2011-05-13T10:26:16-05:00 2010-06-30 CBIZ Tofias 350 Massachusetts Avenue Cambridge MA 02139 990 2009-07-01 042103579 TRUSTEES OF PHILLIPS ACADEMY TRUS 9787494000 180 MAIN STREET ANDOVER MA 018104161 Stephen D Carter 9787494000 2011-05-13 1 6177610600 2009 2016-02-24 21:20:13Z Barbara L chase 180 MAIN STREET ANDOVER MA 018104161 319419985 0 X www.andover.edu X 1778 MA PHILLIPS ACADEMY IS A COEDUCATIONAL, RESIDENTIAL SECONDARY SCHOOL LOCATED IN ANDOVER, MASSACHUSETTS FOR STUDENTs IN GRADES NINE THROUGH TWELVE AND POST-GRADUATES. THE SCHOOL STRIVES TO HELP YOUNG PEOPLE FROM DIVERSE BACKGROUNDS ACHIEVE THeiR POTENTIAL NOT ONLY INTELLECTUALLY, BUT ALSO ARTISTICALLY, ATHLETICALLY AND MORALLY, SO THAT THEY MAY LEAD RESPONSIBLE AND FULFULLING LIVES. 22 20 1103 2819 -1190652 -2060727 31433877 35070317 47674864 48677156 13224065 34984777 270355 -1184101 92603161 117548149 16116251 15850554 0 49918480 48784037 73365 2000 7989858 33107697 33672795 99215793 98309386 -6612632 19238763 938939200 1016005717 142358068 145994335 796581132 870011382 Phillips Academy is a coeducational, boarding school located in Andover, Massachusetts for students in grades nine through twelve and post-graduates. The school strives to help young people from diverse backgrounds achieve thier potential not only intellectually, but also artistically, athletically and morally, so that they may lead responsible and fulfulling lives. 0 0 71997687 15319150 44881474 Education 1,105 Students - Regular Session Grades 9 - 12: Phillips Academy is a residential secondary school which seeks students of intelligence and integrity from diverse cultural, racial, socioeconomic and geographic backgrounds. The school's residential structure enables faculty to support students in their personal, social and intellectual development. The academic program fosters excellence in all disciplines within the liberal arts tradition. Faculty members guide students in mastering skills, acquiring knowledge and thinking critically, creatively and independently. The school strives to help young people achieve their potential not only intellectually, but also artistically, athletically and morally, so that they may lead responsible and fulfilling lives. The Academy is committed to establishing an environment that encourages people of diverse backgrounds and beliefs to understand and respect one another and to be sensitive to the differences of gender, ethnicity, class and sexual orientation. In its programs the school seeks to promote a balance of leadership, cooperation and service, together with a deeper awareness of the global community and natural world. Andover's 1778 constitution charges the Academy to prepare "Youth from Every Quarter" to understand that "Goodness without knowledge is weak ... yet knowledge without goodness is dangerous." This obligation challenges students in mind, body and spirit to see beyond themselves and to go beyond the familiar; to remain committed to developing what is finest in themselves and others, for others and themselves. 2732027 337540 3590876 Education 558 Students - Summer Session: The Summer Session offers its students five weeks of intensive academic and personal growth. It encompasses demanding classes, recreational afternoon activities, engaging trips to colleges, social and cultural opportunities, and welcoming dormitories that prepare students for collegiate residential life in an environment designed for their age group. In keeping with one of the Academy's ideals "to be a private school with a public purpose", Summer Session strives yearly to increase its financial aid budget in order to offer the experience to ever more qualified and deserving applicants. Summer Session also works cooperatively with other programs such as Summer Search, Minds Matter, The Jack Kent Cooke Foundation, Memphis Prep, Rainier Scholars, and others to identify scholars "from every quarter". Finally, Summer Session provides the umbrella for the other outreach programs that populate the campus during the summer, making sure that their physical and residential needs are met. 587485 5164 Education 109 Students - Math and Science for Minority Students (MS)2: (MS)2, founded in 1977, offers African American, Latino and Native American public school students from targeted cities across the United States the opportunity to immerse themselves in the study of mathematics and science for three consecutive summers at Andover. The program is free to all students accepted and all (MS)2 scholars begin the program the summer following 9th grade; therefore, they must be in 9th grade when they apply. The program provides the scholars with appropriate and rigorous challenges in order to prepare them better for college and careers in engineering, science, medicine, computers, and other technical fields. 