TY 2012 Form 990

(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)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(1) CHET HELCK........................................................................ CHAIRMAN OF THE BOARD	2.0 .......................	X	X
(2) JIM ROSENTHAL........................................................................ CHAIR-ELECT	2.0 .......................	X	X
(3) WILLIAM A JOHNSTONE........................................................................ VICE CHAIR	2.0 .......................	X	X
(4) BERNARD B BEAL........................................................................ TREASURER	2.0 .......................	X	X
(5) FRANCOIS O BARTHELEMY........................................................................ DIRECTOR	1.0 .......................	X
(6) ROSEMARY T BERKERY........................................................................ DIRECTOR	1.0 .......................	X
(7) CURT BRADBURY JR........................................................................ DIRECTOR	1.0 .......................	X
(8) DAVID L BRUNNER........................................................................ DIRECTOR	1.0 .......................	X
(9) KENT CHRISTIAN........................................................................ DIRECTOR	1.0 .......................	X
(10) Karen B Peetz........................................................................ DIRECTOR	1.0 .......................	X
(11) DANIEL B COLEMAN........................................................................ DIRECTOR	1.0 .......................	X
(12) DIDIER DESCAMPS........................................................................ DIRECTOR	1.0 .......................	X
(13) ANDREW S DUFF........................................................................ DIRECTOR	1.0 .......................	X
(14) DAVID FINDLAY........................................................................ DIRECTOR	1.0 .......................	X
(15) KIM TILLOTSON FLEMING........................................................................ DIRECTOR	1.0 .......................	X
(16) KENNETH D GIBBS........................................................................ DIRECTOR	1.0 .......................	X
(17) JOHN R GIDMAN........................................................................ DIRECTOR	1.0 .......................	X

(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)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(18) THOMAS HARNETT........................................................................ DIRECTOR	1.0 .......................	X			0	0
(19) DOUGLAS M HODGE........................................................................ DIRECTOR	1.0 .......................	X			0	0
(20) LISA KIDD HUNT........................................................................ DIRECTOR	1.0 .......................	X			0	0
(21) EDWARD J KELLY III........................................................................ DIRECTOR	1.0 .......................	X			0	0
(22) RONALD KRUSZEWSKI........................................................................ DIRECTOR	1.0 .......................	X			0	0
(23) MICHAEL LYUBLINSKY........................................................................ DIRECTOR	1.0 .......................	X			0	0
(24) BLYTHe MASTERS........................................................................ DIRECTOR	1.0 .......................	X			0	0
(25) SHAWN p MATTHEWS........................................................................ DIRECTOR	1.0 .......................	X			0	0
(26) GERALD MCGRAW........................................................................ DIRECTOR	1.0 .......................	X			0	0
(27) ROBERT J MOORE........................................................................ DIRECTOR	1.0 .......................	X			0	0
(28) TIMOTHY P O'HARA........................................................................ DIRECTOR	1.0 .......................	X			0	0
(29) RICHARD B PAYNE JR........................................................................ DIRECTOR	1.0 .......................	X			0	0
(30) PAUL E PURCELL........................................................................ DIRECTOR	1.0 .......................	X			0	0
(31) JOHN FW ROGERS........................................................................ DIRECTOR	1.0 .......................	X			0	0
(32) TIMOTHY C SCHEVE........................................................................ DIRECTOR	1.0 .......................	X			0	0
(33) DONALD G STEEL........................................................................ DIRECTOR	1.0 .......................	X			0	0
(34) JOSEPH E SWEENEY........................................................................ DIRECTOR	1.0 .......................	X			0	0
(35) JOHN G TAFT........................................................................ DIRECTOR	1.0 .......................	X			0	0
(36) KEIKO TASHIRO........................................................................ DIRECTOR	1.0 .......................	X			0	0
(37) JAMES A TRICARICO JR........................................................................ DIRECTOR	1.0 .......................	X			0	0
(38) BRYAN T WEADOCK........................................................................ DIRECTOR	1.0 .......................	X			0	0
(39) W RUFUS YATES........................................................................ DIRECTOR	1.0 .......................	X			0	0
(40) William Dwyer........................................................................ Director (thru 7/2013)	1.0 .......................	X			0	0
(41) Thomas M Joyce........................................................................ director (thru 7/2013)	1.0 .......................	X			0	0
(42) Yoshio Urata........................................................................ Director (thru 7/2013)	1.0 .......................	X			0	0
(43) T TIMOTHY RYAN Jr........................................................................ PRESIDENT & CEO (thru 2/2013)	40.0 .......................	X	X		2,746,476	42,390
(44) Judd gregg........................................................................ CEO (6/2013-12/2013)	40.0 .......................	X	X		0	0
(45) kENNETH BENTSENevp thru 613........................................................................ pres (6/13), ceo & pres (1/14)	40.0 .......................		X		1,165,577	51,327
(46) RANDOLPH C SNOOK........................................................................ EXECUTIVE VICE PRESIDENT	40.0 .......................		X		1,003,685	55,321
(47) IRA D HAMMERMAN........................................................................ EXECUTIVE VICE PRESIDENT	40.0 .......................		X		798,685	60,876
(48) CHERYL L CRISPEN........................................................................ EXECUTIVE VICE PRESIDENT	40.0 .......................		X		468,013	53,376
(49) ILEANE ROSENTHAL........................................................................ EXECUTIVE VICE PRESIDENT	40.0 .......................		X		559,597	32,854
(50) DAVID B KRASNER........................................................................ CFO & CAO	40.0 .......................		X		590,532	50,434
(51) SALVATORE CHIARELLI........................................................................ MANAGING DIRECTOR	40.0 .......................		X		72,500	13,195
(52) RICHARD A DORFMAN........................................................................ MANAGING DIRECTOR	40.0 .......................			X	623,698	48,127
(53) TIMOTHY W CAMERON........................................................................ MANAGING DIRECTOR	40.0 .......................			X	570,522	51,327
(54) MAN-YING LAM........................................................................ GLOBAL GFMA F/X	40.0 .......................			X	543,579	21,731
(55) MICHAEL B DECKER........................................................................ MANAGING DIRECTOR	40.0 .......................			X	479,880	51,327
(56) CARTER K MCDOWELL........................................................................ MANAGING DIRECTOR	40.0 .......................			X	467,192	46,273

(A) Name and business address	(B) Description of services	(C) Compensation
Davis Polk Wardwell, 450 Lexington AvenueNEW YORKNY10017	Legal	4,483,790
Promontory Financial Group llc, 1201 Pennsylvania ave NWWASHINGTONDC20004	COnsulting	1,204,500
Cleary Gottlieb Steen and Hamilton, one liberty plazaNEW YORKNY10006	LEGAL	872,580
Trustees University of Pennsylvani, 255 S 38th streetPHILADELPHIAPA19104	consulting	728,544
GIBSON DUNN CRUTCHER, 1050 CONNECTICUT AVE NWWASHINGTONDC20036	LEGAL	512,670
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 28

