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
KEEP AMERICA BEAUTIFUL INC

Doing Business As

Number and street (or P.O. box if mail is not delivered to street address)
1010 WASHINGTON BLVD
Suite

Room/suite

City or town, state or province, country, and ZIP or foreign postal code
STAMFORD, CT06901

D Employer identification number

13-1761633

E Telephone number

G Gross receipts $ 16,509,181

F Name and address of principal officer:
JENNIFER JEHN
1010 WASHINGTON BLVD
STAMFORD,CT06901

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

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

Website:

WWW.KAB.ORG

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: 1953

M State of legal domicile: CT

Part I

Summary

1	Briefly describe the organization’s mission or most significant activities: KAB'S MISSION IS TO ENGAGE INDIVIDUALS IN TAKING GREATER RESPONSIBILITY FOR IMPROVING THEIR COMMUNITY'S ENVIRONMENTS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	26
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	24
5	Total number of individuals employed in calendar year 2013 (Part V, line 2a) ......	5	55
6	Total number of volunteers (estimate if necessary) .............	6
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	7,744,647	9,327,816
9	Program service revenue (Part VIII, line 2g) .........	360,839	789,746
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	68,066	152,529
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	17,812	-1,194
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	8,191,364	10,268,897
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	2,459,976	3,678,806
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)	3,722,978	3,308,637
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 715,331
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	2,825,357	3,688,428
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	9,008,311	10,675,871
19	Revenue less expenses. Subtract line 18 from line 12.......	-816,947	-406,974
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	8,535,764	8,023,615
21	Total liabilities (Part X, line 26).............	1,167,781	527,513
22	Net assets or fund balances. Subtract line 21 from line 20.....	7,367,983	7,496,102

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: Keep America Beautiful is the nation's leading nonprofit that brings people together to build and sustain vibrant communities. With our national network of community-based affiliates, we work with millions of volunteers who take action in their communities to transform public spaces into beautiful places. Through our programs and public-private partnerships, we engage individuals to take greater responsibility for improving their community's environment.

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 $ 1,331,276 including grants of $ 0 ) (Revenue $ 1,025,762 )
	I Want To Be Recycled Campaign For the first time in 40 years, Keep America Beautiful (KAB) and the Ad Council partnered to launch a breakthrough public service advertising (PSA) campaign designed to raise awareness about a critical social issue: recycling. Despite heightened visibility of public recycling bins and more curbside programs, national recycling rates continue to hover at 34.5 percent. On average, Americans recycle 1.5 pounds out of the 4.4 pounds of trash they generate daily. Clearly, there's an urgent need for consistent messaging and education to raise recycling rates. The "I Want To Be Recycled" campaign aims to motivate Americans to recycle every day. Created by San Francisco-based ad agency Pereira & O'Dell, the campaign illustrates that recyclable materials can be given another life when someone chooses to recycle. This landmark campaign is the only national bilingual multimedia campaign that is raising awareness about the benefits of recycling while providing educational tools and resources on how to recycle and recycle right. The campaign targets sporadic recyclers with the goal to make recycling a daily social norm. Sporadic recyclers are people who recycle the easy stuff, but require more tangible benefits and emotional motivations to make it a habit. The barriers to recycling - lack of convenience; lack of infrastructure; or lack of understanding about what, when and how to recycle right - is readily understood. After exhaustive secondary research and expert interviews, motivation to recycle was identified as the thread tying all the barriers and solutions together. This campaign: makes recycling easier to understand; makes recycling more enjoyable; makes recycling "cool"; makes recycling easier to do; and, as important, makes recycling count on a personal level. Add it all up and it's about making recycling matter on an emotional level, striking that emotional chord - providing the motivation of "let's not be wasteful." When talking with consumers about the barriers and solutions to recycling, the most motivating concept was the actual lifecycle of a product, if recycled. Or said differently: "The Potential of Trash." For example, when you recycle a steel can, it can become a bike. When you recycle a plastic bottle, it can become a bench. This "Potential of Trash" concept appealed to consumers' rational need for facts, while opening their hearts through the emotional and imaginative representation of the product lifecycle. We took this strategic concept of "Potential of Trash" and paired it with a comprehensive educational and informational component - akin to a Recycling 101 course filled with facts and figures. Based on our research, it was evident that there is a strong need for a central, organized destination for recycling information - information about the general process, as well as directions by materials (what to recycle) and location (where to recycle). With this expert knowledge and research in hand, we are well equipped to tackle an old challenge in a new way by revitalizing the "recycling" brand. The campaign's objective is to educate and motivate people to recycle more -- turning recycling into a daily social norm. And the critical call to action: Give Your Garbage Another Life. The campaign artfully shows that recyclable materials can be given another life and become something new when someone chooses to recycle. Showing that a bottle or a can or other materials have dreams to become something new is a very powerful yet simple way to deliver the message. The campaign is called "I Want To Be Recycled," and includes TV, radio, outdoor, online, social and mobile. We have TV and radio spots in both English and Spanish. The English-language campaign directs audiences to IWantToBeRecycled.org, while the new Spanish PSAs drive to Quieroserreciclado.org. Here, people can find information about recycling, including a localized search tool showing nearby recycling locations either at their curbside or their nearest recycling center. Users can also follow the campaign on Facebook, Twitter, YouTube or Tumblr to share their own stories and receive inspirational and educational content about recycling. While the campaign has only been available since July 2013, we know we're gaining huge momentum. The campaign has successfully secured an estimated $23 million in donated media through March 2014. Cities are partnering with us - Austin, Chicago, Akron and Madison, among others. Waste haulers are wrapping their trucks with our campaign. Grocery outlets are putting our "I Want To Be Recycled" logos on their boxes and bags. Our social media campaign is cultivating and engaging a large and growing community of recyclers. National sponsors of the "I Want To Be Recycled" campaign include Alcoa Foundation, American Chemistry Council, Anheuser-Busch, City of Austin, Institute of Scrap Recycling Industries, Nestl Waters North America, Niagara Bottling, Unilever and Waste Management.

