Annual Report 2011 | 1

table of contents

Letter from the President 2Letter from the Chairman 3CITIZENS 4PRINCIPLES 8COUNTRY 12FREEDOM 16POLICY 20BOLD 24FINANCIALS 28

What a ride. 2011 marked a year of transformative growth and success for FreedomWorks. Through our 1.5 million FreedomWorks members, millions more in our online communities, and the vital support of people like you, we were able to recruit, educate, train, and mobilize a standing army for freedom.

But this army for freedom must now become permanent, because the challenges we face in 2012 and beyond are even more massive. For three years, we’ve been fighting an Administration that believes in a powerful, centralized bureaucracy that can legislate, regulate, and dictate control over our teetering economy.

The results of their Progressive model are frightening: unsustainable debt, runaway spending, systemic unemployment, taxpayer bailouts, and unconstitutional mandates. Even worse, we’ve witnessed the liberal establishment sowing the seeds of a new dependency culture filled with the envious rhetoric of class warfare. The end of this “road to serfdom,” as Austrian economist F. A. Hayek called it, is the destruction of our free market system and the American Dream.

But we began sowing our own seeds of cultural change for 2012. As you’ll learn in this report, we spent 2011 growing larger grassroots communities, building stronger activist networks, innovating tools to connect our members, and educating Americans in the vision of our Founding Fathers.

Unlike the Progressives, our model isn’t based on some command and control organizational structure. We are a service center to the grassroots, and our relationship is based on the idea that free people come together voluntarily to accomplish their goals when it is mutually beneficial—an idea known as the trader principle.

Simply put, freedom is our strategy. Rather than being financed by union dues or government mandates, our work is supported through the power of voluntary association.

And guess what? It works. Freedom works. Thanks to the investment you’ve made in us, we’re prepared to take the gains of

2011 and make 2012 the year we restore liberty in America.

For that, I am incredibly grateful to you.

In Liberty,

Matt KibbePresident and CEO of FreedomWorks

A Letter from the President and CEO, Matt Kibbe Liberty,

Why do we persist in our fight for lower taxes, less government, and more freedom? Why, when the deck seems stacked against us by special interests, do we remain in this game of Texas Hold’em with Big Government?

Why?Because the stakes are that high. You and I must secure the blessings of liberty

for our posterity: for our children, our grandchildren, and the generations of Americans that will come after them.

I’m talking about preserving the America we believe in: an America of limited government, free markets, and individual liberty. We sometimes take this uniquely American idea for granted, and it’s an idea that can quickly disappear. “Freedom,” as Ronald Reagan warned, “is never more than one generation away from extinction.”

That’s where we come in. FreedomWorks is doing more than any group in politics to activate those who share our vision, and to educate new audiences with the principles you and I hold dear. When I was in Congress serving as House Majority Leader, FreedomWorks showed up in every political battle on the side of liberty. And when they showed up, FreedomWorks flexed the grassroots muscle necessary to get things accomplished.

In 2011, the massive potential we’ve long recognized in grassroots activism has finally been realized. With that power comes an unprecedented national identity for FreedomWorks that not many other groups have achieved—regardless of political affiliation.

In this report, we’ve laid out what is intrinsic to that identity: the philosophy and organizing principles that are deeply rooted in our DNA.

I hope you enjoy this look at our past, and I hope you are prepared for the challenges in our future. The stakes are high, but I’m honored to be fighting side-by-side with patriots like you.

For Our Future,

Dick ArmeyChairman of FreedomWorks

A Letter from the Chairman, The Honorable Dick Armey

1 MILLION + activists attended the first annual Taxpayer March on Washington on

September 12, 2009.

Annual Report 2011 | 5

We believe the best

GOVERNMENT comes from informed and ACTIVE CITIZENS

ou have awakened a sleeping giant.That’s how activist Katy Abram famously described

the fervent grassroots opposition to ObamaCare when she grabbed the microphone during a town hall meeting with her senator, Arlen Specter, in the fall of 2009.

Just a few months prior, Specter had switched his party affiliation from Republican to Democrat, giving President Obama the ironclad Senate majority he needed to pass ObamaCare—the largest entitlement expansion since The Great Society.

Specter’s defection was also self-preservation, resuscitating a re-election campaign that looked dim

in Pennsylvania’s Republican primary. But to the American people, the sleeping giant of which Abram warned, it revealed how ideals could be compromised in Washington for the convenience of maintaining political power.

