Form990
Click to see attachment
Department of the Treasury
Internal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations)
MediumBullet Do not enter Social Security numbers on this form as it may be made public. By law, the IRS
generally cannot redact the information on the form.
MediumBullet Information about Form 990 and its instructions is at www.IRS.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
A For the 2013 calendar year, or tax year beginning 01-01-2013 , 2013, and ending 12-31-2013
BCheck if applicable:
CName of organization
UFCW & EMPLOYERS BENEFIT TRUST
 
Doing Business As
 
 
Number and street (or P.O. box if mail is not delivered to street address)
1000 BURNETT AVENUE SUITE 110
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
CONCORD, CA94520
D Employer identification number

94-6078804
E Telephone number

G Gross receipts $ 609,091,030
F Name and address of principal officer:
 
1000 BURNETT AVENUE SUITE 110
CONCORD,CA94520
I
Tax-exempt status: ( 9 ) LeftBullet (insert no.) or
J
Website:MediumBullet
N/A
H(a)
Is this a group return for
subordinates?
H(b)
Are all subordinates
included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet  
K Form of organization:
 
L Year of formation: 1962
M State of legal domicile: CA
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: TO PROVIDE HEALTH AND WELFARE BENEFITS TO ELIGIBLE PARTICIPANTS.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 12
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 12
5 Total number of individuals employed in calendar year 2013 (Part V, line 2a) ...... 5 0
6 Total number of volunteers (estimate if necessary) ............. 6 0
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 0
b Net unrelated business taxable income from Form 990-T, line 34 ......... 7b 0
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 0 0
9 Program service revenue (Part VIII, line 2g) ......... 495,332,558 530,990,111
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 2,956,871 1,660,805
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 11,649,081 11,362,733
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)................... 509,938,510 544,013,649
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 0 0
14 Benefits paid to or for members (Part IX, column (A), line 4)..... 552,912,284 488,241,534
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 0 0
16a Professional fundraising fees (Part IX, column (A), line 11e)..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 36,446,354 39,645,096
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 589,358,638 527,886,630
19 Revenue less expenses. Subtract line 18 from line 12....... -79,420,128 16,127,019
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 206,141,888 210,539,792
21 Total liabilities (Part X, line 26)............. 128,291,082 116,086,257
22 Net assets or fund balances. Subtract line 21 from line 20..... 77,850,806 94,453,535
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
Preparer's signature
Date
PTIN
Firm's name MediumBullet

Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ............
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y
Form 990 (2013)
Form 990 (2013)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response or note to any line in this Part III ..............
1
Briefly describe the organization’s mission: NONE
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? ......................
If "Yes," describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program services? ............................
If "Yes," describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
TO PROVIDE HEALTH AND WELFARE BENEFITS TO ELIGIBLE PARTICIPANTS COVERED UNDER THE COLLECTIVE BARGAINING AGREEMENTS BETWEEN THE UNION AND THE EMPLOYERS.
4b (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4c (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4d Other program services (Describe in Schedule O.)
(Expenses $   including grants of $   ) (Revenue $   )
4e Total program service expensesMediumBullet  
Form 990 (2013)
Form 990 (2013)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A........................
1
 
No
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...
2
 
No
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part I..........
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part II........
4
 
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C,
Part III............................
5
 
No
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part IClick to see attachment........................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part IIClick to see attachment...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III Click to see attachment....................
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IVClick to see attachment..............
9
 
No
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes," complete Schedule D, Part VClick to see attachment......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If "Yes," complete Schedule D, Part VI.Click to see attachment...................
11a
 
No
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIClick to see attachment.......
11b
Yes
 
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIIIClick to see attachment.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IXClick to see attachment............
11d
Yes
 
e
Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part XClick to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part XClick to see attachment.........................
11f
 
No
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If "Yes," complete Schedule D, Parts XI and XII Click to see attachment.................
12a
Yes
 
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
12b
 
No
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E....
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States?.....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV...
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I (see instructions)....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....
20a
 
No
b
If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2013)
Form 990 (2013)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
Did the organization report more than $5,000 of grants or other assistance to any domestic organization or government on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II...
21
 
No
22
Did the organization report more than $5,000 of grants or other assistance to individuals in the United States on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........
22
 
No
23
Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J.......................
23
 
No
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a................
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds?......................
24c
 
 
d
Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
Section 501(c)(3) and 501(c)(4) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I........
25a
 
 
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I...................
25b
 
 
26
Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If so, complete Schedule L, Part II....................
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III.........
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV ..........................
28a
 
No
b
A family member of a current or former officer, director, trustee, or key employee? If "Yes,"
complete Schedule L, Part IV.....................
28b
 
No
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV...
28c
 
No
29
Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M.............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N,
Part I...........................
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II......................
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I........ Click to see attachment
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1........................ Click to see attachment
34
Yes
 
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
 
No
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2...
35b
 
 
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2.............
36
 
 
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VIClick to see attachment
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2013)
Form 990 (2013)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response or note to any line in this Part V ..............
Yes
No
1a
Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..
1a
3,501
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .
1b
13,640
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
0
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)
2b
 
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
 
No
b
If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...
3b
 
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)?..........................
4a
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for Form TD F 90-22.1, Report of Foreign Bank and Financial Accounts.
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year?..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions?...
6a
 
No
b
If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible?........................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor?....................
7a
 
No
b
If "Yes," did the organization notify the donor of the value of the goods or services provided?.....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282?...........................
7c
 
No
d
If "Yes," indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?............................
7e
 
No
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?..
7f
 
No
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required?............................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C?..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds and section 509(a)(3) supporting organizations. Did the supporting organization, or a donor advised fund maintained by a sponsoring organization, have excess business holdings at any time during the year?............
8
 
