Form990-PF

Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo 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.
bulletInformation 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
ATKINSON FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)1720 SOUTH AMPHLETT BLVD NO 100   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
SAN MATEO, CA94402
A Employer identification number

94-6075613
B Telephone number (see instructions)

(650) 357-1101
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$20,203,827J Accounting method:
 
(Part I, column (d) must be on cash basis.)
F bullet
Part I 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 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet
3 Interest on savings and temporary cash investments 2,000 2,000  
4 Dividends and interest from securities...... 367,969 367,969  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 907,860
b Gross sales price for all assets on line 6a 3,550,942
7 Capital gain net income (from Part IV, line 2)... 907,860
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)....... Click to see attachment 2,421 2,421  
12 Total. Add lines 1 through 11........ 1,280,250 1,280,250  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 94,598 18,920   75,678
14 Other employee salaries and wages......        
15 Pension plans, employee benefits....... 2,430 486   1,944
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 20,310 10,155   10,080
c Other professional fees (attach schedule).... Click to see attachment 87,079 87,079   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions) Click to see attachment 55,679 1,494   5,974
19 Depreciation (attach schedule) and depletion... Click to see attachment 427 0  
20 Occupancy.............. 11,904 2,381   9,523
21 Travel, conferences, and meetings.......        
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 17,963 3,135   15,368
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 290,390 123,650   118,567
25 Contributions, gifts, grants paid........ 503,840 503,840
26 Total expenses and disbursements. Add lines 24 and 25 794,230 123,650   622,407
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 486,020
b Net investment income (if negative, enter -0-) 1,156,600
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
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 42,504 45,097 45,097
2 Savings and temporary cash investments.......... 543,054 710,576 710,576
3 Accounts receivable bullet13,955
Less: allowance for doubtful accounts bullet   23,264 13,955 13,955
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
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) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges........... 1,644 938 938
10a Investments—U.S. and state government obligations (attach schedule) 28,957 Click to see attachment28,957 29,780
b Investments—corporate stock (attach schedule)........ 10,220,392 Click to see attachment9,566,909 14,839,169
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 3,460,617 Click to see attachment4,360,426 4,562,224
14 Land, buildings, and equipment: basis bullet13,348
Less: accumulated depreciation (attach schedule) bullet12,104 1,671 Click to see attachment1,244 1,244
15 Other assets (describe bullet) Click to see attachment844 Click to see attachment844 Click to see attachment844
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 14,322,947 14,728,946 20,203,827
Liabilities 17 Accounts payable and accrued expenses.......... 25,628 26,359
18 Grants payable................... 460,000 360,000
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 bullet) Click to see attachment40,033 Click to see attachment59,281
23 Total liabilities (add lines 17 through 22).......... 525,661 445,640
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted....................    
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds......... 0 0
28 Paid-in or capital surplus, or land, bldg., and equipment fund 0 0
29 Retained earnings, accumulated income, endowment, or other funds 13,797,286 14,283,306
30 Total net assets or fund balances (see page 17 of the
instructions).................... 13,797,286 14,283,306
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 14,322,947 14,728,946
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 13,797,286
2 Enter amount from Part I, line 27a..................... 2 486,020
3 Other increases not included in line 2 (itemize) bullet 3 0
4 Add lines 1, 2, and 3.......................... 4 14,283,306
5 Decreases not included in line 2 (itemize) bullet 5 0
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 14,283,306
Form 990-PF (2013)
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 CHARLES SCHWAB TRANSACTIONS P    
b US BANK TRANSACTIONS P    
c
d
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 1,261,663   941,929 319,734
b 2,289,279   1,701,153 588,126
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       319,734
b       588,126
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 907,860
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 . . . . . . . . . . . . . . . . 		Bracket 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?
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 716,969 15,836,017 0.045275
2011 717,522 15,349,696 0.046745
2010 853,304 14,729,205 0.057933
2009 959,250 13,220,555 0.072557
2008 1,109,244 17,566,037 0.063147
2 Total of line 1, column (d) ...................... 2 0.285657
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 0.057131
4 Enter the net value of noncharitable-use assets for 2013 from Part X, line 5..... 4 17,905,863
5 Multiply line 4 by line 3....................... 5 1,022,980
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 11,566
7 Add lines 5 and 6......................... 7 1,034,546
8 Enter qualifying distributions from Part XII, line 4.............. 8 622,407
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)
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 Bulletand enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 23,132
hereBulletand 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 0
3 Add lines 1 and 2............................ 3 23,132
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-). 4 0
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 23,132
6 Credits/Payments:
a 2013 estimated tax payments and 2012 overpayment credited to 2013 6a 18,600
b Exempt foreign organizations—tax withheld at source....... 6b
c Tax paid with application for extension of time to file (Form 8868) 6c  
d Backup withholding erroneously withheld ........... 6d  
7 Total credits and payments. Add lines 6a through 6d.............. 7 18,600
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9 4,532
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10  
11 Enter the amount of line 10 to be: Credited to 2014 estimated taxBullet   RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of
the instructions for definition)?............................
1b
 