1000782 34800 204806 total of all other program services the institute for recruitment of teachers (irt) addresses the lack of diversity in the nation's teaching faculties by recruiting outstanding students of color and other scholars committed to diversity, counseling them through the graduate school application process, and advocating for sufficient funding for advanced study. annually, the institute recruits and enrolls approximately 100 talented students who are majoring in the humanities, social sciences, or education, to its two distinct programs: the summer workshop for rising and graduating college seniors; and the associate program for college seniors and recent graduates who wish to continue their educational studies. since 1990, the irt has built a national consortium of colleges and universities now totalling 41 institutions that are eager to enroll irt fellows in order to diversify their graduate student bodies and to expand the pipeline of educators to teach, counsel, and administrate in american schools, colleges, and universities. more than 90 percent of participants have received full tuition waivers and partial-to-full fellowship funding for up to six years of graduate study. to date, the irt has worked with over 1,400 students. of that number, over 400 have already received master's degrees and an additional 138 have earned ph.d.s. in the coming decades, a number of these scholars will emerge as leaders in american schools, colleges, and universities. Andover Bread Loaf (ABL) Founded in 1987, ABL is based on the Phillips Academy campus. A collaboration between Phillips Academy and the Bread Loaf School of English, Middlebury College's graduate school of English, ABL focuses its work in communities with high poverty rates and particularly urban areas in the United States and internationally. ABL works with U.S. and international teachers and students to enhance the teaching and learning of writing and to help catalyze educational renewal in public school classrooms, schools and school systems. Two summer workshops are at the heart of ABL. The ABL Writing Workshop is a professional development workshop serving 15 - 20 teachers per summer from urban schools in the U.S. The Lawrence Student Writers Workshop is a program for students, enrolling 80-90 Lawrence, Massachusetts public school students every summer. In addition to the work done with teachers and students in the summer, ABL staff work year-round to support program participants in their schools and community organizations, offering workshops, conferences, after-school events, and other similar programs. Phillips Academy-Leonard School (PALS) is a two-year educational enrichment program for seventh- and eighth-grade students from Lawrence, MA, who are teacher-recommended as academically capable, top in their classes in school, and self-motivated. PALS serves up to 40 students annually from the Leonard, Parthum, Oliver and South Lawrence East Schools. During the academic year, this program operates under the auspices of the Academy's Community Service program. The summer program is separately funded providing four weeks of academic enrichment for these students. Each year a number of these students are admitted to private schools to further their academic and personal growth. The Andover Soccer Camp provides a safe, affordable and enjoyable soccer camp experience for young people from Andover and the surrounding communities. The camp offers first-rate soccer instruction and utilizes the numerous campus resources at Phillips Academy. The camp stresses individual skill-building, fitness and health training, and team-building exercises. 1000782 34800 204806 76317981 1 1 0 1 0 0 1 0 1 1 1 0 1 0 1 0 0 0 0 0 0 1 1 1 1 0 0 0 0 0 1 1 1 1 1 1 1 0 0 0 1 1 0 0 1 369 0 1 1103 1 1 1 0 0 0 0 0 0 0 0 22 20 1 0 0 0 0 0 0 1 0 0 0 1 1 1 1 1 1 1 1 0 MA ME X Elliot HACKER 9787494000 Phillips Academy 180 main st Andover MA 018104161 Barbara L Chase 60.00 X X 375847 0 183180 Daniel P Cunningham 3.00 X 0 0 0 Peter LS Currie 3.00 X 0 0 0 louis g elson 3.00 X 0 0 0 Shelly D Guyer 3.00 X 0 0 0 thomas c israel 4.00 X X 0 0 0 Mollie L Lasater 3.00 X 0 0 0 chien lee 3.00 X 0 0 0 gary lee 3.00 X 0 0 0 william m lewis jr 3.00 X 0 0 0 Scott Mead 3.00 X 0 0 0 tammy snyder murphy 3.00 X 0 0 0 Stephen C Sherrill 3.00 X 0 0 0 Stanley S Shuman 3.00 X 0 0 0 Joshua L Steiner 3.00 X 0 0 0 oscar l tang 4.00 X X 0 0 0 susan urie donahue 3.00 X 0 0 0 george r ireland 3.00 X 0 0 0 Susanna A Jones 3.00 X 0 0 0 Michael Schmertzler 3.00 X 0 0 0 mary-ann somers 3.00 X 0 0 0 ronald takvorian MD 3.00 X 0 0 0 stephen d carter 55.00 X 222002 0 75928 Amy c Falls 55.00 X 494063 0 28829 Peter R Ramsey 55.00 X 275452 0 53375 Temba T Maqubela 55.00 X 196876 0 112534 rebecca m sykes 55.00 X 196641 0 77648 JANE F FRIED 55.00 X 191024 0 76725 brian t allen 55.00 X 164146 0 26276 david a flash 55.00 X 174864 0 20170 Michael R Reist 55.00 X 185979 0 21061 luanne m kirwin 55.00 X 154517 0 20178 christine m adams 55.00 X 168960 0 21876 richard j keller 55.00 X 154551 0 59676 2954922 0 777456 36 0 1 0 erland construction inc 83 2nd ave burlington MA 01803 Construction Management 6754530 shawmut design & Construction 560 harrison ave boston MA 02118 Construction Management 5186123 aramark corporation 1101 market street philadelphia PA 19107 dining hall services 4971854 consigli construction co inc 197 main st milford MA 017572607 Construction Management 980033 monticello assoc inc 1200 17th st ste 2600 denver CO 80202 investment consultant 250000 23 7560 35062757 1828856 35070317 Tuition and fees 900099 46087191 46087191 Other Income 900099 2589965 2589965 48677156 4396989 4396989 232438635 201850847 30587788 30587788 30587788 27540 20989 6551 6551 Hockey Rink/courts Ren 713940 437419 437419 Child Care Center 624410 96219 96219 income from partnershi 525990 -1726914 -1726914 2624 2624 -1190652 117548149 48683707 -1190652 