........................ MediumBullet

Schedule F (Form 990) 2011

Schedule F (Form 990) 2011Page 3

Part III

Grants and Other Assistance to Individuals Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 16.

Use Part V if additional space is needed.

(a) Type of grant or assistance		(b) Region	(c) Number of recipients	(d) Amount of cash grant	(e) Manner of cash disbursement	(f) Amount of non-cash assistance	(g) Description of non-cash assistance	(h) Method of valuation (book, FMV, appraisal, other)

Schedule F (Form 990) 2011

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2011

Page 5

Part V

Supplemental Information
Complete this part to provide the information required by Part I, line 2 (monitoring of funds); Part I, line 3, column (f) (accounting method; amounts of investments vs. expenditures per region); Part II, line 1 (accounting method); Part III (accounting method); and Part III, column (c) (estimated number of recipients), as applicable. Also complete this part to provide any additional information (see instructions).

Identifier	ReturnReference	Explanation

Schedule F (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

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

2011

Open to Public
Inspection

Name of the organization
Rotary International

Employer identification number
36-1707667

Part I

General Information on Grants and Assistance

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

Yes No

Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States.

Part II

Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21 for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Use
Part IV and Schedule I-1 (Form 990) if additional space is needed ......................... lBullet

(a) Name and address of organization or government	(b) EIN	(c) IRC Code section if applicable	(d) Amount of cash grant	(h) Purpose of grant or assistance
(1) The Rotary Foundation of Rotary International1560 Sherman Avenue Evanston,IL602013698	36-3245072	501(c)(3)	414,304	PolioPlus Fund

Enter total number of section 501(c)(3) and government organizations listed in the line 1 table ................. Bullet Image

Enter total number of other organizations listed in the line 1 table ......................... . Bullet Image

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

Cat. No. 50055P

Schedule I (Form 990) 2011

Page 2

Part III

Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Use Schedule I-1 (Form 990) if additional space is needed.

(a)Type of grant or assistance	(b)Number of recipients	(c)Amount of cash grant	(d)Amount of non-cash assistance	(e)Method of valuation (book, FMV, appraisal, other)	(f)Description of non-cash assistance

Part IV

Supplemental Information. Complete this part to provide the information required in Part I, line 2, and any other additional information.

Identifier	Return Reference	Explanation
Form 990, Schedule I, Part I, Line 2	ORGANIZATION'S PROCEDURES FOR MONITORING GRANT FUNDS IN THE U.S.	Rotary International issued one grant in fiscal year ended 30 June 2012 to The Rotary Foundation of Rotary International [501(c)(3)]. Rotary International relies on the grant-monitoring procedures of The Rotary Foundation of Rotary International for the PolioPlus and Disaster Recovery Fund.

Schedule I (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

For certain Officers, Directors, Trustees, Key Employees, and Highest
Compensated Employees
SchJMediumBullet

Complete if the organization answered "Yes" to Form 990,
Part IV, question 23.
SchJMediumBullet

Attach to Form 990. SchJMediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

Rotary International

Employer identification number

36-1707667

Part I

Questions Regarding Compensation

Yes

Check the appropiate box(es) if the organization provided any of the following to or for a person listed in Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

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? ....

Yes

Indicate which, if any, of the following the organization uses to establish the compensation of the
organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods
used by a related organization to establish compensation of the CEO/Executive Director, but explain in Part III.

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

During the year, did any person listed in Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:

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

Yes

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

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

If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III.

Only 501(c)(3) and 501(c)(4) organizations only must complete lines 5-9.

For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:

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

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

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

For persons listed in form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:

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

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

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

For persons listed in Form 990, Part VII, Section A, line 1a, did the organization provide any non-fixed
payments not described in lines 5 and 6? If "Yes," describe in Part III ............

Were any amounts reported in Form 990, Part VII, paid or accured pursuant to a contract that was
subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe
in Part III .............................

