TY 2013 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Trust Treated as Private Foundation

Do not enter Social Security numbers on this form as it may be made public. By law, the IRS cannot redact the information on the form.
bullet

Information about Form 990-PF and its instructions is at www.irs.gov/form990pf.

OMB No. 1545-0052

2013

Open to Public Inspection

For calendar year 2013, or tax year beginning 01-01-2013 , and ending 12-31-2013

Name of foundation
Robert and Martha Trussell Family Foundation

% c/o Foundation Source

Number and street (or P.O. box number if mail is not delivered to street address)Foundation Source 501 Silverside RdSuite 123Room/suite

City or town, state or province, country, and ZIP or foreign postal code
Wilmington, DE198091377

A Employer identification number

20-3992488

B Telephone number (see instructions)

C If exemption application is pending, check here bullet

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address changeName change

D 1. Foreign organizations, check here ............. bullet

2. Foreign organizations meeting the 85% test,
check here and attach computation ........... bullet

E If private foundation status was terminated
under section 507(b)(1)(A), check here ......... bullet

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trustOther taxable private foundation

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) bullet

$1,843,128J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ......... bullet

	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)	(a) Revenue and expenses per books		(b) Net investment income	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)	0
2	Check
3	Interest on savings and temporary cash investments	147		147
4	Dividends and interest from securities......	16,749		16,749
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		-24,882
b	Gross sales price for all assets on line 6a 846,983
7	Capital gain net income (from Part IV, line 2)...			0
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......		205,048	205,048
12	Total. Add lines 1 through 11........	197,062		221,944
13	Compensation of officers, directors, trustees, etc.
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......
c	Other professional fees (attach schedule)....		9,235	9,235
17	Interest...............
18	Taxes (attach schedule) (see instructions)		2,583	283
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		15,681	101	15,580
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	27,499		9,619	15,580
25	Contributions, gifts, grants paid........	534,556			534,556
26	Total expenses and disbursements. Add lines 24 and 25	562,055		9,619	550,136
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-364,993
b	Net investment income (if negative, enter -0-)			212,325
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2013)

Form 990-PF (2013)

Page 2

Part II		Balance Sheets	Attached schedules and amounts in the description column should be for end-of-year amounts only. (See instructions.)	Beginning of year	End of year
Part II		Balance Sheets		(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing...............
	2	Savings and temporary cash investments..........		26,442	101,024	101,024
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use...............
	9	Prepaid expenses and deferred charges...........
	10a	Investments—U.S. and state government obligations (attach schedule)		16,052	14,693	14,383
	b	Investments—corporate stock (attach schedule)........		715,074	333,578	376,398
	c	Investments—corporate bonds (attach schedule)........		136,768
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........		1,335,365	1,415,413	1,351,323
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)		2,229,701	1,864,708	1,843,128
		17	Accounts payable and accrued expenses..........
18		Grants payable...................
19		Deferred revenue..................
20		Loans from officers, directors, trustees, and other disqualified persons
21		Mortgages and other notes payable (attach schedule)......
22		Other liabilities (describe )
23		Total liabilities (add lines 17 through 22)..........			0
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted....................
	25	Temporarily restricted................
	26	Permanently restricted................
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds.........
	28	Paid-in or capital surplus, or land, bldg., and equipment fund
	29	Retained earnings, accumulated income, endowment, or other funds		2,229,701	1,864,708
	30	Total net assets or fund balances (see page 17 of the
		instructions)....................		2,229,701	1,864,708
	31	Total liabilities and net assets/fund balances (see page 17 of
		the instructions)..................		2,229,701	1,864,708

Part III	Analysis of Changes in Net Assets or Fund Balances
1	Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree
	with end-of-year figure reported on prior year’s return)...............	1	2,229,701
2	Enter amount from Part I, line 27a.....................	2	-364,993
3	Other increases not included in line 2 (itemize)	3
4	Add lines 1, 2, and 3..........................	4	1,864,708
5	Decreases not included in line 2 (itemize)	5
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.	6	1,864,708

Form 990-PF (2013)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1 a	Publicly-traded Securities
b
c
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	846,983	872,875	-25,892
b
c
d
e

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69			(l) Gains (Col. (h) gain minus col. (k), but not less than -0-) or Losses (from col.(h))
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a			-25,892
b
c
d
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	-25,892
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . . . . .		3

Part V

Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income

(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.

Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period? Yes No

If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.

