TY 2013 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

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

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

OMB No. 1545-0052

2013

Open to Public Inspection

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

Name of foundation
ERNEST G DEBAKEY CHARITABLE FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)33561 BOARDWALK DRIVE Room/suite

City or town, state or province, country, and ZIP or foreign postal code
SPANISH FORT, AL36527

A Employer identification number

72-1374786

B Telephone number (see instructions)

(251) 621-1344

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

$19,338,343J 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)	188,246
2	Check
3	Interest on savings and temporary cash investments	77		77
4	Dividends and interest from securities......	466,073		466,073
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		656,382
b	Gross sales price for all assets on line 6a 4,403,477
7	Capital gain net income (from Part IV, line 2)...			656,382
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).......		2,562	2,562
12	Total. Add lines 1 through 11........	1,313,340		1,125,094
13	Compensation of officers, directors, trustees, etc.	30,828		15,414	15,414
14	Other employee salaries and wages......	25,000		0	25,000
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		5,008	2,504	2,504
c	Other professional fees (attach schedule)....		90,112	80,112	10,000
17	Interest...............
18	Taxes (attach schedule) (see instructions)		14,528	12,616	1,912
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		21,370	8,149	13,221
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	186,846		118,795	68,051
25	Contributions, gifts, grants paid........	652,795			652,795
26	Total expenses and disbursements. Add lines 24 and 25	839,641		118,795	720,846
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	473,699
b	Net investment income (if negative, enter -0-)			1,006,299
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...............		722,815	829,642	829,642
	2	Savings and temporary cash investments..........
	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)		2,237,657	1,984,660	2,016,386
	b	Investments—corporate stock (attach schedule)........		4,983,129	4,922,963	6,333,479
	c	Investments—corporate bonds (attach schedule)........		6,636,715	7,154,824	7,353,298
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........		1,702,521	1,906,174	2,805,538
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)		16,282,837	16,798,263	19,338,343
		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 )		1,451	1,576
23		Total liabilities (add lines 17 through 22)..........		1,451	1,576
		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.........		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		16,281,386	16,796,687
	30	Total net assets or fund balances (see page 17 of the
		instructions)....................		16,281,386	16,796,687
	31	Total liabilities and net assets/fund balances (see page 17 of
		the instructions)..................		16,282,837	16,798,263

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	16,281,386
2	Enter amount from Part I, line 27a.....................	2	473,699
3	Other increases not included in line 2 (itemize)	3	41,602
4	Add lines 1, 2, and 3..........................	4	16,796,687
5	Decreases not included in line 2 (itemize)	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	16,796,687

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
1 a	PUBLICLY TRADED SECURITIES	P
b	CAPITAL GAINS DIVIDENDS	P
c
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	4,295,986	3,747,095	548,891
b	107,491		107,491
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			548,891
b			107,491
c
d
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	656,382
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . . . . .		3

Part V

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

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

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

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

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

1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a) Base period years Calendar year (or tax year beginning in)	(b) Adjusted qualifying distributions	(c) Net value of noncharitable-use assets	(d) Distribution ratio (col. (b) divided by col. (c))
2012	1,004,363	17,713,552	0.056700
2011	966,786	17,302,104	0.055877
2010	526,220	16,197,074	0.032489
2009	993,346	15,173,473	0.065466
2008	653,360	13,088,987	0.049917

2	Total of line 1, column (d) ......................	2	0.260449
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	0.052090
4	Enter the net value of noncharitable-use assets for 2013 from Part X, line 5.....	4	18,274,017
5	Multiply line 4 by line 3.......................	5	951,894
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	10,063
7	Add lines 5 and 6.........................	7	961,957
8	Enter qualifying distributions from Part XII, line 4..............	8	720,846
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	20,126
	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	0
3	Add lines 1 and 2............................	3	20,126
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	20,126
6	Credits/Payments:

a	2013 estimated tax payments and 2012 overpayment credited to 2013	6a	7,960
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	7,960
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8	14
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9	12,180
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10
11	Enter the amount of line 10 to be: Credited to 2014 estimated tax	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

