TY 2013 Form 990PF

- TIN:

Form990-PF
Click to see attachment

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
WILLARD J & MARY G BREIDENTHAL
FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)UMB BANK PO BOX 419226 Room/suite

City or town, state or province, country, and ZIP or foreign postal code
KANSAS CITY, MO64141

A Employer identification number

48-6103376

B Telephone number (see instructions)

(913) 648-2800

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

$3,957,586J 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)	102,631
2	Check
3	Interest on savings and temporary cash investments	10		10
4	Dividends and interest from securities......	92,369		92,369
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		258,870
b	Gross sales price for all assets on line 6a 1,625,246
7	Capital gain net income (from Part IV, line 2)...			258,870
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).......		-2,580	-2,580
12	Total. Add lines 1 through 11........	451,300		348,669
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).......		2,825	2,543	282
c	Other professional fees (attach schedule)....		32,787	29,508	3,279
17	Interest...............
18	Taxes (attach schedule) (see instructions)		6,972
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		10	10
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	42,594		32,061	3,561
25	Contributions, gifts, grants paid........	429,250			429,250
26	Total expenses and disbursements. Add lines 24 and 25	471,844		32,061	432,811
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-20,544
b	Net investment income (if negative, enter -0-)			316,608
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..........		83,392	40,127	40,127
	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)		277,073	204,150	221,270
	b	Investments—corporate stock (attach schedule)........		1,904,664	2,224,854	3,231,776
	c	Investments—corporate bonds (attach schedule)........		677,494	457,696	464,413
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )		4,749	1
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)		2,947,372	2,926,828	3,957,586
		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.........		1,016,932	1,016,932
	28	Paid-in or capital surplus, or land, bldg., and equipment fund
	29	Retained earnings, accumulated income, endowment, or other funds		1,930,440	1,909,896
	30	Total net assets or fund balances (see page 17 of the
		instructions)....................		2,947,372	2,926,828
	31	Total liabilities and net assets/fund balances (see page 17 of
		the instructions)..................		2,947,372	2,926,828

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	2,947,372
2	Enter amount from Part I, line 27a.....................	2	-20,544
3	Other increases not included in line 2 (itemize)	3
4	Add lines 1, 2, and 3..........................	4	2,926,828
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	2,926,828

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	(d) Date sold (mo., day, yr.)
1 a	SHORT TERM CAPITAL GAIN DISTRIBUTIONS	P
b	LONG TERM CAPITAL GAIN DISTRIBUTIONS	P
c	GNMA POOL 612970 PRIN PMTS	P
d	GNMA POOL 603099 PRIN PMTS	P
e	GNMA POOL 003439 PRIN PMTS	P
	GNMA 5.223% DUE 12/16/36	P
	GNMA 5.428% DUE 12/16/36	P
	KRAFT FOODS GROUP INC	P	2013-01-03
	MONDELEZ INTERNATIONAL INC	P	2013-01-03
	VF CORP	P	2013-01-25
	CERNER CORP	P	2013-01-29
	MICROSOFT CORP	P	2013-01-29
	CVS CAREMARK CORPORATION	P	2013-01-29
	HOME DEPOT INC	P	2013-01-29
	COSTCO WHOLESALE CORP	P	2013-01-29
	LKCM SMALL CAP EQUITY FUND	P	2013-01-29
	LAZARD EMERGING MARKETS EQUITY	P	2013-01-29
	SCOUT MID CAP FUND	P	2013-01-29
	SCOUT INTERNATIONAL FUND	P	2013-01-29
	VICTORY FUND FOR INCOME CLASS	P	2013-01-29
	COSTCO WHOLESALE CORP	P	2013-01-30
	BAXTER INTERNATIONAL INC	P	2013-01-30
	TARGET CORPORATION	P	2013-02-01
	COCA COLA CO	P	2013-02-01
	CENTURYLINK INC	P	2013-02-05
	BRISTOL-MYERS SQUIBB	P	2013-02-06
	WELLS FARGO & COMPANY	P	2013-02-27
	US BANCORP DEL	P	2013-02-27
	SHELL INTERNATIONAL FIN 1.875%	P	2013-03-25
	ISHARES GOLD TRUST	P	2013-04-12
	ISHARES GOLD TRUST	P	2013-04-15
	APPLE INC	P	2013-04-19
	ISHARES GOLD TRUST	P	2013-04-19
	BAXTER INTERNATIONAL INC	P	2013-04-19
	MAXIM INTEGRATED PRODUCTS INC	P	2013-04-19
	QUALCOMM INC	P	2013-04-19
	L BRANDS	P	2013-04-24
	MCDONALD'S CORP	P	2013-04-24
	CVS CAREMARK CORPORATION	P	2013-04-26
	HOME DEPOT INC	P	2013-05-01
	NATIONAL OILWELL VARCO INC	P	2013-05-17
	INTERACTIVE CORP	P	2013-05-31
	CENTURYLINK INC	P	2013-05-31
	TORONTO DOMINION BANK	P	2013-06-07
	CATERPILLAR INC	P	2013-06-07
	BHP BILLITON LIMITED	P	2013-06-21
	DIGITAL REALTY TRUST INC	P	2013-06-24
	TARGET CORPORATION	P	2013-07-15
	INTERNATIONAL BUSINESS MACHINES	P	2013-07-15
	QUALCOMM INC	P	2013-07-15
	CHEVRON CORPORATION	P	2013-07-30
	MCDONALD'S CORP	P	2013-07-30
	GEORGIA POWER COMPANY 1.300%	P	2013-09-15
	ORACLE CORP	P	2013-09-26
	US BANCORP MTNS, 1.125%	P	2013-10-30
	ALLERGAN INC	P	2013-10-11
	VANGUARD REIT VIPERS ETF	P	2013-10-15
	INTERNATIONAL BUSINESS MACHINES	P	2013-10-17
	TARGET CORPORATION	P	2013-10-17
	EXXON MOBIL CORP	P	2013-10-17
	MAXIM INTEGRATED PRODUCTS INC	P	2013-10-25
	PHILIP MORRIS INTERNATIONAL INC	P	2013-11-08
	MCDONALD'S CORP	P	2013-11-26
	EMC CORPORATION	P	2013-11-29
	MCDONALD'S CORP	P	2013-12-10
	APPLE INC	P	2013-12-10
	NEXTERA ENERGY INC	P	2013-12-10
	ISHARES IBOXX $ INVESTMENT GRADE CORP BD	P	2013-12-10
	DOUBLELINE TOTAL RETURN BOND FUND	P	2013-12-10
	OPPENHEIMER DEVELOPING MKTS	P	2013-12-10
	SCOUT CORE BOND FUND	P	2013-12-10
	WALTHAUSEN SMALL CAP VALUE FUND	P	2013-12-10
	WAL MART STORES INC	P	2013-12-11
	ELECTRONIC DATA SYSTEMS CLASS ACTION	P	2013-03-06

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	3,743		3,743
b	14,473		14,473
c	1,341	1,384	-43
d	1,985	2,031	-46
e	1,731	1,770	-39
	41,836	41,212	624
	26,678	26,280	398
	8,310	7,543	767
	14,591	13,978	613
	22,308	20,132	2,176
	39,231	10,410	28,821
	27,829	27,704	125
	12,312	8,540	3,772
	6,713	2,445	4,268
	12,348	7,460	4,888
	4,179	3,496	683
	40,409	35,833	4,576
	9,082	7,381	1,701
	92,749	82,236	10,513
	49,290	50,000	-710
	5,125	3,108	2,017
	3,385	2,780	605
	2,444	2,020	424
	2,248	1,608	640
	1,013	936	77
	913	807	106
	2,084	2,031	53
	2,879	1,651	1,228
	25,000	25,000
	14,400	14,395	5
	13,170	15,380	-2,210
	25,495	6,132	19,363
	13,580	15,380	-1,800
	3,449	2,430	1,019
	9,387	8,372	1,015
	20,438	14,186	6,252
	46,245	39,601	6,644
	1,008	626	382
	5,776	3,558	2,218
	7,284	2,445	4,839
	52,793	31,826	20,967
	14,685	15,605	-920
	30,721	30,517	204
	32,098	29,349	2,749
	34,646	20,904	13,742
	29,525	36,815	-7,290
	36,022	39,568	-3,546
	3,618	2,295	1,323
	6,797	3,785	3,012
	6,105	4,433	1,672
	1,878	1,070	808
	2,453	1,557	896
	25,000	25,000
	27,832	26,317	1,515
	25,000	25,001	-1
	26,914	29,601	-2,687
	13,530	12,596	934
	39,366	24,329	15,037
	41,931	29,091	12,840
	43,520	36,423	7,097
	36,540	31,846	4,694
	35,804	27,010	8,794
	4,909	3,104	1,805
	47,777	43,040	4,737
	40,536	18,796	21,740
	28,324	4,717	23,607
	8,281	6,575	1,706
	45,676	42,351	3,325
	95,530	100,000	-4,470
	25,060	24,075	985
	98,709	100,000	-1,291
	1,985	1,488	497
	25,063	25,011	52
	157		157

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			3,743
b			14,473
c			-43
d			-46
e			-39
			624
			398
			767
			613
			2,176
			28,821
			125
			3,772
			4,268
			4,888
			683
			4,576
			1,701
			10,513
			-710
			2,017
			605
			424
			640
			77
			106
			53
			1,228

			5
			-2,210
			19,363
			-1,800
			1,019
			1,015
			6,252
			6,644
			382
			2,218
			4,839
			20,967
			-920
			204
			2,749
			13,742
			-7,290
			-3,546
			1,323
			3,012
			1,672
			808
			896

			1,515
			-1
			-2,687
			934
			15,037
			12,840
			7,097
			4,694
			8,794
			1,805
			4,737
			21,740
			23,607
			1,706
			3,325
			-4,470
			985
			-1,291
			497
			52
			157

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	258,870
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	258,870

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	304,996	3,367,138	0.09058
2011	329,092	2,844,131	0.11571
2010	311,977	3,025,980	0.10310
2009	316,637	2,707,900	0.11693
2008	373,429	3,412,079	0.10944

2	Total of line 1, column (d) ......................	2	0.53576
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	0.10715
4	Enter the net value of noncharitable-use assets for 2013 from Part X, line 5.....	4	3,931,808
5	Multiply line 4 by line 3.......................	5	421,301
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	3,166
7	Add lines 5 and 6.........................	7	424,467
8	Enter qualifying distributions from Part XII, line 4..............	8	432,811
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	3,166
	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	3,166
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	3,166
6	Credits/Payments:

a	2013 estimated tax payments and 2012 overpayment credited to 2013	6a	3,720
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	3,720
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8
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	554
11	Enter the amount of line 10 to be: Credited to 2014 estimated tax554	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

N/A

The books are in care of bullet

UMB BANK TRUST DIVISION Telephone no. bullet

(913) 648-2800

Located at bullet

PO BOX 419226KANSAS CITYMO ZIP+4 bullet

641416226

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).

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
GEORGE G BREIDENTHAL	Trustee 1.00	0
2324 NORTH 88TH DRIVE KANSAS CITY,KS66109	Trustee 1.00	0
UMB BANK	Trustee 2.00	0
PO BOX 419226 KANSAS CITY,MO641416226	Trustee 2.00	0
MCKENZIE BREIDENTHAL	Trustee 1.00	0
2324 NORTH 88TH DRIVE KANSAS CITY,KS66109	Trustee 1.00	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
NONE









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
NONE

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....................

196,590

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

3,166

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

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

3,166

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

193,424

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

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

193,424

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

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

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

193,424

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			193,424
2 Undistributed income, if any, as of the end of 2013:
a Enter amount for 2012 only.......
b Total for prior years:20, 20, 20
3 Excess distributions carryover, if any, to 2013:
a From 2008.......	204,117
b From 2009.......	182,090
c From 2010.......	162,166
d From 2011.......	187,761
e From 2012.......	140,331
fTotal of lines 3a through e.........		876,465
4Qualifying distributions for 2013 from Part
XII, line 4: $ 432,811
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).........		0
d Applied to 2013 distributable amount.....			193,424
e Remaining amount distributed out of corpus		239,387
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		1,115,852
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) ...		204,117
9Excess distributions carryover to 2014. Subtract lines 7 and 8 from line 6a ......		911,735
10 Analysis of line 9:
a Excess from 2009....	182,090
b Excess from 2010....	162,166
c Excess from 2011....	187,761
d Excess from 2012....	140,331
e Excess from 2013....	239,387

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).)

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 or e-mail address of the person to whom applications should be addressed:

WILLARD J MARY G BREIDENTHAL FDN
PO BOX 419226
KANSAS CITY,MO641416226
(913) 648-2800

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

WRITTEN REQUESTS INCLUDING DESCRIPTION OF CHARITABLE FUNCTION AND OTHER SUPPORTING DOCUMENTATION.

cAny submission deadlines:

NOVEMBER 1 OF EACH YEAR

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

NONE. HOWEVER, GRANTS ARE PREDOMINANTLY TO ORGANIZATIONS IN THE GREATER KANSAS CITY AREA.

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
KANSAS UNIVERSITY 1450 JAYHAWK BOULEVARD LAWRENCE,KS66045	NONE	N/A	EDUCATION	50,000
DONNELLY COLLEGE 608 NORTH 18TH STREET KANSAS CITY,KS66102	NONE	N/A	EDUCATION	250,000
TRINITY UNITED METHODIST CHURCH 5010 PARALLEL PARKWAY KANSAS CITY,KS66104	NONE	N/A	RELIGIOUS	10,000
EMPORIA STATE UNIVERSITY 1200 COMMERCIAL STREET EMPORIA,KS66801	NONE	N/A	EDUCATION	50,000
KANSAS STATE UNIVERSITY 918 NORTH MANHATTAN AVENUE MANHATTAN,KS66502	NONE	N/A	EDUCATION	60,000
SANTA FE TRAIL GIRL SCOUTS 7620 STATE AVENUE KANSAS CITY,KS66112	NONE	N/A	EDUCATION	1,500
FRIENDS OF THE ZOO 6800 ZOO DRIVE KANSAS CITY,MO64132	NONE	N/A	EDUCATION	500
KANSAS CITY PUBLIC TELEVISION 125 EAST 31ST STREET KANSAS CITY,MO64108	NONE	N/A	ARTS	1,500
KCUR 4825 TROOST KANSAS CITY,MO64110	NONE	N/A	ARTS	2,000
FREEDOM'S FRONTIER NATL HERITAGE AR PO BOX 526 LAWRENCE,KS66044	NONE	N/A	EDUCATION	1,000
WYANDOTTE COUNTY MUSEUM 631 NORTH 126TH STREET BONNER SPRINGS,KS66012	NONE	N/A	EDUCATION	500
HEART OF AMERICA BOY SCOUTS 10210 HOLMES ROAD KANSAS CITY,MO64131	NONE	N/A	EDUCATION	1,500
ALCOTTS ARTS CENTER-UNCLEARED GRANT 180 SOUTH 18TH STREET KANSAS CITY,KS66102	NONE	N/A	ARTS	-1,000
WAYSIDE WAIFS 3901 MARTHA TRUMAN ROAD KANSAS CITY,MO64137	NONE	N/A	ANIMAL RESCUE	500
BOYS GIRLS CLUBS-GREATER KANSAS CIT 6301 ROCKHILL ROAD SUITE 303 KANSAS CITY,MO64131	NONE	N/A	EDUCATION	1,000
HEARTLAND HABITAT FOR HUMANITY 1401 FAIRFAX TRAFFICWAY SUITE 323D KANSAS CITY,KS66115	NONE	N/A	CHARITABLE	500
KANSAS NUGGETS 2810 METROPOLITAN AVENUE KANSAS CITY,KS66106	NONE	N/A	EDUCATION	500
NEWS RELEASE BASKETBALL 961 SUNFLOWER STREET LOUISVILLE,CO80027	NONE	N/A	RELIGIOUS	250
KANSAS STATE HISTORICAL SOCIETY 6425 SW 6TH AVENUE TOPEKA,KS66615	NONE	N/A	EDUCATION	1,000
UNITED WAY OF WYANDOTTE COUNTY 434 MINNESOTA AVENUE KANSAS CITY,KS66101	NONE	N/A	CHARITABLE	500
CANCER ACTION-UNCLEARED GRANT 1600 WASHINGTON BOULEVARD KANSAS CITY,KS66102	NONE	N/A	MEDICAL	-500
METHODIST FUND-UNCLEARED GRANT 5010 PARALLEL PARKWAY KANSAS CITY,KS66104	NONE	N/A	RELIGIOUS	-1,000
NELSON ART GALLERY-UNCLEARED GRANT 4525 OAK STREET KANSAS CITY,MO64111	NONE	N/A	ARTS	-1,000
Total ................................. 3a				429,250

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	10
4 Dividends and interest from securities....			14	92,369
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	2,580
8 Gain or (loss) from sales of assets other than inventory .............			18	258,870
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)..				348,669

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

13348,669

(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:	13000170
Software Version:	2013v3.1

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

Schedule B
(Form 990, 990-EZ,
or 990-PF)

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

Attach to Form 990, 990-EZ, or 990-PF.

Information about Schedule B (Form 990, 990-EZ, or 990-PF) and its instructions is at www.irs.gov/form990.

OMB No. 1545-0047

2013

Name of the organization

WILLARD J & MARY G BREIDENTHAL
FOUNDATION

Employer identification number

48-6103376

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

4947(a)(1) nonexempt charitable trust not treated as a private foundation

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

4947(a)(1) nonexempt charitable trust treated as a private foundation

501(c)(3) taxable private foundation

Check if your organization is covered by the General Rule or a Special Rule.
Note. Only a section 501(c)(7), (8), or (10) organization can check boxes for both the General Rule and a Special Rule. See instructions.

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II.

Special Rules

For a section 501(c)(3) organization filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi) and received from any one contributor, during the year, a contribution of the
greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

For a section 501(c)(7), (8), or (10) organization filing Form 990 or 990-EZ that received from any one contributor,
during the year, total contributions of more than $1,000 for use exclusively for religious, charitable,
scientific, literary, or educational purposes, or for the prevention of cruelty to children or animals. Complete Parts I, II, and
III.

For a section 501(c)(7), (8), or (10) organization filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions for use exclusively for religious, charitable, etc., purposes, but these contributions did
not total more than $1,000. If this box is checked, enter here the total contributions that were received during
the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule
applies to this organization because it received nonexclusively religious, charitable, etc., contributions of $5,000 or more
during the year ......................... Arrow Bullet

Caution. An organization that is not covered by the General Rule and/or the Special Rules does not file Schedule B (Form 990,
990-EZ, or 990-PF), but it must answer “No” on Part IV, line 2, of its Form 990; or check the box on line H of its
Form 990-EZ or on its Form 990PF, Part I, line 2, to certify that it does not meet the filing requirements of Schedule B (Form 990,
990-EZ, or 990-PF).

For Paperwork Reduction Act Notice, see the Instructions
for Form 990, 990-EZ, or 990-PF.

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Page 2

Name of organization WILLARD J & MARY G BREIDENTHAL FOUNDATION

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
1	BREIDENTHAL CHARITABLE LEAD TR 5901 COLLEGE BLVD SUITE 100 OVERLAND PARK, KS662111503	$101,004	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Page 3

Name of organization WILLARD J & MARY G BREIDENTHAL FOUNDATION

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Page 4

Name of organization
WILLARD J & MARY G BREIDENTHAL
FOUNDATION

Employer identification number

48-6103376

Part III

Exclusively religious, charitable, etc., individual contributions to section 501(c)(7), (8), or (10) organizations
that total more than $1,000 for the year. Complete columns (a) through (e) and the following line entry.
For organizations completing Part III, enter the total of exclusively religious, charitable, etc.,
contributions of $1,000 or less for the year. (Enter this information once. See instructions.) Arrow Bullet

$
Use duplicate copies of Part III if additional space is needed.

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

(e) Transfer of gift
Transferee's name, address, and ZIP 4	Relationship of transferor to transferee

Schedule B (Form 990, 990-EZ, or 990-PF) (2013)

Additional Data

Software ID:	13000170
Software Version:	2013v3.1

- TIN:

TY 2013 AccountingFeesSchedule

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
O'FLYNN & BIHUNIAK CHARTERED	2,825	2,543	0	282

- TIN:

TY 2013 InvestmentsCorpBondsSchedule

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Name of Bond	End of Year Book Value	End of Year Fair Market Value
ANHEUSER BUSCH COS INC 4.950%	75,002	75,113
JP MORGAN CHASE & CO, 3.70%	24,990	25,780
WAL MART STORES INC, 3.00%
WELLS FARGO & CO MTN, 3.75%	24,998	25,637
AT & T INC 2.500%	25,192	25,667
COCA COLA CO 1.500%	24,979	25,471
COLGATE-PALMOLIVE CO, 1.375%	49,836	50,718
GEORGIA POWER COMPANY 1.300%
JOHN DEERE CAPITAL CORP 2.800%	25,225	26,171
PROCTER & GAMBLE CO 1.800%	24,950	25,578
SHELL INTERNATIONAL FIN 1.875%
US BANCORP MTNS 1.125%
ISHARES IBOXX $ INVESTMENT GRADE CORP BD
EI DU PONT DE NEMOURS CO 1.950%	25,173	25,510
TEXAS INSTRUMENTS INC 1.375%	25,046	25,091
AFLAC INC 2.65%	25,709	25,798
RIO TINTO FIN USA LTD 9.00%	31,695	32,641
DOUBLELINE TOTAL RETURN BOND FD CL I
VICTORY FUND FOR INCOME CLASS I
RIDGEWORTH SEIX FLOATING RATE HIGH INC	49,944	50,111
SCOUT UNCONSTRAINED BOND FUND CLASS I	24,957	25,127

- TIN:

TY 2013 InvestmentsCorpStockSchedule

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ABBOTT LABORATORIES	24,804	38,330
APPLE INC	9,434	56,102
BAXTER INTERNATIONAL INC	26,426	38,252
CATERPILLAR INC DEL
CERNER CORP
COCA COLA CO.	27,158	45,441
COSTCO WHOLESALE CORP	27,228	53,559
CVS CAREMARK CORPORATION	32,866	71,570
DISNEY WALT CO	28,547	75,636
EXXONMOBIL CORP
MCDONALDS CORP
MICROSOFT CORP
ORACLE CORP
TARGET CORP
TJX COS INC	15,474	63,730
UMB FINANCIAL CORP	1,693	64,280
WELLS FARGO & CO	37,425	54,480
SCOUT INTERNATIONAL FUND
SCOUT MID CAP FUND	38,049	64,018
CHEVRON CORP	33,215	59,332
HOME DEPOT INC	17,115	57,638
INTERNATIONAL BUSINESS MACHINES
QUALCOMM INC	25,226	44,550
US BANCORP DEL	24,760	51,510
CENTURYLINK INC
NATIONAL OILWELL VARCO INC
NEXTERA ENERGY INC	35,986	51,372
LAZARD EMERGING MARKETS FUND INSTL
VERIZON COMMUNICATIONS	18,654	34,398
DIGITAL REALTY TRUST INC
DU PONT E I DE NEMOURS & CO	36,834	45,479
JOHNSON & JOHNSON	26,616	36,636
KIMBERLY CLARK CORP	24,393	36,561
LIMITED BRANDS INC
PHILIP MORRIS INTERNATIONAL INC
ROCHE HOLDING LTD ADR	19,453	35,026
SPECTRA ENERGY CORP	30,284	35,620
TORONTO DOMINION BANK
UNITEDHEALTH GROUP INC	25,222	39,533
ISHARES GOLD TRUST
LKCM SMALL CAP EQUITY FUND INSTL	41,612	58,388
TORTOISE ENERGY INFRASTRUCTURE CORP	63,552	85,806
ALLSTATE CORP	23,243	43,632
ANHEUSER-BUSCH INBEV NV ADR	32,865	39,922
BHP BILLITON LTD ADR
BRISTOL MYERS SQUIBB	32,553	51,821
GENERAL ELECTRIC CO	32,283	42,045
INTERACTIVE CORP	34,481	48,056
JPMORGAN CHASE & CO	36,806	58,480
KRAFT FOODS GROUP INC
MASTERCARD INC-CLASS A	37,393	62,660
MAXIM INTEGRATED PRODUCTS INC
MONDELEZ INTERNATIONAL INC
UNION PACIFIC CORP	36,556	50,400
UNITED PARCEL SERVICE INC CLASS B SHARES	32,542	44,659
V F CORP
PRINCIPAL FUND MIDCAPS I	90,332	123,320
VANGUARD REIT VIPERS ETF	39,853	38,736
WALTHAUSEN SMALL CAP VALUE FUND	81,995	119,280
ABBVIE INC	26,898	52,810
BERKSHIRE HATHAWAY INC-CL B	37,943	38,532
BOEING CO	30,391	40,947
CME GROUP INC	36,555	39,230
CONOCOPHILLIPS	43,752	42,390
CONTINENTAL RESOURCES INC	35,652	50,634
DANAHER CORP DEL	37,776	40,530
EATON CORP PLC	40,021	49,478
ECOLAB INC	36,955	36,494
GILEAD SCIENCES INC	28,639	43,182
GOOGLE INC	44,456	56,036
HARTFORD FINANCIAL SERVICES GROUP INC	36,714	54,345
KLA-TENCOR CORP	35,062	35,453
LINCOLN NATIONAL CORP	29,118	46,458
MASCO CORP	31,542	37,001
OCCIDENTAL PETROLEUM CORP	34,002	35,663
PRUDENTIAL FINANCIAL INC	36,495	41,499
SALESFORCE.COM INC	47,035	49,671
SCHLUMBERGER LTD	30,627	36,044
STARBUCKS CORP	34,030	43,115
THERMO FISHER SCIENTIFIC INC.	39,780	47,324
TWENTY-FIRST CENTURY FOX-CLASS A	40,956	42,204
WEYERHAEUSER CO	33,182	34,727
WHOLE FOODS MARKET INC	43,420	40,481
FRANKLIN INTL SMALL CAP GROWTH ADV	25,000	32,074
OAKMARK INTERNATIONAL FUND CLASS I	100,000	118,080
OPPENHEIMER DEVELOPING MKTS CL Y	25,925	27,116

- TIN:

TY 2013 InvestmentsGovtObligationsSch

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

US Government Securities - End of Year Book Value:

204,150

US Government Securities - End of Year Fair Market Value:

221,270

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

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

- TIN:

TY 2013 OtherAssetsSchedule

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
INCOME RECEIVABLE	4,749	1

- TIN:

TY 2013 OtherExpensesSchedule

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INVESTMENT EXPENSES	10	10

- TIN:

TY 2013 OtherIncomeSchedule2

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
Other Investment Income	-2,580	-2,580

- TIN:

TY 2013 OtherProfessionalFeesSchedule

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
UMB BANK	32,787	29,508	0	3,279

- TIN:

TY 2013 TaxesSchedule

Name:

WILLARD J & MARY G BREIDENTHAL

FOUNDATION

EIN: 48-6103376

Software ID:13000170

Software Version:2013v3.1

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
2012 990PF BALANCE DUE	3,252
2013 990PF ESTIMATE	3,720