Form990-PF

Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
bulletDo not enter Social Security numbers on this form as it may be made public. By law, the IRS cannot redact the information on the form.
bulletInformation about Form 990-PF and its instructions is at www.irs.gov/form990pf.
OMB No. 1545-0052
2013
Open to Public Inspection
For calendar year 2013, or tax year beginning 01-01-2013 , and ending 12-31-2013
Name of foundation
WILLIAM G GILMORE FOUNDATION
 

Number and street (or P.O. box number if mail is not delivered to street address)1660 BUSH STREET NO 300   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
SAN FRANCISCO, CA94109
A Employer identification number

94-6079493
B Telephone number (see instructions)

(415) 561-6540
C bullet
G Check all that apply:

D 1. bullet
2. bullet
E bullet
H Check type of organization:
I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16)bullet$23,020,591J Accounting method:
 
(Part I, column (d) must be on cash basis.)
F bullet
Part I Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).) (a) Revenue and
expenses per
books 		(b) Net investment
income 		(c) Adjusted net
income 		(d) Disbursements
for charitable
purposes
(cash basis only)
Revenue 1 Contributions, gifts, grants, etc., received (attach schedule)  
2 Check bullet
3 Interest on savings and temporary cash investments 795 795  
4 Dividends and interest from securities...... 401,136 401,136  
5a Gross rents..............      
b Net rental income or (loss)  
6a Net gain or (loss) from sale of assets not on line 10 1,410,421
b Gross sales price for all assets on line 6a 3,400,220
7 Capital gain net income (from Part IV, line 2)... 1,410,421
8 Net short-term capital gain.........  
9 Income modifications...........  
10a Gross sales less returns and allowances  
b Less: Cost of goods sold....  
c Gross profit or (loss) (attach schedule).....    
11 Other income (attach schedule)....... Click to see attachment 8,222 0  
12 Total. Add lines 1 through 11........ 1,820,574 1,812,352  
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 0 0   0
14 Other employee salaries and wages......        
15 Pension plans, employee benefits.......        
16a Legal fees (attach schedule).........        
b Accounting fees (attach schedule)....... Click to see attachment 21,800 2,180   0
c Other professional fees (attach schedule).... Click to see attachment 87,369 875   0
17 Interest...............        
18 Taxes (attach schedule) (see instructions) Click to see attachment 18,091 0   0
19 Depreciation (attach schedule) and depletion...      
20 Occupancy..............        
21 Travel, conferences, and meetings....... 1,798 180   0
22 Printing and publications..........        
23 Other expenses (attach schedule)....... Click to see attachment 4,750 0   0
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 133,808 3,235   0
25 Contributions, gifts, grants paid........ 2,000,000 2,000,000
26 Total expenses and disbursements. Add lines 24 and 25 2,133,808 3,235   2,000,000
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements -313,234
b Net investment income (if negative, enter -0-) 1,809,117
c Adjusted net income (if negative, enter -0-)...  
For Paperwork Reduction Act Notice, see instructions.
Cat. No. 11289X Form 990-PF (2013)
Form 990-PF (2013)
Page 2
Part II Balance Sheets Attached schedules and amounts in the description column
should be for end-of-year amounts only. (See instructions.)		 Beginning of year End of year
(a) Book Value (b) Book Value (c) Fair Market Value
Assets 1 Cash—non-interest-bearing............... 41,389 46,386 46,386
2 Savings and temporary cash investments.......... 1,490,174 1,174,887 1,174,887
3 Accounts receivable bullet  
Less: allowance for doubtful accounts bullet        
4 Pledges receivable bullet  
Less: allowance for doubtful accounts bullet        
5 Grants receivable.................      
6 Receivables due from officers, directors, trustees, and other
disqualified persons (attach schedule) (see instructions).....      
7 Other notes and loans receivable (attach schedule) bullet  
Less: allowance for doubtful accounts bullet        
8 Inventories for sale or use...............      
9 Prepaid expenses and deferred charges...........      
10a Investments—U.S. and state government obligations (attach schedule)      
b Investments—corporate stock (attach schedule)........ 20,590,459 Click to see attachment21,780,804 21,780,804
c Investments—corporate bonds (attach schedule)........      
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)...........      
14 Land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
15 Other assets (describe bullet) Click to see attachment5,771 Click to see attachment18,514 Click to see attachment18,514
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 22,127,793 23,020,591 23,020,591
Liabilities 17 Accounts payable and accrued expenses.......... 8,395  
18 Grants payable...................   10,000
19 Deferred revenue..................    
20 Loans from officers, directors, trustees, and other disqualified persons    
21 Mortgages and other notes payable (attach schedule)......    
22 Other liabilities (describe bullet) Click to see attachment54,000 Click to see attachment63,000
23 Total liabilities (add lines 17 through 22).......... 62,395 73,000
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................... 22,065,398 22,947,591
25 Temporarily restricted................    
26 Permanently restricted................    
bullet
and complete lines 27 through 31.
27 Capital stock, trust principal, or current funds.........    
28 Paid-in or capital surplus, or land, bldg., and equipment fund    
29 Retained earnings, accumulated income, endowment, or other funds    
30 Total net assets or fund balances (see page 17 of the
instructions).................... 22,065,398 22,947,591
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 22,127,793 23,020,591
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 22,065,398
2 Enter amount from Part I, line 27a..................... 2 -313,234
3 Other increases not included in line 2 (itemize) bulletClick to see attachment 3 1,204,427
4 Add lines 1, 2, and 3.......................... 4 22,956,591
5 Decreases not included in line 2 (itemize) bulletClick to see attachment 5 9,000
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 22,947,591
Form 990-PF (2013)
Form 990-PF (2013)
Page 3
Part IV
Capital Gains and Losses for Tax on Investment Income
(a) List and describe the kind(s) of property sold (e.g., real estate,
2-story brick warehouse; or common stock, 200 shs. MLC Co.) 		(b) How acquired
P—Purchase
D—Donation 		(c) Date acquired
(mo., day, yr.) 		(d) Date sold
(mo., day, yr.)
1 a PUBLICLY TRADED SECURITIES P    
b CAPITAL GAINS DIVIDENDS P    
c
d
e
(e) Gross sales price (f) Depreciation allowed
(or allowable) 		(g) Cost or other basis
plus expense of sale 		(h) Gain or (loss)
(e) plus (f) minus (g)
a 3,355,432   1,989,799 1,365,633
b 44,788     44,788
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       1,365,633
b       44,788
c
d
e
2 Capital gain net income or (net capital loss) Bracket If gain, also enter in Part I, line 7
If (loss), enter -0- in Part I, line 7		 Bracket 2 1,410,421
3 Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0-
in Part I, line 8 . . . . . . . . . . . . . . . . 		Bracket 3  
Part V
Qualification Under Section 4940(e) for Reduced Tax on Net Investment Income
(For optional use by domestic private foundations subject to the section 4940(a) tax on net investment income.)

