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
KIRKPATRICK FOUNDATION INC

Number and street (or P.O. box number if mail is not delivered to street address)1001 W WILSHIRE BLVD STE 201 Room/suite

City or town, state or province, country, and ZIP or foreign postal code
OKLAHOMA CITY, OK73116

A Employer identification number

73-0701736

B Telephone number (see instructions)

(405) 608-0934

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

$66,733,506J 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)..............
2	Check
	Sch. B ...............
3	Interest on savings and temporary cash investments	285,593		285,593
4	Dividends and interest from securities......	921,491		921,491
5a	Gross rents..............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10		342,763
b	Gross sales price for all assets on line 6a 3,660,404
7	Capital gain net income (from Part IV, line 2)...			336,882
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).......		605,727	605,727
12	Total. Add lines 1 through 11........	2,155,574		2,149,693
13	Compensation of officers, directors, trustees, etc.	212,183		19,260	192,923
14	Other employee salaries and wages......	244,593		36,689	207,904
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........		1,293	647	646
b	Accounting fees (attach schedule).......		15,850	7,925	7,925
c	Other professional fees (attach schedule)....		247,276	247,276
17	Interest...............
18	Taxes (attach schedule) (see instructions)...		72,062	33,942
19	Depreciation (attach schedule) and depletion...		12,908
20	Occupancy..............	6,433		3,217	3,216
21	Travel, conferences, and meetings.......	12,165		6,083	6,082
22	Printing and publications..........	16,066		8,033	8,033
23	Other expenses (attach schedule).......		451,701	33,980	417,721
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	1,292,530		397,052	844,450
25	Contributions, gifts, grants paid........	1,886,135			1,886,135
26	Total expenses and disbursements. Add lines 24 and 25	3,178,665		397,052	2,730,585
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-1,023,091
b	Net investment income (if negative, enter -0-)			1,752,641
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...............
	2	Savings and temporary cash investments..........	5,468,212	6,374,053	6,374,053
	3	Accounts receivable 179,477
		Less: allowance for doubtful accounts	168,004	179,477	179,477
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use...............
	9	Prepaid expenses and deferred charges...........
	10a	Investments—U.S. and state government obligations (attach schedule)	2,619,590	3,119,622	3,086,000
	b	Investments—corporate stock (attach schedule)........	23,276,415	22,149,494	45,801,220
	c	Investments—corporate bonds (attach schedule)........	9,957,422	9,425,050	9,447,595
	11	Investments—land, buildings, and equipment: basis 143,402
		Less: accumulated depreciation (attach schedule) 143,136	266	266	1,699,458
	12	Investments—mortgage loans..............
	13	Investments—other (attach schedule)...........
	14	Land, buildings, and equipment: basis 124,071
		Less: accumulated depreciation (attach schedule) 63,087	65,466	60,984	60,984
	15	Other assets (describe )	84,719	84,719	84,719
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	41,640,094	41,393,665	66,733,506
	17	Accounts payable and accrued expenses..........	62,645	70,074
	18	Grants payable..................		1,240,000
	19	Deferred revenue..................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22)..........	62,645	1,310,074
		Foundations that follow SFAS 117, check here
		and complete lines 24 through 26 and lines 30 and 31.
	24	Unrestricted...................	41,577,449	40,083,591
	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.........
	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 instructions)......	41,577,449	40,083,591
	31	Total liabilities and net assets/fund balances (see instructions)..	41,640,094	41,393,665

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	41,577,449
2	Enter amount from Part I, line 27a.....................	2	-1,023,091
3	Other increases not included in line 2 (itemize)	3
4	Add lines 1, 2, and 3..........................	4	40,554,358
5	Decreases not included in line 2 (itemize)	5	470,767
6	Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 30.	6	40,083,591