No
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.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
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....
3
Yes
 
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
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?................
    6
    Yes
     
    7
    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.
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletCA
    b
    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 .
    8b
    Yes
     
    9
    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.............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names and addresses.
    10
     
    No
    11
    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) .............
    11
     
    No
    12
    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).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletHTTP://ATKINSONFDN.ORG
    14
    The books are in care ofbulletELIZABETH H CURTIS Telephone no.bullet (650) 357-1101
    Located atbullet1720 SO AMPHLETT BLVD 100SAN MATEOCA ZIP+4bullet94402
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    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)
    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
    No
    1a
    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?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?.........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (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)?.................
    (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.).........
    b
    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)?...
    1b
     
     
    .........bullet
    c
    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?.............
    1c
     
    No
    2
    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)):
    a
    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?...............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    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.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?.........................
    b
    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.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    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?
    4b
     
    No
    5a
    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))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (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)........
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    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)? ......
    5b
     
     
    .........bullet
    c
    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?............
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?........................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2013)
    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
    ELIZABETH H CURTIS VP, ADMINISTRATION/DIRECTO
    40.00     		94,598 2,430 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    OLIVIA ARANDA DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    JEAN ATKINSON SECRETARY/DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    RAY ATKINSON VP/DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    JAMES AVEDISIAN VP, FINANCE/TREASURER/DIRE
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    WILLIAM CRANDALL JR ASST TREASURER/DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    DIRK DAMONTE DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    JOHN HERRELL DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    LINDA LANIER PRESIDENT/DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    SHIRLEY MOORE DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    ANNE W ATKINSON DIRECTOR
    2.00     		0 0 0
    1720 S AMPHLETT BLVD STE 100
    SAN MATEO,CA94402
    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
    NONE
    Total number of other employees paid over $50,000...................bullet 0
    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
    NONE
    Total number of others receiving over $50,000 for professional services.............bullet0
    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)
    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.........................bullet0
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
     
    b
    Average of monthly cash balances.......................
    1b
     
    c
    Fair market value of all other assets (see instructions)................
    1c
     
    d
    Total (add lines 1a, b, and c).........................
    1d
     
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
     
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
     
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
     
    6
    Minimum investment return. Enter 5% of line 5..................
    6
     
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    895,293
    2a
    Tax on investment income for 2013 from Part VI, line 5......
    2a
    23,132
    b
    Income tax for 2013. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    23,132
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    872,161
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    872,161
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    872,161
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
     
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
     
    5
    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).................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
     
    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)
    Form 990-PF (2013)
    Page 8
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2012     		(c)
    2012     		(d)
    2013
    1 Distributable amount for 2013 from Part XI, line 7 872,161
    2 Undistributed income, if any, as of the end of 2013:
    a Enter amount for 2012 only....... 0
    b Total for prior years:20, 20, 20 0
    3 Excess distributions carryover, if any, to 2013:
    a From 2008....... 247,939
    b From 2009....... 305,072
    c From 2010....... 130,333
    d From 2011.......  
    e From 2012.......  
    fTotal of lines 3a through e......... 683,344
    4Qualifying distributions for 2013 from Part
    XII, line 4: bullet$ 622,407
    a Applied to 2012, but not more than line 2a 0
    b Applied to undistributed income of prior years
    (Election required—see instructions)......     		0
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		0
    d Applied to 2013 distributable amount..... 622,407
    e Remaining amount distributed out of corpus 0
    5 Excess distributions carryover applied to 2013. 249,754 249,754
    (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 5 433,590
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		0
    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......     		0
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		0
    e Undistributed income for 2012. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		0
    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) .............     		0
    8Excess distributions carryover from 2008 not
    applied on line 5 or line 7 (see instructions) ...     		0
    9Excess distributions carryover to 2014.
    Subtract lines 7 and 8 from line 6a ......     		433,590
    10 Analysis of line 9:
    a Excess from 2009.... 303,257
    b Excess from 2010.... 130,333
    c Excess from 2011....  
    d Excess from 2012....  
    e Excess from 2013....  
    Form 990-PF (2013)
    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 section or
    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
             
