TY 2013 Form 990

Part X Balance Sheet Check if Schedule O contains a response or note to any line in this Part X ..............
	1	Cash–non-interest-bearing .............		1
2	Savings and temporary cash investments .........	696,825	2	6,303,391
3	Pledges and grants receivable, net ...........	1,275,668	3	1,519,736
4	Accounts receivable, net .............		4
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
			5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
			6
7	Notes and loans receivable, net .............		7
8	Inventories for sale or use ..............		8
9	Prepaid expenses and deferred charges ..........		9
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a
b	Less: accumulated depreciation .....	10b			10c
11	Investments—publicly traded securities ..........		11
12	Investments—other securities. See Part IV, line 11 .....		12
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........	242,107	15	563,728
16	Total assets. Add lines 1 through 15 (must equal line 34)......	2,214,600	16	8,386,855
	17	Accounts payable and accrued expenses .........	30,720	17	130,930
18	Grants payable .................	50,000	18	0
19	Deferred revenue ................	198,334	19	136,010
20	Tax-exempt bond liabilities .............		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..		21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ....		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................		25
26	Total liabilities. Add lines 17 through 25.........	279,054	26	266,940
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	461,544	27	444,745
28	Temporarily restricted net assets ...........	1,474,002	28	7,675,170
29	Permanently restricted net assets ...........		29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances ...........	1,935,546	33	8,119,915
34	Total liabilities and net assets/fund balances ........	2,214,600	34	8,386,855

- 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

THE RITE AID FOUNDATION

Employer identification number

25-1892843

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.") ....	1,054,134	1,576,183	1,466,049	2,209,300	8,309,576	14,615,242
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3	1,054,134	1,576,183	1,466,049	2,209,300	8,309,576	14,615,242
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)..
6	Public support. Subtract line 5 from line 4.						14,615,242

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..	1,054,134	1,576,183	1,466,049	2,209,300	8,309,576	14,615,242
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	869	5,316	1,165	405	1	7,756
9	Net income from unrelated business activities, whether or not the business is regularly carried on..	164,724	410,973	279,948	501,234	212,540	1,569,419
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
11	Total support (Add lines 7 through 10).						16,192,417

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

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)) .........

90.260 %

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

84.000 %

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 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

THE RITE AID FOUNDATION

Employer identification number

25-1892843

Part I

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

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

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

Yes No

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

Yes No

Part II

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

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

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

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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


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

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

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

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

Yes No

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

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

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

Yes No

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

Part III

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

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

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

(i)

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

(ii)

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

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

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

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

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

Cat. No. 52283D

Schedule D (Form 990) 2013

Page 2

Part III

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

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

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

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

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

Yes No

Part IV

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

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

Yes No

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


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

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

Yes No

If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ........

Part V

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

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

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

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

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

Yes

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

3a(i)

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

3a(ii)

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

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

Part VI

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

Description of property		(d) Book value
1a	Land .................
b	Buildings ................
c	Leasehold improvements ............
d	Equipment ................
e	Other .................
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......		0

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
(1) DEPOSITS				170,464
(2) DUE FROM RITE AID CORPORATION - KIDCENTS				393,264







Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........				563,728

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









Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)
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	10,542,106
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a
b	Donated services and use of facilities .........	2b	225,340
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	1,794,649
e	Add lines 2a through 2d .....................			2e	2,019,989
3	Subtract line 2e from line 1.....................			3	8,522,117
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	0
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	8,522,117

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	4,357,737
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a	225,340
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d	1,794,649
e	Add lines 2a through 2d......................			2e	2,019,989
3	Subtract line 2e from line 1.....................			3	2,337,748
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	0
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	2,337,748

Part XIII

Supplemental Information

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

Return Reference	Explanation
PART X, LINE 2:	THE FOUNDATION ADHERES TO THE PROVISIONS OF FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) ACCOUNTING STANDARDS CODIFICATION (ASC) 740, INCOME TAXES (ASC 740). ASC 740 ESTABLISHES RULES FOR RECOGNIZING AND MEASURING TAX POSITIONS TAKEN IN AN INCOME TAX RETURN, INCLUDING DISCLOSURES OF UNCERTAIN TAX POSITIONS (UTPS). ASC 740 MANDATES THAT COMPANIES EVALUATE ALL MATERIAL INCOME TAX POSITIONS FOR PERIODS THAT REMAIN OPEN UNDER APPLICABLE STATUTES OF LIMITATION, AS WELL AS POSITIONS EXPECTED TO BE TAKEN IN FUTURE RETURNS. THE UTP RULES THEN IMPOSE A RECOGNITION THRESHOLD ON EACH TAX POSITION. A COMPANY CAN RECOGNIZE AN INCOME TAX BENEFIT ONLY IF THE POSITION HAS A "MORE LIKELY THAN NOT" (I.E., MORE THAN 50 PERCENT) CHANCE OF BEING SUSTAINED ON THE TECHNICAL MERITS. FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012, THE FOUNDATION HAS TAKEN NO MATERIAL TAX POSITIONS ON ITS APPLICABLE TAX FILINGS THAT DO NOT MEET THE MORE LIKELY THAN NOT THRESHOLD. AS A RESULT, NO AMOUNT FOR UTPS HAS BEEN INCLUDED IN THE FINANCIAL STATEMENTS. FOR YEARS BEFORE 2010, THE FOUNDATION BELIEVES IT IS NO LONGER SUBJECT TO U.S. FEDERAL INCOME TAX EXAMINATIONS OR STATE INCOME TAX EXAMINATIONS IN ITS SIGNIFICANT STATE TAX JURISDICTIONS.
PART XI, LINE 2D - OTHER ADJUSTMENTS:	CHARITABLE GOLF CLASSIC EXPENSES NETTED ON FORM 990 AS FUNDRAISING EVENT.
PART XII, LINE 2D - OTHER ADJUSTMENTS:	CHARITABLE GOLF CLASSIC EXPENSES NETTED ON FORM 990 AS FUNDRAISING EVENT.