We’d seen it before, during the debate on the Wall Street bailout, later known as TARP. In letters, emails, and phone calls to our office, thousands of concerned Americans denounced the idea that President Bush—a supposed conservative—would sign a blank check to the Treasury Secretary and, as Bush himself put it, abandon “free market principles to save the free market system.”

6 | FreedomWorks

I t was during this time that FreedomWorksbegan mobilizing that “sleeping giant” into action. We educated activists on free

market economics, on the consequences of creating moral hazard, and on the principles of business cycle theory. We mobilized disparate communities around the country to protest against TARP and flood the halls of Congress with phone calls against the bill.

Sometimes activists seemed hesitant or uncertain. “It does not take a majority to prevail,” we insisted, harkening back to the words of one of the “Sons of Liberty,” Samuel Adams. “But rather an irate, tireless minority, keen on setting brushfires of freedom in the minds of men.”

Most were completely new to politics, let alone political activism, so FreedomWorks became a one-stop service center for this burgeoning grassroots community. We became the main conduit for activists who needed assistance: helping get permits for a rally or protest, arranging speakers for the

program, attracting media attention, and building connections with other local groups to join in the event.

By the time ObamaCare came on the legislative docket, we simply had to disseminate information about the bill, and the grassroots did the rest. Sifting through thousands of pages, activists self-organized and divided the legwork. Rather than spending countless hours poring over bills in our office, the people were ready to hold their public officials accountable. Signing petitions, sending letters, and writing to their local papers, these new Sons of Liberty were gaining confidence—and the brushfires were spreading.

MAssive GroWthIn 2009, FreedomWorks had 300,000 membersand little exposure in online social media—the political battlefield of the future. We began building our network on sites like Facebook, Twitter, and Ning to spread our message and grow our ranks.

The investment would be worth it. OnSeptember 12, 2009 we gathered over one million grassroots activists on the National Mall for our first annual Taxpayer March on Washington, and our ranks continued to swell.

By 2010, we’d grown to 800,000 members and started to gain traction in the media as the predominant source for educating, training, and mobilizing limited government grassroots activists. We hosted successful Tax Day rallies on 4/15 around the country and again flocked to the National Mall for our second annual Taxpayer March on Washington on 9/12.

“The real work of spreading the Tea Party brushfires was done by a small knot of take-no-prisoners young conservatives,” wrote New York Times reporter Kate Zernike of FreedomWorks in her book, Boiling Mad: Inside Tea Party America.

But we were still the middlemen. An activist in Cleveland would call our campaigns team and ask whom he could work with in Columbus

Organizing Action FreedomWorks is the best in the business at grassroots organizing. – Glenn Beck, conservative radio and television host

Annual Report 2011 | 7

to hold a rally. It was inefficient, and it wentagainst the decentralized, leaderless model we were cultivating.

So in 2011, we shed the limitations of our Ning site and launched FreedomConnector, our very own online activist platform based on geo-location technology, where people could

meet like-minded activists, create groups, and plan events right in their own backyards. We stepped out of the way, and the community continued to flourish: the site currently has over 170,000 users.

The growth of FreedomConnector also reflected the growth in the rest of

our communities. By the end of 2011, FreedomWorks had over 1.5 million members, over 1.3 million fans on Facebook, over 35,000 followers on Twitter, and over 41,000 donors.

The “sleeping giant” was now fully awake, informed, and active. But this Tea Party was unlike any “party” Washington had seen before.

FreedomWorks is the best in the business at grassroots organizing. – Glenn Beck, conservative radio and television host

1423119 TV Appearances 1303 Mentions on TV

750 Print Hits 203 Radio Interviews

1.5 Million

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800,000

300,000

Mem

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hip

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wth

0 3,824

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Facebook Twitter

FreedomConnector

8 | FreedomWorks

We’re driven by

PRINCIPLESnot a POLITICAL PARTYW

hat people like Senator ArlenSpecter and the rest of the political establishment on both sides of the aisle couldn’t understand, was how

FreedomWorks activists were motivated not by political power or party but by bedrock beliefs.

We aren’t Democrats or Republicans, we are fiscal conservatives determined to restore America to its founding values of

constitutionally limited government, free markets, and individual liberty.