4b	(Code: ) (Expenses $ 1,288,440 including grants of $ 1,241,750 ) (Revenue $ 1,340,000 )
	Keep America Beautiful, the Coca-Cola Foundation and the City of Chicago Curbside Recycling: In 2013, KAB partnered with The Coca-Cola Foundation to provide 25,000, 96-gallon recycling roll carts to the City of Chicago to expand opportunities for city residents to conveniently recycle in their homes. From April through October, recycling roll carts were distributed in Chicago's south side and northeast neighborhoods. In the 10 months since the initial delivery of the roll carts, residents recycled nearly 8,000 tons of recyclables with projections indicating an additional 5,700 tons of recyclables being recovered from the roll carts annually. Additionally, KAB is working with the city to use it's "I Want To Be Recycled" public service advertising campaign to raise awareness of the new roll cart recycling program. Moreover, KAB worked with The Coca-Cola Foundation on the 2013 KAB/Coca-Cola Bin Grant Program, which awarded 5,000 recycling bins to 154 different organizations.The bin grant program selected 114 public space grantees with more than 1,800 bins being distributed for use. Forty colleges and universities were awarded more than 1,800 recycling bins for public space areas; with an additional 1,300 smaller six-gallon bins being used in college offices and residence halls. Muskegon Community College in western Michigan used its 40 indoor recycling bins to make recycling available for the first time in its student union and many of its academic buildings, while Timpanogos High School in Orem, Utah, expanded its school recycling program to include cans, bottles and plastic. The City of Dayton, Ohio, chose a different style of bin for use at its community athletic fields where large numbers of beverage containers are generated. With funding from The Coca-Cola Foundation, the grant program is providing convenient recycling opportunities for more than 1 million people on a daily basis.

4c	(Code: ) (Expenses $ 906,247 including grants of $ 833,000 ) (Revenue $ 1,000,000 )
	Lowe's Charitable and Education Foundation: In 2013, Keep America Beautiful received a $1 million donation from the Lowe's Charitable and Educational Foundation to support Keep America Beautiful's mission to build and sustain vibrant communities. This was Lowe's Charitable and Educational Foundation's second $1 million contribution to Keep America Beautiful to engage volunteers to take action to benefit local communities across the country. The Lowe's Charitable and Educational Foundation awarded 75 grants, from $5,000 to $20,000, to Keep America Beautiful affiliates and participating organizations for community improvement projects. Nearly 350 Lowe's Heroes were among the volunteers who donated more than 66,000 hours of service to their local communities through Lowe's-supported projects. Together, Lowe's Charitable and Educational Foundation and Keep America Beautiful completed nearly 500 community improvements projects in 2013. The impact was seen from coast to coast and included: 102,248 pounds of litter collected 13,023 volunteers recruited 205 acres of parks and public land cleaned 39 miles of shoreline, 27 miles of roads and 10 acres of wetlands cleaned 973 trees planted 869,208 flowers and bulbs planted 55 playgrounds restored 174 beautification and community greening projects completed *458 community gardens planted The grant encouraged KAB affiliates to engage with their local Lowe's Heroes program, a company-wide volunteer initiative that offers Lowe's employees the opportunity to work on projects in their own community, thereby furthering KAB's mission of making communities cleaner, greener and safer places to live, work and play. Some 2013 project highlights include: Keep Sevier Beautiful, TN: Gardens at King Library Project Description Grant monies were used to build four community gardens. The gardens are furthering the services provided by the library to the community and offer a new platform for education. Master Gardeners from the community are conducting outdoor classes in the learning garden for different ages through a variety of different programs. The garden nurtures the idea that everyone learns in a different way, reinforcing the text beyond the book to provide substantive experiences for visual or visceral learners. The gardens also enable Sevier County residents to be exposed to fresh vegetables and will allow disadvantaged residents to get fresh vegetables through volunteering. Keep Detroit Beautiful, MI: Baseball Field Renovations Project Description Keep Detroit Beautiful has renovated the four baseball fields at Stoepel Park No. 1 in northwest Detroit. The goal of the project was to make these baseball fields safe and competitive for the 500+ youth who participate in the local baseball league. Renovations included installing a walking path, removing dead trees, installing fencing, re-grading the fields, installing outfield distance signage, creating a Green Infrastructure Plan for the park, and installing bleachers as well as warning tracks in three of the outfields. Clean Kentucky: Kentucky Garden Initiative Project Description The creative initiative consisted of a series of edible and ornamental gardens at three different and very diverse locations: 1) The first location was an educational garden in Louisville associated with the National FFA Organization's "Food for All" campaign, which produces food to be donated to local charities. 2) The second was located in Lexington and this garden serves as an educational laboratory for public and private school students. In addition to vegetable production, this site included educational displays such as beehives, bird and bat habitats, as well as composting. 3) The third location was a USDA "People's Garden" in rural Hodgenville, KY. This tribute garden included both period and modern vegetable plantings and engages many volunteers. Keep Terrebonne Beautiful, LA: Floating Islands Project Description This is Phase II of the "Floating Islands Marsh Creation Project" along Island Road that created 800 linear feet of new protective shoreline. This innovative restoration method proves that shorelines could quickly be restored utilizing recycled material to create floating islands. This project has a major positive impact on the Native American island inhabitants, enabling them continued road access to their homes before and after storm events, as well as positive socio-economic and cultural impacts for local people who engage in subsistence fishing along Island Road. Additionally the project protects the new road, which was built after the last major hurricane.

	(Code: ) (Expenses $ 5,464,695 including grants of $ 1,604,056 ) (Revenue $ 5,697,477 )
	OTHER PROGRAMS

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 5,464,695 including grants of $ 1,604,056 ) (Revenue $ 5,697,477 )
4e	Total program service expenses8,990,658

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 Click to see attachment

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

Yes

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..........

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

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

......

Yes

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

Yes

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

12b

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

14a

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

14a

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

14b

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

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...

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

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

Yes

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... Click to see attachment

Yes

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

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

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

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

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

28a

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

28b

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

28c

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

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

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

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

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

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

35a

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

35a

If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2...

35b

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

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

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 ..

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

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

Yes

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

If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)

Yes

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

If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...

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

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

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

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

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

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

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

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

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

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

Yes

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

Yes

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

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

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

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

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

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

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

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

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

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

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

Yes

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

Yes

Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......

