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2012 Department of the Treasury Internal Revenue Service 1-The Organization May Have to Use a Copy of This Return to Satisfy State Reporting Requirements

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2012 Department of the Treasury Internal Revenue Service 1-The Organization May Have to Use a Copy of This Return to Satisfy State Reporting Requirements efile GRAPHIC p rint - DO NOT PROCESS As Filed Data - DLN: 93493317063093 Return of Organization Exempt From Income Tax OMB No 1545-0047 Form 990 Under section 501 (c), 527, or 4947( a)(1) of the Internal Revenue Code ( except black lung benefit trust or private foundation) 2012 Department of the Treasury Internal Revenue Service 1-The organization may have to use a copy of this return to satisfy state reporting requirements A For the 2012 calendar year, or tax year beginning 01-01-2012 , 2012, and ending 12-31-2012 C Name of organization B Check if applicable D Employer identification number X PRIZE FOUNDATION F Address change 52-1876879 Doing Business As F Name change 1 Initial return Number and street (or P 0 box if mail is not delivered to street address) Room/suite E Telephone number 5510 LINCOLN BLVD NO 100 F_ Terminated (310)741-4880 (- Amended return City or town, state or country, and ZIP + 4 PLAYA VISTA, CA 90094 1 Application pending G Gross receipts $ 30,452,212 F Name and address of principal officer H(a) Is this a group return for ROBERT K WEISS affiliates? (-Yes No 5510 LINCOLN BLVD NO 100 PLAYA VISTA, CA 90094 H(b) Are all affiliates included? 1 Yes (- No If "No," attach a list (see instructions) I Tax-exempt status F 501(c)(3) 1 501(c) ( ) I (insert no ) (- 4947(a)(1) or F_ 527 H(c) Group exemption number 0- J Website : 1- WWW X P RI Z E O RG K Form of organization F Corporation 1 Trust F_ Association (- Other 0- L Year of formation 1994 M State of legal domicile CA Summary 1 Briefly describe the organization's mission or most significant activities TO BRING ABOUT RADICAL BREAKTHROUGHS FOR THE BENEFITS OF HUMANITY, THEREBY INSPIRING THE FORMATION OF NEW INDUSTRIES AND THE REVITALIZATION OF MARKETS w 2 Check this box Of- if the organization discontinued its operations or disposed of more than 25% of its net assets 3 Number of voting members of the governing body (Part VI, line 1a) . 3 10 of :' 4 Number of independent voting members of the governing body (Part VI, line 1 b) . 4 7 5 Total number of individuals employed in calendar year 2012 (Part V, line 2a) . 5 54 6 Total number of volunteers (estimate if necessary) 6 0 7aTotal unrelated business revenue from Part VIII, column (C), line 12 . 7a 0 b Net unrelated business taxable income from Form 990-T, line 34 . 7b 0 Prior Year Current Year 8 Contributions and grants (Part VIII, line 1h) . 30,701,664 30,056,861 9 Program service revenue (Part VIII, line 2g) . 373,535 334,000 N 10 Investment income (Part VIII, column (A), lines 3, 4, and 7d . 8,363 61,176 11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11e) 237,700 175 12 Total revenue-add lines 8 through 11 (must equal Part VIII, column (A), line 12) . 31,321,262 30,452,212 13 Grants and similar amounts paid (Part IX, column (A), lines 1-3) 0 0 14 Benefits paid to or for members (Part IX, column (A), line 4) . 