Extension Attached

EXTENSION ATTACHED • OMB No 1545-0047 Return of Organization Exempt From Income Tax 008 Form 9 90 Under section 501(c ), 527, or 4947( a)(1) of the Internal Revenue Code (except black lung benefit trust or private foundation) Open t o P ublic Department of the Treasury Internal Revenue Service ► The organization may have to use a copy of this return to satisfy state reporting requirements Ins pection A For the 2008 calendar year , or tax year beginning , 2008 , and ending , 20 D Employer identification number B Check IfapWcaDie Please C Name of organization UNITED WAY OF CENTRAL OKLAHOMA INC. X Addrece use IRS change label or Doing Business As 73-0589829 Name change print or Number and street (or P O box if mail is not delivered to street address) Room/suite E Telephone number type Initial return See 1444 NW 28TH STREET ( 405 ) 236-8441 Specific Cit y or town, state or count ry, and ZIP + 4 Termination Instruc- y Amended Dons G Gross receipts $ return OKLAHOMA CITY OK 73106 20 600 , 946. Applicalron F Name and address of principal officer' H(a) Is this a group return for Yes No F1 pending ROBERT SPINKS affiliates? X 1444 NW 28TH STREET OKLAHOMA CITY OK 73106 H(b) Are all affiliates included) Yes No 'No ,' I Tax-exempt status X I 501(c) ( 3 ) (insert no) I I 4947(a)(1) or 527 If attach a list (see instructions) J Webslte: ► WWW. UNITEDWAYOKC. ORG H(C) Group exemption number ► Year of formation 1952 State of legal domicile K Type of organization X I Corporation Trust I I Association I I Other ► L M OK M Summary 1 Briefly describe the organization's mission or most significant activities* ______e1 TO IMPROVE THE-HEALTH,_ SAFETY,-EDUCATION & ECONOMIC-WELL-BEING-OF ------INDIVIDUAL FAMILIES IN NEED IN CENTRAL OKLAHOMA.

------5 2 Check this box t . F__] If the oraanlzatlon discontinued its operations or disposed of more than 25% of its assets 3 Number of voting members of the governing body (Part VI, line 1a) 3 73 4 Number of independent voting members of the governing body (Part VI, line 1b) 4 72 > 5 Total number of employees (Part V, line 2a) 5 47 6 Total number of volunteers (estimate of necessary) 6 1 , 172 7a Total gross unrelated business revenue from Part Vill, tine 12, column (C) ...... 7a b Net unrelated business taxable income from Form 990-T, line 34 ...... 7 b NON] Prior Year Current Year 8 Contribution and grants (Part VIII , line 1h) 19 , 228 , 985. 18 , 970 , 843. c 9 Program service revenue (Part VIII , line 2g) NON) 10 Investment Income (Part VIII, column (A), lines 3, 4, and 7d ) .174 , 083. 98 879. 11 Other revenue (Part VIII, column (A), lines 5 , 6d, 8c , 9c, 10c , and 1le ) 217 672. 64 075 . 12 Total revenue - add lines 8 through 11 (must equal Part VIII, column (A), line 12) 62 0 7 4 0 . 19 133 7 97 . 13 Grants and similar amounts paid (Part IX , column (A), lines 1 -3) 670 545. 1$ 329 929. 14 Benefits paid to or for members ( Part IX, column (A), line 4) NON N ONI 15 Salaries , other compensation , employee benefits (Part IX, column (A), lines 5-10) 719 261. 1 706 767 . 16a Professional fundraising fees ( Part IX , column (A), line 11e) NON NONE x b Total fundraising expenses , Part IX, column ( D), line 25) - - 1 247 655 U W 17 Other expenses (Part IX, column (A), lines 1a- 11d, 11t-241) 374 092. 1 520 058 . lit 18 Total expenses Add lines 13- 17 (must equal Part IX, column (A), line 25) 763 898. 18 556 754 . 19 Revenue less expenses Subtract line 18 from line 12 , 856 842. 577 043. 4111 RECEIVED ing of Year End of Year 20 Total assets (Part X, line 16) 14 9 190. 22 4 83 363 . 21 Total liabilities (Part X, line 26) NOV 6 . Q 0 7 8 $ 3 66 . 10 97 2 314 . z 22 Net assets or fund balances Subtract line 21 from line 20. . .U) . 363 824. 11 511 049. Signature Block

Under penalties of perjury, I declare that I have examined this turn , I pa n schedl les and statements, and to the best of my knowledge I and belief it is true correct and comolete Declaration of ore er an o I e all information of w hich nre narer has any knnwladne Sign Here Signature of officer

Type or print name and title

Preparers Paid signature Preparers Firm's name (or yours Use Only if self-employed), G RANT THORNTON LLP address, and ZIP + 4 211 N ROBINSON STE 1200 OKLAHOMA CITY May the IRS discuss this return with the preparer shown above'? (See instruc

For Privacy Act and Paperwork Reduction Act Notice , see the separate it JSA 8E10102000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 Form 990 (1008) 73-0589829 Page 2 Statement of Program Service Accomplishments (see instructions) I Briefly describe the organization's mission SEE STATEMENT 1

2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ? Yes a No If "Yes" describe these new services on Schedule O. 3 Did the organization cease conducting, or make significant changes in how it conducts, any program services LI Yes EZNo If "Yes," describe these changes on Schedule O. 4 Describe the exempt purpose achievements for each of the organization's three largest program services by expenses Section 501(c)(3) and 501(c)(4) organizations and section 4947(a)(1) trusts are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported

4a (Code ) (Expenses $ 16, 082, 074. including grants of $ 15, 329, 929. ) (Revenue $ 19,133, 797. SEE STATEMENT 6

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

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

4d Other program services (Describe in Schedule 0 ) (Expenses $ including grants of $ ) (Revenue $ 4e Total program service expenses ► $ 16, 082, 07 4 . (Must equal Part IX, Line 25, column (8) ) JSA 8 E 1020 1 000 Form 990 (2008)

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 6 Form 990 (2008 ) 73-0589829 Page 3 Checklist of Req uired Schedules Yes No 1 ' Is the organization described in section 501(c)(3) or 4947(a)(1) (other than a private foundation)? If "Yes," complete Schedule A .. .. 1 X 2 Is the organization required to complete Schedule B, Schedule of Contributors? 2 x 3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part 1 3 X 4 Section 501(c)(3) organizations . Did the organization engage in lobbying activities? If "Yes," complete Schedule C, Part 11 . .. 4 X 5 Sections 501(c)(4), 501 ( c)(5), and 501 ( c)(6) organizations . Is the organization subject to the section 6033(e) notice and reporting requirement and proxy tax? If "Yes," complete Schedule C, Part 111 . , , , , . . , . 5 6 Did the organization maintain any donor advised funds or any accounts where donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes, " complete Schedule D, Part ! ... .. 6 X 7 Did the organization receive or hold a conservation easement, including easements to preserve open space, the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part ll. . 7 X 8 Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part 111 8 x 9 Did the organization report an amount in Part X, line 21, serve as a custodian for amounts not listed in Part X, or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes," complete Schedule D, Part IV 9 X 10 Did the organization hold assets in term, permanent, or quasi-endowments? If "Yes, complete Schedule D, Part V 10 X 11 Did the organization report an amount in Part X, lines 10, 12, 13, 15, or 25? If "Yes, complete Schedule D, Parts Vl, VII, VIII, IX, or X as applicable ...... 11 X 12 Did the organization receive an audited financial statement for the year for which it is completing this return that was prepared in accordance with GAAP? If "Yes, " complete Schedule D, Parts A, X11, and All 12 x 13 Is the organization a school described in section 170(b)(1)(A)(u)' If "Yes," complete Schedule E 13 X 14a Did the organization maintain an office, employees, or agents outside of the U S ? 14a X b Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, and program service activities outside the U S ? If "Yes, " complete Schedule F, Part I 14b X 15 Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or assistance to any organization or entity located outside the United States? If "Yes, " complete Schedule F, Part 11 15 X 16 Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or assistance to individuals located outside the United States? If "Yes," complete Schedule F, Part Ill ...... 16 x 17 Did the organization report more than $15,000 on Part IX, column (A), line Ile? If "Yes," complete Schedule G, Part 1 17 X 18 Did the organization report more than $15,000 total on Part VIII, lines lc and 8a' lf"Yes,"complete Schedule G, Part 11 18 X 19 Did the organization report more than $15,000 on Part Vlll, line 9a? If "Yes, " complete Schedule G, Part Ill 19 X 20 Did the organization operate one or more hospitals? If "Yes," complete Schedule H 20 X 21 Did the organization report more than $5,000 on Part IX, column (A), tine 1? N'Yes,"complete Schedule I, Parts I and l/ 21 X 22 Did the organization report more than $5,000 on Part IX, column (A), line 2? If "Yes,"complete Schedule 1, Parts I and l/l 22 X 23 Did the organization answer "Yes" to Part VII, Section A, questions 3, 4, or 5,? If "Yes, complete Schedule J...... 23 X 24a Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? If "Yes," answer questions 24b-24d and complete Schedule K. If "No,"go to question 25 24a X b Did the organization invest any proceeds of tax-exempt bonds beyond a temporary period exception? 24b c Did the organization maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds? 24c d Did the organization act as an "on behalf of issuer for bonds outstanding at any time during the year? 24d 25a Section 501(c )( 3) and 501 ( c)(4) organizations . Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes, " complete Schedule L, Part I 25a X b Did the organization become aware that it had engaged in an excess benefit transaction with a disqualified person from a prior year? If "Yes, " complete Schedule L, Part I 25b X 26 Was a loan to or by a current or former officer, director, trustee, key employee, highly compensated employee, or disqualified person outstanding as of the end of the organization's tax year? If "Yes, " complete Schedule L, Part 11 26 X 27 Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, or substantial contributor, or to a person related to such an individual? If "Yes, " complete Schedule L, Part 111 , 27 X JSA 801 021 7 000 Form 990 ( 2008 )

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 7 Form 990 (2008) 73-0589829 Page 4 Checklist of Req uired Schedules (continued) Yes No 28 'During the tax year, did any person who is a current or former officer, director, trustee, or key employee a Have a direct business relationship with the organization (other than as an officer, director, trustee, or employee), or an indirect business relationship through ownership of more than 35% in another entity (individually or collectively with other person(s) listed in Part VII, Section A)? If "Yes," complete Schedule L, Part IV ...... 28a x b Have a family member who had a direct or indirect business relationship with the organization? If "Yes," complete Schedule L, Part IV ...... 28b X c Serve as an officer, director, trustee, key employee, partner, or member of an entity (or a shareholder of a professional corporation) doing business with the organization? If "Yes, " complete Schedule L, Part IV ...... 28c x 29 Did the organization receive more than $25,000 in non-cash contributions? If "Yes, " complete Schedule M . . . 29 X 30 Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes, " complete Schedule M ...... 30 X 31 Did the organization liquidate, terminate, or dissolve and cease operations' If "Yes," complete Schedule N, Partl ...... 31 X 32 Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets' If "Yes, " complete Schedule N, Part 11 ...... 32 X 33 Did the organization own 100% of an entity disregarded as separate from the organization under Regulations section 301 7701-2 and 301.7701-3? If "Yes,"complete Schedule R, Part l ...... 33 X 34 Was the organization related to any tax-exempt or taxable entity? If "Yes," complete Schedule R, Parts /l, Ill, IV, and V, line I ...... 34 X 35 Is any related organization a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2 ...... 35 x 36 Section 501(c )( 3) organizations . Did the organization make any transfers to an exempt non-charitable related organization? If "Yes, " complete Schedule R, Part V, line 2 ...... 36 X 37 Did the organization conduct more than 5% of its activities through an entity that is not a related organization and that is treated as a partnership for federal income tax purposes' If "Yes, " complete Schedule R, Part Vl . 3 7 X Form 990 (2008)

JSA

8E1030 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 8 Form 990 (2008) 73-0589829 Page 5 ORTU-Staternents Regarding Other IRS Filings and Tax Compliance

Yes No 1 a Enter the number reported in Box 3 of Form 1096, Annual Summary and Transmittal of U S Information Returns Enter -0- if not applicable ...... 1 a 1 b Enter the number of Forms W-2G included in line 1 a Enter -0- if not applicable ...... lb NONE c Did the organization comply with backup withholding rules for reportable payments to vendors and reportable gaming (gambling) winnings to prize winners? ...... 1 c 2a Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements, filed for the calendar year ending with or within the year covered by this return . . . 2a 47 b If at least one is reported on line 2a, did the organization file all required federal employment tax returns? . . . . . 2b x Note : If the sum of lines 1 a and 2a is greater than 250, you may be required to a-file this return (see instructions) 3a Did the organization have unrelated business gross income of $1,000 or more during the year covered by this return? ...... 3a b If "Yes," has it filed a Form 990-T for this year? If "No," provide an explanation in Schedule 0 ...... 3b 4a At any time during the calendar year, did the organization have an interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? ...... 4a b If "Yes," enter the name of the foreign country ► See the instructions for exceptions and filing requirements for Form TD F 90-22 1, Report of Foreign Bank and Financial Accounts 5a Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? ...... 5a b Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? . . . . 5b c If "Yes," to question 5a or 5b, did the organization file Form 8886-T, Disclosure by Tax-Exempt Entity Regarding Prohibited Tax Shelter Transaction? ...... 5c 6a Did the organization solicit any contributions that were not tax deductible? ...... 6a b If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? ...... 6b 7 Organizations that may receive deductible contributions under section 170(c). a Did the organization provide goods or services in exchange for any quid pro quo contribution of more than $75? 7a X b If "Yes," did the organization notify the donor of the value of the goods or services provided? ...... 7b x c Did the organization sell, exchange, or otherwise dispose of tangible personal property for which it was required to file Form 8282? ...... 7c d If "Yes," indicate the number of Forms 8282 filed during the year ...... 7d e Did the organization, during the year, receive any funds, directly or indirectly, to pay premiums on a personal benefit contract? ...... 7e f Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? . . . . 7f g For all contributions of qualified intellectual property, did the organization file Form 8899 as required? ...... 7 h For contributions of cars, boats, airplanes, and other vehicles, did the organization file a Form 1098-C as required? ...... 7h 8 Section 501 (c )( 3) and other sponsoring organizations maintaining donor advised funds and section 509(a )( 3) supporting organizations . Did the supporting organization, or a fund maintained by a sponsoring organization, have excess business holdings at any time during the year? ...... 6 9 Section 501(c)(3) and other sponsoring organizations maintaining donor advised funds. a Did the organization make any taxable distributions under section 4966? ...... 9a b Did the organization make a distribution to a donor, donor advisor, or related person? ...... 9b 10 Section 501(c )(7) organizations. Enter a Initiation fees and capital contributions included on Part V I I I , line 12 ...... 10a b Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities . . . 10b 11 Section 501(c)(12) organizations. Enter a Gross income from members or shareholders ...... 11 a b Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them ) ...... 11 b 12a Section 4947 (a)(1) non -exempt charitable trusts . Is the organization filing Form 990 in lieu of Form 1041? . . 12a b If "Yes," enter the amount of tax-exempt intere st received or accrued during the year . . . . 112b Form 990 (2008)

