THE PEDIGREE FOUNDATION2010 ANNUAL REPORT

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our mission is to help dogs find loving homes

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TABLE OF CONTENTS579

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letter from the president

history of the pedigree foundation

foundation support

key donation recipients

funds disbursement

donations raised

donations by state

letter of thanks

looking forward

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Our mission is to

help dogs find loving homes.

By providing grants to dog shelters

and breed rescue organizations, we want to

help make this a reality. These great facilities

are rehabilitating dogs and giving them a happy

life until they’re adopted. We want more people

to experience the joy of adopting a dog. So were

providing education to help people choose just the

right one. By encouraging dog lovers to donate

their time and money to this important

cause, we’re striving for a bright

future for our best friends.

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Dear Shareholders,

2009 has proved to be one of the most challenging years

for many nonprofit organizations. Unfortunately, pets can

fall to the bottom of the list of priorities in difficult times.

Even more unfortunate are the pets that suffer in shelters

and rescues. At The PEDIGREE Foundation, our mission is

based on the belief that every dog deserves a loving home

– not just some dogs, but every dog. We help to give them a

new “leash” on life through both good and bad times.

As we consider a year of great challenges, we praise all of

those who have helped us achieve unprecedented mile-

stones. Thanks to the PEDIGREE® Brand consumers,

donors, volunteers and the shelter and rescue groups for

giving us the support and strength needed to carry out our

goals. With your help, we doubled our grant applicants to

more than 1,000 and raised more than $1 million. We set

forth an active Advisory Council to better understand the

realities of the animal welfare field and provide expert

opinions to further enhance our support of shelter and

dog rescue organizations’ needs and causes. Mars Petcare

US, the makers of the PEDIGREE® Brand, established an

Ambassadors’ Program by engaging associates to share in

the philanthropic pledge.

The PEDIGREE® Brand continued its commitment toward

helping dogs in need find forever homes, and as a founda-

tion, we are grateful to have its support for our cause. In

2009, we were proud to be the beneficiary of three key

PEDIGREE® Brand programs that helped us raise more

than $600,000 for the cause. First, the PEDIGREE® Brand

brought the issue of homeless dogs to light in a big way

with a first-of-its-kind Super Bowl ad – Crazy Pets – with

dog food donated for each view to animal shelters. Second,

a partnership with PEDIGREE® Brand and Paramount Pic-

tures’ Hotel for Dogs raised awareness and funds with each

movie ticket purchase. And, the sponsorship of the 133rd

Westminster Kennel Club Dog Show helped us launch our

fund-raising efforts for the year.

While these PEDIGREE® Brand campaigns encourage

consumer support, we also have many passionate dog lovers

who go above and beyond, donating their hard-earned dol-

lars and time to support our cause. This passion is invalu-

able and helps us create a bigger footprint in our mission to

save the lives of dogs. All of these efforts represent signifi-

cant progress. However, there are still greater challenges

ahead. In 2010, The PEDIGREE Foundation will continue

its mission to be the largest philanthropic organization

dedicated to helping our canine friends find loving homes.

Thank you for being our partner.

Sincerely,

DEB FAIR, PRESIDENT

A LETTER FROM THE PRESIDENT

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PEDIGREE’S PUPPY DAYSA brief history of the foundation

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2005INAUGURATION OF THE PEDIGREE® ADOPTION DRIVE

Dogs adopted over Valentine’s Day week- end received a year’s supply of PEDIGREE® Food for Dogs. A matching year’s supply of food was donated to a shelter.

20062ND YEAR OF THE PEDIGREE®ADOPTION DRIVE

$25,000 was donated to the American Humane Association.

MILLION DOLLAR COMMITMENT

A commitment was made to donate $1 million from PEDIGREE® Food for Dogs product sales to animal shelters.

20073RD YEAR OF THE PEDIGREE®ADOPTION DRIVE

More than $2.6 million was raised to help dogs find loving homes.

$250,000 RAISED ONLINE

Online pledges were made to the American Humane Association.

$1 MILLIONDONATION

Donated from PEDIGREE® Food for Dogs product sales.

TELETHON AT WESTMINSTER

More than $1 million raisedat the WKC Dog Show.

DOGS RULE® GEAR LAUNCH

The PEDIGREE® Brand introduced a full line of apparel and gear, with proceeds going to helpshelter dogs.

2008THE PEDIGREE FOUNDATION LAUNCH

4th year of The PEDIGREE® Adoption Drive, the PEDIGREE® Brand formed a nonprofit organization, with a mission to help more than four million homeless dogs.

DOG STORE IN TIMES SQUARE The PEDIGREE®

Brand opened the first short-term adoption center of its kind where visitors could learn about adoption, meet adoptable dogs and make donations.

FOUNDATION GRANTS

The PEDIGREE Foundation distributed more than $1 million to 500+ shelters.

