TY 2014 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

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

Do not enter social security numbers on this form as it may be made public.
bullet

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

OMB No. 1545-0052

2014

Open to Public Inspection

For calendar year 2014, or tax year beginning 2014, and ending , 20

Name of foundation
TRANSFORMATION TRUST INC

Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 80007 Room/suite

City or town, state or province, country, and ZIP or foreign postal code
INDIANAPOLIS, IN46280

A Employer identification number

35-2024586

B Telephone number (see instructions)

(317) 580-2002

C If exemption application is pending, check here bullet

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address changeName change

D 1. Foreign organizations, check here ............. bullet

2. Foreign organizations meeting the 85%
test, check here and attach computation ... bullet

E If private foundation status was terminated
under section 507(b)(1)(A), check here ....... bullet

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trustOther taxable private foundation

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) bullet

$31,643,936J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ....... bullet

	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)	(a) Revenue and expenses per books		(b) Net investment income	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach
	schedule)..............	12,503
2	Check
	Sch. B ...............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities......	620,100		620,100
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		747,234
b	Gross sales price for all assets on line 6a 12,611,903
7	Capital gain net income (from Part IV, line 2)...			747,234
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).......		3,583	3,583
12	Total. Add lines 1 through 11........	1,383,420		1,370,917
13	Compensation of officers, directors, trustees, etc.	97,000		0	97,000
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......		26,105	0	0
c	Other professional fees (attach schedule)....		140,446	138,510	0
17	Interest...............	1,261		1,261	0
18	Taxes (attach schedule) (see instructions)...		7,901	230	0
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......		141	0	0
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	272,854		140,001	97,000
25	Contributions, gifts, grants paid........	1,230,320			1,230,320
26	Total expenses and disbursements. Add lines 24 and 25	1,503,174		140,001	1,327,320
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-119,754
b	Net investment income (if negative, enter -0-)			1,230,916
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2014)

Form 990-PF (2014)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing...............	97,520	92,329	92,329
	2	Savings and temporary cash investments..........	2,479,765	2,059,734	2,059,734
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use...............
	9	Prepaid expenses and deferred charges...........
	10a	Investments—U.S. and state government obligations (attach schedule)	1,072,795	1,084,994	1,129,451
	b	Investments—corporate stock (attach schedule)........	24,992,773	24,934,254	27,351,985
	c	Investments—corporate bonds (attach schedule)........	131,629	133,281	148,240
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........	750,281	1,014,907	862,197
	14	Land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	15	Other assets (describe )	1,822	0	0
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	29,526,585	29,319,499	31,643,936
	17	Accounts payable and accrued expenses..........
	18	Grants payable..................
	19	Deferred revenue..................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )	3,777	0
	23	Total liabilities (add lines 17 through 22)..........	3,777	0
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted...................
	25	Temporarily restricted................
	26	Permanently restricted................
		Foundations that do not follow SFAS 117, check here
		and complete lines 27 through 31.
	27	Capital stock, trust principal, or current funds.........	0	0
	28	Paid-in or capital surplus, or land, bldg., and equipment fund	0	0
	29	Retained earnings, accumulated income, endowment, or other funds	29,522,808	29,319,499
	30	Total net assets or fund balances (see instructions)......	29,522,808	29,319,499
	31	Total liabilities and net assets/fund balances (see instructions)..	29,526,585	29,319,499

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	29,522,808
2	Enter amount from Part I, line 27a.....................	2	-119,754
3	Other increases not included in line 2 (itemize)	3	0
4	Add lines 1, 2, and 3..........................	4	29,403,054
5	Decreases not included in line 2 (itemize)	5	83,555
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.	6	29,319,499

Form 990-PF (2014)

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	VARIOUS INVESTMENTS	P	2013-12-31	2014-12-31
b	VARIOUS INVESTMENTS	P	2012-12-31	2014-07-01
c	CAPITAL GAINS DIVIDENDS	P
d
e

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	863,854	851,957	11,897
b	11,305,322	11,012,712	292,610
c	442,727		442,727
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			11,897
b			292,610
c			442,727
d
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	747,234
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 . . . . . . . . . . . . . . . .		3

Part V

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

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

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

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

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

1 Enter the appropriate amount in each column for each year; see 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))
2013	1,509,939	32,057,403	0.047101
2012	1,607,515	32,591,249	0.049324
2011	1,614,262	31,006,932	0.052061
2010	657,000	25,215,172	0.026056
2009	98,000	13,621,811	0.007194