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
THE RITE AID FOUNDATION

Employer identification number

25-1892843

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 GOLF EVENT (event type)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	4,349,154	4,349,154
2	Less: Contributions . .	2,341,965	2,341,965
3	Gross income (line 1 minus line 2) . . .	2,007,189	2,007,189
4	Cash prizes . . .
5	Noncash prizes . .	49,796	49,796
6	Rent/facility costs . .	701,005	701,005
7	Food and beverages .	349,347	349,347
8	Entertainment . . .	15,000	15,000
9	Other direct expenses .	679,501	679,501
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........		1,794,649
11	Net income summary. Subtract line 10 from line 3, column (d)...........		212,540

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
THE RITE AID FOUNDATION

Employer identification number
25-1892843

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	(e) Amount of non-cash assistance	(f) Method of valuation (book, FMV, appraisal, other)	(g) Description of non-cash assistance	(h) Purpose of grant or assistance
(1) A PLACE CALLED HOME 2630 SOUTH CENTRAL AVENUE LOS ANGELES,CA90011	95-4427291	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(2) AMERICAN RED CROSS 2025 E STREET NW WASHINGTON,DC20006	53-0196605	501(C)(3)	50,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(3) BIRMINGHAM EAR INSTITUTE 300 OFFICE PARK DRIVE SUITE 210 BIRMINGHAM,AL35223	63-1025487	501(C)(3)	7,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(4) EMPIRE STATE RELIEF FUND PO BOX 3750 NEW YORK,NY10163	46-1354571	501(C)(3)	50,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(5) MISSISSIPPI LUNG ASSOCIATION PO BOX 2178 RIDGELAND,MS39158	64-0330258	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(6) UNITED WAY OF THE CAPITAL REGION 2235 MILLENIUM WAY ENOLA,PA17025	23-1352095	501(C)(3)	30,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(7) HEUSER HEARING & LANGUAGE ACADEMY 111 E KENTUCKY STREET LOUISVILLE,KY40203	61-0492369	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(8) UNITED WAY OF THE CAPITAL REGION 2235 MILLENIUM WAY ENOLA,PA17025	23-1352095	501(C)(3)	30,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(9) UNITED WAY OF THE CAPITAL REGION 2235 MILLENIUM WAY ENOLA,PA17025	23-1352095	501(C)(3)	30,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(10) CRADLE BEACH 8038 LAKE SHORE ROAD ANGOLA,NY14006	16-0743025	501(C)(3)	25,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(11) CARE FOR THE HOMELESS 30 EAST 33RD STREET FIFTH FLOOR NEW YORK,NY10016	13-3666994	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(12) EMMA PENDLETON BRADLEY HOSPITAL 139 POINT STREET PROVIDENCE,RI02903	05-0258806	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(13) IMPACT ALABAMA 1901 6TH AVENUE N SUITE 2400 BIRMINGHAM,AL35203	20-0850212	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(14) JACKIE ROBINSON FOUNDATION 75 VARICK STREET 2ND FLOOR NEW YORK,NY10013	13-2896345	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(15) KEYSTONE RESIDENCE INC 124 PINE STREET HARRISBURG,PA17101	23-1405636	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(16) NATIONAL SOCIETY TO PREVENT BLINDNESS - NC 4011 WESTCHASE BLVD SUITE 225 RALEIGH,NC27607	56-6088141	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(17) VOICES TOGETHER PO BOX 16721 CHAPEL HILL,NC27516	20-4612388	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(18) EMPIRE STATE RELIEF FUND PO BOX 3750 NEW YORK,NY10163	46-1354571	501(C)(3)	12,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(19) MARATHON KIDS - BALTIMORE PO BOX 41317 AUSTIN,TX78704	06-1722171	501(C)(3)	18,750				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(20) MUSCULAR DYSTROPHY ASSOCIATION 2001 AIRPORT RD SUITE 205 JACKSON,MS39232	13-1665552	501(C)(3)	9,600				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(21) MUSCULAR DYSTROPHY ASSOCIATION 11 EAST 44TH STREET 17TH FLOOR NEW YORK,NY10017	13-1665552	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(22) MUSCULAR DYSTROPHY ASSOCIATION 700 CENTURY PARK SOUTH 129 BIRMINGHAM,AL35226	13-1665552	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(23) MUSCULAR DYSTROPHY ASSOCIATION 5638 HOLLISTER AVENUE 200 CGOLETA,CA93117	13-1665552	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(24) MUSCULAR DYSTROPHY ASSOCIATION 6485 WEST INTERCHANGE LANE 101 BOISE,ID83709	13-1665552	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(25) HURRICANE SANDY NEW JERSEY RELIEF FUND INC ONE GATEWAY CENTER NEWARK,NJ07102	36-4745729	501(C)(3)	12,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(26) CHIP OF VIRGINIA 701 EAST FRANKLIN STREET SUITE 502 RICHMOND,VA23219	54-1683042	501(C)(3)	12,300				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(27) AUTISM FOUNDATION OF TENNESSEE INC 6515 HOLT ROAD NASHVILLE,TN37211	42-1741568	501(C)(3)	11,960				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(28) COVENANT HOUSE NEW YORK 460 WEST 41ST STREET NEW YORK,NY10036	13-3076376	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(29) ALS ASSOCIATION - SOUTH CAROLINA CHAPTER 1023 WAPPOO ROAD SUITE A19 CHARLESTON,SC29407	13-3271855	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(30) AMERICAN DIABETES ASSOCIATION 160 ALIENS CREEK ROAD ROCHESTER,NY14618	13-1623888	