Problems like the national debt, runaway spending, and the entitlement crisis aren’t color-coded Red or Blue. Both parties are to blame, and as we learned with Medicare Part D, No Child Left Behind, TARP, and ObamaCare, both parties—when left to their own devices—become parties of Big Government.

PRINCIPLESPRINCIPLES PARTY PARTY

NATIONAL DEBT

runaway spending, and the entitlement crisis aren’t color-coded Red or Blue.

The

10 | FreedomWorks

Other Tea Party groups seemed to be more attuned to, and compelled by, political power… FreedomWorks continues to identify itself as the group that’ll kneecap anyone who goes rogue. – Dave Weigel, Slate Magazine, Aug. 31, 2011

T hat’s why we’ve set out to make theselegislators accountable to the people. Government officials and politicians are

motivated, like the rest of us, by incentives. In their case, that usually means the next election. If a special interest lobbyist cuts a politician a check for five thousand dollars to get an earmark put in a bill, we send five thousand calls into his district office opposing it. The politician does the math—it’s called “the calculus of consent”—and he recognizes that we have the power in numbers and votes. This is the foundation of public choice theory, and it’s the basis for our relentless strategy of grassroots pressure at FreedomWorks.

Pressure froM the BottoM uPBut politicians are always tempted by specialinterests to betray the will of the voters. In order to make sure politicians put the people first, FreedomWorks partnered with Houston activist Ryan Hecker to create an online portal for activists to vote on the issues they felt were

the most important, and aggregated the votes to form a crowd-sourced document called “The Contract from America.” Hundreds of thousands of votes later, politicians learned what was expected of them:

>Protect the Constitution

>Reject Cap & Trade

>Demand a Balanced Budget

>Enact Fundamental Tax Reform

>Restore Fiscal Responsibility & Constitutionally Limited Government

>End Runaway Government Spending

>Defund, Repeal, & Replace Government-run Health Care

>Pass an “All-of-the-Above” Energy Policy

>Stop the Pork

>Stop the Tax Hikes

Signed by legislators and candidates, The Contract had power because it wasn’t arrived at in the basement of some think tank—it came

straight from the American people. And by relying on our decentralized community to come up with the ten planks of The Contract, activists not only had ownership of the project but also became vigilant in holding lawmakers to their pledge. As F.A. Hayek might say, we “achieved more effectively by decentralizing decisions…decentralization actually leads to more information being taken into account.”

While we had stopped Harry Reid’s pork-filled omnibus spending bill in the Senate’s lame duck session and pushed away the regulatory nightmare known as Cap-and-Trade, we also witnessed Washington at its most intransigent in 2011. When Congress struggled to cut a mere 100 billion dollars from the federal budget, and reckless spending forced Standard and Poor’s to downgrade America’s credit rating, we decided to show America that there was a real solution.

So we created our own commission—The Tea Party Debt Commission—and our model was crowd-sourced, public, and completely transparent. We wanted to do what they had

Incentives Matter

Other Tea Party groups seemed to be more attuned to, and compelled by, political power… FreedomWorks continues to identify itself as the group that’ll kneecap anyone who goes rogue. – Dave Weigel, Slate Magazine, Aug. 31, 2011

found so difficult: propose real cuts to the size ofgovernment based not on political gamesmanship but on sound economic principles.

We enlisted the help of twelve grassroots activists from across the country to serve as “commissioners” and traveled across America, holding field hearings for the public. The field hearings served to not only bring thousands of Americans into the federal budget process, but also educated them on the best ways to slash spending. Like The Contract, The Tea Party Debt Commission had an online voting component that allowed activists to see real-time results of the savings they achieved through various cuts.

$9.7 trillionAfter months of traveling the country, in No-vember of 2011 we gathered over 200 activists in Washington to unveil the results of the Tea Party Debt Commission: our Tea Party Budget, which would cut 9.7 trillion dollars over ten years.

“Scoffing at Washington’s troubled effort to cut just $1.2 trillion in federal debt over 10

years, the Tea Party’s own debt commission today unveiled a shocking plan to slash nearly $10 trillion over the next decade, in part by eliminating several federal agencies, balancing the budget by 2015, and killing foreign aid to unfriendly nations,” wrote Paul Bedard of U.S. News and World Report.

“Among the group’s recommendations are things that have long been favorites of conservatives and/or libertarians — it’s a little bit Ronald Reagan, a little bit Ron Paul,” added Kate Zernike of the New York Times.

