Form990-PF
Click to see attachment

Department of the Treasury
Internal Revenue Service
Return of Private Foundation
or Section 4947(a)(1) Trust Treated as Private Foundation
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
THE TOM AND FRANCES LEACH FOUNDATION INC
 

Number and street (or P.O. box number if mail is not delivered to street address)1720 BURNT BOAT DRIVE   Room/suite
City or town, state or province, country, and ZIP or foreign postal code
BISMARCK, ND58502
A Employer identification number

45-6012703
B Telephone number (see instructions)

(701) 255-0479
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$19,263,992J 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 308 308 308
4 Dividends and interest from securities...... 381,705 381,705 381,705
5a Gross rents.............. 338,447 338,447 338,447
b Net rental income or (loss) 300,089
6a Net gain or (loss) from sale of assets not on line 10 537,776
b Gross sales price for all assets on line 6a 4,270,349
7 Capital gain net income (from Part IV, line 2)... 537,776
8 Net short-term capital gain......... 18,797
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 379,975 379,975  
12 Total. Add lines 1 through 11........ 1,638,211 1,638,211 739,257
Operating and Administrative Expenses 13 Compensation of officers, directors, trustees, etc. 33,000 13,200   19,800
14 Other employee salaries and wages...... 20,398 8,159   12,239
15 Pension plans, employee benefits....... 612 245   367
16a Legal fees (attach schedule)......... Click to see attachment 1,539 616   923
b Accounting fees (attach schedule)....... Click to see attachment 5,745 2,298   3,447
c Other professional fees (attach schedule).... Click to see attachment 74,774 74,774    
17 Interest...............        
18 Taxes (attach schedule) (see instructions) Click to see attachment 18,712 17,776   936
19 Depreciation (attach schedule) and depletion... Click to see attachment 458    
20 Occupancy.............. 14,561 5,824   8,737
21 Travel, conferences, and meetings....... 18,454 3,070   15,384
22 Printing and publications.......... 7,153 2,861   4,292
23 Other expenses (attach schedule)....... Click to see list of attachments 43,714 40,500 38,359 3,214
24 Total operating and administrative expenses.
Add lines 13 through 23.......... 239,120 169,323 38,359 69,339
25 Contributions, gifts, grants paid........ 690,100 690,100
26 Total expenses and disbursements. Add lines 24 and 25 929,220 169,323 38,359 759,439
27 Subtract line 26 from line 12:
a Excess of revenue over expenses and disbursements 708,991
b Net investment income (if negative, enter -0-) 1,468,888
c Adjusted net income (if negative, enter -0-)... 700,898
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............... 30,998 20,305 20,305
2 Savings and temporary cash investments.......... 85,419 158,598 158,598
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)........ 8,433,010 Click to see attachment8,516,577 11,288,092
c Investments—corporate bonds (attach schedule)........ 4,394,522 Click to see attachment4,958,197 5,532,374
11 Investments—land, buildings, and equipment: basis bullet  
Less: accumulated depreciation (attach schedule) bullet        
12 Investments—mortgage loans..............      
13 Investments—other (attach schedule)........... 100,206 Click to see attachment100,206 2,263,123
14 Land, buildings, and equipment: basis bullet14,347
Less: accumulated depreciation (attach schedule) bullet13,950 855 Click to see attachment397 1,400
15 Other assets (describe bullet) Click to see attachment100 Click to see attachment100 Click to see attachment100
16 Total assets (to be completed by all filers—see the
instructions. Also, see page 1, item I) 13,045,110 13,754,380 19,263,992
Liabilities 17 Accounts payable and accrued expenses.......... 532 811
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 bullet)    
23 Total liabilities (add lines 17 through 22).......... 532 811
Net Assets or Fund Balances bullet
and complete lines 24 through 26 and lines 30 and 31.
24 Unrestricted.................... 13,044,578 13,753,569
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).................... 13,044,578 13,753,569
31 Total liabilities and net assets/fund balances (see page 17 of
the instructions).................. 13,045,110 13,754,380
Part III Analysis of Changes in Net Assets or Fund Balances
1 Total net assets or fund balances at beginning of year—Part II, column (a), line 30 (must agree
with end-of-year figure reported on prior year’s return)............... 1 13,044,578
2 Enter amount from Part I, line 27a..................... 2 708,991
3 Other increases not included in line 2 (itemize) bullet 3  
4 Add lines 1, 2, and 3.......................... 4 13,753,569
5 Decreases not included in line 2 (itemize) bullet 5  
6 Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30. 6 13,753,569
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.)
1a
b
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
b
c
d
e
Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69 (l) Gains (Col. (h) gain minus
col. (k), but not less than -0-) or
Losses (from col.(h))
(i) F.M.V. as of 12/31/69 (j) Adjusted basis
as of 12/31/69 		(k) Excess of col. (i)
over col. (j), if any
a
b
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 2 537,776
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 18,797
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 556,654 15,013,933 0.03708
2011 613,954 14,112,926 0.04350
2010 470,578 13,163,443 0.03575
2009 493,077 11,497,333 0.04289
2008 655,851 13,267,447 0.04943
2 Total of line 1, column (d) ...................... 2 0.20865
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 0.04173
4 Enter the net value of noncharitable-use assets for 2013 from Part X, line 5..... 4 17,804,280
5 Multiply line 4 by line 3....................... 5 742,955
6 Enter 1% of net investment income (1% of Part I, line 27b)........... 6 14,689
7 Add lines 5 and 6......................... 7 757,644
8 Enter qualifying distributions from Part XII, line 4.............. 8 759,439
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 14,689
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  
3 Add lines 1 and 2............................ 3 14,689
4 Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-). 4  
5 Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- ..... 5 14,689
6 Credits/Payments:
a 2013 estimated tax payments and 2012 overpayment credited to 2013 6a 13,011
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 13,011
8 Enter any penalty for underpayment of estimated tax. if Form 2220 is attached. Click to see attachment 8 15
9 Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......Bullet 9 1,693
10 Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...Bullet 10  
11 Enter the amount of line 10 to be: Credited to 2014 estimated taxBullet   RefundedBullet 11  
Part VII-A
Statements Regarding Activities
1a
During the tax year, did the foundation attempt to influence any national, state, or local legislation or did
Yes
No
it participate or intervene in any political campaign? ....................
1a
 