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(31) AMERICAN LUNG ASSOCIATION OF THE NORTHEAST 1595 ELMWOOD AVENUE ROCHESTER,NY14620	06-1646594	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(32) MADISON SQUARE BOYS AND GIRLS CLUB INC 317 MADISON AVENUE SUITE 1110 NEW YORK,NY10017	13-5596792	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(33) ARTHRITIS FOUNDATION INC 115 NE 100TH STREET SUITE 350 SEATTLE,WA98125	58-1341679	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(34) ASSOCIATION FOR THE BLIND AND VISUALLY IMPAIRED 422 SOUTH CLINTON AVENUE ROCHESTER,NY14620	16-0743906	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(35) BAYARD HOUSE PO BOX 2610 WILMINGTON,DE19805	53-0196617	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(36) BOYS & GIRLS CLUB OF METROPOLITAN BALTIMORE 11 W MOUNT VERNON PLACE BALTIMORE,MD21201	26-4371125	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(37) BOYS & GIRLS CLUBS OF METRO ATLANTA 1275 PEACHTREE STREET SUITE 500 ATLANTA,GA30309	58-0566123	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(38) BOYS AND GIRLS CLUB OF GREATER WATERBURY 1037 E MAIN STREET WATERBURY,CT06705	06-0646551	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(39) MARATHON KIDS - LOS ANGELES PO BOX 41317 AUSTIN,TX78704	06-1722171	501(C)(3)	43,750				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(40) AMERICAN RED CROSS 1450 NEWTOWN PIKE LEXINGTON,KY40511	53-0196605	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(41) BOYS AND GIRLS CLUB OF HOLLYWOOD 850 NORTH CAHUENGA BOULEVARD LOS ANGELES,CA90038	95-1775142	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(42) BOYS CLUB OF WAKE COUNTY 701 N RALEIGH BOULEVARD RALEIGH,NC27610	56-0863051	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(43) BRETHREN HOUSING ASSOCIATION 219 HUMMEL STREET HARRISBURG,PA17104	25-1636220	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(44) BOYS & GIRLS CLUBS OF GREATER SALT LAKE 669 S 200 E SUITE 100 SALT LAKE CITY,UT84111	87-0278627	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(45) UNITED WAY OF THE CAPITAL REGION 2235 MILLENIUM WAY ENOLA,PA17025	21-1352095	501(C)(3)	30,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(46) CENTRAL PENNSYLVANIA FOOD BANK 3098 COREY ROAD HARRISBURG,PA17109	23-2202250	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(47) CHILDREN AND YOUTH SERVICES INC (WEST RIDGE ACADEMY) 5500 W BAGLEY PARK ROAD WEST JORDAN,UT84081	87-0265761	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(48) CHILDREN'S FRIEND 153 SUMMER STREET PROVIDENCE,RI02903	05-0258819	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(49) SPECIAL OLYMPICS CONNECTICUT INC 2666 STATE STREET SUITE 1 HAMDEN,CT06517	23-7099756	501(C)(3)	8,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(50) CHILDREN'S INSTITUTE FOR LEARNING DIFFERENCES 4030 86TH AVENUE MERCER ISLAND,WA98040	91-1055331	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(51) CANCER COMMUNITY CENTER 778 MAIN STREET SOUTH PORTLAND,ME04106	01-0513301	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(52) CHILDREN'S THERAPY CLINIC 113 LAKEVIEW DRIVE CHARLESTON,WV25313	55-0376118	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(53) DEBORAH HOSPITAL FOUNDATION 212 TRENTON ROAD BROWN MILLS,NJ08015	22-2049500	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(54) EISNER PEDIATRIC & FAMILY MEDICAL CENTER 1530 S OLIVE STREET LOS ANGELES,CA90015	95-1690966	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(55) EMBRACE KIDS FOUNDATION 121 SOMERSET STREET NEW BRUNSWICK,NJ08901	22-3092432	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(56) FRIENDS WAY 765 WEST SHORE ROAD WARWICK,RI02889	05-0504841	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(57) GIRLS INCORPORATED OF GREATER ATLANTA 1401 PEACHTREE STREET SUITE 500 ATLANTA,GA30309	58-1276804	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(58) HEALTHY LEARNERS 2749 LAUREL STREET COLUMBIA,SC29204	53-0196617	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(59) HOSPARUS INC 3532 EPHRAIM MCDOWELL DRIVE LOUISVILLE,KY40205	61-0921718	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(60) INTER-ACTIONS ADAPTED ACTIVITIES 6 CHENELL DRIVE SUITE 205 CONCORD,NH03301	02-0502184	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(61) FAMILIES FIRST OF THE GREATER SEACOAST 100 CAMPUS DRIVE SUITE 12 PORTSMOUTH,NH03801	22-2757341	501(C)(3)	7,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(62) JDRF INTERNATIONAL 717 MARKET STREET SUITE 108 LEMOYNE,PA17043	23-1907729	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(63) JOHN HOPKINS BAYVIEW MEDICAL CENTER PO BOX 96 MARYLAND LINE,MD21105	52-1341890	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(64) GREENWICH HOUSE 224 WEST 30TH STREET SUITE 302 NEW YORK,NY10001	13-5562204	501(C)(3)	15,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(65) HAND-IN-PAW INC 1912 14TH AVENUE SOUTH BIRMINGHAM,AL35205	63-1190375	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(66) JOSHUA GROUP 1442 MARKET STREET HARRISBURG,PA17103	31-1672530	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(67) CHARLESTON CATHOLIC - HOPE 1033 VIRGINIA STREET EAST CHARLESTON,WV25301	55-0630688	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(68) KIDPOWER PO BOX 1212 SANTA CRUZ,CA95061	77-0226712	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(69) GIRLS