1 Letter from the Chairman

2 Financial Statement the Contents 3 PENCIL Programs

4 PENCIL Partners

5 Reading Partners

5 Math Partners

6 LP PENCIL Box

7 Saint Thomas Science Scholars

8 Financial Literacy & Homebuyer Education

9 Art2STEM

10 Nashville After Zone Alliance (NAZA)

11 Family Resource Centers

12 Jobs for Tennessee Graduates

13 Career Exploration Program

14 College-Career Mentors

15 A LITTLE NIGHT of MUSIC

16 Donors

19 In-Kind Donors

21 Board of Directors 1

Letter from the Chairman

Dear Friends,

It’s hard to believe, but PENCIL is now celebrating 30 years of linking community resources with the public schools in our city.

Let’s look back at our journey. Sue Spickard, founder and Lifetime Director, and some of her friends realized that public schools needed to be embraced by the community. That idea led to PENCIL opening its doors in 1982 with 37 businesses as PENCIL Partners in the first year. At the end of the 2011-2012 school year, that number had soared to 768.

In its first year, PENCIL also became the regional administrator for the Jobs for Tennessee Graduates program to help students at risk of dropping out of high school. Next, PENCIL developed Reading and Math Partners to recruit tutors and mentors for elementary and middle school students. In 2005, PENCIL joined forces with LP Building Products to launch LP PENCIL Box, which has provided millions of dollars in free school supplies for teachers to use in their classrooms.

With a sterling reputation for excellence and community connections, PENCIL then began to manage the Family Resource Center at Maplewood High – a role that has now grown to include the Centers at Bordeaux and Tusculum elementaries, Madison Middle and Glencliff High. In 2009, Mayor Karl Dean turned to PENCIL’s Career Exploration Program as his first partner in NAZA, a citywide initiative to create quality afterschool opportunities for middle school students.

You’ll find many more programmatic accomplishments in this report, but there are two more accolades for the entire organization. In 2012, Mayor Karl Dean announced that PENCIL is among the inaugural recipients of the city’s Excellence in Volunteer Engagement certification award. And, PENCIL was once again voted among the 50 Best Nonprofit Organizations to Work For by The NonProfit Times for the third consecutive year.

We are grateful for the 9,692 volunteers who spent more than 107,000 hours in our public schools, providing additional learning resources with an in-kind value of at least $2.3 million. I know PENCIL’s achievements will be no less impressive as we begin our 31st year. Thank you – partners, donors and volunteers – for making it all possible.

Sincerely, John Gauder Board Chairman, 2011-2012 2

Financial Statement

6% 1% Interest 6% Shared Services TN Dept. of Ed REVENUE 9% Special Events Tennessee Department of Education Grant » $116,000 2% Metropolitan Government Occupancy of Nashville Grants » $619,145

Private Funding / Contributions » $609,615

United Way Grants, Allocations & Designations » $228,024 12% 32% Private Funding Reimbursement of United Way Occupancy Expenses » $31,644

Special Events » $170,641

Shared Services Revenue 32% (Fiscal/Grant Development) » $120,573 Metro Grants Interest Income » $17,697

3% EXPENSES Financial Literacy PENCIL 10% 14% Partners » 250,358 PENCIL PENCIL Jobs for TN Graduates Partners (middle & high schools) » 596,931

Reading Partners » 119,104 16% Math NAZA Partners » 109,236 32% Family Resource Jobs for Centers (FRC) » 132,955 TN Graduates PENCIL Box » 92,180

Nashville After 5% Zone Alliance » 302,672 PENCIL Box

Financial 7% Literacy » 51,254 FRC PENCIL Foundation » 184,402 6% Math Partners 7% Reading Partners

PENCIL recognized $52,500, $25,000 and $6,000 in 2012 Net Income: contributions during fiscal year 2012 that was $74,247 restricted for use in fiscal year 2013. 3

Our Programs On the following pages you will find overviews of our 2012 PENCIL Programs.

