TY 2013 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 private foundations)

Do not enter Social Security numbers on this form as it may be made public. By law, the IRS

generally cannot redact the information on the form.

Information about Form 990 and its instructions is at www.IRS.gov/form990.

OMB No. 1545-0047

2013

Open to Public Inspection

A For the 2013 calendar year, or tax year beginning 01-01-2013 , 2013, and ending 12-31-2013

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

CName of organization
Chamber of Commerce of the USA

Doing Business As

Number and street (or P.O. box if mail is not delivered to street address)
1615 H Street NW

Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Washington, DC200622000

D Employer identification number

53-0045720

E Telephone number

G Gross receipts $ 165,024,009

F Name and address of principal officer:
Stan M Harrell
1615 H Street NW
Washington,DC200622000

Tax-exempt status: 501(c)(3) 501(c) ( 6 ) LeftBullet

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

Website:

www.uschamber.com

H(a)

Is this a group return for
subordinates? Yes No

H(b)

Are all subordinates
included?

Yes No

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

H(c)

Group exemption number MediumBullet

K Form of organization: Corporation Trust Association Other MediumBullet

L Year of formation: 1915

M State of legal domicile: DC

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: To advance human progress through an economic, (Please see Schedule O for the continuation)political, and social system based on individual freedom, incentive, opportunity and responsibility.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	150
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	144
5	Total number of individuals employed in calendar year 2013 (Part V, line 2a) ......	5	445
6	Total number of volunteers (estimate if necessary) .............	6	0
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	329,500
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	179,378,925	155,989,771
9	Program service revenue (Part VIII, line 2g) .........	2,045,463	2,178,555
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	8,251	5,637
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	6,942,125	6,756,211
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	188,374,764	164,930,174
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	0	0
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	79,528,026	87,336,254
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	1,126,007	1,050,752
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	126,673,161	73,585,215
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	207,327,194	161,972,221
19	Revenue less expenses. Subtract line 18 from line 12.......	-18,952,430	2,957,953
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	79,421,634	94,624,484
21	Total liabilities (Part X, line 26).............	138,038,999	123,888,291
22	Net assets or fund balances. Subtract line 21 from line 20.....	-58,617,365	-29,263,807

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 MediumBullet

Firm's EIN MediumBullet

Firm's address MediumBullet

Phone no.

May the IRS discuss this return with the preparer shown above? (see instructions) ............YesNo

For Paperwork Reduction Act Notice, see the separate instructions.

Cat. No. 11282Y

Form 990 (2013)

Page 2

Part III

Statement of Program Service Accomplishments

Check if Schedule O contains a response or note to any line in this Part III ..............

Briefly describe the organization’s mission: The Chamber of Commerce serves its members and the nation's business community by analyzing national economic and social issues and by helping legislators and national leaders to shape policies and proposals to foster the development of American business.

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 are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.


4a	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	Research and track issues affecting the business community and support pro-business legislation, regulations, and political activities.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	Enhance the competitiveness of business in the global marketplace. Lobby for business' trade agendas and manage programs that educate American companies about trade opportunites.

4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	Work closely with associations and state and local chambers of commerce to build awareness of and involvement in top policy issues and generate grassroots momentum.

	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	Recruit and retain members and coordinate member relations.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses

Form 990 (2013)

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 (see instructions)? Click to see attachment

...

Yes

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 Click to see attachment

..........

Yes

Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part II........

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 Click to see attachment

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

Yes

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 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IV 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, line 10?
If "Yes," complete Schedule D, Part VI. Click to see attachment

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

11a

Yes

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

.......

11b

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

.......

11c

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

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

11d

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

11e

Yes

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

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

11f

Yes

12a

Did the organization obtain separate, independent audited financial statements for the tax year?
If "Yes," complete Schedule D, Parts XI and XII 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 and XII 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, Parts I and IV......... Click to see attachment

14b

Yes

Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV Click to see attachment

Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV... 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 (see instructions).... Click to see attachment

Yes

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............ Click to see attachment

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................... Click to see attachment

20a

Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....

20a

If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?

20b

Form 990 (2013)

Page 4

Part IV

Checklist of Required Schedules (continued)

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

Did the organization report more than $5,000 of grants or other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........

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

Yes

24a

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

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

Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If so, complete Schedule L, Part II.................... Click to see attachment

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......... Click to see attachment

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 .......................... Click to see attachment

28a

Yes

A family member of a current or former officer, director, trustee, or key employee? If "Yes,"
complete Schedule L, Part IV..................... Click to see attachment

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 direct or indirect owner? If "Yes," complete Schedule L, Part IV... Click to see attachment

28c

Yes

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

Yes

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

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 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............

Yes

Form 990 (2013)

Page 5

Part V

Statements Regarding Other IRS Filings and Tax Compliance

Check if Schedule O contains a response or note to any line in this Part V ..............

Yes

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

374

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

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

Yes

Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................

445

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” to line 3b, 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, securities account, or other financial account)?..........................

Yes

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

IN
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 as charitable contributions?...

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. See the instructions for additional information the organization must report on Schedule O.

13a

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

13b

Enter the 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 (2013)

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 or note to any line 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 .....................

150

If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.

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

144

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

Yes

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

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

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

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

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

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

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

10b

11a

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

11a

Describe in Schedule O the process, if any, used by the organization to review this 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 Other (explain in Schedule O)

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

Stan M Harrell1615 H Street NWWashingtonDC200622000 (202) 463-5590

Form 990 (2013)

Page 7

Part VII

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

Check if Schedule O contains a response or note to any line in this Part VII ..............

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

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

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

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 organization compensated any current officer, director, or trustee.

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)		(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) David Adkisson........................................................................ Director	1.00 .......................	X		0	0	0
(2) Harry C Alford........................................................................ Director	1.00 .......................	X		0	0	0
(3) Anthony J Allott........................................................................ Director	1.00 .......................	X		0	0	0
(4) Stewart Alvarez........................................................................ Director	1.00 .......................	X		0	0	0
(5) Scott Anderson........................................................................ Director	1.00 .......................	X		0	0	0
(6) Lee R Anderson Sr........................................................................ Director	1.00 .......................	X		0	0	0
(7) John W Bachmann........................................................................ Treasurer/Director	1.00 .......................	X	X	0	0	0
(8) Charles E Barnes Sr........................................................................ Director	1.00 .......................	X		0	0	0
(9) Hector V Barreto........................................................................ Director	1.00 .......................	X		0	0	0
(10) Lane Beattie........................................................................ Director	1.00 .......................	X		0	0	0
(11) Kathy G Beckett........................................................................ Director	1.00 .......................	X		0	0	0
(12) Thomas D Bell Jr........................................................................ Senior Council/Director	1.00 .......................	X	X	0	0	0
(13) Jorge L Benitez........................................................................ Director	1.00 .......................	X		0	0	0
(14) Gary C Bhojwani........................................................................ Director	1.00 .......................	X		0	0	0
(15) Jan Jones Blackhurst........................................................................ Director	1.00 .......................	X		0	0	0
(16) Phillip D Brady........................................................................ Director	1.00 .......................	X		0	0	0
(17) Chuck Brymer........................................................................ Director	1.00 .......................	X		0	0	0

Form 990 (2013)