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

Yes

10a

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

10a

Yes

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

10b

11a

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

11a

Yes

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

CT , NY

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

REBECCA LYONS1010 WASHINGTON BLVDSTAMFORDCT06901 (203) 659-3000

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) MATTHEW M MCKENNA........................................................................ PRESIDENT & CEO	40.0 .......................	X	X	215,104	0	707
(2) DREW BECHER........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(3) BARRY H CALDWELL........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(4) AL CAREY........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(5) KATHY CASSO........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(6) GREGORY CRAWFORD........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(7) CAROLYN CRAYTON........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(8) TROY A ELLIS........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(9) PASCAL A FERNANDEZ........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(10) TIMOTHY GARDNER........................................................................ CHAIRMAN	1.0 .......................	X	X	0	0	0
(11) CAREY HAMILTON........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(12) KIM JEFFERY........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(13) ANNE JOHNSON........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(14) BRIAN KELLEY........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(15) CONNIE LIBRENJAK........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(16) BILL MORRISSEY........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(17) BRIAN PEACE........................................................................ DIRECTOR	1.0 .......................	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) ANDY PHAROAH........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(19) ROBERT PHELPS........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(20) HARVEY P SASS........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(21) JOHN ROSENOW........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(22) JILL SCANDRIDGE........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(23) WES SCHULTZ........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(24) THOMAS H TAMONEY JR........................................................................ DIRECTOR/SECRETARY	1.0 .......................	X	X	0	0	0
(25) TOM WALDECK........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(26) HOWARD UNGERLEIDER........................................................................ DIRECTOR	1.0 .......................	X		0	0	0
(27) GAIL CUNNINGHAM........................................................................ SENIOR VICE PRESIDENT	40.0 .......................		X	144,335	0	52,237
(28) REBECCA LYONS........................................................................ CHIEF OPERATING OFFICER	40.0 .......................		X	176,932	0	39,824
(29) SUSAN FOSTER........................................................................ SENIOR VICE PRESIDENT	40.0 .......................		X	167,161	0	55,090
(30) BRENDA PULLEY........................................................................ SENIOR VICE PRESIDENT	40.0 .......................		X	140,094	0	24,939
(31) ANN MARKLEY........................................................................ Senior Vice President	40.0 .......................		X	163,672	0	12,178

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	1,007,298	0	184,975

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

Yes

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

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

Yes

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

Section B. Independent Contractors

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

(A) Name and business address	(B) Description of services	(C) Compensation
CONE COMMUNICATIONS LLC, 885 BOYSTON STBOSTONMA02116	PUBLIC RELATIONS	181,119
SNAP MARKETING LLC, 2561 GOLFVIEW ROADDECORAHIA52101	PUBLIC RELATIONS	154,026



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 2

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		454,250
d	Related organizations...1d
e	Government grants (contributions)1e

f	All other contributions, gifts, grants, and similar amounts not included above1f		8,873,566

g	Noncash contributions included in lines 1a-1f:$		12,018
h	Total. Add lines 1a-1f.......			9,327,816
			Business Code
2a	CERTIFICATION FEES			51,000	51,000
b	PROGRAM SERVICE FEES			107,200	107,200
c	PROGRAM ADMINISTRATIVE FEES			411,500	411,500
d	STATE RECYCLING FEES			15,560	15,560
e	PUBLICATION SALES			19,297	19,297
f	All other program service revenue .			185,189	185,189
g	Total. Add lines 2a–2f........			789,746
3	Investment income (including dividends, interest, and other similar amounts).......			176,897			176,897
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties...........			7,114			7,114
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)	0	0
d	Net rental income or (loss).......			0
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	6,112,885
b	Less: cost or other basis and sales expenses	6,137,253
c	Gain or (loss)	-24,368
d	Net gain or (loss)..........			-24,368			-24,368
8a	Gross income from fundraising events (not including $ 454,250 of contributions reported on line 1c). See Part IV, line 18 ..
	a		87,500
b	Less: direct expenses ...b		103,031
c	Net income or (loss) from fundraising events..			-15,531			-15,531
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...			0
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..			0
Miscellaneous Revenue			Business Code
11a	OTHER INCOME		900099	7,223	7,223
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			7,223
12	Total revenue. See Instructions......			10,268,897	796,969		144,112

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	(B) Program service expenses	(C) Management and general expenses	(D) Fundraising expenses
1	Grants and other assistance to governments and organizations in the United States. See Part IV, line 21	3,678,806	3,678,806
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	0
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16	0
4	Benefits paid to or for members	0
5	Compensation of current officers, directors, trustees, and key employees ....	1,192,273	788,668	230,459	173,146
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....	0
7	Other salaries and wages	1,561,697	1,020,111	257,001	284,585
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	61,532	42,331	11,800	7,401
9	Other employee benefits .......	308,907	220,243	46,009	42,655
10	Payroll taxes ...........	184,228	114,066	40,152	30,010
11	Fees for services (non-employees):
a	Management ......	0
b	Legal .........	34,917	26,828	4,710	3,379
c	Accounting ...........	123,635	87,542	16,473	19,620
d	Lobbying ...........	0
e	Professional fundraising services. See Part IV, line 17	0
f	Investment management fees ......	33,154	0	33,154	0
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........	12,522	7,789	3,045	1,688
12	Advertising and promotion ....	176,835	170,619	500	5,716
13	Office expenses .......	100,746	70,464	16,930	13,352
14	Information technology ......	157,301	132,620	14,175	10,506
15	Royalties ..	0
16	Occupancy ...........	500,766	401,237	46,153	53,376
17	Travel ............	294,504	212,380	49,835	32,289
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......	0
19	Conferences, conventions, and meetings ....	70,920	30,001	36,929	3,990
20	Interest ...........	0
21	Payments to affiliates .......	0
22	Depreciation, depletion, and amortization .....	52,829	40,288	6,477	6,064
23	Insurance ..............	45,894	31,524	5,277	9,093
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	CONSULTANTS	1,765,003	1,647,337	117,666	0
b	PRINTING	75,220	74,566	333	321
c	PREMIUM INCENTIVES	69,013	69,013	0	0
d	DUES & SUBSCRIPTIONS	57,043	36,698	14,317	6,028
e	All other expenses	118,126	87,527	18,487	12,112
25	Total functional expenses. Add lines 1 through 24e	10,675,871	8,990,658	969,882	715,331
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 .............			1,056,746	1	1,287,382
2	Savings and temporary cash investments .........			1,146,128	2	1,695,292
3	Pledges and grants receivable, net ...........			220,500	3	1,431,441
4	Accounts receivable, net .............			0	4	0
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
				0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			0	8	0
9	Prepaid expenses and deferred charges ..........			330,942	9	261,884
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	341,817
b	Less: accumulated depreciation .....	10b	288,914	93,652	10c	52,903
11	Investments—publicly traded securities ..........			5,687,796	11	3,294,713
12	Investments—other securities. See Part IV, line 11 .....			0	12	0
13	Investments—program-related. See Part IV, line 11 .....			0	13	0
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			0	15	0
16	Total assets. Add lines 1 through 15 (must equal line 34)......			8,535,764	16	8,023,615
17	Accounts payable and accrued expenses .........			798,240	17	433,397
18	Grants payable .................			0	18	0
19	Deferred revenue ................			334,541	19	79,533
20	Tax-exempt bond liabilities .............			0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			0	21	0
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................			35,000	25	14,583
26	Total liabilities. Add lines 17 through 25.........			1,167,781	26	527,513
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			3,571,666	27	3,944,543
28	Temporarily restricted net assets ...........			3,796,317	28	3,551,559
29	Permanently restricted net assets ...........			0	29	0
	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 ...........			7,367,983	33	7,496,102
34	Total liabilities and net assets/fund balances ........			8,535,764	34	8,023,615

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

10,268,897

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

10,675,871

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

-406,974

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

7,367,983

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

285,093

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

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

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

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

250,000

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

7,496,102

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 A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.

