TY 2013 Form 990

(A) Name and business address	(B) Description of services	(C) Compensation
ARNOLD AND KADJAN203 N LASALLE ST STE 1650CHICAGOIL60601	LEGAL AND COLLECTION	769,476
BLUE CROSS BLUE SHIELD300 E RANDOLPHCHICAGOIL60601	HEALTH CARE PROVIDER	727,431
ZENITH-AMERICAN18861 90TH AVE STE AMOKENAIL60448	THIRD PARTY ADMINISTRATOR	599,509
AETNA HEALTH INSURANCE7400 CAMPUS ROADNEW ALBANYOH43054	HEALTH CARE PROVIDER	428,089
VSPPO BOX 742135LOS ANGELESCA90074	HEALTH CARE PROVIDER	117,058
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 7

Part X Balance Sheet Check if Schedule O contains a response or note to any line in this Part X ..............
	1	Cash–non-interest-bearing .............	3,522,369	1	3,697,356
2	Savings and temporary cash investments .........	4,009,173	2	3,982,987
3	Pledges and grants receivable, net ...........		3
4	Accounts receivable, net .............	3,481,967	4	2,430,911
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 ..........	233,257	9	226,762
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 ..........	71,280,690	11	29,968,522
12	Investments—other securities. See Part IV, line 11 .....	33,915,974	12	16,164,581
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........	469,997	15	374,310
16	Total assets. Add lines 1 through 15 (must equal line 34)......	116,913,427	16	56,845,429
	17	Accounts payable and accrued expenses .........	98,227	17	142,662
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....................	24,068,100	25	24,795,237
26	Total liabilities. Add lines 17 through 25.........	24,166,327	26	24,937,899
		Organizations that follow SFAS 117 (ASC 958), check here 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 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	92,747,100	32	31,907,530
33	Total net assets or fund balances ...........	92,747,100	33	31,907,530
34	Total liabilities and net assets/fund balances ........	116,913,427	34	56,845,429

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

Complete if the organization answered "Yes," to Form 990,
Part IV, line 6, 7, 8, 9, 10, 11a, 11b, 11c, 11d, 11e, 11f, 12a, or 12b
SchDMd Bullet

Attach to Form 990. SchDMd Bullet

See separate instructions. SchDMd Bullet

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

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

CHICAGO PAINTERS AND DECORATORS WELFARE FUND

Employer identification number

51-0245220

Part I

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

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

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

Yes No

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

Yes No

Part II

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

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

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

Protection of natural habitat Preservation of a certified historic structure

Preservation of open space

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


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

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

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

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

Yes No

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

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

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

Yes No

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

Part III

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

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

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

(i)

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

(ii)

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

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

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

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

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

Cat. No. 52283D

Schedule D (Form 990) 2013

Page 2

Part III

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

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

Public exhibition

Loan or exchange programs

Scholarly research

Other

Preservation for future generations

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

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

Yes No

Part IV

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

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

Yes No

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


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

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

Yes No

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

Part V

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

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

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

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

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

Yes

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

3a(i)

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

3a(ii)

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

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

Part VI

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

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

Schedule D (Form 990) 2013

Page 3

Part VII

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

(a) Description of security or category (including name of security)	(b)Book value	(c) Method of valuation: Cost or end-of-year market value
(1)Financial derivatives
(2)Closely-held equity interests
(3)Other (A) COMMON TRUST FUNDS	16,164,581	F








Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)	16,164,581

Part VIII

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

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









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

Part IX

Other Assets. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11d. See Form 990, Part X, line 15.

(a) Description				(b) Book value









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

Part X

Other Liabilities. Complete if the organization answered 'Yes' to Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.

1.(a) Description of liability		(b) Book value
Federal income taxes
EMPLOYER BONDS PAYABLE		187,289
DUE TO BROKER FOR SECURITIES PURCHASED		275,393
CLAIMS AND PREMIUMS PAYABLE		684,000
CLAIMS INCURRED, NOT REPORTED		2,745,000
ACCRUED ELIGIBILITY		16,677,000
COBRA BENEFITS		2,594,000
DUE TO RELATED ORGANIZATIONS		1,632,555


Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)		24,795,237
2. Liability for uncertain tax positions In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII ..................................................

Schedule D (Form 990) 2013

Page 4

Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' to Form 990, Part IV, line 12a.
1	Total revenue, gains, and other support per audited financial statements .......			1	45,973,899
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains on investments ..........	2a	-10,949,689
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	-10,949,689
3	Subtract line 2e from line 1.....................			3	56,923,588
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	105,221
b	Other (Describe in Part XIII.) ...........	4b
c	Add lines 4a and 4b.......................			4c	105,221
5	Total revenue. Add lines 3 and 4c. (This must equal Form 990, Part I, line 12.) ......			5	57,028,809

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	40,787,692
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	40,787,692
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	105,221
b	Other (Describe in Part XIII.) ............	4b	-665,000
c	Add lines 4a and 4b.......................			4c	-559,779
5	Total expenses. Add lines 3 and 4c. (This must equal Form 990, Part I, line 18.) ......			5	40,227,913

Part XIII

Supplemental Information

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

Return Reference	Explanation
PART XII, LINE 4B - OTHER ADJUSTMENTS:	DECREASE IN CHANGES IN BENEFIT OBLIGATIONS -665,000.