MISSION STATEMENT OUR VISION

Linking community resources with Community involvement and leadership Nashville public schools to help young in public education lead to academic people achieve academic success success and life-sustaining careers and prepare for life. for all Nashville citizens. 4 PENCIL Programs

members tutored, helped struggling families PENCIL PARTNERS with lunch money and clothing and provided a

$1,000 gift certificate for Standard School Attire. It has been another great year for PENCIL In partnership with Soles4Souls, the church also Partners. PENCIL now coordinates 768 provided a new pair of shoes to every student in partnerships across the district, including 153 the school. schools and 41 high school Career Academies. Each partnership, which includes businesses, organizations, universities and faith-based Honorable Mention communities who partner with one or more AMEC & McMurray Middle Metro schools to transcend the traditional notion & Hattie Cotton Elementary of “adopt-a-school” by jointly developing and Vulcan Materials & Una Elementary implementing a partnership plan to match the business’s interests and resources to the needs of the students in a school. Deloitte received the Outstanding System- Wide Partnership Award for its contribution PENCIL celebrated 30 years of BRAVO! to PENCIL Partner Warner Elementary and for PENCIL Partners and volunteers at BRAVO!, its partnerships with Career Academies at both presented by Ford Partnership for Advanced Antioch and Overton High, mentoring for middle Studies and hosted by Lipscomb University, school girls in Art2STEM, and other contributions where more than 300 guests gathered to honor that reach across the district. Deloitte volunteers outstanding organizations and individuals who go provided 2,456 volunteer hours and $119,650 in above and beyond in support of Nashville public in-kind donations and other gifts. They provided a schools. $10,000 Dual Enrollment Scholarship for students Mayor Karl Dean presented the Mayor’s Award at Overton and Antioch high schools, hosted job for Outstanding School Partner to Donelson shadow days and presented 12 $100 scholarships Church of Christ for its partnership with to Academy Students of the Year. McGavock Elementary. In their first year, the church hit the ground running – volunteering, Honorable Mention providing financial and in-kind donations and Lipscomb University reaching out to McGavock families in need. Church 5 PENCIL Programs

READING & MATH PARTNERS

PENCIL’s Reading and Math Partners provide not only an academic benefit to students but also a mentor relationship that can often change a student’s attitude about school. PENCIL program directors recruit and train community volunteers to provide individual assistance to students who need extra practice and encouragement in reading or math. Reading Partners are paired one-on-one while Math Partners encourage a small group of 3-4 students. Both require weekly sessions of 30-45 minutes so that the student can rely on a consistent schedule and academic progress can be tracked. Reading Partners can also choose to read aloud to a classroom a few times a month, another great way to reinforce reading skills.

Students made significant reading Reading Partners (2011-2012) progress as shown by an independent evaluation conducted by MNPS. Last year, 92% of students improved by 12 middle schools two or more reading levels – with an 45 average increase of 6 levels. And, 98% elementary of students improved in at least one

323 10,235 1,628 schools of six areas including comprehension, Reading Partners Hours Donated Students Tutored vocabulary, fluency, motivation to read, confidence in reading ability and bringing the total of students served in 12 years to: self-esteem – with an average increase 24,384 in at least four areas.

Last year, in a sample group of Math Partners (2011-2012) students who received a minimum of eight math sessions, 86% improved their assessment scores by at least 16 20 points, which is equivalent to middle schools improving by one grade level. 14 elementary 240 5,800 725 schools Math Partners Hours Donated Students Tutored

bringing the total of students served in 12 years to: 5,641 6 PENCIL Programs

LP PENCIL BOX

Purchasing school supplies is not part of a teacher’s job description but often it becomes necessary. With 75 percent of Metro students receiving free and reduced-price lunch, many families make some tough financial decisions throughout the year and can’t provide their children the tools they need to learn. The community solution to this hardship has been LP PENCIL Box. Every Metro teacher can shop free twice a school year at this store, which is stocked with donations of new and gently used supplies.

With just one full-time employee operating the store, PENCIL relies heavily on volunteer support. Last year, volunteer individuals and groups contributed more than 2,500 hours.

Our Accomplishments

$400,000 worth of school supplies distributed to classrooms via teacher shopping.

2,500 teacher shopping visits recorded.