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

See separate instructions.
right arrow

Information about Schedule A (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

KEEP AMERICA BEAUTIFUL INC

Employer identification number

13-1761633

Part I

Reason for Public Charity Status (All organizations must complete this part.) See instructions.

The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)

A church, convention of churches, or association of churches described in section 170(b)(1)(A)(i).

A school described in section 170(b)(1)(A)(ii). (Attach Schedule E.)

A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)(iii).

A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)(iii). Enter the hospital's name, city, and state:

An organization operated for the benefit of a college or university owned or operated by a governmental unit described in

section 170(b)(1)(A)(iv). (Complete Part II.)

A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v).

An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.)

A community trust described in section 170(b)(1)(A)(vi). (Complete Part II.)

An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross

receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of

its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses

acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)

An organization organized and operated exclusively to test for public safety. See section 509(a)(4).

An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box that describes the type of supporting organization and complete lines 11e through 11h.

Type I

Type II

Type III - Functionally integrated

Type III - Non-functionally integrated

By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).

If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box ..................................................

Since August 17, 2006, has the organization accepted any gift or contribution from any of the
following persons?

(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)

Yes

and (iii) below, the governing body of the supported organization? ................

11g(i)

(ii) A family member of a person described in (i) above? ......................

11g(ii)

(iii) A 35% controlled entity of a person described in (i) or (ii) above? ................

11g(iii)

Provide the following information about the supported organization(s).

(i) Name of supported organization	(ii) EIN	(iv) Is the organization in col. (i) listed in your governing document?		(v) Did you notify the organization in col. (i) of your support?		(vi) Is the organization in col. (i) organized in the U.S.?		(vii) Amount of monetary support
(i) Name of supported organization	(ii) EIN	Yes	No	Yes	No	Yes	No	(vii) Amount of monetary support


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2013

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi)
(Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2009	(b) 2010	(c) 2011	(d) 2012	(e) 2013	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....	9,694,529	8,712,321	7,804,036	7,744,647	9,327,816	43,283,349
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......						0
3	The value of services or facilities furnished by a governmental unit to the organization without charge..						0
4	Total. Add lines 1 through 3	9,694,529	8,712,321	7,804,036	7,744,647	9,327,816	43,283,349
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..						16,219,163
6	Public support. Subtract line 5 from line 4.						27,064,186

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2009	(b) 2010	(c) 2011	(d) 2012	(e) 2013	(f) Total
7	Amounts from line 4..	9,694,529	8,712,321	7,804,036	7,744,647	9,327,816	43,283,349
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	165,340	198,559	290,035	276,125	184,011	1,114,070
9	Net income from unrelated business activities, whether or not the business is regularly carried on..						0
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..	40,703	13,419	15,862	30,432	7,223	107,639
11	Total support (Add lines 7 through 10).						44,505,058

Gross receipts from related activities, etc. (see instructions) ..................

2,860,549

First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization, check this box and stop here................................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2013 (line 6, column (f) divided by line 11, column (f)) .........

60.811 %

Public support percentage for 2012 Schedule A, Part II, line 14 ...............

60.914 %

16a

33 1/3% support test—2013. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2012. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2013. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2012. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions ..................................................... right arrow

Schedule A (Form 990 or 990-EZ) 2013

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 9 of Part I or if the organization failed to qualify under Part II. If the organization fails to qualify under the tests listed below, please complete Part II.)

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2009	(b) 2010	(c) 2011	(d) 2012	(e) 2013	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3	Gross receipts from activities that are not an unrelated trade or business under section 513..
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge..
6	Total. Add lines 1 through 5.
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons...
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public support (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2009	(b) 2010	(c) 2011	(d) 2012	(e) 2013	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here............................................. right arrow

Section C. Computation of Public Support Percentage

Public support percentage for 2013 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2012 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2013 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2012 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2013. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ........ right arrow

33 1/3% support tests—2012. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ..... right arrow

Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions ..... right arrow

Schedule A (Form 990 or 990-EZ) 2013

Page 4

Part IV

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Explanation

Schedule A (Form 990 or 990-EZ) 2013

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

KEEP AMERICA BEAUTIFUL INC

Employer identification number

13-1761633

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 KEEP AMERICA BEAUTIFUL INC

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 KEEP AMERICA BEAUTIFUL INC

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
KEEP AMERICA BEAUTIFUL INC

Employer identification number

13-1761633

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 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

KEEP AMERICA BEAUTIFUL INC

Employer identification number

13-1761633

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 ....	2,448,455	2,192,792	2,220,461	2,066,584	1,679,766
b	Contributions ........		4,941
c	Net investment earnings, gains, and losses	415,689	271,567	-7,856	172,475	400,274
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........
f	Administrative expenses ....	23,106	20,845	19,813	18,598	13,456
g	End of year balance ......	2,841,038	2,448,455	2,192,792	2,220,461	2,066,584

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

Board designated or quasi-endowment SchDMd Bullet

100.000 %

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 .................
b	Buildings ................
c	Leasehold improvements ............
d	Equipment ................	341,817	288,914	52,903
e	Other .................
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				52,903

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		0
DEFERRED COMPENSATION		14,583








Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		14,583
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	10,675,441
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a	285,093
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	121,451
e	Add lines 2a through 2d .....................			2e	406,544
3	Subtract line 2e from line 1.....................			3	10,268,897
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b.......................			4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	10,268,897

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	10,547,322
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d	-128,549
e	Add lines 2a through 2d......................			2e	-128,549
3	Subtract line 2e from line 1.....................			3	10,675,871
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b
c	Add lines 4a and 4b.......................			4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	10,675,871