If section 4940(d)(2) applies, leave this part blank.
Was the foundation liable for the section 4942 tax on the distributable amount of any year in the base period?
If "Yes," the foundation does not qualify under section 4940(e). Do not complete this part.
1 Enter the appropriate amount in each column for each year; see page 18 of the instructions before making any entries.
(a)
Base period years Calendar
year (or tax year beginning in) 		(b)
Adjusted qualifying distributions 		(c)
Net value of noncharitable-use assets 		(d)
Distribution ratio
(col. (b) divided by col. (c))
2012 1,643,178 22,115,735 0.074299
2011 1,658,766 22,707,224 0.073050
2010 1,341,873 21,685,930 0.061878
2009 1,310,047 19,849,297 0.066000
2008 1,515,473 24,837,312 0.061016
2 Total of line 1, column (d) ...................... 2 0.336243
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 0.067249
4 Enter the net value of noncharitable-use assets for 2013 from Part X, line 5..... 4 22,771,700
5 Multiply line 4 by line 3....................... 5 1,531,374
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 18,091
7 Add lines 5 and 6......................... 7 1,549,465
8 Enter qualifying distributions from Part XII, line 4.............. 8 2,000,000
If line 8 is equal to or greater than line 7, check the box in Part VI, line 1b, and complete that part using a 1% tax rate. See
the Part VI instructions.
Form 990-PF (2013)
Form 990-PF (2013)
Page 4
Part VI
Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)
1a Bulletand enter “N/A" on line 1. Bracket
Date of ruling or determination letter:   (attach copy of letter if necessary–see instructions)
b 1 18,091
hereBulletand enter 1% of Part I, line 27b...................
c All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2 Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-) 2 0
3 Add lines 1 and 2............................ 3 18,091
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 18,091
6 Credits/Payments:
a 2013 estimated tax payments and 2012 overpayment credited to 2013 6a 30,300
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 30,300
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. 8  
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9  
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10 12,209
11 Enter the amount of line 10 to be: Credited to 2014 estimated taxBullet12,209 RefundedBullet 11 0
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of
the instructions for definition)?............................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$ 0(2) On foundation managers.bullet$ 0
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$ 0
2
Has the foundation engaged in any activities that have not previously been reported to the IRS?.......
2
 
No
If "Yes," attach a detailed description of the activities.
3
Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles
of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....
3
 
No
4a
Did the foundation have unrelated business gross income of $1,000 or more during the year?........
4a
 
No
b
If "Yes," has it filed a tax return on Form 990-T for this year?...................
4b
 
 
5
Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........
5
 
No
If "Yes," attach the statement required by General Instruction T.
6
Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:
  • By language in the governing instrument, or
  • By state legislation that effectively amends the governing instrument so that no mandatory directions
    • that conflict with the state law remain in the governing instrument?................
    6
    Yes
     
    7
    Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c), and Part XV.
    7
    Yes
     
    8a
    Enter the states to which the foundation reports or with which it is registered (see instructions)
    bulletCA
    b
    If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney
    General (or designate) of each state as required by General Instruction G? If "No," attach explanation .
    8b
    Yes
     
    9
    Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)
    or 4942(j)(5) for calendar year 2013 or the taxable year beginning in 2013 (see instructions for Part XIV)?
    If "Yes," complete Part XIV.............................
    9
     
    No
    10
    Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names and addresses.
    10
     
    No
    11
    At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the
    meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) .............
    11
     
    No
    12
    Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had
    advisory privileges? If "Yes," attach statement (see instructions).................
    12
     
    No
    13
    Did the foundation comply with the public inspection requirements for its annual returns and exemption application?
    13
    Yes
     
    Website addressbulletWWW.PFS-LLC.NET/GILMORE
    14
    The books are in care ofbulletPACIFIC FOUNDATION SERVICES LLC Telephone no.bullet (415) 561-6536
    Located atbullet1660 BUSH STREET SUITE 300SAN FRANCISCOCA ZIP+4bullet94109
    15
    Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041.........bullet
    and enter the amount of tax-exempt interest received or accrued during the year ......bullet
    15  
    16 At any time during calendar year 2013, did the foundation have an interest in or a signature or other authority over YesNo
    a bank, securities, or other financial account in a foreign country?
    16   No
    See instructions for exceptions and filing requirements for Form TD F 90-22.1. If "Yes", enter the name of the
    foreign country bullet  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 5
    Part VII-B
    Statements Regarding Activities for Which Form 4720 May Be Required
    File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.
    Yes
    No
    1a
    During the year did the foundation (either directly or indirectly):
    (1) Engage in the sale or exchange, or leasing of property with a disqualified person?
    (2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)
    a disqualified person?.........................
    (3) Furnish goods, services, or facilities to (or accept them from) a disqualified person?
    (4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person?
    (5) Transfer any income or assets to a disqualified person (or make any of either available
    for the benefit or use of a disqualified person)?.................
    (6) Agree to pay money or property to a government official? (Exception. Check "No"
    if the foundation agreed to make a grant to or to employ the official for a period
    after termination of government service, if terminating within 90 days.).........
    b
    If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations
    section 53.4941(d)-3 or in a current notice regarding disaster assistance (see page 20 of the instructions)?...
    1b
     