JSA 8E 1040 2 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178. 00004 9 Form 990 (200873-0589829 Page 6 Governance , Management , and Disclosure (Sections A, B, and C request information about policies not required by the Internal Revenue Code.) A. Governing Bodv and Yes I No For each "Yes" response to lines 2-7b below, and for a "No" response to lines 8 or 9b below, describe the circumstances, process, or changes in Schedule 0 See instructions Ia Enter the number of voting members of the governing body , , , , , , , , , , , , , , , , , , , la 73 b Enter the number of voting members that are independent ...... lb 72 2 Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? ...... 2 X 3 Did the organization delegate control over management duties customarily performed by or under the direct supervision of officers, directors or trustees, or key employees to a management company or other person? . 3 X 4 Did the organization make any significant changes to its organizational documents since the prior Form 990 was filed?, . . , 4 X 5 Did the organization become aware during the year of a material diversion of the organization's assets? , , , . . 5 X 6 Does the organization have members or stockholders? ...... 6 X 7a Does the organization have members, stockholders, or other persons who may elect one or more members of the governing body? ...... 7a X b Are any decisions of the governing body subject to approval by members, stockholders, or other persons? . . . 7b x 8 Did the organizations contemporaneously document the meetings held or written actions undertaken during the year by the following a The governing body ...... 8a X b Each committee with authority to act on behalf of the governing body? ...... 8 b X 9a Does the organization have local chapters, branches, or affiliates? 9a X b If "Yes," does the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with those of the organization? 9 b 10 Was a copy of the Form 990 provided to the organization's governing body before it was filed? All organizations must describe in Schedule 0 the process, if any, the organization uses to review the Form 990 10 X 11 Is there any officer, director or trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization's mailing address? If "Yes," provide the names and addresses in Schedule 0 ...... 11 X Section B. Policies Yes No 12a Does the organization have a written conflict of interest policy? If "No,"go to line 13 12a X b Are officers, directors or trustees, and key employees required to disclose annually interests that could give rise to conflicts? 12b X c Does the organization regularly and consistently monitor and enforce compliance with the policy? if "Yes," describe in Schedule 0 how this is done 12c X 13 Does the organization have a written whistleblower policy? 13 X 14 Does the organization have a written document retention and destruction policy? ...... 14 X 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision a The organization's CEO, Executive Director, or top management official? . . 15a X b Other officers or key employees of the organization' 15b X Describe the process in Schedule 0 (see instructions) 16a Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year' . . 16a X b if "Yes," has the organization adopted a written policy or procedure requiring the organization to evaluate its participation in joint venture arrangements under applicable federal tax law, and taken steps to safeguard the organization's exempt status with respect to such arrangements ? 1 1615 1 1 Section C. Disclosure 17 List the states with which a copy of this Form 990 is required to be filed -OK . - ► ------18 Section 6104 requires an organization to make its Forms 1023 (or 1024 if applicable), 990, and 990-T (501(c)(3)s only) available for public inspection Indicate how you make these available Check all that apply a Own website a Another's website a Upon request 19 Describe in Schedule 0 whether (and if so, how), the organization makes its governing documents, conflict of interest policy, and financial statements available to the public 20 State the name, physical address, and telephone number of the person who possesses the books and records of the organization 44 STREET OKLAHOMA-CITY, OK 7 3106 -NW-28TH------(405)523-3518

JSA Form 990 (2008)

BE 1042 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 10 Form 990 (2008) 73-0589829 Page 7 Compensation of Officers , Directors , Trustees , Key Employees , Highest Compensated Employees , and Independent Contractors Section A. Officers , Directors , Trustees , Key Employees , and Highest Compensated Employees 1 a Complete this table for all persons required to be listed Use Schedule J-2 if additional space is needed • List all of the organization's current officers, directors, trustees (whether individuals or organizations), regardless of amount of compensation, and current key employees. Enter -0- in columns (D), (E), and (F) if no compensation was paid • List the organization's five current highest compensated employees (other than an officer, director, trustee, or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organizations • List all of the organization' s former officers, key employees, and highest compensated employees who received more than $100,000 of reportable compensation from the organization and any related organizations • List all of the organization's former directors or trustees that received, in the capacity as a former director or trustee of the organization, more than $10,000 of reportable compensation from the organization and any related organizations List persons in the following order: individual trustees or directors, institutional trustees, officers, key employees, highest compensated employees, and former such persons

q Check this box if the organization did not compensate any officer, director, trustee, or key employee

(A) (B) (C) (D ) ( E) (F) Name and Title Average Position (check all that apply) Reportable Reportable Estimated hours per g ; ET o x 10 = -n compensation compensation amount of week z ^ 25 , 7 3 from from related other ; -a 0 C o tea" - the organizations compensation CD ° c < 8 organization (W-2/1099-MISC) from the m 2 „ D (W-2/1099 -MISC) organization and related

fD organizations Cl -ROBERT-S-PINKS------CEO & PRESIDENT 38. X X X X 155 064. -LUKE-CORBETT------CHAIRMAN OF BOARD 1. X X NON PAGE -R------OY- VICE CHAIRMAN 1. X X NON DAVID HARLOW ------SECRETARY TREASURER 1. X X NON -SCOTT-DAVIS------ASSISTANT SECRETARY TREASURER 1. X X NON -SEE-STATEMENT-7 ------DIRECTOR 1. X NON ------

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JSA Form 990 (2008) 8E1041 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 11 Form 990 (2008) 73-0589829 Page 8 Section A. Officers. Directors. Trustees. Kev Emniovees . and Highest Compensated Emnloveec tcnnhnriPdi

(A) (B) (c) (D) (E) (F) Name and title Average Position (check all that apply) Reportable Reportable Estimated hours per o Q y 3 o compensation compensation amount of week 3 o , M 3 from from related other c o 3 ^c the org anizations compensation o organization (W-2/1099-MISC) from the N 2 (W-2 / 1099 - MISC) organization and related M organizations l

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1 b Total ► 155 , 064. 2 Fotal number of individuals (including those in 1a) who received more than $100,000 in reportable compensation from the organization ► 1 No 3 Did the organization list any former officer, director or trustee, key employee, or highest compensated employee on line 1a? If "Yes,"complete Schedule J for such individual ...... 3 X- 4 For any individual listed on line la, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? If "Yes," complete Schedule J for such individual ...... 4 x 5 Did any person listed on line la receive or accrue compensation from any unrelated organization for services rendered to the org anization? If "Yes,"complete Schedule J for such person 5 x Section B . Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization

(A) (B) (c) Name and business address Description of services Compensation SEE STATEMENT 2 -

2 Total number of independent contractors (including those in 1) who received more than $100,000 in compensation from the organization ► 1

SSA Form 990 (2008)

8 E 1050 1 ODD HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 12 Form 990 (2008) Page 9 Statement of Revenue 73-0589829 (A) (B) (C) (D) Total revenue Related or Unrelated Revenue exempt business excluded from tax function revenue under sections revenue 512. 513, or 514

2 la Federated campaigns ...... 1 a 18 970 843. m2 o=1 b Membership dues . . . . . 1 b E c Fundraising events ...... 1 c 0).2 d Related organizations ...... 1 d c .E e Government grants (contributions) • Ile O H f All other contributions, gifts, grants, aJ= M o and similar amounts not included above • 1 f

o C g Noncash contributions included in lines la-if $ v c' Total. Add lines la-if ...... ► 18 , 970 , 843. Business Code 2a b v0 > c vi d E e f All other program service revenue . . . . a g Total. Add lines 2a-2f • . ► NONE 3 Investment income (including dividends, interest, and other similar amounts) ...... STMT 3. ► 98 , 879. 98 , 879. 4 Income from NONE investment of tax-exempt bond proceeds . . ► 5 Royalties ...... • 10, NONE (i) Real (11) Personal

6a Gross Rents ...... to Less rental expenses c Rental income or (loss) d Net rental income or (loss) ...... ► NONE 1) Securities (ii) Other 7 a G ross amount from sales of ( assets other than inventory 1 , 467 , 149. b Less cost or other basis and sales expenses . . . . 1 , 467 , 149. c Gain or (loss) ...... d gain Net or (loss) ...... ► NONE 8a Gross income from fundraising events (not including $ of contributions reported on line lc) See Part IV, line 18 ...... a b Less direct expenses ...... b p c Net income or (loss) from fundraising events . ► NONE 9a Gross income from gaming activities See Part IV, line 19 . . • • • • • . • • • a

b Less direct expenses ...... b c Net income or (loss) from gaming activities . • ► NONE 10a Gross sales of inventory, less returns and allowances ...... a to Less cost of goods sold ...... b c Net income or ( loss ) from sales of inventory . ► NONE Miscellaneous Revenue Business Code

11a MISC INCOME 64 , 075. 64 , 075 b c d All other revenue ...... e Total. Add lines 11a-11d ...... 64 , 075. 12 Total Revenue. Add lines 1h, 2g, 3, 4, 5, 6d, 7d, 8c, 9c 10c and 11e 19 133 797. 162,95 4.

JSA Form 990 (2008)

8E1051 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 13 Form 990 (2008) 73-0589829 Page 10 Statement of Functional Expenses Section 501 (c)(3) and 501(c)(4) organizations must complete all columns. Hn osner organfzanons must complete column (A) out are not required to complete columns ( B), (C ), and (D). Do not Include amounts reported on lines 6b, Total (Apenses Program)service Managem)ent and Fun(0)sing 7b>, 8b>, 9br, and 10b of Part Vill. expenses general expenses expenses I Grants and other assistance to governments and organizations in the U S See Part IV, line 21 . 15 , 329 , 929. 15 , 329 , 929. 2 Grants and other assistance to individuals in the U S . See Part IV, line 22 ...... NON E 3 Grants and other assistance to governments, organizations , and individuals outside the U S See Part IV, lines 15 and 16 , , , , _ NON E 4 Benefits paid to or for members , , , , , , , NON E 5 Compensation of current officers , directors, trustees , and key employees ...... 155 064. 40 , 342. 56 , 887. 57 , 835 . 6 Compensation not included above , to disqualified persons (as defined under section 4958 ( f)(1)) and persons described in section 4958 ( c)(3)(B) . . . NON E 7 Other salaries and wages ...... 1 251 032. 207 905. 512 427. 530 700. 8 Pension plan contributions ( include section 401 (k) and section 403(b) employer contributions). NON E 9 Other employee benefits ...... 188 763. 4 , 513. 56 177. 58 , 073 . 10 Payroll taxes ...... 111 908. 22 , 441. 4 3 991. 45 , 476. 11 Fees for services ( non-employees) a Management ...... NON b Legal ...... NON c Accounting ...... NON d Lobbying ...... NON e Professional fundraising services See Part IV, line 17 NON f Investment management fees . , , , . , , , , NON E g Other ...... 132 876. 5 , 202. 97 , 674. 1 2 Advertising and promotion ...... 145 636. 6 , 680. 138 956. 1 3 Office expenses ...... 167 751. 3 , 015. 81 , 001. 83 , 735 . 14 Information technology ...... NON 15 Royalties ...... NON 1 6 Occupancy ...... 87 787. 43 , 165. 44 , 622. 17 Travel ...... 30 111. 5 , 439. 24 , 672. 18 Payments of travel or entertainment expenses for any federal , state, or local public officials NON E 19 Conferences , conventions , and meetings . . . 232 470. 79 , 339. 40 , 839. 112 , 292. 20 Interest ...... NON 21 Payments to affiliates . . . . . STMT..4 . . 150 , 283. 3 , 802. 146 , 481. 22 Depreciation , depletion , and amortization . . . 29 , 415. 14 , 463. 14 , 952. 23 Insurance ...... NON 24 Other expenses Itemize expenses not covered above ( Expenses grouped together and labeled miscellaneous may not exceed 5% of total expenses shown on line 25 below ) a MEMBERSHIP_DUES.------26 , 249. 26 , 249. b CFC_CN1PAIGN_EXPERaE______172 436. 85 , 445. 86 , 991. c BTATE_CAMPAIGLI_EXPENISE______49 , 970. 24 , 761. 25 , 209 . d D1TY_CAMMPAIG1I_EXEENSE______47 , 856. 23 , 714. 24 , 142. e DISBSTER_RELLEE______163 950. 163 950. f All other expenses ______83 , 268. 83 , 268. 25 Total functional ex penses . Add lines 1 throu g h 24f 18 556 754. 16 , 082 074. 1 , 227 , 025. 1 , 247 , 655. 26 Joint Costs . here Check ► El If following SOP 98 - 2 Complete this line only if the organization reported in column (B) joint costs from a combined educational campaign and fundraising solicitation

8E10521000 Form 99 0 (2008) HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 14 Form 990 (2008) 73-0589829 Page 11 F0Ma. -Balance Sheet

(A) (B) Beginning of year End of year 1 Cash - non-interest-bearing ...... 7 , 524 , 291. 1 8 , 489 , 479. 2 Savings and temporary cash investments ...... 900 797. 2 930 , 311 . 3 Pledges and grants receivable, net ...... 8 337 290 . 3 8 , 479 , 055. 4 Accounts receivable , net ...... 4 5 Receivables from current and former officers , directors , trustees, key employees, or other related parties Complete Part II of Schedule L . . . . . 5 6 Receivables from other disqualified persons ( as defined under section 4958 (f)(1)) and persons described in section 4958(c)(3)(B). Complete Part II of Schedule L ...... 6 N 7 Notes and loans receivable, net ...... 7 e' 8 Inventories for sales or use a 9 Prepaid expenses and deferred charges ...... 9 10a Land , buildings , and equipment cost basis . . . . 10a 5 , 723 , 475 . b Less accumulated depreciation Complete Part VI of Schedule D...... 10b 1 221 , 910 . 1 , 322 , 691 . 10c 4 , 501 , 565. 11 Investments - publicly traded securities ...... 11 12 Investments - other securities See Part IV , line 11 ...... 12 13 Investments - program -related See Part IV , line 11 ...... 13 14 Intangible assets ...... 14 1 5 Other assets See Part IV , line 1 1 ...... 64 121 . 15 82 , 953. 16 Total assets . Add lines 1 through 15 (must equal line 34 ) ...... 18 149 190 . 16 22 483 363. 1 7 Accounts payable and accrued expenses ...... 6 311 463. 17 7 , 979 , 011. 18 Grants payable ...... 18 19 Deferred revenue ...... 19 20 Tax - exempt bond liabilities ...... 20 to 21 Escrow account liability Complete Part IV of Schedule D ...... 21 22 Payables to current and former officers , directors, trustees , key employees, 3 highest compensated employees , and disqualified persons Complete Part II of Schedule L ...... 22 23 Secured mortgages and notes payable to unrelated third parties STMT. 5. • 473 903. 23 2 , 993 , 303. 24 Unsecured notes and loans payable ...... 24 25 Other liabilities Complete Part X of Schedule D ...... 25 26 Total liabilities . Add lines 17 throu g h 25 ...... 6 785 366 . 26 10 , 972 , 314. Organizations that follow SFAS 117, check here ► X and complete M lines 27 through 29, and lines 33 and 34. 0 27 Unrestricted net assets ...... 10 655 159 . 27 10 , 860 , 270 . 28 Temporarily restricted net assets ...... 708 665. 28 650 779. 29 Permanently restricted net assets ...... 29 U- Organizations that do not follow SFAS 117, check here 10- and o complete lines 30 through 34. 30 Capital stock or trust principal , or current funds ...... 30 31 Paid- in or capital surplus , or land , building , or equipment fund ...... 31 ' 32 Retained earnings, endowment , accumulated income , or other funds . . . . 32 Z 33 Total net assets or fund balances ...... 11 363 824. 33 11 511 049. 34 Total liabilities and net assets/fund balances...... 18 149 190 . 34 22 , 483 , 363. Mrs F71 Financial Statements and Reporting Yes No 1 Accounting method used to prepare the Form 990 F]Cash Accrual 0 Other 2a Were the organization' s financial statements compiled or reviewed by an independent accountant? ...... 2a X b Were the organization ' s financial statements audited by an independent accountant? ...... 2b X c If "Yes" to lines 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the