Part X Balance Sheet Check if Schedule O contains a response to any question in this Part X ...............
	1	Cashnon-interest-bearing .............	2,539,759	1	2,484,569
2	Savings and temporary cash investments .........	13,102,357	2	16,538,585
3	Pledges and grants receivable, net ...........	0	3	0
4	Accounts receivable, net .............	0	4	49,075
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
		0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
		0	6	0
7	Notes and loans receivable, net .............	0	7	0
8	Inventories for sale or use ..............	0	8	0
9	Prepaid expenses and deferred charges ..........	3,083,302	9	7,445,537
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	29,214,970
b	Less: accumulated depreciation .....	10b	14,981,139	16,419,164	10c	14,233,831
11	Investments—publicly traded securities ..........	29,106,184	11	29,630,336
12	Investments—other securities. See Part IV, line 11 .....	0	12	0
13	Investments—program-related. See Part IV, line 11 .....	0	13	0
14	Intangible assets ...............	0	14	0
15	Other assets. See Part IV, line 11 ...........	1,034,481	15	797,945
16	Total assets. Add lines 1 through 15 (must equal line 34)......	65,285,247	16	71,179,878
	17	Accounts payable and accrued expenses .........	9,766,675	17	10,280,731
18	Grants payable .................	0	18	0
19	Deferred revenue ................	1,397,954	19	3,553,780
20	Tax-exempt bond liabilities .............	0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..	969,240	21	4,210,842
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........	0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..	0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....	0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................	22,392,225	25	17,095,112
26	Total liabilities. Add lines 17 through 25.........	34,526,094	26	35,140,465
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	30,759,153	27	36,039,413
28	Temporarily restricted net assets ...........	0	28	0
29	Permanently restricted net assets ...........	0	29	0
	Organizations that do not follow SFAS 117 (ASC 958), check here 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 ...........	30,759,153	33	36,039,413
34	Total liabilities and net assets/fund balances ........	65,285,247	34	71,179,878

- TIN:

SCHEDULE C
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Political Campaign and Lobbying Activities

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

Complete if the organization is described below. SchCMd Bullet

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

See separate instructions.

OMB No. 1545-0047

2012

Open to Public
Inspection

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

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

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

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

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

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

Name of the organization

Securities Industry and Financial
Markets Association

Employer identification number

32-0178959

Part I-A

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

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

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

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

Part I-B

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

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

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

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

Yes No

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

Yes No

If "Yes," describe in Part IV.

Part I-C

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

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

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

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

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

Yes No

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

(a) Name	(b) Address	(c) EIN	(d) Amount paid from filing organization's funds. If none, enter -0-.	(e) Amount of political contributions received and promptly and directly delivered to a separate political organization. If none, enter -0-.

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

Cat. No. 50084S

Schedule C (Form 990 or 990-EZ) 2012

Page 2

Part II-A

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

A Check SchCMd Bullet

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

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

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

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

4-Year Averaging Period Under Section 501(h) (Some organizations that made a section 501(h) election do not have to complete all of the five columns below. See the instructions for lines 2a through 2f on page 4.)
Lobbying Expenditures During 4-Year Averaging Period
	Calendar year (or fiscal year beginning in)	(a) 2009	(b) 2010	(c) 2011	(d) 2012	(e) Total

2a	Lobbying nontaxable amount

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

c	Total lobbying expenditures

d	Grassroots nontaxable amount

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

f	Grassroots lobbying expenditures

Schedule C (Form 990 or 990-EZ) 2012

Page 3

Part II-B

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

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

(a)

Yes

(b)

Amount

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Part III-A

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

Yes

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

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

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

Yes

Part III-B

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

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

46,264,023

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

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

5,200,000

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

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

5,200,000

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

6,939,603

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

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

Part IV

Supplemental Information

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

Identifier	Return Reference	Explanation

Schedule C (Form 990 or 990EZ) 2012

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.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

Securities Industry and Financial
Markets Association

Employer identification number

32-0178959

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) 2012

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. See Form 990, Part X, line 10.

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................
b	Buildings ................	19,975,820	7,499,681	12,476,139
c	Leasehold improvements ............	9,239,150	7,481,458	1,757,692
d	Equipment ................
e	Other .................
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				14,233,831

Schedule D (Form 990) 2012

Page 3

Part VII

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

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








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

Part VIII

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

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









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

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of liability		(b) Book value
Federal income taxes		0
DEFERRED RENT & CONSTR. ALLOWANCES		8,059,537
EMPLOYEE BENEFITS PAYABLE		7,431,988
UNAMORTIZED LOSS ON ABANDONED PROP.		1,603,587






Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		17,095,112
2. Fin 48 (ASC 740) Footnote. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII .....................................................

Schedule D (Form 990) 2012

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return
1	Total revenue, gains, and other support per audited financial statements .......			1	64,731,256
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a	4,524,151
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d
e	Add lines 2a through 2d .....................			2e	4,524,151
3	Subtract line 2e from line 1.....................			3	60,207,105
4	Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b .	4a
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b.......................			4c
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	60,207,105

Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return
1	Total expenses and losses per audited financial statements ...........			1	59,450,996
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d	-3,752,346
e	Add lines 2a through 2d......................			2e	-3,752,346
3	Subtract line 2e from line 1.....................			3	63,203,342
4	Amounts included on Form 990, Part IX, line 25, but not on line 1:
a	Investment expenses not included on Form 990, Part VIII, line 7b ..	4a
b	Other (Describe in Part XIII.) ............	4b
c	Add lines 4a and 4b.......................			4c
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	63,203,342

Part XIII

Supplemental Information

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

Identifier	Return Reference	Explanation
Part IV		In order to finance certain member driven projects that are beyond SIFMA's operating budget resources and which impact only a subset of members, SIFMA syndicates out such project cost to participating member firms. The 3rd party project cost (and associated member reimbursement) is maintained within the SIFMA balance sheet. In 2013, the syndicated funds collected from members and disbursed for such special projects totaled $5,486,782 and $2,581,899, respectively. Part X FIN 48 The association is exempt from federal income taxes under the provision of Section 501(c)(6) of the Internal Revenue Code. Accordingly, the Association is not subject to income taxes except to the extent it has taxable income from activities that are not related to its exempt purposes. The association utilizes a threshold of more likely than not for recognition and derecognition of tax positions taken or expected to be taken in a tax return. No provision for income taxes was required for fiscal year 2013 or 2012. The Association complies with the provisions of ASC 740, Income Taxes. Under ASC 740, an organization must recognize the tax benefit associated with tax positions taken for tax return purposes when it is more likely than not that the position will be sustained upon examination by a taxing authority. The Association does not believe it has taken any material uncertain tax positions and, accordingly, it has not recorded any liability for uncertain tax positions. The Association has filed for and received income tax exemptions in the jurisdictions where it is required to do so. Additionally, the Association has filed IRS Form 990 information returns, as required, and all other applicable returns in jurisdictions where so required. The tax years ending October 31, 2010, 2011, 2012 and 2013 are still open to audit for both federal and state purposes.
Part XII, LIne 2d		post-retirement related changes other than net periodic post retirement benefit cost ($4,955,968) Amortization of curtailment $1,103,543 Transfer out (societies) $100,079 ----------- ($3,752,346) ===========