 
9
Sponsoring organizations maintaining donor advised funds.
a
Did the organization make any taxable distributions under section 4966?..........
9a
 
 
b
Did the organization make a distribution to a donor, donor advisor, or related person?.......
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If "Yes," enter the amount of tax-exempt interest received or accrued during the year. ....................
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..
14b
 
 
Form 990 (2013)
Form 990 (2013)
Page 6
Part VI
Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response or note to any line in this Part VI ..............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year .....................
1a
12
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent ...................
1b
12
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
Yes
 
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
Yes
 
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
 
No
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
 
No
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .........................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
 
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
Yes
 
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If "No," go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
 
No
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done.......................
12c
 
No
13
Did the organization have a written whistleblower policy? ...............
13
Yes
 
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
 
No
b
Other officers or key employees of the organization ................
15b
 
No
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
 
No
b
If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
 
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how) the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, physical address, and telephone number of the person who possesses the books and records of the organization:
MediumBulletJESSE GLAVES1000 BURNETT AVENUE SUITE 110CONCORDCA94520 (925) 746-7530
Form 990 (2013)
Form 990 (2013)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response or note to any line in this Part VII ..............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

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

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

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

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(1) ERIC NADWORNY........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(2) FRANK JORGENSEN........................................................................
SECRETARY
 5.00
.......................   		X           0 0 0
(3) TROY DININ........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(4) W ROBERT VALLON........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(5) JOHN ROSSI........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(6) JERRY HUNSUCKER........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(7) JACQUES S LOVEALL........................................................................
CHAIRMAN
 5.00
.......................   		X           0 0 0
(8) SHERYL PERCELL........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(9) TERRY GONZALES........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(10) KIRK L VOGT........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(11) JOSEPH AMBROSI........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0
(12) MICHAEL SHARPE........................................................................
TRUSTEE
 5.00
.......................   		X           0 0 0










Form 990 (2013)
Form 990 (2013)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;


























1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)............MediumBullet 0 0 0
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organizationMediumBullet0
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such individual...........................
4
 
No
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
UFCW GROUP ADMINISTRATION LLC1277 TREAT BOULEVARD 10TH FLOORWALNUT CREEKCA94597 CONTRACT ADMINISTRATOR 16,580,097
BLUE SHIELD OF CALIFORNIA2170 TOWNE CENTER PLACEANAHEIMCA92806 HEALTHCARE ADMINISTRATION 7,224,915
MEDEXPERT INTERNATIONAL INC1300 HANCOCK STREETREDWOOD CITYCA94063 HEALTHCARE ADMINISTRATION 1,477,925
BENEFITFOCUS100 BENEFITFOCUS WAYCHARLESTONSC29492 HEALTHCARE ADMINISTRATION 1,170,154
CATAMARAN2441 WARRENVILLE RD STE 610LISLEIL60532 HEALTHCARE ADMINISTRATION 1,059,524
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet23
Form 990 (2013)
Form 990 (2013)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response or note to any line in this Part VIII .............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512-514
Contributions, Gifts, GrantAmt and OtherAmt Similar Amounts 1a Federated campaigns..1a  
b Membership dues....1b  
c Fundraising events....1c  
d Related organizations...1d  
e Government grants (contributions)1e  
f All other contributions, gifts, grants, and
similar amounts not included above1f 		 
g Noncash contributions included in lines
1a-1f:$ 		 
h Total. Add lines 1a-1f.......MediumBullet  
Program Service RevenueAmt Business Code
2a EMPLOYER CONTRIBUTIONS 900099 483,270,811 483,270,811    
b PARTICIPANT CONTRIBUTNS 900099 47,719,300 47,719,300    
c
d
e
f All other program service revenue .        
g Total. Add lines 2a–2f........MediumBullet 530,990,111
OtherAmt RevenueAmt 3 Investment income (including dividends, interest, and other similar amounts).......MediumBullet 1,779,703     1,779,703
4 Income from investment of tax-exempt bond proceeds..MediumBullet        
5 Royalties...........MediumBullet        
(i) Real (ii) Personal
6a Gross rents    
b Less: rental expenses    
c Rental income or (loss)    
d Net rental income or (loss).......MediumBullet        
(i) Securities (ii) Other
7a Gross amount from sales of assets other than inventory 64,958,483  
b Less: cost or other basis and sales expenses 65,077,381  
c Gain or (loss) -118,898  
d Net gain or (loss)..........MediumBullet -118,898 -118,898    
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..MediumBullet      
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...MediumBullet        
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..MediumBullet        
Miscellaneous Revenue Business Code
11a MEDICARE PART D 900099 8,845,415 8,845,415    
b PRESCRIPTION DRUG REBATES 900099 1,306,666 1,306,666    
c SETTLEMENT INCOME 900099 1,200,000 1,200,000    
d All other revenue .... 10,652 10,652    
e Total. Add lines 11a–11d ...... MediumBullet 11,362,733
12 Total revenue. See Instructions......MediumBullet 544,013,649 542,233,946 0 1,779,703
Form 990 (2013)
Form 990 (2013)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX ...............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to governments and organizations in the United States. See Part IV, line 21    
2 Grants and other assistance to individuals in the United States. See Part IV, line 22    
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16    
4 Benefits paid to or for members 488,241,534  
5 Compensation of current officers, directors, trustees, and key employees ....        
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....        
7 Other salaries and wages        
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....        
9 Other employee benefits .......        
10 Payroll taxes ...........        
11 Fees for services (non-employees):        
a Management ...... 16,580,097      
b Legal ......... 1,376,694      
c Accounting ........... 561,927      
d Lobbying ...........        
e Professional fundraising services. See Part IV, line 17    
f Investment management fees ...... 489,336      
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........        
12 Advertising and promotion ....        
13 Office expenses ....... 833,729      
14 Information technology ...... 976,841      
15 Royalties ..        
16 Occupancy ...........        
17 Travel ............        
18 Payments of travel or entertainment expenses for any federal, state, or local public officials ......        
19 Conferences, conventions, and meetings .... 16,866      
20 Interest ...........        
21 Payments to affiliates .......        
22 Depreciation, depletion, and amortization .....        
23 Insurance .............. 165,759      
24 Other expenses. Itemize expenses not covered above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule O.)
a HEALTHCARE ADMINISTRATI 14,313,695      
b ACTUARIAL CONSULTANTS 1,395,468      
c OTHER PROFESSIONAL SERV 1,170,154      
d UNION LOCAL ADMINISTRAT 812,343      
e All other expenses 952,187      
25 Total functional expenses. Add lines 1 through 24e 527,886,630      
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2013)
Form 990 (2013)
Page 11
Part X Balance Sheet Check if Schedule O contains a response or note to any line in this Part X ..............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash–non-interest-bearing ............. 28,242,936 1 67,298,263
2 Savings and temporary cash investments .........   2  
3 Pledges and grants receivable, net ...........   3  
4 Accounts receivable, net ............. 44,552,778 4 43,611,290
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of
Schedule L ..................
  5  
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
  6  
7 Notes and loans receivable, net .............   7  
8 Inventories for sale or use ..............   8  
9 Prepaid expenses and deferred charges ..........   9  
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a  
b Less: accumulated depreciation ..... 10b     10c  
11 Investments—publicly traded securities .......... 86,542,350 11 57,475,444
12 Investments—other securities. See Part IV, line 11 ..... 33,644,423 12 19,842,019
13 Investments—program-related. See Part IV, line 11 .....   13  
14 Intangible assets ...............   14  
15 Other assets. See Part IV, line 11 ........... 13,159,401 15 22,312,776
16 Total assets. Add lines 1 through 15 (must equal line 34)...... 206,141,888 16 210,539,792
Liabilities 17 Accounts payable and accrued expenses ......... 539,572 17 762,833
18 Grants payable .................   18  
19 Deferred revenue ................   19  
20 Tax-exempt bond liabilities .............   20  
21 Escrow or custodial account liability. Complete Part IV of Schedule D..   21  
22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
persons. Complete Part II of Schedule L..........   22  
23 Secured mortgages and notes payable to unrelated third parties ..   23  
24 Unsecured notes and loans payable to unrelated third parties ....   24  
25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D.................... 127,751,510 25 115,323,424
26 Total liabilities. Add lines 17 through 25......... 128,291,082 26 116,086,257
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets ..............   27  
28 Temporarily restricted net assets ...........   28  
29 Permanently restricted net assets ...........   29  
Organizations that do not follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds ........ 0 30 0
31 Paid-in or capital surplus, or land, building or equipment fund ..... 0 31 0
32 Retained earnings, endowment, accumulated income, or other funds 77,850,806 32 94,453,535
33 Total net assets or fund balances ........... 77,850,806 33 94,453,535
34 Total liabilities and net assets/fund balances ........ 206,141,888 34 210,539,792
Form 990 (2013)
Form 990 (2013)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response or note to any line in this Part XI ..............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
544,013,649
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
527,886,630
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
16,127,019
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
77,850,806
5
Net unrealized gains (losses) on investments ...............
5
475,710
6
Donated services and use of facilities .................
6
 
