Form990
Click to see attachment
Department of the TreasuryInternal Revenue Service
Return of Organization Exempt From Income Tax
Under section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except private
foundations)
MediumBullet Do not enter social security numbers on this form as it may be made public.
MediumBullet Information about Form 990 and its instructions is at www.IRS.gov/form990.
OMB No. 1545-0047
2015
Open to Public Inspection
A For the 2015 calendar year, or tax year beginning 01-01-2015 , and ending 12-31-2015
BCheck if applicable:
CName of organization
SOUTHWEST POWER POOL INC
 
 
Doing business as
 
 
Number and street (or P.O. box if mail is not delivered to street address)
201 Worthen Drive
 
Room/suite
City or town, state or province, country, and ZIP or foreign postal code
Little Rock, AR72223
D Employer identification number

71-0748158
E Telephone number

G Gross receipts $ 180,573,920
F Name and address of principal officer:
Thomas Dunn
201 Worthen Drive
Little Rock,AR72223
I
Tax-exempt status: ( 6 ) LeftBullet (insert no.) or
J
Website:MediumBullet
www.spp.org
H(a)
Is this a group return for
subordinates?
H(b)
Are all subordinates
included?
If "No," attach a list. (see instructions)
H(c)
Group exemption number MediumBullet  
K Form of organization:  
L Year of formation: 1994
M State of legal domicile: AR
Part I
Summary
Activities & Governance 1 Briefly describe the organization’s mission or most significant activities: Regional transmission organization that provides the following services to its membership: tariff administration, electric reliability coordination, regional transmission scheduling, regional transmission expansion planning, day-ahead and real time markets, transmission congestion rights, reliability unit commitment, operating reserve market, and consolidated balancing authority.
2 Check this box MediumBullet
3 Number of voting members of the governing body (Part VI, line 1a) ........ 3 7
4 Number of independent voting members of the governing body (Part VI, line 1b) ..... 4 6
5 Total number of individuals employed in calendar year 2015 (Part V, line 2a) ...... 5 615
6 Total number of volunteers (estimate if necessary) ............. 6 0
7a Total unrelated business revenue from Part VIII, column (C), line 12 ........ 7a 0
b Net unrelated business taxable income from Form 990-T, line 34 ......... 7b 0
Revenues Prior Year Current Year
8 Contributions and grants (Part VIII, line 1h) ......... 480,000 564,000
9 Program service revenue (Part VIII, line 2g) ......... 163,056,893 178,168,678
10 Investment income (Part VIII, column (A), lines 3, 4, and 7d ) .... 508,306 1,827,420
11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 116,232 13,822
12 Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12) 164,161,431 180,573,920
Expenses; 13 Grants and similar amounts paid (Part IX, column (A), lines 1–3 )... 0 0
14 Benefits paid to or for members (Part IX, column (A), line 4)..... 0 0
15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5–10) 86,359,909 84,852,499
16a Professional fundraising fees (Part IX, column (A), line 11e) ..... 0 0
b Total fundraising expenses (Part IX, column (D), line 25) MediumBullet0    
17 Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e).... 124,102,099 136,181,081
18 Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25) 210,462,008 221,033,580
19 Revenue less expenses. Subtract line 18 from line 12....... -46,300,577 -40,459,660
Net Assets or Fund Balances; Beginning of Current Year End of Year
20 Total assets (Part X, line 16)............. 521,013,485 439,014,044
21 Total liabilities (Part X, line 26)............. 607,958,159 568,429,185
22 Net assets or fund balances. Subtract line 21 from line 20..... -86,944,674 -129,415,141
Part II
Signature Block
Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than officer) is based on all information of which preparer has any knowledge.
Sign Here
JumboBullet
Signature of officer Date
JumboBullet
Type or print name and title
Paid Preparer Use Only
Print/Type preparer's name
Preparer's signature
Date
PTIN
Firm's name MediumBullet
Firm's EIN MediumBullet
Firm's address MediumBullet



Phone no.
May the IRS discuss this return with the preparer shown above? (see instructions) ..........
For Paperwork Reduction Act Notice, see the separate instructions.
Cat. No. 11282Y Form 990 (2015)
Form 990 (2015)
Page 2
Part III
Statement of Program Service Accomplishments
Check if Schedule O contains a response or note to any line in this Part III ..............
1
Briefly describe the organization’s mission: Regional transmission organization that provides the following services to its membership: tariff administration, electric reliability coordination, regional transmission scheduling, regional transmission expansion planning, day-ahead and real time markets, transmission congestion rights, reliability unit commitment, operating reserve market, and consolidated balancing authority.
2
Did the organization undertake any significant program services during the year which were not listed on
the prior Form 990 or 990-EZ? .....................
If "Yes," describe these new services on Schedule O.
3
Did the organization cease conducting, or make significant changes in how it conducts, any program
services? ...........................
If "Yes," describe these changes on Schedule O.
4
Describe the organization’s program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported.
4a (Code:   ) (Expenses $ 221,033,580 including grants of $ 0 ) (Revenue $ 178,168,678 )
See Statement 1
4b (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4c (Code:   ) (Expenses $   including grants of $   ) (Revenue $   )
4d Other program services (Describe in Schedule O.)
(Expenses $ 0 including grants of $ 0 ) (Revenue $ 0 )
4e Total program service expensesMediumBullet221,033,580
Form 990 (2015)
Form 990 (2015)
Page 3
Part IV
Checklist of Required Schedules
Yes
No
1
Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A.....................
1
 
No
2
Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? ...
2
 
No
3
Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part I.............
3
 
No
4
Section 501(c)(3) organizations. Did the organization engage in lobbying activities, or have a section 501(h) election in effect during the tax year? If "Yes," complete Schedule C, Part II..............
4
 
 
5
Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C, Part III.................
5
 
No
6
Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes," complete Schedule D, Part I..................
6
 
No
7
Did the organization receive or hold a conservation easement, including easements to preserve open space,
the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part II...
7
 
No
8
Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III .............
8
 
No
9
Did the organization report an amount in Part X, line 21 for escrow or custodial account liability; serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IVClick to see attachment..............
9
Yes
 
10
Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi-endowments? If "Yes," complete Schedule D, Part V......
10
 
No
11
If the organization’s answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable.
a
Did the organization report an amount for land, buildings, and equipment in Part X, line 10?
If "Yes," complete Schedule D, Part VI.Click to see attachment...................
11a
Yes
 
b
Did the organization report an amount for investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VII.......
11b
 
No
c
Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VIII.......
11c
 
No
d
Did the organization report an amount for other assets in Part X, line 15 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part IX............
11d
 
No
e
Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part XClick to see attachment
11e
Yes
 
f
Did the organization’s separate or consolidated financial statements for the tax year include a footnote that addresses the organization’s liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part X
11f
 