$ 0(2) On foundation managers. bullet

$ 0

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

on foundation managers. bullet

$ 0

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

MARSHA L DEBAKEY Telephone no. bullet

(251) 621-1344

Located at bullet

1729 SPRINGHILL AVENUEMOBILEAL ZIP+4 bullet

36604

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
FRANK L MCPHILLIPS MD	DIRECTOR 0.10	3,000	0	0
1729 SPRINGHILL AVENUE MOBILE,AL36604	DIRECTOR 0.10	3,000	0	0
KERMIT BISHOP	DIRECTOR 0.10	3,000	0	0
1729 SPRINGHILL AVENUE MOBILE,AL36604	DIRECTOR 0.10	3,000	0	0
MARSHA DEBAKEY	PRES/TRE/DIR 0.10	3,000	0	0
1729 SPRINGHILL AVENUE MOBILE,AL36604	PRES/TRE/DIR 0.10	3,000	0	0
FT BOUDREAU III MD	DIRECTOR 0.10	3,000	0	0
1729 SPRINGHILL AVENUE MOBILE,AL36604	DIRECTOR 0.10	3,000	0	0
JOHN H MARTIN	SEC/DIRECTOR 0.10	3,000	0	0
1729 SPRINGHILL AVENUE MOBILE,AL36604	SEC/DIRECTOR 0.10	3,000	0	0
LEIGH ANNE FLEMING	DIRECTOR 0.10	3,000	0	0
1729 SPRINGHILL AVENUE MOBILE,AL36604	DIRECTOR 0.10	3,000	0	0
TRUSTMARK	TRUSTEE 0.10	12,828	0	0
1729 SPRINGHILL AVENUE MOBILE,AL36604	TRUSTEE 0.10	12,828	0	0

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









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

913,701

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

20,126

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

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

20,126

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

893,575

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

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

893,575

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

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

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

893,575

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	(b) Years prior to 2012	(c) 2012	(d) 2013
1 Distributable amount for 2013 from Part XI, line 7					893,575
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.......
b From 2009.......	104,602
c From 2010.......
d From 2011.......	92,126
e From 2012.......	134,553
fTotal of lines 3a through e.........		331,281
4Qualifying distributions for 2013 from Part
XII, line 4: $ 720,846
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.....					720,846
e Remaining amount distributed out of corpus		0
5 Excess distributions carryover applied to 2013.		172,729			172,729
(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		158,552
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 ......		158,552
10 Analysis of line 9:
a Excess from 2009....
b Excess from 2010....
c Excess from 2011....	23,999
d Excess from 2012....	134,553
e Excess from 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 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:

MARSHA DEBAKEY
33561 BOARDWALK DRIVE
SPANISH FORT,AL36527
(251) 621-1344

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

NO FORMS; LETTER TO OUTLINE REQUEST

cAny submission deadlines:

NONE

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

NONE

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
ARTHRITIS FOUNDATION 1011 HILLCREST RD MOBILE,AL36695		PUBLIC	COMMUNITY WELFARE	15,000
COMMUNITY SERVICES FOR VISION REHABILITATION 600 BEL AIR BLVD SUITE 110 MOBILE,AL36606		PUBLIC	COMMUNITY WELFARE	10,000
KERRI CASTELLO CANCER RESEARCH FOUNDATION 9390 TIMBER CREEK BLVD SPANISH FORT,AL36527		PUBLIC	COMMUNITY WELFARE	25,000
MOBILE AREA COUNCIL 2587 GOVERNMENT BLVD MOBILE,AL36606		PUBLIC	COMMUNITY WELFARE	600
CHRISTIAN MEDICAL MINISTRY 1530 3RD AVENUE SOUTH BIRMINGHAM,AL352943412		PUBLIC	COMMUNITY WELFARE	35,000
DRUG EDUCATION COUNCIL 3000 TELEVISION AVENUE MOBILE,AL36606		PUBLIC	EDUCATION	11,000
GULF COAST EXPLOREUM 65 GOVERNMENT ST MOBILE,AL36602		PUBLIC	COMMUNITY WELFARE	10,000
INFIRMARY FOUNDATION 5 MOBILE INFIRMARY CIRCLE MOBILE,AL36607		PUBLIC	COMMUNITY WELFARE	199,000
MOBILE COUNTY HEALTH DEPARTMENT 251 NORTH BAYOU STREET MOBILE,AL36603		PUBLIC	COMMUNITY WELFARE	25,605
OZANAM CHARITABLE PHARMACY 571 DAUPHIN ST MOBILE,AL36602		PUBLIC	COMMUNITY WELFARE	7,000
TULANE UNIVERSITY 6823 ST CHARLES AVENUE NEW ORLEANS,LA70118		PUBLIC	EDUCATION	102,509
UNIVERSITY OF ALABAMA AT BIRMINGHAM 1720 2ND AVE SOUTH BIRMINGHAM,AL35294		PUBLIC	EDUCATION	52,081
UNIVERSITY OF SOUTH ALABAMA 307 NORTH UNIVERSITY BLVD MOBILE,AL36608		PUBLIC	EDUCATION	160,000
Total ................................. 3a				652,795

bApproved for future payment

Total ................................. 3b				0

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	77
4 Dividends and interest from securities....			14	466,073
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	2,562
8 Gain or (loss) from sales of assets other than inventory .............			18	656,382
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		1,125,094	0

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

131,125,094

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

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2013)

Page 12

Part XVII

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

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

Yes

organizations?

