Letter from the Chair Dear Friends: During the past year, teens participating in After School Matters programs have demonstrated remarkable accomplishments in the arts, science, sports, technology, and communications. We are thrilled to continue making valuable and engaging out-of-school time opportunities possible for Chicago teens.

After School Matters’ 2009 fiscal year was punctuated by several highlights. In September 2008, more than 2,000 guests attended our sixth annual After School Matters Gala on the new, then unopened, runway at O’Hare International Airport. In March 2009, our teens celebrated a global range of influences when they performed at the legendary Chicago Theatre during the fourth annual After School Matters Citywide Showcase. Guests at both events enjoyed thrilling stage performances, onsite galleries featuring the work of teens enrolled in our visual arts programs, and delectable hors d’oeuvres prepared by teens in our culinary arts programs.

While these events always provide a spectacular opportunity to celebrate our teens and their talents, the importance and impact of After School Matters is evident in our programs year-round. During the 2008-2009 academic year, Chicago teens participated in more than 30,000 quality out-of-school time opportunities made available through After School Matters. Through 1,300 programs offered in partnership with schools, parks, libraries, and community organizations across the city, these teens engaged in life-changing experiences that give them the motivation and confidence they need to transform themselves into innovative leaders, talented professionals, passionate artists – whatever they want to be.

Thanks to our instructors, staff, partners and supporters, After School Matters has experienced tremendous growth over the last two decades and is now the largest initiative of its kind in the nation. We are incredibly grateful for the support we have received, but increased funding is critical to sustain our model and provide even more program opportunities for Chicago teens. We know this program works and we are committed to doing all that we can to expand it. The demand is simply too great to ignore.

Those who have seen After School Matters apprentices display their talents can attest to the capabilities and promise that Chicago teens hold when presented with the right opportunities. Thank you for your extraordinary efforts in helping our teens become architects of their own futures.

Cordially,

Maggie Daley

Letter from the Executive Director Greetings Colleagues and Friends:

All across Chicago, tens of thousands of motivated teens are looking for the tools, knowledge, and safe spaces to learn and develop. Young people all over the city are striving to find their place in society and become thriving, contributing adult citizens.

Schools play an important role in developing young people and keeping them engaged while preparing them for college or the workforce. However, they simply cannot do it alone. After School Matters helps fulfill this critical need by offering high-quality programs in safe havens, such as parks, schools, and community organizations.

After School Matters programs engage and help teens develop an array of skills, such as painting, video production, computer refurbishment, lifeguarding, and journalism. They also prepare teens to take the next step toward college and careers by teaching vital “soft skills,” such as teamwork, effective communication, project management and cooperation. Additionally, our programs expand teens’ knowledge of vocational skills, such as how to apply and interview for a position, the importance of regular and prompt attendance, and guidelines for appropriate behavior. Evaluation findings from Dr. Robert Halpern of the Erikson Institute note that After School Matters programs “give teens a sense of what it means to be an adult, in both thought and responsibility.”

Chicago’s communities also feel the positive and lasting impact of After School Matters programs. Through collaboration with our public partners and community organizations, After School Matters leverages resources to maximize teen opportunities. Our programs also leave lasting, positive impacts by bettering the communities they serve and beautifying neighborhoods with public artwork created by teens. For example, in April 2008, After School Matters teens completed a mural at Chicago’s 16th District Police Station that pays tribute to landmarks in the Jefferson Park neighborhood. This is just one of hundreds of After School Matters projects all over the city that make our communities more colorful places to live.

During a very trying economic time, our supporters, public partners, staff, community organizations, and independent instructors have been unwavering in their dedication to keeping Chicago teens safe, engaged, and working towards a positive and productive future. We look forward to your continued partnership and support in the coming year.

Sincerely,

David Sinski

The Impact of Our Work After School Matters is enriching the lives of Chicago teens through the delivery of high-quality out-of-school time programming. As part of this ongoing commitment to excellence, we participate in independent research that evaluates the effectiveness of our programs and services. After School Matters programs have been evaluated by several top researchers and the findings have been used to continuously enhance and strengthen the organization’s work. One example of this commitment is the research that University of Chicago conducted on After School Matters programs. Researchers followed a group of Chicago Public School high school students for four years and examined the impact of several semesters of participation in After School Matters apprentice programs. The findings concluded that:

Students who participated in After School Matters had better school attendance than students who did not;

Students who participated in After School Matters failed fewer courses than students who did not; and

Students who participated in After School Matters graduated from high school at higher rates than other students.

After School Matters programs have also been evaluated by Dr. Robert Halpern, a nationally-recognized authority on youth development at the Erikson Institute. For two years, Dr. Halpern documented the activities of teens and instructors in After School Matters apprentice programs. The findings concluded that After School Matters programs:

Produce positive effects in several areas such as improving teens’ abilities to work in groups and to experience personal growth;

Teach students not only about the specific discipline that was the focus of their apprenticeship (e.g. arts, technology), but also about how to approach tasks related to the discipline, such as conducting research or envisioning the end product; and

Enhance students’ knowledge of various vocational skills such as how to apply and interview for a position, the importance of regular and prompt attendance, and guidelines for appropriate behavior.

