TY 2014 Form 990

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)
(1) TERRI L BALTIMORE........................................................................ TRUSTEE	2.00 .......................	X
(2) MARY MURTLAND BERGER........................................................................ TRUSTEE	2.00 .......................	X
(3) MELISSA BILEC........................................................................ TRUSTEE	2.00 .......................	X
(4) NATHAN BOXX........................................................................ TRUSTEE	2.00 .......................	X
(5) JESSICA BROWN........................................................................ TRUSTEE	2.00 .......................	X
(6) ANNE CHEN........................................................................ TRUSTEE	2.00 .......................	X
(7) NANCY DAVIDSON........................................................................ TRUSTEE	2.00 .......................	X
(8) GEORGE DAVISON........................................................................ TRUSTEE	2.00 .......................	X
(9) MARILYN DELLOVADE........................................................................ TRUSTEE (ENTERED 10/2014)	2.00 .......................	X
(10) ANNE NEMER DHANDA........................................................................ TRUSTEE	2.00 .......................	X
(11) CONGRESSMAN MIKE DOYLE........................................................................ TRUSTEE (ENTERED 10/2014)	2.00 .......................	X
(12) SHERRY DUCARME........................................................................ TRUSTEE	2.00 .......................	X
(13) JAMES FRANTZ........................................................................ TRUSTEE (EXITED 10/2014)	2.00 .......................	X
(14) WILLIAM GENERETT JR........................................................................ TRUSTEE	2.00 .......................	X
(15) SUSAN GOLOMB........................................................................ TRUSTEE	2.00 .......................	X
(16) BARBARA GRANITO........................................................................ TRUSTEE (EXITED 10/2014)	2.00 .......................	X
(17) MICHAEL HARRINGTON........................................................................ TRUSTEE	2.00 .......................	X

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)
(18) MICHAEL HERALD........................................................................ TRUSTEE	2.00 .......................	X			0	0
(19) H PHIPPS HOFFSTOT III........................................................................ TRUSTEE	2.00 .......................	X			0	0
(20) MARY CAROLINE HUNT........................................................................ TRUSTEE	2.00 .......................	X			0	0
(21) TERRI WOLFE IZZO........................................................................ TRUSTEE (EXITED 08/2015)	2.00 .......................	X			0	0
(22) LAURA KARET........................................................................ TRUSTEE	2.00 .......................	X			0	0
(23) PATRICK KENNY........................................................................ TRUSTEE	2.00 .......................	X			0	0
(24) JOSEPH LAGANA........................................................................ TRUSTEE	2.00 .......................	X			0	0
(25) VIVIAN LOFTNESS........................................................................ TRUSTEE	2.00 .......................	X			0	0
(26) VIKRAM MANGALMURTI........................................................................ TRUSTEE	2.00 .......................	X			0	0
(27) RYAN B MARTIN........................................................................ TRUSTEE	2.00 .......................	X			0	0
(28) JEFFREY MASCARO........................................................................ TRUSTEE	2.00 .......................	X			0	0
(29) EDWARD MCCORD........................................................................ TRUSTEE (EXITED 04/2015)	2.00 .......................	X			0	0
(30) JEFF MCILROY........................................................................ TRUSTEE	2.00 .......................	X			0	0
(31) JULIE MURPHY........................................................................ TRUSTEE	2.00 .......................	X			0	0
(32) JENNIFER MUSE........................................................................ TRUSTEE	2.00 .......................	X			0	0
(33) SUZAN OBAGI........................................................................ TRUSTEE (ENTERED 01/2015)	2.00 .......................	X			0	0
(34) MARY ODOM........................................................................ TRUSTEE	2.00 .......................	X			0	0
(35) BETSY BALZEK-O'NEILL........................................................................ TRUSTEE (EXITED 10/2014)	2.00 .......................	X			0	0
(36) DONNA PATTERSON........................................................................ TRUSTEE	2.00 .......................	X			0	0
(37) THEORDORA POLAMALU........................................................................ TRUSTEE	2.00 .......................	X			0	0
(38) JOHN POLLACK........................................................................ TRUSTEE	2.00 .......................	X			0	0
(39) TODD E REIDBORD........................................................................ TRUSTEE (ENTERED 10/2014)	2.00 .......................	X			0	0
(40) SENATOR JOSEPH SCARNATI........................................................................ TRUSTEE (ENTERED 10/2014)	2.00 .......................	X			0	0
(41) KRISHNA SHARMA........................................................................ TRUSTEE	2.00 .......................	X			0	0
(42) VIRGINIA SIMMONS........................................................................ TRUSTEE (ENTERED 01/2015)	2.00 .......................	X			0	0
(43) WILLIAM SLIVKA........................................................................ TRUSTEE	2.00 .......................	X			0	0
(44) KENNETH SPRUILL........................................................................ TRUSTEE	2.00 .......................	X			0	0
(45) RITU THAMMAN........................................................................ TRUSTEE	2.00 .......................	X			0	0
(46) MISSY UNKOVIC........................................................................ TRUSTEE	2.00 .......................	X			0	0
(47) JOHN WEINSTEIN........................................................................ TRUSTEE	2.00 .......................	X			0	0
(48) ADAM YOFAN........................................................................ TRUSTEE	2.00 .......................	X			0	0
(49) SCOTT LAMMIE........................................................................ CHAIR	5.00 .......................	X	X		0	0
(50) JUI JOSHI........................................................................ VICE CHAIR	5.00 .......................	X	X		0	0
(51) WALTER BURLACK........................................................................ TREASURER	5.00 .......................	X	X		0	0
(52) RESHMA PARANJPE........................................................................ SECRETARY (EXITED 10/2014)	5.00 .......................	X	X		0	0
(53) DIANA MRVOS RATH........................................................................ SECRETARY (AS OF 10/2014)	5.00 .......................	X	X		0	0
(54) RICHARD PIACENTINI........................................................................ EXECUTIVE DIRECTOR	40.00 .......................	X	X		280,091	29,441
(55) ROBERT MERMELSTEIN........................................................................ CFO	40.00 .......................		X		116,788	17,823
(56) GREGORY R DUFOUR........................................................................ DIRECTOR, CAPITAL CAMPAIGN	40.00 .......................			X	131,156	14,376
(57) JANICE KORTZ........................................................................ DIRECTOR, HR & OPERATIONS	40.00 .......................			X	119,064	13,595
(58) MAJORIE A RADEBAUGH........................................................................ DIRECTOR, EDUCATION & HORT	40.00 .......................			X	106,108	20,174

(A) Name and business address	(B) Description of services	(C) Compensation
RENOVATION SERVICES INC PO BOX 31 MAYS LICK,KY41055	RENOVATIONS	633,430
RED HOUSE COMMUNICATIONS 1908 SARAH STREET PITTSBURGH,PA15203	ADVERTISING	233,345
SERVICEMASTER 1330 WALL AVENUE PITCAIRN,PA15140	JANITORIAL SERVICES	212,169
ECOCRAFT HOMES INC 402 HIGHLAND DRIVE SHIPPENVILLE,PA16254	CONSTRUCTION PROJECTS	139,944
US SECURITY ASSOCIATES INC PO BOX 931703 ATLANTA,GA31193	SECURITY	121,291
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

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 domestic organizations and domestic governments. See Part IV, line 21 ....
2	Grants and other assistance to domestic individuals. See Part IV, line 22 ....	30,000	30,000
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16 ............
4	Benefits paid to or for members ....
5	Compensation of current officers, directors, trustees, and key employees ....	415,949	344,067	36,409	35,473
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 ....	3,045,809	2,486,611	283,240	275,958
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....	139,076	114,435	12,481	12,160
9	Other employee benefits .......	395,046	324,814	35,573	34,659
10	Payroll taxes ...........	246,009	201,390	22,600	22,019
11	Fees for services (non-employees):
a	Management ......
b	Legal .........	64,133		64,133
c	Accounting ...........	43,735		43,735
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......	134,992	106,100	17,241	11,651
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) ....	1,162,972	1,160,197		2,775
12	Advertising and promotion ....	323,934	323,934
13	Office expenses .......	264,851	203,110	58,558	3,183
14	Information technology ......
15	Royalties ..
16	Occupancy ...........	583,084	571,932	5,576	5,576
17	Travel ............	115,755	115,747		8
18	Payments of travel or entertainment expenses for any federal, state, or local public officials ......
19	Conferences, conventions, and meetings ....
20	Interest ...........	74,913	63,676	11,237
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization .....	1,783,884	1,729,969	53,915
23	Insurance ..............	197,460	191,536	3,949	1,975
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	UBI TAXES	1,974	1,974
b	MATERIALS AND SUPPLIES	732,209	729,128		3,081
c	EQUIPMENT RENTAL	167,128	144,583	15,313	7,232
d	DESIGN	68,475	68,475
e	All other expenses	72,561	44,499	18,345	9,717
25	Total functional expenses. Add lines 1 through 24e	10,063,949	8,956,177	682,305	425,467
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).