More than 12,000 books went to Metro teachers during the annual LP PENCIL Box Book Fair.

Received a Predators Foundation Grant to provide Physical Education equipment to 15 Metro high schools.

Supply Drives

Davidson County Kroger stores collected more than $23,000 worth of supplies!

PENCIL again teamed up with the Tennessee Titans and LP Building Products to hold a supply drive at a September home game. Titans fans collected $20,000 in supplies!

$2.9 million in school supplies have been distributed to Metro classrooms since 2005 7 PENCIL Programs

SAINT THOMAS SCIENCE SCHOLARS

Last year PENCIL awarded placement to 35 sophomores who have an interest in science and the healthcare professions. Thirty-six Saint Thomas staff members volunteered 144 hours to provide six Saturday sessions at Saint Thomas Hospital, allowing students to participate in hands-on activities and tour different areas of the hospital. Since 1994, 535 students have gone through the program and many are now practicing healthcare professionals. 8 PENCIL Programs

FINANCIAL LITERACY & HOMEBUYER EDUCATION

Good financial skills and homeownership are twin pillars of a strong American economy.

PENCIL Foundation offers two related programs that Among 186 low- to moderate-income empower low- to moderate-income students and adults with the ability to make informed financial decisions as part of youth who completed Financial the American dream. Fitness workshops last year, In Financial Fitness, students develop smart money management skills as volunteer professionals deliver 86% classroom and computer-based instruction paired with individual and group counseling. Ten volunteer facilitators reported positive changes in were placed in five schools to lead students in grades 10-12 their behavior, such as: through FDIC MoneySmart Financial Literacy modules, including “Bank on It,” Paying for College,” and “Pay Yourself paying off debts, saving money, $ First.” preparing for college, opening new bank accounts & budgeting In Homebuyer Education FastTrack, 72 low- and moderate-income adults participated in eight hours of group training led by volunteer professionals and certified agency staff to earn the certification required for grant and/or down-payment assistance programs.

In FastTrack:

36% of purchased 1st within 12 Participants Home Months 9 PENCIL Programs

Art2STEM

Art2STEM is a three-year grant from the National Science Foundation to Alignment Nashville with PENCIL serving as the business engagement partner and fiscal agent. Community partners Adventure Science Center, MNPS and Tennessee Tech University introduce students to science, technology, engineering and math (STEM) career paths by tapping into their natural attraction to art. The goal of this project has been to increase enrollment in STEM-focused Academies in high school. By engaging participants with these concepts in an informal learning environment, they begin to make connections between club activities and real-world authentic concepts such as manufacturing through computer aided design (CAD).

2011-2012 Highlights:

» Prior to the inauguration of Art2STEM (A2S), an » Advent collaborated with A2S Team Thurgood interest survey reported only 3.3 percent of ninth- Marshall to redesign a space in the school’s grade students expressed an interest in STEM- cafeteria. related courses or careers. Last year, 35 percent A2S girls reported selecting a STEM-related » A2S Team Thurgood Marshall was awarded the academy in their zoned high school. inaugural Pythagoras Award, presented by the Parthenon. » Year 3 launched with 215 enrollees and A2S added a new club at Litton Middle School for a total of nine afterschool clubs.

10 PENCIL Programs

NASHVILLE AFTER ZONE ALLIANCE

In 2011, PENCIL was designated as the coordinating agency for the South Central Zone of Nashville After Zone Alliance (NAZA). NAZA helps eliminate transportation and financial barriers for students and families who want to participate in safe and structured afterschool programs. Prior to NAZA, fewer than 10 percent of middle-school students attended afterschool programming.

It was a successful first year for the South Central Zone, with 285 students participating. By facilitating partnerships between Zone Anchor Partners and more than 15 enhancement partners, students received academic assistance, took part in service learning projects, stayed active with sports and fitness and accessed a variety of enrichment opportunities.

Zone Anchor Partners A Survey of NAZA Participants: • Catholic Charities of Tennessee

• Center for Refugees & Immigrants 96% feel they are in a safe environment of Tennessee 97% feel they are in a supportive environment • Metro Parks 96% say the staff challenge them to do their best • PENCIL Foundation • YMCA of Middle Tennessee 97% say the program has been engaging • YWCA

Dropout Prevention Begins in Middle School. Students Who Drop Out Are ...