Additionally, investing in after-school programs provides much-needed jobs, and in this tough economy, we are pleased to be able to continue adding value. By providing opportunities to teens within their own communities, After School Matters is maximizing existing infrastructure and helping to revitalize neighborhoods.

About After School Matters We are a non-profit organization that offers Chicago teens innovative out-of-school activities through science37, sports37, tech37, words37 and the nationally-recognized gallery37 programs. We provide these programs through a network of public and private partnerships that include the City of Chicago, Chicago Public Schools, Chicago Park District, Chicago Public Library and Community-Based Organizations throughout the city. Our hands-on programs expose teens to rewarding careers and helps them to develop marketable job skills. Through After School Matters, teens participate in activities that keep them engaged, learning, and safe while developing their potential. Our vision drives a mission that emphasizes the importance of public partnerships and the potential of Chicago teens. Our values underscore and guide our work. VISION Chicago’s teens need to believe they have a future, and adults need to help them get there. MISSION To create a network of out-of-school opportunities, including apprenticeship and drop-in programs, for teens in underserved communities. After School Matters achieves its mission by: • Aligning and maximizing neighborhood physical and programmatic resources; • Solidifying partnerships between citywide agencies and organizations; and • Mobilizing creative, coordinated, and sustainable investment in teens.

VALUES At After School Matters, we are a dedicated team of professionals who: • Believe in the talent, creativity, and energy of teenagers and the contributions they make to our

communities; • Embrace the power of collaboration with people of all backgrounds; • Encourage innovative, thoughtful decision-making and continuous improvement; • Cultivate leadership, support career development, and acknowledge achievement; and • Foster a caring, creative, and dynamic work environment.

After School Matters is one of the largest after-school initiatives in the nation serving teenagers. We have grown to 63 neighborhood campus sites. Each “campus” consists of the local school, park, and library in that neighborhood. Every year, a team of more than 1,000 talented instructors, school liaisons, Chicago Park District specialists, librarians, and Community-Based Organizations work together to administer our programs. They work collaboratively to support an expansive, highly coordinated network of opportunities for teenagers—helping to revitalize Chicago’s communities and enrich the lives and futures of teens throughout the city.

After School Matters Campus Locations 2008 - 2009 Region 1

Chicago Academy Chicago Academy High School Portage Park West Belmont Branch

Foreman Campus Foreman High School Kosciuszko Park Portage-Cragin Library

Roosevelt Campus Roosevelt High School Horner Park Mayfair Library

Schurz Campus Schurz High School Kilbourn Park Portage-Cragin Library

Senn Campus Senn High School/Rickover Naval Academy Broadway Armory Edgewater Library

Sullivan Campus Sullivan High School Loyola Park Rogers Park Library

Taft Campus Taft High School Norwood Park Roden Library

Uplift High School Clarendon Park Uptown Library

Vaughn Campus Portage Park Jefferson Library

Region 2

Clemente Campus Clemente High School Clemente Park Humboldt Park Library

Kelvyn Park Campus Kelvyn Park High School Kelvyn Park North Pulaski Library

Noble Charter High School

North Grand Campus North Grand High School Hermosa Park North Pulaski Library

Orr Campus Orr High School Orr Park Legler Library

Prosser Campus Prosser Career Academy Blackhawk Park North Austin Library

Ramirez Campus Ramirez High School Holstein Park Damen Library

Wells Campus Wells High School Eckart Park and Library

Steinmetz Campus Steinmetz High School Riis Park West Belmont Branch

Douglass Campus Douglass Academy Austin Town Hall Park Austin Library

Region 3

ACT Campus ACT Charter School Garfield Park Legler Library

Al Raby High School

Austin Campus Austin High School Austin Town Hall Austin Library

Clark Campus Clark High School Clark Park Austin Library

Collins Campus Collins High School Douglas Park Douglass Library

Crane Campus Crane Tech Prep. High School Touhy-Herbert Park Legler Library

Juarez Campus Juarez Community Academy Harrison Park Lozano Library

Manley Campus Manley Career Academy Douglas Park Douglass Library

Marshall Campus Marshall High School Garfield Park Legler Library

Phoenix High School

Marine Academy

Power House High School

After School Matters Campus Locations 2008 - 2009 Region 4

Ace-Tech Charter High School Bronzeville High School

Curie Campus Curie Metro High School Curie Park Archer Heights Library

Dunbar Campus Dunbar High School Lake Meadows Park Chicago Bee Library

Dyett High School

Farragut Campus Farragut Career Academy Shedd Park

Kelly Campus Kelly High School Kelly Park Brighton Park Library

Kenwood Academy

King High School

Little Village Campus Little Village High School Piotrowski Park Toman Library

Phillips Campus Phillips Academy Anderson Park Chicago Bee Library

Tilden Campus Tilden Career Academy Fuller Park Sherman Park Library

UNO Charter High School

Youth Connections Campus Youth Connections High School Armour Square Park Chicago Bee Library