No
12a
Did the organization obtain separate, independent audited financial statements for the tax year?
If "Yes," complete Schedule D, Parts XI and XII Click to see attachment.................
12a
Yes
 
b
Was the organization included in consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and XII is optional Click to see attachment
12b
 
No
13
Is the organization a school described in section 170(b)(1)(A)(ii)? If "Yes," complete Schedule E
13
 
No
14a
Did the organization maintain an office, employees, or agents outside of the United States? .....
14a
 
No
b
Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV.........
14b
 
No
15
Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If “Yes,” complete Schedule F, Parts II and IV.....
15
 
No
16
Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If “Yes,” complete Schedule F, Parts III and IV...
16
 
No
17
Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part I (see instructions) ....
17
 
No
18
Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and 8a? If "Yes," complete Schedule G, Part II............
18
 
No
19
Did the organization report more than $15,000 of gross income from gaming activities on Part VIII, line 9a? If "Yes," complete Schedule G, Part III...................
19
 
No
20a
Did the organization operate one or more hospital facilities? If "Yes," complete Schedule H....
20a
 
No
b
If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return?
20b
 
 
Form 990 (2015)
Form 990 (2015)
Page 4
Part IV
Checklist of Required Schedules (continued)
21
Did the organization report more than $5,000 of grants or other assistance to any domestic organization or domestic government on Part IX, column (A), line 1? If “Yes,” complete Schedule I, Parts I and II.....
21
 
No
22
Did the organization report more than $5,000 of grants or other assistance to or for domestic individuals on Part IX, column (A), line 2? If “Yes,” complete Schedule I, Parts I and III........
22
 
No
23
Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization’s current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J....................... Click to see attachment
23
Yes
 
24a
Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If “Yes,” answer lines 24b through 24d and complete Schedule K. If “No,” go to line 25a...............
24a
 
No
b
Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception?...
24b
 
 
c
Did the organization maintain an escrow account other than a refunding escrow at any time during the year
to defease any tax-exempt bonds? ...............
24c
 
 
d
Did the organization act as an "on behalf of" issuer for bonds outstanding at any time during the year?...
24d
 
 
25a
Section 501(c)(3), 501(c)(4), and 501(c)(29) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes," complete Schedule L, Part I............
25a
 
 
b
Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization’s prior Forms 990 or 990-EZ? If "Yes," complete Schedule L, Part I ...................
25b
 
 
26
Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If "Yes," complete Schedule L, Part II ................
26
 
No
27
Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35% controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part III.........
27
 
No
28
Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions):
a
A current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L,
Part IV ........................Click to see attachment
28a
Yes
 
b
A family member of a current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV.....................
28b
 
No
c
An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If "Yes," complete Schedule L, Part IV... Click to see attachment
28c
Yes
 
29
Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M..
29
 
No
30
Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M .............
30
 
No
31
Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Part I.
31
 
No
32
Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part II ...........
32
 
No
33
Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? If "Yes," complete Schedule R, Part I ........
33
 
No
34
Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Part II, III, or IV, and Part V, line 1.........................
34
 
No
35a
Did the organization have a controlled entity within the meaning of section 512(b)(13)?
35a
 
No
b
If ‘Yes’ to line 35a, did the organization receive any payment from or engage in any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2 ...
35b
 
 
36
Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non-charitable related organization? If "Yes," complete Schedule R, Part V, line 2.............
36
 
 
37
Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VI
37
 
No
38
Did the organization complete Schedule O and provide explanations in Schedule O for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. ............
38
Yes
 
Form 990 (2015)
Form 990 (2015)
Page 5
Part V
Statements Regarding Other IRS Filings and Tax Compliance
Check if Schedule O contains a response or note to any line in this Part V...........
Yes
No
1a
Enter the number reported in Box 3 of Form 1096 Enter -0- if not applicable ..
1a
74
b
Enter the number of Forms W-2G included in line 1a. Enter -0- if not applicable .
1b
0
c
Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ..................
1c
Yes
 
2a
Enter the number of employees reported on Form W-3, Transmittal of Wage and
Tax Statements, filed for the calendar year ending with or within the year covered by this return ..................
2a
615
b
If at least one is reported on line 2a, did the organization file all required federal employment tax returns?
Note. If the sum of lines 1a and 2a is greater than 250, you may be required to e-file (see instructions)
2b
Yes
 
3a
Did the organization have unrelated business gross income of $1,000 or more during the year?...
3a
 
No
b
If “Yes,” has it filed a Form 990-T for this year? If “No” to line 3b, provide an explanation in Schedule O...
3b
 
 
4a
At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? ..
4a
 
No
b
If "Yes," enter the name of the foreign country: MediumBullet
See instructions for filing requirements for FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).
5a
Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? ..
5a
 
No
b
Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction?
5b
 
No
c
If "Yes," to line 5a or 5b, did the organization file Form 8886-T? ............
5c
 
 
6a
Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? ...
6a
 
No
b
If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? ......................
6b
 
 
7
Organizations that may receive deductible contributions under section 170(c).
a
Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor? ....................
7a
 
 
b
If "Yes," did the organization notify the donor of the value of the goods or services provided? .....
7b
 
 
c
Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? .........................
7c
 
 
d
If "Yes," indicate the number of Forms 8282 filed during the year ....
7d
 
e
Did the organization receive any funds, directly or indirectly, to pay premiums on a personal benefit contract?
7e
 
 
f
Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ..
7f
 
 
g
If the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? ......................
7g
 
 
h
If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C? ..........................
7h
 
 
8
Sponsoring organizations maintaining donor advised funds.
Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year? .........................
8
 
 
9a
Did the sponsoring organization make any taxable distributions under section 4966?...
9a
 
 
b
Did the sponsoring organization make a distribution to a donor, donor advisor, or related person?...
9b
 
 
10
Section 501(c)(7) organizations. Enter:
a
Initiation fees and capital contributions included on Part VIII, line 12 ...
10a
 
b
Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities
10b
 
11
Section 501(c)(12) organizations. Enter:
a
Gross income from members or shareholders .........
11a
 
b
Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) ..........
11b
 
12a
Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 1041?
12a
 
 
b
If "Yes," enter the amount of tax-exempt interest received or accrued during the year.
12b
 
13
Section 501(c)(29) qualified nonprofit health insurance issuers.
a
Is the organization licensed to issue qualified health plans in more than one state?
Note. See the instructions for additional information the organization must report on Schedule O.
13a
 
 
b
Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans ....
13b
 
c
Enter the amount of reserves on hand ............
13c
 
14a
Did the organization receive any payments for indoor tanning services during the tax year?.....
14a
 