1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a) Base period years Calendar year (or tax year beginning in)	(b) Adjusted qualifying distributions	(c) Net value of noncharitable-use assets	(d) Distribution ratio (col. (b) divided by col. (c))
2012	355,058	2,464,563	0.144065
2011	1,747,096	3,270,944	0.534126
2010	449,775	4,412,820	0.101925
2009	644,067	4,792,715	0.134385
2008	516,138	6,487,486	0.079559

2	Total of line 1, column (d) ......................	2	0.99406
3	Average distribution ratio for the 5-year base period—divide the total on line 2 by 5, or by the number of years the foundation has been in existence if less than 5 years. . .	3	0.198812
4	Enter the net value of noncharitable-use assets for 2013 from Part X, line 5.....	4	2,103,876
5	Multiply line 4 by line 3.......................	5	418,276
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	2,123
7	Add lines 5 and 6.........................	7	420,399
8	Enter qualifying distributions from Part XII, line 4..............	8	550,136
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See the Part VI instructions.

Form 990-PF (2013)

Page 4

Part VI

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check hereand enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Domestic foundations that meet the section 4940(e) requirements in Part V, check	1	2,123
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2............................	3	2,123
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-).	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	2,123
6	Credits/Payments:

a	2013 estimated tax payments and 2012 overpayment credited to 2013	6a	2,429
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)	6c	4,883
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	7,312
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8	3
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	5,186
11	Enter the amount of line 10 to be: Credited to 2014 estimated tax5,186	Refunded	11

Part VII-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of

the instructions for definition)?............................

If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials

published or distributed by the foundation in connection with the activities.

Did the foundation file Form 1120-POL for this year?.....................

Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. bullet

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles

of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....

Did the foundation have unrelated business gross income of $1,000 or more during the year?........

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:

By language in the governing instrument, or

By state legislation that effectively amends the governing instrument so that no mandatory directions

that conflict with the state law remain in the governing instrument?................

Yes

Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c), and Part XV.

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney

General (or designate) of each state as required by General Instruction G? If "No," attach explanation .

Yes

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)

or 4942(j)(5) for calendar year 2013 or the taxable year beginning in 2013 (see instructions for Part XIV)?

If "Yes," complete Part XIV.............................

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names and addresses.

At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the

meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) .............

Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had

advisory privileges? If "Yes," attach statement (see instructions).................

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address bullet

The books are in care of bullet

co Foundation Source Telephone no. bullet

(800) 839-1754

Located at bullet

501 Silverside Road Suite 123WilmingtonDE ZIP+4 bullet

198091377

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —Check here......... bullet

and enter the amount of tax-exempt interest received or accrued during the year ...... bullet

16 At any time during calendar year 2013, did the foundation have an interest in or a signature or other authority over YesNo

a bank, securities, or other financial account in a foreign country?

16 No

See instructions for exceptions and filing requirements for Form TD F 90-22.1. If "Yes", enter the name of the

foreign country bullet

Form 990-PF (2013)

Page 5

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.

Yes

During the year did the foundation (either directly or indirectly):

(1) Engage in the sale or exchange, or leasing of property with a disqualified person? YesNo

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person?.........................YesNo

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? YesNo

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? YesNo

(5) Transfer any income or assets to a disqualified person (or make any of either available

for the benefit or use of a disqualified person)?.................YesNo

(6) Agree to pay money or property to a government official? (Exception. Check "No"

if the foundation agreed to make a grant to or to employ the official for a period

after termination of government service, if terminating within 90 days.).........YesNo

If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations

section 53.4941(d)-3 or in a current notice regarding disaster assistance (see page 20 of the instructions)?...

Organizations relying on a current notice regarding disaster assistance check here......... bullet

Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,

that were not corrected before the first day of the tax year beginning in 2013?.............

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private

operating foundation defined in section 4942(j)(3) or 4942(j)(5)):

At the end of tax year 2013, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2013?...............YesNo

If "Yes," list the years bullet

20, 20, 20, 20

Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)

(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)

to all years listed, answer "No" and attach statement—see instructions.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year?.........................YesNo

If "Yes," did it have excess business holdings in 2013 as a result of (1) any purchase by the foundation

or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved

by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)

the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine

if the foundation had excess business holdings in 2013.)....................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2013?

During the year did the foundation pay or incur any amount to:

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? YesNo

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive?...............YesNo

(3) Provide a grant to an individual for travel, study, or other similar purposes? YesNo

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 509(a)(1), (2), or (3), or section 4940(d)(2)? (see instructions)........YesNo

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals?........YesNo

If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in

Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......

Organizations relying on a current notice regarding disaster assistance check here......... bullet

If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the

tax because it maintained expenditure responsibility for the grant?............YesNo

If "Yes," attach the statement required by Regulations section 53.4945–5(d). Click to see attachment

Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on

a personal benefit contract?........................YesNo

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....

If "Yes" to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? YesNo

If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....