Schedule D (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

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

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

Attach to Form 990

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization
Securities Industry and Financial
Markets Association

Employer identification number
32-0178959

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	(h) Purpose of grant or assistance
(1) scholarship America One Scholarship way saint peter,MN56082	04-2296967	501(C)(3)	30,130	PROGRAM SUPPORT
(2) The baruch College fund 1 bernard baruch way new york,NY10010	13-1988190	501(C)(3)	10,000	PROGRAM SUPPORT
(3) NCSL FOUNDATION FOR STATE legislatures 7700 EAST FIRST PLACE DENVER,CO80230	74-2232576	501(C)(3)	7,500	PROGRAM SUPPORT
(4) NATIONAL PRESS FOUNDATION 12100 CONNECTICUT AVE WASHINGTON,DC20008	52-1069481	501(C)(3)	6,000	PROGRAM SUPPORT
(5) BOY SCOUTS OF AMERICA 1325 W WALNUT HILL LANE IRVING,TX75015	75-2675978	501(C)(3)	10,000	PROGRAM SUPPORT
(6) SIFMA FOUNDATION FOR INVESToR EDUCATION FIE INC 120 Broadway NEW YORK,NY10271	52-1087193	501(C)(3)	10,000	PROGRAM SUPPORT

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) 2012

Page 2

Part III

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

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

Part IV

Supplemental Information.

Complete this part to provide the information required in Part I, line 2, Part III, column (b), and any other additional information.

Identifier	Return Reference	Explanation
schedule I, Part I, line 1		sifma provides support to charitable organizations to help those organizations further their exempt programs. SIFMA IS NOT A GRANT MAKING ORGANIZATION BUT WILL OCCASIONALLY AWARD A GRANT TO AN ELIGIBLE 501(C)(3) ORGANIZATION IN SUPPORT OF A PROJECT THAT ALIGNS ITSELF WITH SIFMA'S MISSION OF PROMOTING AND SUPPORTING A STRONG FINANCIAL INDUSTRY. SIFMA MAINTAINS IN ITS RECORDS THE ACKNOWLEDGMENT LETTER FROM THE RECIPIENT ORGANIZATION AND ANY FOLLOW UP REPORTS ON THE USE OF GRANT FUNDS.

Schedule I (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

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

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

Attach to Form 990. SchJMediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

Securities Industry and Financial
Markets Association

Employer identification number

32-0178959

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all officers,
directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? .......

Yes

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2012

Page 2

Part II

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

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

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(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)T TIMOTHY RYAN JrPRESIDENT & CEO (thru 2/2013)	(i) (ii)	2,510,476 0	236,000	0	30,000	12,390	2,788,866 0
(2)kENNETH BENTSENevp thru 613pres (6/13), ceo & pres (1/14)	(i) (ii)	790,577 0	375,000	0	30,000	21,327	1,216,904 0
(3)RANDOLPH C SNOOKEXECUTIVE VICE PRESIDENT	(i) (ii)	653,685 0	350,000	0	31,944	23,377	1,059,006 0
(4)IRA D HAMMERMANEXECUTIVE VICE PRESIDENT	(i) (ii)	583,185 0	215,500	0	37,500	23,376	859,561 0
(5)CHERYL L CRISPENEXECUTIVE VICE PRESIDENT	(i) (ii)	318,013 0	150,000	0	30,000	23,376	521,389 0
(6)ILEANE ROSENTHALEXECUTIVE VICE PRESIDENT	(i) (ii)	409,597 0	150,000	0	30,000	2,854	592,451 0
(7)DAVID B KRASNERCFO & CAO	(i) (ii)	400,532 0	190,000	0	30,000	20,434	640,966 0
(8)RICHARD A DORFMANMANAGING DIRECTOR	(i) (ii)	498,698 0	125,000	0	30,000	18,127	671,825 0
(9)TIMOTHY W CAMERONMANAGING DIRECTOR	(i) (ii)	395,522 0	175,000	0	30,000	21,327	621,849 0
(10)MAN-YING LAMGLOBAL GFMA F/X	(i) (ii)	293,579 0	250,000	0	7,500	14,231	565,310 0
(11)MICHAEL B DECKERMANAGING DIRECTOR	(i) (ii)	314,880 0	165,000	0	30,000	21,327	531,207 0
(12)CARTER K MCDOWELLMANAGING DIRECTOR	(i) (ii)	407,192 0	60,000	0	30,000	16,273	513,465 0

Schedule J (Form 990) 2012

Page 3

Part III

Supplemental Information

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

Identifier	Return Reference	Explanation
PART I, LINE 1A		Per the employment contract, SIFMA provided first class air travel when traveling for SIFMA business for T. Timothy Ryan, President and CEO. The first class air travel was excluded from taxable compensation on the individual's form w-2 because it was incurred for business reasons.

Schedule J (Form 990) 2012

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

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

Attach to Form 990 or 990-EZ.