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
SCHEDULE D, PART X, LINE 2	THE ORGANIZATION FOLLOWS THE FASB'S GUIDANCE ON UNCERTAIN TAX POSITIONS THAT MAY REQUIRE FINANCIAL STATEMENT RECOGNITION. THE ORGANIZATION ANALYZED ITS TAX FILING POSITIONS IN ALL JURISDICTIONS IT IS REQUIRED TO FILE TAX RETURNS, AS WELL AS OPEN TAX YEARS IN THESE JURISDICTIONS. BASED ON THIS REVIEW, NO RESERVES FOR UNCERTAIN TAX POSITIONS WERE REQUIRED TO HAVE BEEN RECORDED IN ACCORDANCE WITH GAAP IN EITHER 2013 OR 2012. IN ADDITION, THE ORGANIZATION DETERMINED THAT IT DID NOT NEED TO RECORD ANY TAX-RELATED INTEREST OR PENALTIES IN EITHER YEAR. THE ORGANIZATION WILL CONTINUE TO REVIEW THE RELEVANT AUTHORITATIVE GUIDANCE AS SUCH RELATES TO ITS FINANCIAL STATEMENTS AND CONCLUSIONS REACHED REGARDING UNCERTAIN TAX POSITIONS, WHICH MAY BE SUBJECT TO REVIEW AND ADJUSTMENT AT A LATER DATE BASED ON ONGOING ANALYSES OF TAX LAWS, REGULATIONS, AND INTERPRETAIONS THEREOF. TO THE EXTENT THAT THE ASSESSMENT OF THE CONCLUSIONS REACHED REGARDING UNCERTAIN TAX POSITION CHANGES, SUCH CHANGE IN ESTIMATE WILL BE RECORDED IN THE PERIOD IN WHICH SUCH DETERMINATION IS MADE.
SCHEDULE D, PART V, LINE #4	THE PURPOSE OF THE FUND IS TO HELP ENSURE THE LONG-TERM CONTINUITY OF KAB AND ITS FUTURE ABILITY TO CARRY OUT ITS CHARITABLE MISSION. THE FUND IS ADMINISTERED BY THE EXECUTIVE COMMITTEE OF THE BOARD IN ACCORDANCE WITH POLICIES ADOPTED BY THE BOARD. AS THE FUND IS BOARD DESIGNATED, THE AMOUNTS ARE INCLUDED IN UNRESTRICTED NET ASSETS. ALL INTEREST AND DIVIDEND EARNINGS ARE REINVESTED INTO THE FUND AS THEY ARE EARNED.
FORM 990, SCH D, PART XI, LINE 2D & PART XII, LINE 2D	$250,000 relates to reversal of deferred revenue that was included in revenue on Form 990 in 2009 but not included in revenue on the audited financial statements until 2013. $128,549 relates to amounts that were allocated to the benefit dinner on the audited financial statements that are not direct expenses of the dinner. this amount has been moved to the fundraising expense column in part ix of the 990. The net amount is $121,451

Schedule D (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
KEEP AMERICA BEAUTIFUL INC

Employer identification number

13-1761633

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)	(iii) Did fundraiser have custody or control of contributions?
	Yes	No










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

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 VISION DINNER (event type)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	541,750	541,750
2	Less: Contributions . .	454,250	454,250
3	Gross income (line 1 minus line 2) . . .	87,500	87,500
4	Cash prizes . . .
5	Noncash prizes . .
6	Rent/facility costs . .	55,889	55,889
7	Food and beverages .
8	Entertainment . . .	125	125
9	Other direct expenses .	47,017	47,017
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........		103,031
11	Net income summary. Subtract line 10 from line 3, column (d)...........		-15,531

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 I
(Form 990)

Department of the Treasury
Internal Revenue Service

Grants and Other Assistance to Organizations,
Governments and Individuals in the United States

Complete if the organization answered "Yes," to Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990
lBullet

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

OMB No. 1545-0047

2013

Open to Public
Inspection

Name of the organization
KEEP AMERICA BEAUTIFUL INC

Employer identification number
13-1761633

Part I

General Information on Grants and Assistance

Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and
the selection criteria used to award the grants or assistance? ....................................

Yes No

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

Part II

Grants and Other Assistance to Governments and Organizations in the United States. Complete if the organization answered "Yes" to
Form 990, Part IV, line 21, for any recipient that received more than $5,000. Part II can be duplicated if additional space is needed.