Page 8

Part VII

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

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)					(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(18) John Cannon........................................................................ Director	1.00 .......................	X					0	0	0
(19) Red Cavaney........................................................................ Director	1.00 .......................	X					0	0	0
(20) Norman C Chambers........................................................................ Director	1.00 .......................	X					0	0	0
(21) James W Cicconi........................................................................ Director	1.00 .......................	X					0	0	0
(22) Ken W Cole........................................................................ Director	1.00 .......................	X					0	0	0
(23) Kevin M Connelly........................................................................ Director	1.00 .......................	X					0	0	0
(24) Adam Cooper........................................................................ Director	1.00 .......................	X					0	0	0
(25) Charles Copeland........................................................................ Director	1.00 .......................	X					0	0	0
(26) Donald L Correll........................................................................ Director	1.00 .......................	X					0	0	0
(27) Joseph W Craft III........................................................................ Director	1.00 .......................	X					0	0	0
(28) Ralph de la Torre MD........................................................................ Director	1.00 .......................	X					0	0	0
(29) Nicholas J DeIuliis........................................................................ Director	1.00 .......................	X					0	0	0
(30) Maura W Donahue........................................................................ Director	1.00 .......................	X					0	0	0
(31) Thomas J Donohue........................................................................ Pres & CEO/Director	40.00 .......................1.00	X	X				5,448,419	0	7,253
(32) Michael L Ducker........................................................................ Reg Vice Chair Southeast/Director	1.00 .......................	X	X				0	0	0
(33) Carrie E Dwyer........................................................................ Director	1.00 .......................	X					0	0	0
(34) Patricia Elizondo........................................................................ Director	1.00 .......................	X					0	0	0
(35) David R Emery........................................................................ Director	1.00 .......................	X					0	0	0
(36) Daniel F Evans Jr........................................................................ Director	1.00 .......................	X					0	0	0
(37) Robert D Fatovic........................................................................ Director	1.00 .......................	X					0	0	0
(38) Patrick M Finken........................................................................ Director	1.00 .......................	X					0	0	0
(39) Martin G Foster........................................................................ Director	1.00 .......................	X					0	0	0
(40) Lynn L Franzoi........................................................................ Director	1.00 .......................	X					0	0	0
(41) Mark D French........................................................................ Director	1.00 .......................	X					0	0	0
(42) Craig L Fuller........................................................................ Director	1.00 .......................	X					0	0	0
(43) Walter J Galvin........................................................................ Director	1.00 .......................	X					0	0	0
(44) William Garlough........................................................................ Director	1.00 .......................	X					0	0	0
(45) Bruce A Gates........................................................................ Director	1.00 .......................	X					0	0	0
(46) Thomas A Gottschalk........................................................................ Director	1.00 .......................	X					0	0	0
(47) Ernest Green Jr........................................................................ Director	1.00 .......................	X					0	0	0
(48) Shannon L Greene........................................................................ Director	1.00 .......................	X					0	0	0
(49) James M Guyette........................................................................ Director	1.00 .......................	X					0	0	0
(50) W Melvin Haas III........................................................................ Director	1.00 .......................	X					0	0	0
(51) Winthrop M Hallett III........................................................................ Director	1.00 .......................	X					0	0	0
(52) James L Hebe........................................................................ Director	1.00 .......................	X					0	0	0
(53) Kevin Herglotz........................................................................ Director	1.00 .......................	X					0	0	0
(54) S Dale High........................................................................ Director	1.00 .......................	X					0	0	0
(55) Scott L Holman Sr........................................................................ Director	1.00 .......................	X					0	0	0
(56) John L Hopkins........................................................................ Director	1.00 .......................	X					0	0	0
(57) CA Howlett........................................................................ Reg Vice Chair West/Director	1.00 .......................	X	X				0	0	0
(58) Thomas Hutchison III........................................................................ Director	1.00 .......................	X					0	0	0
(59) Gregory Irace........................................................................ Reg Vice Chair East/Director	1.00 .......................	X	X				0	0	0
(60) Harold L Jackson........................................................................ Director	1.00 .......................	X					0	0	0
(61) Donald M James........................................................................ Director	1.00 .......................	X					0	0	0
(62) James M Jaska........................................................................ Director	1.00 .......................	X					0	0	0
(63) Edward Jones........................................................................ Director	1.00 .......................	X					0	0	0
(64) Boland T Jones........................................................................ Director	1.00 .......................	X					0	0	0
(65) Paul W Jones........................................................................ Director	1.00 .......................	X					0	0	0
(66) Fred Kaiser........................................................................ Director	1.00 .......................	X					0	0	0
(67) Philip D Kennedy........................................................................ Director	1.00 .......................	X					0	0	0
(68) David E Kepler........................................................................ Director	1.00 .......................	X					0	0	0
(69) Paul J Klaassen........................................................................ Director	1.00 .......................	X					0	0	0
(70) Klaus Kleinfeld........................................................................ Director	1.00 .......................	X					0	0	0
(71) Laura Lane........................................................................ Director	1.00 .......................	X					0	0	0
(72) Susan S Lanigan........................................................................ Director	1.00 .......................	X					0	0	0
(73) Greg Lebedev........................................................................ Director/Consultant	27.00 .......................1.00	X					190,000	0	-6,200
(74) James B Lee Jr........................................................................ Director	1.00 .......................	X					0	0	0
(75) Michael A Leven........................................................................ Director	1.00 .......................	X					0	0	0
(76) Stuart L Levenick........................................................................ Director	1.00 .......................	X					0	0	0
(77) Larry A Liebenow........................................................................ Director	1.00 .......................	X					0	0	0
(78) William G Little........................................................................ Director	1.00 .......................1.00	X					0	0	0
(79) Christopher B Lofgren PhD........................................................................ Director	1.00 .......................	X					0	0	0
(80) Wes Lucas........................................................................ Director	1.00 .......................	X					0	0	0
(81) Tamara L Lundgren........................................................................ Vice Chair/Director	1.00 .......................	X	X				0	0	0
(82) Andrew D Lundquist........................................................................ Director	1.00 .......................	X					0	0	0
(83) Ted Mathas........................................................................ Director	1.00 .......................	X					0	0	0
(84) Richard H McClure........................................................................ Reg Vice Chair Southcentral/Director	1.00 .......................	X	X				0	0	0
(85) Thomas V McKernan........................................................................ Director	1.00 .......................	X					0	0	0
(86) Richard L McNeel........................................................................ Director	1.00 .......................	X					0	0	0
(87) James W Mendenhall........................................................................ Director	1.00 .......................	X					0	0	0
(88) Randy Milch........................................................................ Director	1.00 .......................	X					0	0	0
(89) Rance C Miles........................................................................ Reg Vice Chair Southwest/Director	1.00 .......................	X	X				0	0	0
(90) Darlene M Miller........................................................................ Reg Vice Chair Midwest/Director	1.00 .......................	X	X				0	0	0
(91) David L Miller........................................................................ Director	1.00 .......................	X					0	0	0
(92) Robert S Milligan........................................................................ Senior Council/Director	1.00 .......................	X	X				0	0	0
(93) Dayton H Molendorp........................................................................ Director	1.00 .......................	X					0	0	0
(94) Maritza Montiel........................................................................ Director	1.00 .......................	X					0	0	0
(95) David Muhlendorf........................................................................ Director	1.00 .......................	X					0	0	0
(96) Susan K Neely........................................................................ Director	1.00 .......................	X					0	0	0
(97) Terry F Neimeyer........................................................................ Director	1.00 .......................	X					0	0	0
(98) Dennis E Nixon........................................................................ Director	1.00 .......................	X					0	0	0
(99) Brian O'Hara........................................................................ Director	1.00 .......................	X					0	0	0
(100) Patricia Owen........................................................................ Director	1.00 .......................	X					0	0	0
(101) Daniel F Packer........................................................................ Director	1.00 .......................	X					0	0	0
(102) Peter Paoli........................................................................ Director	1.00 .......................	X					0	0	0
(103) David Peacock........................................................................ Director	1.00 .......................	X					0	0	0
(104) Manuel J Perez de la Mesa........................................................................ Director	1.00 .......................	X					0	0	0
(105) Wolfgang G Pordzik........................................................................ Director	1.00 .......................	X					0	0	0
(106) Randal K Quarles........................................................................ Director	1.00 .......................	X					0	0	0
(107) Jeffrey K Rageth........................................................................ Director	1.00 .......................	X					0	0	0
(108) Martin H Richenhagen........................................................................ Director	1.00 .......................	X					0	0	0
(109) Joseph M Rigby........................................................................ Director	1.00 .......................	X					0	0	0
(110) James H Roberts........................................................................ Director	1.00 .......................	X					0	0	0
(111) Tchad Robinson........................................................................ Director	1.00 .......................	X					0	0	0
(112) James E Rogers........................................................................ Director	1.00 .......................	X					0	0	0
(113) Matthew K Rose........................................................................ Director	1.00 .......................	X					0	0	0
(114) John Ruan III........................................................................ Chair Comp Comm/Director	1.00 .......................	X	X				0	0	0
(115) Edward B Rust Jr........................................................................ Chair Exec Comm/Director	1.00 .......................	X	X				0	0	0
(116) David T Seaton........................................................................ Director	1.00 .......................	X					0	0	0
(117) Gerald L Shaheen........................................................................ Senior Council/Director	1.00 .......................	X	X				0	0	0
(118) Donald J Shepard........................................................................ Senior Council/Director	1.00 .......................1.00	X	X				0	0	0
(119) Rajendra Singh........................................................................ Director	1.00 .......................	X					0	0	0
(120) Suzanne Sitherwood........................................................................ Director	1.00 .......................	X					0	0	0
(121) Christel Slaughter PhD........................................................................ Director	1.00 .......................	X					0	0	0
(122) Edgar L Smith Jr........................................................................ Director	1.00 .......................	X					0	0	0
(123) Paul S Speranza Jr........................................................................ Senior Council/Director	1.00 .......................	X	X				0	0	0
(124) Eric A Spiegel........................................................................ Director	1.00 .......................	X					0	0	0
(125) James A Squires........................................................................ Director	1.00 .......................	X					0	0	0
(126) Charles R Stamp Jr........................................................................ Director	1.00 .......................	X					0	0	0
(127) Donald J Sterhan........................................................................ Director	1.00 .......................	X					0	0	0
(128) Richard K Studley........................................................................ Director	1.00 .......................	X					0	0	0
(129) Frank Sullivan........................................................................ Director	1.00 .......................	X					0	0	0
(130) Brandon W Sweitzer........................................................................ Director	1.00 .......................	X					0	0	0
(131) Thomas J Tauke........................................................................ Director	1.00 .......................	X					0	0	0
(132) Richard J Tobin........................................................................ Director	1.00 .......................	X					0	0	0
(133) Mark S Towe........................................................................ Director	1.00 .......................	X					0	0	0
(134) Leon Trammell........................................................................ Director	1.00 .......................	X					0	0	0
(135) Mick Truitt........................................................................ Director	1.00 .......................	X					0	0	0
(136) Robert N Trunzo........................................................................ Director	1.00 .......................	X					0	0	0
(137) Harold Turner Jr........................................................................ Director	1.00 .......................	X					0	0	0
(138) Steve Van Andel........................................................................ Chairman/Director	1.00 .......................	X	X				0	0	0
(139) Stephen R Van Meter........................................................................ Director	1.00 .......................	X					0	0	0
(140) Frank L VanderSloot........................................................................ Reg Vice Chair Northwest/Director	1.00 .......................	X	X				0	0	0
(141) Roland H Vaughan........................................................................ Director	1.00 .......................	X					0	0	0
(142) LeRoy Walker Jr........................................................................ Director	1.00 .......................	X					0	0	0
(143) Edward Wanandi........................................................................ Reg Vice Chair Great Lakes/Director	1.00 .......................	X	X				0	0	0
(144) Mark E Watson III........................................................................ Director	1.00 .......................	X					0	0	0
(145) Robert C Weber........................................................................ Director	1.00 .......................	X					0	0	0
(146) Ronald E Weinberg........................................................................ Director	1.00 .......................	X					0	0	0
(147) Thomas J Wilson........................................................................ Director	1.00 .......................	X					0	0	0
(148) Christopher C Womack........................................................................ Director	1.00 .......................	X					0	0	0
(149) Joan Woodward........................................................................ Director	1.00 .......................	X					0	0	0
(150) James M Wordsworth........................................................................ Director	1.00 .......................	X					0	0	0
(151) Lily Fu Claffee........................................................................ SVP, USCC; SVP, Gnrl Couns & CLO; EVP, NCLC	40.00 .......................5.00		X				1,136,041	0	26,123
(152) Stan M Harrell........................................................................ SVP, USCC; SVP, CFO and CIO	40.00 .......................5.00		X				772,188	0	35,083
(153) David C Chavern........................................................................ EVP, USCC; Chief Operating Officer	40.00 .......................5.00			X			1,739,493	0	32,185
(154) Shannon DiBari........................................................................ SVP, USCC; SVP and CAO	40.00 .......................4.00			X			731,464	0	-34,862
(155) Robert B Josten........................................................................ EVP, USCC; EVP, Government Affairs	40.00 .......................			X			2,068,853	0	21,492
(156) Agnes Warfield-Blanc........................................................................ SVP, USCC; SVP, Dev & Fund; ED, Fund, USCCF	40.00 .......................			X			3,135,605	0	50,036
(157) Myron A Brillant........................................................................ EVP, USCC; EVP & Head of Int'l; ED, USCCF Dev	40.00 .......................1.00				X		1,326,184	0	7,268
(158) Thomas J Collamore........................................................................ SVP, USCC; SVP, Comm & Strategy, Cnsl to Pres	40.00 .......................				X		1,242,685	0	53,838
(159) Karen A Harbert........................................................................ SVP, USCC; Pres & CEO, Energy Inst	40.00 .......................				X		981,770	0	48,218
(160) David T Hirschmann........................................................................ SVP, USCC; Pres & CEO, CCMC & GIPC; ED, USCCF Dev	40.00 .......................				X		1,174,365	0	-22,607
(161) James W Robinson........................................................................ SVP, USCC; Counselor to the Pres	40.00 .......................				X		759,053	0	37,316
(162) Daniel Christman........................................................................ Former Key Employee	22.00 .......................					X	156,000	0	-16,800
(163) Robert J Engstrom........................................................................ Former Key Employee	40.00 .......................					X	509,773	0	851