Region 5

Bogan Campus Bogan High School Bogan Park Scottsdale Library

Englewood Campus TEAM Englewood Academy Sherwood Park Kelly Library

Gage Park Campus Gage Park High School Gage Park Gage Park Library

Hancock Campus Hancock High School Pasteur Park Archer Heights Library

Harper Campus Harper High School Ogden Park W. Englewood Library

Hirsch Campus Hirsch High School Greater Grand Crossing Avalon Library

Hubbard High School

Hyde Park Campus Hyde Park High School Jackson Park Bessie Coleman Library

Lindblom Campus Lindblom College Prep Lindblom Park Sherman Park Library

Perspectives Campus Perspectives High School Foster Park Woodson Library

Robeson Campus Robeson High School Hamilton Park Kelly Library

Simeon Campus Simeon Career Academy West Chatham Park Woodson Library

South Shore Campus South Shore Community Academy Nash Community Center South Shore Library

Region 6

Bowen Campus Bowen High School Bessemer Park South Chicago Library

Carver Campus Carver Military Academy Carver Park Altgeld Library

Fenger Campus Fenger Career Academy Ada Park Pullman Library

Harlan Campus Harlan Community Academy Abbott Park Woodson Library

Julian Campus Julian High School Graver Park Woodson Library

Washington Campus Washington High School Rowan Park Vodak East Side Library

After School Matters Partners and Community Organizations 2008 - 2009 Public Partners Community Organizations

• The City of Chicago

• Chicago Public Schools

• The Chicago Park District

• The Chicago Public Library

• The Chicago Department of Cultural Affairs

• The Chicago Department of Family and Support Services

• Adler Planetarium

• Adventure Stage Chicago

• Aguijon Theater Company

• Alliance of Local Service Organizations

• Alternative Schools Network

• Antioch Missionary Baptist Church

• Arab American Action Network

• Archi-treasures

• Art Resources in Teaching

• Asian Human Services

• Austin YMCA

• BBY Sports Academy

• Beloved Community Family Services, Inc.

• Benton House

• Bethel Family Programs

• Bethel House of Prayer

• Bethel Imani Lutheran Church

• Better Boys Foundation (BBF)

• Beverly Arts Center

• Black on Black Love

• Black Star Project

• Black United Fund of Illinois

• Boys and Girls Club - Englewood

• Boys and Girls Club - General Wood

• Boys and Girls Club - James Jordan

• Boys and Girls Club - Logan Square

• Boys and Girls Club - Martin Luther King Jr.

• Boys and Girls Club - Union League

• Boys and Girls Club - Yancey

• BUILD, Inc.

• Cambodian Association of Illinois

• Careers Through Culinary Arts Program

• CARES Chicago

• Carole Robertson Center for Learning

• Casa Aztlan

• Center on Halsted

• Central States SER

• Centro Romero

• CHA - Northeast Scattered Sites

• Chicago Area Project

• Chicago Area Project /MABC

Community Organizations (Continued)

• Illinois Institute of Technology

• Inner City Youth Development

• Inner-city Muslim Action Network

• Institute for Positive Living

• Intersect

• Jane Addams Hull House - Parkway Community House

• Jane Addams Hull House Center for the Arts

• JHP Community Center

• Joffrey Ballet

• Junior Earth Team

• Kids Off The Block

• KidTek, NFP

• Korean American Community Services

• Korean American Resource & Cultural Center (KRCC)

• Kuumba Lynx

• La Casa Norte

• La Casa Community Committee

• Lathrop Homes

• Latin American Chamber of Commerce

• Latinos Progresando

• Lawndale Christian Development Corporation

• Lawrence Hall Youth Services

• Levy Restaurants at US Cellular Field

• Lincoln Park Zoo

• Little Hands

• Logan Square Neighborhood Association

• Love to Serve

• Luna Negra Dance Theater

• Ma'at Production of Afrikan Centered Theatre

• Maggie Drummond Child Development Center

• Make A Difference Youth Foundation

• Marillac Social Center

• Marion Stamps Youth Initiative

• Mary Crane - Morse Site

• Mary Crane - North Site

• McCormick Tribune YMCA

• McKinley Special Education Schools East and Highland Campus

• McKinley Wright Renaissance

• Midtown Center

• Midway Hotel Center

• Mikva Challenge

• Multicultural Youth Project/Chinese Mutual Aid

• Muntu Dance Theatre

• Museum of Contemporary Photography

• National Museum of Mexican Art

• National Technology Resource Center

• Near Northwest Neighborhood Network

• Neighborhood Technology Resource Center

• New Generation Fancy Drill Team and Performance Ensemble

• New Hope Community Service Center

• New Life Centers of Chicagoland

• North Lakeside Cultural Center

• North Lawndale Green Youth Farm

• North Lawndale YMCA

• NTRC Northwest Tower

• One Economy Corporation

• Openlands

• Organization of the Northeast

• Polish American Association

• Pros Arts Studio

• Puerto Rican Arts Alliance

• Pui Tak Center

• R.B.C. Community Services Center

• R.B.C. Revealing Missionary Baptist Church

• Radio Arte

• Ray of Hope Center of the Arts

• Rhema Outreach Community Worship Center

• Rogers Park Community Council

Community Organizations (Continued)

• Roseland Child Development

• Sammy Dyer School of the Theatre

• Sankofa Safe Child Initiative

• South Central Community Center

• South Chicago Art Center NFP

• South Shore Drill Team & Performing Arts Ensemble

• South Shore School of Technology

• South Side Community Art Center

• South-East Asia Center

• Southside Together Organizing Power

• Southwest Youth Collaborative

• Spoken Word Cafe

• St. Agatha Family Empowerment/Catholic Bishop of Chicago

• St. Anthony Youth Outreach

• St. Joseph Services' AAA (Athletic, Academics, Achievement) Community Center at San Miguel School Comer Campus

• Strategic Human Services and Community News

• Street-Level Youth Media

• Striding Lion InterArts Workshop

• Stroger Hospital of Cook County

• Sunlight African Community Center

• Sunshine Gospel Ministries

• Tap Roots Inc.