34984777 153900 153900 15696654 15696654 2867243 318673 1985460 563110 312647 194250 118397 36502793 26908084 6024409 3570300 3203492 2413481 499024 290987 3007660 2336823 360773 310064 2890202 2055973 524097 310132 156857 156857 114497 114497 900 900 2000 2000 1162438 1162438 95149 91198 2850 1101 93421 93421 4787468 3190025 813442 784001 335680 167840 100704 67136 44499 44499 3783197 3347746 371972 63479 649296 367629 53570 228097 471597 217596 87218 166783 4139041 3153723 702838 282480 7099664 6028070 924855 146739 679817 558016 87419 34382 Replacement & Renewal 3245902 3245902 Food Service 1921233 1921233 Instruction 1620890 1620890 Office of Academy Resou 1049488 1049488 physical plant 760103 760103 1461658 1432252 28224 1182 98309386 76317981 14001547 7989858 3906289 10810084 39095309 46996518 397993 247516 918931 526430 826486 971836 527298 521454 3167026 3510773 294358957 71590012 212394219 222768945 127764400 136365559 545485084 575396990 931103 670473 3525062 17219139 938939200 1016005717 12715850 14113975 19605625 19957618 98520000 97205000 11516593 14717742 142358068 145994335 X 269778214 287463264 276114685 315510889 250688233 267037229 796581132 870011382 938939200 1016005717 X 0 1 1 X 0 X RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 0 0 0 0 0 0 1 900 900 0 Part II-B, Line 1i: Explanation of Other Lobbying Activities: The academy pays membership dues totaling $900 to an organization which may engage in lobbying activities. therefore, a portion of the dues may be attributable to lobbying activities. X X X X 0 621185698 20370772 88775296 10902048 26007245 693422473 778477208 6778003 -124048818 12172240 27848455 621185698 0.26900 0.73100 0.00000 1 0 305458 305458 263719408 63073864 200645544 6485813 2813895 3671918 23848278 5702253 18146025 222768945 private real assets, absolute return, other 92188960 F cash and cash equivalents 1750535 F domestic equities 9402138 F international equities 77923934 F hedge funds 280554957 F private equity and venture capital 93944213 F real estate 19632253 F 575396990 Asset Retirement Obligation 1759512 Interest Rate Swaps 11449832 premium on bonds payable 1508398 14717742 117548149 98309386 19238763 57634502 -3443015 54191487 73430250 154998702 57634502 -18382166 39252336 115746366 1831180 -29397 1801783 117548149 81568452 3324745 3324745 78243707 1831180 18234499 20065679 98309386 Part III, Line 1a: The Academy records gifts of securities and other non-cash assets at fair value at the date of contribution, with the exception of additions to the Academy's collections of art, artifacts, antiques, and rare books. The Academy does not capitalize its collections; therefore, gifts or additions to the collections are not reflected in the Academy's financial statements. The Academy's collections comprise primarily those of its two museums, the Addison Gallery of American Art and the Robert S. Peabody Museum of Archaeology. Open and free to the public, both are academic museums that serve as resources for Academy students, students from surrounding communities and the general public. The collection of the Addison Gallery of American Art includes more than 16,000 works of art and is recognized as a world-class center of American art. The Robert S. Peabody Museum of Archaeology is one of the nation's major repositories of Native American archaeological collections, containing more than 500,000 objects representing nearly every indigenous culture area in North America. Part III, Line 4: the academy maintains the addison gallery of american art (the "addison"), an academic art museum dedicated to the collection of american art. The musuem's purpose is to acquire, preserve, interpret, and exhibit works of art for the education and enjoyment of local, regional, national and international audiences, including the students, faculty, and community of phillips academy, and other students, teachers, scholars, and the general public. The academy also maintains the robert s. peabody museum of archaeology (the "Peabody") which is comprised of collections of artifacts, documents, and images cataloging the indigenous cultures of the americas, past and present, a comparative collection, as well as books, monographs and serials on archaeology and native cultures of the americas. these materials serve the education and research needs primarily of the phillips academy community and to a lesser extent regional schools within the mid-merrimack river valley. the peabody has developed over fifty single-class curriculum units and teaches an interdisciplinary course in human origins with the biology department, drawing upon staff expertise, its library, research, image and archives collections. the peabody is currently developing a new class with the academy art department, "Primitive Pot." Peabody personnel also supervise the History and Archaelogy clubs and student independent projects. further use of the collections by students with an interest in archaeology and anthropology takes place as senior independent projects. Part V, Line 4: Description of Intended Use of Endowment Funds: Andover's endowment is a critical source of support for the academy. The endowment comprises a wide variety of funds with a wide variety of purposes, including unrestricted funds, financial aid, faculty chairs, the addison gallery, the peabody museum and other special intents. Totaling $693 million at June 30, 2010, the endowment currently supports approximately 40% of the academy's budget. Part V, Line 3a: The academy is an income-only beneficiary of certain perpetual trusts whose aggregate market value at june 30, 2010 was $5,037,184. Part X: Description of Uncertain Tax Positions Under FIN 48: The Academy accounts for the effect of any uncertain tax positions based on a "more likely than not" threshold to the recognition of the tax positions being sustained based on the technical merits of the position under scrutiny by the applicable taxing authority. If a tax position or positions are deemed to result in uncertainties of those positions, the unrecognized tax benefit is estimated based on a "cumulative probability assessment" that aggregates the estimated tax liability for all uncertain tax positions. Interest and penalties assessed, if any, are accrued as income tax expense. The Academy has identified its tax status as a tax-exempt entity as a tax position; however, the Academy has determined that such tax position does not result in an uncertainty requiring recognition. The Academy is not currently under examination by any taxing jurisdiction. Its federal and state income tax returns are generally open for examination for three years following the date filed. Part XI, Line 8 - Other Adjustments: Change in Value of Split-Interest Agreements: -147667. unrealized Loss on swap market value: -3295348. Part XII, Line 2d - Other Adjustments: Financial aid: -14546300. capital campaign expenses: -3688199. change in value of split-interest agreements: -147667. Part XII, Line 4b - Other Adjustments: Cost of Goods Sold: -29397. Part XIII, Line 2d - Other Adjustments: unrealized loss on swap market value: 3295348. cost of goods sold: 29397. Part XIII, Line 4b - Other Adjustments: financial aid: 14546300. capital campaign expenses: 3688199. Part VII, Investments - Other Securities: The information disclosed in schedule d, part vii conforms to the valuation conventions prescribed by Statement of Financial Accounting Standard ("SFAS") No. 157, Fair Value Measurement, in effect at the Academy's fiscal year ending June 30, 2010. The amounts in column (b), Book value, are those market values disclosed as Level 2 and Level 3 investments in the Academy's 2010 audited financial statements, except that amounts associated with the Academy's faculty mortgage program are separately disclosed as components of the amounts on lines 5 and line 7 of Form 990, Part X, Balance Sheet. Domestic and international equities in Schedule D, Part VII represent ownership interests in private investment partnerships the characteristics of which closely resemble these classes of assets, and not shares of publicly traded equities. 1 1 1 PHILLIPS ACADEMY'S NON-DISCRIMINATION POLICY IS STATED ON PAGE 1 OF THE 2009 - 2010 SCHOOL CATALOG AND THE TEXT OF THIS NOTICE is replicated on schedule o of the academy's 2009 form 990. 1 1 1 1 0 0 0 0 0 0 0 0 1 0 STATE: ADDISON GALLERY, MASSACHUSETTS CULTURAL COUNCIL: $7,560 TOTAL GOVERNMENT CONTRIBUTIONS (GRANTS): $7,560 1 east asia and pacific fundraising not applicable 17580 europe fundraising not applicable 2329 Sub-Saharan Africa fundraising not applicable 1927 Central America and the Caribbean investments Europe (Including Iceland & Greenland) investments North America investments 0 0 21836 Schedule F, Part IV Other Information the academy solicits charitable contributions from alumni located outside of the united states. the program elements consist of major gift officer travel, faculty travel, head of school and senior administrator travel to europe, africa and asia. the activity consists of one-on-one visits, leadership gift receptions, dinners and conferences. areas visited in the current reporting period were china, england, korea, and south africa. 1 Town of Andover 36 bartlett street andover MA 01810 046001069 153900 FMV See part IV 1 0 tuition remission 9-month program 483 14208760 fmv tuition remission 9-month program other aid to 9-month program students 483 300826 767142 fmv see part iv tuition remission faculty children off campus 4 82386 fmv see part iv tuition remission summer session 73 337540 fmv tuition remission summer session Procedure for Monitoring Grants in the U.S.: Part I, Line 2: Schedule I, Part I, Line 2: Most aid to academy students is in-kind in the form of tuition remission and payment of mandatory and other academy fees. other non-cash aid disclosed in schedule i, part III is monitored through the use of the academy's student debit card or store vouchers, which are receipted. cash grants in part iii are student stipends and are disbursed directly to student bank accounts or are provided directly by the academy's financial aid office as needed. Other Information: Part IV: Part II: Under the terms of an agreement between the academy and the town of andover (the "Town"), the academy makes an annual voluntary contribution to the town. The payment is not restricted to any particular use by the town and is made without consideration of the tax status of academy property. PART III: STATED IN THE ACADEMY'S CONSTITUTION OF 1778, AND REAFFIRMED IN ITS STATEMENT OF PURPOSE, THE SCHOOL IS CHArGED TO EDUCATE "YOUTH FROM EVERY QUARTER". THE AcADEMY PROVIDES ALL ASSISTANCE ON A NON-DISCRIMINATORY BASIS AND IN FURTHERANCE OF THE OBJECTIVE OF ATTRACTING