0 0 15 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5-10) 7,514,568 8,969,243 16a Professional fundraising fees (Part IX, column (A), line 11e) 0 0 b Total fundraising expenses (Part IX, column (D), line 25) 0-1,095,369 LLJ 17 Other expenses (Part IX, column (A), lines 11a-11d, 11f-24e) . 9,551,419 6,858,620 18 Total expenses Add lines 13-17 (must equal Part IX, column (A), line 25) 17,065,987 15,827,863 19 Revenue less expenses Subtract line 18 from line 12 . 14,255,275 14,624,349 Beginning of Current End of Year Year -A 20 Total assets (Part X, line 16) . 33,777,798 49,168,542 M %TS 21 Total liabilities (Part X, line 26) . 5,227,040 5,993,435 ZLL 22 Net assets or fund balances Subtract line 21 from line 20 28,550,758 43,175,107 lijaW Signature Block Under penalties of perjury, I declare that I have examined this return, includin my knowledge and belief, it is true, correct, and complete Declaration of preps preparer has any knowledge Signature of officer Sign Here ROBERT K WEISS PRESIDENT Type or print name and title Print/Type preparer's name Preparers signature NANAZ BENYAMINI Paid Firm's name 1- SINGERLEWAK LLP Pre pare r Use Only Firm's address 1-10960 WILSHIRE BLVD STE 700 LOS ANGELES, CA 900243783 May the IRS discuss this return with the preparer shown above? (see instructs For Paperwork Reduction Act Notice, see the separate instructions. Form 990 (2012) Page 2 Statement of Program Service Accomplishments Check if Schedule 0 contains a response to any question in this Part III .F 1 Briefly describe the organization's mission SEE SCHEDULE 0 2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990-EZ7 . fl Yes F No If"Yes,"describe these new services on Schedule 0 3 Did the organization cease conducting, or make significant changes in how it conducts, any program services? . F Yes F7 No If"Yes,"describe these changes on Schedule 0 4 Describe the organization's program service accomplishments for each of its three largest program services, as measured by expenses Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, if any, for each program service reported 4a (Code ) (Expenses $ 1,724,766 including grants of $ ) (Revenue $ ARCHON X PRIZE FOR GENOMICSIN OCTOBER 2006, THE X PRIZE FOUNDATION LAUNCHED A MULTI-MILLION DOLLAR INCENTIVE TO CREATE TECHNOLOGY THAT CAN SUCCESSFULLY MAP 100 HUMAN GENOMES IN 10 DAYS OR LESS FOR UNDER $10 THOUSAND DOLLARS THE PRIZE IS DESIGNED TO USHER IN A NEW ERA OF PERSONALIZED PREVENTATIVE MEDICINE AND STIMULATE NEW AVENUES OF RESEARCH AND DEVELOPMENT OF MEDICAL SCIENCES RAPID GENOME SEQUENCING IS WIDELY REGARDED AS THE NEXT GREAT FRONTIER FOR SCIENCE AND WILL EVENTUALLY ALLOW DOCTORS TO DETERMINE AN INDIVIDUALS' SUSCEPTIBILITY TO DISEASE AND EVEN THE GENETIC LINKS TO CANCER MAPPING YOUR GENETIC CODE IS LIKE TAKING AN X-RAY ALLOWING DOCTORS TO SEE INSIDE YOUR GENETIC PAST AND EVENTUALLY HELPING TO DETERMINE YOUR GENETIC FUTURE ONLY AFTER WE HAVE ACCESS TO AFFORDABLE AND FAST GENOME SEQUENCING WILL WE BE ABLE TO TAKE ADVANTAGE OF THE COUNTLESS BENEFITS THIS TECHNOLOGY HELPS US REFINE AND PERFECT OUR KNOWLEDGE AND PRACTICE OF PREVENTIVE MEDICAL TREATMENTS AND PROCEDURES PREVENTING DISEASE IS THE NEXT BEST THING TO CURING DISEASE 4b (Code ) (Expenses $ 1,204,115 including grants