• Terry Town Child Care Center

• The Abraham Lincoln Centre

• The Ark of St. Sabina

• The Art Institute of Chicago

• The Beloved Community

• The Center for the Arts at Little City Foundation

• The Chicago Lighthouse for the Blind and Visually Impaired

• The Children's Center - Western

• The Journeymen

• The Miracle Center

• The Parkways Activity Center

• The Playground Theater

• The Resource Center- City Farm

• The Salvation Army Red Shield Head Start Program

• The Second City

• The Support Group

• The Young People's Project, Inc.

• True Star Foundation

• True to Life Foundation

• Umoja Student Development Corp.

• United Church of Rogers Park

• University of Illinois at Chicago

• Urban Solutions

• Urban Student Empowered Foundation

• Urban Sustainability Authority

• Vereva Nursery (Ada S. McKinley)

• Vietnamese Association of Illinois

• Vittum Theater

• Voice of the City

• Washburne Culinary Institute of Kennedy-King College

• West Englewood United Organization

• West Side Youth Technical Center

• Woodlawn Preservation and Investment Corporation

• Yollocalli

• Young Chicago Authors

• Young Men's Educational Network

• Youth Service Project

• Youth Technology Corps NFP, Inc.

After School Matters Board of Directors

CHAIR Margaret C. Daley VICE CHAIR Roger J. Kiley, Jr. Principal Roger J. Kiley, Jr. P.C. TREASURER Avis LaVelle President & Chief Executive Officer A. LaVelle Consulting Services

SECRETARY Cherryl T. Thomas President & Chief Operating Officer Ardmore Associates LLC

DIRECTORS Catherine J. Adduci Vice President & General Manager for the Northern Region Unisys Corporation

Adrienne J. Archia Managing Director Rice Financial Products Company

Ernie Banks Chicago Cubs

Grace Barry President The Economic Club of Chicago

Ted A. Beattie President & CEO John G. Shedd Aquarium

Carol Lavin Bernick Executive Chairman Alberto Culver Company

Robert D. Blackwell, Jr. Chief Executive Officer Electronic Knowledge Interchange, Inc.

Bob Bloomer Regional Vice President, Chicago Region Chartwells-Thompson Hospitality

Charles K. Bobrinskoy Vice Chairman Ariel Capital Management, LLC

Deborah A. Bricker President Bricker Partners LLC

William J. Brodsky Chairman & CEO Chicago Board Options Exchange, Inc.

Mary Ellen Caron Commissioner Department of Family & Support Services

Richard L. Carrion Chairman & CEO Banco Popular North America

Gery J. Chico Attorney Chico & Nunes, P.C.

Raymond M. Chin President R.M. Chin & Associates, Inc.

Geda Condit Civic Leader

John J. Conroy, Jr. Chairman of the Executive Committee Baker & McKenzie

Ellen M. Costello Chief Executive Officer Harris Bank Corp, Inc.

Cathy M. Coughlin Senior Executive Vice President & Global Marketing Officer AT&T, Inc.

James Cuno President & Eloise W. Martin Director The Art Institute of Chicago

Joan Cusack Actor

Margaret C. Daley Chair

Bernard W. Dan Chief Executive Officer MF Global Inc.

Deborah L. DeHaas Vice Chairman & Regional Managing Partner Deloitte LLP

Dominic Delgado President Delgado Erectors, Inc.

Judith Dimon Civic Leader

Howard C. Draft Executive Chairman DRAFTFCB

After School Matters Board of Directors

Chaz Ebert Civic Leader

Roger Ebert Film Critic Chicago Sun-Times

Michael W. Ferro, Jr. Chairman & CEO Merrick Ventures, LLC

Robert Fitzpatrick Former Director Museum of Contemporary Art

Nancy Lerner Frej President & Chief Strategic Officer Otherwise, Inc.

Shaun Gayle Civic Leader

Jack M. Greenberg Chair & CEO, Retired McDonald's Corporation

Cynthia Greenleaf-Fanton Senior Associate Education & Nonprofit Practice Heidrick & Struggles, Inc.

Madeleine Grynsztejn Pritzker Director Museum of Contemporary Art

Sondra H. Healy Co-Chairman Turtle Wax, Inc.

Elzie L. Higginbottom President & CEO East Lake Management & Development Corp.

David C. Hilliard, Esq. Senior Partner Pattishall, McAuliffe, Newbury, Hilliard & Geraldson LLP

Bonnie Hunt Actor

Edgar D. Jannotta, Sr. Chairman William Blair & Company, LLC

Judy Jasculca Civic Leader

Gary T. Johnson President Chicago History Museum

Lynn M. Kiley Civic Leader

Roger J. Kiley, Jr. Principal Roger J. Kiley Jr. P.C.