A DIVERSE STUDENT BODY. A TOTAL OF 483 STUDENTS received some component of the total aid disclosed on lines 1 and 2 of part iii. other non-cash assistance to 9-month program students consists of student TRAVEL TO AND FROM CAMPUS, SPECIALIZED INSTRUCTION AND TUTORING TO INCLUDE MUSIC GRANTS, TECHNOLOGY, TEXTBOOKS, COLLEGE APPLICATIONS, MEDICAL EXPENSES, CLOTHING, LAUNDRY SERVICE, PHONE, ATHLETIC EQUIPMENT, SCHOOL SUPPLIES AND MISCELLANEOUS PERSONAL EXPENSES. X X X X 0 1 X X X X X 0 0 0 0 0 0 0 1 0 Barbara L Chase 359347 0 0 0 16500 0 136146 0 47034 0 559027 0 0 0 stephen d carter 222002 0 0 0 0 0 25559 0 50369 0 297930 0 0 0 Amy c Falls 394063 0 100000 0 0 0 28646 0 183 0 522892 0 0 0 Peter R Ramsey 275452 0 0 0 0 0 28646 0 24729 0 328827 0 0 0 Temba T Maqubela 196876 0 0 0 0 0 22299 0 90235 0 309410 0 0 0 rebecca m sykes 196641 0 0 0 0 0 22701 0 54947 0 274289 0 0 0 JANE F FRIED 191024 0 0 0 0 0 22299 0 54426 0 267749 0 0 0 brian t allen 164146 0 0 0 0 0 18310 0 7966 0 190422 0 0 0 david a flash 146364 0 28500 0 0 0 19460 0 710 0 195034 0 0 0 Michael R Reist 150979 0 35000 0 0 0 20878 0 183 0 207040 0 0 0 luanne m kirwin 154517 0 0 0 0 0 12994 0 7184 0 174695 0 0 0 christine m adams 168960 0 0 0 0 0 18693 0 3183 0 190836 0 0 0 richard j keller 154551 0 0 0 0 0 17314 0 42362 0 214227 0 0 0 Part I, Line 1a While the academy does not have a written expense reimbursement policy, comptroller's office personnel review each expense reimbursement request for compliance with irs requirements for accountable plans before the requestor is reimbursed for the expense. discretionary spending accounts: all of the officers and key employees listed on schedule j, part ii have budgetary control of their respective departments, all which contain a small discretionary component or contingency which they may spend at their discretion. the board of trustees approves the academy budget and reviews all budget-to-actual spending. such spending, if any, is not taxable compensation. housing allowance or residence for personal use: Barbara L. Chase, Stephen D. Carter, Rebecca m. Sykes, Temba T. Maqubela, jane f. fried, and richard j. keller received housing as a condition of employment for the convenience of the employer. the academy has valued housing at 5% of the appraised value of the home as determined by the assessor's office of the town of andover, massachusetts, where the academy is located. such amounts are not taxable compensation. Health or social club dues or initiation fees: mrs. chase travels globally on academy business. annually the academy pays $500 for Mrs. Chase's membership in an airline flight club. this amount is not taxable compensation. personal services: the head of school, mrs. chase's residence is used throughout the year for numerous fundraising events, parties, meetings and other academy-related gatherings. a housekeeper spends approximately 10 hours per week cleaning the residence. no taxable compensation is associated with this service. Temba T. Maqubela received tuition remission for a child attending the academy, a benefit available to all academy employees. Part I, Line 7 Ms. Chase received a non-fixed payment recommended by the President of the Board of Trustees under the terms of a deferred compensation agreement. The compensation committee approved the payment. Ms. Falls and mr. reist received non-fixed payments approved by the compensation committee. ma development finance agency 043431814 57583RD69 2008-12-17 40540096 See Schedule O 0 0 Ma development finance agency 043431814 57583FL25 2003-02-04 59910000 See Schedule O 0 0 40540096 538442 40001654 2009 0 0 1 1 59910000 671812 59238188 2003 0 1 1 1 0 0 1 0 1 0.00000 0.00000 0.00000 1 0 0 0 0 0 0.00000 0.00000 0.00000 1 0 0 0 0 0 1 0 1 1 morgan stanley bank of NY mellon 23.200000000000 0 0 1 BARBARA l CHASE HOME MORTGAGE X 373500 227968 0 1 1 peter r ramsey hOME MORTGAGE X 200000 66000 0 1 1 rebecca m sykes hOME MORTGAGE X 276400 174875 0 1 1 temba t maqubela loan X 63641 46802 0 1 1 jane f fried hOME MORTGAGE X 128000 10785 0 1 1 526430 interested persons tuition remission 31090 ac israel enterprises inc trustee, thomas c. israel serves as an officer 102857 see sch. O 0 david w chase family member of barbara l. chase, trustee and head of school 118306 see sch. o 0 vuyelwa m maqubela family member of temba t. maqubela, key employee 96980 see sch. o 0 elwin sykes family member of rebecca m. sykes, key employee 98033 see sch. o 0 X 52 n/a X 157 1828856 avg. of high/low price 4 0 1 1 Third Party Use: Part I, Line 32b: THE ADDISON GALLERY OF AMERICAN ART CONTRACTED WITH CHRISTIE'S, 20 ROCKEFELLER PLAZA, NEW YORK, NY 10020 TO SELL AT PUBLIC AUCTION A NON-ACCESSIONED PAINTING. Non Reporting of Revenue: Part I, Line 33: The academy reported zero value on form 990, part VIII, statement of revenue, line 1g as permitted under sfas 116. It does not capitalize its museum collections. Form 990, Part VI, Section A, line 2 Trustees Peter L.S. Currie, louis g. elson and Stanley S. Shuman have a relationship in a business entity. The Academy has no relationship with this entity. Mr. louis g. Elson's brother, Harry, also serves on the Board of Governors of the Academy's Addison Gallery of American Art. trustee stanley s. shuman's brother, alfred j. shuman, is a member of the hedge fund sub-committee of the academy's investment committee. Form 