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	21,371,893	0	239,194

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

165

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
Integrated Web Strategy LLC5330 N12TH StreetPhoenixAZ85014	Web based mkting, PR, & Mbrshp svcs	2,208,823
Hunton & WilliamsPO Box 405759AtlantaGA303845759	Strategic consulting	1,855,677
Something Else Strategies LLC112 Lantern Ridge DriveEasleySC29642	Advertising services	1,049,800
Lockton Companies LLCPO Box 415840BostonMA02241	Insurance brokerage services	832,024
Adfero Group LLC1666 K St NWWashingtonDC200061259	Advertising & strategic svcs	709,250
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 72

Form 990 (2013)

Page 9

Part VIII

Statement of Revenue

Check if Schedule O contains a response or note to any line in this Part VIII .............

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

f	All other contributions, gifts, grants, and similar amounts not included above1f		155,989,771

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			155,989,771
			Business Code
2a	Sponsorships/royalties		711190	1,053,889	1,053,889
b	Meetings		900099	411,731	411,731
c	Publication sales		511190	359,368	359,368
d	Advertising		541800	284,500		284,500
e	Sales promotion effort		900099	45,000		45,000
f	All other program service revenue .			24,067	24,067
g	Total. Add lines 2a–2f........			2,178,555
3	Investment income (including dividends, interest, and other similar amounts).......			5,637			5,637
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........			119			119
		(i) Real	(ii) Personal
6a	Gross rents	161,009	93,835
b	Less: rental expenses	0	93,835
c	Rental income or (loss)	161,009	0
d	Net rental income or (loss).......			161,009			161,009
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses
c	Gain or (loss)
d	Net gain or (loss)..........
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..
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...
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..
Miscellaneous Revenue			Business Code
11a	Affiliate admin charge		561000	6,585,222	6,585,222
b	Miscellaneous revenue		900099	9,861	9,861
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			6,595,083
12	Total revenue. See Instructions......			164,930,174	8,444,138	329,500	166,765

Form 990 (2013)

Page 10

Part IX

Statement of Functional Expenses

Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX ...............