2	Total of line 1, column (d) ......................	2	0.181736
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	0.036347
4	Enter the net value of noncharitable-use assets for 2014 from Part X, line 5.....	4	31,883,525
5	Multiply line 4 by line 3.......................	5	1,158,870
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	12,309
7	Add lines 5 and 6.........................	7	1,171,179
8	Enter qualifying distributions from Part XII, line 4..............	8	1,327,320
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 (2014)

Page 4

Part VI

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see page 18 of the instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check hereand enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)
b	Domestic foundations that meet the section 4940(e) requirements in Part V, check	1	12,309
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2	0
3	Add lines 1 and 2...........................	3	12,309
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	12,309
6	Credits/Payments:

a	2014 estimated tax payments and 2013 overpayment credited to 2014	6a	40,832
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	40,832
8	Enter any penalty for underpayment of estimated tax. Check hereif Form 2220 is attached.		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	28,523
11	Enter the amount of line 10 to be: Credited to 2015 estimated tax28,523	Refunded	11	0

Part VII-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes (see Instructions

for definition)?.................................

If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials

published or distributed by the foundation in connection with the activities.

Did the foundation file Form 1120-POL for this year?.....................

Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:

(1) On the foundation. bullet

$ 0(2) On foundation managers. bullet

$ 0

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

on foundation managers. bullet

$ 0

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles

of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....

Did the foundation have unrelated business gross income of $1,000 or more during the year?........

Yes

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Yes

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:

By language in the governing instrument, or

By state legislation that effectively amends the governing instrument so that no mandatory directions

that conflict with the state law remain in the governing instrument?................

Yes

Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),

and Part XV..................................

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney

General (or designate) of each state as required by General Instruction G? If "No," attach explanation .

Yes

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)

or 4942(j)(5) for calendar year 2014 or the taxable year beginning in 2014 (see instructions for Part XIV)?

If "Yes," complete Part XIV.............................

Form 990-PF (2014)

Page 5

Part VII-A

Statements Regarding Activities (continued)

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the

meaning of section 512(b)(13)? If "Yes," attach schedule. (see instructions) .............

Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had

advisory privileges? If "Yes," attach statement (see instructions).................

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address bullet

N/A

The books are in care of bullet

TRANSFORMATION TRUST Telephone no. bullet

(317) 580-2002

Located at bullet

PO BOX 80007INDIANAPOLISIN ZIP+4 bullet

46280

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —Check here......... bullet

and enter the amount of tax-exempt interest received or accrued during the year ...... bullet

16 At any time during calendar year 2014, 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 FinCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR). If "Yes", enter the name of the foreign country bullet

Form 990-PF (2014)

Page 6

Part VII-B

Statements Regarding Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.

Yes

During the year did the foundation (either directly or indirectly):

(1) Engage in the sale or exchange, or leasing of property with a disqualified person? YesNo

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person?........................YesNo

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? YesNo

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? YesNo

(5) Transfer any income or assets to a disqualified person (or make any of either available

for the benefit or use of a disqualified person)?.................YesNo

(6) Agree to pay money or property to a government official? (Exception. Check "No"

if the foundation agreed to make a grant to or to employ the official for a period

after termination of government service, if terminating within 90 days.).........YesNo

If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations

section 53.4941(d)-3 or in a current notice regarding disaster assistance (see instructions)? ........

Organizations relying on a current notice regarding disaster assistance check here......... bullet

Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,

that were not corrected before the first day of the tax year beginning in 2014?.............

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private

operating foundation defined in section 4942(j)(3) or 4942(j)(5)):

At the end of tax year 2014, did the foundation have any undistributed income (lines 6d

and 6e, Part XIII) for tax year(s) beginning before 2014?...............YesNo

If "Yes," list the years bullet

20, 20, 20, 20

Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)

(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)

to all years listed, answer "No" and attach statement—see instructions.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year?........................YesNo

If "Yes," did it have excess business holdings in 2014 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 2014.)....................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2014?

During the year did the foundation pay or incur any amount to:

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? YesNo

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive?...............YesNo

(3) Provide a grant to an individual for travel, study, or other similar purposes? YesNo

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 4945(d)(4)(A)? (see instructions)..................YesNo

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals?........YesNo

If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in

Regulations section 53.4945 or in a current notice regarding disaster assistance (see instructions)? ......

Organizations relying on a current notice regarding disaster assistance check here......... bullet

If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the

tax because it maintained expenditure responsibility for the grant?............YesNo

If "Yes," attach the statement required by Regulations section 53.4945–5(d).

Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on

a personal benefit contract?.......................YesNo

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract?....

If "Yes" to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction? YesNo

If yes, did the foundation receive any proceeds or have any net income attributable to the transaction? ....

Form 990-PF (2014)

Page 7

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
SHEILA KLINK	BOARD MEMBER 20.00	75,000	0	0
PO BOX 80007 INDIANAPOLIS,IN46280	BOARD MEMBER 20.00	75,000	0	0
ELIZABETH HAMILTON	BOARD MEMBER 10.00	22,000	0	0
PO BOX 80007 INDIANAPOLIS,IN46280	BOARD MEMBER 10.00	22,000	0	0
PATSY HEARD	BOARD MEMBER 1.00	0	0	0
PO BOX 80007 INDIANAPOLIS,IN46280	BOARD MEMBER 1.00	0	0	0

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









Total number of other employees paid over $50,000...................				0

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
OXFORD FINANCIAL GROUP	INVESTMENT ADVISORY	117,153
11711 N MERIDIAN STREET CARMEL,IN46032	INVESTMENT ADVISORY	117,153

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 (2014)

Page 8

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 instructions.
3

Total. Add lines 1 through 3......................... bullet

Part X

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations,
see instructions.)

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

32,305,772

Average of monthly cash balances.......................

63,289

Fair market value of all other assets (see instructions)................

Total (add lines 1a, b, and c).........................

32,369,061

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

32,369,061

Cash deemed held for charitable activities. Enter 1 1/2% of line 3 (for greater amount, see

instructions) .............................

485,536

Net value of noncharitable-use assets. Subtract line 4 from line 3. Enter here and on Part V, line 4

31,883,525

Minimum investment return. Enter 5% of line 5..................

1,594,176

Part XI

Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here bullet

and do not complete this part.)

Minimum investment return from Part X, line 6....................

1,594,176

Tax on investment income for 2014 from Part VI, line 5......

12,309

Income tax for 2014. (This does not include the tax from Part VI.)...

130

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

12,439

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

1,581,737

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

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

1,581,737

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

Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XIII, line 1 ...

1,581,737

Part XII

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

1,327,320

Program-related investments—total from Part IX-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part V, line 8, and Part XIII, line 4

1,327,320

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).................

12,309

Adjusted qualifying distributions. Subtract line 5 from line 4..............

1,315,011

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 (2014)

Page 9

Part XIII

Undistributed Income (see instructions)

	(a) Corpus	(b) Years prior to 2013	(c) 2013	(d) 2014
1 Distributable amount for 2014 from Part XI, line 7				1,581,737
2 Undistributed income, if any, as of the end of 2014:
a Enter amount for 2013 only.......			1,094,163
b Total for prior years:20, 20, 20		0
3 Excess distributions carryover, if any, to 2014:
a From 2009.......
b From 2010.......
c From 2011.......
d From 2012.......
e From 2013.......
fTotal of lines 3a through e.........	0
4Qualifying distributions for 2014 from Part
XII, line 4: $ 1,327,320
a Applied to 2013, but not more than line 2a				1,094,163
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 2014 distributable amount.....				233,157
e Remaining amount distributed out of corpus	0
5 Excess distributions carryover applied to 2014.	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	0
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 2013. Subtract line 4a from line 2a. Taxable amount—see instructions .............			0
f Undistributed income for 2014. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2015 ..........				1,348,580
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......	0
8Excess distributions carryover from 2009 not applied on line 5 or line 7 (see instructions) ...	0
9Excess distributions carryover to 2015. Subtract lines 7 and 8 from line 6a ......	0
10 Analysis of line 9:
a Excess from 2010....
b Excess from 2011....
c Excess from 2012....
d Excess from 2013....
e Excess from 2014....

Form 990-PF (2014)

Page 10

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 2014, enter the date of the ruling....... bullet

b Check box to indicate whether the organization is a private operating foundation described in section4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part X for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2014	(b) 2013	(c) 2012	(d) 2011	(e) Total

b 85% of line 2a .........
c Qualifying distributions from Part XII, line 4 for each year listed .....
d Amounts included in line 2c not used directly for active conduct of exempt activities ...........
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part X, line 6 for each year listed...
c “Support" alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XV

Supplementary Information (Complete this part only if the organization had $5,000 or more in
assets at any time during the year—see instructions.)