audit , review , or compilation of its financial statements and selection of an independent accountant? ...... 2c X 3a As a result of a federal award , was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-133? ...... 3a X b If "Yes ," did the organization undergo the required audit or audits? 3b Form 990 (2008) JSA 8E1053 1 000 HABOOV 700L 11/03/ 2009 10 : 15:09 V08-8.1 0158178.00004 15 SCHEDULE A OMB No 1545-0047 (Form 990 or 990-EZ) Public Charity Status and Public Support To be completed by all section 501(c )( 3) organizations and section 4947 (aXl) 0008 nonexempt charitable trusts Department of the Treasury Internal Revenue Service ► Attach to Form 990 or Form 990 -EZ. ► See separate instructions. .- Name of the organization Employer identification number UNITED WAY OF CENTRAL OKLAHOMA, INC. I 73-0589829 Reason for Public Charity Status (All organizations must complete this part.) (see instructions) The organization is not a private foundation because it is (Please check only one organization ) 1 A church, convention of churches, or association of churches described in section 170(b)(1)(A)(I). 2 A school described in section 170 (b)(1)(A)(1i). (Attach Schedule E ) 3 A hospital or a cooperative hospital service organization described in section 170 (b)(1)(A)(111). (Attach Schedule H ) 4 A medical research organization operated in conjunction with a hospital described in section 170 (b)(1)(A)(Iii). Enter the hospital's name, city, and state 5 An organization operated for the benefit of a college or university owned or operated by a governmental unit described in section 170 ( b)(1)(A)(iv ). (Complete Part II ) 6 A federal, state , or local government or governmental unit described in section 170 ( b)(1)(A)(v). 7 X An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170 ( b)(1)(A)(vi ). (Complete Part II ) 8 8 A community trust described in section 170 ( b)(1)(A)(vi ). (Complete Part II ) 9 An organization that normally receives (1) more than 331/3%of Its support from contributions, membership fees, and gross receipts from activities related to its exempt functions - subject to certain exceptions, and (2) no more than 331/3% of Its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975 See section 509 (a)(2). (Complete Part III ) 10 An organization organized and operated exclusively to test for public safety See section 509 (a)(4). (see instructions) 11 An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2) See section 509(a )(3). Check the box that describes the type of supporting organization and complete lines 11 a through 11 h a F]Type I b Type II c Type III - Functionally Integrated d 0 Type III - Other e By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2) f If the organization received a written determination from the IRS that it is a Type I, Type II or Type III supporting organization , check this box El g Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons? (i) A person who directly or indirectly controls, either alone or together with persons described in (u) Yes No and (Ill) below, the governing body of the supported organizations .119(l) (ii) A family member of a person described in (I) above' 11g(11) (Ili) A 35% controlled entity of a person described in (I) or (n) above? ...... 119(^^i) h Provide the following information about the oroanizations the oraanlzatl on sunnorts (i) Name of supported (ii) EIN (ni) Type of organization (iv) Is the organization (v) Did you notify (vi) Is the (vii) Amount of organization ( described on lines 1 -9 in col (i) listed in your the organization in organization in col support above or IRC section governing document 's col (i) of your ( i) organized in the (see instructions )) support? US? Yes No Yes No Yes No

Total

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Schedule A (Form 990 or 990-EZ) 2008

JSA 8E12104000 HA-1300V 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 16 Schedule A' ( Form 990 or 990-EZ) 2008 73-0589829 Page 2 Support Schedule for Organizations Described in Sections 170(b)( 1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I.) Section A. Public Support (a) 2004 ( b) 2005 (c) 2006 (d) 2008 Calendar year (or fiscal year beginning in) ► 2007 (e) (f) Total

1 Gifts , grants , contributions, and membership fees received . ( Do not include any " unusual grants ") ...... 14 454 918. 15 926 505. 15 877 997. 18 333 297. 18 649 224. 83 241 941.

2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf ......

3 The value of services or facilities furnished by a governmental unit to the organization without charge ...... 4 Total. Add lines 1-3 ...... 14 454 918. 15 926 505. 15 877 997. 18 333 297. 18649 224. 83 241 941. 5 The portion of total contributions by each person ( other than a governmental unit or publicly supported organization ) included on line 1 that exceeds 2% of the amount shown on line 11, column (f) . . . , , , 6 Public su pport. Subtract line 5 from line 4 83 , 241 , 941. section ts . 1 offal JU ort Calendar year (a) 2004 (b) 2005 (c) ( or fiscal year beginning in) ► 2006 (d) 2007 (e) 2008 (f) Total 7 Amounts from line 4...... 14 454 918. 15 926 505. 15 877 997. 18 333 297. 18 649 224. 83 241 941. 8 Gross income from interest , dividends, payments received on securities loans, rents , royalties and income from similar sources ...... 25 , 256. 67 , 644. 149 300. 173 , 533 . 98 , 879. 514 612.

9 Net income from unrelated business activities , whether or not the business is regularly carried on ......

10 Other income Do not include gain or loss from the sale of capital assets ( Explain in Part IV) ...... 143 045. 136 167. 196 811. 218 222. 64 075. 758 . 3 0. 1 1 Total support. Add lines 7 through 10 . 89 514 873. 12 Gross receipts from related activities, etc (See Instructions ) ...... 12 13 First five years . If the Form 990 is for the organization ' s first , second , third, fourth, or fifth tax year as a 501(c)(3) organization, check this box and stop here ► n Section C . Com putation of Public Su pport Percenta g e 14 Public support percentage for 2008 (line 6, column (f) divided by line 1 1 , column (f)) ...... 1 98.49 % 15 Public support percentage from 2007 Schedule A, Part IV-A, line 26f ...... 15 98.57 % 16a 33 1 / 3% support test - 2008 . If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this,b and stop here. The organization qualifies as a publicly supported organization ...... ► XX b 33 1 /3% support test - 2007 . If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, chec kth^C box and stop here. The organization qualifies as a publicly supported organization ...... ► U 17a 10% -facts -and-circumstances test - 2008 . If the organization did not check a box on line 13, 16a or 16b, and line 14 is 10% or more, and if the organization meets the "fact-and-circumstances" test, check this box and stop here. Explain in Part IV how the organization meets the "facts and circumstances" test The organization qualifies as a publicly supported organization ...... q ...... ► b 10%-facts -and-circumstances test - 2007 . If the organization did not check a box on line 13, 16a, 16b, or 17a, and line 15 is 10% or more, and if the organization meets the "facts and circumstances" test, check this box and stop here. Explain in Part IV how the organzation meets the "facts-and-circumstances"" test The organization qualifies as a publicly supported organization ...... q ...... ► 18 Private foundation . If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see instructions q ...... ► Schedule A (Form 990 or 990-EZ) 2008

JSA

8E1220 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 17 Schedule A'(Form 990 or 990-EZ) 2008 73-0589829 Page 3 Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I.) Section A. Public Support Calendar year (or (a) 2004 (b) 2005 (c) 2006 (d) (e) 2008 (f) fiscal year beginning in) ► 2007 Total I Gifts, grants, contributions, and membership fees received (Do not include any "unusual grants ") • • • • • • • • • . 2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose 3 Gross receipts from activities that are not an unrelated trade or business under section 513 4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf ...... 5 The value of services or facilities furnished by a governmental unit to the organization without charge • ...... 6 Total. Add lines 1-5 7a Amounts included on lines 1, 2, and 3 received from disqualified persons . b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of 1% of the total of lines 9, 1 Oc, 11, and 12 for the year or $5 , 000 • • • • • • • • • • c Add lines 7a and 7b...... 8 Public support (Subtract line 7c from line 6 Section B. Total Su pport ( a) 2004 (b) 2005 (c) 2006 Calendar year ( or fiscal year beginning in) ► (d) 2007 ( e) 2008 (f) Total 9 Amounts from line 6 10a Gross income from interest, dividends, payments received on securities loans, rents , royalties and income from similar sources ...... b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30 , 1975. . • . • . c Add lines 10a and 10b 11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on • • 12 Other Income Do not include gain or loss from the sale of capital assets (Explain in Part IV) • • . _ ...... 13 Total support . ( Add lines 9, 10c, 11, and 12 ) 14 First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here . . ► n Sactinn r (mmnirtntinn of Prrhlic Srrnnnrt Porrantana

15 Public support percentage for 2008 ( line 8, column ( f) divided by line 13 , column ( f)) 15 % 16 Public support percentage from 2007 Schedule A , Part IV-A, line 27g . 16 % Section D . Com p utation of Investment Income Percenta g e 17 Investment income percentage for 2008 (line 10c , column ( f) divided by line 13 , column (f)) .17 % 18 Investment income percentage from 2007 Schedule A , Part IV-A, line 27h 18 19a 33 1/3% support tests - 2008 . If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1 / 3 %, check this box and stop here The organization qualifies as a publicly supported organization ► to 33 113 % support tests -2007 . If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3%, and line 18 is not more than 33 1 / 3 %, check this box and stop here The organization qualifies as a publicly supported organization ► 20 Private foundation . If the organization did not check a box on line 14, 19a, or 19b , check this box and see instructions . - . ► JSA 1 000 Schedule A (Form 990 or 990-EZ) 2008 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 18 Schedule A (Form 990 or 990-EZ) 2008 73-0589829 Page 4 Supplemental Information . Complete this part to provide the explanation required by Part II, line 10; Part II, line 17a or 17b; or Part III, line 12. Provide any other additional information. (see instructions)

_SCHEDULE A_ PART I I __OTHER INCOME_ ------

-DESCRIPTION ______2004______2005______2006______2007_--___--2008__-_- ---TOTAL ______--_-

MISCELLANEOUS INCOME ______1431045______136J61_____ 196,811_____2181222______64LC75_____ 758320.______

- TOTALS ------14310451.5L161196 811._____2181222_..... 64 075_____ 758 320.__

SSA Schedule A (Form 990 or 990-EZ) 2008

8E1222 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 19 SCHEDULED OMB No 1545-0047 (Form 990)• Supplemental Financial Statements 2008

Attach to Form 990. To be completed by organizations that • . • , Department of the Treasury ► internal Revenue Service answered "Yes," to Form 990, Part IV, line 6, 7 , 8, 9, 10, 11, or 12. Name of the organization Employer identification number UNITED WAY OF CENTRAL OKLAHOMA , INC. 73-0589829 Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts . Complete if the organization answered "Yes" to Form 990, Part IV, line 6. (a) Donor advised funds ( b) Funds and other accounts 1 Total number at end of year ...... 2 Aggregate contributions to (during year) . . . . 3 Aggregate grants from (during year) ...... 4 Aggregate value at end of year ...... 5 Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization's property, subject to the organization's exclusive legal control? ...... q Yes q No 6 Did the organization inform all grantees, donors, and donor advisors in writing that grant funds may be used only for charitable purposes and not for the benefit of the donor or donor advisor or other impermissible private benefit? q Yes q No Conservation Easements . Complete if the organization answered "Yes" to Form 990, Part IV, line 7 1 Pur ose(s) of conservation easements held by the organization (check all that apply) Preservation of land for public use (e g., recreation or pleasure) HPreservation of an historically importantly land area Protection of natural habitat Preservation of certified historic structure Preservation of open space 2 Complete lines 2a-2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year Held at the End of the Year a Total number of conservation easements ...... 2a b Total acreage restricted by conservation easements ...... 2b c Number of conservation easements on a certified historic structure included in (a) ...... 2c d Number of conservation easements included in (c) acquired after 8/17/06 ...... 2d 3 Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the taxable year ► 4 Number of states where property subject to conservation easement is located ► 5 Does the organization have a written policy regarding the periodic monitoring, inspection, violations, and enforcement of the conservation easements it holds? ...... q Yes q No 6 Staff or volunteer hours devoted to monitoring, inspecting, and enforcing easements during the year ► 7 Amount of expenses incurred in monitoring, inspecting, and enforcing easements during the year ► $ 8 Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)(i) and 170(h)(4)(B)(il)? ...... q Yes q No 9 In Part XIV, describe how the organization reports conservation easements in its revenue and expense statement, and balance sheet, and include, if applicable, the text of the footnote to the organization's financial statements that describes the or anization's accountin g for conservation easements Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets. Complete if the organization answered "Yes" to Form 990, Part IV, line 8.

1 a if the organization elected, as permitted under SFAS 116, not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide, in Part XIV, the text of the footnote to its financial statements that describes these items b If the organization elected, as permitted under SFAS 116, to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items (I) Revenues included in Form 990, Part VIII, line 1 ...... ► $ (ii) Assets included in Form 990, Part X ...... ► $ 2 If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the following amounts required to be reported under SFAS 116 relating to these items a Revenues included in Form 990, Part VIII, line 1 ...... ► $ b Assets included in Form 990, Part X ...... ► $

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990 . Schedule D (Form 990) 2008

JSA 8E1268 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 22 Schedule D (Form 990) 2008 73-0589829 Page 2 FUR&M Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets (continued)

3 Using the organization's accession and other records, check any of the following that are a significant use of its collection items (check all that apply) a Public exhibition d Loan or exchange programs b Scholarly research e Other c Preservation for future generations 4 Provide a description of the organization's collections and explain how they further the organization's exempt purpose in Part XIV 5 During the year, did the organization solicit or receive donations of art, historical treasures, or other similar assets to be sold to raise funds rather than to be maintained as part of the organization's collection'? • • • • • • n Yes M No lZraRTA Trust, Escrow and Custodial Arrangements. Complete if organization answered "Yes" to Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21.

1 a Is the organization an agent, trustee, custodian or other intermediary for contributions or other assets not included on Form 990, Part X' ...... Yes No b If "Yes ," explain the arrangement in Part XIV and complete the following table

c Beginning balance ...... 1 c d Additions during the year ...... 1 d e Distributions during the year ...... 1 e f Ending balance ...... l f 2a Did the organization include an amount on Form 990, Part X, line 217 ...... Yes No b If "Yes," explain the arrangement in Part XIV MMW Endowment Funds. Com p lete if organization answered "Yes" to Form 990, Part IV, line 10. (a) Current Year (b) Prior year (c) Two years back (d) Three years back (e) Four years back I a Beginning of year balance . . b Contributions ...... c Investment earnings or losses . . d Grants or scholarships ...... e Other expenditures for facilities . and programs ...... f Administrative expenses . . . . g End of year balance ...... 2 Provide the estimated percentage of the year end balance held as a Board designated or quasi-endowment ► % b Permanent endowment ► % c Term endowment ► % 3 a Are there endowment funds not in the possession of the organization that are held and administered for the organization by Yes No (1) unrelated organizations ...... 3a(i) (ii) related organizations ...... 3a(ll) b If "Yes" to 3a(ii), are the related organizations listed as required on Schedule R? ...... 3 b 4 Describe in Part XIV the intended uses of the organization's endowment funds 9971M Investments - Land . Buildinas . and EauiDment . See Form 990 Part X Imp 10 Description of investment ( a) Cost or other basis ( b) Cost or other (c) Depreciation ( d) Book value (investment ) basis (other) 1a Land ...... b Buildings ...... 4 1 447 , 624. 261 842. 4 , 185 , 782. Leasehold ...... c improvements 256 250. 169 910. 91 , 340. Equipment ...... d . . . . 1 , 019 , 601. 1 795 158. 224 443. e Other ...... Total . Add lines la- le (Column (d) should equal Form 990, Part X, column (B), line 10 (c)) , , . , , , , , , ► 4 , 501 , 565.