(a) Name and address of organization or government	(b) EIN	(c) IRC Code section if applicable	(d) Amount of cash grant	(f) Method of valuation (book, FMV, appraisal, other)	(h) Purpose of grant or assistance
(1) Bartlett Arboretum and Gardens 151 Brookdale Road Stamford,CT06903	06-6079591	501(C)(3)	18,000	CASH	Lowes Grant
(2) BoatUs Foundation 147 Old Solomons Island Annapolis,MD21401	54-1156448	501(C)(3)	10,000	CASH	CLPP
(3) Bridging The Gap 1427 W 9th St Kansas City,MO64101	43-1610645	501(C)(3)	18,000	CASH	Lowes Grant
(4) Burlington Recreation Commission 507 Valley Ave Burlington,MD58722	45-0402868	501(C)(3)	18,000	CASH	Lowes Grant
(5) Captain Planet Foundation 133 Luckie St Atlanta,GA30303	58-1959421	501(C)(3)	18,000	CASH	Lowes Grant
(6) Charleston Parks Conservancy P O Box 21000 Charleston,SC29413	20-8375561	501(C)(3)	18,000	CASH	Lowes Grant
(7) City Slicker Farms 1625 16th Street Oakland,CA94607	26-2216581	501(C)(3)	18,000	CASH	LOWES GRANT
(8) City Year Washington DC 1875 Connecticut Ave Washington,DC20009	22-2882549	501(C)(3)	18,000	CASH	Lowes Grant
(9) Clean Kentucky 200 Fair Oaks Lane Frankfort,KY40601	61-0600439	501(C)(3)	18,000	CASH	Lowes Grant
(10) DOWNTOWN CLEVELAND ALLIANCE 55 Public Square CLEVELAND,OH44115	20-4254904	501(C)(3)	6,000	CASH	CLPP
(11) Friends of the National Forests & Glasslands PO Box 631512 Nacogdoches,TX75963	26-3822165	501(C)(3)	18,000	CASH	Lowes Grant
(12) KAB OF NASH & EDGECOMBE COUNTIES P O Box 1180 Rocky Mount,NC27802	56-6001323	501(C)(3)	6,000	CASH	CLPP
(13) KEEP AKRON BEAUTIFUL 850 E MARKET ST AKRON,OH44305	34-1341298	501(C)(3)	18,000	CASH	Lowes Grant
(14) KEEP ATHENS-LIMESTONE BEAUTIFUL P O Box 1089 ATHENS,AL35612	63-0736502	501(C)(3)	18,000	CASH	Lowes Grant
(15) KEEP AUSTIN BEAUTIFUL 55 North I 35 AUSTIN,TX78702	74-2387512	501(C)(3)	6,000	CASH	Special Pass Through Grant (SXSW Grant)
(16) Keep Broward Beautiful 115 S Andrews Ave Fort Lauderdale,FL33301	59-0000531	501(C)(3)	9,000	CASH	WM Think Green Grant
(17) KEEP BRUNSWICK COUNTY BEAUTIFUL P O Box 249 BOLIVIA,NC28422	30-0384879	501(C)(3)	18,000	CASH	Lowes Grant
(18) KEEP BULLOCH BEAUTIFUL 17315 Highway 301 N STATESBORO,GA30458	58-6000789	501(C)(3)	18,000	CASH	Lowes Grant
(19) KEEP CHARLOTTE BEAUTIFUL 600 East Trade St Charlotte,NC28202	56-6000221	501(C)(3)	9,000	CASH	WM Think Green Grant
(20) KEEP CHICAGO BEAUTIFUL 25 E WASHINGTON CHICAGO,IL60602	36-3529780	501(C)(3)	20,000	CASH	Bin Grant
(21) KEEP CINCINNATI BEAUTIFUL 801 PLUM STREET CINCINNATI,OH45202	31-0948219	501(C)(3)	18,000	CASH	Lowes Grant
(22) Keep Clinton Beautiful 527 Springridge Rd Clinton,MS39056	64-6000260	501(C)(3)	9,000	CASH	WM Think Green Grant
(23) Keep Detroit Beautiful 19800 Grand River Ave Detroit,MI48223	38-2885952	501(C)(3)	27,000	CASH	VARIOUS
(24) Keep Fayetteville Beautiful Arkansas 113 W Mountain Street Fayetteville,AR72701	71-6018462	501(C)(3)	10,000	CASH	UPS Community Tree Planting Grant
(25) KEEP GENESSEE COUNTY BEAUTIFUL 1509 E Court St Flint,MI48503	38-1359516	501(C)(3)	18,000	CASH	Lowes Grant
(26) KEEP GLENDALE BEAUTIFUL 633 East Broadway Ave GLENDALE,CA91206	26-0253365	501(C)(3)	18,000	CASH	Lowes Grant
(27) Keep Greenville Beautiful 1500 Beatty St GREENVILLE,NC27834	75-3251895	501(C)(3)	18,000	CASH	Lowes Grant
(28) Keep Greenwood County Beautiful 110 Phoenix Street Greenwood,SC29646	57-1091636	501(C)(3)	18,000	CASH	Lowes Grant
(29) KEEP INDIANAPOLIS BEAUTIFUL 1029 Fletcher Ave Indianapolis,IN46203	31-1005792	501(C)(3)	18,000	CASH	Lowes Grant
(30) KEEP KANSAS CITY BEAUTIFUL 1427 W 9th Street KANSAS CITY,MO64101	43-1610645	501(C)(3)	18,000	CASH	Lowes Grant
(31) KEEP LEE COUNTY BEAUTIFUL P O BOX 9244 FORT MEYERS,FL33902	59-2977558	501(C)(3)	23,000	CASH	VARIOUS
(32) KEEP MCALLEN BEAUTIFUL PO Box 220 McAllen,TX78505	74-2690768	501(C)(3)	18,000	CASH	Lowes Grant
(33) KEEP MESQUITE BEAUTIFUL PO BOX 850137 MESQUITE,TX75185	75-2254312	501(C)(3)	18,000	CASH	LOWES GRANT
(34) Keep Michigan Beautiful Inc 1094 Grayton Grosse Pointe Park,MI48230	38-1842114	501(C)(3)	10,000	CASH	CLPP
(35) KEEP OAKLAND BEAUTIFUL P O Box 3469 OAKLAND,CA94609	94-2750152	501(C)(3)	14,000	CASH	VARIOUS
(36) KEEP OHIO BEAUTIFUL INC PO BOX 13135 Fairlawn,OH44334	31-1775229	501(C)(3)	10,000	CASH	VARIOUS
(37) KEEP PENNSYLVANIA BEAUTIFUL 105 West 4th St Greensburg,PA15601	25-1645291	501(C)(3)	33,000	CASH	VARIOUS
(38) KEEP PHILADELPHIA BEAUTIFUL 100 N 20th St PHILADELPHIA,PA19103	22-2694769	501(C)(3)	9,000	CASH	WM Think Green Grant
(39) Keep Pike County Beautiful P O Box 2161 McComb,MS39649	02-0667694	501(C)(3)	9,000	CASH	WM Think Green Grant
(40) KEEP SOUTHWEST VIRGINIA BEAUTIFUL P O Box 2359 Abingdon,VA24212	27-2294945	501(C)(3)	18,000	CASH	Lowes Grant
(41) Keep Tampa Bay Beautiful P O Box 2104 Tampa,FL33601	59-3156012	501(C)(3)	18,000	CASH	Lowes Grant
(42) Keep Terrebonne Beautiful 2715 Bayou Dularge Rd Theriot,LA70397	68-0507302	501(C)(3)	18,000	CASH	Lowes Grant
(43) KEEP TEXAS BEAUTIFUL 8850 Business Park Dr AUSTIN,TX78759	74-7055759	501(C)(3)	18,000	CASH	Lowes Grant
(44) KEEP TUPELO BEAUTIFUL 71 East Troy Tupelo,MS38801	64-6001140	501(C)(3)	18,000	CASH	Lowes Grant
(45) Keep Virginia Beautiful P O Box 73503 Richmond,VA23235	54-0831204	501(C)(3)	24,000	CASH	VARIOUS
(46) Keep Westmoreland County Beautiful 226 Donohue Road Greensburg,PA15601	20-3253257	501(C)(3)	23,000	CASH	VARIOUS
(47) KEEP WINSTON-SALEM BEAUTIFUL 650 Rams Drive WINSTONSALEM,NC27101	58-1394451	501(C)(3)	18,000	CASH	WM Think Green Grant
(48) Lantrip Elementary Lantrip Blooms 100 Telephone Road Houston,TX77023	74-6001255	501(C)(3)	18,000	CASH	Lowes Grant
(49) Mayor's Fund of New York City 125 WORTH ST NEW YORK,NY10013	13-6400434	501(c)(3)	14,000	CASH	VARIOUS
(50) Mount Ranier National Park 55210 238th Avenue East Ashford,WA98304	14-0001849	501(C)(3)	10,000	CASH	GAC Grant
(51) Orange County Coastkeeper 3151 Airway Avenue Costa Mesa,CA92626	33-0847892	501(C)(3)	18,000	CASH	Lowes Grant
(52) Recyclemania Inc 3718 Cate Avenue Knoxville,TN37919	45-2772614	501(C)(3)	7,500	CASH	Support Grant
(53) SHREVEPORT GREEN 3625 SOUTHERN AVE SHREVEPORT,LA71104	72-0970610	501(C)(3)	18,000	CASH	Lowes Grant
(54) Sustainable South Bronx 1231 Lafayette Ave Bronx,NY10474	02-0535999	501(C)(3)	13,500	CASH	Lowes Grant

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

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

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

Cat. No. 50055P

Schedule I (Form 990) 2013

Page 2

Part III

Grants and Other Assistance to Individuals in the United States. Complete if the organization answered "Yes" to Form 990, Part IV, line 22.
Part III can be duplicated if additional space is needed.