No
b
If "Yes," has it filed a Form 720 to report these payments? If "No," provide an explanation in Schedule O..
14b
 
 
Form 990 (2015)
Form 990 (2015)
Page 6
Part VI
Governance, Management, and Disclosure For each "Yes" response to lines 2 through 7b below, and for a "No" response to lines 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule O. See instructions.
Check if Schedule O contains a response or note to any line in this Part VI ..............
Section A. Governing Body and Management
Yes
No
1a
Enter the number of voting members of the governing body at the end of the tax year
1a
7
If there are material differences in voting rights among members of the governing body, or if the governing body delegated broad authority to an executive committee or similar committee, explain in Schedule O.
b
Enter the number of voting members included in line 1a, above, who are independent
1b
6
2
Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? .................
2
Yes
 
3
Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? .
3
 
No
4
Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? ...........................
4
 
No
5
Did the organization become aware during the year of a significant diversion of the organization’s assets? .
5
 
No
6
Did the organization have members or stockholders? ................
6
Yes
 
7a
Did the organization have members, stockholders, or other persons who had the power to elect or appoint one or more members of the governing body? ....................
7a
Yes
 
b
Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? ...................
7b
 
No
8
Did the organization contemporaneously document the meetings held or written actions undertaken during the year by the following:
a
The governing body? .......................
8a
Yes
 
b
Each committee with authority to act on behalf of the governing body? ............
8b
Yes
 
9
Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization’s mailing address? If "Yes," provide the names and addresses in Schedule O.......
9
 
No
Section B. Policies (This Section B requests information about policies not required by the Internal Revenue Code.)
Yes
No
10a
Did the organization have local chapters, branches, or affiliates? ............
10a
 
No
b
If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes?
10b
 
 
11a
Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? ............................
11a
 
No
b
Describe in Schedule O the process, if any, used by the organization to review this Form 990. .....
12a
Did the organization have a written conflict of interest policy? If "No," go to line 13.......
12a
Yes
 
b
Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? ..........................
12b
Yes
 
c
Did the organization regularly and consistently monitor and enforce compliance with the policy? If "Yes," describe in Schedule O how this was done...................
12c
Yes
 
13
Did the organization have a written whistleblower policy? ...............
13
 
No
14
Did the organization have a written document retention and destruction policy? .........
14
Yes
 
15
Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision?
a
The organization’s CEO, Executive Director, or top management official ...........
15a
Yes
 
b
Other officers or key employees of the organization ................
15b
 
No
If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions).
16a
Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? ......................
16a
 
No
b
If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and take steps to safeguard the organization’s exempt status with respect to such arrangements? ............
16b
 
 
Section C. Disclosure
17
List the States with which a copy of this Form 990 is required to be filedMediumBullet
18
Section 6104 requires an organization to make its Form 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection. Indicate how you made these available. Check all that apply.
19
Describe in Schedule O whether (and if so, how) the organization made its governing documents, conflict of interest policy, and financial statements available to the public during the tax year.
20
State the name, address, and telephone number of the person who possesses the organization's books and records:
MediumBulletThomas Dunn SVP Finance and CFO201 Worthen Drive   Little Rock,AR72223 (501) 614-3200
Form 990 (2015)
Form 990 (2015)
Page 7
Part VII
Compensation of Officers, Directors,Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors
Check if Schedule O contains a response or note to any line in this Part VII ..............
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees
1a Complete this table for all persons required to be listed. Report compensation for the calendar year ending with or within the organization’s tax year.
RoundBullet List all of the organization’s current officers, directors, trustees (whether individuals or organizations), regardless of amount
of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid.

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

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

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

List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest
compensated employees; and former such persons.
Check this box if neither the organization nor any related organization compensated any current officer, director, or trustee.
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(1) Larry Altenbaumer......................................................................
Board Member
 5
.................
0 		X           79,500 0 0
(2) Phyllis Bernard......................................................................
Board Member
 5
.................
0 		X           80,500 0 0
(3) Jim Eckelberger......................................................................
Chairman
 5
.................
0 		X           112,500 0 0
(4) Julian Brix......................................................................
Board Member
 5
.................
0 		X           80,500 0 0
(5) Joshua Martin......................................................................
Board Member
 5
.................
0 		X           86,000 0 0
(6) Harry Skilton......................................................................
Vice Chairman
 5
.................
0 		X           118,250 0 0
(7) Gerry Burrows......................................................................
RE Trustee
 5
.................
0 		X           38,000 0 0
(8) David Christiano......................................................................
RE Trustee
 5
.................
0 		X           44,000 0 0
(9) John Meyer......................................................................
RE Trustee
 5
.................
0 		X           38,500 0 0
(10) Nicholas Brown......................................................................
President and CEO
 40
.................
0 		    X       820,747 0 340,432
(11) Carl Monroe......................................................................
Executive Vice President and COO
 40
.................
0 		    X       526,398 0 324,635
(12) Paul Suskie......................................................................
Executive Vice President Regulatory Policy and General Counsel
 40
.................
0 		    X       372,569 0 114,958
(13) Bruce Rew......................................................................
Vice President - Operations
 40
.................
0 		    X       342,183 0 232,129
(14) Lanny Nickell......................................................................
Vice President - Engineering
 40
.................
0 		    X       334,824 0 192,774
(15) Barbara Sugg......................................................................
Vice President - IT and Chief Security Officer
 40
.................
0 		    X       338,295 0 202,694
(16) Michael Desselle......................................................................
Vice President - Process Integrity
 40
.................
0 		    X       318,338 0 149,204
(17) Thomas Dunn......................................................................
Senior Vice President Finance and CFO
 40
.................
0 		    X       357,120 0 155,058
Form 990 (2015)
Form 990 (2015)
Page 8
Part VII
Section A. Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees (continued)
(A)
Name and Title 		(B)
Average hours per week (list any hours for related organizations below dotted line) 		(C)
Position (do not check more than one box, unless person is both an officer and a director/trustee) 		(D)
Reportable compensation from the organization (W- 2/1099-MISC) 		(E)
Reportable compensation from related organizations (W- 2/1099-MISC) 		(F)
Estimated amount of other compensation from the organization and related organizations
Individual Trustee or Director; Institutional Trustee; OfficerInd; Key Employee; Highest compensated employee; FormerOfcrDirectorTrusteeInd;
(18) Michael Ross........................................................................
Senior Vice President - Government Affairs and Public Relations
 40
.......................0 		    X       244,400 0 62,312
(19) Malinda See........................................................................
Vice President - Corporate Services
 40
.......................0 		    X       233,711 0 168,418
(20) Stacy Duckett........................................................................
Vice President and Chief Compliance Officer
 40
.......................0 		    X       119,289 0 -258,256
(21) Ronald Ciesiel........................................................................
General Manager - Regional Entity
 40
.......................0 		      X     370,498 0 222,165
(22) Ralph Chapman Jr........................................................................
Director - IT Enterprise Operations
 40
.......................0 		      X     219,349 0 72,771
(23) John Sam Ellis........................................................................
Director - System Operations
 40
.......................0 		      X     214,760 0 87,134
(24) Jerome Wild........................................................................
Director - IT Applications
 40
.......................0 		      X     214,858 0 30,158
(25) Jay Pearl Caspary........................................................................
Director - Research, Development & Tariff Services
 40
.......................0 		        X   203,749 0 84,487
(26) Richard Dillon........................................................................
Director - Market Design
 40
.......................0 		        X   215,062 0 128,196
(27) Charles Yeung........................................................................
Executive Director - Interregional Affairs
 40
.......................0 		        X   228,470 0 89,454
(28) Bert Bressers........................................................................
Director - Operations Support
 40
.......................0 		        X   218,853 0 124,982
(29) Leonard Pat Bourne........................................................................
Director - Transmission Policy
 40
.......................0 		        X   220,837 0 113,133