    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).)
    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
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    ELIZABETH H CURTIS
    1720 SOUTH AMPHLETT BLVD SUITE 100
    SAN MATEO,CA94402
    (650) 357-1101
    ATKINFDN@AOL.COM
    bThe form in which applications should be submitted and information and materials they should include:
    A COMPLETED GRANT REQUEST OBTAINED FROM THE FOUNDATION MUST BE FILED. THE ORGANIZATION'S NAME, ADDRESS, TELEPHONE NUMBER AND THE NAME OF THE EXECUTIVE DIRECTOR MUST BE INCLUDED. THE NAMES AND AFFILIATIONS OF THE ORGANIZATION'S OFFICERS AND DIRECTOR ARE INCLUDED ON THE FORM. ALSO TO BE INCLUDED ARE A BRIEF STATEMENT OUTLINING THE ORGANIZATION'S GOALS AND SERVICES PLUS THE ANNUAL REPORT. THE APPLICANTS MUST INCLUDE A DESCRIPTION OF THE PROPOSED PROGRAM SHOWING THE NEED, THE POPULATION TO BE SERVED, SPECIFIC OBJECTIVES AND ACTIVITIES. THEY MUST PROVIDE A PROGRAM BUDGET WITH PROJECTED INCOME AND EXPENSES. ALSO TO BE PROVIDED IS A COPY OF THE IRS LETTER SHOWING THAT THE ORGANIZATION IS TAX EXEMPT UNDER SEC 501(C)(3) AND THAT IT IS NOT A PRIVATE FOUNDATION. THEY SHOULD ALSO INCLUDE ANY SUPPLEMENTAL INFORMATION THAT WOULD STRENGHTHEN THE APPLICATION.
    cAny submission deadlines:
    DEADLINES FOR PROPOSALS ARE FEB 1, MAY 1, AUG 1, & NOV 1
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    NOT FUNDED BY FOUNDATION; GRANTS TO IND, GRANTS TO DOCTORAL STUDY OR RESEARCH, GRANTS TO INFLUENCE LEGISLATION, GRANTS TO NAT'L OR STATEWIDE PROGRAMS, DONATIONS TO OR SPONSORSHIP OF FUNDRAISING OR ANNUAL CAMPAIGNS, OR GRANTS FOR FILMS, VIDEOS, PUBLICATIONS AND CONFERENCES.
    Form 990-PF (2013)
    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)
    aPaid during the year
    ACKNOWLEDGE ALLIANCE
    2183 OLD MIDDLEFIELD WAY STE 208
    MOUNTAIN VIEW,CA94043     		  NON PROFIT COUSELING PROGRAM, COMMUNITY/COURT SCHOOLS 5,000
    ADOLESCENT COUNSELING SERVICES
    1717 EMBARCADERO ROAD 5000
    PALO ALTO,CA94303     		  NON PROFIT ON CAMPUS COUNSELING PROGRAM 5,000
    ASSOCIATION OF SMALL FOUNDATIONS
    1720 N ST NW
    WASHINGTON,DC20036     		  NON PROFIT ANNUAL CONFERENCE SUPPORT, SAN FRANCISCO, 2012 3,000
    BIG BROTHERSBIG SISTERS
    731 MARKET ST 6TH FLOOR
    SAN FRANCISCO,CA94103     		  NON PROFIT SAN MATEO COUNTY MENTORING PROGRAMS 5,000
    BOYS & GIRLS CLUB OF THE PENINSULA
    401 PIERCE ROAD
    MENLO PARK,CA94025     		  NON PROFIT GENERAL OPERATING SUPPORT 6,000
    BOYS & GIRLS CLUBMID-PENINSULA
    200 NORTH QUEBEC ST
    SAN MATEO,CA94401     		  NON PROFIT POWER HOUR/SUMMER MATH ACADEMY 6,000
    BOYS & GIRLS CLUBSNORTH SAN MATEO COUNTY
    201 WEST ORANGE AVE
    SOUTH SAN FRANCISCO,CA94080     		  NON PROFIT GENERAL OPERATING SUPPORT 5,000
    BUILD - BAY AREA
    2385 BAY ROAD
    REDWOOD CITY,CA94063     		  NON PROFIT PENINSULA COLLEGE ACCESS PROGRAM 5,000
    BURLINGAME UNITED METHODIST CHURCH
    1443 HOWARD AVENUE
    BURLINGAME,CA94010     		  NON PROFIT 6YOUTH PROGRAMS 5,000
    CONNECT COMMUNITY CHARTER SCHOOL
    1017 EL CAMINO REAL 176
    REDWOOD CITY,CA94063     		  NON PROFIT START-UP COSTS 4,000