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 .............	6,385	1	4,611
2	Savings and temporary cash investments .........	3,790,281	2	4,359,665
3	Pledges and grants receivable, net ...........	3,157,405	3	4,019,697
4	Accounts receivable, net .............	187,099	4	161,575
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 ..............	241,488	8	249,606
9	Prepaid expenses and deferred charges ..........	313,141	9	213,740
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	60,986,095
b	Less: accumulated depreciation .....	10b	13,902,372	47,315,994	10c	47,083,723
11	Investments—publicly traded securities ..........		11
12	Investments—other securities. See Part IV, line 11 .....	1,792,667	12	1,887,223
13	Investments—program-related. See Part IV, line 11 .....		13
14	Intangible assets ...............		14
15	Other assets. See Part IV, line 11 ...........	2,248,968	15	1,958,656
16	Total assets. Add lines 1 through 15 (must equal line 34)......	59,053,428	16	59,938,496
	17	Accounts payable and accrued expenses .........	1,056,052	17	1,413,870
18	Grants payable .................		18
19	Deferred revenue ................	372,685	19	394,453
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 ....	1,887,530	24	1,819,012
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................		25
26	Total liabilities. Add lines 17 through 25.........	3,316,267	26	3,627,335
		Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............	47,914,549	27	47,178,832
28	Temporarily restricted net assets ...........	5,738,317	28	6,845,037
29	Permanently restricted net assets ...........	2,084,295	29	2,287,292
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........		30
31	Paid-in or capital surplus, or land, building or equipment fund .....		31
32	Retained earnings, endowment, accumulated income, or other funds		32
33	Total net assets or fund balances ...........	55,737,161	33	56,311,161
34	Total liabilities and net assets/fund balances ........	59,053,428	34	59,938,496

- TIN:

SCHEDULE A
(Form 990 or 990EZ)

Department of the Treasury
Internal Revenue Service

Public Charity Status and Public Support

Complete if the organization is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust.
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Attach to Form 990 or Form 990-EZ.
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Information about Schedule A (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization

PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number

25-1492587

Part I

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Type I. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B.

Type II. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C.

Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E.

Type III non-functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V.

Check this box if the organization received a written determination from the IRS that it is a Type I, Type II, Type III functionally integrated, or Type III non-functionally integrated supporting organization.

Enter the number of supported organizations .............................

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

(i)Name of supported organization	(ii) EIN	(iv) Is the organization listed in your governing document?		(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)
(i)Name of supported organization	(ii) EIN	Yes	No	(v) Amount of monetary support (see instructions)	(vi) Amount of other support (see instructions)


Total

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

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2014

Page 2

Part II

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

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....	6,440,772	5,609,173	6,082,981	9,325,073	6,873,935	34,331,934
2	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
3	The value of services or facilities furnished by a governmental unit to the organization without charge..
4	Total. Add lines 1 through 3	6,440,772	5,609,173	6,082,981	9,325,073	6,873,935	34,331,934
5	The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included on line 1 that exceeds 2% of the amount shown on line 11, column (f)..						1,329,508
6	Public support. Subtract line 5 from line 4.						33,002,426

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
7	Amounts from line 4..	6,440,772	5,609,173	6,082,981	9,325,073	6,873,935	34,331,934
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	92,406	88,643	103,109	1,304,871	824,071	2,413,100
9	Net income from unrelated business activities, whether or not the business is regularly carried on..				467,446	498,115	965,561
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..	45,689	40,954	948	913	513	89,017
11	Total support Add lines 7 through 10.						37,799,612

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

11,525,844

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

Section C. Computation of Public Support Percentage

Public support percentage for 2014 (line 6, column (f) divided by line 11, column (f)) .........

87.310 %

Public support percentage for 2013 Schedule A, Part II, line 14 ...............

85.450 %

16a

33 1/3% support test—2014. If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization ....................... right arrow

33 1/3% support test—2013. If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization ..................... right arrow

17a

10%-facts-and-circumstances test—2014. If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization ..................................................... right arrow

10%-facts-and-circumstances test—2013. If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part VI how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly
supported organization ................................................ right arrow

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

Schedule A (Form 990 or 990-EZ) 2014

Page 3

Part III

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

Section A. Public Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2	Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3	Gross receipts from activities that are not an unrelated trade or business under section 513..
4	Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5	The value of services or facilities furnished by a governmental unit to the organization without charge..
6	Total. Add lines 1 through 5.
7a	Amounts included on lines 1, 2, and 3 received from disqualified persons...
b	Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c	Add lines 7a and 7b..
8	Public support (Subtract line 7c from line 6.)

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2010	(b) 2011	(c) 2012	(d) 2013	(e) 2014	(f) Total
9	Amounts from line 6...
10a	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b	Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c	Add lines 10a and 10b.
11	Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) ..
13	Total support. (Add lines 9, 10c, 11, and 12.)..

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

Section C. Computation of Public Support Percentage

Public support percentage for 2014 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2013 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2014 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2013 Schedule A, Part III, line 17 .............

19a

33 1/3% support tests—2014. If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization ....... right arrow

33 1/3% support tests—2013. If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization .... right arrow

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

Schedule A (Form 990 or 990-EZ) 2014

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 11 of Part I. If you checked 11a of Part I, complete Sections A and B. If you checked 11b of Part I, complete Sections A and C. If you checked 11c of Part I, complete Sections A, D, and E. If you checked 11d of Part I, complete Sections A and D, and complete Part V.)

Section A. All Supporting Organizations

Yes

Are all of the organization’s supported organizations listed by name in the organization’s governing documents?
If "No," describe in Part VI how the supported organizations are designated. If designated by class or purpose,
describe the designation. If historic and continuing relationship, explain.

Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? If "Yes," explain in Part VI how the organization determined that the supported organization was described in section 509(a)(1) or (2).

Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below.

Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the organization made the determination.

Did the organization ensure that all support to such organizations was used exclusively for section 170(c)(2)(B) purposes? If "Yes," explain in Part VI what controls the organization put in place to ensure such use.

Was any supported organization not organized in the United States ("foreign supported organization")? If “Yes” and if you checked 11a or 11b in Part I, answer (b) and (c) below.

Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? If “Yes,” describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations....

Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(a)(1) or (2)? If “Yes,” explain in Part VI what controls the organization used to ensure that all support to the foreign supported organization was used exclusively for section 170(c)(2)(B) purposes.

Did the organization add, substitute, or remove any supported organizations during the tax year? If “Yes,” answer (b) and (c) below (if applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed, (ii) the reasons for each such action, (iii) the authority under the organization's organizing document authorizing such action, and (iv) how the action was accomplished (such as by amendment to the organizing document).

Type I or Type II only. Was any added or substituted supported organization part of a class already designated in the organization's organizing document?

Substitutions only. Was the substitution the result of an event beyond the organization's control?