20095TH YEAR OF THE PEDIGREE® ADOPTION DRIVE

Helped shine a spotlight on the plight of homeless dogs, helping donate more than $1 million to 1,070 shelters.

1ST SUPER BOWL AD & PARAMOUNT PICTURES PARTNER

First Super Bowl ad to encourage adoption. For every view of the ad online, the PEDIGREE® Brand donated a bowl of food, up to $1 million worth.Also, the PEDIGREE brand partnered with Paramount Pictures for the film Hotel for Dogs. Through ticket sales,$250,000 was raised.

AMBASSADORS PROGRAM

More than 3,000 US Mars Petcare associates (makers of the PEDIGREE® Brand) joinedthe cause to adopt.

FOUNDATION ADVISORY COUNCIL

Created to help bring to light issues facing shelters today. The group consists of key animal advocatesacross the country.

SHELTER BLOG LAUNCH

To help educate shelters and rescues, The PEDIGREE Foundation launched a shelter blog: pedigreefoundation.org.

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SUPERBOWL XLIII WENT TO

THE DOGS

In 2009, the PEDIGREE® Brand took a big step to bring the issue of homeless dogs to the masses. On February 1, 2009, the brand aired the first Super Bowl ad to encourage pet adoption, “Crazy Pets”. The commercial showed a number of typical family scenarios that involve dogs but replaced the dogs with more unusual animals, such as a boar and an ostrich. The spot aired nationally, and following its debut, could be viewed online, along with behind-the-scenes vignettes featuring “crazy pet” owners from the commercial. For every view of the spot and behind-the-scenes vignettes that aired between January 26 and February 23, 2009, the PEDIGREE® Brand donated a bowl of food, up to $1 million worth.

MVP WEEK

As makers of PEDIGREE® Food for Dogs, Mars Petcare US associates can volunteer for one full (paid) working day at a shelter in their community duringacompany-widevolunteerinitiative.In2009, 548 Mars Petcare US associates participated in this program, donating a total of 2,375 volunteer hours to support 35 nonprofits and shelters across the country. At the headquarters office in Franklin, Tenn, an adoption event was held for 17 shelters and rescues. More than 30 dogs were adopted, and more than $1,600 was raised for The PEDIGREE Foundation.

SEE A MOVIE. HELP A DOG.

InJanuary2009,thePEDIGREE®Brandannounced its partnership with the movie Hotel for Dogs. The movie is about two children who transform an abandoned hotel into a magical dog-paradise for the dog they’re asked to give up

and for his stray canine companions. DreamWorks Pictures, Nickelodeon Movies and Paramount Pictures partnered with the PEDIGREE® Brand to help the cause of dog adoption. In the spirit of The PEDIGREE® Adoption Drive, the movie acted as a fund-raising effort for homeless animals and yielded the motto: “See the movie. Help a dog.” For every ticket purchased to Hotel for Dogs, the PEDIGREE® Brand made a donation to The PEDIGREE Foundation to help shelter dogs, up to $250,000.

2009 WKC DOG SHOW SPONSORSHIP

The PEDIGREE® Brand sponsorship of the 133rd Annual Westminster Kennel Club Dog Show offered a high-profile way to bring the plight of homeless dogs to light to passionate dog lovers across the US. At the event, the PEDIGREE® Brand helped The PEDIGREE Foundation kick off its 2009 fund-raising campaign, which raised more than $370,000 from online donations and merchandise sales.Fund-raising highlights:•ThePEDIGREE®AdoptionDrivecommercialsto raise awareness for the cause to help homeless dogs find loving homes.• A public service announcement (PSA) with The PEDIGREE Foundation’s past president calling for donations to help shelter dogs.• Selling Dogs rule® merchandise, with all proceeds going to help dogs. More than $72,000 was raised through sales, a 26% increase from 2008.A celebratory event at the American Museum of Natural History with Broadway star and animal advocate Bernadette Peters. The PEDIGREE® Awards dinner honored the good work shelters and rescues do each and every day to support dog adoption.

SUPPORT TO GET EXCITED ABOUTfundraising and volunteer highlights

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VOLUNTEER HIGHLIGHTS

A few of the shelters supported with maintenance and care through volunteer time:Miami, OklahomaMaintenance and care were performed for Animal Welfare Society.North Sioux City, SDMaintenance and animal care were performed for Siouxland Humane Society and “A Show of Hands in Our Community.”Fort Smith, ARKittens & Canines Spay and Neuter Clinic had newsletters mailed and maintenance performed. Care and maintenance were given to the PoteauColumbus, OHMaintenance was done for the Humane Society Serving Clarke County, and product donations were made.Washington Courthouse, OHThe Layette County Dog Pound pet drive received assistance and maintenance.Tomah, WIMaintenance was done at the Monroe County Animal Shelter. Kansas City, MOMaintenance was done at Wayside Waifs Top of the World Pet Cemetery.