No
b
Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see page 19 of
the instructions for definition)?............................
1b
 
No
If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials
published or distributed by the foundation in connection with the activities.
c
Did the foundation file Form 1120-POL for this year?.....................
1c
 
No
d
Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:
(1) On the foundation. bullet$   (2) On foundation managers.bullet$  
e
Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed
on foundation managers.bullet$  
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
 
No
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)
    bulletND
    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.LEACHFOUNDATION.ORG
    14
    The books are in care ofbulletPAM DESROCHES Telephone no.bullet (701) 255-0479
    Located atbullet1720 BURNT BOAT ROADBISMARCKND ZIP+4bullet58501
    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
     
    No
    .........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
     
    No
    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
     
    No
    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
     
    No
    .........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
     
    No
    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
    FRANK BAVENDICK Chairman
    3.00     		4,500    
    PO BOX 313
    BISMARCK,ND585020313
    BRIAN BJELLA President
    3.00     		5,000    
    PO BOX 2798
    BISMARCK,ND585022798
    WILLIAM DANIEL Vice President
    3.00     		5,000    
    304 EAST ROSSER SUITE 200
    BISMARCK,ND58501
    TODD STEINWAND SECR/TREAS
    2.00     		5,000    
    400 E BROADWAY AVE
    BISMARCK,ND58501
    JOHN ROSWICK Director
    2.00     		4,500    
    PO BOX 761
    BISMARCK,ND58502
    PAUL SCHLEISMAN Director
    2.00     		4,500    
    12600 MARION LANE WEST 103
    MINNETONKA,MN55305
    DON CLEMENT Director
    2.00     		4,500    
    1526 GALLEON PLACE
    BISMARCK,ND58504
    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  
    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)
    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.)
    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
    890,214
    2a
    Tax on investment income for 2013 from Part VI, line 5......
    2a
    14,689
    b
    Income tax for 2013. (This does not include the tax from Part VI.)...
    2b
     
    c
    Add lines 2a and 2b............................
    2c
    14,689
    3
    Distributable amount before adjustments. Subtract line 2c from line 1............
    3
    875,525
    4
    Recoveries of amounts treated as qualifying distributions................
    4
     
    5
    Add lines 3 and 4............................
    5
    875,525
    6
    Deduction from distributable amount (see instructions).................
    6
     
    7
    Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII,
    line 1................................
    7
    875,525
    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 7 875,525
    2 Undistributed income, if any, as of the end of 2013:
    a Enter amount for 2012 only....... 171,193
    b Total for prior years:20, 20, 20  
    3 Excess distributions carryover, if any, to 2013:
    a From 2008.......  
    b From 2009.......  
    c From 2010.......  
    d From 2011.......  
    e From 2012.......  
    fTotal of lines 3a through e.........  
    4Qualifying distributions for 2013 from Part
    XII, line 4: bullet$ 759,439
    a Applied to 2012, but not more than line 2a 171,193
    b Applied to undistributed income of prior years
    (Election required—see instructions)......     		 
    c Treated as distributions out of corpus (Election
    required—see instructions).........     		0
    d Applied to 2013 distributable amount..... 588,246
    e Remaining amount distributed out of corpus  
    5 Excess distributions carryover applied to 2013.    
    (If an amount appears in column (d), the
    same amount must be shown in column (a).)
    6Enter the net total of each column as
    indicated below:
    a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5  
    b Prior years’ undistributed income. Subtract
    line 4b from line 2b ...........     		 
    c Enter the amount of prior years’ undistributed
    income for which a notice of deficiency has
    been issued, or on which the section 4942(a)
    tax has been previously assessed......     		 
    d Subtract line 6c from line 6b. Taxable amount
    —see instructions ...........     		 
    e Undistributed income for 2012. Subtract line
    4a from line 2a. Taxable amount—see
    instructions .............     		 
    f Undistributed income for 2013. Subtract
    lines 4d and 5 from line 1. This amount must
    be distributed in 2014 ..........     		287,279
    7 Amounts treated as distributions out of
    corpus to satisfy requirements imposed by
    section 170(b)(1)(F) or 4942(g)(3) (see
    instructions) .............     		 
    8Excess distributions carryover from 2008 not
    applied on line 5 or line 7 (see instructions) ...     		 
    9Excess distributions carryover to 2014.
    Subtract lines 7 and 8 from line 6a ......     		 
    10 Analysis of line 9:
    a Excess from 2009....  
    b Excess from 2010....  
    c Excess from 2011....  
    d Excess from 2012....  
    e Excess from 2013....  
    Form 990-PF (2013)
    Form 990-PF (2013)
    Page 9
    Part XIV
    Private Operating Foundations (see instructions and Part VII-A, question 9)
    1a If the foundation has received a ruling or determination letter that it is a private operating
    foundation, and the ruling is effective for 2013, enter the date of the ruling.......bullet
     