Schedule D (Form 990) 2013

Additional Data

Software ID:
Software Version:

- TIN:

Schedule J
(Form 990)

Department of the Treasury
Internal Revenue Service

Compensation Information

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

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

Attach to Form 990. SchJMediumBullet

See separate instructions.
SchJMediumBullet

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

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

CHICAGO PAINTERS AND DECORATORS WELFARE FUND

Employer identification number

51-0245220

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

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

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2013

Page 2

Part II

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

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

(A) Name and Title		(B) Breakdown of W-2 and/or 1099-MISC compensation			(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(A) Name and Title		(i) Base compensation	(ii) Bonus & incentive compensation	(iii) Other reportable compensation	(C) Retirement and other deferred compensation	(D) Nontaxable benefits	(E) Total of columns (B)(i)-(D)	(F) Compensation reported as deferred in prior Form 990
(1)TERRENCE FITZMAURICETRUSTEE	(i) (ii)	0 213,598	0 0	0 3,505	0 0	0 72,621	0 289,724	0 0
(2)ANDREW PERCHTRUSTEE	(i) (ii)	0 128,159	0 0	0 479	0 0	0 61,086	0 189,724	0 0
(3)HUGO MANZOTRUSTEE	(i) (ii)	0 128,159	0 0	0 980	0 0	0 61,086	0 190,225	0 0

Schedule J (Form 990) 2013

Page 3

Part III

Supplemental Information

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

Return Reference	Explanation

Schedule J (Form 990) 2013

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE N
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Liquidation, Termination, Dissolution, or Significant Disposition of Assets

Complete if the organization answered "Yes" to Form 990, Part IV, lines 31 or 32; or Form 990-EZ, line 36.
bullet

Attach certified copies of any articles of dissolution, resolutions, or plans.
bullet

Attach to Form 990 or 990-EZ.
bullet

Information about Schedule N (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
CHICAGO PAINTERS AND DECORATORS WELFARE FUND

Employer identification number
51-0245220

Part I

Liquidation, Termination, or Dissolution. Complete this part if the organization answered "Yes" to Form 990, Part IV, line 31, or Form 990-EZ, line 36.
Part I can be duplicated if additional space is needed.

1(a)Description of asset(s) distributed or transaction expenses paid	(b)Date of distribution	(c)Fair market value of asset(s) distributed or amount of transaction expenses	(d)Method of determining FMV for asset(s) distributed or transaction expenses	(e)EIN of recipient	(f)Name and address of recipient	(g)IRC section of recipient(s) (if tax-exempt) or type of entity

Yes

Did or will any officer, director, trustee, or key employee of the organization:

Become a director or trustee of a successor or transferee organization? . . . . . . . . . . . . . . . . . . . . .

Become an employee of, or independent contractor for, a successor or transferee organization? . . . . . . . . . . . . . . . .

Become a direct or indirect owner of a successor or transferee organization? . . . . . . . . . . . . . . . . . . . .

Receive, or become entitled to, compensation or other similar payments as a result of the organization's liquidation, termination, or dissolution? . . . . .

If the organization answered "Yes" to any of the questions on lines 2a through 2d, provide the name of the person involved and explain in Part III. bullet

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

Cat. No. 50087Z

Schedule N (Form 990 or 990-EZ) (2013)

Page 2

Part I

Liquidation, Termination, or Dissolution (continued)

Note. If the organization distributed all of its assets during the tax year, then Form 990, Part X, column (B), line 16 (Total assets), and line 26 (Total liabilities), should equal -0-.

Yes

Did the organization distribute its assets in accordance with its governing instrument(s)? If "No," describe in Part III . . . . . . . . . . .

Is the organization required to notify the attorney general or other appropriate state official of its intent to dissolve, liquidate, or terminate? . . . . . .

If "Yes," did the organization provide such notice? . . . . . . . . . . . . . . . . . . . . . . . . . .

Did the organization discharge or pay all of its liabilities in accordance with state laws? . . . . . . . . . . . . . . . . .

Did the organization have any tax-exempt bonds outstanding during the year? . . . . . . . . . . . . . . . . . . . .

Did the organization discharge or defease all of its tax-exempt bond liabilities during the tax year in accordance with the Internal Revenue Code and state laws? .

If "Yes" to line 6b, describe in Part III how the organization defeased or otherwise settled these liabilities. If "No," explain in Part III.

Part II

Sale, Exchange, Disposition, or Other Transfer of More Than 25% of the Organization's Assets. Complete this part if the organization answered "Yes" to Form 990, Part IV, line 32, or Form 990-EZ, line 36. Part II can be duplicated if additional space is needed.