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

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

Cat. No. 50053T

Schedule J (Form 990) 2011

Page 2

Part II

Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees. Use duplicate copies if additional space is needed.

For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.

Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and column (E) for that individual.

(A) Name		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(A) Name		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(1) Edwin H Futa	(i) (ii)	169,464 72,627	0 0	89,776 38,475	5,482 2,349	3,122 1,338	267,844 114,789	0 0
(2) John Hewko	(i) (ii)	169,784 69,349	0 0	113 46	3,680 1,503	9,613 3,926	183,190 74,824	0 0
(3) Peter DeBerge	(i) (ii)	168,521 77,495	0 0	136 62	8,966 4,123	13,152 6,048	190,775 87,728	0 0
(4) Peter Markos	(i) (ii)	137,752 57,641	0 0	140 58	6,641 2,779	18,016 7,538	162,549 68,016	0 0
(5) Kathy Kessenich	(i) (ii)	114,979 42,526	0 0	21,623 7,998	4,662 1,724	11,670 4,316	152,934 56,564	0 0
(6) Theresa Nissen	(i) (ii)	183,728 0	0 0	376 0	11,840 0	8,979 0	204,923 0	0 0
(7) Jeanette Hamilton	(i) (ii)	47,466 108,161	0 0	60 138	2,993 6,820	4,872 11,103	55,391 126,222	0 0
(8) Shiro Oshima	(i) (ii)	55,090 104,592	0 0	5,140 9,758	3,275 6,219	0 0	63,505 120,569	0 0
(9) Steven Routburg	(i) (ii)	132,263 45,271	0 0	80 28	8,020 2,745	10,641 3,642	151,004 51,686	0 0
(10) Chang Kyo Kim	(i) (ii)	69,895 90,783	0 0	0 0	5,811 7,548	2,590 3,364	78,296 101,695	0 0
(11) Frank Pezzimenti	(i) (ii)	64,882 86,006	0 0	0 0	5,839 7,740	0 0	70,721 93,746	0 0
(12) Andrew McDonald	(i) (ii)	90,522 52,032	0 0	206 118	5,253 3,019	4,747 2,728	100,728 57,897	0 0

Schedule J (Form 990) 2011

Page 3

Part III

Supplemental Information

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

Identifier	Return Reference	Explanation
Form 990, Schedule J, Part I, Line 1	FIRST CLASS OR CHARTER TRAVEL	Uncompensated volunteer leaders conduct extensive international travel on behalf of the organization. Rotary International provides business-class airfare for the Board of Directors. Business-class is available in most markets, but if it is not, first-class or economy airfares are substituted. The President and President-Elect are permitted to use first-class travel, although they may choose business-class or economy travel. The general secretary is permitted to use first-class travel when business-class in not available.
Form 990, Schedule J, Part I, Line 1	HOUSING ALLOWANCE OR RESIDENCE FOR PERSONAL USE	For efficiency, residences near RI headquarters are provided for Rotary International President and President-Elect. Personal use of the residences is reported as taxable income to the recipients. In addition, RI reimburses the President and President-Elect for certain costs associated with maintaining their personal residences while they are traveling on behalf of the association. These expense reimbursements are taxable to the recipients.
Form 990, Schedule J, Part I, Line 1	TRAVEL FOR COMPANIONS	Rotary International provides for spouse travel if spouse participation assists the organization in achieving its mission. The Rotarian and spouse are required to submit documentation detailing the activities and supporting the bona fide business purpose of the travel. Management reviews the documentation during the expense reimbursement approval process.
Form 990, Schedule J, Part I, Line 1	TAX INDEMNIFICATION AND GROSS-UP PAYMENTS	Rotary International does not compensate the President and President-Elects services other than the reimbursement of certain personal expenses related to their services (i.e., the cost to maintain their personal residence, health insurance, etc.) as defined in Rotary Code of Policies. The expense reimbursements are taxable to the recipients. It is the board policy to pay the presidents for the taxes associated with this income.
Form 990, Schedule J, Part I, Line 1	HEALTH OR SOCIAL CLUB DUES OR INITIATION FEES	For the President and President-Elect, expenses related to maintaining club memberships are included under the Rotary Code of Policies for personal expenses reimbursement. These expense reimbursements are taxable to the recipient.
Form 990, Schedule J, Part I, Line 4a	RECEIVE A SEVERANCE PAYMENT OR CHANGE-OF-CONTROL PAYMENT	The following individuals received a severance payment during calendar 2011: Kathy Kessenich: $29,368 ($21,439 allocated to Rotary International)
Form 990, Part VII and Schedule J	Highest Compensated Employees	Rotary International has a highest compensated employee at its office in Zurich, Switzerland, which is currently undisclosed due to potential infringement of local data privacy laws.