7
Investment expenses .....................
7
 
8
Prior period adjustments .....................
8
 
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
0
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
94,453,535
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response or note to any line in this Part XII .............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
 
No
b
If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits.
3b
 
 
Form 990 (2013)
Form 990, Special Condition Description:
Special Condition Description
Additional Data


Software ID:  
Software Version:  
SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet Attach to Form 990. SchDMd Bullet See separate instructions. SchDMd Bullet Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
UFCW & EMPLOYERS BENEFIT TRUST
 
Employer identification number

94-6078804
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 ........    
5
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? ............
6
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? ...................................
Part II
Conservation Easements. Complete if the organization answered "Yes" to Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
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.
Held at the End of the 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  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during
the tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and
enforcement of the conservation easements it holds? .............................
6
Staff and volunteer hours devoted to monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, and enforcing conservation easements during the year
SchDMd Bullet $  
8
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)? .......................................
9
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.
1a
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.
b
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 $  
2
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:
a
Revenues included in Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
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):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
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?........
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.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b
If "Yes," explain the arrangement in Part XIII and complete the following table:
Amount
c Beginning balance ................................. 1c  
d Additions during the year .............................. 1d  
e Distributions during the year ............................. 1e  
f Ending balance ................................... 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21? .....................
b
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 ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages in lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations ........................
3a(i)
 
 
(ii) related organizations ........................
3a(ii)
 
 
b
If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIII the intended uses of the organization's endowment funds.
Part VI
Land, Buildings, and Equipment. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11a. See Form 990, Part X, line 10.
Description of property (a) Cost or other basis (investment) (b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land .................      
b Buildings ................        
c Leasehold improvements ............        
d Equipment ................        
e Other .................        
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......SchDMdBullet 0
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 3
Part VII
Investments—Other Securities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11b. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c) Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests    
(3)Other
(A) 103-12 ENTITY 		19,842,019 F








Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet 19,842,019
Part VIII
Investments—Program Related. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11c. See Form 990, Part X, line 13.
(a) Description of investment (b) Book value (c) Method of valuation:
Cost or end-of-year market value








Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11d. See Form 990, Part X, line 15.
(a) Description (b) Book value
(1) ACCRUED INTEREST 624,062
(2) REFUND, REBATES & SUBSIDIES 8,361,948
(3) RX CLAIMS SETTLEMENT 1,200,000
(4) DUE FROM UEBT RETIREE HEALTH PLAN 12,126,766





Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet 22,312,776
Part X
Other Liabilities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
Federal income taxes  
GROUP INSURANCE PREMIUMS PAYABLE 14,838,877
SELF-FUNDED BENEFIT CLAIMS PAYABLE 46,155,775
CLAIMS INCURRED BUT NOT REPORTED 38,580,000
DUE TO OTHER TRUST FUNDS 15,243,311
DUE TO BROKER 505,461




Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 115,323,424
2. Liability for uncertain tax positions In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII ..................................................
Schedule D (Form 990) 2013

Schedule D (Form 990) 2013
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1 Total revenue, gains, and other support per audited financial statements ....... 1 544,489,359
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains on investments .......... 2a 475,710
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 475,710
3 Subtract line 2e from line 1..................... 3 544,013,649
4 Amounts included on Form 990, Part VIII, line 12, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b . 4a  
b Other (Describe in Part XIII.) ........... 4b  
c Add lines 4a and 4b....................... 4c 0
5 Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ...... 5 544,013,649
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1 Total expenses and losses per audited financial statements ........... 1 527,886,630
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  
e Add lines 2a through 2d...................... 2e 0
3 Subtract line 2e from line 1..................... 3 527,886,630
4 Amounts included on Form 990, Part IX, line 25, but not on line 1:
a Investment expenses not included on Form 990, Part VIII, line 7b .. 4a  
b Other (Describe in Part XIII.) ............ 4b  
c Add lines 4a and 4b....................... 4c 0
5 Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ...... 5 527,886,630
Part XIII
Supplemental Information
Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Return Reference Explanation
Schedule D (Form 990) 2013

Additional Data


Software ID:  
Software Version:  




SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ

Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
MediumBullet Attach to Form 990 or 990-EZ.
MediumBullet Information about Schedule O (Form 990 or 990-EZ) and its instructions is at
www.irs.gov/form990.
OMB No. 1545-0047
2013
Open to Public
Inspection
Name of the organization
UFCW & EMPLOYERS BENEFIT TRUST
 
Employer identification number

94-6078804
Return Reference Explanation
FORM 990, PART IV, LINE 34 THE TRUST FUND HAS A SPECIFIC PROCEDURE IN PLACE FOR THIS NEW DISCLOSURE REQUIREMENT ON THE SCHEDULE R. THE ADMINISTRATOR HAS SENT OUT A QUESTIONNAIRE TO OBTAIN THE REQUIRED INFORMATION FROM THE CONTRIBUTING EMPLOYERS. THE ABOVE INFORMATION REPRESENTS WHAT THE TRUST FUND HAS RECEIVED TO DATE.
FORM 990, PART VI, SECTION A, LINE 2 JACQUES LOVEALL AND SHERYL PERCELL ARE SIBLINGS.
FORM 990, PART VI, SECTION A, LINE 3 THE ORGANIZATION DELEGATES CONTROL OF MANAGEMENT DUTIES CUSTOMARILY PERFORMED BY OR UNDER THE DIRECT SUPERVISION OF THE OFFICERS, DIRECTORS, TRUSTEES, OR KEY EMPLOYEES TO THE CONTRACT ADMINISTRATOR.
FORM 990, PART VI, SECTION B, LINE 11 THE BOARD VOTES TO GIVE AUTHORITY TO CHAIR AND SECRETARY PRIOR TO SUBMISSION, WITH THEM REVIEWING AFTERWARDS.
FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS ARE AVAILABLE TO THE PUBLIC, UPON REQUEST.
FORM 990, PART XII, LINE 2C THE BOARD OF TRUSTEES ASSUMES RESPONSIBILITY FOR OVERSEEING THE AUDIT OF THE ORGANIZATION'S FINANCIAL STATEMENTS AND FOR SELECTING THE INDEPENDENT AUDITOR.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2013

Additional Data


Software ID:  
Software Version:  
SCHEDULE R
(Form 990)
Department of the Treasury
Internal Revenue Service
Related Organizations and Unrelated Partnerships
MediumBulletComplete if the organization answered "Yes" on Form 990, Part IV, line 33, 34, 35b, 36, or 37.
MediumBulletAttach to Form 990. MediumBullet See separate instructions.
MediumBullet Information about Schedule R (Form 990) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047
2013
Open to Public Inspection
Name of the organization
UFCW & EMPLOYERS BENEFIT TRUST
 
Employer identification number

94-6078804
Part I
Identification of Disregarded Entities Complete if the organization answered "Yes" on Form 990, Part IV, line 33.
(a)
Name, address, and EIN (if applicable) of disregarded entity


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Total income


 		(e)
End-of-year assets


 		(f)
Direct controlling
entity










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


(b)
Primary activity


 		(c)
Legal domicile (state
or foreign country)

 		(d)
Exempt Code section


 		(e)
Public charity status
(if section 501(c)(3))

 		(f)
Direct controlling
entity

 		(g)
Section 512(b)(13) controlled entity?
Yes No
(1) UFCW NORTHERN CALIFORNIA EMPLOYERS JOINT PENSION PLAN