INCORPORATED OF CENTRAL ALABAMA PO BOX 130729 BIRMINGHAM,AL35213	63-0328643	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(70) NACDS FOUNDATION 1776 WILSON BLVD SUITE 200 ARLINGTON,VA22209	51-0144922	501(C)(3)	50,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(71) KINGSBRIDGE HEIGHTS COMMUNITY CENTER 3101 KINGSBRIDGE TERRACE BRONX,NY10463	13-2813809	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(72) KIDS IN CRISIS INC ONE SALEM STREET COS COB,CT06807	06-1027885	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(73) LAURA'S HOUSE 999 CORPORATE DRIVE SUITE 225 LADERA RANCH,CA92694	33-0621826	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(74) LEG UP FARM 4800 NORTH SHERMAN STREET MT WOLF,PA17347	23-2931834	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(75) ASSOCIATED CATHOLIC CHARITIES 320 CATHEDRAL STREET BALTIMORE,MD21201	53-0196617	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(76) MAINE MEDICAL CENTER 22 BRAMHALL STREET PORTLAND,ME04102	62-1781969	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(77) MATERNITY CARE COALITION 2000 HAMILTON STREET SUITE 205 PHILADELPHIA,PA19130	23-2200410	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(78) MCALISTER INSTITUTE FOR TREATMENT AND EDUCATION 1400 N JOHNSON AVENUE SUITE 101 EL CAJON,CA92020	95-3140767	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(79) NATIONAL MULTIPLE SCLEROSIS SOCIETY 733 THIRD AVENUE 3RD FLOOR NEW YORK,NY10017	13-5661935	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(80) NEW ENGLAND KURN HATTIN HOMES PO BOX 127 WESTMINSTER,VT05158	03-0179306	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(81) NORTH CAROLINA HEALTHY START FOUNDATION 3725 NATIONAL DR STE 105 NORTHAMPTO BUILDING RALEIGH,NC27612	56-1690714	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(82) PALMETTO HEALTH FOUNDATION PO BOX 247 COLUMBIA,SC29202	57-0725699	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(83) SECOND STEP PO BOX 600213 NEWTONVILLE,MA02460	22-2868513	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(84) PLAY-PLACE FOR AUTISTIC CHILDREN 48900 VILA DIORO CIRCLE SHELBY TWP,MI48315	27-5374352	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(85) PRACTICE WITHOUT PRESSURE 2470 SUNSET LAKE ROAD NEWARK,DE19702	04-3627646	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(86) RHODE ISLAND FREE CLINIC 655 BROAD STREET PROVIDENCE,RI02907	05-0501276	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(87) ROBBIE FOUNDATION PO BOX 1534 SCARBOROUGH,ME04074	27-2636823	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(88) RONALD MCDONALD HOUSE OF WESTERN NY 780 WEST FERRY STREET BUFFALO,NY14222	22-2438932	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(89) ROSWELL PARK ALLIANCE FOUNDATION ELM AND CARLTON STREETS BUFFALO,NY14263	16-1391608	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(90) SPECIAL OLYMPICS PENNSYLVANIA 2570 BLVD OF THE GENERALS SUITE 124 124 NORRISTOWN,PA19403	23-2078543	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(91) SPECTRUM YOUTH & FAMILY SERVICES 31 ELMWOOD AVENUE BURLINGTON,VT05401	03-0253232	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(92) STARS NASHVILLE 1704 CHARLOTTE AVENUE SUITE 200 NASHVILLE,TN37203	62-1285699	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(93) CAMP KESEM NATIONAL 28 WESTHAMPTON WAY RICHMOND,VA23173	51-0454157	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(94) VILLA ESPERANZA SERVICES 2060 EAST VILLA STREET PASADENA,CA91107	95-2148860	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(95) WENTWORTH-DOUGLASS HOSPITAL 789 CENTRAL AVENUE DOVER,NH03820	02-0260334	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(96) UNIVERSITY OF MASSACHUSETTS FOUNDATION 100 MORRISSEY BOULEVARD BOSTON,MA02125	04-0613152	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(97) YOUTH SERVICE INC 410 N 34TH STREET PHILADELPHIA,PA19104	23-1365076	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(98) SEVEN COUNTIES SERVICES INC 101 W MUHAMMAD ALI BLVD LOUISVILLE,KY40202	31-0939757	501(C)(3)	8,750				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(99) NASHVILLE CARES INC 633 THOMPSON LANE NASHVILLE,TN37204	62-1274532	501(C)(3)	7,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(100) THE CENTER FOR GRIEVING CHILDREN 3300 HENRY AVENUE SUITE 110 PHILADELPHIA,PA19129	23-3026275	501(C)(3)	7,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(101) WESTERN STARK FREE CLINIC 820 AMHERST ROAD NE MASSILLON,OH44646	34-1887206	501(C)(3)	7,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(102) YMCA OF GREATER LOUISVILLE 2400 CRITTENDON DRIVE LOUISVILLE,KY40217	61-0444843	501(C)(3)	7,500				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(103) MONTGOMERY AREA NONTRADITIONAL EQUESTRIANS 3699 WALLAHATCHIE ROAD PIKE ROAD,AL36064	58-2213532	501(C)(3)	5,100				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(104) AMERICAN LUNG ASSOCIATION OF THE MID-ATLANTIC 630 CHURCHMANS ROAD SUITE 202 NEWARK,DE19702	25-1825116	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(105) BAY COVE HUMAN SERVICES INC 66 CANAL STREET BOSTON,MA02114	04-2518575	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(106) LA CLINICA TEPEYAC INC 5075 LINCOLN STREET DENVER,CO80216	84-1285505	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(107) BELLEVUE