1b Sub-Total................MediumBullet
c Total from continuation sheets to Part VII, Section A....MediumBullet
d Total (add lines 1b and 1c)...........MediumBullet 6,792,060 0 2,636,838
2
Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the organization MediumBullet250
Yes
No
3
Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes," complete Schedule J for such individual ..............
3
 
No
4
For any individual listed on line 1a, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such
individual...........................
4
Yes
 
5
Did any person listed on line 1a receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person ........
5
 
No
Section B. Independent Contractors
1
Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization’s tax year.
(A)
Name and business address 		(B)
Description of services 		(C)
Compensation
Alstom Grid Inc

PO Box 88808
Chicago,IL606951808 		Consulting & Professional Services 5,907,507
OATI Inc

3660 Technology Drive NE
Minneapolis,MN55418 		Consulting & Professional Services 2,618,606
Wright & Talisman

1200 G Street NW
Suite 600
Washington,DC200053802 		Legal Services 1,660,742
Accenture

161 North Clark Street
Chicago,IL60601 		Consulting & Professional Services 1,607,616
The Structure Group

PO Box 846378
Dallas,TX752846378 		Consulting and Professional Services 1,302,069
2
Total number of independent contractors (including but not limited to those listed above) who received more than $100,000 of compensation from the organization MediumBullet34
Form 990 (2015)
Form 990 (2015)
Page 9
Part VIII
Statement of Revenue
Check if Schedule O contains a response or note to any line in this Part VIII .............
(A)
Total revenue 		(B)
Related or
exempt
function
revenue 		(C)
Unrelated
business
revenue 		(D)
Revenue
excluded from
tax under sections
512-514
Contributions, Gifts, GrantAmt and OtherAmt Similar Amounts 1a Federated campaigns..1a 0
b Membership dues..1b 564,000
c Fundraising events..1c 0
d Related organizations1d 0
e Government grants (contributions)1e 0
f All other contributions, gifts, grants, and similar amounts not included above1f 0
g Noncash contributions included in lines 1a-1f:$ 0
h Total.Add lines 1a-1f.......MediumBullet 564,000
Program Service RevenueAmt Business Code
2a Tariff Administration Service 221121 143,826,460 143,826,460 0 0
b Fees and Assessments 221121 27,326,556 27,326,556 0 0
c Contract Services 221121 975,280 975,280 0 0
d
e
f All other program service revenue. 6,040,382 6,040,382 0 0
g Total.Add lines 2a–2f.....MediumBullet 178,168,678
OtherAmt RevenueAmt 3 Investment income (including dividends, interest, and othersimilar amounts) ..........MediumBullet 1,827,420 1,827,420 0 0
4 Income from investment of tax-exempt bond proceedsMediumBullet 0 0 0 0
5 Royalties...........MediumBullet 0 0 0 0
(ii) Personal (i) Real
6a Gross rents    
b Less: rental expenses    
c Rental income or (loss) 0 0
d Net rental income or (loss)......MediumBullet        
(ii) Other (i) Securities
7a Gross amount from sales of assets other than inventory    
b Less: cost or other basis and sales expenses    
c Gain or (loss) 0 0
d Net gain or (loss).....MediumBullet        
8a Gross income from fundraising events (not including $ 0of contributions reported on line 1c). See Part IV, line 18 ....
a  
b Less: direct expenses ...b  
c Net income or (loss) from fundraising events..MediumBullet      
9a Gross income from gaming activities.
See Part IV, line 19 ...
a  
b Less: direct expenses ...b  
c Net income or (loss) from gaming activities..MediumBullet        
10a Gross sales of inventory, less
returns and allowances ..
a  
b Less: cost of goods sold ..b  
c Net income or (loss) from sales of inventory..MediumBullet        
Business Code Miscellaneous Revenue
11a            
b            
c            
d All other revenue .... 13,822 13,822 0 0
e Total. Add lines 11a–11d ...... MediumBullet 13,822
12 Total revenue. See Instructions......MediumBullet 180,573,920 180,009,920 0 0
Form 990 (2015)
Form 990 (2015)
Page 10
Part IX
Statement of Functional Expenses
Section 501(c)(3) and 501(c)(4) organizations must complete all columns. All other organizations must complete column (A).Check if Schedule O contains a response or note to any line in this Part IX ..............
Do not include amounts reported on lines 6b,
7b, 8b, 9b, and 10b of Part VIII. 		(A)
Total expenses 		(B)
Program service expenses 		(C)
Management and general expenses 		(D)
Fundraising expenses
1 Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21    
2 Grants and other assistance to individuals in the United States. See Part IV, line 22    
3 Grants and other assistance to governments, organizations, and individuals outside the United States. See Part IV, lines 15 and 16    
4 Benefits paid to or for members    
5 Compensation of current officers, directors, trustees, and key employees .... 7,933,619      
6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) .... 0      
7 Other salaries and wages 59,754,482      
8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) .... 6,651,665      
9 Other employee benefits ....... 5,958,273      
10 Payroll taxes ........... 4,554,460      
11 Fees for services (non-employees):        
a Management ...... 0      
b Legal ......... 2,307,166      
c Accounting ........... 123,320      
d Lobbying ........... 0      
e Professional fundraising services. See Part IV, line 17 0  
f Investment management fees ...... 0      
g Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O) 0      
12 Advertising and promotion .... 0      
13 Office expenses ....... 1,135,575      
14 Information technology ...... 13,925,804      
15 Royalties .. 0      
16 Occupancy ........... 2,433,117      
17 Travel ............ 1,902,754      
18 Payments of travel or entertainment expenses for any federal, state, or local public officials . 0      
19 Conferences, conventions, and meetings .... 824,731      
20 Interest ........... 10,521,556      
21 Payments to affiliates ....... 0      
22 Depreciation, depletion, and amortization .. 59,284,956      
23 Insurance ... 1,109,913      
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 FERC Fees 13,938,980      
b Consulting Services 9,088,548      
c Communication Expenses 3,758,419      
d Change in Funded Status of Retirement Plans 13,730,072      
e All other expenses 2,096,170      
25 Total functional expenses. Add lines 1 through 24e 221,033,580 0 0 0
26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation. Check here MediumBullet if following SOP 98-2 (ASC 958-720).        
Form 990 (2015)
Form 990 (2015)
Page 11
Part X
Balance Sheet
Check if Schedule O contains a response or note to any line in this Part IX ..............
(A)
Beginning of year 		(B)
End of year
Assets 1 Cash–non-interest-bearing ........ 121,425 1 151,636
2 Savings and temporary cash investments ......... 279,698,285 2 238,769,114
3 Pledges and grants receivable, net ......   3 0
4 Accounts receivable, net ............. 45,085,504 4 42,806,081
5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L
0 5 0
6 Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L
0 6 0
7 Notes and loans receivable, net .... 0 7 0
8 Inventories for sale or use ........ 0 8 0