Form 990-PF (2013)

Page 6

Part VIII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors

1 List all officers, directors, trustees, foundation managers and their compensation (see instructions).
(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
Martha O Trussell	Dir / Sec 1.0	0
Foundation Source 501 Silverside Rd Wilmington,DE198091377	Dir / Sec 1.0	0
Robert B Trussell	Pres / Dir / Treas 1.0	0
Foundation Source 501 Silverside Rd Wilmington,DE198091377	Pres / Dir / Treas 1.0	0

2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances










Total number of other employees paid over $50,000...................

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation

Total number of others receiving over $50,000 for professional services............. bullet

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.		Expenses
1


2


3


4

Form 990-PF (2013)

Page 7

Part IX-B

Summary of Program-Related Investments (see instructions)

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.		Amount
1


2


All other program-related investments. See page 24 of the instructions.
3

Total. Add lines 1 through 3......................... bullet

Part X

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
see instructions.)

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

Average of monthly cash balances.......................

Fair market value of all other assets (see instructions)................

Total (add lines 1a, b, and c).........................

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see

instructions) .............................

Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4

Minimum investment return. Enter 5% of line 5..................

Part XI

Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here bullet

and do not complete this part.)

Minimum investment return from Part X, line 6....................

105,194

Tax on investment income for 2013 from Part VI, line 5......

2,123

Income tax for 2013. (This does not include the tax from Part VI.)...

Add lines 2a and 2b............................

2,123

Distributable amount before adjustments. Subtract line 2c from line 1............

103,071

Recoveries of amounts treated as qualifying distributions................

Add lines 3 and 4............................

103,071

Deduction from distributable amount (see instructions).................

Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,

line 1................................

103,071

Part XII

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

Program-related investments—total from Part IX-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4

Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment

income. Enter 1% of Part I, line 27b (see instructions).................

Adjusted qualifying distributions. Subtract line 5 from line 4..............

Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
the section 4940(e) reduction of tax in those years.

Form 990-PF (2013)

Page 8

Part XIII

Undistributed Income (see instructions)

		(a) Corpus	(d) 2013
1 Distributable amount for 2013 from Part XI, line 7			103,071
2 Undistributed income, if any, as of the end of 2013:
a Enter amount for 2012 only.......
b Total for prior years:2011, 2010, 2009
3 Excess distributions carryover, if any, to 2013:
a From 2008.......	194,568
b From 2009.......	407,487
c From 2010.......	229,134
d From 2011.......	1,583,549
e From 2012.......	229,198
fTotal of lines 3a through e.........		2,643,936
4Qualifying distributions for 2013 from Part
XII, line 4: $ 550,136
a Applied to 2012, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see instructions)......
c Treated as distributions out of corpus (Election required—see instructions).........
d Applied to 2013 distributable amount.....			103,071
e Remaining amount distributed out of corpus		447,065
5 Excess distributions carryover applied to 2013.
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5		3,091,001
b Prior years’ undistributed income. Subtract line 4b from line 2b ...........
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........
e Undistributed income for 2012. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2013. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2014 ..........			0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (see instructions) .............
8Excess distributions carryover from 2008 not applied on line 5 or line 7 (see instructions) ...		194,568
9Excess distributions carryover to 2014. Subtract lines 7 and 8 from line 6a ......		2,896,433
10 Analysis of line 9:
a Excess from 2009....	407,487
b Excess from 2010....	229,134
c Excess from 2011....	1,583,549
d Excess from 2012....	229,198
e Excess from 2013....	447,065

Form 990-PF (2013)

Page 9

Part XIV

Private Operating Foundations (see instructions and Part VII-A, question 9)

1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2013, enter the date of the ruling....... bullet

b Check box to indicate whether the organization is a private operating foundation described in section4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2013	(b) 2012	(c) 2011	(d) 2010	(e) Total

b 85% of line 2a .........
c Qualifying distributions from Part XII, line 4 for each year listed .....
d Amounts included in line 2c not used directly for active conduct of exempt activities ...........
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part X, line 6 for each year listed...
c “Support" alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XV

Supplementary Information (Complete this part only if the organization had $5,000 or more in
assets at any time during the year—see instructions.)