    COURT APPOINTED SPECIAL ADVOCATES FOR CHILDREN
    330 TWIN DOLPHIN DR 139
    REDWOOD CITY,CA94065     		  NON PROFIT ACADEMIC SUCCESS PROJECT FOR FOSTER CHILDREN 5,000
    DALY CITY YOUTH HEALTH CENTER
    2780 JUNIPERO SERRA BLVD
    DALY CITY,CA94015     		  NON PROFIT GENERAL OPERATING SUPPORT 5,000
    PHASE 2 CAREERS
    PO BOX 7052
    SAN MATEO,CA94403     		  NON PROFIT INTENSIVE JOB SEARCH PROGRAM 5,000
    PIE RANCH
    PO BOX 6363
    PESCADERO,CA94060     		  NON PROFIT ENVIRONMENTAL EDUCATION 5,000
    STAR VISTA
    610 ELM STREET 212
    SAN CARLOS,CA94070     		  NON PROFIT DOMESTIC VIOLENCE FAMILY COUNSELING 5,000
    COASTSIDE ADULT DAY HEALTH CENTER
    645 CORREAS STREET
    HALF MOON BAY,CA94019     		  NON PROFIT GENERAL PROGRAM SUPPORT 7,500
    COASTSIDE CHILD DEVELOPMENT CENTER
    PO BOX 84
    HALF MOON BAY,CA94019     		  NON PROFIT EARLY CHILDHOOD EDUCATION FOR LOW INCOME FAMILIES 5,000
    COASTSIDE CHILDREN'S PROGRAMS
    494 MIRAMONTES AVE
    HALF MOON BAY,CA94019     		  NON PROFIT LOW INCOME TUITION SUBSIDY PROGRMAS 5,000
    COMMUNITY OVERCOMING RELATIONSHIP ABUSE
    2211 PALM AVE
    SAN MATEO,CA94403     		  NON PROFIT CRISIS INTERVENTION SERVICES 5,000
    COUNCIL ON FOUNDATIONS
    2121 CRYSTAL DR 700
    ARLINGTON,VA22202     		  NON PROFIT GRANT PORTION OF DUES 1,160
    DRAWBRIDGE
    PO BOX 2698
    SAN RAFAEL,CA94912     		  NON PROFIT ARTS PROGRAMS IN HOMELESS SHELTERS 5,000
    EAST PALO ALTO TENNIS AND TUTORING
    PO BOX 60597
    PALO ALTO,CA94030     		  NON PROFIT SUMMER STEM PROGRAM 5,000
    EAST PALO ALTO BOXING CLUB
    2528 PULGAS AVENUE
    EAST PALO ALTO,CA94303     		  NON PROFIT GENERAL PROGRAM SUPPORT 5,000
    EASTSIDE COLLEGE PREPARATORY SCHOOL
    1041 MYRTLE STREET
    EAST PALO ALTO,CA94303     		  NON PROFIT GENERAL PROGRAM SUPPORT 5,000
    EL CENTRO DE LIBERTAD
    500 ALLERTON
    REDWOOD CITY,CA94063     		  NON PROFIT COASTSIDE YOUTH SUBSTANCE ABUSE INTERVENTION PROGRAM 5,000
    GLOBAL WATER
    3600 SOUTH HARBOR BLVD 514
    OXNARD,CA93035     		  NON PROFIT WATER/SANITATION PROJECT, GUATEMALA 10,000
    GRASSROOTS INTERNATIONAL
    179 BOYLSTON ST 4TH FLOOR
    BOSTON,MA02130     		  NON PROFIT WOMEN'S GARDEN PROJECT, GUATEMALA 3,000
    FREE AT LAST
    1799 BAY ROAD
    EAST PALO ALTO,CA94303     		  NON PROFIT DROP IN CENTER AND OUTREACH ACTIVITIES 5,000
    FRIENDS FOR YOUTH
    1741 BROADWAY FIRST FLOOR
    REDWOOD CITY,CA94063     		  NON PROFIT MENTORING SERVICES PROGRAM 5,000
    HESPERIAN FOUNDATION
    1919 ADDISON STREET 304
    BERKELEY,CA94704     		  NON PROFIT HEALTH PUBLICATION TRANSPORTATION SERVICES 3,000
    GIRL SCOUTS OF NORTHERN CALIFORNIA
    1310 SO BASCOM AVE
    SAN JOSE,CA95128     		  NON PROFIT PROGRAM FOR COASTSIDE FARMWORKERS DAUGHTERS 7,500
    GIRLS 2 WOMEN
    PO BOX 50368
    EAST PALO ALTO,CA94303     		  NON PROFIT AFTER SCHOOL AND SUMMER PROGRAMS 5,000
    HEALTHY CITIES TUTORING INC
    PO BOX 653
    SAN CARLOS,CA94070     		  NON PROFIT GENERAL SUPPORT-TUTORING PROGRAM 5,000
    HILLCREST CHAPLAINCY & MINISTRIES
    222 PAUL SCANNELL DRIVE
    SAN MATEO,CA94402     		  NON PROFIT GENERAL PROGRAM SUPPORT 5,000
    INSTITUTO LABORAL DE LA RAZA