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

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

If "Yes," complete the following schedule.

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

Sign Here

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

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

Form 990-PF (2013)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

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

ERNEST G DEBAKEY CHARITABLE FOUNDATION

Employer identification number

72-1374786

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 ERNEST G DEBAKEY CHARITABLE 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	ESTATE OF ERNEST G DEBAKEY 33561 BOARDWALK DRIVE SPANISH FORT, AL36527	$188,246	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 ERNEST G DEBAKEY CHARITABLE 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
ERNEST G DEBAKEY CHARITABLE FOUNDATION

Employer identification number

72-1374786

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:
Software Version:

- TIN:

TY 2013 AccountingFeesSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING	5,008	2,504		2,504

- TIN:

TY 2013 InvestmentsCorpBondsSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Name of Bond	End of Year Book Value	End of Year Fair Market Value
BRISTOL MYERS SQUIBB CO 5.450% DUE 5/01/2018	156,196	171,710
BURLINGTON NORTHERN SANTA FE 5.75% DUE 03/15/2018	152,494	171,012
CAROLINA POWER & LIGHT CO 5.25% DUE 12/15/2015	147,497	163,398
CATERPILLAR FINL SVCS 5.85% DUE 9/01/2017	164,649	170,991
CONOCO INC USD 6.95% DUE 04/15/2029	178,481	189,807
DIAMOND OFFSHORE DRILLING 5.875% DUE 5/01/2019	158,358	173,430
GENERAL ELECTRIC CAP CORP 4.875% DUE 3/04/2015	148,148	157,562
HALIBURTON CO 5.9% DUE 09/15/2018	152,357	174,530
IBM CORP 7.0% DUE 10/30/2025	172,018	188,246
KINDER MORGAN ENERGY 5.95% DUE 02/15/2018	157,799	170,459
ELI LILLY & CO 5.5% DUE 03/15/2027	149,802	171,138
MCDONALDS CORP 5.8% DUE 10/15/2017	153,201	172,938
MORGAN STANLEY 4.750% DUE 4/1/2014	19,970	20,159
UNITED TECHNOLOGIES CORP 6.125% DUE 02/01/2019	162,612	177,060
VALERO ENERGY CORP 7.5% DUE 4/15/2032	160,831	182,433
ALLSTATE LIFE GLOBAL FDG 5.375% DUE 04/30/2013	208,034	205,532
COX COMMUNICATIONS INC 5.450% DUE 12/15/14	10,321	10,450
DOMINION RES INC VA 5.150% DUE 07/15/2015	85,076	85,122
GEORGIA POWER COMPANY 6.00% DUE 11/01/13	149,534	163,166
PFIZER INC GLBL SR NT 4.5% 02/15/14	81,227	80,380
UNITED PARCEL SERVICE INC NOTE 3.875% DUE 04/01/14	80,791	80,661
UNITED TECHNOLOGIES CORP NOTE 4.875% DUE 05/01/15	83,117	84,543
ARCHER DANIELS MIDLAND CO 4.479% DUE 03/01/2021	156,511	157,712
MICROSOFT CORP NOTE 3.000% DUE 10/01/2020	203,269	203,848
WEATHERFORD INTERNATIONAL 6.350% DUE 06/15/2017	161,222	169,577
AT&T INC 2.500% DUE 08/15/2015	81,255	82,136
AMERICAN EXPRESS CR CORP 5.125% DUE 08/25/2014	81,776	82,436
GENERAL ELECTRIC CAP CORP 2.950% DUE 05/09/2016	70,024	73,288
MICROSOFT CORP 2.500% DUE 02/08/2016	62,098	62,264
VALERO ENERGY CORP NEW SR NT 4.750% DUE 04/01/2014	80,958	80,822
VERIZON COMMUNICATIONS INC 3.000% DUE 04/01/2016	82,384	83,424
CONOCOPHILLIPS NOTE 4.6% DUE 1/15/2015	84,488	83,390
DEVON ENERGY CORPORATION 2.4% DUE 7/15/16	82,366	82,263
HOME DEPOT INC. 5.4% DUE 03/01/16	87,933	87,751
INTEL CORP NOTE 1.95% DUE 10/01/16	72,316	71,960
INTERNATIONAL BUSINESS MACHINES CORP. .75% DUE 5/11/15	100,254	100,440
TARGET CORP 1.125% DUE 07/18/14	80,448	80,321
AMERICAN EXPRESS CR CORP 2.375% DUE 3/24/2017	152,461	154,182
COX COMMUNICATIONS INC 5.450% DUE 12/15/14	57,457	57,478
JOHN DEERE CAPITAL CORP 2.750% DUE 03/15/2022	152,283	141,977
HOME DEPOT INC. SR NT 4.4% DUE 04/01/21	168,841	161,996
TARGET CORP NOTE 3.875% DUE 07/15/2020	170,884	158,136
AT&T INC 5.55% DUE 8/15/2041	154,227	152,229
CAMERON INTERNATIONAL CORP 4% DUE 12/15/2023-2023	150,171	148,230
MONDELEZ INTERNATIONAL INC 6.5% DUE 11/1/2031	146,882	170,679
NOBLE HOLDING INTL LTD 3.95% DUE 3/15/2022	154,215	146,643
VERIZON COMMUNICATIONS 1.1% DUE 11/1/2017	147,544	145,935
ANHEUSER BUSCH COS INC 5.05% DUE 10/15/2016	89,498	89,001
APACHE CORP 5.625% DUE 1/15/2017	91,931	89,911
APPLE INC 1% DUE 5/3/2018	68,112	67,687
BURLINGTON NORTH SANTA FE 5.65% DUE 5/1/2017	91,648	89,721
JOHN DEERE CAPITAL CORP 2.8% DUE 9/18/2017	80,154	78,514
DOW CHEMICAL CO 5.7% DUE 5/15/2018	24,276	24,010
ENTERPRISE PRODUCTS OPER 3.2% DUE 2/1/2016	84,303	83,450
KRAFT FOODS GROUP INC 6.125% DUE 8/23/2018	96,297	93,250
MCDONALDS CORP 5.8% DUE 10/15/2017	94,197	92,234
MONSANTO COMPANY 5.125% DUE 4/15/2018	91,223	89,735
RIO TINTO FIN USA PLC 2.25% DUE 12/14/2018-2018	78,305	79,606
3M COMPANY 1.375% DUE 9/29/2016	80,994	81,190
WAL-MART STORES INC 5.8% DUE 2/15/2018	96,137	92,447
INTEL CORP 3.3% DUE 10/1/2021	212,969	198,698