OMB No. 1545-0047

2012

Open to Public
Inspection

Name of the organization

Securities Industry and Financial
Markets Association

Employer identification number

32-0178959

Identifier	Return Reference	Explanation
Part I, LIne 1		The Securities Industry and Financial Markets Association (SIFMA) brings together the shared interests of hundreds of securities firms, bank and asset managers. SIFMA's core mission is to support a strong financial industry. The most significant activities SIFMA undertook this year pertained to advocacy on Dodd-Frank Wall Street Reform and Consumer Protection Act rule making - work strategically funded principally from association reserves ($3.2m and $6.3m in current and prior year respectively). Part I, Line 6 The number of volunteers was derived from SIFMA committee participants per the membership data base.
Part III, LIne 4a		Continued development and maintenance of best practices that are conducive to efficient conduct of the business of members of the organization: REVIEW OF EXCHANGES SRO STRUCTURE ISSUE: In today's markets, securities exchanges and broker-dealer trading venues perform essentially identical functions. Nonetheless, the status of exchanges as self-regulatory organizations (SROs) has not changed, even as the exchanges have evolved from member-owned utilities to for-profit businesses, as well as active competitors with their broker-dealer members. The SEC should undertake a holistic review of U.S. equity market structure. Such a review should include a focus on SRO structure, as the current structure of the self-regulatory model is widely viewed to be outdated and in need of reform. IMPACT: Equity market structure, including a holistic review of regulatory infrastructure, are critical to ensure safe, sound and efficient markets that investors can have confidence in. ON-EXCHANGE AND OFF-EXCHANGE TRADING ISSUE: The subject of market quality has recently been a topic of wide discussion, and a central point of this discussion has been the effect of off-exchange equity trading on overall market quality. In 2013, the Financial Industry Regulatory Authority (FINRA) put forth a proposal that would require every alternative trading system (ATS) to report to FINRA weekly volume information on ATS securities transactions. FINRA should work with member firms and other market participants to develop similar public disclosure of trading volume for other off-exchange market centers that do not operate as an ATS. The Commission should also work with exchanges to establish a reporting regime to provide consistent and standardized public disclosure of exchange execution volume carried out by displayed orders, partially displayed/partially undisplayed orders, and fully undisplayed orders. IMPACT: SIFMA believes that off-exchange trading does not have a negative impact on overall market quality. However, SIFMA generally supports FINRA's proposal, as providing consistent and standardized public disclosure of ATS trading volume will allow for accurate evaluation of market quality based on objective data. Any regulatory developments in this area should be based on objective data and analysis, not on competitive arguments put forth by the exchanges. SECURITIES INDUSTRY PROCESSORS ISSUE: On August 22, an outage of Securities Industry Processors (SIPs) led to a halt in trading of NASDAQ-listed securities. The outage is a symptom of the outdated system - which is over 30 years old - by which critical market data is controlled and distributed. The industry has recommended five workstreams that the SEC, self regulatory organizations (SROs) and industry members should use to examine SIPs more broadly and develop action plans that (1) revamp governance, (2) increase transparency in operations, and (3) provide for increased efficiencies. IMPACT: Systems and technology breakdowns run the risk of eroding the trust and confidence of investors and undermining the integrity and efficiency of the markets. Investors must be able to rely on the strength and resiliency of our financial markets. By improving operational integrity, we reinforce the trust and confidence that is vital to enabling the markets to do their job of providing the capital and credit that serves as fuel to grow the economy and create jobs. "EXECUTION WITH DILIGENCE" STANDARD FOR MUNICIPAL TRADING As a key component of our advocacy initiatives, SIFMA sometimes proactively suggests rule enhancements to regulators when those changes can enhance investor protection or improve market mechanics. In response to a July 2012 Securities and Exchange Commission (SEC) Report on the Municipal Securities Market, SIFMA issued a proposed execution-with-diligence standard for trades in municipal securities. This is a higher standard for dealers to meet than what is currently in place, and was approved by an overwhelming majority of members of SIFMA's Municipal Securities Division. The SIFMA proposal promotes effective and efficient regulation of the municipal securities market and would enhance investor protection without harming liquidity. It would also impose higher standards on municipal securities dealers that would advance public trust and confidence in the municipal securities market, and would result in a principles-based rule that does not favor one execution venue or counterparty over another. To enact the recommendation, the Municipal Securities Rulemaking Board (MSRB) should amend its Rule G-18 to reflect an "execution-with-diligence" concept of execution. In conjunction with its proposal, SIFMA is also encouraging the MSRB to consider the short term and long term costs and potential benefit of any rule making before formally proposing any changes. The MSRB has stated it is currently drafting a new municipal securities execution rule. QUANTUM DAWN 2: STRENGTHENING CYBER SECURITY The industry is proactively working to mitigate the threat of cyber attacks by maintaining effective, orderly markets and protecting clients. SIFMA, working with Deloitte, facilitated an industry-wide test of response plans in the event of a street-wide attack. Overall, the industry proved to be resilient. More than 30 entities participated - including financial firms, exchanges, the Department of Homeland Security, the U.S. Treasury, the Securities and Exchange Commission (SEC) and the Federal Bureau of Investigation (FBI). SIFMA believes that industry efforts alone are insufficient to address cyber attacks. A strong partnership between the industry and government is essential to effectively defend against these threats and keep millions of clients safe. Done right, information-sharing is the best way to keep our clients protected and our members enabled to defend against the most critical threats. SIFMA continues to call on Congress to take action and pass cyber security legislation that makes it easier for the government to share information with the private sector, and vice versa. BUSINESS CONTINUITY PLANNING (BCP) SIFMA leads a number of projects and services to help members secure, maintain and recover business operations against disruptions and threats, thereby promoting a safer and more resilient marketplace. On an ongoing basis, SIFMA coordinates market open/close protocols and an industry Command Center. The Command Center provides a vital forum for information sharing through its relationships with key regulators and government agencies, including a seat at the New York City Office of Emergency Management (OEM). In addition to work on cyber security, SIFMA held two important industry-wide BCP tests and exercises in 2013: Industry Backup Test SIFMA has coordinated an annual industry wide test of firms, exchanges and market utilities for the last 10 years. This test ensures firms and their providers have connectivity in the event they need to move to back-up systems or facilities. The test covers the systems used to handle most major products including equities, fixed income, options, treasury auctions and foreign exchange (FX). Over 40 exchanges, utilities and market data vendors participate in the test, along with roughly 100 industry firms. Pandemic Exercise SIFMA co-sponsored an exercise with FEMA and Health and Human Services to test firms' abilities to plan for and react to a pandemic outbreak. The first installment of the exercise was held in November 2013 and had over 500 participants. The second installment will be executed in 2014, covering both firms' internal planning and procedures and developing coordination between the industry and public health authorities.
Part III, Line 4b		Advocacy for issues of importance to its members: On behalf of our members, SIFMA is engaged in a broad range of advocacy efforts - from the implementation of Dodd-Frank to fiscal policy to comprehensive global regulatory coordination - with the intent of ensuring our financial markets are the safest and remain the widest, deepest, most liquid and most transparent in the world. A FIDUCIARY STANDARD ISSUE: A fiduciary relationship is generally viewed as the highest standard of customer care available under law. Today, investment advisers and broker-dealers are regulated by different laws. SEC on Fiduciary In 2011, the Securities and Exchange Commission (SEC) published a staff study under the Dodd-Frank Act recommending a new, uniform, federal fiduciary standard of conduct for brokers and investment advisers providing personalized investment advice. The SEC is now contemplating a rulemaking. DOL on Fiduciary Separate from and conflicting with the definition of fiduciary being contemplated under Dodd-Frank, the Department of Labor (DOL) continues to consider a wholesale revision to its regulation that redefines what it means to be a fiduciary under the Employee Retirement Income Security Act (ERISA) and the Internal Revenue Code. This proposed definition, expected in summer 2014, would affect whether retail brokers, prime brokers, institutional trading desks, swap dealers and others who work with pension and 401(k) plans and IRAs will be deemed fiduciaries under certain circumstances. IMPACT: SIFMA supports a uniform fiduciary standard