1000 BURNETT AVENUE SUITE 110

CONCORD,CA94520
94-6313554 		TO PROVIDE PENSION BENEFITS TO ELIGIBLE PARTICIPANTS CA 401A   N/A
 
No
(2) UFCW EMPLOYERS BENEFIT PLANS OF NORTHERN CALIFORNIA GROUP ADMIN

1000 BURNETT AVENUE SUITE 110

CONCORD,CA94520
26-0048379 		TO PROVIDE ADMINISTRATIVE SERVICES TO VARIOUS CA     N/A
 
No
(3) TRI-WAY FREEZER MEATS

470 TRES PINOS RD

HOLLISTER,CA95023
94-1541507 		  CA      
 
No
(4) UNITED WORKERS FEDERAL CREDIT UNION

3545 JAMISON WAY

CASTRO VALLEY,CA94546
94-1476902 		FINANCIAL SERVICES - NON PROFIT COOPERATIVE CA FEDERAL CREDIT UNION    
 
No
(5) CALIFORNIA COMMUNITY CREDIT UNION

8815 FOLSOM BLVD

SACRAMENTO,CA95826
94-1175532 		FINANCIAL SERVICES CA 501C    
 
No
(6) SAFE AMERICA CREDIT UNION

6001 GIBRALTAR DRIVE

PLEASANTON,CA94566
94-1664405 		FINANCIAL SERVICES CA 501C    
 
No
(7) CALAVERAS COUNTIES CENTRAL LABOR COUNCIL

115 N SUTTER ST SUITE 200

STOCKTON,CA95202
94-0376382 		LABOR COUNCIL - REPRESENTS LOCAL UNIONS CA 501C    
 
No
(8) BUILDING AND CONSTRUCTION TRADES COUNCIL

2300 TULARE STREET STE 150

FRESNO,CA93721
94-1558907 		LABOR SERVICE ORGANIZATION CA 501C    
 
No
(9) UNITED FOOD AND COMM'L WORKERS UNION LOCAL 5

240 SOUTH MARKET ST

SAN JOSE,CA95113
20-8028546 		  CA 501C    
 
No
(10) UNITED FOOD AND COMMERCIAL WORKERS

2200 PROFESSIONAL DR SUITE 150

ROSEVILLE,CA95661
94-0801845 		LABOR UNION CA 501C    
 
No
(11) UNITED FOOD AND COMMERCIAL WORKERS UNION LOCAL 480

2305 SOUTH BERETANIA STREET

HONOLULU,HI96826
99-0110735 		LABOR UNION HI 501C    
 
No
(12) UNITED FOOD & COMMERCIAL WORKERS LOCAL 648

1980 MISSION ST

SAN FRANCISCO,CA94103
94-0525380 		LABOR ORGANIZATION CA 501C    
 
No
(13) UFCW REGION 8 STATES COUNCIL

8530 STANTON AVE SUITE 2A

BUENA PARK,CA90620
33-0453517 		LABOR ORGANIZATION CA 501C    
 
No
(14) UNITED LOCAL CREDIT UNION

3650 E ASHLAN AVENUE

FRESNO,CA93726
94-1518911 		CREDIT UNION CA      
 
No
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50135Y
Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 2
Part III
Identification of Related Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a partnership during the tax year.
(a)
Name, address, and EIN of
related organization



 		(b)
Primary activity




 		(c)
Legal
domicile
(state or foreign
country)


 		(d)
Direct controlling
entity



 		(e)
Predominant income(related, unrelated, excluded from tax under sections 512-514)

(f)
Share of total income




 		(g)
Share of end-of-year
assets



 		(h)
Disproprtionate allocations?




 		(i)
Code V-UBI
amount in box 20 of
Schedule K-1
(Form 1065)
 		(j)
General or
managing
partner?



 		(k)
Percentage
ownership
Yes No Yes No
(1) YOUNG'S SUPER MARKET

323 BIRCH ST
WESTWOOD,CA96137
20-8366738 		RETAIL GROCERY CA  
        No     No  
(2) SWAN OYSTER DEPOT

1517 POLK STREET
SAN FRANCISCO,CA94109
 SEAFOOD RETAIL/RESTAURANT CA  
        No     No  
(3) DAVIS COWELL & BOWE LLP

595 MARKET STREET SUITE 1400
SAN FRANCISCO,CA94105
94-1709555 		LAW FIRM CA  
        No     No  
(4) RENWOOD ANDRONICO LENDING 1 LLC

14234 CATALINA STREET
SAN LEANDRO,CA94577
43-3565629 		SUPERMARKET CA  
        No     No  
(5) BRYANS

3445 CALIFORNIA ST
SAN FRANCISCO,CA94118
94-3201810 		RETAIL GROCERY CA  
        No     No  
(6) HALLER'S PHARMACY & MEDICAL SUPPLY

37323 FREMONT BLVD
FREMONT,CA94536
94-2624002 		RETAIL PHARMACY CA  
        No     No  
(7) PETERS BAKERY

3108 ALUM ROCK AVE
SAN JOSE,CA95127
90-0191516 		BAKERY CA  
        No     No  
Part IV
Identification of Related Organizations Taxable as a Corporation or Trust Complete if the organization answered "Yes" on Form 990, Part IV, line 34 because it had one or more related organizations treated as a corporation or trust during the tax year.
(a)
Name, address, and EIN of
related organization
 		(b)
Primary activity
 		(c)
Legal
domicile
(state or foreign
country)
 		(d)
Direct controlling
entity
 		(e)
Type of entity
(C corp, S corp,
or trust) 		(f)
Share of total income
 		(g)
Share of end-of-year
assets
 		(h)
Percentage
ownership
 		(i)
Section 512(b)(13) controlled entity?
Yes No
(1) UFCW EMPLOYERS BENEFIT PLANS OF NORTHERN CALIFORNIA GROUP ADMIN

1277 TREAT BLVD 10TH FLOOR
WALNUT CREEK,CA94597
26-0048379 		TO PROVIDE ADMINISTRATIVE SERVICES TO VARIOUS RELATED NORTHERN CA TRUSTS CA  
C         No
(2) SAVE MART SUPERMARKETS