Schedule J (Form 990) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet

Attach to Form 990 or 990-EZ.

OMB No. 1545-0047

2011

Open to Public
Inspection

Name of the organization

Rotary International

Employer identification number

36-1707667

Identifier	Return Reference	Explanation
Form 990, Part III, Line 4d	OTHER PROGRAM SERVICES	(Code:___) Expenses $45,613,238 including grants of $414,304 (Revenue $560,195) Other program services are in place to coordinate and direct the activities of Rotary International and support the Object of Rotary. The Object of Rotary is to encourage and foster the ideal of service as a basis of worthy enterprise. These other program services support the Object of Rotary by helping Rotary clubs and districts achieve their service goals, expand Rotary membership, and promote their activities to the media and general public.
Form 990, Part V, Line 4b	NAME OF FOREIGN COUNTRY	Argentina Australia Bangladesh Brazil Canada Chile Colombia Denmark Egypt Germany India Japan Nigeria Norway Pakistan Peru Philippines Republic of South Korea South Africa Sri Lanka Sweden Switzerland Thailand United Kingdom Venezuela
Form 990, Part V, Line 6b	EXPRESS STATEMENT THAT SUCH CONTRIBUTIONS OR GIFTS WERE NOT TAX DEDUCTIBLE	Rotary International does not directly solicit contributions from the general public. The member clubs of Rotary International, also Section 501(c)(4) entities, paid membership dues which are reported on Form 990, Part VIII, LIne 1b as contribution revenue. As such, Rotary International does not directly provide an express statement.
Form 990, Part VI, Section A, Line 6	MEMBERS OR STOCKHOLDERS	The membership of Rotary International consists of Rotary clubs organized and operating in accordance with the RI constitution and bylaws.
Form 990, Part VI, Section A, Line 7a	PERSONS WHO MAY ELECT ONE OR MORE MEMBERS OF THE GOVERNING BODY	The procedures for the selection of Rotary International (RI) officers are stated in the RI bylaws. The RI nominating committees select nominees for the Board of Directors and president. Directors are nominated by zones. Each of the 34 worldwide RI zones nominates a director from the membership of the clubs in that zone every fourth year according to a schedule established by the RI Board. Each zone elects a member of a club, who must be a past director of RI, to serve on the nominating committee for president. Each club may vote in the election for president, which takes place at the annual RI convention.
Form 990, Part VI, Section B, Line 11b	REVIEW OF FORM 990	Rotary International's Form 990 is prepared by an independent certified public accounting firm. A draft of the Form 990 is reviewed by the Controller and the Chief Financial Officer. Upon completion of the review process, the return is provided to the Board of Directors, signed by the CFO and filed with the IRS.
Form 990, Part VI, Section B, Line 12c	CONFLICT OF INTEREST POLICY	All directors must disclose any family or business relationships with other directors, trustees of the Rotary Foundation, key employees, or highest compensated independent contractors of Rotary International and The Rotary Foundation as identified annually by the General Secretary. To comply with this policy, directors submit an annual Potential Conflict of Interest Statement, on which they report any previously undisclosed potential conflicts of interest. The RI Executive Committee reviews these reports and works to resolve any actual or potential conflicts. If no resolution is reached, the committee refers the matter to the Board of Directors and an appropriate action will be taken. A potential conflict of interest is deemed to exist if a majority of directors voting reach an affirmative decision. The director with the potential conflict of interest shall not be present for the vote. In addition, the Operations Review Committee monitors compliance with the code of conduct and conflict of interest policy of the organization and the Board of Directors. Key employees and other employees in a position of influence are also required to make annual conflict of interest disclosures.