Senator Mike Lee hosted the event, which was also attended by Senator Rand Paul and Congressmen including Paul Broun, Mike Pence, Joe Walsh, Mick Mulvaney and Steve King. After speeches from the commissioners, lawmakers showered praise on our plan.

“I will walk around with the FreedomWorks Debt Commission Report in my hand for the rest of my term,” declared Walsh to a standing ova-tion from the crowd of activists.

In a year in which the President of the United States had his budget proposal unanimously voted down in the Senate, we came to Washington with real solutions and found legislators willing to stand with us. That’s the power of working not for a party, but for principle.

The plan contains a lot of good

recommendations that policymakers

should pursue – especially the

ones who were elected, in part, by

embracing the Tea Party movement.

–The Cato Institute on the Tea Party Budget, November 29th, 2011

12 | FreedomWorks

WE’RE REALAnd we change the way thisCOUNTRY WORKSO

ur principle goal is to “move the ballforward”—to empower our 1.5 million members with the tools necessary to ad-vance the ideals of limited government,

free markets, and individual liberty. And unlike many other groups, we aren’t a paper tiger.

“This is one group that’s known to actually have activists,” RSC Executive Director Paul Teller said of FreedomWorks. “If you actually need bodies to do things, many of the other groups cannot produce them.”

1 ,031 , 261 ACTIONS

By utilizing online platforms like FreedomConnector, FreedomWorks

activists sent an astonishing 1,031,261 phone calls, emails, comments, and

letters to Capitol Hill.

14 | FreedomWorks

B ut maintaining our decentralized modelof local control and grassroots power means we must travel the country year-

round to recruit, educate, train, and mobilize more activists. In our largest grassroots engagement push in FreedomWorks history, we trained countless thousands of activists by making an unprecedented 106 trips to 28 states in 2011.

We not only engaged new members, but also built stronger coalitions within our existing networks by doing what we do best: finding out which local issues matter and offering our support. Rather than coming in with a preset agenda and a heavy hand, we always operate as an authentic partner in their cause.

Whether it was the fight against excessive union power in Wisconsin and Ohio, the battle for school choice in Pennsylvania, North Carolina and Indiana, or fighting a proposed Internet sales tax in Texas and Tennessee, we came to the aid of our local activists.

WinninG By BuilDinG,BuilDinG By WinninGWith our support in 2011, IndianaGovernor Mitch Daniels passed the nation’s most extensive education reform legislation and Wisconsin Governor Scott Walker passed his Budget Repair Bill. In North Carolina and Tennessee, they reined in the teachers’ unions, and in Texas we stopped the push for an Internet sales tax. But we weren’t successful in every grassroots battle in 2011.

We came up just short in our fight for school choice in Pennsylvania and watched as well-funded union groups repealed Ohio Governor Jon Kasich’s SB 5 in a ballot measure last November. But in each of these fights we showed up with our activists, and we weren’t afraid to lose.

That’s because our grassroots mantra is one we expropriated from the environmentalists at the Sierra Club: “you win by building, and you build by winning.”

When you win, let everyone know, and it will recruit more to your cause. But even more importantly, when you lose, come out of every grassroots battle with a larger network and better grassroots relationships to utilize in the next fight. We believe it’s how we turn a temporary win or loss into the permanent change we want to see in America.

exPAnDinG our iMPActIn the summer of 2011, we held the largestactivist boot camp in our history, bringing together over 150 local leaders from 30 states for a three-day seminar on public policy, grassroots activism, and media training. We taught activists that they could harness the grassroots energy in their local communities into sustainable action to advance our principles.

“But underneath the chanting and handmade signs was a carefully orchestrated educational event,” wrote Janie Lorber of Roll Call. “An effort by FreedomWorks to

I feel very fortunate to have met and been a part of the FreedomWorks family. With the tools they’ve provided us and really the confidence, I went back home to Indiana with an emboldened spirit. –Greg Fettig, Indiana FreedomWorks activist

Into the States

incorporate technical dominance and politicalsavvy into a grassroots movement built on passion and theatrics.”

By teaching FreedomWorks activists how to utilize online platforms like FreedomConnector, Facebook, and Twitter, we have expanded our impact like never before. In 2011, this massive community not only did legislator lobbying visits, district office drop-ins, and “out in the streets” protests—FreedomWorks members also sent an astonishing 1,031,261 phone calls, emails, comments, and letters to Capitol Hill.