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.		(A) Total expenses
1	Grants and other assistance to governments and organizations in the United States. See Part IV, line 21
2	Grants and other assistance to individuals in the United States. See Part IV, line 22
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16
4	Benefits paid to or for members
5	Compensation of current officers, directors, trustees, and key employees ....	15,169,373
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....
7	Other salaries and wages	54,467,667
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	11,684,297
9	Other employee benefits .......	2,194,270
10	Payroll taxes ...........	3,820,647
11	Fees for services (non-employees):
a	Management ......	1,344,704
b	Legal .........	1,396,683
c	Accounting ...........	567,502
d	Lobbying ...........	12,282,199
e	Professional fundraising services. See Part IV, line 17	1,050,752
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........	10,333,694
12	Advertising and promotion ....	3,572,316
13	Office expenses .......	5,615,941
14	Information technology ......	8,132,518
15	Royalties ..
16	Occupancy ...........	6,099,102
17	Travel ............	9,486,038
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....	5,088,020
20	Interest ...........	802,894
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	2,793,671
23	Insurance ..............
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	Contr to affiliates	3,105,596
b	Contr to other orgs	2,114,317
c	Bad debt expense	816,070
d	Taxes	33,950
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	161,972,221
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 (2013)

Page 11


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			29,473,560	1	34,978,145
2	Savings and temporary cash investments .........				2	2,861,857
3	Pledges and grants receivable, net ...........			30,562,131	3	39,236,011
4	Accounts receivable, net .............			46,595	4	34,304
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
					5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
					6
7	Notes and loans receivable, net .............				7
8	Inventories for sale or use ..............				8
9	Prepaid expenses and deferred charges ..........			1,339,223	9	2,095,348
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	43,127,175
b	Less: accumulated depreciation .....	10b	27,710,800	17,997,681	10c	15,416,375
11	Investments—publicly traded securities ..........			2,444	11	2,444
12	Investments—other securities. See Part IV, line 11 .....				12
13	Investments—program-related. See Part IV, line 11 .....				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........				15
16	Total assets. Add lines 1 through 15 (must equal line 34)......			79,421,634	16	94,624,484
17	Accounts payable and accrued expenses .........			20,231,208	17	23,437,890
18	Grants payable .................				18
19	Deferred revenue ................			750	19	79,417
20	Tax-exempt bond liabilities .............				20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..				21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........				22
23	Secured mortgages and notes payable to unrelated third parties ..			16,540,625	23	15,521,769
24	Unsecured notes and loans payable to unrelated third parties ....				24
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....................			101,266,416	25	84,849,215
26	Total liabilities. Add lines 17 through 25.........			138,038,999	26	123,888,291
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			-127,140,984	27	-109,015,423
28	Temporarily restricted net assets ...........			68,523,619	28	79,751,616
29	Permanently restricted net assets ...........				29
	Organizations that do not follow SFAS 117 (ASC 958), 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 ...........			-58,617,365	33	-29,263,807
34	Total liabilities and net assets/fund balances ........			79,421,634	34	94,624,484

Form 990 (2013)

Page 12

Part XI

Reconcilliation of Net Assets

Check if Schedule O contains a response or note to any line in this Part XI ..............

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

164,930,174

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

161,972,221

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

2,957,953

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

-58,617,365

Net unrealized gains (losses) on investments ...............

Donated services and use of facilities .................

Investment expenses .....................

Prior period adjustments .....................

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

26,395,605

Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))

-29,263,807

Part XII

Financial Statements and Reporting

Check if Schedule O contains a response or note to any line 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?

If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:

Separate basis Consolidated basis Both consolidated and separate basis

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

Yes

If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:

Separate basis Consolidated basis Both consolidated and separate basis

If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?

Yes

If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.

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 (2013)

Form 990, Special Condition Description:

Special Condition Description

Additional Data

Software ID:
Software Version:

- TIN:

Schedule B
(Form 990, 990-EZ,
or 990-PF)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Name of the organization

Chamber of Commerce of the USA

Employer identification number

53-0045720

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II.

Special Rules

For a section 501(c)(3) organization filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi) and received from any one contributor, during the year, a contribution of the
greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For a section 501(c)(7), (8), or (10) organization filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 for use exclusively for religious, charitable,
scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and
III.

For a section 501(c)(7), (8), or (10) organization filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions for use exclusively for religious, charitable, etc., purposes, but these contributions did
not total more than $1,000. If this box is checked, enter here the total contributions that were received during
the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule
applies to this organization because it received nonexclusively religious, charitable, etc., contributions of $5,000 or more
during the year ......................... Arrow Bullet

Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Page 2

Name of organization Chamber of Commerce of the USA

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	RESTRICTED RESTRICTED RESTRICTED RESTRICTED, RESTRICTEDRESTRICTED	$RESTRICTED	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Page 3

Name of organization Chamber of Commerce of the USA

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Page 4

Name of organization
Chamber of Commerce of the USA

Employer identification number

53-0045720

Part III

Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
that total more than $1,000 for the year. Complete columns (a) through (e) and the following line entry.
For organizations completing Part III, enter the total of exclusively religious, charitable, etc.,
contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet

$
Use duplicate copies of Part III if additional space is needed.

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

For Organizations Exempt From Income Tax Under section 501(c) and section 527
SchCMd Bullet

Complete if the organization is described below. SchCMd Bullet

Attach to Form 990 or Form 990-EZ.
SchCMd Bullet

See separate instructions. SchCMd Bullet

Information about Schedule C (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public
Inspection

If the organization answered "Yes" to Form 990, Part IV, Line 3, or Form 990-EZ, Part V, line 46 (Political Campaign Activities), then
Round Bullet

Section 501(c)(3) organizations: Complete Parts I-A and B. Do not complete Part I-C.
Round Bullet

Section 501(c) (other than section 501(c)(3)) organizations: Complete Parts I-A and C below. Do not complete Part I-B.
Round Bullet

Section 527 organizations: Complete Part I-A only.
If the organization answered "Yes" to Form 990, Part IV, Line 4, or Form 990-EZ, Part VI, line 47 (Lobbying Activities), then
Round Bullet

Section 501(c)(3) organizations that have filed Form 5768 (election under section 501(h)): Complete Part II-A. Do not complete Part II-B.
Round Bullet

Section 501(c)(3) organizations that have NOT filed Form 5768 (election under section 501(h)): Complete Part II-B. Do not complete Part II-A.
If the organization answered "Yes" to Form 990, Part IV, Line 5 (Proxy Tax) or Form 990-EZ, Part V, line 35c (Proxy Tax), then
Round Bullet

Section 501(c)(4), (5), or (6) organizations: Complete Part III.

Name of the organization

Chamber of Commerce of the USA

Employer identification number

53-0045720

Part I-A

Complete if the organization is exempt under section 501(c) or is a section 527 organization.

Provide a description of the organization’s direct and indirect political campaign activities in Part IV.

Political expenditures .................................... SchCMd Bullet

$ 2,977,539

Volunteer hours ........................................

Part I-B

Complete if the organization is exempt under section 501(c)(3).

Enter the amount of any excise tax incurred by the organization under section 4955 ......... SchCMd Bullet

Enter the amount of any excise tax incurred by organization managers under section 4955 ...... SchCMd Bullet

If the organization incurred a section 4955 tax, did it file Form 4720 for this year? ..............

Yes No

Was a correction made? .........................................

Yes No

If "Yes," describe in Part IV.

Part I-C

Complete if the organization is exempt under section 501(c), except section 501(c)(3).

Enter the amount directly expended by the filing organization for section 527 exempt function activities SchCMd Bullet

$ 2,947,539

Enter the amount of the filing organization's funds contributed to other organizations for section 527 exempt function activities ................................... SchCMd Bullet

$ 30,000

Total exempt function expenditures. Add lines 1 and 2. Enter here and on Form 1120-POL, line 17b.. SchCMd Bullet

$ 2,977,539

Did the filing organization file Form 1120-POL for this year? ..........................

Yes No

Enter the names, addresses and employer identification number (EIN) of all section 527 political organizations to which the filing
organization made payments. For each organization listed, enter the amount paid from the filing organization’s funds. Also enter the amount of political contributions received that were promptly and directly delivered to a separate political organization, such as a separate segregated fund or a political action committee (PAC). If additional space is needed, provide information in Part IV.