     
    .........bullet
    c
    Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,
    that were not corrected before the first day of the tax year beginning in 2013?.............
    1c
     
    No
    2
    Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private
    operating foundation defined in section 4942(j)(3) or 4942(j)(5)):
    a
    At the end of tax year 2013, did the foundation have any undistributed income (lines 6d
    and 6e, Part XIII) for tax year(s) beginning before 2013?...............
    If "Yes," list the years bullet20, 20, 20, 20
    b
    Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)
    (relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)
    to all years listed, answer "No" and attach statement—see instructions.) ..............
    2b
     
     
    c
    If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.
    bullet20, 20, 20, 20
    3a
    Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at
    any time during the year?.........................
    b
    If "Yes," did it have excess business holdings in 2013 as a result of (1) any purchase by the foundation
    or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved
    by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)
    the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine
    if the foundation had excess business holdings in 2013.)....................
    3b
     
     
    4a
    Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?
    4a
     
    No
    b
    Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its
    charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2013?
    4b
     
    No
    5a
    During the year did the foundation pay or incur any amount to:
    (1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))?
    (2) Influence the outcome of any specific public election (see section 4955); or to carry
    on, directly or indirectly, any voter registration drive?...............
    (3) Provide a grant to an individual for travel, study, or other similar purposes?
    (4) Provide a grant to an organization other than a charitable, etc., organization described
    in section 509(a)(1), (2), or (3), or section 4940(d)(2)? (see instructions)........
    (5) Provide for any purpose other than religious, charitable, scientific, literary, or
    educational purposes, or for the prevention of cruelty to children or animals?........
    b
    If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in
    Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......
    5b
     
     
    .........bullet
    c
    If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the
    tax because it maintained expenditure responsibility for the grant?............
    If "Yes," attach the statement required by Regulations section 53.4945–5(d).
    6a
    Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on
    a personal benefit contract?........................
    b
    Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....
    6b
     
    No
    If "Yes" to 6b, file Form 8870.
    7a
    At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?
    b
    If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....
    7b
     
     
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 6
    Part VIII
    Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
    and Contractors
    1 List all officers, directors, trustees, foundation managers and their compensation (see instructions).
    (a) Name and address (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation
     (If not paid, enter
    -0-)     		(d) Contributions to
    employee benefit plans
    and deferred compensation     		(e) Expense account,
    other allowances
    WILLIAM MACKEY PRESIDENT
    1.00     		0 0 0
    1660 BUSH STREET SUITE 300
    SAN FRANCISCO,CA94109
    DAVID JUBB CHIEF FINANCIAL OFFICER
    1.00     		0 0 0
    1660 BUSH STREET SUITE 300
    SAN FRANCISCO,CA94109
    BOB BORTON SECRETARY
    1.00     		0 0 0
    1660 BUSH STREET SUITE 300
    SAN FRANCISCO,CA94109
    MARY LEE BOKLUND VICE PRESIDENT
    1.00     		0 0 0
    1660 BUSH STREET SUITE 300
    SAN FRANCISCO,CA94109
    2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."
    (a) Name and address of each employee paid more than $50,000 (b) Title, and average
    hours per week
    devoted to position     		(c) Compensation (d) Contributions to
    employee benefit
    plans and deferred
    compensation     		(e) Expense account,
    other allowances
    NONE
    Total number of other employees paid over $50,000...................bullet 0
    3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
    (a) Name and address of each person paid more than $50,000 (b) Type of service (c) Compensation
    PACIFIC FOUNDATION SERVICES LLC FOUNDATION MANAGEMENT 87,369
    1660 BUSH STREET SUITE 300
    SAN FRANCISCO,CA94109
    Total number of others receiving over $50,000 for professional services.............bullet0
    Part IX-A
    Summary of Direct Charitable Activities
    List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc. Expenses
    1
     
    2  
    3  
    4  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 7
    Part IX-B
    Summary of Program-Related Investments (see instructions)
    Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2. Amount
    1  
    2  
    All other program-related investments. See page 24 of the instructions.
    3  
    Total. Add lines 1 through 3.........................bullet0
    Part X
    Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
    see instructions.)
    1
    Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,
    purposes:
    a
    Average monthly fair market value of securities...................
    1a
     
    b
    Average of monthly cash balances.......................
    1b
     
    c
    Fair market value of all other assets (see instructions)................
    1c
     
    d
    Total (add lines 1a, b, and c).........................
    1d
     
    e
    Reduction claimed for blockage or other factors reported on lines 1a and
    1c (attach detailed explanation) .............
    1e
     
    2
    Acquisition indebtedness applicable to line 1 assets..................
    2
     
    3
    Subtract line 2 from line 1d.........................
    3
     
    4
    Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see
    instructions) .............................
    4
     
    5
    Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4
    5
     
    6
    Minimum investment return. Enter 5% of line 5..................
    6
     
    Part XI
    Distributable Amount bullet and do not complete this part.)
    1
    Minimum investment return from Part X, line 6....................
    1
    1,138,585
    2a
    Tax on investment income for 2013 from Part VI, line 5......
    2a
    18,091
    b
    Income tax for 2013. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    18,091
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    1,120,494
    4
    Recoveries of amounts treated as qualifying distributions................
    4
    0
    5
    Add lines 3 and 4............................
    5
    1,120,494
    6
    Deduction from distributable amount (see instructions).................
    6
    0
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    1,120,494
    Part XII
    Qualifying Distributions (see instructions)
    1
    Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:
    a
    Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........
    1a
     
    b
    Program-related investments—total from Part IX-B..................
    1b
     
    2
    Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,
    purposes...............................
    2
     