In 2011, we proved that our model works: engage grassroots activists on the issues in their local communities, offer training, technical support and education as a service center, and build future relationships on mutually-beneficial cooperation. It’s not a command-and-control strategy dictated from FreedomWorks headquarters; it’s driven by the grassroots membership. It’s real and it works. As we so often say: freedom is our strategy.

I feel very fortunate to have met and been a part of the FreedomWorks family. With the tools they’ve provided us and really the confidence, I went back home to Indiana with an emboldened spirit. –Greg Fettig, Indiana FreedomWorks activist

PENNSYLVANIAPittsburghPhiladelphiaWilkes-BarreHarrisburgErieFolgelsvilleDoylestownShippensburgBeaver CountyState CollegeLehigh ValleyAllentown

NORTH CAROLINARaleigh New BernRockingham GreenvilleAshevilleGreensboroWilkesboroWilmington BooneStatesville GoldsboroWalnut Cove FranklinAtlantic Beach ConcordBakersville Jefferson

Ahoskie YadkinvilleWinston Salem

TExASHoustonAustinDallasFort WorthStephenvilleSan AntonioFlatoniaGranburyNew BraunfelsBurleson

SOUTH CAROLINACharlestonColumbiaMyrtle BeachRock HillSpartanburgFlorenceGreenville

INDIANAIndianapolisNoblesvilleMonticelloElkhartWabashSpencerTipton

UTAHSalt Lake CityOgdenSaint GeorgeLoganProvoSouth JordanSandy

LOUISIANANew OrleansAlexandriaShreveportLafayetteMonroeMandevilleGEORGIAAtlantaAlbanyLavoniaCummingsSavannah

OREGONPortlandBendKaiserSeasideMedford

ARIZONAPhoenixTucsonTempeFlorenceScottsdale

OHIOColumbusCincinnatiAvon LakeCleveland

MISSISSIPPIGulfportOxfordJacksonTupeloStarkville

FLORIDATallahasseeOrlandoDaytona Beach

MARYLANDOcean CityEastonAnnapolisWISCONSINMilwaukeeMadison

MICHIGANLansingMackinaw

VIRGINIAWinchesterMcLean

NEBRASKAOmahaLincoln

ALABAMA BirminghamGardendale

WEST VIRGINIAWheeling

KENTUCKYLouisville

ILLINOISChicago

NEW MExICOAlbuquerque

WASHINGTONSeattle

MISSOURI Kansas City

WYOMING Jackson Hole

1-23-6

7-910-15

# Of CAMPAIGN STOPS PER STATE

16 | FreedomWorks

Annual Report 2011 | 17

When we talk about freedom, we have to address thecost of government. For far too long, the American people have been forced to finance a government that does too much and produces poor results. In

everything from health care to public schools, government involvement has led to lower quality of services and a worse allocation of resources than the private market.

Our goal at FreedomWorks is to preserve our free market system, reverse burdensome regulations on businesses, and empower people with more choices by reducing the size of government. That’s how we return to a free and prosperous America.

579%Rise in spending on entitlement

programs since 1965.

Freedom means Government doesn’t

STAND BETWEEN people and their own

DAMN MONEY

18 | FreedomWorks

W hether it’s a citizen, a small business,or a corporation, at the heart of capi-talism are the risks and rewards that

inform the private sector how to invest. When government distorts the market with subsidies, restricts the free flow of commerce, or mandates the purchase of goods, both American producers and consumers are negatively impacted.

FreedomWorks believes in the tenets of the Austrian school of economics: chiefly that when government intervenes it’s suffering from what F.A. Hayek called “The Fatal Conceit,” the misguided notion that a central authority can efficiently plan a decentralized world. That’s why we fought against TARP, President Obama’s stimulus plan, and countless other malinvestment schemes concocted by government.

reDucinG BurDensoMereGulAtionsThe regulatory authority of the governmentoften shackles workers, consumers, and

companies from reaching their true economic potential. We saw a significant increase in regulation in 2011, as federal agencies wrote new regulations to implement ObamaCare and the Dodd-Frank financial services legislation, as well as major environmental regulations pushed by the EPA.