990, Part VI, Section A, line 8b In accordance with the Amended and Restated By-Laws of Trustees of Phillips Academy, only the Executive Committee has the authority to act on behalf of the Academy's governing body, its Board. The Academy does not maintain minutes of any Executive Committee meetings, which are rare, and generally convene to vote on an issue that has been delegated to this committee by the full Board because insufficient information was available at the regularly scheduled meeting of the full Board and a decision is needed before the next scheduled Board meeting. However, if the Executive Committee undertakes any action, such action is included in the minutes of the next regularly scheduled meeting of the Board. The Board meets at least three times annually. All Board minutes are approved by the Board; therefore, approval of such minutes constitutes approval and acceptance of any actions taken by the Executive Committee. Form 990, Part VI, Section B, line 11 The return was prepared primarily in the Academy's Comptroller's Office, reviewed internally by two senior financial managers, and was then circulated to certain other senior administrators for review and comment. A draft version of selected sections of this Form 990 was provided to the Audit Committee of the Board of Trustees at its february, 2011 meeting for preliminary review. The final version of this entire Form 990 was reviewed and approved by the Audit Committee at its April, 2011 meeting. Immediately after the April Audit Committee meeting, this Form 990 was posted to the web site for the Board of Trustees where it could be viewed by all trustees until the filing date of May 16, 2011. All trustees were informed on may 2, 2011 that this Form 990 was available for their review at the web site. Form 990, Part VI, Section B, line 12c The Academy has two separate conflict of interest policies. Its policy for Interested Persons addresses transactions between the Academy and any current or former officers, directors, trustees and key employees, any other person in a position to exercise substantial influence over the affairs of the Academy, family members and other related entities. This policy is designed to elicit disclosure of transactions which would have to be included in the Academy's Form 990. As such, the thresholds for reporting and definitions of transactions required to be reported are aligned with those in Form 990. The Academy also has a second policy for Faculty, Staff and Other Decision Makers Acting on Behalf of the Academy. While this second policy also seeks to identify and address conflicts, the inquiries are less extensive than those in the policy for interested persons. Annually in the fall, the policies are distributed and all recipients must disclose in writing all potential conflicts of interest. Conflicts disclosed are addressed in accordance with the policies, either by the Trustee Audit Committee, the Board of Trustees or the Conflict of Interest Officer, the Academy's Chief Financial Officer. The policies clearly state that all recipients of the policy are obliged throughout the year to abide by its terms and to take no steps to enter into any transaction which might give rise to a conflict of interest without first disclosing such transaction to and receiving approval to enter into the transaction from the Conflict of Interest Officer. During the year, if appropriate, newly-hired personnel are required to complete the policy. During the course of the year, if the Conflict of Interest Officer becomes aware of potential conflicts through any other means, he investigates the transaction in accordance with the policy and maintains records to evidence the results of his investigation. Form 990, Part VI, Section B, line 15 Compensation of the Academy's Head of School, Chief Operating and Financial Officer, and its key employees is reviewed and approved in accordance with the Academy's amended and restated Compensation Philosophy Statement (the "Statement"), adopted at a meeting of the Academy's Board of Trustees in January, 2006, wherein the board declares its support for full disclosure of all executive compensation and benefits as legally required in IRS Form 990. The Compensation Committee of the Board of Trustees is charged with implementing the philosophy and practices articulated in the Statement. The Statement requires that: compensation for its senior administrators be based upon comparisons with compensation at peer institutions; all compensation decisions be based upon ethical considerations; all participating in compensation decisions complete the academy's Conflict of Interest statement and recuse himself/herself from participation if he/she has any direct or indirect financial interest with the Academy; all Academy compensation practices are to be in accordance with applicable laws; and all board members and those administrators that participate in determining compensation for the Academy's officers and key employees be familiar with Internal Revenue Code (IRC) Section 4958, which imposes intermediate sanction penalties for excess benefit transactions. Annually, the Compensation Committee reports its compensation decisions to the full board membership. The Compensation Committee reviews and approves all base compensation arrangements exceeding $150,000 a year, excluding