(a) Name	(b) Address	(c) EIN	(d) Amount paid from filing organization's funds. If none, enter -0-.
(1) Republican State Leadership Committee	1201 F ST NW Washington,DC20004	05-0532524	30,000

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2013

Page 2

Part II-A

Complete if the organization is exempt under section 501(c)(3) and filed Form 5768 (election under section 501(h)).

A Check SchCMd Bullet

if the filing organization belongs to an affiliated group (and list in Part IV each affiliated group member's name, address, EIN, expenses, and share of excess lobbying expenditures).
B Check SchCMd Bullet

if the filing organization checked box A and "limited control" provisions apply.

Limits on Lobbying Expenditures (The term "expenditures" means amounts paid or incurred.)		(b) Affiliated group totals
1a	Total lobbying expenditures to influence public opinion (grass roots lobbying) ......
b	Total lobbying expenditures to influence a legislative body (direct lobbying) .......
c	Total lobbying expenditures (add lines 1a and 1b) ...................
d	Other exempt purpose expenditures ........................
e	Total exempt purpose expenditures (add lines 1c and 1d) ...............
f	Lobbying nontaxable amount. Enter the amount from the following table in both columns.
	If the amount on line 1e, column (a) or (b) is:The lobbying nontaxable amount is:
	Not over $500,00020% of the amount on line 1e.
	Over $500,000 but not over $1,000,000$100,000 plus 15% of the excess over $500,000.
	Over $1,000,000 but not over $1,500,000$175,000 plus 10% of the excess over $1,000,000.
	Over $1,500,000 but not over $17,000,000$225,000 plus 5% of the excess over $1,500,000.
	Over $17,000,000$1,000,000.

g	Grassroots nontaxable amount (enter 25% of line 1f) .................
h	Subtract line 1g from line 1a. If zero or less, enter -0-. ................
i	Subtract line 1f from line 1c. If zero or less, enter -0-. ................
j	If there is an amount other than zero on either line 1h or line 1i, did the organization file Form 4720 reporting section 4911 tax for this year? ......................................	Yes No

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) Total

2a	Lobbying nontaxable amount

b	Lobbying ceiling amount (150% of line 2a, column(e))

c	Total lobbying expenditures

d	Grassroots nontaxable amount

e	Grassroots ceiling amount (150% of line 2d, column (e))

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2013

Page 3

Part II-B

Complete if the organization is exempt under section 501(c)(3) and has NOT filed Form 5768 (election under section 501(h)).

For each "Yes" response to lines 1a through 1i below, provide in Part IV a detailed description of the lobbying activity.

(a)

Yes

(b)

Amount

During the year, did the filing organization attempt to influence foreign, national, state or local legislation, including any attempt to influence public opinion on a legislative matter or referendum, through the use of:

Volunteers? .........................................

Paid staff or management (include compensation in expenses reported on lines 1c through 1i)? ....

Media advertisements? ....................................

Mailings to members, legislators, or the public? .........................

Publications, or published or broadcast statements? .......................

Grants to other organizations for lobbying purposes? .......................

Direct contact with legislators, their staffs, government officials, or a legislative body? ........

Rallies, demonstrations, seminars, conventions, speeches, lectures, or any similar means? ......

Other activities? ..........................

Total. Add lines 1c through 1i ...............................

Did the activities in line 1 cause the organization to be not described in section 501(c)(3)? .....

If "Yes," enter the amount of any tax incurred under section 4912 .................

If "Yes," enter the amount of any tax incurred by organization managers under section 4912 .....

If the filing organization incurred a section 4912 tax, did it file Form 4720 for this year? .......

Part III-A

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6).

Yes

Were substantially all (90% or more) dues received nondeductible by members? ................

Did the organization make only in-house lobbying expenditures of $2,000 or less? ................

Did the organization agree to carry over lobbying and political expenditures from the prior year? ..........

Yes

Part III-B

Complete if the organization is exempt under section 501(c)(4), section 501(c)(5), or section 501(c)(6) and if either (a) BOTH Part III-A, lines 1 and 2, are answered "No" OR (b) Part III-A, line 3, is answered “Yes."

Dues, assessments and similar amounts from members .....................

147,389,316

Section 162(e) nondeductible lobbying and political expenditures (do not include amounts of political
expenses for which the section 527(f) tax was paid).

Current year .........................................

52,343,881

Carryover from last year ....................................

-43,873,390

Total ............................................

8,470,491

Aggregate amount reported in section 6033(e)(1)(A) notices of nondeductible section 162(e) dues .

79,764,678

If notices were sent and the amount on line 2c exceeds the amount on line 3, what portion of the excess does the organization agree to carryover to the reasonable estimate of nondeductible lobbying and political expenditure next year? ................................

Taxable amount of lobbying and political expenditures (see instructions) ..............

-71,294,187

Part IV

Supplemental Information

Provide the descriptions required for Part l-A, line 1; Part l-B, line 4; Part l-C, line 5; Part II-A (affiliated group list); Part II-A, line 2; and Part ll-B, line 1. Also, complete this part for any additional information.

Return Reference	Explanation
Part I-A and Part I-C	The Chamber engaged in public education activities in support of its mission, which includes advancing the interests and concerns of business, economic growth, and the free enterprise system. In pursuit of these goals, the Chamber spends funds directly, or works with other organizations with similar missions.

Schedule C (Form 990 or 990EZ) 2013

Additional Data

Software ID:
Software Version:

- 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. SchDMd Bullet

Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

Chamber of Commerce of the USA

Employer identification number

53-0045720

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 section 170(h)(4)(B)(ii)? .......................................

Yes No

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

Part III

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

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

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

Cat. No. 52283D

Schedule D (Form 990) 2013

Page 2

Part III

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

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

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 XIII.

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 XIII 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 XIII. Check here if the explanation has been provided in Part XIII ........

Part V

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

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

Provide the estimated percentage of the current year end balance (line 1g, column (a)) 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 XIII the intended uses of the organization's endowment funds.

Part VI

Land, Buildings, and Equipment. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11a. See Form 990, Part X, line 10.

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................	801,756		801,756
b	Buildings ................	28,271,637	14,939,709	13,331,928
c	Leasehold improvements ............	949,321	892,507	56,814
d	Equipment ................	5,501,913	4,464,804	1,037,109
e	Other .................	7,602,548	7,413,780	188,768
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				15,416,375

Schedule D (Form 990) 2013

Page 3

Part VII

InvestmentsOther Securities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11b. See Form 990, Part X, line 12.

(a) Description of security or category (including name of security)		(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
Other








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

Part VIII

InvestmentsProgram Related. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11c. See Form 990, Part X, line 13.

(a) Description of investment		(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. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11d. 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. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability		(b) Book value
Federal income taxes
Accrued Actuarial Liabilities		48,283,149
Loans from related organizations		13,198,795
Intercompany accounting		23,367,271






Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		84,849,215
2. Liability for uncertain tax positions In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII ..................................................

Schedule D (Form 990) 2013

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......			1	232,879,919
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	1,062,694
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	77,602,202
e	Add lines 2a through 2d .....................			2e	78,664,896
3	Subtract line 2e from line 1.....................			3	154,215,023
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b	10,715,151
c	Add lines 4a and 4b.......................			4c	10,715,151
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	164,930,174

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total expenses and losses per audited financial statements ...........			1	212,169,626
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a	1,062,694
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d	59,849,860
e	Add lines 2a through 2d......................			2e	60,912,554
3	Subtract line 2e from line 1.....................			3	151,257,072
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b	10,715,149
c	Add lines 4a and 4b.......................			4c	10,715,149
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	161,972,221

Part XIII

Supplemental Information

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

Return Reference	Explanation
Part X, Line 2:	FIN 48 footnote from 2013 audit: Management's analysis of uncertain tax positions as required under the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 740, Income Taxes,determined that the Chamber had no uncertain tax positions and as such, no liability has been recorded as of December 31, 2013 and 2012. Management does not anticipate any material changes in this position in the next 12 months. The Chamber is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. Management believes the Chamber is no longer subject to income tax examinations for years prior to 2010.
Part XI, Line 2d - Other Adjustments:	Affiliated org rev consolidated for financial statement purpose $77,508,367 77508367. Rental expenses to line 6b on 990, $93,835 93835. Rounding $2
Part XI, Line 4b - Other Adjustments:	Elimination entries $10,715,149 10715149. Rounding $2 2.
Part XII, Line 2d - Other Adjustments:	Affiliated org exp consolidated for financial statement purpose $59,756,025 59756025. Rental Expenses to line 6b on 990, $93,835 93835.
Part XII, Line 4b - Other Adjustments:	Elimination entries $10,715,149 10715149. Rounding $

Schedule D (Form 990) 2013

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. Right pointing arrow large image

Information about Schedule F (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization
Chamber of Commerce of the USA

Employer identification number

53-0045720

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. (The following Part I, line 3 table can be duplicated if additional space is needed.)