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
1 a	MERCHANTILE TRUST & SAVINGS BANK	P
b	PEPSICO	P
c	KINDER MORGAN MANAGEMENT	P
d	SUNTRUST BANK VARIABLE RATE	P
e	PROCTER & GAMBLE	P
	VECTRUS	P
	JP MORGAN CHASE & CO.	P
	PROLOGIS, INC.	P
	JP MORGAN CHASE & CO.	P
	QUALCOMM	P
	GENERAL ELEC CORP	P
	VERIZON	P
	APPLE COMPUTER INC.	P
	VODAFONE GROUP PLC SPONS ADR	P
	COACH, INC.	P
	NOBLE CORP	P
	HURON CONSULTING GROUP	P
	ACCENTURE	P
	IHS INC. CL A	P
	PARAGON OFFSHORE	P
	INTEL CORP	P
	NOBLE CORP	P
	IBM	P
	APPLE	P
	ISHARES RUSSELL 2000 ETF	P
	INTEL CORP	P
	KINDER MORGAN MANAGEMENT	P
	IBM	P
	MSCI, INC.	P
	IRON MOUNTIAN	P
	ORACLE CORP	P
	ISHARES RUSSELL 2000 ETF	P

(e) Gross sales price		(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a	100,000	102,065	-2,065
b	43,889	33,175	10,714
c	71	19	52
d	95,000	95,000
e	79,941	66,710	13,231
	13,979	6,099	7,880
	125,000	126,780	-1,780
	8,208	1,419	6,789
	250,000	257,032	-7,032
	175,888	125,810	50,078
	250,000	261,057	-11,057
	10	7	3
	235,907	380,607	-144,700
	24	15	9
	244,600	292,924	-48,324
	63,369	69,620	-6,251
	14,655	11,291	3,364
	129,414	106,814	22,600
	64,437	43,080	21,357
	13,163	52,575	-39,412
	13,982	12,125	1,857
	215,880	374,346	-158,466
	91,433	91,940	-507
	463,561	21,089	442,472
	260,345	222,091	38,254
	150,357	97,000	53,357
	135	72	63
	327,124	296,843	30,281
	22,394	15,050	7,344
	1	1
	21,260	12,825	8,435
	176,516	138,180	38,336

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			-2,065
b			10,714
c			52
d
e			13,231
			7,880
			-1,780
			6,789
			-7,032
			50,078
			-11,057
			3
			-144,700
			9
			-48,324
			-6,251
			3,364
			22,600
			21,357
			-39,412
			1,857
			-158,466
			-507
			442,472
			38,254
			53,357
			63
			30,281
			7,344

			8,435
			38,336

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	336,882
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	11,244

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	2,790,478	59,353,529	0.047015
2012	2,384,658	48,396,766	0.049273
2011	1,813,299	41,756,216	0.043426
2010	2,243,611	39,772,183	0.056412
2009	2,011,572	35,869,234	0.056081

2	Total of line 1, column (d) ......................	2	0.252207
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	0.050441
4	Enter the net value of noncharitable-use assets for 2014 from Part X, line 5.....	4	64,165,577
5	Multiply line 4 by line 3.......................	5	3,236,576
6	Enter 1% of net investment income (1% of Part I, line 27b)...........	6	17,526
7	Add lines 5 and 6.........................	7	3,254,102
8	Enter qualifying distributions from Part XII, line 4..............	8	2,730,585
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	35,053
	hereand enter 1% of Part I, line 27b...................
c	All other domestic foundations enter 2% of line 27b. Exempt foreign organizations enter 4% of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	35,053
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	35,053
6	Credits/Payments:

a	2014 estimated tax payments and 2013 overpayment credited to 2014	6a	35,900
b	Exempt foreign organizations—tax withheld at source.......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c	10,000
d	Backup withholding erroneously withheld ...........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	45,900
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	10,847
11	Enter the amount of line 10 to be: Credited to 2015 estimated tax10,847	Refunded	11

Part VII-A

Statements Regarding Activities

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

Yes

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

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

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

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

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

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

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

(1) On the foundation. bullet

$ (2) On foundation managers. bullet

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

on foundation managers. bullet

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

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

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

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

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

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

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

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

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

By language in the governing instrument, or

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

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

Yes

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

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

Yes

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

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

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

Yes

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

or 4942(j)(5) for calendar year 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