Did the organization provide support (whether in the form of grants or the provision of services or facilities) to anyone other than (a) its supported organizations; (b) individuals that are part of the charitable class benefited by one or more of its supported organizations; or (c) other supporting organizations that also support or benefit one or more of the filing organization’s supported organizations? If “Yes,” provide detail in Part VI.

Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor (defined in IRC 4958(c)(3)(C)), a family member of a substantial contributor, or a 35-percent controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990) .

Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? If “Yes,” complete Part II of Schedule L (Form 990).

Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined in section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? If “Yes,” provide detail in Part VI.

Did one or more disqualified persons (as defined in line 9(a)) hold a controlling interest in any entity in which the supporting organization had an interest? If “Yes,” provide detail in Part VI.

Did a disqualified person (as defined in line 9(a)) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? If “Yes,” provide detail in Part VI.

10a

Was the organization subject to the excess business holdings rules of IRC 4943 because of IRC 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer b below.

10a

Did the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings).

10b

Has the organization accepted a gift or contribution from any of the following persons?

A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization?

11a

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

11b

A 35% controlled entity of a person described in (a) or (b) above? If “Yes” to a, b, or c, provide detail in Part VI.

11c

Schedule A (Form 990 or 990-EZ) 2014

Page 5

Part IV

Supporting Organizations (continued)

Section B. Type I Supporting Organizations

Yes

Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization’s directors or trustees at all times during the tax year? If “No,” describe in Part VI how the supported organization(s) effectively operated, supervised, or controlled the organization’s activities. If the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year.

Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If “Yes,” explain in Part VI how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised or controlled the supporting organization.

Section C. Type II Supporting Organizations

Yes

Were a majority of the organization’s directors or trustees during the tax year also a majority of the directors or trustees of each of the organization’s supported organization(s)? If “No,” describe in Part VI how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s).

Section D. All Type III Supporting Organizations

Yes

Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization’s tax year, (1) a written notice describing the type and amount of support provided during the prior tax year, (2) a copy of the Form 990 that was most recently filed as of the date of notification, and (3) copies of the organization’s governing documents in effect on the date of notification, to the extent not previously provided?

Were any of the organization’s officers, directors, or trustees either (i) appointed or elected by the supported organization(s) or (ii) serving on the governing body of a supported organization? If "No," explain in Part VI how the organization maintained a close and continuous working relationship with the supported organization(s).

By reason of the relationship described in (2), did the organization’s supported organizations have a significant voice in the organization’s investment policies and in directing the use of the organization’s income or assets at all times during the tax year? If "Yes," describe in Part VI the role the organization’s supported organizations played in this regard.

Section E. Type III Functionally-Integrated Supporting Organizations

Check the box next to the method that the organization used to satisfy the Integral Part Test during the year (see instructions):

The organization satisfied the Activities Test. Complete line 2 below.

The organization is the parent of each of its supported organizations. Complete line 3 below.

The organization supported a governmental entity. Describe in Part VI how you supported a government entity (see instructions)

Activities Test. Answer (a) and (b) below.

Yes

Did substantially all of the organization’s activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part VI identify those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined that these activities constituted substantially all of its activities.

Did the activities described in (a) constitute activities that, but for the organization’s involvement, one or more of the organization’s supported organization(s) would have been engaged in? If "Yes," explain in Part VI the reasons for the organization’s position that its supported organization(s) would have engaged in these activities but for the organization’s involvement.

Parent of Supported Organizations. Answer (a) and (b) below.

Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part VI.

Did the organization exercise a substantial degree of direction over the policies, programs and activities of each of its supported organizations? If "Yes," describe in Part VI the role played by the organization in this regard.

Schedule A (Form 990 or 990-EZ) 2014

Page 6

Part V – Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations

1. Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970. See instructions. All other Type III non-functionally integrated supporting organizations must complete Sections A through E.

	Section A - Adjusted Net Income		(A) Prior Year	(B) Current Year (optional)
1	Net short-term capital gain	1
2	Recoveries of prior-year distributions	2
3	Other gross income (see instructions)	3
4	Add lines 1 through 3	4
5	Depreciation and depletion	5
6	Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income (see instructions)	6
7	Other expenses (see instructions)	7
8	Adjusted Net Income (subtract lines 5, 6 and 7 from line 4)	8

	Section B - Minimum Asset Amount		(A) Prior Year	(B) Current Year (optional)
1	Aggregate fair market value of all non-exempt-use assets (see instructions for short tax year or assets held for part of year):	1
a	Average monthly value of securities	1a
b	Average monthly cash balances	1b
c	Fair market value of other non-exempt-use assets	1c
d	Total (add lines 1a, 1b, and 1c)	1d
e	Discount claimed for blockage or other factors (explain in detail in Part VI):
2	Acquisition indebtedness applicable to non-exempt use assets	2
3	Subtract line 2 from line 1d	3
4	Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions).	4
5	Net value of non-exempt-use assets (subtract line 4 from line 3)	5
6	Multiply line 5 by .035	6
7	Recoveries of prior-year distributions	7
8	Minimum Asset Amount (add line 7 to line 6)	8

	Section C - Distributable Amount		Current Year
1	Adjusted net income for prior year (from Section A, line 8, Column A)	1
2	Enter 85% of line 1	2
3	Minimum asset amount for prior year (from Section B, line 8, Column A)	3
4	Enter greater of line 2 or line 3	4
5	Income tax imposed in prior year	5
6	Distributable Amount. Subtract line 5 from line 4, unless subject to emergency temporary reduction (see instructions)	6
7	Check here if the current year is the organization's first as a non-functionally-integrated Type III supporting organization (see instructions)

Schedule A (Form 990 or 990-EZ) 2014

Page 7

Section D - Distributions		Current Year
1 Amounts paid to supported organizations to accomplish exempt purposes
2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity
3 Administrative expenses paid to accomplish exempt purposes of supported organizations
4 Amounts paid to acquire exempt-use assets
5 Qualified set-aside amounts (prior IRS approval required)
6 Other distributions (describe in Part VI). See instructions
7Total annual distributions. Add lines 1 through 6.
8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part VI). See instructions
9 Distributable amount for 2014 from Section C, line 6
10 Line 8 amount divided by Line 9 amount

Section E - Distribution Allocations (see instructions)		(i) Excess Distributions	(ii) Underdistributions Pre-2014	(iii) Distributable Amount for 2014
1 Distributable amount for 2014 from Section C, line 6
2 Underdistributions, if any, for years prior to 2014 (reasonable cause required--see instructions)
3 Excess distributions carryover, if any, to 2014:
a From 2009.......X
b From 2010.......X
c From 2011.......X
d From 2012.......X
e From 2013.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2014 distributable amount
i Carryover from 2009 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.
4Distributions for 2014 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2014 distributable amount
c Remainder. Subtract lines 4a and 4b from 4.
5 Remaining underdistributions for years prior to 2014, if any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions)
6 Remaining underdistributions for 2014. Subtract lines 3h and 4b from line 1 (if amount greater than zero, see instructions)
7 Excess distributions carryover to 2015. Add lines 3j and 4c.
8 Breakdown of line 7:
a From 2010.......X
b From 2011.......X
c From 2012.......X
d From 2013.......
e From 2014.......

Schedule A (Form 990 or 990-EZ) (2014)

Schedule A (Form 990 or 990-EZ) 2014

Page 8

Part VI

Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11a, 11b, and 11c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions).

Facts And Circumstances Test

Return Reference	Explanation

Schedule A (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule B
(Form 990, 990-EZ,
or 990-PF)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

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

OMB No. 1545-0047

2014

Name of the organization

PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number

25-1492587

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 exclusively for religious, charitable, scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and III.

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Arrow Bullet

Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 2

Name of organization PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
RESTRICTED	,	$RESTRICTED	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 3

Name of organization PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 4

Name of organization
PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number

25-1492587

Part III

Exclusively religious, charitable, etc., contributions to organizations described in section 501(c)(7), (8), or (10)
that total more than $1,000 for the year from any one contributor. Complete columns (a) through (e) and the following line entry. For organizations completing Part III, enter the total of exclusively religious, charitable, etc., contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet

$
Use duplicate copies of Part III if additional space is needed.