(a) Region		(b) Number of offices in the region	(c) Number of employees, agents, and independent contractors in region	(d) Activities conducted in region (by type) (e.g., fundraising, program services, investments, grants to recipients located in the region)	(e) If activity listed in (d) is a program service, describe specific type of service(s) in region	(f) Total expenditures for and investments in region
	South Asia	1	25	Fundraising and programs services.	Membership benefits.	395,363
	Europe	1	1	Member services in Europe.	Business advocacy in Europe.	507,811
	East Asia and the Pacific	0	0	Seminars and speaking engagements.	Business advocacy in East Asia.	1,081,824
	Europe	0	0	Seminars and speaking engagements.	Business advocacy in Europe.	772,187
	South America	0	0	Seminars and speaking engagements.	Business advocacy in South America.	385,638
	Middle East and North Africa	0	0	Seminars and speaking engagements.	Business advocacy in the Middle East.	133,788
	South Asia	0	0	Seminars and speaking engagements.	Business advocacy in South Asia.	173,590
	North America	0	0	Seminars and speaking engagements.	Business advocacy in North America.	31,510
	Sub Saharan Africa	0	0	Seminars and speaking engagements.	Business advocacy in Sub Saharan Africa.	50,613
	Central America and the Caribbean -	0	0	Seminars and speaking engagements.	Business advocacy in Central America.	24,295
	East Asia and the Pacific	0	25	Program services.	Policy analysis in East Asia.	714,140
	Europe	0	14	Program services.	Policy analysis in Europe.	332,217
	North America	0	7	Program services.	Policy analysis in North America.	171,015
	South America	0	15	Program services.	Policy analysis in South America.	134,638
	Middle East and North Africa -	0	3	Program services.	Policy analysis in Middle East.	17,424
	South Asia	0	3	Program services	Policy analysis in South Asia	15,474
	Sub Saharan Africa	0	2	Program services	Policy analysis in Africa.	6,577
3a	Sub-total .....	2	26			3,481,711
b	Total from continuation sheets to Part I ...	0	69			1,466,393
c	Totals (add lines 3a and 3b)	2	95			4,948,104

For Paperwork Reduction Act Notice, see the Instructions for Form 990.Cat. No. 50082W Schedule F (Form 990) 2013

Schedule F (Form 990) 2013

Page 2

Part II

Grants and Other Assistance to Organizations or Entities Outside the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 15, for any recipient who received more than $5,000. Part II can be duplicated if additional space is needed.

1 (a) Name of organization		(b) IRS code section and EIN (if applicable)	(c) Region	(d) Purpose of grant	(e) Amount of cash grant	(f) Manner of cash disbursement	(g) Amount of 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) 2013

Schedule F (Form 990) 2013Page 3

Part III

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

Part III can be duplicated if additional space is needed.

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

Schedule F (Form 990) 2013

Page 4

Part IV

Foreign Forms

Schedule F (Form 990) 2013

Page 5

Part V

Supplemental Information
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).

ReturnReference	Explanation

Schedule F (Form 990) 2013

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE G (Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information Regarding
Fundraising or Gaming Activities

Complete if the organization answered "Yes" to Form 990, Part IV, lines 17, 18, or 19, or if the organization entered more than $15,000 on Form 990-EZ, line 6a. right arrow

Attach to Form 990 or Form 990-EZ. right arrow

See separate instructions.
right arrow

Information about Schedule G (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization
Chamber of Commerce of the USA

Employer identification number

53-0045720

Part I

Fundraising Activities. Complete if the organization answered "Yes" to Form 990, Part IV, line 17.

Form 990-EZ filers are not required to complete this part.

Indicate whether the organization raised funds through any of the following activities. Check all that apply.

a	Mail solicitations	e	Solicitation of non-government grants
b	Internet and email solicitations	f	Solicitation of government grants
c	Phone solicitations	g	Special fundraising events
d	In-person solicitations

Did the organization have a written or oral agreement with any individual (including officers, directors, trustees

or key employees listed in Form 990, Part VII) or entity in connection with professional fundraising services?

Yes

If "Yes," list the ten highest paid individuals or entities (fundraisers) pursuant to agreements under which the fundraiser is
to be compensated at least $5,000 by the organization.

(i) Name and address of individual or entity (fundraiser)		(ii) Activity	(iii) Did fundraiser have custody or control of contributions?		(iv) Gross receipts from activity	(v) Amount paid to (or retained by) fundraiser listed in col. (i)	(vi) Amount paid to (or retained by) organization
			Yes	No
	Carol Hallett 1615 H ST NW Washington, DC20062	General fundraising		No	7,100,000	354,886	6,745,114
	R James Nicholson 1615 H ST NW Washington, DC20062	General fundraising		No	4,000,000	468,757	3,531,243
	Stacey Lukens 1615 H ST NW Washington, DC20062	General fundraising		No	3,000,000	207,109	2,792,891
	William Dunlap 1615 H ST NW Washington, DC20062	General fundraising		No	100,000	20,000	80,000






Total .................					14,200,000	1,050,752	13,149,248

List all states in which the organization is registered or licensed to solicit contributions or has been notified it is exempt from registration or licensing.

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

Cat. No. 50083H

Schedule G (Form 990 or 990-EZ) 2013

Page 2

Part II

Fundraising Events. Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 of fundraising event contributions and gross income on Form 990-EZ, lines 1 and 6b. List events with gross receipts greater than $5,000.

			(a) Event #1 (event type)	(b) Event #2 (event type)	(c) Other events (total number)	(d) Total events (add col. (a) through col. (c))
	1	Gross receipts . . .
	2	Less: Contributions . .
	3	Gross income (line 1 minus line 2) . . .
	4	Cash prizes . . .
	5	Noncash prizes . .
	6	Rent/facility costs . .
	7	Food and beverages .
	8	Entertainment . . .
	9	Other direct expenses .
	10	Direct expense summary. Add lines 4 through 9 in column (d) ...........
	11	Net income summary. Subtract line 10 from line 3, column (d)...........

Part III

Gaming. Complete if the organization answered "Yes" to Form 990, Part IV, line 19, or reported more than $15,000 on Form 990-EZ, line 6a.

(a) Bingo

(b) Pull tabs/Instant
bingo/progressive bingo

(c) Other gaming

(d) Total gaming (add col.(a) through col.(c))

Gross revenue . . . .

Cash prizes . . . .

Non-cash prizes . . .

Rent/facility costs . . .

Other direct expenses . .

Volunteer labor . . .

	Yes %
	No

	Yes %
	No

	Yes %
	No

Direct expense summary. Add lines 2 through 5 in column (d) ........... right arrow

Net gaming income summary. Subtract line 7 from line 1, column (d) ......... right arrow

Enter the state(s) in which the organization operates gaming activities:

Is the organization licensed to operate gaming activities in each of these states? ............

YesNo

If "No," explain:

10a

Were any of the organization's gaming licenses revoked, suspended or terminated during the tax year? .....

YesNo

If "Yes," explain:

Schedule G (Form 990 or 990-EZ) 2013

Page 3

Does the organization operate gaming activities with nonmembers? .................