    3
    Amounts set aside for specific charitable projects that satisfy the:
    a
    Suitability test (prior IRS approval required)....................
    3a
     
    b
    Cash distribution test (attach the required schedule) .................
    3b
     
    4
    Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4
    4
     
    5
    Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment
    income. Enter 1% of Part I, line 27b (see instructions).................
    5
     
    6
    Adjusted qualifying distributions. Subtract line 5 from line 4..............
    6
     
    Note: The amount on line 6 will be used in Part V, column (b), in subsequent years when calculating whether the foundation qualifies for
    the section 4940(e) reduction of tax in those years.
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 8
    Part XIII
    Undistributed Income (see instructions)
    (a)
    Corpus     		(b)
    Years prior to 2012     		(c)
    2012     		(d)
    2013
    1 Distributable amount for 2013 from Part XI, line 7 1,120,494
    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....... 760,399
    b From 2009....... 333,784
    c From 2010....... 277,958
    d From 2011....... 549,285
    e From 2012....... 565,791
    fTotal of lines 3a through e......... 2,487,217
    4Qualifying distributions for 2013 from Part
    XII, line 4: bullet$ 2,000,000
    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..... 1,120,494
    e Remaining amount distributed out of corpus 879,506
    5 Excess distributions carryover applied to 2013. 0 0
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5 3,366,723
    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) ...     		760,399
    9Excess distributions carryover to 2014.
    Subtract lines 7 and 8 from line 6a ......     		2,606,324
    10 Analysis of line 9:
    a Excess from 2009.... 333,784
    b Excess from 2010.... 277,958
    c Excess from 2011.... 549,285
    d Excess from 2012.... 565,791
    e Excess from 2013.... 879,506
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 9
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2013, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2013 (b) 2012 (c) 2011 (d) 2010
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used
    directly for active conduct of exempt activities ...........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    ERIC L SLOAN
    1660 BUSH STREET
    SAN FRANCISCO,CA94109
    (415) 561-6540
    bThe form in which applications should be submitted and information and materials they should include:
    FOR GUIDELINES AND MORE INFORMATION ABOUT THIS FOUNDATION, SEE WWW.PFS-LLC.NET
    cAny submission deadlines:
    FOR GUIDELINES AND MORE INFORMATION ABOUT THIS FOUNDATION, SEE WWW.PFS-LLC.NET
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    FOR GUIDELINES AND MORE INFORMATION ABOUT THIS FOUNDATION, SEE WWW.PFS-LLC.NET
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 10
    Part XV
    Supplementary Information (continued)
    3 Grants and Contributions Paid During the Year or Approved for Future Payment
    Recipient If recipient is an individual,
    show any relationship to
    any foundation manager
    or substantial contributor
    		 Foundation
    status of
    recipient     		Purpose of grant or
    contribution     		Amount
    Name and address (home or business)
    aPaid during the year
    AIM HIGH FOR HIGH SCHOOL
    2030 HARRISON STREET 3RD FLOOR
    SAN FRANCISCO,CA94110     		  PUBLIC CHARITY SUMMER PROGRAM 25,000
    ALAMEDA COUNTY COMMUNITY FOOD BANK
    7900 EDGEWATER DRIVE
    OAKLAND,CA94621     		  PUBLIC CHARITY FOOD BANK'S CHILDREN'S FOOD DISTRIBUTION AND CHILDREN'S BACKPACK PROGRAM EFFORTS 5,000
    AMBULATORY SURGERY ACCESS COALITION
    115 SANSOME STREET
    SAN FRANCISCO,CA94104     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT FOR OPERATION ACCESS 10,000
    AT THE CROSSROADS
    333 VALENCIA STREET SUITE 320
    SAN FRANCISCO,CA94103     		  PUBLIC CHARITY STREET OUTREACH AND COUNSELING FOR HOMELESS YOUTH 20,000
    BERKELEY FOOD AND HOUSING PROJECT
    2362 BANCROFT WAY
    BERKELEY,CA94704     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 20,000
    BERKELEY YOUTH LIVING WITH DISABILITIES
    2110 7TH STREET
    BERKELEY,CA94710     		  PUBLIC CHARITY FOOD COSTS FOR COMMUNITY BASED RESIDENCE 2,000
    BIG BROTHERS BIG SISTERS OF THE BAY AREA
    731 MARKET STREET SUITE 600
    SAN FRANCISCO,CA94103     		  PUBLIC CHARITY HELP RECRUIT AND ENROLL 195 NEW MENTORING RELATIONSHIPS FOR AT-RISK YOUTH 5,000
    BLANCHET HOUSE OF HOSPITALITY
    340 NW GLISAN STREET
    PORTLAND,OR97209     		  PUBLIC CHARITY SOUP KITCHEN 15,000
    BLANCHET HOUSE OF HOSPITALITY
    340 NW GLISAN STREET
    PORTLAND,OR97209     		  PUBLIC CHARITY SOUP KITCHEN 25,000
    BOARD OF TRUSTEES OF THE GLIDE FOUNDATION
    330 ELLIS STREET
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY WALK-IN CENTER 10,000
    BOYS & GIRLS CLUBS OF OAKLAND
    3300 HIGH STREET
    OAKLAND,CA94619     		  PUBLIC CHARITY EDUCATION & CAREER DEVELOPMENT INITIATIVE 10,000
    BOYS & GIRLS CLUBS OF SAN FRANCISCO
    55 HAWTHORNE STREET SUITE 600
    SAN FRANCISCO,CA94105     		  PUBLIC CHARITY EDUCATION INITIATIVE 10,000
    BUILD
    2385 BAY ROAD