    2947 SIXTEENTH STREET
    SAN FRANCISCO,CA94103     		  NON PROFIT GENERAL SUPPORT, PROGRAMS IN SAN MATEO COUNTY 5,000
    HOME AND HOPE
    1720 EL CAMINO REAL 7
    BURLINGAME,CA94010     		  NON PROFIT SHELTERING PROGRAM 10,000
    HOMEWORK CENTRAL
    PO BOX 6087
    SAN MATEO,CA94403     		  NON PROFIT ACADEMIC TUTORING PROGRAM 7,500
    INNVISIONSHELTER NETWORK
    181 CONSTITUTION DRIVE
    MENLO PARK,CA94025     		  NON PROFIT TRANSITIONAL HOUSING 5,000
    INTERNATIONAL INSTITUTE OF THE BAY AREA
    2600 MIDDLEFIELD ROAD
    REDWOOD CITY,CA94063     		  NON PROFIT LEGAL AND REFERRAL SERVICES FOR IMMIGRANT FAMILIES SM COUNTY 5,000
    KARA
    457 KINGSLEY AVE
    PALO ALTO,CA94301     		  NON PROFIT GRIEF SERVICES 5,000
    LATIN AMERICAN MISSION
    PO BOX 52-7900
    MIAMI,FL33152     		  NON PROFIT MINISTRY OF REV. PAREDES, PERU 8,000
    KATERI TEKAKWITHA MISSION FUND INC
    PO BOX 906
    PACIFICA,CA94014     		  NON PROFIT ORGANIC GARDENING, GUATEMALA 2,000
    MARINE SCIENCES INSITUTE
    500 DISCOVERY PARKWAY
    REDWOOD CITY,CA94063     		  NON PROFIT DISCOVER OUR BAY SCIENCE PROGRAM 5,000
    LA RAZA CENTRO LEGAL
    474 VALENCIA STREET 295
    SAN FRANCISCO,CA94103     		  NON PROFIT IMMIGRANT LEGAL SERVICES AND OUTREACH PROGRAM 5,000
    LEGAL AID SOCIETY OF SAN MATEO COUNTY
    330 TWIN DOLPHIN DR 123
    REDWOOD CITY,CA94065     		  NON PROFIT KIDS IN CRISIS PROGRAM 5,000
    MULTICULTURAL INSTITUTE
    1920 SEVENTH ST
    BERKELEY,CA94710     		  NON PROFIT SERVICES TO IMMIGRANT DAY LABORERS, SAN MATEO COUNTY 5,000
    MY NEW RED SHOES
    333 TWIN DOLPHIN DRIVE 132
    REDWOOD CITY,CA94065     		  NON PROFIT SCHOOL CLOTHING FOR NEEDY CHILDREN, SAN MATEO COUNTY 3,000
    NORTHERN CALIFORNIA GRANTMAKERS
    625 MARKET ST 15TH FLOOR
    SAN FRANCISCO,CA94108     		  NON PROFIT GENERAL PROGRAM SUPPORT 580
    NEW CREATION HOME MINISTRIES
    422 HIBISCUS COURT
    EAST PALO ALTO,CA94303     		  NON PROFIT RESIDENTIAL AND SKILLS PROGRAM FOR TEEN MOTHERS 7,500
    JUNIOR STATESMEN FOUNDATION
    800 SOUTH CLAREMONT 202
    SAN MATEO,CA94402     		  NON PROFIT STUDENT PROGRAM SCHOLARSHIPS 5,000
    KAINOS
    3631 JEFFERSON AVE
    REDWOOD CITY,CA94062     		  NON PROFIT SUPPORTED EMPLOYMENT PROGRAM 4,000
    OMBUDSMAN SERVICES OF SAN MATEO COUNTY
    711 NEVADA STREET
    REDWOOD CITY,CA94061     		  NON PROFIT GENERAL PROGRAM SUPPORT 7,500
    PENINSULA CLERGY NETWORK
    PO BOX 3098
    SAN MATEO,CA94401     		  NON PROFIT SUPPORT FOR PROGRAM EXPANSION 5,000
    PENINSULA CONFLICT RESOLUTION CENTER
    1660 SO AMPHLETT BLVD 219
    SAN MATEO,CA94402     		  NON PROFIT GENERAL PROGRAM SUPPORT 3,000
    PLANNED PARENTHOOD MAR MONTE
    1695 THE ALAMEDA
    SAN JOSE,CA95126     		  NON PROFIT EDUCATION/HEALTH SERVICES FOR HOMELESS YOUTH/ADULTS IN SAN MATEO CO. 5,000
    PLANT WITH PURPOSE
    4930 MORENA BLVD SUITE 1215
    SAN DIEGO,CA92117     		  NON PROFIT FAMILY GARDENS, OAXACA, MEXICO 3,000
    PENINSULA FAMILY SERVICE
    2 SECOND AVENUE
    SAN MATEO,CA94401     		  NON PROFIT BAYSHORE CHILD CARE CENTERS 5,000
    PRO MUJER
    253 WEST 35TH ST 11 FLOOR SOUTH