9 Prepaid expenses and deferred charges ...... 3,944,659 9 5,403,716
10a Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D 10a 307,332,330
b Less: accumulated depreciation 10b 170,851,984 176,881,243 10c 136,480,346
11 Investments—publicly traded securities . 10,099,244 11 9,351,829
12 Investments—other securities. See Part IV, line 11 .....   12  
13 Investments—program-related. See Part IV, line 11 ..   13  
14 Intangible assets ...............   14  
15 Other assets. See Part IV, line 11 ........... 5,183,125 15 6,051,322
16 Total assets. Add lines 1 through 15 (must equal line 34)... 521,013,485 16 439,014,044
Liabilities 17 Accounts payable and accrued expenses ..... 89,359,890 17 76,700,596
18 Grants payable ...   18 0
19 Deferred revenue ......... 5,895,076 19 5,318,114
20 Tax-exempt bond liabilities .........   20 0
21 Escrow or custodial account liability. Complete Part IV of Schedule D 222,285,452 21 196,918,171
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 0
23 Secured mortgages and notes payable to unrelated third parties .. 3,546,600 23 3,341,000
24 Unsecured notes and loans payable to unrelated third parties .. 268,713,354 24 250,884,420
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 18,157,787 25 35,266,884
26 Total liabilities. Add lines 17 through 25.. 607,958,159 26 568,429,185
Net Assets or Fund Balance Organizations that follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 27 through 29, and lines 33 and 34.
27 Unrestricted net assets   27  
28 Temporarily restricted net assets ...........   28  
29 Permanently restricted net assets   29  
Organizations that do not follow SFAS 117 (ASC 958), check here MediumBullet and complete lines 30 through 34.
30 Capital stock or trust principal, or current funds ..... 0 30 0
31 Paid-in or capital surplus, or land, building or equipment fund ... 0 31 0
32 Retained earnings, endowment, accumulated income, or other funds -86,944,674 32 -129,415,141
33 Total net assets or fund balances ........... -86,944,674 33 -129,415,141
34 Total liabilities and net assets/fund balances ........ 521,013,485 34 439,014,044
Form 990 (2015)
Form 990 (2015)
Page 12
Part XI
Reconcilliation of Net Assets
Check if Schedule O contains a response or note to any line in this Part XI ..............
1
Total revenue (must equal Part VIII, column (A), line 12) ............
1
180,573,920
2
Total expenses (must equal Part IX, column (A), line 25) ............
2
221,033,580
3
Revenue less expenses. Subtract line 2 from line 1 ..............
3
-40,459,660
4
Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) ..
4
-86,944,674
5
Net unrealized gains (losses) on investments ...............
5
-2,010,807
6
Donated services and use of facilities .................
6
0
7
Investment expenses .....................
7
0
8
Prior period adjustments .....................
8
0
9
Other changes in net assets or fund balances (explain in Schedule O) ........
9
0
10
Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B))
10
-129,415,141
Part XII
Financial Statements and Reporting
Check if Schedule O contains a response or note to any line in this Part XII .............
Yes
No
1
Accounting method used to prepare the Form 990:  
If the organization changed its method of accounting from a prior year or checked "Other," explain in
Schedule O.
2a
Were the organization’s financial statements compiled or reviewed by an independent accountant?
2a
 
No
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both:
b
Were the organization’s financial statements audited by an independent accountant?
2b
Yes
 
If ‘Yes,’ check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both:
c
If "Yes," to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant?
2c
Yes
 
If the organization changed either its oversight process or selection process during the tax year, explain in Schedule O.
3a
As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133?
3a
 
No
b
If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits.
3b
 
 
Form 990 (2015)
Form 990 (2015)
Additional Data


Software ID: 15000352
Software Version: v1.00
Form 990, Special Condition Description:
Special Condition Description
SCHEDULE D
(Form 990)
Department of the Treasury
Internal Revenue Service
Supplemental Financial Statements
SchDMd Bullet Complete if the organization answered "Yes," on 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
2015
Open to Public Inspection
Name of the organization
SOUTHWEST POWER POOL INC
 
Employer identification number

71-0748158
Part I
Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on 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 ....    
5
Did the organization inform all donors and donor advisors in writing that the assets held in donor advised
funds are the organization's property, subject to the organization's exclusive legal control? ...........
6
Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be
used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? ............................
Part II
Conservation Easements. Complete if the organization answered "Yes" on Form 990, Part IV, line 7.
1
Purpose(s) of conservation easements held by the organization (check all that apply).
2
Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year.
Held at the End of the Year
a Total number of conservation easements ...................... 2a  
b Total acreage restricted by conservation easements .................... 2b  
c Number of conservation easements on a certified historic structure included in (a) ..... 2c  
d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register ... 2d  
3
Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the
tax year SchDMd Bullet  
4
Number of states where property subject to conservation easement is located SchDMd Bullet  
5
Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? ............
6
Staff and volunteer hours devoted to monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet  
7
Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet $  
8
Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and section 170(h)(4)(B)(ii)? .............................
9
In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and
balance sheet, and include, if applicable, the text of the footnote to the organization’s financial statements that describes
the organization’s accounting for conservation easements.
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets.
Complete if the organization answered "Yes" on Form 990, Part IV, line 8.
1a
If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIII, the text of the footnote to its financial statements that describes these items.
b
If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items:
(i)
Revenue included on Form 990, Part VIII, line 1 .........................SchDMd Bullet $  
(ii)
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
2
If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the
following amounts required to be reported under SFAS 116 (ASC 958) relating to these items:
a
Revenue included on Form 990, Part VIII, line 1 ..........................SchDMd Bullet $  
b
Assets included in Form 990, Part X ...............................SchDMd Bullet $  
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 52283D
Schedule D (Form 990) 2015