Paul H. Knappenberger President Adler Planetarium & Astronomy Museum

Martin J. Koldyke Founder & Chairman Emeritus Academy for Urban School Leadership

Donna LaPietra Executive Producer Kurtis Productions, Ltd.

Paul V. LaSchiazza President AT&T Illinois

Avis LaVelle President & CEO A. LaVelle Consulting Services

Robert C. Lee Partner Jones Day

Susan Leonis President The Leonis Group

Lawrence F. Levy Founder & Chairman The Levy Organization

Jory Luster President Luster Products, Inc.

Shirley R. Madigan Chairman Illinois Arts Council

Judd D. Malkin Chairman of the Board JMB Financial Advisors, LLC

Debbie Marchese Civic Leader

Daniel T. McCaffery Partner, Founder & President McCaffery Interests, Inc.

John W. McCarter, Jr. President & CEO The Field Museum of Natural History

Judy McCaskey Civic Leader

After School Matters Board of Directors

Andrew J. McKenna, Sr. Chairman Schwarz Supply Source

Richard Melman Founder & Chairman Lettuce Entertain You Enterprises, Inc.

Robert Michelson Executive in Residence Sterling Partners

Minnie Minoso Chicago White Sox

David R. Mosena President & CEO The Museum of Science & Industry

Ray Mota President Mota Construction Company, Inc.

Thomas F. Motamed Chairman & CEO CNA Financial Corporation

Lynn Lockwood Murphy Civic Leader

Langdon D. Neal Managing Partner Neal & Leroy, LLC

Terry E. Newman Partner Katten Muchin Rosenman LLP

Kevin M. O'Keefe Partner O'Keefe Lyons & Hynes, LLC

Terry E. Perucca Retired Market President Bank of America, Chicago

Jeremy Piven Actor

Penny Pritzker President & CEO Pritzker Realty Group, L.L.C.

Kimberly K. Querrey President Querrey Enterprises

William R. Quinlan Principal (Retired) Much Shelist Denenberg Ament & Rubenstein, P.C.

Erica Mann Ramis Civic Leader

Harold Ramis Filmmaker/Producer Ocean Pictures

Diana Mendley Rauner Executive Director Ounce of Prevention Fund

Jerry M. Reinsdorf Chairman Chicago White Sox Charities

J. Christopher Reyes Chairman Reyes Holdings, L.L.C.

Victor H. Reyes Attorney The Roosevelt Group

Linda Johnson Rice President & CEO Johnson Publishing Company, Inc.

Larry D. Richman President & CEO PrivateBankcorp, Inc.

John W. Rogers, Jr. Chairman & CEO Ariel Capital Management, LLC

John E. Rooney President & CEO U.S. Cellular Corporation

Phillip B. Rooney Chairman Claddagh Investments, LLC

Amy Rule Civic Leader

Deborah R. Rutter President Chicago Symphony Orchestra

Patrick G. Ryan, Sr. Chairman World Sports Chicago

Shirley Welsh Ryan Chairman Pathways Awareness Foundation

After School Matters Board of Directors

Michael J. Sacks Chief Executive Officer Grosvenor Capital Management, L.P.

Charles A. Schrock President & CEO Integrys Energy Group, Inc.

David Schwimmer Founding Member Lookingglass Theatre Company

Joseph F. Scoby Global Head of Alternative & Quantitative Investments UBS Global Asset Management

Marsha E. Serlin Founder United Scrap Metal, Inc.

Beverly E. Shaw Co-Founder The Shaw Company

Gary Sinise Founding Member Steppenwolf Theatre Company

Maureen Dwyer Smith Civic Leader

Kai R. Sotorp Head of the Americas UBS Global Asset Management

Howard L. Stone President Herbert C. Wenske Foundation

Scott C. Swanson President, Charter One Illinois Charter One Bank

Jeffrey W. Taylor Vice Chairman of the Board Cole Taylor Bank

Cherryl T. Thomas President & COO Ardmore Associates LLC

Glenn F. Tilton Chairman & CEO United Airlines Corporation

Carlos Tortolero President National Museum of Mexican Art

Charlie Trotter Executive Chef/Owner Charlie Trotter's Restaurant

James C. Tyree Chairman & CEO Mesirow Financial

Erin P. Vaughan Vice-President ARAMARK Corp.

Daniel J. Walsh President The Walsh Construction Group

Lois Weisberg Commissioner Department of Cultural Affairs

Kelly R. Welsh Executive Vice President & General Counsel Northern Trust Corporation

Kim White Civic Leader

Robert A. Wislow Chairman & CEO U.S. Equities Realty, LLC

Robert M. Wrobel President & CEO Amalgamated Bank of Chicago

Helen Zell Vice President Zell Family Foundation

Terry E. Zink President & CEO Fifth Third Bank, Chicago Fifth Third Bancorp

PARTNERS Mary Dempsey Commissioner Chicago Public Library

Timothy J. Mitchell General Superintendent & CEO Chicago Park District

After School Matters Donors Through June 2009

FOUNDER ($500,000+) Abbott Laboratories Bank of America Chicago White Sox Charities

CHAMPION ($200,000-$499,999) Anonymous (1) AT&T, Inc. Kraft Foods, Inc. John D. & Catherine T. MacArthur Foundation Motorola, Inc.