8 times more likely to go to prison 50% x less likely to vote

More likely to need welfare

Earn less than half as much as college grads Not eligible for 90% of new jobs 11

FAMILY RESOURCE CENTERS

PENCIL has expanded upon its mission of linking community resources with Nashville public schools by administering five Family Resource Centers (FRCs).

PENCIL operates the school-based centers at Bordeaux and Tusculum elementary schools, Madison Middle and Maplewood and Glencliff high schools. Each FRC Director helps connect families with resources throughout the city.

Many families need the basics: food, clothing, or maybe assistance with utility bills. Parents can utilize the FRC to help find employment, learn English or get GED preparation. Students can also turn to the FRC for assistance. At Maplewood, for example, teen parents are offered classes and support and all students can take part in workshops that teach anti-bullying skills.

Mr. Moss came to the FRC We were able to provide him with “ several needs – utilities expenses, burial after taking guardianship assistance for his brother, emergency of his three nieces food, clothes and shoes.” and nephews. – Archie Davis, Bordeaux FRC director 12 PENCIL Programs

JOBS for TENNESSEE GRADUATES

In 30 years of service, the Jobs for Tennessee Graduates (JTG) program has created a cycle of success for thousands of students, and few educational programs in the United States can match its outstanding results. Since 1982, nearly 10,000 Metro Nashville Public Schools (MNPS) students have been served at the middle and high school levels, with a graduation rate consistently reaching 95%.

Students Selected for JTG Face Multiple Barriers to Success ...

in 2011 72% 73% 35% 25% – 2012

were in a racial or lived in low-income had excessive absences had been previously ethnic minority households in previous grades suspended or expelled

JTG Career Specialists licensed by the Tennessee Department of Career and Technical Education served 329 students in five high schools in 2011-2012: Antioch, Hunters Lane, McGavock and Stratford in Nashville and Dickson High in Dickson County.

The goal of JTG is to motivate students to graduate and to acquire the skills needed for the workplace and post-secondary education, including resume writing, interview preparation and public speaking. For additional support, Specialists also provided a full year of follow-up services to 421 2011 graduates.

Our Accomplishments: Since its inception, JTG has annually met or exceeded national standards. The class of 2011 had a 98% graduation rate, an increase over the 95% average over the last five years.

Since 2006, JTG students have earned more than $430,000 in scholarships.

Since 2005, one or more high schools have received the Five of Five Performance Outcomes Award each year for programmatic excellence; in 2012, Cheryl Jones at Dickson High also received the Outstanding Specialist Award.

Held annual Salute to Excellence luncheon for JTG Senior Class. 13 PENCIL Programs

CAREER EXPLORATION PROGRAM

The afterschool Career Exploration Program is based on the Middle School component of Jobs for America’s Graduates. The program provided school-to-career and dropout prevention services to 126 students in three middle schools last year – Cameron, Wright and Croft.

CEP students often face multiple barriers that prevent them from reaching their full potential or leaving school prematurely. Students receive academic assistance, learn about different careers through site visits and career speakers, and develop skills in leadership and civic affairs. Students also have the opportunity to participate in career-related field trips, teambuilding activities, and a summer camp. Students attend the program four days a week for two hours after school. A total of 303 students have participated since launching in 2009. I really enjoy being in the “ program and getting help with my school work ... Tereza Deng, an eighth-grader at Wright Middle ” School, never missed a day of the program. She was excited to learn that her grades improved because of the extra homework help and tutoring she received in the program. “I really enjoy being in the program and getting help with my school work and doing fun activities focused on careers. I hate that the program will be ending this summer.” 14 PENCIL Programs

COLLEGE-CAREER MENTORS

The College-Career Mentors (CCM) program recruits adult volunteers to mentor small groups of ninth-grade students about postsecondary options and future careers, now required in all comprehensive MNPS high schools. Volunteers lead group activities, facilitate discussions and, ultimately, help students make informed decisions about the Academy pathway they will choose in 10th grade.