Schedule D (Form 990) 2008

.1SA 8E1269 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 23 Schedule D•(Form 990) 2008 73-0589829 Page 3 Investments - Other Securities . See Form 990, Part X, line 12. ( a) Description of security or category ( b) Book value (c) Method of valuation. (including name of security) Cost or end-of-year market value

Financial derivatives and other financial products , , , • • • • Closely- held equity interests • • • • • . Other ------

Total . (Column (b) should equal Form 990, Part X, col (8) line 12) Ill. FUMM" Investments - Program Related . See Form 990, Part X, line 13. (a) Description of investment type (b) Book value (c) Method of valuation Cost or end-of-year market value

Total. (Column (b) should equal Form 990, Part X, col (B) line 13) MIDI Other Assets . See Form 990. Part X. line 15.

In Part XIV, provide the text of the footnote to the organization 's financial statements that reports the organization 's liability for uncertain tax positions under FIN 48

SSA Schedule D (Form 990) 2008 8E1270 1 000 HABOOV 700L 10/22/2009 17:27:47 V08-8.1 0158178.00004 24 ;cheduleD Form 990) 2008 73-0589829 Page 4 Reconciliation of Chang e in Net Assets from Form 990 to Financial Statements 1 Total revenue (Form 990, Part VIII, column (A), line 12) , , , , , , , , , , , , , , , , , , , 1 19 133 797. 2 ' Total expenses (Form 990, Part IX, column (A), line 25) , , , , , , , , , , , , , , , , , , 2 18 , 556 , 754. 3 Excess or (deficit) for the year Subtract line 2 from line 1 , .577 , 043. 4 Net unrealized gains (losses) on Investments 5 Donated services and use of faclhties 6 Investment expenses , . . . ______7 Prior period adjustments _ , 8 Other (Describe in Part XIV) -429 , 817 . 9 Total adjustments (net) Add lines 4-8 . , , _ , , , , , , , , , , , , , , , , , , , , , , , , , , , , -429 , 817. 10 Excess or deficit for the year p er financial statements Combine lines 3 and 9 . 147 , 2 26. Reconciliation of Revenue p er Audited Financial Statements With Revenue per Retum 1 Total revenue, gains, and other support per audited financial statements ______1 13.334.121. 2 Amounts included on line 1 but not on Form 990 , Part VIII, line 12 a Net unrealized gains on investments , . , . . , 2a b Donated services and use of facilities ...... 2b c Recoveries of prior year grants , . _ 2c d Other (Describe in Part XIV) , . . . , , , 2d 229 , 757. e Add lines 2a through 2d ...... 2e 229.757. 3 Subtract line 2e from line 1 ...... 3 13,104,364. 4 Amounts included on Form 990, Part VIII, line 12, but not on line 1 a Investment expenses not included on Form 990, Part VIII, line 7b , , , , , , , 4a b Other (Describe in Part XIV) 4b 6 , 229 433. c Add lines 4a and 4b 4c 6,029,433. 5 Total revenue Add lines 3 and 4c. This should a ual Form 990 PartI line 12 5 19,133,797. PsFitFff Reconciliation of Ex penses per Audited Financial Statements With Expenses per Return 1 Total expenses and losses per audited financial statements 12.930.974. 2 Amounts included on line 1 but not on Form 990, Part IX, line 25 a Donated services and use of facilities ...... 2e b Prior year adjustments 2t c Losses reported on Form 990, Part IX, Ilne 25 ...... 2c d Other (Describe in Part XIV) 2d e Add lines 2a through 2d e 3 Subtract line 2e from line 1 ...... L3 4 Amounts included on Form 990, Part IX, line 25, but not on line 1 a Investment expenses not included on Form 990 , Part VIII, line 7b 4,4a b Other ( Describe in Part XIV) ...... 4t 6 c Add lines 4a and 4b ...... !c 6 , 029 , 433 5 Total expense s Add lines 3 and 4c. (This should equal Form 990, Part I, line 18) ...... 5 18.556.754 Supplemental Information Complete this part to provide the descriptions required for Part II, lines 3, 5, and 9, Part III, lines 1a and 4, Part IV, lines lb and 2b, Part V, line 4, Part X, Part XI, line 8, Part XII, lines 2d and 4b, and Part XIII, lines 2d and 4b SEE-PAGE-5 ------

Schedule D (Form 990) 2008

JSA

BE1271 1 000 HA.BOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 25 Schedule D (Form 99o 2008 73-0589829 Pa Supplemental information (continued)

_ PART XII - LINE 2D AND 4B ------

------

_OTHER AMOUNTS INCLUDED ON LINE 1 BUT -NOT-ON- FORM 990_ PART VIII - _LINE_ ------12

_ INCLUDE__$229,757, WHICH_ IS ALLOCATED-TO-UNITED- WAY LOGAN _COUNTY_ (FEIN------

_73_1279596) _AN_D_UNITED_WAY CANADIAN _COUNTY_SFEIN_30_ 0092336 L_IN_THE______

_AMOUNTS_OF $1251 098_AND_ $104, 659 RESPECTIVELY______

------

-OTHER AMOUNTS- INCLUDED- INCLUDED ON_FORM_990,_PART VIII,- -LINE 12_BUT_NOT------

ON_ LINE- 1_ INCLUDE___96, 0291 433,_ WHICH REPRESENTS- AMOUNTS ------DESIGNATED BY

_DONORS_FOR-SPECIFIC ORGANIZATIONS. ------

_PART-XIII1_LINE-2D_AND 4B ------

------

OTHE_R_AMOUNTS_ INCLUDED ON LINE 1 _BUT_NOT_ONFORM 990_ PART _IX,LINE_25______

_INCLUDE__$194C160_OF GRANTS PAID BY_UNITED_WAY- LOGAN COUNTY_JFEIN______

_ 73_ 1279596)-;- 1P 52091 493_ OF GRANTS -PAID _BY_UNITED WAY CANADIAN -COUNTY______

_( FEIN__30_0092336)------

------

_OTHE_R_AMOUNTS_INCLUDED_ON_FORM 990, _PART_IX,_LINE- 25 INCLUDE: _,$6,02914331------

-WHICH- REPRESENTS- GRANTS- PAID FROM -DONORS -WHO- RETAINED THE ABILITY ------TO

-DESIGNATE-SPECIFIC-ORGANIZATIONS AS-RECIPIENTS ------

Schedule D (Form 990) 2008

JSA

8E 1272 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 26 ScheduleD (Form 990 2008 73-0589829 Page Supplemental Information (continued)

_ PART_ 2 Il LINE 8 ------

_FAS_158_ADJUSTMENT--($J491463)------

_PLEDGE_RECEIVABLE_REPORTED BY UNITED-WAY-OF-CANADIAN COUNTY-__19,646______

Schedule D (Form 990) 2008

JSA

BE 1272 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 27 SCHEDULE I Grants and Other Assistance OMB No 1545-0047 (Form 990 ) to Organizations, Governments, and Individuals in the U.S. 2@08 - Department of the Treasury ► Complete If the organization answered "Yes , " on Form 990 , Part IV, lines 21 or 22 . • • Internal Revenue Service ► Attach to Form 990. Name of the organization Employer identification number UNITED WAY OF CENTRAL OKLAHOMA INC. 73-0589829 f7ffiff General Information on Grants and Assistance 1 Does the organization maintain records to substantiate the amount of the grants or assistance, the grantees' eligibility for the grants or assistance, and the selection criteria used to award the grants or assistance? , , , , , , , , , , , , , , , , , , , , ,, , , , , , , , ,, , ,,, , , , , , , , 0 Yes q No 2 Describe in Part IV the organization's procedures for monitoring the use of grant funds in the United States Grants and Other Assistance to Governments and Organizations in the United States . Complete if the organization answered "Yes" on Form 990, Part IV, line 21, for any recipient that received more than $5,000. Check this box if no one recipient received more than $5,000. Use Part IV and Schedule I-1 Form 990) if additional q space is needed ...... ► 1 (a) Name and address of organization (b) EIN (c) IRC section (d) Amount of cash grant (e) Amount of non-cash (f) Method of valuation (g) Description of (h) Purpose of grant or government If applicable (book, FMV, appraisal, assistance other non-cash assistance or assistance SEE STATEMENT 8 ------15 329 929. RANTS IN SUPPORT Of

------^t^PIPT ^1RPU

------

2 Enter total number of section 501(c)(3) and government organizations , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , ► 3 Enter total number of other organizations ► For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Schedule I (Form 990) 2008 JSA 8E 1288 2 000 28 Schedule I (Form 990) 2008 73-0589829 Page 2 Grants and Other Assistance to Individuals in the United States . Complete if the organization answered "Yes" on Form 990, Part IV, line 22. Use Schedule I-1 (Form 990) if additional space is needed.

(a) Type of grant or assistance I (b) Number of I (c) Amount of (d) Amount of I (e) Method of valuation (book, (f) Description of non-cash assistance recipients cash grant non-cash assistance FMV, appraisal, other)

'1 Supplemental Information. Complete this part to provide the information required in Part I, line 2, and any other additional information.

Schedule I (Form 990) 2008

JSA

8E1289 1 000 29 SCHEDULE J Compensation Information OMB No 1545-0047 (Form 990 )' 0808 For certain Officers , Directors , Trustees, Key Employees, and Highest [/^ Compensated Employees Department of the Treasury ip^ Attach to Form 990 . To be completed by organizations • • Internal Revenue Service that answered "Yes" to Form 990 , Part IV, line 23. Name of the organization Employer Identification number UNITED WAY OF CENTRAL OKLAHOMA INC. 73-0589829 Questions Regarding Compensation Yes I No IaJ Check the appropriate box(es) if the organization provided any of the following to or for a person listed in Form 990, Part VII, Section A, line 1 a Complete Part III to rovide any relevant information regarding these items First-class or charter travel Housing allowance or residence for personal use Travel for companions Payments for business use of personal residence Tax indemnification and gross-up payments Health or social club dues or initiation fees Discretionary spending account Personal services (e g , maid, chauffeur, chef)

b If line 1a is checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain . , _ , , , , . , . , .lb 2 Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all officers, directors, trustees, and the CEO/Executive Director, regarding the items checked in line 1a? , , . 2

3 Indicate which, if any, of the following the organization uses to establish the compensation of the or anization's CEO/Executive Director Check all that a ly Compensation committee Written employment contract Independent compensation consultant Compensation survey or study Form 990 of other organizations X Approval by the board or compensation committee

4 During the year, did any person listed in Form 990, Part VII, Section A, line 1a a Receive a severance payment or change of control payment? 4a X b Participate in, or receive payment from, a supplemental nonqualified retirement plan? , , , , . . . . , , 4b x c Participate in, or receive payment from, an equity-based compensation arrangement?, , . . , , , , . , , 4c X If "Yes" to any of lines 4a-c, list the persons and provide the applicable amounts for each item in Part III

Only 501 (c)(3) and 501 (c)(4) organizations must complete lines 5-8. 5 For persons listed in Form 990, Part VII, Section A, line 1 a, did the organization pay or accrue any compensation contingent on the revenues of a The organization?...... 5a X b Any related organization? ...... 5b X If "Yes" to line 5a or 5b, describe in Part III 6 For persons listed in Form 990, Part VII, Section A, line 1 a, did the organization pay or accrue any compensation contingent on the net earnings of a The organization?...... 6a X b Any related organization? ...... 6b X If "Yes" to line 6a or 6b, describe in Part III 7 For persons listed in Form 990, Part VII, Section A, line 1 a, did the organization provide any non-fixed payments not described in lines 5 and 6' If "Yes," describe in Part III , . 7 X 8 Were any amounts reported in Form 990, Part VII, paid or accrued pursuant to a contract that was subject to the initial contract exception described in Regs section 53 4958-4(a)(3)' If "Yes," describe in Part III ...... 8 X For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Schedule J (Form 990) 2008

JSA

8E1290 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 30 Schedule) ( Form 990) 2008 73-0589829 Page 2 F7Me Officers , Directors , Trustees , Key Employees , and Highest Compensated Employees . Use Schedule J-1 if additional space is needed. For each individual whose compensation must be reported in Schedule J, report compensation from the organization on row (I) and from related organizations, described in the. instructions, on row (ii) Do not list any individuals that are not listed on Form 990, Part VII Note . The sum of columns (B)(i)-(iii) must equal the applicable column (D) or column (E) amounts on Form 990, Part VII, line 1a

(B) Breakdown of W-2 and/or 1099-MISC compensation (C) Deferred (D) Nontaxable (E) Total of columns (F) Compensation (A) Name (i) Base (h) Bonus & incentive (in) Other compensation benefits (B)(Q-(D) reported in prior compensation compensation reportable Form 990 or compensation Form 990-EZ

----1551064------0) ------155 , Q64 - 145 127_ ROBERT SPINKS ii ------I

(i) ------(ii) r (i) ------h) ------

(i) ------ii

(I) ------(I) ------ii ------

(I) ------(ii ------(I) ------(I) ------

------

(i) ------iQ (I) ------

(I) ------

(I) ------Schedule J (Form 990) 2008

JSA

8E1291 1 000 31 Schedule J (Form 9901 2008 Information Complete this part to provide the information, explanation, or descriptions required for Part I, lines 1 a, 1 b, 4c, 5a, 5b, 6a, 6b, 7, and 8. Also complete this part for any additional information.

Schedule J (Form 990) 2008

JSA

8E1292 1 000 32 SCHEDULE L OMB No 1545-0047 (Form 990 or 990-EZ) Transactions With Interested Persons ► Attach to Form 990 or Form 990-EZ. 2008 ► To be completed by organizations that answered Department of the Treasury "Yes" on Form 990, Part IV, lines 25a, 25b, 26, 27, 28a, 28b, or 28c, inte rnal Revenue Service or Form 990-EZ, Part V, lines 38b or 40b. Name of the organization Employer identification number

F;MM Excess Benefit Transacations (section 501(c)(3) and section 501(c)(4) organizations only) To be completed by organizations that answered "Yes" on Form 990, Part IV, lines 25a or 25b, or Form 990-EZ, Part V, line 40b

2 Enter the amount of tax imposed on the organization managers or disqualified persons during the year under section 4958 ...... ► $ 3 Enter the amount of tax, if any, on line 2, above, reimbursed by the organization ...... ► $

Loans to and/or From Interested Persons. To be completed by organizations that answered "Yes" on Form 990, Part IV, line 26, or Form 990-EZ, Part V, line 38a

(a) Name of interested person and purpose ( b) Loan to or from (c ) Original ( d) Balance due e) In defaults (f) Approved (g) Written the organ ization? principal amount by board or agreement? committee?

To- I From Yes No Yes No Yes No

Total ► $ 1119.1111 11111 Grants or Assistance Benefitting Interested Persons. To be completed by organizations that answered "Yes" on Form 990, Part IV, line 27 (a) Name of interested person ( b) Relationship between interested person and the (c) Amount of grant or type of assistance I organization

Business Transactions Involving Interested Persons. To be completed by organizations that answered "Yes" on Form 990, Part IV. lines 28a, 28b, or 28c

(a) Name of interested person (b) Relationship between (c) Amount of (d) Description of transaction (e) Sharing of interested person and the transaction organization's organization revenues?