YesNo

Is the organization a grantor, beneficiary or trustee of a trust or a member of a partnership or other entity

formed to administer charitable gaming? ..........................

YesNo

Indicate the percentage of gaming activity operated in:

The organization's facility ......................

13a

An outside facility ........................

13b

Enter the name and address of the person who prepares the organization's gaming/special events books and records:

Name

Address

15a

Does the organization have a contract with a third party from whom the organization receives gaming

revenue? ......................................

YesNo

If "Yes," enter the amount of gaming revenue received by the organization right arrow

$ and the

amount of gaming revenue retained by the third party right arrow

$ .

If "Yes," enter name and address of the third party:

Name

Address

Gaming manager information:

Name

Gaming manager compensation right arrow

Description of services provided right arrow

Director/officer Employee Independent contractor

Mandatory distributions:

Is the organization required under state law to make charitable distributions from the gaming proceeds to

retain the state gaming license? ............................

YesNo

Enter the amount of distributions required under state law distributed to other exempt organizations or spent

in the organization's own exempt activities during the tax year right arrow

Part IV

Supplemental Information. Provide the explanations required by Part I, line 2b, columns (iii) and (v), and Part III, lines 9, 9b, 10b, 15b, 15c, 16, and 17b, as applicable. Also complete this part to provide any additional information (see instructions).

Return Reference	Explanation

Schedule G (Form 990 or 990-EZ) 2013

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, line 23.
SchJMediumBullet

Attach to Form 990. SchJMediumBullet

See separate instructions.
SchJMediumBullet

Information about Schedule J (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

Chamber of Commerce of the USA

Employer identification number

53-0045720

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 of 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
directors, trustees, officers, including the CEO/Executive Director, regarding the items checked in line 1a? ..

Yes

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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

Cat. No. 50053T

Schedule J (Form 990) 2013

Page 2

Part II

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

For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (i) and from related organizations, described in the
instructions, on row (ii). Do not list any individuals that are not listed on Form 990, Part VII.
Note. The sum of columns (B)(i)-(iii) for each listed individual must equal the total amount of Form 990, Part VII, Section A, line 1a, applicable column (D) and (E) amounts for that individual.

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(A) Name and Title		(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)Thomas J DonohuePres & CEO/Director	(i) (ii)	1,045,476 0	4,250,000 0	152,943 0	-10,500 0	17,753 0	5,455,672 0	0 0
(2)Greg LebedevDirector/Consultant	(i) (ii)	190,000 0	0 0	0 0	-6,200 0	0 0	183,800 0	0 0
(3)Lily Fu ClaffeeSVP, USCC; SVP, Gnrl Couns & CLO; EV	(i) (ii)	598,164 0	500,000 0	37,877 0	16,575 0	9,548 0	1,162,164 0	0 0
(4)Stan M HarrellSVP, USCC; SVP, CFO and CIO	(i) (ii)	494,763 0	160,000 0	117,425 0	13,400 0	21,683 0	807,271 0	0 0
(5)David C ChavernEVP, USCC; Chief Operating Officer	(i) (ii)	596,606 0	925,000 0	217,887 0	12,600 0	19,585 0	1,771,678 0	0 0
(6)Shannon DiBariSVP, USCC; SVP and CAO	(i) (ii)	395,686 0	200,000 0	135,778 0	-41,300 0	6,438 0	696,602 0	0 0
(7)Robert B JostenEVP, USCC; EVP, Government Affairs	(i) (ii)	596,172 0	975,000 0	497,681 0	4,100 0	17,392 0	2,090,345 0	0 0
(8)Agnes Warfield-BlancSVP, USCC; SVP, Dev & Fund; ED, Fund	(i) (ii)	714,054 0	2,200,000 0	221,551 0	26,775 0	23,261 0	3,185,641 0	0 0
(9)Myron A BrillantEVP, USCC; EVP & Head of Int'l; ED,	(i) (ii)	442,173 0	650,000 0	234,011 0	-16,600 0	23,868 0	1,333,452 0	0 0
(10)Thomas J CollamoreSVP, USCC; SVP, Comm & Strategy, Cns	(i) (ii)	490,251 0	675,000 0	77,434 0	26,775 0	27,063 0	1,296,523 0	0 0
(11)Karen A HarbertSVP, USCC; Pres & CEO, Energy Inst	(i) (ii)	420,568 0	500,000 0	61,202 0	26,775 0	21,443 0	1,029,988 0	0 0
(12)David T HirschmannSVP, USCC; Pres & CEO, CCMC & GIPC;	(i) (ii)	398,013 0	600,000 0	176,352 0	-26,700 0	4,093 0	1,151,758 0	0 0
(13)James W RobinsonSVP, USCC; Counselor to the Pres	(i) (ii)	325,210 0	300,000 0	133,843 0	29,900 0	7,416 0	796,369 0	0 0
(14)Daniel ChristmanFormer Key Employee	(i) (ii)	156,000 0	0 0	0 0	-16,800 0	0 0	139,200 0	0 0
(15)Robert J EngstromFormer Key Employee	(i) (ii)	275,093 0	200,000 0	34,680 0	-12,200 0	13,051 0	510,624 0	0 0

Schedule J (Form 990) 2013

Page 3

Part III

Supplemental Information

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

Return Reference

Explanation

Part I, Line 1a

Charter air travel is provided to three of the executives, non board members, listed, a portion of which is treated as taxable compensation. First class business travel is available to the President/CEO, and designated employees. Ten of the executives listed in Part VII of the core form utilized first class travel at least once. Travel for companions is available for business purposes only, when companions are invited and expected to attend. Seven of the executives listed in Part VII of the core form utilized travel for companions at least once. None of these are treated as taxable benefits. Gross up payments are added to supplemental pension benefits. These benefits are reported as taxable benefits and are available to all employees with compensation exceeding the ERISA limit. Social club dues are available to six of the executives listed in Part VII of the core form for business use only. They are not treated as taxable benefits. Chauffeur services are available to two of the executives listed in Part VII of the core form for business use only. They are not treated as taxable benefits.

Part I, Line 4b

Supplemental Pension list: Robert Bruce Josten 494,741 Agnes Warfield 218,611 David Chavern 217,887 Myron Brilliant 231,071 David Hirschmann 173,412 Shannon DiBari 132,843 James Robinson 130,903 Stan Harrell 114,485 Thomas Collamore 74,494 Karen Harbert 58,262 Lily Fu Claffee 34,937 The Supplemental Pension Plan provides cash payments to participants based on a formula that coordinates with the benefits that cannot be paid by the Retirement Plan due to the qualified plan pay cap under the law. These benefits are calculated and paid annually; there is no deferred component.

Schedule J (Form 990) 2013

Additional Data

Software ID:
Software Version:

- TIN:

Schedule L
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Transactions with Interested Persons

Complete if the organization answered
"Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c,
or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet

Attach to Form 990 or Form 990-EZ. MediumBullet

See separate instructions.
MediumBullet

Information about Schedule L (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

Chamber of Commerce of the USA

Employer identification number

53-0045720

Part I

Excess Benefit Transactions (section 501(c)(3) and section 501(c)(4) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.

1(a) Name of disqualified person	(c) Description of transaction	(d) Corrected?
1(a) Name of disqualified person	(c) Description of transaction	Yes	No

Enter the amount of tax incurred by organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image

Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ....... Bullet Image

Part II

Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22

(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	(d) Loan to or from the organization?		(e)Original principal amount	(f)Balance due	(g) In default?		(h) Approved by board or committee?		(i)Written agreement?
(a) Name of interested person	(b) Relationship with organization	(c) Purpose of loan	To	From	(e)Original principal amount	(f)Balance due	Yes	No	Yes	No	Yes	No






Total ...... $

Part III

Grants or Assistance Benefitting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of assistance	(d) Type of assistance	(e) Purpose of assistance

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

Cat. No. 50056A

Schedule L (Form 990 or 990-EZ) 2013

Page 2

Part IV

Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.