- TIN:

TY 2013 InvestmentsCorpStockSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Name of Stock	End of Year Book Value	End of Year Fair Market Value
BAKER HUGHES INC COMMON	81,453	79,629
BERKSHIRE HATHAWAY INC DEL CL B NEW	49,357	82,991
CHEVRON CORP COM	42,489	74,945
CONCOPHILIPS COM	120,492	141,300
FAIRFAX FINANCIAL HOLDINGS	117,126	196,029
GENERAL MARITIME CORP NEW	24,803	0
LEUCADIA NATIONAL CORP	58,256	73,684
ELI LILLY & CO COMMON	59,849	81,600
LOWES CORP COM	62,262	67,536
MERCK & CO INC NEW COM	54,937	75,075
NEWMOUNT MINING CORPORATION	74,412	41,454
NOBLE ENERGY INC.	56,362	122,598
PFIZER INC COMMON	106,556	153,150
PRECISION DRILLING CORP COM 2010	9,165	14,992
RAYTHEON COMPANY COM - NEW	67,884	108,840
TECK RESOURCES LIMITED	69,738	65,025
TECUMSEH PRODUCTS COMPANY	94,033	38,010
TEN LTD-TSAKOS ENERGY NAVIGATION	23,012	14,424
VALERO ENERGY CORP	48,891	136,080
CENOVUS ENERGY INC COM	77,755	74,490
ENCANA CORPORATION	82,564	46,930
NOKIA CORP. SPONSORED ADR	42,069	39,739
SANOFI - AVENTIS SPONSORED A DR	35,371	75,082
ABBOT LABORATORIES COM	68,884	93,142
AMERICAN EXPRESS COMPANY	28,499	56,888
APPLE INC COM	135,092	190,747
COSTCO WHOLESALE CORP NEW	47,068	63,081
DANAHER CORPORATION	40,882	69,480
DIRECTV COM CL A	69,055	120,855
EMC CORP MASS	104,190	117,199
EXXON MOBIL CORP COM	55,076	69,828
GOOGLE INC CL A	103,479	168,107
INTERNATIONAL BUSINESS MACHINES- COMMON	31,223	37,514
PRAXAIR, INC	54,547	75,417
QUALCOMM INCORPORATED	108,560	149,243
TJX COMPANIES INC	27,617	65,005
UNITED TECHNOLOGIES CORP	75,658	114,938
WAL MART STORES, INC	122,050	145,577
EXELIS INC COM	21,935	45,744
PERMIAN BASIN ROYALTY TRUST	52,869	41,152
THOMPSON CREEK METALS CO INC F	42,159	12,862
TRANSOCEAN LTD.	70,079	59,304
MFC INDL LTD COM	27,504	28,764
CELGENE CORP COM	39,266	94,622
COCA COLA CO COM	111,044	130,540
CVS CAREMARK CORP DELAWARE	62,293	109,502
ECOLAB INCORPORATED	43,117	79,245
HOME DEPOT INCORPORATED	47,855	68,342
KROGER CO	74,326	95,663
MASTERCARD INCORPORATED	34,653	83,546
SCHLUMBERGER LIMITED COM	50,592	61,275
SIGMA-ALDRICH CORPORATION	35,803	46,065
VERIZON COMMUNICATIONS, INC	155,212	168,059
ARCH COAL INC. COM	45,164	24,920
HEWLETT PACKARD CO. COM	23,414	36,374
LEXMARK INTERNATIONAL INC CL A NEW	22,134	31,968
PHILLIPS 66	37,993	77,130
RADIOSHACK CORPORATION COM	27,401	9,360
AMGEN INC.	99,985	131,192
COMCAST CORPORATION CL A	116,733	164,729
CONAGRA FOODS INC COMMON	66,676	75,825
EXPRESS SCRIPTS HLDG CO COMM	87,122	102,550
HONEYWELL INTERNATIONAL INC COM	44,390	61,218