Regulatory reform is essential to ensure that these regulations do not impose costs that exceed their benefits. Cost-benefit analysis, risk assessment, risk prioritization, and market-based incentives are fundamental components that should be included in any reform of the process. In a global marketplace, the United States cannot afford to hamper its economic growth with excessive and unnecessary regulations.

shrinKinG GovernMentWashington's spending has reached anhistoric high of 25 percent of our economy, fueled by bailouts, stimulus spending, and costly health care mandates. We are piling

a mountain of debt on our children. The National Debt has doubled in just the past 5 years. It’s projected to triple over the next 10 years. Washington is now borrowing 40 cents of every dollar it spends. The Federal expenditures topped $3.7 trillion in 2010 and are expected to grow to $4.3 trillion by 2019. “Auto-pilot” spending on entitlement programs has risen by more than 579% since 1965.

Taxpayers can no longer afford a bloated federal budget full of earmarks and programs for special interests. The budgetary process must be reformed to improve transparency and identify wasteful and redundant federal programs. In addition, institutional changes must be considered to constrain spending by politicians. Examples include a Balanced Budget Amendment, a Taxpayer’s Bill of Rights, and a supermajority in Congress for any tax increases. The size and scope of government must be returned to a level that the nation can afford.

Preserving the Free Market

Annual Report 2011 | 19

leADershiPThrough the leadership of FreedomWorks, 2011was the year we witnessed a fundamental shift in the conversation on these issues. Driven by grassroots pressure, politicians of both parties in Washington weren’t talking about how much to spend, but rather how much to cut.

Representative Paul Ryan introduced a budget that addressed our entitlement crisis by injecting market competition into our Medicare system. Senator Mike Lee introduced a comprehensive Balanced Budget Amendment that accomplished all of our goals to restrict future spending,

and Senator Rand Paul unveiled a five year balanced budget that would reverse spending, eliminate whole departments, and stop tax increases.

In 2011, freedom finally got some allies on Capitol Hill.

Preserving the Free Market “The conservative group FreedomWorks has a message for freshman Republicans in Congress: Do not shy away from the Medicare fight.” – Amanda Terkel, The Huffington Post, 7/31/11

Legislators form Tea Party Caucus to give grassroots activists a voice in Congress.

66

20 | FreedomWorks

70,000 + Pocket Constitutions and Activist

Handbooks distributed in 2011

We believe

PUBLIC POLICYshould be based onGOOD IDEASG

ood ideas have been floating around Capitol Hill for decades, but far too often those ideas have lacked the grass-roots support necessary to become

meaningful legislation.

At FreedomWorks, we provide that support, backing up legislators willing to turn good ideas into sound economic policies that promote limited government, free markets, and individual liberty.

22 | FreedomWorks

We call it the “inside-outside game”when we find lawmakers to fight for our values inside the Beltway

while we rally grassroots support for their legislation around the country. And it’s a critical strategy for advancing our principles in Washington.

In 2011, we made huge strides on Capitol Hill by building relationships with many of the new freshman Senators and Representatives elected in 2010 with the support of the Tea Party. In total, we made 421 visits to Capitol Hill and 1,684 district office visits in 2011.

“Where’s freeDoMWorKson this?”Thanks to the relationships we’ve builtwith principled legislators on the inside and grassroots activists on the outside, our power to affect legislative priorities in the Capitol has never been greater. From weekly press releases and key

vote notices, to our yearly awards and Congressional scorecard, there’s an increasing awareness of our influence and role in the formation of public policy. When debating a bill in caucus or committee meetings, a common and revealing question we now hear from Capitol Hill is “where’s FreedomWorks on this?”

iDeAs in ActionAt FreedomWorks, we pride ourselves onour ability to turn the ideas of legislators, policy experts, and think tanks into grassroots action. When we started theTea Party Debt Commission in 2011, we pulled together ideas from plans like the Cato Institute’s “Balanced Budget” Plan, the Heritage Foundation’s “Saving the American Dream” Plan, Congressman Connie Mack’s “Penny” Plan, Congressman Paul Ryan’s “Path to Prosperity” Plan, Senator Rand Paul’s “5-Year Budget Plan,” and more. By gaining support for the ideas

in these plans within the grassroots first, we were able to create a comprehensive proposal contained within our Tea Party Budget.

restorinG the constitutionThe best public policy often comes, not fromgranting new authority, but from recognizing the limitations of government. The single greatest document on limited governance in the history of the world is the U.S. Constitution, and an adherence to it informs our entire philosophy of limited government, free markets, and individual liberty.