BOYS & GIRLS CLUB 209 100TH AVENUE NE BELLEVUE,WA98044	91-0776451	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(108) BOSTON HEALTH CARE FOR THE HOMELESS PROGRAM 780 ALBANY STREET BOSTON,MA02118	04-3160480	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(109) BOYS & GIRLS CLUB OF TRENTONMERCER COUNTY 212 CENTRE STREET TRENTON,NJ08611	21-0634556	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(110) BOYS AND GIRLS CLUB OF MIDDLE TENNESSEE 1704 CHARLOTTE AVENUE SUITE 200 NASHVILLE,TN37203	62-0540402	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(111) BOYS AND GIRLS CLUBS OF PERTH AMBOY 149 KEARNY AVENUE PERTH AMBOY,NJ08861	56-2677208	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(112) BOYS CLUB OF WEBSTER DUDLEY 55 OXFORD AVENUE DUDLEY,MA01571	04-2238069	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(113) VERMONT ASSOCIATION FOR THE BLIND AND VISUALLY IMPAIRED 60 KIMBALL AVENUE SO BURLINGTON,VT05403	03-6000834	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(114) CAMP POSSIBILITIES FOUNDATION PO BOX 4411 WILMINGTON,DE19807	51-0412903	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(115) CASCADE AIDS PROJECT 208 SW FIFTH AVENUE SUITE 800 PORTLAND,OR97204	93-0903383	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(116) CHILDREN IN CRISIS IN DORCHESTER COUNTY 303 E RICHARDSON AVENUE SUMMERVILLE,SC29483	57-1078099	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(117) CHILDREN'S DENTAL CENTER 300 EAST BUCKTHORN STREET INGLEWOOD,CA90301	95-4533883	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(118) FOUNDATION FOR REHABILITATION EQUIPMENT & ENDOWMENT PO BOX 8873 ROANOKE,VA24014	54-1934695	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(119) COMMUNITY HEALTH CENTERS OF GREATER DAYTON 1323 WEST THIRD STREET DAYTON,OH45402	26-1253235	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(120) COMMUNITY OF HOPE INC 1717 MASSACHUSETTS AVENUE NW SUITE 805 WASHINGTON,DC20036	52-1184749	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(121) DEBRA OF AMERICA 16 EAST 41ST STREET 3RD FLOOR NEW YORK,NY10017	11-2519726	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(122) DEIRDRE'S HOUSE 8 COURT STREET MORRISTOWN,NJ07960	22-3308574	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(123) DOUG FLUTIE JR FOUNDATION FOR AUTISM INC PO BOX 767 FRAMINGHAM,MA01701	04-3543134	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(124) FAMILY AND COMMUNITY RESOURCES INC 18 NEWTON STREET BROCKTON,MA02301	04-2616114	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(125) FAMILY GUIDANCE CENTER 1931 NOTTINGHAM WAY TRENTON,NJ08619	22-3237254	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(126) FAMILY HEALTH CENTERS OF SAN DIEGO 823 GATEWAY CENTER WAY SAN DIEGO,CA92102	95-2833205	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(127) FAMILY SUPPORT OF CENTRAL PA 3700 VARTAN WAY HARRISBURG,PA17110	23-2140849	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(128) FOUNDATION FOR OWENSBORO-DAVIESS COUNTY HOSPITAL PO BOX 22505 OWENSBORO,KY42304	61-1251763	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(129) GILDAS CLUB SEATTLE 1400 BROADWAY SEATTLE,WA98122	91-1742315	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(130) MARYLAND SOCIETY FOR SIGHT INC 1313 WEST OLD COLD SPRING LANE BALTIMORE,MD21209	52-0591662	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(131) GILDAS CLUB OF WESTCHESTER INC 80 MAPLE AVENUE WHITE PLAINS,NY10601	13-3939823	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(132) GIRLS INCORPORATED OF METRO DRIVE 1499 JULIAN STREET DENVER,CO80204	74-2277668	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(133) CONCORD HOSPITAL INC 250 PLEASANT STREET CONCORD,NH03301	22-2594672	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(134) GREATER PROVIDENCE YMCA 371 PINE STREET PROVIDENCE,RI02903	05-0258878	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(135) GREATER RICHMOND SCAN 103 E GRACE STREET RICHMOND,VA23219	54-1584969	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(136) AMERICAN LUNG ASSOCIATION OF THE MIDATLANTIC 1950 ARLINGATE LAND COLUMBUS,OH43228	31-4379531	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(137) HEALING THE CHILDREN NEW JERSEY 112 FIFTH AVENUE HAWTHORNE,NJ08033	22-2667053	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(138) HEARING AND SPEECH AGENCY OF METRO BALTIMORE 5900 METRO DRIVE BALTIMORE,MD21215	52-0591577	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(139) HOPE COMMUNITY RESOURCE CENTER 5630 CROWDER BOULEVARD SUITE 203 NEW ORLEANS,LA70127	27-2391054	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(140) HOSPICE CARE PLUS 208 KIDD DRIVE BEREA,KY40403	31-1038258	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(141) HOSPICE CARING INC 518 SOUTH FREDERICK AVENUE GAITHERSBURG,MD20877	52-1591455	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(142) CHILDHAVEN 316 BROADWAY SEATTLE,WA98122	91-0402430	501(C)(3)	10,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(143) KEEN GREATER DC PO BOX 341590 BETHESDA,MD20827	52-1767631	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(144) KERSHAW AREA RESOURCE EXCHANGE (KARE) PO BOX 364 KERSHAW,SC29067	57-0789419	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(145) KIDS UNDERSTANDING DIABETES WITH OUR SUPPORT PO