Our Accomplishments:

41 617 184 Mentors Hours Donated Students Helped

We’re excited about 2012-2013 efforts to scale CCM to include 80% or more of the 400 ninth-grade students at Cane Ridge High School. Bringing the program to scale in a single high school will help both PENCIL and MNPS understand the challenges, barriers and benefits of creating a school-wide culture of professional mentoring customized to the school's curriculum and academy structure. CCM will also incorporate E-Mentoring techniques by Skyping into class sessions and communicating regularly through emails. These methods reinforce technology skills and foster The Freshman Seminar professional exchanges. “ class is critical By integrating College-Career Mentors with this to addressing the class, we are addressing students' needs at the district's dropout rate most critical point. With the help of strong role models and caring adults, students will be more during and after the prepared and confident as they face college, ninth-grade year ... careers, and life.”

– Jay Steele, Associate Superintendent for High Schools 15

THE MAVERICKS and HUNTER HAYES PROVIDE A Little Night of Music Honorary Chairman Scott Borchetta and Jesse Register

General Chairman John Gauder and Jeff Gregg

Presenting Sponsor and Producer Creative Artists Agency

Title Sponsor Dollar General Corporation

Benefactor Sponsor Fifth Third Bank

Corporate Sponsors CMT—Country Music Television Comcast HCA/TriStar Nissan The Palm Restaurant Peabody College of Vanderbilt University

Contributing Sponsors It’s always a pleasure to work with Creative Artists Agency, City National Bank which as Presenting Sponsor and Producer of A LITTLE NIGHT Lipman Sitel of MUSIC, PENCIL’s annual fundraiser, continue to amaze us with United Parcel Service the talented artists they ask to join us. Even more amazing is that country superstars like Faith Hill, Tim McGraw, Martina McBride Media Sponsor and Keith Urban have all given their time to support public The Tennessean education in Nashville. The 2012 lineup was no exception - The Mavericks and special guest Hunter Hayes entertained a crowd of more than 200 PENCIL supporters at the Country Music Hall of Fame ® and Museum.

The event, which included a silent and online auction, helped raise $116,000 for PENCIL programs, which support Metro students. 16 onors the D Craig Canan The Honorable Karl F. Dean Matthew & Marisa Cannata & Ms. Anne Davis CapStar Bank Christine & Laurence Tasha Cartwright DeFrance, The Larry & Karen Carver Chris DeFrance Family* Michael Caver The Delek Fund for Hope of Center for Nonprofit The Community Foundation Management of Middle Tennessee CheckVelocity Dell Foundation Mr. & Mrs. Will Cheek Mr. & Mrs. Vernon S. Denney Paula Clinton William & June Denny THANKS! Larry Clymer Denise and Sam Devane The PENCIL Foundation would like to CNA Foundation Shannon Dickens Chris Coates Becky Dickey say “thank you” to the following donors: Citizens Savings Bank & Mary Sue Dietrich Trust Co. Tiffany Dobbins Brian & Jennifer Belmont University City National Bank John Doerge Abrahamson Kathryn Bennett Mr. & Mrs. G. William Dollar General Corporation Jesse Adcock Kristin Benton Coble, II Dollar General Academy of Country Music Rebecca Berrios Melanie Collins Literacy Foundation Aegis Sciences Corporation Big Machine Records Comcast Lori H. Donahue Mary Ahluwaila Melinda Bimstein The Comcast Foundation Dee & Jerald Doochin Drew Alexander BlueCross BlueShield of The Community Foundation Robert Doyle Senator & Mrs. Tennessee Community Trust of Middle Tennessee Peter Dusche Lamar Alexander The Blum Family Foundation Sherry Conwell Carolyn Edwards Mr. & Mrs. Dale Allen BMI Mr. & Mrs. Charles W. LaTonya Emory American General Life Mr. & Mrs. Richard Bracken Cook, Jr. Mrs. Annette S. Eskind & Accident Insurance Mrs. James C. Bradford Robert M. Cook The Jeffrey & Donna Eskind Company Tracey Bradford Mr. & Mrs. Stephen Cook Family Foundation Amerigroup Carol Bradley Rebecca & Joel Cooper Dr. & Mrs. Steven Eskind David K. Anderson The Honorable Philip Suzanne & Seth Cooper The Steve & Laurie Eskind Anonymous (3) Bredesen & Ms. Terry Corbin Family Foundation DeVan & Karen Ard Andrea Conte Country Music Association Shary & Rod Essig AT&T Beth Brill Carol Cowart Abu Fakhruddin J. Hunter & Leigh Atkins Brown and Caldwell Creative Artists Agency Bryan & Shari Fastenau Sue Atkinson Amelia E. Brown Creative Artists Philip Feemster Nancy Auman Raymond L. Brown, Jr. Agency Foundation Farzin Ferdowski David Bailey Lelyette Bryan Laurel Creech John & Carole Ferguson Cheryl Bak Mr. & Mrs. William Bryan, Jr. Thomas Cross Fifth Third Bank Melinda Balser Frank & Ann Bumstead Liz & Gil Cunningham Fifth Third Foundation Bank of America Sheryle A. Burch Beth Curley Myra Finley Charitable Trust James S. Cage CVS Caremark First Tennessee Samuel Bass Swingley Cage Angelita Dalton Jen and Charlie Fisher Thomas Bauman Rebecca Cagle The Dan and Margaret Ford Motor Company Fund Larry Beckwith Sue & Don Caldwell Maddox Charitable Fund Lois Forsmo 17 Donors