housing, including in particular the Head of School and the Chief Operating and Financial Officer. The Compensation Committee reviews appropriate executive compensation comparability data including salary comparison surveys from various entities, including but not limited to; The National Association of Independent Schools (NAIS), The Association of Business Officers of Preparatory Schools (ABOPS), other institutions' current 990s, College and University Personnel Association (CUPA) and summaries of surveys received by the Academy in exchange for its participation in these surveys. The Compensation Committee confirms with the board that formal and timely performance reviews are completed for all senior administrators. The Compensation Committee prepares and approves minutes of each meeting, including: terms and date of approved compensation, committee members present and voting, the comparability data and their sources and the rationale for decisions made. Form 990, Part VI, Section C, line 19 The Academy does not generally make its governing documents and its conflict of interest policy available to the public. It will furnish its financial statements upon request, either via email or in hard copy through the mail. Schedule E, Line 3: Phillips Academy admits students of any gender, race, color, handicapped status, sexual orientation, religion, and national and ethnic origin to all the rights, privileges, programs, and activities generally accorded or made available to students at the school. It does not discriminate on the basis of gender, race, color, handicapped status, sexual orientation, religion, or national and ethnic origin in administration of its educational policies, admission policies, scholarship and loan programs, and athletic and other school-administered programs. Schedule K, Part I: Description of Purpose In December, 2008, the Massachusetts Development Finance Agency ("MDFA") issued Revenue Bonds, Phillips Academy Issue, Series 2008 (the "2008 Bonds") in the aggregate principal amount of $38.61 million at a premium of $1.93 million from which the Academy recognized total proceeds upon issuance of $40.54 million. The Academy used the proceeds net of $538 thousand of capitalized issuance costs to finance repairs, maintenance and improvements to the Academy's physical plant. In February, 2003, the Massachusetts Development Finance Agency ("MDFA") issued Variable Rate Demand Revenue Bonds, Trustees of Phillips Academy Issue, Series 2003 (the "2003 Bonds") in the aggregate principal amount of $59.91 million. $39.23 million of the proceeds from the 2003 Bonds were used to advance refund $35 million of Massachusetts Industrial Finance Agency bonds issued in 1993. The remaining proceeds were used to finance repairs, maintenance and improvements to the Academy's physical plant. Schedule L, Part II: Loans listed in Part II of Schedule L are comprised primarily of loans under the Academy's faculty mortgage program, available to all qualified faculty after six years of service. The program interest rate is re-set annually based upon the ten-year U.S. Treasury note's effective yield at June 20. The total faculty mortgage program balance at June 30, 2010 was $1,353,696 receivable from 11 program participants, of which $525,713 appears on Line 5 of Part X, Receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. The balance, $827,266 is on Line 7 of Part X. Two other individuals have loans which were approved by the compensation committee and/or the board of trustees. Also included in Part II, Schedule L are balances due under the faculty computer loan program totaling $517 - this program issues non-interest bearing loans in the maximum amount of $5,000, repayable within 36 months, to faculty for the purchase of personal computers - and a $200 loan balance under the Academy's faculty tuition loans program, which issues non-interest bearing loans to faculty to pay children's college tuition. The maximum annual loan amount is $2,400 per child attending college and is repayable within 60 months. The Academy imputes income on any below market rate loans in accordance with IRS requirements. Schedule L, Part IV, Column D: From time-to-time, Academy officers, directors, trustees or key employees may serve in the same capacities, as well as partners in or members of an entity, or shareholders of a professional corporation doing business with the Academy. Not less than annually, under direction of its Conflict of Interest Compliance Officer, the Academy solicits disclosure of all such relationships in accordance with its Conflict of Interest Policy. If such conflicts are disclosed, they are addressed in accordance with the Academy's Conflict of Interest Policy by either the Academy's Trustee Audit Committee or its Board of Trustees. These transactions, if any, and all Academy transactions are made within the normal course of business and are conducted at arm's length. Academy officers, directors, trustees or key employees do not participate in purchasing decisions involving entities with which they have a relationship. Thomas C. Israel, a trustee and Academy Treasurer, is Chairman of A. C. Israel Enterprises, Inc ("ACI"). The Academy rents approximately 1,200 square feet of office space from ACI to house its investment office. Fiscal year 2010 payments made by the Academy to ACI for rent and certain