PO BOX 4278
MODESTO,CA95352
94-1245496 		RETAIL GROCERY CA  
S         No
(3) SAFEWAY INC

5918 STONERIDGE MALL RD
PLEASANTON,CA94588
94-3019135 		RETAIL GROCERY CA  
C         No
(4) SAFEWAY INC

5918 STONERIDGE MALL RD
PLEASANTON,CA94588
38-1623900 		RETAIL GROCERY CA  
C         No
(5) GROCERY OUTLET INC

2000 FIFTH STREET
BERKELEY,CA94710
94-3210526 		RETAIL GROCERY CA  
C         No
(6) DIABLO FOODS INC

PO BOX 1457
LAFAYETTE,CA94549
94-2233427 		RETAIL GROCERY CA  
S         No
(7) LUNARDI'S SUPERMARKET INC

432 N CANAL ST SUITE 22
SO SAN FRANCISCO,CA94080
94-2185885 		RETAIL GROCERY CA  
S         No
(8) LUNARDI FOODS

432 N CANAL ST SUITE 22
SO SAN FRANCISCO,CA94080
94-3151276 		RETAIL GROCERY CA  
S         No
(9) BEST DEAL FOOD COMPANY INC

102 S 11TH AVE
HANDORD,CA93230
77-0459122 		RETAIL GROCERY CA  
S         No
(10) 2040 FAIRFAX INC

101 PARKSHORE DR SUITE 100
FOLSOM,CA95630
37-1576003 		RETAIL GROCERY CA  
S         No
(11) MOLLIE STONE'S MARKET

150 SHORELINE HIGHWAY BUILDING D
MILL VALLEY,CA94941
94-3052324 		RETAIL GROCERY CA  
S         No
(12) VALLERGA'S DRIVE-IN MARKETS INC

2139 FIRST ST
NAPA,CA94559
94-1411467 		RETAIL GROCERY CA  
S         No
(13) DELUXE FOODS OF APTOS INC

783-25 RIO DEL MAR BLVD
APTOS,CA95003
 RETAIL GROCERY CA  
C         No
(14) NOVATO FOODS INC

155 SAN MARIN DRIVE
NOVATO,CA94945
20-0270166 		RETAIL GROCERY CA  
S         No
(15) BIANCHINI'S MARKET INC

3130 ALPINE RD
PORTOLA VALLEY,CA94028
94-3304815 		RETAIL GROCERY CA  
C         No
(16) YOUNGS SUASE MARKET

323 BRICHST PO BOX 909
WESTWOOD,CA96137
20-8366738 		RETAIL GROCERY CA  
          No
(17) SUSANVILLE SUPERMARKET

PO BOX 1919
LAKEPORT,CA95453
94-2869134 		RETAIL GROCERY CA  
C         No
(18) MAL'S MARKET

1264 NOCHE BUENA
SEASIDE,CA93955
94-2395761 		RETAIL GROCERY CA  
C         No
(19) BRUNO'S MARKET AND DELI

PO BOX 7006
CARMEL,CA93921
94-2846219 		RETAIL GROCERY CA  
C         No
(20) MR LIQUOR INC

250 TARAVAL ST
SAN FRANCISCO,CA94116
94-2991014 		WINE AND SPIRITS RETAIL STORE CA  
C         No
(21) THE JUG SHOP INC

1590 PACIFIC AVE
SAN FRANCISCO,CA94109
94-1608393 		WINE AND SPIRITS RETAIL STORE CA  
C         No
(22) INTERSTATE BRANOS CORP

PO BOX 419627
KANSAS CITY,MO64141
44-0296705 		FOOD MANUFACTURER CA  
C         No
(23) BIMBO BAKERIES USA

225 STEWART RD
HANOVER TWP,PA18706
75-2491201 		BAKING PA  
C         No
(24) BOUDIN PROPERTIES OPERATING INC

221 MAIN ST SUITE 1230
SAN FRANCISCO,CA94105
20-1902788 		QUICK SERVE RESTAURANTS CA  
C         No
(25) DIANDA'S ITALIAN-AMERICAN PASTRY CO INC

2883 MISSION ST
SAN FRANCISCO,CA94110
94-2372949 		BAKERY PRODUCTS CA  
S         No
(26) DEHOFF ENTERPRISES INC

1 WATERS PARK DR SUITE 185
SAN MATEO,CA94403
94-2527409 		RETAIL GROCERY CA  
S         No
(27) SPD MARKET INC

129 W MCKNIGHT WAY
GRASS VALLEY,CA95949
94-2758706 		RETAIL GROCERY CA  
C         No
(28) SPD MARKET INC

735 ZION ST
NEVADA CITY,CA95959
94-1588769 		RETAIL GROCERY CA  
C         No
(29) FAIRWAY STORES INC

11270 MERRITT ST SUITE C
CASTROVILLE,CA95012
94-1510638 		RETAIL GROCERY CA  
C         No
(30) FRESH MARKET GROCERY INC

PO BOX 2936
TURLOCK,CA95380
20-2405915 		RETAIL GROCERY CA  
S         No
(31) BARRY AND VAUGHN INC

15056 FARNSWORTH STREET
SAN LEANDRO,CA94579
94-2460612 		RETAIL GROCERY CA  
C         No
(32) PIEDMONT GROCERY CO

4038 PIEDMONT AVE
OAKLAND,CA94611
94-0769790 		RETAIL GROCERY CA  
C         No
(33) PIAZZA'S FINE FOODS INC

171 BIRCH STREET SUITE 4
REDWOOD CITY,CA94062
77-0139331 		RETAIL GROCERY CA  
S         No
(34) JP FOODS INC

171 BIRCH STREET SUITE 4
REDWOOD CITY,CA94062
94-2560131 		RETAIL GROCERY CA  
S         No
(35) MARIN SCOTTYS MARKET INC