Schedule D (Form 990) 2015
Page 2
Part III
Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)
3
Using the organization’s acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply):
a
d
b
e
 
c
4
Provide a description of the organization’s collections and explain how they further the organization’s exempt purpose in
Part XIII.
5
During the year, did the organization solicit or receive donations of art, historical treasures or other similar
assets to be sold to raise funds rather than to be maintained as part of the organization’s collection?...
Part IV
Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.
1a
Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not
included on Form 990, Part X? ....................................
b If "Yes," explain the arrangement in Part XIII and complete the following table: Amount
c Beginning balance ............................. 1c  
d Additions during the year ............................ 1d  
e Distributions during the year .......................... 1e  
f Ending balance ................................ 1f  
2a
Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability?
b
If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided in Part XIII ........
Part V
Endowment Funds. Complete if the organization answered "Yes" on Form 990, Part IV, line 10.
(a)Current year (b)Prior year (c)Two years back (d)Three years back (e)Four years back
1a Beginning of year balance ....          
b Contributions ...          
c Net investment earnings, gains, and losses          
d Grants or scholarships ...          
e Other expenditures for facilities
and programs ... 		         
f Administrative expenses ....          
g End of year balance ......          
2
Provide the estimated percentage of the current year end balance (line 1g, column (a)) held as:
a
Board designated or quasi-endowment SchDMd Bullet  
b
Permanent endowment SchDMd Bullet  
c
Temporarily restricted endowment SchDMd Bullet  
The percentages on lines 2a, 2b, and 2c should equal 100%.
3a
Are there endowment funds not in the possession of the organization that are held and administered for the
organization by:

Yes
No
(i) unrelated organizations .................
3a(i)
 
 
(ii) related organizations .................
3a(ii)
 
 
b
If "Yes" on 3a(ii), are the related organizations listed as required on Schedule R? .........
3b
 
 
4
Describe in Part XIII the intended uses of the organization's endowment funds.
Part VI
Land, Buildings, and Equipment.
Complete if the organization answered 'Yes' on Form 990, Part IV, line 11a. See Form 990, Part X, line 10.
Description of property (a) Cost or other basis
(investment) 		(b)Cost or other basis (other) (c) Accumulated depreciation (d) Book value
1a Land ... 4,811,902 0 4,811,902
b Buildings 66,614,532 0 13,445,972 53,168,560
c Leasehold improvements 0 0 0 0
d Equipment ... 54,425,043 0 42,190,634 12,234,409
e Other ... 181,480,853 0 115,215,378 66,265,475
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..SchDMdBullet 136,480,346
Schedule D (Form 990) 2015

Schedule D (Form 990) 2015
Page 3
Part VII
Investments—Other Securities. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11b. See Form 990, Part X, line 12.
(a) Description of security or category
(including name of security)		 (b)Book value (c)Method of valuation:
Cost or end-of-year market value
(1)Financial derivatives    
(2)Closely-held equity interests    
(3)Other
(A)
(B)
(C)
(D)
(E)
(F)
(G)
(H)
Total. (Column (b) must equal Form 990, Part X, col. (B) line 12.)Small Bullet  
Part VIII
Investments—Program Related. Complete if the organization answered 'Yes' on 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
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 13.)Small Bullet  
Part IX
Other Assets. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11d. See Form 990, Part X, line 15.
(a) Description (b) Book value
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 15.)...........Small Bullet  
Part X
Other Liabilities. Complete if the organization answered 'Yes' on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25.
1.(a) Description of liability (b) Book value
(1) Federal income taxes 0
Accrued retiree healthcare plan cost liability 9,289,317
Deferred compensation liability, 457(b) 1,557,179
Deferred compensation liability, exec perf comp 879,606
Derivative liability 3,188,151
Accrued pension cost liability 20,352,631
(6)
(7)
(8)
(9)
Total. (Column (b) must equal Form 990, Part X, col.(B) line 25.)Small Bullet 35,266,884
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) 2015

Schedule D (Form 990) 2015
Page 4
Part XI Reconciliation of Revenue per Audited Financial Statements With Revenue per Return Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1 Total revenue, gains, and other support per audited financial statements ....... 1 178,563,113
2 Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a Net unrealized gains (losses) on investments .... 2a -2,010,807
b Donated services and use of facilities ......... 2b 0
c Recoveries of prior year grants ........... 2c 0
d Other (Describe in Part XIII.) ............ 2d 0
e Add lines 2a through 2d ..................... 2e -2,010,807
3 Subtract line 2e from line 1.................. 3 180,573,920
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 0
b Other (Describe in Part XIII.) ........... 4b 0
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.) ...... 5 180,573,920
Part XII Reconciliation of Expenses per Audited Financial Statements With Expenses per Return. Complete if the organization answered 'Yes' on Form 990, Part IV, line 12a.
1 Total expenses and losses per audited financial statements ........... 1 221,033,580
2 Amounts included on line 1 but not on Form 990, Part IX, line 25:
a Donated services and use of facilities ......... 2a 0
b Prior year adjustments ............ 2b 0
c Other losses ................ 2c 0
d Other (Describe in Part XIII.) ............ 2d 0
e Add lines 2a through 2d.................... 2e 0
3 Subtract line 2e from line 1................... 3 221,033,580
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 0
b Other (Describe in Part XIII.) ............ 4b 0
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.) ...... 5 221,033,580

Part XIII
Supplemental Information
Provide the descriptions required for Part II, lines 3, 5, and 9; Part III, lines 1a and 4; Part lV, lines 1b and 2b;
Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information.
Return Reference Explanation
Schedule D, Part IV, Line 2b Customers may be required to make deposits prior to performance of various services. These amounts are typically held for the duration of the service and applied to the customer's final invoice. Funds are also held in escrow for any disputed invoices until the dispute is resolved. Certain customers are required to deposit cash collateral for provision of transmission or energy market services that are also held in custodial accounts.
Schedule D (Form 990) 2015


Additional Data


Software ID: 15000352
Software Version: v1.00




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" on 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
2015
Open to Public Inspection
Name of the organization
SOUTHWEST POWER POOL INC
 
Employer identification number

71-0748158
Part I
Questions Regarding Compensation
Yes
No
1a
Check the appropiate box(es) if the organization provided any of the following to or for a person listed on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.
b
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 .........
1b
Yes
 