that is business model neutral and does not inhibit a client's ability to choose the products and services they want. SIFMA also believes a uniform standard should be enforced in a uniform manner - which is why we support a self regulatory organization (SRO) to oversee investment advisers, as the SEC does not have the capacity to effectively oversee their activities. A uniform standard established by the SEC that is focused on retail clients receiving personalized investment advice would protect investors and put their best interests first. The DOL proposal is an overbroad expansion of the fiduciary standard that will undermine efforts by employers and service providers to educate workers on the importance of responsible retirement planning. SIFMA is concerned that this proposal will limit investor choices and drive up costs for the individuals it is intended to protect. RETIREMENT AND SAVINGS TAX INCENTIVES FOR RETIREMENT SAVINGS ISSUE: Congress is considering changing the special tax treatment of retirement savings in ways that would make it harder for many Americans to save. Americans overwhelmingly - by a margin of 4 to 1 - oppose changing tax rules for retirement savings accounts, according to a survey released this year by the Coalition to Protect Retirement. The research shows widespread support across political parties for maintaining the current tax treatment for retirement savings vehicles, such as 401(k) plans, 403(b) plans, and traditional IRAs. Even during a time when the government is looking for new revenue sources to reduce the national debt, 87 percent of all Americans and 95 percent of those who have tax-deferred 401(k)-like retirement plan accounts believe retirement savings should be "off limits" to Congress and not a source of new revenue for the government. IMPACT: While there is a strong desire for comprehensive tax reform, changing the rules governing retirement plans is not the answer. In 2013, a group of America's leading supporters of retirement savings plans banded together to launch the Coalition to Protect Retirement. The Coalition, of which SIFMA is a founding member, believes Americans should have more-not fewer-incentives to save. STATE RUN RETIREMENT PLANS ISSUE: State-run retirement plan proposals for private sector employees are being considered by a number of states. These proposals have varied from an expansive defined benefit plan to a payroll deduction individual retirement account (IRA) option. The intention of the proposals is to improve access to affordable retirement savings plans for low- and middle-income workers employed by small and medium-sized enterprises. IMPACT: The creation of a state-run retirement plan for private-sector employees would burden already fiscally-strained states; create conflicts between federal and state laws; and have a number of implications under the Employee Retirement Income Security Act of 1974 (ERISA) and the Internal Revenue Code, for which there is no current guidance. There is a severe savings challenge in the United States that is detrimental to our nation's economic success. SIFMA is committed to helping Americans save for retirement. The financial industry offers a variety of fairly priced retirement savings options, including 401(k) plans, 403(b) plans, 401(a) plans, 457(b) plans, SIMPLE IRAs, SEP IRAs, and traditional IRAs. Financial literacy and general investment education need to become part of the American education curriculum. There needs to be complementary general outreach by states, the federal government, employers and retirement plan providers to educate the American public about their savings, including on issues such as compounding interest, finding appropriate investments, monitoring investment portfolios and making changes to portfolios when appropriate. EMINENT DOMAIN ISSUE: Communities around the country continue to explore the use of eminent domain to seize underwater mortgage loans from their holders and refinance them through government programs. Under several of the proposed plans, a city or county would condemn and seize certain mortgages held in private-label securitizations under the power of eminent domain and refinance them through a government lending program. It is important to note that only borrowers with good credit, and likely only those who are current on their mortgage payments, would be eligible for the proposed programs. The contemplated use of eminent domain raises very serious legal and constitutional issues, including a violation of the Contract Clause and an impermissible "taking" of private property under the U.S. Constitution and various State Constitutions. Several municipalities have investigated and wisely decided against the use of eminent domain. However, discussions persist in cities around the country, notably in Richmond (CA). SIFMA will continue to engage community leaders so they understand the risks such plans pose. IMPACT: Eminent domain stands to hurt the very borrowers it seeks to help; there are better alternatives to address these problems. Eminent domain would be immensely destructive to U.S. mortgage markets by undermining existing securitization transactions, which would significantly reduce access to credit for mortgage borrowers in affected areas. Everyday savers - teachers, firefighters and other middle class Americans - would experience losses in pension plans, 401(k) plans and other investment vehicles that hold mortgage bonds. Rather than undertaking plans that deter private capital, efforts should instead be focused on the bipartisan goal of decreasing the government's role in housing finance. CREDIT RISK RETENTION AND QUALIFIED RESIDENTIAL MORTGAGES (QRM) ISSUE: Section 941 of Dodd-Frank mandates that sponsors of securitizations, such as commercial and residential mortgage-backed securities, retain on their books five percent of the value of the assets that they bundle and sell as securities. A re-proposed rule was introduced in 2013 and, in many respects, represents a significant improvement over the original proposals in terms of preserving the ability of securitization to support access to mortgage, consumer and business credit. A further refinement of the proposed rule is necessary to ensure interests are aligned while remaining balanced against the costs of implementation, especially in light of the potential to reduce the ability of securitization to fund credit availability. IMPACT: Reviving the securitization markets is necessary to promote healthy lending to Americans seeking to finance a home. Implementation of credit risk retention is an important key to reviving the securitization markets, as it helps to align the economic interests between the parties that securitize assets and the parties that invest in them.
HOUSING FINANCE AND GSE REFORM		ISSUE: The future of housing finance and the role of the government in mortgage finance markets remained an open question in 2013. Activity in Congress accelerated notably this year, with the passage of legislation out of the House Financial Services Committee known as the "PATH Act", which would restructure housing finance into a system with Federal guarantees only being provided by a reconfigured Federal Housing Authority (FHA). Also, the bi-partisan "Housing Finance Reform and Taxpayer Protection Act" was introduced in the Senate. This bill is commonly known as the Corker-Warner Bill and has been the focus of much discussion among industry participants. The Senate Banking Committee Chairman and Ranking Member are expected to unveil another GSE reform bill in early 2014. While it is too soon to know many details, this legislation is expected to continue a meaningful government role in housing finance, and may be based on the Corker-Warner Bill. IMPACT: A healthy housing finance system promotes lending, and is essential to the continued recovery of the broader economy. Policymakers should fix the parts of the housing finance system which need attention without dismantling the aspects of the system that have provided efficient, cost effective lending and benefits to our economy for the last 30 years. A key focus of reform must be the preservation of the vast liquidity that today's market enables; this includes "to be announced" (TBA) trading of mortgage backed securities (MBS) and the benefits it confers on mortgage borrowers. MONEY MARKET FUND REFORM ISSUE: In June 2013, the SEC proposed rules to further reform money market funds (MMFs) in order to make them less susceptible to runs and to enhance transparency of the risks associated with these funds. In response to this proposal, the buy- and sell-sides constituencies of SIFMA worked together to express concern that some elements of the SEC's proposal would alter indispensable characteristics of MMFs that are attractive to shareholders, thereby endangering the viability of MMFs as an investment option and as a vital element of capital formation and credit. In particular, SIFMA believes that imposing both fundamental reforms on any type of MMF, a floating Net Asset Value (NAV) and the liquidity fee and redemption gate proposals together, would threaten the utility of MMFs as an investment product and funding mechanism. SIFMA also suggests certain changes to the SEC's proposal including, but not limited to, exempting tax-exempt funds, changing the definition of a retail fund and addressing certain transition, tax, accounting and brokerage suitability issues. IMPACT: Overly aggressive regulation of MMFs would not only be ineffective in preventing runs but would also lead to serious negative consequences for the U.S. financial system and broader economy. Corporations and financial institutions would find it more difficult and more expensive to access the short-term funding they need to carry out their daily operations, pay their employees and spur the economic growth that creates jobs. Investors would have fewer choices for cash investments and would lose the benefits of these relatively safe and highly liquid products that provide an attractive alternative to a deposit account. MUNICIPAL ADVISOR DEFINITION ISSUE: The Dodd-Frank