    REDWOOD CITY,CA94065     		  PUBLIC CHARITY NEW CURRICULUM AT NORTH/WEST OAKLAND SITE 10,000
    CATHOLIC CHARITIES OF THE EAST BAY
    433 JEFFERSON STREET
    OAKLAND,CA94607     		  PUBLIC CHARITY HOUSING-CRITICAL FAMILY NEEDS 10,000
    CATLIN GABEL SCHOOL
    8825 SW BARNES ROAD
    PORTLAND,OR97225     		  EDUCATIONAL ORGANIZA LOWER SCHOOL MATH & SCIENCE TECHNOLOGY EQUIPMENT 50,000
    CATLIN GABEL SCHOOL
    8825 SW BARNES ROAD
    PORTLAND,OR97225     		  EDUCATIONAL ORGANIZA LOWER SCHOOL MATH & SCIENCE TECHNOLOGY EQUIPMENT 50,000
    CENTER FOR INDEPENDENT LIVING
    3075 ADELINE STREET SUITE 100
    BERKELEY,CA94703     		  PUBLIC CHARITY MENTORS, ADVOCATES, AND PEER SERVICES PROGRAM 15,000
    CITY YOUTH NOW
    375 WOODSIDE AVENUE
    SAN FRANCISCO,CA94127     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    COLLEGE TRACK
    117 BROADWAY
    OAKLAND,CA94607     		  PUBLIC CHARITY EXPANSION PROGRAM TO BAYVIEW HUNTERS POINT NEIGHBORHOOD 15,000
    COMMUNITY HOUSING PARTNERSHIP
    20 JONES STREET
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    COMMUNITY MUSIC CENTER
    544 CAPP STREET
    SAN FRANCISCO,CA94110     		  PUBLIC CHARITY YOUNG MUSICIANS PROGRAM 10,000
    COMPASS FAMILY SERVICES
    49 POWELL STREET 3RD FLOOR
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY COMPASS CHILDREN'S CENTER 10,000
    CORO NORTHERN CALIFORNIA INC
    601 MONTGOMERY STREET SUITE 800
    SAN FRANCISCO,CA94111     		  PUBLIC CHARITY CORO YOUTH EXPLORING LEADERSHIP PROGRAM 5,000
    CURRY SENIOR CENTER
    333 TURK STREET
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY BREAKFAST PROGRAM AND CLIENT ASSISTANCE FUND 10,000
    DIABETIC YOUTH FOUNDATION
    5167 CLAYTON ROAD SUITE F
    CONCORD,CA94521     		  PUBLIC CHARITY DIABETES RESIDENTIAL EDUCATION PROGRAM 10,000
    EACH ONE REACH ONE
    146 SOUTH SPRUCE AVENUE
    SOUTH SAN FRANCISCO,CA94080     		  PUBLIC CHARITY GED TUTORING AND TESTING PROGRAM 20,000
    CORNERSTONE COMMUNITY DEVELOPMENT CORPORATION (BUILDING FUTURES)
    1395 BANCROFT AVENUE
    SAN LEANDRO,CA94577     		  PUBLIC CHARITY SAFETY NET SERVICES FOR WOMEN AND CHILDREN IN CRISIS 15,000
    EAST PALO ALTO TENNIS AND TUTORING
    PO BOX 60597
    PALO ALTO,CA94306     		  PUBLIC CHARITY EQUIPMENT UPGRADE 15,000
    EDWARDS WORK-ACTIVITY CENTER
    20250 SW KINNAMAN ROAD
    ALOHA,OR97007     		  PUBLIC CHARITY ALOHA PROJECT COMMUNITY CENTER'S RENOVATION 20,000
    EPISCOPAL COMMUNITY SERVICES OF SAN FRANCISCO
    165 EIGHTH STREET 3RD FLOOR
    SAN FRANCISCO,CA94103     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    FAMILY & CHILD EMPOWERMENT SERVICES
    1101 MASONIC AVENUE
    SAN FRANCISCO,CA94115     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT FOR FACES SF 10,000
    FIRST BAPTIST CHURCH
    909 SW 11TH AVENUE
    PORTLAND,OR97205     		  PUBLIC CHARITY DOWNTOWN SOUP KITCHEN 25,000
    FIRST BAPTIST CHURCH
    909 SW 11TH AVENUE
    PORTLAND,OR97205     		  PUBLIC CHARITY DOWNTOWN SOUP KITCHEN 30,000
    FLUID LIVING - DBA SEVEN TEPEES YOUTH PROGRAM
    3177 17TH STREET
    SAN FRANCISCO,CA94110     		  PUBLIC CHARITY LEARNING CENTER PROGRAM 5,000
    FOOD RUNNERS
    2579 WASHINGTON STREET
    SAN FRANCISCO,CA94115     		  PUBLIC CHARITY GENERAL OPERATING COST 6,500
    FRIENDS OF THE CHILDREN - PORTLAND
    44 NE MORRIS
    PORTLAND,OR97212     		  PUBLIC CHARITY SUPPORT FOR NEWLY ENROLLED CHILDREN TO PAIR WITH PROFESSIONAL MENTORS 10,000
    FRIENDS OF THE SAN FRANCISCO PUBLIC LIBRARY
    710 VAN NESS
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    GENERAL ASSISTANCE ADVOCACY PROJECT INC
    276 GOLDEN AVENUE
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    GLENWOOD SCHOOL FOUNDATION
    25 WEST CASTLEWOOD DRIVE
    SAN RAFAEL,CA94901     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 25,000
    HABITAT FOR HUMANITY SAN FRANCISCO
    645 HARRISON STREET SUITE 201
    SAN FRANCISCO,CA94107     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    HOMELESS PRENATAL PROGRAM
    2500 18TH STREET
    SAN FRANCISCO,CA94110     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    HOSPICE BY THE BAY
    17 E SIR FRANCIS DRAKE BLVD SUITE
    100
    LARKSPUR,CA94939     		  PUBLIC CHARITY ART & GRIEF SUPPORT PROGRAM 10,000
    HUCKLEBERRY YOUTH PROGRAMS
    3310 GEARY BLVD
    SAN FRANCISCO,CA94118     		  PUBLIC CHARITY HUCKLEBERRY WELLNESS ACADEMY AFTER-SCHOOL PROGRAM 15,000
    I HAVE A DREAM FOUNDATION - OREGON
    2916 ALBERTA STREET SUITE D
    PORTLAND,OR97211     		  PUBLIC CHARITY DREAMER CLASS 10 15,000
    KIPP BAY AREA SCHOOLS
    1404 FRANKLIN STREET SUITE 500
    OAKLAND,CA94612     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    LARKIN STREET YOUTH SERVICES
    701 SUTTER STREET SUITE 2
    SAN FRANCISCO,CA94109     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 5,000
    LEGAL SERVICES FOR CHILDREN INC
    1254 MARKET STREET 3RD FLOOR
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    LINFIELD COLLEGE
    900 SW BAKER STREET
    MCMINNVILLE,OR97128     		  EDUCATIONAL ORGANIZA LINFIELD-GOOD SAMARITAN SCHOOL OF NURSING OF LINFIELD COLLEGE 175,000
    LOAVES & FISHES - PORTLAND
    PO BOX 19477 7710 SW 31ST AVENUE
    PORTLAND,OR97280     		  PUBLIC CHARITY FUNDING FOR SENIOR NUTRITION PROGRAM 40,000
    MARY ELIZABETH INN