MCKESSON CORP COM	35,326	64,560
ORACLE CORPORATION	137,091	155,718
STERICYCLE, INC	71,388	90,613
UNION PACIFIC CORP	66,970	80,640
UNITED PARCEL SVC CL B	30,187	43,083
VIACOM INC CLASS B	44,372	80,353
ABBVIE INC COM	23,436	42,776
AUTOZONE INC COM	98,269	109,926
JOHNSON AND JOHNSON COM	90,139	92,506
PETSMART INC COM	49,019	48,743
SOUTHWEST AIRLINES CO COM	39,607	39,564
VERISIGN INC COM	56,859	59,182
CISCO SYSTEMS INC COM	27,451	29,159
CORNING INC COM	49,384	65,934
CST BRANDS INC COM	4,633	11,016
FREEPORT MCMORAN COPPER AND COLD COM	52,809	60,384
INTEL CORP COM	27,175	31,146
BARRICK GOLD CORP COM	48,413	47,601

- TIN:

TY 2013 InvestmentsGovtObligationsSch

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

US Government Securities - End of Year Book Value:

1,984,660

US Government Securities - End of Year Fair Market Value:

2,016,386

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

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

- TIN:

TY 2013 InvestmentsOtherSchedule2

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
AMERICAN FUNDS EUROPACIFIC GROWTH FD F2	AT COST	1,033,706	1,396,302
LKCM SMALL CAP INSTITUTIONAL	AT COST	872,468	1,409,236

- TIN:

TY 2013 OtherExpensesSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Description	Revenue and Expenses per Books	Net Investment Income	Disbursements for Charitable Purposes
TELEPHONE	1,176	0	1,176
OFFICE EXPENSES	3,045	0	3,045
DUES	250	0	250
INSURANCE	7,104	0	7,104
INTEREST INVESTMENT EXPENSE	8,076	8,076	0
MISC. EXPENSES	73	73	0
FACILITIES & EQUIPMENT	1,646	0	1,646

- TIN:

TY 2013 OtherIncomeSchedule2

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
ROYALTY INCOME	2,562	2,562	2,562
MISC. RECEIPTS	0	0	0

- TIN:

TY 2013 OtherIncreasesSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Description	Amount
BOOK TO TAX TIMING DIFFERENCE	41,602

- TIN:

TY 2013 OtherLiabilitiesSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Description	Beginning of Year - Book Value	End of Year - Book Value
PAYROLL TAX LIABILITY	1,451	1,576

- TIN:

TY 2013 OtherProfessionalFeesSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INVESTMENT ADVISORY FEES	70,112	70,112		0
MANAGEMENT FEES	20,000	10,000		10,000

- TIN:

TY 2013 TaxesSchedule

Name:

ERNEST G DEBAKEY CHARITABLE FOUNDATION

EIN: 72-1374786

Category	Amount	Net Investment Income	Disbursements for Charitable Purposes
FEDERAL TAXES PAID	9,903	9,903	0
PAYROLL TAXES	1,912	0	1,912
FOREIGN TAXES	2,713	2,713	0