620 FREITAS PARKWAY
SAN RAFAEL,CA94903
94-2705032 		RETAIL GROCERY CA  
C         No
(36) MILL VALLEY MARKET INC

12 CORTE MADERA AVE
MILL VALLEY,CA94941
94-1694741 		RETAIL GROCERY CA  
C         No
(37) TRAG'S MARKET INC

303 BALDWIN AVE
SAN MATEO,CA94401
94-2300432 		RETAIL GROCERY CA  
S         No
(38) CORTI BROTHERS

5810 FOLSOM BLVD
SACRAMENTO,CA95819
94-3383585 		RETAIL GROCERY CA  
S         No
(39) CAL - MART INC

3585 CALIFORNIA ST
SAN FRANCISCO,CA94118
94-3159581 		RETAIL GROCERY CA  
S         No
(40) AKRON MEAT MARKET

3325 20TH STREET
SAN FRANCISCO,CA94110
94-1525869 		MEAT MARKET CA  
          No
(41) MARIANI'S MEATS

1202 CHESTNUT ST
ALAMEDA,CA94501
94-3252273 		MEAT MARKET CA  
          No
(42) HARVEST MARKET

171 BOATYARD DRIVE
FORT BRAGG,CA95437
94-2938727 		RETAIL GROCERY CA  
S         No
(43) VILLAGE INVESTMENTS INC

5885 BROADWAY TEN
OAKLAND,CA94618
94-2314245 		RETAIL GROCERY CA  
C         No
(44) PAPE MEAT CO

25 HILLCREST BLVD
MILLBRAE,CA94030
94-2268566 		MEAT PRODUCTS CA  
S         No
(45) PURITY SUPERMARKET

242 N FRANKLIN ST
FORT BRAGG,CA95437
20-4038506 		RETAIL GROCERY CA  
          No
(46) CALIFORNIA SHELLFISH CO INC

505 BEACH STREET SUITE 200
SAN FRANCISCO,CA94133
94-1685500 		RETAIL GROCERY CA  
S         No
(47) GROVE MARKET INC

242 FOREST AVENUE
PACIFIC GROVE,CA93950
04-3631824 		RETAIL GROCERY CA  
S         No
(48) RONNIE'S MIDWAY MARKET INC

7091 N BLACKSTONE AVE
PINEDALE,CA93650
94-2292398 		RETAIL GROCERY CA  
C         No
(49) MCBRIDE & SHAW INC

1491 LINCOLN AVE
CALISTOGA,CA94515
94-2473645 		RETAIL GROCERY CA  
S         No
(50) LAKEWOOD MEATS & SAUSAGE

316 N HAM LN
LODI,CA95240
94-2736957 		  CA  
          No
(51) GUERRA QUALITY MEATS INC

490 TARAVAL ST
SAN FRANCISCO,CA94116
94-2940596 		RETAIL GROCERY CA  
C         No
(52) MAR-VAL FOOD STORES INC

856 N SACRAMENTO ST STE C
LODI,CA95240
94-1495075 		RETAIL GROCERY CA  
C         No
(53) MIDTOWN FOOD STORES

18850 COX AVE
SARATOGA,CA95070
94-1524211 		RETAIL GROCERY CA  
C         No
(54) MODESTO FOOD DISTRIBUTIONS

7601 EL CAMINO REAL
COLMA,CA94014
94-2169354 		POULTRY DISTRIBUTION CA  
C         No
(55) SEE'S CANDIES INC

210 EL CAMINO REAL
SO SAN FRANCISCO,CA94080
94-0852350 		MANUFACTURING AND SALES OF CANDY CA  
C         No
(56) PEERLESS COFFEE & TEA

260 OAK ST
OAKLAND,CA94607
94-0758940 		COFFEE ROASTER CA  
S         No
(57) LUCCA RAVIOLI CO INC

1100 VALENCIA ST
SAN FRANCISCO,CA94110
94-2224527 		DELICATESSEN CA  
          No
(58) PLEASANTON CUSTOM CARE

4271 FIRST ST
PLEASANTON,CA94566
94-1744820 		PHARMACY CA  
S         No
(59) CENTRAL DRUG CO

4494 MISSION STREET
SAN FRANCISCO,CA94112
94-1143702 		RETAIL SALES CA  
C         No
(60) SAMUELS JEWELERS INC

2914 MONTOPOLIS DR STE 200
AUSTIN,TX78741
95-3746316 		RETAIL SALES DE  
C         No
(61) MARIAN MERCHANDISE CO INC

2040 MISSION STREET
SAN FRANCISCO,CA94110
94-1490916 		RETAIL SALES CA  
C         No
(62) TORGSYN GIFTS & CIGARS INC

5542 GEARY BLVD
SAN FRANCISCO,CA94121
94-3334319 		RETAIL CA  
S         No
(63) J&J CHECK CASHING INC

220 CYPRESS AVE
SOUTH SAN FRANCISCO,CA94080
91-1995940 		CHECK CASHING CA  
S         No
(64) LAW OFFICE OF JOHN H COMENOUE

2255 WATT AVENUE SUITE 335
SACRAMENTO,CA95825
68-0237301 		LEGAL SERVICES CA  
          No
(65) UFCW NORTHERN CALIFORNIA EMPLOYERS JOINT PENSION TRUST FUND

1277 TREAT BLVD 10TH FLOOR
WALNUT CREEK,CA94521
94-6313554 		EMPLOYEE BENEFITS ADMIN - PENSION CA  
C         No
(66) RALEY'S