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE D
(Form 990)

Department of the Treasury
Internal Revenue Service

Supplemental Financial Statements

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

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number

25-1492587

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 value of contributions to (during year)
3	Aggregate value of 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)

Revenue 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:

Revenue 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) 2014

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, for escrow or custodial account liability?

Yes No

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

Part V

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

		(a)Current year	(b)Prior year	b (c)Two years back	(d)Three years back	(e)Four years back
1a	Beginning of year balance ....	2,327,725	1,801,101	1,705,515	1,750,658	1,566,134
b	Contributions ........	202,997	236,531		51,000	34
c	Net investment earnings, gains, and losses	-22,942	453,090	95,586	-96,143	220,965
d	Grants or scholarships .....
e	Other expenditures for facilities and programs ........	111,550	162,997			36,475
f	Administrative expenses ....
g	End of year balance ......	2,396,230	2,327,725	1,801,101	1,705,515	1,750,658

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

95.450 %

Temporarily restricted endowment SchDMd Bullet

4.550 %

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

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

Yes

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

3a(i)

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

3a(ii)

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

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

Part VI

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

Description of property		(b)Cost or other basis (other)	(c) Accumulated depreciation	(d) Book value
1a	Land .................
b	Buildings ................	56,727,641	13,058,220	43,669,421
c	Leasehold improvements ............
d	Equipment ................	2,248,351	832,503	1,415,848
e	Other .................	2,010,103	11,649	1,998,454
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).).......				47,083,723

Schedule D (Form 990) 2014

Page 3

Part VII

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

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








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

Part VIII

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

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









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

Part IX

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

(a) Description				(b) Book value









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

Part X

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

1.(a) Description of liability		(b) Book value
Federal income taxes









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

Schedule D (Form 990) 2014

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	13,883,180
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a	-314,432
b	Donated services and use of facilities .........	2b
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	3,071,231
e	Add lines 2a through 2d .....................			2e	2,756,799
3	Subtract line 2e from line 1.....................			3	11,126,381
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	11,126,381

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	13,309,180
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities ..........	2a
b	Prior year adjustments ..............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d	3,245,231
e	Add lines 2a through 2d......................			2e	3,245,231
3	Subtract line 2e from line 1.....................			3	10,063,949
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	10,063,949

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 III, LINE 4:	PHIPPS' CHIHULY GLASS COLLECTION INCLUDES EIGHT INSTALLATIONS OF CHIHULY PIECES THROUGHOUT THE CONSERVATORY. THE PIECES WERE PURCHASED SPECIFICALLY TO DEMONSTRATE BOTANICAL ART AND THEIR RELATIONSHIP TO THE ACCOMPANYING PLANTS.
PART V, LINE 4:	THE INTENDED USE OF THE ENDOWMENT FUNDS OF PHIPPS CAN BE DESCRIBED AS FOLLOWS. EACH YEAR, THE BOARD OF TRUSTEES VOTES ON THE PERCENTAGE OF EARNINGS FROM THE ENDOWMENT THAT WILL BE ALLOCATED FOR THE USE OF THE VARIOUS PORTIONS. THERE ARE SEVERAL PORTIONS OF THE ENDOWMENT FUNDS AT PHIPPS: 1) FUNDING FOR THE SALARY/BENEFITS OF THE POSITION OF DIRECTOR OF HORTICULTURE, 2) FUNDING FOR THE BOTANY IN ACTION PROGRAM THAT PROVIDES GRANTS TO STUDENTS PERFORMING RESEARCH IN BOTANY THROUGHOUT THE WORLD, 3) FUNDING FOR THE GENERAL OPERATIONS OF THE CONSERVATORY AND GARDEN CENTER AND 4) FUNDING FOR THE FUTURE RESEARCH PROGRAM RELATED TO THE CENTER FOR SUSTAINABLE LANDSCAPES CURRENTLY BEING DESIGNED. THE ENDOWMENT FUNDING FOR THE RESEARCH PROGRAM AT PHIPPS IS PART OF THE CURRENT CAPITAL CAMPAIGN RELATED TO THE CENTER FOR SUSTAINABLE LANDSCAPES. THE CURRENT CAPITAL CAMPAIGN GOAL IS SPECIFICALLY RELATED TO THE FUTURE RESEARCH PROGRAM.
PART X, LINE 2:	PHIPPS IS EXEMPT FROM FEDERAL INCOME TAXES UNDER SECTION 501(C)(3) OF THE INTERNAL REVENUE CODE. HOWEVER, INCOME FROM CERTAIN ACTIVITIES NOT DIRECTLY RELATED TO PHIPPS' TAX-EXEMPT PURPOSE IS SUBJECT TO TAXATION AS UNRELATED BUSINESS INCOME. IN ADDITION, PHIPPS QUALIFIES FOR THE CHARITABLE CONTRIBUTION DEDUCTION UNDER SECTION 170(B)(1)(A) AND HAS BEEN CLASSIFIED AS AN ORGANIZATION THAT IS NOT A PRIVATE FOUNDATION UNDER SECTION 509(A)(2). AT SEPTEMBER 30, 2015 AND 2014, PHIPPS HAD NET OPERATING LOSS CARRY-FORWARDS RESULTING FROM ITS UNRELATED BUSINESS ACTIVITIES OF APPROXIMATELY $600,000 AND $1,100,000, RESPECTIVELY, WHICH MAY BE APPLIED AGAINST FUTURE YEARS' TAXABLE INCOME. THE NET OPERATING LOSS CARRY-FORWARDS EXPIRE AT VARIOUS DATES THROUGH 2029. PHIPPS RECORDS A DEFERRED TAX ASSET TO THE EXTENT THAT IT IS MORE LIKELY THAN NOT THAT SOME OR ALL OF THIS BENEFIT IS TO BE REALIZED. AT SEPTEMBER 30, 2013, A VALUATION ALLOWANCE OF APPROXIMATELY $550,000 WAS RECORDED TO FULLY RESERVE THE DEFERRED TAX ASSET DUE TO THE UNCERTAINTY OF THE FUTURE USE OF THESE NET OPERATING LOSSES. DURING THE YEAR ENDED SEPTEMBER 30, 2014, MANAGEMENT DETERMINED THAT IT IS MORE LIKELY THAN NOT THAT THESE NET OPERATING LOSS CARRY-FORWARDS WILL BE USED TO OFFSET FUTURE UNRELATED BUSINESS TAXABLE INCOME. AS SUCH, A DEFERRED TAX BENEFIT OF APPROXIMATELY $550,000 WAS RECORDED DURING THE YEAR ENDED SEPTEMBER 30, 2014. DURING THE YEARS ENDED SEPTEMBER 30, 2015 AND 2014, MANAGEMENT UTILIZED APPROXIMATELY $498,000 AND $467,000, RESPECTIVELY, OF THE NET OPERATING LOSSES TO OFFSET UNRELATED BUSINESS TAXABLE INCOME, RESULTING IN DEFERRED TAX EXPENSE OF APPROXIMATELY $174,000 AND $164,000, RESPECTIVELY. THERE WAS NO VALUATION ALLOWANCE RECORDED AT SEPTEMBER 30, 2015 OR 2014.
PART XI, LINE 2D - OTHER ADJUSTMENTS:	DEFERRED TAX EXPENSE -174,000. COST OF GOODS SOLD 2,790,621. FUNDRAISING EXPENSES 71,273. RENTAL EXPENSE 383,337.
PART XII, LINE 2D - OTHER ADJUSTMENTS:	COST OF GOODS SOLD 2,790,621. RENTAL EXPENSE 383,337. FUNDRAISING EXPENSES 71,273.
SCHEDULE D, PART V, COLUMN A, CURRENT YEAR ENDOWMENT FUNDS:	THE ORGANIZATION FILED A SHORT YEAR RETURN FOR THE PERIOD OF JANUARY 1, 2013 TO SEPTEMBER 30, 2013. THE AMOUNTS IN PART V, COLUMN (B) ARE COMBINED AMOUNTS FOR THE SHORT YEAR AND CURRENT YEAR RETURNS AS BOTH WERE REPORTED ON A 2013 FORM 990.