    b Check box to indicate whether the organization is a private operating foundation described in section or
    2a Enter the lesser of the adjusted net
    income from Part I or the minimum
    investment return from Part X for each
    year listed ..........     		Tax year Prior 3 years (e) Total
    (a) 2013 (b) 2012 (c) 2011 (d) 2010
             
    b 85% of line 2a .........          
    c Qualifying distributions from Part XII,
    line 4 for each year listed .....     		         
    d Amounts included in line 2c not used
    directly for active conduct of exempt activities ...........     		         
    e Qualifying distributions made directly
    for active conduct of exempt activities.
    Subtract line 2d from line 2c ....     		         
    3 Complete 3a, b, or c for the
    alternative test relied upon:
    a “Assets" alternative test—enter:
    (1) Value of all assets ......          
    (2) Value of assets qualifying
    under section 4942(j)(3)(B)(i)    		          
    b “Endowment" alternative test— enter 2/3
    of minimum investment return shown in
    Part X, line 6 for each year listed...     		         
    c “Support" alternative test—enter:
    (1) Total support other than gross
    investment income (interest,
    dividends, rents, payments
    on securities loans (section
    512(a)(5)), or royalties) ....     		         
    (2) Support from general public
    and 5 or more exempt
    organizations as provided in
    section 4942(j)(3)(B)(iii)....     		         
    (3) Largest amount of support
    from an exempt organization    		          
    (4) Gross investment income          
    Part XV
    Supplementary Information (Complete this part only if the organization had $5,000 or more in
    assets at any time during the year—see instructions.)
    1Information Regarding Foundation Managers:
    aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
    before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)
    bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
    ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.
    2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:
    Check here bullet
    aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:
    THE TOM AND FRANCES LEACH FOUNDATIO
    PO BOX 1136
    BISMARCK,ND585021136
    (701) 255-0479
    bThe form in which applications should be submitted and information and materials they should include:
    APPLICANTS SUBMIT LETTER PROPOSALS INDICATING FUND UTILIZATION IF GRANTED. THE LEACH FOUNDATION PROVIDES GRANT APPLICATION FORMS PRESCRIBED BY THE IRS.
    cAny submission deadlines:
    JUNE 30
    dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
    factors:
    GRANTS ARE GIVEN ONLY TO ORGANIZATIONS WITH 501(C)(3) STATUS. PREFERENCE IS GIVEN TO ORGANIZATIONS IN THE UPPER MIDWEST.
    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
    ABUSED ADULT RESOURCE CENTER
    PO BOX 5003
    BISMARCK,ND58501     		NONE 501C3 ASSISTANCE FOR WOMEN/FAMILIES OF DOMESTIC VIOLENCE/SEXUAL ASSAULT. 10,000
    BURLEIGH COUNTY SENIOR ADULTS PROGR
    315 N 20TH ST
    BISMARCK,ND58501     		NONE 501C3 SUPPORT HEALTH MAINTENANCE PROGRAM WHICH CONSISTS OF 2 PART-TIME REGISTERED NURSES TO PROVIDE FOOT CARE, MEDICATION SET UP, BLOOD PRESSURE CHECKS AND FASTING BLOOD SUGAR CHECKS. FUNDS WILL BE USED TO PROVIDE EQUIPMENT FOR THE FOOT CARE PROGRAM. 2,000
    BIG BROTHERSBIG SISTERS
    600 SOUTH 2ND STREET SUITE 8
    BISMARCK,ND58504     		NONE 501C3 MENTOR MATCH PROGRAM WILL PLACE CHILDREN AT-RISK FROM SINGLE PARENT HOMES WITH SCREENED CARING ADULT VOLUNTEERS. VOLUNTEERS ARE PROFESSIONALLY- SUPPORTED ROLE MODELS FOR 20 CHILDREN AT-RISK. FUNDING NEEDED FOR A SOCIAL/STAFF WORKERS TIME REQUIRED TO COMPLETE EACH MENTOR MATCH AND ALL THE NECESSARY CASEWORK EVALUATIONS. 5,000