In 2011, we shared this vision with our FreedomWorks members by creating our “Restoring the Constitution Handbook,” which contained the Constitution, its amendments, and an activist guide on how to organize locally to restore our founding principles. We distributed over 70,000 handbooks, outpacing even our massively successful “Rules for Patriots” activist guide launched in 2010.

The Inside-Outside Game

1,684 District Office Visits

Annual Report 2011 | 23

FreedomWorks coordinates closely with the Republican Study Committee, an influential caucus of conservative House lawmakers, and will be visited today by two of its favorite GOP Senators: Rand Paul of Kentucky and Mike Lee… – Janie Lorber, Roll Call June 28, 2011

freeDoMWorKs universityIn the last few years, by building this massivegrassroots army of 1.5 million FreedomWorks members, we’ve learned that the best public policy proposals come from educating activists. We completed development of our new online education portal FreedomWorks University in 2011 to do just that. FreedomWorks University provides a comprehensive and interactive curriculum to

guide activists through a complete education in economic liberty. With each topic, members can utilize video lectures, assigned readings, and other materials from noted public policy analysts.

With this technology, we are taking the offline service center model we learned during the fight over TARP and are applying it to the online world for the future. FreedomWorks University will eventually

be integrated seamlessly with our online activism portal, FreedomConnector, creating an immersive, online experience for grassroots activists who share our principles.

It’s a bold proposal and a serious investment in the future of this freedom movement. And it is a serious committment. We are constantly finding new ways to innovate at FreedomWorks because we plan to change the world.

1,684 District Office Visits

421 Visits to Capitol Hill Offices

500

Annual Report 2011 | 25

The integration of FreedomConnector and FreedomWorks University into a massive online hub for grassroots activ-ists is just the beginning of our efforts

to innovate, reach an ever-growing member-ship, and access completely new audiences.

Interest in politics is a temporary pursuit for most Americans, who pay attention every

two or four years as they prepare to cast their vote. That's the status quo. It isn't working. In order to make the freedom movement permanent, we must move beyond political space—into cultural space—where our mission defines members personally, not just as political activists.

500From a roomful of members to over

500, an Israeli group expands from our international outreach.

We’re

BOLDbecause the status quoISN’T WORKING

26 | FreedomWorks

Changing the Culture

That means taking on bold projects likefilms, books, and new audience outreach initiatives that build our network and

spread our principles

AtlAs shruGGeDBased on Ayn Rand’s classic novel, whichcelebrates entrepreneurism and individual liberty, and warns against the dangers of crony capitalism, the release of the film "Atlas Shrugged: Part One" in 2011 provided us a unique opportunity to advance our message beyond the political space.

We debuted the trailer at the Conservative Political Action Conference (CPAC), rallied grassroots activists to see the film when it opened in theaters nationwide, and supported the DVD release of the film in the fall. Reaching into this cultural space, where people live and work, opened our membership to new activists who believe in our ideals but never considered being politically active.

Diverse teAExpanding our outreach, we launchedDiverseTea to engage fiscally conservative minority communities—a population long ago written off by the Republican establishment.

But because we don’t carry the baggage of the “Grand Old Party,” speaking instead to values that animate these communities, we’ve been hugely successful. FreedomWorks Foundation sponsored and marketed a documentary called "Runaway Slave," starring C.L. Bryant, a former NAACP chapter president turned Tea Party leader. The theme of the film is honest and compelling: while the African-American community has triumphed over the scourge of physical slavery, many still suffer under the heavy hand of government. "Runaway Slave" encourages all Americans to reexamine their relationship with government, urging the audience to run away from the tyranny of Big Government and toward the blessings of individual liberty.

Out of the DiverseTea project emerged KosherTea, our outreach project for fiscally conservative Jewish activists. In August of 2011, FreedomWorks traveled to Israel to meet with a local group called the Israeli Freedom Movement, which began with just a roomful of concerned citizens but has since recruited over 500 additional members.

“In the August brain-storming session in Tel Aviv, FreedomWorks’ President and CEO Matt Kibbe told the Israeli group they shouldn’t be intimidated by the daunting task, because though the American tea party movement began small, it ended up galvanizing major change on the American political landscape and in Congress,” wrote Sharona Schwartz of The Blaze.