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here bullet

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. (see instructions) to individuals or organizations under
other conditions, complete items 2a, b, c, and d.

aThe name, address, and telephone number or email address of the person to whom applications should be addressed:

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

cAny submission deadlines:

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

Form 990-PF (2014)

Page 11

Part XV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
A PLACE CALLED HOME 2830 SOUTH CENTRAL AVENUE LOS ANGELES,CA90011	N/A	PC	CONTRIBUTION TO BRIDGE TO THE FUTURE	100,000
BEAR RIVER INNOVATIVE SUDIES 24001 BALSAM COURT GRASS VALLEY,CA95602	N/A	PC	CONTRIBUTION TO ODYSSEY OF THE MIND	10,000
BRIDGES OF UNDERSTANDING FOUNDATION PO BOX 2232 RADIO CITY STATION,NY101012232	N/A	PC	CONTRIBUTION TO GENERAL FUND	75,000
DEER CREEK PARENT TEACHER CLUB 805 LINDLEY AVENUE NEVADA CITY,CA95959	N/A	PC	CONTRIBUTION TO TEACHING ORGANIC FOOD PRODUCTION METHODS IN A SCHOOL ORCHARD	15,000
DRESS FOR SUCCESS INDIANAPOLIS INC 820 N MERIDIAN ST INDIANAPOLIS,IN46204	N/A	PC	CONTRIBUTION TO GENERAL FUND	25,000
FROM THE HEART PRODUCTIONS INC 1455 MANDALAY BEACH ROAD OXNARD,CA930352845	N/A	PC	CONTRIBUTION TO DEVELOPMENT AND COMPLETION OF SAND2014 PROGRAM	53,000
GANNA WALSKA LOTUSLAND FOUNDATION 695 ASHLEY ROAD SANTA BARBARA,CA93108	N/A	EOF	CONTRIBUTION TO GENERAL FUND	60,000
GRASS VALLEY CHARTER SCHOOL FOUNDATION 342 S SCHOOL STREET GRASS VALLEY,CA95945	N/A	PC	CONTRIBUTION TO OUTDOOR SCIENCE CENTER	20,000
GRASS VALLEY CHARTER SCHOOL FOUNDATION 342 S SCHOOL STREET GRASS VALLEY,CA95945	N/A	PC	CONTRIBUTION TO ART INSTRUCTION AND WORKSHOPS	22,320
IMPERIAL VALLEY FOOD PANTRY 329 APPLESTILLE ROAD EL CENTRO,CA92243	N/A	PC	CONTRIBUTION TO GENERAL FUND	20,000
INDIANA SYMPHONY SOCIETY INC 32 E WASHINGTON ST STE 600 INDIANAPOLIS,IN46204	N/A	PC	CONTRIBUTION TO METROPOLITAN YOUTH ORCHESTRA	150,000
INDIANAPOLIS ART CENTER INC 820 E 67TH ST INDIANAPOLIS,IN46220	N/A	PC	CONTRIBUTION TO SUPPORTIVE MENTORING THROUGH ART	20,000
INSTITUTE OF HEARMATH 14700 WEST PARK AVE BOULDER CREEK,CA95006	N/A	PC	CONTRIBUTION TO SMART BRAIN WISE HEART PROGRAM	73,000
INSTITUTE OF HEARMATH 14700 WEST PARK AVE BOULDER CREEK,CA95006	N/A	PC	CONTRIBUTION TO EARLY HEARTSMARTS DIGITAL LEARNING PROGRAMS	78,000
INSTITUTE OF HEARMATH 14700 WEST PARK AVE BOULDER CREEK,CA95006	N/A	PC	CONTRIBUTION TO INVESTIGATING DYNAMIC INTERCONNECTIVITY	30,000
JOYCE CARELOCK MINISTRIES 9161 LIBERIA AVENUE SUITE 200 MANASSAS,VA20110	N/A	PC	CONTRIBUTION TO CAREER DEVELOPMENT, TEEN PARENTING, ANNUAL CONFERENCE	15,000
LIFE CHIROPRACTIC COLLEGE WEST 25001 INDUSTRIAL BLVD HAYWARD,CA94545	N/A	PC	CONTRIBUTION TO GENERAL FUND	50,000
NEVADA JOINT UNION HIGH SCHOOL 11645 RIDGE ROAD GRASS VALLEY,CA95945	N/A	PC	CONTRIBUTION TO LIFE SKILLS FOR HIGHLY AT-RISK YOUTH	145,000
ONE MILLION AOK 316 CALIFORNIA AVE RENO,NV89509	N/A	PC	CONTRIBUTION TO GENERAL FUND	40,000
PACHAMAMA ALLIANCE PRESIDIO BLDG 1009 SAN FRANCISCO,CA94129	N/A	PC	CONTRIBUTION TO GENERAL FUND	25,000
POSITIVE ACTION COMMUNITY THEATRE 2061 VILLAGE PARK WAY 227 ENCINITAS,CA92024	N/A	PC	CONTRIBUTION TO THEATRE AND DANCE WORKSHOPS FUND	10,000
RED ALERT ROBOTICS PARENT ORGANIZATION 2717 SOUTH MORGANTOWN ROAD GREENWOOD,CA46143	N/A	PC	CONTRIBUTION TO GENERAL FUND	5,000
RISB FOUNDATION DBA COTTAGE REHABILITATION HOSPITAL FOUNDATION 2415 DE LA VINA STREET SANTA BARBARA,CA93105	N/A	PC	CONTRIBUTION TO GENERAL FUND	30,000
SAN FRANCISCO COMMUNITY CLINIC CONSORTIUM 1550 BRYANT STREET SUITE 450 SAN FRANCISCO,CA94103	N/A	PC	CONTRIBUTION TO STREET OUTREACH SERVICES	15,000
SANTA BARBARA BOWL FOUNDATION 1122 NORTH MILPAS STREET SANTA BARBARA,CA93103	N/A	PC	CONTRIBUTION TO GENERAL FUND	15,000
SIERRA NEVADA MOMORIAL HOSPITAL PO BOX 1810 GRASS VALLEY,CA95945	N/A	PC	CONTRIBUTION TO SIERRA GARDENS	42,000
THE FRIENDSHIP CLUB 11808 RED DOG ROAD NEVADA CITY,CA95959	N/A	PC	CONTRIBUTION TO BRIGHT FUTURE ACADEMIC PROGRAM	50,000
WE CARE FOOD PANTRY INC 6629 BASSETT DRIVE HOMOSASSA,FL34448	N/A	PC	CONTRIBUTION TO GENERAL FUND	12,000
Y12SR YOGA OF 12-STEP RECOVERY A PROJGRAM OF THE ENGAGE NETWORK 436 14TH STREET 500 OAKLAND,CA94612	N/A	PC	CONTRIBUTION TO URBAN OUTREACH PROGRAM	25,000
Total ................................. 3a				1,230,320