PO BOX 15618
SACRAMENTO,CA95852
94-1316611 		RETAIL GROCERY CA  
C         No
(67) NOB HILL GENERAL STORE INC

PO BOX 15618
SACRAMENTO,CA95852
94-1641459 		RETAIL GROCERY CA  
C         No
(68) BEL AIR MART

PO BOX 15618
SACRAMENTO,CA95852
94-1309409 		RETAIL GROCERY CA  
C         No
(69) DELHI LIBERTY MARKET

16385 W SCHENDEL AVE
DELHI,CA95315
   CA  
C         No
(70) THE FOOD MILL INC

3033 MACARTHUR BLVD
OAKLAND,CA94602
94-3056015 		RETAIL NATURAL FOOD STORE CA  
C         No
(71) EARTHGRAINS BAKING COMPANIES INC

225 STEWART RD
HANOVER TOWNSHIP,PA18706
71-0051040 		  PA  
C         No
(72) UNITED MARKETS DELI

522 THIRD STREET STE B
SAN RAFAEL,CA94901
68-0230155 		RETAIL CA  
S         No
(73) UNITED MARKETS

522 THIRD STREET STE B
SAN RAFAEL,CA94901
94-1115658 		RETAIL STORE CA  
C         No
(74) FOODVILLE MEATS INC OF SAN CARLOS

810 LAUREL ST
SAN CARLOS,CA94070
94-2205288 		  CA  
C         No
(75) THE MEAT MARKET INC

454 W ALLUVIAL
FRESNO,CA93650
94-2332416 		MEAT SALES CA  
C         No
(76) ANTONELLI & SONS FISH & POULTRY

3585 CALIFORNIA ST
SAN FRANCISCO,CA94118
94-2744442 		RETAIL MEAT FISH & POULTRY CA  
C         No
(77) JERRY WEINMESTER DBA AL'S FOOD MARKET

3550 SOMERSET AVE
CASTRO VALLEY,CA94546
94-3191111 		GROCERY STORE CA  
          No
(78) W M PHARMACY INC

13847 E 14TH ST
SAN LEANDRO,CA94578
94-3131411 		PHARMACY CA  
S         No
(79) P & G PHARMACY INC

1166 MISSION STREET
SO SAN FRANCISCO,CA94080
94-3008446 		  CA  
C         No
(80) HAWLEY'S PAINT STORE INC

601 ELSA DR
SANTA ROSA,CA95407
68-0100594 		  CA  
C         No
(81) RALPHS GROCERY COMPANY

1100 WEST ARTESIA BLVD
COMPTON,CA90220
95-4356030 		  OH  
C         No
Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 3
Part V
Transactions With Related Organizations Complete if the organization answered "Yes" on Form 990, Part IV, line 34, 35b, or 36.
Note. Complete line 1 if any entity is listed in Parts II, III, or IV of this schedule.
Yes
No
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 . . . . . . . . . . . . . . . . . . . . . . .
1a
 
No
b Gift, grant, or capital contribution to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1b
 
No
c Gift, grant, or capital contribution from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1c
 
No
d Loans or loan guarantees to or for related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1d
 
No
e Loans or loan guarantees by related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1e
 
No
f Dividends from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1f
 
No
g Sale of assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1g
 
No
h Purchase of assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1h
 
No
i Exchange of assets with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1i
 
No
j Lease of facilities, equipment, or other assets to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1j
 
No
k Lease of facilities, equipment, or other assets from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . .
1k
 
No
l Performance of services or membership or fundraising solicitations for related organization(s) . . . . . . . . . . . . . . . . . . . .
1l
 
No
m Performance of services or membership or fundraising solicitations by related organization(s) . . . . . . . . . . . . . . . . . . . .
1m
 
No
n Sharing of facilities, equipment, mailing lists, or other assets with related organization(s) . . . . . . . . . . . . . . . . . . . . .
1n
 
No
o Sharing of paid employees with related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1o
 
No
p Reimbursement paid to related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1p
 
No
q Reimbursement paid by related organization(s) for expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1q
 
No
r Other transfer of cash or property to related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1r
 
No
s Other transfer of cash or property from related organization(s) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1s
 
No
2
If the answer to any of the above is "Yes," see the instructions for information on who must complete this line, including covered relationships and transaction thresholds.
(a)
Name of related organization 		(b)
Transaction
type (a-s) 		(c)
Amount involved 		(d)
Method of determining amount involved





Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 4
Part VI
Unrelated Organizations Taxable as a Partnership Complete if the organization answered "Yes" on Form 990, Part IV, line 37.
Provide the following information for each entity taxed as a partnership through which the organization conducted more than five percent of its activities (measured by total assets or gross revenue) that was not a related organization. See instructions regarding exclusion for certain investment partnerships.
(a)
Name, address, and EIN of entity 		(b)
Primary activity 		(c)
Legal domicile
(state or foreign
country) 		(d)
Predominant income (related, unrelated, excluded from tax under sections 512-514)

(e)
Are all partners
section
501(c)(3)
organizations? 		(f)
Share of total income




 		(g)
Share of
end-of-year
assets 		(h)
Disproprtionate allocations? 		(i)
Code V?UBI
amount in box 20
of Schedule K-1
(Form 1065) 		(j)
General or
managing
partner? 		(k)
Percentage
ownership
Yes No Yes No Yes No






























Schedule R (Form 990) 2013
Schedule R (Form 990) 2013
Page 5
Part VII
Supplemental Information
Provide additional information for responses to questions on Schedule R (see instructions).
Return Reference Explanation
Schedule R (Form 990) 2013
Additional Data


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