    1040 BUSH STREET
    SAN FRANCISCO,CA94109     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    MEALS ON WHEELS OF SAN FRANCISCO INC
    1375 FAIRFAX AVENUE
    SAN FRANCISCO,CA94124     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    MEDICAL TEAMS INTERNATIONAL
    PO BOX 10
    PORTLAND,OR97207     		  PUBLIC CHARITY PORTLAND CHILDREN'S DENTAL BUS PROGRAM 20,000
    MERITUS COLLEGE FUND
    PO BOX 29024
    SAN FRANCISCO,CA94129     		  PUBLIC CHARITY CONNECTIONS PROGRAM 10,000
    MISSION GRADUATES
    3040 16TH STREET
    SAN FRANCISCO,CA94103     		  PUBLIC CHARITY COLLEGE CONNECT PROGRAM 10,000
    MUDD-NICK FOUNDATION
    PO BOX 1078
    MANZANITA,OR97130     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 5,000
    NEW DOOR VENTURES
    3075 21ST STREET
    SAN FRANCISCO,CA94110     		  PUBLIC CHARITY YOUTH DEVELOPMENT PROGRAMS 10,000
    OKIZU FOUNDATION
    16 DIGITAL DRIVE
    NOVATO,CA94949     		  PUBLIC CHARITY ONCOLOGY CAMP PROGRAM 10,000
    OMEGA BOYS CLUB
    1060 TENNESSEE STREET
    SAN FRANCISCO,CA94107     		  PUBLIC CHARITY OMEGA LEADERSHIP ACADEMY EDUCATIONAL PROGRAM 10,000
    ON LOK DAY SERVICES
    225 30TH STREET
    SAN FRANCISCO,CA94131     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    OPTIONS RECOVERY SERVICES
    1931 CENTER STREET
    BERKELEY,CA94707     		  PUBLIC CHARITY CONTINUED SUPPORT OF CLIENT COUNSELING/CASE MANAGEMENT SERVICES 10,000
    OREGON FOOD BANK
    PO BOX 55370
    PORTLAND,OR97238     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    LA CASA DE LAS MADRES
    1663 MISSION STREET SUITE 225
    SAN FRANCISCO,CA94103     		  PUBLIC CHARITY EMERGENCY SHELTER RENOVATIONS 15,000
    PACIFIC NORTHWEST COLLEGE OF ART
    1241 NW JOHNSON STREET
    PORTLAND,OR97209     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 200,000
    LIFT SAN FRANCISCO (HORIZONS FOR YOUTH)
    5214-F DIAMOND HEIGHTS BLVD 832
    SAN FRANCISCO,CA94131     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 5,000
    PATHWAYS HOSPICE FOUNDATION
    585 NORTH MARY AVENUE
    SUNNYVALE,CA94085     		  PUBLIC CHARITY HOSPICE SERVICES 10,000
    PORTLAND ART MUSEUM
    1219 SW PARK AVENUE
    PORTLAND,OR97205     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 50,000
    PORTLAND RESCUE MISSION
    34 NW FIRST AVENUE SUITE 50
    PORTLAND,OR97209     		  PUBLIC CHARITY FEEDING THE HUNGRY 35,000
    PROJECT AVARY INC
    385 BEL MARIN KEYS BLVD SUITE G
    NOVATO,CA94949     		  PUBLIC CHARITY FAMILY SUPPORT PROGRAM 10,000
    PROJECT OPEN HAND - OAKLAND
    3443 SAN PABLO AVENUE
    OAKLAND,CA94608     		  PUBLIC CHARITY COMPREHENSIVE NUTRITION PROGRAMS 30,000
    MARYLHURST UNIVERSITY
    17600 PACIFIC HIGHWAY PO BOX 261
    MARYLHURST,OR97036     		  EDUCATIONAL ORGANIZA GENERAL SUPPORT 10,000
    RAISING A READER SAN FRANCISCO AND ALAMEDA COUNTIES
    470 THIRD STREET SUITE 102
    SAN FRANCISCO,CA94107     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    RAPHAEL HOUSE OF SAN FRANCISCO INC
    1065 SUTTER STREET
    SAN FRANCISCO,CA94109     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 5,000
    RAVENSWOOD EDUCATION FOUNDATION
    PO BOX 396
    MENLO PARK,CA94026     		  PUBLIC CHARITY EXTENDED DAY INITIATIVE 10,000
    REBUILDING TOGETHER SAN FRANCISCO
    PIER 28
    SAN FRANCISCO,CA94105     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 5,000
    RONALD MCDONALD HOUSE OF SAN FRANCISCO INC
    1640 SCOTT STREET
    SAN FRANCISCO,CA94115     		  PUBLIC CHARITY LODGING PROGRAM 5,000
    SAN FRANCISCO-MARIN FOOD BANK
    900 PENNSYLVANIA AVENUE
    SAN FRANCISCO,CA94107     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    SAN FRANCISCO GENERAL HOSPITAL FOUNDATION
    2789 25TH STREET SUITE 2028
    SAN FRANCISCO,CA94110     		  PUBLIC CHARITY SAN FRANCISCO MEDICAL-LEGAL PARTNERSHIP (SFMLP) AT SAN FRANCISCO GENERAL HOSPITAL AND TRAUMA 5,000
    SAN FRANCISCO GIRLS CHORUS INC
    44 PAGE STREET SUITE 200
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY NEED-BASED SCHOLARSHIPS 5,000
    NEW AVENUES FOR YOUTH
    1220 SW COLUMBIA STREET
    PORTLAND,OR97205     		  PUBLIC CHARITY GENERAL SUPPORT 25,000
    SAN FRANCISCO COURT APPOINTED SPECIAL ADVOCATES
    100 BUSH STREET SUITE 650
    SAN FRANCISCO,CA94104     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    SAN FRANCISCO WOMEN AGAINST RAPE
    3543 18TH STREET 7
    SAN FRANCISCO,CA94110     		  PUBLIC CHARITY RAPE CRISIS DIRECT SERVICES 15,000
    SECOND HARVEST FOOD BANK OF SANTA CLARA AND SAN MATEO COUNTIES
    750 CURTNER AVENUE
    SAN JOSE,CA95125     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 20,000
    OAKLAND PUBLIC LIBRARY
    125 14TH STREET 2ND FLOOR
    OAKLAND,CA94612     		  PUBLIC CHARITY CHILDREN READ PROGRAMMING FUND 5,000
    ST ANTHONY FOUNDATION
    150 GOLDEN GATE AVENUE
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 45,000
    ST MARY'S HOME FOR BOYS
    16535 SW TUALATIN VALLEY HIGHWAY
    BEAVERTON,OR97006     		  PUBLIC CHARITY TREATMENT NEEDS FOR THE BOYS HOME 25,000
    ST ROSE OF LIMA CATHOLIC CHURCH
    2727 NE 54TH AVENUE
    PORTLAND,OR97213     		  PUBLIC CHARITY FINANCIAL AID SUPPORT 10,000
    RAPHAEL HOUSE OF PORTLAND
    4110 SE HAWTHORNE BOULEVARD
    PORTLAND,OR97214     		  PUBLIC CHARITY GENERAL SUPPORT 25,000