    BISMARCK-MANDAN CIVIC CHORUS
    PO BOX 2566
    BISMARCK,ND58502     		NONE 501C3 SUPPORT SEASON BUDGET. 3,500
    BISMARCK-MANDAN ORCHESTRAL ASSOCIAT
    PO BOX 2031
    BISMARCK,ND58502     		NONE 501C3 SUPPORT GENERAL BUDGET. 10,000
    BISMARCK ART GALLERIES ASSOCIATION
    422 EAST FRONT AVENUE
    BISMARCK,ND58504     		NONE 501C3 SPONSORSHIP OF 12 EXHIBITS AND STUDENT EXHIBITS FOR BISMARCK PUBLIC HIGH SCHOOLS, BIS TECH CENTER, AND ITV RURAL ART STUDENTS. 4,000
    BISMARCK LAW ENFORCEMENT CHAPLAINCY
    700 S 9TH ST
    BISMARCK,ND58504     		NONE 501C3 MINISTRY ASSISTANCE TO ENHANCE AND TRAIN EMERGENCY PERSONNEL ON "CRITICAL INCIDENT STRESS". THIS INCLUDES SPECIALIZED TRAINING IN THE FIELD OF CRISIS INTERVENTION AND THE NEED TO TAKE CARE OF OUR EMERGENCY PERSONNEL TO HELP THEM REMAIN ON DUTY AFTER TRAUMATIC EVENTS ON THE JOB. 4,000
    BISMARCK MEALS ON WHEELS INC
    PO BOX 2132
    BISMARCK,ND58502     		NONE 501C3 FUNDS COVER A PART-TIME PERSON TO COORDINATE PROGRAM & OVERSEE MEAL DELIVERY BY VOLUNTEERS. THIS GROUP DOES NOT RECEIVE ANY FEDERAL FUNDS FOR MEALS, THEY SERVE ANYONE IN NEED. PROVIDE MEALS 5 DAYS A WEEK FOR ELDERLY OR HANDICAPPED PERSONS. 10,000
    BISMARCK PUBLIC SCHOOLS FOUNDATION
    806 N WASHINGTON ST
    BISMARCK,ND58501     		NONE 501C3 OPERATIONAL COSTS FOR AN ELEMENTARY SCHOOL DRAMA PROGRAM. 4,900
    BISMARCK STATE COLLEGE FOUNDATION
    PO BOX 5587
    BISMARCK,ND58502     		NONE 501C3 TOM AND FRANCES LEACH MEMORIAL MUSIC SCHOLARSHIP AWARDED FOR OUTSTANDING STUDENT PARTICIPATION, PERFORMANCE, AND DEVELOPMENT OF MUSIC EDUCATION. 3,500
    BOY SCOUTS OF AMERICA NORTHERN LIGH
    301 S 7TH STREET
    FARGO,ND58103     		NONE 501C3 BISMARCK COUNCIL SERVICE CENTER SERVES NEEDS OF LOCAL SCOUT PROGRAMS IN BISMARCK - MANDAN AND SURROUNDING AREA. 5,000
    CENTRAL DAKOTA CHILDREN'S CHOIR
    1810 SCHAFER ST STE 4
    BISMARCK,ND58501     		NONE 501C3 ELEMENTARY CONCERT SERIES FOR 2ND & 3RD GRADE STUDENTS IN BURLEIGH & MORTON COUNTIES.THE ANNUAL EVENT DRAWS 1,600 STUDENTS AND EDUCATORS TOGETHER FOR THE SPRING CONCERT. 1,250
    CENTRAL DAKOTA HUMANE SOCIETY
    2090 37TH ST N
    MANDAN,ND58554     		NONE 501C3 VETERINARY COSTS FOR SHELTER ANIMALS. THIS CARE IS NEEDED AND PART OF THE REHABILITATION PROCESS FOR EACH ANIMAL TO PREPARE THEM FOR ADOPTION INTO A PERMANENT HOME. 6,000
    CHARLES HALL YOUTH SERVICES
    PO BOX 1995
    BISMARCK,ND58502     		NONE 501C3 IMPACT CREATIVE ARTS PROGRAM FOR SHELTERED AT-RISK YOUTH. PROVIDE A MENTORING PROGRAM WITH LOCAL ARTISTS TO DEVELOP SKILLS AND EXPLORE THE WORLD IN A DIFFERENT MEDIUM. 12,500
    DAKOTA STAGE LIMITED
    412 E MAIN ST
    BISMARCK,ND58501     		NONE 501C3 SUPPORT CAPITAL IMPROVEMENTS FOR DIGITAL THEATER SYSTEM FOR THE GEM THEATER. PROJECTOR, SCREEN AND SOUND SYSTEM TO SHOW OLD FILMS. 4,000
    FELLOWSHIP OF CHRISTIAN ATHLETES
    PO BOX 961
    BISMARCK,ND58502     		NONE 501C3 YOUTH MINISTRY PROGRAM ON 44 CAMPUSES IN ND - TO HELP ADOLESCENTS AND ATHLETES MAKE POSITIVE CHOICES WITH CHALLENGES TO REMAIN CHEMICAL FREE. SUPPORT ANNUAL RETREAT FOR STAFF, COACHES, AND SPOUSES IN MEDORA, ND. 10,000
    GATEWAY TO SCIENCE CENTER INC
    1810 SCHAFER ST STE 1
    BISMARCK,ND58501     		NONE 501C3 WORK MENTORSHIP PROGRAM - CENTER PROVIDES HANDS-ON SCIENCE EDUCATION PRESENTED TO PUBLIC BY HIGH SCHOOL AND COLLEGE STUDENTS WHO SHARE INTERACTIVE EXHIBITS AND DISPLAYS. STUDENTS IN THE PROGRAM RECEIVE PART-TIME WORKING OPPORTUNITIES TO LEARN BASIC WORK SKILLS FROM TRAINED STAFF MEMBERS. 5,000
    GIRL SCOUTSDAKOTA HORIZONS - ND
    1421 S 12TH ST
    BISMARCK,ND58504     		NONE 501C3 SUPPORT OUTREACH EFFORTS TO RURAL COMMUNITIES AND SUPPORT TRAINING FOR ADULT VOLUNTEERS. 6,500