1(a) Description of asset(s) distributed or transaction expenses paid	(b) Date of distribution	(c) Fair market value of asset(s) distributed or amount of transaction expenses	(d) Method of determining FMV for asset(s) distributed or transaction expenses	(e) EIN of recipient	(f) Name and address of recipient	(g) IRC section of recipient(s) (if tax-exempt) or type of entity
CASH AND INVESTMENTS WERE TRANSFERRED TO NEW FUND	12-31-2013	66,690,777	FMV DETERMINED BY INVESTMENT CUSTODIAN.	90-1034518	CHGO PAINT & DECORAT RETIREE WELFARE FUND 18861 90TH AVE STE A MOKENA,IL60448	501(C)(9)

Yes

Did or will any officer, director, trustee, or key employee of the organization:

Become a director or trustee of a successor or transferee organization? . . . . . . . . . . . . . . . . . . . . .

Become an employee of, or independent contractor for, a successor or transferee organization? . . . . . . . . . . . . . . . .

Become a direct or indirect owner of a successor or transferee organization? . . . . . . . . . . . . . . . . . . . . .

Receive, or become entitled to, compensation or other similar payments as a result of the organization’s significant disposition of assets? . . . . . . .

If the organization answered "Yes" to any of the questions on lines 2a through 2d, provide the name of the person involved and explain in Part III. bullet

Schedule N(Form 990 or 990-EZ) (2013)

Schedule N (Form 990 or 990-EZ) (2013)

Page 3

Part III

Supplemental Information. Provide the information required by Part I, lines 2e and 6c, and Part II, line 2e. Also complete this part to provide any additional information.

Return Reference	Explanation
PART II, LINE 2E:	PERSON(S) INVOLVED: ALL TRUSTEES OF THIS PLAN.
PART II, LINE 2E:	EXPLANATION OF INVOLVEMENT: EACH TRUSTEE OF THIS PLAN WILL ALSO BE A TRUSTEE OF CHICAGO PAINTERS AND DECORATORS RETIREE WELFARE FUND.

Schedule N (Form 990 or 990-EZ) (2013)

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE O
(Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information to Form 990 or 990-EZ

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

Attach to Form 990 or 990-EZ.
MediumBullet

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

OMB No. 1545-0047

2013

Open to Public
Inspection

Name of the organization

CHICAGO PAINTERS AND DECORATORS WELFARE FUND

Employer identification number

51-0245220

Return Reference	Explanation
FORM 990, PART VI, SECTION A, LINE 8B	THERE ARE NO OTHER COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY.
FORM 990, PART VI, SECTION B, LINE 11	FORM 990 IS PREPARED BY AN INDEPENDENT CPA AND IS REVIEWED AND APPROVED BY THE FUND REPRESENTATIVE PRIOR TO FILING WITH THE IRS.
FORM 990, PART VI, SECTION C, LINE 19	THE ORGANIZATION MAKES ITS FORM 990 AND FORM 5500 (WHICH INCLUDES AUDITED ANNUAL FINANCIAL STATEMENTS) AND SUMMARY ANNUAL REPORT AVAILABLE FOR INSPECTION UPON REQUEST.
FORM 990, PART XI, LINE 9:	TRANSFER OF ASSETS TO CHICAGO PAINTERS AND DECORATORS RETIREE WELFARE FUND -66,690,777.
FORM 990, PART XI, LINE 2C	THE ORGANIZATION'S BOARD OF TRUSTEES ASSUMES THE RESPONSIBILITY FOR THE OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS. THERE HAS BEEN NO CHANGE IN THIS PROCESS FROM THE PRIOR YEAR.
FORM 990, PART XI, LINE 9	THE CHICAGO PAINTERS AND DECORATORS WELFARE FUND (EIN 51-0245220) TRANSFERRED $66,690,777 OF ITS NET ASSETS OF THE FUND'S POST-RETIREMENT REIMBURSEMENT PROGRAM INTO A NEW PLAN NAMED CHICAGO PAINTERS AND DECORATORS RETIREE WELFARE FUND (EIN 90-1034518) EFFECTIVE DECEMBER 31, 2013.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2013