Act includes a provision requiring the Securities and Exchange Commission (SEC) and the Municipal Securities Rulemaking Board (MSRB) for the first time to regulate non-dealer "municipal advisors." Municipal Advisors include financial advisors, swap advisors, GIC brokers and others. The rule also regulates banks and broker dealers acting as Municipal Advisors. Under the law, the SEC is charged with defining Municipal Advisor and establishing the scope of who is required to register, and the MSRB is charged with writing rules governing Municipal Advisor behavior, activities and any other related matters. The municipal dealer industry generally supports such a rule on the basis that it would help protect issuers and level the regulatory playing field between dealers and previously unregulated independent, non-dealer municipal advisors. In September 2013 the SEC issued its final municipal advisor rule, which takes effect in January 2014. While a significant improvement over the December 2010 proposed rule in many respects, the final rule has the potential to inhibit the free flow of transaction ideas between public finance bankers and their issuer clients. IMPACT: It is important that non-dealer financial advisors be brought under federal regulatory oversight as soon as possible. However, an overly broad definition of municipal advisors limits the ability of states and localities to minimize borrowing costs for their citizens. The SEC's final rule has the potential to severely limit the ability of bankers to provide ideas, suggestions, analysis, assistance or other services to issuer clients in many circumstances. By constricting available advice, municipalities will find it harder to access the funding they need for critical infrastructure such as the schools, roads and hospitals that build better communities. CONSOLIDATED AUDIT TRAIL (CAT) ISSUE: The Securities and Exchange Commission (SEC) has adopted a rule that directs selfregulatory organizations (SROs) to develop a Consolidated Audit Trail (CAT). A centralized and comprehensive trail will enable the SEC and SROs to perform monitoring, enforcement and regulatory activities more effectively. Creating a CAT that captures the full lifecycle of trades is a massive undertaking that will require significant resources from the industry. SIFMA published a white paper presenting industry views on how the CAT system should be organized, providing eight key principles on operations, structure, governance and scope, and outlining the industry's vision of how the CAT system should be implemented and expanded. The timely elimination of regulatory reporting requirements, systems and rules that will become redundant with the launch of the CAT is critical to implementing an effective system that minimizes the financial burden on the industry and investors. In addition, industry participants must be integrated and involved in the CAT development process as well as its implementation and subsequent operation. IMPACT: The creation of an effective, efficient CAT system will improve regulators' supervisory capabilities. This important new tool for monitoring trading activity will strengthen financial markets by protecting investors and improving market transparency. monitoring trading activity will strengthen financial markets by protecting investors and improving market transparency.
DERIVATIVES		ISSUE: The Dodd-Frank Act's Title VII established a broad, new regulatory regime for over-the- counter derivatives that continues to have a profound impact on markets. While Title VII takes important and necessary steps with respect to improving transparency and mitigating risk in these markets, the implementation of appropriate regulation should avoid creating outsized burdens or unduly limiting of the availability of these valuable risk management tools for American businesses. Regulators must ensure any the implementation of their regulations do not adversely impact liquidity, price discovery and the ability to hedge in the commodities and broader derivatives markets for users of such products. -Swaps Push-Out Reform: Section 716 was a late and controversial addition to Title VII that intends to force swaps businesses into other entities within financial groups that are not subject to prudential regulation, and was adopted despite strong reservations from multiple federal prudential regulators. Problematically, it would likely have the adverse impact of increasing systemic risk instead of reducing it. In June 2013, U.S. prudential regulators announced they had extended the effective date of the rule by two years. Since regulators have not yet issued implementing regulations, that announcement gave impacted market participants needed clarity on timing. -Cross-Border Regulations: In December 2013, SIFMA, the International Swaps and Derivatives Association (ISDA) and the Institute of International Bankers (IIB) filed a legal challenge to the Commodity Futures Trading Commission (CFTC) July 12 , 2013 Interpretive Guidance and Policy Statement Regarding Compliance With Certain Swap Regulations ("Cross-Border Rule") and cross-border aspects of related rules. The suit alleges that the Commission failed to follow key requirements mandated by law with regard to development and issuance of the Cross-Border Rule, thus harming liquidity and the ability of market participants to manage risks, as well as undermining the global commitments to coordination. -Position Limits: In November 2013, the CFTC voted to approve a new rulemaking proposal for position limits, which is under consideration for comment by the industry. At the same time, the CFTC voluntarily dismissed its appeal of the court's decision against its 2011 rule making, marking the conclusion of SIFMA and ISDA's successful legal challenge. The 2011 Position Limits rule, as originally written, could have adversely affected liquidity and increased price volatility in the commodities and broader derivatives markets for end-users and all market participants. IMPACT: Derivatives play an important role in the capital markets and broader economy, allowing businesses to manage and hedge risk. New regulatory provisions will impact swap dealers, major swap participants, asset managers and other end-users, such as manufacturers, financial institutions, and agricultural concerns. Regulation, if improperly devised and implemented could restrict market function and make it harder for banks, investors and American businesses to hedge risks, thereby actually adding risk to the system. Volcker Rule ISSUE: Section 913 of the Dodd-Frank Act, commonly known as the "Volcker Rule," generally banned proprietary trading by financial institutions. In December 2013, after a three and a half year debate, five agencies finalized the long and much anticipated Rule which generally prohibits banking entities from: -engaging in short-term proprietary trading of securities, derivatives, commodity futures and options on these instruments for their own account. -owning, sponsoring, or having certain relationships with hedge funds or private equity funds, referred to as 'covered funds.' The rule is contained in a 900 page document. Although proprietary trading was not a cause of the financial crisis, many firms have been working to meet the spirit and purpose of the Rule by curtailing many aspects of their proprietary trading activities. Additionally, firms have begun the process of reducing positions in entities that are clearly a private equity fund or hedge fund. IMPACT: An overly restrictive Volcker Rule will inflict serious harm on our nation's economy and American savers, stifling economic growth and job creation. Implementation of the Rule must be consistent to ensure market liquidity is not unnecessarily impaired. market liquidity is not unnecessarily impaired. job creation. Implementation of the Rule must be consistent to ensure market liquidity is not unnecessarily impaired.
THE DEBT CEILING DEBATE AND DEFAULT RISK		ISSUE: In 2013, factions in Congress once again threatened to force a default of U.S. government debt by not raising the debt limit. Throughout the debate, SIFMA warned that the fallout from a default on the nation's debt would be extremely negative for the economy and the financial markets. SIFMA joined 271 other organizations and associations to urge Congress to act expeditiously to raise the debt limit. Through a series of Congressional meetings, testimony and briefings, SIFMA worked to educate Congress and the public about the risks of a potential U.S. default. Additionally, through various industry committees, SIFMA has been coordinating industry-wide efforts to plan for such a potential default. IMPACT: A default would have been severely damaging, undermining the economy and throwing financial markets into disarray. Now that an agreement has been reached, the President and Congress should work to resolve the nation's long-term fiscal imbalance and avoid threatening to voluntarily default on our debt. FREE TRADE AGREEMENTS ISSUE: In March 2013, the European Union (EU) and the United States agreed to start negotiations on a Transatlantic Trade and Investment Partnership (TTIP). Free trade agreements must include financial services regulatory coordination. This is a critical opportunity to enhance coordination, reduce conflict and confusion and improve the efficiency of regulations across jurisdictions. Importantly, a financial services regulatory framework between the U.S. and E.U. would facilitate and guide efforts to promote consistent high-quality regulatory standards in global markets. The Administration is also nearing the conclusion of a Trans-Pacific Partnership (TPP) with 11 other nations. TPP aims to reduce market access barriers and expand protections for U.S. firms operating in these countries, while establishing a high-standards template for countries seeking to join at a later date. IMPACT: International trade has long been an important component of a strong American economy, and free trade agreements have the ability provide a much-needed stimulus. Access to overseas markets helps to support