bApproved for future payment

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

Form 990-PF (2014)

Page 12

Part XVI-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments....
3 Interest on savings and temporary cash investments ............
4 Dividends and interest from securities....			14	620,100
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.....	523000	1,866	14	1,717
8 Gain or (loss) from sales of assets other than inventory .............			18	747,234
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory..
11 Other revenue: a
b
c
d
e
12 Subtotal. Add columns (b), (d), and (e)..		1,866		1,369,051	0

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

131,370,917

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

Part XVI-B

Relationship of Activities to the Accomplishment of Exempt Purposes

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

Form 990-PF (2014)

Page 13

Part XVII

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

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

Yes

organizations?

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

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

1a(1)

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

1a(2)

Other transactions:

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

1b(1)

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

1b(2)

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

1b(3)

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

1b(4)

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

1b(5)

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

1b(6)

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

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

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

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

If "Yes," complete the following schedule.

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

Sign Here

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

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

Form 990-PF (2014)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

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

Department of the Treasury
Internal Revenue Service

Schedule of Contributors

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

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

OMB No. 1545-0047

2014

Name of the organization

TRANSFORMATION TRUST INC

Employer identification number

35-2024586

Organization type (check one):

Filers of:

Section:

Form 990 or 990-EZ

501(c)( ) (enter number) organization

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

527 political organization

Form 990-PF

501(c)(3) exempt private foundation

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

501(c)(3) taxable private foundation

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

General Rule

For an organization filing Form 990, 990-EZ, or 990-PF that received, during the year, contributions totaling $5,000 or more (in money or
property) from any one contributor. Complete Parts I and II. See instructions for determining a contributor's total contributions.

Special Rules

For an organization described in section 501(c)(3) filing Form 990 or 990-EZ that met the 33¹/3% support test of the regulations
under sections 509(a)(1) and 170(b)(1)(A)(vi), that checked Schedule A (Form 990 or 990-EZ), Part II, line 13, 16a, or 16b, and that received from any one contributor, during the year, total contributions of the greater of (1) $5,000 or (2) 2% of the amount on (i) Form 990, Part VIII, line 1h, or (ii) Form 990-EZ, line 1. Complete Parts I and II.