WWW.KIRKPATRICKFOUNDATION.COM/

The books are in care of bullet

KIRKPATRICK FOUNDATION Telephone no. bullet

(405) 840-2882

Located at bullet

1001 W WILSHIRE BLVD SUITE 201OKLAHOMA CITYOK ZIP+4 bullet

731268822

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
CHRISTIAN K KEESEE	CHAIRMAN 1.00	0	0	0
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73116	CHAIRMAN 1.00	0	0	0
ROBERT CLEMENTS	PRESIDENT 1.00	0	0	0
6601 N HARVEY OKLAHOMA CITY,OK73113	PRESIDENT 1.00	0	0	0
MISCHA GORKUSCHA	TRUSTEE 1.00	0	0	0
6301 NORTH WESTERN SUITE 160 OKLAHOMA CITY,OK73118	TRUSTEE 1.00	0	0	0
DR JOE HOWELL	TRUSTEE 1.00	0	0	0
2826 WEST BRITTON ROAD OKLAHOMA CITY,OK73120	TRUSTEE 1.00	0	0	0
DR ANNE H MORGAN	TRUSTEE 1.00	0	0	0
4701 FOUNTAINGATE DRIVE NORMAN,OK73072	TRUSTEE 1.00	0	0	0
GEORGE RECORDS	TRUSTEE 1.00	0	0	0
PO BOX 26750 OKLAHOMA CITY,OK73126	TRUSTEE 1.00	0	0	0
MARK ROBERTSON	TRUSTEE 1.00	0	0	0
3033 NW 63RD ST SUITE 200 OKLAHOMA CITY,OK73116	TRUSTEE 1.00	0	0	0
MEG SALYER	TRUSTEE 1.00	0	0	0
722 NORTH BROADWAY OKLAHOMA CITY,OK73102	TRUSTEE 1.00	0	0	0
LIZ EICKMAN	TRUSTEE 1.00	0	0	0
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73116	TRUSTEE 1.00	0	0	0
PAULETTE BLACK	EX-OFFICIO 40.00	83,782	11,637	0
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73116	EX-OFFICIO 40.00	83,782	11,637	0
JEANNE HOFFMAN SMITH	TRUSTEE 1.00	0	0	0
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73101	TRUSTEE 1.00	0	0	0
REBECCA LOVE MCCUBBIN	V. PRESIDENT 1.00	0	0	0
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73101	V. PRESIDENT 1.00	0	0	0
LOUISA MCCUNE-ELMORE	SECRETARY 40.00	128,401	22,015	0
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73116	SECRETARY 40.00	128,401	22,015	0
MAX WEITZENHOFFER	TRUSTEE 1.00	0	0	0
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73116	TRUSTEE 1.00	0	0	0
GEORGE BACK	TRUSTEE/DIRE 1.00	0	0	0
2520 NW 59TH STREET OKLAHOMA CITY,OK73112	TRUSTEE/DIRE 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
DEBORAH J MILLER	ACCOUNTANT 40.00	65,613	9,228
1001 W WILSHIRE BLVD SUITE 201 OKLAHOMA CITY,OK73116	ACCOUNTANT 40.00	65,613	9,228








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

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
NONE

Total number of others receiving over $50,000 for professional services............. bullet

