TY 2018 Form 990

- 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.
right arrow

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

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization

THE RITE AID FOUNDATION

Employer identification number

25-1892843

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 12, 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 (Form 990 or 990-EZ).)

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 agricultural research organization described in 170(b)(1)(A)(ix) operated in conjunction with a land-grant college or university or a non-land grant college of agriculture. See instructions. Enter the name, city, and state of the college or university:

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 12a through 12d that describes the type of supporting organization and complete lines 12e, 12f, and 12g.

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 990-EZ.

Cat. No. 11285F

Schedule A (Form 990 or 990-EZ) 2018

Page 2

Part II

Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv), 170(b)(1)(A)(vi), and 170(b)(1)(A)(ix)
(Complete only if you checked the box on line 5, 7, 8, or 9 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) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(f) Total
1	Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grant.") ..	17,156,290	12,877,831	12,920,618	13,771,654	14,172,573	70,898,966
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	17,156,290	12,877,831	12,920,618	13,771,654	14,172,573	70,898,966
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)..
6	Public support. Subtract line 5 from line 4.						70,898,966

Section B. Total Support

Calendar year (or fiscal year beginning in)		(a) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(f) Total
7	Amounts from line 4..	17,156,290	12,877,831	12,920,618	13,771,654	14,172,573	70,898,966
8	Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...	11,354	52,315	125,120	221,113	429,867	839,769
9	Net income from unrelated business activities, whether or not the business is regularly carried on..		383,037	145,569	210,828	142,167	881,601
10	Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.)..
11	Total support. Add lines 7 through 10						72,620,336

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

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 2018 (line 6, column (f) divided by line 11, column (f)) .........

97.630 %

Public support percentage for 2017 Schedule A, Part II, line 14 ...............

97.950 %

16a

33 1/3% support test—2018. 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—2017. 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—2018. 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—2017. 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) 2018

Page 3

Part III

Support Schedule for Organizations Described in Section 509(a)(2)
(Complete only if you checked the box on line 10 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) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(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) 2014	(b) 2015	(c) 2016	(d) 2017	(e) 2018	(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 2018 (line 8, column (f) divided by line 13, column (f)) .........

Public support percentage from 2017 Schedule A, Part III, line 15 ...............

Section D. Computation of Investment Income Percentage

Investment income percentage for 2018 (line 10c, column (f) divided by line 13, column (f)) ......

Investment income percentage from 2017 Schedule A, Part III, line 17 .............

19a

331/3% support tests—2018. 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—2017. 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) 2018

Page 4

Part IV

Supporting Organizations

(Complete only if you checked a box on line 12 of Part I. If you checked 12a of Part I, complete Sections A and B. If you checked 12b of Part I, complete Sections A and C. If you checked 12c of Part I, complete Sections A, D, and E. If you checked 12d 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 12a or 12b 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 (i) its supported organizations, (ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) 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 section 4958(c)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with regard to a substantial contributor? If “Yes,” complete Part I of Schedule L (Form 990 or 990-EZ) .

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

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 9a) 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 9a) 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 section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non-functionally integrated supporting organizations)? If “Yes,” answer line 10b 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

Schedule A (Form 990 or 990-EZ) 2018

Page 5

Part IV

Supporting Organizations (continued)

Yes

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

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, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and (iii) 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) 2018

Page 6

Part V

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

Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970 (explain in Part VI). 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

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) 2018

Page 7

Part V

Type III Non-Functionally Integrated 509(a)(3) Supporting Organizations (continued)

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 2018 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-2018	(iii) Distributable Amount for 2018
1 Distributable amount for 2018 from Section C, line 6
2 Underdistributions, if any, for years prior to 2018 (reasonable cause required-- explain in Part VI). See instructions.
3 Excess distributions carryover, if any, to 2018:
a From 2013.......
b From 2014.......
c From 2015.......
d From 2016.......
e From 2017.......
fTotal of lines 3a through e
g Applied to underdistributions of prior years
h Applied to 2018 distributable amount
i Carryover from 2013 not applied (see instructions)
j Remainder. Subtract lines 3g, 3h, and 3i from 3f.
4Distributions for 2018 from Section D, line 7:
$
a Applied to underdistributions of prior years
b Applied to 2018 distributable amount
c Remainder. Subtract lines 4a and 4b from 4.
5 Remaining underdistributions for years prior to 2018, if any. Subtract lines 3g and 4a from line 2. If the amount is greater than zero, explain in Part VI. See instructions.
6 Remaining underdistributions for 2018. Subtract lines 3h and 4b from line 1. If the amount is greater than zero, explain in Part VI. See instructions.
7 Excess distributions carryover to 2019. Add lines 3j and 4c.
8 Breakdown of line 7:
a Excess from 2014......
b Excess from 2015.....
c Excess from 2016.....
d Excess from 2017.....
e Excess from 2018.....

Schedule A (Form 990 or 990-EZ) (2018)

Schedule A (Form 990 or 990-EZ) 2018

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) 2018

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," 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.
SchDMd Bullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

THE RITE AID FOUNDATION

Employer identification number

25-1892843

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 ........

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" on 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 7/25/06, 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, handling of violations, and enforcing conservation easements during the year
SchDMd Bullet

Amount of expenses incurred in monitoring, inspecting, handling of violations, 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" on 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 on 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 on 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) 2018

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" on 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


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

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" 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 ......

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

Board designated or quasi-endowment SchDMd Bullet

Permanent endowment SchDMd Bullet

Temporarily restricted endowment SchDMd Bullet

The percentages on 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" on 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" 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 .....
b	Buildings ....
c	Leasehold improvements
d	Equipment ....
e	Other .....
Total. Add lines 1a through 1e. (Column (d) must equal Form 990, Part X, column (B), line 10(c).)..		0

Schedule D (Form 990) 2018

Page 3

Part VII

InvestmentsOther 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.)

Part VIII

InvestmentsProgram 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.)

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

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
(2)
(3)
(4)
(5)
(6)
(7)
(8)
(9)
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) 2018

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	17,400,150
2	Amounts included on line 1 but not on Form 990, Part VIII, line 12:
a	Net unrealized gains (losses) on investments ....	2a
b	Donated services and use of facilities .........	2b	430,090
c	Recoveries of prior year grants ...........	2c
d	Other (Describe in Part XIII.) ............	2d	2,225,453
e	Add lines 2a through 2d .....................			2e	2,655,543
3	Subtract line 2e from line 1..................			3	14,744,607
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	14,744,607

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	14,276,577
2	Amounts included on line 1 but not on Form 990, Part IX, line 25:
a	Donated services and use of facilities .........	2a	430,090
b	Prior year adjustments ............	2b
c	Other losses ................	2c
d	Other (Describe in Part XIII.) ............	2d	2,225,453
e	Add lines 2a through 2d....................			2e	2,655,543
3	Subtract line 2e from line 1...................			3	11,621,034
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	11,621,034

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 X, LINE 2:	THE FOUNDATION ADHERES TO THE PROVISIONS OF FINANCIAL ACCOUNTING STANDARDS BOARD (FASB) ACCOUNTING STANDARDS CODIFICATION (ASC) 740, INCOME TAXES (ASC 740). ASC 740 ESTABLISHES RULES FOR RECOGNIZING AND MEASURING TAX POSITIONS TAKEN IN AN INCOME TAX RETURN, INCLUDING DISCLOSURES OF UNCERTAIN TAX POSITIONS (UTPS). ASC 740 MANDATES THAT COMPANIES EVALUATE ALL MATERIAL INCOME TAX POSITIONS FOR PERIODS THAT REMAIN OPEN UNDER APPLICABLE STATUTES OF LIMITATION, AS WELL AS POSITIONS EXPECTED TO BE TAKEN IN FUTURE RETURNS. THE UTP RULES THEN IMPOSE A RECOGNITION THRESHOLD ON EACH TAX POSITION. A COMPANY CAN RECOGNIZE AN INCOME TAX BENEFIT ONLY IF THE POSITION HAS A "MORE LIKELY THAN NOT" (I.E., MORE THAN 50 PERCENT) CHANCE OF BEING SUSTAINED ON THE TECHNICAL MERITS. FOR THE YEARS ENDED DECEMBER 31, 2018 AND 2017, THE FOUNDATION HAS TAKEN NO MATERIAL TAX POSITIONS ON ITS APPLICABLE TAX FILINGS THAT DO NOT MEET THE MORE LIKELY THAN NOT THRESHOLD. AS A RESULT, NO AMOUNT FOR UTPS HAS BEEN INCLUDED IN THE FINANCIAL STATEMENTS. FOR YEARS BEFORE 2015, THE FOUNDATION BELIEVES IT IS NO LONGER SUBJECT TO U.S. FEDERAL INCOME TAX EXAMINATIONS OR STATE INCOME TAX EXAMINATIONS IN ITS SIGNIFICANT STATE TAX JURISDICTIONS.
PART XI, LINE 2D - OTHER ADJUSTMENTS:	DIRECT FUNDRAISING EVENT EXPENSES NETTED WITH FUNDRAISING EVENT REVENUES.
PART XII, LINE 2D - OTHER ADJUSTMENTS:	DIRECT FUNDRAISING EVENT EXPENSES NETTED WITH FUNDRAISING EVENT REVENUES.

Schedule D (Form 990) 2018

Additional Data

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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" on 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

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization
THE RITE AID FOUNDATION

Employer identification number

25-1892843

Part I

Fundraising Activities. Complete if the organization answered "Yes" on 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?

YesNo

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 990 or 990-EZ.

Cat. No. 50083H

Schedule G (Form 990 or 990-EZ) 2018

Page 2

Part II

Fundraising Events. Complete if the organization answered "Yes" on 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 GOLF EVENT (event type)	(d) Total events (add col. (a) through col. (c))
1	Gross receipts . . . . .	4,657,763	4,657,763
2	Less: Contributions . . . .	2,290,143	2,290,143
3	Gross income (line 1 minus line 2) . . . . . .	2,367,620	2,367,620

4	Cash prizes . . . . .
5	Noncash prizes . . . .
6	Rent/facility costs . . . .	813,517		813,517
7	Food and beverages . . .	70,845		70,845
8	Entertainment . . . .
9	Other direct expenses . . .	1,033,411	307,680	1,341,091
10	Direct expense summary. Add lines 4 through 9 in column (d) . . . . . . . . . .			2,225,453
11	Net income summary. Subtract line 10 from line 3, column (d). . . . . . . . . .			142,167

Part III

Gaming. Complete if the organization answered "Yes" on 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))
1	Gross revenue . . . . .

2	Cash prizes . . . . .
3	Noncash prizes . . . .
4	Rent/facility costs . . . .
5	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) 2018

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 activity 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) 2018

Additional Data

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Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

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," on Form 990, Part IV, line 21 or 22.
lBullet

Attach to Form 990.
lBullet

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization
THE RITE AID FOUNDATION

Employer identification number
25-1892843

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" on 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	(h) Purpose of grant or assistance
(1) ANTI-DRUG & ALCOHOL CRUSADERS INC 50-52 N 52ND STREET PHILADELPHIA,PA19139	23-2573812	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(2) BAY AREA OUTREACH & RECREATION PROGRAM 3075 ADELINE ST STE 200 BERKELEY,CA94703	94-2324340	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(3) BERKELEY YOUTH ALTERNATIVES 1255 ALLSTON WAY BERKELEY,CA94702	94-1711728	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(4) BOYS & GIRLS CLUB OF CAMARILLO 1500 TEMPLE AVE CAMARILLO,CA93010	95-6194547	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(5) BOYS & GIRLS CLUB OF CAMDEN COUNTY 2 S DUDLEY STREET CAMDEN,NJ08105	22-3670025	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(6) BOYS & GIRLS CLUB OF FONTANA 7723 ALMERIA AVENUE FONTANA,CA92336	33-0443344	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(7) BOYS & GIRLS CLUB OF GREATER NASHUA 6020 NICOLLE ST STE D VENTURA,CA93003	95-2248919	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(8) BOYS & GIRLS CLUB OF GREATER VENTURA 1227 BERRYHILL ST HARRISBURG,PA17104	23-1352043	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(9) BOYS & GIRLS CLUB OF HARRISBURG 1227 BERRYHILL ST HARRISBURG,PA17104	23-1352043	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(10) BOYS & GIRLS CLUB OF MASSILLON 730 DUNCAN ST SW MASSILLION,OH44647	34-0726102	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(11) BOYS & GIRLS CLUB OF MENIFEE VALLEY 26301 GARBANI ROAD MENIFEE,CA92584	46-2167670	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(12) BOYS & GIRLS CLUB OF SAN MARCOS 1 POSITIVE PL SAN MARCOS,CA92069	95-3330218	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(13) BOYS & GIRLS CLUB OF SANTA CLARA VALLEY 1400 E HARVARD BLVD SANTA PAULA,CA93060	95-2497853	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(14) BOYS & GIRLS CLUB OF THE FOOTHILLS 600 S SHAMROCK AVE MONROVIA,CA91016	95-4453545	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(15) BOYS & GIRLS CLUBS OF BELLEVUE 209 100TH AVENUE NE BELLEVUE,WA98004	91-0776451	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(16) BOYS & GIRLS CLUBS OF CENTRAL ORANGE COAST 17701 COWAN STE 110 IRVINE,CA92614	95-1893417	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(17) BOYS & GIRLS CLUBS OF DELAWARE 669 S UNION ST WILMINGTON,DE19805	51-0068712	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(18) BOYS & GIRLS CLUBS OF GARDEN GROVE INC 10540 CHAPMAN AVE GARDEN GROVE,CA92840	95-6112702	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(19) BOYS & GIRLS CLUBS OF GLOUCESTER COUNTY 123 E HIGH ST GLASSBORO,NJ08028	54-2075655	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(20) BOYS & GIRLS CLUBS OF GREATER SAN DIEGO 4635 CLAIREMONT MESA BLVD SAN DIEGO,CA92117	95-1865988	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(21) BOYS & GIRLS CLUBS OF KING COUNTY 9453 COPPERTOP LOOP NE BAINBRIDGE ISLAND,WA98110	91-0532600	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(22) BOYS & GIRLS CLUBS OF METRO LOS ANGELES 800 S FIGUEROA STREET SUITE 950 LOS ANGELES,CA90017	81-0851473	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(23) BOYS & GIRLS CLUBS OF OAKLAND INC 3300 HIGH STREET 2ND FLOOR OAKLAND,CA94619	94-1279794	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(24) BOYS & GIRLS CLUBS OF OCEANSIDE 401 COUNTRY CLUB LN OCEANSIDE,CA92054	95-1744805	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(25) BOYS & GIRLS CLUBS OF PORTLAND METROPOLITAN AREA 8203 SE 7TH AVE STE 100 PORTLAND,OR97202	93-0474800	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(26) BOYS & GIRLS CLUBS OF SANTA MONICA 1220 LINCOLN BLVD SANTA MONICA,CA90401	95-1890706	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(27) BOYS & GIRLS CLUBS OF SNOHOMISH COUNTY 9502 19TH AVE SE STE F EVERETT,WA98208	91-0549511	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(28) BOYS & GIRLS CLUBS OF SOUTH PUGET SOUND 3875 S 66TH ST STE 101 TACOMA,WA98409	91-0759832	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(29) BOYS & GIRLS CLUBS OF SOUTHEASTERN MICHIGAN 26777 HALSTED RD FARMINGTON HILLS,MI48331	38-1387123	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(30) BOYS & GIRLS CLUBS OF SYRACUSE 2100 E FAYETTE ST SYRACUSE,NY13224	15-0532240	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(31) BOYS & GIRLS CLUBS OF THE VIRGINIA PENINSULA 11825 ROCK LANDING DRIVE CHESAPEAK BUILDING NEWPORT NEWS,VA23606	54-0538202	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(32) BOYS & GIRLS CLUBS OF THE WESTERN RESERVE 889 JONATHAN AVENUE AKRON,OH44306	34-1351557	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(33) BOYS & GIRLS CLUBS OF WHITTIER 7905 GREENLEAF AVE WHITTIER,CA90602	95-6151763	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(34) BOYS AND GIRLS CLUB OF ANAHEIM INC 1260 NORTH RIVIERA STREET ANAHEIM,CA92801	33-0356284	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(35) BOYS AND GIRLS CLUB OF VISTA 410 W CALIFORNIA AVE VISTA,CA92083	95-2266749	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(36) BOYS AND GIRLS CLUBS OF CARLSBAD 2730 BRESSI RANCH WAY CARLSBAD,CA92009	95-2131503	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(37) BOYS AND GIRLS CLUBS OF GREATER SACRAMENTO 5212 LEMON HILL AVE SACRAMENTO,CA95824	68-0338324	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(38) BOYS CLUB OF BUENA PARK 7758 KNOTT AVE BUENA PARK,CA90620	95-1808525	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(39) BOYS HOPE GIRLS HOPE OF DETROIT PO BOX 21085 DETROIT,MI48221	38-2536444	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(40) BOYS HOPE GIRLS HOPE OF NEW YORK 367 CLERMONT AVE BROOKLYN,NY11238	13-2990982	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(41) BOYS HOPE GIRLS HOPE OF NORTHEASTERN OHIO 9619 GARFIELD BLVD GARFIELD HTS,OH44125	34-1534921	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(42) BOYS HOPE GIRLS HOPE OF SOUTHERN CALIFORNIA 17701 COWAN STE 150 IRVINE,CA92614	36-3734433	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(43) BROOKLYN MUSIC SCHOOL 126 ST FELIX ST BROOKLYN,NY11217	11-6000202	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(44) CARNEGIE LIBRARY OF PITTSBURGH 4400 FORBES AVE PITTSBURGH,PA15213	25-0965281	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(45) CENTRAL DETROIT CHRISTIAN COMMUNITY DEVELOPMENT CORPORATION 1550 TAYLOR AVE DETROIT,MI48206	38-3128822	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(46) CHILDREN'S BUREAU OF SOUTHERN CALIFORNIA 1910 MAGNOLIA AVE LOS ANGELES,CA90007	95-1690975	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(47) CHILDREN'S DEVELOPMENTAL CENTER 1549 GEORGIA AVENUE SE RICHLAND,WA99352	91-0876634	501C3	10,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(48) CHILDREN'S MIRACLE NETWORK HOSPITALS 205 W 700 S SALT LAKE CITY,UT84101	87-0387205	501C3	1,128,754	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(49) CLEVELAND PLAY HOUSE 1901 E 13TH ST STE 200 CLEVELAND,OH44114	34-6515260	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(50) COMMUNITY ACTION PARTNERSHIP OF ORANGE COUNTY 11870 MONARCH ST GARDEN GROVE,CA92841	95-2452787	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(51) COMMUNITY YMCA OF EASTERN DELAWARE COUNTY 2104 GARRETT RD LANDSDOWNE,PA19050	23-1614045	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(52) CRADLES TO CRAYONS 30 CLIPPER ROAD CONSHOHOCKEN,PA19428	04-3584367	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(53) DESERT SANCTUARY INC 703 EAST MAIN STREET BARSTOW,CA92311	95-3837425	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(54) DMF YOUTH INC 320 WEST 83RD STREET NEW YORK,NY10024	47-1189284	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(55) DOWNTOWN BOXING GYM YOUTH PROGRAM 6445 E VERNOR HIGHWAY DETROIT,MI48207	27-5106242	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(56) DRUEDING CENTER 413 W MASTER STREET PHILADELPHIA,PA19122	23-1532883	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(57) EASTERN MARKET CORPORATION 2934 RUSSELL ST DETROIT,MI48207	32-0030432	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(58) EDUCATIONWORKS 990 SPRING GARDEN ST STE 601 PHILADELPHIA,PA19123	22-3798916	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(59) END 68 HOURS OF HUNGER 7 TWINS RD RAYMOND,NH03077	45-0998251	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(60) EVERFI INC 3299 K STREET NW 4TH FLOOR WASHINGTON,DC20007			1,741,000	FUND HEALTH AND WELLNESS PROGRAM FOR PUBLIC SCHOOLS
(61) FAMILY SUPPORT CIRCLE INC 2059 E CHELTEN AVE PHILADELPHIA,PA19138	23-3077910	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(62) FEEDING AMERICA RIVERSIDE SAN BERNARDINO 2950 JEFFERSON STREET RIVERSIDE,CA92504	33-0072922	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(63) FOCUS HOPE 1200 OAKMAN BLVD DETROIT,MI48238	38-1948285	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(64) FOLDS OF HONOR 8551 N 125TH E AVENUE OWASSO,OK74055	75-3240683	501C3	72,492	FUND SCHOLARSHIP PROGRAM FOR CHILDREN OF FALLEN OR DISABLED SERVICE MEMBERS.
(65) FOOD FINDERS 3744 N INDUSTRY AVE 401 LAKEWOOD,CA90712	33-0412749	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(66) FOOD LITERACY CENTER 2973 3RD AVE SACRAMENTO,CA95817	45-3973268	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(67) FOODBANK OF SOUTHEASTERN VIRGINIA AND THE EASTERN SHORE 800 TIDEWATER DR NORFOLK,VA23504	52-1219783	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(68) FORGOTTEN HARVEST 21800 GREENFIELD RD OAK PARK,MI48237	38-2926476	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(69) FOUNDATION FOR EDMONDS SCHOOL DISTRICT PO BOX 390 LYNNWOOD,WA98046	91-1296816	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(70) FRESH YOUTH INITIATIVES 505 WEST 171ST STREET NEW YORK,NY10032	13-3723207	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(71) GIRL SCOUTS IN THE HEART OF PENNSYLVANIA 350 HALE AVE HARRISBURG,PA17104	24-0795960	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(72) GIRL SCOUTS OF CENTRAL MARYLAND INC 4806 SETON DRIVE BALTIMORE,MD21215	52-0780207	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(73) GIRL SCOUTS OF NORTHERN CALIFORNIA 1650 HARBOR BAY PKWY STE 100 ALAMEDA,CA94502	94-1551410	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(74) GIRLS INC OF ALAMEDA COUNTY 510 16TH STREET OAKLAND,CA94612	94-1558073	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(75) GIRLS INC OF LONG ISLAND 819 GRAND BLVD DEER PARK,NY11729	16-1736254	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(76) GIRLS INC OF NEW HAMPSHIRE 63 MARKET ST MANCHESTER,NH03101	23-7416090	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(77) GIRLS INCORPORATED OF ORANGE COUNTY 1815 ANAHEIM AVE COSTA MESA,CA92627	95-1810150	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(78) GIRLS ON THE RUN CAPITAL AREA 525 NORTH 12TH STREET LEMOYNE,PA17043	27-5095044	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(79) GIRLS ON THE RUN DELAWARE 220 CONTINENTAL DR STE 112 NEWARK,DE19713	20-2751642	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(80) GIRLS ON THE RUN LONG ISLAND 49 JETMORE PLACE MASSAPEQUA,NY11758	27-4753030	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(81) GIRLS ON THE RUN MONTGOMERY AND DELAWARE COUNTIES PA PO BOX 502 AMBLER,PA19002	46-3078645	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(82) GIRLS ON THE RUN NYC 81 PROSPECT ST BROOKLYN,NY11201	27-0131315	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(83) GIRLS ON THE RUN OF GREATER SACRAMENTO PO BOX 19602 SACRAMENTO,CA95819	45-0507288	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(84) GIRLS ON THE RUN OF GREATER SUMMIT DBA GIRLS ON THE RUN NORTHEAST OHIO 8929 BRECKSVILLE ROAD REAR UNIT BRECKSVILLE,OH44141	47-0991498	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(85) GIRLS ON THE RUN OF HAMPTON ROADS 287 INDEPENDENCE BLVD STE 120 VIRGINIA BCH,VA23462	38-3777474	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(86) GIRLS ON THE RUN OF HARFORD AND CECIL COUNTIES 202 BLUM CT 151 BEL AIR,MD21015	47-2154092	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(87) GIRLS ON THE RUN OF HUNTERDON BUCKS AND WARREN COUNTIES 63 MAIN ST STE 207 FLEMINGTON,NJ08822	36-4598518	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(88) GIRLS ON THE RUN OF LANCASTER PO BOX 262 LANDISVILLE,PA17538	27-0200927	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(89) GIRLS ON THE RUN OF LOS ANGELES COUNTY 556 S FAIR OAKS AVE PASADENA,CA91105	20-5115367	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(90) GIRLS ON THE RUN OF NORTHWEST OHIO 6024 RENAISSANCE PLACE TOLEDO,OH43623	45-2510404	501C3	22,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(91) GIRLS ON THE RUN OF PORTLAND METRO 2337 NW YORK ST SUITE 202E PORTLAND,OR97210	74-3207794	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(92) GIRLS ON THE RUN OF PUGET SOUND 1404 E YESLER WAY 201 SEATTLE,WA98122	84-1618574	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(93) GIRLS ON THE RUN OF SILICON VALLEY INC PO BOX 510 LOS GATOS,CA95031	01-0628076	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(94) GIRLS ON THE RUN OF SNOHOMISH COUNTY 19701 SCRIBER LAKE RD STE 101 LYNNWOOD,WA98036	47-3083211	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(95) GIRLS ON THE RUN ORANGE COUNTY 2549 EASTBLUFF SUITE 156 NEWPORT BEACH,CA92660	80-0847328	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(96) GIRLS ON THE RUN PHILADELPHIA 40 W EVERGREEN AVE STE 104 PHILADELPHIA,PA19118	46-1274689	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(97) GIRLS ON THE RUN WESTSOUND PO BOX 1003 TRACYTON,WA98383	46-2162341	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(98) GLASSBORO CHILD DEVELOPMENT CENTERS 31 S MAIN ST GLASSBORO,NJ08028	22-1910475	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(99) GOOD SHEPHERD SERVICES 305 7TH AVENUE 9TH FLOOR NEW YORK,NY10001	13-5598710	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(100) GRAND STREET SETTLEMENT INC 80 PITT ST NEW YORK,NY10002	13-5562230	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(101) HARK-ALS INC 5 PIROZZI LN HILLSBOROUGH,NJ08844	45-2768674	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(102) HARRISBURG AREA YMCA 805 NORTH FRONT STREET HARRISBURG,PA17102	23-1665437	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(103) HEALTHY SMILES FOR KIDS OF ORANGE COUNTY 2101 E FOURTH ST SANTA ANA,CA92840	38-3675065	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(104) HOPE FOR AMERICA INC 8398 W OUTER DR DETROIT,MI48219	81-4911826	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(105) IMPROVE YOUR TOMORROW 4429 NORTHGATE BLVD SUITE 5 SACRAMENTO,CA95834	46-2981774	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(106) INTERVENTION CENTER FOR EARLY CHILDHOOD 17461 DERIAN AVENUE SUITE 114 IRVINE,CA92614	95-3850651	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(107) ISLAND HARVEST FOOD BANK 15 GRUMMAN RD W STE 1450 BETHPAGE,NY11714	11-3136350	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(108) JEWISH FEDERATION OF GREATER HARRISBURG 3301 N FRONT ST HARRISBURG,PA17110	23-1352338	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(109) JOSHUA GROUP 1442 MARKET ST HARRISBURG,PA17103	31-1672530	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(110) KENT COUNTY GIRLS ON THE RUN 4835 EASTERN AVE SE KENTWOOD,MI49508	83-0465333	501C3	16,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(111) KEYSTONE COLLEGE 1 COLLEGE GREEN LA PLUME,PA18440	24-0795441	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(112) LEG UP FARM 4880 N SHERMAN STREET EXT MOUNT WOLF,PA17347	23-2931834	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(113) LINCOLN 1266 14TH STREET OAKLAND,CA94607	94-1156501	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(114) LOS ANGELES LGBT CENTER 1625 SCHRADER BLVD HOLLYWOOD,CA90028	95-3567895	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(115) MADISON SQUARE BOYS & GIRLS CLUB INC 733 THIRD AVE FL 2 NEW YORK,NY10017	13-5596792	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(116) MAGEE-WOMENS HOSPITAL OF UPMC 3380 BLVD OF THE ALLIES PITTSBURGH,PA15213	25-0965420	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(117) MANA DE SAN DIEGO 2515 CAMINO DEL RIO SOUTH SUITE 22 SAN DIEGO,CA92108	33-0821060	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(118) MANCHESTER BIDWELL 1815 METROPOLITAN STREET PITTSBURGH,PA15233	25-1842945	501C3	400,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(119) MAR VISTA FAMILY CENTER 5075 S SLAUSON AVE CULVER CITY,CA90230	95-2647443	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(120) MARATHON EDUCATION PARTNERS 610 SW ALDER STREET SUITE 921 PORTLAND,OR97205	74-3062657	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(121) MERCY HOUSING CALIFORNIA 2512 RIVER PLAZA DRIVE SUITE 200 SACRAMENTO,CA95833	94-3081666	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(122) MERCY NEIGHBORHOOD MINISTRIES OF PHILADELPHIA INC 1939 W VENANGO ST PHILADELPHIA,PA19140	57-1144097	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(123) MIGHTY WRITERS 1501 CHRISTIAN ST PHILADELPHIA,PA19146	01-0920922	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(124) MORRY'S CAMP INC 350 EXECUTIVE BOLEVARD SUITE 125 ELMSFORD,NY10523	13-3851126	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(125) NEIGHBORHOOD HOMEWORK HOUSE PO BOX 993 AZUSA,CA91702	95-4713600	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(126) NEW HOPE MINISTRIES 5228 E TRINDLE RD MECHANICSBURG,PA17050	23-2223120	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(127) NEW YORK ROAD RUNNERS INC 156 W 56TH ST NEW YORK,NY10019	13-2949483	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(128) NIAGARA FALLS BOYS & GIRLS CLUB 725 17TH ST NIAGARA FALLS,NY14301	16-0743093	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(129) NORRIS SQUARE NEIGHBORHOOD PROJECT 2141 N HOWARD ST PHILADELPHIA,PA19122	23-2045157	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(130) OLIVET BOYS & GIRLS CLUB OF READING AND BERKS COUNTY INC 658 BEECH STREET POTTSTOWN,PA19464	23-1365380	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(131) OUTDOORS FOR ALL FOUNDATION 6344 NE 74TH ST STE 102 SEATTLE,WA98115	91-1085999	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(132) PAGE AHEAD CHILDREN'S LITERACY PROGRAM 1130 NW 85TH ST SEATTLE,WA98117	91-1600084	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(133) PROJECT ACCESS INC 2100 WEST ORANGEWOOD AVE SUITE 230 ORANGE,CA92868	33-0834635	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(134) PROJECT SHARE OF CARLISLE 5 NORTH ORANGE STREET CARLISLE,PA17013	27-0531231	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(135) QSAC INC 253 W 35TH STREET NEW YORK,NY10001	11-2482974	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(136) RAINBOW'S END YOUTH SERVICES 105 FAIRVIEW ST MOUNT JOY,PA17552	23-2654513	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(137) REACH OUT AND READ INC 2400 NW 80TH ST 315 SEATTLE,WA98117	04-3481253	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(138) RENAISSANCE YOUTH CENTER 3485 THIRD AVENUE BRONX,NY10456	13-4122438	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(139) ROW NEW YORK 252 WEST 37TH STREET NEW YORK,NY10018	11-3632924	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(140) SACRED HEART COMMUNITY SERVICE 1381 S 1ST ST SAN JOSE,CA95110	23-7179787	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(141) SALEM FAMILY RESOURCESSUCCESS BY 6 24 SCHOOL STREET SALEM,NH03079	56-2478920	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(142) SANTA CLARITA VALLEY BOYS & GIRLS CLUB 24909 NEWHALL AVE NEWHALL,CA91321	95-2572622	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(143) SARAH HEINZ HOUSE ASSOCIATION 1 HEINZ ST PITTSBURGH,PA15212	25-0965390	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(144) SPECIAL PEOPLE IN NORTHEAST INC 10521 DRUMMOND RD PHILADELPHIA,PA19154	23-1742920	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(145) STONE GARAGE INC 115 S UNION STREET KENNETT SQUARE,PA19348	10-0007967	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(146) TEAMCHILDREN 960 RITTENHOUSE RD AUDUBON,PA19403	23-2308930	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(147) THE ARC GLOUCESTER 1555 GATEWAY BLVD WEST DEPTFORD,NJ08096	21-0697151	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(148) THE BOYS & GIRLS CLUB OF BURBANK AND GREATER EAST VALLEY INC 2244 N BUENA VISTA ST BURBANK,CA91504	95-4485745	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(149) THE FIT KIDS FOUNDATION 2682 MIDDLEFIELD RD STE P REDWOOD CITY,CA94063	27-4987709	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(150) THE FOOD TRUST 1617 JFK BLVD SUITE 900 PHILADELPHIA,PA19103	23-2678383	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(151) THE FRED ROGERS COMPANY 2100 WHARTON ST STE 700 PITTSBURGH,PA15203	25-1215087	501C3	500,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(152) THE GO PROJECT INC 50 COOPER SQUARE NEW YORK,NY10003	27-1411019	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(153) THE PARKESBURG POINT YOUTH CENTER 700 MAIN STREET PO BOX 731 PARKESBURG,PA19365	03-0399261	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(154) THE REFUGEE EDUCATION CENTER 2130 ENTERPRISE ST NE GRAND RAPIDS,MI49508	06-1770896	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(155) THE SALVATION ARMY 960 MAIN STREET BUFFALO,NY14202	13-5562351	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(156) THE SALVATION ARMY 50 E KING STREET YORK,PA17401	13-5562351	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(157) THE WOODEN FLOOR FOR YOUTH MOVEMENT 1810 N MAIN ST SANTA ANA,CA92706	33-0299356	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(158) THE YOUNG WOMEN'S CHRISTIAN ASSOCIATION OF CARLISLE 301 G ST CARLISLE,PA17013	23-1429866	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(159) THOMAS HOUSE TEMPORARY SHELTER 12601 MORNINGSIDE AVE UNIT 6 GARDEN GROVE,CA92843	33-0204757	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(160) TIGER WOODS FOUNDATION 121 INNOVATION DR STE 150 IRVINE,CA92617	20-0677815	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(161) TRI-CITY HEALTH CENTER 40910 FREMONT BLVD FREMONT,CA94538	23-7255435	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(162) TRIPS FOR KIDS MARIN 610 4TH ST SAN RAFAEL,CA94901	68-0159458	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(163) UNION RESCUE MISSION 545 S SAN PEDRO ST LOS ANGELES,CA90013	95-1709293	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(164) UNITED FRIENDS OF THE CHILDREN 1055 WILSHIRE BLVD STE 1955 LOS ANGELES,CA90017	95-3665186	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(165) UNITED STATES ADAPTIVE RECREATION CENTER (USARC) PO BOX 2897 BIG BEAR LAKE,CA92315	95-3872771	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(166) UNIVERSITY CITY SCIENCE CENTER 3711 MARKET STREET PHILADELPHIA,PA19104	23-1645908	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(167) VARIETY - THE CHILDREN'S CHARITY OF THE DESERT 42600 COOK ST PALM DESERT,CA92211	33-0278817	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(168) VARIETY BOYS & GIRLS CLUB OF QUEENS INC 2112 30TH RD LONG IS CITY,NY11102	11-6014770	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(169) VETRI FOUNDATION FOR CHILDREN 211 N 13TH ST STE 303 PHILADELPHIA,PA19107	26-3552858	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(170) VIA INTERNATIONAL 1955 JULIAN AVE SAN DIEGO,CA92113	95-2961670	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(171) VIRGINIA PENINSULA FOODBANK 2401 ALUMINUM AVE HAMPTON,VA23661	54-1422298	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(172) VISTA MARIA 20651 WEST WARREN AVENUE DEARBORN HEIGHTS,MI48127	38-1359262	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(173) WEAR BLUE RUN TO REMEMBER 3427 MCDANIEL ST DUPONT,WA98327	27-2165561	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(174) WEST VALLEY BOYS & GIRLS CLUB 7245 REMMET AVE CANOGA PARK,CA91303	95-4419365	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(175) YMCA OF METROPOLITAN DETROIT 1401 BROADWAY ST DETROIT,MI48226	38-1358055	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(176) YMCA OF YORK AND YORK COUNTY 90 N NEWBERRY ST YORK,PA17401	23-1352600	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(177) YORK COUNTY LIBRARY SYSTEM 159 E MARKET ST YORK,PA17401	23-7394108	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(178) YOUNG MENS CHRISTIAN ASSOCIATION OF GREATER BRANDYWINE 1 E CHESTNUT ST WEST CHESTER,PA19380	23-1365994	501C3	15,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(179) YOUNG MEN'S CHRISTIAN ASSOCIATION OF THE EAST BAY 2330 BROADWAY OAKLAND,CA94612	94-1156635	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(180) YOUNG MENS CHRISTIAN ASSOCIATION OF WILKES-BARRE INC 40 W NORTHAMPTON ST WILKES BARRE,PA18701	24-0795638	501C3	25,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(181) YOUNG WOMENS CHRISTIAN ASSOCIATION OF YORK 320 E MARKET ST YORK,PA17403	23-1360889	501C3	20,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM
(182) YOUTH CHALLENGE 800 SHARON DR WESTLAKE,OH44145	34-1396825	501C3	30,000	SUPPORT THE LOCAL HEALTH AND WELLNESS PROGRAM

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) 2018

Page 2

Part III

Grants and Other Assistance to Domestic Individuals. Complete if the organization answered "Yes" on 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 noncash assistance	(e) Method of valuation (book, FMV, appraisal, other)	(f) Description of noncash assistance

(1) DISASTER RELIEF TO INDIVIDUALS	153	395,500
(1)
(2)
(3)
(4)
(5)
(6)
(7)

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:

ORGANIZATIONS REQUESTING GRANTS PROVIDED DETAILED INFORMATION ABOUT THEIR CHARITY AND PROGRAM INCLUDING PROGRAM DESCRIPTION, FINANCIAL DATA, LIST OF OTHER DONORS, COPY OF 501(C)(3) IRS LETTER OF DETERMINATION, LIST OF BOARD MEMBERS, PROGRAM BUDGET, ETC. FOUNDATION MANAGER REVIEWS ALL REQUESTS TO DETERMINE ELIGIBILITY, PROVIDES SYNOPSIS TO EACH BOARD MEMBER WHO VOTES ON GRANT DURING QUARTERLY BOARD MEETING. ONCE GRANT IS PROVIDED, RECIPIENT IS ASKED TO PROVIDE OUTCOMES REPORT AFTER FUNDS ARE UTILIZED.

Schedule I (Form 990) 2018

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" on Form 990, Part IV, line 23.
SchJMediumBullet

Attach to Form 990.
SchJMediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

THE RITE AID FOUNDATION

Employer identification number

25-1892843

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 on Form
990, Part VII, Section A, line 1a. Complete Part III to provide any relevant information regarding these items.

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

Travel for companions Payments for business use of personal residence

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

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

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

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

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

Compensation committee Written employment contract

Independent compensation consultant Compensation survey or study

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

During the year, did any person listed on 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? .........

Yes

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 on 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," on line 5a or 5b, describe in Part III.

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:

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

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

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

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

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 ..........................

If "Yes" on 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) 2018

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
(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)
1TRACY HENDERSON DIRECTOR CHARITABLE GIVING	(i) (ii)	0 ------------- 207,740	0 ------------- 0	0 ------------- 0	0 ------------- 7,276	0 ------------- 8,382	0 ------------- 223,398	0 ------------- 0

Schedule J (Form 990) 2018

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, LINES 4B-C	BOARD MEMBERS IN THEIR CAPACITY AS MANAGEMENT OF RITE AID CORPORATION PARTICIPATE IN SUPPLEMENTAL NONQUALIFIED RETIREMENT PLANS AND EQUITY-BASED COMPENSATION ARRANGEMENTS.

Schedule J (Form 990) 2018

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

Go to www.irs.gov/Form990 for the latest information.

OMB No. 1545-0047

2018

Open to Public
Inspection

Name of the organization

THE RITE AID FOUNDATION

Employer identification number

25-1892843

Return Reference	Explanation
FORM 990, PART VI, SECTION A, LINE 2	ALL OF THE OFFICERS OF THE FOUNDATION HAVE A BUSINESS RELATIONSHIP THROUGH RITE AID CORPORATION WITH EACH OTHER.
FORM 990, PART VI, SECTION A, LINE 3	RITE AID CORPORATION EMPLOYEES PROVIDE VARIOUS MANAGEMENT SERVICES TO THE FOUNDATION.
FORM 990, PART VI, SECTION A, LINE 8B	THIS QUESTION IS REALLY NOT APPLICABLE (RATHER THAN NO) DUE TO THE FACT THAT THE ORGANIZATION DOES NOT HAVE ANY COMMITTEES WITH AUTHORITY TO ACT ON BEHALF OF THE GOVERNING BODY.
FORM 990, PART VI, SECTION B, LINE 11B	A COPY OF THE COMPLETED FORM 990 AND RELATED SCHEDULES IS REVIEWED BY THE FOUNDATION TREASURER, MANAGER, AND INTERNAL ACCOUNTING TEAM. THE FOUNDATION MANAGER ALSO MEETS WITH A REPRESENTATIVE OF THE ACCOUNTING FIRM THAT PREPARED THE FORM 990 AND RELATED SCHEDULES TO DISCUSS THE CONTENT AND ANSWER ANY QUESTIONS OF THE REVIEW TEAM. FINAL CHANGES, IF ANY, ARE THEN MADE TO THE FORM 990 AND RELATED SCHEDULES. THE REVIEW TEAM APPROVES THE FINAL COPY OF THE IRS FORM 990 AND RELATED SCHEDULES AND THE FINAL COPY IS PROVIDED TO EACH MEMBER OF THE BOARD OF DIRECTORS.
FORM 990, PART VI, SECTION B, LINE 12C	ANNUALLY EVERY RITE AID ASSOCIATE REVIEWS AND SIGNS THE CONFLICT OF INTEREST POLICY. ALL MEMBERS OF THE RITE AID FOUNDATION BOARD OF DIRECTORS AND MANAGEMENT TEAM ARE RITE AID ASSOCIATES.
FORM 990, PART VI, SECTION C, LINE 19	THESE DOCUMENTS ARE AVAILABLE UPON REQUEST AND MAILED TO REQUESTOR.
FORM 990, PART XI, LINE 2C	THE BOARD OF DIRECTORS ASSUMES THE RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT.

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

Cat. No. 51056K

Schedule O (Form 990 or 990-EZ) 2018

Additional Data

Software ID:
Software Version:

- TIN:

SCHEDULE R
(Form 990)

Department of the Treasury
Internal Revenue Service

Related Organizations and Unrelated Partnerships

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

Attach to Form 990.
MediumBullet

Go to www.irs.gov/Form990 for instructions and the latest information.

OMB No. 1545-0047

2018

Open to Public Inspection

Name of the organization

THE RITE AID FOUNDATION

Employer identification number

25-1892843

Part I

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

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

Part II

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	(g) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Exempt Code section	(e) Public charity status (if section 501(c)(3))	(f) Direct controlling entity	Yes	No

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

Cat. No. 50135Y

Schedule R (Form 990) 2018

Page 2

Part III

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

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

Part IV

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

(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	(i) Section 512(b)(13) controlled entity?
(a) Name, address, and EIN of related organization	(b) Primary activity	(c) Legal domicile (state or foreign country)	(d) Direct controlling entity	(e) Type of entity (C corp, S corp, or trust)	(f) Share of total income	(g) Share of end-of-year assets	Yes	No
(1) RITE AID CORPORATION 200 NEWBERRY COMMONS ETTERS,PA17319 23-2308342	NATIONAL RETAIL DRUGSTORE CHAIN	DE	N/A	C				No

Schedule R (Form 990) 2018

Page 3

Part V

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

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

Yes

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Yes

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

Yes

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

Yes

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

Yes

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

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

Yes

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

Yes

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

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

Schedule R (Form 990) 2018

Page 4

Part VI

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

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

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

Schedule R (Form 990) 2018

Page 5

Part VII

Supplemental Information

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

Return Reference	Explanation

Schedule R (Form 990) 2018

Additional Data

Software ID:
Software Version:

1	Briefly describe the organization’s mission or most significant activities: THE FOUNDATION RAISES FUNDS TO SUPPORT CHARITABLE ACTIVITIES IN THE VARIOUS COMMUNITIES THAT RITE AID CORPORATION SERVES.
2	Check this box
3	Number of voting members of the governing body (Part VI, line 1a) ........	3	9
4	Number of independent voting members of the governing body (Part VI, line 1b) .....	4	0
5	Total number of individuals employed in calendar year 2018 (Part V, line 2a) ......	5	0
6	Total number of volunteers (estimate if necessary) .............	6	12
7a	Total unrelated business revenue from Part VIII, column (C), line 12 ........	7a	0
b	Net unrelated business taxable income from Form 990-T, line 34 .........	7b	0

		Prior Year	Current Year
8	Contributions and grants (Part VIII, line 1h) .........	13,771,654	14,172,573
9	Program service revenue (Part VIII, line 2g) .........	0	0
10	Investment income (Part VIII, column (A), lines 3, 4, and 7d ) ....	221,113	429,867
11	Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e)	210,828	142,167
12	Total revenue—add lines 8 through 11 (must equal Part VIII, column (A), line 12)	14,203,595	14,744,607
13	Grants and similar amounts paid (Part IX, column (A), lines 1–3 )...	7,795,839	11,222,815
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)	0	0
16a	Professional fundraising fees (Part IX, column (A), line 11e) .....	0	0
b	Total fundraising expenses (Part IX, column (D), line 25) 0
17	Other expenses (Part IX, column (A), lines 11a–11d, 11f–24e)....	364,358	398,219
18	Total expenses. Add lines 13–17 (must equal Part IX, column (A), line 25)	8,160,197	11,621,034
19	Revenue less expenses. Subtract line 18 from line 12.......	6,043,398	3,123,573
		Beginning of Current Year	End of Year
20	Total assets (Part X, line 16).............	44,496,127	46,085,600
21	Total liabilities (Part X, line 26).............	5,862,229	4,328,129
22	Net assets or fund balances. Subtract line 21 from line 20.....	38,633,898	41,757,471

Sign Here

	Signature of officer	Date

	Type or print name and title


4a	(Code: ) (Expenses $ 11,505,240 including grants of $ 11,222,815 ) (Revenue $ )
	THE FOUNDATION DISTRIBUTED GRANTS TO CHARITABLE ORGANIZATIONS IN THE VARIOUS COMMUNITIES IN WHICH THE RITE AID CORPORATION SERVES, AND TO ORGANIZATIONS AND INDIVIDUALS IN RESPONSE TO NATURAL DISASTERS.