Dr. & Mrs. Henry Foster Elizabeth Hay Jim Kramer Nashville Electric Service The M. Stratton Foster Mr. & Mrs. Joe Haynes Kraft CPAs Nashville Predators Charitable Foundation Paul Haynes Kay Kretsch Foundation Chet Foster HCA/TriStar Anna Kuoppamaki National Shows 2 LLC Fletcher Foster HCA Foundation Gail Lankford John Nelley Henry & St. Clair Foster Healthways Foundation Kenneth Larkin Thomas Nelson Robin Fothergill Mr. & Mrs. Ted Helm Kimberly Lawson Patrick & Kathy Nevill Brook & Lisa Fox Terry Hemmings Lipscomb University The NewsChannel 5 James Franklin Timothy Henderson Live Nation Network Mike Franklin Senator Douglas Henry Carrie Logan NFIB Freeman Webb Company Denise F. Hickerson Diane Long Mike Nichols The Frist Foundation Jennifer Higgs LP Building Products Tim Nielson Mr. and Mrs. Rick Frost Mr. & Mrs. Robert C. Hilton The Louisiana-Pacific Nissan North America, Inc. Cathey & Wilford Fuqua Michael Hinchion Foundation Achantee Ogburn Gannett Foundation/ David Hines Cindy Mabe Edward Oliphant The Tennessean Yin & Don Hong Kathleen & Don MacLachlan Cory Owen Bill Garrett Joan Hornberger Jerrilyn Manning Barbara Owens Fred Gately Susan S. Hudgens Marathon Petroleum Sandra Owens John Gauder Daniel Huff Company Kevin Partridge Gaylord Entertainment Jeffrey Hughes Cheryl Markman Rhonda Pedley Company Shanna Hughey Anna Martin Mr. & Mrs. Enrico J. Pennisi Gaylord Entertainment Mr. & Mrs. Cory Hustad Margaret Martin Bradley Peterson Foundation Susan Hutchins Mrs. Jack C. Massey Peyback Foundation Luke Gebhard Ingram Industries Inc. Kathy & Darin Matson The Pfeffer Foundation/ Mr. Mr. & Mrs. David B. Ingram Brandie Maywood & Mrs. Philip M. Pfeffer Brian & Jocelyn Geraghty J. Alexander's Carrie & Ryan McCutcheon Jennifer Phill Gerard & Susan Geraghty Mr. & Mrs. William Jacobs Kim McDoniel Piedmont Natural Tracy Gershon Susan Jakoblew Ramona McKenzie Gas Foundation Ralph & Alice Glassford Sylvia Jarrett Jonula Mechelle McNair Pinnacle Finiancial Partners Jodie Gleason John Jeske Tammy McGarr Gracie Porter Brent Goodrich Jobs for Amerca's Graduates Candice & Andy McQueen The Justin and Valere Blair Kathryn Gore Bonna Johnson Nancy Flatt Meador Potter Foundation Greater Nashville Chris & Shelly Johnson The Memorial Foundation Kris Preacher Association of Realtors The Keith & Nancy Johnson Melba Boyd Merriwether Mr. & Mrs. Nathan Pride Jacque Green Family Foundation Tara Meyer Mr. Joseph Prochaska & Ms. Gay N. Greer Chery Johnson Melinda Mofield Catherine Soudoplatoff John Greer Ann Johnston Deborah Montgomery Publix Super Markets Jeff Gregg Roy Jones Sharon Moore Charities Gail & Steven Greil Brook Daniel Joyce Sandra Moorman Bill Purcell Cynthia Gross Vicki & Ricky Kelley Patty & Mitch Morrison Purity Foundation Sybil Hall Valerie King Theodore Murcray Ann Quarterman Wayne Halper Andrew Kintz Nashville Career Bert & Alicia Quintana Robbie Hampton Sarah & Walter Knestrick* Advancement Center Eberhand Ramm Brenda Harrison Jimmy Koeninger The Nashville Chamber Sandra Ray Robin Hausken Vinci Koldziejski Public Benefit Foundation Jennifer Regen 18 Donors