Part IX-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.		Expenses
1	THIS PROGRAM INITIATED THE DESIGN, EDITING, PUBLICATION, AND MAILING OF 15,000 COPIES OF THE ARTDESK PERIODICAL, A PERIODICAL WHOSE PURPOSE IS TO EDUCATE STUDENTS AND THE GENERAL PUBLIC IN THE ARTS AND TO SUPPORT OTHER NONPROFIT ORGANIZATIONS IN COLORADO, OKLAHOMA, AND TEXAS. A TOTAL OF 11,700 COPIES HAVE BEEN DISTRIBUTED VIA SCHOOLS, NEWSTANDS, STORES, AND 186 CONTINUING SUBSCRIBERS.	286,603
2	A) PRODUCTION OF A DOCUMENTARY FILM ABOUT THE DOG TRAINING PROGRAM USING MALE PRISONERS AT AN OKLAHOMA PRISON. THE INITIAL SCREENING WAS VIEWED BY 480 PEOPLE. THE FILM WAS DONATED TO THE OKLAHOMA CITY COMMUNITY COLLEGE'S FILM DEPARTMENT. BECAUSE OF THE BENEFITS OF THE DOG TRAINING PROGRAM HIGHLIGHTED BY THIS FILM, A WOMEN'S PRISON FACILITY IS CONSIDERING A SIMILAR PROGRAM. B) FACILITATED TWO OKLAHOMA ROUNDTABLE FOR ANIMAL WELFARE MEETINGS WHICH BROUGHT TOGETHER 25-30 LEADERS OF ANIMAL PLATFORMS AND INDUSTRY TO DISCUSS THE WELL-BEING OF AND BEST PRACTICES IN THE HANDLING OF OKLAHOMA ANIMALS, CORE VALUES, INCLUDING RESPECT FOR DIFFERENCES AND A POSITION OF NON-ADVOCACY. C) CREATION OF A BASELINE STUDY AND TELEPHONE POLL TO ASSESS THE STATUS OF OKLAHOMA ANIMALS AND THEIR NEEDS AND THE PUBLICATION OF A BIENNIAL REPORT TO THE GENERAL PUBLIC FEATURING RESEARCH, PROGRESS, AND ONGOING EFFORTS. D) OTHER SERVICES AND ACTIVITIES SUPPORTING ANIMAL WELFARE THROUGHOUT THE STATE OF OKLAHOMA	101,300
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	N/A
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...................

4,017,020

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

58,711,419

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

2,414,279

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

65,142,718

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

65,142,718

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

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

977,141

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

64,165,577

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

3,208,279

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

3,208,279

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

35,053

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

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

35,053

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

3,173,226

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

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

3,173,226

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

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

3,173,226

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 ..........

2,730,585

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

2,730,585

Foundations that qualify under section 4940(e) for the reduced rate of tax on net investment

income. Enter 1% of Part I, line 27b (see instructions).................

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

2,730,585

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	(d) 2014
1 Distributable amount for 2014 from Part XI, line 7			3,173,226
2 Undistributed income, if any, as of the end of 2014:
a Enter amount for 2013 only.......
b Total for prior years:20, 20, 20
3 Excess distributions carryover, if any, to 2014:
a From 2009.......	209,706
b From 2010.......	282,392
c From 2011.......
d From 2012.......
e From 2013.......
fTotal of lines 3a through e.........		492,098
4Qualifying distributions for 2014 from Part
XII, line 4: $ 2,730,585
a Applied to 2013, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions).........
d Applied to 2014 distributable amount.....			2,730,585
e Remaining amount distributed out of corpus
5 Excess distributions carryover applied to 2014.		442,641	442,641
(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		49,457
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 2013. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2014. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2015 ..........			0
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) .......
8Excess distributions carryover from 2009 not applied on line 5 or line 7 (see instructions) ...
9Excess distributions carryover to 2015. Subtract lines 7 and 8 from line 6a ......		49,457
10 Analysis of line 9:
a Excess from 2010....	49,457
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 e-mail address of the person to whom applications should be addressed:

KIRKPATRICK FOUNDATION
1001 W WILSHIRE BLVD STE 201
OKLAHOMA CITY,OK73116
(405) 608-0934
LOUISA@KIRKPATRICKFOUNDATION.COM

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

THE APPLICATION SHOULD BE IN LETTER FORM SPECIFYING PURPOSE AND NEED.

cAny submission deadlines:

THE 15TH OF FEB, MAY, AUG, AND NOV FOR BOARD OF TRUSTEES MEETINGS.

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

SUPPORT TO CULTURAL, BENEVOLENT, EDUCATIONAL, ENVIRONMENTAL AND YOUTH-SERVING ORGANIZATIONS.