2
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? ..
2
Yes
 
3
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.
4
During the year, did any person listed on Form 990, Part VII, Section A, line 1a with respect to the filing organization or a related organization:
a
Receive a severance payment or change-of-control payment? ................
4a
 
No
b
Participate in, or receive payment from, a supplemental nonqualified retirement plan? .........
4b
 
No
c
Participate in, or receive payment from, an equity-based compensation arrangement? .........
4c
 
No
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.
5
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the revenues of:
a
The organization? ...........................
5a
 
 
b
Any related organization?
5b
 
 
If "Yes," on line 5a or 5b, describe in Part III.
6
For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any
compensation contingent on the net earnings of:
a
The organization?
6a
 
 
b
Any related organization? .........................
6b
 
 
If "Yes," on line 6a or 6b, describe in Part III.
7
For persons listed on 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 ............
7
 
 
8
Were any amounts reported on 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 .............................
8
 
 
9
If "Yes" on line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? .........................
9
 
 
For Paperwork Reduction Act Notice, see the Instructions for Form 990.
Cat. No. 50053T
Schedule J (Form 990) 2015

Schedule J (Form 990) 2015
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 on 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 on prior Form 990
(i) Base compensation (ii) Bonus & incentive compensation (iii) Other reportable compensation
1Nicholas BrownPresident and CEO (i)

(ii)		 496,883
-------------
0 		320,000
-------------
0 		3,864
-------------
0 		324,187
-------------
0 		16,245
-------------
0 		1,161,179
-------------
0 		0
-------------
0
2Carl MonroeExecutive Vice President and COO (i)

(ii)		 351,771
-------------
0 		171,300
-------------
0 		3,327
-------------
0 		308,041
-------------
0 		16,594
-------------
0 		851,033
-------------
0 		0
-------------
0
3Paul SuskieExecutive Vice President Regulatory Policy and General Counsel (i)

(ii)		 265,260
-------------
0 		105,700
-------------
0 		1,608
-------------
0 		94,347
-------------
0 		20,612
-------------
0 		487,527
-------------
0 		0
-------------
0
4Thomas DunnSenior Vice President Finance and CFO (i)

(ii)		 264,145
-------------
0 		91,200
-------------
0 		1,774
-------------
0 		148,228
-------------
0 		6,831
-------------
0 		512,178
-------------
0 		0
-------------
0
5Bruce RewVice President - Operations (i)

(ii)		 244,492
-------------
0 		96,100
-------------
0 		1,591
-------------
0 		210,192
-------------
0 		21,937
-------------
0 		574,312
-------------
0 		0
-------------
0
6Barbara SuggVice President - IT and Chief Security Officer (i)

(ii)		 246,155
-------------
0 		90,500
-------------
0 		1,640
-------------
0 		186,911
-------------
0 		15,783
-------------
0 		540,989
-------------
0 		0
-------------
0
7Lanny NickellVice President - Engineering (i)

(ii)		 242,783
-------------
0 		90,500
-------------
0 		1,541
-------------
0 		169,163
-------------
0 		23,611
-------------
0 		527,598
-------------
0 		0
-------------
0
8Michael DesselleVice President - Process Integrity (i)

(ii)		 237,332
-------------
0 		79,200
-------------
0 		1,806
-------------
0 		130,145
-------------
0 		19,059
-------------
0 		467,542
-------------
0 		0
-------------
0
9Michael RossSenior Vice President - Government Affairs and Public Relations (i)

(ii)		 242,783
-------------
0 		0
-------------
0 		1,617
-------------
0 		38,702
-------------
0 		23,609
-------------
0 		306,711
-------------
0 		0
-------------
0
10Malinda SeeVice President - Corporate Services (i)

(ii)		 204,519
-------------
0 		28,000
-------------
0 		1,192
-------------
0 		144,998
-------------
0 		23,420
-------------
0 		402,129
-------------
0 		0
-------------
0
11Stacy DuckettVice President and Chief Compliance Officer (i)

(ii)		 51,380
-------------
0 		58,800
-------------
0 		9,109
-------------
0 		-260,477
-------------
0 		2,221
-------------
0 		-138,967
-------------
0 		0
-------------
0
12Ronald CiesielGeneral Manager - Regional Entity (i)

(ii)		 261,113
-------------
0 		106,950
-------------
0 		2,435
-------------
0 		204,298
-------------
0 		17,867
-------------
0 		592,663
-------------
0 		0
-------------
0
13Ralph Chapman JrDirector - IT Enterprise Operations (i)

(ii)		 179,423
-------------
0 		38,500
-------------
0 		1,426
-------------
0 		49,684
-------------
0 		23,087
-------------
0 		292,120
-------------
0 		0
-------------
0
14Jerome WildDirector - IT Applications (i)

(ii)		 182,848
-------------
0 		29,600
-------------
0 		2,410
-------------
0 		27,968
-------------
0 		2,190
-------------
0 		245,016
-------------
0 		0
-------------
0
15John Sam EllisDirector - System Operations (i)

(ii)		 176,447
-------------
0 		37,200
-------------
0 		1,113
-------------
0 		77,557
-------------
0 		9,577
-------------
0 		301,894
-------------
0 		0
-------------
0
16Charles YeungExecutive Director - Interregional Affairs (i)

(ii)		 187,243
-------------
0 		40,000
-------------
0 		1,227
-------------
0 		67,092
-------------
0 		22,362
-------------
0 		317,924
-------------
0 		0
-------------
0
17Leonard Pat BourneDirector - Transmission Policy (i)

(ii)		 184,633
-------------
0 		33,700
-------------
0 		2,504
-------------
0 		96,076
-------------
0 		17,057
-------------
0 		333,970
-------------
0 		0
-------------
0
18Bert BressersDirector - Operations Support (i)

(ii)		 172,363
-------------
0 		44,900
-------------
0 		1,590
-------------
0 		110,004
-------------
0 		14,978
-------------
0 		343,835
-------------
0 		0
-------------
0
19Richard DillonDirector - Market Design (i)

(ii)		 180,383
-------------
0 		33,300
-------------
0 		1,379
-------------
0 		104,819
-------------
0 		23,377
-------------
0 		343,258
-------------
0 		0
-------------
0
20Jay Pearl CasparyDirector - Research, Development & Tariff Services (i)

(ii)		 175,492
-------------
0 		26,900
-------------
0 		1,357
-------------
0 		62,816
-------------
0 		21,671
-------------
0 		288,236
-------------
0 		0
-------------
0
Schedule J (Form 990) 2015