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

NONE

bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here bullet

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. (see instructions) to individuals or organizations under
other conditions, complete items 2a, b, c, and d.

aThe name, address, and telephone number of the person to whom applications should be addressed:

bThe form in which applications should be submitted and information and materials they should include:

cAny submission deadlines:

dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:

Form 990-PF (2013)

Page 10

Part XV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
AID TO THE CHURCH IN NEED INC 725 LEONARD ST 3RD FLR BROOKLYN,NY11222	N/A	PC	General & Unrestricted	200
AMERICAN CHESTERTON SOCIETY 4117 PEBBLEBROOK CIR MINNEAPOLIS,MN55437	N/A	PC	General & Unrestricted	500
APOSTOLATE FOR FAMILY CONSECRATION 3375 COUNTY RD 36 BLOOMINGDALE,OH43910	N/A	PC	General & Unrestricted	500
ARCHDIOCESE FOR THE MILITARY SERVICES USA 1025 MICHIGAN AVE NE WASHINGTON,DC20017	N/A	PC	General & Unrestricted	500
AVE MARIA UNIVERSITY INC 5050 AVE MARIA BLVD AVE MARIA,FL34142	N/A	PC	General & Unrestricted	500
BENEDICTINES OF MARY QUEEN OF APOSTLES 8005 NW 316TH ST GOWER,MO64454	N/A	PC	General & Unrestricted	500
BLUE GRASS COMMUNITY FOUNDATION INC 499 E HIGH ST STE 112 LEXINGTON,KY40507	N/A	PC	1000 Women Fund	1,000
BLUEGRASS INSTITUTE FOR PUBLIC POLICY SOLUTIONS IN PO BOX 11706 LEXINGTON,KY40577	N/A	PC	General & Unrestricted	2,500
CATHEDRAL OF CHRIST THE KING 299 COLONY BLVD LEXINGTON,KY40502	N/A	PC	General & Unrestricted	30,000
CATHOLIC ANSWERS INC PO BOX 199000 SAN DIEGO,CA92159	N/A	PC	General & Unrestricted	2,500
CATHOLIC CHURCH EXTENSION SOCIETY OF US OF AMER 150 S WACKER DR CHICAGO,IL60606	N/A	PC	General & Unrestricted	500
CATHOLIC FAMILY AND HUMAN RIGHTS INSTITUTE INC 1100 G ST NW STE 450 WASHINGTON,DC20005	N/A	PC	General & Unrestricted	500
CATHOLIC RELIEF SERVICES INC 228 W LEXINGTON ST BALTIMORE,MD21201	N/A	PC	General & Unrestricted	2,500
CATHOLIC SOCIAL SERVICE BUREAU 1310 W MAIN ST LEXINGTON,KY40508	N/A	PC	General & Unrestricted	2,500
CATHOLICS COME HOME INC 560 W CROSSVILLE RD STE 101 ROSWELL,GA30075	N/A	PC	Lou Holtz Bowl Game Advertising Campaign	25,000
CATHOLICS UNITED FOR THE FAITH 827 N 4TH ST STEUBENVILLE,OH43952	N/A	PC	General & Unrestricted	500
CHRISTENDOM EDUCATIONAL CORPORATION 134 CHRISTENDOM DR FRONT ROYAL,VA22630	N/A	PC	General & Unrestricted	500
CHRYSALIS HOUSE INC 1589 HILL RISE DR LEXINGTON,KY40504	N/A	PC	General & Unrestricted	500
DOMINICAN HIGH SCHOOL 120 E SILVER SPRING DR WHITEFISH BAY,WI53217	N/A	PC	General & Unrestricted	10,000
DOMINICAN SISTERS OF MARY MOTHER OF THE EUCHARIST 4597 WARREN RD ANN ARBOR,MI48105	N/A	PC	General & Unrestricted	500
DYNAMIC CATHOLIC INSTITUTE 2200 ARBOR TECH DR HEBRON,KY41048	N/A	PC	General & Unrestricted	25,000
FEED THE CHILDREN INC 333 N MERIDIAN AVE OKLAHOMA CITY,OK73107	N/A	PC	General & Unrestricted	500
FOOD FOR THE POOR INC 6401 LYONS RD COCONUT CREEK,FL33097	N/A	PC	General & Unrestricted	1,000
GOOD COUNSEL INC 411 CLINTON ST HOBOKEN,NJ07030	N/A	PC	General & Unrestricted	500
IHR EDUCATIONAL BROADCASTING - IMMACULATE HEART RA 3256 PENRYN RD LOOMIS,CA95650	N/A	PC	General & Unrestricted	5,000
JUNIOR ACHIEVEMENT OF THE BLUEGRASS 1092 DUVAL ST STE 240 LEXINGTON,KY40515	N/A	PC	General & Unrestricted	40,000
LEXINGTON PHILHARMONIC SOCIETY INC 161 N MILL ST LEXINGTON,KY40507	N/A	PC	General & Unrestricted	500
LIFE LEGAL DEFENSE FOUNDATION PO BOX 2105 NAPA,CA94558	N/A	PC	General & Unrestricted	500
MAGGIES PLACE INC PO BOX 1102 PHOENIX,AZ85001	N/A	PC	General & Unrestricted	500
MARYKNOLL SISTERS CHARITABLE TR PO BOX 306 MARYKNOLL,NY10545	N/A	PC	General & Unrestricted	500
MATER ECCLESIAE FUND FOR VOCATIONS INC 9243 OLD GREEN MOUNTAIN RD ESMONT,VA22937	N/A	PC	General & Unrestricted	500
MATER ECCLESIAE INC 60 AUSTIN AVE GREENVILLE,RI02828	N/A	PC	General & Unrestricted	6,000
MISSIONARY OBLATES OF MARY IMMACULATE OF TEXAS 327 OBLATE DR SAN ANTONIO,TX78216	N/A	PC	General & Unrestricted	500
PEACE HOMES INC 9669 CLOVERIDGE DR INDEPENDENCE,KY41051	N/A	PC	Retreat House Project	225,000
PROVINCE OF ST AUGUSTINE OF THE CAPUCHIN ORDER 220 37TH ST PITTSBURGH,PA15201	N/A	PC	General & Unrestricted	500
RACE TRACK CHAPLAINCY OF AMERICA INC 2365 HARRODSBURG RD LEXINGTON,KY40504	N/A	PC	General & Unrestricted	1,000
RENEWAL MINISTRIES INC 230 COLLINGWOOD ST STE 240 ANN ARBOR,MI48103	N/A	PC	General & Unrestricted	2,500
ROMAN CATHOLIC DIOCESE OF LEXINGTON KY 1310 W MAIN ST LEXINGTON,KY40508	N/A	PC	Catholic Way Bible Study Program	5,000
ROMAN CATHOLIC DIOCESE OF LEXINGTON KY 1310 W MAIN ST LEXINGTON,KY40508	N/A	PC	Charitable Event	2,356
ROMAN CATHOLIC DIOCESE OF LEXINGTON KY 1310 W MAIN ST LEXINGTON,KY40508	N/A	PC	Annual Appeal Campaign	25,000
ROMAN CATHOLIC DIOCESE OF LEXINGTON KY 1310 W MAIN ST LEXINGTON,KY40508	N/A	PC	Capital Campaign	75,000
RONALD MCDONALD HOUSE CHARITIES OF THE BLUEGRASS I PO BOX 22414 LEXINGTON,KY40522	N/A	PC	General & Unrestricted	500
SHEPHERDS HOUSE INC 154 BONNIE BRAE DR LEXINGTON,KY40508	N/A	PC	Charitable Event	500
ST CECILIA CONGREGATION 801 DOMINICAN DR NASHVILLE,TN37228	N/A	PC	General & Unrestricted	2,000
THE RIGHT TO LIFE EDUCATIONAL FOUNDATION OF KENTUC 134 BRECKENRIDGE LN LOUISVILLE,KY40207	N/A	PC	General & Unrestricted	2,500
THY KINGDOM COME NETWORK INC 110 DENNIS DR LEXINGTON,KY40503	N/A	PF	Expenditure Responsibility Grant	15,000
THY KINGDOM COME NETWORK INC 110 DENNIS DR LEXINGTON,KY40503	N/A	PF	Expenditure Responsibility Grant	15,000
Total ................................. 3a				534,556