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
SEE ATTACHED VARIOUS VARIOUS,OK73116		CHARITABLE	GENERAL CHARITABLE PURPOSES	1,886,135
Total ................................. 3a				1,886,135

bApproved for future payment

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

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 ............			14	285,593
4 Dividends and interest from securities....			14	921,491
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property .............
7 Other investment income.....
8 Gain or (loss) from sales of assets other than inventory .............			18	342,763
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory..
11 Other revenue: aOIL & GAS ROYALTIES			15	455,949
bOIL & GAS LEASE BONUS			15	142,280
cOTHER INCOME			1	7,498
d
e
12 Subtotal. Add columns (b), (d), and (e)..				2,155,574

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

132,155,574

(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:

TY 2014 AccountingFeesSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INDIRECT ACCOUNTING FEES	15,850	7,925		7,925

- TIN:

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TY 2014 DepreciationSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)	Current Year's Depreciation Expense
SOFTWARE	1992-08-14	1,017	1,017	S/L	7.0000
SOFTWARE	1992-10-22	1,375	1,375	S/L	7.0000
CREDENZA TOP	1993-01-08	1,084	1,084	S/L	7.0000
TWO END TABLES	1993-01-12	420	420	S/L	7.0000
PICTURES AND CHAIR	1993-01-12	1,826	1,826	S/L	7.0000
DESK, CONSOLE, TABLE	1993-01-18	2,826	2,826	S/L	7.0000
RECOVER 2 CHAIRS	1993-01-26	462	462	S/L	7.0000
MCCALMO TABLE	1993-01-26	74	74	S/L	7.0000
TWO CHAIRS	1993-02-05	1,067	1,067	S/L	7.0000
TABLE	1993-02-09	625	625	S/L	7.0000
GRANT SOFTWARE	1997-06-17	6,305	6,305	S/L	5.0000
EQUIPMENT	1997-07-25	751	751	S/L	5.0000
MISC F & F	1999-08-25	448	448	S/L	7.0000
EQUIPMENT	2000-04-25	1,382	1,382	S/L	7.0000
EQUIPMENT	2000-06-16	1,049	1,049	S/L	7.0000
OFFICE FURNITURE	2002-02-13	620	620	S/L	7.0000
OFFICE FURNITURE	2003-05-15	62,772	62,772	S/L	7.0000
PAINTINGS	2003-05-15	842	842	S/L	7.0000
CHINA CABINETS	2003-07-21	5,141	5,141	S/L	7.0000
NETWORK REPAIR	2003-07-28	7,123	7,123	S/L	5.0000
CONFERENCE TABLE	2003-10-17	25,884	25,884	S/L	7.0000
RECEIPTION FURNITURE	2003-11-14	8,096	8,096	S/L	7.0000
OFFICE FURNITURE/FILE CABINETS	2003-12-16	18,350	18,350	S/L	7.0000
FURNITURE/FIXTURES	2004-01-14	8,991	8,991	S/L	7.0000
KYOCERA KM4035 COPIER/FAX	2004-02-13	10,144	10,144	S/L	5.0000
END TABLE	2004-02-20	95	95	S/L	5.0000
MAILING EQUIPMENT	2004-04-08	135	135	S/L	5.0000
OFFICE FURNITURE	2004-06-21	91	91	S/L	5.0000
TELEPHONE EQUIPMENT	2004-07-27	4,032	4,032	S/L	7.0000
TELEPHONE EQUIPMENT	2004-08-30	4,086	4,086	S/L	7.0000
FURNITURE	2004-10-06	7,417	7,417	S/L	7.0000
GREEN POPPY RUG	2004-10-14	5,852	5,852	S/L	7.0000
FRAMED PORTRAIT	2004-10-14	507	507	S/L	5.0000
GRANT SOFTWARE	2005-02-09	4,565	4,565		3.0000
REUPHOLSTERED FURNITURE & PRINTS FOR BATHROOM	2005-02-10	2,030	2,030	S/L	7.0000
IBM 3476 TERMINAL W/ KEYBOARD	2005-04-14	163	163	S/L	5.0000
BATHROOM 3X5 SISAL RUG	2005-06-30	95	95	S/L	7.0000
INFOCUS LITESHOW WIRELESS ADAPTER	2005-08-11	216	216	S/L	5.0000
HP SERVER, TAPE DRIVE, CARTRIDGE B	2007-02-28	3,081	3,081	S/L	5.0000
HP PENTIUM COMPUTER SYSTEM	2007-02-28	3,431	3,431	S/L	5.0000
INSTALLATION OF NEW COMPUTER EQUIP	2007-02-28	2,846	2,846	S/L	5.0000
WIRELESS KEYBOARD & MOUSE	2008-04-09	680	559	S/L	7.0000	40
MICROSOFT OFFICE 2007 & WEBROOT ANTIVIRUS	2008-04-17	129	129		3.0000
HP OFFICE LAPTOP COMPUTER	2008-04-17	1,182	1,182	S/L	5.0000
INFOCUS PROJECTOR LAMP	2008-05-09	345	279	S/L	7.0000	50
STAPLES MAILMATE M5 SHREDDER	2008-12-03	98	71	S/L	7.0000	6
SOFTWARE	2008-12-31	8,556	8,556		3.0000
IMAC 20"	2009-02-12	1,296	1,274	S/L	5.0000	22
APPLE WIRELESS KEYBOARD	2009-02-12	160	158	S/L	5.0000	2
HP LASERJET P1505N & WARRANTY	2009-02-17	327	316	S/L	5.0000	11
3 DELL PCS & 6 19" MONITORS	2010-02-08	4,316	3,381	S/L	5.0000	288
ROUTER	2010-03-11	140	107	S/L	5.0000	28
DELL COMPUTER	2010-04-30	1,018	746	S/L	5.0000	85
BACKUP BATTERY FOR SERVER	2011-04-27	217	116	S/L	5.0000	43
LME CORDED APPLE KEYBOARD	2011-07-20	53	26	S/L	5.0000	10
6 DESKS	2013-01-15	50,763	7,252	S/L	7.0000	7,252
8 GUEST CHAIRS, 4 RECEPTION CHAIRS...	2013-03-28	11,134	1,193	S/L	7.0000	1,591
LATERAL FILES	2013-05-08	2,357	224	S/L	7.0000	337
4 AERON CHAIRS	2013-06-14	4,211	351	S/L	7.0000	601
LME APPLE LAPTOP	2013-08-13	3,653	304	S/L	5.0000	305
PRINTER STAND/CABINET	2013-09-30	830	30	S/L	7.0000	118
LME BACKUP BATTERY	2013-12-04	260	4	S/L	5.0000	52
SERVER & 4 DELL PC SYSTEMS	2014-03-12	12,405		S/L	5.0000	2,067

- TIN:

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

TY 2014 GainLossSaleOtherAssetsSch

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Name	How Acquired	Date Sold	Gross Sales Price	Basis	Total (net)	Accumulated Depreciation
SALE 3	PURCHASE	2014-05	805	102,828	-2,527	99,496
SALE 1	PURCHASE	2014-04	5,000	23,286	4,352	22,638
SALE 2	PURCHASE	2014-02	4,056	65,738	4,056	65,738

- TIN:

TY 2014 InvestmentsCorpBondsSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Name of Bond	End of Year Book Value	End of Year Fair Market Value
AMGEN INC. 2.3% DUE 06/15/2016	250,920	253,948
AT&T INC. 2.95% 05/15/2016	51,096	51,263
AT&T INC. 1.4% 12/01/2017	248,138	247,493
BANK AMER CORP DUE 09/01/2015 3.7%	500,800	508,725
BANK ONE MICHIGAN DUE 11/01/2024 8.2	268,658	269,928
BERKSHIRE HATHAWAY INC DUE 08/15/201	203,288	204,166
CATERPILLAR INC. DUE 12/15/2018	622,340	609,620
CONOCOPHILLIPS DUE 02/01/2019 5.75%	579,510	568,390
GENERAL ELEC CAP CORP MEDIUM TERM DU
GENEREAL ELECTRIC DUE 11/09/2015 2.2	250,963	253,430
GENEREAL ELECTRIC DUE 06/29/2015 3.5	202,860	202,920
GENEREAL ELECTRIC DUE 12/06/2017 5.2	552,595	554,655
GOLDMAN SACHS GROUP DUE 08/01/2015 3	627,249	635,088
HALLIBURTON COMPNAY 5.9% 09/15/2018	577,745	565,280
HSBC FIN CORP DUE 10/15/2015 2.9%	196,354	201,860
INTL BUSINESS MACHINES CORP DUE 01/0	202,296	202,934
INTL BUSINESS MACHINES CORP DUE 07/2	254,003	254,705
INTL BUSINESS MACHINES CORP DUE 10/1	308,355	301,408
JPMORGAN CHASE BK (250K,6/13/16, 5.	252,830	266,495
JPMORGAN CHASE & CO (250, 06/01/201
JPMORGAN CHASE & CO (03/15/2014, 4.8
LOWES COS INC. 2.125% DUE 04/15/2016	250,965	254,125
MICROSOFT CORP 2.5% DUE 02/08/2016	257,173	255,910
MORGAN STANLEY DUE 10/15/2015 5.375%	507,505	517,170
PEPSICO INC. DUE 02/15/2013
PEPSICO INC. DUE 05/10/2016	255,205	255,415
PEPSICO INC. DUE 01/15/2020	553,430	550,790
TEVA PHARM FIN 2.4% 11/10/2016	65,660	66,344
VERIZON COMMUNICATIONS 11/01/2016 2%	312,322	314,545
WALT DISNEY COMPANY DTD 03/15/2019 5	290,200	285,340
WELLS FARGO & CO 3.676% 06/15/2016	256,160	259,325
WELLS FARGO & CO 5.625% 12/11/2017	277,460	278,078
WESTPAC BANKING CORP. 07/15/2016	248,970	258,245