Schedule D (Form 990) 2014

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE G (Form 990 or 990-EZ)

Department of the Treasury
Internal Revenue Service

Supplemental Information Regarding
Fundraising or Gaming Activities

Complete if the organization answered "Yes" to Form 990, Part IV, lines 17, 18, or 19, or if the organization entered more than $15,000 on Form 990-EZ, line 6a. right arrow

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

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization
PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number

25-1492587

Part I

Fundraising Activities. Complete if the organization answered "Yes" to Form 990, Part IV, line 17. Form 990-EZ

filers are not required to complete this part.

Indicate whether the organization raised funds through any of the following activities. Check all that apply.

a	Mail solicitations	e	Solicitation of non-government grants
b	Internet and email solicitations	f	Solicitation of government grants
c	Phone solicitations	g	Special fundraising events
d	In-person solicitations

Did the organization have a written or oral agreement with any individual (including officers, directors, trustees

or key employees listed in Form 990, Part VII) or entity in connection with professional fundraising services?

Yes

If "Yes," list the ten highest paid individuals or entities (fundraisers) pursuant to agreements under which the fundraiser is
to be compensated at least $5,000 by the organization.

(i) Name and address of individual or entity (fundraiser)	(iii) Did fundraiser have custody or control of contributions?
	Yes	No










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

List all states in which the organization is registered or licensed to solicit contributions or has been notified it is exempt from registration or licensing.

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

Cat. No. 50083H

Schedule G (Form 990 or 990-EZ) 2014

Page 2

Part II

Fundraising Events. Complete if the organization answered "Yes" to Form 990, Part IV, line 18, or reported more than $15,000 of fundraising event contributions and gross income on Form 990-EZ, lines 1 and 6b. List events with gross receipts greater than $5,000.

		(a) Event #1 WINES UNDER GLASS (event type)	(b) Event #2 MAY MARKET (event type)	(c) Other events 3 (total number)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . .	76,068	51,846	43,429	171,343
2	Less: Contributions . .	47,040		11,094	58,134
3	Gross income (line 1 minus line 2) . . .	29,028	51,846	32,335	113,209
4	Cash prizes . . .
5	Noncash prizes . .
6	Rent/facility costs . .	4,520	7,677	1,757	13,954
7	Food and beverages .	12,629	300	14,077	27,006
8	Entertainment . . .	1,400		1,500	2,900
9	Other direct expenses .		18,579	8,834	27,413
10	Direct expense summary. Add lines 4 through 9 in column (d) ...........				71,273
11	Net income summary. Subtract line 10 from line 3, column (d)...........				41,936

Part III

Gaming. Complete if the organization answered "Yes" to Form 990, Part IV, line 19, or reported more than $15,000 on Form 990-EZ, line 6a.

(a) Bingo

(b) Pull tabs/Instant
bingo/progressive bingo

(c) Other gaming

(d) Total gaming (add col.(a) through col.(c))

Gross revenue . . . .

Cash prizes . . . .

Non-cash prizes . . .

Rent/facility costs . . .

Other direct expenses . .

Volunteer labor . . .

	Yes %
	No

	Yes %
	No

	Yes %
	No

Direct expense summary. Add lines 2 through 5 in column (d) ........... right arrow

Net gaming income summary. Subtract line 7 from line 1, column (d) ......... right arrow

Enter the state(s) in which the organization conducts gaming activities:

Is the organization licensed to conduct gaming activities in each of these states? ............

YesNo

If "No," explain:

10a

Were any of the organization's gaming licenses revoked, suspended or terminated during the tax year? .....

YesNo

If "Yes," explain:

Schedule G (Form 990 or 990-EZ) 2014

Page 3

Does the organization conduct gaming activities with nonmembers? .................

YesNo

Is the organization a grantor, beneficiary or trustee of a trust or a member of a partnership or other entity

formed to administer charitable gaming? ..........................

YesNo

Indicate the percentage of gaming activities conducted in:

The organization's facility ......................

13a

An outside facility ........................

13b

Enter the name and address of the person who prepares the organization's gaming/special events books and records:

Name

Address

15a

Does the organization have a contract with a third party from whom the organization receives gaming

revenue? ......................................

YesNo

If "Yes," enter the amount of gaming revenue received by the organization right arrow

$ and the

amount of gaming revenue retained by the third party right arrow

If "Yes," enter name and address of the third party:

Name

Address

Gaming manager information:

Name

Gaming manager compensation right arrow

Description of services provided right arrow

Director/officer Employee Independent contractor

Mandatory distributions:

Is the organization required under state law to make charitable distributions from the gaming proceeds to

retain the state gaming license? ............................

YesNo

Enter the amount of distributions required under state law distributed to other exempt organizations or spent

in the organization's own exempt activities during the tax year right arrow

Part IV

Supplemental Information. Provide the explanations required by Part I, line 2b, columns (iii) and (v), and Part III, lines 9, 9b, 10b, 15b, 15c, 16, and 17b, as applicable. Also provide any additional information (see instructions).

Return Reference	Explanation

Schedule G (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

- TIN:

Schedule I
(Form 990)

Department of the Treasury
Internal Revenue Service

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

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

Attach to Form 990.
lBullet

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

OMB No. 1545-0047

2014

Open to Public
Inspection

Name of the organization
PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number
25-1492587

Part I

General Information on Grants and Assistance

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

Yes No

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

Part II

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

(a) Name and address of organization or government	(b) EIN	(c) IRC section if applicable	(d) Amount of cash grant	(e) Amount of non-cash assistance	(f) Method of valuation (book, FMV, appraisal, other)	(g) Description of non-cash assistance	(h) Purpose of grant or assistance

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

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

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

Cat. No. 50055P

Schedule I (Form 990) 2014

Page 2

Part III

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

(a)Type of grant or assistance	(b)Number of recipients	(c)Amount of cash grant	(d)Amount of non-cash assistance	(e)Method of valuation (book, FMV, appraisal, other)	(f)Description of non-cash assistance
(1) BOTANICAL RESEARCH	6	30,000	0	N/A	N/A

Part IV

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

Return Reference

Explanation

PART I, LINE 2:

THE BOTANY IN ACTION PROGRAM AT PHIPPS PROVIDES GRANTS TO GRADUATE STUDENTS TO FORM ALLIANCES WITH INDIGENOUS CULTURES WHILE STUDYING IN SOME OF THE MOST REMOTE AND BOTANICALLY-RICH AREAS OF THE WORLD. BOTANY IN ACTION RESEARCHERS DOCUMENT THE USES OF IMPORTANT, OFTEN ENDANGERED PLANTS. GRANTEES RECORD TRADITIONAL SPECIES. THEY ALSO IDENTIFY MEDICINALLY ACTIVE COMPOUNDS PRESENT IN PLANTS WITH THE HELP OF FARMERS, SHAMANS, MIDWIVES AND OTHER KEEPERS OF MEDICINAL KNOWLEDGE. TO DATE, 29 RESEARCHERS HAVE BENEFITED FROM BOTANY IN ACTION GRANTS. BEYOND THE INITIAL GRANT FOR TRAVEL, STUDY, SERVICES, AND SUPPLIES, STUDENTS MAY SEEK AID TO PUBLISH AND PROMOTE THEIR FINDINGS THROUGH PUBLIC OUTREACH AND EDUCATION. THE STUDENTS ARE ASSIGNED AN ADVISOR/MENTOR WHO WILL ASSIST AND GUIDE THEM IN THEIR RESEARCH BASED ON THEIR APPROVED PROPOSAL. THESE ADVISORS ARE A NETWORK OF ACADEMICS AND PROFESSIONALS IN TOP UNIVERSITY PROGRAMS AND AT BOTANICAL INSTITUTIONS. IN ADDITION, INFORMATION GATHERED BY BOTANY IN ACTION SPONSORED GRADUATE STUDENTS HELPS TO INFORM PHIPPS' DISPLAYS AND OUTREACH. THE STUDENTS ALSO MAKE APPEARANCES AT AREA SCHOOLS, SPEAKING TO CHILDREN ABOUT THEIR LIFE AND WORK AS CONSERVATION SCIENTISTS. BOTANY IN ACTION SPONSORED GRADUATE STUDENTS APPEAR EACH JANUARY AT A PHIPPS-SPONSORED COLLOQUIUM, DISCUSSING THEIR WORK WITH PHIPPS STAFF AND BOARD MEMBERS, LOCAL STUDENTS, AND THE GENERAL PUBLIC.