    JAMESTOWN COLLEGE
    6000 COLLEGE LANE
    JAMESTOWN,ND58405     		NONE 501C3 CONTINUED SUPPORT OF EXISTING JC TOM AND FRANCES LEACH FOUNDATION SCHOLARSHIP FUND WITH CASH AWARDS MADE ON ANNUAL BASIS TO A STUDENT WHO WILL ACHIEVE A DEGREE DURING THE AWARD YEAR. FOR ARTS, HUMANITIES, OR NURSING STUDENTS. 5,000
    GOLDEN AGE CLUB MANDAN ND
    PO BOX 267
    MANDAN,ND58554     		NONE 501C3 SUPPORT CONGREGATE & HOME-DELIVERED MEALS TO KEEP SENIORS IN GOOD HEALTH AND PROVIDE SOCIAL ACTIVITIES. 6,000
    MINOT STATE UNIVERSITY
    500 UNIVERSTIY AVE W
    MINOT,ND58707     		NONE GOVT OUTSTANDING MUSIC STUDENT SCHOLARSHIP AWARD FOR A JUNIOR YEAR STUDENT PURSUING A DEGREE IN MUSIC. 5,000
    MISSOURI SLOPE AREAWIDE UNITED WAY
    PO BOX 2111
    BISMARCK,ND58502     		NONE 501C3 SUPPORT AREA ORGANIZATIONS NOT OTHERWISE FUNDED BY THE LEACH FDN WITH 1/3 OF THE GRANT DIRECTED TO SUPPORT CHILDREN ON FREE/REDUCED LUNCH PROGRAMS WITH BACKPACKS OF MEALS FOR THE WEEKENDS. 15,000
    ND FFA FOUNDATION INC
    309 NORTH MANDAN STREET
    BISMARCK,ND58501     		NONE 501C3 FFA LEADERSHIP DEVELOPMENT CONFERENCE FOR "GREENHANDS" - A MOTIVATIONAL AND LEADERSHIP PROGRAM FOR 1ST YEAR FFA MEMBERS STRESSING LEADERSHIP - CITIZENSHIP DEVELOPMENT, GOAL SETTING, DEALING WITH PEER PRESSURE, PERSONAL VALUES, AND CAREERS. 6,000
    DREAMS IN MOTION
    PO BOX 625
    MANDAN,ND58554     		NONE 501C3 GRANT TO PURCHASE A LAPTOP, BACKUP SYSTEM, AND FIRE PROOF SAFE TO MANAGE THE DOCUMENTS OF THE ORGANIZATION WHICH PROVIDES RECREATIONAL AND SPORTING OPPORTUNITIES FOR YOUTH AND YOUNG ADULTS WITH MOBILITY CHALLENGES OR VISUAL IMPAIRMENTS AND THEIR FAMILIES AND FRIENDS. 2,500
    PRIDE INDUSTRIES INC
    PO BOX 4086
    BISMARCK,ND58502     		NONE 501C3 SPONSOR CELEBRATION OF TREES FUNDRAISER TO COVER SPECIAL NEEDS OR ITEMS AND EVENTS THAT ARE NOT FUNDED BY STATE FOR NEEDY UNPRVILEGED YOUTH/ADULTS. 3,000
    RUTH MEIERS HOSPITALITY HOUSE INC
    PO BOX 2092
    BISMARCK,ND58502     		NONE 501C3 CAPITAL IMPROVEMENTS FOR THE "STONE SOUP KITCHEN" PROGRAM UPGRADES TO MEET HEALTH AND BUILDING REGULATIONS AND INCREASE THE ABILITY TO SERVE MEALS. 15,000
    SADD INC ND BISMARCK-MANDAN CHAPTER
    PO 743
    HILLSBORO,ND58045     		NONE 501C3 SUPPORT THE GENERAL OPERATIONS OF THE BISMARCK-MANDAN CHAPTER. THIS PROGRAM EMPOWERS YOUTH TO ADDRESS IMPORTANT ISSUES IN THEIR LIVES SUCH AS ALCOHOL/DRUG/TOBACCO USE, IMPAIRED DRIVING, SUICIDE, AND SEXUAL BEHAVIOR WITH POSITIVE WAYS TO HELP THEM MAKE BETTER CHOICES AND DECISIONS. 5,000
    SALVATION ARMY OF BISMARCK MANDAN
    601 S WASHINGTON
    BISMARCK,ND58504     		NONE 501C3 GENERAL OPERATION OF THE RECREATIONAL FACILITIES WITH GYM, TUTORING, COMPUTER LAB AND OTHER SERVICES WHICH MAY NOT BE AVAILABLE TO PARTICIPANTS BASED ON ECONOMIC RESTRAINTS. 10,000
    SLEEPY HOLLOW SUMMER THEATRE
    PO BOX 675
    BISMARCK,ND58502     		NONE 501C3 CAPITAL IMPROVEMENT OF THE STAGE AND SEATING OF THE AMPHITHEATRE. 4TH PMT ON 5 YR PLEDGE. 18,750
    THEO ART SCHOOL OF BISMARCK
    1810 SCHAFER ST STE 5
    BISMARCK,ND58501     		NONE 501C3 EXPANDING ART EDUCATION PROGRAMS THROUGHOUT THE CITY BY OFFERING THEM IN CONJUNCTION WITH THE BISMARCK PARKS AFTER SCHOOL PROGRAMS. FUNDS ALLOW STUDENTS WHO OTHERWISE COULDN'T AFFORD TO ATTEND CLASSES TO PARTICIPATE. 3,000
    TRI-COUNTY SENIOR MEALS SERVICES
    124 SOUTH MAIN AVENUE
    RUGBY,ND58368     		NONE 501C3 FUND HOME DELIVERY MEALS IN TOWNER, ND. 2,000
    UNITED TRIBES TECHNICAL COLLEGE
    3315 UNIVERSITY DR S
    BISMARCK,ND58504     		NONE 501C3 OPPORTUNITIES IN THE MAKING SCHOLARSHIP PROGRAM. 5,000
    VOLUNTEER CAREGIVER EXCHANGE
    600 S 2ND ST STE 8