bApproved for future payment

Total ................................. 3b

Form 990-PF (2013)

Page 11

Part XVI-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments....
3 Interest on savings and temporary cash investments ............			14	147
4 Dividends and interest from securities....			14	16,749
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property .............
7 Other investment income.....
8 Gain or (loss) from sales of assets other than inventory .............			18	-24,882
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory..
11 Other revenue: aK-1 Inc/Loss			14	205,048
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..				197,062

13Total. Add line 12, columns (b), (d), and (e)..................

13197,062

(See worksheet in line 13 instructions to verify calculations.)

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See instructions.)

Form 990-PF (2013)

Page 12

Part XVII

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political

Yes

organizations?

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash...................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements...........................

1b(4)

(5) Loans or loan guarantees.............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

(a) Line No.	(b) Amount involved	(c) Name of noncharitable exempt organization	(d) Description of transfers, transactions, and sharing arrangements

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........YesNo

If "Yes," complete the following schedule.

(a) Name of organization	(b) Type of organization	(c) Description of relationship

Sign Here

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer or fiduciary) is based on all information of which preparer has any knowledge.
				May the IRS discuss this return with the preparer shown below (see instr.)? Yes No
	Signature of officer or trustee	Date	Title

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name Firm's address			Firm's EIN
				Phone no.