Yes No SEE SCHEDULE 0 X

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Schedule L (Form 990 or 990-EZ) 2008

JSA

8E1297 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 33 OMB No 1545-0047 SCHEDULE 0 I Supplemental Information to Form 990 (Form 990).' ► Attach to Form 990. To be completed by organizations to provide VON Department of the Treasury additional information for responses to specific questions for the Internal Revenue Service Form 990 or to provide any additional information. Name of the organization Employer identification number

73-0589829

PART_ SECTION_ A,-QUESTION 2 _ VI_,_ ------

------

BOARD_ OF DIRECTORS_ OF _ THE THE ORGANIZATION-IS-EXTREMELY -ROBUST-AND ------

_ENCOMPASSES_INFLUENTIAL_BUSINESS MEN-AND-WOMEN-IN-THE COMMUNITY---AS-SUCH------

- IT- IS- POSSIBLE- THAT- MEMBERS MAY HAVE -BUS INESSZgAMILY RELATIONSHIPS -AMONG______

_EACH_OTHER_-_HOWEVER1_THESE POTENTIAL-RELATIONSHIPS- DO NOT_CREATE_ANY------

CONFLICTS-IMPACTING THE ORGANIZATION- -ISSUES-OR- -OPERATIONS-OF- THE ------

For Privacy Act and Paperwork Reduction Act Notice, see the Instructions for Form 990. Schedule 0 (Form 990) 2008 JSA 8E1300 1 000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 34 Schedule 0 Form 990) 2008 Page 2 Name of the organization Employer identification number

UNITED WAY OF CENTRAL OKLAHOMA. INC. 73-0589829

PART VI, SECTION A, U ESTIO 1 0 ------

_THE-FORM 990-WAS-REVIEWED BY THE -CHAIRMAN-OF-THE- AUDIT COMMITTEE-PRIOR-TO------

THE RETURN_ -FILING------

JSA Schedule 0 (Form 990) 2008 8E1301 1 000

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 35 Schedule 0 (Form 990) 2008 2 Name of the organizatior Employer Identification number

-PART-VI,-SECTION-B,-QUESTION 12C ------

-THE-ORGANIZATION-REQUIRES-AN ANNUAL -ACKNOWLEDGEMENT- THAT THERE-ARE-NO------

-VIOLATIONS-OF THE-CONFLICT OF INTEREST-POLICY.------

3SA Schedule 0 (Form 990) 2008 8E1301 1 000

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 36 -PART-VI.-SECTION-B,-QUESTION------15B

THE_ COMPENSATION- OF THE_ CEO IS REVIEWED ANNUALLY BY THE BOARD______------

JSA Schedule 0 (Form 990) 2008 8E1301 1 000

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 37 Schedule 0 Form 990) 2008 Page 2 Name of the organization Employer identification number

i1NT1F.II WAY f1F CR1JTRAT. (WT.aunMA TM( '7--(1SRQA9q

_ SCHEDULE- Ll_ PART- IV ------

-THE BOARD OF DIRECTORS_ARE AMONG THE COMMUNITY. -----BUSINESS -MEN-AND-WOMEN------

THE- ORGANIZATION- - MAY- HAVE SOME BUSINESS-RELATIONS-WITH MEMBERS-OF-THE--_ ------

-BOARD-BUT_ALL_TRANSACTIONS DONE .------ARE AT-ARMS_LENGTH ------

JS` Schedule 0 (Form 990) 2008 BE1301 1 000

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 38 UNITED WAY OF CENTRAL OKLAHOMA, INC. 73-0589829

FORM 990, PART III, LINE 1 - ORGANIZATION'S MISSION

TO IMPROVE THE HEALTH, SAFETY, EDUCATION & ECONOMIC WELL-BEING OF INDIVIDUAL FAMILES IN NEED IN CENTRAL OKLAHOMA BY CONNECTING COMMUNITY RESOURCES WITH RESPONSIVE & ACCOUNTABLE HEALTH & HUMAN SERVICE ORGANIZATIONS.

STATEMENT 1

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 39 UNITED WAY OF CENTRAL OKLAHOMA, INC. 73-0589829

990, PART VII- COMPENSATION OF THE FIVE HIGHEST PAID IND. CONTRACTORS

NAME AND ADDRESS DESCRIPTION OF SERVICES COMPENSATION ------

LIPPERT BROS, INC CONSTRUCTION 2,132,809. PO BOX 17450 OKLAHOMA CITY, OK 73136 ------TOTAL COMPENSATION 2,132,809.

STATEMENT 2

HABOOV 700L V08-8.1 0158178.00004 40 UNITED WAY OF CENTRAL OKLAHOMA, INC. 73-0589829

FORM 990, PART VIII - INVESTMENT INCOME

(A) (B) (C) (D) TOTAL RELATED OR UNRELATED EXCLUDED DESCRIPTION REVENUE EXEMPT REVENUE BUSINESS REV. REVENUE ------

INTEREST INCOME 98, 879. 98,879. ------TOTALS 98,879. 98,879.

HABOOV 700L 11/ 03/2009 10:15:09 V08 - 8.1 0158178.00004 41 STATEMENT 3 UNITED WAY OF CENTRAL OKLAHOMA, INC. 73-0589829

FORM 990, PART IX - PAYMENTS TO AFFILIATES

(A) (B) (C) (D) TOTAL PROGRAM MANAGEMENT FUNDRAISING- DESCRIPTION EXPENSES SERVICE EXP. AND GENERAL EXPENSES ------

NATIONAL UNITED WAY DUES 150,283. 3,802. 146,481. ------TOTALS 150,283. 3,802. 146,481. ------

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 42 STATEMENT 4 UNITED WAY OF CENTRAL OKLAHOMA, INC. 73-0589829

FORM 990, PART X - SECURED MORTGAGES AND NOTES PAYABLE ------

LENDER: LINE OF CREDIT ORIGINAL AMOUNT: 3,600,000. INTEREST RATE: 2.000000 DATE OF NOTE: VAR MATURITY DATE: 06/29/2010 REPAYMENT TERMS: INTEREST PAYABLE MONTHLY PRINCIPAL DUE AT MATURITY SECURITY PROVIDED: BUILDINGS/IMPROVEMENTS PURPOSE OF LOAN: OPERATIONS DESCRIPTION AND FMV CASH OF CONSIDERATION:

BEGINNING BALANCE DUE ...... 473,903. ENDING BALANCE DUE ...... 2,993,303. ------

TOTAL BEGINNING MORTGAGES AND OTHER NOTES PAYABLE 473, 903. ------

TOTAL ENDING MORTGAGES AND OTHER NOTES PAYABLE 2, 993, 303.

STATEMENT 5

HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 43 Form 990, Part III Statement of Program Service Accomplishments

THE UNITED WAY OF CENTRAL OKLAHOMA IS A CHARITABLE ORGANIZATION THAT COLLECTS CONTRIBUTIONS FROM THE PUBLIC THROUGH AN ANNUAL CAMPAIGN HELD IN THE FALL. THE DONATED FUNDS ARE DISTRIBUTED THE FOLLOWING YEAR TO PARTNER AGENCIES REPRESENTING THE FINEST HEALTH, YOUTH, AND HUMAN SERVICE CHARITIES SERVING THEIR LOCAL COMMUNITY IN ALL OR PARTS OF SEVEN CENTRAL OKLAHOMA COUNTIES. FUND DISTRIBUTION IS ACCOMPLISHED THROUGH ALLOCATION DECISIONS MADE BY MORE THAN 160 COMMUNITY VOLUNTEERS AND APPROVED BY UNITED WAY'S BOARD OF DIRECTORS AND DONOR DETERMINED DESIGNATIONS. THE UNITED WAY ALSO MANAGES THE COMBINED FEDERAL CAMPAIGN, SERVING MORE THATN 38,000 CENTRAL OKLAHOMA FEDERAL EMPLOYEES; THE STATE CAMPAIGN, SERVING ALL OKLAHOMA STATE EMPLOYEES; AND THE OKLAHOMA CITY MUNICIPAL EMPLOYEE GAA-RITABLE CAMPAIGN, SERVING ALL CITY EMPLOYEES. IN 2008, THE UNITED WAY OF CENTRAL OKLAHOMA, INC. CONTINUED TO PLAY AN INTEGRAL ROLE IN PROVIDING COMMUNITY SOLUTIONS TO COMMUNITY PROBLEMS. UNITED WAY IS ACTIVELY INVOLVED IN MANY COMMUNITY INITIATIVES, INCLUDING CENTRAL OKLAHOMA TURNING POINT; SMART START; 211 INFORMATION AND REFERRAL; THE EMERGENCY FOOD AND SHELTER PROGRAM; THE DIRECTORY OF COMMUNITY SERVICES; AND VITAL SIGNS.

STATEMENT 4 United Way of Central Oklahoma 2008 Board of Directors

Mission Statement: To improve the health, safety, education and economic well being of individual families in need in Central Oklahoma by connecting community resources with responsive and accountable health and human service agencies.

Vision: To be the leading organization building a stronger, healthier, and more compassionate community.

2008 Officers of the Board

Chairman of the Board: 3 year term expires 2011 CORBETT, LUKE R. Secretary / Treasurer: 2956 Via Esperanza HARLOW, DAVID Edmond , OK 73013 President 562-1922 BancFirst Fax: 562-1925 PO Box 26788 Assistant : Carrie Corbett Oklahoma City, OK 73126 [email protected] 270-1082 3 year term expires 2011 Fax: 270-1097 dharlow@bancfirst.com Chairman Elect: Assistant: Kim Larson MARTIN, EDMUND [email protected] Chairman 3 year term expires 2009 Ackerman McQueen 1601 N. W. Expressway #I 100 Assistant Secretary / Treasurer: Oklahoma City, OK 73118 DAVIS, 843-7777 SCOTT G. Asset Management Advisors, LLC Fax: 848-1858 6307 Waterford Blvd. #200 [email protected] Oklahoma City, OK 73118 Assistant: Sarah Hine 842-1881 [email protected] Fax: 842-1413 3 year term expires 2009 [email protected] 3 year Vice Chairman: term expires 2009 PAGE, ROY W. President & CEO Third Degree Advertising & Communications, Inc. 100 East Main #200 Oklahoma City, OK 73104 235-3020 X101 Fax: 235-3021 [email protected]

STATEMENT 7 2008 Committee Chairs

Administration Committee: Community Investment Chairman: STUSSI, DOUG WHARTON, SHANE Vice President - CFO Vice President of Accounting Love's Travel Stops & Country Stores, Love's Travel Stops & Country Stores, Inc. Inc. 10601 N. Pennsylvania 10601 N. Pennsylvania PO Box 26210 Oklahoma City, OK 73126 Oklahoma City, OK 73126 302-6786 302-6695 Fax: 463-3786 Fax: 463-3695 [email protected] [email protected] Assistant: Assistant: Linda Tillinghast 3 year term expires 2010 [email protected] 3 year term expires 2011 Events Chairman: MCGUIRE, MATT Audit Committee Chair: Vice President WOOD, MARK Heritage Trust Partner 2802 W. Country Club. Drive Ernst & Young LLP Oklahoma City, OK 73116 210 Park Ave. Suite 2500 848-8899 Oklahoma City, OK 73102 [email protected] 278-9103 Assistant: Fax: 278-6834 2 year term expires 2009 [email protected] Assistant: Ann Cawthon Labor Chairman: [email protected] SNEED, PERRY 3 year term expires 2011 Business Manager/Financial Secretary/Treasurer Campaign Co-chairmen: Sheet Metal Workers Local 124/AFL- THOMPSON, DAVID CIO Publisher 1404 NW Ist The Oklahoman Oklahoma City, OK 73106 PO Box 25125 232-1453 Oklahoma City, OK 73125 Fax: 232-1455 475-4005 perrysmw][email protected] Fax: 475-3426 Assistant: Debra Graumann [email protected] [email protected] Assistant: Kay Lacey 3 year term expires 2010 [email protected] 475-4040 3 year term expires 2010

STATEMENT 7 Legal Council : Research & Convening Committee MCKINNEY, KENNETH N. Chair: Tomlinson & O'Connell ELDER, JAMES Two Leadership Square Partner 211 N. Robinson, Suite 450 Mock Schwabe Waldo Elder Reeve & Oklahoma City, OK 73102 Bryant 606-3357 14th Floor, Two Leadership Square [email protected] 211 N. Robinson Assistant: Fara Mettler Oklahoma City, OK 73102 [email protected] 235-1110 3 year term expires 2009 Fax: 235-0333 [email protected] Marketing Chairman : Assistant: Patsy Baker HENDRICK, MARY [email protected] Community Volunteer 3 year term expires 2010 1107 St. Andrews Edmond, OK 73003 844-6365 [email protected] Assistant: 1 year term expires 2009

Personnel Chairman: BELT Ph. D, JOY REED President Joy Reed Belt & Associates/Joy Reed Belt Search Consultants PO Box 18446 Oklahoma City, OK 73154 842-6336 Fax: 842-6357 [email protected] Assistant: Robin Nauman [email protected] 842-6336 3 year term expires 2009

STATEMENT 7 2008 Board of Directors

ADAMS, TOM BOZALIS MD, JOHN 1806 Summerhaven Way Staff Physician/Allergist Edmond, OK 73013 Oklahoma Allergy & Asthma Clinic 315-3165 PO Box 26827 Tom [email protected] Oklahoma City, OK 73126 3 year term expires 2010 235-0040 Fax: 272-4029 ALLGOOD, JOHN [email protected] Executive Director Assistant: Judy Lake Oklahoma RedHawks Baseball Club 235-0040 2 S. Mickey Mantel Drive 3 year term expires 2009 Oklahoma City, OK 73104 218-4295 CAIN, DON Fax: 218-1001 President-Oklahoma [email protected] AT&T Oklahoma Assistant: 405 N. Broadway, Suite 105 3 year term expires 2010 Oklahoma City, OK 73102 236-6131 ARMITAGE MD, JOHN Fax: 236-2510 President & CEO [email protected] Oklahoma Blood Institute Assistant: Helen Scott 1001 N. Lincoln. Blvd. [email protected] Oklahoma City, OK 73104 291-7010 297-5501 3 year term expires 2010 Fax: 297-5513 [email protected] CARPENTER, DAVID Assistant: Vice President, President AWD Division, Office 3 year term expires 2011 of the Chairman American Fidelity Assurance BIALIS, DAVE 2000 Classen Center, 7 North Vice President and General Manager PO Box 25523 Cox Communications Oklahoma City, OK 73125 6301 Waterford Blvd. Suite 200 523-5395 Oklahoma City, OK 73118 Fax: 416-7879 286-5202 [email protected] Fax: 286-5360 Assistant: Charlene Kirtley [email protected] [email protected] Assistant: Leslie Hulshizer 523-5458 [email protected] 3 year term expires 2011 286-5204 CLYTUS Jr., JOSEPH L. 3 year term expires 2011 President Utilities Information Service 624 NE 18th Oklahoma City, OK 73105 630-9600 Fax: 525-5799 [email protected] 3 year term expires 2009

STATEMENT 7 COATS, MIKE DENNIS, PAT Commercial Banking Officer Circulation Director IBC Bank The Oklahoman 3601 NW 63 9000 N. Broadway Oklahoma City, OK 73116 PO Box 25125 775-1768 Oklahoma City, OK 73125 Fax: 841-8926 475-3711 [email protected] Fax: 475-3733 Assistant: Kathryn Singer [email protected] [email protected] Assistant: Audrey Charlsona 775-1768 [email protected] 1 year term expires 2009 475-3328 3 year term expires 2010 CURRY, JIM President DILG, BOB Oklahoma State AFL-CIO President 501 Northeast 27th MidFirst Bank Oklahoma City, OK 73105 5101 N. W. Grand Blvd. 528-2409 Oklahoma City, OK 731 18 Fax: 525-2810 767-7650 [email protected] Fax: 767-5406 3 year term expires 2010 [email protected] Assistant: Tracy Espinosa CWIKLINSKI, TERRI [email protected] Executive Assistant 767-7651 American Fidelity Assurance Company 3 year term expires 2011 2000 N. Classen Blvd Oklahoma City, OK 73106 DURRETT, DAVID 416-8802 Chief Executive Officer Fax: 211-5937 Valliance Bank [email protected] 1601 N. W. Expressway #100 1 year term expires 2009 Oklahoma City, OK 73118 3 year term expires 2010 DELANEY, PETE Executive Vice President & COO EDMONDS, TODD OGE Energy Corp Partner PO Box 321 M/C 1106 HSE Architects Oklahoma City, OK 73102 914 N. Broadway, Suite 200 553-3397 Oklahoma City, OK 73102 Fax: 557-7914 526-1300 [email protected] Fax: 526-1305 Assistant: Susie White [email protected] [email protected] Assistant: Shelley Wolfe 553-3566 [email protected] 3 year term expires 2009 843-5504 3 year term expires 2009