Form 990, Part VI, Section B, Lines 15a & 15b	DETERMINATION OF COMPENSATION	The process for determining compensation for the general secretary, deputy general secretary and general managers was last reviewed in fiscal year 2012. RIs Human Resources collects data on total compensation (i.e., base salary and benefits) from several sources, including independent compensation consultants, salary surveys, internet sites, professional publications, and information from similar organizations in the same geographic area. Human Resources provides a salary range for the general secretary, deputy general secretary, and general managers positions and the Executive Committee of the Board of Directors review salary ranges and salary increase parameters for reasonableness. The general secretarys compensation is based on the terms in the general secretarys contract. The general secretary approves salary increases for the deputy general secretary and general managers within the salary ranges approved by the Executive Committee of the Board of Directors. This process is contemporaneously docuemnted.
Form 990, Part VI, Section C, Line 19	ORGANIZATIONAL DOCUMENTS AVAILABLE TO THE PUBLIC	Rotary International makes its governing documents, conflict of interest policy, and audited financial statements available to the public on the organization's website, www.rotary.org.
Form 990, Part XI, Line 5	OTHER CHANGES IN NET ASSETS OR FUND BALANCES	Net unrealized losses on investments -12,308,475. Pension related changes -10,459,423. PPH activity -294,979. Infotech tax adjustments -28,987. Various book/tax reporting differences 1,013. ----------- Total: -23,090,851.
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:John Hewko TITLE:General Secretary HOURS:12
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Peter DeBerge TITLE:Deputy General Secretary HOURS:13
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Lori Carlson TITLE:Chief Financial Officer HOURS:12
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Peter Markos TITLE:G.M. Admin Support Service HOURS:12
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Kathy Kessenich TITLE:Comm Services G.M. HOURS:11
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Jeanette Hamilton TITLE:Investments & Treasury Manager HOURS:28
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Shiro Oshima TITLE:Mgr Japan International Office HOURS:26
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Steven Routburg TITLE:Mgr Legal Services & Gen Couns HOURS:10
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Chang Kyo Kim TITLE:Mgr Korea International Office HOURS:22
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Frank Pezzimenti TITLE:Mgr Australia Interntl Office HOURS:23
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Andrew McDonald TITLE:Mgr Corp Svc Div/Ch. of Staff HOURS:15
HOURS DEVOTED FOR RELATED ORGANIZATION	FORM 990 PART VII	NAME:Edwin H. Futa TITLE:General Secretary HOURS:12

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2011

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2011

Open to Public Inspection

Name of the organization

Rotary International

Employer identification number

36-1707667

Part I

Identification of Disregarded Entities (Complete if the organization answered "Yes" on Form 990, Part IV, line 33.)

(a) Name, address, and EIN of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled organization
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) The Rotary Fdn of Rotary International 1560 Sherman Avenue Evanston,IL602013698 36-3245072	Charitable	IL	501(c)(3)	7	Rotary Int'l	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2011

Page 2

Part III

Identification of Related Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.)