Schedule J (Form 990) 2015
Page 3
Part III
Supplemental Information
Provide the information, explanation, or descriptions required for Part I, lines 1a, 1b, 3, 4a, 4b, 4c, 5a, 5b, 6a, 6b, 7, and 8, and for Part II. Also complete this part for any additional information.
Return Reference Explanation
Schedule J, Part I, Line 1a SPP executives and management level personnel periodically use private plans or charter travel for business purposes. Occasionally, Nicholas Brown (CEO and President) is accompanied by his spouse when traveling for business purposes. The costs related to this travel are paid by Southwest Power Pool. SPP has a travel and expense reimbursement policy in place to govern expenses incurred by employees for the benefit of the company. Also, all employees of the organization who are eligible to receive benefits are provided an insurance credit which is grossed-up for payroll purposes and reported as taxable compensation. There's no specific policy that governs the insurance gross-up payments, however it's a company-wide practice.
Schedule J, Part I, Line 3 The Human Resources committee is responsible for ensuring the critical job functions and goals of the SPP President are documented and communicated to the SPP President annually. Included in this annual review, the committee ensures the SPP President receives a documented review of performance against the stated critical functions and goals. The committee recommends compensation and benefit adjustments for the SPP President during their annual review. The Chair of the HR committee, in conjunction with the chair of the SPP Board of Directors, reviews the recommendations and documentation and approves any compensation adjustments for the SPP President. This annual review is conducted every January.
Schedule J, Part II On March 20, 2015, Stacy L. Duckett, Vice President and Chief Compliance Officer, passed away. In accordance with SPP Pension Plan provisions regarding eligibility of beneficiaries, the benefit that she had accumulated during her employment was forfeited, resulting in a negative amount in column (C) - Retirement and other deferred compensation.
Schedule J (Form 990) 2015
Additional Data


Software ID: 15000352
Software Version: v1.00
Schedule L
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
Transactions with Interested Persons
MediumBullet Complete if the organization answered
"Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c,
or Form 990-EZ, Part V, line 38a or 40b.
MediumBullet Attach to Form 990 or Form 990-EZ.
MediumBulletInformation about Schedule L (Form 990 or 990-EZ) and its instructions is at www.irs.gov/form990.
OMB No. 1545-0047
2015
Open to Public Inspection
Name of the organization
SOUTHWEST POWER POOL INC
 
Employer identification number

71-0748158
Part I
Excess Benefit Transactions (section 501(c)(3), section 501(c)(4), and 501(c)(29) organizations only).
Complete if the organization answered "Yes" on Form 990, Part IV, line 25a or 25b, or Form 990-EZ, Part V, line 40b.
1(a) Name of disqualified person (b) Relationship between disqualified person and organization (c) Description of transaction (d) Corrected?
Yes No
2
Enter the amount of tax incurred by organization managers or disqualified persons during the year under section 4958. ........................... Bullet Image$
 
3
Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ........ Bullet Image$
 

Part II
Loans to and/or From Interested Persons.
Complete if the organization answered "Yes" on Form 990-EZ, Part V, line 38a, or Form 990, Part IV, line 26; or if the organization reported an amount on Form 990, Part X, line 5, 6, or 22
(a) Name of interested person (b) Relationship with organization (c) Purpose of loan (d) Loan to or from the organization? (e)Original principal amount (f)Balance due (g) In default? (h) Approved by board or committee? (i)Written agreement?
To From Yes No Yes No Yes No
Total ...............Small Bullet $  
Part III
Grants or Assistance Benefiting Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 27.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of assistance (d) Type of assistance (e) Purpose of assistance
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 50056A
Schedule L (Form 990 or 990-EZ) 2015
Schedule L (Form 990 or 990-EZ) 2015
Page 2
Part IV
Business Transactions Involving Interested Persons.
Complete if the organization answered "Yes" on Form 990, Part IV, line 28a, 28b, or 28c.
(a) Name of interested person (b) Relationship between interested person and the organization (c) Amount of transaction (d) Description of transaction (e) Sharing of organization's revenues?
Yes No
(1) Thomas Dunn SVP Finance & CFO 10,278 See Part V below   No
(2) Nicholas Brown President & CEO 10,279 See Part V below   No
(3) Leslie E Dillahunty Former Officer 52,435 Consulting services   No
Part V
Supplemental Information
Provide additional information for responses to questions on Schedule L (see instructions).
Return Reference Explanation
Schedule L, Part IV Nicholas Brown, CEO and President and Tom Dunn, CFO are co-owners of Off We Go LLC, a corporation holding ownership of 4-seat propeller driven private aircraft that is used for business purposes.
Schedule L (Form 990 or 990-EZ) 2015


Additional Data


Software ID: 15000352
Software Version: v1.00




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
2015
Open to Public
Inspection
Name of the organization
SOUTHWEST POWER POOL INC
 
Employer identification number

71-0748158
Return Reference Explanation
Form 990, Part VI, Section A, Line 2 Nicholas Brown, CEO and President and Tom Dunn, CFO are co-owners of Off We Go LLC, a corporation holding ownership of 4-seat propeller driven private aircraft that is used for business purposes.
Form 990, Part VI, Section A, Line 6 The organization consists of members.
Form 990, Part VI, Section A, Line 7a Members are responsible for electing the independent positions of Board of Directors.
Form 990, Part VI, Section B, Line 11b Data is accumulated from various sources and entered in the 990 forms by accounting staff. The form is then reviewed by the Accounting Manager and the Controller prior to submission to the CFO for final concurrence.
Form 990, Part VI, Section B, Line 12c All employees are required to read the code of conduct, which contains the conflict of interest policy, on an annual basis. The employee electronically confirms that he or she has read and agrees to abide by the policy. SPP monitors this process electronically.
Form 990, Part VI, Section B, Line 15 The Human Resources committee is responsible for ensuring the critical job functions and goals of the SPP President are documented and communicated to the SPP President annually. Included in this annual review, the committee ensures the SPP President receives a documented review of performance against the stated critical functions and goals. The committee recommends compensation and benefit adjustments for the SPP President during their annual review. The Chair of the HR committee, in conjunction with the chair of the SPP Board of Directors, reviews the recommendations and documentation and approves any compensation adjustments for the SPP President. This annual review is conducted every January. The HR committee reviews compensation for SPP officers but does not make recommendations. All compensation decisions for the SPP officers are determined by the SPP President and CEO.
Form 990, Part VI, Section C, Line 19 Governing documents and financial statements are available on the spp.org website.
Form 990, Part VII, Section A, Line 1a On March 20, 2015, Stacy L. Duckett, Vice President and Chief Compliance Officer, passed away. In accordance with SPP Pension Plan provisions regarding eligibility of beneficiaries, the benefit that she had accumulated during her employment was forfeited, resulting in a negative amount in column (F) - Estimated amount of other compensation from the organization and related organizations.
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2015


Additional Data


Software ID: 15000352
Software Version: v1.00