of $ ) (Revenue $ GOOGLE LUNAR X PRIZEIN SEPTEMBER 2007 GOOGLE AND THE X PRIZE FOUNDATION LAUNCHED THE GOOGLE LUNAR X PRIZE THIS IS AN UNPRECEDENTED INTERNATIONAL COMPETITION THAT CHALLENGES AND INSPIRES ENGINEERS AND ENTREPRENEURS FROM AROUND THE WORLD TO DEVELOP LOW-COST METHODS OF ROBOTIC SPACE EXPLORATION THE OBJECTIVE OF THE COMPETITION IS TO SAFELY LAND A ROBOT ON THE SURFACE OF THE MOON, TRAVEL 500 METERS OVER THE LUNAR SURFACE, AND SEND IMAGES AND DATA BACK TO THE EARTH TEAMS MUST BE AT LEAST 90% PRIVATELY FUNDED AND MUST BE REGISTERED TO COMPETE BY DECEMBER 31, 2010 THE FIRST TEAM TO LAND ON THE MOON AND COMPLETE THE MISSION OBJECTIVES WILL BE AWARDED $20 MILLION DOLLARS ADDITIONALLY, IN PARTNERSHIP WITH LEGO SYSTEMS, THE 'MOONBOTS' COMPETITION WAS LAUNCHED WHERE PARENT-CHILD TEAMS WERE CHALLENGED WITH DESIGNING, CONTRUCTING, AND PROGRAMMING ROBOTS TO PERFORM SIMULATED LUNAR MISSIONS SIMILAR TO THOSE REQUIRED TO WIN THE GOOGLE LUNAR X PRIZE 4c (Code ) (Expenses $ 1,621,270 including grants of $ ) (Revenue $ QUALCOMM TRICORDER XPRIZETHE QUALCOMM TRICORDER XPRIZE IS A $10 MILLION GLOBAL COMPETITION TO STIMULATE INNOVATION AND INTEGRATION OF PRECISION DIAGNOSTIC TECHNOLOGIES, MAKING RELIABLE HEALTH DIAGNOSES AVAILABLE DIRECTLY TO "HEALTH CONSUMERS" IN THEIR HOMES THE DIRE NEED FOR IMPROVEMENTS IN HEALTH AND HEALTHCARE IN THE U S HAS CAPTURED THE ATTENTION OF GOVERNMENT, INDUSTRY, AND PRIVATE CITIZENS FOR YEARS BUT A VIABLE SOLUTION HAS YET EVADED ON THE MOST TECHNOLOGICALLY ADVANCED, EDUCATED AND PROSPEROUS NATIONS ON THE GLOBE INTEGRATED DIAGNOSTIC TECHNOLOGY, ONCE AVAILABLE ON A CONSUMER MOBILE DEVICE THAT IS EASY TO USE, WILL ALLOW INDIVIDUALS TO INCORPORATE HEALTH KNOWLEDGE AND DECISION-MAKING INTO THEIR DAILY LIVES ADVANCES IN THE FIELDS SUCH AS ARTIFICIAL INTELLIGENCE, WIRELESS SENSING, IMAGING DIAGNOSTICS, LAB-ON-A-CHIP, AND MOLECULAR BIOLOGY WILL ENABLE BETTER CHOICES IN WHEN, WHERE, AND HOW INDIVIDUALS RECEIVE CARE, THUS MAKING HEALTHCARE MORE CONVENIENT, AFFORDABLE, AND ACCESSIBLE THE WINNER WILL BE THE TEAM WHOSE TECHNOLOGY MOST ACCURATELY DIAGNOSES A SET OF DISEASES INDEPENDENT OF A HEALTHCARE PROFESSIONAL OR FACILITY, AND THAT PROVIDES THE BEST CONSUMER USER EXPERIENCE WITH THEIR DEVICE (Code ) (Expenses $ 5,675,935 including grants of $ ) (Revenue $ 334,000 ) NOKIA SENSING X CHALLENGE THE NOKIA SENSING XCHALLENGE IS A $2 25 MILLION GLOBAL COMPETITION TO ACCELERATE THE AVAILABILITY OF HARDWARE SENSORS AND SOFTWARE SENSING TECHNOLOGY THAT INDIVIDUALS USE TO ACCESS, UNDERSTAND, AND IMPROVE THEIR HEALTH AND WELL-BEING INNOVATION IN SENSING IS AN IMPORTANT COMPONENT TO CREATING A MEANS FOR APPEALING, USABLE, SMARTER DIGITAL HEALTH SOLUTIONS,THE NOKIA SENSING XCHALLENGE WILL BE COMPRISED OF TWO DISTINCT CHALLENGES HELD BETWEEN 2013 AND 2014 PRIZE PURSES TOTALING $2 25 MILLION WILL BE AWARDED SHELL OIL SHELL AND THE X PRIZE FOUNDATION ARE WORKING TOGETHER TO DRIVE INNOVATION THROUGH EXPLORATION THE GOAL OF THE EXPLORATION PRIZE GROUP IS TO EXPAND THE USE OF SPACE, THE OCEAN AND OTHER UNEXPLORED FRONTIERS IN ORDER TO IMPROVE LIFE ON EARTH AND EXTEND LIFE BEYOND THE CONFINES OF LAND WE BELIEVE WE CAN ACHIEVE THESE OBJECTIVES BY RESEARCHING SPACE AND EARTH'S OCEANS,
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