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990. MediumBullet

See separate instructions.
MediumBullet

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

OMB No. 1545-0047

2013

Open to Public Inspection

Name of the organization

CHICAGO PAINTERS AND DECORATORS WELFARE FUND

Employer identification number

51-0245220

Part I

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

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

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No
(1) CHICAGO PAINTERS AND DECORATORS DEFERRED SAVINGS PLAN 18861 90TH AVE STE A MOKENA,IL60448 36-6162468	SAVINGS FUND	IL	501(C)(9)				No
(2) PAINTERS DISTRICT COUNCIL NO 14 1456 WEST ADAMS STREET CHICAGO,IL60607 36-1593286	UNION	IL	501(C)(5)				No
(3) BOARD OF TRUSTEES OF CHICAGO PAINTERS WELFARE FUND 18861 90TH AVE STE A MOKENA,IL60448 51-0245220	PLAN SPONSOR AND ADMINISTRATOR	IL					No
(4) CHICAGO PAINTERS AND DECORATORS RETIREE WELFARE FUND 18861 90TH AVE STE A MOKENA,IL60448 90-1034518	RETIREE WELFARE FUND	IL	501(C)(9)				No
(5) CHICAGO AREA DRYWALL JOINT APPRENTICE TRAINING TRUST 18861 90TH AVE STE A MOKENA,IL60448 36-2836849	TRAINING FUND	IL	501(C)(5)				No
(6) CHICAGO AREA PAINTING JOINT APPRENTICE TRAINING TRUST 1101 TAFT AVE BERKLEY,IL60163 36-2337329	TRAINING FUND	IL	501(C)(5)				No
(7) CHICAGO PAINTERS AND DECORATORS INDUSTRY ADVANCEMENT FUND 8700 W BRYN MAWR STE 7405 CHICAGO,IL60631 36-3606364	INDUSTRY ADVANCEMENT FUND	IL	501(C)(6)				No
(8) CHICAGO PAINTERS AND TAPERS COOPERATION AND EDUCATION TRUST FUND 18861 90TH AVE MOKENA,IL60448 36-3778556	FOSTERING COOPERATION BETWEEN EMPLOYEES AND EMPLOYERS	IL	501(C)(6)				No
(9) PAINTERS LOCAL 147 300 S ASHLAND CHICAGO,IL60607 36-0843820	UNION	IL	501(C)(5)				No