(a) Name of interested person	(b) Relationship between interested person and the organization	(c) Amount of transaction	(d) Description of transaction	(e) Sharing of organization's revenues?
(a) Name of interested person		(c) Amount of transaction	(d) Description of transaction	Yes	No
(1) Spencer Stuart	Kevin M Connelly (Board member and an officer of Spencer Stuart)	465,118	See Part V Executive search consulting services		No
(2) PEPCO Holdings	Joseph M Rigby (Board member and an officer of Pepco)	428,847	See Part V Electricity bills		No
(3) Leading Authorities	Mark French (Board member and an officer of Leading Authorities)	224,482	See Part V Provide speaker services.		No

Part V

Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).

Return Reference	Explanation

Schedule L (Form 990 or 990-EZ) 2013

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.
MediumBullet

Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public
Inspection

Name of the organization

Chamber of Commerce of the USA

Employer identification number

53-0045720

Return Reference	Explanation
Form 990, Part VI, Section A, line 2	Thomas J Donohue, William G Little, and Paul J Klaasen all served on the Sunrise Senior Living Board in 2013. David Chavern and Donald J Shepard both served on the Aegon USA Board together in 2013.
Form 990, Part VI, Section B, line 11	In accordance with the Audit Committee charter, the draft Form 990 was provided in advance to the Audit Committee members, and reviewed individually with each member prior to filing. The Audit Committee performs this function pursuant to a delegation from the Board of Directors. The board receives the most recently completed tax return at each of its regularly scheduled meetings.
Form 990, Part VI, Section B, line 12c	We annually notify staff of the Standards of Conduct and Ethics policy, which includes a requirement that any transaction or relationship that is reasonably expected to give rise to an actual or apparent conflict of interest be brought to the attention of a supervisor, a senior manager in the Human Resources department or the Office of General Counsel. In addition, we issue an annual written questionnaire to all members of the board of directors asking for information on potential conflicts of interest, which is gathered by the chief financial officer. All reports of potential conflicts will be evaluated by the Chief Legal Officer and General Counsel, who serves as the Chamber's Ethics Officer, in consultation with other senior management and staff, as appropriate. Any conflicts of interest involving board members or staff that cannot be resolved in accordance with the Chamber's conflicts policies shall be elevated to the Chair of the Chamber's Audit Committee for further consideration and action.
Form 990, Part VI, Section B, line 15	Part VI Question 15a The process for determining the total compensation of the President/CEO is as follows. The President/CEO has a written employment agreement with the Chamber. Total compensation is reviewed annually by an independent compensation consultant. The consultant prepares a compensation study primarily utilizing, as available, Form 990s and surveys of comparable organizations with similar responsibilities. Based on this information, total compensation is determined by the U.S. Chamber's Employee Compensation and Benefit Arrangements Committee on an annual basis. Part VI Question 15b The process for determining total compensation for the officers, key employees and highly compensated employees is as follows. For seven individuals, who are direct reports of the President/CEO, total compensation is reviewed annually by an independent compensation consultant. The consultant prepares a compensation study primarily utilizing, as available, Form 990s and surveys of comparable organizations with similar responsibilities. For the remaining four individuals, this consultant provides compensation information based on surveys of comparable organizations with similar positions. Based on this information, total compensation is determined by the President/CEO and the U.S. Chamber of Commerce's Employee Compensation and Benefit Arrangements Committee on an annual basis.
Form 990, Part VI, Section C, line 19	The form 990 is made available to any member of the public who requests a copy. Any requestor is forwarded to the Administrative Director of Finance of the Chamber of Commerce of the USA, who will forward a copy of the document to the requestor. The organization's governing documents, conflict of interest policy, and financial statements are not made available to the public. Form 990, Part IV Question 12 Auditing of financial statements The U.S. Chamber of Commerce is the parent organization in the audited consolidated financial statements of the U.S. Chamber of Commerce. Schedule R lists additional related organizations included in these consolidated financial statements.
Form 990, Part XI, line 9:	Minimum Pension Reserve Liability Adjustment $22,848,112 22848112. Minimum Post Retirement Reserve Liability Adjustment $3,547,494 3547494. Rounding $1 -1.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2013

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" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBullet

Attach to Form 990. MediumBullet

See separate instructions.
MediumBullet

Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

Chamber of Commerce of the USA

Employer identification number

53-0045720

Part I

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

(a) Name, address, and EIN (if applicable) of disregarded entity	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Total income	(e) End-of-year assets	(f) Direct controlling entity
(1) ChamberBiz 1615 H ST NW Washington,DC20062 54-1960202	Small business web portal (inactive)	DC	0	0	Chamber of Commerce of the USA

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 entity?
(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) US Chamber of Commerce Foundation 1615 H St NW Washington,DC20062 46-1561597	Promotes understanding of public affairs issues affecting business	DE	501(c)(3)	7	Chamber of Commerce of the USA	Yes
(2) National Chamber Foundation 1615 H St NW Washington,DC20062 52-6073268	Promotes understanding of public affairs issues affecting business	DC	501(c)(3)	7	Chamber of Commerce of the USA	Yes
(3) Policy Forum Endowment Fund 1615 H St NW Washington,DC20062 45-4612611	Supporting organization for the benefit of NCF	DE	501(c)(3)	11a	National Chamber Foundation	Yes
(4) Business Civic Leadership Center 1615 H St NW Washington,DC20062 52-2246743	The voice of business for social and philanthropic interests	DC	501(c)(3)	7	N/A	Yes
(5) Institute for a Competitive Workforce 1615 H St NW Washington,DC20062 52-1677141	Promotes education and workforce training	DC	501(c)(3)	7	N/A	Yes
(6) Center for International Private Enterprise 1155 15th St NW Washington,DC20005 52-1398742	Promotes democracy through private enterprise and market reform.	DC	501(c)(3)	7	Chamber of Commerce of the USA	Yes

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

Cat. No. 50135Y

Schedule R (Form 990) 2013

Page 2

Part III

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	(h) Disproprtionate allocations?		(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	(j) General or managing partner?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(f) Share of total income	(g) Share of end-of-year assets	Yes	No	(i) Code V-UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(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	(i) Section 512(b)(13) controlled entity?
(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	Yes	No

Schedule R (Form 990) 2013

Page 3

Part V

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

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

Yes

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

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

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) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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

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

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

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

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

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

s 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 related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) National Chamber Foundation	O	9,044	Actual salaries & benefit alloc
(2) National Chamber Foundation	Q	48,374	Alloc amt at 67% disc & act cost
(3) National Chamber Foundation	E	113,776	Calculated interest
(4) Policy Forum Endowment Fund	E	113,472	Calculated interest
(5) Business Civic Leadership Center	B	626,146	Contribution
(6) Institute for a Competitive Workforce	B	2,459,450	Contribution
(7) Institute for a Competitive Workforce	Q	5,484	Alloc amt at 67% disc & act cost
(8) Center for International Private Enterprise	Q	601,188	Reimb for benefits costs
(9) US Chamber of Commerce Foundation	E	222	Calculated interest
(10) US Chamber of Commerce Foundation	N	699,996	Cost allocation discounted 67%
(11) US Chamber of Commerce Foundation	O	4,173,155	Actual salaries & benefit alloc
(12) US Chamber of Commerce Foundation	P	71,896	Allocated costs
(13) US Chamber of Commerce Foundation	Q	680,828	Alloc amt at 67% disc & act cost

Schedule R (Form 990) 2013

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 V?UBI 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 V?UBI amount in box 20 of Schedule K-1 (Form 1065)	Yes	No

Schedule R (Form 990) 2013

Page 5

Part VII

Supplemental Information

Provide additional information for responses to questions on Schedule R (see instructions).

Return Reference	Explanation

Schedule R (Form 990) 2013

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, Return by a U.S. Transferor of Property to a Foreign Corporation (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, Annual Return to Report Transactions with Foreign Trusts and Receipt of Certain Foreign Gifts, and/or Form 3520-A, Annual Information Return of Foreign Trust With a U.S. Owner (see Instructions for Forms 3520 and 3520-A).......................................	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, Information 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