    NEW YORK,NY10001     		  NON PROFIT WOMEN'S HEALTH SERVICES/LOANS, NICARAGUA 4,000
    PUENTE DE LA COSTA SUR
    PO BOX 554
    PESCADERO,CA94060     		  NON PROFIT GENERAL OPERATING SUPPORT 10,000
    PROJECT WE HOPE
    1836 BAY ROAD B
    EAST PALO ALTO,CA94303     		  NON PROFIT HOMELESS HOUSING 3,000
    RAINBOW NETWORK
    3834 SOUTH AVENUE
    SPRINGFIELD,MO65807     		  NON PROFIT MICRO-LOAN ASSISTANCE IN RURAL NICARAGUA 3,000
    RENAISSANCE ENTREPENEURSHIP CENTER
    275 FIFTH STREET
    SAN FRANCISCO,CA94103     		  NON PROFIT GENERAL PROGRAM SUPPORT, SAN MATEO CO. 3,000
    REBUILDING TOGETHER - PENINSULA
    PO BOX 4031
    MENLO PARK,CA94026     		  NON PROFIT INTERCOMMUNAL SURVIVAL PRESCHOOL PROJECT SAN MATEO 5,000
    RESOURCE AREA FOR TEACHING
    1355 RIDDER PARK DRIVE
    SAN JOSE,CA94151     		  NON PROFIT SUMMER INSTITUTES, SAN MATEO CO. TEACHERS 7,500
    SAMARITAN HOUSE
    4031 PACIFIC BLVD
    SAN MATEO,CA94403     		  NON PROFIT CLIENT SERVICES AND FOOD PROGRAM 16,000
    SAN MATEO COUNTY COMMUNITY COLLEGES FOUNDATION
    3401 CSM DRIVE
    SAN MATEO,CA94403     		  NON PROFIT SCHOLARSHIPS, THREE CAMPUSES 18,000
    SAN MATEO YOUTH FOUNDATION
    409 SEVILLE WAY
    SAN MATEO,CA94402     		  NON PROFIT MENTORING/SCHOLARSHIP PROGRAM 7,500
    SECOND HARVEST FOOD BANK
    750 CUTNER AVENUE
    SAN JOSE,CA95125     		  NON PROFIT SAN MATEO CO. PROGRAMS 5,000
    SERVICE LEAGUE OF SAN MATEO
    727 MIDDLEFIELD DRIVE
    REDWOOD CITY,CA94063     		  NON PROFIT EQUIPMENT FOR NEW TRANSITIONAL HOUSING 5,000
    SONRISAS COMMUNITY DENTAL CENTER
    210 SAN MATEO RD SUITE 104
    HALF MOON BAY,CA94019     		  NON PROFIT ACCESS TO CARE PROGRAM 5,000
    SOUTH COAST CHILDREN'S SERVICES INC
    PO BOX 525
    PESCADERO,CA94060     		  NON PROFIT GENERAL PROGRAM SUPPORT 5,000
    SPARK PROGRAM
    251 RHODE ISLAND ST SUITE 205
    SAN FRANCISCO,CA94103     		  NON PROFIT SAN MATEO CO. PROGRAMS 7,500
    ST FRANCIS OF ASSISI YOUTH CLUB
    1425 BAY ROAD
    EAST PALO ALTO,CA94303     		  NON PROFIT AFTER SCHOOL PROGRAM 7,500
    SOUTH SAN FRANCISCO PUBLIC LIBRARY
    520 TAMARACK LANE
    SOUTH SAN FRANCISCO,CA94080     		  NON PROFIT COMMUNITY LEARNING CENTER 5,000
    ST FRANCIS CENTER OF REDWOOD CITY
    151 BUCKINGHAM AVE
    REDWOOD CITY,CA94063     		  NON PROFIT INCH EMERGENCY FUND 5,000
    THE FOUNDATION CENTER SAN FRANCISCO FIELD OFFICE
    312 SUTTER ST SUITE 606
    SAN FRANCISCO,CA94108     		  NON PROFIT GENERAL OPERATING SUPPORT 1,500
    ADELANTE FOUNDATION
    PO BOX 4473
    ENGLEWOOD,CO80155     		  NON PROFIT HEALTH EDUCATION FOR HONDURAN WOMEN 4,000
    TREES WATER & PEOPLE
    633 REMINGTON ST
    FT COLLINS,CO80524     		  NON PROFIT STRENGTHING RURAL LIVLIHOODS IN GUATEMALA 4,000
    AGROS INTERNATIONAL
    2225 4TH AVE 2ND FLOOR
    SEATTLE,WA98121     		  NON PROFIT IRRIGATION/AGRICULTURE PROGRAMS, HONDURAS 3,000
    ASSISTANCE LEAGUE OF SAN MATEO COUNTY
    528 NO SAN MATEO DRIVE
    SAN MATEO,CA94401     		  NON PROFIT OPERATION SCHOOL BELL 4,000
    BREAST CANCER CONNECTIONS
    390 CAMBRIDGE AVE
    PALO ALTO,CA94306     		  NON PROFIT SERVICES FOR LOW INCOME, UNDERSERVED WOMEN 3,000
    BREAST CANCER EMERGENCY FUND
    12 GRACE STREET 300
    SAN FRANCISCO,CA94103     		  NON PROFIT SERVICES FOR SAN MATEO COUNTY CANCER PATIENTS 5,000
    COASTSIDE HOPE
    99 AVENUE ALHAMBRA
    EL GRANADA,CA94018     		  NON PROFIT SAFETY NET PROGRAM FOR CRITITCAL FAMILY NEEDS 7,500
    COMMUNITY GATEPATH
    250 TWIN DOLPHIN DRIVE 123
    REDWOOD CITY,CA94065     		  NON PROFIT EMPLOYMENT SERVICES 4,000
    COMMUNITY LEGAL SERVICES OF EAST PALO ALTO
    1861 BAY ROAD
    EAST PALO ALTO,CA94303     		  NON PROFIT GENERAL PROGRAM SUPPORT 5,000
    CONCERN AMERICA
    PO BOX 1790
    SANTA ANA,CA94702     		  NON PROFIT COMMUNITY HEALTH PROGRAM, GUATEMALA 3,000
    CONGREGATIONAL CHURCH OF SAN MATEO
    225 TILTON AVENUE
    SAN MATEO,CA94401     		  NON PROFIT GRANT MEMORIAL PLAQUES 1,600
    STRATEGIES FOR INTERNATIONAL DEVELOPEMENT
    330 PENNSYLVANIA AVE SE 304
    WASHINGTON,DC20003     		  NON PROFIT WOMEN FARMERS PROJECT, GUATEMALA 4,000
    SUSTAINABLE HARVEST INTERNATIONAL
    PO BOX 1447
    ELLSWORTH,ME04605     		  NON PROFIT AGRICULTURAL PROJECT, HONDURAS 4,000
    TAPESTRY CHURCH
    1305 MIDDLEFIELD ROAD
    REDWOOD CITY,CA94063     		  NON PROFIT KITCHEN SAFETY UPGRADE AND EQUIPMENT 6,000
    TEEN SUCCESS INC
    550A VALLEY WAY
    MILPITAS,CA95035     		  NON PROFIT TEEN MOTHERS SUPPORT GROUP, SAN MATEO CO. 5,000
    TEEN TALK SEXUALITY EDUCATION
    720 JAMES AVENUE
    REDWOOD CITY,CA94062     		  NON PROFIT SCHOOL SERVICES PROGRAM 5,000
    TREES FOR THE FUTURE
    PO BOX 7027
    SILVER SPRING,MD20907     		  NON PROFIT FOREST GARDENS FOR LIVESTOCK PRODUCTION, HONDURAS 10,000
    WANDA
    131 LYTTON AVENUE
    PALO ALTO,CA94306     		  NON PROFIT FINANCIAL STABILITY PROGRAM FOR SINGLE MOTHERS 5,000
    WILDLIFE ASSOCIATES
    PO BOX 3098
    HALF MOON BAY,CA94019     		  NON PROFIT GENERAL SUPPORT 5,000
    XELA-AID PARTNERSHIP FOR SELF-RELIANCE
    111 WEST OCEAN BLVD 409
    LONG BEACH,CA90802     		  NON PROFIT WOMENS' MICROENTERPRISE PROGRAM IN GUATEMALA 5,000
    Total .................................bullet 3a 503,840
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2013)
    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
    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 2,000  
    4 Dividends and interest from securities....     14 367,969  
    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.....     14 2,421  
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 907,860  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: a
    b
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 1,280,250 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,280,250
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		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)
    Form 990-PF (2013)
    Page 12
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    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
    No
    organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    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
    2a
    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?...........
    b
    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.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