    BISMARCK,ND58504     		NONE 501C3 GENERAL OPERATIONAL COSTS TO PROMOTE THE SERVICES TO THE COMMUNITY SO MORE SENIORS HAVE THE ADVANTAGE OF ACCESS TO ASSISTANCE WHILE MAINTAINING THEIR RESIDENCES. 5,000
    BISMARCK YOUNG LIFE
    917 1/2 N 11TH STREET
    BISMARCK,ND58501     		NONE 501C3 GENERAL OPERATING BUDGET FOR YOUTH MINISTRY PROGRAMS. TRAIN STAFF AND VOLUNTEER LEADERS TO BE POSITIVE MENTORS AND ROLE MODELS. 25,000
    CHILD'S HOPE LEARNING CENTER INC
    2921 N 19TH STREET
    BISMARCK,ND58501     		NONE 501C3 DEFRAY SALARY BUDGET FOR HIRING/RETAINING PERSONNEL FOR SPECIALIZED DAYCARE FOR CHILDREN 12 AGES OR UNDER WITH MULTIPLE DISABILITIES OR CONSIDERED AT-RISK. 13,500
    HEARTVIEW FOUNDATION
    101 E BROADWAY AVE
    BISMARCK,ND58501     		NONE 501C3 CAPITAL IMPROVEMENT FOR A 7,000 SQUARE FOOT ADDITION TO PROVIDE AN ADDITIONAL 16-BED INPATIENT CARE FACILITY. 20,000
    MAKE A WISH OF NORTH DAKOTA
    1102 43RD ST SW STE 3
    FARGO,ND58103     		NONE 501C3 ADOPT A WISH PROGRAM - GRANT ONE CHILD'S WISH IN ND; ORGANIZATION GRANTS WISHES OF CHILDREN WITH LIFE-THREATENING MEDICAL CONDITIONS GIVING THEM HOPE AND JOY. 5,000
    MISSOURI VALLEY FAMILY YMCA
    PO BOX 549
    BISMARCK,ND58502     		NONE 501C3 STRONG KIDS CAMPAIGN TO SUPPORT THE CHILD CARE YOUTH RECREATION PASSES, MEMBERSHIP SUMMER DAY CAMP AND SPLASH PROGRAMS. FINAL PMT OF 5 YEAR PLEDGE. 20,000
    MIRACLE FLIGHTS FOR KIDS
    2764 N GREEN VALLEY PARKWAY 115
    GREEN VALLEY,NV89014     		NONE 501C3 ASSIST FAMILIES WITH SICK CHILDREN WHO NEED TO TRAVEL FOR SPECIALIZED MEDICAL CARE. 2,000
    THEODORE ROOSEVELT MEDORA FOUNDATIO
    PO BOX 1696
    BISMARCK,ND58502     		NONE 501C3 SPONSORSHIP OF THE KIDS ARE FREE PROGRAM AT THE MEDORA MUSICAL FOR 5 SEASONS. FINAL PMT OF 5 YEAR PLEDGE. 10,000
    TURTLE MOUNTAIN COMMUNITY COLLEGE
    PO BOX 340
    BELCOURT,ND58316     		NONE 501C3 STUDENT SCHOLARSHIP FOR STUDENTS IN NEED OF FINANCIAL ASSISTANCE. 5,000
    RONALD MCDONALD HOUSE CHARITIES-BIS
    PO BOX 7323
    BISMARCK,ND58502     		NONE 501C3 EQUIPMENT PURCHASE OF A CARE MOBILE TO IMPROVE THE DENTAL CARE FOR LOW-INCOME AND UNDERSERVED CHILDREN (0-21 YRS OLD) IN WESTERN NORTH DAKOTA. AS PART OF THE ORGANIZATION MISSION WHICH IS TO IMPROVE THE LIVES OF CHILDREN, THE MOBILE UNIT IS A 40 FOOT LONG TRUCK TO DELIVER PEDIATRIC DENTAL CARE TO CHILDREN WHERE THEY LIVE. 37,500
    UNIV OF ND COMMUNICATIONS
    221 CENTENNIAL DRIVE STOP 7169
    GRAND FORKS,ND58502     		NONE GOVT FRANCES LEACH AND BLANCHE LYNCH MEMORIAL SCHOLARSHIP - AWARDED TO STUDENTS OF MERIT STUDYING IN THE FIELD OF COMMUNICATION AT UND. 1,500
    BISMARCK-MANDAN CHAMBER FOUNDATION
    1640 BURNT BOAT DR
    BISMARCK,ND58503     		NONE 501C3 CAPITAL FUNDING FOR BISMARCK COMMUNITY BOWL IMPROVEMENTS. 3RD-5TH PMTS ON 5 YR PLEDGE. 75,000
    JAMESTOWN COLLEGE
    6000 COLLEGE LANE
    JAMESTOWN,ND58405     		NONE 501C3 CAPITAL FUNDING ON A CLASSROOM IN SCIENCE LABORATORY BUILDING. 3RD PMT ON 5 YR PLEDGE. 25,000
    SANFORD LEACH KIDNEY DIALYSIS CTR
    300 NORTH 7TH ST
    BISMARCK,ND58501     		NONE 501C3 CAPITAL IMPROVEMENT, KIDNEY DIALYSIS CENTER EXPANSION, ADD 8 STATIONS FOR DIALYSIS. 3RD PMT OF 5 YR PLEDGE. 45,000
    PROVIDENCE RANCH MINISTRIES
    4335 GETTYSBURG DRIVE
    BISMARCK,ND58504     		NONE 501C3 SUPPORT EXPANSION OF THE THERAPEUTIC RIDING AND/OR CLINICAL THERAPY WHICH AT THIS TIME IS AVAILABLE IN MINOT, ND AT THE DAKOTA BOYS AND GIRLS RANCH. SERVE TROUBLED, AUTISTIC, OR MENTALLY CHALLENGED KIDS THROUGH ANIMAL ASSISTED ACTIVITIES IN A CHRISTIAN ENVIRONMENT. 2,100
    ST MARY'S SCHOOL
    1025 N 2ND ST
    BISMARCK,ND58501     		NONE 501C3 MEMORIAL FOR GENERAL USE. 100
    JAMESTOWN COLLEGE
    6000 COLLEGE LANE