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

Part IV

Supplemental Information. Provide the information required in Part I, line 2, Part III, column (b), and any other additional information.

Return Reference

Explanation

SCHEDULE I, PART I LINE 2

KAB PRIMARILY MAKES GRANTS TO ITS AFFILIATE ORGANIZATIONS (BUT NOT EXCLUSIVELY). IN ORDER FOR AN AFFILIATE TO BE ELIGIBLE TO RECEIVE A GRANT, THEY MUST BE DEEMED "IN GOOD STANDING" OR IN COMPLIANCE WITH SPECIFIC KAB REGULATIONS. IN MOST INSTANCES, ONCE A GRANT IS DISTRIBUTED, THE RECIPIENT ORGANIZATION NEEDS TO COMPLETE A REPORT TO INDICATE THAT THE PROCEEDS OF THE GRANT WERE SPENT AS INTENDED AND MEASURE CERTAIN OUTCOMES OR METRICS. IF THE GRANT RECIPIENT CANNOT FULFILL THE GRANT AS INTENDED, THEY WILL RETURN THE PROCEEDS BACK TO KAB.

Schedule I (Form 990) 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

KEEP AMERICA BEAUTIFUL INC

Employer identification number

13-1761633

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....

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? ..

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? .........

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

Yes

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)MATTHEW M MCKENNAPRESIDENT & CEO	(i) (ii)	114,506 0	95,000 0	5,598 0	0 0	707 0	215,811 0	0 0
(2)GAIL CUNNINGHAMSENIOR VICE PRESIDENT	(i) (ii)	144,335 0	0 0	0 0	7,523 0	44,714 0	196,572 0	0 0
(3)REBECCA LYONSCHIEF OPERATING OFFICER	(i) (ii)	151,684 0	25,248 0	0 0	9,037 0	30,787 0	216,756 0	0 0
(4)SUSAN FOSTERSENIOR VICE PRESIDENT	(i) (ii)	167,161 0	0 0	0 0	8,755 0	46,335 0	222,251 0	0 0
(5)BRENDA PULLEYSENIOR VICE PRESIDENT	(i) (ii)	127,382 0	12,712 0	0 0	7,075 0	17,864 0	165,033 0	0 0
(6)ANN MARKLEYSenior Vice President	(i) (ii)	143,672 0	20,000 0	0 0	0 0	12,178 0	175,850 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
SCHEDULE J, LINE 7	BONUSES ARE BASED ON PERFORMANCE. THE PRESIDENT RECOMMENDS THE BONUS AMOUNT FOR OFFICERS (DIRECT REPORTS) AND THE COMPENSATION COMMITTEE CAN EITHER APPROVE OR REVISE THE RECOMMENDED AMOUNTS.