- TIN:

TY 2014 InvestmentsCorpStockSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Name of Stock	End of Year Book Value	End of Year Fair Market Value
ABBOTT LABORATORIES	195,330	481,714
ABBVIE INC.	204,224	700,208
ACCENTURE PLC-CL A	244,803	526,929
AECOM	131,648	194,368
AFFILIATED MANAGERS GROUP	124,800	700,392
ALIGN TECHNOLOGY INC	141,678	139,775
AMERICAN INTL GROUP INC	165,415	168,030
APPLE COMPUTER INC	140,614	3,029,931
AT&T INC	220,915	218,335
CARMAX INC	198,132	998,700
CHEVRON CORP	165,544	336,540
CHICAGO BRIDGE & IRON-NY SHR	217,364	331,642
CISCO SYSTEMS INC	7,791	695,375
CME GROUP INC	690,301	824,445
COACH
COMCAST CORP CLASS A	135,000	435,075
COVIDIEN PLC	143,864	378,436
DIAGEO SPONSORED ADR NEW	106,523	148,317
DISNEY	336,690	941,900
DU PONT E I DE NEMOURS & CO	175,901	258,790
EMERSON ELECTRIC CO	398,576	623,473
EOG RESOURCES INC	136,207	138,105
ERICSSON LM TEL-SP ADR	125,447	121,000
EXELIS INC	85,336	145,499
EXELON CORP	141,285	133,488
EXPRESS SCRIPTS HOLDING CO	296,124	423,350
EXXON MOBIL CORP	440,430	554,700
FACEBOOK INC-A	77,037	117,030
FISERV	176,220	425,820
GENERAL ELECTRIC CO	196,500	277,970
GENERAL MILLS	283,499	533,300
GILEAD SCIENCES INC	525,338	471,300
GLAXOSMITHKLINE PLC	267,720	256,440
GOLDMAN SACHS	306,245	261,671
GOOGLE INC. CLASS-A	244,269	809,257
GOOGLE INC. CLASS-C	243,654	802,760
HUMANA INC	145,767	143,630
IHS INC	449,272	762,996
ILLINOIS TOOLS WORKS INC	260,350	947,000
INTEL CORP	171,766	961,685
INTL BUSINESS MACHINES CORP	263,142	409,122
INTUIT	315,540	553,140
INTUITIVE SURGICAL INC	400,427	766,963
IRON MOUNTAIN INC	74,583	180,542
ISHARES MSCI EAFE ETF	1,108,339	1,006,902
ISHARES MSCI EMERGING MARKETS ETF	781,884	832,948
ISHARES RUSSELL 2000 ETF	1,718,726	2,535,944
JOHNSON & JOHNSON	332,322	522,850
JPMORGAN CHASE & CO.	332,465	904,594
KINDER MORGAN INC	492,007	1,209,094
KRAFT FOODS GROUP INC COM	191,164	277,772
MALLINCKRODT PLC	70,654	124,976
MEDTRONIC INC	171,388	324,900
MICROSOFT CORP	197,296	353,020
MINIMUM VOLATILITY ETF	180,700	169,890
MONDELEZ INTERNATIONAL INC-A	294,386	483,123
MSCI INC	135,450	213,480
NETSUITE INC	123,054	960,696
NEXTERA ENERGY INC	328,000	637,740
NOBLE CORP
ORACLE CORPORATION	407,503	890,406
PAYCHEX INC	106,439	161,595
PEPSICO INC	630,965	1,371,120
PFIZER INC	153,644	221,165
PROCTER & GAMBLE CO	436,030	1,184,170
PROLOGIS INC	70,657	428,579
PUBLIC SERVICE ENTERPRISE GP	140,793	186,345
QUALCOMM	373,871	1,873,116
SCHLUMBERGER LTD	129,137	230,607
STERICYCLE INC	356,497	1,704,040
T ROWE PRICE GROUP INC	299,606	515,160
TEVA PHARMACEUTICAL INDS ADR	103,940	172,530
TRIMBLE NAVIGATION LTD	266,471	366,252
U.S. BANCORP NEW	274,982	359,600
UNILEVER N V -NY SHARES	120,398	117,120
UNITEDHEALTH GROUP INC	155,240	404,360
VERIZON COMMUNICATIONS	365,205	433,230
VODAFONE GROUP PLC-SP ADR	160,404	231,092
WALGREEN COMPANY	231,309	533,400
WELLS FARGO & CO	308,550	465,970
WHOLE FOODS MKT INC	62,108	75,630
WISDOMTREE EMERGING MARKETS SMALL CA	239,175	194,220
XYLEM INC	286,914	430,191
YUM BRANDS INC	240,550	364,250