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

For an organization described in section 501(c)(7), (8), or (10) filing Form 990 or 990-EZ that received from any one contributor,
during the year, contributions exclusively for religious, charitable, etc., purposes, but no such contributions totaled more than $1,000. If this box is checked, enter here the total contributions that were received during the year for an exclusively religious, charitable, etc., purpose. Do not complete any of the parts unless the General Rule applies to this organization because it received nonexclusively religious, charitable, etc., contributions totaling $5,000 or more during the year ......... Arrow Bullet

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

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

Cat. No. 30613XSchedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 2

Name of organization TRANSFORMATION TRUST INC

Part I	Contributors (see instructions). Use duplicate copies of Part I if additional space is needed.
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
1	ESTATE OF EDWIN HOWARD KLINK 101 W OHIO STREET SUITE 1350 INDIANAPOLIS, IN46204	$12,503	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
(a) No.	(b) Name, address, and ZIP + 4	(c) Total contributions	(d) Type of contribution
		$	Person Payroll Noncash (Complete Part II for noncash contributions.)
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 3

Name of organization TRANSFORMATION TRUST INC

Part II	Noncash Property (see instructions). Use duplicate copies of Part II if additional space is needed.
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
(a) No. from Part I	(b) Description of noncash property given	(c) FMV (or estimate) (see instructions)	(d) Date received
		$
Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Page 4

Name of organization
TRANSFORMATION TRUST INC

Employer identification number

35-2024586

Part III

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

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

(a) No.
from
Part I

(b) Purpose of gift

(d) Description of how gift is held

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

Schedule B (Form 990, 990-EZ, or 990-PF) (2014)

Additional Data

Software ID:
Software Version:

- TIN:

TY 2014 AccountingFeesSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
ACCOUNTING FEES	26,105	0		0

- TIN:

TY 2014 InvestmentsCorpBondsSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Name of Bond	End of Year Book Value	End of Year Fair Market Value
WILLIAMS COS INC (WMB )	31,605	44,446
LOOMIS SAYLES BOND INSTL (LSBDX )	100,024	101,994
SEARS HLDGS CORP SR NT	1,652	1,800

- TIN:

TY 2014 InvestmentsCorpStockSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ABERDEEN ASIA BOND INSTL CLASS	718,500	633,201
AUTONATION INC (AN)	23,126	59,443
BOLLORE SA ISIN #FR0000039299	12,594	16,879
BROOKFIELD ASSET MANAGEMENT INC LTD VTG SHS NPV CL A (BAM)	10,307	16,142
BROOKFIELD RESIDENTIAL PPTYS INC COM USD0.01 (BRP )	5,182	11,260
CALLOWAY REAL ESTATE INVT TR TR UNIT NEW (CWYUF)	0	0
CBO HOLDINGS COM	4,493	12,684
CBS CORP NEW CL B	6,192	12,009
CGM FOCUS (CGMFX )	212,383	180,512
COHEN & STEERS GL INFRASTRUCTURE (CSUIX)	499,603	752,220
COLFAX CORP COM	14,518	26,249
COLUMBIA ACORN CLASS Z (ACRNX )	140,648	162,142
CONTINENTAL RES INC OKLA COM	4,601	5,294
DISCOVERY COMMUNICATIONS INC (DISCK)	4,214	6,913
DISCOVERY COMMUNICATIONS INC (DISCA)	12,392	13,642
DISH NETWORK CORP	14,573	37,101
DREAMWORKS ANIMATION SKG	42,934	50,042
DUNDEE CORPORATION A SUB	58,497	26,378
DODGE & COX INCOME	6,154,347	6,096,830
EATON VANCE GLOBAL MACRO ABSLTE RT	0	0
EBAY INC	8,046	8,250
ECHOSTAR CORP CL A	5,370	7,350
EQUITY LIFESTYLE PPTYS INC COM	0	0
EV PARAMETRIC TAX MG (EITEX)	0	0
FAMILY DOLLAR STORES INC (FDO )	0	0
FIDELITY INSTL TREAS ONLY PORT CL I	4	4
FIDELITY TREASURY ONLY MONEY MARKET FD	5,566	5,566
FIDELITY INSTL MMKT PORT CL I	1,567,063	1,567,063
FOREST CITY ENTERPRISES CL A (FCEA )	0	0
FRANCO NEVADA CORP COM	8,571	7,674
GAMCO INVESTORS INC COM	6,126	7,204
GENERAL GROWTH PPTYS INC NEW COM (GGP)	0	0
GLENCORE INTL PLC ORD (GLCNF)	0	0
GOOGLE INC CL A	2,362	4,245
GOOGLE INC CL C	2,355	4,211
GREEN BRICK PARTNERS INC	9,153	8,594
GREENLIGHT CAPITAL RE LTD COM STK	0	0
HARTFORD WORLD BOND FUND CL Y	614,050	598,086
HEICO CORP NEW CL A ISIN	8,627	8,809
HELLENIC EXCHANGES S.A. HOLDING EUR0.79(CR) (HEHSF )	0	0
HOWARD HUGHES CORP COM (HHC)	45,079	136,158
IAC/INTERACTIVECRP COM (IACI)	20,456	39,878
ICAHN ENTERPRISES LP DESPOSTITARY UNIT (IEP )	28,578	49,749
ISHARES TR RUSSELL 1000 VALUE INDEX FD (IWD)	253,763	430,024
IVA WORLDWIDE FUND CL I (IVWIX )	2,343,944	2,673,015
JARDEN CORP COM (JAH )	22,959	76,991
JENSEN PORTFOLIO CLASS I (JENIX )	575,096	1,266,415
JPMORGAN CHASE & CO ALERIAN MLP INDEX	966,016	1,227,462
JPMORGAN CORE BOND SELECT SHARES (WOBDX)	5,354,500	5,552,965
LENNAR CORP CL A (LEN)	0	0
LEUCADIA NATL CORP (LUK )	0	0
LIBERTY BROADBANK CORP COM CLA	4,360	12,673
LIBERY BROADBANK CORP COM SER C	8,667	25,259
LIBERTY INTERACTIVE CORP INTERACTIVE COM SERA (LINTA )	11,422	32,744
LIBERTY INTERACTIVE CORP LIBERTY VENTURES COM USD0.01 CL A (LVNTA )	9,565	30,704
LIBERTY MEDIA CORP NEW LIBERTY CAP COM	13,274	35,799
LIBERTY MEDIA CORP DELAWARE COM SER C	25,353	71,111
LIBERTY TRIPADVISOR HLDGS INC COM SER A	4,684	10,410
LIMITED BRANDS INC	14,620	29,340
LANDS END INC COM USD0.01 (LE)	4,585	5,990
LENNAR CORP CL A (LEN)	4,127	6,990
MADISON SQUARE GARDEN COOL A	8,806	10,612
MARKET VECTORS ETF TR GAMING ETF (BJK )	5,360	12,310
MATTHEWS ASIAN GROWTH & INCOME FUND (MACSX)	88,000	99,186
MCEWEN MINING INC COM USD0.10 (MUX )	0	931
MERIDIAN GROWTH FUND (MERDX )	133,616	130,495
OAKTREE CAP GROUP LLC UNITS CL A	27,503	25,086
ONEX CORP SUB.VTG	42,764	59,058
ORCHARD SUPPLY HARDWARE STORES CORP COM USD0.001 CL A (OSH )	0	0
ORCHARD SUPPLY HARDWARE STORES CORP PFD SERA (OSHSP )	0	0
OSAKA SECURITIES EXCHANGE CO LTD	0	0
PAR PETE CORP COM NEW	19,401	16,120
PARAMETRIC TAX MGD EMERGING MKTS INST (EITEX)	153,760	182,288
PAX WORLD BALANCED INDIVIDUAL INV (PAXWX)	870,000	1,049,313
PAX WORLD GLOBAL GREEN FUND (PGINX)	500,000	766,464
PIMCO EMERGING LOCAL BOND FD INST CL (PELBX)	0	0
PIMCO SHORT TERM INSTITUTIONAL (PTSHX)	0	0
PIMCO TOTAL RETURN INSTL (PTTRX )	0	0
PLATFORM SPECIALTY PRODS CORP COM	35,416	35,828
RESTAURANT BRANDS INTL LTD PARTNERS	63	114
RESTAURANT BRANDS INTERNATIONAL INC	6,141	13,391
ROUSE PROPERTIES INC COM USD0.01 (RSE )	0	0
RS GLOBAL NATURAL RESOURCES FUND CL Y (RSNYX)	718,500	463,228
SCRIPPS E W CO OHIO CL A NEW (SSP )	2,117	26,038
SEARS CANADA INC COM NPV (SEARF )	1,818	1,518
SEARS HLDGS CORP (SHLD )	20,694	12,203
SEARS HOMETOWN & OUTLET STORES INC COM (SHOS )	0	1,052
SUNTRUST BK ATLANTA GA	0	0
SILVER WHEATON CORP COM	8,146	8,559
STARZ COM SER A ISIN	7,050	30,146
TEXAS PACIFIC LAND TRUST SUB SHARE CERTIFICATES (TPL )	5,323	10,738
TIME INC NEW COM ISIN	241	886
TIME WARNER INC NEWCOM NEW (TWX	5,858	25,199
TOURMALINE OIL CORP COM NPV	6,465	6,616
TRI POINTE HOMES INC COM	46,551	44,591
TRIBUNE MEDIA CO CL A	8,237	7,113
TWEEDY BROWNE GLOBAL VALUE FUND	250,000	235,188
URBANA CORP COM CL A NON-VTG	11,985	6,996
VANGUARD 500 INDEX ADMIRAL	600,000	599,211
VIACOM INC NEW CL B	24,627	40,334
VIASAT INC (VSAT )	0	0
WENDYS COMPANY (THE) COM USD0.10 (WEN )	50,406	77,405
WHITEBOX TACTICAL OPPORTUNITIES INSTL	1,315,200	1,209,783
WPX ENERGY INC COM USD1 (WPX )	4,082	2,873
WYNN RESORTS LTD (WYNN )	20,659	48,049
ASCENT CAP GROUP INC (ASCMA)	0	0
BURGER KING WORLDWIDE INC	0	0
CRIMSON WINE GROUP (CWGL)	1,660	1,330
DREAM UNLIMITED CORP	46,360	32,059
E.I.I GLOBAL PROPERT (EIIGX)	0	0
FREEPORT MCMORAN COPPER & GOLD INC (FCSX)	0	0
SUSSER HOLDGS CORP (SUSS)	0	0