Schedule J (Form 990) 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

KEEP AMERICA BEAUTIFUL INC

Employer identification number

13-1761633

Return Reference	Explanation
FORM 990, PART VI, LINE 15	THE PROCESS FOR DETERMINING COMPENSATION INCLUDES A RECOMMENDATION THAT IS PROPOSED BY THE PRESIDENT AND THE CHIEF OPERATING OFFICER. THOSE RECOMMENDATIONS ARE REVIEWED BY THE COMPENSATION COMMITTEE OF THE BOARD OF DIRECTORS AND EITHER APPROVED OR REVISED. THE COMPENSATION COMMITTEE REVIEWS COMPARABLE DATA ON OTHER NON-PROFIT ORGANIZATIONS IN THE TRI-STATE AREA. THIS PROCESS WAS LAST UNDERTAKEN IN FEBRUARY 2014. AT THAT TIME, THE COMPENSATION COMMITTEE APPROVED THE RECOMMENDED SALARY INCREASES THAT THE PRESIDENT PROPOSED FOR KEY OFFICERS AND EMPLOYEES. The former President & CEO declined salary increases in each year of his term.
FORM 990, PART VI, LINE 19	AUDITED FINANCIAL STATEMENTS ARE PROVIDED TO THE PUBLIC AS REQUESTED AND ARE ALSO AVAILABLE ON KAB'S WEBSITE AS WELL AS VIA SPECIFIC NON-PROFIT DATABASES. GOVERNING DOCUMENTS AND THE CONFLICT OF INTEREST POLICY WOULD BE AVAILABLE AS REQUESTED.
FORM 990, PART VI, LINE 11A	THE FORM 990 IS REVIEWED BY KAB'S CHIEF OPERATING OFFICER, PRESIDENT, FINANCE DIRECTOR AND ACCOUNTANT PRIOR TO ITS FILING. BEFORE THE PRESIDENT OF KAB SIGNS THE RETURN AND PRIOR TO ITS FILING, THE FORM 990 IS SHARED WITH THE FULL BOARD OF DIRECTORS.
FORM 990, PART VI, LINE 10B	THE LOCAL AFFILIATES ARE SEPARATE NONPROFIT ENTITIES AND/OR AGENCIES OF LOCAL GOVERNMENTS THAT ARE NOT CONTROLLED BY KAB AND, THEREFORE, KAB DOES NOT HAVE WRITTEN POLICIES AND PROCEDURES IN PLACE TO GOVERN THE ACTIVITIES OF THESE AfFILIATES.
FORM 990, PART XI, LINE 9	$250,000 relates to reversal of deferred revenue that was included in revenue on Form 990 in 2009 but not included in revenue on the audited financial statements until 2013.
FORM 990, PART VI, LINE 12C	if any conflict were to arise, those conflicts would be reviewed with the internal Management Committee and the Board of Directors.
FORM 990, PART III, LINE 2	Game Day Challenge: Encouraging collegiate recycling events during the 2013 collegiate football season, more than 85 schools across the nation took on the challenge to collect cans and bottles, cardboard, food scraps and more from the tailgate areas, stadium seating and concessions during at least one home game. Schools measured and reported their results along with game attendance for ranking in five categories. The winners of the 2013 Game Day Recycling Challenge were: * Waste Minimization Champion (least amount of waste generated per attendee) - Central Connecticut State University * Diversion Rate Champion (greatest combined recycling and composting rate)-Ohio State University * Greenhouse Gas Reduction Champion (greenhouse gas emissions prevented by diverting waste) - Franklin College * Recycling Champion (greatest recycling per attendee) - Franklin College * Organics Reduction Champion (greatest organics recovery per attendee) - University of Akron More than just a competition, Game Day Challenge was an opportunity for participating schools to demonstrate to students and team supporters that recycling and reducing waste are not activities limited to the home or office. Many participating schools deployed teams of volunteers to collect cans and bottles from pre-game tailgaters. Other schools engaged their mascots, set up zero-waste stations inside the stadiums to collect food scraps and more, or arranged for special recycling messages to be announced during the game. Still others used the opportunity to celebrate and raise awareness of America Recycles Day, which takes place on Nov. 15. Encouraging collegiate sporting events can save energy and reduce greenhouse gas emissions. During this year's competition, 6.4 million fans at 88 participating schools kept nearly 1.5 million pounds of game-day waste out of landfills, which prevented approximately 1,980 metric tons of carbon dioxide from being released. That's equivalent to removing 413 cars from the road for a year. The 2013 Game Day Challenge was administered by the College & University Recycling Coalition (CURC), Keep America Beautiful and RecycleMania, Inc., with support from the U.S. Environmental Protection Agency (EPA). Recycling @ Work: Just one year after Recycling @ Work launched, nearly 550 pledge partners have committed to increase recycling at their businesses, schools, universities and government entities. Part of Keep America Beautiful's joint Clinton Global Initiative with Alcoa Foundation, the Recycling @ Work program focuses on providing practical tools, resources, and best practices techniques to support office green teams in engaging with their colleagues to recycle more. To simplify the process, the Recycling @ Work website includes a 10-step action plan to help pledge partners plan their approach. Recycling at Work's pledge campaign objectives include: * Increase awareness and commitment level among businesses, government and institutional workplaces to increase recycling over two years for common office generated recyclables (e.g. paper, cardboard, beverage containers, batteries, electronics, and, optionally, food waste) * Engage employees to recycle more at work * Demonstrate support and momentum among the business community for increasing recycling at work * Report the results of the combined efforts, including the economic, environmental and social benefits of recycling at work Development of the program in 2014 will include a monthly e-newsletter and quarterly webinars for all pledge partners as well as other enhanced online resources, including an interactive Recycling Mythbusters presentation and a tool for making custom recycling bin signs. Furthermore, KAB will be working with its network to invite businesses and organizations across the country to become pledge partners. Keep America Beautiful will compile data and issue a comprehensive report in 2015, fulfilling its 2012 Clinton Global Initiative commitment made in partnership with Alcoa and the Alcoa Foundation. The Recycling @ Work Pledge initiative is sponsored by the Alcoa Foundation, Microsoft and PepsiCo Recycling. Recycling at State Fairs: As part of its "Action to Accelerate Recycling" Clinton Global Initiative commitment, Keep America Beautiful (KAB) partnered with one state fair and two county fairs to identify specific measures to enhance recycling at the special events. Keep America Beautiful worked with the Indiana State Fair; the Kitsap (Wash.) County Fair; and the Arlington (Va.) County Fair on this pilot program. In addition to providing funds to enhance recycling infrastructure, KAB staff provided expert programmatic support to plan and implement enhanced recycling and composting at each of the fairs. In addition, KAB conducted one aspect of behavior-change research per fair. The program focused on addressing a host of issues, including placing recycling bins next to trash bins, improving recycling bin signage, engaging vendors in the initiative, and honing the communication to all fair participants. The effort reached more than 1 million fair-goers, with a total of 75 tons being recycled or composted, an increase of 14 percent over previous results. A host of tools, templates and operating manuals have been developed for each of the participating fairs, and are being offered to other special event recycling coordinators. These materials can be found at americarecyclesday.org/recyclingatfairs. The Recycling at Fairs initiative was made possible by an Alcoa Foundation grant and is part of a commitment the two organizations have with the Clinton Global Initiative. Dr Pepper Snapple/KAB Public Park Recycling Bin Grant Program: In its first year, the Dr Pepper Snapple/KAB Public Park Recycling Bin Grant awarded 710 durable, permanent recycling bins to 33 local and state governments. Focusing on increasing recycling in city, regional and state public parks across the country, the DPS/KAB Public Park Recycling Bin Grant was designed to establish or expand recycling opportunities in different settings in neighborhood parks with playgrounds, athletic fields, and regional parks with trails and natural settings. As a result of this bin program, the newly-installed recycling bins will make recycling much more convenient for nearly 50,000 public park visitors on a daily basis. Give and Go: Move Out! Nearly 3 million students live in on-campus housing at 2,100 colleges and universities across the U.S. Vacating the dorms for summer presents students with a challenge when they are left with excess goods. Keep America Beautiful (KAB) and Goodwill's 2013 five-campus "Give and Go: Move Out" pilot program empowered students to donate responsibly and recognize their social impact, by collecting items for re-use and recycling. The result: 60,000 pounds of items were donated to Goodwill and local food banks. During the traditional spring move-out week, KAB and Goodwill encouraged and enabled students to recapture the value of their unwanted clothing and goods, books, electronics, non-perishable foods, and dorm room items as they left campus for summer break.Through pre-promotion efforts, clear signage, convenient drop-off locations, volunteer engagement, and careful planning, schools greatly reduced move-out waste. The results of the pilot collection events are being documented in a report, which will serve as tool for additional schools to use as a model in future years. During the 2013 pilot, a reported 60,185 pounds of materials were collected with donations translating to more than 1,750 hours of Goodwill job training services. The program has been expanded to include 15 schools for the 2013/2014 school year. "Give and Go" is a Clinton Global Initiative University commitment KAB made to increase recycling on college campuses. The program is a partnership between KAB and Goodwill Industries International with program support from the College and University Recycling Coalition.
FORM 990, PART III, LINE 4D	SOME OF THE OTHER MAJOR PROGRAM SERVICES INCLUDE THE FOLLOWING: "I Want to be Recylced" Ad Council Campaign Alcoa Public Space Recycling Bin Grant Program America Recycles Day National Planting Day Coca Cola College Public Space Recycling Bin Grant Program Coca Cola Public Space Recycling Bin Grant Program Graffiti Hurts Littering is Wrong Too Advertising Campaign Recyclebowl Recyclemania UPS Community Tree Planting Grant Program Waste Management Think Green Grant Program Wrigley Foundation Waste in Place Program Cigarette Litter Prevention Program Great American Clean Up

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: