990 Return of Organization Exempt From Income Tax … Form 990.pdf · 990 Return of Organization Exempt From Income Tax OMB No. 1545-0047 ... Instruc-tions. ... and (B) mmmmmmmmmmmmmmmmmmmmmmmmI

OMB No. 1545-0047Return of Organization Exempt From Income Tax990FormUnder section 501(c), 527, or 4947(a)(1) of the Internal Revenue Code (except black lung

benefit trust or private foundation)À¾´º

Department of the TreasuryInternal Revenue Service

Open to PublicInspectionI The organization may have to use a copy of this return to satisfy state reporting requirements.

, 2006, and endingA For the 2006 calendar year, or tax year beginningPlease

use IRSlabel orprint or

type.See

SpecificInstruc-

tions.

B Check if applicable: C Name of organization D Employer identification numberAddresschange

Name change Number and street (or P.O. box if mail is not delivered to street address) Room/suite E Telephone numberInitial return

Final returnF Accounting

method:City or town, state or country, and ZIP + 4 Cash AccrualAmendedreturn IOther (specify)Applicationpending % H and I are not applicable to section 527 organizations.Section 501(c)(3) organizations and 4947(a)(1) nonexempt charitable

trusts must attach a completed Schedule A (Form 990 or 990-EZ). H(a) Is this a group return for affiliates? Yes NoI IWebsite:G H(b) If "Yes," enter number of affiliatesI JJOrganization type (check only one) 501(c) ( ) (insert no.) 4947(a)(1) or 527 Are all affiliates included?(If "No," attach a list. See instructions.)

J H(c) Yes NoIK Check here if the organization is not a 509(a)(3) supporting organization and its gross H(d) Is this a separate return filed by anorganization covered by a group ruling? Yes Noreceipts are normally not more than $25,000. A return is not required, but if the organization chooses

to file a return, be sure to file a complete return. IGroup Exemption NumberI IM Check

to attach Sch. B (Form 990, 990-EZ, or 990-PF).

if the organization is not requiredIL Gross receipts: Add lines 6b, 8b, 9b, and 10b to line 12

Revenue, Expenses, and Changes in Net Assets or Fund Balances (See the instructions.) Part I 1 Contributions, gifts, grants, and similar amounts received:

a Contributions to donor advised funds 1am m m m m m m m m m m m m m m mDirect public support (not included on line 1a)b 1bm m m m m m m m m m m m

c Indirect public support (not included on line 1a) 1cm m m m m m m m m m mGovernment contributions (grants) (not included on line 1a) 1dd m m m m m

noncash $ ) 1e(add lines 1a through 1d)e Total (cash $

2 2Program service revenue including government fees and contracts (from Part VII, line 93) m m m m m m m m3 3Membership dues and assessments m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m4 4Interest on savings and temporary cash investments m m m m m m m m m m m m m m m m m m m m m m m m m5 5Dividends and interest from securities m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m6 a 6aGross rents m m m m m m m m m m m m m m m m m m m m m m m m m m m m

b 6bLess: rental expenses m m m m m m m m m m m m m m m m m m m m m m mc 6cNet rental income or (loss). Subtract line 6b from line 6a m m m m m m m m m m m m m m m m m m m m m m m mI7 7Other investment income (describe )

(A) Securities (B) Other8 a Gross amount from sales of assets other

Rev

enue

8athan inventory m m m m m m m m m m m m m m mb 8bLess: cost or other basis and sales expenses mc 8cGain or (loss) (attach schedule) m m m m m m md 8dNet gain or (loss). Combine line 8c, columns (A) and (B) m m m m m m m m m m m m m m m m m m m m m m m mI9 Special events and activities (attach schedule). If any amount is from gaming, check herea Gross revenue (not including $ of

9acontributions reported on line 1b) m m m m m m m m m m m m m m m m m mb 9bLess: direct expenses other than fundraising expenses m m m m m m m m m m m m m m m m m m m m m m m m mc 9cNet income or (loss) from special events. Subtract line 9b from line 9a

10 a Gross sales of inventory, less returns and allowances 10am m m m m m m mb Less: cost of goods sold 10bm m m m m m m m m m m m m m m m m m m m m mc Gross profit or (loss) from sales of inventory (attach schedule). Subtract line 10b from line 10a 10cm m m m m

11 11Other revenue (from Part VII, line 103) m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m12 Total revenue. 12Add lines 1e, 2, 3, 4, 5, 6c, 7, 8d, 9c, 10c, and 11 m m m m m m m m m m m m m m m m m m13 13Program services (from line 44, column (B)) m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m14 14Management and general (from line 44, column (C)) m m m m m m m m m m m m m m m m m m m m m m m m m m15 15Fundraising (from line 44, column (D)) m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m16 16Payments to affiliates (attach schedule) m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mE

xpen

ses

17 Total expenses. Add lines 16 and 44, column (A) 17m m m m m m m m m m m m m m m m m m m m m m m m m m18 Excess or (deficit) for the year. Subtract line 17 from line 12 18m m m m m m m m m m m m m m m m m m m m m m19 Net assets or fund balances at beginning of year (from line 73, column (A)) 19m m m m m m m m m m m m m m m20 Other changes in net assets or fund balances (attach explanation) 20m m m m m m m m m m m m m m m m m m m

Net

Ass

ets

21 Net assets or fund balances at end of year. Combine lines 18, 19, and 20 21m m m m m m m m m m m m m m m mFor Privacy Act and Paperwork Reduction Act Notice, see the separate instructions. Form 990 (2006)

JSA6E1010 2.000 600243P 1546

UNITED WAY OF AMERICA

(703)836-7100

13-1635294

701 NORTH FAIRFAX STREETX

X

X

X 3

X

WWW.UNITEDWAY.ORG

ALEXANDRIA, VA 22314

54,321,554.

11,620,078.7,716,466.

145,329.19,481,873.3,417,642.

28,978,317.938,040.

177,721.

177,721.

19,481,873. NONE

427,807.

427,807.900,154.

54,321,554.49,706,082.5,691,142.

577,323.

55,974,547.-1,652,993.31,961,618.

885,317.31,193,942.

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Form 990 (2006) Page 2All organizations must complete column (A). Columns (B), (C), and (D) are required for section 501(c)(3) and (4)organizations and section 4947(a)(1) nonexempt charitable trusts but optional for others. (See the instructions.)

Statement ofFunctional Expenses

Part II

(D) FundraisingDo not include amounts reported on line6b, 8b, 9b, 10b, or 16 of Part I.

(B) Managementand general

Programservices

(C)(A) Total

22a Grants paid from donor advised funds (attach schedule)

noncash $ )(cash $If this amount includes foreign grants,check here 22aIm m m m m m m m m m m m

22b Other grants and allocations (attach schedule)

noncash $(cash $ )If this amount includes foreign grants,check here I 22bm m m m m m m m m m m m

23 Specific assistance to individuals(attach schedule) 23m m m m m m m m m m m m mBenefits paid to or for members(attach schedule)

2424m m m m m m m m m m m m m

a25 Compensation of current officers,directors, key employees, etc. listed inPart V-A (attach schedule) 25am m m m m m m

b Compensation of former officers,directors, key employees, etc. listed inPart V-B (attach schedule) 25bm m m m m m m

c Compensation and other distributions, not includ-ed above, to disqualified persons (as definedunder section 4958(f)(1)) and persons describedin section 4958(c)(3)(B) (attach schedule) 25cm m m

26 Salaries and wages of employees notincluded on lines 25a, b, and c 26m m m m

27 Pension plan contributions notincluded on lines 25a, b, and c 27m m m mEmployee benefits not included onlines 25a - 27

2828m m m m m m m m m m m m m

29 Payroll taxes 29m m m m m m m m m m m m m m30 Professional fundraising fees 30m m m m m31 Accounting fees 31m m m m m m m m m m m m32 Legal fees 32m m m m m m m m m m m m m m m33 Supplies 33m m m m m m m m m m m m m m m m34 Telephone 34m m m m m m m m m m m m m m m35 Postage and shipping 35m m m m m m m m m36 Occupancy 36m m m m m m m m m m m m m m m37 Equipment rental and maintenance 37m m38 Printing and publications 38m m m m m m m

Travel39 39m m m m m m m m m m m m m m m m m m40 Conferences, conventions, and meetings 40m41 Interest 41m m m m m m m m m m m m m m m m m42 Depreciation, depletion, etc. (attach schedule) 4243 Other expenses not covered above (itemize):

43aab 43bc 43cd 43de 43e

43ffg 43g

Total functional expenses. Add lines 22athrough 43g. (Organizations completingcolumns (B)-(D), carry these totals to lines 13-15)

44

44m m m m m m m m m m m m m m m m m m mIJoint Costs. Check if you are following SOP 98-2. IAre any joint costs from a combined educational campaign and fundraising solicitation reported in (B) Program services? Yes Nom m m m m; (ii) the amount allocated to Program services $If "Yes," enter (i) the aggregate amount of these joint costs $ ;

(iii) the amount allocated to Management and general $ ; and (iv) the amount allocated to Fundraising $

Form 990 (2006)JSA6E1020 2.000

700243P 1546

13-1635294

18,270,827.18,270,827. 18,270,827.

1,760,193. 393,329.

14,291,316. 13,102,781.

1,128,646. 947,569.

1,546,808. 1,298,641.1,214,036. 1,019,259.

607,331. 535,623.206,884. 182,457.

X

1,366,864. NONE

830,409. 358,126.

156,553. 24,524.

214,556. 33,611.168,397. 26,380.

68,864. 2,844.23,458. 969.

649,239. 553,491.607,243. 508,254.214,688. 193,888.735,248. 620,613.483,906. 408,459.222,125. 195,899.

2,357,767. 2,163,908.899,823. 824,085.

812,291. 5,510.

55,974,547. 49,706,082.

93,079. 2,669.66,275. 32,714.20,073. 727.

114,635.75,447.25,186. 1,040.

159,904. 33,955.60,897. 14,841.

806,781.

5,691,142. 577,323.

9,211,656.341,055.413,465.

PROFESSIONAL FEES/CONSULT 8,124,028. 1,044,487. 43,141.SUBSCRIPTIONS 183,549. 156,668. 838.OTHER EXPENSES 173,912. 238,609. 944.

X

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Form 990 (2006) Page 3Statement of Program Service Accomplishments (See the instructions.) Part III

Form 990 is available for public inspection and, for some people, serves as the primary or sole source of information about aparticular organization. How the public perceives an organization in such cases may be determined by the information presentedon its return. Therefore, please make sure the return is complete and accurate and fully describes, in Part III, the organization'sprograms and accomplishments.What is the organization's primary exempt purpose? Program Service

ExpensesIAll organizations must describe their exempt purpose achievements in a clear and concise manner. State the numberof clients served, publications issued, etc. Discuss achievements that are not measurable. (Section 501(c)(3) and (4)organizations and 4947(a)(1) nonexempt charitable trusts must also enter the amount of grants and allocations to others.)

(Required for 501(c)(3) and(4) orgs., and 4947(a)(1)

trusts; but optional for others.)

a

I(Grants and allocations $ ) If this amount includes foreign grants, check here

b

I(Grants and allocations $ ) If this amount includes foreign grants, check herec

I(Grants and allocations $ ) If this amount includes foreign grants, check hered

I) If this amount includes foreign grants, check here(Grants and allocations $e Other program services (attach schedule) I(Grants and allocations $ ) If this amount includes foreign grants, check here

f ITotal of Program Service Expenses (should equal line 44, column (B), Program services) m m m m m m mForm 990 (2006)

JSA6E1021 2.000

800243P 1546

13-1635294

6,462,678.21,995.

INVESTOR RELATIONS PROVIDES SUPPORT FOR SYSTEM-WIDEPROGRAMS INCLUDING NATIONAL CORPORATE LEADERSHIP,MAJOR GIFTS AND ALEXIS DE TOCQUEVILLE PROGRAM, PLANNED GIVING, AND COMMUNITY AND PUBLIC SECTOR CAMPAIGNS.

4,939,002.272,610.

COMMUNITY IMPACT LAB INVOLVES GRANT DISTRIBUTION SERVICES,COMMUNITY BUILDING, NATIONAL AGENCIES' SUPPORT, VOLUNTEERDEVELOPMENT, MOBILIZATION FOR AMERICA'S CHILDREN, HOUSING,AND LITERACY PROGRAMS, 2-1-1 INITIATIVE AND SUCCESS BY 6.

22,227,823.17,893,272.

PUBLIC POLICY LEADS UWA'S FEDERAL ADVOCACY EFFORTS ONBEHALF OF THE UNITED WAY MOVEMENT TO PROMOTE KEY ISSUESBEFORE CONGRESS AND THE WHITE HOUSE. ALSO, PROVIDESREGIONAL AND TECHNICAL CONSULTATIVE SUPPORT TO LOCALUNITED WAYS, COORDINATION OF NATIONAL ACTIVITIES ATTHE REGIONAL LEVEL, AND CRISIS RESPONSE.

6,362,597.11,845.

CENTER FOR COMMUNITY LEADERSHIP INCLUDES TRAININGPROGRAMS FOR VOLUNTEERS AND STAFF, NATIONAL CONFERENCES,AND ORGANIZATIONAL LEARNING.

71,105. 9,713,982.49,706,082.

SEE STATEMENT 30

SEE STATEMENT 32

Page 4Form 990 (2006)

Balance Sheets (See the instructions.) Part IV Note: Where required, attached schedules and amounts within the description (A) (B)

Beginning of year End of yearcolumn should be for end-of-year amounts only.

45 Cash - non-interest-bearing 45m m m m m m m m m m m m m m m m m m m m m m m m m m m46 Savings and temporary cash investments 46m m m m m m m m m m m m m m m m m m m m47a Accounts receivable 47am m m m m m m m m m m m m m m m

b Less: allowance for doubtful accounts 47b 47cm m m m m m48a Pledges receivable 48am m m m m m m m m m m m m m m m m

b 48bLess: allowance for doubtful accounts 48cm m m m m m m49 Grants receivable 49m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m50 Receivables from current and former officers, directors, trustees, and

key employees (attach schedule)a

50am m m m m m m m m m m m m m m m m m m m m m m m mb Receivables from other disqualified persons (as defined under section

4958(f)(1)) and persons described in section 4958(c)(3)(B) (attach schedule) 50b51a Other notes and loans receivable (attach

51aschedule) m m m m m m m m m m m m m m m m m m m m m m51bb Less: allowance for doubtful accounts 51cm m m m m mA

sset

s

52 Inventories for sale or use 52m m m m m m m m m m m m m m m m m m m m m m m m m m m m53 Prepaid expenses and deferred charges m m m m m m m m m m m m m m m m m m m m m 53

Cost FMVI54 Investments - publicly-traded securitiesa 54am m m m m m mCost FMVIb Investments - other securities (attach schedule) 54bm m m

55a Investments - land, buildings, andequipment: basis 55am m m m m m m m m m m m m m m m m m

b Less: accumulated depreciation (attachschedule) 55b 55cm m m m m m m m m m m m m m m m m m m m m m

5656 Investments - other (attach schedule) m m m m m m m m m m m m m m m m m m m m m ma 57a57 Land, buildings, and equipment: basis m m m m m m mb Less: accumulated depreciation (attach

57b 57cschedule) m m m m m m m m m m m m m m m m m m m m m m58 Other assets, including program-related investments

(describe I 58)59 Total assets (must equal line 74). Add lines 45 through 58 m m m m m m m m m m 5960 Accounts payable and accrued expenses 60m m m m m m m m m m m m m m m m m m m m61 Grants payable 61m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m62 Deferred revenue 62m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m63 Loans from officers, directors, trustees, and key employees (attach

schedule) 63m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m64 Tax-exempt bond liabilities (attach schedule) 64aa m m m m m m m m m m m m m m m m m m

Liab

ilitie

s

Mortgages and other notes payable (attach schedule) 64bb m m m m m m m m m m m m mI65 Other liabilities (describe 65)

66 Total liabilities. Add lines 60 through 65 66m m m m m m m m m m m m m m m m m m m mIOrganizations that follow SFAS 117, check here and complete lines67 through 69 and lines 73 and 74.

67 Unrestricted 67m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m68 Temporarily restricted 68m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m69 Permanently restricted 69m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mI andOrganizations that do not follow SFAS 117, check here

complete lines 70 through 74.70 Capital stock, trust principal, or current funds 70m m m m m m m m m m m m m m m m m m71 Paid-in or capital surplus, or land, building, and equipment fund 71m m m m m m m m

Retained earnings, endowment, accumulated income, or other funds72 72m m m m mTotal net assets or fund balances (add lines 67 through 69 or lines7370 through 72. (Column (A) must equal line 19 and column (B) mustequal line 21)

Net

Ass

ets

or F

und

Bal

ance

s

73m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mm m m m m74 Total liabilities and net assets/fund balances. Add lines 66 and 73 74Form 990 (2006)JSA

6E1030 2.000

900243P 1546

13-1635294

25,714,641. 14,044,656.1,549,123. 19,619,636.

9,730,348.22,495.

22,921,192.7,892,072.

663,000. 1,042,750.

472,510. 418,287.

1,527,156. 1,527,156.22,678,819.

15,303,357. 7,694,893. 7,375,462.

4,497,852. 10,708,935.50,159,561. 79,473,855.4,129,106. 29,227,609.

NONE 2,769,071.3,140,536. 3,421,100.

5,366,743. 9,707,853.

2,673,643. 15,029,120.

10,928,301. 12,862,133.

18,197,943. 48,279,913.X

10,539,780. 13,475,480.21,421,838. 17,440,078.

NONE 278,384.

31,961,618. 31,193,942.50,159,561. 79,473,855.

STMT 33

STMT 34

STMT 35

Form 990 (2006) Page 5Reconciliation of Revenue per Audited Financial Statements With Revenue per Return (See theinstructions.)

Part IV-A

a Total revenue, gains, and other support per audited financial statements m m m m m m m m m m m m m m m m m m m m ab Amounts included on line a but not on Part I, line 12:

b11 Net unrealized gains on investments m m m m m m m m m m m m m m m m m m m m m m m m mb22 Donated services and use of facilities m m m m m m m m m m m m m m m m m m m m m m m m mb33 Recoveries of prior year grants m m m m m m m m m m m m m m m m m m m m m m m m m m m m

4 Other (specify):b4

bAdd lines b1 through b4 m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mcc Subtract line b from line a m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

d Amounts included on Part I, line 12, but not on line a:d11 Investment expenses not included on Part I, line 6b m m m m m m m m m m m m m m m m m

2 Other (specify):d2

Add lines d1 and d2 dm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mIe Total revenue (Part I, line 12). Add lines c and d m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m eReconciliation of Expenses per Audited Financial Statements With Expenses per Return Part IV-B

aa Total expenses and losses per audited financial statements m m m m m m m m m m m m m m m m m m m m m m m m m m mb Amounts included on line a but not on Part I, line 17:

b11 Donated services and use of facilities m m m m m m m m m m m m m m m m m m m m m m m m mb22 Prior year adjustments reported on Part I, line 20 m m m m m m m m m m m m m m m m m mb33 Losses reported on Part I, line 20 m m m m m m m m m m m m m m m m m m m m m m m m m m m

4 Other (specify):b4

bAdd lines b1 through b4 m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mcc Subtract line b from line a m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

d Amounts included on Part I, line 17, but not on line a:d11 Investment expenses not included on Part I, line 6b m m m m m m m m m m m m m m m m m

2 Other (specify):d2

dAdd lines d1 and d2 m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m I ee Total expenses (Part I, line 17). Add lines c and dCurrent Officers, Directors, Trustees, and Key Employees (List each person who was an officer, director, trustee,or key employee at any time during the year even if they were not compensated.) (See the instructions.)

Part V-A

(A) Name and address(D) Contributions to employee (E) Expense account

and other allowances(B) (C) Compensation

benefit plans & deferredTitle and average hours per (If not paid, entercompensation plansweek devoted to position -0-.)

Form 990 (2006)

JSA6E1040 2.000

1000243P 1546

13-1635294

58,172,383.

3,850,829.

3,850,829.54,321,554.

54,321,554.

59,825,376.

3,850,829.

3,850,829.55,974,547.

55,974,547.

1,138,555. 566,938. 54,700.SEE STATEMENT 36

Form 990 (2006) Page 6Yes NoCurrent Officers, Directors, Trustees, and Key Employees (continued) Part V-A

Enter the total number of officers, directors, and trustees permitted to vote on organization business at boardmeetings

75a Im m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mAre any officers, directors, trustees, or key employees listed in Form 990, Part V-A, or highest compensatedemployees listed in Schedule A, Part I, or highest compensated professional and other independentcontractors listed in Schedule A, Part II-A or II-B, related to each other through family or businessrelationships? If "Yes," attach a statement that identifies the individuals and explains the relationship(s)

b

75b

75c

75d

m m m m m mDo any officers, directors, trustees, or key employees listed in Form 990, Part V-A, or highestcompensated employees listed in Schedule A, Part I, or highest compensated professional and otherindependent contractors listed in Schedule A, Part II-A or II-B, receive compensation from any otherorganizations, whether tax exempt or taxable, that are related to the organization? See the instructions forthe definition of "related organization."

c

Im m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mIf "Yes," attach a statement that includes the information described in the instructions.Does the organization have a written conflict of interest policy?d m m m m m m m m m m m m m m m m m m m m m m m m m m m m

Former Officers, Directors, Trustees, and Key Employees That Received Compensation or Other Benefits(If any former officer, director, trustee, or key employee received compensation or other benefits (described below) duringthe year, list that person below and enter the amount of compensation or other benefits in the appropriate column. See theinstructions.)

Part V-B

(A) Name and address (B) Loans and Advances(C) Compensation

(if not paid,enter -0-)

(D) Contributions to employeebenefit plans & deferred

compensation plans

(E) Expenseaccount and other

allowances

Yes NoOther Information (See the instructions.) Part VI

Did the organization make a change in its activities or methods of conducting activities? If "Yes," attach adetailed statement of each change

767677

m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mWere any changes made in the organizing or governing documents but not reported to the IRS? m m m m m m m m m m77If "Yes," attach a conformed copy of the changes.

Did the organization have unrelated business gross income of $1,000 or more during the year covered bythis return?

78a78a78b

m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mb If "Yes," has it filed a tax return on Form 990-T for this year? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

Was there a liquidation, dissolution, termination, or substantial contraction during the year? If "Yes," attacha statement

7979

80a

81b

m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mIs the organization related (other than by association with a statewide or nationwide organization) throughcommon membership, governing bodies, trustees, officers, etc., to any other exempt or nonexemptorganization?

80a m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mb If "Yes," enter the name of the organization I

and check whether it is exempt or nonexempt81a m m m m m m m m m 81aEnter direct and indirect political expenditures. (See line 81 instructions.)

Did the organization file Form 1120-POL for this year? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mbForm 990 (2006)

JSA

6E1042 2.000 1100243P 1546

13-1635294

28

X

X

X

-0- -0- -0- -0-

XX

XX

X

X

X

X XNONE

STMT 41

STMT 42

7Form 990 (2006) PageOther Information (continued) Yes No Part VI

Did the organization receive donated services or the use of materials, equipment, or facilities at no charge82 aor at substantially less than fair rental value? 82am m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

b If "Yes," you may indicate the value of these items here. Do not include this amountas revenue in Part I or as an expense in Part II. (See instructions in Part III.) 82bm m m m m m m m m m m m m m

83 a 83aDid the organization comply with the public inspection requirements for returns and exemption applications? m m m m m m m m m m m m mb 83bDid the organization comply with the disclosure requirements relating to quid pro quo contributions? m m m m m m m m m m m m m m m m m

84 a 84aDid the organization solicit any contributions or gifts that were not tax deductible? m m m m m m m m m m m m m m m m m m m m m m m m m mb If "Yes," did the organization include with every solicitation an express statement that such contributions or

84bgifts were not tax deductible? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m85 85a501(c)(4), (5), or (6) organizations. a Were substantially all dues nondeductible by members? m m m m m m m m m m m m m m m m m m m m m

b Did the organization make only in-house lobbying expenditures of $2,000 or less? 85bm m m m m m m m m m m m m m m m m m m m m m m m m mIf "Yes" was answered to either 85a or 85b, do not complete 85c through 85h below unless the organizationreceived a waiver for proxy tax owed for the prior year.

c Dues, assessments, and similar amounts from members 85cm m m m m m m m m m m m m m m m m m m m m m md Section 162(e) lobbying and political expenditures 85dm m m m m m m m m m m m m m m m m m m m m m m m me Aggregate nondeductible amount of section 6033(e)(1)(A) dues notices 85em m m m m m m m m m m m m m mf Taxable amount of lobbying and political expenditures (line 85d less 85e) 85fm m m m m m m m m m m m m m

85gg Does the organization elect to pay the section 6033(e) tax on the amount on line 85f? m m m m m m m m m m m m m m m m m m m m m m m mh If section 6033(e)(1)(A) dues notices were sent, does the organization agree to add the amount on line 85f

85hto its reasonable estimate of dues allocable to nondeductible lobbying and political expenditures for the following tax year? m m m m m m m86a86 501(c)(7) orgs. Enter: a Initiation fees and capital contributions included on line 12 m m m m m m m m m m

b Gross receipts, included on line 12, for public use of club facilities 86bm m m m m m m m m m m m m m m m m m87 501(c)(12) orgs. Enter: a Gross income from members or shareholders 87am m m m m m m m m m m m m m m m

b Gross income from other sources. (Do not net amounts due or paid to othersources against amounts due or received from them.) 87bm m m m m m m m m m m m m m m m m m m m m m m m

88 b At any time during the year, did the organization own a 50% or greater interest in a taxable corporation orpartnership, or an entity disregarded as separate from the organization under Regulations sections301.7701-2 and 301.7701-3? If "Yes," complete Part IX 88am m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

b At any time during the year, did the organization, directly or indirectly, own a controlled entity within themeaning of section 512(b)(13)? If "Yes," complete Part XI I 88bm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

89 a 501(c)(3) organizations. Enter: Amount of tax imposed on the organization during the year under:I IIsection 4911 ; section 4912 ; section 4955b 501(c)(3) and 501(c)(4) orgs. Did the organization engage in any section 4958 excess benefit transaction

during the year or did it become aware of an excess benefit transaction from a prior year? If "Yes," attacha statement explaining each transaction 89bm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

c Enter: Amount of tax imposed on the organization managers or disqualified persons during the year under Isections 4912, 4955, and 4958 m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m Id Enter: Amount of tax on line 89c, above, reimbursed by the organization m m m m m m m m m m m m m m m me All organizations. At any time during the tax year, was the organization a party to a prohibited tax shelter

transaction? 89em m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m89ff All organizations. Did the organization acquire a direct or indirect interest in any applicable insurance contract?

g For supporting organizations and sponsoring organizations maintaining donor advised funds. Did thesupporting organization, or a fund maintained by a sponsoring organization, have excess business holdingsat any time during the year? 89gm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mIList the states with which a copy of this return is fileda90Number of employees employed in the pay period that includes March 12, 2006 (See instructions.) 90bb m m m m m m m m m m m m m m m m m mIIThe books are in care of Telephone no.a91 IILocated at ZIP + 4

Yes Nob At any time during the calendar year, did the organization have an interest in or a signature or other authority overa financial account in a foreign country (such as a bank account, securities account, or other financial account)? 91bm m m m m m m m m m m mIIf "Yes," enter the name of the foreign countrySee the instructions for exceptions and filing requirements for Form TD F 90-22.1, Report of Foreign Bankand Financial Accounts.

Form 990 (2006)

JSA6E1041 2.000

1200243P 1546

13-1635294

X

X

X

N/AN/AN/A

N/A

N/A

X

X

N/AN/AN/AN/A

N/AN/AN/A

N/A

X

X

XX

X

X

3,850,829.

NONE NONE NONE

NONENONE

205CONTROLLER 703-836-7100

22314701 NORTH FAIRFAX STREET ALEXANDRIA, VA

SEE STATEMENT 43

Form 990 (2006) Page 8Other Information (continued) Yes No Part VI

c At any time during the calendar year, did the organization maintain an office outside of the United States?If "Yes," enter the name of the foreign countrySection 4947(a)(1) nonexempt charitable trusts filing Form 990 in lieu of Form 1041 - Check hereand enter the amount of tax-exempt interest received or accrued during the tax year

91cm m m m m m mI I92 m m m m m m m m m m m m m m mI 92m m m mAnalysis of Income-Producing Activities (See the instructions.) Part VII

(E)Unrelated business income Excluded by section 512, 513, or 514Note: Enter gross amounts unless otherwiseindicated. (A)

Business code(B)

Amount(C)

Exclusion code(D)

AmountRelated or

exempt function93 Program service revenue: income

abcdef Medicare/Medicaid payments m m m m m m m mg Fees and contracts from government agencies m

Membership dues and assessments94 m m mm95 Interest on savings and temporary cash investments

Dividends and interest from securities96 m mNet rental income or (loss) from real estate:97debt-financed propertya m m m m m m m m m

b not debt-financed property m m m m m m mNet rental income or (loss) from personal property98 m m

99 Other investment income m m m m m m m m100 Gain or (loss) from sales of assets other than inventory

101 Net income or (loss) from special events m102 Gross profit or (loss) from sales of inventory m m103 Other revenue: a

bcde

Subtotal (add columns (B), (D), and (E))104 m m ITotal (add line 104, columns (B), (D), and (E)) m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m105Note: Line 105 plus line 1e, Part I, should equal the amount on line 12, Part I.

Relationship of Activities to the Accomplishment of Exempt Purposes (See the instructions.) Part VIII Line No. Explain how each activity for which income is reported in column (E) of Part VII contributed importantly to the accomplishment

of the organization's exempt purposes (other than by providing funds for such purposes).LInformation Regarding Taxable Subsidiaries and Disregarded Entities (See the instructions.) Part IX

End-of-yearassets

(A)Name, address, and EIN of corporation,

partnership, or disregarded entity

(B)Percentage of

ownership interest

(C)Nature of activities

(D)Total income

(E)

%%%%

Part X Information Regarding Transfers Associated with Personal Benefit Contracts (See the instructions.)(a)(b)

Did the organization, during the year, receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? YesYes

NoNoDid the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract?

m m m m m m mNote: If "Yes" to (b), file Form 8870 and Form 4720 (see instructions).

Form 990 (2006)

JSA6E1050 2.000

1300243P 1546

13-1635294

N/A

X

COURSE TUITION 1,747,098.CONFERENCE FEES 805,233.PROFESSIONAL FEES 637,616.SERVICE INCOME 227,695.

28,978,317.14 938,040.

16 177,721.

45,516.34,839,681.

427,807.

1,692,082. 33,102,083.

ROYALTY FROM UW 15 318,394.ROYALTY INCOME-AON 524298 45,516. 15 257,927.MISC REVENUE 278,317.

71,085. 2,424,322.

XX

STMT 44

STMT 45

OMB No. 1545-0047Organization Exempt Under Section 501(c)(3)SCHEDULE A(Except Private Foundation) and Section 501(e), 501(f), 501(k), 501(n),(Form 990 or 990-EZ) or 4947(a)(1) Nonexempt Charitable TrustSupplementary Information - (See separate instructions.)Department of the Treasury À¾´ºIMUST be completed by the above organizations and attached to their Form 990 or 990-EZInternal Revenue Service

Employer identification numberName of the organization

Compensation of the Five Highest Paid Employees Other Than Officers, Directors, and Trustees(See page 2 of the instructions. List each one. If there are none, enter "None.")

Part I

(d) Contributions toemployee benefit plans &deferred compensation

(e) Expenseaccount and other

allowances

(a) Name and address of each employee paid more (b) Title and average hoursper week devoted to position (c) Compensationthan $50,000

ITotal number of other employees paid over $50,000 m mCompensation of the Five Highest Paid Independent Contractors for Professional Services(See page 2 of the instructions. List each one (whether individuals or firms). If there are none, enter "None.")

Part II-A

(a) Name and address of each independent contractor paid more than $50,000 (b) Type of service (c) Compensation

Total number of others receiving over $50,000 forprofessional services Im m m m m m m m m m m m m m m m m

Compensation of the Five Highest Paid Independent Contractors for Other Services Part II-B (List each contractor who performed services other than professional services, whether individuals orfirms. If there are none, enter "None." See page 2 of the instructions.)

(b) Type of service(a) Name and address of each independent contractor paid more than $50,000 (c) Compensation

Total number of other contractors receiving over$50,000 for other services Im m m m m m m m m m m m m m m

For Paperwork Reduction Act Notice, see the Instructions for Form 990 and Form 990-EZ. Schedule A (Form 990 or 990-EZ) 2006

JSA6E1210 2.000

1500243P 1546

UNITED WAY OF AMERICA 13-1635294

151

2

17

SEE STATEMENT 47

SEE STATEMENT 48

SEE STATEMENT 49

Schedule A (Form 990 or 990-EZ) 2006 Page 2

Yes NoStatements About Activities (See page 2 of the instructions.) Part III

1 During the year, has the organization attempted to influence national, state, or local legislation, including anyattempt to influence public opinion on a legislative matter or referendum? If "Yes," enter the total expenses paidI $or incurred in connection with the lobbying activities (Must equal amounts on line 38,Part VI-A, or line i of Part VI-B.) 1m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mOrganizations that made an election under section 501(h) by filing Form 5768 must complete Part VI-A. Otherorganizations checking "Yes" must complete Part VI-B AND attach a statement giving a detailed description ofthe lobbying activities.

2 During the year, has the organization, either directly or indirectly, engaged in any of the following acts with anysubstantial contributors, trustees, directors, officers, creators, key employees, or members of their families, orwith any taxable organization with which any such person is affiliated as an officer, director, trustee, majorityowner, or principal beneficiary? (If the answer to any question is "Yes," attach a detailed statement explaining thetransactions.)

2a

2b

2c

2d

2e

3a

3b

3c

3d

4a4b

4c

a Sale, exchange, or leasing of property? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mb Lending of money or other extension of credit? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mc Furnishing of goods, services, or facilities? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m md Payment of compensation (or payment or reimbursement of expenses if more than $1,000)? m m m m m m m m m m m m m m m m me Transfer of any part of its income or assets? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

3a Did the organization make grants for scholarships, fellowships, student loans, etc.? (If "Yes," attach an explanationof how the organization determines that recipients qualify to receive payments.) m m m m m m m m m m m m m m m m m m m m m m m

b Did the organization have a section 403(b) annuity plan for its employees? m m m m m m m m m m m m m m m m m m m m m m m m mc Did the organization receive or hold an easement for conservation purposes, including easements to preserve open

space, the environment, historic land areas or historic structures? If "Yes," attach a detailed statement m m m m m m m m m m m md Did the organization provide credit counseling, debt management, credit repair, or debt negotiation services? m m m m m m m m m

4a Did the organization maintain any donor advised funds? If "Yes," complete lines 4b through 4g. If "No," completelines 4f and 4g m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

b Did the organization make any taxable distributions under section 4966? m m m m m m m m m m m m m m m m m m m m m m m m m mc Did the organization make a distribution to a donor, donor advisor, or related person? m m m m m m m m m m m m m m m m m m m mII

II

d Enter the total number or donor advised funds owned at the end of the tax year m m m m m m m m m m m m m m m m m m m m m me Enter the aggregate value of assets held in all donor advised funds owned at the end of the tax year m m m m m m m m m m m mf Enter the total number of separate funds or accounts owned at the end of the tax year (excluding donor advised

funds included on line 4d) where donors have the rights to provide advice on the distribution or investment ofamounts in such funds or accounts m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

g Enter the aggregate value of assets held in all funds or accounts included on line 4f at the end of the tax year m m m m m m m mSchedule A (Form 990 or 990-EZ) 2006

JSA

6E1220 2.000 1600243P 1546

13-1635294

400,000.X

X

X

X

X

X

X

X

FORM 990, PART V

X

X

X

N/A

N/A

NONE

NONE

STMT 50

STMT 51

Page 3Schedule A (Form 990 or 990-EZ) 2006

Reason for Non-Private Foundation Status (See pages 4 through 7 of the instructions.) Part IV

I certify that the organization is not a private foundation because it is: (Please check only ONE applicable box.)

5 A church, convention of churches, or association of churches. Section 170(b)(1)(A)(i).

6 A school. Section 170(b)(1)(A)(ii). (Also complete Part V.)

7 A hospital or a cooperative hospital service organization. Section 170(b)(1)(A)(iii).

8 A federal, state, or local government or governmental unit. Section 170(b)(1)(A)(v).

9 A medical research organization operated in conjunction with a hospital. Section 170(b)(1)(A)(iii). Enter the hospital's name, city,Iand state

10 An organization operated for the benefit of a college or university owned or operated by a governmental unit. Section 170(b)(1)(A)(iv).(Also complete the Support Schedule in Part IV-A.)

a11 An organization that normally receives a substantial part of its support from a governmental unit or from the general public. Section170(b)(1)(A)(vi). (Also complete the Support Schedule in Part IV-A.)

b11 A community trust. Section 170(b)(1)(A)(vi). (Also complete the Support Schedule in Part IV-A.)

12 An organization that normally receives: (1) more than 33 1/3% of its support from contributions, membership fees, and gross receiptsfrom activities related to its charitable, etc., functions - subject to certain exceptions, and (2) no more than 33 1/3% of its supportfrom gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by theby the organization after June 30, 1975. See section 509(a)(2). (Also complete the Support Schedule in Part IV-A.)

An organization that is not controlled by any disqualified persons (other than foundation managers) and otherwise meetsthe requirements of section 509(a)(3). Check the box that describes the type of supporting organization:

13

Type I Type II Type III - Functionally Integrated Type III - Other

Provide the following information about the supported organizations. (See page 7 of the instructions.)

(a)Name(s) of supported organization(s)

(b)Employer

identificationnumber (EIN)

(c)Type of

organization(described in lines

5 through 12above or IRC

section)

(d)Is the supported

organization listed inthe supportingorganization's

governing documents?

(e)Amount of

support

Yes No

Total Im m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m14 An organization organized and operated to test for public safety. Section 509(a)(4). (See page 7 of the instructions.)

Schedule A (Form 990 or 990-EZ) 2006

JSA

6E1222 2.000 1700243P 1546

13-1635294

X

Schedule A (Form 990 or 990-EZ) 2006 Page 4Support Schedule (Complete only if you checked a box on line 10, 11, or 12.) Use cash method of accounting. Part IV-A

Note: You may use the worksheet in the instructions for converting from the accrual to the cash method of accounting.ICalendar year (or fiscal year beginning in) (a) 2005 (b) 2004 (c) 2003 (d) 2002 (e) Total15 Gifts, grants, and contributions received. (Do

not include unusual grants. See line 28.) m m m m m16 Membership fees received m m m m m m m m m m m m

Gross receipts from admissions, merchandisesold or services performed, or furnishing offacilities in any activity that is related to theorganization's charitable, etc., purpose

17

m m m m m mGross income from interest, dividends,amounts received from payments on securitiesloans (section 512(a)(5)), rents, royalties, andunrelated business taxable income (lesssection 511 taxes) from businesses acquiredby the organization after June 30, 1975

18

m m m m mNet income from unrelated businessactivities not included in line 18

19 m m m m m m m m mTax revenues levied for the organization'sbenefit and either paid to it or expended onits behalf

20 m m m m m m m m m m m m m m m m m m m mThe value of services or facilities furnished tothe organization by a governmental unitwithout charge. Do not include the value ofservices or facilities generally furnished to thepublic without charge

21

m m m m m m m m m m m m m mOther income. Attach a schedule. Do notinclude gain or (loss) from sale of capital assets

22

23 Total of lines 15 through 22 m m m m m m m m m m m24 Line 23 minus line 17m m m m m m m m m m m m m m m25 Enter 1% of line 23 m m m m m m m m m m m m m m m m

Organizations described on lines 10 or 11: a Enter 2% of amount in column (e), line 2426 26aIm m m m m m m m m m m m m m mPrepare a list for your records to show the name of and amount contributed by each person (other than agovernmental unit or publicly supported organization) whose total gifts for 2002 through 2005 exceeded theamount shown in line 26a. Do not file this list with your return. Enter the total of all these excess amounts

b I 26bIc Total support for section 509(a)(1) test: Enter line 24, column (e) 26cm m m m m m m m m m m m m m m m m m m m m m m m m m m m md Add: Amounts from column (e) for lines: 18 19 I22 26b 26dm m m m m m m m m m m m Ie Public support (line 26c minus line 26d total) 26em m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m If Public support percentage (line 26e (numerator) divided by line 26c (denominator)) m m m m m m m m m m m m m m m m m m m %26f

27 Organizations described on line 12: a For amounts included in lines 15, 16, and 17 that were received from a "disqualifiedperson," prepare a list for your records to show the name of, and total amounts received in each year from, each "disqualified person."Do not file this list with your return. Enter the sum of such amounts for each year:

(2005) (2004) (2003) (2002)For any amount included in line 17 that was received from each person (other than "disqualified persons"), prepare a list for your records toshow the name of, and amount received for each year, that was more than the larger of (1) the amount on line 25 for the year or (2) $5,000.(Include in the list organizations described in lines 5 through 11b, as well as individuals.) Do not file this list with your return. After computingthe difference between the amount received and the larger amount described in (1) or (2), enter the sum of these differences (the excessamounts) for each year:

b

(2005) (2004) (2003) (2002)

c Add: Amounts from column (e) for lines: 15 16 Im m m m m m m m m m m m17 20 21 27cI 27dAdd: Line 27a total d m m m m m m m m m m m mand line 27b totalm m m m m Im m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mPublic support (line 27c total minus line 27d total)e 27eIm m m m m m m m m mTotal support for section 509(a)(2) test: Enter amount from line 23, column (e)f 27f IPublic support percentage (line 27e (numerator) divided by line 27f (denominator))g 27g %m m m m m m m m m m m m m m m m m m m Im m m m m m m m m m mInvestment income percentage (line 18, column (e) (numerator) divided by line 27f (denominator)) %h 27hUnusual Grants: For an organization described in line 10, 11, or 12 that received any unusual grants during 2002 through 2005,prepare a list for your records to show, for each year, the name of the contributor, the date and amount of the grant, and a briefdescription of the nature of the grant. Do not file this list with your return. Do not include these grants in line 15.

28

Schedule A (Form 990 or 990-EZ) 2006JSA6E1221 3.000

1800243P 1546

13-1635294

NOT APPLICABLE

27,148,471.28,891,499.

2,063,681.

1,107,562.

10,241,430.22,966,162.

1,646,795.

1,057,715.

2,218,893.21,991,685.

2,780,203.

1,071,489.

6,875,374.22,728,204.

3,790,336.

1,395,536.

46,484,168.96,577,550.

10,281,015.

4,632,302.

139,574.

218,959.

69,105.

118,418.

90,983.

31,546.

55,104.

51,990.

354,766.

420,913.59,569,746.57,506,065.

595,697.

36,099,625.34,452,830.

360,996.

28,184,799.25,404,596.

281,848.

34,896,544.31,106,208.

348,965.

158750714.148469699.

2,969,394.

15,030,606.148469699.

4,632,302. 354,766.420,913. 15,030,606. 20,438,587.

128031112.86.2338

STMT 52

Schedule A (Form 990 or 990-EZ) 2006 Page 5Private School Questionnaire(To be completed ONLY by schools that checked the box on line 6 in Part IV)

(See page 9 of the instructions.) Part V

Yes No29 Does the organization have a racially nondiscriminatory policy toward students by statement in its charter, bylaws,29other governing instrument, or in a resolution of its governing body? m m m m m m m m m m m m m m m m m m m m m m m m m

30 Does the organization include a statement of its racially nondiscriminatory policy toward students in all itsbrochures, catalogues, and other written communications with the public dealing with student admissions,

30programs, and scholarships? m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mHas the organization publicized its racially nondiscriminatory policy through newspaper or broadcast media during31the period of solicitation for students, or during the registration period if it has no solicitation program, in a way

31that makes the policy known to all parts of the general community it serves? m m m m m m m m m m m m m m m m m m m m mIf "Yes," please describe; if "No," please explain. (If you need more space, attach a separate statement.)

32 Does the organization maintain the following:a Records indicating the racial composition of the student body, faculty, and administrative staff? 32am m m m m m m m m m mb Records documenting that scholarships and other financial assistance are awarded on a racially nondiscriminatory

basis? 32bm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mc Copies of all catalogues, brochures, announcements, and other written communications to the public dealing

with student admissions, programs, and scholarships? 32cm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m md Copies of all material used by the organization or on its behalf to solicit contributions? 32dm m m m m m m m m m m m m m m m

If you answered "No" to any of the above, please explain. (If you need more space, attach a separate statement.)

Does the organization discriminate by race in any way with respect to:33

Students' rights or privileges?a 33am m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mAdmissions policies?b 33bm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mEmployment of faculty or administrative staff?c 33cm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mScholarships or other financial assistance?d 33dm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mEducational policies?e 33em m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mUse of facilities?f 33fm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mAthletic programs?g 33gm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mOther extracurricular activities?h 33hm m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mIf you answered "Yes" to any of the above, please explain. (If you need more space, attach a separate statement.)

a Does the organization receive any financial aid or assistance from a governmental agency?34 34am m m m m m m m m m m m mHas the organization's right to such aid ever been revoked or suspended? 34bb m m m m m m m m m m m m m m m m m m m m m mIf you answered "Yes" to either 34a or b, please explain using an attached statement.

35 Does the organization certify that it has complied with the applicable requirements of sections 4.01 through 4.05of Rev. Proc. 75-50, 1975-2 C.B. 587, covering racial nondiscrimination? If "No," attach an explanation m m m m m m 35


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6Schedule A (Form 990 or 990-EZ) 2006 PageLobbying Expenditures by Electing Public Charities (See page 10 of the instructions.) Part VI-A (To be completed ONLY by an eligible organization that filed Form 5768)I ICheck a if the organization belongs to an affiliated group. Check b if you checked "a" and "limited control" provisions apply.

(a) (b)Affiliated group To be completedLimits on Lobbying Expenditures

totals for all electing(The term "expenditures" means amounts paid or incurred.) organizations

36 Total lobbying expenditures to influence public opinion (grassroots lobbying) 36m m m37 Total lobbying expenditures to influence a legislative body (direct lobbying) 37m m m m38 Total lobbying expenditures (add lines 36 and 37) 38m m m m m m m m m m m m m m m m m m39 Other exempt purpose expenditures 39m m m m m m m m m m m m m m m m m m m m m m m m m40 Total exempt purpose expenditures (add lines 38 and 39) 40m m m m m m m m m m m m m41 Lobbying nontaxable amount. Enter the amount from the following table -

The lobbying nontaxable amount is -If the amount on line 40 is - 720% of the amount on line 40Not over $500,000 m m m m m m m m mm m m m m m m m m m m m$100,000 plus 15% of the excess over $500,000Over $500,000 but not over $1,000,000 m m m *8 41$175,000 plus 10% of the excess over $1,000,000Over $1,000,000 but not over $1,500,000 m m$225,000 plus 5% of the excess over $1,500,000Over $1,500,000 but not over $17,000,000 m m 9$1,000,000Over $17,000,000 m m m m m m m m m m m m m m m m m m m m m m m m m m m m

Grassroots nontaxable amount (enter 25% of line 41)42 42m m m m m m m m m m m m m m m mSubtract line 42 from line 36. Enter -0- if line 42 is more than line 3643 43m m m m m m mSubtract line 41 from line 38. Enter -0- if line 41 is more than line 3844 44m m m m m m mCaution: If there is an amount on either line 43 or line 44, you must file Form 4720.

4-Year Averaging Period Under Section 501(h)(Some organizations that made a section 501(h) election do not have to complete all of the five columns below.

See the instructions for lines 45 through 50 on page 13 of the instructions.)

Lobbying Expenditures During 4-Year Averaging Period

Calendar year (or fiscal (a) (b) (c) (d) (e)Iyear beginning in) 2006 2005 2004 2003 TotalLobbying nontaxableamount m m m m m m m m45Lobbying ceiling amountm m(150% of line 45(e))46

Total lobbying expenditures47Grassroots nontaxableamount m m m m m m m m48Grassroots ceiling amount(150% of line 48(e)) m m m49Grassroots lobbyingexpenditures50 m m m m m m

Lobbying Activity by Nonelecting Public Charities Part VI-B (For reporting only by organizations that did not complete Part VI-A) (See page 13 of the instructions.)

During the year, did the organization attempt to influence national, state or local legislation, including anyattempt to influence public opinion on a legislative matter or referendum, through the use of: Yes No Amount

a Volunteers m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m mb Paid staff or management (Include compensation in expenses reported on lines c through h.) m m mc Media advertisements m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m md Mailings to members, legislators, or the public m m m m m m m m m m m m m m m m m m m m m m m m m m m m me Publications, or published or broadcast statements m m m m m m m m m m m m m m m m m m m m m m m m m mf Grants to other organizations for lobbying purposes m m m m m m m m m m m m m m m m m m m m m m m m m

Direct contact with legislators, their staffs, government officials, or a legislative bodyg m m m m m m m mh Rallies, demonstrations, seminars, conventions, speeches, lectures, or any other means m m m m m mi Total lobbying expenditures (Add lines c through h.)m m m m m m m m m m m m m m m m m m m m m m m m m m

If "Yes" to any of the above, also attach a statement giving a detailed description of the lobbying activities.JSA6E1240 2.000

Schedule A (Form 990 or 990-EZ) 2006

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NOT APPLICABLE

400,000.400,000.

55,574,547.55,974,547.

1,000,000.

250,000.

1,000,000. 1,000,000. 1,000,000.

400,000. 48,675. 2,394.

250,000. 250,000. 250,000.

675. NONE

1,000,000. 4,000,000.

6,000,000.

15,708. 466,777.

250,000. 1,000,000.

1,500,000.

1,526. 2,201.

7Schedule A (Form 990 or 990-EZ) 2006 Page Part VII Information Regarding Transfers To and Transactions and Relationships With Noncharitable

Exempt Organizations (See page 13 of the instructions.)51 Did the reporting organization directly or indirectly engage in any of the following with any other organization described in section

501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?a Transfers from the reporting organization to a noncharitable exempt organization of: Yes No

(i) Cash 51a(i)m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m(ii) Other assets a(ii)m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

b Other transactions:(i) Sales or exchanges of assets with a noncharitable exempt organization b(i)m m m m m m m m m m m m m m m m m m m m(ii) b(ii)Purchases of assets from a noncharitable exempt organization m m m m m m m m m m m m m m m m m m m m m m m m m

(iii) b(iii)Rental of facilities, equipment, or other assets m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m(iv) b(iv)Reimbursement arrangements m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m(v) Loans or loan guarantees b(v)m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m

(vi) Performance of services or membership or fundraising solicitations b(vi)m m m m m m m m m m m m m m m m m m m m m mc Sharing of facilities, equipment, mailing lists, other assets, or paid employees cm m m m m m m m m m m m m m m m m m m md If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value of the

goods, other assets, or services given by the reporting organization. If the organization received less than fair market value in anytransaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received:

(a) (b) (c) (d)Line no. Amount involved Name of noncharitable exempt organization Description of transfers, transactions, and sharing arrangements

52a Is the organization directly or indirectly affiliated with, or related to, one or more tax-exempt organizations Idescribed in section 501(c) of the Code (other than section 501(c)(3)) or in section 527? Yes Nom m m m m m m m m mb If "Yes," complete the following schedule:

(a) (b) (c)Name of organization Type of organization Description of relationship


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XX

XXXXXXX

N/A

N/A

N/A

N/A

X

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STATEMENT 1

FORM 990 - GENERAL EXPLANATION ATTACHMENT=========================================

PART V-AADDITIONAL COMPENSATION INFORMATION

FISCAL YEAR 2006 COMPENSATION COMMITTEE REPORT

THIS COMPENSATION COMMITTEE REPORT WAS APPROVED BY UWA FOR INCLUSION INTHE FORM 990. TO INCREASE TRANSPARENCY, THIS REPORT PROVIDES INFORMATIONON UWA'S GOVERNANCE AND OVERSIGHT OF EXECUTIVE COMPENSATION AND BENEFITPROGRAMS, GENERAL COMPENSATION PHILOSOPHY, AND KEY FEATURES OF THEEXECUTIVE COMPENSATION PROGRAM.

THE COMPENSATION COMMITTEE ("THE COMMITTEE") OF THE BOARD OF TRUSTEES OFTHE UNITED WAY OF AMERICA ("UWA") IS RESPONSIBLE FOR GOVERNANCE ANDOVERSIGHT OF COMPENSATION AND BENEFITS PROGRAMS FOR THE UWA CHIEFEXECUTIVE OFFICER AND OTHER EXECUTIVE LEVEL STAFF ("EXECUTIVES"), AND FORENSURING THAT THE COMPENSATION POLICIES OF UWA ARE CONSISTENT WITH AND INSUPPORT OF THE ORGANIZATION'S MISSION AND GOALS.

THE INTENT OF THE COMMITTEE IS TO PROVIDE A TOTAL COMPENSATION PROGRAMFOR THE EXECUTIVES THAT PROMOTE THE UNITED WAY'S LONG-TERM STRATEGICOBJECTIVES, IN DIRECT CORRELATION TO ALL EMPLOYEES' PAY SCALES. INSEEKING TO ACHIEVE SUCH A PROGRAM, THE COMMITTEE CONSIDERS MANY FACTORSIN DETERMINING HOW TO SET EXECUTIVE REMUNERATION INCLUDING: UWA'S MISSIONAND GOALS, THE PERFORMANCE OF UWA AS AN ORGANIZATION, THE MARKET FOREXECUTIVE TALENT, AND THE PERFORMANCE OF EACH EXECUTIVE. GIVEN THECOMMITTEE'S FOCUS ON PERFORMANCE AND THE OBJECTIVES OF THE ORGANIZATION,THE COMMITTEE ALSO AIMS TO PUT A SIGNIFICANT PORTION OF EACH EXECUTIVE'SCOMPENSATION AT RISK.

ON AN ANNUAL BASIS, THE COMMITTEE IS RESPONSIBLE FOR EVALUATING THEPERFORMANCE OF THE CEO AND RECOMMENDING TO THE FULL BOARD FOR APPROVALANY ADJUSTMENTS TO HIS COMPENSATION AND BENEFITS, INCLUDING INCENTIVEAWARDS. THE COMMITTEE IS ALSO RESPONSIBLE FOR APPROVING INCENTIVE AWARDSAND ANY ADJUSTMENTS TO THE COMPENSATION AND BENEFITS OF THE EXECUTIVES,WITH INPUT AND RECOMMENDATIONS FROM THE CEO. ALSO, THE COMMITTEE ISRESPONSIBLE FOR REVIEWING AND RECOMMENDING TO THE FULL BOARD FOR APPROVALANY NEW COMPENSATION OR BENEFITS PLANS OR PROGRAMS, OR ANY CHANGES TOEXISTING PLANS AND PROGRAMS THAT RELATE TO THE CEO OR THE EXECUTIVES. THE COMMITTEE AIMS TO FULLY DISCLOSE THE COMPENSATION PROVIDED TO THEEXECUTIVES IN AN OPEN AND TRANSPARENT MANNER, CONSISTENT WITH GOVERNANCEBEST PRACTICES AND APPLICABLE REGULATORY REQUIREMENTS.

GENERAL COMPENSATION PHILOSOPHY

AS THE LARGEST PRIVATE CHARITY IN THE UNITED STATES, THE UNITED WAY

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STATEMENT 2

FORM 990 - GENERAL EXPLANATION ATTACHMENT (CONT'D)==================================================

SYSTEM IS DEDICATED TO MAKING A MEASURABLE IMPACT IN COMMUNITIESTHROUGHOUT AMERICA. THE UNITED WAY'S MISSION IS TO IMPROVE LIVES BYMOBILIZING THE CARING POWER OF COMMUNITIES, AND PARTNERING WITH MANYDIFFERENT ORGANIZATIONS TO MAKE A DIFFERENCE IN PEOPLE'S LIVES.

THE COMMITTEE UNDERSTANDS THE IMPORTANCE OF A STRONG LEADERSHIP TEAM INMAINTAINING AND STRENGTHENING UWA'S ABILITY TO SERVE COMMUNITIES, AND HASTHEREFORE ADOPTED A COMPENSATION POLICY THAT IS CONSISTENT WITH THEORGANIZATION'S MISSION.

THE PRIMARY OBJECTIVE OF UWA'S COMPENSATION POLICY IS TO PROVIDEREASONABLE AND COMPETITIVE TOTAL COMPENSATION OPPORTUNITIES TO ITSEXECUTIVES, CONSISTENT WITH MARKET-BASED COMPENSATION PRACTICES FORINDIVIDUALS POSSESSING THE EXPERIENCE AND SKILLS NEEDED TO IMPROVE THEOVERALL PERFORMANCE OF THE ORGANIZATION.

THE ORGANIZATION'S EXECUTIVE COMPENSATION PROGRAM IS DESIGNED TO:- REINFORCE THE GOALS OF THE ORGANIZATION BY SUPPORTING TEAMWORK ANDCOLLABORATION- BE FLEXIBLE TO REWARD INDIVIDUAL ACCOMPLISHMENTS AS WELL ASORGANIZATIONAL SUCCESS- ENCOURAGE THE ATTRACTION AND RETENTION OF HIGH CALIBER EXECUTIVES- STRONGLY SUPPORT A "PAY FOR PERFORMANCE" CULTURE THROUGH THE USE OFINCENTIVES FOR KEY EMPLOYEES- PROVIDE A COMPETITIVE TOTAL COMPENSATION PACKAGE, INCLUDING BENEFITS- BALANCE THE NEED TO BE COMPETITIVE WITH THE LIMITS OF AVAILABLEFINANCIAL RESOURCES- ENSURE THAT PAY IS PERCEIVED TO BE FAIR AND EQUITABLE- ENSURE THAT THE PROGRAM IS EASY TO EXPLAIN, UNDERSTAND AND ADMINISTER- ENSURE THAT PROGRAM COMPLIES WITH STATE AND FEDERAL LEGISLATION

TO REINFORCE A PAY-FOR-PERFORMANCE CULTURE AND TO ENSURE FOCUS ON UWA'SMISSION, THE COMMITTEE BELIEVES A PORTION OF EXECUTIVE COMPENSATIONSHOULD BE AT-RISK. AS SUCH, THE COMMITTEE HAS INSTITUTED AN EXECUTIVEINCENTIVE PROGRAM, WHICH PROVIDES THE EXECUTIVES WITH THE OPPORTUNITY TOEARN A PERFORMANCE-BASED INCENTIVE AWARD BASED ON TEAMWORK,COLLABORATION, AND THE ACHIEVEMENT OF SPECIFIC ORGANIZATION-WIDEOBJECTIVES.

TO HELP THE COMMITTEE EVALUATE ITS COMPENSATION POLICY AND RELATEDPROGRAMS, THE COMMITTEE HAS RETAINED AN INDEPENDENT CONSULTING FIRM TOANNUALLY REVIEW THE CEO AND EXECUTIVES' COMPENSATION TO ENSURE THEYCONTINUE TO FURTHER THESE PRINCIPLES AND REFLECT THE COMMITTEE'S

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STATEMENT 3


COMMITMENT TO ALIGN COMPENSATION WITH ORGANIZATION GOALS AND OBJECTIVESAND PERFORMANCE. THE INDEPENDENT CONSULTANT'S REVIEW CONDUCTED IN 2006FOUND THAT THE CEO AND EXECUTIVES' COMPENSATION WAS CONSISTENT WITH THECOMMITTEE'S COMPENSATION POLICY, ENUMERATED BELOW, AND THAT THECOMPENSATION PROVIDED WAS REASONABLE WHEN COMPARED TO THAT PROVIDED BYCOMPARABLE ORGANIZATIONS.

CHIEF EXECUTIVE OFFICER COMPENSATION

FOR CEO COMPENSATION COMPARISONS, UWA COMPARES ITSELF TO THE "LEADERSHIP18," A GROUP OF THE LARGEST AND MOST RECOGNIZED PUBLIC CHARITIES IN THEUNITED STATES. THE COMMITTEE BELIEVES THAT THE LEADERSHIP 18 IS THEGROUP OF NATIONAL PUBLIC CHARITIES THAT IS MOST COMPARABLE TO THE UNITEDWAY. THIS GROUP INCLUDES: ALLIANCE FOR CHILDREN AND FAMILIES, AMERICANCANCER SOCIETY, AMERICAN RED CROSS, BIG BROTHERS BIG SISTERS OF AMERICA,BOY SCOUTS OF AMERICA NATIONAL COUNCIL, BOYS & GIRLS CLUB OF AMERICA,CAMP FIRE USA, CATHOLIC CHARITIES USA, CHILD WELFARE LEAGUE OF AMERICA,GIRL SCOUTS OF THE USA, GIRLS INCORPORATED, GOODWILL INDUSTRIESINTERNATIONAL INC., LUTHERAN SERVICES IN AMERICA, NATIONAL COUNCIL OFYMCAS OF THE USA, NATIONAL MENTAL HEALTH ASSOCIATION, NATIONAL URBANLEAGUE, UNITED CEREBRAL PALSY ASSOCIATIONS INC., UNITED JEWISHCOMMUNITIES, UNITED NEIGHBORHOOD CENTERS OF AMERICA, VISITING NURSEASSOCIATIONS OF AMERICA, YWCA OF THE USA INC.

GIVEN THE UNITED WAY SYSTEM'S SIZE, COMPLEXITY AND GLOBAL REACH, THEPHILOSOPHY OF THE COMMITTEE IS TO POSITION THE CEO'S COMPENSATION NEARTHE TOP OF THE LEADERSHIP 18 PEER GROUP. THE COMPENSATION PROGRAMCONSISTS OF FOUR KEY ELEMENTS: (I) ANNUAL COMPENSATION, WHICH INCLUDESBASE SALARY AND AN ANNUAL PERFORMANCE BONUS OPPORTUNITY, (II) HEALTH ANDWELFARE BENEFITS, (III) RETIREMENT BENEFITS, AND (IV) OTHER BENEFITS ANDALLOWANCES.

- ANNUAL COMPENSATION: THE COMMITTEE STRIVES TO PROVIDE MARKETCOMPETITIVE BASE SALARIES FOR COMPARABLE POSITIONS, AND AIMS TO ALIGN PAYWITH PERFORMANCE AND ORGANIZATION OBJECTIVES THROUGH THE USE OFPERFORMANCE-BASED INCENTIVES.

THE COMMITTEE HAS DETERMINED BASED ON ITS REVIEW THAT UWA IS AMONG THETOP QUARTILE OF THE ORGANIZATIONS IN THE LEADERSHIP 18 IN TERMS OFORGANIZATION SIZE, COMPLEXITY AND GLOBAL REACH. ACCORDINGLY, THECOMMITTEE HAS DETERMINED THAT THE CEO'S BASE SALARY SHOULD ALSO BE IN THETOP QUARTILE, ASSUMING SUPERIOR PERFORMANCE. IN 2006, THE COMMITTEEDETERMINED THAT THE CEO'S ANNUAL CASH COMPENSATION (SALARY AND BONUS) WAS

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STATEMENT 4


POSITIONED FIFTH OUT OF THE 21 ORGANIZATIONS IN THE LEADERSHIP 18 FORWHICH INFORMATION WAS AVAILABLE, AND IS THEREFORE CONSISTENT WITH ITSSTATED PHILOSOPHY.

UWA'S 2006 INCENTIVE PROGRAM PROVIDES THE CEO THE OPPORTUNITY TO EARN APERFORMANCE-BASED INCENTIVE OF UP TO $70,000. THE INCENTIVE OPPORTUNITYIS INTENDED TO REINFORCE UWA'S MISSION OF IMPROVING LIVES BY MOBILIZINGCOMMUNITIES. SPECIFICALLY, THE COMMITTEE ANNUALLY EVALUATES THE CEO'SPERFORMANCE AGAINST SEVERAL KEY OBJECTIVES, INCLUDING:

ACCELERATING UWA'S TRANSFORMATION TO A RESULTS-DRIVEN, INNOVATIVECOMMUNITY PARTNER

REPOSITIONING THE UWA BRANDREPOSITIONING UWA AS A GLOBAL SYSTEMIMPROVING OPERATIONS AND GOVERNANCE AT UWA

IN ADDITION TO MEASURING THE CEO'S PERFORMANCE AGAINST THESE OBJECTIVES,THE COMMITTEE ALSO EVALUATES THE LEVEL AT WHICH THE CEO DEMONSTRATESLEADERSHIP COMPETENCIES, INCLUDING:

COLLABORATIONSTEWARDSHIPSTRATEGIC THINKINGACCOUNTABILITYINNOVATION

IN MARCH 2006, THE UWA'S BOARD OF TRUSTEES EVALUATED THE CEO'SPERFORMANCE FOR THE PRIOR YEAR AGAINST HIS OBJECTIVES AND HIS GENERALMANAGEMENT AND LEADERSHIP COMPETENCIES AS THEY DO ANNUALLY. BASED ON THEEVALUATION RESULTS, THE COMMITTEE DETERMINED TO INCREASE HIS BASE SALARYBY 3.7%, TO $420,000 AND AWARDED A PERFORMANCE BONUS OF $55,000 WHICH WAS78% OF HIS MAXIMUM OPPORTUNITY OF $70,000.

- HEALTH AND WELFARE BENEFITS: UWA OFFERS STANDARD HEATH AND WELFAREBENEFITS TO ALL EXECUTIVES THAT ARE ALSO AVAILABLE TO ALL FULL-TIME UWAEMPLOYEES INCLUDING: COMPREHENSIVE MEDICAL, SHORT-TERM DISABILITY,LONG-TERM DISABILITY, VACATION AND PAID TIME-OFF, ACCIDENTAL DEATH ANDDISMEMBERMENT, AND A DENTAL PLAN

- RETIREMENT BENEFITS: UWA OFFERS A COMPREHENSIVE RETIREMENT PROGRAM THATINCLUDES BOTH QUALIFIED AND NONQUALIFIED RETIREMENT PLAN BENEFITS. THEPRIMARY RETIREMENT PROGRAM AVAILABLE TO ALL EMPLOYEES IS A DEFINEDBENEFIT RETIREMENT PLAN (FOR EMPLOYEES ELIGIBLE PRIOR TO JULY 1, 2005),PROVIDING EMPLOYEES WITH A FUNDED, TRUSTEED RETIREMENT BENEFIT. THEPARTICIPANT IS PROVIDED A SPECIFIED BENEFIT BASED ON COMPENSATION AND

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STATEMENT 5


YEARS OF SERVICE PAYABLE AT NORMAL RETIREMENT AGE, WITH REDUCED BENEFITSPAYABLE AT AN EARLIER RETIREMENT DATE.

UWA ALSO PROVIDES A CODE SECTION 403(B) "TAX DEFERRED ANNUITY" PLAN WITHA MATCHING CONTRIBUTION, WHICH IS A PLAN IN WHICH CONTRIBUTIONS ARE MADEPRE-TAX AND CAN GROW TAX-DEFERRED UNTIL WITHDRAWAL. THE ANNUAL EMPLOYEECONTRIBUTION LIMIT WAS $15,000 IN 2006; UWA PROVIDES A MATCH OF UP TO 8%OF BASE SALARY (UP TO THE IRS ANNUAL LIMIT OF $220,000) DEPENDING ONYEARS OF UNITED WAY SERVICE.

FOR EMPLOYEES WITH COMPENSATION ABOVE THE IRS ANNUAL LIMIT FOR QUALIFIEDPLANS, WHICH INCLUDES THE EXECUTIVES, UWA PROVIDES A NONQUALIFIED"BENEFIT RESTORATION" PLAN WHICH CONTRIBUTES A BENEFIT EQUAL TO THEAMOUNT THAT WOULD OTHERWISE BE PROVIDED UNDER THE DEFINED BENEFIT PLAN IFIT WERE NOT SUBJECT TO CERTAIN LIMITS ON COMPENSATION OR ANNUAL BENEFIT,AS DETERMINED BY THE INTERNAL REVENUE SERVICE, AND A CODE SECTION 457(B)DEFERRED COMPENSATION PLAN (FOR EMPLOYEES WITH COMPENSATION ABOVE THE IRSLIMIT FOR QUALIFIED PLANS), WHICH IS A BENEFIT RESTORATION PLAN THATPROVIDES THOSE EMPLOYER CONTRIBUTIONS THAT WOULD HAVE BEEN PROVIDED UNDERTHE 403(B) PLAN IF IT WERE NOT SUBJECT TO THE IRS LIMITATIONS ONCOMPENSATION. THIS PLAN IS FOR EMPLOYER CONTRIBUTIONS ONLY AND DOES NOTPERMIT EMPLOYEE CONTRIBUTIONS.

THE CEO'S TOTAL COMPENSATION FOR 2006 INCLUDES A BENEFIT ACCRUAL UNDERTHIS PLAN IN THE AMOUNT OF $292,271. SIMILAR TO THE DEFINED BENEFITPLAN, THIS MAKE-UP PLAN PROVIDES BENEFITS BASED ON TOTAL YEARS OF SERVICEIN THE UNITED WAY SYSTEM UPON COMPLETION OF FIVE YEARS OF SERVICE WITHUWA. THE CEO REACHED HIS FIVE YEARS OF SERVICE IN DECEMBER 2006 AND THEAMOUNT ACCRUED RELATES ALMOST ENTIRELY TO PRIOR UNITED WAY SERVICE,REFLECTING A CAREER OF OVER 20 YEARS IN THE UNITED WAY SYSTEM. THIS ISDEFERRED COMPENSATION SO THE CEO WILL NOT RECEIVE ANY PAYMENT UNTIL HELEAVES UWA AND HE WILL BE TAXED UPON VESTING. BASED ON TOTALCOMPENSATION, THE CEO WAS POSITIONED SECOND OUT OF THE TWENTY TWOORGANIZATIONS IN THE LEADERSHIP 18.

- OTHER BENEFITS AND ALLOWANCES: UWA OFFERS MINIMAL PERQUISITES ANDSUPPLEMENTAL BENEFITS EXCEPT WHERE NECESSARY TO ATTRACT AND RETAIN THEMANAGEMENT TEAM IT REQUIRES TO ACHIEVE THE GOALS OF THE ORGANIZATION.THIS WOULD INCLUDE SUCH ITEMS AS: AUTOMOBILE ALLOWANCES AND TEMPORARYHOUSING ALLOWANCES, WHERE APPLICABLE, FOR EXECUTIVES THAT RELOCATE TOJOIN UNITED WAY OF AMERICA.

DETAIL OF THE CEO'S COMPENSATION FOR 2006 IS INCLUDED AT PART V-A.

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STATEMENT 6


EXECUTIVE COMPENSATION PROGRAM

FOR EXECUTIVES OTHER THAN THE CEO, THE COMMITTEE RECOGNIZES THAT THEMARKET FOR EXECUTIVE TALENT MAY BE BROADER THAN NATIONAL CHARITIES ANDOTHER NOT-FOR-PROFIT ORGANIZATIONS GENERALLY. AS SUCH, THE COMMITTEE,WITH ASSISTANCE FROM ITS CONSULTANT, CONSIDERS SEVERAL NATIONAL PUBLISHEDSURVEY SOURCES FOR EXECUTIVE COMPENSATION PRACTICES FOR COMPARABLEPOSITIONS, INCLUDING: - NOT-FOR-PROFIT ORGANIZATIONS, INCLUDING CHARITIES, FOUNDATIONS,ASSOCIATIONS, HIGHER EDUCATION, GOVERNMENTAL, AND HEALTH CARE SERVICES- FOR-PROFIT ORGANIZATIONS, EXCLUDING THE FINANCIAL SERVICESINDUSTRY, FOR CERTAIN POSITIONS THAT ARE ALSO REPRESENTED IN THE PRIVATESECTOR

BASED ON THE "MARKET COMPOSITE" DATA DERIVED FROM THESE SURVEYS, THECOMMITTEE ANNUALLY REVIEWS AND APPROVES BASE SALARY AND PERFORMANCEINCENTIVE AWARD RECOMMENDATIONS FOR EACH EXECUTIVE. THE COMMITTEE AIMSTO PROVIDE COMPENSATION WITHIN THE COMPETITIVE RANGE OF THE MARKETCOMPOSITE. INDIVIDUAL SALARIES ARE ALSO DETERMINED BY THE INCUMBENT'SEXPERIENCE, JOB COMPLEXITY AND SCOPE OF RESPONSIBILITY, AND PERFORMANCE.

IN GENERAL, UWA STRIVES TO POSITION TOTAL COMPENSATION, INCLUDINGBENEFITS, AT THE MEDIAN OR MIDDLE OF THE COMPARABLE MARKET. THECOMMITTEE'S POLICY ALLOWS IT TO PROVIDE COMPENSATION ABOVE THE MEDIAN OFTHE MARKET WHERE APPROPRIATE BASED ON THE EXECUTIVE'S SKILLS, OVERALLEXPERIENCE, SCOPE OF RESPONSIBILITIES, AND CONTRIBUTIONS. THECOMPENSATION PROGRAM FOR EXECUTIVES CONSISTS OF THE SAME FOUR KEYELEMENTS AS DESCRIBED ABOVE: (I) ANNUAL COMPENSATION, WHICH INCLUDES BASESALARY AND AN ANNUAL CASH BONUS, (II) HEALTH AND WELFARE BENEFITS, (III)RETIREMENT BENEFITS, AND (IV) OTHER BENEFITS AND ALLOWANCES.

- ANNUAL COMPENSATION: THE COMMITTEE STRIVES TO PROVIDE MARKETCOMPETITIVE BASE SALARIES FOR THE EXECUTIVES AND AIMS TO ALIGN PAY WITHPERFORMANCE AND ORGANIZATION OBJECTIVES THROUGH THE USE OFPERFORMANCE-BASED INCENTIVES. ACCORDINGLY, UWA'S 2006 INCENTIVE PROGRAMPROVIDES EXECUTIVES THE OPPORTUNITY TO EARN A PERFORMANCE-BASEDINCENTIVE. THE COO IS ELIGIBLE FOR AN INCENTIVE AWARD OF UP TO $30,000;EVPS ARE ELIGIBLE TO RECEIVE UP TO $25,000, AND GROUP VP, CHIEF OF STAFFAND SVPS ARE ELIGIBLE TO RECEIVE UP TO $20,000. THE INCENTIVE OPPORTUNITYIS INTENDED TO REINFORCE TEAMWORK, COLLABORATION, AND THE ACHIEVEMENT OFSPECIFIC OVERALL ORGANIZATION GOALS.

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STATEMENT 7


- HEALTH AND WELFARE BENEFITS: UWA OFFERS STANDARD HEALTH AND WELFAREBENEFITS TO ALL EXECUTIVES THAT ARE AVAILABLE TO ALL FULL-TIME UWAEMPLOYEES, AS DESCRIBED ABOVE.

- RETIREMENT BENEFITS: SEE "CHIEF EXECUTIVE OFFICER COMPENSATION"ABOVE.

- OTHER BENEFITS AND ALLOWANCES: UWA OFFERS MINIMAL PERQUISITES ANDSUPPLEMENTAL BENEFITS EXCEPT WHERE NECESSARY TO ATTRACT AND RETAIN THEMANAGEMENT TEAM IT REQUIRES TO ACHIEVE THE GOALS OF THE ORGANIZATION, ASDESCRIBED ABOVE.

SUMMARY

IN SUMMARY, THE COMMITTEE BELIEVES THAT THE ABOVE DESCRIBED COMPENSATIONPROGRAM FOR EXECUTIVES IS CONSISTENT WITH THE COMPENSATION POLICY IT HASESTABLISHED, IS ALIGNED WITH UWA'S MISSION, GOALS AND OBJECTIVES, ANDPROVIDES A COMPETITIVE AND MOTIVATING PROGRAM TO ATTRACT AND RETAIN THEOUTSTANDING LEADERSHIP TEAM IT NEEDS TO MEET THE GOALS OF THEORGANIZATION AND MAKE A MEASURABLE IMPACT IN COMMUNITIES IT SERVES.

2900243P 1546


STATEMENT 8

FORM 990, PART I - GROSS SALES LESS RETURNS AND ALLOWANCES==========================================================

DESCRIPTION-----------

AMOUNT------

PUBLICATIONS 102,391.FILM SALES 39,580.DONOR CULTIVATION - ALEXIS DE TOQUEVILLE 1,965.PUBLIC OPINION POLL 272,120.SALES - OTHER 11,751.

TOTAL 427,807.------------

============

3000243P 1546


STATEMENT

FORM 990, PART I - COST OF GOODS SOLD=====================================

BEGINNINGINVENTORY---------

PURCHASES---------

SALARIESAND WAGES---------

OTHER COSTS-----------

MINUS:ENDINGINVENTORY---------

COST OFGOODS SOLD----------


9

PUBLICATIONSFILM SALESDONOR CULTIVATION - ALEXIS DE TOQUEVILPUBLIC OPINION POLLSALES - OTHER

TOTALS------------

============

------------

============

------------

============

------------

============

------------

============

------------

============

3100243P 1546


STATEMENT 10

FORM 990, PART I - OTHER INCREASES IN FUND BALANCES===================================================


AMOUNT------

MINIMUM PENSION LIABILITY 1,200,838.

TOTAL 1,200,838.------------

============

3200243P 1546


STATEMENT 11

FORM 990, PART I - OTHER DECREASES IN FUND BALANCES===================================================


AMOUNT------

TSFR-UNITED WAY TRISTATE NET LIAB TO UWA 315,521.

TOTAL 315,521.------------

============

3300243P 1546


STATEMENT

FORM 990, PART II - OTHER GRANTS AND ALLOCATIONS PAID DURING THE YEAR=====================================================================

RECIPIENT NAME AND ADDRESS--------------------------

RELATIONSHIP TO SUBSTANTIAL CONTRIBUTORAND

FOUNDATION STATUS OF RECIPIENT------------------------------

PURPOSE OF GRANT OR CONTRIBUTION--------------------------------

AMOUNT------

12

GRANTS PAID===========UNITED WAYS OF ALABAMA LOCAL AFFILIATE HURRICANE RELIEF

PUBLIC CHARITY80,000.

532 S. PERRY STREETMONTGOMERY, AL 36104

UNITED WAY OF MARSHALL COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

50,000.705 BLOUNT AVENUEGUNTERSVILLE, AL 35976

UNITED WAY OF EAST CENTRAL ALABAMA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

135,000.1505 WILMER AVENUEANNISTON, AL 36201

UNITED WAY OF NORTHWEST ALABAMA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

134,050.110 SOUTH POPLAR STREETFLORENCE, AL 35630

SOUTH BALDWIN COUNTY UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

90,000.PO BOX 244FOLEY, AL 36536

UNITED WAY OF ETOWAH COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

170,000.PO BOX 1175GADSDEN, AL 35902

UNITED WAY OF SOUTHWEST ALABAMA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

1,485,231.PO DRAWER 89MOBILE, AL 36601

UNITED WAY OF MONROE COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.PO BOX 21MONROEVILLE, AL 36461

3400243P 1546


STATEMENT






AMOUNT------

13

UNITED WAY OF SELMA AND DALLAS COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

47,908.115 VAUGHAN MEMORIAL DRIVESELMA, AL 36701

HEART OF ARKANSAS UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

105,000.516 W. PERSHINGNORTH LITTLE ROCK, AR 72114

UNITED WAY OF GREATER LOS ANGELES LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

200,001.523 WEST 6TH STREETLOS ANGELES, CA 90014

UNITED WAY OF THE BAY AREA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.221 MAIN STREETSAN FRANCISCO, CA 94105

UNITED WAY OF SOUTHWEST COLORADO LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.281 SAWYER DRIVEDURANGO, CO 81303

UNITED WAY OF FLORIDA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

107,500.307B EAST 7TH AVENUETALLAHASSEE, FL 32303

UNITED WAY OF BREVARD COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

40,000.937 DIXON BLVD.COCOA, FL 32922

UNITED WAY OF BROWARD COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

1,000,000.1300 S. ANDREWS AVENUE - ANSIN BUILDINGFORT LAUDERDALE, FL 33316

3500243P 1546


STATEMENT






AMOUNT------

14

UNITED WAY OF OKALOOSA-WALTON COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

70,000.112 TUPELO AVENUE, SEFORT WALTON BEACH, FL 32548

UNITED WAY OF NE FLORIDA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

132,000.PO BOX 41428JACKSONVILLE, FL 32203

UNITED WAY OF MONROE COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

45,000.1400 UNITED STREET, #110KEY WEST, FL 33040

UNITED WAY OF MIAMI-DADE LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

110,000.3250 SW THIRD AVENUE, ANSIN BUILDINGMIAMI, FL 33129

UNITED WAY OF SANTA ROSA COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

66,500.6568 CAROLINE STREETMILTON, FL 32570

HEART OF FLORIDA UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

89,800.1940 TRAYLOR BLVDORLANDO, FL 32804

UNITED WAY OF ESCAMBIA COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

233,000.1301 W. GOVERNMENT STREETPENSACOLA, FL 32501

UNITED WAY OF PALM BEACH COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

200,000.2600 QUANTUM BOULEVARDBOYNTON BEACH, FL 33426

3600243P 1546


STATEMENT






AMOUNT------

15

UNITED WAY OF CENTRAL LOUISIANA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

150,000.1101 FOURTH STREETALEXANDRIA, LA 71301

ASSOCIATION OF LOUISIANA UNITED WAYS LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

184,700.2515 CANAL STREETNEW ORLEANS, LA 70119

CAPITAL AREA UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

514,710.700 LAUREL STREETBATON ROUGE, LA 70802

UNITED WAY OF ST. CHARLES LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

130,000.PO BOX 157LULING, LA 70070

UNITED WAY OF ACADIANA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

657,250.PO BOX 52033LAFAYETTE, LA 70505

UNITED WAY OF SOUTHWEST LOUISIANA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

550,000.715 RYAN STREET, SUITE 102LAKE CHARLES, LA 70601

UNITED WAY OF NE LOUISIANA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

150,000.1201 HUDSON LANEMONROE, LA 71201

UNITED WAY OF IBERIA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

100,000.301 E. PETER STREET, SUITE 101NEW IBERIA, LA 70560

3700243P 1546


STATEMENT






AMOUNT------

16

UNITED WAY OF THE GREATER NEW ORLEANS AREA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

4,000,000.2515 CANAL STREETNEW ORLEANS, LA 70119

UNITED WAY FOR SOUTH LOUISIANA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

181,500.700 LAUREL STREETBATON ROUGE, LA 70802

ST. LANDRY-EVANGELINE UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

150,000.311 W. VINE STREETOPELOUSAS, LA 70570

UNITED WAY OF THE PLAINS LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.245 N. WATER STREETWICHITA, KS 67202

UNITED WAY OF KENTUCKY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.334 E. BROADWAYLOUISVILLE, KY 40202

UNITED WAY OF JACKSON COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

67,500.536 N. JACKSON STREETJACKSON, MI 49201

GREATER TWIN CITIES UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

100,000.404 S. 8TH STREETMINNEAPOLIS, MN 55404

UNITED WAY OF GREATER MONROE COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

30,000.PO BOX 612AMORY, MS 38821

3800243P 1546


STATEMENT






AMOUNT------

17

UNITED WAY OF LINCOLN COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

80,000.230 S. WHITWORTH AVENUEBROOKHAVEN, MS 39602

UNITED WAY OF LOWNDES COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

40,000.501 7TH STREET NORTHCOLUMBUS, MS 39701

UNITED WAY OF SOUTHERN MISSISSIPPI LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

333,000.PO BOX 2128GULFPORT, MS 39505

UNITED WAY OF SE MISSISSIPPI LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

80,000.PO BOX 1648HATTIESBURG, MS 39403

UNITED WAY OF THE CAPITAL AREA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

276,000.PO BOX 23169JACKSON, MS 39225

UNITED WAY OF THE PINE BELT REGION LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

100,000.401 W. OAK STREETLAUREL, MS 39442

UNITED WAY OF MERIDIAN & LAUDERDALE COUNTIES LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

350,000.PO BOX 5376MERIDIAN, MS 39302

UNITED WAY OF JACKSON & GEORGE COUNTIES LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

190,000.3510 MAGNOLIA STREETPASCAGOULA, MS 39567

3900243P 1546


STATEMENT






AMOUNT------

18

UNITED WAY OF GREATER ST. LOUIS LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

65,000.910 NORTH 11TH STREETSAINT LOUIS, MO 63101

UNITED WAY OF NORTH CAROLINA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

50,000.2615 TWO HANNOVER SQUARERALEIGH, NC 27601

UNITED WAY OF BERGEN COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

64,000.690 KINDERKAMACK ROADORADELL, NJ 07649

UNITED WAY OF NEW YORK STATE LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.155 WASHINGTON AVENUEALBANY, NY 12210

OHIO UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.88 E. BROAD STREETCOLUMBUS, OH 43215

UNITED WAY OF CENTRAL OKLAHOMA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

85,000.1315 N. BROADWAY PLOKLAHOMA CITY, OK 73101

UNITED WAY OF PENNSYLVANIA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.17 S. MARKET SQUAREHARRISBURG, PA 17101

UNITED WAY OF GREATER KNOXVILLE LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

90,000.1301 HANNAH AVENUEKNOXVILLE, TN 37921

4000243P 1546


STATEMENT






AMOUNT------

19

UNITED WAY OF THE MID-SOUTH LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

120,000.6775 LENOX CENTER COURTMEMPHIS, TN 38115

UNITED WAYS OF TEXAS LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.1122 COLORADOAUSTIN, TX 78701

UNITED WAY CAPITAL AREA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

500,001.2000 E MARTIN LUTHER KING JR BLVDAUSTIN, TX 78702

UNITED WAY OF BAYTOWN AREA LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

130,000.5309 BECKER DRIVEBAYTOWN, TX 77520

UNITED WAY OF THE COASTAL BEND LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

40,000.711 N. CARANCAHUA STREETCORPUS CHRISTI, TX 78475

UNITED WAY OF METROPOLITAN TARRANT COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

150,000.210 E. 9TH STREETFORT WORTH, TX 76102

UNITED WAY OF THE TEXAS GULF COAST LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

780,000.PO BOX 3247HOUSTON, TX 77253

UNITED WAY WALKER COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

150,000.344 HIGHWAY 75 NORTHHUNTSVILLE, TX 77320

4100243P 1546


STATEMENT






AMOUNT------

20

UNITED WAY OF BRAZORIA COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

136,542.PO BOX 1959ANGLETON, TX 77516

GREATER LONGVIEW UNITED WAY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

133,000.310 S. FREDONIA STREETLONGVIEW, TX 75601

UNITED WAY OF WILLIAMSON COUNTY LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

57,750.1111 NORTH IH-53ROUND ROCK, TX 78664

UNITED WAY OF CENTRAL & SOUTHERN UTAH LOCAL AFFILIATE HURRICANE RELIEFPUBLIC CHARITY

25,000.145 N 100 WPROVO, UT 84601

UNITED WAY OF AMERICA HURRICANE RELIEFPUBLIC CHARITY

1,800,000.701 NORTH FAIRFAX STREETALEXANDRIA, VA 22314

BLACK EQUITY ALLIANCE, INC. NONE HURRICANE RELIEFPUBLIC CHARITY

275,001.475 ROVERSIDE DRIVE, SUITE 700NEW YORK, NY 10115

UNITED WAY OF PULASKI COUNTY LOCAL AFFILIATE 2-1-1 BREAKING THE BARRIERSPUBLIC CHARITY

15,000.PO BOX 3257LITTLE ROCK, AR 72203

UNITED WAY OF WEST CENTRAL MISSISSIPPI LOCAL AFFILIATE 2-1-1 BREAKING THE BARRIERSPUBLIC CHARITY

20,000.PO BOX 203VICKSBURG, MS 39181

4200243P 1546


STATEMENT






AMOUNT------

21

UNITED WAY FOR SOUTHEASTERN MICHIGAN LOCAL AFFILIATE ALLIANCE FOR YOUTHPUBLIC CHARITY

82,400.1212 GRISWOLD STREETDETROIT, MI 48226

CAPITAL AREA UNITED WAY LOCAL AFFILIATE ALLIANCE FOR YOUTHPUBLIC CHARITY

11,886.1111 E. MICHIGAN AVENUE, SUITE 300EAST LANSING, MI 48823

UNITED WAY OF GREATER BATTLE CREEK LOCAL AFFILIATE ALLIANCE FOR YOUTHPUBLIC CHARITY

10,000.PO BOX 137BATTLE CREEK, MI 49016

UNITED WAY OF NORTHERN ARIZONA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1515 E. CEDAR AVENUEFLAGSTAFF, AZ 86004

UNITED WAY OF TUCSON AND SOUTHERN ARIZONA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

1,000.330 N. COMMERCE PARK LOOPTUCSON, AZ 85745

UNITED WAY OF KERN COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.5405 STOCKDALE HIGHWAYBAKERSFIELD, CA 93309

ORANGE COUNTY UNITED WAY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

2,000.18012 MITCHELL AVENUE SOUTHIRVINE, CA 92614

UNITED WAY OF SAN DIEGO COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

2,000.4699 MURPHY CANYON ROADSAN DIEGO, CA 92123

4300243P 1546


STATEMENT






AMOUNT------

22

UNITED WAY OF THE BAY AREA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.221 MAIN STREETSAN FRANCISCO, CA 94105

MILE HIGH UNITED WAY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.2505 18TH STREETDENVER, CO 80211

UNITED WAY OF NORTHERN FAIRFIELD COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.85 WEST STREETDANBURY, CT 06810

UNITED WAY OF THE CAPITAL AREA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.30 LAUREL STREETHARTFORD, CT 06106

UNITED WAY OF GREATER NEW HAVEN LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.71 ORANGE STREETNEW HAVEN, CT 06510

UNITED WAY OF NORWALK & WILTON LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.MERRITT ON THE RIVER 20 GLOVER AVENUENORWALK, CT 06850

UNITED WAY OF LAKE COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

2,000.330 SOUTH GREENLEAF STREETGURNEE, IL 60031

UNITED WAY OF THE PLAINS LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.245 N. WATER STREETWICHITA, KS 67202

4400243P 1546


STATEMENT






AMOUNT------

23

UNITED WAY OF NORTHEAST LOUISIANA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1201 HUDSON LANEMONROE, LA 71201

UNITED WAY FOR SOUTHEASTERN MICHIGAN LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1212 GRISWOLD STREETDETROIT, MI 48226

HEART OF WEST MICHIGAN UNITED WAY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.118 COMMERCE AVENUE SWGRAND RAPIDS, MI 49503

UNITED WAY OF GREATER GREENSBORO LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1500 YANCEYVILLE STREETGREENSBORO, NC 27405

UNITED WAY OF CASS-CLAY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.219 7TH STREET S.FARGO, ND 58103

SOMERSET COUNTY UNITED WAY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1011 US ROUTE 22 WESTBRIDGEWATER, NJ 08807

UNITED WAY OF CAMDEN COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.196 NEWTON AVENUECAMDEN, NJ 08103

UNITED WAY OF PASSAIC COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.20 MILL STREETPATERSON, NJ 07501

4500243P 1546


STATEMENT






AMOUNT------

24

UNITED WAY OF SANTA FE COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

2,000.440 CERRILLOS ROADSANTA FE, NM 87501

UNITED WAY OF NORTHERN NEVADA AND THE SIERRA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

2,000.811 RYLAND STREETRENO, NV 89502

UNITED WAY OF BUFFALO & ERIE COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.742 DELAWARE AVENUEBUFFALO, NY 14209

UNITED WAY OF GREATER CINCINNATI LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.2400 READING ROADCINCINNATI, OH 45202

UNITED WAY OF HANCOCK COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.245 STANFORD PARKWAYFINDLAY, OH 45840

UNITED WAY OF LAWTON-FT. SILL LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1116 SW A AVENUELAWTON, OK 73501

UNITED WAY CAPITAL AREA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.2000 E. MARTIN LUTHER KING JR BLVDAUSTIN, TX 78702

UNITED WAY OF METROPOLITAN DALLAS LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1800 N. LAMAR STREETDALLAS, TX 75202

4600243P 1546


STATEMENT






AMOUNT------

25

UNITED WAY OF EL PASO COUNTY LOCAL AFFLIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1918 TEXAS AVEEL PASO, TX 79901

UNITED WAY OF METROPOLITAN TARRANT COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.210 E. 9TH STREETFORT WORTH, TX 76102

UNITED WAY OF SAN ANTONIO & BEXAR COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.700 SOUTH ALAMOSAN ANTONIO, TX 78293

UNITED WAY OF GREATER RICHMOND AND PETERSBURG LOCAL AFFLIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.2001 MAYWILL STREETRICHMOND, VA 23230

UNITED WAY OF GREATER EAU CLAIRE LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.131 SOUTH BARSTOW STREETEAU CLAIRE, WI 54701

UNITED WAY FOX CITIES LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1820 APPLETON ROADMENASHA, WI 54952

UNITED WAY IN WAUKESHA COUNTY LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

3,000.1717 PARAMOUNT DRIVEWAUKESHA, WI 53186

UNITED WAY OF CANADA - CENTRAIDE CANADA LOCAL AFFILIATE IMPACT TRANSFORMATION PARTNERSHIPPUBLIC CHARITY

2,000.56 SPARKS STREET K1P5A9OTTAWAONTCANADA

4700243P 1546


STATEMENT






AMOUNT------

26

UNITED WAY OF METROPOLITAN DALLAS LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

3,000.1800 N. LAMAR STREETDALLAS, TX 75202

UNITED WAY OF GREATER ST. LOUIS LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

3,200.910 NORTH 11TH STREETSAINT LOUIS, MO 63101

UNITED WAY OF METROPOLITAN ATLANTA LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

3,200.100 EDGEWOOD AVENUE, NEATLANTA, GA 30303

UNITED WAY OF NEW YORK CITY LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

3,200.2 PARK AVENUENEW YORK CITY, NY 10016

UNITED WAY OF KING COUNTY LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

3,087.720 SECOND AVENUESEATTLE, WA 98104

UNITED WAY SERVICES OF GREATER CLEVELAND LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

3,200.1331 EUCLID AVENUECLEVELAND, OH 44115

UNITED WAY OF SOUTHEASTERN PENNSYLVANIA LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

2,510.7 BENJAMIN FRANKLIN PARKWAYPHILADELPHIA, PA 19103

UNITED WAY OF GREATER LOS ANGELES LOCAL AFFILIATE UWA ALTERNATIVE SPRING BREAK PROGRAMPUBLIC CHARITY

3,200.523 WEST 6TH STREETLOS ANGELES, CA 90014

4800243P 1546


STATEMENT






AMOUNT------

27

CENTRO HISPANICO NONE UW PUBLIC SERVICE ADVERTISING HONORARIUMPUBLIC CHARITY

3,000.125 NORTHWEST 25TH ST.MIAMI, FL 33125

CATHOLIC CHARITIES NOTRE DAME NONE UW PUBLIC SERVICE ADVERTISING HONORARIUMPUBLIC CHARITY

3,000.130 NORTHEAST 62ND ST.MIAMI, FL 33138

ASPIRA NONE UW PUBLIC SERVICE ADVERTISING HONORARIUMPUBLIC CHARITY

3,000.5913 S. DIXIE HWYWEST PALM BEACH, FL 33409

ALPER JEWISH COMMUNITY CENTER NONE UW PUBLIC SERVICE ADVERTISING HONORARIUMPUBLIC CHARITY

3,000.11155 SW 112TH AVENUEKENDALL, FL 33176

NONPROFIT TECHNOLOGY ENTERPRISE NETWORK NONE UWA SPONSORSHIP GRANTPUBLIC CHARITY

20,000.870 MARKET STREET, #1264SAN FRANCISCO, CA 94102

CORPORATION FOR ENTERPRISE DEVELOPMENT NONE UWA SPONSORSHIP GRANTPUBLIC CHARITY

25,000.777 NORTH CAPITAL STREET, NE, #800WASHINGTON, DC 20002

INDEPENDENT SECTOR NONE UWA SPONSORSHIP GRANTPUBLIC CHARITY

5,000.1200 18TH ST. NW, #200WASHINGTON, DC 20036

UNITED WAY INTERNATIONAL INTERNATIONAL AFFILIATE UWA SPONSORSHIP GRANTPUBLIC CHARITY

35,000.701 NORTH FAIRFAX STREETALEXANDRIA, VA 22314

4900243P 1546


STATEMENT






AMOUNT------

28

UNITED WAY RETIREES ASSOCIATION NATIONAL AFFILIATE OPERATIONAL SUPPORTPUBLIC CHARITY

25,000.701 NORTH FAIRFAX STREETALEXANDRIA, VA 22314

TOTAL CONTRIBUTIONS PAID 18,270,827.------------

============

5000243P 1546


STATEMENT

FORM 990, PART II, LINE 25A - CURRENT OFFICER COMPENSATION SCHEDULE===================================================================

PROGRAMSERVICES--------

CURRENT OFFICER NAME--------------------

MANAGEMENTAND GENERAL-----------

FUNDRAISING-----------

29

BRIAN A GALLAGHERCOMPENSATION: NONE 466,351. NONECONTRIBUTIONS TO BENEFIT PLANS: NONE 452,484. NONEEXPENSE ACCOUNT: NONE 54,700. NONE

JOSEPH V HAGGERTYCOMPENSATION: 143,329. 143,328. NONECONTRIBUTIONS TO BENEFIT PLANS: 27,807. 27,807. NONEEXPENSE ACCOUNT: NONE NONE NONE

USHA CHAUDHARYCOMPENSATION: 124,964. 124,964. NONECONTRIBUTIONS TO BENEFIT PLANS: 17,032. 17,033. NONEEXPENSE ACCOUNT: NONE NONE NONE

PATICIA TURNERCOMPENSATION: 67,810. 67,809. NONECONTRIBUTIONS TO BENEFIT PLANS: 12,388. 12,387. NONEEXPENSE ACCOUNT: NONE NONE NONE

TOTALS 393,330.------------

============1,366,863.

------------

============NONE

------------

============

5100243P 1546


STATEMENT

FORM 990, PART III - ORGANIZATION'S PRIMARY EXEMPT PURPOSE==========================================================

30

UNITED WAY OF AMERICA IS THE NATIONAL LEADERSHIP ORGANIZATION FORTHE UNITED WAY MOVEMENT, WHOSE MISSION IS TO MOBILIZE THE CARINGPOWER OF COMMUNITIES TO IMPROVE LIVES. 1,300 LOCAL UNITED WAYSCREATE LASTING CHANGE BY TACKLING THE UNDERLYING CAUSES OF THEMOST SERIOUS PROBLEMS IN THEIR COMMUNITIES, IN PARTNERSHIP WITHGOVERNMENT, BUSINESS, OTHER NONPROFIT ORGANIZATIONS, THE FAITHCOMMUNITY, THE MEDIA AND OTHER COMMUNITY LEADERS. UNITED WAYSWORK TO SOLVE PROBLEMS THAT ARE SPECIFIC TO THEIR COMMUNITIES,WITH THREE PRIMARY AREAS OF FOCUS:

EDUCATION - HELPING CHILDREN AND YOUTH ACHIEVE THEIR POTENTIAL;INCOME - CREATING FINANCIAL STABILITY LEADING TO INDEPENDENCE;HEALTH - IMPROVING PEOPLE’S HEALTH.

EDUCATION: HELPING CHILDREN AND YOUTH ACHIEVE THEIR POTENTIAL--

UNITED WAY WORKS TO HELP CHILDREN AND YOUTH ACHIEVE THEIRPOTENTIAL BY FOCUSING ON QUALITY CHILDCARE, SCHOOL READINESS,AND ACADEMIC COMPLETION. UNITED WAY SUCCESS BY 6®, THE NATION’SLARGEST NETWORK OF EARLY CHILDHOOD COALITIONS, IS LEADINGEFFORTS IN 350 COMMUNITIES AND STATES TO PREPARE CHILDREN UNDER6 FOR SCHOOL AND LIFELONG SUCCESS BY IMPROVING THEIR HEALTH,EDUCATION AND WELL-BEING. UNITED WAY OF AMERICA, IN PARTNERSHIPWITH CIVITAS AND THE AD COUNCIL, HAS CREATED BORN LEARNING, ANINNOVATIVE PUBLIC ENGAGEMENT CAMPAIGN DESIGNED TO PROVIDEPARENTS AND CAREGIVERS WITH THE NECESSARY RESOURCES TOCREATE QUALITY EARLY LEARNING OPPORTUNITIES FOR YOUNG CHILDREN.

INCOME: PROMOTING FINANCIAL STABILITY LEADING TO INDEPENDENCE--

THE UNITED WAY FINANCIAL STABILITY PARTNERSHIP™ IS A NATIONWIDEINITIATIVE DESIGNED TO PROVIDE HARD-WORKING INDIVIDUALS ANDFAMILIES WITH TOOLS AND RESOURCES TO INCREASE THEIR INCOME, BUILDSAVINGS, AND ACQUIRE ASSETS SUCH AS PERMANENT HOUSING, RELIABLETRANSPORTATION, ADDITIONAL EDUCATION, AND JOB SKILLS. LOCALUNITED WAYS PARTNER WITH COMMUNITY AGENCIES AND LOCAL BUSINESSESTO PROVIDE SPECIFIC INFORMATION AND EDUCATION ON TAX PREPARATIONAND INCREASE ACCESS TO THE EARNED INCOME TAX CREDIT (EITC); TOTEACH PEOPLE ABOUT MONEY MANAGEMENT, INCLUDING HOW TO GET THE MOSTOUT OF EXISTING EMPLOYER AND PUBLIC BENEFITS; AND TO EDUCATE PEOPLEABOUT DEBT REDUCTION, CREDIT REPAIR SERVICES AND INDIVIDUALDEVELOPMENT ACCOUNTS (IDAS).

HEALTH: IMPROVING PEOPLE’S HEALTH--

LOCAL UNITED WAYS FOCUS ON PROMOTING PREVENTIVE HEALTH CARE,

5200243P 1546


STATEMENT

FORM 990, PART III - ORGANIZATION'S PRIMARY EXEMPT PURPOSE==========================================================

31

INCREASING ACCESS TO HEALTH CARE, AND EDUCATION ON VARIOUS ISSUESSUCH AS OBESITY, SMOKING AND DRUG USE.

NATIONAL LEADERSHIP--

UNITED WAY OF AMERICA PROVIDES NATIONAL LEADERSHIP THROUGH BRANDMANAGEMENT, PUBLIC RELATIONS, PUBLIC POLICY / ADVOCACY, AND THEMANAGEMENT OF RELATIONSHIPS WITH NATIONAL CORPORATE, PHILANTHROPICAND FOUNDATION PARTNERS, INCLUDING A 35-YEAR PARTNERSHIP WITH THENATIONAL FOOTBALL LEAGUE. UNITED WAY OF AMERICA ALSO PROVIDESSUPPORT SERVICES TO LOCAL UNITED WAYS, INCLUDING TRAINING, CONSULTATION, MEDIATION, CONFERENCES, NATIONAL RESEARCH ANDASSESSMENT TOOLS.

ACCOUNTABILITY--

UNITED WAY OF AMERICA EMPHASIZES ACCOUNTABILITY AND TRANSPARENCYIN ITS OPERATIONS AND ITS LEADERSHIP OF THE UNITED WAY MOVEMENT.LOCAL UNITED WAYS ADHERE TO STRICT MEMBERSHIP STANDARDS OF FINANCIALACCOUNTABILITY, ETHICS AND GOVERNANCE.

5300243P 1546


STATEMENT

FORM 990, PART III - OTHER PROGRAM SERVICES (LINE E)====================================================


GRANTS ANDALLOCATIONS-----------

EXPENSES--------

32

BRAND LEADERSHIP INCLUDES BRANDING AND PROMOTION,PUBLIC RELATIONS, RESEARCH, PUBLISHING ANDPRODUCTION OF CAMPAIGN FILMS AND MATERIALS,PRODUCTION OF NATIONAL FOOTBALL LEAGUE TELEVISIONSPOTS AND INTERNAL COMMUNICATIONS. 39,261. 7,699,205.ENTERPRISE SERVICES ENCOMPASSES BOTH THETECHNOLOGY ASSETS AS WELL AS THE ALTERNATIVESERVICE DELIVERY STRUCTURES ASSOCIATED WITHSPECIFIC PRODUCT GROUPS. THE TECHNOLOGY ASSETSINCLUDE THE INTERNAL TECHNOLOGY OPERATIONS, THENATIONAL WEB SITE AND THE EXTRANET CONNECTINGLOCAL UNITED WAYS. 31,844. 1,626,915.CAMPAIGN AND PUBLIC RELATIONS IS UWA'S TRI-STATEREGIONAL OFFICE WHICH IS RESPONSIBLE FOR RAISINGCHARITABLE FUNDS FROM EMPLOYEES AND COMPANIESTHROUGH UNITED WAY CAMPAIGNS AT A GROUP OFPARTICIPATING COMPANIES WHOSE EMPLOYEES LIVE AND/OR WORK IN THE NEW YORK TRI-STATE REGION AND WHOELECT TO PARTICIPATE IN THE REGIONAL CAMPAIGN.WORKPLACE CAMPAIGNS AT PARTICIPATING COMPANIES AREORGANIZED IN COOPERATION WITH THIRTY PARTICIPATINGLOCAL UNITED WAYS IN THE TRI-STATE REGION. THEUWA ACTIVITIES AT THE TRI-STATE REGIONAL OFFICEBEGAN ON OCTOBER 1, 2006, UPON THE DISSOLUTIONOF THE UNITED WAY OF TRI-STATE. NONE 387,862.

TOTALS 71,105.--------------

==============9,713,982.

--------------

==============

5400243P 1546


STATEMENT

FORM 990, PART IV - INVESTMENTS - OTHER=======================================


ENDINGBOOK VALUE----------

33

INVESTMENT IN UNITED WAY STORE 1,527,156.

TOTALS 1,527,156.---------------

===============

5500243P 1546


STATEMENT

FORM 990, PART IV - OTHER ASSETS================================



34

POOLED INC FUND&CHAR GIFT ANN 1,649,338.CASH SURRENDER VAL-LIFE INS. 144,519.PREPAID PENSION ASSET 3,917,803.CUSTODIAL FUNDS 4,846,917.OTHER NONCURRENT ASSETS 150,358.

TOTALS 10,708,935.---------------

===============

5600243P 1546


STATEMENT

FORM 990, PART IV - OTHER LIABILITIES=====================================



35

POST RETIREMENT BENEFITS 2,713,667.ACCRUED PENSION 2,704,802.CUSTODIAL LIAB/PLANNED GIFTS 1,649,338.CUSTODIAL FUNDS 4,846,917.ACCRD REORGANIZATION EXPENSES 947,409.

TOTALS 12,862,133.---------------

===============

5700243P 1546


STATEMENT

FORM 990, PART V-A - CURRENT OFFICERS, DIRECTORS, AND TRUSTEES==============================================================

NAME AND ADDRESS----------------

TITLE AND TIMEDEVOTED TO POSITION-------------------

COMPENSATION------------

CONTRIBUTIONSTO EMPLOYEEBENEFIT PLANS-------------

EXPENSE ACCTAND OTHERALLOWANCES----------

36

BRIAN A GALLAGHER PRESIDENT/CEO48.00

466,351. 452,484. 54,700.701 N. FAIRFAX STREETALEXANDRIA, VA 22314SEE GENERAL EXPLANATION ATTACHMENT FOR ADDITIONAL COMPENSATIONINFORMATION.COMPENSATION INCLUDES BASE SALARY ($405,000); BONUS ($55,000) AND FLEXCREDITS ($6,351).BENEFITS INCLUDE QUALIFIED PLAN ($29,072); 403(B) ($32,600); SERP($292,271); 457(B) ($15,000); LIFE INSURANCE ($68,400); MEDICAL($14,076); GROUP LIFE INSURANCE ($15); AND LONG-TERM DISABILITY($1,050).EXPENSES INCLUDE HOUSING ($47,500) AND AUTO ($7,200).

JOSEPH V HAGGERTY COO48.00

286,657. 55,614. NONE701 N. FAIRFAX STREETALEXANDRIA, VA 22314SEE GENERAL EXPLANATION ATTACHMENT FOR ADDITIONAL COMPENSATIONINFORMATION.

USHA CHAUDHARY TREASURER/CFO56.00


5800243P 1546


STATEMENT







37

PATICIA TURNER SECRETARY/GEN COUNSEL41.00


RODNEY E SLATER CHAIRMAN/GOVERNANCE CHAIR1.00

NONE NONE NONE701 N. FAIRFAX STREETALEXANDRIA, VA 22314

JOHNETTA B COLE PHD IMMEDIATE PAST CHAIR1.00


WILLIAM G PARRETT CHAIR ELECT1.00


LINDA CHAVEZ-THOMPSON SECRETARY1.00


KAROL DEWULF NICKELL TREASURER1.00


CHARLOTTE LUNSFORD BERRY VICE CHAIR1.00


5900243P 1546


STATEMENT







38

BARBARA J EASTERLING VICE CHAIR1.00


DAVID J BRONCZEK BOARD OF TRUSTEE/BRAND CHAIR1.00


JOHN J BRENNAN BOARD OF TRUSTEE/INTERIM COMP1.00


ARTHUR P BELLIS BOARD OF TRUSTEE1.00


JOE BROWNE BOARD OF TRUSTEE1.00


PEGGY CONLON BOARD OF TRUSTEE1.00


THE RT REV CAROL J GALLAGHER BOARD OF TRUSTEE1.00


WILLIAM H GATES SR BOARD OF TRUSTEE1.00


6000243P 1546


STATEMENT







39

J BARRY GRISWELL BOARD OF TRUSTEE1.00


CINDA A HALLMAN BOARD OF TRUSTEE1.00


BILL MATASSONI BOARD OF TRUSTEE1.00


MANUEL MIRABAL BOARD OF TRUSTEE1.00


KENNETH E RIGMAIDEN BOARD OF TRUSTEE1.00


ROYETTA K SANFORD BOARD OF TRUSTEE1.00


ROBERTO E SANTA MARIA BOARD OF TRUSTEE1.00


SHEILA WELLINGTON BOARD OF TRUSTEE1.00


6100243P 1546


STATEMENT







40

RAUL YZAGUIRRE BOARD OF TRUSTEE1.00


GRAND TOTALS 1,138,555.--------------

==============566,938.

--------------

==============54,700.

--------------

==============

6200243P 1546


STATEMENT

FORM 990, PART V-A RELATIONSHIP SCHEDULE========================================

RELATIONSHIP SCHEDULE---------------------

41

NAME OF OFFICER, DIRECTOR, ETC: PEGGY CONLONNAME OF RELATED ENTITY: ADVERTISING COUNCILTITLE OR ROLE: PEGGY CONLON IS PRESIDENT/CEO OFRELATIONSHIP: THE AD COUNCIL (SCH A PART II-B)

6300243P 1546


STATEMENT

FORM 990, PART VI - NAMES OF RELATED ORGANIZATIONS==================================================

42

RELATED ORGANIZATION NAME:

EXEMPT: NONEXEMPT:

UNITED E-WAY

X

RELATED ORGANIZATION NAME:

EXEMPT: NONEXEMPT:

UNITED WAY STORE (FKA SALES SERVICE/AMERICA

X

6400243P 1546


STATEMENT

FORM 990, PART VI, LINE 90A - STATES====================================

43

AL,AR,CA,CT,DC,FL,GA,IL,KS,KY,LA,ME,MD,MA,MI,MN,MS,NH,NJ,NM,NY,NC,ND,OH,OK,OR,PA,RI,SC,TN,UT,VA,WA,WV,WI,

6500243P 1546


STATEMENT

FORM 990, PART VIII - ACCOMPLISHMENT OF EXEMPT PURPOSES=======================================================

LINENO.---

EXPLANATION OF HOW EACH ACTIVITY FOR WHICH INCOMEIS REPORTED IN COLUMN (E) OF PART VII CONTRIBUTEDIMPORTANTLY TO THE ACCOMPLISHMENT OF EXEMPT PURPOSES----------------------------------------------------

44

93A TUITION RECEIPTS RELATED TO TRAINING PROGRAMS CONDUCTED BYTHE ORGANIZATIONAL CONTINUING EDUCATION CENTER. ATTENDEESAT THESE CENTER FOR COMMUNITY LEADERSHIP TRAINING PROGRAMSINCLUDE BOTH PROFESSIONAL STAFF AND VOLUNTEERS FROM A WIDEVARIETY OF UNITED WAY ORGANIZATIONS THROUGHOUT THE UNITEDSTATES.

93B FEES GENERATED FROM CONFERENCES HELD TO PROMOTE COMMUNITYPROBLEM SOLVING AND ENCOURAGE VOLUNTEER AND MENTORINGPROGRAMS.

93C FEES GENERATED FROM PARTICIPANTS IN TRAINING AND MENTORINGPROGRAMS ALONG WITH FEES CHARGED FOR PROVIDING THE SERVICESOF UWA STAFF.

93B INCOME GENERATED BY PROVIDING ACCESS TO UWA'S LOCAL AREANETWORK. PRINT SERVICE INCOME IS ALSO INCLUDED.

94 DUES CHARGED TO LOCAL UNITED WAY ORGANIZATIONS THAT AREREQUIRED FOR MEMBERSHIP IN THE UNITED WAY SYSTEM AND FORTHE PROVISION OF SERVICES.

102 REVENUE GENERATED FROM THE SALE OF SUPPLIES AND MATERIALSTO LOCAL UNITED WAY ORGANIZATIONS FOR FUNDRAISING, ANDCONTINUING EDUCATION.

103A REVENUES GENERATED WHICH CONTIBUTE TO THE ACCOMPLISHMENT- B OF THE ORGANIZATION'S EXEMPT PURPOSE.

6600243P 1546


STATEMENT

FORM 990, PART IX - INFORMATION REGARDING TAXABLE SUBSIDIARIES==============================================================

PERCENTAGEOWNERSHIPINTEREST--------

NATURE OFBUSINESS ACTIVITIES-------------------

TOTALINCOME------

ENDINGASSETS------

NAME AND ADDRESSEMPLOYER IDENTIFICATION NUMBER------------------------------

45

UNITED WAY STORE SALES AND BRANDING100.000000 71,085. 2,424,322.3600 WHEELER AVENUEALEXANDRIA, VA 2230462-1436182

TOTAL INCOME 71,085.------------

============2,424,322.

------------

============

6700243P 1546


STATEMENT 46

FORM 990, PART XI - TRANSFERS FROM CONTROLLED ENTITIES STATEMENT================================================================

CONTROLLED ENTITY'S NAME: UNITED WAY STORECONTROLLED ENTITY'S ADDRESS: 3680 WHEELER AVENUECITY, STATE & ZIP: ALEXANDRIA, VA 22304EIN: 62-1436182TRANSFER AMOUNT: 200,000.EXPLANATION OF TRANSFER FROM CONTROLLED ENTITY:

DIVIDEND PAYMENT

CONTROLLED ENTITY'S NAME: UNITED WAY STORECONTROLLED ENTITY'S ADDRESS: 3680 WHEELER AVENUECITY, STATE & ZIP: ALEXANDRIA, VA 22304EIN: 62-1436182TRANSFER AMOUNT: 318,394.EXPLANATION OF TRANSFER FROM CONTROLLED ENTITY:

ROYALTY PAYMENTS

6800243P 1546


STATEMENT

SCHEDULE A, PART I - COMPENSATION OF THE FIVE HIGHEST PAID EMPLOYEES====================================================================




CONTRIBUTIONSTO EMPLOYEE

BENEFIT PLANS-------------

EXPENSEACCOUNT-------

47

MICHAEL SCHREIBER EXEC VP42.00

248,507. 40,355. NONE701 NORTH FAIRFAX STREETALEXANDRIA, VA 22314

CYNTHIA ROUND EXEC VP56.00


PHILLIP MANVILLE EXEC VP45.00


DEBORAH FOSTER EXEC VP53.00


MARY KAY LEONARD EXEC VP46.00


TOTAL COMPENSATION 1,154,916.----------

==========232,037.

----------

==========NONE

----------

==========

6900243P 1546


STATEMENT

SCH. A, PART II-A COMPENSATION OF THE 5 HIGHEST PAID FOR PROF. SERV.====================================================================

48

ERNST AND YOUNG LLP AUDIT AND ANALYSIS 372,086.8484 WESTPARK DRIVEMCLEAN, VA 22102

LARSON ALLEN LLP ACCOUNTING SUPPORT 133,447.200 SOUTH 6 STREET, STE 300MINNEAPOLIS, MN 55402

BLANK ROME COMISKY AND MCCAULEY LEGAL ASSISTANCE 109,581.600 NEW HAMPSHIRE AVE, NWWASHINGTON, DC 20037

STEPTOE AND JOHNSON LEGAL ASSISTANCE 87,951.1330 CONNECTICUT AVENUE, NWWASHINGTON, DC 20036

BDO SEIDMAN LLP AUDIT 84,249.130 EAST RANDOLPH, STE 2800CHICAGO, IL 60601

TOTAL COMPENSATION 787,314.------------

============

7000243P 1546


STATEMENT

SCH. A, PART II-B COMPENSATION OF THE 5 HIGHEST PAID FOR OTHER SERV.====================================================================

49

REACTOR FILMS PRODUCTION SERVICES 538,272.1330 4TH STREETSANTA MONICA, CA 90401

ADVERTISING COUNCIL ADVERTISING DVLPMNT 382,899.261 MADISON AVENUE, 11TH FLOORNEW YORK, NY 10016

STRATEGIC ENHANCEMENT GROUP BUSINESS CONSULTANT 361,235.2210 DEAN STREET, UNIT GST. CHARLES, IL 60175

DELTA MARKET RESEARCH MARKET RESEARCH 352,720.333 NORTH YORK ROADHATBORO, PA 19040

EDELMAN PUBLIC RELATIONS 312,180.1875 EYE STREET, NW STE 900WASHINGTON, DC 20006

TOTAL COMPENSATION 1,947,306.------------

============

7100243P 1546


STATEMENT

SCHEDULE A, PART III - EXPLANATION FOR LINE 2C==============================================

50

PEGGY CONLON, A NONCOMPENSATED MEMBER OF THE BOARD OF TRUSTEES, ALSOSERVES AS PRESIDENT/CEO OF THE AD COUNCIL. THE AD COUNCIL HAS PROVIDEDCONTRACT SERVICES AND HAS PERFORMED PRO BONO WORK FOR UNITED WAY OFAMERICA THROUGHOUT THE YEAR..WILLIAM G. PARRETT, THE NONCOMPENSATED CHAIRMAN ELECT OF THE BOARD OFTRUSTEES, IS THE CEO OF DELOITTE TOUCHE TOHMATSU LLP WHICH PROVIDESPRO BONO CONSULTING SERVICES TO UNITED WAY OF AMERICA.

7200243P 1546


STATEMENT

SCHEDULE A, PART III - EXPLANATION FOR LINE 3A==============================================

51

ORGANIZATIONS WITH GOALS AND ACTIVITIES SIMILAR TO THOSE OF UNITEDWAY OF AMERICA (PRIMARILY LOCAL UNITED WAYS) ARE SELECTED TO RECEIVEEDUCATIONAL SCHOLARSHIPS AND/OR FELLOWSHIPS BASED UPON APPLICATIONSSUBMITTED. THE PURPOSE IS TO ENHANCE THE EDUCATION OF THE RECIPIENTORGANIZATION AND INDIVIDUALS TO HAVE A GREATER IMPACT ONCOMMUNITIES.

7300243P 1546


STATEMENT

SCHEDULE A, PART IV-A - OTHER INCOME====================================


TOTAL-----

2005----

2004----

2003----

2002----

52

CASH DISCOUNTS 186. 132. 95. 531. 944.MISCELLANEOUS REVENUE 218,773. 118,286. 31,451. 51,459. 419,969.

TOTALS 218,959.------------

============118,418.

------------

============31,546.

------------

============51,990.

------------

============420,913.

------------

============

EIN:FYE:

FORM 990, PART II, LINE 42 AND PART IV, LINE 57 - FIXED ASSETS and DEPRECIATION

CurrentDepreciation

AccumulatedDepreciation

Net BookValueDescription Cost

LandLand ImprovementsBuildingsLeasehold ImprovementsEquipmentFurniture & Fixtures

Property, Plant & Equipment

Construction in Progress

Total Fixed Assets, line 57

Total Depreciation Expense, line 42

NOTE: Depreciation is calculated using the straight-line method over the estimated useful life of the asset.

6E1260 1.000

7400243P 1546

13-1635294

2,102,080.

12359614. 375,370.1,293,619. 203,486.6,923,506. 233,434.

22678819. 812,290.

22678819.

812,290.

2,102,080.

8,177,360. 4,182,254.622,108. 671,511.

6,503,889. 419,617.

15303357. 7,375,462.

15303357. 7,375,462.

NONE

NONE

NONE

NONE

Documents

990 Return of Organization Exempt From Income Tax … Form 990.pdf · 990 Return of Organization Exempt From Income Tax OMB No. 1545-0047 ... Instruc-tions. ... and (B) mmmmmmmmmmmmmmmmmmmmmmmmI