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

Cat. No. 50135Y

Schedule R (Form 990) 2013

Page 2

Part III

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

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

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	Yes	No
(1) 400 CONDO ASSOCIATION THE
(2) 69 WWASHINGTON MGMT CO
(3) A & P PAINTING CO
(4) A GRAMER PTG & DEC SERVICE
(5) AC BROWN CONSTR CO INC
(6) ACCURATE BRANDING CORP
(7) ACE METAL REFINISHERS
(8) ACTION PAINTING CO INC
(9) ADVANTAGE SIGN INSTALLATION
(10) AIRTITE INTERIORS INC
(11) ALCA INC
(12) ALF INTERIORS INC
(13) ALL AMERICAN PTG & DEC INC
(14) ALL TECH DECORATING COMPANY
(15) ALLIANCE DRYWALL & ACOUSTICAL
(16) ALLPORT CONSTRUCTION CORP
(17) ALUMITEC LTD
(18) AM-COAT PAINTING INC
(19) ANDERSON MORAN CONSTRUCTION
(20) ANNING-JOHNSON COMPANY
(21) APRIL BUILDING SERVICES INC
(22) APRIL DECORATING INC
(23) ARC ELECTRO REFINISHER INC
(24) ARCHITEC MILWRK & FURNITURE SV
(25) ARNO DECORATING INC
(26) ARNOLD & KADJAN
(27) ART STUDIOS INC
(28) ASCHER BROS INCNON-COLLECTIVE
(29) ASCHER BROTHERS CO INC
(30) ASHLAUR CONSTRUCTION INC
(31) ASI SIGNAGE INNOVATIONS
(32) ASPEN COMMERCIAL PAINTING INC
(33) ATLANTIC PAINTING CO INC
(34) ATLANTIC PLANT SERVICES INC
(35) AVALOTIS PAINTING COMPANY INC
(36) B & B CONTRACTING SERVICE CO
(37) B5 INSTALLATIONS
(38) BEAR CONSTRUCTION COMPANY
(39) BEATTY DECORATING CO
(40) BENCHMARK CONSTRUCTION
(41) BENEDETTO PAINTING CO INC
(42) BERNHARD WOODWORK LTD
(43) BILLBOARDS INC
(44) BISMARCK HOTEL CORP
(45) BLINDERMAN CONSTRUCTION CO
(46) BLOCKER INC
(47) BRAND ENERGY SERVICES LLC
(48) BRIESER CONSTRUCTION CO
(49) BROOKDALE DEC
(50) BROOKWOOD BUILDERS INC
(51) BURKS BROS DRYWALL INC
(52) BURTON STREET CORP
(53) BUTLER DRYWALL & PAINT SVCS
(54) C & W PAINTING INC
(55) C C L CORPORATION
(56) C D DRYWALL SERVICES INC
(57) C L COATINGS LLC
(58) CALIBER CONSTRUCTION CO
(59) CALUMET DEC SERVICE INC
(60) CANNON SLINE INDUSTRIAL INC
(61) CANTIERI INCORPORATED
(62) CAPITOL DECORATING INC
(63) CARLSON & CO FO
(64) CASSIDY BROTHERS INC
(65) CAZEL & ELLIOTT INC
(66) CELTIC COMMERCIAL PAINTING LLC
(67) CENTRAL PAINTING INC
(68) CHAKRA INC
(69) CHAMPION DRYWALL
(70) CHICAGO HEIGHTS CONSTR CO
(71) CHMENIA CONSTRUCTION INC
(72) CLARION CONSTRUCTION INC
(73) CLASSIC TOUCH PAINTING INC
(74) COLOUR REVUE
(75) COMMERCIAL CONSTRUCTION INC
(76) COMPRO PTG & DEC SERVICE
(77) CONFORTI CONSTR SERVICES INC
(78) CONRAD SCHMITT STUDIOS INC
(79) CONTINENTAL COMMERCIAL INT INC
(80) CONTINENTAL PTG & DEC INC
(81) COPPER CONSTRUCTION
(82) CORNERSTONE BUILDING MAINT
(83) COSGROVE CONSTRUCTION INC
(84) COTE DECORATING COMPANY
(85) COURTHOUSE DEVELOPMENT INC
(86) CREATION CARPENTRY COMPANY INC
(87) CROWN PAINTING INC
(88) D & M CONSTRUCTION SERVICES
(89) D B M SERV INCNON-COLLECTIVE
(90) D B M SERVICES INC
(91) D'ARCY MOTORS
(92) DAS CONSTRUCTION INC
(93) DES PAINTING INC
(94) DANIEL DECORATING INC
(95) DEASY ENTERPRISES INC
(96) DELGAR CONSTRUCTION CO INC
(97) DELTA PAINTING INC
(98) DEMOS PAINTING & DECORATING
(99) DENK & ROCHE BUILDERS INC
(100) DEPAUL UNIVERSITY
(101) DESTINY SERVICES INC
(102) DIAMOND DECORATING
(103) DIAMOND SIGN & DESIGN LTD
(104) DIAZ INTERIOR CONTRACTORS
(105) DOHERTY CONSTRUCTION INC
(106) DORA BUILDERS LLC
(107) DRAKE HOTEL HILTON
(108) DRIVE CONSTRUCTION
(109) DURANGO PAINTING INC
(110) DYNAMIC CONSTRUCTION
(111) EAGLE PAINTING & MAINTENANCE
(112) EDISON CONSTRUCTION COMPANY
(113) EDWARDS DECORATING CORP
(114) EMCO INTERIORS INC
(115) ENBEE PAINTING & DEC INC
(116) EPOXY DOCTOR INC