    JAMESTOWN,ND58405     		NONE 501C3 FUTURE COMMITMENT: CAPITAL IMPROVEMENT PROJECT IN SCIENCE BUILDING. 2 YEARS REMAINING ON PLEDGE. 50,000
    SANFORD LEACH KIDNEY DIALYSIS CTR
    300 NORTH 7TH ST
    BISMARCK,ND58501     		NONE 501C3 FUTURE COMMITMENT: CAPITAL IMPROVEMENT AT KIDNEY DIALYSIS CENTER. 2 YEARS REMAINING ON PLEDGE. 90,000
    SLEEPY HOLLOW SUMMER THEATER
    PO BOX 675
    BISMARCK,ND58502     		NONE 501C3 FUTURE COMMITMENT: CAPITAL IMPROVEMENT OF THE STAGE AND SEATING. 1 YEAR REMAINING ON PLEDGE. 18,750
    THE BANQUET
    502 N 4TH STREET
    BISMARCK,ND58501     		NONE 501C3 OPERATING FUNDS FOR COMMUNITY MEAL SERVED BY VOLUNTEERS FOR ANY AND ALL HOMELESS OR HUNGRY INDIVIDUALS. 2,000
    FARM RESCUE
    PO BOX 1100
    JAMESTOWN,ND58402     		NONE 501C3 FUNDING FOR SOYBEAN SEEDS TO PLANT ON DONATED LAND FOR ONE SEASON AS A FUND-RAISER TO SUPPORT THEIR MISSION OF HELPING FAMILY FARMERS WHO HAVE SUFFERED A MAJOR INJURY, ILLNESS, OR NATURAL DISATER TO PLANT OR HARVEST CROPS. 5,000
    ND REGIONAL TEEN CHALLENGE
    PO BOX 1143
    MANDAN,ND58554     		NONE 501C3 SUPPORT CAPITAL IMPROVEMENTS AT FACILITY FOR ADDICTS WHO WANT TO ACHIEVE A DRUG-FREE LIFE. 40,000
    SCOTTISH RITE SPEECH THERAPY CENTER
    1009 BASIN AVE
    BISMARCK,ND58504     		NONE 501C3 SUPPORT HEARING AND SPEECH SERVICES FOR CHILDREN. 7,500
    ND REGIONAL TEEN CHALLENGE
    PO BOX 1143
    MANDAN,ND58554     		NONE 501C3 FUTURE COMMITMENT: SUPPORT CAPITAL IMPROVEMENTS AT FACILITY FOR ADDICTS WHO WANT TO ACHIEVE A DRUG-FREE LIFE. 3 YEARS REMAINING ON PLEDGE. 120,000
    SLEEPY HOLLOW SUMMER THEATER
    PO BOX 675
    BISMARCK,ND58502     		NONE 501C3 ADDITIONAL FUNDING FOR STAGE/SOUND PROJECT. 2ND OF 5 PAYMENTS. 12,500
    SLEEPY HOLLOW SUMMER THEATER
    PO BOX 675
    BISMARCK,ND58502     		NONE 501C3 FUTURE COMMITMENT ADDITIONAL FUNDING FOR STAGE/SOUND PROJECT. 3 PAYMENTS REMAINING. 75,000
    SPECIAL OLYMPICS ND
    2616 S 26TH ST
    GRAND FORKS,ND58201     		NONE 501C3 SUPPORT OF SPECIAL OLYMPICS PROGRAMS IN ND. 3,000
    STATE HISTORICAL SOCIETY OF ND FDN
    PO BOX 1976
    BISMARCK,ND58502     		NONE 501C3 FUND A FILM ABOUT TOM & FRANCES LEACH IN A DOCUMENTARY "FATHER OF NORTH DAKOTA PETROLEUM INDUSTRY" AND SPONSOR CONSTRUCTION OF GREAT PLAINS THEATER INSIDE THE ND HERITAGE CENTER. 120,000
    STATE HISTORICAL SOCIETY OF ND FDN
    PO BOX 1976
    BISMARCK,ND58502     		NONE 501C3 FUND A FILM ABOUT TOM & FRANCES LEACH IN A DOCUMENTARY "FATHER OF NORTH DAKOTA PETROLEUM INDUSTRY" AND SPONSOR CONSTRUCTION OF GREAT PLAINS THEATER INSIDE THE ND HERITAGE CENTER. 4 PMTS ON 5 YR PLEDGE REMAINING. 480,000
    Total .................................bullet 3a 1,523,850
    bApproved for future payment
    Total .................................bullet 3b  
    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 ............     		    14 308  
    4 Dividends and interest from securities....     14 381,705  
    5 Net rental income or (loss) from real estate:
    aDebt-financed property......          
    bNot debt-financed property.....     16 300,089  
    6
    Net rental income or (loss) from personal property .............     		         
    7 Other investment income.....          
    8
    Gain or (loss) from sales of assets other than inventory .............     		    18 537,776  
    9 Net income or (loss) from special events:          
    10 Gross profit or (loss) from sales of inventory..          
    11 Other revenue: aTAX-EXEMPT INTEREST     14    
    bTHOMAS W. LEACH TRUST     15 379,975  
    c
    d
    e
    12 Subtotal. Add columns (b), (d), and (e)..   1,599,853  
    13Total. Add line 12, columns (b), (d), and (e)..................
    131,599,853
    (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: 13000170
    Software Version: 2013v3.1