economic growth, create jobs and maintain a dynamic and competitive economy. Trade agreements do more than simply reduce burdensome tariffs. They also secure important commitments for the U.S. services sector, a sector that accounts for nearly 70 percent of U.S. GDP. These agreements help to eliminate market access barriers, ensure non-discriminatory treatment and limit restrictions on investment. Including a financial services regulatory framework between the U.S. and E.U. would facilitate and guide efforts to promote consistent, high-quality regulatory standards in global markets and ensure U.S. competitiveness. A high-standards TPP would provide U.S. firms and customers new opportunities and protections in fast growing Asian markets. FINANCIAL TRANSACTION TAX ISSUE: In 2013, France and Italy enacted separate financial transaction tax schemes. Some member states within the European Union also reached an agreement to impose a similar levy on share, bond and derivatives transactions. However, the agreement was delayed as a result of questions arising on how to collect and distribute the revenue from the tax. Each of these taxes raised concerns regarding their extraterritorial application - foreign governments should have no ability or right to tax private securities transactions within the United States, unlawfully imposing additional taxes on American investors. In a related matter, SIFMA urged Congressional review of the Marketplace Fairness Act - including whether its proposed sales tax will apply to services such as online trades. The bill could lead to unexpected costs being passed on to consumers of financial services, including sales taxes on services or state-level stock transaction taxes. IMPACT: A financial transaction tax would raise the cost of capital desperately needed by businesses, and essentially be a punitive sales tax on every day investors. Such a tax impedes the efficiency of markets, impair depth and liquidity of financial instruments, and raise costs to the issuers, pensions and investors who help drive economic growth. Major economies that have adopted this tax have had overwhelmingly negative results, including reduced asset prices, trading moving to other venues, market dislocation and decreased liquidity. PRUDENTIAL REGULATION ISSUE: There is a general agreement among regulators that capital requirements need to be tightened globally, and that more attention should be paid as well to the liquidity that banks have available to combat runs on their funding during moments of panic. There is also general agreement that, in order to avoid uneven playing fields and the related problems of regulatory arbitrage, such capital and liquidity frameworks should be globally accepted and implemented by financial institutions. In July 2013, the Basel Committee on Banking Supervision (BCBS) finalized rules under Basel III. Federal regulators must strike the right balance between the international Basel standards as well as U.S.-specific capital requirements under the Dodd-Frank Act. IMPACT: Ensuring financial institutions are sufficiently capitalized is a key component of the larger regulatory effort to enhance the safety and soundness of our financial system. Implementation of the Basel III capital standards will help achieve this goal. Excessive capital levels will limit the ability of financial institutions to lend to small businesses and families that help drive economic growth and job creation, and weaken American financial institution's ability to compete globally.
Part III, Line 4c		SIFMA offers many conference and seminars tailored to meet the diverse needs of its members. They act as a medium through which ideas, experience and information can be exchanged by members for their mutual benefit. 2013 ANNUAL MEETING On November 11-12, 2013, the leaders of the financial services industry gathered in New York City for an annual meeting with prominent policymakers, thought leaders and the financial media. These individuals and the organizations they represent, SIFMA's member firms, have one common goal: to position the financial services industry as a key ally in allowing our country to regain its confidence and enter into a period of national prosperity. The very basic purpose of our financial markets is to help Americans succeed, and to help Main Street prosper. SIFMA OPERATIONS CONFERENCE 2013 ("SIFMA OPS") Again in 2013, SIFMA Ops convened operations professionals in a three-day forum to explore pressing industry developments and build important relationships. The celebratory 40th anniversary program provided a unique retrospective of the decades of remarkable progress in the world of financial services operations. PRIVATE CLIENT CONFERENCE 2013 The Private Client Conference convened hundreds of leading wealth management professionals, to address tactical ways to enhance client service, advice and, perhaps most crucially, trust, to help investors achieve their financial goals. SIFMA COMPLIANCE & LEGAL SOCIETY ANNUAL SEMINAR 2013 marked the 45th anniversary of SIFMA's marquee event for the industry's compliance and legal professionals and features more than sixty panels over 3 days. As the roles of compliance and legal professionals continue to expand and become more vital, it is critical that this forum of industry and regulators come together to educate each other and share best practices. SIFMA TECH SIFMA Tech 2013 brought together thousands of market participants, regulators and solution providers to explore financial technology issues and their solutions. The event offered critical updates and expert outlooks that help attendees achieve a technological infrastructure that facilitates operating efficiency and promotes sound risk management. SECURITIES INDUSTRY INSTITUTE The Securities Industry Institute (SII) is the premier executive development program for financial services professionals. For more than 60 years, SIFMA and The Wharton School of The University of Pennsylvania have partnered to develop the industry's high-potential, rising leaders and equip participants with practical information, ideas and answers directly applicable to their present and future responsibilities. Held on the Wharton campus, participants meet for one week each March to complete required coursework for this three-consecutive year program that utilizes unique and unconventional teaching models. SIFMA SOCIETIES SIFMA Societies provide a forum for colleagues to share best practices, attend educational seminars and engage in peer-to-peer networking. By facilitating the exchange of information among specialized professionals in the financial industry, SIFMA Societies prepare members for market changes and emerging trends.
Part III, Line 4d		Continued serving as a source of market information, including statistics on many facets of the market place and publishing research reports, trade newsletters and other periodicals and books.
PART VI, Line 6		SIFMA is a membership organization with the following classes of membership: Broker-Dealer Members and Asset Manager Members. Each Broker-Dealer Member and Asset Manager Member shall be entitled to vote with respect to the election of Directors and other matters as may be submitted at any annual or other meeting of Members entitled to vote. Associate Members Associate Members shall not be entitled to vote with respect to the election of Directors and other matters as may be submitted at any annual or other meeting of Members entitled to vote, and shall not be eligible to serve as Directors of the Association.
PART VI, SECTION A, Line 11a	990 REVIEW PROCESS	The Accounting department of the Organization prepares the Form 990 based on audited financial information. The draft Form 990 is then reviewed by management and an external independent accounting firm. The Audit and Finance Committee will review the final draft signed off by the external independent tax accountant. This review will be noted as an agenda item at an Audit and Finance Committee meeting and will be duly noted in the minutes. The Form 990 will be provided to all voting members of the Board of Trustees prior to submission to the IRS.
PART VI, SECTION B, Line 12c	CONFLICT OF INTEREST POLICY MONITORING & ENFORCEMENT	Any employee in a position where his or her objectivity may be questioned because of an individual interest or family or personal relationship is required to notify the General Counsel. Similarly, any employee aware of any transaction or relationship that could reasonably be expected to give rise to a personal conflict of interest is required to discuss the matter promptly with the General Counsel. In addition, once every year directors and all the employees of SIFMA are required to review a copy of the Conflict of Interest Policy and to acknowledge in writing that he or she is compliant.
PART VI, SECTION b, Line 15	PROCESS FOR DETERMINING COMPENSATION	The executive committee and the board acting as compensation committee hires consultants to review comparable packages for any new incoming ceo and officers. The consultant presents data for comparable positions both locally and nationally and the board's executive committee makes the final decision for the salary package. Currently, the ceo and a key senior officer have employment contracts which were approved by the executive committee and the board, governing annual salary increase and any bonus payments. For the remaining senior officers, the annual salary increase and bonus payments are determined by the annual evaluation process which must be approved by the board's executive committee. Documentation of the deliberations and decision-making process are included in the board minutes.
Part VI, Section C, Line 19		The organization does not make public its governing documents, conflict of interest policy and financial statements. of interest policy and financial statements.
Part XI, LIne 9		Post-retirement related changes other than net periodic post retirement benefit cost 4,955,968 Amortization of curtailment (1,103,543) Transfer out (societies) (100,079) ------------ Total other changes: 3,752,346 ============