BOX 1112 MATTHEWS,NC28106	56-2183933	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(146) LITTLE BIT THERAPEUTIC RIDING CENTER 19802 NE 148TH STREET WOODINVILLE,WA98077	91-1012131	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(147) MENTAL HEALTH ASSOCIATION OF DELAWARE 100 W 10TH STREET SUITE 600 WILMINGTON,DE19801	51-0069000	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(148) MERCY CHILDREN'S CLINIC 1113 MURFREESBORO ROAD SUITE 319 FRANKLIN,TN37064	62-1781969	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(149) MONTGOMERY HOSPICE INC 1365 PICCARD DRIVE SUITE 100 ROCKVILLE,MD20850	52-1114719	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(150) MUSCULAR DYSTROPHY ASSOCIATION 720 S COLORADO BLVD 380-S DENVER,CO80246	13-1665552	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(151) MUSCULAR DYSTROPHY ASSOCIATION 301 E KALISTE SALOOM ROAD SUITE 101 101 LAFAYETTE,LA70508	13-1665552	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(152) MUSCULAR DYSTROPHY ASSOCIATION 7010 ENGLE ROAD 100 MIDDLEBURG HEIGHTS,OH44130	13-1665552	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(153) NATIONAL SOCIETY TO PREVENT BLINDNESS - OH 1500 WEST THIRD AVENUE SUITE 200 COLUMBUS,OH43212	31-6063433	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(154) NORTHERN NEVADA CHILDREN'S CANCER FOUNDATION 3550 BARRON WAY 5A RENO,NV89511	20-8623503	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(155) PARROT CREEK CHILD AND FAMILY SERVICES 1001 MOLALLA AVENUE SUITE 209 OREGON CITY,OR97045	93-0591772	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(156) PLAQUERMINES COMMUNITY CARE CENTERS FOUNDATION 115 KEATING DRIVE BELLE CHASSE,LA70037	20-3884973	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(157) ONE WAY FARM OF FAIRFIELD INC PO BOX 18637 FAIRFIELD,OH45018	31-0926233	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(158) RIDE TO WALK INC 700 SUNRISE AVE SUITE O ROSENVILLE,CA95661	68-0058893	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(159) ROSE OF SHARON EQUESTRIAN SCHOOL PO BOX 156 GLEN ARM,MD21057	31-1596944	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(160) SAFE ALLIANCE 952 COPPERFIELD BLVD CONCORD,NH28025	56-0529967	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(161) SALEM BOYS & GIRLS CLUB INC 3 GEREMONTY DRIVE SALEM,NH03079	02-6017326	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(162) SPECIAL OLYMPICS MICHIGAN INC 6624 TIMBER RIDGE DRIVE BLOOMFIELD,MI48301	39-1964643	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(163) SPORTS 4 ALL FOUNDATION 5827 CHARLOTTE PIKE NASHVILLE,TN37209	20-2827993	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(164) THE CHILDREN'S ADVOCACY CENTER OF BRISTOL COUNTY PO BOX 16231 BRISTOL,VA24209	04-3135548	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(165) THE FOUNDATION FOR MEDICALLY FRAGILE CHILDREN 3350 RIVERWOOD PARKWAY SUITE 1400 ATLANTA,GA30339	58-1915583	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(166) TUCKER-MAXON ORAL SCHOOL 2860 SE HOLGATE BOULEVARD PORTLAND,OR97202	93-0391592	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(167) UNITED CEREBRAL PALSY ASSOCIATION 10011 EUCLID AVENUE CLEVELAND,OH44106	34-0753561	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(168) UNITED CEREBRAL PALSY OF NE MAINE PO BOX 311 MACHIAS,ME04654	23-7193853	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(169) VENICE FAMILY CLINIC 604 ROSE AVENUE VENICE,CA90291	95-2769432	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(170) VISITING HOMEMAKER SERVICE OF HUNTERDON COUNTY 2100 WESTCOTT DRIVE FLEMINGTON,NJ08822	22-1636709	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(171) WOMEN'S HOSPITAL FOUNDATION 100 WOMANS WAY BATON ROUGE,LA70817	72-0652905	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(172) YWCA OF SAN DIEGO COUNTY 1012 C STEET SAN DIEGO,CA92101	95-1661119	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(173) ZEBRA CROSSINGS 61 LOCUST STREET DOVER,NH03820	80-0456257	501(C)(3)	5,000				SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(174) COLUMBUS HOUSE 586 ELLA T GRASSO BLVD NEW HAVEN,CT06519	22-2511873	501(C)(3)		10,000	COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(175) COVENANT TO CARE FOR CHILDREN 120 MOUNTAIN AVENUE SUITE 212 BLOOMFIELD,CT06002	06-1241044	501(C)(3)		6,000	COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(176) PINNACLE HEALTH FOUNDATION 409 SOUTH 2ND STREET SUITE 2A HARRISBURG,PA17105	25-1778644	501(C)(3)		10,000	COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(177) HMMP FOUNDATION GRANT 250 DEBARTOLO PLACE SUITE 2560 BOARDMAN,OH44512	34-1826978	501(C)(3)		5,008	COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(178) CYSTIC FIBROSIS FOUNDATION 2408 PARK DRIVE SUITE A HARRISBURG,PA17110	13-1930701	501(C)(3)	10,000		COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(179) 1199 SEIU CHILD CARE FOUNDATION 1500 PELHAM PARKWAY SOUTH BRONX,NY10461	13-4063281	501(C)(3)		14,999	COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(180) CHARLOTTE RESCUE MISSION PO BOX 33000 CHARLOTTE,NC28233	56-0571223	501(C)(3)		13,016	COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(181) THE HIDING PLACE 1607 CROMWELL BRIDGE ROAD BALTIMORE,MD21234	52-1940412	501(C)(3)		10,004	COST	PRODUCT	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM

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
(1) DISASTER RELIEF TO INDIVIDUALS

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
PART I, LINE 2:	ORGANIZATIONS REQUESTING GRANTS PROVIDED DETAILED INFORMATION ABOUT THEIR CHARITY AND PROGRAM INCLUDING PROGRAM DESCRIPTION, FINANCIAL DATA, LIST OF OTHER DONORS, COPY OF 501(C)(3) IRS LETTER OF DETERMINATION, LIST OF BOARD MEMBERS, PROGRAM BUDGET, ETC. FOUNDATION MANAGER REVIEWS ALL REQUESTS TO DETERMINE ELIGIBILITY, PROVIDES SYNOPSIS TO EACH BOARD MEMBER WHO VOTES ON GRANT DURING QUARTERLY BOARD MEETING. ONCE GRANT IS PROVIDED, RECIPIENT IS ASKED TO PROVIDE OUTCOMES REPORT AFTER FUNDS ARE UTILIZED.

Return Reference

Explanation

PART I, LINE 2:

ORGANIZATIONS REQUESTING GRANTS PROVIDED DETAILED INFORMATION ABOUT THEIR CHARITY AND PROGRAM INCLUDING PROGRAM DESCRIPTION, FINANCIAL DATA, LIST OF OTHER DONORS, COPY OF 501(C)(3) IRS LETTER OF DETERMINATION, LIST OF BOARD MEMBERS, PROGRAM BUDGET, ETC. FOUNDATION MANAGER REVIEWS ALL REQUESTS TO DETERMINE ELIGIBILITY, PROVIDES SYNOPSIS TO EACH BOARD MEMBER WHO VOTES ON GRANT DURING QUARTERLY BOARD MEETING. ONCE GRANT IS PROVIDED, RECIPIENT IS ASKED TO PROVIDE OUTCOMES REPORT AFTER FUNDS ARE UTILIZED.

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

THE RITE AID FOUNDATION

Employer identification number

25-1892843

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? .........

Yes

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2013

Page 2

Part II

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

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

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(1)KEN MARTINDALEPRESIDENT/DIRECTOR	(i) (ii)	0 858,188	0 2,258,022	0 661,251	0 159,001	0 7,015	0 3,943,477	0 0
(2)JOHN LEARISHVP/DIRECTOR	(i) (ii)	0 326,232	0 377,583	0 1,106,470	0 88,799	0 19,053	0 1,918,137	0 0
(3)BOB THOMPSONVP/DIRECTOR	(i) (ii)	0 474,731	0 643,422	0 1,458,762	0 301,752	0 19,310	0 2,897,977	0 0
(4)SCOTT BERNARDVP/DIRECTOR	(i) (ii)	0 298,844	0 353,276	0 1,060,647	0 74,797	0 12,376	0 1,799,940	0 0
(5)MARC STRASSLERSECRETARY/DIRECTOR	(i) (ii)	0 453,996	0 645,617	0 2,970,372	0 91,478	0 1,358	0 4,162,821	0 0
(6)MATT SCHROEDERTREASURER/DIRECTOR	(i) (ii)	0 239,917	0 162,141	0 434,214	0 64,424	0 18,861	0 919,557	0 0
(7)TONI MONTINIVP/DIRECTOR	(i) (ii)	0 424,032	0 562,333	0 1,837,431	0 99,443	0 12,572	0 2,935,811	0 0
(8)BRIAN FIALAVP/DIRECTOR	(i) (ii)	0 247,769	0 718,952	0 1,974,002	0 529,662	0 12,895	0 3,483,280	0 0
(9)SUSAN HENDERSONVP/DIRECTOR	(i) (ii)	0 339,533	0 331,500	0 70,404	0 21,100	0 19,075	0 781,612	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 (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

THE RITE AID FOUNDATION

Employer identification number

25-1892843

Return Reference	Explanation
FORM 990, PART VI, SECTION A, LINE 2	ALL OF THE OFFICERS OF THE FOUNDATION HAVE A BUSINESS RELATIONSHIP THROUGH RITE AID CORPORATION WITH EACH OTHER.
FORM 990, PART VI, SECTION A, LINE 8B	THIS QUESTION IS REALLY NOT APPLICABLE (RATHER THAN NO) DUE TO THE FACT THAT THE ORGANIZATION DOES NOT HAVE ANY COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY.
FORM 990, PART VI, SECTION B, LINE 11	A COPY OF THE COMPLETED FORM 990 AND RELATED SCHEDULES IS REVIEWED BY THE FOUNDATION TREASURER, MANAGER, AND INTERNAL ACCOUNTING TEAM. THE FOUNDATION MANAGER ALSO MEETS WITH A REPRESENTATIVE OF THE ACCOUNTING FIRM THAT PREPARED THE FORM 990 AND RELATED SCHEDULES TO DISCUSS THE CONTENT AND ANSWER ANY QUESTIONS OF THE REVIEW TEAM. FINAL CHANGES, IF ANY, ARE THEN MADE TO THE FORM 990 AND RELATED SCHEDULES. THE REVIEW TEAM APPROVES THE FINAL COPY OF THE IRS FORM 990 AND RELATED SCHEDULES AND THE FINAL COPY IS PROVIDED TO EACH MEMBER OF THE BOARD OF DIRECTORS.
FORM 990, PART VI, SECTION B, LINE 12C	ANNUALLY EVERY RITE AID ASSOCIATE REVIEWS AND SIGNS THE CONFLICT OF INTEREST POLICY. ALL MEMBERS OF THE RITE AID FOUNDATION BOARD OF DIRECTORS AND MANAGEMENT TEAM ARE RITE AID ASSOCIATES.
FORM 990, PART VI, SECTION C, LINE 19	THESE DOCUMENTS ARE AVAILABLE UPON REQUEST AND MAILED TO REQUESTOR.
FORM 990, PART XI, LINE 2C	THE BOARD OF DIRECTORS ASSUMES THE RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2013

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990. MediumBullet

See separate instructions.
MediumBullet

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

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

THE RITE AID FOUNDATION

Employer identification number

25-1892843

Part I

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

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

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No

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

Cat. No. 50135Y

Schedule R (Form 990) 2013

Page 2

Part III

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

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

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	Yes	No
(1) RITE AID CORPORATION 200 NEWBERRY COMMONS ETTERS,PA17319 23-2308342	NATIONAL RETAIL DRUGSTORE CHAIN	DE	N/A	C				No

Schedule R (Form 990) 2013

Page 3

Part V

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

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

Yes

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

Yes

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

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) RITE AID CORPORATION	P	173,881	COST INCURRED
(2) RITE AID CORPORATION	O	50,000	MANAGEMENT AGREEMENT
(3) RITE AID CORPORATION	M	5,967,611	CASH RECEIVED

Schedule R (Form 990) 2013

Page 4

Part VI

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

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

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

Schedule R (Form 990) 2013

Page 5

Part VII

Supplemental Information

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

Return Reference	Explanation

Schedule R (Form 990) 2013

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: THE FOUNDATION RAISES FUNDS TO SUPPORT CHARITABLE ACTIVITIES IN THE VARIOUS COMMUNITIES THAT RITE AID CORPORATION SERVES.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	6
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	0
5	Total number of individuals employed in calendar year 2013 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	11
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	2,209,300	8,309,576
9	Program service revenue (Part VIII, line 2g) .........	0	0
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	405	1
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	501,234	212,540
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	2,710,939	8,522,117
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	1,863,370	1,831,550
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)	0	0
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 414,726
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	90,206	506,198
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	1,953,576	2,337,748
19	Revenue less expenses. Subtract line 18 from line 12.......	757,363	6,184,369
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	2,214,600	8,386,855
21	Total liabilities (Part X, line 26).............	279,054	266,940
22	Net assets or fund balances. Subtract line 21 from line 20.....	1,935,546	8,119,915