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AMBASSADOR PROGRAM “RAISED THE RUFF”

The PEDIGREE Foundation introduced the Ambassadors Program in 2009 as a way of encouraging Mars Petcare US associates to help dogs find loving homes. The program provided an easy way for passionate associates to join the cause. Mars Petcare US associates responded with action, organizing fund-raising and adoption events, volunteering at shelters and rescues, donating to support The PEDIGREE Foundation, encouraging friends and family to spread the word, and even adopting their own shelter dogs. More than 3,000 associates joined The PEDIGREE Foundation Ambassadors Program throughout the year.

THE SHELTER BLOG

To further support the mission of helping dogs in need find loving homes, in 2009, The PEDIGREE Foundation added a Shelter Blog feature to its web- site. This tool enables The PEDIGREE Foundation to communicate directly with individuals on the rescue frontlines, serving as a partner, educator and voice for the shelter and rescue communities.Follow The PEDIGREE Foundation Shelter blog at ht tp://blog.pedigreefoundation.org/.

THE ADVISORY COUNCIL

In 2009, The PEDIGREE Foundation established an Advisory Council – a collaborative group of thought leaders in the animal welfare field dedicated to finding the best solutions to serve the dog adoption cause and community. Advisory Council members are knowledgeable animal advocates from their respective fields including veterinary, shelter and rescue representatives from the middle Tennessee and Southern California regions. Each member of the Advisory Council brings a keen understanding of the realities of the animal welfare field that will help The PEDIGREE Foundation make the biggest positive impact possible – helping dogs find loving homes. In 2009, the Advisory Council focused on developing and expanding The PEDIGREE Foundation “Innovation Grants” with a focus on behavior rehabilitation as a means of increasing dog adoptions. These grants will be awarded in 2010.

foudation activities

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PETSMART CHARITIES RESCUE WAGGIN’

Since its inception in 2004, the PetSmart Charities Rescue Waggin’ program has helped save the lives of more than 25,000 homeless dogs and puppies, transporting them from high euthanasia shelters to other locations where adoptable dogs are in demand. To commemorate the fifth anniversary of this valuable program, The PEDIGREE Foundation awarded PetSmart Charities with a $25,000 grant to help fund the Rescue Waggin’ operating costs for four routes across the country. Rescue Waggin’ vehicles stop monthly at participating shelters to pick up puppies and dogs who might otherwise be euthanized due to overcrowded conditions, delivering these adoptable dogs – sometimes as many as 60 at a time – to animal shelters elsewhere in the country with higher adoption rates. Shelters in the Rescue Waggin’ program are also eligible for grants to expand spay/neuter services, operations and pet adoption programs. The PEDIGREE Foundation is proud to support the efforts of PetSmart Charities Rescue Waggin’ program on behalf of shelter dogs in need.

PAWS DONATION

In March 2009, Oprah Winfrey made headlines when she adopted her dog, Sadie, from PAWS Chicago, the city’s largest “No Kill” humane organization, whose mission is to end killing of homeless pets. In honor of Winfrey’s public advocacy and demonstrative support for adopting shelter dogs, The PEDIGREE Foundation donated $10,000 to PAWS Chicago. These funds were used to help fund the lifesaving work at the new PAWS Chicago Adoption & Humane Center – the first cageless, no-kill, state-of-the-art shelter in the Midwest. The Adoption Center, which opened its doors in 2008, strives to create a new standard on how each individual home- less pet is valued. It offers a warm, welcoming environment where animals live in suites and receive plenty of fresh air, exercise, and a lifetime guarantee of love and respect. In 2009, PAWS Chicago hoped to facilitate more than 3,600 successful pet adoptions, making Oprah and Sadie just one of the shelter ’s many happy endings. The PEDIGREE Foundation is proud to support the efforts of PAWS Chicago on behalf of shelter dogs in need.

key donation recipients

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Each year, The PEDIGREE Foundation awards operation grants to all shelters and rescues with a 501(c)(3) nonprofit status. These grants are intended to help offset the basic needs for the dogs such as: medical, transportation, food and spay/neuter expenses. The following stories are examples of how some of the 1,070 organizations who received grants used the funds.

LEARNING FROM ONEANOTHER IN MISSOURI

When the Missouri State Department of Corrections approached St. Joseph Animal Control as a partner to create a prison dog-training program, they were faced with a major challenge. Unable to use public funds, the organizations needed to come up with private support to pay for training supplies and animal medical care needed to get the groundbreaking program

off the ground. Thanks to a grant from The PEDIGREE Foundation, St. Joseph Animal Control was able to provide the supplies and funding needed for each inmate and dog to participate in the program.