(117) ERA VALDIVIA CONTRACTOR INC
(118) ESCARPITA CONSTRUCTION CO INC
(119) ESPINOZA DECORATING INC
(120) ESQUIVEL CONSTRUCTION INC
(121) EVERGREENE PTG STUDIOS INC
(122) EXCEPTIONAL PAINTING & DEC INC
(123) EXHIBIT GROUPCHICAGO
(124) F C I CONSTRUCTION INC
(125) FIRST LOOK DESIGN INC
(126) FIVE STAR DECORATING INC
(127) FLEXIBLE INTERIORS
(128) FOX PAINTING & REMODELING
(129) FRED BROBERG CORP
(130) FREEMAN DECORATING COMPANY
(131) G & O PAINTING & DEC COINC
(132) GL BAILEY INC
(133) GP MAINTENANCE SERVICES INC
(134) GEHRETT PLUMBING INC
(135) GLADSTONE PAINTING
(136) GLEASON WOODWORK INC
(137) GOLDEN EAGLES ARCHITECTURAL
(138) GREENWOOD DECORATING INC
(139) GREG SIGNS
(140) H & H BUILDERS INC
(141) H & P CONTRACTOR INC
(142) H & S DECORATING INC
(143) HM WITT & CO
(144) HARD SURFACE FINISHERS
(145) HDS II INC
(146) HERNER-GEISSLER WOODWORK CORP
(147) HESTER DEC INC NON-COLLECTIVE
(148) HESTER DECORATING CO INC
(149) HIGHLAKE CONSTRUCTION CORP
(150) HILTON HOTEL CHICAGO
(151) HOGAN CP INC
(152) HOLT CONSTRUCTION
(153) HOMEOWNERS ASSOCIATION
(154) HOMES BY HEINTZ INC
(155) HUNTER DRYWALL & TAPING INC
(156) HYATT REGENCY CHICAGO
(157) HYLAND-NOLAN PLASTERING CONTR
(158) ICARUS PAINTING CO INC
(159) IDEAL PTG & DECORATING
(160) IMPERIAL WOODWORKING COMPANY
(161) INDEPENDENT MECHANICAL IND
(162) INDUSTRIA INC
(163) INTER OCEAN-CABINET COMPANY
(164) INTERNATIONAL CHIMNEY CORP
(165) INTERNATIONAL DECORATORS INC
(166) INTERPAINT DECORATING
(167) IP SERVICES INC
(168) IRELAND LTD PAINTING CONTRAC
(169) J & M DECORATING INC
(170) J C ANDERSON INC
(171) J F CARPENTRY SERVICES INC
(172) J M C CONSTRUCTION INC
(173) J N A CONSTRUCTION INC
(174) JP PHILLIPS INC
(175) JAMES D AHERN CO
(176) JAMES MC HUGH CONSTRUCTION CO
(177) JANECYK CONSTRUCTION COMPANY
(178) JANOTA PNTG & DECORATING
(179) JC'S UNITED BUILDING MAINT INC
(180) JDM LLC
(181) JESSE'S SIGNS & MURALS
(182) JETCO LTD
(183) JEWEL CONSTRUCTION CO INC
(184) JOHANSON DECORATING LLC
(185) JOHN A EBY & SONS
(186) JOHN J HEITKOTTER INC
(187) JORE-HARD SURFACE FINISHER INC
(188) JOSEPH WOODWORKING INC
(189) K & E PTG & DECORATING INC
(190) K & J PAINTING LLC
(191) K D K DECORATORS
(192) KATHERINE FRANK CREATIVE INC
(193) KIM INTERIORS INC
(194) KINGDOM COMMUNITY CONSTRUCTION
(195) KLECKNER INTERIOR SYSTEMS INC
(196) KNUDSEN CONSTRUCTION INC
(197) KOLE CONSTRUCTION CO INC
(198) L J MORSE CONSTRUCTION
(199) LAKESIDE RESTORATION
(200) LAKEWOOD CARPENTRY
(201) LANEE DECORATING LTD
(202) LANKFORD CONSTRUCTION CO INC
(203) LANKFORD CONSTRUCTION COMPANY
(204) LEE QUIGLEY COMPANY
(205) LEOPARDO COMPANIES INC
(206) LETTERMEN SIGNAGE
(207) LEVY COMPANY THE
(208) LINN INTERIOR CONSTRUCTION CO
(209) LIVINGSTON PARTNER LLC
(210) LOHRE PAINTING CO INC
(211) M P M CONTRACTORS INC
(212) MFC BUILDERS
(213) MJB DECORATING INC
(214) MACK CONSTRUCTION SERVICES LLC
(215) MADISON COATINGS INC
(216) MAGNUM CONSTRUCTION SERVICES
(217) MANTA INDUSTRIAL INC
(218) MARIN BROTHERS INC
(219) MARKET CONTRACTING SERVICES
(220) MARKHAM DIVISION 9 INC
(221) MARS GRAPHICS
(222) MATAN'S DECORATING SERVICE
(223) MAXCOR INCORPORATED
(224) MAY DECORATING II INC
(225) MC GUINESS DECORATING INC
(226) MC NULTY BROS NON COLLECTIVE
(227) MERIDIENNE CORPORATION
(228) METAL MAINTENANCE INC
(229) METRO FAIR & EXPO AUTHORITY
(230) MIDWEST DECORATING INC
(231) MIDWEST SIGNATURE BLDG SVCS
(232) MILLARD MAINTENANCE
(233) MON DAN INC
(234) MORFIN CONSTR GENERAL CARP
(235) MSM SOLUTIONS INC
(236) N A LOGAN INC
(237) NA FAVIA BUILDERS INC
(238) NI SPANOS INC
(239) NAPERVILLE-CHGO-ILL-PTG& DEC