STATEMENT 7 EDWARDS, CARL GODMAN, BARRY Managing Partner Team Leader Price Edwards & Company American Fidelity Assurance Company 210 Park Avenue Suite 1000 PO Box 25523 Oklahoma City, OK 73102 2000 N. Classen 843-7474 Oklahoma City, OK 73125 Fax: 236-1849 523-5242 [email protected] 416-8715 Assistant: June Thomas [email protected] [email protected] I year term expires 2009 239-1247 3 year term expires 2010 GOSDIN, JULIE Senior Plant Manager ESLYN, COLE C. United States Postal Service President and Chief Executive Officer 320 SW 5th OU MEDICAL CENTER Oklahoma City, OK 73125 PO Box 26307 553-6211 Oklahoma City, OK 73126 Fax: 553-6804 271-5911 [email protected] Fax: 271-1773 Assistant: Brenda Harper [email protected] [email protected] Assistant: Peggy Scott 553-6211 [email protected] 3 year term expires 2011 271-5912 X 53004 1 year term expires 2011 GRIMES, MARK Division President FLOWERS, LARRY Flintco, Inc. President 2302 S. Prospect BCTGM Local 366 G Oklahoma City, OK 73129 506 Bunkingham Way 670-6307 Edmond, OK 73034 Fax: 670-6568 406-4539 [email protected] Fax: 348-0598 Assistant: Nealine Montgomery [email protected] [email protected] 3 year term expires 2011 670-6307 X 1] 8 3 year term expires 2011 FUNKE, MARK President HIGHTOWER, G. P. JOHNSON Bank of Oklahoma, N. A. -OKC Senior Vice President and Senior Trust Officer PO Box 24128 Stillwater National Bank & Trust Company Oklahoma City, OK 73124 6301 Waterford Blvd., Suite 102 272-2180 Oklahoma City, OK 73118 Fax: 272-2456 427-4291 [email protected] Fax: 427-4027 Assistant: Joyce Thedford [email protected] [email protected] Assistant: Lorri Davis 272-2236 [email protected] 3 year term expires 2011 427-4266 3 year term expires 2010

STATEMENT 7 HILLIS, SUSAN V. JENKINS, LEANN Partner Executive Director KPMG LLP Oklahoma Federal Executive Board 210 Park Avenue Suite 2850 215 Dean A. McGee #320 Oklahoma City, OK 73102 Oklahoma City, OK 73102 552-3825 231-4167 Fax: 552-3846 Fax: 231-4165 [email protected] [email protected] Assistant: Missy Osborn Assistant: Trish Plowman [email protected] [email protected] 552-3877 3 year term expires 2010 3 year term expires 2010 JOSEPH, MIKE HOWARD, CHRIS Attorney PresidentlCEO McAfee & Taft SSM Health Care of Oklahoma 211 N. Robinson 10th floor PO Box 205 Oklahoma City, OK 73102 Oklahoma City, OK 73101 235-9621 272-7279 Fax: 235-0439 Fax: 272-6477 [email protected] [email protected] Assistant: Linda Keffer Assistant: Ramona Carey [email protected] [email protected] 235-9621 3 year term expires 2009 3 year term expires 2011

HUDSON, CLIFF KOEPER, NANCY Chairman/CEO Vice President Sonic, America's Drive-In United Parcel Service 300 Johnny Bench Drive 901 South Portland Oklahoma City, OK 73104 Oklahoma City, OK 73108 225-5202 948-3700 Fax: 225-4047 Fax: 948-3878 [email protected] [email protected] Assistant: Renee Chapman Assistant: Sheila Breeden [email protected] [email protected] 3 year term expires 2010 3 year term expires 2010

HUMPHREYS, GRANT KREIDLER, STEVE Humphreys Capital Investment Executive Vice President PO Box 1100 University of Central Oklahoma Oklahoma City, OK 73101 100 N. University 228-1000 Edmond, OK 73034 Fax: 228-1004 974-2251 [email protected] Fax: 974-3802 3 year term expires 2009 [email protected] Assistant: Lane Perry [email protected] 974-2556 3 year term expires 2011

STATEMENT 7 LAWRENCE, BRUCE C. MEACHAM, GREGORY President & COO, INTEGRIS Metro Facilities Chief Operating Officer [NTEGRIS Health The Benham Companies, LLC 3300 N. W. Expressway 9400 N. Broadway #300 Oklahoma City, OK 73112 Oklahoma City, OK 73114 949-3177 478-5353 ext. 1284 Fax: 951-9701 Fax: 478-1238 bruce . [email protected] [email protected] Assistant : Chris Tornquist Assistant: Vicki Wells chris [email protected] [email protected] 949-3177 478-5353X1300 3 year term expires 2010 3 year term expires 2010

MARSHALL, BERT E. MELON, MARY Vice President Group President & Publisher Blue Cross Blue Shield of Oklahoma The Journal Record 3401 NW 63 101 North Robinson Suite 101 PO Box 60545 PO Box 26370 Oklahoma City, OK 73146 Oklahoma City, OK 73102 316-7075 235-2815 Fax: 316-7211 Fax: 278-6907 bert_marshal] @hcsc.net [email protected] Assistant : Barb Azar Assistant: Sunny Cearley [email protected] [email protected] 316-7076 278-2820 3 year term expires 2011 3 year term expires 2011

MASON, STEVE MILBOURN, WES President Executive Vice President & Station Manager Cardinal Engineering KFOR-TV Channel 4 and KAUT Channel 43 6520 N. Western, #206 444 East Britton Road Oklahoma City, OK 73116 Oklahoma City, OK 73114 842-1066 478-6260 Fax: 843-4687 Fax: 478-6211 [email protected] [email protected] Assistant: Kimberly Singerland Assistant: Tammy Caine [email protected] [email protected] 3 year term expires 2009 3 year term expires 2009

NICHOLS, POLLY Community Volunteer 7011 N. Country Club Drive Oklahoma City, OK 73116 848-0236 Fax: 552-7602 [email protected] 3 year term expires 2011

STATEMENT 7 NICHOLS, J. LARRY OTTAWAY, CYNDA Chairman & CEO Shareholder Devon Energy Corporation Crowe Dunlevy 20 North Broadway 20 N. Broadway # 1800 Oklahoma City, OK 73102 Oklahoma City, OK 73102 552-4501 235-7736 Fax: 552-7602 Fax: 272-5280 [email protected] [email protected] Assistant: Ginger Armstrong Assistant: Wanda Tomlin [email protected] [email protected] 552-4502 234-3283 3 year term expires 2009 3 year term expries 2011

NILES, DEE POE, DON Partner President KPMG LLP Communications Workers of America (CWA) 210 Park Avenue, Suite 2850 Local 6016 Oklahoma City, OK 73102 5408 N . Santa Fe 552-3863 Oklahoma City, OK 73118 Fax: 552-2563 528-6016 [email protected] Fax: 528-6664 Assistant: Missy Osborn [email protected] missyosborn @kpmg.com Assistant: 552-3877 3 year term expires 2011 3 year term expires 2011 ROONEY, PAT O'CONNOR, TIM Chairman & CEO President First National Bank of Oklahoma Central Oklahoma AFL-CIO Labor Council 5625 N . Western 3400 S. Western PO Box 54829 Oklahoma City, OK 73109 Oklahoma City, OK 73154 634-4030 848-2001 Fax: 634-3732 Fax: 810-4012 [email protected] [email protected] Assistant: Joan Filler Assistant: Kim Sikes [email protected] [email protected] 3year team expires 2011 848-2001 3 year term expires 2011 ORTLOFF, DAVID The Humphreys Company ROPER, K. RANDY Po Box 1100 Executive Vice President Oklahoma City, OK 73101 MidFirst Bank 228-1100 X 4 501 NW Grand Blvd. Fax: 228-1004 Oklahoma City, OK 73118 [email protected] 767-7145 3 year term expires 2011 [email protected] Assistant : Jan Cobb [email protected] 767-7147 3 year term expires 2010

STATEMENT 7 ROTH, JIM SMALLEY, DIANA Oklahoma Corporation Commissioner President and Chief Executive Officer 300 Jim Thorpe Office Building Mercy Health Center PO Box 52000 4300 West Memorial Road Oklahoma City, OK 73152 Oklahoma City, OK 73120 521-2267 752-3756 [email protected] Fax: 752-3400 Assistant: Tammy Knoch [email protected] [email protected] Assistant: Jana Richardson 3 year term expires 2011 [email protected] 1 year term expires 2009 ROWLAND, MARCUS Executive Vice President and Chief Financial TOLER, ROBERT W. Officer Assistant Vice President Chesapeake Energy Corporation Federal Reserve Bank of Kansas City--OKC PO Box 18496 Branch 6100 North Western 226 Dean A. McGee #300 Oklahoma City, OK 73154 Oklahoma City, OK 73102 879-9232 270-8600 Fax: 879-9580 Fax: 270-8598 [email protected] [email protected] Assistant: Sharon Sharp Assistant: Lori Zuchnik [email protected] [email protected] 879-9182 3 year term expires 2010 3 year term expires 2010 TRAVIS, THOMAS L. SCHAEFER, DAVID R. IBC Bank President, Oklahoma Region PO Box 26020 UMB Bank, N. A. Oklahoma City, OK 73 204 N. Robinson #200 841-2100 Oklahoma City, OK 73102 [email protected] 239-5909 Assistant: Sandy Elliott Fax: 516-1276 [email protected] [email protected] 3 year term expires 2009 Assistant: Mariela Perez [email protected] WILKERSON, CHAD 239-5916 Branch Executive 3 year term expires 2011 Federal Reserve Bank of Kansas City--OKC Branch SHINN, TONY 226 Dean A. McGee Ave. Market President Oklahoma City, OK 73102 Bank of America 270-8614 211 North Robinson Fax: 270-8402 Oklahoma City, OK 73102 [email protected] 230-5500 Assistant: Linda Roberts Fax: 230-4240 [email protected] tony. [email protected] 270-8618 3 year term expires 2011 3 year term expires 2009

STATEMENT 7 WILLIAMS, JOHN YOUNG, GEORGE E. General Manager Pastor Skirvin Hilton Hotel Holy Temple Baptist Church One Park Avenue 1540 NE 50 Oklahoma City, OK 73102 Oklahoma City, OK 73111 702-8501 427-1008 Fax: 272-5160 Fax: 427-3866 [email protected] [email protected] Assistant: Adrienne Cox Assistant: Sharon Smith-Daniel adriennecox @skirvinhilton.com [email protected] 702-8502 3 year term expires 2010 3 year term expires 2011

YOUNG, JAMES N. President, OKC Region J P Morgan Chase Bank PO Box 25848 100 N. Broadway, 4th Floor Oklahoma City, OK 73125 231-6566 Fax: 231-6758 [email protected] Assistant: Paula Hill [email protected] 231-6878 3 year term expires 2009

STATEMENT 7 • Ex-Officio Members of the Board

ADA President Community Investment Co-Chair NINNESS , STACEY WALLACE, JEAN Executive Director Community Volunteer Neighborhood Services Organization 4200 Canaan Creek Road 431 SW 11 Edmond, OK 73034 Oklahoma City, OK 73109 348-6561 236-0413 X 108 jwallacemom @aol.com Fax: 236-1671 sninness@coxinet. net Logan County United Way MITCHELL, KENNETH Air Force Liaison 1016 N. Shore Drive OVER, JOHN Guthrie, OK 73044 Executive Director 282-4333 Oklahoma City Air Logistics Center [email protected] 3001 Staff Drive Tinker Air Force Base, OK 73145 Student Representative 739-2202 RYAN, KELSEY Fax: 739-7155 Santa Fe High School john. over@tinker. af.mil 713 NW 183rd Terrace Assistant : Traci Applebee Edmond, OK 73012 traci . [email protected] 990-8163 739-2202 [email protected]

Canadian County Board Chair LARA, JEFF Fire Chief Yukon Fire Department 302 S. Fifth Street Yukon, OK 73099 354-2133 Fax: 350-7688 j larancit}ofyukonok. gov Assistant: Myra

CFC Chair FORD, PATTI Chief of Staff, OKC Air Logistic Center & Depty to the Commander for Support Oklahoma City Air Logistics Center OC-ALC/CS 3001 Staff Drive Tinker Air Force Base, OK 73145 739-2205 patti [email protected] Assistant: Traci Applebee traci.applebee@tinker . af.mil 739-4661

STATEMENT 7 United Way of Central Oklahoma Incorporated FEIN: 73-0589829 Year Ended December 31, 2008

United Way of Central Oklahoma Partner Agencies Total Paid A Chance to Change 40,371 98 American Heart Associatoin 174,096 04 American Lung Association 70,227.00 American Red Cross-Heart of Oklahoma 54,082.98 American Red Cross-Canadian County 6,666 44 American Red Cross of Central OK 1,400,634 48 Areawide Aging Agency 33,500 00 Arthritis Foundation 110,077 37 Bethesda 12,499.98 Big Brothers Big Sisters 138,142.02 Boys Scouts of America-Last Frontier Council 441,748.50 Boys & Girls Club of OK County 117,187.48 Calm Waters Center for Children & Families, Inc 27,500.02 Camp Fire Boys & Girls-Heart of OK Council 244,446 46 Catholic Charities of the Arch Diocese 279,361.46 Celebrations' Educational Services, Inc. 112,689 00 Cental OK Integrated Network Systems (COINS) 21,670.04 Citizens Caring for Children 81,617 52 Coffee Creek Riding Center for the Handicapped 76,526 02 Community Literacy Centers 72,270.96 Consumer Credit Counseling 25,500 04 Daily Living Center 200,452.04 Dale Rogers Training Center 124,866.00 Dentist for the Disabled 72,804 02 Easter Seals of Oklahoma 18,654 02 Employment and Restoration Center (EARC) 60,607 96 Girl Scouts Red Lands Council 224,950.52 Heartline 168,368.48 Homeless Alliance 12,499.98 Hospice of Oklahoma County 169,987 00 John W Keys Speech & Hearing Center 22,500 04 Latino Community Development Agency 122,308 54 Legal Aid Services of OK 115,947 04 Lennie Marie Tolliver Alternative Care Center 27,583.46 Mental Health Association of OK County 105,181.00 Metropolitan Better Living Center 43,975 00 Moore Youth and Family Services 74,405 02 Neighborhood Services Organization 208,224 54 North Care Center 229,500.00 OK Foundation for the Disabled 133,600.02 Oklahoma Goodwill Industries 43,093 02 Oklahoma Halfway House 4,479.48 Oklahoma Medical Research 103,466.96 Oklahoma United Methodist Circle of Care 7,999 98 Oklahoma Safe Kids Coalition 19,019 52 Parents Assistance Center 159,000 00 Positvie Tomorrows 120,419 83