    ST VINCENT DE PAUL SOCIETY
    1237 VAN NESS AVENUE SUITE 200
    SAN FRANCISCO,CA94109     		  PUBLIC CHARITY RILEY CENTER: SERVICES FOR DOMESTIC VIOLENCE SURVIVORS 25,000
    RUBY'S PLACE (AKA EMERGENCY SHELTER PROGRAM)
    1180 B STREET
    HAYWARD,CA94541     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 15,000
    SWORDS TO PLOWSHARES VETERANS RIGHTS ORGANIZATION
    1060 HOWARD STREET
    SAN FRANCISCO,CA94103     		  PUBLIC CHARITY ASSISTANCE FOR VETERANS IN NEED 20,000
    TENDERLOIN NEIGHBORHOOD DEVELOPMENT CORPORATION
    201 EDDY STREET
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 10,000
    THE FOUNDATION CENTER
    312 SUTTER STREET SUITE 606
    SAN FRANCISCO,CA94108     		  PUBLIC CHARITY PROGRAMS AND SERVICES 1,500
    THE JANET POMEROY CENTER
    207 SKYLINE BLVD AT HERBST STREET
    SAN FRANCISCO,CA94132     		  PUBLIC CHARITY AFTER-SCHOOL PROGRAM FOR YOUTH WITH DEVELOPMENTAL DISABILITIES 10,000
    THE LEGAL AID SOCIETY - EMPLOYMENT LAW CENTER
    180 MONTGOMERY STREET SUITE 600
    SAN FRANCISCO,CA94104     		  PUBLIC CHARITY WORK & FAMILY PROJECT AND PROJECT SURVIVE 90,000
    UP ON TOP
    1187 FRANKLIN STREET
    SAN FRANCISCO,CA94109     		  PUBLIC CHARITY AFTER SCHOOL PROGRAM 10,000
    VOLUNTEERS IN MEDICINE - SAN FRANCISCO CO CLINIC BY THE BAY
    4877 MISSION STREET
    SAN FRANCISCO,CA94112     		  PUBLIC CHARITY EXPANSION OF PRIMARY AND PREVENTIVE HEALTH CARE SERVICES AT CLINIC BY THE BAY 15,000
    WASHINGTON COUNTY MUSEUM
    17677 NW SPRINGVILLE ROAD
    PORTLAND,OR97229     		  PUBLIC CHARITY CHILDREN'S FAMILY PROGRAM AND HUBBLE EXHIBIT 10,000
    DOROTHY DAY HOUSE
    PO BOX 12701
    BERKELEY,CA94712     		  PUBLIC CHARITY THE BERKELEY HOMELESS BREAKFAST PROJECT 5,000
    EAST OAKLAND YOUTH DEVELOPMENT CENTER
    8200 INTERNATIONAL BOULEVARD
    OAKLAND,CA94621     		  PUBLIC CHARITY AFTER SCHOOL LEADERSHIP ACADEMY 10,000
    GUIDE DOGS FOR THE BLIND
    32901 SE KELSO ROAD
    BORING,OR97009     		  PUBLIC CHARITY GENERAL SUPPORT 25,000
    HEARING INSTITUTE
    1675 SW MARLOW AVENUE SUITE 200
    PORTLAND,OR97225     		  PUBLIC CHARITY GENERAL SUPPORT 15,000
    HOMELESS YOUTH ALLIANCE
    PO BOX 170427
    SAN FRANCISCO,CA94117     		  PUBLIC CHARITY OUTREACH COUNSELORS TEAM 20,000
    HOSPITALITY HOUSE
    290 TURK STREET
    SAN FRANCISCO,CA94102     		  PUBLIC CHARITY SHELTER PROGRAM 15,000
    PORTLAND JAPANESE GARDEN
    PO BOX 3847
    PORTLAND,OR97208     		  PUBLIC CHARITY GENERAL SUPPORT 10,000
    SHANTI PROJECT INC
    730 POLK STREET 3RD FLOOR
    SAN FRANCISCO,CA94109     		  PUBLIC CHARITY VOLUNTEER SERVICES 5,000
    ST MARY'S ACADEMY
    1615 SW 5TH AVENUE
    PORTLAND,OR97201     		  EDUCATIONAL ORGANIZA GENERAL SUPPORT 10,000
    WILLAMETTE UNIVERSITY
    900 STATE STREET
    SALEM,OR97301     		  EDUCATIONAL ORGANIZA WILLAMETTE ACADEMY 15,000
    SALVATION ARMY CASCADE DIVISION
    8495 SE MONTEREY AVENUE
    HAPPY VALLEY,OR97086     		  PUBLIC CHARITY GENERAL OPERATING SUPPORT 20,000
    Total .................................bullet 3a 2,000,000
    bApproved for future payment
    Total .................................bullet 3b 0
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 11
    Part XVI-A
    Analysis of Income-Producing Activities
    Enter gross amounts unless otherwise indicated. Unrelated business income Excluded by section 512, 513, or 514 (e)
    Related or exempt
    function income
    (See instructions.)
    1Program service revenue: (a)
    Business code     		(b)
    Amount     		(c)
    Exclusion code     		(d)
    Amount
    a
    b
    c
    d
    e
    f
    gFees and contracts from government agencies          
    2 Membership dues and assessments....          
    3
    Interest on savings and temporary cash investments ............     		    14 795  
    4 Dividends and interest from securities....     14 401,136  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....          
    6
    Net rental income or (loss) from personal property .............     		         
    7 Other investment income.....          
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 1,410,421  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: aSUBLEASE RENTAL INCOME     01 1,100  
    bREFUND OF SECURITY DEPOSIT     01 7,122  
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e).. 0 1,820,574 0
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,820,574
    (See worksheet in line 13 instructions to verify calculations.)
    Part XVI-B
    Relationship of Activities to the Accomplishment of Exempt Purposes
    Line No.
    DownArrow     		Explain below how each activity for which income is reported in column (e) of Part XVI-A contributed importantly to
    the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See
    instructions.)
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 12
    Part XVII
    Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations
    1
    Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) of the Code (other than section 501(c)(3) organizations) or in section 527, relating to political
    Yes
    No
    organizations?
    a
    Transfers from the reporting foundation to a noncharitable exempt organization of:
    (1) Cash...................................
    1a(1)
     