Regions Financial Carmen Sparkman Denine & Sean Torr Connie Williams Corporation Dr. & Mrs. Anderson Spickard Byron & Aleta Trauger Sally Williams Jesse Register Justin Stack Mr. & Mrs. Phillip M. Trella Mr. & Mrs. Donald R.G. Anderson Company Manuel Strong TriStar Sports R. Williamson Rondal Richardson Carol Stroud and Entertainment Jim Williamson Zeda Riggs Students and Friends of gail Claire Tucker Mr. & Mrs. Ridley Wills, II Bailey Roberts McDaniel Award Wendy Tucker Lisa Wiltshire Rogers Group, Inc. Bettie Sulmers Charlie Tygard Matthew Wiltshire Mr & Mrs. Charles Roos SunTrust Bank United Parcel Service Margaret Winstead Laura Ross SunTrust Foundation United Way of William Witherspoon Sharon Ruiz Earl Swensson Associates Metropolitan Nashville YouthWorks Foundation Susan Runnion Sysco Nashville UPS Foundation Frank Zier George Russell T&T Family Foundation U.S. Bankcorps Foundation Raymond Zimmerman Saint Thomas Andrew Ta *Jennifer Van Den Brink Family Foundation Health Services Target Sandra & Walter Vance Lane Sandidge Mr. & Mrs. Steve Tarkington Vanderbilt University In Honor Bruce Sanschargrin Emma Tennent Peabody College of Sue Spickard Johnetta Scales Ten Thousand Villages Vanderbilt University by Jane and Bill Coble Scarlett Family Foundation The Tennessee Credit Union Mr. & Mrs. John Van Mol Sandra Schatten Tennessee Department Mammie Angel Viera * The Charitable Giving Card Foundation of Education Betsy & Knox Walkup Program of The Community Mr. & Mrs. James Tennessee Department of Warner Brothers Records Foundation of Middle Ronald Scott Human Services Rhonda Warren Tennessee Nancy Shapiro Tennessee Department Kimberly Washington Sharing Spree of Labor & Workforce Robert Watkins Vicki Shaw Development Amanda Watson Sitel Tennessee Titans Myra Webb Smith, Wiles & Co. Tennessee Titans/ Wells Fargo Foundation Mark Smith Tennessee Football Inc. Betty & Bernard Stacy Smotherman Tennsco Werthan Foundation Saul Solomon John Terry west elm Catherine Soudoplatoff and Annetta Thompson Connie White Joe Prochaska Pam Thompson Phenessia Whitlow Mr. & Mrs. Jerry Southwood Pam Tillman Whole Foods Market 19 Donors