But Israel was only the beginning. FreedomWorks also advanced international outreach by meeting and educating activists from Japan, Italy, Australia, Austria and the UK. In 2012, we have also identified youth outreach as a key constituency that is underserved by the Republican establishment. Engaging with

FreedomWorks, the Washington-based tea party organization headed by former House Majority Leader Dick Armey, R-Texas, has undertaken a massive campaign to push the movie into as many theaters as possible. - Lindsey Boerma, National Journal, April 18, 2011

Annual Report 2011 | 27

FreedomWorks, the Washington-based tea party organization headed by former House Majority Leader Dick Armey, R-Texas, has undertaken a massive campaign to push the movie into as many theaters as possible. - Lindsey Boerma, National Journal, April 18, 2011

students on college campuses, finding commonground on the issues, and recruiting young activists at liberty gatherings will be critical components of this outreach project.

hostile tAKeoverBuilding on the success of the book "Give UsLiberty: A Tea Party Manifesto," written in 2010 by FreedomWorks President Matt Kibbe and FreedomWorks Chairman Dick Armey,

we will release Kibbe’s second book in the summer of 2012 entitled “Hostile Takeover.”

The book will examine the failures of the political establishment as the failure of any company to reach the expectations of their consumers—the voters. Through this posit, we see the rise of FreedomWorks and the Tea Party movement as the natural manifestation of consumers seeking a new choice in the marketplace.

That is what FreedomWorks provides for our activists: a new choice. A choice that makes an informed citizenry an absolute imperative, a choice that requires principles to trump politics, and a choice that respects the decentralized nature of grassroots organization.

In our philosophy and our organizing strategy, it’s a choice based on freedom. Because freedom works.

In our philosophy and our organizing strategy, it’s a choice based on freedom. Because freedom works.

28 | FreedomWorks

ContributionsOther IncomeTotal Revenue

ProgramManagement & GeneralFundraisingTotal Expenses

FreedomWorks Consolidated

FreedomWorks Consolidated

FreedomWorks Foundation

FreedomWorks Foundation

$20,918,810($424,258)

$20,494,552

$11,421,366

$1,019,487 $1,469,371

$13,910,224

$9,523,649 ($477,176)

$9,046,473

$5,618,944

$374,773 $735,819

$6,729,536

FiscAl YeAR 2011 OpeRAting Revenue

FiscAl YeAR 2011 OpeRAting expenses

Financials3% Foundation Proposal3% Corporate Solicitation

94% Individual Request

7% General and Administrative10% Fundrasing

83% Program

fiscAl yeAr 2011 freeDoMWorKs consoliDAteD oPerAtinG revenue source

fiscAl yeAr 2011 freeDoMWorKs consoliDAteD oPerAtinG exPenses

freedomWorks experienced explosivegrowth across the board in 2011, educating, engaging, energizing, and

mobilizing millions of Americans in the

fight for lower taxes, less government, and more freedom. This accomplishment is all the more remarkable when you consider that it was made possible through the

Note, these figures are unaudited and not presented in accordance with Generally Accepted Accounting Principles. For full financial information, please contact Christine Domenech at 202-942-7618.

FreedomWorks Consolidated FreedomWorks Foundation

Assets And liAbilities

Cash and InvestmentsReceivablesProperty, Equipment, & Other AssestsLiabilitiesNet Assests

$12,540,200$160,804

$ 1,440,178($1,251,596)

$12,889,586

$6,323,213$79,500

$1,250($1,450,809)

$4,953,154

FReedOmWORks cOnsOlidAtedFundRAising gROWthgenerosity of 41,700 financial supporters who

donated not only their money, but also their time, energy, and heart to furthering the cause of liberty in America. In the interest

of privacy, we will not acknowledge them individually in this report, but we would like recognize them together–with our sincerest gratitude–for this great feat of patriotism.

Note, these figures are unaudited and not presented in accordance with Generally Accepted Accounting Principles. For full financial information, please contact Christine Domenech at 202-942-7618.

2007 $6,075,364

2008 $7,549,989

2009 $7,720,571

2010 $14,331,031

2011 $20,918,810

30 | FreedomWorks

freeDoMWorKs founDAtion AnD freeDoMWorKs, inc.

400 nORth cApitOl stReet, nW, suite 765WAshingtOn, dc 20001 • 202.783.3870