rental space expense reimbursements totaled $102,857. Also disclosed in this part are three Academy employees who are spouses of current officers and key employees of the Academy listed in Part VII and Schedule J. The compensation and benefits of these three individuals are authorized by their department supervisors and the Academy's Human Resources department. Form 990, schedule r, part iv: The academy is required to disclose those trusts for which it has a greater than 50% beneficial interest. the academy is remainder beneficiary of 27 trusts in which the present value of its residual interest exceeds 50% of the current value of each trust's assets. Also disclosed are the academy's lead interests in two other trusts, the present value of which exceeds the value of the trusts' assets at june 30, 2010. the academy receives annual distributions under the terms of the two lead trusts. actual trust names have been omitted to protect the privacy of the contributors. such information is available to the irs upon request. form 990, part I, Line 6: During its 2010 fiscal year approximately 2,800 volunteers contributed their time to support Phillips Academy in the accomplishment of its mission. Trustees provided governance; faculty, staff, alumni, parents and friends of the Academy participated on major Academy committees; class volunteers were agents for class fundraising efforts and correspondents for class notes; regional association volunteers throughout the U.S., Europe and Asia conducted admission interviews; fundraising volunteers participated in phone-a-thons and assisted with individual fundraising solicitations. Form 990, Part V, Line 4a: For the calendar year ending december 31, 2009 the academy was invested in no foreign commingled funds for which it was required to file form TD F 90-22.1, report of foreign bank and financial accounts ("FBAR"). form 990, part VI, Line 1a: The Phillips Academy Board of Trustees has sixteen charter trustees, identified as Members of the Corporation in the Amended and Restated By-Laws of the Trustees of Phillips Academy, and six alumni trustees. Charter trustees have full voting privileges. Alumni trustees vote on all matters except the elections of Members of the Corporation, officers of the Corporation, and the Head of School. The Trustee By-Laws empower the Corporation to appoint an Executive Committee with all of the powers of the Trustees except as specifically limited by the Board. The Executive Committee is comprised of the Board President, the Head of School and chairpersons of each of the other standing committees of the Board. The committee has been delegated all of the powers of the Trustees in circumstances where the entire board is unable to convene to render a decision. The Executive Committee met once during the Academy's 2010 fiscal year. charitable remainder trust 180 main street andover MA 01810 charitable trust IL N/A T 331049 0.95000 charitable remainder trust 180 main street andover MA 01810 charitable trust FL N/A T 103377 0.84000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 361853 0.81000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 68471 0.81000 charitable remainder trust 180 main street andover MA 01810 charitable trust GA N/A T 87647 0.81000 charitable remainder trust 180 main street andover MA 01810 charitable trust NY N/A T 608038 0.79000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 60359 0.79000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 60304 0.79000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 57113 0.79000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 67468 0.79000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 51771 0.79000 charitable remainder trust 180 main street andover MA 01810 charitable trust NY N/A T 104625 0.77000 charitable remainder trust 180 main street andover MA 01810 charitable trust IL N/A T 820328 0.75000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 133563 0.67000 charitable remainder trust 180 main street andover MA 01810 charitable trust NC N/A T 1535292 0.64000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 108069 0.64000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 86345 0.62000 charitable remainder trust 180 main street andover MA 01810 charitable trust VA N/A T 307327 0.60000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 276483 0.60000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 596396 0.59000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 134825 0.58000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 729519 0.57000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 80737 0.57000 charitable remainder trust 180 main street andover MA 01810 charitable trust MA N/A T 270265 0.56000 charitable remainder trust 180 main street andover MA 01810 charitable trust NY N/A T 255315 0.54000 charitable remainder trust 180 main street andover MA 01810 charitable trust NY N/A T 357100 0.51000 charitable remainder trust 180 main street andover MA 01810 charitable trust FL N/A T 873743 0.51000 charitable lead trust 180 main street andover MA 01810 charitable trust FL N/A T 269721 1.00000 charitable lead trust 180 main street andover MA 01810 047004847 charitable trust MA N/A T 4124212 1.00000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1 charitable lead trust - receipt of trust distributions R 361744