(240) NATIONAL DEC SERV INC
(241) NATIONAL PAINTING INC
(242) NAVY PIER INC
(243) NEDROW DECORATING INC
(244) NEW ERA PAINTING INC
(245) NIKOLAS PAINTING CONTRS INC
(246) NILES INDUSTRIAL
(247) NORTHSHORE COATING SYSTEMS INC
(248) O'CONNELL PTG & DEC
(249) O'HARA JT INC
(250) O'HARE HILTON HILTON HOTELS
(251) O'MALLEY INSTALLATIONS
(252) OPC CONSTRUCTION
(253) ODLE PAINTING INC
(254) OLYMPIC SIGNS
(255) OMNI COMMERCIAL GROUP INC
(256) ON TIME CONSTRUCTION INC
(257) OOSTERBAAN & SONS COMPANY
(258) ORNELAS CONSTRUCTION CO
(259) OTIS CONSTRUCTION COMPANY
(260) P & S PAINTING INC
(261) PM LEACH PAINTING CO INC
(262) PACIFIC PAINT
(263) PAINTERS COLLABORATIVE INC
(264) PALAZZO PAINTING INC
(265) PALMER HOUSE HILTON
(266) PANGERE CORPORATION
(267) PANIAGUA GROUP INC
(268) PARENTE JURASZ INC
(269) PARENTI & RAFFAELLI LTD
(270) PATRICK PAINTING LLC
(271) PAUL BORG CONSTRUCTION CO INC
(272) PCI - TEMPUS
(273) PEAK CONTRACTING & CONSULTING
(274) PECOVER DECORATING INC
(275) PEPPER CONSTRUCTION COMPANY
(276) PEPPER DECORATING
(277) PINNACLE DECORATING INC
(278) PINTO BROS CONSTRUCTION INC
(279) PINTO CONSTRUCTION CO LTD
(280) PLATINUM PAINTING & DRYWALL
(281) PREFORM TRAFFIC CONTROL INC
(282) PRIME BUILDERS LLC
(283) PRISM PAINTING COMPANY
(284) PROCACCIO PAINTING CO INC
(285) PRODIGY CONSTRUCTION LLC
(286) PROFESSIONAL DEC & PTG INC
(287) PROGRAMMED PAINTING SERVICE
(288) PYRAMID PAINTING & DEC INC
(289) R E S CONSTRUCTION INC
(290) R M SELLERGREN & ASSOC INC
(291) R P COATINGS INC
(292) R T G DECORATING
(293) REED ILL CORP
(294) REGAL DECORATING INC
(295) REGENCY DEC SERVICE INC
(296) RG CONSTRUCTION SERVICES INC
(297) RIGGIO BORON LTD
(298) RIGID CONSTRUCTION INC
(299) RITZ-CARLTON HOTEL OF CHICAGO
(300) RIVER ROSE INC
(301) ROCK-IT DRYWALL SERVICE INC
(302) ROCK-IT INTERIORS INC
(303) ROCKWELL GROUP INC
(304) RODGERS CONSTRUCTION CORP
(305) ROMINGER CONSTRUCTION CO
(306) ROOSEVELT UNIVERSITY
(307) S E I COATINGS LLC
(308) SANDOVAL CONSTRUCTION
(309) SCACCIA DECORATING CO
(310) SCOTTCO PAINTING
(311) SELLENTIN PAINTING INC
(312) SERVICE DRYWALL & DEC INC
(313) SHAMROCK DECORATING
(314) SHANAHAN DRYWALL SERVICE INC
(315) SIGN CONCEPTS
(316) SIGN EFFECTS INC
(317) SIGN PAINTERS LOCAL 830
(318) SILVA CONSTRUCTION INC
(319) SKYLINE DECORATING
(320) SMART INTERIORS
(321) SMITH PAINTING SERVICES INC
(322) SOLDIER FIELD JOINT VENTURE
(323) SOUTHLAND CUSTOM DEC INC
(324) SOUTSOS DECORATING CO
(325) SPRAY SPECIALISTS
(326) STONE & WEBSTER CONSTRUCTION
(327) STRATA CONTRACTORS LTD
(328) STUART DEAN CO
(329) SUPERIOR EXHIBIT & DESIGNS INC
(330) SUPERIOR EXHIBITS BY DESIGN
(331) SUPERIOR PTG & DEC INC
(332) T C H CONSTRUCTION INC
(333) T-I NW INDIANA PAINTERS HW
(334) TNT CONSTRUCTION INC
(335) TAET PAINTING LLC
(336) TECORP INC
(337) TERRY VAUGHN CONSTR CO INC
(338) THE STONE & METAL GROUP
(339) THORNE ASSOCIATES INC
(340) THREE D ENTERPRISES INC
(341) THREE STAR PAINTING INC
(342) TIDAL CONSTRUCTION SERV INC
(343) TIFFINY DECORATING CO
(344) TOP NOTCH PAINTING INC
(345) TOUCAN SIGNS
(346) TPL SIGN SERVICE
(347) TRIANGLE DECORATING CO
(348) TRICOR CARPENTRY
(349) TRIPAR DRYWALL INC
(350) TURNER INDUSTRIAL MAINTENANCE
(351) ULTIMATE SIGNS INC
(352) UPTOWN PAINTING & DECOR INC
(353) VAN BRUGGEN SIGNS
(354) VERNATE CONSTRUCTION INC
(355) VISION INTERIOR
(356) VISION PTG & DEC SVCS INC
(357) W K MEYER CONSTRUCTION CORP
(358) WALL-TECH INC
(359) WALLFORMS INCORPORATED
(360) WESTSIDE REALTY
(361) WILLIAM HUBER CABINET WORKS
(362) WILLIAMS POWER CORPORATION
(363) WOODBRIDGE CONST & CARPENTRY
(364) WOODS CONSTRUCTION INC