IN-KIND DONORS Mandalay Bay Resort Sugarland & Casino Sunset Grill/Midtown Café The Mavericks Taylor Swift 13 Management Football Department Martina McBride Tayst Restaurant & Wine Bar AC Entertainment The Frist Visual Arts Center McGhee Entertainment Tennessee Titans Trace Adkins Gallery West Tim McGraw Train Alabama Gaylord Opryland Resort & MODA Boutique Randy Travis J. Alexander’s Convention Center Modern Arks Shania Twain Arista Nashville Gellman Management Morris Management Group Carrie Underwood Rodney Atkins Brantley Gilbert Coach Mike Munchak Universal Studios Bacardi USA Go To Team Darin Murphy Keith Urban Sam Bass Gossip Girl Nashville Ballet Vector Management BCBGMACAZRIA Grand Avenue Nashville Dog Wizard Walt Disney World Rob Bironas Hallmark The Nashville Watermark Restaurant Borman Entertainment Hard 8 Management Palm Restaurant Whatever It Takes Bridgestone Arena Harley Davidson of Nashville Predators Wincraft Music Zac Brown Band Columbia Nashville Trunk & Bag The Wine & Easel Cabana Restaurant Hunter Hayes The Paper Place Steve Winwood Caribe Royal Hotel The Hermitage Hotel Patrón Roger Woodruff Eric Church Faith Hill Susan and Ric Pennisi Mike Wolfe/Antique Coach Hody’s Florist Pete + Zoe Photography Archaeology Stephen Cook Hot Chelle Rae Kellie Pickler You’re Invited Country Music Association The Hutton Hotel Play Productions The Country Music Hall of J & M Concepts Popcorn Sutton’s Tennessee Fame and Museum Alan Jackson Whiskey Lizzy Couture Vintage Erica and Billy Jacobs Q Prime South Jewelry Erica James Travel Real World Tours Creative Artists Agency Norah Jones Red Light Management Crush Management juice, Nashville Red Mountain Billy Currington Kansas Entertainment Jack Daniel’s Distillery Sarah and Walter Knestrick REI Dare Mighty Entertainment Uncle Kracker RLM/Mission Management Dennis Entertainment Alison Krauss & Union ROAR Management Dessert Designs Station Ryman Auditorium Dewar’s Kroger Coach Nick Saban— Dollar General Lady Antebellum Alabama University Dreams Boutique Life is good Company Football Department Dye Van Mol & Lawrence Little Big Town Sanctuary Elan Salon The Loft Sandbox Entertainment Escape Day Spa+Salon lookie lous Smith, Wiles & Company Flying Dutchmen Travel Loretta Lynn Enterprises Song and Dance Too, Inc. Fontanel Mansion & Loveless Café Southern Ground/ Café Fontanella LP Building Products Southern Hide Coach James Franklin— Lucchese Inc. Southwest Airlines Vanderbilt University MAC Cosmetics Stella & Dot 20 21

Board of Director the 2011-2012 Members

JOHN GAUDER Elveta Cooper Darin Matson

Chairman Beth Curley Lonnell Matthews

Tiffany Curtis Candice McQueen DENINE TORR Vice Chairman Karl F. Dean Nancy Flatt Meador

John Doerge Enrico J. Pennisi KATHY NEVILL Bryan Fastenau Brian Philips Treasurer Robert C. Fisher Gracie Porter

JENNIE RENWICK Robin Fothergill Bert Quintana Immediate Past Chairman Brian Geraghty Jesse Register

Brian Abrahamson Jeff Gregg Sue Spickard

Scott Becker Marc Hill Byron R. Trauger

Camilla P. Benbow Justin Hudson Claire Tucker

Beth Brill Chris R. Johnson John Van Mol

Don Caldwell Michael Lomax Sandra Vance

Mary Cohn Cindy Mabe Walter Vance

Bill Collier Don MacLachlan Connie White

Robert M. Cook June Manning

421 Great Circle Road, Suite 100, Nashville, Tennessee 37228 p: 615.242.3167 • f: 615.254.6748 pencilfoundation.org