4b	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4c	(Code: ) (Expenses $ including grants of $ ) (Revenue $ )












4d	Other program services (Describe in Schedule O.)
	(Expenses $ including grants of $ ) (Revenue $ )
4e	Total program service expenses11,505,240

(A) Name and Title	(B) Average hours per week (list any hours for related organizations below dotted line)	(C) Position (do not check more than one box, unless person is both an officer and a director/trustee)		(D) Reportable compensation from the organization (W- 2/1099-MISC)	(E) Reportable compensation from related organizations (W- 2/1099-MISC)	(F) Estimated amount of other compensation from the organization and related organizations
(A) Name and Title
(1) BRYAN EVERETT...................................................................... VP/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(2) SCOTT BERNARD...................................................................... VP/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(3) JIM COMITALE...................................................................... SECRETARY/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(4) MATT SCHROEDER...................................................................... TREASURER/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(5) JOCELYN CONRAD...................................................................... VP/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(6) SUSAN HENDERSON...................................................................... VP/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(7) BRYAN SHIRTLIFF...................................................................... VP/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(8) TRACY HENDERSON...................................................................... DIRECTOR CHARITABLE GIVING	40.00 ................. 2.00	X	X	0	207,740	15,658
(9) KERMIT CRAWFORD...................................................................... PRESIDENT/DIRECTOR	40.00 ................. 2.00	X	X	0	0	0
(10) BILL RENZ...................................................................... VP/DIRECTOR	2.00 ................. 40.00	X	X	0	0	0
(11) GAYLE RIFE...................................................................... FOUNDATION MANAGER/ASSISTA	30.00 ................. 10.00		X	0	78,658	7,044

1b	Sub-Total................
c	Total from continuation sheets to Part VII, Section A....
d	Total (add lines 1b and 1c)...........	0	286,398	22,702

(A) Name and business address	(B) Description of services	(C) Compensation





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 0

1a	Federated campaigns..		1a
b	Membership dues..		1b
c	Fundraising events..		1c	2,290,143
d	Related organizations		1d
e	Government grants (contributions)		1e

f	All other contributions, gifts, grants, and similar amounts not included above		1f	11,882,430

g	Noncash contributions included in lines 1a - 1f:$
h Total. Add lines 1a-1f.......		14,172,573

		Business Code
2a
b
c
d
e
f	All other program service revenue.
g	Total. Add lines 2a–2f ....

3 Investment income (including dividends, interest, and othersimilar amounts) ......			429,867			429,867
4 Income from investment of tax-exempt bond proceeds
5 Royalties...........
		(ii) Personal	(i) Real
6a	Gross rents
b	Less: rental expenses
c	Rental income or (loss)
d	Net rental income or (loss)......
		(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)
d	Net gain or (loss).....
8a	Gross income from fundraising events (not including $ 2,290,143of contributions reported on line 1c). See Part IV, line 18 ....
	a		2,367,620
b	Less: direct expenses ...b		2,225,453
c	Net income or (loss) from fundraising events..			142,167			142,167
9a	Gross income from gaming activities. See Part IV, line 19 ...
	a
b	Less: direct expenses ...b
c	Net income or (loss) from gaming activities..
10a	Gross sales of inventory, less returns and allowances ..
	a
b	Less: cost of goods sold ..b
c	Net income or (loss) from sales of inventory..
Business Code			Miscellaneous Revenue
11a
b
c
d	All other revenue ....
e	Total. Add lines 11a–11d ......
12	Total revenue. See Instructions......			14,744,607	0	0	572,034

1	Grants and other assistance to domestic organizations and domestic governments. See Part IV, line 21	10,827,315	10,827,315
2	Grants and other assistance to domestic individuals. See Part IV, line 22	395,500	395,500
3	Grants and other assistance to foreign organizations, foreign governments, and foreign individuals. See Part IV, line 15 and 16.
4	Benefits paid to or for members
5	Compensation of current officers, directors, trustees, and key employees ....
6	Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) ....
7	Other salaries and wages
8	Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) ....
9	Other employee benefits .......
10	Payroll taxes ...........
11	Fees for services (non-employees):
a	Management ......	327,425	282,425	45,000
b	Legal .........
c	Accounting ...........	40,775		40,775
d	Lobbying ...........
e	Professional fundraising services. See Part IV, line 17
f	Investment management fees ......
g	Other (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule O)	18,550		18,550
12	Advertising and promotion ....
13	Office expenses .......	6,204		6,204
14	Information technology ......
15	Royalties ..
16	Occupancy ...........
17	Travel ............
18	Payments of travel or entertainment expenses for any federal, state, or local public officials .
19	Conferences, conventions, and meetings ....
20	Interest ...........
21	Payments to affiliates .......
22	Depreciation, depletion, and amortization ..
23	Insurance ...
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	STATE REGISTRATION FEES	5,265		5,265
b
c
d
e	All other expenses
25	Total functional expenses. Add lines 1 through 24e	11,621,034	11,505,240	115,794	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 if following SOP 98-2 (ASC 958-720).

1	Cash–non-interest-bearing ........		9,180,360	1	10,601,423
2	Savings and temporary cash investments .........		31,406,406	2	32,209,897
3	Pledges and grants receivable, net ......		1,607,000	3	1,577,104
4	Accounts receivable, net .............		300,000	4	0
5	Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part II of Schedule L .............
				5
6	Loans and other receivables from other disqualified persons (as defined under section 4958(f)(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary organizations (see instructions) Complete Part II of Schedule L ..............
				6
7	Notes and loans receivable, net ....			7
8	Inventories for sale or use ........			8
9	Prepaid expenses and deferred charges ......			9
10a	Land, buildings, and equipment: cost or other basis. Complete Part VI of Schedule D	10a
b	Less: accumulated depreciation	10b		10c
11	Investments—publicly traded securities .			11
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 ...........		2,002,361	15	1,697,176
16	Total assets. Add lines 1 through 15 (must equal line 34)...		44,496,127	16	46,085,600

17	Accounts payable and accrued expenses .....	38,600	17	40,775
18	Grants payable ...	5,358,628	18	3,972,454
19	Deferred revenue .........	465,001	19	314,900
20	Tax-exempt bond liabilities .........		20
21	Escrow or custodial account liability. Complete Part IV of Schedule D		21
22	Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and disqualified
	persons. Complete Part II of Schedule L..		22
23	Secured mortgages and notes payable to unrelated third parties ..		23
24	Unsecured notes and loans payable to unrelated third parties ..		24
25	Other liabilities (including federal income tax, payables to related third parties, and other liabilities not included on lines 17 - 24). Complete Part X of Schedule D		25
26	Total liabilities. Add lines 17 through 25..	5,862,229	26	4,328,129

	Organizations that follow SFAS 117 (ASC 958), check here and complete lines 27 through 29, and lines 33 and 34.
27	Unrestricted net assets	6,954,699	27	6,941,672
28	Temporarily restricted net assets ...........	31,679,199	28	34,815,799
29	Permanently restricted net assets		29
	Organizations that do not follow SFAS 117 (ASC 958), check here and complete lines 30 through 34.
30	Capital stock or trust principal, or current funds .....		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 ...........	38,633,898	33	41,757,471
34	Total liabilities and net assets/fund balances ........	44,496,127	34	46,085,600