Form 990-PF (2013)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

TY 2013 DepreciationSchedule

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)	Current Year's Depreciation Expense	Net Investment Income	Adjusted Net Income	Cost of Goods Sold Not Included

- TIN:

Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

TY 2013 ExpenditureResponsibilityStmt

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Grantee's Name	Grantee's Address	Grant Date	Grant Amount	Grant Purpose	Amount Expended By Grantee	Any Diversion By Grantee?	Dates of Reports By Grantee	Results of Verification
THY KINGDOM COME NETWORK INC	195 Moore Drive Lexington,KY40503	2013-11-15	15,000	General Operating Expenses	15,000	NO	4/23/2014	None necessary
THY KINGDOM COME NETWORK INC	195 Moore Drive Lexington,KY40503	2013-12-10	15,000	General Operating Expenses	15,000	NO	4/23/2014	None neccesary
THY KINGDOM COME NETWORK INC	195 Moore Drive Lexington,KY40503	2011-12-30	25,000	General Operating Expenses	25,000	NO	11/13/2012, 10/31/2013	None necessary
Thy Will Be Done Inc	195 Moore Drive Lexington,KY40503	2011-09-23	10,000	General funding (Installment 3 of 3)	10,000	NO	8/16/2012, 6/3/2013	None necessary
THY KINGDOM COME NETWORK INC	195 Moore Drive Lexington,KY40503	2012-12-19	25,000	General Operating Expenses	25,000	NO	10/31/2013	None necessary
Thy Will Be Done Inc	195 Moore Drive Lexington,KY40503	2008-10-23	10,000	General funding (Installment 1 of 3)	10,000	NO	9/8/2009, 12/31/2010 and 2/21/2011	None necessary
Thy Will Be Done Inc	195 Moore Drive Lexington,KY40503	2009-10-26	10,000	General Funding (Installment 2 of 3)	10,000	NO	12/31/2010, 2/21/2011	None necessary

- TIN:

TY 2013 InvestmentsCorpStockSchedule

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Name of Stock	End of Year Book Value	End of Year Fair Market Value
3M CO	507	561
A RELATIONSHIP TRUST SRS S (SR	16,120	22,107
ACCIONA SA	436	341
ACORDA THERAPEUTICS, INC.	303	350
ADOBE SYSTEMS, INC.	403	659
ADVANCE AUTO PARTS INC	1,320	1,771
AEGON N V ORD AMER REG	883	986
AIA GROUP	1,349	2,016
ALEXION PHARMACEUTICALS, INC.	351	399
ALLERGAN INC.	609	778
ALNYLAM PHARMACEUTICALS, INC	125	322
AMAZON COM	1,727	2,393
AMERICAN EXPRESS CO	485	544
AMETEK INC.	335	421
AMPHENOL CORPORATION	2,141	2,408
ANSYS INC.	1,551	1,570
AON PLC	560	587
APPLE INC.	3,166	3,366
APPLIED MATERIALS INC.	862	866
ASAHI GLASS ADR	706	594
ASSOCIATED BRITISH FOODS PLC	631	813
ASTELLAS PHARMA INC	901	1,009
AVIVA PLC	696	985
BAKER HUGHES INTL	983	1,160
BANCO SANTANDER CEN	1,477	1,478
BARCLAYS PLC ADR	887	1,142
BAXTER INTERNATIONAL INC.	749	765
BAYER A G SPONSORED ADR	1,404	1,988
BIO RAD LABS INC CL A	321	371
BIOGEN IDEC INC	288	559
BLUEBIRD BIO INC	102	84
BP PLC SPONSORED ADR	1,864	2,090
BRIDGESTONE CORP UNSP ADR	554	764
BROADCOM CORPORATION	1,709	1,720
BROWN FORMAN CORP CL B	878	907
BURBERRY GROUP PLC	651	708
CANADIAN PACIFIC RAILWAY LTD	142	151
CAPITAL ONE FINANCIAL CORP	459	536
CARDINAL HEALTH INC.	244	334
CARREFOUR S.A.	774	1,379
CATAMARAN CORP	455	427
CHECK POINT SOFTWARE TECHNOLOG	1,522	1,742
CHINA CONSTRUCT UNSPON ADR	1,061	987
CHURCH & DWIGHT COMMON	1,173	1,193
CITIGROUP INC	1,182	1,668
COACH INC	328	337
COMCAST CORP CL A	627	987
CONCHO RESOURCES INC	280	324
COPART INC.	2,366	2,602
CORE LABRATORIES	1,222	1,528
CREDIT SUISSE GROUP ADR	903	993
CROWN CASTLE INTL	514	587
CUMMINS INC	336	423
DANAHER CORP	1,578	1,776
DENTSPLY INTERNATIONAL INC	859	970
DEUTSCHE BANK AG	592	772
DICK'S SPORTING GDS	2,104	2,440
DIGITAL RLTY TR INC	1,340	1,277
DISCOVER FINL SVCS COM	370	448
DOLLAR GENERAL CORP	235	302
DOLLAR TREE INC.	2,482	2,539
DOW CHEMICAL PV	552	710
DRESSER-RAND GROUP	1,998	1,908
E.ON AG SPON ADR REP 1/3 ORD N	801	721
EAST JAPAN RAILWAY C	932	896
EDISION INTL	370	370
EDWARDS LIFESCIENCES	1,481	1,381
ELI LILLY & CO	604	612
ENVISION HEALTHCAR COM USD0.01	304	426
EOG RESOURCES INC	375	504
EPIZYME INC	87	83
EQUIFAX INC.	1,487	1,589
ESTEE LAUDER COMPANIES INC	466	603
EXPEDITORS INTL WASH INC.	2,551	2,744
FACEBOOK INC	394	710
FIRST CASH FINL SERVICES INC	1,351	1,484
FMC TECHS INC COM	270	313
FREESCALE SEMICONDUCTOR LTD	224	337
GEN DYNAMICS CP	628	860
GENERAL MOTORS	980	1,103
GILEAD SCIENCES INC	590	1,277
GLENCORE XSTRATA PLC	842	917
GOOGLE INC	597	1,121
GRACO INC	1,402	1,484
HALLIBURTON COMPANY	965	1,370
HEIDELBERGCEMENT AG UNSPONSORE	690	969
HEINEKEN N V S ADR	784	844
HERTZ GLOBAL HOLDINGS INC	1,034	1,603
HESS CORP	814	1,079
HITACHI LTD	872	917
HOSPIRA INC W/I	617	743
ILLINOIS TOOL WORKS	824	1,093
IMPAX LABS INC	292	427
IMPERIAL TOBACCO GRO	1,360	1,400
INFINEON TECH ADS	709	974
INT'L FLAVORS & FRAGRANCES	1,403	1,462
INTERNATIONAL PAPER CO.	443	539
INTESA SANPAOLO S.P.A	990	1,002
INTUIT	2,195	2,595
INTUITIVE SURGICAL, INC.	379	384
INVESCO PLC	425	546
ISHARES LEHMAN 20+ YR TREAS	7,621	7,435
ISHARES MSCI PACIFIC EX-JAPAN	3,916	4,112
ISHARES MSCI-JAPAN	6,841	7,089
ISHARES MSCI-SOUTH KOREA	3,247	3,557
ITOCHU CORP ADR OTC	1,084	1,223
JABIL CIRCUIT INC	1,027	872
JC PENNEY	548	311
JP MORGAN CHASE & CO	1,297	1,579
KDDI CP UNSP ADR	618	1,065
KELLOGG CO	508	489
KINGFISHER PLC	777	822
KONINKLIJKE DSM NV	829	1,193
LAS VEGAS SANDS CORP	287	552
LEXICON PHARMACEUTICALS INC	455	364
LIBERTY GLOBAL INC	400	445
LINCOLN NATIONAL CORP	608	1,032
LULULEMON ATHLETICA INC	344	295
LUNDIN PETE AB ORD	472	425
MACY'S INC	467	694
MAILLINCKRODT PLC	274	314
MARTIN MARIETTA MATLS INC.	767	800
MASTERCARD INC	471	835
MCDERMOTT INT PANAMA	646	678
MELLANOX TECHNOLOGIES, LTD.	504	560
METLIFE INC.	715	863
MICHAEL KORS HOLDINGS LIMITED	278	406
MICRON TECHNOLOGY	205	587
MICROS SYSTEMS, INC	1,279	1,492
MITSUBISHI ESTATE CO ADR	1,027	1,085
MITSUBISHI TOKYO FIN	1,141	1,490
MOHAWK INDS INC	216	298
MONDELEZ INTERNATIONAL INC	1,824	2,083
MONSANTO CO	655	699
MONSTER BEVERAGE CORP	2,892	3,321
MORGAN STANLEY	729	1,474
NESTLE S.A.	1,912	2,208
NETAPP, INC.	487	576
NEXTERA ENERGY, INC	290	342
NII HOLDINGS INC - COMMON STOC	789	371
NIKE INC-CL B	486	708
NOBLE CORPORATION	654	712
NORDSON CP	2,036	2,006
NORFOLK SOUTHERN CORP	922	1,207
NOVARTIS AG ADR	1,750	2,251
NXP SEMICONDUCTORS	313	597
ORIX CORP ADS	849	1,426
OWENS CORNING	353	366
PANASONIC CORP	993	1,224
PEUGEOT S A SPON ADR	833	723
PG&E CORP	866	765
PHILIP MORRIS INTL	1,194	1,133
PRECISION CASTPARTS	567	808
PRICELINE.COM INCORPORATED	541	1,162
PRUDENTIAL PLC SC	772	1,350
QUALCOMM INC	632	743
QUESTAR CP	1,392	1,310
R L I CP	1,500	1,753
RALPH LAUREN CORP	723	883
REALOGY HOLDINGS CORP	384	396
REGENERON PHARMACEUTICALS, INC	561	550
RIO TINTO PLC SPONSORED ADR	1,219	1,298
ROCKWELL COLLINS INC	2,185	2,218
ROSS STORES, INC.	2,343	2,548
RYANAIR HOLDINGS PLC-ADR COM	477	704
SABMILLER PLC S/ADR	842	923
SAGE GROUP PLC UNS/ADR	692	908
SALESFORCE.COM	577	773
SALIX PHARMACEUTICALS	233	360
SAMPO OYJ UNSPONSORED ADR	897	1,406
SCHLUMBERGER LTD	564	631
SCHNEIDER ELEC UNSP/ADR	812	1,053
SERVICE NOW	195	336
SERVICESOURCE INTERNATIONAL	716	637
SEVEN & I HOLDINGS C	866	1,040
SHERWIN-WILLIAMS CO.	369	551
SHIN-ETSU CHEMICAL C	1,007	1,051
SHIRE PLC	759	1,130
SHISEIDO CO LTD	971	1,050
SIGMA ALDRICH CORP	2,209	2,444
SIGNATURE BANK	1,950	1,934
SIRONA DENTAL SYSTEMS INC	2,813	2,738
SMA RELATIONSHIP TR SER T	58,942	58,632
SMA RELATIONSHIP TRUST SER G	7,773	9,527
SPDR S&P 500 ETF TRUST	8,449	8,679
SUNCOR ENERGY INC	712	771
SYMANTEC CORP	660	802
T. ROWE PRICE ASSOCIATES	2,226	2,429
TECK COMINCO LIMITED CL B SV	560	442
TELENOR ASA	1,123	1,503
TEVA PHARMECEUTICAL SP ADR	277	281
TH K CO LTD	746	1,012
THE HAIN CELESTIAL GROUP, INC	239	272
THYSSEN KRUPP AG DUS	798	838
TIME WARNER INC.	731	906
TOKIO MARINE HOLDINGS INC	646	803
TOYOTA MTR CORP	1,487	1,951
UNION PACIFIC	378	504
UNITED TECHNOLOGIES CORP	500	683
UNITEDHEALTH GROUP INC.	579	753
US BANCORP DEL	744	889
VANGUARD MSCI EMERGING MARKETS	18,382	18,265
VANGUARD MSCI EUROPEAN ETF	19,861	22,990
VIACOM INC. CL B	808	1,135
VISA INC	453	891
VMWARE INC	537	628
VODAFONE GROUP PLC	1,418	1,966
WABCO HOLDINGS INC COMMON STOC	1,192	1,308
WALT DISNEY HOLDINGS CO.	856	917
WASTE MANAGEMENT INC.	500	583
WATERS CORP	1,327	1,300
WATSON WYATT & CO. HOLDING	1,251	1,404
WELLS FARGO & CO.	241	409
WESTFIELDG STAPLED	652	574
WOLTERS KLUWER S/ADR	574	884
XILINX INC.	2,024	1,975
YELP INC	390	414
YUM BRANDS INC	814	832