The first batch of “behaviorally-challenged” dogs arrived at the Western Reception Diagnostic and Correctional Center in St. Joseph, where they were paired with approved inmates and shared an intense 8-12 week session of training and bonding.The goal? Through time spent living and working with dog companions, inmates experience trust, caring and compassion, while their canine counterparts complete the program with the proper training and manners to ensure an ultimate, successful adoption to loving homes.

A FRESH START FOR DELTA PUPPIES

According to the ASPCA website, approximately one million puppies are produced each year in the US by puppy mills, most in deplorable conditions. For dog rescue organizations, puppy mills repre- sent a constant supply of shelter dogs, as well as an ongoing budgetary challenge. When the Delta County Humane Society was contacted by the local sheriff’s department about assisting with a puppy mill cease and desist order in their area, the organiza- tion jumped into action, taking 13 dogs into its care. Among the Pomeranians and Toy Poodles it was able to rescue, many needed medical treatment and surgical procedures. Fortunately, the Delta County Humane Society had just received grant funds from The PEDIGREE Foundation that the board of direc- tors voted to use entirely to pay for

its animals’ medical needs. Each of the rescued dogs was able to receive the care they desperately needed, and all 13 made a full recovery and were successfully adopted.

HELPING OUT AT QUINCY HUMANE SOCIETY

Everyone knows that dealing with an adolescent – dog, human or otherwise – can be challenging. For the Quincy Humane Society in Quincy, Illinois, it became apparent that the adolescent and young adult dogs that ended up in their facility – especially the larger size shelter residents–could benefit from a good dose of behavioral training to help increase their adoptability and appeal. With the help of grant funds from The PEDIGREE Foundation, the Quincy Humane Society began to train its volunteers in basic obedience commands they could use when walking the dogs.

GRANTS OF ALL SIZEShelping non-profits help dogs

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The PEDIGREE Foundation is privileged to be able to help make a difference in the lives of dogs and their adoptive families, but could not have done so without the support of every dog lover who has adopted, volunteered and/or donated. To that shared common goal, The PEDIGREE Foundation wishes to thank the following:

The adoptive families of all the good dogs featured in this Annual Report who have embraced the many inherent challenges in adoption with compassion and gratitude, giving these special dogs new-found love.

Extraordinary volunteers who help dogs at shelters and rescue organizations, especially those that benefited from Foundation grants in 2009.

Shelters and rescues that do the hard work every day to help dogs find loving homes. The PEDIGREE Foundation values your time, care and energy and hopes you will continue to apply for grants on an annual basis.

Donors that support our cause. Every amount makes a difference.

Dog lovers at TBWA\Chiat\Day for donating the design, production and printing of this 2009 Annual Report.

PEDIGREE® Brand agencies that offer weekly commitment of time and talents in our shared vision of seeing a day when dogs have forever homes: TBWA\Chiat\Day, Catapult Marketing and Interactive, Weber Shandwick Chicago.

McDermott Will & Emery LLP for your expert legal services. Pricewaterhouse Coopers LLC for your auditing and tax services.

BJS+Assoc. for your support of Shelter Best Practices and JK Group for managing the grant applications.

Mars Petcare US associates that give daily to support the initiatives: Debbie Wilkinson, Ashley Walker, Melissa Martellotti and the many Mars associates that support adoption.

WELCOME HOMEa special thanks to those who adopted, volunteered or donated this year

Good dogs everywhere for your optimism, honesty, loyalty, trust, adaptability, fun, friendship and wet noses.

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In February 2010, the PEDIGREE® Brand will launch its 6th Annual Adoption Drive to help shine a spotlight on the plight of homeless dogs in America. Dog lovers are asked to join them in a quest to feed shelter dogs nationwide with the brand’s “Become a fan, help a dog” program. For each new fan, a bowl of food will be donated to shelter dogs nationwide. While on the Facebook page, dog lovers can also show their support by donating money to help dogs find loving homes, a portion of which will be matched by the PEDIGREE® Brand up to $500,000. All donations go to The PEDIGREE Foundation.

THE PEDIGREE FOUNDATION INNOVATION GRANT

In 2010, The PEDIGREE Foundation will award one-time Innovation Grants, ranging from $10,000 to $25,000, to qualifying nonprofit animal shelters and rescue groups based on their use of creative programs and projects that increase dog adoptions. The PEDIGREE Foundation is proud to fund and partner with organizations that show real innovation and out-of-the-box thinking when it comes to raising awareness, volunteerism, donations and, ultimately, dogadoptions. The 2010 Innovation Grants mark the first time that The PEDIGREE Foundation will award funds based on use of creative tactics to drive dog adoptions.

LOOKING FORWARDPedigree’s plans for 2010 and more

ADOPT.

VOLUNTEER.

DONATE.