    No
    (2) Other assets.................................
    1a(2)
     
    No
    b
    Other transactions:
    (1) Sales of assets to a noncharitable exempt organization....................
    1b(1)
     
    No
    (2) Purchases of assets from a noncharitable exempt organization..................
    1b(2)
     
    No
    (3) Rental of facilities, equipment, or other assets.......................
    1b(3)
     
    No
    (4) Reimbursement arrangements...........................
    1b(4)
     
    No
    (5) Loans or loan guarantees.............................
    1b(5)
     
    No
    (6) Performance of services or membership or fundraising solicitations................
    1b(6)
     
    No
    c
    Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............
    1c
     
    No
    d
    If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
    of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
    in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.
    (a) Line No. (b) Amount involved (c) Name of noncharitable exempt organization (d) Description of transfers, transactions, and sharing arrangements
    2a
    Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
    described in section 501(c) of the Code (other than section 501(c)(3)) or in section 527?...........
    b
    If "Yes," complete the following schedule.
    (a) Name of organization (b) Type of organization (c) Description of relationship
    Sign Here
    Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer or fiduciary) is based on all information of which preparer has any knowledge.
    Bullet Bullet
    May the IRS discuss this return
    with the preparer shown below
    (see instr.)?
    Signature of officer or trustee Date Title
    Paid Preparer Use Only Print/Type preparer's name Preparer's Signature Date PTIN
    Firm's namebullet



    Firm's addressbullet







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


    Software ID:  
    Software Version:  


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2013 AccountingFeesSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING 21,800 2,180   0

    TY 2013 InvestmentsCorpStockSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Name of Stock End of Year Book Value End of Year Fair Market Value
    INVESTMENTS IN CORPORATE STOCK 21,780,804 21,780,804

    TY 2013 OtherAssetsSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    PREPAID EXPENSES AND OTHER ASSETS 5,771 18,514 18,514


    TY 2013 OtherDecreasesSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Description Amount
    DEFERRED EXCISE TAX EXPENSE 9,000


    TY 2013 OtherExpensesSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INSURANCE 4,473 0   0
    ADMINISTRATIVE 277 0   0


    TY 2013 OtherIncomeSchedule2
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    SUBLEASE RENTAL INCOME 1,100   1,100
    REFUND OF SECURITY DEPOSIT 7,122   7,122


    TY 2013 OtherIncreasesSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Description Amount
    UNREALIZED GAIN ON INVESTMENTS 1,204,427


    TY 2013 OtherLiabilitiesSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Description Beginning of Year - Book Value End of Year - Book Value
    DEFERRED EXCISE TAX LIABILITY 54,000 63,000


    TY 2013 OtherProfessionalFeesSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FOUNDATION MANAGEMENT 87,369 875   0


    TY 2013 TaxesSchedule
    Name:
    WILLIAM G GILMORE FOUNDATION
    EIN: 94-6079493
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    EXCISE TAX 18,091 0   0