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(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 VUBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?		(k) Percentage ownership
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity		(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code VUBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No
(1) Fixed Income Gen Ptrshp II of 1560 Sherman Avenue Evanston,IL602013698 36-4401367	Investment	IL	Rotary Fdn	Excluded	0	0		No	0	Yes		9.481 %
(2) Equity General Partnership II 1560 Sherman Avenue Evanston,IL602013698 36-4401359	Investment	IL	Rotary Fdn	Excluded	0	0		No	0	Yes		16.310 %
(3) Intl Equity Gen Partnership II 1560 Sherman Avenue Evanston,IL602013698 36-4401363	Investment	IL	Rotary Fdn	Excluded	0	0		No	0	Yes		15.853 %
(4) Rotary International Infotech 6th Floor Marisoft III Building E Pune 411014 IN 98-1050532	Info Services	IN	NA	Related	133,350	423,773		No	0	Yes		99.990 %

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(h) Percentage ownership
(1) PPH National Insurance Co 76 St Paul Street Suite 500 Burlington,VT05401 03-0370108	CaptiveInsurance	VT	NA	C Corp	-294,979	4,952,260	100.000 %

Schedule R (Form 990) 2011

Page 3

Part V

Transactions With Related Organizations (Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35, 35A, or 36.)

Note. Complete line 1 if any entity is listed in Parts II, III or IV.

Yes

1 During the tax year, did the orgranization engage in any of the following transactions with one or more related organizations listed in Parts II-IV?

a Receipt of (i) interest (ii) annuities (iii) royalties (iv) rent from a controlled entity . . . . . . . . . . . . . . . . . . . . . . .

Yes

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

Yes

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

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

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

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

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

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

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

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

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

Yes

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

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

Yes

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

Yes

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

Yes

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

Yes

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

Yes

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

If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.

(a) Name of other organization	(b) Transaction type(a-r)	(c) Amount involved	(d) Method of determining amount involved
(1) Rotary International Infotech	a	24,080	Cost
(2) The Rotary Foundation of Rotary International	b	414,304	Cost
(3) The Rotary Foundation of Rotary International	m	1,604,370	Cost
(4) The Rotary Foundation of Rotary International	n	25,968,505	Cost
(5) Rotary International Infotech	o	1,669,135	Cost
(6) The Rotary Foundation of Rotary International	p	15,106,102	Cost
(7) PPH National Insurance Co	n	122,941	Cost
(8) PPH National Insurance Co	q	578,098	Cost

Schedule R (Form 990) 2011

Page 4

Part VI

Unrelated Organizations Taxable as a Partnership (Complete if the organization answered "Yes" on Form 990, Part IV, line 37.)

Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.

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

Schedule R (Form 990) 2011

Page 5

Part VII

Supplemental Information

Complete this part to provide additional information for responses to questions on Schedule R (see instructions).

Identifier	Return Reference	Explanation

Additional Data

Software ID:
Software Version:

1	Was the organization a U.S. transferor of property to a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 926 (see instructions for Form 926).................	Yes	No
2	Did the organization have an interest in a foreign trust during the tax year? If " Yes," the organization may be required to file Form 3520 and/or Form 3520-A. (see instructions for Forms 3520 and 3520-A)..........	Yes	No
3	Did the organization have an ownership interest in a foreign corporation during the tax year? If "Yes," the organization may be required to file Form 5471, Information Return of U.S. Persons with respect to Certain Foreign Corporations. (see instructions for Form 5471)..............................	Yes	No
4	Was the organization a direct or indirect shareholder of a passive foreign investment company or a qualified electing fund during the tax year? If "Yes," the organization may be required to file Form 8621, Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund. (see instructions for Form 8621)	Yes	No
5	Did the organization have an ownership interest in a foreign partnership during the tax year? If "Yes," the organization may be required to file Form 8865, Return of U.S. Persons with respect to Certain Foreign Partnerships. (see instructions for Form 8865)....................................	Yes	No
6	Did the organization have any operations in or related to any boycotting countries during the tax year? If "Yes," the organization may be required to file Form 5713, International Boycott Report (see instructions for Form 5713)................................................	Yes	No