BENEFACTOR ($100,000-$199,999) Anonymous (1) BlueCross BlueShield of Illinois JPMorgan Chase UBS Western Union North America

PATRON ($50,000-$99,999) Air One S.P.A. Inc. Ardmore Associates LLC Charter One Bank, Illinois Crown Family Philanthropies CVS Caremark Corporation Eastlake Management & Development Corp Harris Bank Hudson Group Kiewit Corporation Loop Capital Markets, LLC Medco Health Solutions, Inc. Neal & Leroy, LLC Polk Bros. Foundation, Inc. Ricondo & Associates, Inc. Patrick G. & Shirley W. Ryan Foundation Lou Simpson & Kimberly Querrey for GEICO Direct Phil Stefani Signature Restaurants Wal-Mart Stores, Inc.

MENTOR ($25,000-$49,999) Anonymous (1) Alberto Culver Company Archer Daniels Midland Company Deborah A. Bricker Brinson Foundation Chartwells-Thompson Hospitality Chicago Airports Resource Enterprise CNA Financial Corporation Frances Comer Arie & Ida Crown Memorial Delaware North Companies, Inc. Discover Financial Services Ford Motor Company Harbour Contractors, Inc. HSBC-North America Illinois Tool Works, Inc. JMB Realty Gary LaPaille/mCapitol Management Lehman Brothers Holdings Inc. Ann & Robert H. Lurie Family Foundation Marina Cartage, Inc. The Marmon Group, LLC Nash Brothers Construction Co. Northern Trust Corporation Parsons Brinckerhoff, Inc. Patrick Engineering Inc. J.B. & M.K. Pritzker Family Foundation Dr. Scholl Foundation The Rooney Family Siebert Brandford Shank & Co. Sterling Business Center Walgreens Waste Management, Inc. Herbert C. Wenske Foundation William Blair & Company, LLC

GUARDIAN ($10,000-$24,999) Aetna Affinia Chicago The After School Corporation

A. LaVelle Consulting Services Aldridge Electric Allied Waste Services The Allstate Corporation ARAMARK Corporation Ariel Investments Baker & McKenzie LLP B.B. Construction Enterprise, Inc. Bears Care Bill Bass Foundation Blue Plate Catering Bluff City Materials, Inc. Boingo Wireless, Inc. Bombardier Transportation BP America Inc. BPC Airport Partners Burke, Warren, MacKay & Serritella, P.C. Burns & McDonnell Engineering C&M JV CO. LTD/McMahon Food Corporation CH2M HILL Chapman & Cutler LLP Chicago Bulls Chico & Nunes, P.C. R.M. Chin & Associates, Inc. Christopher B. Burke Engineering, Ltd. Christy Webber Landscapes Civiltech Engineering, Inc. Cole Taylor Bank ComEd, An Exelon Corporation The Committee of 200 Corn Products International, Inc. Cotter Consulting, Inc. DC Children & Youth Investment Trust Deloitte LLP DEPFA First Albany Securities d'Escoto, Inc. DeVry Inc. DLA Piper US LLP DMJM Aviation Partners R.R. Donnelley & Sons Company Epstein Ferro Family Foundation Franczek Radelet P.C. Fred B. Barbara Investments Freeborn & Peters LLP

Friedman Properties, Ltd. S.B. Friedman & Company Mr. & Mrs. John S. Gates, Jr. General Iron George K. Baum & Company GFS Fence, Guardrail & Signage, Inc. Ghafari Associates, LLC Global Hyatt Corporation Globetrotters Engineering Corporation Caryn & King Harris Heery International, Inc. Helen Brach Foundation HNTB Corporation-Chicago HOH Group Inc. H.W. Lochner, Inc. Infrastructure Engineering, Inc. Jacobs Engineering Group Inc. Jones Day Jones Lang LaSalle K.R. Miller Contractors, Inc. Katten Muchin Rosenman LLP Kenny Construction Company Roger J. & Alvina Kiley M. Laird & Deirdre Koldyke Martin J. & Patricia Koldyke Landrum & Brown, Incorporated T.Y. Lin International Macquarie Real Estate, Inc. Magellan Development Group Mars, Incorporated McCormick Foundation McDonough Associates Inc. McGrath Lexus of Chicago Mesirow Financial Midwest Generation EME, LLC Milhouse Engineering & Construction, Inc. Molex Morgan Stanley National City Bank, Now a Part of PNC O'Keefe Lyons & Hynes, LLC Ozinga Chicago RMC, Inc. F.H. Paschen, S.N. Nielsen & Assoc., LLC Peoples Gas Terry E. & Cynthia Perucca The Prime Group, Inc. Prince Charitable Trusts Related Midwest Reliable Bluff City Material Reyes Holdings, LLC