Statement 8 Possibilities , Inc 27, 125.69 Retired Senior Volunteer Program of OK County 117,525 00 Salvation Army-Oklahoma County 873,386.96 Special Care 289,985.00 Sunbeam Family Services 732,561 98 Tinker AFB Youth Council 17,444 50 Travelers Aid Society 297, 957.48 Urban League of Greater OKC 294,414 00 Variety Health Center 397, 090.98 YMCA of Greater Oklahoma City 314,500.04 Youth Cornerstone 23,199.94 Youth and Family Services 38,189 98 Youth Services for Oklahoma County, Inc. 22 ,500.00 YWCA 529, 536 10

TOTAL 10,110,126.91

Oklahoma State Employee Charitable Campaign Members United Way of Central Oklahoma 203,051 50 Community Health Charities 54,125.95 Global Impact 25,415.70 Regional Food Bank of Oklahoma 7,138.69 Armed Forces Veterans Home Federation 1,584 97 Local Independent Charities of America 4,032.70 Allied Arts Foundation 15,369.10 Caring For Children Fedn 2,398.75 United Way of Ada 654 25 United Way of Bartlesville 117.90 United Way of Enid & NW OK, Inc 921.98 United Way of Lawton Ft Sill 24 56 United Way of Norman 31,542 86 United Way of Pottawatomie County 1,164.22 United Way of South Central Oklahoma 58.94 United Way of Stephens County 579 47 United Way of Stillwater 786 44 Tulsa Area United Way 2,186 68 Ottawa County United Way 88 42 United Way of Ponca City 117 90 United Way of Southeastern OK 726 99 Lake Area United Way 1,172.58

Total 353,260.55

Oklahoma City Municipal Employee Charitable Contribution Campaign United Way of Central Oklahoma 220,655 60 Community Health Charities 73,596.61 Allied Arts Foundation 56,289 48

Total 350,541.69

Statement 8 Combined Federal CamDaian A Better World Fund 500 87 A Self-help Assistance Program 4.74 AARP Foundation 143.71 Abandoned Little Angels Nhom Tinh Thuong, The 433.61 Achilles Track Club 94 84 Acoustic Neuroma Association 123 28 Action Against Hunger-USA 18.97 Ada Regional United Way, Inc. 809 89 Adventure Cycling Association 60.70 Aging and Disabilities Charities of America 1,700.46 Aid for AIDS International, Inc. 347.56 Aid to Africa 6,017 00 AIDS & Infectious Disease Science Center, Inc 238 98 AIDS Global Action Inc. 3,284 66 AIDS Research & Assistance 245 80 Allied Arts Foundation 1,148 50 Alternative Cancer Research Fund 195 36 America Responds with Love, Inc. 123 28 American Council for Polish Culture, Inc 119 49 American Indian Heritage Foundation 177 34 American Indian Higher Education Consortium 42 68 American Indian Science and Engineering Society (AISES) 627.09 American Institute for Cancer Research 182.08 American Legion Child Welfare Foundation 695 21 American Radio Relay League, Inc., The 146 98 American Red Cross 54,248 31 American Speech-Language-Hearing Foundation 101 47 American Sudden Infant Death Syndrome Institute, Inc 4 74 Americans United for Life 19 02 America's Charities 79,949 34 Animal Charities of America 63,824 05 Answers in Genesis 834 10 Aplastic Anemia MDS Int 153 31 Arbuckle Area Council Boy Scouts 319 76 Archdiocese for the Military Services, USA 2,690 68 Arizona Memorial Museum Association 52 16 Arthritis and Cancer Pain Research Institute 325 28 Arts Federation, The 1,289.85 Big Brothers Big Sisters Int 283 31 Blacks in Government 208 29 Bless the Children 513.29 Booker T. Washington Community Center, Inc. 403 05 Brazil Foundation 34 14 Bread and Water for Africa, Inc. 775 65 Breast Cancer in Young Women 104 31 Breast Cancer in Young Women 514 49 Breast Cancer Research & Assistance Fund 1,049 43 Burchette, Conners, Ellington, Hereford & Lynch Memorial College Education Fund 775 89 C A.R E. Association Adult Day Care 750 33 Calm Waters Ctr for Children&Fam 5,784 92

Statement 8 Cancer Research Wellness Network 365 15 Cancer Therapy & Research Center 293 03 CancerCURE of America: Care, Understand, Research & End 85,723 82 Care Center, The 7,946 14 CARES Foundation, Inc 94 84 Catholic Charities USA 1,339 42 CDC Foundation (National Foundation for the Centers for Disease Control & Prever 9 48 Center for Voting & Democracy, The 22.76 Central OK Habitat for Humanity 21,030.87 Chief Petty Officer Scholarship Fund 265 53 Child Protection Education of America, Inc 73.96 Child SHARE And Hoslinger Home 4,648 99 Children First - America's Charities 23,767 27 Children's Center, The 25,578 20 Children's Charities of America 47,368 36 Children's Hope Intl Found 639.17 Children's Hospital Foundation 52 16 Children's Medical Charities of America 43,737 32 Christian Aid Mission 390 08 Christian Bowhunters of America 74 92 Christian Charities USA 57,477 32 Christian Service Charities 117,075.64 Christmas Connection, The 1,155 90 Cimarron Valley Chapter of the American Red Cross 641 08 Community Development Support Association 308 21 Community Health Centers 153.31 Community Health Charities 184,281 22 Community Health Charities-Oklahoma 172,758.97 Conservation & Preservation Charities of America 22,588 96 Couple to Couple League 402 09 Cross International 748.35 D.A.R E America 132 76 Dana-Farber Cancer Institute/The Jimmy Fund 265 06 Denny Price Family YMCA 142 31 Disabled Childrens Relief Fund 204 92 Disabled Sports USA 177 86 Do Unto Others* America's Emergency Relief, Development, and Humanitarian Out 18,907 54 Drug Enforcement Administration Survivors' Benefit Fund, Inc 1,172.49 Ducks Unlimited, Inc. 3,477 24 Earth Share 26,488 78 Educate America) The Education, School Support and Scholarship Funds Coalition 7,395 38 Educational Media Foundation 3,020 83 Elks Natl Veteran Service 209 89 Engineers Without Borders - USA (EWB-USA) 317 69 English First Foundation 450 45 English First Foundation 436 94 Enid Metropolitan Area Human Service Commission 47 42 EVAW, Inc. 73 96 Explosive Ordnance Disposal Memorial Committee 113 80 Farmers & Hunters Feeding the Hungry 376 66 FASTHound Greyhound Adoption Inc 7,454 24 Federalist Society for Law and Public Policy Studies, The 44 58

Statement 8 Fidelco Guide Dog Foundation, Inc 142 25 First Book 909 95 Fistula Foundation, The 437.43 Food for the Poor 1,648.44 Foundation for Individual Rights in Education (FIRE) 24 66 Free to Live , Inc 57,070.27 Freedom Alliance 21 81 Friends of WFP, Inc 629 36 Fundacion Manos Juntos 6,357.65 Gateway to Prevention & Recovery 338.29 Garfield County Child Advocacy Council 434 01 Genesis Project, Inc. 14,780 79 Gifts In Kind International 456.14 Girl Scouts - Sooner Council, Inc. 4,202.00 Global Health Ministries 18 97 Global Impact 57,291 62 Good News Jail & Prison Ministry 14.22 Gospel for Asia 231 36 Government Accountability Project 104 31 Greener Patures Equine Rescue 1,595 11 Guiding Eyes for the Blind, Inc. 252.26 Gun Owners Foundation 1,822.13 Health & Medical Research Charities of America 86,445 92 Health First - America's Charities 15,922.02 Healthcare Charities 345.19 Heart Disease Research Institute 928 07 Heart of America Foundation 49 32 Help the Afghan Children, Inc. 605.18 Heritage Foundation, The 93.89 HHT Foundation 156 54 Hispanic College Fund, Inc. 24 66 Hispanic United Fund 4,160 83 Histiocytosis Association of America 123.28 Homeless Children 203 63 Hope Center of Edmond 8,581 71 HOPE Community Services 837 32 Hope in Oklahoma 2,571.28 Human & Civil Rights Organizations of America 6,259.30 Human Care Charities of America 31,760 16 Human Life International, Inc. 647 45 Human Service Charities of America 8,711 26 Indian Land Tenure Foundation 22 76 Infant Crisis Services 19,461 37 INTEGRIS Baptist Medical Center Of Oklahoma Foundation 400.89 Interfaith Alliance Foundation, Inc , The 4 74 International Union for Conservation of Nature & Natural Resources-US 30 83 Islamic Relief 1,432 70 Israel Fund, Inc 2,628 77 Jesus House, Inc. 72,600 49 Jewish Charities of America 1,736 79 Jewish Foundation for the Righteous, Inc , The 411.60 Jews for Jesus 1,230.88

Statement 8 Jews for Judaism, Inc. 9 48 Justice for Children 2.85 Kids in Distressed Situations, Inc. 61 65 Landmine Survivors Network 17.07 Latchkey Child Services 754 31 Latin America Fund, Inc. 1,201 47 Launching Pad: Aeronautical Center Employees Child Center 5,783 29 Lawyers' Committee for Civil Rights Under Law 213 37 Leadership VA Alumni Association, Inc. (LVAAA) 227 60 Lithuanian Catholic Religious Aid 221 21 Little River Zoo 2,674 34 Living Improvement For Elderly Center 3,535 85 Local Independent Charities of America 113,526 05 Lutherans for Life 170 70 Lymphoma Foundation of America 607 91 Make-A-Wish Foundation of OK 30,375 34 Marine Corps League Foundation, Inc. 55 00 Maryknoll Fathers & Brothers 1,215 19 Medical Research Charities 36,343 62 Mental Health, Addiction and Retardation Organizations of America 2,922 63 Mental Health Services of Southern OK 173 67 Mercy Center Foundation, USA 202.56 Mercy MedFlight 149.42 Merry Heart Guidance Center, Inc 392 61 Merry Heart Guidance Center, Inc. 1,024 93 Mexican American Cultural Center (MACC) 106 21 Mid-Del Youth & Family Ctr Inc 10,950 55 Migrant Legal Action Program, Inc. 87 25 Military, Veterans & Patriotic Service Organizations of America 85,441 43 Minority Media & Telecommunications Council 4 74 Mother to Mother of OK Cty 1,148 55 Mustard Seed Ministries 229.49 National Alliance to End Homelessness, Inc. 91 04 National Alliance to End Homelessness, Inc. 434 33 National Association of Anorexia Nervosa & Associated Disorders, Inc. 284 50 National Ataxia Foundation, Inc 612.19 National Baseball Hall of Fame & Museum, The 34.14 National Black United Federation of Charities 8,488 66 National Breast Cancer Foundation 757 33 National Crime Prevention Council 559.22 National Fallen Firefighters Foundation, The 990 78 National Film Preservation Foundation 123 28 National League of Families of American Prisoners & Missing in Southeast Asia 170 70 National Marine Sanctuary Foundation, The 24 66 National Niemann-Pick Disease Foundation, Inc 227 60 National Psoriasis Foundation 238 46 National Public Radio, Inc 5,645 44 National Recycling Coalition, Inc 123 28 National Reye's Syndrome Foundation 49 32 National Stuttering Association 471 08 National Volunteer Fire Council 142 31 National Whistleblower Center 113 80

Statement 8 National Wild Turkey Federation, Inc. 2,814 13 National Wildlife Refuge Association 101 10 NatureServe 9 48 Naval Helicopter Association Scholarship Fund 24 66 Navy Supply Corps Foundation, Inc 246.56 Neurofibromatosis 301 11 No Greater Love 47 42 NRA Civil Rights Defense Fund 8,990.86 NRA Foundation, Inc , The 6,614 66 Oceana, Inc 406 83 Oklahoma Brain Tumor Foundation 1,055 04 Oklahoma Caring Foundation, Inc. 6,051 36 Oklahoma Children's Cancer Assoc 15,114 47 Oklahoma City Community Foundation 427 62 Oklahoma City Police Athletic League 428.93 Oklahoma City Public Schools Foundation 1,951.21 Oklahoma Institute for Child Advocacy 1,289.55 Oklahoma Jail and Prison Ministries 7,333 84 Oklahoma United Methodist Circle of Care 2,663 65 Operation Warmheart 13,734.76 Orangutan Conservancy, The (formerly BOS-USA) 234.24 Orthodox Christian Mission Center, Inc. 308 21 Osteoporosis & Breast Cancer Research Center, Inc 288.28 Our Military Kids Inc 1,133 17 Oxford House, Inc 113 80 Peace and Reconciliation Charities 839 90 Pediatric Brain Tumor Foundation of the United States 61 65 Planned Parenthood of Central OK 8,503.63 Platelet Disorder Support Association 123 28 Polish America Assoc 370.09 Postal Employees Relief Fund 2,604 86 Postal Workers Human Relations 9,312 72 Prader-Willi Syndrome Association 172 60 Progeria Research Foundation, Inc, The 113 80 Project Hope International, Inc 75 86 Project Safe 2,318 66 Push America 113 80 Rebuilding Together, Inc. 189 66 Rebuilding Together, Inc 2,560.39 Regional Food Bank of Oklahoma 80,464 24 Religious Coalition for Reproductive Choice Educational Fund 49 32 Right Path Riding Academy, The 4,599 57 Roger L Von Amelunxen Foundation, Inc 833 87 Ronald McDonald House 23,837 71 RSVP of Enid and North Central Oklahoma Inc. 219 07 Sacred Heart League 158 80 Salesian Missions, Inc 108 11 Scleroderma Foundation, Inc 475.74 Second Chance Animal Sanctuary 32,803 68 Seeing Eye Inc 230 60 Sew Much Comfort 425 60 Shawnee Family YMCA 3,122 72

Statement 8 Siamese Cat Rescue Center 147 94 SladeChild Foundation Charitable Trust 734.61 Smithsonian Institution 467 53 Sons of Confederate Veterans Inc. 200 10 Sooner Golden Retriever Rescue 12,757.12 Specialized Alternatives for Families 161.62 Sports Charities USA 5,523 44 Stillwater Area United Way 3,13240 Stillwater Domestic Violence Service 571 29 Stillwater Family YMCA 430 95 Suited For Success, Inc. 3,879 83 Tailhook Educational Foundation, Inc , The 49 32 Theodore Roosevelt Conservation Partnership, Inc. 246 56 Therapetics Service Dogs of OK 1,983.43 Theresa Charities 353 37 Thomas Jefferson Foundation, Inc, The 94 84 Thomas More Law Center 181.22 Tinker Family Support Center 6,934 11 Trans World Radio 33.20 Tread Lightly!, Inc. 73 96 Trigeminal Neuralgia Association 123.28 Turner Syndrome Society of the United States 75 86 U.S. Naval Sea Cadet Corps 49 32 Ukrainian National Women's League of America, Inc. 455 19 United Cerebral Palsy Research 883.57 United Negro College Fund (UNCF) 12,555.73 United States Fencing Association 49 32 United States of America Wrestling Association 476 07 United States Table Tennis Association 9 48 United Through Reading 171 64 United Way International 334 53 United Way of Ada 1,675 19 United Way of America 2,860 40 United Way of Central Oklahoma 480,652 81 United Way of Enid & NW OK 200 42 United Way of Norman 126,870.02 United Way of Pottawatomie Co 5,979.87 US Chest Trust 146 38 USA Cycling, Inc 186.84 USA Hockey Foundation 45 52 USA Hockey, Inc 85 35 USO, Inc. 12,549.47 Vellore Christian Medical College Board (USA), Inc 98 62 Veteran's Research & Education Foundation 16,916 58 Vietnam Assistance for the Handicapped 1,623 55 Vietnam Children's Fund 4,027 60 Vietnam Veterans Memorial Fund 797 01 Village Ministries International 1,097 80 Visiting Nurse Associations of America (VNAA) 88 34 WildAid 333 81 Wildcare Foundation 12,085 62 Wildlife Forever 138 73