Schedule R (Form 990) 2013

Page 3

Part V

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

Yes

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

(a) Name of related organization	(b) Transaction type (a-s)	(c) Amount involved	(d) Method of determining amount involved
(1) CHICAGO PAINTERS AND DECORATORS RETIREE WELFARE FUND	R	66,690,777	ACTUARIALLY DETERMINED

Schedule R (Form 990) 2013

Page 4

Part VI

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

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

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

Schedule R (Form 990) 2013

Page 5

Part VII

Supplemental Information

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

Return Reference	Explanation
FORM 990, SCHEDULE R PART IV:	THE ORGANIZATION IS A MULTI-EMPLOYER COLLECTIVELY BARGAINED EMPLOYEE BENEFIT PLAN THAT IS SUBJECT TO THE PROVISIONS OF THE EMPLOYER RETIREMENT INCOME SECURITY ACT OF 1974 (ERISA). AS REQUIRED, ONLY THE NAMES OF THE CONTRIBUTING EMPLOYERS OF THE ORGANIZATIONS ARE LISTED IN PART IV OF SCHEDULE R.

Schedule R (Form 990) 2013

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: TO PROVIDE HOSPITALIZATION, MEDICAL, AND OTHER RELATED BENEFITS TO ELIGIBLE MEMBERS AND THEIR DEPENDENTS.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	6
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	0
5	Total number of individuals employed in calendar year 2013 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	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

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	0	0
9	Program service revenue (Part VIII, line 2g) .........	39,246,924	39,627,915
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	2,726,518	17,388,285
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	16,729	12,609
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	41,990,171	57,028,809
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).....	37,223,438	38,308,446
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) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	2,059,092	1,919,467
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	39,282,530	40,227,913
19	Revenue less expenses. Subtract line 18 from line 12.......	2,707,641	16,800,896
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	116,913,427	56,845,429
21	Total liabilities (Part X, line 26).............	24,166,327	24,937,899
22	Net assets or fund balances. Subtract line 21 from line 20.....	92,747,100	31,907,530

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )
	TO PROVIDE HOSPITALIZATION, MEDICAL AND OTHER RELATED BENEFITS TO ELIGIBLE MEMBERS AND THEIR DEPENDENTS.

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 expenses

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) MARTIN TEW........................................................................ TRUSTEE	2.00 .......................45.00	X	0	0	0
(2) DONALD STEADMAN........................................................................ TRUSTEE	2.00 .......................45.00	X	0	0	0
(3) TERRENCE FITZMAURICE........................................................................ TRUSTEE	2.00 .......................45.00	X	0	217,103	72,621
(4) ANDREW PERCH........................................................................ TRUSTEE	2.00 .......................45.00	X	0	128,638	61,086
(5) HUGO MANZO........................................................................ TRUSTEE	2.00 .......................45.00	X	0	129,139	61,086
(6) ANTHONY BOCHNIAK........................................................................ TRUSTEE	2.00 .......................45.00	X	0	0	0

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	0	474,880	194,793

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

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

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......
			Business Code
2a	EMPLOYER CONTRIBUTIONS		900099	37,022,289	37,022,289
b	EMPLOYEE CONTRIBUTIONS		900099	2,605,626	2,605,626
c
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			39,627,915
3	Investment income (including dividends, interest, and other similar amounts).......			1,512,137			1,512,137
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss).......
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	288,788,355
b	Less: cost or other basis and sales expenses	272,912,207
c	Gain or (loss)	15,876,148
d	Net gain or (loss)..........			15,876,148			15,876,148
8a	Gross income from fundraising events (not including $ of contributions reported on line 1c). See Part IV, line 18 ..
	a
b	Less: direct expenses ...b
c	Net income or (loss) from fundraising events..
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities...
10a	Gross sales of inventory, less returns and allowances .
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..
Miscellaneous Revenue			Business Code
11a	MEDICARE REIMBURSEMENT		900099	12,609	12,609
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			12,609
12	Total revenue. See Instructions......			57,028,809	39,640,524	0	17,388,285

Do not include amounts reported on lines 6b, 7b, 8b, 9b, and 10b of Part VIII.		(A) Total expenses
1	Grants and other assistance to governments and organizations in the United States. See Part IV, line 21
2	Grants and other assistance to individuals in the United States. See Part IV, line 22
3	Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16
4	Benefits paid to or for members	38,308,446
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 ......	602,509
b	Legal .........	298,135
c	Accounting ...........	116,977
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......	105,221
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ........	100,065
12	Advertising and promotion ....
13	Office expenses .......	106,588
14	Information technology ......	4,000
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 ....	12,890
20	Interest ...........
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....
23	Insurance ..............	40,976
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	COLLECTION FEES	525,426
b	MISCELLANEOUS	6,680
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	40,227,913
26	Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here if following SOP 98-2 (ASC 958-720).


			(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............		3,522,369	1	3,697,356
2	Savings and temporary cash investments .........		4,009,173	2	3,982,987
3	Pledges and grants receivable, net ...........			3
4	Accounts receivable, net .............		3,481,967	4	2,430,911
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 ..........		233,257	9	226,762
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 ..........		71,280,690	11	29,968,522
12	Investments—other securities. See Part IV, line 11 .....		33,915,974	12	16,164,581
13	Investments—program-related. See Part IV, line 11 .....			13
14	Intangible assets ...............			14
15	Other assets. See Part IV, line 11 ...........		469,997	15	374,310
16	Total assets. Add lines 1 through 15 (must equal line 34)......		116,913,427	16	56,845,429
17	Accounts payable and accrued expenses .........		98,227	17	142,662
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....................		24,068,100	25	24,795,237
26	Total liabilities. Add lines 17 through 25.........		24,166,327	26	24,937,899
	Organizations that follow SFAS 117 (ASC 958), check here 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 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		92,747,100	32	31,907,530
33	Total net assets or fund balances ...........		92,747,100	33	31,907,530
34	Total liabilities and net assets/fund balances ........		116,913,427	34	56,845,429