The Rise Group, LLC Rubinos & Mesia Engineers, Inc. Sara Lee Corporation Schiff Hardin LLP SDI (North America) Inc. Senior Lifestyle Corporation Serendipity: Celebrating Chicago Seniors on Stage S.E.T. Environmental Beverly E. Shaw Shefsky & Froelich Ltd. Sidley Austin LLP Skidmore Owings & Merrill LLP Skyway Concession Company Standard Parking Corporation Superior Air-Ground Ambulance Service, Inc. Terry W. Teele Tishman Hotel Corporation/ Tishman Construction Turtle Wax Ungaretti & Harris LLP Union Pacific Railroad Unisys Corporation United Scrap Metal, Inc. U.S. Equities Realty Walsh Construction Company Washington Mutual, Inc., now part of JPMorgan Chase WES Health System Xerox Corporation FRIEND ($5,000-$9,999) Amalgamated Bank of Chicago The Architects Enterprise, Ltd. Arrow Messenger Service, Inc. Berghoff Cafe - O'Hare The John Buck Company Cabrera Capital Markets, LLC Chicago Board Options Exchange, Inc. Condit Family Cornerstone Construction Services, Inc. Crawford, Murphy & Tilly, Inc. Michael & Nancy Daley DRAFTFCB Fifth Third Bank, Chicago Jack & Mary Jo George Gibson's, LLC Carolyn Grisko & Associates, Inc. HBK Engineering, LLC

Joseph Kellman Family Foundation Lynn M. & James W. Kiley McNamara Purcell Foundation MillerCoors, LLC Jeffrey A. Urbina Wight & Company APPRENTICE ($1,000-$4,999) Anonymous (2) A. Finkl & Sons Company Ms. Adrienne J. Archia & Mr. Robert Braye Grace Barry Baskes Family Foundation Bernardi Securities, Inc. Bob Bloomer Bradshaw Construction & Management, Inc. Brown & Momen, Inc. Bundy Family Foundation Barbara Burrell Thomas J. & Nancy B. Campbell Charitable Foundation DeStefano & Partners, Ltd. Allan & Michelle DeYoung Diamond Family Foundation Duncan Solutions Efie’s Canteen, Inc. Element 79 Partners Environmental Design International, Inc. Equity Residential John R. & Jeanne Ettelson Foran & O’Toole Lloyd A. Fry Foundation Great Lakes Advisors, Inc. Gremley & Biedermann Land Surveyors John & Marty Higgins Holabird & Root Verne G. & Judith Istock Foundation Ned & Debby Jannotta Jay Dee Contractors Kimley-Horn and Associates, Inc. Richard P. & Susan Kiphart Thomas E. & Kathleen R. Lanctot Robert C. Lanphier Lettuce Entertain You Enterprises, Inc. J.E. Manzi & Associates, Inc. Marvin Herman and Associates

McCaffery Interests, Inc. James D. & Eileen P. McKinney David & Emily Merjan Morgan Lewis & Bockius, LLP Richard M. Morrow Mota Construction Company, Inc. Michelle Seitz Musolino Deborah Newman Oppenheimer Family Foundation Steven B. Pearlman Preferred Meal Systems, Inc Pritzker Pucker Family Foundation Reynolds, Smith & Hills, Inc. Singh & Associates, Inc. Skender Construction Company Solutions and Savings Stanley Consultants, Inc. Teng & Associates, Inc. Glen & Nancy K. Traylor Unison Consulting Group, Inc. Whole Foods Market, Inc. ZRBD, Inc. HONOR ROLL ($999 and Under) Azteca Foods, Inc. Bailey Edward Design, Inc. Bauer Latoza Studio, Ltd. Walter E. Bayer John W. Brooks Deb Capraro Casey Equipment Company, Inc. C'est Si Bon!, Ltd. Lester & Joyce Charmatz Donna Chen James Y. & Barbara Chilton Christopher Augmon Corporation Jane L. Davis Robert O. & Quinn Delaney Christopher and Jennifer Dietzler Divane Brothers Electric, Co. Brett Doudican D-P Productions, Ltd. Jaci Durrie DuSable Museum/African American History Fanfares By Faye Inc. Michael & Elizabeth Fieweger John & Sally Filan Julie Fogel Bud & Miriam Frankel Nancy & Alice Fryzlewicz FSH Communications, LLC Arthur J. Gallagher & Co.

Richard & Pamela Gunst Daniel & Denise Hamburger Hartshorne Plunkard Architecture Diane Hickey Hoffman Management Partners Patricia M. Holden Susanna Homan Judy Hool Mark Hoppe Barbara J. Irby Laurie Karall Elaine Kilgore Jacqueline P. King Kostiantyn Kudryk Albert J. Lacher Laner Muchin Dombrow Becker Levin and Tominberg, LTD Laube Companies Anne Laubscher Chung H. Lee Susan R. Lock Lockton Companies, Inc. Patrick Loftus Norris & Marcena Love Steve & Amy Lux Sandra Malec LaDonna Mann Steve M. Maris Fidel Marquez Megan McCarthy Mercer Human Resource Consulting Midwest Property Group, Ltd. Susan Naset David Nathan Erin O'Donnell Russell Susan O'Neill Raymond Orozco Holly Ost Ursula Ostrom Sreemanth Pagadala Douglas Parrott Leticia A. Pfeiffer Edward Polich Mary J. Pollack Barry Z. Posner Michael Precin Preform Traffic Control Systems Ann V. Pristop Pyramid Realty & Management Harold & Erica Ramis Mario & Lilia Razo