Statement 8 Wildlife Research Institute, Inc 24 66 Williams Syndrome Association, Inc. 2,421.09 Women, Children, and Family Service Charities of America 20,847.47 Women's Learning Partnership for Rights, Development, and Peace 113 80 Worldwide Foundation for Credit Unions, Inc. 32 86 Wounded Warrior Project 3,835.29 Young Women's Christian Assoc of Enid 1,175.58 Zambia's Scholarship Fund 199 88

Total 2,857,626.15

13,671,555 30

Designations by Donors to Specific Miscellaneous Organizations 1,658,374 00

15,329,929 30

Statement 8 SCHgDULE D OMB No 1545-0092 (Form 1041) Capital Gains and Losses

Department of the Treasury ► Attach to Form 1041 , Form 5227 , or Form 990 -T. See the separate 2008 internal Revenue Service instructions for Form 1041 (also for Form 5227 or Form 990-T, if applicable). Name of estate or trust Employer identification number UNITED WAY OF CENTRAL OKLAHOMA, INC. I 73-0589829 Note : Form 5227 filers need to complete only Parts l and 11 • .. Short-Term Capital Gains and Losses - Assets Held One Year or Less (e) Cost or other basis (f) Gain or (loss) for (a) Description of property (b) Date acquired (c) Date sold (d) Sales price (see page 4 the the entire year (Example 100 shares 7% preferred of '2" Co) (mo, day, yr (mo, day, yr) instructions) Subtra ctt (e)) from (d) Ia

b Enter the short-term gain or (loss), if any, from Schedule D-1, line lb , , , , , , , , , , , , , , , , , , , , 1 b

2 Short-term capital gain or (loss) from Forms 4684, 6252, 6781, and 8824 , , , , , , , , , , , , , , , , , , 2

3 Net short-term gain or (loss) from partnerships, S corporations, and other estates or trusts , , , . , , . , , 3 ,4 Short-term capital loss carryover Enter the amount, if any, from line 9 of the 2007 Capital Loss Carryover Worksheet 4 ( ) 5 Net short-term gain or (loss). Combine lines 1 a through 4 in column (f) Enter here and on line 13, the column ( 3 ) on back . ► 5 n Lono-Term Capital Gains and Losses - Assets Held More Than One Year (e) Cost or other basis (f) Gain or (loss) for (a) Description of property (b) Date acquired (c) Date sold (d) Sales price (see page 4 of the the entire year (Example 100 shares 7% preferred of'Z" Co) (mo, day, yr) (mo, day, yr) instructions) Subtract (e) from (d) 6a

b Enter the long-term gain or (loss), if any, from Schedule D-1, line 6b ...... 6 b NONE

7 Long-term capital gain or (loss) from Forms 2439, 4684, 6252, 6781, and 8824 , , , , , , , , , , , , , , , 7

8 Net long-term gain or (loss) from partnerships, S corporations, and other estates or trusts , , . . . , , , . 8

9 Capital gain distributions ...... 9

10 Gain from Form 4797, Part I . , , 10 11 Long-term capital loss carryover Enter the amount, if any, from line 14 of the 2007 Capital Loss Carryover Worksheet ...... 11 ( ) 12 Net long -term gain or (loss). Combine lines 6a through 11 in column (f) Enter here and on line 14a, column on the back . ( 3 ) ► 12 NONE For Paperwork Reduction Act Notice, see the Instructions for Form 1041 Schedule D (Form 1041) 2008

JSA 8F 1210 2 000 HABOOV 700L 11/03/ 2009 10 :15:09 V08- 8.1 0158178.00004 44 Schedyle D (Form 1041) 2008 Page 2 Sunnmat'y of Parts I and II (1 ) Beneficiaries' (2) Estate's (3) Total 'Caution : Read the instructions before completing this part. (see page 5) or trust's 13 Net short-term gain or (loss) , , , , , , , , , , , , , , , , , , , , , 13 14 Net long-term gain or (loss): a Total for year , , , , , , , , , , 14a NONE b Unrecaptured section 1250 gain (see line 18 of the wrksht 14b c 28% rate gain ...... 14c net gain or (loss). 15 Total Combine lines 13 and 14a , , , , , , , ► 15 NONE Note : If line 15, column (3), is a net gain, enter the gain on Form 1041, line 4 (or Form 990-T, Part 1, line 4a) If lines 14a and 15, column (2), are net gains, go to Part V, and do not complete Part IV If line 15, column (3), is a net loss, complete Part IV and the Capital Loss Carryover Worksheet, as necessary Capital Loss Limitati on 16 Enter here and enter as a (loss ) on Form 1041, line 4 (or Form 990-T, Part I , line 4c, if a trust), the smaller of a The loss on line 15, column ( 3) or b $3,000 16 ( ) Note : If the loss on line 15, column (3), is more than $3,000, or if Form 1041, page 1, line 22 (or Form 990-T, line 34), is a loss, complete the Capital Loss Carryover Worksheet on page 7 of the instructions to figure your capital loss carryover Tax Computation Using Maximum Capital Gains Rates Form 1041 filers . Complete this part only if both lines 14a and 15 in column (2) are gains, or an amount is entered in Part I or Part II and there is an entry on Form 1041, line 2b( 2), and Form 1041, line 22, is more than zero Caution : Skip this part and complete the worksheet on page 8 of the instructions if • Either line 14b, col (2) or line 14c, col (2) is more than zero, or • Both Form 1041, line 2b(1), and Form 4952, fine 4g are more than zero Form 990 -T trusts . Complete this part only if both lines 14a and 15 are gains, or qualified dividends are included in income in Part I of Form 990- T, and Form 990-T, line 34, is more than zero Skip this part and complete the worksheet on page 8 of the instructions if either line 14b, col (2) or line 14c, col (2) is more than zero 17 Enter taxable income from Form 1041, line 22 (or Form 990-T, line 34) . . . 17 18 Enter the smaller of line 14a or 15 in column (2) but not less than zero 18 19 Enter the estate's or trust's qualified dividends from Form 1041, line 2b(2) (or enter the qualified dividends included in income in Part I of Form 990-T). 19 20 Add lines 18 and 19 20 21 If the estate or trust is filing Form 4952, enter the amount from line 4g, otherwise, enter -0- . . ► 21 22 Subtract line 21 from line 20 If zero or less, enter -0- ...... 22 23 Subtract line 22 from line 17 If zero or less, enter -0- ...... 23

24 Enter the smaller of the amount on line 17 or $2,200 , , , , , , , , , , , , , 24 25 Is the amount on line 23 equal to or more than the amount on line 24? e Yes. Skip lines 25 and 26, go to line 27 and check the "No" box No. Enter the amount from line 23 25 26 Subtract line 25 from line 24 26 27 Are the amounts on lines 22 and 26 the same?

q Yes. Skip lines 27 thru 30, go to line 31 El NO. Enter the smaller of line 17 or line 22 27

28 Enter the amount from line 26 ( If line 26 is blank , enter -0-) , , , , , , , , , , [ 2 8

29 Subtract line 28 from line 27 . 29 30 Multiply line 29 by 15% (15). , 30 31 Figure the tax on the amount on line 23 Use the 2008 Tax Rate Schedule for Estates and Trusts (see the Schedule G instructions) , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , , 31

32 Add lines 30 and 31 32 33 Figure the tax on the amount on line 17 Use the 2008 Tax Rate Schedule for Estates and Trusts (see the Schedule G instructions ) ...... 33 34 Tax on all taxable income . Enter the smaller of line 32 or line 33 here and on line la of Schedule G, Form 1041 ( or line 36 of Form 990-T) ...... 34 1 Schedule D (Form 1041) 2008

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8F12202000 HABOOV 700L 11/03/2009 10:15:09 V08-8.1 0158178.00004 45 Schedy l e D-1 (Form 1041) 2008 Page 2 Name of estate or trust as shown on Form 1041 Do not enter name and employer identification number if shown on the other side Employer identification number UNITED WAY OF CENTRAL OKLAHOMA. INC. 73-0589829 9TERA ' Long-Term Capital Gains and Losses - Assets Held More Than One Year ( b) Date (d ) Sales price (e) Cost or other basis (a) Description of property ( Example (c) Date sold (f) Gain or (loss) acquired (see page 4 of the ( see page 4 of the 100 sh 7 % preferred of 'T' Co ) ( mo , day, yr) Subtract (e) from (d) mo day, yr ) instructions ) instructions) 6a MATURITIES OF INVESTMENTS VARIOUS VARIOUS 1 , 467 , 149. 1 , 467 , 149.

6b Total . Combine the amounts in column (f) Enter here and on Schedule D, line 6b . . I NONE Schedule D-1 (Form 1041) 2008

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8F1222 2 000 HABOOV 700L 11/03/ 2009 10:15:09 V08-8.1 0158178. 00004 46 Foray 8888 (Rev 4-2008) Page 2 • If you are filing for an Additional (Not Automatic ) 3-Month Extension, complete only Part II and check this box , , , , ... . ► U Note . Oily complete Part II if you have already been granted an automatic 3-month extension on a previously filed Form 8868 • If yob are film for an Automatic 3-Month Extension, complete only Part I (on page 1 ) Additional ( Not Automatic ) 3-Month Extension of Time. You must file oriainal and one CODV- Name of Exempt Organization Employer identification number Type or print UNITED WAY OF CENTRAL OKLAHOMA , INC. 73- 0589829 Number , File Dy the street , and room or suite no If a P O. box, see instructions For IRS use only extended due date for 1315 NORTH BROADWAY PLACE filing the City, town or post office, state, and ZIP code For a foreign address, see instructions return See instructions OKLAHOMA CITY , OK 73103 - Chock tvne of return to be filed (File a senarate nnnhcatinn fnr each returnl x Form 990 Form 990-PF Form 1041-A q Form 6069 Form 990-BL Form 990-T (sec. 401(a) or 408(a) trust) Form 4720 Form 8870 Form 990-EZ Form 990-T (trust other than above) Form 5227 STOP! Do not complete Part II if you were not already granted an automatic 3-month extension on a previously filed Form 8868.

• The books are in the care of ► KAREN BRITTON Telephone No. ► 405 236-8441 FAX No. ► q • If the organization does not have an office or place of business in the United States, check this box , , , , , , , , , , , , , , , ► • If this is for a Group Return, enter the organization's four digit Group Exemption Number (GEN) . If this is q for the whole group, check this box , , , ► If it is for part of the group, check this box , , , ► and attach a list with the names and EINs of all members the extension is for 4 I request an additional 3-month extension of time until 11/15/2009 5 For calendaryear , or other tax year beginning 01/01 / 2008 and ending 12 / 31 / 2008 6 If this tax year is for less than 12 months, check reason: Initial return Final return Change in accounting period 7 State in detail why you need the extension ADDITIONAL TIME IS NEEDED TO GATHER INFORMATI REQUIRED TO FILE A COMPLETE AND ACCURATE TAX RETURN.

8a If this application is for Form 990-BL, 990-PF, 990-T, 4720, or 6069 , enter the tentative tax, less any nonrefundable credits .-See instructions b If this application is for Form 990-PF, 990-T, 4720, or 6069, enter any refundable credits and estimatedH8b tax payments made. Include any prior year overpayment allowed as a credit and any amount paid orevlously with Form 8868. $ NONE c Balance Due. Subtract line 8b from line 8a . Include your payment with this form, or, if required, deposit with FTD coupon or, if required, by using EFTPS (Electronic Federal Tax Payment System) See instructions . 8c $ NONE Signature and Verification Under penalties of penury, I declare that I have examined this form, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete, and that I am authorized to prepare this form

1 - • Titl e ► 02 ^r /24-9 GRANT THORNTON Form 8868 ( Rev 4-2008) 211 N ROBINSON STE 1200 OKLAHOMA CITY, OK 73102

INTERNAL REVENUE SERVICE OKLAHOMA CITY, OKA73102 AUG 14 2009 RECEIVED 42202

JSA 8F8055 2 000 700L 08/06/2009 15:25:54 V08-6 0158178.00004 1 Fpm 8 8 6 8 Application for Extension of Time To File an (Rev ApV,1 200i) Exem pt Organization Return I OMB No. 1545-1709 Department of the Treasury Internal Revenue Service ► Fil e a separate application for each return • If you are filing for an Automatic 3-Month Extension , complete only Part I and check this box ► X • If you are filing for an Additional ( Not Automatic ) 3-Month Extension , complete only Part II (on page 2 of this form). Do not complete Part ll unless you have already been granted an automatic 3-month extension on a previously filed Form 8868. Automatic 3-Month Extension of Time. Only submit original (no copies needed). A corporation required to file Form 990-T and requesting an automatic 6-month extension - check this box and complete Part Ionly All other corporations (including 1120-C filers), partnerships, REMICs, and trusts must use Form 7004 to request an extension of time to file income tax returns Electronic Filing (6-file). Generally, you can electronically file Form 8868 if you want a 3-month automatic extension of time to file one of the returns noted below (6 months for a corporation required to file Form 990-T). However, you cannot file Form 8868 electronically if (1) you want the additional (not automatic) 3-month extension or (2) you file Forms 990-BL, 6069, or 8870, group returns, or a composite or consolidated From 990-T Instead, you must submit the fully completed and signed page 2 (Part II) of Form 8868 For more details on the electronic filing of this form, visit www.frs.gov/efile and click on e-file for Charities & Nonprofits. Type or Name of Exempt Organization Employer identification number

print UNITED WAY OF CENTRAL OKLAHOMA INC. 73-0589829 File by the Number, street , and room or suite no . If a P O. box, see instructions due date for filing your 1315 NORTH BROADWAY PLACE return See City , town or post office , state , and ZIP code. For a foreign address, see instructions. instructions

Check type of return to be filed (file a se arate application for each return) X Form 990 Form 990-T (corporation ) Form 4720 Form 990-BL Form 990-T (sec 401(a) or 408(a) trust) Form 5227 Form 990-EZ Form 990-T (trust other than above) Form 6069 Form 990-PF Form 1041-A Form 8870

• The books are in the care of ► KAREN BRITTON

Telephone No. ► 405 236-8441 FAX No ►

• If the organization does not have an office or place of business in the United States , check this box . El • If this is for a Group Return, enter the organization's four digit Group Exemption Number (GEN) . If this is If it for the whole group, check this box ► . is for part of the group , check this box ► and attach a list with the names and EINs of all members the extension will cover INTFPIULr I request an automatic 3-month ( 6 months for a corporation required to file Fi until 08 /15 2009 to file the exempt organization return extension is for the organization 's return for MAY 13 2009 ► x calendar year 2008 or ► tax year beginning and ending RECEfVEr)

2 If this tax year is for less than 12 months, check reason LI Initial return [:] Final retch 1 hange in accounting period

3a If this application is for Form 990-BL, 990-PF, 990-T, 4720, or 6069, enter the tentative tax, less any nonrefundable credits. See instructions. 3a $ NONE b If this application is for Form 990-PF or 990-T, enter any refundable credits and estimated tax payments made Include any prior year overpayment allowed as a credit. 3b $ NONE c Balance Due. Subtract line 3b from line 3a. Include your payment with this form, or, if required, deposit with FTD coupon or, if required, by using EFTPS (Electronic Federal Tax Payment System) See instructions. Jc $ NONE Caution. If you are going to make an electronic fund withdrawal with this Form 8868, see Form 8453-EO and Form 8879-EO for payment instructions For Privacy Act and Paperwork Reduction Act Notice, see Instructions . Form 8868 (Rev 4-2008)

JSA 8FB054 2 000 700L 05/13/2009 08:51:29 V08-6 0158178. 00004 1