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 1,862,800 including grants of $ 1,831,550 ) (Revenue $ )
	THE FOUNDATION DISTRIBUTED GRANTS TO CHARITABLE ORGANIZATIONS IN THE VARIOUS COMMUNITIES IN WHICH THE RITE AID CORPORATION SERVES, AND TO ORGANIZATIONS AND INDIVIDUALS IN RESPONSE TO NATURAL DISASTERS.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses1,862,800

(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) KEN MARTINDALE........................................................................ PRESIDENT/DIRECTOR	2.00 .......................	X	X	0	3,777,461	166,016
(2) JOHN LEARISH........................................................................ VP/DIRECTOR	2.00 .......................	X	X	0	1,810,285	107,852
(3) BOB THOMPSON........................................................................ VP/DIRECTOR	2.00 .......................	X	X	0	2,576,915	321,062
(4) GAYLE RIFE........................................................................ FOUNDATION MANAGER/ASSISTA	30.00 .......................	X		0	65,213	0
(5) SCOTT BERNARD........................................................................ VP/DIRECTOR	2.00 .......................	X	X	0	1,712,767	87,173
(6) MARC STRASSLER........................................................................ SECRETARY/DIRECTOR	2.00 .......................	X	X	0	4,069,985	92,836
(7) MATT SCHROEDER........................................................................ TREASURER/DIRECTOR	2.00 .......................	X	X	0	836,272	83,285
(8) TONI MONTINI........................................................................ VP/DIRECTOR	2.00 .......................	X	X	0	2,823,796	112,015
(9) BRIAN FIALA........................................................................ VP/DIRECTOR	2.00 .......................	X	X	0	2,940,723	542,557
(10) SUSAN HENDERSON........................................................................ VP/DIRECTOR	2.00 .......................	X	X	0	741,437	40,175

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	0	21,354,854	1,552,971

(A) Name and business address	(B) Description of services	(C) Compensation





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 0

				(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		2,341,965
d	Related organizations...1d
e	Government grants (contributions)1e

f	All other contributions, gifts, grants, and similar amounts not included above1f		5,967,611

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			8,309,576
			Business Code
2a
b
c
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........
3	Investment income (including dividends, interest, and other similar amounts).......			1			1
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses
c	Gain or (loss)
d	Net gain or (loss)..........
8a	Gross income from fundraising events (not including $ 2,341,965 of contributions reported on line 1c). See Part IV, line 18 ..
	a		2,007,189
b	Less: direct expenses ...b		1,794,649
c	Net income or (loss) from fundraising events..			212,540			212,540
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..
Miscellaneous Revenue			Business Code
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See Instructions......			8,522,117	0	0	212,541

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.		(A) Total expenses	(B) Program service expenses	(C) Management and general expenses	(D) Fundraising expenses
1	Grants and other assistance to governments and organizations in the United States. See Part IV, line 21	1,794,050	1,794,050
2	Grants and other assistance to individuals in the United States. See Part IV, line 22	37,500	37,500
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16
4	Benefits paid to or for members
5	Compensation of current officers, directors, trustees, and key employees ....
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....
7	Other salaries and wages
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....
9	Other employee benefits .......
10	Payroll taxes ...........
11	Fees for services (non-employees):
a	Management ......	50,000	31,250	18,750
b	Legal .........
c	Accounting ...........	32,250		32,250
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........	2,579		2,579
12	Advertising and promotion ....	414,726			414,726
13	Office expenses .......	1,875		1,875
14	Information technology ......
15	Royalties ..
16	Occupancy ...........
17	Travel ............
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....
20	Interest ...........
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....
23	Insurance ..............
24	Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a	STATE REGISTRATION FEES	4,768		4,768
b
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	2,337,748	1,862,800	60,222	414,726
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).


			(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			1
2	Savings and temporary cash investments .........		696,825	2	6,303,391
3	Pledges and grants receivable, net ...........		1,275,668	3	1,519,736
4	Accounts receivable, net .............			4
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
				6
7	Notes and loans receivable, net .............			7
8	Inventories for sale or use ..............			8
9	Prepaid expenses and deferred charges ..........			9
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a
b	Less: accumulated depreciation .....	10b		10c
11	Investments—publicly traded securities ..........			11
12	Investments—other securities. See Part IV, line 11 .....			12
13	Investments—program-related. See Part IV, line 11 .....			13
14	Intangible assets ...............			14
15	Other assets. See Part IV, line 11 ...........		242,107	15	563,728
16	Total assets. Add lines 1 through 15 (must equal line 34)......		2,214,600	16	8,386,855
17	Accounts payable and accrued expenses .........		30,720	17	130,930
18	Grants payable .................		50,000	18	0
19	Deferred revenue ................		198,334	19	136,010
20	Tax-exempt bond liabilities .............			20
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			22
23	Secured mortgages and notes payable to unrelated third parties ..			23
24	Unsecured notes and loans payable to unrelated third parties ....			24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................			25
26	Total liabilities. Add lines 17 through 25.........		279,054	26	266,940
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............		461,544	27	444,745
28	Temporarily restricted net assets ...........		1,474,002	28	7,675,170
29	Permanently restricted net assets ...........			29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........			30
31	Paid-in or capital surplus, or land, building or equipment fund .....			31
32	Retained earnings, endowment, accumulated income, or other funds			32
33	Total net assets or fund balances ...........		1,935,546	33	8,119,915
34	Total liabilities and net assets/fund balances ........		2,214,600	34	8,386,855