Jeana Ripple Elizabeth G. Roberts Paul J. Rowan Philip Russo Karel Schaepman Paul E. Schaper Carolina Schoonyoung Steven & Mira Schroeder Carole & Gordon Segal Tioe Sims John & Susan Spatz Julie W. Stagliano Lizbeth Stiffel Rhonda Stivers STS Consultants, Ltd. James Swartchild Tabletoppers, Inc. Teitelbaum Family Foundation Kandance Thomas Mark R. Thomas, Jr. Timothy & Latasha R. Thomas Bertha Trujillo Helene J. Turner United Service Companies Marilynn G. Vanella Oscar Villalpando Lauren Wakschlag Linda M. Weinstein Ruth Wharton Joyce E. Wiggins Yana Collection Richard & Lili Ann Zisook Family Foundation IN-KIND DONATIONS Allen Brothers/The Great Steakhouse Steaks Arrow Messenger Service, Inc. Austin Town Hall Boeing Company Brainforest, Inc. Coca-Cola Enterprises, Inc. Costco Wholesale Corporation Tiffany Cruz Dunkin Donuts Event Architects Event Creative Exposition Carpet Food For Thought Frame Factory Framing Design Center Gibson's, LLC Hall's Rental Service, Inc. Horigan Urban Forest Products, Incorporated

Jasculca/Terman & Associates Judge & Dolph LLC Kurtis Productions, Ltd. Madison Square Garden, LP Nelson and Associates Architects NIKE, Inc. PepsiAmericas, Inc. Phil Stefani Signature Restaurants Quinlan & Carroll, Ltd. Rosebud Restaurants Table Fifty-Two Tabletoppers, Inc. True Manufacturing Company United Airlines Corporation Waste Management, Inc. Wilson Sporting Goods Co.

GOVERNMENT Chicago Housing Authority Illinois Arts Council Illinois State Board of Education National Endowment for the Arts

PUBLIC PARTNERS City of Chicago Chicago Public Schools Chicago Park District Chicago Public Library Chicago Department of Cultural Affairs Chicago Department of Family & Support Services

Independent Auditor’s Report

To the Board of Directors After School Matters, Inc. Chicago, Illinois

We have audited the accompanying statements of financial position of After School Matters, Inc. (the Organization) as of June 30, 2009 and 2008, and the related statements of activities and cash flows for the fiscal years then ended. These financial statements are the responsibility of the Organization’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of After School Matters, Inc. as of June 30, 2009 and 2008, and the changes in its net assets and its cash flows for the fiscal years then ended in conformity with accounting principles generally accepted in the United States of America.

Chicago, Illinois February 26, 2010

McGladrey & Pullen, LLP is a member firm of RSM International- an affiliation of separate and independent legal entities.

After School Matters, Inc.

Statement of Financial Position June 30, 2009 ______________________________________________________________________

Assets

Cash and cash equivalents $1,435,832 Government grants receivable, net 1,598,933 Pledges receivable, net 1,108,668 Prepaid expenses 674,779 Property and equipment, net 121,638 Restricted cash (Out of School Time Opportunities for Teens Programs) __129,175

$5,069,025

Liabilities and Net Assets

Liabilities Due to Chicago Public Schools $ - Accounts payable to other accrued expenses 1,300,877 Contracts payable 768,897 Due to others (Out of School Time Opportunities for Teens Programs) 129,175

2,198,949

Net Assets Unrestricted 907,349 Temporarily Restricted 1,962,727

2,870,076

$5,069,025

After School Matters, Inc.

Statement of Activities June 30, 2009 ______________________________________________________________________

Unrestricted

Support and Revenue: Government grants and support $10,650,383 In-kind contributions 9,001,862 Special events: Annual Gala 3,344,906 City-wide Event 71,389 Contributions and foundation grants 764,137 Interest income 12,426 Gallery37 retail sales 72,989 Other income 19,719

Net assets released from restrictions: Satisfaction of donor imposed restrictions 2,095,189

26,033,000

Expenses Program services 27,315,623 General and administrative 3,164,123 Special events 1,305,403

31,785,149

Decrease in unrestricted net assets (5,752,149)

Temporarily Restricted

Special events: Annual Gala 141,500 Contributions and foundation grants 1,204,100 Fiscal agent service fee 0

Net assets released from restrictions - Satisfaction of donor imposed restrictions (2,095,189) Decrease in temporarily restricted net assets (749,589) Decrease in net assets (6,501,738)

Net assets Beginning of year 9,371,814 End of year $2,870,076

After School Matters, Inc.

Statement of Cash Flows June 30, 2009 ______________________________________________________________________

Cash Flows from Operating Activities

Decrease in net assets $(6,501,738) Depreciation 69,470 Changes in:

Grants and pledges receivable 4,759,882 Prepaid expenses 10,302 Accounts payable, accrued expenses, and due to Chicago Public Schools and others (3,611,329) Contracts payable (983,107) Net cash used in operating activities (6,256,520)

Cash Flows from Investing activities

Purchases of furniture and equipment (24,205) Net cash used in investing activities (24,205) Decrease in cash and cash equivalents (6,280,725)

Cash and cash equivalents:

Beginning of year 7,716,557 End of year $1,435,832