Schedule I (Form 990) 2014

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

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

OMB No. 1545-0047

2014

Open to Public Inspection

Name of the organization

PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number

25-1492587

Part I

Questions Regarding Compensation

Yes

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

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

Travel for companions Payments for business use of personal residence

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

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

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

Yes

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

Yes

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

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

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

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

Yes

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), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9.

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

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

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

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

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

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

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

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

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

Yes

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

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

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

Cat. No. 50053T

Schedule J (Form 990) 2014

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 in column(B) 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)
1RICHARD PIACENTINIEXECUTIVE DIRECTOR	(i) (ii)	266,391 ............................... 0	13,700 ............................... 0	0 ............................... 0	16,981 ............................... 0	12,460 ............................... 0	309,532 ............................... 0	0 ............................... 0

Schedule J (Form 990) 2014

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
PART I, LINE 1A	PHIPPS CONSERVATORY AND BOTANICAL GARDENS, INC. PAYS THE MONTHLY DUES FOR A BUSINESS CLUB LOCATED IN THE CITY CENTER. THE PRIMARY PURPOSE OF THE MEMBERSHIP IS FOR BUSINESS MEETINGS/MEALS THAT THE EXECUTIVE DIRECTOR HAS OFF SITE OR WITH INDIVIDUALS THAT ARE MORE CONVENIENTLY LOCATED IN THE CITY ITSELF.
PART I, LINE 4B	THE EXECUTIVE DIRECTOR PARTICIPATES IN A SECTION 457(F) PLAN.
PART I, LINE 7	THE EXECUTIVE DIRECTOR RECEIVED A BONUS OF $13,700 IN 2014.

Schedule J (Form 990) 2014

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 990-EZ 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

2014

Open to Public
Inspection

Name of the organization

PHIPPS CONSERVATORY AND BOTANICAL GARDENS INC

Employer identification number

25-1492587

Return Reference	Explanation
FORM 990, PART VI, SECTION A, LINE 1	DURING THE INTERVALS BETWEEN MEETINGS OF THE BOARD, THE EXECUTIVE COMMITTEE MAY EXERCISE ALL THE AUTHORITY OF THE BOARD IN THE MANAGEMENT OF THE PROPERTY, BUSINESS AND AFFAIRS OF THE CORPORATION, EXCEPT THAT THE EXECUTIVE COMMITTEE SHALL HAVE NO POWER OR AUTHORITY AS TO THE FOLLOWING: (I) THE FILLING OF VACANCIES ON THE BOARD, (II) THE FILLING OF VACANCIES ON THE EXECUTIVE, AUDIT, FINANCE, TRUSTEESHIP, DEVELOPMENT AND COMPENSATION COMMITTEES, (III) THE ADOPTION, AMENDMENT OR REPEAL OF THE BYLAWS, (IV) THE AMENDMENT OR REPEAL OF ANY RESOLUTION OF THE BOARD. SIGNIFICANT ACTIONS OF THE EXECUTIVE COMMITTEE SHALL BE REPORTED AT THE NEXT MEETING OF THE BOARD. MEEETINGS OF THE EXECUTIVE COMMITTEE MAY BE CALLED, AND SHALL BE CHAIRED, BY THE CHAIRMAN OF THE BOARD, OR IN HIS ABSENCE, THE VICE CHAIRMAN OF THE BOARD.
FORM 990, PART VI, SECTION B, LINE 11	THE FORM 990 IS COMPLETED BY AN INDEPENDENT PUBLIC ACCOUNTING FIRM AND IS REVIEWED AND APPROVED BY THE AUDIT COMMITTEE. A COPY OF THE FORM 990 IS PROVIDED TO THE BOARD OF TRUSTEES.
FORM 990, PART VI, SECTION B, LINE 12C	ON A YEARLY BASIS, ALL MEMBERS OF THE BOARD OF TRUSTEES ARE PROVIDED THE PHIPPS CONFLICT OF INTEREST POLICY AND THE RELATED PROCEDURES. THEY ARE THEN REQUIRED TO COMPLETE THE CONFLICT OF INTEREST DISCLOSURE STATEMENT IDENTIFYING ANY POTENTIAL CONFLICTS, IDENTIFYING ANY OTHER BOARDS THEY MAY BE A MEMBER OF, AND IDENTIFYING THEIR EMPLOYER. THE TRUSTEESHIP COMMITTEE OF THE BOARD OF TRUSTEES IS THE GROUP RESPONSIBILE FOR ASSURING THAT EVERY DISCLOSURE STATEMENT IS RETURNED. PHIPPS' BOARD OF TRUSTEES CONSISTENTLY HAS 100% PARTICIPATION IN THIS PROCESS. TRUSTEES THAT HAVE A CONFLICT ARE ASKED TO VOICE THEIR AFFILIATIONS IN COMMITTEE AND FULL BOARD MEETINGS WHERE A DECISION RELATED TO THAT AFFILIATION VIA VOTE WILL BE MADE. ONCE VOICED, THE TRUSTEE ABSTAINS FROM VOTING ON THE DECISION.
FORM 990, PART VI, SECTION B, LINE 15	THE COMPENSATION OF THE EXECUTIVE DIRECTOR IS DETERMINED EACH YEAR BY THE COMPENSATION COMMITTEE OF THE BOARD OF TRUSTEES. THIS PROCESS HAS BEEN IN PLACE SINCE 1993 WHEN PHIPPS BECAME A PRIVATE NON-PROFIT. IN THE CURRENT YEAR, THE COMPENSATION COMMITTEE EMPLOYED AN EXTERNAL FIRM TO PERFORM BENCHMARKING ANALYSIS REGARDING BOTH THE SALARIES OF THE EXECUTIVE DIRECTOR AND THE DEPARTMENTAL DIRECTORS. THE COMPENSATION OF THE DEPARTMENTAL DIRECTORS IS DETERMINED BY THE EXECUTIVE DIRECTOR AND DISCUSSED WITH THE CHAIRPERSON OF THE BOARD OF TRUSTEES. THE OVERALL RAISE PERCENTAGES ARE APPROVED AND DISCUSSED AS PART OF PHIPPS' YEARLY BUDGETING PROCESS. THE BUDGET ITSELF IS THEN APPROVED BY THE BOARD OF TRUSTEES BEFORE IMPLEMENTATION.
FORM 990, PART VI, SECTION C, LINE 19	PHIPPS MAKES ALL GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE FOR PUBLIC VIEWING. ANY PERSON INTERESTED IN THIS INFORMATION CAN CONTACT THE CFO IN ADVANCE TO MAKE ARRANGEMENTS TO VIEW THE INFORMATION ON SITE, OR IF APPROPRIATE, THE INFORMATION CAN BE MAILED OR E-MAILED TO THE INDIVIDUAL FOR REVIEW. SEE CONTACT INFORMATION IN PART VI, SECTION C, ITEM 20.
FORM 990, PART IX, LINE 11G	PROFESSIONAL FEES: PROGRAM SERVICE EXPENSES 812,334. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 2,775. TOTAL EXPENSES 815,109. SECURITY: PROGRAM SERVICE EXPENSES 135,846. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 135,846. TEMPORARY LABOR: PROGRAM SERVICE EXPENSES 79,888. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 79,888. OUTSIDE WINTER GARDEN LIGHT INSTALLATION: PROGRAM SERVICE EXPENSES 69,750. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 69,750. OUTSOURCED IT: PROGRAM SERVICE EXPENSES 62,379. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 62,379.
FORM 990, PART XI, LINE 9:	DEFFERED TAX BENEFIT EXPENSE -174,000.
FORM 990, PART XII, LINE 2C, OVERSIGHT OF FINANCIAL STATEMENT AUDIT:	THE AUDIT COMMITTEE OF THE BOARD OF TRUSTEES ASSUMES THE RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF THE FINANCIAL STATEMENTS. THE AUDIT COMMITTEE MEETS AT LEAST ONCE A YEAR TO REVIEW THE FINANCIAL STATUS OF PHIPPS AND ALSO MEETS AS A COMMITTEE WITH THE EXTERNAL INDEPENDENT AUDITORS TO REVIEW THE AUDITED FINANCIAL STATEMENTS. AFTER REVIEW BY THE AUDIT COMMITTEE, THE AUDITED FINANCIAL STATEMENTS ARE PROVIDED TO THE FULL BOARD OF TRUSTEES FOR FINAL APPROVAL AND PUBLICATION. IN ADDITION, EACH YEAR, THE AUDIT COMMITTEE DISCUSSES THE SELECTION OF THE INDEPENDENT EXTERNAL ACCOUNTANTS. THE COMMITTEE MAKES A RECOMMENDATION TO CONTINUE WITH THE CURRENT AUDITORS OR TO BID OUT THE PROCESS TO THE FULL BOARD OF TRUSTEES WHO THEN VOTE ON THE FINAL RECOMMENDATION.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2014