         		Firm's EINbullet
    Phone no.
    Form 990-PF (2013)
    Additional Data


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2013 AccountingFeesSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 20,310 10,155   10,080

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

    TY 2013 DepreciationSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    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
    COMPUTER EQUIPMENT 1995-06-15 5,164 5,164 SL 5.000000000000 0 0    
    COMPUTER EQUIPMENT 2003-01-02 1,330 1,330 SL 5.000000000000 0 0    
    SOFTWARE 1995-06-15 3,800 3,800 SL 3.000000000000 0 0    
    COPIER 1998-07-15 920 920 SL 5.000000000000 0 0    
    COMPUTER EQUIPMENT 2011-12-14 2,134 463 SL 5.000000000000 427 0    

    TY 2013 InvestmentsCorpStockSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Name of Stock End of Year Book Value End of Year Fair Market Value
    STOCKS 9,566,909 14,839,169

    TY 2013 InvestmentsGovtObligationsSch
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    US Government Securities - End of Year Book Value:

    28,957
    US Government Securities - End of Year Fair Market Value:

    29,780
    State & Local Government Securities - End of Year Book Value:


    0
    State & Local Government Securities - End of Year Fair Market Value:


    0


    TY 2013 InvestmentsOtherSchedule2
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    MUTUAL FUNDS FMV 3,407,031 3,607,732
    FIXED INCOME FMV 953,395 954,492

    TY 2013 LandEtcSchedule2
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    COMPUTER EQUIPMENT 5,164 5,164 0  
    COMPUTER EQUIPMENT 1,330 1,330 0  
    SOFTWARE 3,800 3,800 0  
    COPIER 920 920 0  
    COMPUTER EQUIPMENT 2,134 890 1,244  


    TY 2013 OtherAssetsSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    SECURITY DEPOSIT 844 844 844


    TY 2013 OtherExpensesSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    PAYROLL PROCESSING FEES 2,028 406   1,560
    MEMBERSHIPS 1,725 0   1,725
    OFFICE SUPPLIES 2,520 756   1,764
    ANNUAL REPORT & WEBSITE 1,719 0   1,719
    PHONE 2,460 492   2,013
    INSURANCE 2,829 566   2,815
    POSTAGE 784 0   784
    MEETINGS 1,906 572   1,338
    STATE FILING FEES 180 0   180
    COMPUTER/INTERNET 1,712 343   1,370
    PUBLICATIONS 100 0   100


    TY 2013 OtherIncomeSchedule2
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    MISCELLANOUS 2,421 2,421 2,421


    TY 2013 OtherLiabilitiesSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Description Beginning of Year - Book Value End of Year - Book Value
    DEFERRED EXCISE TAX 29,874 54,749
    EXCISE TAX PAYABLE 10,159 4,532


    TY 2013 OtherProfessionalFeesSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FINANCIAL MGMT FEES 87,079 87,079   0


    TY 2013 TaxesSchedule
    Name:
    ATKINSON FOUNDATION
    EIN: 94-6075613
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    PAYROLL TAXES 7,468 1,494   5,974
    FEDERAL EXCISE TAX 23,132 0   0
    DEFERRED EXCISE TAX 24,875 0   0
    OTHER TAXES 204 0   0