- TIN:

TY 2014 InvestmentsLandSchedule2

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Category/ Item	Cost/Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
MINERAL ROYALTIES	143,402	143,136	266	1,699,458

- TIN:

TY 2014 LandEtcSchedule2

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
FURNITURE & EQUIPMENT	124,071	63,087	60,984	60,984

- TIN:

TY 2014 LegalFeesSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
INDIRECT LEGAL FEES	1,293	647		646

- TIN:

TY 2014 OtherAssetsSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Description	Beginning of Year - Book Value	End of Year - Book Value	End of Year - Fair Market Value
ART COLLECTION	84,719	84,719	84,719

- TIN:

TY 2014 OtherDecreasesSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Description	Amount

- TIN:

TY 2014 OtherExpensesSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Description	Revenue and Expenses per Books	Net Investment Income	Disbursements for Charitable Purposes
EXPENSES
SUPPLIES, MAINTENANCE	11,264	5,632	5,632
INSURANCE	14,204	9,469	4,735
COMPUTER INTERNET LINK	18,879	18,879
EQUIPMENT RENTAL	451		451
EDUCATION	4,598		4,598
PROGRAM - OTHER PROGRAMS	14,403		14,403
PROGRAM - ANIMAL WELFARE	101,299		101,299
PROGRAM - ARTDESK	286,603		286,603

- TIN:

TY 2014 OtherIncomeSchedule2

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Description	Revenue And Expenses Per Books	Net Investment Income
OIL & GAS ROYALTIES	455,949	455,949
OIL & GAS LEASE BONUS	142,280	142,280
OTHER INCOME	7,498	7,498

- TIN:

TY 2014 OtherProfessionalFeesSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Category	Amount	Net Investment Income
INVESTMENT MANAGEMENT FEES	239,923	239,923
OIL & GAS MINERALS MGMT FEE	3,900	3,900
OTHER PROFESSIONAL FEES	3,453	3,453

- TIN:

TY 2014 TaxesSchedule

Name:

KIRKPATRICK FOUNDATION INC

EIN: 73-0701736

Category	Amount	Net Investment Income
PERSONAL PROPERTY TAX	1,565	1,565
GROSS PRODUCTION TAX	31,085	31,085
EXCISE TAX ON INVESTMENT INCOME	38,120
FOREIGN TAX	1,292	1,292