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: PHIPPS IS THE PLACE WHERE PEOPLE DISCOVER THE BEAUTY OF HUMANITY LIVING IN HARMONY WITH NATURE.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	48
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	47
5	Total number of individuals employed in calendar year 2014 (Part V, line 2a) ......	5	209
6	Total number of volunteers (estimate if necessary) .............	6	347
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	773,466
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) .........	6,546,384	6,878,919
9	Program service revenue (Part VIII, line 2g) .........	2,309,479	2,739,035
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	261,883	290,998
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	1,073,270	1,217,429
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)...................	10,191,016	11,126,381
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	49,080	30,000
14	Benefits paid to or for members (Part IX, column (A), line 4).....	0	0
15	Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10)	4,290,932	4,241,889
16a	Professional fundraising fees (Part IX, column (A), line 11e).....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 425,467
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	5,208,903	5,792,060
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	9,548,915	10,063,949
19	Revenue less expenses. Subtract line 18 from line 12.......	642,101	1,062,432
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	59,053,428	59,938,496
21	Total liabilities (Part X, line 26).............	3,316,267	3,627,335
22	Net assets or fund balances. Subtract line 21 from line 20.....	55,737,161	56,311,161

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 1,533,078 including grants of $ ) (Revenue $ )
	HORTICULTURE: PHIPPS, A GREAT AND VICTORIAN GREENHOUSE, HAS SINCE 1893 INVITED ITS GUESTS TO EXPLORE THE BEAUTY AND MYSTERIES OF PLANTS. PHIPPS PRESENTS FOUR MAJOR, SEASONAL FLOWER SHOWS THROUGHOUT THE YEAR. THE SPRING, SUMMER, FALL AND WINTER SHOWS PROVIDE OUR GUESTS WITH UNIQUE SEASONAL COLORS AND AROMAS. THE FOURTEEN ROOM CONSERVATORY, SEVEN OUTDOOR GARDENS AND 36,000 SQUARE FEET OF LEED-CERTIFIED PRODUCTION GREENHOUSES PROVIDE YEAR ROUND BEAUTY, CREATIVITY AND INTERESTING AND EDUCATIONAL DISPLAYS FOR OUR GUESTS. PHIPPS ALSO RECENTLY COMPLETED THE CENTER FOR SUSTAINABLE LANDSCAPES, ONE OF THE WORLD'S GREENEST BUILDINGS AND LANDSCAPES, BUILT TO ACHIEVE LEED PLATINUM, LIVING BUILDING CHALLENGE AND SUSTAINABLE SITES STATUS, WHICH SERVES AS ITS CENTER FOR SCIENCE EDUCATION AND RESEARCH, AS WELL AS ADMINISTRATION AND MANAGEMENT.

4b	(Code: ) (Expenses $ 1,206,342 including grants of $ ) (Revenue $ 2,812,479 )
	GUEST SERVICES: PHIPPS IS A TRANQUIL PUBLIC GARDENS SPACE THAT REJUVENATES, INSPIRES PEACE, AND OFFERS RESPITE FROM TODAY'S BUSY WORLD AND IS DEDICATED TO PROVIDING ITS GUESTS WITH EXPERIENCES FOUND NOWHERE ELSE. FROM ROWS OF SCHOOL CHILDREN WITH PALMS RAISED HIGH OVER THEIR HEADS TO IMITATING THE TROPICS' CANOPY LAYER OF TREES, TO GUESTS TAKING AN EXHILARATING STROLL FROM THE CLASSIC VICTORIAN BEAUTY OF THE 1893 GLASSHOUSE TO THE EXOTIC WILDS OF THE TROPICAL FOREST, EVERY GUEST GAINS A SINGULAR EXPERIENCE, WHICH IS TAILORED TO THEIR NEEDS FOR EDUCATION, INSPIRATION AND ENRICHMENT. PHIPPS AIMS TO HIGHLIGHT IMPORTANT CONNECTIONS BETWEEN PEOPLE, PLANTS, AND THE PLANET IN ORDER TO INSPIRE POSITIVE CHANGES IN THE WAY THAT WE INTERACT WITH THE WORLD AROUND US.PHIPPS, THE "GREEN HEART OF PITTSBURGH", IS ONE OF AMERICA'S GREENEST PUBLIC GARDENS, CARRYING ON ITS LEGACY AS A SANCTUARY AND LEARNING INSTITUTION WHILE SETTING A NEW STANDARD IN SUSTAINABILITY FOR THE WORLD. PHIPPS EMBRACES SUSTAINABILITY AS A MEANS TO BETTER THE WORLD AND TO PROMOTE THE WELL-BEING OF ALL LIFE. FROM ITS DAILY OPERATIONS ON THE GARDENS, CAFE, GIFT SHOP AND OFFICES TO ITS GREEN BUILDING AND LANDSCAPING PROJECTS, ENVIRONMENTAL RESPONSIBILITY IS WOVEN INTO ALL OF PHIPPS' EFFORTS. THE WELCOME CENTER, OPENED IN 2005, WAS THE FIRST VISITOR FACILITY IN A PUBLIC GARDEN IN THE WORLD TO EARN LEED CERTIFICATION. PHIPPS REDEFINED CONSERVATORY DESIGN IN 2006 WITH THE MOST ENERGY-EFFICIENT CONSERVATORY IN THE WORLD WHEN IT OPENED ITS TROPICAL FOREST CONSERVATORY. THIS UNCONVENTIONALLY SHAPED STRUCTURE INCORPORATES INSULATED ROOF GLASS WHILE MAINTAINING PROPER LIGHT LEVELS FOR GROWING PLANTS, PASSIVE COOLING AND RADICAL VENTING SYSTEMS, ENERGY BLANKETS, ROOT-ZONE HEATING, THERMAL MASSING, AND AN INTEGRATED BUILDING MONITORING SYSTEM. IN ADDITION TO THE TROPICAL FOREST CONSERVATORY, PHIPPS OPENED ITS PRODUCTION GREENHOUSE IN 2006, EARNING LEED PLATINUM FOR EXITING BUILDINGS. PHIPPS WAS THE FIRST CONSERVATORY IN THE WORLD TO RECEIVE THIS CERTIFICATION. THESE FACILITIES OFFER 36,000 SQUARE FEET OF ENERGY EFFICIENT GROWING SPACE FOR PLANTS, OPERATING 33% MORE EFFICIENTLY THAN SIMILAR GREENHOUSES. IN 2012, THE CENTER FOR SUSTAINABLE LANDSCAPES - A FACILITY FOR EDUCATION, RESEARCH AND ADMINISTRATION - WAS COMPLETED AND IS POISED TO BE THE FIRST BUILDING IN THE WORLD TO ACHIEVE THE HIGHEST GREEN BUILDING AND LANDSCAPE STANDARDS: THE LIVING BUILDING CHALLENGE, LEED PLATINUM AND SITES CERTIFICATIONS. DESIGNED AND BUILT BY PITTSBURGHERS AND PENNSYLVANIANS, THE CSL IS ONE OF THE GREENEST BUILDINGS ON EARTH. IT GENERATES ALL OF ITS OWN RENEWABLE ENERGY, TREATS AND USES ALL WATER CAPTURED ON SITE, AND FEATURES A RESTORATIVE LANDSCAPE WITH MANY BENEFICIAL AND USEFUL NATIVE PLANTS.