- TIN:

TY 2014 InvestmentsGovtObligationsSch

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

US Government Securities - End of Year Book Value:

1,084,994

US Government Securities - End of Year Fair Market Value:

1,129,451

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

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

- TIN:

TY 2014 InvestmentsOtherSchedule2

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Category/ Item	Listed at Cost or FMV	Book Value	End of Year Fair Market Value
ROBECO BOSTON PRTNS (BPIRX)	FMV	540,000	585,063
ALDARRA (HELD VIA FIDELITY)	FMV	0	0
BLACKSTONE GROUP L P COM UNIT REPSTG LTD PARTNERSHIP INT (BX )	FMV	0	0
BROOKFIELD PARTNERS (HELD BY FIDELITY)	FMV	393	412
CAMBRIDGE VENTURES	FMV	142,744	159,472
FUTURE SELECT	FMV	250,000	13,182
GENERAL GROWTH PPTYS INC NEW COM (GGP)	AT COST	7,504	18,256
ICAHN ENTERPRISES	FMV	13,672	13,596
KKR AND CO (HELD BY FIDELITY)	FMV	0	0
LIBERTY BROADBANK CORP PUR COM SER C	AT COST	0	1,454
MERRIWELL	FMV	20,281	18,962
OAKTREE CAPITAL GROUP LLC - HELD IN FIDELITY	FMV	0	0
ROUSE PPTYS INC COM (RSE)	AT COST	39,965	50,337
SEARS HLDGS CORP WTX EXP 12/15/2019	AT COST	348	1,463

- TIN:

TY 2014 OtherAssetsSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
MC HOLDINGS II, LLC	1,822	0	0

- TIN:

TY 2014 OtherDecreasesSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Description	Amount

- TIN:

TY 2014 OtherExpensesSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
BANK FEES	141	0		0

- TIN:

TY 2014 OtherIncomeSchedule2

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
OTHER INCOME FROM K1S	1,717	1,717	1,717
OTHER INCOME FROM K1S	1,866	1,866	1,866

- TIN:

TY 2014 OtherLiabilitiesSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Description	Beginning of Year - Book Value	End of Year - Book Value
FOCUS PARTNERS, LP	3,777	0

- TIN:

TY 2014 OtherProfessionalFeesSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INVESTMENT FEES	138,510	138,510		0
OTHER CONTRACT SERVICES	1,936	0		0

- TIN:

TY 2014 TaxesSchedule

Name:

TRANSFORMATION TRUST INC

EIN: 35-2024586

Category	Amount	Net Investment Income
FOREIGN TAXES ON INVESTMENTS	230	230
EXCISE TAXES	250	0
PAYROLL TAXES	7,421	0