    Form 990PF - Special Condition Description:
    Special Condition Description

    TY 2013 AccountingFeesSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    ACCOUNTING FEES 5,745 2,298 0 3,447

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

    TY 2013 DepreciationSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Description of Property Date Acquired Cost or Other Basis Prior Years' Depreciation Computation Method Rate /
    Life (# of years)    		 Current Year's Depreciation Expense Net Investment Income Adjusted Net Income Cost of Goods Sold Not Included
    FUJITSU SCANNER 2008-09-15 512 459 54 10.00 % 53      
    BASYX OFFICE CHAIR 2008-10-17 320 207 54 14.28 % 46      
    SHARP DIGITAL COPIER 2009-01-02 1,057 739 54 20.00 % 211      
    DELL COMPUTER 2010-02-17 741 370 54 20.00 % 148      

    TY 2013 InvestmentsCorpBondsSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Name of Bond End of Year Book Value End of Year Fair Market Value
    INVESTMENTS HELD AT US BANK 4,958,197 5,532,374

    TY 2013 InvestmentsCorpStockSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Name of Stock End of Year Book Value End of Year Fair Market Value
    COMMONFUNDS 8,516,577 11,288,092

    TY 2013 InvestmentsOtherSchedule2
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Category/ Item Listed at Cost or FMV Book Value End of Year Fair Market Value
    OIL & GAS PROPERTIES AT COST 100,206 2,263,123

    TY 2013 LandEtcSchedule2
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Category / Item Cost / Other Basis Accumulated Depreciation Book Value End of Year Fair Market Value
    Furniture and Fixtures 11,119 10,722 397 1,400
    Improvements 3,228 3,228    


    TY 2013 LegalFeesSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    LEGAL 1,539 616 0 923


    TY 2013 OtherAssetsSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Description Beginning of Year - Book Value End of Year - Book Value End of Year - Fair Market Value
    DEPOSIT - KOPP PROPERTY 100 100 100


    TY 2013 OtherExpensesSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Description Revenue and Expenses per Books Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INSURANCE 5,356 2,142   3,214
    Rental Expenses 38,358 38,358 38,359  


    TY 2013 OtherIncomeSchedule2
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Description Revenue And Expenses Per Books Net Investment Income Adjusted Net Income
    THOMAS W. LEACH TRUST 379,975    


    TY 2013 OtherProfessionalFeesSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    INVESTMENT MANAGEMENT FEES 74,774 74,774 0 0


    TY 2013 TaxesSchedule
    Name:
    THE TOM AND FRANCES LEACH FOUNDATION INC
    EIN: 45-6012703
    Software ID:13000170
    Software Version:2013v3.1
    Category Amount Net Investment Income Adjusted Net Income Disbursements for Charitable Purposes
    FOREIGN TAXES 404 404    
    PAYROLL TAXES 1,560 624   936
    TAX ON INVESTMENT INCOME 16,748 16,748