- TIN:

TY 2013 InvestmentsGovtObligationsSch

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

US Government Securities - End of Year Book Value:

14,693

US Government Securities - End of Year Fair Market Value:

14,383

State & Local Government Securities - End of Year Book Value:

State & Local Government Securities - End of Year Fair Market Value:

- TIN:

TY 2013 InvestmentsLandSchedule2

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Category/ Item	Cost/Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value

- TIN:

TY 2013 InvestmentsOtherSchedule2

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
STARSAT, LLC		64,090
WAYCROSS 50/50 GROWTH FUND L.P		1,351,323	1,351,323

- TIN:

TY 2013 LandEtcSchedule2

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value

- TIN:

TY 2013 OtherExpensesSchedule

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Description	Revenue and Expenses per Books	Net Investment Income	Disbursements for Charitable Purposes
Administrative Fees	15,555		15,555
Bank Charges	101	101
State or Local Filing Fees	25		25

- TIN:

TY 2013 OtherIncomeSchedule2

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
K-1 Inc/Loss WAYCROSS 50/50 GROWTH FUND L.P	205,048	205,048

- TIN:

TY 2013 OtherProfessionalFeesSchedule

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
Investment Management Services	9,235	9,235

- TIN:

TY 2013 TaxesSchedule

Name:

Robert and Martha Trussell Family Foundation

EIN: 20-3992488

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
990-PF Estimated Tax for 2013	2,300
Foreign Tax Paid	283	283