4c	(Code: ) (Expenses $ 595,527 including grants of $ 30,000 ) (Revenue $ 269,028 )
	EDUCATION: PHIPPS OFFERS A WIDE VARIETY OF INNOVATIVE CLASSES AND CERTIFICATE PROGRAMS FOR ADULTS AND HANDS-ON CAMPS AND EVENTS DESIGNED TO INSPIRE CHILDREN AND YOUTH AND HAS SERVED OVER 4,000 ADULTS AND 5,000 CHILDREN AND YOUTH. IN ADDITION, NEARLY 30,000 CHILDREN AND ADULTS ENJOYED FREE PUBLIC PROGRAMMING DURING THEIR VISITS. FOR ADULTS, PHIPPS OFFERS CERTIFICATE PROGRAMS IN SUSTAINABLE HORTICULTURE, LANDSCAPE AND GARDEN DESIGN, NATIVE PLANT LANDSCAPES, FLORAL DESIGN, AND BOTANICAL ARE AND ILLUSTRATION, PLUS CLASSES ON GARDENING AND BOTANICAL CRAFTS, AND GREEN AND HEALTHY LIVING, AS WELL AS SYMPOSIA ON GARDENING, LANDSCAPING AND NATIVE PLANTS. FOR CHILDREN AND YOUNG ADULTS, PHIPPS OFFERS A VARIETY OF HANDS-ON NATURE-BASED SEASONAL CAMPS FOR CHILDREN AGES TWO-NINE, HIGH- AND MIDDLE SCHOOL FAIRCHILD CHALLENGE ENVIRONMENTAL COMPETITIONS AND ANNUAL ECO-CHALLENGES, ONSITE DISCOVERY STATIONS, PAID SUMMER INTERNSHIPS FOR UNDERSERVED YOUTH AND SCHOOL FIELD TRIPS. IN ADDITION, PHIPPS OFFERS ITS BOTANY IN ACTION FELLOWSHIP PROGRAM. THIS BIA FELLOWSHIP PROGRAM FOSTERS THE DEVELOPMENT OF A NEXT GENERATION OF PLANT-BASED SCIENTISTS WHO ARE COMMITTED, FIRST, TO EXCELLENT RESEARCH AND, SECOND, TO EDUCATIONAL OUTREACH. PHIPPS' BIA PREOGRAM NOT ONLY PROVIDES GRANTS TO EMERGING U.S. SCIENTISTS CARRYING OUT PLANT-BASED RESEARCH AROUND THE GLOBE, BUT ALSO OFFERS TRAINING AND OPPORTUNITIES FOR THEM IN SCIENCE COMMUNICATION AND OUTREACH TO THE PUBLIC.

	(Code: ) (Expenses $ 5,621,230 including grants of $ ) (Revenue $ 11,872 )
	INCLUDED IN OTHER PROGRAM SERVICES ARE DEPRECIATION, COSTS FOR MAINTAINING THE FACILITIES, INDIRECT LABOR AND OVERHEAD AND OTHER MISCELLANEOUS EXPENSES.

4d	Other program services (Describe in Schedule O.)
	(Expenses $ 5,621,230 including grants of $ ) (Revenue $ 11,872 )
4e	Total program service expenses8,956,177

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)............	753,207	0	95,409

				(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		1,173,310
c	Fundraising events....1c		58,134
d	Related organizations...1d
e	Government grants (contributions)1e		2,291,270

f	All other contributions, gifts, grants, and similar amounts not included above1f		3,356,205

g	Noncash contributions included in lines 1a-1f:$
h	Total. Add lines 1a-1f.......			6,878,919
			Business Code
2a	ADMISSIONS		900099	2,458,135	2,458,135
b	EDUCATIONAL TOURS/CLASSES		900099	269,028	269,028
c	LANDSCAPE DESIGN COURSEWORK		900099	11,872	11,872
d
e
f	All other program service revenue .
g	Total. Add lines 2a–2f........			2,739,035
3	Investment income (including dividends, interest, and other similar amounts).......			124,256			124,256
4	Income from investment of tax-exempt bond proceeds..
5	Royalties...........
		(i) Real	(ii) Personal
6a	Gross rents	699,815
b	Less: rental expenses	383,337
c	Rental income or (loss)	316,478
d	Net rental income or (loss).......			316,478			316,478
		(i) Securities	(ii) Other
7a	Gross amount from sales of assets other than inventory	1,106,704
b	Less: cost or other basis and sales expenses	939,962
c	Gain or (loss)	166,742
d	Net gain or (loss)..........			166,742			166,742
8a	Gross income from fundraising events (not including $ 58,134 of contributions reported on line 1c). See Part IV, line 18 ..
	a		113,209
b	Less: direct expenses ...b		71,273
c	Net income or (loss) from fundraising events..			41,936			41,936
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		3,649,123
b	Less: cost of goods sold ..b		2,790,621
c	Net income or (loss) from sales of inventory..			858,502	354,344	773,466	-269,308
Miscellaneous Revenue			Business Code
11a	MISCELLANEOUS REVENUE		900099	513			513
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......			513
12	Total revenue. See Instructions......			11,126,381	3,093,379	773,466	380,617


				(A) Beginning of year		(B) End of year
1	Cash–non-interest-bearing .............			6,385	1	4,611
2	Savings and temporary cash investments .........			3,790,281	2	4,359,665
3	Pledges and grants receivable, net ...........			3,157,405	3	4,019,697
4	Accounts receivable, net .............			187,099	4	161,575
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 ..............			241,488	8	249,606
9	Prepaid expenses and deferred charges ..........			313,141	9	213,740
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a	60,986,095
b	Less: accumulated depreciation .....	10b	13,902,372	47,315,994	10c	47,083,723
11	Investments—publicly traded securities ..........				11
12	Investments—other securities. See Part IV, line 11 .....			1,792,667	12	1,887,223
13	Investments—program-related. See Part IV, line 11 .....				13
14	Intangible assets ...............				14
15	Other assets. See Part IV, line 11 ...........			2,248,968	15	1,958,656
16	Total assets. Add lines 1 through 15 (must equal line 34)......			59,053,428	16	59,938,496
17	Accounts payable and accrued expenses .........			1,056,052	17	1,413,870
18	Grants payable .................				18
19	Deferred revenue ................			372,685	19	394,453
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 ....			1,887,530	24	1,819,012
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17-24). Complete Part X of Schedule D....................				25
26	Total liabilities. Add lines 17 through 25.........			3,316,267	26	3,627,335
	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets ..............			47,914,549	27	47,178,832
28	Temporarily restricted net assets ...........			5,738,317	28	6,845,037
29	Permanently restricted net assets ...........			2,084,295	29	2,287,292
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds ........				30
31	Paid-in or capital surplus, or land, building or equipment fund .....				31
32	Retained earnings, endowment, accumulated income, or other funds				32
33	Total net assets or fund balances ...........			55,737,161	33	56,311,161
34	Total liabilities and net assets/fund balances ........			59,053,428	34	59,938,496