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2012

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990. MediumBullet

See separate instructions.

OMB No. 1545-0047

2012

Open to Public Inspection

Name of the organization

Securities Industry and Financial
Markets Association

Employer identification number

32-0178959

Part I

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

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

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) SIFMA Foundation for Investor education 120 Broadway Avenue New York,NY10271 52-1087193	economic edu.	DE	501(C)(3)	9	NA		No

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

Cat. No. 50135Y

Schedule R (Form 990) 2012

Page 2

Part III

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

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

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	Yes	No

Schedule R (Form 990) 2012

Page 3

Part V

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

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

Yes

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

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

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

Yes

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

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

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

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

Yes

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

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

Yes

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

Yes

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

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

Yes

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 other organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved

Schedule R (Form 990) 2012

Page 4

Part VI

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

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

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

Schedule R (Form 990) 2012

Page 5

Part VII

Supplemental Information

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

Identifier	Return Reference	Explanation

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: SIFMA brings together interests of hundreds of securities firms, banks & asset managers. Its core mission is supporting a sound financial industry that protects investors & helps fuel growth nationwide.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	40
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	39
5	Total number of individuals employed in calendar year 2011 (Part V, line 2a) ......	5	197
6	Total number of volunteers (estimate if necessary) .............	6	6,597
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	22,933
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	58,458,892	58,149,741
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	70,353	66,439
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	2,354,039	1,990,925
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	60,883,284	60,207,105
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	77,775	78,630
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)	34,522,111	36,523,808
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	32,040,574	26,600,904
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	66,640,460	63,203,342
19	Revenue less expenses. Subtract line 18 from line 12.......	-5,757,176	-2,996,237
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	65,285,247	71,179,878
21	Total liabilities (Part X, line 26).............	34,526,094	35,140,465
22	Net assets or fund balances. Subtract line 21 from line 20.....	30,759,153	36,039,413

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	CONTINUED DEVELOPMENT AND MAINTENANCE OF BEST PRACTICES - SEE SCHEDULE O

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	ADVOCACY EFFORTS - SEE SCHEDULE O

4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	CONFERENCES AND SEMINARS - SEE SCHEDULE O

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

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	10,089,936	0	578,558

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

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

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			0
			Business Code
2a	MEMBER DUES		541900	46,264,023	46,264,023
b	CONFERENCES		541900	11,653,099	11,653,099
c	PUBLICATION SALES		900099	232,619	209,686	22,933
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			58,149,741
3	Investment income (including dividends, interest, and other similar amounts).......			66,439			66,439
4	Income from investment of tax-exempt bond proceeds..			0
5	Royalties...........			309,116			309,116
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)	0	0
d	Net rental income or (loss).......			0
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory
b	Less: cost or other basis and sales expenses
c	Gain or (loss)
d	Net gain or (loss)..........			0
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ..
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..			0
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...			0
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..			0
Miscellaneous Revenue			Business Code
11a	SHARE SERVICE AGREEMENT		561000	1,008,207			1,008,207
b	OTHER INCOME		900099	673,602			673,602
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			1,681,809
12	Total revenue. See Instructions......			60,207,105	58,126,808	22,933	2,057,364


				(A) Beginning of year		(B) End of year
1	Cashnon-interest-bearing .............			2,539,759	1	2,484,569
2	Savings and temporary cash investments .........			13,102,357	2	16,538,585
3	Pledges and grants receivable, net ...........			0	3	0
4	Accounts receivable, net .............			0	4	49,075
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L ..................
				0	5	0
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
				0	6	0
7	Notes and loans receivable, net .............			0	7	0
8	Inventories for sale or use ..............			0	8	0
9	Prepaid expenses and deferred charges ..........			3,083,302	9	7,445,537
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	29,214,970
b	Less: accumulated depreciation .....	10b	14,981,139	16,419,164	10c	14,233,831
11	Investments—publicly traded securities ..........			29,106,184	11	29,630,336
12	Investments—other securities. See Part IV, line 11 .....			0	12	0
13	Investments—program-related. See Part IV, line 11 .....			0	13	0
14	Intangible assets ...............			0	14	0
15	Other assets. See Part IV, line 11 ...........			1,034,481	15	797,945
16	Total assets. Add lines 1 through 15 (must equal line 34)......			65,285,247	16	71,179,878
17	Accounts payable and accrued expenses .........			9,766,675	17	10,280,731
18	Grants payable .................			0	18	0
19	Deferred revenue ................			1,397,954	19	3,553,780
20	Tax-exempt bond liabilities .............			0	20	0
21	Escrow or custodial account liability. Complete Part IV of Schedule D..			969,240	21	4,210,842
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..........			0	22	0
23	Secured mortgages and notes payable to unrelated third parties ..			0	23	0
24	Unsecured notes and loans payable to unrelated third parties ....			0	24	0
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................			22,392,225	25	17,095,112
26	Total liabilities. Add lines 17 through 25.........			34,526,094	26	35,140,465
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			30,759,153	27	36,039,413
28	Temporarily restricted net assets ...........			0	28	0
29	Permanently restricted net assets ...........			0	29	0
	Organizations that do not follow SFAS 117 (ASC 958), check here 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 ...........			30,759,153	33	36,039,413
34	Total liabilities and net assets/fund balances ........			65,285,247	34	71,179,878